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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended September 30, 2014
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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
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|
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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222 W. Las Colinas Blvd., Suite 900N
Irving, TX
(Address of Principal Executive Offices)
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75039-5421
(Zip Code)
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Page
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Three Months Ended September 30,
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Nine Months Ended September 30,
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||||||||
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2014
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|
2013
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|
2014
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|
2013
|
||||
|
(In $ millions, except share and per share data)
|
||||||||||
Net sales
|
1,769
|
|
|
1,636
|
|
|
5,243
|
|
|
4,894
|
|
Cost of sales
|
(1,333
|
)
|
|
(1,290
|
)
|
|
(4,021
|
)
|
|
(3,896
|
)
|
Gross profit
|
436
|
|
|
346
|
|
|
1,222
|
|
|
998
|
|
Selling, general and administrative expenses
|
(118
|
)
|
|
(97
|
)
|
|
(341
|
)
|
|
(316
|
)
|
Amortization of intangible assets
|
(5
|
)
|
|
(6
|
)
|
|
(16
|
)
|
|
(26
|
)
|
Research and development expenses
|
(22
|
)
|
|
(24
|
)
|
|
(68
|
)
|
|
(73
|
)
|
Other (charges) gains, net
|
20
|
|
|
(4
|
)
|
|
21
|
|
|
(11
|
)
|
Foreign exchange gain (loss), net
|
1
|
|
|
(2
|
)
|
|
(1
|
)
|
|
(5
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
(2
|
)
|
|
(2
|
)
|
|
(5
|
)
|
|
(3
|
)
|
Operating profit (loss)
|
310
|
|
|
211
|
|
|
812
|
|
|
564
|
|
Equity in net earnings (loss) of affiliates
|
52
|
|
|
41
|
|
|
193
|
|
|
150
|
|
Interest expense
|
(41
|
)
|
|
(43
|
)
|
|
(120
|
)
|
|
(130
|
)
|
Refinancing expense
|
(4
|
)
|
|
(1
|
)
|
|
(4
|
)
|
|
(1
|
)
|
Interest income
|
3
|
|
|
—
|
|
|
5
|
|
|
1
|
|
Dividend income - cost investments
|
29
|
|
|
22
|
|
|
87
|
|
|
69
|
|
Other income (expense), net
|
(2
|
)
|
|
(2
|
)
|
|
(1
|
)
|
|
1
|
|
Earnings (loss) from continuing operations before tax
|
347
|
|
|
228
|
|
|
972
|
|
|
654
|
|
Income tax (provision) benefit
|
(90
|
)
|
|
(57
|
)
|
|
(262
|
)
|
|
(209
|
)
|
Earnings (loss) from continuing operations
|
257
|
|
|
171
|
|
|
710
|
|
|
445
|
|
Earnings (loss) from operation of discontinued operations
|
(7
|
)
|
|
1
|
|
|
(8
|
)
|
|
3
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
2
|
|
|
—
|
|
|
3
|
|
|
(1
|
)
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
1
|
|
|
(5
|
)
|
|
2
|
|
Net earnings (loss)
|
252
|
|
|
172
|
|
|
705
|
|
|
447
|
|
Net (earnings) loss attributable to noncontrolling interests
|
1
|
|
|
—
|
|
|
3
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
253
|
|
|
172
|
|
|
708
|
|
|
447
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations
|
258
|
|
|
171
|
|
|
713
|
|
|
445
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
1
|
|
|
(5
|
)
|
|
2
|
|
Net earnings (loss)
|
253
|
|
|
172
|
|
|
708
|
|
|
447
|
|
Earnings (loss) per common share - basic
|
|
|
|
|
|
|
|
|
|
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Continuing operations
|
1.67
|
|
|
1.08
|
|
|
4.58
|
|
|
2.80
|
|
Discontinued operations
|
(0.03
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)
|
|
0.01
|
|
|
(0.03
|
)
|
|
0.01
|
|
Net earnings (loss) - basic
|
1.64
|
|
|
1.09
|
|
|
4.55
|
|
|
2.81
|
|
Earnings (loss) per common share - diluted
|
|
|
|
|
|
|
|
|
|
|
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Continuing operations
|
1.66
|
|
|
1.07
|
|
|
4.56
|
|
|
2.79
|
|
Discontinued operations
|
(0.03
|
)
|
|
0.01
|
|
|
(0.03
|
)
|
|
0.01
|
|
Net earnings (loss) - diluted
|
1.63
|
|
|
1.08
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|
|
4.53
|
|
|
2.80
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|
Weighted average shares - basic
|
154,427,554
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|
158,501,075
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155,552,777
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159,282,314
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|
Weighted average shares - diluted
|
155,174,528
|
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|
159,095,531
|
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|
156,325,511
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|
159,846,593
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Three Months Ended September 30,
|
|
Nine Months Ended September 30,
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||||||||
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2014
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|
2013
|
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2014
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2013
|
||||
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(In $ millions)
|
||||||||||
Net earnings (loss)
|
252
|
|
|
172
|
|
|
705
|
|
|
447
|
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Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gain (loss) on marketable securities
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Foreign currency translation
|
(124
|
)
|
|
42
|
|
|
(141
|
)
|
|
37
|
|
Gain (loss) from cash flow hedges
|
(5
|
)
|
|
1
|
|
|
(11
|
)
|
|
4
|
|
Pension and postretirement benefits
|
(8
|
)
|
|
—
|
|
|
(34
|
)
|
|
—
|
|
Total other comprehensive income (loss), net of tax
|
(137
|
)
|
|
44
|
|
|
(186
|
)
|
|
42
|
|
Total comprehensive income (loss), net of tax
|
115
|
|
|
216
|
|
|
519
|
|
|
489
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
1
|
|
|
—
|
|
|
3
|
|
|
—
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
116
|
|
|
216
|
|
|
522
|
|
|
489
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions, except share data)
|
||||
ASSETS
|
|
|
|
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Current Assets
|
|
|
|
|
|
Cash and cash equivalents (variable interest entity restricted - 2014: $6)
|
1,510
|
|
|
984
|
|
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2014: $9; 2013: $9)
|
1,016
|
|
|
867
|
|
Non-trade receivables, net
|
200
|
|
|
343
|
|
Inventories
|
771
|
|
|
804
|
|
Deferred income taxes
|
111
|
|
|
115
|
|
Marketable securities, at fair value
|
36
|
|
|
41
|
|
Other assets
|
43
|
|
|
28
|
|
Total current assets
|
3,687
|
|
|
3,182
|
|
Investments in affiliates
|
857
|
|
|
841
|
|
Property, plant and equipment (net of accumulated depreciation - 2014: $1,785; 2013: $1,672; variable interest entity restricted - 2014: $388)
|
3,618
|
|
|
3,425
|
|
Deferred income taxes
|
296
|
|
|
289
|
|
Other assets (variable interest entity restricted - 2014: $24)
|
365
|
|
|
341
|
|
Goodwill
|
756
|
|
|
798
|
|
Intangible assets (net of accumulated amortization - 2014: $567; 2013: $588)
|
131
|
|
|
142
|
|
Total assets
|
9,710
|
|
|
9,018
|
|
LIABILITIES AND EQUITY
|
|
|
|
||
Current Liabilities
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
765
|
|
|
177
|
|
Trade payables - third party and affiliates
|
816
|
|
|
799
|
|
Other liabilities
|
483
|
|
|
541
|
|
Deferred income taxes
|
10
|
|
|
10
|
|
Income taxes payable
|
115
|
|
|
18
|
|
Total current liabilities
|
2,189
|
|
|
1,545
|
|
Long-term debt
|
2,639
|
|
|
2,887
|
|
Deferred income taxes
|
225
|
|
|
225
|
|
Uncertain tax positions
|
150
|
|
|
200
|
|
Benefit obligations
|
1,077
|
|
|
1,175
|
|
Other liabilities
|
295
|
|
|
287
|
|
Commitments and Contingencies
|
|
|
|
|
|
Stockholders' Equity
|
|
|
|
|
|
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2014 and 2013: 0 issued and outstanding)
|
—
|
|
|
—
|
|
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2014: 166,075,904 issued and 153,632,466 outstanding; 2013: 165,867,965 issued and 156,939,828 outstanding)
|
—
|
|
|
—
|
|
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2014 and 2013: 0 issued and outstanding)
|
—
|
|
|
—
|
|
Treasury stock, at cost (2014: 12,443,438 shares; 2013: 8,928,137 shares)
|
(562
|
)
|
|
(361
|
)
|
Additional paid-in capital
|
83
|
|
|
53
|
|
Retained earnings
|
3,613
|
|
|
3,011
|
|
Accumulated other comprehensive income (loss), net
|
(190
|
)
|
|
(4
|
)
|
Total Celanese Corporation stockholders' equity
|
2,944
|
|
|
2,699
|
|
Noncontrolling interests
|
191
|
|
|
—
|
|
Total equity
|
3,135
|
|
|
2,699
|
|
Total liabilities and equity
|
9,710
|
|
|
9,018
|
|
|
Nine Months Ended September 30, 2014
|
||||
|
Shares
|
|
Amount
|
||
|
(In $ millions, except share data)
|
||||
Series A Common Stock
|
|
|
|
|
|
Balance as of the beginning of the period
|
156,939,828
|
|
|
—
|
|
Stock option exercises
|
177,499
|
|
|
—
|
|
Purchases of treasury stock
|
(3,515,301
|
)
|
|
—
|
|
Stock awards
|
30,440
|
|
|
—
|
|
Balance as of the end of the period
|
153,632,466
|
|
|
—
|
|
Treasury Stock
|
|
|
|
|
|
Balance as of the beginning of the period
|
8,928,137
|
|
|
(361
|
)
|
Purchases of treasury stock, including related fees
|
3,515,301
|
|
|
(201
|
)
|
Balance as of the end of the period
|
12,443,438
|
|
|
(562
|
)
|
Additional Paid-In Capital
|
|
|
|
|
|
Balance as of the beginning of the period
|
|
|
|
53
|
|
Stock-based compensation, net of tax
|
|
|
|
26
|
|
Stock option exercises, net of tax
|
|
|
|
4
|
|
Balance as of the end of the period
|
|
|
|
83
|
|
Retained Earnings
|
|
|
|
|
|
Balance as of the beginning of the period
|
|
|
|
3,011
|
|
Net earnings (loss) attributable to Celanese Corporation
|
|
|
|
708
|
|
Series A common stock dividends
|
|
|
|
(106
|
)
|
Balance as of the end of the period
|
|
|
|
3,613
|
|
Accumulated Other Comprehensive Income (Loss), Net
|
|
|
|
|
|
Balance as of the beginning of the period
|
|
|
|
(4
|
)
|
Other comprehensive income (loss), net of tax
|
|
|
|
(186
|
)
|
Balance as of the end of the period
|
|
|
|
(190
|
)
|
Total Celanese Corporation stockholders' equity
|
|
|
|
2,944
|
|
Noncontrolling Interests
|
|
|
|
|
|
Balance as of the beginning of the period
|
|
|
|
—
|
|
Net earnings (loss) attributable to noncontrolling interests
|
|
|
|
(3
|
)
|
Contributions from noncontrolling interests
|
|
|
194
|
|
|
Balance as of the end of the period
|
|
|
|
191
|
|
Total equity
|
|
|
|
3,135
|
|
|
Nine Months Ended September 30,
|
||||
|
2014
|
|
2013
|
||
|
(In $ millions)
|
||||
Operating Activities
|
|
|
|
|
|
Net earnings (loss)
|
705
|
|
|
447
|
|
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities
|
|
|
|
|
|
Asset impairments
|
—
|
|
|
2
|
|
Depreciation, amortization and accretion
|
226
|
|
|
238
|
|
Pension and postretirement net periodic benefit cost
|
(85
|
)
|
|
(16
|
)
|
Pension and postretirement contributions
|
(83
|
)
|
|
(49
|
)
|
Deferred income taxes, net
|
(8
|
)
|
|
7
|
|
(Gain) loss on disposition of businesses and assets, net
|
5
|
|
|
2
|
|
Stock-based compensation
|
26
|
|
|
18
|
|
Undistributed earnings in unconsolidated affiliates
|
(51
|
)
|
|
(47
|
)
|
Other, net
|
15
|
|
|
7
|
|
Operating cash provided by (used in) discontinued operations
|
5
|
|
|
(5
|
)
|
Changes in operating assets and liabilities
|
|
|
|
|
|
Trade receivables - third party and affiliates, net
|
(175
|
)
|
|
(113
|
)
|
Inventories
|
7
|
|
|
(34
|
)
|
Other assets
|
22
|
|
|
(82
|
)
|
Trade payables - third party and affiliates
|
45
|
|
|
100
|
|
Other liabilities
|
142
|
|
|
133
|
|
Net cash provided by (used in) operating activities
|
796
|
|
|
608
|
|
Investing Activities
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
(189
|
)
|
|
(199
|
)
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
13
|
|
Capital expenditures related to Kelsterbach plant relocation
|
—
|
|
|
(6
|
)
|
Capital expenditures related to Fairway Methanol LLC
|
(275
|
)
|
|
(60
|
)
|
Other, net
|
(13
|
)
|
|
(38
|
)
|
Net cash provided by (used in) investing activities
|
(477
|
)
|
|
(290
|
)
|
Financing Activities
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
12
|
|
|
(12
|
)
|
Proceeds from short-term debt
|
47
|
|
|
154
|
|
Repayments of short-term debt
|
(70
|
)
|
|
(51
|
)
|
Proceeds from long-term debt
|
387
|
|
|
74
|
|
Repayments of long-term debt
|
(19
|
)
|
|
(192
|
)
|
Purchases of treasury stock, including related fees
|
(201
|
)
|
|
(102
|
)
|
Stock option exercises
|
4
|
|
|
3
|
|
Series A common stock dividends
|
(106
|
)
|
|
(55
|
)
|
Contributions from noncontrolling interests
|
194
|
|
|
—
|
|
Other, net
|
(11
|
)
|
|
(2
|
)
|
Net cash provided by (used in) financing activities
|
237
|
|
|
(183
|
)
|
Exchange rate effects on cash and cash equivalents
|
(30
|
)
|
|
6
|
|
Net increase (decrease) in cash and cash equivalents
|
526
|
|
|
141
|
|
Cash and cash equivalents as of beginning of period
|
984
|
|
|
959
|
|
Cash and cash equivalents as of end of period
|
1,510
|
|
|
1,100
|
|
|
As of
September 30, 2014 |
|
|
(In $ millions)
|
|
Cash and cash equivalents
|
6
|
|
Property, plant and equipment
|
388
|
|
Other assets
(1)
|
24
|
|
Total assets
(2)
|
418
|
|
|
|
|
Current liabilities
|
37
|
|
Total liabilities
(3)
|
37
|
|
(1)
|
Includes prepaid intangible assets with a weighted average amortization period of
28 years
.
