0001306830 us-gaap:CorporateNonSegmentMember us-gaap:CorporateAndOtherMember 2019-01-01 2019-12-31


     
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K
þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended
December 31, 20162019
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
(Commission File Number) 001-32410
ex103eimage1a10a01a03a01a17.gif
CELANESE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware98-0420726
Delaware
(State or Other Jurisdiction of Incorporation or Organization)
 
98-0420726
(I.R.S. Employer Identification No.)
222 West Las Colinas Blvd., Suite 900N
Irving, TX
(Address of Principal Executive Offices)
75039-5421
(Zip Code)
(972) 

222 W. Las Colinas Blvd., Suite 900N
Irving, TX75039-5421
(Address of Principal Executive Offices and zip code)

(972443-4000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act
Title of Each ClassTrading Symbol(s) Name of Each Exchange on Which Registered
Series A Common Stock, par value $0.0001 per shareNew York Stock Exchange
3.250% Senior Notes due 2019CENew York Stock Exchange
1.125% Senior Notes due 2023CE /23New York Stock Exchange
1.250% Senior Notes due 2025CE /25New York Stock Exchange
2.125% Senior Notes due 2027CE /27New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yesþ     No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes oNoþ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yesþ    No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yesþ    No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer"filer," "smaller reporting company," and "smaller reporting"emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated FilerþAccelerated filer   Non-accelerated filer   Smaller reporting company   Emerging growth company  
Large accelerated filer  þ
Accelerated filer  o
Non-accelerated filer  o
Smaller reporting company  o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes o    No þ
The aggregate market value of the registrant's Series A Common Stockcommon stock held by non-affiliates as of June 30, 20162019 (the last business day of the registrants' most recently completed second fiscal quarter) was $9,438,643,905.$11,747,066,605.
The number of outstanding shares of the registrant's Series A Common Stock,common stock, $0.0001 par value, as of February 6, 2017January 30, 2020 was 140,926,576.119,555,928.
DOCUMENTS INCORPORATED BY REFERENCE
Certain portions of the registrant's Definitive Proxy Statement relating to the 20172020 annual meeting of stockholders, to be filed with the Securities and Exchange Commission, are incorporated by reference into Part III.
     

CELANESE CORPORATION


Form 10-K
For the Fiscal Year Ended December 31, 20162019


TABLE OF CONTENTS
  Page
   
 PART I 
 PART II 
 PART III 
 PART IV 

Special Note Regarding Forward-Looking Statements
Certain statements in this Annual Report on Form 10-K ("Annual Report") or in other materials we have filed or will file with the Securities and Exchange Commission ("SEC"), and incorporated herein by reference, are forward-looking in nature as defined in Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events. Generally, the words "believe," "expect," "intend," "estimate," "anticipate," "project," "plan," "may," "can," "could," "might," "will" and similar expressions identify forward-looking statements, including statements that relate to such matters as planned and expected capacity increases and utilization rates; anticipated capital spending; environmental matters; legal proceedings; sources of raw materials and exposure to, and effects of hedging of raw material and energy costs and foreign currencies; interest rate fluctuations; global and regional economic, political, business and regulatory conditions; expectations, strategies, and plans for individual assets and products, business segments, as well as for the whole Company; cash requirements and uses of available cash; financing plans; pension expenses and funding; anticipated restructuring, divestiture, and consolidation activities; planned construction or operation of facilities; cost reduction and control efforts and targets and integration of acquired businesses.
Forward-looking statements are not historical facts or guarantees of future performance but instead represent only our beliefs at the time the statements were made regarding future events, which are subject to significant risks, uncertainties, and other factors, many of which are outside of our control and certain of which are listed above. Any or all of the forward-looking statements included in this Annual Report and in any other materials incorporated by reference herein may turn out to be materially inaccurate. This can occur as a result of incorrect assumptions, in some cases based upon internal estimates and analyses of current market conditions and trends, management plans and strategies, economic conditions, or as a consequence of known or unknown risks and uncertainties. Many of the risks and uncertainties mentioned in this Annual Report, such as those discussed in Item 1A. Risk Factors,Item 3. Legal ProceedingsandItem 7. Management's Discussion and Analysis of Financial Condition and Results of Operations will be important in determining whether these forward-looking statements prove to be accurate. Consequently, neither our stockholders nor any other person should place undue reliance on our forward-looking statements and should recognize that actual results may differ materially from those anticipated by us.
All forward-looking statements made in this Annual Report are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed in this Annual Report will increase with the passage of time. We undertake no obligation, and disclaim any duty, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changes in our expectations or otherwise. However, we may make further disclosures regarding future events, trends and uncertainties in our subsequent reports on Forms 10-K, 10-Q and 8-K to the extent required under the Exchange Act. The above cautionary discussion of risks, uncertainties and possible inaccurate assumptions relevant to our business includes factors we believe could cause our actual results to differ materially from expected and historical results. Other factors beyond those listed above or in Item 1A. Risk Factors, Item 3. Legal ProceedingsandItem 7. Management's Discussion and Analysis of Financial Condition and Results of Operationsbelow, including factors unknown to us and factors known to us which we have determined not to be material, could also adversely affect us.

Item 1. Business
Basis of Presentation
In this Annual Report on Form 10-K, the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The terms "Company," "we," "our" and "us" refer to Celanese and its subsidiaries on a consolidated basis. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.
Industry
This Annual Report on Form 10-K includes industry data obtained from industry publications and surveys, as well as our own internal company surveys. Third-party industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable.
Overview
We are a global technologychemical and specialty materials company. We are a leading global producer of high performance engineered polymers that are used in a variety of high-value applications, as well as one of the world's largest producers of acetyl products, which are intermediate chemicals, for nearly all major industries, as well as a leading global producer of high performance engineered polymers that are used in a variety of high-value applications.industries. As a recognized innovator in the chemicals industry, we engineer and manufacture a wide variety of products essential to everyday living. Our broad product portfolio serves a diverse set of end-use applications including paints and coatings, textiles, automotive, applications, consumer and medical applications, performance industrial applications, filtration applications, paper and packaging, chemical additives, construction, consumer and industrial adhesives, consumer and medical, energy storage, filtration, food and beverage, applications.paints and coatings, paper and packaging, performance industrial and textiles. Our products enjoy leading global positions due to our differentiated business models, large global production capacity, operating efficiencies, proprietary technology and competitive cost structures.
Our large and diverse global customer base primarily consists of major companies inacross a broad array of industries. We hold geographically balanced global positions and participate in diversified end-use applications. We combine a demonstrated track record of execution, strong performance built on shared principles and objectives,differentiated business models and a clear focus on growth and value creation. Known for operational excellence, reliability and execution of our business strategies, we deliver value topartner with our customers around the globe withto deliver best-in-class technologies and solutions.
Celanese's history began in 1918, the year that its predecessor company, The American Cellulose & Chemical Manufacturing Company, was incorporated. The company, which manufactured cellulose acetate, was founded by Swiss brothers Drs. Camille and Henri Dreyfus. Since that time, the Company has transformed into a leading global technology and specialty materials company. The current Celanese was incorporated in 2004 under the laws of the State of Delaware and is a US-based public company traded on the New York Stock Exchange under the ticker symbol CE.
Headquartered in Irving, Texas, our operations are primarily located in North America, Europe and Asia and consist of 30 global production facilities and an additional 89 strategic affiliate production facilities. As of December 31, 2016,2019, we employed 7,2937,714 people worldwide.

Business Segment Overview
We are organized around two complementary cores,operate principally through three business segments: Engineered Materials, SolutionsAcetate Tow and the Acetyl Chain. Together, these two value drivers share raw materials, technology, integrated systems and research resources to increase efficiency and quickly respond to market needs. The businesses within Materials Solutions drive value through intimate customer relationships, which drives development of value-added applications for these customers. The Acetyl Chain leverages our industry-leading, low-cost technology and global production platforms to serve a broad array of customers and end-use markets around the world.
Within Materials Solutions, we operate principally through two business segments, Advanced Engineered Materials and Consumer Specialties. In Advanced Engineered Materials we leverage our opportunity pipeline to drive growth. In Consumer Specialties we focus on managing our production landscape and productivity. Materials Solutions also includes certain strategic affiliates.
The Acetyl Chain includes our Industrial Specialties and Acetyl Intermediates business segments. Due to our geographic breadth, our net sales are balanced across global regions. See Business Segments below and Note 26 - Segment Information and Note 27 - Revenue Recognition in the accompanying consolidated financial statements for further information.

Business Segments
Advanced Engineered Materials
Products Major End-Use

Applications
 Principal Competitors Key Raw Materials
• Polyoxymethylene ("POM")
• Ultra-high molecular weight polyethylene ("UHMW-PE")
• Polybutylene terephthalate
    ("PBT")(1)
• Long-fiber reinforced thermoplastics ("LFRT")
• Liquid crystal polymers ("LCP")
• Thermoplastic elastomers ("TPE")
• Nylon compounds or formulations
• Polypropylene compounds or formulations
• Polyphenylene sulfide ("PPS")
•  Acesulfame potassium ("Ace-K")
•  Potassium sorbate
•  Sorbic acid
 
•  Fuel system components
•  Automotive safety systems
•  Medical
•  Industrial
•  Battery separatorsEnergy storage
•  Consumer electronics
•  Appliances
•  Filtration equipment
• Telecommunications
•  Low-friction and low-wear grade acetal copolymerBeverages
•  Confections
•  Baked goods
 
Ajinomoto Co. Inc.
• Anhui Jinhe Industry Co., Ltd.
BASF SE
• Daicel Corporation
• E. I. du Pont de Nemours and Company
• Koninklijke DSM N.V.
Nantong Acetic Acid Chemical Co., Ltd.
• The NutraSweet Company
SABIC Innovative Plastics
• Solvay S.A.
• Suzhou Hope Technology Co., Ltd.
• Tate & Lyle plc
Other regional competitors:
• Asahi Kasei Corporation
• Braskem S.A.
• Lanxess AG
• Mitsubishi Gas Chemical Company, Inc.
• Sumitomo Corporation
• Teijin Limited
• Toray Industries, Inc.
 
• Formaldehyde (for POM)
• Ethylene (for UHMW-PE and TPE)
• Polypropylene (for LFRT)
• Fibers (for LFRT)
• Acetic anhydride (for LCP)
• Propylene (for TPE)
• Styrene (for TPE)
• Butadiene (for TPE)
• PA6 (for nylon)
• PA66 (for nylon)
• Para-dichlorobenzene (for PPS)
• Diketene (for Ace-K)
For potassium sorbate and sorbic acid:
• Acetic acid
• Crotonaldehyde
• Ethylene
• Potassium hydroxide
___________________________
(1)
We compound PBT.
Overview
Our Advanced Engineered Materials segment includes our engineered materials business, our food ingredients business and certain strategic affiliates. The engineered materials business leverages our leading project pipeline model to more rapidly commercialize projects. Our unique approach is based on deep customer engagement to develop new projects that are aligned with our skill domains to address critical customer needs and ensure our success and growth.
Engineered Materials is a project-based business where growth is driven by increasing new project commercializations from the pipeline. Our project pipeline model leverages competitive advantages that include our global assets and resources, marketplace presence, broad materials portfolio and differentiated capabilities. Our global assets and resources are represented by our operations, including polymerization, compounding, research and development, and customer technology centers in all regions of the world, including Brazil, China, Germany, India, Italy, Japan, Mexico, South Korea, the United Kingdom and the US, along with sites associated with our four strategic affiliates in Japan, Malaysia, Saudi Arabia, South Korea and the US.
Our broad marketplace presence reflects our deep understanding of global and customer trends, including the growing global demand for more sophisticated vehicles, elevated environmental considerations, increased global connectivity, and improved health and wellness. These global trends drive a range of needed customer solutions, such as vehicle lightweighting, precise components, aesthetics

and appearance, low emissions, heat resistance and low-friction for medical applications, that we are uniquely positioned to address with our materials portfolio. In addition, the opportunity pipeline process identifies a number of emerging trends early, enabling faster growth.
Our materials portfolio offers differentiated chemical and physical properties that enable them to perform in a variety of conditions. These include enduring a wide range of temperatures, resisting adverse chemical interactions and withstanding deformation. POM, PBT and LFRT are used in a broad range of performance-demanding applications, including fuel system components, automotive safety systems, consumer electronics, appliances, industrial products and medical applications.

UHMW-PE is used in battery separators, industrial products, filtration equipment, coatings and medical applications. Primary end uses for LCP are electrical applications or products and consumer electronics. Thermoplastic elastomers offer unique attributes for use in automotive, appliances, consumer goods, electrical, electronic and industrial applications. Nylon compounds are used in a range of applications including automotive, consumer, electrical, electronic and industrial. These value-added applications in diverse end uses support the business' global growth objectives.
On December 1, 2016, we acquired 100% of the stock of the Forli, Italy based SO.F.TER. S.p.A., a leading thermoplastic compounder. The acquisition included its comprehensive product portfolio of engineering thermoplastics, including nylon and polypropylene polymers, and TPEs, as well as all of its manufacturing, technology and commercial facilities and customer agreements. TPEs' physical properties, including its toughness and elasticity, creep resistance, impact strength, flexibility at low temperatures, retention of characteristic at higher temperatures and chemical resistance, enable them to be used in automotive, construction, appliances and consumer applications. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.
We also have several differentiated polymer technologies designed for the utility industry, the oil and gas industry, original equipment manufacturers and companies that enhance supply chain efficiency. These include composite technologies for the utility industry that deliver greater reliability, capacity and performance for utility transmission lines.
On February 1, 2017, we signed a definitive agreement to acquire the nylon compounding division of Nilit Group, an independent producer of high performance nylon, resins, fibers and compounds. Subject to closing conditions, we will acquire Nilit Plastics' nylon compounding product portfolio, customer agreements and manufacturing, technology and commercial facilities.
Our differentiatordifferentiated capabilities are highlighted in our intimate and unique customer engagement which allows us to work across the entirety of our customers' value chain. For example, in the automotive industry we work with original equipment manufacturers as well as system and tier suppliers and injection molders in numerous areas, including polymer formulation and functionality, part and structural design, mold design, color development, part testing and part processing. This broad access allows us to create a demand pull for our solutions. This business segment also includes four strategic affiliates that complement our global reach, improve our ability to capture growth opportunities in emerging economies and positions us as a leading participant in the global specialty polymers industry.
We are a leading global supplier of Ace-K for the food and beverage industry and a leading producer of food protection ingredients, such as potassium sorbate and sorbic acid. We have over fifty years of experience in developing and marketing specialty ingredients for the food and beverage industry and are the only western producer of Ace-K. We have a production facility in Germany, with sales and distribution facilities in all major regions of the world.
On March 5, 2019, we announced the expansion of the thermoplastic co-polyester production unit at the Donegani facility in Ferrara, Italy to support continued growth of our engineered materials business. We expect to expand the production capacity of the unit further by adding a polymerization line to be completed in 2020.
On January 2, 2019, we completed the acquisition of 100% of the ownership interests of Next Polymers Ltd., an India-based engineering thermoplastics ("ETP") compounder. The acquisition strengthens our position in the Indian ETP market and further expands our global manufacturing footprint.
Key Products
POM. Commonly known as polyacetal in the chemical industry, POM is sold by our engineered materials business under the trademarks Celcon® and Hostaform®. POM is used for diverse end-use applications in the automotive, industrial, consumer and medical industries. These applications include mechanical parts in automotive fuel system components and window lift systems, water handling, conveyor belts, sprinkler systems, drug delivery systems and gears in large and small home appliances.
We continue to innovate and broaden the portfolio of Celcon® and Hostaform® in order to support the industry needs for higher performing polyacetal. We have expanded our portfolio to include products with higher impact resistance and stiffness, low emissions, improved wear resistance and enhanced appearance such as laser marking and metallic effects.
Polyplastics Co., Ltd., our 45%-owned strategic affiliate ("Polyplastics"), and Korea Engineering Plastics Co., Ltd., our 50%-owned strategic affiliate ("KEPCO"), also manufacture POM and other engineering resins in the Asia-Pacific region.
The primary raw material for POM is formaldehyde, which is manufactured from methanol. Raw materials are sourced from internal production and from third parties, generally through long-term contracts.
Sales of POM amounted to 12%, 11% and 12% of our consolidated net sales for the years ended December 31, 2019, 2018 and 2017, respectively.
UHMW-PE. Celanese is thea global leader in UHMW-PE products, which are sold under the trademark GUR®. and VitalDose® trademarks. They are highly engineered thermoplastics designed for a variety of industrial, consumer and medical applications. Primary applications for the material include lead acid battery separators, heavy machine components, lithium ion separator membranes, and noise and vibration dampening tapes. Several specialty grades are also produced for applications in high performance filtration equipment, ballistic fibers, thermoplastic and elastomeric additives, as well as medical implants.

Polyesters. Our products include a series of thermoplastic polyesters including Celanex® PBT Impetand Thermx® PET (polyethylene terephthalate) and Thermx® PCT (polycyclohexylene-dimethylene terephthalate), as well as Riteflex®, a thermoplastic polyester elastomer. These products are

used in a wide variety of automotive, electrical and consumer applications, including ignition system parts, radiator grilles, electrical switches, appliance and sensor housings, light emitting diodes and technical fibers.
LFRT. CelstranNylon.Our nylon products include Nylfor® A (PA 6.6), Nylfor® B (PA 6), NILAMID® (PA 6, PA 66, PPA), FRIANYL® (flame retardant PA 6, PA 66, PPA compounds) and FactorECOMID® (recycled polyamide) and are used in automotive, appliances, industrial and consumer applications due to their mechanical properties, high impact resistance, resistance to organic solvents, high wear and fatigue resistance even at high temperatures, and easy processing and molding.
LFRT. Celstran® and Factor®, our LFRT products, impart extra strength and stiffness, making them more suitable for larger parts than conventional thermoplastics. These products are used in automotive, transportation and industrial applications, such as instrument panels, consoles and front end modules. LFRTs meet a wide range of end-user requirements and are excellent candidates for metal replacement where they provide the required structural integrity with significant weight reduction, corrosion resistance and the potential to lower manufacturing costs.
LCP. Vectra® and Zenite®, our LCP brands, are primarily used in electrical and electronics applications for precision parts with thin walls and complex shapes and applications requiring heat dissipation. They are also used in high heat cookware applications.
TPE.Forprene®, Sofprene® T, Pibiflex® and Laprene®, our TPE brands, are primarily used in automotive, construction, appliances and consumer applications due to their ability to combine the advantages of both flexible and plastic materials. These materials are selected for their ability to stretch and return to their near original shape creating a longer life and better physical range than other materials.
Nylon.Our nylon products include Nylfor® A (PA 6.6) and Nylfor® B (PA 6) and are used in automotive, appliances, industrial and consumer applications due to their mechanical properties, high impact resistance, resistance to organic solvents, high wear and fatigue resistance even at high temperatures, and easy processing and molding.
Polypropylene.Our polypropylene products include Polifor®, Litepol® and Tecnoprene® and are primarily used in automotive, appliances, electrical and consumer applications due to their high impact and fatigue resistance, exceptional rigidity at high temperatures and an ability to withstand chemical agents.
Geographic RegionsSunett® sweetener. Ace-K, a non-nutritive high intensity sweetener sold under the trademark Sunett®, is used in a variety of beverages, confections and dairy products throughout the world. Sunett® sweetener is the ideal blending partner for caloric and non-caloric sweeteners as it balances the sweetness profile. It is recognized in the food industry for its consistent product quality and reliable supply. The primary raw material for Sunett® is diketene.
Net sales by destination for the Advanced Engineered Materials segment by geographic regionFood protection ingredients. Our food protection ingredients, potassium sorbate and sorbic acid, are as follows:
 Year Ended December 31,
 2016 2015 2014
   (In $ millions, except percentages)  
North America511
 35% 496
 37% 509
 35%
Europe and Africa564
 39% 526
 40% 617
 42%
Asia-Pacific332
 23% 266
 20% 284
 20%
South America37
 3% 38
 3% 49
 3%
Total1,444
 100% 1,326
 100% 1,459
 100%
mainly used in foods, beverages and personal care products.
Customers
Advanced Engineered Materials' principal customers are original equipment manufacturers and their suppliers serving the automotive, medical, industrial and consumer industries. By collaboratingWe utilize our customer options mapping process to collaborate with our customers to identify customized solutions that leverage our engineered materials business assists in developingbroad range of polymers and improving specialized applications and systems and offers customers global solutions.technical expertise. Our engineered materials business has long-standing relationships through multi-year and multi-yearannual arrangements with many of its major customers and utilizes distribution partners to expand its customer base. We primarily sell Sunett® sweetener to a limited number of large multinational and regional customers in the food and beverage industry under multi-year and annual contracts. Food protection ingredients are primarily sold through regional distributors to small and medium sized customers and directly to large multinational customers in the food industry.
TheBecause Engineered Materials is a project-based business focused on solutions, the pricing of products by the Advanced Engineered Materialsin this segment is primarily based on the value of the material we producevalue-in-use and is largelygenerally independent of changes in the cost of raw materials. Therefore, in general, margins may expand or contract in response to changes in raw material costs.
See Note 27 - Revenue Recognition in the accompanying consolidated financial statements for further information.

Consumer SpecialtiesAcetate Tow
Products Major End-Use

Applications
 Principal Competitors Key Raw Materials
Cellulose derivatives
•  Acetate tow
•  Acetate flake
•  Acetate film
 
•  Filtration
•  Films
•  Flexible packaging
 
Cerdia
Daicel Corporation
• Eastman Chemical Company
• Mitsubishi Rayon Co., Ltd
•  Solvay S.A.
 
• Wood pulp
• Acetic acid
• Acetic anhydride
Food ingredients
•  Acesulfame potassium ("Ace-K")
•  Potassium sorbate
•  Sorbic acid
•  Sweetener systems
•  Beverages
•  Confections
•  Baked goods
• Anhui Jinhe Industry Co., Ltd.
• Suzhou Hope Technology Co., Ltd.
• Ajinomoto Co. Inc.
• The NutraSweet Company
• Tate & Lyle plc
• Daicel Corporation
• Nantong Acetic Acid Chemical Co., Ltd.
• Diketene (for Ace-K)
For potassium sorbate and sorbic acid:
• Acetic acid
• Crotonaldehyde
• Ethylene
• Potassium hydroxide
Overview
The Consumer Specialties segment includes our cellulose derivatives and food ingredients businesses, which serve consumer-driven applications.
Our cellulose derivativesAcetate Tow business is a leading global producer and supplier of acetate tow acetate flake and acetate film,flake, primarily used in filter products applications. Our near-term focus in cellulose derivatives is to drive productivity initiatives through our business, including managing our own production landscape. We hold an approximately 30% ownership interest in three separate ventures in China that produce acetate flake and acetate tow. China National Tobacco Corporation, a Chinese state-owned tobacco entity, has been our venture partner for over three decades and has driven successful growth in our cellulose derivatives business.decades. Our cellulose derivativesAcetate Tow business has production sites in Belgium Mexico, the United Kingdom and the US, along with sites at our three cellulose derivatives venturesAcetate Tow strategic affiliates in China.
Our food ingredients businessOn June 28, 2019, we announced the consolidation of our global acetate manufacturing operations with the closure of our acetate flake manufacturing operations at the Ocotlán, Mexico facility. The closure is a leading global supplier of Ace-Kintended to strengthen our competitive position and align future production capacities with anticipated industry demand trends. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for the food and beverage industry and is a leading producer of food protection ingredients, such as potassium sorbate and sorbic acid. Similar to engineered materials, we leverage our leading project pipeline process in our food ingredients business in which we have over fifty years of experience in developing and marketing specialty ingredients for the food and beverages industry. Our food ingredients business has a production facility in Germany, with sales and distribution facilities in all major regions of the world.further information.
Key Products
Acetate tow acetate flake and acetate filmflake. Acetate tow is a fiber used primarily in cigarette filters. In order to produce acetate tow, we first produce acetate flake by processing wood pulp with acetic acid and acetic anhydride. Wood pulp generally comes from reforested trees and is purchased externally from a variety of sources, and acetic anhydride is an intermediate chemical that we produce from acetic acid in our Acetyl Intermediates segment.intermediate chemistry business. Acetate flake is then further processed into acetate tow. Acetate flake can also be a solvent that is cast to create a film, which is primarily used in packaging for food and high-end luxury goods, as well as other applications such as anti-fog films, which are sold under the trademark, Clarifoil®.
Sales of acetate tow amounted to 14%9%, 14%8% and 14%10% of our consolidated net sales for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.
Sunett® sweetener. Ace-K, a non-nutritive high intensity sweetener sold under the trademark Sunett®, is used in a variety of beverages, confections and dairy products throughout the world. Sunett® sweetener is the ideal blending partner for caloric and non-caloric sweeteners as it balances the sweetness profile. It is recognized in the food industry for its consistent product quality and reliable supply. The primary raw material for Sunett is diketene, which is derived from acetic acid produced in our Acetyl Intermediates segment.

Qorus® sweetener system. The Qorus® sweetener system is designed to assist food and beverage formulators in achieving their unique taste profile. This product enables the manufacturer to balance taste, without the need to mask certain notes, and ultimately provide the consumer with a pure, authentic taste. The Qorus® sweetener system is designed for low- to no-calorie carbonated and non-carbonated beverages, flavored waters, energy drinks, milk and dairy products.
Food protection ingredients. Our food protection ingredients, potassium sorbate and sorbic acid, are mainly used in foods, beverages and personal care products.
Geographic Regions
Net sales by destination for the Consumer Specialties segment by geographic region are as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except percentages)
North America175
 19% 183
 19% 195
 17%
Europe and Africa457
 49% 476
 49% 549
 48%
Asia-Pacific248
 27% 255
 26% 352
 30%
South America49
 5% 55
 6% 62
 5%
Total(1)
929
 100% 969
 100% 1,158
 100%
___________________________
(1)
Excludes intersegment sales of $0 million, $0 million and $2 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Customers
Acetate tow is sold principally to the major tobacco companies that account for a majority of worldwide cigarette production. Contracts with most of our customers are generally entered into on an annual or multi-year basis. Our food ingredients business primarily sells Sunett® sweetener to a limited number of large multinational and regional customers and the Qorus® sweetener system to regional customers in the food and beverage industry under long-term and annual contracts. Food protection ingredients are primarily sold through regional distributors to small and medium sized customers and directly to large multinational customers in the food industry.
The pricing of products within the cellulose derivatives and food ingredients businessesAcetate Tow segment is sensitive to demand and is primarily based on the value of the material we produce.value-in-use. Many sales in these businesses are conducted under contracts with pricing for one or more years. As a result, margins may expand or contract in response to changes in raw material costs over these similar periods, and we may be unable to adjust pricing also due to other factors, such as the intense level of competition in the industry.
Competition
The European Commission instituted a dumping investigation into the sales of Ace-K produced in China into the European Union. As a result of this investigation, on November 1, 2015, "definitive dumping duties" became effective as publishedSee Note 27 - Revenue Recognition in the European Commission's Official Journal. The definitive duties range between €2.64 and €4.58 net per kg and have been imposedaccompanying consolidated financial statements for a period of five years from the effective date. We do not produce Ace-K in China.further information.

Industrial SpecialtiesAcetyl Chain
Products Major End-Use

Applications
 Principal Competitors Key Raw Materials
Intermediate chemistry
• Acetic acid
• VAM
• Acetic anhydride
• Acetaldehyde
• Ethyl acetate
• Formaldehyde
• Butyl acetate
•  Paints
•  Coatings
•  Adhesives
•  Lubricants
•  Pharmaceuticals
•  Films
•  Textiles
•  Inks
•  Plasticizers
•  Solvents
• BASF SE
• BP PLC
• Chang Chun Petrochemical Co., Ltd.
• Daicel Corporation
• DowDupont Inc.
• Eastman Chemical Company
• E. I. du Pont de Nemours and Company
• Jiangsu Sopo (Group) Co., Ltd.
• Kuraray Co., Ltd.
• LyondellBasell Industries N.V.
• Nippon Gohsei
• Perstorp Inc.
• Showa Denko K.K.
For acetic acid and Vinyl acetate monomer ("VAM"):
• Carbon monoxide
• Methanol
• Ethylene
For solvents and derivatives:
• Methanol
• Acetic acid
Emulsion polymers      
• Conventional emulsions
• Vinyl acetate ethylene ("VAE") emulsions
 
• Paints
• Coatings
• Adhesives
• Textiles
• Paper finishing
 
• BASF SE
• Dairen Chemical Corporation
• The Dow Chemical Company
• Wacker Chemie AG
 
Vinyl acetate monomer ("VAM")VAM
• Ethylene
• Acrylate esters
• Styrene
EVA polymers    
• Ethylene vinyl acetate ("EVA") resins and compounds
• Low-density polyethylene resins ("LDPE")
 
• Flexible packaging
• Lamination products
• Automotive parts
• Hot melt adhesives
 
• Arkema
• E. I. du Pont de Nemours and Company
• ExxonMobil Chemical
 
• VAM
• Ethylene
Overview
The Industrial SpecialtiesAcetyl Chain segment, which includes ourthe integrated chain of intermediate chemistry, emulsion polymers and EVA polymers businesses, is active in every major global industrial sector and serves diverse industrial and consumer end-use applications. These include traditional vinyl-based end uses, such as paints and coatings and adhesives, as well as other unique, high-value end uses including flexible packaging, thermal laminations, wire and cable, and compounds.
Our intermediate chemistry business produces and supplies acetyl products, including acetic acid, VAM, acetic anhydride and acetate esters. These products are generally used as starting materials for colorants, paints, adhesives, coatings and pharmaceuticals. Our intermediate chemistry business also produces organic solvents and intermediates for pharmaceutical, agricultural and chemical products.
We have focused in recent years on enhancing our ability to drive incremental value through our global production network and productivity initiatives as well as proactively managing the intermediate chemistry business in response to trade flows and prevailing industry trends. Our intermediate chemistry business has production sites in China, Germany, Mexico, Singapore and the US. We are a global industry leader, with a broad acetyls product portfolio, leading technology, low cost production footprint and a global supply chain. With decades of experience, advanced proprietary process technology and favorable capital and production costs, we are a leading global producer of acetic acid and VAM. AOPlus®3 technology extends our historical technology advantage and enables us to construct a greenfield acetic acid facility with a capacity of 1.8 million metric tons at a

lower capital cost than our competitors. Our VAntage®2 technology could increase VAM capacity to meet growing customer demand globally with minimal investment. We believe our production technology is among the lowest cost in the industry and provides us with global growth opportunities through low cost expansions and a cost advantage over our competitors.
Our emulsion polymers business is a leading global producer of vinyl acetate-based emulsions and develops products and application technologies to improve performance, create value and drive innovation in applications such as paints and coatings, adhesives, construction, glass fiber, textiles and paper. Our emulsion polymers products are sold under globally and regionally recognized brands including EcoVAE®, Mowilith®, Vinamul®, Celvolit®, DurosetDur-O-Set®, TufCOR® and Avicor®. The emulsion polymers business has production facilities in Canada, China, Germany, the Netherlands, Singapore, Sweden and the US and is supported by expert technical service regionally.
Our EVA polymers business is a leading North American manufacturer of a full range of specialty EVA resins and compounds, as well as select grades of LDPE. Sold under the Ateva® and VitalDose® brands,brand, these products are used in many applications, including flexible packaging films, lamination film products, hot melt adhesives, automotive parts and carpeting. Our EVA polymers business has a production facility in Edmonton, Alberta, Canada.
The Industrial Specialties segment builds on our leading acetyl technology. Our Acetyl Intermediates segmentintermediate chemistry business produces VAM, a primary raw material for our emulsion polymers and EVA polymers businesses. Ethylene, another key raw material, is purchased externally from a variety of sources through annual or multi-year contracts.
Our emulsion polymers business has experienced significant growth in Asia, and we have made investments to support continued growth in the region. In September 2016, we beganregion including production at our new VAE emulsions unit in Singapore, which will supportsupporting growing demand for ecologically friendly materials in Southeast Asia. In addition to geographic growth, the Industrial Specialties businesses are focused on supporting our overall manufacturing footprint strategy to increase value, such as integrating our production sites to provide critical economies of scale.
Key Products
Our emulsion polymers business produces conventional vinyl- and acrylate-based emulsions and VAE emulsions. VAE emulsions are a key component of water-based architectural coatings, adhesives, non-wovens, textiles, glass fiber and other applications.
Our EVA polymers business produces low-density polyethylene, EVA resins and compounds. Low-density polyethylene is produced in high-pressure reactors from ethylene, while EVA resins and compounds are produced in high-pressure reactors from ethylene and VAM.

Geographic Regions
Net sales by destination for the Industrial Specialties segment by geographic region are as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except percentages)
North America337
 35% 401
 37% 461
 38%
Europe and Africa460
 47% 485
 45% 562
 46%
Asia-Pacific165
 17% 180
 17% 181
 15%
South America14
 1% 16
 1% 20
 1%
Total(1)
976
 100% 1,082
 100% 1,224
 100%
___________________________
(1)
Excludes intersegment sales of $3 million, $0 million and $0 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Customers
Industrial Specialties' products are sold to a diverse group of regional and multinational customers. Customers of our emulsion polymers business are manufacturers of water-based paints and coatings, adhesives, paper, building and construction products, glass fiber, non-wovens and textiles. Customers of our EVA polymers business are engaged in the manufacture of a variety of products, including hot melt adhesives, automotive components, thermal laminations, and flexible and food packaging materials.
Pricing of our products within Industrial Specialties is influenced by changes in the cost of raw materials. Therefore, in general, there is a direct correlation between the cost of raw materials and our net sales for most Industrial Specialties products. This impact to pricing typically lags changes in raw material costs over months or quarters.
Acetyl Intermediates
ProductsMajor End-Use
Applications
Principal CompetitorsKey Raw Materials
• Acetic acid
• VAM
• Acetic anhydride
• Acetaldehyde
Solvents and derivatives:
• Ethyl acetate
• Formaldehyde
• Butyl acetate
• Ethanol
•  Paints
•  Coatings
•  Adhesives
•  Lubricants
•  Pharmaceuticals
•  Films
•  Textiles
•  Inks
•  Plasticizers
•  Solvents
• BASF SE
• BP PLC
• Chang Chun Petrochemical Co., Ltd.
• Daicel Corporation
• The Dow Chemical Company
• Eastman Chemical Company
• E. I. du Pont de Nemours and Company
• Jiangsu Sopo (Group) Co., Ltd.
• Kuraray Co., Ltd.
• LyondellBasell Industries N.V.
• Nippon Gohsei
• Perstorp Inc.
• Showa Denko K.K.
For acetic acid and VAM:
• Carbon monoxide
• Methanol
• Ethylene
For solvents and derivatives:
• Methanol
• Acetic acid

Overview
Our Acetyl Intermediates segment includes our intermediate chemistry business, which produces and supplies acetyl products, including acetic acid, VAM, acetic anhydride and acetate esters. These products are generally used as starting materials for colorants, paints, adhesives, coatings and pharmaceuticals. Our intermediate chemistry business also produces organic solvents and intermediates for pharmaceutical, agricultural and chemical products.
As an industry leader, our intermediate chemistry business has built on its leading technology, low cost production footprint and attractive competitive position to drive growth. With decades of experience, advanced proprietary process technology and favorable capital and production costs, we are a leading global producer of acetic acid and VAM. AOPlus®3 technology extends our historical technology advantage and enables us to construct a greenfield acetic acid facility with a capacity of 1.8 million tons at a lower capital cost than our competitors. Our VAntage®2 technology could increase VAM capacity by up to 50% to meet growing customer demand globally with minimal investment. We believe our production technology is among the lowest cost in the industry and provides us with global growth opportunities through low cost expansions and a cost advantage over our competitors. In addition, we have focused in recent years on enhancing our ability to drive incremental value through our global production network and productivity initiatives as well as proactively managing the intermediate chemistry business in response to trade flows and prevailing industry trends. Our intermediate chemistry business has production sites in China, Germany, Mexico, Singapore and the US.
Key Products
Acetyl Products. Acetyl products include acetic acid, VAM, acetic anhydride and acetaldehyde. Acetic acid is primarily used to manufacture VAM, purified terephthalic acid and other acetyl derivatives. VAM is used in a variety of adhesives, paints, films, coatings and textiles. Acetic anhydride is a raw material used in the production of cellulose acetate, detergents and pharmaceuticals. Acetaldehyde is a major feedstock for the production of a variety of derivatives, such as pyridines, which are used in agricultural products. We manufacture acetic acid, VAM and acetic anhydride for our own use in producing downstream, value-added products, as well as for sale to third parties.
Acetic acid and VAM, our basic acetyl intermediates products, are primarily impacted byleverage global supply and demand fundamentals. The principal raw materials in these products are carbon monoxide, which is purpose-mademethanol and in which weethylene. We generally purchase carbon monoxide under long-term contracts, and we now have the ability to produce carbon monoxide internally with the purchase of the synthesis gas unit from Linde AG. We generally purchase methanol and ethylene which we generally purchase under both annual and multi-year contracts. Generally, methanolMethanol and ethylene are commodity products and generally available from a wide variety of sources, while carbon monoxide is typically obtained from sourcespurpose-made in close proximity.
In February 2014, we formedWe have a joint venture, Fairway Methanol LLC ("Fairway"), with Mitsui & Co., Ltd., of Tokyo, Japan ("Mitsui"), in which we own a 50% interest, for the production of methanol at our integrated chemical plant in Clear Lake, Texas. The methanol unit utilizes natural gas in the US Gulf Coast region as a feedstock and benefits from the existing infrastructure at our Clear Lake facility. The methanol facility has an annual capacity of 1.3 million tons. Fairway began production in October 2015.feedstock. Almost all of our North American methanol needs are met from our share of the production, as well as the long-term contract we have with our joint venture partner, Mitsui.
In 2015, we announced capacity expansions forOn September 21, 2019, a localized fire occurred at our acetic acid and VAM facilities in Clear Lake, Texas. The expansions will provide an additional 150ktTexas facility, resulting in damage to the carbon monoxide production unit. See Item 7. Management's Discussion and Analysis of productFinancial Condition and Results of Operations for both facilities. The expansionfurther information.
On February 13, 2019, we completed the acquisition of a 365kt synthesis gas production unit from Linde AG, located at our VAM facility will make it the largestClear Lake, Texas facility. The acquisition further strengthens our capability of managing future productivity and most efficient VAM plantgrowth in the world and is expected to be completed by 2018.production of acetic acid.
Sales from acetyl products amounted to 29%27%, 31% and 33%27% of our consolidated net sales for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.

Solvents and Derivatives. We manufacture a variety of solvents, formaldehyde and other chemicals, which in turn are used in the manufacture of paints, coatings, adhesives and other products. Many solvents and derivatives products are derived from our production of acetic acid. Primary products are:
Ethyl acetate, an acetate ester that is a solvent used in coatings, inks and adhesives and in the manufacture of photographic films and coated papers;adhesives;
Butyl acetate, an acetate ester that is a solvent used in inks, pharmaceuticals and perfume; and
Formaldehyde and paraformaldehyde, which are primarily used to produce adhesive resins for plywood, particle board, coatings, POM engineering resins and a compound used in making polyurethane;polyurethane.
Emulsion Polymers. Our emulsion polymers business produces conventional vinyl- and acrylate-based emulsions and VAE emulsions. VAE emulsions are a key component of water-based architectural coatings, adhesives, non-wovens, textiles, glass fiber and other applications. VAE emulsions are in high demand in Europe and Asia as they enable low volatile organic compound paints, specifically in interior paints.

Other chemicals, such as crotonaldehyde, which are used by our food ingredients business for the production of sorbic acid and potassium sorbates, as well as raw materials for the fragrance and food ingredients industry.
Sales from solvents and derivativesemulsion polymer products amounted to 9%14%, 10%13% and 11%13% of our consolidated net sales for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.
Geographic Regions
Net sales by destination for the Acetyl Intermediates segment by geographic regionEVA Polymers. Our EVA polymers business produces low-density polyethylene, EVA resins and compounds. Low-density polyethylene is produced in high-pressure reactors from ethylene, while EVA resins and compounds are as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except percentages)
North America645
 32% 588
 26% 743
 25%
Europe and Africa493
 24% 711
 31% 905
 31%
Asia-Pacific833
 41% 932
 40% 1,210
 41%
South America69
 3% 66
 3% 103
 3%
Total(1)
2,040
 100% 2,297
 100% 2,961
 100%
produced in high-pressure reactors from ethylene and VAM.
___________________________
(1)
Excludes intersegment sales of $401 million, $447 million and $532 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Customers
Our intermediate chemistry business sells its products both directly to customers and through distributors. Acetic acid, VAM and acetic anhydride are global businesses, and we generally supply our customers under multi-year contracts.a mix of short- and long-term agreements. Acetic acid, VAM and acetic anhydride customers produce polymers used in water-based paints, adhesives, paper coatings, polyesters, film modifiers, pharmaceuticals, cellulose acetate and textiles. We have long-standing relationships with most of these customers.
Solvents and derivatives are sold to a diverse group of regional and multinational customers under multi-year contracts and on the basis of long-standing relationships. Solvents and derivatives customers are primarily engaged in the production of paints, coatings and adhesives. We manufacture formaldehyde for our own use as well as for sale to a few regional customers that includecustomers.
Emulsion and EVA polymers products are sold to a diverse group of regional and multinational customers. Customers of our emulsion polymers business are manufacturers of water-based paints and coatings, adhesives, paper, building and construction products, glass fiber, non-wovens and textiles. Customers of our EVA polymers business are engaged in the wood products and chemical derivatives industries. The salemanufacture of formaldehyde is based on long- and short-term agreements. Specialty solvents are sold globally to a wide variety of customers, primarily in the coatingsproducts, including hot melt adhesives, automotive components, thermal laminations, and resinsflexible and the specialty products industries. These products serve global regions in the synthetic lubricant, agrochemical, rubber processing and other specialty chemical areas.food packaging materials.
Pricing of acetic acid, VAM and other acetylour products within the Acetyl Chain segment is influenced by industry utilization and changes in the cost of raw materials. Therefore, in general, there is a direct correlation between the cost of raw materialsthese factors and our netNet sales for most intermediate chemistry products. This impact to pricing typically lags changes in raw material costs over months or quarters.quarters and impacts profit margins over those periods.
See Note 27 - Revenue Recognition in the accompanying consolidated financial statements for further information.
Other Activities
Other Activities primarily consists of corporate center costs, including administrative activities such as finance, information technology and human resource functions, interest income and expense associated with our financing activities and results of our captive insurance companies. Our two wholly-owned captive insurance companies are a key component of our global risk management program, as well as a form of self-insurance for our liability and workers compensation risks. The captive insurance companies retain risk at levels approved by management and obtain reinsurance coverage from third parties to limit the net risk retained. One of the captive insurance companies also insures certain third-party risks. Other Activities also includes the interest cost, expected return on assets and net actuarial gains and losses components of our net periodic benefit cost for our defined benefit pension plans and other postretirement plans, which are not allocated to our business segments. Ongoing merger, acquisition and integration related costs are also included in Other Activities.

Strategic Affiliates
Our strategic affiliates represent an important component of our strategy for accelerated growth and global expansion. We have a substantial portfolio of affiliates in various regions, including Asia-Pacific, North America and the Middle East. These affiliates, some of which date back as far as the 1960s, have sizeable operations and are significant within their industries.

Our strategic affiliates have similar business models as our core businesses. With shared characteristics such as products, applications and manufacturing technology, these strategic affiliates complement and extend our technology and specialty materials portfolio. We have historically entered into these investments to gain access to local demand, minimize costs and accelerate growth in areas we believe have significant future business potential. Depending on the level of investment and other factors, we account for our strategic affiliates using either the equity method or cost method of accounting.
Our strategic affiliates contribute substantial earnings and cash flows to us. During the year ended December 31, 2016,2019, our equity method strategic affiliates generated combined sales of $2.0$2.4 billion, resulting in our recording $122$157 million of equity in net earnings of affiliates and $92$143 million of dividends.
Our strategic affiliatesas of December 31, 20162019 are as follows:
Location of
Headquarters
 Ownership Partner(s) 
Year
Entered
Location of
Headquarters
 Ownership Partner(s) 
Year
Entered
Equity Method Investments 
Advanced Engineered Materials 
Equity Investments 
Engineered Materials 
National Methanol Company
Saudi
Arabia
 25 % 
Saudi Basic Industries Corporation (50%);
Texas Eastern Arabian Corporation Ltd. (25%)
 1981
Saudi
Arabia
 25 % 
Saudi Basic Industries Corporation (50%);
Texas Eastern Arabian Corporation Ltd. (25%)
 1981
KEPCO
South
Korea
 50 % 
Mitsubishi Gas Chemical Company, Inc. (40%);
Mitsubishi Corporation (10%)
 1999
South
Korea
 50 % 
Mitsubishi Gas Chemical Company, Inc. (40%);
Mitsubishi Corporation (10%)
 1999
PolyplasticsJapan 45 % Daicel Corporation (55%) 1964Japan 45 % Daicel Corporation (55%) 1964
Fortron Industries LLCUS 50 % Kureha America Inc. (50%) 1992US 50 % Kureha America Inc. (50%) 1992
Cost Method Investments 
Consumer Specialties 
Equity Investments Without Readily Determinable Fair ValueEquity Investments Without Readily Determinable Fair Value 
Acetate Tow 
Kunming Cellulose Fibers Co. Ltd.China 30 % China National Tobacco Corporation (70%) 1993China 30 % China National Tobacco Corporation (70%) 1993
Nantong Cellulose Fibers Co. Ltd.China 31 % China National Tobacco Corporation (69%) 1986China 31 % China National Tobacco Corporation (69%) 1986
Zhuhai Cellulose Fibers Co. Ltd.China 30 % China National Tobacco Corporation (70%) 1993China 30 % China National Tobacco Corporation (70%) 1993
National Methanol Company (Ibn Sina). National Methanol Company represents approximately 1% of the world's methanol production capacity and is one of the world's largest producers of methyl tertiary-butyl ether, a gasoline additive. Its production facilities are located in Saudi Arabia. Saudi Basic Industries Corporation ("SABIC") is responsible for all product marketing. Methanol is a key feedstock for POM production and is produced by our Ibn Sina affiliate which provides an economic hedge against raw material costs in our engineered materials business.
Ibn Sina is currently constructing a 50,000 ton POM production facility in Saudi Arabia. The new facility will supply POM to support Advanced Engineered Materials' future growth plans as well as our venture partners' regional business development. Upon successful startup of the POM facility, which is expected to occur in mid-2017, our indirect economic interest in Ibn Sina will increase from 25% to 32.5%. SABIC's economic interest will remain unchanged.
KEPCO. KEPCO is the leading producer of POM in South Korea. KEPCO has polyacetal production facilities in Ulsan, South Korea, compounding facilities for PBT and nylon in Pyongtaek, South Korea, and participates with Polyplastics and Mitsubishi Gas Chemical Company, Inc. in a world-scale POM facility in Nantong, China.
Polyplastics. Polyplastics is a leading supplier of engineered plastics. Polyplastics is a manufacturer and/or marketer of POM, LCP and PPS, with principal production facilities located in Japan and Malaysia.
Fortron Industries LLC. Fortron Industries LLC ("Fortron") is a leading global producer of PPS, sold under the Fortron® brand, which is used in a wide variety of automotive and other applications, especially those requiring heat and/or chemical resistance. Fortron's facility is located in Wilmington, North Carolina. This venture combines our sales, marketing, distribution, compounding and manufacturing expertise with the PPS polymer technology expertise of Kureha America Inc.
Cellulose derivativesAcetate Tow strategic ventures. Our cellulose derivativesAcetate Tow ventures within our Consumer Specialties segment generally fund their operations using operating cash flow and pay dividends based on each ventures' performance in the preceding year. In 2016, 20152019, 2018 and 2014,2017, we received cash dividends of $112 million, $112 million and $107 million, $106 million and $115 million, respectively.

Although our ownership interest in each of our cellulose derivativesAcetate Tow ventures exceeds 20%, we account for these investments using theat cost method of accountingafter considering observable price changes for similar instruments, minus impairment, if any, because we determined that we

cannot exercise significant influence over these entities due to local government investment in and influence over these entities, limitations on our involvement in the day-to-day operations and the present inability of the entities to provide timely financial information prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP").America. Further, these investments were determined not to have a readily determinable fair value.
Other Equity Method Investments
InfraServs. We hold indirect ownership interests in several German InfraServ Groups that own and develop industrial parks and provide on-site generalvarious technical and administrative supportservices to tenants. Our ownership interest in the equity investments in InfraServ affiliates are as follows:
 As of December 31, 20162019
 (In percentages)
InfraServ GmbH & Co. Gendorf KG3930
InfraServ GmbH & Co. Hoechst KG32
YNCORIS GmbH & Co. KG(1)
22
______________________________
(1)
Formerly known as InfraServ GmbH & Co. Knapsack KG27KG.
Research and Development
Our businesses are innovation-oriented and conduct research and development activities to develop new, and optimize existing, production technologies, as well as to develop commercially viable new products and applications. Research and development expense was $78 million, $119 million and $86 million for the years ended December 31, 2016, 2015 and 2014, respectively. We consider the amounts spent during each of the last three fiscal years on research and development activities to be sufficient to execute our current strategic initiatives.
Intellectual Property
We attach importance to protecting our intellectual property, including safeguarding our confidential information and through our patents, trademarks and copyrights, in order to preserve our investment in research and development, manufacturing and marketing. Patents may cover processes, equipment, products, intermediate products and product uses. We also seek to register trademarks as a means of protecting the brand names of our Company and products.
Patents. In most industrial countries, patent protection exists for new substances and formulations, as well as for certain unique applications and production processes. However, we do business in regions of the world where intellectual property protection may be limited and difficult to enforce.
Confidential Information. We maintain stringent information security policies and procedures wherever we do business. Such information security policies and procedures include data encryption, controls over the disclosure and safekeeping of confidential information and trade secrets, as well as employee awareness training.
Trademarks. AOPlus Amcel®, AOPlus®, Ateva®, Avicor®, BriteCoatCelanese®, CelaneseCelanex®, CelanexCelanyl®, Celcon®, CelFXCelstran®, CelstranCelvolit®, CelvolitClarifoil®, ClarifoilDur-O-Set®, DurosetECOMID®, EcoVAE®, Factor®, Forprene®, FRIANYL®, Fortron®, GHR®, GUR®, Hostaform®, ImpetLaprene®, MetaLX®, Mowilith®, MetaLXMT®, MTNILAMID®, Nutrinova®, QorusNylfor®, OmniLon®, Pibiflex®, Pibifor®, Pibiter®, Polifor®, Resyn®, Riteflex®, SlideX™SlideX®, Sofprene®, Sofpur®, Sunett®, TCXTalcoprene®, Tecnoprene®, Thermx®, TufCOR®, VAntage®, VAntagePlus™, Vectra®, Vinac®, Vinamul®, VitalDose®, Zenite® and certain other branded products and services named in this document are registered or reserved trademarks or service marks owned or licensed by Celanese. The foregoing is not intended to be an exhaustive or comprehensive list of all registered or reserved trademarks and service marks owned or licensed by Celanese. Fortron® is a registered trademark of Fortron Industries LLC. Hostaform® is a registered trademark of Hoechst GmbH. Mowilith® is a and NILAMID® are registered trademarktrademarks of Celanese in most European countries.
We monitor competitive developments and defend against infringements on our intellectual property rights. Neither Celanese nor any particular business segment is materially dependent upon any one patent, trademark, copyright or trade secret.
Environmental and Other Regulation
Matters pertaining to environmental and other regulations are discussed in Item 1A. Risk Factors, as well as Note 2 - Summary of Accounting Policies, Note 16 - Environmental and Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements.

Employees
Our employees employed on a continuing basis throughout the world are as follows:
 Employees as of

December 31, 20162019
North America 
US2,6002,764

Canada249184

Mexico691572

Total3,5403,520

Europe 
Germany1,4001,560

Other Europe1,2341,417

Total2,6342,977

Asia9971,083

Rest of World122134

Total7,2937,714

Backlog
We do not consider backlog to be a significant indicator of the level of future sales activity. In general, we do not manufacture our products against a backlog of orders. Production and inventory levels are based on the level of incoming orders as well as projections of future demand. Therefore, we believe that backlog information is not material to understanding our overall business and should not be considered a reliable indicator of our ability to achieve any particular level of net sales or financial performance.
Available Information — Securities and Exchange Commission ("SEC") Filings and Corporate Governance Materials
We make available free of charge, through our internet website (http://www.celanese.com), our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as well as ownership reports on Form 3 and Form 4, as soon as reasonably practicable after electronically filing such material with, or furnishing it to, the SEC. References to our website in this report are provided as a convenience, and the information on our website is not, and shall not be deemed to be a part of this report or incorporated into any other filings we make with the SEC. The SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers, including Celanese Corporation, that electronically file with the SEC at http://www.sec.gov.
We also make available free of charge, through our website, our Corporate Governance Guidelines of our Board of Directors and the charters of each of the standing committees of our Board of Directors.

Item 1A.  Risk Factors
Many factors could have an effect on our financial condition, cash flows and resultsof operations. We are subject to various risks resulting from changing economic,environmental, political, industry, business, financial and regulatory conditions. The factorsdescribed below represent our principal risks.
Risks Related to Our Business
We are exposed to generaleconomic, political and regulatory conditions and risks in the countries in which wehave operations and customers.
We operate globally and have customers in many countries. Our major facilities are primarily located in North America, Europe and Asia, and we hold interests in affiliates that operate in the United States ("US"), Germany, China, Japan, Malaysia, South Korea and Saudi Arabia. Our principal customers are similarly global in scope and the prices of our most significant products are typically regional or world market prices. Consequently, our business and financial results are affected, directly and indirectly, by world economic conditions, including instability in credit markets, declining consumer and business confidence, fluctuating commodity prices and interest rates, volatile exchange rates and other challenges such as the changing regulatory environment.
Our operations are also subject to global political conditions. For example, the US' withdrawal from the Trans-Pacific Partnership, any future withdrawal or renegotiation of trade agreements, includingor the North American Free Trade Agreement,failure to reach agreement over trade agreements, or the imposition of new or increased tariffs on our products or raw materials, or the more aggressive prosecution of trade disputes with countries like China, may increase costs or reduce profitability, or adversely affect our ability to operate our business and execute our growth strategy. In addition, it may be more difficult for us to enforce agreements, collect receivables, receive dividends and repatriate earnings through foreign legal systems. In certain foreign jurisdictions our operations are subject to nationalization and expropriation risk and some of our contractual relationships within these jurisdictions are subject to cancellation without full compensation for loss. Furthermore, in certain cases where we benefit from local government subsidies or other undertakings, such benefits are subject to the solvency of local government entities and are subject to termination without meaningful recourse or remedies.
We have invested significant resources in China and other Asian countries. This region's growth may slow, and we may fail to realize the anticipated benefits associated with our investment there and, consequently, our financial results may be adversely impacted.
In addition, we have significant operations and financial relationships based in Europe. Historically, sales originating in Europe have accounted for over one-third of our net sales. For example, in 2016,2019, sales originating in Europe accounted for approximately 40% of our net sales. Adverse conditions in the European economy related to the United Kingdom's exit from the European Union ("EU") membership referendum or otherwise may negatively impact our overall financial results due to reduced economic growth, and resulting decreased end-use customer demand.demand or other factors.
We are subject to risks associated with the increased volatility in the prices andavailability of key raw materials and energy, which could have a significant adverse effect on the margins of our products and our financial results.
We purchase significant amounts of ethylene, methanol, carbon monoxide and natural gas from third parties primarily for use in our production of basic chemicals in the Acetyl Intermediates segment,our intermediate chemistry business, principally acetic acid, vinyl acetate monomer ("VAM") and formaldehyde. We use a portion of our output of these chemicals, in turn, as inputs in the production of downstream products in all of our business segments. We also purchase some of these raw materials for use in our Industrial Specialties segment,emulsion polymers and EVA polymer businesses, primarily for vinyl acetate ethylene emulsions and ethylene vinyl acetate production, as well as significant amounts of wood pulp for use in our production of cellulose derivatives in our Consumer Specialties segment.acetate tow. The price of many of these items is dependent on the available supply of that item and may increase significantly as a result of uncertainties associated with war, terrorist activities, civil unrest, epidemics, pandemics, weather, natural disasters, the effects of climate change or political instability, plant or production disruptions, strikes or other labor unrest, breakdown or degradation of transportation infrastructure used in the delivery of strategic raw materials and energy commodities, or changes in laws or regulations in any of the countries in which we have significant suppliers. In particular, to the extent of our vertical integration in the production of chemicals, shortages in the availability of raw material chemicals, such as natural gas, ethylene and methanol, or the loss of our dedicated supplies of carbon monoxide, may have an increased adverse impact on us as it can cause a shortage in intermediate and finished products. Such shortages would adversely impact our ability to produce certain products and increase our costs resulting in reduced margins and adverse financial results.

We are exposed to volatility in the prices of our raw materials and energy. Although we have long-term supply agreements, multi-year purchasing and sales agreements and forward purchase contracts providing for the supply of ethylene, methanol, carbon monoxide, wood pulp, natural gas and electricity, the contractual prices for these raw materials and energy can vary with economic conditions and may be highly volatile. In addition to the factors noted above that may impact supply or price, factors that have caused volatility in our raw material prices in the past and which may do so in the future include:
Shortages of raw materials due to increasing demand, e.g., from growing uses or new uses;
Capacity constraints, e.g., due to construction delays, labor disruption, involuntary shutdowns or turnarounds;
The inability of a supplier to meet our delivery orders or a supplier's choice not to fulfill orders or to terminate a supply contract or our inability to obtain or renew supply contracts on favorable terms;
The general level of business and economic activity; and
The direct or indirect effect of governmental regulation (including the impact of government regulation relating to climate change).
If we are not able to fully offset the effects of higher energy and raw material costs through price increases, productivity improvements or cost reduction programs, or if such commodities become unavailable, it could have a significant adverse effect on our ability to timely and profitably manufacture and deliver our products resulting in reduced margins and adverse financial results.
We have a practice of maintaining, when available, multiple sources of supply for raw materials and services. However, some of our individual plants may have single sources of supply for some of their raw materials, such as carbon monoxide, steam and ethylene, or site services. Although we have been able to obtain sufficient supplies of raw materials and services, there can be no assurance that unforeseen developments will not affect our ability to source raw materials or services in the future. Even if we have multiple sources of supply for a raw material or a service, there can be no assurance that these sources can make up for the loss of a major supplier. Furthermore, if any sole source or major supplier were unable or unwilling to deliver a raw material or a service for an extended period of time, we may not be able to find an acceptable alternative or any such alternative could result in increased costs. It is also possible profitability will be adversely affected if we are required to qualify additional sources of supply for a raw material or a service to our specifications in the event of the loss of a sole source or major supplier.
A portionAlmost all of our supply of methanol in North America is currently obtained from our joint venture, Fairway Methanol LLC ("Fairway"), with Mitsui & Co., Ltd., of Tokyo, Japan, in which we own a 50% interest, for the production of methanol at our integrated chemical plant in Clear Lake, Texas. Fairway began production in October 2015.
Production at our manufacturing facilities, or at our suppliers', could be disrupted for a variety ofreasons, which could prevent us from producing enough of our products to maintain oursales and satisfy our customers' demands.
A disruption in production at one or more of our manufacturing facilities, or our suppliers, could have a material adverse effect on our business. Disruptions could occur for many reasons, including fire, natural disasters, weather, unplanned maintenance or other manufacturing problems, disease, strikes or other labor unrest, transportation interruption, government regulation, political unrest or terrorism. Alternative facilities with sufficient capacity or capabilities may not be available, may cost substantially more or may take a significant time to start production, each of which could negatively affect our business and financial performance. If one of our key manufacturing facilities is unable to produce our products for an extended period of time, our sales may be reduced by the shortfall caused by the disruption and we may not be able to meet our customers' needs, which could cause them to seek other suppliers. In particular, production disruptions at our manufacturing facilities that produce chemicals used as inputs in the production of chemicals in other business segments, such as acetic acid, VAM and formaldehyde, could have a more significant adverse effect on our business and financial performance and results of operations to the extent of such vertical integration. Furthermore, to the extent a production disruption occurs at a manufacturing facility that has been operating at or near full capacity, the resulting shortage of our product could be particularly harmful because production at such manufacturing facility may not be able to reach levels achieved prior to the disruption. During 2019, production of acetic acid and VAM was disrupted due to a localized fire at our Clear Lake, Texas facility, which caused reduced sales and profits.
Disruptions or interruptions of production or operations could also occur due to accidents, interruptions in sources of raw materials, cyber security incidents, terrorism or political unrest, public health crises (including, but not limited to, the coronavirus outbreak), or other unforeseen events or delays in construction or operation of facilities, including as a result of

geopolitical conditions, the occurrence of acts of war or terrorist incidents or as a result of weather, natural disasters, or other crises including public health crises.
Failure to develop new products and production technologies or to implementproductivity and cost reduction initiatives successfully, may harm our competitiveposition.
Our operating results depend significantly on the development of commercially viable new products, product grades and applications, as well as process technologies, free of any legal restrictions. If we are unsuccessful in developing new products, applications and production processes in the future, including failing to leverage our opportunity pipeline in our Advanced

Engineered Materials segment, our competitive position and operating results may be negatively affected. However, as we invest in new technology, we face the risk of unanticipated operational or commercialization difficulties, including an inability to obtain necessary permits or governmental approvals, the development of competing technologies, failure of facilities or processes to operate in accordance with specifications or expectations, construction delays, cost over-runs, the unavailability of financing, required materials or equipment and various other factors. Likewise, we have undertaken and are continuing to undertake initiatives in all of our business segments to improve productivity and performance and to generate cost savings. These initiatives may not be completed or beneficial or the estimated cost savings from such activities may not be realized.
Our business exposes us to potential product liability, warranty, and tort claims, and recalls, whichcould adversely affect our financial condition and performance.
The development, manufacture and sale of specialty chemical products by us, including products produced for the food and beverage, cigarette, automobile, construction, aerospace, medical device and pharmaceutical industries, involves a risk of exposure to product liability, warranty, and tort claims, product recalls, product seizures and related adverse publicity. A product liability, warranty, or tort claim or judgment against us that is larger than those typically experienced in the regular course of business could also result in substantial and unexpected expenditures, affect consumer or customer confidence in our products, and divert management's attention from other responsibilities. Although we maintain product liability insurance, there can be no assurance that this type or the level of coverage is adequate or that we will be able to continue to maintain our existing insurance or obtain comparable insurance at a reasonable cost, if at all. A product recall or a significant partially or completely uninsured judgment against us could have a material adverse effect on our results of operations or financial condition. Although we have standard contracting policies and controls, we may not always be able to contractually limit our exposure to third party claims should our failure to perform result in downstream supply disruptions or product recalls.
We could be subject to damages based on claims brought against us by our customers or lose customers as a result of the failure of our products to meet certain quality specifications.
Our products provide important performance attributes to our customers' products. If a productone of our products fails to perform in a manner consistent with applicable quality specifications, a customer could seek replacement of the product or damages for costs incurred as a result of the product failing to perform as guaranteed. A successful claim or series of claims against us could have a material adverse effect on our financial condition and results of operations and could result in a loss of one or more key customers.
Our future success depends in part on our ability to protect our intellectualproperty rights.rights and our rights to use our intellectual property. Our inability to protect and enforce these rights could reduce ourability to maintain our industry position and our profit margins.
We rely on our patents, trademarks, copyrights, know-how and trade secrets, and patents and other technology licensed from third parties, to protect our investment in research and development and our competitive commercial positions in manufacturing and marketing our products. We have adopted internal policies for protecting our know-how and trade secrets. In addition, our practice is to seek patent or trade secret protection for significant developments that provide us competitive advantages and freedom to practice for our businesses. Patents may cover catalysts, processes, products, intermediate products and product uses. These patents are usually filed in strategic countries throughout the world and provide varying periods and scopes of protection based on the filing date and the type of patent application. The legal life and scope of protection provided by a patent may vary among those countries in which we seek protection. As patents expire, the catalysts, processes, products, intermediate products and product uses described and claimed in those patents generally may become available for use by the public subject to our continued protection for associated know-how and trade secrets. We also monitor intellectual property of others, especially patents that could impact our rights to commercially implement research and development, our rights to manufacture and market our products, and our rights to use know-how and trade secrets. We will not intentionally infringe upon the valid intellectual property rights of others, and we will continue to assess and take actions as necessary to protect our positions. We also seek to register trademarks as a means of protecting the brand names of our products, which brand names

become more important once the corresponding product or process patents have expired. We operate in regions of the world where intellectual property protection may be limited and difficult to enforce and our continued growth strategy may result in us seeking intellectual property protection in additional regions with similar challenges. We also monitor the trademarks of others and take action when our trademark rights are being infringed upon. If we are not successful in protecting or maintaining our patent, license, trademark or other intellectual property rights, or protecting our rights to commercially make, market and sell our products, our net sales, results of operations and cash flows may be adversely affected.
Our business is exposed to risks associated with the creditworthiness of oursuppliers, customers and business partners and the industries in which our suppliers, customers and business partnersparticipate are cyclical in nature, both of which may adversely affectour business and results of operations.
Our business is exposed to risks associated with the creditworthiness of our key suppliers, customers and business partners and reductions in demand for our customers' products. These risks include the interruption of production at the facilities of our customers, the reduction, delay or cancellation of customer orders, delays in or the inability of customers to obtain financing to purchase our products, delays in or interruptions of the supply of raw materials we purchase and bankruptcy of customers, suppliers or other creditors. Furthermore, some of the industries in which our end-use customers participate, such as the automotive, electrical, construction and textile industries, are highly competitive, to a large extent driven by end-use

applications, and may experience overcapacity, all of which may affect demand for and the pricing of our products. In addition, many of these industries are cyclical in nature, thus posing risks to us that vary throughout the year. The occurrence of any of these events may adversely affect our cash flow, profitability and financial condition.
Failure to comply with applicable laws or regulations and/or changes in applicable laws or regulations may adversely affect our business and financial results as a whole.
We are subject to extensive international, national, state, local and other laws and regulations. Failure to comply with these laws, including antitrust and anticorruption laws, rules, regulations or court decisions, could expose us to fines, penalties and other costs. Although we have implemented policies and procedures designed to ensure compliance with these laws, rules, regulations and court decisions, there can be no assurance that our employees and business partners and other third parties acting on our behalf will comply with these laws, rules, regulations and court decisions, which could result in fines, penalties and costs and damage to our business reputation.
Moreover, changes in laws or regulations, including the more aggressive enforcement of such laws and regulations, such as unexpected changes in regulatory requirements (including import or export licensing requirements), or changes in reporting requirements of the US, Canadian, Mexican, German, EU or Asian governmental agencies, could increase the cost of doing business in these regions. In addition, enforcement of environmental or other governmental policy may result in plant shut downs or significantly decreased production, such as in China on high pollution days. Any of these conditions, including the failure to obtain or maintain operating permits for our business, may have an effect on our business and financial results as a whole and may result in volatile current and future prices for our securities, including our stock.products and raw materials. See Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information.
Environmental regulations and other obligations relating to environmental matterscould subject us to liability for fines, clean-ups and other damages, requireus to incur significant costs to modify our operations and increase our manufacturingand delivery costs.
Costs related to our compliance with environmental laws and regulations, and potential obligations with respect to sites currently or formerly owned or operated by us, may have a significant negative impact on our operating results. We also have obligations related to the indemnity agreement contained in the demerger and transfer agreement between Celanese GmbH and Hoechst AG for environmental matters arising out of certain divestitures that took place prior to the demerger.
Our operations are subject to extensive international, national, state, local and other laws and regulations that govern environmental and health and safety matters. We incur substantial capital and other costs to comply with these requirements. If we violate any one of those laws or regulations, we can be held liable for substantial fines and other sanctions, including limitations on our operations as a result of changes to or revocations of environmental permits involved. Stricter environmental, safety and health laws and regulations could result in substantial costs and liabilities to us or limitations on our operations. Consequently, compliance with these laws and regulations may negatively affect our earnings and cash flows in a particular reporting period. See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resourcesfor further information.

Changes in environmental, health and safety regulations in the jurisdictions where wemanufacture or sell our products could lead to a decrease in demand for ourproducts.
New or revised governmental regulations and independent studies relating to the effect of our products on health, safety or the environment may affect demand for our products and the cost of producing our products. In addition, products we produce, including VAM, formaldehyde and plastics derived from formaldehyde, may be classified and labeled in a manner that would adversely affect demand for such products. For example, in 2012 the International Agency for Research on Cancer ("IARC"), a private research agency within the World Health Organization, classified formaldehyde as carcinogenic to humans (Group 1) based on epidemiological studies linking formaldehyde exposure to nasopharyngeal cancer, a rare cancer in humans. In addition, several studies have investigated possible links between formaldehyde exposurehumans, and various end points, including leukemia. In October 2009, IARC concluded that there is sufficient evidence of2011, a causal association between formaldehyde and the development of leukemia. In 2011,similar conclusion was reached by the National Toxicology Program ("NTP") released the 12th report on carcinogens, which changed the classification of formaldehyde from "reasonably anticipated to be, a human carcinogen" to "known to be a human carcinogen". Similar to the IARC modification in 2009, the NTP report also implicates formaldehyde as a leukemogen.U.S. inter-agency research program. We anticipate that the results of the IARC's and the NTP's reviews will continue to be examined and considered by government regulatory agencies with responsibility for setting worker and environmental exposure standards and labeling requirements.
Other pending initiatives potentially will require toxicological testing and risk assessments of a wide variety of chemicals, including chemicals used or produced by us. These initiatives include the Voluntary Children'sFrank R. Lautenberg Chemical Evaluation Program, High Production Volume Chemical Initiative and expected modifications toSafety for the 21st Century Act which amended the Toxic Substances Control Act in(TSCA), the US,United States primary chemicals management law, as well as various European Commission regulatory programs, such as the Registration,REACH (Registration, Evaluation, Authorization and Restriction of Chemicals,

Chemicals), and new initiatives in Asia and other regions. These assessments may result in heightened concerns about the chemicals involved and additional regulatory requirements being placed on the production, handling, labeling and/or use of the subject chemicals. Such concerns and additional requirements could also increase the cost incurred by our customers to use our chemical products and otherwise limit the use of these products, which could lead to a decrease in demand for these products. Such a decrease in demand would likely have an adverse impact on our business and results of operations.
Our production facilities, including facilities we own and/or operate and operations at our facilities owned and/or operated by third parties, handle the processing of some volatile and hazardousmaterials that subject us to operating and other risks that could have a negative effect on ouroperating results.
Although we take precautions to enhance the safety of, and minimize the disruption to, our operations and operations at our facilities owned and/or operated by third parties, we are subject to operating and other risks associated with chemical manufacturing, including the storage and transportation of raw materials, finished products and waste. These risks include, among other things, pipeline and storage tank leaks and ruptures, explosions and fires and discharges or releases of toxic or hazardous substances. In addition, we may have limited control over operations at our facilities owned and/or operated by third parties or such operations may not be fully integrated into our safety programs.
These operating and other risks can cause personal injury, property damage, third-party damages and environmental contamination, and may result in the shutdown of affected facilities and the imposition of civil or criminal penalties. The occurrence of any of these events may disrupt production and have a negative effect on the productivity and profitability of a particular manufacturing facility, our operating results and cash flows.
US federal regulations aimed at increasing security at certain chemical productionplants and similar legislation that may be proposed in the future, if passedinto law, may increaseour operating costs and cause an adverse effect on our results of operations.


