CELANESE AG
6-K, 2000-02-28
PLASTICS, FOIL & COATED PAPER BAGS
Previous: UNITED INVESTORS ADVANTAGE GOLD VARIABLE ACCOUNT, NSAR-U, 2000-02-28
Next: FRIENDS IVORY FUNDS, NSAR-A, 2000-02-28



<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                         For the month of February 2000

                                   CELANESE AG
             (Exact name of registrant as specified in its charter)

                              CELANESE CORPORATION
                 (Translation of registrant's name into English)

                       D-65926 Frankfurt am Main, Germany
                    (Address of principal executive offices)

           Indicate by check mark whether the registrant files or will
             file annual reports under cover Form 20-F or Form 40-F

                       Form 20-F   X      Form 40-F
                                 -----              -----

         Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.


                             Yes          No   X
                                 -----       -----

         If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________.


                                     Page 1
<PAGE>   2
                                   CELANESE AG


On February 28, 2000 Celanese AG, a stock corporation organized under the laws
of the Federal Republic of Germany, issued a Press Release relating to the key
figures from the Consolidated Financial Statements for 1999 and the payment of a
dividend, which Press Release is attached as Exhibit 99.1 hereto and
incorporated by reference herein.


                                     Page 2
<PAGE>   3
                                    EXHIBITS


Exhibit No.                Exhibit
- -----------                -------
99.1                       Press Release dated February 28, 2000 relating to the
                           key figures from the Consolidated Financial
                           Statements for 1999 and the payment of a dividend


                                     Page 3
<PAGE>   4
                                   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, thereunto duly authorized.


                                      CELANESE AG
                                      (Registrant)

                                      By: /s/ P. W. Premdas
                                          ---------------------------------
                                      Name : Perry W. Premdas
                                      Title: Member of the Management Board
                                             (Chief Financial Officer)




Date: February 28, 2000


                                     Page 4
<PAGE>   5
                                  EXHIBIT INDEX


Exhibit No.                Exhibit
- -----------                -------

99.1                       Press Release dated February 28, 2000 relating to the
                           key figures from the Consolidated Financial
                           Statements for 1999 and the payment of a dividend

<PAGE>   1
                                                                    EXHIBIT 99.1


PRESS RELEASE                                          [CELANESE LOGO]

                                                       Celanese AG
Your contacts:                                         Corporate Center
                                                       Building F 821
Dr. H. B. Heier                                        D-65926 Frankfurt am Main
Tel. +49(0)69 305-7112
Fax +49(0)69 305-84160

Phillip Elliott
Tel. +49(0)69 305-33480
Fax +49(0)69 305-17082

                                                               February 28, 2000

- -------------------------------------------------------------------------------
Celanese AG reports key figures on 1999:

Celanese AG achieved a major reduction in net financial debt in 1999 due to
accelerated divestments
Pressure on margins and special charges including restructuring costs weighed,
as expected, on 1999 results

Celanese AG has made faster than expected progress with the sale of its non-core
businesses.* In 1999, Celanese received proceeds of more than (euro)900 million
from the sale of non-core businesses. It was therefore possible to reduce net
financial debt from (euro)1,479 million as of December 31, 1998 to (euro)570
million as of December 31, 1999.

Despite intense competition, net sales of continuing operations in 1999 remained
flat at the level of (euro)4.32 billion (1998: (euro)4.34 billion).

The difficult market situation and special charges, including restructuring
costs, had a negative impact on company earnings in 1999. EBITDA** before
special charges, our key measure of financial performance, declined by 35
percent to (euro)377 million, compared to (euro)580 million in 1998. The pricing
of petrochemical raw materials continues to put pressure on the margins of the
business segments Acetyl Products and Chemical Intermediates.

Celanese sustained an operating loss of (euro)521 million in 1999 (compared with
an operating profit of (euro)168 million in 1998). Special charges in 1999
amounted to (euro)559 million compared with (euro)100 million in 1998. The net
loss of continuing operations was (euro)502 million (net loss 1998: (euro)56
million), equivalent to a net loss per share of (euro)8.98 (1998: (euro)1.00).

In total, the net loss of continuing and discontinued operations amounted to
(euro)207 million in 1999, compared with (euro)44 million in 1998 and
corresponding to a net loss per share of (euro)3.70
<PAGE>   2
(net loss 1998: (euro)0.79). The results of discontinued operations were
impacted by gains from the divestment of non-core businesses.

Subject to Supervisory Board approval, the Board of Management of Celanese AG
will propose to the Annual General Meeting on May 10, 2000 the payment of a
dividend of (euro)0.11 per share for 1999. Subject to Supervisory Board approval
and shareholder resolution, the total dividend pay-out would amount to
approximately (euro)6 million.

CELANESE KEY FIGURES

- -        OF CONTINUING OPERATIONS

<TABLE>
<CAPTION>
IN (EURO)MILLION                                          1999             1998
- ----------------                                          ----             ----
<S>                                                      <C>              <C>
Net sales                                                4,318            4,344

EBITDA* excluding
special charges                                            377              580

Operating profit (loss)                                   (521)             168

(Loss) of continuing operations                           (502)             (56)

(Loss) per share of continuing
operations (euro)                                        (8.98)           (1.00)
</TABLE>


- -        INCLUDING DISCONTINUED OPERATIONS

<TABLE>
<CAPTION>
IN (EURO)                                               1999               1998
- ---------                                               ----               ----
<S>                                                    <C>                <C>
Net (loss) in million                                   (207)               (44)

(Loss) per share                                       (3.70)             (0.79)
</TABLE>


The Board of Management of Celanese AG will provide further details on the 1999
financial statements and the development of business at a press conference on
March 20.


*This resulted in a change in the composition of continuing operations.
Discontinued businesses as of 31.12.1999 were: Copley, Dyneon, the polyester
activities in Millhaven, Targor, Celgard, EO/EG and inorganics.

**Earnings before interest, taxes, depreciation and amortization



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission