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): NOVEMBER 14, 2005 ----------------- 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) 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): [ ] 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 1.01 Entry into a Material Definitive Agreement On November 14, 2005, Celanese Corporation and Blackstone Crystal Holdings Capital Partners (Cayman) Ltd. 1, Blackstone Capital Partners (Cayman) Ltd. 2, Blackstone Capital Partners (Cayman) Ltd. 3, together with their respective successors and permitted assigns, and BA Capital Investors Sidecar Fund, L.P., entered into Amendment No. 1 (the "Amendment") to the Third Amended and Restated Shareholders' Agreement (the "Shareholders Agreement") to extend the conditional expiration date of the Shareholders Agreement from November 15, 2005 to December 15, 2005. The Amendment is filed as Exhibit 99.1. Item 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit Number Description 99.1 Amendment No. 1 to the Third Amended and Restated Shareholders' Agreement dated November 14, 2005 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/ John J. Gallagher III ----------------------------------- Name: John J. Gallagher III Title: Executive Vice President and Chief Financial Officer Date: November 17, 2005 EXHIBIT INDEX Exhibit Number Description 99.1 Amendment No. 1 to the Third Amended and Restated Shareholders' Agreement dated November 14, 2005
Celanese Corp - Ordinary Shares - Series A (CE) 8-KEntry into a Material Definitive Agreement
Filed: 18 Nov 05, 12:00am