þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008 | ||
OR | ||
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware
(State or Other Jurisdiction of Incorporation or Organization) |
98-0420726
(I.R.S. Employer Identification No.) |
|
1601 West LBJ Freeway, Dallas, TX
(Address of Principal Executive Offices) |
75234-6034
(Zip Code) |
Name of Each Exchange
|
||
Title of Each Class
|
on Which Registered
|
|
Series A Common Stock, par value $0.0001 per share
|
New York Stock Exchange | |
4.25% Convertible Perpetual Preferred Stock, par value
$0.01 per share (liquidation preference $25.00
per share) |
New York Stock Exchange |
Large accelerated
filer
þ
|
Accelerated filer o | Non-accelerated filer o | Smaller reporting company o | |||
(Do not check if a smaller reporting company) |
2
Item 1. | Business |
3
Advanced
|
||||||||
Engineered Materials | Consumer Specialties | Industrial Specialties | Acetyl Intermediates | |||||
2008 Net
Sales
(1)
|
$1,061 million | $1,155 million | $1,406 million | $3,199 million | ||||
Key Products
|
Polyacetal products (POM)
Ultra-high molecular weight polyethylene (GUR
®
)
Liquid crystal polymers (LCP)
Polyphenylene sulfide (PPS)
Polybutylene terephthalate (PBT)
Polyethylene terephthalate (PET)
Long fiber reinforced thermoplastics (LFRT)
|
Acetate tow
Acetate flake
Sunett
®
sweetener
Sorbates
|
Polyvinyl alcohol (PVOH)
Polyvinyl acetate
Conventional emulsions
Vinyl acetate ethylene emulsions
Low-density polyethylene resins (LDPE)
Ethylene vinyl acetate (EVA) resins and compounds
|
Acetic acid
Vinyl acetate monomer (VAM)
Acetic anhydride
Acetaldehyde
Ethyl acetate
Butyl acetate
Formaldehyde
|
||||
Major End-Use Markets
|
Fuel system components
Conveyor belts
Battery separators
Electronics
Seat belt mechanisms
Other automotive
Appliances and electronics
Filtrations
Coatings
Medical Devices
Telecommunications
|
Filter products
Beverages
Confections
Baked goods
Pharmaceuticals
|
Paints
Coatings
Adhesives
Building products
Glass fibers
Textiles
Paper
Flexible packaging
Lamination products
Medical tubing
Automotive parts
|
Paints
Coatings
Adhesives
Lubricants
Detergents
Pharmaceuticals
Films
Textiles
Inks
Plasticizers
Esters
Solvents
|
(1) | Consolidated net sales of $6,823 million for the year ended December 31, 2008 also includes $2 million in net sales from Other Activities, which is attributable to our captive insurance companies. Acetyl Intermediates net sales exclude inter-segment sales of $676 million for the year ended December 31, 2008. |
4
5
6
7
Year Ended December 31, | ||||||||||||||||||||||||
2008 | 2007 | 2006 | ||||||||||||||||||||||
% of
|
% of
|
% of
|
||||||||||||||||||||||
$ | Segment | $ | Segment | $ | Segment | |||||||||||||||||||
(In millions, except percentages) | ||||||||||||||||||||||||
North America
|
365 | 34 | % | 388 | 38 | % | 311 | 34 | % | |||||||||||||||
Europe/Africa
|
553 | 52 | % | 517 | 50 | % | 500 | 55 | % | |||||||||||||||
Asia/Australia
|
106 | 10 | % | 88 | 8 | % | 55 | 6 | % | |||||||||||||||
South America
|
37 | 4 | % | 37 | 4 | % | 49 | 5 | % | |||||||||||||||
Total
|
1,061 | 1,030 | 915 | |||||||||||||||||||||
8
Year Ended December 31, | ||||||||||||||||||||||||
2008 | 2007 | 2006 | ||||||||||||||||||||||
% of
|
% of
|
% of
|
||||||||||||||||||||||
$ | Segment | $ | Segment | $ | Segment | |||||||||||||||||||
(In millions, except percentages) | ||||||||||||||||||||||||
North America
|
194 | 17 | % | 201 | 18 | % | 204 | 23 | % | |||||||||||||||
Europe/Africa
|
497 | 43 | % | 427 | 39 | % | 248 | 28 | % | |||||||||||||||
Asia/Australia
|
413 | 36 | % | 437 | 39 | % | 395 | 45 | % | |||||||||||||||
South America
|
51 | 4 | % | 46 | 4 | % | 29 | 4 | % | |||||||||||||||
Total
|
1,155 | 1,111 | 876 | |||||||||||||||||||||
9
10
Year Ended December 31, | ||||||||||||||||||||||||
2008 | 2007 | 2006 | ||||||||||||||||||||||
% of
|
% of
|
% of
|
||||||||||||||||||||||
$ | Segment | $ | Segment | $- | Segment | |||||||||||||||||||
(In millions, except percentages) | ||||||||||||||||||||||||
North America
|
617 | 44 | % | 583 | 43 | % | 605 | 47 | % | |||||||||||||||
Europe/Africa
|
684 | 48 | % | 674 | 50 | % | 601 | 47 | % | |||||||||||||||
Asia/Australia
|
81 | 6 | % | 69 | 5 | % | 58 | 5 | % | |||||||||||||||
South America
|
24 | 2 | % | 20 | 2 | % | 17 | 1 | % | |||||||||||||||
Total
|
1,406 | 1,346 | 1,281 | |||||||||||||||||||||
11
| Ethyl acetate, an acetate ester that is a solvent used in coatings, inks and adhesives and in the manufacture of photographic films and coated papers; and | |
| Butyl acetate, an acetate ester that is a solvent used in inks, pharmaceuticals and perfume. |
| Formaldehyde, paraformaldehyde and formcels are primarily used to produce adhesive resins for plywood, particle board, coatings, POM engineering resins and a compound used in making polyurethane; | |
| Amines such as methyl amines, monisopropynol amines and butyl amines are used in agrochemicals, herbicides and the treatment of rubber and water; and | |
| Special solvents, such as crotonaldehyde, which are used by the Nutrinova business line for the production of sorbates, as well as raw materials for the fragrance and food ingredients industry. |
12
Year Ended December 31, | ||||||||||||||||||||||||
2008 | 2007 | 2006 | ||||||||||||||||||||||
% of
|
% of
|
% of
|
||||||||||||||||||||||
$ | Segment | $ | Segment | $ | Segment | |||||||||||||||||||
(In millions, except percentages) | ||||||||||||||||||||||||
North America
|
743 | 23 | % | 685 | 23 | % | 685 | 26 | % | |||||||||||||||
Europe/Africa
|
1,198 | 37 | % | 1,183 | 40 | % | 1,075 | 40 | % | |||||||||||||||
Asia/Australia
|
1,142 | 36 | % | 968 | 33 | % | 814 | 30 | % | |||||||||||||||
South America
|
116 | 4 | % | 119 | 4 | % | 110 | 4 | % | |||||||||||||||
Total
(1)
|
3,199 | 2,955 | 2,684 | |||||||||||||||||||||
(1) | Excludes inter-segment sales of $676 million, $660 million and $667 million for the years ended December 31, 2008, 2007 and 2006, respectively. |
13
Location
|
Ownership |
Segment
|
Partner(s)
|
Year Entered | ||||||||||
Equity Method Investments
|
||||||||||||||
KEPCO
|
South Korea | 50% |
Advanced Engineered
Materials |
Mitsubishi Gas Chemical Company, Inc./Mitsubishi Corporation | 1999 | |||||||||
Polyplastics Co., Ltd.
|
Japan | 45% |
Advanced Engineered
Materials |
Daicel Chemical Industries Ltd. | 1964 | |||||||||
Fortron Industries LLC
|
US | 50% |
Advanced Engineered
Materials |
Kureha Corporation | 1992 | |||||||||
Cost Method Investments
|
||||||||||||||
National Methanol Co.
|
Saudi Arabia | 25% | Acetyl Intermediates |
Saudi Basic Industries Corporation (SABIC)/
CTE Petrochemicals |
1981 | |||||||||
Kunming Cellulose Fibers Co. Ltd.
|
China | 30% | Consumer Specialties |
China National
Tobacco Corporation |
1993 | |||||||||
Nantong Cellulose Fibers Co. Ltd.
|
China | 31% | Consumer Specialties |
China National
Tobacco Corporation |
1986 | |||||||||
Zhuhai Cellulose Fibers Co. Ltd.
|
China | 30% | Consumer Specialties |
China National
Tobacco Corporation |
1993 |
14
Company
|
Ownership % | |||
InfraServ GmbH & Co. Gendorf KG
|
39.0 | % | ||
InfraServ GmbH & Co. Knapsack KG
|
28.2 | % | ||
InfraServ GmbH & Co. Hoechst KG
|
31.2 | % |
15
Employees as of December 31, | ||||||||||||
2008 | 2007 | 2006 | ||||||||||
North America
|
4,100 | 4,350 | 4,700 | |||||||||
thereof US
|
3,050 | 3,200 | 3,300 | |||||||||
thereof Canada
|
250 | 250 | 500 | |||||||||
thereof Mexico
|
800 | 900 | 900 | |||||||||
Europe
|
3,500 | 3,500 | 3,900 | |||||||||
thereof Germany
|
1,700 | 1,700 | 2,600 | |||||||||
Asia
|
700 | 500 | 250 | |||||||||
Rest of World
|
50 | 50 | 50 | |||||||||
Total Employees
|
8,350 | 8,400 | 8,900 | |||||||||
16
Item 1A. | Risk Factors |
17
| Shortages of raw materials due to increasing demand, e.g., from growing uses or new uses; | |
| Capacity constraints, e.g., due to construction delays, strike action or involuntary shutdowns; | |
| The general level of business and economic activity; and | |
| The direct or indirect effect of governmental regulation. |
18
19
20
21
22
23
| increasing vulnerability to general economic and industry conditions including exacerbating any adverse business effects that are determined to be material adverse effects under our senior credit facility; | |
| requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on indebtedness, therefore reducing our ability to use our cash flow to fund operations, capital expenditures and future business opportunities; | |
| exposing us to the risk of increased interest rates as certain of our borrowings are at variable rates of interest; | |
| limiting our ability to obtain additional financing for working capital, capital expenditures, product development, debt service requirements, acquisitions and general corporate or other purposes; and | |
| limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who have less debt. |
24
25
Item 1B. | Unresolved Staff Comments |
26
28
Item 2.
