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þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2011
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||
OR
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||
o
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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)
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98-0420726
(I.R.S. Employer Identification No.)
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1601 West LBJ Freeway, Dallas, TX
(Address of Principal Executive Offices)
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75234-6034
(Zip Code)
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Name of Each Exchange
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Title of Each Class
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|
on Which Registered
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Series A Common Stock, par value $0.0001 per share
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New York Stock Exchange
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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Page
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PART I
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||
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PART II
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PART III
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PART IV
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Advanced
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|
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Engineered Materials
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Consumer Specialties
|
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Industrial Specialties
|
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Acetyl Intermediates
|
|
|
|
|
|
|
|
|
|
(In $ millions)
|
||||||
2011 Net Sales
(1)
|
1,298
|
|
1,158
|
|
1,223
|
|
3,083
|
|
|
|
|
|
|
|
|
Key Products
|
•
Polyoxymethylene (“POM”)
•
GUR® ultra-high molecular weight polyethylene
•
Polybutylene terephthalate (“PBT”)
•
Long-fiber reinforced thermoplastics (“LFT”)
•
Liquid crystal polymers (“LCP”)
•
Polyethylene terephthalate (“PET”)
• Polycyclohexylene-dimethylene terephthalate (“PCT”)
|
|
• Acetate tow
• Acetate flake
• Sunett
®
sweetener
• Sorbates
|
|
•
Conventional emulsions
•
Vinyl acetate ethylene emulsions (“VAE”)
•
Ethylene vinyl acetate (“EVA”) resins and compounds
•
Low-density polyethylene resins (“LDPE”)
|
|
•
Acetic acid
•
Vinyl acetate monomer (“VAM”)
•
Acetic anhydride
•
Acetaldehyde
•
Ethyl acetate
•
Formaldehyde
• Butyl acetate
|
|
|
|
|
|
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|
|
Major End-Use
Applications
|
• Fuel system components
• Automotive safety systems
• Conveyor belts
• Battery separators
• Electronics
• Appliances
• Filtrations
• Medical Devices
• Telecommunications
|
|
• Filter products
• Beverages
• Confections
• Baked goods
|
|
•
Paints
•
Coatings
•
Adhesives
•
Textiles
•
Paper finishing
•
Flexible packaging
•
Lamination products
•
Photovoltaic cell systems
•
Medical tubing
• Automotive parts
|
|
• Paints
• Coatings
• Adhesives
• Lubricants
• Pharmaceuticals
• Films
• Textiles
• Inks
• Plasticizers
• Esters
• Solvents
|
(1)
|
Consolidated net sales of $
6,763 million
for the year ended
December 31, 2011
also includes $
1 million
in net sales from Other Activities, which is attributable to our captive insurance companies. Net sales for Acetyl Intermediates and Consumer Specialties exclude inter-segment sales of $
468 million
and $
3 million
, respectively, for the year ended
December 31, 2011
.
|
•
|
Geographic Growth
- Celanese is poised for future earnings growth through its geographically-balanced global footprint. Our global presence is aligned with the current and expected growth of our customers and provides flexible access to key feedstocks. We have established a strong presence and manufacturing base in Asia, one of the world's fastest growing regions. Our integrated chemical complex in Nanjing, China, the largest integrated acetyls complex in the world, serves as a foundation for our expansion in Asia and supports the region's increasing demand. We are also capturing growth with our established positions in North America and Europe, while pursuing growth opportunities in other emerging regions such as India, Indonesia and Brazil.
|
•
|
Innovation
- Our innovation efforts are focused on creating value and finding solutions for our customers through new technologies, new applications and platforms, alternative raw materials and new market channels. These efforts bolster our earnings potential and drive technology leadership in our products and processes. For example, our Advanced Engineered Materials business has industry-leading polymer technologies used in high performance applications and our Industrial Specialties business provides attractive economic solutions for environmentally-sensitive low-VOC applications, including paints, coatings and adhesives. Our Acetyl Intermediates business uses industry-leading proprietary and licensed technologies, including our AOPlus
®
, AOPlus
®
2 and AOPlus
®
3 technologies for acetic acid production and VAntage
®
, VAntage Plus™, and VAntage
®
2 technologies for VAM production. Innovation opportunities in our Consumer Specialties business are focused on product and end-use diversification and build off of our core foundation of acetylation chemistry, fiber processing and food chemistry. In 2010, we introduced our innovative Celanese TCX
®
ethanol process technology which is expected to help meet the world's increasing need for low cost liquid fuels. Using basic hydrocarbons - not food crops - as feedstock, the innovative Celanese TCX
®
process technology is built on our industry-leading acetyl platform and integrates new proprietary technologies.
|
•
|
Productivity
- Through ongoing productivity efforts in all of our businesses and functions, we continually pursue opportunities to increase value, improve our competitive cost structures and deliver sustainable productivity improvement. Sources of productivity include improving yields, reducing energy consumption and reducing fixed manufacturing and selling, general and administrative costs. Each year, we generate productivity from hundreds of projects across our global operations to strengthen our operating leverage advantage and deliver cost improvements to offset fixed cost inflation. Recent examples of successful projects include consolidation of our North American and European financial shared services functions, an energy reduction program at our facility in Clear Lake, Texas and a manufacturing optimization project at our Lanaken, Belgium facility. We have a relentless focus on operational excellence, and these efforts allow us to offset inflation, improve operating performance and reinvest in our business.
|
•
|
Portfolio Enhancements
- We continually pursue and execute value-creating portfolio enhancements that meet our investment criteria and strengthen our technology-focused and specialty materials businesses. During the last 10 years, we have executed acquisitions and divestitures to broaden our portfolio and access new technology, products and markets. These portfolio enhancements have led to the unique portfolio of leading global businesses we enjoy today. Recent portfolio enhancements include our acquisition of the LFT business of FACT GmbH (Future Advanced Composites Technology) (“FACT”), as well as the Zenite
®
LCP and Thermx
®
PCT product lines from DuPont Performance Polymers in 2009 and 2010, respectively, to support growth in our Advanced Engineered Materials business. In 2010, we also announced our plans to invest in a new POM facility through our 25%-owned National Methanol Company (“Ibn Sina”) venture in Saudi Arabia to strengthen our specialty materials portfolio. In 2012, we acquired the Vinac
®
and Flexbond
®
product lines from Ashland Inc. which will support the strategic growth of our Industrial Specialties Emulsions business.
|
•
|
Key Products
|
•
|
Geographic Regions
|
|
Year Ended December 31,
|
|||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|||||||||||
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|||||
|
|
|
(In millions, except percentages)
|
|
|
|||||||||||
North America
|
438
|
|
|
34
|
|
384
|
|
|
34
|
|
|
285
|
|
|
35
|
|
Europe and Africa
|
622
|
|
|
48
|
|
530
|
|
|
48
|
|
|
403
|
|
|
50
|
|
Asia-Pacific
|
191
|
|
|
15
|
|
152
|
|
|
14
|
|
|
82
|
|
|
10
|
|
South America
|
47
|
|
|
3
|
|
43
|
|
|
4
|
|
|
38
|
|
|
5
|
|
Total
|
1,298
|
|
|
|
|
1,109
|
|
|
|
|
|
808
|
|
|
|
|
•
|
Customers
|
•
|
Competition
|
•
|
Key Products
|
•
|
Geographic Regions
|
|
Year Ended December 31,
|
|||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|||||||||||
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|||||
|
(In millions, except percentages)
|
|||||||||||||||
North America
|
180
|
|
|
16
|
|
186
|
|
|
17
|
|
|
176
|
|
|
16
|
|
Europe and Africa
|
459
|
|
|
40
|
|
448
|
|
|
41
|
|
|
452
|
|
|
42
|
|
Asia-Pacific
|
457
|
|
|
39
|
|
394
|
|
|
36
|
|
|
402
|
|
|
37
|
|
South America
|
63
|
|
|
5
|
|
61
|
|
|
6
|
|
|
48
|
|
|
5
|
|
Total
|
1,158
|
|
(1)
|
|
|
1,089
|
|
(1)
|
|
|
|
1,078
|
|
(1)
|
|
|
(1)
|
Excludes inter-segment sales of
$3 million
,
$9 million
and
$6 million
for the years ended
December 31, 2011
,
2010
and
2009
, respectively.
|
•
|
Customers
|
•
|
Competition
|
•
|
Key Products
|
•
|
Geographic Regions
|
|
Year Ended December 31,
|
|||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|||||||||||
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|||||
|
(in millions, except percentages)
|
|||||||||||||||
North America
|
492
|
|
|
40
|
|
450
|
|
|
43
|
|
|
382
|
|
|
39
|
|
Europe and Africa
|
550
|
|
|
45
|
|
481
|
|
|
47
|
|
|
504
|
|
|
52
|
|
Asia-Pacific
|
169
|
|
|
14
|
|
97
|
|
|
9
|
|
|
78
|
|
|
8
|
|
South America
|
12
|
|
|
1
|
|
8
|
|
|
1
|
|
|
10
|
|
|
1
|
|
Total
|
1,223
|
|
|
|
|
1,036
|
|
|
|
|
|
974
|
|
|
|
|
•
|
Customers
|
•
|
Competition
|
•
|
Key Products
|
•
|
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;
|
•
|
Butyl acetate, an acetate ester that is a solvent used in inks, pharmaceuticals and perfume;
|
•
|
Formaldehyde, paraformaldehyde and formcels, which are primarily used to produce adhesive resins for plywood, particle board, coatings, POM engineering resins and a compound used in making polyurethane; and
|
•
|
Other chemicals, such as crotonaldehyde, which are used by the Nutrinova business for the production of sorbates, as well as raw materials for the fragrance and food ingredients industry.
|
•
|
Geographic Regions
|
|
Year Ended December 31,
|
|||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|||||||||||
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|
$
|
|
% of
Segment
|
|||||
|
(In millions, except percentages)
|
|||||||||||||||
North America
|
717
|
|
|
23
|
|
654
|
|
|
24
|
|
|
501
|
|
|
22
|
|
Europe and Africa
|
1,110
|
|
|
36
|
|
897
|
|
|
34
|
|
|
771
|
|
|
35
|
|
Asia-Pacific
|
1,166
|
|
|
38
|
|
1,046
|
|
|
39
|
|
|
884
|
|
|
40
|
|
South America
|
90
|
|
|
3
|
|
85
|
|
|
3
|
|
|
64
|
|
|
3
|
|
Total
|
3,083
|
|
(1)
|
|
|
2,682
|
|
(1)
|
|
|
|
2,220
|
|
(1)
|
|
|
(1)
|
Excludes inter-segment sales of
$468 million
,
$400 million
and
$383 million
for the years ended
December 31, 2011
,
2010
and
2009
, respectively.
|
•
|
Customers
|
•
|
Competition
|
|
Location
|
|
Ownership
|
|
Partner(s)
|
|
Year
Entered
|
Equity Method Investments
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
|
|
|
|
|
|
|
National Methanol Company
|
Saudi Arabia
|
|
25%
|
|
Saudi Basic Industries Corporation (“SABIC”)/ Texas Eastern Arabian Corporation Ltd.
|
|
1981
|
Korea Engineering Plastics Co., Ltd
|
South Korea
|
|
50%
|
|
Mitsubishi Gas Chemical Company, Inc./Mitsubishi Corporation
|
|
1999
|
Polyplastics Co., Ltd.
|
Japan
|
|
45%
|
|
Daicel Chemical Industries Ltd.
|
|
1964
|
Fortron Industries LLC
|
US
|
|
50%
|
|
Kureha Corporation
|
|
1992
|
Cost Method Investments
|
|
|
|
|
|
|
|
Consumer Specialties
|
|
|
|
|
|
|
|
Kunming Cellulose Fibers Co. Ltd.
|
China
|
|
30%
|
|
China National Tobacco Corporation
|
|
1993
|
Nantong Cellulose Fibers Co. Ltd.
|
China
|
|
31%
|
|
China National Tobacco Corporation
|
|
1986
|
Zhuhai Cellulose Fibers Co. Ltd.
|
China
|
|
30%
|
|
China National Tobacco Corporation
|
|
1993
|
•
|
Other Equity Method Investments
|
|
Ownership %
|
InfraServ GmbH & Co. Gendorf KG
|
39
|
InfraServ GmbH & Co. Knapsack KG
|
27
|
InfraServ GmbH & Co. Hoechst KG
|
32
|
|
Employees as of
|
|
|
December 31, 2011
|
|
North America
|
|
|
US
|
2,600
|
|
Canada
|
250
|
|
Mexico
|
650
|
|
Total
|
3,500
|
|
Europe
|
|
|
Germany
|
1,600
|
|
Other Europe
|
1,400
|
|
Total
|
3,000
|
|
Asia
|
1,050
|
|
Rest of World
|
50
|
|
Total
|
7,600
|
|
•
|
increasing our vulnerability to general economic and industry conditions including exacerbating the impact of any adverse business effects that are determined to be material adverse events under our existing senior credit facilities (the “Senior Credit Agreement”);
|
•
|
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 or pay dividends on our common stock;
|
•
|
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.
|
Site
|
|
Leased/Owned
|
|
Products/Functions
|
Corporate Offices
|
|
|
|
|
Budapest, Hungary
|
|
Leased
|
|
Administrative offices
|
Dallas, Texas, US
|
|
Leased
|
|
Corporate headquarters
|
Irving, Texas, US
(7)
|
|
Leased
|
|
Corporate headquarters
|
Nanjing, China
|
|
Leased
|
|
Administrative offices
|
Shanghai, China
|
|
Leased
|
|
Administrative offices
|
Sulzbach, Germany
|
|
Leased
|
|
Administrative offices
|
Advanced Engineered Materials
|
||||
Auburn Hills, Michigan, US
|
|
Leased
|
|
Automotive Development Center
|
Bishop, Texas, US
|
|
Owned
|
|
POM, GUR
®
ultra-high molecular weight polyethylene, Compounding
|
Florence, Kentucky, US
|
|
Owned
|
|
Compounding
|
Frankfurt am Main, Germany
(1)
|
|
Owned by InfraServ GmbH & Co. Hoechst KG
(6)
|
|
POM, Compounding
|
Fuji City, Japan
|
|
Owned by Polyplastics Co., Ltd.
(6)
|
|
POM, PBT, LCP, Compounding
|
Jubail, Saudi Arabia
|
|
Owned by National Methanol Company
(6)
|
|
MTBE, Methanol
|
Kaiserslautern, Germany
(1)
|
|
Leased
|
|
LFT
|
Kelsterbach, Germany
|
|
Owned
|
|
Site is no longer operating
|
Kuantan, Malaysia
|
|
Owned by Polyplastics Co., Ltd.
(6)
|
|
POM, Compounding
|
Nanjing, China
(2)
|
|
Leased
|
|
LFT, GUR
®
ultra-high molecular weight polyethylene, Compounding
|
Oberhausen, Germany
(1)
|
|
Leased
|
|
GUR
®
ultra-high molecular weight polyethylene
|
Shelby, North Carolina, US
|
|
Owned
|
|
LCP, Compounding
|
Suzano, Brazil
(1)
|
|
Leased
|
|
Compounding
|
Ulsan, South Korea
|
|
Owned by Korea Engineering Plastics Co., Ltd.
(6)
|
|
POM
|
Wilmington, North Carolina, US
(8)
|
|
Leased
|
|
PPS
|
Winona, Minnesota, US
|
|
Owned
|
|
LFT
|
Consumer Specialties
|
|
|
|
|
Frankfurt am Main, Germany
(3)
|
|
Owned by InfraServ GmbH & Co. Hoechst KG
(6)
|
|
Sorbates, Sunett
®
sweetener
|
Kunming, China
|
|
Owned by Kunming Cellulose Fibers Co. Ltd.
(5)
|
|
Acetate tow
|
Lanaken, Belgium
|
|
Owned
|
|
Acetate tow
|
Nantong, China
|
|
Owned by Nantong Cellulose Fibers Co. Ltd.
(5)
|
|
Acetate tow, Acetate flake
|
Narrows, Virginia, US
|
|
Owned
|
|
Acetate tow, Acetate flake
|
Ocotlán, Mexico
|
|
Owned
|
|
Acetate tow, Acetate flake
|
Spondon, Derby, United Kingdom
|
|
Owned
|
|
Acetate tow, Acetate flake, Acetate film
|
Zhuhai, China
|
|
Owned by Zhuhai Cellulose Fibers Co. Ltd.
(5)
|
|
Acetate tow
|
Site
|
|
Leased/Owned
|
|
Products/Functions
|
Industrial Specialties
|
|
|
|
|
Boucherville, Quebec, Canada
|
|
Owned
|
|
Conventional emulsions
|
Edmonton, Alberta, Canada
|
|
Owned
|
|
LDPE, EVA
|
Enoree, South Carolina, US
|
|
Owned
|
|
Conventional emulsions, VAE emulsions
|
Frankfurt am Main, Germany
(3)
|
|
Owned by InfraServ GmbH & Co. Hoechst KG
(6)
|
|
Conventional emulsions, VAE emulsions
|
Geleen, Netherlands
|
|
Owned
|
|
VAE emulsions
|
Meredosia, Illinois, US
|
|
Owned
|
|
Conventional emulsions, VAE emulsions
|
Nanjing, China
(2)
|
|
Leased
|
|
Conventional emulsions, VAE emulsions
|
Perstorp, Sweden
|
|
Owned
|
|
Conventional emulsions, VAE emulsions
|
Tarragona, Spain
(4)
|
|
Owned by Complejo Industrial Taqsa AIE
(5)
|
|
Conventional emulsions, VAE emulsions
|
Acetyl Intermediates
|
|
|
|
|
Bay City, Texas, US
(1)
|
|
Leased
|
|
VAM
|
Bishop, Texas, US
|
|
Owned
|
|
Formaldehyde
|
Cangrejera, Mexico
|
|
Owned
|
|
Acetic anhydride, Ethyl acetate
|
Clear Lake, Texas, US
|
|
Owned
|
|
Acetic acid, VAM
|
Frankfurt am Main, Germany
(3)
|
|
Owned by InfraServ GmbH & Co. Hoechst KG
(6)
|
|
Acetaldehyde, VAM, Butyl acetate
|
Jurong Island, Singapore
(1)
|
|
Leased
|
|
Acetic acid, Butyl acetate, Ethyl acetate, VAM
|
Nanjing, China
(2)
|
|
Leased
|
|
Acetic acid, Acetic anhydride, VAM
|
Pardies, France
|
|
Owned
|
|
Site is no longer operating
|
Roussillon, France
(1)
|
|
Leased
|
|
Acetic anhydride
|
Tarragona, Spain
(4)
|
|
Owned by Complejo Industrial Taqsa AIE
(5)
|
|
VAM
|
(1)
|
Celanese owns the assets on this site, but utilizes the land through the terms of a long-term land lease.
|
(2)
|
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.
|
(3)
|
Multiple Celanese business segments conduct operations at the Frankfurt Hoechst Industrial Park located in Frankfurt am Main, Germany.
|
(4)
|
Multiple Celanese business segments conduct operations at the Tarragona site. Celanese owns the assets on this site but shares ownership in the land. Celanese’s ownership percentage in the land is 15%.
|
(5)
|
A Celanese cost method investment.
|
(6)
|
A Celanese equity method investment.
|
(7)
|
Celanese will move its corporate headquarters to Irving, Texas in 2012. Certain administrative functions will remain at the Dallas office.
|
(8)
|
Fortron Industries LLC owns the assets on this site, but utilizes the land through the terms of a long-term land lease.
|
Name
|
|
Age
|
|
Position
|
|
David N. Weidman
|
|
56
|
|
|
Chairman of the Board, President and Chief Executive Officer
|
Douglas M. Madden
|
|
59
|
|
|
Chief Operating Officer
|
Steven M. Sterin
|
|
40
|
|
|
Senior Vice President and Chief Financial Officer
|
Gjon N. Nivica, Jr.
|
|
47
|
|
|
Senior Vice President, General Counsel and Corporate Secretary
|
Mark W. Oberle
|
|
46
|
|
|
Senior Vice President, Corporate Affairs
|
Jay C. Townsend
|
|
53
|
|
|
Senior Vice President, Business Strategy Development and Procurement
|
Jacquelyn H. Wolf
|
|
50
|
|
|
Senior Vice President, Human Resources
|
Christopher W. Jensen
|
|
45
|
|
|
Senior Vice President, Finance
|
|
Price Range
|
||||||
|
High
|
|
Low
|
||||
2011
|
|
|
|
|
|
||
Quarter ended March 31, 2011
|
$
|
45.42
|
|
|
$
|
38.36
|
|
Quarter ended June 30, 2011
|
$
|
53.88
|
|
|
$
|
42.95
|
|
Quarter ended September 30, 2011
|
$
|
58.68
|
|
|
$
|
32.49
|
|
Quarter ended December 31, 2011
|
$
|
47.00
|
|
|
$
|
29.43
|
|
2010
|
|
|
|
|
|
||
Quarter ended March 31, 2010
|
$
|
34.77
|
|
|
$
|
28.20
|
|
Quarter ended June 30, 2010
|
$
|
35.83
|
|
|
$
|
24.84
|
|
Quarter ended September 30, 2010
|
$
|
33.00
|
|
|
$
|
23.47
|
|
Quarter ended December 31, 2010
|
$
|
41.74
|
|
|
$
|
31.22
|
|
Period
|
Total Number
of Shares Purchased
|
|
Average
Price Paid per Share
|
|
Total Number of
Shares Purchased as
Part of Publicly Announced Program
|
|
Approximate Dollar
Value of Shares
Remaining that may be
Purchased Under the Program
(2)
|
||||||
October 1 - 31, 2011
|
173,871
|
|
(1)
|
$
|
33.75
|
|
|
—
|
|
|
$
|
175,000,000
|
|
November 1 - 30, 2011
|
60,660
|
|
|
$
|
43.25
|
|
|
60,660
|
|
|
$
|
172,400,000
|
|
December 1 - 31, 2011
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
172,400,000
|
|
Total
|
234,531
|
|
|
|
|
60,660
|
|
|
|
|
(1)
|
Relates to shares withheld from employees to cover their statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock units.
|
(2)
|
Our Board of Directors authorized the repurchase of our Common Stock as follows: February
2008
,
$400 million
, October
2008
,
$100 million
and
April 2011
,
$129 million
, for a total authorization of
$629 million
. These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased, and the program does not have an expiration date.
|
|
Year Ended December 31,
|
|||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
2007
|
|||||
|
(In $ millions, except per share data)
|
|||||||||||||
Statement of Operations Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
6,763
|
|
|
5,918
|
|
|
5,082
|
|
|
6,823
|
|
|
6,444
|
|
Other (charges) gains, net
|
(48
|
)
|
|
(46
|
)
|
|
(136
|
)
|
|
(108
|
)
|
|
(58
|
)
|
Operating profit
|
690
|
|
|
503
|
|
|
290
|
|
|
440
|
|
|
748
|
|
Earnings (loss) from continuing operations before tax
|
755
|
|
|
538
|
|
|
251
|
|
|
433
|
|
|
437
|
|
Earnings (loss) from continuing operations
|
606
|
|
|
426
|
|
|
494
|
|
|
370
|
|
|
327
|
|
Earnings (loss) from discontinued operations
|
1
|
|
|
(49
|
)
|
|
4
|
|
|
(90
|
)
|
|
90
|
|
Net earnings (loss) attributable to Celanese Corporation
|
607
|
|
|
377
|
|
|
498
|
|
|
281
|
|
|
416
|
|
Earnings (loss) per common share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations — basic
|
3.88
|
|
|
2.73
|
|
|
3.37
|
|
|
2.44
|
|
|
2.05
|
|
Continuing operations — diluted
|
3.81
|
|
|
2.69
|
|
|
3.14
|
|
|
2.27
|
|
|
1.90
|
|
Balance Sheet Data (at the end of period)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade working capital
(1)
|
910
|
|
|
764
|
|
|
594
|
|
|
685
|
|
|
827
|
|
Total assets
|
8,518
|
|
|
8,281
|
|
|
8,412
|
|
|
7,158
|
|
|
8,051
|
|
Total debt
|
3,017
|
|
|
3,218
|
|
|
3,501
|
|
|
3,533
|
|
|
3,556
|
|
Total Celanese Corporation stockholders’ equity
|
1,341
|
|
|
926
|
|
|
586
|
|
|
174
|
|
|
1,055
|
|
Other Financial Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
298
|
|
|
287
|
|
|
308
|
|
|
350
|
|
|
291
|
|
Capital expenditures
(2)
|
364
|
|
|
222
|
|
|
167
|
|
|
267
|
|
|
306
|
|
Dividends paid per common share
(3)
|
0.22
|
|
|
0.18
|
|
|
0.16
|
|
|
0.16
|
|
|
0.16
|
|
(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:
|
|
As of December 31,
|
|||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
2007
|
|||||
|
(In $ millions)
|
|||||||||||||
Trade receivables, net
|
871
|
|
|
827
|
|
|
721
|
|
|
631
|
|
|
1,009
|
|
Inventories
|
712
|
|
|
610
|
|
|
522
|
|
|
577
|
|
|
636
|
|
Trade payables
|
(673
|
)
|
|
(673
|
)
|
|
(649
|
)
|
|
(523
|
)
|
|
(818
|
)
|
Trade working capital
|
910
|
|
|
764
|
|
|
594
|
|
|
685
|
|
|
827
|
|
(2)
|
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 27 to the accompanying consolidated financial statements.
|
(3)
|
Annual dividends for the year ended
December 31, 2011
consists of two quarterly dividend payments of $
0.05
and two quarterly dividend payments of
$0.06
per share. In April 2011 the Board of Directors approved a
20%
increase in our quarterly dividend rate from
$0.05
to
$0.06
per share of Series A common stock applicable to dividends payable beginning in August 2011. Annual dividends for the year ended
December 31, 2010
consists of two quarterly dividend payments of $0.04 and two quarterly dividend payments of
$0.05
per share. In April 2010 the Board of Directors approved a 25% increase in our quarterly dividend rate from $0.04 to
$0.05
per share of Series A common stock applicable to dividends payable beginning in August 2010.
|
•
|
changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate;
|
•
|
the length and depth of product and industry business cycles particularly in the automotive, electrical, textiles, electronics and construction industries;
|
•
|
changes in the price and availability of raw materials, particularly changes in the demand for, supply of, and market prices of ethylene, methanol, natural gas, wood pulp and fuel oil and the prices for electricity and other energy sources;
|
•
|
the ability to pass increases in raw material prices on to customers or otherwise improve margins through price increases;
|
•
|
the ability to maintain plant utilization rates and to implement planned capacity additions and expansions;
|
•
|
the ability to reduce or maintain at their current levels 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 or technologies, or the theft of such intellectual property;
|
•
|
costs and potential disruption or interruption of production or operations due to accidents, cyber security incidents, terrorism or political unrest, or other unforeseen events or delays in construction of facilities;
|
•
|
potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relating to climate change;
|
•
|
potential liability resulting from pending or future 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;
|
•
|
our level of indebtedness, which could diminish our ability to raise additional capital to fund operations or limit our ability to react to changes in the economy or the chemicals industry; and
|
•
|
various other factors, both referenced and not referenced in this Annual Report.
|
•
|
We opened a state-of-the art polyacetal (“POM”) production facility in Frankfurt Hoechst Industrial Park, Germany. With a nameplate capacity of 140,000 tons per year, the new POM plant is the world's largest and strengthens our Ticona engineering polymers business, including its global operations and advanced technical capabilities.
|
•
|
We published independent third-party analyses of Celanese TCX
®
, our proprietary technology for ethanol production. Under non-disclosure agreements to protect intellectual property rights and maintain confidentiality, Fluor Corporation and WorleyParsons evaluated our advanced ethanol technology that uses basic hydrocarbon feedstocks.
