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~~155,468,852 shares of common stock, $0.01 par value, outstanding at ~~October 31, 2017.~~April 27, 2022.

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2017			2016			2017			2016			2022			2021
Net sales	$	1,584		$	1,398		$	4,608		$	4,078		$	1,764		$	1,436
Cost of goods sold		1,117			1,056			3,341			3,267			1,278			1,139
Gross profit		467			342			1,267			811			486			297
Selling, general and administrative expense		148			148			444			454
Selling, general, and administrative expense														141			139
Research and development expense		20			19			61			60			30			24
Restructuring and asset-related charges, net		8			60			31			145
Total expenses		176			227			536			659
Restructuring, asset-related, and other charges														11			(5	)
Total other operating expenses														182			158
Equity in earnings of affiliates		9			9			26			17			11			10
Interest expense, net		(55	)		(51	)		(161	)		(157	)		(41	)		(49	)
Other income, net		5			161			53			250			6			1
Income before income taxes		250			234			649			262			280			101
Provision for income taxes		43			30			130			25			46			5
Net income		207			204			519			237			234			96
Less: Net income attributable to non-controlling interests		—			—			1			—
Net income attributable to Chemours	$	207		$	204		$	518		$	237		$	234		$	96
Per share data
Basic earnings per share of common stock	$	1.12		$	1.12		$	2.81		$	1.31		$	1.46		$	0.58
Diluted earnings per share of common stock	$	1.08		$	1.11		$	2.72		$	1.30			1.43			0.57
Dividends per share of common stock	$	0.03		$	0.03		$	0.09		$	0.09

	Three Months Ended March 31,
	2022									2021
	Pre-tax			Tax			After-tax			Pre-tax			Tax			After-tax
Net income							$	234								$	96
Other comprehensive income (loss):
Hedging activities:
Unrealized gain on net investment hedge	$	26		$	(6	)		20		$	37		$	(9	)		28
Unrealized gain on cash flow hedge		10			(2	)		8			5			(1	)		4
Reclassifications to net income - cash flow hedge		(2	)		—			(2	)		2			—			2
Hedging activities, net		34			(8	)		26			44			(10	)		34
Cumulative translation adjustment		(5	)		—			(5	)		(72	)		—			(72	)
Defined benefit plans:
Additions to accumulated other comprehensive loss:
Effect of foreign exchange rates		3			—			3			4			—			4
Reclassifications to net income:
Amortization of actuarial loss		2			(1	)		1			2			(1	)		1
Amortization of prior service gain		—			—			—			(1	)		—			(1	)
Defined benefit plans, net	$	5		$	(1	)		4		$	5		$	(1	)		4
Other comprehensive income (loss)								25									(34	)
Comprehensive income								259									62
Comprehensive income attributable to Chemours							$	259								$	62

Interim Consolidated ~~Statements of Comprehensive Income~~Balance Sheets (Unaudited)

Three Months Ended September 30,

2017

2016

Pre-Tax

Tax

After-Tax

Pre-Tax

Tax

After-Tax

Net income

$
250

$
(43
)

$
207

$
234

$
(30
)

$
204

Other comprehensive income (loss):

Unrealized loss on net
   investment hedge

(26
)

10

(16
)

(6
)

—

(6
)
Cumulative translation
   adjustments

35

—

35

10

—

10

Defined benefit plans:

Net gain

5

—

5

—

—

—

Effect of foreign
   exchange rates

(9
)

2

(7
)

(3
)

1

(2
)
Reclassifications to net
   income:

Amortization of prior service gain

(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

Other comprehensive income

10

11

21

7

(1
)

6

Comprehensive income

260

(32
)

228

241

(31
)

210

Less: Comprehensive income attributable to non-controlling interests

—

—

—

—

—

—

Comprehensive income attributable to Chemours

$
260

$
(32
)

$
228

$
241

$
(31
)

$
210

Nine Months Ended September 30,

2017

2016

Pre-Tax

Tax

After-Tax

Pre-Tax

Tax

After-Tax

Net income

$
649

$
(130
)

$
519

$
262

$
(25
)

$
237

Other comprehensive income (loss):

Unrealized loss on net
   investment hedge

(76
)

20

(56
)

(9
)

—

(9
)
Cumulative translation
   adjustments

224

—

224

20

—

20

Defined benefit plans:

Net gain (loss)

5

—

5

(7
)

1

(6
)
Effect of foreign
   exchange rates

(36
)

8

(28
)

(5
)

2

(3
)
Reclassifications to net
   income:

Amortization of prior service gain

(1
)

—

(1
)

(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

Other comprehensive income

132

25

157

14

(1
)

13

Comprehensive income

781

(105
)

676

276

(26
)

250

Less: Comprehensive income attributable to non-controlling interests

1

—

1

—

—

—

Comprehensive income attributable to Chemours

$
780

$
(105
)

$
675

$
276

$
(26
)

$
250

	March 31, 2022			December 31, 2021
Assets
Current assets:
Cash and cash equivalents	$	1,145		$	1,451
Accounts and notes receivable, net		1,014			720
Inventories		1,166			1,099
Prepaid expenses and other		68			75
Total current assets		3,393			3,345
Property, plant, and equipment		9,254			9,232
Less: Accumulated depreciation		(6,123	)		(6,078	)
Property, plant, and equipment, net		3,131			3,154
Operating lease right-of-use assets		225			227
Goodwill		102			102
Other intangible assets, net		5			6
Investments in affiliates		170			169
Restricted cash and restricted cash equivalents		100			100
Other assets		398			447
Total assets	$	7,524		$	7,550
Liabilities
Current liabilities:
Accounts payable	$	1,168		$	1,162
Compensation and other employee-related cost		99			173
Short-term and current maturities of long-term debt		24			25
Current environmental remediation		182			173
Other accrued liabilities		302			325
Total current liabilities		1,775			1,858
Long-term debt, net		3,692			3,724
Operating lease liabilities		185			179
Long-term environmental remediation		384			389
Deferred income taxes		52			49
Other liabilities		269			269
Total liabilities		6,357			6,468
Commitments and contingent liabilities (Note 16)
Equity
Common stock (par value $0.01 per share; 810,000,000 shares authorized; 192,509,285 shares issued and 156,843,892 shares outstanding at March 31, 2022; 191,860,159 shares issued and 161,046,732 shares outstanding at December 31, 2021)		2			2
Treasury stock, at cost (35,665,393 shares at March 31, 2022; 30,813,427 shares at December 31, 2021)		(1,393	)		(1,247	)
Additional paid-in capital		956			944
Retained earnings		1,940			1,746
Accumulated other comprehensive loss		(339	)		(364	)
Total Chemours stockholders’ equity		1,166			1,081
Non-controlling interests		1			1
Total equity		1,167			1,082
Total liabilities and equity	$	7,524		$	7,550

Interim Consolidated ~~Balance Sheets~~Statements of Stockholders’ Equity (Unaudited)

(Unaudited)

September 30,

December 31,

2017

2016

Assets

Current assets:

Cash and cash equivalents

$
1,535

$
902

Accounts and notes receivable - trade, net

942

807

Inventories

877

767

Prepaid expenses and other

79

77

Total current assets

3,433

2,553

Property, plant and equipment

8,412

7,997

Less: Accumulated depreciation

(5,462
)

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

2,950

2,784

Goodwill and other intangible assets, net

167

170

Investments in affiliates

166

136

Other assets

404

417

Total assets

$
7,120

$
6,060

Liabilities and equity

Current liabilities:

Accounts payable

$
1,010

$
884

Current maturities of long-term debt

14

15

Other accrued liabilities

546

872

Total current liabilities

1,570

1,771

Long-term debt, net

4,081

3,529

Deferred income taxes

175

132

Other liabilities

489

524

Total liabilities

6,315

5,956

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

Additional paid-in capital

830

789

Retained earnings (accumulated deficit)

388

(114
)
Accumulated other comprehensive loss

(420
)

(577
)
Total Chemours stockholders’ equity

800

100

Non-controlling interests

5

4

Total equity

805

104

Total liabilities and equity

$
7,120

$
6,060

	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, 2021		190,239,883	$	2		25,319,235	$	(1,072	)	$	890		$	1,303		$	(310	)	$	2	$	815
Common stock issued - compensation plans		146,172		—		—		—			1			(1	)		—			—		—
Exercise of stock options, net		397,328		—		—		—			6			—			—			—		6
Stock-based compensation expense		—		—		—		—			12			—			—			—		12
Cancellation of unissued stock awards withheld to cover taxes		—		—		—		—			(2	)		—			—			—		(2	)
Net income		—		—		—		—			—			96			—			—		96
Dividends declared on common shares ($0.25 per share)		—		—		—		—			—			(41	)		—			—		(41	)
Other comprehensive loss		—		—		—		—			—			—			(34	)		—		(34	)
Balance at March 31, 2021		190,783,383	$	2		25,319,235	$	(1,072	)	$	907		$	1,357		$	(344	)	$	2	$	852

Balance at January 1, 2022		191,860,159	$	2		30,813,427	$	(1,247	)	$	944		$	1,746		$	(364	)	$	1	$	1,082
Common stock issued - compensation plans		296,384		—		—		—			—			—			—			—		—
Exercise of stock options, net		352,742		—		—		—			6			—			—			—		6
Purchases of treasury stock, at cost		—		—		4,851,966		(146	)		—			—			—			—		(146	)
Stock-based compensation expense		—		—		—		—			10			—			—			—		10
Cancellation of unissued stock awards withheld to cover taxes		—		—		—		—			(4	)		—			—			—		(4	)
Net income		—		—		—		—			—			234			—			—		234
Dividends declared on common shares ($0.25 per share)		—		—		—		—			—			(40	)		—			—		(40	)
Other comprehensive income		—		—		—		—			—			—			25			—		25
Balance at March 31, 2022		192,509,285	$	2		35,665,393	$	(1,393	)	$	956		$	1,940		$	(339	)	$	1	$	1,167

Common Stock

Additional
Paid-In

(Accumulated Deficit) Retained

Accumulated
Other
Comprehensive

Non-controlling

Shares

Amount

Capital

Earnings

(Loss) Income

Interests

Total

Balance at
   January 1, 2016

181,069,751

$
2

$
775

$
(115
)

$
(536
)

$
4

$
130

Net income

—

—

—

237

—

—

237

Common stock issued -   compensation plans

650,971

—

—

—

—

—

—

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

Stock-based compensation expense

—

—

21

—

—

—

21

Cancellation of unissued stock awards withheld to cover taxes

—

—

(10
)

—

—

—

(10
)
Exercise of stock options, net

1,987,427

—

30

—

—

—

30

Balance at
   September 30, 2017

185,092,058

$
2

$
830

$
388

$
(420
)

$
5

$
805

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

	Three Months Ended March 31,
	2022			2021
Cash flows from operating activities
Net income	$	234		$	96
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization		74			83
Equity in earnings of affiliates, net		(9	)		(10	)
Amortization of debt issuance costs and issue discounts		2			2
Deferred tax provision (benefit)		19			(6	)
Asset-related charges		5			0
Stock-based compensation expense		10			12
Net periodic pension cost		3			1
Defined benefit plan contributions		(5	)		(5	)
Other operating charges and credits, net		6			29
Decrease (increase) in operating assets:
Accounts and notes receivable		(294	)		(213	)
Inventories and other operating assets		(9	)		(31	)
(Decrease) increase in operating liabilities:
Accounts payable and other operating liabilities		(34	)		81
Cash provided by operating activities		2			39
Cash flows from investing activities
Purchases of property, plant, and equipment		(106	)		(60	)
Proceeds from sales of assets and businesses, net		1			0
Foreign exchange contract settlements, net		(5	)		(17	)
Cash used for investing activities		(110	)		(77	)
Cash flows from financing activities
Debt repayments		(4	)		(3	)
Payments on finance leases		(3	)		(2	)
Purchases of treasury stock, at cost		(144	)		0
Proceeds from exercised stock options, net		6			6
Payments related to tax withholdings on vested stock awards		(4	)		(2	)
Payments of dividends to the Company's common shareholders		(40	)		(41	)
Cash used for financing activities		(189	)		(42	)
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents		(9	)		(17	)
Decrease in cash, cash equivalents, restricted cash and restricted cash equivalents		(306	)		(97	)
Cash, cash equivalents, restricted cash, and restricted cash equivalents at January 1,		1,551			1,105
Cash, cash equivalents, restricted cash and restricted cash equivalents at March 31,	$	1,245		$	1,008

Supplemental cash flows information
Non-cash investing and financing activities:
Purchases of property, plant, and equipment included in accounts payable	$	37		$	44
Treasury Stock repurchased, not settled		6			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, and oil and gas. The Company’s principal products include titanium dioxide (“TiO₂”) pigment, refrigerants, industrial fluoropolymer resins, and performance chemicals and intermediates. Chemours manages and reports its operating results through its 3 reportable segments: Titanium Technologies, Thermal & Specialized Solutions, and Advanced Performance Materials. 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, thermal management solutions, propellants, blowing agents, and specialty solvents. The 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. The Company’s Performance Chemicals and Intermediates business and Mining Solutions business (prior to the business sale in 2021) are presented under Other Segment.

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 “EID” refer to E. I. du Pont de Nemours and Company, which is Chemours’ former parent company and is now a subsidiary of Corteva, Inc. (“Corteva”). Reference herein to “DuPont” refer to DuPont de Nemours, Inc.

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.~~2021.

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.

~~Unless the context otherwise requires, references herein to “The Chemours Company”, “Chemours”, “the Company”, “our Company”, “we”, “us” and “our” refer to~~

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~~does not expect the ~~other~~ impacts of adopting ~~this guidance on~~ASU No. 2020-04 to be material to its financial position, results of operations and cash flows.

Accounting for Contract Assets and Contract Liabilities from Contracts with Customers

In ~~August 2016,~~October 2021, the FASB issued ~~various updates to~~ ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU No. ~~2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments”~~2021-08”), which ~~clarifies~~requires contract assets and ~~amends~~contract liabilities acquired in a business combination to be recognized in accordance with Topic 606 as if the ~~presentation and classification of certain cash receipts and cash payments in~~acquirer had originated the ~~statement of cash flows.~~contracts. The guidance iswill be effective ~~for public business entities~~ for fiscal years beginning after December 15, ~~2017, and~~2022, including interim periods within those fiscal ~~years.~~years, with early adoption permitted. The ~~amendments should be applied using a retrospective transition method (unless impractical to do so) for each period presented and earlier application~~Company is ~~permitted. Chemours does not expect that~~currently evaluating the impacts the adoption of this standard will have ~~a significant impact~~ on its ~~cash flows.~~consolidated financial statements.

In ~~March 2017,~~November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities About Government Assistance (“ASU No. ~~2017-07, “Compensation - Retirement Benefits (Topic 715)”~~2021-10”), which requires annual disclosures about transactions with a government 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 eligibleare accounted for ~~capitalization.~~by applying a grant or contribution accounting model by analogy. The guidance iswill be 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~~2021, with early adoption ~~is permitted in any interim period.~~permitted. 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. ChemoursCompany is currently evaluating the ~~impact~~impacts the adoption of ~~adopting~~ this ~~guidance~~standard will have on its consolidated financial ~~position, results of operations~~statements.

In ~~March 2016,~~December 2021, 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. SpecificCompany entered into an agreement to sell land related to the ~~impact~~Beaumont former operating site for cash consideration of ~~windfall tax benefits,~~approximately $17. InJanuary 2022, the Company ~~expects the guidance will cause volatility in~~entered into an agreement to sell its ~~income tax rates going forward. As~~former Aniline business for a purchase price 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$15. Both transactions are expected to close in the ~~provision for income taxes in the consolidated statements~~second quarter 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~~2022, subject to ~~determine the fair value of the individual assets~~customary closing conditions, including regulatory approvals. Assets and liabilities ~~of a~~held for sale were 0t material at March 31, 2022 and December 31, 2021.

~~reporting unit to measure goodwill impairment. Under the amendments, goodwill impairment testing will be performed by comparing the fair value~~Note 4. Net Sales

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 months ended March 31, 2022 and interim goodwill impairment tests in fiscal years beginning after December 15, 2019, 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.2021.

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 March 31,
	2022		2021
Net sales by geographic region (1)
North America:
Titanium Technologies	$	314	$	206
Thermal & Specialized Solutions		260		147
Advanced Performance Materials		145		111
Other Segment		14		33
Total North America		733		497
Asia Pacific:
Titanium Technologies		280		246
Thermal & Specialized Solutions		35		37
Advanced Performance Materials		153		139
Other Segment		6		6
Total Asia Pacific		474		428
Europe, the Middle East, and Africa:
Titanium Technologies		211		174
Thermal & Specialized Solutions		80		87
Advanced Performance Materials		73		68
Other Segment		4		4
Total Europe, the Middle East, and Africa		368		333
Latin America (2):
Titanium Technologies		123		97
Thermal & Specialized Solutions		50		33
Advanced Performance Materials		14		15
Other Segment		2		33
Total Latin America		189		178
Total net sales	$	1,764	$	1,436

Net sales by segment and product group
Titanium Technologies:
Titanium dioxide and other minerals	$	928	$	723
Thermal & Specialized Solutions:
Refrigerants		344		241
Foam, propellants, and other		81		63
Advanced Performance Materials:
Fluoropolymers and advanced materials		385		333
Other Segment		26		76
Total net sales	$	1,764	$	1,436

Substantially all of the ~~following criteria remain unchanged before~~Company’s net sales are derived from goods and ~~after the award is modified: (a) the fair value of the award; (b) the vesting conditions of the award; and (c) the classification of the award as an equity instrument or~~services transferred at a ~~liability instrument. The amendments~~point in this update are effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017, and are 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 changes in the terms and conditions of share-based payment awards. 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.time.

~~For the three and nine months ended September 30, 2017 and 2016, Chemours recorded restructuring and asset-related charges, net as follows:~~

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 recorded when the 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 Company estimates whether or not the sales threshold will be achieved to determine the amount of variable consideration to include in the transaction price.

The following table sets forth the Company’s ~~restructuring programs impacted segment earnings~~contract balances from contracts with customers at March 31, 2022 and December 31, 2021.

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 nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016 as follows:~~

~~Plant~~2021 were not significant. For the three months ended March 31, 2022 and ~~Product Line Closures~~

In2021, the ~~Titanium Technologies segment,~~amount of net sales recognized from performance obligations satisfied in prior periods (e.g., due to ~~the closure~~changes in transaction price) were not significant.

There were no material contract asset balances or capitalized costs associated with obtaining or fulfilling customer contracts as of March 31, 2022 and December 31, 2021.

Certain of the ~~Edge Moor, Delaware manufacturing plant in the U.S.,~~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 ~~recorded decommissioning and dismantling-related charges of $4~~ for such orders, even if not requested by the ~~nine months ended September 30, 2017 and $5 and $24 for the three and nine months ended September 30, 2016, respectively.~~customer. The Company ~~completed all actions related~~considers these take-or-pay clauses to ~~these restructuring activities~~be an enforceable contract, and ~~sold~~as such, the ~~site during the first quarter~~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 March 31, 2022, Chemours had $9 of ~~2017.~~remaining performance obligations. The ~~cumulative amount incurred, excluding non-cash asset-related charges in connection with the Edge Moor plant closure, was~~Company expects to recognize approximately ~~$60.~~

~~In the Fluoroproducts segment, the Company recorded additional decommissioning and dismantling-related charges for certain~~50% of its ~~production lines~~remaining performance obligations as revenue in ~~the U.S. of $3 for the nine months ended September 30, 2017~~2022 and ~~$1 and $6 for the three and nine months ended September 30, 2016, respectively. As of September 30, 2017, the Company incurred,~~approximately 50% as revenue in ~~the aggregate, approximately $17 of restructuring costs, excluding non-cash asset-related charges.~~2023. The Company ~~has substantially completed~~applies the ~~actions related~~allowable practical expedient and does not include remaining performance obligations that have original expected durations of one year or less, or amounts for variable consideration allocated to ~~these restructuring activities~~wholly-unsatisfied performance obligations or wholly-unsatisfied distinct goods that form part of a single performance obligation, if any. Amounts for ~~certain of its Fluoroproducts production lines, which were initiated in 2015.~~contract renewals that are not yet exercised by March 31, 2022 are also excluded.

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 $5 and $16 of decommissioning 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 redevelopment are expected to be incurred for the remainder of 2017, which will be expensed as incurred.

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) outsourcing and further centralizing certain business process activities; (b) consolidating existing, outsourced third party information technology (IT) providers; and (c) implementing various upgrades to the Company’s current IT infrastructure. In connection with these corporate function efforts, 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 announced a voluntary separation program (VSP) for certain eligible U.S. employees in an effort to better manage anticipated future changes to its workforce. Employees who volunteer for, and are accepted under, the VSP will receive certain financial incentives above the Company’s customary involuntary termination benefits to end their employment with

~~Chemours after providing~~Note 5. Restructuring, Asset-related, and Other Charges

The following table sets forth the components of the Company’s restructuring, asset-related, and other charges for the three months ended March 31, 2022 and 2021.

In the first quarter of 2022, management initiated a ~~mutually agreed-upon service period. Based on current estimates, Chemours anticipates~~severance program that ~~approximately 300~~was largely attributable to ~~350 employees will separate from~~further aligning the cost structure of the Company’s businesses and corporate functions with its financial objectives. The Company recorded $5 of employee separation costs it expects to incur to complete the severance program. The severance costs were recognized as follows: $1 in Thermal & Specialized Solutions, $2 in Advanced Performance Materials and $2 in Corporate and Other. The program and related severance payments are expected to be substantially completed 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, 2017.2022.

~~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 Company’s employee separation-related ~~liability account~~liabilities associated with its restructuring programs for the ~~Company’s restructuring programs:~~three months ended March 31, 2022.

At ~~September 30, 2017,~~March 31, 2022, there ~~are~~were no significant outstanding liabilities related to the Company’s decommissioning and other restructuring-related charges.

The following table sets forth the components of the Company’s other income (expense), net for the three months ended ~~September 30, 2017~~March 31, 2022 and 2016, Chemours recorded a provision for income taxes of $43 and $30, respectively, resulting in effective income tax rates of approximately 17% and 13%, respectively. For the nine months ended September 30, 2017 and 2016, Chemours recorded a provision for income taxes of $130 and $25, respectively, resulting in effective income tax rates of approximately 20% and 10%, respectively.2021.

The provision for income taxes for the nine months ended September 30, 2017 is inclusive of an $18 benefit from windfalls on share-based payments in accordance with the recently adopted guidance in ASU No. 2016-09, as discussed in Note 2. The remaining change in the effective tax rate from the prior year is primarily due to the Company’s geographical mix of earnings, as well as the impact of the valuation allowance on U.S. foreign tax credits, from which the Company does not expect to benefit in 2017.

Each year, Chemours and/or its subsidiaries file income tax returns in U.S. federal and state and non-U.S. jurisdictions. These tax returns are subject to examination and possible challenge by the cognizant taxing authorities. Positions challenged by the taxing authorities may be settled or appealed by Chemours. As a result, income tax uncertainties are recognized in Chemours’ consolidated financial statements in accordance with accounting for income taxes under Topic 740, “Income Taxes”, when applicable.

Management is not aware of any other matters that would result in significant changes to the amount of unrecognized income tax benefits reflected in the consolidated balance sheets at September 30, 2017.

For the year ended December 31, 2016, the Company established a valuation allowance against its U.S. foreign tax credits. The Company regularly monitors positive and negative evidence that may change the most recent assessment of the Company’s ability to realize a benefit from these deferred tax assets. The Company continues to maintain a valuation allowance against its net deferred tax assets related to U.S. foreign tax credits of $65 and $50 at September 30, 2017 and December 31, 2016, respectively.

The following table ~~shows a reconciliation~~sets forth the reconciliations of the ~~numerator~~numerators and ~~denominator for~~denominators of the Company’s basic and diluted earnings per share (“EPS”) calculations for the ~~periods indicated:~~three months ended March 31, 2022 and 2021.

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 months ended March 31, 2022 and 2021.

The following table sets forth the components of the Company’s accounts and notes receivable, net at March 31, 2022 and December 31, 2021.

Accounts and notes receivable are carried at amounts that approximate fair value. Bad debt expense ~~was~~ amounted to $6 and less than $1 for the three ~~and nine~~ months ended ~~September 30, 2017. Bad debt expense was $7 for~~March 31, 2022 and 2021, respectively.

The following table sets forth the ~~three~~components of the Company’s inventories at March 31, 2022 and ~~nine months ended September 30, 2016.~~

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~~$670 and ~~$465, or 44%~~$650 (or 46% and ~~48%~~47%, respectively) of inventories before the LIFO adjustments at ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016,~~2021, 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 March 31, 2022 and December 31, 2021.

Property, plant, and equipment, net included gross assets under finance leases of $91 and $95 at March 31, 2022 and December 31, 2021, respectively.

Depreciation expense amounted to ~~$61~~$73 and ~~$201~~$80 for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2022 and ~~$72~~2021, respectively.

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 $44 and ~~$210~~$34 for the three ~~and nine~~ months ended ~~September 30, 2016,~~March 31, 2022 and 2021, respectively. ~~Property, plant~~Purchases from the Company’s equity method investees amounted to $50 and ~~equipment, net includes gross~~$36 for the three months ended March 31, 2022 and 2021, respectively. The Company also received $2 and less than $1 in dividends from its equity method investees for the three months ended March 31, 2022 and 2021, respectively.

The following table sets forth the components of the Company’s other assets ~~under capital leases of $5~~ at ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016.~~2021.

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 March 31, 2022 and December 31, 2021.

The following table sets forth the components of the Company’s debt at March 31, 2022 and December 31, 2021.

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

	March 31, 2022			December 31, 2021
Senior secured term loans:
Tranche B-2 U.S. dollar term loan due April 2025	$	773		$	776
Tranche B-2 euro term loan due April 2025 (€336 at March 31, 2022 and €337 at December 31, 2021)		369			381
Senior unsecured notes:
4.000% due May 2026 (€450 at March 31, 2022 and December 31, 2021)		495			510
5.375% due May 2027		500			500
5.750% due November 2028		800			800
4.625% due November 2029		650			650
Finance lease liabilities		69			72
Financing obligation (1)		92			93
Total debt principal		3,748			3,782
Less: Unamortized issue discounts		(5	)		(5	)
Less: Unamortized debt issuance costs		(27	)		(28	)
Less: Short-term and current maturities of long-term debt		(24	)		(25	)
Total long-term debt, net	$	3,692		$	3,724

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~~(“Revolving Credit ~~Facility)~~Facility”) (collectively, the “Senior Secured Credit Facilities”). ~~The proceeds of any loans made~~On October 7, 2021, the Company entered into an amendment to the Credit Agreement (“Credit Agreement Amendment”) to, among other things, increase the aggregate commitment amount under the Revolving Credit Facility ~~can be used for capital expenditures, acquisitions, working capital needs~~to $900 and ~~other general corporate purposes. No borrowings were outstanding under~~extend the Revolving Credit Facility at September 30, 2017 or December 31, 2016; however, Chemours had $102 and $132 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 requiredstated maturity date to pay a commitment fee on the average daily unused amount of the Revolving Credit Facility at a rate based on its total net leverage ratio, between 0.20% and 0.35%. At September 30, 2017, commitment fees were assessed at a rate of 0.20% per annum.

OnOctober 7, 2026 (from April 3, 2017, the Company completed an amendment (April 2017 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)2023). 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~~Credit Agreement 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%,~~springing maturity in the event that the senior secured term loans due April 2025 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 in May ~~2027 (2027 Notes). The 2027 Notes require payment of principal at~~2026 are not redeemed, repaid, modified, and/or refinanced within the 91-day period prior to their 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 over the term 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 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. Securities and Exchange Commission on May, 4, 2017.date.

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. The 2027 Notes are subordinated to indebtedness under the Senior Secured Credit Facilities as well as any future secured debt to the extent of the value of the assets securing such debt, and structurally subordinated to the liabilities of any non-guarantor subsidiaries.

NaN borrowings were outstanding under the Revolving Credit Facility at March 31, 2022 and December 31, 2021. For the three months ended March 31, 2022 and 2021, the Company made term loan repayments of $3. Chemours ~~may redeem~~also had $103 and $107 in letters of credit issued and outstanding under the ~~2027 Notes, in whole or in part,~~Revolving Credit Facility at March 31, 2022 and December 31, 2021, respectively. At March 31, 2022, the effective interest rates on the Dollar Term Loan and the Euro Term Loan were 2.2% and 2.5%, respectively. Also, at March 31, 2022, commitment fees on the Revolving Credit Facility were assessed at a rate of 0.15% per annum.

The Company, through a wholly-owned special purpose entity (“SPE”), maintains an ~~amount equal~~amended and restated receivables purchase agreement dated March 9, 2020, which was amended on March 5, 2021 and further amended on November 24, 2021 (the “Amended Purchase Agreement”). Pursuant to the Amended Purchase Agreement, the Company does not maintain effective control over the transferred receivables, and therefore accounts for these transfers as sales of receivables.

Cash received from collections of sold receivables is used to fund additional purchases of receivables at 100% of face value on a revolving basis, not to exceed the facility limit, which is the aggregate ~~principal amount plus a specified “make-whole” premium~~purchase limit. During the three months ended March 31, 2022 and ~~accrued~~2021, the Company received $338 and ~~unpaid interest, if any,~~$271, respectively, of cash collections on receivables sold under the Amended Purchase Agreement, following which it sold and derecognized $338 and $271, respectively, of incremental accounts receivable. The Company maintains continuing involvement as it acts as the servicer for the sold receivables and guarantees payment to the ~~date~~bank. As collateral against the sold receivables, the SPE maintains a certain level of ~~purchase prior~~unsold receivables, which amounted to ~~February 15, 2027. Chemours may also redeem some or all~~$180 and $76 at March 31, 2022 and December 31, 2021, respectively.During the three months ended March 31, 2022 and 2021, the Company incurred $1 of fees associated with the ~~2027 Notes by means other than a redemption, including tender offer and open market repurchases. Chemours is obligated to offer to purchase~~Securitization Facility. Costs associated with the ~~2027 Notes at a price~~sales of ~~101%~~receivables are reflected in the Company’s consolidated statements of operations for the ~~principal amount, together with accrued and unpaid interest, if any, up to, but not including,~~periods in which the ~~date of purchase, upon the occurrence of certain change of control events.~~ sales occur.

The Company has required quarterly principal payments related to the ~~senior secured term loans~~Senior Secured Credit Facilities 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, 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 was not required to ~~be made~~make additional principal payments in ~~2017 based upon~~2022.

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 March 31, 2022 and December 31, 2021.

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, ~~to the matters discussed below,~~ Chemours, by virtue of its status as a subsidiary of ~~DuPont~~EID prior to ~~the~~its separation on July 1, 2015 (the “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. It is not possible to predict the outcomes of these various 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. It is not possible to predict the outcomes of these various lawsuits, claims, assessments, or proceedings. 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.

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, the Company does not record a liability, but instead discloses 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 March 31, 2022 and December 31, 2021.

The following table sets forth the current and long-term components of the Company’s accrued litigation and their balance sheet locations at March 31, 2022 and December 31, 2021.

In January 2021, Chemours, DuPont, Corteva, and EID, a subsidiary of Corteva, entered into a binding 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 up to an aggregate $4,000. To date under the MOU, total aggregate Qualified Spend, including settlements, by Chemours, DuPont, and Corteva has amounted to $182. 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 or expensed as incurred with respect to period costs, such as legal expenses. During the three months ended March 31, 2022 and 2021, the Company incurred expenditures subject to cost-sharing as Qualified Spend under the MOU of approximately $25 and $13.

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.

The parties have also agreed to establish an escrow account to support and manage the payments for potential future PFAS liabilities. 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 and restricted cash equivalents on its consolidated balance sheets. At March 31, 2022 and December 31, 2021, the Company had $100 deposited in the escrow account, which is recognized as restricted cash and restricted cash equivalents 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.

In the ~~separation, DuPont~~Separation, EID assigned its asbestos docket to Chemours. At ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016,~~2021, there were approximately ~~1,600 and 1,900~~1,000 lawsuits pending ~~respectively,~~ against ~~DuPont~~EID alleging personal injury from exposure to asbestos. 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 30, 2017~~March 31, 2022 and December 31, ~~2016,~~2021, Chemours had an accrual of ~~$41~~$33 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 30, 2017~~At March 31, 2022 and December 31, ~~2016,~~2021, there were 2018 and 2719 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 nor 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 Works site in Fayetteville, North Carolina ~~plant~~(“Fayetteville”) 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 30, 2017~~

At March 31, 2022 and December 31, ~~2016, respectively. Specific to the PFOA MDL Settlement (also discussed below), the Company recorded an accrual~~2021, 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~~$23, respectively, related to ~~DuPont’s~~PFOA matters under the Leach Settlement, EID’s obligations under agreements with the U.S. Environmental Protection Agency ~~(EPA)~~(the “EPA”), and voluntary commitments to the New Jersey Department of Environmental ~~Protection.~~Protection (the “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. Through March 31, 2022, approximately $1.8 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 is included in the $22 and $23 accrued at March 31, 2022 and December 31, 2021, 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 (the “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. For more information on this matter refer to “Memorandum of Understanding (the “MOU”) with Dupont, Corteva and EID” within this “Note 16 – 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”). During the year ended December 31, 2021, Chemours contributed approximately $29 and DuPont and Corteva each contributed approximately $27 to the Second MDL Settlement.

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 February 2018, the State of 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 fraudulent transfer in the spin-off that created Chemours and seeks damages including remediation and other costs and punitive damages.

~~In May 2013, a panel of three independent medical doctors released its initial recommendations for screening~~PFAS

EID and ~~diagnostic testing of eligible class members. In September 2014, the medical panel recommended follow-up screening~~Chemours have received governmental 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 membersregulatory 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,~~United States Attorney’s Office for the Eastern District of Pennsylvania are considering whether to open a criminal investigation under the Federal Food, Drug, and Cosmetic Act and asking that it retain its documents regarding PFAS and food contact applications. In July 2020, Chemours received a grand jury subpoena for documents. The Company is presently unable to predict the duration, scope, or result of any potential governmental, criminal, or civil proceeding that may result, the imposition of fines and penalties, and/or other remedies. The Company is also unable to develop a reasonable estimate of a possible loss or range of losses, if any.

For information regarding the Company’s ongoing litigation and environmental remediation matters at Fayetteville, refer to “Fayetteville Works, Fayetteville, North Carolina” under the “Environmental Overview” within this “Note 16 – Commitments and Contingent Liabilities”.

Chemours does not, and has never, manufactured nor sold aqueous film forming foam (“AFFF”). Numerous defendants, including EID and Chemours have been named in approximately 2,400 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 ~~well as eligibility screening, is ongoing. Diagnostic screening~~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 testing is ongoing and associated payments 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 relatedotherwise responding 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, 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 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~~contamination. Others have claims for 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 federal~~property diminution, and ~~state courts in Ohio and West Virginia and consolidated in multi-district litigation (MDL) in Ohio federal court.~~punitive damages.

