0000950123-10-060686 11-K 1 20091231 20100624 20100624 Celanese CORP 0001306830 2820 980420726 DE 1231 11-K 34 001-32410 10915114 1601 W. LBJ FREEWAY DALLAS TX 75234 972-443-4000 1601 W. LBJ FREEWAY DALLAS TX 75234 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 11-K 1 d73947e11vk.htm FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-32410 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Celanese Americas Retirement Savings Plan 1601 W LBJ Freeway Dallas, TX 75234 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Celanese Corporation 1601 W LBJ Freeway Dallas, TX 75234 -------------------------------------------------------------------------------- Celanese Americas Retirement Savings Plan CONTENTS Page Report of Independent Registered Public Accounting Firm 3 FINANCIAL STATEMENTS Statements of Net Assets Available for Benefits as of December 31, 2009 and 2008 4 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2009 and 2008 5 Notes to Financial Statements 6 Supplemental Schedule* Schedule H, line 4i — Schedule of Assets (Held at end of year) as of December 31, 2009 15 Signatures * Other schedules required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (“ERISA”) have been omitted because they are not applicable. 2 -------------------------------------------------------------------------------- Table of Contents REPORT OF INDEPENDENT REGISTERED ACCOUNTING FIRM To The Plan Administrator, Investment, and Benefit Committees of the Celanese Americas Retirement Savings Plan: We have audited the accompanying statements of net assets available for benefits of the Celanese Americas Retirement Savings Plan (the Plan) as of December 31, 2009 and 2008 and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008 and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule H, line 4i – schedule of assets (held at the end of year) as of December 31, 2009 is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rule and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ PMB Helin Donovan, LLP Dallas, Texas June 24, 2010 3 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Statements of Net Assets Available for Benefits As of December 31, 2009 2008 (In thousands) Assets Investments At fair value (Note 3) $ 525,282 $ 462,880 Wrapper contracts 303 315 Loans to participants 7,923 8,802 Total investments 533,508 471,997 Receivables Securities sold 50 - Accrued interest and dividends 521 879 Total receivables 571 879 Total assets 534,079 472,876 Liabilities Administrative payables 317 398 Net assets available for benefits at fair value 533,762 472,478 Adjustment from fair value to contract value for fully benefit-responsive investment contract (Note 3) 11,393 23,095 Net assets available for benefit $ 545,155 $ 495,573 See accompanying notes to financial statements. 4 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Statements of Changes in Net Assets Available for Benefits Year Ended December 31, 2009 2008 (In thousands) Investment income Net appreciation (depreciation) of investments (Note 3) $ 84,431 $ (176,796 ) Interest 4,029 8,788 Participant loan interest 555 634 Dividends 1,437 1,512 Other 114 165 Total investment income (loss) 90,566 (165,697 ) Contributions Company, net of forfeitures 9,160 10,142 Participant 17,255 20,673 Rollovers 946 679 Total contributions 27,361 31,494 Administrative expenses (1,236 ) (1,332 ) Withdrawals and distributions (67,039 ) (57,295 ) Net transfers (to) from other plans (70 ) 88 Net increase (decrease) 49,582 (192,742 ) Net assets available for benefits Beginning of year 495,573 688,315 End of year $ 545,155 $ 495,573 See accompanying notes to financial statements. 5 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements (1) Description of the Plan The Celanese Americas Retirement Savings Plan (the “Plan”) is a participant directed, defined contribution plan sponsored by Celanese Americas LLC (formerly Celanese Americas Corporation) and subsidiaries (“Celanese” or the “Company”), a wholly owned subsidiary of Celanese Corporation. The Plan covers certain employees of the Company and its participating affiliates (“Participants”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). Participants in the Plan should refer to the Plan document for more complete details of the Plan’s provisions. The Company has