|
•
|
We doubled the capacity of our vinyl acetate ethylene (“VAE”) unit in Nanjing, China. The expanded unit started production in the second quarter of 2011 and is expected to meet the increased global demand for innovative specialty solutions in vinyl-based emulsions.
|
•
|
We nearly doubled production capacity at our Celstran
®
long-fiber reinforced thermoplastic (“LFT”) manufacturing unit in Nanjing, China during the fourth quarter of 2011. The unit came online in 2008 with an initial nameplate capacity of 5,000 tons per year.
|
•
|
We successfully completed a public offering of
$400 million
in aggregate principal amount of senior unsecured notes at
5.875%
due
2021
. We used the net proceeds from the offering, plus cash on hand, to retire
$516 million
of existing senior secured credit facility indebtedness that was set to mature in
2014
.
|
•
|
Polyplastics Co., Ltd. (“Polyplastics”), one of the company's strategic equity affiliates, announced a 90,000 ton per year expansion to increase polyacetal production capacity in Malaysia that is expected to be operational in early 2014. The expansion is currently anticipated to be funded by Polyplastics.
|
•
|
We announced plans for one, and possibly two, industrial ethanol production facilities in China. In addition, we plan to accelerate our entry into the industrial ethanol business six to 12 months earlier than previously expected, by modifying and enhancing our existing integrated acetyl facility at the Nanjing Chemical Industrial Park with our TCX
®
advanced technology, adding approximately 200,000 tons of ethanol production capacity by mid-2013.
|
•
|
We broke ground on the previously announced plans for a technology development unit for ethanol production at our facility in Clear Lake, Texas, which is now expected to be commissioned by mid-2012. We also intend to construct a new research and development facility at our Clear Lake site to continue the advancement of our acetyl and TCX
®
technologies.
|
•
|
We announced the expansion of our ethylene vinyl acetate (“EVA”) capacity at our Edmonton manufacturing facility due to strong growth in strategic, high-value segments. Global EVA production increases are fueled by demand in the photovoltaic cell industry in China, strong demand for EVA in other parts of Asia, and demand for EVA in innovative applications like controlled-release excipients and medical packaging. We increased our capacity 15% for our higher vinyl acetate content EVA grades in the fourth quarter of 2011.
|
•
|
We announced that our Board of Directors approved a
20%
increase in our quarterly Series A common stock cash dividend. The dividend rate increased from
$0.05
to
$0.06
per share of Series A common stock on a quarterly basis and from
$0.20
to
$0.24
per share on an annual basis. Our Board of Directors also approved an increase of
$129 million
to our existing share repurchase authorization for a total authorization of
$629 million
of our Series A common stock.
|
•
|
On November 7, 2011, we announced the future retirement of our chairman and chief executive officer, David N. Weidman, who will remain with Celanese through April 2, 2012. Celanese’s Board of Directors has appointed Mark C. Rohr to succeed Mr. Weidman as chief executive officer, and will appoint Mr. Rohr as Chairman, both effective as of April 2, at which point Mr. Weidman will also retire from the Board. Mr. Weidman will be working with Mr. Rohr, who has served on the Celanese Board of Directors since 2007, to complete a smooth and effective transition.
|
•
|
On January 3, 2012, the Company announced it completed the acquisition of certain assets from Ashland Inc., including two product lines, Vinac
®
and Flexbond
®
, which will support the strategic growth of the Celanese Emulsions business. Vinac
®
branded products are used to make a variety of adhesives for use in woodworking and paper packaging and converting applications. These vinyl-based polymers can be used to make water resistant wood glues and adhesives suitable for use with various craft and coated paperboards. Flexbond
®
branded products are used to make interior and exterior architectural paints. These paints exhibit characteristics such as scrub and stain resistance in interior paints and weather resistance in exterior formulas.
|
•
|
On January 18, 2012, we announced the endorsement of Congressman Pete Olson's Domestic Alternative Fuels Act of 2012 which was introduced on January 17, 2012. If enacted, the bill would allow ethanol produced from domestic hydrocarbons other than petroleum, such as ethanol produced from our proprietary TCX
®
ethanol process technology, to satisfy the Renewable Fuels Standard requirement to use conventional biofuel (corn-based ethanol) to reduce the quantity of petroleum used in transportation fuel.
|
•
|
In 2012, we expect to grow revenues in excess of 2012 global gross domestic product (“GDP”) growth rates based on increased demand for our innovative products and geographic growth driven by the growing middle class in developing regions of the world. We expect to increase earnings in excess of revenue growth due to our leading technologies and culture of productivity both of which contribute to our high operating leverage. Equity in net earnings of affiliates is also expected to improve during 2012 due to continued geographic growth and no planned plant turnarounds at our strategic affiliates.
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Statement of Operations Data
|
|
|
|
|
|
|
|
|
Net sales
|
6,763
|
|
|
5,918
|
|
|
5,082
|
|
Gross profit
|
1,434
|
|
|
1,180
|
|
|
1,003
|
|
Selling, general and administrative expenses
|
(536
|
)
|
|
(505
|
)
|
|
(474
|
)
|
Other (charges) gains, net
|
(48
|
)
|
|
(46
|
)
|
|
(136
|
)
|
Operating profit (loss)
|
690
|
|
|
503
|
|
|
290
|
|
Equity in net earnings of affiliates
|
192
|
|
|
168
|
|
|
99
|
|
Interest expense
|
(221
|
)
|
|
(204
|
)
|
|
(207
|
)
|
Refinancing expense
|
(3
|
)
|
|
(16
|
)
|
|
—
|
|
Dividend income - cost investments
|
80
|
|
|
73
|
|
|
57
|
|
Earnings (loss) from continuing operations before tax
|
755
|
|
|
538
|
|
|
251
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|||
Earnings (loss) from continuing operations
|
606
|
|
|
426
|
|
|
494
|
|
Earnings (loss) from discontinued operations
|
1
|
|
|
(49
|
)
|
|
4
|
|
Net earnings (loss)
|
607
|
|
|
377
|
|
|
498
|
|
Other Data
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
298
|
|
|
287
|
|
|
308
|
|
Earnings from continuing operations before tax as a percentage of net sales
|
11.2
|
%
|
|
9.1
|
%
|
|
4.9
|
%
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Balance Sheet Data
|
|
|
|
|
|
Cash and cash equivalents
|
682
|
|
|
740
|
|
|
|
|
|
||
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
144
|
|
|
228
|
|
Long-term debt
|
2,873
|
|
|
2,990
|
|
Total debt
|
3,017
|
|
|
3,218
|
|
|
Year Ended December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Employee termination benefits
|
(22
|
)
|
|
(32
|
)
|
Ticona Kelsterbach plant relocation
|
(47
|
)
|
|
(26
|
)
|
Plumbing actions
|
6
|
|
|
59
|
|
Insurance recoveries
|
—
|
|
|
18
|
|
Asset impairments
|
(1
|
)
|
|
(74
|
)
|
Plant/office closures
|
—
|
|
|
(4
|
)
|
Commercial disputes
|
15
|
|
|
13
|
|
Other
|
1
|
|
|
—
|
|
Total
|
(48
|
)
|
|
(46
|
)
|
|
Year Ended December 31,
|
||||
|
2010
|
|
2009
|
||
|
(In $ millions)
|
||||
Employee termination benefits
|
(32
|
)
|
|
(105
|
)
|
Ticona Kelsterbach plant relocation
|
(26
|
)
|
|
(16
|
)
|
Plumbing actions
|
59
|
|
|
10
|
|
Insurance recoveries
|
18
|
|
|
6
|
|
Asset impairments
|
(74
|
)
|
|
(14
|
)
|
Plant/office closures
|
(4
|
)
|
|
(17
|
)
|
Commercial disputes
|
13
|
|
|
—
|
|
Other
|
—
|
|
|
—
|
|
Total
|
(46
|
)
|
|
(136
|
)
|
|
Year Ended December 31,
|
|
|
|
Year Ended December 31,
|
|
|
|
||||||||||
|
2011
|
|
2010
|
|
Change
|
|
2010
|
|
2009
|
|
Change
|
|
||||||
|
(In $ millions, except percentages)
|
|
||||||||||||||||
Net sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Advanced Engineered Materials
|
1,298
|
|
|
1,109
|
|
|
189
|
|
|
1,109
|
|
|
808
|
|
|
301
|
|
|
Consumer Specialties
|
1,161
|
|
|
1,098
|
|
|
63
|
|
|
1,098
|
|
|
1,084
|
|
|
14
|
|
|
Industrial Specialties
|
1,223
|
|
|
1,036
|
|
|
187
|
|
|
1,036
|
|
|
974
|
|
|
62
|
|
|
Acetyl Intermediates
|
3,551
|
|
|
3,082
|
|
|
469
|
|
|
3,082
|
|
|
2,603
|
|
|
479
|
|
|
Other Activities
|
1
|
|
|
2
|
|
|
(1
|
)
|
|
2
|
|
|
2
|
|
|
—
|
|
|
Inter-segment eliminations
|
(471
|
)
|
|
(409
|
)
|
|
(62
|
)
|
|
(409
|
)
|
|
(389
|
)
|
|
(20
|
)
|
|
Total
|
6,763
|
|
|
5,918
|
|
|
845
|
|
|
5,918
|
|
|
5,082
|
|
|
836
|
|
|
Other (charges) gains, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
(49
|
)
|
|
31
|
|
|
(80
|
)
|
|
31
|
|
|
(18
|
)
|
|
49
|
|
|
Consumer Specialties
|
(3
|
)
|
|
(76
|
)
|
|
73
|
|
|
(76
|
)
|
|
(9
|
)
|
|
(67
|
)
|
|
Industrial Specialties
|
—
|
|
|
25
|
|
|
(25
|
)
|
|
25
|
|
|
4
|
|
|
21
|
|
|
Acetyl Intermediates
|
14
|
|
|
(12
|
)
|
|
26
|
|
|
(12
|
)
|
|
(91
|
)
|
|
79
|
|
|
Other Activities
|
(10
|
)
|
|
(14
|
)
|
|
4
|
|
|
(14
|
)
|
|
(22
|
)
|
|
8
|
|
|
Total
|
(48
|
)
|
|
(46
|
)
|
|
(2
|
)
|
|
(46
|
)
|
|
(136
|
)
|
|
90
|
|
|
Operating profit (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
76
|
|
|
186
|
|
|
(110
|
)
|
|
186
|
|
|
38
|
|
|
148
|
|
|
Consumer Specialties
|
227
|
|
|
164
|
|
|
63
|
|
|
164
|
|
|
231
|
|
|
(67
|
)
|
|
Industrial Specialties
|
100
|
|
|
89
|
|
|
11
|
|
|
89
|
|
|
89
|
|
|
—
|
|
|
Acetyl Intermediates
|
459
|
|
|
243
|
|
|
216
|
|
|
243
|
|
|
92
|
|
|
151
|
|
|
Other Activities
|
(172
|
)
|
|
(179
|
)
|
|
7
|
|
|
(179
|
)
|
|
(160
|
)
|
|
(19
|
)
|
|
Total
|
690
|
|
|
503
|
|
|
187
|
|
|
503
|
|
|
290
|
|
|
213
|
|
|
Earnings (loss) from continuing operations before tax
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
239
|
|
|
329
|
|
|
(90
|
)
|
|
329
|
|
|
114
|
|
|
215
|
|
|
Consumer Specialties
|
307
|
|
|
237
|
|
|
70
|
|
|
237
|
|
|
288
|
|
|
(51
|
)
|
|
Industrial Specialties
|
102
|
|
|
89
|
|
|
13
|
|
|
89
|
|
|
89
|
|
|
—
|
|
|
Acetyl Intermediates
|
469
|
|
|
252
|
|
|
217
|
|
|
252
|
|
|
102
|
|
|
150
|
|
|
Other Activities
|
(362
|
)
|
|
(369
|
)
|
|
7
|
|
|
(369
|
)
|
|
(342
|
)
|
|
(27
|
)
|
|
Total
|
755
|
|
|
538
|
|
|
217
|
|
|
538
|
|
|
251
|
|
|
287
|
|
|
Depreciation and amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
100
|
|
|
76
|
|
|
24
|
|
|
76
|
|
|
73
|
|
|
3
|
|
|
Consumer Specialties
|
44
|
|
|
42
|
|
|
2
|
|
|
42
|
|
|
50
|
|
|
(8
|
)
|
|
Industrial Specialties
|
45
|
|
|
41
|
|
|
4
|
|
|
41
|
|
|
51
|
|
|
(10
|
)
|
|
Acetyl Intermediates
|
96
|
|
|
117
|
|
|
(21
|
)
|
|
117
|
|
|
123
|
|
|
(6
|
)
|
|
Other Activities
|
13
|
|
|
11
|
|
|
2
|
|
|
11
|
|
|
11
|
|
|
—
|
|
|
Total
|
298
|
|
|
287
|
|
|
11
|
|
|
287
|
|
|
308
|
|
|
(21
|
)
|
|
Operating margin
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
5.9
|
|
%
|
16.8
|
|
%
|
(10.9
|
)
|
%
|
16.8
|
|
%
|
4.7
|
|
%
|
12.1
|
|
%
|
Consumer Specialties
|
19.6
|
|
%
|
14.9
|
|
%
|
4.7
|
|
%
|
14.9
|
|
%
|
21.3
|
|
%
|
(6.4
|
)
|
%
|
Industrial Specialties
|
8.2
|
|
%
|
8.6
|
|
%
|
(0.4
|
)
|
%
|
8.6
|
|
%
|
9.1
|
|
%
|
(0.5
|
)
|
%
|
Acetyl Intermediates
|
12.9
|
|
%
|
7.9
|
|
%
|
5.0
|
|
%
|
7.9
|
|
%
|
3.5
|
|
%
|
4.4
|
|
%
|
Total
|
10.2
|
|
%
|
8.5
|
|
%
|
1.7
|
|
%
|
8.5
|
|
%
|
5.7
|
|
%
|
2.8
|
|
%
|
(1)
|
Defined as operating profit (loss) divided by net sales.
|
|
Volume
|
|
Price
|
|
Currency
|
|
Other
|
|
Total
|
|||||
|
(In percentages)
|
|||||||||||||
2011 Compared to 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
2
|
|
|
8
|
|
|
3
|
|
|
4
|
|
(1)
|
17
|
|
Consumer Specialties
|
1
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
6
|
|
Industrial Specialties
|
2
|
|
|
13
|
|
|
3
|
|
|
—
|
|
|
18
|
|
Acetyl Intermediates
|
(4
|
)
|
|
16
|
|
|
3
|
|
|
—
|
|
|
15
|
|
Total Company
|
(1
|
)
|
|
13
|
|
|
3
|
|
|
—
|
|
(2)
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2010 Compared to 2009
|
|
|
|
|
|
|
|
|
|
|||||
Advanced Engineered Materials
|
35
|
|
|
1
|
|
|
(3
|
)
|
|
4
|
|
(1)
|
37
|
|
Consumer Specialties
|
2
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
1
|
|
Industrial Specialties
|
11
|
|
|
6
|
|
|
(3
|
)
|
|
(8
|
)
|
(3)
|
6
|
|
Acetyl Intermediates
|
10
|
|
|
10
|
|
|
(2
|
)
|
|
—
|
|
|
18
|
|
Total Company
|
13
|
|
|
7
|
|
|
(2
|
)
|
|
(2
|
)
|
(2)
|
16
|
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2011
|
|
2010
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,298
|
|
|
1,109
|
|
|
189
|
|
Net sales variance
|
|
|
|
|
|
|
|
|
Volume
|
2
|
|
%
|
|
|
|
|
|
Price
|
8
|
|
%
|
|
|
|
|
|
Currency
|
3
|
|
%
|
|
|
|
|
|
Other
|
4
|
|
%
|
|
|
|
|
|
Other (charges) gains, net
|
(49
|
)
|
|
31
|
|
|
(80
|
)
|
Operating profit (loss)
|
76
|
|
|
186
|
|
|
(110
|
)
|
Operating margin
|
5.9
|
|
%
|
16.8
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
161
|
|
|
144
|
|
|
17
|
|
Earnings (loss) from continuing operations before tax
|
239
|
|
|
329
|
|
|
(90
|
)
|
Depreciation and amortization
|
100
|
|
|
76
|
|
|
24
|
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2011
|
|
2010
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,161
|
|
|
1,098
|
|
|
63
|
|
Net sales variance
|
|
|
|
|
|
|
|
|
Volume
|
1
|
|
%
|
|
|
|
|
|
Price
|
5
|
|
%
|
|
|
|
|
|
Currency
|
—
|
|
%
|
|
|
|
|
|
Other
|
—
|
|
%
|
|
|
|
|
|
Other (charges) gains, net
|
(3
|
)
|
|
(76
|
)
|
|
73
|
|
Operating profit (loss)
|
227
|
|
|
164
|
|
|
63
|
|
Operating margin
|
19.6
|
|
%
|
14.9
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
2
|
|
|
2
|
|
|
—
|
|
Dividend income - cost investments
|
78
|
|
|
71
|
|
|
7
|
|
Earnings (loss) from continuing operations before tax
|
307
|
|
|
237
|
|
|
70
|
|
Depreciation and amortization
|
44
|
|
|
42
|
|
|
2
|
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2011
|
|
2010
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,223
|
|
|
1,036
|
|
|
187
|
|
Net sales variance
|
|
|
|
|
|
|
|
|
Volume
|
2
|
|
%
|
|
|
|
|
|
Price
|
13
|
|
%
|
|
|
|
|
|
Currency
|
3
|
|
%
|
|
|
|
|
|
Other
|
—
|
|
%
|
|
|
|
|
|
Other (charges) gains, net
|
—
|
|
|
25
|
|
|
(25
|
)
|
Operating profit (loss)
|
100
|
|
|
89
|
|
|
11
|
|
Operating margin
|
8.2
|
|
%
|
8.6
|
|
%
|
|
|
Earnings (loss) from continuing operations before tax
|
102
|
|
|
89
|
|
|
13
|
|
Depreciation and amortization
|
45
|
|
|
41
|
|
|
4
|
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2011
|
|
2010
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
3,551
|
|
|
3,082
|
|
|
469
|
|
Net sales variance
|
|
|
|
|
|
|
|
|
Volume
|
(4
|
)
|
%
|
|
|
|
|
|
Price
|
16
|
|
%
|
|
|
|
|
|
Currency
|
3
|
|
%
|
|
|
|
|
|
Other
|
—
|
|
%
|
|
|
|
|
|
Other (charges) gains, net
|
14
|
|
|
(12
|
)
|
|
26
|
|
Operating profit (loss)
|
459
|
|
|
243
|
|
|
216
|
|
Operating margin
|
12.9
|
|
%
|
7.9
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
5
|
|
|
5
|
|
|
—
|
|
Earnings (loss) from continuing operations before tax
|
469
|
|
|
252
|
|
|
217
|
|
Depreciation and amortization
|
96
|
|
|
117
|
|
|
(21
|
)
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2010
|
|
2009
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,109
|
|
|
808
|
|
|
301
|
|
Net sales variance
|
|
|
|
|
|
|||
Volume
|
35
|
|
%
|
|
|
|
||
Price
|
1
|
|
%
|
|
|
|
||
Currency
|
(3
|
)
|
%
|
|
|
|
||
Other
|
4
|
|
%
|
|
|
|
||
Other (charges) gains, net
|
31
|
|
|
(18
|
)
|
|
49
|
|
Operating profit (loss)
|
186
|
|
|
38
|
|
|
148
|
|
Operating margin
|
16.8
|
|
%
|
4.7
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
144
|
|
|
78
|
|
|
66
|
|
Earnings (loss) from continuing operations before tax
|
329
|
|
|
114
|
|
|
215
|
|
Depreciation and amortization
|
76
|
|
|
73
|
|
|
3
|
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2010
|
|
2009
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,098
|
|
|
1,084
|
|
|
14
|
|
Net sales variance
|
|
|
|
|
|
|||
Volume
|
2
|
|
%
|
|
|
|
||
Price
|
—
|
|
%
|
|
|
|
||
Currency
|
(1
|
)
|
%
|
|
|
|
||
Other
|
—
|
|
%
|
|
|
|
||
Other (charges) gains, net
|
(76
|
)
|
|
(9
|
)
|
|
(67
|
)
|
Operating profit (loss)
|
164
|
|
|
231
|
|
|
(67
|
)
|
Operating margin
|
14.9
|
|
%
|
21.3
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
2
|
|
|
1
|
|
|
1
|
|
Dividend income - cost investments
|
71
|
|
|
56
|
|
|
15
|
|
Earnings (loss) from continuing operations before tax
|
237
|
|
|
288
|
|
|
(51
|
)
|
Depreciation and amortization
|
42
|
|
|
50
|
|
|
(8
|
)
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2010
|
|
2009
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
1,036
|
|
|
974
|
|
|
62
|
|
Net sales variance
|
|
|
|
|
|
|||
Volume
|
11
|
|
%
|
|
|
|
||
Price
|
6
|
|
%
|
|
|
|
||
Currency
|
(3
|
)
|
%
|
|
|
|
||
Other
|
(8
|
)
|
%
|
|
|
|
||
Other (charges) gains, net
|
25
|
|
|
4
|
|
|
21
|
|
Operating profit (loss)
|
89
|
|
|
89
|
|
|
—
|
|
Operating margin
|
8.6
|
|
%
|
9.1
|
|
%
|
|
|
Earnings (loss) from continuing operations before tax
|
89
|
|
|
89
|
|
|
—
|
|
Depreciation and amortization
|
41
|
|
|
51
|
|
|
(10
|
)
|
|
Year Ended December 31,
|
|
Change
in $
|
|||||
|
2010
|
|
2009
|
|
||||
|
(In $ millions, except percentages)
|
|||||||
Net sales
|
3,082
|
|
|
2,603
|
|
|
479
|
|
Net sales variance
|
|
|
|
|
|
|||
Volume
|
10
|
|
%
|
|
|
|
||
Price
|
10
|
|
%
|
|
|
|
||
Currency
|
(2
|
)
|
%
|
|
|
|
||
Other
|
—
|
|
%
|
|
|
|
||
Other (charges) gains, net
|
(12
|
)
|
|
(91
|
)
|
|
79
|
|
Operating profit (loss)
|
243
|
|
|
92
|
|
|
151
|
|
Operating margin
|
7.9
|
|
%
|
3.5
|
|
%
|
|
|
Equity in net earnings (loss) of affiliates
|
5
|
|
|
5
|
|
|
—
|
|
Earnings (loss) from continuing operations before tax
|
252
|
|
|
102
|
|
|
150
|
|
Depreciation and amortization
|
117
|
|
|
123
|
|
|
(6
|
)
|
•
|
Net Cash Provided by Operating Activities
|
•
|
Net Cash Provided by (Used in) Investing Activities
|
•
|
Net Cash Used in Financing Activities
|
•
|
Senior Notes
|
•
|
Senior Credit Facilities
|
|
As of December 31, 2011
|
|
|
(In $ millions)
|
|
Revolving credit facility
|
|
|
Borrowings outstanding
|
—
|
|
Letters of credit issued
|
—
|
|
Available for borrowing
|
600
|
|
|
|
|
Credit-linked revolving facility
|
|
|
Letters of credit issued
|
74
|
|
Available for borrowing
|
154
|
|
|
As of December 31, 2011
|
|
|||
|
Maximum
|
Estimate
|
Estimate, If Fully Drawn
|
Borrowing Capacity
|
|
|
|
|
|
(In $ millions)
|
|
First Lien Senior Secured Leverage Ratio
|
3.90 to 1.00
|
1.05 to 1.00
|
1.49 to 1.00
|
600
|
|
|
Year Ended December 31,
|
|
Total From
February 2008 Through
|
||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
December 31, 2011
|
||||||||
|
|
||||||||||||||
Shares repurchased
|
652,016
|
|
|
1,667,592
|
|
|
—
|
|
|
12,082,808
|
|
||||
Average purchase price per share
|
$
|
46.99
|
|
|
$
|
28.77
|
|
|
$
|
—
|
|
|
$
|
37.77
|
|
Amount spent on repurchased shares (in millions)
|
$
|
31
|
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
456
|
|
|
|
|
Payments due by period
|
|
|||||||||||
|
Total
|
|
Less Than
1 Year
|
|
Years 2 & 3
|
|
Years 4 & 5
|
|
After 5
Years
|
|
|||||
|
(In $ millions)
|
|
|||||||||||||
Fixed contractual debt obligations
|
|
|
|
|
|
|
|
|
|
|
|||||
Senior notes
|
1,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,000
|
|
|
Term C loan facility
|
1,386
|
|
|
14
|
|
|
28
|
|
|
1,344
|
|
|
—
|
|
|
Interest payments on debt and other obligations
|
1,260
|
|
(1)
|
181
|
|
|
326
|
|
|
303
|
|
|
450
|
|
|
Capital lease obligations
|
248
|
|
|
12
|
|
|
27
|
|
|
34
|
|
|
175
|
|
|
Other debt
|
383
|
|
(2)
|
118
|
|
|
36
|
|
|
37
|
|
|
192
|
|
|
Total
|
4,277
|
|
|
325
|
|
|
417
|
|
|
1,718
|
|
|
1,817
|
|
|
Operating leases
|
335
|
|
|
58
|
|
|
95
|
|
|
76
|
|
|
106
|
|
|
Uncertain tax positions, including interest and penalties
|
252
|
|
|
70
|
|
|
—
|
|
|
—
|
|
|
182
|
|
(3)
|
Unconditional purchase obligations
|
3,428
|
|
(4)
|
748
|
|
|
1,280
|
|
|
730
|
|
|
670
|
|
|
Pension and other postretirement funding obligations
|
1,130
|
|
(5)
|
167
|
|
|
400
|
|
|
301
|
|
|
262
|
|
|
Environmental and asset retirement obligations
|
169
|
|
|
52
|
|
|
55
|
|
|
19
|
|
|
43
|
|
|
Total
|
9,591
|
|
|
1,420
|
|
|
2,247
|
|
|
2,844
|
|
|
3,080
|
|
|
(5)
|
Excludes expected payments from non-qualified trusts related to nonqualified pension plans of $134 million.
|
•
|
Recoverability of Long-Lived Assets
|
•
|
Income Taxes
|
•
|
Benefit Obligations
|
•
|
Accounting for Commitments and Contingencies
|
(1)
|
Fixes the LIBOR portion of the Company’s US-dollar denominated variable rate borrowings (Note 13).
|
(1)
|
Fixes the LIBOR portion of the Company’s US-dollar denominated variable rate borrowings (Note 13).
|
(1)
|
Fixes the EURIBOR portion of the Company’s Euro denominated variable rate borrowings (Note 13).
