HOUSTON and HUNT VALLEY, Md., March 29 /PRNewswire-FirstCall/ -- Lyondell Chemical Company (NYSE: LYO) and Millennium Chemicals Inc. (NYSE: MCH) today announced that their Boards of Directors have approved, and the companies have executed, a definitive agreement for a stock-for-stock business combination of the companies, expected to be tax-free to the shareholders of Millennium and the companies. The transaction will create North America's third-largest independent, publicly traded chemical producer with combined pro forma 2003 revenues of more than $11 billion and market capitalization of nearly $4 billion.
Millennium shareholders will receive between 0.95 and 1.05 shares of Lyondell common stock for each share of Millennium common stock, depending on the volume-weighted average price for the Lyondell shares for the 20 trading days ending on the third trading day before closing. Millennium shareholders will receive 0.95 shares of Lyondell stock if the average Lyondell stock price is $20.50 or greater, and 1.05 if it is $16.50 or less. Between the two prices, the exchange ratio varies proportionately.
The new shares will be entitled to receive the same cash dividend as existing outstanding Lyondell shares. Based on recent trading, the transaction is valued at approximately $2.3 billion including approximately $1.3 billion of Millennium net debt.
The transaction is subject to customary conditions including approval by both companies' shareholders, and is expected to close in the third quarter of 2004.
After the close of the transaction, the company will be called "Lyondell Chemical Company" and will be headquartered in Houston, Texas. Dan F. Smith will continue as president and chief executive officer, and Dr. William T. Butler will continue as the independent chairman of the Lyondell Board of Directors. Two independent members of Millennium's current Board will join the Lyondell Board, effective at the time of the closing.
The transaction combines two U.S. chemical companies that are well positioned globally, with leading positions in propylene oxide and derivatives, titanium dioxide (TiO2) and acetyls. And, through their Equistar joint venture -- a major North American producer of ethylene, propylene, polyethylene and aromatics -- they have significant leverage to the petrochemical cycle, providing opportunity for the combined company's shareholders to take full advantage of the recovery in the petrochemical cycle. The combined company will operate in 16 countries and employ about 10,000 people worldwide.
"Since its creation in 1985, Lyondell has become a leading, global, integrated chemical company with world-scale assets and proprietary processes and technology," said Dan F. Smith, Lyondell's president and chief executive officer. "We have a long history of successfully combining assets, product lines and corporate cultures to create one of the world's leading chemical companies. Despite the prolonged industry trough, Lyondell and Equistar combined finished 2003 with more than $1.3 billion of liquidity. We expect this transaction to be accretive to Lyondell's earnings per share in 2005.
"This is another step in our long-standing strategy to increase Lyondell's global depth and breadth, and maintains our leverage to the ethylene cycle, allowing us to use the resulting cash flow to reduce debt," added Smith. "By integrating Millennium's operations with Lyondell's and Equistar's, we believe there is value that can be achieved through the realization of synergies. We expect to realize at least $50 million in cost savings from this combination, bringing value to all of the shareholders."
Robert E. Lee, president and chief executive officer of Millennium, said, "This is the right move at this juncture for Millennium. The transaction creates compelling value for our shareholders. We strongly believe that the added diversification and market leadership brought by the TiO2 and acetyls businesses will greatly benefit the combined entity. These businesses also will benefit from being part of a larger global entity."
Millennium is the second-largest producer of TiO2 in the world, in an industry in which the five largest producers represent approximately 75 percent of worldwide capacity. Millennium has a larger geographic footprint than any other TiO2 producer, with competitive production facilities on four continents. The TiO2 business has a strong technology and customer base.
The acetyls business is a significant ethylene consumer and, as such, integrates very well with Equistar's petrochemical business. Millennium holds the number-two North American capacity position for acetyls and is number three in the world. Millennium utilizes proprietary, advantaged technology at its world-scale manufacturing facility in La Porte, Texas.
"After the closing of the transaction, Lyondell will appear much less complicated to our investors with its consolidated petrochemicals, polymers and intermediate chemicals businesses. In the new organization, however, Lyondell, Equistar and Millennium will each remain separate entities and keep their separate debt structures," Smith said.
