|
|
|
|
|
☑
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended
|
|
September 30, 2019
|
|
Or
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
Delaware
|
98-0420726
|
(State or Other Jurisdiction of Incorporation or Organization)
|
(I.R.S. Employer Identification No.)
|
Title of Each Class
|
Trading Symbol(s)
|
Name of Each Exchange on Which Registered
|
Common Stock, par value $0.0001 per share
|
CE
|
The New York Stock Exchange
|
1.125% Senior Notes due 2023
|
CE /23
|
The New York Stock Exchange
|
1.250% Senior Notes due 2025
|
CE /25
|
The New York Stock Exchange
|
2.125% Senior Notes due 2027
|
CE /27
|
The New York Stock Exchange
|
|
|
|
|
|
|
|
Page
|
|
|
|
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||
|
||
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||
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||
|
||
|
||
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
(In $ millions, except share and per share data)
|
||||||||||
Net sales
|
1,586
|
|
|
1,771
|
|
|
4,865
|
|
|
5,466
|
|
Cost of sales
|
(1,172
|
)
|
|
(1,255
|
)
|
|
(3,575
|
)
|
|
(3,914
|
)
|
Gross profit
|
414
|
|
|
516
|
|
|
1,290
|
|
|
1,552
|
|
Selling, general and administrative expenses
|
(120
|
)
|
|
(129
|
)
|
|
(358
|
)
|
|
(412
|
)
|
Amortization of intangible assets
|
(6
|
)
|
|
(5
|
)
|
|
(18
|
)
|
|
(18
|
)
|
Research and development expenses
|
(17
|
)
|
|
(18
|
)
|
|
(50
|
)
|
|
(54
|
)
|
Other (charges) gains, net
|
(7
|
)
|
|
12
|
|
|
(101
|
)
|
|
9
|
|
Foreign exchange gain (loss), net
|
(1
|
)
|
|
—
|
|
|
5
|
|
|
2
|
|
Gain (loss) on disposition of businesses and assets, net
|
(3
|
)
|
|
(2
|
)
|
|
(2
|
)
|
|
(4
|
)
|
Operating profit (loss)
|
260
|
|
|
374
|
|
|
766
|
|
|
1,075
|
|
Equity in net earnings (loss) of affiliates
|
45
|
|
|
66
|
|
|
134
|
|
|
180
|
|
Non-operating pension and other postretirement employee benefit (expense) income
|
17
|
|
|
25
|
|
|
51
|
|
|
77
|
|
Interest expense
|
(27
|
)
|
|
(30
|
)
|
|
(87
|
)
|
|
(95
|
)
|
Refinancing expense
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
Interest income
|
1
|
|
|
2
|
|
|
4
|
|
|
4
|
|
Dividend income - equity investments
|
27
|
|
|
26
|
|
|
89
|
|
|
92
|
|
Other income (expense), net
|
—
|
|
|
(1
|
)
|
|
(6
|
)
|
|
3
|
|
Earnings (loss) from continuing operations before tax
|
323
|
|
|
462
|
|
|
947
|
|
|
1,336
|
|
Income tax (provision) benefit
|
(53
|
)
|
|
(54
|
)
|
|
(127
|
)
|
|
(216
|
)
|
Earnings (loss) from continuing operations
|
270
|
|
|
408
|
|
|
820
|
|
|
1,120
|
|
Earnings (loss) from operation of discontinued operations
|
(6
|
)
|
|
(7
|
)
|
|
(9
|
)
|
|
(9
|
)
|
Income tax (provision) benefit from discontinued operations
|
1
|
|
|
1
|
|
|
2
|
|
|
1
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
(6
|
)
|
|
(7
|
)
|
|
(8
|
)
|
Net earnings (loss)
|
265
|
|
|
402
|
|
|
813
|
|
|
1,112
|
|
Net (earnings) loss attributable to noncontrolling interests
|
(2
|
)
|
|
(1
|
)
|
|
(4
|
)
|
|
(4
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
263
|
|
|
401
|
|
|
809
|
|
|
1,108
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations
|
268
|
|
|
407
|
|
|
816
|
|
|
1,116
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
(6
|
)
|
|
(7
|
)
|
|
(8
|
)
|
Net earnings (loss)
|
263
|
|
|
401
|
|
|
809
|
|
|
1,108
|
|
Earnings (loss) per common share - basic
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
2.18
|
|
|
3.02
|
|
|
6.52
|
|
|
8.25
|
|
Discontinued operations
|
(0.04
|
)
|
|
(0.04
|
)
|
|
(0.06
|
)
|
|
(0.06
|
)
|
Net earnings (loss) - basic
|
2.14
|
|
|
2.98
|
|
|
6.46
|
|
|
8.19
|
|
Earnings (loss) per common share - diluted
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
2.17
|
|
|
3.00
|
|
|
6.49
|
|
|
8.18
|
|
Discontinued operations
|
(0.04
|
)
|
|
(0.04
|
)
|
|
(0.06
|
)
|
|
(0.06
|
)
|
Net earnings (loss) - diluted
|
2.13
|
|
|
2.96
|
|
|
6.43
|
|
|
8.12
|
|
Weighted average shares - basic
|
122,699,859
|
|
|
134,519,301
|
|
|
125,159,647
|
|
|
135,336,704
|
|
Weighted average shares - diluted
|
123,299,664
|
|
|
135,499,390
|
|
|
125,868,829
|
|
|
136,387,703
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
(In $ millions)
|
||||||||||
Net earnings (loss)
|
265
|
|
|
402
|
|
|
813
|
|
|
1,112
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation gain (loss)
|
(7
|
)
|
|
(35
|
)
|
|
(11
|
)
|
|
(52
|
)
|
Gain (loss) on cash flow hedges
|
(32
|
)
|
|
4
|
|
|
(48
|
)
|
|
9
|
|
Pension and postretirement benefits gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Total other comprehensive income (loss), net of tax
|
(39
|
)
|
|
(31
|
)
|
|
(59
|
)
|
|
(42
|
)
|
Total comprehensive income (loss), net of tax
|
226
|
|
|
371
|
|
|
754
|
|
|
1,070
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
(2
|
)
|
|
(1
|
)
|
|
(4
|
)
|
|
(4
|
)
|
Comprehensive income (loss) attributable to Celanese Corporation
|
224
|
|
|
370
|
|
|
750
|
|
|
1,066
|
|
|
Three Months Ended September 30,
|
||||||||||
|
2019
|
|
2018
|
||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
||||
|
(In $ millions, except share data)
|
||||||||||
Common Stock
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
123,740,349
|
|
|
—
|
|
|
135,018,148
|
|
|
—
|
|
Purchases of treasury stock
|
(2,444,278
|
)
|
|
—
|
|
|
(1,292,375
|
)
|
|
—
|
|
Stock awards
|
37,232
|
|
|
—
|
|
|
5,736
|
|
|
—
|
|
Balance as of the end of the period
|
121,333,303
|
|
|
—
|
|
|
133,731,509
|
|
|
—
|
|
Treasury Stock
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
45,170,482
|
|
|
(3,347
|
)
|
|
33,276,096
|
|
|
(2,131
|
)
|
Purchases of treasury stock, including related fees
|
2,444,278
|
|
|
(275
|
)
|
|
1,292,375
|
|
|
(150
|
)
|
Balance as of the end of the period
|
47,614,760
|
|
|
(3,622
|
)
|
|
34,568,471
|
|
|
(2,281
|
)
|
Additional Paid-In Capital
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
233
|
|
|
|
|
208
|
|
||
Stock-based compensation, net of tax
|
|
|
11
|
|
|
|
|
14
|
|
||
Stock option exercises, net of tax
|
|
|
—
|
|
|
|
|
—
|
|
||
Balance as of the end of the period
|
|
|
244
|
|
|
|
|
222
|
|
||
Retained Earnings
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
6,245
|
|
|
|
|
5,491
|
|
||
Net earnings (loss) attributable to Celanese Corporation
|
|
|
263
|
|
|
|
|
401
|
|
||
Common stock dividends
|
|
|
(77
|
)
|
|
|
|
(73
|
)
|
||
Balance as of the end of the period
|
|
|
6,431
|
|
|
|
|
5,819
|
|
||
Accumulated Other Comprehensive Income (Loss), Net
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
(267
|
)
|
|
|
|
(188
|
)
|
||
Other comprehensive income (loss), net of tax
|
|
|
(39
|
)
|
|
|
|
(31
|
)
|
||
Balance as of the end of the period
|
|
|
(306
|
)
|
|
|
|
(219
|
)
|
||
Total Celanese Corporation stockholders' equity
|
|
|
2,747
|
|
|
|
|
3,541
|
|
||
Noncontrolling Interests
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
390
|
|
|
|
|
407
|
|
||
Net earnings (loss) attributable to noncontrolling interests
|
|
|
2
|
|
|
|
|
1
|
|
||
(Distributions to) contributions from noncontrolling interests
|
|
|
—
|
|
|
|
|
(6
|
)
|
||
Balance as of the end of the period
|
|
|
392
|
|
|
|
|
402
|
|
||
Total equity
|
|
|
3,139
|
|
|
|
|
3,943
|
|
|
Nine Months Ended September 30,
|
||||||||||
|
2019
|
|
2018
|
||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
||||
|
(In $ millions, except share data)
|
||||||||||
Common Stock
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
128,095,849
|
|
|
—
|
|
|
135,769,256
|
|
|
—
|
|
Stock option exercises
|
14,045
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Purchases of treasury stock
|
(7,334,433
|
)
|
|
—
|
|
|
(2,180,758
|
)
|
|
—
|
|
Stock awards
|
557,842
|
|
|
—
|
|
|
143,011
|
|
|
—
|
|
Balance as of the end of the period
|
121,333,303
|
|
|
—
|
|
|
133,731,509
|
|
|
—
|
|
Treasury Stock
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
40,323,105
|
|
|
(2,849
|
)
|
|
32,387,713
|
|
|
(2,031
|
)
|
Purchases of treasury stock, including related fees
|
7,334,433
|
|
|
(775
|
)
|
|
2,180,758
|
|
|
(250
|
)
|
Issuance of treasury stock under stock plans
|
(42,778
|
)
|
|
2
|
|
|
—
|
|
|
—
|
|
Balance as of the end of the period
|
47,614,760
|
|
|
(3,622
|
)
|
|
34,568,471
|
|
|
(2,281
|
)
|
Additional Paid-In Capital
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
233
|
|
|
|
|
175
|
|
||
Stock-based compensation, net of tax
|
|
|
12
|
|
|
|
|
47
|
|
||
Stock option exercises, net of tax
|
|
|
(1
|
)
|
|
|
|
—
|
|
||
Balance as of the end of the period
|
|
|
244
|
|
|
|
|
222
|
|
||
Retained Earnings
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
5,847
|
|
|
|
|
4,920
|
|
||
Net earnings (loss) attributable to Celanese Corporation
|
|
|
809
|
|
|
|
|
1,108
|
|
||
Common stock dividends
|
|
|
(225
|
)
|
|
|
|
(209
|
)
|
||
Balance as of the end of the period
|
|
|
6,431
|
|
|
|
|
5,819
|
|
||
Accumulated Other Comprehensive Income (Loss), Net
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
(247
|
)
|
|
|
|
(177
|
)
|
||
Other comprehensive income (loss), net of tax
|
|
|
(59
|
)
|
|
|
|
(42
|
)
|
||
Balance as of the end of the period
|
|
|
(306
|
)
|
|
|
|
(219
|
)
|
||
Total Celanese Corporation stockholders' equity
|
|
|
2,747
|
|
|
|
|
3,541
|
|
||
Noncontrolling Interests
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
|
|
395
|
|
|
|
|
412
|
|
||
Net earnings (loss) attributable to noncontrolling interests
|
|
|
4
|
|
|
|
|
4
|
|
||
(Distributions to) contributions from noncontrolling interests
|
|
|
(7
|
)
|
|
|
|
(14
|
)
|
||
Balance as of the end of the period
|
|
|
392
|
|
|
|
|
402
|
|
||
Total equity
|
|
|
3,139
|
|
|
|
|
3,943
|
|
|
Nine Months Ended
September 30, |
||||
|
2019
|
|
2018
|
||
|
(In $ millions)
|
||||
Operating Activities
|
|
|
|
||
Net earnings (loss)
|
813
|
|
|
1,112
|
|
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities
|
|
|
|
||
Asset impairments
|
83
|
|
|
—
|
|
Depreciation, amortization and accretion
|
265
|
|
|
258
|
|
Pension and postretirement net periodic benefit cost
|
(44
|
)
|
|
(69
|
)
|
Pension and postretirement contributions
|
(35
|
)
|
|
(35
|
)
|
Deferred income taxes, net
|
(21
|
)
|
|
43
|
|
(Gain) loss on disposition of businesses and assets, net
|
2
|
|
|
5
|
|
Stock-based compensation
|
38
|
|
|
53
|
|
Undistributed earnings in unconsolidated affiliates
|
(8
|
)
|
|
(19
|
)
|
Other, net
|
15
|
|
|
18
|
|
Operating cash provided by (used in) discontinued operations
|
5
|
|
|
4
|
|
Changes in operating assets and liabilities
|
|
|
|
||
Trade receivables - third party and affiliates, net
|
55
|
|
|
(114
|
)
|
Inventories
|
34
|
|
|
(142
|
)
|
Other assets
|
(36
|
)
|
|
(60
|
)
|
Trade payables - third party and affiliates
|
(44
|
)
|
|
44
|
|
Other liabilities
|
6
|
|
|
97
|
|
Net cash provided by (used in) operating activities
|
1,128
|
|
|
1,195
|
|
Investing Activities
|
|
|
|
||
Capital expenditures on property, plant and equipment
|
(226
|
)
|
|
(244
|
)
|
Acquisitions, net of cash acquired
|
(91
|
)
|
|
(144
|
)
|
Proceeds from sale of businesses and assets, net
|
1
|
|
|
13
|
|
Other, net
|
(9
|
)
|
|
(34
|
)
|
Net cash provided by (used in) investing activities
|
(325
|
)
|
|
(409
|
)
|
Financing Activities
|
|
|
|
||
Net change in short-term borrowings with maturities of 3 months or less
|
127
|
|
|
(86
|
)
|
Proceeds from short-term borrowings
|
110
|
|
|
44
|
|
Repayments of short-term borrowings
|
(85
|
)
|
|
(62
|
)
|
Proceeds from long-term debt
|
499
|
|
|
—
|
|
Repayments of long-term debt
|
(354
|
)
|
|
(56
|
)
|
Purchases of treasury stock, including related fees
|
(763
|
)
|
|
(250
|
)
|
Common stock dividends
|
(225
|
)
|
|
(209
|
)
|
(Distributions to) contributions from noncontrolling interests
|
(7
|
)
|
|
(14
|
)
|
Other, net
|
(38
|
)
|
|
(6
|
)
|
Net cash provided by (used in) financing activities
|
(736
|
)
|
|
(639
|
)
|
Exchange rate effects on cash and cash equivalents
|
(9
|
)
|
|
(20
|
)
|
Net increase (decrease) in cash and cash equivalents
|
58
|
|
|
127
|
|
Cash and cash equivalents as of beginning of period
|
439
|
|
|
576
|
|
Cash and cash equivalents as of end of period
|
497
|
|
|
703
|
|
Standard
|
|
Description
|
|
Effective Date
|
|
Effect on the Financial Statements or Other Significant Matters
|
|
|
|
|
|
|
|
In August 2018, the FASB issued ASU 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans.
