The Braskem Room - Run 4, Round 1

Financial creditors / AHG steering committee (Elliott / Contrarian)

Cutoff: 18 August 2026, evening (~20:50 CT). Public information only.
Chair: Elliott Investment Management (international notes; reported largest lender on the drawn US$1.0B RCF) with Contrarian Capital Management (reported, Bloomberg 10 August, as the hard pairing on the Petrobras-cash ask). SVP is reported as holding notes and some RCF and is not treated here as a formal Elliott pairing. Capital Group, AllianceBernstein and PGIM are reported major long-onlys. Local banks (Itaú, Safra, KfW, Bladex, DZ, SMBC and others) are reported as supportive of an extrajudicial recovery (EJ).

Labeling: Verified = 6-K / company announcement / indenture mechanics / statute / Fitch action. Reported = Pipeline Valor, Valor/Bloomberg, O Globo, Estadão, BankruptcyData first-day coverage. Inference = this committee’s negotiating conclusion. We do not publish an Elliott percentage. We do not invent a 51 percent blocking position. We do not treat the steering committee as the notes book.

This memo is the opening of a hostile book. Q2 is a print, not a recapitalization. Idesa is a parent cash leak, not a holding-company win. The company’s five-year / three-year grace / no-haircut / no-sponsor-cash plan is refused. Unsigned naphtha terms are liquidity, not burden-sharing. A Petrobras contingent injection if metrics are missed remains the price of this chair supporting an EJ filing. That instrument is rejected on the public record, not a Round 3 chip.

1. Objective and realistic alternative if talks fail

Objective. Maximize risk-adjusted recovery on the parent financial stack (corporate gross debt verified US$10.3B; adjusted net debt verified US$9.5B; adjusted corporate net leverage verified 6.74x at 30 June, Idesa project debt already excluded). That requires positive-NPV treatment, shareholder cash or loss-absorbing junior capital, cash controls, and an end to Mexico leakage. It does not require this chair to operate Braskem, to nationalize it, or to gift Shine a five-year call option financed by the notes.

BATNA - withhold adhesion and live with parent RJ. Walkaway is not a conversion DIP, not all-asset liens, and not the keys to the company. Walkaway is: this chair does not sign the company’s envelope; the 60-day tutela (verified granted 26 June; reported expiry Monday 24 August 2026) lapses as to invited Wind Chamber financial creditors if nothing competent is filed; Braskem S.A. goes into recuperação judicial or sits in default under Fitch RD. RJ is the alternative, not the preference.

What RJ gives us, and what it does not (inference, using verified Brazilian RJ architecture):

• Debtor-in-possession. Weaker absolute priority than Chapter 11. Headcount plus Lei 11.101 art. 58. Legacy equity often survives. Process discount inferred 15–25 percent versus a consensual going-concern extension, plus multi-year delay, LC / trade / utilization risk, and political/labor friction around a foreign-led enforcement narrative (political overlay: inference; election first round verified 4 October 2026).
• We may try to freeze the remaining Idesa contribution (~verified US$350M still to go of the US$476M) and to contest Chapter 15 recognition of transfers and of a Brazilian process that moves parent/Netherlands cash into a separate Mexican estate while the parent is in default. The Idesa disclosure statement reported (BankruptcyData, 18 August) already flags that certain Braskem actions could be reviewed in Brazil if the parent enters EJ or RJ. That is a claim, not a closing.
• We do not automatically get conversion, all-asset liens, board control, or a Petrobras put. Brazilian RJ is not SDTX. Trade is verified not stayed by the current tutela. A disorderly LC pull and utilization drop are real costs we will eat in expected recovery. We price those costs. We do not, in order to avoid them, finance Shine’s option and Petrobras’s unsigned feedstock receivable.

If the company files a thin notes-out EJ without this chair, we remain outside, we do not homologate a naked economic plan, and we keep the RCF as a separate lever (reported Elliott largest lender; RCF verified US$1.0B drawn October 2025, maturity 31 December 2026). A notes-out filing on Monday does not “stay Elliott.” It stays the notes that signed.