Properties
Leased
Administrative offices
Leased
Corporate headquarters
Leased
Administrative offices
Leased
Administrative offices
Owned
Administrative offices
Leased
Automotive Development Center
Owned
POM,
GUR
®
,
Compounding
Owned
Compounding
Owned
LFRT, POM, Compounding
Leased
GUR
®
Venture owned by Polyplastics Co., Ltd., a cost method investment
POM, PBT, LCP, Compounding
Venture owned by Polyplastics Co., Ltd., a cost method investment
POM, Compounding
Owned
LCP, PBT, PET, Compounding
Owned
Compounding
Venture owned by Korea Engineering Plastics Co., Ltd., an equity
method investment
POM
Venture owned by Fortron Industries LLC, an equity method
investment
PPS
Owned
LFRT
Leased
GUR
®
Venture owned by Kunming Cellulose Fibers Co. Ltd., a cost
method investment
Acetate tow, Acetate flake
Owned
Acetate tow
Venture owned by Nantong Cellulose Fibers Co. Ltd., a cost
method investment
Acetate tow, Acetate flake
Owned
Acetate tow, Acetate flake
Owned
Acetate tow, Acetate flake
Owned
Acetate tow, Acetate flake
Venture owned by InfraServ GmbH & Co. Hoechst KG, an equity
method investment
Sorbates,
Sunett
®
sweetener
Venture owned by Zhuhai Cellulose Fibers Co. Ltd., a cost method
investment
Acetate tow, Acetate flake
Owned
Conventional emulsions
27
Table of Contents
Leased
PVOH
Owned
Conventional emulsions, Vinyl acetate ethylene emulsions
Owned
LDPE, EVA
Venture owned by InfraServ GmbH & Co. Hoechst KG, an equity
method investment
Conventional emulsions, Vinyl acetate ethylene emulsions
Owned
Vinyl acetate ethylene emulsions
Owned
PVOH, Polyvinyl acetate
Owned
Conventional emulsions, Vinyl acetate ethylene emulsions
Leased
Conventional emulsions, Vinyl acetate ethylene emulsions
Leased
PVOH
Owned
Conventional emulsions
Venture owned by Complejo Industrial Taqsa AIE, a cost method
investment
Conventional emulsions, Vinyl acetate ethylene emulsions, PVOH
Owned
Conventional emulsions, Vinyl acetate ethylene emulsions
Owned
Conventional emulsions, Vinyl acetate ethylene emulsions
Leased
VAM
Owned
Formaldehyde
Owned
Acetic anhydride, Ethyl acetate, VAM
Owned
Acetic acid, VAM
Venture owned by InfraServ GmbH & Co. Hoechst KG, an equity
method investment
Acetaldehyde, VAM, Butyl acetate
Leased
Acetic acid, Acetic anhydride
Owned
Acetic acid, Acetic anhydride, Ethyl acetate
Owned
Acetic acid, VAM
Leased
Acetic anhydride
Venture owned by National Methanol Company (Ibn Sina), a cost
method investment
Methyl tertiary-butyl ether, Methanol
Leased
Acetic acid, Butyl acetate, Ethyl acetate, VAM
Venture owned by Complejo Industrial Taqsa AIE, a cost method
investment
VAM
(1)
Site is no longer operational and is currently held for sale.
(2)
Multiple Celanese business segments conduct operations at the
Tarragona facility. Celanese owns its assets at the facility but
shares ownership in the land. Celaneses ownership
percentage in the land is 15%.
Table of Contents
(3)
Multiple Celanese business segments conduct operations at the
Nanjing facility. Celanese owns the assets on this site, but
utilizes the land through the terms of a long-term land lease.
(4)
Multiple Celanese business segments conduct operations at the
Frankfurt facility.
(5)
Celanese owns the assets on this site, but utilizes the land
through the terms of a long-term land lease.
(6)
Site is no longer operating as of December 31, 2008.
(7)
The Company has announced its decision to shut down the
Cangrejera VAM production unit effective at the end of February
2009.
Item 3.
Legal
Proceedings
Item 4.
Submission
of Matters to a Vote of Security Holders
29
Table of Contents
Item 5.
Market
for the Registrants Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
Price Range
High
Low
$
43.72
$
31.76
$
50.99
$
39.50
$
47.02
$
24.68
$
27.76
$
5.71
$
32.00
$
24.50
$
39.43
$
30.59
$
42.49
$
30.70
$
44.77
$
35.16
30
Table of Contents
Approximate Dollar
Total Number of
Value of Shares
Total Number
Average
Shares Purchased as
Remaining that may be
of Shares
Price Paid
Part of Publicly
Purchased Under
Purchased
(1)
per Share
Announced Program
the Program
44,221
$
26.71
$
122,300,000
(1)
Relates to shares employees have elected to have withheld to
cover their minimum withholding requirements for personal income
taxes related to the vesting of restricted stock units. No
shares were purchased during the three months ended
December 31, 2008 under our previously announced stock
repurchase plan.
31
Table of Contents
32
Table of Contents
Number of Securities
Remaining Available for
Number of Securities to be
Weighted Average
Future Issuance Under
Issued upon Exercise of
Exercise Price of
Equity Compensation
Outstanding Options,
Outstanding Options,
Plans (excluding securities
Warrants and Rights
Warrants and Rights
reflected in column (a))
(a)
(b)
(c)
7,015,759
$
19.35
285,517
1,603,766
285,517
8,619,525
285,517
Item 6.
Selected
Financial Data
33
Table of Contents
Successor
Predecessor
Nine Months
Three Months
Ended
Ended
Year Ended December 31,
December 31,
March 31,
2008
2007
2006
2005
2004
2004
(In $ millions, except per share data)
6,823
6,444
5,778
5,270
3,206
1,058
(108
)
(58
)
(10
)
(61
)
(78
)
(28
)
440
748
620
486
17
39
434
447
526
276
(230
)
62
372
336
319
214
(292
)
48
(90
)
90
87
63
39
30
282
426
406
277
(253
)
78
2.44
2.11
1.95
1.32
(2.94
)
0.97
2.28
1.96
1.86
1.29
(2.94
)
0.97
586
566
751
701
(62
)
(102
)
(201
)
143
(268
)
(907
)
(1,811
)
91
(499
)
(714
)
(108
)
(144
)
2,686
(43
)
685
827
824
758
743
689
7,166
8,058
7,895
7,445
7,410
6,613
3,533
3,556
3,498
3,437
3,387
587
182
1,062
787
235
(112
)
2,622
350
291
269
267
165
64
267
306
244
203
134
29
0.16
0.16
0.16
0.08
(1)
Trade working capital is defined as trade accounts receivable
from third parties and affiliates net of allowance for doubtful
accounts, plus inventories, less trade accounts payable to third
parties and affiliates. Trade working capital is calculated in
the table below:
Successor
Predecessor
As of December 31,
March 31,
2008
2007
2006
2005
2004
2004
(In $ millions)
631
1,009
1,001
919
866
810
577
636
653
650
603
491
(523
)
(818
)
(830
)
(811
)
(726
)
(612
)
685
827
824
758
743
689
(2)
In the nine months ended December 31, 2004, Celanese GmbH
declared and paid a dividend of 0.12 ($0.14) per share for
the year ended December 31, 2003. Dividends paid to
Celanese and its consolidated subsidiaries eliminate in
consolidation.
(3)
Amounts include accrued capital expenditures. Amounts do not
include capital expenditures related to capital lease
obligations or capital expenditures related to the relocation of
our Ticona plant in Kelsterbach. See Note 24 and
Note 28 to the consolidated financial statements.
34
Table of Contents
Item 7.
Managements
Discussion and Analysis of Financial Condition and Results of
Operations
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, 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, fuel oil
and electricity;
the ability to pass increases in raw material prices on to
customers or otherwise improve margins through price increases;
35
Table of Contents
the ability to maintain plant utilization rates and to implement
planned capacity additions and expansions;
the ability to reduce production costs and improve productivity
by implementing technological improvements to existing plants;
increased price competition and the introduction of competing
products by other companies;
changes in the degree of intellectual property and other legal
protection afforded to our products;
compliance costs and potential disruption or interruption of
production due to accidents or other unforeseen events or delays
in construction of facilities;
potential liability for remedial actions under existing or
future environmental regulations;
potential liability resulting from pending or future litigation,
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; and
various other factors, both referenced and not referenced in
this document.