The Chemical Facility Anti-Terrorism Standards program ("CFATS Program"), which is administered by the Department of Homeland Security ("DHS"), identifies and regulates chemical facilities to ensure that they have security measures in place to reduce the risks associated with potential terrorist attacks on chemical plants located in the US. In December 2014, the Protecting and Securing Chemical Facilities from Terrorist Attacks Act of 2014 ("CFATS Act") was enacted. The CFATS Act reauthorizes the CFATS Program for four years. The CFATS Extension Act of 2019 ("HR 251") was signed into law by the President on January 19, 2019. HR 251 extends CFATS for 15 months, until April 19, 2020. This extension does not make any changes to the program and is intended to provide lawmakers the needed time to discuss improvements to CFATS and provides for a longer term authorization. DHS has released an interim final rule under the CFATS Program that imposes comprehensive federal security regulations for high-risk chemical facilities in possession of specified quantities of chemicals of interest. This rule establishes risk-based performance standards for the security of our nation's chemical facilities. It requires covered chemical facilities to prepare Security Vulnerability Assessments, which identify facility security vulnerabilities, and to develop and implement Site Security Plans, which include measures that satisfy the identified risk-based performance standards. We cannot determine with certainty the costs associated with any security measures that DHS may require.

We are subject to risks associated with possible climate change legislation,regulation and international accords.
Greenhouse gas emissions have become the subject of a large amount of international, national, regional, state and local attention. For example, the Environmental Protection Agency has promulgated rules concerning greenhouse gas emissions and cap and trade initiatives to limit greenhouse gas emissions have been introduced in the EU. In addition, regulation of greenhouse gas also could occur pursuant to future treaty obligations, statutory or regulatory changes or new climate change legislation. For instance, the 2015 Paris Climate Summit Agreement resulted in voluntary commitments by numerous countries to reduce their greenhouse gas emissions, which ultimately could result in firm commitments by various nations with respect to future greenhouse gas emissions. As such, future environmental legislative and regulatory developments related to climate change are possible, which could materially increase operating costs in the chemical industry and thereby increase our manufacturing and delivery costs.
Our business and financial results may be adversely affected by various legal andregulatory proceedings.
We are involved in legal and regulatory proceedings, lawsuits, claims and investigations in the normal course of business and could become subject to additional claims in the future, some of which could be material. The outcome of existing proceedings, lawsuits, claims and investigations may differ from our expectations because the outcomes of such proceedings, including regulatory matters, are often difficult to reliably predict. Various factors or developments can lead us to change current estimates of liabilities and related insurance receivables where applicable, or permit us to make such estimates for matters previously not susceptible to reasonable estimates, such as a significant judicial ruling or judgment, a significant settlement, significant regulatory developments, or changes in applicable law. A future adverse ruling, settlement, or unfavorable development could result in charges that could have a material adverse effect on our business, results of operations or financial

condition in any particular period. See Note 16 - Environmental and Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information.
Changes in, or the interpretation of, tax legislation or rates throughout the world could materially impact our results.
Our future effective tax rate and related tax balance sheet attributes could be impacted by changes in tax legislation throughout the world. The overall tax environment has made it increasingly challenging for multinational corporations to operate with certainty about taxation in many jurisdictions. For example, the European Commission has been conducting investigations focusing on whether local country tax rulings or tax legislation provide preferential tax treatment that violates EU state aid rules. In addition, the Organization of Economic Cooperation and Development, which represents a coalition of member countries, is supporting changes to numerous long-standing tax principles through its base erosion and profit shifting project, which is focused on a number of issues, including the shifting of profits among affiliated entities located in different tax jurisdictions. Furthermore, a number of countries where we do business, including the US and many countries in the EU, have changed or are considering changes in relevant tax, accounting and other laws, regulations and interpretations, including changes to tax laws applicable to multinational corporations. The increasingly complex global tax environment could have a material adverse effect on our effective tax rate, results of operations, cash flows and financial condition.
Currently,On December 31, 2017, the majority of our net sales are generated from customers located outsideTax Cuts and Jobs Act (the "TCJA") was enacted and was effective January 1, 2018. This overhaul of the US andtax law made a number of substantial portion of our assets and employees are located outsidechanges, including the reduction of the US. If these offshore funds are neededcorporate tax rate from 35% to 21%, establishing a dividends received deduction for our operations individends paid by foreign subsidiaries to the US, we will access such fundselimination or limitation of certain deductions (interest, domestic production activities and executive compensation), imposing a mandatory tax on previously unrepatriated earnings accumulated offshore since 1986 and establishing global minimum income tax and base erosion tax provisions related to offshore activities and affiliated party payments. The US Treasury issued several proposed and final regulations supplementing the TCJA in a2018 and 2019. The final foreign tax efficient manner to satisfy cash flow needs.
We havecredit regulations and base erosion tax regulations issued in 2019 did not accrued income taxes or foreign withholding taxes on undistributed earnings for most non-US subsidiaries, because those earnings are intended to be indefinitely reinvested in the operations of those subsidiaries. Certain tax proposals with respect to such earnings could substantially increase our tax expense, which would substantially reduce our income and have a material adverse effect onimpact to our results2019 tax rate, and we do not expect a material impact upon final adoption of operations and cash flows from operating activities. Currently, there are no contemplated cash distributions that will result in incremental US taxes payable in excess of applicablethe interest expense limitation regulations or the additional proposed foreign tax credits related to such undistributed earnings. As a result, we have not provided any deferred income taxes oncredit regulations, if adopted in current form. See Note 19 - Income Taxes in the portion of undistributed foreign earnings determined not to be permanently reinvested in foreign operations.accompanying consolidated financial statements for further information.
Our future effective tax rates could be affected by changes in the mix of earnings in countries with differing statutory tax rates, expirations of tax holidays or rulings, changes in the assessment regarding the realization of deferred tax assets, or changes in tax laws and regulations or their interpretation. We are subject to the regular examination of our income tax returns by various tax authorities. Examinations in material jurisdictions or changes in laws, rules, regulations or interpretations by local taxing authorities could result in impacts to tax years open under statute or to foreign operating structures currently in place. We regularly assess the likelihood of adverse outcomes resulting from these examinations or changes in laws, rules, regulations or interpretations to determine the adequacy of our provision for taxes. It is possible the outcomes from these examinations will have a material adverse effect on our financial condition and operating results.

Our significant non-US operations expose us to global exchange rate fluctuations thatcould adversely impact our profitability.
We conduct a significant portion of our operations outside the US. Consequently, fluctuations in currencies of other countries, especially the Euro, may materially affect our operating results. Because our consolidated financial statements are presented in US dollars, we must translate revenues, income and expenses, as well as assets and liabilities, into US dollars based on average exchange rates prevailing during the reporting period or the exchange rate at the end of that period. Therefore, increases or decreases in the value of the US dollar against other major currencies will affect our net operating revenues, operating income and the cost of balance sheet items denominated in foreign currencies. Foreign exchange rates can also impact the competitiveness of products produced in certain jurisdictions and exported for sale into other jurisdictions. These changes may impact the value received for the sale of our goods versus those of our competitors.
In addition to currency translation risks, we incur a currency transaction risk whenever one of our operating subsidiaries enters into a purchase or sales transaction using a currency different from the operating subsidiary's functional currency. Given the volatility of exchange rates, particularly the strengthening of the US dollar against major currencies or the currencies of large developing countries, we may not be able to manage our currency transaction and translation risks effectively.
We use financial instruments to hedge certain exposure to foreign currency fluctuations, but those hedges in most cases cover existing balance sheet exposures and not future transactional exposures. We cannot guarantee that our hedging strategies will be effective. In addition, the use of financial instruments creates counterparty settlement risk. Failure to effectively manage these risks could have an adverse impact on our financial position, results of operations and cash flows.

We are subject to information technology security threats that could materially affect our business.
We have been and will continue to be subject to advanced persistent information technology security threats. While some unauthorized access to our information technology systems occurs, we believe to date these threats have not had a material impact on our business. We seek to detect and investigate these security incidents and to prevent their recurrence but in some cases we might be unaware of an incident or its magnitude and effects. The theft, mis-use or publication of our intellectual property and/or confidential business information or the compromising of our systems or networks could harm our competitive position, cause operational disruption, reduce the value of our investment in research and development of new products and other strategic initiatives or otherwise adversely affect our business or results of operations. To the extent that any security breach results in inappropriate disclosure of our employees', customers' or vendors' confidential information, we may incur liability as a result. Although we attempt to mitigate these risks by employing a number of measures, including monitoring of our systems and networks, and maintenance of backup and protective systems, our systems, networks, products and services remain potentially vulnerable to increasingly sophisticated advanced persistent threats that may have a material effect on our business. In addition, the devotion of additional resources to the security of our information technology systems in the future could significantly increase the cost of doing business or otherwise adversely impact our financial results.
Our success depends upon our ability to attract and retain key employees and theidentification and development of talent to succeed senior management.
We rely heavily on our management team. Accordingly, our success depends on our ability to attract and retain key personnel. The inability to recruit and retain key personnel or the unexpected loss of key personnel may adversely affect our operations. In addition, because of our reliance on our management team, our future success depends in part on our ability to identify and develop talent to succeed senior management. The retention of key personnel and appropriate senior management succession planning will continue to be important to the successful implementation of our strategies.
Significant changes in pension fund investment performance or assumptions relating topension costs may have a material effect on the valuation of pension obligations,the funded status of pension plans and our pension cost.
The cost of our pension plans is incurred over long periods of time and involves many uncertainties during those periods of time. Our funding policy for pension plans is to accumulate plan assets that, over the long run, will approximate the present value of projected benefit obligations. Our pension cost is materially affected by the discount rate used to measure pension obligations, the level and value of plan assets available to fund those obligations at the measurement date and the expected long-term rate of return on plan assets. Significant changes in investment performance or a change in the portfolio mix of invested assets will likely result in corresponding increases and decreases in the valuation of plan assets and a change in the discount rate or mortality assumptions, which will likely result in an increase or decrease in the valuation of pension obligations. The combined impact of these changes will affect the reported funded status of our pension plans as well as the net periodic pension cost in the following fiscal years. In recent years, an extended duration strategy in the asset portfolio has been

implemented in some plans to reduce the influence of liability volatility due to changes in interest rates. If the funded status of a pension plan declines, we may be required to make unscheduled contributions in addition to those contributions for which we have already planned.
Some of our employees are unionized, represented by workers councils or are subject to local laws that are less favorable to employers than the laws of the US.
As of December 31, 2016,2019, we had 7,2937,714 employees globally. Approximately 17%16% of our 2,6002,764 US-based employees are unionized. In addition, a large number of our employees are employed in countries in which employment laws provide greater bargaining or other employment rights than the laws of the US. Such employment rights require us to work collaboratively with the legal representatives of the employees to effect any changes to labor agreements. Most of our employees in Europe are represented by workers councils and/or unions that must approve any changes in terms and conditions of employment, including potentially salaries and benefits. They may also impede efforts to restructure our workforce. Although we believe we have a good working relationship with our employees and their legal representatives, a strike, work stoppage, or slowdown by our employees could occur, resulting in a disruption of our operations or higher ongoing labor costs.
Provisions in our certificate of incorporation and bylaws, as well as any stockholders' rights plan, may discourage a takeover attempt.
Provisions contained in our certificate of incorporation and bylaws could make it more difficult for a third party to acquire us, even if doing so might be beneficial to our stockholders. Provisions of our certificate of incorporation and bylaws impose various procedural and other requirements, which could make it more difficult for stockholders to effect certain corporate

actions. For example, our certificate of incorporation authorizes our Board of Directors to determine the rights, preferences, privileges and restrictions of unissued series of preferred stock, without any vote or action by our stockholders. Thus, our Board of Directors can authorize and issue shares of preferred stock with voting or conversion rights that could adversely affect the voting or other rights of holders of our Series A common stock, par value $0.0001 per share ("Common Stock"). These rights may have the effect of delaying or deterring a change of control of our Company. In addition, a change of control of our Company may be delayed or deterred as a result of any stockholders' rights plan that our Board of Directors may adopt. These provisions could limit the price that certain investors might be willing to pay in the future for shares of our Common Stock.
We may incur significant charges in the event we close or divest all or part of a manufacturing plant or facility.
We periodically assess our manufacturing operations in order to manufacture and distribute our products in the most efficient manner. Based on our assessments, we may make capital improvements to modernize certain units, move manufacturing or distribution capabilities from one plant or facility to another plant or facility, discontinue manufacturing or distributing certain products or close or divest all or part of a manufacturing plant or facility. We also have shared services agreements at several of our plants and if such agreements are terminated or revised, we would assess and potentially adjust our manufacturing operations. The closure or divestiture of all or part of a manufacturing plant or facility could result in future charges that could be significant. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.
We may not be able to complete future acquisitions or joint venture transactions or successfully integrate futureacquisitionsthem into our business, which could adversely affect our business or resultsof operations.
As part of our growth strategy, we intend to pursue acquisitions and joint venture opportunities. Successful accomplishment of this objective may be limited by the availability and suitability of acquisition candidates, the ability to obtain regulatory approvals necessary to consummate a planned transaction, and by our financial resources, including available cash and borrowing capacity. Acquisitions and joint venture transactions involve numerous risks, including difficulty determining appropriate valuation, integrating operations, technologies, services and products of the acquired lines or businesses, personnel turnover and the diversion of management's attention from other business matters. In addition, we may be unable to achieve anticipated benefits from these acquisitionstransactions in the time frame that we anticipate, or at all, which could adversely affect our business or results of operations.
The insurance coverage that we maintain may not fully cover all operational risks.
We maintain property, business interruption and casualty insurance but such insurance may not cover all of the risks associated with the hazards of our business and is subject to limitations, including deductibles and maximum liabilities covered. We may incur losses beyond the limits, or outside the coverage, of our insurance policies, including liabilities for environmental remediation. In the future, the types of insurance we obtain and the level of coverage we maintain may be inadequate or we may be unable to continue to maintain our existing insurance or obtain comparable insurance at a reasonable cost.
Differences in views with our joint venture participants may cause our joint ventures not to operate according to their business plans, which may adversely affect our results of operations.
We currently participate in a number of joint ventures and may enter into additional joint ventures in the future. The nature of a joint venture requires us to work cooperatively with unaffiliated third parties. Differences in views among joint venture participants may result in delayed decisions or failure to agree on major decisions. If these differences cause the joint ventures to deviate from their business plans or to fail to achieve their desired operating performance, our results of operations could be adversely affected.

Risks Related to Our Indebtedness
Our level of indebtedness and other liabilities could diminish our ability to raise additional capital tofund our operations or refinance our existing indebtedness when it matures, limit our ability to react to changes in the economy or thechemicals industry and prevent us from meeting obligations under ourindebtedness.
See Note 14 - Debt in the accompanying consolidated financial statements for further information about our indebtedness. See Note 13 - Noncurrent Other Liabilities, Note 15 - Benefit Obligations and , Note 16 - Environmental and Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information about our other obligations.

Our level of indebtedness and other liabilities could have important consequences, including:
Increasing our vulnerability to general economic and industry conditions, including exacerbating the impact of any adverse business effects that are determined to be material adverse events under our existing senior credit agreement (the "New Credit"Credit Agreement") or our indentures (the "Indentures") governing our €300 million in aggregate principal amount of 3.250% senior unsecured notes due 2019, $400 million in aggregate principal amount of 5.875% senior unsecured notes due 2021, $500 million in aggregate principal amount of 4.625% senior unsecured notes due 2022, and €750 million in aggregate principal amount of 1.125% senior unsecured notes due 2023, $500 million in aggregate principal amount of 3.500% senior unsecured notes due 2024, €300 million in aggregate principal amount of 1.250% senior unsecured notes due 2025 and €500 million in aggregate principal amount of 2.125% senior unsecured notes due 2027 (collectively, the "Senior Notes");
Requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on indebtedness and amounts payable in connection with the satisfaction of our other liabilities, therefore reducing our ability to use our cash flow to fund operations, capital expenditures and future business opportunities or pay dividends on our common stock, par value $0.0001 per share ("Common Stock;Stock");
Exposing us to the risk of increased interest rates as certain of our borrowings are at variable rates of interest;
Exposing us to the risk of changes in currency exchange rates as certain of our borrowings are denominated in foreign currencies;
Limiting our ability to obtain additional financing for working capital, capital expenditures, product development, debt service requirements, acquisitions and general corporate or other purposes;
Limiting our ability to enter into certain commercial arrangements because of concerns of counterparty risks; and
Limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who have less debt.
We may incur additional indebtedness in the future, which could increasethe risks described above.
Although covenants under the New Credit Agreement and the Indentures limit our ability to incur certain additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the indebtedness we could incur in compliance with these restrictions could be significant. To the extent that we incur additional indebtedness, the risks associated with our debt described above, including our possible inability to service our debt, including the Senior Notes, would increase.
Our variable rate and euro denominated indebtedness subjects us to interest rate risk and foreign currency exchange rate risk, which could causeour debt service obligations to increase significantly and affect our operatingresults.
Certain of our borrowings are at variable rates of interest or are euro denominated, which exposes us to interest rate risk and currency exchange rate risk, respectively. See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources, Item 7A. Quantitative and Qualitative Disclosures About Market Risk below and Note 22 - Derivative Financial Instruments in the accompanying consolidated financial statements for further information.
We may not be able to generate sufficient cash to service our indebtedness and maybe forced to take other actions to satisfy obligations under our indebtedness, whichmay not be successful.
Our ability to make scheduled payments on or to refinance our debt obligations depends on the financial condition and operating performance of our subsidiaries, which are subject to prevailing economic and competitive conditions and to certain

financial, business and other factors beyond our control. We may not be able to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness.
If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to reduce or delay capital expenditures, sell assets, seek additional capital or restructure or refinance our indebtedness. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations. In the absence of such operating results and resources, we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations. We may not be able to consummate those dispositions or to obtain the proceeds that we could realize from them, and these proceeds may not be adequate to meet any debt service obligations then due.

Restrictive covenants in our debt agreements may limit our ability to engage incertain transactions and may diminish our ability to make payments on ourindebtedness or pay dividends.
The New Credit Agreement, the Indentures and the Receivables Purchase Agreement (the "Purchase Agreement") governing our receivables securitization facility each contain various covenants that limit our ability to engage in specified types of transactions. The New Credit Agreement contains covenants including, but not limited to, restrictions on our ability to incur additional debt; incur liens securing debt; enter into sale-leaseback transactions; merge or consolidate with any other person; and sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer's assets or the assets of its subsidiaries.
In addition, the Indentures limit Celanese US Holdings LLC ("Celanese US") and certain of its subsidiaries' ability to, among other things, incur liens securing debt; enter into sale-leaseback transactions; merge or consolidate with any other person; and sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of Celanese US's assets or the assets of its restricted subsidiaries.
The Purchase Agreement also contains covenants including, but not limited to, restrictions on CE Receivables LLC, a wholly-owned, "bankruptcy remote" special purpose subsidiary of the Company, and certain other Company subsidiaries' ability to incur indebtedness; grant liens on assets; merge, consolidate, or sell certain assets; prepay or modify certain indebtedness; and engage in other businesses.
Such restrictions in our debt obligations could result in us having to obtain the consent of our lenders and holders of the Senior Notes in order to take certain actions. Disruptions in credit markets may prevent us from obtaining or make it more difficult or more costly for us to obtain such consents. Our ability to expand our business or to address declines in our business may be limited if we are unable to obtain such consents.
A breach of any of these covenants could result in a default, which, if not cured or waived, could have a material adverse effect on our business, financial condition and results of operations. Furthermore, a default under the New Credit Agreement could permit lenders to accelerate the maturity of our indebtedness under the New Credit Agreement and to terminate any commitments to lend. If the lenders under the New Credit Agreement accelerate the repayment of such indebtedness, we may not have sufficient liquidity to repay such amounts or our other indebtedness, including the Senior Notes. In such event, we could be forced into bankruptcy or liquidation.
Celanese and Celanese US are holding companies and depend on subsidiaries to satisfytheir obligations under the Senior Notes and the guarantee of Celanese US's obligationsunder the Senior Notes and the New Credit Agreement by Celanese.
As holding companies, Celanese and Celanese US conduct substantially all of their operations through their subsidiaries, which own substantially all of our consolidated assets. Consequently, the principal source of cash to pay Celanese and Celanese US's obligations, including obligations under the Senior Notes and the guarantee of Celanese US's obligations under the New Credit Agreement and the Indentures by Celanese, is the cash that our subsidiaries generate from their operations. We cannot assure that our subsidiaries will be able to, or be permitted to, make distributions to enable Celanese US and/or Celanese to make payments in respect of their obligations. Each of our subsidiaries is a distinct legal entity and, under certain circumstances, applicable country or state laws, regulatory limitations and terms of our debt instruments may limit our subsidiaries' ability to distribute cash to Celanese US and Celanese. While the New Credit Agreement and the Indentures limit the ability of our subsidiaries to put restrictions on paying dividends or making other intercompany payments to us, these limitations are subject to certain qualifications and exceptions, which may have the effect of significantly restricting the applicability of those limits. In the event Celanese US and/or Celanese do not receive distributions from our subsidiaries, Celanese US and/or Celanese may be unable to make required payments on the indebtedness under the New Credit Agreement, the Indentures, the guarantee of Celanese US's obligations under the New Credit Agreement and the Indentures by Celanese, or our other indebtedness.

Item 1B.  Unresolved Staff Comments
None.

Item 2.  Properties
Description of Property
We and our affiliates own or lease numerous production and manufacturing facilities throughout the world. We also own or lease other properties, including office buildings, warehouses, pipelines, research and development facilities and sales offices. We continuously review and evaluate our facilities as a part of our strategy to optimize our business portfolio. The following table sets forth a list of our principal offices, production and other facilities throughout the world as of December 31, 2016.2019.
Site Leased/Owned Products/Functions
Corporate Offices    
Amsterdam, Netherlands Leased Administrative offices
Budapest, Hungary Leased Administrative offices
Irving, Texas, US Leased Corporate headquarters
Nanjing, China Leased Administrative offices
Shanghai, China Leased Administrative offices
Sulzbach, Germany Leased Administrative offices
Advanced Engineered Materials    
Auburn Hills, Michigan, US Leased Automotive Development Center
Bishop, Texas, US Owned Polyoxymethylene ("POM"), Ultra-high molecular weight polyethylene ("UHMW-PE"), Compounding
Calhoun, Georgia,Evansville, Indiana, US OwnedPolypropylene recycling
Campo Bom, BrazilLeased Compounding
Ferrara, Italy Leased Compounding
Florence, Kentucky, US Owned Compounding
Forli, Italy Leased Compounding
Frankfurt am Main,Kaiserslautern, Germany(1)
Owned by InfraServ GmbH & Co. Hoechst KG(5)
POM, Compounding
Fuji City, Japan
Owned by Polyplastics Co., Ltd.(5)
POM, Polybutylene terephthalate, Liquid crystal polymers ("LCP"), Compounding
Jubail, Saudi Arabia
Owned by National Methanol Company(5)
Methyl tertiary-butyl ether, Methanol
Kaiserslautern, Germany(1)
 Leased Long-fiber reinforced thermoplastics ("LFRT")
Kuantan, Malaysia
Owned by Polyplastics Co., Ltd.(5)
POM, Compounding
Lebanon, Tennessee, USOwnedCompounding
Mantova, ItalyLeasedCompounding
Nanjing, China(2)
 Owned LFRT, UHMW-PE, Compounding
Oberhausen, Germany(1)
 Leased UHMW-PE
Shelby, North Carolina, US Owned LCP Compounding
Silao, Mexico Leased Compounding
Silvassa, Gurjarat, IndiaOwnedCompounding
Suzano, Brazil(1)
 Leased Compounding
Ulsan, South KoreaUtzenfeld, Germany
Owned by Korea Engineering Plastics Co., Ltd.(5)
POM
Wilmington, North Carolina, US
Owned by Fortron Industries LLC(5)
Polyphenylene sulfide
Winona, Minnesota, US
Owned
LFRTCompounding
Consumer SpecialtiesAcetate Tow    
Frankfurt am Main, Germany(3)
Lanaken, Belgium
 
Owned by InfraServ GmbH & Co. Hoechst KG(5)
Sorbates, Sunett® sweetener, Qorus® sweetener system
Kunming, China
Leased by Kunming Cellulose Fibers Co. Ltd.(6)
 Acetate tow
Narrows, Virginia, USOwnedAcetate tow, Acetate flake

Site Leased/Owned Products/Functions
Consumer SpecialtiesAcetyl Chain    
Lanaken, BelgiumOwnedAcetate tow
Nantong, China
Owned by Nantong Cellulose Fibers Co. Ltd.Bay City, Texas, US(7)(1)
 Acetate tow, Acetate flakeLeasedVinyl acetate monomer ("VAM")
Narrows, Virginia,Bishop, Texas, US Owned Acetate tow, Acetate flake
Ocotlán, MexicoOwnedAcetate tow, Acetate flake
Spondon, Derby, United KingdomOwnedAcetate film
Zhuhai, China
Leased by Zhuhai Cellulose Fibers Co. Ltd.(8)
Acetate tow
Industrial SpecialtiesFormaldehyde, Paraformaldehyde
Boucherville, Quebec, Canada Owned Conventional emulsions
Cangrejera, MexicoOwnedAcetic anhydride, Ethyl acetate, Acetone derivatives
Clear Lake, Texas, US(3)
OwnedAcetic acid, VAM, Methanol
Edmonton, Alberta, Canada Owned Low-density polyethylene resins, Ethylene vinyl acetate
Enoree, South Carolina, US Owned Conventional emulsions, Vinyl acetate ethylene ("VAE") emulsions
Frankfurt am Main, Germany(3)
Owned by InfraServ GmbH & Co. Hoechst KG(5)
Conventional emulsions, VAE emulsions
Geleen, Netherlands Owned VAE emulsions
Jurong Island, Singapore(1)
LeasedAcetic acid, Butyl acetate, Ethyl acetate, VAE emulsions, VAM
Nanjing, China(2)
 Owned Acetic acid, Acetic anhydride, Conventional emulsions, VAE emulsions, VAM
Perstorp, Sweden Owned Conventional emulsions, VAE emulsions
Jurong Island, Singapore(1)
LeasedVAE emulsions
Acetyl Intermediates
Bay City, Texas, US(1)
LeasedVinyl acetate monomer ("VAM")
Bishop, Texas, USOwnedFormaldehyde
Cangrejera, MexicoOwnedAcetic anhydride, Ethyl acetate
Clear Lake, Texas, US(4)
OwnedAcetic acid, VAM, Methanol
Frankfurt am Main, Germany(3)
Owned by InfraServ GmbH & Co. Hoechst KG(5)
Acetaldehyde, VAM, Butyl acetate
Jurong Island, Singapore(1)
LeasedAcetic acid, Butyl acetate, Ethyl acetate, VAM
Nanjing, China(2)
OwnedAcetic acid, Acetic anhydride, VAM, Ethanol
__________________________
(1) 
Celanese owns the assets on this site and leases the land through the terms of a long-term land lease.
(2) 
Multiple Celanese business segments conduct operations at the Nanjing facility. Celanese owns the assets on this site. Celanese also owns the land through "land use right grants" for 46 to 50 years with the right to transfer, mortgage or lease such land during the term of the respective land use right grant.
(3) 
Multiple Celanese business segments conduct operations at the Frankfurt Hoechst Industrial Park located in Frankfurt am Main, Germany.
(4)
Methanol is produced by our joint venture, Fairway Methanol LLC, in which Celanese owns a 50% interest.
(5)
A Celanese equity method investment.
(6)
A Celanese cost method investment. Kunming Cellulose Fibers Co. Ltd. owns the assets on this site and leases the land from China National Tobacco Corporation.
(7)
A Celanese cost method investment. Nantong Cellulose Fibers Co. Ltd. owns the assets on this site and the land through "land use right grants" with the right to transfer, mortgage or lease such land during the term of the respective land use right grant.
(8)
A Celanese cost method investment. Zhuhai Cellulose Fibers Co. Ltd. owns the assets on this site and leases the land from China National Tobacco Corporation.

Celanese also has entered into strategic ventures with partners in various locations around the world. See Item 1. Business for a discussion of our investments in affiliates and their respective site locations.
Item 3.  Legal Proceedings
The Company is involved in legal and regulatory proceedings, lawsuits, claims and investigations incidental to the normal conduct of its business, relating to such matters as product liability, land disputes, insurance coverage disputes, contracts, employment, antitrust and competition, intellectual property, personal injury and other actions in tort, workers' compensation, chemical exposure, asbestos exposure, taxes, trade compliance, acquisitions and divestitures, claims of legacy stockholders, past waste disposal practices and release of chemicals into the environment. The Company is actively defending those matters where it is named as a defendant. Due to the inherent subjectivity of assessments and unpredictability of outcomes of legal proceedings, the Company's litigation accruals and estimates of possible loss or range of possible loss may not represent the ultimate loss to the Company from legal proceedings. See Note 16 - Environmental and Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for a discussion of material environmental matters and material commitments and contingencies related to legal and regulatory proceedings. See Item 1A. Risk Factors for certain risk factors relating to these legal proceedings.

Item 4.  Mine Safety Disclosures
None.
Information about our Executive Officers of the Registrant
The names, ages and biographies of our executive officers as of February 10, 20176, 2020 are as follows:
Name Age Position
Mark C. Rohr 6568

 Executive Chairman (Chairman of the Board of Directors and Directors)
Lori J. Ryerkerk57
Chief Executive Officer, President and Director
Patrick D. QuarlesScott A. Richardson 4943

 ExecutiveSenior Vice President and President, Acetyl Chain and Integrated Supply ChainChief Financial Officer
Scott M. SuttonTodd L. Elliott 5254

 ExecutiveSenior Vice President, and President, Materials SolutionsAcetyls
Peter G. EdwardsA. Lynne Puckett 5557

 ExecutiveSenior Vice President and General Counsel
Christopher W. JensenShannon L. Jurecka 50

 Senior Vice President Finance and Chief FinancialHuman Resources Officer
Kevin S. Oliver45
Chief Accounting Officer and Controller
Mark C. Rohr was named our Chairman, of the Board of Directors, President and Chief Executive Officer in April 2012 after being a member of our Boardboard of Directorsdirectors since April 2007. Effective May 2019, he was elected Executive Chairman, continuing to serve as Chairman of the Board and a director. Prior to joining the Company, Mr. Rohr was Executive Chairman and a director of Albemarle Corporation, a global developer, manufacturer and marketer of highly-engineeredhighly engineered specialty chemicals. During his 11 years with Albemarle, he held various executive positions, including Chairman and Chief Executive Officer. Earlier in his career, Mr. Rohr held executive leadership roles with various companies, including Occidental Chemical Corporation and The Dow Chemical Company. Mr. Rohr has served on the board of directors of Ashland Global Holdings Inc. (f/k/a Ashland Inc.) since 2008, and currently serves as chair of its governance and nominating committee and a member of its audit committee and its environmental, health & safetycompensation committee. In 2016, he also served as Chairman of the American Chemistry Council's Executive Committee and as Chairman of the International AssociationCouncil of Chemical Associations. Mr. Rohr received a bachelor's degree in chemistry and chemical engineering from Mississippi State University.
Patrick D. Quarles has served asLori J. Ryerkerk was named our Chief Executive ViceOfficer and President and President, Acetyl Chain and Integrated Supply Chain since June 2015. Prior to joininga member of our board of directors effective May 2019. Previously, Ms. Ryerkerk was the Company, Mr. Quarles held a variety of leadership positions at LyondellBasell Industries N.V. before serving as Executive Vice President of Global Manufacturing, the Intermediateslargest business in Shell Downstream Inc., where she led a team of 30,000 employees and Derivatives (I&D) segmentcontractors at refineries and chemical sites worldwide. Ms. Ryerkerk joined Shell in May 2010 as the supply chainRegional Vice President of Manufacturing in Europe and procurement functions from January 2015 to June 2015, including serving as a memberAfrica, and was responsible for the operation of LyondellBasell's Management Board from April 2014 to June 2015,five Shell manufacturing facilities and five joint ventures. In October 2013, she was named Executive Vice President of Global Manufacturing, Shell Downstream Inc. Before joining Shell, she was Senior Vice President, - I&DRefining, Supply and Terminals at Hess Corporation, where she was responsible for refineries, terminals and a distribution network, and supply and trading. Prior to that, Ms. Ryerkerk spent 24 years with ExxonMobil where she started her career as a process technologist at a refinery in Baton Rouge, Louisiana. Throughout her tenure at ExxonMobil, she took on a variety of operational and senior leadership roles in Refining and Chemicals Manufacturing, Power Generation, and various other groups including Supply, Economics and Planning, HSSE and Public Affairs/Government Relations. Ms. Ryerkerk received a Chemical Engineering degree from 2009 to April 2014Iowa State University. She previously served on the board of directors of Axalta Coating Systems, a leading provider of liquid and powder coatings.
Scott A. Richardson was named Chief Financial Officer for Celanese Corporation in February 2018 after serving as Senior Vice President of Performance Chemicals from 2004 to 2009. Mr. Quarles began his career in 1990 at ARCO Chemical/Union Carbidethe Engineered Materials business since December 2015, where he held various positions in sales, marketinghad global responsibility for strategy, product and business management, planning and portfolio development, and pipeline management. Previously, Mr. Quarles earned a bachelor of science degree in mechanical engineering from Clemson University and a master of management degree from The Kellogg School of Management at Northwestern University.
Scott M. Sutton hasRichardson served as our Executive Vice President and President, Materials Solutions since June 2015. From January 2015 to June 2015, Mr. Sutton served as our Vice President and General Manager of the Engineered MaterialsAcetyl Chain since 2011. Mr. Richardson has progressed through several Celanese roles including global commercial director, Acetyls; manager of Investor Relations; business analysis manager, Acetyls; and business line controller, Polyols and Solvents. He joined Celanese in 2005. Prior to joining Celanese, Mr. Richardson held various finance, operational and leadership roles at American Airlines. He earned a Bachelor of Arts in Accounting from Westminster College and a Master of Business Administration from Texas Christian University.
Todd L. Elliott was named Senior Vice President, Acetyls in September 2017 after serving as Senior Vice President of Global Sales (since 2015) and also for the European region since 2016. He has global responsibility for the Celanese Acetyl Chain business. Prior to January 2015, Mr. Sutton served as ourhis current role, Elliott progressed through several roles of increasing responsibility at Celanese including Vice President of Supply Chain from March 2014 to January 2015 and as our Vice President of Acetic Acid and Anhydride from August 2013 to March 2014. Mr. Sutton had 28 years of industry experience prior to joining the Company, including serving as President and General Manager of Chemtura Corporation's AgroSolutions business, business manager for Landmark Structures andCellulose Derivatives, Vice President of Acetate Sales and director of Corporate Development. He joined Celanese in 1987. Mr. Elliot also serves as a divisiondirector of Albemarle Corporation.Polyplastics Company Ltd., a joint venture of Daicel Corp. and Celanese. Mr. Sutton earnedElliott received a civil engineering degreeBachelor of Arts in business administration from Louisiana State UniversityWestminster College and is a registered professional engineerMaster of Business Administration from Fontbonne College.

A. Lynne Puckett joined Celanese Corporation in Texas.
Peter G. Edwards has servedFebruary 2019 as our Executive Vice President and General Counsel since January 23, 2017. Mr. Edwards previously was Executive Vice President and General Counsel of Baxalta Incorporated, the biopharmaceutical spin-off from Baxter, from June 2015 until its merger with Shire plc in July 2016. Before that, he was Senior Vice President and General Counsel of the global specialty pharmaceuticals company Mallinckrodt plc from June 2013Counsel. Prior to June 2015, and served as itsthat, Ms. Puckett was Senior Vice President andPresident‚ General Counsel and Secretary of Colfax Corporation since 2010. Prior to Colfax‚ she was a Partner with the law firm of Hogan Lovells. Her experience includes a broad range of corporate and transactional matters‚ including mergers and acquisitions‚ venture capital financings‚ debt and equity offerings‚ and general corporate and securities law matters. Before entering the practice of law‚ Ms. Puckett worked for the U.S. Central Intelligence Agency and a major U.S. defense contractor. Ms. Puckett received a Juris Doctor degree from May 2010 to its spin-offthe University of Maryland School of Law and a Bachelor of Science degree from Covidien plc in June 2013. He previously served as Executive Vice President and General Counsel for Solvay Pharmaceuticals in Brussels, Belgium from June 2007 until April 2010 and as its Senior Vice President and General Counsel in the US from October 2005 to June 2007. Before that, he held in-James Madison University.

house positions of increasing responsibility within Mettler-Toledeo, Inc. and Eli Lilly and Company. Mr. Edwards began his career in 1990 as an associate in the Kansas City, Missouri office of Shook, Hardy & Bacon L.L.P. Mr. Edwards received his J.D., cum laude, from Brigham Young University.
Christopher W. JensenShannon L. Jurecka has served as our Chief Financial Officer since July 2015 and as our Senior Vice President, Finance since April 2011. He served as our Interim Chief Financial Officer from May 2014 to July 2015. From August 2010 to April 2011, Mr. Jensen served as our Senior Vice President Finance and Treasurer.Chief Human Resources Officer since July 2017. Prior to August 2010, Mr. Jensen served as our Vice President and Corporate Controller from March 2009 to July 2010. From May 2008 to February 2009, heher current role, Ms. Jurecka served as Vice President of FinanceHuman Resources for Materials Solutions and Treasurer. In his current capacity, Mr. Jensen has global responsibilitythe Human Resource leader for corporate finance, treasury operations, insurance risk management, pensions, global business services, information technology, corporate accounting, taxMergers and general ledger accounting. Mr. Jensen was previously the Assistant Corporate Controller from March 2007 through April 2008, where he was responsible for SEC reporting, internal reporting, and technical accounting. In his initial role at the Company from October 2005 through March 2007, he built and directed our technical accounting function. From August 2004 to October 2005, Mr. Jensen worked in the inspections and registration division of the Public Company Accounting Oversight Board. He spent 13 years of his career at PricewaterhouseCoopers LLP, an assurance, tax and advisory services firm, in various positions in both the auditing and mergers & acquisitions groups. Mr. Jensen earned bachelor's and master's degrees in accounting from Brigham Young University and is a Certified Public Accountant.
Kevin S. Oliver has served as our Chief Accounting Officer since July 2016 and as our Controller since July 2010. Prior to his current roles, Mr. Oliver held various executive positions at the Company, including serving as our Assistant Controller and our Director of Technical Accounting. PriorAcquisitions. Immediately prior to joining the Company Mr. Oliverin 2016, Ms. Jurecka served as an Associate Directora Human Resources Executive with Bank of InspectionsAmerica Merrill Lynch for 10 years where she supported multiple businesses during her tenure, including her most recent role supporting over 20,000 operations employees in more than 25 locations across seven states. She also served as the Public Company Accounting Oversight Board from December 2003Dallas and Fort Worth Market Human Resource Executive responsible for market strategic talent objectives. Prior to February 2008. He spent 11 yearsBank of his careerAmerica, she worked at public accounting firms, includingDell as senior manager at Ernst & Younga Mechanical Engineering Project Manager prior to moving into Learning and Arthur Andersen, each an assurance, tax and advisory services firm, and in various positions in the auditing practice. Mr. OliverLeadership Development. Ms. Jurecka holds a bachelor's degree in accountingspeech communication from Southern NazareneSam Houston State University and is a Certified Public Accountant.master's degree in organizational leadership and ethics from St. Edwards University. She holds a secondary education teaching certificate in the State of Texas.


PART II
Item 5.  Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information
Our Series A common stock, par value $0.0001 per share ("Common Stock"), has traded on the New York Stock Exchange ("NYSE") under the symbol "CE" since January 21, 2005. The closing sale price of our Common Stock, as reported by the NYSE, on February 6, 2017 was $88.05. The following table sets forth the high and low intraday sales prices per share of our Common Stock, as reported by the NYSE, and the dividends declared per share on our Common Stock for the periods indicated.
 Price Range 
Dividends
Declared
 High Low 
 (In $ per share)
2016     
Quarter ended March 31, 201667.99
 55.07
 0.30
Quarter ended June 30, 201674.55
 61.11
 0.36
Quarter ended September 30, 201671.18
 60.59
 0.36
Quarter ended December 31, 201684.97
 63.02
 0.36
2015     
Quarter ended March 31, 201560.61
 52.56
 0.25
Quarter ended June 30, 201573.13
 54.99
 0.30
Quarter ended September 30, 201574.19
 54.35
 0.30
Quarter ended December 31, 201572.95
 58.56
 0.30

Holders
No shares of Celanese's Series B common stock and no shares of Celanese's 4.25% convertible perpetual preferred stock are issued and outstanding. As of February 6, 2017,January 30, 2020, there were 2847 holders of record of our Common Stock. By including persons holding shares in broker accounts under street names, however, we estimate we have approximately 83,632134,124 beneficial holders.
Dividend Policy
Our Board of Directors has a policy of declaring, subject to legally available funds, a quarterly cash dividend on each share of our Common Stock as determined in its sole discretion. Our Board of Directors may, at any time, modify or revoke our dividend policy on our Common Stock.
On February 9, 2017, we declared a cash dividend of $0.36 per share on our Common Stock amounting to $51 million. The cash dividend was for the period from November 1, 2016 to January 31, 2017 and will be paid on March 3, 2017 to holders of record as of February 21, 2017.
The amount available to us to pay cash dividends is not currently restricted by our existing senior credit facility and our indentures governing our senior unsecured notes. Certain indentures for notes issued prior to 2016 have provisions that restrict the amount available to us to pay cash dividends in the event of a ratings downgrade below investment grade by two or more credit rating agencies. Also, the general corporation law of the State of Delaware imposes additional restrictions on the payment of dividends by all Delaware corporations that do not currently limit our ability to pay cash dividends. See Note 1417 - DebtStockholders' Equity in the accompanying consolidated financial statements for further information. Any decision to declare and pay dividends in the future will be made at the discretion of our Board of Directors and will depend on, among other things, our results of operations, cash requirements, financial condition, contractual restrictions and other factors that our Board of Directors may deem relevant.
Celanese Purchases of its Equity Securities
Information regarding repurchases of our Common Stock during the three months ended December 31, 20162019 is as follows:
Period 
Total
Number
of Shares
Purchased(1)
 
Average
Price Paid
per Share
 
Total Number
of Shares
Purchased as
Part of Publicly
Announced Program
 
Approximate
Dollar
Value of Shares
Remaining that
may be
Purchased Under
the Program(2)
October 1 - 31, 2016 794,085
 $71.68
 792,931
 $674,000,000
November 1 - 30, 2016 1,881,163
 $76.11
 1,880,872
 $531,000,000
December 1 - 31, 2016 
 $
 
 $531,000,000
Total 2,675,248
   2,673,803
  
Period 
Total
Number
of Shares
Purchased(1)
 
Average
Price Paid
per Share
 
Total Number
of Shares
Purchased as
Part of Publicly
Announced Program
 
Approximate
Dollar
Value of Shares
Remaining that
May Be
Purchased Under
the Program(2)
October 1 - 31, 2019 950,958
 $120.93
 950,958
 $1,323,000,000
November 1 - 30, 2019 678,064
 $125.36
 678,064
 $1,238,000,000
December 1 - 31, 2019 202,812
 $123.27
 202,812
 $1,213,000,000
Total 1,831,834
   1,831,834
  
___________________________
(1) 
Includes 1,154 and 291 for October and November 2016, respectively, related toMay include shares withheld from employees to cover their statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock units.stock.
(2) 
Our Board of Directors has authorized the aggregate repurchase of $2.4$5.4 billion of our Common Stock since February 2008.
See Note 17 - Stockholders' Equity in the accompanying consolidated financial statements for further information.

Performance Graph
The following performance graph compares the cumulative total return on Celanese Corporation common stock from December 31, 20112014 through December 31, 20162019 to that of the Standard & Poor's ("S&P") 500 Stock Index and the Dow Jones US Chemicals Index. Cumulative total return represents the change in stock price and the amount of dividends received during the indicated period, assuming reinvestment of all dividends. The performance graph assumes an investment of $100 on December 31, 2011.2014. The stock performance shown in the graph is included in response to SEC requirements and is not intended to forecast or to be indicative of future performance.
Comparison of Cumulative Total Return
stockperformancegraph2019.jpg
The above performance graph and related information shall not be deemed "soliciting material" or to be "filed" with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.
Recent Sales of Unregistered Securities
Our deferred compensation plan offers certain of our senior employees and directors the opportunity to defer a portion of their compensation in exchange for a future payment amount equal to their deferments plus or minus certain amounts based upon the market-performance of specified measurement funds selected by the participant. These deferred compensation obligations may be considered securities of Celanese. Participants were required to make deferral elections under the plan prior to January 1 of the year such deferrals will be withheld from their compensation. We relied on the exemption from registration provided by Section 4(2) of the Securities Act in making this offer to a select group of employees, fewer than 35 of which were non-accredited investors under the rules promulgated by the Securities and Exchange Commission.

Item 6. Selected Financial Data
The balance sheet data as of December 31, 20162019 and 20152018 and the statements of operations data for the years ended December 31, 20162019, 20152018 and 2014,2017, all of which are set forth below, are derived from the consolidated financial statements included elsewhere in this Annual Report and should be read in conjunction with those financial statements and the notes thereto. The balance sheet data as of December 31, 2014, 2013 and 2012 and the statementstatements of operations data for the years ended December 31, 20132017, 2016 and 20122015, set forth below were derived from previously issued financial statements, adjusted for a change in accounting policyprinciple for defined benefit pension plans and other postretirement benefit plans and a change in accounting policy for debt issuance costs.plans.
Year Ended December 31,Year Ended December 31,
2016 2015 2014 2013 20122019 2018 2017 2016 2015
(In $ millions, except per share data)(In $ millions, except per share data)
Statement of Operations Data                  
Net sales5,389
 5,674
 6,802
 6,510
 6,418
6,297
 7,155
 6,140
 5,389
 5,674
Other (charges) gains, net(11) (351) 15
 (158) (14)(203) 9
 (59) (8) (349)
Operating profit (loss)893
 326
 758
 1,508
 175
834
 1,334
 857
 934
 385
Earnings (loss) from continuing operations before tax1,030
 488
 941
 1,609
 321
988
 1,510
 1,075
 1,030
 488
Earnings (loss) from continuing operations908
 287
 627
 1,101
 376
864
 1,218
 862
 908
 287
Earnings (loss) from discontinued operations(2) (2) (7) 
 (4)(6) (5) (13) (2) (2)
Net earnings (loss) attributable to Celanese Corporation900
 304
 624
 1,101
 372
852
 1,207
 843
 900
 304
Earnings (loss) per common share

        

        
Continuing operations — basic6.22
 2.03
 4.07
 6.93
 2.37
6.93
 9.03
 6.21
 6.22
 2.03
Continuing operations — diluted6.19
 2.01
 4.04
 6.91
 2.35
6.89
 8.95
 6.19
 6.19
 2.01
Balance Sheet Data (as of the end of period)

        

        
Total assets8,357
 8,586
 8,796
 8,994
 8,973
9,476
 9,313
 9,538
 8,357
 8,586
Total debt3,008
 2,981
 2,723
 3,040
 3,071
3,905
 3,531
 3,641
 3,008
 2,981
Total Celanese Corporation stockholders' equity2,588
 2,378
 2,818
 2,699
 1,730
2,507
 2,984
 2,887
 2,588
 2,378
Other Financial Data

        

        
Depreciation and amortization290
 357
 292
 305
 308
352
 343
 305
 290
 357
Capital expenditures(1)
247
 483
 681
 408
 339
390
 333
 281
 247
 483
Dividends paid per common share(2)
1.38
 1.15
 0.93
 0.53
 0.27
2.40
 2.08
 1.74
 1.38
 1.15
________________________
(1) 
Amounts include accrued capital expenditures. Amounts do not includeexpenditures, but exclude capital expenditures related to capitalfinance lease obligations.
(2) 
Annual dividends for the year ended December 31, 20162019 consist of one quarterly dividend payment of $0.30$0.54 per share and three quarterly dividend payments of $0.36$0.62 per share. Annual dividends for the year ended December 31, 20152018 consist of one quarterly dividend payment of $0.25$0.46 per share and three quarterly dividend payments of $0.30$0.54 per share. See Note 17 - Stockholders' Equity in the accompanying consolidated financial statements for further information.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
In this Annual Report on Form 10-K ("Annual Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The terms the "Company," "we," "our" and "us," refer to Celanese and its subsidiaries on a consolidated basis. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.
The following discussion should be read in conjunction with the accompanying consolidated financial statements and notes to the consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP").
Investors are cautioned that the forward-looking statements contained in this section and other parts of this Annual Report involve both risk and uncertainty. Several important factors could cause actual results to differ materially from those anticipated by these statements. Many of these statements are macroeconomic in nature and are, therefore, beyond the control of management. See "Forward-Looking Statements" below.
Forward-Looking Statements
Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") and other parts of this Annual Report contain certain forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, us. Generally, words such as "believe," "expect," "intend," "estimate," "anticipate," "project," "plan," "may," "can," "could," "might," "will"and "will," and similar expressions, as they relate to us are intended to identify forward-looking statements. These statements reflect our current views and beliefs with respect to future events at the time that the statements are made, are not historical facts or guarantees of future performance and involve risks and uncertainties that are difficult to predict.predict and many of which are outside of our control. Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. See "Special Note Regarding Forward-Looking Statements"at the beginning of this Annual Report for further discussion.

Risk Factors
Item 1A. Risk Factorsof this Annual Report also contains a description of certain risk factors that you should consider which could significantly affect our financial results. In addition, the following factors could cause our actual results to differ materially from those results, performance or achievements that may be expressed or implied by such forward-looking statements. These factors include, among other things:
changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate;
the length and depth of product and industry business cycles particularly in the automotive, electrical, textiles, electronics and construction industries;
changes in the price and availability of raw materials, particularly changes in the demand for, supply of, and market prices of ethylene, methanol, natural gas, wood pulp and fuel oil and the prices for electricity and other energy sources;
the ability to pass increases in raw material prices on to customers or otherwise improve margins through price increases;
the ability to maintain plant utilization rates and to implement planned capacity additions, expansions and expansions;maintenance;
the ability to reduce or maintain current levels of production costs and to improve productivity by implementing technological improvements to existing plants;
increased price competition and the introduction of competing products by other companies;
the ability to identify desirable potential acquisition targets and to consummate acquisition or investment transactions, including obtaining regulatory approvals, consistent with our strategy;
market acceptance of our technology;
the ability to obtain governmental approvals and to construct facilities on terms and schedules acceptable to us;

changes in applicable tariffs, duties and trade agreements, tax rates or legislation throughout the world including, but not limited to, adjustments, changes in estimates or interpretations that may impact recorded or future tax impacts associated with the Tax Cuts and Jobs Act (the "TCJA");
changes in the degree of intellectual property and other legal protection afforded to our products or technologies, or the theft of such intellectual property;
compliance and other costs and potential disruption or interruption of production or operations due to accidents, interruptions in sources of raw materials, cyber security incidents, terrorism or political unrest, public health crises (including, but not limited to, the coronavirus outbreak), or other unforeseen events or delays in construction or operation of facilities, including as a result of geopolitical conditions, the occurrence of acts of war or terrorist incidents or as a result of weather, natural disasters, or natural disasters;

other crises including public health crises;
potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relating to climate change;
potential liability resulting from pending or future claims or litigation, including investigations or enforcement actions, or from changes in the laws, regulations or policies of governments or other governmental activities, in the countries in which we operate;
changes in currency exchange rates and interest rates;
our level of indebtedness, which could diminish our ability to raise additional capital to fund operations or limit our ability to react to changes in the economy or the chemicals industry; and
various other factors, both referenced and not referenced in this Annual Report.
Many of these factors are macroeconomic in nature and are, therefore, beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results, performance or achievements may vary materially from those described in this Annual Report as anticipated, believed, estimated, expected, intended, planned or projected. We neither intend nor assume any obligation to update these forward-looking statements, which speak only as of their dates.

Results of Operations
Financial Highlights
Year Ended December 31,   Year Ended December 31,  Year Ended
December 31,
  
2016 2015 Change 2015 2014 Change2019 2018 Change
(In $ millions, except percentages)(In $ millions, except percentages)
Statement of Operations Data                
Net sales5,389
 5,674
 (285) 5,674
 6,802
 (1,128)6,297
 7,155
 (858)
Gross profit1,405
 1,318
 87
 1,318
 1,616
 (298)1,606
 1,972
 (366)
Selling, general and administrative ("SG&A") expenses(416) (506) 90
 (506) (758) 252
(483) (546) 63
Other (charges) gains, net(11) (351) 340
 (351) 15
 (366)(203) 9
 (212)
Operating profit (loss)893
 326
 567
 326
 758
 (432)834
 1,334
 (500)
Equity in net earnings (loss) of affiliates155
 181
 (26) 181
 246
 (65)182
 233
 (51)
Non-operating pension and other postretirement employee benefit (expense) income(20) (62) 42
Interest expense(120) (119) (1) (119) (147) 28
(115) (125) 10
Refinancing expense(6) 
 (6) 
 (29) 29
(4) (1) (3)
Dividend income - cost investments108
 107
 1
 107
 116
 (9)
Dividend income - equity investments113
 117
 (4)
Earnings (loss) from continuing operations before tax1,030
 488
 542
 488
 941
 (453)988
 1,510
 (522)
Earnings (loss) from continuing operations908
 287
 621
 287
 627
 (340)864
 1,218
 (354)
Earnings (loss) from discontinued operations(2) (2) 
 (2) (7) 5
(6) (5) (1)
Net earnings (loss)906
 285
 621
 285
 620
 (335)858
 1,213
 (355)
Net earnings (loss) attributable to Celanese Corporation900
 304
 596
 304
 624
 (320)852
 1,207
 (355)
Other Data                
Depreciation and amortization290
 357
 (67) 357
 292
 65
352
 343
 9
SG&A expenses as a percentage of Net sales7.7% 8.9%   8.9% 11.1%  7.7% 7.6%  
Operating margin(1)
16.6% 5.7%   5.7% 11.1%  13.2% 18.6%  
Other (charges) gains, net                
Employee termination benefits(11) (53) 42
 (53) (7) (46)
Restructuring(23) (4) (19)
Asset impairments(2) (126) 124
 (126) 
 (126)(83) 
 (83)
Other plant/office closures
 
 
 
 2
 (2)
Singapore contract termination
 (174) 174
 (174) 
 (174)
Plant/office closures(4) 13
 (17)
Commercial disputes2
 2
 
 2
 11
 (9)(4) 
 (4)
Other
 
 
 
 9
 (9)
European Commission investigation(89) 
 (89)
Total Other (charges) gains, net(11) (351) 340
 (351) 15
 (366)(203) 9
 (212)
_____________________________
(1) 
Defined as Operating profit (loss) divided by Net sales.
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Balance Sheet Data      
Cash and cash equivalents638
 967
463
 439
      
Short-term borrowings and current installments of long-term debt - third party and affiliates118
 513
496
 561
Long-term debt, net of unamortized deferred financing costs2,890
 2,468
3,409
 2,970
Total debt3,008
 2,981
3,905
 3,531

Factors Affecting Business Segment Net Sales
The percentage increase (decrease) in netNet sales attributable to each of the factors indicated for each of our business segments is as follows:
Year Ended December 31, 20162019 Compared to Year Ended December 31, 20152018
 Volume Price Currency Other Total
 (In percentages)
Advanced Engineered Materials11
 (2) 
  9
Consumer Specialties4
 (8) 
  (4)
Industrial Specialties(1) (8) (1)  (10)
Acetyl Intermediates(2) (10) (1) 2 (11)
Total Company2
 (8) (1) 2 (5)
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
 Volume Price Currency Other Total
 (In percentages)
Advanced Engineered Materials(1) (1) (7)  (9)
Consumer Specialties(13) (3) (1)  (17)
Industrial Specialties
 (4) (8)  (12)
Acetyl Intermediates(3) (13) (6)  (22)
Total Company(4) (8) (6) 1 (17)
 Volume Price Currency Other Total
 (In percentages)
Engineered Materials(5) 
 (3)  (8)
Acetate Tow(2) 
 
  (2)
Acetyl Chain(1) (13) (2)  (16)
Total Company(3) (7) (2)  (12)
Pension and Postretirement Benefit Plan Costs
The increase (decrease) in pension and other postretirement plan net periodic benefit cost for each of our business segments is as follows:
Year Ended December 31, 20162019 Compared to Year Ended December 31, 20152018
 Advanced Engineered Materials Consumer Specialties Industrial Specialties Acetyl Intermediates Other Activities Total
 (In $ millions)
Service cost
 (1) (3) 
 (1) (5)
Interest cost and expected return on plan assets
 
 
 
 5
 5
Amortization of prior service credit
 
 (3) 
 
 (3)
Special termination benefit1
 
 
 
 
 1
Recognized actuarial (gain) loss(1)

 
 
 
 (24) (24)
Curtailment / settlement (gain) loss
 
 3
 
 
 3
Total1
 (1) (3) 
 (20) (23)

 Engineered Materials Acetate Tow Acetyl Chain Other Activities Total
 (In $ millions)
Service cost
 
 (1) 
 (1)
Interest cost and expected return on plan assets
 
 
 36
 36
Amortization of prior service credit
 
 
 
 
Special termination benefit
 
 
 (1) (1)
Recognized actuarial (gain) loss
 
 
 (78) (78)
Curtailment / settlement (gain) loss
 
 1
 
 1
Total
 
 
 (43) (43)
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.
Consolidated Results
Year Ended December 31, 2019 Compared to Year Ended December 31, 2018
Net sales decreased $858 million, or 12.0%, for the year ended December 31, 2019 compared to the same period in 2018 primarily due to:
lower pricing in our Acetyl Chain segment;
an unfavorable currency impact in our Acetyl Chain and Engineered Materials segments; and
lower volume in our Engineered Materials segment, primarily due to slower global economic conditions and customer destocking.
Selling, general and administrative expenses decreased $63 million, or 11.5% for the year ended December 31, 2019 compared to the same period in 2018 primarily due to:
lower incentive compensation costs and project spending of $48 million in our Other Activities segment.
Operating profit decreased $500 million, or 37.5% for the year ended December 31, 2019 compared to the same period in 2018 primarily due to:
lower Net sales across all of our segments; and

(1)an unfavorable impact to Other (charges) gains, net. During the year ended December 31, 2019, we recorded a reserve of $89 million in our Other Activities segment as a result of information learned from the European Commission's competition law investigation involving certain subsidiaries of Celanese with respect to certain past ethylene purchases. Additionally, during the year ended December 31, 2019, we recorded an $83 million long-lived asset impairment loss in our Acetate Tow segment related to the closure of our acetate flake manufacturing operations in Ocotlán, Mexico. See Note 4 - Acquisitions, Dispositions and Plant Closures and Note 18 - Other (Charges) Gains, Net in the accompanying consolidated financial statements for further information;
partially offset by:
lower raw material costs within our Acetyl Chain segment; and
lower SG&A expenses.
On September 21, 2019, a localized fire occurred at our Clear Lake, Texas facility, resulting in damage to the carbon monoxide production unit, for which we recorded accelerated depreciation expense, fixed overhead, clean-up and repair costs of approximately $39 million in our Acetyl Chain segment during the year ended December 31, 2019.
Equity in net earnings (loss) of affiliates decreased $51 million for the year ended December 31, 2019 compared to the same period in 2018 primarily due to:
a decrease in equity investment in earnings of $28 million from our Ibn Sina strategic affiliate, primarily as a result of plant turnaround activity and lower pricing for methanol; and
a decrease in equity investment in earnings of $20 million from our Polyplastics Co., Ltd. ("Polyplastics") strategic affiliate as a result of softer market conditions in China.
Non-operating pension and other postretirement employee benefit expense decreased $42 million during the year ended December 31, 2019 compared to the same period in 2018 primarily due to:
The
a decrease in recognized actuarial loss primarily relates toof $78 million as a result of higher asset returns, and a gain of $48 million reflecting the incorporation of the RP-2016 mortality tables into the actuarial assumptions for the US pension plans as of December 31, 2016, partially offset by a decrease in the weighted average discount rate used to determine benefit obligations from 4.0%3.8% to 3.7%2.8%.

 Advanced Engineered Materials Consumer Specialties Industrial Specialties Acetyl Intermediates Other Activities Total
 (In $ millions)
Cost of sales
 (1) 1
 
 (3) (3)
SG&A expenses
 
 (4) 
 (17) (21)
Research and development expenses
 
 
 
 (1) (1)
Other charges (gains), net1
 
 
 
 1
 2
Total1
 (1) (3) 
 (20) (23)
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
 Advanced Engineered Materials Consumer Specialties Industrial Specialties Acetyl Intermediates Other Activities Total
 (In $ millions)
Service cost(1) 
 1
 
 1
 1
Interest cost and expected return on plan assets
 
 
 
 (25) (25)
Amortization of prior service credit(1)
29
 16
 8
 16
 14
 83
Special termination benefit
 
 1
 
 1
 2
Recognized actuarial (gain) loss(2)

 
 
 
 (223) (223)
Curtailment / settlement (gain) loss(3)
26
 16
 3
 16
 14
 75
Total54
 32
 13
 32
 (218) (87)

(1)
Primarily relates to the elimination of eligibility for current and future employees and the elimination of benefits for certain participants under a US postretirement health care plan in 2014.
(2)
The decrease in recognized actuarial loss primarily relates to an increase in the weighted average discount rate used to determine benefit obligations from 3.7% to 4.0% and a gain of $62 million reflecting the incorporation of the RP-2015 mortality tables into the actuarial assumptions for the US pension plans as of December 31, 2015, partially offset by lower asset returns.
(3)
Primarily relates to actions taken in 2014 to offer a limited-time, voluntary buyout to certain participants of our US qualified defined benefit pension plan with a vested benefit.
 Advanced Engineered Materials Consumer Specialties Industrial Specialties Acetyl Intermediates Other Activities Total
 (In $ millions)
Cost of sales31
 26
 7
 16
 (20) 60
SG&A expenses16
 4
 3
 8
 (195) (164)
Research and development expenses7
 2
 2
 8
 (3) 16
Other charges (gains), net
 
 1
 
 
 1
Total54
 32
 13
 32
 (218) (87)
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.

Consolidated Results
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Net sales decreased $285 million, or 5.0%, for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower pricing, primarily for acetic acid and VAM in our Acetyl Intermediates segment and acetate tow in our Consumer Specialties segment; and
lower pricing in our Industrial Specialties segment;
partially offset by:
higher volume, primarily for POM, in our Advanced Engineered Materials segment; and
higher acetate tow volume in our Consumer Specialties segment.
Selling, general and administrative expenses decreased $90 million, or 17.8%, for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower functional spending and incentive compensation costs of $31 million;
productivity initiatives across all of our business segments; and
a decrease in pension and other postretirement plan net periodic benefit cost of $21 million.
Operating profit increased $567 million, or 173.9%, for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower raw material costs across all of our business segments;
a favorable impact from Other (charges) gains, net of $340 million. In December 2015, we terminated our existing agreement with a raw materials supplier in Singapore. In connection with the contract termination, we recorded $174 million to Other (charges) gains, net, which did not recur in the current year. We also recorded long-lived asset impairment losses of $123 million to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China during the three months ended December 31, 2015, which did not recur in the current year. See Note 1815 - Other (Charges) Gains, NetBenefit Obligations in the accompanying consolidated financial statements for further information; andinformation.
a decrease in SG&A expenses;
partially offset by:
lower Net sales.
Equity in net earnings (loss) of affiliates decreased $26 million for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
a decrease in equity in net earnings (loss) of affiliates of $50 million from our Ibn Sina strategic affiliate as a result of lower pricing for methyl tertiary-butyl ether ("MTBE") and methanol.
Our effective income tax rate for the year ended December 31, 20162019 was 12%13% compared to 41%19% for the year ended 2015.2018. The lower effective income tax rate is primarily attributable to the release of valuation allowances in foreign jurisdictions due to internal restructuring in Canada, improved operating results in China and settlement of uncertain tax positions and technical clarifications in Germany and the US. In February 2015, we established a centralized European headquarters for the purpose of improving the operational efficiencies and profitability of our European operations and certain global product lines. These activities directly impacted our mix of earnings and product flows and resulted in net favorable tax rate impacts in the jurisdictions in which we operate.

Our effective income tax rate is affected by recurring items, such as tax rates in foreign jurisdictions and the relative amounts and mix of income and loss in those jurisdictions to which they relate, as well as discrete items and non-deductible expenses that may occur in any given year, but are not consistent from year to year. See Note 19 - Income Taxes in the accompanying consolidated financial statements for further information.
Assuming no material changes to tax rules and regulations or cash repatriation plans, we expect continued realization of operational savings in connection with the establishment of our centralized European headquarters, which will directly impact the mix of our earnings and may result in favorable or unfavorable income tax impacts in subsequent years. Our effective tax rate will vary based on the jurisdictions in which income is actually generated and remains subject to potential volatility from changing tax legislation in the US and other tax jurisdictions. We continue to assess our business model and its impact in various jurisdictions. On October 16, 2016, the US Department of the Treasury released final and temporary Section 385 regulations regarding corporate tax inversions and related earnings stripping. These final and temporary regulations, which are to be effective 90 days after finalization, include provisions that may be interpreted to impact otherwise common tax structures including intercompany financing and obligations. We have evaluated the tax consequences of the new regulations to our cross-border treasury management practices and intercompany financing structure and do not expect any material impact.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net sales decreased $1.1 billion, or 16.6%, for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
unfavorable currency impacts across all our business segments resulting from a strong US dollar relative to the Euro;
lower pricing and volume in our Acetyl Intermediates segment for VAM and acetic acid; and
lower acetate tow volume and pricing in our Consumer Specialties segment driven by customer destocking and reduced industry utilization, respectively.
Selling, general and administrative expenses decreased $252 million, or 33.2%, for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a decrease in pension and other postretirement plan net periodic benefit cost of $164 million;
cost savings of $50 million related to productivity initiatives across all of our business segments; and
lower functional spending and incentive compensation costs of $41 million.
Operating profit decreased $432 million, or 57.0%, for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a decrease in Net sales; and
an unfavorable impact from Other (charges) gains, net. In December 2015, we terminated our existing agreement with a raw materials supplier in Singapore. In connection with the contract termination, we recorded $174 million to Other (charges) gains, net. We also recorded long-lived asset impairment losses of $123 million to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China during the three months ended December 31, 2015;
partially offset by:
a decrease in SG&A and lower raw material costs across all of our business segments.
Operating margin for the year ended December 31, 2015 decreased to 5.7% from 11.1% in 2014.
Equity in net earnings (loss) of affiliates decreased $65 million for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a $48 million gain resulting from restructuring the debt of a subsidiary of InfraServ GmbH & Co. Hoechst KG during the three months ended June 30, 2014, which did not recur in 2015. Our equity investment in InfraServ GmbH & Co. Hoechst KG is primarily owned by an entity included in our Other Activities segment, while our Consumer Specialties and Acetyl Intermediates segments also each hold an ownership percentage; and

a decrease in equity in net earnings (loss) of affiliates of $27 million from our Ibn Sina strategic affiliate as a result of lower pricing for MTBE and methanol.
Our effective income tax rate for the year ended December 31, 2015 was 41%2019 compared to 33% for the year ended 2014. The highersame period in 2018 was primarily due to a valuation allowance provided against Luxembourg net operating loss carryforwards in 2018. In addition, the 2019 effective income tax rate forbenefited from the year ended December 31, 2015 was primarily attributable to an increase in thefavorable impact of a 2019 release of valuation allowanceallowances due to an increase in losses in jurisdictions with nohigher projected utilization of foreign tax benefit. The increase in losses primarily relates to a $123 million long-lived asset impairment recorded to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China and a $174 million charge related to the termination of a raw materials contract with a supplier in Singapore.credit carryforwards. See Note 1819 - Other (Charges) Gains, NetIncome Taxes in the accompanying consolidated financial statements for further information. The tax impact

Discussion of these events was partially offset by decreasesour financial condition and results of operations for the year ended December 31, 2018 compared to the year ended December 31, 2017 can be found in uncertain tax positionsPart II - Item 7. Management's Discussion and Analysis of $29 million due to audit closuresFinancial Condition and technical jurisdictional clarifications.Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2018.



Business Segments
Advanced Engineered Materials
Year Ended
December 31,
   % Year Ended
December 31,
   %Year Ended
December 31,
   %
2016 2015 Change Change 2015 2014 Change Change2019 2018 Change Change
(In $ millions, except percentages)(In $ millions, except percentages)
Net sales1,444
 1,326
 118
 8.9 % 1,326
 1,459
 (133) (9.1)%2,386
 2,593
 (207) (8.0)%
Net Sales Variance  

                   
Volume11 %       (1) %      (5) %      
Price(2) %       (1) %       %      
Currency %       (7) %      (3) %      
Other %        %       %      
Other (charges) gains, net(2) (7) 5
 (71.4)% (7) (1) (6) 600.0 %5
 
 5
 100.0 %
Operating profit (loss)350
 235
 115
 48.9 % 235
 221
 14
 6.3 %446
 460
 (14) (3.0)%
Operating margin24.2 % 17.7%     17.7 % 15.1% 

  18.7 % 17.7%    
Equity in net earnings (loss) of affiliates122
 150
 (28) (18.7)% 150
 161
 (11) (6.8)%168
 218
 (50) (22.9)%
Depreciation and amortization92
 99
 (7) (7.1)% 99
 106
 (7) (6.6)%131
 126
 5
 4.0 %
Year Ended December 31, 20162019 Compared to Year Ended December 31, 20152018
Net sales increaseddecreased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
higherlower volume primarily for POM in Europe and Asia,within our base business driven by new project launches and base business growth;
partially offset by:
lower pricing in POM due to regionalslower global economic conditions and customer mix.destocking; and
an unfavorable currency impact resulting from a weaker Euro relative to the US dollar.
Operating profit increaseddecreased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
higherlower Net sales;
partially offset by:
lower energy and raw material costs of $19 million, primarily for methanol and polyester; andsteam;
cost savingslower spending costs of $18$10 million, primarily duerelated to productivity initiatives.initiatives; and
a favorable impact of $5 million to Other (charges) gains, net. During the year ended December 31, 2019, we recorded a $15 million gain related to a settlement of a commercial dispute from a previous acquisition, partially offset by $10 million in employee termination benefits, primarily related to business optimization projects. See Note 18 - Other (Charges) Gains, Net in the accompanying consolidated financial statements for further information.
Equity in net earnings (loss) of affiliates decreased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
a decrease in equity investment in net earnings (loss) of affiliates of $50$28 million from our Ibn Sina strategic affiliate, as a result of lower pricing for MTBE and methanol;
partially offset by:
an increase in equity in net earnings (loss) of affiliates from our Polyplastics Co., Ltd. ("Polyplastics") and Korea Engineering Plastics Co., Ltd. ("KEPCO") strategic affiliates of $15 million and $9 million, respectively, primarily as a result of higher demand.plant turnaround activity and lower pricing for methanol; and
a decrease in equity investment in earnings of $20 million from our Polyplastics strategic affiliate as a result of softer market conditions in China.
On December 1, 2016,January 2, 2019, we acquiredcompleted the acquisition of 100% of the stockownership interests of the Forli, Italy based SO.F.TER. S.p.A.Next Polymers Ltd., an India-based engineering thermoplastics ("SOFTER"ETP"), a leading thermoplastic compounder. The acquisition included its comprehensive product portfolio of engineering thermoplastics, including nylonstrengthens our position in the Indian ETP market and polypropylene polymers, and thermoplastic elastomers, as well as all of itsfurther expands our global manufacturing technology and commercial facilities and customer agreements. The acquisition supports the strategic growth of the engineered materialsfootprint.

business. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.Acetate Tow
 Year Ended
December 31,
   %
 2019 2018 Change Change
 (In $ millions, except percentages)
Net sales636
 649
 (13) (2.0)%
Net Sales Variance       
Volume(2)%      
Price %      
Currency %      
Other %      
Other (charges) gains, net(88) (2) (86) (4,300.0)%
Operating profit (loss)52
 130
 (78) (60.0)%
Operating margin8.2 % 20.0%    
Dividend income - equity investments112
 116
 (4) (3.4)%
Depreciation and amortization45
 58
 (13) (22.4)%
Year Ended December 31, 20152019 Compared to Year Ended December 31, 20142018
Net sales decreased for the year ended December 31, 20152019 compared to the same period in 2014 primarily due to:
an unfavorable currency impact resulting from a strong US dollar relative to the Euro.
Operating profit increased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
lower energy and raw material costs, primarily for ethylene and polypropylene, which more than offset the decrease in Net sales;
partially offset by:
an increase in net periodic benefit cost of $54 million.
Equity in net earnings (loss) of affiliates decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a decrease in equity in net earnings (loss) of affiliates of $27 million from our Ibn Sina strategic affiliate as a result of lower pricing for MTBE and methanol;
partially offset by:
an increase in equity in net earnings (loss) of affiliates from our Polyplastics and KEPCO strategic affiliates of $8 million and $6 million, respectively, primarily as a result of lower raw material costs.


Consumer Specialties
 Year Ended
December 31,
   % Year Ended
December 31,
   %
 2016 2015 Change Change 2015 2014 Change Change
 (In $ millions, except percentages)
Net sales929
 969
 (40) (4.1)% 969
 1,160
 (191) (16.5)%
Net Sales Variance               
Volume4 %       (13)%      
Price(8) %       (3)%      
Currency %       (1)%      
Other %        %      
Other (charges) gains, net(2) (25) 23
 (92.0)% (25) 16
 (41) (256.3)%
Operating profit (loss)302
 262
 40
 15.3 % 262
 388
 (126) (32.5)%
Operating margin32.5 % 27.0%     27.0 % 33.4% 

  
Equity in net earnings (loss) of affiliates3
 2
 1
 50.0 % 2
 9
 (7) (77.8)%
Dividend income - cost investments107
 106
 1
 0.9 % 106
 115
 (9) (7.8)%
Depreciation and amortization45
 60
 (15) (25.0)% 60
 43
 17
 39.5 %
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Net sales decreased for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower acetate tow pricing due to lower global industry utilization;
partially offset by:
higher acetate tow volume, primarily in Europe, due to customer destocking in the first half of the prior year, which did not recur in the current year.
Operating profit increased for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower raw material costs, including acetic acid and anhydride;
a favorable impact in Other (charges) gains, net due to employee termination costs of $24 million, which was recorded as a result of a 50% capacity reduction at our acetate tow facility in Lanaken, Belgium in December 2015, which did not recur in 2016. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information; and
cost savings of $25 million primarily due to productivity initiatives in our cellulose derivatives business;
partially offset by:
lower Net sales.
Depreciation and amortization expense, which is included within Operating profit (loss), decreased during the year ended December 31, 2016 compared to the same period in 2015 as a result of accelerated depreciation expense of $10 million related to a 50% capacity reduction at our acetate tow facility in Lanaken, Belgium in December 2015, which did not recur in 2016. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.

Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net sales decreased for the year ended December 31, 2015 compared to the same period in 20142018 primarily due to:
lower acetate tow volume driven by customer destocking; and
due to lower acetate tow pricing driven by reducedglobal industry utilization.
Operating profit decreased for the year ended December 31, 20152019 compared to the same period in 20142018 primarily due to:
an unfavorable impact of $86 million to Other (charges) gains, net. During the year ended December 31, 2019, we recorded an $83 million long-lived asset impairment loss related to the closure of our acetate flake manufacturing operations in Ocotlán, Mexico. We expect to incur additional exit and shutdown costs related to Ocotlán, Mexico of approximately $12 million through the first quarter of 2021. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information; and
a decrease inlower Net sales;
an unfavorable impact in Other (charges) gains, net due to employee termination costs of $24 million and accelerated depreciation expense of $10 million which were recorded as a result of a 50% capacity reduction at our acetate tow facility in Lanaken, Belgium in December 2015; Other (charges) gains, net was also unfavorably impacted by an arbitration recovery in 2014 against a former utility operator at our cellulose derivatives manufacturing facility in Narrows, Virginia, which did not recur in 2015; and
an increase in net periodic benefit cost of $32 million;
partially offset by:
lower wood pulpenergy costs of $18 million, primarily related to lower natural gas prices and energy costs.the closure of our manufacturing operations in Ocotlán, Mexico; and
Equityhigher accelerated depreciation and amortization expense of $13 million in net earnings (loss) of affiliates decreased for the year ended December 31, 2015 compared2018 related to the same periodclosure of our acetate tow manufacturing unit in 2014 primarily due to:
a $6 million gain resulting from restructuring the debt of a subsidiary of InfraServ GmbH & Co. Hoechst KG during the three months ended June 30, 2014, which did not recur in 2015.
Dividend income from cost investments decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
lower earnings from our cellulose derivatives ventures primarily due to the expiration of a favorable tax holiday.Ocotlán, Mexico.

Industrial SpecialtiesAcetyl Chain
Year Ended
December 31,
   % Year Ended
December 31,
   %Year Ended
December 31,
   %
2016 2015 Change Change 2015 2014 Change Change2019 2018 Change Change
(In $ millions, except percentages)(In $ millions, except percentages)
Net sales979
 1,082
 (103) (9.5)% 1,082
 1,224
 (142) (11.6)%3,392
 4,042
 (650) (16.1)%
Net Sales Variance                      
Volume(1) %        %      (1) %      
Price(8) %       (4) %      (13) %      
Currency(1) %       (8) %      (2) %      
Other %        %       %      
Other (charges) gains, net(3) (10) 7
 (70.0)% (10) (1) (9) 900.0 %(3) 11
 (14) (127.3)%
Operating profit (loss)105
 72
 33
 45.8 % 72
 76
 (4) (5.3)%678
 1,024
 (346) (33.8)%
Operating margin10.7 % 6.7%     6.7 % 6.2%    20.0 % 25.3%    
Equity in net earnings (loss) of affiliates4
 6
 (2) (33.3)%
Depreciation and amortization34
 64
 (30) (46.9)% 64
 50
 14
 28.0 %161
 148
 13
 8.8 %
Year Ended December 31, 20162019 Compared to Year Ended December 31, 20152018
Net sales decreased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
lower pricing infor most of our emulsion polymers and EVA polymers businessesproducts, primarily due to reduced customer demand in Asia, an overall deflationary environment for raw materials, and limited outage and curtailment activity;
an unfavorable currency impact, primarily related to a weaker Euro relative to the US dollar; and
lower raw material costs globallyvolume due to reduced customer demand for VAM.acetic acid in all regions, mostly offset by higher volume for VAM due to expansion in the western hemisphere.
Operating profit increaseddecreased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
lower energy and raw materialNet sales;
higher spending costs primarily VAM; and
cost savings of $28$15 million, primarily duerelated to productivity initiatives inincremental costs at our emulsion polymers business; andClear Lake, Texas facility resulting from a localized fire;
a favorablean unfavorable impact fromof $14 million to Other (charges) gains, net. During the year ended December 31, 2015,2018, we recorded $6received a $13 million of employee termination benefits related to the closure of our vinyl acetate ethylene ("VAE") emulsions facility in Tarragona, Spain,non-income tax receivable refund from Nanjing, China, which did not recur in the current year. See Note 418 - Acquisitions, Dispositions and Plant ClosuresOther (Charges) Gains, Net in the accompanying consolidated financial statements for further information.information; and
partially offset by:
lower Net sales.
Depreciationhigher accelerated depreciation and amortization expense which is included within Operating profit (loss), decreased during the year ended December 31, 2016 compared to the same period in 2015 as a result of accelerated depreciation expense of $19 million related to our VAE emulsions unit in Meredosia, Illinois and $9 million related to our VAE and conventional emulsions units in Tarragona, Spain, which did not recur in the current year. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net sales decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
an unfavorable currency impact on our emulsion polymers business resulting from a strong US dollar relative to the Euro; and
lower pricing in our emulsion polymers business due to lower raw material costs for VAM, primarily in Europe.
Operating profit decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:

a decrease in Net sales, as well as an increase in site closure costs of $22 million and $16$13 million, primarily related to damage to the carbon monoxide production unit from a localized fire at our VAE emulsions unit in Meredosia, Illinois and in Tarragona, Spain, respectively; and
an increase in net periodic benefit cost of $13 million;Clear Lake, Texas facility;
partially offset by:
lower raw material costs for VAM, primarily in Europe.methanol, ethylene and acetic acid, which combined represents more than three-fourths of the decrease.

Acetyl IntermediatesOther Activities
 Year Ended
December 31,
   % Year Ended
December 31,
   %
 2016 2015 Change Change 2015 2014 Change Change
 (In $ millions, except percentages)
Net sales2,441
 2,744
 (303) (11.0)% 2,744
 3,493
 (749) (21.4)%
Net Sales Variance               
Volume(2) %       (3) %      
Price(10) %       (13) %      
Currency(1) %       (6) %      
Other2 %        %      
Other (charges) gains, net(3) (300) 297
 (99.0)% (300) (3) (297) 9,900 %
Operating profit (loss)340
 (3) 343
 (11,433)% (3) 558
 (561) (100.5)%
Operating margin13.9 % (0.1) %     (0.1) % 16.0%    
Equity in net earnings (loss) of affiliates6
 6
 
  % 6
 20
 (14) (70.0)%
Depreciation and amortization107
 123
 (16) (13.0)% 123
 81
 42
 51.9 %
 Year Ended
December 31,
   %
 2019 2018 Change Change
 (In $ millions, except percentages)
Other (charges) gains, net(117) 
 (117) (100.0)%
Operating profit (loss)(342) (280) (62) (22.1)%
Equity in net earnings (loss) of affiliates10
 9
 1
 11.1 %
Non-operating pension and other postretirement employee benefit (expense) income(20) (62) 42
 67.7 %
Dividend income - equity investments1
 1
 
  %
Depreciation and amortization15
 11
 4
 36.4 %
Year Ended December 31, 20162019 Compared to Year Ended December 31, 2015
Net sales decreased for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower pricing due to lower global industry utilization and a decline in global feedstock costs, such as methanol, which negatively impacted pricing for most of our products. The impact on acetic acid, VAM and acetate esters represents approximately three-fourths of the pricing decrease; and
lower volume for VAM, which represents all of the decrease in volume, primarily due to the expiration of a significant VAM contract.2018
Operating profitloss increased for the year ended December 31, 20162019 compared to the same period in 20152018 primarily due to:
a favorablean unfavorable impact fromof $117 million to Other (charges) gains, net. In May 2017, we learned that the European Commission opened a competition law investigation involving certain subsidiaries of Celanese with respect to certain past ethylene purchases. During the year ended December 2015, we terminated our existing agreement with a raw materials supplier in Singapore. In connection with the contract termination,31, 2019, we recorded $174a reserve of $89 million as a result of information learned from the European Commission's investigation. Additionally, during the year ended December 31, 2019, we recorded $19 million in losses related to Other (charges) gains, net, which did not recur in the current year.settlements with former third-party customers. We also recorded long-lived asset impairment losses of $123$9 million in employee termination benefits, primarily related to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China during the three months ended December 31, 2015, which did not recur in the current year.business optimization projects. See Note 18 - Other (Charges) Gains, Net in the accompanying consolidated financial statements for further information;
lower energy and raw material costs, primarily for carbon monoxide and methanol; and
cost savings of $29 million, primarily due to productivity initiatives;
partially offset by:
lower Net sales.incentive compensation costs and project spending of $48 million.

DepreciationNon-operating pension and amortizationother postretirement employee benefit expense which is included within Operating profit (loss), decreased during the year ended December 31, 2016 compared to the same period in 2015 as a result of $39 million in accelerated depreciation expense recorded in the prior year related to property, plant and equipment no longer in use at our ethanol technology unit in Clear Lake, Texas, which did not recur in the current year, partially offset by the impact from the startup of production at the Fairway facility in October 2015. See Note 4 - Acquisitions, Dispositions and Plant Closures in the accompanying consolidated financial statements for further information.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net sales decreased for the year ended December 31, 20152019 compared to the same period in 20142018 primarily due to:
a decrease in recognized actuarial loss of $78 million as a result of higher asset returns, partially offset by a decrease in the weighted average discount rate used to determine benefit obligations from 3.8% to 2.8%. See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.
lower pricing and volume for VAM, primarily due to industry outages in the prior year that did not recur in 2015. VAM represents approximately one-half of the decrease in pricing and volume;
an unfavorable currency impact resulting from a strong US dollar relative to the Euro; and
lower pricing and volume for acetic acid, which represents approximately one-third of the pricing and volume decrease, primarily due to lower demand in Asia.
Operating profit decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a decrease in Net sales, as well as an unfavorable impact from Other (charges) gains, net. In December 2015, we terminated our existing agreement with a raw materials supplier in Singapore. In connection with the contract termination, we recorded $174 million to Other (charges) gains, net. We also recorded long-lived asset impairment losses of $123 million to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China during the three months ended December 31, 2015;
an increase in depreciation and amortization expense as a result of $39 million in accelerated depreciation expense related to property, plant and equipment no longer in use at our ethanol technology development unit in Clear Lake, Texas, beginning in June 2015;
an increase in net periodic benefit cost of $32 million; and
costs of $10 million incurred related to the start-up of our Fairway joint venture;
partially offset by:
lower energy and raw material costs, primarily for ethylene, methanol and carbon monoxide, with ethylene making up approximately one-half and the other raw materials each making up approximately one-quarter of the decrease in raw materials.
Equity in net earnings (loss) of affiliates decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a $13 million gain resulting from restructuring the debt of a subsidiary of InfraServ GmbH & Co. Hoechst KG during the three months ended June 30, 2014, which did not recur in 2015.

Other Activities
 Year Ended
December 31,
   % Year Ended
December 31,
   %
 2016 2015 Change Change 2015 2014 Change Change
 (In $ millions)
Other (charges) gains, net(1) (9) 8
 (88.9)% (9) 4
 (13) (325.0)%
Operating profit (loss)(205) (240) 35
 (14.6)% (240) (485) 245
 (50.5)%
Equity in net earnings (loss) of affiliates24
 23
 1
 4.3 % 23
 56
 (33) (58.9)%
Dividend income - cost investments1
 1
 
  % 1
 1
 
  %
Depreciation and amortization12
 11
 1
 9.1 % 11
 12
 (1) (8.3)%
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Operating loss decreased for the year ended December 31, 2016 compared to the same period in 2015 primarily due to:
lower functional and project spending of $21 million; and
a decrease in net periodic benefit cost of $20 million, primarily recorded to SG&A expenses.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Operating loss decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a decrease in net periodic benefit cost of $218 million, primarily recorded to SG&A expenses; and
lower functional spending and incentive compensation costs of $41 million;
partially offset by:
higher project spending related to our European headquarters.
Equity in net earnings (loss) of affiliates decreased for the year ended December 31, 2015 compared to the same period in 2014 primarily due to:
a $29 million gain resulting from restructuring the debt of a subsidiary of InfraServ GmbH & Co. Hoechst KG during the three months ended June 30, 2014, which did not recur in 2015.

Liquidity and Capital Resources
Our primary source of liquidity is cash generated from operations, available cash and cash equivalents and dividends from our portfolio of strategic investments. In addition, as of December 31, 20162019 we have $1.0 billion$978 million available for borrowing under our senior unsecured revolving credit facility and $52$5 million available under our accounts receivable securitization facility to assist, if required, in meeting our working capital needs and other contractual obligations.
While our contractual obligations, commitments and debt service requirements over the next several years are significant, we continue to believe we will have available resources to meet our liquidity requirements, including debt service, in 2017.for the next twelve months. If our cash flow from operations is insufficient to fund our debt service and other obligations, we may be required to use other means available to us such as increasing our borrowings, reducing or delaying capital expenditures, seeking additional capital or seeking to restructure or refinance our indebtedness. There can be no assurance, however, that we will continue to generate cash flows at or above current levels.
Total cash outflows for capital expenditures are expected to be in the range of $250 million to $300approximately $500 million in 20172020 primarily due to additional investments in growth opportunities in our Advanced Engineered Materials and Acetyl IntermediatesChain segments.
On a stand-alone basis, Celanese and its immediate 100% owned subsidiary, Celanese US, have no material assets other than the stock of their subsidiaries and no independent external operations of their own. Accordingly, they generally depend on the cash flow of their subsidiaries and their ability to pay dividends and make other distributions to Celanese and Celanese US in order to meet their obligations, including their obligations under senior credit facilities and senior notes and to pay dividends on our Series A common stock, par value $0.0001 per share ("Common Stock").
We are subject to capital controls and exchange restrictions imposed by the local governments in certain jurisdictions where we operate, such as China, India and Indonesia. Capital controls impose limitations on our ability to exchange currencies, repatriate earnings or capital, lend via intercompany loans or create cross-border cash pooling arrangements. Our largest exposure to a country with capital controls is in China. Pursuant to applicable regulations, foreign-invested enterprises in China may pay dividends only out of their accumulated profits, if any, determined in accordance with Chinese accounting standards and regulations. In addition, the Chinese government imposes certain currency exchange controls on cash transfers out of China, puts certain limitations on duration, purpose and amount of intercompany loans, and restricts cross-border cash pooling.
Cash Flows
Cash and cash equivalents increased $24 million to $463 million as of December 31, 2016 were $638 million, a decrease of $329 million from2019 compared to December 31, 2015.2018. As of December 31, 2016, $5522019, $391 million of the $638$463 million of cash and cash equivalents was held by our foreign subsidiaries. If theseUnder the TCJA, we have incurred a prior year charge associated with the repatriation of previously unremitted foreign earnings, including foreign held cash. These funds are largely accessible, if needed for our operations in the US we will access such fundsto fund operations. See Note 19 - Income Taxes in a tax efficient mannerthe accompanying consolidated financial statements for further information.
Year Ended December 31, 2019 Compared to satisfy cash flow needs. Currently, there are no contemplated cash distributions that will result in incremental US taxes payable in excess of applicable foreign tax credits related to such undistributed earnings. As a result, we have not recorded any deferred income taxes on the portion of undistributed foreign earnings determined not to be permanently reinvested in foreign operations.Year Ended December 31, 2018
Net Cash Provided by (Used in) Operating Activities
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Net cash provided by operating activities increased $31decreased $104 million to $893 million$1.5 billion for the year ended December 31, 20162019 compared to $862 million$1.6 billion for the same period in 2015.2018. Net cash provided by operations for the year ended December 31, 2016 increased primarily due to:
an increase in net earnings;
largely offset by:
an increase in pension plan and other postretirement benefit plan contributions of $287 million;
unfavorable trade working capital of $56 million primarily due to an increase in accounts receivable; and
lower dividends from our equity investments in affiliates of $45 million.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net cash provided by operating activities decreased $100 million to $862 million for the year ended December 31, 2015 compared to $962 million for the same period in 2014. Net cash provided by operations for the year ended December 31, 20152019 decreased primarily due to:
a decrease in net earnings;
partially offset by:

favorable trade working capital of $303 million, primarily due to a decrease in pensiontrade receivables and postretirement benefit plan contributionsinventory. Trade receivables decreased due to timing of $160 million.collections. Inventory decreased as a result of inventory build-up for plant turnarounds which occurred in the prior year, as well as lower costs for raw materials and the impact of the localized fire at our Clear Lake, Texas facility in the current year.

Net Cash Provided by (Used in) Investing Activities
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Net cash used in investing activities decreased $119$14 million to $439$493 million for the year ended December 31, 20162019 compared to $558$507 million for the same period in 2015,2018, primarily due to:
a decrease in capital expendituresnet cash outflow of $288 million relating to Fairway, which was completed in 2015;
partially offset by:
an increase in cash outflows of $178$144 million related to the acquisition of SOFTEROmni Plastics, L.L.C. and its subsidiaries in December 2016.February 2018;
Year Ended December 31, 2015 Comparedpartially offset by:
a net cash outflow of $91 million primarily related to Year Ended December 31, 2014the acquisition of Next Polymers, Ltd. in January 2019; and
Net cash usedan increase of $33 million in investing activities decreased $147 million to $558 million for the year ended December 31, 2015 compared to $705 million for the same period in 2014, primarily due to:
capital expenditures relatingrelated to Fairway of $288 million, $136 million lower thangrowth and efficiency opportunities in the same period in 2014.our Engineered Materials and Acetyl Chain segments.
Net Cash Provided by (Used in) Financing Activities
Year Ended December 31, 2016 Compared to Year Ended December 31, 2015
Net cash used in financing activities increased $693decreased $230 million to $759$935 million for the year ended December 31, 20162019 compared to $66 million$1.2 billion for the year ended December 31, 2015. The increasesame period in cash used in financing activities is2018, primarily due to:
an increase of $350 million in net proceeds from short-term debt of $338 million, primarily as a result of higher borrowings under our previous senior secured revolving credit facility for the year ended December 31, 2015, which were repaid in fulland accounts receivable securitization facility during the year ended December 31, 2016, as discussed below;
a net decrease2019 related to the timing of $238 million in contributions received from, and distributions to, Mitsui; and
an increase of $80 million in share repurchases of our Common Stock;
partially offset by: and
an increase in net proceeds from long-term debt of $406$114 million, primarily as a resultdue to the issuance of issuing €750$500 million in principal amount of 1.125%the 3.500% senior unsecured notes due September 26, 2023 ("1.125%May 8, 2024 (the "3.500% Notes"), as discussed below.
In January 2017, we repaid $69 millionpartially offset by the redemption of the $70 million SOFTER bank loans outstanding at December 31, 2016 with cash on hand.
Year Ended December 31, 2015 Compared to Year Ended December 31, 2014
Net cash used in financing activities decreased $349 million to $66 million for the year ended December 31, 2015 compared to $415 million for the year ended December 31, 2014. The decrease in cash used in financing activities is primarily due to:
an increase in net borrowings on short-term debt of $385 million, primarily as a result of borrowing under our revolving credit facility to fund repurchases of our Common Stock; and
a decrease in net repayments of long-term debt of $215 million as a result of redeeming our $600 million 6.625%3.250% senior unsecured notes due 2018 ("6.625%(the "3.250% Notes") during the year ended December 31, 2014, which did not recur in 2015;2019, as discussed below;
partially offset by:
an increase of $170$191 million in share repurchases of our Common Stock;

a decrease of $50 million in contributions received from Mitsui in exchange for ownership in Fairway;Stock during the year ended December 31, 2019; and
higheran increase in cash dividends on our Common Stock dividends of $30 million due to a 39% and 20% increase in$20 million. During the year ended December 31, 2019, we increased our quarterly cash dividends beginning May 2014 and May 2015, respectively.

dividend rate from $0.54 to $0.62 per share.
In addition, exchange rates had an unfavorable impactsimpact of $24 million, $51$2 million and $46$23 million on cash and cash equivalents for the years ended December 31, 2016, 20152019 and 2014,2018, respectively.
Debt and Other Obligations
Senior Credit Facilities
On July 15, 2016,January 7, 2019, Celanese, Celanese US and certain subsidiariessubsidiary borrowers entered into a new senior credit agreement ("New Credit(the "Credit Agreement") consisting of a $500 million senior unsecured term loan and a $1.0$1.25 billion senior unsecured revolving credit facility (with a letter of credit sublimit), each maturing in 2021.2024. The margin for borrowings under the senior unsecured term loan and the senior unsecured revolving credit facility was 1.5% above LIBOR at our current credit ratings. The New Credit Agreement is guaranteed by Celanese, Celanese US and substantially all of its domestic subsidiaries ("the Subsidiary Guarantors"). The proceeds from the newWe borrowed $1.3 billion and repaid $1.1 billion under our senior unsecured term loan and $409 million of borrowings under the new senior unsecured revolving credit facility were used to repay our Term C-2 and C-3 loans under our previous senior secured credit facilities. We borrowed $245 million and repaid $595 million under our previous secured revolving credit facility during the year ended December 31, 2016.2019.

Senior Notes
We have outstanding senior unsecured notes, issued in public offerings registered under the Securities Act of 1933 ("Securities Act"), as amended, as follows (collectively, the "Senior Notes"):
Senior Notes Issue Date Principal Interest Rate Interest Pay Dates Maturity Date Issue Date Principal Interest Rate Interest Pay Dates Maturity Date
 (In millions) (In percentages)     (In millions) (In percentages)    
3.500% Notes May 2019 $500 3.500 May 8 November 8 May 8, 2024
2.125% Notes November 2018 €500 2.125 March 1 March 1, 2027
1.250% Notes December 2017 €300 1.250 February 11 February 11, 2025
1.125% Notes September 2016 €750 1.125 September 26 N/A September 26, 2023 September 2016 €750 1.125 September 26 September 26, 2023
3.250% Notes September 2014 €300 3.250 April 15 October 15 October 15, 2019
4.625% Notes November 2012 $500 4.625 March 15 September 15 November 15, 2022 November 2012 $500 4.625 March 15 September 15 November 15, 2022
5.875% Notes May 2011 $400 5.875 June 15 December 15 June 15, 2021 May 2011 $400 5.875 June 15 December 15 June 15, 2021
The Senior Notes were issued by Celanese US and are guaranteed on a senior unsecured basis by Celanese and the Subsidiary Guarantors. Celanese US may redeem some or all of each of the Senior Notes, prior to their respective maturity dates, at a redemption price of 100% of the principal amount, plus a "make-whole" premium as specified in the applicable indenture, plus accrued and unpaid interest, if any, to the redemption date.
On September 26, 2016,May 8, 2019, Celanese US completed thean offering of the 1.125%3.500% Notes in a public offering registered under the Securities Act. The 1.125%3.500% Notes were issued at a discount to par at a price of 99.713%99.895%. Net proceeds from the sale of the 1.125%3.500% Notes were used to redeem in full the 3.250% Notes, to repay $411$156 million of outstanding borrowings under the new senior unsecured revolving credit facility and for general corporate purposes.
In October 2014, Celanese US redeemed its 6.625% Notes at a redemption price of 103.313% of the face amount for a total principal and premium payment of $620 million plus accrued interest of $20 million. Proceeds fromconnection with the issuance of the 3.250%3.500% Notes, we entered into a cross-currency swap to effectively convert our fixed-rate US dollar denominated debt under the 3.500% Notes, including annual interest payments and the payment of principal at maturity, to fixed-rate Euro denominated debt.
In November 2018, Celanese US completed an offering of the 2.125% Notes in a public offering registered under the Securities Act. The 2.125% Notes were issued under a base indenture dated May 6, 2011. The 2.125% Notes were issued at a discount to par at a price of 99.231%. Net proceeds from the sale of the 2.125% Notes were used to partially fund the redemption of the 6.625% Notes, as well as cash on hand.
Pollution Control and Industrial Revenue Bonds
On March 3, 2016, the State of Wisconsin Public Finance Authority completed an offering of pollution control and industrial revenue bonds, the proceeds of which were loaned to Celanese US and used to repay the pollution control and industrial revenue bonds previously issued for our benefit.
Accounts Receivable Securitization Facility
On July 8, 2016, certain$463 million of our subsidiariessenior unsecured term loan and for general corporate purposes.
Other Financing Arrangements
In June 2018, we entered into an amendmenta factoring agreement with a global financial institution to sell certain accounts receivable on a non-recourse basis. These transactions are treated as a sale and are accounted for as a reduction in accounts receivable because the agreement transfers effective control over and risk related to the receivables to the buyer. We have no continuing involvement in the transferred receivables, other than collection and administrative responsibilities and, once sold, the accounts receivable are no longer available to satisfy creditors in the event of ourbankruptcy. We de-recognized $257 million and $117 million of accounts receivable under this factoring agreement as of December 31, 2019 and 2018, respectively.
Our US accounts receivable securitization facility extending itswas amended on July 8, 2019 to extend the maturity date to July 20196, 2020. We borrowed $112 million and decreasing the available amount to $120repaid $74 million. We repaid $55 million under this facility during the year ended December 31, 2016.

2019.
Our material financing arrangements contain customary covenants, including the maintenance of certain financial ratios, events of default and change of control provisions. Failure to comply with these covenants, or the occurrence of any other event of default, could result in acceleration of the borrowings and other financial obligations. We are in compliance with all of the covenants related to our debt agreements as of December 31, 2016.2019.
See Note 14 - Debt in the accompanying consolidated financial statements for further information.
Share Capital
Our Board of Directors follows a policy of declaring, subject to legally available funds, a quarterly cash dividend on each share of our Common Stock unless the Board of Directors, in its sole discretion, determines otherwise. The amount available to us to pay cash dividends is not currently restricted by our existing senior credit facility or our indentures governing our senior unsecured notes.
On February 9, 2017,5, 2020, we declared a quarterly cash dividend of $0.36$0.62 per share on our Common Stock amounting to $51$74 million. The cash dividend is for the period from November 1, 2016 to January 31, 2017 and will be paid on March 3, 2017February 28, 2020 to holders of record as of February 21, 2017.18, 2020.
Our Board of Directors has authorized the aggregate repurchase of $2.4$5.4 billion of our Common Stock since February 2008. These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program does not have an expiration date. During the year ended December 31, 2016,2019, we spent $500 million on

repurchased shares of our Common Stock.Stock at an aggregate cost of $1.0 billion. As of December 31, 2016,2019, we had $531 million$1.2 billion remaining under authorizations by our Board of Directors.
See Note 17 - Stockholders' Equity in the accompanying consolidated financial statements for further information.
Contractual Debt and Cash Obligations
The following table sets forth our fixed contractual debt and cash obligations as of December 31, 2016.2019:
  Payments due by period   Payments due by period 
Total Less Than
1 Year
 Years
2 & 3
 Years
4 & 5
 After
5 Years
 Total Less Than
1 Year
 Years
2 & 3
 Years
4 & 5
 After
5 Years
 
(In $ millions) (In $ millions) 
Fixed Contractual Debt Obligations                    
Senior notes2,004
 
 316
 400
 1,288
 3,135
 
 900
 1,341
 894
 
Senior unsecured term loan500
 6
 81
 413
 
 
Interest payments on debt and other obligations659
(1) 
113
 213
 158
 175
 418
(1) 
108
 156
 72
 82
 
Capital lease obligations217
 21
 45
 58
 93
 
Finance lease obligations144
 26
 51
 30
 37
 
Other debt308
(2) 
91
 27
 20
 170
 644
(2) 
470
 3
 21
 150
 
Total3,688
 231
 682
 1,049
 1,726
 4,341
 604
 1,110
 1,464
 1,163
 
Operating leases395
 57
 101
 71
 166
 256
 35
 50
 39
 132
 
Uncertain tax positions, including interest and penalties131
 
 
 
 131
(3) 
165
 
 
 
 165
(3) 
Unconditional purchase obligations2,446
(4) 
492
 818
 447
 689
 1,161
(4) 
331
 323
 178
 329
 
Pension and other postretirement funding obligations461

46
 93
 91
 231
 442

48
 91
 90
 213
 
Environmental and asset retirement obligations99
 23
 32
 12
 32
 75
 18
 16
 13
 28
 
Total7,220
 849
 1,726
 1,670
 2,975
 6,440
 1,036
 1,590
 1,784
 2,030
 

______________________________
(1) 
Future interest expense is calculated using the rate in effect on December 31, 20162019.
(2) 
Other debt is primarily made up of fixed rate pollution control and industrial revenue bonds, short-term borrowings from affiliated companies, our revolving credit facility, our accounts receivable securitization facility and other bank obligations.
(3) 
Due to uncertainties in the timing of the effective settlement of tax positions with the respective taxing authorities, we are unable to determine the timing of payments related to our uncertain tax obligations, including interest and penalties. These amounts are therefore reflected in "After 5 Years".

(4) 
Unconditional purchase obligations primarily represent the take-or-pay provisions included in certain long-term purchase agreements. We do not expect to incur material losses under these arrangements. These amounts, obtained via a survey of Celanese, also include other purchase obligations such as maintenance and service agreements, energy and utility agreements, consulting contracts, software agreements and other miscellaneous agreements and contracts, obtained via a survey of Celanese.contracts.
Contractual Guarantees and Commitments
As of December 31, 2016,2019, we have standby letters of credit of $52$28 million and bank guarantees of $10$17 million outstanding, which are irrevocable obligations of an issuing bank that ensure payment to third parties in the event that certain subsidiaries fail to perform in accordance with specified contractual obligations. The likelihood is remote that material payments will be required under these agreements.
See Note 14 - Debt in the accompanying consolidated financial statements for a description of the guarantees under our Senior Notes and New Credit Agreement.
See Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for a discussion of commitments and contingencies related to legal and regulatory proceedings.
Off-Balance Sheet Arrangements
We have not entered into any material off-balance sheet arrangements.

Market Risks
See Item 7A. Quantitative and Qualitative Disclosure about Market Riskfor further information.
Critical Accounting Policies and Estimates
Our consolidated financial statements are based on the selection and application of significant accounting policies. The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Actual results could differ from those estimates. However, we are not currently aware of any reasonably likely events or circumstances that would result in materially different results.
We believe the following accounting policies and estimates are critical to understanding the financial reporting risks present in the current economic environment. These matters, and the judgments and uncertainties affecting them, are also essential to understanding our reported and future operating results. See Note 2 - Summary of Accounting Policies in the accompanying consolidated financial statements for further information.
Recoverability of Long-Lived Assets
Recoverability of Goodwill and Indefinite-Lived Assets
We assess goodwill for impairment at the reporting unit level. Our reporting units are either our operating business segments or one level below our operating business segments for which discrete financial information is available and for which operating results are regularly reviewed by business segment management and the chief operating decision maker. Our operating business segments have been designated as our reporting units and include our engineered materials, cellulose derivatives,acetate tow, food ingredients, emulsion polymers, EVA polymers and intermediate chemistry businesses. We assess the recoverability of the carrying amount of our goodwill and other indefinite-lived intangible assets annually during the third quarter of our fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable.
When assessing the recoverability of goodwill and other indefinite-lived intangible assets, we may first assess qualitative factors in determining whether it is more likely than not that the fair value of a reporting unit or other indefinite-lived intangible asset is less than its carrying amount. The qualitative evaluation is an assessment of multiple factors, including the current operating environment, financial performance and market considerations. After assessing qualitative factors, if we determine that it is not more likely than not that the fair value of a reporting unit or other indefinite-lived intangible asset is less than its carrying amount, then performing a quantitative assessment is not required. If an initial qualitative assessment indicates that it is more likely than not the carrying amount exceeds the fair value of a reporting unit or other indefinite-lived intangible asset, a quantitative analysis will be performed. We may also elect to bypass the qualitative assessment for some or all of our reporting units and proceed directly to a quantitative analysis depending on the facts and circumstances.

In performing a quantitative analysis, recoverability of goodwill for each reporting unit is measured using a discounted cash flow model incorporating discount rates commensurate with the risks involved. Use of a discounted cash flow model is common practice in assessing impairment in the absence of available transactional market evidence to determine the fair value. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. We may engage third-party valuation consultants to assist with this process. The valuation consultants assess fair value by equally weighting a combination of two market approaches (market multiple analysis and comparable transaction analysis) and the discounted cash flow approach. Discount rates are determined by using a weighted average cost of capital ("WACC"). The WACC considers market and industry data as well as company-specific risk factors for each reporting unit in determining the appropriate discount rate to be used. The discount rate utilized for each reporting unit is indicative of the return an investor would expect to receive for investing in such a business. Operational management, considering industry and company-specific historical and projected data, develops growth rates and cash flow projections for each reporting unit. Terminal value rate determination follows common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant WACC and low long-term growth rates. If the calculated fair value is less than the current carrying amount, impairment of the reporting unit may exist. If the recoverability test indicates potential impairment, we calculate an implied fair value of goodwill for the reporting unit. The implied fair value of goodwill is determined in a manner similar to how goodwill is calculated in a business combination. If the implied fair value of goodwill exceeds the carrying amount of goodwill assigned to the reporting unit, there is no impairment. If the carrying amount of goodwill assigned to a reporting unit exceeds the implied fair value of the goodwill, an impairment loss is recorded to write downin the amount by which the carrying amount.amount exceeds the reporting unit's fair value. An impairment loss cannot exceed the carrying amount of goodwill assigned to a reporting unit but may indicate certain long-lived and amortizable intangible assets associated with the reporting unit may require additional impairment testing.

Management tests other indefinite-lived intangible assets quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset. The relief from royalty method estimates our theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the WACC considering any differences in company-specific risk factors. Royalty rates are established by management and are periodically substantiated by third-party valuation consultants. Operational management, considering industry and company-specific historical and projected data, develops growth rates and sales projections associated with each indefinite-lived intangible asset. Terminal value rate determination follows common methodology of capturing the present value of perpetual sales projections beyond the last projected period assuming a constant WACC and low long-term growth rates.
See Note 11 - Goodwill and Intangible Assets, Net in the accompanying consolidated financial statements for further information.
Recoverability of Long-Lived and Amortizable Intangible Assets
We assess the recoverability of long-lived and amortizable intangible assets whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable. Examples of a change in events or circumstances include, but are not limited to, a decrease in the market price of the asset, a history of cash flow losses related to the use of the asset or a significant adverse change in the extent or manner in which an asset is being used. To assess the recoverability of long-lived and amortizable intangible assets we compare the carrying amount of the asset or asset group to the future net undiscounted cash flows expected to be generated by the asset or asset group. Long-lived and amortizable intangible assets are tested for recognition and measurement of an impairment loss at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If such assets are considered impaired, the impairment recognized is measured as the amount by which the carrying amount of the asset exceeds the fair value of the asset.
The development of future net undiscounted cash flow projections requires management projections related to sales and profitability trends and the remaining useful life of the asset. Projections of sales and profitability trends are the assumptions most sensitive and susceptible to change as they require significant management judgment. These projections are consistent with projections we use to manage our operations internally. When impairment is indicated, a discounted cash flow valuation model similar to that used to value goodwill at the reporting unit level, incorporating discount rates commensurate with risks associated with each asset, is used to determine the fair value of the asset to measure potential impairment. We believe the assumptions used are reflective of what a market participant would have used in calculating fair value.

See Note 10 - Property, Plant and Equipment, Net and Note 11 - Goodwill and Intangible Assets, Net in the accompanying consolidated financial statements for further information.
Valuation methodologies utilized to evaluate goodwill and indefinite-lived intangible amortizable intangible and long-lived assets for impairment were consistent with prior periods. We periodically engage third-party valuation consultants to assist us with this process. Specific assumptions discussed above are updated at the date of each test to consider current industry and company-specific risk factors from the perspective of a market participant. The current business environment is subject to evolving market conditions and requires significant management judgment to interpret the potential impact to our assumptions. To the extent that changes in the current business environment result in adjusted management projections, impairment losses may occur in future periods.
See Note 11 - Goodwill and Intangible Assets, Net in the accompanying consolidated financial statements for further information.
Environmental Liabilities
We manufacture and sell a diverse line of chemical products throughout the world. Accordingly, our operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. We recognize losses and accrue liabilities relating to environmental matters if available information indicates that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Depending on the nature of the site, we accrue through 15 years, unless we have government orders or other agreements that extend beyond 15 years. We estimate environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental liability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted liabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on our periodic estimate of what it will cost to perform each of the elements of the remediation effort. We utilize third parties to assist in the management and development of cost estimates for our sites. Changes to environmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.
See Note 16 - Environmental in the accompanying consolidated financial statements for further information.
Benefit Obligations
The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation. The actuarial assumptions used may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates or longer or shorter life spans of participants. These differences may result in a significant impact to the amount of net periodic benefit cost recorded in future periods.
Pension assumptions are reviewed annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Assumptions are reviewed on a plan and country-specific basis by third-party actuaries and senior management. Such assumptions are adjusted as appropriate to reflect changes in market rates and outlook.
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.

Loss Contingencies
When determinable, we accrue contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For certain potentially material loss contingency matters, we are sometimes unable to estimate and accrue a loss deemed probable of occurring. For such matters, we disclose an estimate of the possible loss, range of loss or a statement that such estimate cannot be made.
Because our evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is in advance of the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress made in the resolution of a contingent loss matter or the broader the range of potential outcomes, the more difficult it is for us to estimate, accrue and report a loss. For example, we may disclose certain information about a plaintiff's legal claim against us that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it might not necessarily be indicative of our estimate of probable or possible loss. In addition, some of our contingent loss exposures may be eligible for reimbursement under the provisions of our insurance coverage. We do not consider the potential availability of insurance coverage in determining our probable or possible loss estimates. As a result of these factors among others, our ultimate contingent loss exposure may be higher or lower, and possibly materially so, than our recorded probable loss accruals and disclosures of possible losses.
See Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information.
Income Taxes
We regularly review our deferred tax assets for recoverability and establish a valuation allowance as needed. In forming our judgment regarding the recoverability of deferred tax assets related to deductible temporary differences and tax attribute carryforwards, we give weight to positive and negative evidence based on the extent to which the forms of evidence can be objectively verified. We attach the most weight to historical earnings due to its verifiable nature. Weight is attached to tax planning strategies if the strategies are prudent and feasible and implementable without significant obstacles. Less weight is attached to forecasted future earnings due to its subjective nature, and expected timing of reversal of taxable temporary differences is given little weight unless the reversal of taxable and deductible temporary differences coincide. Valuation allowances are established primarily on net operating loss carryforwards and other deferred tax assets in the US, Luxembourg, Spain, China, Singapore, the United Kingdom, Mexico, Canada and France. We have appropriately reflected increases and decreases in our valuation allowance based on the overall weight of positive versus negative evidence on a jurisdiction by jurisdiction basis.
The recoverability of deferred tax assets and the recognition and measurement of uncertain tax positions are subject to various assumptions and management judgment. If actual results differ from the estimates made by management in establishing or maintaining valuation allowances against deferred tax assets, the resulting change in the valuation allowance would generally impact earnings or Other comprehensive income depending on the nature of the respective deferred tax asset. In addition, the positions taken with regard to tax contingencies may be subject to audit and review by tax authorities, which may result in future taxes, interest and penalties.
See Note 19 - Income Taxes in the accompanying consolidated financial statements for further information.
Benefit Obligations
The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation. The actuarial assumptions used may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates or longer or shorter life spans of participants. These differences may result in a significant impact to the amount of net periodic benefit cost recorded in future periods.
Pension assumptions are reviewed annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Assumptions are reviewed on a plan and country-specific basis by third-party actuaries and senior management. Such assumptions are adjusted as appropriate to reflect changes in market rates and outlook.
Beginning in 2016, we elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for our significant defined benefit pension plans and other postretirement benefit plans. Previously, we estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. We elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of our total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. We accounted for this change as a change in estimate and, accordingly, accounted for it prospectively beginning in 2016.
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.

The estimated change in pension and postretirement net periodic benefit cost that would occur in 2017 from a change in the indicated assumptions are as follows:
 
Change
in Rate
 
Impact on
Net Periodic
Benefit Cost
   (In $ millions)
US Pension Benefits   
Decrease in the discount rate0.50% (9)
Decrease in the long-term expected rate of return on plan assets(1)
0.50% 12
US Postretirement Benefits   
Decrease in the discount rate0.50% 
Increase in the annual health care cost trend rates1.00% 
Non-US Pension Benefits   
Decrease in the discount rate0.50% (1)
Decrease in the long-term expected rate of return on plan assets0.50% 2
Non-US Postretirement Benefits   
Decrease in the discount rate0.50% 
Increase in the annual health care cost trend rates1.00% 

(1)
Excludes nonqualified pension plans.
Accounting for Commitments and Contingencies
We routinely assess the likelihood of any adverse judgments or outcomes to legal and regulatory proceedings, lawsuits, claims, and investigations, incidental to the normal conduct of our past and current business, as well as ranges of probable and reasonably estimable losses. Reasonable estimates involve judgments made by us after considering a broad range of information including: notifications, prior settlements, demands, which have been received from a regulatory authority or private party, estimates performed by independent consultants and outside counsel, available facts, identification of other potentially responsible parties and their ability to contribute, as well as prior experience. A determination of the amount of loss contingency required, if any, is recorded if probable and estimable after careful analysis of each individual matter. The required reserves may change in the future due to new developments in each matter and as additional information becomes available. Due to the inherent subjectivity of assessments and unpredictability of outcomes of legal proceedings, our litigation accruals and estimates of possible loss or range of possible loss may not represent the ultimate loss to us from legal proceedings.
See Note 16 - Environmental and Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information.
Recent Accounting Pronouncements
See Note 3 - Recent Accounting Pronouncements in the accompanying consolidated financial statements for information regarding recent accounting pronouncements.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
Market Risks
Our financial market risk consists principally of exposure to currency exchange rates, interest rates and commodity prices. Exchange rate and interest rate risks are managed with a variety of techniques, including use of derivatives. We have in place policies of hedging against changes in currency exchange rates, interest rates and commodity prices as described below.
See Note 2 - Summary of Accounting Policies in the accompanying consolidated financial statements for further information regarding our derivative and hedging instruments accounting policies related to financial market risk.
See Note 22 - Derivative Financial Instruments in the accompanying consolidated financial statements for further information regarding our market risk management and the related impact on our financial position and results of operations.
Foreign Currency Forwards and Swaps
A portion of our assets, liabilities, net sales and expenses are denominated in currencies other than the US dollar. Fluctuations in the value of these currencies against the US dollar can have a direct and material impact on the business and financial results. For example, aOur largest exposures are to the Euro and Chinese Yuan ("CNY"). A decline in the value of the Euro and CNY versus the US dollar results in a decline in the US dollar value of our sales and earnings denominated in Euros due to translation effects.and CNYs. Likewise, an increase in the value of the Euro and CNY versus the US dollar would result in an opposite effect. We estimate that a one cent10% change in the Euro/US dollar change in theand CNY/US dollar exchange raterates would impact our earnings by $4$55 million annually.and $21 million, respectively.

Item 8.  Financial Statements and Supplementary Data
Our consolidated financial statements and supplementary data are included in Item 15. Exhibits and Financial Statement Schedules of this Annual Report on Form 10-K.
Quarterly Financial Information
For a discussion of material events affecting performance in each quarter, see Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended Three Months Ended
March 31,
2016
 June 30,
2016
 September 30,
2016
 December 31,
2016
 March 31,
2019
 June 30,
2019
 September 30,
2019
 December 31,
2019
(Unaudited)
(In $ millions, except per share data)
 (Unaudited)
(In $ millions, except per share data)
Net sales1,404
 1,351
 1,323
 1,311
 1,687
 1,592
 1,586
 1,432
Gross profit390
 338
 355
 322
 453
 423
 414
 316
Other (charges) gains, net(5) (4) (3) 1
 4
 (98) (7) (102)
Operating profit (loss)287
 243
 246
 117
(1) 
320
 186
 260
 68
Earnings (loss) from continuing operations before tax318
 275
 281
 156
 385
 239
 323
 41
Amounts attributable to Celanese Corporation               
Earnings (loss) from continuing operations256
 221
 265
 160
 338
 210
 268
 42
Earnings (loss) from discontinued operations1
 
 (3) 
 (1) (1) (5) 1
Net earnings (loss)257
 221
 262
 160
 337
 209
 263
 43
Net earnings (loss) per share — basic1.74
 1.51
 1.82
 1.13
 
Net earnings (loss) per share — diluted1.73
 1.50
 1.81
 1.12
 
Earnings (loss) per common share - basic       
Continuing operations2.65
 1.68
 2.18
 0.35
Net earnings (loss)2.64
 1.67
 2.14
 0.36
Earnings (loss) per common share - diluted       
Continuing operations2.64
 1.67
 2.17
 0.35
Net earnings (loss)2.63
 1.66
 2.13
 0.36
 Three Months Ended 
 March 31,
2015
 June 30,
2015
 September 30,
2015
 December 31,
2015
 
 (Unaudited)
(In $ millions, except per share data)
 
Net sales1,450
 1,477
 1,413
 1,334
 
Gross profit381
 375
 303
 259
 
Other (charges) gains, net(5) (10) (4) (332)
(2) 
Operating profit (loss)257
 188
 186
 (305)
(1) 
Earnings (loss) from continuing operations before tax306
 227
 225
 (270) 
Amounts attributable to Celanese Corporation        
Earnings (loss) from continuing operations236
 207
 161
 (298) 
Earnings (loss) from discontinued operations
 (2) 
 
 
Net earnings (loss)236
 205
 161
 (298) 
Net earnings (loss) per share — basic1.54
 1.34
 1.07
 (2.03) 
Net earnings (loss) per share — diluted1.53
 1.33
 1.07
 (2.03) 

(1)
Includes $103 million and $127 million of net actuarial losses related to defined benefit pension and other postretirement obligations in 2016 and 2015, respectively. See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.
(2)
Includes $174 million recorded in connection with terminating our existing agreement with a raw materials supplier in Singapore in December 2015, and $123 million of long-lived asset impairment losses to fully write-off certain ethanol related assets at our acetyl facility in Nanjing, China. See Note 18 - Other (Charges) Gains, Net in the accompanying consolidated financial statements for further information.

 Three Months Ended
 March 31,
2018
 June 30,
2018
 September 30,
2018
 December 31,
2018
 (Unaudited)
(In $ millions, except per share data)
Net sales1,851
 1,844
 1,771
 1,689
Gross profit515
 521
 516
 420
Other (charges) gains, net
 (3) 12
 
Operating profit (loss)343
 358
 374
 259
Earnings (loss) from continuing operations before tax432
 442
 462
 174
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations365
 344
 407
 96
Earnings (loss) from discontinued operations(2) 
 (6) 3
Net earnings (loss)363
 344
 401
 99
Earnings (loss) per common share - basic       
Continuing operations2.69
 2.54
 3.02
 0.73
Net earnings (loss)2.67
 2.54
 2.98
 0.75
Earnings (loss) per common share - diluted       
Continuing operations2.68
 2.52
 3.00
 0.73
Net earnings (loss)2.66
 2.52
 2.96
 0.75

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.  Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, as of December 31, 20162019, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
During the three months ended December 31, 20162019, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Report of Management on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our consolidated financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our consolidated financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management has elected to exclude the internal control over financial reporting of the recently acquired (Note 4) SO.F.TER. S.p.A. and its subsidiaries ("SOFTER") from its assessment of internal control over financial reporting as of December 31, 2016. The excluded financial statement amounts of SOFTER constituted less than 5.0% of our consolidated Total assets and less than 1.0% of our consolidated Net sales as of and for the year ended December 31, 2016. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2016.2019. The Company's independent registered public accounting firm, KPMG LLP, has issued an audit report on the effectiveness of the Company's internal control over financial reporting. Their report follows.follows on page 63.

Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
Celanese Corporation:
We have audited Celanese Corporation and subsidiaries' (the "Company") internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the consolidated financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
The Company acquired SO.F.TER. S.p.A ("SOFTER") during 2016, and management excluded from its assessment of the effectiveness of the Company's internal control over financial reporting as of December 31, 2016, SOFTER's internal control over financial reporting associated with total assets that constituted less than 5.0% of consolidated total assets and total net sales that constituted less than 1.0% of consolidated net sales as of and for the year ended December 31, 2016. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of SOFTER.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, 2016 and 2015, and the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2016, and our report dated February 10, 2017 expressed an unqualified opinion on those consolidated financial statements.

/s/ KPMG LLP
Dallas, Texas
February 10, 2017

Item 9B.  Other Information
None.

PART III
Item 10.  Directors, Executive Officers and Corporate Governance
The information required by this Item 10 is incorporated herein by reference from the subsections of "Governance" captioned "Item 1: Election of Directors," "Director Nominees," "Directors Continuing in Office," "Board and Committee Governance," "Additional Governance Features," and the sections "Stock Ownership Information – Delinquent Section 16(a) Beneficial Ownership Reporting Compliance"Reports" and "Questions and Answers – Company Documents, Communications and Stockholder Proposals" of the Company's definitive proxy statement for the 20172020 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "2017"2020 Proxy Statement"). Information about executive officers of the Company is contained in Part I of this Annual Report.
Codes of Ethics
The Company has adopted a Business Conduct Policy for directors, officers and employees along with a Financial Code of Ethics for its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. These codes are available on the corporate governance portal of the Company's investor relations website at http://www.celanese.com.investors.celanese.com. The Company intends to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to and waivers from these codes by posting such information on the same website.
Item 11.  Executive Compensation
The information required by this Item 11 is incorporated herein by reference from the section "Governance – Director Compensation" and the subsections of "Executive Compensation" captioned "Compensation Discussion and Analysis," "Compensation Risk Assessment," "Compensation and Management Development Committee Report," "Compensation Committee Interlocks and Insider Participation" and "Compensation Tables" of the 20172020 Proxy Statement.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information with respect to beneficial ownership required by this Item 12 is incorporated herein by reference from the section captioned "Stock Ownership Information – Principal Stockholders and Beneficial Owners" of the 20172020 Proxy Statement.
Equity Compensation Plans
Securities Authorized for Issuance Under Equity Compensation Plans
The following information is provided as of December 31, 20162019 with respect to equity compensation plans:
Plan Category 
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
  
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
 
 (a) (b) (c)  (a) (b) (c) 
Equity compensation plans approved by security holders 1,798,343
(1) 
$44.54
 19,313,360
(2) 
 1,433,599
(1) 
$
 19,952,545
(2) 
Equity compensation plans not approved by security holders(3)
 12,500
 $36.83
 
 
Total 1,810,843
   19,313,360
 
___________________________
(1) 
Includes 1,756,558 restricted(a) options to purchase 0 shares of the Company's common stock, unitspar value $0.0001 per share ("RSUs"Common Stock") granted under the Celanese Corporation 2009 Global Incentive Plan, as amended and restated April 19, 2012 and February 9, 2017 (the "2009 Plan"), and (b) 959,696 restricted stock units ("RSUs") granted under the 2009 Plan, and 473,903 RSUs granted under the Celanese Corporation 2018 Global Incentive Plan (the "2018 Plan"), including shares that may be issued pursuant to outstanding performance-based RSUs, assuming currently estimated maximum potential performance; actual shares issued may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance (except that,level (as opposed to the maximum potential performance), the aggregate RSUs outstanding would be 1,051,151. Also includes 46,204 share equivalents attributable to RSUs deferred by non-management directors under the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of Common Stock under the 2009 Plan and the 2018 Plan. Upon vesting, a share of the Company's Common Stock is issued for theeach RSU. Column (b) does not take any of these RSU awards into account because they do not have an exercise price.

performance-based RSUs with a performance period ending December 31, 2016, assuming estimated actual performance); actual shares may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance level (as opposed to the maximum potential performance), the aggregate awards outstanding would be 1,470,518. Also includes 42,115 share equivalents attributable to compensation deferred by non-management directors participating in the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of the Company's Series A common stock, par value $0.0001 per share ("Common Stock") under the 2009 Plan. Upon vesting, a share of the Company's Common Stock is issued for each restricted stock unit. Column (b) does not take these awards into account because they do not have an exercise price.
(2) 
Includes shares available for future issuance under the 2018 Plan and the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the "ESPP"). As of December 31, 2016,2019, an aggregate of 13,884,0006,244,945 shares were available for future issuance under the 2018 Plan and 13,707,600 shares of our Common Stock were available for future issuance under the ESPP. As of December 31, 2016, 116,0002019, 292,400 shares have been offered for purchase under the ESPP.
(3)
The stock options to be issued under plans not approved by stockholders relate to the Celanese Corporation 2004 Stock Incentive Plan (the "2004 Plan"), which is our former broad-based stock incentive plan for executive officers, key employees and directors. No further awards were made pursuant to the 2004 Plan upon stockholder approval of the 2009 Plan in April 2009.
Item 13.  Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 is incorporated herein by reference from the section captioned "Governance – Director Independence and Related Person Transactions" of the 20172020 Proxy Statement.
Item 14.  Principal Accounting Fees and Services
The information required by this Item 14 is incorporated herein by reference from the section captioned "Audit Matters – Item 4:3: Ratification of Independent Registered Public Accounting Firm" of the 20172020 Proxy Statement.

PART IV
Item 15.  Exhibits and Financial Statement Schedules
1.  Financial Statements. The report of our independent registered public accounting firm and our consolidated financial statements are listed below and begin on page 6763 of this Annual Report on Form 10-K.
 Page Number
  
2.  Financial Statement Schedules.
The financial statement schedules required by this item, if any, are included as Exhibits to this Annual Report on Form 10-K.
3.  Exhibit List.
See IndexINDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to Exhibits following our consolidated financial statements contained in this Annual Report on Form 10-K.reasonable expenses.
Exhibit
Number
Description
3.1
3.1(a)
3.1(b)
3.1(c)
3.2
4.1
4.2
4.3
4.4

Exhibit
Number
Description
4.5
4.6
4.7
4.8
4.9
4.10
4.11*
10.1(a)
10.1(b)
10.2
10.2(a)
10.2(b)
10.2(c)

Exhibit
Number
Description
10.2(d)
10.2(e)
10.2(f)
10.2(g)
10.2(h)
10.2(i)
10.2(j)
10.3‡
10.3(a)‡
10.3(b)‡
10.4‡
10.4(a)‡
10.4(b)‡
10.4(c)*‡

Exhibit
Number
Description
10.5‡
10.5(a)‡
10.6‡
10.6(a)‡
10.6(b)‡
10.6(c)‡
10.7‡
10.7(a)‡
10.7(b)‡
10.7(c)‡
10.8‡
10.9‡
10.9(a)‡
10.9(b)‡
10.9(c)‡
10.9(d)‡
10.10(a)‡
10.10(b)‡
10.11(a)‡
10.11(b)‡
10.11(c)‡

Exhibit
Number
Description
10.11(d)‡
10.11(e)‡
10.11(f)‡
10.11(g)‡
10.11(h)‡
10.11(i)‡
10.12(a)‡
10.12(b)‡
10.12(c)*‡
10.13‡
10.14‡
10.15*‡
10.15(a)*‡
10.16*‡
21.1*
23.1*
24.1*
31.1*
31.2*
32.1*
32.2*
101.INS*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Exhibit
Number
Description
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019 has been formatted in Inline XBRL.
*     Filed herewith.
‡     Indicates a management contract or compensatory plan or arrangement.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.



SIGNATURESCONSOLIDATED STATEMENTS OF OPERATIONS
Pursuant
 Three Months Ended
 March 31,
2019
 June 30,
2019
 September 30,
2019
 December 31,
2019
 (Unaudited)
(In $ millions, except per share data)
Net sales1,687
 1,592
 1,586
 1,432
Gross profit453
 423
 414
 316
Other (charges) gains, net4
 (98) (7) (102)
Operating profit (loss)320
 186
 260
 68
Earnings (loss) from continuing operations before tax385
 239
 323
 41
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations338
 210
 268
 42
Earnings (loss) from discontinued operations(1) (1) (5) 1
Net earnings (loss)337
 209
 263
 43
Earnings (loss) per common share - basic       
Continuing operations2.65
 1.68
 2.18
 0.35
Net earnings (loss)2.64
 1.67
 2.14
 0.36
Earnings (loss) per common share - diluted       
Continuing operations2.64
 1.67
 2.17
 0.35
Net earnings (loss)2.63
 1.66
 2.13
 0.36

 Three Months Ended
 March 31,
2018
 June 30,
2018
 September 30,
2018
 December 31,
2018
 (Unaudited)
(In $ millions, except per share data)
Net sales1,851
 1,844
 1,771
 1,689
Gross profit515
 521
 516
 420
Other (charges) gains, net
 (3) 12
 
Operating profit (loss)343
 358
 374
 259
Earnings (loss) from continuing operations before tax432
 442
 462
 174
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations365
 344
 407
 96
Earnings (loss) from discontinued operations(2) 
 (6) 3
Net earnings (loss)363
 344
 401
 99
Earnings (loss) per common share - basic       
Continuing operations2.69
 2.54
 3.02
 0.73
Net earnings (loss)2.67
 2.54
 2.98
 0.75
Earnings (loss) per common share - diluted       
Continuing operations2.68
 2.52
 3.00
 0.73
Net earnings (loss)2.66
 2.52
 2.96
 0.75

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.  Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to the requirements of Section 13 or 15(d) ofRule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the registrantend of the period covered by this Annual Report on Form 10-K. Based on that evaluation, as of December 31, 2019, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
During the three months ended December 31, 2019, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Report of Management on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our consolidated financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our consolidated financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2019. The Company's independent registered public accounting firm, KPMG LLP, has duly causedissued an audit report on the effectiveness of the Company's internal control over financial reporting. Their report follows on page 63.
Item 9B.  Other Information
None.

PART III
Item 10.  Directors, Executive Officers and Corporate Governance
The information required by this reportItem 10 is incorporated herein by reference from the subsections of "Governance" captioned "Item 1: Election of Directors," "Director Nominees," "Board and Committee Governance," "Additional Governance Features," and the sections "Stock Ownership Information – Delinquent Section 16(a) Reports" and "Questions and Answers – Company Documents, Communications and Stockholder Proposals" of the Company's definitive proxy statement for the 2020 annual meeting of stockholders to be signedfiled with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "2020 Proxy Statement"). Information about executive officers of the Company is contained in Part I of this Annual Report.
Codes of Ethics
The Company has adopted a Business Conduct Policy for directors, officers and employees along with a Financial Code of Ethics for its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. These codes are available on its behalfthe corporate governance portal of the Company's investor relations website at investors.celanese.com. The Company intends to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to and waivers from these codes by posting such information on the undersigned, thereunto duly authorized.same website.
Item 11.  Executive Compensation
The information required by this Item 11 is incorporated herein by reference from the section "Governance – Director Compensation" and the subsections of "Executive Compensation" captioned "Compensation Discussion and Analysis," "Compensation Risk Assessment," "Compensation and Management Development Committee Report," "Compensation Committee Interlocks and Insider Participation" and "Compensation Tables" of the 2020 Proxy Statement.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information with respect to beneficial ownership required by this Item 12 is incorporated herein by reference from the section captioned "Stock Ownership Information – Principal Stockholders and Beneficial Owners" of the 2020 Proxy Statement.
Equity Compensation Plans
Securities Authorized for Issuance Under Equity Compensation Plans
The following information is provided as of December 31, 2019 with respect to equity compensation plans:
Plan Category 
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
 
  (a) (b) (c) 
Equity compensation plans approved by security holders 1,433,599
(1) 
$
 19,952,545
(2) 
___________________________
(1)
Includes (a) options to purchase 0 shares of the Company's common stock, par value $0.0001 per share ("Common Stock") under the Celanese Corporation 2009 Global Incentive Plan, as amended and restated April 19, 2012 and February 9, 2017 (the "2009 Plan"), and (b) 959,696 restricted stock units ("RSUs") granted under the 2009 Plan, and 473,903 RSUs granted under the Celanese Corporation 2018 Global Incentive Plan (the "2018 Plan"), including shares that may be issued pursuant to outstanding performance-based RSUs, assuming currently estimated maximum potential performance; actual shares issued may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance level (as opposed to the maximum potential performance), the aggregate RSUs outstanding would be 1,051,151. Also includes 46,204 share equivalents attributable to RSUs deferred by non-management directors under the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of Common Stock under the 2009 Plan and the 2018 Plan. Upon vesting, a share of the Company's Common Stock is issued for each RSU. Column (b) does not take any of these RSU awards into account because they do not have an exercise price.
(2)
Includes shares available for future issuance under the 2018 Plan and the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the "ESPP"). As of December 31, 2019, an aggregate of 6,244,945 shares were available for future issuance under the 2018 Plan and 13,707,600 shares of our Common Stock were available for future issuance under the ESPP. As of December 31, 2019, 292,400 shares have been offered for purchase under the ESPP.
Item 13.  Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 is incorporated herein by reference from the section captioned "Governance – Director Independence and Related Person Transactions" of the 2020 Proxy Statement.
Item 14.  Principal Accounting Fees and Services
The information required by this Item 14 is incorporated herein by reference from the section captioned "Audit Matters – Item 3: Ratification of Independent Registered Public Accounting Firm" of the 2020 Proxy Statement.

PART IV
Item 15.  Exhibits and Financial Statement Schedules
1.  Financial Statements. The report of our independent registered public accounting firm and our consolidated financial statements are listed below and begin on page 63 of this Annual Report on Form 10-K.
Page Number
2.  Financial Statement Schedules.
The financial statement schedules required by this item, if any, are included as Exhibits to this Annual Report on Form 10-K.
3.  Exhibit List.
INDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to reasonable expenses.
Exhibit
Number
CELANESE CORPORATION
Description
   
3.1By:/s/ MARK C. ROHR
 Name:Mark C. Rohr
Title:Chairman
   
3.1(a)Date:February 10, 2017
Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Celanese Corporation dated as of April 21, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on April 22, 2016).
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Christopher W. Jensen and Kevin S. Oliver, and each of them, his or her true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution to sign in his or her name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that any such attorney-in-fact may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the US Securities and Exchange Commission in connection with the Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and any and all amendments hereto, as fully for all intents and purposes as he or she might or could do in person, and hereby ratifies and confirms all that such said attorney-in-fact, acting alone, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
   
/s/ MARK C. ROHR3.1(b)
Chief Executive Officer
(Principal Executive Officer)
February 10, 2017
Mark C. Rohr
   
/s/ CHRISTOPHER W. JENSEN3.1(c)
Senior Vice President, Finance
(Principal Financial Officer)
February 10, 2017
Christopher W. Jensen
   
/s/ KEVIN S. OLIVER3.2
(Principal Accounting Officer)
February 10, 2017
Kevin S. Oliver
   
/s/ JEAN S. BLACKWELL4.1DirectorFebruary 10, 2017
Jean S. Blackwell
   
/s/ WILLIAM M. BROWN4.2DirectorFebruary 10, 2017
William M. Brown
   
/s/ EDWARD G. GALANTE4.3DirectorFebruary 10, 2017
Edward G. Galante
   
/s/ KATHRYN M. HILL4.4DirectorFebruary 10, 2017
Kathryn M. Hill

Exhibit
Number
SignatureTitleDateDescription
   
/s/ DAVID F. HOFFMEISTER4.5DirectorFebruary 10, 2017
David F. Hoffmeister
   
/s/ JAY V. IHLENFELD4.6Director
Jay V. Ihlenfeld5, 2016).
   
/s/ FARAH M. WALTERS4.7DirectorFebruary 10, 2017
Farah M. Walters
   
/s/ JOHN K. WULFF4.8DirectorFebruary 10,
John K. Wulff
4.9
4.10
4.11*
10.1(a)
10.1(b)
10.2
10.2(a)
10.2(b)
10.2(c)

CELANESE CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Exhibit
Number
 Description
10.2(d)
Page
  
10.2(e)
10.2(f)
10.2(g)
10.2(h)
10.2(i)
10.2(j)
10.3‡
10.3(a)‡
10.3(b)‡
10.4‡
10.4(a)‡
10.4(b)‡
10.4(c)*‡

Exhibit
Number
Description
10.5‡
10.5(a)‡
10.6‡
10.6(a)‡
10.6(b)‡
10.6(c)‡
10.7‡
10.7(a)‡
10.7(b)‡
10.7(c)‡
10.8‡
10.9‡
10.9(a)‡
10.9(b)‡
10.9(c)‡
10.9(d)‡
10.10(a)‡
10.10(b)‡
10.11(a)‡
10.11(b)‡
10.11(c)‡

Exhibit
Number
Description
10.11(d)‡
10.11(e)‡
10.11(f)‡
10.11(g)‡
10.11(h)‡
10.11(i)‡
10.12(a)‡
10.12(b)‡
10.12(c)*‡
10.13‡
10.14‡
10.15*‡
10.15(a)*‡
10.16*‡
21.1*
23.1*
24.1*
31.1*
31.2*
32.1*
32.2*
Inline XBRL Instance Document - the Company and Basis of Presentationinstance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
Exhibit
Number
Description
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019 has been formatted in Inline XBRL.
Celanese Corporation:*     Filed herewith.
We have audited the accompanying consolidated balance sheets of Celanese Corporation and subsidiaries (the "Company") as of December 31, 2016 and 2015, and the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2016. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.‡     Indicates a management contract or compensatory plan or arrangement.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2016 and 2015, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2016, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company's internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 10, 2017 expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.
/s/ KPMG LLP
Dallas, Texas
February 10, 2017

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except share and per share data)
Net sales5,389
 5,674
 6,802
Cost of sales(3,984) (4,356) (5,186)
Gross profit1,405
 1,318
 1,616
Selling, general and administrative expenses(416) (506) (758)
Amortization of intangible assets(9) (11) (20)
Research and development expenses(78) (119) (86)
Other (charges) gains, net(11) (351) 15
Foreign exchange gain (loss), net(1) 4
 (2)
Gain (loss) on disposition of businesses and assets, net3
 (9) (7)
Operating profit (loss)893
 326
 758
Equity in net earnings (loss) of affiliates155
 181
 246
Interest expense(120) (119) (147)
Refinancing expense(6) 
 (29)
Interest income2
 1
 1
Dividend income - cost investments108
 107
 116
Other income (expense), net(2) (8) (4)
Earnings (loss) from continuing operations before tax1,030
 488
 941
Income tax (provision) benefit(122) (201) (314)
Earnings (loss) from continuing operations908
 287
 627
Earnings (loss) from operation of discontinued operations(3) (3) (11)
Gain (loss) on disposition of discontinued operations
 
 
Income tax (provision) benefit from discontinued operations1
 1
 4
Earnings (loss) from discontinued operations(2) (2) (7)
Net earnings (loss)906
 285
 620
Net (earnings) loss attributable to noncontrolling interests(6) 19
 4
Net earnings (loss) attributable to Celanese Corporation900
 304
 624
Amounts attributable to Celanese Corporation 
  
  
Earnings (loss) from continuing operations902
 306
 631
Earnings (loss) from discontinued operations(2) (2) (7)
Net earnings (loss)900
 304
 624
Earnings (loss) per common share - basic 
  
  
Continuing operations6.22
 2.03
 4.07
Discontinued operations(0.01) (0.01) (0.04)
Net earnings (loss) - basic6.21
 2.02
 4.03
Earnings (loss) per common share - diluted 
  
  
Continuing operations6.19
 2.01
 4.04
Discontinued operations(0.01) (0.01) (0.04)
Net earnings (loss) - diluted6.18
 2.00
 4.00
Weighted average shares - basic144,939,433
 150,838,050
 155,012,370
Weighted average shares - diluted145,668,181
 152,287,955
 156,166,993
 Three Months Ended
 March 31,
2019
 June 30,
2019
 September 30,
2019
 December 31,
2019
 (Unaudited)
(In $ millions, except per share data)
Net sales1,687
 1,592
 1,586
 1,432
Gross profit453
 423
 414
 316
Other (charges) gains, net4
 (98) (7) (102)
Operating profit (loss)320
 186
 260
 68
Earnings (loss) from continuing operations before tax385
 239
 323
 41
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations338
 210
 268
 42
Earnings (loss) from discontinued operations(1) (1) (5) 1
Net earnings (loss)337
 209
 263
 43
Earnings (loss) per common share - basic       
Continuing operations2.65
 1.68
 2.18
 0.35
Net earnings (loss)2.64
 1.67
 2.14
 0.36
Earnings (loss) per common share - diluted       
Continuing operations2.64
 1.67
 2.17
 0.35
Net earnings (loss)2.63
 1.66
 2.13
 0.36

 Three Months Ended
 March 31,
2018
 June 30,
2018
 September 30,
2018
 December 31,
2018
 (Unaudited)
(In $ millions, except per share data)
Net sales1,851
 1,844
 1,771
 1,689
Gross profit515
 521
 516
 420
Other (charges) gains, net
 (3) 12
 
Operating profit (loss)343
 358
 374
 259
Earnings (loss) from continuing operations before tax432
 442
 462
 174
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations365
 344
 407
 96
Earnings (loss) from discontinued operations(2) 
 (6) 3
Net earnings (loss)363
 344
 401
 99
Earnings (loss) per common share - basic       
Continuing operations2.69
 2.54
 3.02
 0.73
Net earnings (loss)2.67
 2.54
 2.98
 0.75
Earnings (loss) per common share - diluted       
Continuing operations2.68
 2.52
 3.00
 0.73
Net earnings (loss)2.66
 2.52
 2.96
 0.75

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.  Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, as of December 31, 2019, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
During the three months ended December 31, 2019, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Report of Management on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our consolidated financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our consolidated financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2019. The Company's independent registered public accounting firm, KPMG LLP, has issued an audit report on the effectiveness of the Company's internal control over financial reporting. Their report follows on page 63.
Item 9B.  Other Information
None.

PART III
Item 10.  Directors, Executive Officers and Corporate Governance
The information required by this Item 10 is incorporated herein by reference from the subsections of "Governance" captioned "Item 1: Election of Directors," "Director Nominees," "Board and Committee Governance," "Additional Governance Features," and the sections "Stock Ownership Information – Delinquent Section 16(a) Reports" and "Questions and Answers – Company Documents, Communications and Stockholder Proposals" of the Company's definitive proxy statement for the 2020 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "2020 Proxy Statement"). Information about executive officers of the Company is contained in Part I of this Annual Report.
Codes of Ethics
The Company has adopted a Business Conduct Policy for directors, officers and employees along with a Financial Code of Ethics for its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. These codes are available on the corporate governance portal of the Company's investor relations website at investors.celanese.com. The Company intends to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to and waivers from these codes by posting such information on the same website.
Item 11.  Executive Compensation
The information required by this Item 11 is incorporated herein by reference from the section "Governance – Director Compensation" and the subsections of "Executive Compensation" captioned "Compensation Discussion and Analysis," "Compensation Risk Assessment," "Compensation and Management Development Committee Report," "Compensation Committee Interlocks and Insider Participation" and "Compensation Tables" of the 2020 Proxy Statement.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information with respect to beneficial ownership required by this Item 12 is incorporated herein by reference from the section captioned "Stock Ownership Information – Principal Stockholders and Beneficial Owners" of the 2020 Proxy Statement.
Equity Compensation Plans
Securities Authorized for Issuance Under Equity Compensation Plans
The following information is provided as of December 31, 2019 with respect to equity compensation plans:
Plan Category 
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
 
  (a) (b) (c) 
Equity compensation plans approved by security holders 1,433,599
(1) 
$
 19,952,545
(2) 
___________________________
(1)
Includes (a) options to purchase 0 shares of the Company's common stock, par value $0.0001 per share ("Common Stock") under the Celanese Corporation 2009 Global Incentive Plan, as amended and restated April 19, 2012 and February 9, 2017 (the "2009 Plan"), and (b) 959,696 restricted stock units ("RSUs") granted under the 2009 Plan, and 473,903 RSUs granted under the Celanese Corporation 2018 Global Incentive Plan (the "2018 Plan"), including shares that may be issued pursuant to outstanding performance-based RSUs, assuming currently estimated maximum potential performance; actual shares issued may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance level (as opposed to the maximum potential performance), the aggregate RSUs outstanding would be 1,051,151. Also includes 46,204 share equivalents attributable to RSUs deferred by non-management directors under the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of Common Stock under the 2009 Plan and the 2018 Plan. Upon vesting, a share of the Company's Common Stock is issued for each RSU. Column (b) does not take any of these RSU awards into account because they do not have an exercise price.
(2)
Includes shares available for future issuance under the 2018 Plan and the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the "ESPP"). As of December 31, 2019, an aggregate of 6,244,945 shares were available for future issuance under the 2018 Plan and 13,707,600 shares of our Common Stock were available for future issuance under the ESPP. As of December 31, 2019, 292,400 shares have been offered for purchase under the ESPP.
Item 13.  Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 is incorporated herein by reference from the section captioned "Governance – Director Independence and Related Person Transactions" of the 2020 Proxy Statement.
Item 14.  Principal Accounting Fees and Services
The information required by this Item 14 is incorporated herein by reference from the section captioned "Audit Matters – Item 3: Ratification of Independent Registered Public Accounting Firm" of the 2020 Proxy Statement.

PART IV
Item 15.  Exhibits and Financial Statement Schedules
1.  Financial Statements. The report of our independent registered public accounting firm and our consolidated financial statements are listed below and begin on page 63 of this Annual Report on Form 10-K.
Page Number
2.  Financial Statement Schedules.
The financial statement schedules required by this item, if any, are included as Exhibits to this Annual Report on Form 10-K.
3.  Exhibit List.
INDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to reasonable expenses.
Exhibit
Number
Description
3.1
3.1(a)
3.1(b)
3.1(c)
3.2
4.1
4.2
4.3
4.4

Exhibit
Number
Description
4.5
4.6
4.7
4.8
4.9
4.10
4.11*
10.1(a)
10.1(b)
10.2
10.2(a)
10.2(b)
10.2(c)

Exhibit
Number
Description
10.2(d)
10.2(e)
10.2(f)
10.2(g)
10.2(h)
10.2(i)
10.2(j)
10.3‡
10.3(a)‡
10.3(b)‡
10.4‡
10.4(a)‡
10.4(b)‡
10.4(c)*‡

Exhibit
Number
Description
10.5‡
10.5(a)‡
10.6‡
10.6(a)‡
10.6(b)‡
10.6(c)‡
10.7‡
10.7(a)‡
10.7(b)‡
10.7(c)‡
10.8‡
10.9‡
10.9(a)‡
10.9(b)‡
10.9(c)‡
10.9(d)‡
10.10(a)‡
10.10(b)‡
10.11(a)‡
10.11(b)‡
10.11(c)‡

Exhibit
Number
Description
10.11(d)‡
10.11(e)‡
10.11(f)‡
10.11(g)‡
10.11(h)‡
10.11(i)‡
10.12(a)‡
10.12(b)‡
10.12(c)*‡
10.13‡
10.14‡
10.15*‡
10.15(a)*‡
10.16*‡
21.1*
23.1*
24.1*
31.1*
31.2*
32.1*
32.2*
101.INS*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Exhibit
Number
Description
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019 has been formatted in Inline XBRL.
*     Filed herewith.
‡     Indicates a management contract or compensatory plan or arrangement.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 CORPORATION
By:/s/ LORI J. RYERKERK
Name:Lori J. Ryerkerk
Title:Chief Executive Officer and President
Date:February 6, 2020
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott A. Richardson and Benita M. Casey, and each of them, his or her true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution to sign in his or her name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that any such attorney-in-fact may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the US Securities and Exchange Commission in connection with the Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and any and all amendments hereto, as fully for all intents and purposes as he or she might or could do in person, and hereby ratifies and confirms all that such said attorney-in-fact, acting alone, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
/s/ LORI J. RYERKERK
Chief Executive Officer, President and Director
(Principal Executive Officer)
February 6, 2020
Lori J. Ryerkerk
/s/ SCOTT A. RICHARDSON
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
February 6, 2020
Scott A. Richardson
/s/ BENITA M. CASEY
Vice President, Finance, Controller and
Chief Accounting Officer
(Principal Accounting Officer)
February 6, 2020
Benita M. Casey
/s/ JEAN S. BLACKWELLDirectorFebruary 6, 2020
Jean S. Blackwell
/s/ WILLIAM M. BROWNDirectorFebruary 6, 2020
William M. Brown
/s/ EDWARD G. GALANTEDirectorFebruary 6, 2020
Edward G. Galante
/s/ KATHRYN M. HILLDirectorFebruary 6, 2020
Kathryn M. Hill

SignatureTitleDate
/s/ DAVID F. HOFFMEISTERDirectorFebruary 6, 2020
David F. Hoffmeister
/s/ JAY V. IHLENFELDDirectorFebruary 6, 2020
Jay V. Ihlenfeld
/s/ MARK C. ROHRExecutive Chairman (Chairman of the Board of Directors)February 6, 2020
Mark C. Rohr
/s/ KIM K.W. RUCKERDirectorFebruary 6, 2020
Kim K.W. Rucker
/s/ JOHN K. WULFFDirectorFebruary 6, 2020
John K. Wulff

CELANESE CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
Number

Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Celanese Corporation:

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting
We have audited the accompanying consolidated balance sheets of Celanese Corporation and subsidiaries (the Company) as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2019, and the related notes (collectively, the consolidated financial statements). We also have audited the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the consolidated financial statements referred to above, present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2019, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Change in Accounting Principle
As discussed in Note 3 to the consolidated financial statements, the Company has changed its method of accounting for leasing transactions as of January 1, 2019 due to the adoption of Financial Accounting Standards Board's Accounting Standards Update 2016-02, Leases.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's consolidated financial statements and an opinion on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Evaluation of the Company's determination and realizability of foreign tax credit carryforwards
As discussed in Notes 2 and 19 to the consolidated financial statements, the Company had $243 million of U.S. foreign tax credit carryforwards, and a related valuation allowance of $207 million, as of December 31, 2019. Foreign tax credit carryforwards may be used to reduce current U.S. tax liabilities related to foreign-source income or deferred and utilized over a ten-year period. Realization of these deferred tax assets requires generation of sufficient foreign-source taxable income within this period.
We identified the evaluation of the Company's determination and realizability of foreign tax credit carryforwards available for U.S. federal income tax purposes as a critical audit matter. This is due to the magnitude of this deferred tax asset and complex auditor judgment required in evaluating the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards. Additionally, a high degree of auditor judgment was required in evaluating the Company's related forecast of foreign-source taxable income, allocation of overhead and other directly allocable expenses.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the computation of foreign tax credit carryforwards generated, 2) assessing the realizability of associated deferred tax assets, and 3) the application of relevant income tax regulations for the generation of foreign tax credit carryforwards and foreign-source taxable income forecasted to be generated prior to carryforward expirations. To assess the Company's ability to forecast, we compared historical forecasts of foreign-source taxable income to actual results. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the types and amounts of foreign-source taxable income utilized in the Company's forecasts, including the allocable expenses and method of expense allocation. They also assisted in assessing 1) the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards, and 2) the determination of the foreign tax credit carryforwards generated, including their realizability, by independently re-performing the computation and comparing our determination to the Company's assessment.
Evaluation of the Company's assessment of changes in, and the application of, international tax regulations
As discussed in Note 19 to the consolidated financial statements, $131 million of income tax expense for the year ended December 31, 2019 was related to the Company's international operations. In the current global tax environment, the Company's effective income tax rate and related income tax attributes are significantly impacted by changes in tax regulation in its significant operating locations. As a result, the Company continuously monitors, evaluates, and responds to these tax regulation changes.
We identified the evaluation of the Company's assessment of changes in, and the application of, international tax regulations as a critical audit matter. This was due to the complex and subjective nature of recent tax regulation changes, the steps taken by the Company in response to such changes, and their collective impacts on multiple foreign income tax computations. As a result, a high degree of auditor judgment was required to 1) evaluate significant tax regulation changes, 2) assess the application of the foreign taxing authorities' regulations on the Company's business operations, and 3) evaluate certain internal restructuring and other transactions.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the changes in, and the application of, international tax regulations, 2) the execution of certain

internal restructuring and other transactions, and 3) their collective impacts on multiple foreign income tax computations. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the Company's interpretation and application of tax regulations, including tax regulation changes, and the associated income tax consequences. They also assisted in assessing certain internal restructuring and other transactions, including reviewing the underlying legal step documentation and evaluating the resulting impact on the Company's global tax rate.
/s/ KPMG LLP
We have served as the Company's auditor since 2004.
Dallas, Texas
February 6, 2020

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended December 31,
 2019 2018 2017
 (In $ millions, except share and per share data)
Net sales6,297
 7,155
 6,140
Cost of sales(4,691) (5,183) (4,629)
Gross profit1,606
 1,972
 1,511
Selling, general and administrative expenses(483) (546) (496)
Amortization of intangible assets(24) (24) (20)
Research and development expenses(67) (72) (73)
Other (charges) gains, net(203) 9
 (59)
Foreign exchange gain (loss), net7
 
 (1)
Gain (loss) on disposition of businesses and assets, net(2) (5) (5)
Operating profit (loss)834
 1,334
 857
Equity in net earnings (loss) of affiliates182
 233
 183
Non-operating pension and other postretirement employee benefit (expense) income(20) (62) 44
Interest expense(115) (125) (122)
Refinancing expense(4) (1) 
Interest income6
 6
 2
Dividend income - equity investments113
 117
 108
Other income (expense), net(8) 8
 3
Earnings (loss) from continuing operations before tax988
 1,510
 1,075
Income tax (provision) benefit(124) (292) (213)
Earnings (loss) from continuing operations864
 1,218
 862
Earnings (loss) from operation of discontinued operations(8) (5) (16)
Gain (loss) on disposition of discontinued operations
 
 
Income tax (provision) benefit from discontinued operations2
 
 3
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)858
 1,213
 849
Net (earnings) loss attributable to noncontrolling interests(6) (6) (6)
Net earnings (loss) attributable to Celanese Corporation852
 1,207
 843
Amounts attributable to Celanese Corporation 
  
  
Earnings (loss) from continuing operations858
 1,212
 856
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)852
 1,207
 843
Earnings (loss) per common share - basic 
  
  
Continuing operations6.93
 9.03
 6.21
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - basic6.88
 8.99
 6.11
Earnings (loss) per common share - diluted 
  
  
Continuing operations6.89
 8.95
 6.19
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - diluted6.84
 8.91
 6.09
Weighted average shares - basic123,925,697
 134,305,269
 137,902,667
Weighted average shares - diluted124,651,759
 135,416,858
 138,317,395
See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
(In $ millions)(In $ millions)
Net earnings (loss)906
 285
 620
858
 1,213
 849
Other comprehensive income (loss), net of tax          
Unrealized gain (loss) on marketable securities
 
 1

 
 (1)
Foreign currency translation(11) (188) (148)(16) (60) 174
Gain (loss) on cash flow hedges5
 2
 40
(30) (10) (1)
Pension and postretirement benefits(4) 3
 (54)(7) 
 9
Total other comprehensive income (loss), net of tax(10) (183) (161)(53) (70) 181
Total comprehensive income (loss), net of tax896
 102
 459
805
 1,143
 1,030
Comprehensive (income) loss attributable to noncontrolling interests(6) 19
 4
(6) (6) (6)
Comprehensive income (loss) attributable to Celanese Corporation890
 121
 463
799
 1,137
 1,024


See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions, except share data)(In $ millions, except share data)
ASSETS      
Current Assets 
  
 
  
Cash and cash equivalents (variable interest entity restricted - 2016: $18; 2015: $7)638
 967
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2016: $6; 2015: $6; variable interest entity restricted - 2016: $4; 2015: $6)801
 706
Cash and cash equivalents (variable interest entity restricted - 2019: $57; 2018: $24)463
 439
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2019: $9; 2018: $10; variable interest entity restricted - 2019: $6; 2018: $6)850
 1,017
Non-trade receivables, net223
 285
331
 301
Inventories720
 682
1,038
 1,046
Deferred income taxes
 68
Marketable securities, at fair value30
 30
Marketable securities40
 31
Other assets60
 49
43
 40
Total current assets2,472
 2,787
2,765
 2,874
Investments in affiliates852
 838
975
 979
Property, plant and equipment (net of accumulated depreciation - 2016: $2,239; 2015: $2,039; variable interest entity restricted - 2016: $734; 2015: $772)3,577
 3,609
Property, plant and equipment (net of accumulated depreciation - 2019: $2,957; 2018: $2,803; variable interest entity restricted - 2019: $622; 2018: $659)3,713
 3,719
Operating lease right-of-use assets203
 
Deferred income taxes159
 222
96
 84
Other assets (variable interest entity restricted - 2016: $9; 2015: $13)307
 300
Other assets (variable interest entity restricted - 2019: $9; 2018: $5)338
 290
Goodwill796
 705
1,074
 1,057
Intangible assets, net (variable interest entity restricted - 2016: $26; 2015: $27)194
 125
Intangible assets, net (variable interest entity restricted - 2019: $22; 2018: $23)312
 310
Total assets8,357
 8,586
9,476
 9,313
LIABILITIES AND EQUITY      
Current Liabilities 
  
 
  
Short-term borrowings and current installments of long-term debt - third party and affiliates118
 513
496
 561
Trade payables - third party and affiliates625
 587
780
 819
Other liabilities322
 330
461
 343
Deferred income taxes
 30
Income taxes payable12
 90
17
 56
Total current liabilities1,077
 1,550
1,754
 1,779
Long-term debt, net of unamortized deferred financing costs2,890
 2,468
3,409
 2,970
Deferred income taxes130
 136
257
 255
Uncertain tax positions131
 167
165
 158
Benefit obligations893
 1,189
589
 564
Operating lease liabilities181
 
Other liabilities215
 247
223
 208
Commitments and Contingencies

 



 


Stockholders' Equity 
   
  
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)
 
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2016: 167,611,357 issued and 140,660,447 outstanding; 2015: 166,698,787 issued and 146,782,297 outstanding)
 
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)
 
Treasury stock, at cost (2016: 26,950,910 shares; 2015: 19,916,490 shares)(1,531) (1,031)
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2019 and 2018: 0 issued and outstanding)
 
Common stock, $0.0001 par value, 400,000,000 shares authorized (2019: 168,973,172 issued and 119,555,207 outstanding; 2018: 168,418,954 issued and 128,095,849 outstanding)
 
Treasury stock, at cost (2019: 49,417,965 shares; 2018: 40,323,105 shares)(3,846) (2,849)
Additional paid-in capital157
 136
254
 233
Retained earnings4,320
 3,621
6,399
 5,847
Accumulated other comprehensive income (loss), net(358) (348)(300) (247)
Total Celanese Corporation stockholders' equity2,588
 2,378
2,507
 2,984
Noncontrolling interests433
 451
391
 395
Total equity3,021
 2,829
2,898
 3,379
Total liabilities and equity8,357
 8,586
9,476
 9,313


See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
Shares Amount Shares Amount Shares AmountShares Amount Shares Amount Shares Amount
(In $ millions, except share data)(In $ millions, except share data)
Series A Common Stock           
Common Stock           
Balance as of the beginning of the period146,782,297
 
 152,902,710
 
 156,939,828
 
128,095,849
 
 135,769,256
 
 140,660,447
 
Stock option exercises194,872
 
 94,147
 
 202,121
 
14,045
 
 
 
 20,151
 
Purchases of treasury stock(7,034,420) 
 (6,649,865) 
 (4,338,488) 
(9,166,267) 
 (7,935,392) 
 (5,436,803) 
Stock awards717,698
 
 435,305
 
 99,249
 
611,580
 
 261,985
 
 525,461
 
Balance as of the end of the period140,660,447
 
 146,782,297
 
 152,902,710
 
119,555,207
 
 128,095,849
 
 135,769,256
 
Treasury Stock                      
Balance as of the beginning of the period19,916,490
 (1,031) 13,266,625
 (611) 8,928,137
 (361)40,323,105
 (2,849) 32,387,713
 (2,031) 26,950,910
 (1,531)
Purchases of treasury stock, including related fees7,034,420
 (500) 6,649,865
 (420) 4,338,488
 (250)9,166,267
 (1,000) 7,935,392
 (818) 5,436,803
 (500)
Issuance of treasury stock under stock plans(71,407) 3
 
 
 
 
Balance as of the end of the period26,950,910
 (1,531) 19,916,490
 (1,031) 13,266,625
 (611)49,417,965
 (3,846) 40,323,105
 (2,849) 32,387,713
 (2,031)
Additional Paid-In Capital                      
Balance as of the beginning of the period  136
   103
   53
  233
   175
   157
Stock-based compensation, net of tax  8
   28
   43
  22
   58
   23
Stock option exercises, net of tax  13
   5
   7
  (1)   
   1
Affiliate purchase of shares from noncontrolling interests  
   
   (6)
Balance as of the end of the period  157
   136
   103
  254
   233
   175
Retained Earnings                      
Balance as of the beginning of the period  3,621
   3,491
   3,011
  5,847
   4,920
   4,320
Cumulative effect adjustment from adoption of new accounting standard (Note 2)
  
   
   (1)
Net earnings (loss) attributable to Celanese Corporation  900
   304
   624
  852
   1,207
   843
Series A common stock dividends  (201)   (174)   (144)
Common stock dividends  (300)   (280)   (241)
Restricted stock unit dividends  
   
   (1)
Balance as of the end of the period  4,320
   3,621
   3,491
  6,399
   5,847
   4,920
Accumulated Other Comprehensive Income (Loss), Net                      
Balance as of the beginning of the period  (348)   (165)   (4)  (247)   (177)   (358)
Other comprehensive income (loss), net of tax  (10)   (183)   (161)  (53)   (70)   181
Balance as of the end of the period  (358)   (348)   (165)  (300)   (247)   (177)
Total Celanese Corporation stockholders' equity  2,588
   2,378
   2,818
  2,507
   2,984
   2,887
Noncontrolling Interests                      
Balance as of the beginning of the period  451
   260
   
  395
   412
   433
Net earnings (loss) attributable to noncontrolling interests  6
   (19)   (4)  6
   6
   6
(Distributions to) contributions from noncontrolling interests  (24)   210
   264
  (10)   (23)   (27)
Balance as of the end of the period  433
   451
   260
  391
   395
   412
Total equity  3,021
   2,829
   3,078
  2,898
   3,379
   3,299


See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
(In $ millions)(In $ millions)
Operating Activities          
Net earnings (loss)906
 285
 620
858
 1,213
 849
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities          
Asset impairments2
 126
 
83
 
 
Depreciation, amortization and accretion295
 363
 298
356
 349
 310
Pension and postretirement net periodic benefit cost(54) (52) (113)(58) (92) (80)
Pension and postretirement contributions(350) (63) (223)(47) (47) (363)
Actuarial (gain) loss on pension and postretirement plans103
 127
 350
87
 165
 46
Pension curtailments and settlements, net
 (3) (78)
 (1) 
Deferred income taxes, net83
 42
 124
(31) 137
 (152)
(Gain) loss on disposition of businesses and assets, net2
 8
 8
3
 7
 5
Stock-based compensation31
 40
 46
48
 71
 47
Undistributed earnings in unconsolidated affiliates(24) (5) (98)(14) (12) (52)
Other, net15
 7
 24
18
 26
 12
Operating cash provided by (used in) discontinued operations2
 (2) (5)
 (10) 8
Changes in operating assets and liabilities          
Trade receivables - third party and affiliates, net(59) 61
 23
165
 (48) (110)
Inventories8
 62
 (15)6
 (158) (97)
Other assets39
 (17) 20
(9) (113) (7)
Trade payables - third party and affiliates7
 (111) (13)(59) 15
 126
Other liabilities(113) (6) (6)48
 56
 261
Net cash provided by (used in) operating activities893
 862
 962
1,454
 1,558
 803
Investing Activities          
Capital expenditures on property, plant and equipment(246) (232) (254)(370) (337) (267)
Acquisitions, net of cash acquired(178) (6) (10)(91) (144) (269)
Proceeds from sale of businesses and assets, net12
 4
 
1
 13
 1
Capital expenditures related to Fairway Methanol LLC
 (288) (424)
Purchases of marketable securities(16) 
 
Other, net(27) (36) (17)(17) (39) (14)
Net cash provided by (used in) investing activities(439) (558) (705)(493) (507) (549)
Financing Activities          
Net change in short-term borrowings with maturities of 3 months or less(352) 350
 (9)247
 (38) 111
Proceeds from short-term borrowings53
 80
 62
117
 51
 182
Repayments of short-term borrowings(90) (83) (91)(91) (78) (124)
Proceeds from long-term debt1,509
 
 387
499
 561
 351
Repayments of long-term debt(1,127) (24) (626)(360) (536) (77)
Purchases of treasury stock, including related fees(500) (420) (250)(996) (805) (500)
Stock option exercises6
 3
 5
(1) 
 1
Series A common stock dividends(201) (174) (144)
Common stock dividends(300) (280) (241)
(Distributions to) contributions from noncontrolling interests(24) 214
 264
(10) (23) (27)
Other, net(33) (12) (13)(40) (17) (27)
Net cash provided by (used in) financing activities(759) (66) (415)(935) (1,165) (351)
Exchange rate effects on cash and cash equivalents(24) (51) (46)(2) (23) 35
Net increase (decrease) in cash and cash equivalents(329) 187
 (204)24
 (137) (62)
Cash and cash equivalents as of beginning of period967
 780
 984
439
 576
 638
Cash and cash equivalents as of end of period638
 967
 780
463
 439
 576


See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Description of the Company and Basis of Presentation
Description of the Company
Celanese Corporation and its subsidiaries (collectively, the "Company") is a global technologychemical and specialty materials company. The Company produces high performance engineered polymers that are used in a variety of high-value applications, as well as acetyl products, which are intermediate chemicals for nearly all major industries. The Company also engineers and manufactures a wide variety of products essential to everyday living. The Company's business involves processingbroad product portfolio serves a diverse set of end-use applications including automotive, chemical raw materials, such as methanol, carbon monoxideadditives, construction, consumer and ethylene,industrial adhesives, consumer and natural products, including wood pulp, into value-added chemicals, thermoplastic polymersmedical, energy storage, filtration, food and other chemical-based products.beverage, paints and coatings, paper and packaging, performance industrial and textiles.
Definitions
In this Annual Report on Form 10-K ("Annual Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.
Basis of Presentation
The consolidated financial statements contained in this Annual Report were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The consolidated financial statements and other financial information included in this Annual Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.
In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Annual Report.
For those consolidated ventures in which the Company owns or is exposed to less than 100% of the economics, the outside stockholders' interests are shown as noncontrolling interests.
The Company has reclassified certain prior period amounts to conform to the current period's presentation.

2. Summary of Accounting Policies
Critical Accounting Policies
Recoverability of Goodwill and Indefinite-Lived Assets
The Company assesses the recoverability of the carrying amount of its reporting unit goodwill and indefinite-lived intangible assets either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable. The Company assesses the recoverability of finite-lived intangible assets in the same manner as for property, plant and equipment. Impairment losses are generally recorded in Other (charges) gains, net in the consolidated statements of operations.
Recoverability of the carrying amount of goodwill is measured at the reporting unit level. The qualitative evaluation is an assessment of multiple factors, including the current operating environment, financial performance and market considerations, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass this qualitative assessment for some or all of its reporting units and perform a quantitative test, based on management's judgment. In performing a quantitative analysis, the Company measures the recoverability of goodwill for each reporting unit using a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital ("WACC") considering any differences in company-specific risk factors. The Company may engage third-party valuation consultants to assist with this process.
Management tests indefinite-lived intangible assets for impairment quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a Level 3 fair value measurement. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. The key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the WACC considering any differences in company-specific risk factors. Royalty rates are established by management and are periodically substantiated by third-party valuation consultants.
Environmental Liabilities
The Company manufactures and sells a diverse line of chemical products throughout the world. Accordingly, the Company's operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. The Company recognizes losses and accrues liabilities relating to environmental matters if available information indicates that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Depending on the nature of the site, the Company accrues through 15 years, unless the Company has government orders or other agreements that extend beyond 15 years. The Company estimates environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental liability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted liabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on the Company's periodic estimate of what it will cost to perform each of the elements of the remediation effort. The Company utilizes third parties to assist in the management and development of cost estimates for its sites. Changes to environmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.

Pension and Other Postretirement Obligations
The Company recognizes a balance sheet asset or liability for each of its pension and other postretirement benefit plans equal to the plan's funded status as of a December 31 measurement date. The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation.
The Company applies the long-term expected rate of return to the fair value of plan assets and immediately recognizes in operating results the change in fair value of plan assets and net actuarial gains and losses annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Events requiring a plan remeasurement will be recognized in the quarter in which such remeasurement event occurs. The remaining components of pension and other postretirement plan net periodic benefit costs are recorded on a quarterly basis.
The Company allocates the service cost and amortization of prior service cost (or credit) components of its pension and postretirement plans to its business segments. Interest cost, expected return on assets and net actuarial gains and losses are considered financing activities managed at the corporate level and are recorded to Other Activities. The Company believes the expense allocation appropriately matches the cost incurred for active employees to the respective business segment.
Other postretirement benefit plans provide medical and life insurance benefits to retirees who meet minimum age and service requirements. The key determinants of the accumulated postretirement benefit obligation ("APBO") are the discount rate and the health care cost trend rate.
Discount Rate
As of the measurement date, the Company determines the appropriate discount rate used to calculate the present value of future cash flows currently expected to be required to settle the pension and other postretirement benefit obligations. The discount rate is generally based on the yield on high-quality corporate fixed-income securities.
In the US, the rate used to discount pension and other postretirement benefit plan liabilities is based on a yield curve developed from market data of over 300 Aa-grade non-callable bonds at the measurement date. This yield curve has discount rates that vary based on the duration of the obligations. The estimated future cash flows for the pension and other benefit obligations were matched to the corresponding rates on the yield curve to derive a weighted average discount rate.
The Company determines its discount rates in the Euro zone using the iBoxx Euro Corporate AA Bond indices with appropriate adjustments for the duration of the plan obligations. In other international locations, the Company determines its discount rates based on the yields of high quality government bonds with a duration appropriate to the duration of the plan obligations.
Expected Long-Term Rate of Return on Assets
The Company determines the long-term expected rate of return on plan assets by considering the current target asset allocation, as well as the historical and expected rates of return on various asset categories in which the plans are invested. A single long-term expected rate of return on plan assets is then calculated for each plan as the weighted average of the target asset allocation and the long-term expected rate of return assumptions for each asset category within each plan.
The expected rate of return is assessed annually and is based on long-term relationships among major asset classes and the level of incremental returns that can be earned by the successful implementation of different active investment management strategies. Equity returns are based on estimates of long-term inflation rate, real rate of return, 10-year Treasury bond premium over cash and historical equity risk premium. Fixed income returns are based on maturity, historical long-term inflation, real rate of return and credit spreads.
Investment Policies and Strategies
The investment objectives for the Company's pension plans are to earn, over a moving 20-year period, a long-term expected rate of return, net of investment fees and transaction costs, sufficient to satisfy the benefit obligations of the plan, while at the same time maintaining adequate liquidity to pay benefit obligations and proper expenses, and meet any other cash needs, in the short- to medium-term.

The equity and debt securities objectives are to provide diversified exposure across the US and global equity and fixed income markets, and to manage the risks and returns of the plans through the use of multiple managers and strategies. The fixed income strategies are designed to reduce liability-related interest rate risk by investing in bonds that match the duration and credit quality of the plan liabilities. Derivatives-based strategies may be used to mitigate investment risks.
The financial objectives of the qualified pension plans are established in conjunction with a comprehensive review of each plan's liability structure. The Company's asset allocation policy is based on detailed asset/liability analysis. In developing investment policy and financial goals, consideration is given to each plan's demographics, the returns and risks associated with current and alternative investment strategies and the current and projected cash, expense and funding ratios of each plan. Investment policies must also comply with local statutory requirements as determined by each country. A formal asset/liability study of each plan is undertaken every three to five years or whenever there has been a material change in plan demographics, benefit structure or funding status and investment market. The Company has adopted a long-term investment horizon such that the risk and duration of investment losses are weighed against the long-term potential for appreciation of assets. Although there cannot be complete assurance that these objectives will be realized, it is believed that the likelihood for their realization is reasonably high, based upon the asset allocation chosen and the historical and expected performance of the asset classes utilized by the plans. The intent is for investments to be broadly diversified across asset classes, investment styles, market sectors, investment managers, developed and emerging markets and securities in order to moderate portfolio volatility and risk. Investments may be in separate accounts, commingled trusts, mutual funds and other pooled asset portfolios provided they all conform to fiduciary standards.
External investment managers are hired to manage pension assets. Investment consultants assist with the screening process for each new manager hired. Over the long-term, the investment portfolio is expected to earn returns that exceed a composite of market indices that are weighted to match each plan's target asset allocation. The portfolio return should also (over the long-term) meet or exceed the return used for actuarial calculations in order to meet the future needs of each plan.
Loss Contingencies
When determinable, the Company accrues contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For certain potentially material loss contingency matters, the Company is sometimes unable to estimate and accrue a loss deemed probable of occurring. For such matters, the Company discloses an estimate of the possible loss, range of loss or a statement that such estimate cannot be made.
Because the Company's evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is in advance of the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress made in the resolution of a contingent loss matter or the broader the range of potential outcomes, the more difficult it is for the Company to estimate, accrue and report a loss. For example, the Company may disclose certain information about a plaintiff's legal claim against the Company that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it might not necessarily be indicative of the Company's estimate of probable or possible loss. In addition, some of the Company's contingent loss exposures may be eligible for reimbursement under the provisions of its insurance coverage. The Company does not consider the potential availability of insurance coverage in determining its probable or possible loss estimates. As a result of these factors among others, the Company's ultimate contingent loss exposure may be higher or lower, and possibly materially so, than the Company's recorded probable loss accruals and disclosures of possible losses.
Income Taxes
The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carryforwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates and laws in the respective tax jurisdiction enacted as of the balance sheet date.
The Company reviews its deferred tax assets for recoverability and establishes a valuation allowance based on historical taxable income, projected future taxable income, remaining carryforward periods, applicable tax strategies and the expected timing of the reversals of existing temporary differences. A valuation allowance is provided when it is more likely than not (likelihood of greater than 50%) that some portion or all of the deferred tax assets will not be realized.

The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. Tax positions are recognized only when it is more likely than not (likelihood of greater than 50%), based on technical merits, that the positions will be sustained upon examination. Tax positions that meet the more-likely-than-not threshold are measured using a probability weighted approach as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. Whether the more-likely-than-not recognition threshold is met for a tax position is a matter of judgment based on the individual facts and circumstances of that position evaluated in light of all available evidence.
The Company recognizes interest and penalties related to uncertain tax positions in Income tax (provision) benefit in the consolidated statements of operations.
Other Accounting Policies
Consolidation Principles
The consolidated financial statements have been prepared in accordance with US GAAP for all periods presented and include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. All intercompany accounts and transactions have been eliminated in consolidation.
Estimates and Assumptions
The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.

Purchase Accounting
The Company recognizes the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of purchase price over the aggregate fair values is recorded as goodwill. Intangible assets are valued using the relief from royalty, multi-period excess earnings and discounted cash flow methodologies, which are considered Level 3 measurements. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this method include discount rates, royalty rates, growth rates, sales projections and terminal value rates. Key assumptions used in the multi-period excess earnings method include discount rates, retention rates, growth rates, sales projections, expense projections and contributory asset charges. Key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. All of these methodologies require significant management judgment and, therefore, are susceptible to change. The Company calculates the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed to allocate the purchase price at the acquisition date. The Company may use the assistance of third-party valuation consultants.
Fair Value Measurements
The Company determines fair value based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers assumptions that market participants would use when pricing the asset or liability. Market participant assumptions are categorized by a three-tiered fair value hierarchy which prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. Valuations for fund investments, such as common/collective trusts, registered investment companies and short-term investment funds, which do not have readily determinable fair values, are typically estimated using a net asset value provided by a third party as a practical expedient.

The levels of inputs used to measure fair value are as follows:
Level 1 - unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company
Level 2 - inputs that are observable in the marketplace other than those inputs classified as Level 1
Level 3 - inputs that are unobservable in the marketplace and significant to the valuation
Purchase Accounting
The Company recognizes the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of purchase price over the aggregate fair values is recorded as goodwill. Intangible assets are valued using the relief from royalty, multi-period excess earnings and discounted cash flow methodologies, which are considered Level 3 measurements. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this method include discount rates, royalty rates, growth rates, sales projections and terminal value rates. Key assumptions used in the multi-period excess earnings method include discount rates, retention rates, growth rates, sales projections, expense projections and contributory asset charges. Key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, cash flow projections and terminal value rates. All of these methodologies require significant management judgment and, therefore, are susceptible to change. The Company calculates the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed to allocate the purchase price at the acquisition date. The Company may use the assistance of third-party valuation consultants.
Cash and Cash Equivalents
All highly liquid investments with original maturities of three months or less are considered cash equivalents.
Allowance for Doubtful Accounts
The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company believes, based on historical results, the likelihood of actual write-offs having a material impact on financial results is low. The allowance for doubtful accounts is estimated using factors such as customer credit ratings, past collection history and general risk profile. Receivables are charged against the allowance for doubtful accounts when it is probable that the receivable will not be recovered.
Inventories
Inventories, including stores and supplies, are stated at the lower of cost and net realizable value. Cost for inventories is determined using the first-in, first-out ("FIFO") method. Cost includes raw materials, direct labor and manufacturing overhead. Cost for stores and supplies is primarily determined by the average cost method.
Investments
Marketable Securities
The cost of available-for-sale securities sold is determined using the specific identification method.

in Affiliates
Investments in Affiliates
Investmentsequity securities where the Company can exercise significant influence over operating and financial policies of an investee, which is generally considered when an investor owns 20% or more of the voting stock of an investee, are accounted for under the equity method of accounting. Investments in equity securities where the Company does not exercise significant influence are accounted for under theat fair value or, if such investments do not have a readily determinable fair value, an election may be made to measure them at cost method of accounting.after considering observable price changes for similar instruments, minus impairment, if any. The Company determined it cannot exercise significant influence over certain investments where the Company owns greater than a 20% interest due to local government investment in and influence over these entities, limitations on the Company's involvement in the day-to-day operations and the present inability of the entities to provide timely financial information prepared in accordance with US GAAP. Further, these investments were determined not to have a readily determinable fair value. Accordingly, these investments are accounted for underusing the cost method of accounting.alternative measure described above.
In certain instances, the financial information of the Company's equity investees is not available on a timely basis. Accordingly, the Company records its proportional share of the investee's earnings or losses on a consistent lag of no more than one quarter.
When required to assess the recoverability of its investments in affiliates, the Company estimates fair value using a discounted cash flow model. The Company may engage third-party valuation consultants to assist with this process.
Property, Plant and Equipment, Net
Land is recorded at historical cost. Buildings, machinery and equipment, including capitalized interest, and property under capitalfinance lease agreements, are recorded at cost less accumulated depreciation. The Company records depreciation and amortization in its consolidated statements of operations as either Cost of sales, Selling, general and administrative expenses or Research and development expenses consistent with the utilization of the underlying assets. Depreciation is calculated on a straight-line basis over the following estimated useful lives of depreciable assets:
Land improvements20 years
Buildings and improvements30 years
Machinery and equipment20 years
Leasehold improvements are amortized over 10 years or the remaining life of the respective lease, whichever is shorter.
Accelerated depreciation is recorded when the estimated useful life is shortened. Ordinary repair and maintenance costs, including costs for planned maintenance turnarounds, that do not extend the useful life of the asset are charged to earnings as incurred. Fully depreciated assets are retained in property and depreciation accounts until sold or otherwise disposed. In the case of disposals, assets and related depreciation are removed from the accounts, and the net amounts, less proceeds from disposal, are included in earnings.
The Company assesses the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. An impairment

loss would be assessed when estimated undiscounted future cash flows from the operation and disposition of the asset group are less than the carrying amount of the asset group. Asset groups have identifiable cash flows and are largely independent of other asset groups. Measurement of an impairment loss is based on the excess of the carrying amount of the asset group over its fair value. The Company calculates the fair value using a discounted cash flow model incorporating discount rates commensurate with the risks involved for the asset group, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections involve significant judgment and are based on management's estimate of current and forecasted market conditions and cost structure. Impairment losses are generally recorded toin Other (charges) gains, net in the consolidated statements of operations.
Goodwill and Intangible Assets, Net
The Company assesses the recoverability of the carrying amount of its reporting unit goodwill and indefinite-lived intangible assets either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable. The Company assesses the recoverability of finite-lived intangible assets in the same manner as for property, plant and equipment. Impairment losses are generally recorded to Other (charges) gains, net in the consolidated statements of operations.

Goodwill
Recoverability of the carrying amount of goodwill is measured at the reporting unit level. In performing a quantitative analysis, the Company measures the recoverability of goodwill for each reporting unit using a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital ("WACC") considering any differences in company-specific risk factors. The Company may engage third-party valuation consultants to assist with this process.
Indefinite-lived Intangible Assets
Management tests indefinite-lived intangible assets for impairment quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a Level 3 fair value measurement. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. The key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the WACC considering any differences in company-specific risk factors. Royalty rates are established by management and are periodically substantiated by third-party valuation consultants.
Definite-lived Intangible AssetsEnvironmental Liabilities
Customer-related intangibleWe manufacture and sell a diverse line of chemical products throughout the world. Accordingly, our operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. We recognize losses and accrue liabilities relating to environmental matters if available information indicates that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Depending on the nature of the site, we accrue through 15 years, unless we have government orders or other agreements that extend beyond 15 years. We estimate environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental liability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted liabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on our periodic estimate of what it will cost to perform each of the elements of the remediation effort. We utilize third parties to assist in the management and development of cost estimates for our sites. Changes to environmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.
See Note 16 - Environmental in the accompanying consolidated financial statements for further information.
Benefit Obligations
The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and other intangible assets with finite livestrends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation. The actuarial assumptions used may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates or longer or shorter life spans of participants. These differences may result in a significant impact to the amount of net periodic benefit cost recorded in future periods.
Pension assumptions are amortizedreviewed annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Assumptions are reviewed on a straight-lineplan and country-specific basis over their estimated useful lives,by third-party actuaries and senior management. Such assumptions are adjusted as appropriate to reflect changes in market rates and outlook.
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.

Loss Contingencies
When determinable, we accrue contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For certain potentially material loss contingency matters, we are sometimes unable to estimate and accrue a loss deemed probable of occurring. For such matters, we disclose an estimate of the possible loss, range from threeof loss or a statement that such estimate cannot be made.
Because our evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is in advance of the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress made in the resolution of a contingent loss matter or the broader the range of potential outcomes, the more difficult it is for us to 30 years.estimate, accrue and report a loss. For example, we may disclose certain information about a plaintiff's legal claim against us that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it might not necessarily be indicative of our estimate of probable or possible loss. In addition, some of our contingent loss exposures may be eligible for reimbursement under the provisions of our insurance coverage. We do not consider the potential availability of insurance coverage in determining our probable or possible loss estimates. As a result of these factors among others, our ultimate contingent loss exposure may be higher or lower, and possibly materially so, than our recorded probable loss accruals and disclosures of possible losses.
DerivativeSee Note 24 - Commitments and Hedging InstrumentsContingencies in the accompanying consolidated financial statements for further information.
Income Taxes
We regularly review our deferred tax assets for recoverability and establish a valuation allowance as needed. In forming our judgment regarding the recoverability of deferred tax assets related to deductible temporary differences and tax attribute carryforwards, we give weight to positive and negative evidence based on the extent to which the forms of evidence can be objectively verified. We attach the most weight to historical earnings due to its verifiable nature. Weight is attached to tax planning strategies if the strategies are prudent and feasible and implementable without significant obstacles. Less weight is attached to forecasted future earnings due to its subjective nature, and expected timing of reversal of taxable temporary differences is given little weight unless the reversal of taxable and deductible temporary differences coincide. Valuation allowances are established primarily on net operating loss carryforwards and other deferred tax assets in the US, Luxembourg, Spain, China, the United Kingdom, Mexico, Canada and France. We have appropriately reflected increases and decreases in our valuation allowance based on the overall weight of positive versus negative evidence on a jurisdiction by jurisdiction basis.
The Company manages its exposuresrecoverability of deferred tax assets and the recognition and measurement of uncertain tax positions are subject to various assumptions and management judgment. If actual results differ from the estimates made by management in establishing or maintaining valuation allowances against deferred tax assets, the resulting change in the valuation allowance would generally impact earnings or Other comprehensive income depending on the nature of the respective deferred tax asset. In addition, the positions taken with regard to tax contingencies may be subject to audit and review by tax authorities, which may result in future taxes, interest and penalties.
See Note 19 - Income Taxes in the accompanying consolidated financial statements for further information.
Recent Accounting Pronouncements
See Note 3 - Recent Accounting Pronouncements in the accompanying consolidated financial statements for information regarding recent accounting pronouncements.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
Market Risks
Our financial market risk consists principally of exposure to currency exchange rates, interest rates foreignand commodity prices. Exchange rate and interest rate risks are managed with a variety of techniques, including use of derivatives. We have in place policies of hedging against changes in currency exchange rates, interest rates and commodity prices through aas described below.
See Note 2 - Summary of Accounting Policies in the accompanying consolidated financial statements for further information regarding our derivative and hedging instruments accounting policies related to financial market risk.
See Note 22 - Derivative Financial Instruments in the accompanying consolidated financial statements for further information regarding our market risk management program that includesand the userelated impact on our financial position and results of derivative financial instruments. The Company does not use derivative financial instruments for speculative trading purposes. The fair value of derivative instruments other than foreign currency forwardsoperations.
Foreign Currency Forwards and swaps is recorded as an asset or liability on a net basis at the balance sheet date.Swaps
Interest Rate Risk Management
To reduce the interest rate risk inherent in its variable rate debt, the Company utilizes interest rate swap agreements to convert aA portion of its variable rate borrowings into a fixed rate obligation. These interest rate swap agreements fix the London Interbank Offered Rate ("LIBOR") portion of the Company's US dollar denominated variable rate borrowings. Prior to December 2014, all or a portion of these interest rate swap agreements were designated as cash flow hedges. Accordingly, to the extent the cash flow hedge was effective, changes in the fair value of interest rate swaps were included in gain (loss) from cash flow hedges within Accumulated other comprehensive income (loss),our assets, liabilities, net in the consolidated balance sheets. Hedge accounting is discontinued when the interest rate swap is no longer effective in offsetting cash flows attributable to the hedged risk, the interest rate swap expires or the cash flow hedge is dedesignated because it is no longer probable that the forecasted transaction will occur according to the original strategy. In December 2014, the Company dedesignated as cash flow hedges a notional value of $500 million US dollar interest rate swap agreements expiring January 2, 2016. When a cash flow hedge is dedesignatedsales and it is probable that the forecasted transaction will not occur, any related amounts previously included in Accumulated other comprehensive income (loss), net would be reclassified to earnings immediately. Mark-to-market adjustments on dedesignated interest rate swap agreementsexpenses are included in Interest expense in the consolidated statements of operations through their expiration.
Foreign Exchange Risk Management
Certain subsidiaries of the Company have assets and liabilities denominated in currencies other than the US dollar. Fluctuations in the value of these currencies against the US dollar can have a direct and material impact on the business and financial results. Our largest exposures are to the Euro and Chinese Yuan ("CNY"). A decline in the value of the Euro and CNY versus the US dollar results in a decline in the US dollar value of our sales and earnings denominated in Euros and CNYs. Likewise, an increase in the value of the Euro and CNY versus the US dollar would result in an opposite effect. We estimate that a 10% change in the Euro/US dollar and CNY/US dollar exchange rates would impact our earnings by $55 million and $21 million, respectively.

Item 8.  Financial Statements and Supplementary Data
Our consolidated financial statements and supplementary data are included in Item 15. Exhibits and Financial Statement Schedules of this Annual Report on Form 10-K.
Quarterly Financial Information
For a discussion of material events affecting performance in each quarter, see Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Three Months Ended
 March 31,
2019
 June 30,
2019
 September 30,
2019
 December 31,
2019
 (Unaudited)
(In $ millions, except per share data)
Net sales1,687
 1,592
 1,586
 1,432
Gross profit453
 423
 414
 316
Other (charges) gains, net4
 (98) (7) (102)
Operating profit (loss)320
 186
 260
 68
Earnings (loss) from continuing operations before tax385
 239
 323
 41
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations338
 210
 268
 42
Earnings (loss) from discontinued operations(1) (1) (5) 1
Net earnings (loss)337
 209
 263
 43
Earnings (loss) per common share - basic       
Continuing operations2.65
 1.68
 2.18
 0.35
Net earnings (loss)2.64
 1.67
 2.14
 0.36
Earnings (loss) per common share - diluted       
Continuing operations2.64
 1.67
 2.17
 0.35
Net earnings (loss)2.63
 1.66
 2.13
 0.36

 Three Months Ended
 March 31,
2018
 June 30,
2018
 September 30,
2018
 December 31,
2018
 (Unaudited)
(In $ millions, except per share data)
Net sales1,851
 1,844
 1,771
 1,689
Gross profit515
 521
 516
 420
Other (charges) gains, net
 (3) 12
 
Operating profit (loss)343
 358
 374
 259
Earnings (loss) from continuing operations before tax432
 442
 462
 174
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations365
 344
 407
 96
Earnings (loss) from discontinued operations(2) 
 (6) 3
Net earnings (loss)363
 344
 401
 99
Earnings (loss) per common share - basic       
Continuing operations2.69
 2.54
 3.02
 0.73
Net earnings (loss)2.67
 2.54
 2.98
 0.75
Earnings (loss) per common share - diluted       
Continuing operations2.68
 2.52
 3.00
 0.73
Net earnings (loss)2.66
 2.52
 2.96
 0.75

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.  Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, as of December 31, 2019, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
During the three months ended December 31, 2019, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Report of Management on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our consolidated financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our consolidated financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2019. The Company's independent registered public accounting firm, KPMG LLP, has issued an audit report on the effectiveness of the Company's internal control over financial reporting. Their report follows on page 63.
Item 9B.  Other Information
None.

PART III
Item 10.  Directors, Executive Officers and Corporate Governance
The information required by this Item 10 is incorporated herein by reference from the subsections of "Governance" captioned "Item 1: Election of Directors," "Director Nominees," "Board and Committee Governance," "Additional Governance Features," and the sections "Stock Ownership Information – Delinquent Section 16(a) Reports" and "Questions and Answers – Company Documents, Communications and Stockholder Proposals" of the Company's definitive proxy statement for the 2020 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "2020 Proxy Statement"). Information about executive officers of the Company is contained in Part I of this Annual Report.
Codes of Ethics
The Company has adopted a Business Conduct Policy for directors, officers and employees along with a Financial Code of Ethics for its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. These codes are available on the corporate governance portal of the Company's investor relations website at investors.celanese.com. The Company intends to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to and waivers from these codes by posting such information on the same website.
Item 11.  Executive Compensation
The information required by this Item 11 is incorporated herein by reference from the section "Governance – Director Compensation" and the subsections of "Executive Compensation" captioned "Compensation Discussion and Analysis," "Compensation Risk Assessment," "Compensation and Management Development Committee Report," "Compensation Committee Interlocks and Insider Participation" and "Compensation Tables" of the 2020 Proxy Statement.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information with respect to beneficial ownership required by this Item 12 is incorporated herein by reference from the section captioned "Stock Ownership Information – Principal Stockholders and Beneficial Owners" of the 2020 Proxy Statement.
Equity Compensation Plans
Securities Authorized for Issuance Under Equity Compensation Plans
The following information is provided as of December 31, 2019 with respect to equity compensation plans:
Plan Category 
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
 
  (a) (b) (c) 
Equity compensation plans approved by security holders 1,433,599
(1) 
$
 19,952,545
(2) 
___________________________
(1)
Includes (a) options to purchase 0 shares of the Company's common stock, par value $0.0001 per share ("Common Stock") under the Celanese Corporation 2009 Global Incentive Plan, as amended and restated April 19, 2012 and February 9, 2017 (the "2009 Plan"), and (b) 959,696 restricted stock units ("RSUs") granted under the 2009 Plan, and 473,903 RSUs granted under the Celanese Corporation 2018 Global Incentive Plan (the "2018 Plan"), including shares that may be issued pursuant to outstanding performance-based RSUs, assuming currently estimated maximum potential performance; actual shares issued may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance level (as opposed to the maximum potential performance), the aggregate RSUs outstanding would be 1,051,151. Also includes 46,204 share equivalents attributable to RSUs deferred by non-management directors under the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of Common Stock under the 2009 Plan and the 2018 Plan. Upon vesting, a share of the Company's Common Stock is issued for each RSU. Column (b) does not take any of these RSU awards into account because they do not have an exercise price.
(2)
Includes shares available for future issuance under the 2018 Plan and the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the "ESPP"). As of December 31, 2019, an aggregate of 6,244,945 shares were available for future issuance under the 2018 Plan and 13,707,600 shares of our Common Stock were available for future issuance under the ESPP. As of December 31, 2019, 292,400 shares have been offered for purchase under the ESPP.
Item 13.  Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 is incorporated herein by reference from the section captioned "Governance – Director Independence and Related Person Transactions" of the 2020 Proxy Statement.
Item 14.  Principal Accounting Fees and Services
The information required by this Item 14 is incorporated herein by reference from the section captioned "Audit Matters – Item 3: Ratification of Independent Registered Public Accounting Firm" of the 2020 Proxy Statement.

PART IV
Item 15.  Exhibits and Financial Statement Schedules
1.  Financial Statements. The report of our independent registered public accounting firm and our consolidated financial statements are listed below and begin on page 63 of this Annual Report on Form 10-K.
Page Number
2.  Financial Statement Schedules.
The financial statement schedules required by this item, if any, are included as Exhibits to this Annual Report on Form 10-K.
3.  Exhibit List.
INDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to reasonable expenses.
Exhibit
Number
Description
3.1
3.1(a)
3.1(b)
3.1(c)
3.2
4.1
4.2
4.3
4.4

Exhibit
Number
Description
4.5
4.6
4.7
4.8
4.9
4.10
4.11*
10.1(a)
10.1(b)
10.2
10.2(a)
10.2(b)
10.2(c)

Exhibit
Number
Description
10.2(d)
10.2(e)
10.2(f)
10.2(g)
10.2(h)
10.2(i)
10.2(j)
10.3‡
10.3(a)‡
10.3(b)‡
10.4‡
10.4(a)‡
10.4(b)‡
10.4(c)*‡

Exhibit
Number
Description
10.5‡
10.5(a)‡
10.6‡
10.6(a)‡
10.6(b)‡
10.6(c)‡
10.7‡
10.7(a)‡
10.7(b)‡
10.7(c)‡
10.8‡
10.9‡
10.9(a)‡
10.9(b)‡
10.9(c)‡
10.9(d)‡
10.10(a)‡
10.10(b)‡
10.11(a)‡
10.11(b)‡
10.11(c)‡

Exhibit
Number
Description
10.11(d)‡
10.11(e)‡
10.11(f)‡
10.11(g)‡
10.11(h)‡
10.11(i)‡
10.12(a)‡
10.12(b)‡
10.12(c)*‡
10.13‡
10.14‡
10.15*‡
10.15(a)*‡
10.16*‡
21.1*
23.1*
24.1*
31.1*
31.2*
32.1*
32.2*
101.INS*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Exhibit
Number
Description
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019 has been formatted in Inline XBRL.
*     Filed herewith.
‡     Indicates a management contract or compensatory plan or arrangement.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 CORPORATION
By:/s/ LORI J. RYERKERK
Name:Lori J. Ryerkerk
Title:Chief Executive Officer and President
Date:February 6, 2020
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott A. Richardson and Benita M. Casey, and each of them, his or her true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution to sign in his or her name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that any such attorney-in-fact may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the US Securities and Exchange Commission in connection with the Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and any and all amendments hereto, as fully for all intents and purposes as he or she might or could do in person, and hereby ratifies and confirms all that such said attorney-in-fact, acting alone, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
/s/ LORI J. RYERKERK
Chief Executive Officer, President and Director
(Principal Executive Officer)
February 6, 2020
Lori J. Ryerkerk
/s/ SCOTT A. RICHARDSON
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
February 6, 2020
Scott A. Richardson
/s/ BENITA M. CASEY
Vice President, Finance, Controller and
Chief Accounting Officer
(Principal Accounting Officer)
February 6, 2020
Benita M. Casey
/s/ JEAN S. BLACKWELLDirectorFebruary 6, 2020
Jean S. Blackwell
/s/ WILLIAM M. BROWNDirectorFebruary 6, 2020
William M. Brown
/s/ EDWARD G. GALANTEDirectorFebruary 6, 2020
Edward G. Galante
/s/ KATHRYN M. HILLDirectorFebruary 6, 2020
Kathryn M. Hill

SignatureTitleDate
/s/ DAVID F. HOFFMEISTERDirectorFebruary 6, 2020
David F. Hoffmeister
/s/ JAY V. IHLENFELDDirectorFebruary 6, 2020
Jay V. Ihlenfeld
/s/ MARK C. ROHRExecutive Chairman (Chairman of the Board of Directors)February 6, 2020
Mark C. Rohr
/s/ KIM K.W. RUCKERDirectorFebruary 6, 2020
Kim K.W. Rucker
/s/ JOHN K. WULFFDirectorFebruary 6, 2020
John K. Wulff

CELANESE CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
Number

Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Celanese Corporation:

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting
We have audited the accompanying consolidated balance sheets of Celanese Corporation and subsidiaries (the Company) as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2019, and the related notes (collectively, the consolidated financial statements). We also have audited the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the consolidated financial statements referred to above, present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2019, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Change in Accounting Principle
As discussed in Note 3 to the consolidated financial statements, the Company has changed its method of accounting for leasing transactions as of January 1, 2019 due to the adoption of Financial Accounting Standards Board's Accounting Standards Update 2016-02, Leases.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's consolidated financial statements and an opinion on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Evaluation of the Company's determination and realizability of foreign tax credit carryforwards
As discussed in Notes 2 and 19 to the consolidated financial statements, the Company had $243 million of U.S. foreign tax credit carryforwards, and a related valuation allowance of $207 million, as of December 31, 2019. Foreign tax credit carryforwards may be used to reduce current U.S. tax liabilities related to foreign-source income or deferred and utilized over a ten-year period. Realization of these deferred tax assets requires generation of sufficient foreign-source taxable income within this period.
We identified the evaluation of the Company's determination and realizability of foreign tax credit carryforwards available for U.S. federal income tax purposes as a critical audit matter. This is due to the magnitude of this deferred tax asset and complex auditor judgment required in evaluating the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards. Additionally, a high degree of auditor judgment was required in evaluating the Company's related forecast of foreign-source taxable income, allocation of overhead and other directly allocable expenses.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the computation of foreign tax credit carryforwards generated, 2) assessing the realizability of associated deferred tax assets, and 3) the application of relevant income tax regulations for the generation of foreign tax credit carryforwards and foreign-source taxable income forecasted to be generated prior to carryforward expirations. To assess the Company's ability to forecast, we compared historical forecasts of foreign-source taxable income to actual results. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the types and amounts of foreign-source taxable income utilized in the Company's forecasts, including the allocable expenses and method of expense allocation. They also assisted in assessing 1) the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards, and 2) the determination of the foreign tax credit carryforwards generated, including their respective functional currencies,realizability, by independently re-performing the computation and comparing our determination to the Company's assessment.
Evaluation of the Company's assessment of changes in, and the application of, international tax regulations
As discussed in Note 19 to the consolidated financial statements, $131 million of income tax expense for the year ended December 31, 2019 was related to the Company's international operations. In the current global tax environment, the Company's effective income tax rate and related income tax attributes are significantly impacted by changes in tax regulation in its significant operating locations. As a result, the Company continuously monitors, evaluates, and responds to these tax regulation changes.
We identified the evaluation of the Company's assessment of changes in, and the application of, international tax regulations as a critical audit matter. This was due to the complex and subjective nature of recent tax regulation changes, the steps taken by the Company in response to such changes, and their collective impacts on multiple foreign income tax computations. As a result, a high degree of auditor judgment was required to 1) evaluate significant tax regulation changes, 2) assess the application of the foreign taxing authorities' regulations on the Company's business operations, and 3) evaluate certain internal restructuring and other transactions.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the changes in, and the application of, international tax regulations, 2) the execution of certain

internal restructuring and other transactions, and 3) their collective impacts on multiple foreign income tax computations. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the Company's interpretation and application of tax regulations, including tax regulation changes, and the associated income tax consequences. They also assisted in assessing certain internal restructuring and other transactions, including reviewing the underlying legal step documentation and evaluating the resulting impact on the Company's global tax rate.
/s/ KPMG LLP
We have served as the Company's auditor since 2004.
Dallas, Texas
February 6, 2020

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended December 31,
 2019 2018 2017
 (In $ millions, except share and per share data)
Net sales6,297
 7,155
 6,140
Cost of sales(4,691) (5,183) (4,629)
Gross profit1,606
 1,972
 1,511
Selling, general and administrative expenses(483) (546) (496)
Amortization of intangible assets(24) (24) (20)
Research and development expenses(67) (72) (73)
Other (charges) gains, net(203) 9
 (59)
Foreign exchange gain (loss), net7
 
 (1)
Gain (loss) on disposition of businesses and assets, net(2) (5) (5)
Operating profit (loss)834
 1,334
 857
Equity in net earnings (loss) of affiliates182
 233
 183
Non-operating pension and other postretirement employee benefit (expense) income(20) (62) 44
Interest expense(115) (125) (122)
Refinancing expense(4) (1) 
Interest income6
 6
 2
Dividend income - equity investments113
 117
 108
Other income (expense), net(8) 8
 3
Earnings (loss) from continuing operations before tax988
 1,510
 1,075
Income tax (provision) benefit(124) (292) (213)
Earnings (loss) from continuing operations864
 1,218
 862
Earnings (loss) from operation of discontinued operations(8) (5) (16)
Gain (loss) on disposition of discontinued operations
 
 
Income tax (provision) benefit from discontinued operations2
 
 3
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)858
 1,213
 849
Net (earnings) loss attributable to noncontrolling interests(6) (6) (6)
Net earnings (loss) attributable to Celanese Corporation852
 1,207
 843
Amounts attributable to Celanese Corporation 
  
  
Earnings (loss) from continuing operations858
 1,212
 856
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)852
 1,207
 843
Earnings (loss) per common share - basic 
  
  
Continuing operations6.93
 9.03
 6.21
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - basic6.88
 8.99
 6.11
Earnings (loss) per common share - diluted 
  
  
Continuing operations6.89
 8.95
 6.19
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - diluted6.84
 8.91
 6.09
Weighted average shares - basic123,925,697
 134,305,269
 137,902,667
Weighted average shares - diluted124,651,759
 135,416,858
 138,317,395
See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Net earnings (loss)858
 1,213
 849
Other comprehensive income (loss), net of tax     
Unrealized gain (loss) on marketable securities
 
 (1)
Foreign currency translation(16) (60) 174
Gain (loss) on cash flow hedges(30) (10) (1)
Pension and postretirement benefits(7) 
 9
Total other comprehensive income (loss), net of tax(53) (70) 181
Total comprehensive income (loss), net of tax805
 1,143
 1,030
Comprehensive (income) loss attributable to noncontrolling interests(6) (6) (6)
Comprehensive income (loss) attributable to Celanese Corporation799
 1,137
 1,024

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 As of December 31,
 2019 2018
 (In $ millions, except share data)
ASSETS   
Current Assets 
  
Cash and cash equivalents (variable interest entity restricted - 2019: $57; 2018: $24)463
 439
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2019: $9; 2018: $10; variable interest entity restricted - 2019: $6; 2018: $6)850
 1,017
Non-trade receivables, net331
 301
Inventories1,038
 1,046
Marketable securities40
 31
Other assets43
 40
Total current assets2,765
 2,874
Investments in affiliates975
 979
Property, plant and equipment (net of accumulated depreciation - 2019: $2,957; 2018: $2,803; variable interest entity restricted - 2019: $622; 2018: $659)3,713
 3,719
Operating lease right-of-use assets203
 
Deferred income taxes96
 84
Other assets (variable interest entity restricted - 2019: $9; 2018: $5)338
 290
Goodwill1,074
 1,057
Intangible assets, net (variable interest entity restricted - 2019: $22; 2018: $23)312
 310
Total assets9,476
 9,313
LIABILITIES AND EQUITY   
Current Liabilities 
  
Short-term borrowings and current installments of long-term debt - third party and affiliates496
 561
Trade payables - third party and affiliates780
 819
Other liabilities461
 343
Income taxes payable17
 56
Total current liabilities1,754
 1,779
Long-term debt, net of unamortized deferred financing costs3,409
 2,970
Deferred income taxes257
 255
Uncertain tax positions165
 158
Benefit obligations589
 564
Operating lease liabilities181
 
Other liabilities223
 208
Commitments and Contingencies


 


Stockholders' Equity 
  
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2019 and 2018: 0 issued and outstanding)
 
Common stock, $0.0001 par value, 400,000,000 shares authorized (2019: 168,973,172 issued and 119,555,207 outstanding; 2018: 168,418,954 issued and 128,095,849 outstanding)
 
Treasury stock, at cost (2019: 49,417,965 shares; 2018: 40,323,105 shares)(3,846) (2,849)
Additional paid-in capital254
 233
Retained earnings6,399
 5,847
Accumulated other comprehensive income (loss), net(300) (247)
Total Celanese Corporation stockholders' equity2,507
 2,984
Noncontrolling interests391
 395
Total equity2,898
 3,379
Total liabilities and equity9,476
 9,313

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
 Year Ended December 31,
 2019 2018 2017
 Shares Amount Shares Amount Shares Amount
 (In $ millions, except share data)
Common Stock           
Balance as of the beginning of the period128,095,849
 
 135,769,256
 
 140,660,447
 
Stock option exercises14,045
 
 
 
 20,151
 
Purchases of treasury stock(9,166,267) 
 (7,935,392) 
 (5,436,803) 
Stock awards611,580
 
 261,985
 
 525,461
 
Balance as of the end of the period119,555,207
 
 128,095,849
 
 135,769,256
 
Treasury Stock           
Balance as of the beginning of the period40,323,105
 (2,849) 32,387,713
 (2,031) 26,950,910
 (1,531)
Purchases of treasury stock, including related fees9,166,267
 (1,000) 7,935,392
 (818) 5,436,803
 (500)
Issuance of treasury stock under stock plans(71,407) 3
 
 
 
 
Balance as of the end of the period49,417,965
 (3,846) 40,323,105
 (2,849) 32,387,713
 (2,031)
Additional Paid-In Capital           
Balance as of the beginning of the period  233
   175
   157
Stock-based compensation, net of tax  22
   58
   23
Stock option exercises, net of tax  (1)   
   1
Affiliate purchase of shares from noncontrolling interests  
   
   (6)
Balance as of the end of the period  254
   233
   175
Retained Earnings           
Balance as of the beginning of the period  5,847
   4,920
   4,320
Cumulative effect adjustment from adoption of new accounting standard (Note 2)
  
   
   (1)
Net earnings (loss) attributable to Celanese Corporation  852
   1,207
   843
Common stock dividends  (300)   (280)   (241)
Restricted stock unit dividends  
   
   (1)
Balance as of the end of the period  6,399
   5,847
   4,920
Accumulated Other Comprehensive Income (Loss), Net           
Balance as of the beginning of the period  (247)   (177)   (358)
Other comprehensive income (loss), net of tax  (53)   (70)   181
Balance as of the end of the period  (300)   (247)   (177)
Total Celanese Corporation stockholders' equity  2,507
   2,984
   2,887
Noncontrolling Interests           
Balance as of the beginning of the period  395
   412
   433
Net earnings (loss) attributable to noncontrolling interests  6
   6
   6
(Distributions to) contributions from noncontrolling interests  (10)   (23)   (27)
Balance as of the end of the period  391
   395
   412
Total equity  2,898
   3,379
   3,299

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Operating Activities     
Net earnings (loss)858
 1,213
 849
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities     
Asset impairments83
 
 
Depreciation, amortization and accretion356
 349
 310
Pension and postretirement net periodic benefit cost(58) (92) (80)
Pension and postretirement contributions(47) (47) (363)
Actuarial (gain) loss on pension and postretirement plans87
 165
 46
Pension curtailments and settlements, net
 (1) 
Deferred income taxes, net(31) 137
 (152)
(Gain) loss on disposition of businesses and assets, net3
 7
 5
Stock-based compensation48
 71
 47
Undistributed earnings in unconsolidated affiliates(14) (12) (52)
Other, net18
 26
 12
Operating cash provided by (used in) discontinued operations
 (10) 8
Changes in operating assets and liabilities     
Trade receivables - third party and affiliates, net165
 (48) (110)
Inventories6
 (158) (97)
Other assets(9) (113) (7)
Trade payables - third party and affiliates(59) 15
 126
Other liabilities48
 56
 261
Net cash provided by (used in) operating activities1,454
 1,558
 803
Investing Activities     
Capital expenditures on property, plant and equipment(370) (337) (267)
Acquisitions, net of cash acquired(91) (144) (269)
Proceeds from sale of businesses and assets, net1
 13
 1
Purchases of marketable securities(16) 
 
Other, net(17) (39) (14)
Net cash provided by (used in) investing activities(493) (507) (549)
Financing Activities     
Net change in short-term borrowings with maturities of 3 months or less247
 (38) 111
Proceeds from short-term borrowings117
 51
 182
Repayments of short-term borrowings(91) (78) (124)
Proceeds from long-term debt499
 561
 351
Repayments of long-term debt(360) (536) (77)
Purchases of treasury stock, including related fees(996) (805) (500)
Stock option exercises(1) 
 1
Common stock dividends(300) (280) (241)
(Distributions to) contributions from noncontrolling interests(10) (23) (27)
Other, net(40) (17) (27)
Net cash provided by (used in) financing activities(935) (1,165) (351)
Exchange rate effects on cash and cash equivalents(2) (23) 35
Net increase (decrease) in cash and cash equivalents24
 (137) (62)
Cash and cash equivalents as of beginning of period439
 576
 638
Cash and cash equivalents as of end of period463
 439
 576

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Description of the Company and Basis of Presentation
Description of the Company
Celanese Corporation and its subsidiaries (collectively, the "Company") is a global chemical and specialty materials company. The Company produces high performance engineered polymers that are used in a variety of high-value applications, as well as acetyl products, which creates foreign exchange risk.are intermediate chemicals for nearly all major industries. The Company also engineers and manufactures a wide variety of products essential to everyday living. The Company's broad product portfolio serves a diverse set of end-use applications including automotive, chemical additives, construction, consumer and industrial adhesives, consumer and medical, energy storage, filtration, food and beverage, paints and coatings, paper and packaging, performance industrial and textiles.
Definitions
In this Annual Report on Form 10-K ("Annual Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.
Basis of Presentation
The consolidated financial statements contained in this Annual Report were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The consolidated financial statements and other financial information included in this Annual Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.
In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Annual Report.
For those consolidated ventures in which the Company owns or is exposed to foreign currency fluctuations on transactions with third-party entitiesless than 100% of the economics, the outside stockholders' interests are shown as well as intercompany transactions. noncontrolling interests.
The Company minimizes its exposurehas reclassified certain prior period amounts to foreign currency fluctuations by entering into foreign currency forwards and swaps. These foreign currency forwards and swaps are not designated as hedges. Gains and losses on foreign currency forwards and swaps entered intoconform to offset foreign exchange impacts on intercompany balances are included in Other income (expense), net in the consolidated statements of operations. Gains andcurrent period's presentation.