2. What Q2 and Idesa are not

Verified Q2: recurring EBITDA US$1.043B (Brazil/SA US$869M, US/Europe US$147M, Mexico US$57M). H1 recurring EBITDA approximately US$1.235B. Q2 working capital consumed US$547M. Cash and cash equivalents R$3.931B at 30 June, of which R$353M inside Braskem Idesa. June plan unrestricted cash about US$795M. After July cure periods, R$507M / about US$98M of defaults under certain financial instruments; no public acceleration as of cutoff. Fitch parent RD on 17 August; Fitch has said a subsequent EJ or RJ takes ratings to D.

Do not annualize Q2 into a US$4.2B credit. H1 of US$1.235B implies a weak Q1. Do not annualize Mexico: utilization there verified 43 percent. The US$547M working-capital outflow is primarily a price/inventory level reset if naphtha and volumes stabilize; lost supplier finance is persistent. LC runoff, the December standby, and H2 contractual debt service of verified US$2.349B (June plan, including LCs and the standby) are structural. A single US$1.043B quarter against US$9.5B net debt is 6.74x leverage with a defaulted coupon, an RD rating, and a Monday stay expiry. It is not a recap.

Verified Idesa, 18 August 6-K / company announcement: senior debt about US$2.5B to about US$1.6B; prepack Chapter 11, SDTX, expected 60 to 90 days; Braskem contributes US$476M, of which about US$126M already made available; about US$350M remains. Braskem keeps a majority. Separate estate. No disclosed parent guarantee of the remaining about US$1.6B. No parent Chapter 11 or RJ. Idesa was already an unrestricted subsidiary on older parent indentures; this is not a J.Crew drop-down of Camaçari.

Reported first-day (BankruptcyData; not a 6-K): RSA 76.55 percent of senior secured notes and 100 percent of the Inbursa term loan; reorganized equity one-third to Braskem for funding value, one-third to secured noteholders (US$825M equitized), one-third to existing shareholders (about 58 percent Braskem, about 8.3 percent Etileno XXI); Braskem-backed DIP up to US$279M new money plus about US$130M roll-up, 10 percent PIK, converting into Braskem’s equity allocation, plus US$71M effective-date cash; interim DIP within two business days; confirmation / final DIP within 40 days; effective date within 55 days.

The Idesa haircut does not recapitalize the US$10.3B corporate stack. The US$476M is company / Braskem Netherlands cash, not an IG4 fund cheque. Sending the remaining US$350M to buy one-third of a 43 percent-utilized Mexican PE asset, while the parent is RD and ~US$98M of interest sits uncured, is a cash leak. Pipeline’s same-day spin (no holding impact, earmarked cash, Slim and the 25 percent, TQPM equity-support, no holding cross-default) is company-friendly reporting. It is not a parent-guarantee analysis and it is not a reason to release the remaining cheque.

3. Filing math, book composition, and the split book

Verified statute, Lei 11.101 art. 163 §7: more than one-third of each affected class (espécie) to protocolar an EJ; more than 50 percent of each class to homologate. Pipeline’s “two-thirds to file” is wrong. Listed parent securities at 30 June (verified, US$ million outstanding): ’28 1,250; ’30 1,500; ’31 850; ’33 1,000; ’34 850; ’41 587; ’50 750; hybrid ’81 231. Total about US$7.02B. If NY notes are one class, more than about US$2.35B of that class is needed to file it. Remainder of the US$10.3B stack is the drawn RCF plus debentures, CRAs and bank / ECA lines - separate espécies. Estadão has reported that without some bondholders the company cannot reach one-third. A notes-out EJ does not stay this chair after 24 August.

We do not know, and will not invent, Elliott’s note percentage. We will not treat this steering committee as 51 percent of the notes. Contrarian is reported with Elliott on the Petrobras-cash ask, not as a disclosed combined notes block. SVP is separate. The live question is whether Capital / AllianceBernstein / PGIM and other long-onlys can peel the notes class to just over one-third while this chair votes no.

3.1 Will Elliott / Contrarian support a one-third filing without a Petrobras put?

No.