Opened a customer application development center in Shanghai,
China, to support growth in the region for Advanced Engineered
Materials engineering polymers business.
Our Board of Directors authorized us to repurchase up to
$500 million of our Series A common stock. During the
year ended December 31, 2008, we repurchased
9,763,200 shares of our Series A common stock for
$378 million pursuant to this authorization.
Signed an agreement to establish a 20,000 square-meter
integrated technology and marketing facility in Shanghai, China.
The facility will combine the headquarters for our Asia
businesses, customer application development and research and
development center.
Successfully started up our newly constructed 20,000 ton
ultra-high molecular weight polyethylene
(GUR
®
)
facility, 100,000 ton acetic anhydride facility and 300,000 ton
vinyl acetate monomer (VAM) facility, all located at
our integrated chemical complex in Nanjing, China.
Our Nutrinova business and BRAIN AG, a leading European
white biotech company, identified all-natural
compounds for high intensity sweeteners and sweetness enhancers.
Introduced
EcoVAE
tm
,
a new vinyl acetate/ethylene emulsion technology designed to
facilitate the manufacture of high quality, eco-friendly paints
for North America and Asia.
Resolved certain legacy litigation matters by entering into a
settlement agreement for $107 million related to sales by
the polyester staple fibers business, which Hoechst AG sold to
KoSa, Inc. in 1998. In addition, we paid 17 million
to settle Sorbates antitrust actions with the European
Commission.
36
Table of Contents
Announced plans to build a new
Vectra
®
liquid crystal polymer (LCP) production facility
co-located at our integrated chemical complex in Nanjing, China.
Construction for the LCP production facility and start-up dates
will depend on market conditions.
Began construction of the worlds largest polyacetal plant
in Hoechst Industrial Park. The state-of-the-art facility is
expected to be operational in 2011 and will replace
Ticonas existing production operations in Kelsterbach,
Germany.
Received Green Partner certification from Sony Corporation at
our Ticona plant in Shelby, North Carolina. The certification
recognizes suppliers cooperation of eco-friendly products
and their ability to meet established regulations for
environment-related substances found in components of products
that bear the Sony name.
Announced the shutdown of the VAM production unit in Cangrejera,
Mexico and the assessment of the potential closure of acetic
acid and vinyl acetate monomer (VAM) production in
Pardies, France and certain other actions.
Released our 2008 Sustainability Report, which details our
industry-leading commitment to safety, health and the
environment across our worldwide operations. The report also
highlights best practices driven by our employees around the
world.
Reached an agreement with the Frankfurt, Germany Airport to
receive an advance payment of 322 million associated
with the relocation of our Ticona business in Kelsterbach,
Germany. This advance payment will be in lieu of payments of
200 million and 140 million originally
scheduled to be paid in June 2009 and June 2010, respectively.
37
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions, except percentages)
6,823
6,444
5,778
1,256
1,445
1,309
(540
)
(516
)
(536
)
(108
)
(58
)
(10
)
440
748
620
54
82
76
(261
)
(262
)
(293
)
(256
)
(1
)
167
116
79
434
447
526
372
336
319
(90
)
90
87
282
426
406
350
291
269
6.4
%
11.6
%
10.7
%
6.4
%
6.9
%
9.1
%
(1)
Defined as operating profit divided by net sales.
As of December 31,
2008
2007
(In $ millions)
233
272
3,300
3,284
3,533
3,556
676
825
2,857
2,731
38
Table of Contents
Year Ended
December 31,
2008
2007
(In $ millions)
(21
)
(32
)
(7
)
(11
)
(74
)
4
38
40
31
(115
)
(9
)
(1)
(12
)
(5
)
8
1
(2
)
(108
)
(58
)
(1)
Includes $6 million of goodwill impairment
39
Table of Contents
Year Ended
December 31,
2007
2006
(In $ millions)
(32
)
(12
)
(11
)
1
(74
)
4
5
40
31
(9
)
(1)
(5
)
(2
)
(4
)
(58
)
(10
)
(1)
Includes $6 million of goodwill impairment
40
Table of Contents
41
Table of Contents
Year Ended December 31,
Year Ended December 31,
Change
Change
2008
2007
in $
2007
2006
in $
(In $ millions)
1,061
1,030
31
1,030
915
115
1,155
1,111
44
1,111
876
235
1,406
1,346
60
1,346
1,281
65
3,875
3,615
260
3,615
3,351
264
2
2
2
22
(20
)
(676
)
(660
)
(16
)
(660
)
(667
)
7
6,823
6,444
379
6,444
5,778
666
(29
)
(4
)
(25
)
(4
)
6
(10
)
(2
)
(4
)
2
(4
)
(4
)
(3
)
(23
)
20
(23
)
(11
)
(12
)
(78
)
72
(150
)
72
72
4
(64
)
68
(64
)
(5
)
(59
)
(35
)
35
(35
)
(35
)
(108
)
(58
)
(50
)
(58
)
(10
)
(48
)
32
133
(101
)
133
145
(12
)
190
199
(9
)
199
165
34
47
28
19
28
44
(16
)
309
616
(307
)
616
456
160
(138
)
(228
)
90
(228
)
(190
)
(38
)
440
748
(308
)
748
620
128
69
189
(120
)
189
201
(12
)
237
235
2
235
185
50
47
28
19
28
43
(15
)
434
694
(260
)
694
519
175
(353
)
(699
)
346
(699
)
(422
)
(277
)
434
447
(13
)
447
526
(79
)
76
69
7
69
65
4
53
51
2
51
39
12
62
59
3
59
59
150
106
44
106
101
5
9
6
3
6
5
1
350
291
59
291
269
22
42
Table of Contents
Volume
Price
Currency
Other
Total
(In percentages)
(4
)
3
4
3
(6
)
7
1
2
(b)
4
(10
)
11
4
(1
)
(c)
4
(3
)
7
3
7
(5
)
8
3
6
Volume
Price
Currency
Other
Total
(In percentages)
9
(1
)
5
13
(4
)
4
1
26
(b)
27
(1
)
2
5
(1
)
(c)
5
(5
)
9
4
8
(2
)
6
4
4
12
(a)
Includes the effects of the captive insurance companies.
(b)
Includes net sales from the APL acquisition.
(c)
Includes loss of sales related to the AT Plastics Films
business.
Year Ended December 31,
Change
2008
2007
in $
(In $ millions, except percentages)
1,061
1,030
31
(4
)%
3
%
4
%
0
%
32
133
(101
)
3.0
%
12.9
%
(29
)
(4
)
(25
)
69
189
(120
)
76
69
7
43
Table of Contents
Year Ended
Total From
December 31,
Inception through
2008
2007
December 31, 2008
(In $ millions)
311
337
12
5
17
202
40
243
(1)
Includes an increase in accrued capital expenditures of
$17 million and $19 million during the years ended
December 31, 2008 and 2007, respectively.
44
Table of Contents
Year Ended December 31,
Change
2008
2007
in $
(In $ millions, except percentages)
1,155
1,111
44
(6
)%
7
%
1
%
2
%
190
199
(9
)
16.4
%
17.9
%
(2
)
(4
)
2
237
235
2
53
51
2
45
Table of Contents
Year Ended December 31,
Change
2008
2007
in $
(In $ millions, except percentages)
1,406
1,346
60
(10
)%
11
%
4
%
(1
)%
47
28
19
3.3
%
2.1
%
(3
)
(23
)
20
47
28
19
62
59
3
46
Table of Contents
Year Ended December 31,
Change
2008
2007
in $
(In $ millions, except percentages)
3,875
3,615
260
(3
)%
7
%
3
%
0
%
309
616
(307
)
8.0
%
17.0
%
(78
)
72
(150
)
434
694
(260
)
150
106
44
47
Table of Contents
Year Ended December 31,
Change
2007
2006
in $
(In $ millions, except percentages)
1,030
915
115
9
%
(1
)%
5
%
0
%
133
145
(12
)
12.9
%
15.8
%
(4
)
6
(10
)
189
201
(12
)
69
65
4
48
Table of Contents
Year Ended December 31,
Change
2007
2006
in $
(In $ millions, except percentages)
1,111
876
235
(4
)%
4
%
1
%
26
%
199
165
34
17.9
%
18.8
%
(4
)
(4
)
235
185
50
51
39
12
49
Table of Contents
Year Ended December 31,
Change
2007
2006
in $
(In $ millions, except percentages)
1,346
1,281
65
(1
)%
2
%
5
%
(1
)%
28
44
(16
)
2.1
%
3.4
%
(23
)
(11
)
(12
)
28
43
(15
)
59
59
50
Table of Contents
Year Ended
December 31,
Change
2007
2006
in $
(In $ millions, except percentages)
3,615
3,351
264
(5
)%
9
%
4
%
0
%
616
456
160
17.0
%
13.6
%
72
72
694
519
175
106
101
5
51
Table of Contents
52
Table of Contents
53
Table of Contents
54
Table of Contents
Expiration per Period
Less Than
After 5
Total
1 Year
Years 2 & 3
Years 4 & 5
Years
(In $ millions)
2,794
28
57
57
2,652
1,128
204
369
253
302
211
11
41
23
136
530
194
91
58
187
4,663
437
558
391
3,277
140
45
48
25
22
2,291
527
717
399
648
218
218
165
47
35
18
65
7,477
1,056
1,358
833
4,230
(1)
Future interest expense is calculated using the rate in effect
on January 2, 2009.
(2)
Does not include a $2 million reduction due to purchase
accounting.
(3)
Due to uncertainties in the timing of the effective settlement
of tax positions with the respective taxing authorities, we are
unable to determine the timing of payments related to our
Financial Accounting Standards Board (FASB)
Interpretation No. 48,
Accounting for Uncertainty
in Income Taxes, an interpretation of FASB Statement
No. 109
(FIN 48) obligations,
including interest and penalties. These amounts are therefore
reflected in After 5 Years.
Expiration per Period
Less Than
After 5
Total
1 Year
Years 2 & 3
Years 4 & 5
Years
(In $ millions)
26
8
16
2
91
91
117
99
16
2
55
Table of Contents
56
Table of Contents
57
Table of Contents
58
Table of Contents
Item 7A.
Quantitative
and Qualitative Disclosures about Market Risk
59
Table of Contents
2009 Maturity
(In $ millions)
145
(115
)
80
26
21
9
(7
)
6
(5
)
(3
)
157
60
Table of Contents
Item 8.
Financial
Statements and Supplementary Data
61
Table of Contents
Three Months Ended
March 31,
June 30,
September 30,
December 31,
2008
2008
2008
2008
(Unaudited)
(In $ millions, except per share data)
1,846
1,868
1,823
1,286
(16
)
(7
)
(1
)
(84
)
234
207
151
(152
)
218
247
152
(183
)
145
203
164
(140
)
(69
)
(6
)
(15
)
145
134
158
(155
)
0.93
0.87
1.05
(1.09
)
0.87
0.80
0.97
(1.09
)
Three Months Ended
March 31,
June 30,
September 30,
December 31,
2007
2007
2007
2007
(Unaudited)
(In $ millions, except per share data)
1,555
1,556
1,573
1,760
(1
)
(105
)
(12
)
60
206
71
147
324
171
(168
)
131
313
122
(124
)
130
208
79
7
(2
)
6
201
(117
)
128
214
1.25
(0.76
)
0.84
1.39
1.15
(0.76
)
0.76
1.27
62
Table of Contents
Item 9.
Changes
in and Disagreements with Accountants on Accounting and
Financial Disclosure
Item 9A.
Controls
and Procedures
63
Table of Contents
64
Table of Contents
Item 9B.
Other
Information
Item 10.
Directors,
Executive Officers and Corporate Governance
Item 11.
Executive
Compensation
Item 12.
Security
Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
Item 13.
Certain
Relationships and Related Transactions and Director
Independence
Item 14.
Principal
Accounting Fees and Services
Item 15.
Exhibits
and Financial Statement Schedule
Page Number
F-2
F-3
F-4
F-5
F-6
F-7
65
Table of Contents
66
Table of Contents
By:
Title:
Chairman of the Board of
Chairman of the Board of Directors, Chief Executive Officer
(Principal Executive Officer)
February 12, 2009
Senior Vice President, Chief Financial Officer (Principal
Financial Officer)
February 12, 2009
Vice President, Controller
(Principal Accounting Officer)
February 12, 2009
Director
February 12, 2009
Director
February 12, 2009
Director
February 12, 2009
67
Table of Contents
Director
February 12, 2009
Director
February 12, 2009
Director
February 12, 2009
Director
February 12, 2009
Director
February 12, 2009
68
Table of Contents
Page
F-2
F-3
F-4
F-5
F-6
F-7
F-7
F-12
F-14
F-16
F-18
F-18
F-19
F-21
F-21
F-22
F-23
F-23
F-24
F-26
F-31
F-34
F-35
F-37
F-41
F-45
F-45
F-49
F-56
F-56
F-60
F-61
F-61
F-62
F-62
F-1
Table of Contents
F-2
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions, except for share and per share data)
6,823
6,444
5,778
(5,567
)
(4,999
)
(4,469
)
1,256
1,445
1,309
(540
)
(516
)
(536
)
(76
)
(72
)
(66
)
(80
)
(73
)
(65
)
(108
)
(58
)
(10
)
(4
)
2
(3
)
(8
)
20
(9
)
440
748
620
54
82
76
(261
)
(262
)
(293
)
(256
)
(1
)
31
44
37
167
116
79
3
(25
)
8
434
447
526
(63
)
(110
)
(203
)
1
(1
)
(4
)
372
336
319
(120
)
40
130
6
52
5
24
(2
)
(48
)
(90
)
90
87
282
426
406
(10
)
(10
)
(10
)
272
416
396
2.44
2.11
1.95
(0.61
)
0.58
0.55
1.83
2.69
2.50
2.28
1.96
1.86
(0.55
)
0.53
0.50
1.73
2.49
2.36
148,350,273
154,475,020
158,597,424
163,471,873
171,227,997
171,807,599
F-3
Table of Contents
F-4
Table of Contents
2008
2007
2006
Shares
Shares
Shares
Outstanding
Amount
Outstanding
Amount
Outstanding
Amount
(In $ millions, except share data)
9,600,000
9,600,000
9,600,000
9,600,000
9,600,000
9,600,000
152,102,801
158,668,666
158,562,161
7,400
1,056,368
4,265,221
106,505
(9,763,200
)
(10,838,486
)
109,739
143,505,708
152,102,801
158,668,666
10,838,486
(403
)
9,763,200
(378
)
10,838,486
(403
)
20,601,686
(781
)
10,838,486
(403
)
469
362
337
2
4
3
15
15
20
10
88
2
(1
)
495
469
362
799
394
24
282
426
406
(24
)
(25
)
(26
)
(10
)
(10
)
(10
)
14
1,047
799
394
197
31
(126
)
(23
)
17
13
(130
)
70
5
(79
)
(41
)
2
(544
)
120
269
(132
)
(579
)
197
31
182
1,062
787
282
426
406
(23
)
17
13
(130
)
70
5
(79
)
(41
)
2
(544
)
120
269
(494
)
592
695
F-5
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions)
282
426
406
111
30
(34
)
360
311
323
(69
)
23
125
1
(74
)
(8
)
256
35
(1
)
61
3
(84
)
10
339
(69
)
(9
)
21
(27
)
19
53
66
(5
)
(265
)
(11
)
(22
)
(285
)
(280
)
(115
)
586
566
751
(274
)
(288
)
(244
)
(269
)
9
715
23
311
26
(185
)
(21
)
202
69
95
(91
)
(59
)
(65
)
46
(42
)
(93
)
(18
)
(80
)
(50
)
(43
)
(201
)
143
(268
)
(64
)
30
13
13
2,904
38
(47
)
(3,053
)
(125
)
(240
)
(378
)
(403
)
18
69
2
(24
)
(25
)
(26
)
(10
)
(10
)
(10
)
(7
)
14
(499
)
(714
)
(108
)
(35
)
39
26
(149
)
34
401
825
791
390
676
825
791
F-6
Table of Contents
1.
Description
of the Company
2.
Summary
of Accounting Policies
F-7
Table of Contents
20 years
30 years
20 years
F-8
Table of Contents
F-9
Table of Contents
F-10
Table of Contents
F-11
Table of Contents
Ownership Percentage
as of December 31,
2008
2007
76
%
76
%
50
%
50
%
3.
Recent
Accounting Pronouncements
F-12
Table of Contents
F-13
Table of Contents
4.
Acquisitions,
Ventures, Divestitures and Asset Sales
F-14
Table of Contents
F-15
Table of Contents
5.
Securities
Available for Sale
F-16
Table of Contents
Gross
Gross
Amortized
Unrealized
Unrealized
Fair
Cost
Gain
Loss
Value
(In $ millions)
35
17
52
3
3
38
17
55
55
(13
)
42
3
3
96
17
(13
)
100
67
5
72
33
(1
)
32
100
5
(1
)
104
78
26
104
1
1
46
46
225
31
(1
)
255
Amortized
Fair
Cost
Value
(In $ millions)
6
6
35
52
41
58
F-17
Table of Contents
6.
Receivables,
Net
As of
December 31,
2008
2007
(In $ millions)
656
1,027
(25
)
(18
)
631
1,009
33
35
88
73
54
29
153
300
959
1,446
7.
Inventories
As of
December 31,
2008
2007
(In $ millions)
434
500
24
29
119
107
577
636
F-18
Table of Contents
8.
Investments
Share of Earnings (Loss)
Ownership Percentage
Carrying Value
Year Ended
as of December 31,
as of December 31,
December 31,
Segment
2008
2007
2008
2007
2008
2007
2006
(In percentages)
(In $ millions)
Acetyl Intermediates
2
10
Acetyl Intermediates
45.0
45.0
1
1
(1
)
Advanced Engineered
Materials
50.0
50.0
77
73
4
16
14
Advanced Engineered
Materials
50.0
50.0
145
170
12
14
13
Advanced Engineered
Materials
45.0
45.0
189
170
19
25
26
Advanced Engineered
Materials
50.0
50.0
2
2
Other Activities
39.0
39.0
28
30
4
5
4
Other Activities
31.2
31.2
137
154
10
18
14
Other Activities
28.2
28.2
22
23
4
4
1
Consumer Specialties
10.0
10.0
4
4
(1
)
1
605
625
54
83
83
(1)
The Company divested this investment in February 2007
(Note 4). The share of earnings (loss) for this investment
is included in Earnings (loss) from operation of discontinued
operations on the consolidated statements of operations.
(2)
The Company accounts for its 10% ownership interest in
Sherbrooke Capital Health and Wellness, L.P. under the equity
method of accounting because the Company is able to exercise
significant influence.
Year Ended December 31,
2008
2007
2006
(In $ millions)
121
204
197
54
83
83
64
57
109
(1)
Amount does not include a $1 million and a $3 million
liquidating dividend from Clear Lake Methanol Partners for the
years ended December 31, 2007 and 2006, respectively.
F-19
Table of Contents
As of
December 31,
2008
2007
(In $ millions)
3,163
2,916
1,853
1,576
Ownership Percentage
Carrying Value as of
as of December 31,
December 31,
Segment
2008
2007
2008
2007
(In percentages)
(In $ millions)
Acetyl Intermediates
25
25
54
54
Consumer Specialties
30
30
14
15
Consumer Specialties
31
31
77
77
Consumer Specialties
30
30
14
15
Other Activities
8
8
6
6
19
22
184
189
F-20
Table of Contents
9.
Property,
Plant and Equipment, Net
As of
December 31,
2008
2007
(In $ millions)
61
69
44
45
362
353
2,702
2,404
444
329
3,613
3,200
(1,141
)
(838
)
2,472
2,362
10.
Goodwill
Advanced
Engineered
Consumer
Industrial
Acetyl
Materials
Specialties
Specialties
Intermediates
Total
(In $ millions)
256
240
52
327
875
1
19
3
23
(12
)
(15
)
(14
)
(41
)
(1
)
(42
)
(43
)
15
6
(1
)
(22
)
(2
)
(6
)
(6
)
17
14
3
26
60
277
264
47
278
866
(9
)
2
(12
)
(30
)
(49
)
(10
)
(14
)
(1
)
(13
)
(38
)
258
252
34
235
779
(1)
See Note 19 for additional discussion of FIN 48.
F-21
Table of Contents
(2)
In connection with the Companys annual goodwill impairment
test, the Company recorded an impairment of $6 million in
the polyvinyl alcohol (PVOH) reporting unit. The
PVOH reporting unit is included in the Industrial Specialties
segment.
11.
Intangible
Assets, Net
Customer-
Covenants
Trademarks
Related
not to
and
Intangible
Developed
Compete
Trade names
Licenses
Assets
Technology
and Other
Total
(In $ millions)
79
523
13
12
627
2
10
12
(1
)
(17
)
(1
)
(19
)
5
46
51
85
562
12
12
671
28
28
(3
)
1
(25
)
(27
)
82
29
537
12
12
672
(1
)
(149
)
(8
)
(6
)
(164
)
(68
)
(1
)
(3
)
(72
)
1
5
6
(16
)
(16
)
(228
)
(9
)
(9
)
(246
)
(3
)
(71
)
(1
)
(1
)
(76
)
14
14
(3
)
(285
)
(10
)
(10
)
(308
)
82
26
252
2
2
364
(1)
Acquisition of a sole and exclusive license to patents and
patent applications related to acetic acid. The license will be
amortized over 10 years.
F-22
Table of Contents
12.
Current Other Liabilities
As of December 31,
2008
2007
(In $ millions)
107
157
19
19
32
40
34
41
1
170
9
16
65
129
57
56
56
60
194
200
574
888
13.
Noncurrent Other Liabilities
As of December 31,
2008
2007
(In $ millions)
79
96
85
78
56
71
370
93
40
31
76
37
100
89
806
495
Year Ended December 31,
2008
2007
2006
(In $ millions)
47
59
54
6
(2)
10
3
5
3
(6
)
(6
)
(2
)
(16
)
(1)
3
1
(2
)
(7
)
(2
)
4
1
49
47
59
(1)
Relates to the sale of the Edmonton, Alberta, Canada plant
(Note 4).
(2)
Primarily relates to long-lived assets impaired during the year
ended December 31, 2008 (Note 18) which management no
longer considers to have an indeterminate life.
F-23
Table of Contents
14.
Debt
As of December 31,
2008
2007
(In $ millions)
81
44
152
228
233
272
2,794
2,855
14
14
181
181
211
110
181
168
3,381
3,328
81
44
3,300
3,284
F-24
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions)
207
33
1
16
256
1
F-25
Table of Contents
(In $ millions)
233
100
89
65
73
2,973
3,533
15.
Benefit
Obligations
F-26
Table of Contents
Postretirement Benefits
Pension Benefits
as of
as of December 31,
December 31,
2008
2007
2008
2007
(In $ millions)
3,264
3,343
306
343
31
38
2
2
195
187
17
19
1
22
17
4
2
(107
)
(123
)
(14
)
(18
)
(19
)
(40
)
(222
)
(215
)
(58
)
(66
)
6
6
(1
)
(1
)
(2
)
(1
)
(68
)
69
(6
)
4
1
3,073
3,264
275
306
2,875
2,802
(448
)
209
48
48
35
49
1
23
17
(22
)
(28
)
(222
)
(215
)
(58
)
(66
)
(61
)
57
1
2,170
2,875
(903
)
(389
)
(275
)
(306
)
1
3
1
(1
)
502
(53
)
(80
)
(71
)
(400
)
(439
)
(354
)
(378
)
8
7
(22
)
(21
)
(35
)
(34
)
(889
)
(375
)
(240
)
(272
)
(903
)
(389
)
(275
)
(306
)
502
(53
)
(80
)
(71
)
1
3
1
(1
)
503
(50
)
(79
)
(72
)
(400
)
(439
)
(354
)
(378
)
(1)
Primarily relates to change in discount rates.
F-27
Table of Contents
(2)
Amount shown net of tax in the consolidated statements of
shareholders equity and comprehensive income (loss). See
Note 19 for the related tax associated with the pension and
postretirement benefit obligations.
As of December 31,
2008
2007
(In $ millions)
2,924
3,146
2,014
2,750
As of December 31,
2008
2007
(In $ millions)
2,797
618
1,985
308
Pension Benefits
Postretirement Benefits
Year Ended
Year Ended
December 31,
December 31,
2008
2007
2006
2008
2007
2006
(In $ millions)
31
38
40
1
2
2
195
187
183
17
19
20
(218
)
(216
)
(207
)
1
1
1
2
(4
)
(2
)
(2
)
(1
)
1
(1
)
(1
)
3
(12
)
3
10
(3
)
23
14
18
21
F-28
Table of Contents
Pension Benefits
Postretirement Benefits
as of
as of
December 31,
December 31,
2008
2007
2008
2007
(In percentages)
6.50
6.30
6.40
6.00
5.84
5.42
6.11
5.31
6.41
6.16
6.37
5.93
4.00
4.00
N/A
N/A
3.24
3.15
N/A
N/A
3.90
3.66
N/A
N/A
Pension Benefits
Postretirement Benefits
Year Ended December 31,
Year Ended December 31,
2008
2007
2006
2008
2007
2006
(In percentages)
6.30
5.88
5.63
6.00
5.88
5.63
5.42
4.70
4.54
5.31
4.80
4.97
6.16
5.86
5.46
5.93
5.79
5.57
8.50
8.50
8.50
N/A
N/A
N/A
5.68
6.59
6.30
N/A
N/A
N/A
8.05
8.20
8.17
N/A
N/A
N/A
4.00
4.00
4.00
N/A
N/A
N/A
3.15
3.18
3.26
N/A
N/A
N/A
3.66
3.73
3.81
N/A
N/A
N/A
F-29
Table of Contents
Weighted
Average
Percentage of
Target
Plan Assets as of
Allocation
December 31,
2009
2008
2007
72
%
56
%
68
%
28
%
44
%
30
%
2
%
100
%
100
%
100
%
Weighted
Average
Percentage of
Target
Plan Assets as of
Allocation
December 31,
2009
2008
2007
21
%
17
%
39
%
74
%
72
%
48
%
5
%
11
%
13
%
100
%
100
%
100
%
F-30
Table of Contents
Postretirement
Benefit
Pension
Expected
Benefit
Federal
Payments
(1)
Payments
Subsidy
(In $ millions)
215
35
11
210
28
7
209
24
7
209
21
8
211
19
8
1,108
96
14
(1)
Payments are expected to be made primarily from plan assets.
As of December 31,
2008
2007
(In $ millions)
33
36
5
13
38
49
16.
Environmental
F-31
Table of Contents
F-32
Table of Contents
Ownership %
Liability %
39.0
%
10.0
%
28.2
%
22.0
%
31.2
%
40.0
%
7.9
%
0.0
%
100.0
%
0.0
%
F-33
Table of Contents
17.
Shareholders
Equity
F-34
Table of Contents
Accumulated
Unrealized
Unrealized
Other
Gain (Loss) on
Foreign
Pension and
Gain (Loss)
Comprehensive
Marketable
Currency
Postretirement
on Interest
Income
Securities
Translation
Benefits
Rate Swaps
(Loss), Net
(In $ millions)
(4
)
12
(136
)
2
(126
)
13
5
137
2
157
9
17
1
4
31
17
70
120
(41
)
166
26
87
121
(37
)
197
(23
)
(1)
(130
)
(544
)
(79
)
(776
)
3
(43
)
(423
)
(116
)
(579
)
(1)
Includes a net reclassification adjustment of ($2) million
to the consolidated statements of operations.
