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. Yes ☒No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, 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). Yes ☒No ☐

Indicate by check mark whether the ~~Registrant~~registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated ~~filer”,~~filer,” “accelerated ~~filer”,~~filer,” “smaller reporting ~~company”,~~company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ~~(Check one):~~

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. ☐

Indicate by check mark whether the ~~Registrant~~registrant is a shell company (as defined byin Rule 12b-2 of the Exchange Act). Yes ☐No ☒

The ~~Registrant~~registrant had ~~185,163,064~~165,163,689 shares of common stock, $0.01 par value, outstanding at ~~October 31, 2017.~~July 26, 2021.

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016			2021			2020			2021			2020
Net sales	$	1,584		$	1,398		$	4,608		$	4,078		$	1,655		$	1,093		$	3,091		$	2,398
Cost of goods sold		1,117			1,056			3,341			3,267			1,391			894			2,530			1,901
Gross profit		467			342			1,267			811			264			199			561			497
Selling, general and administrative expense		148			148			444			454
Selling, general, and administrative expense														172			110			310			235
Research and development expense		20			19			61			60			27			20			51			44
Restructuring and asset-related charges, net		8			60			31			145
Total expenses		176			227			536			659
Restructuring, asset-related, and other charges														5			17			0			28
Total other operating expenses														204			147			361			307
Equity in earnings of affiliates		9			9			26			17			10			7			20			14
Interest expense, net		(55	)		(51	)		(161	)		(157	)		(47	)		(53	)		(97	)		(107	)
Other income, net		5			161			53			250
Other income (expense), net														21			14			21			(1	)
Income before income taxes		250			234			649			262			44			20			144			96
Provision for income taxes		43			30			130			25
Benefit from income taxes														(22	)		(4	)		(17	)		(28	)
Net income		207			204			519			237			66			24			161			124
Less: Net income attributable to non-controlling interests		—			—			1			—
Net income attributable to Chemours	$	207		$	204		$	518		$	237		$	66		$	24		$	161		$	124
Per share data
Basic earnings per share of common stock	$	1.12		$	1.12		$	2.81		$	1.31		$	0.40		$	0.15		$	0.97		$	0.75
Diluted earnings per share of common stock	$	1.08		$	1.11		$	2.72		$	1.30			0.39			0.15			0.95			0.75
Dividends per share of common stock	$	0.03		$	0.03		$	0.09		$	0.09

	Three Months Ended September 30,																		Three Months Ended June 30,
	2017									2016									2021									2020
	Pre-Tax			Tax			After-Tax			Pre-Tax			Tax			After-Tax			Pre-tax			Tax			After-tax			Pre-tax			Tax			After-tax
Net income	$	250		$	(43	)	$	207		$	234		$	(30	)	$	204								$	66								$	24
Other comprehensive income (loss):
Hedging activities:
Unrealized loss on net investment hedge		(26	)		10			(16	)		(6	)		—			(6	)	$	(13	)	$	3			(10	)	$	(18	)	$	4			(14	)
Cumulative translation adjustments		35			—			35			10			—			10
Unrealized loss on cash flow hedge																				(1	)		—			(1	)		(4	)		1			(3	)
Reclassifications to net income - cash flow hedge																				2			—			2			(2	)		—			(2	)
Hedging activities, net																				(12	)		3			(9	)		(24	)		5			(19	)
Cumulative translation adjustment																				36			—			36			39			—			39
Defined benefit plans:
Net gain		5			—			5			—			—			—
Additions to accumulated other comprehensive loss:
Effect of foreign exchange rates		(9	)		2			(7	)		(3	)		1			(2	)		(2	)		—			(2	)		(2	)		—			(2	)
Reclassifications to net income:
Reclassifications to net income:
Amortization of actuarial loss																				2			—			2			2			(1	)		1
Amortization of prior service gain		(1	)		—			(1	)		—			—			—			(1	)		—			(1	)		(1	)		—			(1	)
Amortization of actuarial loss		5			(1	)		4			6			(2	)		4
Settlement loss		1			—			1			—			—			—
Defined benefit plans, net		1			1			2			3			(1	)		2		$	(1	)	$	—			(1	)	$	(1	)	$	(1	)		(2	)
Other comprehensive income		10			11			21			7			(1	)		6									26									18
Comprehensive income		260			(32	)		228			241			(31	)		210									92									42
Less: Comprehensive income attributable to non-controlling interests		—			—			—			—			—			—
Comprehensive income attributable to Chemours	$	260		$	(32	)	$	228		$	241		$	(31	)	$	210								$	92								$	42


	Nine Months Ended September 30,																		Six Months Ended June 30,
	2017									2016									2021									2020
	Pre-Tax			Tax			After-Tax			Pre-Tax			Tax			After-Tax			Pre-tax			Tax			After-tax			Pre-tax			Tax			After-tax
Net income	$	649		$	(130	)	$	519		$	262		$	(25	)	$	237								$	161								$	124
Other comprehensive income (loss):
Unrealized loss on net investment hedge		(76	)		20			(56	)		(9	)		—			(9	)
Cumulative translation adjustments		224			—			224			20			—			20
Hedging activities:
Unrealized gain (loss) on net investment hedge																			$	24		$	(6	)		18		$	(8	)	$	2			(6	)
Unrealized gain (loss) on cash flow hedge																				3			(1	)		2			(2	)		1			(1	)
Reclassifications to net income - cash flow hedge																				4			(1	)		3			(3	)		—			(3	)
Hedging activities, net																				31			(8	)		23			(13	)		3			(10	)
Cumulative translation adjustment																				(34	)		—			(34	)		(78	)		—			(78	)
Defined benefit plans:
Net gain (loss)		5			—			5			(7	)	1				(6	)
Additions to accumulated other comprehensive loss:
Effect of foreign exchange rates		(36	)		8			(28	)		(5	)		2			(3	)		2			—			2			(1	)		—			(1	)
Reclassifications to net income:
Reclassifications to net income:
Amortization of actuarial loss																				4			(1	)		3			4			—			4
Amortization of prior service gain		(1	)		—			(1	)		(1	)		—			(1	)		(2	)		—			(2	)		(1	)		—			(1	)
Amortization of actuarial loss		15			(3	)		12			18			(5	)		13
Settlement loss		1			—			1			(2	)		1			(1	)
Defined benefit plans, net		(16	)		5			(11	)		3			(1	)		2		$	4		$	(1	)		3		$	2		$	—			2
Other comprehensive income		132			25			157			14			(1	)		13
Other comprehensive loss																										(8	)								(86	)
Comprehensive income		781			(105	)		676			276			(26	)		250									153									38
Less: Comprehensive income attributable to non-controlling interests		1			—			1			—			—			—
Comprehensive income attributable to Chemours	$	780		$	(105	)	$	675		$	276		$	(26	)	$	250								$	153								$	38

	(Unaudited)
	September 30,			December 31,
	2017			2016			June 30, 2021			December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	1,535		$	902		$	1,139		$	1,105
Accounts and notes receivable - trade, net		942			807
Accounts and notes receivable, net								802			511
Inventories		877			767			1,046			939
Prepaid expenses and other		79			77			60			78
Total current assets		3,433			2,553			3,047			2,633
Property, plant and equipment		8,412			7,997
Property, plant, and equipment								9,668			9,582
Less: Accumulated depreciation		(5,462	)		(5,213	)		(6,220	)		(6,108	)
Property, plant and equipment, net		2,950			2,784
Goodwill and other intangible assets, net		167			170
Property, plant, and equipment, net								3,448			3,474
Operating lease right-of-use assets								230			236
Goodwill, net								153			153
Other intangible assets, net								9			14
Investments in affiliates		166			136			178			167
Other assets		404			417			414			405
Total assets	$	7,120		$	6,060		$	7,479		$	7,082
Liabilities and equity
Liabilities
Current liabilities:
Accounts payable	$	1,010		$	884		$	1,061		$	844
Current maturities of long-term debt		14			15
Compensation and other employee-related cost								113			107
Short-term and current maturities of long-term debt								25			21
Current environmental remediation								154			95
Other accrued liabilities		546			872			321			375
Total current liabilities		1,570			1,771			1,674			1,442
Long-term debt, net		4,081			3,529			3,964			4,005
Operating lease liabilities								188			194
Long-term environmental remediation								402			295
Deferred income taxes		175			132			55			36
Other liabilities		489			524			296			295
Total liabilities		6,315			5,956			6,579			6,267
Commitments and contingent liabilities
Equity
Common stock (par value $0.01 per share; 810,000,000 shares authorized; 185,092,058 and 182,600,533 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively)		2			2
Common stock (par value $0.01 per share; 810,000,000 shares authorized; 191,115,609 shares issued and 165,373,101 shares outstanding at June 30, 2021; 190,239,883 shares issued and 164,920,648 shares outstanding at December 31, 2020)								2			2
Treasury stock, at cost (25,742,508 shares at June 30, 2021; 25,319,235 and December 31, 2020)								(1,087	)		(1,072	)
Additional paid-in capital		830			789			920			890
Retained earnings (accumulated deficit)		388			(114	)
Retained earnings								1,381			1,303
Accumulated other comprehensive loss		(420	)		(577	)		(318	)		(310	)
Total Chemours stockholders’ equity		800			100			898			813
Non-controlling interests		5			4			2			2
Total equity		805			104			900			815
Total liabilities and equity	$	7,120		$	6,060		$	7,479		$	7,082

	Common Stock				Additional Paid-In			(Accumulated Deficit) Retained			Accumulated Other Comprehensive			Non-controlling					Common Stock				Treasury Stock					Additional Paid-in			Retained			Accumulated Other Comprehensive			Non-controlling
	Shares		Amount		Capital			Earnings			(Loss) Income			Interests		Total			Shares		Amount		Shares		Amount			Capital			Earnings			(Loss) Income			Interests			Total Equity
Balance at January 1, 2016		181,069,751	$	2	$	775		$	(115	)	$	(536	)	$	4	$	130
Balance at April 1, 2020																				189,537,718	$	2		25,319,235	$	(1,072	)	$	870		$	1,308		$	(453	)	$	6		$	661
Common stock issued - compensation plans																				8,872	—		—		—				1			(1	)	—			—				—
Exercise of stock options, net																				5,000	—		—		—				—		—			—			—				—
Stock-based compensation expense																				—		—		—		—			1			—			—			—			1
Net income		—		—		—			237			—			—		237			—		—		—		—			—			24			—			—			24
Dividends declared on common shares ($0.25 per share)																				—		—		—		—			—			(41	)		—			—			(41	)
Dividends to non-controlling interests																				—		—		—		—			—			—			—			(4	)		(4	)
Other comprehensive income																				—		—		—		—			—			—			18			—			18
Balance at June 30, 2020																				189,551,590	$	2		25,319,235	$	(1,072	)	$	872		$	1,290		$	(435	)	$	2		$	659

Balance at April 1, 2021																				190,783,383	$	2		25,319,235	$	(1,072	)	$	907		$	1,357		$	(344	)	$	2		$	852
Common stock issued - compensation plans		650,971		—		—			—			—			—		—			8,140		—		—		—			—			—			—			—			—
Dividends		—		—		(11	)		(5	)		—			—		(16	)
Other comprehensive income		—		—		—			—			13			—		13
Stock-based compensation expense		—		—		17			—			—			—		17
Balance at September 30, 2016		181,720,722	$	2	$	781		$	117		$	(523	)	$	4	$	381

Balance at January 1, 2017		182,600,533	$	2	$	789		$	(114	)	$	(577	)	$	4	$	104
Net income		—		—		—			518			—			1		519
Common stock issued - compensation plans		504,098		—		—			—			—			—		—
Dividends		—		—		—			(16	)		—			—		(16	)
Other comprehensive income		—		—		—			—			157			—		157
Exercise of stock options, net																				324,086		—		—		—			5			—			—			—			5
Purchases of treasury stock, at cost																				—		—		423,273		(15	)		—			—			—			—			(15	)
Stock-based compensation expense		—		—		21			—			—			—		21			—		—		—		—			8			—			—			—			8
Cancellation of unissued stock awards withheld to cover taxes		—		—		(10	)		—			—			—		(10	)		—		—		—		—			—			—			—			—			—
Net income																				—		—		—		—			—			66			—			—			66
Dividends declared on common shares ($0.25 per share)																				—		—		—		—			—			(42	)		—			—			(42	)
Other comprehensive income																				—		—		—		—			—			—			26			—			26
Balance at June 30, 2021																				191,115,609	$	2		25,742,508	$	(1,087	)	$	920		$	1,381		$	(318	)	$	2		$	900


																			Common Stock				Treasury Stock					Additional Paid-in			Retained			Accumulated Other Comprehensive			Non-controlling
																			Shares		Amount		Shares		Amount			Capital			Earnings			(Loss) Income			Interests			Total Equity
Balance at January 1, 2020																				188,893,478	$	2		25,319,235	$	(1,072	)	$	859		$	1,249		$	(349	)	$	6		$	695
Common stock issued - compensation plans																				219,629		—		—		—			1			(1	)		—			—			—
Exercise of stock options, net		1,987,427		—		30			—			—			—		30			438,483		—		—		—			5			—			—			—			5
Balance at September 30, 2017		185,092,058	$	2	$	830		$	388		$	(420	)	$	5	$	805
Stock-based compensation expense																				—		—		—		—			9			—			—			—			9
Cancellation of unissued stock awards withheld to cover taxes																				—		—		—		—			(2	)		—			—			—			(2	)
Net income																				—		—		—		—			—			124			—			—			124
Dividends declared on common shares ($0.50 per share)																				—		—		—		—			—			(82	)		—			—			(82	)
Dividends to non-controlling interests																				—		—		—		—			—			—			—			(4	)		(4	)
Other comprehensive loss																				—		—		—		—			—			—			(86	)		—			(86	)
Balance at June 30, 2020																				189,551,590	$	2		25,319,235	$	(1,072	)	$	872		$	1,290		$	(435	)	$	2		$	659

Balance at January 1, 2021																				190,239,883	$	2		25,319,235	$	(1,072	)	$	890		$	1,303		$	(310	)	$	2		$	815
Common stock issued - compensation plans																				154,312		—		—		—			1			(1	)		—			—			—
Exercise of stock options, net																				721,414		—		—		—			11			—			—			—			11
Purchases of treasury stock, at cost																				—		—		423,273		(15	)		—			—			—			—			(15	)
Stock-based compensation expense																				—		—		—		—			20			—			—			—			20
Cancellation of unissued stock awards withheld to cover taxes																				—		—		—		—			(2	)		—			—			—			(2	)
Net income																				—		—		—		—			—			161			—			—			161
Dividends declared on common shares ($0.50 per share)																				—		—		—		—			—			(82	)		—			—			(82	)
Other comprehensive loss																				—		—		—		—			—			—			(8	)		—			(8	)
Balance at June 30, 2021																				191,115,609	$	2		25,742,508	$	(1,087	)	$	920		$	1,381		$	(318	)	$	2		$	900

Nine Months Ended September 30,

2017

2016

Operating activities

Net income

$
519

$
237

Adjustments to reconcile net income to cash provided by operating activities:

Depreciation and amortization

204

212

Amortization of deferred financing costs and issuance discount

10

15

Gain on sale of assets and businesses

(14
)

(258
)
Equity in earnings of affiliates

(26
)

(17
)
Deferred tax provision (benefit)

53

(29
)
Asset-related charges

3

109

Other operating charges and credits, net

26

33

(Increase) decrease in operating assets:

Accounts and notes receivable - trade, net

(110
)

(63
)
Inventories and other operating assets

(91
)

113

(Decrease) increase in operating liabilities:

Accounts payable and other operating liabilities

(238
)

(28
)
Cash provided by operating activities

336

324

Investing activities

Purchases of property, plant and equipment

(246
)

(235
)
Proceeds from sales of assets and businesses, net

39

707

Foreign exchange contract settlements, net

5

(1
)
Investment in affiliates

—

(2
)
Cash (used for) provided by investing activities

(202
)

469

Financing activities

Proceeds from issuance of debt, net

494

—

Debt repayments

(24
)

(212
)
Dividends paid

(16
)

(16
)
Deferred financing fees

(6
)

(2
)
Tax payments related to withholdings on vested restricted stock units

(10
)

—

Proceeds from exercised stock options, net

30

—

Cash provided by (used for) financing activities

468

(230
)
Effect of exchange rate changes on cash and cash equivalents

31

28

Increase in cash and cash equivalents

633

591

Cash and cash equivalents at beginning of the period

902

366

Cash and cash equivalents at end of the period

$
1,535

$
957

Non-cash investing activities

Change in property, plant and equipment included in accounts payable

$
(16
)

$
9

	Six Months Ended June 30,
	2021			2020
Cash flows from operating activities
Net income	$	161		$	124
Adjustments to reconcile net income to cash provided by (used for) operating activities:
Depreciation and amortization		163			160
Gain on sales of assets and businesses		(2	)		0
Equity in earnings of affiliates, net		(19	)		(11	)
Amortization of debt issuance costs and issue discounts		4			5
Deferred tax benefit		(39	)		(70	)
Asset-related charges		0			11
Stock-based compensation expense		20			9
Net periodic pension cost		3			6
Defined benefit plan contributions		(8	)		(14	)
Other operating charges and credits, net		24			(3	)
Decrease (increase) in operating assets:
Accounts and notes receivable, net		(288	)		128
Inventories and other operating assets		(60	)		33
(Decrease) increase in operating liabilities:
Accounts payable and other operating liabilities		336			(223	)
Cash provided by operating activities		295			155
Cash flows from investing activities
Purchases of property, plant, and equipment		(127	)		(167	)
Foreign exchange contract settlements, net		(7	)		4
Cash used for investing activities		(134	)		(163	)
Cash flows from financing activities
Proceeds from accounts receivable securitization facility		0			12
Proceeds from revolving loan		0			300
Debt repayments		(27	)		(134	)
Payments on finance leases		(5	)		(3	)
Purchases of treasury stock, at cost		(13	)		0
Proceeds from exercised stock options, net		11			5
Payments related to tax withholdings on vested stock awards		(2	)		(2	)
Payments of dividends to the Company's common shareholders		(82	)		(82	)
Distributions to non-controlling interest shareholders		0			(4	)
Cash (used for) provided by financing activities		(118	)		92
Effect of exchange rate changes on cash and cash equivalents		(9	)		4
Increase in cash and cash equivalents		34			88
Cash and cash equivalents at January 1,		1,105			943
Cash and cash equivalents at June 30,	$	1,139		$	1,031

Supplemental cash flows information
Non-cash investing and financing activities:
Purchases of property, plant, and equipment included in accounts payable	$	43		$	25
Treasury Stock repurchased, not settled		2			0

Note 1. Background, Description of the Business, and Basis of ~~Presentation~~Presentation

The Chemours Company (“Chemours”, or the “Company”) is a leading, global provider of performance chemicals that are key inputs in end-products and processes in a variety of industries. The Company delivers customized solutions with a wide range of industrial and specialty chemical products for markets, including coatings, plastics, refrigeration and air conditioning, transportation, semiconductor and consumer electronics, general industrial, mining, and oil and gas. The Company’s principal products include titanium dioxide (“TiO₂”) pigment, refrigerants, industrial fluoropolymer resins, sodium cyanide, and performance chemicals and intermediates. Chemours manages and reports its operating results through4 reportable segments: Titanium Technologies, Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. The Titanium Technologies segment is a leading, global provider of TiO₂ pigment, a premium white pigment used to deliver whiteness, brightness, opacity, and protections in a variety of applications. The Thermal & Specialized Solutions segment is a leading, global provider of refrigerants, propellants, blowing agents, and specialty solvents. The Advanced Performance Materials segment is a leading, global provider of high-end polymers and advanced materials. The Chemical Solutions segment is a leading, North American provider of industrial chemicals used in gold production, industrial, and consumer applications.

Chemours separated from E. I. du Pont de Nemours and Company (“EID”) on July 1, 2015 (the “Separation”). On August 31, 2017, EID completed a merger with The Dow Chemical Company (“Dow”). Following their merger, EID and Dow engaged in a series of reorganization steps and, in 2019, separated into three publicly-traded companies named Dow Inc., DuPont de Nemours, Inc. (“DuPont”), and Corteva, Inc. (“Corteva”).

Unless the context otherwise requires, references herein to “The Chemours Company”, “Chemours”, “the Company”, “our Company”, “we”, “us”, and “our” refer to The Chemours Company and its consolidated subsidiaries. References to “EID” refer to E. I. du Pont de Nemours and Company, which is now a subsidiary of Corteva.

The accompanying interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ~~(GAAP) in the United States of America (U.S.~~(“GAAP”) ~~for interim financial information.~~. In the opinion of management, all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair statement of the Company’s results for interim periods have been included. ~~Results~~The notes that follow are an integral part of the Company’s interim consolidated financial statements. The Company’s results for interim periods should not be considered indicative of its results for a full year, and the year-end consolidated balance sheet does not include all of the disclosures required by ~~U.S.~~ GAAP. As such, these interim consolidated financial statements should be read in conjunction with the ~~consolidated financial statements~~Consolidated Financial Statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2020.

Certain prior period amounts have been reclassified to conform to the current period presentation, the effect of which was not material to the Company’s interim consolidated financial statements.

During the ~~context otherwise requires, references herein~~fourth quarter of 2020, the Company changed the level of detail at which its Chief Operating Decision Maker (“CODM”) regularly reviews and manages certain of its businesses, resulting in the bifurcation of its former Fluoroproducts segment into two standalone reportable segments: Thermal & Specialized Solutions (formerly Fluorochemicals) and Advanced Performance Materials (formerly Fluoropolymers). The Company now manages and reports its operating results through four reportable segments: Titanium Technologies, Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. This change allows Chemours to ~~“The Chemours Company”, “Chemours”, “the Company”, “our Company”, “we”, “us”~~enhance its customer focus and ~~“our” refer~~better align its business models, resources, and cost structure to the specific current and future secular growth drivers of each business, while providing increased transparency to the Company’s shareholders. The historical segment information has been recast to conform to the current segment structure.

Considerations related to the current novel coronavirus disease (“COVID-19”)

In the preparation of these financial statements and related disclosures, management has assessed the impact of COVID-19 on its results, estimates, assumptions, forecasts, and accounting policies and made additional disclosures, as necessary. As the COVID-19 situation is unprecedented and ever evolving, future events and effects related to the illness cannot be determined with precision, and actual results could significantly differ from estimates or forecasts.

Notes to ~~“DuPont” refer to E.I. du Pont de Nemours and Company, a Delaware corporation, and its consolidated subsidiaries, unless~~ the ~~context otherwise requires.~~Interim Consolidated Financial Statements (Unaudited)

In ~~May 2014,~~March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” The objective of this standard is to remove inconsistent practices with regard to revenue recognition between U.S. GAAP and International Financial Reporting Standards. The standard intends to improve the comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. Subsequent to the issuance of ASU No. 2014-09, the FASB issued multiple clarifying updates in connection with Topic 606. The provisions of ASU No. 2014-09 and its related updates will be effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. The Company will adopt the standard on January 1, 2018 under the modified retrospective transition method.

The Company’s project plan includes a three-phase approach to implementing the standard update. Phase one, the assessment phase, was completed in the first quarter of 2017. In this initial phase, the Company (a) conducted internal surveys of its businesses, (b) held revenue recognition workshops with sales and business unit finance leadership and (c) reviewed a representative sample of revenue arrangements across all businesses to initially identify a set of applicable qualitative revenue recognition changes related to the standard. The Company has also completed phase two of the project, which included (a) establishing and documenting key accounting positions, (b) assessing new disclosure requirements, business process and control impacts and (c) beginning to determine the initial quantitative impacts resulting from the standard. Phase three will include (a) finalizing any changes to accounting policies, (b) preparing new disclosures, (c) implementing new business processes and controls as needed and (d) quantifying the effect of adoption on opening retained earnings.

Based on the analysis conducted to date, the Company believes that the adoption of the standard will not have a material impact on its consolidated financial statements. Substantially all of the Company’s revenue consists of sales of products that represent a single performance obligation where control transfers at the point in time title and risk of loss pass to the customer. The Company continues to evaluate the impact of the standard update on its consolidated financial statements and related disclosures and additional differences may be identified as new or amended contracts with customers that will impact future periods are executed. The Company expects that disclosure in the notes to the consolidated financial statements related to revenue recognition will be expanded in line with the requirements of the standard to further describe the nature, timing and uncertainty of revenue and cash flows arising from contracts with customers.

~~In February 2016, the FASB~~(“FASB”) issued ASU No. ~~2016-02, “Leases~~2020-04, Reference Rate Reform (Topic 842)”, which supersedes the leases requirements in Topic 840. The core principle of Topic 842 is that a lessee should recognize on the balance sheet the lease assets and lease liabilities that arise from all lease arrangements with terms greater than 12 months. Recognition of these lease assets and lease liabilities represents an improvement over previous U.S. GAAP, which did not require lease assets and lease liabilities to be recognized for operating leases. Qualitative disclosures along with specific quantitative disclosures will be required to provide enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities.

~~Lessees and lessors are required to recognize and measure leases at the beginning~~848): Facilitation of the ~~earliest period presented using a modified retrospective approach, which includes a number~~Effects of ~~optional practical expedients that entities may elect to apply.~~Reference Rate Reform on Financial Reporting (“ASU No. 2020-04”). The amendments in this update ~~are~~provide optional guidance for a limited period of time to ease the potential burden associated with accounting for contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform. ASU No. 2020-04 is effective for the Company’s fiscal year beginning January 1, 2019, including interim periods within that fiscal year. Early application of the amendments in this update is permitted for all entities. At adoption, the Company will recognize a right-of-use asset and a lease liability initially measured at the present value of its operating lease payments.March 12, 2020 through December 31, 2022. The Company is currently evaluating the ~~other~~ impacts this standard will have on its accounting for contracts and hedging relationships.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU No. 2019-12”). The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740, as well as improve consistency of ~~adopting this guidance~~application by clarifying and amending existing guidance.The Company adopted ASU No. 2019-12 on January 1, 2021, the effect of which was not material on its financial position, results of operations, and cash flows.

In August 2016, the FASB issued various updates to ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments”, which clarifies and amends the presentation and classification of certain cash receipts and cash payments in the statement of cash flows. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The amendments should be applied using a retrospective transition method (unless impractical to do so) for each period presented and earlier application is permitted. Chemours does not expect that the adoption will have a significant impact on its cash flows.

In March 2017, the FASB issued ASU No. 2017-07, “Compensation - Retirement Benefits (Topic 715)”, which requires that employers offering their employees defined benefit pension plans disaggregate the service cost component from the other components of net benefit cost. The amendments also provide explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allow only the service cost component of net benefit cost to be eligible for capitalization. The guidance is effective for public business entities for annual periods beginning after December 15, 2017, as well as interim periods within those annual periods. The amendments in this update should be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic post-retirement benefit cost in the income statement, and prospectively for the capitalization of the service cost component of net periodic pension cost and net periodic post-retirement benefit in assets. Early adoption is permitted within the first interim period of an annual period for which financial statements have not been issued or made available for issuance. Chemours does not expect that the adoption will have a significant impact on its financial position, results of operations or cash flows.

In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815)”, which simplifies financial statement reporting for qualifying hedging relationships by eliminating the requirement to separately measure and report hedge ineffectiveness. For net investment hedges, the entire change in fair value of the hedging instruments is recorded in the currency translation adjustment section of other comprehensive income or loss. Pursuant to the amendments, these amounts are required to be subsequently reclassified to earnings in the same income statement line item in which the earnings effect of the hedged item is presented when the hedged item affects earnings. The guidance is effective for public business entities for fiscal years beginning after December 15, 2018, as well as interim periods within those fiscal years. Early adoption is permitted in any interim period. The amendments in this update should be applied to hedging relationships existing on the date of adoption, which includes a cumulative-effect adjustment to eliminate any ineffectiveness recorded to accumulated other comprehensive income or loss with a corresponding adjustment to the opening balance of retained earnings as of the beginning of the fiscal year in which adoption occurred. Presentation and disclosure amendments are required to be applied prospectively. Chemours is currently evaluating the impact of adopting this guidance on its financial position, results of operations and cash flows.

In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718).” The update sets forth areas for simplification within several aspects of the accounting for shared-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The amendments in this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Chemours adopted this guidance effective January 1, 2017, and the adoption did not have a significant impact on the Company’s financial position, results of operations or cash flows except for the impact of windfall income tax benefits on share-based payments and the classification of employee withholding tax payments on vested restricted stock units (RSUs) as a financing activity on the statements of cash flows. Specific to the impact of windfall tax benefits, the Company expects the guidance will cause volatility in its income tax rates going forward. As of the adoption date, there were no windfall tax benefits from prior periods recognized; therefore, prior period adjustments were not required under a modified retrospective basis. For the three and nine months ended September 30, 2017, Chemours recognized $5 and $18 of windfall tax benefits, respectively, primarily from significant options exercised and RSUs vested, which were included in the provision for income taxes in the consolidated statements of operations.

In January 2017, the FASB issued ASU No. 2017-04, “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which eliminates the requirement to determine the fair value of the individual assets and liabilities of a

~~reporting unit to measure goodwill impairment. Under the amendments, goodwill impairment testing will be performed by comparing the fair value~~

The following table sets forth a disaggregation of the ~~reporting unit with its carrying amount~~Company’s net sales by geographic region and ~~recognizing an impairment charge~~segment and product group for the amount by which the carrying amount exceeds the reporting unit’s fair value. Any impairment charges recognized would not exceed the total amount of goodwill allocated to the reporting unit. The guidance is effective for annualthree and ~~interim goodwill impairment tests in fiscal years beginning after December 15, 2019,~~six months ended June 30, 2021 and should be applied on a prospective basis. Early adoption is permitted for annual or interim goodwill impairment testing performed after January 1, 2017. The Company has adopted this guidance and will implement its provisions for interim and annual goodwill impairment tests performed prospectively. The Company does not expect that the adoption of this guidance will have a significant impact on its financial position, results of operations or cash flows.2020.

In May 2017, the FASB issued ASU No. 2017-09, “Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting”, which provides clarity and reduces both diversity in practice and the cost and complexity of applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. Pursuant to this update, modification accounting is required to be applied to changes in the terms and conditions of a share-based payment award unless

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Net sales by geographic region (1)
North America:
Titanium Technologies	$	250	$	176	$	456	$	369
Thermal & Specialized Solutions		168		117		315		263
Advanced Performance Materials		130		112		240		230
Chemical Solutions		50		51		83		106
Total North America		598		456		1,094		968
Asia Pacific:
Titanium Technologies		269		161		515		354
Thermal & Specialized Solutions		49		32		86		61
Advanced Performance Materials		150		121		290		225
Chemical Solutions		6		5		12		13
Total Asia Pacific		474		319		903		653
Europe, the Middle East, and Africa:
Titanium Technologies		223		99		398		247
Thermal & Specialized Solutions		89		61		176		160
Advanced Performance Materials		67		50		135		110
Chemical Solutions		5		6		9		11
Total Europe, the Middle East, and Africa		384		216		718		528
Latin America (2):
Titanium Technologies		117		52		214		130
Thermal & Specialized Solutions		34		21		66		55
Advanced Performance Materials		15		9		30		19
Chemical Solutions		33		20		66		45
Total Latin America		199		102		376		249
Total net sales	$	1,655	$	1,093	$	3,091	$	2,398

Net sales by segment and product group
Titanium Technologies:
Titanium dioxide and other minerals	$	859	$	488	$	1,583	$	1,100
Thermal & Specialized Solutions:
Refrigerants		271		188		512		440
Foam, propellants, and other		69		43		131		99
Advanced Performance Materials:
Fluoropolymers and advanced materials		362		292		695		584
Chemical Solutions:
Mining solutions		69		47		122		98
Performance chemicals and intermediates		25		35		48		77
Total net sales	$	1,655	$	1,093	$	3,091	$	2,398

Substantially all of the ~~following criteria remain unchanged before~~Company’s net sales are derived from goods and ~~after~~services transferred at a point in time.

The Company’s assets and liabilities from contracts with customers constitute accounts receivable - trade, deferred revenue, and customer rebates. An amount for accounts receivable - trade is ~~modified: (a)~~recorded when the ~~fair value~~right to consideration under a contract becomes unconditional. An amount for deferred revenue is recorded when consideration is received prior to the conclusion that a contract exists, or when a customer transfers consideration prior to the Company satisfying its performance obligations under a contract. Customer rebates represent an expected refund liability to a customer based on a contract. In contracts with customers where a rebate is offered, it is generally applied retroactively based on the achievement of a certain sales threshold. As revenue is recognized, the ~~award; (b)~~Company estimates whether or not the ~~vesting conditions~~sales threshold will be achieved to determine the amount of the award; and (c) the classification of the award as an equity instrument or a liability instrument. The amendments in this update are effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017, and arevariable consideration to be applied prospectively to an award modified on or after the adoption date. Early adoption, including adoption in any interim period, is permitted for public business entities in reporting periods for which financial statements have not yet been issued. The Company has adopted this guidance and will implement its provisions prospectively for changesinclude in the ~~terms~~transaction price.

The following table sets forth the Company’s contract balances from contracts with customers at June 30, 2021 and ~~conditions of share-based payment awards. The Company does~~December 31, 2020.

Changes in the Company’s deferred revenue balances resulting from additions for advance payments and deductions for amounts recognized in net sales during the three and six months ended June 30, 2021 were not ~~expect that the adoption of this guidance will have a significant impact on its financial position, results of operations or cash flows.~~

significant. For the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021, the amount of net sales recognized from performance obligations satisfied in prior periods (e.g., due to changes in transaction price) was not significant.

Contract asset balances or capitalized costs associated with obtaining or fulfilling customer contracts were not significant as of June 30, 2021 or December 31, 2020.

Certain of the Company’s master services agreements or other arrangements contain take-or-pay clauses, whereby customers are required to purchase a fixed minimum quantity of product during a specified period, or pay the Company for such orders, even if not requested by the customer. The Company considers these take-or-pay clauses to be an enforceable contract, and ~~2016,~~as such, the legally-enforceable minimum amounts under such an arrangement are considered to be outstanding performance obligations on contracts with an original expected duration greater than one year. At June 30, 2021, Chemours ~~recorded restructuring~~had $78 of remaining performance obligations.The Company expects to recognize approximately21% of its remaining performance obligations as revenue in 2021, approximately an additional21% as revenue in 2022, and ~~asset-related charges, net as follows:~~the balance thereafter. The Company applies the allowable practical expedient and does not include remaining performance obligations that have original expected durations ofone year or less, or amounts for variable consideration allocated to wholly-unsatisfied performance obligations or wholly-unsatisfied distinct goods that form part of a single performance obligation, if any. Amounts for contract renewals that are not yet exercised by June 30, 2021 are also excluded.

The following table sets forth the components of the Company’s restructuring, asset-related, and other charges for the three and six months ended June 30, 2021 and 2020.

The following table sets forth the impacts of the Company’s restructuring programs ~~impacted~~to segment earnings for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020.

	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Restructuring charges:
Plant and product line closures:
Chemical Solutions	$	4		$	3		$	8		$	4
Corporate and Other		0			0			0			1
Total plant and product line closures		4			3			8			5
2017 Restructuring Program:
Corporate and Other		0			(1	)		0			(1	)
Total 2017 Restructuring Program		0			(1	)		0			(1	)
2019 Restructuring Program:
Thermal & Specialized Solutions		0			1			0			1
Advanced Performance Materials		0			2			0			2
Total 2019 Restructuring Program		0			3			0			3
2020 Restructuring Program:
Titanium Technologies		0			0			0			2
Thermal & Specialized Solutions		0			0			0			1
Advanced Performance Materials		(1	)		0			(1	)		2
Chemical Solutions		0			1			0			1
Corporate and Other		0			1			0			4
Total 2020 Restructuring Program		(1	)		2			(1	)		10
Total restructuring charges		3			7			7			17
Asset-related charges:
Chemical Solutions		0			6			0			7
Corporate and Other		0			4			0			4
Total asset-related charges		0			10			0			11
Other charges:
Chemical Solutions		2			0			(7	)		0
Total other charges		2			0			(7	)		0
Total restructuring, asset-related, and other charges	$	5		$	17		$	0		$	28

In connection with the construction work at the Mining Solutions facility in Gomez Palacio, Durango, Mexico, the Company had previously entered into an agreement with a third-party services provider. In the fourth quarter of 2020, the Company entered into dispute resolution with the third-party services provider, resulting in a $26 charge related to probable contract termination fees, as ~~follows:~~well as immediate recognition of $11 of other related prepaid costs, for a total of $37 in Other Charges. During the first quarter of 2021, the Company and the third-party services provider reached an agreement to terminate the contractual relationship resulting in a payment of $26 for the aforementioned contract termination fees and, in exchange, the Company received title to approximately $22 of assets classified as construction-in-process, of which only approximately $9 are expected to be used by the Company when construction resumes. Accordingly, approximately $13 was recognized in impairment charges in the first quarter of 2021, offset by $22 of the liability recorded in the fourth quarter of 2020 being reversed in the first quarter of 2021, resulting in a net $9 gain in Other Charges. Additionally, during the second quarter of 2021, the Company incurred $2 of freight charges associated with transportation of the impaired assets.