The Tuesday Pipeline ask (reported, Pipeline Valor 18 August 12:16 BRT) stands: a Petrobras commitment to invest in Braskem if financial metrics are missed, as the condition for supporting an EJ filing and a 90-day negotiation. Pipeline reported no willingness from Petrobras or IG4 to inject capital or to nationalize. Treat a contingent Petrobras put, common-equity injection, keep-well, or parent guarantee as rejected, not as a bargaining chip that clears later. Lei 13.303, TCU scrutiny, the 4 October 2026 election, and IFRS 10 / consolidation of the US$10.3B stack if voting control is lost or common is issued are the hard stops on their side. They are also why the ask is the ask: if Petrobras will not put a commercially documented, capped, contingent instrument on the table, this chair will not donate a 90-day envelope that lets Shine keep control while parent cash continues to Mexico.

Without a signed Petrobras contingent injection:

• Elliott / Contrarian vote no on the filing. Adhesion is withheld. This is not a bluff in search of a 15 percent warrant. It is the Tuesday condition.
• Long-onlys can still peel ~US$2.35B of notes. That is possible, not in hand. Capital, AllianceBernstein and PGIM are reported major holders. Combined with SVP (separate), other real-money, and any crossover that prefers a process to an unstayed Monday, they may clear the notes-class one-third. Estadão’s “without some bondholders” line cuts both ways: the company needs bondholders, and it may find them outside this chair. We do not certify that peel. We do not pretend we can stop a filing we have not shown we block.
• Local banks do not solve the notes class. Itaú, Safra, KfW, Bladex, DZ, SMBC and others are reported supportive of an EJ. They can likely carry bank / ECA / debenture / CRA espécies over one-third, and they want stay continuity past 24 August, LC capacity, and a Brazilian process rather than a NY conversion. That is their book. It is not US$2.35B of NY notes.
• Homologation is a different bar. More than 50 percent of the notes class is required to homologate. A split-book filing is not a homologated plan. This chair will not homologate a naked five-year / three-year / no-haircut / no-sponsor-cash economic plan. Whether we can block homologation depends on size we will not invent. The company should not file on the theory that a hostile steering committee becomes constructive at 50 percent + 1 after it refused 33 percent + 1.

How a filing still happens without us (inference): local-bank classes plus a long-only peel of the notes class to just over US$2.35B, on a 90-day process envelope, before Monday. O Globo (reported, 17:36 BRT) says company-side sources are preparing an EJ next week, first filing a 90-day process plan, no asset-sale roadshow in the first paper. The URL slug claims creditor approval; the body still recites the one-third bar. That is not locked adhesion, and it is not this chair.

4. Unsigned naphtha terms do not satisfy burden-sharing after Idesa, at any cap

Reported (Valor / Bloomberg, 17–18 August): Petrobras weighing capped naphtha payment-term relief (purchases now often cash / short-dated, conceptually toward six months). Not a loan. Not signed. Cap, price, duration open. Parties far apart. Goal: one-third support for a generic 90-day EJ, not a finished plan. Mathematical ceiling of moving about nine-day payables to 180 days is roughly US$950M; do not assume the ceiling. Test US$250M, US$500M, US$950M. Supplier credit is liquidity, not loss-absorbing capital.

Verified Petrobras economics in the capital structure: voting 47.03 percent; total capital 36.15 percent; joint control with Shine. The live Petrobras instrument remains unsigned capped naphtha working-capital terms, not equity.

After Idesa, naphtha terms are a replacement receivable for cash that is leaving, not shareholder burden-sharing:

Naphtha terms, at any of those caps, do not haircut principal, do not subordinate, do not issue common, do not grant a put, and do not survive a subsequent Petrobras commercial reset. They are not compensation for five years of maturity extension. They are not compensation for three years of grace. They are not compensation for a coupon cut. Inference: even a signed US$500M naphtha facility would be a reason to argue about Q4 LC capacity, not a reason to support the company’s economic plan.

Political overlay (inference, on verified Law 13.303 and the verified 4 October election): capped, market-based feedstock WC is the instrument Petrobras can actually sign. That is why they will offer it, and why it has no recovery value as junior capital. Credit only signed, approved and funded commitments. Assign no recovery value to informal government support, REIQ/PRESIQ, or PE antidumping as if they were cash.