2. Summary of Accounting Policies
Critical Accounting Policies
Recoverability of Goodwill and Indefinite-Lived Assets
The Company assesses the recoverability of the carrying amount of its reporting unit goodwill and indefinite-lived intangible assets either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable. The Company assesses the recoverability of finite-lived intangible assets in the same manner as for property, plant and equipment. Impairment losses on foreign currency forwards and swaps entered into to offset foreign exchange impacts on all other assets and liabilities are includedgenerally recorded in Foreign exchange gain (loss),Other (charges) gains, net in the consolidated statements of operations.
The Company uses non-derivative financial instruments that may give rise to foreign currency transaction gains or losses to hedge the foreign currency exposure of net investments in foreign operations. Accordingly, the effective portion of gains and losses from remeasurementRecoverability of the non-derivative financial instrumentcarrying amount of goodwill is included in foreign currency translation within Accumulated other comprehensive income (loss), net inmeasured at the consolidated balance sheets. Gains and losses are reclassified to earnings in the period the hedged investmentreporting unit level. The qualitative evaluation is sold or liquidated.
Prior to March 2015, the Company used cross-currency swap contracts to hedge its exposure to foreign currency exchange rate risk associated with certain intercompany loans. Under the termsan assessment of the contracts, the Company would have exchanged Euro fixed interest for US dollar fixed interest and at maturity would have exchanged Euro notional values for US dollar notional values. The terms of the contracts corresponded to the related hedged intercompany loans. The cross-currency swap contracts were designated as cash flow hedges. Accordingly, the effective portion of the unrealized gains and losses on the contracts was included in gain (loss) from cash flow hedges within Accumulated other comprehensive income (loss), net in the consolidated balance sheets. Gains and losses were reclassified to Interest expense in the consolidated statements of operations over the period that the hedged loans affected earnings. The Euro notional values were marked-to-market based onmultiple factors, including the current spot rateoperating environment, financial performance and gains and losses from remeasurement of the Euro notional values, as well as the foreign exchange impact on the intercompany loans, were included in Other income (expense), net in the consolidated statements of operations. In March 2015, the Company settled its cross-currency swap agreements.
Commodity Risk Management
The Company has exposuremarket considerations, to the prices of commodities in its procurement of certain raw materials. The Company manages its exposure to commodity risk primarily through the use of long-term supply agreements, multi-year purchasing and sales agreements and forward purchase contracts. The Company regularly assesses its practice of using forward purchase contracts and other raw material hedging instruments in accordance with changes in economic conditions. Forward purchases and swap contracts for raw materials are principally settled through physical delivery of the commodity. For qualifying contracts, the Company has elected to apply the normal purchases and normal sales exception based on the probability at the inception and throughout the term of the contractdetermine whether it is more likely than not that the Company would not net settle and the transaction would result in the physical delivery of the commodity. Accordingly, realized gains and losses on these contracts are included in the cost of the commodity upon the settlement of the contract.
The Company also uses commodity swaps to hedge the risk of fluctuating price changes in certain raw materials and in which physical settlement does not occur. These commodity swaps fix the variable fee component of the price of certain commodities. All or a portion of these commodity swap agreements may be designated as cash flow hedges. Accordingly, to the extent the cash flow hedge was effective, changes in the fair value of commodity swaps are included in gain (loss) froma reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass this qualitative assessment for some or all of its reporting units and perform a quantitative test, based on management's judgment. In performing a quantitative analysis, the Company measures the recoverability of goodwill for each reporting unit using a discounted cash flow hedges within Accumulated other comprehensive income (loss), net inmodel incorporating discount rates commensurate with the consolidated balance sheets. Gains and losses are reclassified to earnings in the period that the hedged item affected earnings.
Insurance Loss Reserves
The Company has two wholly-owned insurance companies (the "Captives") that are used as a form of self-insurance for liability and workers compensation risks. Capitalization of the Captives is determined by regulatory guidelines. Premiums written are recognized as revenue based on policy periods. One of the Captives also insures certain third-party risks. The Captives use reinsurance arrangements to reduce their risks however these arrangements do not relieve the Captives from their obligations to policyholders. The financial condition of the Captives' reinsurers are monitored to minimize exposure to insolvencies. However, failure of the reinsurers to honor their obligations could result in losses to the Captives.
Claim reserves are established when sufficient information is available to indicate a specific policy is involved, and the Company can reasonably estimate its liability. These reserves are based on management estimates and periodic actuarial valuations. In addition, reserves have been established to cover exposures for both known and unreported claims. Estimates of these liabilities are reviewed and updated regularly, however it is possible that actual results could differ significantly from the recorded liabilities.
Asset Retirement Obligations
Periodically, the Company will conclude a site no longer has an indeterminate life based on long-lived asset impairment triggering events and decisions made by the Company. Accordingly, the Company will record asset retirement obligations associated with such sites. To measure the fair value of the asset retirement obligations, the Company will use the expected

present value technique, which is classified as a Level 3 fair value measurement. The expected presentkey assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value technique usesrates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital ("WACC") considering any differences in company-specific risk factors. The Company may engage third-party valuation consultants to assist with this process.
Management tests indefinite-lived intangible assets for impairment quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a setLevel 3 fair value measurement. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of cash flowsthe intangible asset. The key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the WACC considering any differences in company-specific risk factors. Royalty rates are established by management and are periodically substantiated by third-party valuation consultants.
Environmental Liabilities
The Company manufactures and sells a diverse line of chemical products throughout the world. Accordingly, the Company's operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. The Company recognizes losses and accrues liabilities relating to environmental matters if available information indicates that representit is probable that a liability has been incurred and the probability-weighted averageamount of all possible cash flowsloss can be reasonably estimated. Depending on the nature of the site, the Company accrues through 15 years, unless the Company has government orders or other agreements that extend beyond 15 years. The Company estimates environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental liability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted liabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on the Company's judgment.periodic estimate of what it will cost to perform each of the elements of the remediation effort. The Company usesutilizes third parties to assist in the following inputsmanagement and development of cost estimates for its sites. Changes to determineenvironmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.

Pension and Other Postretirement Obligations
The Company recognizes a balance sheet asset or liability for each of its pension and other postretirement benefit plans equal to the plan's funded status as of a December 31 measurement date. The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation.
The Company applies the long-term expected rate of return to the fair value of plan assets and immediately recognizes in operating results the change in fair value of plan assets and net actuarial gains and losses annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Events requiring a plan remeasurement will be recognized in the quarter in which such remeasurement event occurs. The remaining components of pension and other postretirement plan net periodic benefit costs are recorded on a quarterly basis.
The Company allocates the service cost and amortization of prior service cost (or credit) components of its pension and postretirement plans to its business segments. Interest cost, expected return on assets and net actuarial gains and losses are considered financing activities managed at the corporate level and are recorded to Other Activities. The Company believes the expense allocation appropriately matches the cost incurred for active employees to the respective business segment.
Other postretirement benefit plans provide medical and life insurance benefits to retirees who meet minimum age and service requirements. The key determinants of the accumulated postretirement benefit obligation ("APBO") are the discount rate and the health care cost trend rate.
Discount Rate
As of the measurement date, the Company determines the appropriate discount rate used to calculate the present value of future cash flows currently expected to be required to settle the pension and other postretirement benefit obligations. The discount rate is generally based on the yield on high-quality corporate fixed-income securities.
In the US, the rate used to discount pension and other postretirement benefit plan liabilities is based on a yield curve developed from market data of over 300 Aa-grade non-callable bonds at the measurement date. This yield curve has discount rates that vary based on the duration of the obligations. The estimated future cash flows for the pension and other benefit obligations were matched to the corresponding rates on the yield curve to derive a weighted average discount rate.
The Company determines its discount rates in the Euro zone using the iBoxx Euro Corporate AA Bond indices with appropriate adjustments for the duration of the plan obligations. In other international locations, the Company determines its discount rates based on the yields of high quality government bonds with a duration appropriate to the duration of the plan obligations.
Expected Long-Term Rate of Return on Assets
The Company determines the long-term expected rate of return on plan assets by considering the current target asset allocation, as well as the historical and expected rates of return on various asset categories in which the plans are invested. A single long-term expected rate of return on plan assets is then calculated for each plan as the weighted average of the target asset allocation and the long-term expected rate of return assumptions for each asset category within each plan.
The expected rate of return is assessed annually and is based on long-term relationships among major asset classes and the level of incremental returns that can be earned by the successful implementation of different active investment management strategies. Equity returns are based on estimates of long-term inflation rate, real rate of return, 10-year Treasury bond premium over cash and historical equity risk premium. Fixed income returns are based on maturity, historical long-term inflation, real rate of return and credit spreads.
Investment Policies and Strategies
The investment objectives for the Company's pension plans are to earn, over a moving 20-year period, a long-term expected rate of return, net of investment fees and transaction costs, sufficient to satisfy the benefit obligations of the plan, while at the same time maintaining adequate liquidity to pay benefit obligations and proper expenses, and meet any other cash needs, in the short- to medium-term.

The equity and debt securities objectives are to provide diversified exposure across the US and global equity and fixed income markets, and to manage the risks and returns of the plans through the use of multiple managers and strategies. The fixed income strategies are designed to reduce liability-related interest rate risk by investing in bonds that match the duration and credit quality of the plan liabilities. Derivatives-based strategies may be used to mitigate investment risks.
The financial objectives of the qualified pension plans are established in conjunction with a comprehensive review of each plan's liability structure. The Company's asset allocation policy is based on detailed asset/liability analysis. In developing investment policy and financial goals, consideration is given to each plan's demographics, the returns and risks associated with current and alternative investment strategies and the current and projected cash, expense and funding ratios of each plan. Investment policies must also comply with local statutory requirements as determined by each country. A formal asset/liability study of each plan is undertaken every three to five years or whenever there has been a material change in plan demographics, benefit structure or funding status and investment market. The Company has adopted a long-term investment horizon such that the risk and duration of investment losses are weighed against the long-term potential for appreciation of assets. Although there cannot be complete assurance that these objectives will be realized, it is believed that the likelihood for their realization is reasonably high, based upon the asset allocation chosen and the historical and expected performance of the asset classes utilized by the plans. The intent is for investments to be broadly diversified across asset classes, investment styles, market sectors, investment managers, developed and emerging markets and securities in order to moderate portfolio volatility and risk. Investments may be in separate accounts, commingled trusts, mutual funds and other pooled asset portfolios provided they all conform to fiduciary standards.
External investment managers are hired to manage pension assets. Investment consultants assist with the screening process for each new manager hired. Over the long-term, the investment portfolio is expected to earn returns that exceed a composite of market indices that are weighted to match each plan's target asset allocation. The portfolio return should also (over the long-term) meet or exceed the return used for actuarial calculations in order to meet the future needs of each plan.
Loss Contingencies
When determinable, the Company accrues contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For certain potentially material loss contingency matters, the Company is sometimes unable to estimate and accrue a loss deemed probable of occurring. For such matters, the Company discloses an estimate of the possible loss, range of loss or a statement that such estimate cannot be made.
Because the Company's evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is in advance of the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress made in the resolution of a contingent loss matter or the broader the range of potential outcomes, the more difficult it is for the Company to estimate, accrue and report a loss. For example, the Company may disclose certain information about a plaintiff's legal claim against the Company that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it might not necessarily be indicative of the Company's estimate of probable or possible loss. In addition, some of the Company's contingent loss exposures may be eligible for reimbursement under the provisions of its insurance coverage. The Company does not consider the potential availability of insurance coverage in determining its probable or possible loss estimates. As a result of these factors among others, the Company's ultimate contingent loss exposure may be higher or lower, and possibly materially so, than the Company's recorded probable loss accruals and disclosures of possible losses.
Income Taxes
The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carryforwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates and laws in the respective tax jurisdiction enacted as of the balance sheet date.
The Company reviews its deferred tax assets for recoverability and establishes a valuation allowance based on historical taxable income, projected future taxable income, remaining carryforward periods, applicable tax strategies and the expected timing of the reversals of existing temporary differences. A valuation allowance is provided when it is more likely than not (likelihood of greater than 50%) that some portion or all of the deferred tax assets will not be realized.

The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. Tax positions are recognized only when it is more likely than not (likelihood of greater than 50%), based on technical merits, that the positions will be sustained upon examination. Tax positions that meet the more-likely-than-not threshold are measured using a probability weighted approach as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. Whether the more-likely-than-not recognition threshold is met for a tax position is a matter of judgment based on the individual facts and circumstances of that position evaluated in light of all available evidence.
The Company recognizes interest and penalties related to uncertain tax positions in Income tax (provision) benefit in the consolidated statements of operations.
Other Accounting Policies
Consolidation Principles
The consolidated financial statements have been prepared in accordance with US GAAP for all periods presented and include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. All intercompany accounts and transactions have been eliminated in consolidation.
Estimates and Assumptions
The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.
Purchase Accounting
The Company recognizes the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of purchase price over the aggregate fair values is recorded as goodwill. Intangible assets are valued using the relief from royalty, multi-period excess earnings and discounted cash flow methodologies, which are considered Level 3 measurements. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this method include discount rates, royalty rates, growth rates, sales projections and terminal value rates. Key assumptions used in the multi-period excess earnings method include discount rates, retention rates, growth rates, sales projections, expense projections and contributory asset charges. Key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. All of these methodologies require significant management judgment and, therefore, are susceptible to change. The Company calculates the fair value of the asset retirement obligationsidentifiable tangible and intangible assets acquired and liabilities assumed to allocate the purchase price at the acquisition date. The Company may use the assistance of third-party valuation consultants.
Fair Value Measurements
The Company determines fair value based on the Company's experience with fulfilling obligations of this typeprice that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers assumptions that market participants would use when pricing the asset or liability. Market participant assumptions are categorized by a three-tiered fair value hierarchy which prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the Company's knowledgelowest priority to unobservable inputs (Level 3 measurement). This hierarchy requires entities to maximize the use of market conditions: (a) labor costs; (b) allocationobservable inputs and minimize the use of overhead costs; (c) profit onunobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. Valuations for fund investments, such as common/collective trusts, registered investment companies and short-term investment funds, which do not have readily determinable fair values, are typically estimated using a net asset value provided by a third party as a practical expedient.

The levels of inputs used to measure fair value are as follows:
Level 1 - unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company
Level 2 - inputs that are observable in the marketplace other than those inputs classified as Level 1
Level 3 - inputs that are unobservable in the marketplace and significant to the valuation
Cash and Cash Equivalents
All highly liquid investments with original maturities of three months or less are considered cash equivalents.
Inventories
Inventories, including stores and supplies, are stated at the lower of cost and net realizable value. Cost for inventories is determined using the first-in, first-out ("FIFO") method. Cost includes raw materials, direct labor and overhead costs; (d) effectmanufacturing overhead. Cost for stores and supplies is primarily determined by the average cost method.
Investments in Affiliates
Investments in equity securities where the Company can exercise significant influence over operating and financial policies of inflationan investee, which is generally considered when an investor owns 20% or more of the voting stock of an investee, are accounted for under the equity method of accounting. Investments in equity securities where the Company does not exercise significant influence are accounted for at fair value or, if such investments do not have a readily determinable fair value, an election may be made to measure them at cost after considering observable price changes for similar instruments, minus impairment, if any. The Company determined it cannot exercise significant influence over certain investments where the Company owns greater than a 20% interest due to local government investment in and influence over these entities, limitations on the Company's involvement in the day-to-day operations and the present inability of the entities to provide timely financial information prepared in accordance with US GAAP. Further, these investments were determined not to have a readily determinable fair value. Accordingly, these investments are accounted for using the alternative measure described above.
In certain instances, the financial information of the Company's equity investees is not available on a timely basis. Accordingly, the Company records its proportional share of the investee's earnings or losses on a consistent lag of no more than one quarter.
When required to assess the recoverability of its investments in affiliates, the Company estimates fair value using a discounted cash flow model. The Company may engage third-party valuation consultants to assist with this process.
Property, Plant and Equipment, Net
Land is recorded at historical cost. Buildings, machinery and equipment, including capitalized interest, and property under finance lease agreements, are recorded at cost less accumulated depreciation. The Company records depreciation and amortization in its consolidated statements of operations as either Cost of sales, Selling, general and administrative expenses or Research and development expenses consistent with the utilization of the underlying assets. Depreciation is calculated on a straight-line basis over the following estimated useful lives of depreciable assets:
Land improvements20 years
Buildings and improvements30 years
Machinery and equipment20 years
Leasehold improvements are amortized over 10 years or the remaining life of the respective lease, whichever is shorter.
Accelerated depreciation is recorded when the estimated useful life is shortened. Ordinary repair and maintenance costs, including costs for planned maintenance turnarounds, that do not extend the useful life of the asset are charged to earnings as incurred. Fully depreciated assets are retained in property and profits; (e) risk premium for bearingdepreciation accounts until sold or otherwise disposed. In the uncertainty inherentcase of disposals, assets and related depreciation are removed from the accounts, and the net amounts, less proceeds from disposal, are included in earnings.
The Company assesses the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. An impairment

loss would be assessed when estimated undiscounted future cash flows from the operation and disposition of the asset group are less than the carrying amount of the asset group. Asset groups have identifiable cash flows and are largely independent of other than inflation; (f) timeasset groups. Measurement of an impairment loss is based on the excess of the carrying amount of the asset group over its fair value. The Company calculates the fair value of money represented by the risk-free interest rateusing a discounted cash flow model incorporating discount rates commensurate with the timing ofrisks involved for the associatedasset group, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flows;flow valuation model include discount rates, growth rates, tax rates, cash flow projections and (g) nonperformance risk relating to the liability, which includes the Company's own credit risk. The asset retirement obligationsterminal value rates. Discount rates, growth rates and cash flow projections involve significant judgment and are accreted to their undiscounted values until the time at which they are expected to be settled.
The Company has identified but not recognized asset retirement obligations related to certain of its existing operating facilities. Examples of these types of obligations include demolition, decommissioning, disposal and restoration activities. Legal obligations exist in connection with the retirement of these assets upon closure of the facilities or abandonment of the existing operations. However, the Company currently plansbased on continuing operations at these facilities indefinitely and therefore, a reasonablemanagement's estimate of fair value cannot be determined at this time. Incurrent and forecasted market conditions and cost structure. Impairment losses are generally recorded in Other (charges) gains, net in the event the Company considers plans to abandon or cease operations at these sites, an asset retirement obligation will be reassessed at that time. If certain operating facilities were to close, the related asset retirement obligations could significantly affect the Company's resultsconsolidated statements of operations and cash flows.operations.
Environmental Liabilities
We manufacture and sell a diverse line of chemical products throughout the world. Accordingly, our operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. We recognize losses and accrue liabilities relating to environmental matters if available information indicates that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Depending on the nature of the site, we accrue through 15 years, unless we have government orders or other agreements that extend beyond 15 years. We estimate environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental liability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted liabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on our periodic estimate of what it will cost to perform each of the elements of the remediation effort. We utilize third parties to assist in the management and development of cost estimates for our sites. Changes to environmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.
See Note 16 - Environmental in the accompanying consolidated financial statements for further information.
Benefit Obligations
The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation. The actuarial assumptions used may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates or longer or shorter life spans of participants. These differences may result in a significant impact to the amount of net periodic benefit cost recorded in future periods.
Pension assumptions are reviewed annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Assumptions are reviewed on a plan and country-specific basis by third-party actuaries and senior management. Such assumptions are adjusted as appropriate to reflect changes in market rates and outlook.
See Note 15 - Benefit Obligations in the accompanying consolidated financial statements for further information.

Loss Contingencies
When determinable, we accrue contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For certain potentially material loss contingency matters, we are sometimes unable to estimate and accrue a loss deemed probable of occurring. For such matters, we disclose an estimate of the possible loss, range of loss or a statement that such estimate cannot be made.
Because our evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is in advance of the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress made in the resolution of a contingent loss matter or the broader the range of potential outcomes, the more difficult it is for us to estimate, accrue and report a loss. For example, we may disclose certain information about a plaintiff's legal claim against us that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it might not necessarily be indicative of our estimate of probable or possible loss. In addition, some of our contingent loss exposures may be eligible for reimbursement under the provisions of our insurance coverage. We do not consider the potential availability of insurance coverage in determining our probable or possible loss estimates. As a result of these factors among others, our ultimate contingent loss exposure may be higher or lower, and possibly materially so, than our recorded probable loss accruals and disclosures of possible losses.
See Note 24 - Commitments and Contingencies in the accompanying consolidated financial statements for further information.
Income Taxes
We regularly review our deferred tax assets for recoverability and establish a valuation allowance as needed. In forming our judgment regarding the recoverability of deferred tax assets related to deductible temporary differences and tax attribute carryforwards, we give weight to positive and negative evidence based on the extent to which the forms of evidence can be objectively verified. We attach the most weight to historical earnings due to its verifiable nature. Weight is attached to tax planning strategies if the strategies are prudent and feasible and implementable without significant obstacles. Less weight is attached to forecasted future earnings due to its subjective nature, and expected timing of reversal of taxable temporary differences is given little weight unless the reversal of taxable and deductible temporary differences coincide. Valuation allowances are established primarily on net operating loss carryforwards and other deferred tax assets in the US, Luxembourg, Spain, China, the United Kingdom, Mexico, Canada and France. We have appropriately reflected increases and decreases in our valuation allowance based on the overall weight of positive versus negative evidence on a jurisdiction by jurisdiction basis.
The recoverability of deferred tax assets and the recognition and measurement of uncertain tax positions are subject to various assumptions and management judgment. If actual results differ from the estimates made by management in establishing or maintaining valuation allowances against deferred tax assets, the resulting change in the valuation allowance would generally impact earnings or Other comprehensive income depending on the nature of the respective deferred tax asset. In addition, the positions taken with regard to tax contingencies may be subject to audit and review by tax authorities, which may result in future taxes, interest and penalties.
See Note 19 - Income Taxes in the accompanying consolidated financial statements for further information.
Recent Accounting Pronouncements
See Note 3 - Recent Accounting Pronouncements in the accompanying consolidated financial statements for information regarding recent accounting pronouncements.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
Market Risks
Our financial market risk consists principally of exposure to currency exchange rates, interest rates and commodity prices. Exchange rate and interest rate risks are managed with a variety of techniques, including use of derivatives. We have in place policies of hedging against changes in currency exchange rates, interest rates and commodity prices as described below.
See Note 2 - Summary of Accounting Policies in the accompanying consolidated financial statements for further information regarding our derivative and hedging instruments accounting policies related to financial market risk.
See Note 22 - Derivative Financial Instruments in the accompanying consolidated financial statements for further information regarding our market risk management and the related impact on our financial position and results of operations.
Foreign Currency Forwards and Swaps
A portion of our assets, liabilities, net sales and expenses are denominated in currencies other than the US dollar. Fluctuations in the value of these currencies against the US dollar can have a direct and material impact on the business and financial results. Our largest exposures are to the Euro and Chinese Yuan ("CNY"). A decline in the value of the Euro and CNY versus the US dollar results in a decline in the US dollar value of our sales and earnings denominated in Euros and CNYs. Likewise, an increase in the value of the Euro and CNY versus the US dollar would result in an opposite effect. We estimate that a 10% change in the Euro/US dollar and CNY/US dollar exchange rates would impact our earnings by $55 million and $21 million, respectively.

Item 8.  Financial Statements and Supplementary Data
Our consolidated financial statements and supplementary data are included in Item 15. Exhibits and Financial Statement Schedules of this Annual Report on Form 10-K.
Quarterly Financial Information
For a discussion of material events affecting performance in each quarter, see Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Three Months Ended
 March 31,
2019
 June 30,
2019
 September 30,
2019
 December 31,
2019
 (Unaudited)
(In $ millions, except per share data)
Net sales1,687
 1,592
 1,586
 1,432
Gross profit453
 423
 414
 316
Other (charges) gains, net4
 (98) (7) (102)
Operating profit (loss)320
 186
 260
 68
Earnings (loss) from continuing operations before tax385
 239
 323
 41
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations338
 210
 268
 42
Earnings (loss) from discontinued operations(1) (1) (5) 1
Net earnings (loss)337
 209
 263
 43
Earnings (loss) per common share - basic       
Continuing operations2.65
 1.68
 2.18
 0.35
Net earnings (loss)2.64
 1.67
 2.14
 0.36
Earnings (loss) per common share - diluted       
Continuing operations2.64
 1.67
 2.17
 0.35
Net earnings (loss)2.63
 1.66
 2.13
 0.36

 Three Months Ended
 March 31,
2018
 June 30,
2018
 September 30,
2018
 December 31,
2018
 (Unaudited)
(In $ millions, except per share data)
Net sales1,851
 1,844
 1,771
 1,689
Gross profit515
 521
 516
 420
Other (charges) gains, net
 (3) 12
 
Operating profit (loss)343
 358
 374
 259
Earnings (loss) from continuing operations before tax432
 442
 462
 174
Amounts attributable to Celanese Corporation       
Earnings (loss) from continuing operations365
 344
 407
 96
Earnings (loss) from discontinued operations(2) 
 (6) 3
Net earnings (loss)363
 344
 401
 99
Earnings (loss) per common share - basic       
Continuing operations2.69
 2.54
 3.02
 0.73
Net earnings (loss)2.67
 2.54
 2.98
 0.75
Earnings (loss) per common share - diluted       
Continuing operations2.68
 2.52
 3.00
 0.73
Net earnings (loss)2.66
 2.52
 2.96
 0.75

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.  Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, as of December 31, 2019, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
During the three months ended December 31, 2019, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Report of Management on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States of America. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements; providing reasonable assurance that receipts and expenditures of company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on our consolidated financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our consolidated financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2019. The Company's independent registered public accounting firm, KPMG LLP, has issued an audit report on the effectiveness of the Company's internal control over financial reporting. Their report follows on page 63.
Item 9B.  Other Information
None.

PART III
Item 10.  Directors, Executive Officers and Corporate Governance
The information required by this Item 10 is incorporated herein by reference from the subsections of "Governance" captioned "Item 1: Election of Directors," "Director Nominees," "Board and Committee Governance," "Additional Governance Features," and the sections "Stock Ownership Information – Delinquent Section 16(a) Reports" and "Questions and Answers – Company Documents, Communications and Stockholder Proposals" of the Company's definitive proxy statement for the 2020 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "2020 Proxy Statement"). Information about executive officers of the Company is contained in Part I of this Annual Report.
Codes of Ethics
The Company has adopted a Business Conduct Policy for directors, officers and employees along with a Financial Code of Ethics for its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. These codes are available on the corporate governance portal of the Company's investor relations website at investors.celanese.com. The Company intends to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to and waivers from these codes by posting such information on the same website.
Item 11.  Executive Compensation
The information required by this Item 11 is incorporated herein by reference from the section "Governance – Director Compensation" and the subsections of "Executive Compensation" captioned "Compensation Discussion and Analysis," "Compensation Risk Assessment," "Compensation and Management Development Committee Report," "Compensation Committee Interlocks and Insider Participation" and "Compensation Tables" of the 2020 Proxy Statement.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information with respect to beneficial ownership required by this Item 12 is incorporated herein by reference from the section captioned "Stock Ownership Information – Principal Stockholders and Beneficial Owners" of the 2020 Proxy Statement.
Equity Compensation Plans
Securities Authorized for Issuance Under Equity Compensation Plans
The following information is provided as of December 31, 2019 with respect to equity compensation plans:
Plan Category 
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants
and Rights
 
Weighted Average
Exercise Price of
Outstanding
Options, Warrants
and Rights
 
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding
securities reflected in
column (a))
 
  (a) (b) (c) 
Equity compensation plans approved by security holders 1,433,599
(1) 
$
 19,952,545
(2) 
___________________________
(1)
Includes (a) options to purchase 0 shares of the Company's common stock, par value $0.0001 per share ("Common Stock") under the Celanese Corporation 2009 Global Incentive Plan, as amended and restated April 19, 2012 and February 9, 2017 (the "2009 Plan"), and (b) 959,696 restricted stock units ("RSUs") granted under the 2009 Plan, and 473,903 RSUs granted under the Celanese Corporation 2018 Global Incentive Plan (the "2018 Plan"), including shares that may be issued pursuant to outstanding performance-based RSUs, assuming currently estimated maximum potential performance; actual shares issued may vary, depending on actual performance. If the performance-based RSUs included in this total vest at the target performance level (as opposed to the maximum potential performance), the aggregate RSUs outstanding would be 1,051,151. Also includes 46,204 share equivalents attributable to RSUs deferred by non-management directors under the Company's 2008 Deferred Compensation Plan (and dividends applied to previous deferrals) and distributable in the form of shares of Common Stock under the 2009 Plan and the 2018 Plan. Upon vesting, a share of the Company's Common Stock is issued for each RSU. Column (b) does not take any of these RSU awards into account because they do not have an exercise price.
(2)
Includes shares available for future issuance under the 2018 Plan and the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the "ESPP"). As of December 31, 2019, an aggregate of 6,244,945 shares were available for future issuance under the 2018 Plan and 13,707,600 shares of our Common Stock were available for future issuance under the ESPP. As of December 31, 2019, 292,400 shares have been offered for purchase under the ESPP.
Item 13.  Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 is incorporated herein by reference from the section captioned "Governance – Director Independence and Related Person Transactions" of the 2020 Proxy Statement.
Item 14.  Principal Accounting Fees and Services
The information required by this Item 14 is incorporated herein by reference from the section captioned "Audit Matters – Item 3: Ratification of Independent Registered Public Accounting Firm" of the 2020 Proxy Statement.

PART IV
Item 15.  Exhibits and Financial Statement Schedules
1.  Financial Statements. The report of our independent registered public accounting firm and our consolidated financial statements are listed below and begin on page 63 of this Annual Report on Form 10-K.
Page Number
2.  Financial Statement Schedules.
The financial statement schedules required by this item, if any, are included as Exhibits to this Annual Report on Form 10-K.
3.  Exhibit List.
INDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to reasonable expenses.
Exhibit
Number
Description
3.1
3.1(a)
3.1(b)
3.1(c)
3.2
4.1
4.2
4.3
4.4

Exhibit
Number
Description
4.5
4.6
4.7
4.8
4.9
4.10
4.11*
10.1(a)
10.1(b)
10.2
10.2(a)
10.2(b)
10.2(c)

Exhibit
Number
Description
10.2(d)
10.2(e)
10.2(f)
10.2(g)
10.2(h)
10.2(i)
10.2(j)
10.3‡
10.3(a)‡
10.3(b)‡
10.4‡
10.4(a)‡
10.4(b)‡
10.4(c)*‡

Exhibit
Number
Description
10.5‡
10.5(a)‡
10.6‡
10.6(a)‡
10.6(b)‡
10.6(c)‡
10.7‡
10.7(a)‡
10.7(b)‡
10.7(c)‡
10.8‡
10.9‡
10.9(a)‡
10.9(b)‡
10.9(c)‡
10.9(d)‡
10.10(a)‡
10.10(b)‡
10.11(a)‡
10.11(b)‡
10.11(c)‡

Exhibit
Number
Description
10.11(d)‡
10.11(e)‡
10.11(f)‡
10.11(g)‡
10.11(h)‡
10.11(i)‡
10.12(a)‡
10.12(b)‡
10.12(c)*‡
10.13‡
10.14‡
10.15*‡
10.15(a)*‡
10.16*‡
21.1*
23.1*
24.1*
31.1*
31.2*
32.1*
32.2*
101.INS*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Exhibit
Number
Description
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019 has been formatted in Inline XBRL.
*     Filed herewith.
‡     Indicates a management contract or compensatory plan or arrangement.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 CORPORATION
By:/s/ LORI J. RYERKERK
Name:Lori J. Ryerkerk
Title:Chief Executive Officer and President
Date:February 6, 2020
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott A. Richardson and Benita M. Casey, and each of them, his or her true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution to sign in his or her name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that any such attorney-in-fact may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the US Securities and Exchange Commission in connection with the Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and any and all amendments hereto, as fully for all intents and purposes as he or she might or could do in person, and hereby ratifies and confirms all that such said attorney-in-fact, acting alone, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
/s/ LORI J. RYERKERK
Chief Executive Officer, President and Director
(Principal Executive Officer)
February 6, 2020
Lori J. Ryerkerk
/s/ SCOTT A. RICHARDSON
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
February 6, 2020
Scott A. Richardson
/s/ BENITA M. CASEY
Vice President, Finance, Controller and
Chief Accounting Officer
(Principal Accounting Officer)
February 6, 2020
Benita M. Casey
/s/ JEAN S. BLACKWELLDirectorFebruary 6, 2020
Jean S. Blackwell
/s/ WILLIAM M. BROWNDirectorFebruary 6, 2020
William M. Brown
/s/ EDWARD G. GALANTEDirectorFebruary 6, 2020
Edward G. Galante
/s/ KATHRYN M. HILLDirectorFebruary 6, 2020
Kathryn M. Hill

SignatureTitleDate
/s/ DAVID F. HOFFMEISTERDirectorFebruary 6, 2020
David F. Hoffmeister
/s/ JAY V. IHLENFELDDirectorFebruary 6, 2020
Jay V. Ihlenfeld
/s/ MARK C. ROHRExecutive Chairman (Chairman of the Board of Directors)February 6, 2020
Mark C. Rohr
/s/ KIM K.W. RUCKERDirectorFebruary 6, 2020
Kim K.W. Rucker
/s/ JOHN K. WULFFDirectorFebruary 6, 2020
John K. Wulff

CELANESE CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
Number

Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Celanese Corporation:

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting
We have audited the accompanying consolidated balance sheets of Celanese Corporation and subsidiaries (the Company) as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2019, and the related notes (collectively, the consolidated financial statements). We also have audited the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the consolidated financial statements referred to above, present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2019, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Change in Accounting Principle
As discussed in Note 3 to the consolidated financial statements, the Company has changed its method of accounting for leasing transactions as of January 1, 2019 due to the adoption of Financial Accounting Standards Board's Accounting Standards Update 2016-02, Leases.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's consolidated financial statements and an opinion on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Evaluation of the Company's determination and realizability of foreign tax credit carryforwards
As discussed in Notes 2 and 19 to the consolidated financial statements, the Company had $243 million of U.S. foreign tax credit carryforwards, and a related valuation allowance of $207 million, as of December 31, 2019. Foreign tax credit carryforwards may be used to reduce current U.S. tax liabilities related to foreign-source income or deferred and utilized over a ten-year period. Realization of these deferred tax assets requires generation of sufficient foreign-source taxable income within this period.
We identified the evaluation of the Company's determination and realizability of foreign tax credit carryforwards available for U.S. federal income tax purposes as a critical audit matter. This is due to the magnitude of this deferred tax asset and complex auditor judgment required in evaluating the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards. Additionally, a high degree of auditor judgment was required in evaluating the Company's related forecast of foreign-source taxable income, allocation of overhead and other directly allocable expenses.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the computation of foreign tax credit carryforwards generated, 2) assessing the realizability of associated deferred tax assets, and 3) the application of relevant income tax regulations for the generation of foreign tax credit carryforwards and foreign-source taxable income forecasted to be generated prior to carryforward expirations. To assess the Company's ability to forecast, we compared historical forecasts of foreign-source taxable income to actual results. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the types and amounts of foreign-source taxable income utilized in the Company's forecasts, including the allocable expenses and method of expense allocation. They also assisted in assessing 1) the application of U.S. federal income tax regulations related to the generation and utilization of foreign tax credit carryforwards, and 2) the determination of the foreign tax credit carryforwards generated, including their realizability, by independently re-performing the computation and comparing our determination to the Company's assessment.
Evaluation of the Company's assessment of changes in, and the application of, international tax regulations
As discussed in Note 19 to the consolidated financial statements, $131 million of income tax expense for the year ended December 31, 2019 was related to the Company's international operations. In the current global tax environment, the Company's effective income tax rate and related income tax attributes are significantly impacted by changes in tax regulation in its significant operating locations. As a result, the Company continuously monitors, evaluates, and responds to these tax regulation changes.
We identified the evaluation of the Company's assessment of changes in, and the application of, international tax regulations as a critical audit matter. This was due to the complex and subjective nature of recent tax regulation changes, the steps taken by the Company in response to such changes, and their collective impacts on multiple foreign income tax computations. As a result, a high degree of auditor judgment was required to 1) evaluate significant tax regulation changes, 2) assess the application of the foreign taxing authorities' regulations on the Company's business operations, and 3) evaluate certain internal restructuring and other transactions.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over 1) the changes in, and the application of, international tax regulations, 2) the execution of certain

internal restructuring and other transactions, and 3) their collective impacts on multiple foreign income tax computations. We involved income tax professionals with specialized skills and knowledge, who assisted in evaluating the Company's interpretation and application of tax regulations, including tax regulation changes, and the associated income tax consequences. They also assisted in assessing certain internal restructuring and other transactions, including reviewing the underlying legal step documentation and evaluating the resulting impact on the Company's global tax rate.
/s/ KPMG LLP
We have served as the Company's auditor since 2004.
Dallas, Texas
February 6, 2020

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended December 31,
 2019 2018 2017
 (In $ millions, except share and per share data)
Net sales6,297
 7,155
 6,140
Cost of sales(4,691) (5,183) (4,629)
Gross profit1,606
 1,972
 1,511
Selling, general and administrative expenses(483) (546) (496)
Amortization of intangible assets(24) (24) (20)
Research and development expenses(67) (72) (73)
Other (charges) gains, net(203) 9
 (59)
Foreign exchange gain (loss), net7
 
 (1)
Gain (loss) on disposition of businesses and assets, net(2) (5) (5)
Operating profit (loss)834
 1,334
 857
Equity in net earnings (loss) of affiliates182
 233
 183
Non-operating pension and other postretirement employee benefit (expense) income(20) (62) 44
Interest expense(115) (125) (122)
Refinancing expense(4) (1) 
Interest income6
 6
 2
Dividend income - equity investments113
 117
 108
Other income (expense), net(8) 8
 3
Earnings (loss) from continuing operations before tax988
 1,510
 1,075
Income tax (provision) benefit(124) (292) (213)
Earnings (loss) from continuing operations864
 1,218
 862
Earnings (loss) from operation of discontinued operations(8) (5) (16)
Gain (loss) on disposition of discontinued operations
 
 
Income tax (provision) benefit from discontinued operations2
 
 3
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)858
 1,213
 849
Net (earnings) loss attributable to noncontrolling interests(6) (6) (6)
Net earnings (loss) attributable to Celanese Corporation852
 1,207
 843
Amounts attributable to Celanese Corporation 
  
  
Earnings (loss) from continuing operations858
 1,212
 856
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)852
 1,207
 843
Earnings (loss) per common share - basic 
  
  
Continuing operations6.93
 9.03
 6.21
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - basic6.88
 8.99
 6.11
Earnings (loss) per common share - diluted 
  
  
Continuing operations6.89
 8.95
 6.19
Discontinued operations(0.05) (0.04) (0.10)
Net earnings (loss) - diluted6.84
 8.91
 6.09
Weighted average shares - basic123,925,697
 134,305,269
 137,902,667
Weighted average shares - diluted124,651,759
 135,416,858
 138,317,395
See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Net earnings (loss)858
 1,213
 849
Other comprehensive income (loss), net of tax     
Unrealized gain (loss) on marketable securities
 
 (1)
Foreign currency translation(16) (60) 174
Gain (loss) on cash flow hedges(30) (10) (1)
Pension and postretirement benefits(7) 
 9
Total other comprehensive income (loss), net of tax(53) (70) 181
Total comprehensive income (loss), net of tax805
 1,143
 1,030
Comprehensive (income) loss attributable to noncontrolling interests(6) (6) (6)
Comprehensive income (loss) attributable to Celanese Corporation799
 1,137
 1,024

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 As of December 31,
 2019 2018
 (In $ millions, except share data)
ASSETS   
Current Assets 
  
Cash and cash equivalents (variable interest entity restricted - 2019: $57; 2018: $24)463
 439
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2019: $9; 2018: $10; variable interest entity restricted - 2019: $6; 2018: $6)850
 1,017
Non-trade receivables, net331
 301
Inventories1,038
 1,046
Marketable securities40
 31
Other assets43
 40
Total current assets2,765
 2,874
Investments in affiliates975
 979
Property, plant and equipment (net of accumulated depreciation - 2019: $2,957; 2018: $2,803; variable interest entity restricted - 2019: $622; 2018: $659)3,713
 3,719
Operating lease right-of-use assets203
 
Deferred income taxes96
 84
Other assets (variable interest entity restricted - 2019: $9; 2018: $5)338
 290
Goodwill1,074
 1,057
Intangible assets, net (variable interest entity restricted - 2019: $22; 2018: $23)312
 310
Total assets9,476
 9,313
LIABILITIES AND EQUITY   
Current Liabilities 
  
Short-term borrowings and current installments of long-term debt - third party and affiliates496
 561
Trade payables - third party and affiliates780
 819
Other liabilities461
 343
Income taxes payable17
 56
Total current liabilities1,754
 1,779
Long-term debt, net of unamortized deferred financing costs3,409
 2,970
Deferred income taxes257
 255
Uncertain tax positions165
 158
Benefit obligations589
 564
Operating lease liabilities181
 
Other liabilities223
 208
Commitments and Contingencies


 


Stockholders' Equity 
  
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2019 and 2018: 0 issued and outstanding)
 
Common stock, $0.0001 par value, 400,000,000 shares authorized (2019: 168,973,172 issued and 119,555,207 outstanding; 2018: 168,418,954 issued and 128,095,849 outstanding)
 
Treasury stock, at cost (2019: 49,417,965 shares; 2018: 40,323,105 shares)(3,846) (2,849)
Additional paid-in capital254
 233
Retained earnings6,399
 5,847
Accumulated other comprehensive income (loss), net(300) (247)
Total Celanese Corporation stockholders' equity2,507
 2,984
Noncontrolling interests391
 395
Total equity2,898
 3,379
Total liabilities and equity9,476
 9,313

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EQUITY
 Year Ended December 31,
 2019 2018 2017
 Shares Amount Shares Amount Shares Amount
 (In $ millions, except share data)
Common Stock           
Balance as of the beginning of the period128,095,849
 
 135,769,256
 
 140,660,447
 
Stock option exercises14,045
 
 
 
 20,151
 
Purchases of treasury stock(9,166,267) 
 (7,935,392) 
 (5,436,803) 
Stock awards611,580
 
 261,985
 
 525,461
 
Balance as of the end of the period119,555,207
 
 128,095,849
 
 135,769,256
 
Treasury Stock           
Balance as of the beginning of the period40,323,105
 (2,849) 32,387,713
 (2,031) 26,950,910
 (1,531)
Purchases of treasury stock, including related fees9,166,267
 (1,000) 7,935,392
 (818) 5,436,803
 (500)
Issuance of treasury stock under stock plans(71,407) 3
 
 
 
 
Balance as of the end of the period49,417,965
 (3,846) 40,323,105
 (2,849) 32,387,713
 (2,031)
Additional Paid-In Capital           
Balance as of the beginning of the period  233
   175
   157
Stock-based compensation, net of tax  22
   58
   23
Stock option exercises, net of tax  (1)   
   1
Affiliate purchase of shares from noncontrolling interests  
   
   (6)
Balance as of the end of the period  254
   233
   175
Retained Earnings           
Balance as of the beginning of the period  5,847
   4,920
   4,320
Cumulative effect adjustment from adoption of new accounting standard (Note 2)
  
   
   (1)
Net earnings (loss) attributable to Celanese Corporation  852
   1,207
   843
Common stock dividends  (300)   (280)   (241)
Restricted stock unit dividends  
   
   (1)
Balance as of the end of the period  6,399
   5,847
   4,920
Accumulated Other Comprehensive Income (Loss), Net           
Balance as of the beginning of the period  (247)   (177)   (358)
Other comprehensive income (loss), net of tax  (53)   (70)   181
Balance as of the end of the period  (300)   (247)   (177)
Total Celanese Corporation stockholders' equity  2,507
   2,984
   2,887
Noncontrolling Interests           
Balance as of the beginning of the period  395
   412
   433
Net earnings (loss) attributable to noncontrolling interests  6
   6
   6
(Distributions to) contributions from noncontrolling interests  (10)   (23)   (27)
Balance as of the end of the period  391
   395
   412
Total equity  2,898
   3,379
   3,299

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Operating Activities     
Net earnings (loss)858
 1,213
 849
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities     
Asset impairments83
 
 
Depreciation, amortization and accretion356
 349
 310
Pension and postretirement net periodic benefit cost(58) (92) (80)
Pension and postretirement contributions(47) (47) (363)
Actuarial (gain) loss on pension and postretirement plans87
 165
 46
Pension curtailments and settlements, net
 (1) 
Deferred income taxes, net(31) 137
 (152)
(Gain) loss on disposition of businesses and assets, net3
 7
 5
Stock-based compensation48
 71
 47
Undistributed earnings in unconsolidated affiliates(14) (12) (52)
Other, net18
 26
 12
Operating cash provided by (used in) discontinued operations
 (10) 8
Changes in operating assets and liabilities     
Trade receivables - third party and affiliates, net165
 (48) (110)
Inventories6
 (158) (97)
Other assets(9) (113) (7)
Trade payables - third party and affiliates(59) 15
 126
Other liabilities48
 56
 261
Net cash provided by (used in) operating activities1,454
 1,558
 803
Investing Activities     
Capital expenditures on property, plant and equipment(370) (337) (267)
Acquisitions, net of cash acquired(91) (144) (269)
Proceeds from sale of businesses and assets, net1
 13
 1
Purchases of marketable securities(16) 
 
Other, net(17) (39) (14)
Net cash provided by (used in) investing activities(493) (507) (549)
Financing Activities     
Net change in short-term borrowings with maturities of 3 months or less247
 (38) 111
Proceeds from short-term borrowings117
 51
 182
Repayments of short-term borrowings(91) (78) (124)
Proceeds from long-term debt499
 561
 351
Repayments of long-term debt(360) (536) (77)
Purchases of treasury stock, including related fees(996) (805) (500)
Stock option exercises(1) 
 1
Common stock dividends(300) (280) (241)
(Distributions to) contributions from noncontrolling interests(10) (23) (27)
Other, net(40) (17) (27)
Net cash provided by (used in) financing activities(935) (1,165) (351)
Exchange rate effects on cash and cash equivalents(2) (23) 35
Net increase (decrease) in cash and cash equivalents24
 (137) (62)
Cash and cash equivalents as of beginning of period439
 576
 638
Cash and cash equivalents as of end of period463
 439
 576

See the accompanying notes to the consolidated financial statements.

CELANESE CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Description of the Company and Basis of Presentation
Description of the Company
Celanese Corporation and its subsidiaries (collectively, the "Company") is a global chemical and specialty materials company. The Company produces high performance engineered polymers that are used in a variety of high-value applications, as well as acetyl products, which are intermediate chemicals for nearly all major industries. The Company also engineers and manufactures a wide variety of products essential to everyday living. The Company's broad product portfolio serves a diverse set of end-use applications including automotive, chemical additives, construction, consumer and industrial adhesives, consumer and medical, energy storage, filtration, food and beverage, paints and coatings, paper and packaging, performance industrial and textiles.
Definitions
In this Annual Report on Form 10-K ("Annual Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.
Basis of Presentation
The consolidated financial statements contained in this Annual Report were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The consolidated financial statements and other financial information included in this Annual Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.
In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Annual Report.
For those consolidated ventures in which the Company owns or is exposed to less than 100% of the economics, the outside stockholders' interests are shown as noncontrolling interests.
The Company has reclassified certain prior period amounts to conform to the current period's presentation.

2. Summary of Accounting Policies
Critical Accounting Policies
Recoverability of Goodwill and Indefinite-Lived Assets
The Company assesses the recoverability of the carrying amount of its reporting unit goodwill and indefinite-lived intangible assets either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable. The Company assesses the recoverability of finite-lived intangible assets in the same manner as for property, plant and equipment. Impairment losses are generally recorded in Other (charges) gains, net in the consolidated statements of operations.
Recoverability of the carrying amount of goodwill is measured at the reporting unit level. The qualitative evaluation is an assessment of multiple factors, including the current operating environment, financial performance and market considerations, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass this qualitative assessment for some or all of its reporting units and perform a quantitative test, based on management's judgment. In performing a quantitative analysis, the Company measures the recoverability of goodwill for each reporting unit using a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital ("WACC") considering any differences in company-specific risk factors. The Company may engage third-party valuation consultants to assist with this process.
Management tests indefinite-lived intangible assets for impairment quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a Level 3 fair value measurement. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. The key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the WACC considering any differences in company-specific risk factors. Royalty rates are established by management and are periodically substantiated by third-party valuation consultants.
Environmental Liabilities
The Company manufactures and sells a diverse line of chemical products throughout the world. Accordingly, the Company's operations are subject to various hazards incidental to the production of industrial chemicals including the use, handling, processing, storage and transportation of hazardous materials. The Company recognizes losses and accrues liabilities relating to environmental matters if available information indicates that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Depending on the nature of the site, the Company accrues through 15 years, unless the Company has government orders or other agreements that extend beyond 15 years. The Company estimates environmental liabilities on a case-by-case basis using the most current status of available facts, existing technology, presently enacted laws and regulations and prior experience in remediation of contaminated sites. Recoveries of environmental costs from other parties are recorded as assets when their receipt is deemed probable.
An environmental reserveliability related to cleanup of a contaminated site might include, for example, a provision for one or more of the following types of costs: site investigation and testing costs, cleanup costs, costs related to soil and water contamination resulting from tank ruptures and post-remediation monitoring costs. These undiscounted reservesliabilities do not take into account any claims or recoveries from insurance. The measurement of environmental liabilities is based on the Company's periodic estimate of what it will cost to perform each of the elements of the remediation effort. The Company utilizes third parties to assist in the management and development of cost estimates for its sites. Changes to environmental regulations or other factors affecting environmental liabilities are reflected in the consolidated financial statements in the period in which they occur.
Deferred Financing Costs
Deferred financing costs are amortized using a method that approximates the effective interest rate method over the term of the related debt into Interest expense in the consolidated statements of operations. Upon the extinguishment of the related debt, any unamortized deferred financing costs are immediately expensed and included in Refinancing expense in the consolidated statements of operations. Upon the modification of the related debt, a portion of unamortized deferred financing costs may be immediately expensed and included in Refinancing expense in the consolidated statements of operations. Direct costs of refinancing activities are immediately expensed and included in Refinancing expense in the consolidated statements of operations.
Pension and Other Postretirement Obligations
The Company recognizes a balance sheet asset or liability for each of its pension and other postretirement benefit plans equal to the plan's funded status as of a December 31 measurement date. The amounts recognized in the consolidated financial statements related to pension and other postretirement benefits are determined on an actuarial basis. Various assumptions are used in the calculation of the actuarial valuation of the employee benefit plans. These assumptions include the discount rate, compensation levels, expected long-term rates of return on plan assets and trends in health care costs. In addition, actuarial consultants use factors such as withdrawal and mortality rates to estimate the projected benefit obligation.

The Company applies the long-term expected rate of return to the fair value of plan assets and immediately recognizes in operating results the change in fair value of plan assets and net actuarial gains and losses annually in the fourth quarter of each fiscal year and whenever a plan is required to be remeasured. Events requiring a plan remeasurement will be recognized in the quarter in which such remeasurement event occurs. The remaining components of pension and other postretirement plan net periodic benefit costs are recorded on a quarterly basis.
The Company allocates the service cost and amortization of prior service cost (or credit) components of its pension and postretirement plans to its business segments. Interest cost, expected return on assets and net actuarial gains and losses are considered financing activities managed at the corporate level and are recorded to Other Activities. The Company believes the expense allocation appropriately matches the cost incurred for active employees to the respective business segment.
Other postretirement benefit plans provide medical and life insurance benefits to retirees who meet minimum age and service requirements. The key determinants of the accumulated postretirement benefit obligation ("APBO") are the discount rate and the health care cost trend rate.
Discount Rate
As of the measurement date, the Company determines the appropriate discount rate used to calculate the present value of future cash flows currently expected to be required to settle the pension and other postretirement benefit obligations. The discount rate is generally based on the yield on high-quality corporate fixed-income securities.
In the US, the rate used to discount pension and other postretirement benefit plan liabilities is based on a yield curve developed from market data of over 300 Aa-grade non-callable bonds at the measurement date. This yield curve has discount rates that vary based on the duration of the obligations. The estimated future cash flows for the pension and other benefit obligations were matched to the corresponding rates on the yield curve to derive a weighted average discount rate.
The Company determines its discount rates in the Euro zone using the iBoxx Euro Corporate AA Bond indices with appropriate adjustments for the duration of the plan obligations. In other international locations, the Company determines its discount rates based on the yields of high quality government bonds with a duration appropriate to the duration of the plan obligations.
Change in estimate regarding pension and other postretirement benefits
Beginning in 2016, the Company elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for its significant defined benefit pension plans and other postretirement benefit plans. Previously, the Company estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. The Company has elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of the Company's total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. The Company has accounted for this change as a change in estimate and, accordingly, has accounted for it prospectively beginning in 2016.
Expected Long-Term Rate of Return on Assets
The Company determines the long-term expected rate of return on plan assets by considering the current target asset allocation, as well as the historical and expected rates of return on various asset categories in which the plans are invested. A single long-term expected rate of return on plan assets is then calculated for each plan as the weighted average of the target asset allocation and the long-term expected rate of return assumptions for each asset category within each plan.
The expected rate of return is assessed annually and is based on long-term relationships among major asset classes and the level of incremental returns that can be earned by the successful implementation of different active investment management strategies. Equity returns are based on estimates of long-term inflation rate, real rate of return, 10-year Treasury bond premium over cash and historical equity risk premium. Fixed income returns are based on maturity, historical long-term inflation, real rate of return and credit spreads.

Investment Policies and Strategies
The investment objectives for the Company's pension plans are to earn, over a moving twenty-year20-year period, a long-term expected rate of return, net of investment fees and transaction costs, sufficient to satisfy the benefit obligations of the plan, while at the same time maintaining adequate liquidity to pay benefit obligations and proper expenses, and meet any other cash needs, in the short- to medium-term.

The equity and debt securities objectives are to provide diversified exposure across the US and global equity and fixed income markets, and to manage the risks and returns of the plans through the use of multiple managers and strategies. The fixed income strategy isstrategies are designed to reduce liability-related interest rate risk by investing in bonds that match the duration and credit quality of the plan liabilities. Derivatives-based strategies may be used to mitigate investment risks.
The financial objectives of the qualified pension plans are established in conjunction with a comprehensive review of each plan's liability structure. The Company's asset allocation policy is based on detailed asset/liability analysis. In developing investment policy and financial goals, consideration is given to each plan's demographics, the returns and risks associated with current and alternative investment strategies and the current and projected cash, expense and funding ratios of each plan. Investment policies must also comply with local statutory requirements as determined by each country. A formal asset/liability study of each plan is undertaken every three to five years or whenever there has been a material change in plan demographics, benefit structure or funding status and investment market. The Company has adopted a long-term investment horizon such that the risk and duration of investment losses are weighed against the long-term potential for appreciation of assets. Although there cannot be complete assurance that these objectives will be realized, it is believed that the likelihood for their realization is reasonably high, based upon the asset allocation chosen and the historical and expected performance of the asset classes utilized by the plans. The intent is for investments to be broadly diversified across asset classes, investment styles, market sectors, investment managers, developed and emerging markets and securities in order to moderate portfolio volatility and risk. Investments may be in separate accounts, commingled trusts, mutual funds and other pooled asset portfolios provided they all conform to fiduciary standards.
External investment managers are hired to manage pension assets. Investment consultants assist with the screening process for each new manager hired. Over the long-term, the investment portfolio is expected to earn returns that exceed a composite of market indices that are weighted to match each plan's target asset allocation. The portfolio return should also (over the long-term) meet or exceed the return used for actuarial calculations in order to meet the future needs of each plan.
Commitments andLoss Contingencies
Due to the inherent subjectivity of assessments and unpredictability of outcomes of legal proceedings, the Company's litigation accruals and estimates of possible loss or range of possible loss ("Possible Loss") may not represent the ultimate loss toWhen determinable, the Company from legal proceedings.accrues contingent losses for matters that are probable of occurring for which a loss amount can be reasonably estimated. For reasonably possiblecertain potentially material loss contingencies that may be material, the Company estimates its Possible Loss when determinable, considering that the Company could incur no loss in certain matters.
For somecontingency matters, the Company is sometimes unable at this time, to estimate its Possible Lossand accrue a loss deemed probable of occurring. For such matters, the Company discloses an estimate of the possible loss, range of loss or a statement that such estimate cannot be made.
Because the Company's evaluation and assessment of critical facts and circumstances surrounding a contingent loss matter is reasonably possiblein advance of occurring.the matter's final determination, there is an inherent subjectivity and unpredictability involved in estimating, accounting for and reporting contingent losses. Generally, the less progress that has been made in the proceedingsresolution of a contingent loss matter or the broader the range of potential results,outcomes, the more difficult it is for the Company to estimate, accrue and report a loss. For example, the Possible Loss that is reasonably possible the Company could incur. The Company may disclose certain information related toabout a plaintiff's legal claim against the Company that is alleged in the plaintiff's pleadings or otherwise publicly available. While information of this type may provide more insight into the potential magnitude of a matter, it doesmight not necessarily representbe indicative of the Company's estimate of reasonablyprobable or possible or probable loss. SomeIn addition, some of the Company's exposure in legal matterscontingent loss exposures may be offset by applicableeligible for reimbursement under the provisions of its insurance coverage. The Company does not consider the possiblepotential availability of insurance coverage in determining the amountsits probable or possible loss estimates. As a result of any accruals or any estimates of Possible Loss. Thus,these factors among others, the Company's exposure and ultimate lossescontingent loss exposure may be higher or lower, and possibly materially so, than the Company's litigationrecorded probable loss accruals and disclosures of possible losses.
Income Taxes
The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carryforwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates and laws in the respective tax jurisdiction enacted as of the balance sheet date.
The Company reviews its deferred tax assets for recoverability and establishes a valuation allowance based on historical taxable income, projected future taxable income, remaining carryforward periods, applicable tax strategies and the expected timing of the reversals of existing temporary differences. A valuation allowance is provided when it is more likely than not (likelihood of greater than 50%) that some portion or all of the deferred tax assets will not be realized.

The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. Tax positions are recognized only when it is more likely than not (likelihood of greater than 50%), based on technical merits, that the positions will be sustained upon examination. Tax positions that meet the more-likely-than-not threshold are measured using a probability weighted approach as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. Whether the more-likely-than-not recognition threshold is met for a tax position is a matter of judgment based on the individual facts and circumstances of that position evaluated in light of all available evidence.
The Company recognizes interest and penalties related to uncertain tax positions in Income tax (provision) benefit in the consolidated statements of operations.
Other Accounting Policies
Consolidation Principles
The consolidated financial statements have been prepared in accordance with US GAAP for all periods presented and include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. All intercompany accounts and transactions have been eliminated in consolidation.
Estimates and Assumptions
The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of Possible Loss.assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.
Purchase Accounting
The Company recognizes the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of purchase price over the aggregate fair values is recorded as goodwill. Intangible assets are valued using the relief from royalty, multi-period excess earnings and discounted cash flow methodologies, which are considered Level 3 measurements. The relief from royalty method estimates the Company's theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this method include discount rates, royalty rates, growth rates, sales projections and terminal value rates. Key assumptions used in the multi-period excess earnings method include discount rates, retention rates, growth rates, sales projections, expense projections and contributory asset charges. Key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. All of these methodologies require significant management judgment and, therefore, are susceptible to change. The Company calculates the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed to allocate the purchase price at the acquisition date. The Company may use the assistance of third-party valuation consultants.
Fair Value Measurements
The Company determines fair value based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers assumptions that market participants would use when pricing the asset or liability. Market participant assumptions are categorized by a three-tiered fair value hierarchy which prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. Valuations for fund investments, such as common/collective trusts, registered investment companies and short-term investment funds, which do not have readily determinable fair values, are typically estimated using a net asset value provided by a third party as a practical expedient.

