Braskem Idesa, S.A.P.I. - Chapter 11 DIP Terms

DIP Terms

Borrower(s) / Guarantor(s)

• Braskem Idesa, S.A.P.I., as DIP Borrower
• Braskem Idesa Servicios, S.A. de C.V. and Braskem Idesa Ethane LLC, as DIP Guarantors
• The DIP Credit Parties are jointly and severally liable for the DIP obligations
• Braskem Idesa’s non-debtor joint venture, Terminal Química Puerto México S.A.P.I. (“TQPM”), is not a guarantor under the DIP facility

Agent / Lender(s)

• TMF Mexico Business Process, S. de R.L. de C.V., as DIP Collateral Agent
• Braskem Netherlands B.V. and Braskem America, Inc., as Initial DIP Lenders, with Braskem Netherlands B.V. as Designated DIP Lender
  • Each Initial DIP Lender is separately scheduled with commitments of $230 million (interim) and $49 million (final), for an initial aggregate commitment amount of $558 million, although the aggregate New Money Loans that may be funded are capped at the $230 million interim DIP amount and the $49 million final DIP amount; the DIP Lenders are jointly and severally obligated to fund the New Money Loans and determine in their sole discretion the amount advanced by each lender, provided the full interim and final amounts are funded on the applicable dates
  • Braskem Netherlands B.V. holds the $129,893,181 of Eligible Prepetition Claims subject to the roll-up
• Required DIP Lenders are DIP Lenders holding more than 50% of outstanding loans and unused commitments, with each Initial DIP Lender deemed to hold commitments equal to 50% of the maximum unfunded New Money Loans and the holdings of any Defaulting DIP Lender disregarded

DIP Commitments

• Approximately $408.89 million ($408,893,181) superpriority, senior secured and priming, delayed-draw term loan facility comprised of:
  • $279 million of new money term loans, available in no more than two borrowings:
    • $230 million (the “Interim DIP Loans”) in a single borrowing upon entry of the interim order, on the effective date or one business day thereafter
    • $49 million (the “Final DIP Loans”) in a single borrowing on the final DIP disbursement date, upon entry of the final order
  • Approximately $129.89 million roll-up of Eligible Prepetition Secured Claims held by the DIP Lenders, or by any affiliate, designee or beneficial holder thereof, converted on a cashless, dollar-for-dollar basis:
    • Approximately $103.91 million ($103,914,544.80) deemed advanced upon funding in full of the Interim New Money Loans
    • Approximately $25.98 million ($25,978,636.20) deemed advanced upon funding in full of the Final New Money Loans, subject to entry of the final order
• On an interim basis, the DIP Borrower is authorized to borrow up to the “Interim Amount” of approximately $333.91 million, consisting of the $230 million of Interim New Money Loans plus approximately $103.91 million of Interim Rolled-Up Loans; the remaining approximately $74.98 million ($49 million of Final New Money Loans plus approximately $25.98 million of Final Rolled-Up Loans) is subject to entry of the final order
• The rolled-up loans are in addition to, and do not reduce or count against, the DIP commitments or the New Money Loans, and no cash proceeds are advanced to the debtors in respect of the roll-up. The converted claims are deemed irrevocably cancelled and extinguished under the Prepetition Secured PE Agreement and the Prepetition WC Credit Agreement, as applicable, and thereafter constitute DIP obligations
• The rolled-up loans benefit from the DIP superpriority claims and the DIP priming liens on a pari passu basis with the New Money Loans, and are subject to the same covenants, events of default and remedies
• Only Eligible Prepetition Secured Claims held by a DIP Lender, directly or indirectly, or by an affiliate, designee or beneficial holder thereof, may be rolled up; no other prepetition claim is eligible. If a DIP Lender is a Defaulting DIP Lender, or the full interim or final amount is not funded, no claims of such lender are converted in respect of the unfunded portion
• Each DIP Lender’s commitment is automatically and permanently reduced upon funding of the Interim DIP Loans and the Final DIP Loans, and terminates immediately after the making of the Final DIP Loans. Amounts repaid or prepaid, whether in respect of New Money Loans or roll-up loans, may not be reborrowed
• The court finds that the debtors are unable to obtain financing on more favorable terms from sources other than the DIP Lenders, are unable to obtain adequate unsecured credit allowable under section 503(b)(1) as an administrative expense, and are unable to obtain secured credit allowable under sections 364(c)(1), 364(c)(2) or 364(c)(3) without granting the DIP liens and the DIP superpriority claims and incurring the adequate protection obligations, in each case subject and subordinate to the carve-out, and that the DIP Lenders would not be willing to provide the DIP facility or extend credit absent the roll-up of certain Prepetition Secured PE Obligations or Prepetition WC Facility Obligations
• The roll-up is authorized as compensation for, in consideration for, as a necessary inducement for and on account of (i) each DIP Lender’s commitment to fund the New Money Loans, (ii) the agreement of the Prepetition WC Facility Lender and the Prepetition Secured PE Payor to enter into the RSA and the restructuring transactions and to permit use of the Prepetition WC Facility Collateral (including any cash collateral) and the Prepetition Secured PE Collateral, (iii) the Prepetition WC Facility Lender’s agreement to the priming of the Prepetition WC Facility Liens and (iv) the Prepetition Secured PE Payor’s agreement to the priming of the Prepetition Secured PE Liens, and not as payment under, adequate protection for, or otherwise on account of, the Prepetition Secured PE Obligations or the Prepetition WC Facility Obligations