The transaction involves the merger of a newly created subsidiary of Millennium into Millennium, in which the Millennium common stock now held by its public shareholders will be converted into common stock of Lyondell, and the Millennium preferred stock to be issued to Lyondell immediately before the merger will be converted into common stock of the surviving entity. As a result, Millennium will become a wholly owned subsidiary of Lyondell. Following the transaction, the Millennium convertible debentures will become convertible into Lyondell common stock in accordance with the terms of the convertible debenture indenture.
Citigroup Global Markets Inc. acted as financial advisor and provided a fairness opinion to Lyondell. J.P. Morgan Securities Inc. acted as principal financial advisor to Millennium, and along with UBS Investment Bank, each has provided a fairness opinion to Millennium. Baker Botts L.L.P. is legal counsel to Lyondell, and Weil, Gotshal & Manges LLP is legal counsel to Millennium.
Lyondell, headquartered in Houston, Texas, is a leading producer of: propylene oxide (PO); PO derivatives including propylene glycol (PG), butanediol (BDO) and propylene glycol ethers (PGE); and styrene monomer and MTBE as co-products of PO production. Through its current 70.5 percent interest in Equistar Chemicals, LP, Lyondell also is one of the largest producers of ethylene, propylene and polyethylene in North America and a leading producer of ethylene oxide, ethylene glycol, high value-added specialty polymers and polymeric powder. Through its 58.75 percent interest in LYONDELL-CITGO Refining LP, Lyondell is one of the largest refiners in the United States processing extra heavy Venezuelan crude oil to produce gasoline, low sulfur diesel and jet fuel.
Millennium is the second-largest producer of TiO2 in the world, the largest merchant seller of titanium tetrachloride and a major producer of zircon and zirconia, silica gel and cadmium-based pigments. It also is the second-largest producer of acetic acid and vinyl acetate monomer in North America, and a leading producer of terpene-based fragrance and flavor chemicals. Millennium currently has a 29.5 percent interest in Equistar.
Today, March 29, at 12:00 noon, Eastern Time, Lyondell and Millennium will host a conference call and webcast to discuss this announcement. Access information is as follows:
Dial-in access: U.S. Toll Free: 888-391-2385
International: 484-644-0641
Please call 10 to 15 minutes before the scheduled
start of the teleconference. Pass code: Lyondell
Webcast: Will be available at 12:00 noon Eastern Time on
March 29 at www.lyondell.com and
www.millenniumchem.com.
Replay: Webcast replay will be available from 3:00 p.m.
Eastern Time March 29, 2004 to 5:00 p.m. Eastern Time
March 29, 2005 at www.lyondell.com and
www.millenniumchem.com. Telephone replay will be
available through April 12, 2004 at 800-839-2235
(U.S.) or 402-998-1082 (international). The passcode
is 5549.
Related Reconciliations of non-GAAP financial measures to
Disclosures: GAAP financial measures and any other applicable
disclosures (including the news release) will be
available at 12:00 noon Eastern Time on March 29 at
www.lyondell.com and www.millenniumchem.com.
Table 1: Lyondell and Equistar Liquidity at December 31, 2003
(Millions of dollars) Lyondell Equistar
Cash and cash equivalents $438 $199
Facilities availability 300 430
Total liquidity $738 $629
Table 2: Millennium Net Debt at December 31, 2003
(Millions of dollars)
Long-term debt $1,461
Current maturities of long-term debt 6
Less: Cash and cash equivalents (209)
Net debt $1,258
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the benefits of the proposed transaction between Lyondell Chemical Company ("Lyondell") and Millennium Chemicals Inc. ("Millennium"), including financial and operating results, the parties' plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of Lyondell's and Millennium's respective managements and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements. The following factors, among others, could affect the proposed transaction and the anticipated results: approval by Lyondell's and Millennium's respective shareholders, amendments to Lyondell's and Millennium's respective credit facilities, the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Act, the receipt of other competition law clearances and the parties' ability to achieve expected synergies in the transaction within the expected timeframes or at all. Additional factors that could cause Lyondell's results to differ materially from those described in the forward-looking statements can be found in Lyondell's Annual Report on Form 10-K for the year ended December 31, 2003, which was filed with the Securities and Exchange Commission (the "SEC") on March 12, 2004. Additional factors that could cause Millennium's results to differ materially from those described in the forward-looking statements can be found in Exhibit 99.1 to Millennium's Annual Report on Form 10-K for the year ended December 31, 2003, which was filed with the SEC on March 12, 2004 (the "Millennium 10-K").