In the ~~Titanium Technologies segment, due~~fourth quarter of 2015, the Company announced its completion of the strategic review of its Reactive Metals Solutions business and the decision to stop production at its Niagara Falls, New York manufacturing plant. The Company recorded additional decommissioning and dismantling-related charges of $1 for the six months ended June 30, 2021, and $1 and $2 for the three and six months ended June 30, 2020, respectively. The Company expects to incur and spend approximately $2 related to additional restructuring charges for similar activities by the end of 2022, all of which relate to Chemical Solutions. As of June 30, 2021, the Company has incurred, in the aggregate, $41 in restructuring charges related to these activities, excluding asset-related charges.

In the second quarter of 2020, the Company completed a business review of its Aniline business. It was determined that the Aniline business was not core to the ~~closure of~~Company’s future strategy, and production was ceased at the ~~Edge Moor, Delaware~~Pascagoula, Mississippi manufacturing plant in the ~~U.S.,~~fourth quarter of 2020. As a result, during the three and six months ended June 30, 2020, the Company recorded asset-related charges of$10 and employee separation-related liabilities of $2. Furthermore, the Company recorded decommissioning and dismantling-related charges of $4 ~~for the nine months ended September 30, 2017~~ and ~~$5 and $24~~$8 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2021, respectively. At June 30, 2021 and December 31, 2020 $1 and $2 remained as an employee separation-related liability, respectively, and the remaining severance payments are expected to be made by the end of 2021. The Company ~~completed all actions~~expects to incur approximately $5 in additional restructuring charges related to decommissioning, dismantling, and other costs in connection with the exit of its Pascagoula site by the end of 2021, all of which relate to Chemical Solutions. The future net cash outflows associated with these ~~restructuring activities~~exit costs are not expected to be material.

In the first quarter of ~~2017. The cumulative amount incurred, excluding non-cash asset-related charges~~2018, the Company began a project to demolish and remove several dormant, unused buildings at its Chambers Works site in Deepwater, New Jersey, which were assigned to Chemours in connection with ~~the Edge Moor plant closure, was approximately $60.~~

~~In the Fluoroproducts segment, the~~its Separation from EID and never used in Chemours’ operations. The Company recorded additional decommissioning and dismantling-related charges ~~for certain~~ of ~~its production lines in the U.S. of $3~~$1 for the ~~nine~~six months ended ~~September~~June 30, ~~2017 and $1 and $6 for the three and nine months ended September 30, 2016, respectively.~~ 2020.As of ~~September~~June 30, ~~2017,~~2021, the Company has incurred, in the aggregate, ~~approximately $17 of~~$28 in restructuring ~~costs, excluding non-cash asset-related charges. The Company has substantially completed the actions~~charges related to these ~~restructuring~~activities. The Company does not currently expect to incur additional charges related to these activities ~~for certain~~at its Chambers Works site through the end of ~~its Fluoroproducts production lines, which were initiated in 2015.~~

In the Chemicals Solutions segment, following the production shutdown of the Reactive Metals Solutions (RMS) manufacturing plant at Niagara Falls, New York in September 2016, the Company immediately began decommissioning the plant. As a result, the Company recorded $52021, and ~~$16 of decommissioning~~any remaining future charges and dismantling-related charges for the three and nine months ended September 30, 2017, respectively, and $7 and $6 for the three and nine months ended September, 30, 2016, respectively. As of September 30, 2017, the Company incurred, in the aggregate, approximately $30 of restructuring costs, excluding non-cash asset-related charges. Additional restructuring charges of approximately $5 for decommissioning and site redevelopmentcash outflows associated with these activities are not expected to be ~~incurred for~~material.

Notes to the ~~remainder of 2017, which will be expensed as incurred.~~Interim Consolidated Financial Statements (Unaudited)

In 2017, the Company announced certain restructuring activities designed to further the cost savings and productivity improvements outlined under management’s transformation plan. These activities include, among other efforts: ~~(a)~~(i) outsourcing and further centralizing certain business process activities; ~~(b)~~(ii) consolidating existing, outsourced ~~third party~~third-party information technology ~~(IT)~~(“IT”) providers; and, ~~(c)~~(iii) implementing various upgrades to the Company’s current IT infrastructure.

In ~~connection with these corporate function efforts,~~2017, the Company ~~recorded $3 and $8 in restructuring-related charges for the three and nine months ended September 30, 2017, respectively.~~

~~Also, in October 2017, the Company~~also announced a voluntary separation program ~~(VSP)~~(“VSP”) for certain eligible U.S. employees in an effort to better manage the anticipated future changes to its workforce. Employees who ~~volunteer~~volunteered for and ~~are~~were accepted under the VSP ~~will receive~~received certain financial incentives above the Company’s customary involuntary termination benefits to end their employment with Chemours after providing a mutually agreed-upon service period. Approximately 300 employees separated from the Company through the end of 2018. An accrual representing the majority of these termination benefits, amounting to $18, was recognized in the fourth quarter of 2017. The remaining $9 of incremental, one-time financial incentives under the VSP were recognized over the period that each participating employee continued to provide service to Chemours.

The cumulative amount incurred, in the aggregate, for the Company’s 2017 Restructuring Program amounted to $61 at June 30, 2021. The Company has substantially completed all actions related to this program.

In the third quarter of 2019, management initiated a severance program of the Company’s corporate functions and businesses, and the majority of employees separated from the Company during the fourth quarter of 2019. As of June 30, 2021, the cumulative amount incurred, in the aggregate, for the Company’s 2019 Restructuring Program amounted to $25, the majority of which was incurred in the third and fourth quarters of 2019. The Company believes that it has completed incurring severance costs for this program. At June 30, 2021 and December 31, 2020, $1 and $2 remained as an employee separation-related liability, respectively, and the remaining severance payments are expected to be made by the end of 2021.

In the first quarter of 2020, management initiated the first phase of a severance program that was largely attributable to further aligning the cost structure of the Company’s businesses and corporate functions with its strategic and financial objectives. A second phase of this program was initiated in the third quarter of 2020. As of June 30, 2021, the cumulative amount incurred, in the aggregate, for the Company’s 2020 Restructuring Program amounted to $12 and the Company has substantially completed all actions related to this program.

The following table sets forth the change in the Company’s employee separation-related liabilities associated with its restructuring programs for the six months ended June 30, 2021.

At June 30, 2021, there were no significant outstanding liabilities related to the Company’s decommissioning and other restructuring-related charges.

Chemours after providing a mutually agreed-upon service period. Based on current estimates, Chemours anticipates that approximately 300 to 350 employees will separate from the Company by the end of 2018. An accrual representing the majority of these termination benefits will be recognized in the fourth quarter of 2017, and any remaining incremental, one-time financial incentives under the VSP will be recognized over the period each participating employee continues to provide service to Chemours. No amounts for the VSP have been recognized in the consolidated financial statements as of September 30, 2017.Note 5. Other Income (Expense), Net

~~As a result of its 2017 program, the Company expects to incur charges for restructuring-related activities and termination benefits ranging from $45 to $55 through December 31, 2018.~~

The following table ~~shows~~sets forth the ~~change in the employee separation-related liability account associated with~~components of the Company’s ~~restructuring programs:~~other income (expense), net for the three and six months ended June 30, 2021 and 2020.

~~At September 30, 2017, there are no significant outstanding liabilities related to decommissioning and other restructuring-related charges.~~

The following table ~~shows a reconciliation~~sets forth the reconciliations of the ~~numerator~~numerators and ~~denominator~~denominators for the Company’s basic and diluted earnings per share (“EPS”) calculations for the ~~periods indicated:~~three and six months ended June 30, 2021 and 2020.

	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016		2021		2020		2021		2020
Numerator:
Net income attributable to Chemours	$	207	$	204	$	518	$	237	$	66	$	24	$	161	$	124
Denominator:
Weighted-average number of common shares outstanding - basic		185,431,036		181,596,161		184,641,599		181,452,194		166,168,550		164,648,103		165,912,089		164,448,226
Dilutive effect of the Company’s employee compensation plans ¹		6,206,778		1,932,395		5,909,015		1,089,738
Weighted-average number of common shares outstanding - diluted ¹		191,637,814		183,528,556		190,550,614		182,541,932
Dilutive effect of the Company’s employee compensation plans										3,989,453		765,838		3,693,498		888,190
Weighted-average number of common shares outstanding - diluted										170,158,003		165,413,941		169,605,587		165,336,416

Basic earnings per share of common stock									$	0.40	$	0.15	$	0.97	$	0.75
Diluted earnings per share of common stock										0.39		0.15		0.95		0.75

The following table sets forth the average number of stock options that were anti-dilutive and, therefore, were not included in the Company’s diluted ~~earnings per share calculation:~~EPS calculations for the three and six months ended June 30, 2021 and 2020.

The following table sets forth the components of the Company’s accounts and notes receivable, net at June 30, 2021 and December 31, 2020.

Accounts and notes receivable are carried at amounts that approximate fair value. Bad debt expense ~~was~~amounted to $1 for the three and six months ended June 30, 2021, and less than $1 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017. Bad debt expense was $7 for the three and nine months ended September 30, 2016.~~2020.

The following table sets forth the components of the Company’s inventories at June 30, 2021 and December 31, 2020.

	September 30, 2017			December 31, 2016			June 30, 2021			December 31, 2020
Finished products	$	592		$	532		$	607		$	579
Semi-finished products		176			150			173			180
Raw materials, stores and supplies		309			285
Subtotal		1,077			967
Adjustment of inventories to LIFO basis		(200	)		(200	)
Raw materials, stores, and supplies								510			433
Inventories before LIFO adjustment								1,290			1,192
Less: Adjustment of inventories to LIFO basis								(244	)		(253	)
Total inventories	$	877		$	767		$	1,046		$	939

Inventory values, before last-in, first-out ~~(LIFO)~~(“LIFO”) adjustment are generally determined by the average cost method, which approximates current cost. Inventories are valued under the LIFO method at substantially all of the Company’s U.S. locations, which comprised ~~$472~~$563 and ~~$465, or~~$585 (or 44% and ~~48%~~49%, respectively) of inventories before the LIFO adjustments at ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, respectively. The remainder of the Company’s inventory held in international locations and certain U.S. locations is valued under the average cost method.

The following table sets forth the components of the Company’s property, plant, and equipment, net at June 30, 2021 and December 31, 2020.

Property, plant, and equipment, net included gross assets under finance leases of $102 and $86 at June 30, 2021 and December 31, 2020, respectively.

Depreciation expense amounted to ~~$61~~$78 and ~~$201~~$158 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, respectively, and ~~$72~~$80 and ~~$210~~$157 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2020, respectively. ~~Property, plant~~

The Company engages in transactions with its equity method investees in the ordinary course of business. Net sales to the Company’s equity method investees amounted to $40 and ~~equipment, net includes gross~~$74 for the three and six months ended June 30, 2021, respectively, and $25 and $47 for the three and six months ended June 30, 2020, respectively. Purchases from the Company’s equity method investees amounted to $51 and $86 for the three and six months ended June 30, 2021, respectively, and $34 and $69 for the three and six months ended June 30, 2020, respectively. The Company also received less than $1 and $1 in dividends from its equity method investees for the three and six months ended June 30, 2021, and less than $1 and $4 for the three and six months ended June 30, 2020, respectively.

The following table sets forth the components of the Company’s other assets ~~under capital leases of $5~~ at ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016.~~2020.

	September 30, 2017		December 31, 2016		June 30, 2021		December 31, 2020
Capitalized repair and maintenance costs	$	105	$	145	$	158	$	198
Pension assets ¹		225		159
Pension assets (1)						83		79
Deferred income taxes		38		41		145		95
Asset held for sale		—		29
Miscellaneous ²		36		43
Miscellaneous						28		33
Total other assets	$	404	$	417	$	414	$	405

In December 2016, in connection with a sale agreement entered in January 2017 to sell the Company’s corporate headquarters building located in Wilmington, Delaware, the Company recorded a $13 pre-tax impairment charge and classified the net book value of the building as an asset held for sale for the year ended December 31, 2016. The Company completed the sale in April 2017 for net proceeds of $29, of which $13 was used to repay a portion of its senior secured term loans. In connection with the sale, Chemours also entered into lease agreements to lease back a portion of the building beginning in April 2017. In connection with the sale and leaseback transaction, the Company deferred a gain of $2 million.

The following table sets forth the components of the Company’s other accrued liabilities at June 30, 2021 and December 31, 2020.

The following table sets forth the components of the Company’s debt at June 30, 2021 and December 31, 2020.

The Company’s credit agreement, as amended and restated on April 3, 2018 (“Credit Agreement”), provides for a seven-year, senior secured term ~~loans~~loan facility and a five-year ~~$750~~, $800 senior secured revolving credit facility ~~(Revolving Credit Facility). The proceeds of any loans made under the~~ (“Revolving Credit ~~Facility can be used for capital expenditures, acquisitions, working capital needs and other general corporate purposes. No~~Facility”) (collectively, the “Senior Secured Credit Facilities”). NaN borrowings were outstanding under the Revolving Credit Facility at ~~September~~June 30, ~~2017 or~~2021 and December 31, ~~2016; however,~~2020. The Company made term loan payments of $3 and $7 for the three and six months ended June 30, 2021, respectively, and $3 and $6 for the three and six months ended June 30, 2020, respectively. During the second quarter 2021, the Company repurchased through open market transactions an aggregate principal amount of $20 of its senior secured term loans for $20 in cash. In July 2021, the Company repurchased additional term loan principal amounting to $4. Chemours also had ~~$102~~$111 and ~~$132~~$102 in letters of credit issued and outstanding under this facility at September 30, 2017 and December 31, 2016, respectively. The Revolving Credit Facility bears variable interest of a range based on Chemours’ total net leverage ratio between (a) a 0.50% and 1.25% spread for base rate loans and (b) a 1.50% and 2.25% spread for LIBOR loans. The applicable margins were 0.50% for base rate loans and 1.50% for LIBOR loans at September 30, 2017. In addition, the Company is required to pay a commitment fee on the average daily unused amount of the Revolving Credit Facility at ~~a rate based~~June 30, 2021 and December 31, 2020, respectively. At June 30, 2021, the effective interest rates on ~~its total net leverage ratio, between 0.20%~~the class of term loans denominated in U.S. dollars and ~~0.35%. At September~~the class of term loans denominated in euros were 1.9% and 2.5%, respectively. Also, at June 30, ~~2017,~~2021, commitment fees on the Revolving Credit Facility were assessed at a rate of 0.20% per annum.

The Company, through a wholly-owned special purpose entity (“SPE”), maintains an amended and restated receivables purchase agreement (the “Amended Purchase Agreement”), dated March 9, 2020, under its accounts receivable securitization facility (“Securitization Facility”). The Amended Purchase Agreement amends and restates, in its entirety, the receivables purchase agreement dated as of July 12, 2019 (the “Original Purchase Agreement”). Pursuant to the Amended Purchase Agreement, the Company no longer maintains effective control over the transferred receivables, and therefore accounts for these transfers as sales of receivables. As a result, in the first quarter of 2020, the Company repurchased the then-outstanding receivables under the Securitization Facility through repayment of the secured borrowings under the Original Purchase Agreement, resulting in net repayments of $110 for the three months ended March 31, 2020, and sold $125 of its receivables to the bank. These sales were transacted at 100% of the face value of the relevant receivables, resulting in derecognition of the receivables from the Company’s consolidated balance sheets.

On ~~April 3, 2017,~~March 5, 2021, the Company, ~~completed~~through the SPE, entered into an amendment ~~(April 2017 Amendment)~~(the “First Amendment”) to its credit agreement which provides for a new class of term loans, denominated in Euros, in an aggregate principal amount of €400 (Euro Term Loan), and a new class of term loans, denominated in U.S. Dollars, in an aggregate principal amount of $940 (Dollar Term Loan, and, collectively with the Euro Term Loan, the New Term Loans). The New Term Loans replaced in full the prior term loan (Prior Term Loan) outstanding as of March 31, 2017. The New Term Loans mature on May 12, 2022, which is the same maturity date of the Prior Term Loan. The Euro Term Loan bears a variable interest rate equalAmended Purchase Agreement (the “Amended Purchase Agreement”) to, EURIBOR plus 2.25%, subject to a EURIBOR floor of 0.75%, and the Dollar Term Loan bears a variable interest rate equal to LIBOR plus 2.50%, subject to a LIBOR floor of 0.00%. The April 2017 Amendment also modified certain provisions of the credit agreement, including increasing certain incurrence limits to allow further flexibility for the Company. All other provisions, including financial covenants, remained unchanged. No incremental debt was issued as a result of the April 2017 Amendment, although the Euro Term Loan is subject to remeasurement gains or losses. The Company recorded a $3 loss on debt extinguishment and related amendment fees in the second quarter of 2017. The effective interest rates on the Dollar Term Loan and the Euro Term Loan were approximately 3.74% and 3.00%, respectively, for the quarter ended September 30, 2017.

The credit agreement contains financial covenants which, solely with respect to the Revolving Credit Facility, as amended, require Chemours not to exceed a maximum senior secured net leverage ratio of: (a) 3.50 to 1.00 each quarter through December 31, 2016; (b) 3.00 to 1.00 through June 30, 2017; and (c) further decreasing by 0.25 to 1.00 every subsequent six months to 2.00 to 1.00 by January 1, 2019 and thereafter. Chemours is also required to maintain a minimum interest coverage ratio of 1.75 to 1.00 each quarter through June 30, 2017 and further increasing by 0.25 to 1.00 every subsequent six months to 3.00 to 1.00 by January 1, 2019 and thereafter. In addition, the credit agreement contains customary affirmative and negative covenants that, among other things, limit or restrict Chemours’ and its subsidiaries’ ability, subject to certain exceptions, to incur liens, merge, consolidate or sell, transfer or lease assets, make investments, pay dividends, transact with subsidiaries and incur indebtedness. The credit agreement also contains customary representations and warranties and events of default. Chemours was in compliance with its debt covenants at September 30, 2017.

On May 23, 2017, Chemours issued a $500 aggregate principal amount of 5.375% senior unsecured notes due May 2027 (2027 Notes). The 2027 Notes require payment of principal at maturity and interest semi-annually in cash and in arrears on May 15 and November 15 of each year. The Company received proceeds of $489, net of an original issue discount of $5 and underwriting fees and other related expenses of $6, which are deferred and amortized to interest expense using the effective interest method overextend the term of the ~~2027 Notes. A portion~~Amended Purchase Agreement (as amended by the First Amendment), such that the SPE may sell certain receivables and request investments and letters of credit until the ~~net proceeds~~earlier of March 6, 2023 or another event that constitutes a “Termination Date” under the Amended Purchase Agreement (as amended by the First Amendment). The First Amendment also increases the facility limit under the arrangement from $125 to $150. As of June 30, 2021, the ~~2027 Notes was~~Securitization Facility is fully utilized.

Cash received from collections of sold receivables is used to ~~pay~~fund additional purchases of receivables at 100% of face value on a revolving basis, not to exceed the ~~$335 accrued~~facility limit, which is the aggregate purchase limit. During the three and six months ended June 30, 2021, the Company received $345 and $616 of cash collections on receivables sold under the Securitization Facility, respectively, following which it sold and derecognized $370 and $641 of incremental accounts receivable, respectively. During the three and six months ended June 30, 2020, the Company received $298 and $358, respectively, of cash collections on receivables sold under the Amended Purchase Agreement, following which it sold and derecognized $295 and $355, respectively, of incremental accounts receivable. The Company maintains continuing involvement as it acts as the servicer for the global settlement of the multi-district PFOA litigation, as discussed in Note 13. The remaining proceeds from the 2027 Notes are available for general corporate purposes. The offering of the 2027 Notes was registered under the Securities Act of 1933, as amended, under a registration statement on Form S-3 filed with the U.S. Securitiessold receivables and ~~Exchange Commission on May, 4, 2017.~~

~~The 2027 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis by each of the existing and future domestic subsidiaries that (a) incurs or~~ guarantees indebtedness under the Senior Secured Credit Facilities or (b) guarantees other indebtedness of Chemours or any guarantor in an aggregate principal amount in excess of $100. The guarantees of the 2027 Notes will rank equally with all other senior indebtedness of the guarantors. The 2027 Notes rank equally in right of payment to all of Chemours’ existing and future unsecured unsubordinated debt and are senior in right of payment to all of Chemours’ existing and future debt that is by its terms expressly subordinated in right of payment to the ~~2027 Notes.~~bank. As collateral against the sold receivables, the SPE maintains a certain level of unsold receivables, which amounted to $123 and $33 at June 30, 2021 and December 31, 2020, respectively. The ~~2027 Notes~~Company incurred $1 of servicing and other fees associated with the Securitization Facility during the three and six months ended June 30, 2021, and, less than $1 and $1 during the three and six months ended June 30, 2020, respectively. Costs associated with the sales of receivables are ~~subordinated to indebtedness under~~reflected in the ~~Senior Secured Credit Facilities as well as any future secured debt to~~Company’s consolidated statements of operations for the ~~extent of~~periods in which the ~~value of the assets securing such debt, and structurally subordinated to the liabilities of any non-guarantor subsidiaries.~~sales occur.

Chemours may redeem the 2027 Notes, in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium and accrued and unpaid interest, if any, to the date of purchase prior to February 15, 2027. Chemours may also redeem some or all of the 2027 Notes by means other than a redemption, including tender offer and open market repurchases. Chemours is obligated to offer to purchase the 2027 Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase, upon the occurrence of certain change of control events.

The Company has required quarterly principal payments related to ~~the~~its senior secured term loans equivalent to 1.00% per annum through ~~March 2022,~~December 2024, with the balance due at maturity. Term loan principal maturities, as amended, over the next five years are $3 for the remainder of 2017 and approximately $14 in each year from 2018 to 2021. Debt maturities related to the New Term Loans and the Notes (collectively, the 2023 Notes, the 2025 Notes, the Euro Notes and the 2027 Notes) in 2022 and beyond will be $4,085.

~~Following~~Also, following the end of each fiscal year commencing on the year ended December 31, ~~2016,~~2019, on an annual basis, the Company is ~~also~~ required to make additional principal ~~repayments,~~payments depending on leverage levels, as defined in the ~~credit agreement,~~Credit Agreement, equivalent to up to 50% of excess cash ~~flow~~flows based on certain leverage targets with ~~stepdowns~~step-downs to 25% and 0% as actual leverage decreases to below a ~~3.00~~3.50 to 1.00 leverage target. ~~No principal repayments were~~The Company is not required to ~~be made~~make additional principal payments in ~~2017 based upon~~2021.

The following table sets forth the ~~December 31, 2016 excess cash flow determined under~~Company’s debt principal maturities for the ~~credit agreement.~~next five years and thereafter.

The ~~fair values of~~following table sets forth the Dollar Term Loan, the Euro Term Loan, the 2023 Notes, the 2025 Notes, the Euro Notes and the 2027 Notes at September 30, 2017 were approximately $931, $469, $1,235, $834, $372 and $520, respectively. The estimated fair values of the ~~New Term Loans and the Notes~~Company’s senior debt issues, which are based on quotes received from ~~third party~~third-party brokers, and are classified as Level 2 financial instruments in the fair value hierarchy.

The following table sets forth the components of the Company’s other liabilities at June 30, 2021 and December 31, 2020.

In addition to the matters discussed below, the Company and certain of its subsidiaries, from time to time, are subject to various lawsuits, claims, assessments, and proceedings with respect to product liability, intellectual property, personal injury, commercial, contractual, employment, governmental, environmental, anti-trust, and other such matters that arise in the ordinary course of business. In addition, Chemours, by virtue of its status as a subsidiary of ~~DuPont~~EID prior to the ~~separation,~~Separation, is subject to or required under the ~~separation-related~~Separation-related agreements executed prior to the ~~separation~~Separation to indemnify ~~DuPont~~EID against various pending legal ~~proceedings arising out of the normal course of Chemours’ business including product liability, intellectual property, commercial, environmental and antitrust lawsuits.~~proceedings. It is not possible to predict the outcomes of these various lawsuits, claims, assessments, or proceedings. Except ~~for the litigation specific to PFOA (collectively, perfluorooctanoic acids and its salts, including the ammonium salt) and Fayetteville, North Carolina for which separate assessments are provided~~as noted below, while management believes it is reasonably possible that Chemours could incur losses in excess of the amounts accrued, if any, for the aforementioned proceedings, it does not believe any such loss would have a material impact on ~~Chemours’~~the Company’s consolidated financial position, results of operations, or ~~liquidity.~~cash flows. Disputes between Chemours and ~~DuPont~~EID may ~~also~~ arise ~~with respect to~~regarding indemnification matters, including disputes based on matters of law or contract interpretation. ~~If and to the extent these~~Should disputes arise, they could materially adversely affect Chemours.

In January 2021, Chemours, DuPont, Corteva, and EID, a subsidiary of Corteva, entered into a binding Memorandum of Understanding (the “MOU”), reflecting the parties’ agreement to share potential future legacy liabilities relating to per- and polyfluoroalkyl substances (“PFAS”) arising out of pre-July 1, 2015 conduct (i.e., “Indemnifiable Losses”, as defined in the separation agreement, dated as of June 26, 2015, as amended, between EID and Chemours (the “Separation Agreement”)) until the earlier to occur of: (i) December 31, 2040; (ii) the day on which the aggregate amount of Qualified Spend is equal to $4,000; or, (iii) a termination in accordance with the terms of the MOU (e.g., non-performance of the escrow funding requirements pursuant to the MOU by any party). As defined in the MOU, Qualified Spend includes:

The parties have agreed that, during the term of the cost-sharing arrangement, Chemours will bear half of the cost of such future potential legacy PFAS liabilities, and DuPont and Corteva will collectively bear the other half of the cost of such future potential legacy PFAS liabilities. Any recoveries of Qualified Spend from DuPont and/or Corteva under the cost-sharing arrangement will be recognized as an offset to the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when realizable. Any Qualified Spend incurred by DuPont and/or Corteva under the cost-sharing arrangement will be recognized in the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when the amounts of such costs are probable and estimable. The three and six months ended June 30, 2021 Qualified Spend is estimated at approximately $30 and $43, respectively, of which half would be subject to recovery from DuPont and Corteva. In July, the Company invoiced DuPont and Corteva for the first quarter Qualified Spend.

After the term of this arrangement, Chemours’ indemnification obligations under the Separation Agreement would continue unchanged, subject in each case to certain exceptions set out in the MOU. Pursuant to the terms of the MOU, the parties have agreed to release certain claims regarding Chemours’ Delaware lawsuit and confidential arbitration (concerning the indemnification of specified liabilities that EID assigned to Chemours in its spin-off), including that Chemours has released any claim set forth in the complaint filed in the Delaware lawsuit, any other similar claims arising out of or resulting from the facts recited by Chemours in the complaint or the process and manner in which EID structured or conducted the spin-off, and any other claims that challenge the spin-off or the assumption of Chemours Liabilities (as defined in the Separation Agreement) by Chemours and the allocation thereof, subject in each case to certain exceptions set out in the MOU. The parties have further agreed not to bring any future, additional claims regarding the Separation Agreement or the MOU outside of arbitration.

In order to support and manage the payments for potential future PFAS liabilities, the parties have also agreed to establish an escrow account. The MOU provides that: (i) no later than each of September 30, 2021 and September 30, 2022, Chemours shall deposit $100 into an escrow account and DuPont and Corteva shall together deposit $100 in the aggregate into an escrow account, and (ii) no later than September 30 of each subsequent year through and including 2028, Chemours shall deposit $50 into an escrow account and DuPont and Corteva shall together deposit $50 in the aggregate into an escrow account. Subject to the terms and conditions set forth in the MOU, each party may be permitted to defer funding in any year (excluding 2021). Additionally, if on December 31, 2028, the balance of the escrow account (including interest) is less than $700, Chemours will make 50% of the deposits and DuPont and Corteva together will make 50% of the deposits necessary to restore the balance of the escrow account to $700. Such payments will be made in a series of consecutive annual equal installments commencing on September 30, 2029 pursuant to the escrow account replenishment terms as set forth in the MOU. Any funds that remain in escrow at termination of the MOU will revert to the party that deposited them. As such, future payments made by the Company into the escrow account will remain an asset of Chemours, and such payments will be reflected as a transfer to restricted cash on its consolidated balance sheets. No withdrawals are permitted from the escrow account before January 2026, except for funding mutually agreed-upon third-party settlements in excess of $125. Starting in January 2026, withdrawals may be made from the escrow account to fund Qualified Spend if the parties’ aggregate Qualified Spend in that particular year is greater than $200. Starting in January 2031, the amounts in the escrow account can be used to fund any Qualified Spend. Future payments from the escrow account for potential future PFAS liabilities will be reflected on the Company’s consolidated statement of cash flows at that point in time.

The parties will cooperate in good faith to enter into additional agreements reflecting the terms set forth in the MOU.

The Company accrues for litigation matters when it is probable that a liability has been incurred, and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. When a material loss contingency is reasonably possible, but not probable, we do not record a liability, but instead disclose the nature of the matter and an estimate of the loss or range of loss, to the extent such estimate can be made. Legal costs such as outside counsel fees and expenses are recognized in the period in which the expense was incurred. Management believes the Company’s litigation accruals are appropriate based on the facts and circumstances for each matter, which are discussed in further detail below.

The following table sets forth the components of the Company’s accrued litigation at June 30, 2021 and December 31, 2020.

The following table sets forth the current and long-term components of the Company’s accrued litigation and their balance sheet locations at June 30, 2021 and December 31, 2020.

For information regarding the Company’s ongoing litigation and environmental remediation matters at its Fayetteville Works site in Fayetteville, North Carolina (“Fayetteville”), refer to “Fayetteville Works, Fayetteville, North Carolina” under the “Environmental Overview” within this “Note 15 – Commitments and Contingent Liabilities”.

In the ~~separation, DuPont~~Separation, EID assigned its asbestos docket to Chemours. At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, there were approximately ~~1,600~~1,000 and ~~1,900~~1,100 lawsuits pending ~~respectively,~~ against ~~DuPont~~EID alleging personal injury from exposure to ~~asbestos.~~asbestos, respectively. These cases are pending in state and federal court in numerous jurisdictions in the U.S. and are individually set for trial. A small number of cases are pending outside of the U.S. Most of the actions were brought by contractors who worked at sites between ~~1950~~the 1950s and the 1990s. A small number of cases involve similar allegations by ~~DuPont~~EID employees or household members of contractors or ~~DuPont~~EID employees. Finally, certain lawsuits allege personal injury as a result of exposure to ~~DuPont~~EID products.

At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, Chemours had an accrual of ~~$41~~$34 related to this matter. Chemours reviews this estimate and related assumptions quarterly. Management believes that the likelihood is remote that Chemours would incur losses in excess of the amounts accrued in connection with this matter.

In the ~~separation, DuPont~~Separation, EID assigned its benzene docket to Chemours. ~~As of September~~At June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, there were 2021 and 2717 cases pending against ~~DuPont~~EID alleging benzene-related illnesses, respectively. These cases consist of premises matters involving contractors and deceased former employees who claim exposure to benzene while working at ~~DuPont~~EID sites primarily in the 1960s through the 1980s, and product liability claims based on alleged exposure to benzene found in trace amounts in aromatic hydrocarbon solvents used to manufacture ~~DuPont~~EID products such as paints, thinners, and reducers.

A benzene case (Hood v. DuPont) was tried to a verdict in Texas state court on October 20, 2015. Plaintiffs alleged that Mr. Hood’s Acute Myelogenous Leukemia was the result of 24 years of occupational exposure to trace benzene found in DuPont automotive paint products and that DuPont negligently failed to warn him that its paints, reducers and thinners contained benzene that could cause cancer or leukemia. The jury found in the plaintiffs’ favor, awarding $6.9 in compensatory damages and $1.5 in punitive damages. In March 2016, acting on the Company’s motion, the court struck the punitive award. Through DuPont, Chemours has filed an appeal on the remaining award based upon substantial errors made at the trial court level. Plaintiffs have filed a cross appeal.

Management believes that a loss is reasonably possible ~~related~~as to ~~these matters;~~the docket as a whole; however, given the evaluation of each benzene matter is highly fact-driven and impacted by disease, exposure, and other factors, a range of such losses cannot be reasonably estimated at this time.

In May 2021, the Company and EID filed suit in Delaware state court against multiple insurance companies for breach of their contractual obligations to indemnify Chemours and EID against liabilities, costs and losses relating to benzene litigation which are covered under liability insurance policies purchased by EID during the period 1967 to 1986. EID and Chemours are seeking payment of all costs and settlement amounts for past and future benzene cases falling under those policies. The outcome of this matter is not expected to have a material impact on Chemours’ results of operations or financial position.

Chemours does not, and has never, used “PFOA” (collectively, perfluorooctanoic acids and its salts, including the ammonium salt) as a polymer processing aid and/or sold it as a commercial product. Prior to the ~~fourth quarter of 2014,~~Separation, the performance chemicals segment of ~~DuPont~~EID made PFOA at ~~its~~ Fayetteville ~~North Carolina plant~~ and used PFOA as a processing aid in the manufacture of fluoropolymers and fluoroelastomers at certain sites, including: Washington Works, Parkersburg, West Virginia; Chambers Works, Deepwater, New Jersey; Dordrecht Works, Netherlands; Changshu Works, China; and, Shimizu, Japan. These sites are now owned and/or operated by Chemours.

~~Chemours recorded accruals of $15 and $349 related to the PFOA matters discussed below at September~~

At June 30, ~~2017~~2021 and December 31, ~~2016, respectively. Specific to the PFOA MDL Settlement (also discussed below), the Company recorded an accrual~~2020, Chemours maintained accruals of ~~$335 at December 31, 2016, which was paid in installments of $15~~$22 and ~~$320 during the second and third quarters of 2017, respectively.~~

~~These accruals also include charges~~$21, respectively, related to ~~DuPont’s~~PFOA matters under the Leach Settlement, EID’s obligations under agreements with the U.S. Environmental Protection Agency ~~(EPA)~~(“EPA”), and voluntary commitments to the New Jersey Department of Environmental ~~Protection.~~Protection (“NJ DEP”). These obligations and voluntary commitments include surveying, sampling, and testing drinking water in and around certain Company sites, and offering treatment or an alternative supply of drinking water if tests indicate the presence of PFOA in drinking water at or greater than the state or the national health advisory. A provisional health advisory level was set by the EPA in 2009 at 0.4 parts per billion (ppb) that includes PFOA in drinking water. In May 2016, the EPA announced a health advisory level of 0.07 ppb that includes PFOA in drinking water. As a result, Chemours recorded an additional $4 in the second quarter of 2016 based on management’s best estimate of the impact of the new health advisory level on the Company’s obligations to the EPA, which have expanded the testing and water supply commitments previously established. Based on prior testing, the Company has initiated additional testing and treatment in certain additional locations in and around the Chambers Works and Washington Works plants. The Company will continue to work with the EPA and other authorities regarding the extent of work that may be required with respect to these matters.

In ~~August 2001,~~2004, EID settled a class action captioned Leach v. DuPont ~~was~~, filed in West Virginia state court, alleging that approximately 80,000 residents living near the Washington Works facility had suffered, or may suffer, deleterious health effects from exposure to PFOA in drinking water.

~~DuPont and attorneys for~~ Among the ~~class reached a~~ settlement in 2004 that binds about 80,000 residents. In 2005, DuPont paid the plaintiffs’ attorneys’ fees and expenses of $23 and made a payment of $70, which class counsel designated to fund a community health project. DuPontterms, EID funded a series of health studies ~~which were completed in October 2012~~ by an independent science panel of experts ~~(C8~~(“C8 Science ~~Panel). The studies were conducted in communities exposed to PFOA~~Panel”) to evaluate available scientific evidence on whether any probable link exists, as defined in the settlement agreement, between exposure to PFOA and ~~human~~ disease.

The C8 Science Panel found probable links, as defined in the settlement agreement, between exposure to PFOA and pregnancy-induced hypertension, including preeclampsia, kidney cancer, testicular cancer, thyroid disease, ulcerative colitis, and diagnosed high cholesterol. Under the terms of the settlement, EID is obligated to fund up to $235 for a medical monitoring program for eligible class members and pay the administrative costs associated with the program, including class counsel fees. The court-appointed Director of Medical Monitoring implemented the program, and testing is ongoing with associated payments to service providers disbursed from an escrow account which the Company replenishes pursuant to the settlement agreement. As of June 30, 2021, approximately $1.7 has been disbursed from escrow related to medical monitoring. While it is reasonably possible that the Company will incur additional costs related to the medical monitoring program, such costs cannot be reasonably estimated due to uncertainties surrounding the level of participation by eligible class members and the scope of testing.

In addition, under the Leach settlement agreement, EID must continue to provide water treatment designed to reduce the level of PFOA in water to 6 area water districts and private well users. At Separation, this obligation was assigned to Chemours, and $22 and $21 was accrued for these matters at June 30, 2021 and December 31, 2020, respectively.

Further, under the Leach settlement, class members may pursue personal injury claims against EID only for those diseases for which the C8 Science Panel determined a probable link exists. Approximately 3,500 lawsuits were subsequently filed in various federal and state courts in Ohio and West Virginia and consolidated in multi-district litigation (“MDL”) in Ohio federal court. These were resolved in March 2017 when EID entered into an agreement settling all MDL cases and claims, including all filed and unfiled personal injury cases and claims that were part of the plaintiffs’ counsel’s claims inventory, as well as cases tried to a jury verdict (“First MDL Settlement”) for $670.7 in cash, with half paid by Chemours, and half paid by EID.

