Abu Dhabi National Oil Company for Distribution PJSC (ADX:ADNOCDIST) submit a non-binding offer to acquire 35.3% stake in Braskem S.A. (BOVESPA:BRKM5) from Novonor S.A. for BRL 4.5 billion on November 8, 2023. The offer per share is BRL 37.29. The amount of BRL 10.5 billion will be delivered by ADNOC directly to the Financial Institutions as follows 50% cash to be paid by ADNOC on Closing and the remaining 50% converted into US dollars, on the closing date of the transaction, and paid as a cash equivalent deferred payment senior to ADNOC?s equity, with a maturity of 7 years, with annual coupons of 7.25% that are paid-in-kind until the end of the 3rd year and paid in cash from the 4th year onwards.

The Proposal is also conditioned, among other usual conditions in transactions of this nature, to (i) a satisfactory conclusion by ADNOC of Due Diligence; (ii) investigation of possible additional liabilities arising from the event in Alagoas; (iii) no existence of unaccounted-for or unreported material contingent liabilities; (iv) alignment and conclusion of a new shareholders' agreement with Petróleo Brasileiro S.A. - Petrobras.