Celanese Corporation
Celanese Announces Plans to Refinance Debt and Repurchase Shares

Celanese Corporation / Miscellaneous

Release of a Corporate-announcement, transmitted by DGAP - a company of
EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Celanese Announces Plans to Refinance Debt and Repurchase Shares

DALLAS, March 5, 2007 --- Celanese Corporation (NYSE: CE), a global hybrid
chemical company, today announced a comprehensive plan to refinance its
existing senior credit facilities, senior subordinated notes and senior
discount notes and to repurchase approximately $400 million of its common
stock.

Upon completion, the proposed refinancing plan will reduce the Company’s
debt by over $200 million, lower net interest expense, extend debt
maturities and improve flexibility.  In addition, the plan allows the
Company to modify and simplify its global corporate and capital structure. 
In connection with the refinancing, the Company plans to:

· Establish a new Credit Facility of up to $3,628 million, consisting of
$2,280 million of U.S. dollar-denominated and €400 million of
Euro-denominated new Term Loan B due 2014, a $600 million Revolving Credit
Facility terminating in 2013 and a $228 million Credit-Linked Revolving
Letter of Credit Facility terminating in 2014

· Retire its existing Credit Facility of up to $2,450 million, which
consists of $1,622 million Term Loan B due 2011, $600 million Revolving
Credit Facility terminating in 2009 and $228 million Credit-Linked
Revolving Facility terminating in 2009

· Tender for all the outstanding 9.625% Senior Subordinated Notes due 2014
with an aggregate outstanding principal amount of approximately $796
million and 10.375% Senior Subordinated Notes due 2014, with an aggregate
outstanding principal amount of approximately €130 million ('Senior
Subordinated Notes') and seek consent from the holders of those notes to
eliminate substantially all covenants from the related indentures




· Tender for all the outstanding 10.0% Senior Discount Notes due 2014 and
10.5% Senior Discount Notes due 2014, with an accreted value of
approximately $430 million as of March 31, 2007 (the 'Discount Notes' and,
together with the Senior Subordinated Notes, the 'Notes') and seek consent
from the holders of those notes to eliminate substantially all covenants
from the related indentures

Celanese also announced plans to repurchase up to an aggregate of $400
million of its outstanding common stock in a modified 'Dutch auction'
tender offer and from investment funds associated with The Blackstone Group
(at the clearing price determined in the stock tender offer).  Blackstone’s
percentage ownership interest in the Company would remain substantially
unchanged from its interest immediately prior to the stock tender offer.
The Company plans to fund the share repurchase using a portion of the net
proceeds from the oxo products and derivatives divestiture and existing
cash balances.

In December 2006, Celanese announced a six-point strategy to enhance its
earnings and EBITDA profile.  A key component of the Company’s strategy is
to identify opportunities to improve its balance sheet and capture
incremental earnings.  This transaction is a major milestone in the
Company’s execution of this strategy.

'This comprehensive plan to reduce and restructure debt and repurchase
shares is consistent with Celanese’s long-term financial objectives to
convert the value of our strong cash generation by reducing our total
leverage and enhancing the value of Celanese,' said David Weidman, chairman
and chief executive officer.  'The simplified capital structure will offer
Celanese improved strategic and operational flexibility and is expected to
be accretive to our adjusted earnings per share.  By executing our
comprehensive six-point growth strategy, we are confident that we will
continue to generate significant cash flow and execute on our financial
objectives.'

Credit Facility:
Celanese expects to establish a new senior secured credit facility of up to
$3,628 million to refinance its existing credit facility and fund the debt
tender offers. The terms of the new credit facility are expected to improve
the Company's financial and operational flexibility and reduce net interest
expense. Merrill Lynch & Co. and Deutsche Bank Securities Inc. are acting
as joint bookrunners and joint lead arrangers of the new credit facility.

