0000950136-06-001850 8-K 3 20060310 8.01 9.01 20060313 20060310 Celanese CORP 0001306830 2820 980420726 DE 1231 8-K 34 001-32410 06680485 1601 W. LBJ FREEWAY DALLAS TX 75234 972-443-4000 1601 W. LBJ FREEWAY DALLAS TX 75234 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 8-K 1 file001.htm FORM 8-K 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): March 10, 2006_ CELANESE CORPORATION (Exact Name of Registrant as specified in its charter) [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] DELAWARE [[Image Removed]] 001-32410 [[Image Removed]] 98-0420726 (State or other jurisdiction [[Image Removed]] (Commission File [[Image Removed]] (IRS Employer of incorporation) Number) Identification No.) [[Image Removed]] 1601 West LBJ Freeway, Dallas, Texas 75234-6034 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (972) 901-4500 Not Applicable (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): [[Image Removed]] [[Image Removed]] [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [[Image Removed]] [[Image Removed]] [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [[Image Removed]] [[Image Removed]] [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [[Image Removed]] [[Image Removed]] [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) -------------------------------------------------------------------------------- Item 8.01 OTHER EVENTS On March 10, 2006, Celanese Corporation announced that its subsidiary, Celanese Europe Holding GmbH & Co. KG, has set the cash compensation in relation to the transfer of shares held by the minority shareholders of Celanese AG to Celanese Europe Holding at 62.22 per share. The cash compensation amount was based on an independent valuation. The requisite transfer resolution must be voted on by shareholders of Celanese AG. Celanese AG's board of management is expected to put the resolution on the agenda of the annual shareholders' meeting scheduled on May 30-31, 2006. Celanese Corporation currently owns approximately 98% of the outstanding Celanese AG shares and approved initiating the squeeze-out of the remaining shares in November 2005. Item 9.01 Financial Statements and Exhibits. [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] (c) Exhibits Exhibit Number [[Image Removed]] Description 99.1 [[Image Removed]] Press Release dated March 10, 2006* [[Image Removed]] * Filed herewith. -------------------------------------------------------------------------------- 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. [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] CELANESE CORPORATION [[Image Removed]] By: [[Image Removed]] /s/ Steven M. Sterin [[Image Removed]] [[Image Removed]] Name: Steven M. Sterin Title: Vice President and Controller [[Image Removed]] Date: March 10, 2006 -------------------------------------------------------------------------------- Exhibit Index [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] [[Image Removed]] Exhibit Number [[Image Removed]] Description 99.1 [[Image Removed]] Press Release dated March 10, 2006* [[Image Removed]] * Filed herewith. -------------------------------------------------------------------------------- EX-99.1 3 file002.htm PRESS RELEASE Exhibit 99.1 Investor Release Celanese Corporation subsidiary sets compensation amount for Celanese AG shares DALLAS, March 10, 2006 Celanese Europe Holding GmbH & Co. KG, a subsidiary of Celanese Corporation, has set the cash compensation in relation to the transfer of shares held by the minority shareholders of Celanese AG to Celanese Europe Holding at Euro 62.22 per share. The cash compensation amount was based on an independent valuation. Celanese Corporation currently owns approximately 98% of the outstanding Celanese AG shares and approved initiating the squeeze-out of the remaining shares in November 2005. "We have made significant progress in reducing the uncertainty surrounding the minority shareholder interest in our German subsidiary," said David Weidman, president and chief executive officer. "The squeeze-out will allow us to continue to simplify our operations, increase transparency and create value for our shareholders." The requisite transfer resolution must be voted on by shareholders of Celanese AG. Celanese AG's board of management is expected to put the resolution on the agenda of the annual shareholders' meeting scheduled on May 30-31, 2006. Celanese Corporation (NYSE:CE) is an integrated global producer of value-added industrial chemicals based in Dallas, Texas. The Company has four major businesses: Chemical Products, Technical Polymers Ticona, Acetate Products and Performance Products. Celanese has production plants in 13 countries in North America, Europe and Asia. In 2005, Celanese Corporation had net sales of $6.1 billion. For more information on Celanese Corporation, please visit the company's web site at www.celanese.com. --------------------------------------------------------------------------------