|
(2)
|
Assets can only be used to settle the obligations of Fairway.
|
(3)
|
Represents amounts owed by Fairway for reimbursement of expenditures.
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
|
(In $ millions)
|
||
Property, plant and equipment, net
|
101
|
|
111
|
|
|
|
|
Trade payables
|
45
|
|
56
|
Current installments of long-term debt
|
9
|
|
8
|
Long-term debt
|
128
|
|
136
|
Total liabilities
|
182
|
|
200
|
|
|
|
|
Maximum exposure to loss
|
300
|
|
318
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Mutual Funds
|
|
|
|
||
Amortized cost
|
36
|
|
|
41
|
|
Gross unrealized gain
|
—
|
|
|
—
|
|
Gross unrealized loss
|
—
|
|
|
—
|
|
Fair value
|
36
|
|
|
41
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Finished goods
|
570
|
|
|
571
|
|
Work-in-process
|
49
|
|
|
59
|
|
Raw materials and supplies
|
152
|
|
|
174
|
|
Total
|
771
|
|
|
804
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Asset retirement obligations
|
8
|
|
|
29
|
|
Current portion of benefit obligations
|
46
|
|
|
78
|
|
Customer rebates
|
45
|
|
|
48
|
|
Derivatives (
Note 15
)
|
11
|
|
|
12
|
|
Environmental (
Note 11
)
|
20
|
|
|
30
|
|
Insurance
|
12
|
|
|
14
|
|
Interest
|
31
|
|
|
24
|
|
Restructuring (
Note 13
)
|
29
|
|
|
60
|
|
Salaries and benefits
|
122
|
|
|
96
|
|
Sales and use tax/foreign withholding tax payable
|
14
|
|
|
12
|
|
Uncertain tax positions
|
58
|
|
|
64
|
|
Other
|
87
|
|
|
74
|
|
Total
|
483
|
|
|
541
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Asset retirement obligations
|
26
|
|
|
18
|
|
Deferred proceeds
|
48
|
|
|
53
|
|
Deferred revenue
|
24
|
|
|
28
|
|
Derivatives (
Note 15
)
|
13
|
|
|
3
|
|
Environmental (
Note 11
)
|
71
|
|
|
67
|
|
Income taxes payable
|
20
|
|
|
20
|
|
Insurance
|
50
|
|
|
50
|
|
Restructuring (
Note 13
)
|
—
|
|
|
2
|
|
Other
|
43
|
|
|
46
|
|
Total
|
295
|
|
|
287
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
|
|
|
|
||
Current installments of long-term debt
|
625
|
|
|
24
|
|
Short-term borrowings, including amounts due to affiliates
(1)
|
105
|
|
|
103
|
|
Accounts receivable securitization facility
(2)
|
35
|
|
|
50
|
|
Total
|
765
|
|
|
177
|
|
(1)
|
The weighted average interest rate was
3.9%
and
4.4%
as of
September 30, 2014
and
December 31, 2013
, respectively.
|
(2)
|
The weighted average interest rate was
0.7%
as of
September 30, 2014
and
December 31, 2013
.
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Long-Term Debt
|
|
|
|
||
Senior credit facilities - Term C-2 loan due 2016
|
35
|
|
|
978
|
|
Senior credit facilities - Term C-3 loan due 2018
|
914
|
|
|
—
|
|
Senior unsecured notes due 2018, interest rate of 6.625%
|
600
|
|
|
600
|
|
Senior unsecured notes due 2019, interest rate of 3.250%
|
378
|
|
|
—
|
|
Senior unsecured notes due 2021, interest rate of 5.875%
|
400
|
|
|
400
|
|
Senior unsecured notes due 2022, interest rate of 4.625%
|
500
|
|
|
500
|
|
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 5.7% to 6.7%
|
169
|
|
|
169
|
|
Obligations under capital leases due at various dates through 2054
|
268
|
|
|
264
|
|
Subtotal
|
3,264
|
|
|
2,911
|
|
Current installments of long-term debt
|
(625
|
)
|
|
(24
|
)
|
Total
|
2,639
|
|
|
2,887
|
|
As of September 30, 2014
|
||||
Maximum
|
|
Estimate
|
|
Estimate, If Fully Drawn
|
3.90
|
|
0.67
|
|
1.27
|
|
As of
September 30, 2014 |
|
|
(In $ millions)
|
|
Revolving Credit Facility
|
|
|
Borrowings outstanding
|
—
|
|
Letters of credit issued
|
—
|
|
Available for borrowing
|
900
|
|
Accounts Receivable Securitization Facility
|
|
|
Borrowings outstanding
|
35
|
|
Letters of credit issued
|
79
|
|
Available for borrowing
|
21
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||||||||||
|
Pension
Benefits |
|
Post-retirement
Benefits |
|
Pension
Benefits |
|
Post-retirement
Benefits |
|
Pension
Benefits
|
|
Post-retirement
Benefits |
|
Pension
Benefits
|
|
Post-retirement
Benefits |
||||||||
|
(In $ millions)
|
|
(In $ millions)
|
||||||||||||||||||||
Service cost
|
3
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|
1
|
|
|
26
|
|
|
2
|
|
Interest cost
|
41
|
|
|
1
|
|
|
39
|
|
|
3
|
|
|
126
|
|
|
3
|
|
|
116
|
|
|
8
|
|
Expected return on plan assets
|
(54
|
)
|
|
—
|
|
|
(57
|
)
|
|
—
|
|
|
(162
|
)
|
|
—
|
|
|
(169
|
)
|
|
—
|
|
Amortization of prior service cost (credit), net
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(62
|
)
|
|
1
|
|
|
—
|
|
Total
|
(10
|
)
|
|
(20
|
)
|
|
(9
|
)
|
|
3
|
|
|
(27
|
)
|
|
(58
|
)
|
|
(26
|
)
|
|
10
|
|
|
As of
September 30, 2014 |
|
Total
Expected
2014
|
||
|
(In $ millions)
|
||||
Cash contributions to defined benefit pension plans
|
24
|
|
|
47
|
|
Benefit payments to nonqualified pension plans
|
17
|
|
|
22
|
|
Benefit payments to other postretirement benefit plans
|
42
|
|
|
54
|
|
|
Increase
|
|
Quarterly Common
Stock Cash Dividend
|
|
Annual Common
Stock Cash Dividend
|
|
Effective Date
|
|
(In percentages)
|
|
(In $ per share)
|
|
|
||
April 2013
|
20
|
|
0.09
|
|
0.36
|
|
May 2013
|
July 2013
|
100
|
|
0.18
|
|
0.72
|
|
August 2013
|
April 2014
|
39
|
|
0.25
|
|
1.00
|
|
May 2014
|
|
Authorized Amount
|
|
|
(In $ millions)
|
|
February 2008
|
400
|
|
October 2008
|
100
|
|
April 2011
|
129
|
|
October 2012
|
264
|
|
February 2014
|
172
|
|
As of September 30, 2014
|
1,065
|
|
|
Nine Months Ended
September 30,
|
|
Total From
February 2008 Through September 30, 2014 |
|
||||||||
|
2014
|
|
2013
|
|
|
|||||||
Shares repurchased
|
3,515,301
|
|
|
2,096,320
|
|
(1)
|
19,844,008
|
|
(2)
|
|||
Average purchase price per share
|
$
|
57.19
|
|
|
$
|
48.58
|
|
|
$
|
43.64
|
|
|
Amount spent on repurchased shares (in millions)
|
$
|
201
|
|
|
$
|
102
|
|
|
$
|
866
|
|
|
(1)
|
Excludes
6,021
shares withheld from an executive officer to cover statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock. Restricted stock awards are considered outstanding at the time of issuance. Accordingly, the shares withheld are treated as treasury shares.
|
(2)
|
Excludes
11,844
shares withheld from an executive officer to cover statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock. Restricted stock awards are considered outstanding at the time of issuance. Accordingly, the shares withheld are treated as treasury shares.
|
|
Three Months Ended September 30,
|
||||||||||||||||
|
2014
|
|
2013
|
||||||||||||||
|
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)
|
—
|
|
|
1
|
|
Foreign currency translation
|
(127
|
)
|
|
3
|
|
|
(124
|
)
|
|
44
|
|
|
(2
|
)
|
|
42
|
|
Gain (loss) from cash flow hedges
|
(8
|
)
|
|
3
|
|
|
(5
|
)
|
|
2
|
|
(2)
|
(1
|
)
|
|
1
|
|
Pension and postretirement benefits
|
(16
|
)
|
|
8
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
(151
|
)
|
|
14
|
|
|
(137
|
)
|
|
47
|
|
|
(3
|
)
|
|
44
|
|
(1)
|
Amount includes
$1 million
of unrealized gains related to the Company's equity method investments.
|
(2)
|
Amount includes
$1 million
of gains associated with the Company's equity method investments.
|
|
Nine Months Ended September 30,
|
||||||||||||||||
|
2014
|
|
2013
|
||||||||||||||
|
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)
|
—
|
|
|
1
|
|
Foreign currency translation
|
(142
|
)
|
|
1
|
|
|
(141
|
)
|
|
41
|
|
|
(4
|
)
|
|
37
|
|
Gain (loss) from cash flow hedges
|
(11
|
)
|
|
—
|
|
|
(11
|
)
|
|
7
|
|
|
(3
|
)
|
|
4
|
|
Pension and postretirement benefits
|
(57
|
)
|
|
23
|
|
|
(34
|
)
|
|
—
|
|
(2)
|
—
|
|
|
—
|
|
Total
|
(210
|
)
|
|
24
|
|
|
(186
|
)
|
|
49
|
|
|
(7
|
)
|
|
42
|
|
(1)
|
Amount includes
$1 million
of unrealized gains related to the Company's equity method investments.
|
(2)
|
Amount includes amortization of actuarial gains of
$1 million
related to the Company's equity method investments.