The levels of inputs used to measure fair value are as follows:
Level 1 - unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company
Level 2 - inputs that are observable in the marketplace other than those inputs classified as Level 1
Level 3 - inputs that are unobservable in the marketplace and significant to the valuation
Cash and Cash Equivalents
All highly liquid investments with original maturities of three months or less are considered cash equivalents.
Inventories
Inventories, including stores and supplies, are stated at the lower of cost and net realizable value. Cost for inventories is determined using the first-in, first-out ("FIFO") method. Cost includes raw materials, direct labor and manufacturing overhead. Cost for stores and supplies is primarily determined by the average cost method.
Investments in Affiliates
Investments in equity securities where the Company can exercise significant influence over operating and financial policies of an investee, which is generally considered when an investor owns 20% or more of the voting stock of an investee, are accounted for under the equity method of accounting. Investments in equity securities where the Company does not exercise significant influence are accounted for at fair value or, if such investments do not have a readily determinable fair value, an election may be made to measure them at cost after considering observable price changes for similar instruments, minus impairment, if any. The Company determined it cannot exercise significant influence over certain investments where the Company owns greater than a 20% interest due to local government investment in and influence over these entities, limitations on the Company's involvement in the day-to-day operations and the present inability of the entities to provide timely financial information prepared in accordance with US GAAP. Further, these investments were determined not to have a readily determinable fair value. Accordingly, these investments are accounted for using the alternative measure described above.
In certain instances, the financial information of the Company's equity investees is not available on a timely basis. Accordingly, the Company records its proportional share of the investee's earnings or losses on a consistent lag of no more than one quarter.
When required to assess the recoverability of its investments in affiliates, the Company estimates fair value using a discounted cash flow model. The Company may engage third-party valuation consultants to assist with this process.
Property, Plant and Equipment, Net
Land is recorded at historical cost. Buildings, machinery and equipment, including capitalized interest, and property under finance lease agreements, are recorded at cost less accumulated depreciation. The Company records depreciation and amortization in its consolidated statements of operations as either Cost of sales, Selling, general and administrative expenses or Research and development expenses consistent with the utilization of the underlying assets. Depreciation is calculated on a straight-line basis over the following estimated useful lives of depreciable assets:
Land improvements20 years
Buildings and improvements30 years
Machinery and equipment20 years
Leasehold improvements are amortized over 10 years or the remaining life of the respective lease, whichever is shorter.
Accelerated depreciation is recorded when the estimated useful life is shortened. Ordinary repair and maintenance costs, including costs for planned maintenance turnarounds, that do not extend the useful life of the asset are charged to earnings as incurred. Fully depreciated assets are retained in property and depreciation accounts until sold or otherwise disposed. In the case of disposals, assets and related depreciation are removed from the accounts, and the net amounts, less proceeds from disposal, are included in earnings.
The Company assesses the recoverability of the carrying amount of its property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. An impairment

loss would be assessed when estimated undiscounted future cash flows from the operation and disposition of the asset group are less than the carrying amount of the asset group. Asset groups have identifiable cash flows and are largely independent of other asset groups. Measurement of an impairment loss is based on the excess of the carrying amount of the asset group over its fair value. The Company calculates the fair value using a discounted cash flow model incorporating discount rates commensurate with the risks involved for the asset group, which is classified as a Level 3 fair value measurement. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections involve significant judgment and are based on management's estimate of current and forecasted market conditions and cost structure. Impairment losses are generally recorded in Other (charges) gains, net in the consolidated statements of operations.
Definite-lived Intangible Assets
Customer-related intangible assets and other intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives, which range from three to 30 years.
Derivative and Hedging Instruments
The Company manages its exposures to interest rates, foreign exchange rates and commodity prices through a risk management program that includes the use of derivative financial instruments. The Company does not use derivative financial instruments for speculative trading purposes. The fair value of derivative instruments other than foreign currency forwards and swaps is recorded as an asset or liability on a net basis at the balance sheet date.
Interest Rate Risk Management
The Company entered into a forward-starting interest rate swap to mitigate the risk of variability in the benchmark interest rate for an expected debt issuance in 2021. The interest rate swap agreement is designated as a cash flow hedge. Accordingly, to the extent the cash flow hedge is effective, changes in the fair value of the interest rate swap are included in gain (loss) from cash flow hedges within Accumulated other comprehensive income (loss), net in the consolidated balance sheets. Hedge accounting is discontinued when the interest rate swap is no longer effective in offsetting cash flows attributable to the hedged risk, the interest rate swap expires or the cash flow hedge is dedesignated because it is no longer probable that the forecasted transaction will occur according to the original strategy.
Foreign Exchange Risk Management
Certain subsidiaries of the Company have assets and liabilities denominated in currencies other than their respective functional currencies, which creates foreign exchange risk. The Company also is exposed to foreign currency fluctuations on transactions with third-party entities as well as intercompany transactions. The Company minimizes its exposure to foreign currency fluctuations by entering into foreign currency forwards and swaps. These foreign currency forwards and swaps are not designated as hedges. Gains and losses on foreign currency forwards and swaps entered into to offset foreign exchange impacts on intercompany balances are included in Other income (expense), net in the consolidated statements of operations. Gains and losses on foreign currency forwards and swaps entered into to offset foreign exchange impacts on all other assets and liabilities are included in Foreign exchange gain (loss), net in the consolidated statements of operations.
The Company uses non-derivative financial instruments that may give rise to foreign currency transaction gains or losses to hedge the foreign currency exposure of net investments in foreign operations. Accordingly, the effective portion of gains and losses from remeasurement of the non-derivative financial instrument is included in foreign currency translation within Accumulated other comprehensive income (loss), net in the consolidated balance sheets. Gains and losses are reclassified to earnings in the period the hedged investment is sold or liquidated.
The Company entered into a cross-currency swap to synthetically convert its USD borrowing to EUR borrowing in 2019. The cross-currency swap agreement is designated as a net investment hedge. Accordingly, to the extent the net investment hedge is effective, changes in the fair value of the cross-currency swap are included in foreign currency translation within Accumulated other comprehensive income (loss), net in the consolidated balance sheets. Gains and losses are reclassified to earnings in the period the hedged investment is sold or liquidated.
Commodity Risk Management
The Company has exposure to the prices of commodities in its procurement of certain raw materials. The Company manages its exposure to commodity risk primarily through the use of long-term supply agreements, multi-year purchasing and sales agreements and forward purchase contracts. The Company regularly assesses its practice of using forward purchase contracts

and other raw material hedging instruments in accordance with changes in economic conditions. Forward purchases and swap contracts for raw materials are principally settled through physical delivery of the commodity. For qualifying contracts, the Company has elected to apply the normal purchases and normal sales exception based on the probability at the inception and throughout the term of the contract that the Company would not net settle and the transaction would result in the physical delivery of the commodity. Accordingly, realized gains and losses on these contracts are included in the cost of the commodity upon the settlement of the contract.
The Company also uses commodity swaps to hedge the risk of fluctuating price changes in certain raw materials and in which physical settlement does not occur. These commodity swaps fix the variable fee component of the price of certain commodities. All or a portion of these commodity swap agreements may be designated as cash flow hedges. Accordingly, to the extent the cash flow hedge was effective, changes in the fair value of commodity swaps are included in gain (loss) from cash flow hedges within Accumulated other comprehensive income (loss), net in the consolidated balance sheets. Gains and losses are reclassified to earnings in the period that the hedged item affected earnings.
Insurance Loss Liabilities
The Company has 2 wholly-owned insurance companies (the "Captives") that are used as a form of self-insurance for liability and workers compensation risks. Capitalization of the Captives is determined by regulatory guidelines. Premiums written are recognized as revenue based on policy periods. One of the Captives also insures certain third-party risks. The Captives use reinsurance arrangements to reduce their risks, however these arrangements do not relieve the Captives from their obligations to policyholders. The financial condition of the Captives' reinsurers are monitored to minimize exposure to insolvencies. However, failure of the reinsurers to honor their obligations could result in losses to the Captives.
Claim liabilities are established when sufficient information is available to indicate a specific policy is involved and the Company can reasonably estimate its liability. These liabilities are based on management estimates and periodic actuarial valuations. In addition, liabilities have been established to cover exposures for both known and unreported claims. Estimates of these liabilities are reviewed and updated regularly, however it is possible that actual results could differ significantly from the recorded liabilities.
Asset Retirement Obligations
Periodically, the Company will conclude a site no longer has an indeterminate life based on long-lived asset impairment triggering events and decisions made by the Company. Accordingly, the Company will record asset retirement obligations associated with such sites. To measure the fair value of the asset retirement obligations, the Company will use the expected present value technique, which is classified as a Level 3 fair value measurement. The expected present value technique uses a set of cash flows that represent the probability-weighted average of all possible cash flows based on the Company's judgment. The Company uses the following inputs to determine the fair value of the asset retirement obligations based on the Company's experience with fulfilling obligations of this type and the Company's knowledge of market conditions: (a) labor costs; (b) allocation of overhead costs; (c) profit on labor and overhead costs; (d) effect of inflation on estimated costs and profits; (e) risk premium for bearing the uncertainty inherent in cash flows, other than inflation; (f) time value of money represented by the risk-free interest rate commensurate with the timing of the associated cash flows; and (g) nonperformance risk relating to the liability, which includes the Company's own credit risk. The asset retirement obligations are accreted to their undiscounted values until the time at which they are expected to be settled.
The Company has identified but not recognized asset retirement obligations related to certain of its existing operating facilities. Examples of these types of obligations include demolition, decommissioning, disposal and restoration activities. Legal obligations exist in connection with the retirement of these assets upon closure of the facilities or abandonment of the existing operations. However, the Company currently plans on continuing operations at these facilities indefinitely and therefore, a reasonable estimate of fair value cannot be determined at this time. In the event the Company considers plans to abandon or cease operations at these sites, an asset retirement obligation will be reassessed at that time. If certain operating facilities were to close, the related asset retirement obligations could significantly affect the Company's results of operations and cash flows.
Deferred Financing Costs
Deferred financing costs are amortized using a method that approximates the effective interest rate method over the term of the related debt into Interest expense in the consolidated statements of operations. Upon the extinguishment of the related debt, any unamortized deferred financing costs are immediately expensed and included in Refinancing expense in the consolidated statements of operations. Upon the modification of the related debt, a portion of unamortized deferred financing costs may be immediately expensed and included in Refinancing expense in the consolidated statements of operations. Direct costs of refinancing activities are generally expensed and included in Refinancing expense in the consolidated statements of operations.

Revenue Recognition
Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied. The majority of the Company's contracts have a single performance obligation to transfer products. Accordingly, the Company recognizes revenue when title and risk of loss have been transferred to the customer, generally at the time of shipment of products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products and provided that four basic criteria are met: (a) persuasive evidence of an arrangement exists; (b) deliveryis generally based upon a negotiated, formula, list or fixed price. The Company sells its products both directly to customers and through distributors generally under agreements with payment terms typically less than 90 days.
The Company has occurred or services have been rendered; (c)elected to account for shipping and handling as activities to fulfill the fee is fixed or determinable; and (d) collectibility is reasonably assured. Shippingpromise to transfer the good. As such, shipping and handling fees billed to customers in a sales transaction are recorded in Net sales and shipping and handling costs incurred are recorded in Cost of sales. The Company has elected to exclude from Net sales any value add, sales and other taxes which it collects concurrent with revenue-producing activities.

Contract Estimates
The nature of certain of the Company's contracts gives rise to variable consideration, which may be constrained, including retrospective volume-based rebates to certain customers. The Company issues retrospective volume-based rebates to customers when they purchase a certain volume level, and the rebates are applied retroactively to prior purchases. The Company also issues prospective volume-based rebates to customers when they purchase a certain volume level, and the rebates are applied to future purchases. Prospective volume-based rebates represent a material right within the contract and therefore are considered to be separate performance obligations. For both retrospective and prospective volume-based rebates, the Company estimates the level of volumes based on anticipated purchases at the beginning of the period and records a rebate accrual for each purchase toward the requisite rebate volume. These estimated rebates are included in the transaction price of the Company's contracts with customers as a reduction to Net sales and are included in Current Other liabilities in the consolidated balance sheets (Note 12). This methodology is consistent with the manner in which the Company historically estimated and recorded volume-based rebates.
The majority of the Company's revenue is derived from contracts (i) with an original expected length of one year or less and (ii) contracts for which it recognizes revenue at the amount in which it has the right to invoice as product is delivered. The Company has elected the practical expedient not to disclose the value of remaining performance obligations associated with these types of contracts. However, the Company has certain contracts that represent take-or-pay revenue arrangements in which the Company's performance obligations extend over multiple years. As of December 31, 2019, the Company had $585 million of remaining performance obligations related to take-or-pay contracts. The Company expects to recognize approximately $167 million of its remaining performance obligations as Net sales in 2020, $160 million in 2021, $88 million in 2022 and the balance thereafter.
The Company has certain contracts which contain performance obligations which are immaterial in the context of the contract with the customer. The Company has elected the practical expedient not to assess whether these promised goods or services are performance obligations.
Contract Balances
Contract liabilities primarily relate to advances or deposits received from the Company's customers before revenue is recognized. These amounts are recorded as deferred revenue and are included in Noncurrent Other liabilities in the consolidated balance sheets (Note 13).
The Company does not have any material contract assets as of December 31, 2019.
Research and Development
The costs of research and development are charged as an expense in the period in which they are incurred.

Management Compensation Plans
Share-based compensation expense is measured at the grant date, based on the fair value of the award, and is recognized over the participant's requisite service period. Upon termination of a participant's employment with the Company by reason of death or disability, retirement or by the Company without cause (as defined in the respective award agreements), a prorated award will generally vest on the original vesting date.date(s). The prorated award is calculated based on the time lapsed between the grant date and the date of termination, reduced by awards previously vested. Upon the termination of a Participant's employment with the Company for any other reason, any unvested portion of the award shall be forfeited and canceled without consideration.
Restricted Stock Units ("RSUs")
Performance-based RSUs. The Company generally grants performance-based RSUs to the Company's executive officers and certain employees annually in February. The Company may also grant performance-based RSUs to certain new employees or to employees who assume positions of increasing responsibility at the time those events occur. The fair value of the Company's performance-based RSUs with a performance condition is equal to the average of the high and low price of the Company's Series A common stock, par value $0.0001 per share ("Common Stock"), on the grant date less the present value of the expected dividends not received during the vesting period. Outstanding performance-based RSUs granted prior to 2016 generally vest in two equal tranches with the final tranche vesting three years from the grant date. Outstanding performance-based RSUs granted in 2016 and thereafter generally cliff-vest three years from the date of grant. Compensation expense for performance-based RSUs less estimated forfeitures is recognized over the vesting period of the respective grant based on a straight-line basis. Historically, the accelerated attribution method.Company recognized share-based compensation net of estimated forfeitures over the vesting period of the respective grant. Effective January 1, 2017, the Company elected to change its accounting policy to recognize forfeitures as they occur. The new forfeiture policy election was adopted using a modified retrospective approach with a cumulative effect adjustment of $1 million to Retained earnings as of January 1, 2017.
The number of performance-based RSUs that ultimately vest is dependent on one or both of the following according to the terms of the specific award agreement: the achievement of (a) internal profitability targets (performance condition) and (b) market performance targets measured by the comparison of the Company's stock performance versus a defined peer group (market condition). Based on the achievement of internal profitability targets, the ultimate number of shares of the Company's Common Stock issued will range from zero to stretch, with stretch typically defined individually under each award, netas 200% of shares used to cover minimum statutory personal income taxes withheld.target. Performance-based RSUs are canceled to the extent actual results do not meet minimum internal profitability measures, as defined individually under each award.
Time-based RSUs. The Company grants non-employee Directors time-based RSUs annually that generally vest one year from the grant date. The Company also grants time-based RSUs to the Company's executives and certain employees that generally vest ratably over three years. The fair value of the time-based RSUs is equal to the average of the high and low price of the Company's Common Stock on the grant date less the present value of the expected dividends not received during the vesting period. Compensation expense for time-based RSUs less estimated forfeitures is recognized over the vesting period of the respective grant on a straight-line basis.
The Company'sUpon the vesting of RSUs, are net settled by withholding sharesthe Company withholds a portion of the Company's Common Stockearned units to cover minimum statutory income and employment taxes and remittingremits the remainingnet shares of the Company's Common Stock to an individual brokerage account. Authorized shares of the Company's Common Stock, or shares held in treasury from repurchases, are used to settle the RSUs.
Under the 2009 Global Incentive Plan, as amended ("2009 GIP") and the 2018 Global Incentive Plan ("2018 GIP"), the Company may not grant RSUs with the right to participate in dividends or dividend equivalents.equivalents prior to vesting.
Income Taxes
The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and net operating loss and tax credit carryforwards. The amount of deferred taxes on these temporary differences is determined using the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, as applicable, based on tax rates and laws in the respective tax jurisdiction enacted as of the balance sheet date.Leases
The Company reviews its deferred taxleases certain real estate, fleet assets, warehouses and equipment. Leases with an initial term of 12 months or less ("short-term leases") are not recorded on the consolidated balance sheet; the Company recognizes lease expense for recoverability and establishesthese leases on a valuation allowance based on historical taxable income, projected future taxable income, applicable tax strategies andstraight-line basis over the expected timing of the reversals of existing

temporary differences. A valuation allowance is provided when it is more likely than not (likelihood of greater than 50%) that some portion or all of the deferred tax assets will not be realized.
lease term. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. Tax positions are recognized only when it is more likely than not (likelihood of greater than 50%), based on technical merits, that the positions will be sustained upon examination. Tax positions that meet the more-likely-than-not threshold are measured using a probability weighted approach as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement. Whether the more-likely-than-not recognition threshold is met for a tax positiondetermines if an arrangement is a matter of judgmentlease at inception.
Operating lease right-of-use ("ROU") assets and operating lease liabilities are recognized based on the individual factspresent value of lease payments over the lease term at commencement date. Because most of the Company's leases do not provide an implicit rate of return, the Company uses its imputed collateralized rate based on the information available at commencement date in determining the present value of lease payments. The estimated rate is based on a risk-free rate plus a risk-adjusted margin. Operating lease ROU assets are comprised of the lease liability plus prepaid rents and circumstances of that position evaluated in light of all available evidence.
are reduced by lease incentives or deferred rents. The Company recognizes interest and penalties relatedhas lease agreements with non-lease components which are not bifurcated.

Most leases include one or more options to uncertain tax positions in Income tax (provision) benefit inrenew, with renewal terms that can extend the consolidated statementslease term from one to 30 years. The exercise of operations.a lease renewal option typically occurs at the discretion of both parties. Certain leases also include options to purchase the leased property. For purposes of calculating operating lease liabilities, lease terms are deemed not to include options to extend the lease termination until it is reasonably certain that the Company will exercise that option. Certain of the Company's lease agreements include payments adjusted periodically for inflation based on the consumer price index. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.
See Note 3 for additional information regarding the adoption of Accounting Standards Update ("ASU") 2016-02, Leases.
Functional and Reporting Currencies
For the Company's international operations where the functional currency is other than the US dollar, assets and liabilities are translated using period-end exchange rates, while the statement of operations amounts are translated using the average exchange rates for the respective period. Differences arising from the translation of assets and liabilities in comparison with the translation of the previous periods or from initial recognition during the period are included as a separate component of Accumulated other comprehensive income (loss), net.


3. Recent Accounting Pronouncements
The following table provides a brief description of recent Accounting Standard Updates ("ASU")ASUs issued by the Financial Accounting Standards Board ("FASB"):
Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters
In October 2016,December 2019, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory.2019-12, Simplifying the Accounting for Income Taxes. The new guidance requiressimplifies the accounting for income tax consequences of an intra-entity transfer of assets other than inventorytaxes by removing certain exceptions to be recognized when the transfer occurs rather than deferring until an outside sale has occurred.general principles in FASB Accounting Standards Codification ("ASC") Topic 740, Income Taxes ("Topic 740"). The guidance also clarifies and amends existing guidance under Topic 740. January 1, 2018.2021. Early adoption is permitted.
The Company has completed its assessment and will adopt the new guidance effective January1,2021. The adoption of the new guidance will not have a material impact to the Company.
In August 2018, the FASB issued ASU 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans.The new guidance modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing disclosures that no longer are considered cost beneficial, clarifying the specific requirements of disclosures and adding disclosure requirements identified as relevant.January 1, 2020. Early adoption is permitted. The Company doesadopted the new guidance effective January 1, 2019. The adoption of the new guidance did not expect adoption will have a material impact on its financial statements and relatedto the Company's disclosures.
       
In August 2016,February 2018, the FASB issued ASU 2016-15, Classification2018-02, Reclassification of Certain Cash Receipts and Cash Payments.
Tax Effects from Accumulated Other Comprehensive Income.
 The new guidance clarifiesallows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the presentationTax Cuts and classificationJobs Act and will improve the usefulness of certain cash receipts and cash payments in theinformation reported to financial statement of cash flows.users. January 1, 2018. Early adoption is permitted.2019. The Company doesadopted the new guidance effective January 1, 2019. The adoption of the new guidance did not expect adoption will have a material impact on its financial statements and related disclosures.to the Company.
       
In MarchJune 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting.
2016-13, Measurement of Credit Losses on Financial Instruments.
 The new guidance simplifies several aspectsrequires financial instruments measured at amortized cost basis to be presented at the net amount expected to be collected through application of the accountingcurrent expected credit losses model. The model requires an estimate of the credit losses expected over the life of an exposure or pool of exposures. The income statement will reflect the measurement of credit losses for share-based payment transactions, includingnewly recognized financial assets, as well as the timingexpected increases or decreases of recognizing income tax consequences, classification of awards as either equity or liabilities and classification onexpected credit losses that have taken place during the statement of cash flows.period. January 1, 2017.2020. Early adoption is permitted. 
The Company doeshas completed its assessment and will adopt the new guidance effective January1,2020. The adoption of the new guidance will not expect adoption will have a material impact on its financial statements and related disclosures.

to the Company.
       
In February 2016, the FASB issued ASU 2016-02, Leases.
Leases. Since that date, the FASB has issued additional ASUs clarifying certain aspects of ASU 2016-02.
 
The new guidance supersedes the lease guidance under FASB Accounting Standards Codification ("ASC")ASC Topic 840, Leases,, resulting in the creation of FASB ASC Topic 842, Leases.Leases. The guidance requires a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases.
January 1, 2019. Early adoption is permitted.The Company is currently evaluating its population of leases, and is continuing to assess all potential impacts of the standard, but currently believes the most significant impact relates to its accounting for manufacturing and logistics equipment, and real estate operating leases. The Company anticipates recognition of additional assets and corresponding liabilities related to leases upon adoption. The Company plans to adopt the standard effective January 1, 2019.
In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes.
The new guidance requires deferred tax liabilities and assets to be classified as noncurrent in a classified statement of financial position.
January 1, 2017. Early adoption is permitted.

The Company elected to early adopt the new guidance prospectively during the three months ended March 31, 2016 in accordance with the FASB's disclosure simplification initiatives. The adoption of this ASU resulted in a reclassification from current to noncurrent deferred tax assets and deferred tax liabilities as of March 31, 2016 of $68 million and
$30 million, respectively. Prior periods were not adjusted.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers.Since that date, the FASB has issued additional ASUs clarifying certain aspects of ASU 2014-09.
The new guidance requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The new guidance provides alternative methods of adoption. Subsequent guidance issued after May 2014February 2016 did not change the core principle of ASU 2014-09.2016-02. January 1, 2018. Earlier adoption was permitted, but not before December 15, 2016.2019. 
The Company is currently scoping its revenue contracts to assessadopted the potential impact on its consolidated financial statements. The Company plans to adopt the revenuenew guidance effective January 1, 2018, although it has2019, using the modified retrospective transition method, which did not yet selected a transition method. Therequire the Company currently does not expectto adjust comparative periods. See the adoption to have a material impact on its consolidated financial statements and related disclosures. Further, it does not expect to change the manner or timingAdoption of recognizing revenue as a majority of its revenue transactions are recognized when product is delivered.ASU 2016-02 section below for additional information.
       


Adoption of ASU 2016-02, Leases
The Company adopted ASU 2016-02 as of January 1, 2019, using the modified retrospective approach. Prior period amounts have not been adjusted. In addition, the Company elected the following practical expedients:
the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification;
the land easements practical expedient, which allowed the Company to carry forward the accounting treatment for land easements on existing agreements;
the short-term lease practical expedient, which allowed the Company to exclude short-term leases from recognition in the consolidated balance sheets; and
the bifurcation of lease and non-lease components practical expedient, which did not require the Company to bifurcate lease and non-lease components for all classes of assets.
The adoption of this accounting standard resulted in the recording of Operating lease ROU assets and Operating lease liabilities of $223 million and $240 million, respectively, as of January 1, 2019. The difference between the operating lease assets and liabilities was recorded as an adjustment to Other liabilities, primarily related to deferred rent (lease incentives). The adoption of ASU 2016-02 had no impact on Retained earnings.
See Note 2 and Note 21 for additional information.
4. Acquisitions, Dispositions and Plant Closures
Acquisitions
SO.F.TER. S.p.A.
On December 1, 2016, the Company acquired 100% of the stock of the Forli, Italy based SO.F.TER. S.p.A. ("SOFTER"), a leading thermoplastic compounder. The acquisition of SOFTER increases the Company's global engineered materials product platforms, extends the operational model, technical and industry solutions capabilities and expands project pipelines. The acquisition was accounted for as a business combination and the acquired operations are included in the Advanced Engineered Materials segment.
Pro forma financial information since the respective acquisition date has not been provided as the acquisition did not have a material impact on the Company's financial information. The Company allocated the purchase price of the acquisition to identifiable assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of the purchase price over the aggregate fair values was recorded as goodwill (Note 2 and Note 11). The Company calculated the fair value of the assets acquired using the income, market, or cost approach (or a combination thereof). Fair values were determined based on Level 3 inputs (Note 2) including estimated future cash flows, discount rates, royalty rates, growth rates, sales projections, retention rates and terminal values, all of which require significant management judgment and are susceptible to change. The purchase price allocation is based upon preliminary information and is subject to change if additional information about the facts and circumstances that existed at the acquisition date becomes available. The final fair value of the net assets acquired may result in adjustments to the assets and liabilities, including goodwill. However, any subsequent measurement period adjustments are not expected to have a material impact on the Company's results of operations.
The preliminary purchase price allocation for the SOFTER acquisition is as follows:
As of
December 1, 2016
(In $ millions)
Cash and cash equivalents11
Trade receivables - third party and affiliates53
Inventories58
Property, plant and equipment, net68
Intangible assets (Note 11)
79
Goodwill (Note 11)(1)
106
Other assets(2)
33
Total fair value of assets acquired408
Trade payables - third party and affiliates(41)
Total debt (Note 14)
(103)
Deferred income taxes(30)
Other liabilities(45)
Total fair value of liabilities assumed(219)
Net assets acquired189

(1)
Goodwill consists of expected revenue and operating synergies resulting from the acquisition. None of the goodwill is deductible for income tax purposes.
(2)
Includes a $23 million indemnity receivable for uncertain tax positions related to the acquisition.
Transaction related costs of $3 million were expensed as incurred to Selling, general and administrative expenses in the consolidated statements of operations. The amount of pro forma Net earnings (loss) of SOFTER included in the Company's consolidated statement of operations was approximately 2% (unaudited) of its consolidated Net earnings (loss) had the acquisition occurred as of the beginning of 2016. The amount of SOFTER Net earnings (loss) consolidated by the Company since the acquisition date was not material.

Cool Polymers
In October 2014, the Company completed the acquisition of substantially all of the assets of Cool Polymers, Inc., including CoolPoly®, a portfolio of thermally conductive polymers for cash plus contingent consideration (Note 25), to support the strategic growth of the Company's engineered materials business. The acquired operations are included in the Company's Advanced Engineered Materials segment. Pro forma financial information since the respective acquisition date has not been provided as the acquisition did not have a material impact on the Company's financial information. The Company allocated the purchase price of the acquisition to identifiable assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of the purchase price over the aggregate fair values was recorded as goodwill (Note 2).
Plant Closures
Lanaken, BelgiumOcotlán, Mexico

In December 2015,On June 28, 2019, the Company announced it had ceased 50%was consolidating its global acetate manufacturing capabilities with the closure of its acetate flake manufacturing operations atin Ocotlán, Mexico. In June 2018, the Company initiated the closure of its acetate tow facility in Lanaken, Belgium.manufacturing unit at the same location. The exit costs related to the capacity reduction at its Lanaken facility are included in Other (charges) gains, net in the consolidated statements of operations (Note 18). The Lanaken, BelgiumOcotlán, Mexico operations are included in the Company's Consumer SpecialtiesAcetate Tow segment.
Tarragona, Spain
In December 2015, the Company announced the sale of its conventional emulsions production facility. The Company was unable to find a credible buyer for the vinyl acetate ethylene ("VAE") emulsions facility, resulting in its closure. The Company completed the information and consultation process with employee representatives pursuant to which the Company ceased all manufacturing operations at the VAE emulsions facility. The exit and shutdown costs including long-lived asset impairment losses, related to the Ocotlán, Mexico closure of the Tarragona VAE facilitywere as follows:
 Year Ended December 31,
 2019 2018
 (In $ millions)
Asset impairments(1)
83
 
Restructuring(1)
4
 2
Accelerated depreciation expense9
 15
Loss on disposition of assets, net1
 1
Other7
(2) 
1
Total104
 19
______________________________
(1)
Included in Other (charges) gains, net in the consolidated statements of operations (Note 18).
(2)
Primarily related to inventory write-offs.
The Company expects to incur additional exit and the sale of the conventional facility are included in Other (charges) gains, net in the consolidated statements of operations (Note 18). The Tarragona, Spain operations are included in the Company's Industrial Specialties segment.
Meredosia, Illinois
In December 2015, the Company ceased operation of its VAE emulsions facility in Meredosia, Illinois. The exitshutdown costs including long-lived asset impairment losses, related to Ocotlán, Mexico of approximately $12 million through the closurefirst quarter of the VAE facility are included in Other (charges) gains, net in the consolidated statements of operations (Note 18). The Meredosia, Illinois operations are included in the Company's Industrial Specialties segment.2021.
During the year ended December 31, 2015, the Company also recorded $39 million in accelerated depreciation expense related to property, plant and equipment no longer in use at the Company's ethanol technology development unit in Clear Lake, Texas. The accelerated depreciation is included in Research and development expenses in the consolidated statements of operations and is included in the Company's Acetyl Intermediates segment.

5. Ventures and Variable Interest Entities
Consolidated Variable Interest Entities
In February 2014, theThe Company formedhas a joint venture, Fairway Methanol LLC ("Fairway"), with Mitsui & Co., Ltd., of Tokyo, Japan ("Mitsui"), in which the Company owns 50% of Fairway, for the production of methanol at the Company's integrated chemical plant in Clear Lake, Texas. The methanol unit utilizes natural gas in the US Gulf Coast region as a feedstock and benefits from the existing infrastructure at the Company's Clear Lake facility. Both Mitsui and the Company supply their own natural gas to Fairway in exchange for methanol tolling under a cost-plus off-take arrangement.
The Company determined that Fairway is a variable interest entity ("VIE") in which the Company is the primary beneficiary. Under the terms of the joint venture agreements, the Company provides site services and day-to-day operations for the methanol facility. In addition, the joint venture agreements provide that the Company indemnifies Mitsui for environmental obligations that exceed a specified threshold, as well as an equity option between the partners. Accordingly, the Company consolidates the venture and records a noncontrolling interest for the share of the venture owned by Mitsui. Fairway is included in the Company's Acetyl IntermediatesChain segment.

The carrying amount of the assets and liabilities associated with Fairway included in the consolidated balance sheets are as follows:
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Cash and cash equivalents18
 7
57
 24
Trade receivables, net - third party & affiliates8
 12
Property, plant and equipment (net of accumulated depreciation - 2016: $50; 2015: $10)734
 772
Intangible assets (net of accumulated amortization - 2016: $1; 2015: $0)26
 27
Trade receivables, net - third party and affiliates12
 11
Property, plant and equipment (net of accumulated depreciation - 2019: $174; 2018: $130)622
 659
Intangible assets (net of accumulated amortization - 2019: $4; 2018: $3)22
 23
Other assets9
 13
9
 5
Total assets(1)
795
 831
722
 722
      
Trade payables15
 9
24
 16
Other liabilities(2)
2
 5
5
 4
Total debt5
 5
4
 5
Deferred income taxes2
 2
4
 3
Total liabilities24
 21
37
 28

(1) 
AssetsJoint venture assets can only be used to settle the obligations of Fairway.
(2) 
Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.
Nonconsolidated Variable Interest Entities
The Company holds variable interests in entities that supply certain raw materials and services to the Company. The variable interests primarily relate to cost-plus contractual arrangements with the suppliers and recovery of capital expenditures for certain plant assets plus a rate of return on such assets. Liabilities for such supplier recoveries of capital expenditures have been recorded as capitalfinance lease obligations. The entities are not consolidated because the Company is not the primary beneficiary of the entities as it does not have the power to direct the activities of the entities that most significantly impact the entities' economic performance. The Company's maximum exposure to loss as a result of its involvement with these VIEs as of December 31, 20162019 relates primarily to the recovery of capital expenditures for certain property, plant and equipment.

The carrying amount of the assets and liabilities associated with the obligations to nonconsolidated VIEs, as well as the maximum exposure to loss relating to these nonconsolidated VIEs are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Property, plant and equipment, net31
 42
    
Trade payables30
 27
Current installments of long-term debt16
 14
Long-term debt41
 58
Total liabilities87
 99
    
Maximum exposure to loss113
 134

 As of December 31,
 2016 2015
 (In $ millions)
Property, plant and equipment, net60
 73
    
Trade payables53
 47
Current installments of long-term debt10
 10
Long-term debt91
 109
Total liabilities154
 166
    
Maximum exposure to loss240
 268
The difference between the total liabilities associated with obligations to unconsolidatednonconsolidated VIEs and the maximum exposure to loss primarily represents take-or-pay obligations for services included in the Company's unconditional purchase obligations (Note 24).

6. Marketable Securities
The Company holds securities as of December 31, 2019 and 2018 of $40 million and $31 million, respectively, that were recorded at Fair Value
The Company's nonqualified trusts hold available-for-sale securities for funding requirements of the Company's nonqualified pension plans (Note 15) as follows:
 As of December 31,
 2016 2015
 (In $ millions)
Amortized cost30
 30
Gross unrealized gain
 
Gross unrealized loss
 
Fair value30
 30
fair value.
7. Receivables, Net
 As of December 31,
 2019 2018
 (In $ millions)
Trade receivables - third party and affiliates859
 1,027
Allowance for doubtful accounts - third party and affiliates(9) (10)
Trade receivables - third party and affiliates, net850
 1,017
 As of December 31,
 2016 2015
 (In $ millions)
Trade receivables - third party and affiliates807
 712
Allowance for doubtful accounts - third party and affiliates(6) (6)
Trade receivables - third party and affiliates, net801
 706

 As of December 31,
 2019 2018
 (In $ millions)
Non-income taxes receivable203
 176
Reinsurance receivables16
 14
Income taxes receivable27
 26
Other85
 85
Non-trade receivables, net331
 301
 As of December 31,
 2016 2015
 (In $ millions)
Non-income taxes receivable83
 121
Reinsurance receivables16
 18
Income taxes receivable43
 79
Other81
 67
Non-trade receivables, net223
 285

8. Inventories
 As of December 31,
 2019 2018
 (In $ millions)
Finished goods718
 697
Work-in-process76
 70
Raw materials and supplies244
 279
Total1,038
 1,046

 As of December 31,
 2016 2015
 (In $ millions)
Finished goods506
 498
Work-in-process45
 43
Raw materials and supplies169
 141
Total720
 682

9. Investments in Affiliates
Entities in which the Company has an investment accounted for under the cost or equity method of accounting or equity investments without readily determinable fair values are considered affiliates; any transactions or balances with such companies are considered affiliate transactions.

Equity Method
Equity method investments and ownership interests by business segment are as follows:
 
Ownership
as of
December 31,
 
Carrying
Value as of
December 31,
 
Share of
Earnings (Loss)
Year Ended
December 31,
 
Dividends and
Other Distributions
Year Ended
December 31,
 2016 2015 2016 2015 2016 2015 2014 2016 2015 2014
 (In percentages) (In $ millions)
Advanced Engineered Materials                   
Ibn Sina25 25 113
 87
 38
 88
 115
 (18) (98) (85)
Fortron Industries LLC50 50 100
 100
 9
 11
 9
 (9) (8) (7)
Korea Engineering Plastics Co., Ltd.50 50 137
 127
 25
 16
 10
 (11) (10) (16)
Polyplastics Co., Ltd.45 45 156
 168
 50
 35
 27
 (54) (20) (3)
Other Activities(1)
                   
InfraServ GmbH & Co. Gendorf KG39 39 38
 37
 7
 7
 9
 (5) (5) (7)
InfraServ GmbH & Co. Hoechst KG(2)
32 32 132
 147
 22
 21
 72
 (30) (32) (26)
InfraServ GmbH & Co. Knapsack KG27 27 18
 18
 4
 4
 4
 (4) (3) (4)
Consumer Specialties                   
Sherbrooke Capital Health and
Wellness, L.P.(3)
10 10 3
 3
 
 (1) 
 
 
 
Total    697
 687
 155
 181
 246
 (131) (176) (148)
 
Ownership
as of
December 31,
 
Carrying
Value as of
December 31,
 
Share of
Earnings (Loss)
Year Ended
December 31,
 
Dividends and
Other Distributions Year Ended
December 31,
 2019 2018 2019 2018 2019 2018 2017 2019 2018 2017
 (In percentages) (In $ millions)
Engineered Materials                   
Ibn Sina25 25 164
 164
 68
 96
 58
 (69) (112) (1)
InfraServ GmbH & Co. Hoechst KG(1)(3)
32 32 116
 129
 14
 20
 19
 (17) (25) (26)
Fortron Industries LLC50 50 133
 122
 18
 14
 17
 (7) (3) (6)
Korea Engineering Plastics Co., Ltd.50 50 146
 150
 27
 29
 25
 (28) (27) (25)
Polyplastics Co., Ltd.45 45 192
 196
 44
 64
 57
 (39) (45) (64)
Sherbrooke Capital Health and
Wellness, L.P.
(2)
 10 
 2
 
 
 1
 
 
 
Other Activities(3)
                   
InfraServ GmbH & Co. Gendorf KG(4)
30 30 38
 36
 8
 7
 4
 (5) (5) (5)
YNCORIS GmbH & Co. KG(4)(5)
22 22 16
 16
 3
 3
 2
 (3) (4) (4)
Total    805
 815
 182
 233
 183
 (168) (221) (131)

______________________________
(1) 
InfraServ GmbH & Co. Hoechst KG is owned primarily by an entity included in the Company's Engineered Materials segment. The Company's Acetyl Chain segment also holds an ownership percentage.
(2)
The Company accounted for its ownership interest in Sherbrooke Capital Health and Wellness, L.P. ("Sherbrooke") under the equity method of accounting because the Company was able to exercise significant influence.
(3)
InfraServ real estate service companies ("InfraServ Entities") own and operate sites in Frankfurt am Main-Hoechst, Gendorf and Knapsack, Germany. The InfraServ Entities were created to own land and property and to provide various technical and administrative services at these manufacturing locations.
(2)(4) 
InfraServ GmbH & Co. Hoechst KG is owned primarily by an entity included in the Company's Other Activities. The Company's Consumer Specialties segment and Acetyl Intermediates segment also each hold an ownership percentage. During the three months ended June 30, 2014, InfraServ GmbH & Co. Hoechst KG restructured the debt of a subsidiary resulting in additional equity in net earnings of affiliates of $48 million.
See Note 18 for further information.
(3)(5) 
The Company accounts for its ownership interest in Sherbrooke Capital Health and Wellness, L.P. under the equity method of accounting because the Company is able to exercise significant influence.Formerly known as InfraServ GmbH & Co. Knapsack KG.
Cost MethodBecause financial information for Ibn Sina is not available to the Company on a timely basis, the Company's proportional share is reported on a one quarter lag. Accordingly, summarized financial information for Ibn Sina is as follows:
Cost method
 As of September 30,
 2019 2018
 (In $ millions)
Current assets253
 448
Noncurrent assets871
 825
Current liabilities148
 200
Noncurrent liabilities433
 450


 
Twelve Months Ended
September 30,
 2019 2018 2017
 (In $ millions)
Revenues726
 913
 759
Gross profit299
 396
 306
Net income227
 322
 256

Equity Investments Without Readily Determinable Fair Values
Equity investments without readily determinable fair values and ownership interests by business segment are as follows:
 
Ownership
as of
December 31,
 
Carrying
Value
as of
December 31,
 
Dividend
Income for the
Year Ended
December 31,
 2019 2018 2019 2018 2019 2018 2017
 (In percentages) (In $ millions)
Acetate Tow             
Kunming Cellulose Fibers Co. Ltd.30 30 14
 14
 11
 12
 12
Nantong Cellulose Fibers Co. Ltd.31 31 121
 115
 79
 87
 81
Zhuhai Cellulose Fibers Co. Ltd.30 30 30
 30
 22
 13
 14
Other Activities             
InfraServ GmbH & Co. Wiesbaden KG8 8 5
 5
 1
 1
 1
Other    
 
 
 4
 
Total    170
 164
 113
 117
 108
 
Ownership
as of
December 31,
 
Carrying
Value
as of
December 31,
 
Dividend
Income for the
Year Ended
December 31,
 2016 2015 2016 2015 2016 2015 2014
 (In percentages) (In $ millions)
Consumer Specialties             
Kunming Cellulose Fibers Co. Ltd.30 30 14
 14
 14
 14
 15
Nantong Cellulose Fibers Co. Ltd.31 31 106
 106
 80
 79
 87
Zhuhai Cellulose Fibers Co. Ltd.30 30 30
 22
 13
 13
 13
Other Activities             
InfraServ GmbH & Co. Wiesbaden KG8 8 5
 5
 1
 1
 1
Other    
 4
 
 
 
Total    155
 151
 108
 107
 116


Transactions with Affiliates
The Company owns manufacturing facilities at the InfraServ location in Frankfurt am Main-Hoechst, Germany and has contractual agreements with the InfraServ Entities and certain other equity affiliates and investees accounted for underat cost less impairment, adjusted for observable price changes for an identical or similar investment of the cost method.same issuer. These contractual agreements primarily relate to energy purchases, site services and purchases of product for consumption and resale.
Transactions and balances with affiliates are as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Purchases291
 305
 250
Sales and other credits102
 117
 77
Interest expense1
 1
 

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Purchases203
 195
 231
Sales2
 
 

As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Trade receivables1
 
Non-trade receivables26
 23
35
 29
Total due from affiliates26
 23
36
 29
      
Short-term borrowings(1)
17
 16
67
 50
Trade payables45
 34
43
 46
Current Other liabilities8
 6
10
 11
Total due to affiliates70
 56
120
 107

(1) 
The Company has agreements with certain affiliates whereby excess affiliate cash is lent to and managed by the Company at variable interest rates governed by those agreements.
10. Property, Plant and Equipment, Net
 As of December 31,
 2019 2018
 (In $ millions)
Land46
 46
Land improvements78
 77
Buildings and building improvements775
 760
Machinery and equipment5,316
 5,223
Construction in progress455
 416
Gross asset value6,670
 6,522
Accumulated depreciation(2,957) (2,803)
Net book value3,713
 3,719

 As of December 31,
 2016 2015
 (In $ millions)
Land38
 39
Land improvements70
 60
Buildings and building improvements695
 679
Machinery and equipment4,753
 4,609
Construction in progress260
 261
Gross asset value5,816
 5,648
Accumulated depreciation(2,239) (2,039)
Net book value3,577
 3,609

Assets under capitalfinance leases, net, included in the amounts above are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Buildings13
 14
Machinery and equipment272
 279
Accumulated depreciation(202) (188)
Net book value83
 105

 As of December 31,
 2016 2015
 (In $ millions)
Buildings13
 13
Machinery and equipment291
 289
Accumulated depreciation(149) (138)
Net book value155
 164
Capitalized interest costs and depreciation expense are as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Capitalized interest8
 10
 6
Depreciation expense327
 319
 285

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Capitalized interest5
 15
 16
Depreciation expense281
 346
 272
During 20162019 and 2015,2017, certain long-lived assets were impaired (Note 18). No long-lived assets were impaired during 2014.2018.

11. Goodwill and Intangible Assets, Net
Goodwill
 
Advanced
Engineered
Materials
 
Consumer
Specialties
 
Industrial
Specialties
 
Acetyl
Intermediates
 Total
 (In $ millions)
As of December 31, 2014295
 240
 41
 173
 749
Acquisitions (Note 4)

 
 
 
 
Exchange rate changes(13) (10) (2) (19) (44)
As of December 31, 2015282
 230
 39
 154
 705
Acquisitions (Note 4)
106
 
 
 
 106
Exchange rate changes(3) (5) (1) (6) (15)
As of December 31, 2016(1)
385
 225
 38
 148
 796
 Engineered
Materials
 Acetate Tow Acetyl
Chain
 Total
 (In $ millions)
As of December 31, 2017643
 149
 211
 1,003
Acquisitions84
(1) 

 
 84
Exchange rate changes(20) (1) (9) (30)
As of December 31, 2018707
 148
 202
 1,057
Acquisitions29
(2) 

 
 29
Exchange rate changes(9) 
 (3) (12)
As of December 31, 2019(3)
727
 148
 199
 1,074

______________________________
(1) 
Represents goodwill related to the acquisition of Omni Plastics, L.L.C. ("Omni Plastics").
(2)
Represents goodwill related to the acquisition of Next Polymers Ltd. ("Next Polymers").
(3)
There were $0 million of accumulated impairment losses as of December 31, 2016.2019.
In connection with the Company's annual goodwill impairment assessment, the Company did not record an impairment loss to goodwill during the nine months ended September 30, 20162019, as the estimated fair value for each of the Company's reporting units exceeded the carrying amount of the underlying assets by a substantial margin (Note 2). No events or changes in circumstances occurred during the three months ended December 31, 20162019 that would indicate thatindicated the carrying amount of the assets may not be fully recoverable. Accordingly, no additional impairment analysis was performed during that period.

Intangible Assets, Net
Finite-lived intangible assets are as follows:
Licenses 
Customer-
Related
Intangible
Assets
 
Developed
Technology
 
Covenants
Not to
Compete
and Other
 Total Licenses 
Customer-
Related
Intangible
Assets
 
Developed
Technology
 
Covenants
Not to
Compete
and Other
 Total 
(In $ millions) (In $ millions) 
Gross Asset Value                    
As of December 31, 201432
 495
 33
 49
 609
 
Acquisitions (Note 5)
7
 
 2
 1
 10
(1) 
As of December 31, 201738
 640
 45
 54
 777
 
Acquisitions
 32
 
 3
 35
(1) 
Renewals6
(2) 

 
 
 6
 
Exchange rate changes(1) (39) 
 
 (40) (2) (21) (1) (1) (25) 
As of December 31, 201538
 456
 35
 50
 579
 
Acquisitions (Note 4)

 64
 
 3
 67
(2) 
As of December 31, 201842
 651
 44
 56
 793
 
Acquisitions
 25
 
 
 25
(3) 
Exchange rate changes(2) (11) 
 
 (13) 
 (9) 
 
 (9) 
As of December 31, 201636
 509
 35
 53
 633
 
As of December 31, 201942
 667
 44
 56
 809
 
Accumulated Amortization                    
As of December 31, 2014(23) (483) (23) (27) (556) 
As of December 31, 2017(33) (496) (30) (32) (591) 
Amortization(3) (4) (2) (2) (11) (2) (16) (3) (3) (24) 
Exchange rate changes1
 38
 
 
 39
 2
 17
 1
 
 20
 
As of December 31, 2015(25) (449) (25) (29) (528) 
As of December 31, 2018(33) (495) (32) (35) (595) 
Amortization(3) (2) (2) (2) (9) (2) (16) (3) (3) (24) 
Exchange rate changes1
 11
 1
 
 13
 
 7
 
 
 7
 
As of December 31, 2016(27) (440) (26) (31) (524) 
As of December 31, 2019(35) (504) (35) (38) (612) 
Net book value9
 69
 9
 22
 109
 7
 163
 9
 18
 197
 

______________________________
(1) 
Primarily related to intangible assets acquired by Fairway (Note 5)from Omni Plastics during the year ended December 31, 2015,2018, with a weighted average amortization period of 1611 years.
(2) 
During the year ended December 31, 2018, the Company extended a research and development technology agreement license, which is being amortized over a period of 5 years.
Primarily related(3)
Related to intangible assets acquired from SOFTER (Note 4)Next Polymers during the year ended December 31, 2016,2019, with a weighted average amortization period of 1213 years.
Indefinite-lived intangible assets are as follows:
 
Trademarks
and Trade Names
 (In $ millions)
As of December 31, 2014201779115

Acquisitions (Note 4)

Impairment loss (Note 2)


Exchange rate changes(53)
As of December 31, 2015201874112

Acquisitions4
(1)
Acquisitions (Note 4)
12
Impairment loss (Note 2)


Exchange rate changes(1)
As of December 31, 2016201985115

______________________________
(1)
Related to indefinite-lived intangible assets acquired from Next Polymers.

In connection with the Company's annual indefinite-lived intangible assets impairment assessment, the Company did not record an impairment loss to indefinite-lived intangible assets during the nine months ended September 30, 20162019, as the estimated fair value for each of the Company's indefinite-lived intangible assets exceeded the carrying amount of the underlying asset by a substantial margin (Note 2). No events or changes in circumstances occurred during the three months ended December 31, 20162019 that would indicate thatindicated the carrying amount of the assets may not be fully recoverable. Accordingly, no additional impairment analysis was performed during that period.
The Company's trademarks and trade names have an indefinite life. ForDuring the year ended December 31, 2016,2019, the Company did not renew or extend any intangible assets.
Estimated amortization expense for the succeeding five fiscal years is as follows:
 (In $ millions)
202021
202121
202219
202317
202416
 (In $ millions)
201714
201812
201910
20208
20218

12. Current Other Liabilities
 As of December 31,
 2019 2018
 (In $ millions)
Asset retirement obligations6
 3
Benefit obligations (Note 15)
28
 30
Customer rebates63
 76
Derivatives (Note 22)
8
 7
Environmental (Note 16)
12
 20
Insurance6
 4
Interest29
 21
Legal (Note 24)
105
 4
Operating leases (Note 21)
29
 
Restructuring (Note 18)
13
 4
Salaries and benefits89
 119
Sales and use tax/foreign withholding tax payable35
 22
Other38
 33
Total461
 343

 As of December 31,
 2016 2015
 (In $ millions)
Asset retirement obligations9
 10
Benefit obligations (Note 15)
31
 31
Customer rebates51
 45
Derivatives (Note 22)
3
 2
Environmental (Note 16)
14
 11
Insurance6
 10
Interest15
 16
Restructuring (Note 18)
16
 30
Salaries and benefits97
 109
Sales and use tax/foreign withholding tax payable21
 13
Other59
 53
Total322
 330

13. Noncurrent Other Liabilities
 As of December 31,
 2019 2018
 (In $ millions)
Asset retirement obligations13
 13
Deferred proceeds43
 44
Deferred revenue6
 7
Derivatives (Note 22)
50
 11
Environmental (Note 16)
49
 49
Insurance34
 37
Other28
 47
Total223
 208

 As of December 31,
 2016 2015
 (In $ millions)
Asset retirement obligations20
 26
Deferred proceeds41
 43
Deferred revenue9
 13
Environmental (Note 16)
50
 61
Income taxes payable6
 7
Insurance46
 50
Other43
 47
Total215
 247

Changes in asset retirement obligations are as follows:
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
(In $ millions)(In $ millions)
Balance at beginning of year36
 37
 47
16
 26
 29
Additions(1)
2
 
 4
5
 2
 
Accretion1
 1
 1

 
 1
Payments(10) (4) (8)(3) (4) (5)
Revisions to cash flow estimates(2)

 2
 (7)1
 (8) 1
Exchange rate changes
 
 
Balance at end of year29
 36
 37
19
 16
 26

______________________________
(1) 
Primarily relates to sites which management no longer considers to have an indeterminate life.
(2) 
Primarily relates to revisions to the estimated cost and timing of future obligations.
Included in the asset retirement obligations for the yearsyear ended December 31, 2016 and 2015 is2017 was $10 million and $10 million, respectively, related to indemnifications received for a business acquired in 2005. The corresponding $10 million receivable is included in noncurrent Other assets inasset retirement obligation related to the consolidated balance sheet as of December 31, 2016.indemnifications was completed during 2018.

14. Debt
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates      
Current installments of long-term debt27
 56
28
 367
Short-term borrowings, including amounts due to affiliates(1)
68
 52
81
 77
Short-term SOFTER bank loans (Note 4)(2)
23
 
Revolving credit facility(3)

 350
Accounts receivable securitization facility(4)

 55
Revolving credit facility(2)
272
 40
Accounts receivable securitization facility(3)
115
 77
Total118
 513
496
 561

______________________________
(1) 
The weighted average interest rate was 3.1%2.3% and 3.3%3.2% as of December 31, 20162019 and 2015,2018, respectively.
(2) 
The weighted average interest rate was 1.2% as of December 31, 2016.
(3)
The weighted average interest rate was 1.8% as of December 31, 2015.
(4)
The weighted average interest rate was 0.8% as of December 31, 2015.
 As of December 31,
 2016 2015
 (In $ millions)
Long-Term Debt   
Senior credit facilities - Term C-2 loan due 2016(1)

 30
Senior credit facilities - Term C-3 loan due 2018(2)

 878
Senior unsecured term loan due 2021(3)
500
 
Senior unsecured notes due 2019, interest rate of 3.250%316
 327
Senior unsecured notes due 2021, interest rate of 5.875%400
 400
Senior unsecured notes due 2022, interest rate of 4.625%500
 500
Senior unsecured notes due 2023, interest rate of 1.125%788
 
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 5.70% to 6.70%
 169
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%170
 
SOFTER bank loans due at various dates through 2021 (Note 4)(4)
47
 
Obligations under capital leases due at various dates through 2054217
 238
Subtotal2,938
 2,542
Unamortized debt issuance costs(5)
(21) (18)
Current installments of long-term debt(27) (56)
Total2,890
 2,468

(1)
The margin for borrowings under the Term C-2 loan facility was 2.0% above the Euro Interbank Offered Rate ("EURIBOR").
(2)
The margin for borrowings under the Term C-3 loan facility was 2.25% above LIBOR (for US dollars) and 2.25% above EURIBOR (for Euros), as applicable.
(3)
The margin for borrowings under the senior unsecured term loan due 2021 was 1.5% above LIBOR at current Celanese credit ratings.
(4)
The weighted average interest rate was 1.6% and 6.0% as of December 31, 2016.2019 and 2018, respectively.
(5)(3) 
The weighted average interest rate was 2.4% and 3.1% as of December 31, 2019 and 2018, respectively.

 As of December 31,
 2019 2018
 (In $ millions)
Long-Term Debt   
Senior unsecured notes due 2019, interest rate of 3.250%
 343
Senior unsecured notes due 2021, interest rate of 5.875%400
 400
Senior unsecured notes due 2022, interest rate of 4.625%500
 500
Senior unsecured notes due 2023, interest rate of 1.125%841
 857
Senior unsecured notes due 2024, interest rate of 3.500%499
 
Senior unsecured notes due 2025, interest rate of 1.250%337
 343
Senior unsecured notes due 2027, interest rate of 2.125%558
 568
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%167
 167
Nilit Group ("Nilit") bank loans due at various dates through 2026(1)
9
 10
Obligations under finance leases due at various dates through 2054144
 167
Subtotal3,455
 3,355
Unamortized debt issuance costs(2)
(18) (18)
Current installments of long-term debt(28) (367)
Total3,409
 2,970
______________________________
(1)
The weighted average interest rate was 1.3% and 1.3% as of December 31, 2019 and 2018, respectively.
(2)
Related to the Company's long-term debt, excluding obligations under capitalfinance leases.

Senior Credit Facilities
On July 15, 2016,January 7, 2019, Celanese, Celanese US and certain subsidiariessubsidiary borrowers entered into a new senior credit agreement (the "New Credit"Credit Agreement") consisting of a $500 million senior unsecured term loan and a $1.0$1.25 billion senior unsecured revolving credit facility (with a letter of credit sublimit), each maturing in 2021.2024. The proceeds from the new senior unsecured term loan and $409 million of borrowings under the new senior unsecured revolving credit facility were used to repay the Company's Term C-2 and C-3 loans under its previous senior secured credit facilities. The New Credit Agreement is guaranteed by Celanese, Celanese US and substantially all of its domestic subsidiaries ("the Subsidiary Guarantors").
The Company's debt balances and amounts available for borrowing under its senior unsecured revolving credit facility are as follows:
 As of December 31, 20162019
 (In $ millions)
Revolving Credit Facility 
Borrowings outstanding(1)
272

Letters of credit issued

Available for borrowing(2)
1,000978

______________________________
(1) 
The Company borrowed $409 million$1.3 billion and repaid $411 million$1.1 billion under its new senior unsecured revolving credit facility during the year ended December 31, 2016. The Company borrowed $245 million and repaid $595 million under its previous secured revolving credit facility during the year ended December 31, 2016.2019.
(2) 
The margin for borrowings under the senior unsecured revolving credit facility was 1.5%1.25% above LIBOR or EURIBOR at current Company credit ratings.
Senior Notes
The Company has outstanding senior unsecured notes, issued in public offerings registered under the Securities Act of 1933 ("Securities Act"), as amended (collectively, the "Senior Notes"). The Senior Notes were issued by Celanese US and are guaranteed on a senior unsecured basis by Celanese and the Subsidiary Guarantors. Celanese US may redeem some or all of each of the Senior Notes, prior to their respective maturity dates, at a redemption price of 100% of the principal amount, plus a "make-whole"

"make-whole" premium as specified in the applicable indenture, plus accrued and unpaid interest, if any, to the redemption date.
On September 26, 2016,May 8, 2019, Celanese US completed an offering of €750$500 million in principal amount of 1.125%3.500% senior unsecured notes due September 26, 2023May 8, 2024 (the "1.125%"3.500% Notes") in a public offering registered under the Securities Act. The 1.125%3.500% Notes were issued at a discount to par at a price of 99.895%, which is being amortized to Interest expense in the consolidated statement of operations over the term of the 3.500% Notes. Net proceeds from the sale of the 3.500% Notes were used to redeem in full the 3.250% senior unsecured notes due October 15, 2019 (the "3.250 Notes"), to repay $156 million of outstanding borrowings under the senior unsecured revolving credit facility and for general corporate purposes. In connection with the issuance of the 3.500% Notes, the Company entered into a cross-currency swap to effectively convert its fixed-rate US dollar denominated debt under the 3.500% Notes, including annual interest payments and the payment of principal at maturity, to fixed-rate Euro denominated debt. See Note 22 for additional information.
In November 2018, Celanese US completed an offering of €500 million in principal amount of 2.125% senior unsecured notes due March 1, 2027 (the "2.125% Notes") in a public offering registered under the Securities Act. The 2.125% Notes were issued under a base indenture dated May 6, 2011. The 1.125%2.125% Notes were issued at a discount to par at a price of 99.713%99.231%, which is being amortized to Interest expense in the consolidated statements of operations over the term of the 1.125%2.125% Notes. Net proceeds from the sale of the 1.125%2.125% Notes were used to repay $411$463 million of outstanding borrowings under the new senior unsecured revolving credit facilityterm loan and for general corporate purposes. Commencing June 26, 2023 through the redemption date, September 26, 2023, Celanese US may redeem some or all of the 1.125% Notes at any time and from time
Principal payments scheduled to time at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date.
In October 2014, Celanese US redeemed its $600 million of principal amount of 6.625% unsecured senior notes due 2018 ("6.625% Notes") at a redemption price of 103.313% of the face amount for a total principal and premium payment of $620 million plus accrued interest of $20 million. Proceeds from the issuance of €300 million in principal amount of 3.250% senior unsecured notes due October 15, 2019 were used to partially fund the redemption of the 6.625% Notes, as well as cash on hand. The Company recognized a lossbe made on the extinguishment of the 6.625% Notes comprised of the redemption premium of $20 million and accelerated amortization of deferred financing costs of $4 million, which were included in Refinancing expense in the consolidated statement of operations for the year ended December 31, 2014.Company's debt, including short-term borrowings, are as follows:
 (In $ millions)
2020496
2021429
2022525
2023859
2024533
Thereafter1,081
Total3,923
SOFTER Bank Loans
In January 2017, the Company repaid $69 million of the $70 million SOFTER bank loans outstanding at December 31, 2016 with cash on hand.

Pollution Control and Industrial Revenue Bonds
On March 3, 2016, the State of Wisconsin Public Finance Authority completed an offering of pollution control and industrial revenue bonds, the proceeds of which were loaned to Celanese US and used to repay the pollution control and industrial revenue bonds previously issued for the benefit of the Company.
Accounts ReceivablesReceivable Securitization Facility
The Company has a US accounts receivable securitization facility involving receivables of certain of its domestic subsidiaries of the Company transferred to a wholly-owned, "bankruptcy remote" special purpose subsidiary of the Company ("SPE"). The securitization facility, which permits cash borrowings and letters of credit, was scheduled to expireamended on August 28, 2016. On July 8, 2016,2019 to extend the maturity date to July 6, 2020 and modify certain events of default, limitations on concentrations of obligors and certain of the Company's subsidiaries entered into an amendment ofcomponents used to calculate the accounts receivable securitization facility, extending its maturity to July 2019 and decreasing the available amount to $120 million.SPE reserves. All of the SPE's assets have been pledged to the administrative agent in support of the SPE's obligations under the facility.

The Company's debt balances and amounts available for borrowing under its securitization facility are as follows:
 As of December 31, 20162019
 (In $ millions)
Accounts ReceivablesReceivable Securitization Facility 
Borrowings outstanding(1)
115

Letters of credit issued52

Available for borrowing525

Total borrowing base104120

  
Maximum borrowing base(2)
120

______________________________
(1) 
The Company borrowed $112 million and repaid $55$74 million under this facility during the year ended December 31, 2016.2019.
(2) 
Outstanding accounts receivable transferred to the SPE was $148$161 million.
Principal payments scheduledOther Financing Arrangements
In June 2018, the Company entered into a factoring agreement with a global financial institution to be madesell certain accounts receivable on a non-recourse basis. These transactions are treated as a sale and are accounted for as a reduction in accounts receivable because the Company's debt, including short-term borrowings,agreement transfers effective control over and risk related to the receivables to the buyer. The Company has no continuing involvement in the transferred receivables, other than collection and administrative responsibilities and, once sold, the accounts receivable are no longer available to satisfy creditors in the event of bankruptcy. The Company de-recognized $257 million and $117 million of accounts receivable under this factoring agreement as follows:
of December 31, 2019 and 2018, respectively.
 (In $ millions)
2017118
201862
2019407
202087
2021804
Thereafter1,551
 Total3,029

Net deferred financing costs are as follows:
(In $ millions)
As of December 31, 201327
Financing costs deferred(1)
10
Accelerated amortization due to refinancing activity(2)
(5)
Amortization(5)
As of December 31, 2014(3)
27
Financing costs deferred
Accelerated amortization due to refinancing activity
Amortization(5)
As of December 31, 2015(3)
22
Financing costs deferred(4)
13
Accelerated amortization due to refinancing activity(5)
(3)
Amortization(5)
As of December 31, 2016(3)
27
____________________________
(1)
Includes $6 million related to the issuance of the 3.250% Notes and $4 million related to the September 2014 amendment to the Celanese US existing senior secured credit facilities.
(2)
Includes $4 million related to the 6.625% Notes redemption and $1 million related to the Term C-2 loan facility conversion.
(3)
Includes $6 million, $4 million and $5 million as of December 31, 2016, 2015 and 2014, respectively, related to the Company's revolving credit facility and accounts receivables securitization facility, which are included in noncurrent Other assets in the consolidated balance sheets.
(4)
Includes $5 million, $6 million and $2 million related to the New Credit Agreement, the 1.125% Notes and the pollution control and industrial revenue bonds, respectively, all of which are being amortized through the term of the respective financing arrangement.
(5)
Includes $2 million and $1 million related to the senior secured credit facilities and the pollution control and industrial revenue bonds, respectively, which are included in Refinancing expense in the consolidated statement of operations during the year ended December 31, 2016.
Covenants
The Company's material financing arrangements contain customary covenants, including the maintenance of certain financial ratios, events of default and change of control provisions. Failure to comply with these covenants, or the occurrence of any other event of default, could result in acceleration of the borrowings and other financial obligations. The Company is in compliance with all of the covenants related to its debt agreements as of December 31, 2016.2019.
15. Benefit Obligations
Pension Obligations 
The Company sponsors defined benefit pension plans in North America, Europe and Asia. Independent trusts or insurance companies administer the majority of these plans. Pension obligations are established for benefits payable in the form of retirement, disability and surviving dependent pensions. The commitments result from participation in defined contribution and defined benefit plans, primarily in the US. Benefits are dependent on years of service and the employee's compensation. Supplemental retirement benefits provided to certain employees are nonqualified for US tax purposes. Separate nonqualified trusts have been established for certain US nonqualified plan obligations. Pension costs under the Company's retirement plans are actuarially determined.
In October 2014, the Company offered a limited-time, voluntary program to certain participants of the Company's US qualified defined benefit pension plan with a vested benefit who terminated from the Company on or before May 31, 2014. The limited-time opportunity ended in November 2014 and included an offer of a single lump sum payment in December 2014 or to begin

monthly annuity payments, regardless of age, or to continue to defer benefits until retirement age. If an election was not made by the eligible participant, the participant will begin receiving payments when otherwise eligible under the terms of the US qualified defined benefit pension plan. The Company made lump sum payments under this program of $143 million in December 2014 using trust assets of the US qualified defined benefit pension plan. These actions resulted in the recognition of a settlement gain of $78 million in the consolidated statements of operations for the year ended December 31, 2014.
Effective June 2014, the Company's US qualified defined benefit plan was amended and benefits offered to all current union participants of the Cash Balance Plan (hired on or after January 1, 2001) at the Company's Narrows, Virginia facility have been frozen and the US qualified defined benefit plan was closed to future union participants at the facility. Accumulated benefits earned and service rendered through May 2014 under the Plan provisions for the Cash Balance Plan Participants will continue to be considered for purposes of determining retirement benefits. Effective May 2014, the Company's US qualified defined benefit plan was amended and benefits offered to all current union participants of the Flat Rate Plan at the Company's Narrows, Virginia facility have been frozen and the US qualified defined benefit plan was closed to future union participants at the facility. Accumulated benefits earned and service rendered through December 2014 under the Plan provisions for the Flat Rate Plan Participants will continue to be considered for purposes of determining retirement benefits and eligibility for early retirement. These actions did not result in a curtailment gain or loss as the projected benefit obligation does not rely on salary assumptions.
Effective December 2013, benefits offered to all US non-union eligible employees in the Company's US qualified defined benefit pension plan have been frozen and the US qualified defined benefit pension plan was closed to new participants. Accumulated benefits earned and service rendered through December 31, 2013 under the US qualified defined benefit pension plan provisions will continue to be considered for purposes of determining retirement benefits and eligibility for early retirement.
The Company participates in a multiemployer defined benefit plan and a multiemployer defined contribution plan in Germany covering certain employees. The Company's contributions to the multiemployer defined benefit plan are based on specified percentages of employee contributions as outlined in a works council agreement, covering all German entity employees hired prior to January 1, 2012. As of January 1, 2012, the multiemployer defined benefit pension plan described above was closed to new employees. Qualifying employees hired in Germany after December 31, 2011 are covered by a multiemployer defined contribution plan. The Company's contributions to the multiemployer defined contribution plan are based on specified percentages of employee contributions, similar to the multiemployer defined benefit plan, but at a lower rate.
Statutory regulations and the works council agreement require the contributions to fully fund the multiemployer plans. The risks of participating in the multiemployer plans are different from single-employer plans in the following aspects:

Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
If a participating employer stops contributing to the plan, any underfunding may be borne by the remaining participants, especially since regulations strictly enforce funding requirements.
If the Company chooses to stop participating in the multiemployer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as the withdrawal liability.
Based on the 20162019 unaudited and 20152018 audited multiemployer defined benefit plan's financial statements, the plan is 100% funded in 20162019, 20152018 and 20142017. The number of employees covered by the Company's multiemployer defined benefit plan remained relatively stable year over year from 20142017 to 20162019, resulting in minimal changes to employer contributions. Participation in the German multiemployer defined benefit plan is not considered individually significant to the Company.
Contributions made by the Company to the German multiemployer plan are as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Multiemployer defined benefit plan8
 8
 7
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Multiemployer defined benefit plan7
 6
 8


Other Postretirement Obligations
Certain retired employees receive postretirement health care and life insurance benefits under plans sponsored by the Company, which has the right to modify or terminate these plans at any time. The cost for coverage is shared between the Company and the retiree. The cost of providing retiree health care and life insurance benefits is actuarially determined and accrued over the service period of the active employee group. The Company's policy is to fund benefits as claims and premiums are paid. The US postretirement health care plan was closed to new participants effective January 1, 2006.
In November 2013, the Company announced it would amend its primary US postretirement health care plan to (a) eliminate eligibility for all current and future US non-union employees; (b) terminate its US postretirement health care plan on December 31, 2014 for all US participants; and (c) offer certain eligible US participants a lump-sum buyout payment if they irrevocably waive all future benefits under the US postretirement health care plan and end their participation before December 31, 2014. These actions generated a prior service credit of $92 million, which was amortized ratably into the consolidated statements of operations from November 1, 2013 through December 31, 2014.
Effective March 2014, the Company eliminated eligibility in its US postretirement health care plan for all current and future employees represented by the bargaining unit at the Company's Narrows, Virginia facility. These actions generated a prior service credit of $5 million, which was amortized ratably into the consolidated statements of operations from April 1, 2014 through December 31, 2014.
The Company recognized $84 million of prior service credit amortization and made $40 million in lump-sum buyout payments as of December 31, 2014.
Postemployment Obligations
The Company provides benefits to certain employees after employment but prior to retirement, including severance and disability-related benefits offered pursuant to ongoing benefit arrangements. The cost of providing postemployment benefits is actuarially determined and recorded when the obligation is probable of occurring and can be reasonably estimated.
Postemployment obligations are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Postemployment benefits7
 8
 As of December 31,
 2016 2015
 (In $ millions)
Postemployment benefits9
 11

Defined Contribution Plans
The Company sponsors various defined contribution plans in North America, Europe and Asia covering certain employees. Employees may contribute to these plans and the Company will match these contributions in varying amounts. The Company's matching contribution to the defined contribution plans are based on specified percentages of employee contributions.
Beginning in 2014, the Company took the following actions as it relates to the US defined contribution plan:
Increased its employer match for those employees participating in the US defined contribution plan;
Added an annual retirement contribution for US employees who are employed as of December 31st each year (or have died during that year), regardless of whether the employee contributes to the US defined contribution plan; and
For certain eligible US employees, provides an incremental retirement contribution through 2017, based on years of service and specified percentages of eligible compensation.
The amount of costs recognized for the Company's defined contribution plans are as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Defined contribution plans42
 40
 40
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Defined contribution plans43
 44
 40


Summarized information on the Company's pension and postretirement benefit plans is as follows:
Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
2016 2015 2016 20152019 2018 2019 2018
(In $ millions)(In $ millions)
Change in Projected Benefit Obligation              
Projected benefit obligation as of beginning of period3,635
 3,915
 66
 85
3,412
 3,728
 59
 66
Service cost8
 12
 
 1
9
 9
 
 1
Interest cost113
 139
 2
 3
115
 104
 2
 2
Participant contributions
 
 
 1
Plan amendments
 
 
 (6)
Net actuarial (gain) loss(1)
102
 (141) 3
 (8)377
 (163) 8
 (4)
Settlements(1) 
 
 
(3) 
 
 
Benefits paid(232) (234) (4) (5)(230) (235) (5) (4)
Federal subsidy on Medicare Part D
 
 
 
Curtailments
 (1) 
 

 (1) 
 
Special termination benefits3
 2
 
 
1
 2
 
 
Exchange rate changes(18) (65) 
 (5)(3) (32) 
 (2)
Other
 8
 
 
Other(2)
(68) 
 
 
Projected benefit obligation as of end of period3,610
 3,635
 67
 66
3,610
 3,412
 64
 59
Change in Plan Assets              
Fair value of plan assets as of beginning of period2,508
 2,789
 
 
2,915
 3,251
 
 
Actual return on plan assets177
 (67) 
 
467
 (124) 
 
Employer contributions346
 59
 4
 4
42
 43
 5
 4
Participant contributions
 
 
 1
Settlements(1) 
 
 
(3) 
 
 
Benefits paid(2)
(232) (234) (4) (5)
Benefits paid(3)
(230) (235) (5) (4)
Other(2)
(52) 
 
 
Exchange rate changes(14) (39) 
 
2
 (20) 
 
Fair value of plan assets as of end of period2,784
 2,508
 
 
3,141
 2,915
 
 
Funded status as of end of period(826) (1,127) (67) (66)(469) (497) (64) (59)
Amounts Recognized in the Consolidated Balance Sheets Consist of:              
Noncurrent Other assets22
 16
 
 
77
 30
 
 
Current Other liabilities(25) (25) (5) (4)(23) (24) (4) (5)
Benefit obligations(823) (1,118) (62) (62)(523) (503) (60) (54)
Net amount recognized(826) (1,127) (67) (66)(469) (497) (64) (59)
Amounts Recognized in Accumulated Other Comprehensive Income Consist of:              
Net actuarial (gain) loss(3)
18
 16
 
 
Net actuarial (gain) loss(4)
15
 8
 
 
Prior service (benefit) cost(1) (1) (1) (4)
 
 (1) 
Net amount recognized(4)
17
 15
 (1) (4)
Net amount recognized(5)
15
 8
 (1) 

______________________________
(1) 
Primarily relates to changechanges in discount rates.
(2) 
Primarily relates to lump sum offers for certain participants of the US qualified defined benefit pension plan.
(3)
Includes benefit payments to nonqualified pension plans of $22$21 million and $22 million as of December 31, 20162019 and 20152018, respectively.
(3)(4) 
Relates to the pension plans of the Company's equity method investments.
(4)(5) 
Amount shown net of an income tax benefit of $4 million and $3$5 million as of December 31, 20162019 and 20152018, respectively, in the consolidated statements of equity (Note 17).