Debt Tender Offers: 
Celanese and certain of its subsidiaries, Crystal US Holdings 3 L.L.C.,
Crystal US Sub 3 Corp. (together 'the Crystal entities') and Celanese US
Holdings LLC (formally, BCP Crystal US Holding Corp.), are offering to
purchase for cash any and all of the Senior Discount Notes of the Crystal
entities, and any and all of the Senior Subordinated Notes of Celanese US
Holdings LLC. The debt tender offers will commence tomorrow, March 6, 2007.
The companies are also soliciting consents to amend certain provisions of
the related indentures in order to eliminate substantially all restrictive
covenants currently contained in the indentures.  Holders may not tender
their Notes without also delivering consents or deliver consents without
also tendering their Notes.  The consent solicitations will expire at 5:00
p.m., New York City time, on March 19, 2007, unless extended (such date and
time being referred to as the 'Consent Time'). Holders must tender Notes by
the Consent Time in order to be eligible to receive the consent payment
equal to $35.00 per $1,000 principal amount of U.S. dollar-denominated
Notes or €35.00 per €1,000 principal amount of Euro-denominated Notes,
respectively.  The offers to purchase will expire at 12:00 midnight, New
York City time, on April 2, 2007, unless extended or earlier terminated. 
If the Company extends either of these dates and times, it will announce
the new dates and times no later than 9:00 a.m., New York City time, on the
next business day.

The price offered for the Notes will be calculated on March 19, 2007, using
a yield equal to a fixed spread of 50 basis points plus the yield to
maturity of the U.S. Treasury note or the German Bund, respectively, with a
maturity closest to, but not past, the first date on which the respective
notes are subject to redemption at the option of the Company. In addition,
holders of the Senior Subordinated Notes will be paid accrued interest on
the tendered notes to, but not including, the settlement date of the offers
to purchase. The detailed methodology for calculating the total
consideration for validly tendered Notes is outlined in the offer to
purchase and consent solicitation
statement, which will be available from the information agent for the debt
tender offers beginning on March 6, 2007.



The consummation of the debt tender offers is conditioned upon the entry
into the credit facility described above, the receipt of the requisite
consents to the proposed amendments to the indentures governing the Notes
and other customary closing conditions.  If the conditions are not
satisfied, the companies are not obligated to accept for payment, pay for,
or make any consent payments relating to any tendered Notes, and may
terminate the debt tender offers.  Subject to applicable law, the companies
may waive any condition applicable to the debt tender offers and extend or
otherwise amend the debt tender offers.

The information agent for the debt tender offers and consent solicitations
and tender agent for the U.S. dollar-denominated Notes is D.F. King & Co.,
Inc. The Euro- denominated Notes tender agents are Deutsche Bank AG and
Deutsche Bank Luxembourg S.A. The joint-lead dealer managers for the debt
tender offers are Merrill Lynch & Co. and Deutsche Bank Securities Inc. 
Questions or requests for assistance may be directed to Merrill Lynch & Co.
at 212-809-2663 or toll free at 888-654-8637 or to Deutsche Bank Securities
Inc. at 212-250-7772.  Noteholders with questions or who would like copies
of the documents relating to the debt tender offers may call the
information agent toll-free at 800-659-5550 beginning March 6, 2007.

This press release does not constitute an offer or solicitation to purchase
or a solicitation of consents with respect to the Notes.  That offer or
solicitation will be made only by means of the debt offers to purchase and
consent solicitation statements.  The debt tender offers do not constitute
a public tender offer for the purchase of notes or a public offering of
financial instruments to any person to whom it is unlawful to make such an
offer.

Stock Tender Offer:
Celanese, through its wholly owned subsidiary Celanese International
Holdings Luxembourg S.à r.l., intends to purchase approximately $400
million of the Company’s common stock from public stockholders and
separately from investment funds associated with The Blackstone Group
following the stock tender offer, as described below.  The number of shares
proposed to be purchased represents approximately 8% of the Company’s
currently outstanding common stock.




Celanese will commence a modified 'Dutch auction' tender offer to purchase
up to 11,279,243 shares of the Company's common stock at a price not
greater than $30.50 per share nor less than $28.00 per share, for a maximum
aggregate purchase price of approximately $344 million, tomorrow, March 6,
and expects the stock tender offer to expire at 5:00 p.m. on April 3, 2007,
unless extended.  Celanese directors and executive officers will not be
participating in this stock tender offer.