|
|
Unrealized
Gain (Loss)
on
Marketable
Securities
(
Note 5
)
|
|
Foreign
Currency
Translation
|
|
Gain (Loss)
from Cash
Flow
Hedges
(
Note 15
)
|
|
Pension
and
Postretire-
ment
Benefits
(
Note 10
)
|
|
Accumulated
Other
Comprehensive
Income
(Loss), Net
|
|||||
|
(In $ millions)
|
|||||||||||||
As of December 31, 2013
|
—
|
|
|
(3
|
)
|
|
(44
|
)
|
|
43
|
|
|
(4
|
)
|
Other comprehensive income before reclassifications
|
—
|
|
|
(142
|
)
|
|
(14
|
)
|
|
—
|
|
|
(156
|
)
|
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
3
|
|
|
(57
|
)
|
|
(54
|
)
|
Income tax (provision) benefit
|
—
|
|
|
1
|
|
|
—
|
|
|
23
|
|
|
24
|
|
As of September 30, 2014
|
—
|
|
|
(144
|
)
|
|
(55
|
)
|
|
9
|
|
|
(190
|
)
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||
|
(In $ millions)
|
||||||||||
Employee termination benefits
|
(3
|
)
|
|
—
|
|
|
(6
|
)
|
|
(3
|
)
|
Kelsterbach plant relocation
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(6
|
)
|
Asset impairments
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Plant/office closures
|
1
|
|
|
—
|
|
|
2
|
|
|
—
|
|
Commercial disputes
|
21
|
|
|
—
|
|
|
21
|
|
|
—
|
|
Other
|
1
|
|
|
—
|
|
|
4
|
|
|
—
|
|
Total
|
20
|
|
|
(4
|
)
|
|
21
|
|
|
(11
|
)
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Other
|
|
Total
|
||||||
|
(In $ millions)
|
||||||||||||||||
Employee Termination Benefits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2013
|
4
|
|
|
3
|
|
|
2
|
|
|
16
|
|
|
4
|
|
|
29
|
|
Additions
|
1
|
|
|
—
|
|
|
1
|
|
|
4
|
|
|
—
|
|
|
6
|
|
Cash payments
|
(1
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|
(13
|
)
|
|
(1
|
)
|
|
(18
|
)
|
Other changes
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
As of September 30, 2014
|
4
|
|
|
2
|
|
|
1
|
|
|
7
|
|
|
3
|
|
|
17
|
|
Plant/Office Closures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2013
|
—
|
|
|
—
|
|
|
—
|
|
|
33
|
|
|
—
|
|
|
33
|
|
Additions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Cash payments
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(7
|
)
|
Other changes
|
—
|
|
|
—
|
|
|
—
|
|
|
(12
|
)
|
(1)
|
—
|
|
|
(12
|
)
|
Exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
As of September 30, 2014
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
Total
|
4
|
|
|
2
|
|
|
1
|
|
|
19
|
|
|
3
|
|
|
29
|
|
(1)
|
Includes a
$10 million
non-cash reduction to take-or-pay contract termination penalties resulting from the closure of the Company's VAM facility in Tarragona, Spain (
Note 3
).
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
(In percentages)
|
||||||
Effective income tax rate
|
26
|
|
25
|
|
27
|
|
32
|
(1)
|
Fixes the LIBOR portion of the Company's US-dollar denominated variable rate borrowings (
Note 9
).
|
(1)
|
Fixes the LIBOR portion of the Company's US-dollar denominated variable rate borrowings (
Note 9
).
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Total
|
608
|
|
|
869
|
|
As of September 30, 2014
|
||||||
Notional Value
|
|
Effective Date
|
|
Expiration Date
|
|
Fixed Rate
|
(In millions)
|
|
|
|
|
|
(In percentages)
|
$250
|
(1)
|
September 11, 2014
|
|
September 11, 2020
|
|
4.27
|
€193
|
(2)
|
September 11, 2014
|
|
September 11, 2020
|
|
2.63
|
$225
|
(1)
|
April 17, 2014
|
|
April 17, 2019
|
|
3.62
|
€162
|
(2)
|
April 17, 2014
|
|
April 17, 2019
|
|
2.77
|
(1)
|
Represents the notional amount due from the counterparty at the maturity of the contract.
|
(2)
|
Represents the notional amount due to the counterparty at the maturity of the contract.
|
|
Three Months Ended September 30,
|
|
||||||||||
|
2014
|
|
2013
|
|
||||||||
|
Gain (Loss)
Recognized in Other Comprehensive Income (Loss) |
|
Gain (Loss)
Recognized in Earnings (Loss) |
|
Gain (Loss)
Recognized in Other Comprehensive Income (Loss) |
|
Gain (Loss)
Recognized in Earnings (Loss) |
|
||||
|
(In $ millions)
|
|
||||||||||
Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
—
|
|
|
(1
|
)
|
(2)
|
(2
|
)
|
(5)
|
(3
|
)
|
(2)
|
Cross-currency swaps
|
(9
|
)
|
(1)
|
25
|
|
(3)
|
—
|
|
|
—
|
|
|
Total
|
(9
|
)
|
|
24
|
|
|
(2
|
)
|
|
(3
|
)
|
|
|
|
|
|
|
|
|
|
|
||||
Designated as a Net Investment Hedge
|
|
|
|
|
|
|
|
|
||||
3.250% Notes
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Not Designated as Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency forwards and swaps
|
—
|
|
|
(4
|
)
|
(4)
|
—
|
|
|
(10
|
)
|
(4)
|
(1)
|
Excludes
$3 million
of
tax benefit recognized in Other comprehensive income (loss).
|
(2)
|
Reclassified from Accumulated other comprehensive income (loss), net to Interest income (expense) in the unaudited interim consolidated statements of operations.
|
(3)
|
Included in Other income (expense), net for non-operating activity or Interest income (expense) for coupon interest in the unaudited interim consolidated statements of operations.
|
(4)
|
Included in Foreign exchange gain (loss), net for operating activity or Other income (expense), net for non-operating activity in the unaudited interim consolidated statements of operations.
|
(5)
|
Excludes
$1 million
of gains associated with the Company's equity method investments' derivative activity and
$1 million
of tax expense recognized in Other comprehensive income (loss).
|
|
Nine Months Ended September 30,
|
|
||||||||||
|
2014
|
|
2013
|
|
||||||||
|
Gain (Loss)
Recognized in
Other
Comprehensive
Income (Loss)
|
|
Gain (Loss)
Recognized in
Earnings
(Loss)
|
|
Gain (Loss)
Recognized in
Other
Comprehensive
Income (Loss)
|
|
Gain (Loss)
Recognized in
Earnings
(Loss)
|
|
||||
|
(In $ millions)
|
|
||||||||||
Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
(1
|
)
|
(1)
|
(3
|
)
|
(3)
|
(1
|
)
|
(6)
|
(8
|
)
|
(3)
|
Cross-currency swaps
|
(13
|
)
|
(2)
|
28
|
|
(4)
|
—
|
|
|
—
|
|
|
Total
|
(14
|
)
|
|
25
|
|
|
(1
|
)
|
|
(8
|
)
|
|
|
|
|
|
|
|
|
|
|
||||
Designated as a Net Investment Hedge
|
|
|
|
|
|
|
|
|
||||
3.250% Notes
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Not Designated as Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency forwards and swaps
|
—
|
|
|
(9
|
)
|
(5)
|
—
|
|
|
(14
|
)
|
(5)
|
(1)
|
Excludes
$4 million
of tax expense recognized in Other comprehensive income (loss).
|
(2)
|
Excludes
$4 million
of tax benefit recognized in Other comprehensive income (loss).
|
(3)
|
Reclassified from Accumulated other comprehensive income (loss), net to Interest income (expense) in the unaudited interim consolidated statements of operations.
|
(4)
|
Included in Other income (expense), net for non-operating activity or Interest income (expense) for coupon interest in the unaudited interim consolidated statements of operations.
|
(5)
|
Included in Foreign exchange gain (loss), net for operating activity or Other income (expense), net for non-operating activity in the unaudited interim consolidated statements of operations.
|
(6)
|
Excludes
$3 million
of tax expense recognized in Other comprehensive income (loss).
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Derivative Assets
|
|
|
|
||
Gross amount recognized
|
33
|
|
|
1
|
|
Gross amount offset in the consolidated balance sheets
|
—
|
|
|
—
|
|
Net amount presented in the consolidated balance sheets
|
33
|
|
|
1
|
|
Gross amount not offset in the consolidated balance sheets
|
5
|
|
|
1
|
|
Net amount
|
28
|
|
|
—
|
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(In $ millions)
|
||||
Derivative Liabilities
|
|
|
|
||
Gross amount recognized
|
24
|
|
|
16
|
|
Gross amount offset in the consolidated balance sheets
|
—
|
|
|
1
|
|
Net amount presented in the consolidated balance sheets
|
24
|
|
|
15
|
|
Gross amount not offset in the consolidated balance sheets
|
5
|
|
|
1
|
|
Net amount
|
19
|
|
|
14
|
|
|
|
|
Fair Value Measurement
|
|||||||
|
Balance Sheet Classification
|
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Total
|
|||
|
|
|
(In $ millions)
|
|||||||
As of September 30, 2014
|
|
|
|
|
|
|
|
|||
Mutual funds
|
Marketable securities, at fair value
|
|
36
|
|
|
—
|
|
|
36
|
|
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|||
Cross-currency swaps
|
Current Other assets
|
|
—
|
|
|
2
|
|
|
2
|
|
Cross-currency swaps
|
Noncurrent Other assets
|
|
—
|
|
|
27
|
|
|
27
|
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|
||
Foreign currency forwards and swaps
|
Current Other assets
|
|
—
|
|
|
4
|
|
|
4
|
|
Total assets
|
|
36
|
|
|
33
|
|
|
69
|
|
|
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
Current Other liabilities
|
|
—
|
|
|
(4
|
)
|
|
(4
|
)
|
Interest rate swaps
|
Noncurrent Other liabilities
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
Cross-currency swaps
|
Current Other liabilities
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
Cross-currency swaps
|
Noncurrent Other liabilities
|
|
—
|
|
|
(12
|
)
|
|
(12
|
)
|
Designated as a Net Investment Hedge
|
|
|
|
|
|
|
|
|||
3.250% Notes
(1)
|
Long-term Debt
|
|
—
|
|
|
—
|
|
|
—
|
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Foreign currency forwards and swaps
|
Current Other liabilities
|
|
—
|
|
|
(5
|
)
|
|
(5
|
)
|
Total liabilities
|
|
—
|
|
|
(24
|
)
|
|
(24
|
)
|
|
As of December 31, 2013
|
|
|
|
|
|
|
|
|||
Mutual funds
|
Marketable securities, at fair value
|
|
41
|
|
|
—
|
|
|
41
|
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Foreign currency forwards and swaps
|
Current Other assets
|
|
—
|
|
|
1
|
|
|
1
|
|
Total assets
|
|
41
|
|
|
1
|
|
|
42
|
|
|
Derivatives Designated as Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps
|
Current Other liabilities
|
|
—
|
|
|
(5
|
)
|
|
(5
|
)
|
Interest rate swaps
|
Noncurrent Other liabilities
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
Derivatives Not Designated as Hedges
|
|
|
|
|
|
|
|
|||
Interest rate swaps
|
Current Other liabilities
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
Foreign currency forwards and swaps
|
Current Other liabilities
|
|
—
|
|
|
(5
|
)
|
|
(5
|
)
|
Total liabilities
|
|
—
|
|
|
(15
|
)
|
|
(15
|
)
|
(1)
|
Included in the unaudited consolidated balance sheets at carrying amount.