Lyondell and Millennium will file a joint proxy statement/prospectus with the SEC in connection with the proposed transaction. Investors and security holders are urged to read that document, when it becomes available, because it will contain important information. Investors and security holders may obtain a free copy of that document (when it becomes available) and other documents filed by Lyondell and Millennium with the SEC at the SEC's web site at www.sec.gov. The joint proxy statement/prospectus (when it becomes available) and the other documents filed by Lyondell may also be obtained free from Lyondell by calling Lyondell's Investor Relations department at (713) 309-4590 and may be obtained free from Millennium by calling Millennium's Investor Relations department at (410) 229-8113.
The respective executive officers and directors of Lyondell and Millennium and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Lyondell's executive officers and directors is available in its proxy statement filed with the SEC by Lyondell on March 16, 2004, and information regarding Millennium's directors and its executive officers is available in the Millennium 10-K. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC.
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Attachment 1: Capacities and Major Positions
Lyondell Intermediate Chemicals & Derivatives Capacities
Major Capacity Positions
Major Products Rated Capacity Global N. America
(Million lb./yr.)
Propylene Oxide (PO) 4,500 1 1
Styrene Monomer (SM) 5,000 4 1
MTBE (bbl/day) 58,500 1 1
Propylene Glycol (PG) & 1,260 2 2
Propylene Glycol Ethers (PGE)
Toluene Diisocyanate (TDI) 574 3 4
Butanediol (BDO) 395 2 4
Equistar Capacities
Major Capacity Positions
Major Products Rated Capacity Global N. America
(Million lb./yr.)
Ethylene 11,600 5 2
Propylene 5,000 7 2
Butadiene 1,200 3 1
Benzene (million gal/yr) 310 3
Ethylene Glycol (EG) 1,000 3
Ethylene Oxide (EO) 1,100 3
Polyethylene
High-density 3,200 3
Polyethylene (HDPE)
Low-density 1,400 3
Polyethylene (LDPE)
Linear Low-density 1,100 4
Polyethylene (LLDPE)
Millennium Capacities
Major Products Rated Capacity Percentage of
Capacity
TiO2
Chloride (metric tons/yr) 515,000 77%
Sulfate (metric tons/yr) 155,000 23%
Acetyls
Vinyl Acetate Monomer (VAM) 850
(million lb/yr)
Acetic Acid (million lb/yr) 1,200
==========================================================================
Attachment 2: Principal Products
Lyondell Intermediate Chemicals & Derivatives Principal Products
Product Annual Capacity Primary Uses
Propylene Oxide (PO) 4.5 billion pounds(a) PO is a key component of
polyols, PG, PGE and BDO.
Propylene Glycol(PG) 960 million pounds PG is used to produce
unsaturated polyester
resins for bathroom fixtures
and boat hulls; lower toxicity
antifreeze, coolants and
aircraft deicers; and
cosmetics and cleaners.
Propylene Glycol 300 million pounds PGE are used as lower toxicity
Ethers (PGE) solvents for paints, coatings
and cleaners.
Butanediol (BDO) 395 million pounds BDO is used in the manufacture
of engineering resins, films,
personal care products,
pharmaceuticals, coatings,
solvents and adhesives.
Toluene Diisocyanate 574 million pounds(b) TDI is combined with polyols
(TDI) to produce flexible foam for
automotive seating and
home furnishings.
Styrene Monomer (SM) 5.0 billion pounds(c) SM is used to produce
plastics, such as
expandable polystyrene for
packaging, foam cups and
containers, insulation
products and durables and
engineering resins.
Methyl Tertiary 897 million gallons MTBE is a gasoline component
Butyl Ether (MTBE) (58,500 barrels/day) for reducing emissions in
reformulated gasolines and
enhancing octane value.