Investment funds associated with Blackstone (which currently own
approximately 14% of the Company’s outstanding common stock) have elected
not to participate in the stock tender offer. However, Celanese, acting
through its wholly owned subsidiary Celanese International Holdings
Luxembourg S.à r.l., has agreed to purchase shares of common stock from the
investment funds associated with Blackstone such that Blackstone’s
percentage ownership interest in the Company would remain substantially
unchanged from its interest immediately prior to the stock tender offer.  
The shares purchased from Blackstone will be at the clearing price
determined in the stock tender offer and will take effect on the 11th
business day following the expiration of the stock tender offer.

With the shares received in the stock tender offer, Celanese will
reorganize the corporate organizational structure of certain of its
subsidiaries to achieve more integrated global operations and to provide
various financial, strategic, and operational efficiencies.

The information agent for the stock tender offer is Georgeson. The
depositary for the stock tender offer is Computershare Trust Company, N.A.
The joint-lead dealer managers for the stock tender offer are Merrill Lynch
& Co. and Deutsche Bank Securities Inc.

Stockholders with questions, or who would like to receive additional copies
of the stock tender offer documents when they are available, may call the
information agent toll-free at 866-314-1598 (Banks and brokers may call
collect at 212-440-9800).

None of Celanese's management, its Board of Directors, the dealer managers,
the information agent or the depositary is making any recommendation to
stockholders as to whether to tender or refrain from tendering their shares
in the stock tender offer. Stockholders must decide for themselves how many
shares to tender, if any, and the price within the stated range at which
they want to tender their shares. Stockholders should consult with their
tax and financial advisors before making this decision.

Tender Offers Statement: 
The tender offers described in this release have not yet commenced and this
press release is for informational purposes only and is not an offer to
buy, or the solicitation of an offer to sell, any of the Company's Notes or
any shares of its common stock. The full details of the tender offers for
the Notes and for the shares, including complete instructions on how to
tender Notes or shares, as applicable, will be included in the offers to
purchase, the letters of transmittal and related materials, which will be
mailed to eligible noteholders and stockholders shortly. Noteholders and
stockholders are strongly encouraged to read carefully the offers to
purchase, the letters of transmittal and any other related materials,
including materials filed with the Securities and Exchange Commission
because they will contain important information. Stockholders may obtain
free copies of the stock tender offer to purchase and other related
materials once they are filed with the Securities and Exchange Commission
at the Commission's website at www.sec.gov. Stockholders also may obtain a
copy of the stock tender offer documents, free of charge, from Georgeson,
the Company's information agent in connection with the stock tender offer,
by calling toll-free 866-314-1598 (bankers and brokers can call collect at
212-440-9800). Noteholders also may obtain a copy of the documents relating
to the debt tender offers, free of charge, from D.F. King & Co., Inc., the
Company's information agent in connection with the debt tender offers by
calling toll-free 800-714-3312 (bankers and brokers can call collect at
212-269-5550).  Noteholders and stockholders are urged to carefully read
these materials prior to making any decisions with respect to the tender
offers.



About Celanese:
As a global leader in the chemicals industry, Celanese Corporation makes
products essential to everyday living. Our products, found in consumer and
industrial applications, are manufactured in North America, Europe and
Asia.  Net sales totaled $6.7 billion in 2006, with over 60% generated
outside of North America.  Known for operational excellence and execution
of its business strategies, Celanese delivers value to customers around the
globe with innovations and best-in-class technologies.  Based in Dallas,
Texas, the company employs approximately 8,900 employees worldwide. For
more information on Celanese Corporation, please visit the company’s
website at www.celanese.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, financing needs 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.  There can be no
assurance that the company will realize these expectations or that these
beliefs 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.  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. 
Certain of these risk factors 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.





Debt Tender Offers Selling Restrictions

United Kingdom.  Each debt tender offer has been issued by and is the sole
responsibility of the respective issuer and is only for circulation to
noteholders and other persons in the United Kingdom to whom it may lawfully
be communicated in accordance with the Financial Services and Markets Act
2000 (Financial Promotion) Order 2005, any person satisfying this criteria
being referred to as a 'relevant person.'  This communication may not be
acted upon in the United Kingdom by anyone who is not a relevant person.