In March ~~2017, DuPont entered into an agreement~~2021, ten water provider cases within the AFFF MDL were approved by the court for purposes of commencing initial discovery (Tier One discovery) and in October 2021, the court approved three of these cases for additional discovery (Tier Two discovery). Upon conclusion of Tier Two discovery, one of the three water provider cases will be selected for the first bellwether trial, with the ~~MDL plaintiffs’ counsel providing~~case being called for ~~a global settlement of~~jury selection and/or trial on or after January 1, 2023. The court has encouraged all ~~cases and claims in the MDL, including all filed and unfiled personal injury cases and claims that are part~~parties to discuss resolution of the ~~plaintiffs’ counsel’s claim inventory, as well as cases~~water provider category of cases. Consistent with the court’s instruction and under the mutual obligations of the MOU, Chemours, Corteva/EID and DuPont, together, are engaged with Plaintiffs’ Counsel on these cases.

There are AFFF lawsuits pending outside the AFFF MDL that have not been ~~tried to~~designated by 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 exchangeparty for payment of the total settlement amount, DuPont and Chemours received a complete release of all claims by the settling plaintiffs. As described below, the settling plaintiffs include all but approximately 10 of the plaintiffs who filed casesinclusion in the MDL. 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 New York, four individuals filed a lawsuit against numerous defendants including Chemours. The ~~MDL Settlement~~lawsuit alleges personal injury resulting from exposure to AFFF in Long Island drinking water and violation of New York Uniform Fraudulent Conveyance Act. Plaintiffs seek compensatory and punitive damages and medical monitoring.

In Texas, a lawsuit was ~~entered into solely by way of compromise and settlement and is not in any way an admission of liability or fault by DuPont or Chemours. As of September 30, 2017,~~filed against numerous defendants including Chemours, ~~has paid the full $335 accrued under the MDL Settlement.~~

~~Settlement between~~ DuPont and Corteva. The lawsuit alleges personal injury from occupational exposure to AFFF. Plaintiffs seek compensatory and punitive damages. In the first quarter of 2022, certain defendants including Chemours, ~~Related to MDL~~

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.Corteva were dismissed.

~~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, Pennsylvania, Colorado and Florida 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 of 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, in January 2022, the companies paid a total amount of $50 to the State of Delaware, 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. Chemours contributed $25 to the settlement and the remaining $25 was divided between DuPont and Corteva which shall be treated as Qualified Spend under the MOU. 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 as to any supplemental payment(s) under the settlement agreement to be remote.

In New York courts, EID has been named in approximately 40 lawsuits, 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 against current and former owners and suppliers of a manufacturing facility in Hoosick Falls, New York. NaN additional lawsuits have been filed by a business seeking to recover its losses and by nearby property owners and residents in a putative class action. The lawsuit filed by the business was dismissed, but the claims by the individual business owner were allowed to proceed. Furthermore, 13 Long Island water suppliers have filed lawsuits against several defendants including EID and Chemours alleging PFAS, PFOA, and perfluorooctanesulfonic acid (“PFOS”) contamination through releases from industrial and manufacturing facilities and business locations where PFAS-contaminated water was used for irrigation andsites where consumer products were disposed. Claims vary between matters but include claims of personal injury alleging various disease conditions, product liability, negligence, nuisance, trespass and fraudulent transfer. All matters are seeking compensatory and punitive damages and, in certain cases, medical monitoring, declaratory and/or injunctive relief. In January 2022, Chemours filed a third-party claim for indemnity in connection with one of the Long Island water supplier matters.

In New York and New Jersey, lawsuits were filed by Suez Water against several 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, as well as products liability, negligence, nuisance, and trespass. Defendants filed motions to dismiss the complaints in both matters. The motion was denied in the Suez Water New Jersey lawsuit in October 2021. In January 2022, the court granted defendants’ motion to dismiss in the Suez New York lawsuit without prejudice and the plaintiff filed a second amended complaint in February 2022. Following the filing of the second amended complaint in the Suez New York lawsuit, the defendants filed a motion to dismiss.

In New Jersey, lawsuits were filed against several defendants including EID and Chemours. The lawsuits include 8 lawsuits alleging that defendants are responsible for PFAS contamination, including PFOA and PFOS, in groundwater and drinking water. In addition, 7 lawsuits were filed alleging exposure to PFAS and other chemicals, including 2 lawsuits by parents on behalf of their adult children claiming pre-natal exposure, resulted in the children’s cognitive delays, neurological, genetic, and autoimmune conditions. Furthermore, 6 additional lawsuits were filed with similar allegations of personal injury, 4 of which have been removed to New Jersey federal court. Plaintiffs seek certain damages including putative damages.

In Georgia and Alabama, lawsuits were filed against numerous carpet manufacturers and suppliers and former suppliers, including EID and Chemours. The lawsuits include a matter filed by the Water Works and Sewer Board of the Town of Centre, Alabama and a matter filed by the City of Rome, Georgia alleging negligence, nuisance, and trespass in the release of PFAS, including PFOA, into a river leading to the town’s water source. Additionally, a putative class action was filed on behalf of customers of the Rome, Georgia water division and the Floyd County, Georgia water department alleging negligence and nuisance and related to the release of perfluorinated compounds, including PFOA, into a river leading to their water sources.

The matters were removed to federal court and consolidated for case management and pretrial purposes. In December 2021, the federal court entered a consolidated order granting, in part, and denying, in part, a motion to dismiss or strike parts of the Second Amended Complaints. In January 2022, NJ DEP filed a motion for a preliminary injunction requiring EID and Chemours to establish a remediation funding source (“RFS”) in the amount of $943 for the Chambers Works site, the majority of which is for non-PFAS remediation items. Chemours believes that the motion as directed to it is not supported by applicable law and the RFS sought by NJ DEP is not an appropriate estimate of remedial costs for the Chambers Works site and, subject to the discussions regarding overall remediation costs under “Environmental Overview” within this Note 16 – Commitments and Contingent Liabilities, management believes that a loss is reasonably possible, but not estimable at this time, due to various reasons, including ~~among others,~~ that the ~~proceedings are~~motion is in its early stages and there are significant factual issues and legal questions to be resolved.

~~In May 2017,~~EID requested that Chemours defend and indemnify it in these matters. Chemours has accepted the ~~Water Works~~indemnity and ~~Sewer Board~~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 Town of Centre, Alabama filed suit against numerous carpet manufacturers located in Dalton, Georgia and suppliers and former suppliers, including DuPont, in Alabama state court. The complaint alleges negligence, nuisance and trespass in the release of perfluorinated compounds, including PFOA, into a river leading to the town’s water source, and seeks compensatory and punitive damages. Management believes that the probability of loss is remote.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 and/or PFAS matters in excess of amounts accrued, but any such losses, which could be material, 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~~In one of the six lawsuits, pursuant to a March 2021 court decision, there are no current pending claims against EID or Chemours. In four of the other lawsuits, pursuant to August 2021 and ~~indemnify it,~~September 2021 court decisions, the court granted defendants’ motion to dismiss and ~~Chemours has agreed~~plaintiffs have filed motions for leave to ~~do so under a reservation of rights.~~file amended complaints. 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 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. In February 2022, the Delaware federal court granted in part and denied in part Chemours’ motion to dismiss the amended complaint and later ordered proceeding to determine if the remaining claims in the ~~press and noted in public statements by the Company, governmental agencies and local community members have made inquiries and engaged in discussions with the Company with respect to the discharge~~complaint shall proceed. In March 2022, plaintiff sought reconsideration of certain portions of the ~~polymerization processing aid HFPO Dimer Acid (sometimes referred~~court’s ruling.

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

Management believes that it is not possible at this time to reasonably assess the outcome of the federal court litigation or to estimate the loss or range of loss, if any, as ~~GenX or C3 Dimer) and perfluorinated and polyfluorinated compounds from~~ the ~~Company’s facility~~matters are in ~~Fayetteville, North Carolina into~~ the ~~Cape Fear River, groundwater and air.~~early stages with significant issues to 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 litigation 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

Chemours, due to the Cape Fear River. It is also possible that additional litigation may be filed against the Company and/or DuPont concerning the discharges. The Company believes it has valid defenses to such litigation including that the discharges did not impact 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 the timing, course or outcome~~terms of the governmental and regulatory inquiries, the notice issued by NC DEQ, the action brought by North Carolina and the other litigation, and it is possible that these matters could materially affect the Company’s results 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 centering on the Fayetteville site could arise in other locations.

~~Chemours, by virtue of its status as a subsidiary of DuPont prior to the separation,~~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 may 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 Company’s environmental remediation liabilities at March 31, 2022 and December 31, ~~2016,~~2021 for the ~~consolidated balance sheets included a liability relating~~four sites that are deemed the most significant, together with the aggregate liabilities for all other sites.

The following table sets forth the current and long-term components of the Company’s environmental remediation liabilities at March 31, 2022 and December 31, 2021.

Notes to ~~these matters of $268 and $278, respectively, which,~~the Interim Consolidated Financial Statements (Unaudited)

(Dollars in ~~management’s opinion, is appropriate based on existing facts and circumstances. The~~millions, except per share amounts)

Typically, the time-frame 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,~~management currently estimates the potential liability may range up to approximately ~~$510~~$660 above the amount accrued at ~~September 30, 2017.~~March 31, 2022. This estimate is not intended to reflect an assessment of Chemours’ maximum potential liability. As noted above, the 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. Management will continue to evaluate as new or additional information becomes available in the determination of its environmental remediation liability.

Chemours incurred environmental remediation expenses of ~~$36~~$28 and ~~$16,~~$25 for the three months ended March 31, 2022 and 2021, respectively.

In October 2021, EPA released its PFAS Strategic Roadmap, identifying a comprehensive approach to addressing PFAS. The PFAS Strategic Roadmap sets timelines by which EPA plans to take specific actions through 2024, including establishing a national primary drinking water regulation for PFOA and PFOS and taking Effluent Limitations Guidelines actions to regulate PFAS discharges from industrial categories among other actions. As provided under its roadmap, EPA also released on the same day its National PFAS Testing Strategy, under which the agency will identify and select certain PFAS compounds for which it will require PFAS manufacturers to conduct testing pursuant to the Toxic Substances Control Act (“TSCA”) orders. EPA has indicated that Chemours will receive orders for certain of such compounds, including seven of the testing orders will be issued for PFAS compounds alleged to be associated with Fayetteville. Also in October 2021, EPA published a final toxicity assessment for GenX compounds that decreased the draft reference dose for GenX compounds based on EPA’s review of new studies and analyses. Under the PFAS Strategic Roadmap, EPA indicated they plan to develop non-regulatory drinking water health advisories for certain PFAS compounds that have final EPA toxicity assessments, including GenX compounds, in the Spring of 2022. On March 18, 2022, Chemours filed a petition to EPA requesting to withdraw and correct its toxicity assessment for GenX compounds. The Company continues to evaluate the impact of EPA’s final toxicity assessment and potential health advisory and has met with the agency to discuss process-related and technical concerns about the assessment and health advisory. It is reasonably possible that additional costs could be incurred in connection with EPA’s actions, however, the Company cannot estimate the potential impact or additional cost due to the uncertainties on the potential drinking water health advisories or other actions. The environmental remediation liabilities recorded for Fayetteville and certain other sites, such as Washington Works, Parkersburg, West Virginia and Chambers Works, Deepwater, New Jersey as of March 31, 2022 are based upon the existing ~~facts~~Consent Orders, agreements and/or voluntary commitments with EPA, state and ~~circumstances, management does~~other local regulators and depending on the ultimate outcome of EPA’s actions, could require adjustment to meet higher drinking water standards.

Fayetteville has been in operation since the 1970s and 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.

While 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 including EPA.

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

In September 2017, NC DEQ issued a 60-day notice of intent to suspend the National Pollutant Discharge Elimination System (“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 operations or cash flows in any given year, as such obligation can be satisfied or settled over many years.~~own operations.

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~~In June 2018, the North Carolina Legislature enacted legislation (i) granting the governor the authority, in certain circumstances, to require a facility with ~~an aggregate gross notional value of $619. Chemours recognized~~unauthorized PFAS discharges to cease operations, and (ii) granting the governor the authority, in ~~other income, net~~certain circumstances, to direct NC DEQ secretary to order a PFAS discharger to establish permanent replacement water supplies for parties whose water was contaminated by the discharge.

In July 2018, Cape Fear River Watch (“CFRW”), a non-profit organization, sued NC DEQ in 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~~Clean Water Act (“CWA”) and 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 March 31, 2022 and December 31, 2021.

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 March 31, 2022 and December 31, 2021.

Chemours incurred environmental remediation expenses related to Fayetteville of $19 and $12 for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2022 and ~~net losses~~2021, respectively.

Fayetteville operates multiple permitted air discharge stacks, blowers, and vents as part of $2its manufacturing activities. A TO became fully operational at the site on December 27, 2019, and Chemours switched to the permitted operating scenario for the ~~three and nine months ended September 30, 2016.~~

~~Chemours designated its Euro Notes and, beginning~~TO on December 31, 2019 as set forth in ~~April 2017, also designated its new Euro Term Loan as a hedge of its net investments in certain of its international subsidiaries that use~~ the ~~Euro as their functional currency in order~~CO. The TO is designed to reduce aerial PFAS emissions from Fayetteville, and testing results showed that the ~~volatility in stockholders’ equity caused~~TO is controlling PFAS emissions at an average efficiency exceeding 99.999%. Testing was conducted by Chemours and monitored by the ~~changes in foreign currency exchange rates~~North Carolina Division of Air Quality (“NC DAQ”). The cost related to the installation of the ~~Euro~~TO were capitalized in accordance with ~~respect~~the Company’s policy.

The CO requires the Company to provide permanent replacement drinking water supplies, including via connection to public water supply, whole building filtration units and/or RO units, to qualifying surrounding residents, businesses, schools, and public buildings with private drinking water wells. Qualifying surrounding properties with private drinking water wells that have tested above the state provisional health goal of 140 parts per trillion (“ppt”) for GenX may be eligible for public water or a whole building filtration system. Qualifying surrounding properties with private drinking water wells that have tested above 10 ppt for GenX or other perfluorinated compounds (“Table 3 Compounds”) are eligible for three under-sink RO units. The Company provides bottled drinking water to a qualifying property when it becomes eligible for a replacement drinking water supply, and continues to provide delivery of bottled drinking water to the ~~U.S. Dollar. Chemours uses~~property until the ~~spot method to measure~~eligible supply is established or installed. Under the ~~effectiveness of its net investment hedge. For each reporting period, the change in the carrying value~~terms of the ~~Euro Notes~~CO, Chemours must make the offer to install a water treatment system to property owners in writing multiple times, and property owners have approximately one year to accept the Euro Term Loan due to remeasurement of the effective portion are reported in 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.Company’s offer before it expires.

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

The Company’s ~~foreign currency forward contracts~~estimated liability for off-site replacement drinking water supplies is based on management’s assessment of the current facts and circumstances for this matter, which are ~~classified~~subject to various assumptions that include, but are not limited to, the number of affected surrounding properties, response rates to the Company’s offer, the timing of expiration of offers made to the property owners, the type of water treatment systems selected (i.e., whole building filtration or RO units), the cost of the selected water treatment systems, and any related OM&M requirements, fines and penalties, and other charges contemplated by the CO. For off-site drinking water supplies, OM&M is accrued for 20 years on an undiscounted basis based on the Company’s current plans under the CO. In September 2021, the Company entered into an agreement with Bladen County, North Carolina to fund public water system upgrades and connections associated with providing permanent replacement drinking water supplies under the CO.

At March 31, 2022 and December 31, 2021, the Company had $63 and $59 accrued, respectively, for off-site groundwater testing and water treatment system installations at qualifying third-party properties primarily in Bladen and Cumberland counties surrounding Fayetteville, which is expected to be disbursed over approximately 20 years. Off-site installation, maintenance, and monitoring cost estimates could change as ~~Level~~actual experience may differ from management’s estimates.

In November 2021, NC DEQ notified Chemours of the potential need to revise its off-site drinking water program under the CO in light of EPA’s recently published final toxicity assessment for GenX compounds and plan to develop a drinking water health advisory in the Spring of 2022. As discussed above, the Company cannot estimate the potential impact or additional cost due to the uncertainties on the potential EPA drinking water health advisories.

Also in November 2021, NC DEQ sent a notice to Chemours regarding PFAS contamination from the Cape Fear River of groundwater monitoring wells and water supply wells in New Hanover County and potentially three other downstream counties based on new sampling data by NC DEQ and its determination of Chemours’ obligations for such contamination. NC DEQ directed Chemours to submit for its review and approval a comprehensive groundwater contamination assessment in such counties, as well as, an updated drinking water program to provide for sampling under the CO in such counties. The Company submitted its response on February 1, 2022, and an update to the interim drinking water plan for the counties was also submitted on April 1, 2022 in response to NC DEQ review comments and as a result, the Company recorded an additional accrual of $6 as of March 31, 2022. Chemours received additional letters from NC DEQ on March 28, 2022 and May 2, ~~financial instruments~~2022. The Company is currently evaluating the objective and scope of NC DEQ’s comments and any additional action that may be required, which is not determinable at this time. As of March 31, 2022 and December 31, 2021, the Company had accrued $17 and $11, respectively, for the assessment and for sampling related to potential PFAS contamination of groundwater and supply of alternative drinking water in New Hanover and three other downstream counties. The liability is based on management’s preliminary assessment of the facts and circumstances for this matter and its evaluation of NC DEQ comments received to date. The estimated liability was based on certain assumptions, which management believes are reasonable under the circumstances and include, but are not limited to, implementation of the soil and groundwater assessment, the source and cause of PFAS contamination within the ~~fair value hierarchy~~four counties, the estimated number of properties at which sampling is conducted and whether such property will qualify for an alternative drinking water supply, other potentially responsible parties and the method of long-term alternative water supply, if any. Management’s estimate of the ultimate liability for this matter is dependent upon obtaining additional information, including, but not limited to, those items identified above and additional investigation work that has not yet been scoped or performed. Given the level of uncertainties noted above, the Company is not able to provide a reasonable high-end estimate beyond the $17 accrued at March 31, 2022. The ultimate resolution of this matter could have a material adverse effect on the Company’s financial position, results of operations and cash flow.