|
|
Three Months Ended
|
|||||||||||
|
March 31,
2011 |
|
June 30,
2011 |
|
September 30,
2011 |
|
December 31,
2011 |
|
||||
|
(Unaudited)
(In $ millions, except per share data) |
|||||||||||
Net sales
|
1,589
|
|
|
1,753
|
|
|
1,807
|
|
|
1,614
|
|
|
Gross profit
|
351
|
|
|
410
|
|
|
401
|
|
|
272
|
|
|
Other (charges) gains, net
|
3
|
|
|
(18
|
)
|
(1)
|
(24
|
)
|
(2)
|
(9
|
)
|
(3)
|
Operating profit (loss)
|
188
|
|
|
209
|
|
|
196
|
|
|
97
|
|
|
Earnings (loss) from continuing operations
before tax
|
180
|
|
|
280
|
|
|
201
|
|
|
94
|
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
||||
Earnings (loss) from continuing operations
|
138
|
|
|
205
|
|
|
167
|
|
|
96
|
|
|
Earnings (loss) from discontinued operations
|
4
|
|
|
(2
|
)
|
|
—
|
|
|
(1
|
)
|
|
Net earnings (loss)
|
142
|
|
|
203
|
|
|
167
|
|
|
95
|
|
|
Earnings (loss) per share — basic
|
0.91
|
|
|
1.30
|
|
|
1.07
|
|
|
0.61
|
|
|
Earnings (loss) per share — diluted
|
0.90
|
|
|
1.28
|
|
|
1.05
|
|
|
0.60
|
|
|
|
Three Months Ended
|
|||||||||||
|
March 31,
2010 |
|
June 30,
2010 |
|
September 30,
2010 |
|
December 31,
2010 |
|
||||
|
(Unaudited)
(In $ millions, except per share data) |
|||||||||||
Net sales
|
1,388
|
|
|
1,517
|
|
|
1,506
|
|
|
1,507
|
|
|
Gross profit
|
218
|
|
|
303
|
|
|
346
|
|
|
313
|
|
|
Other (charges) gains, net
|
(77
|
)
|
(4)
|
(6
|
)
|
|
36
|
|
(5)
|
1
|
|
|
Operating profit (loss)
|
(14
|
)
|
|
156
|
|
|
221
|
|
|
140
|
|
|
Earnings (loss) from continuing operations
before tax
|
(7
|
)
|
|
224
|
|
|
191
|
|
|
130
|
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
||||
Earnings (loss) from continuing operations
|
13
|
|
|
163
|
|
|
147
|
|
|
103
|
|
|
Earnings (loss) from discontinued operations
|
1
|
|
|
(3
|
)
|
|
(2
|
)
|
|
(45
|
)
|
|
Net earnings (loss)
|
14
|
|
|
160
|
|
|
145
|
|
|
58
|
|
|
Earnings (loss) per share — basic
|
0.07
|
|
|
1.02
|
|
|
0.93
|
|
|
0.37
|
|
|
Earnings (loss) per share — diluted
|
0.07
|
|
|
1.01
|
|
|
0.92
|
|
|
0.36
|
|
|
(1)
|
Includes $16 million in costs and $4 million of employee termination benefits related to the relocation of the Company's Ticona Kelsterbach, Germany operations to Frankfurt Hoechst Industrial Park, Germany.
|
(2)
|
Includes $14 million in costs and $1 million of employee termination benefits related to the relocation of the Company's Ticona Kelsterbach, Germany operations to Frankfurt Hoechst Industrial Park, Germany, and a $7 million unfavorable settlement in a resolution of a commercial dispute.
|
(3)
|
Includes $4 million in costs and $3 million of employee termination benefits related to the relocation of the Company's Ticona Kelsterbach, Germany operations to Frankfurt Hoechst Industrial Park, Germany.
|
(4)
|
Includes
$72 million
in long-lived asset impairment losses. The long-lived asset impairment losses are associated with the proposed closure of the Spondon, Derby, United Kingdom acetate production facility.
|
(5)
|
Includes
$18 million
in net insurance recoveries, a
$26 million
reduction in plumbing legal reserves, and a
$15 million
favorable settlement in a resolution of a commercial dispute, partially offset by
$16 million
of employee termination costs related to the closures of the Pardies, France and Spondon, Derby, United Kingdom plant locations.
|
|
Number of Securities to be
Issued upon Exercise of
Outstanding Options,
|
|
Weighted Average
Exercise Price of
Outstanding Options,
|
|
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (excluding securities
|
|
||||
Plan Category
|
Warrants and Rights
|
|
Warrants and Rights
|
|
reflected in column (a))
|
|
||||
|
(a)
|
|
(b)
|
|
(c)
|
|
||||
Equity compensation plans approved by security holders
|
3,420,463
|
|
(1)
|
$
|
29.37
|
|
|
15,781,658
|
|
(2)
|
Equity compensation plans not approved by security holders
(3)
|
4,319,185
|
|
(4)
|
$
|
17.68
|
|
|
—
|
|
|
Total
|
7,739,648
|
|
|
|
|
|
15,781,658
|
|
|
(1)
|
Includes
2,067,520
restricted stock units granted under the Celanese Corporation 2009 Global Incentive Plan (the “2009 Plan”), including shares that may be issued pursuant to outstanding performance-based restricted stock units, assuming the target award is met; actual shares may vary, depending on actual performance. Upon vesting, a share of the Company's Series A Common Stock is issued for each restricted stock unit. Column (b) does not take these awards into account because they do not have an exercise price.
|
(2)
|
Includes shares available for future issuance under the Celanese Corporation 2009 Employee Stock Purchase Plan approved by stockholders on April 23, 2009 (the “ESPP”). As of December 31, 2011, an aggregate of 14,000,000 shares of our Series A Common Stock were available for future issuance under the ESPP. No shares have been offered for purchase under the ESPP as of December 31, 2011.
|
(3)
|
The shares to be issued under plans not approved by stockholders relate to either the Celanese Corporation 2004 Stock Incentive Plan (the “2004 Plan”), which is our former broad-based stock incentive plan for executive officers, key employees and directors. No further awards were made pursuant to the 2004 Plan upon stockholder approval of the 2009 Plan in April 2009. The 2004 Plan and the 2009 Plan are described in more detail in Note 19 of the accompanying notes to the consolidated financial statements. Additionally, there are 37,176 shares of phantom stock for compensation for director services deferred by certain of our non-employee directors under the 2008 Deferred Compensation Plan which are not reflected in column (a). Each share of phantom stock represents the right to receive one share of Series A Common Stock.
|
(4)
|
Includes
126,798
restricted stock units granted under the 2004 Plan, including shares that may be issued pursuant to outstanding performance-based restricted stock units, assuming the target award is met; actual shares may vary, depending on actual performance. Upon vesting, a share of the Company's Series A Common Stock is issued for each restricted stock unit. Column (b) does not take these awards into account because they do not have an exercise price.
|
|
Page Number
|
|
|
|
|
|
|
By:
|
/s/ David N. Weidman
|
|
Name:
|
David N. Weidman
|
|
Title:
|
Chairman of the Board of Directors and Chief Executive Officer
|
Signature
|
Title
|
Date
|
||
|
|
|
||
/s/ David N. Weidman
|
Director, Chairman of the Board,
Chief Executive Officer
(Principal Executive Officer)
|
February 10, 2012
|
||
David N. Weidman
|
||||
|
|
|
||
/s/ Steven M. Sterin
|
Senior Vice President, Chief Financial
Officer (Principal Financial Officer)
|
February 10, 2012
|
||
Steven M. Sterin
|
||||
|
|
|
||
/s/ Christopher W. Jensen
|
Senior Vice President, Finance
(Principal Accounting Officer)
|
February 10, 2012
|
||
Christopher W. Jensen
|
||||
|
|
|
||
/s/ James E. Barlett
|
Director
|
February 10, 2012
|
||
James E. Barlett
|
||||
|
|
|
||
/s/ David F. Hoffmeister
|
Director
|
February 10, 2012
|
||
David F. Hoffmeister
|
||||
|
|
|
||
/s/ Martin G. McGuinn
|
Director
|
February 10, 2012
|
||
Martin G. McGuinn
|
Signature
|
Title
|
Date
|
||
|
|
|
||
/s/ Paul H. O’Neill
|
Director
|
February 10, 2012
|
||
Paul H. O’Neill
|
||||
|
|
|
||
/s/ Mark C. Rohr
|
Director
|
February 10, 2012
|
||
Mark C. Rohr
|
||||
|
|
|
||
/s/ Daniel S. Sanders
|
Director
|
February 10, 2012
|
||
Daniel S. Sanders
|
||||
|
|
|
||
/s/ Farah M. Walters
|
Director
|
February 10, 2012
|
||
Farah M. Walters
|
||||
|
|
|
||
/s/ John K. Wulff
|
Director
|
February 10, 2012
|
||
John K. Wulff
|
|
Page Number
|
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions, except share and per share data)
|
|||||||
Net sales
|
6,763
|
|
|
5,918
|
|
|
5,082
|
|
Cost of sales
|
(5,329
|
)
|
|
(4,738
|
)
|
|
(4,079
|
)
|
Gross profit
|
1,434
|
|
|
1,180
|
|
|
1,003
|
|
Selling, general and administrative expenses
|
(536
|
)
|
|
(505
|
)
|
|
(474
|
)
|
Amortization of intangible assets
|
(62
|
)
|
|
(61
|
)
|
|
(77
|
)
|
Research and development expenses
|
(96
|
)
|
|
(70
|
)
|
|
(70
|
)
|
Other (charges) gains, net
|
(48
|
)
|
|
(46
|
)
|
|
(136
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
(3
|
)
|
|
2
|
|
Gain (loss) on disposition of businesses and assets, net
|
(2
|
)
|
|
8
|
|
|
42
|
|
Operating profit (loss)
|
690
|
|
|
503
|
|
|
290
|
|
Equity in net earnings (loss) of affiliates
|
192
|
|
|
168
|
|
|
99
|
|
Interest expense
|
(221
|
)
|
|
(204
|
)
|
|
(207
|
)
|
Refinancing expense
|
(3
|
)
|
|
(16
|
)
|
|
—
|
|
Interest income
|
3
|
|
|
7
|
|
|
8
|
|
Dividend income - cost investments
|
80
|
|
|
73
|
|
|
57
|
|
Other income (expense), net
|
14
|
|
|
7
|
|
|
4
|
|
Earnings (loss) from continuing operations before tax
|
755
|
|
|
538
|
|
|
251
|
|
Income tax (provision) benefit
|
(149
|
)
|
|
(112
|
)
|
|
243
|
|
Earnings (loss) from continuing operations
|
606
|
|
|
426
|
|
|
494
|
|
Earnings (loss) from operation of discontinued operations
|
2
|
|
|
(80
|
)
|
|
6
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
2
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
(1
|
)
|
|
29
|
|
|
(2
|
)
|
Earnings (loss) from discontinued operations
|
1
|
|
|
(49
|
)
|
|
4
|
|
Net earnings (loss)
|
607
|
|
|
377
|
|
|
498
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
607
|
|
|
377
|
|
|
498
|
|
Cumulative preferred stock dividends
|
—
|
|
|
(3
|
)
|
|
(10
|
)
|
Net earnings (loss) available to common stockholders
|
607
|
|
|
374
|
|
|
488
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations
|
606
|
|
|
426
|
|
|
494
|
|
Earnings (loss) from discontinued operations
|
1
|
|
|
(49
|
)
|
|
4
|
|
Net earnings (loss)
|
607
|
|
|
377
|
|
|
498
|
|
Earnings (loss) per common share - basic
|
|
|
|
|
|
|
|
|
Continuing operations
|
3.88
|
|
|
2.73
|
|
|
3.37
|
|
Discontinued operations
|
0.01
|
|
|
(0.31
|
)
|
|
0.03
|
|
Net earnings (loss) - basic
|
3.89
|
|
|
2.42
|
|
|
3.40
|
|
Earnings (loss) per common share - diluted
|
|
|
|
|
|
|
|
|
Continuing operations
|
3.81
|
|
|
2.69
|
|
|
3.14
|
|
Discontinued operations
|
0.01
|
|
|
(0.31
|
)
|
|
0.03
|
|
Net earnings (loss) - diluted
|
3.82
|
|
|
2.38
|
|
|
3.17
|
|
Weighted average shares - basic
|
156,204,077
|
|
|
154,564,136
|
|
|
143,688,749
|
|
Weighted average shares - diluted
|
158,947,834
|
|
|
158,372,192
|
|
|
157,115,521
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Net earnings (loss)
|
607
|
|
|
377
|
|
|
498
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
Foreign currency translation
|
(27
|
)
|
|
37
|
|
|
5
|
|
Unrealized gain (loss) on interest rate swaps
|
27
|
|
|
17
|
|
|
15
|
|
Pension and postretirement benefits
|
(180
|
)
|
|
(63
|
)
|
|
(97
|
)
|
Total other comprehensive income (loss), net of tax
|
(180
|
)
|
|
(10
|
)
|
|
(80
|
)
|
Total comprehensive income (loss), net of tax
|
427
|
|
|
367
|
|
|
418
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
427
|
|
|
367
|
|
|
418
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions, except share data)
|
||||
ASSETS
|
|
|
|
||
Current assets
|
|
|
|
|
|
Cash and cash equivalents
|
682
|
|
|
740
|
|
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2011: $9; 2010: $12)
|
871
|
|
|
827
|
|
Non-trade receivables, net
|
235
|
|
|
253
|
|
Inventories
|
712
|
|
|
610
|
|
Deferred income taxes
|
104
|
|
|
92
|
|
Marketable securities, at fair value
|
64
|
|
|
78
|
|
Assets held for sale
|
—
|
|
|
9
|
|
Other assets
|
35
|
|
|
59
|
|
Total current assets
|
2,703
|
|
|
2,668
|
|
Investments in affiliates
|
824
|
|
|
838
|
|
Property, plant and equipment (net of accumulated depreciation - 2011: $1,316; 2010: $1,131)
|
3,269
|
|
|
3,017
|
|
Deferred income taxes
|
421
|
|
|
443
|
|
Other assets
|
344
|
|
|
289
|
|
Goodwill
|
760
|
|
|
774
|
|
Intangible assets, net
|
197
|
|
|
252
|
|
Total assets
|
8,518
|
|
|
8,281
|
|
LIABILITIES AND EQUITY
|
|
|
|
||
Current liabilities
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
144
|
|
|
228
|
|
Trade payables - third party and affiliates
|
673
|
|
|
673
|
|
Other liabilities
|
539
|
|
|
596
|
|
Deferred income taxes
|
17
|
|
|
28
|
|
Income taxes payable
|
12
|
|
|
17
|
|
Total current liabilities
|
1,385
|
|
|
1,542
|
|
Long-term debt
|
2,873
|
|
|
2,990
|
|
Deferred income taxes
|
92
|
|
|
116
|
|
Uncertain tax positions
|
182
|
|
|
273
|
|
Benefit obligations
|
1,492
|
|
|
1,359
|
|
Other liabilities
|
1,153
|
|
|
1,075
|
|
Commitments and contingencies
|
|
|
|
|
|
Stockholders' Equity
|
|
|
|
|
|
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2011 and 2010: 0 issued and outstanding)
|
—
|
|
|
—
|
|
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2011: 179,385,105 issued and 156,463,811 outstanding; 2010: 178,028,571 issued and 155,759,293 outstanding)
|
—
|
|
|
—
|
|
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2011 and 2010: 0 issued and outstanding)
|
—
|
|
|
—
|
|
Treasury stock, at cost (2011: 22,921,294 shares; 2010: 22,269,278 shares)
|
(860
|
)
|
|
(829
|
)
|
Additional paid-in capital
|
627
|
|
|
574
|
|
Retained earnings
|
2,424
|
|
|
1,851
|
|
Accumulated other comprehensive income (loss), net
|
(850
|
)
|
|
(670
|
)
|
Total Celanese Corporation stockholders’ equity
|
1,341
|
|
|
926
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
Total equity
|
1,341
|
|
|
926
|
|
Total liabilities and equity
|
8,518
|
|
|
8,281
|
|
|
2011
|
|
2010
|
|
2009
|
||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
||||||
|
(In $ millions, except share data)
|
||||||||||||||||
Preferred stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance as of the beginning of the period
|
—
|
|
|
—
|
|
|
9,600,000
|
|
|
—
|
|
|
9,600,000
|
|
|
—
|
|
Redemption of preferred stock
|
—
|
|
|
—
|
|
|
(9,600,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Balance as of the end of the period
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,600,000
|
|
|
—
|
|
Series A common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of the beginning of the period
|
155,759,293
|
|
|
—
|
|
|
144,394,069
|
|
|
—
|
|
|
143,505,708
|
|
|
—
|
|
Conversion of preferred stock
|
—
|
|
|
—
|
|
|
12,084,942
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Redemption of preferred stock
|
—
|
|
|
—
|
|
|
7,437
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock option exercises
|
842,342
|
|
|
—
|
|
|
800,347
|
|
|
—
|
|
|
806,580
|
|
|
—
|
|
Purchases of treasury stock
|
(652,016
|
)
|
|
—
|
|
|
(1,667,592
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock awards
|
514,192
|
|
|
—
|
|
|
140,090
|
|
|
—
|
|
|
81,781
|
|
|
—
|
|
Balance as of the end of the period
|
156,463,811
|
|
|
—
|
|
|
155,759,293
|
|
|
—
|
|
|
144,394,069
|
|
|
—
|
|
Treasury stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of the beginning of the period
|
22,269,278
|
|
|
(829
|
)
|
|
20,601,686
|
|
|
(781
|
)
|
|
20,601,686
|
|
|
(781
|
)
|
Purchases of treasury stock, including related fees
|
652,016
|
|
|
(31
|
)
|
|
1,667,592
|
|
|
(48
|
)
|
|
—
|
|
|
—
|
|
Balance as of the end of the period
|
22,921,294
|
|
|
(860
|
)
|
|
22,269,278
|
|
|
(829
|
)
|
|
20,601,686
|
|
|
(781
|
)
|
Additional paid-in capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Balance as of the beginning of the period
|
|
|
|
574
|
|
|
|
|
522
|
|
|
|
|
495
|
|
||
Stock-based compensation, net of tax
|
|
|
|
17
|
|
|
|
|
19
|
|
|
|
|
13
|
|
||
Stock option exercises, net of tax
|
|
|
|
36
|
|
|
|
|
33
|
|
|
|
|
14
|
|
||
Balance as of the end of the period
|
|
|
|
627
|
|
|
|
|
574
|
|
|
|
|
522
|
|
||
Retained earnings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Balance as of the beginning of the period
|
|
|
|
1,851
|
|
|
|
|
1,505
|
|
|
|
|
1,040
|
|
||
Net earnings (loss) attributable to Celanese Corporation
|
|
|
|
607
|
|
|
|
|
377
|
|
|
|
|
498
|
|
||
Series A common stock dividends
|
|
|
|
(34
|
)
|
|
|
|
(28
|
)
|
|
|
|
(23
|
)
|
||
Preferred stock dividends
|
|
|
—
|
|
|
|
|
(3
|
)
|
|
|
|
(10
|
)
|
|||
Balance as of the end of the period
|
|
|
|
2,424
|
|
|
|
|
1,851
|
|
|
|
|
1,505
|
|
||
Accumulated other comprehensive income (loss), net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Balance as of the beginning of the period
|
|
|
|
(670
|
)
|
|
|
|
(660
|
)
|
|
|
|
(580
|
)
|
||
Other comprehensive income (loss)
|
|
|
|
(180
|
)
|
|
|
|
(10
|
)
|
|
|
|
(80
|
)
|
||
Balance as of the end of the period
|
|
|
|
(850
|
)
|
|
|
|
(670
|
)
|
|
|
|
(660
|
)
|
||
Total Celanese Corporation stockholders’ equity
|
|
|
|
1,341
|
|
|
|
|
926
|
|
|
|
|
586
|
|
||
Noncontrolling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Balance as of the beginning of the period
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
2
|
|
||
Divestiture of noncontrolling interests
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(2
|
)
|
|||
Net earnings (loss) attributable to noncontrolling interests
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
||
Balance as of the end of the period
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
||
Total equity
|
|
|
|
1,341
|
|
|
|
|
926
|
|
|
|
|
586
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Operating activities
|
|
|
|
|
|
|
|
|
Net earnings (loss)
|
607
|
|
|
377
|
|
|
498
|
|
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities
|
|
|
|
|
|
|
|
|
Other charges (gains), net of amounts used
|
(6
|
)
|
|
(5
|
)
|
|
73
|
|
Depreciation, amortization and accretion
|
311
|
|
|
300
|
|
|
319
|
|
Deferred income taxes, net
|
93
|
|
|
15
|
|
|
(402
|
)
|
(Gain) loss on disposition of businesses and assets, net
|
1
|
|
|
(8
|
)
|
|
(40
|
)
|
Refinancing expense
|
3
|
|
|
16
|
|
|
—
|
|
Other, net
|
56
|
|
|
11
|
|
|
12
|
|
Operating cash provided by (used in) discontinued operations
|
(9
|
)
|
|
8
|
|
|
(2
|
)
|
Changes in operating assets and liabilities
|
|
|
|
|
|
|
|
|
Trade receivables - third party and affiliates, net
|
(83
|
)
|
|
(90
|
)
|
|
(79
|
)
|
Inventories
|
(112
|
)
|
|
(98
|
)
|
|
30
|
|
Other assets
|
17
|
|
|
9
|
|
|
9
|
|
Trade payables - third party and affiliates
|
22
|
|
|
19
|
|
|
104
|
|
Other liabilities
|
(262
|
)
|
|
(102
|
)
|
|
74
|
|
Net cash provided by (used in) operating activities
|
638
|
|
|
452
|
|
|
596
|
|
Investing activities
|
|
|
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
(349
|
)
|
|
(201
|
)
|
|
(176
|
)
|
Acquisitions, net of cash acquired
|
(8
|
)
|
|
(46
|
)
|
|
(9
|
)
|
Proceeds from sale of businesses and assets, net
|
6
|
|
|
26
|
|
|
171
|
|
Deferred proceeds from Ticona Kelsterbach plant relocation
|
159
|
|
|
—
|
|
|
412
|
|
Capital expenditures related to Ticona Kelsterbach plant relocation
|
(204
|
)
|
|
(312
|
)
|
|
(351
|
)
|
Proceeds from sale of marketable securities
|
—
|
|
|
—
|
|
|
15
|
|
Other, net
|
(45
|
)
|
|
(27
|
)
|
|
(31
|
)
|
Net cash provided by (used in) investing activities
|
(441
|
)
|
|
(560
|
)
|
|
31
|
|
Financing activities
|
|
|
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
(16
|
)
|
|
(16
|
)
|
|
(9
|
)
|
Proceeds from long-term debt
|
411
|
|
|
600
|
|
|
—
|
|
Repayments of long-term debt
|
(591
|
)
|
|
(897
|
)
|
|
(80
|
)
|
Refinancing costs
|
(8
|
)
|
|
(24
|
)
|
|
(3
|
)
|
Purchases of treasury stock, including related fees
|
(31
|
)
|
|
(48
|
)
|
|
—
|
|
Stock option exercises
|
20
|
|
|
14
|
|
|
14
|
|
Series A common stock dividends
|
(34
|
)
|
|
(28
|
)
|
|
(23
|
)
|
Preferred stock dividends
|
—
|
|
|
(3
|
)
|
|
(10
|
)
|
Other, net
|
(4
|
)
|
|
14
|
|
|
(1
|
)
|
Net cash provided by (used in) financing activities
|
(253
|
)
|
|
(388
|
)
|
|
(112
|
)
|
Exchange rate effects on cash and cash equivalents
|
(2
|
)
|
|
(18
|
)
|
|
63
|
|
Net increase (decrease) in cash and cash equivalents
|
(58
|
)
|
|
(514
|
)
|
|
578
|
|
Cash and cash equivalents as of beginning of period
|
740
|
|
|
1,254
|
|
|
676
|
|
Cash and cash equivalents as of end of period
|
682
|
|
|
740
|
|
|
1,254
|
|
•
|
Consolidation principles
|
•
|
Estimates and assumptions
|
•
|
Cash and cash equivalents
|
•
|
Inventories
|
•
|
Investments in marketable securities
|
•
|
Investments in affiliates
|
•
|
Property, plant and equipment, net
|
Land improvements
|
20 years
|
Buildings and improvements
|
30 years
|
Machinery and equipment
|
20 years
|
•
|
Goodwill and other intangible assets
|
•
|
Financial instruments
|
•
|
Concentrations of credit risk
|
•
|
Allowance for doubtful accounts
|
•
|
Deferred financing costs
|
•
|
Environmental liabilities
|
•
|
Legal fees
|
•
|
Revenue recognition
|
•
|
Research and development
|
•
|
Insurance loss reserves
|
•
|
Income taxes
|
•
|
Functional and reporting currencies
|
|
Weighted
Average Life
|
|
|
|
|
(In years)
|
|
(In $ millions)
|
|
Cash consideration
|
|
|
8
|
|
Intangible assets acquired
|
|
|
|
|
Developed technology
|
4
|
|
7
|
|
Goodwill
|
|
|
1
|
|
Total
|
|
|
8
|
|
|
Year Ended December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Employee termination benefits
|
(4
|
)
|
|
(15
|
)
|
Asset impairments
|
—
|
|
|
(72
|
)
|
Total exit costs recorded to Other (charges) gains, net
|
(4
|
)
|
|
(87
|
)
|
|
|
|
|
||
Accelerated depreciation
|
(7
|
)
|
|
(6
|
)
|
Other
|
(3
|
)
|
|
—
|
|
Total plant shutdown costs
|
(10
|
)
|
|
(6
|
)
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Employee termination benefits
|
(4
|
)
|
|
(6
|
)
|
|
(60
|
)
|
Asset impairments
|
—
|
|
|
(1
|
)
|
|
(12
|
)
|
Contract termination costs
|
—
|
|
|
(3
|
)
|
|
(17
|
)
|
Reindustrialization costs
|
—
|
|
|
(3
|
)
|
|
—
|
|
Other
|
—
|
|
|
1
|
|
|
—
|
|
Total exit costs recorded to Other (charges) gains, net
|
(4
|
)
|
|
(12
|
)
|
|
(89
|
)
|
|
|
|
|
|
|
|||
Gain (loss) on disposition of assets, net
|
1
|
|
|
—
|
|
|
—
|
|
Inventory write-offs
|
—
|
|
|
(4
|
)
|
|
—
|
|
Accelerated depreciation
|
—
|
|
|
—
|
|
|
(9
|
)
|
Other
|
(4
|
)
|
|
(8
|
)
|
|
(8
|
)
|
Total plant shutdown costs
|
(3
|
)
|
|
(12
|
)
|
|
(17
|
)
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Realized gain on sale of securities
|
—
|
|
|
8
|
|
|
5
|
|
Realized loss on sale of securities
|
—
|
|
|
—
|
|
|
—
|
|
Net realized gain (loss) on sale of securities
|
—
|
|
|
8
|
|
|
5
|
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gain
|
|
Gross
Unrealized
Loss
|
|
Fair
Value
|
||||
|
(In $ millions)
|
||||||||||
Mutual funds
|
64
|
|
|
—
|
|
|
—
|
|
|
64
|
|
As of December 31, 2011
|
64
|
|
|
—
|
|
|
—
|
|
|
64
|
|
|
|
|
|
|
|
|
|
||||
US corporate debt securities
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Mutual funds
|
77
|
|
|
—
|
|
|
—
|
|
|
77
|
|
As of December 31, 2010
|
78
|
|
|
—
|
|
|
—
|
|
|
78
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Trade receivables - third party and affiliates
|
880
|
|
|
839
|
|
Allowance for doubtful accounts - third party and affiliates
|
(9
|
)
|
|
(12
|
)
|
Trade receivables - third party and affiliates, net
|
871
|
|
|
827
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Non-income taxes receivable
|
82
|
|
|
82
|
|
Reinsurance receivables
|
24
|
|
|
31
|
|
Income taxes receivable
|
66
|
|
|
60
|
|
Other
|
64
|
|
|
81
|
|
Allowance for doubtful accounts - other
|
(1
|
)
|
|
(1
|
)
|
Non-trade receivables, net
|
235
|
|
|
253
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Finished goods
|
511
|
|
|
442
|
|
Work-in-process
|
38
|
|
|
31
|
|
Raw materials and supplies
|
163
|
|
|
137
|
|
Total
|
712
|
|
|
610
|
|
|
Ownership
Percentage
as of
|
|
Carrying
Value
as of
|
|
Share of
Earnings (Loss)
Year Ended
|
|
Dividends and
Other Distributions
Year Ended
|
||||||||||||||||||||
|
December 31,
|
|
December 31,
|
|
December 31,
|
|
December 31,
|
||||||||||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|
2009
|
|
2011
|
|
2010
|
|
2009
|
||||||||
|
(In percentages)
|
|
(In $ millions)
|
||||||||||||||||||||||||
Advanced Engineered Materials
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ibn Sina
|
25
|
|
25
|
|
54
|
|
|
53
|
|
|
112
|
|
|
81
|
|
|
51
|
|
|
(111
|
)
|
|
(84
|
)
|
|
(41
|
)
|
Fortron Industries LLC
|
50
|
|
50
|
|
87
|
|
|
79
|
|
|
7
|
|
|
5
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Korea Engineering Plastics Co., Ltd.
|
50
|
|
50
|
|
150
|
|
|
153
|
|
|
23
|
|
|
20
|
|
|
14
|
|
|
(22
|
)
|
|
(20
|
)
|
|
(10
|
)
|
Polyplastics Co., Ltd.
|
45
|
|
45
|
|
202
|
|
|
229
|
|
|
19
|
|
|
37
|
|
|
15
|
|
|
(45
|
)
|
|
(10
|
)
|
|
(4
|
)
|
Una SA
(1)
|
—
|
|
50
|
|
—
|
|
|
3
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
Other Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
InfraServ GmbH & Co. Gendorf KG
|
39
|
|
39
|
|
33
|
|
|
27
|
|
|
10
|
|
|
4
|
|
|
3
|
|
|
(3
|
)
|
|
(2
|
)
|
|
(5
|
)
|
InfraServ GmbH & Co. Hoechst KG
|
32
|
|
32
|
|
125
|
|
|
128
|
|
|
16
|
|
|
16
|
|
|
15
|
|
|
(16
|
)
|
|
(18
|
)
|
|
(14
|
)
|
InfraServ GmbH & Co. Knapsack KG
|
27
|
|
27
|
|
21
|
|
|
22
|
|
|
5
|
|
|
4
|
|
|
5
|
|
|
(5
|
)
|
|
(4
|
)
|
|
(4
|
)
|
Consumer Specialties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Sherbrooke Capital Health and
Wellness, L.P.