Cash Collateral

• All of the debtors’ cash, wherever located and held, including cash in deposit accounts, that constitutes cash collateral of any of the prepetition secured parties and DIP secured parties within the meaning of section 363(a), including balances in the debtors’ prepetition and postpetition operating bank accounts
• The debtors are authorized to use cash collateral in accordance with the DIP documents and the approved budget, subject to permitted variances, and are otherwise enjoined from using cash collateral absent further order of the court
• The DIP Credit Parties may use cash collateral to pay the adequate protection fees and expenses
• During the standstill period, and thereafter until any stay relief motion has been adjudicated (including during the remedies notice period), permitted post-termination cash collateral usage is limited to necessary expenses — including the DIP fees and expenses, if no discharge of the DIP obligations has occurred, and the adequate protection fees and expenses — and working capital needs and expenditures set forth in the then-current approved budget, funding of the carve-out, and any future approved budget reasonably consented to by the DIP Lenders and the Requisite Prepetition Secured Creditors; the debtors, the DIP Lenders and the Requisite Prepetition Secured Creditors must work in good faith toward consensual usage, and if only one of the DIP Lenders or the Requisite Prepetition Secured Creditors consents, those parties or the debtors may petition the court to resolve the dispute and approve a budget

Interest Rate

• 10% per annum, payable in kind in lieu of cash payment
• Accrued interest is capitalized and added to the then-outstanding principal amount of the loans on each interest payment date, defined as the scheduled maturity date, including any acceleration thereof, and any earlier date on which the obligations are required to be repaid or prepaid
• Interest accrues on the rolled-up loans on the same basis; no commitment fee or other fee accrues or is payable in respect of the rolled-up loans

Fees

• Commitment fees, payable to the Designated DIP Lender and applicable to the new money commitments only:
  • Interim Commitment Fee: 0.50% of $230 million, earned, due and paid in full upon funding of the Interim DIP Loans, paid in kind and capitalized into the then-outstanding principal amount of the Interim DIP Loans
  • Final Commitment Fee: 0.50% of $49 million, payable upon funding of the Final DIP Loans, earned, due and paid in full on the final disbursement date, and likewise paid in kind and capitalized
• DIP Fees and Expenses: reasonable and documented fees and expenses of counsel and advisors to the DIP secured parties, including Jones Day and Sinchro Partners Assessoria Empresarial Ltda, payable without the need to file retention motions or fee applications and not subject to allowance or review by the court, subject to invoice review procedures
  • Review parties have 10 calendar days from receipt of summary invoices to object in writing; undisputed amounts are paid within five business days, with the court retaining jurisdiction over any disputed portion
  • Lender and prepetition secured party professionals are not required to comply with U.S. Trustee fee guidelines or to file fee applications
• All prepetition fees, costs and expenses paid by the debtors to or for the benefit of the DIP secured parties, the prepetition agents and trustees, or the other prepetition secured parties in connection with the DIP facility or the cases are approved in full and are not subject to recharacterization, avoidance, subordination or disgorgement