Abatement and remediation measures already taken by Chemours, including the capture and disposal of its operations’ process wastewater and other interim actions, have addressed and abated nearly all PFAS discharges from the Company’s continuing operations at Fayetteville. However, the Company continues to have active dialogue with NC DEQ and other stakeholders regarding the potential remedies that are both economically and technologically feasible to achieve the CO and Addendum objectives related to the impact of site surface water and groundwater contamination from historical operations.

In 2019, the Company completed and submitted its Cape Fear River PFAS Loading Reduction Plan - Supplemental Information Report and its CAP to NC DEQ. The Supplemental Information Report provided information to support the evaluation of potential interim remedial options to reduce PFAS loadings to surface waters. The CAP described potential long-term remediation activities to address PFAS in on-site groundwater and surface waters at the site, in accordance with the requirements of the CO and the North Carolina groundwater standards, and built upon the previous submissions to NC DEQ. The NC DEQ received comments on the CAP during a public comment period, and the Company is awaiting formal response to the CAP from NC DEQ. With respect to the CO, the Addendum was approved by the North Carolina Superior Court for Bladen County in October 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, or an extended date in accordance with the Addendum.

The Company began operation of a capture and treatment system from the site’s old outfall channel following the issuance of an NPDES permit by NC DEQ in September 2020. In January 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. The Company 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. The Company and its third-party service provider 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, the Company and its third-party service provider are actively working on long-term enhancements to the treatment system based on learnings from the recent challenges. System enhancements completed or being implemented consist of a holding pond, installation of new ultra-filtration units and additional water pretreatment equipment which is anticipated to be completed by the second quarter of 2022.

In 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 the Company’s major construction projects are typically reviewed at 30, 60 and 90% complete. In June 2021, the Company 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.

Based upon the 30% design information, the 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 and depth of the wall to approximately 85 feet below ground along most of its length. Additionally, construction of approximately 64 pumping wells, are expected to extract groundwater for treatment. A 2-mile access road, with retaining walls above and below the road to reduce slope erosion and landslides are also expected for large, heavy construction equipment to access the barrier wall location safely.

Further, the construction of a larger treatment plant is required to capture the volume of groundwater, seep water, and stormwater (up to a 0.5 inch rain event in any 24 hour period per the Addendum) up to a maximum of 1,500 gallons per minute (“gpm”) based on groundwater flow modeling.

In August 2021, the Company reviewed the 60% complete design and associated updated preliminary vendor estimates, which was submitted to NC DEQ for review and approval. There were no material changes in estimate upon completing the review of the 60% design. Additionally, applications for the necessary permit for the groundwater extraction system have been submitted.

In September 2021, the Company received a ‘conditional approval’ of the 60% design of the barrier wall and groundwater extraction and treatment system which included comments that NC DEQ requested the Company to address, which the Company responded to in October 2021. The NC DEQ’s comments also addressed other onsite remediation activities under the CO, but unrelated to the design of the barrier wall and groundwater treatment system.

On March 25, 2022, the Company submitted the 90% design of the barrier wall and groundwater extraction and treatment system which included additional response to NC DEQ comments concerning the 60% design. Based on the 90% design report, the Company believes that the design of the barrier wall and groundwater extraction and treatment system meets the requirements for this project under the CO and Addendum. However, it is reasonably possible that additional costs could be incurred for the project, or that the project construction work be delayed, pending review by NC DEQ of the 90% design report. These costs are not estimable at this time due to the uncertainty around the objective and scope of NC DEQ comments as well as additional design basis that may be required.

Pre-construction site preparation activities are in progress and construction of the ~~valuation inputs~~water treatment facility and construction of the barrier wall is expected to commence in 2022 with completion planned in the first quarter of 2023.

Accordingly, based on the CO, the Addendum, the CAP, and management’s plans, which are based on ~~quoted prices~~current regulations and technology, the Company has accrued $286 and $289 at March 31, 2022 and December 31, 2021, respectively, related to the estimated cost of on-site remediation, based on the range of potential outcomes on current potential remedial options, and the projected amounts 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.

At March 31, 2022, several significant uncertainties remain, principally related to NC DEQ review of the 90% design, 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. Accordingly, at March 31, 2022, the Company estimated that the cost for the barrier wall and groundwater OM&M could range up to $310, of which $170 is accrued. While the Company believes that extension of the barrier wall along Willis Creek is technically impracticable and not necessary to comply with the terms of the CO and Addendum, an estimate of the cost for the barrier wall extension of approximately $30 was included in the upper range of the cost estimates.

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. Per the Addendum, NC DEQ shall use best efforts to complete its review and notify the Company 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 the Company’s 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 the Company does not achieve project completion of the barrier wall and groundwater treatment system by March 15, 2023, subject to extensions provided above, the Addendum specifies penalties of $0.15 plus an additional $0.02 per week until installation is completed.

The Company’s 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.

Consistent with prior periods, the Company accrued 20 years of OM&M for Fayetteville environmental remediation systems based on the CO and Addendum, which includes 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.

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, the Company believes that payment of any of the stipulated financial penalties for untimeliness or noncompliance is remote.

In February 2019, the Company received an NOV from EPA, alleging certain TSCA violations at Fayetteville. Matters raised in the NOV could have the potential to affect operations at Fayetteville. For this NOV, the Company responded to EPA in March 2019, asserting that the Company has not violated environmental laws. The Company also received an NOV in April 2020 from NC DEQ, alleging an air permit violation under the North Carolina Administrative Code. As of March 31, 2022, management does not believe that a loss is probable.

In August 2021, the Company received a NOV from NC DEQ alleging violations of the facility’s Title V air permit for failure to reduce facility-wide annual emissions of GenX compounds and failure to properly operate and maintain a carbon absorber unit. The Company provided a response to the NOV in September 2021. In October 2021, the Company received 2 civil penalty assessments totaling $0.3 associated with the NOV. In November 2021, the Company appealed the civil penalty assessments in North Carolina’s Office of Administrative Hearings. In April 2022, the Company and NC DEQ entered into a settlement agreement pursuant to which the Company agreed to pay the civil penalty assessed by the agency and to take additional steps toward reducing air emissions. The administrative appeal has been dismissed.

In 2019, civil actions were filed against EID and Chemours in North Carolina federal court relating to discharges from Fayetteville. These actions include a consolidated action brought by public water suppliers seeking damages and injunctive relief, a consolidated purported class action 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 that draw drinking water from the Cape Fear River, and two actions encompassing approximately 1,400 private well owners seeking compensatory and punitive damages. Ruling on the Company’s motions in April 2019, the court dismissed the medical monitoring, injunctive demand, and many other alleged causes of actions in these lawsuits. It is possible that additional litigation may be filed against the Company and/or EID concerning the discharges.

In addition to natural resource damages matter filed by the State of North Carolina (as discussed within the “PFAS” section of this “Note 16 – Commitments and Contingent Liabilities”), in September 2020, 3 additional lawsuits were filed in North Carolina state court against Chemours and EID, as well as other defendants. One of the lawsuits is a putative class action on behalf of residents who are served by the Cape Fear Public Water utility, alleges negligence, nuisance, and other claims related to the release of perfluorinated compounds from Fayetteville, and seeks compensatory and punitive damages and medical monitoring. The other two lawsuits were filed on behalf of individuals residing near Fayetteville and allege negligence, nuisance, and other claims related to the release of perfluorinated compounds. The individuals seek compensatory property damages, punitive damages, and, in some cases, medical monitoring. All three lawsuits allege fraudulent transfer against EID and other EID entities, but not against Chemours. In October 2020, the cases were removed to federal court and then the 2 lawsuits filed on behalf of individuals were remanded back to state court.

In March 2022, a lawsuit was filed on behalf of an individual residing near the Fayetteville site against Chemours, EID and other defendants alleging negligence, nuisance and other claims related to the discharges from the Fayetteville site. The individual seeks compensatory property damages, punitive damages and medical monitoring. The lawsuit also alleges fraudulent transfer against EID and other EID entities, but not against Chemours.

In March 2022, Cumberland County, North Carolina filed suit in state court against Chemours, EID and other defendants related to discharges from the Fayetteville site alleging negligence, nuisance, trespass and fraudulent transfer. The lawsuit seeks damages as well as injunctive and equitable relief.

It is not possible at this point to predict the timing, course, or outcome of all governmental and regulatory inquiries and notices and litigation related to Fayetteville, and it is reasonably possible that these matters could have a material adverse effect on the Company’s financial position, results of operations, and cash flows. In addition, local communities, organizations, and federal and state regulatory agencies have raised questions concerning HFPO Dimer Acid and other perfluorinated and polyfluorinated compounds at certain other manufacturing sites operated by the Company. It is possible that additional developments similar to those described above and centering on Fayetteville could arise in other locations.

In addition, in the ordinary course of business, the Company may make certain commitments, including representations, warranties, and indemnities relating to current and past operations, including environmental remediation and other potential costs related to divested assets and businesses, and issue guarantees of third-party obligations. The Company accrues for these matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. In connection with the sale of the Mining Solutions business, the Company provided a limited indemnification with respect to environmental liabilities that may arise from activities prior to the closing date. Such indemnification would not exceed 15% of the purchase price and will expire on December 1, 2026. NaN liabilities have been recorded at March 31, 2022 and December 31, 2021 with respect to this indemnification.

In 2018, the Company’s board of directors approved a share repurchase program authorizing the purchase of shares of Chemours’ issued and outstanding common stock in an aggregate amount not to exceed $750, plus any associated fees or costs in connection with the Company’s share repurchase activity (the “2018 Share Repurchase Program”). In February 2019, the Company’s board of directors increased the authorization amount to $1,000. Under the 2018 Share Repurchase Program, shares of Chemours’ common stock can be purchased in the open market from time to time, subject to management’s discretion, as well as general business and market ~~observable data~~conditions.

The following table sets forth the Company’s share repurchase activity under the program for the three months ended March 31, 2022 and 2021.

Through March 31, 2022, the Company purchased a cumulative 25,631,711 shares of ~~similar instruments. For derivative assets~~Chemours’ issued and ~~liabilities, standard industry models are~~outstanding common stock, which amounted to $895 at an average share price of $34.92 per share. The aggregate amount of Chemours’ common stock that remained available for purchase under the program at March 31, 2022 was $105.

The Company’s total stock-based compensation expense amounted to $10 and $12 for the three months ended March 31, 2022 and 2021, respectively.

During the three months ended March 31, 2022, Chemours granted approximately 1,030,000 non-qualified stock options to certain of its employees. These awards will vest over a three-year period and expire 10 years from the date of grant. The fair value of the Company’s stock options is based on the Black-Scholes valuation model.

The following table sets forth the weighted-average assumptions used at the respective grant dates to ~~calculate~~determine the fair value of the ~~various financial instruments~~Company’s stock option awards granted during the three months ended March 31, 2022.

The Company recorded $2 and $5 in stock-based compensation expense specific to its stock options for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, approximately 7,610,000 stock options remained outstanding.

During the three months March 31, 2022, Chemours granted approximately 280,000 restricted stock units (“RSUs”) to key management employees. These awards generally vest over a three-year period and, upon vesting, convert 1-for-one to Chemours’ common stock. The fair value of all stock-settled RSUs is based on ~~significant observable~~the market ~~inputs, such as foreign exchange rates~~price of the underlying common stock at the grant date.

The Company recorded $3 and ~~implied volatilities obtained from~~$4 in stock-based compensation expense specific to its RSUs for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, approximately 1,470,000 RSUs remained non-vested.

During the three months ended March 31, 2022, Chemours granted approximately 230,000 performance share units (“PSUs”) to key senior management employees. Upon vesting, these awards convert 1-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 vesting period of three years. Each grantee is granted a target award of PSUs, and may earn between 0% and 250% of the target amount depending on the Company’s performance against stated performance goals.

A portion of the fair value of PSUs was estimated at the grant date based on the probability of satisfying the market-based conditions associated with the PSUs using the Monte Carlo valuation method, which assesses probabilities of various ~~market sources. Market inputs are obtained from well-established and recognized vendors~~outcomes of market ~~data~~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 conditions are satisfied.

The Company recorded $5 and ~~subjected~~$3 in stock-based compensation expense specific to ~~tolerance/quality checks.~~its PSUs for the three months ended March 31, 2022 and 2021, respectively, based on its assessment of Company performance relative to award-based financial objectives. At March 31, 2022, approximately 860,000 PSUs at 100% of the target amount remained non-vested.

The following table sets forth the changes and after-tax balances of the Company’s accumulated other comprehensive loss for the three months ended March 31, 2022 and 2021.

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 March 31, 2022, the Company had 15 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $304, and an average maturity of one month. At December 31, 2021, the Company had 12 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $254, and an average maturity of one month. Chemours recognized net losses of $5 and $20 for the three months ended March 31, 2022 and 2021, respectively, in other income (expense), net.

At March 31, 2022, the Company had 181 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $196, and an average maturity of five months. At December 31, 2021, the Company had 175 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $195, and an average maturity of four months. Chemours recognized pre-tax gains of $5 and $4 for the three months ended March 31, 2022 and 2021, respectively, within accumulated other comprehensive loss. For the three months ended March 31, 2022 and 2021, $3 of gain and $2 of loss was reclassified to the cost of goods sold from accumulated other comprehensive loss, respectively.

The Company expects to reclassify approximately $9 of net ~~periodic pension income is~~pre-tax gain, based on ~~estimated values and an extensive use~~current foreign currency exchange rates, from accumulated other comprehensive loss to the cost of ~~assumptions about~~goods sold over the ~~discount rate, expected return on plan assets and the rate of future compensation increases received by the Company's employees.~~next 12 months.

At March 31, 2022 and December 31, 2021, the Company had 3 interest rate swaps outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $400; each of the interest rate swaps mature on March 31, 2023. Chemours recognized pre-tax gains of $5 and $1 for the three months ended March 31, 2022 and 2021 within accumulated other comprehensive loss, respectively. For the three months ended March 31, 2022 and 2021, $1 and less than $1 of loss were reclassified to interest expense, net from accumulated other comprehensive loss, respectively.

The ~~components~~Company expects to reclassify approximately $5 of net ~~periodic pension income~~pre-tax gain from accumulated other comprehensive loss to interest expense, net over the next 12 months, based on the current market rate.

The Company recognized pre-tax gains of $26 and $37 for ~~all significant pension plans~~the three months ended March 31, 2022 and 2021, respectively, on its net investment hedge within accumulated other comprehensive loss. NaN amounts were ~~as follows:~~

~~The Company made cash contributions of $4 and $14 to its pension plans~~reclassified from accumulated other comprehensive loss for the Company’s net investment hedges during the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~expects to make additional cash contributions~~2021.

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 March 31, 2022 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.2021.

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 months ended ~~September 30, 2017 was $42. The total intrinsic value of options exercised for the nine months ended September 30, 2016 was insignificant.~~March 31, 2022 and 2021.

~~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.~~

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:Note 21. Long-term Employee Benefits

Chemours sponsors defined benefit pension plans for certain of its employees in various jurisdictions outside of the 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.

~~At September 30, 2017, there was $7 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 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% of the target amount depending onThe 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 (loss) for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2022 and ~~less than $1 and $1 for~~2021.

The Company made cash contributions of $5 to its defined benefit pension plans during the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~March 31, 2022 and 2021, and expects to make additional cash contributions of $7 to its defined benefit pension plans during the remainder of 2022.

The following table provides ~~compensation costs for stock-based compensation related to PSUs at 100%~~a reconciliation of ~~target amounts:~~

A portion of the fair value of PSUs was estimated at the grant date based 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 threecash 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 adjustedcash equivalents, 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.

~~At September 30, 2017, based~~reported on the Company’s ~~assessment~~consolidated balance sheets, to cash, cash equivalents, restricted cash and restricted cash equivalents, as reported on the Company’s consolidated statements of ~~its performance goals for 2016 and 2017, approximately 450,000 additional shares may be awarded under the 2016 and 2017 grant awards.~~cash flows.

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 operates through its 3 reportable segments, which were organized based on their 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, and ~~Chemical Solutions.~~Advanced Performance Materials. The Company’s Performance Chemicals and Intermediates business and Mining Solutions business (prior to the business sale in 2021) are presented under Other Segment. 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.

Beginning with reports filed in the first quarter of 2022, the Company changed its methodology used to ~~another reportable segment. Certain products are transferred between~~allocate certain corporate function expenses to the operating segments to provide the Company's Chief Operating Decision Maker (“CODM”) with a more meaningful representation of segment profitability. This allocation methodology change reflects corporate function resource usage by each operating segment based on ~~a basis intended~~certain commercial drivers, in addition to ~~reflect,~~the cost drivers, as ~~nearly~~well as ~~practicable, the market value~~consideration of the ~~products. These product transfers were limited and were not significant for each~~Company's recent sale of the ~~periods presented. Depreciation and amortization includes depreciation on research and development facilities and amortization of other intangible assets, excluding write-down of assets.~~

~~Adjusted~~Mining Solutions business in 2021. The historical segment information, including adjusted earnings before interest, taxes, depreciation, and amortization ~~(Adjusted EBITDA)~~(“Adjusted EBITDA”), has been recast to conform to the current segment presentation.