|
|
|
|
Fair Value Measurement
|
||||||||
|
Carrying
Amount
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||
|
|
|
(In $ millions)
|
||||||||
As of September 30, 2014
|
|
|
|
|
|
|
|
||||
Cost investments
|
145
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Insurance contracts in nonqualified trusts
|
57
|
|
|
57
|
|
|
—
|
|
|
57
|
|
Long-term debt, including current installments of long-term debt
|
3,264
|
|
|
3,028
|
|
|
268
|
|
|
3,296
|
|
As of December 31, 2013
|
|
|
|
|
|
|
|
||||
Cost investments
|
145
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Insurance contracts in nonqualified trusts
|
62
|
|
|
62
|
|
|
—
|
|
|
62
|
|
Long-term debt, including current installments of long-term debt
|
2,911
|
|
|
2,696
|
|
|
264
|
|
|
2,960
|
|
•
|
Demerger Obligations
|
•
|
Divestiture Obligations
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Other
Activities
|
|
Eliminations
|
|
Consolidated
|
|
|||||||
|
(In $ millions)
|
||||||||||||||||||||
|
Three Months Ended September 30, 2014
|
|
|||||||||||||||||||
Net sales
|
366
|
|
|
291
|
|
(1)
|
314
|
|
|
937
|
|
(1)
|
—
|
|
|
(139
|
)
|
|
1,769
|
|
|
Other (charges) gains, net
|
—
|
|
|
16
|
|
|
(1
|
)
|
|
5
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|
Operating profit (loss)
|
51
|
|
|
105
|
|
|
16
|
|
|
174
|
|
|
(36
|
)
|
|
—
|
|
|
310
|
|
|
Equity in net earnings (loss) of affiliates
|
43
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
7
|
|
|
—
|
|
|
52
|
|
|
Depreciation and amortization
|
27
|
|
|
11
|
|
|
12
|
|
|
21
|
|
|
2
|
|
|
—
|
|
|
73
|
|
|
Capital expenditures
|
23
|
|
|
22
|
|
|
7
|
|
|
150
|
|
|
1
|
|
|
—
|
|
|
203
|
|
(2)
|
|
Three Months Ended September 30, 2013
|
|
|||||||||||||||||||
Net sales
|
346
|
|
|
310
|
|
(1)
|
299
|
|
|
795
|
|
(1)
|
—
|
|
|
(114
|
)
|
|
1,636
|
|
|
Other (charges) gains, net
|
(2
|
)
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
Operating profit (loss)
|
48
|
|
|
85
|
|
|
24
|
|
|
67
|
|
|
(13
|
)
|
|
—
|
|
|
211
|
|
|
Equity in net earnings (loss) of affiliates
|
30
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
8
|
|
|
—
|
|
|
41
|
|
|
Depreciation and amortization
|
27
|
|
|
10
|
|
|
13
|
|
|
22
|
|
|
4
|
|
|
—
|
|
|
76
|
|
|
Capital expenditures
|
14
|
|
|
33
|
|
|
8
|
|
|
45
|
|
|
2
|
|
|
—
|
|
|
102
|
|
(3)
|
(1)
|
Net sales for Acetyl Intermediates and Consumer Specialties include intersegment sales of
$137 million
and
$2 million
, respectively, for the
three months ended
September 30, 2014
and
$114 million
and
$0 million
, respectively, for the
three months ended
September 30, 2013
.
|
(2)
|
Includes an increase in accrued capital expenditures of
$12 million
for the
three months ended
September 30, 2014
.
|
(3)
|
Excludes expenditures related to the relocation of the Company's POM operations in Germany and includes a decrease in accrued capital expenditures of
$8 million
for the
three months ended
September 30, 2013
.
|
|
Advanced
Engineered
Materials
|
|
Consumer
Specialties
|
|
Industrial
Specialties
|
|
Acetyl
Intermediates
|
|
Other
Activities
|
|
Eliminations
|
|
Consolidated
|
|
|||||||
|
(In $ millions)
|
|
|||||||||||||||||||
|
Nine Months Ended September 30, 2014
|
|
|||||||||||||||||||
Net sales
|
1,128
|
|
|
882
|
|
(1)
|
959
|
|
|
2,679
|
|
(1)
|
—
|
|
|
(405
|
)
|
|
5,243
|
|
|
Other (charges) gains, net
|
(1
|
)
|
|
16
|
|
|
(1
|
)
|
|
7
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|
Operating profit (loss)
|
164
|
|
|
284
|
|
|
60
|
|
|
413
|
|
|
(109
|
)
|
|
—
|
|
|
812
|
|
|
Equity in net earnings (loss) of affiliates
|
121
|
|
|
8
|
|
|
—
|
|
|
17
|
|
|
47
|
|
|
—
|
|
|
193
|
|
|
Depreciation and amortization
|
80
|
|
|
32
|
|
|
38
|
|
|
61
|
|
|
9
|
|
|
—
|
|
|
220
|
|
|
Capital expenditures
|
43
|
|
|
72
|
|
|
17
|
|
|
316
|
|
|
4
|
|
|
—
|
|
|
452
|
|
(2)
|
|
As of September 30, 2014
|
|
|||||||||||||||||||
Goodwill and intangibles, net
|
350
|
|
|
266
|
|
|
54
|
|
|
217
|
|
|
—
|
|
|
—
|
|
|
887
|
|
|
Total assets
|
2,544
|
|
|
1,498
|
|
|
951
|
|
|
2,488
|
|
|
2,229
|
|
|
—
|
|
|
9,710
|
|
|
|
Nine Months Ended September 30, 2013
|
|
|||||||||||||||||||
Net sales
|
1,027
|
|
|
919
|
|
(1)
|
882
|
|
|
2,412
|
|
(1)
|
—
|
|
|
(346
|
)
|
|
4,894
|
|
|
Other (charges) gains, net
|
(6
|
)
|
|
—
|
|
|
(3
|
)
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
|
Operating profit (loss)
|
123
|
|
|
246
|
|
|
57
|
|
|
197
|
|
|
(59
|
)
|
|
—
|
|
|
564
|
|
|
Equity in net earnings (loss) of affiliates
|
115
|
|
|
3
|
|
|
—
|
|
|
7
|
|
|
25
|
|
|
—
|
|
|
150
|
|
|
Depreciation and amortization
|
83
|
|
|
30
|
|
|
37
|
|
|
65
|
|
|
12
|
|
|
—
|
|
|
227
|
|
|
Capital expenditures
|
35
|
|
|
76
|
|
|
19
|
|
|
116
|
|
|
6
|
|
|
—
|
|
|
252
|
|
(3)
|
|
As of December 31, 2013
|
|
|||||||||||||||||||
Goodwill and intangibles, net
|
368
|
|
|
278
|
|
|
60
|
|
|
234
|
|
|
—
|
|
|
—
|
|
|
940
|
|
|
Total assets
|
2,643
|
|
|
1,478
|
|
|
1,002
|
|
|
2,333
|
|
|
1,562
|
|
|
—
|
|
|
9,018
|
|
|
(1)
|
Net sales for Acetyl Intermediates and Consumer Specialties include intersegment sales of
$403 million
and
$2 million
, respectively, for the
nine months ended
September 30, 2014
and
$342 million
and
$4 million
, respectively, for the
nine months ended
September 30, 2013
.
|
(2)
|
Includes a decrease in accrued capital expenditures of
$12 million
for the
nine months ended
September 30, 2014
.
|
(3)
|
Excludes expenditures related to the relocation of the Company's POM operations in Germany and includes a decrease in accrued capital expenditures of
$7 million
for the
nine months ended
September 30, 2013
.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||
|
(In $ millions, except share data)
|
||||||||||
Amounts Attributable to Celanese Corporation
|
|
|
|
|
|
|
|
||||
Earnings (loss) from continuing operations
|
258
|
|
|
171
|
|
|
713
|
|
|
445
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
1
|
|
|
(5
|
)
|
|
2
|
|
Net earnings (loss)
|
253
|
|
|
172
|
|
|
708
|
|
|
447
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares - basic
|
154,427,554
|
|
|
158,501,075
|
|
|
155,552,777
|
|
|
159,282,314
|
|
Dilutive stock options
|
125,259
|
|
|
230,110
|
|
|
150,099
|
|
|
229,920
|
|
Dilutive restricted stock units
|
621,715
|
|
|
364,346
|
|
|
622,635
|
|
|
334,359
|
|
Weighted average shares - diluted
|
155,174,528
|
|
|
159,095,531
|
|
|
156,325,511
|
|
|
159,846,593
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||
Stock options
|
—
|
|
|
38,140
|
|
|
—
|
|
|
94,631
|
|
Restricted stock units
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
—
|
|
|
38,140
|
|
|
—
|
|
|
94,631
|
|
|
Three Months Ended September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
749
|
|
|
1,340
|
|
|
(320
|
)
|
|
1,769
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(492
|
)
|
|
(1,133
|
)
|
|
292
|
|
|
(1,333
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
257
|
|
|
207
|
|
|
(28
|
)
|
|
436
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
(100
|
)
|
|
—
|
|
|
(118
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(4
|
)
|
|
—
|
|
|
(5
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(12
|
)
|
|
(10
|
)
|
|
—
|
|
|
(22
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
21
|
|
|
(1
|
)
|
|
—
|
|
|
20
|
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
1
|
|
|
—
|
|
|
(2
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
244
|
|
|
94
|
|
|
(28
|
)
|
|
310
|
|
Equity in net earnings (loss) of affiliates
|
252
|
|
|
291
|
|
|
49
|
|
|
40
|
|
|
(580
|
)
|
|
52
|
|
Interest expense
|
—
|
|
|
(52
|
)
|
|
(6
|
)
|
|
(20
|
)
|
|
37
|
|
|
(41
|
)
|
Refinancing expense
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
Interest income
|
—
|
|
|
18
|
|
|
18
|
|
|
4
|
|
|
(37
|
)
|
|
3
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
29
|
|
|
—
|
|
|
29
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Earnings (loss) from continuing operations before tax
|
252
|
|
|
253
|
|
|
305
|
|
|
145
|
|
|
(608
|
)
|
|
347
|
|
Income tax (provision) benefit
|
1
|
|
|
(1
|
)
|
|
(82
|
)
|
|
(16
|
)
|
|
8
|
|
|
(90
|
)
|
Earnings (loss) from continuing operations
|
253
|
|
|
252
|
|
|
223
|
|
|
129
|
|
|
(600
|
)
|
|
257
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
Net earnings (loss)
|
253
|
|
|
252
|
|
|
218
|
|
|
129
|
|
|
(600
|
)
|
|
252
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Net earnings (loss) attributable to Celanese Corporation
|
253
|
|
|
252
|
|
|
218
|
|
|
130
|
|
|
(600
|
)
|
|
253
|
|
|
Three Months Ended September 30, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
709
|
|
|
1,250
|
|
|
(323
|
)
|
|
1,636
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(477
|
)
|
|
(1,136
|
)
|
|
323
|
|
|
(1,290
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
232
|
|
|
114
|
|
|
—
|
|
|
346
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
(79
|
)
|
|
—
|
|
|
(97
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(4
|
)
|
|
—
|
|
|
(6
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(17
|
)
|
|
(7
|
)
|
|
—
|
|
|
(24
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
|
(4
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
194
|
|
|
17
|
|
|
—
|
|
|
211
|
|
Equity in net earnings (loss) of affiliates
|
172
|
|
|
200
|
|
|
35
|
|
|
30
|
|
|
(396
|
)
|
|
41
|
|
Interest expense
|
—
|
|
|
(48
|
)
|
|
(8
|
)
|
|
(19
|
)
|
|
32
|
|
|
(43
|
)
|
Refinancing expense
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Interest income
|
—
|
|
|
14
|
|
|
17
|
|
|
1
|
|
|
(32
|
)
|
|
—
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|
—
|
|
|
22
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
Earnings (loss) from continuing operations before tax
|
172
|
|
|
165
|
|
|
238
|
|
|
49
|
|
|
(396
|
)
|
|
228
|
|
Income tax (provision) benefit
|
—
|
|
|
7
|
|
|
(63
|
)
|
|
(1
|
)
|
|
—
|
|
|
(57
|
)
|
Earnings (loss) from continuing operations
|
172
|
|
|
172
|
|
|
175
|
|
|
48
|
|
|
(396
|
)
|
|
171
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Net earnings (loss)
|
172
|
|
|
172
|
|
|
176
|
|
|
48
|
|
|
(396
|
)
|
|
172
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
172
|
|
|
172
|
|
|
176
|
|
|
48
|
|
|
(396
|
)
|
|
172
|
|
|
Nine Months Ended September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
2,135
|
|
|
3,997
|
|
|
(889
|
)
|
|
5,243
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,454
|
)
|
|
(3,433
|
)
|
|
866
|
|
|
(4,021