|
|
The new guidance modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing disclosures that no longer are considered cost beneficial, clarifying the specific requirements of disclosures and adding disclosure requirements identified as relevant.
|
|
January 1, 2020. Early adoption is permitted.
|
|
The Company is currently evaluating the impact of adoption on its financial statements and related disclosures, but does not anticipate a material impact to the consolidated financial statements.
|
|
|
|
|
|
|
|
In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.
|
|
The new guidance allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users.
|
|
January 1, 2019.
|
|
The Company adopted the new guidance effective January 1, 2019. The adoption of the new guidance did not have a material impact on the Company.
|
|
|
|
|
|
|
|
In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. Since that date, the FASB has issued additional ASUs clarifying certain aspects of ASU 2016-13.
|
|
The new guidance requires financial instruments measured at amortized cost basis to be presented at the net amount expected to be collected through application of the current expected credit losses model. The model requires an estimate of the credit losses expected over the life of an exposure or pool of exposures. The income statement will reflect the measurement of credit losses for newly recognized financial assets, as well as the expected increases or decreases of expected credit losses that have taken place during the period.
|
|
January 1, 2020. Early adoption is permitted.
|
|
The Company is currently evaluating the impact of adoption on its financial statements and related disclosures, but does not anticipate a material impact to the consolidated financial statements.
|
|
|
|
|
|
|
|
In February 2016, the FASB issued ASU 2016-02, Leases. Since that date, the FASB has issued additional ASUs clarifying certain aspects of ASU 2016-02.
|
|
The new guidance supersedes the lease guidance under FASB Accounting Standards Codification ("ASC") Topic 840, Leases, resulting in the creation of FASB ASC Topic 842, Leases. The guidance requires a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases. Subsequent guidance issued after February 2016 did not change the core principle of ASU 2016-02.
|
|
January 1, 2019.
|
|
The Company adopted the new guidance effective January 1, 2019, using the modified retrospective transition method, which did not require the Company to adjust comparative periods. See the Adoption of ASU 2016-02 section below for additional information.
|
|
|
|
|
|
|
|
•
|
the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification;
|
•
|
the land easements practical expedient, which allowed the Company to carry forward the accounting treatment for land easements on existing agreements;
|
•
|
the short-term lease practical expedient, which allowed the Company to exclude short-term leases from recognition in the unaudited consolidated balance sheets; and
|
•
|
the bifurcation of lease and non-lease components practical expedient, which did not require the Company to bifurcate lease and non-lease components for all classes of assets.
|
•
|
Ocotlán, Mexico
|
|
Nine Months Ended
September 30, 2019 |
|
|
(In $ millions)
|
|
Asset impairments(1)
|
83
|
|
Restructuring(1)
|
3
|
|
Accelerated depreciation expense
|
7
|
|
Loss on disposition of assets, net
|
1
|
|
Other(1)
|
1
|
|
Total
|
95
|
|
(1)
|
Included in Other (charges) gains, net in the unaudited interim consolidated statement of operations (Note 14).
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Cash and cash equivalents
|
46
|
|
|
24
|
|
Trade receivables, net - third party and affiliates
|
13
|
|
|
11
|
|
Property, plant and equipment (net of accumulated depreciation - 2019: $161; 2018: $130)
|
631
|
|
|
659
|
|
Intangible assets (net of accumulated amortization - 2019: $4; 2018: $3)
|
22
|
|
|
23
|
|
Other assets
|
2
|
|
|
5
|
|
Total assets(1)
|
714
|
|
|
722
|
|
|
|
|
|
||
Trade payables
|
16
|
|
|
16
|
|
Other liabilities(2)
|
3
|
|
|
4
|
|
Total debt
|
4
|
|
|
5
|
|
Deferred income taxes
|
4
|
|
|
3
|
|
Total liabilities
|
27
|
|
|
28
|
|
(1)
|
Assets can only be used to settle the obligations of Fairway.
|
(2)
|
Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Property, plant and equipment, net
|
32
|
|
|
42
|
|
|
|
|
|
||
Trade payables
|
30
|
|
|
27
|
|
Current installments of long-term debt
|
15
|
|
|
14
|
|
Long-term debt
|
46
|
|
|
58
|
|
Total liabilities
|
91
|
|
|
99
|
|
|
|
|
|
||
Maximum exposure to loss
|
119
|
|
|
134
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Finished goods
|
668
|
|
|
697
|
|
Work-in-process
|
78
|
|
|
70
|
|
Raw materials and supplies
|
248
|
|
|
279
|
|
Total
|
994
|
|
|
1,046
|
|
|
Engineered
Materials
|
|
Acetate Tow
|
|
Acetyl Chain
|
|
Total
|
||||
|
(In $ millions)
|
||||||||||
As of December 31, 2018
|
707
|
|
|
148
|
|
|
202
|
|
|
1,057
|
|
Acquisitions
|
29
|
|
(1)
|
—
|
|
|
—
|
|
|
29
|
|
Exchange rate changes
|
(22
|
)
|
|
(1
|
)
|
|
(9
|
)
|
|
(32
|
)
|
As of September 30, 2019
|
714
|
|
|
147
|
|
|
193
|
|
|
1,054
|
|
(1)
|
Represents goodwill related to the acquisition of Next Polymers Ltd.
|
|
Licenses
|
|
Customer-
Related
Intangible
Assets
|
|
Developed
Technology
|
|
Covenants
Not to
Compete
and Other
|
|
Total
|
|
|||||
|
(In $ millions)
|
|
|||||||||||||
Gross Asset Value
|
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2018
|
42
|
|
|
651
|
|
|
44
|
|
|
56
|
|
|
793
|
|
|
Acquisitions
|
—
|
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25
|
|
(1)
|
Exchange rate changes
|
(1
|
)
|
|
(22
|
)
|
|
(1
|
)
|
|
—
|
|
|
(24
|
)
|
|
As of September 30, 2019
|
41
|
|
|
654
|
|
|
43
|
|
|
56
|
|
|
794
|
|
|
Accumulated Amortization
|
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2018
|
(33
|
)
|
|
(495
|
)
|
|
(32
|
)
|
|
(35
|
)
|
|
(595
|
)
|
|
Amortization
|
(1
|
)
|
|
(12
|
)
|
|
(3
|
)
|
|
(2
|
)
|
|
(18
|
)
|
|
Exchange rate changes
|
2
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|
As of September 30, 2019
|
(32
|
)
|
|
(489
|
)
|
|
(35
|
)
|
|
(37
|
)
|
|
(593
|
)
|
|
Net book value
|
9
|
|
|
165
|
|
|
8
|
|
|
19
|
|
|
201
|
|
|
(1)
|
Represents intangible assets acquired related to Next Polymers Ltd. with a weighted average amortization period of 13 years.
|
|
Trademarks
and Trade Names
|
|
|
|
(In $ millions)
|
|
|
As of December 31, 2018
|
112
|
|
|
Acquisitions
|
4
|
|
(1)
|
Accumulated impairment losses
|
—
|
|
|
Exchange rate changes
|
(3
|
)
|
|
As of September 30, 2019
|
113
|
|
|
(1)
|
Represents indefinite-lived intangible assets related to the acquisition of Next Polymers Ltd.
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Asset retirement obligations
|
9
|
|
|
3
|
|
30
|
|
|
30
|
|
|
62
|
|
|
76
|
|
|
10
|
|
|
7
|
|
|
11
|
|
|
20
|
|
|
Insurance
|
6
|
|
|
4
|
|
Interest
|
28
|
|
|
21
|
|
31
|
|
|
—
|
|
|
16
|
|
|
4
|
|
|
Salaries and benefits
|
80
|
|
|
119
|
|
Sales and use tax/foreign withholding tax payable
|
28
|
|
|
22
|
|
Other
|
47
|
|
|
37
|
|
Total
|
358
|
|
|
343
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Asset retirement obligations
|
12
|
|
|
13
|
|
Deferred proceeds
|
42
|
|
|
44
|
|
6
|
|
|
7
|
|
|
58
|
|
|
11
|
|
|
52
|
|
|
49
|
|
|
Insurance
|
42
|
|
|
37
|
|
Other
|
28
|
|
|
47
|
|
Total
|
240
|
|
|
208
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
|
|
|
|
||
Current installments of long-term debt
|
26
|
|
|
367
|
|
Short-term borrowings, including amounts due to affiliates(1)
|
68
|
|
|
77
|
|
Revolving credit facility(2)
|
159
|
|
|
40
|
|
Accounts receivable securitization facility(3)
|
115
|
|
|
77
|
|
Total
|
368
|
|
|
561
|
|
(1)
|
The weighted average interest rate was 2.9% and 3.2% as of September 30, 2019 and December 31, 2018, respectively.
|
(2)
|
The weighted average interest rate was 1.3% and 6.0% as of September 30, 2019 and December 31, 2018, respectively.
|
(3)
|
The weighted average interest rate was 2.9% and 3.1% as of September 30, 2019 and December 31, 2018, respectively.