Adjusted EBITDA is the primary measure of segment profitability used by the ~~Chief Operating Decision Maker~~Company’s CODM and is defined as income (loss) before income taxes, excluding the following:

•

interest expense, depreciation, and amortization;

•

non-operating pension and other post-retirement employee benefit costs, which represents the components of net periodic pension (income) costs excluding the service cost component;

•

exchange (gains) losses included in other income (expense), net;

•

restructuring, asset-related, and other charges;

•

(gains) losses on sales of assets and businesses; and,

•

other items not considered indicative of the Company’s ongoing operational performance and expected to occur infrequently, including Qualified Spend reimbursable by DuPont and/or Corteva as part of the Company’s cost-sharing agreement under the terms of the MOU that were previously excluded from Adjusted EBITDA.

The following table sets forth certain summary financial information for the Company’s segments for the periods presented.

	Titanium Technologies		Thermal & Specialized Solutions		Advanced Performance Materials		Other Segment		Segment Total
Three Months Ended March 31, 2022
Net sales to external customers	$	928	$	425	$	385	$	26	$	1,764
Adjusted EBITDA		206		174		88		—		468
Depreciation and amortization		32		14		21		2		69

Three Months Ended March 31, 2021
Net sales to external customers	$	723	$	304	$	333	$	76	$	1,436
Adjusted EBITDA		166		90		58		9		323
Depreciation and amortization		33		16		23		5		77

Total Assets
March 31, 2022	$	2,414	$	1,230	$	1,683	$	147	$	5,474
December 31, 2021		2,318		1,124		1,621		149		5,212

Corporate and Other depreciation and ~~amortization;~~

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 istable sets forth a ~~tabular~~ reconciliation of Segment Adjusted EBITDA to the Company’s consolidated net income (loss) before income taxes ~~to Adjusted EBITDA:~~for the three months ended March 31, 2022 and 2021.

Three Months Ended September 30,

Nine Months Ended September 30,

2017

2016

2017

2016

Income before income taxes

$
250

$
234

$
649

$
262

Interest expense, net

55

51

161

157

Depreciation and amortization

62

73

204

212

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 and businesses

—

(169
)

(14
)

(258
)
Transaction costs ¹

1

2

3

18

Legal and other charges ²

7

5

18

24

Adjusted EBITDA

$
381

$
268

$
1,028

$
583

	Three Months Ended March 31,
	2022			2021
Segment Adjusted EBITDA	$	468		$	323
Corporate and Other expenses (excluding items below)		(65	)		(55	)
Interest expense, net		(41	)		(49	)
Depreciation and amortization		(74	)		(83	)
Non-operating pension and other post-retirement employee benefit income		1			1
Exchanges losses, net		—			(8	)
Restructuring, asset-related, and other charges (1)		(16	)		5
Gain on sales of assets and businesses		1			—
Natural disasters and catastrophic events (2)		—			(16	)
Transaction costs		—			(4	)
Qualified spend recovery (3)		14			—
Legal and environmental charges (4,5)		(8	)		(13	)
Income before income taxes	$	280		$	101

The following guarantor financial information is included in accordance with Rule 3-10 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, subject 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 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, 2017

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Net sales
$
—

$
2,904

$
2,941

$
(1,237
)

$
4,608

Cost of goods sold

—

2,358

2,210

(1,227
)

3,341

Gross profit

—

546

731

(10
)

1,267

Selling, general and administrative expense

26

339

101

(22
)

444

Research and development expense

—

57

4

—

61

Restructuring and asset-related charges, net

—

28

3

—

31

Total expenses

26

424

108

(22
)

536

Equity in earnings of affiliates

—

—

26

—

26

Equity in earnings of subsidiaries

594

—

—

(594
)

—

Interest (expense) income, net

(164
)

1

2

—

(161
)
Intercompany interest income (expense), net

48

—

(48
)

—

—

Other income (expense), net

19

93

(37
)

(22
)

53

Income before income taxes

471

216

566

(604
)

649

(Benefit from) provision for income taxes

(47
)

40

136

1

130

Net income

518

176

430

(605
)

519

Less: Net income attributable to non-controlling interests

—

—

1

—

1

Net income attributable to Chemours
$
518

$
176

$
429

$
(605
)

$
518

Comprehensive income attributable to Chemours
$
675

$
178

$
640

$
(818
)

$
675

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

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

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

Nine Months Ended September 30, 2016

Parent Issuer

Guarantor Subsidiaries

Non-Guarantor Subsidiaries

Eliminations and Adjustments

Consolidated

Operating activities

Cash (used for) provided by operating activities
$
(105
)

$
173

$
256

$
—

$
324

Investing activities

Purchases of property, plant and equipment

—

(142
)

(93
)

—

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

—

590

117

—

707

Intercompany investing activities

—

(328
)

—

328

—

Foreign exchange contract settlements

—

(1
)

—

—

(1
)
Investment in affiliates

—

—

(2
)

—

(2
)
Cash provided by investing activities

—

119

22

328

469

Financing activities

Intercompany short-term borrowings, net

328

—

—

(328
)

—

Debt repayments

(205
)

(7
)

—

—

(212
)
Dividends paid

(16
)

—

—

—

(16
)
Deferred financing fees

(2
)

—

—

—

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

105

(7
)

—

(328
)

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

—

—

28

—

28

Increase in cash and cash equivalents

—

285

306

—

591

Cash and cash equivalents at beginning of the period

—

95

271

—

366

Cash and cash equivalents at end of the period
$
—

$
380

$
577

$
—

$
957

(5)

Environmental charges pertains to management’s assessment of estimated liabilities associated with certain non-recurring environmental remediation expenses at various sites. Refer to “Note 16 – Commitments and Contingent Liabilities” for further details.

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 our former parent company and is now a subsidiary of Corteva, Inc. (“Corteva”), a Delaware corporation, ~~and its consolidated subsidiaries,~~ unless the context otherwise requires. References herein to “DuPont” refer to DuPont de Nemours, Inc., a Delaware Corporation.

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, 2021.

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~~2021, and as otherwise discussed in this report. 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 products for markets, including coatings, plastics, ~~and coatings,~~ refrigeration and air conditioning, transportation, semiconductor and consumer electronics, general industrial, 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 reportable segments: Titanium Technologies, ~~Fluoroproducts~~Thermal & Specialized Solutions, and ~~Chemical Solutions.~~Advanced Performance Materials. 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, thermal management solutions, 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 Performance Chemicals and Intermediates business and our Mining Solutions business (prior to the ~~strong~~business sale in 2021) are presented under Other Segment.

We are a different kind of chemistry company,driven by our vision to create a better world through the power of our 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 innovative and sustainable solutions, environmental leadership, community impact and making Chemours the greatest place to work for every employee. Our global workforce, renowned for its deep and unmatched expertise, bring our chemistry to life, guided by five core 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~~addressing our carbon emissions. We call this responsible chemistry – it is rooted in ~~the chemical industry for safety, quality and reliability.~~

After 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 and enhancing its organization. Chemours expects the transformation plan to deliver at least $500 million 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,who we ~~realized approximately $200 million in cost savings,~~are, and we ~~continue~~expect that our Corporate Responsibility Commitment will drive sustainable, long-term earnings growth.

In response to ~~implement additional cost reduction initiatives~~the ongoing conflict between Russia and Ukraine, there have been targeted economic sanctions on Russia, and in order to realize our target additional structural costs savings of approximately $150 million through 2018 and beyond. These improvements will be partially offset by the impact of divestitures completed during 2016, unfavorable price and mix of other products and may also be impacted by market factors and other costs to achieve our plans. The resultsMarch 2022 we announced suspension of our ~~transformation actions are~~business with Russian entities. While neither Russia nor Ukraine has composed or is expected to compose a material portion of Chemours’s total consolidated revenues, further ~~discussed~~escalation of geopolitical tensions could have a broader impact that expands into other geographical regions where we do business, which could adversely impact the economic activity in ~~the Results~~those regions and cause broader disruption of ~~Operations, Segment Reviews and Outlook sections~~global supply chains. Potential impacts from further escalation of this ~~MD&A~~rapidly evolving situation are currently unknown and could potentially subject our business to materially adverse consequences should the situation escalate beyond its current scope. The risks and uncertainties around operating as a multi-national corporation, include, but are not limited to, those described in ~~the Company’s~~Item 1A - Risk Factors in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2021.

~~In August 2017, we paid the remaining $320 million~~Results 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.

In the third quarter of 2017, we announced a restructuring program designed to outsource and consolidate certain business process activities, consolidate outsourced third party information technology (IT) providers and implement various upgrades to 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 the Company’s workforce. We anticipate that the Company will incur approximately $45 to $55 in charges for restructuring-related activities and termination benefits through the end of 2018 associated with this program, which is described in further detail in Note 3 to the Interim Consolidated Financial Statements in Item 1.

Our net sales for the three and nine months ended September 30, 2017 were $1.6 billion 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.

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.~~

The following table sets forth our results of operations for the three months ended March 31, 2022 and 2021.

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(Dollars in millions)	2017			2016			2017			2016
(Dollars in millions, except per share amounts)													2022			2021
Net sales	$	1,584		$	1,398		$	4,608		$	4,078		$	1,764		$	1,436
Cost of goods sold		1,117			1,056			3,341			3,267			1,278			1,139
Gross profit		467			342			1,267			811			486			297
Selling, general and administrative expense		148			148			444			454
Selling, general, and administrative expense														141			139
Research and development expense		20			19			61			60			30			24
Restructuring and asset-related charges, net		8			60			31			145
Total expenses		176			227			536			659
Restructuring, asset-related, and other charges														11			(5	)
Total other operating expenses														182			158
Equity in earnings of affiliates		9			9			26			17			11			10
Interest expense, net		(55	)		(51	)		(161	)		(157	)		(41	)		(49	)
Other income, net		5			161			53			250			6			1
Income before income taxes		250			234			649			262			280			101
Provision for income taxes		43			30			130			25			46			5
Net income		207			204			519			237			234			96
Less: Net income attributable to non-controlling interests		—			—			1			—
Net income attributable to Chemours	$	207		$	204		$	518		$	237		$	234		$	96
Per share data
Basic earnings per share of common stock													$	1.46		$	0.58
Diluted earnings per share of common stock														1.43			0.57

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~~ months ended ~~September 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~~March 31, 2022, compared with the same ~~periods~~period in ~~2016.~~2021.

Our net sales increased by $328 million (or 23%) to $1.8 billion for the three months ended March 31, 2022, compared with net sales of $1.4 billion for the same period in 2021. The increase in our net sales for the three months ended March 31, 2022 was primarily attributable to an increase in price of 25% and an increase in volume of 4%, partially offset by portfolio change headwind of 4% driven by the sale of our Mining Solutions business in 2021. Price and volume increases in net sales were driven by increases in price and volume across all our reportable segments. Unfavorable currency movements in all of our reportable segments added a headwind of 2% to our net sales.

The key 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 $139 million (or 12%) to $1.3 billion for the three months ended March 31, 2022, compared with COGS of $1.1 billion for the same period in 2021. The increase in our COGS for the three months ended ~~September 30, 2017~~March 31, 2022 was primarily ~~driven by costs related~~attributable to ~~volume increases, incremental increases in~~higher net sales, higher raw material ~~inputs~~costs due to inflation and supply constraints, higher distribution, freight, and logistics expenses, partially offset by Qualified Spend recovery from DuPont and Corteva recognized in the first quarter of 2022 and none recognized comparatively in the first quarter of 2021.

Our selling, general, and administrative (“SG&A”) expense increased by $2 million (or 1%) to $141 million for the three months ended March 31, 2022, respectively, compared with SG&A expense of $139 million for the same period in 2021. The slight increase in our SG&A expense was primarily attributable to increased off-site environmental remediation costs ~~capital-related expenses and expenditures related to Hurricane Harvey.~~at our Fayetteville Works site in Fayetteville, North Carolina (“Fayetteville”). The increase in ~~COGS for the nine months ended September 30, 2017~~our SG&A expense was ~~primarily driven by increases in volume, as well as costs associated with transformation activities and higher performance-related compensation. These increases were~~ partially offset by transaction costs incurred in the ~~impact~~three months ended March 31, 2021 related to the sale of ~~portfolio changes~~our Mining Solutions business that did not reoccur in the three months ended March 31, 2022 and Qualified Spend recovery from DuPont and Corteva recognized in the first quarter of 2022 and none recognized comparatively in the first quarter of 2021.

Our research and development (“R&D”) expense increased by $6 million (or 25%) to $30 million for the three months ended March 31, 2022, compared with R&D expense of $24 million for the same period in 2021. The increase in our ~~Chemical Solutions segment.~~

~~Selling, general and administrative (SG&A)~~R&D expense for the three months ended ~~September 30, 2017~~March 31, 2022 was primarily attributable to growth initiatives in the current year and ~~2016 remained flat at $148 million. For the nine months ended September 30, 2017, SG&A expense decreased~~our increased focus on product development in our Advanced Performance Materials segment.

Our restructuring, asset-related, and other charges increased by ~~$10~~$16 million ~~or 2%,~~(or over 100%) to ~~$444 million when compared with $454~~$11 million for the ~~nine~~three months ended ~~September 30, 2016.~~March 31, 2022, compared with restructuring, asset-related, and other charges of $(5) million for the same period in 2021. Our restructuring, asset-related, and other charges for the three months ended March 31, 2022 were primarily attributable to $5 million of asset charges resulting from the conflict between Russia and Ukraine and our decision to suspend business with Russian entities, and $5 million of employee separation charges incurred in connection with our 2022 Restructuring Program. Our restructuring, asset-related, and other charges for the three months ended March 31, 2021 were primarily attributable to a net $9 million gain in Other Charges in connection with our contract termination with a third-party services provider at our previously owned Mining Solutions facility in Gomez Palacio, Durango, Mexico. This was partially offset by $4 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 plant.

Our equity in earnings of affiliates remained largely unchanged at $11 million and $10 million for the three months ended March 31, 2022 and 2021, respectively.

Our interest expense, net decreased by $8 million (or 16%) to $41 million for the three months ended March 31, 2022, respectively, compared with interest expense, net of $49 million for the same period in 2021. The decrease in ~~SG&A~~our interest expense, net for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2022 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 and Sulfur business~~7.000% senior notes due May 2025, denominated in ~~2016 which did not recur~~U.S. dollars, in ~~2017.~~ August of 2021.

Our ~~reduction in transaction-related costs was partially offset~~other income, net increased by ~~$28~~$5 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~~other income, net of $6 million for the three months ended ~~September 30, 2017 when~~March 31, 2022, compared with ~~$19~~other income, net of $1 million for the same period in 2021. During the three months ended ~~September 30, 2016. R&D expense for~~March 31, 2022, 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~~comparative increase in ~~R&D expense for the three and nine months ended September 30, 2017~~our other income (expense), net was primarily attributable to ~~increased investment~~favorable changes in ~~product development~~net exchange gains and ~~higher performance-related compensation.~~losses of $8 million driven by the favorable movements in foreign currencies, primarily the weakening of the euro against the U.S. dollar.

~~Restructuring and asset-related charges, net, on a pre-tax basis,~~Provision for Income Taxes

Our provision for income taxes amounted to ~~$8 million and $31 million~~a provision for the three and nine months ended September 30, 2017, respectively, and $60 million and $145 million for the three and nine months ended September 30, 2016, respectively. Our restructuring charges for the three and nine months ended September 30, 2017 primarily reflect decommissioning 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 closure of our Edge Moor, Delaware production facility, the production shutdown at our RMS facility and asset-related chargesincome taxes 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.~~

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

expense, net increased by $4 million for the three months ended September 30, 2017, primarily due to increased interest resulting from our issuance of the 2027 Notes in May 2017. Interest expense, net increased by $4 million for the nine months ended September 30, 2017, primarily due to the aforementioned increase in interest from our 2027 Notes, which was partially offset by decreased interest resulting from our April 2017 repricing and lower outstanding principal on our senior secured term loans, 2023 Notes and Euro Notes. In addition, for the nine months ended September 30, 2016, we 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, which was partially offset by a non-recurring net loss of $4 million resulting from the write-off of unamortized debt issuance costs associated with the reduction in commitment on 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 sale of our C&D product line 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 sale of our Beaumont, Texas facility during the first quarter 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 landMarch 31, 2022 and 2021, respectively, 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~~represented effective ~~income~~ tax rates of ~~17%~~16% and ~~13%~~5%, respectively. ~~For the nine months ended September 30, 2017 and 2016, we recorded a provision for income taxes of $130~~The $41 million ~~and $25 million, respectively, resulting~~increase in ~~effective income tax rates of 20% and 10%, respectively. Our~~our provision for income taxes for the three ~~and nine~~ months ended ~~September 30, 2017 is inclusive of $5 million~~March 31, 2022 was primarily attributable to increased profitability and ~~$18 million in benefit from windfalls on share-based payments, respectively, due~~changes 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 to the Company’s~~ geographical mix of ~~earnings,~~earnings.

