Unigel Seeks Chapter 15 Recognition of EJ Proceedings in the United States

SÃO PAULO, Nov. 22, 2024 /PRNewswire/ -- Unigel hereby informs the market in general that, on November 15, 2024, Unigel Participações S.A., together with its affiliates Unigel Luxembourg S.A., Proquigel Química S.A., and Companhia Brasileira de Estireno (the "Unigel Debtors") each filed a petition before the United States Bankruptcy Court for the Southern District of New York commencing proceedings under chapter 15 of the United States Bankruptcy Code.

The purpose of the chapter 15 proceedings is to obtain recognition in the United States of the Unigel Debtors' Brazilian extrajudicial reorganization (EJ) proceedings and the Brazilian judgment approving the Unigel Debtors' extrajudicial reorganization (EJ) plans to ensure that the restructuring of the Unigel Debtors' obligations pursuant to the EJ plans are given full force and effect in the United States, in particular with regard to certain debt instruments governed by the laws of the State of New York.  A hearing will be held before the U.S. Bankruptcy Court to consider recognition of the EJ proceedings and the EJ plans.

This additional milestone in the extrajudicial reorganization process reinforces Unigel's and its creditors' commitment to improve Unigel's capital structure for the benefit of all stakeholders.  Similar to the EJ proceedings, the chapter 15 proceedings will not affect Unigel's operating partners, in particular its suppliers and employees. 

The full EJ plans are available on Unigel's website at https://ri.unigel.com.br/en/restructuring-plan/. Certain creditors are entitled to make treatment elections under the EJ plans.

Additionally, in connection with the extrajudicial reorganization process, Unigel engaged in confidential discussions and negotiations under confidentiality agreements (the "NDAs") with certain parties, including holders of claims listed in the EJ plans (and/or investment managers, advisors or sub-advisors of discretionary funds, accounts, or other entities for such holders). As part of such discussions and negotiations, Unigel provided such parties with the information in the presentation available on Unigel's website at https://ri.unigel.com.br/en/restructuring-plan/ under the heading "Blowout Material (Nov24)" (the "Presentation"). Pursuant to the terms of the NDAs, Unigel agreed, among other things, to publicly disclose certain information, including the information in the Presentation.

Unigel will keep the market in general informed about the developments of the foregoing matters addressed in this Notice to the Market.

São Paulo (SP), November 19, 2024
Andre Luis da Costa Gaia
CFO and Investor Relations Officer

DISCLAIMER

FORWARD LOOKING STATEMENTS: Certain information contained in this press release may contain forward looking statements within the meaning of applicable securities laws. The use of any of the words "continue", "plan", "propose", "would", "will", "believe", "expect", "position", "anticipate", "improve", "enhance" and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this document may contain forward-looking statements concerning: key terms of the restructuring; the expected process and timing for implementing the restructuring; the deadlines for submitting proxies and voting instructions; the scheduling of the creditors' meeting; the relief to be sought in by Unigel in the proceedings in respect of the EJ plans; the completion of the restructuring, including with respect to obtaining any necessary approvals and satisfying any conditions and the expected timing thereof; the public posting of materials and information related to the restructuring; and the effect of the restructuring.

Forward-looking statements necessarily involve risks, including, without limitation, risks associated with the ability of Unigel to implement the restructuring on the terms described in this press release, the ability of Unigel to receive all necessary court, third party and stakeholder approvals in order to complete the transaction; the ability of Unigel to operate in the ordinary course during the proceedings, including with respect to satisfying obligations to service providers, suppliers, contractors and employees; the ability of Unigel to continue as a going concern; the ability of Unigel to continue to realize its assets and discharge its liabilities and commitments; Unigel's future liquidity position and access to capital to fund ongoing operations and obligations (including debt obligations); and the ability of Unigel to stabilize its business and financial condition.

Although Unigel bases its forward-looking statements on assumptions believed to be reasonable when made, they are not guarantees of future performance and actual results of operations, financial condition and liquidity, and developments in the industry in which Unigel operates, may differ materially from any such information and statements in this news release. Other unknown or unpredictable factors also could harm Unigel's future results. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this news release are made only as at the date hereof. Unigel does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by law.

THIS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN THE UNITED STATES AND IT DOES NOT CONSTITUTE AN OFFER, SOLICITATION OR SALE IN ANY STATE OR JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES UNLESS THEY ARE REGISTERED OR EXEMPT FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT").

THE EJ PLANS AND THEIR ATTACHMENTS ARE NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION TO PURCHASE ANY SECURITIES OR AN ACCEPTANCE OF THE EJ PLANS PROPOSED IN CONNECTION WITH ANY INSOLVENCY PROCEEDING AND ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND ANY OTHER APPLICABLE LAW.

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SOURCE Unigel