Republic of Italy.  Neither the debt tender offers nor any of the
information contained herein constitutes an offer or an invitation to offer
to sell or a promotional message of any form to any person (natural or
legal) resident in the Republic of Italy to purchase, exchange or acquire
the notes, within the meaning of articles 1, lett. (v), and 102. ff, of
Legislative Decree February 24, 1998, n. 58.  The debt tender offers are
not being made and will not be made, directly or indirectly, in or into,
whether by mail or by any means or other instrument (including, without
limitation, telephonically or electronically) or any facility of a national
securities exchange publicly or privately available in the Republic of
Italy.  An offer to sell should not be made pursuant to the debt tender
offers by any such use, means, instrument or facility or from within the
Republic of Italy.  Doing so may render invalid any purported offer to
sell.  Accordingly, copies of this statement and any related documents
should not be mailed or otherwise forwarded, distributed or sent in, into
or from the Republic of Italy and persons receiving such documents must not
forward, distribute or send them in, into or from the Republic of Italy. 
Therefore, noteholders are hereby notified that, to the extent such
noteholders are Italian residents or are located in the Republic of Italy,
the debt tender offers are not available to them and, as such, any
acceptance instruction on whatever form received from such person shall be
void.  Any person who may have a legal or contractual obligation to forward
this statement and any related offer documents in the Republic of Italy
should read this statement before doing so.  No prospectus will be lodged
with, or registered by, the Commissione Nazionale per le Societa e la Borsa
(CONSOB) in respect of the debt tender offers.  Accordingly, neither this
statement nor any other material relating to the debt tender offers may be
distributed or made available in the Republic of Italy.

Belgium.  The debt tender offers are exclusively conducted under applicable
private placement exemptions and therefore they have not been, and will not
be notified to, and any other offering material relating to the debt tender
offers has not been, and will not be, approved by the Belgian Banking,
Finance and Insurance Commission (Commission Bancaire, Financière et des
Assurances/Commissie voor het Bank-, Financie- en Assurantiewezen) pursuant
to the Belgian laws and regulations applicable to the public offering of
securities. Accordingly, the debt tender offers as well as any other
materials relating to the debt tender offers may not be advertised, offered
or distributed in any other way, directly or indirectly, to any other
person located and/or resident in Belgium other than in circumstances which
do not constitute an offer to the public in Belgium pursuant to the Belgian
law of 22 April 2003 on the public offering of securities  (loi relative
aux offers publiques de titres/ /wet betreffende de openbare aanbieding van
effecten) and the Belgian Royal Decree of 7 July 1999 on the public nature
of financial transactions (Koninklijk Besluit over het openbaar karakter
van financiele verrichtingen/ Arrête Royal relatif au caractère public des
opérations financières).'

France.  The debt tender offers do not constitute a public tender offer for
the purchase of Notes nor a public offering of financial instruments in
France ('appel public à l’épargne'), as defined in article L. 411-1 of the
French Code Monétaire et Financier. Only providers of investment services
relating to portfolio management for the account of third parties and/or
qualified investors ('investisseurs qualifies') acting for their own
account, all as defined in Articles L.411-1, L.411-2 and D.411.1 to D.
411-4 of the French Code Monetaire et Financier, are eligible to offer to
sell notes.

As required by article 211-4 of the General Regulations of the Autorité des
Marchés Financiers, such providers of investment services relating to
portfolio management for the account of third parties and/or qualified
investors are informed that: (i) this Memorandum has not been submitted and
will not be submitted to the clearance procedures of the Autorité des
Marches Financiers in France ; (ii) with respect only to qualified
investors, they must participate in the debt tender offers on their own
account, in the conditions set out in articles D. 411-1, D. 411-2, D.734-1,
D. 744-1, D. 754-1 and D.764-1 of the French Code Monétaire et Financier.

The offers to purchase and consent solicitation statements do not
constitute and may not be used for or in connection with either an offer to
any person to whom it is unlawful to make such an offer or a solicitation
('démarchage') by anyone not authorised so to act in accordance with
articles L. 341-3, L. 341-4 and L. 341-7 of the French Code Monétaire et
Financier. Accordingly, the tender offers will not be proposed, under any
circumstances, directly or indirectly, to the public in France.


SOURCE:  Celanese Corporation.
Celanese Corporation
Investor Relations
1601 West LBJ Freeway
Dallas, Texas 75234-6034

Mark Oberle
Phone: +1 972 443 4464
Fax: +1 972 332 9373
mark.oberle@celanese.com







DGAP 06.03.2007 
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