Beginning with reports filed in the first quarter of 2022, we changed our methodology used to allocate certain corporate function expenses to our operating segments to provide our Chief Operating Decision Maker (“CODM”) with a more meaningful representation of segment profitability. This allocation methodology change reflects corporate function resource usage by each operating segment based on certain commercial drivers, in addition to the cost drivers, as well as ~~the impact~~consideration of our recent sale of the ~~additional valuation allowance on U.S. foreign tax credits of $65 million~~Mining Solutions business in 2021. The historical segment information, including adjusted earnings before interest, taxes, depreciation, and ~~$50 million for the three and nine months ended September 30, 2017, respectively, from which the Company does not expect~~amortization (“Adjusted EBITDA”), has been recast to ~~benefit in~~conform to the current ~~year.~~segment presentation.

Adjusted EBITDA ~~represents our~~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~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016~~2021 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 months ended March 31, 2022 and 2021.

The following table ~~represents Chemours’ total consolidated~~sets forth the net sales, Adjusted EBITDA, ~~by segment:~~and Adjusted EBITDA margin amounts for our Titanium Technologies segment for the three months ended March 31, 2022 and 2021.

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 months ended March 31, 2022, compared with the same period in 2021.

~~Net~~Our Titanium Technologies segment’s net sales increased by $205 million (or 28% ~~and 25%~~) to $928 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 30, 2017, 18%~~March 31, 2022, compared with segment net sales of $723 million for the same period in 2021. The increase in segment net sales for the three months ended March 31, 2022 was primarily attributable to ~~higher global average selling~~an increase in price of 24% and an increase in volume of 6%. Price increases were due to contractual price changes, as well as price increases in our Flex and Distribution channels. Volume increases were driven by steady demand for ~~TiO~~₂~~, 8% of~~our products across all end-markets and regions throughout the ~~increase was attributable~~quarter despite constraints in output due to ~~higher demand and~~ore shortages. Unfavorable currency movements added a 2% ofheadwind to the ~~increase was attributable to favorable foreign currency exchange rates. For~~segment’s net sales during the ~~nine~~three months ended ~~September 30, 2017, 16% of the increase in net sales was attributable to improved price and 9% of the increase was attributable to higher demand.~~March 31, 2022.

For the three months ended March 31, 2022, segment Adjusted EBITDA increased by ~~73%~~$40 million (or 24%) to $206 million and ~~95%~~Adjusted EBITDA margin decreased by approximately 100 basis points to 22%, compared with segment Adjusted EBITDA of $166 million and Adjusted EBITDA margin of 23% for the same period in 2021. The increase in Adjusted EBITDA during the three months ended March 31, 2022 was primarily attributable to the aforementioned increase in price and volume, partially offset by higher raw material, energy and logistics costs. The decrease in segment Adjusted EBITDA margin was primarily attributable to the aforementioned higher raw material, energy and logistics costs.

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 nine~~ months ended ~~September 30, 2017, respectively, when~~March 31, 2022 and 2021.

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 months ended March 31, 2022, compared with the same ~~periods~~period in ~~2016.~~ 2021.

Our Thermal & Specialized Solutions segment’s net sales increased by $121 million (or 40%) to $425 million for the three months ended March 31, 2022, compared with segment net sales of $304 million for the same period in 2021. The increase in segment net sales for the three months ended March 31, 2022 was primarily attributable to an increase in price of 40% and an increase in volume of 1%. Prices increased due to positive end-market contributions across the business excluding automotive, changing market and regulatory dynamics, along with actions implemented to offset inflationary headwinds. Volumes increased due to increased Opteon^TMadoption, partially offset by demand headwinds from automotive original equipment manufacturers (“OEM”) related to semiconductor shortages. Unfavorable currency movements added a 1% headwind to the segment’s net sales during the three months ended March 31, 2022.

For the three months ended March 31, 2022, segment Adjusted EBITDA increased by $84 million (or 93%) to $174 million and Adjusted EBITDA margin increased by 8%approximately 1,100 basis points to 41%, compared with segment Adjusted EBITDA of $90 million and ~~10%~~Adjusted EBITDA margin of 30% for the ~~three and nine months ended September 30, 2017, respectively, when compared with the~~ same ~~periods~~period in ~~2016.~~2021. The ~~increases~~increase in segment Adjusted EBITDA and Adjusted EBITDA margin for the three months ended ~~September 30, 2017 were~~March 31, 2022 was primarily attributable to the aforementioned ~~increases~~increase in price and volume, ~~which were~~ partially offset by ~~incremental increases in~~higher raw material ~~inputs and distribution costs.~~ costs.

The following table sets forth the net sales, Adjusted EBITDA, and Adjusted EBITDA margin amounts for our Advanced Performance Materials segment for the ~~nine~~three months ended ~~September 30, 2017 were primarily attributable to the aforementioned increases in price~~March 31, 2022 and ~~volume, which were partially offset by costs associated with transformation activities and higher performance-related compensation.~~

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 months ended March 31, 2022, compared with the same period in 2021.

~~Net~~Our Advanced Performance Materials segment’s net sales increased by ~~8% and 18%~~$52 million (or 16%) to $385 million for the three ~~and nine~~ months ended ~~September 30, 2017, respectively, when~~March 31, 2022, compared with segment net sales of $333 million for the same ~~periods~~period in ~~2016.~~2021. The increase in segment net sales for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 was primarily attributable to ~~continuing solid~~a 15% increase in price and an increase in volume of 3%. Global average selling price increased due to customer level pricing actions to offset increased raw material and energy prices along with mix improvement with increasing sales in higher value end-markets including advanced electronics and clean energy. Volumes increased due to higher global customer demand ~~for Opteon™ refrigerant in Europe~~across nearly all regions and markets, partially offset by supply chain challenges. Unfavorable currency movements contributed a 2% headwind to the U.S. as well as increases in demand for our fluoropolymer products, leading 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 improvedsegment’s net sales ~~for~~during the three ~~and nine~~ months ended ~~September 30, 2017 when compared with the same period in 2016.~~March 31, 2022.

For the three months ended March 31, 2022, segment Adjusted EBITDA increased by ~~10%~~$30 million (or 52%) to $88 million and ~~53% 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 1%approximately 600 basis points to 23%, compared with segment Adjusted EBITDA of $58 million and 6%Adjusted EBITDA margin of 17% for the ~~three and nine months ended September 30, 2017, respectively, when compared with the~~ same ~~periods~~period in ~~2016.~~ 2021.The increases in segment Adjusted EBITDA and Adjusted EBITDA margin for the three months ended ~~September 30, 2017~~March 31, 2022 were primarily attributable to the aforementioned increase in price and volume, ~~increases, which were~~ partially offset by higher ~~performance-related compensation, expenditures associated with Hurricane Harvey~~raw material and ~~capital-related expenses. The increases in Adjusted EBITDA~~energy costs 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.

Net sales decreased by 19% and 32% for the three and nine months ended September 30, 2017, respectively, when compared with the same periods in 2016. The decrease in net sales for the three and nine months ended September 30, 2017 was primarily attributable to portfolio changes resulting from the sales of our aniline facility in Beaumont, Texas and our C&D and Sulfur businesses, as well as the production shutdown at our RMS facility in Niagara Falls, New York. Collectively, our portfolio changes represented a decrease in net sales of 24% and 38% when compared with the three and nine months ended September 30, 2016, respectively. The decrease in net sales was partially offset by volume increases of 5% and marginal price increases in the remaining segment for the three and nine months ended September 30, 2017.

Adjusted EBITDA increased by 100% 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% and 4% 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 and nine months ended September 30, 2017 were primarily attributable to the aforementioned volume increases and cost reductions associated with portfolio changes and other initiatives in the remaining segment.

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

Corporate and ~~Other.~~Other costs increased by $10 million (or 18%) to $65 million for the three months ended March 31, 2022, compared with Corporate and Other costs of $55 million for the same period in 2021. The increase ~~of $16 million~~ in Corporate and Other costs for the three months ended ~~September 30, 2017 when compared with the same period in 2016~~March 31, 2022 was primarily attributable to ~~increased~~legacy legal and environmental and employee-related costs, ~~associated with legacy environmental liabilities.~~ partially offset by Qualified Spend recovery from DuPont and Corteva recognized in the first quarter of 2022 and none recognized comparatively in the first quarter of 2021.

Our 2022 results will be driven by the following expectations in each 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 primarily attributable to increased costs associated with legacy environmental liabilities, legal costs and performance-related compensation.our reportable segments:

~~For the remainder of the year, we continue to anticipate that the Company’s revenue and earnings performance will remain strong.~~ 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$400 million.

Our outlook for ~~the full-year 2017, including payments relating to the PFOA MDL Settlement. Our outlook~~2022 reflects our current visibility and expectations based on market factors, such as currency movements, ~~TiO~~₂ ~~pricing,~~macro-economic factors, and end-market ~~demand and seasonality.~~demand. In particular, macro-economic factors may be impacted by factors beyond our control, including the ongoing Russia-Ukraine conflict. 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, 2021.

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 14 – 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, 2021. 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.

At March 31, 2022, we had total cash and cash equivalents of $1.1 billion, of which $742 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 three months ended March 31, 2022, we received approximately $148 million of net cash in the U.S. through intercompany loans and dividends. Management believes that sufficient liquidity is available in the U.S. through at least May 2023, which includes borrowing capacity under our revolving credit facility. For further information related to our income tax positions, refer to “Note 9 – Income Taxes” to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2021.

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 principal and interest obligations on long-term debt, contractual obligations for operating and finance leases, purchase obligations, and our expectations for capital expenditures, which did not significantly change from what was previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021. Our contractual and other obligations also 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 May 2023. 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 April 27, 2022, we announced our quarterly cash dividend of $0.25 per share for the second quarter of 2022. Under our 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 $105 million of our outstanding common stock. 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 three months ended March 31, 2022 and 2021.

We generated $2 million and $39 million in cash flows from our operating activities ~~was $336 million and $324 million for~~during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2022 and ~~2016,~~2021, respectively. ~~Increases resulting from net income~~The decrease in our operating cash inflows was primarily attributable to working capital build-up, primarily in receivables, as well as higher incentive compensation payment in the first quarter of ~~$519 million for~~2022 compared to the ~~nine months ended September 30, 2017 when compared with $237 million for the nine months ended September 30, 2016 were offset by our~~first quarter of 2021 and payment of the ~~PFOA MDL Settlement for $335~~$25 million ~~and our full utilization~~settlement with the State of ~~the $190 million prepayment received from DuPont in 2016 during 2017, which negatively impacted our operating cash flows resulting from changes in working capital.~~Delaware.

We used $110 million and $77 million in cash flows for our investing activities ~~was $202~~during the three months ended March 31, 2022 and 2021, respectively which were primarily attributable to purchases of property, plant, and equipment amounting to $106 million and $60 million, respectively. Purchases of property, plant, and equipment for the ~~nine~~three months ended ~~September 30, 2017 compared with cash provided by investing activities~~March 31, 2021 included $22 million of ~~$469 million~~assets acquired in exchange for the ~~nine months ended September 30, 2016. Our capital expenditures for the nine months ended September 30, 2017 and 2016 remained consistent~~termination of a contract with a third-party service provider 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~~previously owned Mining Solutions 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.Gomez Palacio, Durango, Mexico.

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 $189 million in cash flows for our financing activities ~~was $468 million for~~during the ~~nine~~three months ended ~~September 30, 2017 compared with~~March 31, 2022 which were primarily attributable to our capital allocation activities, resulting in $144 million in purchases of our issued and outstanding common stock under our 2018 Share Repurchase Program and $40 million returned to our shareholders in the form of cash dividends.

We used $42 million in cash flows for our financing activities ~~of $230 million for~~during the ~~nine~~three months ended ~~September 30, 2016. In May 2017, we issued a $500 million aggregate principal amount of 5.375% senior unsecured notes,~~March 31, 2021 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 financing cash inflows for the nine months ended September 30, 2017.

In the third quarter of 2016, we repurchased a portion of our senior secured term loans with an aggregate principal amount of $50 million for $49 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 additionprimarily attributable to our ~~required quarterly repayments on~~capital allocation activities, resulting in $41 million returned to our ~~senior secured term loans throughout~~shareholders in the ~~year. We also paid dividends amounting to $16 million during the nine months ended September 30, 2016.~~form of cash dividends.

The following table sets forth the components of our current assets at March 31, 2022 and December 31, 2021.

Our accounts and notes receivable, ~~- trade,~~net increased by $294 million (or 41%) to $1 billion at March 31, 2022, compared with accounts and notes receivable, net of $720 million at December 31, 2021. This increase in our accounts and notes receivable, net at ~~September 30, 2017~~March 31, 2022 was primarily attributable to higher net sales, the timing of collections from our customers, and an increase in receivables under the transition services agreement with Draslovka Holding a.s. associated with the sale of our Mining Solutions business and receivables under the terms of the MOU.

Our inventories increased by ~~$135~~$67 million ~~when~~(or 6%) to $1.2 billion at March 31, 2022, compared with inventories of $1.1 billion at December 31, ~~2016 due~~2021. The increase in our inventories at March 31, 2022 was primarily attributable to build-up of our finished product inventories, along with higher ~~sales in the third quarter of 2017 over the fourth quarter of 2016~~raw material costs.

Our prepaid expenses and ~~a favorable currency translation impact of $22 million.~~

~~Inventories~~other assets decreased by $7 million (or 9%) to $68 million at ~~September 30, 2017 increased by $110 million when~~March 31, 2022, compared with prepaid expenses and other assets of $75 million at December 31, ~~2016 due~~2021. The decrease in our prepaid expenses and other assets at March 31, 2022 was primarily attributable to ~~inventory build for increased sales demand and~~ a ~~favorable currency translation impact of $17 million.~~decrease in our prepaid insurance premiums.

The following table sets forth the components of our current liabilities at March 31, 2022 and December 31, 2021.

~~Accounts~~Our accounts payable and short-term and current maturities of long-term debt were largely unchanged at ~~September 30, 2017~~March 31, 2022 and December 31, 2021.

Our compensation and other employee-related costs decreased by $74 million (or 43%) to $99 million at March 31, 2022 compared with compensation and other employee-related costs of $173 million at December 31, 2021. The decrease in our compensation and other employee-related costs at March 31, 2022 was primarily attributable to decreased accruals for employee performance-based compensation following payout during the first quarter of 2022.

Our current environmental remediation increased by ~~$126~~$9 million ~~when~~(or 5%) to $182 million at March 31, 2022 compared with current environmental remediation of $173 million at December 31, ~~2016 due~~2021. The increase in our current environmental remediation at March 31, 2022 was primarily attributable to ~~higher inventories~~increased accruals for off-site groundwater testing and water treatment system installations at qualifying third-party properties primarily in Bladen and Cumberland counties surrounding Fayetteville and for the assessment and for sampling related to potential PFAS contamination of groundwater and supply of alternative drinking water in New Hanover and three other counties downstream from Fayetteville.

Our other accrued liabilities decreased by $23 million (or 7%) to $302 million at March 31, 2022, compared with other accrued liabilities of $325 million at December 31, 2021. The decrease in our other accrued liabilities at March 31, 2022 was primarily attributable to payment of customer rebates during the first quarter of 2022 and a decrease in accrued current litigation following the payment of $25 million associated with our portion of the costs to enter into the Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue reflecting Chemours, DuPont, Corteva, EID and State of Delaware’s agreement to settle and fully resolve claims alleged against the companies. This decrease in our other accrued liabilities at March 31, 2022 was partially offset by an increase in our interest accrued as driven by the timing of payments ~~to vendors.~~

~~Other accrued liabilities at September 30, 2017 decreased by $326 million when compared with 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). 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. 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 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. 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.

~~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 resultssenior unsecured notes.

Refer to “Note 14 – Debt” to the ~~section titled Risks Related~~Interim Consolidated Financial Statements and “Note 20 – Debt” to ~~Our Indebtedness of~~ the ~~Risk Factors section of~~Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2021 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~~4.000% senior unsecured notes due May 2026, which are denominated in euros and the ~~Interim Consolidated Financial Statements included 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~~ 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 million, net of an original issue discount of $5 million and underwriting fees and other related expenses of $6 million,(collectively, the “Registered Notes”), which are ~~deferred and amortized to interest expense using~~registered under the ~~effective interest method over the term~~Securities Act of 1933, as amended. Each series of the ~~2027 Notes. A portion of the net proceeds from the 2027~~Registered 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 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 million. The guarantees of the ~~2027 Notes will rank equally with all other senior indebtedness~~Parent Issuer (together, the “Guarantor Subsidiaries”), subject to certain conditions 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, 2021. The assets, liabilities, and operations of the ~~guarantors.~~Guarantor Subsidiaries primarily consist of those attributable to The ~~2027 Notes rank equally~~Chemours Company FC, LLC, our primary operating subsidiary 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 Facilities~~United 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 Registered Notes (together, the “Non-Guarantor Subsidiaries”). Pursuant to the ~~extent of~~indentures governing the ~~value of~~Registered 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 30, 2017,~~March 31, 2022 and December 31, 2021, the total ~~payment instructions from Chemours amounted to $158 million.~~amounts outstanding under these programs were $149 million and $153 million, respectively. Pursuant to their agreement with ~~one of the~~a financial ~~institutions,~~institution, 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.

During the quarter ended September 30, 2017, we entered into a raw materials supply contract with a third party supplier which resulted in an increase 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~~There have been no material changes to the off-balance sheet arrangement described in our MD&A and “Note 20 – Debt” to the Consolidated Financial Statements in ~~the~~our Annual Report on Form 10-K for the year ended December 31, 2016. Historically, we have not made significant payments to satisfy guarantee obligations; however, we believe Chemours has the financial resources to satisfy these guarantees in the event required. Any remaining guarantees outstanding at September 30, 2017 were insignificant.2021.