(a) Includes: 100% of the 385 million pounds of capacity of Nihon
Oxirane, a joint venture of which the Company owns 40%; approximately
1.6 billion pounds of capacity that represents Bayer's share of PO
production from the Channelview PO/SM I plant and the Bayport, Texas
PO/TBA plants under the U.S. PO Joint Venture; and 100% of the
625 million pounds of capacity of the Maasvlakte PO/SM plant, which
began production during the fourth quarter of 2003 and is owned by the
European PO Joint Venture with Bayer, as to which the company has the
right to 50% of the production.
(b) Includes: approximately 274 million pounds of average annual TDI
capacity at Lyondell's plant in Pont de Claix, France, which is
operated by Rhodia.
(c) Includes: approximately 1.1 billion pounds of SM production from the
Channelview PO/SM II plant that is committed to unrelated equity
investors under long-term processing agreements; 100% of the
830 million pounds of capacity of Nihon Oxirane, of which the Company
owns 40%; and 100% of the 1.4 billion pounds of capacity of the
Maasvlakte PO/SM plant, which began production during the fourth
quarter of 2003 and is owned by the European PO Joint Venture with
Bayer, as to which the Company has the right to 50% of the production.
Equistar Principal Products
Product Annual Capacity Primary Uses
OLEFINS
Ethylene 11.6 billion pounds(a) Ethylene is used as a raw
material to manufacture
polyethylene, EO, ethanol,
ethylene dichloride and
ethylbenzene.
Propylene 5 billion pounds(a)(b) Propylene is used to produce
polypropylene, acrylonitrile
and propylene oxide.
Butadiene 1.2 billion pounds Butadiene is used to
manufacture styrene-
butadiene rubber and
polybutadiene rubber,
which are used in the
manufacture of tires,
hoses, gaskets and other
rubber products. Butadiene is
also used in the production
of paints, adhesives, nylon
clothing, carpets, paper
coatings and engineered
plastics.
OXYGENATED
PRODUCTS
Ethylene Oxide(EO) 1.1 billion pounds EO EO is used to produce
equivalents; 400 surfactants, industrial
million pounds as cleaners, cosmetics,
pure EO (c) emulsifiers, paint, heat
transfer fluids and
ethylene glycol.
Ethylene Glycol(EG) 1 billion pounds(c) EG is used to produce
polyester fibers and film,
polyethylene terephthalate
("PET")resin, heat transfer
fluids and automobile
antifreeze.
Ethylene Oxide 225 million pounds EO derivatives include
Derivatives ethylene glycol ethers and
ethanolamines, and are
used to produce paint and
coatings, polishes,
solvents and chemical
intermediates.
Ethanol 50 million gallons Ethanol is used in the
production of solvents as
well as household, medicinal
and personal care products.
MTBE 284 million gallons MTBE is a gasoline component
(18,500 barrels/day)(d) for reducing emissions in
reformulated gasolines and
enhancing octane value.
AROMATICS
Benzene 310 million gallons Benzene is used to produce
styrene, phenol and
cyclohexane. These products
are used in the production of
nylon, plastics, synthetic
rubber and polystyrene.
Polystyrene is used in
insulation, packaging
and drink cups.
Toluene 66 million gallons Toluene is used as an octane
enhancer in gasoline, as a
chemical raw material
benzene and/or paraxylene
production, and a core
ingredient in TDI, a
compound used in urethane
production.
SPECIALTY
PRODUCTS
Dicyclopentadiene 130 million pounds DCPD is a component of inks,
(DCPD) adhesives and polyester
resins for molded parts such
as tub and shower stalls and
boat hulls.
Isoprene 145 million pounds Isoprene is a component of
premium tires, adhesive
sealants and other rubber
products.
Resin Oil 150 million pounds Resin oil is used in the
production of hot-melt
adhesives, inks, sealants,
paints and varnishes.
Piperylenes 100 million pounds Piperylenes are used in the
production of adhesives, inks
and sealants.
Alkylate 337 million gallons(e) Alkylate is a premium
gasoline blending component
used by refiners to meet
Clean Air Act standards for
reformulated gasoline.
POLYETHYLENE
High Density 3.2 billion pounds HDPE is used to manufacture
Polyethylene grocery, merchandise & trash
(HDPE) bags; food containers for
items from frozen desserts to
margarine; plastic caps &
closures; liners for boxes of
cereal & crackers; plastic
drink cups & toys; dairy
crates; bread trays; pails
for items from paint to fresh
fruits & vegetables; safety
equipment such as hard hats;
house wrap for insulation;
bottles for household &
industrial chemicals & motor
oil; milk, water, and juice
bottles; and large
(rotomolded) tanks for
storing liquids such as
agricultural and lawn care
chemicals.
Low Density 1.4 billion pounds LDPE is used to manufacture
Polyethylene food packaging films;
(LDPE) plastic bottles for packaging
food and personal care items;
dry cleaning bags; ice bags;
pallet shrink wrap; heavy-
duty bags for mulch and
potting soil; boil-in-bag
bags; coatings on flexible
packaging products; and
coatings on paper board such
as milk cartons. Ethylene
vinyl acetate is a
specialized form of LDPE used
in foamed sheets, bag-in-box
bags, vacuum cleaner hoses,
medical tubing, clear sheet
protectors and flexible
binders.
Linear Low 1.1 billion pounds LLDPE is used to manufacture
Density garbage and lawn-leaf bags;
Polyethylene industrial can liners;
(LLDPE) housewares; lids for coffee
cans and margarine tubs,
dishpans, home plastic
storage containers, kitchen
trash containers; large
(rotomolded) toys like
outdoor gym sets; drip
irrigation tubing;
protective coating for
telephone wires and film;
shrink wrap for multi-
packaging canned food, bag-
in-box bags, produce bags,
and pallet stretch wrap.
POLYPROPYLENE
Polypropylene 280 million pounds Polypropylene is used to
manufacture fibers
for carpets, rugs and
upholstery; housewares;
automotive battery cases;
automotive fascia, running
boards and bumpers; grid-type
flooring for sports
facilities; fishing tackle
boxes; and bottle
caps and closures.
PERFORMANCE
POLYMERS
Wire and Cable (f) Wire and cable insulating
Insulating Resins resins and compounds are used
and Compounds to insulate copper and
fiber optic wiring in power,
telecommunication, computer
and automobile applications.
Polymeric Powders (f) Polymeric powders are
component products
in structural and bulk
molding compounds,
parting agents and filters
for appliance, automotive and
plastics processing
industries.
Polymers for (f) Polymers are components in
Adhesives, Sealants hot-melt-adhesive
and Coatings formulations for case,
carton and beverage package
sealing, glue sticks,
automotive sealants, carpet
backing and adhesive labels.
Reactive Polyolefins (f) Reactive polyolefins are
functionalized polymers used
to bond non-polar and polar
substrates in barrier food
packaging, wire and cable
insulation and jacketing,
automotive gas tanks and
metal coating applications.
(a) Includes 850 million pounds/year of ethylene capacity and 200 million
pounds/year of propylene capacity at Equistar's Lake Charles,
Louisiana facility. Equistar's Lake Charles facility has been idled
since the first quarter of 2001, pending sustained improvement in
market conditions.
(b) Does not include refinery-grade material or production from the
product flexibility unit at Equistar's Channelview facility, which can
convert ethylene and other light petrochemicals into propylene. This
facility has an annual processing capacity of one billion pounds per
year of propylene.
(c) Includes 350 million pounds/year of EO equivalents capacity and 400
million pounds/year of EG capacity at the Beaumont, Texas facility,
which represents Equistar's 50% of the total EO equivalents capacity
and EG capacity, respectively, at the facility. The Beaumont, Texas
facility is owned by PD Glycol, a partnership owned 50% by Equistar
and 50% by DuPont.
(d) Includes up to 44 million gallons/year of capacity processed by
Equistar for LCR and returned to LCR.
(e) Includes up to 172 million gallons/year of capacity processed by
Equistar for LCR and returned to LCR.
(f) These are enhanced grades of polyethylene and are included in the
capacity figures for HDPE, LDPE and LLDPE above, as appropriate.
