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O’Melveny Advises Celanese on Acquisition of SO.F.TER. Group

October 17, 2016 FOR IMMEDIATE RELEASE

NEW YORK — October 17, 2016 — 
O’Melveny represented Celanese Corporation, a global technology and specialty materials company, on its definitive agreement to acquire SO.F.TER. Group, one of the world’s largest independent thermoplastic compounders. The transaction is expected to close in the fourth quarter of 2016, pending customary closing conditions and regulatory approvals.

The O’Melveny team was led by partner Paul Scrivano.

About O’Melveny
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Contact:

Julie Fei
O’Melveny & Myers LLP
213.430.7792 
jfei@omm.com

Emily Lattal
O’Melveny & Myers LLP
212.326.2285  
elattal@omm.com
 


The following press release was issued by Celanese:

CELANESE TO ACQUIRE SO.F.TER. GROUP
Company Release - 10/17/2016 4:30 PM ET

Differentiated acquisition will multiply Celanese's global engineered materials leadership position

DALLAS & FORLI, Italy(BUSINESS WIRE)Celanese Corporation (NYSE: CE), a global technology and specialty materials company, today announced it has signed a definitive agreement to acquire the Forli, Italy based SO.F.TER. Group, one of the world’s largest independent thermoplastic compounders. Celanese will acquire SO.F.TER. Group’s comprehensive product portfolio of engineering thermoplastics (ETPs), thermoplastic elastomers (TPEs), as well as all customer agreements and all manufacturing, technology and commercial facilities. 

The acquisition will nearly double the number of Celanese global engineered materials product platforms and further extend Celanese’s world class leadership model, solutions capability and project pipeline. Additionally, SO.F.TER. Group’s sophisticated and modern manufacturing facilities and product portfolio will provide a vehicle for additional growth, investment and synergies. 

“This is the next step in the evolution of Celanese to extend our global leadership position in the engineered materials market,” said Scott Sutton, Celanese executive vice president and president of Materials Solutions. “SO.F.TER. Group is a leader in the design, development and production of ETPs and TPEs with a fast and flexible customer-oriented business model that will integrate well within the Materials Solutions core of Celanese. This acquisition continues Celanese’s focus on bringing technical expertise, production and compounding capabilities closer to our valued customers by extending our footprint with industry leading products and capabilities in Italy, Mexico, Brazil and the United States.” 

“Joining Celanese is a natural continuation of the SO.F.TER. Group success story of growth, customer innovation and application expertise,” said Italo Carfagnini, chairman of the board of directors, SO.F.TER. Group. “From our beginnings in Italy in 1980 to being a key part of the Celanese engineered materials business, we will continue to drive innovative and highly specialized solutions for customers. We look forward to the future with Celanese, not only for our customers but also for our dedicated and talented employees.” 

Celanese expects to integrate SO.F.TER. Group’s full product portfolio (www.softergroup.com/en/products) and production capabilities into the Celanese engineered materials business to include the following registered brands: 

  • Thermoplastic Elastomers (TPEs): Pibiflex®, Forprene®, Laprene®, Sofprene T®, Forflex®, Sofprene®, Sofpur®, Sofprene P®, Gumfit®, Holo®, Forgrin®, Terra® and Pavprene® 
  • Engineering Thermoplastics (ETPs): Litepol®, Tecnoprene®, Polifor®, Talcoprene®, Carboprene®, Litepol B®, Nylfor B®, Nivionplast B®, Nylfor A®, Nylfor R®,Nivionplast A®, Pibifor®, Pibiter®, Abistir®, Retelan®, Blendfor®, Reblend®, Stirofor®, Sanfor®, Cabofor® and Norfor® 

SO.F.TER. Group began operations in 1980 in Italy by manufacturing polymeric compounds for the shoe-making industry. Today, SO.F.TER. Group has approximately 550 employees in Italy, Mexico, Brazil and the United States and has 55 production lines across 4 manufacturing facilities in Europe and 4 manufacturing facilities in the Americas. The SO.F.TER. Group’s product portfolio of engineered thermoplastics and thermoplastic elastomers includes more than 6,000 SKUs. 

Celanese expects to complete the acquisition in the fourth quarter of 2016, pending customary closing conditions and regulatory approvals. Until closing, Celanese and SO.F.TER. Group will continue to operate as independent businesses. 

About Celanese 
Celanese Corporation is a global technology leader in the production of differentiated chemistry solutions and specialty materials used in most major industries and consumer applications. Our two complementary business cores, Acetyl Chain and Materials Solutions, use the full breadth of Celanese’s global chemistry, technology and business expertise to create value for our customers and the corporation. As we partner with our customers to solve their most critical business needs, we strive to make a positive impact on our communities and the world through The Celanese Foundation. Based in Dallas, Celanese employs approximately 7,000 employees worldwide and had 2015 net sales of $5.7 billion. For more information about Celanese and our product offerings, visit www.celanese.com or our blog at www.celaneseblog.com

All registered trademarks are owned by Celanese International Corporation or its affiliates. 

About SO.F.TER. GROUP 
SO.F.TER. GROUP is one of the largest independent compounders worldwide. The product range, among the widest in the industry, extends from thermoplastic elastomers to engineering plastics. Thanks to its technological know-how applied to a wide range of materials, SO.F.TER. can offer its clientele innovative and customized solutions with a strong specialization in the automotive, household appliance, electric/electronic, construction and sports footwear sectors. With sales in over 60 countries, the SO.F.TER. Group has four production sites in Europe, four in America (the United States, Mexico, Brazil) and a sales office in Germany. For more information: www.softergroup.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 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, including the announced stock purchase transaction. There can be no assurance that the company or its customers will realize these benefits or that these expectations 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, including with respect to the acquisition. 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. Other risk factors include those that 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. 
 
View source version on businesswire.com: http://www.businesswire.com/news/home/20161017006289/en/

Celanese:
Investor Relations

Chuck Kyrish, +1 972-443-4574
chuck.kyrish@celanese.com
or
Media Relations – Global
W. Travis Jacobsen, +1 972-443-3750
william.jacobsen@celanese.com
or
Media Relations Asia (Shanghai)
Helen Zhang, +86 21 3861 9279
lan.zhang@celanese.com
or
Media Relations Europe (Germany)
Jens Kurth, +49(0)69 45009 1574
j.kurth@celanese.com