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, 2021. There have been no material changes to ~~our~~the 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, ~~related~~including certain accruable costs associated with on-site capital projects. The accruable costs relate 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, often referred to as Superfund), the Resource Conservation and Recovery Act (RCRA)~~CERCLA, RCRA, and similar federal, state, ~~federal~~local, and foreign laws. These laws may require certain investigative, remediation, and restoration activities at sites where ~~Chemours conducts~~we conduct or EID once conducted operations or at sites where ~~Chemours-generated~~our generated waste was disposed. At ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016, we recorded~~2021, our consolidated balance sheets include environmental remediation ~~accruals~~liabilities of ~~$268~~$566 million and ~~$278~~$562 million, respectively, relating to these matters, which, as discussed in ~~management’s opinion, is appropriate based on existing facts~~further detail below, include $366 million and ~~circumstances.~~$359 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,~~we currently estimate the potential liability may range up to ~~$510~~approximately $660 million above the amount accrued at ~~September 30, 2017.~~ March 31, 2022. This estimate is not intended to reflect an assessment of our maximum potential liability. As noted above, the estimated liabilities are determined based on existing remediation laws and technologies and our 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. We will continue to evaluate as new or additional information becomes available in the determination of our environmental remediation liability.

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 March 31, 2022 and December 31, 2021, the following table sets forth the liabilities of the four sites that are ~~among~~deemed the most ~~significant:~~significant, together with the aggregate liabilities for all other sites.

The ~~five~~four sites listed above represent ~~more than 50%~~80% of our ~~reserve~~total accrued environmental remediation liabilities at March 31, 2022 and December 31, 2021. For these four sites, we expect to spend, in the aggregate, ~~approximately $100~~$218 million over the next three years. For all other sites, we expect to spend ~~approximately $80~~$67 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 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. Discussions are ongoing with the U.S. Environmental Protection Agency (the “EPA”) and the New Jersey Department of Environmental Protection (the “NJ DEP”) relating to such remaining work as well as the scope of remedial programs and investigation relating to the Chambers Works site historic industrial activity as well as ongoing remedial programs.

Fayetteville is ~~a former manufacturing~~located southeast of the City of Fayetteville in Cumberland and Bladen counties, North Carolina. The facility ~~owned~~encompasses approximately 2,200 acres, which were purchased by ~~Chemours~~EID in ~~East Chicago, Lake County, Indiana. The approximate 440-acre site is~~1970, and are bounded to the ~~south~~east by the ~~East Branch of the Grand Calumet~~Cape Fear River ~~to the east and north by residential and commercial areas~~ and to the west by ~~industrial areas, including a~~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 ~~lead processing facility. The inorganic chemicals unit on site~~manufacturing area, which was sold in 1992, produced ~~various chloride, ammonia~~nylon strapping and ~~zinc products~~elastomeric tape. EID sold its Butacite® and ~~inorganic agricultural chemicals beginning~~SentryGlas® manufacturing units to Kuraray America, Inc. in ~~1892 until 1986. Organic chemical manufacturing began in 1944, consisting primarily of chlorofluorocarbons production. Current operations, including support activities, now cover 28 acres~~September 2014. In July 2015, upon our Separation from EID, we became the owner of the ~~site.~~ 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 (the “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 GenX in on-site groundwater wells during our investigations in 2017, the NC DEQ issued a Notice of Violation (“NOV”) in September 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 16 – 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 NC DEQ regarding Fayetteville and resolved litigations filed by NC DEQ and CFRW. In connection with the CO, a thermal oxidizer (“TO”) 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 ~~sold~~approved by the North Carolina Superior Court for Bladen County in October 2020 and establishes the procedure to ~~W.R. Grace~~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, or an extended date in accordance with the Addendum.

We began operation of a capture and treatment system from the site’s old outfall channel following the issuance of a National Pollutant Discharge Elimination System (“NPDES”) permit by NC DEQ in September 2020. In January 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. 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. System enhancements completed or being implemented consist of a holding pond, installation of new ultra-filtration units and additional water pretreatment equipment which is anticipated to be completed by the second quarter of 2022.

In 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. 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.

In August 2021, we reviewed the 60% complete design and associated updated preliminary vendor estimates, which was submitted to NC DEQ for review and approval. There were no material changes in estimate upon completing the review of the 60% design. Additionally, applications for the necessary permit for the groundwater extraction system have been submitted.

In September 2021, we received a ‘conditional approval’ of the 60% design of the barrier wall and groundwater extraction and treatment system which included comments that NC DEQ requested us to address, which we responded to in October 2021. The NC DEQ’s comments also addressed other onsite remediation activities under the CO, but unrelated to the design of the barrier wall and groundwater treatment system.

On March 25, 2022, we submitted the 90% design of the barrier wall and groundwater extraction and treatment system which included additional response to NC DEQ comments concerning the 60% design. Based on the 90% design report, we believe that the design of the barrier wall and groundwater extraction and treatment system meets the requirements for this project under the CO and Addendum. However, it is reasonably possible that additional costs could be incurred for the project, or that the project construction work be delayed, pending review by NC DEQ of the 90% design report. These costs are not estimable at this time due to the uncertainty around the objective and scope of NC DEQ comments as well as additional design basis that may be required.

Pre-construction site preparation activities are in ~~early 2000,~~progress and ~~Grace operates~~construction of the ~~unit as~~water treatment facility and construction of the barrier wall is expected to commence in 2022 with completion planned in the first quarter of 2023.

Accordingly, based on the CO, the Addendum, the CAP, and management’s plans, which are based on current regulations and technology, we have accrued $286 million and $289 million at March 31, 2022 and December 31, 2021, respectively, related to the estimated cost of on-site remediation, based on the range of potential outcomes on current potential remedial options, and the projected amounts to be paid over a ~~tenant. Approximately 172 acres~~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.

At March 31, 2022, several significant uncertainties remain, principally related to NC DEQ review of the 90% design, an extension of the barrier wall along Willis Creek at the northern end of the site, ~~were never developed~~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. Accordingly, at March 31, 2022, we estimated that the cost for the barrier wall and groundwater OM&M could range up to $310 million, of which $170 million is accrued. While we believe that extension of the barrier wall along Willis Creek is technically impracticable and not necessary to comply with the terms of the CO and Addendum, an estimate of the cost for the barrier wall extension of approximately $30 million was included in the upper range of the cost estimates.

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. Per the Addendum, 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 ~~managed~~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, subject to extensions provided above, the Addendum specifies penalties of $0.15 million plus an additional $0.02 million per week until installation is completed.

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.

Consistent with prior periods, we accrued 20 years of OM&M for Fayetteville environmental remediation systems based on the CO and Addendum, which includes 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.

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 March 31, 2022, based on the CO, the Addendum, the CAP, and our plans, which are based on current regulations and technology, we have accrued $286 million and $80 million related to the estimated cost of on-site and off-site remediation, respectively. For the three months ended March 31, 2022, we accrued an additional $19 million, of which $4 million was attributable to our on-site and plant remediation and $15 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.

At March 31, 2022 and December 31, 2021, we had $63 million and $59 million accrued, respectively, for ~~habitat preservation.~~off-site groundwater testing and water treatment system installations at qualifying third-party properties primarily in Bladen and Cumberland counties surrounding Fayetteville, which is expected to be disbursed over approximately 20 years. Off-site installation, maintenance, and monitoring cost estimates could change as actual experience may differ from management’s estimates.

In November 2021, NC DEQ notified us of the potential need to revise our off-site drinking water program under the CO in light of EPA’s recently published final toxicity assessment for GenX compounds and plan to develop a drinking water health advisory in the Spring of 2022. We cannot estimate the potential impact or additional cost due to the uncertainties on the potential EPA drinking water health advisories.

Also in November 2021, NC DEQ sent a notice to us regarding PFAS contamination from the Cape Fear River of groundwater monitoring wells and water supply wells in New Hanover County and potentially three other downstream counties based on new sampling data by NC DEQ and its determination of our obligations for such contamination. NC DEQ directed us to submit for its review and approval a comprehensive groundwater contamination assessment in such counties, as well as, an updated drinking water program to provide for sampling under the CO in such counties. We submitted our response on February 1, 2022, and an update to the interim drinking water plan for the counties was also submitted on April 1, 2022 in response to NC DEQ review comments and as a result, we recorded an additional accrual of $6 million as of March 31, 2022. We received additional letters from NC DEQ on March 28, 2022 and May 2, 2022. We are currently evaluating the objective and scope of NC DEQ’s comments and any additional action that may be required, which is not determinable at this time. As of March 31, 2022 and December 31, 2021, we had accrued $17 million and $11 million, respectively for the assessment and for sampling related to potential PFAS contamination of groundwater and supply of alternative drinking water in New Hanover and three other downstream counties. The liability is based on management’s preliminary assessment of the facts and circumstances for this matter and our evaluation of NC DEQ comments received to date. The estimated liability was based on certain assumptions, which management believes are reasonable under the circumstances and include, but are not limited to, implementation of the soil and groundwater ~~conditions~~assessment, the source and cause of PFAS contamination within the four counties, the estimated number of properties at which sampling is conducted and whether such property will qualify for an alternative drinking water supply, other potentially responsible parties and the ~~site was performed as part~~method of long-term alternative water supply, if any. Management’s estimate of the ~~RCRA corrective action process. Studies~~ultimate liability for this matter is dependent upon obtaining additional information, including, but not limited to, those items identified above and additional investigation work that has not yet been scoped or performed. Given the level of ~~historical site impacts began in 1983 in response~~uncertainties noted above, we are not able to ~~preliminary CERCLA actions undertaken by~~provide a reasonable high-end estimate beyond the ~~U.S. Environmental Protection Agency (EPA).~~$17 million accrued at March 31, 2022. The ~~EPA eventually issued an Administrative Order~~ultimate resolution of this matter could have a material adverse effect 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.our financial position, results of operations and cash flow.

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 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.

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 EPA and NJ DEP in ~~2018.~~

~~The Chemours Company~~March 2020, and we responded to their comments in June 2020 and continue to seek resolution with EPA.

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 agreement.~~Separation Agreement.

The USS Lead Superfund site was listed on the National Priorities List in 2009. To facilitate negotiations with ~~potentially responsible parties, the~~PRPs, 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~~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~~In March 2018, EPA ~~is continuing its efforts to identify additional potentially responsible parties (PRPs)~~issued a Unilateral Administrative Order 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 the EPA 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 had 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 ~~$8 million~~the City of East Chicago, Indiana and Industrial Development Advantage, LLC, relating to modified Zone 1 development, and EPA has indicated that it is “more likely” that future land use in this area will be commercial/industrial and not residential. 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 2021, we resolved the claims asserted by EPA related to past indirect costs associated with the 2012 ROD as amended, and the 2014 agreement entered into with EPA and the State of Indiana.

In March 2019, NJ DEP issued two Directives, one being a state-wide PFAS Directive, and filed four lawsuits against Chemours and other defendants, including allegations relating to clean-up and removal costs at four sites including Chambers Works. In December 2021, a consolidated order was entered in the ~~third quarter~~lawsuits granting, in part, and denying, in part a motion to dismiss or strike parts of ~~2017.~~

~~See~~the Second Amended Complaints. In January 2022, NJ DEP filed a motion for a preliminary injunction requiring EID and Chemours to establish a remediation funding source (“RFS”) in the amount of $943 million for Chambers Works, the majority of which is for non-PFAS remediation items. Further discussion ~~under PFOA~~related to these matters is included in ~~Note 13~~“Note 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~included~~.

Central to our Corporate Responsibility Commitment (“CRC”) are our ten goals that we aim to achieve by 2030. These goals fall into three pillars: Inspired People, Shared Planet, and Evolved Portfolio. 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. The Shared Planet pillar of our CRC 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,

As part of the Evolved Portfolio pillar of our CRC, we are reimagining our portfolio to offer solutions that are also safer, healthier, and more resilient for a world that demands more. 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 ~~this Quarterly Report~~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, inclusive of restrictions on ~~Form 10‑Q.~~GHG emissions, cap and trade emissions trading systems, and taxes on GHG emissions, fuel, and energy, among other provisions. Such regulatory matters have led, and are expected to continue to lead, to subsequent developments in product technology and demand. This helps guide our investment decisions and drive growth in demand for low-carbon and energy-efficient products, manufacturing technologies, and services that facilitate adaptation to a changing climate. Our business segments conduct market trend impact assessments, continuously evaluate opportunities for existing and new products 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.

For example, global regulations driving the phase-down of HFCs, including the EU’s F-Gas Directive, the EU’s Mobile Air Conditioning Directive, and the recently enacted U.S. American Innovation and Manufacturing Act (“AIM”), promote the adoption and sale of our high performing Opteon™ products, which have lower global warming potential (“GWP”) and zero ozone-depletion footprint. Our Opteon™ portfolio has been developed to meet global regulations while maintaining or improving performance compared to the products they replace in refrigeration and cooling applications, such as food transportation, food and pharmaceutical/medical storage, food manufacturing and retail, automotive air conditioning, and residential and commercial building air conditioning. By the year 2025, we estimate that our low GWP products will eliminate an estimated 325 million tons of carbon dioxide equivalents on a global basis.

We are a proponent of the recently passed bipartisan AIM Act, that went into effect in 2022, and will begin the national phase-down of hydrofluorocarbons. In 2021, we announced the implementation of an improvement project to significantly reduce emissions of HFC-23 at our Louisville, Kentucky manufacturing site. The project includes the design, custom-build and installation of proprietary technology to capture at least 99% of HFC-23 process emissions from the site.

Our growth prospects in fluoropolymers are also enhanced by regulation driving the increasing demand for electric vehicles and high-performance, low-emission vehicles. Our fluoropolymers are critical to delivering high performance over a wide range of harsh operating conditions, enhancing passenger safety, improving emission controls, and better fuel economy, and enable vehicle electrification and the shift to hydrogen-powered vehicles. We expect the use of our fluoropolymers in vehicles to increase, driven by the automotive industry’s trends toward energy efficiency and clean energy due to evolving emissions performance regulations and increasing adoption of electric vehicles.

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, 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. Additionally, significant regional or national differences in approaches to the imposition of such regulations and restrictions could present competitive challenges in a global marketplace. Currently, most of our global operating facilities are required to monitor and report their GHG emissions but may or may not be subject to programs requiring trading or emission controls. The EU Emission Trading System applies to our operating sites in that region. Furthermore, 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 these regulatory matters.

See our discussion under ~~Fayetteville, North Carolina~~the heading “PFOA” in ~~Note 13~~“Note 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~included~~.

In June 2019, the Member States Committee of the European Chemicals Agency (“ECHA”) voted to list Hexafluoropropylene oxide dimer acid (“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 February 2022, the General Court dismissed the annulment action and we have appealed such decision.

Refer to our discussion under the heading “PFAS” in “Note 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements.

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 ~~Quarterly Report~~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 ~~Form 10‑Q.~~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 January 2023. 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 Risk Assessment Committee (“RAC”) and Socio-economic Analysis Committees (“SEAC”) 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 material adverse effects on our results of operations, financial condition, and cash flows.

In October 2021, EPA released its PFAS Strategic Roadmap, identifying a comprehensive approach to addressing PFAS. The PFAS Strategic Roadmap sets timelines by which EPA plans to take specific actions through 2024, including establishing a national primary drinking water regulation for PFOA and perfluorooctanesulfonic acid (“PFOS”) and taking Effluent Limitations Guidelines actions to regulate PFAS discharges from industrial categories among other actions. As provided under its roadmap, EPA also released on the same day its National PFAS Testing Strategy, under which the agency will identify and select certain PFAS compounds for which it will require PFAS manufacturers to conduct testing pursuant to the Toxic Substances Control Act (“TSCA”) orders. EPA has indicated that we will receive orders for certain of such compounds, including seven of the testing orders that will be issued for PFAS compounds alleged to be associated with Fayetteville. In October 2021, EPA published a final toxicity assessment for GenX compounds that decreased the draft reference dose for GenX compounds based on EPA’s review of new studies and analyses. Under the PFAS Strategic Roadmap, EPA indicated they plan to develop non-regulatory drinking water health advisories for certain PFAS compounds that have final EPA toxicity assessments, including for GenX compounds in the Spring of 2022. On March 18 2022, Chemours filed a petition to EPA requesting to withdraw and correct its toxicity assessment for GenX compounds. We continue to evaluate the impact of EPA’s final toxicity assessment and potential health advisory and have met with the agency to discuss process-related and technical concerns about the assessment and health advisory. It is reasonably possible that additional costs could be incurred in connection with EPA’s actions, however, we cannot estimate the potential impact or additional cost due to the uncertainties on the potential drinking water health advisories or other actions. The environmental remediation liabilities recorded for Fayetteville and certain other sites, such as Washington Works, Parkersburg, West Virginia and Chambers Works, Deepwater, New Jersey as of March 31, 2022 are based upon the existing Consent Orders, agreements and/or voluntary commitments with EPA, state and other local regulators and depending on the ultimate outcome of EPA’s actions, could require adjustment to meet higher drinking water standards.

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.~~2021.

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 months ended March 31, 2022 and 2021.

