Consolidating Guarantor Financial Information | Consolidating Guarantor Financial Information The Senior Notes were issued by Celanese US ("Issuer") and are guaranteed by Celanese Corporation ("Parent Guarantor") and the Subsidiary Guarantors ( Note 14 ). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally. For cash management purposes, the Company transfers cash between the Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company's outstanding debt, Common Stock dividends and Common Stock repurchases. The consolidating statements of cash flows present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows. The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees. The consolidating financial statements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows: CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2019 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net sales — — 2,298 5,137 (1,138 ) 6,297 Cost of sales — — (1,795 ) (4,036 ) 1,140 (4,691 ) Gross profit — — 503 1,101 2 1,606 Selling, general and administrative expenses — — (179 ) (304 ) — (483 ) Amortization of intangible assets — — (8 ) (16 ) — (24 ) Research and development expenses — — (27 ) (40 ) — (67 ) Other (charges) gains, net — — (8 ) (195 ) — (203 ) Foreign exchange gain (loss), net — — — 7 — 7 Gain (loss) on disposition of businesses and assets, net — — (9 ) 7 — (2 ) Operating profit (loss) — — 272 560 2 834 Equity in net earnings (loss) of affiliates 881 856 551 165 (2,271 ) 182 Non-operating pension and other postretirement employee benefit (expense) income — — 13 (33 ) — (20 ) Interest expense (29 ) (39 ) (127 ) (37 ) 117 (115 ) Refinancing expense — (4 ) — — — (4 ) Interest income — 63 49 11 (117 ) 6 Dividend income - equity investments — — — 113 — 113 Other income (expense), net — (7 ) 1 (2 ) — (8 ) Earnings (loss) from continuing operations before tax 852 869 759 777 (2,269 ) 988 Income tax (provision) benefit — 12 23 (158 ) (1 ) (124 ) Earnings (loss) from continuing operations 852 881 782 619 (2,270 ) 864 Earnings (loss) from operation of discontinued operations — — (8 ) — — (8 ) Income tax (provision) benefit from discontinued operations — — 2 — — 2 Earnings (loss) from discontinued operations — — (6 ) — — (6 ) Net earnings (loss) 852 881 776 619 (2,270 ) 858 Net (earnings) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Net earnings (loss) attributable to Celanese Corporation 852 881 776 613 (2,270 ) 852 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2018 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net sales — — 2,387 5,954 (1,186 ) 7,155 Cost of sales — — (1,898 ) (4,471 ) 1,186 (5,183 ) Gross profit — — 489 1,483 — 1,972 Selling, general and administrative expenses — — (213 ) (333 ) — (546 ) Amortization of intangible assets — — (8 ) (16 ) — (24 ) Research and development expenses — — (30 ) (42 ) — (72 ) Other (charges) gains, net — — — 9 — 9 Foreign exchange gain (loss), net — (3 ) — 3 — — Gain (loss) on disposition of businesses and assets, net — — (10 ) 5 — (5 ) Operating profit (loss) — (3 ) 228 1,109 — 1,334 Equity in net earnings (loss) of affiliates 1,207 1,202 1,033 220 (3,429 ) 233 Non-operating pension and other postretirement employee benefit (expense) income — — (28 ) (34 ) — (62 ) Interest expense — (30 ) (118 ) (33 ) 56 (125 ) Refinancing expense — (1 ) — — — (1 ) Interest income — 45 7 10 (56 ) 6 Dividend income - equity investments — — — 113 4 117 Other income (expense), net — 5 1 3 (1 ) 8 Earnings (loss) from continuing operations before tax 1,207 1,218 1,123 1,388 (3,426 ) 1,510 Income tax (provision) benefit — (11 ) (106 ) (176 ) 1 (292 ) Earnings (loss) from continuing operations 1,207 1,207 1,017 1,212 (3,425 ) 1,218 Earnings (loss) from operation of discontinued operations — — 3 (8 ) — (5 ) Income tax (provision) benefit from discontinued operations — — (1 ) 1 — — Earnings (loss) from discontinued operations — — 2 (7 ) — (5 ) Net earnings (loss) 1,207 1,207 1,019 1,205 (3,425 ) 1,213 Net (earnings) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Net earnings (loss) attributable to Celanese Corporation 1,207 1,207 1,019 1,199 (3,425 ) 1,207 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2017 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net sales — — 2,240 5,013 (1,113 ) 6,140 Cost of sales — — (1,723 ) (4,014 ) 1,108 (4,629 ) Gross profit — — 517 999 (5 ) 1,511 Selling, general and administrative expenses — — (189 ) (307 ) — (496 ) Amortization of intangible assets — — (4 ) (16 ) — (20 ) Research and development expenses — — (32 ) (41 ) — (73 ) Other (charges) gains, net — — (6 ) (53 ) — (59 ) Foreign exchange gain (loss), net — — — (1 ) — (1 ) Gain (loss) on disposition of businesses and assets, net — — (8 ) 3 — (5 ) Operating profit (loss) — — 278 584 (5 ) 857 Equity in net earnings (loss) of affiliates 843 867 591 166 (2,284 ) 183 Non-operating pension and other postretirement employee benefit (expense) income — — 60 (16 ) — 44 Interest expense — (20 ) (104 ) (30 ) 32 (122 ) Interest income — 25 4 5 (32 ) 2 Dividend income - equity investments — — — 111 (3 ) 108 Other income (expense), net — (3 ) 2 4 — 3 Earnings (loss) from continuing operations before tax 843 869 831 824 (2,292 ) 1,075 Income tax (provision) benefit — (26 ) (62 ) (125 ) — (213 ) Earnings (loss) from continuing operations 843 843 769 699 (2,292 ) 862 Earnings (loss) from operation of discontinued operations — — (2 ) (14 ) — (16 ) Income tax (provision) benefit from discontinued operations — — 1 2 — 3 Earnings (loss) from discontinued operations — — (1 ) (12 ) — (13 ) Net earnings (loss) 843 843 768 687 (2,292 ) 849 Net (earnings) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Net earnings (loss) attributable to Celanese Corporation 843 843 768 681 (2,292 ) 843 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) Year Ended December 31, 2019 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net earnings (loss) 852 881 776 619 (2,270 ) 858 Other comprehensive income (loss), net of tax Foreign currency translation (16 ) (16 ) (39 ) (48 ) 103 (16 ) Gain (loss) from cash flow hedges (30 ) (30 ) (6 ) (4 ) 40 (30 ) Pension and postretirement benefits (7 ) (7 ) (6 ) (7 ) 20 (7 ) Total other comprehensive income (loss), net of tax (53 ) (53 ) (51 ) (59 ) 163 (53 ) Total comprehensive income (loss), net of tax 799 828 725 560 (2,107 ) 805 Comprehensive (income) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Comprehensive income (loss) attributable to Celanese Corporation 799 828 725 554 (2,107 ) 799 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) Year Ended December 31, 2018 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net earnings (loss) 1,207 1,207 1,019 1,205 (3,425 ) 1,213 Other comprehensive income (loss), net of tax Unrealized gain (loss) on marketable securities — — 6 13 (19 ) — Foreign currency translation (60 ) (60 ) (90 ) (109 ) 259 (60 ) Gain (loss) from cash flow hedges (10 ) (10 ) (2 ) (1 ) 13 (10 ) Total other comprehensive income (loss), net of tax (70 ) (70 ) (86 ) (97 ) 253 (70 ) Total comprehensive income (loss), net of tax 1,137 1,137 933 1,108 (3,172 ) 1,143 Comprehensive (income) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Comprehensive income (loss) attributable to Celanese Corporation 1,137 1,137 933 1,102 (3,172 ) 1,137 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) Year Ended December 31, 2017 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net earnings (loss) 843 843 768 687 (2,292 ) 849 Other comprehensive income (loss), net of tax Unrealized gain (loss) on marketable securities (1 ) (1 ) (1 ) (1 ) 3 (1 ) Foreign currency translation 174 174 226 268 (668 ) 174 Gain (loss) from cash flow hedges (1 ) (1 ) (1 ) (1 ) 3 (1 ) Pension and postretirement benefits 9 9 7 10 (26 ) 9 Total other comprehensive income (loss), net of tax 181 181 231 276 (688 ) 181 Total comprehensive income (loss), net of tax 1,024 1,024 999 963 (2,980 ) 1,030 Comprehensive (income) loss attributable to noncontrolling interests — — — (6 ) — (6 ) Comprehensive income (loss) attributable to Celanese Corporation 1,024 1,024 999 957 (2,980 ) 1,024 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING BALANCE SHEET As of December 31, 2019 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) ASSETS Current Assets Cash and cash equivalents — — 16 447 — 463 Trade receivables - third party and affiliates — — 122 851 (123 ) 850 Non-trade receivables, net 56 1,188 1,925 743 (3,581 ) 331 Inventories, net — — 360 725 (47 ) 1,038 Marketable securities — — 24 16 — 40 Other assets — 36 11 38 (42 ) 43 Total current assets 56 1,224 2,458 2,820 (3,793 ) 2,765 