[CELANESE LOGO]
INVESTOR INFORMATION CELANESE CORPORATION
Investor Relations
1601 West LBJ Freeway
Dallas, Texas 75234-6034
Mark Oberle
Phone: +1 972 443 4464
Fax: +1 972 332 9373
Mark.Oberle@celanese.com
CELANESE CORPORATION REPORTS STRONG THIRD QUARTER RESULTS: NET SALES AND
EARNINGS INCREASE FROM 2004
Third Quarter Highlights:
o Net sales increase 21% from prior year on higher pricing and the Vinamul
emulsion and Acetex acquisitions
o Basic EPS is $0.26; diluted adjusted EPS is $0.49
o Operating profit more than triples on strong results in Chemical
Products, cost savings, and lower special charges
o Adjusted EBITDA increases 16% from prior year to $253 million
o Full year 2005 diluted adjusted EPS guidance raised to $1.95 to $2.05
in $ millions, except per share data Q3 2005 Q3 2004
------------------------------------------------------------------------
Net sales 1,536 1,265
Operating profit 92 25
Net earnings (loss) 45 (71)
Basic EPS 0.26 n.m.
Diluted Adjusted EPS 0.49 n.m.
Adjusted EBITDA 253 218
------------------------------------------------------------------------
DALLAS, November 7, 2005 - Celanese Corporation (NYSE:CE) today reported
third quarter 2005 net sales increased 21% to $1,536 million compared to the
same period last year primarily on higher pricing, mainly in Chemical Products,
and sales of the recently acquired
1
Acetex and Vinamul businesses. Basic net earnings were $0.26 per share, which
included $24 million, pretax, in special charges primarily associated with the
planned closure of the Edmonton, Canada site as well as $15 million, pretax, in
inventory purchase accounting expenses related to the Acetex acquisition and
increased ownership of Celanese AG.
Diluted adjusted earnings per share, which primarily exclude special
charges and inventory purchase accounting expenses, were $0.49, within the
company's guidance range of $0.45 to $0.50 per share. The results include $0.02
per share positive impact from increased ownership of Celanese AG.
Adjusted EBITDA rose 16% to $253 million on strong operating results,
productivity improvements, and higher dividends from cost investments, and was
within the company's previous guidance range of $240 million to $260 million.
Adjusted EBITDA increased despite the impact of Hurricane Rita, which is
estimated to be approximately $15 million for the third and fourth quarters
combined.
"Celanese had another strong quarter and achieved its objectives for
growth profitability, and cost control, despite the impact of Hurricane Rita and
unprecedented increases in raw material costs," said David Weidman, president
and chief executive officer. "These results demonstrate the strength of our
hybrid chemicals structure and strategy for growth and cost improvement."
Operating profit more than tripled to $92 million versus $25 million last
year on higher pricing, productivity improvements, and lower special charges.
These effects more than offset higher raw material and energy costs, mainly for
ethylene and natural gas. Operating profit in 2004 included $59 million in
special charges, largely for non-cash asset impairments associated with the
restructuring of Acetate Products. Operating profit in 2005 included $24 million
in special charges and $15 million in inventory purchase accounting adjustments.
Adjusting for these items, operating profit increased by $47 million.
The company continues to deliver on Celanese-specific opportunities to
create value.
2
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RECENT BUSINESS HIGHLIGHTS:
o Completed acquisition of Acetex Corporation and redemption of Acetex's
outstanding 10-7/8% senior notes for approximately $500 million,
primarily with available cash.
o Completed the transition for purchasing our full requirement of Gulf
Coast methanol from Southern Chemical Corporation, a Trinidad-based
supplier, in an arrangement that is expected to yield significant
savings.
o Increased our ownership of Celanese AG to approximately 98% as of October
27 following an agreement with major shareholders and ongoing tender
offers. The Celanese Corporation Board of Directors granted approval in
November to a squeeze-out of remaining shareholders.
o Signed a letter of intent to divest Ticona's non-core cyclo-olefin
copolymer (COC) business to a venture between Daicel and our Polyplastics
equity investment.
o Completed the sale of the Rock Hill, S.C., cellulose acetate
manufacturing site in October 2005 as part of the restructuring of the
Acetate Products business.