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 March 31,
(Dollars in millions, except per share amounts)	2022			2021
Net income attributable to Chemours	$	234		$	96
Non-operating pension and other post-retirement employee benefit income		(1	)		(1	)
Exchange losses, net		—			8
Restructuring, asset-related, and other charges (1)		16			(5	)
Gain on sales of assets and businesses		(1	)		—
Natural disasters and catastrophic events (2)		—			16
Transaction costs		—			4
Qualified spend recovery (3)		(14	)		—
Legal and environmental charges (4,5)		8			13
Adjustments made to income taxes (6)		(3	)		—
Benefit from income taxes relating to reconciling items (7)		—			(11	)
Adjusted Net Income		239			120
Interest expense, net		41			49
Depreciation and amortization		74			83
All remaining provision for income taxes		49			16
Adjusted EBITDA	$	403		$	268

Weighted-average number of common shares outstanding - basic		159,897,673			165,652,778
Dilutive effect of our employee compensation plans		3,681,907			3,397,544
Weighted-average number of common shares outstanding - diluted		163,579,580			169,050,322

Per share data
Basic earnings per share of common stock	$	1.46		$	0.58
Diluted earnings per share of common stock		1.43			0.57
Adjusted basic earnings per share of common stock		1.49			0.72
Adjusted diluted earnings per share of common stock		1.46			0.71

The following table sets forth a reconciliation of our cash flows provided by (used for) operating activities to FCF for the three months ended March 31, 2022 and 2021.

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 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. See Note 14~~exposures. Refer to “Note 20 – 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 March 31, 2022, we had 15 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $304 million, the fair value of which amounted to negative $1 million. At December 31, 2021, we had 12 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $254 million, the fair value of which amounted to less than negative $1 million. We recognized net losses of $5 million and $20 million for the three months ended March 31, 2022 and 2021, 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 March 31, 2022, we had 181 foreign currency forward contracts outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $196 million, the fair value of which amounted to $7 million. At December 31, 2021, we had 175 foreign currency forward contracts outstanding under our cash flow hedge program with an aggregate notional U.S. dollar equivalent of $195 million, the fair value of which amounted to $5 million. We recognized pre-tax gains of $5 million and $4 million for the ~~year~~three months ended March 31, 2022 and 2021, respectively, within accumulated other comprehensive loss. For the three months ended March 31, 2022 and 2021, $3 million of gain and $2 million of loss were 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 pre-tax gains of $26 million and $37 million for the three months ended March 31, 2022 and 2021, respectively, on our net investment hedge within accumulated other comprehensive loss.

We entered into interest rate swaps 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 March 31, 2022, 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 $5 million. At December 31, ~~2016 for additional information on~~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 ~~Company’s utilization~~fair value of ~~financial instruments~~which amounted to less than $1 million. We recognized pre-tax gains of $5 million and ~~an analysis 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~~$1 million for the ~~year~~three months ended ~~December~~March 31, ~~2016.~~2022 and 2021, respectively, within accumulated other comprehensive loss. For the three months ended March 31, 2022 and 2021, losses of $1 million and less than $1 million were reclassified to interest expense, net from accumulated other comprehensive losses, respectively.

We maintain disclosure controls and procedures designed to provide reasonable assurance that the 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 30, 2017, the Company’s~~March 31, 2022, 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 30, 2017~~March 31, 2022 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 and ~~claims for property damage~~regulatory, anti-trust, and other such matters that arise in the ordinary course of business. In addition, we, by virtue of our status as a subsidiary of EID prior to the Separation, are subject to or ~~personal injury.~~required under the Separation-related agreements executed prior to the Separation to indemnify EID against various pending legal proceedings. Information regarding certain of these matters is set forth below and in ~~Note 13~~“Note 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements. In the foregoing, 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 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~in Part I, Item 1, which is incorporated by reference herein.~~

Actions related to Fayetteville, other than those by the State of North Carolina, as discussed in ~~Note 13~~“Note 16 – Commitments and Contingent Liabilities” to the Interim Consolidated Financial Statements ~~in Part I, Item 1,~~, are ~~filed in~~shown below.

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

In May 2020, we were notified of an alleged criminal offense related to the ~~DuPont LaPorte, Texas facility in January 2008. DuPont, the EPA~~Netherlands’ Environmental Management Act and the ~~Department~~Working Conditions Decree, regarding the use of ~~Justice began discussions~~PFOA during the pre-spin time period of June 1, 2008 to December 31, 2012. The investigation was initiated in the ~~fall~~first quarter of ~~2011 relating to~~2016 by a public prosecutor. We believe that 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.

The Company has received requests from the Labor Inspectorate (ISZW), the local environmental agency (OZHZ) and the National Institute for Public Health and the Environment (RIVM) in the Netherlands for information and documents regarding the Dordrecht site's operations. The Company has complied with all relevant laws, and we are in contact with the ~~requests,~~prosecutor.

In February 2019, we received a Notice of Violation (“NOV”) from 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 EPA in March 2019 and ~~no further documents~~at this time management does not believe that a loss is probable related to this NOV. We have ~~been requested~~also received NOVs from the North Carolina Department of Environmental Quality (“NC DEQ”) following entry of the ~~Company since~~Consent Order (“CO”), including in April 2020, January 2021, and August 2021, alleging violations relating to Fayetteville. We have responded to these matters and in April 2022 entered into a settlement agreement with NC DEQ with respect to the ~~publication of~~August 2021 NOV. We do not believe that a loss is probable related to the ~~reports~~matters in ~~May 2017 (RIVM)~~the other NOVs. Further discussion related to these matters is included under the heading “Fayetteville Works, Fayetteville, North Carolina” in “Note 16 – Commitments and ~~July 2017 (ISZW). The agencies will decide whether additional investigation is warranted. We understand that some of~~Contingent Liabilities” to the ~~requests from OZHZ are part of a preliminary investigation initiated by a public prosecutor, although we have not received notice that it intends to pursue such action.~~

~~Except for the Risk Factors set forth below, which have been amended and restated in their entirety, there~~

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.~~2021.

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 past operations, which could reduce our profitability.

Our operations and production facilities are subject to extensive environmental and health and safety laws and regulations 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. 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. If we are found to be in violation of these laws or regulations, 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. In addition, the manner in which adopted regulations (including environmental 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. The costs of complying with complex environmental laws and regulations, as well as internal voluntary programs, are significant and will continue to be significant for the foreseeable future. This includes costs we expect to continue to incur for environmental investigation and remediation activities at a number of our current or former sites and 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 generally accepted accounting principles, 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 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) at multi-party sites and the number and financial viability of other PRPs. For further information about the Company’s environmental matters and other commitments and contingencies, see Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1, Environmental Matters within Part I, Item 2, Management’s Discussion and Analysis of Financial Conditions and Results of Operations or Legal Proceedings in Part II, Item 1 of this Quarterly Report on Form 10-Q.

There is also a risk that one or more of our key raw materials or one or more of our products may be found to have, or be characterized 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 us 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 the relevant materials or products, including products of our customers incorporating our materials or products, may be recalled or banned. Changes in laws, science or regulations, or their interpretation, and our customers’ perception of such changes or interpretations may also affect the marketability of certain of our products.

~~In May 2016, the European Chemicals Agency (ECHA) accepted a proposal from France’s competent authority under REACH that would classify TiO~~₂ as a carcinogen for humans by inhalation, starting an ECHA Committee for Risk Action (RAC) process to review and decide on this proposal. In June 2017, ECHA’s RAC announced its preliminary conclusion that the evidence meets the criteria under the EU’s Classification, Labeling and Packaging Regulation to classify TiO₂ as a Category 2 Carcinogen (suspected human carcinogen) by inhalation. The European Commission (EC) will evaluate the RAC’s formal recommendation in determining whether any regulatory measures should be taken. If the EC were to adopt the regulatory measures that classify TiO₂ ~~as a suspected carcinogen, it could increase our TiO~~₂ ~~manufacturing and handling processes and costs.~~

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

risks could negatively affect our business, financial condition, results of operations and cash flows. See Note 13 to the Interim Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information.

~~Item 2.~~

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

Issuer Purchases of Equity Securities

2018 Share Repurchase Program

In August 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 (the “2018 Share Repurchase Program”). In February 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 in the open market from time to time, subject to management’s discretion, as well as general business and market conditions.

The following table sets forth the purchases of our issued and outstanding common stock under the program for the three months ended March 31, 2022.

(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 January 31, 2022		1,180,337	$	34.29		1,180,337	$	210
Month ended February 28, 2022		1,110,007		29.77		1,110,007		177
Month ended March 31, 2022		2,561,622		28.24		2,561,622		105
Total		4,851,966	$	30.06		4,851,966	$	105

(1)

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

(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.

~~None.~~

Through March 31, 2022, we have purchased a cumulative 25,631,711 shares of our issued and outstanding common stock, which amounted to $895 million at an average share price of $34.92 per share. The aggregate amount of our common stock that remained available for purchase under the program at March 31, 2022 was $105 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 and/or mineral sands separation facilities in Starke, Florida, isJesup, Georgia, Nahunta, Georgia, and Offerman, Georgia, are 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)~~		Amendment No. 1, dated August 24, 2017, to the Separation Agreement, dated as of July 1, 2015, by and between E. I. du Pont de Nemours and Company and The Chemours Company (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).

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).

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 March 31, 2022 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 March 31, 2022, 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~~

5471

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~~May 3, ~~2017~~2022


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)

5572

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 ☐

	March 31, 2022		December 31, 2021
Contract assets:
Accounts receivable - trade, net (Note 8)	$	884	$	644
Contract liabilities:
Deferred revenue	$	7	$	5
Customer rebates (Note 13)		53		83

	September 30, 2017			December 31, 2016			March 31, 2022			December 31, 2021
Finished products	$	592		$	532		$	788		$	704
Semi-finished products		176			150			193			192
Raw materials, stores and supplies		309			285
Subtotal		1,077			967
Adjustment of inventories to LIFO basis		(200	)		(200	)
Raw materials, stores, and supplies								467			475
Inventories before LIFO adjustment								1,448			1,371
Less: Adjustment of inventories to LIFO basis								(282	)		(272	)
Total inventories	$	877		$	767		$	1,166		$	1,099

		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


☒	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	3441
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4866
Item 4.	Controls and Procedures	4967

Part II	Other Information
Item 1.	Legal Proceedings	4968
Item 1A.	Risk Factors	5070
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5370
Item 3.	Defaults Upon Senior Securities	5370
Item 4.	Mine Safety Disclosures	5370
Item 5.	Other Information	5370
Item 6.	Exhibits	5371
~~Exhibit Index~~Signature		54
~~Signature~~		5572

	(Unaudited)
	September 30,			December 31,
	2017			2016
Assets
Current assets:
Cash and cash equivalents	$	1,535		$	902
Accounts and notes receivable - trade, net		942			807
Inventories		877			767
Prepaid expenses and other		79			77
Total current assets		3,433			2,553
Property, plant and equipment		8,412			7,997
Less: Accumulated depreciation		(5,462	)		(5,213	)
Property, plant and equipment, net		2,950			2,784
Goodwill and other intangible assets, net		167			170
Investments in affiliates		166			136
Other assets		404			417
Total assets	$	7,120		$	6,060
Liabilities and equity
Current liabilities:
Accounts payable	$	1,010		$	884
Current maturities of long-term debt		14			15
Other accrued liabilities		546			872
Total current liabilities		1,570			1,771
Long-term debt, net		4,081			3,529
Deferred income taxes		175			132
Other liabilities		489			524
Total liabilities		6,315			5,956
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
Additional paid-in capital		830			789
Retained earnings (accumulated deficit)		388			(114	)
Accumulated other comprehensive loss		(420	)		(577	)
Total Chemours stockholders’ equity		800			100
Non-controlling interests		5			4
Total equity		805			104
Total liabilities and equity	$	7,120		$	6,060

	Common Stock				Additional Paid-In			(Accumulated Deficit) Retained			Accumulated Other Comprehensive			Non-controlling
	Shares		Amount		Capital			Earnings			(Loss) Income			Interests		Total
Balance at January 1, 2016		181,069,751	$	2	$	775		$	(115	)	$	(536	)	$	4	$	130
Net income		—		—		—			237			—			—		237
Common stock issued - compensation plans		650,971		—		—			—			—			—		—
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
Stock-based compensation expense		—		—		21			—			—			—		21
Cancellation of unissued stock awards withheld to cover taxes		—		—		(10	)		—			—			—		(10	)
Exercise of stock options, net		1,987,427		—		30			—			—			—		30
Balance at September 30, 2017		185,092,058	$	2	$	830		$	388		$	(420	)	$	5	$	805

	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

	Other Segment Site Closures			2022 Restructuring Program		Total
Balance at December 31, 2021	$	1		$	0	$	1
Charges to income		0			5		5
Payments		(1	)		0		(1	)
Balance at March 31, 2022	$	0		$	5	$	5


	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

	March 31, 2022		December 31, 2021
Accounts receivable - trade, net (1)	$	884	$	644
VAT, GST, and other taxes (2)		60		41
Other receivables (3)		70		35
Total accounts and notes receivable, net	$	1,014	$	720

	March 31, 2022			December 31, 2021
Equipment	$	7,565		$	7,559
Buildings		1,173			1,168
Construction-in-progress		376			361
Land		104			108
Mineral rights		36			36
Property, plant, and equipment		9,254			9,232
Less: Accumulated depreciation		(6,123	)		(6,078	)
Total property, plant, and equipment, net	$	3,131		$	3,154

	March 31, 2022		December 31, 2021
Accrued litigation (1)	$	12	$	36
Asset retirement obligations (2)		14		14
Income taxes		48		43
Customer rebates		53		83
Accrued interest		47		17
Operating lease liabilities		53		59
Miscellaneous (3)		75		73
Total other accrued liabilities	$	302	$	325

Remainder of 2022	$	10
2023		13
2024		13
2025		1,106
2026		495
Thereafter		1,950
Total principal maturities on debt	$	3,587

	March 31, 2022					December 31, 2021
	Carrying Value			Fair Value		Carrying Value			Fair Value
Senior secured term loans:
Tranche B-2 U.S. dollar term loan due April 2025	$	773		$	756	$	776		$	769
Tranche B-2 euro term loan due April 2025 (€336 at March 31, 2022 and €337 at December 31, 2021)		369			361		381			378
Senior unsecured notes:
4.000% due May 2026 (€450 at March 31, 2022 and December 31, 2021)		495			477		510			518
5.375% due May 2027		500			501		500			538
5.750% due November 2028		800			780		800			846
4.625% due November 2029		650			597		650			645
Total senior debt principal		3,587		$	3,472		3,617		$	3,694
Less: Unamortized issue discounts		(5	)				(5	)
Less: Unamortized debt issuance costs		(27	)				(28	)
Total senior debt, net	$	3,555				$	3,584

	March 31, 2022		December 31, 2021
Employee-related costs (1)	$	92	$	94
Accrued litigation (2)		49		50
Asset retirement obligations (3)		64		62
Miscellaneous (4)		64		63
Total other liabilities	$	269	$	269

	March 31, 2022		December 31, 2021
Asbestos	$	33	$	33
PFOA		22		23
All other matters (1)		6		30
Total accrued litigation	$	61	$	86

	March 31, 2022		December 31, 2021
Chambers Works, Deepwater, New Jersey	$	29	$	27
Fayetteville Works, Fayetteville, North Carolina (1)		366		359
Pompton Lakes, New Jersey		41		42
USS Lead, East Chicago, Indiana		19		24
All other sites		111		110
Total environmental remediation	$	566	$	562

	March 31, 2022		December 31, 2021
On-site remediation	$	286	$	289
Off-site groundwater remediation		80		70
Total Fayetteville environmental remediation	$	366	$	359

	Three Months Ended March 31, 2022
Risk-free interest rate		1.61	%
Expected term (years)		6.00
Volatility		56.71	%
Dividend yield		3.85	%
Fair value per stock option	$	9.89

	Net Investment Hedge			Cash Flow Hedge			Cumulative Translation Adjustment			Defined Benefit Plans			Total
Balance at January 1, 2022	$	(21	)	$	5		$	(236	)	$	(112	)	$	(364	)
Other comprehensive income (loss)		20			6			(5	)		4			25
Balance at March 31, 2022	$	(1	)	$	11		$	(241	)	$	(108	)	$	(339	)

Balance at January 1, 2021	$	(76	)	$	(8	)	$	(120	)	$	(106	)	$	(310	)
Other comprehensive income (loss)		28			6			(72	)		4			(34	)
Balance at March 31, 2021	$	(48	)	$	(2	)	$	(192	)	$	(102	)	$	(344	)

	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

	Gain (Loss) Recognized In
										Accumulated
										Other
	Cost of			Interest			Other Income			Comprehensive
Three Months Ended March 31,	Goods Sold			Expense, Net			(Expense), Net			Loss
2022
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	(5	)	$	—
Foreign currency forward contracts designated as a cash flow hedge		3			—			—			5
Interest rate swaps designated as a cash flow hedge		—			(1	)		—			5
Euro-denominated debt designated as a net investment hedge		—			—			—			26

2021
Foreign currency forward contracts not designated as a hedging instrument	$	—		$	—		$	(20	)	$	—
Foreign currency forward contracts designated as a cash flow hedge		(2	)		—			—			4
Interest rate swaps designated as a cash flow hedge		—			—			—			1
Euro-denominated debt designated as a net investment hedge		—			—			—			37

	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	%

Change in segment net sales from prior period	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017
Price		18	%		16	%
Volume		8	%		9	%
Currency		2	%		—	%
Portfolio / other		—	%		—	%
Total change		28	%		25	%

	Twelve Months Ended March 31,
(Dollars in millions)	2022			2021
Adjusted EBITDA (1)	$	1,448		$	890
Less: Depreciation and amortization (1)		(307	)		(324	)
Adjusted EBIT	$	1,141		$	566

	As of March 31,
(Dollars in millions)	2022			2021
Total debt, net (2)	$	3,716		$	3,993
Total equity		1,167			852
Less: Cash and cash equivalents		(1,145	)		(1,008	)
Invested capital, net	$	3,738		$	3,837
Average invested capital (3)	$	3,705		$	3,880

Return on Invested Capital		31	%		15	%