Concurrently with the First MDL Settlement, EID and Chemours agreed to a limited sharing of potential future PFOA costs (i.e. “Indemnifiable Losses”, as defined in the Separation agreement between EID and Chemours) for a period of five years. The cost-sharing agreement entered concurrently with the First MDL Settlement has been superseded by the binding MOU addressing certain PFAS matters and costs as detailed in “Note 15 – Commitments and Contingent Liabilities”.

While all MDL lawsuits were dismissed or resolved through the First MDL Settlement, the First MDL Settlement did not resolve PFOA personal injury claims of plaintiffs who did not have cases or claims in the MDL or personal injury claims based on diseases first diagnosed after February 11, 2017. Approximately 96 plaintiffs filed matters after the First MDL Settlement. In January 2021, EID and Chemours entered into settlement agreements with counsel representing these plaintiffs, providing for a settlement of all but one of the 96 then filed and pending cases, as well as additional pre-suit claims, under which those cases and claims of settling plaintiffs were resolved for approximately $83 (the “Second MDL Settlement”). Chemours contributed approximately $29, and DuPont and Corteva each contributed approximately $27 to the Second MDL Settlement. During the three and six months ended June 30, 2021, Chemours made payments of $22 and $29 associated with the Second MDL Settlement. At December 31, 2020, Chemours had accrued approximately $29 associated with this matter.

The single matter not included in the Second MDL Settlement is a testicular cancer case tried in March 2020 to a verdict of $40 in compensatory and emotional distress damages and $10 in loss of consortium damages. The jury found that EID’s conduct did not warrant punitive damages. In March 2021, the trial court issued post trial rulings which reduced the consortium damages to $0.25. The Company has appealed the verdict. Management believes that the probability of a loss regarding the verdict is remote, given numerous meritorious grounds for pending post-trial motions and appeal.

In ~~May 2013, a panel~~February 2018, the State of ~~three independent medical doctors released its initial recommendations for screening~~Ohio initiated litigation against EID regarding historical PFOA emissions from the Washington Works site. Chemours is an additional named defendant. Ohio alleges damage to natural resources and ~~diagnostic testing of eligible class members. In September 2014,~~fraudulent transfer in the ~~medical panel recommended follow-up screening~~spin-off that created Chemours and diagnostic testing three years after initial testing, based on individual results. The medical panel has not communicated its anticipated schedule for completion of its protocol. DuPont is obligated to fund up to $235 for a medical monitoring program for eligible class membersseeks damages including remediation and other costs and punitive damages.

EID and Chemours have received governmental and regulatory inquiries and have been named in ~~addition, administrative cost associated with the program,~~other litigations, including class ~~counsel fees. In~~actions, brought by individuals, municipalities, businesses, and water districts alleging exposure to and/or contamination from PFAS, including PFOA. Many actions include an allegation of fraudulent transfer in the spin-off that created Chemours. Chemours has declined EID’s requests for indemnity for fraudulent transfer claims.

Chemours has responded to letters and inquiries from governmental law enforcement entities regarding PFAS, including in January ~~2012, DuPont, put $1 in an escrow account to fund medical monitoring as required by~~2020, a letter informing it that the ~~settlement agreement. The court-appointed Director~~U.S. Department of ~~Medical Monitoring established the program to implement the medical panel’s recommendations~~Justice, Consumer Protection Branch, and the ~~registration process, as well as eligibility screening, is ongoing. Diagnostic screening and testing is ongoing and associated payments~~United States Attorney’s Office for the Eastern District of Pennsylvania are considering whether to service providers are being disbursed from the escrow account. As of September 30, 2017, less than $1 has been disbursed from the escrow account related to medical monitoring. While it is probable that the Company will incur costs related to the medical monitoring program discussed above, such costs cannot be reasonably estimated due to uncertainties surrounding the level of participation by eligible class members and the scope of testing.

~~In addition,~~open a criminal investigation under the ~~Leach settlement agreement, DuPont must continue to provide water treatment designed to reduce the level of PFOA in water to six area water districts~~Federal Food, Drug, and ~~private well users. At separation, this obligation was assigned to Chemours, which is included in the accrual amounts recorded as of September 30, 2017.~~

Under the Leach settlement, class members may pursue personal injury claims against DuPont only for those human diseases for which the C8 Science Panel determined a probable link exists. Approximately 3,500 lawsuits were filed in various federalCosmetic Act and ~~state courts in Ohio~~asking that it retain its documents regarding PFAS and ~~West Virginia and consolidated in multi-district litigation (MDL) in Ohio federal court.~~

food contact applications. In March 2017, DuPont entered into an agreement with the MDL plaintiffs’ counsel providing for a global settlement of all cases and claims in the MDL, including all filed and unfiled personal injury cases and claims that are part of the plaintiffs’ counsel’s claim inventory, as well as cases that have been tried to a jury verdict (MDL Settlement). The total settlement amount is $670.7 in cash, with half paid by Chemours and half paid by DuPont. DuPont’s payment was not subject to indemnification or reimbursement by Chemours, and Chemours accrued $335 associated with this matter at December 31, 2016. In exchange for payment of the total settlement amount, DuPont andJuly 2020, Chemours received a ~~complete release~~grand jury subpoena for documents. We are presently unable to predict the duration, scope, or result of ~~all~~any potential governmental, criminal, or civil proceeding that may result, the imposition of fines and penalties, and/or other remedies. We are also unable to develop a reasonable estimate of a possible loss or range of losses, if any.

Chemours does not, and has never, manufactured aqueous film forming foam (“AFFF”). Numerous defendants, including EID and Chemours have been named in approximately 1,300 matters, involving AFFF, which is used to extinguish hydrocarbon-based (i.e., Class B) fires and subject to U.S. military specifications. Most matters have been transferred to or filed directly into a multi-district litigation (“AFFF MDL”) in South Carolina federal court or identified by a party for transfer. The matters pending in the AFFF MDL allege damages as a result of contamination, in most cases due to migration from military installations or airports, or personal injury from exposure to AFFF. Plaintiffs seek to recover damages for investigating, monitoring, remediating, treating, and otherwise responding to the contamination. Others have claims for personal injury, property diminution, and punitive damages.

There are AFFF lawsuits pending outside the AFFF MDL that have not been designated by ~~the settling plaintiffs. As described below, the settling plaintiffs include all but approximately 10 of the plaintiffs who filed cases~~a party for inclusion in the MDL. ~~The MDL Settlement~~These matters identifying EID and/or Chemours as a defendant are:

Valero Refining (“Valero”) has five pending state court lawsuits filed commencing in June 2019 regarding its Tennessee, Texas, Oklahoma, California, and Louisiana facilities. These lawsuits allege that several defendants that designed, manufactured, marketed, and/or sold AFFF or PFAS incorporated into AFFF have caused Valero to incur damages and costs including remediation, AFFF disposal, and replacement. Valero also alleges fraudulent transfer.

In September 2019, a lawsuit alleging personal injury resulting from exposure to AFFF in Long Island drinking water was ~~entered into solely~~filed by ~~way~~4 individuals in New York state court. Plaintiffs also allege violation of ~~compromise~~New York Uniform Fraudulent Conveyance Act and ~~settlement~~seek compensatory and ~~is not in any way an admission of liability or fault by DuPont or Chemours. As of September 30, 2017, Chemours has paid the full $335 accrued under the MDL Settlement.~~

DuPont and Chemours agreed to a limited sharing of potential future PFOA costs (indemnifiable losses, as defined in the separation agreement between DuPont and Chemours) for a period of five years. During that five-year period, Chemours will annually pay future PFOA costs up to $25 and, if such amount is exceeded, DuPont will pay any excess amount up to the next $25 (which payment will not be subject to indemnification by Chemours), with Chemours annually bearing any further excess costs under the terms of the separation agreement. After the five-year period, this limited sharing agreement will expire, and Chemours’ indemnification obligations under the separation agreement will continue unchanged. Chemours has also agreed that it will not contest its indemnification obligations to DuPont under the separation agreement for PFOA costs on the basis of ostensible defenses generally applicable to the indemnification provisions under the separation agreement, including defenses relating to punitive damages, ~~fines or penalties or attorneys’ fees,~~ and waives any such defenses with respect to PFOA costs. Chemours has, however, retained other defenses, including as to whether any particular PFOA claim is within the scope of the indemnification provisions of the separation agreement.medical monitoring. 

~~There are approximately 10 plaintiffs who declined to participate in the MDL Settlement. Counsel representing most of these plaintiffs have filed motions to withdraw their representation.~~

The MDL Settlement does not resolve PFOA personal-injury claims of plaintiffs who did not have cases or claims in the MDL or personal-injury claims based on diseases first diagnosed after February 11, 2017. Since the resolution of the MDL, three personal-injury cases have been filed in West Virginia courts.

In addition to the State of New Jersey actions (as detailed below) and the State of Ohio action (as detailed above), the states of Vermont, New Hampshire, New York, Michigan, North Carolina, Mississippi, Alaska, and Pennsylvania have filed lawsuits against defendants, including EID and Chemours, relating to the alleged contamination of state natural resources with PFAS compounds either from AFFF and/or other sources. These lawsuits seek damages including costs to investigate, clean up, restore, treat, monitor, or otherwise respond to contamination to natural resources. The lawsuits include counts for fraudulent transfer.

Chemours has engaged with the State of Delaware regarding potential similar causes of action for PFAS and other contaminants. On July 13, 2021, Chemours, DuPont, Corteva, and EID entered into a settlement agreement with the State of Delaware to settle such potential claims, including for environmental releases or sales of products containing PFAS or other known contaminants. Under the agreement, the companies shall make a payment in the total amount of $50 to the State of Delaware, which shall be treated as Qualified Spend under the MOU, of which Chemours shall contribute $25, which shall be utilized to fund a Natural Resources and Sustainability Trust (the “Trust”) to be used for environmental restoration and enhancement of resources, sampling and analysis, community environmental justice and equity grants, and other natural resource needs. If the companies enter into a proportionally similar agreement to settle or resolve claims of another state for PFAS-related natural resource damages, for an amount greater than $50, the companies may be required to make one or more supplemental payment(s) directly to the Trust, with such payment(s) not to exceed $25 in the aggregate. At this time, the Company has concluded the probability of loss ~~is reasonably possible but not estimable at this time due~~as to ~~various reasons including, among others, that~~any supplemental payment(s) under the ~~proceedings are in early stages and there are significant factual issues~~settlement agreement to be ~~resolved.~~remote.

EID has also been named in approximately 40 lawsuits pending in New York courts, which are not part of the Leach class, brought by individual plaintiffs alleging negligence and other claims in the release of PFAS, including PFOA, into drinking water, and seeking medical monitoring, compensatory, and punitive damages against current and former owners and suppliers of a manufacturing facility in Hoosick Falls, New York. NaN other lawsuits in New York have been filed by a business seeking to recover its losses and by nearby property owners and residents in a putative class action seeking medical monitoring, compensatory and punitive damages, and injunctive relief.

In May 2017, the Water Works and Sewer Board of the Town of Centre, Alabama filed suit against numerous carpet manufacturers located in Dalton, Georgia and suppliers and former suppliers, including ~~DuPont,~~EID, in Alabama state court. The complaint alleges negligence, nuisance, and trespass in the release of PFAS, including PFOA, into a river leading to the town’s water source, and seeks compensatory and punitive damages.

In February 2018, the New Jersey-American Water Company, Inc. (“NJAW”) filed suit against EID and Chemours in New Jersey federal court alleging that discharges in violation of the New Jersey Spill Compensation and Control Act (“Spill Act”) were made into groundwater utilized in the NJAW Penns Grove water system. NJAW alleges that damages include costs associated with remediating, operating, and maintaining its system, and attorney fees. In October 2020, this matter was transferred to the AFFF MDL.

In October 2018, a putative class action was filed in Ohio federal court against 3M, EID, Chemours, and other defendants seeking class action status for U.S. residents having a detectable level of PFAS in their blood serum. The complaint seeks declaratory and injunctive relief, including the establishment of a “PFAS Science Panel”.

In December 2018, the owners of a dairy farm filed a lawsuit in Maine state court against numerous defendants including EID and Chemours alleging that their dairy farm was contaminated by PFAS, including perfluorooctanesulfonic acid (“PFOS”) and PFOA present in treated municipal sewer sludge used in agricultural spreading applications on their farm. The complaint asserts negligence, trespass, and other tort and state statutory claims and seeks damages. This lawsuit has since been dismissed.

In May 2019, a putative class action was filed in Delaware state court against two electroplating companies, 3M and EID, alleging responsibility for PFAS contamination, including PFOA and PFOS, in drinking water and the environment in the nearby community. Although initially named in the lawsuit, Chemours was subsequently dismissed. The putative class of residents alleges negligence, nuisance, trespass, and other claims and seeks medical monitoring, personal injury and property damages, and punitive damages. The matter was removed to federal court.

Since August 2019, 12 Long Island water suppliers have filed lawsuits in New York federal court against defendants including EID and Chemours regarding alleged PFAS, PFOA, and PFOS contamination through releases from industrial and manufacturing facilities and business locations where PFAS-contaminated water was used for irrigation and sites where consumer products were disposed.  The complaints allege products liability, negligence, nuisance, trespass, and fraudulent transfer. Plaintiffs seek declaratory and injunctive relief, as well as compensatory and punitive damages.

Since November 2019, seven lawsuits representing approximately 50 residents have been filed against EID, Chemours, and other defendants alleging that they are responsible for PFAS contamination, including PFOA and PFOS, in groundwater and drinking water. Plaintiffs have claims including medical monitoring, property value diminution, trespass, punitive damages, and personal injury. The lawsuits are pending in New Jersey federal court.

In November 2019, the City of Rome, Georgia filed suit against numerous carpet manufacturers located in Dalton, Georgia, suppliers, EID, and Chemours in Georgia state court alleging negligence, nuisance, and trespass in the release of perfluorinated compounds, including PFOA, into a river leading to the town’s water ~~source,~~source. City of Rome alleges damages to property and ~~seeks~~lost profits, and expenses for abatement and remediation and punitive damages.

In December 2019, a putative class action was filed in Georgia state court on behalf of customers of the Rome, Georgia water division and the Floyd County, Georgia water department against numerous carpet manufacturers located in Dalton, Georgia, suppliers, EID, and Chemours in Georgia state court alleging negligence and nuisance and related to the release of perfluorinated compounds, including PFOA, into a river leading to their water sources. The matter was removed to federal court. Damages sought include compensatory damages for increased water surcharges, as well as punitive damages and injunctive relief for abatement and remediation.

In May 2020, the Weirton Area Water Board and City of Weirton, West Virginia, filed a lawsuit in West Virginia state court against defendants, including EID and Chemours, alleging PFAS, PFOA and PFOS contamination through releases from the manufacture, sale, and use of PFAS and from facilities owned by AccelorMittal. Damages sought include declaratory relief, economic damages, indemnification, expenses, remediation, and punitive damages. The matter has been removed to federal court. In January 2021, this matter was transferred to the AFFF MDL.

Since July 2020, five lawsuits were filed in New Jersey federal court by parents of adult children alleging that exposure to PFAS and other chemicals, including two suits by parents on behalf of their adult children claiming pre-natal exposure resulting in the children’s cognitive delays, neurological, genetic and autoimmune conditions. Plaintiffs seek compensatory and punitive damages. ~~Management~~

In September 2020, the Golden State Water Company filed a lawsuit in California federal court against several defendants, including EID and Chemours, alleging manufacturers of PFOA and PFOS are responsible for contaminating the drinking water supply. The complaint alleges products liability, negligence, nuisance, trespass, and fraudulent transfer. Plaintiff seeks injunctive relief, as well as compensatory and punitive damages. In January 2021, the court dismissed the complaint on defendants’ motion regarding jurisdiction grounds.

In December 2020, Suez Water New Jersey and Suez Water New York filed lawsuits in New Jersey and New York federal courts against defendants, including EID and Chemours, alleging damages from PFAS releases into the environment, including PFOA and PFOS, that impacted water sources that the utilities use to provide water. The complaints allege products liability, negligence, nuisance, and trespass. Plaintiffs seek monetary damages, including present and future compliance costs for the respective state-adopted PFAS maximum contaminant levels for public water systems.

In December 2020, 11 southern California public water systems filed a lawsuit in California state court against several defendants, including EID and Chemours, alleging manufacturers of PFOA and PFOS are responsible for contaminating the drinking water supply. The complaint alleges products liability, negligence, nuisance, trespass, state law claims, and fraudulent transfer. Plaintiffs seek injunctive relief, as well as compensatory and punitive damages. The case has been removed to federal court.

In February 2021, the City of Corona, California and the Corona Utility Authority filed a lawsuit in California state court against several defendants, including Chemours and DuPont, alleging manufacturers of PFOA and PFOS are responsible for contaminating the drinking water supply. The lawsuit alleges product liability, negligence, nuisance, trespass, state law claims and fraudulent transfer. Plaintiff seeks injunctive relief, as well as compensatory and punitive damages.

In April 2021, Chemours, along with DuPont and Corteva entities, received a civil summons filed before the Court of Rotterdam by four municipalities (Dordrecht, Papendrecht, Sliedrecht and Molenlanden) seeking liability declarations relating to the Dordrecht site’s operations and emissions. Chemours is reviewing the summons and preparing a statement of defense. At this time, management believes that ~~the probability of~~a loss related to this matter is remote.

Chemours Washington Works discharges, through outfalls at the site, wastewater and stormwater pursuant to a National Pollutant Discharge Elimination System (“NPDES”) permit issued by the West Virginia Department of Environmental Protection (“WV DEP”). In connection with actions being taken by Chemours to comply with certain NPDES effluent limits, including for PFOA and hexafluoropropylene oxide dimer acid, Chemours submitted a permit modification to WV DEP relating to groundwater abatement for certain process water used at the facility, a temperature reduction project and realigning discharge flows to certain outfalls. In July 2021, the EPA provided a specific objection to the draft modification based on Clean Water Act (“CWA”) regulations and requirements. Chemours is reviewing the objections with WV DEP and will seek to resolve EPA’s objections.

In March 2019, the NJ DEP issued two Directives and filed 4 lawsuits against Chemours and other defendants. The Directives are: (i) a state-wide PFAS Directive issued to EID, DowDuPont, DuPont Specialty Products USA (“DuPont SP USA”), Solvay S.A., 3M, and Chemours seeking a meeting to discuss future costs for PFAS-related costs incurred by the NJ DEP and establishing a funding source for such costs by the Directive recipients, and information relating to historic and current use of certain PFAS compounds; and, (ii) a Pompton Lakes Natural Resources Damages (“NRD”) Directive to EID and Chemours demanding $0.1 to cover the cost of preparation of a natural resource damage assessment plan and access to related documents.

The lawsuits filed in New Jersey state courts by the NJ DEP are: (i) in Salem County, against EID, 3M, and Chemours primarily alleging clean-up and removal costs and damages and natural resource damages under the Spill Act, the Water Pollution Control Act (“WPCA”), the Industrial Site Recovery Act (“ISRA”), and common law regarding past and present operations at Chambers Works, a site assigned to Chemours at Separation; (ii) in Middlesex County, against EID, DuPont SP USA, 3M, and Chemours primarily alleging clean-up and removal costs and damages and natural resource damages under the Spill Act, ISRA, WPCA, and common law regarding past and present operations at Parlin, an EID owned site; (iii) in Gloucester County, against EID and Chemours primarily alleging clean-up and removal costs and damages and natural resource damages under the Spill Act, WPCA, and common law regarding past operations at Repauno, a non-operating remediation site assigned to Chemours at Separation which has been sold; and, (iv) in Passaic County, against EID and Chemours primarily alleging clean-up and removal costs and damages and natural resource damages under the Spill Act, WPCA, and common law regarding past operations at Pompton Lakes, a non-operating remediation site assigned to Chemours at Separation. The alleged pollutants listed in the Salem County and Middlesex County matters above include PFAS. Each lawsuit also alleges fraudulent transfer.

In August 2020, a Second Amended Complaint was filed in each matter, adding fraudulent transfer and other claims against DuPont SP USA, Corteva, Inc., and DuPont. For the Salem County matter, NJ DEP added claims relating to failure to comply with state directives, including the state-wide PFAS Directive.

The matters were removed to federal court and consolidated for case management and pretrial purposes.

EID requested that Chemours defend and indemnify it in these matters. Chemours has accepted the indemnity and defense of EID while reserving rights and declining EID’s demand as to matters involving other EID entities, as well as ISRA and fraudulent transfer, subject to the terms of the MOU.

With the MDL Settlement at December 31, 2016, of which all $335 has been paid through September 30, 2017. There could be additional lawsuits filed related to DuPont’s use of PFOA, its manufacture of PFOA or its customers’ use of DuPont products that may not be within the scopeexception of the ~~MDL Settlement. Any such litigation could result in Chemours incurring additional costs and liabilities. Management~~matters noted otherwise above, management believes that it is reasonably possible that the Company could incur losses related to ~~other~~ PFOA (in addition to the Second MDL Settlement) and/or PFAS matters in excess of amounts accrued, but any such losses are not estimable at this time due to various reasons, including, among others, that such matters are in their early stages and have significant factual issues to be resolved.

There are six lawsuits, including ~~one~~a putative class action, ~~are~~ pending against ~~DuPont~~EID by area residents concerning the U.S. Smelter and Lead Refinery multi-party Superfund site in East Chicago, Indiana. ~~Five~~Several of the lawsuits allege that Chemours is now responsible for ~~DuPont~~EID environmental liabilities. The lawsuits include allegations for personal injury damages, property diminution, and ~~damages under the Comprehensive Environmental Response Compensation and Liability Act (CERCLA, often referred to as Superfund).~~other damages. At ~~separation, DuPont~~Separation, EID assigned Chemours its former plant site, which is located south of the residential portion of the Superfund area, and its responsibility for the environmental remediation at the Superfund site. ~~DuPont has requested that Chemours defend and indemnify it, and Chemours has agreed to do so under a reservation of rights.~~ Management believes a loss is reasonably possible, but not estimable at this time due to various reasons including, among others, that such matters are in their early stages and have significant factual issues to be resolved. In one of the six lawsuits, pursuant to a March 2021 court decision, there are no current pending claims against EID or Chemours.

In October 2019, a putative class action was filed in Delaware federal court against Chemours and certain of its officers. Following appointment of lead plaintiff, the New York State Teachers’ Retirement System, and counsel, the plaintiff filed an amended complaint alleging that the defendants violated the Securities and Exchange Act of 1934 by making materially false and misleading statements and omissions in public disclosures regarding environmental liabilities and litigation matters assigned to Chemours in connection with its spin-off from EID. The amended complaint seeks a class of purchasers of Chemours stock between February 16, 2017 and August 1, 2019 and demands compensatory damages and fees.

Commencing in July 2020, follow-on derivative lawsuits were filed by individual shareholders in Delaware courts against Chemours, its directors, and certain of its officers. The lawsuits rely on factual allegations similar to those in the ~~press~~securities action discussed above and ~~noted~~allege breach of fiduciary duty and other claims.

Management believes that it is not possible at this time to reasonably assess the outcome of these litigations or to estimate the loss or range of loss, if any, as the matters are in ~~public statements by~~ the ~~Company, governmental agencies and local community members have made inquiries and engaged in discussions~~early stages with ~~the Company with respect~~significant issues to the discharge of the polymerization processing aid HFPO Dimer Acid (sometimes referred to as GenX or C3 Dimer) and perfluorinated and polyfluorinated compounds from the Company’s facility in Fayetteville, North Carolina into the Cape Fear River, groundwater and air.be resolved. The Company believes that ~~such discharges have not impacted~~it has applicable insurance, and coverage has been accepted by the ~~safety~~primary insurance carrier with a reservation of ~~drinking water in North Carolina. Nevertheless, to address community concerns,~~rights for the putative class action matter. If the Company ~~has voluntarily commenced capturing~~were not to prevail in the litigations and ~~separately disposing certain process wastewater from~~were to fail to secure insurance coverage or ample insurance coverage, the Fayetteville facility. The Company is also cooperating with a variety of ongoing inquiries and investigations from federal, state and local authorities, regulators and other governmental entities, including respondingimpact could be material to ~~two federal grand jury subpoenas.~~

On September 5, 2017, the North Carolina Department of Environmental Quality (NC DEQ) issued a 60-day notice of intent to suspend the permit for the Fayetteville facility and the State of North Carolina filed an action in North Carolina state court regarding the discharges seeking a temporary restraining order and preliminary injunction, as well as other relief including abatement and site correction. On September 8, 2017, a partial consent order was entered partially resolving the State’s action in return for the Company’s ~~agreement to continue~~results of operations, financial position, and supplement the voluntary wastewater-disposal measures it had previously commenced and to provide certain information. On October 24, 2017, NC DEQ informed the Company that, based on measures taken by the Company following September 5, 2017, it has concluded at the present time, that it is not necessary to suspend the permit for the Fayetteville facility. The Company is continuing to cooperate with and discuss these matters with the State and NC DEQ.cash flows.

A number of additional actions have been filed against the Company and DuPont in North Carolina federal court relating to discharges from the Fayetteville site, including an action brought by the Cape Fear Public Utility Authority and one brought by Brunswick County, both seeking damages and injunctive relief, and multiple purported class actions seeking medical monitoring and property damage and/or other monetary and injunctive relief on behalf of the putative classes of property owners and residents in areas near or

The Company is currently in the process of constructing a new Mining Solutions facility in Gomez Palacio, Durango, Mexico. In connection with the facility:

At June 30, 2021 and December 31, 2020, the Company had $157 and $146 of long-lived assets under construction at the facility. The Company ultimately believes that ~~draw drinking water from~~it will be successful in obtaining its permits and will continue with its planned development of the ~~Cape Fear River. It is also possible~~site. While the Company currently believes these amounts are recoverable, further significant delays in confirming the validity of necessary permits to resume construction or other factors could lead to a fixed asset impairment assessment that ~~additional litigation may be filed~~potentially impairs all or a portion of the facility, resulting in a non-cash charge in the Company’s results of operations at that time.

In July 2020, Iluka Resources Limited, one of the Company’s suppliers of ore feedstock, commenced breach of contract proceedings against the Company ~~and/or DuPont concerning the discharges. The Company believes it has valid defenses to such litigation including~~in New York state court. Management believed that the ~~discharges did not impact~~lawsuit lacked merit, and that the ~~safety of drinking water or cause any damages or injury.~~

~~As these issues are in their early stages, however, it is not possible at this point to predict~~Company’s actions were consistent with its rights under the ~~timing, course or outcome~~provisions of the ~~governmental~~contract. In June 2021, Iluka Resources Limited and ~~regulatory inquiries, the notice issued by NC DEQ, the action brought by North Carolina and the other litigation, and it is possible~~Chemours reached a settlement that ~~these matters could materially affect~~does not have a material impact on the Company’s results of operations or financial position, and operations. In addition, local communities, organizations and regulatory agencies have raised questions concerning HFPO Dimer Acid at certain other manufacturing sites operated by the Company, and it is possible that similar developments to those described above and centeringmanagement does not anticipate any impact on the ~~Fayetteville site could arise~~Company’s supply of ore feedstock.

Chemours, ~~by virtue of its status as a subsidiary of DuPont prior~~due to the ~~separation,~~terms of the Separation-related agreements with EID, is subject to contingencies pursuant to environmental laws and regulations that in the future may require further action to correct the effects on the environment of prior disposal practices or releases of chemical substances, ~~by Chemours or other parties.~~which are attributable to EID’s activities before it spun-off Chemours. Much of this liability results from ~~CERCLA,~~the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”, often referred to as “Superfund”), the Resource Conservation and Recovery Act (“RCRA”), and similar federal, state, local, and ~~global~~foreign laws. These laws require Chemours to undertake certain investigative, remediation, and restoration activities at sites where ownership was transferred to Chemours ~~conducts or once conducted operations~~under the Separation-related agreements or at sites where ~~Chemours-generated~~EID-generated waste was ~~disposed.~~disposed before the 2015 separation. The accrual also includes estimated costs related to a number of sites identified for which it is probable that environmental remediation will be required, but which are not currently the subject of enforcement activities.

Chemours accrues for remediation activities when it is probable that a liability has been incurred and a reasonable estimate of the liability can be made. Where the available information is sufficient to estimate the amount of liability, that estimate has been used. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. Estimated liabilities are determined based on existing remediation laws and technologies and the Company’s planned remedial responses, which are derived from environmental studies, sampling, testing, and analyses. Inherent uncertainties exist in such evaluations, primarily due to unknown environmental conditions, changing governmental regulations regarding liability, and emerging remediation technologies. These accruals are adjusted periodically as remediation efforts progress and as additional technological, regulatory, and legal information becomes available. Environmental liabilities and expenditures include claims for matters that are liabilities of EID and its subsidiaries, which Chemours may be required to indemnify pursuant to the Separation-related agreements. These accrued liabilities are undiscounted and do not include claims against third parties. Costs related to environmental remediation are charged to expense in the period that the associated liability is accrued.

The following table sets forth the components of the Company’s environmental remediation liabilities at June 30, ~~2017~~2021 and December 31, ~~2016,~~2020 for the ~~consolidated balance sheets included a liability~~five sites that are deemed the most significant by management, including Fayetteville as further discussed below.

Notes to ~~these matters~~the Interim Consolidated Financial Statements (Unaudited)

The following table sets forth the current and long-term components of ~~$268~~the Company’s environmental remediation liabilities at June 30, 2021 and ~~$278, respectively, which, in management’s opinion, is appropriate based on existing facts and circumstances. The time-frame~~December 31, 2020.

Typically, the timeframe for a site to go through all phases of remediation (investigation and active clean-up) may take about 15 to 20 years, followed by several years of ~~ongoing~~operation, maintenance, and monitoring ~~(OM&M)~~(“OM&M”) activities. Remediation activities, including OM&M activities, vary substantially in duration and cost from site to site. These activities, and their associated costs, depend on the mix of unique site characteristics, evolving remediation technologies, and diverse regulatory requirements, as well as the presence or absence of other potentially responsible parties. In addition, for claims that Chemours may be required to indemnify ~~DuPont~~EID pursuant to the ~~separation-related~~Separation-related agreements, Chemours, through ~~DuPont,~~EID, has limited available information for certain sites or is in the early stages of discussions with regulators. For these sites in particular, there may be considerable variability between the clean-up activities that are currently being undertaken or planned and the ultimate actions that could be required. Therefore, considerable uncertainty exists with respect to environmental remediation costs and, under adverse changes in circumstances, although deemed remote, the potential liability may range up to approximately ~~$510~~$680 above the amount accrued at ~~September~~June 30, ~~2017.~~2021.

Chemours incurred environmental remediation expenses of ~~$36~~$187 and ~~$16,~~$212 for the three and six months ended June 30, 2021, respectively, and $24 and $39 for the three and six months ended June 30, 2020, respectively.

Fayetteville has been in operation since the 1970s and ~~circumstances, management does~~is located next to the Cape Fear River southeast of the City of Fayetteville, North Carolina. Hexafluoropropylene oxide dimer acid (“HFPO Dimer Acid”, sometimes referred to as “GenX” or “C3 Dimer Acid”) is manufactured at Fayetteville. The Company has operated the site since its Separation from EID in 2015.

The Company believes that discharges from Fayetteville to the Cape Fear River, site surface water, groundwater, and air emissions have not ~~believe~~impacted the safety of drinking water in North Carolina. The Company is cooperating with a variety of ongoing inquiries and investigations from federal, state, and local authorities, regulators, and other governmental entities.

Consent Order with North Carolina Department of Environmental Quality (“NC DEQ”)

In September 2017, the NC DEQ issued a 60-day notice of intent to suspend the NPDES permit for Fayetteville, and the State of North Carolina filed an action in North Carolina state court regarding site discharges, seeking a temporary restraining order and preliminary injunction, as well as other relief, including abatement and site correction. The state court entered a partial consent order resolving NC DEQ’s motion for a temporary restraining order.

In November 2017, NC DEQ informed the Company that ~~any loss, in excess~~it was suspending the NPDES permit for Fayetteville. The Company thereafter commenced the capture and separate disposal of ~~amounts accrued,~~all process wastewater from Fayetteville related to ~~remediation activities at any individual site will have a material impact on~~ the Company’s ~~financial position, results of~~own operations.

In June 2018, the North Carolina Legislature enacted legislation (i) granting the governor the authority, in certain circumstances, to require a facility with unauthorized PFAS discharges to cease operations, ~~or cash flows~~and (ii) granting the governor the authority, in ~~any given year, as such obligation can be satisfied or settled over many years.~~certain circumstances, to direct the NC DEQ secretary to order a PFAS discharger to establish permanent replacement water supplies for parties whose water was contaminated by the discharge.

Chemours uses foreign currency forward contracts to reduce its net exposure, by currency, related to non-functional currency-denominated monetary assets and liabilities of its operations so that exchange gains and losses resulting from exchange rate changes are minimized. These derivative instruments are not part of a cash flow hedge program or a fair value hedge program, and have not been designated as a hedge. Although all of the forward contracts are subject to an enforceable master netting agreement, Chemours has elected to present the derivative assets and liabilities on a gross basis on its consolidated balance sheets. No collateral has been required for these contracts. All gains and losses resulting from the revaluation of the derivative assets and liabilities are recognized in other income, net in the consolidated statements of operations during the period in which they occurred.

~~At September 30, 2017, there were 26 foreign currency forward contracts outstanding with an aggregate gross notional value of $619. Chemours recognized~~

In July 2018, Cape Fear River Watch (“CFRW”), a non-profit organization, sued NC DEQ in ~~other income, net~~North Carolina state court, seeking to require NC DEQ to take additional actions at Fayetteville. In August 2018, CFRW sued the Company in North Carolina federal court for alleged violations of the ~~consolidated statements~~CWA and the Toxic Substances Control Act (“TSCA”), seeking declaratory and injunctive relief and penalties.

In February 2019, the North Carolina Superior Court for Bladen County approved a Consent Order (“CO”) between NC DEQ, CFRW and the Company, resolving the State’s and CFRW’s lawsuits and other matters (including Notices of ~~operations,~~Violation (“NOVs”) issued by the State). Under the terms of the CO, Chemours paid $13 in March 2019 to cover a ~~net loss~~civil penalty and investigative costs and agreed to certain compliance measures (with stipulated penalties for failures to do so), including the following:

In August 2020, NC DEQ, CFRW, and the Company reached agreement on the terms of $1an addendum to the CO (the “Addendum”), which includes procedures for implementing specified remedial measures for reducing PFAS loadings from Fayetteville to the Cape Fear River. The Addendum also includes stipulated financial penalties, inclusive of daily and weekly fines for untimeliness in meeting deadlines for construction, installation and other requirements, as well as intermittent performance-based fines for noncompliance in meeting PFAS loading reduction requirements and removal efficiency targets. After a ~~net gain~~period of $6public comment, the Addendum was approved by the North Carolina Superior Court for Bladen County on October 12, 2020. A Motion to Intervene filed by Cape Fear Public Utility Authority was denied.

The following table sets forth the on-site and off-site components of the Company’s accrued environmental remediation liabilities related to PFAS at Fayetteville at June 30, 2021 and December 31, 2020.

The following table sets forth the current and long-term components of the Company’s accrued environmental remediation liabilities related to PFAS at Fayetteville at June 30, 2021 and December 31, 2020.

Since 2017, the Company has provided employees the opportunity to participate in The Chemours Company Employee Stock Purchase Plan (“ESPP”). Under the ESPP, a total of 7,000,000 shares of Chemours’ common stock is reserved and authorized for issuance to participating employees, as defined by the ESPP, which excludes executive officers of the Company. The ESPP provides for consecutive 12-month offering periods, each with 2 purchase periods in March and September ~~30, 2016.~~

~~Chemours designated its Euro Notes and, beginning in April 2017, also designated its new Euro Term Loan as~~within those offering periods. The initial offering period under the ESPP began on October 2, 2017. Participating employees are eligible to purchase the Company’s common stock at a ~~hedge~~discounted rate equal to 95% of its ~~net investments in certain~~fair value on the last trading day of ~~its international subsidiaries that use~~each purchase period. In the ~~Euro as their functional currency in order~~first quarter of 2021, the Company executed an open market transaction to ~~reduce~~purchase the ~~volatility in stockholders’ equity caused by~~Company’s common stock on behalf of ESPP participants, which amounted to approximately 22,000 shares at $1.

The following table sets forth the changes ~~in foreign currency exchange rates~~and after-tax balances of the Euro with respect to the U.S. Dollar. Chemours uses the spot method to measure the effectiveness of its net investment hedge. For each reporting period, the change in the carrying value of the Euro Notes and the Euro Term Loan due to remeasurement of the effective portion are reported inCompany’s components comprising accumulated other comprehensive loss on the consolidated balance sheets, and the remaining change in the carrying value of the ineffective portion, if any, is recognized in other income, net in the consolidated statements of operations. Chemours evaluates the effectiveness of its net investment hedge quarterly. Chemours did not record any ineffectiveness for the three and nine months ended September 30, 2017 or 2016. The Company recognized pre-tax losses of $26 and $76 on its net investment hedges for the three and nine months ended September 30, 2017, respectively. The Company recognized pre-tax losses of $6 and $9 on its net investment hedges for the three and nine months ended September 30, 2016, respectively.