Maturity

• The earliest to occur of:
  • Six months after the DIP facility’s effective date — the date on which the conditions precedent under Section 7.1 of the DIP facility agreement are satisfied or waived, not the plan effective date — subject to the borrower’s election to extend for an additional one month upon delivery of a maturity date extension request and the absence of any default or event of default
  • Dismissal of any of the chapter 11 cases or conversion of any of the cases to chapter 7
  • Substantial consummation of a chapter 11 plan of the borrower, and no later than the effective date of a confirmed plan
  • Subject to the standstill period, acceleration of the obligations and termination of all commitments upon an event of default
  • Consummation of a sale of all or substantially all of the borrower’s assets under section 363 or otherwise
• Voluntary prepayment is permitted at any time, in whole or in part, in a minimum amount of $1 million or larger multiples of $250,000 in excess thereof, on three business days’ irrevocable notice, applied pro rata among the DIP Lenders
• Mandatory prepayment at 100% of net cash proceeds once accumulated proceeds equal or exceed $1 million, and at 100% of the proceeds of any issuance or incurrence of indebtedness other than permitted indebtedness, in each case together with accrued and unpaid interest and applied pro rata
• Exit consideration: upon effectiveness of an acceptable reorganization plan, and in lieu of repayment in cash, each DIP Lender will receive the consideration set forth in such plan in exchange for the obligations, with the loans and all accrued interest and fees satisfied in full through such consideration and the DIP facility agreement superseded and replaced, provided that all fees and expenses of the collateral agent and the DIP Lenders are paid in full in cash

Milestones

• For so long as the restructuring support agreement is in effect, the borrower must comply with the following milestones, which may be extended or waived with the consent of the company, Braskem and the Required Consenting Creditors (and, as provided in the RSA, the Consenting Shareholders):
  • Commencement of solicitation of the plan and filing of the chapter 11 petitions, in each case no later than Aug. 17, 2026, with the first day pleadings, including the DIP motion, the plan and the disclosure statement, filed within 24 hours thereafter
  • Entry of the interim DIP order no later than two business days after the petition date, together with execution of the Mexican security trust agreement, share pledge and non-possessory pledge amendments, with perfection steps, including notarization and registration under Mexican law, completed within the timeframes set forth in those agreements
  • Entry of the final DIP order, approval of the disclosure statement and entry of the confirmation order no later than 40 calendar days after the petition date
  • Occurrence of the plan effective date no later than 55 calendar days after the petition date, subject to automatic extension to the outside date if all conditions precedent other than required regulatory approvals have been satisfied and the company and the Consenting Shareholders are working in good faith to obtain such approvals