a trust agreement with State Street Bank & Trust Company (the “Trustee”). The trust agreement establishes a qualified trust for the Plan. The assets of the trust are managed by various investment managers appointed by the Company. The Company’s Investment Committee oversees the Plan and has discretionary authority to appoint an agent to direct the purchase and sale of investments in the Plan. The Company appointed the Plan Administrator and Investment Committee as the named fiduciaries of the Plan. (a) Eligibility Employees are eligible to participate in the Plan as soon as administratively practicable following their date of hire (taking into account the need to enroll and the timing of the Company’s payroll cycles). (b) Participant Contributions Participants may contribute from 2% to 80% of their eligible compensation, as defined in the Plan document and subject to certain Internal Revenue Service (“IRS”) limitations, through payroll deductions. Participants may designate contributions as either “before-tax,” “after-tax” or a combination of both. Participants’ before-tax contributions and Company contributions are deferred compensation pursuant to Section 401(k) of the Internal Revenue Code (“IRC”). (c) Company Contributions The Company makes a contribution equal to the amount contributed by each Participant up to 5% of such Participant’s eligible compensation for non-union participants, as defined in the Plan document. The Company’s contribution for union participants varies, as defined in the Plan document, but does not exceed 5% of the Participant’s eligible compensation. Effective January 1, 2009, the Plan was amended and restated to increase the matching contribution for the Calvert City union participants to a 100% match of the savings of Calvert City union participants, not to exceed 5% of the participant’s eligible compensation. (d) Vesting All Participants’ contributions and income earned or losses incurred thereon are fully vested at all times. Effective January 1, 2008, the Company’s contributions to active Participants and income earned or losses incurred thereon are also vested at all times. Company contributions to inactive Participants that were not vested as of January 1, 2008 will be forfeited upon request for distribution. (e) Forfeitures Forfeitures of non-vested Company contributions are used to reduce future employer contributions or to restore prior forfeitures under certain conditions. In 2009 and 2008, Company contributions were reduced by $266,266 and $134,222 respectively, from forfeited non-vested accounts. At December 31, 2009 and 2008, forfeitures of 6 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements $14,767 and $174,853, respectively, were available for reducing future employer contributions or to restore prior forfeitures under certain conditions. (f) Distributions and Withdrawals A Participant’s entire vested account balance shall be payable upon termination of employment, retirement, disability or death. Participants who suffer a “financial hardship” may withdraw all or part of their vested account balance before tax contributions subject to certain provisions, as described in the Plan document. Distributions and withdrawals under the Plan are made in cash in the form of a lump sum. Payments are made as soon as administratively practicable within the provisions of the Plan. The Plan allows for in-service withdrawals of vested contributions under certain circumstances, as defined in the Plan document. (g) Participant Accounts Each Participant’s account is credited with the Participant’s contributions, the appropriate amount of Company contributions and an allocation of the Plan’s earnings or losses and the investment management fees in accordance with the allocation provisions contained in the Plan document. The benefit to which a participant is entitled is the benefit that can be provided from the Participant’s vested account balance. (h) Participant Loans Participants who are actively working, and have a vested account balance of at least $2,000, may borrow up to the lesser of 50% of the vested account balance or $50,000 less the highest outstanding loan balance in the previous 12 months. The minimum loan available is $1,000 and shall not exceed $50,000. Loans are generally for periods of up to five years with the exception of the purchase of a primary residence in which case the loan can be for a period up to fifteen years. Loans are repaid in bi-weekly installments and include interest charges. The interest rate on new loans, fixed on the first business day of the month, is based on the Prime Lending Rate (per the Wall Street Journal) plus 1%. The range of interest rates for outstanding Participant loans as of December 31, 2009 was 4.25% to 11.5% with maturities ranging from 2010 to 2024. Each loan is adequately secured through the balance in the participant’s Plan account. If a participant defaults on his or her loan by failing to make timely repayments, the outstanding principal and interest due on the loan is treated as a deemed distribution and reported as a taxable distribution to the participant in the year of default. If the participant has an outstanding loan and takes a distribution of his or her Plan benefit, the outstanding principal and interest due on the loan is included in the amount distributed to the participant. 7 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements (i) Investments Plan Participants may direct the investment of their account in 1% increments among any of the following 20 investment options: Investment Option Investment Manager 2000 Retirement Portfolio Alliance Bernstein 2005 Retirement Portfolio Alliance Bernstein 2010 Retirement Portfolio Alliance Bernstein 2015 Retirement Portfolio Alliance Bernstein 2020 Retirement Portfolio Alliance Bernstein 2025 Retirement Portfolio Alliance Bernstein 2030 Retirement Portfolio Alliance Bernstein 2035 Retirement Portfolio Alliance Bernstein 2040 Retirement Portfolio Alliance Bernstein 2045 Retirement Portfolio Alliance Bernstein 2050 Retirement Portfolio Alliance Bernstein Core Bond Fund Pacific Investment Management Co. Government Securities Fund Hoisington Investment Management Co. S&P 500 Index Fund Barclay’s Global Investor Large-Cap Value Fund Alliance Bernstein Investment Management Large-Cap Growth Fund Marsico Capital Management International Stock Fund Capital Guardian Trust Company Small-Cap Core Fund Barclays Global Investors Stable Value Fund JP Morgan Asset Management Celanese Stock Fund State Street Global Advisors A Participant may transfer all or a portion of his or her interest, in 1% increments, from one investment fund to another. Each of the Plan’s investment options is managed for the Plan by independent investment managers, who employ a specific set of investment criteria endorsed and monitored by the Company. Celanese Stock Fund The Celanese Stock Fund is a “stock bonus plan” (as defined by U.S. Treasury Regulation § 1.401-1 (b)(i)(iii)) with a primary investment in common shares of Celanese Corporation. Participant holdings of Celanese Corporation common shares are limited to twenty percent of the Participants’ total account balance under the Plan. There is a 30-day restriction on reentry into the Celanese Stock Fund after a sale of stock. State Street Global Advisors was named as the fiduciary of the Celanese Stock Fund. The Trustee shall vote shares of Celanese Corporation stock in accordance with the instructions of the Participants in whose accounts the shares are held. During 2009, the Trustee purchased 103,540 shares of Celanese Corporation stock for the fund at an average price of $13.14 per share and sold 280,861 shares of Celanese Corporation stock for the fund at an average price $23.57 per share. During 2008, the Trustee purchased 829,070 shares of Celanese Corporation stock for the fund at an average price of $27.12 per share and sold 258,427 shares of Celanese Corporation stock for the fund at an average price $39.06 per share. Investment Contracts The Plan invests in fully benefit-responsive investment contracts held in the Stable Value Fund, which are reported in the Statement of Changes in Net Assets Available for Benefits on a contract value basis. The Statement of Net Assets Available for Benefits presents fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. 8 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements The Stable Value Fund permits all Participant initiated transactions as allowed by the plan to occur at contract value. Events that would limit the Plan’s ability to execute transactions at contract value are improbable, except for termination of the Plan by the Company; Company initiated withdrawals may be subject to a market adjustment. The average yield of the investment contracts was 4.19% and 6.82% for the years ended December 31, 2009 and 2008, respectively. The stabilized interest rate (“Crediting Rate”) on investment contracts was 1.52% and 2.66% as of December 31, 2009 and 2008, respectively. The Crediting Rates are provided to participants in the fund on a designated pool of investments held by the fund, through contracts generally referred to as a “wrapper”. The contracts provide assurance that the adjustments to the interest Crediting Rate will not result in a future interest Crediting Rate that is less then zero. (2) Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”) for all periods presented. (b) Valuation of Investments and Income Recognition The Plan’s investments are stated at fair value. All purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded when earned. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) in fair value of investments includes realized gains and losses on investments sold during the year as well as net appreciation (depreciation) of the investments held at the end of the year. As of December 31, 2008, the Plan adopted the provisions of FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) for financial assets and liabilities. ASC 820 defines fair value, and increases disclosures surrounding fair value calculations. (c) Risks and Uncertainties The assets of the Plan consist primarily of investments held at fair value. These investments are subject to market risks and are influenced by such factors as investment objectives, interest rates, stock market performance, economic conditions and world affairs. Due to the level of risk associated with certain investments, it is reasonably possible that changes in the values of investments will occur in the near term and that such changes could materially affect Participant account balances and the amounts reported in the financial statements. (d) Use of Estimates The preparation of financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates. 9 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements (e) Payment of Benefits Benefits are recorded when paid. (3) Investments During 2009 and 2008, the Plan’s investments (including investments bought and sold and held during the year) appreciated (depreciated) in value as follows: For the Years Ended December 31, 2009 2008 (In thousands) Quoted market price: US government securities $ (6,640 ) $ 6,452 Corporate stock — common and preferred 5,256 (13,187 ) Corporate stock — Celanese Corporation 16,651 (14,201 ) Registered investment companies 44,403 (94,178 ) 59,670 (115,114 ) Investments at estimated fair value: Common/collective trusts 24,773 (61,997 ) Wrapper contracts (12 ) 315 $ 84,431 $ (176,796 ) Investments representing 5% or more of the Plan’s net assets are as follows: As of December 31 2009 2008 (In thousands) Alliance Collective Investment Trust(1) 29,829 23,247 BR Equity Index Fund(1)(2) 40,229 31,052 Alliance Bernstein 2015 Retirement Fund 35,481 32,046 Alliance Bernstein 2020 Retirement Fund 37,894 32,373 Alliance Bernstein 2025 Retirement Fund 30,419 32,373 Bank of America, contract no. 02 011 53,078 57,981 Caisse Depots et Consignations, contract no. 1837 01 53,060 57,966 State Street Bank, contract no. 102063 53,078 57,981 (1) Holding did not represent 5% or more of the Plan’s net assets as of December 31, 2008. (2) Formerly BGI Equity Index Fund. 10 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements Investment Contracts Wrapper Investments at Contracts at Adjustment to 2009 Fair Value Fair Value Contract Value (In thousands) US government securities $ 506 $ - $ - Interest-bearing cash 445 - - JP Morgan Intermediate Bond Fund 146,568 - - Wrapper contracts - 303 11,393 $ 147,519 $ 303 $ 11,393 Wrapper Investments at Contracts at Adjustment to 2008 Fair Value Fair Value Contract Value (In thousands) US government securities $ 769 $ - $ - Interest-bearing cash 421 - - JP Morgan Intermediate Bond Fund 149,327 - - Wrapper contracts - 315 23,095 $ 150,517 $ 315 $ 23,095 The fair value of the wrapper is determined by calculating the present value of excess future wrapper fees. When the replacement cost of the wrapper contracts (a re-pricing provided annually by each issuer) is greater than the current wrapper fee, the difference is converted into the implied additional fee payment cash flows for the duration of the holding. The present value of that cash flow stream is calculated using a swap curve yield that is based on the duration of the holding, and adjusted for the holding’s credit quality rating. Since the replacement costs of the wrapper contracts exceeded the actual costs as of December 31, 2009 and 2008, the fair value of the wrapper contracts is valued at $303,464 and $315,347, respectively. 11 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements As discussed in Note 2, the Plan adopted ASC 820 as of December 31, 2008. ASC 820 establishes a three-tiered fair value hierarchy that prioritizes inputs to valuation techniques used in fair value calculations. The three levels of inputs are defined as follows: Level 1 — unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company Level 2 — inputs that are observable in the marketplace other than those inputs classified as Level 1 Level 3 — inputs that are unobservable in the marketplace and significant to the valuation The Company’s defined contribution plan assets are measured at fair value on a recurring basis and include the following items: Short-term investment funds: Foreign and domestic currencies as well as short-term securities are valued at cost plus accrued interest, which approximates fair value. Common/Collective Trusts: Composed of various funds whose diversified portfolio is comprised of foreign and domestic equities, fixed income securities, and short term investments. Investments are valued at the net asset value of units held by the plan at year-end. Corporate stock and government securities: Valued at the closing price reported on the active market in which the individual securities are traded. Automated quotes are provided by multiple pricing services and validated by the plan custodian. These securities are traded on exchanges as well as in the over the counter market. Registered Investment Companies: Composed of various mutual funds and other investment companies whose diversified portfolio is comprised of foreign and domestic equities, fixed income securities, and short term investments. Investments are valued at the net asset value of units held by the plan at year-end. Investment contracts: Calculated based on the market values of the underlying securities. The investment contracts invest primarily in the Stable Value Fund which is valued at the net asset value of shares held by the plan at year-end. Wrapper contracts: Calculated as the present value of excess future wrapper fees using a swap curve yield that is based on the duration of the holding, and adjusted for the holding’s credit quality rating. Participant loans: Calculated as the present value of excess future wrapper fees using a swap curve yield that is based on the duration of the holding, and adjusted for the holding’s credit quality rating. ASC 820 requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. 12 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements The following tables set forth by level, within the fair value hierarchy, the Plan’s assets at fair value: Fair Value Measurement as of December 31, 2009 Using Quoted Prices in Active Markets for Significant Other Identical Assets Observable Inputs (Level 1) (Level 2) Total Assets (In thousands) Investments Short-term investment funds $ - $ 7,047 $ 7,047 US government securities 16,086 - 16,086 Corporate stock — common and preferred 44,223 - 44,223 Registered investment companies 17,625 196,644 214,269 Common/collective trusts - 96,138 96,138 Investment contracts - 147,519 147,519 Wrapper contracts - 303 303 Participant loans - 7,923 7,923 Total assets $ 77,934 $ 455,574 $ 533,508 Fair Value Measurement as of December 31, 2008 Using Quoted Prices in Active Markets for Significant Other Identical Assets Observable Inputs (Level 1) (Level 2) Total Assets (In thousands) Investments Short-term investment funds $ - $ 7,396 $ 7,396 US government securities 29,452 - 29,452 Corporate stock — common and preferred 27,904 - 27,904 Registered investment companies 10,454 147,985 158,439 Common/collective trusts - 89,172 89,172 Investment contracts - 150,517 150,517 Wrapper contracts - 315 315 Participant loans - 8,802 8,802 Total assets $ 67,810 $ 404,187 $ 471,997 (4) Plan Termination Although the Company has not expressed any intent to terminate the Plan, it may do so at any time, subject to the provisions of ERISA. In accordance with Plan provisions, Participants are always 100% vested in Company contributions. (5) Federal Income Taxes The IRS has determined and informed the Company by a letter dated April 19, 2004, that the Plan and related trust are designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan Administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. 13 -------------------------------------------------------------------------------- Table of Contents Celanese Americas Retirement Savings Plan Notes to Financial Statements (6) Administrative Expenses Administrative expenses (principally record keeping costs and legal fees) are accrued and charged against the respective funds of the Plan. Investment management fees, taxes, brokerage commissions, and related fees are paid from the respective funds from which they are levied, assessed, or incurred. Certain administrative expenses of the Plan are paid by the Company. Expenses not paid by the Company are paid by the Plan. (7) Parties-in-Interest Certain Plan investments are shares of common/collective trusts managed by JPMorgan/American Century or State Street Bank & Trust Company. In addition, certain Plan investments are in interest bearing cash accounts managed by Morgan Guaranty Trust Company of New York. JPMorgan Retirement Plan Services is the record keeper and State Street Bank & Trust Company is the Trustee, as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. These transactions are covered by an exemption from the “prohibited transaction” provisions of ERISA and the IRC. The Plan also invests in the common stock of the Company as well as makes loans to Participants, both of which qualify as parties-in-interest to the Plan and are exempt from prohibited transaction rules. (8) Reconciliation of Financial Statements to Form 5500 The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2009 to Form 5500: Net Assets (In thousands) Net assets available for benefits per the financial statements $ 545,155 2009 adjustment from fair value to contract value for fully benefit-responsive investment contracts (11,393 ) Accrued administrative expenses (127 ) Net assets available for benefits per Form 5500 $ 533,635 The following is a reconciliation of the net increase in net assets per the financial statements for the year ended December 31, 2009, to Form 5500: Net Increase (In thousands) Net increase in net assets per the financial statements $ 49,582 2008 adjustment from fair value to contract value for fully benefit-responsive investment contracts 23,095 2009 adjustment from fair value to contract value for fully benefit-responsive investment contracts (11,393 ) Change in accrued administrative expenses (79 ) Net increase in net assets per Form 5500 $ 61,205 (9) Subsequent Events Subsequent events have been evaluated through the date of issuance. During this period, there have been no material events that would require recognition in the financial statements or disclosures to the financial statements. 14 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value INTEREST BEARING CASH BGI MONEY MARKET CASH HELD AT FD FOR EBT ALEX BROWN 11.000 11.00 11.00 05MP 05499B995 6.000 6.00 6.00 05MU 05499B995 5.000 5.00 5.00 BZW PRINCIPAL CASH 1.140 1.14 1.14 05MP 12399A986 0.280 0.28 0.28 05MU 12399A986 0.860 0.86 0.86 JPMCB LIQUIDITY JP MORGAN SHORT FUND TERM EQUITY I 4,663,371.700 4,663,371.700 4,663,371.700 05MO 55499Z963 4,663,371.700 4,663,371.700 4,663,371.700 * STATE STREET SHORT TERM BANK & TRUST CO INVESTMENT FUND 1.000 12/31/2030 2,383,682.64 2,383,682.64 2,383,682.64 05MA 8574809S8 598,496.63 598,496.63 598,496.63 05MQ 8574809S8 1,363.63 1,363.63 1,363.63 05MV 8574809S8 1,542,289.96 1,542,289.96 1,542,289.96 05MW 8574809S8 241,532.42 241,532.42 241,532.42 7,047,066.48 7,047,066.48 7,047,066.48 U.S. GOVERNMENT SECURITIES UNITED STATES TREAS BDS 41/2 02/15/36 4.500 02/15/2036 400,000.00 408,546.87 394,000.00 05MA 912810FTO 400,000.00 408,546.87 394,000.00 UNITED STATES TREAS BDS 43/4 02/15/37 4.750 02/15/2037 11,225,000.00 11,457,986.23 11,470,546.88 05MA 912810PT9 11,225,000.00 11,457,986.23 11,470,546.88 UNITED STATES TREAS N/B 05/39 4.25 05/15/2039 4,500,000.00 4,244,062.50 4,221,562.50 05MA 912810QB7 4,500,000.00 4,244,062.50 4,221,562.50 21,700,000.00 16,110,595.60 16,086,109.38 CORPORATE STOCKS — PREFERRED WELLS FARGO PREFFERED STOCK 8 3,350.000 64,176.91 86,095.00 05MV 949746879 3,350.000 64,176.91 86,095.00 3,350.000 64,176.91 86,095.00 15 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value CORPORATE STOCKS — COMMON TRANSOCEAN LTD ZUG NAMEN AKT 11,514.000 970,996.90 953,359.20 05MV H8817H100 11,514.000 970,996.90 953,359.20 ABBOTT LABS COM 13,834.000 689,290.89 746,897.66 05MV 002824100 13,834.000 689,290.89 746,897.66 ADOBE SYSTEMS INC COM 7,531.000 262,070.92 276,990.18 05MV 00724F101 7,531.000 262,070.92 276,990.18 AIR PRODS + CHEMS INC COM 2,897.000 260,541.75 233,371.74 05MV 009158106 2,897.000 260,541.75 233,371.74 AMAZON COM INC COM 3,770.000 391,063.23 507,140.40 05MV 023135106 3,770.000 391,063.23 507,140.40 AMERICAN EXPRESS CO COM 11,059.000 370,045.02 448,110.68 05MV 025816109 11,059.000 370,045.02 448,110.68 AMERICAN TOWER CORP CL A 11,545.000 423,663.66 498,859.45 05MV 029912201 11,545.000 423,663.66 498,859.45 APPLE INC COM NPV 5,330.000 819,915.88 1,123,883.80 05MV 037833100 5,330.000 819,915.88 1,123,883.80 BHP BILLITON PLC ADR SPONSORED ADR 8,500.000 338,756.11 542,725.00 05MV 05545E209 8,500.000 338,756.11 542,725.00 SPONSORED ADR BAIDU INC REPSTG ORD SHS 880.000 345,171.34 361,882.40 05MV 056752108 880.000 345,171.34 361,882.40 CELANESE CORP DE COM SER A 691,204.000 16,164,265.75 22,187,648.40 05MV 150870103 691,204.000 16,164,265.75 22,187,648.40 DIRECTV COM CLASS A 5,532.000 143,489.80 184,492.20 05MV 25490A101 5,532.000 143,489.80 184,492.20 DOW CHEM CO COM 28,505.000 509,284.55 787,593.15 05MV 260543103 28,505.000 509,284.55 787,593.15 16 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value EOG RESOURCES INC COM 4,541.000 411,539.55 441,839.30 05MV 26875P101 4,541.000 411,539.55 441,839.30 GENERAL DYNAMICS CORP COM 10,865.00 610,543.04 740,667.05 05MV 369550108 10,865.00 610,543.04 740,667.05 GILEAD SCIENCES INC COM 10,323.000 477,342.00 446,779.44 05MV 375558103 10,323.000 477,342.00 446,779.44 GOLDMAN SACHS GROUP INC COM 4,252.000 579,542.70 717,907.68 05MV 38141G104 4,252.000 579,542.70 717,907.68 GOOGLE INC CL A 2,027.000 808,776.70 1,256,699.46 05MV 38259P508 2,027.000 808,776.70 1,256,699.46 SPONSORED ADR HSBC HLDGS PLC NEW 7,500.000 443,014.14 428,175.00 05MV 404280406 7,500.000 443,014.14 428,175.00 INTERNATIONAL BUSINESS MACHS COM 5,749.000 572,949.17 752,544.10 05MV 459200101 5,749.000 572,949.17 752,544.10 JPMORGAN CHASE + CO COM 15,312.000 425,222.07 683,051.04 05MV 46625H100 15,312.000 425,222.07 683,051.04 JOHNSON + JOHNSON COM 7,756.000 479,496.55 499,563.96 05MV 478160104 7,756.000 479,496.55 499,563.96 MASTERCARD INC CL A 2,502.000 275,466.72 640,461.96 05MV 57636Q104 2,502.000 275,466.72 640,461.96 MCDONALDS CORP COM 15,085.000 820,383.84 941,907.40 05MV 580135101 15,085.000 820,383.84 941,907.40 MERCK + CO INC NEW COMMON STCOK 14,263.000 470,638.49 521,170.02 05MV 58933Y105 14,263.000 470,638.49 521,170.02 17 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value NIKE INC CL B 9,521.000 531,718.35 629,052.47 O5MV 654106103 9,521.000 531,718.35 629,052.47 NORDSTROM INC COM 4,299.000 146,614.03 161,556.42 05MV 655664100 4,299.000 146,614.03 161,556.42 NORFOLK SOUTHN CORP COM 8,853.000 469,630.93 464,074.26 05MV 655844108 8,853.000 469,630.93 464,074.26 PPG INDS INC COM 5,695.000 316,601.88 333,385.30 05MV 693506107 5,695.000 316,601.88 333,385.30 PETROLEO BRASILEIRO SA ADR SPONSORED ADR 14,677.000 532,672.71 699,799.36 05MV 71654V408 14,677.000 532,672.71 699,799.36 POTASH CORP SASK INC COM 2,593.000 218,317.74 281,340.50 05MV 73755L107 2,593.000 218,317.74 281,340.50 PRAXAIR COM 8,238.000 501,087.14 661,593.78 05MV 74005P104 8,238.000 501,087.14 661,593.78 PRICELINE COM INC COM NEW 798.000 174,241.39 174,363.00 05MV 741503403 798.000 174,241.39 174,363.00 QUALCOMM INC COM 15,618.000 709,729.25 722,488.68 05MV 747525103 15,618.000 709,729.25 722,488.68 US BANCORP DEL COM NEW 15,907.000 370,126.05 358,066.57 05MV 902973304 15,907.000 370,126.05 358,066.57 UNION PAC CORP COM 14,553.000 693,558.76 929,936.70 05MV 907818108 14,553.000 693,558.76 929,936.70 VISA INC COM CL A 7,664.000 520,131.48 670,293.44 05MV 92826C839 7,664.000 520,131.48 670,293.44 WELLS FARGO + CO COM 27,259.000 642,164.41 735,720.41 05MV 949746101 27,259.000 642,164.41 735,720.41 WYNN RESORTS LTD COM 3,921.000 255,973.77 228,319.83 05MV 983134107 3,921.000 255,973.77 228,319.83 18 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value YAHOO INC COM 12,409.000 216,077.36 208,223.02 05MV 984332106 12,409.000 216,077.36 208,223.02 1,054,263.000 34,362,116.02 44,136,934.41 LOANS TO PARTICIPANTS — OTHER LOANS TO PARTICIPANTS 7,922,561.690 7,922,561.69 7,922,561.69 05ME 53999S985 7,922,561.690 7,922,561.69 7,922,561.69 7,922,561.690 7,922,561.69 7,922,561.69 COMMON/COLLECTIVE TRUSTS ALLIANCE BERNSTEIN COLLECTIVE STRATEGIC INVT TR VALUE COL 2,646,791.873 27,542,101.45 29,829,344.41 05MB 018564823 2,646,791.873 27,542,101.45 29,829,344.41 BR EQUITY INDEX FUND F 2,296,187.784 44,779,318.18 40,229,209.98 05MP 05599Z991 2,296,187.784 44,779,318.18 40,229,209.98 CAP GUARDIAN COMMINGLED ACCT 003 01 GK19 649,551.152 30,000,872.78 26,079,478.75 05MH 140185976 649,551.152 30,000,872.78 26,079,478.75 5,592,530.809 102,322,292.41 96,138,033.14 REGISTERED INVESTMENT COMPANY ALLIANCE BERNSTEIN 2000 RET 463,446.288 4,242,171.53 4,342,491.72 05MY 01859M937 463,446.288 4,242,171.53 4,342,491.72 ALLIANCE BERNSTEIN 2005 RET 1,257,007.218 11,363,445.04 11,275,354.75 05MZ 01859M945 1,257,007.218 11,363,445.04 11,275,354.75 ALLIANCE BERNSTEIN 2010 RET 2,137,070.35 20,808,147.60 18,635,250.71 05MO 01859M952 2,137,070.35 20,808,147.60 18,635,250.71 ALLIANCE BERSTEIN 2015 RET 4,184,032.437 40,525,210.93 35,480,595.07 05M1 01859M960 4,184,032.437 40,525,210.93 35,480,595.07 19 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value ALLIANCE BERSTEIN 2020 RET 4,598,730.128 44,067,697.83 37,893,536.25 05M2 01859M978 4,598,730.128 44,067,697.83 37,893,536.25 ALLIANCE BERSTEIN 2025 RET 3,778,706.213 35,858,216.63 30,418,585.01 05M3 01859M986 3,778,706.213 35,858,216.63 30,418,585.01 ALLIANCE BERSTEIN 2030 RET 2,430,981.714 22,525,494.35 19,204,755.54 05M4 01859M994 2,430,981.714 22,525,494.35 19,204,755.54 ALLIANCE BERSTEIN 2035 RET 1,405,730.097 12,679,378.35 10,936,580.15 05M5 01859N919 1,405,730.097 12,679,378.35 10,936,580.15 ALLIANCE BERSTEIN 2040 RET 552,932.004 4,612,449.80 4,301,810.99 05M6 01859N927 552,932.004 4,612,449.80 4,301,810.99 ALLIANCE BERSTEIN 2045 RET 350,222.276 2,830,113.78 2,724,729.31 05M7 01859N935 350,222.276 2,830,113.78 2,724,729.31 ALLIANCE BERSTEIN 2050 RET 346,343.252 2,597,644.86 2,698,013.93 05M8 01859N943 346,343.252 2,597,644.86 2,698,013.93 BR RUSSELL 2000 INDEX FUND F MUTUAL FUND 1,123,698.655 12,866,867.05 18,732,056.58 05MU 05599Z983 1,123,698.655 12,866,867.05 18,732,056.58 PIMCO TOTAL RETURN FD INSTL CL 1,631,941.669 17,236,081.92 17,624,970.03 05MG 693390700 1,631,941.669 17,236,081.92 17,624,970.03 24,260,841.986 232,212,919.67 214,268,730.04 INSURANCE CO. GENERAL ACCOUNT CONTRACT BANK OF AMERICA NO. 02 011 5.000 12/31/2055 53,077,749.86 53,077,749.86 53,077,749.86 05MO 05999T9U4 53,077,749.86 53,077,749.86 53,077,749.86 CAISSE DEPOTS ET CONTRACT CONSIGNATIONS 1837 01 5.000 12/31/2055 20 -------------------------------------------------------------------------------- Table of Contents CELANESE AMERICAS RETIREMENT SAVINGS PLAN (Plan # 001) CELANESE AMERICAS CORPORATION EIN:22-1862783 05MK December 31, 2009 COMPOSITE SCHEDULE H, LINE 4I — SCHEDULE OF ASSETS (HELD AT END OF YEAR) (A) (B) Identity (C) Description of Investment Mat Date (E) Current Fund of Issuer Shares/Par Rate (D) Cost Value 53,060,295.34 53,060,295.34 53,060,295.34 05MO 1289969F4 53,060,295.34 53,060,295.34 53,060,295.34 * STATE STREET BANK CONTRACT 102063 5.000 12/31/2055 53,077,874.32 53,077,874.32 53,077,874.32 05MO 8579939G6 53,077,874.32 53,077,874.32 53,077,874.32 159,215,919.52 159,215,919.52 159,215,919.52 * Party-in-interest 21 -------------------------------------------------------------------------------- Table of Contents SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Celanese Americas Retirement Savings Plan By: /s/ Christopher W. Jensen Christopher W. Jensen Vice President and Corporate Controller of Celanese Corporation (Principal Accounting Officer) President and Treasurer of Celanese Americas LLC Date: June 24, 2010 22