(2)
|
10
|
|
10
|
|
5
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
|
|
|
677
|
|
|
699
|
|
|
192
|
|
|
168
|
|
|
99
|
|
|
(205
|
)
|
|
(138
|
)
|
|
(78
|
)
|
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Current assets
|
350
|
|
|
226
|
|
Noncurrent assets
|
210
|
|
|
202
|
|
Current liabilities
|
162
|
|
|
108
|
|
Noncurrent liabilities
|
41
|
|
|
39
|
|
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Revenues
|
1,204
|
|
|
923
|
|
|
630
|
|
Gross profit
|
546
|
|
|
403
|
|
|
256
|
|
Net income
|
481
|
|
|
357
|
|
|
222
|
|
|
Ownership
Percentage as of
|
|
Carrying
Value as of
|
|
Dividend
Income for the
Year Ended
|
|||||||||||||
|
December 31,
|
|
December 31,
|
|
December 31,
|
|||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|
2009
|
|||||
|
(In percentages)
|
|
(In $ millions)
|
|||||||||||||||
Consumer Specialties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Kunming Cellulose Fibers Co. Ltd.
|
30
|
|
30
|
|
14
|
|
|
14
|
|
|
12
|
|
|
11
|
|
|
10
|
|
Nantong Cellulose Fibers Co. Ltd.
|
31
|
|
31
|
|
97
|
|
|
89
|
|
|
56
|
|
|
51
|
|
|
38
|
|
Zhuhai Cellulose Fibers Co. Ltd.
|
30
|
|
30
|
|
14
|
|
|
14
|
|
|
10
|
|
|
9
|
|
|
8
|
|
Other Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
InfraServ GmbH & Co. Wiesbaden KG
|
8
|
|
8
|
|
6
|
|
|
6
|
|
|
2
|
|
|
2
|
|
|
1
|
|
Other
|
|
|
|
|
16
|
|
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
|
|
|
147
|
|
|
139
|
|
|
80
|
|
|
73
|
|
|
57
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Purchases
|
190
|
|
|
169
|
|
|
143
|
|
Sales
|
10
|
|
|
8
|
|
|
6
|
|
Interest income
|
1
|
|
|
1
|
|
|
1
|
|
Interest expense
|
—
|
|
|
—
|
|
|
1
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Trade receivables
|
—
|
|
|
3
|
|
Non-trade receivables
|
15
|
|
|
20
|
|
Total due from affiliates
|
15
|
|
|
23
|
|
Short-term borrowings
|
34
|
|
|
48
|
|
Trade payables
|
4
|
|
|
16
|
|
Current Other liabilities
|
8
|
|
|
8
|
|
Total due to affiliates
|
46
|
|
|
72
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Land
|
56
|
|
|
57
|
|
Land improvements
|
41
|
|
|
39
|
|
Buildings and building improvements
|
636
|
|
|
334
|
|
Machinery and equipment
|
3,473
|
|
|
2,589
|
|
Construction in progress
|
379
|
|
|
1,129
|
|
Gross asset value
|
4,585
|
|
|
4,148
|
|
Accumulated depreciation
|
(1,316
|
)
|
|
(1,131
|
)
|
Total
|
3,269
|
|
|
3,017
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Buildings
|
33
|
|
|
23
|
|
Machinery and equipment
|
274
|
|
|
263
|
|
Accumulated depreciation
|
(96
|
)
|
|
(74
|
)
|
Total
|
211
|
|
|
212
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Capitalized interest
|
4
|
|
|
2
|
|
|
2
|
|
Depreciation expense
|
232
|
|
|
195
|
|
|
213
|
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Total
|
|||||
|
(In $ millions)
|
|||||||||||||
As of December 31, 2009
|
|
|
|
|
|
|
|
|
|
|||||
Goodwill
|
263
|
|
|
257
|
|
|
35
|
|
|
243
|
|
|
798
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
263
|
|
|
257
|
|
|
35
|
|
|
243
|
|
|
798
|
|
Acquisitions (Note 4)
|
13
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
Reallocation of Ibn Sina goodwill
(1)
|
34
|
|
|
—
|
|
|
—
|
|
|
(34
|
)
|
|
—
|
|
Exchange rate changes
|
(11
|
)
|
|
(8
|
)
|
|
—
|
|
|
(18
|
)
|
|
(37
|
)
|
As of December 31, 2010
|
|
|
|
|
|
|
|
|
|
|||||
Goodwill
|
299
|
|
|
249
|
|
|
35
|
|
|
191
|
|
|
774
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
299
|
|
|
249
|
|
|
35
|
|
|
191
|
|
|
774
|
|
Acquisitions (Note 4)
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Exchange rate changes
|
(5
|
)
|
|
(3
|
)
|
|
(1
|
)
|
|
(6
|
)
|
|
(15
|
)
|
As of December 31, 2011
|
|
|
|
|
|
|
|
|
|
|||||
Goodwill
|
294
|
|
|
246
|
|
|
35
|
|
|
185
|
|
|
760
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
294
|
|
|
246
|
|
|
35
|
|
|
185
|
|
|
760
|
|
|
Trademarks
and Trade
Names
|
|
Licenses
|
|
Customer-
Related
Intangible
Assets
|
|
Developed
Technology
|
|
Covenants
Not to
Compete
and Other
|
|
Total
|
||||||
|
(In $ millions)
|
||||||||||||||||
Gross Asset Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2009
|
83
|
|
|
29
|
|
|
552
|
|
|
13
|
|
|
12
|
|
|
689
|
|
Acquisitions
|
9
|
|
|
—
|
|
|
6
|
|
|
7
|
|
|
11
|
|
|
33
|
|
Exchange rate changes
|
(4
|
)
|
|
1
|
|
|
(32
|
)
|
|
—
|
|
|
—
|
|
|
(35
|
)
|
As of December 31, 2010
|
88
|
|
|
30
|
|
|
526
|
|
|
20
|
|
|
23
|
|
|
687
|
|
Acquisitions (Note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
Exchange rate changes
|
(2
|
)
|
|
2
|
|
|
(13
|
)
|
|
—
|
|
|
(1
|
)
|
|
(14
|
)
|
As of December 31, 2011
|
86
|
|
|
32
|
|
|
513
|
|
|
27
|
|
|
22
|
|
|
680
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Accumulated Amortization
|
|
|
|
|
|
|
|
|
|
|
|
||||||
As of December 31, 2009
|
(5
|
)
|
|
(6
|
)
|
|
(362
|
)
|
|
(11
|
)
|
|
(11
|
)
|
|
(395
|
)
|
Amortization
|
—
|
|
|
(3
|
)
|
|
(54
|
)
|
|
(1
|
)
|
|
(3
|
)
|
|
(61
|
)
|
Exchange rate changes
|
—
|
|
|
(1
|
)
|
|
21
|
|
|
1
|
|
|
—
|
|
|
21
|
|
As of December 31, 2010
|
(5
|
)
|
|
(10
|
)
|
|
(395
|
)
|
|
(11
|
)
|
|
(14
|
)
|
|
(435
|
)
|
Amortization
|
—
|
|
|
(3
|
)
|
|
(52
|
)
|
|
(3
|
)
|
|
(4
|
)
|
|
(62
|
)
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
14
|
|
As of December 31, 2011
|
(5
|
)
|
|
(13
|
)
|
|
(433
|
)
|
|
(14
|
)
|
|
(18
|
)
|
|
(483
|
)
|
Net book value
|
81
|
|
|
19
|
|
|
80
|
|
|
13
|
|
|
4
|
|
|
197
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Salaries and benefits
|
101
|
|
|
111
|
|
Environmental (Note 15)
|
25
|
|
|
16
|
|
Restructuring (Note 17)
|
44
|
|
|
57
|
|
Insurance
|
19
|
|
|
27
|
|
Asset retirement obligations
|
22
|
|
|
31
|
|
Derivatives (Note 21)
|
26
|
|
|
69
|
|
Current portion of benefit obligations (Note 14)
|
47
|
|
|
49
|
|
Interest
|
25
|
|
|
29
|
|
Sales and use tax/foreign withholding tax payable
|
16
|
|
|
15
|
|
Uncertain tax positions (Note 18)
|
70
|
|
|
15
|
|
Other
|
144
|
|
|
177
|
|
Total
|
539
|
|
|
596
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Environmental (Note 15)
|
71
|
|
|
85
|
|
Insurance
|
64
|
|
|
69
|
|
Deferred revenue
|
40
|
|
|
46
|
|
Deferred proceeds
(1)
|
892
|
|
|
781
|
|
Asset retirement obligations
|
42
|
|
|
46
|
|
Derivatives (Note 21)
|
13
|
|
|
14
|
|
Income taxes payable
|
2
|
|
|
4
|
|
Other
|
29
|
|
|
30
|
|
Total
|
1,153
|
|
|
1,075
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Balance at beginning of year
|
77
|
|
|
67
|
|
|
49
|
|
Additions
(1)
|
—
|
|
|
—
|
|
|
14
|
|
Accretion
|
3
|
|
|
3
|
|
|
2
|
|
Payments
|
(10
|
)
|
|
(15
|
)
|
|
(14
|
)
|
Revisions to cash flow estimates
(2)
|
(5
|
)
|
|
23
|
|
|
15
|
|
Exchange rate changes
|
(1
|
)
|
|
(1
|
)
|
|
1
|
|
Balance at end of year
|
64
|
|
|
77
|
|
|
67
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Short term borrowings and current installments of long-term debt - third party and affiliates
|
|
|
|
||
Current installments of long-term debt
|
38
|
|
|
74
|
|
Short-term borrowings, including amounts due to affiliates, weighted average interest rate - 2011: 4.3%; 2010: 3.3%
|
106
|
|
|
154
|
|
Total
|
144
|
|
|
228
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Long-term debt
|
|
|
|
||
Senior credit facilities
|
|
|
|
||
Term B loan facility due 2014
|
—
|
|
|
508
|
|
Term C loan facility due 2016
|
1,386
|
|
|
1,409
|
|
Senior unsecured notes due 2018, interest rate of 6.625%
|
600
|
|
|
600
|
|
Senior unsecured notes due 2021, interest rate of 5.875%
|
400
|
|
|
—
|
|
Pollution control and industrial revenue bonds, interest rates ranging from 5.7% to 6.7%, due at various dates through 2030
|
182
|
|
|
181
|
|
Obligations under capital leases due at various dates through 2054
|
248
|
|
|
245
|
|
Other bank obligations, interest rates ranging from 6.1% to 6.7%, due at various dates through 2017
|
95
|
|
|
121
|
|
Subtotal
|
2,911
|
|
|
3,064
|
|
Current installments of long-term debt
|
(38
|
)
|
|
(74
|
)
|
Total
|
2,873
|
|
|
2,990
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Interest expense
|
4
|
|
|
7
|
|
|
7
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Noncurrent Other assets
|
28
|
|
|
27
|
|
|
As of December 31, 2011
|
|
|
|||||
|
Maximum
|
|
Estimate
|
|
Estimate, if Fully Drawn
|
|
Borrowing Capacity
|
|
|
|
|
|
|
|
|
(In $ millions)
|
|
First lien senior secured leverage ratio
|
3.90 to 1.00
|
|
1.05 to 1.00
|
|
1.49 to 1.00
|
|
600
|
|
|
As of December 31, 2011
|
|
|
(In $ millions)
|
|
Revolving credit facility
|
|
|
Borrowings outstanding
|
—
|
|
Letters of credit issued
|
—
|
|
Available for borrowing
|
600
|
|
|
|
|
Credit-linked revolving facility
|
|
|
Letters of credit issued
|
74
|
|
Available for borrowing
|
154
|
|
•
|
Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
|
•
|
If a participating employer stops contributing to the plan, any underfunding may be borne by the remaining participants, especially since regulations strictly enforce funding requirements.
|
•
|
If the Company chooses to stop participating in the multiemployer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as the withdrawal liability.
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Defined contribution plans
|
15
|
|
|
14
|
|
|
11
|
|
Multiemployer defined benefit plan
|
6
|
|
|
6
|
|
|
6
|
|
|
Pension Benefits
|
|
Postretirement Benefits
|
||||||||
|
As of December 31,
|
|
As of December 31,
|
||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||
|
(In $ millions)
|
||||||||||
Change in projected benefit obligation
|
|
|
|
|
|
|
|
||||
Projected benefit obligation as of beginning of period
|
3,533
|
|
|
3,342
|
|
|
282
|
|
|
281
|
|
Service cost
|
28
|
|
|
30
|
|
|
1
|
|
|
1
|
|
Interest cost
|
182
|
|
|
188
|
|
|
13
|
|
|
15
|
|
Participant contributions
|
—
|
|
|
—
|
|
|
21
|
|
|
22
|
|
Plan amendments
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Net actuarial (gain) loss
(1)
|
274
|
|
|
210
|
|
|
13
|
|
|
11
|
|
Divestitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Settlements
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Benefits paid
|
(236
|
)
|
|
(227
|
)
|
|
(53
|
)
|
|
(56
|
)
|
Federal subsidy on Medicare Part D
|
—
|
|
|
—
|
|
|
4
|
|
|
7
|
|
Curtailments
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
Exchange rate changes
|
(15
|
)
|
|
(7
|
)
|
|
—
|
|
|
1
|
|
Projected benefit obligation as of end of period
|
3,761
|
|
|
3,533
|
|
|
281
|
|
|
282
|
|
Change in plan assets
|
|
|
|
|
|
|
|
||||
Fair value of plan assets as of beginning of period
|
2,460
|
|
|
2,329
|
|
|
—
|
|
|
—
|
|
Actual return on plan assets
|
169
|
|
|
308
|
|
|
—
|
|
|
—
|
|
Employer contributions
(3)
|
181
|
|
|
52
|
|
|
32
|
|
|
34
|
|
Participant contributions
|
—
|
|
|
—
|
|
|
21
|
|
|
22
|
|
Divestitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Settlements
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Benefits paid
(3)
|
(236
|
)
|
|
(227
|
)
|
|
(53
|
)
|
|
(56
|
)
|
Exchange rate changes
|
(12
|
)
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
Fair value of plan assets as of end of period
|
2,562
|
|
|
2,460
|
|
|
—
|
|
|
—
|
|
Funded Status as of end of period
|
(1,199
|
)
|
|
(1,073
|
)
|
|
(281
|
)
|
|
(282
|
)
|
Amounts recognized in the consolidated balance sheets consist of
|
|
|
|
|
|
|
|
||||
Noncurrent Other assets
|
27
|
|
|
18
|
|
|
—
|
|
|
—
|
|
Current Other liabilities
|
(22
|
)
|
|
(22
|
)
|
|
(25
|
)
|
|
(27
|
)
|
Benefit obligations
|
(1,204
|
)
|
|
(1,069
|
)
|
|
(256
|
)
|
|
(255
|
)
|
Net amount recognized
|
(1,199
|
)
|
|
(1,073
|
)
|
|
(281
|
)
|
|
(282
|
)
|
Amounts recognized in accumulated other comprehensive income consist of
|
|
|
|
|
|
|
|
||||
Net actuarial (gain) loss
(2)
|
994
|
|
|
720
|
|
|
(35
|
)
|
|
(50
|
)
|
Prior service (benefit) cost
|
7
|
|
|
6
|
|
|
1
|
|
|
1
|
|
Net amount recognized
|
1,001
|
|
|
726
|
|
|
(34
|
)
|
|
(49
|
)
|
(3)
|
Included in pension benefits are contributions to and benefit payments from nonqualified trusts related to nonqualified pension plans of
$20 million
and
$20 million
as of
December 31, 2011
and
2010
.
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Projected benefit obligation
|
3,540
|
|
|
3,320
|
|
Fair value of plan assets
|
2,314
|
|
|
2,228
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Accumulated benefit obligation
|
3,468
|
|
|
3,216
|
|
Fair value of plan assets
|
2,300
|
|
|
2,215
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Accumulated benefit obligation
|
3,697
|
|
|
3,436
|
|
|
Pension Benefits
|
|
Postretirement Benefits
|
||||||||||||||
|
Year Ended December 31,
|
|
Year Ended December 31,
|
||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
2011
|
|
2010
|
|
2009
|
||||||
|
(In $ millions)
|
||||||||||||||||
Service cost
|
28
|
|
|
30
|
|
|
29
|
|
|
1
|
|
|
1
|
|
|
1
|
|
Interest cost
|
182
|
|
|
188
|
|
|
193
|
|
|
13
|
|
|
15
|
|
|
17
|
|
Expected return on plan assets
|
(202
|
)
|
|
(197
|
)
|
|
(207
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization of prior service cost
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Recognized actuarial (gain) loss
|
29
|
|
|
8
|
|
|
1
|
|
|
(2
|
)
|
|
(4
|
)
|
|
(5
|
)
|
Curtailment (gain) loss
|
(2
|
)
|
|
(4
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Settlement (gain) loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Special termination benefits
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
36
|
|
|
26
|
|
|
17
|
|
|
12
|
|
|
12
|
|
|
13
|
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||
|
(In $ millions)
|
||||
Net actuarial (gain) loss
|
57
|
|
|
(1
|
)
|
Prior service cost
|
1
|
|
|
—
|
|
Total
|
58
|
|
|
(1
|
)
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Marketable securities, at fair value
|
64
|
|
|
77
|
|
Noncurrent Other assets, consisting of insurance contracts
|
69
|
|
|
70
|
|
Current Other liabilities
|
20
|
|
|
20
|
|
Benefit obligations
|
235
|
|
|
223
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Total
|
16
|
|
|
16
|
|
|
15
|
|
|
Pension Benefits
|
|
Postretirement Benefits
|
||||
|
As of December 31,
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
|
(In percentages)
|
||||||
Discount rate obligations
|
|
|
|
|
|
|
|
US plans
|
4.60
|
|
5.30
|
|
4.30
|
|
4.90
|
International plans
|
4.70
|
|
5.05
|
|
4.10
|
|
4.95
|
Combined
|
4.61
|
|
5.26
|
|
4.28
|
|
4.91
|
Rate of compensation increase
|
|
|
|
|
|
|
|
US plans
|
4.00
|
|
4.00
|
|
|
|
|
International plans
|
2.63
|
|
2.66
|
|
|
|
|
Combined
|
3.58
|
|
3.58
|
|
|
|
|
|
Pension Benefits
|
|
Postretirement Benefits
|
||||||||
|
Year Ended December 31,
|
|
Year Ended December 31,
|
||||||||
|
2011
|
|
2010
|
|
2009
|
|
2011
|
|
2010
|
|
2009
|
|
(In percentages)
|
||||||||||
Discount rate obligations
|
|
|
|
|
|
|
|
|
|
|
|
US plans
|
5.30
|
|
5.90
|
|
6.50
|
|
4.90
|
|
5.50
|
|
6.40
|
International plans
|
5.05
|
|
5.41
|
|
5.84
|
|
4.95
|
|
5.49
|
|
6.11
|
Combined
|
5.26
|
|
5.83
|
|
6.41
|
|
4.91
|
|
5.50
|
|
6.37
|
Expected return on plan assets
|
|
|
|
|
|
|
|
|
|
|
|
US plans
|
8.50
|
|
8.50
|
|
8.50
|
|
|
|
|
|
|
International plans
|
6.00
|
|
6.07
|
|
5.29
|
|
|
|
|
|
|
Combined
|
8.06
|
|
8.06
|
|
7.94
|
|
|
|
|
|
|
Rate of compensation increase
|
|
|
|
|
|
|
|
|
|
|
|
US plans
|
4.00
|
|
4.00
|
|
4.00
|
|
|
|
|
|
|
International plans
|
2.66
|
|
2.94
|
|
3.24
|
|
|
|
|
|
|
Combined
|
3.58
|
|
3.84
|
|
3.90
|
|
|
|
|
|
|
|
Trend Rate Change
|
||||
|
Decreases 1%
|
|
Increases 1%
|
||
|
(In $ millions)
|
||||
Postretirement obligations
|
(4
|
)
|
|
5
|
|
Service and interest cost
|
—
|
|
|
—
|
|
US Plans
|
2012
|
Bonds - domestic to plans
|
53
|
Equities - domestic to plans
|
26
|
Equities - international to plans
|
20
|
Other
|
1
|
Total
|
100
|
International Plans
|
2012
|
Bonds - domestic to plans
|
75
|
Equities - domestic to plans
|
16
|
Equities - international to plans
|
5
|
Other
|
4
|
Total
|
100
|
|
December 31, 2011
|
|
|
||||||||
|
Fair Value Measurement Using
|
|
|
||||||||
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||
|
(In $ millions)
|
||||||||||
Assets
|
|
|
|
|
|
|
|
||||
Cash and cash equivalents
|
14
|
|
|
—
|
|
|
—
|
|
|
14
|
|
Common/collective trusts
|
|
|
|
|
|
|
|
||||
Equities
|
—
|
|
|
153
|
|
|
—
|
|
|
153
|
|
Derivatives
|
|
|
|
|
|
|
|
||||
Swaps
|
—
|
|
|
10
|
|
|
—
|
|
|
10
|
|
Equity securities
|
|
|
|
|
|
|
|
||||
US companies
|
327
|
|
|
—
|
|
|
—
|
|
|
327
|
|
International companies
|
358
|
|
|
—
|
|
|
—
|
|
|
358
|
|
Fixed Income
|
|
|
|
|
|
|
|
||||
Collateralized mortgage obligations
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
Corporate debt
|
1
|
|
|
761
|
|
|
—
|
|
|
762
|
|
Treasuries, other debt
|
36
|
|
|
375
|
|
|
—
|
|
|
411
|
|
Mortgage backed securities
|
—
|
|
|
44
|
|
|
—
|
|
|
44
|
|
Registered investment companies
|
—
|
|
|
282
|
|
|
—
|
|
|
282
|
|
Securities lending collateral
|
63
|
|
|
—
|
|
|
—
|
|
|
63
|
|
Short-term investments
|
—
|
|
|
186
|
|
|
—
|
|
|
186
|
|
Insurance contracts
|
—
|
|
|
29
|
|
|
—
|
|
|
29
|
|
Other
|
7
|
|
|
10
|
|
|
—
|
|
|
17
|
|
Total assets
|
806
|
|
|
1,856
|
|
|
—
|
|
|
2,662
|
|
Liabilities
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
||||
Swaps
|
—
|
|
|
10
|
|
|
—
|
|
|
10
|
|
Other
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Obligations under securities lending
|
63
|
|
|
—
|
|
|
—
|
|
|
63
|
|
Total liabilities
|
63
|
|
|
11
|
|
|
—
|
|
|
74
|
|
Total net assets
(1)
|
743
|
|
|
1,845
|
|
|
—
|
|
|
2,588
|
|
|
December 31, 2010
|
|
|
||||||||
|
Fair Value Measurement Using
|
|
|
||||||||
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||
|
(In $ millions)
|
||||||||||
Assets
|
|
|
|
|
|
|
|
||||
Cash and cash equivalents
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
Common/collective trusts
|
|
|
|
|
|
|
|
||||
Loans
|
—
|
|
|
—
|
|
|
26
|
|
|
26
|
|
Equities
|
—
|
|
|
200
|
|
|
—
|
|
|
200
|
|
Derivatives
|
|
|
|
|
|
|
|
||||
Swaps
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
Other
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Equity securities
|
|
|
|
|
|
|
|
||||
US companies
|
402
|
|
|
—
|
|
|
—
|
|
|
402
|
|
International companies
|
335
|
|
|
—
|
|
|
—
|
|
|
335
|
|
Fixed Income
|
|
|
|
|
|
|
|
||||
Collateralized mortgage obligations
|
—
|
|
|
21
|
|
|
—
|
|
|
21
|
|
Corporate debt
|
2
|
|
|
778
|
|
|
—
|
|
|
780
|
|
Treasuries, other debt
|
33
|
|
|
236
|
|
|
—
|
|
|
269
|
|
Mortgage backed securities
|
—
|
|
|
68
|
|
|
—
|
|
|
68
|
|
Registered investment companies
|
—
|
|
|
293
|
|
|
—
|
|
|
293
|
|
Securities lending collateral
|
140
|
|
|
—
|
|
|
—
|
|
|
140
|
|
Short-term investments
|
—
|
|
|
58
|
|
|
—
|
|
|
58
|
|
Insurance contracts
|
—
|
|
|
29
|
|
|
—
|
|
|
29
|
|
Other
|
7
|
|
|
9
|
|
|
—
|
|
|
16
|
|
Total assets
|
928
|
|
|
1,701
|
|
|
26
|
|
|
2,655
|
|
Liabilities
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
|
|
|
|
|
|
||||
Swaps
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
Other
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Obligations under securities lending
|
140
|
|
|
—
|
|
|
—
|
|
|
140
|
|
Total liabilities
|
140
|
|
|
9
|
|
|
—
|
|
|
149
|
|
Total net assets
(1)
|
788
|
|
|
1,692
|
|
|
26
|
|
|
2,506
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
As of the beginning of the year
|
26
|
|
|
19
|
|
Unrealized gain (loss)
|
3
|
|
|
8
|
|
Purchases, sales, issuances and settlements, net
|
(29
|
)
|
|
(1
|
)
|
As of the end of the year
|
—
|
|
|
26
|
|
|
|
|
Postretirement
Benefit
|
|||||
|
Pension
Benefit
Payments
(1)
|
|
Payments
|
|
Expected
Federal
Subsidy
|
|||
|
(In $ millions)
|
|||||||
2012
|
235
|
|
|
58
|
|
|
6
|
|
2013
|
233
|
|
|
59
|
|
|
6
|
|
2014
|
234
|
|
|
60
|
|
|
3
|
|
2015
|
234
|
|
|
61
|
|
|
2
|
|
2016
|
237
|
|
|
60
|
|
|
2
|
|
2017-2021
|
1,228
|
|
|
289
|
|
|
8
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Long-term disability
|
26
|
|
|
27
|
|
Other
|
6
|
|
|
8
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Capital expenditures
|
30
|
|
|
19
|
|
|
22
|
|
Other expenditures
(1)
|
41
|
|
|
47
|
|
|
56
|
|
Total
|
71
|
|
|
66
|
|
|
78
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Demerger obligations (Note 23)
|
34
|
|
|
36
|
|
Divestiture obligations (Note 23)
|
24
|
|
|
26
|
|
Active sites
|
20
|
|
|
22
|
|
US Superfund sites
|
14
|
|
|
13
|
|
Other environmental remediation reserves
|
4
|
|
|
4
|
|
Total
|
96
|
|
|
101
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Cost of sales
|
2
|
|
|
1
|
|
|
9
|
|
Selling, general and administrative expenses
|
6
|
|
|
8
|
|
|
6
|
|
|
As of December 31, 2011
|
||||
|
Ownership
|
|
Liability
|
|
Reserves
(1)
|
|
(In percentages)
|
|
(In $ millions)
|