EQUITY AND COST INVESTMENTS
Dividends from equity and cost investments increased by more than 50% to
$47 million from $31 million in the same quarter last year, primarily due to
higher dividends from our Ibn Sina cost investment in Saudi Arabia. Equity in
net earnings of affiliates rose 24% to $21 million on increased performance of
our Asian investments.
"As expected, dividends from our investments increased significantly in
the quarter on improved performance of our ventures and our strategy to maximize
our ventures' cash contributions, " said John Gallagher, chief financial officer
and executive vice president. "We've
Page: 4 of 20 [CELANESE LOGO]
received dividends of $114 million year to date, and now expect total dividends
in 2005 to be modestly above $130 million."
THIRD QUARTER SEGMENT OVERVIEW
CHEMICAL PRODUCTS
Higher pricing driven by strong demand, high industry utilization rates
and higher raw material costs in base products, such as acetic acid and vinyl
acetate, as well as the results of the recent Acetex and Vinamul acquisitions,
resulted in a net sales increase of 31% to $1,100 million for Chemical Products.
Earnings from continuing operations before tax and minority interests rose by
34% to $134 million, benefiting from increased operating profit and dividends
from the Ibn Sina cost investment, which more than doubled to $33 million in the
quarter. Higher pricing for base products more than offset higher raw material
costs, such as ethylene and natural gas. Downstream products, such as emulsions
and polyvinyl alcohol, however, experienced margin compression, as raw material
costs rose faster than pricing.
TECHNICAL POLYMERS TICONA
Net sales for Ticona were essentially flat at $212 million compared to
the same period last year. The company was successful in its pricing
initiatives, which offset lower polyacetal volumes, resulting from a weak
European automotive market and reduced sales to lower end applications. Earnings
from continuing operations before tax and minority interests increased by 17% to
$34 million due to progress in its cost savings initiatives, higher pricing, and
lower depreciation and amortization expense. Earnings from equity investments in
Asia and the U.S. also increased in the
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period. These factors were partly offset by higher raw material costs, lower
volumes, and lower inventory versus last year when there was a build for a
planned maintenance turnaround.
ACETATE PRODUCTS
Acetate Products' net sales declined by 7% to $163 million as higher
pricing for tow and flake and increased flake volumes did not offset lower
volumes for filament and tow due to the company's planned exit from the filament
business and the shutdown of a Canadian tow plant. Earnings from continuing
operations before tax and minority interests increased to $4 million compared to
a loss of $(39) million in the same period last year due to lower special
charges of $9 million in 2005 versus $50 million in 2004 and lower depreciation
and amortization expense largely related to restructuring initiatives. In the
3rd quarter of 2005, higher raw material and energy costs, along with
temporarily higher manufacturing costs resulting from a realignment in inventory
levels, were partially offset by higher pricing and savings from restructuring
initiatives.
PERFORMANCE PRODUCTS
Net sales for the Performance Products segment decreased by $1 million
to $46 million compared to the same period last year as higher volumes, largely
for Sunett(R) sweetener, were offset by lower pricing for the sweetener.
Earnings from continuing operations before tax and minority interests declined
slightly by $1 million to $10 million as improved conditions in the sorbates
business and cost savings were offset by lower pricing for Sunett and an
impairment of cost investments.
OTHER ACTIVITIES
Other Activities primarily consists of corporate center costs,
including financing and
Page: 6 of 20 [CELANESE LOGO]
administrative activities, and certain other operating entities, including the
captive insurance companies and the AT Plastics business of Acetex, which was
acquired in July 2005.