~~The table below presents the fair value of Chemours’ derivative assets and liabilities within the fair value hierarchy:~~loss.

The ~~Company’s foreign currency forward contracts are classified as Level 2 financial instruments within~~Chemours Company

Notes to the fair value hierarchy as the valuation inputs are based on quoted prices and market observable data of similar instruments. For derivative assets and liabilities, standard industry models are used to calculate the fair value of the various financial instruments based on significant observable market inputs, such as foreign exchange rates and implied volatilities obtained from various market sources. Market inputs are obtained from well-established and recognized vendors of market data and subjected to tolerance/quality checks.Interim Consolidated Financial Statements (Unaudited)

In the ordinary course of business, Chemours enters into contractual arrangements to reduce its exposure to foreign currency risks. The Company has established a financial risk management program, which currently includes four distinct risk management instruments: (i) foreign currency forward contracts, which are used to minimize the volatility in the Company’s earnings related to foreign exchange gains and losses resulting from remeasuring its monetary assets and liabilities that are denominated in non-functional currencies; (ii) foreign currency forward contracts, which are used to mitigate the risks associated with fluctuations in the euro against the U.S. dollar for forecasted U.S. dollar-denominated inventory purchases in certain of the Company’s international subsidiaries that use the euro as their functional currency; (iii) interest rate swaps, which are used to mitigate the volatility in the Company’s cash payments for interest due to fluctuations in LIBOR, as is applicable to the portion of the Company’s senior secured term loan facility denominated in U.S. dollars; and, (iv) euro-denominated debt, which is used to reduce the volatility in stockholders’ equity caused by changes in foreign currency exchange rates of the euro with respect to the U.S. dollar for certain of its international subsidiaries that use the euro as their functional currency. The Company’s financial risk management program reflects varying levels of exposure coverage and time horizons based on an assessment of risk. The program operates within Chemours’ financial risk management policies and guidelines, and the Company does not enter into derivative financial instruments for trading or speculative purposes.

Net Monetary Assets and Liabilities Hedge – Foreign Currency Forward Contracts

At June 30, 2021, the Company had 14 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $350, and an average maturity of one month. At December 31, 2020, the Company had 25 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $688, and an average maturity of one month. Chemours recognized a net gain of $9 and a net loss of $11 for the three and six months ended June 30, 2021, respectively, and net gains of $10 and $4 for the three and six months ended June 30, 2020, respectively, in other income (expense), net.

At June 30, 2021, the Company had 156 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $119, and an average maturity of four months. At December 31, 2020, the Company had 144 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $101, and an average maturity of four months. Chemours recognized a pre-tax loss of $1 and a pre-tax gain of $3 for the three and six months ended June 30, 2021, respectively, and a pre-tax loss of $1 and a pre-tax gain of $1 for the three and six months ended June 30, 2020, respectively, within accumulated other comprehensive loss. For the three and six months ended June 30, 2021, $1 and $3 of loss was reclassified to the cost of goods sold from accumulated other comprehensive loss, respectively. For the three and six months ended June 30, 2020, $2 and $3 of gain was reclassified to the cost of goods sold from accumulated other comprehensive loss, respectively.

The Company expects to reclassify less than $1 of net ~~periodic pension income is~~gain from accumulated other comprehensive loss to the cost of goods sold over the next 12 months, based on ~~estimated values~~current foreign currency exchange rates.

At June 30, 2021 and December 31, 2020, the Company had 3 interest rate swaps outstanding under its cash flow hedge program with an ~~extensive use~~aggregate notional U.S. dollar equivalent of ~~assumptions about~~$400; each of the ~~discount~~interest rate ~~expected return~~swaps mature on ~~plan assets~~March 31, 2023. Chemours recognized a pre-tax loss of less than $1 and a pre-tax gain of less than $1 for the ~~rate~~three and six months ended June 30, 2021, and pre-tax losses of ~~future compensation increases received by~~$3 for the ~~Company's employees.~~three and six months ended June 30, 2020, within accumulated other comprehensive loss. For the three and six months ended June 30, 2021, $1 of loss was reclassified to interest expense, net from accumulated other comprehensive loss, respectively.

The Company expects to reclassify an approximate $1 of net loss from accumulated other comprehensive loss to interest expense, net over the next 12 months.

The Company recognized a pre-tax loss of $13 and a pre-tax gain of $24 for the three and six months ended June 30, 2021, respectively, and pre-tax losses of $18 and $8 for the three and six months ended June 30, 2020, respectively, on its net ~~periodic pension income~~investment hedge within accumulated other comprehensive loss. NaN amounts were reclassified from accumulated other comprehensive loss for ~~all significant pension plans were as follows:~~

~~The Company made cash contributions of $4 and $14 to its pension plans~~the Company’s net investment hedges during the three and ~~nine~~six months ended ~~September~~ June 30, ~~2017~~2021 and ~~expects to make additional cash contributions~~2020.

Fair Value of $11 to its pension plans during the fourth quarter of 2017. Of these remaining contributions, $10 relates to the settlement of the U.S. Pension Restoration Plan (U.S. PRP), which was a supplemental pension plan for certain U.S. employees. The liability associated with the U.S PRP was transferred to Chemours from DuPont at the date of separation, at which point the plan ceased accepting new participants. In October 2017, the Company made a cash payment of $10 to settle the remaining liability attributable to the remaining participants in the U.S. PRP.Derivative Instruments

Total stock-based compensation cost included in the consolidated statements of operations was $6 and $21 for the three and nine months ended September 30, 2017, respectively, and $6 and $17 for the three and nine months ended September 30, 2016, respectively. The income tax provision for the three and nine months ended September 30, 2017 is inclusive of $5 and $18 in income tax benefit from windfalls on share-based payments, respectively, due to the Company’s adoption of ASU No. 2016-09 during 2017.

The Chemours Company 2017 Equity and Incentive Plan (2017 Plan) and The Chemours Company Equity and Incentive Plan (Prior Plan) provide for grants to certain employees, independent contractors or non-employee directors offollowing table sets forth the Company of different forms of awards, including stock options, RSUs and performance share units (PSUs). On April 26, 2017, Chemours’ stockholders approved the 2017 Plan. As a result, no further grants will be made under the Prior Plan, which provided for DuPont equity awards that converted into new Chemours equity awards at the separation date and had a maximum shares reserve of 13,500,000 for the grant of equity awards.

~~A total of 19,000,000 shares~~fair value of the Company’s ~~common stock may be subject to awards granted under the 2017 Plan, less one share for every one share that was subject to an option or stock appreciation right granted after~~derivative assets and liabilities at June 30, 2021 and December 31, 2016 under the Prior Plan, and one-and-a-half shares for every one share that was subject to an award other than an option or stock appreciation right granted after December 31, 2016 under the Prior Plan. Any shares that are subject to options or stock appreciation rights will be counted against this limit as one share for every one share granted, and any shares that are subject to awards other than options or stock appreciation rights will be counted against this limit as one-and-a-half shares for every one share granted. Awards that were outstanding under the Prior Plan remain outstanding under the Prior Plan in accordance with their terms. Shares underlying awards granted under the Prior Plan after December 31, 2016 that are forfeited, cancelled or that otherwise do not result in the issuance of shares, will be available for issuance under the 2017 Plan. At September 30, 2017, 17,650,034 shares of equity and incentive plan reserve are available for grants under the 2017 Plan.2020.

The ~~Chemours Compensation Committee determines~~Company’s foreign currency forward contracts and interest rate swaps are classified as Level 2 financial instruments within the ~~long-term incentive mix, including stock options, RSUs~~fair value hierarchy as the valuation inputs are based on quoted prices and ~~PSUs,~~market observable data of similar instruments. For derivative assets and ~~may authorize new grants annually.~~liabilities, standard industry models are used to calculate the fair value of the various financial instruments based on significant observable market inputs, such as foreign exchange rates and implied volatilities obtained from various market sources. Market inputs are obtained from well-established and recognized vendors of market data, and are subjected to tolerance and/or quality checks.

~~Chemours granted non-qualified options to certain~~Summary of its employees, which will serially vest over a three-year period and expire 10 years from the date of grant. The expense related to stock options granted in the nine months ended September 30, 2017 was based on the weighted-average assumptions shown in the table below:Financial Instruments

The Company determined the dividend yield by dividing the expected annual dividend on the Company's stock by the option exercise price. A historical daily measurement of volatility is determined based on the average volatility of peer companies adjusted for the Company’s debt leverage. The risk-free interest rate is determined by reference to the yield on an outstanding U.S. Treasury note with a term equal to the expected life of the option granted. Expected life is determined using a simplified approach, calculated as the midpoint between the graded vesting period and the contractual life of the award.

The following table ~~summarizes Chemours’ stock option activity for~~sets forth the ~~nine months ended September 30, 2017:~~

~~The aggregate intrinsic values~~pre-tax changes in the table above represent the total pre-tax intrinsic value (the difference between the Company's closing stock price on the last trading day at the end of the quarter and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options at quarter-end. The amount changes based on the fair ~~market~~ value of the Company’s ~~stock. The total intrinsic value of options exercised~~financial instruments for the ~~nine~~three and six months ended ~~September~~June 30, ~~2017 was $42. The total intrinsic value of options exercised for the nine months ended September 30, 2016 was insignificant.~~2021 and 2020.

~~At September 30, 2017, $8 of total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of 2.18 years.~~

	Gain (Loss) Recognized In
										Accumulated
										Other
	Cost of			Interest			Other Income			Comprehensive
Three Months Ended June 30,	Goods Sold			Expense, Net			(Expense), Net			Loss
2021
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	9		$	—
Foreign currency forward contracts designated as a cash flow hedge		(1	)		—			—			(1	)
Interest rate swaps designated as a cash flow hedge		—			(1	)		—			—
Euro-denominated debt designated as a net investment hedge		—			—			—			(13	)

2020
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	10		$	—
Foreign currency forward contracts designated as a cash flow hedge		2			—			—			(1	)
Interest rate swaps designated as a cash flow hedge		—			—			—			(3	)
Euro-denominated debt designated as a net investment hedge		—			—			—			(18	)

	Gain (Loss) Recognized In
										Accumulated
										Other
	Cost of			Interest			Other Income			Comprehensive
Six Months Ended June 30,	Goods Sold			Expense, Net			(Expense), Net			Loss
2021
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	(11	)	$	—
Foreign currency forward contracts designated as a cash flow hedge		(3	)		—			—			3
Interest rate swaps designated as a cash flow hedge		—			(1	)		—			—
Euro-denominated debt designated as a net investment hedge		—			—			—			24

2020
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	4		$	—
Foreign currency forward contracts designated as a cash flow hedge		3			—			—			1
Interest rate swaps designated as a cash flow hedge		—			—			—			(3	)
Euro-denominated debt designated as a net investment hedge		—			—			—			(8	)

Chemours granted RSUs to key management employees that generally vest over a three-year period and, upon vesting, convert one-for-one to Chemours’ common stock. The fair value of all stock-settled RSUs is based upon the market price of the underlying common stock as of the grant date.

Non-vested awards of RSUs primarily include awards without a performance condition, as well as a small subset of awards for which specific levels of cost savings and revenue enhancements must be achieved for vesting to occur. Non-vested awards, both with and without a performance condition, at September 30, 2017 are shown below:

~~At September 30, 2017, there was $7~~Chemours sponsors defined benefit pension plans for certain of ~~unrecognized stock-based compensation expense related to non-vested awards, which is expected to be recognized over a weighted-average period of 0.78 years.~~

~~Chemours issued PSUs to key senior management~~its employees ~~which, upon vesting, convert one-for-one to Chemours’ common stock if specified performance goals, including certain market-based conditions, are met over the three-year performance period specified~~ in ~~the grant, subject to exceptions through the respective vesting period of three years. Each grantee is granted a target award of PSUs, and may earn between 0% and 200%~~various jurisdictions outside of the ~~target amount depending~~U.S. The Company’s net periodic pension (cost) income is based on estimated values and the use of assumptions about the discount rate, expected return on plan assets, and the rate of future compensation increases received by its employees.

The following table sets forth the Company’s ~~performance against stated performance goals. The Company recorded stock-based compensation related to PSUs as a component of selling, general~~net periodic pension (cost) income and ~~administrative expense of approximately $2 and $5~~amounts recognized in other comprehensive income for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021 and 2020.

The Company made cash contributions of $3 and $8 to its defined benefit pension plans during the three and six months ended June 30, 2021, respectively, and ~~less than $1~~$6 and $1$14 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2016, respectively.~~

2020, respectively, and expects to make additional cash contributions of $8 to its defined benefit pension plans during the remainder of 2021. The ~~following table provides compensation costs for stock-based compensation related~~Company’s future contributions to ~~PSUs at 100% of target amounts:~~

~~A portion~~its defined benefit pension plans are dependent on market-based discount rates, and, as stated in “Note 1 – Background, Description of the ~~fair value~~Business, and Basis of ~~PSUs was estimated at~~Presentation” to these interim consolidated financial statements, may differ due to the ~~grant date based~~impacts of the COVID-19 pandemic on the probability of satisfying the market-based conditions associated with the PSUs using the Monte Carlo valuation method, which assesses probabilities of various outcomes of market conditions. The other portion of the fair value of the PSUs is based on the fair market value of the Company’s stock at the grant date, regardless of whether the market-based condition is satisfied. The per unit weighted-average fair value at the date of grant for PSUs granted during the three and nine months ended September 30, 2017 was $55.02 and $40.30, respectively. The fair value of each PSU grant is amortized monthly into compensation expense based on their respective vesting conditions over three annual measurement periods. The accrual of compensation costs is based on our estimate of the final expected value of the award, and is adjusted as required for the portion based on the performance-based condition. The Company assumes that forfeitures will be minimal and recognizes forfeitures as they occur, which results in a reduction in compensation expense. As the payout of PSUs includes dividend equivalents, no separate dividend yield assumption is required in calculating the fair value of the PSUs.macroeconomic environment.

~~At September 30, 2017, based on the Company’s assessment of its performance goals for 2016 and 2017, approximately 450,000 additional shares may be awarded under the 2016 and 2017 grant awards.~~

On January 26, 2017, the Company’s board of directors approved The Chemours Company Employee Stock Purchase Plan (ESPP), which was approved by Chemours’ stockholders on April 26, 2017. Under the ESPP, a total of 7,000,000 shares of Chemours’ common stock are reserved and authorized for issuance to participating employees, as defined by the ESPP, which excludes executive officers of the Company. The ESPP provides for consecutive 12-month offering periods, each with four purchase periods beginning and ending on the calendar quarters within those offering periods. The initial offering period under the ESPP began on October 2, 2017. Participating employees will be eligible to purchase the Company’s common stock at a discounted rate equal to 95% of its fair value on the last trading day of each purchase period.

Chemours’ operations ~~are classified into three~~consist of 4 reportable segments based on similar economic characteristics, the nature of products and production processes, end-use markets, channels of distribution, and regulatory ~~environments. Chemours’ reportable segments are:~~environments: Titanium Technologies, ~~Fluoroproducts~~Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. Corporate costs and certain legal and environmental expenses, ~~that are not allocated to the reportable segments~~stock-based compensation expenses, and foreign exchange gains and losses arising from the remeasurement of balances in currencies other than the functional currency of the Company’s legal entities are reflected in Corporate and Other.

During the fourth quarter of 2020, the Company changed the level of detail at which its CODM regularly reviews and manages certain of its businesses, resulting in the bifurcation of its former Fluoroproducts segment into two standalone reportable segments: Thermal & Specialized Solutions (formerly Fluorochemicals) and Advanced Performance Materials (formerly Fluoropolymers). This change allows Chemours to enhance its customer focus and better align its business models, resources, and cost structure to the specific current and future secular growth drivers of each business, while providing increased transparency to the Company’s shareholders. The historical segment information has been recast to conform to the current segment structure.

Segment net sales include transfers to another reportable segment. Certain products are transferred between segments on a basis intended to reflect, as nearly as practicable, the market value of the products. These product transfers were limited and were not significant for each of the periods presented. Depreciation and amortization includes depreciation on research and development facilities and the amortization of other intangible assets, excluding ~~write-down~~any write-downs of assets.

Adjusted earnings before interest, taxes, depreciation, and amortization ~~(Adjusted EBITDA)~~(“Adjusted EBITDA”) is the primary measure of segment profitability used by the ~~Chief Operating Decision Maker~~CODM and is defined as income (loss) before income taxes, excluding the following:

Three Months Ended September 30,

Titanium
Technologies

Fluoroproducts

Chemical
Solutions

Corporate and
Other

Total

2017

Net sales to external customers

$
799

$
637

$
148

$
—

$
1,584

Adjusted EBITDA

249

158

18

(44
)

381

Depreciation and amortization

24

28

4

6

62

2016

Net sales to external customers

$
625

$
591

$
182

$
—

$
1,398

Adjusted EBITDA

144

143

9

(28
)

268

Depreciation and amortization

32

26

6

9

73

Nine Months Ended September 30,

Titanium
Technologies

Fluoroproducts

Chemical
Solutions

Corporate and
Other

Total

2017

Net sales to external customers

$
2,173

$
1,998

$
437

$
—

$
4,608

Adjusted EBITDA

601

510

37

(120
)

1,028

Depreciation and amortization

89

81

13

21

204

2016

Net sales to external customers

$
1,742

$
1,695

$
641

$
—

$
4,078

Adjusted EBITDA

309

333

30

(89
)

583

Depreciation and amortization

87

75

24

26

212

The following ~~is a tabular reconciliation of consolidated income before income taxes~~table sets forth certain summary financial information for the Company’s reportable segments for the three and six months ended June 30, 2021 and 2020.

Corporate and Other depreciation and amortization expense amounted to ~~Adjusted EBITDA:~~

$7 and $15 for the three and six months ended June 30, 2021, respectively, and $8 and $16 for the three and six months ended June 30, 2020, respectively. Corporate and Other total assets amounted to $1,903 and $1,860 at June 30, 2021 and December 31, 2020, respectively.

The following ~~guarantor financial information is included in accordance with Rule 3-10~~table sets forth a reconciliation of Regulation S-X (Rule 3-10) in connection with the issuance of the Notes by The Chemours Company (Parent Issuer). The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis, in each case, subjectsegment Adjusted EBITDA to certain exceptions, by the Parent Issuer and by certain subsidiaries (together, Guarantor Subsidiaries). Each of the Guarantor Subsidiaries is 100% owned by the Company. No other subsidiaries of the Company, either direct or indirect, guarantee the Notes (together, Non-Guarantor Subsidiaries). The Guarantor Subsidiaries may be automatically released from those guarantees upon the occurrence of certain customary release provisions.

~~The following condensed consolidating financial information is presented to comply with~~ the Company’s ~~requirements under Rule 3-10:~~

The condensed consolidating financial information is presented using the equity method of accounting for the Company’s investments in 100% owned subsidiaries. Under the equity method, the investments in subsidiaries are recorded at cost and adjusted for Chemours’ share of the subsidiaries’ cumulative results of operations, capital contributions, distributions and other equity changes. The elimination entries principally eliminate investments in subsidiaries and intercompany balances and transactions. The financial information in this footnote should be read in conjunction with the consolidated financial statements presented and other notes related thereto contained in this Quarterly Report on Form 10-Q.

Three Months Ended September 30, 2017

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Net sales
$
—

$
960

$
1,053

$
(429
)

$
1,584

Cost of goods sold

—

773

753

(409
)

1,117

Gross profit

—

187

300

(20
)

467

Selling, general and administrative expense

7

105

43

(7
)

148

Research and development expense

—

19

1

—

20

Restructuring and asset-related charges, net

—

8

—

—

8

Total expenses

7

132

44

(7
)

176

Equity in earnings of affiliates

—

—

9

—

9

Equity in earnings of subsidiaries

233

—

—

(233
)

—

Interest (expense) income, net

(57
)

2

—

—

(55
)
Intercompany interest income (expense), net

16

—

(16
)

—

—

Other income (expense), net

6

22

(17
)

(6
)

5

Income before income taxes

191

79

232

(252
)

250

(Benefit from) provision for income taxes

(16
)

18

42

(1
)

43

Net income

207

61

190

(251
)

207

Less: Net income attributable to non-controlling interests

—

—

—

—

—

Net income attributable to Chemours
$
207

$
61

$
190

$
(251
)

$
207

Comprehensive income attributable to Chemours
$
228

$
63

$
225

$
(288
)

$
228

	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Segment Adjusted EBITDA	$	429		$	210		$	752		$	503
Corporate and Other expenses (excluding items below)		(63	)		(44	)		(118	)		(80	)
Interest expense, net		(47	)		(53	)		(97	)		(107	)
Depreciation and amortization		(79	)		(82	)		(163	)		(160	)
Non-operating pension and other post-retirement employee benefit income		2			1			5			1
Exchange gains (losses), net		3			6			(5	)		(19	)
Restructuring, asset-related, and other charges (1)		(5	)		(17	)		—			(28	)
Gain on sales of assets and businesses		2			—			2			—
Natural disasters and catastrophic events (2)		(3	)		—			(19	)		—
Transaction costs (3)		—			—			(5	)		(2	)
Legal and environmental charges (4,5)		(195	)		(1	)		(208	)		(12	)
Income before income taxes	$	44		$	20		$	144		$	96

September 30, 2017

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Assets

Current assets:

Cash and cash equivalents
$
—

$
504

$
1,031

$
—

$
1,535

Accounts and notes receivable - trade, net

—

316

626

—

942

Intercompany receivable

19

684

196

(899
)

—

Inventories

—

348

592

(63
)

877

Prepaid expenses and other

—

59

20

—

79

Deferred income taxes

—

—

—

—

—

Total current assets

19

1,911

2,465

(962
)

3,433

Property, plant and equipment

—

6,346

2,066

—

8,412

Less: Accumulated depreciation

—

(4,410
)

(1,052
)

—

(5,462
)
Property, plant and equipment, net

—

1,936

1,014

—

2,950

Goodwill and other intangible assets, net

—

153

14

—

167

Investments in affiliates

—

—

166

—

166

Investment in subsidiaries

4,114

—

—

(4,114
)

—

Intercompany notes receivable

1,150

—

—

(1,150
)

—

Other assets

35

101

292

(24
)

404

Total assets
$
5,318

$
4,101

$
3,951

$
(6,250
)

$
7,120

Liabilities and equity

Current liabilities:

Accounts payable
$
—

$
589

$
421

$
—

$
1,010

Current maturities of long-term debt

14

—

—

—

14

Intercompany payable

354

196

349

(899
)

—

Other accrued liabilities

72

310

164

—

546

Total current liabilities

440

1,095

934

(899
)

1,570

Long-term debt, net

4,078

3

—

—

4,081

Intercompany notes payable

—

—

1,150

(1,150
)

—

Deferred income taxes

—

107

92

(24
)

175

Other liabilities

—

392

97

—

489

Total liabilities

4,518

1,597

2,273

(2,073
)

6,315

Commitments and contingent liabilities

Equity

Total Chemours stockholders’ equity

800

2,504

1,673

(4,177
)

800

Non-controlling interests

—

—

5

—

5

Total equity

800

2,504

1,678

(4,177
)

805

Total liabilities and equity
$
5,318

$
4,101

$
3,951

$
(6,250
)

$
7,120

(4)

Legal charges pertains to litigation settlements, PFOA drinking water treatment accruals, and other legal charges. For the three and six months ended June 30, 2021, legal charges include $25 associated with the Company’s portion of the costs to enter into a Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue reflecting Chemours, DuPont, Corteva, EID and the State of Delaware’s agreement to settle and fully resolve claims alleged against the companies. See “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements for further details.

December 31, 2016

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Assets

Current assets:

Cash and cash equivalents
$
—

$
224

$
678

$
—

$
902

Accounts and notes receivable - trade, net

—

299

508

—

807

Intercompany receivable

3

1,050

46

(1,099
)

—

Inventories

—

341

476

(50
)

767

Prepaid expenses and other

—

38

32

7

77

Total current assets

3

1,952

1,740

(1,142
)

2,553

Property, plant and equipment, net

—

6,136

1,861

—

7,997

Less: Accumulated depreciation

—

(4,285
)

(928
)

—

(5,213
)
Property, plant and equipment, net

—

1,851

933

—

2,784

Goodwill and other intangible assets, net

—

156

14

—

170

Investments in affiliates

—

—

136

—

136

Investment in subsidiaries

3,258

—

—

(3,258
)

—

Intercompany notes receivable

1,150

—

—

(1,150
)

—

Other assets

13

178

226

—

417

Total assets
$
4,424

$
4,137

$
3,049

$
(5,550
)

$
6,060

Liabilities and equity

Current liabilities:

Accounts payable
$
—

$
573

$
311

$
—

$
884

Current maturities of long-term debt

15

—

—

—

15

Intercompany payable

762

46

291

(1,099
)

—

Other accrued liabilities

21

718

133

—

872

Total current liabilities

798

1,337

735

(1,099
)

1,771

Long-term debt, net

3,526

3

—

—

3,529

Intercompany notes payable

—

—

1,150

(1,150
)

—

Deferred income taxes

—

59

73

—

132

Other liabilities

—

428

96

—

524

Total liabilities

4,324

1,827

2,054

(2,249
)

5,956

Commitments and contingent liabilities

Equity

Total Chemours stockholders’ equity

100

2,310

991

(3,301
)

100

Non-controlling interests

—

—

4

—

4

Total equity

100

2,310

995

(3,301
)

104

Total liabilities and equity
$
4,424

$
4,137

$
3,049

$
(5,550
)

$
6,060

Nine Months Ended September 30, 2017

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Operating activities

Cash (used for) provided by operating activities
$
(60
)

$
32

$
364

$
—

$
336

Investing activities

Purchases of property, plant and equipment

—

(204
)

(42
)

—

(246
)
Proceeds from sales of assets and businesses, net

—

39

—

—

39

Intercompany investing activities

—

408

—

(408
)

—

Foreign exchange contract settlements, net

—

5

—

—

5

Cash provided by (used for) investing activities

—

248

(42
)

(408
)

(202
)
Financing activities

Proceeds from the issuance of debt, net

494

—

—

—

494

Intercompany short-term borrowing repayments, net

(408
)

—

—

408

—

Debt repayments

(24
)

—

—

—

(24
)
Dividends paid

(16
)

—

—

—

(16
)
Debt issuance costs

(6
)

—

—

—

(6
)
Tax payments related to withholdings on vested restricted stock units

(10
)

—

—

—

(10
)
Proceeds from issuance of stock options, net

30

—

—

—

30

Cash provided by financing activities

60

—

—

408

468

Effect of exchange rate changes on cash and cash equivalents

—

—

31

—

31

Increase in cash and cash equivalents

—

280

353

—

633

Cash and cash equivalents at beginning of the period

—

224

678

—

902

Cash and cash equivalents at end of the period
$
—

$
504

$
1,031

$
—

$
1,535

On July 26, 2021, the Company entered into a definitive agreement with Manchester Acquisition Sub LLC, a Delaware limited liability company and a subsidiary of Draslovka Holding a.s., to sell the Mining Solutions business of its Chemical Solutions segment for cash consideration of approximately $520 (the “Mining Solutions Transaction”). We are currently evaluating the financial statement impacts of the Mining Solutions Transaction and we currently expect to record a pre-tax gain of approximately $80 to $130 on the Mining Solutions Transaction in the fourth quarter of 2021, as a component of Other Income. We will classify the related assets and liabilities as held for sale on our consolidated balance sheet at September 30, 2021. The Mining Solutions Transaction is expected to close in the fourth quarter of 2021, subject to customary closing conditions, including regulatory approvals. We do not expect the Mining Solutions Transaction to qualify as discontinued operations.

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s ~~discussion~~Discussion and ~~analysis~~Analysis of ~~our results~~Financial Condition and Results of ~~operations and financial condition, which we refer to as “MD~~Operations (“MD&A”,) supplements the unaudited ~~interim consolidated financial statements~~Interim Consolidated Financial Statements and the related notes thereto included elsewhere herein to help provide an understanding of our financial condition, changes in our financial condition, and the results of our operations. The discussion and analysis presented below, refer to, and should be read in conjunction with, the unaudited interim consolidated financial statements and the related notes included in Item 1 of this Quarterly Report on Form 10-Q, as well as our audited consolidated financial statements and the related notes included in our Annual Report on Form 10-Koperations for the ~~year ended December 31, 2016.~~

periods presented. Unless the context otherwise requires, references herein to “The Chemours Company”, “Chemours”, “the Company”, “our Company”, “we”, “us”, and “our” refer to The Chemours Company and its consolidated subsidiaries. References herein to ~~“DuPont”~~“EID” refer to ~~E.I.~~E. I. du Pont de Nemours and Company, which is now a subsidiary of Corteva, Inc. (“Corteva”), a Delaware corporation, ~~and its consolidated subsidiaries,~~ unless the context otherwise requires.

This MD&A should be read in conjunction with the unaudited Interim Consolidated Financial Statements and the related notes thereto included in Item 1 of this Quarterly Report on Form 10-Q, as well as our audited Consolidated Financial Statements and the related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020.

This section and other parts of this Quarterly Report on Form 10-Q contain forward-looking statements, within the meaning of the ~~safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995,~~federal securities laws, that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. The words “believe”, “expect”, “anticipate”, “plan”, “estimate”, “target”, “project”, and similar expressions, among others, generally identify “forward-looking statements”, which speak only as of the date the statements were made. The matters discussed in these forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those set forth in the forward-looking statements.

Our forward-looking statements are based on certain assumptions and expectations of future events ~~which~~that may not be accurate or realized. These statements, as well as our historical performance, are not guarantees of future performance. Forward-looking statements also involve risks and uncertainties ~~many of which~~that are beyond ~~Chemours’~~our control. Additionally, there may be other risks and uncertainties that we are unable to identify at this time or that we do not currently expect to have a material impact on our business. The matters discussed in these forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those set forth in the forward-looking statements. Factors that could cause or contribute to these differences include, ~~those~~but are not limited to, the risks, uncertainties, and other factors discussed in the ~~Forward-Looking~~Forward-looking Statements and the Risk Factors sections in our Annual Report on Form 10-K for the year ended December 31, ~~2016. The Company assumes~~2020, and as otherwise discussed in this report, particularly as it pertains to the current novel coronavirus disease (“COVID-19”). We assume no obligation to revise or update any forward-looking statement for any reason, except as required by law.

We are a leading, global provider of performance chemicals that are key inputs in end-products and processes in a variety of industries. We deliver customized solutions with a wide range of industrial and specialty ~~chemical~~chemicals products for markets, including coatings, plastics, ~~and coatings,~~ refrigeration and air conditioning, transportation, semiconductor and consumer electronics, general industrial, mining, and ~~mining. Principal~~oil and gas. Our principal products include titanium dioxide ~~(TiO~~(“TiO₂“), pigment, refrigerants, industrial fluoropolymer resins, sodium cyanide, and performance chemicals and intermediates.

~~Chemours manages~~ We manage and ~~reports~~report our operating results through ~~three~~four reportable segments: Titanium Technologies, ~~Fluoroproducts~~Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. Our ~~position with each~~Titanium Technologies segment is a leading, global provider of ~~these businesses reflects~~TiO₂ pigment, a premium white pigment used to deliver whiteness, brightness, opacity, and protection in a variety of applications. Our Thermal & Specialized Solutions segment is a leading, global provider of refrigerants, propellants, blowing agents, and specialty solvents. Our Advanced Performance Materials segment is a leading, global provider of high-end polymers and advanced materials that deliver unique attributes, including low friction coefficients, extreme temperature resistance, weather resistance, ultraviolet and chemical resistance, and electrical insulation. Our Chemical Solutions segment is a leading, North American provider of industrial chemicals used in gold production, industrial, and consumer applications.

We are a different kind of chemistry company, driven by our purpose to create a more colorful, capable, and cleaner world through the ~~strong~~power of chemistry. Our world-class product portfolio brings everyday convenience to virtually everything people touch in their daily lives, making our products and the solutions they enable both vital and essential. We are committed to creating value ~~proposition we provide to~~for our customers ~~based~~and stakeholders around the world through the reliable delivery of our high-quality products and services. Our global workforce, renowned for their deep and unmatched expertise, bring our chemistry to life, guided by five values that form the bedrock foundation for how we operate: (i) Customer Centricity – driving customer growth, and our own, by understanding our customers’ needs and building long-lasting relationships with them; (ii) Refreshing Simplicity – cutting complexity by investing in what matters, and getting results faster; (iii) Collective Entrepreneurship – empowering our employees to act like they own our business, while embracing the power of inclusion and teamwork; (iv) Safety Obsession – living our steadfast belief that a safe workplace is a profitable workplace; and, (v) Unshakable Integrity – doing what’s right for our customers, colleagues, and communities – always.

Additionally, our Corporate Responsibility Commitment focuses on three key principles – inspired people, a shared planet, and an evolved portfolio – in an effort to achieve, among other goals, increased diversity and inclusion in our ~~long history~~global workforce, increased sustainability of our products, and ~~reputation~~becoming carbon positive. We call this responsible chemistry – it is rooted in who we are, and we expect that our Corporate Responsibility Commitment will drive sustainable, long-term earnings growth.

The COVID-19 pandemic has, to date, resulted in more than 195 million confirmed infections, over four million deaths, and continues to spread throughout the ~~chemical industry~~world. More contagious COVID-19 variants continue to emerge driving up infection rates globally, particularly in jurisdictions where vaccination rates have lagged. As a global provider of performance chemicals that are key inputs in end-products and processes in a variety of industries, a pandemic presents obstacles that can adversely impact customer demand for our products, our manufacturing operations, our supply chain effectiveness and efficiencies, and ultimately, our financial results. Throughout the outbreak and subsequent stages of the COVID-19 pandemic that have occurred thus far, above all, we have remained steadfast in our commitment to the health, safety, ~~quality~~ and ~~reliability.~~well-being of our employees and their families, while serving our customers, and conserving cash to ensure the continuity of our business operations into the future.

~~After~~Although COVID-19 infections have continued to spread throughout the ~~separation from DuPont in 2015, Chemours announced a plan to transform the Company by reducing structural costs, growing market positions, optimizing its portfolio, refocusing investments~~Americas, Europe, and ~~enhancing its organization. Chemours expects the transformation plan to deliver at least $500 million~~parts of incremental adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) improvement over 2015 through 2017 based on our anticipated cost reduction and growth initiatives. We expect cost savings of approximately $350 million and approximately $150 million in improvements from growth initiatives will also improve our pre-tax earnings by similar amounts. Through year-end 2016, we realized approximately $200 million in cost savings, andAsia Pacific, we continue to ~~implement additional cost reduction initiatives~~experience minimal disruption in ~~order~~our operations and business-related processes. Where necessary, based on COVID-19 infection rates and local regulations, we continue to ~~realize~~take a number of measures to promote the safety and security of our ~~target additional structural costs savings~~employees, including requiring remote working arrangements for employees where practicable, the imposition of ~~approximately $150 million through 2018~~travel restrictions, limiting non-essential visits to plant sites, performing health checks before every shift, and ~~beyond. These improvements will~~providing personal protective equipment for our “essential” operations employees at our sites and labs. COVID-19 vaccines continue to be ~~partially offset by~~distributed and administered in the United States and globally. Refer to the “Segment Reviews” and “2021 Outlook” sections within this MD&A for further considerations regarding the quickly evolving market dynamics that are impacting our businesses and our associated response. We cannot predict with certainty the potential future impact of ~~divestitures completed during 2016, unfavorable price~~the COVID-19 pandemic on our customers’ ability to manufacture their products, as well as any potential future disruptions in our supply chain due to restrictions on travel and ~~mix of other products and may also be impacted by market factors~~transport, regional quarantines, and other ~~costs~~social distancing measures. The risks and uncertainties posed by this significant, widespread event are innumerable and far-reaching, including but not limited to ~~achieve~~those described in Item 1A – Risk Factors in in our ~~plans. The results of our transformation actions are further discussed in the Results of Operations, Segment Reviews and Outlook sections of this MD&A and in the Company’s~~ Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2020.

Despite the health and safety, business continuity, and macroeconomic challenges associated with conducting business in the current environment, we remain committed to anticipating and meeting the demands of our customers, as they, like us, continue to navigate uncharted territory. In 2020, we elected to accept tax relief provided by various taxing jurisdictions, resulting in the deferral of approximately $80 million in tax payments, of which approximately $35 million was paid in the fourth quarter of 2020, the remainder of which will be paid in 2021 and 2022. We continue to anticipate that our cash generated from operations, available cash, receivables securitization, and existing debt financing arrangements will provide us with sufficient liquidity through at least July 2022.

~~In August 2017, we paid the remaining $320 million~~Strategic Review of the $335 million in settlement payments we accrued in connection with the PFOA MDL Settlement for a complete release of all claims by the settling plaintiffs. Details of the PFOA MDL Settlement are discussed further in Note 13 to the Interim Consolidated Financial Statements in Item 1.Mining Solutions Business

In March 2021, we announced the ~~third~~initiation of a strategic review to assess the potential sale of the Mining Solutions business. The process continued throughout the second quarter and is intended to drive shareholder value and portfolio focus. On July 26, 2021, we entered into a definitive agreement with Manchester Acquisition Sub LLC, a Delaware limited liability company and a subsidiary of Draslovka Holding a.s., (“Draslovka”) to sell the Mining Solutions business of our Chemical Solutions segment for cash consideration of $520 million. We expect the transaction to close in the fourth quarter of ~~2017,~~2021, subject to customary closing conditions, including regulatory approvals.