5. IG4 / Shine cash is not available

Reported (Pipeline Valor, same Tuesday piece): no IG4 aporte. Shine acquired 50.1108 percent of voting capital and 34.3234 percent of total capital from NSP/Novonor through a distressed exchange, not a cash recap of Braskem S.A. IG4 disclosed AUM around US$1 billion; that is not uncalled Braskem dry powder. Control retention is the product IG4 bought. Conversion that drops controllers below 10 percent remains rejected (July, reported).

This chair’s number on Shine parent cash: zero. Not US$300M. Not US$250–300M. Not a junior facility used as the base-case clearing chip. Run 3’s published package that assumed ~US$300M of IG4 junior parent capital and a 15 percent AHG warrant is inconsistent with Tuesday’s public color. We will not “solve” Pipeline by inventing a Shine cheque Petrobras would have to allow as the only cash sponsor.

If someone later puts a signed, funded, deeply subordinated Shine instrument on the table, we will price it. Until then, IG4’s contribution to the parent recap is the Idesa leak it is asking us to bless: company cash into Mexico so that Shine’s control option at the holding company is not disturbed. That is the opposite of burden-sharing.

6. Opening, first concession, narrowest acceptable package

6.1 Opening (still July; both prongs reported rejected by the company)

We reopen the July menu. It was refused. It is still the opening.

1. Conversion DIP that, on conversion, drops controllers below 10 percent; or
2. Maturity extension at existing coupon with all assets as collateral.

Stacked on top of July, and now the express price of this chair supporting an EJ filing, is the Tuesday ask:

3. Petrobras contingent injection if agreed metrics are missed - a signed, board-approved, Law 13.303-compliant instrument. Not a press line. Not “Petrobras at the table.” Not naphtha terms.

Hostile quantification of the conversion path, as an anchor not a clearing print (inference):

• Permanent shareholder capital US$1.5B (Petrobras US$750M, Shine US$500M, minorities up to US$250M with a sponsor backstop). Public record says this will not be signed. It remains the opening because the capital structure requires it, not because Pipeline was shy.
• Creditor new money US$750M at SOFR+700bp, 3 percent OID, 5 percent backstop.
• Convert US$3B of claims into 75 percent of reorganized equity.
• Remaining debt: five-year extension; 4 percent cash / 4 percent PIK through 2028; 9 percent cash thereafter.
• First and second liens; cash sweeps; four creditor directors; extensive vetoes.
• Mexico: remaining US$350M frozen pending a parent process; no incremental parent guarantee of the residual ~US$1.6B Idesa stack.

We expect sponsors to refuse. Refusal is not a reason to migrate to their five-year / three-year / no-haircut paper.

6.2 First concession - not an opening

We may support a protected 90-day process EJ - a plan-to-a-plan, not a recap - if and only if the filing paper contains:

• Cash controls: minimum-liquidity covenant, blocked restricted payments, no new unrestricted subsidiaries, no additional related-party leakage.
• Mexico freeze: no further parent / Netherlands cash or DIP funding to Idesa beyond amounts already made available (~US$126M of the US$476M), pending creditor consent or a Brazilian court freeze. Preserve parent intercompany claims.
• Information rights: monthly reporting, independent restructuring officer or equivalent, creditor observer.
• Expense reimbursement for the AHG and identified long-only advisors.
• Petrobras at the table as a documented party to the 90-day workplan (feedstock, WC, and the contingent-injection negotiation), not as a silent 36.15 percent.
• No five-year extension, no three-year grace, no coupon cut, and no homologation of economic terms in the first paper.
• Drop-dead: if there is no signed economic term sheet inside 90 days, the process EJ is not rolled; RJ is the path.
• Existing coupon continues to accrue; any PIK during the 90 days is a process accommodation, not a take-out rate.
• Alagoas safety/remediation cash ring-fenced and reported; not available for debt service.

Without a signed Petrobras put, this concession is a split book. Elliott / Contrarian still vote no on that filing. We will not pretend that “Petrobras at the table” equals the Tuesday instrument. Long-onlys may still peel ~US$2.35B and file around us, with local banks carrying the bank espécies. If they file a protected process EJ that actually freezes Mexico, reimburses expenses, and does not bake in the company’s economics, this chair remains outside the filing but will not spend the 90 days trying to blow up cash controls we asked for. If they file a naked 5/3/no-haircut plan and call it a process, we oppose filing and homologation.