Remedies and Standstill

• Upon an event of default that has not been waived by the Required DIP Lenders, and following delivery of a termination notice on not less than five business days’ notice to the remedies notice parties — lead restructuring counsel to each of the debtors, Inbursa, Braskem and the Ad Hoc Group, any statutory committee and the U.S. Trustee — the Required DIP Lenders may terminate the debtors’ right to use cash collateral other than permitted post-termination usage, terminate the DIP facility as to any future commitment or performance obligation without affecting the DIP obligations or liens, and declare all DIP obligations immediately due and payable, with the automatic stay modified for that purpose
• From delivery of a termination notice, a standstill period of up to 15 months applies, during which the DIP Lenders, the prepetition secured parties and the DIP borrower are to negotiate in good faith toward an alternative restructuring transaction and the secured parties must otherwise stand still and refrain from exercising the specified remedies; the standstill does not prohibit the debtors or any other party permitted under section 1121 from filing and prosecuting a plan providing for discharge of the DIP obligations upon consummation, the Requisite Prepetition Secured Creditors from seeking to refinance the DIP facility, the notes and term loan secured parties from prosecuting a permitted credit bid from six months after the termination notice, or the DIP borrower from incurring permitted pari passu debt, in each case with the DIP secured parties, the prepetition WC facility lender and the prepetition secured PE payor reserving all rights to object under the Bankruptcy Code and applicable law
• After expiration of the standstill period, the controlling secured parties — the Requisite Prepetition Secured Creditors from delivery of a termination notice through the 15-month anniversary and at any time following a discharge of the DIP obligations, and the Required DIP Lenders from the 15-month anniversary if no discharge has occurred — must file a stay relief motion on not less than five business days’ notice to the remedies notice parties, which may run concurrently with the remedies notice period, before freezing or sweeping accounts, foreclosing on or disposing of collateral, terminating cash collateral use or exercising other remedies, with the debtors’ rights to contest such relief fully reserved; if relief is granted, the debtors must cooperate and may not act to hinder enforcement, other than to contest whether an event of default has occurred and is continuing or to seek relief relating to non-consensual use of cash collateral
• During the remedies notice period, the debtors, any statutory committee and any party in interest may seek an emergency hearing to contest whether an event of default has occurred or to obtain non-consensual use of cash collateral; if such a motion is filed, the debtors may continue to use cash collateral on the specified limited basis until the motion is adjudicated
• If a request for such an emergency hearing is made before the end of the remedies notice period, that period is continued until the court hears and rules on the request

Carve Out

• Statutory fees payable to the clerk of the court and the U.S. Trustee, plus statutory interest
• Chapter 7 Trustee Fee: up to $100,000
• Allowed professional fees of estate professionals — professionals retained by the debtors under sections 327, 328 or 363 and those of any statutory committee — incurred at any time before or on the first business day following delivery of a carve-out trigger notice, subject to the approved budget and to application of any retainers held, and including any restructuring, sale, financing, completion or other success fee not yet due under the applicable engagement letter, whether allowed before or after delivery of the notice
• Post-Carve-Out Trigger Notice Cap: $8 million of allowed professional fees incurred after the first business day following delivery of a carve-out trigger notice
• Funding mechanics:
  • Estate professionals must deliver weekly statements of estimated unpaid fees and expenses by 7:00 p.m. ET on the third business day of each week, and a final statement within one business day of a carve-out trigger notice; failure to deliver a weekly statement within three calendar days of its due date limits the professional’s entitlement to the amounts included in the approved budget for the relevant period
  • The debtors must fund a separate carve-out account weekly, on or before the first business day after each weekly statement delivery date, in an amount equal to the difference between the account’s then-balance and the sum of the greater of the prior week’s stated unpaid fees and the prior week’s budgeted professional fees, plus the current week’s budgeted amount; the account may not be subject to the control of the DIP secured parties or any of the prepetition agents and trustees, and prior to a trigger notice is held in trust by the debtors in a segregated account and used solely to satisfy allowed professional fees
  • Immediately upon delivery of a carve-out trigger notice, and prior to payment of any DIP obligations, the debtors must fund the carve-out account up to the total carve-out cap; the DIP secured parties may not sweep or foreclose on cash or cash collateral until the account is fully funded
  • Amounts in the account are reduced dollar-for-dollar as carve-out obligations are paid and are not replenished; funds are applied first to carve-out obligations other than those benefiting from the post-carve-out trigger notice cap, with any remainder distributed to the DIP collateral agent for the benefit of the DIP Lenders or, following discharge of the DIP obligations, to the intercreditor administrative agent for the prepetition secured parties
• Neither the carve-out, the carve-out account nor any approved budget operates as a cap or limitation on the amount of allowed professional fees due and payable by the debtors or allowable by the court, and a shortfall in the account does not affect the priority of the carve-out
• Amounts drawn under the DIP facility to fund the carve-out constitute DIP obligations, and the incurrence or payment of the carve-out is not restricted by the approved budget
• A carve-out trigger notice — an emailed written notice to the debtors, their lead restructuring counsel, the U.S. Trustee and lead counsel to any statutory committee, stating that the post-carve-out trigger notice cap has been invoked — may be delivered only following the occurrence and during the continuation of an event of default, by the Required DIP Lenders or, after discharge of the DIP obligations, the intercreditor administrative agent acting at the direction of the Required Voting Parties