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Long-Term Debt
|
|
|
|
||
Senior unsecured notes due 2019, interest rate of 3.250%
|
—
|
|
|
343
|
|
Senior unsecured notes due 2021, interest rate of 5.875%
|
400
|
|
|
400
|
|
Senior unsecured notes due 2022, interest rate of 4.625%
|
500
|
|
|
500
|
|
Senior unsecured notes due 2023, interest rate of 1.125%
|
816
|
|
|
857
|
|
Senior unsecured notes due 2024, interest rate of 3.500%
|
499
|
|
|
—
|
|
Senior unsecured notes due 2025, interest rate of 1.250%
|
326
|
|
|
343
|
|
Senior unsecured notes due 2027, interest rate of 2.125%
|
541
|
|
|
568
|
|
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%
|
167
|
|
|
167
|
|
Nilit bank loans due at various dates through 2026(1)
|
9
|
|
|
10
|
|
Obligations under finance leases due at various dates through 2054
|
146
|
|
|
167
|
|
Subtotal
|
3,404
|
|
|
3,355
|
|
Unamortized debt issuance costs(2)
|
(19
|
)
|
|
(18
|
)
|
Current installments of long-term debt
|
(26
|
)
|
|
(367
|
)
|
Total
|
3,359
|
|
|
2,970
|
|
(1)
|
The weighted average interest rate was 1.3% and 1.3% as of September 30, 2019 and December 31, 2018, respectively.
|
(2)
|
Related to the Company's long-term debt, excluding obligations under finance leases.
|
|
As of
September 30, 2019 |
|
|
(In $ millions)
|
|
Revolving Credit Facility
|
|
|
Borrowings outstanding(1)
|
159
|
|
Letters of credit issued
|
—
|
|
Available for borrowing(2)
|
1,091
|
|
(1)
|
The Company borrowed $982 million and repaid $856 million under its senior unsecured revolving credit facility during the nine months ended September 30, 2019.
|
(2)
|
The margin for borrowings under the senior unsecured revolving credit facility was 1.25% above LIBOR or EURIBOR at current Company credit ratings.
|
(1)
|
Outstanding accounts receivable transferred to the SPE was $182 million.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||||||
|
Pension
Benefits |
|
Post-retirement
Benefits |
|
Pension
Benefits |
|
Post-retirement
Benefits |
|
Pension
Benefits |
|
Post-retirement
Benefits |
|
Pension
Benefits |
|
Post-retirement
Benefits |
||||||||
|
(In $ millions)
|
||||||||||||||||||||||
Service cost
|
3
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|
—
|
|
Interest cost
|
28
|
|
|
1
|
|
|
26
|
|
|
1
|
|
|
86
|
|
|
2
|
|
|
78
|
|
|
2
|
|
Expected return on plan assets
|
(46
|
)
|
|
—
|
|
|
(52
|
)
|
|
—
|
|
|
(139
|
)
|
|
—
|
|
|
(157
|
)
|
|
—
|
|
Special termination benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
Total
|
(15
|
)
|
|
1
|
|
|
(24
|
)
|
|
1
|
|
|
(46
|
)
|
|
2
|
|
|
(71
|
)
|
|
2
|
|
|
As of
September 30, 2019 |
|
Total
Expected
2019
|
||
|
(In $ millions)
|
||||
Cash contributions to defined benefit pension plans
|
16
|
|
|
22
|
|
Benefit payments to nonqualified pension plans
|
16
|
|
|
21
|
|
Benefit payments to other postretirement benefit plans
|
3
|
|
|
5
|
|
Cash contributions to German multiemployer defined benefit pension plans(1)
|
6
|
|
|
9
|
|
(1)
|
The Company makes contributions based on specified percentages of employee contributions.
|
|
Increase
|
|
Quarterly Common
Stock Cash Dividend
|
|
Annual Common
Stock Cash Dividend
|
|
Effective Date
|
|
(In percentages)
|
|
(In $ per share)
|
|
|
||
April 2018
|
17
|
|
0.54
|
|
2.16
|
|
May 2018
|
April 2019
|
15
|
|
0.62
|
|
2.48
|
|
May 2019
|
|
Nine Months Ended
September 30, |
|
Total From
February 2008 Through September 30, 2019 |
||||||||
|
2019
|
|
2018
|
|
|||||||
Shares repurchased
|
7,334,433
|
|
|
2,179,058
|
|
|
55,047,144
|
|
|||
Average purchase price per share
|
$
|
105.67
|
|
|
$
|
114.73
|
|
|
$
|
71.35
|
|
Shares repurchased (in $ millions)
|
$
|
775
|
|
|
$
|
250
|
|
|
$
|
3,928
|
|
Aggregate Board of Directors repurchase authorizations during the period (in $ millions)(1)
|
$
|
1,500
|
|
|
$
|
—
|
|
|
$
|
5,366
|
|
(1)
|
These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.
|
|
Three Months Ended September 30,
|
||||||||||||||||
|
2019
|
|
2018
|
||||||||||||||
|
Gross
Amount
|
|
Income
Tax
(Provision)
Benefit
|
|
Net
Amount
|
|
Gross
Amount
|
|
Income
Tax
(Provision)
Benefit
|
|
Net
Amount |
||||||
|
(In $ millions)
|
||||||||||||||||
Foreign currency translation gain (loss)
|
(4
|
)
|
|
(3
|
)
|
|
(7
|
)
|
|
(31
|
)
|
|
(4
|
)
|
|
(35
|
)
|
Gain (loss) on cash flow hedges
|
(33
|
)
|
|
1
|
|
|
(32
|
)
|
|
4
|
|
|
—
|
|
|
4
|
|
Pension and postretirement benefits gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
(37
|
)
|
|
(2
|
)
|
|
(39
|
)
|
|
(27
|
)
|
|
(4
|
)
|
|
(31
|
)
|
|
Nine Months Ended September 30,
|
||||||||||||||||
|
2019
|
|
2018
|
||||||||||||||
|
Gross
Amount |
|
Income
Tax (Provision) Benefit |
|
Net
Amount |
|
Gross
Amount |
|
Income
Tax (Provision) Benefit |
|
Net
Amount |
||||||
|
(In $ millions)
|
||||||||||||||||
Foreign currency translation gain (loss)
|
(3
|
)
|
|
(8
|
)
|
|
(11
|
)
|
|
(58
|
)
|
|
6
|
|
|
(52
|
)
|
Gain (loss) on cash flow hedges
|
(55
|
)
|
|
7
|
|
|
(48
|
)
|
|
8
|
|
|
1
|
|
|
9
|
|
Pension and postretirement benefits gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Total
|
(58
|
)
|
|
(1
|
)
|
|
(59
|
)
|
|
(49
|
)
|
|
7
|
|
|
(42
|
)
|
|
Foreign
Currency
Translation Gain (Loss)
|
|
Gain (Loss)
on Cash
Flow
Hedges
|
|
Pension
and
Postretirement
Benefits Gain (Loss)
|
|
Accumulated
Other
Comprehensive
Income
(Loss), Net
|
||||
|
(In $ millions)
|
||||||||||
As of December 31, 2018
|
(236
|
)
|
|
(8
|
)
|
|
(3
|
)
|
|
(247
|
)
|
Other comprehensive income (loss) before reclassifications
|
(3
|
)
|
|
(50
|
)
|
|
—
|
|
|
(53
|
)
|
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
Income tax (provision) benefit
|
(8
|
)
|
|
7
|
|
|
—
|
|
|
(1
|
)
|
As of September 30, 2019
|
(247
|
)
|
|
(56
|
)
|
|
(3
|
)
|
|
(306
|
)
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
(In $ millions)
|
||||||||||
Restructuring
|
(6
|
)
|
|
(1
|
)
|
|
(20
|
)
|
|
(4
|
)
|
Asset impairments
|
—
|
|
|
—
|
|
|
(83
|
)
|
|
—
|
|
Plant/office closures
|
(1
|
)
|
|
13
|
|
|
(2
|
)
|
|
13
|
|
Commercial disputes
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
Total
|
(7
|
)
|
|
12
|
|
|
(101
|
)
|
|
9
|
|
|
Engineered
Materials
|
|
Acetate Tow
|
|
Acetyl Chain
|
|
Other
|
|
Total
|
|||||
|
(In $ millions)
|
|||||||||||||
Employee Termination Benefits
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2018
|
—
|
|
|
2
|
|
|
2
|
|
|
—
|
|
|
4
|
|
Additions
|
9
|
|
|
3
|
|
|
1
|
|
|
8
|
|
|
21
|
|
Cash payments
|
(4
|
)
|
|
(2
|
)
|
|
—
|
|
|
(3
|
)
|
|
(9
|
)
|
Other changes
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
As of September 30, 2019
|
5
|
|
|
3
|
|
|
2
|
|
|
5
|
|
|
15
|
|
Plant/Office Closures
|
|
|
|
|
|
|
|
|
|
|||||
As of December 31, 2018
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Additions
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
As of September 30, 2019
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Total
|
5
|
|
|
4
|
|
|
2
|
|
|
5
|
|
|
16
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
(In percentages)
|
||||||
Effective income tax rate
|
16
|
|
12
|
|
13
|
|
16
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
Statement of Operations Classification
|
||
|
2019
|
|
|
||||
|
(In $ millions)
|
|
|
||||
Lease Cost
|
|
|
|
|
|
||
Operating lease cost
|
10
|
|
|
30
|
|
|
Cost of sales / Selling, general and administrative expenses
|
Short-term lease cost
|
6
|
|
|
16
|
|
|
Cost of sales / Selling, general and administrative expenses
|
Variable lease cost
|
2
|
|
|
6
|
|
|
Cost of sales / Selling, general and administrative expenses
|
Finance lease cost
|
|
|
|
|
|
||
Amortization of leased assets
|
5
|
|
|
14
|
|
|
Cost of sales
|
Interest on lease liabilities
|
4
|
|
|
14
|
|
|
Interest expense
|
Sublease income
|
—
|
|
|
—
|
|
|
Other income (expense), net
|
Total net lease cost
|
27
|
|
|
80
|
|
|
|
|
As of
September 30, 2019 |
|
Balance Sheet Classification
|
|
|
(In $ millions)
|
|
|
|
Leases
|
|
|
|
|
Assets
|
|
|
|
|
Operating lease assets
|
206
|
|
|
Operating lease ROU assets
|
Finance lease assets
|
87
|
|
|
Property, plant and equipment, net
|
Total leased assets
|
293
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Current
|
|
|
|
|
Operating
|
31
|
|
|
Current Other liabilities
|
Finance
|
24
|
|
|
Short-term borrowings and current installments of long-term debt
|
Noncurrent
|
|
|
|
|
Operating
|
182
|
|
|
Operating lease liabilities
|
Finance
|
122
|
|
|
Long-term debt
|
Total lease liabilities
|
359
|
|
|
|
|
As of
September 30, 2019 |
|
Weighted-Average Remaining Lease Term (years)
|
|
|
Operating leases
|
14.9
|
|
Finance leases
|
7.0
|
|
|
|
|
Weighted-Average Discount Rate
|
|
|
Operating leases
|
2.7
|
%
|
Finance leases
|
11.6
|
%
|
|
Nine Months Ended
September 30, 2019 |
|
|
(In $ millions)
|
|
Cash paid for amounts included in the measurement of lease liabilities
|
|
|
Operating cash flows from operating leases
|
28
|
|
Operating cash flows from finance leases
|
15
|
|
Financing cash flows from finance leases
|
17
|
|
|
|
|
ROU assets obtained in exchange for finance lease liabilities
|
—
|
|
ROU assets obtained in exchange for operating lease liabilities
|
9
|
|
|
As of September 30, 2019
|
||||
|
Operating Leases
|
|
Finance Leases
|
||
|
(In $ millions)
|
||||
2019
|
10
|
|
|
11
|
|
2020
|
34
|
|
|
40
|
|
2021
|
26
|
|
|
39
|
|
2022
|
23
|
|
|
30
|
|
2023
|
20
|
|
|
22
|
|
Later years
|
146
|
|
|
86
|
|
Sublease income
|
—
|
|
|
—
|
|
Total lease payments
|
259
|
|
|
228
|
|
Less amounts representing interest
|
(46
|
)
|
|
(82
|
)
|
Total lease obligations
|
213
|
|
|
146
|
|
|
As of December 31, 2018
|
||||
|
Operating Leases
|
|
Capital Leases
|
||
|
(In $ millions)
|
||||
2019
|
43
|
|
|
42
|
|
2020
|
34
|
|
|
42
|
|
2021
|
25
|
|
|
40
|
|
2022
|
23
|
|
|
32
|
|
2023
|
21
|
|
|
23
|
|
Later years
|
130
|
|
|
88
|
|
Sublease income
|
—
|
|
|
—
|
|
Minimum lease commitments
|
276
|
|
|
267
|
|
Less amounts representing interest
|
|
|
(100
|
)
|
|
Present value of net minimum lease obligations
|
|
|
|
167
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In € millions)
|
||||
Total
|
1,478
|
|
|
1,550
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Total
|
400
|
|
|
400
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Total
|
803
|
|
|
1,071
|
|
|
Gain (Loss) Recognized in Other Comprehensive Income (Loss)
|
|
Gain (Loss) Recognized in Earnings (Loss)
|
|
|
||||||||
|
Three Months Ended September 30,
|
|
Statement of Operations Classification
|
||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
|||||
|
(In $ millions)
|
|
|
||||||||||
Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
||||
Commodity swaps
|
(13
|
)
|
|
2
|
|
|
1
|
|
|
—
|
|
|
Cost of sales
|
Interest rate swaps
|
(19
|
)
|
|
2
|
|
|
—
|
|
|
—
|
|
|
Interest expense
|
Total
|
(32
|
)
|
|
4
|
|
|
1
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Designated as Net Investment Hedges
|
|
|
|
|
|
|
|
|
|
||||
48
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
22
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
Total
|
70
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Not Designated as Hedges
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forwards and swaps
|
—
|
|
|
—
|
|
|
9
|
|
|
(2
|
)
|
|
Foreign exchange gain (loss), net; Other income (expense), net
|
Total
|
—
|
|
|
—
|
|
|
9
|
|
|
(2
|
)
|
|
|
|
Gain (Loss) Recognized in Other Comprehensive Income (Loss)
|
|
Gain (Loss) Recognized in Earnings (Loss)
|
|
|
||||||||
|
Nine Months Ended September 30,
|
|
Statement of Operations Classification
|
||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
|||||
|
(In $ millions)
|
|
|
||||||||||
Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
||||
Commodity swaps
|
(5
|
)
|
|
6
|
|
|
5
|
|
|
1
|
|
|
Cost of sales
|
Interest rate swaps
|
(45
|
)
|
|
2
|
|
|
—
|
|
|
—
|
|
|
Interest expense
|
Foreign currency forwards
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
Cost of sales
|
Total
|
(50
|
)
|
|
9
|
|
|
5
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Designated as Net Investment Hedges
|
|
|
|
|
|
|
|
|
|
||||
74
|
|
|
44
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
Total
|
90
|
|
|
44
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Not Designated as Hedges
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forwards and swaps
|
—
|
|
|
—
|
|
|
9
|
|
|
15
|
|
|
Foreign exchange gain (loss), net; Other income (expense), net
|
Total
|
—
|
|
|
—
|
|
|
9
|
|
|
15
|
|
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Derivative Assets
|
|
|
|
||
Gross amount recognized
|
28
|
|
|
11
|
|
Gross amount offset in the consolidated balance sheets
|
2
|
|
|
2
|
|
Net amount presented in the consolidated balance sheets
|
26
|
|
|
9
|
|
Gross amount not offset in the consolidated balance sheets
|
1
|
|
|
3
|
|
Net amount
|
25
|
|
|
6
|
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(In $ millions)
|
||||
Derivative Liabilities
|
|
|
|
||
Gross amount recognized
|
70
|
|
|
20
|
|
Gross amount offset in the consolidated balance sheets
|
2
|
|
|
2
|
|
Net amount presented in the consolidated balance sheets
|
68
|
|
|
18
|
|
Gross amount not offset in the consolidated balance sheets
|
1
|
|
|
3
|
|
Net amount
|
67
|
|
|
15
|
|
|
Fair Value Measurement
|
|
|
|||||||
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Total
|
|
Balance Sheet Classification
|
|||
|
(In $ millions)
|
|
|
|||||||
As of September 30, 2019
|
|
|
|
|
|
|
|
|||
Designated as Net Investment Hedges
|
|
|
|
|
|
|
|
|||
Cross-currency swaps
|
—
|
|
|
16
|
|
|
16
|
|
|
Noncurrent Other assets
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|
||
Foreign currency forwards and swaps
|
—
|
|
|
10
|
|
|
10
|
|
|
Current Other assets
|
Total assets
|
—
|
|
|
26
|
|
|
26
|
|
|
|
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|||
Interest rate swaps
|
—
|
|
|
(55
|
)
|
|
(55
|
)
|
|
Noncurrent Other liabilities
|
Commodity swaps
|
—
|
|
|
(6
|
)
|
|
(6
|
)
|
|
Current Other liabilities
|
Commodity swaps
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
|
Noncurrent Other liabilities
|
Derivatives Designated as Net Investment Hedges
|
|
|
|
|
|
|
|
|||
Cross-currency swaps
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|
Current Other liabilities
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Foreign currency forwards and swaps
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|
Current Other liabilities
|
Total liabilities
|
—
|
|
|
(68
|
)
|
|
(68
|
)
|
|
|
As of December 31, 2018
|
|
|
|
|
|
|
|
|||
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|||
Commodity swaps
|
—
|
|
|
1
|
|
|
1
|
|
|
Current Other assets
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Foreign currency forwards and swaps
|
—
|
|
|
8
|
|
|
8
|
|
|
Current Other assets
|
Total assets
|
—
|
|
|
9
|
|
|
9
|
|
|
|
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|||
Commodity swaps
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|
Noncurrent Other liabilities
|
Interest rate swaps
|
—
|
|
|
(10
|
)
|
|
(10
|
)
|
|
Noncurrent Other liabilities
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Foreign currency forwards and swaps
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
|
Current Other liabilities
|
Total liabilities
|
—
|
|
|
(18
|
)
|
|
(18
|
)
|
|
|
|
|
|
Fair Value Measurement
|
||||||||
|
Carrying
Amount
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||
|
(In $ millions)
|
||||||||||
As of September 30, 2019
|
|
|
|
|
|
|
|
||||
Equity investments without readily determinable fair values
|
170
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Insurance contracts in nonqualified trusts
|
35
|
|
|
35
|
|
|
—
|
|
|
35
|
|
Long-term debt, including current installments of long-term debt
|
3,404
|
|
|
3,420
|
|
|
146
|
|
|
3,566
|
|
As of December 31, 2018
|
|
|
|
|
|
|
|
||||
Equity investments without readily determinable fair values
|
164
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Insurance contracts in nonqualified trusts
|
37
|
|
|
37
|
|
|
—
|
|
|
37
|
|
Long-term debt, including current installments of long-term debt
|
3,355
|
|
|
3,204
|
|
|
167
|
|
|
3,371
|
|
•
|
Demerger Obligations
|
•
|
Divestiture Obligations
|
|
Engineered
Materials
|
|
Acetate Tow
|
|
Acetyl
Chain
|
|
Other
Activities
|
|
Eliminations
|
|
Consolidated
|
|
||||||
|
(In $ millions)
|
|
||||||||||||||||
|
Three Months Ended September 30, 2019
|
|
||||||||||||||||
Net sales
|
591
|
|
|
158
|
|
|
867
|
|
|
—
|
|
|
(30
|
)
|
(1)
|
1,586
|
|
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(7
|
)
|
|
|
Operating profit (loss)
|
111
|
|
|
34
|
|
|
180
|
|
|
(65
|
)
|
|
—
|
|
|
260
|
|
|
Equity in net earnings (loss) of affiliates
|
41
|
|
|
—
|
|
|
1
|
|
|
3
|
|
|
—
|
|
|
45
|
|
|
Depreciation and amortization
|
33
|
|
|
14
|
|
|
43
|
|
|
4
|
|
|
—
|
|
|
94
|
|
|
Capital expenditures
|
23
|
|
|
9
|
|
|
47
|
|
|
8
|
|
|
—
|
|
|
87
|
|
(2)
|
|
Three Months Ended September 30, 2018
|
|
||||||||||||||||
Net sales
|
642
|
|
|
158
|
|
|
1,006
|
|
|
—
|
|
|
(35
|
)
|
(1)
|
1,771
|
|
|
—
|
|
|
(1
|
)
|
|
12
|
|
|
1
|
|
|
—
|
|
|
12
|
|
|
|
Operating profit (loss)
|
124
|
|
|
26
|
|
|
287
|
|
|
(63
|
)
|
|
—
|
|
|
374
|
|
|
Equity in net earnings (loss) of affiliates
|
62
|
|
|
—
|
|
|
2
|
|
|
2
|
|
|
—
|
|
|
66
|
|
|
Depreciation and amortization
|
31
|
|
|
21
|
|
|
36
|
|
|
2
|
|
|
—
|
|
|
90
|
|
|
Capital expenditures
|
25
|
|
|
9
|
|
|
39
|
|
|
2
|
|
|
—
|
|
|
75
|
|
(2)
|
(1)
|
Includes intersegment sales primarily related to the Acetyl Chain.
|
(2)
|
Includes an increase in accrued capital expenditures of $5 million and a decrease of $4 million for the three months ended September 30, 2019 and 2018, respectively.
|
|
Engineered
Materials
|
|
Acetate Tow
|
|
Acetyl
Chain
|
|
Other
Activities
|
|
Eliminations
|
|
Consolidated
|
|
||||||
|
(In $ millions)
|
|
||||||||||||||||
|
Nine Months Ended September 30, 2019
|
|
||||||||||||||||
Net sales
|
1,847
|
|
|
488
|
|
|
2,621
|
|
|
—
|
|
|
(91
|
)
|
(1)
|
4,865
|
|
|
6
|
|
|
(87
|
)
|
|
(1
|
)
|
|
(19
|
)
|
|
—
|
|
|
(101
|
)
|
|
|
Operating profit (loss)
|
358
|
|
|
30
|
|
|
570
|
|
|
(192
|
)
|
|
—
|
|
|
766
|
|
|
Equity in net earnings (loss) of affiliates
|
123
|
|
|
—
|
|
|
3
|
|
|
8
|
|
|
—
|
|
|
134
|
|
|
Depreciation and amortization
|
96
|
|
|
35
|
|
|
119
|
|
|
11
|
|
|
—
|
|
|
261
|
|
|
Capital expenditures
|
60
|
|
|
28
|
|
|
108
|
|
|
19
|
|
|
—
|
|
|
215
|
|
(2)
|
|
As of September 30, 2019
|
|
||||||||||||||||
Goodwill and intangible assets, net
|
988
|
|
|
152
|
|
|
228
|
|
|
—
|
|
|
—
|
|
|
1,368
|
|
|
Total assets
|
4,081
|
|
|
967
|
|
|
3,448
|
|
|
918
|
|
|
—
|
|
|
9,414
|
|
|
|
Nine Months Ended September 30, 2018
|
|
||||||||||||||||
Net sales
|
1,971
|
|
|
488
|
|
|
3,106
|
|
|
—
|
|
|
(99
|
)
|
(1)
|
5,466
|
|
|
—
|
|
|
(2
|
)
|
|
10
|
|
|
1
|
|
|
—
|
|
|
9
|
|
|
|
Operating profit (loss)
|
365
|
|
|
111
|
|
|
813
|
|
|
(214
|
)
|
|
—
|
|
|
1,075
|
|
|
Equity in net earnings (loss) of affiliates
|
169
|
|
|
—
|
|
|
5
|
|
|
6
|
|
|
—
|
|
|
180
|
|
|
Depreciation and amortization
|
96
|
|
|
44
|
|
|
107
|
|
|
8
|
|
|
—
|
|
|
255
|
|
|
Capital expenditures
|
72
|
|
|
19
|
|
|
122
|
|
|
7
|
|
|
—
|
|
|
220
|
|
(2)
|
|
As of December 31, 2018
|
|
||||||||||||||||
Goodwill and intangible assets, net
|
974
|
|
|
153
|
|
|
240
|
|
|
—
|
|
|
—
|
|
|
1,367
|
|
|
Total assets
|
4,012
|
|
|
1,032
|
|
|
3,471
|
|
|
798
|
|
|
—
|
|
|
9,313
|
|
|
(1)
|
Includes intersegment sales primarily related to the Acetyl Chain.
|
(2)
|
Includes a decrease in accrued capital expenditures of $11 million and $24 million for the nine months ended September 30, 2019 and 2018, respectively.
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
(In $ millions)
|
||||||||||
Engineered Materials
|
|
|
|
|
|
|
|
||||
North America
|
195
|
|
|
197
|
|
|
571
|
|
|
567
|
|
Europe and Africa
|
251
|
|
|
277
|
|
|
822
|
|
|
945
|
|
Asia-Pacific
|
126
|
|
|
145
|
|
|
400
|
|
|
403
|
|
South America
|
19
|
|
|
23
|
|
|
54
|
|
|
56
|
|
Total
|
591
|
|
|
642
|
|
|
1,847
|
|
|
1,971
|
|
|
|
|
|
|
|
|
|
||||
Acetate Tow
|
|
|
|
|
|
|
|
||||
North America
|
30
|
|
|
30
|
|
|
97
|
|
|
98
|
|
Europe and Africa
|
63
|
|
|
78
|
|
|
193
|
|
|
196
|
|
Asia-Pacific
|
60
|
|
|
44
|
|
|
176
|
|
|
163
|
|
South America
|
5
|
|
|
6
|
|
|
22
|
|
|
31
|
|
Total
|
158
|
|
|
158
|
|
|
488
|
|
|
488
|
|
|
|
|
|
|
|
|
|
||||
Acetyl Chain
|
|
|
|
|
|
|
|
||||
North America
|
273
|
|
|
298
|
|
|
837
|
|
|
873
|
|
Europe and Africa
|
280
|
|
|
302
|
|
|
856
|
|
|
958
|
|
Asia-Pacific
|
264
|
|
|
341
|
|
|
772
|
|
|
1,081
|
|
South America
|
20
|
|
|
30
|
|
|
65
|
|
|
95
|
|
Total(1)
|
837
|
|
|
971
|
|
|
2,530
|
|
|
3,007
|
|
(1)
|
Excludes intersegment sales of $30 million and $35 million for the three months ended September 30, 2019 and 2018, respectively. Excludes intersegment sales of $91 million and $99 million for the nine months ended September 30, 2019 and 2018, respectively.
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
(In $ millions, except share data)
|
||||||||||
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
||||
Earnings (loss) from continuing operations
|
268
|
|
|
407
|
|
|
816
|
|
|
1,116
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
(6
|
)
|
|
(7
|
)
|
|
(8
|
)
|
Net earnings (loss)
|
263
|
|
|
401
|
|
|
809
|
|
|
1,108
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares - basic
|
122,699,859
|
|
|
134,519,301
|
|
|
125,159,647
|
|
|
135,336,704
|
|
Incremental shares attributable to equity awards
|
599,805
|
|
|
980,089
|
|
|
709,182
|
|
|
1,050,999
|
|
Weighted average shares - diluted
|
123,299,664
|
|
|
135,499,390
|
|
|
125,868,829
|
|
|
136,387,703
|
|
|
Three Months Ended September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
570
|
|
|
1,292
|
|
|
(276
|
)
|
|
1,586
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(444
|
)
|
|
(1,011
|
)
|
|
283
|
|
|
(1,172
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
126
|
|
|
281
|
|
|
7
|
|
|
414
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(46
|
)
|
|
(74
|
)
|
|
—
|
|
|
(120
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(4
|
)
|
|
—
|
|
|
(6
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
(10
|
)
|
|
—
|
|
|
(17
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(6
|
)
|
|
—
|
|
|
(7
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
67
|
|
|
186
|
|
|
7
|
|
|
260
|
|
Equity in net earnings (loss) of affiliates
|
277
|
|
|
267
|
|
|
183
|
|
|
43
|
|
|
(725
|
)
|
|
45
|
|
Non-operating pension and other postretirement employee benefit (expense) income
|
—
|
|
|
—
|
|
|
15
|
|
|
2
|
|
|
—
|
|
|
17
|
|
Interest expense
|
(20
|
)
|
|
(5
|
)
|
|
(37
|
)
|
|
(9
|
)
|
|
44
|
|
|
(27
|
)
|
Interest income
|
—
|
|
|
18
|
|
|
23
|
|
|
4
|
|
|
(44
|
)
|
|
1
|
|
Dividend income - equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|
—
|
|
|
27
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
Earnings (loss) from continuing operations before tax
|
257
|
|
|
280
|
|
|
252
|
|
|
252
|
|
|
(718
|
)
|
|
323
|
|
Income tax (provision) benefit
|
6
|
|
|
(3
|
)
|
|
2
|
|
|
(57
|
)
|
|
(1
|
)
|
|
(53
|
)
|
Earnings (loss) from continuing operations
|
263
|
|
|
277
|
|
|
254
|
|
|
195
|
|
|
(719
|
)
|
|
270
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
Net earnings (loss)
|
263
|
|
|
277
|
|
|
249
|
|
|
195
|
|
|
(719
|
)
|
|
265
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
263
|
|
|
277
|
|
|
249
|
|
|
193
|
|
|
(719
|
)
|
|
263
|
|
|
Three Months Ended September 30, 2018
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
565
|
|
|
1,483
|
|
|
(277
|
)
|
|
1,771
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(432
|
)
|
|
(1,105
|
)
|
|
282
|
|
|
(1,255
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
133
|
|
|
378
|
|
|
5
|
|
|
516
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(46
|
)
|
|
(83
|
)
|
|
—
|
|
|
(129
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(4
|
)
|
|
—
|
|
|
(5
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
(11
|
)
|
|
—
|
|
|
(18
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
Foreign exchange gain (loss), net
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
1
|
|
|
—
|
|
|
(2
|
)
|
Operating profit (loss)
|
—
|
|
|
(3
|
)
|
|
76
|
|
|
296
|
|
|
5
|
|
|
374
|
|
Equity in net earnings (loss) of affiliates
|
401
|
|
|
411
|
|
|
286
|
|
|
64
|
|
|
(1,096
|
)
|
|
66
|
|
Non-operating pension and other postretirement employee benefit (expense) income
|
—
|
|
|
—
|
|
|
23
|
|
|
3
|
|
|
(1
|
)
|
|
25
|
|
Interest expense
|
—
|
|
|
(5
|
)
|
|
(33
|
)
|
|
(8
|
)
|
|
16
|
|
|
(30
|
)
|
Interest income
|
—
|
|
|
13
|
|
|
1
|
|
|
3
|
|
|
(15
|
)
|
|
2
|
|
Dividend income - equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|
1
|
|
|
26
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
(1
|
)
|
|
(1
|
)
|
Earnings (loss) from continuing operations before tax
|
401
|
|
|
416
|
|
|
354
|
|
|
382
|
|
|
(1,091
|
)
|
|
462
|
|
Income tax (provision) benefit
|
—
|
|
|
(15
|
)
|
|
(10
|
)
|
|
(28
|
)
|
|
(1
|
)
|
|
(54
|
)
|
Earnings (loss) from continuing operations
|
401
|
|
|
401
|
|
|
344
|
|
|
354
|
|
|
(1,092
|
)
|
|
408
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(6
|
)
|
|
—
|
|
|
(7
|
)
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(5
|
)
|
|
—
|
|
|
(6
|
)
|
Net earnings (loss)
|
401
|
|
|
401
|
|
|
343
|
|
|
349
|
|
|
(1,092
|
)
|
|
402
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
401
|
|
|
401
|
|
|
343
|
|
|
348
|
|
|
(1,092
|
)
|
|
401
|
|
|
Nine Months Ended September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
1,780
|
|
|
3,963
|
|
|
(878
|
)
|
|
4,865
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,345
|
)
|
|
(3,108
|
)
|
|
878
|
|
|
(3,575
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
435
|
|
|
855
|
|
|
—
|
|
|
1,290
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(125
|
)
|
|
(233
|
)
|
|
—
|
|
|
(358
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(12
|
)
|
|
—
|
|
|
(18
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
(30
|
)
|
|
—
|
|
|
(50
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(95
|
)
|
|
—
|
|
|
(101
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
5
|
|
|
—
|
|
|
(2
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
271
|
|
|
495
|
|
|
—
|
|
|
766
|
|
Equity in net earnings (loss) of affiliates
|
823
|
|
|
814
|
|
|
522
|
|
|
120
|
|
|
(2,145
|
)
|
|
134
|
|
Non-operating pension and other postretirement employee benefit (expense) income
|
—
|
|
|
—
|
|
|
46
|
|
|
5
|
|
|
—
|
|
|
51
|
|
Interest expense
|
(20
|
)
|
|
(24
|
)
|
|
(103
|
)
|
|
(29
|
)
|
|
89
|
|
|
(87
|
)
|
Refinancing expense
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
Interest income
|
—
|
|
|
49
|
|
|
36
|
|
|
8
|
|
|
(89
|
)
|
|
4
|
|
Dividend income - equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
89
|
|
|
—
|
|
|
89
|
|
Other income (expense), net
|
—
|
|
|
(3
|
)
|
|
1
|
|
|
(4
|
)
|
|
—
|
|
|
(6
|
)
|
Earnings (loss) from continuing operations before tax
|
803
|
|
|
832
|
|
|
773
|
|
|
684
|
|
|
(2,145
|
)
|
|
947
|
|
Income tax (provision) benefit
|
6
|
|
|
(9
|
)
|
|
(28
|
)
|
|
(96
|
)
|
|
—
|
|
|
(127
|
)
|
Earnings (loss) from continuing operations
|
809
|
|
|
823
|
|
|
745
|
|
|
588
|
|
|
(2,145
|
)
|
|
820
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
Net earnings (loss)
|
809
|
|
|
823
|
|
|
738
|
|
|
588
|
|
|
(2,145
|
)
|
|
813
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
809
|
|
|
823
|
|
|
738
|
|
|
584
|
|
|
(2,145
|
)
|
|
809
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
1,733
|
|
|
4,621
|
|
|
(888
|
)
|
|
5,466
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,337
|
)
|
|
(3,470
|
)
|
|
893
|
|
|
(3,914
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
396
|
|
|
1,151
|
|
|
5
|
|
|
1,552
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(156
|
)
|
|
(256
|
)
|
|
—
|
|
|
(412
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(15
|
)
|
|
—
|
|
|
(18
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
(32
|
)
|
|
—
|
|
|
(54
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
Foreign exchange gain (loss), net
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
5
|
|
|
—
|
|
|
2
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
4
|
|
|
—
|
|
|
(4
|
)
|
Operating profit (loss)
|
—
|
|
|
(3
|
)
|
|
207
|
|
|
866
|
|
|
5
|
|
|
1,075
|
|
Equity in net earnings (loss) of affiliates
|
1,108
|
|
|
1,112
|
|
|
872
|
|
|
170
|
|
|
(3,082
|
)
|
|
180
|
|
Non-operating pension and other postretirement employee benefit (expense) income
|
—
|
|
|
—
|
|
|
70
|
|
|
8
|
|
|
(1
|
)
|
|
77
|
|
Interest expense
|
—
|
|
|
(15
|
)
|
|
(93
|
)
|
|
(25
|
)
|
|
38
|
|
|
(95
|
)
|
Interest income
|
—
|
|
|
31
|
|
|
5
|
|
|
7
|
|
|
(39
|
)
|
|
4
|
|
Dividend income - equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
89
|
|
|
3
|
|
|
92
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
1
|
|
|
3
|
|
|
(1
|
)
|
|
3
|
|
Earnings (loss) from continuing operations before tax
|
1,108
|
|
|
1,125
|
|
|
1,062
|
|
|
1,118
|
|
|
(3,077
|
)
|
|
1,336
|
|
Income tax (provision) benefit
|
—
|
|
|
(17
|
)
|
|
(115
|
)
|
|
(83
|
)
|
|
(1
|
)
|
|
(216
|
)
|
Earnings (loss) from continuing operations
|
1,108
|
|
|
1,108
|
|
|
947
|
|
|
1,035
|
|
|
(3,078
|
)
|
|
1,120
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(7
|
)
|
|
—
|
|
|
(9
|
)
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(6
|
)
|
|
—
|
|
|
(8
|
)
|
Net earnings (loss)
|
1,108
|
|
|
1,108
|
|
|
945
|
|
|
1,029
|
|
|
(3,078
|
)
|
|
1,112
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
1,108
|
|
|
1,108
|
|
|
945
|
|
|
1,025
|
|
|
(3,078
|
)
|
|
1,108
|
|
|
Three Months Ended September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
263
|
|
|
277
|
|
|
249
|
|
|
195
|
|
|
(719
|
)
|
|
265
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency translation gain (loss)
|
(7
|
)
|
|
(7
|
)
|
|
(52
|
)
|
|
(67
|
)
|
|
126
|
|
|
(7
|
)
|
Gain (loss) on cash flow hedges
|
(32
|
)
|
|
(32
|
)
|
|
(12
|
)
|
|
(12
|
)
|
|
56
|
|
|
(32
|
)
|
Total other comprehensive income (loss), net of tax
|
(39
|
)
|
|
(39
|
)
|
|
(64
|
)
|
|
(79
|
)
|
|
182
|
|
|
(39
|
)
|
Total comprehensive income (loss), net of tax
|
224
|
|
|
238
|
|
|
185
|
|
|
116
|
|
|
(537
|
)
|
|
226
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Comprehensive income (loss) attributable to Celanese Corporation
|
224
|
|
|
238
|
|
|
185
|
|
|
114
|
|
|
(537
|
)
|
|
224
|
|
|
Three Months Ended September 30, 2018
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
401
|
|
|
401
|
|
|
343
|
|
|
349
|
|
|
(1,092
|
)
|
|
402
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
Foreign currency translation gain (loss)
|
(35
|
)
|
|
(35
|
)
|
|
(31
|
)
|
|
(37
|
)
|
|
103
|
|
|
(35
|
)
|
Gain (loss) on cash flow hedges
|
4
|
|
|
4
|
|
|
2
|
|
|
2
|
|
|
(8
|
)
|
|
4
|
|
Total other comprehensive income (loss), net of tax
|
(31
|
)
|
|
(31
|
)
|
|
(28
|
)
|
|
(35
|
)
|
|
94
|
|
|
(31
|
)
|
Total comprehensive income (loss), net of tax
|
370
|
|
|
370
|
|
|
315
|
|
|
314
|
|
|
(998
|
)
|
|
371
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
Comprehensive income (loss) attributable to Celanese Corporation
|
370
|
|
|
370
|
|
|
315
|
|
|
313
|
|
|
(998
|
)
|
|
370
|
|
|
Nine Months Ended September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
809
|
|
|
823
|
|
|
738
|
|
|
588
|
|
|
(2,145
|
)
|
|
813
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency translation gain (loss)
|
(11
|
)
|
|
(11
|
)
|
|
(68
|
)
|
|
(87
|
)
|
|
166
|
|
|
(11
|
)
|
Gain (loss) on cash flow hedges
|
(48
|
)
|
|
(48
|
)
|
|
(9
|
)
|
|
(7
|
)
|
|
64
|
|
|
(48
|
)
|
Total other comprehensive income (loss), net of tax
|
(59
|
)
|
|
(59
|
)
|
|
(77
|
)
|
|
(94
|
)
|
|
230
|
|
|
(59
|
)
|
Total comprehensive income (loss), net of tax
|
750
|
|
|
764
|
|
|
661
|
|
|
494
|
|
|
(1,915
|
)
|
|
754
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
Comprehensive income (loss) attributable to Celanese Corporation
|
750
|
|
|
764
|
|
|
661
|
|
|
490
|
|
|
(1,915
|
)
|
|
750
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
1,108
|
|
|
1,108
|
|
|
945
|
|
|
1,029
|
|
|
(3,078
|
)
|
|
1,112
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
—
|
|
|
6
|
|
|
13
|
|
|
(19
|
)
|
|
—
|
|
Foreign currency translation gain (loss)
|
(52
|
)
|
|
(52
|
)
|
|
(77
|
)
|
|
(95
|
)
|
|
224
|
|
|
(52
|
)
|
Gain (loss) on cash flow hedges
|
9
|
|
|
9
|
|
|
6
|
|
|
7
|
|
|
(22
|
)
|
|
9
|
|
Pension and postretirement benefits gain (loss)
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
(3
|
)
|
|
1
|
|
Total other comprehensive income (loss), net of tax
|
(42
|
)
|
|
(42
|
)
|
|
(64
|
)
|
|
(74
|
)
|
|
180
|
|
|
(42
|
)
|
Total comprehensive income (loss), net of tax
|
1,066
|
|
|
1,066
|
|
|
881
|
|
|
955
|
|
|
(2,898
|
)
|
|
1,070
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
Comprehensive income (loss) attributable to Celanese Corporation
|
1,066
|
|
|
1,066
|
|
|
881
|
|
|
951
|
|
|
(2,898
|
)
|
|
1,066
|
|
|
As of September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
—
|
|
|
—
|
|
|
87
|
|
|
410
|
|
|
—
|
|
|
497
|
|
Trade receivables - third party and affiliates
|
—
|
|
|
—
|
|
|
102
|
|
|
958
|
|
|
(113
|
)
|
|
947
|
|
Non-trade receivables, net
|
46
|
|
|
1,082
|
|
|
1,771
|
|
|
705
|
|
|
(3,269
|
)
|
|
335
|
|
Inventories, net
|
—
|
|
|
—
|
|
|
337
|
|
|
706
|
|
|
(49
|
)
|
|
994
|
|
Marketable securities, at fair value
|
—
|
|
|
—
|
|
|
26
|
|
|
—
|
|
|
—
|
|
|
26
|
|
Other assets
|
—
|
|
|
31
|
|
|
17
|
|
|
73
|
|
|
(77
|
)
|
|
44
|
|
Total current assets
|
46
|
|
|
1,113
|
|
|
2,340
|
|
|
2,852
|
|
|
(3,508
|
)
|
|
2,843
|
|
Investments in affiliates
|
4,006
|
|
|
5,135
|
|
|
4,241
|
|
|
839
|
|
|
(13,251
|
)
|
|
970
|
|
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
1,373
|
|
|
2,212
|
|
|
—
|
|
|
3,585
|
|
Operating lease right-of-use assets
|
—
|
|
|
—
|
|
|
54
|
|
|
152
|
|
|
—
|
|
|
206
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
100
|
|
|
(2
|
)
|
|
98
|
|
Other assets
|
1
|
|
|
1,674
|
|
|
194
|
|
|
426
|
|
|
(1,951
|
)
|
|
344
|
|
Goodwill
|
—
|
|
|
—
|
|
|
399
|
|
|
655
|
|
|
—
|
|
|
1,054
|
|
Intangible assets, net
|
—
|
|
|
—
|
|
|
127
|
|
|
187
|
|
|
—
|
|
|
314
|
|
Total assets
|
4,053
|
|
|
7,922
|
|
|
8,728
|
|
|
7,423
|
|
|
(18,712
|
)
|
|
9,414
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Current Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
1,280
|
|
|
251
|
|
|
914
|
|
|
555
|
|
|
(2,632
|
)
|
|
368
|
|
Trade payables - third party and affiliates
|
25
|
|
|
1
|
|
|
295
|
|
|
556
|
|
|
(113
|
)
|
|
764
|
|
Other liabilities
|
—
|
|
|
79
|
|
|
190
|
|
|
297
|
|
|
(208
|
)
|
|
358
|
|
Income taxes payable
|
1
|
|
|
—
|
|
|
495
|
|
|
53
|
|
|
(506
|
)
|
|
43
|
|
Total current liabilities
|
1,306
|
|
|
331
|
|
|
1,894
|
|
|
1,461
|
|
|
(3,459
|
)
|
|
1,533
|
|
Noncurrent Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
—
|
|
|
3,502
|
|
|
1,678
|
|
|
104
|
|
|
(1,925
|
)
|
|
3,359
|
|
Deferred income taxes
|
—
|
|
|
26
|
|
|
84
|
|
|
161
|
|
|
(2
|
)
|
|
269
|
|
Uncertain tax positions
|
—
|
|
|
2
|
|
|
6
|
|
|
161
|
|
|
—
|
|
|
169
|
|
Benefit obligations
|
—
|
|
|
—
|
|
|
237
|
|
|
286
|
|
|
—
|
|
|
523
|
|
Operating lease liabilities
|
—
|
|
|
—
|
|
|
43
|
|
|
139
|
|
|
—
|
|
|
182
|
|
Other liabilities
|
—
|
|
|
55
|
|
|
94
|
|
|
126
|
|
|
(35
|
)
|
|
240
|
|
Total noncurrent liabilities
|
—
|
|
|
3,585
|
|
|
2,142
|
|
|
977
|
|
|
(1,962
|
)
|
|
4,742
|
|
Total Celanese Corporation stockholders' equity
|
2,747
|
|
|
4,006
|
|
|
4,692
|
|
|
4,593
|
|
|
(13,291
|
)
|
|
2,747
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
392
|
|
|
—
|
|
|
392
|
|
Total equity
|
2,747
|
|
|
4,006
|
|
|
4,692
|
|
|
4,985
|
|
|
(13,291
|
)
|
|
3,139
|
|
Total liabilities and equity
|
4,053
|
|
|
7,922
|
|
|
8,728
|
|
|
7,423
|
|
|
(18,712
|
)
|
|
9,414
|
|
|
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, at fair value
|
—
|
|
|
—
|
|
|
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
|
—
|
|
|
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
|
|
|
Nine Months Ended September 30, 2019
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
988
|
|
|
(47
|
)
|
|
1,132
|
|
|
616
|
|
|
(1,561
|
)
|
|
1,128
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(137
|
)
|
|
(89
|
)
|
|
—
|
|
|
(226
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
(31
|
)
|
|
(60
|
)
|
|
—
|
|
|
(91
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
(5
|
)
|
|
1
|
|
Return of capital from subsidiary
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
Intercompany loan receipts (disbursements)
|
—
|
|
|
—
|
|
|
(649
|
)
|
|
—
|
|
|
649
|
|
|
—
|
|
Other, net
|
—
|
|
|
—
|
|
|
1
|
|
|
(15
|
)
|
|
5
|
|
|
(9
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
—
|
|
|
(803
|
)
|
|
(164
|
)
|
|
642
|
|
|
(325
|
)
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in short-term borrowings with maturities of 3 months or less
|
—
|
|
|
165
|
|
|
4
|
|
|
(3
|
)
|
|
(39
|
)
|
|
127
|
|
Proceeds from short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
720
|
|
|
(610
|
)
|
|
110
|
|
Repayments of short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
(85
|
)
|
|
—
|
|
|
(85
|
)
|
Proceeds from long-term debt
|
—
|
|
|
499
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
499
|
|
Repayments of long-term debt
|
—
|
|
|
(335
|
)
|
|
(1
|
)
|
|
(18
|
)
|
|
—
|
|
|
(354
|
)
|
Purchases of treasury stock, including related fees
|
(763
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(763
|
)
|
Dividends to parent
|
—
|
|
|
(272
|
)
|
|
(251
|
)
|
|
(1,038
|
)
|
|
1,561
|
|
|
—
|
|
Common stock dividends
|
(225
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(225
|
)
|
Return of capital to parent
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
7
|
|
|
—
|
|
(Distributions to) contributions from noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(7
|
)
|
Other, net
|
—
|
|
|
(10
|
)
|
|
(24
|
)
|
|
(4
|
)
|
|
—
|
|
|
(38
|
)
|
Net cash provided by (used in) financing activities
|
(988
|
)
|
|
47
|
|
|
(272
|
)
|
|
(442
|
)
|
|
919
|
|
|
(736
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
(9
|
)
|
Net increase (decrease) in cash and cash equivalents
|
—
|
|
|
—
|
|
|
57
|
|
|
1
|
|
|
—
|
|
|
58
|
|
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
|
30
|
|
|
409
|
|
|
—
|
|
|
439
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
—
|
|
|
87
|
|
|
410
|
|
|
—
|
|
|
497
|
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
459
|
|
|
567
|
|
|
224
|
|
|
1,015
|
|
|
(1,070
|
)
|
|
1,195
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(163
|
)
|
|
(81
|
)
|
|
—
|
|
|
(244
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
(144
|
)
|
|
—
|
|
|
—
|
|
|
(144
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
Return of capital from subsidiary
|
—
|
|
|
—
|
|
|
225
|
|
|
—
|
|
|
(225
|
)
|
|
—
|
|
Contributions to subsidiary
|
—
|
|
|
—
|
|
|
(16
|
)
|
|
—
|
|
|
16
|
|
|
—
|
|
Intercompany loan receipts (disbursements)
|
—
|
|
|
(327
|
)
|
|
(12
|
)
|
|
(285
|
)
|
|
624
|
|
|
—
|
|
Other, net
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
(27
|
)
|
|
—
|
|
|
(34
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
(327
|
)
|
|
(117
|
)
|
|
(380
|
)
|
|
415
|
|
|
(409
|
)
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net change in short-term borrowings with maturities of 3 months or less
|
—
|
|
|
(33
|
)
|
|
11
|
|
|
(52
|
)
|
|
(12
|
)
|
|
(86
|
)
|
Proceeds from short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
44
|
|
|
—
|
|
|
44
|
|
Repayments of short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
(62
|
)
|
|
—
|
|
|
(62
|
)
|
Proceeds from long-term debt
|
—
|
|
|
285
|
|
|
327
|
|
|
—
|
|
|
(612
|
)
|
|
—
|
|
Repayments of long-term debt
|
—
|
|
|
(19
|
)
|
|
(13
|
)
|
|
(24
|
)
|
|
—
|
|
|
(56
|
)
|
Purchases of treasury stock, including related fees
|
(250
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(250
|
)
|
Dividends to parent
|
—
|
|
|
(459
|
)
|
|
(611
|
)
|
|
—
|
|
|
1,070
|
|
|
—
|
|
Contributions from parent
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
(16
|
)
|
|
—
|
|
Common stock dividends
|
(209
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(209
|
)
|
Return of capital to parent
|
—
|
|
|
—
|
|
|
—
|
|
|
(225
|
)
|
|
225
|
|
|
—
|
|
(Distributions to) contributions from noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
(14
|
)
|
Other, net
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
(1
|
)
|
|
—
|
|
|
(6
|
)
|
Net cash provided by (used in) financing activities
|
(459
|
)
|
|
(226
|
)
|
|
(291
|
)
|
|
(318
|
)
|
|
655
|
|
|
(639
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
(20
|
)
|
Net increase (decrease) in cash and cash equivalents
|
—
|
|
|
14
|
|
|
(184
|
)
|
|
297
|
|
|
—
|
|
|
127
|
|
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
|
230
|
|
|
346
|
|
|
—
|
|
|
576
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
14
|
|
|
46
|
|
|
643
|
|
|
—
|
|
|
703
|
|
•
|
changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate;
|
•
|
the length and depth of product and industry business cycles particularly in the automotive, electrical, textiles, electronics and construction industries;
|
•
|
changes in the price and availability of raw materials, particularly changes in the demand for, supply of, and market prices of ethylene, methanol, natural gas, wood pulp and fuel oil and the prices for electricity and other energy sources;
|
•
|
the ability to pass increases in raw material prices on to customers or otherwise improve margins through price increases;
|
•
|
the ability to maintain plant utilization rates and to implement planned capacity additions, expansions and maintenance;
|
•
|
the ability to reduce or maintain current levels of production costs and to improve productivity by implementing technological improvements to existing plants;
|
•
|
increased price competition and the introduction of competing products by other companies;
|
•
|
the ability to identify desirable potential acquisition targets and to consummate acquisition or investment transactions, including obtaining regulatory approvals, consistent with our strategy;
|
•
|
market acceptance of our technology;
|
•
|
the ability to obtain governmental approvals and to construct facilities on terms and schedules acceptable to us;
|
•
|
changes in applicable tariffs, duties and trade agreements, tax rates or legislation throughout the world including, but not limited to, adjustments, changes in estimates or interpretations that may impact recorded or future tax impacts associated with the Tax Cuts and Jobs Act (the "TCJA");
|
•
|
changes in the degree of intellectual property and other legal protection afforded to our products or technologies, or the theft of such intellectual property;
|
•
|
compliance and other costs and potential disruption or interruption of production or operations due to accidents, interruptions in sources of raw materials, cyber security incidents, terrorism or political unrest, or other unforeseen events or delays in construction or operation of facilities, including as a result of geopolitical conditions, the occurrence of acts of war or terrorist incidents or as a result of weather or natural disasters;
|
•
|
potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relating to climate change;
|
•
|
potential liability resulting from pending or future claims or litigation, including investigations or enforcement actions, or from changes in the laws, regulations or policies of governments or other governmental activities, in the countries in which we operate;
|
•
|
changes in currency exchange rates and interest rates;
|
•
|
our level of indebtedness, which could diminish our ability to raise additional capital to fund operations or limit our ability to react to changes in the economy or the chemicals industry; and
|
•
|
various other factors, both referenced and not referenced in this Quarterly Report.
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Statement of Operations Data
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net sales
|
1,586
|
|
|
1,771
|
|
|
(185
|
)
|
|
4,865
|
|
|
5,466
|
|
|
(601
|
)
|
Gross profit
|
414
|
|
|
516
|
|
|
(102
|
)
|
|
1,290
|
|
|
1,552
|
|
|
(262
|
)
|
Selling, general and administrative ("SG&A") expenses
|
(120
|
)
|
|
(129
|
)
|
|
9
|
|
|
(358
|
)
|
|
(412
|
)
|
|
54
|
|
Other (charges) gains, net
|
(7
|
)
|
|
12
|
|
|
(19
|
)
|
|
(101
|
)
|
|
9
|
|
|
(110
|
)
|
Operating profit (loss)
|
260
|
|
|
374
|
|
|
(114
|
)
|
|
766
|
|
|
1,075
|
|
|
(309
|
)
|
Equity in net earnings (loss) of affiliates
|
45
|
|
|
66
|
|
|
(21
|
)
|
|
134
|
|
|
180
|
|
|
(46
|
)
|
Non-operating pension and other postretirement employee benefit (expense) income
|
17
|
|
|
25
|
|
|
(8
|
)
|
|
51
|
|
|
77
|
|
|
(26
|
)
|
Interest expense
|
(27
|
)
|
|
(30
|
)
|
|
3
|
|
|
(87
|
)
|
|
(95
|
)
|
|
8
|
|
Refinancing expense
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
Dividend income - equity investments
|
27
|
|
|
26
|
|
|
1
|
|
|
89
|
|
|
92
|
|
|
(3
|
)
|
Earnings (loss) from continuing operations before tax
|
323
|
|
|
462
|
|
|
(139
|
)
|
|
947
|
|
|
1,336
|
|
|
(389
|
)
|
Earnings (loss) from continuing operations
|
270
|
|
|
408
|
|
|
(138
|
)
|
|
820
|
|
|
1,120
|
|
|
(300
|
)
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
(6
|
)
|
|
1
|
|
|
(7
|
)
|
|
(8
|
)
|
|
1
|
|
Net earnings (loss)
|
265
|
|
|
402
|
|
|
(137
|
)
|
|
813
|
|
|
1,112
|
|
|
(299
|
)
|
Net earnings (loss) attributable to Celanese Corporation
|
263
|
|
|
401
|
|
|
(138
|
)
|
|
809
|
|
|
1,108
|
|
|
(299
|
)
|
Other Data
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
94
|
|
|
90
|
|
|
4
|
|
|
261
|
|
|
255
|
|
|
6
|
|
SG&A expenses as a percentage of Net sales
|
7.6
|
%
|
|
7.3
|
%
|
|
|
|
7.4
|
%
|
|
7.5
|
%
|
|
|
||
Operating margin(1)
|
16.4
|
%
|
|
21.1
|
%
|
|
|
|
|
15.7
|
%
|
|
19.7
|
%
|
|
|
|
Other (charges) gains, net
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Restructuring
|
(6
|
)
|
|
(1
|
)
|
|
(5
|
)
|
|
(20
|
)
|
|
(4
|
)
|
|
(16
|
)
|
Asset impairments
|
—
|
|
|
—
|
|
|
—
|
|
|
(83
|
)
|
|
—
|
|
|
(83
|
)
|
Plant/office closures
|
(1
|
)
|
|
13
|
|
|
(14
|
)
|
|
(2
|
)
|
|
13
|
|
|
(15
|
)
|
Commercial disputes
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
Total Other (charges) gains, net
|
(7
|
)
|
|
12
|
|
|
(19
|
)
|
|
(101
|
)
|
|
9
|
|
|
(110
|
)
|
(1)
|
Defined as Operating profit (loss) divided by Net sales.
|
|
As of
September 30, 2019 |
|
As of
December 31, 2018 |
||
|
(unaudited)
|
||||
|
(In $ millions)
|
||||
Balance Sheet Data
|
|
|
|
||
Cash and cash equivalents
|
497
|
|
|
439
|
|
|
|
|
|
||
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
368
|
|
|
561
|
|
Long-term debt, net of unamortized deferred financing costs
|
3,359
|
|
|
2,970
|
|
Total debt
|
3,727
|
|
|
3,531
|
|
|
Volume
|
|
Price
|
|
Currency
|
|
Other
|
|
Total
|
||||
|
(unaudited)
|
||||||||||||
|
(In percentages)
|
||||||||||||
Engineered Materials
|
(4
|
)
|
|
(2
|
)
|
|
(2
|
)
|
|
—
|
|
(8
|
)
|
Acetate Tow
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
—
|
|
Acetyl Chain
|
6
|
|
|
(18
|
)
|
|
(2
|
)
|
|
—
|
|
(14
|
)
|
Total Company
|
2
|
|
|
(11
|
)
|
|
(2
|
)
|
|
1
|
|
(10
|
)
|
|
Volume
|
|
Price
|
|
Currency
|
|
Other
|
|
Total
|
||||
|
(unaudited)
|
||||||||||||
|
(In percentages)
|
||||||||||||
Engineered Materials
|
(5
|
)
|
|
2
|
|
|
(3
|
)
|
|
—
|
|
(6
|
)
|
Acetate Tow
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
—
|
|
Acetyl Chain
|
—
|
|
|
(13
|
)
|
|
(3
|
)
|
|
—
|
|
(16
|
)
|
Total Company
|
(2
|
)
|
|
(6
|
)
|
|
(3
|
)
|
|
—
|
|
(11
|
)
|
•
|
lower pricing in our Acetyl Chain and Engineered Materials segments;
|
•
|
an unfavorable currency impact in our Acetyl Chain and Engineered Materials segments; and
|
•
|
lower volume in our Engineered Materials segment, primarily due to slower global economic conditions and customer destocking;
|
•
|
higher volume in our Acetyl Chain segment, primarily for VAM due to expansion in the western hemisphere.
|
•
|
lower Net sales in our Acetyl Chain and Engineered Materials segments; and
|
•
|
an unfavorable impact to Other (charges) gains. During the three months ended September 30, 2018, we received a $13 million non-income tax receivable refund from Nanjing, China, which did not recur in the current year. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information;
|
•
|
lower raw material costs within our Acetyl Chain and Engineered Materials segments.
|
•
|
a decrease in equity investment in earnings of $21 million from our Ibn Sina strategic affiliate, primarily as a result of plant turnaround activity.
|
•
|
lower pricing in our Acetyl Chain segment;
|
•
|
lower volume in our Engineered Materials segment, primarily due to slower global economic conditions and customer destocking; and
|
•
|
an unfavorable currency impact within our Acetyl Chain and Engineered Materials segments;
|
•
|
higher pricing in our Engineered Materials segment.
|
•
|
lower Net sales in our Acetyl Chain and Engineered Materials segments; and
|
•
|
an unfavorable impact to Other (charges) gains, net. During the nine months ended September 30, 2019, we recorded an $83 million long-lived asset impairment loss in our Acetate Tow segment related to the closure of our acetate flake manufacturing operations in Ocotlán, Mexico and $20 million in employee termination benefits, primarily related to business optimization projects. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information;
|
•
|
lower raw material costs within our Acetyl Chain segment; and
|
•
|
lower incentive compensation costs and project spending within Other Activities.
|
•
|
a decrease in equity investment in earnings of $32 million from our Ibn Sina strategic affiliate, primarily as a result of plant turnaround activity; and
|
•
|
a decrease in equity investment in earnings of $13 million from our Polyplastics Co., Ltd. ("Polyplastics") strategic affiliate as a result of softer market conditions in China.
|
|
Three Months Ended September 30,
|
|
Change
|
|
% Change
|
|
Nine Months Ended September 30,
|
|
Change
|
|
% Change
|
||||||||||||
|
2019
|
|
2018
|
|
|
|
2019
|
|
2018
|
|
|
||||||||||||
|
(unaudited)
|
||||||||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||||||||
Net sales
|
591
|
|
|
642
|
|
|
(51
|
)
|
|
(7.9
|
)%
|
|
1,847
|
|
|
1,971
|
|
|
(124
|
)
|
|
(6.3
|
)%
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Volume
|
(4
|
)%
|
|
|
|
|
|
|
|
(5
|
)%
|
|
|
|
|
|
|
||||||
Price
|
(2
|
)%
|
|
|
|
|
|
|
|
2
|
%
|
|
|
|
|
|
|
||||||
Currency
|
(2
|
)%
|
|
|
|
|
|
|
|
(3
|
)%
|
|
|
|
|
|
|
||||||
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Other (charges) gains, net
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(100.0
|
)%
|
|
6
|
|
|
—
|
|
|
6
|
|
|
100.0
|
%
|
Operating profit (loss)
|
111
|
|
|
124
|
|
|
(13
|
)
|
|
(10.5
|
)%
|
|
358
|
|
|
365
|
|
|
(7
|
)
|
|
(1.9
|
)%
|
Operating margin
|
18.8
|
%
|
|
19.3
|
%
|
|
|
|
|
|
|
19.4
|
%
|
|
18.5
|
%
|
|
|
|
|
|||
Equity in net earnings (loss) of affiliates
|
41
|
|
|
62
|
|
|
(21
|
)
|
|
(33.9
|
)%
|
|
123
|
|
|
169
|
|
|
(46
|
)
|
|
(27.2
|
)%
|
Depreciation and amortization
|
33
|
|
|
31
|
|
|
2
|
|
|
6.5
|
%
|
|
96
|
|
|
96
|
|
|
—
|
|
|
—
|
%
|
•
|
lower volume within our base business driven by slower global economic conditions and customer destocking;
|
•
|
lower pricing for most of our products, primarily due to reduced customer demand in Asia, as well as product mix; and
|
•
|
an unfavorable currency impact resulting from a weaker Euro relative to the US dollar.
|
•
|
lower Net sales;
|
•
|
lower raw material costs, primarily for methanol.
|
•
|
a decrease in equity investment in earnings of $21 million from our Ibn Sina strategic affiliate, primarily as a result of plant turnaround activity.
|
•
|
lower volume within our base business driven by slower global economic conditions and customer destocking; and
|
•
|
an unfavorable currency impact resulting from a weaker Euro relative to the US dollar;
|
•
|
higher pricing for certain products, primarily due to pricing efforts to align with rising raw material and distribution costs, as well as product mix.
|
•
|
an unfavorable volume and currency impact within Net sales; and
|
•
|
higher raw material costs, primarily for polymers;
|
•
|
a favorable pricing impact within Net sales;
|
•
|
lower energy costs of $13 million, primarily for steam; and
|
•
|
a favorable impact of $6 million to Other (charges) gains, net. During the nine months ended September 30, 2019, we recorded a $15 million gain related to a settlement of a commercial dispute from a previous acquisition, partially offset by $9 million in employee termination benefits, primarily related to business optimization projects. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information.
|
•
|
a decrease in equity investment in earnings of $32 million from our Ibn Sina strategic affiliate, primarily as a result of plant turnaround activity; and
|
•
|
a decrease in equity investment in earnings of $13 million from our Polyplastics strategic affiliate as a result of softer market conditions in China.
|
|
Three Months Ended September 30,
|
|
Change
|
|
%
Change
|
|
Nine Months Ended September 30,
|
|
Change
|
|
%
Change
|
||||||||||||
|
2019
|
|
2018
|
|
|
|
2019
|
|
2018
|
|
|
||||||||||||
|
(unaudited)
|
||||||||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||||||||
Net sales
|
158
|
|
|
158
|
|
|
—
|
|
|
—
|
%
|
|
488
|
|
|
488
|
|
|
—
|
|
|
—
|
%
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Volume
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Price
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Currency
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Other (charges) gains, net
|
(3
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|
(200.0
|
)%
|
|
(87
|
)
|
|
(2
|
)
|
|
(85
|
)
|
|
(4,250.0
|
)%
|
Operating profit (loss)
|
34
|
|
|
26
|
|
|
8
|
|
|
30.8
|
%
|
|
30
|
|
|
111
|
|
|
(81
|
)
|
|
(73.0
|
)%
|
Operating margin
|
21.5
|
%
|
|
16.5
|
%
|
|
|
|
|
|
6.1
|
%
|
|
22.7
|
%
|
|
|
|
|
||||
Dividend income - equity investments
|
27
|
|
|
26
|
|
|
1
|
|
|
3.8
|
%
|
|
88
|
|
|
91
|
|
|
(3
|
)
|
|
(3.3
|
)%
|
Depreciation and amortization
|
14
|
|
|
21
|
|
|
(7
|
)
|
|
(33.3
|
)%
|
|
35
|
|
|
44
|
|
|
(9
|
)
|
|
(20.5
|
)%
|
•
|
higher accelerated depreciation and amortization expense of $7 million in 2018 related to the closure of our acetate tow manufacturing unit in Ocotlán, Mexico; and
|
•
|
lower energy costs of $6 million, primarily related to natural gas prices.
|
•
|
an unfavorable impact of $85 million to Other (charges) gains, net. During the nine months ended September 30, 2019, we recorded an $83 million long-lived asset impairment loss related to the closure of our acetate flake manufacturing operations in Ocotlán, Mexico. We expect to incur additional exit and shutdown costs related to Ocotlán, Mexico of approximately $12 million through the first quarter of 2020. See Note 3 - Acquisitions, Dispositions and Plant Closures in the accompanying unaudited interim consolidated financial statements for further information;
|
•
|
higher accelerated depreciation and amortization expense of $8 million in 2018 related to the closure of our acetate tow manufacturing unit in Ocotlán, Mexico; and
|
•
|
lower energy costs of $8 million, primarily related to natural gas prices.
|
|
Three Months Ended September 30,
|
|
Change
|
|
% Change
|
|
Nine Months Ended September 30,
|
|
Change
|
|
% Change
|
||||||||||||
|
2019
|
|
2018
|
|
|
|
2019
|
|
2018
|
|
|
||||||||||||
|
(unaudited)
|
||||||||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||||||||
Net sales
|
867
|
|
|
1,006
|
|
|
(139
|
)
|
|
(13.8
|
)%
|
|
2,621
|
|
|
3,106
|
|
|
(485
|
)
|
|
(15.6
|
)%
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Volume
|
6
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Price
|
(18
|
)%
|
|
|
|
|
|
|
|
(13
|
)%
|
|
|
|
|
|
|
||||||
Currency
|
(2
|
)%
|
|
|
|
|
|
|
|
(3
|
)%
|
|
|
|
|
|
|
||||||
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
||||||
Other (charges) gains, net
|
—
|
|
|
12
|
|
|
(12
|
)
|
|
(100.0
|
)%
|
|
(1
|
)
|
|
10
|
|
|
(11
|
)
|
|
(110.0
|
)%
|
Operating profit (loss)
|
180
|
|
|
287
|
|
|
(107
|
)
|
|
(37.3
|
)%
|
|
570
|
|
|
813
|
|
|
(243
|
)
|
|
(29.9
|
)%
|
Operating margin
|
20.8
|
%
|
|
28.5
|
%
|
|
|
|
|
|
|
21.7
|
%
|
|
26.2
|
%
|
|
|
|
|
|||
Depreciation and amortization
|
43
|
|
|
36
|
|
|
7
|
|
|
19.4
|
%
|
|
119
|
|
|
107
|
|
|
12
|
|
|
11.2
|
%
|
•
|
lower pricing for most of our products, primarily due to reduced customer demand in Asia and an overall deflationary environment for raw materials; and
|
•
|
an unfavorable currency impact resulting from a weaker Euro relative to the US dollar;
|
•
|
higher volume, primarily for VAM due to expansion in the western hemisphere, which represents substantially all of the increase in volume.
|
•
|
lower Net sales; and
|
•
|
an unfavorable impact of $12 million to Other (charges) gains, net. During the three months ended September 30, 2018, we received a $13 million non-income tax receivable refund from Nanjing, China, which did not recur in the current year. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information;
|
•
|
lower raw material costs for methanol, ethylene and acetic acid, which combined represents approximately three-fourths of the decrease.
|
•
|
lower pricing for most of our products, primarily due to reduced customer demand in Asia and an overall deflationary environment for raw materials; and
|
•
|
an unfavorable currency impact resulting from a weaker Euro relative to the US dollar.
|
•
|
lower Net sales; and
|
•
|
an unfavorable impact of $11 million to Other (charges) gains, net. During the nine months ended September 30, 2018, we received a $13 million non-income tax receivable refund from Nanjing, China, which did not recur in the current year. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information;
|
•
|
lower raw material costs for methanol, ethylene and acetic acid, which combined represents approximately three-fourths of the decrease.
|
|
Three Months Ended September 30,
|
|
Change
|
|
% Change
|
|
Nine Months Ended September 30,
|
|
Change
|
|
%
Change
|
||||||||||||
|
2019
|
|
2018
|
|
|
|
2019
|
|
2018
|
|
|
||||||||||||
|
(unaudited)
|
||||||||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||||||||
Other (charges) gains, net
|
(3
|
)
|
|
1
|
|
|
(4
|
)
|
|
(400.0
|
)%
|
|
(19
|
)
|
|
1
|
|
|
(20
|
)
|
|
(2,000.0
|
)%
|
Operating profit (loss)
|
(65
|
)
|
|
(63
|
)
|
|
(2
|
)
|
|
(3.2
|
)%
|
|
(192
|
)
|
|
(214
|
)
|
|
22
|
|
|
10.3
|
%
|
Equity in net earnings (loss) of affiliates
|
3
|
|
|
2
|
|
|
1
|
|
|
50.0
|
%
|
|
8
|
|
|
6
|
|
|
2
|
|
|
33.3
|
%
|
Non-operating pension and other postretirement employee benefit (expense) income
|
17
|
|
|
25
|
|
|
(8
|
)
|
|
(32.0
|
)%
|
|
51
|
|
|
77
|
|
|
(26
|
)
|
|
(33.8
|
)%
|
Dividend income - equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
%
|
Depreciation and amortization
|
4
|
|
|
2
|
|
|
2
|
|
|
100.0
|
%
|
|
11
|
|
|
8
|
|
|
3
|
|
|
37.5
|
%
|
•
|
an unfavorable impact of $4 million to Other (charges) gains, net. During the three months ended September 30, 2019 we recorded $3 million in employee termination benefits, primarily related to business optimization projects. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information; and
|
•
|
higher functional spending of $3 million;
|
•
|
lower incentive compensation costs.
|
•
|
lower expected return on plan assets.
|
•
|
lower incentive compensation costs and project spending of $37 million;
|
•
|
an unfavorable impact of $20 million to Other (charges) gains, net. During the nine months ended September 30, 2019 we recorded an $11 million loss related to a settlement by our captive insurer with a former third-party customer. In addition, during the nine months ended September 30, 2019 we recorded $8 million in employee termination benefits, primarily related to business optimization projects. See Note 14 - Other (Charges) Gains, Net in the accompanying unaudited interim consolidated financial statements for further information.
|
•
|
lower expected return on plan assets.
|
•
|
Net Cash Provided by (Used in) Operating Activities
|
•
|
a decrease in net earnings;
|
•
|
favorable trade working capital of $257 million, primarily due to a decrease in inventory and trade receivables. Inventory decreased as a result of inventory build-up for plant turnarounds which occurred in the prior year and lower costs for raw materials in the current year. Trade receivables decreased due to timing of collections.
|
•
|
Net Cash Provided by (Used in) Investing Activities
|
•
|
a net cash outflow of $144 million related to the acquisition of Omni Plastics, L.L.C. and its subsidiaries in February 2018, which did not recur this year; and
|
•
|
higher capital expenditures during the nine months ended September 30, 2018, primarily due to plant expansions within our Acetyl Chain segment in the prior year;
|
•
|
a net cash outflow of $91 million, primarily related to the acquisition of Next Polymers Ltd. in January 2019.
|
•
|
Net Cash Provided by (Used in) Financing Activities
|
•
|
an increase of $513 million in share repurchases of our Common Stock during the nine months ended September 30, 2019; and
|
•
|
an increase in cash dividends on our Common Stock of $16 million. During the nine months ended September 30, 2019, we increased our quarterly cash dividend rate from $0.54 to $0.62 per share;
|
•
|
an increase in net borrowings on short-term debt of $256 million, primarily as a result of higher borrowings under our revolving credit facility during the nine months ended September 30, 2019 related to the timing of share repurchases of our Common Stock; and
|
•
|
an increase in net proceeds from long-term debt of $201 million, primarily due to the issuance of $500 million in principal amount of the 3.500% senior unsecured notes due May 8, 2024 (the "3.500% Notes"), partially offset by the redemption of the 3.250% senior unsecured notes (the "3.250% Notes") during the nine months ended September 30, 2019, as discussed below.
|
Period
|
|
Total Number
of Shares
Purchased(1)
|
|
Average
Price Paid
per Share
|
|
Total Number of
Shares Purchased as Part of Publicly
Announced Program
|
|
Approximate Dollar
Value of Shares Remaining that may be Purchased Under the Program(2) |
||||||
|
|
(unaudited)
|
||||||||||||
July 1-31, 2019
|
|
267,200
|
|
|
$
|
112.25
|
|
|
267,200
|
|
|
$
|
1,683,000,000
|
|
August 1-31, 2019
|
|
1,524,662
|
|
|
$
|
108.22
|
|
|
1,524,662
|
|
|
$
|
1,518,000,000
|
|
September 1-30, 2019
|
|
652,416
|
|
|
$
|
122.64
|
|
|
652,416
|
|
|
$
|
1,438,000,000
|
|
Total
|
|
2,444,278
|
|
|
|
|
2,444,278
|
|
|
|
(1)
|
May include shares withheld from employees to cover their withholding requirements for personal income taxes related to the vesting of restricted stock.
|
(2)
|
As of September 30, 2019, our Board of Directors has authorized the repurchase of $5.4 billion of our Common Stock since February 2008.
|
Exhibit
Number
|
|
|
|
Description
|
|
|
|
|
3.1
|
|
|
|
|
|
3.1(a)
|
|
|
|
|
|
3.1(b)
|
|
|
|
|
|
3.1(c)
|
|
|
|
|
|
3.2
|
|
|
|
|
|
10.2*‡†
|
|
|
|
|
|
31.1*
|
|
|
|
|
|
31.2*
|
|
|
|
|
|
32.1*
|
|
|
|
|
|
32.2*
|
|
|
|
|
|
101.INS*
|
|
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
101.SCH*
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
|
|
101.CAL*
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
101.DEF*
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
101.LAB*
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
101.PRE*
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
|
104
|
|
The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 has been formatted in Inline XBRL.
|
*
|
Filed herewith.
|
‡
|
Indicates a management contract or compensatory plan or arrangement.
|
†
|
This document was previously filed as the like-numbered exhibit to our Form 10-Q for the quarter ended June 30, 2019, filed with the SEC on July 23, 2019, and is being refiled to correct typographical errors in the version previously filed to conform to the executed version.
|
(1)
|
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt. The Company may not file with the applicable report copies of the instruments defining the rights of holders of long-term debt to the extent that the aggregate principal amount of the debt instruments of any one series of such debt instruments for which the instruments have not been filed has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company hereby agrees to furnish a copy of any such instrument(s) to the SEC upon request.
|
|
CELANESE CORPORATION
|
|||
|
|
|
|
|
|
|
By:
|
/s/ LORI J. RYERKERK
|
|
|
|
|
Lori J. Ryerkerk
|
|
|
|
|
Chief Executive Officer and President
|
|
|
|
|
|
|
|
|
|
Date:
|
October 22, 2019
|
|
|
By:
|
/s/ SCOTT A. RICHARDSON
|
|
|
|
|
Scott A. Richardson
|
|
|
|
|
Senior Vice President and
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
|
|
|
|
Date:
|
October 22, 2019
|
|
|
þ
|
|
I accept the above described offer of employment with Celanese and understand that my employment status will be considered at-will and may be terminated at any time for any reason. Upon acceptance of this offer, I agree to keep the terms and conditions of this agreement confidential.
|
|||
|
|
|
|||
o
|
|
I decline your offer of employment.
|
Signature:
|
/s/ Lori Ryerkerk
|
|
Date:
|
5 April 2019
|
|
Ms. Lori Ryerkerk
|
|
|
|
|
/s/ LORI J. RYERKERK
|
|
|
Lori J. Ryerkerk
|
|
|
Chief Executive Officer and President
|
|
|
October 22, 2019
|
|
/s/ SCOTT A. RICHARDSON
|
|
|
Scott A. Richardson
|
|
|
Senior Vice President and
|
|
|
Chief Financial Officer
|
|
|
October 22, 2019
|
|
/s/ LORI J. RYERKERK
|
|
|
Lori J. Ryerkerk
|
|
|
Chief Executive Officer and President
|
|
|
October 22, 2019
|
|
/s/ SCOTT A. RICHARDSON
|
|
|
Scott A. Richardson
|
|
|
Senior Vice President and
|
|
|
Chief Financial Officer
|
|
|
October 22, 2019
|