The percentage of US and international projected benefit obligation at the end of the period is as follows:
 Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
 2019 2018 2019 2018
 (In percentages)
US plans81 82 55 57
International plans19 18 45 43
Total100 100 100 100

 Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
 2016 2015 2016 2015
 (In percentages)
US plans85 86 57 61
International plans15 14 43 39
 Total100 100 100 100
The percentage of US and international fair value of plan assets at the end of the period is as follows:
 Pension Benefits
As of December 31,
 2019 2018
 (In percentages)
US plans87 88
International plans13 12
Total100 100

 Pension Benefits
As of December 31,
 2016 2015
 (In percentages)
US plans88 87
International plans12 13
Total100 100
Pension plans with projected benefit obligations in excess of plan assets are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Projected benefit obligation881
 840
Fair value of plan assets337
 314

 As of December 31,
 2016 2015
 (In $ millions)
Projected benefit obligation3,559
 3,588
Fair value of plan assets2,711
 2,445
Included in the above table are pensionPension plans with accumulated benefit obligations in excess of plan assets are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Accumulated benefit obligation776
 749
Fair value of plan assets255
 243

 As of December 31,
 2016 2015
 (In $ millions)
Accumulated benefit obligation3,538
 3,570
Fair value of plan assets2,708
 2,442
Other postretirement plans with accumulated postretirement benefit obligations in excess of plan assets are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Accumulated postretirement benefit obligation64
 58
Fair value of plan assets
 

The accumulated benefit obligation for all defined benefit pension plans is as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Accumulated benefit obligation3,584
 3,390
 As of December 31,
 2016 2015
 (In $ millions)
Accumulated benefit obligation3,591
 3,619


Beginning in 2016, the Company adopted a full yield curve approach to estimate the service and interest cost components of net periodic benefit cost (Note 2). The Company's adoption of the full yield curve approach reduced 2016 service and interest cost by $29 million as compared to the previous single weighted average discount rate method.
The components of net periodic benefit cost are as follows:
Pension Benefits
Year Ended December 31,
 Postretirement Benefits
Year Ended December 31,
Pension Benefits
Year Ended December 31,
 Postretirement Benefits
Year Ended December 31,
2016 2015 2014 2016 2015 20142019 2018 2017 2019 2018 2017
(In $ millions)(In $ millions)
Service cost8
 12
 11
 
 1
 1
9
 9
 9
 
 1
 1
Interest cost113
 139
 168
 2
 3
 4
115
 104
 107
 2
 2
 1
Expected return on plan assets(177) (209) (214) 
 
 
(185) (210) (198) 
 
 
Amortization of prior service cost / (credit)
 
 
 (3) 
 (83)
 
 
 
 
 (1)
Recognized actuarial (gain) loss101
(1) 
134
(2) 
339
(3) 
2
 (7) 11
79
 169
 48
 8
 (4) (2)
Curtailment (gain) loss
 (3) 
 
 
 

 (1) 
 
 
 
Settlement (gain) loss
 
 (78) 
 
 
Special termination benefit3
 2
 
 
 
 
1
 2
 1
 
 
 
Total48
 75
 226
 1
 (3) (67)19
 73
 (33) 10
 (1) (1)

(1)
Includes a gain of $48 million reflecting the incorporation of the RP-2016 mortality tables into the actuarial assumptions for the US pension plans.
(2)
Includes a gain of $62 million reflecting the incorporation of the RP-2015 mortality tables into the actuarial assumptions for the US pension plans.
(3)
Includes a loss of $53 million reflecting the incorporation of the RP-2014 mortality tables into the actuarial assumptions for the US pension plans.
Amortization of Accumulated other comprehensive income (loss), net into net periodic benefit cost in 2017 is expected to be as follows:

Pension
Benefits
Postretirement
Benefits
(In $ millions)
Prior service cost
(2)
The Company maintains nonqualified pension plans funded with nonqualified trusts for certain US employees as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Nonqualified Trust Assets   
Marketable securities24
 31
Noncurrent Other assets, consisting of insurance contracts35
 37
Nonqualified Pension Obligations   
Current Other liabilities20
 21
Benefit obligations219
 213

 As of December 31,
 2016 2015
 (In $ millions)
Nonqualified Trust Assets   
Marketable securities, at fair value30
 30
Noncurrent Other assets, consisting of insurance contracts49
 55
Nonqualified Pension Obligations   
Current Other liabilities22
 22
Benefit obligations241
 246

Expense(Income) expense relating to the nonqualified pension plans included in net periodic benefit cost, excluding returns on the assets held by the nonqualified trusts, is as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Total18
 
(1) 
43
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Total26
 (3) 18


(1)
Actuarial gain offset interest cost.
Valuation
The principal weighted average assumptions used to determine benefit obligation are as follows:
Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
Pension Benefits
As of December 31,
 Postretirement Benefits
As of December 31,
2016 2015 2016 20152019 2018 2019 2018
(In percentages)(In percentages)
Discount Rate Obligations  
US plans3.9 4.2 3.8 4.03.2 4.2 3.1 4.1
International plans2.1 2.6 3.3 3.61.4 2.1 2.7 3.4
Combined3.7 4.0 3.4 3.72.8 3.8 2.9 3.8
Rate of Compensation Increase  
US plansN/A N/A N/A N/A 
International plans2.8 2.7 2.6 2.8 
Combined2.8 2.7 2.6 2.8 

The principal weighted average assumptions used to determine net periodic benefit cost are as follows:
Pension Benefits
Year Ended December 31,
 Postretirement Benefits
Year Ended December 31,
Pension Benefits
Year Ended December 31,
 Postretirement Benefits
Year Ended December 31,
2016 2015 2014 2016 2015 20142019 2018 2017 2019 2018 2017
(In percentages)(In percentages)
Discount Rate Obligations  
US plans4.2 3.9 4.7 4.0 3.7 4.34.2 3.5 3.9 4.1 3.4 3.8
International plans2.6 2.4 3.7 3.6 3.5 4.52.1 2.1 2.1 3.4 3.2 3.3
Combined4.0 3.7 4.6 3.9 3.6 4.43.8 3.3 3.7 3.8 3.2 3.4
Discount Rate Service Cost(1)
  
US plans4.5 3.9 4.7 4.2 3.7 4.33.1 1.9 1.2 4.6 3.7 4.0
International plans3.1 2.4 3.7 3.8 3.5 4.52.5 2.3 2.5 3.4 3.3 3.4
Combined3.1 3.7 4.6 3.8 3.6 4.42.5 2.2 2.5 3.4 2.9 2.9
Discount Rate Interest Cost(1)
  
US plans3.4 3.9 4.7 3.1 3.7 4.33.9 3.1 3.3 3.8 3.0 3.1
International plans2.2 2.4 3.7 3.1 3.5 4.51.8 1.7 1.7 3.2 2.9 2.9
Combined3.2 3.7 4.6 3.1 3.6 4.43.5 2.9 3.1 3.5 2.9 2.9
Expected Return on Plan Assets  
US plans7.5 8.0 8.5 6.7 6.8 7.5 
International plans6.1 6.0 6.2 5.6 5.9 5.9 
Combined7.3 7.8 8.2 6.5 6.7 7.3 
Rate of Compensation Increase  
US plansN/A N/A 3.0 N/A N/A N/A 
International plans2.7 2.8 2.8 2.8 2.8 2.8 
Combined2.7 2.8 3.0 2.8 2.8 2.8 
Interest Crediting Rate 
US plans3.0 2.8 2.3 
International plansN/A N/A N/A 
Combined3.0 2.8 2.3 


(1)
Weighted-average discount rates in 2016 reflect the adoption of the full yield curve approach.
The Company's health care cost trend assumptions for US postretirement medical plan's net periodic benefit cost are as follows:
 As of December 31,
 2019 2018 2017
 (In percentages, except year)
Health care cost trend rate assumed for next year8.0 8.5 9.0
Health care cost trend ultimate rate5.0 5.0 5.0
Health care cost trend ultimate rate year2026 2026 2026
 As of December 31,
 2016 2015 2014
 (In percentages, except year)
Health care cost trend rate assumed for next year9.5 10.0 7.0
Health care cost trend ultimate rate5.0 5.0 5.0
Health care cost trend ultimate rate year2026 2026 2020
Assumed health care cost trend rates for US postretirement medical plans have a significant effect on the amounts reported for the health care plans.
The impact of a one percentage point change in the assumed health care cost trend is as follows:
 Trend Rate Change
 Decreases 1% Increases 1%
 (In $ millions)
Postretirement obligations2
 2
Service and interest cost
 


Plan Assets
The weighted average target asset allocations for the Company's pension plans in 20162019 are as follows:
 
US
Plans
 
International
Plans
 (In percentages)
Bonds - domestic to plans80 58
Equities - domestic to plans10 15
Equities - international to plans10 
Other 27
Total100 100
 
US
Plans
 
International
Plans
 (In percentages)
Bonds - domestic to plans54 58
Equities - domestic to plans26 16
Equities - international to plans20 
Other 26
Total100 100

On average, the actual return on the US qualified defined pension plans' assets over the long-term (20 years) has exceeded the expected long-term rate of asset return assumption. The US qualified defined benefit plans' actual return on assets for the year ended December 31, 20162019 was 6.9%16.6% versus an expected long-term rate of asset return assumption of 7.5%6.7%. The expected long-term rate of asset return assumption used to determine 20172020 net periodic benefit cost is 7.5%6.7% for the US qualified defined benefit plans.
The Company's defined benefit plan assets are measured at fair value on a recurring basis (Note 2) as follows:
Cash and Cash Equivalents: Foreign and domestic currencies as well as short term securities are valued at cost plus accrued interest, which approximates fair value.
Equity securities, treasuries and corporate debt: Valued at the closing price reported on the active market in which the individual securities are traded. Automated quotes are provided by multiple pricing services and validated by the plan custodian. These securities are traded on exchanges as well as in the over the counter market.
Registered Investment Companies: Composed of various mutual funds and other investment companies whose diversified portfolio is comprised of foreign and domestic equities, fixed income securities, and short termshort-term investments. Investments are valued at the net asset value of units held by the plan at year-end.
Common/Collective Trusts: Composed of various funds whose diversified portfolio is comprised of foreign and domestic equities, fixed income securities, and short termshort-term investments. Investments are valued at the net asset value of units held by the plan at year-end.
Derivatives: Derivative financial instruments are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 fair value measurement inputs such as interest rates and foreign currency exchange rates. These market inputs are utilized in the discounted cash flow calculation considering the instrument's term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation for interest rate swaps, foreign currency forwards and swaps, and options are observable in the active markets and are classified as Level 2 in the fair value measurement hierarchy.
Mortgage backed securities: Fair value is estimated based on valuations obtained from third-party pricing services for identical or comparable assets. Mortgage Backed Securities are traded in the over the counter broker/dealer market.
Insurance contracts: Valued at contributions made, plus earnings, less participant withdrawals and administrative expenses, which approximates fair value.
Short-term investment funds: Composed of various funds whose portfolio is comprised of foreign and domestic currencies as well as short-term securities. Investments are valued at the net asset value of units held by the plan at year-end.
Other: Composed of real estate investment trust common stock valued at closing price as reported on the active market in which the individual securities are traded.

Fair Value MeasurementFair Value Measurement
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 Total
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 Total
As of December 31,As of December 31,
2016 2015 2016 2015 2016 20152019 2018 2019 2018 2019 2018
(In $ millions)(In $ millions)
Assets                      
Cash and cash equivalents2
 4
 
 
 2
 4
8
 2
 
 
 8
 2
Derivatives                      
Swaps
 
 2
 25
 2
 25

 
 7
 3
 7
 3
Other
 
 
 
 
 
Equity securities                      
US companies260
 241
 
 
 260
 241
International companies345
 327
 
 
 345
 327
77
 59
 
 
 77
 59
Fixed income                      
Corporate debt
 
 798
 692
 798
 692

 
 762
 691
 762
 691
Treasuries, other debt37
 25
 793
 742
 830
 767
35
 127
 1,403
 1,293
 1,438
 1,420
Mortgage backed securities
 
 7
 5
 7
 5

 
 15
 8
 15
 8
Insurance contracts
 
 31
 32
 31
 32

 
 47
 35
 47
 35
Other24
 18
 
 
 24
 18
4
 4
 1
 1
 5
 5
Total investments, at fair value(1)
668
 615
 1,631
 1,496
 2,299
 2,111
124
 192
 2,235
 2,031
 2,359
 2,223
Liabilities                      
Derivatives                      
Swaps
 
 2
 25
 2
 25

 
 7
 3
 7
 3
Other
 
 1
 
 1
 
Total liabilities
 
 3
 25
 3
 25

 
 7
 3
 7
 3
Total net assets(2)
668
 615
 1,628
 1,471
 2,296
 2,086
124
 192
 2,228
 2,028
 2,352
 2,220

______________________________
(1) 
In accordance with ASU 2015-07 (Note 2), certainCertain investments that are measured at fair value using the NAV per share practical expedient have not been classified in the fair value hierarchy. Total investments, at fair value, for the year ended December 31, 20162019 excludes investments in common/collective trusts, registered investment companies and short-term investment funds with fair values of $195$689 million, $134$62 million and $149$35 million, respectively. Total investments, at fair value, for the year ended December 31, 20152018 excludes investments in common/collective trusts, registered investment companies and short-term investment funds with fair values of $251$595 million, $117$54 million and $43$29 million, respectively.
(2) 
Total net assets excludes non-financial plan receivables and payables of $20$29 million and $10$26 million, respectively, as of December 31, 20162019 and $25$36 million and $14$19 million, respectively, as of December 31, 2015.2018. Non-financial items include due to/from broker, interest receivables and accrued expenses.

Benefit obligation funding is as follows:
 
Total
Expected
20172020
 (In $ millions)
Cash contributions to defined benefit pension plans2023

Benefit payments to nonqualified pension plans2220

Benefit payments to other postretirement benefit plans45


The Company's estimates of its US defined benefit pension plan contributions reflect the provisions of the Pension Protection Act of 2006.
Pension and postretirement benefits expected to be paid are as follows:
 
Pension
Benefit
Payments(1)
 
Company Portion
of Postretirement
Benefit Cost(2)
 (In $ millions)
2017233
 5
2018231
 5
2019229
 4
2020228
 4
2021225
 4
2022-20261,093
 19
 
Pension
Benefit
Payments(1)
 
Company Portion
of Postretirement
Benefit Cost(2)
 (In $ millions)
2020238
 5
2021228
 4
2022225
 4
2023223
 4
2024219
 4
2025-20291,038
 17

______________________________
(1) 
Payments are expected to be made primarily from plan assets.
(2) 
Payments are expected to be made primarily from Company assets.
16. Environmental
The Company is subject to environmental laws and regulations worldwide that impose limitations on the discharge of pollutants into the air and water, establish standards for the treatment, storage and disposal of solid and hazardous wastes, and impose record keeping and notification requirements. Failure to timely comply with these laws and regulations may expose the Company to penalties. The Company believes that it is in substantial compliance with all applicable environmental laws and regulations and engages in an on goingongoing process of updating its controls to mitigate compliance risks. The Company is also subject to retained environmental obligations specified in various contractual agreements arising from the divestiture of certain businesses by the Company or one of its predecessor companies.
The components of environmental remediation reservesliabilities are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Demerger obligations (Note 24)
23
 26
Divestiture obligations (Note 24)
12
 16
Active sites13
 14
US Superfund sites11
 11
Other environmental remediation liabilities2
 2
Total61
 69
 As of December 31,
 2016 2015
 (In $ millions)
Demerger obligations (Note 24)
18
 22
Divestiture obligations (Note 24)
16
 17
Active sites16
 18
US Superfund sites11
 13
Other environmental remediation reserves3
 2
Total64
 72


Remediation
Due to its industrial history and through retained contractual and legal obligations, the Company has the obligation to remediate specific areas on its own sites as well as on divested, demerger, orphan or US Superfund sites (as defined below). In addition, as part of the demerger agreement between the Company and Hoechst AG ("Hoechst"), a specified portion of the responsibility for environmental liabilities from a number of Hoechst divestitures was transferred to the Company (Note 24). Certain of these sites, at which the Company maintains continuing involvement, were and continue to be designated as discontinued operations when closed. The Company provides for such obligations when the event of loss is probable and reasonably estimable. The Company believes that environmental remediation costs will not have a material adverse effect on the financial position of the Company, but may have a material adverse effect on the results of operations or cash flows in any given period.
The Company did not record any insurance recoveries during 20162019 or have any receivables for insurance recoveries related to these matters as of December 31, 2016. As of December 31, 2016 and 2015, there were receivables of $2 million and $4 million, respectively, from the former owner of the Company's Spondon, Derby, United Kingdom acetate flake, tow and film business, which was acquired in 2007.2019.
German InfraServ Entities
The Company's InfraServ Entities (Note 9) are liable for any residual contamination and other pollution because they own the real estate on which the individual facilities operate. In addition, Hoechst, and its legal successors, as the responsible party under German public law, is liable to third parties for all environmental damage that occurred while it was still the owner of the plants and real estate (Note 24). The contribution agreements entered into in 1997 between Hoechst and the respective operating companies, as part of the divestiture of these companies, provide that the operating companies will indemnify Hoechst, and its legal successors, against environmental liabilities resulting from the transferred businesses. Additionally, the InfraServ Entities have agreed to indemnify Hoechst, and its legal successors, against any environmental liability arising out of or in connection with environmental pollution of any site.
The InfraServ partnership agreements provide that, as between the partners, each partner is responsible for any contamination caused predominantly by such partner. Any liability, which cannot be attributed to an InfraServ partner and for which no third party is responsible, is required to be borne by the InfraServ partnership. Also, under lease agreements entered into by an InfraServ partner as landlord, the tenants agreed to pay certain remediation costs on a pro rata basis.
If an InfraServ partner defaults on its respective indemnification obligations to eliminate residual contamination, the owners of the remaining participation in the InfraServ companies have agreed to fund such liabilities, subject to a number of limitations. To the extent that any liabilities are not satisfied by either the InfraServ Entities or their owners, these liabilities are to be borne by the Company in accordance with the demerger agreement. However, Hoechst, and its legal successors, will reimburse the Company for two-thirds of any such costs. Likewise, in certain circumstances the Company could be responsible for the elimination of residual contamination on several sites that were not transferred to InfraServ companies, in which case Hoechst, and its legal successors, must also reimburse the Company for two-thirds of any costs so incurred.
The Company's ownership interest and environmental liability participation percentages for such liabilities, which cannot be attributed to an InfraServ partner are as follows:
As of December 31, 2016As of December 31, 2019
Ownership Liability 
Reserves(1)
Ownership Liability 
Reserves(1)
(In percentages) (In $ millions)(In percentages) (In $ millions)
InfraServ GmbH & Co. Gendorf KG39 10 10
30 10 9
InfraServ GmbH & Co. Hoechst KG32 40 62
32 40 68
InfraServ GmbH & Co. Knapsack KG27 22 1
YNCORIS GmbH & Co. KG(2)
22 22 1

______________________________
(1) 
Gross reserves maintained by the respective InfraServ entity.
(2)
Formerly known as InfraServ GmbH & Co. Knapsack KG.

US Superfund Sites
In the US, the Company may be subject to substantial claims brought by US federal or state regulatory agencies or private individuals pursuant to statutory authority or common law. In particular, the Company has a potential liability under the US Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, and related state laws (collectively referred to as "Superfund") for investigation and cleanup costs at certain sites. At most of these sites, numerous companies, including the Company, or one of its predecessor companies, have been notified that the US Environmental

Protection Agency ("EPA"), state governing bodies or private individuals consider such companies to be potentially responsible parties ("PRP") under Superfund or related laws. The proceedings relating to these sites are in various stages. The cleanup process has not been completed at most sites, and the status of the insurance coverage for some of these proceedings is uncertain. Consequently, the Company cannot accurately determine its ultimate liability for investigation or cleanup costs at these sites.
As events progress at each site for which it has been named a PRP, the Company accrues as appropriate, a liability for site cleanup. Such liabilities include all costs that areany probable and can be reasonably estimated.estimable liabilities. In establishing these liabilities, the Company considers the contaminants of concern, the potential impact thereof, the relationship of the contaminants of concern to its current and historic operations, its shipment of waste to a site, its percentage of total waste shipped to the site, the types of wastes involved, the conclusions of any studies, the magnitude of any remedial actions that may be necessary and the number and viability of other PRPs. Often the Company joins with other PRPs to sign joint defense agreements that settle, among PRPs, each party's percentage allocation of costs at the site. Although the ultimate liability may differ from the estimate, the Company routinely reviews the liabilities and revises the estimate, as appropriate, based on the most current information available.
One such site is the Diamond Alkali Superfund Site, which is comprised of a number of sub-sites, including the Lower Passaic River Study Area ("LPRSA"), which is the lower 17-mile stretch of the Passaic River ("Lower Passaic River Site"), and the Newark Bay Area. The Company and 70 other companies are parties to a May 2007 Administrative Order on Consent with the EPA to perform a Remedial Investigation/Feasibility Study ("RI/FS") at the Lower Passaic River Site in order to identify the levels of contaminants and potential cleanup actions, including the potential migration of contaminants between the Lower Passaic River Site and the Newark Bay Area. Work on the RI/FS is ongoing, with a goal to complete it in 2018.ongoing.
OnIn March 3, 2016, the EPA issued its final Record of Decision concerning the remediation of the lower 8.3 miles of the Lower Passaic River Site ("Lower 8.3 Miles"). The Company owned and/or operated facilities in the vicinity of the Lower 8.3 Miles, but has found no evidence that it contributed any of the primary contaminants of concern to the Passaic River. Pursuant to the EPA's Record of Decision, the Lower 8.3 Miles must be dredged bank to bank and an engineered cap must be installed at an EPA estimated cost of approximately $1.4 billion. The Company owned and/or operated facilities in the vicinity of the Lower 8.3 Miles, but has found no evidence that it contributed any of the contaminants of concern to the Passaic River. On June 30, 2018, Occidental Chemical Corporation ("OCC"), the successor to the Diamond Alkali Company, sued a subsidiary of the Company and 119 other parties alleging claims for joint and several damages, contribution and declaratory relief under Section 107 and 113 of Superfund for costs to clean up the LPRSA portion of the Diamond Alkali Superfund Site, Occidental Chemical Corporation v. 21st Century Fox America, Inc., et al, No. 2:18-CV-11273-JLL-JAD (U.S. District Court New Jersey), alleging that each of the defendants owned or operated a facility that contributed contamination to the LPRSA. With respect to the Company, the OCC lawsuit is limited to the former Celanese facility that Essex County, New Jersey has agreed to indemnify the Company for and does not change the Company's estimated liability for LPRSA cleanup costs. The Company is vigorously defending this matterthese matters and currently believes that its ultimate allocable share of the cleanup costs with respect to the Lower Passaic River Site, estimated at less than 1%, will not be material.material to the Company's results of operations, cash flows or financial position.
17. Stockholders' Equity
Common Stock
The Company's Board of Directors follows a policy of declaring, subject to legally available funds, a quarterly cash dividend on each share of the Company's Common Stock, unless the Company's Board of Directors, in its sole discretion, determines otherwise. The amount available to the Company to pay cash dividends is not currently restricted by its existing senior credit facility and its indentures governing its senior unsecured notes. Any decision to declare and pay dividends in the future will be made at the discretion of the Company's Board of Directors and will depend on, among other things, the results of operations, cash requirements, financial condition, contractual restrictions and other factors that the Company's Board of Directors may deem relevant.

The Company's Board of Directors approved increases in the Company's Common Stock cash dividend rates as follows:
 Increase 
Quarterly Common
Stock Cash Dividend
 
Annual Common
Stock Cash Dividend
 Effective Date
 (In percentages) (In $ per share)  
April 201728 0.46
 1.84
 May 2017
April 201817 0.54
 2.16
 May 2018
April 201915 0.62
 2.48
 May 2019
 Increase 
Quarterly Common
Stock Cash Dividend
 
Annual Common
Stock Cash Dividend
 Effective Date
 (In percentages) (In $ per share)  
April 201439 0.25
 1.00
 May 2014
April 201520 0.30
 1.20
 May 2015
April 201620 0.36
 1.44
 May 2016

On February 9, 2017,5, 2020, the Company declared a quarterly cash dividend of $0.36$0.62 per share on its Common Stock amounting to $51$74 million. The cash dividend is for the period from November 1, 2016 to January 31, 2017 and will be paid on March 3, 2017February 28, 2020 to holders of record as of February 21, 2017.18, 2020.
Treasury Stock
The Company's Board of Directors authorizes repurchases of Common Stock from time to time. These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program does not have an expiration date.

The share repurchase activity pursuant to this authorization is as follows:
Year Ended December 31, Total From
February 2008
Through
December 31, 2016
Year Ended December 31, Total From
February 2008
Through
December 31, 2019
2016 2015 2014 2019 2018 2017 
Shares repurchased7,034,420

6,640,601
(1) 
4,338,488

34,342,216
9,166,267

7,933,692
(1) 
5,436,803
 56,878,978
Average purchase price per share$71.08
 $63.31
 $57.61
 $53.44
$109.10
 $103.01
 $91.97
 $73.01
Amount spent on repurchased shares (in millions)$500
 $420
 $250
 $1,835
$1,000
 $817
 $500
 $4,153
Aggregate Board of Directors repurchase authorizations during the period (in millions)(2)
$
 $1,000
 $473
 $2,366
$1,500
 $
 $1,500
 $5,366

______________________________
(1) 
The year ended December 31, 2015 excludes 9,264Excludes 1,700 common shares withheld fromreacquired pursuant to an executive officer to cover statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock. Restricted stock awards are considered outstanding at the time of issuance. Accordingly, the shares withheld are treated as treasury shares.
(2)
These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.employee clawback agreement.
The purchase of treasury stock reduces the number of shares outstanding. The repurchased shares may be used by the Company for compensation programs utilizing the Company's stock and other corporate purposes. The Company accounts for treasury stock using the cost method and includes treasury stock as a component of stockholders' equity.
Other Comprehensive Income (Loss), Net
 Year Ended December 31,
 2019 2018 2017
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 (In $ millions)
Unrealized gain (loss) on marketable securities
 
 
 
 
 
 
 (1) (1)
Foreign currency translation(10) (6) (16) (65) 5
 (60) 162
 12
 174
Gain (loss) on cash flow hedges(38) 8
 (30) (12) 2
 (10) 
 (1) (1)
Pension and postretirement benefits(6) (1) (7) 1
 (1) 
 7
 2
 9
Total(54) 1
 (53) (76) 6
 (70) 169
 12
 181
 Year Ended December 31,
 2016 2015 2014
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 
Gross
Amount
 
Income
Tax
(Provision)
Benefit
 
Net
Amount
 (In $ millions)
Unrealized gain (loss) on marketable securities
 
 
 
 
 
 
 1
 1
Foreign currency translation(22) 11
 (11) (193) 5
 (188) (188) 40
 (148)
Gain (loss) on cash flow hedges5
 
 5
 3
 (1) 2
 
 40
 40
Pension and postretirement benefits(5) 1
 (4) 4
 (1) 3
 (84) 30
 (54)
Total(22) 12
 (10) (186) 3
 (183) (272) 111
 (161)


Adjustments to Accumulated other comprehensive income (loss), net, are as follows:
 
Unrealized
Gain (Loss) on
Marketable
Securities
 
Foreign
Currency
Translation
 
Gain (Loss)
from Cash Flow Hedges
 
Pension
and
Postretirement
Benefits
 
Accumulated
Other
Comprehensive
Income
(Loss), Net
 (In $ millions)
As of December 31, 20161
 (350) 3
 (12) (358)
Other comprehensive income (loss) before reclassifications
 162
 4
 8
 174
Amounts reclassified from accumulated other comprehensive income (loss)
 
 (4) (1) (5)
Income tax (provision) benefit(1) 12
 (1) 2
 12
As of December 31, 2017
 (176) 2
 (3) (177)
Other comprehensive income (loss) before reclassifications
 (65) (11) 1
 (75)
Amounts reclassified from accumulated other comprehensive income (loss)
 
 (1) 
 (1)
Income tax (provision) benefit
 5
 2
 (1) 6
As of December 31, 2018
 (236) (8) (3) (247)
Other comprehensive income (loss) before reclassifications
 (10) (36) (6) (52)
Amounts reclassified from accumulated other comprehensive income (loss)
 
 (2) 
 (2)
Income tax (provision) benefit
 (6) 8
 (1) 1
As of December 31, 2019
 (252) (38) (10) (300)
 
Unrealized
Gain (Loss) on
Marketable
Securities
 
Foreign
Currency
Translation
 
Gain (Loss)
from Cash Flow Hedges
 
Pension
and
Postretirement
Benefits
 
Accumulated
Other
Comprehensive
Income
(Loss), Net
 (In $ millions)
As of December 31, 2013
 (3) (44) 43
 (4)
Other comprehensive income (loss) before reclassifications
 (188) (9) (1) (198)
Amounts reclassified from accumulated other comprehensive income (loss)
 
 9
 (83) (74)
Income tax (provision) benefit1
 40
 40
 30
 111
As of December 31, 20141
 (151) (4) (11) (165)
Other comprehensive income (loss) before reclassifications
 (193) (2) 6
 (189)
Amounts reclassified from accumulated other comprehensive income (loss)
 
 5
 (2) 3
Income tax (provision) benefit
 5
 (1) (1) 3
As of December 31, 20151
 (339) (2) (8) (348)
Other comprehensive income (loss) before reclassifications
 (22) 7
 (3) (18)
Amounts reclassified from accumulated other comprehensive income (loss)
 
 (2) (2) (4)
Income tax (provision) benefit
 11
 
 1
 12
As of December 31, 20161
 (350) 3
 (12) (358)

18. Other (Charges) Gains, Net
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Employee termination benefits (Note 4)(1)
(11) (53) (7)
Asset impairments(2) (126) 
Other plant/office closures
 
 2
Singapore contract termination
 (174) 
Commercial disputes2
 2
 11
Other
 
 9
Total(11) (351) 15
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Restructuring (Note 4)
(23) (4) (3)
InfraServ ownership change
 
 (4)
Asset impairments (Note 4)
(83) 
 
Plant/office closures(4) 13
 (52)
Commercial disputes(4) 
 
European Commission investigation(89) 
 
Total(203) 9
 (59)


(1)
Includes $3 million and $1 million of special termination benefits included in Benefit obligations in the consolidated balance sheet as of December 31, 2016 and 2015, respectively.
20162019
During the year ended December 31, 2019, the Company recorded an $83 million long-lived asset impairment loss related to the closure of its acetate flake manufacturing operations in Ocotlán, Mexico (Note 4). The long-lived asset impairment loss was measured at the date of impairment to write-off the related property, plant and equipment and was included in the Company's Acetate Tow segment.
During the year ended December 31, 2016,2019, the Company recorded $11a $4 million loss within commercial disputes, which included $19 million in losses related to settlements with former third-party customers that were included within the Other Activities segment, partially offset by a $15 million gain related to a settlement from a previous acquisition that was included within the Engineered Materials segment.
In May 2017, the Company learned that the European Commission opened a competition law investigation involving certain subsidiaries of the Company with respect to certain past ethylene purchases. During the year ended December 31, 2019, the

Company recorded a reserve of $89 million as a result of information learned from the European Commission's investigation, which was included within the Other Activities segment.
During the year ended December 31, 2019, the Company recorded $23 million of employee termination benefits primarily related to Company-wide business optimization projects.
2018
During the year ended December 31, 2018, the Company recorded a $13 million gain within plant/office closures related to a non-income tax receivable refund from Nanjing, China, in its Acetyl Chain segment.
During the year ended December 31, 2018, the Company recorded $4 million of employee termination benefits primarily related to the Company's ongoing efforts to align its businesses around its core value drivers.
20152017
During the year ended December 31, 2015,2017, the Company recorded $21$3 million of employee termination benefits primarily related to the Company's ongoing efforts to align its businesses around its core value drivers. In addition,
A partner in the Company recorded $24 millionCompany's InfraServ equity affiliate investments exercised an option right to purchase additional ownership interests in the InfraServ entities from the Company. The purchase of employee termination benefits relatedthese interests reduced the Company's ownership interests in InfraServ GmbH & Co. Gendorf KG and YNCORIS GmbH & Co. KG (formerly known as InfraServ GmbH & Co. Knapsack KG) from 39% and 27%, to a 50% capacity reduction at its Lanaken, Belgium acetate tow facility (Note 4).

In addition,30% and 22%, respectively. Accordingly, during the year ended December 31, 2015,2017, the Company recorded $6 millionreduced the carrying value of employee termination benefits and $1 million of long-lived asset impairment losses related to the closure of its VAE emulsions facility in Tarragona, Spain (Note 4). In addition, the Company recorded $1 million of employee termination benefits and $1 million of long-lived asset impairment losses related to the closure of its VAE emulsions facility in Meredosia, Illinois (Note 4). The long-lived asset impairment losses related to both VAE facilities were measured at the dates of impairment to write-off the related property, plant and equipment at each facility (Note 2 and Note 4).
During the three months ended December 31, 2015, the Company determined its ethanol production unit at its acetyl facility in Nanjing, China should be assessed for impairment based on market conditions affecting demand for ethanol and downstream products, the cost to operate the unit and contractual obligations. As a result, the Company concluded that certain long-lived ethanol related assets were fully impaired. Accordingly, the Company recorded long-lived asset impairment losses, measured at the date of impairment (Note 2), of $123 million to fully write-off certain ethanol related assets. The Nanjing, China asset impairment isthese investments by $4 million. These InfraServ investments are primarily owned by entities included in the Company's Acetyl Intermediates segment.
In December 2015, the Company made a payment terminating an existing agreement with a raw materials supplier in Singapore and recognized a $174 million charge, which reflects a discounted amount previously owed under that contract. This termination payment was determined not to have future economic benefit, and the contract's original terms substantially contributed to cumulative losses which resulted in a full impairment of the production assets in 2013. This charge is recorded in Other (charges) gains net, which is included in the Company's Acetyl Intermediates segment.
2014
During the year ended December 31, 2014, the Company received consideration of $8 million in connection with the settlement of a claim against a bankrupt supplier. The Company also recorded $12 million of damages in connection with the settlement of a claim by a raw materials supplier. These commercial dispute resolutions are included in the Acetyl Intermediates segment. In addition, the Company recovered $15 million from an arbitration award against a former utility operator at its cellulose derivatives manufacturing facility in Narrows, Virginia, which is included in the Consumer SpecialtiesActivities segment.
During the year ended December 31, 20142017, the Company provided notice of termination of a contract with a key raw materials supplier at its ethanol production unit in Nanjing, China. As a result, the Company recorded $4$52 million of employee termination benefits related to theplant/office closure costs primarily consisting of its acetic anhydride facility in Roussillon, France and its vinyl acetate monomer ("VAM") facility in Tarragona, Spain. In addition, the Company recorded $2a $22 million of contract termination adjustments relatedcharge and a $21 million reduction to its non-income tax receivable. The Nanjing, China ethanol production unit is included in the closure of its VAM facility in Tarragona, Spain.Company's Acetyl Chain segment.


The changes in the restructuring reservesliabilities by business segment are as follows:
 
Engineered
Materials
 Acetate Tow 
Acetyl
Chain
 Other Total
 (In $ millions)
Employee Termination Benefits         
As of December 31, 20171
 
 1
 1
 3
Additions
 2
 2
 
 4
Cash payments(1) 
 (1) (1) (3)
Other changes
 
 
 
 
Exchange rate changes
 
 
 
 
As of December 31, 2018
 2
 2
 
 4
Additions10
 4
 1
 9
 24
Cash payments(5) (3) (2) (4) (14)
Other changes
 
 (1) 
 (1)
Exchange rate changes
 
 
 
 
As of December 31, 20195
 3
 
 5
 13
Other Plant/Office Closures         
As of December 31, 2017
 
 2
 
 2
Additions
 
 
 
 
Cash payments
 
 (2) 
 (2)
Other changes
 
 
 
 
Exchange rate changes
 
 
 
 
As of December 31, 2018
 
 
 
 
Additions
 1
 
 
 1
Cash payments
 (1) 
 
 (1)
Other changes
 
 


 
Exchange rate changes
 
 
 
 
As of December 31, 2019
 
 
 
 
Total5
 3
 
 5
 13

 
Advanced
Engineered
Materials
 
Consumer
Specialties
 
Industrial
Specialties
 
Acetyl
Intermediates
 Other Total
 (In $ millions)
Employee Termination Benefits           
As of December 31, 20144
 1
 1
 5
 3
 14
Additions7
 25
 9
 2
 9
 52
Cash payments(4) (12) (4) (5) (3) (28)
Other changes(3) 
 
 
 (3) (6)
Exchange rate changes(1) 
 
 (1) 
 (2)
As of December 31, 20153
 14
 6
 1
 6
 30
Additions2
 2
 2
 1
 3
 10
Cash payments(3) (6) (6) (1) (5) (21)
Other changes(1) 
 
 
 (1) (2)
Exchange rate changes
 (1) 
 
 
 (1)
As of December 31, 20161
 9
 2
 1
 3
 16
Other Plant/Office Closures           
As of December 31, 2014
 
 
 7
 
 7
Additions
 
 
 
 
 
Cash payments
 
 
 (6) 
 (6)
Other changes
 
 
 
 
 
Exchange rate changes
 
 
 (1) 
 (1)
As of December 31, 2015
 
 
 
 
 
Additions
 
 
 
 
 
Cash payments
 
 
 
 
 
Other changes
 
 
 


 
Exchange rate changes
 
 
 
 
 
As of December 31, 2016
 
 
 
 
 
Total1
 9
 2
 1
 3
 16

19. Income Taxes
On December 31, 2017, the Tax Cuts and Jobs Act (the "TCJA") was enacted and was effective January 1, 2018. In accordance with ASC 740, Accounting for Income Taxes, which requires companies to recognize the effects of tax law changes in the period of enactment, the Company recorded the initial impacts of the TCJA in 2017. This overhaul of the US tax law made a number of substantial changes, including the reduction of the corporate tax rate from 35% to 21%, establishing a dividends received deduction for dividends paid by foreign subsidiaries to the US, elimination or limitation of certain deductions (interest, domestic production activities and executive compensation), imposing a mandatory tax on previously unrepatriated earnings accumulated offshore since 1986 and establishing global minimum income tax and base erosion tax provisions related to offshore activities and affiliated party payments.
The deemed repatriation of previously unremitted foreign earnings, of which the Company had accumulated approximately $3.0 billion as of December 31, 2017, was taxed at 8% to the extent those earnings were reinvested in non-cash foreign assets, while previously unremitted earnings that had not been reinvested, computed based upon a two-year historical average of foreign cash and cash equivalents balances, were taxed at 15.5%. The Company recorded a net charge of $197 million for this deemed repatriation in 2017, for which it does not expect a material cash outlay due to available foreign tax credit carryforwards.
The Company was also required to adjust the recorded amounts of its US deferred tax assets and liabilities resulting from the reduction in the US corporate tax rate and the impact of the dividends received deduction provisions on its deferred tax liabilities related to outside basis differences in certain joint venture investments. As a result of these changes, the Company recognized a tax benefit of approximately $107 million in 2017.

At the time the TCJA was enacted, the global minimum income tax and base erosion provisions would not be effective until the tax years beginning after December 31, 2017. Based on available elections, the Company chose to not record deferred taxes related to the estimated future income tax effects of the global minimum income tax provision.
The US Treasury issued proposed regulations in 2018 that sought to clarify the application of the TCJA provisions for the limitation of interest expense, including treatment of depreciation and other deductions in arriving at adjusted taxable income and application of the rules to controlled foreign affiliates.
In 2019, the US Treasury issued additional final and proposed regulations supplementing the TCJA provisions around base erosion payments, expense and foreign tax apportionment for foreign tax credit purposes and dividends received deductions at the foreign affiliate level. These proposed regulations are generally effective for years ending after the date they are published in the federal register. For guidance provided in both 2018 and 2019, the Company does not expect the final or proposed regulations, in current form, to have a material impact on current or future income tax expense. As a result, the Company will continue to monitor their expected impacts on the Company's filing positions and will record the impacts as discrete income tax expense adjustments in the period that the guidance is finalized.
Income Tax Provision
Earnings (loss) from continuing operations before tax by jurisdiction are as follows:
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
(In $ millions)(In $ millions)
US326
 231
 534
252
 480
 262
International(1)
704
 257
 407
736
 1,030
 813
Total1,030
 488
 941
988
 1,510
 1,075


(1)
Includes aggregate earnings generated by operations in Bermuda, Luxembourg, the Netherlands and Hong Kong of $621 million, $330 million and $308 million for the years ended December 31, 2016, 2015 and 2014, respectively, which have an aggregate effective income tax rate of 1.9%, 6.1% and 4.8% for each year, respectively.
The income tax provision (benefit) consists of the following:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Current     
US(8) (184) 201
International149
 143
 158
Total141
 (41) 359
Deferred     
US1
 314
 (110)
International(18) 19
 (36)
Total(17) 333
 (146)
Total124
 292
 213

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Current     
US(22) 28
 108
International60
 152
 56
Total38
 180
 164
Deferred     
US108
 54
 156
International(24) (33) (6)
Total84
 21
 150
Total122
 201
 314

A reconciliation of the significant differences between the US federal statutory tax rate of 35%21% (35% for 2017) and the effective income tax rate on income from continuing operations is as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions, except percentages)
Income tax provision computed at US federal statutory tax rate208
 317
 376
Change in valuation allowance(47) 94
 218
Equity income and dividends(38) (48) (87)
(Income) expense not resulting in tax impact, net(9) (51) (157)
US tax effect of foreign earnings and dividends85
 25
 521
Foreign tax credits(76) (20) (759)
Other foreign tax rate differentials4
 17
 (38)
Legislative changes(3) (59) 116
State income taxes, net of federal benefit6
 4
 12
Other, net(6) 13
 11
Income tax provision (benefit)124
 292
 213
      
Effective income tax rate13% 19% 20%

 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except percentages)
Income tax provision computed at US federal statutory tax rate361
 171
 329
Change in valuation allowance(18) 124
 49
Equity income and dividends(60) (33) (50)
(Income) expense not resulting in tax impact, net(152) (32) (34)
US tax effect of foreign earnings and dividends302
 15
 49
Foreign tax credits(293) (4) (34)
Other foreign tax rate differentials(44) (41) (33)
Tax-deductible interest on foreign equity investments and other related items
 
 12
State income taxes, net of federal benefit8
 6
 9
Other, net18
 (5) 17
Income tax provision (benefit)122
 201
 314
      
Effective income tax rate12% 41% 33%

FederalAs a result of the TCJA, US federal and state income taxes have not been providedrecorded on undistributed foreign earnings accumulated but undistributed earnings of $4.3 billion as of from 1986 through December 31, 2016 as such2017. Based on the provisions of the law, the Company's previously taxed income for its foreign subsidiaries significantly exceeds its offshore cash balances. The Company has not recorded a deferred tax liability for foreign withholding or other foreign local tax that would be due when cash is actually repatriated to the US because those foreign earnings have beenare considered permanently reinvested in the business or may be remitted substantially free of incremental US federal tax liability.any additional local taxes. The determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable.
The effective income tax rate for the year ended December 31, 2019 was significantly lower than the effective income tax rate for the year ended December 31, 2018. This variation was primarily due to a valuation allowance provided against Luxembourg net operating loss carryforwards in 2018. In addition, the 2019 effective income tax rate benefited from the favorable impact of a 2019 release of valuation allowances due to higher projected utilization of foreign tax credit carryforwards. The higher projected utilization resulted from (1) a shift in the expected sourcing of forecasted US taxable income (domestic vs. foreign sourced) and (2) new regulatory guidance issued in 2019.
The effective tax rate for the year ended December 31, 2016 is primarily attributable2018 was comparable to the release of valuation allowances in foreign jurisdictions due to internal restructuring in Canada, improved operating results in China and settlement of uncertaineffective tax positions and technical clarifications in Germany and the US. The higher effective rate for the year ended December 31, 20152017. The effective tax rate for 2018 was slightly less than the statutory US tax rate primarily due to increased losses in jurisdictions with no tax benefit. The increased losses primarily related to a $123 million long-lived asset impairment recorded to fully write-off certain ethanol related assets at the Company's acetyl facility in Nanjing, China and a $174 million charge related topositive impact from the termination of a raw materials contract with a supplier in Singapore (Note 18). These losses without tax benefit impacted 2015, but did not recur in 2016. The tax impact of these events was partially offset by decreases in uncertain tax positions of $29 million due to audit closures and technical jurisdictional clarifications.
In February 2015, the Company established a centralized European headquarters for the purpose of improving the operational efficiencies and profitability of its European operations and certain global product lines. These activities directly impacted the Company's mix of earnings, largely offset by increased valuation allowances established on certain deferred tax assets, particularly related to increases in provisionally recorded estimates of valuation allowances on foreign tax credits in the US and product flowsnet operating loss carryforwards in Luxembourg, due to certain restructuring transactions completed to facilitate future repatriation of cash to the US.
During 2017, the Company undertook various reorganization transactions to separate certain Acetate Tow assets to reorganize the holdings of its various foreign subsidiaries. As a result, the Company generated additional net foreign tax credit carryforwards of approximately $240 million, the gross impacts of which were reflected in the Foreign tax credits line and resultedthe US tax effect of foreign earnings lines above, that will be carried forward to future tax periods. These new credit carryforwards, as well as other credits carried forward into 2017, were evaluated for realizability under the provisions of the TCJA. Due to the TCJA and uncertainty as to future sources of general limitation foreign source income to allow for utilization of these credits, the Company recorded a valuation allowance on these foreign tax credits in net favorablethe amount of $164 million, which was reflected in the Change in valuation allowance line in the effective tax rate impacts in the jurisdictions in which the Company operates. These impacts have been reflected in (Income) expense not resulting in tax impact, net and Other foreign tax rate differentials included in the reconciliation of the significant differences between the US federal statutory tax rate and the effective income tax rate.above.

Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the consolidated deferred tax assets and liabilities are as follows:
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Deferred Tax Assets      
Pension and postretirement obligations313
 434
140
 138
Accrued expenses61
 40
57
 61
Inventory11
 14
11
 13
Net operating loss661
 683
Net operating loss carryforwards506
 616
Tax credit carryforwards136
 88
273
 330
Other161
 202
227
 195
Subtotal1,343
 1,461
1,214
 1,353
Valuation allowance(1)
(386) (448)(714) (899)
Total957
 1,013
500
 454
Deferred Tax Liabilities(2)
      
Depreciation and amortization366
 380
411
 375
Investments in affiliates475
 395
192
 203
Other87
 114
58
 47
Total928
 889
661
 625
Net deferred tax assets (liabilities)29
 124
(161) (171)

______________________________
(1) 
Includes deferred tax asset valuation allowances for the Company's deferred tax assets in the US, Luxembourg, Spain, China, Singapore, the United Kingdom, Mexico, Canada and France. These valuation allowances relate primarily to net operating loss carryforward benefits and other net deferred tax assets, all of which may not be realizable.
(2)
Includes deferred tax liabilities from the acquisition of SOFTER (Note 4).

For the year ended December 31, 2016, the valuation allowance decreased by $62 million primarily due to internal restructuring in Canada, improved operating results in China, foreign currency fluctuation and net operating loss adjustments and expirations.Tax Carryforwards
Net Operating Loss Carryforwards
As of December 31, 2016,2019, the Company hashad available US federal net operating loss carryforwards of $36$31 million that are subject to limitation. These net operating loss carryforwards begin to expire in 2021. At2022. As of December 31, 2016,2019, the Company also had available state net operating loss carryforwards, net of federal tax impact, of $54$35 million, $50$28 million of which are offset by a valuation allowance due to uncertain recoverability. The Company also has foreign net operating loss carryforwards available as of December 31, 20162019 of $2.3$1.8 billion primarily for Luxembourg, Spain, Canada, China, SingaporeMexico and the United Kingdom,Spain, with various expiration dates. Net operating loss carryforwards of $418$167 million in China are setscheduled to expire beginning in 20172020 through 2021.2024. Net operating losses in most other foreign jurisdictions do not have an expiration date.
Tax Credit Carryforwards
The Company had available $243 million of foreign tax credit carryforwards, which are mostly offset by a valuation allowance of $207 million due to uncertain recoverability and $18 million of alternative minimum tax credit carryforwards in the US. The foreign tax credit carryforwards are subject to a ten-year carryforward period and expire beginning in 2027. The alternative minimum tax credits are subject to annual limitation due to prior ownership changes, but have an unlimited carryforward period and can be used to offset federal tax liability in future years. The Company also has $8 million of research and development tax credit carryforwards as of December 31, 2019, which it expects to utilize prior to expiration beginning in 2037.

The Company evaluates its deferred tax assets on a quarterly basis to determine whether a valuation allowance is necessary. Realization of deferred tax assets ultimately depends on the existence of sufficient taxable income in the applicable carryback or carryforward periods. Changes in the Company's estimates of future taxable income and prudent and feasible tax planning strategies will affect the estimate of the realization of the tax benefits of these foreign tax credit carryforwards. As such, the Company is currently evaluating tax planning strategies to enable use of the foreign tax credit carryforwards that may decrease the Company's effective tax rate in future periods as the valuation allowance is reversed.
Uncertain Tax Positions
Activity related to uncertain tax positions is as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
As of the beginning of the year162
 119
 114
Increases in tax positions for the current year1
 61
 14
Increases in tax positions for prior years(1)
37
 4
 4
Decreases in tax positions for prior years(41) (21) (7)
Decreases due to settlements(25) (1) (6)
As of the end of the year134
 162
 119
      
Total uncertain tax positions that if recognized would impact the effective tax rate132
 154
 100
Total amount of interest expense (benefit) and penalties recognized in the consolidated statements of operations(2)
5
 1
 6
Total amount of interest expense and penalties recognized in the consolidated balance sheets45
 38
 38
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
As of the beginning of the year158
 228
 244
Increases in tax positions for the current year9
 13
 7
Increases in tax positions for prior years(1)
11
 76
 24
Decreases in tax positions for prior years(9) (126) (46)
Decreases due to settlements(55) (33) (1)
As of the end of the year114
 158
 228
      
Total uncertain tax positions that if recognized would impact the effective tax rate87
 144
 245
Total amount of interest expense (benefit) and penalties recognized in the consolidated statements of operations(2)
(16) (12) 2
Total amount of interest expense and penalties recognized in the consolidated balance sheets26
 43
 67

(1) 
Includes the impact on uncertain tax positions for the year ended December 31, 2019 due to the closure of federal income tax audits for the years 2009 through 2012 and uncertain tax positions related to the SOFTERNilit acquisition (Note 4) of $19$4 million for the year ended December 31, 2016.
2017. 
(2) 
This amount reflects interest on uncertain tax positions and release of certain tax positions as a result of an audit closure that was reflected in the consolidated statements of operations. In addition, for the years ended December 31, 2016 and 2015, the Company also paid an additional $1 million and $12 million, respectively, of previously accrued amounts due to settlements of tax examinations.
The Company primarily operates in the US, Germany, Belgium, Canada, China, Italy, Mexico and Singapore. Examinations are ongoing in a number of these jurisdictions. The Company's US tax returns for the years 20092013 through 20122015 are currently under audit by the US Internal Revenue Service.Service ("IRS"). Outside of the US, the Company's German tax returns for the years 2008 through 20102015 are under audit as well as certain of the Company's other subsidiaries within their respective jurisdictions.
The decrease in uncertain tax positions for the year-endedyear ended December 31, 2016 is2019 was primarily due to audit closures and technical judicial clarifications. Itprogress of tax examinations. While it is reasonably possible that a further change in the unrecognized tax benefits may occur within the next twelve months related to the settlement of one or more of these audits.audits, the Company is unable to estimate the amount of any such change.
In connection withDuring the Company's USyear ended December 31, 2019, the IRS concluded federal income tax auditaudits of the Company's tax returns for the years 2009 and 2010, the Company has received $192 million of proposed pre-tax adjustments related to various intercompany charges. In the event the Company is wholly unsuccessful in its defense, an actual tax assessment wouldthrough 2012. The examinations did not result in a material impact to income tax expense. The Company's 2013 through 2015 tax years are under joint examination by the consumption of up to $67 million of prior foreign tax credit carryforwards.US, German and Dutch taxing authorities. The Company believes these proposed adjustments to be without merit and is vigorously defending its position.examinations are in the preliminary data gathering phase.

20. Management Compensation Plans 
General Plan Description
The Company issues stock-based awards under its 20092018 GIP which enables the compensation committee of the Board of Directors (and the Board of Directors as to non-management directors) to award incentive and nonqualified stock options, stock appreciation rights, shares of Common Stock, restricted stock awards, RSUs and incentive bonuses (which may be paid in cash or stock or a combination thereof), any of which may be performance-based, with vesting and other award provisions that provide effective incentive to Company employees (including officers), non-management directors and other service providers.
Total shares available for awards and total shares subject to outstanding awards are as follows:
As of December 31, 2016 As of December 31, 2019
Shares
Available for
Awards
 
Shares
Subject to
Outstanding
Awards
 
Shares
Available for
Awards
 
Shares
Subject to
Outstanding
Awards
2018 GIP6,244,945
 473,903
2009 GIP5,429,360
 1,798,343
 
 959,696
2004 Stock Incentive Plan
 12,500
(1) 

(1)
No RSUs remain outstanding under the 2004 Stock Incentive Plan.
The Company realized income tax benefits from stock option exercises and RSU vestings as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Income tax benefit realized7
 2
 2
Amount reversed in current year related to prior year
 
 
Stock Options
The summary of changes in stock options outstanding is as follows:
 
Number of
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
 
Aggregate
Intrinsic
Value
 (In thousands) (In $) (In years) (In $ millions)
As of December 31, 2015249
 35.19
 2.4 9
Granted
 
    
Exercised(195) 33.08
    
Forfeited
 
    
Expired
 
    
As of December 31, 2016(1)
54
 42.77
 2.0 2

(1)
All stock options outstanding as of December 31, 2016 were vested and exercisable.
The total intrinsic value of stock options exercised is as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Intrinsic value7
 4
 7


Restricted Stock Units
A summary of changes in nonvested performance-based RSUs outstanding is as follows:
Number of
Units
 
Weighted
Average
Grant Date
Fair Value
Number of
Units
 
Weighted
Average
Grant Date
Fair Value
(In thousands) (In $)(In thousands) (In $)
As of December 31, 20151,231
 50.24
As of December 31, 2018812
 75.25
Granted446
 56.24
259
 92.61
Additional performance-based RSUs granted(1)
483
 48.03
330
 56.14
Vested(966) 48.03
(663) 56.14
Canceled
 
Forfeited(109) 53.55
(88) 90.70
As of December 31, 20161,085
 53.36
As of December 31, 2019650
 89.86

______________________________
(1) 
Represents additional 2016 performance-based RSU grants in 2013 and 2014 that were awarded in 20162019 as a result of achieving internal profitability targets.
The fair value of shares vested for performance-based RSUs is as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Total66
 8
 42

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Total64
 27
 

A summary of changes in nonvested time-based RSUs outstanding is as follows:
 
Number of
Units
 
Weighted
Average
 Grant Date
Fair Value
 (In thousands) (In $)
As of December 31, 2018386
 86.69
Granted228
 96.22
Vested(188) 80.95
Forfeited(25) 90.42
As of December 31, 2019401
 94.56

 Employee Time-Based RSUs Director Time-Based RSUs
 
Number of
Units
 
Weighted
Average
 Grant Date
Fair Value
 
Number of
Units
 
Weighted
Average
Grant Date
Fair Value
 (In thousands) (In $) (In thousands) (In $)
As of December 31, 2015105
 60.78
 14
 64.94
Granted291
 67.82
 15
 69.76
Vested(42) 59.13
 (15) 65.03
Forfeited(24) 59.28
 
 
As of December 31, 2016330
 67.32
 14
 69.88
The fair value of shares vested for time-based RSUs is as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Total20
 21
 12

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Total4
 6
 9
The weighted average grant date fair value of RSUs granted is as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Total46
 48
 59

As of December 31, 20162019, there was $35$42 million of unrecognized compensation cost related to RSUs, excluding actual forfeitures, which is expected to be recognized over a weighted average period of two2 years.
The Company realized income tax benefits from RSU vestings as follows:
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Income tax benefit realized6
 7
 9


21. Leases
The components of lease expense are as follows:
Year Ended
December 31,
2019
Statement of Operations Classification
(In $ millions)
Lease Cost
Operating lease cost39
Cost of sales / Selling, general and administrative expenses
Short-term lease cost23
Cost of sales / Selling, general and administrative expenses
Variable lease cost8
Cost of sales / Selling, general and administrative expenses
Finance lease cost
Amortization of leased assets19
Cost of sales
Interest on lease liabilities18
Interest expense
Total net lease cost107

Supplemental consolidated balance sheet information related to leases is as follows:
As of
December 31,
2019
Balance Sheet Classification
(In $ millions)
Leases
Assets
Operating lease assets203
Operating lease ROU assets
Finance lease assets83
Property, plant and equipment, net
Total leased assets286
Liabilities
Current
Operating29
Current Other liabilities
Finance26
Short-term borrowings and current installments of long-term debt
Noncurrent
Operating181
Operating lease liabilities
Finance118
Long-term debt
Total lease liabilities354

As of
December 31,
2019
Weighted-Average Remaining Lease Term (years)
Operating leases15.0
Finance leases6.9
Weighted-Average Discount Rate
Operating leases2.7%
Finance leases11.5%


Supplemental consolidated cash flow information related to leases is as follows:
Year Ended
December 31,
2019
(In $ millions)
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases36
Operating cash flows from finance leases19
Financing cash flows from finance leases23
ROU assets obtained in exchange for finance lease liabilities
ROU assets obtained in exchange for operating lease liabilities11

Maturities of lease liabilities are as follows:
 As of December 31, 2019
 Operating Leases Finance Leases
 (In $ millions)
202035
 42
202127
 40
202223
 31
202321
 23
202418
 18
Later years132
 70
Total lease payments256
 224
Less amounts representing interest(46) (80)
Total lease obligations210
 144

See Note 3 for additional information regarding the adoption of ASU 2016-02, Leases.
Disclosures related to periods prior to adoption of ASU 2016-02
Operating lease rent expense was approximately $96 million for the year ended December 31, 2018. Future minimum lease payments under non-cancelable rental and lease agreements which havehad initial or remaining terms in excess of one year are as follows:
 As of December 31, 2018
 Operating Leases Capital Leases
 (In $ millions)
201943
 42
202034
 42
202125
 40
202223
 32
202321
 23
Later years130
 88
Minimum lease commitments276
 267
Less amounts representing interest  (100)
Present value of net minimum lease obligations  167

 As of December 31, 2016
 Capital Leases
 (In $ millions)
201746
201844
201945
202044
202144
Later years146
Sublease income
Minimum lease commitments369
Less amounts representing interest(152)
Present value of net minimum lease obligations217
 As of December 31, 2016
 Operating Leases
 (In $ millions)
201757
201853
201948
202042
202129
Later years166
Sublease income
Minimum lease commitments395
The Company expects that, in the normal course of business, leases that expire will be renewed or replaced by other leases.
Rent expense recorded under all operating leases is as follows:
 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Total154
 154
 161

22. Derivative Financial Instruments
Derivatives Designated As Hedges
Cash Flow Hedges
Cross-currency Swaps
In March 2015,The total notional amount of the Company settled its cross-currencyforward-starting interest rate swap agreements with notional values of $250 million/€193 million, expiring on September 11, 2020, and $225 million/€162 million, expiring on April 17, 2019, in exchange for cash of $88 million. The Company classifies cash flows from derivative instruments designated as a cash flow hedges in the same category of the consolidated statement of cash flowshedge is as the cash flows from the items being hedged. Accordingly, the settlement of the cross-currency swap agreements was included in Net cash provided by (used in) operating activities in the consolidated statement of cash flows for the year ended December 31, 2015.follows:
 As of December 31,
 2019 2018
 (In $ millions)
Total400
 400


Net Investment Hedges
The total notional amount of foreign currency denominated debt designated as a net investment hedge of net investments in foreign operations are as follows:
 As of December 31,
 2019 2018
 (In € millions)
Total1,578
 1,550

 As of December 31,
 2016 2015
 (In € millions)
Total850
 328
Derivatives Not Designated As Hedges
Foreign Currency Forwards and Swaps
Each of the contracts included in the table below will have approximately offsetting effects from actual underlying payables, receivables, intercompany loans or other assets or liabilities subject to foreign exchange remeasurement. The total US dollar equivalents of net foreign exchange exposure related to (short) long foreign exchange forward contracts outstanding by currency are as follows:
 20172020 Maturity
 (In $ millions)
Currency 
Brazilian real(1910)
British pound sterling(7888)
Canadian dollar33(8
)
Chinese renminbiyuan(4146)
Euro138(170
)
Hungarian forint913

Indonesian rupiah(611)
Korean won1016

Mexican peso(27)
Singapore dollar30

Swedish krona(4)
Total76(305
)

Gross notional values of the foreign currency forwards and swaps are as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Total692
 1,071

 As of December 31,
 2016 2015
 (In $ millions)
Total508
 502

Hedging activity for interest rate swaps, cross-currencyforeign currency forwards, commodity swaps and commodityinterest rate swaps is as follows:
 Year Ended December 31, Statement of Operations Classification
 2019 2018 2017 
 (In $ millions)  
Hedging activities2
 1
 4
 Cost of sales; Interest expense

 Year Ended December 31, Statement of Operations Classification
 2016 2015 2014 
 (In $ millions)  
Hedging activities2
 2
 (4) Cost of sales; Interest income (expense)
Ineffective portion of hedging activities
 
 
 Other income (expense), net

Information regarding changes in the fair value of the Company's derivative and non-derivative instruments is as follows:
 
Gain (Loss)
Recognized in Other
Comprehensive
Income (Loss)
 
Gain (Loss) Recognized
in Earnings (Loss)
 Statement of Operations Classification
 Year Ended December 31, Year Ended December 31, 
 2019 2018 2017 2019 2018 2017 
 (In $ millions) 
Designated as Cash Flow Hedges             
Commodity swaps(5) (2) 4
 2
 1
 5
 Cost of sales
Interest rate swaps(30) (10) 
 
 
 

Interest expense
Foreign currency forwards
 1
 (1) 
 
 (1) Cost of sales
Total(35) (11) 3
 2
 1
 4
  
              
Designated as Net Investment Hedges             
Foreign currency denominated debt (Note 14)
37
 51
 (119) 
 
 
 N/A
Cross-currency swaps (Note 14)
3
 
 
 
 
 
 N/A
Foreign currency forwards
 
 2
 
 
 
 N/A
Total40
 51
 (117) 
 
 
  
              
Not Designated as Hedges             
Foreign currency forwards and swaps
 
 
 (3) 13
 2

Foreign exchange gain (loss), net; Other income (expense), net
Total
 
 
 (3) 13
 2
  

 
Gain (Loss)
Recognized in Other
Comprehensive
Income (Loss)
 
Gain (Loss) Recognized
in Earnings (Loss)
 Statement of Operations Classification
 Year Ended December 31, Year Ended December 31, 
 2016 2015 2014 2016 2015 2014 
 (In $ millions) 
Designated as Cash Flow Hedges             
Commodity swaps7
 
 
 2
 
 
 Cost of sales
Interest rate swaps
 
 (1) 
 
 (4)
Interest expense
Cross-currency swaps
 
 (8) 
 46
 46
 Other income (expense), net or Interest expense
Total7
 
 (9) 2
 46
 42
  
              
Designated as a Net Investment Hedge             
Foreign currency denominated debt (Note 14)
61
 48
 23
 
 
 
 N/A
Total61
 48
 23
 
 
 
  
              
Not Designated as Hedges             
Interest rate swaps
 
 
 
 (1) (3) Interest expense
Foreign currency forwards and swaps
 
 
 14
 (82) (15)
Foreign exchange gain (loss), net; Other income (expense), net
Total
 
 
 14
 (83) (18)  
See Note 23 - Fair Value Measurements for additional information regarding the fair value of the Company's derivative instruments.

Certain of the Company's commodity swaps, interest rate swaps, cross-currency swaps and foreign currency forwards and swaps permit the Company to net settle all contracts with the counterparty through a single payment in an agreed upon currency in the event of default or early termination of the contract, similar to a master netting arrangement.
Information regarding the gross amounts of the Company's derivative instruments and the amounts offset in the consolidated balance sheets is as follows:
As of December 31,As of December 31,
2016 20152019 2018
(In $ millions)(In $ millions)
Derivative Assets      
Gross amount recognized14
 2
16
 11
Gross amount offset in the consolidated balance sheets4
 
1
 2
Net amount presented in the consolidated balance sheets10
 2
15
 9
Gross amount not offset in the consolidated balance sheets2
 
8
 3
Net amount8
 2
7
 6

 As of December 31,
 2016 2015
 (In $ millions)
Derivative Liabilities   
Gross amount recognized7
 2
Gross amount offset in the consolidated balance sheets4
 
Net amount presented in the consolidated balance sheets3
 2
Gross amount not offset in the consolidated balance sheets2
 
Net amount1
 2

 As of December 31,
 2019 2018
 (In $ millions)
Derivative Liabilities   
Gross amount recognized59
 20
Gross amount offset in the consolidated balance sheets1
 2
Net amount presented in the consolidated balance sheets58
 18
Gross amount not offset in the consolidated balance sheets8
 3
Net amount50
 15

23. Fair Value Measurements
The Company's financial assets and liabilities are measured at fair value on a recurring basis (Note 2) as follows:
Derivatives. Derivative financial instruments include interest rate swaps, commodity swaps, cross-currency swaps and foreign currency forwards and swaps and are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 fair value measurement inputs such as interest rates and foreign currency exchange rates. These market inputs are utilized in the discounted cash flow calculation considering the instrument's term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation for interest rate swaps, commodity swaps, cross-currency swaps and foreign currency forwards and swaps are observable in the active markets and are classified as Level 2 in the fair value measurement hierarchy.
 Fair Value Measurement Balance Sheet Classification
 
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 Total 
 As of December 31, 
 2019 2018 2019 2018 2019 2018 
 (In $ millions)  
Derivatives Designated as Cash Flow Hedges             
Commodity swaps
 
 
 1
 
 1
 Current Other assets
Designated as Net Investment Hedges             
Cross-currency swaps
 
 13
 
 13
 
 Current Other assets
Derivatives Not Designated as Hedges             
Foreign currency forwards and swaps
 
 2
 8
 2
 8
 Current Other assets
Total assets
 
 15
 9
 15
 9
  
Derivatives Designated as Cash Flow Hedges 
    
    
    
Commodity swaps
 
 (4) 
 (4) 
 Current Other liabilities
Commodity swaps
 
 (3) (1) (3) (1) Noncurrent Other liabilities
Interest rate swaps
 
 (40) (10) (40) (10) Noncurrent Other liabilities
Derivatives Designated as a Net Investment Hedges             
Cross-currency swaps
 
 (1) 
 (1) 
 Current Other liabilities
Cross-currency swaps
 
 (7) 
 (7) 
 Noncurrent Other liabilities
Derivatives Not Designated as Hedges             
Foreign currency forwards and swaps
 
 (3) (7) (3) (7) Current Other liabilities
Total liabilities
 
 (58) (18) (58) (18)  


 Fair Value Measurement Balance Sheet Classification
 
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 Total 
 As of December 31, 
 2016 2015 2016 2015 2016 2015 
 (In $ millions)  
Derivatives Designated as Cash Flow Hedges             
Commodity swaps
 
 5
 
 5
 
 Current Other assets
Derivatives Not Designated as Hedges             
Foreign currency forwards and swaps
 
 5
 2
 5
 2
 Current Other assets
Total assets
 
 10
 2
 10
 2
  
Designated as a Net Investment Hedge             
Foreign currency denominated debt(1)

 
 
 
 
 
 Long-term Debt
Derivatives Not Designated as Hedges             
Foreign currency forwards and swaps
 
 (3) (2) (3) (2) Current Other liabilities
Total liabilities
 
 (3) (2) (3) (2)  

(1)
Includedin the consolidated balance sheets at carrying amount.
Carrying values and fair values of financial instruments that are not carried at fair value are as follows:
     Fair Value Measurement
 
Carrying
Amount
 
Significant
Other
Observable
Inputs
(Level 2)
 
Unobservable
Inputs
(Level 3)
 Total
 As of December 31,
 2019 2018 2019 2018 2019 2018 2019 2018
 (In $ millions)
Equity investments without readily determinable fair values170
 164
 
 
 
 
 
 
Insurance contracts in nonqualified trusts35
 37
 35
 37
 
 
 35
 37
Long-term debt, including current installments of long-term debt3,455
 3,355
 3,456
 3,204
 143
 168
 3,599
 3,372
     Fair Value Measurement
 
Carrying
Amount
 
Significant
Other
Observable
Inputs
(Level 2)
 
Unobservable
Inputs
(Level 3)
 Total
 As of December 31,
 2016 2015 2016 2015 2016 2015 2016 2015
 (In $ millions)
Cost investments155
 151
 
 
 
 
 
 
Insurance contracts in nonqualified trusts49
 55
 49
 55
 
 
 49
 55
Long-term debt, including current installments of long-term debt2,938
 2,542
 2,826
 2,348
 217
 238
 3,043
 2,586

In general, the costequity investments included in the table above are not publicly traded and their fair values are not readily determinable; however, thedeterminable. The Company believes the carrying values approximate or are less than the fair values.value. Insurance contracts in nonqualified trusts consist of long-term fixed income securities, which are valued using independent vendor pricing models with observable inputs in the active market and therefore represent a Level 2 fair value measurement. The fair value of long-term debt is based on valuations from third-party banks and market quotations and is classified as Level 2 in the fair value measurement hierarchy. The fair value of obligations under capitalfinance leases, which are included in long-term debt, is based on lease payments and discount rates, which are not observable in the market and therefore represents a Level 3 fair value measurement.
As of December 31, 20162019 and 20152018, the fair values of cash and cash equivalents, receivables, trade payables, short-term borrowings and the current installments of long-term debt approximate carrying values due to the short-term nature of these instruments. These items have been excluded from the table with the exception of the current installments of long-term debt.