Use of Proceeds

• Provide working capital and fund other general corporate purposes of the borrower
• Pay administration costs of the chapter 11 cases and claims or amounts approved by the court
• Pay professional fees and other restructuring charges arising on account of the cases, including U.S. Trustee statutory fees and allowed fees and expenses of any unsecured creditors’ committee
• Pay amounts owing to the DIP Lenders and professional fees and expenses incurred by the DIP Lenders and the obligors, including in connection with the negotiation, documentation and court approval of the transactions
• Pay adequate protection fees and expenses and fund the carve-out
• All uses are subject to the interim order, the final order upon its entry, the other DIP documents and the effective budget, subject to permitted variances. No proceeds of the roll-up loans are advanced in cash to the borrower
• Proceeds of DIP loans, DIP collateral, prepetition collateral (including cash collateral) and the carve-out may not be used to investigate, initiate or prosecute claims against the DIP secured parties, the prepetition secured parties or Inbursa, to challenge the DIP or prepetition obligations and liens, to hinder enforcement or realization by such parties, to seek to modify their rights and remedies, to seek liens or superpriority claims senior to or pari passu with the DIP liens and claims, or to pay prepetition claims absent court approval, consent of the Required DIP Lenders or express permission under the interim order or the DIP documents, subject to the committee investigation budget described below and to the debtors’ preserved right to contest whether an event of default has occurred

Credit Bid

• The DIP secured parties do not have the right to credit bid all or any portion of the DIP obligations, the DIP loans or the DIP superpriority claims in any sale, transfer or other disposition of DIP collateral, so long as, in the event any other prepetition secured party credit bids, such party complies with the applicable remedies provisions of the interim order and a discharge of the DIP obligations occurs prior to or concurrently with, and as a condition to, consummation of the credit bid. This does not limit any other right or remedy of the DIP secured parties, including the right to payment in full in cash of the DIP obligations from the proceeds of any sale, transfer or other disposition
• The Required Voting Parties are authorized to direct the collateral agent, on behalf of itself and the other prepetition secured parties, to credit bid up to the full amount of the applicable prepetition secured obligations, including any adequate protection obligations, in a sale of prepetition collateral, without further court order and whether effectuated under section 363(k), 1123 or 1129(b), by a chapter 7 trustee under section 725, or otherwise, in each case consistent with the intercreditor agreement and providing for discharge of the DIP obligations and termination of the DIP commitments
• The prepetition secured parties may not undertake any foreclosure, credit bid, refinancing of DIP obligations, recapitalization or other dispositive exercise of remedies while the DIP obligations are outstanding and the RSA is in effect, unless the RSA has been terminated in accordance with its terms and the DIP obligations are repaid indefeasibly in full in cash upon such exercise, or the Required DIP Lenders otherwise consent
• From the date six months following delivery of a termination notice, the 2029 notes, 2032 notes and prepetition term loan secured parties may prosecute a credit bid for any or all of their collateral, so long as the credit bid is consented to by the Requisite Prepetition Secured Creditors and provides for discharge of the DIP obligations upon consummation

Avoidance Actions

• DIP collateral excludes avoidance actions but, subject only to and effective upon entry of the final order, includes avoidance proceeds, meaning any proceeds or property recovered, unencumbered or otherwise, from avoidance actions, whether by judgment, settlement or otherwise
• The DIP superpriority claims are payable from and have recourse to all prepetition and postpetition property of the DIP credit parties, the trust collateral and all proceeds thereof, excluding avoidance actions but including avoidance proceeds
• Each DIP secured party is to use commercially reasonable efforts to first obtain recoveries from DIP collateral other than avoidance proceeds