18.
Other
(Charges) Gains, Net
F-35
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions)
(21
)
(32
)
(12
)
(7
)
(11
)
1
(74
)
4
5
38
40
31
(115
)
(9
)
(1)
(12
)
(5
)
8
1
(2
)
(4
)
(108
)
(58
)
(10
)
(1)
Includes $6 million of goodwill impairment (Note 10).
F-36
Table of Contents
Advanced
Engineered
Consumer
Industrial
Acetyl
Materials
Specialties
Specialties
Intermediates
Other
Total
(In $ millions)
4
13
5
8
30
13
9
18
2
42
(2
)
(22
)
(3
)
(11
)
(38
)
1
1
1
3
2
5
12
16
2
37
2
2
2
14
3
23
(2
)
(6
)
(6
)
(9
)
(4
)
(27
)
(2
)
(1
)
(1
)
(4
)
2
1
6
20
29
1
2
2
5
1
1
2
(2
)
(1
)
(3
)
4
4
1
3
1
2
1
8
(1
)
(1
)
(1
)
(1
)
(4
)
(1
)
(1
)
1
1
1
3
3
2
6
21
32
19.
Income
Taxes
Year Ended
December 31,
2008
2007
2006
(In $ millions)
135
(111
)
116
299
558
410
434
447
526
F-37
Table of Contents
Year Ended
December 31,
2008
2007
2006
(In $ millions)
62
(9
)
38
92
163
29
154
154
67
(37
)
17
80
(54
)
(61
)
56
(91
)
(44
)
136
63
110
203
As of
December 31,
2008
2007
(In $ millions)
304
229
195
92
8
2
279
214
192
33
978
570
(652
)
(311
)
326
259
322
384
41
26
7
49
57
412
474
(86
)
(215
)
(1)
Includes deferred tax asset valuation allowances primarily for
the Companys deferred tax assets in the US, the United
Kingdom and China, as well as other foreign jurisdictions. These
valuation allowances relate primarily to net operating loss
carryforward benefits and other net deferred tax assets, all of
which may not be realizable.
F-38
Table of Contents
Year Ended
December 31,
2008
2007
2006
(In $ millions)
152
156
184
(5
)
9
4
(17
)
8
5
18
19
15
(5
)
27
28
(84
)
(98
)
(59
)
3
(21
)
1
10
26
63
110
203
(1)
Includes impact of earnings from China and Singapore subject to
tax holidays which expire between 2008 and 2013.
F-39
Table of Contents
Year Ended December 31,
2008
2007
(In $ millions)
200
193
2
7
28
(10
)
(21
)
(2
)
(2
)
195
200
F-40
Table of Contents
20.
Stock-Based
and Other Management Compensation Plans
F-41
Table of Contents
Year Ended December 31,
2008
2007
3.3
%
4.6
%
7.7
6.8
0.38
%
0.42
%
31.4
%
27.5
%
F-42
Table of Contents
Year Ended December 31, 2008
Weighted-
Weighted-
Average
Average
Grant
Remaining
Aggregate
Number of
Price in
Contractual
Intrinsic
Options
$
Term
Value
(In millions)
(In years)
(In $ millions)
8.1
18.72
7.5
192
0.2
42.12
(1.1
)
17.35
(0.2
)
22.72
7.0
19.35
6.6
5.3
16.41
6.2
F-43
Table of Contents
Performance-based RSUs
Weighted
Average
Number of
Fair Value in
Units
$
(Units in thousands)
1,119
21.84
(143
)
21.30
(85
)
21.30
891
21.98
Year Ended December 31,
2008
2007
1.05
%
4.53 4.55
%
0.00 12.71
%
0.00 2.76
%
20 70
%
20 45
%
F-44
Table of Contents
Employee Time-based RSUs
Director Time-Based RSUs
Weighted
Weighted
Average
Average
Number of
Fair Value in
Number of
Fair Value in
Units
$
Units
$
Shares in 000s
23
32.61
106
39.35
15
44.02
(23
)
32.61
(1
)
39.53
105
39.34
15
44.02
21.
Leases
Capital
Operating
(In $ millions)
38
45
55
27
33
21
33
14
30
11
228
22
(34
)
417
106
206
211
22.
Financial
Instruments
F-45
Table of Contents
2009 Maturity
(In $ millions)
145
(115
)
80
26
21
9
(7
)
6
(5
)
(3
)
157
F-46
Table of Contents
F-47
Table of Contents
Fair Value Measurement as of
December 31, 2008 Using
Quoted Prices in
Active Markets for
Significant Other
As of
Identical Assets
Observable Inputs
December 31,
(Level 1)
(Level 2)
2008
(In $ millions)
42
58
100
54
54
42
112
154
(65
)
(65
)
(76
)
(76
)
(141
)
(141
)
F-48
Table of Contents
As of December 31,
2008
2007
Carrying
Fair
Carrying
Fair
Amount
Value
Amount
Value
(In $ millions)
184
189
67
67
74
74
3,381
2,404
3,328
3,211
F-49
Table of Contents
Cox, et al. v. Hoechst Celanese Corporation, et al.
,
No. 94-0047
(Chancery Ct., Obion County, Tennessee) (class was certified).
Couture, et al. v. Shell Oil Company, et al.
,
No. 200-06-000001-985
(Quebec Superior Court, Canada).
Dilday, et al. v. Hoechst Celanese Corporation, et al.
,
No. 15187 (Chancery Ct., Weakley County, Tennessee).
Furlan v. Shell Oil Company, et al.
,
No. C967239 (British Columbia Supreme Court, Vancouver
Registry, Canada).
Gariepy, et al. v. Shell Oil Company, et al.
,
No. 30781/99 (Ontario Court General Division, Canada).
Shelter General Insurance Co., et al. v. Shell Oil
Company, et al.
, No. 16809 (Chancery Ct., Weakley
County, Tennessee).
St. Croix Ltd., et al. v. Shell Oil Company, et al.
,
No. 1997/467 (Territorial Ct., St. Croix Division, the
US Virgin Islands).
Tranter v. Shell Oil Company, et al.
,
No. 46565/97 (Ontario Court General Division, Canada).
F-50
Table of Contents
F-51
Table of Contents
F-52
Table of Contents
F-53
Table of Contents
The Company will indemnify Hoechst, and its legal successors,
against those liabilities up to 250 million;
Hoechst, and its legal successors, will bear those liabilities
exceeding 250 million, however the Company will
reimburse Hoechst, and its legal successors, for one-third of
those liabilities for amounts that exceed 750 million
in the aggregate.
F-54
Table of Contents
F-55
Table of Contents
24.
Supplemental
Cash Flow Information
Year Ended December 31,
2008
2007
2006
(In $ millions)
98
181
101
259
414
239
(25
)
17
13
103
80
5
(7
)
18
8
4
10
17
19
(1)
Amount includes premiums paid on early redemption of debt and
related issuance costs, net of amounts capitalized, of
$217 million for the year ended December 31, 2007.
25.
Business
and Geographical Segments
F-56
Table of Contents
F-57
Table of Contents
Advanced
Engineered
Consumer
Industrial
Acetyl
Other
Materials
Specialties
Specialties
Intermediates
Activities
Eliminations
Consolidated
(In $ millions)
1,061
1,155
1,406
3,875
(1)
2
(676
)
6,823
(29
)
(2
)
(3
)
(78
)
4
(108
)
37
3
14
54
69
237
47
434
(353
)
434
76
53
62
150
9
350
55
49
67
86
10
267
398
309
73
363
1,143
1,867
995
903
2,197
1,204
7,166
1,030
1,111
1,346
3,615
(1)
2
(660
)
6,444
(4
)
(4
)
(23
)
72
(64
)
(35
)
(3)
(58
)
55
3
6
18
82
189
235
28
694
(699
)
447
69
51
59
106
6
291
59
43
63
130
11
306
445
339
97
410
1,291
1,734
1,137
963
2,542
1,682
8,058
915
876
1,281
3,351
(1)
22
(667
)
5,778
6
(11
)
(5
)
(10
)
53
3
8
12
76
201
185
43
519
(422
)
526
65
39
59
101
5
269
27
75
30
105
7
244
(1)
Includes $676 million, $660 million and
$667 million of intersegment sales eliminated in
consolidation for the years ended December 31, 2008, 2007
and 2006, respectively.
(2)
Excludes expenditures related to the relocation of the
Companys Ticona plant in Kelsterbach and includes a
decrease in accrued capital expenditures of $7 million and
an increase of $18 million for the years ended December 31,
2008 and 2007, respectively (Note 24).
(3)
Represents insurance recoveries received from the Companys
captive insurance companies related to the Clear Lake, Texas
facility (Note 29) that eliminates in consolidation.
F-58
Table of Contents
Year Ended December 31,
2008
2007
2006
(In $ millions)
1,719
1,754
1,803
5,104
4,690
3,975
6,823
6,444
5,778
2,469
2,348
1,974
783
762
771
478
295
228
391
349
303
393
182
14
As of December 31,
2008
2007
(In $ millions)
733
788
1,739
1,574
2,472
2,362
682
493
111
91
117
126
105
133
493
383
F-59
Table of Contents
26.
Transactions
and Relationships with Affiliates and Related Parties
Year Ended December 31,
2008
2007
2006
(In $ millions)
131
126
159
36
126
290
2
1
1
9
7
5
(1)
Purchases and sales from/to affiliates are accounted for at
prices which, in the opinion of the Company, approximate those
charged to third-party customers for similar goods or services.
(2)
Primarily includes utilities and services purchased from
InfraServ Hoechst.
As of December 31,
2008
2007
(In $ millions)
8
15
9
15
9
7
26
37
18
22
103
200
121
222
F-60
Table of Contents
27.
Earnings
(Loss) Per Share
Year Ended December 31,
2008
2007
2006
Basic
Diluted
Basic
Diluted
Basic
Diluted
(In $ millions, except for share and per share data)
372
372
336
336
319
319
(90
)
(90
)
90
90
87
87
282
282
426
426
406
406
(10
)
(10
)
(10
)
272
282
416
426
396
406
148,350,273
148,350,273
154,475,020
154,475,020
158,597,424
158,597,424
2,559,268
4,344,644
1,205,413
504,439
362,130
12,057,893
12,046,203
12,004,762
148,350,273
163,471,873
154,475,020
171,227,997
158,597,424
171,807,599
2.44
2.28
2.11
1.96
1.95
1.86
(0.61
)
(0.55
)
0.58
0.53
0.55
0.50
1.83
1.73
2.69
2.49
2.50
2.36
Year Ended December 31,
2008
2007
2006
2,298,159
336,133
1,915,289
90,625
2,388,784
336,133
1,915,289
28.
Ticona
Kelsterbach Plant Relocation
F-61
Table of Contents
Year Ended
Total From
December 31,
Inception Through
2008
2007
December 31, 2008
(In $ millions)
311
337
12
5
17
202
40
243
(1)
Includes increase in accrued capital expenditures of
$17 million and $19 million for the years ended
December 31, 2008 and 2007, respectively.
29.
Insurance
Recoveries
30.
Subsequent
Events
F-62
Table of Contents
Exhibit
Second Amended and Restated Certificate of Incorporation
(Incorporated by reference to Exhibit 3.1 to the Current
Report on
Form 8-K
filed on January 28, 2005).
Third Amended and Restated By-laws, effective as of
October 23, 2008 (Incorporated by reference to
Exhibit 3.1 to the Current Report on
Form 8-K
filed on October 29, 2008).
Certificate of Designations of 4.25% Convertible Perpetual
Preferred Stock (Incorporated by reference to Exhibit 3.2
to the Current Report on
Form 8-K
filed on January 28, 2005).
Form of certificate of Series A Common Stock (Incorporated
by reference to Exhibit 4.1 to the Registration Statement
on
Form S-1
(File
No. 333-120187),
filed on January 13, 2005).
Form of certificate of 4.25% Convertible Perpetual
Preferred Stock (Incorporated by reference to Exhibit 4.2
to the Registration Statement on
Form S-1
(File
No. 333-120187)
filed on January 13, 2005).
Credit Agreement, dated April 2, 2007, among Celanese
Holdings LLC, Celanese US Holdings LLC, the subsidiaries of
Celanese US Holdings LLC from time to time party thereto as
borrowers, the Lenders party thereto, Deutsche Bank AG, New York
Branch, as administrative agent and as collateral agent, Merrill
Lynch Capital Corporation as syndication agent, ABN AMRO Bank
N.V., Bank of America, N.A., Citibank NA, and JP Morgan Chase
Bank NA, as co-documentation agents (incorporated by reference
to Exhibit 10.1 to the Current Report on
Form 8-K
filed with the SEC on April 5, 2007).
Guarantee and Collateral Agreement, dated April 2, 2007, by
and among Celanese Holdings LLC, Celanese US Holdings LLC,
certain subsidiaries of Celanese US Holdings LLC and Deutsche
Bank AG, New York Branch (incorporated by reference to
Exhibit 10.2 to the Current Report on
Form 8-K
filed with the SEC on April 5, 2007).
Celanese Corporation 2004 Stock Incentive Plan (Incorporated by
reference to Exhibit 10.7 to the Current Report on
Form 8-K
filed on January 28, 2005).
Celanese Corporation Deferred Compensation Plan (Incorporated by
reference to Exhibit 10.21 to the Registration Statement on
Form S-1
(File
No. 333-120187)
filed on January 3, 2005).
Amendment to Celanese Corporation Deferred Compensation Plan
(incorporated by reference to Exhibit 10.2 to the Current
Report on
Form 8-K
filed with the SEC on April 3, 2007).
Deferred Compensation Plan-Master Plan Document adopted
December 7, 2007 (Incorporated by reference to
Exhibit 10.6 to the Annual Report on
Form 10-K
filed on February 29, 2008).
Form of Nonqualified Stock Option Agreement (for employees)
(Incorporated by reference to Exhibit 10.5 to the Current
Report on
Form 8-K
filed on January 28, 2005).
Form of Amendment Two to Nonqualified Stock Option Agreement
(for executive officers), dated January 20, 2009,
(Incorporated by reference to Exhibit 10.1 to the Current
Report on
Form 8-K
filed on January 26, 2009).
Form of Nonqualified Stock Option Agreement (for non-employee
directors) (Incorporated by reference to Exhibit 10.6 to
the Current Report on
Form 8-K
filed on January 28, 2005).
Form of Director Performance-Based Restricted Stock Unit
Agreement between Celanese Corporation and award recipient
(Incorporated by reference to Exhibit 10.1 to the Quarterly
Report on
Form 10-Q
filed on July 27, 2007).
Form of 2007 Deferral Agreement between Celanese Corporation and
award recipient, dated as of April 2, 2007 (incorporated by
reference to Exhibit 10.1 to the Current Report on
Form 8-K
filed with the SEC on April 3, 2007).
Form of Performance-Based Restricted Stock Unit Agreement
between Celanese Corporation and award recipient, dated as of
April 2, 2007 (incorporated by reference to
Exhibit 10.3 to the Current Report on
Form 8-K
filed with the SEC on April 3, 2007).
Form of Performance-Vesting Restricted Stock Unit Award
Agreement, together with a schedule identifying substantially
identical agreements between the Company and each of its
executive officers identified thereon (Incorporated by reference
to Exhibit 10.1 to the Current Report on
Form 8-K
filed on January 26, 2009).
Table of Contents
Exhibit
Form of Time-Vesting Cash Award Agreement, together with a
schedule identifying substantially identical agreements between
the Company and each of its executive officers identified
thereon (Incorporated by reference to Exhibit 10.3 to the
Current Report on
Form 8-K
filed on January 26, 2009).
Summary of pension benefits for David N. Weidman (Incorporated
by reference to Exhibit 10.34 to the Annual Report of
Form 10-K
filed on March 31, 2005).
Separation Agreement, dated as of July 5, 2007, between
Celanese Corporation and Lyndon B. Cole (Incorporated by
reference to Exhibit 10.2 to the Quarterly Report on
Form 10-Q
filed on July 27, 2007).
Offer letter agreement, effective April 18, 2005 between
Curtis S. Shaw and Celanese Corporation (Incorporated by
reference to Exhibit 10.23 to the Quarterly Report on
Form 10-Q
filed on May 16, 2005.
Offer Letter Agreement, dated June 27, 2007, between
Celanese Corporation and Sandra Beach Lin (Incorporated by
reference to Exhibit 10.3 to the Quarterly Report on
Form 10-Q
filed on July 27, 2007).
Offer Letter Agreement, dated May 21, 2008, between the
Company and Michael L. Summers (Incorporated by reference to
Exhibit 10.2 to the Quarterly Report on
Form 10-Q
filed on July 23, 2008).
Amended and Restated Employment Agreement, dated as of
July 26, 2007 between Celanese Corporation and John J.
Gallagher III (Incorporated by reference to
Exhibit 10.1 to the Quarterly Report on
Form 10-Q
filed on October 24, 2007).
Nonqualified Stock Option Agreement, dated as of
January 25, 2005, between Celanese Corporation and
Blackstone Management Partners IV L.L.C. (Incorporated by
reference from Exhibit 10.23 to the Annual Report on
Form 10-K
filed on March 31, 2005).
Share Purchase and Transfer Agreement and Settlement Agreement,
dated August 19, 2005 between Celanese Europe Holding
GmbH & Co. KG, as purchaser, and Paulson &
Co. Inc., and Arnhold and S. Bleichroeder Advisers, LLC, each on
behalf of its own and with respect to shares owned by the
investment funds and separate accounts managed by it, as the
sellers (Incorporated by reference to Exhibit 10.1 to the
Current Report on
Form 8-K
filed on August 19, 2005).
Translation of Letter of Intent, dated November 29, 2006,
among Celanese AG, Ticona GmbH and Fraport AG (Incorporated by
reference to Exhibit 99.2 to the Current Report on
Form 8-K
filed November 29, 2006).
Purchase Agreement dated as of December 12, 2006 by and
among Celanese Ltd. and certain of its affiliates named therein
and Advent Oxo (Cayman) Limited, Oxo Titan US Corporation,
Drachenfelssee 520. V V GMBH and Drachenfelssee 521. V V GMBH
(Incorporated by reference to Exhibit 10.27 to the Annual
Report of
Form 10-K
filed on February 21, 2007).
