0001306830-14-000156 8-K 3 20141021 5.02 8.01 9.01 20141023 20141023 Celanese Corp 0001306830 2820 980420726 DE 1231 8-K 34 001-32410 141170414 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 972-443-4000 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 Celanese CORP 20041102 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 8-K 1 a20141023form8-ktownsend.htm 8-K 2014.10.23 Form 8-K (Townsend) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2014 CELANESE CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 001-32410 98-0420726 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 222 West Las Colinas Blvd. Suite 900N, Irving, TX 75039 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (972) 443-4000 (Former name or former address, if changed since last report): Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) -------------------------------------------------------------------------------- Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 21, 2014, Jay C. Townsend, Senior Vice President, Business Strategy Development and Procurement, and Alternative Fuels Technology, provided notice that he will retire from Celanese Corporation (the “Company”) on December 31, 2014. Mr. Townsend has served as an officer or employee of the Company and its predecessors since 1986. Item 8.01 Other Events. On October 23, 2014, the Company announced that its Board of Directors had increased its share repurchase authorization up to an aggregate $500 million remaining balance. A copy of the press release is filed as Exhibit 99.1 to this Current Report. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press Release, dated October 23, 2014. -------------------------------------------------------------------------------- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CELANESE CORPORATION By: /s/ James R. Peacock III Name: James R. Peacock III Title: Vice President, Deputy General Counsel and Corporate Secretary Date: October 23, 2014 -------------------------------------------------------------------------------- Exhibit Index Exhibit Number Description 99.1 Press Release, dated October 23, 2014. EX-99.1 2 a20141023form8-kex991.htm EXHIBIT 2014.10.23 Form 8-K EX99.1 Exhibit 99.1 News Release [[Image Removed]] Celanese Corporation 222 West Las Colinas Blvd. Suite 900N Irving, TX 75039 Celanese Corporation Increases Share Repurchase Authorization to $500 million DALLAS, October 23, 2014 - Celanese Corporation (NYSE:CE), a global technology and specialty materials company, today announced that the company’s board of directors increased its share repurchase authorization to $500 million. As of September 30, 2014, the company had $199 million remaining under its previous authorizations. The authorization gives management discretion in determining the timing and conditions under which shares may be repurchased. Contacts: Investor Relations Media Jon Puckett Travis Jacobsen Phone: +1 972 443 4965 Phone: +1 972 443 3750 Jon.Puckett@celanese.com William.Jacobsen@celanese.com Celanese Corporation is a global technology leader in the production of differentiated chemistry solutions and specialty materials used in most major industries and consumer applications. With sales almost equally divided between North America, Europe and Asia, the company uses the full breadth of its global chemistry, technology and business expertise to create value for customers and the corporation. Celanese partners with customers to solve their most critical needs while making a positive impact on its communities and the world. Based in Dallas, Texas, Celanese employs approximately 7,400 employees worldwide and had 2013 net sales of $6.5 billion. For more information about Celanese Corporation and its product offerings, visit www.celanese.com or our blog at www.celaneseblog.com. Forward-Looking Statements This release may contain “forward-looking statements,” which include information concerning the company's plans, products, objectives, goals, strategies, future revenues or performance, capital expenditures, and other information that is not historical information. When used in this release, the words “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “may,” “can,” “could,” “would,” “might,” “will” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon current expectations and beliefs and various assumptions. There can be no assurance that the company or its customers will realize these benefits or that these beliefs will prove correct. There are a number of risks and uncertainties that could cause actual results to differ materially from the results expressed or implied in the forward-looking statements contained in this release. These risks and uncertainties include, among other things: changes in general economic, business, political and regulatory conditions; changes in the price and availability of raw materials; the introduction of competing products by other companies; market acceptance of our products; changes in the degree of intellectual property and other legal protection afforded to our products and processes; the impact of technological developments and competition; adoption of new or different industry or regulatory standards; unanticipated operational or commercial difficulties, including failure of facilities or processes or products to be designed or constructed, or to operate, in accordance with specifications or expectations; the ability to achieve and maintain plant utilization; ability of third parties, including our commercial partners, suppliers or others, to comply with their commitments to us; increased costs under existing or future environmental regulations, including those relating to climate change; potential liability resulting from pending or future litigation, or from changes in the laws, regulations or policies of governments or other governmental activities in the countries in which we operate; and various other factors discussed from time to time in the company's filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and the company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.