In June of 2021, we announced ~~a restructuring program designed to outsource~~the retirement of Mark P. Vergnano, President and ~~consolidate certain business process activities, consolidate outsourced third party information technology (IT) providers and implement various upgrades to~~Chief Executive Officer of our Company effective July 1, 2021. Mark E. Newman, who served as the Chief Operating Officer of our Company since 2019, succeeded Mr. Vergnano as the Company’s ~~IT infrastructure. Further, in October, we announced a voluntary separation program (VSP) for certain eligible U.S. employees in an effort to better manage anticipated future changes to~~President and Chief Executive Officer and joined the ~~Company’s workforce. We anticipate that the~~Board of Directors of our Company ~~will incur approximately $45 to $55 in charges for restructuring-related activities and termination benefits through the end~~effective July 1, 2021.

Results of ~~2018 associated with this program, which is described in further detail in Note 3 to the Interim Consolidated Financial Statements in Item 1.~~

The following table sets forth our results of operations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017 were $1.6 billion~~2021 and ~~$4.6 billion, respectively, representing increases of 13% when compared with $1.4 billion and $4.1 billion for the three and nine months ended September 30, 2016, respectively.~~2020.

We recognized net income attributable to Chemours of $207 million and $518 million for the three and nine months ended September 30, 2017, respectively, representing increases of 1% and 119% when compared with $204 million and $237 million for the three and nine months ended September 30, 2016, respectively.

Our Adjusted EBITDA for the three and nine months ended September 30, 2017 was $381 million and $1.0 billion, respectively, representing increases of 42% and 76% when compared with $268 million and $583 million for the three and nine months ended September 30, 2016, respectively.

~~Our results for the periods presented reflect our customers’ preference and higher global average selling price for Ti-Pure~~^TM ~~TiO~~₂ ~~in our Titanium Technologies segment and strong demand for Opteon~~^TM ~~refrigerants and other fluoropolymers in our Fluoroproducts segment, which are partially offset by the impact of portfolio changes in our Chemical Solutions segment.~~

Our net sales increased by $186 million, or 13%, to $1.6 billion for the three months ended September 30, 2017 from $1.4 billion for the three months ended September 30, 2016. The increase in net sales reflects a 9% improvement in price, primarily attributable to our Titanium Technologies segment, higher demand in all segments driving a volume increase of 6% and slightly favorable foreign currency exchange rates. The increase in net sales was partially offset by a negative 3% impact resulting primarily from portfolio changes in our Chemical Solutions segment.

Our net sales increased by $530 million, or 13%, to $4.6 billion for the nine months ended September 30, 2017 from $4.1 billion for the nine months ended September 30, 2016. The increase in net sales reflects a 7% improvement in price, primarily attributable to our Titanium Technologies segment, and higher demand in all segments driving a volume increase of 12%. The increase in net sales was partially offset by a negative 6% impact resulting primarily from portfolio changes in our Chemical Solutions segment.

The following table ~~shows~~sets forth the ~~impact~~impacts of price, volume, currency, and portfolio changes on our net sales for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017 when compared with the three and nine months ended September 30, 2016:~~

~~Cost of goods sold (COGS) increased by $61 million, or 6%, and $74 million, or 2%, for the three and nine months ended September 30, 2017, respectively, when~~2021, compared with the same periods in ~~2016. The increase in COGS~~2020.

Our net sales increased by $562 million (or 51%) to $1.7 billion for the three months ended ~~September~~June 30, ~~2017 was primarily driven by costs related to volume increases, incremental increases~~2021, compared with net sales of $1.1 billion for the same period in ~~raw material inputs and distribution costs, capital-related expenses and expenditures related to Hurricane Harvey.~~2020. The components of the increase in ~~COGS for the nine months ended September 30, 2017 was primarily driven~~our net sales by increases in volume, as well as costs associated with transformation activities and higher performance-related compensation. These increases were partially offset by the impact of portfolio changes in our Chemical Solutions segment.

~~Selling, general and administrative (SG&A) expense~~segment for the three months ended ~~September~~June 30, ~~2017~~2021 were as follows:in our Titanium Technologies segment, volume was up 66%, price was up 5%; in our Thermal & Specialized Solutions segment, volume was up 48% and ~~2016 remained flat at $148 million. For~~price declined 3%; in our Advanced Performance Materials segment, volume was up 19% and price was up 1%; and, in our Chemical Solutions segment, volume was up 26%, price was up 6%, and portfolio change led to a 17% decrease. Favorable currency movements also added a tailwind to our net sales of 5% in our Titanium Technologies segment, 2% in our Thermal & Specialized Solutions segment, and 4% in our Advanced Performance Materials segment.

Our net sales increased by $693 million (or 29%) to $3.1 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2017, SG&A expense decreased by $10 million, or 2%, to $444 million when~~2021, compared with ~~$454~~net sales of $2.4 billion for the same period in 2020. The components of the increase in our net sales by segment for the six months ended June 30, 2021 were as follows:in our Titanium Technologies segment, volume was up 38%, price was up 2%; in our Thermal & Specialized Solutions segment, volume was up 22% and price declined 5%; in our Advanced Performance Materials segment, volume was up 16% and price declined 1%; and, in our Chemical Solutions segment, volume was up 12%, price was up 3%, and portfolio change led to a 18% decrease. Favorable currency movements also added a tailwind to our net sales of 4% in our Titanium Technologies segment, 2% in our Thermal & Specialized Solutions segment, and 4% in our Advanced Performance Materials segment.

The drivers of these changes for each of our segments are discussed further under the “Segment Reviews” section within this MD&A.

Our cost of goods sold (“COGS”) increased by $497 million (or 56%) and $629 million (or 33%) to $1.4 billion and $2.5 billion for the three and six months ended June 30, 2021, respectively, compared with COGS of $0.9 billion and $1.9 billion for the same periods in 2020. The increases in our COGS for the three and six months ended June 30, 2021 were primarily attributable to higher net sales, higher distribution, freight, and logistics expenses, increased on-site environmental remediation costs at our Fayetteville Works site in Fayetteville, North Carolina (“Fayetteville”), as well as plant fixed costs expensed in conjunction with plant downtime at certain of our facilities and under absorption of fixed costs due to operational issues and supply chain disruptions related to inclement weather from Winter Storm Uri during the first quarter of 2021.

Our selling, general, and administrative (“SG&A”) expense increased by $62 million (or 56%) and $75 million (or 32%) to $172 million and $310 million for the ~~nine~~three and six months ended ~~September~~June 30, ~~2016.~~2021, respectively, compared with SG&A expense of $110 million and $235 million for the same periods in 2020. The ~~decrease~~increases in our SG&A expense for the ~~nine~~three and six months ended ~~September~~June 30, ~~2017~~2021 were primarily attributable to higher performance-related compensation expenses in the current year, $25 million incurred in connection with our portion of the settlement agreement with the State of Delaware in the second quarter of 2021, and cost deferral activities in the prior year related to COVID-19.

Our research and development expense increased by $7 million (or 35%) and $7 million (or 16%) to $27 million and $51 million for the three and six months ended June 30, 2021, respectively, compared with research and development expense of $20 million and $44 million for the same periods in 2020. The increases in our research and development expense for the three and six months ended June 30, 2021 were primarily attributable to project activity returning to normal from reduced levels in the prior year due to cost deferral activities related to COVID-19.

Our restructuring, asset-related, and other charges decreased by $12 million (or 71%) and $28 million (or over 100%) to $5 million and less than $1 million for the three and six months ended June 30, 2021, respectively, compared with restructuring, asset-related, and other charges of $17 million and $28 million for the same periods in 2020. Our restructuring, asset-related, and other charges for the three and six months ended June 30, 2021 were primarily attributable to $4 million and $8 million of decommissioning and dismantling related charges in connection with our decision to exit the Aniline business and stop production at our Pascagoula, Mississippi manufacturing plants. For the six months ended June 30, 2021 the decrease was offset by a net $7 million gain in Other Charges in connection with our contract termination with a third-party services provider at our Mining Solutions facility currently under construction in Gomez Palacio, Durango, Mexico.

Our restructuring, asset-related, and other charges for the three and six months ended June 30, 2020 were primarily attributable to $12 million of charges incurred in connection with our decision to exit the Aniline business and stop production at our Pascagoula, Mississippi manufacturing plant. We also incurred net charges of $4 million and $12 million, respectively, in connection with employee-related separation liabilities under our recent restructuring programs.

Our equity in earnings of affiliates increased by $3 million (or 43%) and $6 million (or 43%) to $10 million and $20 million for the three and six months ended June 30, 2021, respectively, compared with equity in earnings of affiliates of $7 million and $14 million for the same periods in 2020. The increase in our equity in earnings of affiliates for the three and six months ended June 30, 2021 were primarily attributable to increased demand for our investees’ products.

Our interest expense, net decreased by $6 million (or 11%) and $10 million (or 9%) to $47 million and $97 million for the three and six months ended June 30, 2021, respectively, compared with interest expense, net of $53 million and $107 million for the same periods in 2020. The decrease in our interest expense, net for the three and six months ended June 30, 2021 was primarily attributable to a reduction in ~~management~~our outstanding debt obligations and ~~administrative expense. Additionally, we incurred $17 million in transaction-related costs~~ associated ~~with~~rates following the ~~sale~~refinancing of our ~~Clean & Disinfect (C&D) product line~~2023 Dollar Notes in the fourth quarter of 2020, as well as lower variable interest rates on our senior secured term loans.

Our other income (expense), net increased by $7 million (or 50%) and ~~Sulfur business in 2016 which did not recur in 2017. Our reduction in transaction-related costs was partially offset~~increased by ~~$28~~$22 million ~~in incremental costs for transformation activities and higher performance-related compensation for the nine months ended September 30, 2017.~~

~~Research and development (R&D) expense increased marginally~~(or over 100%) to $20 million for the three months ended September 30, 2017 when compared with $19 million for the three months ended September 30, 2016. R&D expense for the nine months ended September 30, 2017 also increased marginally to $61 million when compared with $60 million for the nine months ended September 30, 2016. The marginal increase in R&D expense for the three and nine months ended September 30, 2017 was primarily attributable to increased investment in product development and higher performance-related compensation.

~~Restructuring and asset-related charges, net, on a pre-tax basis, amounted to $8 million and $31~~ of $21 million for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017, respectively, and $60~~2021, compared with other income, net of $14 million and ~~$145~~other expense, net of $1 million for the same periods in 2020. During the three ~~and nine~~ months ended ~~September~~June 30, ~~2016, respectively. Our restructuring charges for~~2021, the ~~three~~comparative increase in our other income (expense), net was primarily attributable to a comparative increase in our non-qualified pension plan gains from the prior year, higher European Union (“EU”) fluorinated greenhouse gas (“F-Gas”) authorization sales, and ~~nine~~$3 million of income received from customer take-or-pay agreement penalties. During the six months ended ~~September~~June 30, ~~2017~~2021, the comparative increase in our other income (expense), net was primarily ~~reflect decommissioning~~attributable to favorable changes in net exchange gains and other charges associated with the production shutdown at our Reactive Metals Solutions (RMS) facility in Niagara Falls, New York, and our 2017 corporate restructuring activities. Our restructuring charges for the three and nine months ended September 30, 2016 primarily reflect decommissioning and other charges associated with the closurelosses of our Edge Moor, Delaware production facility, the production shutdown at our RMS facility and asset-related charges of $46 million and $58 million for pre-tax impairment losses associated with our aniline facility in Pascagoula, Mississippi and the sale of our Sulfur business, respectively.$14 million.

We incurred interest expense, net of $55 million and $161 million for the three and nine months ended September 30, 2017, respectively, and $51 million and $157 million for the three and nine months ended September 30, 2016, respectively. Interest

Our benefit from income taxes amounted to a benefit from income taxes of $22 million and $4 million for the three months ended ~~September~~June 30, ~~2017, primarily due to increased interest resulting~~2021 and 2020, respectively, which represented effective tax rates of negative 50% and negative 20%, respectively. The $18 million increase in our benefit from ~~our issuance of the 2027 Notes in May 2017. Interest expense, net increased by $4 million~~income taxes for the ~~nine~~three months ended ~~September~~June 30, ~~2017,~~2021 was primarily ~~due~~attributable to ~~the aforementioned increase~~a $41 million tax benefit associated with non-recurring accrued environmental remediation liabilities and an $11 million income tax benefit associated with a 2012 income tax refund received in ~~interest from our 2027 Notes, which~~a foreign subsidiary. This was partially offset by ~~decreased interest resulting~~increased profitability and changes to our geographical mix of earnings.

Our benefit from ~~our April 2017 repricing~~income taxes amounted to a benefit from income taxes of $17 million and ~~lower outstanding principal on our senior secured term loans, 2023 Notes and Euro Notes. In addition,~~$28 million for the ~~nine~~six months ended ~~September~~June 30, ~~2016, we~~2021 and 2020, respectively, which represented effective tax rates of negative 12% and negative 29%, respectively. The $11 million decrease in our benefit from income taxes for the six months ended June 30, 2021 was primarily attributable to increased profitability, changes to our geographical mix of earnings, and an income tax benefit of $18 million recorded ~~a non-recurring net gain of $10 million on debt extinguishment resulting from the repurchase of certain portions of our senior unsecured notes~~ in the ~~open market,~~first quarter of 2020, which was related to the United States Internal Revenue Service acceptance of a non-automatic method change that allows for the recovery of tax basis for depreciation, which had been previously disallowed. This was partially offset by a ~~non-recurring net loss of $4~~$41 million ~~resulting from the write-off of unamortized debt issuance costs~~income tax benefit associated with non-recurring accrued environmental remediation liabilities and an $11 million income tax benefit associated with a 2012 income tax refund received in a foreign subsidiary.

During the ~~reduction in commitment on~~fourth quarter of 2020, we changed the level of detail at which our ~~Revolving Credit Facility.~~

Other income, net was $5 million for the three months ended September 30, 2017, representing a decrease of $156 million when compared with $161 million for the three months ended September 30, 2016. This decrease was primarily attributable to a non-recurring gain of $169 million on the saleChief Operating Decision Maker (“CODM”) regularly reviews and manages certain of our ~~C&D product line~~businesses, resulting in ~~2016, partially offset by a $13 million decrease in foreign currency exchange losses in 2017. Other income, net was $53 million for~~ the nine months ended September 30, 2017, representing a decrease of $197 million when compared with $250 million for the nine months ended September 30, 2016. This decrease was primarily attributable to a non-recurring gain of $89 million on the salebifurcation of our ~~Beaumont, Texas facility during~~former Fluoroproducts segment into two standalone reportable segments: Thermal & Specialized Solutions (formerly Fluorochemicals) and Advanced Performance Materials (formerly Fluoropolymers). This change allows us to enhance our customer focus and better align our business models, resources, and cost structure to the ~~first quarter~~specific current and future secular growth drivers of 2016, plus the aforementioned sale of our C&D product line during the third quarter of 2016. A non-recurring gain of $12 million on the sale of land which formerly held our Edge Moor, Delaware facility during the first quarter of 2017, and $40 million in net favorable foreign currency exchange activity partially offsets the decrease in other income, net for the nine months ended September 30, 2017 when compared with the same period in 2016.

We recorded a provision for income taxes of $43 million and $30 million for the three months ended September 30, 2017 and 2016, respectively, resulting in effective income tax rates of 17% and 13%, respectively. For the nine months ended September 30, 2017 and 2016, we recorded a provision for income taxes of $130 million and $25 million, respectively, resulting in effective income tax rates of 20% and 10%, respectively. Our provision for income taxes for the three and nine months ended September 30, 2017 is inclusive of $5 million and $18 million in benefit from windfalls on share-based payments, respectively, dueeach business, while providing increased transparency to our ~~adoption of ASU No. 2016-09 during 2017. The remaining change in our effective tax rate from the prior year is primarily due~~shareholders. Our historical segment information has been recast to conform to the Company’s geographical mix of earnings, as well as the impact of the additional valuation allowance on U.S. foreign tax credits of $65 million and $50 million for the three and nine months ended September 30, 2017, respectively, from which the Company does not expect to benefit in the current ~~year.~~segment structure.

Adjusted ~~EBITDA represents our~~earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) is the primary measure of segment ~~performance~~profitability used by our CODM and is defined as income (loss) before income taxes, excluding the following:

A reconciliation of ~~Adjusted EBITDA to~~ net income (loss) attributable to Chemours to Adjusted EBITDA for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020 is included in the ~~Non-GAAP~~“Non-GAAP Financial ~~Measures in~~Measures” section of this ~~Item 2.~~MD&A.

The following table sets forth our Adjusted EBITDA by segment for the three and six months ended June 30, 2021 and 2020.

~~The following table represents Chemours’ total consolidated Adjusted EBITDA by segment:~~

The following table sets forth the net sales, Adjusted EBITDA, and Adjusted EBITDA margin amounts for our Titanium Technologies segment for the three and six months ended June 30, 2021 and 2020.

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in millions)	2017			2016			2017			2016			2021			2020			2021			2020
Segment net sales	$	799		$	625		$	2,173		$	1,742		$	859		$	488		$	1,583		$	1,100
Adjusted EBITDA		249			144			601			309			219			94			388			232
Adjusted EBITDA margin		31	%		23	%		28	%		18	%		25	%		19	%		25	%		21	%

The following table sets forth the impacts of price, volume, currency, and portfolio changes on our Titanium Technologies segment’s net sales for the three and six months ended June 30, 2021, compared with the same periods in 2020.

Change in segment net sales from prior period	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Three Months Ended June 30, 2021			Six Months Ended June 30, 2021
Price		18	%		16	%		5	%		2	%
Volume		8	%		9	%		66	%		38	%
Currency		2	%		—	%		5	%		4	%
Portfolio / other		—	%		—	%
Total change		28	%		25	%
Portfolio								—	%		—	%
Total change in segment net sales								76	%		44	%

~~Net~~Our Titanium Technologies segment’s net sales increased by ~~28% and 25%~~$371 million (or 76%) to $859 million for ~~the three and nine months ended September 30, 2017, respectively, when compared with the same periods in 2016. For~~ the three months ended ~~September~~June 30, ~~2017, 18%~~2021, compared with segment net sales of $488 million for the same period in 2020. The increase in segment net sales for the three months ended June 30, 2021 was primarily attributable to a 66% increase in volume and an increase in price of 5%. Volume increases were driven by steady demand recovery for our products across all end-markets and regions throughout the quarter. Price increases were due to channel mix, as well as contractual price increases. Favorable currency movements added a 5% tailwind to the segment’s net sales during the three months ended June 30, 2021.

Our Titanium Technologies segment’s net sales increased by $483 million (or 44%) to $1.6 billion for the six months ended June 30, 2021, compared with segment net sales of $1.1 billion for the same period in 2020. The increase in segment net sales for the six months ended June 30, 2021 was primarily attributable to a 38% increase in volume and an increase in price of 2%. Volume increases were driven by steady demand recovery for our products across all end-markets and regions throughout the first half of the ~~increase in~~year. Price increases were due to customer, regional, and channel mix, as well as contractual price increases. Favorable currency movements added a 4% tailwind to the segment’s net sales ~~was attributable to higher global average selling price for TiO~~₂~~, 8% of~~during the ~~increase was attributable to higher demand and 2% of the increase was attributable to favorable foreign currency exchange rates. For the nine~~six months ended ~~September~~June 30, ~~2017, 16% of the increase in net sales was attributable to improved price and 9% of the increase was attributable to higher demand.~~2021.

For the three months ended June 30, 2021, segment Adjusted EBITDA increased by ~~73%~~$125 million (or over 100%) to $219 million and ~~95% for the three and nine months ended September 30, 2017, respectively, when compared with the same periods in 2016. Our~~ Adjusted EBITDA margin increased by ~~8% and 10% for the three and nine months ended September 30, 2017, respectively, when~~approximately 600 basis points to 25%, compared with ~~the same periods in 2016. The increases in~~segment Adjusted EBITDA of $94 million and Adjusted EBITDA margin of 19% for the ~~three~~same period in 2020. For the six months ended ~~September~~June 30, ~~2017 were~~2021, segment Adjusted EBITDA increased by $156 million (or 67%) to $388 million and Adjusted EBITDA margin increased by approximately 400 basis points to 25%, compared with segment Adjusted EBITDA of $232 million and Adjusted EBITDA margin of 21% for the same period in 2020. The increase in Adjusted EBITDA during the three and six months ended June 30, 2021 was primarily attributable to the aforementioned ~~increases~~increase in ~~price~~volume of the segment’s net sales and ~~volume, which were~~favorable currency movements, partially offset by ~~incremental increases~~higher variable costs due to ore mix and fixed cost headwinds to support the increase in raw material inputs and distribution costs. The increases in Adjusted EBITDA and Adjusted EBITDA margin for the nine months ended September 30, 2017 were primarily attributable to the aforementioned increases in price and volume, which were partially offset by costs associated with transformation activities and higher performance-related compensation.demand.

The following table sets forth the net sales, Adjusted EBITDA, and Adjusted EBITDA margin amounts for our Thermal & Specialized Solutions segment for the three and six months ended June 30, 2021 and 2020.

The following table sets forth the impacts of price, volume, currency, and portfolio changes on our Thermal & Specialized Solutions segment’s net sales for the three and six months ended June 30, 2021, compared with the same periods in 2020.

~~Net~~Our Thermal & Specialized Solutions segment’s net sales increased by ~~8% and 18%~~$109 million (or 47%) to $340 million for the three ~~and nine~~ months ended ~~September~~June 30, ~~2017, respectively, when~~2021, compared with segment net sales of $231 million for the same ~~periods~~period in ~~2016.~~2020. The increase in segment net sales for ~~the~~ three ~~and nine~~ months ended ~~September~~June 30, ~~2017~~2021 was primarily attributable to ~~continuing solid~~an increase in volume of 48%, which was partially offset by a decrease in price of 3%. Volumes increased due to higher global customer demand for ~~Opteon™ refrigerant in Europe and the U.S.~~our refrigerants as COVID-19 market recovery has increased end-market demand from our customers across all market sectors. Prices declined due to contractual price adjustments for refrigerants, as well as ~~increases in demand for our fluoropolymer products, leading~~product and customer mix. Favorable currency movements added a 2% tailwind to ~~volume increases of 5% and 17% over~~ the ~~same periods in 2016, respectively. Marginal price increases and slightly favorable foreign currency exchange rates further improved~~segment’s net sales during the three months ended June 30, 2021.

Our Thermal & Specialized Solutions segment’s net sales increased by $104 million (or 19%) to $643 million for the ~~three and nine~~six months ended ~~September~~June 30, ~~2017 when~~2021, compared with segment net sales of $539 million for the same period in ~~2016.~~2020. The increase in segment net sales for six months ended June 30, 2021 was primarily attributable to an increase in volume of 22%, which was partially offset by a decrease in price of 5%. Volumes increased due to higher global customer demand for our refrigerants as COVID-19 market recovery has increased end-market demand from our customers across several market sectors. Prices declined due to our composition of product and customer mix, as well as contractual price reductions for certain refrigerants. Favorable currency movements added a 2% tailwind to the segment’s net sales during the six months ended June 30, 2021.

For the three months ended June 30, 2021, segment Adjusted EBITDA increased by ~~10%~~$62 million (or over 100%) to $117 million and ~~53%~~Adjusted EBITDA margin increased by approximately 1,000 basis points to 34%, compared with segment Adjusted EBITDA of $55 million and Adjusted EBITDA margin of 24% for the same period in 2020. For the six months ended June 30, 2021, segment Adjusted EBITDA increased by $66 million (or 46%) to $210 million and Adjusted EBITDA margin increased by approximately 600 basis points to 33%, compared with segment Adjusted EBITDA of $144 million and Adjusted EBITDA margin of 27% for the same period in 2020. The increase in segment Adjusted EBITDA for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017, respectively, when~~2021 was primarily attributable to the aforementioned increase in the volume of the segment’s net sales, partially offset by a decrease in price of segment’s net sales, and first quarter 2021 plant fixed costs incurred in conjunction with the temporary idling of certain of our facilities due to inclement weather from Winter Storm Uri.

The following table sets forth the net sales, Adjusted EBITDA, and Adjusted EBITDA margin amounts for our Advanced Performance Materials segment for the three and six months ended June 30, 2021 and 2020.

The following table sets forth the impacts of price, volume, currency, and portfolio changes on our Advanced Performance Materials segment’s net sales for the three and six months ended June 30, 2021, compared with the same periods in 2016. Our Adjusted EBITDA margin increased by 1% and 6% for the three and nine months ended September 30, 2017, respectively, when compared with the same periods in 2016. The increases in Adjusted EBITDA and Adjusted EBITDA margin for the three months ended September 30, 2017 were primarily attributable to the aforementioned volume increases, which were partially offset by higher performance-related compensation, expenditures associated with Hurricane Harvey and capital-related expenses. The increases in Adjusted EBITDA and Adjusted EBITDA margin for the nine months ended September 30, 2017 were primarily attributable to the aforementioned volume increases, which were partially offset by costs associated with transformation activities and higher performance-related compensation.

Change in segment net sales from prior period	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Three Months Ended June 30, 2021			Six Months Ended June 30, 2021
Price		—	%		1	%		1	%		(1	)%
Volume		5	%		5	%		19	%		16	%
Currency		—	%		—	%		4	%		4	%
Portfolio / other		(24	)%		(38	)%
Total change		(19	)%		(32	)%
Portfolio								—	%		—	%
Total change in segment net sales								24	%		19	%

~~Net~~Our Advanced Performance Materials segment’s net sales ~~decreased~~increased by ~~19% and 32%~~$70 million (or 24%) to $362 million for the three ~~and nine~~ months ended ~~September~~June 30, ~~2017, respectively, when~~2021, compared with segment net sales of $292 million for the same ~~periods~~period in ~~2016.~~2020. The ~~decrease~~increase in segment net sales for the three ~~and nine~~ months ended ~~September~~June 30, ~~2017~~2021 was primarily attributable to ~~portfolio changes resulting from~~a 19% increase in volume and an increase in price of 1%. Volumes increased due to higher global customer demand across nearly all regions and markets. Global average selling price increased slightly due to customer level pricing actions partially offset by our composition of product and customer mix. Favorable currency movements added a 4% tailwind to the segment’s net sales ~~of our aniline facility in Beaumont, Texas and our C&D and Sulfur businesses, as well as~~during the ~~production shutdown at our RMS facility in Niagara Falls, New York. Collectively, our portfolio changes represented a decrease in~~three months ended June 30, 2021.

Our Advanced Performance Materials segment’s net sales increased by $111 million (or 19%) to $695 million for the six months ended June 30, 2021, compared with segment net sales of ~~24% and 38% when compared with~~$584 million for the ~~three and nine~~same period in 2020. The increase in segment net sales for the six months ended ~~September~~June 30, ~~2016, respectively. The decrease~~2021 was primarily attributable to a 16% increase in ~~net sales~~volume, which was partially offset by ~~volume increases~~a 1% decrease in price. Volumes increased due to higher global customer demand across nearly all regions and markets. Global average selling price decreased slightly due to our composition of 5%product and ~~marginal price increases in~~customer mix partially offset by customer level pricing actions. Favorable currency movements added a 4% tailwind to the ~~remaining segment for~~segment’s net sales during the ~~three and nine~~six months ended ~~September~~June 30, ~~2017.~~

For the three months ended June 30, 2021, segment Adjusted EBITDA increased by ~~100%~~$32 million (or 76%) to $74 million and ~~23% for the three and nine months ended September 30, 2017, respectively, when compared with the same periods in 2016. Our~~ Adjusted EBITDA margin increased by 7%approximately 600 basis points to 20%, compared with segment Adjusted EBITDA of $42 million and 4%Adjusted EBITDA margin of 14% for the ~~three and nine~~same period in 2020.For the six months ended ~~September~~June 30, ~~2017, respectively, when~~2021, segment Adjusted EBITDA increased by $31 million (or 33%) to $125 million and Adjusted EBITDA margin increased by approximately 200 basis points to 18%, compared with segment Adjusted EBITDA of $94 million and Adjusted EBITDA margin of 16% for the same ~~periods~~period in ~~2016.~~2020. The increases in segment Adjusted EBITDA and segment Adjusted EBITDA margin for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 were primarily attributable to the aforementioned increase in volumes, partially offset by fixed cost under absorption due to supply chain disruptions in the first half of 2021 and by higher fixed costs related to performance-based compensation.

The following table sets forth the net sales, Adjusted EBITDA, and Adjusted EBITDA margin amounts for our Chemical Solutions segment for the three and six months ended June 30, 2021 and 2020.

The following table sets forth the impacts of price, volume, ~~increases~~currency, and ~~cost reductions associated with~~ portfolio changes on our Chemical Solutions segment’s net sales for the three and ~~other initiatives~~six months ended June 30, 2021, compared with the same periods in 2020.

Our Chemical Solutions segment’s net sales increased by $12 million (or 15%) to $94 million for the ~~remaining segment.~~three months ended June 30, 2021, compared with segment net sales of $82 million for the same period in 2020. The increase in segment net sales for the three months ended June 30, 2021 was primarily attributable to an increase in volume of 26% and an increase in price of 6%. Volumes increased primarily due to increased customer demand in our Mining Solutions business. This was partially offset by portfolio change, which drove a 17% decline in net sales following our exit of the Aniline business at our Pascagoula, Mississippi production facility.

Our Chemical Solutions segment’s net sales decreased by $5 million (or 3%) to $170 million for the six months ended June 30, 2021, compared with segment net sales of $175 million for the same period in 2020. The decrease in segment net sales for the six months ended June 30, 2021 was primarily attributable to portfolio change, which drove an 18% decline in net sales following our exit of the Aniline business at our Pascagoula, Mississippi production facility. This was largely offset by an increase in volume of 12% and an increase in price of 3%. Volumes increased due to increased customer demand in our Mining Solutions business.

For the three months ended June 30, 2021, segment Adjusted EBITDA increased by less than $1 million (or less than 1%) to $19 million and Adjusted EBITDA margin decreased by approximately 300 basis points to 20%, compared with segment Adjusted EBITDA of $19 million and Adjusted EBITDA margin of 23% for the same period in 2020. For the six months ended June 30, 2021, segment Adjusted EBITDA decreased by $4 million (or 12%) to $29 million and Adjusted EBITDA margin decreased by approximately 200 basis points to 17%, compared with segment Adjusted EBITDA of $33 million and Adjusted EBITDA margin of 19% for the same period in 2020. The slight increase in segment Adjusted EBITDA was due to the aforementioned volume increase, while the decrease in Adjusted EBITDA margin was due higher raw material and plant fixed costs. The decrease in segment Adjusted EBITDA and segment Adjusted EBITDA margin for the six months ended June 30, 2021 were primarily attributable to plant fixed costs incurred in conjunction with the temporary idling of certain of our facilities due to inclement weather from Winter Storm Uri during the first quarter as well as higher raw material and plant fixed costs.

~~Corporate costs and certain legal and environmental expenses that are not allocated to the segments are reflected in~~

Corporate and ~~Other. The increase~~Other costs increased by $19 million (or 43%) and $38 million (or 48%) to $63 million and $118 million for the three and six months ended June 30, 2021, compared with Corporate and Other costs of ~~$16~~$44 million and $80 million for the same periods in 2020. These increases in Corporate and Other costs for the three and six months ended ~~September~~June 30, ~~2017 when compared with the same period in 2016 was~~2021 were primarily attributable to ~~increased~~higher costs associated with legacy environmental ~~liabilities. The increase of $31 million in Corporate and Other costs for the nine months ended September 30, 2017 when compared with the same period in 2016 was~~remediation matters, primarily ~~attributable~~related to ~~increased costs associated with~~Fayetteville, legacy ~~environmental liabilities,~~ legal costs, higher performance-related compensation expenses, and ~~performance-related compensation.~~cost reduction activities in the prior year related to COVID-19.

Our 2021 results will be driven by the ~~remainder~~following expectations in each of ~~the year, we continue to anticipate that the Company’s revenue and earnings performance will remain strong.~~ our reportable segments:

We expect ~~to deliver full-year Adjusted EBITDA improvement, with similar pre-tax income improvement, substantially in excess of~~that our ~~transformation goals. We are targeting additional structural cost savings of~~capital expenditures will be approximately $150 million, and we continue to implement certain initiatives in order to realize our target cost savings, which are expected to be fully realized in 2018 and beyond. We also expect to generate positive free cash flow$350 million.

Our outlook for ~~the full-year 2017, including payments relating to the PFOA MDL Settlement. Our outlook~~2021 reflects our current visibility and expectations based on market factors, such as currency movements, ~~TiO~~₂ ~~pricing,~~macro-economic factors, and end-market demand. In particular, end-market demand may be impacted by factors beyond our control, including the ongoing COVID-19 pandemic. Our ability to meet our expectations are subject to numerous risks, including, but not limited to, those described in Item 1A – Risk Factors within our Annual Report on Form 10-K for the year ended December 31, 2020 and ~~seasonality.~~otherwise as discussed in this report.

Our primary sources of liquidity are cash generated from operations and available cash, along with our receivables securitization and borrowings under our debt financing arrangements, both of which are described in further detail in “Note 13 – Debt” to the Interim Consolidated Financial Statements and “Note 20 – Debt” to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2020. Our operating cash flow generation is driven by, among other things, the general global economic conditions at any point in time and their resulting impacts on demand for our products, raw materials and energy prices, and industry-specific issues, such as production capacity and utilization. We have generated strong operating cash flows through various past industry and economic cycles, evidencing the underlying operating strength of our businesses.

Uncertainty continues to exist concerning both the magnitude and the duration of the impacts to our financial results and condition caused by the ongoing COVID-19 global pandemic. Regardless of size and duration, these rapidly evolving challenges have had and could again in the future have an adverse impact on our operating cash flows. We anticipate that our cash generated from operations, available cash, receivables securitization, and existing debt financing arrangements will provide us with sufficient liquidity through at least July 2022. If the macroeconomic situation deteriorates or the duration of the pandemic is further extended, we will evaluate additional cost actions, as necessary, as the operational and financial impacts to our Company continue to evolve.

At June 30, 2021, we had total cash and cash equivalents of $1.1 billion, of which $834 million was held by our foreign subsidiaries. All cash and cash equivalents held by our foreign subsidiaries is readily convertible into currencies used in our operations, including the U.S. dollar. During the six months ended June 30, 2021, we received approximately $180 million of net cash in the U.S. through intercompany loans and dividends. Traditionally, the cash and earnings of our foreign subsidiaries have generally been used to finance their operations and capital expenditures, and it is our intention to indefinitely reinvest the historical pre-2018 earnings of our foreign subsidiaries. However, beginning in 2018, management asserts that only certain foreign subsidiaries are indefinitely reinvested. For further information related to our income tax positions, see “Note 9 – Income Taxes” to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2020. Management believes that sufficient liquidity is available in the U.S. through at least July 2022, which includes borrowing capacity under our revolving credit facility.

Over the course of the next 12 months and beyond, we anticipate making significant cash payments for known contractual and other obligations, which we expect to fund through cash generated from operations, available cash, receivables securitization, and our existing debt financing arrangements. Such obligations include:

We continue to believe ~~these~~our sources of liquidity are sufficient to fund our planned operations and to meet our interest, dividend, and contractual ~~obligations.~~obligations through at least July 2022. Our financial policy seeks ~~to (a)~~to: (i) selectively invest ~~for~~in organic and inorganic growth to enhance our portfolio, including certain strategic capital ~~investments, (b) return cash to shareholders through dividend payments and possible share repurchases in the future and (c)~~investments; (ii) maintain appropriate leverage by using free cash ~~flow~~flows to repay outstanding ~~borrowings.~~ borrowings; and, (iii) return cash to shareholders through dividends and share repurchases. Specific to our objective to return cash to shareholders, in recent quarters, we have previously announced dividends of $0.25 per share, amounting to approximately $160 million per year, and, on July 28, 2021, we announced our quarterly cash dividend of $0.25 per share for the third quarter of 2021. Under our 2018 Share Repurchase Program, as further discussed in Item 2 –Unregistered Sales of Equity Securities and Use of Proceeds in this Quarterly Report on Form 10-Q, we also have remaining authority to repurchase $413 million of our outstanding common stock. On July 26, 2021, we entered into a definitive agreement with Draslovka to sell the Mining Solutions business of our Chemical Solutions segment for a cash consideration of $520 million. We expect the transaction to close in the fourth quarter of 2021, subject to customary closing conditions, including regulatory approvals. We expect to use the proceeds from the sale as permitted by our Credit Agreement and the indenture governing our 2025 Notes which includes, for example, acquisitions of other businesses, properties, assets or intellectual property, capital expenditures, and/or reduction of indebtedness. Subject to approval by our board of directors, we may raise additional capital or borrowings from ~~time-to-time; however, there~~time to time, or seek to refinance our existing debt. There can be no ~~assurance~~assurances that future capital or borrowings will be available to us, and the cost and availability of new capital or borrowings could be materially impacted by market conditions.