||
InfraServ GmbH & Co. Gendorf KG
|
39
|
|
10
|
|
11
|
InfraServ GmbH & Co. Knapsack KG
|
27
|
|
22
|
|
1
|
InfraServ GmbH & Co. Hoechst KG
|
32
|
|
40
|
|
71
|
Date of Board Authorization
|
|
Authorization Amount
|
|
|
|
(In $ millions)
|
|
February 2008
|
|
400
|
|
October 2008
|
|
100
|
|
April 2011
|
|
129
|
|
As of December 31, 2011
|
|
629
|
|
|
Year Ended December 31,
|
|
Total From
February 2008 Through
|
||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
December 31, 2011
|
||||||||
Shares repurchased
|
652,016
|
|
|
1,667,592
|
|
|
—
|
|
|
12,082,808
|
|
||||
Average purchase price per share
|
$
|
46.99
|
|
|
$
|
28.77
|
|
|
$
|
—
|
|
|
$
|
37.77
|
|
Amount spent on repurchased shares (in millions)
|
$
|
31
|
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
456
|
|
|
Year Ended December 31,
|
|||||||||||||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|||||||||||||||||||||
|
Gross
Amount
|
|
Income
Tax
(Provision)
Benefit
|
|
Net
Amount
|
|
Gross
Amount
|
|
Income
Tax
(Provision)
Benefit
|
|
Net
Amount
|
|
Gross
Amount
|
|
Income
Tax
(Provision)
Benefit
|
|
Net
Amount
|
|||||||||
|
(In $ millions)
|
|||||||||||||||||||||||||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|
(5
|
)
|
|
2
|
|
|
(3
|
)
|
Foreign currency translation
|
(29
|
)
|
|
2
|
|
|
(27
|
)
|
|
26
|
|
|
11
|
|
|
37
|
|
|
10
|
|
|
(5
|
)
|
|
5
|
|
Unrealized gain (loss) on interest rate swaps
|
37
|
|
|
(10
|
)
|
|
27
|
|
|
32
|
|
|
(15
|
)
|
|
17
|
|
|
23
|
|
|
(8
|
)
|
|
15
|
|
Pension and postretirement benefits
|
(290
|
)
|
|
110
|
|
|
(180
|
)
|
|
(102
|
)
|
|
39
|
|
|
(63
|
)
|
|
(150
|
)
|
|
53
|
|
|
(97
|
)
|
Total
|
(282
|
)
|
|
102
|
|
|
(180
|
)
|
|
(44
|
)
|
|
34
|
|
|
(10
|
)
|
|
(122
|
)
|
|
42
|
|
|
(80
|
)
|
|
Unrealized
Gain (Loss) on
Marketable
Securities
|
|
Foreign
Currency
Translation
|
|
Unrealized
Gain (Loss)
on Interest
Rate Swaps
|
|
Pension and
Postretire-
ment
Benefits
|
|
Accumulated
Other
Comprehensive
Income
(Loss), Net
|
|||||
|
(In $ millions)
|
|||||||||||||
As of December 31, 2008
|
3
|
|
|
(43
|
)
|
|
(116
|
)
|
|
(424
|
)
|
|
(580
|
)
|
Current period change
|
(5
|
)
|
|
10
|
|
|
23
|
|
|
(150
|
)
|
|
(122
|
)
|
Income tax (provision) benefit
|
2
|
|
|
(5
|
)
|
|
(8
|
)
|
|
53
|
|
|
42
|
|
As of December 31, 2009
|
—
|
|
|
(38
|
)
|
|
(101
|
)
|
|
(521
|
)
|
|
(660
|
)
|
Current period change
|
—
|
|
|
26
|
|
|
32
|
|
|
(102
|
)
|
|
(44
|
)
|
Income tax (provision) benefit
|
(1
|
)
|
|
11
|
|
|
(15
|
)
|
|
39
|
|
|
34
|
|
As of December 31, 2010
|
(1
|
)
|
|
(1
|
)
|
|
(84
|
)
|
|
(584
|
)
|
|
(670
|
)
|
Current period change
|
—
|
|
|
(29
|
)
|
|
37
|
|
|
(290
|
)
|
|
(282
|
)
|
Income tax (provision) benefit
|
—
|
|
|
2
|
|
|
(10
|
)
|
|
110
|
|
|
102
|
|
As of December 31, 2011
|
(1
|
)
|
|
(28
|
)
|
|
(57
|
)
|
|
(764
|
)
|
|
(850
|
)
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Employee termination benefits
|
(22
|
)
|
|
(32
|
)
|
|
(105
|
)
|
Ticona Kelsterbach plant relocation (Note 27)
|
(47
|
)
|
|
(26
|
)
|
|
(16
|
)
|
Plumbing actions (Note 23)
|
6
|
|
|
59
|
|
|
10
|
|
Insurance recoveries (Note 28)
|
—
|
|
|
18
|
|
|
6
|
|
Asset impairments
|
(1
|
)
|
|
(74
|
)
|
|
(14
|
)
|
Plant/office closures
|
—
|
|
|
(4
|
)
|
|
(17
|
)
|
Commercial disputes
|
15
|
|
|
13
|
|
|
—
|
|
Other
|
1
|
|
|
—
|
|
|
—
|
|
Total
|
(48
|
)
|
|
(46
|
)
|
|
(136
|
)
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Other
|
|
Total
|
||||||
|
(In $ millions)
|
||||||||||||||||
Employee Termination Benefits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2009
|
7
|
|
|
4
|
|
|
3
|
|
|
60
|
|
|
7
|
|
|
81
|
|
Additions
|
2
|
|
|
17
|
|
|
—
|
|
|
6
|
|
|
7
|
|
|
32
|
|
Cash payments
|
(6
|
)
|
|
(3
|
)
|
|
(3
|
)
|
|
(37
|
)
|
|
(4
|
)
|
|
(53
|
)
|
Other changes
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Exchange rate changes
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(6
|
)
|
As of December 31, 2010
|
3
|
|
|
16
|
|
|
—
|
|
|
24
|
|
|
10
|
|
|
53
|
|
Additions
|
8
|
|
|
4
|
|
|
—
|
|
|
1
|
|
|
8
|
|
|
21
|
|
Cash payments
|
(2
|
)
|
|
(2
|
)
|
|
—
|
|
|
(20
|
)
|
|
(4
|
)
|
|
(28
|
)
|
Other changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
Exchange rate changes
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
As of December 31, 2011
|
8
|
|
|
18
|
|
|
—
|
|
|
5
|
|
|
11
|
|
|
42
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Plant/Office Closures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2009
|
—
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
1
|
|
|
18
|
|
Additions
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
(18
|
)
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
As of December 31, 2010
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
1
|
|
|
4
|
|
Additions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
As of December 31, 2011
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
2
|
|
Total
|
8
|
|
|
18
|
|
|
—
|
|
|
6
|
|
|
12
|
|
|
44
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions, except percentages)
|
|||||||
Income tax provision computed at US federal statutory tax rate
|
264
|
|
|
188
|
|
|
88
|
|
Change in valuation allowance
|
7
|
|
|
39
|
|
|
(314
|
)
|
Equity income and dividends
|
(25
|
)
|
|
(41
|
)
|
|
(20
|
)
|
(Income) expense not resulting in tax impact
|
(16
|
)
|
|
8
|
|
|
4
|
|
US tax effect of foreign earnings and dividends
|
48
|
|
|
28
|
|
|
10
|
|
Foreign tax credits
|
(66
|
)
|
|
(33
|
)
|
|
—
|
|
Other foreign tax rate differentials
|
(61
|
)
|
|
(11
|
)
|
|
(2
|
)
|
Legislative changes
|
—
|
|
|
(71
|
)
|
|
71
|
|
Tax-deductible interest on foreign equity investments and other related
items
|
(3
|
)
|
|
(3
|
)
|
|
(76
|
)
|
State income taxes, net of federal benefit
|
10
|
|
|
5
|
|
|
6
|
|
Other, net
|
(9
|
)
|
|
3
|
|
|
(10
|
)
|
Income tax provision (benefit)
|
149
|
|
|
112
|
|
|
(243
|
)
|
|
|
|
|
|
|
|||
Effective income tax rate
|
20
|
%
|
|
21
|
%
|
|
(97
|
)%
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Deferred tax assets
|
|
|
|
||
Pension and postretirement obligations
|
529
|
|
|
356
|
|
Accrued expenses
|
57
|
|
|
233
|
|
Inventory
|
1
|
|
|
10
|
|
Net operating loss
|
359
|
|
|
341
|
|
Tax credit carryforwards
|
94
|
|
|
81
|
|
Other
|
159
|
|
|
193
|
|
Subtotal
|
1,199
|
|
|
1,214
|
|
Valuation allowance
(1)
|
(363
|
)
|
|
(385
|
)
|
Total
|
836
|
|
|
829
|
|
Deferred tax liabilities
|
|
|
|
||
Depreciation and amortization
|
319
|
|
|
323
|
|
Investments in affiliates
|
50
|
|
|
47
|
|
Other
|
51
|
|
|
68
|
|
Total
|
420
|
|
|
438
|
|
Net deferred tax assets (liabilities)
|
416
|
|
|
391
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
As of the beginning of the year
|
244
|
|
|
208
|
|
|
195
|
|
Increases in tax positions for the current year
|
—
|
|
|
—
|
|
|
19
|
|
Increases in tax positions for prior years
|
37
|
|
|
85
|
|
|
39
|
|
Decreases in tax positions for prior years
|
(54
|
)
|
|
(48
|
)
|
|
(38
|
)
|
Decreases due to settlements
|
(16
|
)
|
|
(1
|
)
|
|
(7
|
)
|
As of the end of the year
|
211
|
|
|
244
|
|
|
208
|
|
|
|
|
|
|
|
|||
Total uncertain tax positions that, if recognized, would impact the effective tax rate
|
230
|
|
|
264
|
|
|
208
|
|
Total amount of interest and penalties recognized in the consolidated statements of operations
|
(1
|
)
|
|
12
|
|
|
7
|
|
Total amount of interest and penalties recognized in the consolidated balance sheets
|
55
|
|
|
56
|
|
|
45
|
|
(1)
|
At the Company's discretion under the 2004 SIP, the Company had the right to award dividend equivalents on RSU grants which are earned in accordance with the Company's common stock dividend policy and are reinvested in additional RSUs. Dividend equivalents on these RSUs are forfeited if vesting conditions are not met.
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
Risk-free interest rate
|
0.81
|
%
|
|
1.27
|
%
|
|
1.90
|
%
|
Estimated life in years
|
4.75
|
|
|
5.72
|
|
|
5.20
|
|
Dividend yield
|
0.60
|
%
|
|
0.59
|
%
|
|
0.96
|
%
|
Volatility
|
45.00
|
%
|
|
51.75
|
%
|
|
54.30
|
%
|
|
Number of
Options
|
|
Weighted-
Average
Exercise Price
|
|
Weighted-
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic
Value
|
|||
|
(In millions)
|
|
(In $)
|
|
(In years)
|
|
(In $ millions)
|
|||
As of December 31, 2010
|
5.3
|
|
|
19.27
|
|
4.2
|
|
|
115
|
|
Granted
|
0.2
|
|
|
32.51
|
|
|
|
|
|
|
Exercised
|
(0.9
|
)
|
|
23.90
|
|
|
|
|
|
|
Forfeited
|
—
|
|
|
—
|
|
|
|
|
|
|
Expired
|
—
|
|
|
—
|
|
|
|
|
||
As of December 31, 2011
|
4.6
|
|
|
18.94
|
|
3.6
|
|
|
118
|
|
Options exercisable at end of year
|
4.4
|
|
|
18.37
|
|
3.5
|
|
|
114
|
|
|
Year Ended December 31,
|
||||||||||
|
2011
|
|
2010
|
|
2009
|
||||||
Total
|
$
|
11.38
|
|
|
$
|
14.76
|
|
|
$
|
7.46
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Intrinsic value of stock options
|
20
|
|
|
13
|
|
|
9
|
|
Cash received from stock option exercises
|
20
|
|
|
14
|
|
|
14
|
|
|
Number of
Units
|
|
Weighted
Average
Fair Value
|
||
|
(In thousands)
|
|
(In $)
|
||
As of December 31, 2010
|
1,175
|
|
|
30.67
|
|
Granted
|
266
|
|
|
40.81
|
|
Vested
|
(290
|
)
|
|
14.65
|
|
Cancelled
|
(24
|
)
|
|
21.30
|
|
Forfeited
|
(70
|
)
|
|
36.89
|
|
As of December 31, 2011
|
1,057
|
|
|
37.42
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Total
|
14
|
|
|
8
|
|
|
2
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
Risk-free interest rate
|
0.38
|
%
|
|
0.79
|
%
|
|
1.11
|
%
|
Dividend yield
|
0.00 - 4.37%
|
|
|
0.00 - 4.18%
|
|
|
0.00 - 4.64%
|
|
Volatility
|
25 - 90%
|
|
|
25 - 70%
|
|
|
25 - 75%
|
|
|
Employee Time-based RSUs
|
|
Director Time-Based RSUs
|
||||||
|
Number of
Units
|
|
Weighted
Average
Fair Value
|
|
Number of
Units
|
|
Weighted
Average
Fair Value
|
||
|
(In thousands)
|
|
(In $)
|
|
(In thousands)
|
|
(In $)
|
||
As of December 31, 2010
|
607
|
|
|
26.41
|
|
21
|
|
|
33.13
|
Granted
|
332
|
|
|
33.67
|
|
13
|
|
|
49.30
|
Vested
|
(213
|
)
|
|
27.78
|
|
(21
|
)
|
|
33.13
|
Forfeited
|
(44
|
)
|
|
27.27
|
|
—
|
|
|
—
|
As of December 31, 2011
|
682
|
|
|
30.37
|
|
13
|
|
|
49.30
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Total
|
7
|
|
|
6
|
|
|
2
|
|
|
Year Ended December 31,
|
||||
|
2011
|
|
2010
|
|
2009
|
|
(In percentages)
|
||||
Holding period discount
|
30
|
|
30
|
|
N/A
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Total
|
3
|
|
|
5
|
|
|
2
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Expense
|
4
|
|
|
7
|
|
|
7
|
|
Payments to active employees
|
6
|
|
|
5
|
|
|
6
|
|
Payments to terminated employees
|
—
|
|
|
1
|
|
|
1
|
|
|
As of December 31, 2011
|
|
|
Capital Leases
|
|
|
(In $ millions)
|
|
2012
|
44
|
|
2013
|
43
|
|
2014
|
43
|
|
2015
|
43
|
|
2016
|
43
|
|
Later years
|
311
|
|
Sublease income
|
—
|
|
Minimum lease commitments
|
527
|
|
Less amounts representing interest
|
279
|
|
Present value of net minimum lease obligations
|
248
|
|
|
As of December 31, 2011
|
|
|
Operating Leases
|
|
|
(In $ millions)
|
|
2012
|
58
|
|
2013
|
51
|
|
2014
|
44
|
|
2015
|
40
|
|
2016
|
36
|
|
Later years
|
106
|
|
Sublease income
|
(21
|
)
|
Minimum lease commitments
|
314
|
|
(1)
|
Fixes the LIBOR portion of the Company's US-dollar denominated variable rate borrowings (Note 13).
|
(1)
|
Fixes the LIBOR portion of the Company's US-dollar denominated variable rate borrowings (Note 13).
|
(1)
|
Fixes the EURIBOR portion of the Company's Euro denominated variable rate borrowings (Note 13).
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Hedging activities - Interest Expense
|
(59
|
)
|
|
(68
|
)
|
|
(63
|
)
|
Ineffective portion - Other income (expense), net
|
—
|
|
|
—
|
|
|
—
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Total
|
896
|
|
|
751
|
|
|
Year Ended December 31, 2011
|
|
Year Ended December 31, 2010
|
|
Year Ended December 31, 2009
|
|
||||||||||||||
|
Gain (Loss)
Recognized in
Other
Comprehensive
Income (Loss)
|
|
Gain (Loss)
Recognized in
Earnings
|
|
Gain (Loss)
Recognized in
Other
Comprehensive
Income (Loss)
|
|
Gain (Loss)
Recognized in
Earnings
|
|
Gain (Loss)
Recognized in
Other
Comprehensive
Income (Loss)
|
|
Gain (Loss)
Recognized in
Earnings
|
|
||||||||
|
(In $ millions)
|
|||||||||||||||||||
Derivatives designated as cash flow hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest rate swaps
|
(24
|
)
|
(1)
|
(59
|
)
|
(2)
|
(31
|
)
|
(3)
|
(68
|
)
|
(2)
|
(40
|
)
|
(4
|
)
|
(63
|
)
|
(2
|
)
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency forwards and swaps
|
—
|
|
|
(15
|
)
|
(5)
|
—
|
|
|
33
|
|
(5)
|
—
|
|
|
(20
|
)
|
(5)
|
||
Total
|
(24
|
)
|
|
(74
|
)
|
|
(31
|
)
|
|
(35
|
)
|
|
(40
|
)
|
|
(83
|
)
|
|
(1)
|
Amount excludes
$2 million
of gains associated with the Company’s equity method investments’ derivative activity and
$10 million
of tax expense recognized in Other comprehensive income (loss).
|
(2)
|
Amount represents reclassification from Accumulated other comprehensive income (loss), net and is included in Interest expense in the consolidated statements of operations.
|
(3)
|
Amount excludes
$5 million
of gains associated with the Company’s equity method investments’ derivative activity and
$15 million
of tax expense recognized in Other comprehensive income (loss).
|
(4)
|
Amount excludes
$8 million
of tax expense.
|
(5)
|
Included in Foreign exchange gain (loss), net for operating activity or Other income (expense), net for non-operating activity in the consolidated statements of operations.
|
|
Fair Value Measurement Using
|
|
|
|
|||||
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable Inputs
(Level 2)
|
|
Total
|
|
|||
|
(In $ millions)
|
|
|||||||
Marketable securities, at fair value
|
|
|
|
|
|
|
|
|
|
Mutual funds
|
64
|
|
|
—
|
|
|
64
|
|
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
Foreign currency forwards and swaps
|
—
|
|
|
9
|
|
|
9
|
|
(1)
|
Total assets as of December 31, 2011
|
64
|
|
|
9
|
|
|
73
|
|
|
Derivatives designated as cash flow hedging instruments
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
—
|
|
|
(21
|
)
|
|
(21
|
)
|
(2)
|
Interest rate swaps
|
—
|
|
|
(13
|
)
|
|
(13
|
)
|
(3)
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
(2)
|
Foreign currency forwards and swaps
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
(2)
|
Total liabilities as of December 31, 2011
|
—
|
|
|
(39
|
)
|
|
(39
|
)
|
|
Marketable securities, at fair value
|
|
|
|
|
|
|
|
|
|
US corporate debt securities
|
—
|
|
|
1
|
|
|
1
|
|
|
Mutual funds
|
77
|
|
|
—
|
|
|
77
|
|
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
Foreign currency forwards and swaps
|
—
|
|
|
3
|
|
|
3
|
|
(1)
|
Total assets as of December 31, 2010
|
77
|
|
|
4
|
|
|
81
|
|
|
Derivatives designated as cash flow hedging instruments
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
—
|
|
|
(59
|
)
|
|
(59
|
)
|
(2)
|
Interest rate swaps
|
—
|
|
|
(14
|
)
|
|
(14
|
)
|
(3)
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
Foreign currency forwards and swaps
|
—
|
|
|
(10
|
)
|
|
(10
|
)
|
(2)
|
Total liabilities as of December 31, 2010
|
—
|
|
|
(83
|
)
|
|
(83
|
)
|
|
(1)
|
Included in current Other assets in the consolidated balance sheets.
|
(2)
|
Included in current Other liabilities in the consolidated balance sheets.
|
(3)
|
Included in noncurrent Other liabilities in the consolidated balance sheets.
|
|
As of December 31, 2011
|
|
As of December 31, 2010
|
||||||||
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||
|
(In $ millions)
|
||||||||||
Cost investments
|
147
|
|
|
—
|
|
|
139
|
|
|
—
|
|
Insurance contracts in nonqualified pension trusts
|
69
|
|
|
69
|
|
|
70
|
|
|
70
|
|
Long-term debt, including current installments of long-term debt
|
2,911
|
|
|
2,967
|
|
|
3,064
|
|
|
3,087
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Recoveries
|
2
|
|
|
14
|
|
|
1
|
|
Legal reserve reductions
|
4
|
|
|
45
|
|
|
9
|
|
Total
|
6
|
|
|
59
|
|
|
10
|
|
•
|
Demerger Obligations
|
•
|
Divestiture Obligations
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Taxes, net of refunds
|
94
|
|
|
135
|
|
|
17
|
|
Interest, net of amounts capitalized
|
230
|
|
|
186
|
|
|
208
|
|
Noncash investing and financing activities
|
|
|
|
|
|
|
|
|
Fair value adjustment to securities available for sale, net of tax
|
—
|
|
|
(2
|
)
|
|
(3
|
)
|
Capital lease obligations
|
38
|
|
|
33
|
|
|
38
|
|
Accrued capital expenditures
|
15
|
|
|
21
|
|
|
(9
|
)
|
Asset retirement obligations
|
(2
|
)
|
|
25
|
|
|
30
|
|
Accrued Ticona Kelsterbach plant relocation costs
|
(33
|
)
|
|
(7
|
)
|
|
22
|
|
•
|
Advanced Engineered Materials
|
•
|
Consumer Specialties
|
•
|
Industrial Specialties
|
•
|
Acetyl Intermediates
|
•
|
Other Activities
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Other
Activities
|
|
Eliminations
|
|
Consolidated
|
|
|||||||
|
(In $ millions)
|
||||||||||||||||||||
|
Year Ended December 31, 2011
|
||||||||||||||||||||
Net sales
|
1,298
|
|
|
1,161
|
|
(1)
|
1,223
|
|
|
3,551
|
|
(1)
|
1
|
|
|
(471
|
)
|
|
6,763
|
|
|
Other (charges) gains, net
|
(49
|
)
|
|
(3
|
)
|
|
—
|
|
|
14
|
|
|
(10
|
)
|
|
—
|
|
|
(48
|
)
|
|
Equity in net earnings (loss) of affiliates
|
161
|
|
|
2
|
|
|
—
|
|
|
5
|
|
|
24
|
|
|
—
|
|
|
192
|
|
|
Earnings (loss) from continuing operations before tax
|
239
|
|
|
307
|
|
|
102
|
|
|
469
|
|
|
(362
|
)
|
|
—
|
|
|
755
|
|
|
Depreciation and amortization
|
100
|
|
|
44
|
|
|
45
|
|
|
96
|
|
|
13
|
|
|
—
|
|
|
298
|
|
|
Capital expenditures
|
64
|
|
|
92
|
|
|
71
|
|
|
122
|
|
|
15
|
|
|
—
|
|
|
364
|
|
(2)
|
|
As of December 31, 2011
|
||||||||||||||||||||
Goodwill and intangibles, net
|
391
|
|
|
277
|
|
|
54
|
|
|
235
|
|
|
—
|
|
|
—
|
|
|
957
|
|
|
Total assets
|
2,787
|
|
|
1,154
|
|
|
901
|
|
|
2,035
|
|
|
1,641
|
|
|
—
|
|
|
8,518
|
|
|
|
Year Ended December 31, 2010
|
||||||||||||||||||||
Net sales
|
1,109
|
|
|
1,098
|
|
(1)
|
1,036
|
|
|
3,082
|
|
(1)
|
2
|
|
|
(409
|
)
|
|
5,918
|
|
|
Other (charges) gains, net
|
31
|
|
|
(76
|
)
|
|
25
|
|
(3)
|
(12
|
)
|
|
(14
|
)
|
(3)
|
—
|
|
|
(46
|
)
|
|
Equity in net earnings (loss) of affiliates
|
144
|
|
|
2
|
|
|
—
|
|
|
5
|
|
|
17
|
|
|
—
|
|
|
168
|
|
|
Earnings (loss) from continuing operations before tax
|
329
|
|
|
237
|
|
|
89
|
|
|
252
|
|
|
(369
|
)
|
|
—
|
|
|
538
|
|
|
Depreciation and amortization
|
76
|
|
(4)
|
42
|
|
|
41
|
|
|
117
|
|
(4)
|
11
|
|
|
—
|
|
|
287
|
|
|
Capital expenditures
|
52
|
|
|
50
|
|
|
55
|
|
|
49
|
|
|
16
|
|
|
—
|
|
|
222
|
|
(2)
|
|
As of December 31, 2010
|
||||||||||||||||||||
Goodwill and intangibles, net
|
423
|
|
|
284
|
|
|
55
|
|
|
264
|
|
|
—
|
|
|
—
|
|
|
1,026
|
|
|
Total assets
|
2,765
|
|
|
998
|
|
|
841
|
|
|
1,909
|
|
|
1,768
|
|
|
—
|
|
|
8,281
|
|
|
|
Year Ended December 31, 2009
|
||||||||||||||||||||
Net sales
|
808
|
|
|
1,084
|
|
(1)
|
974
|
|
|
2,603
|
|
(1)
|
2
|
|
|
(389
|
)
|
|
5,082
|
|
|
Other (charges) gains, net
|
(18
|
)
|
|
(9
|
)
|
|
4
|
|
(3)
|
(91
|
)
|
|
(22
|
)
|
(3)
|
—
|
|
|
(136
|
)
|
|
Equity in net earnings (loss) of affiliates
|
78
|
|
|
1
|
|
|
—
|
|
|
5
|
|
|
15
|
|
|
—
|
|
|
99
|
|
|
Earnings (loss) from continuing operations before tax
|
114
|
|
|
288
|
|
|
89
|
|
|
102
|
|
|
(342
|
)
|
|
—
|
|
|
251
|
|
|
Depreciation and amortization
|
73
|
|
|
50
|
|
|
51
|
|
|
123
|
|
|
11
|
|
|
—
|
|
|
308
|
|
|
Capital expenditures
|
27
|
|
|
50
|
|
|
45
|
|
|
36
|
|
|
9
|
|
|
—
|
|
|
167
|
|
(2)
|
(1)
|
Net sales for Acetyl Intermediates and Consumer Specialties include inter-segment sales of
$468 million
and
$3 million
, respectively, for the year ended
December 31, 2011
and
$400 million
and
$9 million
, respectively, for the year ended
December 31, 2010
; and
$383 million
and
$6 million
, respectively, for the year ended
December 31, 2009
.
|
(2)
|
Excludes expenditures related to the relocation of the Company’s Ticona plant in Kelsterbach (Note 27) and includes an increase in accrued capital expenditures of
$15 million
and
$21 million
for the years ended December 31, 2011 and
December 31, 2010
, respectively, and a decrease in accrued capital expenditures of
$9 million
for the year ended
December 31, 2009
.
|
(3)
|
Includes
$7 million
and
$10 million
for the years ended
December 31, 2010
and
2009
, respectively, of insurance recoveries received from the Company’s captive insurance companies related to the Edmonton, Alberta, Canada facility that eliminates in consolidation.
|
(4)
|
Includes
$2 million
for Advanced Engineered Materials and
$20 million
for Acetyl Intermediates for the accelerated amortization of the unamortized prepayment related to a raw material purchase agreement (Note 23).