Challenge Period and Budget

• A statutory committee or other party in interest with requisite standing — obtained pursuant to a court order entered prior to expiration of the challenge period — must file an adversary proceeding or contested matter by the earlier of:
  • The date of confirmation of the debtors’ chapter 11 plan of reorganization
  • 60 calendar days after appointment of a statutory committee, as to any such committee
  • 30 calendar days after entry of the interim order, as to all other parties in interest
• If, prior to expiration of the challenge period, the cases convert to chapter 7 or a chapter 11 trustee is appointed, the challenge period is extended solely with respect to such trustee by the later of the time remaining plus 30 days and such other time as ordered by the court
• The stipulations become binding, and the prepetition secured obligations and liens become unassailable, unless a challenge is both timely filed and sustained by a final, non-appealable order in favor of the plaintiff; nothing in the interim order confers standing on any party to pursue estate claims
• Any statutory committee may use DIP loan proceeds and DIP collateral, including cash collateral, to investigate, but not to prosecute or initiate the prosecution of, the claims and liens of the prepetition secured parties and potential claims against the prepetition secured parties, Inbursa or their affiliates, up to an aggregate cap of $50,000
• Challenges not specified with particularity prior to expiration of the challenge period are deemed forever waived, released and barred, and the debtors’ stipulations otherwise remain binding on all parties in interest
• Budget:
  • The initial DIP budget, attached as Schedule 1 to the interim order, is a 13-week projection of receipts, operating disbursements, non-operating disbursements and bankruptcy expenses, net operating cash flow and weekly liquidity, including anticipated uses of the New Money Loans, acceptable to the Required DIP Lenders and the Requisite Prepetition Secured Creditors
  • An updated 13-week effective budget must be delivered to the DIP Lenders, the Ad Hoc Group Advisors and the Inbursa Advisors by 5:00 p.m. on the fourth Friday after the petition date and no less frequently than each fourth Friday thereafter; outside the standstill period it becomes effective upon the approval of the Required DIP Lenders and the reasonable approval of the Requisite Prepetition Secured Creditors, and during the standstill period upon the reasonable approval of both, with such parties deemed to have approved if no objection is made within three business days; until those conditions are met, the prior effective budget remains in force

Securities and Priorities

• All DIP obligations constitute allowed superpriority administrative expense claims under section 364(c)(1) against the DIP credit parties on a joint and several basis, without the need to file proofs of claim, with priority over all other claims other than the carve-out and any permitted pari passu debt, including claims under sections 503(b), 507(a), 507(b), 506(c) and 726 and the adequate protection obligations, and entitled to the protections of section 364(e)
• As security for the DIP obligations, the DIP collateral agent, for the benefit of the DIP Lenders, is granted automatically perfected, non-avoidable liens on all DIP collateral, subject and subordinate only to the carve-out and any liens senior by operation of law, with the following priorities:
  • First-priority senior liens under section 364(c)(2) on all unencumbered prepetition and postpetition property of the DIP credit parties, including unencumbered cash and the proceeds, products, rents and profits thereof
  • First-priority senior priming liens under section 364(d)(1) on all prepetition collateral, including cash collateral, trust collateral, non-possessory pledge collateral and all residual interests of the DIP borrower in TQPM (so long as no third-party consent is required), together with all shares of the DIP credit parties, senior in all respects to the prepetition liens and the adequate protection liens
  • Junior liens under section 364(c)(3) on all tangible and intangible prepetition and postpetition property of the DIP credit parties or their estates, junior and subordinate to the carve-out, immediately junior to any liens senior by operation of law, and senior in all respects to the adequate protection liens
  • Subject to and effective upon entry of the final order, liens on avoidance proceeds
• The DIP liens are not subject or subordinate to, or pari passu with, any lien avoided and preserved under section 551, any postpetition liens including those granted in favor of governmental units, any liens in favor of the DIP credit parties or their shareholders and affiliates, or any other lien under sections 361, 363 or 364
• Pari passu debt: following an RSA termination event and after notice, a hearing and court approval, the DIP borrower may incur additional indebtedness of up to $150 million outstanding at any time with the prior written consent of the Requisite Prepetition Secured Creditors and, during the first six months of the standstill period, the Required DIP Lenders. Such debt may be secured by liens ranking pari passu with, but not senior to, the DIP liens, subject to an intercreditor agreement reasonably satisfactory to the Required DIP Lenders and the Requisite Prepetition Secured Creditors providing for ratable sharing of collateral and application of proceeds in accordance with the approved budget, and may be incurred notwithstanding the occurrence and continuance of any default or event of default; the DIP Lenders are not required to fund any New Money Loans at any time such pari passu debt is outstanding, and if no approved budget addresses the use of its proceeds, all rights are reserved to seek court approval of a budget
• The intercreditor agreement is deemed amended to provide for the priority of the DIP priming liens and for application of proceeds of prepetition collateral and DIP collateral as set forth in the interim order and the DIP documents