~~We anticipate making significant payments for interest, capital expenditures, restructuring and dividends over~~ Further, the ~~next 12 months, which we expect~~decision to ~~fund through cash generated from operations, available cash and borrowings. We further anticipate that~~refinance our ~~operations and~~ existing debt ~~financing arrangements will provide sufficient liquidity for the Company over the next 12 months. The availability~~is based on a number of ~~funds under~~factors, including general market conditions and our ~~Revolving Credit Facility, which is discussed further~~ability to refinance on attractive terms at any given point in ~~the Credit Facilities and Notes section of this MD&A, is subject~~time. Any attempts to ~~the last 12 months of~~raise additional capital or borrowings or refinance our ~~consolidated EBITDA, as defined in the credit agreement.~~

~~At September 30, 2017 and December 31, 2016, we had $1.0 billion and $678 million, respectively, of cash and cash equivalents~~existing debt could cause us to incur significant charges. Such charges could have a material impact on our ~~consolidated balance sheets held by our foreign subsidiaries, all~~financial position, results of ~~which is readily convertible into currencies used in our~~ operations, including the U.S. Dollar. Cash and earnings of our foreign subsidiaries are generally used to finance their operations and capital expenditures. At September 30, 2017 and December 31, 2016, management believed that sufficient liquidity was available in the U.S., and it is our intention to indefinitely reinvest undistributed earnings of our foreign subsidiaries outside of the U.S. From time to time, we evaluate opportunities to repatriateor cash ~~from foreign jurisdictions. Our current plans consider repatriating cash only at levels that would result in minimal or no net adverse tax consequences in the near term.~~flows.

No deferred tax liabilities have been recognized with regard to the $1.0 billion and $678 million of cash and cash equivalents held by our foreign subsidiaries at September 30, 2017 and December 31, 2016, respectively, or on our undistributed earnings. The potential tax implications of the repatriation of unremitted earnings are driven by facts at the time of distribution. Therefore, it is not practicable to estimate the income tax liabilities that might be incurred if such cash and earnings were repatriated to the U.S.

The following table sets forth a summary of the net cash provided by (used for) our operating, investing, and financing ~~activities:~~activities for the six months ended June 30, 2021 and 2020.

	Nine Months Ended September 30,						Six Months Ended June 30,
(Dollars in millions)	2017			2016			2021			2020
Cash provided by operating activities	$	336		$	324		$	295		$	155
Cash (used for) provided by investing activities		(202	)		469
Cash provided by (used for) financing activities		468			(230	)
Cash used for investing activities								(134	)		(163	)
Cash (used for) provided by financing activities								(118	)		92

We generated $295 million and $155 million in cash flows from our operating activities ~~was $336 million and $324 million for~~during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, respectively. Increases resulting from net income of $519 million for the nine months ended September 30, 2017 when compared with $237 million for the nine months ended September 30, 2016 were offset by our payment of the PFOA MDL Settlement for $335 million and our full utilization of the $190 million prepayment received from DuPontThe increase in ~~2016 during 2017, which negatively impacted~~ our operating cash ~~flows resulting~~inflows was primarily attributable to higher earnings from ~~changes~~operations and an increase in ~~working capital.~~our accounts payable, which was driven by higher raw material inventory purchases in connection with higher sales volumes and the timing of payments to our vendors. This was offset substantially by an increase in our accounts receivable balance, which was driven by higher net sales and the timing of payments from our customers, as well as $125 million of accounts receivables sold to the bank during the six months ended June 30, 2020. The $125 million of receivables were pursuant to the Amended Purchase Agreement, dated March 9, 2020, under our Securitization Facility. For further information refer to “Note 13 – Debt” to the Interim Consolidated Financial Statements.

We used $134 million and $163 million in cash flows for our investing activities ~~was $202 million~~during the six months ended June 30, 2021 and 2020, respectively. Our investing cash outflows for the ~~nine~~six months ended ~~September~~June 30, ~~2017 compared with cash provided by investing activities~~2021 was primarily attributable to purchases of ~~$469~~property, plant, and equipment amounting to $127 million, inclusive of the $22 million of assets acquired in exchange for the ~~nine~~termination of our contract with the third-party service provider at our under-construction Mining Solutions facility in Gomez Palacio, Durango, Mexico. Our investing cash outflows for the six months ended ~~September~~June 30, ~~2016. Our capital expenditures for the nine months ended September 30, 2017~~2020 was primarily attributable to purchases of property, plant, and 2016 remained consistent at $246 million and $235 million, respectively. In the nine months ended September 30, 2017, we sold our corporate headquarters building in Wilmington, Delaware and the land which formerly held our manufacturing facility in Edge Moor, Delaware for net proceeds of $29 million and $9 million, respectively. In the nine months ended September 30, 2016, we sold our aniline facility in Beaumont, Texas, land in Repauno, New Jersey, and our C&D and Sulfur businesses for net proceeds of $140 million, $22 million, $223 million and $321 million, respectively.equipment amounting to $167 million.

We expect our full year capital expenditures in 2017 to be between $400 million and $450 million, which exceeds our annual capital expenditures in 2016, primarily due to expenditures associated with our new Opteon^TM ~~plant under construction in Corpus Christi, Texas and our Mining Solutions expansion in Laguna, Mexico, which began in June 2017.~~

We used $118million in cash flows for our financing activities ~~was $468 million~~during the six months ended June 30, 2021. Our financing cash outflows for the ~~nine~~six months ended ~~September~~June 30, ~~2017 compared with~~2021 were primarily attributable to $27 million in debt repayments, $13 million purchases of our issued and outstanding common stock under our 2018 Share Repurchase Program, and $82 million returned to our shareholders in the form of cash used for financing activities of $230 million for the nine months ended September 30, 2016. In May 2017, we issued a $500 million aggregate principal amount of 5.375% senior unsecured notes, which are due in May 2027. Proceeds from this offering were $489 million, which is net of an original issue discount of $5 million and underwriting fees and other related expenses of $6 million. We received $30 million from the exercise of employees’ stock options during 2017. Repayments on our senior secured term loans, payments for dividends ~~and tax payments for withholdings on vested restricted stock units of $24 million, $16 million and $10 million, respectively, offset our~~paid. Our financing cash inflows for the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~

In2020 were primarily attributable to $300 million in proceeds received from drawing on our revolving credit facility, which was executed as a precautionary measure in light of macroeconomic uncertainties driven by COVID-19. Our financing cash inflows were partially offset by the ~~third quarter of 2016, we repurchased a portion~~amendment and restatement of our ~~senior secured term loans with an aggregate principal amount~~receivables purchase agreement dated as of ~~$50~~July 12, 2019 (the “Original Purchase Agreement”) under our Securitization Facility, resulting in net repayments of $110 million ~~for $49~~to settle the associated collateralized borrowings. For further information refer to “Note 13 – Debt” to the Interim Consolidated Financial Statements. We also returned $82 million a portion of our 2023 Notes with an aggregate principal amount of $116 million for $107 million and a portion of our Euro Notes with an aggregate principal amount of $42 million for $39 million. These repurchases were made in addition to our ~~required quarterly repayments on our senior secured term loans throughout~~shareholders in the ~~year. We also~~form of cash dividends paid ~~dividends amounting to $16~~and made $12 million ~~during the nine months ended September 30, 2016.~~in debt repayments.

The following table sets forth the components of our current assets at June 30, 2021 and December 31, 2020.

Our accounts and notes receivable, ~~- trade,~~net increased by $291 million (or 57%) to $802 million at June 30, 2021, compared with accounts and notes receivable, net of $511 million at December 31, 2020. These increase in our accounts and notes receivable, net at ~~September~~June 30, ~~2017 increased by $135 million when compared with December 31, 2016 due~~2021 was primarily attributable to higher net sales inand the ~~third quarter of 2017 over the fourth quarter of 2016 and a favorable currency translation impact of $22 million.~~

Inventories at September 30, 2017 increased by $110 million when compared with December 31, 2016 due to inventory build for increased sales demand and a favorable currency translation impact of $17 million.

~~Accounts payable at September 30, 2017 increased by $126 million when compared with December 31, 2016 due to higher inventories and~~ timing of payments from our customers. The increase in our accounts and notes receivable, net was partially offset by the additional used capacity of our Securitization Facility.

Our inventories increased by $107 million (or 11%) to ~~vendors.~~$1.0 billion at June 30, 2021, compared with inventories of $939 million at December 31, 2020. The increase in our inventories at June 30, 2021 was primarily attributable to an increase in our finished product and raw materials inventories, which was due to ramp-up in production and higher raw material costs.

Our prepaid expenses and other assets decreased by ~~$326~~$18 million ~~when~~(or 23%) to $60 million at June 30, 2021, compared with prepaid expenses and other assets of $78 million at December 31, ~~2016 primarily due to payment of the PFOA MDL Settlement for $335 million.~~

~~Our credit agreement, as amended, provides for seven-year senior secured term loans and a five-year, $750 million senior secured revolving credit facility (Revolving Credit Facility).~~2020. The ~~proceeds of any loans made under the Revolving Credit Facility can be used for capital expenditures, acquisitions, working capital needs~~decrease in our prepaid expenses and other general corporate purposes. Availability under the Revolving Credit Facility is subject to certain covenant limitations. At September 30, 2017, the facility had a full borrowing capacity of $750 million, from which we had $102 million in letters of credit issued and outstanding.

On April 3, 2017, we completed an amendment (April 2017 Amendment) to our credit agreement which provides for a new class of term loans, denominated in Euros, in an aggregate principal amount of €400 million (Euro Term Loan), and a new class of term loans, denominated in U.S. Dollars, in an aggregate principal amount of $940 million (Dollar Term Loan, and, collectively with the Euro Term Loan, the New Term Loans). The New Term Loans replaced in full the prior term loan (Prior Term Loan) outstanding of $1.4 billion. The New Term Loans mature on May 12, 2022, which is the same maturity date of the Prior Term Loan. The Euro Term Loan bears a variable interest rate equal to EURIBOR plus 2.25%, subject to a EURIBOR floor of 0.75%, and the Dollar Term Loan bears a variable interest rate equal to LIBOR plus 2.50%, subject to a LIBOR floor of 0.00%. The April 2017 Amendment also modified certain provisions of the credit agreement, including increasing certain incurrence limits to allow further flexibility for the Company. All other provisions, including financial covenants, remained unchanged. No incremental debt was issued as a result of the April 2017 Amendment, although the Euro Term Loan is subject to remeasurement gains or losses. We recorded a $3 million loss on debt extinguishment and related amendment fees in the second quarter of 2017.

The credit agreement contains financial covenants which, solely with respect to the Revolving Credit Facility, as amended, require us not to exceed a maximum senior secured net leverage ratio of: (a) 3.50 to 1.00 each quarter through December 31, 2016; (b) 3.00 to 1.00 throughassets at June 30, ~~2017;~~2021 was primarily attributable to decreases in our prepaid insurance premiums and (c) further decreasing by 0.25 to 1.00 every subsequent six months to 2.00 to 1.00 by January 1, 2019 and thereafter. We are also required to maintain a minimum interest coverage ratio of 1.75 to 1.00 each quarter through June 30, 2017 and further increasing by 0.25 to 1.00 every subsequent six months to 3.00 to 1.00 by January 1, 2019 and thereafter. In addition, the credit agreement contains customary affirmative and negative covenants that, among other things, limit or restrict our and our subsidiaries’ ability, subject to certain exceptions, to incur liens, merge, consolidate or sell, transfer or lease assets, make investments, pay dividends, transact with subsidiaries and incur indebtedness. The credit agreement also contains customary representations and warranties and events of default. The senior secured credit facilities and the Notes (collectively, the 2023 Notes, the 2025 Notes, the Euro Notes and the 2027 Notes) contain events of default customary for these types of financings, including cross default and cross acceleration provisions to material indebtedness of Chemours. We were in compliance with our debt covenants at September 30, 2017.income tax receivable balances.

In the event of default under our Revolving Credit Facility, our lenders under the Revolving Credit Facility can terminate their commitments thereunder, cease making further revolving loans and accelerate any outstanding revolving loans. This would allow the lenders under the Revolving Credit Facility to declare the outstanding term loans to be immediately due and payable and to institute foreclosure proceedings against the collateral securing the credit facility, which could force us into bankruptcy or liquidation. Any event of default or declaration of acceleration under the credit agreement also may result in an event of default under the indentures governing the Notes. Any such default, event of default or declaration of acceleration could materially and adversely affect our results

The following table sets forth the components of ~~operations~~our current liabilities at June 30, 2021 and ~~financial condition. Please see~~December 31, 2020.

Our accounts payable increased by $217 million (or 26%) to $1.1 billion at June 30, 2021, compared with accounts payable of $844 million at December 31, 2020. The increase in our accounts payable at June 30, 2021 was primarily attributable to higher raw materials inventories purchases in connection with higher sales volumes and the ~~section titled Risks Related~~timing of payments to our vendors.

Our ~~Indebtedness~~compensation and other employee-related costs increased by $6 million (or 6%) to $113 million at June 30, 2021, compared with compensation and other employee-related costs of $107 million at December 31, 2020. The increase in our compensation and other employee-related costs at June 30, 2021 was primarily attributable to increased accruals for payroll and performance-based employee compensation.

Our short-term and current maturities of long-term debt increased by $4 million (or 19%) to $25 million at June 30, 2021, compared with short-term and current maturities of long-term debt of $21 million at December 31, 2020. The increase in our short-term and current maturities of long-term debt at June 30, 2021 was primarily attributable to an increase in our finance lease liabilities.

Our current environmental remediation increased by $59 million (or 62%) to $154 million at June 30, 2021, compared with current environmental remediation of $95 million at December 31, 2020. The increase in our current environmental remediation at June 30, 2021 was primarily attributable to increased liabilities related to construction of the ~~Risk Factors section~~barrier wall and operation of the groundwater extraction and treatment system at Fayetteville.

Our other accrued liabilities decreased by $54 million (or 14%) to $321 million at June 30, 2021, compared with other accrued liabilities of $375 million at December 31, 2020. The decrease in our other accrued liabilities at June 30, 2021 was primarily attributable the payment of customer rebates, primarily during the first quarter of 2021, and the payment of contract termination fees in connection with construction work at our Mining Solutions facility in Gomez Palacio, Durango, Mexico.

See “Note 13 – Debt” to the Interim Consolidated Financial Statements and “Note 20 – Debt” to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2020 for ~~additional detail.~~a discussion of our credit facilities and notes.

The following disclosures set forth summarized financial information and alternative disclosures in accordance with Rule 13-01 of 2017, under the April 2017 Amendment, we are required to make principal payments related to the New Term Loans of $3 million and approximately $14 million in each year from 2018 to 2021. Debt maturities related to the New Term Loans and the Notes in 2022 and beyond will be $4,085 million. In addition, following the end of each fiscal year commencing on the year ended December 31, 2016, on an annual basis, we are also required to make additional principal repayments, depending on our leverage level as defined in the credit agreement, equivalent to up to 50% of excess cash flow based on certain leverage targets with stepdowns to 25% and 0% as actual leverage decreases to below a 3.00 to 1.00 leverage target at the end of each fiscal year. No principal repayments were required to beRegulation S-X (“Rule 13-01”). These disclosures have been made in ~~2017 based upon our December 31, 2016 excess cash flow determined under~~connection with certain subsidiaries' guarantees of the ~~credit agreement. See Note 12 to~~7.000% senior unsecured notes due May 2025, the ~~Interim Consolidated Financial Statements included~~4.000% senior unsecured notes due May 2026, which are denominated in ~~this Quarterly Report on Form 10-Q for additional information related to our indebtedness.~~

~~On May 23, 2017, Chemours issued a $500 million aggregate principal amount of~~euros, the 5.375% senior unsecured notes due May 2027, ~~(2027 Notes)~~and the 5.750% senior unsecured notes due November 2028 (collectively, the “Notes”). The 2027 Notes require payment of principal at maturity and interest semi-annually in cash and in arrears on May 15 and November 15 of each year. The Company received proceeds of $489 million, net of an original issue discount of $5 million and underwriting fees and other related expenses of $6 million, which are deferred and amortized to interest expense using the effective interest method over the termEach series of the ~~2027 Notes. A portion of the net proceeds from the 2027~~ Notes was ~~used to pay the $335 accrued for the global settlement of the PFOA MDL Settlement,~~issued by The Chemours Company (the “Parent Issuer”), and ~~the remainder is available for general corporate purposes.~~

~~The 2027 Notes are~~was fully and unconditionally guaranteed, jointly and severally, on a senior unsecured ~~unsubordinated~~ basis by ~~each~~the same group of subsidiaries of the ~~existing~~Parent Issuer (together, the “Guarantor Subsidiaries”), subject to certain exceptions as set forth in “Note 20 – Debt” to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2020. The assets, liabilities, and future domestic subsidiaries that (a) incurs or guarantees indebtedness under the Senior Secured Credit Facilities or (b) guarantees other indebtedness of Chemours or any guarantor in an aggregate principal amount in excess of $100 million. The guaranteesoperations of the ~~2027 Notes will rank equally with all other senior indebtedness~~Guarantor Subsidiaries primarily consist of those attributable to The Chemours Company FC, LLC, our primary operating subsidiary in the guarantors. The 2027 Notes rank equally in right of payment to all of Chemours’ existing and future unsecured unsubordinated debt and are senior in right of payment to all of Chemours’ existing and future debt that is by its terms expressly subordinated in right of payment to the 2027 Notes. The 2027 Notes are subordinated to indebtedness under the Senior Secured Credit FacilitiesUnited States, as well as ~~any future secured debt~~the other U.S.-based operating subsidiaries as set forth in Exhibit 22 to this Quarterly Report on Form 10-Q. Each of the Guarantor Subsidiaries is 100% owned by the Company. None of our other subsidiaries, either direct or indirect, guarantee the Notes (together, the “Non-Guarantor Subsidiaries”). Pursuant to the ~~extent of~~indentures governing the ~~value of~~Notes, the ~~assets securing such debt, and structurally subordinated to the liabilities of any non-guarantor subsidiaries.~~

Chemours may redeem the 2027 Notes, in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium and accrued and unpaid interest, if any, to the date of purchase prior to February 15, 2027. Chemours may also redeem some or all of the 2027 Notes by means other than a redemption, including tender offer and open market repurchases. Chemours is obligated to offer to purchase the 2027 Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase,Guarantor Subsidiaries will be automatically released from those guarantees upon the occurrence of certain ~~change~~customary release provisions.

Our summarized financial information is presented on a combined basis, consisting of ~~control events.~~the Parent Issuer and Guarantor Subsidiaries (collectively, the “Obligor Group”), in accordance with the requirements under Rule 13-01, and is presented after the elimination of: (i) intercompany transactions and balances among the Parent Issuer and Guarantor Subsidiaries, and (ii) equity in earnings from and investments in the Non-Guarantor Subsidiaries.

There are no significant restrictions that may affect the ability of the Guarantor Subsidiaries in guaranteeing the Parent Issuer’s obligations under our debt financing arrangements. While the Non-Guarantor Subsidiaries do not guarantee the Parent Issuer’s obligations under our debt financing arrangements, we may, from time to time, repatriate post-2017 earnings from certain of these subsidiaries to meet our financing obligations, as well.

We maintain ~~global paying services agreements~~supply chain finance programs with ~~two~~several financial institutions. ~~Under these agreements, the financial institutions act as the paying agents for Chemours with respect to accounts payable due to our suppliers who elect to participate in the program.~~ The ~~agreements~~programs allow our suppliers to sell their receivables to one of the participating financial institutions at the discretion of both parties on terms that are negotiated between the supplier and the respective financial institution. Our obligations to our suppliers, including the amounts due and scheduled payment dates, are not impacted by our suppliers’ decisions to sell their receivables under this program. At ~~September~~June 30, ~~2017,~~2021 and December 31, 2020, the total ~~payment instructions from Chemours amounted to $158 million.~~amounts outstanding under these programs were $218 million and $160 million, respectively. Pursuant to their agreement with one of the financial institutions, certain suppliers may elect to ~~get~~be paid early at their discretion. The available capacity under these programs can vary based on the number of investors and/or financial institutions participating in these programs at any point in time.

In March 2020, through a wholly-owned special purpose entity, we entered into the Amended Purchase Agreement, which amends and restates, in its entirety, the Original Purchase Agreement under our Securitization Facility. In March of 2021, through a ~~raw materials supply contract with a third party supplier~~wholly-owned special purpose entity we entered into the First Amendment, which ~~resulted in an increase~~among other things, extends the term of the Amended Purchase Agreement and increases the facility limit to ~~our total purchase obligations for raw materials. This increase has been reflected in the table below, which shows the Company’s total purchase obligation-related contractual obligations.~~

~~Information with respect to Chemours’ guarantees is included in Note 20~~See “Note 13 – Debt” to the Interim Consolidated Financial Statements ~~in the Annual Report on Form 10-K~~ for ~~the year ended December 31, 2016.~~ further details regarding this off-balance sheet arrangement.

Historically, we have not made significant payments to satisfy guarantee obligations; however, we believe ~~Chemours has~~we have the financial resources to satisfy these guarantees in the event required. ~~Any remaining guarantees outstanding at September 30, 2017 were insignificant.~~

Our significant accounting policies are described in ~~Management's Discussion~~our MD&A and ~~Analysis~~“Note 3 – Summary of ~~Financial Condition and Results of Operations - Critical~~Significant Accounting ~~Policies and Estimates and Note 3~~Policies” to the Consolidated Financial Statements in our Annual Report on Form ~~10-K.~~10-K for the year ended December 31, 2020. There have been no material changes to ~~our~~these critical accounting policies and estimates previously disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~

~~See Note 2~~Pronouncements” to the Interim Consolidated Financial Statements ~~included in Item 1 of this Quarterly Report on Form 10-Q~~.

See “Note 2 – Recent Accounting Pronouncements” to the Interim Consolidated Financial Statements for ~~discussions of~~a discussion about recent accounting pronouncements.

Consistent with ~~Chemours’~~our values and our Environment, Health, Safety, and ~~Safety Policy,~~Corporate Responsibility policy, we are committed to preventing releases to the environment at our manufacturing sites to keep our people and communities safe, and to be good stewards of the environment. ~~Chemours is~~We are also subject to environmental laws and regulations relating to the protection of the environment. We believe that, as a general matter, our policies, standards, and procedures are properly designed to prevent unreasonable risk of harm to people and the environment, and that our handling, manufacture, use, and disposal of hazardous substances are in accordance with applicable environmental laws and regulations.

In large part, because of past operations, operations of predecessor companies, or past disposal practices, we, like many other similar companies, have clean-up responsibilities and associated remediation costs, and are subject to claims by other parties, including claims for matters that are liabilities of ~~DuPont~~EID and its subsidiaries that ~~Chemours~~we may be required to indemnify pursuant to the ~~separation-related~~Separation-related agreements executed prior to ~~the separation.~~our separation from EID on July 1, 2015 (the “Separation”).

Our environmental ~~reserve includes~~liabilities include estimated costs, including certain accruable costs associated with on-site capital projects, related to a number of sites for which it is probable that environmental remediation will be required, whether or not subject to enforcement activities, as well as those obligations that result from environmental laws such as the Comprehensive Environmental Response, Compensation, and Liability Act ~~(CERCLA,~~(“CERCLA”, often referred to as ~~Superfund)~~“Superfund”), the Resource Conservation and Recovery Act ~~(RCRA)~~(“RCRA”), and similar federal, state, ~~federal~~local, and foreign laws. These laws require certain investigative, remediation, and restoration activities at sites where ~~Chemours conducts~~we conduct or once conducted operations or at sites where ~~Chemours-generated~~our generated waste was disposed. At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016, we recorded~~2020, our consolidated balance sheets include environmental remediation ~~accruals~~liabilities of ~~$268~~$556 million and ~~$278~~$390 million, respectively, relating to these matters, which, as discussed in ~~management’s opinion, is appropriate based on existing facts~~further detail below, include $355 million and ~~circumstances.~~$194 million, respectively, for Fayetteville.

~~Our remediation portfolio is relatively mature, with many of our sites under active clean-up moving towards final completion.~~

As remediation efforts progress, sites move from the investigation phase (“Investigation”) to the active clean-up phase (“Active Remediation”), and as construction is completed at ~~active clean-ups,~~Active Remediation sites, those sites move to the ~~ongoing~~operation, maintenance, and monitoring ~~(OM&M)~~(“OM&M”), or closure phase. As final ~~clean-ups~~clean-up activities for some significant sites are completed over the next several years, we expect our annual expenses related to these active sites to decline over time. The ~~time-frame~~time frame for a site to go through all phases of remediation ~~(investigation~~(Investigation and ~~active clean-up)~~Active Remediation) may take about 15 to 20 years, followed by several years of OM&M activities. Remediation activities, including OM&M activities, vary substantially in duration and cost from site to site. These activities, and their associated costs, depend on the mix of unique site characteristics, evolving remediation technologies, and diverse regulatory requirements, as well as the presence or absence of other ~~potentially responsible parties.~~Potentially Responsible Parties (“PRPs”). In addition, for claims that ~~Chemours~~we may be required to indemnify ~~DuPont~~EID pursuant to the ~~separation-related~~Separation-related agreements, ~~Chemours, through DuPont, has~~we and EID may have limited available information for certain sites or isare in the early stages of discussions with regulators. For these sites, ~~in particular,~~ there may be considerable variability between the clean-up activities that are currently being undertaken or planned and the ultimate actions that could be required. Therefore, considerable uncertainty exists with respect to environmental remediation costs, and, under adverse changes in circumstances, although deemed remote, the potential liability may range up to ~~$510~~approximately $680 million above the amount accrued at ~~September~~June 30, ~~2017.~~2021. In general, uncertainty is greatest and the range of potential liability is widest in the ~~investigation~~Investigation phase, ~~and narrows~~narrowing over time as regulatory agencies approve site remedial ~~plans,~~plans. As a result, uncertainty is reduced,

and sites ultimately ~~sites~~ move into OM&M, ~~where~~as needed. As more sites advance from ~~investigation~~Investigation to ~~active clean-up~~Active Remediation to OM&M or closure, the upper end of the range of potential liability is expected to decrease over time.

Some remediation sites will achieve site closure and will require no further action to protect people and the environment and comply with laws and regulations. At certain sites, we expect that there will continue to be some level of remediation activity due to ongoing ~~monitoring and/or operations and maintenance~~OM&M of remedial systems. In addition, portfolio changes, such as an acquisition or divestiture, or notification as a ~~potentially responsible party~~PRP for a multi-party Superfund site, could result in additional remediation activity and potentially additional accrual.

Management does not believe that any loss, in excess of amounts accrued, related to remediation activities at any individual site will have a material impact on our financial position, results of operations or cash flows in any given year, as such obligation can be satisfied or settled over many years. For additional information, refer to the

Significant Environmental ~~Matters section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2016.~~Remediation Sites

While there are many remediation sites that contribute to ~~the~~our total accrued environmental remediation ~~accrual,~~liabilities at June 30, 2021 and December 31, 2020, the following table sets forth the sites that are ~~among~~ the most ~~significant:~~significant.


(Dollars in millions)	September 30, 2017		December 31, 2016		June 30, 2021		December 31, 2020
Beaumont, Texas	$	12	$	12
Chambers Works, New Jersey		21		24
Chambers Works, Deepwater, New Jersey					$	27	$	20
East Chicago, Indiana		20		20		11		11
Fayetteville Works, Fayetteville, North Carolina						355		194
Pompton Lakes, New Jersey		64		77		41		42
USS Lead, East Chicago, Indiana		28		21		15		12
All other sites		123		124		107		111
Total accrued environmental remediation	$	268	$	278
Total environmental remediation					$	556	$	390

The five sites listed above represent ~~more than 50%~~81% and 72% of our ~~reserve~~total accrued environmental remediation liabilities at June 30, 2021 and December 31, 2020, respectively. For these five sites, we expect to spend, in the aggregate, ~~approximately $100~~$211 million over the next three years. For all other sites, we expect to spend ~~approximately $80~~$64 million over the next three years.

Beaumont Works began operations in 1954 in Beaumont, Jefferson County, Texas. Over the years, Beaumont Works has produced a number of basic chemicals and elastomer products including acrylonitrile, ammonia, methanol, methyl methacrylate, caprolactam, Hypalon® synthetic rubber, Nordel® hydrocarbon rubber and blended tetraethyl lead with halo-carbon solvent/stabilizers. As of June 30, 2017, with our sale of the aniline production unit to Dow in 2016, Chemours has no ongoing manufacturing operations on the site. Dow and Lucite remain as long-term manufacturing tenants.

As site owner, Chemours remains responsible for remediation of historical chemical releases from past operations and is conducting this work under a RCRA hazardous waste post-closure permit and Compliance Plan (CP) issued by the State of Texas. The hazardous waste permit includes provisions to manage wastes and to investigate and mitigate releases. The CP is a component of the permit and includes mitigation and monitoring requirements, including a groundwater remediation system that was installed in 1991 to control chemical migration and protect adjacent water bodies. In addition, several solid waste management unit closures have been conducted and areas of past release addressed through interim measures to protect people and the environment. Over the years, extensive site studies have been completed and a final investigation report (Affected Property Assessment Report, or APAR, under the Texas Risk Reduction Program) for the entire site was approved by the state in 2014. Chemours has recently completed a remedial action plan (RAP), currently under agency review, to address all remaining historical solid waste management units and areas of concern identified in these studies, and expects to have this RAP approved in 2018.

The remediation accrual for Beaumont addresses remaining work identified in the RAP under review by the state as well as post-closure care and monitoring and ongoing operation of the groundwater remediation system. A portion of the accrual also addresses an outstanding Natural Resource Damage claim by state and federal trustees directed to impacts on marshlands within the plant property.

The Chambers Works complex is located on the eastern shore of the Delaware River in Deepwater, Salem County, New Jersey. The site comprises the former Carneys Point Works in the northern area and the Chambers Works manufacturing area in the southern area. Site operations began in 1892 when the former Carneys Point smokeless gunpowder plant was constructed at the northern end of Carneys Point. Site operations began in the manufacturing area around 1914 and included the manufacture of dyes, aromatics, elastomers, chlorofluorocarbons, and tetraethyl lead. ~~Chemours continues~~We continue to manufacture a variety of ~~fluorochemicals~~fluoropolymers and finished products at Chambers Works. In addition, ~~three~~two tenants operate processes at Chambers ~~Works including steam/electricity generation, industrial gas production and the manufacture of intermediate chemicals.~~Works. As a result of over 100 years of continuous industrial activity, site soils and groundwater have been impacted by chemical releases.

In response to identified groundwater contamination, a groundwater interceptor well system ~~(IWS)~~(“IWS”) was installed in 1970, which was designed to contain contaminated groundwater and restrict off-site migration. Additional remediation is being completed under a ~~Federal~~federal RCRA Corrective Action ~~Permit.~~permit. The site has been studied extensively over the years, and more than 25 remedial actions have been completed to date and engineering and institutional controls put in place to ensure protection of people and the environment. In the fourth quarter of 2017, a site perimeter sheet pile barrier intended to more efficiently contain groundwater was completed.

Remaining work beyond continued operation of the IWS and groundwater monitoring includes completion of ~~a site perimeter sheet pile barrier intended to more efficiently contain groundwater, completion of~~ various targeted studies ~~onsite~~on site and in adjacent water bodies to close investigation data gaps, ~~and~~as well as selection and implementation of final remedies under RCRA Corrective Action for various solid waste management units and areas of concern not yet addressed through interim measures. In the first quarter of 2021, in connection with ongoing discussions with EPA and NJ DEP relating to such remaining work as well as the scope of remedial programs and investigation relating to the Chambers Works site, we recorded adjustments of $7 million related to the remediation estimate associated with certain areas of the site relating to historic industrial activity as well as ongoing remedial programs.

East Chicago is a former manufacturing facility that we previously owned ~~by Chemours~~ in East Chicago, Lake County, Indiana. The approximate 440-acre site is bounded to the south by the ~~East Branch~~east branch of the Grand Calumet River, to the east and north by residential and commercial areas, and to the west by industrial areas, including a former lead processing facility. The inorganic chemicals unit on site produced various chloride, ammonia, and zinc products and inorganic agricultural chemicals beginning in 1892 until 1986. Organic chemical manufacturing began in 1944, consisting primarily of chlorofluorocarbons production. ~~Current operations, including support activities, now cover 28 acres of the site.~~ The remaining business was sold to W.R. Grace Company ~~(Grace)~~(“Grace”) in early ~~2000, and Grace operates the unit as a tenant.~~2000. Approximately 172 acres of the site were never developed and are managed by The Nature Conservancy for habitat preservation.

A comprehensive evaluation of soil and groundwater conditions at the site was performed as part of the RCRA ~~corrective action~~Corrective Action process. Studies of historical site impacts began in 1983 in response to preliminary CERCLA actions undertaken by the U.S. Environmental Protection Agency ~~(EPA)~~(“EPA”). The EPA eventually issued an Administrative Order on Consent for the site in 1997. The order specified that remediation work be performed under RCRA Corrective Action authority. Work has proceeded under the RCRA Corrective Action process since that time.

Subsequent investigations included the preparation of initial environmental site assessments and multiple phases of investigation. In 2002, as an interim remedial measure, two ~~2,000-foot-long~~2,000-foot long permeable reactive barrier treatment walls were installed along the northern property boundary to address migration of chemicals in groundwater. Since that time, the investigation process has been completed and approved by the EPA, and ~~work is in progress to define~~ the final remedy for the site was issued by the EPA in July 2018.

On June 29, 2018, we sold the East Chicago, Indiana site to a third party for $1 million. In connection with the sale, the buyer agreed to assume all costs associated with environmental remediation activities at the site in excess of $21 million, which will remain our responsibility. At the time of the sale, we had accrued the full $21 million, of which $11 million remained as of June 30, 2021. We will reimburse the buyer through a series of progress payments to be made at defined intervals as certain tasks are completed.

Fayetteville is located southeast of the City of Fayetteville in Cumberland and Bladen counties, North Carolina. The facility encompasses approximately 2,200 acres, which were purchased by EID in 1970, and are bounded to the east by the Cape Fear River and to the west by North Carolina Highway 87. Currently, the Company manufactures fluorinated monomers, fluorinated vinyl ethers, Nafion^TM membranes and dispersions, and fluoropolymer processing aids at the site. A former manufacturing area, which was sold in 1992, produced nylon strapping and elastomeric tape. EID sold its Butacite® and SentryGlas® manufacturing units to Kuraray America, Inc. in September 2014. In July 2015, upon our Separation from EID, we became the owner of the Fayetteville land assets along with fluoromonomers, Nafion^TM membranes, and the related polymer processing aid manufacturing units. A polyvinyl fluoride resin manufacturing unit remained with EID.

Beginning in 1996, several stages of site investigation were conducted under oversight by the North Carolina Department of Environmental Quality (“NC DEQ”), as required by the facility's hazardous waste permit. In addition, the site has voluntarily agreed to agency requests for additional investigations of the potential release of “PFAS” (perfluoroalkyl and polyfluoroalkyl substances) beginning with “PFOA” (collectively, perfluorooctanoic acids and its salts, including the ammonium salt) in 2006. As a result of detection of the polymerization processing aid hexafluoropropylene oxide dimer acid (“HFPO Dimer Acid”, sometimes referred to as “GenX” or “C3 Dimer Acid”) in on-site groundwater wells during our investigations in 2017, the NC DEQ issued a Notice of Violation (“NOV”) on September 6, 2017 alleging violations of North Carolina water quality statutes and requiring further response. Since that time, and in response to three additional NOVs issued by NC DEQ and pursuant to the Consent Order (as discussed below), we have worked cooperatively with the agency to investigate and address releases of PFAS to on-site and off-site groundwater and surface water.

As discussed in “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements, we, along with NC DEQ and Cape Fear River Watch (“CFRW”), a non-profit organization, have filed a final Consent Order (“CO”) that comprehensively addressed various issues, NOVs, and court filings made by the NC DEQ regarding Fayetteville and resolved litigations filed by the NC DEQ and CFRW. In connection with the CO, a thermal oxidizer became fully operational at the site in December 2019 to reduce aerial PFAS emissions from Fayetteville.

In August 2020, we, along with NC DEQ and CFRW, reached agreement on the terms of an addendum to the CO (the “Addendum”). The Addendum establishes the procedure to implement specified remedial measures for reducing PFAS loadings from Fayetteville to the Cape Fear River, including construction of a barrier wall with groundwater extraction system to be completed by March 15, 2023. After a period of public comment, the Addendum was approved by the North Carolina Superior Court for Bladen County on October 12, 2020 and establishes the procedure to implement specified remedial measures for reducing PFAS loadings from Fayetteville to the Cape Fear River, including construction of a barrier wall with a groundwater extraction system to be completed by March 15, 2023.

Following issuance of a National Pollutant Discharge Elimination System (“NPDES”) permit by NC DEQ on September 18, 2020, we began operation of a capture and treatment system from the site’s old outfall channel on September 30, 2020. During the first quarter of 2021, the operation of the old outfall treatment system was interrupted on two occasions, and notice was provided to NC DEQ of the low treatment flow conditions through the system. On January 26, 2021, we received an NOV from NC DEQ, alleging violations of the CO and the NPDES water permit arising from the design and operation of the treatment system related to the old outfall. Along with our third-party service provider, we have taken, and continue to take, interim actions intended to improve the operation of the old outfall treatment system and address challenges posed by substantial rain events, sediment loading into the system, and variability in water influent conditions. In addition, along with our third-party service provider, we are actively working on long-term enhancements to the treatment system based on learnings from the recent challenges. These enhancements will, or may include, the construction of a holding pond, installation of new ultra-filtration units, a sediment trap to manage sediment flow in the stream channel, alternate equipment to remove solids created during water pretreatment, and enhancement of the carbon absorption system. An incremental $60 million was accrued in the three months ended June 30, 2021, representing approximately $3 million per year for 20 years of estimated operation of the system, primarily related to the probable enhancements and the long-term operation of the water treatment system in accordance with the requirements of the CO.