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Net sales
|
|
|
|
|
|
|||
US
|
1,772
|
|
|
1,555
|
|
|
1,262
|
|
International
|
4,991
|
|
|
4,363
|
|
|
3,820
|
|
Total
|
6,763
|
|
|
5,918
|
|
|
5,082
|
|
International countries with significant net sales
|
|
|
|
|
|
|||
Germany
|
2,328
|
|
|
1,950
|
|
|
1,733
|
|
China
|
667
|
|
|
596
|
|
|
460
|
|
Singapore
|
722
|
|
|
612
|
|
|
513
|
|
Belgium
|
461
|
|
|
451
|
|
|
459
|
|
Canada
|
323
|
|
|
277
|
|
|
173
|
|
Mexico
|
241
|
|
|
267
|
|
|
277
|
|
|
As of December 31,
|
||||
|
2011
|
|
2010
|
||
|
(In $ millions)
|
||||
Property, plant and equipment, net
|
|
|
|
||
US
|
735
|
|
|
650
|
|
International
|
2,534
|
|
|
2,367
|
|
Total
|
3,269
|
|
|
3,017
|
|
International countries with significant property, plant and equipment, net
|
|
|
|
||
Germany
|
1,394
|
|
|
1,321
|
|
China
|
573
|
|
|
557
|
|
Singapore
|
112
|
|
|
90
|
|
Belgium
|
53
|
|
|
30
|
|
Canada
|
154
|
|
|
131
|
|
Mexico
|
117
|
|
|
109
|
|
|
Year Ended December 31,
|
||||||||||||||||
|
2011
|
|
2010
|
|
2009
|
||||||||||||
|
Basic
|
|
Diluted
|
|
Basic
|
|
Diluted
|
|
Basic
|
|
Diluted
|
||||||
|
(In $ millions, except share and per share data)
|
||||||||||||||||
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Earnings (loss) from continuing operations
|
606
|
|
|
606
|
|
|
426
|
|
|
426
|
|
|
494
|
|
|
494
|
|
Earnings (loss) from discontinued operations
|
1
|
|
|
1
|
|
|
(49
|
)
|
|
(49
|
)
|
|
4
|
|
|
4
|
|
Net earnings (loss)
|
607
|
|
|
607
|
|
|
377
|
|
|
377
|
|
|
498
|
|
|
498
|
|
Cumulative preferred stock dividends
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
Net earnings (loss) available to common stockholders
|
607
|
|
|
607
|
|
|
374
|
|
|
377
|
|
|
488
|
|
|
498
|
|
Weighted-average shares - basic
|
156,204,077
|
|
|
156,204,077
|
|
|
154,564,136
|
|
|
154,564,136
|
|
|
143,688,749
|
|
|
143,688,749
|
|
Dilutive stock options
|
|
|
1,930,072
|
|
|
|
|
1,828,746
|
|
|
|
|
1,167,922
|
|
|||
Dilutive restricted stock units
|
|
|
813,685
|
|
|
|
|
425,385
|
|
|
|
|
172,246
|
|
|||
Assumed conversion of preferred stock
|
|
|
—
|
|
|
|
|
1,553,925
|
|
|
|
|
12,086,604
|
|
|||
Weighted-average shares - diluted
|
156,204,077
|
|
|
158,947,834
|
|
|
154,564,136
|
|
|
158,372,192
|
|
|
143,688,749
|
|
|
157,115,521
|
|
Per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Earnings (loss) from continuing operations
|
3.88
|
|
|
3.81
|
|
|
2.73
|
|
|
2.69
|
|
|
3.37
|
|
|
3.14
|
|
Earnings (loss) from discontinued operations
|
0.01
|
|
|
0.01
|
|
|
(0.31
|
)
|
|
(0.31
|
)
|
|
0.03
|
|
|
0.03
|
|
Net earnings (loss)
|
3.89
|
|
|
3.82
|
|
|
2.42
|
|
|
2.38
|
|
|
3.40
|
|
|
3.17
|
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
Stock options
|
69,395
|
|
|
575,266
|
|
|
2,433,515
|
|
Restricted stock units
|
735
|
|
|
74,166
|
|
|
302,635
|
|
Convertible preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
70,130
|
|
|
649,432
|
|
|
2,736,150
|
|
|
Year Ended December 31,
|
|
Total From
Inception Through
|
|||||
|
2011
|
|
2010
|
|
December 31, 2011
|
|||
|
(In $ millions)
|
|||||||
Deferred proceeds
(1)
|
158
|
|
|
—
|
|
|
907
|
|
Costs expensed
|
47
|
|
|
26
|
|
|
106
|
|
Costs capitalized
(2)
|
171
|
|
|
305
|
|
|
1,092
|
|
Lease buyout
|
—
|
|
|
22
|
|
|
22
|
|
Employee termination benefits
|
8
|
|
|
—
|
|
|
8
|
|
(1)
|
Included in noncurrent other liabilities in the consolidated balance sheets.
|
(2)
|
Includes a decrease in accrued capital expenditures of
$33 million
and
$7 million
for the year ended
December 31, 2011
and
2010
, respectively.
|
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
|
(In $ millions)
|
|||||||
Clear Lake, Texas
|
|
|
|
|
|
|||
Acetyl Intermediates
|
—
|
|
|
—
|
|
|
6
|
|
Edmonton, Alberta, Canada
|
|
|
|
|
|
|||
Industrial Specialties
|
—
|
|
|
25
|
|
|
10
|
|
Other Activities
|
—
|
|
|
(7
|
)
|
|
(10
|
)
|
Total net recoveries
|
—
|
|
|
18
|
|
(1)
|
6
|
|
|
Year Ended December 31, 2011
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
2,572
|
|
|
5,240
|
|
|
(1,049
|
)
|
|
6,763
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,847
|
)
|
|
(4,507
|
)
|
|
1,025
|
|
|
(5,329
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
725
|
|
|
733
|
|
|
(24
|
)
|
|
1,434
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(168
|
)
|
|
(368
|
)
|
|
—
|
|
|
(536
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(17
|
)
|
|
(45
|
)
|
|
—
|
|
|
(62
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(64
|
)
|
|
(32
|
)
|
|
—
|
|
|
(96
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
23
|
|
|
(71
|
)
|
|
—
|
|
|
(48
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(2
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
498
|
|
|
217
|
|
|
(25
|
)
|
|
690
|
|
Equity in net earnings (loss) of affiliates
|
605
|
|
|
770
|
|
|
165
|
|
|
166
|
|
|
(1,514
|
)
|
|
192
|
|
Interest expense
|
—
|
|
|
(217
|
)
|
|
(41
|
)
|
|
(41
|
)
|
|
78
|
|
|
(221
|
)
|
Refinancing expense
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
Interest income
|
—
|
|
|
23
|
|
|
48
|
|
|
10
|
|
|
(78
|
)
|
|
3
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
80
|
|
|
—
|
|
|
80
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
(39
|
)
|
|
53
|
|
|
—
|
|
|
14
|
|
Earnings (loss) from continuing operations before tax
|
605
|
|
|
573
|
|
|
631
|
|
|
485
|
|
|
(1,539
|
)
|
|
755
|
|
Income tax (provision) benefit
|
2
|
|
|
32
|
|
|
(149
|
)
|
|
(43
|
)
|
|
9
|
|
|
(149
|
)
|
Earnings (loss) from continuing operations
|
607
|
|
|
605
|
|
|
482
|
|
|
442
|
|
|
(1,530
|
)
|
|
606
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
3
|
|
|
(1
|
)
|
|
—
|
|
|
2
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
2
|
|
|
(1
|
)
|
|
—
|
|
|
1
|
|
Net earnings (loss)
|
607
|
|
|
605
|
|
|
484
|
|
|
441
|
|
|
(1,530
|
)
|
|
607
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
607
|
|
|
605
|
|
|
484
|
|
|
441
|
|
|
(1,530
|
)
|
|
607
|
|
|
Year Ended December 31, 2010
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
2,277
|
|
|
4,570
|
|
|
(929
|
)
|
|
5,918
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,704
|
)
|
|
(3,976
|
)
|
|
942
|
|
|
(4,738
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
573
|
|
|
594
|
|
|
13
|
|
|
1,180
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(183
|
)
|
|
(322
|
)
|
|
—
|
|
|
(505
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
(47
|
)
|
|
—
|
|
|
(61
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(42
|
)
|
|
(28
|
)
|
|
—
|
|
|
(70
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
68
|
|
|
(114
|
)
|
|
—
|
|
|
(46
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
3
|
|
|
5
|
|
|
—
|
|
|
8
|
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
405
|
|
|
85
|
|
|
13
|
|
|
503
|
|
Equity in net earnings (loss) of affiliates
|
407
|
|
|
551
|
|
|
153
|
|
|
126
|
|
|
(1,069
|
)
|
|
168
|
|
Interest expense
|
—
|
|
|
(173
|
)
|
|
(38
|
)
|
|
(46
|
)
|
|
53
|
|
|
(204
|
)
|
Refinancing expense
|
—
|
|
|
(16
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
Interest income
|
—
|
|
|
21
|
|
|
30
|
|
|
9
|
|
|
(53
|
)
|
|
7
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
73
|
|
|
—
|
|
|
73
|
|
Other income (expense), net
|
(27
|
)
|
|
2
|
|
|
(52
|
)
|
|
84
|
|
|
—
|
|
|
7
|
|
Earnings (loss) from continuing operations before tax
|
380
|
|
|
385
|
|
|
498
|
|
|
331
|
|
|
(1,056
|
)
|
|
538
|
|
Income tax (provision) benefit
|
(3
|
)
|
|
22
|
|
|
(91
|
)
|
|
(38
|
)
|
|
(2
|
)
|
|
(112
|
)
|
Earnings (loss) from continuing operations
|
377
|
|
|
407
|
|
|
407
|
|
|
293
|
|
|
(1,058
|
)
|
|
426
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(78
|
)
|
|
(2
|
)
|
|
—
|
|
|
(80
|
)
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
28
|
|
|
1
|
|
|
—
|
|
|
29
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(48
|
)
|
|
(1
|
)
|
|
—
|
|
|
(49
|
)
|
Net earnings (loss)
|
377
|
|
|
407
|
|
|
359
|
|
|
292
|
|
|
(1,058
|
)
|
|
377
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
377
|
|
|
407
|
|
|
359
|
|
|
292
|
|
|
(1,058
|
)
|
|
377
|
|
|
Year Ended December 31, 2009
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
2,046
|
|
|
3,986
|
|
|
(950
|
)
|
|
5,082
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,443
|
)
|
|
(3,578
|
)
|
|
942
|
|
|
(4,079
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
603
|
|
|
408
|
|
|
(8
|
)
|
|
1,003
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(176
|
)
|
|
(298
|
)
|
|
—
|
|
|
(474
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(12
|
)
|
|
(65
|
)
|
|
—
|
|
|
(77
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(41
|
)
|
|
(29
|
)
|
|
—
|
|
|
(70
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(135
|
)
|
|
—
|
|
|
(136
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
6
|
|
|
26
|
|
|
10
|
|
|
42
|
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
379
|
|
|
(91
|
)
|
|
2
|
|
|
290
|
|
Equity in net earnings (loss) of affiliates
|
491
|
|
|
523
|
|
|
72
|
|
|
86
|
|
|
(1,073
|
)
|
|
99
|
|
Interest expense
|
—
|
|
|
(169
|
)
|
|
(44
|
)
|
|
(47
|
)
|
|
53
|
|
|
(207
|
)
|
Interest income
|
—
|
|
|
24
|
|
|
27
|
|
|
10
|
|
|
(53
|
)
|
|
8
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
38
|
|
|
19
|
|
|
—
|
|
|
57
|
|
Other income (expense), net
|
—
|
|
|
4
|
|
|
(2
|
)
|
|
2
|
|
|
—
|
|
|
4
|
|
Earnings (loss) from continuing operations before tax
|
491
|
|
|
382
|
|
|
470
|
|
|
(21
|
)
|
|
(1,071
|
)
|
|
251
|
|
Income tax (provision) benefit
|
7
|
|
|
109
|
|
|
276
|
|
|
(149
|
)
|
|
—
|
|
|
243
|
|
Earnings (loss) from continuing operations
|
498
|
|
|
491
|
|
|
746
|
|
|
(170
|
)
|
|
(1,071
|
)
|
|
494
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
Net earnings (loss)
|
498
|
|
|
491
|
|
|
746
|
|
|
(166
|
)
|
|
(1,071
|
)
|
|
498
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
498
|
|
|
491
|
|
|
746
|
|
|
(166
|
)
|
|
(1,071
|
)
|
|
498
|
|
|
As of December 31, 2011
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
—
|
|
|
—
|
|
|
133
|
|
|
549
|
|
|
—
|
|
|
682
|
|
Trade receivables - third party and affiliates
|
—
|
|
|
—
|
|
|
297
|
|
|
694
|
|
|
(120
|
)
|
|
871
|
|
Non-trade receivables, net
|
—
|
|
|
10
|
|
|
1,651
|
|
|
562
|
|
|
(1,988
|
)
|
|
235
|
|
Inventories, net
|
—
|
|
|
—
|
|
|
187
|
|
|
590
|
|
|
(65
|
)
|
|
712
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
87
|
|
|
17
|
|
|
—
|
|
|
104
|
|
Marketable securities, at fair value
|
—
|
|
|
—
|
|
|
64
|
|
|
—
|
|
|
—
|
|
|
64
|
|
Assets held for sale
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other assets
|
—
|
|
|
6
|
|
|
18
|
|
|
45
|
|
|
(34
|
)
|
|
35
|
|
Total current assets
|
—
|
|
|
16
|
|
|
2,437
|
|
|
2,457
|
|
|
(2,207
|
)
|
|
2,703
|
|
Investments in affiliates
|
1,315
|
|
|
2,978
|
|
|
1,530
|
|
|
535
|
|
|
(5,534
|
)
|
|
824
|
|
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
735
|
|
|
2,534
|
|
|
—
|
|
|
3,269
|
|
Deferred income taxes
|
—
|
|
|
17
|
|
|
382
|
|
|
22
|
|
|
—
|
|
|
421
|
|
Other assets
|
—
|
|
|
1,903
|
|
|
132
|
|
|
296
|
|
|
(1,987
|
)
|
|
344
|
|
Goodwill
|
—
|
|
|
—
|
|
|
298
|
|
|
462
|
|
|
—
|
|
|
760
|
|
Intangible assets, net
|
—
|
|
|
—
|
|
|
69
|
|
|
128
|
|
|
—
|
|
|
197
|
|
Total assets
|
1,315
|
|
|
4,914
|
|
|
5,583
|
|
|
6,434
|
|
|
(9,728
|
)
|
|
8,518
|
|
LIABILITIES AND EQUITY
|
|||||||||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
—
|
|
|
1,492
|
|
|
176
|
|
|
131
|
|
|
(1,655
|
)
|
|
144
|
|
Trade payables - third party and affiliates
|
—
|
|
|
—
|
|
|
258
|
|
|
535
|
|
|
(120
|
)
|
|
673
|
|
Other liabilities
|
—
|
|
|
63
|
|
|
353
|
|
|
506
|
|
|
(383
|
)
|
|
539
|
|
Deferred income taxes
|
—
|
|
|
16
|
|
|
(16
|
)
|
|
17
|
|
|
—
|
|
|
17
|
|
Income taxes payable
|
(29
|
)
|
|
(373
|
)
|
|
384
|
|
|
35
|
|
|
(5
|
)
|
|
12
|
|
Total current liabilities
|
(29
|
)
|
|
1,198
|
|
|
1,155
|
|
|
1,224
|
|
|
(2,163
|
)
|
|
1,385
|
|
Noncurrent liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
—
|
|
|
2,372
|
|
|
834
|
|
|
1,650
|
|
|
(1,983
|
)
|
|
2,873
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
92
|
|
|
—
|
|
|
92
|
|
Uncertain tax positions
|
3
|
|
|
16
|
|
|
27
|
|
|
136
|
|
|
—
|
|
|
182
|
|
Benefit obligations
|
—
|
|
|
—
|
|
|
1,346
|
|
|
146
|
|
|
—
|
|
|
1,492
|
|
Other liabilities
|
—
|
|
|
13
|
|
|
99
|
|
|
1,055
|
|
|
(14
|
)
|
|
1,153
|
|
Total noncurrent liabilities
|
3
|
|
|
2,401
|
|
|
2,306
|
|
|
3,079
|
|
|
(1,997
|
)
|
|
5,792
|
|
Total Celanese Corporation stockholders’ equity
|
1,341
|
|
|
1,315
|
|
|
2,122
|
|
|
2,131
|
|
|
(5,568
|
)
|
|
1,341
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total equity
|
1,341
|
|
|
1,315
|
|
|
2,122
|
|
|
2,131
|
|
|
(5,568
|
)
|
|
1,341
|
|
Total liabilities and equity
|
1,315
|
|
|
4,914
|
|
|
5,583
|
|
|
6,434
|
|
|
(9,728
|
)
|
|
8,518
|
|
|
As of December 31, 2010
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
—
|
|
|
—
|
|
|
128
|
|
|
612
|
|
|
—
|
|
|
740
|
|
Trade receivables - third party and affiliates
|
—
|
|
|
—
|
|
|
246
|
|
|
672
|
|
|
(91
|
)
|
|
827
|
|
Non-trade receivables, net
|
—
|
|
|
10
|
|
|
1,400
|
|
|
515
|
|
|
(1,672
|
)
|
|
253
|
|
Inventories, net
|
—
|
|
|
—
|
|
|
164
|
|
|
484
|
|
|
(38
|
)
|
|
610
|
|
Deferred income taxes
|
—
|
|
|
25
|
|
|
33
|
|
|
34
|
|
|
—
|
|
|
92
|
|
Marketable securities, at fair value
|
—
|
|
|
—
|
|
|
77
|
|
|
1
|
|
|
—
|
|
|
78
|
|
Assets held for sale
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
Other assets
|
—
|
|
|
48
|
|
|
33
|
|
|
43
|
|
|
(65
|
)
|
|
59
|
|
Total current assets
|
—
|
|
|
83
|
|
|
2,090
|
|
|
2,361
|
|
|
(1,866
|
)
|
|
2,668
|
|
Investments in affiliates
|
903
|
|
|
3,721
|
|
|
1,413
|
|
|
530
|
|
|
(5,729
|
)
|
|
838
|
|
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
650
|
|
|
2,367
|
|
|
—
|
|
|
3,017
|
|
Deferred income taxes
|
—
|
|
|
19
|
|
|
404
|
|
|
20
|
|
|
—
|
|
|
443
|
|
Other assets
|
—
|
|
|
614
|
|
|
125
|
|
|
389
|
|
|
(839
|
)
|
|
289
|
|
Goodwill
|
—
|
|
|
—
|
|
|
297
|
|
|
477
|
|
|
—
|
|
|
774
|
|
Intangible assets, net
|
—
|
|
|
—
|
|
|
79
|
|
|
173
|
|
|
—
|
|
|
252
|
|
Total assets
|
903
|
|
|
4,437
|
|
|
5,058
|
|
|
6,317
|
|
|
(8,434
|
)
|
|
8,281
|
|
LIABILITIES AND EQUITY
|
|||||||||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
—
|
|
|
1,227
|
|
|
137
|
|
|
190
|
|
|
(1,326
|
)
|
|
228
|
|
Trade payables - third party and affiliates
|
—
|
|
|
—
|
|
|
249
|
|
|
515
|
|
|
(91
|
)
|
|
673
|
|
Other liabilities
|
—
|
|
|
87
|
|
|
385
|
|
|
544
|
|
|
(420
|
)
|
|
596
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
28
|
|
|
—
|
|
|
28
|
|
Income taxes payable
|
(26
|
)
|
|
(309
|
)
|
|
314
|
|
|
39
|
|
|
(1
|
)
|
|
17
|
|
Total current liabilities
|
(26
|
)
|
|
1,005
|
|
|
1,085
|
|
|
1,316
|
|
|
(1,838
|
)
|
|
1,542
|
|
Noncurrent liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
—
|
|
|
2,498
|
|
|
980
|
|
|
346
|
|
|
(834
|
)
|
|
2,990
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
116
|
|
|
—
|
|
|
116
|
|
Uncertain tax positions
|
3
|
|
|
17
|
|
|
28
|
|
|
225
|
|
|
—
|
|
|
273
|
|
Benefit obligations
|
—
|
|
|
—
|
|
|
1,230
|
|
|
129
|
|
|
—
|
|
|
1,359
|
|
Other liabilities
|
—
|
|
|
14
|
|
|
123
|
|
|
954
|
|
|
(16
|
)
|
|
1,075
|
|
Total noncurrent liabilities
|
3
|
|
|
2,529
|
|
|
2,361
|
|
|
1,770
|
|
|
(850
|
)
|
|
5,813
|
|
Total Celanese Corporation stockholders’ equity
|
926
|
|
|
903
|
|
|
1,612
|
|
|
3,231
|
|
|
(5,746
|
)
|
|
926
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total equity
|
926
|
|
|
903
|
|
|
1,612
|
|
|
3,231
|
|
|
(5,746
|
)
|
|
926
|
|
Total liabilities and equity
|
903
|
|
|
4,437
|
|
|
5,058
|
|
|
6,317
|
|
|
(8,434
|
)
|
|
8,281
|
|
|
Year Ended December 31, 2011
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
(4
|
)
|
|
—
|
|
|
274
|
|
|
368
|
|
|
—
|
|
|
638
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(145
|
)
|
|
(204
|
)
|
|
—
|
|
|
(349
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
1
|
|
|
5
|
|
|
—
|
|
|
6
|
|
Deferred proceeds from Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
159
|
|
|
—
|
|
|
159
|
|
Capital expenditures related to Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
(204
|
)
|
|
—
|
|
|
(204
|
)
|
Other, net
|
—
|
|
|
—
|
|
|
(15
|
)
|
|
(30
|
)
|
|
—
|
|
|
(45
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
—
|
|
|
(167
|
)
|
|
(274
|
)
|
|
—
|
|
|
(441
|
)
|
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
(11
|
)
|
|
—
|
|
|
(16
|
)
|
Proceeds from long-term debt
|
—
|
|
|
400
|
|
|
—
|
|
|
11
|
|
|
—
|
|
|
411
|
|
Repayments of long-term debt
|
—
|
|
|
(532
|
)
|
|
(4
|
)
|
|
(55
|
)
|
|
—
|
|
|
(591
|
)
|
Refinancing costs
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
Proceeds and repayments from intercompany financing activities
|
—
|
|
|
140
|
|
|
(140
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Purchases of treasury stock, including related fees
|
(31
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(31
|
)
|
Dividends from subsidiary
|
45
|
|
|
145
|
|
|
—
|
|
|
—
|
|
|
(190
|
)
|
|
—
|
|
Dividends to parent
|
—
|
|
|
(45
|
)
|
|
(45
|
)
|
|
(100
|
)
|
|
190
|
|
|
—
|
|
Contributions from parent to subsidiary
|
—
|
|
|
(100
|
)
|
|
100
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock option exercises
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
Series A common stock dividends
|
(34
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34
|
)
|
Preferred stock dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other, net
|
4
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
Net cash provided by (used in) financing activities
|
4
|
|
|
—
|
|
|
(102
|
)
|
|
(155
|
)
|
|
—
|
|
|
(253
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Net increase (decrease) in cash and cash equivalents
|
—
|
|
|
—
|
|
|
5
|
|
|
(63
|
)
|
|
—
|
|
|
(58
|
)
|
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
|
128
|
|
|
612
|
|
|
—
|
|
|
740
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
—
|
|
|
133
|
|
|
549
|
|
|
—
|
|
|
682
|
|
|
Year Ended December 31, 2010
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
(42
|
)
|
|
—
|
|
|
49
|
|
|
445
|
|
|
—
|
|
|
452
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(88
|
)
|
|
(113
|
)
|
|
—
|
|
|
(201
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
(46
|
)
|
|
—
|
|
|
—
|
|
|
(46
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
4
|
|
|
22
|
|
|
—
|
|
|
26
|
|
Deferred proceeds from Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Capital expenditures related to Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
(312
|
)
|
|
—
|
|
|
(312
|
)
|
Other, net
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(21
|
)
|
|
—
|
|
|
(27
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
—
|
|
|
(136
|
)
|
|
(424
|
)
|
|
—
|
|
|
(560
|
)
|
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
—
|
|
|
—
|
|
|
3
|
|
|
(19
|
)
|
|
—
|
|
|
(16
|
)
|
Proceeds from long-term debt
|
—
|
|
|
600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
600
|
|
Repayments of long-term debt
|
—
|
|
|
(827
|
)
|
|
(2
|
)
|
|
(68
|
)
|
|
—
|
|
|
(897
|
)
|
Refinancing costs
|
—
|
|
|
(24
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24
|
)
|
Proceeds and repayments from intercompany financing activities
|
—
|
|
|
251
|
|
|
(218
|
)
|
|
(33
|
)
|
|
—
|
|
|
—
|
|
Purchases of treasury stock, including related fees
|
(48
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(48
|
)
|
Dividends from subsidiary
|
86
|
|
|
86
|
|
|
—
|
|
|
—
|
|
|
(172
|
)
|
|
—
|
|
Dividends to parent
|
—
|
|
|
(86
|
)
|
|
(86
|
)
|
|
—
|
|
|
172
|
|
|
—
|
|
Contributions from parent to subsidiary
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock option exercises
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
Series A common stock dividends
|
(28
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28
|
)
|
Preferred stock dividends
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
Other, net
|
16
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
14
|
|
Net cash provided by (used in) financing activities
|
37
|
|
|
—
|
|
|
(305
|
)
|
|
(120
|
)
|
|
—
|
|
|
(388
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
(18
|
)
|
Net increase (decrease) in cash and cash equivalents
|
(5
|
)
|
|
—
|
|
|
(392
|
)
|
|
(117
|
)
|
|
—
|
|
|
(514
|
)
|
Cash and cash equivalents as of beginning of period
|
5
|
|
|
—
|
|
|
520
|
|
|
729
|
|
|
—
|
|
|
1,254
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
—
|
|
|
128
|
|
|
612
|
|
|
—
|
|
|
740
|
|
|
Year Ended December 31, 2009
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
—
|
|
|
—
|
|
|
298
|
|
|
298
|
|
|
—
|
|
|
596
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(58
|
)
|
|
(118
|
)
|
|
—
|
|
|
(176
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
(9
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
132
|
|
|
39
|
|
|
—
|
|
|
171
|
|
Deferred proceeds from Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
412
|
|
|
—
|
|
|
412
|
|
Capital expenditures related to Ticona Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
(351
|
)
|
|
—
|
|
|
(351
|
)
|
Proceeds from sale of marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
—
|
|
|
15
|
|
Other, net
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
(27
|
)
|
|
—
|
|
|
(31
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
—
|
|
|
70
|
|
|
(39
|
)
|
|
—
|
|
|
31
|
|
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Short-term borrowings (repayments), net
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
(5
|
)
|
|
—
|
|
|
(9
|
)
|
Proceeds from long-term debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Repayments of long-term debt
|
—
|
|
|
(28
|
)
|
|
(16
|
)
|
|
(36
|
)
|
|
—
|
|
|
(80
|
)
|
Refinancing costs
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
Proceeds and repayments from intercompany financing activities
|
—
|
|
|
31
|
|
|
(31
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Purchases of treasury stock, including related fees
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Dividends from subsidiary
|
24
|
|
|
24
|
|
|
4
|
|
|
—
|
|
|
(52
|
)
|
|
—
|
|
Dividends to parent
|
—
|
|
|
(24
|
)
|
|
(24
|
)
|
|
(4
|
)
|
|
52
|
|
|
—
|
|
Contributions from parent to subsidiary
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock option exercises
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
Series A common stock dividends
|
(23
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23
|
)
|
Preferred stock dividends
|
(10
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10
|
)
|
Other, net
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Net cash provided by (used in) financing activities
|
5
|
|
|
—
|
|
|
(72
|
)
|
|
(45
|
)
|
|
—
|
|
|
(112
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
|
—
|
|
|
63
|
|
Net increase (decrease) in cash and cash equivalents
|
5
|
|
|
—
|
|
|
296
|
|
|
277
|
|
|
—
|
|
|
578
|
|
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
|
224
|
|
|
452
|
|
|
—
|
|
|
676
|
|
Cash and cash equivalents as of end of period
|
5
|
|
|
—
|
|
|
520
|
|
|
729
|
|
|
—
|
|
|
1,254
|
|
3.1
|
Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
3.2
|
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 with the SEC on October 29, 2008).
|
3.3
|
Certificate of Designations of 4.25% Convertible Perpetual Preferred Stock (incorporated by reference to Exhibit 3.3 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
4.1
|
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 with the SEC on January 13, 2005).
|
4.2
|
Indenture, dated September 24, 2010, by and among Celanese US Holdings LLC, the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on September 29, 2010).
|
4.3
|
Indenture, dated as of May 6, 2011, by and between Celanese US Holdings LLC, Celanese Corporation and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on May 6, 2011).
|
4.4
|
First Supplemental Indenture, 5.875% Senior Notes due 2021, dated as of May 6, 2011, by and between Celanese US Holdings LLC, the guarantors party thereto and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed with the SEC on May 6, 2011).
|
10.1†
|
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 May 28, 2010).
|
10.1(a)
|
First Amendment to Credit Agreement, dated June 30, 2009, among Celanese US Holdings LLC and the Majority Lenders under the Revolving Facility (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 1, 2009).
|
10.1(b)
|
Amendment Agreement, dated September 29, 2010 among Celanese Corporation, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC, the lenders party thereto, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, and Deutsche Bank Securities LLC and Banc of Americas Securities LLC as joint lead arrangers and joint book runners (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on September 29, 2010).
|
10.1(c)
|
Amended and Restated Credit Agreement, dated September 29, 2010 among Celanese Corporation, Celanese US Holdings LLC, the subsidiaries of Celanese US Holdings LLC from time to time party thereto as borrowers and guarantors, Deutsche Bank AG, New York Branch, as administrative agent and collateral agent, Deutsche Bank Securities LLC and Banc of Americas Securities LLC as joint lead arrangers and joint book runners, HSBC Securities (USA) Inc., JPMorgan Chase Bank, N.A., and The Royal Bank of Scotland PLC, as Co-Documentation Agents, the other lenders party thereto, and certain other agents for such lenders (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on September 29, 2010).
|
10.1(d)
|
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 May 28, 2010).
|
10.2‡
|
Celanese Corporation 2004 Deferred Compensation Plan (incorporated by reference to Exhibit 10.21 to the Registration Statement on Form S-1 (File No. 333-120187) filed with the SEC on January 3, 2005).
|
10.2(a)‡
|
Amendment to Celanese Corporation 2004 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).
|
10.2(b)‡
|
Form of 2007 Deferral Agreement between Celanese Corporation and award recipient, (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 3, 2007).
|
10.3‡
|
Celanese Corporation 2004 Stock Incentive Plan (incorporated by reference to Exhibit 10.8 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
10.3(a)‡
|
Form of Nonqualified Stock Option Agreement (for employees) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.8(a) to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
10.3(b)‡
|
Form of Amendment to Nonqualified Stock Option Agreement (for employees) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.5(b) to the Annual Report on Form 10-K filed with the SEC on February 12, 2010).
|
10.3(c)‡
|
Form of Amendment Two to Nonqualified Stock Option Agreement (for executive officers) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on January 26, 2009).
|
10.3(d)‡
|
Form of Nonqualified Stock Option Agreement (for non-employee directors) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.8(d) to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
10.3(e)‡
|
Form of Performance-Based Restricted Stock Unit Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on May 28, 2010).
|
10.3(f)‡
|
Form of Performance-Vesting Restricted Stock Unit Award Agreement between Celanese Corporation and award recipient, together with a schedule identifying substantially identical agreements between Celanese Corporation and each of its executive officers identified thereon (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on January 26, 2009).
|
10.3(g)‡
|
Performance Unit Award Agreement, dated December 11, 2008, between Celanese Corporation and David N. Weidman (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on January 26, 2009).
|
10.3(h)‡
|
Form of Time-Vesting Cash Award Agreement (for employees) between Celanese Corporation and award recipient, 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 with the SEC on January 26, 2009).
|
10.4‡
|
Celanese Corporation 2008 Deferred Compensation Plan (incorporated by reference to Exhibit 10.6 to the Annual Report on Form 10-K filed on February 29, 2008).
|
10.4(a)‡
|
Amendment Number One to Celanese Corporation 2008 Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-8 filed with the SEC on April 23, 2009).
|
10.5‡
|
Celanese Corporation 2009 Global Incentive Plan (incorporated by reference to Exhibit 4.4 to the Registration Statement on Form S-8 filed with the SEC on April 23, 2009).
|
10.5(a)‡
|
Form of 2009 Time-Vesting Restricted Stock Unit Award Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(b)‡
|
Form of 2009 Performance-Vesting Restricted Stock Unit Award Agreement between Celanese Corporation and award recipient, together with a schedule identifying substantially identical agreements between Celanese Corporation and each of its executive officers identified thereon (incorporated by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(c)‡
|
Form of 2009 Nonqualified Stock Option Award Agreement between Celanese Corporation and award recipient, together with a schedule identifying substantially identical agreements between Celanese Corporation and each of its executive officers identified thereon (incorporated by reference to Exhibit 10.7 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(d)‡
|
Form of Long-Term Incentive 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 10.8 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(e)‡
|
Time-Vesting Restricted Stock Unit Agreement, dated April 23, 2009, between Celanese Corporation and Gjon N. Nivica, Jr. (incorporated by reference to Exhibit 10.10 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(f)‡
|
Form of 2009 Time-Vesting Restricted Stock Unit Award Agreement (for non-employee directors) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.8 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2009).
|
10.5(g)‡
|
Form of 2010 Performance-Vesting Restricted Stock Unit Award Agreement) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 13, 2010).
|
10.5(h)‡
|
Form of 2010 Time-Vesting Restricted Stock Unit Award Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on September 13, 2010).
|
10.5(i)‡
|
Form of 2010 Nonqualified Stock Option Award Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on September 13, 2010).
|
10.5(j)‡
|
Form of 2011 Time-Vesting Restricted Stock Unit Award Agreement (for non-employee directors) between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on July 22, 2011).
|
10.5(k)‡
|
Form of 2011 Performance-Vesting Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 13, 2011).
|
10.5(l)‡
|
Form of 2011 Time-Vesting Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on September 13, 2011).
|
10.5(m)‡
|
Form of 2011 Nonqualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on September 13, 2011).
|
10.6‡
|
Celanese Corporation 2009 Employee Stock Purchase Program (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-8 filed on April 23, 2009).
|
10.7‡
|
Executive Severance Benefits Plan, dated July 21, 2010 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on July 27, 2010).
|
10.8‡
|
Summary of pension benefits for David N. Weidman (updated to include revisions effective after the summary was first filed as Exhibit 10.34 to the Annual Report on Form 10-K filed with the SEC on March 31, 2005) (incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
10.9‡
|
Offer Letter, dated February 25, 2009, between Celanese Corporation and Gjon N. Nivica, Jr. (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q filed with the SEC on April 28, 2009).
|
10.10‡
|
Offer Letter, dated November 18, 2009, between Celanese Corporation and Jacquelyn H. Wolf (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed with the SEC on May 28, 2010).
|
10.11‡
|
Letter Agreement, dated November 4, 2011, between Celanese Corporation and Mark C. Rohr (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on November 7, 2011).
|
10.12‡
|
Restrictive Covenant Agreement, dated September 7, 2011, between Celanese Corporation and James S. Alder (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed with the SEC on September 13, 2011).
|
10.13‡
|
Change in Control Agreement, dated April 1, 2008, between Celanese Corporation and David N. Weidman, together with a schedule identifying other substantially identical agreements between Celanese Corporation 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).
|
10.13(a)‡
|
Change in Control Agreement, dated May 1, 2008, between Celanese Corporation and Christopher W. Jensen (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on July 23, 2008).
|
10.13(b)‡
|
Form of 2010 Change in Control Agreement between Celanese Corporation and participant, together with a schedule of substantially identical agreements between Celanese Corporation and the individuals identified thereon (incorporated by reference to Exhibit 10.7 to the Quarterly Report on Form 10-Q filed with the SEC on July 29, 2010).
|
10.13(c)‡
|
Form of Amendment No. 1 to 2010 Form of Change in Control Agreement between Celanese Corporation and participant, together with a schedule of substantially identical agreements between Celanese Corporation and the individuals identified thereon (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q filed with the SEC on October 26, 2011).
|
10.14‡
|
Form of Long-Term Incentive Claw-Back Agreement between Celanese Corporation and award recipient (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on January 26, 2009).
|
10.15*‡
|
Summary of Non-Employee Director Compensation.
|
10.16
|
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 10.30 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
|
10.17
|
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).
|
10.18†
|
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 on Form 10-K filed on February 21, 2007).
|
10.18(a)
|
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).
|
10.18(b)
|
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 with the SEC on October 24, 2007).
|
12.1*
|
Statement of Computation of Ratio of Earnings to Fixed Charges.
|
21.1*
|
List of subsidiaries of Celanese Corporation.
|
23.1*
|
Consent of Independent Registered Public Accounting Firm of Celanese Corporation, KPMG LLP.
|
23.2*
|
Consent of Independent Auditors of CTE Petrochemicals Company, BDO USA, LLP.
|
23.3*
|
Consent of Independent Auditors of CTE Petrochemicals Company, Deloitte & Touche LLP.
|
23.4*
|
Consent of Independent Auditors of National Methanol Company, BDO Dr. Mohamed Al-Amri & Co.
|
23.5*
|
Consent of Independent Auditors of National Methanol Company, Deloitte & Touche Bakr Abulkhair & Co.
|
24.1*
|
Power of Attorney (included on the signature page of this Annual Report on Form 10-K).
|
31.1*
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2*
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1*
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2*
|
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
99.1*
|
Audited financial statements as of December 31, 2011 and 2010 and for each of the years in the three year period ended December 31, 2011 for CTE Petrochemicals Company.
|
99.2*
|
Audited financial statements as of December 31, 2011 and 2010 and for each of the years in the three year period ended December 31, 2011 for National Methanol Company.
|
101.INS**
|
XBRL Instance Document.
|
101.SCH**
|
XBRL Taxonomy Extension Schema Document.
|
101.CAL**
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF**
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
101.LAB**
|
XBRL Taxonomy Extension Label Linkbase Document.
|
101.PRE**
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
Year Ended December 31,
|
|||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
2007
|
|||||
|
(In $ millions, except ratios)
|
|||||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|||||
Earnings (loss) from continuing operations before tax
|
755
|
|
|
538
|
|
|
251
|
|
|
433
|
|
|
437
|
|
Subtract
|
|
|
|
|
|
|
|
|
|
|||||
Equity in net earnings of affiliates
|
(192
|
)
|
|
(168
|
)
|
|
(99
|
)
|
|
(172
|
)
|
|
(150
|
)
|
Add
|
|
|
|
|
|
|
|
|
|
|||||
Income distributions from equity investments
|
205
|
|
|
138
|
|
|
78
|
|
|
183
|
|
|
135
|
|
Amortization of capitalized interest
|
4
|
|
|
2
|
|
|
2
|
|
|
2
|
|
|
1
|
|
Total fixed charges
|
280
|
|
|
262
|
|
|
268
|
|
|
324
|
|
|
322
|
|
Total earnings as defined before combined fixed charges
|
1,052
|
|
|
772
|
|
|
500
|
|
|
770
|
|
|
745
|
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense
|
221
|
|
|
204
|
|
|
207
|
|
|
261
|
|
|
262
|
|
Capitalized interest
|
1
|
|
|
2
|
|
|
2
|
|
|
6
|
|
|
9
|
|
Estimated interest portion of rent expense
|
58
|
|
|
53
|
|
|
49
|
|
|
47
|
|
|
41
|
|
Cumulative preferred stock dividends
|
—
|
|
|
3
|
|
|
10
|
|
|
10
|
|
|
10
|
|
Guaranteed payment to minority shareholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total combined fixed charges
|
280
|
|
|
262
|
|
|
268
|
|
|
324
|
|
|
322
|
|
Ratio of earnings to combined fixed charges
|
3.8x
|
|
2.9x
|
|
1.9x
|
|
2.4x
|
|
2.3x
|
Name of Company
|
|
Jurisdiction
|
1776461 Canada Inc.
|
|
Canada
|
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
|
BCP Holdings GmbH
|
|
Germany
|
CAPE Holding GmbH
|
|
Germany
|
CCC Environmental Management and Solutions GmbH & Co. KG
|
|
Germany
|
CCC Environmental Management and Solutions Verwaltungs-GmbH
|
|
Germany
|
Celanese (China) Holding Co., Ltd.
|
|
China
|
Celanese (Nanjing) Acetyl Derivatives Co., Ltd.
|
|
China
|
Celanese (Nanjing) Acetyl Intermediates Co., Ltd.
|
|
China
|
Celanese (Nanjing) Chemical 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 Alpine S. à r.l. & Co. KG
|
|
Germany
|
Celanese Americas LLC
|
|
Delaware
|
Celanese Canada Inc.
|
|
Canada
|
Celanese Chemicals Europe GmbH
|
|
Germany
|
Celanese Chemicals Ibérica S.L
|
|
Spain
|
Celanese Chemicals Inc.
|
|
Delaware
|
Celanese Chemicals India Private Ltd
|
|
India
|
Celanese Chemicals S.A. (Pty) Ltd.
|
|
South Africa
|
Celanese Chemicals UK Ltd.
|
|
United Kingdom
|
Celanese Deutschland Holding GmbH
|
|
Germany
|
Celanese do Brasil Ltda.
|
|
Brazil
|
Celanese Emulsions B.V
|
|
Netherlands
|
Celanese Emulsions GmbH
|
|
Germany
|
Celanese Emulsions Ltd.
|
|
United Kingdom
|
Celanese Emulsions Norden AB
|
|
Sweden
|
Celanese Emulsions Pension Plan Trust Ltd
|
|
United Kingdom
|
Celanese EVA Performance Polymers Corporation
|
|
North Carolina
|
Celanese EVA Performance Polymers Inc.
|
|
Canada
|
Celanese EVA Performance Polymers Partnership
|
|
Canada
|
Celanese Far East Ltd.
|
|
Hong Kong
|
Celanese Global Relocation LLC
|
|
Delaware
|
Celanese GmbH
|
|
Germany
|
Celanese Holding GmbH
|
|
Germany
|
Celanese Holdings B.V
|
|
Netherlands
|
Celanese Holdings Luxembourg S.à r.l
|
|
Luxembourg
|
Celanese Hungary Kft.
|
|
Hungary
|
Celanese International Corporation
|
|
Delaware
|
Celanese International Holdings Luxembourg S.à r.l
|
|
Luxembourg
|
Celanese Japan Limited
|
|
Japan
|
Celanese Korea Chusik Hoesa
|
|
Korea
|
Celanese Ltd.
|
|
Texas
|
Celanese Mexico Holdings LLC
|
|
Delaware
|
Celanese Polisinteza d.o.o.*†
|
|
Slovenia
|
Celanese Pte. Ltd.
|
|
Singapore
|
Celanese S.A.
|
|
Argentina
|
Celanese S.A./N.V.
|
|
Belgium
|
Celanese Singapore Pte. Ltd.
|
|
Singapore
|
Celanese Singapore VAM Pte. Ltd.
|
|
Singapore
|
Celanese US Holdings LLC
|
|
Delaware
|
Celanese Ventures USA, Inc.
|
|
Delaware
|
Celstran GmbH
|
|
Germany
|
Celtran Inc.
|
|
Delaware
|
Celwood Insurance Company
|
|
Vermont
|
CNA Funding LLC
|
|
Delaware
|
CNA Holdings LLC
|
|
Delaware
|
Crystal US Sub 3 Corp.
|
|
Delaware
|
Edmonton Methanol Company
|
|
Canada
|
Elwood Insurance Limited
|
|
Bermuda
|
Estech GmbH & Co. KG**†
|
|
Germany
|
Grupo Celanese, S. de R.L. de C.V.***
|
|
Mexico
|
HNA Acquisition ULC
|
|
Canada
|
Hoechst Italia S.p.A.†
|
|
Italy
|
InfraServ Verwaltungs GmbH
|
|
Germany
|
KEP Americas Engineering Plastics, LLC
|
|
Delaware
|
KEP Europe GmbH
|
|
Germany
|
Majoriva GmbH
|
|
Germany
|
Methanol Holdco Cayman Ltd.
|
|
Cayman Islands
|
Northern Mountains Celcan LP
|
|
Canada
|
NutriCapital Inc.
|
|
Delaware
|
Nutrinova Benelux S.A./N.V.†
|
|
Belgium
|
Nutrinova France S.à r.l
|
|
France
|
Nutrinova Inc.
|
|
Delaware
|
Nutrinova Nutrition Specialties & Food Ingredients GmbH
|
|
Germany
|
RIOMAVA GmbH
|
|
Germany
|
Servicios Corporativos Celanese S. de R.L. de C.V.
|
|
Mexico
|
Tenedora Tercera de Toluca S. de R.L. de C.V.
|
|
Mexico
|
Ticona Austria GmbH
|
|
Austria
|
Ticona CR s.r.o
|
|
Czech Republic
|
Ticona Fortron Inc.
|
|
Delaware
|
Ticona France S.à r.l
|
|
France
|
Ticona GmbH
|
|
Germany
|
Ticona Industrial Co. Ltd.
|
|
South Korea
|
Ticona Italia S.r.L
|
|
Italy
|
Ticona Japan Ltd.
|
|
Japan
|
Ticona Korea Ltd.
|
|
Korea
|
Ticona LLC
|
|
Delaware
|
Ticona PBT Holding B.V.
|
|
Netherlands
|
Ticona Polymers Inc.
|
|
Delaware
|
Ticona Polymers Ltda.
|
|
Brazil
|
Ticona Technische Polymere gAG
|
|
Russia
|
Ticona Teknik Polimerler Sanayi ve Tic. Ltd.****†
|
|
Turkey
|
Ticona UK Limited
|
|
United Kingdom
|
Transatlantique Chimie S.A.
|
|
France
|
Tydeus Erste Vermögensverwaltungs GmbH
|
|
Germany
|
Tydeus Zweite Vermögensverwaltungs GmbH
|
|
Germany
|
US Pet Film Inc.
|
|
Delaware
|
*
|
Aggregate ownership is 76.00%
|
|
|
|
|
**
|
Aggregate ownership is 51.00%
|
|
|
|
|
***
|
Aggregate ownership is 99.89%
|
|
|
|
|
****
|
Aggregate ownership is 99.95%
|
|
|
|
|
†
|
In liquidation
|
|
|
|
/s/ DAVID N. WEIDMAN
|
|
|
/s/ STEVEN M. STERIN
|
|
|
/s/ DAVID N. WEIDMAN
|
|
|
|
|
|
David N. Weidman
|
|
|
Chairman of the Board of Directors and
|
|
|
Chief Executive Officer
|
|
|
|
|
|
Date: February 10, 2012
|
|
|
/s/ STEVEN M. STERIN
|
|
|
|
|
|
Steven M. Sterin
|
|
|
Senior Vice President and
|
|
|
Chief Financial Officer
|
|
|
|
|
|
Date: February 10, 2012
|
|
PAGE
|
Independent Auditors' Report
|
2
|
Independent Auditors' Report
|
3
|
Statements of Operations for the years ended December 31, 2011, 2010 and 2009
|
4
|
Balance Sheets as of December 31, 2011 and 2010
|
5
|
Statements of Partners' Capital for the years ended December 31, 2011, 2010 and 2009
|
6
|
Statements of Cash Flows for the years ended December 31, 2011, 2010 and 2009
|
7
|
Notes to Financial Statements
|
8-9
|
|
Year Ended December 31,
|
||||||||||
|
2011
|
|
2010
|
|
2009
|
||||||
|
(In thousands)
|
||||||||||
Equity in net earnings of Ibn Sina
|
$
|
232,250
|
|
|
$
|
161,704
|
|
|
$
|
134,466
|
|
Administrative expenses
|
(119
|
)
|
|
—
|
|
|
—
|
|
|||
Withholding tax expense
|
(11,329
|
)
|
|
(7,698
|
)
|
|
(4,126
|
)
|
|||
Income tax benefit
|
—
|
|
|
—
|
|
|
4,750
|
|
|||
Net earnings
|
$
|
220,802
|
|
|
$
|
154,006
|
|
|
$
|
135,090
|
|
|
As of December 31,
|
||||||
|
2011
|
|
2010
|
||||
|
(In thousands)
|
||||||
Assets
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash
|
$
|
68
|
|
|
$
|
—
|
|
Total current assets
|
68
|
|
|
—
|
|
||
|
|
|
|
||||
Investment in Ibn Sina
|
143,827
|
|
|
143,789
|
|
||
|
|
|
|
||||
Total assets
|
$
|
143,895
|
|
|
$
|
143,789
|
|
|
|
|
|
||||
Liabilities and Partners' Capital
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accrued liabilities
|
$
|
55
|
|
|
$
|
—
|
|
Total current liabilities
|
55
|
|
|
—
|
|
||
|
|
|
|
||||
Partners' capital
|
143,840
|
|
|
143,789
|
|
||
|
|
|
|
||||
Total liabilities and partners' capital
|
$
|
143,895
|
|
|
$
|
143,789
|
|
|
2011
|
|
2010
|
|
2009
|
||||||||||||||||||||||||||||||
|
Texas
|
|
|
|
|
|
Texas
|
|
|
|
|
|
Texas
|
|
|
|
|
||||||||||||||||||
|
Eastern
|
|
Elwood
|
|
|
|
Eastern
|
|
Elwood
|
|
|
|
Eastern
|
|
Elwood
|
|
|
||||||||||||||||||
|
Arabian
|
|
Insurance
|
|
|
|
Arabian
|
|
Insurance
|
|
|
|
Arabian
|
|
Insurance
|
|
|
||||||||||||||||||
|
Ltd.
|
|
Ltd.
|
|
Total
|
|
Ltd.
|
|
Ltd.
|
|
Total
|
|
Ltd.
|
|
Ltd.
|
|
Total
|
||||||||||||||||||
|
(In thousands)
|
|
(In thousands)
|
|
(In thousands)
|
||||||||||||||||||||||||||||||
Partners' Capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Balance as of the beginning of the period
|
$
|
72,344
|
|
|
$
|
73,195
|
|
|
$
|
145,539
|
|
|
$
|
72,748
|
|
|
$
|
72,747
|
|
|
$
|
145,495
|
|
|
$
|
46,143
|
|
|
$
|
46,143
|
|
|
$
|
92,286
|
|
Net earnings
|
110,401
|
|
|
110,401
|
|
|
220,802
|
|
|
77,003
|
|
|
77,003
|
|
|
154,006
|
|
|
67,545
|
|
|
67,545
|
|
|
135,090
|
|
|||||||||
Net dividends
|
(109,489
|
)
|
|
(105,620
|
)
|
|
(215,109
|
)
|
|
(77,407
|
)
|
|
(76,555
|
)
|
|
(153,962
|
)
|
|
(40,940
|
)
|
|
(40,941
|
)
|
|
(81,881
|
)
|
|||||||||
Balance as of the end of the year
|
73,256
|
|
|
77,976
|
|
|
151,232
|
|
|
72,344
|
|
|
73,195
|
|
|
145,539
|
|
|
72,748
|
|
|
72,747
|
|
|
145,495
|
|
|||||||||
Accumulated Other Comprehensive Income (Loss), Net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Balance as of the beginning of the period
|
(875
|
)
|
|
(875
|
)
|
|
(1,750
|
)
|
|
(612
|
)
|
|
(611
|
)
|
|
(1,223
|
)
|
|
(1,024
|
)
|
|
(1,024
|
)
|
|
(2,048
|
)
|
|||||||||
Pension and postretirement benefits
|
(2,821
|
)
|
|
(2,821
|
)
|
|
(5,642
|
)
|
|
(263
|
)
|
|
(264
|
)
|
|
(527
|
)
|
|
412
|
|
|
413
|
|
|
825
|
|
|||||||||
Balance as of the end of the period
|
(3,696
|
)
|
|
(3,696
|
)
|
|
(7,392
|
)
|
|
(875
|
)
|
|
(875
|
)
|
|
(1,750
|
)
|
|
(612
|
)
|
|
(611
|
)
|
|
(1,223
|
)
|
|||||||||
Total Partners' Capital
|
$
|
69,560
|
|
|
$
|
74,280
|
|
|
$
|
143,840
|
|
|
$
|
71,469
|
|
|
$
|
72,320
|
|
|
$
|
143,789
|
|
|
$
|
72,136
|
|
|
$
|
72,136
|
|
|
$
|
144,272
|
|
|
Year Ended December 31,
|
||||||||||
|
2011
|
|
2010
|
|
2009
|
||||||
|
(In thousands)
|
||||||||||
Operating activities
|
|
|
|
|
|
||||||
Net earnings
|
$
|
220,802
|
|
|
$
|
154,006
|
|
|
$
|
135,090
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Equity in net earnings of Ibn Sina
|
(232,250
|
)
|
|
(161,704
|
)
|
|
(134,466
|
)
|
|||
Dividends received
|
226,570
|
|
|
176,159
|
|
|
86,007
|
|
|||
Income taxes payable
|
—
|
|
|
(14,499
|
)
|
|
(4,750
|
)
|
|||
Accrued liabilities
|
55
|
|
|
—
|
|
|
—
|
|
|||
Net cash provided by operating activities
|
215,177
|
|
|
153,962
|
|
|
81,881
|
|
|||
Financing activities
|
|
|
|
|
|
||||||
Dividends paid
|
(215,109
|
)
|
|
(153,962
|
)
|
|
(81,881
|
)
|
|||
Net cash used in financing activities
|
(215,109
|
)
|
|
(153,962
|
)
|
|
(81,881
|
)
|
|||
Net change in cash and cash equivalents
|
68
|
|
|
—
|
|
|
—
|
|
|||
Cash and cash equivalents at beginning of period
|
—
|
|
|
—
|
|
|
—
|
|
|||
Cash and cash equivalents at end of period
|
$
|
68
|
|
|
$
|
—
|
|
|
$
|
—
|
|
1.
