0000950123-07-010296 8-K 3 20070720 5.02 9.01 20070725 20070725 Celanese CORP 0001306830 2820 980420726 DE 1231 8-K 34 001-32410 07999397 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 y37549e8vk.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): July 20, 2007 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.) 1601 West LBJ Freeway, Dallas, Texas 75234-6034 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (972) 443-4000 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): [ ] 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 July 20, 2007, Celanese Corporation (the “Company”) issued a press release announcing that John J. Gallagher III would transition from his position as executive vice president and chief financial officer of the Company to executive vice president of the Company and president, Acetyls and Celanese Asia, effective July 26, 2007. A copy of the press release is attached hereto as Exhibit 99.1. In connection with Mr. Gallagher’s new responsibilities, the Company also announced that Stevin M. Sterin had been named senior vice president and chief financial officer of the Company, effective July 26, 2007. Mr. Sterin, 35, has served as vice president and controller of the Company since 2005 and previously served as director of finance and controller of Celanese Chemicals from 2003 to 2005. Prior to joining the Company, Mr. Sterin was employed in a variety of tax, treasury and finance positions at Reichhold, Inc., a composite and coating resins manufacturer. Mr. Sterin has bachelor’s and master’s degrees in accounting from the University of Texas at Austin. In connection with Mr. Sterin’s new responsibilities, the Company has named Miguel A. Desdin as vice president and controller of the Company, effective July 26, 2007. Mr. Desdin, 41, has served as Vice President, Business Planning & Analysis of the Company since 2005. Prior to joining the Company, Mr. Desdin was employed by Great Lakes Chemical Corporation from 2000 to 2005 in various leadership positions in the finance organization, including Vice President of Finance, Performance Chemicals, from 2001 to 2003, and Treasurer, from 2004 to 2005. Mr. Desdin began his career at AlliedSignal (now Honeywell International). Mr. Desdin received a bachelor’s degree in industrial engineering from the University of Florida and an M.B.A. from the University of Pennsylvania’s Wharton School. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press Release dated July 20, 2007 -------------------------------------------------------------------------------- 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/ Kevin J. Rogan Name: Kevin J. Rogan Title: Assistant Secretary Date: July 25, 2007 -------------------------------------------------------------------------------- Exhibit Index Exhibit Number Description 99.1 Press Release dated July 20, 2007 EX-99.1 2 y37549exv99w1.htm EX-99.1: PRESS RELEASE [[Image Removed: (CELANESE LOGO)]] Celanese Corporation 1601 West LBJ Freeway Dallas, Texas 75234-6034 Celanese Names Gallagher President, Acetyls and Celanese Asia; Sterin Named Chief Financial Officer DALLAS, July 20, 2007 — Celanese Corporation (NYSE: CE), a global hybrid chemical company, today announced the appointment of John J. Gallagher III, executive vice president and chief financial officer, to the position of executive vice president and president, Acetyls and Celanese Asia, effective immediately. Gallagher will relocate to the Acetyls and Celanese Asia headquarters in Shanghai, China. Steven M. Sterin, vice president and corporate controller, has been named senior vice president and chief financial officer, replacing Gallagher, effective immediately. The organizational changes became necessary following the recent diagnosis that John O’Dwyer, current president, Acetyls and Celanese Asia, has a very serious illness that requires him to leave his position. O’Dwyer will continue to serve in an advisory capacity with the company. “The entire Celanese organization appreciates John’s significant contributions to the company and supports his need to focus completely on his health,” said Chairman and CEO David N. Weidman. “John Gallagher and Steven Sterin have been instrumental in the execution of our corporate strategy and in driving improvements in their organizations,” Weidman said. “As Celanese executive vice president, John has been integral in setting the company’s strategy and guiding its operations.” Gallagher, 43, has more than 20 years of experience in the chemicals industry, serving as CEO of Great Lakes Chemical prior to joining Celanese, with previous positions as CFO of UOP LLC and chief financial officer of the Bendix division of AlliedSignal, Inc. He has a bachelor’s degree in accounting from the University of Delaware. Sterin, 35, has been vice president and corporate controller at Celanese since 2005 and has led significant company projects, including Sarbanes-Oxley compliance and implementation of a five-day accounting closing. He previously served as director of finance and controller for Celanese Chemicals. He joined the company in 2003, following seven years in global tax, treasury and finance positions for Reichhold Inc., a composite and coating resins manufacturer. Sterin has bachelor’s and master’s degrees in accounting from the University of Texas at Austin. Contacts: Investor Relations Media Mark Oberle Jeremy Neuhart Phone: +1 972 443 4464 Phone: +1 972 443 3750 Telefax: +1 972 332 9373 Telefax: +1 972 443 8519 Mark.Oberle@celanese.com Jeremy.Neuhart@celanese.com As a global leader in the chemicals industry, Celanese Corporation makes products essential to everyday living. Our products, found in consumer and industrial applications, are manufactured in North America, Europe and Asia. Net sales totaled $6.7 billion in 2006, with approximately 60% generated outside of North America. Known for operational excellence and execution of its business strategies, Celanese delivers value to customers around the globe with innovations and best- in-class technologies. Based in Dallas, Texas, the company employs approximately 8,900 employees worldwide. For more information on Celanese Corporation, please visit the company’s website at www.celanese.com. Forward-Looking Statements This release may contain “forward-looking statements,” which include information concerning the company’s -------------------------------------------------------------------------------- plans, objectives, goals, strategies, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. When used in this release, the words “outlook,” “forecast,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” 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 will realize these expectations 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 forward-looking statements contained in this release. Numerous factors, many of which are beyond the company’s control, could cause actual results to differ materially from those expressed as forward-looking statements. Certain of these risk factors are discussed 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. ###