LyondellBasell Industries N.V.

4. Assets Held for Sale

Proposed European Asset Sale—In June 2025, we entered into an agreement for the sale of select olefins & polyolefins assets and the associated business in Europe. The sites to be sold have been part of the previously announced European strategic assessment and are located in Berre l’Etang (France), Münchsmünster (Germany), Carrington (United Kingdom), and Tarragona (Spain). The sites identified for sale are within our Olefins & Polyolefins-Europe, Asia, International (“O&P-EAI”) segment. The agreement is a put option deed under which the purchaser has committed to enter into an agreed form purchase agreement if we exercise our put option, after conclusion of certain works council consultation processes.

Closing of the proposed transaction is currently expected in the first half of 2026, subject to the completion of the information and consultation processes with the relevant employee representative bodies in accordance with applicable laws, as well as regulatory and other customary closing conditions. The assets and liabilities associated with the business to be sold have been classified as held for sale in the Consolidated Balance Sheets as of June 30, 2025.

In connection with the sale, we expect to recognize a loss on sale of approximately $700 million to $900 million upon closing. The loss principally consists of the transfer of net working capital of approximately $340 million, a cash contribution of $300 million to the sold businesses prior to closing, a foreign currency translation adjustment of approximately $300 million to $400 million, and a net equity method investment of approximately $10 million, partially offset by the transfer of pension and other liabilities of $150 million to $250 million.

Other costs, including selling expenses, separation costs, and employee-related costs, of approximately $100 million to $150 million, are estimated to be incurred prior to closing. During the second quarter of 2025, we incurred $10 million of such costs in connection with this transaction.

During the second quarter of 2025, a non-cash impairment loss of $32 million was recognized and allocated to property, plant and equipment. The fair value of the disposal group was determined based on the expected consideration and other fair value indicators obtained through our marketing efforts and classified as Level 2 within the fair value hierarchy. The impairment charge is presented within Impairments in the Consolidated Statements of Income.

U.S. Specialty Powders Business—In the second quarter of 2025, we entered into an agreement to sell our U.S. specialty powders business for a total consideration of approximately $10 million, subject to working capital and other adjustments. The transaction is expected to close in the second half of 2025 and is subject to customary closing conditions. The business had been identified as a non-core business within our Advanced Polymer Solutions (“APS”) segment.

The following table summarizes the assets and liabilities held for sale in the Consolidated Balance Sheets: