Celanese Deutschland Holding GmbH
Celanese AG: Agreement on Purchase of Celanese AG shares reached
Ad hoc announcement §15 WpHG
Purchase of shares
Celanese AG: Agreement on Purchase of Celanese AG shares reached
Ad hoc announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
——————————————————————————
Celanese AG was informed that the main shareholder Celanese Europe Holding
GmbH & Co. KG has reached an agreement with Paulson & Co. Inc. and Arnhold and
S. Bleichroeder Advisers LLC on the purchase of the shares in Celanese AG
managed by the funds for a price of EUR 51.00 per non-par value share of
Celanese AG and an additional purchase price of EUR 2 per share as settlement
consideration. Upon consummation of the agreement, Celanese Europe Holding
GmbH & Co. KG will hold more than 95 % of the voting rights in the general
meeting of Celanese AG. At the same time, Celanese Europe Holding GmbH & Co.
KG undertook vis-á-vis the funds, subject to compliance with applicable law,
to increase the compensation of EUR 41.92 per non-par value share of Celanese
AG set forth in the domination and profit and loss transfer agreement dated
June 22, 2004 by EUR 9.08 to EUR 51.00 for all outside shareholders who waive
their right to conduct special award proceedings (Spruchverfahren) and their
right to the result of such proceedings by September 29, 2005. Celanese Europe
Holding GmbH & Co. KG will publish further details of the improved
compensation offer in an appropriate way.
Celanese AG
Frankfurter Str. 111
61476 Kronberg im Taunus
Deutschland
ISIN: DE0005753008
WKN: 575300
Listed: Amtlicher Markt in Frankfurt (General Standard); Freiverkehr in
Berlin-Bremen, Düsseldorf, Hamburg, München und Stuttgart
End of ad hoc announcement (c)DGAP 19.08.2005
191500 Aug 05
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