6.3 Narrowest acceptable economic package this chair would actually sign

Not the company’s plan. Not Run 3’s 15 percent warrant. Not naphtha-as-equity.

Minimum economics if there is no Petrobras put and no IG4 cash - i.e. the world Pipeline described:

• Either all-asset liens at existing coupon (no cut), five-year extension of 2028–2034 only (do not extend ’41/’50/’81 principal), PIK if any limited to 4 percent cash / residual PIK for no more than 24 months, then existing weighted coupon plus 150–200bp cash; or a conversion instrument that is actually dilutive to control. Fifteen percent low-strike warrants against unsecured, uncollateralized, coupon-cut paper is refused.
• If the company insists on debt-plus-warrants with zero sponsor cash, warrants are not a sweetener; they have to be the burden-sharing. Inference: 30–40 percent low-strike warrants / equity, stepping up on liquidity, EBITDA, and PIK milestones - and even that is inferior to liens-at-existing-coupon. We will not clear at 15–17.5 percent. That number assumed a Shine junior cheque that Pipeline says will not be written.
• Creditor new money only against a true first lien on A/R, inventory, accounts and proceeds, with a backstop fee. Size US$200–300M if LCs are separately addressed; we are not filling a US$1.0B December hole as unsecured new money.
• 2 percent PIK consent fee and advisor expenses.
• 50 percent excess-cash sweep above US$1.0B liquidity; 75 percent asset-sale sweep.
• No initial principal haircut only if the rest of this package is present. A haircut-free plan with no collateral, no sponsor cash, and a coupon cut is a haircut by another name.
• Mexico remaining cash frozen. No parent guarantee of residual Idesa debt. No credit for the Idesa haircut.
• Covenants as in §7.

If sponsors want to buy back from this package, they can put in cash. Petrobras cash reduces warrant/conversion demand. Shine cash reduces it further. Unsigned naphtha does not.

We will not sign a naked five-year / three-year / no-haircut / no-sponsor-cash plan. That sentence is the economic policy of this chair.

7. Term grid

December standby / RCF. Verified US$1.0B drawn, maturity 31 December 2026. Elliott reported largest lender. In every operating case below, the standby is extended or restructured, not paid in cash, unless a signed sponsor/PBR box appears that the public record says will not appear. Paying it from the June-plan September cash is a liquidation of the parent for the RCF. We will not finance that as unsecured notes either.

8. Required operating cases

June plan (verified): Q3 contractual debt service US$878M including US$572M LC runoff; about US$337M unrestricted cash at 30 September under the status quo, from about US$795M at 30 June. Implied Q3 box burn about US$458M before treating remaining Idesa as incremental. H2 contractual debt service US$2.349B including LCs and the standby, so implied Q4 contractual about US$1.47B, of which the US$1.0B standby is the mass. Remaining Idesa ~US$350M is verified still to go; interim DIP reported within two business days of the Idesa first-day, effective date within ~55 days (~early/mid-October). Inference: a material slice of the US$350M is near-term parent/Netherlands cash, not a 2027 item. Treat it as a live use unless later filings prove it is only a restatement of the existing term loan (US$180M committed / US$129M disbursed) or the US$82M Idesa-secured WC loans.

No Q3 result is assumed. Q3 EBITDA of US$750M is a sensitivity, not a reported result.

8.1 Q3 EBITDA US$586M (June plan)

• Cash conversion: June plan already maps this print into ~US$337M unrestricted at 30 September, after US$878M of contractual service including US$572M LC runoff. That is the company’s own status-quo box, not ours.
• Remaining Idesa: if even US$200–350M of the remaining cheque and DIP leaves in Q3 / early Q4, the September/October box is ~US$0–140M before any further WC or Alagoas. Inference: the parent cannot both fund Mexico and keep a going-concern cash buffer.
• LC runoff: US$572M is in the Q3 service line. Persistent lost supplier finance is not reversed by Q2’s EBITDA print.
• December standby: not paid. Must be extended or restructured. Cash is not there.
• Cure-and-continue: paying the disclosed ~US$98M is arithmetically possible only by stripping a box that is already heading to US$337M pre-Idesa. It does not refinance US$10.3B at 6.74x under RD. It is not a strategy.