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
681
|
|
|
564
|
|
|
(23
|
)
|
|
1,222
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(45
|
)
|
|
(296
|
)
|
|
—
|
|
|
(341
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
(11
|
)
|
|
—
|
|
|
(16
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(38
|
)
|
|
(30
|
)
|
|
—
|
|
|
(68
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
21
|
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
3
|
|
|
—
|
|
|
(5
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
606
|
|
|
229
|
|
|
(23
|
)
|
|
812
|
|
Equity in net earnings (loss) of affiliates
|
706
|
|
|
801
|
|
|
127
|
|
|
165
|
|
|
(1,606
|
)
|
|
193
|
|
Interest expense
|
—
|
|
|
(147
|
)
|
|
(18
|
)
|
|
(60
|
)
|
|
105
|
|
|
(120
|
)
|
Refinancing expense
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
Interest income
|
—
|
|
|
49
|
|
|
53
|
|
|
8
|
|
|
(105
|
)
|
|
5
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
87
|
|
|
—
|
|
|
87
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
4
|
|
|
(5
|
)
|
|
—
|
|
|
(1
|
)
|
Earnings (loss) from continuing operations before tax
|
706
|
|
|
699
|
|
|
772
|
|
|
424
|
|
|
(1,629
|
)
|
|
972
|
|
Income tax (provision) benefit
|
2
|
|
|
7
|
|
|
(204
|
)
|
|
(73
|
)
|
|
6
|
|
|
(262
|
)
|
Earnings (loss) from continuing operations
|
708
|
|
|
706
|
|
|
568
|
|
|
351
|
|
|
(1,623
|
)
|
|
710
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
Net earnings (loss)
|
708
|
|
|
706
|
|
|
563
|
|
|
351
|
|
|
(1,623
|
)
|
|
705
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
Net earnings (loss) attributable to Celanese Corporation
|
708
|
|
|
706
|
|
|
563
|
|
|
354
|
|
|
(1,623
|
)
|
|
708
|
|
|
Nine Months Ended September 30, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net sales
|
—
|
|
|
—
|
|
|
2,121
|
|
|
3,699
|
|
|
(926
|
)
|
|
4,894
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(1,455
|
)
|
|
(3,369
|
)
|
|
928
|
|
|
(3,896
|
)
|
Gross profit
|
—
|
|
|
—
|
|
|
666
|
|
|
330
|
|
|
2
|
|
|
998
|
|
Selling, general and administrative expenses
|
—
|
|
|
—
|
|
|
(65
|
)
|
|
(251
|
)
|
|
—
|
|
|
(316
|
)
|
Amortization of intangible assets
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
(17
|
)
|
|
—
|
|
|
(26
|
)
|
Research and development expenses
|
—
|
|
|
—
|
|
|
(48
|
)
|
|
(25
|
)
|
|
—
|
|
|
(73
|
)
|
Other (charges) gains, net
|
—
|
|
|
—
|
|
|
3
|
|
|
(10
|
)
|
|
(4
|
)
|
|
(11
|
)
|
Foreign exchange gain (loss), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
Gain (loss) on disposition of businesses and assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
Operating profit (loss)
|
—
|
|
|
—
|
|
|
547
|
|
|
19
|
|
|
(2
|
)
|
|
564
|
|
Equity in net earnings (loss) of affiliates
|
443
|
|
|
528
|
|
|
117
|
|
|
124
|
|
|
(1,062
|
)
|
|
150
|
|
Interest expense
|
—
|
|
|
(144
|
)
|
|
(27
|
)
|
|
(51
|
)
|
|
92
|
|
|
(130
|
)
|
Refinancing expense
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Interest income
|
—
|
|
|
41
|
|
|
48
|
|
|
4
|
|
|
(92
|
)
|
|
1
|
|
Dividend income - cost investments
|
—
|
|
|
—
|
|
|
—
|
|
|
69
|
|
|
—
|
|
|
69
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Earnings (loss) from continuing operations before tax
|
443
|
|
|
424
|
|
|
685
|
|
|
166
|
|
|
(1,064
|
)
|
|
654
|
|
Income tax (provision) benefit
|
4
|
|
|
19
|
|
|
(176
|
)
|
|
(56
|
)
|
|
—
|
|
|
(209
|
)
|
Earnings (loss) from continuing operations
|
447
|
|
|
443
|
|
|
509
|
|
|
110
|
|
|
(1,064
|
)
|
|
445
|
|
Earnings (loss) from operation of discontinued operations
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
Gain (loss) on disposition of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (provision) benefit from discontinued operations
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
Earnings (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Net earnings (loss)
|
447
|
|
|
443
|
|
|
511
|
|
|
110
|
|
|
(1,064
|
)
|
|
447
|
|
Net (earnings) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings (loss) attributable to Celanese Corporation
|
447
|
|
|
443
|
|
|
511
|
|
|
110
|
|
|
(1,064
|
)
|
|
447
|
|
|
Three Months Ended September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
253
|
|
|
252
|
|
|
218
|
|
|
129
|
|
|
(600
|
)
|
|
252
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Foreign currency translation
|
(124
|
)
|
|
(124
|
)
|
|
(4
|
)
|
|
(16
|
)
|
|
144
|
|
|
(124
|
)
|
Gain (loss) from cash flow hedges
|
(5
|
)
|
|
(5
|
)
|
|
—
|
|
|
(6
|
)
|
|
11
|
|
|
(5
|
)
|
Pension and postretirement benefits
|
(8
|
)
|
|
(8
|
)
|
|
(8
|
)
|
|
—
|
|
|
16
|
|
|
(8
|
)
|
Total other comprehensive income (loss), net of tax
|
(137
|
)
|
|
(137
|
)
|
|
(12
|
)
|
|
(22
|
)
|
|
171
|
|
|
(137
|
)
|
Total comprehensive income (loss), net of tax
|
116
|
|
|
115
|
|
|
206
|
|
|
107
|
|
|
(429
|
)
|
|
115
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
116
|
|
|
115
|
|
|
206
|
|
|
108
|
|
|
(429
|
)
|
|
116
|
|
|
Three Months Ended September 30, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
172
|
|
|
172
|
|
|
176
|
|
|
48
|
|
|
(396
|
)
|
|
172
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
1
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
(2
|
)
|
|
1
|
|
Foreign currency translation
|
42
|
|
|
42
|
|
|
1
|
|
|
(4
|
)
|
|
(39
|
)
|
|
42
|
|
Gain (loss) from cash flow hedges
|
1
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
(2
|
)
|
|
1
|
|
Pension and postretirement benefits
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total other comprehensive income (loss), net of tax
|
44
|
|
|
44
|
|
|
3
|
|
|
(4
|
)
|
|
(43
|
)
|
|
44
|
|
Total comprehensive income (loss), net of tax
|
216
|
|
|
216
|
|
|
179
|
|
|
44
|
|
|
(439
|
)
|
|
216
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
216
|
|
|
216
|
|
|
179
|
|
|
44
|
|
|
(439
|
)
|
|
216
|
|
|
Nine Months Ended September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
708
|
|
|
706
|
|
|
563
|
|
|
351
|
|
|
(1,623
|
)
|
|
705
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Foreign currency translation
|
(141
|
)
|
|
(141
|
)
|
|
3
|
|
|
(30
|
)
|
|
168
|
|
|
(141
|
)
|
Gain (loss) from cash flow hedges
|
(11
|
)
|
|
(11
|
)
|
|
—
|
|
|
(9
|
)
|
|
20
|
|
|
(11
|
)
|
Pension and postretirement benefits
|
(34
|
)
|
|
(34
|
)
|
|
(34
|
)
|
|
—
|
|
|
68
|
|
|
(34
|
)
|
Total other comprehensive income (loss), net of tax
|
(186
|
)
|
|
(186
|
)
|
|
(31
|
)
|
|
(39
|
)
|
|
256
|
|
|
(186
|
)
|
Total comprehensive income (loss), net of tax
|
522
|
|
|
520
|
|
|
532
|
|
|
312
|
|
|
(1,367
|
)
|
|
519
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
522
|
|
|
520
|
|
|
532
|
|
|
315
|
|
|
(1,367
|
)
|
|
522
|
|
|
Nine Months Ended September 30, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net earnings (loss)
|
447
|
|
|
443
|
|
|
511
|
|
|
110
|
|
|
(1,064
|
)
|
|
447
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities
|
1
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
(2
|
)
|
|
1
|
|
Foreign currency translation
|
37
|
|
|
37
|
|
|
4
|
|
|
(2
|
)
|
|
(39
|
)
|
|
37
|
|
Gain (loss) from cash flow hedges
|
4
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
4
|
|
Pension and postretirement benefits
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total other comprehensive income (loss), net of tax
|
42
|
|
|
42
|
|
|
5
|
|
|
(2
|
)
|
|
(45
|
)
|
|
42
|
|
Total comprehensive income (loss), net of tax
|
489
|
|
|
485
|
|
|
516
|
|
|
108
|
|
|
(1,109
|
)
|
|
489
|
|
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Comprehensive income (loss) attributable to Celanese Corporation
|
489
|
|
|
485
|
|
|
516
|
|
|
108
|
|
|
(1,109
|
)
|
|
489
|
|
|
As of September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
—
|
|
|
—
|
|
|
824
|
|
|
686
|
|
|
—
|
|
|
1,510
|
|
Trade receivables - third party and affiliates
|
—
|
|
|
—
|
|
|
147
|
|
|
1,043
|
|
|
(174
|
)
|
|
1,016
|
|
Non-trade receivables, net
|
35
|
|
|
1,113
|
|
|
2,215
|
|
|
490
|
|
|
(3,653
|
)
|
|
200
|
|
Inventories, net
|
—
|
|
|
—
|
|
|
251
|
|
|
604
|
|
|
(84
|
)
|
|
771
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
75
|
|
|
53
|
|
|
(17
|
)
|
|
111
|
|
Marketable securities, at fair value
|
—
|
|
|
—
|
|
|
36
|
|
|
—
|
|
|
—
|
|
|
36
|
|
Other assets
|
—
|
|
|
—
|
|
|
19
|
|
|
43
|
|
|
(19
|
)
|
|
43
|
|
Total current assets
|
35
|
|
|
1,113
|
|
|
3,567
|
|
|
2,919
|
|
|
(3,947
|
)
|
|
3,687
|
|
Investments in affiliates
|
2,910
|
|
|
4,664
|
|
|
1,987
|
|
|
592
|
|
|
(9,296
|
)
|
|
857
|
|
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
998
|
|
|
2,620
|
|
|
—
|
|
|
3,618
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
270
|
|
|
27
|
|
|
(1
|
)
|
|
296
|
|
Other assets
|
—
|
|
|
1,915
|
|
|
145
|
|
|
314
|
|
|
(2,009
|
)
|
|
365
|
|
Goodwill
|
—
|
|
|
—
|
|
|
305
|
|
|
451
|
|
|
—
|
|
|
756
|
|
Intangible assets, net
|
—
|
|
|
—
|
|
|
68
|
|
|
63
|
|
|
—
|
|
|
131
|
|
Total assets
|
2,945
|
|
|
7,692
|
|
|
7,340
|
|
|
6,986
|
|
|
(15,253
|
)
|
|
9,710
|
|
LIABILITIES AND EQUITY
|
|||||||||||||||||
Current Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
—
|
|
|
2,429
|
|
|
827
|
|
|
356
|
|
|
(2,847
|
)
|
|
765
|
|
Trade payables - third party and affiliates
|
—
|
|
|
2
|
|
|
399
|
|
|
589
|
|
|
(174
|
)
|
|
816
|
|
Other liabilities
|
1
|
|
|
62
|
|
|
324
|
|
|
445
|
|
|
(349
|
)
|
|
483
|
|
Deferred income taxes
|
—
|
|
|
17
|
|
|
—
|
|
|
10
|
|
|
(17
|
)
|
|
10
|
|
Income taxes payable
|
—
|
|
|
—
|
|
|
552
|
|
|
52
|
|
|
(489
|
)
|
|
115
|
|
Total current liabilities
|
1
|
|
|
2,510
|
|
|
2,102
|
|
|
1,452
|
|
|
(3,876
|
)
|
|
2,189
|
|
Noncurrent Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
—
|
|
|
2,217
|
|
|
830
|
|
|
1,539
|
|
|
(1,947
|
)
|
|
2,639
|
|
Deferred income taxes
|
—
|
|
|
9
|
|
|
11
|
|
|
206
|
|
|
(1
|
)
|
|
225
|
|
Uncertain tax positions
|
—
|
|
|
6
|
|
|
8
|
|
|
136
|
|
|
—
|
|
|
150
|
|
Benefit obligations
|
—
|
|
|
—
|
|
|
870
|
|
|
207
|
|
|
—
|
|
|
1,077
|
|
Other liabilities
|
—
|
|
|
40
|
|
|
115
|
|
|
209
|
|
|
(69
|
)
|
|
295
|
|
Total noncurrent liabilities
|
—
|
|
|
2,272
|
|
|
1,834
|
|
|
2,297
|
|
|
(2,017
|
)
|
|
4,386
|
|
Total Celanese Corporation stockholders' equity
|
2,944
|
|
|
2,910
|
|
|
3,404
|
|
|
3,046
|
|
|
(9,360
|
)
|
|
2,944
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
191
|
|
|
—
|
|
|
191
|
|
Total equity
|
2,944
|
|
|
2,910
|
|
|
3,404
|
|
|
3,237
|
|
|
(9,360
|
)
|
|
3,135
|
|
Total liabilities and equity
|
2,945
|
|
|
7,692
|
|
|
7,340
|
|
|
6,986
|
|
|
(15,253
|
)
|
|
9,710
|
|
|
As of December 31, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
—
|
|
|
—
|
|
|
284
|
|
|
700
|
|
|
—
|
|
|
984
|
|
Trade receivables - third party and affiliates
|
—
|
|
|
—
|
|
|
131
|
|
|
877
|
|
|
(141
|
)
|
|
867
|
|
Non-trade receivables, net
|
33
|
|
|
482
|
|
|
2,166
|
|
|
586
|
|
|
(2,924
|
)
|
|
343
|
|
Inventories, net
|
—
|
|
|
—
|
|
|
243
|
|
|
622
|
|
|
(61
|
)
|
|
804
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
74
|
|
|
58
|
|
|
(17
|
)
|
|
115
|
|
Marketable securities, at fair value
|
—
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
—
|
|
|
41
|
|
Other assets
|
—
|
|
|
5
|
|
|
15
|
|
|
24
|
|
|
(16
|
)
|
|
28
|
|
Total current assets
|
33
|
|
|
487
|
|
|
2,954
|
|
|
2,867
|
|
|
(3,159
|
)
|
|
3,182
|
|
Investments in affiliates
|
2,667
|
|
|
4,458
|
|
|
1,677
|
|
|
594
|
|
|
(8,555
|
)
|
|
841
|
|
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
969
|
|
|
2,456
|
|
|
—
|
|
|
3,425
|
|
Deferred income taxes
|
—
|
|
|
—
|
|
|
248
|
|
|
49
|
|
|
(8
|
)
|
|
289
|
|
Other assets
|
—
|
|
|
1,965
|
|
|
144
|
|
|
285
|
|
|
(2,053
|
)
|
|
341
|
|
Goodwill
|
—
|
|
|
—
|
|
|
305
|
|
|
493
|
|
|
—
|
|
|
798
|
|
Intangible assets, net
|
—
|
|
|
—
|
|
|
64
|
|
|
78
|
|
|
—
|
|
|
142
|
|
Total assets
|
2,700
|
|
|
6,910
|
|
|
6,361
|
|
|
6,822
|
|
|
(13,775
|
)
|
|
9,018
|
|
LIABILITIES AND EQUITY
|
|||||||||||||||||
Current Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
—
|
|
|
1,713
|
|
|
122
|
|
|
373
|
|
|
(2,031
|
)
|
|
177
|
|
Trade payables - third party and affiliates
|
—
|
|
|
—
|
|
|
312
|
|
|
628
|
|
|
(141
|
)
|
|
799
|
|
Other liabilities
|
1
|
|
|
28
|
|
|
441
|
|
|
513
|
|
|
(442
|
)
|
|
541
|
|
Deferred income taxes
|
—
|
|
|
17
|
|
|
—
|
|
|
10
|
|
|
(17
|
)
|
|
10
|
|
Income taxes payable
|
—
|
|
|
—
|
|
|
460
|
|
|
32
|
|
|
(474
|
)
|
|
18
|
|
Total current liabilities
|
1
|
|
|
1,758
|
|
|
1,335
|
|
|
1,556
|
|
|
(3,105
|
)
|
|
1,545
|
|
Noncurrent Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
—
|
|
|
2,468
|
|
|
825
|
|
|
1,646
|
|
|
(2,052
|
)
|
|
2,887
|
|
Deferred income taxes
|
—
|
|
|
8
|
|
|
—
|
|
|
225
|
|
|
(8
|
)
|
|
225
|
|
Uncertain tax positions
|
—
|
|
|
6
|
|
|
16
|
|
|
178
|
|
|
—
|
|
|
200
|
|
Benefit obligations
|
—
|
|
|
—
|
|
|
943
|
|
|
232
|
|
|
—
|
|
|
1,175
|
|
Other liabilities
|
—
|
|
|
3
|
|
|
91
|
|
|
202
|
|
|
(9
|
)
|
|
287
|
|
Total noncurrent liabilities
|
—
|
|
|
2,485
|
|
|
1,875
|
|
|
2,483
|
|
|
(2,069
|
)
|
|
4,774
|
|
Total Celanese Corporation stockholders' equity
|
2,699
|
|
|
2,667
|
|
|
3,151
|
|
|
2,783
|
|
|
(8,601
|
)
|
|
2,699
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total equity
|
2,699
|
|
|
2,667
|
|
|
3,151
|
|
|
2,783
|
|
|
(8,601
|
)
|
|
2,699
|
|
Total liabilities and equity
|
2,700
|
|
|
6,910
|
|
|
6,361
|
|
|
6,822
|
|
|
(13,775
|
)
|
|
9,018
|
|
|
Nine Months Ended September 30, 2014
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
303
|
|
|
444
|
|
|
573
|
|
|
304
|
|
|
(828
|
)
|
|
796
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(142
|
)
|
|
(47
|
)
|
|
—
|
|
|
(189
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Deferred proceeds from Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Capital expenditures related to Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Capital expenditures related to Fairway Methanol LLC
|
—
|
|
|
—
|
|
|
(39
|
)
|
|
(236
|
)
|
|
—
|
|
|
(275
|
)
|
Return of capital from subsidiary
|
—
|
|
|
28
|
|
|
51
|
|
|
—
|
|
|
(79
|
)
|
|
—
|
|
Contributions to subsidiary
|
—
|
|
|
—
|
|
|
(143
|
)
|
|
—
|
|
|
143
|
|
|
—
|
|
Intercompany loan receipts (disbursements)
|
—
|
|
|
4
|
|
|
543
|
|
|
—
|
|
|
(547
|
)
|
|
—
|
|
Other, net
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
(5
|
)
|
|
—
|
|
|
(13
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
32
|
|
|
262
|
|
|
(288
|
)
|
|
(483
|
)
|
|
(477
|
)
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
—
|
|
|
(543
|
)
|
|
13
|
|
|
(1
|
)
|
|
543
|
|
|
12
|
|
Proceeds from short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
47
|
|
|
—
|
|
|
47
|
|
Repayments of short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
(70
|
)
|
|
—
|
|
|
(70
|
)
|
Proceeds from long-term debt
|
—
|
|
|
387
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
387
|
|
Repayments of long-term debt
|
—
|
|
|
(7
|
)
|
|
(4
|
)
|
|
(12
|
)
|
|
4
|
|
|
(19
|
)
|
Purchases of treasury stock, including related fees
|
(201
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(201
|
)
|
Dividends to parent
|
—
|
|
|
(303
|
)
|
|
(303
|
)
|
|
(222
|
)
|
|
828
|
|
|
—
|
|
Contributions from parent
|
—
|
|
|
—
|
|
|
—
|
|
|
143
|
|
|
(143
|
)
|
|
—
|
|
Stock option exercises
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
Series A common stock dividends
|
(106
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(106
|
)
|
Return of capital to parent
|
—
|
|
|
—
|
|
|
—
|
|
|
(79
|
)
|
|
79
|
|
|
—
|
|
Contribution from noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
194
|
|
|
—
|
|
|
194
|
|
Other, net
|
—
|
|
|
(10
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
Net cash provided by (used in) financing activities
|
(303
|
)
|
|
(476
|
)
|
|
(295
|
)
|
|
—
|
|
|
1,311
|
|
|
237
|
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(30
|
)
|
|
—
|
|
|
(30
|
)
|
Net increase (decrease) in cash and cash equivalents
|
—
|
|
|
—
|
|
|
540
|
|
|
(14
|
)
|
|
—
|
|
|
526
|
|
Cash and cash equivalents as of beginning of period
|
—
|
|
|
—
|
|
|
284
|
|
|
700
|
|
|
—
|
|
|
984
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
—
|
|
|
824
|
|
|
686
|
|
|
—
|
|
|
1,510
|
|
|
Nine Months Ended September 30, 2013
|
||||||||||||||||
|
Parent
Guarantor
|
|
Issuer
|
|
Subsidiary
Guarantors
|
|
Non-
Guarantors
|
|
Eliminations
|
|
Consolidated
|
||||||
|
(In $ millions)
|
||||||||||||||||
Net cash provided by (used in) operating activities
|
144
|
|
|
58
|
|
|
650
|
|
|
44
|
|
|
(288
|
)
|
|
608
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures on property, plant and equipment
|
—
|
|
|
—
|
|
|
(112
|
)
|
|
(87
|
)
|
|
—
|
|
|
(199
|
)
|
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Proceeds from sale of businesses and assets, net
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
Deferred proceeds from Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Capital expenditures related to Kelsterbach plant relocation
|
—
|
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(6
|
)
|
Capital expenditures related to Fairway Methanol LLC
|
—
|
|
|
—
|
|
|
(60
|
)
|
|
—
|
|
|
—
|
|
|
(60
|
)
|
Return of capital from subsidiary
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Contributions to subsidiary
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
20
|
|
|
—
|
|
Intercompany loan receipts (disbursements)
|
—
|
|
|
4
|
|
|
(92
|
)
|
|
—
|
|
|
88
|
|
|
—
|
|
Other, net
|
—
|
|
|
—
|
|
|
(26
|
)
|
|
(12
|
)
|
|
—
|
|
|
(38
|
)
|
Net cash provided by (used in) investing activities
|
—
|
|
|
4
|
|
|
(310
|
)
|
|
(92
|
)
|
|
108
|
|
|
(290
|
)
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings (repayments), net
|
—
|
|
|
92
|
|
|
(4
|
)
|
|
(8
|
)
|
|
(92
|
)
|
|
(12
|
)
|
Proceeds from short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
154
|
|
|
—
|
|
|
154
|
|
Repayments of short-term borrowings
|
—
|
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
|
—
|
|
|
(51
|
)
|
Proceeds from long-term debt
|
—
|
|
|
24
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|
74
|
|
Repayments of long-term debt
|
—
|
|
|
(32
|
)
|
|
(119
|
)
|
|
(45
|
)
|
|
4
|
|
|
(192
|
)
|
Purchases of treasury stock, including related fees
|
(102
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(102
|
)
|
Dividends to parent
|
—
|
|
|
(144
|
)
|
|
(144
|
)
|
|
—
|
|
|
288
|
|
|
—
|
|
Contributions from parent
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|
(20
|
)
|
|
—
|
|
Stock option exercises
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
Series A common stock dividends
|
(55
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(55
|
)
|
Return of capital to parent
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Contribution from noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other, net
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
Net cash provided by (used in) financing activities
|
(154
|
)
|
|
(62
|
)
|
|
(217
|
)
|
|
70
|
|
|
180
|
|
|
(183
|
)
|
Exchange rate effects on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
Net increase (decrease) in cash and cash equivalents
|
(10
|
)
|
|
—
|
|
|
123
|
|
|
28
|
|
|
—
|
|
|
141
|
|
Cash and cash equivalents as of beginning of period
|
10
|
|
|
—
|
|
|
275
|
|
|
674
|
|
|
—
|
|
|
959
|
|
Cash and cash equivalents as of end of period
|
—
|
|
|
—
|
|
|
398
|
|
|
702
|
|
|
—
|
|
|
1,100
|
|
•
|
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 their current levels of production costs and to improve productivity by implementing technological improvements to existing plants;
|
•
|
increased price competition and the introduction of competing products by other companies;
|
•
|
market acceptance of our technology;
|
•
|
the ability to obtain governmental approvals and to construct facilities on terms and schedules acceptable to the Company;
|
•
|
changes in the degree of intellectual property and other legal protection afforded to our products or technologies, or the theft of such intellectual property;
|
•
|
compliance and other costs and potential disruption or interruption of production or operations due to accidents, interruptions in sources of raw materials, cyber security incidents, terrorism or political unrest, or other unforeseen events or delays in construction or operation of facilities, including as a result of geopolitical conditions, the occurrence of acts of war or terrorist incidents or as a result of weather or natural disasters;
|
•
|
potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relating to climate change;
|
•
|
potential liability resulting from pending or future 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 Quarterly Report.
|
•
|
Celanese US issued €300 million of 3.250% senior unsecured notes due 2019. Celanese US also redeemed on October 15, 2014 its $600 million 6.625% senior unsecured notes due 2018 and amended its existing senior secured credit facilities.
