Celanese Receives Unconditional Approval from European Commission for Acquisition of Acetex Corporation.DALLAS, Texas “Dallas” redirects here. For other uses, see Dallas (disambiguation). The City of Dallas (pronounced [ˈdæl.əs] or [ˈdæl. -- Celanese Corporation (NYSE NYSE See: New York Stock Exchange :CE) confirmed today that the European Commission has unconditionally approved Celanese's acquisition of Acetex Corporation (Toronto: ATX See ATX motherboard. (hardware, standard) ATX - An open PC motherboard specification by Intel. ATX is a development of the Baby AT specification with the motherboard rotated 90 degrees in the chassis. ), clearing the way for completion of the transaction. The transaction, valued at approximately US $492 million (CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network. $600 million), has now received all necessary shareholder and regulatory approvals and is expected to close on or about July 20, 2005. "We are very pleased to receive the European Commission's approval and to move forward with successfully completing our acquisition of this first-class manufacturer of acetyl acetyl /ac·e·tyl/ (as´e-til) (as´e-tel?) (ah-se´til) the monovalent radical CH3COsbond, a combining form of acetic acid. a·ce·tyl n. chemicals and specialty polymers," said David Weidman, chief executive officer and president of Celanese. "Acetex will play a key role in our strategy of increasing the productivity of our acetyls chain of products in order to provide an even more cost-efficient and reliable supply to our customers globally." "The acquisition also improves our production capabilities in Europe on key product platforms and provides opportunities for future growth through Acetex's Saudi Arabian acetyls joint venture. In addition, we expect to achieve substantial synergies in the areas of manufacturing processes, supply chain, sales and administration," continued David Weidman. In October 2004, Celanese offered to acquire the approximately 35.4 million fully diluted Acetex shares at a purchase price of CDN $9.00 per share at a cost of CDN $318 million (US $261 million) and to assume Acetex's CDN $282 million (US $231 million) in debt. Celanese intends to purchase the outstanding shares out of its cash and will assume the existing debt of Acetex. The company also intends to have Acetex exercise its option to redeem the Acetex 10-7/8% senior notes due 2009 either with cash or, if necessary, Celanese's existing senior credit facilities. The redemption is expected to take place approximately 30 days from closing. Celanese originally proposed to finance this acquisition entirely through debt. "Our cash position gives us the flexibility to strategically use cash to return value to shareholders," said C. J. Nelson, executive vice president and chief financial officer. "By financing the transaction in this manner, we are eliminating the need to increase our debt to the levels we forecasted when we announced the acquisition, and calling the bonds will lower Celanese's overall cost of borrowed capital." In 2004, Acetex had total net sales Net Sales The amount a seller receives from the buyer after costs associated with the sale are deducted. Notes: This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight of approximately US $530 million and employed about 900 people worldwide. Acetex's operations consist of an acetyls business with plants in Europe and a North-American specialty polymers and film business. The acetyl business includes acetic acid acetic acid (əsē`tĭk), CH3CO2H, colorless liquid that has a characteristic pungent odor, boils at 118°C;, and is miscible with water in all proportions; it is a weak organic carboxylic acid (see carboxyl group). , vinyl acetate monomer monomer (mŏn`əmər): see polymer. monomer Molecule of any of a class of mostly organic compounds that can react with other molecules of the same or other compounds to form very large molecules (polymers). and polyvinyl alcohol polyvinyl alcohol, n a complex alcohol that is soluble in water and is used as an emulsifier and adhe-sive. . These chemicals and their derivatives are used in a wide range of applications in the construction, packaging, automotive, pharmaceutical and textile industries. The specialty polymers developed by Acetex are used to manufacture a variety of plastic products, and Acetex's films business focuses on products for the agricultural, horticultural and construction industries. Acetex also previously concluded an agreement for a joint venture project to build an acetyls complex in Saudi Arabia and has commenced the technical planning for this facility. 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 12 countries in North America, Europe and Asia. In 2004, Celanese Corporation and its predecessor had combined net sales of $5.1 billion. The presentation of combined net sales of Celanese Corporation with its predecessor is not in accordance with U.S. GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). . For more information on Celanese Corporation including a reconciliation of the combined net sales, please visit the company's web site at www.celanese.com. Forward-looking statements (statements which are not historical facts) in this release are made pursuant to the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in the Company's filings with the Securities and Exchange Commission, copies of which are available from the Company. |
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