Investments in affiliates 4,064 5,217 4,206 841 (13,353 ) 975 Property, plant and equipment, net — — 1,461 2,252 — 3,713 Operating lease right-of-use assets — — 50 153 — 203 Deferred income taxes — — — 101 (5 ) 96 Other assets — 1,661 195 445 (1,963 ) 338 Goodwill — — 399 675 — 1,074 Intangible assets, net — — 125 187 — 312 Total assets 4,120 8,102 8,894 7,474 (19,114 ) 9,476 LIABILITIES AND EQUITY Current Liabilities Short-term borrowings and current installments of long-term debt - third party and affiliates 1,596 374 1,089 385 (2,948 ) 496 Trade payables - third party and affiliates 17 — 333 553 (123 ) 780 Other liabilities — 49 188 397 (173 ) 461 Income taxes payable — — 439 80 (502 ) 17 Total current liabilities 1,613 423 2,049 1,415 (3,746 ) 1,754 Noncurrent Liabilities Long-term debt, net of unamortized deferred financing costs — 3,565 1,677 101 (1,934 ) 3,409 Deferred income taxes — 3 101 158 (5 ) 257 Uncertain tax positions — — — 169 (4 ) 165 Benefit obligations — — 257 332 — 589 Operating lease liabilities — — 40 140 1 181 Other liabilities — 47 93 118 (35 ) 223 Total noncurrent liabilities — 3,615 2,168 1,018 (1,977 ) 4,824 Total Celanese Corporation stockholders' equity 2,507 4,064 4,677 4,650 (13,391 ) 2,507 Noncontrolling interests — — — 391 — 391 Total equity 2,507 4,064 4,677 5,041 (13,391 ) 2,898 Total liabilities and equity 4,120 8,102 8,894 7,474 (19,114 ) 9,476 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING BALANCE SHEET As of December 31, 2018 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) ASSETS Current Assets Cash and cash equivalents — — 30 409 — 439 Trade receivables - third party and affiliates — — 96 1,040 (119 ) 1,017 Non-trade receivables, net 40 551 797 697 (1,784 ) 301 Inventories, net — — 329 765 (48 ) 1,046 Marketable securities — — 31 — — 31 Other assets — 24 10 37 (31 ) 40 Total current assets 40 575 1,293 2,948 (1,982 ) 2,874 Investments in affiliates 3,503 4,820 4,678 855 (12,877 ) 979 Property, plant and equipment, net — — 1,289 2,430 — 3,719 Deferred income taxes — — — 86 (2 ) 84 Other assets — 1,658 142 461 (1,971 ) 290 Goodwill — — 399 658 — 1,057 Intangible assets, net — — 132 178 — 310 Total assets 3,543 7,053 7,933 7,616 (16,832 ) 9,313 LIABILITIES AND EQUITY Current Liabilities Short-term borrowings and current installments of long-term debt - third party and affiliates 544 333 465 258 (1,039 ) 561 Trade payables - third party and affiliates 13 1 342 583 (120 ) 819 Other liabilities 1 87 267 258 (270 ) 343 Income taxes payable — — 475 88 (507 ) 56 Total current liabilities 558 421 1,549 1,187 (1,936 ) 1,779 Noncurrent Liabilities Long-term debt, net of unamortized deferred financing costs — 3,104 1,679 127 (1,940 ) 2,970 Deferred income taxes — 15 85 157 (2 ) 255 Uncertain tax positions — — 6 152 — 158 Benefit obligations — — 250 314 — 564 Other liabilities 1 10 99 138 (40 ) 208 Total noncurrent liabilities 1 3,129 2,119 888 (1,982 ) 4,155 Total Celanese Corporation stockholders' equity 2,984 3,503 4,265 5,146 (12,914 ) 2,984 Noncontrolling interests — — — 395 — 395 Total equity 2,984 3,503 4,265 5,541 (12,914 ) 3,379 Total liabilities and equity 3,543 7,053 7,933 7,616 (16,832 ) 9,313 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2019 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net cash provided by (used in) operating activities 1,297 (42 ) 1,044 716 (1,561 ) 1,454 Investing Activities Capital expenditures on property, plant and equipment — — (246 ) (124 ) — (370 ) Acquisitions, net of cash acquired — — (31 ) (60 ) — (91 ) Proceeds from sale of businesses and assets, net — — 9 — (8 ) 1 Return of capital from subsidiary — — 10 — (10 ) — Contributions to subsidiary — — (222 ) (218 ) 440 — Intercompany loan receipts (disbursements) — — (536 ) — 536 — Purchases of marketable securities — — — (16 ) — (16 ) Other, net — — — (25 ) 8 (17 ) Net cash provided by (used in) investing activities — — (1,016 ) (443 ) 966 (493 ) Financing Activities Net change in short-term borrowings with maturities of 3 months or less — 160 17 (4 ) 74 247 Proceeds from short-term borrowings — — — 727 (610 ) 117 Repayments of short-term borrowings — — — (91 ) — (91 ) Proceeds from long-term debt — 499 — — — 499 Repayments of long-term debt — (335 ) (1 ) (24 ) — (360 ) Purchases of treasury stock, including related fees (996 ) — — — — (996 ) Dividends to parent — (272 ) (251 ) (1,038 ) 1,561 — Contributions from parent — — 218 222 (440 ) — Stock option exercises (1 ) — — — — (1 ) Common stock dividends (300 ) — — — — (300 ) Return of capital to parent — — — (10 ) 10 — (Distributions to) contributions from noncontrolling interests — — — (10 ) — (10 ) Other, net — (10 ) (25 ) (5 ) — (40 ) Net cash provided by (used in) financing activities (1,297 ) 42 (42 ) (233 ) 595 (935 ) Exchange rate effects on cash and cash equivalents — — — (2 ) — (2 ) Net increase (decrease) in cash and cash equivalents — — (14 ) 38 — 24 Cash and cash equivalents as of beginning of period — — 30 409 — 439 Cash and cash equivalents as of end of period — — 16 447 — 463 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2018 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net cash provided by (used in) operating activities 1,085 560 259 833 (1,179 ) 1,558 Investing Activities Capital expenditures on property, plant and equipment — — (225 ) (112 ) — (337 ) Acquisitions, net of cash acquired — — (144 ) — — (144 ) Proceeds from sale of businesses and assets, net — — — 13 — 13 Return of capital from subsidiary — — 233 — (233 ) — Contributions to subsidiary — — (25 ) — 25 — Intercompany loan receipts (disbursements) — (427 ) (66 ) (285 ) 778 — Other, net — — (8 ) (31 ) — (39 ) Net cash provided by (used in) investing activities — (427 ) (235 ) (415 ) 570 (507 ) Financing Activities Net change in short-term borrowings with maturities of 3 months or less — 61 18 (51 ) (66 ) (38 ) Proceeds from short-term borrowings — — — 51 — 51 Repayments of short-term borrowings — — — (78 ) — (78 ) Proceeds from long-term debt — 846 427 — (712 ) 561 Repayments of long-term debt — (494 ) (26 ) (16 ) — (536 ) Purchases of treasury stock, including related fees (805 ) — — — — (805 ) Dividends to parent — (541 ) (633 ) (5 ) 1,179 — Contributions from parent — — — 25 (25 ) — Common stock dividends (280 ) — — — — (280 ) Return of capital to parent — — — (233 ) 233 — (Distributions to) contributions from noncontrolling interests — — — (23 ) — (23 ) Other, net — (5 ) (10 ) (2 ) — (17 ) Net cash provided by (used in) financing activities (1,085 ) (133 ) (224 ) (332 ) 609 (1,165 ) Exchange rate effects on cash and cash equivalents — — — (23 ) — (23 ) Net increase (decrease) in cash and cash equivalents — — (200 ) 63 — (137 ) Cash and cash equivalents as of beginning of period — — 230 346 — 576 Cash and cash equivalents as of end of period — — 30 409 — 439 CELANESE CORPORATION AND SUBSIDIARIES CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2017 Parent Guarantor Issuer Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (In $ millions) Net cash provided by (used in) operating activities 740 868 425 593 (1,823 ) 803 Investing Activities Capital expenditures on property, plant and equipment — — (176 ) (91 ) — (267 ) Acquisitions, net of cash acquired — (11 ) (12 ) (274 ) 28 (269 ) Proceeds from sale of businesses and assets, net — — 9 20 (28 ) 1 Return of capital from subsidiary — 16 241 — (257 ) — Intercompany loan receipts (disbursements) — (530 ) (25 ) — 555 — Other, net — — (2 ) (12 ) — (14 ) Net cash provided by (used in) investing activities — (525 ) 35 (357 ) 298 (549 ) Financing Activities Net change in short-term borrowings with maturities of 3 months or less — 56 15 51 (11 ) 111 Proceeds from short-term borrowings — — — 182 — 182 Repayments of short-term borrowings — — — (124 ) — (124 ) Proceeds from long-term debt — 351 530 14 (544 ) 351 Repayments of long-term debt — (6 ) (2 ) (69 ) — (77 ) Purchases of treasury stock, including related fees (500 ) — — — — (500 ) Dividends to parent — (741 ) (802 ) (280 ) 1,823 — Stock option exercises 1 — — — — 1 Common stock dividends (241 ) — — — — (241 ) Return of capital to parent — — — (257 ) 257 — (Distributions to) contributions from noncontrolling interests — — — (27 ) — (27 ) Other, net — (3 ) (22 ) (2 ) — (27 ) Net cash provided by (used in) financing activities (740 ) (343 ) (281 ) (512 ) 1,525 (351 ) Exchange rate effects on cash and cash equivalents — — — 35 — 35 Net increase (decrease) in cash and cash equivalents — — 179 (241 ) — (62 ) Cash and cash equivalents as of beginning of period — — 51 587 — 638 Cash and cash equivalents as of end of period — — 230 346 — 576 |