Millennium Principal Products
Product Primary Uses
TITANIUM DIOXIDE AND RELATED PRODUCTS
Titanium Dioxide (TiO2) A white pigment used to provide
whiteness, brightness, opacity and
durability in paint and coatings,
plastics, paper and elastomers.
Titanium Tetrachloride (TiCl4) The intermediate product used in
making TiO2. TiCl4 is also
used for: the manufacture of
titanium metal, which is used to
make a wide variety of products
including eyeglass frames,
aerospace parts and golf clubs,
the manufacture of catalyst and
specialty pigments; and as a
surface treatment for glass.
Zirconium-based compounds and Chemicals used in coloring for
chemicals ceramics, in pigment surface
treatment, solid oxide fuel cells
and to enhance optics.
Ultra-fine TiO2 Nanoparticle and ultra-fine
products used in optical,
electronic, catalyst and
ultra-violet absorption
application.
Silica gel Inorganic product used to reduce
gloss and control flow in
coatings. Also used to stabilize
beer and extend the shelf life of
plastic films, powdered food
products and pharmaceuticals.
Cadmium-based pigments Inorganic colors used in
engineered plastics, artists'
colors, ceramics, inks, automotive
refinish coatings, coil and
extrusion coatings, aerospace
coatings and specialty industrial
finishes.
Zircon Sand (Zircon) A coarse fine white mineral powder
used in refractory material,
ceramic material and foundry sand.
ACETYLS
Vinyl acetate monomer A petrochemical product used to
produce a variety of polymers
products used in adhesives,
water-based paint, textile
coatings and paper coatings.
Acetic Acid A feedstock used to produce vinyl
acetate monomer, terephthalic acid
(used to produce polyester for
textiles and plastics bottles),
industrial solvents, and a variety
of other chemicals.
Methanol A feedstock used to produce acetic
acid; methyl tertiary butyl ether
(MTBE), a gasoline additive;
formaldehyde; and several other
products. The Company is a
producer of methanol through its
85% interest in La Porte
Methanol Company.
SPECIALTY CHEMICALS
Terpene fragrance chemicals Individual components that are
blended to make fragrances used in
detergents, soaps, perfumes,
personal-care items and household
goods.
Flavor chemicals Individual components that are
blended to impart or enhance
flavors used in toothpaste,
chewing gum and other consumer
products.
==========================================================================
Attachment 3: Manufacturing Locations
Lyondell Intermediate Chemicals & Derivatives Manufacturing Locations
Locations Principal Products
Bayport (Pasadena), Texas (a)* PO, PG, PGE, TBA
Channelview, Texas (a) (b)* PO, BDO, SM, MTBE
Lake Charles, Louisiana * TDI
Fos-sur-Mer, France (c) PO, PG, TBA, MTBE
Pont de Claix, France (d) TDI
Botlek, Rotterdam, The Netherlands (c) PO, PG, PGE, TBA, MTBE, BDO
Maasvlakte (near Rotterdam), The PO, SM
Netherlands (e)
Chiba, Japan (f) PO, SM
* The portions of the facility owned by Lyondell are mortgaged as
collateral for Lyondell's credit facility, senior secured notes and
debentures.
(a) The Bayport PO/TBA plants and the Channelview PO/SM I plant are held
by the U.S. PO Joint Venture between Bayer and the Company.
(b) Unrelated equity investors hold a minority ownership interest in the
PO/SM II plant at Lyondell's Channelview facility.
(c) The land is leased.
(d) The land is leased by Rhodia and certain assets are owned by the
Company.
(e) The land is leased. The Maasvlakte PO/SM plant is held by the
European PO Joint Venture between Bayer and the Company.
(f) The PO/SM plant located in Chiba, Japan, is owned by Nihon Oxirane, a
joint venture of which the Company owns a 40 percent interest.
