AGM 2020

Apr 16, 2020

Good day, and welcome to 2020 and the meeting of stockholders for Celanese Corporation. Would now like to turn the conference over to Lori Rykerk. Please go ahead. Thank you. Good morning, everyone. Welcome to the 2020 annual meeting of stockholders of Celanese Corporation. I am Laurie Ryker, Chief Executive Officer and President and a member of the Board of Directors, and I will be presiding over this virtual meeting. Thank you for your flexibility as we shifted to a virtual meeting. This meeting will now come to order. Let me introduce Edward Gallante, our Lead Independent Director, who have asked to assist with the conduct of this meeting. Jim Peacott, our Corporate Secretary will act as secretary. Good morning. Let me introduce our other directors who are on the phone for the meeting. Jean Blackwell, William Brown, Catherine Hill David Hofmeister Jay Eilenefeld, Kim Rucker, and John Wolf. Mark Rohrer is unable to participate this morning. As we are announcing this morning, our Executive Chairman and former CEO, Mark Gore, has given notice of his intent to retire as a Director, effective June 1st. The board would like to thank Mark for his years of service to Celanese, leading the enterprise through unprecedented growth, driving increased shareholder value, and building the internal culture still celebrated today. The Board has elected Laurie Ryer Kirk as Chairman of the Board effective at the conclusion of this annual meeting. Please join the board and me in congratulating Lori on her success in surviving at Celanese and on her additional role as the company's new chair. Craig Collins and Dimitri Antonio Representatives of KPMG LLC are independent registered public accounting firm are also participating this morning. They will be available to respond to questions to remain to their representation of the company. Our Board of Directors has appointed Bob Johnson of the Correvio group to act as inspector of the election. Scott Richardson and JMP Cock were appointed by the board as the proxy holders for the meeting. The agenda and the rules of conduct for the meeting appear on the virtual shareholder meeting platform. During this meeting, stockholders will have the opportunity to submit or comments in writing in accordance with the rules of conduct and in the place indicated on the virtual shareholder meeting platform. Which we will take up following the conclusion of the formal meeting. No one attending the webcast is permitted to use any audio recording device. A replay of the meeting will be available after 24 hours on the virtual meeting site. February 18, 2020, fixed by the Board of Directors as the record date for determining stockholders entitled to notify them to vote at this meeting and any adjournment thereof. Proxy materials were sent to all of our stockholders. Based on the inspectors report and the company's bylaws, I declared that stockholders holding the majority of the in outstanding shares of our common stock entitled to vote are present or represented by proxy at this meeting, which constitutes a quorum. Thank you, Jim. In the interest of time, we will waive a reading of the minutes of the last annual meeting. There are three items of business to be conducted today Each has described more fully in our proxy statement. The election of 10 directors for a 1 year term ending at the 2021 annual meeting of stockholders. The ratification of the selection of KPMG LLP as our independent registered public accounting firm for 2020 and the advisory approval of our executive compensation. The company has not received notice from any of its stockholders as required under the bylaws, of any other matters to be considered at today's meeting. Therefore, no proposals other than those set forth in the proxy statement may be properly introduced by stockholders at this meeting. These matters are now before us. It is now 7:0:4 am and the polls are now open for voting. We would like to remind stockholders that if they have previously voted their shares on the internet by phone or by submitting a proxy via the mail, then there is no need to vote again during this meeting. Stockholders who have not voted or wish to change their vote may do so by following the instructions on the Virtual Share Holding Meeting Platform. A list of the registered holders of our common stock is available for review on the Virtual Shareholder Meeting Platform during this meeting. Please complete your voting on the virtual meeting platform. It is now 7:05 am and I hereby declare that the polls are closed for voting. Based on the inspector's preliminary court of the voting, I declare that the 10 director nominees have been elected by the affirmative vote of a majority of the actual votes cast for election. The appointment of KPMG LLP as the company's independent registered public accounting firm for 2020 has been ratified by majority of the voting power entitled to vote. The advisory vote to approve executive compensation has been approved by a majority of the voting power entitled to vote. Jim, please file the proxies, the report of the Inspector of Elections, the affidavits and the certified list of stockholders as parts of the record for this meeting. In accordance with the Federal Securities Laws, reported on a Form 8 K to be filed with the Securities And Exchange Commission within 4 business days after the meeting. This concludes the formal portion of the meeting and I will turn the meeting over to Lori Virekirk. Thank you, Ed, and I declare The formal portion of the 2020 annual stockholders meeting is adjourned. Thank you all for attending. We will now transition to the questions and of the meeting. I'd like to introduce Abraham Paul, Vice President, Investor Relations. Good morning. Management will now answer questions that were submitted on the Virtual Shareholder Meeting platform. We will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be answered. Any questions that are not answered during the meeting and we charge remain to the meeting will be addressed on our company website following the meeting. Laurie, the first question is The coronavirus has changed the way many companies do business. What changes has Celanese seen, which are likely to become permanent and what is Salanese doing about it? A challenging time, not just for our company, for the world. And we've been dealing with the coronavirus and the effects of it financially, really since January, starting with our operations in China. Our first priority has always been and will continue to be the safety and health of our people. And as Consistent with that, we have made sure that we have followed all of the advice from local governments from the CDC, from the WHO and others. So we have continued to operate where it is possible, using safe social distancing, good hygiene practice, making sure those people need to report into an operating facility, for example, can do so safely and in a healthy way. Where we've needed to, we have had the majority of our people working from home, so that they could be safely distance. This has been a challenge for our business, but care for our business is the second element. And I'm happy to say that our amazing boys around the world have done a fantastic job serving our customers, maintain contact with our customer and keeping the business running. During this very difficult period as we saw the virus roll from Asia into Europe and now the Americas. We of course are looking out for the financial health of the organization. As such, we've re examined all of our activities for the year. Our capital spend, our other spend and make sure that your company is in good shape from a financial and liquidity standpoint. And again, we of course are preparing for recovery. So we are also know this will end at some point and we are making sure that steps we are taking now whether it's, downsizing in the organization, temporary closures of facilities as we've seen a reduction in demand that we are prepared to run and run strong and financially well, when the recovery comes. Laurie, there are no further questions at this time. Thank you, Ed. This concludes our meeting. Thank you for your interest in Solanese Corporation. This conference has now concluded. Thank you for attending today's presentation. You may now disconnect.