24. Commitments and Contingencies
Commitments
Guarantees
The Company has agreed to guarantee or indemnify third parties for environmental and other liabilities pursuant to a variety of agreements, including asset and business divestiture agreements, leases, settlement agreements and various agreements with affiliated companies. Although many of these obligations contain monetary and/or time limitations, others do not provide such limitations.
As indemnification obligations often depend on the occurrence of unpredictable future events, the future costs associated with them cannot be determined at this time.
The Company has accrued for all probable and reasonably estimable losses associated with all known matters or claims. These known obligations include the following:
Demerger Obligations
In connection with the Hoechst demerger, the Company agreed to indemnify Hoechst, and its legal successors, for various liabilities under the demerger agreement, including for environmental liabilities associated with contamination arising either from environmental damage in general ("Category A") or under 19 divestiture agreements entered into by Hoechst prior to the demerger ("Category B") (Note 16).
The Company's obligation to indemnify Hoechst, and its legal successors, is capped under Category B at €250 million. If and to the extent the environmental damage should exceed €750 million in aggregate, the Company's obligation to indemnify Hoechst and its legal successors applies, but is then limited to 33.33% of the remediation cost without further limitations. Cumulative payments under the divestiture agreements as of December 31, 20162019 are $75$92 million. MostThough the Company is significantly under its obligation cap under Category B, most of the divestiture agreements have become time barred and/or any notified environmental damage claims have been partially settled.

The Company has also undertaken in the demerger agreement to indemnify Hoechst and its legal successors for (i) 33.33% of any and all Category A liabilities that result from Hoechst being held as the responsible party pursuant to public law or current or future environmental law or by third parties pursuant to private or public law related to contamination and (ii) liabilities that Hoechst is required to discharge, including tax liabilities, which are associated with businesses that were included in the demerger but were not demerged due to legal restrictions on the transfers of such items. These indemnities do not provide for any monetary or time limitations. The Company has not been requested by Hoechst to make any payments in connection with this indemnification. Accordingly, the Company has not made any payments to Hoechst and its legal successors.
Based on the Company's evaluation of currently available information, including the lack of requests for indemnification, the Company cannot estimate the Possible Loss for the remaining demerger obligations, if any, in excess of amounts accrued.
Divestiture Obligations
The Company and its predecessor companies agreed to indemnify third-party purchasers of former businesses and assets for various pre-closing conditions, as well as for breaches of representations, warranties and covenants. Such liabilities also include environmental liability, product liability, antitrust and other liabilities. These indemnifications and guarantees represent standard contractual terms associated with typical divestiture agreements and, other than environmental liabilities, the Company does not believe that they expose the Company to any significant risk (Note 16).
The Company has divested numerous businesses, investments and facilities through agreements containing indemnifications or guarantees to the purchasers. Many of the obligations contain monetary and/or time limitations, which extend through 2037. The aggregate amount of outstanding indemnifications and guarantees provided for under these agreements is $123$116 million as of December 31, 20162019. Other agreements do not provide for any monetary or time limitations.
Based on the Company's evaluation of currently available information, including the number of requests for indemnification or other payment received by the Company, the Company cannot estimate the Possible Loss for the remaining divestiture obligations, if any, in excess of amounts accrued.

Purchase Obligations
In the normal course of business, the Company enters into various purchase commitments for goods and services. The Company maintains a number of "take-or-pay" contracts for purchases of raw materials, utilities and other services. Certain of the contracts contain a contract termination buy-out provision that allows for the Company to exit the contracts for amounts less than the remaining take-or-pay obligations. Additionally, the Company has other outstanding commitments representing maintenance and service agreements, energy and utility agreements, consulting contracts and software agreements. As of December 31, 20162019, the Company had unconditional purchase obligations of $2.4$1.2 billion, which extend through 2036.
Contingencies
The Company is involved in legal and regulatory proceedings, lawsuits, claims and investigations incidental to the normal conduct of business, relating to such matters as product liability, land disputes, commercialinsurance coverage disputes, contracts, employment, antitrust or competition compliance, intellectual property, personal injury and other actions in tort, workers' compensation, chemical exposure, asbestos exposure, taxes, trade compliance, prior acquisitions and divestitures, claims of legacy stockholders, past waste disposal practices and release of chemicals into the environment. The Company is actively defending those matters where the Company is named as a defendant and, based on the current facts, does not believe the outcomes from these matters would be material to the Company's results of operations, cash flows or financial position.
European Commission Investigation
In May 2017, the Company learned that the European Commission opened a competition law investigation involving certain subsidiaries of the Company with respect to certain past ethylene purchases. Based on information learned from the European Commission regarding its investigation, Celanese recorded a reserve of $89 million during the year ended December 31, 2019. The Company is continuing to cooperate with the European Commission. See Note 18 for additional information.

25. Supplemental Cash Flow Information 
 Year Ended December 31,
 2019 2018 2017
 (In $ millions)
Interest paid, net of amounts capitalized118
 133
 130
Taxes paid, net of refunds157
 100
 123
Noncash Investing and Financing Activities 
  
  
Accrued treasury stock repurchases4
 13
 
Accrued capital expenditures20
 (4) 14
Asset retirement obligations6
 (7) 2
Fair value adjustment to securities available for sale, net of tax
 
 (1)

 Year Ended December 31,
 2016 2015 2014
 (In $ millions)
Interest paid, net of amounts capitalized130
 120
 146
Taxes paid, net of refunds129
 151
 199
Noncash Investing and Financing Activities 
  
  
Accrued capital expenditures1
 (37) 3
Asset retirement obligations2
 3
 4
Capital expenditure reimbursement
 
 4
Capital lease obligations
 6
 22
Contingent consideration (Note 4)

 
 8
Distribution to noncontrolling interest (Note 5)

 (4) 
Mitsui reimbursement
 
 70

26. Segment Information
Business Segments
The Company operates through business segments according to the nature and economic characteristics of its products and customer relationships, as well as the manner in which the information is used internally by the Company's key decision maker, who is the Company's Chief Executive Officer.
The Company's business segments are as follows:
Advanced Engineered Materials
The Company's Advanced Engineered Materials segment includes the engineered materials business, our food ingredients business and certain strategic affiliates. The engineered materials business develops, produces and supplies a broad portfolio of high performance specialty polymers for automotive and medical applications, as well as industrial products and consumer electronics. Together with its strategic affiliates, the Company's engineered materials business is a leading participant in the global specialty polymers industry. The primary products of Advanced Engineered Materials are used in a broad range of end-use products including fuel system components, automotive safety systems, medical applications, electronics, appliances, industrial products, battery separators, conveyor belts, filtration equipment, coatings, and electrical applications and products.
Consumer Specialties
The Company's Consumer Specialties segment includes the cellulose derivatives and food ingredients businesses, which serve consumer-driven applications. These operating segments are aggregated by the Company into one reportable segment based on similar economic characteristics and similar production processes, classes of customers and selling and distribution practices. The Company's cellulose derivatives business It is a leading global producer and supplier of acetate tow, acetate flake and acetate film, primarily used in filter products applications. The Company's food ingredients business isalso a leading global supplier of acesulfame potassium for the food and beverage industry and is a leading producer of food protection ingredients, such as potassium sorbate and sorbic acid.
Acetate Tow
The Company's food ingredientsAcetate Tow segment serves consumer-driven applications and is a leading global producer and supplier of acetate tow and acetate flake, primarily used in filter products applications.
Acetyl Chain
The Company's Acetyl Chain segment includes the integrated chain of intermediate chemistry, emulsion polymers and ethylene vinyl acetate ("EVA") polymers businesses. The Company's intermediate chemistry business produces and sells the Qorus® sweetener systemsupplies acetyl products, including acetic acid, vinyl acetate monomer, acetic anhydride and Sunett® high intensity sweeteners.
Industrial Specialties
The Company's Industrial Specialties segment includes the emulsion polymersacetate esters. These products are generally used as starting materials for colorants, paints, adhesives, coatings and EVA polymers businesses, which are operating segments aggregated by the Company into one reportable segment based on similar products, production processes, classes of customerspharmaceuticals. It also produces organic solvents and sellingintermediates for pharmaceutical, agricultural and distribution practices as well as economic similarities over a normal business cycle.chemical products. The Company's emulsion polymers business is a leading global producer of vinyl acetate-based emulsions and develops products and application technologies to improve performance, create value and drive innovation in applications such as paints and coatings, adhesives, construction, glass fiber, textiles and paper. The Company's EVA polymers business is a leading North American manufacturer of a full range of specialty ethylene vinyl acetateEVA resins and compounds, as well as select grades of low-density polyethylene. The Company's EVA polymers'polymers products are used in many applications, including flexible packaging films, lamination film products, hot melt adhesives, automotive parts and carpeting.
Acetyl Intermediates
The Company's Acetyl Intermediates segment includes the intermediate chemistry business, which produces and supplies acetyl products, including acetic acid, vinyl acetate monomer, acetic anhydride and acetate esters. These products are generally used as starting materials for colorants, paints, adhesives, coatings and pharmaceuticals. The Acetyl Intermediates segment also produces organic solvents and intermediates for pharmaceutical, agricultural and chemical products.
Other Activities
Other Activities primarily consists of corporate center costs, including administrative activities such as finance, information technology and human resource functions, interest income and expense associated with financing activities and results of the Company's captive insurance companies. Other Activities also includes the components of net periodic benefit cost (interest cost, expected return on assets and net actuarial gains and losses) for the Company's defined benefit pension plans and other postretirement plans not allocated to the Company's business segments.
The business segment management reporting and controlling systems are based on the same accounting policies as those described in the summary of significant accounting policies (Note 2).

Sales transactions between business segments are generally recorded at values that approximate third-party selling prices.
Advanced
Engineered
Materials
 
Consumer
Specialties
 
Industrial
Specialties
 
Acetyl
Intermediates
 
Other
Activities
 Eliminations Consolidated 
Engineered
Materials
 Acetate Tow Acetyl Chain 
Other
Activities
 Eliminations Consolidated 
(In $ millions)(In $ millions)
Year Ended December 31, 2016 Year Ended December 31, 2019 
Net sales1,444
 929
(1) 
979
(2) 
2,441
(3) 

 (404) 5,389
 2,386
 636
(1) 
3,392
(2) 

 (117) 6,297
 
Other (charges) gains, net (Note 18)
(2) (2) (3) (3) (1) 
 (11) 5
 (88) (3) (117) 
 (203) 
Operating profit (loss)350
 302
 105
 340
 (205) 1
 893
 446
 52
 678
 (342) 
 834
 
Equity in net earnings (loss) of affiliates122
 3
 
 6
 24
 
 155
 168
 
 4
 10
 
 182
 
Depreciation and amortization92
 45
 34
 107
 12
 
 290
 131
 45
 161
 15
 
 352
 
Capital expenditures73
 38
 57
 67
 12
 
 247
(4) 
104
 43
 208
 35
 
 390
(3) 
As of December 31, 2016 As of December 31, 2019 
Goodwill and intangible assets, net517
 244
 46
 183
 
 
 990
 999
 153
 234
 
 
 1,386
 
Total assets2,792
 1,324
 758
 2,440
 1,043
 
 8,357
 4,125
 977
 3,489
 885
 
 9,476
 
Year Ended December 31, 2015 Year Ended December 31, 2018 
Net sales1,326
 969
(1) 
1,082
(2) 
2,744
(3) 

 (447) 5,674
 2,593
 649
(1) 
4,042
(2) 

 (129) 7,155
 
Other (charges) gains, net (Note 18)
(7) (25) (10) (300) (9) 
 (351) 
 (2) 11
 
 
 9
 
Operating profit (loss)235
 262
 72
 (3) (240) 
 326
 460
 130
 1,024
 (280) 
 1,334
 
Equity in net earnings (loss) of affiliates150
 2
 
 6
 23
 
 181
 218
 
 6
 9
 
 233
 
Depreciation and amortization99
 60
 64
 123
 11
 
 357
 126
 58
 148
 11
 
 343
 
Capital expenditures73
 65
 56
 282
 7
 
 483
(4) 
105
 29
 182
 17
 
 333
(3) 
As of December 31, 2015 As of December 31, 2018 
Goodwill and intangible assets, net338
 249
 49
 194
 
 
 830
 974
 153
 240
 
 
 1,367
 
Total assets2,324
 1,458
 747
 2,387
 1,670
 
 8,586
 4,012
 1,032
 3,471
 798
 
 9,313
 
Year Ended December 31, 2014 Year Ended December 31, 2017 
Net sales1,459
 1,160
(1) 
1,224
(2) 
3,493
(3) 

 (534) 6,802
 2,213
 668
(1) 
3,371
(2) 

 (112) 6,140
 
Other (charges) gains, net (Note 18)
(1) 16
 (1) (3) 4
 
 15
 (2) (2) (52) (3) 
 (59) 
Operating profit (loss)221
 388
 76
 558
 (485) 
 758
 412
 189
 509
 (253) 
 857
 
Equity in net earnings (loss) of affiliates161
 9
 
 20
 56
 
 246
 171
 
 6
 6
 
 183
 
Depreciation and amortization106
 43
 50
 81
 12
 
 292
 111
 41
 143
 10
 
 305
 
Capital expenditures65
 103
 29
 478
 6
 
 681
(4) 
78
 39
 150
 14
 
 281
(3) 

______________________________
(1) 
Includes intersegment sales of $0 million, $0 million, and $2 million for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.
(2) 
Includes intersegment sales of $3$117 million, $0$129 million and $0$110 million for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.
(3) 
Includes intersegment sales of $401 million, $447 million and $532 million for the years ended December 31, 2016, 2015 and 2014, respectively.
(4)
Includes an increase in accrued capital expenditures of $1$20 million, a decrease in accrued capital expenditures of $37$4 million and an increase in accrued capital expenditures of $3$14 million for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively.

Geographical Area Information
The net sales to external customers based on the geographic location of the Company's facilities are as follows:
Year Ended December 31,Year Ended December 31,
2016 2015 20142019 2018 2017
(In $ millions)(In $ millions)
Belgium408
 417
 480
259
 261
 295
Canada123
 162
 204
75
 115
 92
China745
 800
 996
859
 1,070
 833
Germany1,540
 1,779
 2,156
2,132
 2,335
 1,776
Mexico214
 204
 259
244
 307
 257
Singapore758
 703
 632
787
 997
 867
US1,451
 1,463
 1,899
1,713
 1,769
 1,572
Other150
 146
 176
228
 301
 448
Total5,389
 5,674
 6,802
6,297
 7,155
 6,140
Property, plant and equipment, net based on the geographic location of the Company's facilities is as follows:
 As of December 31,
 2019 2018
 (In $ millions)
Belgium55
 54
Canada105
 114
China316
 331
Germany866
 903
Mexico57
 144
Singapore80
 83
US2,095
 1,961
Other139
 129
Total3,713
 3,719
 As of December 31,
 2016 2015
 (In $ millions)
Belgium55
 56
Canada132
 137
China359
 417
Germany868
 931
Mexico159
 156
Singapore90
 68
US1,798
 1,774
Other116
 70
Total3,577
 3,609

27. Earnings (Loss) Per ShareRevenue Recognition
 Year Ended December 31,
 2016 2015 2014
 (In $ millions, except share data)
Amounts attributable to Celanese Corporation     
Earnings (loss) from continuing operations902
 306
 631
Earnings (loss) from discontinued operations(2) (2) (7)
Net earnings (loss)900
 304
 624
      
Weighted average shares - basic144,939,433
 150,838,050
 155,012,370
Incremental shares attributable to equity awards(1)
728,748
 1,449,905
 1,154,623
Weighted average shares - diluted145,668,181
 152,287,955
 156,166,993
Disaggregated Revenue

In general, the Company's business segmentation is aligned according to the nature and economic characteristics of its products and customer relationships and provides meaningful disaggregation of each business segment's results of operations.
The Company manages its Engineered Materials business segment through its project management pipeline, which is comprised of a broad range of projects which are solutions-based and are tailored to each customers' unique needs. Projects are identified and selected based on success rate and may involve a number of different polymers per project for use in multiple end-use applications. Therefore, the Company is agnostic toward products and end-use markets for the Engineered Materials business segment.
Within the Acetate Tow business segment, the Company's primary product is acetate tow, which is managed through contracts with a few major tobacco companies and accounts for a significant amount of filters used in cigarette production worldwide.
The Company manages its Acetyl Chain business segment by leveraging its ability to sell chemicals externally to end-use markets or downstream to its emulsion polymers business. Decisions to sell externally and geographically or downstream and along the Acetyl Chain are based on market demand, trade flows and maximizing the value of its chemicals. Therefore, the Company's strategic focus is on executing within this integrated chain model and less on driving product-specific revenue.

Further disaggregation of Net sales by business segment and geographic destination is as follows:
 Year Ended December 31,
 2019 2018
 (In $ millions)
Engineered Materials   
North America735
 770
Europe and Africa1,047
 1,216
Asia-Pacific533
 532
South America71
 75
Total2,386
 2,593
    
Acetate Tow   
North America125
 133
Europe and Africa258
 260
Asia-Pacific224
 217
South America29
 39
Total636
 649
    
Acetyl Chain   
North America1,079
 1,145
Europe and Africa1,098
 1,236
Asia-Pacific1,013
 1,411
South America85
 121
Total(1)
3,275
 3,913
______________________________
(1) 
Excludes 836, 2,903intersegment sales of $117 million and $129 million for the years ended December 31, 2019 and 2018, respectively.
28. Earnings (Loss) Per Share
 Year Ended December 31,
 2019 2018 2017
 (In $ millions, except share data)
Amounts attributable to Celanese Corporation     
Earnings (loss) from continuing operations858
 1,212
 856
Earnings (loss) from discontinued operations(6) (5) (13)
Net earnings (loss)852
 1,207
 843
      
Weighted average shares - basic123,925,697
 134,305,269
 137,902,667
Incremental shares attributable to equity awards(1)
726,062
 1,111,589
 414,728
Weighted average shares - diluted124,651,759
 135,416,858
 138,317,395
______________________________
(1)
Excludes 45, 0 and 29 equity award shares for the years ended December 31, 2016, 20152019, 2018 and 2014,2017, respectively, as their effect would have been antidilutive.

28.29. Consolidating Guarantor Financial Information
The Senior Notes were issued by Celanese US ("Issuer") and are guaranteed by Celanese Corporation ("Parent Guarantor") and the Subsidiary Guarantors (Note 14). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally.
For cash management purposes, the Company transfers cash between the Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company's outstanding debt, Common Stock dividends and Common Stock repurchases. The consolidating statements of cash flowflows present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows.
The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees.
For the year ended December 31, 2015, $54 million in interest expense was allocated from the Issuer to Subsidiary Guarantors.
The consolidating financial informationstatements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows:

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF OPERATIONS
Year Ended December 31, 2016Year Ended December 31, 2019
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net sales
 
 2,162
 4,322
 (1,095) 5,389

 
 2,298
 5,137
 (1,138) 6,297
Cost of sales
 
 (1,657) (3,428) 1,101
 (3,984)
 
 (1,795) (4,036) 1,140
 (4,691)
Gross profit
 
 505
 894
 6
 1,405

 
 503
 1,101
 2
 1,606
Selling, general and administrative expenses
 
 (112) (304) 
 (416)
 
 (179) (304) 
 (483)
Amortization of intangible assets
 
 (5) (4) 
 (9)
 
 (8) (16) 
 (24)
Research and development expenses
 
 (32) (46) 
 (78)
 
 (27) (40) 
 (67)
Other (charges) gains, net
 
 
 (11) 
 (11)
 
 (8) (195) 
 (203)
Foreign exchange gain (loss), net
 
 
 (1) 
 (1)
 
 
 7
 
 7
Gain (loss) on disposition of businesses and assets, net
 
 (8) 17
 (6) 3

 
 (9) 7
 
 (2)
Operating profit (loss)
 
 348
 545
 
 893

 
 272
 560
 2
 834
Equity in net earnings (loss) of affiliates898
 939
 653
 146
 (2,481) 155
881
 856
 551
 165
 (2,271) 182
Non-operating pension and other postretirement employee benefit (expense) income
 
 13
 (33) 
 (20)
Interest expense
 (16) (94) (29) 19
 (120)(29) (39) (127) (37) 117
 (115)
Refinancing expense
 (4) (2) 
 
 (6)
 (4) 
 
 
 (4)
Interest income
 12
 4
 5
 (19) 2

 63
 49
 11
 (117) 6
Dividend income - cost investments
 
 
 107
 1
 108
Dividend income - equity investments
 
 
 113
 
 113
Other income (expense), net
 (1) 1
 (2) 
 (2)
 (7) 1
 (2) 
 (8)
Earnings (loss) from continuing operations before tax898
 930
 910
 772
 (2,480) 1,030
852
 869
 759
 777
 (2,269) 988
Income tax (provision) benefit2
 (32) (53) (36) (3) (122)
 12
 23
 (158) (1) (124)
Earnings (loss) from continuing operations900
 898
 857
 736
 (2,483) 908
852
 881
 782
 619
 (2,270) 864
Earnings (loss) from operation of discontinued operations
 
 (2) (1) 
 (3)
 
 (8) 
 
 (8)
Gain (loss) on disposition of discontinued operations
 
 
 
 
 
Income tax (provision) benefit from discontinued operations
 
 
 1
 
 1

 
 2
 
 
 2
Earnings (loss) from discontinued operations
 
 (2) 
 
 (2)
 
 (6) 
 
 (6)
Net earnings (loss)900
 898
 855
 736
 (2,483) 906
852
 881
 776
 619
 (2,270) 858
Net (earnings) loss attributable to noncontrolling interests
 
 
 (6) 
 (6)
 
 
 (6) 
 (6)
Net earnings (loss) attributable to Celanese Corporation900
 898
 855
 730
 (2,483) 900
852
 881
 776
 613
 (2,270) 852

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF OPERATIONS
Year Ended December 31, 2015Year Ended December 31, 2018
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net sales
 
 2,410
 4,485
 (1,221) 5,674

 
 2,387
 5,954
 (1,186) 7,155
Cost of sales
 
 (1,729) (3,897) 1,270
 (4,356)
 
 (1,898) (4,471) 1,186
 (5,183)
Gross profit
 
 681
 588
 49
 1,318

 
 489
 1,483
 
 1,972
Selling, general and administrative expenses
 
 (242) (264) 
 (506)
 
 (213) (333) 
 (546)
Amortization of intangible assets
 
 (5) (6) 
 (11)
 
 (8) (16) 
 (24)
Research and development expenses
 
 (78) (41) 
 (119)
 
 (30) (42) 
 (72)
Other (charges) gains, net
 
 (5) (346) 
 (351)
 
 
 9
 
 9
Foreign exchange gain (loss), net
 
 
 4
 
 4

 (3) 
 3
 
 
Gain (loss) on disposition of businesses and assets, net
 
 (6) (3) 
 (9)
 
 (10) 5
 
 (5)
Operating profit (loss)
 
 345
 (68) 49
 326

 (3) 228
 1,109
 
 1,334
Equity in net earnings (loss) of affiliates302
 314
 84
 162
 (681) 181
1,207
 1,202
 1,033
 220
 (3,429) 233
Non-operating pension and other postretirement employee benefit (expense) income
 
 (28) (34) 
 (62)
Interest expense
 (77) (76) (36) 70
 (119)
 (30) (118) (33) 56
 (125)
Refinancing expense
 
 
 
 
 

 (1) 
 
 
 (1)
Interest income
 18
 40
 13
 (70) 1

 45
 7
 10
 (56) 6
Dividend income - cost investments
 
 
 107
 
 107
Dividend income - equity investments
 
 
 113
 4
 117
Other income (expense), net
 (2) 2
 (8) 
 (8)
 5
 1
 3
 (1) 8
Earnings (loss) from continuing operations before tax302
 253
 395
 170
 (632) 488
1,207
 1,218
 1,123
 1,388
 (3,426) 1,510
Income tax (provision) benefit2
 49
 (133) (98) (21) (201)
 (11) (106) (176) 1
 (292)
Earnings (loss) from continuing operations304
 302
 262
 72
 (653) 287
1,207
 1,207
 1,017
 1,212
 (3,425) 1,218
Earnings (loss) from operation of discontinued operations
 
 (3) 
 
 (3)
 
 3
 (8) 
 (5)
Gain (loss) on disposition of discontinued operations
 
 
 
 
 
Income tax (provision) benefit from discontinued operations
 
 1
 
 
 1

 
 (1) 1
 
 
Earnings (loss) from discontinued operations
 
 (2) 
 
 (2)
 
 2
 (7) 
 (5)
Net earnings (loss)304
 302
 260
 72
 (653) 285
1,207
 1,207
 1,019
 1,205
 (3,425) 1,213
Net (earnings) loss attributable to noncontrolling interests
 
 
 19
 
 19

 
 
 (6) 
 (6)
Net earnings (loss) attributable to Celanese Corporation304
 302
 260
 91
 (653) 304
1,207
 1,207
 1,019
 1,199
 (3,425) 1,207

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF OPERATIONS
 Year Ended December 31, 2017
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net sales
 
 2,240
 5,013
 (1,113) 6,140
Cost of sales
 
 (1,723) (4,014) 1,108
 (4,629)
Gross profit
 
 517
 999
 (5) 1,511
Selling, general and administrative expenses
 
 (189) (307) 
 (496)
Amortization of intangible assets
 
 (4) (16) 
 (20)
Research and development expenses
 
 (32) (41) 
 (73)
Other (charges) gains, net
 
 (6) (53) 
 (59)
Foreign exchange gain (loss), net
 
 
 (1) 
 (1)
Gain (loss) on disposition of businesses and assets, net
 
 (8) 3
 
 (5)
Operating profit (loss)
 
 278
 584
 (5) 857
Equity in net earnings (loss) of affiliates843
 867
 591
 166
 (2,284) 183
Non-operating pension and other postretirement employee benefit (expense) income
 
 60
 (16) 
 44
Interest expense
 (20) (104) (30) 32
 (122)
Interest income
 25
 4
 5
 (32) 2
Dividend income - equity investments
 
 
 111
 (3) 108
Other income (expense), net
 (3) 2
 4
 
 3
Earnings (loss) from continuing operations before tax843
 869
 831
 824
 (2,292) 1,075
Income tax (provision) benefit
 (26) (62) (125) 
 (213)
Earnings (loss) from continuing operations843
 843
 769
 699
 (2,292) 862
Earnings (loss) from operation of discontinued operations
 
 (2) (14) 
 (16)
Income tax (provision) benefit from discontinued operations
 
 1
 2
 
 3
Earnings (loss) from discontinued operations
 
 (1) (12) 
 (13)
Net earnings (loss)843
 843
 768
 687
 (2,292) 849
Net (earnings) loss attributable to noncontrolling interests
 
 
 (6) 
 (6)
Net earnings (loss) attributable to Celanese Corporation843
 843
 768
 681
 (2,292) 843
 Year Ended December 31, 2014
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net sales
 
 2,860
 5,166
 (1,224) 6,802
Cost of sales
 
 (1,822) (4,550) 1,186
 (5,186)
Gross profit
 
 1,038
 616
 (38) 1,616
Selling, general and administrative expenses
 
 (313) (445) 
 (758)
Amortization of intangible assets
 
 (7) (13) 
 (20)
Research and development expenses
 
 (47) (39) 
 (86)
Other (charges) gains, net
 
 28
 (13) 
 15
Foreign exchange gain (loss), net
 
 
 (2) 
 (2)
Gain (loss) on disposition of businesses and assets, net
 
 (11) 4
 
 (7)
Operating profit (loss)
 
 688
 108
 (38) 758
Equity in net earnings (loss) of affiliates622
 806
 90
 210
 (1,482) 246
Interest expense
 (190) (22) (78) 143
 (147)
Refinancing expense
 (29) 
 
 
 (29)
Interest income
 57
 72
 15
 (143) 1
Dividend income - cost investments
 
 
 116
 
 116
Other income (expense), net
 
 4
 (8) 
 (4)
Earnings (loss) from continuing operations before tax622
 644
 832
 363
 (1,520) 941
Income tax (provision) benefit2
 (22) (237) (71) 14
 (314)
Earnings (loss) from continuing operations624
 622
 595
 292
 (1,506) 627
Earnings (loss) from operation of discontinued operations
 
 (8) (3) 
 (11)
Gain (loss) on disposition of discontinued operations
 
 
 
 
 
Income tax (provision) benefit from discontinued operations
 
 3
 1
 
 4
Earnings (loss) from discontinued operations
 
 (5) (2) 
 (7)
Net earnings (loss)624
 622
 590
 290
 (1,506) 620
Net (earnings) loss attributable to noncontrolling interests
 
 
 4
 
 4
Net earnings (loss) attributable to Celanese Corporation624
 622
 590
 294
 (1,506) 624


CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
Year Ended December 31, 2016Year Ended December 31, 2019
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net earnings (loss)900
 898
 855
 736
 (2,483) 906
852
 881
 776
 619
 (2,270) 858
Other comprehensive income (loss), net of tax                      
Unrealized gain (loss) on marketable securities
 
 
 
 
 
Foreign currency translation(11) (11) (65) (73) 149
 (11)(16) (16) (39) (48) 103
 (16)
Gain (loss) from cash flow hedges5
 5
 5
 5
 (15) 5
(30) (30) (6) (4) 40
 (30)
Pension and postretirement benefits(4) (4) (4) (2) 10
 (4)(7) (7) (6) (7) 20
 (7)
Total other comprehensive income (loss), net of tax(10) (10) (64) (70) 144
 (10)(53) (53) (51) (59) 163
 (53)
Total comprehensive income (loss), net of tax890
 888
 791
 666
 (2,339) 896
799
 828
 725
 560
 (2,107) 805
Comprehensive (income) loss attributable to noncontrolling interests
 
 
 (6) 
 (6)
 
 
 (6) 
 (6)
Comprehensive income (loss) attributable to Celanese Corporation890
 888
 791
 660
 (2,339) 890
799
 828
 725
 554
 (2,107) 799

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
Year Ended December 31, 2015Year Ended December 31, 2018
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net earnings (loss)304
 302
 260
 72
 (653) 285
1,207
 1,207
 1,019
 1,205
 (3,425) 1,213
Other comprehensive income (loss), net of tax                      
Unrealized gain (loss) on marketable securities
 
 
 
 
 

 
 6
 13
 (19) 
Foreign currency translation(188) (188) (181) (231) 600
 (188)(60) (60) (90) (109) 259
 (60)
Gain (loss) from cash flow hedges2
 2
 5
 1
 (8) 2
(10) (10) (2) (1) 13
 (10)
Pension and postretirement benefits3
 3
 3
 2
 (8) 3
Total other comprehensive income (loss), net of tax(183) (183) (173) (228) 584
 (183)(70) (70) (86) (97) 253
 (70)
Total comprehensive income (loss), net of tax121
 119
 87
 (156) (69) 102
1,137
 1,137
 933
 1,108
 (3,172) 1,143
Comprehensive (income) loss attributable to noncontrolling interests
 
 
 19
 
 19

 
 
 (6) 
 (6)
Comprehensive income (loss) attributable to Celanese Corporation121
 119
 87
 (137) (69) 121
1,137
 1,137
 933
 1,102
 (3,172) 1,137

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)
 Year Ended December 31, 2017
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net earnings (loss)843
 843
 768
 687
 (2,292) 849
Other comprehensive income (loss), net of tax           
Unrealized gain (loss) on marketable securities(1) (1) (1) (1) 3
 (1)
Foreign currency translation174
 174
 226
 268
 (668) 174
Gain (loss) from cash flow hedges(1) (1) (1) (1) 3
 (1)
Pension and postretirement benefits9
 9
 7
 10
 (26) 9
Total other comprehensive income (loss), net of tax181
 181
 231
 276
 (688) 181
Total comprehensive income (loss), net of tax1,024
 1,024
 999
 963
 (2,980) 1,030
Comprehensive (income) loss attributable to noncontrolling interests
 
 
 (6) 
 (6)
Comprehensive income (loss) attributable to Celanese Corporation1,024
 1,024
 999
 957
 (2,980) 1,024
 Year Ended December 31, 2014
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net earnings (loss)624
 622
 590
 290
 (1,506) 620
Other comprehensive income (loss), net of tax           
Unrealized gain (loss) on marketable securities1
 1
 1
 1
 (3) 1
Foreign currency translation(148) (148) (31) (65) 244
 (148)
Gain (loss) from cash flow hedges40
 40
 (1) (7) (32) 40
Pension and postretirement benefits(54) (54) (54) (5) 113
 (54)
Total other comprehensive income (loss), net of tax(161) (161) (85) (76) 322
 (161)
Total comprehensive income (loss), net of tax463
 461
 505
 214
 (1,184) 459
Comprehensive (income) loss attributable to noncontrolling interests
 
 
 4
 
 4
Comprehensive income (loss) attributable to Celanese Corporation463
 461
 505
 218
 (1,184) 463


CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
As of December 31, 2016As of December 31, 2019
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
ASSETS                      
Current Assets                      
Cash and cash equivalents
 
 51
 587
 
 638

 
 16
 447
 
 463
Trade receivables - third party and affiliates
 
 107
 819
 (125) 801

 
 122
 851
 (123) 850
Non-trade receivables, net40
 499
 249
 308
 (873) 223
56
 1,188
 1,925
 743
 (3,581) 331
Inventories, net
 
 239
 526
 (45) 720

 
 360
 725
 (47) 1,038
Deferred income taxes
 
 
 
 
 
Marketable securities, at fair value
 
 30
 
 
 30
Marketable securities
 
 24
 16
 
 40
Other assets
 42
 25
 76
 (83) 60

 36
 11
 38
 (42) 43
Total current assets40
 541
 701
 2,316
 (1,126) 2,472
56
 1,224
 2,458
 2,820
 (3,793) 2,765
Investments in affiliates2,548
 4,029
 3,655
 752
 (10,132) 852
4,064
 5,217
 4,206
 841
 (13,353) 975
Property, plant and equipment, net
 
 1,049
 2,528
 
 3,577

 
 1,461
 2,252
 
 3,713
Operating lease right-of-use assets
 
 50
 153
 
 203
Deferred income taxes
 
 91
 86
 (18) 159

 
 
 101
 (5) 96
Other assets
 705
 133
 156
 (687) 307

 1,661
 195
 445
 (1,963) 338
Goodwill
 
 314
 482
 
 796

 
 399
 675
 
 1,074
Intangible assets, net
 
 48
 146
 
 194

 
 125
 187
 
 312
Total assets2,588
 5,275
 5,991
 6,466
 (11,963) 8,357
4,120
 8,102
 8,894
 7,474
 (19,114) 9,476
LIABILITIES AND EQUITY                      
Current Liabilities                      
Short-term borrowings and current installments of long-term debt - third party and affiliates
 6
 133
 250
 (271) 118
1,596
 374
 1,089
 385
 (2,948) 496
Trade payables - third party and affiliates
 
 226
 524
 (125) 625
17
 
 333
 553
 (123) 780
Other liabilities
 58
 167
 262
 (165) 322

 49
 188
 397
 (173) 461
Deferred income taxes
 
 
 
 
 
Income taxes payable
 
 454
 75
 (517) 12

 
 439
 80
 (502) 17
Total current liabilities
 64
 980
 1,111
 (1,078) 1,077
1,613
 423
 2,049
 1,415
 (3,746) 1,754
Noncurrent Liabilities                      
Long-term debt, net of unamortized deferred financing costs
 2,647
 727
 210
 (694) 2,890

 3,565
 1,677
 101
 (1,934) 3,409
Deferred income taxes
 16
 
 132
 (18) 130

 3
 101
 158
 (5) 257
Uncertain tax positions
 
 3
 130
 (2) 131

 
 
 169
 (4) 165
Benefit obligations
 
 636
 257
 
 893

 
 257
 332
 
 589
Operating lease liabilities
 
 40
 140
 1
 181
Other liabilities
 
 74
 142
 (1) 215

 47
 93
 118
 (35) 223
Total noncurrent liabilities
 2,663
 1,440
 871
 (715) 4,259

 3,615
 2,168
 1,018
 (1,977) 4,824
Total Celanese Corporation stockholders' equity2,588
 2,548
 3,571
 4,051
 (10,170) 2,588
2,507
 4,064
 4,677
 4,650
 (13,391) 2,507
Noncontrolling interests
 
 
 433
 
 433

 
 
 391
 
 391
Total equity2,588
 2,548
 3,571
 4,484
 (10,170) 3,021
2,507
 4,064
 4,677
 5,041
 (13,391) 2,898
Total liabilities and equity2,588
 5,275
 5,991
 6,466
 (11,963) 8,357
4,120
 8,102
 8,894
 7,474
 (19,114) 9,476

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
 As of December 31, 2018
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
ASSETS           
Current Assets           
Cash and cash equivalents
 
 30
 409
 
 439
Trade receivables - third party and affiliates
 
 96
 1,040
 (119) 1,017
Non-trade receivables, net40
 551
 797
 697
 (1,784) 301
Inventories, net
 
 329
 765
 (48) 1,046
Marketable securities
 
 31
 
 
 31
Other assets
 24
 10
 37
 (31) 40
Total current assets40
 575
 1,293
 2,948
 (1,982) 2,874
Investments in affiliates3,503
 4,820
 4,678
 855
 (12,877) 979
Property, plant and equipment, net
 
 1,289
 2,430
 
 3,719
Deferred income taxes
 
 
 86
 (2) 84
Other assets
 1,658
 142
 461
 (1,971) 290
Goodwill
 
 399
 658
 
 1,057
Intangible assets, net
 
 132
 178
 
 310
Total assets3,543
 7,053
 7,933
 7,616
 (16,832) 9,313
LIABILITIES AND EQUITY           
Current Liabilities           
Short-term borrowings and current installments of long-term debt - third party and affiliates544
 333
 465
 258
 (1,039) 561
Trade payables - third party and affiliates13
 1
 342
 583
 (120) 819
Other liabilities1
 87
 267
 258
 (270) 343
Income taxes payable
 
 475
 88
 (507) 56
Total current liabilities558
 421
 1,549
 1,187
 (1,936)
1,779
Noncurrent Liabilities           
Long-term debt, net of unamortized deferred financing costs
 3,104
 1,679
 127
 (1,940) 2,970
Deferred income taxes
 15
 85
 157
 (2) 255
Uncertain tax positions
 
 6
 152
 
 158
Benefit obligations
 
 250
 314
 
 564
Other liabilities1
 10
 99
 138
 (40) 208
Total noncurrent liabilities1
 3,129
 2,119
 888
 (1,982) 4,155
Total Celanese Corporation stockholders' equity2,984
 3,503
 4,265
 5,146
 (12,914) 2,984
Noncontrolling interests
 
 
 395
 
 395
Total equity2,984
 3,503
 4,265
 5,541
 (12,914) 3,379
Total liabilities and equity3,543
 7,053
 7,933
 7,616
 (16,832) 9,313
 As of December 31, 2015
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
ASSETS           
Current Assets           
Cash and cash equivalents
 
 21
 946
 
 967
Trade receivables - third party and affiliates
 
 132
 722
 (148) 706
Non-trade receivables, net37
 580
 298
 522
 (1,152) 285
Inventories, net
 
 258
 474
 (50) 682
Deferred income taxes
 
 19
 68
 (19) 68
Marketable securities, at fair value
 
 30
 
 
 30
Other assets
 12
 28
 40
 (31) 49
Total current assets37
 592
 786
 2,772
 (1,400) 2,787
Investments in affiliates2,341
 3,947
 3,909
 738
 (10,097) 838
Property, plant and equipment, net
 
 1,001
 2,608
 
 3,609
Deferred income taxes
 2
 178
 42
 
 222
Other assets
 418
 151
 227
 (496) 300
Goodwill
 
 314
 391
 
 705
Intangible assets, net
 
 51
 74
 
 125
Total assets2,378
 4,959
 6,390
 6,852
 (11,993) 8,586
LIABILITIES AND EQUITY           
Current Liabilities           
Short-term borrowings and current installments of long-term debt - third party and affiliates
 479
 181
 213
 (360) 513
Trade payables - third party and affiliates
 
 240
 495
 (148) 587
Other liabilities
 28
 281
 283
 (262) 330
Deferred income taxes
 26
 
 23
 (19) 30
Income taxes payable
 
 537
 116
 (563) 90
Total current liabilities
 533
 1,239
 1,130
 (1,352)
1,550
Noncurrent Liabilities           
Long-term debt, net of unamortized deferred financing costs
 2,078
 706
 187
 (503) 2,468
Deferred income taxes
 
 
 136
 
 136
Uncertain tax positions
 7
 29
 131
 
 167
Benefit obligations
 
 960
 229
 
 1,189
Other liabilities
 
 93
 155
 (1) 247
Total noncurrent liabilities
 2,085
 1,788
 838
 (504) 4,207
Total Celanese Corporation stockholders' equity2,378
 2,341
 3,363
 4,433
 (10,137) 2,378
Noncontrolling interests
 
 
 451
 
 451
Total equity2,378
 2,341
 3,363
 4,884
 (10,137) 2,829
Total liabilities and equity2,378
 4,959
 6,390
 6,852
 (11,993) 8,586


CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 2016Year Ended December 31, 2019
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net cash provided by (used in) operating activities695
 711
 (21) 872
 (1,364) 893
1,297
 (42) 1,044
 716
 (1,561) 1,454
Investing Activities                      
Capital expenditures on property, plant and equipment
 
 (139) (107) 
 (246)
 
 (246) (124) 
 (370)
Acquisitions, net of cash acquired
 
 
 (178) 
 (178)
 
 (31) (60) 
 (91)
Proceeds from sale of businesses and assets, net
 
 1
 11
 
 12

 
 9
 
 (8) 1
Capital expenditures related to Fairway Methanol LLC
 
 
 
 
 
Return of capital from subsidiary
 145
 758
 
 (903) 

 
 10
 
 (10) 
Contributions to subsidiary
 
 
 
 
 

 
 (222) (218) 440
 
Intercompany loan receipts (disbursements)
 (283) 19
 90
 174
 

 
 (536) 
 536
 
Purchases of marketable securities
 
 
 (16) 
 (16)
Other, net
 
 (10) (17) 
 (27)
 
 
 (25) 8
 (17)
Net cash provided by (used in) investing activities
 (138) 629
 (201) (729) (439)
 
 (1,016) (443) 966
 (493)
Financing Activities                      
Short-term borrowings (repayments), net
 (371) 1
 (1) 19
 (352)
Net change in short-term borrowings with maturities of 3 months or less
 160
 17
 (4) 74
��247
Proceeds from short-term borrowings
 
 
 53
 
 53

 
 
 727
 (610) 117
Repayments of short-term borrowings
 
 
 (90) 
 (90)
 
 
 (91) 
 (91)
Proceeds from long-term debt
 1,589
 746
 
 (826) 1,509

 499
 
 
 
 499
Repayments of long-term debt
 (1,083) (635) (42) 633
 (1,127)
 (335) (1) (24) 
 (360)
Purchases of treasury stock, including related fees(500) 
 
 
 
 (500)(996) 
 
 
 
 (996)
Dividends to parent
 (695) (669) 
 1,364
 

 (272) (251) (1,038) 1,561
 
Contributions from parent
 
 
 
 
 

 
 218
 222
 (440) 
Stock option exercises6
 
 
 
 
 6
(1) 
 
 
 
 (1)
Series A common stock dividends(201) 
 
 
 
 (201)
Common stock dividends(300) 
 
 
 
 (300)
Return of capital to parent
 
 
 (903) 903
 

 
 
 (10) 10
 
(Distributions to) contributions from noncontrolling interests
 
 
 (24) 
 (24)
 
 
 (10) 
 (10)
Other, net
 (13) (21) 1
 
 (33)
 (10) (25) (5) 
 (40)
Net cash provided by (used in) financing activities(695) (573) (578) (1,006) 2,093
 (759)(1,297) 42
 (42) (233) 595
 (935)
Exchange rate effects on cash and cash equivalents
 
 
 (24) 
 (24)
 
 
 (2) 
 (2)
Net increase (decrease) in cash and cash equivalents
 
 30
 (359) 
 (329)
 
 (14) 38
 
 24
Cash and cash equivalents as of beginning of period
 
 21
 946
 
 967

 
 30
 409
 
 439
Cash and cash equivalents as of end of period
 
 51
 587
 
 638

 
 16
 447
 
 463

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
Year Ended December 31, 2015Year Ended December 31, 2018
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
(In $ millions)(In $ millions)
Net cash provided by (used in) operating activities591
 536
 529
 422
 (1,216) 862
1,085
 560
 259
 833
 (1,179) 1,558
Investing Activities                      
Capital expenditures on property, plant and equipment
 
 (128) (104) 
 (232)
 
 (225) (112) 
 (337)
Acquisitions, net of cash acquired
 
 (3) (3) 
 (6)
 
 (144) 
 
 (144)
Proceeds from sale of businesses and assets, net
 
 
 4
 
 4

 
 
 13
 
 13
Capital expenditures related to Fairway Methanol LLC
 
 (20) (268) 
 (288)
Return of capital from subsidiary
 
 
 
 
 

 
 233
 
 (233) 
Contributions to subsidiary
 
 (120) 
 120
 

 
 (25) 
 25
 
Intercompany loan receipts (disbursements)
 (333) (33) (15) 381
 

 (427) (66) (285) 778
 
Other, net
 
 (12) (24) 
 (36)
 
 (8) (31) 
 (39)
Net cash provided by (used in) investing activities
 (333) (316) (410) 501
 (558)
 (427) (235) (415) 570
 (507)
Financing Activities                      
Short-term borrowings (repayments), net
 383
 
 
 (33) 350
Net change in short-term borrowings with maturities of 3 months or less
 61
 18
 (51) (66) (38)
Proceeds from short-term borrowings
 
 
 80
 
 80

 
 
 51
 
 51
Repayments of short-term borrowings
 
 
 (83) 
 (83)
 
 
 (78) 
 (78)
Proceeds from long-term debt
 15
 406
 
 (421) 

 846
 427
 
 (712) 561
Repayments of long-term debt
 (9) (74) (14) 73
 (24)
 (494) (26) (16) 
 (536)
Purchases of treasury stock, including related fees(420) 
 
 
 
 (420)(805) 
 
 
 
 (805)
Dividends to parent
 (592) (624) 
 1,216
 

 (541) (633) (5) 1,179
 
Contributions from parent
 
 
 120
 (120) 

 
 
 25
 (25) 
Stock option exercises3
 
 
 
 
 3
Series A common stock dividends(174) 
 
 
 
 (174)
Common stock dividends(280) 
 
 
 
 (280)
Return of capital to parent
 
 
 
 
 

 
 
 (233) 233
 
(Distributions to) contributions from noncontrolling interests
 
 
 214
 
 214

 
 
 (23) 
 (23)
Other, net
 
 (10) (2) 
 (12)
 (5) (10) (2) 
 (17)
Net cash provided by (used in) financing activities(591) (203) (302) 315
 715
 (66)(1,085) (133) (224) (332) 609
 (1,165)
Exchange rate effects on cash and cash equivalents
 
 
 (51) 
 (51)
 
 
 (23) 
 (23)
Net increase (decrease) in cash and cash equivalents
 
 (89) 276
 
 187

 
 (200) 63
 
 (137)
Cash and cash equivalents as of beginning of period
 
 110
 670
 
 780

 
 230
 346
 
 576
Cash and cash equivalents as of end of period
 
 21
 946
 
 967

 
 30
 409
 
 439

CELANESE CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
 Year Ended December 31, 2017
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net cash provided by (used in) operating activities740
 868
 425
 593
 (1,823) 803
Investing Activities           
Capital expenditures on property, plant and equipment
 
 (176) (91) 
 (267)
Acquisitions, net of cash acquired
 (11) (12) (274) 28
 (269)
Proceeds from sale of businesses and assets, net
 
 9
 20
 (28) 1
Return of capital from subsidiary
 16
 241
 
 (257) 
Intercompany loan receipts (disbursements)
 (530) (25) 
 555
 
Other, net
 
 (2) (12) 
 (14)
Net cash provided by (used in) investing activities
 (525) 35
 (357) 298
 (549)
Financing Activities           
Net change in short-term borrowings with maturities of 3 months or less
 56
 15
 51
 (11) 111
Proceeds from short-term borrowings
 
 
 182
 
 182
Repayments of short-term borrowings
 
 
 (124) 
 (124)
Proceeds from long-term debt
 351
 530
 14
 (544) 351
Repayments of long-term debt
 (6) (2) (69) 
 (77)
Purchases of treasury stock, including related fees(500) 
 
 
 
 (500)
Dividends to parent
 (741) (802) (280) 1,823
 
Stock option exercises1
 
 
 
 
 1
Common stock dividends(241) 
 
 
 
 (241)
Return of capital to parent
 
 
 (257) 257
 
(Distributions to) contributions from noncontrolling interests
 
 
 (27) 
 (27)
Other, net
 (3) (22) (2) 
 (27)
Net cash provided by (used in) financing activities(740) (343) (281) (512) 1,525
 (351)
Exchange rate effects on cash and cash equivalents
 
 
 35
 
 35
Net increase (decrease) in cash and cash equivalents
 
 179
 (241) 
 (62)
Cash and cash equivalents as of beginning of period
 
 51
 587
 
 638
Cash and cash equivalents as of end of period
 
 230
 346
 
 576
 Year Ended December 31, 2014
 
Parent
Guarantor
 Issuer 
Subsidiary
Guarantors
 
Non-
Guarantors
 Eliminations Consolidated
 (In $ millions)
Net cash provided by (used in) operating activities389
 498
 644
 433
 (1,002) 962
Investing Activities           
Capital expenditures on property, plant and equipment
 
 (183) (71) 
 (254)
Acquisitions, net of cash acquired
 
 (10) 
 
 (10)
Proceeds from sale of businesses and assets, net
 
 
 
 
 
Capital expenditures related to Fairway Methanol LLC
 
 (44) (380) 
 (424)
Return of capital from subsidiary
 28
 51
 
 (79) 
Contributions to subsidiary
 
 (213) 
 213
 
Intercompany loan receipts (disbursements)
 (70) (93) (75) 238
 
Other, net
 
 (9) (8) 
 (17)
Net cash provided by (used in) investing activities
 (42) (501) (534) 372
 (705)
Financing Activities           
Short-term borrowings (repayments), net
 93
 6
 (15) (93) (9)
Proceeds from short-term borrowings
 
 
 62
 
 62
Repayments of short-term borrowings
 
 
 (91) 
 (91)
Proceeds from long-term debt
 462
 75
 
 (150) 387
Repayments of long-term debt
 (611) (5) (15) 5
 (626)
Purchases of treasury stock, including related fees(250) 
 
 
 
 (250)
Dividends to parent
 (390) (390) (222) 1,002
 
Contributions from parent
 
 
 213
 (213) 
Stock option exercises5
 
 
 
 
 5
Series A common stock dividends(144) 
 
 
 
 (144)
Return of capital to parent
 
 
 (79) 79
 
(Distributions to) contributions from noncontrolling interests
 
 
 264
 
 264
Other, net
 (10) (3) 
 
 (13)
Net cash provided by (used in) financing activities(389) (456) (317) 117
 630
 (415)
Exchange rate effects on cash and cash equivalents
 
 
 (46) 
 (46)
Net increase (decrease) in cash and cash equivalents
 
 (174) (30) 
 (204)
Cash and cash equivalents as of beginning of period
 
 284
 700
 
 984
Cash and cash equivalents as of end of period
 
 110
 670
 
 780


29.30. Subsequent Events
On February 1, 2017,January 30, 2020, the Company signed a definitive agreement to acquire Nouryon's redispersible polymer powders business offered under the nylon compounding divisionElotex® brand, subject to regulatory approval. As part of Nilit Group, an independent producer of high performance nylon, resins, fibers and compounds. Subject to closing conditions, Celanesethe acquisition, the Company will acquire Nilit Plastics' nylon compounding product all of Nouryon's global production facilities for redispersible polymer powders across Europe and Asia, all products under the Elotex® portfolio, as well as all customer agreements, and manufacturing, technology and commercial facilities.facilities globally. The acquisition will be funded from cash on hand or from borrowings under the Company's senior unsecured revolving credit facility. The acquired operations will be included in the Advanced Engineered MaterialsAcetyl Chain segment. The Company expects the acquisition to close in the second or third quarter of 2017, subject to regulatory approvals and other customary closing conditions,2020 and does not expect the acquisition to be material to its 2017the Company's 2020 financial position or results of operations.







INDEX TO EXHIBITS(1)
Exhibits will be furnished upon request for a nominal fee, limited to reasonable expenses.
Exhibit
Number
Description
3.1Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed with the SEC on October 18, 2016).
3.1(a)Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Celanese Corporation (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on April 22, 2016).
3.2Fourth Amended and Restated By-laws, effective as of February 8, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on February 9, 2016).
4.1Form of certificate of Series A Common Stock (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-1 (File No. 333-120187) filed with the SEC on January 13, 2005).
4.2Indenture, dated May 6, 2011, by and between Celanese US Holdings LLC, Celanese Corporation and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on May 6, 2011).
4.3First Supplemental Indenture, 5.875% Senior Notes due 2021, dated May 6, 2011, by and between Celanese US Holdings LLC, the guarantors party thereto and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on May 6, 2011).
4.4Second Supplemental Indenture, 4.625% Senior Notes due 2022, dated November 13, 2012, by and between Celanese US Holdings LLC, the guarantors party thereto and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on November 13, 2012).
4.5Third Supplemental Indenture, dated September 24, 2014, among Celanese US Holdings LLC, Celanese Corporation, the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as trustee, Deutsche Bank Trust Companies Americas, as paying agent, and Deutsche Bank Luxembourg S.A., as registrar and as transfer agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on September 25, 2014).
4.6Fourth Supplemental Indenture, dated December 1, 2014, among Celanese US Holdings LLC, Celanese U.S. Sales LLC and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.6 to the Annual Report on Form 10-K filed with the SEC on February 6, 2015).
4.7Fifth Supplemental Indenture, dated July 8, 2015, among Celanese US Holdings LLC, Celanese Sales U.S. Ltd. and Wells Fargo Bank National Association, as trustee (incorporated by reference to Exhibit 4.7 to the Annual Report on form 10-K filed with the SEC on February 6, 2016).
4.8Sixth Supplemental Indenture, dated as of September 26, 2016, among Celanese US Holdings LLC, Celanese Corporation, the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as trustee, and Deutsche Bank Trust Companies Americas, as paying agent, registrar and transfer agent (incorporated by reference to Exhibit 4.2 to the Form 8-K filed with the SEC on September 26, 2016).
10.1†Credit Agreement, dated April 2, 2007, among Celanese Holdings LLC, Celanese US Holdings LLC, the subsidiaries of Celanese US Holdings LLC from time to time party thereto as borrowers, the Lenders party thereto, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, Merrill Lynch Capital Corporation as syndication agent, ABN AMRO Bank N.V., Bank of America, N.A., Citibank NA, and JP Morgan Chase Bank NA, as co-documentation agents (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on May 28, 2010).
10.1(a)Amended and Restated Credit Agreement, dated September 29, 2010, among Celanese Corporation, Celanese US Holdings LLC, the subsidiaries of Celanese US Holdings LLC from time to time party thereto as borrowers and guarantors, Deutsche Bank AG, New York Branch, as administrative agent and collateral agent, Deutsche Bank Securities LLC and Banc of Americas Securities LLC as joint lead arrangers and joint book runners, HSBC Securities (USA) Inc., JPMorgan Chase Bank, N.A., and The Royal Bank of Scotland PLC, as Co-Documentation Agents, the other lenders party thereto, and certain other agents for such lenders (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on September 29, 2010).


139
Exhibit
Number
Description
10.1(b)Amendment No. 1, dated January 23, 2013, among Celanese Corporation, Celanese US Holdings LLC, Celanese Americas LLC, the lenders party thereto, and Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 2, 2013).
10.1(c)Amendment No. 2, dated August 14, 2013, among Celanese Corporation, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC, the lenders party thereto and Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on October 21, 2013).
10.1(d)Amendment Agreement, dated September 16, 2013, among Celanese Corporation, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC, the lenders party thereto, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, and Deutsche Bank Securities Inc., as lead arranger and book runner (containing an Amended and Restated Credit Agreement) (incorporated by reference to Exhibit 10.5. to the Quarterly Report on Form 10-Q filed with the SEC on October 21, 2013).
10.1(e)Amendment Agreement, dated September 24, 2014, among Celanese Corporation, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, Bank of America, N.A., as syndication agent, HSBC Securities (USA) Inc., JPMorgan Chase Bank, N.A. and The Royal Bank of Scotland PLC as co-documentation agents, and the other lenders party thereto (contains an Amended and Restated Credit Agreement) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 25, 2014).
10.1(f)Amendment Agreement, dated as of June 9, 2016, among Celanese Corporation, Celanese US Holdings LLC, Celanese Americas LLC, certain subsidiaries of Celanese US Holdings LLC, the Lenders party thereto, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, Deutsche Bank AG, New York Branch, Bank of America, N.A., JPMorgan Chase Bank, N.A., Citibank, N.A., The Royal Bank of Scotland plc and HSBC Bank USA, National Association, each as an issuing bank, Deutsche Bank AG, New York Branch, as swingline lender, and Deutsche Bank Securities Inc. (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on July 26, 2016).
10.1(g)Guarantee and Collateral Agreement, dated April 2, 2007, by and among Celanese Holdings LLC, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC and Deutsche Bank AG, New York Branch (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on May 28, 2010).
10.2Credit Agreement, dated as of July 15, 2016, by and among Celanese Corporation, Celanese US Holdings LLC, Celanese Americas LLC, Celanese Europe B.V., Celanese Holdings Luxembourg S.à.r.l., Elwood C.V., certain subsidiaries of Celanese US Holdings LLC from time to time party thereto as borrowers, each lender from time to time party thereto, Bank of America, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer and the other Swing Line Lenders and L/C Issuers party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 21, 2016).
10.3Purchase and Sale Agreement, dated August 28, 2013, among Celanese Acetate LLC, Celanese Ltd., Ticona Polymers, Inc. and CE Receivables LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 3, 2013).
10.3(a)Amended and Restated Purchase and Sale Agreement, dated February 2, 2015, among Celanese U.S. Sales LLC, Celanese Ltd., Ticona Polymers, Inc., Celanese International Corporation and CE Receivables LLC (incorporated by reference to Exhibit 10.2(a) to the Annual Report on Form 10-K filed with the SEC on February 6, 2015).
10.3(b)Joinder Agreement, dated August 1, 2015, among Celanese Sales U.S., Ltd., CE Receivables LLC, Celanese US Holdings LLC, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator and purchaser agent, and PNC Bank, National Association, as purchaser agent (incorporated by reference to Exhibit 10.2(b) to the Annual Report on Form 10-K filed with the SEC on February 6, 2016).
10.3(c)Receivables Purchase Agreement, dated August 28, 2013, among Celanese International Corporation, CE Receivables LLC, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on September 3, 2013).
10.3(d)First Amendment to Receivables Purchase Agreement, dated October 31, 2013, among Celanese International Corporation, CE Receivables LLC, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.2(b) to the Annual Report on Form 10-K filed with the SEC on February 7, 2014).

Exhibit
Number
Description
10.3(e)Second Amendment to Receivables Purchase Agreement, dated October 20, 2014, among CE Receivables LLC, Celanese International Corporation, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.2(d) to the Annual Report on Form 10-K filed with the SEC on February 6, 2015).
10.3(f)Third Amendment to Receivables Purchase Agreement, dated February 2, 2015, among CE Receivables LLC, Celanese International Corporation, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.2(e) to the Annual Report on Form 10-K filed with the SEC on February 6, 2015).
10.3(g)Omnibus Amendment, dated as of December 1, 2015, with the effect of Amendment No. 1 to the Amended and Restated Purchase and Sale Agreement, and Amendment No. 4 to the Receivables Purchase Agreement, among Celanese International Corporation, Celanese U.S. Sales LLC, Celanese Ltd., Ticona Polymers, Inc., Celanese Sales U.S. Ltd., CE Receivables LLC, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.2(g) to the Annual Report on Form 10-K filed with the SEC on February 6, 2016).
10.3(h)Omnibus Amendment No. 2, dated as of July 8, 2016, with the effect of Amendment No. 2 to the Amended and Restated Purchase and Sale Agreement, and Amendment No. 5 to the Receivables Purchase Agreement, among Celanese International Corporation, Celanese Ltd., Ticona Polymers, Inc., Celanese Sales U.S. Ltd., CE Receivables LLC, various Conduit Purchasers, Related Committed Purchasers, LC Banks and Purchaser Agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 26, 2016).
10.3(i)Performance Guaranty, dated August 28, 2013, by Celanese US Holdings LLC in favor of The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on September 3, 2013).
10.4‡Celanese Corporation 2004 Deferred Compensation Plan (incorporated by reference to Exhibit 10.21 to the Registration Statement on Form S-1 (File No. 333-120187) filed with the SEC on January 3, 2005).
10.4(a)‡Amendment to Celanese Corporation 2004 Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on April 3, 2007).
10.4(b)‡Form of 2007 Deferral Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on April 3, 2007).
10.5‡Celanese Corporation 2008 Deferred Compensation Plan (incorporated by reference to Exhibit 10.6 to the Annual Report on Form 10-K (File No. 001-32410) filed on February 29, 2008).
10.5(a)‡Amendment Number One to Celanese Corporation 2008 Deferred Compensation Plan dated December 11, 2008 (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-8 (File No. 333-158736) filed with the SEC on April 23, 2009).
10.5(b)‡Amendment Number Two to Celanese Corporation 2008 Deferred Compensation Plan dated December 22, 2008 (incorporated by reference to Exhibit 10.4(b) to the Annual Report on Form 10-K filed with the SEC on February 7, 2014).
10.6‡Celanese Corporation 2004 Stock Incentive Plan (incorporated by reference to Exhibit 10.8 to the Annual Report on Form 10-K (File No. 001-32410) filed with the SEC on February 11, 2011).
10.6(a)‡Form of Nonqualified Stock Option Agreement (for non-employee directors) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.8(d) to the Annual Report on Form 10-K (File No. 001-32410) filed with the SEC on February 11, 2011).
10.7‡Celanese Corporation 2009 Global Incentive Plan (incorporated by reference to Exhibit 4.4 to the Registration Statement on Form S-8 (File No. 333-158734) filed with the SEC on April 23, 2009).
10.7(a)‡Form of 2010 Nonqualified Stock Option Award Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on September 13, 2010).
10.7(b)‡Form of 2011 Nonqualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on September 13, 2011).

Exhibit
Number
Description
10.7(c)‡Form of Nonqualified Stock Option Award Agreement for Chief Executive Officer (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed with the SEC on July 25, 2012).
10.7(d)‡Form of Amendment to 2010 and 2011 Nonqualified Stock Option Award Agreements, dated April 18, 2012, together with a schedule identifying each of the executive officers with substantially identical agreements (incorporated by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q filed with the SEC on July 25, 2012).
10.8‡Celanese Corporation 2009 Global Incentive Plan, as Amended and Restated, April 19, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 23, 2012).
10.8(a)‡Form of 2012 Nonqualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.6(b) to the Annual Report on Form 10-K filed with the SEC on February 8, 2013).
10.8(b)‡Form of 2013 Performance-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on February 12, 2013).
10.8(c)‡Form of 2013 Time-Vesting Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.7(d) to the Annual Report on Form 10-K filed with the SEC on February 7, 2014).
10.8(d)‡Form of 2014-2015 Performance-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on April 22, 2014).
10.8(e)‡Form of 2014-2015 Time-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed with the SEC on April 22, 2014).
10.8(f)‡Form of 2014-2015 Time-Based Restricted Stock Unit Award Agreement (for non-employee directors) (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on July 18, 2014).
10.8(g)‡Form of 2016 Performance-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed with the SEC on April 19, 2016).
10.8(h)‡Form of 2016 Time-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on April 19, 2016).
10.8(i)‡Form of 2016 Nonqualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q filed with the SEC on April 19, 2016).
10.9‡Celanese Corporation 2009 Employee Stock Purchase Program (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-8 (File No. 333-158734) filed on April 23, 2009).
10.10‡Executive Severance Benefits Plan, dated July 21, 2010 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on July 27, 2010).
10.10(a)‡Executive Severance Benefits Plan, amended effective February 6, 2013 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on February 12, 2013).
10.11‡Summary of pension benefits for David N. Weidman (updated to include revisions effective after the summary was first filed as Exhibit 10.34 to the Annual Report on Form 10-K filed with the SEC on March 31, 2005) (incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-K (File No. 001-32410) filed with the SEC on February 11, 2011).
10.12(a)‡Offer Letter, dated February 25, 2009, between Celanese Corporation and Gjon N. Nivica, Jr. (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q (File No. 001-32410) filed with the SEC on April 28, 2009).
10.12(b)‡Letter Agreement, dated November 4, 2011, between Celanese Corporation and Mark C. Rohr (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-32410) filed with the SEC on November 7, 2011).
10.12(c)‡Offer Letter, dated September 8, 2012, between Celanese Corporation and Lori A. Johnston (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on October 23, 2012).
10.12(d)‡Agreement and Amendment, dated March 18, 2013, between Celanese Corporation and Douglas M. Madden (incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q filed with the SEC on April 19, 2013).

Exhibit
Number
Description
10.12(e)‡Agreement and General Release, dated May 6, 2014, between Celanese Corporation and Steven M. Sterin (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed with the SEC on October 21, 2014).
10.12(f)‡Offer Letter, dated May 4, 2015, between Celanese Corporation and Patrick D. Quarles (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on July 17, 2015).
10.13(a)‡Form of 2010 Change in Control Agreement between Celanese Corporation and participant, together with a schedule of substantially identical agreements between Celanese Corporation and the individuals identified thereon (incorporated by reference to Exhibit 10.7 to the Quarterly Report on Form 10-Q (File No. 001-32410) filed with the SEC on July 29, 2010).
10.13(b)‡Form of Amendment No. 1 to 2010 Form of Change in Control Agreement between Celanese Corporation and participant, together with a schedule of substantially identical agreements between Celanese Corporation and the individuals identified thereon (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q (File No. 001-32410) filed with the SEC on October 26, 2011).
10.13(c)‡Form of 2012 Change in Control Agreement between Celanese Corporation and participant, together with a schedule identifying each of the executive officers with substantially identical agreements (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q filed with the SEC on July 25, 2012).
10.13(d)‡Form of 2015 Change in Control Agreement between Celanese Corporation and participant, together with a schedule identifying each of the executive officers with substantially identical agreements (incorporated by reference to Exhibit 10.12(e) to the Annual Report on Form 10-K filed with the SEC on February 6, 2016).
10.14‡Form of Long-Term Incentive Claw-Back Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K/A (File No. 001-32410) filed with the SEC on January 26, 2009).
10.15‡Celanese Americas Supplemental Retirement Savings Plan, as amended and restated effective January 1, 2014 (incorporated by reference to Exhibit 10.14(a) to the Annual Report on Form 10-K filed with the SEC on February 6, 2015).
10.16*‡Summary of Non-Employee Director Compensation.
12.1*Statement of Computation of Ratio of Earnings to Fixed Charges.
21.1*List of subsidiaries of Celanese Corporation.
23.1*Consent of Independent Registered Public Accounting Firm of Celanese Corporation, KPMG LLP.
23.2*Consent of Independent Auditors of CTE Petrochemicals Company, BDO USA, LLP.
23.3*Consent of Independent Auditors of National Methanol Company, BDO Dr. Mohamed Al-Amri & Co.
24.1*Power of Attorney (included on the signature page of this Annual Report on Form 10-K).
31.1*Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.1*Audited financial statements as of December 31, 2016 and 2015 and for each of the years in the three year period ended December 31, 2016 for CTE Petrochemicals Company.
99.2*Audited financial statements as of December 31, 2016 and 2015 and for each of the years in the three year period ended December 31, 2016 for National Methanol Company.
101.INS*XBRL Instance Document.
101.SCH*XBRL Taxonomy Extension Schema Document.
101.CAL*XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*XBRL Taxonomy Extension Definition Linkbase Document.

Exhibit
Number
Description
101.LAB*XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*XBRL Taxonomy Extension Presentation Linkbase Document.
*     Filed herewith.
‡     Indicates a management contract or compensatory plan or arrangement.
†     Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the SEC under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. The omitted portions of this exhibit have been separately filed with the SEC.
(1)
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.

147