8.2 Q3 EBITDA US$750M (sensitivity)

• Cash conversion: +US$164M EBITDA versus plan. If 70–80 percent converts after tax, interest already in the DS line, and a calmer WC than Q2’s US$547M reset, inferred incremental cash ~US$115–130M. September unrestricted maybe ~US$450–470M before remaining Idesa.
• Remaining Idesa: still US$350M. Post-Idesa box inferred ~US$100–120M if the cheque is Q3-weighted; better if stretched into October, worse if the interim DIP fronts it.
• LC runoff: unchanged as a contractual fact.
• December standby: not paid. A US$1.0B RCF does not get refinanced by a US$750M quarter.
• Implication: a better quarter improves 90-day runway. It does not make the company’s 5/3 plan positive-NPV and it does not replace a put.

8.3 Q3 EBITDA US$1.0B (upside sensitivity)

• Cash conversion: +US$414M EBITDA versus plan. Inferred incremental cash ~US$250–330M if WC does not re-absorb it. September unrestricted maybe ~US$590–670M before Idesa; ~US$240–320M after a full remaining cheque.
• Remaining Idesa: still a leak. Still not parent deleveraging.
• LC runoff: still US$572M in Q3 contractual.
• December standby: theoretically payable only by emptying the box and hoping Q4 converts at the same rate. Inference: still extended or restructured. Paying the RCF in cash to the largest reported RCF lender while leaving US$7.02B of notes unextended is not a consensus path and is not this chair’s notes hat asking its RCF hat to be cashed out at par from a thin parent.
• Cure-and-continue: the ~US$98M can be paid. The stack cannot be refinanced. Fitch RD, 6.74x, Monday stay, Mexico cash out. Probability remains thin.

Across all three cases: Idesa remaining cash use is the swing item that management is presenting as non-impact. It is the impact. LC runoff is persistent. The standby is a 31 December gun. None of the three cases is a recap.

9. Required Mexico treatment

TQPM / Slim / 25 percent / no holding cross-default is reported company-side color. It explains why they say Idesa’s prepack does not trip the parent. It does not bind this chair to fund the prepack.

10. Alagoas

Alagoas is verified as legally live (June 2026 federal proceeding involving Braskem and former executives; ongoing administrative and socio-environmental obligations). No consensual package raids victim, safety, or remediation cash for coupon. Transparent budgeting is a covenant, not a press point. Alagoas also caps the political usability of a Petrobras blank guarantee (inference): a state-controlled rescue that looks like it subordinated Maceió to NY notes or to Shine is a worse election narrative than a capped commercial WC instrument. That political fact does not put a put in our pocket. It explains why the put is hard - and why naphtha-as-burden-sharing is the story they will try to sell instead.

11. Recovery framework (why we can sit in RJ)

Central going-concern EV inference: ~5.0x normalized EBITDA, 4–6x sensitivity. Reserve ~US$1B ahead of existing unsecured claims for DIP/administrative costs, restructuring expenses and protected liquidity.

Illustrative recoveries on ~US$9.5B claims, before security-specific differences:

Q2’s US$1.043B is a quarter, not a normalized year. H1 US$1.235B annualizes nearer US$2.5B if - and only if - H2 looks like Q2 and WC does not re-absorb it. That “if” is why we do not take 95 cents in paper with a coupon cut and no collateral. RJ inferred 15–25 percent process discount plus delay: a 95-cent going-concern can become ~70–80 cents in a messy RJ, which is still better than a five-year extension that is economically a low-80s take-out with Shine keeping the residual. Liquidation is worse: integrated petrochemical assets, Alagoas, tax, labor, shutdown. We are not threatening liquidation. We are refusing to finance the equity option.