|
Description of the Company and Basis of Presentation
|
2.
|
Summary of Accounting Policies
|
•
|
Estimates and assumptions
|
•
|
Investment in Ibn Sina
|
•
|
Dividends
|
•
|
Accumulated Other Comprehensive Income
|
3.
|
Investment in Ibn Sina
|
|
Year Ended December 31,
|
||||||||||
|
2011
|
|
2010
|
|
2009
|
||||||
Total Assets
|
$
|
529,100
|
|
|
$
|
480,263
|
|
|
$
|
468,447
|
|
Debt
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total Liabilities
|
222,123
|
|
|
183,977
|
|
|
140,229
|
|
|||
Net Sales
|
1,242,616
|
|
|
930,617
|
|
|
752,572
|
|
|||
Operating Profit
|
576,476
|
|
|
387,722
|
|
|
324,991
|
|
|||
Net Income
|
515,650
|
|
|
343,639
|
|
|
289,100
|
|
4.
|
Taxes
|
5.
|
Subsequent Events
|
|
|
|
|
|
INDEX
|
PAGE
|
Independent auditors' reports
|
2 -3
|
Balance sheets
|
4
|
Statements of income
|
5
|
Statements of cash flows
|
6
|
Statements of partners' equity
|
7
|
Notes to the financial statements
|
8 - 22
|
|
|
|
|
|
|
|||||||
|
|
|
2011
|
|
|
2010
|
|
|
Note
|
|
SR 000
|
|
|
SR 000
|
|
ASSETS
|
|
|
|
|
|
||
Current assets
|
|
|
|
|
|
||
Cash and cash equivalents
|
3
|
|
395,340
|
|
|
335,234
|
|
Trade receivables from related parties
|
17
|
|
502,597
|
|
|
462,130
|
|
Inventories
|
4
|
|
201,728
|
|
|
219,202
|
|
Other receivables and prepayments
|
5
|
|
56,844
|
|
|
37,695
|
|
Total current assets
|
|
|
1,156,509
|
|
|
1,054,261
|
|
|
|
|
|
|
|
||
Non-current assets
|
|
|
|
|
|
||
Property, plant and equipment
|
6
|
|
615,764
|
|
|
621,607
|
|
Project under construction
|
7
|
|
114,923
|
|
|
28,663
|
|
Intangible assets
|
8
|
|
63,106
|
|
|
38,736
|
|
Other non-current assets
|
9
|
|
20,923
|
|
|
54,020
|
|
Total non-current assets
|
|
|
814,716
|
|
|
743,026
|
|
TOTAL ASSETS
|
|
|
1,971,225
|
|
|
1,797,287
|
|
|
|
|
|
|
|
||
LIABILITIES AND PARTNERS' EQUITY
|
|
|
|
|
|
||
Current liabilities
|
|
|
|
|
|
||
Accounts payable
|
11
|
|
39,964
|
|
|
46,538
|
|
Accrued and other current liabilities
|
12
|
|
578,064
|
|
|
490,987
|
|
Total current liabilities
|
|
|
618,028
|
|
|
537,525
|
|
|
|
|
|
|
|
||
Non-current liabilities
|
|
|
|
|
|
||
End-of-service indemnities
|
13
|
|
107,760
|
|
|
96,244
|
|
Other liabilities
|
14
|
|
18,814
|
|
|
15,139
|
|
Total non-current liabilities
|
|
|
126,574
|
|
|
111,383
|
|
|
|
|
|
|
|
||
Partners' equity
|
|
|
|
|
|
||
Share capital
|
1
|
|
558,000
|
|
|
558,000
|
|
Statutory reserve
|
20
|
|
279,000
|
|
|
279,000
|
|
Retained earnings
|
|
|
389,623
|
|
|
311,379
|
|
Total partners' equity
|
|
|
1,226,623
|
|
|
1,148,379
|
|
TOTAL LIABILITIES AND PARTNERS' EQUITY
|
|
|
1,971,225
|
|
|
1,797,287
|
|
|
|
|
|
|
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
Note
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Sales
|
17
|
|
4,659,811
|
|
|
3,489,813
|
|
|
2,822,144
|
|
Cost of sales
|
17
|
|
(2,474,365
|
)
|
|
(2,021,016
|
)
|
|
(1,585,055
|
)
|
Gross profit
|
|
|
2,185,446
|
|
|
1,468,797
|
|
|
1,237,089
|
|
Distribution expenses
|
|
|
(1,011
|
)
|
|
(372
|
)
|
|
(525
|
)
|
General and administrative expenses
|
16,17
|
|
(20,221
|
)
|
|
(16,335
|
)
|
|
(14,817
|
)
|
Operating income
|
|
|
2,164,214
|
|
|
1,452,090
|
|
|
1,221,747
|
|
Financial income
|
|
|
1,841
|
|
|
2,077
|
|
|
812
|
|
Other income, net
|
|
|
13,174
|
|
|
5,908
|
|
|
4,155
|
|
NET INCOME
|
|
|
2,179,229
|
|
|
1,460,075
|
|
|
1,226,714
|
|
|
|
|
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|||
Net income
|
2,179,229
|
|
|
1,460,075
|
|
|
1,226,714
|
|
Adjustments for:
|
|
|
|
|
|
|||
Depreciation
|
159,248
|
|
|
97,306
|
|
|
94,850
|
|
Amortization of intangible assets
|
29,593
|
|
|
51,992
|
|
|
57,280
|
|
End-of-service indemnities
|
14,669
|
|
|
14,750
|
|
|
7,040
|
|
Loss on disposal of property, plant and equipment
|
—
|
|
|
—
|
|
|
460
|
|
|
|
|
|
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|||
Trade receivables from related parties
|
(40,467
|
)
|
|
9,640
|
|
|
(145,618
|
)
|
Inventories
|
17,474
|
|
|
(38,484
|
)
|
|
(57,761
|
)
|
Other receivables and prepayments
|
(19,149
|
)
|
|
14,451
|
|
|
(18,106
|
)
|
Accounts payable
|
(6,574
|
)
|
|
16,713
|
|
|
(1,147
|
)
|
Accrued and other current liabilities
|
11,424
|
|
|
51,551
|
|
|
171,636
|
|
Other liabilities
|
3,675
|
|
|
(283
|
)
|
|
(3,490
|
)
|
End-of-service indemnities paid
|
(3,153
|
)
|
|
(1,877
|
)
|
|
(24,128
|
)
|
Zakat and income tax paid
|
(186,229
|
)
|
|
(137,746
|
)
|
|
(190,923
|
)
|
Net cash from operating activities
|
2,159,740
|
|
|
1,538,088
|
|
|
1,116,807
|
|
|
|
|
|
|
|
|||
INVESTING ACTIVITIES
|
|
|
|
|
|
|||
Additions to property, plant and equipment
|
(153,405
|
)
|
|
(48,933
|
)
|
|
(50,973
|
)
|
Proceeds from disposal of property, plant and equipment
|
—
|
|
|
—
|
|
|
486
|
|
Additions to project under construction
|
(79,368
|
)
|
|
(19,642
|
)
|
|
—
|
|
Additions to intangible assets
|
(53,963
|
)
|
|
(51,464
|
)
|
|
(73,103
|
)
|
Other non-current assets
|
33,097
|
|
|
997
|
|
|
(921
|
)
|
Net cash used in investing activities
|
(253,639
|
)
|
|
(119,042
|
)
|
|
(124,511
|
)
|
|
|
|
|
|
|
|||
FINANCING ACTIVITIES
|
|
|
|
|
|
|||
Dividends paid net of zakat and income tax
|
(1,845,995
|
)
|
|
(1,368,130
|
)
|
|
(763,186
|
)
|
Net cash used in financing activities
|
(1,845,995
|
)
|
|
(1,368,130
|
)
|
|
(763,186
|
)
|
Net change in cash and cash equivalents
|
60,106
|
|
|
50,916
|
|
|
229,110
|
|
Cash and cash equivalents, January 1
|
335,234
|
|
|
284,318
|
|
|
55,208
|
|
CASH AND CASH EQUIVALENTS, DECEMBER 31
|
395,340
|
|
|
335,234
|
|
|
284,318
|
|
|
|
|
|
|
|
|||
Non-cash transactions:
|
|
|
|
|
|
|||
|
|
|
|
|
|
|||
Accruals for additions to project under construction
|
6,892
|
|
|
9,021
|
|
|
—
|
|
Construction in progress transferred to employee home ownership receivables
|
—
|
|
|
27,683
|
|
|
—
|
|
|
|
|
|
|
|
|
|
Saudi
|
|
|
|
|
|
||
|
|
|
Basic
|
|
|
CTE
|
|
|
|
|
|
|
|
Industries
|
|
|
Petrochemicals
|
|
|
|
|
|
|
|
Corporation
|
|
|
Company
|
|
|
Total
|
|
|
Note
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Share capital
|
|
|
|
|
|
|
|
|||
December 31, 2011, 2010 and 2009
|
1
|
|
279,000
|
|
|
279,000
|
|
|
558,000
|
|
Statutory reserve
|
|
|
|
|
|
|
|
|||
December 31, 2011, 2010 and 2009
|
20
|
|
139,500
|
|
|
139,500
|
|
|
279,000
|
|
Retained earnings
|
|
|
|
|
|
|
|
|||
January 1, 2009
|
|
|
58,472
|
|
|
14,408
|
|
|
72,880
|
|
Net income for the year
|
|
|
613,357
|
|
|
613,357
|
|
|
1,226,714
|
|
Zakat and income tax for year
|
15
|
|
(16,495
|
)
|
|
(121,047
|
)
|
|
(137,542
|
)
|
Amounts withheld from partners towards zakat and income tax
|
|
|
—
|
|
|
106,105
|
|
|
106,105
|
|
Dividend related to year 2008, net
|
|
|
(58,616
|
)
|
|
(15,640
|
)
|
|
(74,256
|
)
|
Dividend related to current year
|
|
|
(397,518
|
)
|
|
(397,517
|
)
|
|
(795,035
|
)
|
December 31, 2009
|
|
|
199,200
|
|
|
199,666
|
|
|
398,866
|
|
|
|
|
|
|
|
|
|
|||
Net income for the year
|
|
|
730,038
|
|
|
730,037
|
|
|
1,460,075
|
|
Zakat and income tax for year
|
15
|
|
(19,846
|
)
|
|
(159,586
|
)
|
|
(179,432
|
)
|
Amounts withheld from partners towards zakat and income tax
|
|
|
—
|
|
|
97,421
|
|
|
97,421
|
|
Dividend related to year 2009, net
|
|
|
(199,304
|
)
|
|
(192,049
|
)
|
|
(391,353
|
)
|
Dividend related to current year
|
|
|
(537,099
|
)
|
|
(537,099
|
)
|
|
(1,074,198
|
)
|
December 31, 2010
|
|
|
172,989
|
|
|
138,390
|
|
|
311,379
|
|
|
|
|
|
|
|
|
|
|||
Net income for the year
|
|
|
1,089,615
|
|
|
1,089,614
|
|
|
2,179,229
|
|
Zakat and income tax for year
|
15
|
|
(28,549
|
)
|
|
(226,441
|
)
|
|
(254,990
|
)
|
Amounts withheld from partners towards zakat and income tax
|
|
|
—
|
|
|
113,099
|
|
|
113,099
|
|
Dividend related to year 2010, net
|
|
|
(173,185
|
)
|
|
(139,564
|
)
|
|
(312,749
|
)
|
Dividend related to current year
|
|
|
(823,173
|
)
|
|
(823,172
|
)
|
|
(1,646,345
|
)
|
December 31, 2011
|
|
|
237,697
|
|
|
151,926
|
|
|
389,623
|
|
|
|
|
|
|
|
|
|
|||
Total partners' equity
|
|
|
|
|
|
|
|
|||
December 31, 2011
|
|
|
656,197
|
|
|
570,426
|
|
|
1,226,623
|
|
December 31, 2010
|
|
|
591,489
|
|
|
556,890
|
|
|
1,148,379
|
|
December 31, 2009
|
|
|
617,700
|
|
|
618,166
|
|
|
1,235,866
|
|
|
|
|
|
|
1.
|
ORGANIZATION AND ACTIVITIES
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
|
|
|
|
|
|
Years
|
|
Buildings
|
33
|
|
Plant and equipment
|
5-20
|
|
Furniture, fixtures and vehicles
|
4-10
|
|
Catalyst
|
1-6
|
|
|
|
|
|
|
|
|
|
|
|
3.
|
CASH AND CASH EQUIVALENTS
|
|
2011
SR
000
|
|
|
2010
SR 000
|
|
Cash and bank balances
|
114,090
|
|
|
140,234
|
|
Time deposits
|
281,250
|
|
|
195,000
|
|
|
395,340
|
|
|
335,234
|
|
|
|
|
|
|
4.
|
INVENTORIES
|
|
2011
SR 000
|
|
|
2010
SR 000
|
|
Finished goods
|
130,886
|
|
|
113,563
|
|
Chemicals
|
21,214
|
|
|
10,276
|
|
Spare parts and supplies
|
36,157
|
|
|
80,952
|
|
Goods in transit
|
13,471
|
|
|
14,411
|
|
|
201,728
|
|
|
219,202
|
|
5.
|
OTHER RECEIVABLES AND PREPAYMENTS
|
|
2011
SR 000
|
|
|
2010
SR 000
|
|
Advances to related parties (note 17)
|
33,926
|
|
|
25,930
|
|
Prepayments
|
11,321
|
|
|
7,316
|
|
Others
|
11,597
|
|
|
4,449
|
|
|
56,844
|
|
|
37,695
|
|
6.
|
PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
|
|
|
|
Furniture,
|
|
|
|
|
|
|||||
|
|
|
Plant and
|
|
|
|
|
fixtures and
|
|
|
Construction
|
|
|
|
|||
|
Buildings
|
|
|
equipment
|
|
|
Catalyst
|
|
|
vehicles
|
|
|
in progress
|
|
|
Total
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
||||||
January 1, 2011
|
311,568
|
|
|
2,187,052
|
|
|
141,154
|
|
|
80,383
|
|
|
6,951
|
|
|
2,727,108
|
|
Additions
|
—
|
|
|
65,182
|
|
|
27,093
|
|
|
1,496
|
|
|
58,848
|
|
|
152,619
|
|
Transfers
|
113
|
|
|
12,073
|
|
|
2,874
|
|
|
4,221
|
|
|
(19,143
|
)
|
|
138
|
|
December 31, 2011
|
311,681
|
|
|
2,264,307
|
|
|
171,121
|
|
|
86,100
|
|
|
46,656
|
|
|
2,879,865
|
|
Accumulated depreciation
|
|
|
|
|
|
|
|
|
|
|
|
||||||
January 1, 2011
|
215,399
|
|
|
1,747,798
|
|
|
68,858
|
|
|
73,446
|
|
|
—
|
|
|
2,105,501
|
|
Charge for year
|
9,528
|
|
|
94,666
|
|
|
52,587
|
|
|
2,467
|
|
|
—
|
|
|
159,248
|
|
Transfers
|
(648
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(648
|
)
|
December 31, 2011
|
224,279
|
|
|
1,842,464
|
|
|
121,445
|
|
|
75,913
|
|
|
—
|
|
|
2,264,101
|
|
Net book value
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2011
|
87,402
|
|
|
421,843
|
|
|
49,676
|
|
|
10,187
|
|
|
46,656
|
|
|
615,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Furniture,
|
|
|
|
|
|
|||||
|
|
|
Plant and
|
|
|
|
|
fixtures and
|
|
|
Construction
|
|
|
|
|||
|
Buildings
|
|
|
equipment
|
|
|
Catalyst
|
|
|
vehicles
|
|
|
in progress
|
|
|
Total
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
||||||
January 1, 2010
|
311,568
|
|
|
2,133,933
|
|
|
121,294
|
|
|
79,830
|
|
|
59,233
|
|
|
2,705,858
|
|
Additions
|
—
|
|
|
23,509
|
|
|
766
|
|
|
553
|
|
|
24,105
|
|
|
48,933
|
|
Transfers
|
—
|
|
|
29,610
|
|
|
19,094
|
|
|
—
|
|
|
(76,387
|
)
|
|
(27,683
|
)
|
December 31, 2010
|
311,568
|
|
|
2,187,052
|
|
|
141,154
|
|
|
80,383
|
|
|
6,951
|
|
|
2,727,108
|
|
Accumulated depreciation
|
|
|
|
|
|
|
|
|
|
|
|
||||||
January 1, 2010
|
205,840
|
|
|
1,673,270
|
|
|
57,872
|
|
|
71,213
|
|
|
—
|
|
|
2,008,195
|
|
Charge for year
|
9,559
|
|
|
74,528
|
|
|
10,986
|
|
|
2,233
|
|
|
—
|
|
|
97,306
|
|
December 31, 2010
|
215,399
|
|
|
1,747,798
|
|
|
68,858
|
|
|
73,446
|
|
|
—
|
|
|
2,105,501
|
|
Net book value
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2010
|
96,169
|
|
|
439,254
|
|
|
72,296
|
|
|
6,937
|
|
|
6,951
|
|
|
621,607
|
|
7.
|
PROJECT UNDER CONSTRUCTION
|
|
|
|
|
|
8.
|
INTANGIBLE ASSETS
|
|
Employee
|
|
|
|
|
|
|
|
|||
|
home
|
|
|
|
|
Software
|
|
|
|
||
|
ownership
|
|
|
Turnaround
|
|
|
development
|
|
|
|
|
|
costs
|
|
|
costs
|
|
|
costs
|
|
|
Total
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Cost
|
|
|
|
|
|
|
|
||||
January 1, 2011
|
4,359
|
|
|
218,652
|
|
|
17,585
|
|
|
240,596
|
|
Additions
|
1,518
|
|
|
51,067
|
|
|
1,378
|
|
|
53,963
|
|
December 31, 2011
|
5,877
|
|
|
269,719
|
|
|
18,963
|
|
|
294,559
|
|
Amortization
|
|
|
|
|
|
|
|
||||
January 1, 2011
|
2,129
|
|
|
182,146
|
|
|
17,585
|
|
|
201,860
|
|
Charge for the year
|
1,623
|
|
|
27,970
|
|
|
—
|
|
|
29,593
|
|
December 31, 2011
|
3,752
|
|
|
210,116
|
|
|
17,585
|
|
|
231,453
|
|
Net book value
|
|
|
|
|
|
|
|
||||
December 31, 2011
|
2,125
|
|
|
59,603
|
|
|
1,378
|
|
|
63,106
|
|
|
Employee
|
|
|
|
|
|
|
|
|||
|
home
|
|
|
|
|
Software
|
|
|
|
||
|
ownership
|
|
|
Turnaround
|
|
|
development
|
|
|
|
|
|
costs
|
|
|
costs
|
|
|
costs
|
|
|
Total
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Cost
|
|
|
|
|
|
|
|
||||
January 1, 2010
|
4,359
|
|
|
167,188
|
|
|
17,585
|
|
|
189,132
|
|
Additions
|
—
|
|
|
51,464
|
|
|
—
|
|
|
51,464
|
|
December 31, 2010
|
4,359
|
|
|
218,652
|
|
|
17,585
|
|
|
240,596
|
|
Amortization
|
|
|
|
|
|
|
|
||||
January 1, 2010
|
1,257
|
|
|
131,026
|
|
|
17,585
|
|
|
149,868
|
|
Charge for the year
|
872
|
|
|
51,120
|
|
|
—
|
|
|
51,992
|
|
December 31, 2010
|
2,129
|
|
|
182,146
|
|
|
17,585
|
|
|
201,860
|
|
Net book value
|
|
|
|
|
|
|
|
||||
December 31, 2010
|
2,230
|
|
|
36,506
|
|
|
—
|
|
|
38,736
|
|
|
|
|
|
|
9.
|
OTHER NON-CURRENT ASSETS
|
|
2011
SR 000
|
|
|
2010
SR 000
|
|
Employee home ownership receivables
|
19,485
|
|
|
52,423
|
|
Others
|
1,438
|
|
|
1,597
|
|
|
20,923
|
|
|
54,020
|
|
10.
|
BANK FACILITIES
|
11.
|
ACCOUNTS PAYABLE
|
|
2011
|
|
|
2010
|
|
|
SR 000
|
|
|
SR 000
|
|
Trade accounts payable
|
11,125
|
|
|
7,927
|
|
Due to related parties (note 17)
|
28,839
|
|
|
38,611
|
|
|
39,964
|
|
|
46,538
|
|
12.
|
ACCRUED AND OTHER CURRENT LIABILITIES
|
|
2011
|
|
|
2010
|
|
|
SR 000
|
|
|
SR 000
|
|
Suppliers' accruals
|
408,198
|
|
|
394,417
|
|
Technology and innovation costs (note 16,17)
|
1,331
|
|
|
1,632
|
|
Zakat and income tax (note 15)
|
141,887
|
|
|
73,125
|
|
Withholding tax
|
14,325
|
|
|
6,299
|
|
POM project accruals
|
6,892
|
|
|
9,021
|
|
Others
|
5,431
|
|
|
6,493
|
|
|
578,064
|
|
|
490,987
|
|
|
|
|
|
|
13.
|
END-OF-SERVICE INDEMNITIES
|
|
2011
|
|
|
2010
|
|
|
SR 000
|
|
|
SR 000
|
|
January 1
|
96,244
|
|
|
83,371
|
|
Additional provision for the year
|
14,669
|
|
|
14,750
|
|
Utilization of provision
|
(3,153
|
)
|
|
(1,877
|
)
|
December 31
|
107,760
|
|
|
96,244
|
|
14.
|
OTHER LIABILITIES
|
|
2011
|
|
|
2010
|
|
|
SR 000
|
|
|
SR 000
|
|
Employees' savings plan (note 19)
|
9,559
|
|
|
8,029
|
|
Employees' early retirement
|
2,946
|
|
|
173
|
|
Other deferred credits
|
6,309
|
|
|
6,937
|
|
|
18,814
|
|
|
15,139
|
|
15.
|
ZAKAT AND INCOME TAX
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Non-current assets
|
814,716
|
|
|
743,026
|
|
|
764,261
|
|
Spare parts and supplies
|
36,157
|
|
|
80,952
|
|
|
72,215
|
|
Non-current liabilities
|
126,574
|
|
|
111,383
|
|
|
98,793
|
|
Opening partners' equity
|
1,148,379
|
|
|
1,235,866
|
|
|
909,880
|
|
Dividends paid
|
1,845,995
|
|
|
1,368,130
|
|
|
763,186
|
|
Net income
|
2,179,229
|
|
|
1,460,075
|
|
|
1,226,714
|
|
|
|
|
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Zakat
|
|
|
|
|
|
|||
January 1
|
19,806
|
|
|
16,495
|
|
|
23,284
|
|
Provision for year
|
28,601
|
|
|
19,806
|
|
|
16,495
|
|
(Over)/under provision for the prior year
|
(52
|
)
|
|
40
|
|
|
—
|
|
Payments during year
|
(19,754
|
)
|
|
(16,535
|
)
|
|
(23,284
|
)
|
December 31
|
28,601
|
|
|
19,806
|
|
|
16,495
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Income tax
|
|
|
|
|
|
|||
January 1
|
53,319
|
|
|
14,944
|
|
|
61,536
|
|
Provision for year
|
226,385
|
|
|
150,740
|
|
|
121,047
|
|
Under provision for the prior year
|
56
|
|
|
8,846
|
|
|
—
|
|
Payments during the year
|
(166,474
|
)
|
|
(121,211
|
)
|
|
(167,639
|
)
|
December 31
|
113,286
|
|
|
53,319
|
|
|
14,944
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Zakat for current year
|
28,601
|
|
|
19,806
|
|
|
16,495
|
|
(Over)/under provision of zakat for prior year
|
(52
|
)
|
|
40
|
|
|
—
|
|
Income tax for current year
|
226,385
|
|
|
150,740
|
|
|
121,047
|
|
Under provision for income tax for prior year
|
56
|
|
|
8,846
|
|
|
—
|
|
Charged to retained earnings
|
254,990
|
|
|
179,432
|
|
|
137,542
|
|
|
|
|
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Employee benefits
|
7,684
|
|
|
5,602
|
|
|
6,496
|
|
Technology and innovation (note 17)
|
10,245
|
|
|
8,282
|
|
|
6,941
|
|
Depreciation
|
10
|
|
|
10
|
|
|
10
|
|
Other
|
2,282
|
|
|
2,441
|
|
|
1,370
|
|
|
20,221
|
|
|
16,335
|
|
|
14,817
|
|
17.
|
RELATED PARTY TRANSACTIONS
|
|
|
|
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
SABIC - for technology and innovation services
|
10,245
|
|
|
8,282
|
|
|
6,941
|
|
18.
|
OPERATING LEASE ARRANGEMENTS
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Charges under operating leases recognized as an expense during the year
|
7,636
|
|
|
6,206
|
|
|
7,029
|
|
19.
|
EMPLOYEES' SAVING PLAN
|
20.
|
STATUTORY RESERVE
|
|
|
|
|
|
21.
|
RISK MANAGEMENT
|
22.
|
CONTINGENCIES AND CAPITAL COMMITMENTS
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
SR 000
|
|
|
SR 000
|
|
|
SR 000
|
|
Commitments for POM project and acquisition of property, plant and equipment
|
136,815
|
|
|
172,380
|
|
|
84,000
|
|
|
|
|
|
|
23.
|
SUMMARY OF PRINCIPAL DIFFERENCES BETWEEN ACCOUNTING STANDARDS ISSUED BY THE
SAUDI ORGANIZATION FOR CERTIFIED PUBLIC ACCOUNTANTS (SAUDI GAAP) AND
GENERALLY ACCEPTED ACCOUNTING PRINCIPLES IN THE UNITED STATES (US GAAP)
|
(a)
|
Reconciliation of net income
|
(in SR '000)
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
Net income under Saudi GAAP
|
2,179,229
|
|
|
1,460,075
|
|
|
1,226,714
|
|
Adjustments:
|
|
|
|
|
|
|||
Zakat and income tax (i)
|
(254,990
|
)
|
|
(179,432
|
)
|
|
(137,542
|
)
|
Deferred tax (ii)
|
6,070
|
|
|
6,140
|
|
|
(2,019
|
)
|
Actuarial valuation adjustments for end of service indemnities (iii)
|
337
|
|
|
2,881
|
|
|
(6,492
|
)
|
Other (iv)
|
3,044
|
|
|
(1,016
|
)
|
|
3,463
|
|
Net income under US GAAP
|
1,933,690
|
|
|
1,288,648
|
|
|
1,084,124
|
|
(b)
|
Reconciliation of partners' equity
|
(in SR '000)
|
Year Ended December 31,
|
|||||||
|
2011
|
|
2010
|
|
2009
|
|||
Partners' equity under Saudi GAAP
|
1,226,623
|
|
|
1,148,379
|
|
|
1,235,866
|
|
Deferred tax (ii)
|
12,063
|
|
|
5,993
|
|
|
(147
|
)
|
Actuarial valuation adjustments for end of service indemnities (iii)
|
(78,751
|
)
|
|
(31,481
|
)
|
|
(21,215
|
)
|
Other (iv)
|
(8,773
|
)
|
|
(11,817
|
)
|
|
(10,801
|
)
|
Partners' equity under US GAAP
|
1,151,162
|
|
|
1,111,074
|
|
|
1,203,703
|
|
|
|
|
|
|
(c)
|
Summary of reconciling items to US GAAP
|
(i)
|
Zakat and income tax
|
(ii)
|
Deferred tax
|
(iii)
|
Actuarial valuation adjustment for end of service
indemnities (“EOSI”)
|
(iv)
|
Other
|