Adequate Protection

Prepetition Secured Parties

• The prepetition capital structure consists of:
  • Not less than $900 million of 7.450% senior secured notes due 2029, with Deutsche Bank Trust Company Americas as trustee
  • Not less than $1.2 billion of 6.990% senior secured notes due 2032, with The Bank of New York Mellon, including successor Wilmington Savings Fund Society, FSB, as trustee
  • Not less than $129 million of prepetition term loans under the amended and restated credit agreement dated Oct. 22, 2025, with Banco Inbursa, S.A., Institución de Banca Múltiple, Grupo Financiero Inbursa as administrative agent and lender
  • Not less than $25 million of prepetition secured PE advances under the distribution agreement dated Jan. 1, 2023, as amended, with Braskem Netherlands B.V. as distributor and payor
  • Not less than $101 million of prepetition working capital loans under the credit agreement dated March 25, 2026, as amended, with Braskem Netherlands B.V. as lender
• Holders of a majority of each of the 2029 notes and the 2032 notes, and 100% of the prepetition term loans, have consented under the RSA to the terms of the interim order and the other DIP documents, including the deemed amendments to the intercreditor agreement
• The prepetition agents and trustees, for the benefit of the applicable prepetition secured parties, the prepetition secured PE payor and the prepetition WC facility lender, are granted the following on account of any diminution in value, including from the debtors’ use of collateral, the priming of the prepetition liens, payment of the carve-out and imposition of the automatic stay:
  • Adequate protection liens: perfected replacement security interests in and liens upon all DIP collateral, senior to all other liens but subject and subordinate only to permitted prepetition liens, the DIP liens and the carve-out
  • 507(b) claims: allowed superpriority administrative expense claims against each debtor on a joint and several basis, without the need to file proofs of claim, payable from and with recourse to all DIP collateral and proceeds thereof, subject and subordinate to the DIP superpriority claims and the carve-out
  • The adequate protection liens and 507(b) claims are granted consistent with the relative prepetition priority of existing liens under the prepetition credit documents, including the intercreditor agreement
  • Adequate protection fees and expenses: current cash payment of reasonable and documented prepetition and postpetition fees and expenses of the prepetition term loan secured parties, including the Inbursa Advisors; the Ad Hoc Group, including the Ad Hoc Group Advisors; the prepetition secured PE payor and the prepetition WC facility lender; and the other prepetition agents and trustees, including the 2029 notes trustee and its counsel Moses & Singer LLP, the 2032 notes trustee and its counsel Pryor Cashman LLP, and Deutsche Bank Trust Company Americas in its agency and trustee capacities and its counsel DLA Piper LLP (US), together with special and local counsel, in each case subject to the invoice review procedures
  • Reporting: all reporting required to be provided to the DIP secured parties under the DIP documents, delivered at the same time
  • Continued benefit, following discharge of the DIP obligations, of the reporting, budget compliance and other financial covenants under the DIP facility agreement and the interim order for so long as any prepetition secured obligations remain outstanding
  • Maintenance and insurance of the prepetition collateral and DIP collateral in the amounts, for the risks and by the entities required under the prepetition credit documents and the DIP documents
• The adequate protection liens are not subject to sections 506(c), 510, 549 or 550
• Upon discharge of the DIP obligations, and subject to the roll-up, all adequate protection and indemnification for the benefit of the prepetition secured PE payor and the prepetition WC facility lender ceases, provided that such parties preserve their rights under sections 363 and 364 to seek stay relief or additional adequate protection with respect to the collateral securing their obligations
• The court finds the adequate protection reasonable and sufficient, with any prepetition secured party permitted to request further or different adequate protection, subject to applicable contractual limitations, and the DIP credit parties and other parties in interest permitted to contest any such request