|
•
|
We announced the acquisition of substantially all of the assets of Cool Polymers, Inc., based in North Kingstown, Rhode Island. The acquisition will accelerate our entry into thermally conductive polymers by building on Cool Polymers, Inc.'s polymer formulation expertise, application development capabilities and strong product portfolio.
|
•
|
We signed a Memorandum of Understanding with Indian Oil Corporation to explore the potential of a joint investment in a fuel ethanol plant to be built in India, based on our TCX
®
Technology.
|
•
|
We commercially launched our CelFX
™
technology for the Japanese market. CelFX
™
combines our proprietary binder and carbon to create a unique construction which allows concentrated filtration while maintaining full air flow.
|
•
|
We announced the launch of a uniquely low-friction and low-wear grade of acetal copolymer. This compound enables the production of injection molded parts with a very low coefficient of friction and wear rate, reducing energy loss, heat generation and noise in mechanical systems for industrial, transportation and consumer products and applications.
|
•
|
We received a corporate family rating upgrade from Moody’s Investors Service to Ba1 from Ba2.
|
•
|
We filed for air permits with the Texas Commission on Environmental Quality for our potential methanol unit in Bishop, Texas. We are seeking local economic incentives for this unit with an expected annual capacity of 1.3 million tons.
|
•
|
We received the American Chemistry Council's Responsible Care Company of the Year award along with three other companies in recognition of outstanding achievements in environmental, health, safety and security performance.
|
•
|
We announced the opening of our Commercial Technology Center in Seoul, Republic of Korea. The research and development center will support customer growth in South Korea and advance the technical capabilities of our product portfolio.
|
•
|
We announced the expansion of our compounding capabilities at our integrated chemical complex in Nanjing, China, to include polyphenylene sulfide ("PPS"). PPS is used to replace metals and thermosets in applications spanning the automotive, electronics and aerospace industries. The expansion is expected to be operational by the end of 2014.
|
•
|
We announced the expansion of our Florence, Kentucky facility to add compounding process lines to support demand for our engineered materials business. The unit is expected to be operational in the first quarter of 2015.
|
•
|
We announced the expansion of our Suzano, Brazil facility to include long-fiber reinforced thermoplastics production by mid-2015 to serve customers in Brazil and Latin America.
|
•
|
We announced our intent to construct a vinyl acetate ethylene ("VAE") emulsions unit in Southeast Asia. The unit will allow us to better serve customers with high-end applications in the architectural coatings, building and construction, carpet and paper industries. The unit is expected to begin production by mid-2016.
|
•
|
We increased our quarterly common stock cash dividend by 39 percent, from $0.72 to $1.00 per share of common stock on an annual basis. This increased our dividend payout ratio to approximately 20 percent.
|
•
|
We received the final greenhouse gas permit from the US Environmental Protection Agency for the methanol unit at our Clear Lake, Texas facility and began construction.
|
•
|
We received the Best Supplier Award from Whirlpool based on outstanding performance on quality, delivery and customer service.
|
•
|
Our engineered materials business introduced several differentiated polymer technologies that broaden our access to the utility industry, the oil and gas industry, original equipment manufacturers and companies that enhance supply chain efficiency. These include:
|
◦
|
Composite technologies for the utility industry that deliver greater reliability, capacity and performance for utility transmission lines, as well as spoolable pipe systems that meet the harsh demands of deepwater operations in the oil and gas industry.
|
◦
|
Anti-counterfeiting technologies that help original equipment manufacturers and suppliers ensure products contain components and parts that meet their specifications.
|
◦
|
Polymers that feature excellent chemical and thermal resistance, high hardness, rigidity and dimensional stability to withstand extreme industrial environments required by the RFID (radio-frequency identification) industry.
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Statement of Operations Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Net sales
|
1,769
|
|
|
1,636
|
|
|
133
|
|
|
5,243
|
|
|
4,894
|
|
|
349
|
|
Gross profit
|
436
|
|
|
346
|
|
|
90
|
|
|
1,222
|
|
|
998
|
|
|
224
|
|
Selling, general and administrative expenses
|
(118
|
)
|
|
(97
|
)
|
|
(21
|
)
|
|
(341
|
)
|
|
(316
|
)
|
|
(25
|
)
|
Other (charges) gains, net
|
20
|
|
|
(4
|
)
|
|
24
|
|
|
21
|
|
|
(11
|
)
|
|
32
|
|
Operating profit (loss)
|
310
|
|
|
211
|
|
|
99
|
|
|
812
|
|
|
564
|
|
|
248
|
|
Equity in net earnings of affiliates
|
52
|
|
|
41
|
|
|
11
|
|
|
193
|
|
|
150
|
|
|
43
|
|
Interest expense
|
(41
|
)
|
|
(43
|
)
|
|
2
|
|
|
(120
|
)
|
|
(130
|
)
|
|
10
|
|
Dividend income - cost investments
|
29
|
|
|
22
|
|
|
7
|
|
|
87
|
|
|
69
|
|
|
18
|
|
Earnings (loss) from continuing operations before tax
|
347
|
|
|
228
|
|
|
119
|
|
|
972
|
|
|
654
|
|
|
318
|
|
Amounts attributable to Celanese Corporation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations
|
258
|
|
|
171
|
|
|
87
|
|
|
713
|
|
|
445
|
|
|
268
|
|
Earnings (loss) from discontinued operations
|
(5
|
)
|
|
1
|
|
|
(6
|
)
|
|
(5
|
)
|
|
2
|
|
|
(7
|
)
|
Net earnings (loss)
|
253
|
|
|
172
|
|
|
81
|
|
|
708
|
|
|
447
|
|
|
261
|
|
Other Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Depreciation and amortization
|
73
|
|
|
76
|
|
|
(3
|
)
|
|
220
|
|
|
227
|
|
|
(7
|
)
|
Operating margin
(1)
|
17.5
|
%
|
|
12.9
|
%
|
|
|
|
|
15.5
|
%
|
|
11.5
|
%
|
|
|
|
SG&A expenses as a percentage of net sales
(2)
|
6.7
|
%
|
|
5.9
|
%
|
|
|
|
6.5
|
%
|
|
6.5
|
%
|
|
|
||
Other (charges) gains, net
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Employee termination benefits
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
|
(6
|
)
|
|
(3
|
)
|
|
(3
|
)
|
Kelsterbach plant relocation
|
—
|
|
|
(2
|
)
|
|
2
|
|
|
—
|
|
|
(6
|
)
|
|
6
|
|
Asset impairments
|
—
|
|
|
(2
|
)
|
|
2
|
|
|
—
|
|
|
(2
|
)
|
|
2
|
|
Plant/office closures
|
1
|
|
|
—
|
|
|
1
|
|
|
2
|
|
|
—
|
|
|
2
|
|
Commercial disputes
|
21
|
|
|
—
|
|
|
21
|
|
|
21
|
|
|
—
|
|
|
21
|
|
Other
|
1
|
|
|
—
|
|
|
1
|
|
|
4
|
|
|
—
|
|
|
4
|
|
Total other (charges) gains, net
|
20
|
|
|
(4
|
)
|
|
24
|
|
|
21
|
|
|
(11
|
)
|
|
32
|
|
(1)
|
Defined as operating profit (loss) divided by net sales.
|
(2)
|
Defined as selling, general and administrative expenses divided by net sales.
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
||
|
(unaudited)
|
||||
|
(In $ millions)
|
||||
Balance Sheet Data
|
|
|
|
|
|
Cash and cash equivalents
|
1,510
|
|
|
984
|
|
|
|
|
|
||
Short-term borrowings and current installments of long-term debt - third party and affiliates
|
765
|
|
|
177
|
|
Long-term debt
|
2,639
|
|
|
2,887
|
|
Total debt
|
3,404
|
|
|
3,064
|
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Net Sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Advanced Engineered Materials
|
366
|
|
|
346
|
|
|
20
|
|
|
1,128
|
|
|
1,027
|
|
|
101
|
|
Consumer Specialties
|
291
|
|
|
310
|
|
|
(19
|
)
|
|
882
|
|
|
919
|
|
|
(37
|
)
|
Industrial Specialties
|
314
|
|
|
299
|
|
|
15
|
|
|
959
|
|
|
882
|
|
|
77
|
|
Acetyl Intermediates
|
937
|
|
|
795
|
|
|
142
|
|
|
2,679
|
|
|
2,412
|
|
|
267
|
|
Other Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Intersegment eliminations
|
(139
|
)
|
|
(114
|
)
|
|
(25
|
)
|
|
(405
|
)
|
|
(346
|
)
|
|
(59
|
)
|
Total
|
1,769
|
|
|
1,636
|
|
|
133
|
|
|
5,243
|
|
|
4,894
|
|
|
349
|
|
Other (Charges) Gains, Net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
—
|
|
|
(2
|
)
|
|
2
|
|
|
(1
|
)
|
|
(6
|
)
|
|
5
|
|
Consumer Specialties
|
16
|
|
|
—
|
|
|
16
|
|
|
16
|
|
|
—
|
|
|
16
|
|
Industrial Specialties
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
|
2
|
|
Acetyl Intermediates
|
5
|
|
|
(1
|
)
|
|
6
|
|
|
7
|
|
|
(2
|
)
|
|
9
|
|
Other Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
20
|
|
|
(4
|
)
|
|
24
|
|
|
21
|
|
|
(11
|
)
|
|
32
|
|
Operating Profit (Loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
51
|
|
|
48
|
|
|
3
|
|
|
164
|
|
|
123
|
|
|
41
|
|
Consumer Specialties
|
105
|
|
|
85
|
|
|
20
|
|
|
284
|
|
|
246
|
|
|
38
|
|
Industrial Specialties
|
16
|
|
|
24
|
|
|
(8
|
)
|
|
60
|
|
|
57
|
|
|
3
|
|
Acetyl Intermediates
|
174
|
|
|
67
|
|
|
107
|
|
|
413
|
|
|
197
|
|
|
216
|
|
Other Activities
|
(36
|
)
|
|
(13
|
)
|
|
(23
|
)
|
|
(109
|
)
|
|
(59
|
)
|
|
(50
|
)
|
Total
|
310
|
|
|
211
|
|
|
99
|
|
|
812
|
|
|
564
|
|
|
248
|
|
Earnings (Loss) From Continuing Operations Before Tax
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
94
|
|
|
79
|
|
|
15
|
|
|
285
|
|
|
239
|
|
|
46
|
|
Consumer Specialties
|
134
|
|
|
106
|
|
|
28
|
|
|
378
|
|
|
317
|
|
|
61
|
|
Industrial Specialties
|
16
|
|
|
24
|
|
|
(8
|
)
|
|
60
|
|
|
57
|
|
|
3
|
|
Acetyl Intermediates
|
176
|
|
|
70
|
|
|
106
|
|
|
431
|
|
|
206
|
|
|
225
|
|
Other Activities
|
(73
|
)
|
|
(51
|
)
|
|
(22
|
)
|
|
(182
|
)
|
|
(165
|
)
|
|
(17
|
)
|
Total
|
347
|
|
|
228
|
|
|
119
|
|
|
972
|
|
|
654
|
|
|
318
|
|
Depreciation and Amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