Our estimated liability for the remediation activities that are probable and estimable is based on the CO, the Addendum, the CAP, and management’s assessment of the current facts and circumstances, which are subject to various assumptions including the transport pathways (being pathways by which PFAS reaches the Cape Fear River) which will require remedial actions, the types of interim and permanent site surface water and on-site remedies and treatment systems selected and implemented, the estimated cost of such potential remedies and treatment systems, any related OM&M requirements, and other charges contemplated by the CO and the Addendum.

In the second quarter of 2021, work commenced on the detailed engineering design of the barrier wall and refinement of models for the planned groundwater extraction system. Engineering designs for our major construction projects are typically reviewed at 30, 60 and 90% complete. Per the Addendum, a 60% design is required to be submitted to NC DEQ by August 15, 2021 for their review and approval. Additionally, applications for the necessary permits for the groundwater extraction system are expected to be submitted by that date.A 90% complete design is required to be submitted to NC DEQ by March 31, 2022 for their review and approval. In June 2021, we reviewed the 30% complete design and associated preliminary vendor estimates for the construction and operation of a barrier wall and groundwater treatment system at Fayetteville.

The current planned construction site of the future barrier wall, that will address both on-site groundwater and long-term seep remediation, is expected to be located at an approximately 30 feet higher elevation, above the Cape Fear River as compared to the initial, conceptual design that was prepared in support of the CAP submission to NC DEQ on December 31, 2019, which addressed groundwater only. The CAP submission unit cost estimate was the principal basis of unit costs for our liability estimates through March 31, 2021. It was determined in the quarter ended June 30, 2021, based upon the 30% design information completed during the quarter, that there was significantly increased construction complexity and related vendor and other design costs to be incurred.For example, the steep slope of the revised construction site results in the depth of the wall increasing from the original estimates of approximately 65 feet to approximately 85 feet below ground along most of its length. Construction of approximately 64 pumping wells, a more than 50% increase from the conceptual design, are expected to be required to extract groundwater for treatment based on studies of groundwater flows that were completed in May 2021. The wells will also need to be drilled deeper into the ground based on the revised location. A 2-mile access road, with retaining walls above and below the road to reduce slope erosion and landslides, will now be required for large, heavy construction equipment to access the barrier wall location safely. The estimated cost for construction as a result of these changes is based on contractor estimates provided in late May 2021. Together, all these modifications to the design resulted in an additional $49 million accrued for construction of the barrier wall in the quarter ended June 30, 2021.

The volume of groundwater, seep water, and stormwater (up to a 0.5 inch rain event in any 24 hours period per the Addendum) intercepted for treatment is estimated to be up to a maximum of 1,500 gallons per minute (“gpm”) based on groundwater flow modeling completed in the second quarter of 2021. Until the pre-design investigation and groundwater modeling was complete, the volume of water captured for treatment was estimated to be approximately 1,200 gpm, and the pretreatment requirements to remove dissolved solids had not been determined. Hence, we determined in the second quarter of 2021 that construction of a larger treatment plant than previously considered in the conceptual design and previous cost estimates was required. Consistent with prior periods, we accrued 20 years of ongoing monitoring and maintenance for Fayetteville environmental remediation systems based on the CO and Addendum. The revised estimate to process higher volumes of groundwater than originally contemplated resulted in a change in estimate of $60 million being recorded in the quarter ended June 30, 2021 related to estimated higher power consumption, ongoing monitoring, pretreatment, filtering supplies, principally carbon and regular maintenance of the system over a 20-year period of estimated operation starting in 2023.

Accordingly, as discussed above, in the three months ended June 30, 2021, we revised in accordance with ASC 250 – Accounting Changes and Error Corrections, its estimated liability to comply with the CO and Addendum, and an incremental $49 million was accrued related to the construction of the barrier wall and an additional $60 million related to the future operation of the groundwater extraction and treatment system. In accordance with ASC 410 – Asset Retirement and Environmental Obligations, these amounts were recorded as a component of cost of goods sold as we only capitalize environmental costs if the costs extend the useful life of the property, increase the property’s capacity, and/or reduce or prevent contamination from future operations.

Pre-construction site preparation activities are in progress and construction of the water treatment facility is expected to commence before the end of 2021. Construction of the barrier wall is expected to commence in 2022 with completion planned in the first quarter of 2023. At June 30, 2021, several significant uncertainties remain, principally related to an extension of the barrier wall along Willis Creek at the northern end of the site, additional wetlands mitigation fees, finalization of the volume of water to be treated, contract negotiations with key construction and water treatment vendors and the estimated future time period of OM&M. We believe that extension of the barrier wall along the Willis Creek is technically impracticable and not necessary to comply with the terms of the CO and Addendum. Accordingly, we have increased the upper range of our cost estimates for the barrier wall and groundwater OM&M from $111 million at December 31, 2020 to $303 million at June 30, 2021, of which $173 million is already accrued. We have not accrued for the incremental costs in the upper range, including the extension of the barrier wall. Estimated costs for the barrier wall extension included in the upper range of the cost estimates is approximately $30 million.

The final cost of the on-site groundwater treatment system primarily depends on receiving timely NC DEQ design and permit approvals and thus the timely finalization of certain significant design details, notably the actual barrier wall location, depth, and length, number and configuration of extraction wells, water extraction rates and estimated carbon usage. The engineering design is expected to be approximately 60% complete in the third quarter of 2021, which will form the basis of a submission for the first approval by NC DEQ which we are required to be submit no later than August 15, 2021. Per the Addendum, the NC DEQ shall use best efforts to complete its review and notify us whether the design is approved within 30 days after submittal. If not approved within 30 days, subsequent deadlines shall be extended by the time required for NC DEQ approval in excess of 30 days. Unanticipated schedule delays or other factors beyond our control could lead to further increases in the cost of the barrier wall and groundwater treatment system, which could be material. Changes in estimates are recorded in results of operations in the period that the events and circumstances giving rise to such changes occur. If we do not achieve project completion of the barrier wall and groundwater treatment system by March 15, 2023, the Addendum specifies penalties of $0.15 million plus an additional $0.02 million per week until installation is completed.

Accordingly, based on the CO, the Addendum, the CAP, and management’s plans, which are based on current regulations and technology, we have accrued $301 million and $140 million at June 30, 2021 and December 31, 2020, respectively, related to the estimated cost of on-site remediation, which is within the existing estimated range of potential outcomes, based on current potential remedial options, and projected to be paid over a period of approximately 20 years. The final costs of any selected remediation will depend primarily on the final approved design and actual labor and material costs.

It is possible that issues relating to site discharges in various transport pathways, the selection of remediation alternatives to achieve PFAS loading reductions, or the operating effectiveness of the TO could result in further litigation and/or regulatory demands with regards to Fayetteville, including potential permit modifications or penalties under the CO and the Addendum. It is also possible that, as additional data is collected on the transport pathways and dialogue continues with NC DEQ and other stakeholders, the type or extent of remediation actions required to achieve the objectives committed to in the CO may change (increase or decrease) or remediation activities could be delayed. If such issues arise, or if the CO is further amended, an additional loss is reasonably possible, but not estimable at this time. With respect to the Addendum, at this time, we believe that payment of any of the stipulated financial penalties for untimeliness or noncompliance is remote.

As of June 30, 2021, based on the CO, the Addendum, the CAP, and our plans, which are based on current regulations and technology, we have accrued $301 million and $54 million related to the estimated cost of on-site and off-site remediation, respectively. For the three and six months ended June 30, 2021, we accrued an additional $181 million and $192 million, respectively, of which $5 million and $10 million was attributable to off-site groundwater testing and water treatment system installations at additional qualifying third-party properties in the vicinity surrounding Fayetteville. Off-site installation, maintenance, and monitoring may be impacted by additional changes in estimates as actual experience may differ from management’s estimates. Specific to our on-site and plant remediation at Fayetteville, we accrued $176 million and $182 million during the three and six months ended June 30, 2021, respectively.

During the 20th century, blasting caps, fuses, and related materials were manufactured at Pompton Lakes, Passaic County, New Jersey. Operating activities at the site were ceased in the mid-1990s. ~~Primary~~The primary contaminants in the soil and sediments are lead and mercury. ~~Ground water~~Groundwater contaminants include volatile organic compounds. Under the authority of the EPA and the New Jersey Department of Environmental Protection (“NJ DEP”), remedial actions at the site are focused on investigating and ~~cleaning up~~cleaning-up the area. ~~Ground water~~Groundwater monitoring at the site is ongoing, and ~~Chemours has~~we have installed and ~~continues~~continue to install vapor mitigation systems at residences within the ~~ground water~~groundwater plume. In addition, ~~Chemours is~~we are further assessing ~~ground water~~groundwater conditions. In ~~June~~September 2015, the EPA issued a modification to the site’s RCRA permit that requires ~~Chemours~~us to dredge mercury contamination from a 36-acre area of the lake and remove sediment from two other areas of the lake near the shoreline. The remediation activities commenced when permits and implementation plans were approved in May 2016, and work on the lake dredging project is ~~expected~~now complete. In April 2019, we submitted a revised Corrective Measures Study (“CMS”) proposing actions to ~~be complete~~address on-site soils impacted from past operations that exceed applicable clean-up criteria. We received comments on the CMS from the EPA and NJ DEP in ~~2018.~~March 2020, and we responded to their comments in June 2020.

The U.S. Smelter and Lead Refinery, Inc. ~~(USS Lead)~~(“USS Lead”) Superfund ~~Site~~site is located in the Calumet neighborhood of East Chicago, Lake County, Indiana. The site includes the former USS Lead facility along with nearby commercial, municipal, and residential areas. The primary compounds of interest are lead and arsenic which may be found in soils within the impacted area. The EPA is directing and organizing remediation on this site, and ~~Chemours is~~we are one of a number of parties working cooperatively with the EPA on the safe and timely completion of this work. ~~DuPont’s~~EID’s former East Chicago manufacturing facility was located adjacent to the site, and ~~DuPont~~EID assigned responsibility for the site to ~~Chemours~~us in the ~~2015 separation~~Separation agreement.

The USS Lead Superfund site was listed on the National Priorities List in 2009. To facilitate negotiations with ~~potentially responsible parties,~~PRPs, the EPA divided the residential part of the USS Lead Superfund ~~Site~~site into three zones, referred to as Zone 1, Zone 2, and Zone 3. The division into three zones resulted in Atlantic Richfield Co. (“Atlantic Richfield”) and ~~DuPont~~EID entering into an agreement in 2014 with the EPA and the State of Indiana to reimburse the EPA’s costs to implement ~~cleanup~~clean-up in Zone 1 and Zone 3. More recently, in March 2017, ~~Chemours~~we and three other parties ~~(Atlantic~~– Atlantic Richfield, ~~Co., DuPont~~EID, and the U.S. Metals Refining Co. (“U.S. Metals”) – entered into an administrative order on consent to reimburse the EPA’s costs to ~~clean up~~clean-up a portion of Zone 2. The EPA is continuing its efforts to identify additional potentially responsible parties (PRPs) for the USS Lead site cleanup, including the remainder of Zone 2. The EPA has scheduled negotiations with some of these parties. The EPA has stated its intention to issue a unilateral order to potentially responsible parties to complete the Zone 2 work. There is uncertainty as to whether the parties who receive the unilateral order will be able to reach an allocation and agree to comply with it.

The environmental accrual for USS Lead is based on the Record of Decision (ROD) and Statement of Work currently in place for Zones 1 and 3, as well as the current estimate of Chemours’ share of the EPA’s Zone 2 cleanup cost. The EPA has announced its intent to reconsider the ROD for Zone 1 and the result of that review could increase or decrease Chemours’ future obligations. In ~~response to the latest cost information received from~~March 2018, the EPA issued a Unilateral Administrative Order for ~~Zone 3 work, as well as the EPA’s stated objective to order Chemours and other PRPs to complete~~ the remainder of the Zone 2 work ~~Chemours increased its~~to five parties, including us, Atlantic Richfield, EID, U.S. Metals, and USS Lead Muller Group, and these parties entered into an interim allocation agreement to perform that work. As of the end of 2019, the required work in Zone 3 has been completed, and Zone 2 was nearly complete by the end of 2020. The determination of a final allocation for Zone 2 and/or the other Zones is ongoing, and additional PRPs may be identified.

The environmental accrual for USS Lead continues to include completion of the remaining obligations under the 2012 Record of Decision (“ROD”) and Statement of Work, which principally encompasses completion of Zone 1. The EPA released a proposed amendment to the 2012 ROD (the “ROD Amendment”) for a portion of Zone 1 in December 2018 (following its August 2018 Feasibility Study Addendum), with its recommended option based on future residential use. The EPA’s ROD Amendment for modified Zone 1 was released in March 2020, and selects as the preferred remedy one which requires a clean-up to residential standards based on the current applicable residential zoning. The ROD Amendment for modified Zone 1 also sets forth a selected contingent remedy which requires clean-up to commercial/industrial standards if the future land use becomes commercial/industrial. In November 2019, a Letter of Intent was executed by $8the City of East Chicago, Indiana and Industrial Development Advantage, LLC, relating to modified Zone 1 development, and the EPA has indicated that it is “more likely” that future land use in this area will be commercial/industrial and not residential. During the three months ended June 30, 2021, we accrued an additional $3 million based on a remediation estimate provided by Industrial Development Advantage, LLC. We expect that our future costs for modified Zone 1 will be further contingent on the development of this area and implementation under the ROD Amendment, as well as any final allocation between PRPs.

In March 2019, the NJ DEP issued two Directives and filed four lawsuits against Chemours and other defendants. Further discussion related to these matters is included in “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements.

In 2018, we issued our inaugural Corporate Responsibility Commitment Report, which expresses our Corporate Responsibility Commitment – an extension of our growth strategy – through 10 ambitious goals targeted for completion by 2030. In April 2021, we announced an update to our climate goals to better align our climate commitment with the Paris Accord and set us on a path to achieve net zero greenhouse gas emissions from our operations by 2050. Built on the principles of inspired people, shared planet, and an evolved portfolio, our shared planet principle underlines our commitment to deliver essential solutions responsibly, without causing harm to the Earth. With a focus on the responsible treatment of climate, water, and waste, our shared planet 2030 goals are comprised of the following:

•Reduce absolute operations Scope 1 and Scope 2 greenhouse gas (“GHG”) emissions by 60%;

•Reduce air and water process emissions of fluorinated organic chemicals by 99% or more; and,

These goals are designed to promote accountability to our commitment and position us for sustainable, long-term earnings growth. We understand that maintaining safe, sustainable operations has an impact on us, our communities, the environment, and our collective future. With this focus, we continue to enhance emission control technologies at our manufacturing sites, drive energy efficiency improvements across our operations, and pursue opportunities to power our operations with low carbon or renewable energy sources. We invest in research and development in order to develop safer, cleaner, and more efficient products and processes that enable our operations, customers, and consumers to reduce both their GHG emissions, carbon footprint, and overall environmental footprint. We value collaboration to drive change and commit to working with policymakers, our value chain, and other organizations to encourage collective action to reduce GHG emissions and encourage lower-carbon forms of energy.

Consistent with our Corporate Responsibility Commitment, we believe that climate change is an important global issue that presents both opportunities and challenges for our company, our partners, and our communities. Climate change matters for our company are likely to be driven by changes in physical climate parameters, regulations and/or public policy, and changes in technology and product demand. Our operations and business results are increasingly subject to evolving climate-related legislation and regulations. Our business segments conduct market trend impact assessments, continuously evaluate opportunities for existing and new products and offerings, and are well-positioned to take advantage of opportunities that may arise from increased consumer demand for and/or legislation mandating or incentivizing the use of products and technologies necessary to achieve a low-carbon economy.

As an energy and emissions intensive company, our costs of complying with complex environmental laws, regulations, and enforcements, as well as internal and external voluntary programs, are significant and will continue to be significant for the foreseeable future. These laws, regulations, and enforcements may change and could become more stringent over time. Additionally, significant regional or national differences in approaches to the imposition of such regulations and restrictions could present competitive challenges in a global marketplace. Furthermore, the recent change in the ~~third quarter~~U.S. political administration could lead to additional federal regulation with respect to GHG emissions limits and/or other legislation that could impact our operations. By tracking and taking action to reduce our GHG emissions footprint through energy efficiency programs and focused GHG management efforts, we can decrease the potential future impact of ~~2017.~~these regulatory matters.

See our discussion under ~~PFOA~~the heading “PFOA” in ~~Note 13~~“Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements.

In June 2019, the Member States Committee of the European Chemicals Agency (“ECHA”) voted to list HFPO Dimer Acid as a Substance of Very High Concern. The vote was based on Article 57(f) – equivalent level of concern having probable serious effects to the environment. This identification does not impose immediate regulatory restriction or obligations, but may lead to a future authorization or restriction of the substance. On September 24, 2019, Chemours filed an application with the EU Court of Justice for the annulment of the decision of ECHA to list HFPO Dimer Acid as a Substance of Very High Concern.

In May 2020, ECHA announced that five Member States (Germany, the Netherlands, Norway, Sweden, and Denmark) launched a call for evidence to inform a PFAS restriction proposal. Companies producing or using PFAS, as well as selling mixture or products containing PFAS, were invited to provide input. This call for evidence closed July 31, 2020. Thousands of substances meet the definition of PFAS as outlined in the call for evidence. This very broad definition covers substances with a variety of physical and chemical properties, health and environmental profiles, uses, and benefits. We submitted information on the substances covered by the call for evidence to the Member State competent authority for Germany, which is the Federal Institute for Occupational Safety and Health (“BAuA”).

In May 2020, five European countries began an initiative to restrict the manufacture, placing on the market and use of PFAS in the EU. In this regulatory process, more than 4,000 substances, including F-gases and fluoropolymers are being considered as part of this broad regulatory action. On July 15, 2021, the countries submitted their restriction proposal, which informs ECHA of the intent to prepare a PFAS restriction dossier for fluorinated substances within a defined structural formula scope, including branched fluoroalkyl groups and substances containing ether linkages, fluoropolymers and side chain fluorinated polymers. The restriction dossier will include information on hazards and risks, available information on alternatives and an analysis of the risk management instrument for addressing the identified risks. The submitting countries indicate that they expect to submit the restriction dossier to ECHA in July 2022. As part of the preparation of the restriction dossier, stakeholders were requested to provide relevant information and, based on risk and socio-economic information, derogations from the proposed restriction may be proposed by the submitting countries. If a derogation is not proposed by the submitting countries, the relevant stakeholders may do so during a consultation process. The draft dossier will be reviewed by the ECHA committees RAC (Risk Assessment Committee) and SEAC (Socio-economic Analysis Committees) and proposals submitted to the EU Commission in 2023. The estimated entry into force of restrictions is 2025. The impacts of restrictions and regulatory measures could lead to adverse effects on our results of operations, financial condition, and cash flows.

In May 2019, we filed a lawsuit in Delaware Chancery Court (“Chancery Court”) against Dupont, Corteva, and EID concerning EID’s contention that it is entitled to unlimited indemnity from us for specified liabilities that EID assigned to us in the spin-off. The lawsuit requested a declaratory judgement limiting EID’s indemnification rights against us and the transfer of liabilities to us to the actual “high-end (maximum) realistic exposures” it stated in connection with the spin-off, or, in the alternative, requiring the return of the approximate $4.0 billion dividend EID extracted from us in connection with the spin-off. In March 2020, the Chancery Court granted EID’s Motion to Dismiss, placing the matter in non-public binding arbitration. The dismissal was affirmed by the Delaware Supreme Court. In January 2021, the parties entered into a binding MOU, addressing the allegations in the lawsuit and arbitration. Pursuant to the MOU, the parties have agreed to dismiss the arbitration. Many of the potential litigation liabilities discussed in “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements are included in ~~this Quarterly Report on Form 10‑Q.~~the MOU.

~~See discussion under Fayetteville, North Carolina in Note 13 to the Interim Consolidated Financial Statements included in this Quarterly Report on Form 10‑Q.~~

We prepare our interim consolidated financial statements in accordance with generally accepted accounting principles in the U.S. ~~(U.S. GAAP)~~(“GAAP”). To supplement our financial information presented in accordance with ~~U.S.~~ GAAP, we provide the following non-GAAP financial measures – Adjusted EBITDA, Adjusted Net Income, ~~and~~Adjusted Earnings per Share (“EPS”), Free Cash ~~Flow,~~Flows (“FCF”), Return on Invested Capital (“ROIC”), and Net Leverage Ratio – in order to clarify and provide investors with a better understanding of ~~the Company’s~~our performance when analyzing changes in our underlying business between reporting periods and provide for greater transparency with respect to supplemental information used by management in its financial and operational ~~decision making.~~decision-making. We utilize Adjusted EBITDA as the primary measure of segment profitability used by our ~~Chief Operating Decision Maker.~~CODM.

Adjusted EBITDA is defined as income (loss) before income taxes, excluding the following:

Adjusted ~~net income~~Net Income is defined as our net income ~~attributable to Chemours~~(loss), adjusted for items excluded from Adjusted EBITDA, except interest expense, depreciation, ~~and~~ amortization, and certain provision for (benefit from) income ~~taxes. Free Cash Flow~~tax amounts. Adjusted EPS is calculated by dividing Adjusted Net Income by the weighted-average number of our common shares outstanding. Diluted Adjusted EPS accounts for the dilutive impact of our stock-based compensation awards, which includes unvested restricted shares. FCF is defined as

our cash flows provided by (used for) operating activities, less ~~cash used for~~ purchases of property, plant, and equipment as ~~disclosed~~shown in ~~the~~our consolidated statements of cash flows. ROIC is defined as Adjusted Earnings before Interest and Taxes (“EBIT”), divided by the average of our invested capital, which amounts to our net debt, or debt less cash and cash equivalents, plus equity. Net Leverage Ratio is defined as our total debt principal, net, or our total debt principal outstanding less cash and cash equivalents, divided by Adjusted EBITDA.

We believe the presentation of these non-GAAP financial measures, when used in conjunction with ~~U.S.~~ GAAP financial measures, is a useful financial analysis tool that can assist investors in assessing ~~the Company’s~~our operating performance and underlying prospects. This analysis should not be considered in isolation or as a substitute for analysis of our results as reported under ~~U.S.~~ GAAP. In the future, we may incur expenses similar to those eliminated in this presentation. Our presentation of Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, FCF, ROIC, and ~~Free Cash Flow~~Net Leverage Ratio should not be construed as an inference that our future results will be unaffected by unusual or infrequently occurring items. The non-GAAP financial measures we use may be defined differently from measures with the same or similar names used by other companies. This analysis, as well as the other information provided in this Quarterly Report on Form 10-Q, should be read in conjunction with the ~~Company’s interim consolidated financial statements~~Interim Consolidated Financial Statements and notes thereto included in this ~~Quarterly Report on Form 10-Q,~~report, as well as the ~~Company's consolidated financial statements~~Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2020.

The following table ~~reconciles~~sets forth a reconciliation of our net income (loss) attributable to Chemours to Adjusted Net Income, Adjusted EBITDA, and Adjusted ~~Net Income discussed above to net income attributable to Chemours~~EPS for the ~~periods presented:~~three and six months ended June 30, 2021 and 2020.

Three Months Ended September 30,

Nine Months Ended September 30,

(Dollars in millions)

2017

2016

2017

2016

Net income attributable to Chemours

$
207

$
204

$
518

$
237

Non-operating pension and other post-retirement
employee benefit income

(7
)

(5
)

(24
)

(19
)
Exchange losses (gains)

4

17

(3
)

37

Restructuring charges

8

14

31

41

Asset-related charges

1

46

3

109

Gain on sale of assets or businesses

—

(169
)

(14
)

(258
)
Transaction costs ¹

1

2

3

18

Legal and other charges ²

7

5

18

24

Benefit from income taxes relating to reconciling items ³

(7
)

(2
)

(10
)

(16
)
Adjusted Net Income

214

112

522

173

Net income attributable to non-controlling interests

—

—

1

—

Interest expense, net

55

51

161

157

Depreciation and amortization

62

73

204

212

All remaining provision for income taxes ³

50

32

140

41

Adjusted EBITDA

$
381

$
268

$
1,028

$
583

	Three Months Ended June 30,						Six Months Ended June 30,
(Dollars in millions, except per share amounts)	2021			2020			2021			2020
Net income attributable to Chemours	$	66		$	24		$	161		$	124
Non-operating pension and other post-retirement employee benefit income		(2	)		(1	)		(5	)		(1	)
Exchange (gains) losses, net		(3	)		(6	)		5			19
Restructuring, asset-related, and other charges (1)		5			17			—			28
Gain on sales of assets and businesses		(2	)		—			(2	)		—
Natural disasters and catastrophic events (2)		3			—			19			—
Transaction costs		—			—			5			2
Legal and environmental charges (3,4)		195			1			208			12
Adjustments made to income taxes (5)		(10	)		(2	)		(10	)		(22	)
Benefit from income taxes relating to reconciling items (6)		(47	)		(3	)		(58	)		(13	)
Adjusted Net Income		205			30			323			149
Interest expense, net		47			53			97			107
Depreciation and amortization		79			82			163			160
All remaining provision for income taxes		35			1			51			7
Adjusted EBITDA	$	366		$	166		$	634		$	423

Weighted-average number of common shares outstanding - basic		166,168,550			164,648,103			165,912,089			164,448,226
Dilutive effect of our employee compensation plans		3,989,453			765,838			3,693,498			888,190
Weighted-average number of common shares outstanding - diluted		170,158,003			165,413,941			169,605,587			165,336,416

Per share data
Basic earnings per share of common stock	$	0.40		$	0.15		$	0.97		$	0.75
Diluted earnings per share of common stock		0.39			0.15			0.95			0.75
Adjusted basic earnings per share of common stock		1.23			0.18			1.95			0.91
Adjusted diluted earnings per share of common stock		1.20			0.18			1.90			0.90

The following table sets forth a reconciliation of our cash flows provided by (used for) operating activities to FCF for the six months ended June 30, 2021 and 2020.

The following table sets forth a reconciliation of Adjusted EBIT and average invested capital, and their nearest respective GAAP measures, to ROIC for the periods presented.

The following table sets forth a reconciliation of our total debt principal, cash and cash equivalents, and Adjusted EBITDA to Net Leverage Ratio.

We are exposed to changes in foreign currency exchange rates because of our global operations. As a result, we have assets, liabilities, and cash flows denominated in a variety of foreign currencies. We also have variable rate indebtedness, which subjects us to interest rate risk. Additionally, we are also exposed to changes in the prices of certain commodities that we use in production. Changes in these rates and commodity prices, which may be further exacerbated by the impacts of COVID-19 and the associated volatility in the broader financial markets, may have an impact on our future cash ~~flow~~flows and earnings. We manage these risks through our normal operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. We do not enter into derivative financial instruments for trading or speculative purposes.

By using derivative financial instruments, we are subject to ~~minimize volatility in earnings related to~~credit and market risk. The fair values of the ~~foreign exchange gains~~derivative financial instruments are determined by using valuation models whose inputs are derived using market observable inputs, and ~~losses resulting from remeasuring monetary assets and liabilities that Chemours holds which are denominated in non-functional currencies. These derivatives are stand-alone and have not been designated~~reflect the asset or liability position as ~~a hedge. As~~ of ~~September 30, 2017, we had open foreign exchange forward contracts with an aggregate notional U.S. Dollar equivalent~~the end of ~~$619 million,~~each reporting period. When the fair value of ~~which amounted~~a derivative contract is positive, the counterparty owes us, thus creating a receivable risk for us. We are exposed to ~~approximately $1 million of net unrealized loss.~~

~~In a hypothetical adverse change~~counterparty credit risk in the ~~market prices or rates that existed at September 30, 2017, a 10% appreciation~~event of ~~the U.S. Dollar against~~non-performance by counterparties to our ~~outstanding hedged contracts on foreign currencies, such as the Euro and Chinese Yuan, at the currency exchange~~

~~The Chemours Company~~derivative agreements. We minimize counterparty credit (or repayment) risk by entering into transactions with major financial institutions of investment grade credit ratings.

rates as of September 30, 2017 would decrease our net income by approximately $10 million, while a 10% depreciation of the U.S. Dollar against the same hedged currencies would increase our net income by approximately $10 million.

Chemours hedges its net investment in certain European operations. Changes in the fair value of the hedge in the net investment of certain European operations are recorded in accumulated other comprehensive income (loss). For the three and nine months ended September 30, 2017, Chemours did not record any ineffectiveness and recognized pre-tax losses of $26 million and $76 million, respectively, on its net investment hedges within accumulated other comprehensive income (loss).

~~Chemours’~~Our risk management programs and the underlying ~~exposure~~exposures are closely correlated, such that the potential loss in value for the risk management portfolio described above would be largely offset by the ~~change~~changes in the value of the underlying ~~exposure.~~exposures. See ~~Note 14~~“Note 19 – Financial Instruments” to the Interim Consolidated Financial Statements ~~in Item 1~~ for further information.

We enter into foreign currency forward contracts to minimize the volatility in our earnings related to foreign exchange gains and ~~Qualitative Disclosures About Market Risk,~~losses resulting from remeasuring our monetary assets and liabilities that are denominated in non-functional currencies, and any gains and losses from the foreign currency forward contracts are intended to be offset by any gains or losses from the remeasurement of the underlying monetary assets and liabilities. These derivatives are stand-alone and, except as described below, have not been designated as a hedge. At June 30, 2021, we had 14 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $350 million, the fair value of which amounted to negative $1 million. At December 31, 2020, we had 25 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $688 million, the fair value of which amounted to $3 million. We recognized a net gain of $9 million and a net loss of $11 million for the three and six months ended June 30, 2021, respectively, and net gains of $10 million and $4 million for the three and six months ended June 30, 2020, respectively, within other income (expense), net related to our non-designated foreign currency forward contracts.

We enter into certain qualifying foreign currency forward contracts under a cash flow hedge program to mitigate the risks associated with fluctuations in the euro against the U.S. dollar for forecasted U.S. dollar-denominated inventory purchases in certain of our ~~Annual Report on Form 10-K~~international subsidiaries that use the euro as their functional currency. At June 30, 2021, we had 156 foreign currency forward contracts outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $119 million, the fair value of which amounted to $1 million. At December 31, 2020, we had 144 foreign currency forward contracts outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $101 million, the fair value of which amounted to negative $4 million. We recognized a pre-tax loss of $1 million and a pre-tax gain of $3 million for the ~~year~~three and six months ended June 30, 2021, respectively, and pre-tax loss of $1 million and a pre-tax gain of $1 million for the three and six months ended June 30, 2020, respectively, within accumulated other comprehensive loss. For the three and six months ended June 30, 2021, $1 million and $3 million of loss was reclassified to the cost of goods sold from accumulated other comprehensive loss, respectively. For the three and six months ended June 30, 2020, $2 million and $3 million of gain was reclassified to the cost of goods sold from accumulated other comprehensive loss, respectively.

We designated our euro-denominated debt as a hedge of our net investment in certain of our international subsidiaries that use the euro as their functional currency in order to reduce the volatility in stockholders’ equity caused by changes in foreign currency exchange rates of the euro with respect to the U.S. dollar. We recognized a pre-tax loss of $13 million and a pre-tax gain of $24 million for the three and six months ended June 30, 2021, respectively, and pre-tax losses of $18 million and $8 million for the three and six months ended June 30, 2020, respectively, on our net investment hedge within accumulated other comprehensive loss.

We enter into interest rate swaps under our cash flow hedge program, which are used to mitigate the volatility in our cash payments for interest due to fluctuations in the London Interbank Offered Rate (“LIBOR”), as is applicable to the portion of our senior secured term loan facility denominated in U.S. dollars. At June 30, 2021, we had three interest rate swaps outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $400 million, the fair value of which amounted to negative $2 million. At December 31, ~~2016 for additional information on~~2020, we had three interest rate swaps outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $400 million, the ~~Company’s utilization~~fair value of ~~financial instruments~~which amounted to negative $3 million. We recognized a pre-tax loss of less than $1 million and ~~an analysis~~a pre-tax gain of ~~the sensitivity of these instruments. There have been no material changes in the market risks previously disclosed in the Company’s Annual Report on Form 10-K~~less than $1 million for the ~~year~~three and six months ended ~~December 31, 2016.~~June 30, 2021, and pre-tax losses of $3 million for the three and six months ended June 30, 2020, within accumulated other comprehensive loss. For the three and six months ended June 30, 2021, $1 million of loss was reclassified to interest expense, net from accumulated other comprehensive loss. No amounts were reclassified from accumulated other comprehensive loss for interest rate swaps during the three and six months ended June 30, 2020.

We maintain disclosure controls and procedures designed to provide reasonable assurance that information required to be disclosed in ~~the Company’s~~our reports filed or submitted under the Securities Exchange Act of 1934 ~~(Exchange Act)~~(“Exchange Act”) is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the U.S. Securities and Exchange ~~Commission.~~Commission (“SEC”). These controls and procedures also provide reasonable assurance that information required to be disclosed in such reports is accumulated and communicated to management, including ~~its~~our Chief Executive Officer ~~(CEO)~~(“CEO”) and Chief Financial Officer ~~(CFO)~~(“CFO”), to allow timely decisions regarding required disclosures.

As of ~~September~~June 30, ~~2017, the Company’s~~2021, our CEO and CFO, together with management, conducted an evaluation of the effectiveness of ~~the Company’s~~our disclosure controls and procedures as defined in ~~Rules~~Rule 13a-15(e) ~~and 15d-15(e)~~ under the Exchange Act. Based on that evaluation, the CEO and CFO have concluded that these disclosure controls and procedures are effective at the reasonable assurance level.

There have been no changes in ~~the Company's~~our internal control over financial reporting that occurred during the quarter ended ~~September~~June 30, ~~2017~~2021 that have materially affected, or are reasonably likely to materially affect, ~~the Company’s~~our internal control over financial reporting.

We are subject to various legal proceedings, including, but not limited to, product liability, ~~patent infringement, antitrust claims~~intellectual property, personal injury, commercial, contractual, employment, governmental, environmental, anti-trust, and ~~claims for property damage or personal injury.~~other such matters that arise in the ordinary course of business. Information regarding certain of these matters is set forth below and in ~~Note 13~~“Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements. We have excluded matters that we expect to result in ~~Part I, Item 1, which is incorporated by reference herein.~~sanctions of less than $1 million, if any.

For purposes of this report, the term ~~PFOA~~“PFOA” means, collectively, perfluorooctanoic acid and its salts, including the ammonium salt, and does not distinguish between the two forms. The term “PFAS” means per- and polyfluoroalkyl substances. Information related to ~~this~~these and other litigation matters is included in ~~Note 13~~“Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~in Part I, Item 1, which is incorporated by reference herein.~~

Actions related to our Fayetteville Works site in Fayetteville, North Carolina (“Fayetteville”), as discussed in ~~Note 13~~“Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~in Part I, Item 1,~~, other than those by the State of North Carolina, are ~~filed in~~shown below.

In the U.S. District Court for the Eastern District of North ~~Carolina, Southern Division:~~Carolina:

The EPA conducted a multimedia inspection at the DuPont LaPorte, Texas facility in January 2008. DuPont, the EPA and the Department of Justice began discussions in the fall of 2011 relating to the management of certain materials in the facility's waste water treatment system, hazardous waste management, flare and air emissions. These negotiations continue. Chemours operates a fluoroproducts production facility at this site.

We have complied with requests from ~~the Labor Inspectorate (ISZW),~~ the local environmental agency ~~(OZHZ)~~(“DCMR”, formerly under the jurisdiction of “OZHZ”), the Labor Inspectorate (“iSZW”), the Inspectorate for Environment and Transportation (“ILT”), and the ~~National Institute for Public Health and the Environment (RIVM)~~Water Authority (“RWS”) in the Netherlands for information and documents regarding the Dordrecht ~~site's~~site’s operations. ~~The Company has~~We have complied with the requests, and ~~no further documents~~the agencies have ~~been requested~~published several reports between 2016 and 2019, all of them publicly available. The National Institute for Public Health and the Environment (“RIVM”) has also published several reports with respect to PFOA and the polymerization processing aid hexafluoropropylene oxide dimer acid (“HFPO Dimer Acid”, sometimes referred to as “GenX” or “C3 Dimer Acid”). Between December 2018 and March 2019, DCMR imposed several fines, aggregating to an amount of €1.75 million, after performing waste water tests that detected low levels of legacy PFOA. We have appealed the fines, and judgement was rendered on December 16, 2020. The court stated that Chemours did not deliberately discharge waste water containing PFOA and ruled that DCMR must reimburse Chemours for 50% of the ~~Company since~~collected fines, plus court and legal fees.