Net sales for Other Activities increased to $55 million from $20 million
in the same period last year primarily due to the addition of $49 million in
sales from AT Plastics, which was partially offset by lower third party sales
from the captive insurance companies and the divestitures of the performance
polymer polybenzamidazole (PBI) and Vectran polymer fiber businesses. Loss from
continuing operations before tax and minority interests improved to a loss of
$108 million from a loss of $132 million in the same period last year mainly due
to $26 million in lower interest expense than in 2004, which included $18
million in deferred financing costs and a $21-million prepayment premium for the
refinancing of redeemable preferred stock. This decrease was partially offset by
increased interest expense on higher debt levels and interest rates.
LIQUIDITY
As of September 30, 2005, the company had total debt of $3,496 million
and cash and cash equivalents of $401 million. Net debt (total debt less cash
and cash equivalents) increased to $3,095 million from $2,549 million as of
December 31, 2004, as the company acquired Vinamul with debt and largely used
available cash to finance the Acetex acquisition, the redemption of Acetex
senior notes and the purchase of Celanese AG shares from two minority
shareholders.
OUTLOOK
The company increased its full year guidance range for diluted adjusted
earnings per share to $1.95 to $2.05 from its previous guidance of $1.90 to
$2.00 per diluted share to reflect the
Page: 7 of 20 [CELANESE LOGO]
positive impact of fewer Celanese AG shares outstanding.
"Celanese had a very good quarter and continues to deliver on
Celanese-specific opportunities that enhance our growth and profitability," said
Weidman. "Our hybrid, global chemical company is well positioned, and we remain
optimistic about our outlook."
Forward-Looking Statements
This release may contain "forward-looking statements," which include
information concerning the company's plans, objectives, goals, strategies,
future revenues or performance, capital expenditures, financing needs and other
information that is not historical information. When used in this release, the
words "estimates," "expects," "anticipates," "projects," "plans," "intends,"
"believes," and variations of such words or similar expressions are intended to
identify forward-looking statements. All forward-looking statements are based
upon current expectations and beliefs and various assumptions. There can be no
assurance that the company will realize these expectations or that these beliefs
will prove correct.
There are a number of risks and uncertainties that could cause actual
results to differ materially from the forward-looking statements contained in
this release. Numerous factors, many of which are beyond the company's control,
could cause actual results to differ materially from those expressed as
forward-looking statements. Certain of these risk factors are discussed in the
company's filings with the Securities and Exchange Commission. Any
forward-looking statement speaks only as of the date on which it is made, and
the company undertakes no obligation to update any forward-looking statements to
reflect events or circumstances after the date on which it is made or to reflect
the occurrence of anticipated or unanticipated events or circumstances.
Successor
Successor represents Celanese Corporation's financial position as of
September 30, 2005 and December 31, 2004 and its consolidated results of
operations for the three months and nine months ended September 30, 2005 and
three months ended September 30, 2004. These consolidated financial statements
reflect the application of purchase accounting relating to the acquisition of
Celanese AG and preliminary purchase accounting adjustments relating to the
acquisitions of Vinamul, Acetex and the
Page: 8 of 20 [CELANESE LOGO]
additional Celanese AG shares acquired in the third quarter of 2005.
Predecessor
Predecessor represents Celanese AG's consolidated results of its operations
for the three months ended March 31, 2004. These results relate to a period
prior to the acquisition of Celanese AG and present Celanese AG's historical
basis of accounting without the application of purchase accounting.
The results of the Successor are not comparable to the results of the
Predecessor due to the difference in the basis of presentation of purchase
accounting as compared to historical cost and different accounting policies.
Reconciliation of Non-U.S. GAAP Measures to U.S. GAAP
This release reflects three performance measures, net debt, adjusted EBITDA,
and diluted adjusted earnings per share as non-U.S. GAAP measures. The most
directly comparable financial measure presented in accordance with U.S. GAAP in
our consolidated financial statements for net debt is total debt; for adjusted
EBITDA is net earnings (loss); and for diluted adjusted earnings per share is
diluted earnings (loss) per share. For a reconciliation of these non-U.S. GAAP
measures to U.S. GAAP figures, see the accompanying schedules to this release.