First Amendment to Purchase Agreement dated February 28,
2007, by and among Advent Oxea Cayman Ltd., Oxea Corporation,
Drachenfelssee 520. V V GmbH, Drachenfelssee 521. V V GmbH,
Celanese Ltd., Ticona Polymers Inc. and Celanese Chemicals
Europe GmbH (Incorporated by reference to Exhibit 10.6 to
the Quarterly Report on
Form 10-Q
filed on May 9, 2007).
Second Amendment to Purchase Agreement effective as of
July 1, 2007 by and among Advent Oxea Cayman Ltd., Oxea
Corporation, Oxea Holdings GmbH, Oxea Deutschland GmbH, Oxea
Bishop, LLC, Oxea Japan KK, Oxea UK Ltd., Celanese Ltd., and
Celanese Chemicals Europe GmbH (Incorporated by reference to
Exhibit 10.2 to the Quarterly Report on
Form 10-Q
filed on October 24, 2007).
Compensation Letter Agreement, dated March 27, 2007 by and
between Jim Alder and Celanese Corporation (Incorporated by
reference to Exhibit 10.31 to the Annual Report on
Form 10-K
filed on February 29, 2008
Change in Control Agreement, dated April 1, 2008, between
the Company and David N. Weidman, together with a schedule
identifying other substantially identical agreements between the
Company and each of its name executive officers identified
thereon and identifying the material differences between each of
those agreements and the filed Changed of Control Agreement
(Incorporated by reference to Exhibit 10.1 to the Current
Report on
Form 8-K
filed on April 7, 2008).
Change in Control Agreement, dated April 1, 2008 between
the Company and Sandra Beach Lin, together with a schedule
identifying other substantially identical agreements between the
Company and each of its executive officers identified thereon
and identifying the material differences between each of those
agreements and the filed Change of Control Agreement
(Incorporated by reference to Exhibit 10.2 to the Quarterly
Report on
Form 10-Q
filed on April 23, 2008).
Table of Contents
Exhibit
Change in Control Agreement, dated April 1, 2008, between
the Company and Curtis S. Shaw (Incorporated by reference to
Exhibit 10.3 to the Quarterly Report on
Form 10-Q
filed on April 23, 2008).
Change in Control Agreement, dated May 1, 2008, between the
Company and Christopher W. Jensen (Incorporated by reference to
Exhibit 10.1 to the Quarterly Report on
Form 10-Q
filed on July 23, 2008).
Change in Control Agreement, dated June 5, 2008, between
the Company and Michael L. Summers (Incorporated by reference to
Exhibit 10.1 to the Quarterly Report on
Form 10-Q
filed on October 22, 2008).
Agreement and General Release, dated September 25, 2008,
between the Company and Curtis S. Shaw (Incorporated by
reference to Exhibit 10.2 to the Quarterly Report on
Form 10-Q
filed on October 22, 2008).
Agreement and General Release, dated March 28, 2008,
between the Company and William P. Antonace (Incorporated by
reference to Exhibit 10.4 to the Quarterly Report on
Form 10-Q
filed on October 22, 2008).
Form of Long-Term Incentive Claw-Back Agreement (Incorporated by
reference to Exhibit 10.1 to the Current Report on
Form 8-K
filed on January 26, 2009).
List of subsidiaries of Celanese Corporation
Report on Financial Statement Schedule and Consent of
Independent Registered Public Accounting Firm, KPMG LLP
Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
Financial Statement schedule regarding Valuation and Qualifying
Accounts
*
Filed herewith
Portions of this exhibit have been omitted pursuant to a request
for confidential treatment filed with the Securities and
Exchange Commission under
Rule 24b-2
of the Securities Exchange Act of 1934, as amended. The omitted
portions of this exhibit have been separately filed with the
Securities and Exchange Commission.
Name of Company | Jurisdiction | |
1776461 Canada Inc.
|
Canada | |
Acetex B.V.
|
Netherlands | |
Acetex Chemicals Limited
|
United Kingdom | |
Acetex Chemie GmbH
|
Germany | |
Acetex Chimica S.r.l.
|
Italy | |
Acetex Chimie S.A.
|
France | |
Acetex (Cyprus) Ltd.
|
Cyprus | |
Acetex Derivatives, SAS
|
France | |
Acetex Intermediates, SAS
|
France | |
Acetyls Holdco Cayman Ltd
|
Cayman Islands | |
Alberta Ag Industries Ltd.
|
Canada | |
Amcel International Co., Inc.
|
Delaware | |
AT Plastics Corporation
|
North Carolina | |
AT Plastics Inc.
|
Canada | |
AT Plastics Manufacturing Partnership
|
Canada | |
BCP Acquisition GmbH & Co. KG
|
Germany | |
BCP Crystal US 2 LLC
|
Delaware | |
Celanese US Holdings LLC
|
Delaware | |
BCP Holdings GmbH
|
Germany | |
CAPE Holding GmbH
|
Germany | |
Celanese (China) Holding Co., Ltd.
|
China | |
Celanese (Nanjing) Acetyl Derivatives Co., Ltd
|
China | |
Celanese (Nanjing) Chemicals Co., Ltd
|
China | |
Celanese (Nanjing) Diversified Chemical Co., Ltd
|
China | |
Celanese (Shanghai) International Trading Co., Ltd.
|
China | |
Celanese Acetate Limited
|
United Kingdom | |
Celanese Acetate LLC
|
Delaware | |
Celanese Advanced Materials Inc.
|
Delaware | |
Celanese Americas Corporation
|
Delaware | |
Celanese S.A.
|
Argentina | |
Celanese Canada Inc.
|
Canada | |
Celanese Chemicals Europe GmbH
|
Germany | |
Celanese Chemicals Iberica S.L.
|
Spain | |
Celanese Chemicals Inc.
|
Delaware | |
Celanese Chemicals India Private Ltd.
|
India | |
Celanese Chemicals S.A. (Pty) Ltd.
|
South Africa | |
Celanese Chemicls UK Ltd.
|
United Kingdom | |
Celanese do Brasil Ltda
|
Brazil | |
Celanese Emulsions B.V.
|
Netherlands | |
Celanese Emulsions GmbH
|
Germany | |
Celanese Emulsions Ltd.
|
United Kingdom | |
Celanese Emulsions Pension Plan Trust Ltd.
|
United Kingdom | |
Celanese Emulsions Norden AB
|
Sweden |
Name of Company
Jurisdiction
Germany
Germany
China/Hong Kong
Delaware
Germany
Germany
Netherlands
Delaware
Hungary
Delaware
Luxembourg
Luxembourg
Japan
Korea
Texas
Delaware
Slovenia
Singapore
Belgium
Singapore
Singapore
Delaware
Delaware
Vermont
Delaware
Delaware
Delaware
Delaware
Canada
Bermuda
Delaware
Mexico
Canada
Italy
Germany
Delaware
Germany
Germany
Cayman Islands
Delaware
Australia
Argentina
Belgium
France
United Kingdom
Delaware
Name of Company
Jurisdiction
Germany
Mexico
Germany
Mexico
Germany
Mexico
Austria
Czech Republic
Delaware
France
Germany
Hungary
Spain
South Korea
Italy
Japan
Korea
Delaware
Denmark
Finland
Netherlands
Delaware
Brazil
Delaware
Russia
Great Britain
France
Germany
Germany
Delaware
Germany
Germany
/s/ David
N. Weidman
|
/s/ Steven
M. Sterin
|
/s/ David
N. Weidman
|
/s/ Steven
M. Sterin
|
Additions | ||||||||||||||||||||
Charged to
|
Charged to
|
|||||||||||||||||||
Balance at
|
Costs and
|
other
|
Balance at
|
|||||||||||||||||
Beginning of Year | Expenses | Accounts | Deductions | End of Year | ||||||||||||||||
(In $ millions) | ||||||||||||||||||||
Year Ended December 31, 2006
|
||||||||||||||||||||
Deducted from asset accounts:
|
||||||||||||||||||||
Allowance for doubtful accounts
|
16 | 1 | | (1 | ) (a) | 16 | ||||||||||||||
Valuation allowance for deferred tax assets
|
710 | 8 | 1 | (b) | (259 | ) (b)(c) | 460 | |||||||||||||
Year Ended December 31, 2007
|
||||||||||||||||||||
Deducted from asset accounts:
|
||||||||||||||||||||
Allowance for doubtful accounts
|
16 | 6 | | (4 | ) (a) | 18 | ||||||||||||||
Valuation allowance for deferred tax assets
|
460 | 27 | 33 | (b) | (209 | ) (b)(c) | 311 | |||||||||||||
Year Ended December 31, 2008
|
||||||||||||||||||||
Deducted from asset accounts:
|
||||||||||||||||||||
Allowance for doubtful accounts
|
18 | 9 | | (2 | ) (a) | 25 | ||||||||||||||
Valuation allowance for deferred tax assets
|
311 | 11 | 330 | (a)(b)(c) | | 652 |
(a) | Includes foreign currency translation effects and uncollected accounts written off, net of recoveries | |
(b) | Represents amount charged to goodwill as a result of purchase accounting and Accumulated other comprehensive income (loss), net | |
(c) | Includes changes to valuation allowances associated with changes in net deferred tax assets not resulting in net expense or benefit |