Debt-plus-warrants can beat 70–90 percent equity if the debt is positive-NPV and the warrants are real. At US$2.5B-plus normalized EBITDA, reinstated collaterized debt can recover par while warrants keep upside. Immediate equitization surrenders priority and current yield and forces a foreign-creditor control fight into an election (political overlay: inference; not a legal bar). That is an argument for liens-and-warrants over a 75 percent conversion once sponsors put in cash. It is not an argument for 15 percent warrants and no cash.

12. What other parts of the book will likely do (inference, except as labeled)

Capital / AllianceBernstein / PGIM (long-onlys), to peel a one-third notes filing. Likely to accept a protected 90-day process EJ without a signed Petrobras put: expense reimbursement, information rights, no coupon cut in the first paper, Petrobras visibly in the workplan, and - if they are paying attention - a Mexico freeze. They fear the RJ process discount, the Monday gap, and being the empty chair when local banks have already said yes. They are unlikely, in our view, to lock a finished five-year / three-year / 200bp-cut / no-collateral economic plan before a 90-day diligence window, but they may allow the company to file a thin envelope that this chair will not sign. That peel, if it reaches ~US$2.35B, is how a filing happens around us.

Local banks (Itaú, Safra, KfW, Bladex, DZ, SMBC, others). Reported supportive of EJ. They will file. They want LCs, Brazilian process, and no conversion DIP. They will not demand a Petrobras put as the price of their espécie. They cannot substitute for the notes class.

SVP. Reported not a formal Elliott pairing; notes and some RCF. Do not count as our vote. Do not count as a peel until they move.

RCF syndicate. Separate espécie. December 31 is four months after a Monday filing. A notes-out thin EJ that leaves the US$1.0B unaddressed is an incomplete capital structure. This chair’s RCF position (reported largest) is a second instrument, not a reason to sign a bad notes deal.

13. Outcome probabilities (sum to 100 percent)

These are this chair’s probabilities, not a wish list. They assume Pipeline is right that Petrobras and IG4 will not inject, O Globo is right that the company will try to file next week, and Estadão is right that notes are required for one-third.

A “thin EJ” that bakes in the company’s five-year / three-year economics in the first paper and then fails homologation is counted toward RJ, not toward economic EJ.

14. The single fact that would most change this position

A signed, board-approved Petrobras instrument that actually injects capital (or a documented contingent injection) if agreed metrics are missed - the Tuesday ask, in contract form, with a Law 13.303 path, a cap, and a funding mechanic - would move this chair from a no on the filing to a yes on a protected 90-day EJ, and would reopen economic negotiations on warrants versus liens.

Second-order, but not a substitute: a subsequent Idesa filing that proves the remaining US$350M is not incremental parent/Netherlands cash (only a restatement of the existing term loan and US$82M secured WC). That would change the Mexico-freeze urgency. It would not make unsigned naphtha into burden-sharing, and it would not make a naked 5/3 plan signable.

A long-only lock of US$2.35B+ on a naked company plan would change filing math. It would not change Elliott/Contrarian’s economic no.

15. Round 1 ask, restated so it cannot be sanded down

1. Opening: conversion DIP or all-asset liens at existing coupon. Both already rejected. Still the opening.
2. Price of our support for an EJ filing: signed Petrobras contingent injection if metrics miss. Pipeline says that will not be given. Then we vote no.
3. Concession, not opening: a protected 90-day process EJ with cash controls, Mexico freeze of the remaining ~US$350M, information rights, expense reimbursement, Petrobras at the table, no 5/3 economics in the first paper. Without the signed put, Elliott/Contrarian still vote no. Long-onlys may still peel ~US$2.35B of notes. Local banks may still carry their espécies. That is a split book, not a steering-committee deal.
4. We will not support a naked five-year / three-year / no-haircut / no-sponsor-cash plan.
5. Naphtha terms are not burden-sharing at US$250M, US$500M, or US$950M.
6. Shine parent cash is zero until Pipeline is wrong in writing.
7. Q2 EBITDA is not a recap. Idesa is a cash leak.
8. Walkaway: withhold adhesion; live with parent RJ; try to freeze remaining Idesa money; fight Chapter 15 recognition; do not expect the keys.

This chair is not the whole book. It is the part of the book that will not finance the equity.