In May 2020, we were notified of an alleged criminal offense related to the ~~publication~~Netherlands’ Environmental Management Act and the Working Conditions Decree, regarding the use of PFOA during the ~~reports~~pre-spin time period of June 1, 2008 to December 31, 2012. The investigation was initiated in ~~May 2017 (RIVM) and July 2017 (ISZW). The agencies will decide whether additional investigation is warranted. We understand that some~~the first quarter of ~~the requests from OZHZ are part of a preliminary investigation initiated~~2016 by a public ~~prosecutor, although~~prosecutor. We believe that the Company has complied with all relevant laws, and we are in contact with the prosecutor.

In February 2019, we received a Notice of Violation (“NOV”) from the EPA, alleging certain Toxic Substances Control Act (“TSCA”) violations at Fayetteville. Matters raised in the NOV could have the potential to affect operations at Fayetteville. For this NOV, we responded to the EPA in March 2019, asserting that we have not violated environmental laws. We also received ~~notice~~an NOV in April 2020 from the North Carolina Department of Environmental Quality (“NC DEQ”), alleging an air permit violation under the North Carolina Administrative Code. At this time, management does not believe that ~~it intends~~a loss is probable related to ~~pursue such action.~~the matters in these NOVs. Further discussion related to these matters is included in “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements.

Except for the ~~Risk Factors~~updated risk factor set forth below, ~~which have been amended and restated in their entirety,~~ there have been no material changes to the ~~Risk Factors~~risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2020.

Market conditions and global and regional economic downturns, as well as changes in regulatory requirements (including environmental standards), that adversely affect the demand for the end-use products that contain titanium dioxide, fluoroproducts or our other products, could adversely affect the profitability of our operations and the prices at which we can sell our products, negatively impacting our financial results.

~~Our revenue and profitability is largely dependent on the titanium dioxide (TiO~~₂~~) industry and the industries that are end users of our fluoroproducts. TiO~~₂ and our fluoroproducts, such as refrigerants and resins, are used in many “quality of life” products for which demand historically has been linked to global, regional and local gross domestic product and discretionary spending, which can be negatively impacted by regional and world events or economic conditions. Such events are likely to cause a decrease in demand for our products and, as a result, may have an adverse effect on our results of operations and financial condition. The future profitability of our operations, and cash flows generated by those operations, will also be affected by the available supply of our products in the market. In addition, because demand for our fluorochemicals is driven in part by industry needs to comply with certain mandated environmental regulations (such as markets for refrigerants and foams with low global warming potential), changes in or elimination of such environmental regulations in the U.S. or other jurisdictions also can negatively impact demand for such products and, as a result, our results of operations and financial condition.

~~Our results of operations could be adversely affected by litigation and other commitments and contingencies.~~

We face risks arising from various unasserted and asserted legal claims, investigation and litigation matters, such as product liability, patent infringement, antitrust claims and claims for third party property damage or personal injury stemming from alleged

environmental actions (which may concern regulated or unregulated substances) or other torts, including, as discussed below, litigation related to the production and use of PFOA (collectively, perfluorooctanoic acids and its salts, including the ammonium salt) by DuPont prior to the separation. We have also received inquiries, investigations and litigation related to HFPO Dimer Acid (sometimes referred to as GenX or C3 Dimer) and other compounds. We have noted a nationwide trend in purported class actions against chemical manufacturers generally seeking relief such as medical monitoring, property damages, off-site remediation and punitive damages arising from alleged environmental actions (which may concern regulated or unregulated substances) or other torts without claiming present personal injuries. We also have noted a trend in public and private nuisance suits being filed on behalf of states, counties, cities and utilities alleging harm to the general public. Various factors or developments can lead to changes in current estimates of liabilities such as a final adverse judgment, significant settlement or changes in applicable law. A future adverse ruling or unfavorable development could result in future charges that could have a material adverse effect on us. An adverse outcome in any one or more of these matters could be material to our financial results and could adversely impact the value of any of our brands that are associated with any such matters. As discussed in more detail in Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1, although the 2017 MDL settlement resolved almost all of the approximately 3,500 personal injury lawsuits against DuPont alleging that the respective plaintiffs were exposed to PFOA in drinking water as a result of DuPont’s use of PFOA at the Washington Works plant in Parkersburg, West Virginia, there are risks of additional lawsuits arising out of DuPont’s use of PFOA, its manufacture of PFOA or its customers’ use of DuPont products that may not be within the scope of the MDL Settlement. A number of additional PFOA lawsuits have been filed since the MDL Settlement. In addition, as discussed in more detail in Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1, the Company has received governmental inquiries, and the Company and DuPont have been named in multiple lawsuits, relating to HFPO Dimer Acid and/or other perfluorinated or polyfluorinated compounds, and there are risks that additional lawsuits could be filed. The existing lawsuits and inquiries, and any such additional litigation, relating to PFOA, HFPO Dimer Acid or these other compounds could result in us incurring additional costs and liabilities, which may be material to our financial results.

In the ordinary course of business, we may make certain commitments, including representations, warranties and indemnities relating to current and past operations, including those related to divested businesses, and issue guarantees of third party obligations. Additionally, we are required to indemnify DuPont with regard to liabilities allocated to, or assumed by us under each of the separation agreement, the employee matters agreement, the tax matters agreement and the intellectual property cross-license agreement that were executed prior to the spin-off. These indemnification obligations to date have included defense costs associated with certain litigation matters as well as certain damages awards, settlements and penalties. In connection with the MDL Settlement entered above, as detailed in Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1, DuPont and Chemours entered into an amendment to the separation agreement concerning PFOA costs. As we are required to make payments, such payments could be significant and could exceed the amounts we have accrued with respect thereto, adversely affecting our results of operations. In addition, in the event that DuPont seeks indemnification for adverse trial rulings or outcomes, these indemnification claims could materially adversely affect our financial condition. Disputes between Chemours and DuPont many also arise with respect to indemnification matters including disputes based on matters of law or contract interpretation. If and to the extent these disputes arise, they could materially adversely affect us.

For further information about the Company’s litigation and other commitments and contingencies, see Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1 or Legal Proceedings in Part II, Item 1 of this Quarterly Report on Form 10-Q.

We are subject to extensive environmental health and safety laws and regulations that may result in unanticipated loss or liability related to our current ~~and~~or past operations, and that may result in significant additional compliance costs or obligations, which in either case, could reduce our profitability.

Our operations and production facilities are dependent upon attainment and renewal of requisite operating permits and are subject to extensive environmental and health and safety laws, regulations, and ~~regulations~~enforcements at national, international, and local levels in numerous jurisdictions, relating to pollution, protection of the environment, climate change, transporting and storing raw materials and finished products, ~~and~~ storing and disposing of hazardous ~~wastes.~~wastes, and product content and other safety concerns. Such laws include, in the U.S., the Comprehensive Environmental Response, Compensation and Liability Act (often referred to as Superfund), the Resource Conservation and Recovery Act and similar state and global laws for management and remediation of hazardous materials, the Clean Air Act and the Clean Water Act, for protection of air and water resources, the Toxic Substances Control Act, and in the European Union (EU), the Registration, Evaluation, Authorization and Restriction of Chemicals (REACH), for regulation of chemicals in commerce and reporting of potential known adverse effects and numerous local, state, federal and foreign laws and regulations governing materials transport and packaging. but are not limited to:

If we are found to be in violation of these laws, regulations, or ~~regulations,~~enforcements, which may be subject to change based on legislative, scientific, or other factors, we may incur substantial costs, including fines, damages, criminal or civil sanctions, remediation costs, reputational harm, loss of sales or market access, or experience interruptions in our operations. We also may be subject to changes in our operations and production based on increased regulation or other changes to, or restrictions imposed by, any such additional regulations. Any operational interruptions or plant shutdowns may result in delays in production or may cause us to incur additional costs to develop redundancies in order to avoid interruptions in our production cycles. In addition, the manner in which adopted regulations (including environmental and safety regulations) are ultimately implemented may affect our products, the demand for and public perception of our products, the reputation of our brands, our market access, and our results of operations. In the event of a catastrophic incident involving any of the raw materials we use or

chemicals we produce, we could incur material costs as a result of addressing the consequences of such event and future reputational costs associated with any such event.

~~As a result of our operations, including the operations of divested businesses and certain discontinued operations, we could incur substantial costs, including remediation and restoration costs.~~

Our costs of complying with complex environmental laws, regulations, and ~~regulations,~~enforcements, as well as internal and external voluntary programs, are significant and will continue to be significant for the foreseeable future. ~~This includes~~These laws, regulations, and enforcements may change and could become more stringent over time, which could result in significant additional compliance costs, increased costs of purchased energy or other raw materials, increased transportation costs, investments in, or restrictions on, our operations, installation or modification of GHG-emitting equipment, or additional costs associated with GHG emissions. As a result of our current and historic operations, including the operations of divested businesses and certain discontinued operations, we also expect to continue to incur costs for environmental investigation and remediation activities at a number of our current or former sites and ~~third party~~third-party disposal locations. However, the ultimate costs under environmental laws and the timing of these costs are difficult to accurately predict. While we establish accruals in accordance with U.S. generally accepted accounting principles (“GAAP”), the ultimate actual costs and liabilities may vary from the accruals because the estimates on which the accruals are based depend on a number of factors (many of which are outside of our control), including the nature of the matter and any associated ~~third party~~third-party claims, the complexity of the site, site geology, the nature and extent of contamination, the type of remedy, the outcome of discussions with regulatory agencies and other Potentially Responsible Parties ~~(PRPs)~~(“PRPs”) at multi-party sites, and the number and financial viability of other PRPs. ~~For~~Refer to “Environmental Matters” within Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations and “Note 15 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements for further ~~information about~~information. We also could incur significant additional costs as a result of additional contamination that is discovered or remedial obligations imposed in the ~~Company’s environmental matters~~future.

As discussed in “Note 15 – Commitments and ~~other commitments and contingencies, see Note 13~~Contingent Liabilities” to the Interim Consolidated Financial Statements, we continue to have active dialogue with the North Carolina Department of Environmental Quality (“NC DEQ”) and other stakeholders regarding potential remedies that are both economically and technologically feasible to achieve the objectives of the Consent Order (“CO”) and Addendum (“Addendum”) related to the discharge of hexafluoropropylene oxide dimer acid (“HFPO Dimer Acid,” sometimes referred to as “GenX” or “C3 Dimer Acid”) and other per- and polyfluoroalkyl substances (“PFAS”) from our Fayetteville Works site in ~~Part I, Item 1, Environmental Matters within Part I, Item 2, Management’s Discussion~~North Carolina (“Fayetteville”) into the Cape Fear River, site surface water, groundwater, and ~~Analysis~~air emissions. The Addendum establishes the procedure to implement specified remedial measures for reducing PFAS loadings from Fayetteville to the Cape Fear River, including construction of ~~Financial Conditions~~a barrier wall with a groundwater extraction system to be completed by March 15, 2023. The estimated liabilities of achieving the CO and ~~Results~~Addendum objectives consist of ~~Operations~~several components, each of which may vary significantly and may exceed the current estimates. The final cost of the on-site barrier wall and groundwater treatment system primarily depends on receiving timely NC DEQ design and permit approvals and thus the timely finalization of certain significant design details, notably the actual barrier wall location, depth, and length, number and configuration of extraction wells, water extraction rates and estimated carbon usage. Unanticipated schedule delays or ~~Legal Proceedings~~other factors beyond our control could lead to further increases in ~~Part II, Item 1~~the cost of ~~this Quarterly Report on Form 10-Q.~~the barrier wall, which could be material. Changes in estimates are recorded in results of operations in the period that the events and circumstances giving rise to such changes occur.

There is also a risk that one or more of our manufacturing processes, key raw materials, or ~~one or more of our~~ products may be found to have, or be characterized or perceived as having, a toxicological or health-related impact on the environment or on our customers or employees or unregulated emissions, which could potentially result in usour incurring liability in connection with such characterization and the associated effects of any toxicological or health-related impact. If such a discovery or characterization occurs, we may incur increased costs in order to comply with new regulatory requirements or as a result of litigation. In addition, the relevant materials or products, including products of our customers incorporating our materials or products, may be recalled, phased-out, or banned. Changes in laws, science, or regulations, or their ~~interpretation,~~interpretations, and our customers’ perception of such changes or interpretations may also affect the marketability of certain of our products.

For example, in May 2016, the European Chemicals Agency ~~(ECHA)~~(“ECHA”) accepted a proposal from France’s competent authority under REACH ~~that would classify~~to change the classification of TiO₂ ~~as a carcinogen for humans by inhalation, starting an ECHA~~. ECHA’s Committee for Risk Action ~~(RAC) process to review and decide on this proposal. In June 2017, ECHA’s RAC announced its preliminary conclusion~~(“RAC”) provided the opinion that the evidence meets the criteria under the EU’s Classification, Labeling and Packaging (“CLP”) Regulation to classify TiO₂ as a Category 2 Carcinogen (suspected human carcinogen) by inhalation. ~~The European~~To implement this opinion, the EU Commission ~~(EC) will evaluate~~(“EC”) presented a draft of the ~~RAC’s formal recommendation in determining whether any regulatory measures should be taken. If~~full 14^th Adaptation to Technical Progress (“ATP”), including a proposed classification (with notes) for the ~~EC were to adopt the regulatory measures that classify~~powder form of TiO₂ as a ~~suspected carcinogen, it~~Category 2 Carcinogen by inhalation, as a delegated act for scrutiny by EU Council and Parliament. The scrutiny period ended in February 2020, with publication to the Official Journal on February 18, 2020. The publication initiated an implementation period, and the act will come into enforcement on October 1, 2021. The impacts of the additional regulatory measures will include increased requirements for TiO₂ product labeling and importing operations. This could increase our costs associated with our TiO₂ manufacturing and handling ~~processes and costs.~~processes.

In connection with our separation, we were required to assume, and indemnify DuPont for, certain liabilities. As we are required to make payments pursuant to these indemnities to DuPont, we may need to divert cash to meet those obligations and our financial results could be negatively affected. In addition, DuPont’s obligation to indemnify us for certain liabilities may not be sufficient to insure us against the full amount of liabilities for which it will be allocated responsibility, and DuPont may not be able to satisfy its indemnification obligations in the future.

Pursuant to the separation agreement, the employee matters agreement, the tax matters agreement and the intellectual property cross-license agreement we entered into with DuPont prior to the spin-off, we were required to assume, and indemnify DuPont for, certain liabilities. These indemnification obligations to date have included, among other items, defense costs associated with certain litigation matters as well as certain damages awards, settlement amounts and penalties. In connection with MDL Settlement described above under ~~Our results of operations could be adversely affected by litigation and other commitments and contingencies~~, DuPont and Chemours entered into an amendment to the separation agreement concerning PFOA costs, the terms of which are described in Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1. Payments pursuant to these indemnities, whether relating to PFOA costs or otherwise, may be significant and could negatively impact our business, particularly indemnities relating to our actions that could impact the tax-free nature of the distribution. In addition, in the event that DuPont seeks indemnification for adverse trial rulings or outcomes, these indemnification claims could materially adversely affect our financial condition. Disputes between Chemours and DuPont may also arise with respect to indemnification matters, including disputes based on matter of law or contract interpretation. If and to the extent these disputes arise, they could materially adversely affect us.

Third parties could also seek to hold us responsible for any of the liabilities of the DuPont businesses. DuPont has agreed to indemnify us for such liabilities, but such indemnity from DuPont may not be sufficient to protect us against the full amount of such liabilities, and DuPont may not be able to fully satisfy its indemnification obligations. Moreover, even if we ultimately succeed in recovering from DuPont any amounts for which we are held liable, we may be temporarily required to bear these losses ourselves. Each of these

In June 2019, the Member States Committee of ECHA also voted to list HFPO Dimer Acid as a Substance of Very High Concern. The vote was based on Article 57(f) – equivalent level of concern having probable serious effects to the environment. This identification does not impose immediate regulatory restriction or obligations, but may lead to a future authorization or restriction of the substance, which could ~~negatively affect~~have an adverse effect on our ~~business, financial condition,~~ results of operations, financial condition, and cash flows. ~~See Note 13~~In September 2019, we filed an application with the EU Court of Justice for the annulment of the decision of ECHA to list HFPO Dimer Acid as a Substance of Very High Concern.

In May 2020, five European countries began an initiative to restrict the manufacture, placing on the market and use of PFAS in the EU. In this regulatory process, more than 4,000 substances, including F-gases and fluoropolymers are being considered as part of this broad regulatory action. On July 15, 2021, the countries submitted their restriction proposal, which informs ECHA of the intent to prepare a PFAS restriction dossier for fluorinated substances within a defined structural formula scope, including branched fluoroalkyl groups and substances containing ether linkages, fluoropolymers and side chain fluorinated polymers. The restriction dossier will include information on hazards and risks, available information on alternatives and an analysis of the risk management instrument for addressing the identified risks. The submitting countries indicate that they expect to submit the restriction dossier to ECHA in July 2022. As part of the preparation of the restriction dossier, stakeholders were requested to provide relevant information and, based on risk and socio-economic information, derogations from the proposed restriction may be proposed by the submitting countries. If a derogation is not proposed by the submitting countries, the relevant stakeholders may do so during a consultation process. The draft dossier will be reviewed by the ECHA committees RAC (Risk Assessment Committee) and SEAC (Socio-economic Analysis Committees) and proposals submitted to the ~~Interim Consolidated Financial Statements~~EU Commission in ~~Part I, Item 1~~2023. The estimated entry into force of ~~this Quarterly Report~~restrictions is 2025. The impacts of restrictions and regulatory measures could lead to adverse effects on ~~Form 10-Q for further information.~~our results of operations, financial condition, and cash flows.

The Chemours Company

~~Item 2.~~

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

2018 Share Repurchase Program

On August 1, 2018, our board of directors approved a share repurchase program authorizing the purchase of shares of our issued and outstanding common stock in an aggregate amount not to exceed $750 million, plus any associated fees or costs in connection with our share repurchase activity (“2018 Share Repurchase Program”). On February 13, 2019, our board of directors increased the authorization amount of the 2018 Share Repurchase Program from $750 million to $1.0 billion. Under the 2018 Share Repurchase Program, shares of our common stock can be purchased on the open market from time to time, subject to management’s discretion, as well as general business and market conditions. Our 2018 Share Repurchase Program became effective on August 1, 2018, was announced to the public on August 2, 2018, and was originally scheduled to continue through the earlier of its expiration on December 31, 2020, or the completion of repurchases up to the approved amount. On December 8, 2020, our board of directors approved the extension of the 2018 Share Repurchase Program through December 31, 2022. The program may be suspended or discontinued at any time. All common shares purchased under the 2018 Share Repurchase Program are expected to be held as treasury stock and accounted for using the cost method.

The following table sets forth the purchases of our issued and outstanding common stock under the 2018 Share Repurchase Program for the three months ended June 30, 2021.

(Dollars in millions, except per share amounts)							Approximate Dollar
					Total Number		Value of Shares
	Total Number				of Shares		That May Yet be
	of Shares		Average Price		Purchased as Part of		Purchased Under the
	Purchased		Paid per Share		Publicly Announced		Plans or Programs
Period	(1)		(2)		Plans or Programs		(2)
Month ended April 30, 2021		-	$	-		-	$	428
Month ended May 31, 2021		-		-		-		428
Month ended June 30, 2021		423,273		35.08		423,273		413
Total		423,273	$	35.08		423,273	$	413

(1)

The total number of shares purchased under the share repurchase program is determined using trade dates for the related transactions.

~~None.~~

(2)

The average price paid per share and approximate dollar value of shares that may yet be purchased under the share repurchase program exclude fees, commissions, and other charges for the related transactions.

As of June 30, 2021, under the 2018 Share Repurchase Program, we have purchased a cumulative 15,669,272 shares of our issued and outstanding common stock, which amounted to $587 million at an average share price of $37.46 per share. The aggregate amount of our common stock that remained available for purchase under the 2018 Share Repurchase Program at June 30, 2021 was $413 million.

Item 3. DEFAULTS UPON SENIOR SECURITIES

~~DEFAULTS UPON SENIOR SECURITIES~~

None.

Item 4. MINE SAFETY DISCLOSURES

~~MINE SAFETY DISCLOSURES~~

Information regarding mine safety and other regulatory actions at ~~the Company’s~~our surface ~~mine~~mines in Starke, Florida, Jesup, Georgia, and Nahunta, Georgia, as well as our mineral sands separation facility in Offerman, Georgia, is included in Exhibit 95 to this ~~report.~~Quarterly Report on Form 10-Q.

Item 5. OTHER INFORMATION

~~OTHER INFORMATION~~

None.

The Chemours Company

~~Item 6.~~

~~EXHIBITS~~

~~See the Exhibit Index for the exhibits filed with this Quarterly Report on Form 10-Q or incorporated by reference.~~

~~The Chemours Company~~

~~EXHIBIT INDEX~~Item 6. EXHIBITS

Exhibit Number		Description
~~2.1(1)~~2.1		~~Amendment No. 1, dated August 24, 2017, to the Separation~~Purchase and Sale Agreement, dated as of July ~~1, 2015,~~26, 2021, by and between ~~E. I. du Pont de Nemours and~~The Chemours Company and ~~The Chemours Company~~Manchester Acquisition Sub LLC (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on ~~August 25, 2017)~~July 26, 2021).

3.1		Company’s Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on July 1, 2015).

3.2		Company’s Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on July 1, 2015).

10.1		Employment Transition Agreement between Mark Vergnano and the Company, dated as of June 2, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on June 3, 2021).

10.2		Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue, dated July 13, 2021, by and among The Chemours Company, Corteva, Inc., E.I. du Pont De Nemours and Company, DuPont de Nemours, Inc, and the State of Delaware (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on July 13, 2021).

22		List of Guarantor Subsidiaries.

31.1		Rule 13a-14(a)/15d-14(a) Certification of the Company’s Principal Executive Officer.

31.2		Rule 13a-14(a)/15d-14(a) Certification of the Company’s Principal Financial Officer.

32.1		Section 1350 Certification of the Company’s Principal Executive Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
32.2		Section 1350 Certification of the Company’s Principal Financial Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.

95		Mine Safety ~~Disclosures~~Disclosures.

~~101.INS~~101		~~XBRL Instance Document~~The following financial statements from the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2021 have been formatted in Inline XBRL: (i) the Interim Consolidated Statements of Operations (Unaudited); (ii) the Interim Consolidated Statements of Comprehensive Income (Unaudited); (iii) the Interim Consolidated Balance Sheets (Unaudited); (iv) the Interim Consolidated Statements of Stockholders’ Equity (Unaudited); (v) the Interim Consolidated Statements of Cash Flows (Unaudited); and, (vi) the Notes to the Interim Consolidated Financial Statements (Unaudited). These financial statements have been tagged as blocks of text and include detailed tags.

~~101.SCH~~104		The cover page from the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2021, which has been formatted in Inline XBRL ~~Taxonomy Extension Schema Document~~and included within Exhibit 101.

~~101.CAL~~		~~XBRL Taxonomy Extension Calculation Linkbase Document~~

~~101.DEF~~		~~XBRL Taxonomy Extension Definition Linkbase Document~~

~~101.LAB~~		~~XBRL Taxonomy Extension Label Linkbase Document~~

~~101.PRE~~		~~XBRL Taxonomy Extension Presentation Linkbase Document~~

5487

The Chemours Company

~~SIGNATURE~~

SIGNATURE

Pursuant to the requirements 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.

THE CHEMOURS COMPANY
(Registrant)

Date:	~~November 3, 2017~~July 30, 2021


By:	/s/ ~~Mark E. Newman~~Sameer Ralhan

	~~Mark E. Newman~~Sameer Ralhan
	Senior Vice President, ~~and~~
	Chief Financial Officer
	(As Duly Authorized Officer and Principal Financial Officer)

5588

Title of Each Class		Trading Symbol(s)		Name of Exchange on Which Registered
Common Stock ($0.01 par value)		CC		New York Stock Exchange

Large Accelerated Filer ☒	Accelerated Filer ☐
Non-Accelerated Filer ☐	Smaller reporting company ☐
	Emerging growth company ☐

	September 30, 2017		December 31, 2016
Senior secured term loans:
Tranche B term loan due May 2022	$	—	$	1,372
Tranche B-1 Dollar Term Loan due May 2022		925		—
Tranche B-1 Euro Term Loan due May 2022 (€395 at September 30, 2017 and €0 at December 31, 2016)		464		—
Senior unsecured notes:
6.625% due May 2023		1,158		1,158
7.000% due May 2025		750		750
6.125% due May 2023 (€295 at September 30, 2017 and December 31, 2016)		346		308
5.375% due May 2027		500		—
Capital lease obligations		3		3
Total debt		4,146		3,591
Less: Unamortized issue discounts		9		5
Less: Unamortized debt issuance costs		42		42
Less: Current maturities of long-term debt		14		15
Total long-term debt, net	$	4,081	$	3,529

	June 30, 2021					December 31, 2020
	Carrying Value			Fair Value		Carrying Value			Fair Value
Senior secured term loans:
Tranche B-2 U.S. dollar term loan due April 2025	$	851		$	845	$	875		$	862
Tranche B-2 euro term loan due April 2025 (€339 at June 30, 2021 and €340 at December 31, 2020)		404			403		417			413
Senior unsecured notes:
7.000% due May 2025		750			775		750			774
4.000% due May 2026 (€450 at June 30, 2021 and December 31, 2020)		537			552		551			551
5.375% due May 2027		500			543		500			536
5.750% due November 2028		800			857		800			821
Total senior debt		3,842		$	3,975		3,893		$	3,957
Less: Unamortized issue discounts		(6	)				(7	)
Less: Unamortized debt issuance costs		(25	)				(28	)
Total senior debt, net	$	3,811				$	3,858

	Six Months Ended June 30, 2021
Risk-free interest rate		0.91	%
Expected term (years)		6.00
Volatility		63.85	%
Dividend yield		4.16	%
Fair value per stock option	$	9.78


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

		Page
Part I	Financial Information
Item 1.	Interim Consolidated Financial Statements
	Interim Consolidated Statements of Operations (Unaudited)	2
	Interim Consolidated Statements of Comprehensive Income (Unaudited)	3
	Interim Consolidated Balance Sheets (Unaudited)	4
	Interim Consolidated Statements of Stockholders’ Equity (Unaudited)	5
	Interim Consolidated Statements of Cash Flows (Unaudited)	6
	Notes to the Interim Consolidated Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3448
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4879
Item 4.	Controls and Procedures	4980

Part II	Other Information
Item 1.	Legal Proceedings	4981
Item 1A.	Risk Factors	5083
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5386
Item 3.	Defaults Upon Senior Securities	5386
Item 4.	Mine Safety Disclosures	5386
Item 5.	Other Information	5386
Item 6.	Exhibits	5387
~~Exhibit Index~~Signature		54
~~Signature~~		5588

	June 30, 2021		December 31, 2020
Accounts receivable - trade, net (1)	$	730	$	449
Deferred revenue		8		12
Customer rebates		53		69

	Chemical Solutions Site Closures			2019 Restructuring Program			2020 Restructuring Program			Total
Balance at December 31, 2020	$	2		$	2		$	3		$	7
Charges (credits) to income		(1	)		0			(1	)		(2	)
Payments		0			(1	)		(2	)		(3	)
Balance at June 30, 2021	$	1		$	1		$	0		$	2

	Titanium Technologies Site Closures			Fluoro- Products Lines Shutdown			Chemical Solutions Site Closures			2015 Global Restructuring			2017 Restructuring Program		Total
Balance at December 31, 2016	$	4		$	1		$	8		$	21		$	—	$	34
Charges to income		—			—			—			—			5		5
Payments		(3	)		(1	)		(4	)		(19	)		—		(27	)
Net currency translation and other adjustments ¹		—			—			—			1			—		1
Balance at September 30, 2017	$	1		$	—		$	4		$	3		$	5	$	13


	September 30, 2017		December 31, 2016
Accounts receivable - trade, net ¹	$	872	$	742
VAT, GST and other taxes ²		49		46
Other receivables ³		21		19
Total accounts and notes receivable - trade, net	$	942	$	807

	June 30, 2021			December 31, 2020
Equipment	$	7,889		$	7,816
Buildings		1,204			1,198
Construction-in-progress		428			421
Land		111			111
Mineral rights		36			36
Property, plant, and equipment		9,668			9,582
Less: Accumulated depreciation		(6,220	)		(6,108	)
Total property, plant, and equipment, net	$	3,448		$	3,474

	June 30, 2021		December 31, 2020
Employee separation costs (1)	$	2	$	7
Accrued litigation (2)		33		37
Asset retirement obligations (3)		11		13
Income taxes		60		64
Customer rebates		53		69
Deferred revenue		3		7
Accrued interest		20		18
Operating lease liabilities		57		57
Miscellaneous (4)		82		103
Total other accrued liabilities	$	321	$	375

Remainder of 2021	$	7
2022		13
2023		13
2024		13
2025		1,959
Thereafter		1,837
Total principal maturities on debt	$	3,842

	June 30, 2021		December 31, 2020
Employee-related costs (1)	$	105	$	108
Accrued litigation (2)		52		51
Asset retirement obligations (3)		63		63
Deferred revenue		5		5
Miscellaneous (4)		71		68
Total other liabilities	$	296	$	295

	June 30, 2021		December 31, 2020
Asbestos	$	34	$	34
PFOA (1)		22	50
All other matters (2)		29	4
Total accrued litigation	$	85	$	88

	Balance Sheet Location	June 30, 2021		December 31, 2020
Accrued Litigation:
Current accrued litigation (1)	Other accrued liabilities (Note 12)	$	33	$	37
Long-term accrued litigation	Other liabilities (Note 14)		52		51
Total accrued litigation		$	85	$	88

	June 30, 2021		December 31, 2020
Chambers Works, Deepwater, New Jersey (1)	$	27	$	20
East Chicago, Indiana		11		11
Fayetteville Works, Fayetteville, North Carolina (2)		355		194
Pompton Lakes, New Jersey		41		42
USS Lead, East Chicago, Indiana		15		12
All other sites		107		111
Total environmental remediation	$	556	$	390

	June 30, 2021		December 31, 2020
On-site remediation	$	301	$	140
Off-site groundwater remediation		54		54
Total Fayetteville environmental remediation	$	355	$	194

		Fair Value Using Level 2 Inputs
	Balance Sheet Location	September 30, 2017		December 31, 2016
Asset derivatives:
Foreign currency forward contracts	Accounts and notes receivable - trade, net	$	3	$	2
Total asset derivatives		$	3	$	2

Liability derivatives:
Foreign currency forward contracts	Other accrued liabilities	$	4	$	4
Total liability derivatives		$	4	$	4

	Net Investment Hedge			Cash Flow Hedge			Cumulative Translation Adjustment			Defined Benefit Plans			Total
Balance at January 1, 2021	$	(76	)	$	(8	)	$	(120	)	$	(106	)	$	(310	)
Other comprehensive loss		18			5			(34	)		3			(8	)
Balance at June 30, 2021	$	(58	)	$	(3	)	$	(154	)	$	(103	)	$	(318	)

Balance at January 1, 2020	$	(10	)	$	2		$	(231	)	$	(110	)	$	(349	)
Other comprehensive loss		(6	)		(4	)		(78	)		2			(86	)
Balance at June 30, 2020	$	(16	)	$	(2	)	$	(309	)	$	(108	)	$	(435	)

	Nine Months Ended September 30, 2017
Risk-free interest rate		2.14	%
Expected term (years)		6.00
Volatility		44.49	%
Dividend yield		0.35	%
Fair value per stock option	$	15.21

	Number of Shares (in thousands)			Weighted-Average Exercise Price (per share)		Weighted-Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (in thousands)
Outstanding, December 31, 2016		7,969		$	13.72		5.08	$	66,668
Granted		878			34.84
Exercised		(1,987	)		14.41
Forfeited		(40	)		19.10
Expired		(28	)		12.00
Outstanding, September 30, 2017		6,792		$	15.69		5.27	$	237,179
Exercisable, September 30, 2017		3,814		$	14.03		3.63	$	139,523

	Number of Shares (in thousands)			Weighted-Average Grant Date Fair Value (per share)
Non-vested, December 31, 2016		2,316		$	11.23
Granted		211			36.42
Vested		(1,275	)		11.09
Forfeited		(39	)		15.10
Non-vested, September 30, 2017		1,213		$	15.46

Three Months Ended September 30,	Titanium Technologies		Fluoroproducts		Chemical Solutions		Corporate and Other			Total
2017
Net sales to external customers	$	799	$	637	$	148	$	—		$	1,584
Adjusted EBITDA		249		158		18		(44	)		381
Depreciation and amortization		24		28		4		6			62

2016
Net sales to external customers	$	625	$	591	$	182	$	—		$	1,398
Adjusted EBITDA		144		143		9		(28	)		268
Depreciation and amortization		32		26		6		9			73

Nine Months Ended September 30,	Titanium Technologies		Fluoroproducts		Chemical Solutions		Corporate and Other			Total
2017
Net sales to external customers	$	2,173	$	1,998	$	437	$	—		$	4,608
Adjusted EBITDA		601		510		37		(120	)		1,028
Depreciation and amortization		89		81		13		21			204

2016
Net sales to external customers	$	1,742	$	1,695	$	641	$	—		$	4,078
Adjusted EBITDA		309		333		30		(89	)		583
Depreciation and amortization		87		75		24		26			212

	Three Months Ended September 30, 2017
	Parent Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	960	$	1,053		$	(429	)	$	1,584
Cost of goods sold		—			773		753			(409	)		1,117
Gross profit		—			187		300			(20	)		467
Selling, general and administrative expense		7			105		43			(7	)		148
Research and development expense		—			19		1			—			20
Restructuring and asset-related charges, net		—			8		—			—			8
Total expenses		7			132		44			(7	)		176
Equity in earnings of affiliates		—			—		9			—			9
Equity in earnings of subsidiaries		233			—		—			(233	)		—
Interest (expense) income, net		(57	)		2		—			—			(55	)
Intercompany interest income (expense), net		16			—		(16	)		—			—
Other income (expense), net		6			22		(17	)		(6	)		5
Income before income taxes		191			79		232			(252	)		250
(Benefit from) provision for income taxes		(16	)		18		42			(1	)		43
Net income		207			61		190			(251	)		207
Less: Net income attributable to non-controlling interests		—			—		—			—			—
Net income attributable to Chemours	$	207		$	61	$	190		$	(251	)	$	207
Comprehensive income attributable to Chemours	$	228		$	63	$	225		$	(288	)	$	228

	Three Months Ended September 30, 2016
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	961		$	847		$	(410	)	$	1,398
Cost of goods sold		—			791			656			(391	)		1,056
Gross profit		—			170			191			(19	)		342
Selling, general and administrative expense		5			115			34			(6	)		148
Research and development expense		—			19			—			—			19
Restructuring and asset-related charges, net		—			60			—			—			60
Total expenses		5			194			34			(6	)		227
Equity in earnings of affiliates		—			1			8			—			9
Equity in earnings of subsidiaries		226			—			—			(226	)		—
Interest expense, net		(50	)		(1	)		—			—			(51	)
Intercompany interest income (expense), net		15			1			(16	)		—			—
Other income, net		5			70			94			(8	)		161
Income before income taxes		191			47			243			(247	)		234
(Benefit from) provision for income taxes		(13	)		29			29			(15	)		30
Net income		204			18			214			(232	)		204
Less: Net income attributable to non-controlling interests		—			—			—			—			—
Net income attributable to Chemours	$	204		$	18		$	214		$	(232	)	$	204
Comprehensive income attributable to Chemours	$	210		$	18		$	226		$	(244	)	$	210

	Nine Months Ended September 30, 2016
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	2,898		$	2,367		$	(1,187	)	$	4,078
Cost of goods sold		—			2,506			1,921			(1,160	)		3,267
Gross profit		—			392			446			(27	)		811
Selling, general and administrative expense		17			350			103			(16	)		454
Research and development expense		—			58			2			—			60
Restructuring and asset-related charges (credits), net		—			147			(2	)		—			145
Total expenses		17			555			103			(16	)		659
Equity in (loss) earnings of affiliates		—			(2	)		19			—			17
Equity in earnings of subsidiaries		307			—			—			(307	)		—
Interest expense, net		(155	)		(2	)		—			—			(157	)
Intercompany interest income (expense), net		44			4			(48	)		—			—
Other income, net		15			178			72			(15	)		250
Income before income taxes		194			15			386			(333	)		262
(Benefit from) provision for income taxes		(43	)		25			53			(10	)		25
Net income (loss)		237			(10	)		333			(323	)		237
Less: Net income attributable to non-controlling interests		—			—			—			—			—
Net income (loss) attributable to Chemours	$	237		$	(10	)	$	333		$	(323	)	$	237
Comprehensive income (loss) attributable to Chemours	$	250		$	(10	)	$	355		$	(345	)	$	250

Change in net sales from prior period	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017
Price		9	%		7	%
Volume		6	%		12	%
Currency		1	%		—	%
Portfolio / other		(3	)%		(6	)%
Total change		13	%		13	%

	Twelve months Ended June 30,
(Dollars in millions)	2021			2020
Adjusted EBITDA (1)	$	1,090		$	898
Less: Depreciation and amortization (1)		(321	)		(315	)
Adjusted EBIT	$	769		$	583

	As of June 30,
(Dollars in millions)	2021			2020
Total debt	$	3,989		$	4,346
Total equity		900			659
Less: Cash and cash equivalents		(1,139	)		(1,031	)
Invested capital, net	$	3,750		$	3,974
Average invested capital (2)	$	3,834		$	4,116

Return on Invested Capital		20	%		14	%