27
|
|
|
27
|
|
|
—
|
|
|
80
|
|
|
83
|
|
|
(3
|
)
|
Consumer Specialties
|
11
|
|
|
10
|
|
|
1
|
|
|
32
|
|
|
30
|
|
|
2
|
|
Industrial Specialties
|
12
|
|
|
13
|
|
|
(1
|
)
|
|
38
|
|
|
37
|
|
|
1
|
|
Acetyl Intermediates
|
21
|
|
|
22
|
|
|
(1
|
)
|
|
61
|
|
|
65
|
|
|
(4
|
)
|
Other Activities
|
2
|
|
|
4
|
|
|
(2
|
)
|
|
9
|
|
|
12
|
|
|
(3
|
)
|
Total
|
73
|
|
|
76
|
|
|
(3
|
)
|
|
220
|
|
|
227
|
|
|
(7
|
)
|
Operating Margin
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advanced Engineered Materials
|
13.9
|
%
|
|
13.9
|
%
|
|
|
|
14.5
|
%
|
|
12.0
|
%
|
|
|
|
|
Consumer Specialties
|
36.1
|
%
|
|
27.4
|
%
|
|
|
|
32.2
|
%
|
|
26.8
|
%
|
|
|
|
|
Industrial Specialties
|
5.1
|
%
|
|
8.0
|
%
|
|
|
|
6.3
|
%
|
|
6.5
|
%
|
|
|
|
|
Acetyl Intermediates
|
18.6
|
%
|
|
8.4
|
%
|
|
|
|
15.4
|
%
|
|
8.2
|
%
|
|
|
|
|
Total
|
17.5
|
%
|
|
12.9
|
%
|
|
|
|
15.5
|
%
|
|
11.5
|
%
|
|
|
|
|
Volume
|
|
Price
|
|
Currency
|
|
Other
|
|
Total
|
||||
|
(unaudited)
|
||||||||||||
|
(In percentages)
|
||||||||||||
Advanced Engineered Materials
|
8
|
|
|
(2
|
)
|
|
—
|
|
—
|
|
|
6
|
|
Consumer Specialties
|
(8
|
)
|
|
2
|
|
|
—
|
|
—
|
|
|
(6
|
)
|
Industrial Specialties
|
(2
|
)
|
|
7
|
|
|
—
|
|
—
|
|
|
5
|
|
Acetyl Intermediates
|
1
|
|
|
17
|
|
|
—
|
|
—
|
|
|
18
|
|
Total Company
|
—
|
|
|
10
|
|
|
—
|
|
(2
|
)
|
|
8
|
|
|
Volume
|
|
Price
|
|
Currency
|
|
Other
|
|
Total
|
||||
|
(unaudited)
|
||||||||||||
|
(In percentages)
|
||||||||||||
Advanced Engineered Materials
|
11
|
|
|
(2
|
)
|
|
1
|
|
—
|
|
|
10
|
|
Consumer Specialties
|
(6
|
)
|
|
2
|
|
|
—
|
|
—
|
|
|
(4
|
)
|
Industrial Specialties
|
4
|
|
|
4
|
|
|
1
|
|
—
|
|
|
9
|
|
Acetyl Intermediates
|
(1
|
)
|
|
11
|
|
|
1
|
|
—
|
|
|
11
|
|
Total Company
|
1
|
|
|
6
|
|
|
1
|
|
(1
|
)
|
|
7
|
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Net sales
|
366
|
|
|
346
|
|
|
20
|
|
|
1,128
|
|
|
1,027
|
|
|
101
|
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume
|
8
|
%
|
|
|
|
|
|
|
|
11
|
%
|
|
|
|
|
|
|
Price
|
(2
|
)%
|
|
|
|
|
|
|
|
(2
|
)%
|
|
|
|
|
|
|
Currency
|
—
|
%
|
|
|
|
|
|
|
|
1
|
%
|
|
|
|
|
|
|
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
Other (charges) gains, net
|
—
|
|
|
(2
|
)
|
|
2
|
|
|
(1
|
)
|
|
(6
|
)
|
|
5
|
|
Operating profit (loss)
|
51
|
|
|
48
|
|
|
3
|
|
|
164
|
|
|
123
|
|
|
41
|
|
Operating margin
|
13.9
|
%
|
|
13.9
|
%
|
|
|
|
|
14.5
|
%
|
|
12.0
|
%
|
|
|
|
Equity in net earnings (loss) of affiliates
|
43
|
|
|
30
|
|
|
13
|
|
|
121
|
|
|
115
|
|
|
6
|
|
Earnings (loss) from continuing operations before tax
|
94
|
|
|
79
|
|
|
15
|
|
|
285
|
|
|
239
|
|
|
46
|
|
Depreciation and amortization
|
27
|
|
|
27
|
|
|
—
|
|
|
80
|
|
|
83
|
|
|
(3
|
)
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Net sales
|
291
|
|
|
310
|
|
|
(19
|
)
|
|
882
|
|
|
919
|
|
|
(37
|
)
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume
|
(8
|
)%
|
|
|
|
|
|
|
|
(6
|
)%
|
|
|
|
|
|
|
Price
|
2
|
%
|
|
|
|
|
|
|
|
2
|
%
|
|
|
|
|
|
|
Currency
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
Other (charges) gains, net
|
16
|
|
|
—
|
|
|
16
|
|
|
16
|
|
|
—
|
|
|
16
|
|
Operating profit (loss)
|
105
|
|
|
85
|
|
|
20
|
|
|
284
|
|
|
246
|
|
|
38
|
|
Operating margin
|
36.1
|
%
|
|
27.4
|
%
|
|
|
|
|
32.2
|
%
|
|
26.8
|
%
|
|
|
|
Equity in net earnings (loss) of affiliates
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
3
|
|
|
5
|
|
Dividend income - cost investments
|
29
|
|
|
21
|
|
|
8
|
|
|
86
|
|
|
68
|
|
|
18
|
|
Earnings (loss) from continuing operations before tax
|
134
|
|
|
106
|
|
|
28
|
|
|
378
|
|
|
317
|
|
|
61
|
|
Depreciation and amortization
|
11
|
|
|
10
|
|
|
1
|
|
|
32
|
|
|
30
|
|
|
2
|
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Net sales
|
314
|
|
|
299
|
|
|
15
|
|
|
959
|
|
|
882
|
|
|
77
|
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume
|
(2
|
)%
|
|
|
|
|
|
|
|
4
|
%
|
|
|
|
|
|
|
Price
|
7
|
%
|
|
|
|
|
|
|
|
4
|
%
|
|
|
|
|
|
|
Currency
|
—
|
%
|
|
|
|
|
|
|
|
1
|
%
|
|
|
|
|
|
|
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
Other (charges) gains, net
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
|
2
|
|
Operating profit (loss)
|
16
|
|
|
24
|
|
|
(8
|
)
|
|
60
|
|
|
57
|
|
|
3
|
|
Operating margin
|
5.1
|
%
|
|
8.0
|
%
|
|
|
|
|
6.3
|
%
|
|
6.5
|
%
|
|
|
|
Earnings (loss) from continuing operations before tax
|
16
|
|
|
24
|
|
|
(8
|
)
|
|
60
|
|
|
57
|
|
|
3
|
|
Depreciation and amortization
|
12
|
|
|
13
|
|
|
(1
|
)
|
|
38
|
|
|
37
|
|
|
1
|
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||
|
2014
|
|
2013
|
|
Change
|
|
2014
|
|
2013
|
|
Change
|
||||||
|
(unaudited)
|
||||||||||||||||
|
(In $ millions, except percentages)
|
||||||||||||||||
Net sales
|
937
|
|
|
795
|
|
|
142
|
|
|
2,679
|
|
|
2,412
|
|
|
267
|
|
Net Sales Variance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume
|
1
|
%
|
|
|
|
|
|
|
|
(1
|
)%
|
|
|
|
|
|
|
Price
|
17
|
%
|
|
|
|
|
|
|
|
11
|
%
|
|
|
|
|
|
|
Currency
|
—
|
%
|
|
|
|
|
|
|
|
1
|
%
|
|
|
|
|
|
|
Other
|
—
|
%
|
|
|
|
|
|
|
|
—
|
%
|
|
|
|
|
|
|
Other (charges) gains, net
|
5
|
|
|
(1
|
)
|
|
6
|
|
|
7
|
|
|
(2
|
)
|
|
9
|
|
Operating profit (loss)
|
174
|
|
|
67
|
|
|
107
|
|
|
413
|
|
|
197
|
|
|
216
|
|
Operating margin
|
18.6
|
%
|
|
8.4
|
%
|
|
|
|
|
15.4
|
%
|
|
8.2
|
%
|
|
|
|
Equity in net earnings (loss) of affiliates
|
2
|
|
|
3
|
|
|
(1
|
)
|
|
17
|
|
|
7
|
|
|
10
|
|
Earnings (loss) from continuing operations before tax
|
176
|
|
|
70
|
|
|
106
|
|
|
431
|
|
|
206
|
|
|
225
|
|
Depreciation and amortization
|
21
|
|
|
22
|
|
|
(1
|
)
|
|
61
|
|
|
65
|
|
|
(4
|
)
|
•
|
Net Cash Provided by Operating Activities
|
|
As of
September 30, 2014 |
|
As of
December 31, 2013 |
|
As of
September 30, 2013 |
|
As of
December 31, 2012 |
||||
|
(unaudited)
|
||||||||||
|
(In $ millions)
|
||||||||||
Trade receivables, net
|
1,016
|
|
|
867
|
|
|
949
|
|
|
827
|
|
Inventories
|
771
|
|
|
804
|
|
|
753
|
|
|
711
|
|
Trade payables - third party and affiliates
|
(816
|
)
|
|
(799
|
)
|
|
(739
|
)
|
|
(649
|
)
|
Trade working capital
|
971
|
|
|
872
|
|
|
963
|
|
|
889
|
|
•
|
Net Cash Provided by (Used in) Investing Activities
|
•
|
Net Cash Provided by (Used in) Financing Activities
|
•
|
Senior Notes
|
•
|
Senior Credit Facilities
|
|
Total Number
of Shares
Purchased
(1)
|
|
Average
Price Paid
per Share
|
|
Total Number of
Shares Purchased as Part of Publicly
Announced Program
|
|
Approximate Dollar
Value of Shares Remaining that may be Purchased Under the Program (2) |
||||||
|
(unaudited)
|
||||||||||||
July 1-31, 2014
|
415,584
|
|
|
$
|
60.29
|
|
|
409,947
|
|
|
$
|
272,000,000
|
|
August 1-31, 2014
|
1,140,103
|
|
|
$
|
59.05
|
|
|
1,140,103
|
|
|
$
|
205,000,000
|
|
September 1-30, 2014
|
95,511
|
|
|
$
|
62.65
|
|
|
94,954
|
|
|
$
|
199,000,000
|
|
Total
|
1,651,198
|
|
|
|
|
1,645,004
|
|
|
|
(1)
|
Includes 5,637 and 557 for July and September 2014, respectively, related 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:
|
|
Authorized Amount
|
|
|
(In $ millions)
|
|
February 2008
|
400
|
|
October 2008
|
100
|
|
April 2011
|
129
|
|
October 2012
|
264
|
|
February 2014
|
172
|
|
As of September 30, 2014
|
1,065
|
|
Exhibit
Number
|
|
|
|
Description
|
|
|
|
|
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, amended effective July 23, 2014 (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed with the SEC on July 28, 2014).
|
|
|
|
4.1
|
|
Third Supplemental Indenture, dated September 24, 2014, among Celanese US Holdings LLC, Celanese Corporation, the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as trustee, Deutsche Bank Trust Companies Americas, as paying agent, and Deutsche Bank Luxembourg S.A., as registrar and as transfer agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on September 25, 2014).
|
|
|
|
10.1
|
|
Amendment Agreement, dated September 24, 2014, among Celanese Corporation, Celanese US Holdings LLC, certain subsidiaries of Celanese US Holdings LLC, Deutsche Bank AG, New York Branch, as administrative agent and as collateral agent, Bank of America, N.A., as syndication agent, HSBC Securities (USA) Inc., JPMorgan Chase Bank, N.A. and The Royal Bank of Scotland PLC as co-documentation agents, and the other lenders party thereto (contains an Amended and Restated Credit Agreement) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on September 25, 2014).
|
|
|
|
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.
|
|
|
|
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.
|
*
|
Filed herewith
|
|
CELANESE CORPORATION
|
|||
|
|
|
|
|
|
|
By:
|
/s/ MARK C. ROHR
|
|
|
|
|
Mark C. Rohr
|
|
|
|
|
Chairman of the Board of Directors and
|
|
|
|
|
Chief Executive Officer
|
|
|
|
|
|
|
|
|
|
Date:
|
October 21, 2014
|
|
|
By:
|
/s/ CHRISTOPHER W. JENSEN
|
|
|
|
|
Christopher W. Jensen
|
|
|
|
|
Senior Vice President, Finance and
|
|
|
|
|
Interim Chief Financial Officer
|
|
|
|
|
|
|
|
|
|
Date:
|
October 21, 2014
|
|
/s/ MARK C. ROHR
|
|
|
Mark C. Rohr
|
|
|
Chairman of the Board of Directors and
|
|
|
Chief Executive Officer
|
|
|
October 21, 2014
|
|
/s/ CHRISTOPHER W. JENSEN
|
|
|
Christopher W. Jensen
|
|
|
Senior Vice President, Finance and
|
|
|
Interim Chief Financial Officer
|
|
|
October 21, 2014
|
|
/s/ MARK C. ROHR
|
|
|
Mark C. Rohr
|
|
|
Chairman of the Board of Directors and
|
|
|
Chief Executive Officer
|
|
|
October 21, 2014
|
|
/s/ CHRISTOPHER W. JENSEN
|
|
|
Christopher W. Jensen
|
|
|
Senior Vice President, Finance and
|
|
|
Interim Chief Financial Officer
|
|
|
October 21, 2014
|