Equistar Manufacturing Locations
Locations Principal Products
Beaumont, Texas (a) * EG
Channelview, Texas (b) * Ethylene, Propylene, Butadiene,
Benzene, Toluene, DCPD,
Isoprene, Resin Oil,
Piperylenes, Alkylate and MTBE
Corpus Christi, Texas * Ethylene, Propylene, Butadiene
and Benzene
Chocolate Bayou, Texas (c) HDPE
Chocolate Bayou, Texas (c)(d) * Ethylene, Propylene, Butadiene,
Benzene, Toluene, DCPD,
Isoprene, Resin Oil and
MTBE
LaPorte (Deer Park), Texas (e)* Ethylene, Propylene, LDPE,
LLDPE, Wire and Cable
Insulating Resins, and Polymers
for Adhesives, Sealants and
Coatings.
Matagorda, Texas * HDPE
Bayport (Pasadena), Texas * EO, EG and Other EO Derivatives
Bayport (Pasadena), Texas (f)* LDPE
Victoria, Texas (d)* HDPE
Lake Charles, Louisiana (g)* Ethylene and Propylene
Morris, Illinois* Ethylene, Propylene, LDPE,
LLDPE and Polypropylene
Tuscola, Illinois * Ethanol and Polymeric Powders
Clinton, Iowa * Ethylene, Propylene, LDPE, HDPE
and Reactive Polyolefins
Fairport Harbor, Ohio (h) Wire and Cable Insulating
Compounds
Newark, New Jersey Denatured Alcohol
* As of January 1, 2004, facilities which received the OSHA Star
Certification, which is the highest safety designation issued by the
U.S. Department of Labor.
(a) The Beaumont facility is owned by PD Glycol, a partnership owned 50%
by Equistar and 50% by DuPont.
(b) The Channelview facility has two ethylene processing units. Lyondell
owns a methanol plant located within the Channelview facility on
property Lyondell leases from Equistar. This methanol plant is being
operated for Lyondell by Equistar on behalf of an unrelated party.
Another unrelated party owns and operates a facility on land leased
from Equistar that is used to purify hydrogen from Lyondell's methanol
plant. Equistar also operates a styrene maleic anhydride unit and a
polybutadiene unit, which are owned by a third party and are located
on property leased from Equistar within the Channelview facility.
(c) Millennium and Occidental each contributed a facility located in
Chocolate Bayou. These facilities are not on contiguous property.
(d) The land is leased.
(e) Equistar intends to temporarily consolidate its automotive compound
production at the Fairport Harbor, Ohio facility and temporarily idle
the automotive compound production unit at the LaPorte, Texas facility
at the end of the first quarter of 2004.
(f) The facility is located on land leased from Sunoco. The facility is
operated by Sunoco for Equistar.
(g) The Lake Charles facility has been idled since the first quarter of
2001, pending sustained improvement in market conditions. The
facilities and land are leased from Occidental Chemical Corporation, a
subsidiary of Occidental, under a lease that expires in May 2004 and
has renewal provisions for two additional one-year periods at either
party's option.
(h) The building and land are leased.
Millennium Manufacturing Locations
Locations Principal Products
TITANIUM DIOXIDE & RELATED PRODUCTS
Ashtabula, Ohio * TiO2 and TiCl4
Baltimore, Maryland (Hawkins Point)* TiO2
Baltimore, Maryland (St. Helena) Cadmium-based pigments and
silica gel
Kemerton, Western Australia TiO2
Le Havre, France TiO2
Mataraca, Paraiba, Brazil ** Ilmenite (generally consumed in
the Salvador TiO2 plant),
zircon and natural rutile
titanium ore
Rockingham, Western Australia Zirconium-based compounds and
chemicals
Salvador, Bahia, Brazil ** TiO2
Stallingborough, United Kingdom TiO2
Thann, France TiO2 and TiCl4 and ultra-
fine TiO2
ACETYLS
La Porte, Texas VAM and acetic acid
SPECIALTY CHEMICALS
Brunswick, Georgia Fragrance and flavor chemicals
Jacksonville, Florida Fragrance and flavor chemicals
* The Company has two manufacturing plants at Ashtabula, Ohio, both of
which use the chloride process, and two manufacturing plants located in
Baltimore, Maryland (Hawkins Point), one of which uses the chloride
process for manufacturing TiO2 and the other of which used the
sulfate process but is currently idle.
** Third-party equity investors hold a minority ownership interest in
Millennium Brasil, which owns this facility.
SOURCE Lyondell Chemical Company; Millennium Chemicals Inc.