Waivers

• Section 506(c): except to the extent of the carve-out, no costs or expenses of administration of the chapter 11 cases or any successor cases may be charged against or recovered from the DIP collateral, including cash collateral, or the prepetition collateral, absent the prior written consent of the Required DIP Lenders
• Section 552(b): the “equities of the case” exception does not apply to the prepetition secured parties with respect to proceeds, products, offspring or profits of any prepetition collateral
• Marshaling: the equitable doctrine of marshaling and similar doctrines are waived with respect to the DIP collateral for the benefit of any party other than the DIP secured parties, and with respect to the prepetition collateral, including cash collateral, for the benefit of any party other than the prepetition secured parties
  • Limited exception: solely to the extent asserted by the prepetition agents and trustees, on behalf of the prepetition secured parties, against the DIP Lenders with respect to any roll-up, or adequate protection in respect of eligible prepetition secured claims that are not rolled up, following expiration of the standstill period, the DIP Lenders are subject to marshaling with respect to the DIP collateral and the DIP obligations, to the extent prepetition secured PE collateral or prepetition WC facility collateral otherwise remains available to satisfy the DIP obligations
• The foregoing waivers are without prejudice to the provisions of the final order
• The debtors waive, discharge and release any right to challenge the prepetition secured obligations, the priority of their obligations thereunder and the validity, extent and priority of the prepetition liens, and, effective upon entry of the interim order and subject to the challenge period as to the estates, release the prepetition secured parties, the DIP Lenders, Inbursa and their respective affiliates and representatives from claims arising on or prior to the petition date relating to the prepetition credit documents and the DIP documents
• Payments and proceeds remitted to the DIP secured parties or the prepetition secured parties are irrevocable and received free and clear of any claim, charge or assessment, including any arising under sections 506(c) or 552(b)

Permitted Variance

• Actual aggregate operating disbursements, excluding professional fees, may not exceed the then-effective budget by more than 15% during any testing period
• Testing periods are cumulative one-, two- and three-week periods for the first three weekly reporting dates following the effective date and, thereafter, the four-week period ended on the preceding Friday for each weekly reporting date; for each monthly reporting date, the cumulative period from the petition date through such date
• On each reporting date, the borrower must deliver a budget variance report by 5:00 p.m. ET comparing cumulative actual receipts and operating disbursements against the effective budget, certified by an authorized officer, with a reasonably detailed explanation of any variance exceeding the permitted variance
• Positive variances in any testing period may be carried forward to offset subsequent negative variances in an amount not to exceed such positive variance
• Upon reasonable written request of the Required DIP Lenders or the Requisite Prepetition Secured Creditors, and no more frequently than every two calendar weeks, senior management or the borrower’s financial advisor must hold a conference call within three business days to discuss any updated effective budget, variance report and related cash management information

Final Hearing

• The petition date is Aug. 17, 2026; the DIP facility agreement is dated Aug. 17, 2026; and the interim order was entered Aug. 18, 2026 by Judge Christopher M. Lopez
• The final hearing on the DIP motion is scheduled for Sept. 24, 2026 at 8:30 a.m. (prevailing Central Time), with objections due by Sept. 17, 2026 at 5:00 p.m. (prevailing Central Time)
• No official committee of unsecured creditors had been appointed as of entry of the interim order