Use of Non-U.S. GAAP Financial Information
Adjusted EBITDA, a measure used by management to measure performance, is
defined as earnings (loss) from continuing operations, plus interest expense net
of interest income, income taxes and depreciation and amortization, and further
adjusted for certain cash and non-cash charges. Our management believes adjusted
EBITDA is useful to investors because it is one of the primary measures our
management uses for its planning and budgeting processes and to monitor and
evaluate financial and operating results. Adjusted EBITDA is not a recognized
term under U.S. GAAP and does not purport to be an alternative to net earnings
as a measure of operating performance or to cash flows from operating activities
as a measure of liquidity. Because not all companies use identical calculations,
this presentation of adjusted EBITDA may not be comparable to other similarly
titled measures of other companies. Additionally, adjusted EBITDA is not
intended to be a measure of free cash flow for management's discretionary use,
as it does not consider certain cash requirements such as interest payments, tax
payments and debt service requirements nor does it represent the amount used in
our
Page: 9 of 20 [CELANESE LOGO]
debt covenants. Net debt is defined as total debt less cash and cash
equivalents. Our management uses net debt to evaluate the Company's capital
structure. Diluted adjusted net earnings per share is defined as income
available to common shareholders plus preferred dividends, adjusted for special
and one-time expenses and divided by the number of basic common and diluted
preferred shares outstanding as of September 30, 2005. We believe that the
presentation of all of the non-U.S. GAAP information provides useful information
to management and investors regarding various financial and business trends
relating to our financial condition and results of operations, and that when
U.S. GAAP information is viewed in conjunction with non-U.S. GAAP information,
investors are provided with a more meaningful understanding of our ongoing
operating performance. This non-U.S. GAAP information is not intended to be
considered in isolation or as a substitute for U.S. GAAP financial information.
The presentation of combined 2004 consolidated statements of operations of
the predecessor and successor results in a non-GAAP measure as the predecessor
and successor's consolidated financial statements are based on two different
methods of accounting and as the successor's consolidated financial statements
include the effects of purchase accounting.
Results Unaudited: The results presented in this release, together with the
adjustments made to present the results on a comparable basis, have not been
audited and are based on internal financial data furnished to management.
Quarterly results should not be taken as an indication of the results of
operations to be reported for any subsequent period or for the full fiscal year.
Page: 10 of 20 [CELANESE LOGO]
CONSOLIDATED STATEMENTS OF OPERATIONS
Q3 2005 Q3 2004 9M 2005 9M 2004
-------------- ------------- ------------ ------------
in $ millions Successor Successor Successor Combined
-------------------------------------------------------------------------------------------------------
NET SALES 1,536 1,265 4,562 3,737
Cost of sales (1,253) (1,005) (3,553) (3,065)
--------------------------------------------------------------- ------------- ------------ ------------
GROSS PROFIT 283 260 1,009 672
Selling, general and administrative xpenses (144) (153) (441) (415)
Research and development expenses (22) (23) (68) (68)
Special charges:
Insurance recoveries associated with
plumbing cases - (1) 4 1
Restructuring, impairment and other
special charges (24) (58) (93) (87)
Foreign exchange gain (loss), net (2) (2) - (2)
Gain (loss) on disposition of assets 1 2 (1) 1
--------------------------------------------------------------- ------------- ------------ ------------
OPERATING PROFIT 92 25 410 102
Equity in net earnings of affiliates 21 17 48 47
Interest expense (72) (98) (316) (234)
Interest income 7 8 31 20
Other income (expense), net 26 17 47 2
--------------------------------------------------------------- ------------- ------------ ------------
EARNINGS (LOSS) FROM CONTINUING OPERATIONS
BEFORE TAX AND MINORITY INTERESTS 74 (31) 220 (63)
Income tax provision (26) (48) (77) (75)
--------------------------------------------------------------- ------------- ------------ ------------
