Celanese Corp amends bylaws for legal proceedings

Published 14/03/2025, 22:40
Celanese Corp amends bylaws for legal proceedings

IRVING, TX – Celanese Corporation (NYSE:CE), a global chemical and specialty materials company, has amended its bylaws to designate specific courts for legal proceedings related to securities laws. The amendment was adopted by the company’s board of directors on Thursday. The company, currently valued at $6.2 billion, has seen its stock decline significantly over the past year, with InvestingPro data showing a 66% drop in share price.

The change to the company’s Seventh Amended and Restated By-laws, effective immediately, stipulates that the federal district courts of the United States shall be the exclusive forum for any claims arising under the Securities Act of 1933, including any amendments and regulations under it. Should this provision be deemed illegal, invalid, or unenforceable, the exclusive state court forum will be the Court of Chancery in the State of Delaware, or another state court within Delaware if the Court of Chancery lacks jurisdiction.

This amendment reflects Celanese’s effort to streamline litigation processes involving securities-related claims, potentially reducing legal complexity and expenses. The decision is in line with similar moves by other publicly traded companies seeking to manage legal risks associated with securities lawsuits.

Celanese, headquartered in Irving, Texas, operates within the plastics, synthetic resin, and rubber cellulose industries, and is incorporated in Delaware. With annual revenue of $10.3 billion, the company has maintained dividend payments for 21 consecutive years, according to InvestingPro analysis. While currently unprofitable, analysts expect the company to return to profitability this year. The company’s fiscal year concludes on December 31.

The company’s stock is traded on the New York Stock Exchange under the ticker symbol CE, along with its various series of senior notes due between 2026 and 2031. Trading at $57.05, the stock appears slightly undervalued based on InvestingPro’s comprehensive Fair Value analysis. Investors can access detailed valuation metrics, 8 additional ProTips, and an in-depth Pro Research Report covering Celanese’s financial health and growth prospects through InvestingPro’s premium features.

This report is based on a press release statement and the full text of the amendment is attached to the company’s recent SEC filing as Exhibit 3.1.

In other recent news, Celanese Corporation has announced a significant increase in prices for several chemical products, including vinyl acetate monomer and vinyl-based emulsions, effective March 17, 2025. This move is reportedly in response to changing market conditions in the Western Hemisphere. The company also successfully secured $1.8 billion in senior notes offerings, involving both USD and Euro Notes, as part of its strategy to bolster financial stability and support business operations. Piper Sandler recently adjusted its outlook on Celanese, cutting the stock price target to $50 and maintaining an Underweight rating, citing challenges in financial recovery and reduced EBITDA estimates for 2025 and 2026.

BofA Securities also revised its price target for Celanese, lowering it to $72 while maintaining a Buy rating, despite recent underwhelming earnings. The firm suggests potential improvement in EBITDA beyond early 2025, though it may remain below previous levels. UBS analyst Joshua Spector decreased Celanese’s stock price target to $60, maintaining a Neutral rating, and highlighted concerns over a slower-than-expected recovery in earnings. The company’s leverage is expected to remain high, with projections indicating it could exceed five times EBITDA in 2025.

Celanese is addressing these financial challenges by increasing its leverage limit with lenders and exploring ways to enhance free cash flow, including potential divestments. The company’s new CEO is focused on tackling leverage issues and improving financial health. These developments are closely monitored by investors and analysts as Celanese navigates the complexities of the global chemicals industry.

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