EARNINGS (LOSS) FROM CONTINUING OPERATIONS
BEFORE MINORITY INTERESTS 48 (79) 143 (138)
Minority interests (3) 8 (41) (2)
--------------------------------------------------------------- ------------- ------------ ------------
EARNINGS (LOSS) FROM CONTINUING OPERATIONS 45 (71) 102 (140)
Earnings (loss) from operation of
discontinued operations (including gain on
disposal of discontinued operations) - - - 8
Related income tax benefit - - - 14
--------------------------------------------------------------- ------------- ------------ ------------
Earnings (loss) from discontinued operations - - - 22
--------------------------------------------------------------- ------------- ------------ ------------
NET EARNINGS (LOSS) 45 (71) 102 (118)
-------------------------------------------------------------------------------------------------------
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CONSOLIDATED BALANCE SHEETS
SEP 30 DEC 31
in $ millions 2005 2004
--------------------------------------------------------------------------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents 401 838
Receivables, net:
Trade receivables, net - third party and affiliates 947 866
Other receivables 519 670
Inventories 625 618
Deferred income taxes 69 71
Other assets 47 86
Assets of discontinued operations 2 2
-------------------------------------------------------------------- -----------
TOTAL CURRENT ASSETS 2,610 3,151
Investments 551 600
Property, plant and equipment, net 1,982 1,702
Deferred income taxes 35 54
Other assets 727 756
Goodwill 1,042 747
Intangible assets, net 393 400
-------------------------------------------------------------------- -----------
TOTAL ASSETS 7,340 7,410
-------------------------------------------------------------------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES:
Short-term borrowings and current
installments of long-term debt 181 144
Accounts payable and accrued liabilities:
Trade payables - third party and affiliates 698 722
Other current liabilities 813 888
Deferred income taxes 13 20
Income taxes payable 224 214
Liabilities of discontinued operations 3 7
-------------------------------------------------------------------- -----------
TOTAL CURRENT LIABILITIES 1,932 1,995
Long-term debt 3,315 3,243
Deferred income taxes 225 256
Benefit obligations 1,154 1,000
Other liabilities 506 510
Minority interests 149 518
Shareholders' equity (deficit):
Preferred stock - -
Common stock - -
Additional paid-in capital 344 158
Retained earnings (accumulated deficit) (151) (253)
Accumulated other comprehensive loss (134) (17)
-------------------------------------------------------------------- -----------
Shareholders' equity (deficit) 59 (112)
-------------------------------------------------------------------- -----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) 7,340 7,410
--------------------------------------------------------------------------------
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NET SALES
TABLE 1
NET SALES
in $ millions Q3 2005 Q3 2004 9M 2005 9M 2004
----------- ---------- ---------- -----------
Successor Successor Successor Combined
-------------------------------------------------------------------------------
Chemical Products 1,100 840 3,229 2,466
Technical Polymers Ticona 212 213 674 660
Acetate Products 163 176 542 521
Performance Products 46 47 140 136
---------------------------------------- ---------- ---------- -----------
SEGMENT TOTAL 1,521 1,276 4,585 3,783
Other activities 55 20 75 42
Intersegment eliminations (40) (31) (98) (88)
---------------------------------------- ---------- ---------- -----------
TOTAL 1,536 1,265 4,562 3,737
-------------------------------------------------------------------------------
TABLE 2
FACTORS AFFECTING THIRD QUARTER 2005 SEGMENT NET SALES COMPARED TO THIRD QUARTER
2004
in percent VOLUME PRICE CURRENCY OTHER* TOTAL
--------------------------------------------------------------------------------
Chemical Products 2% 12% 1% 16% 31%
Technical Polymers Ticona -5% 5% 0% 0% 0%
Acetate Products -12% 5% 0% 0% -7%
Performance Products 2% -4% 0% 0% -2%
--------------------------------------------------------------------------------
SEGMENT TOTAL -1% 9% 0% 11% 19%
--------------------------------------------------------------------------------
* Primarily represents net sales of the recently acquired Vinamul and Acetex
businesses, excluding AT Plastics
TABLE 3
FACTORS AFFECTING NINE MONTHS 2005 SEGMENT NET SALES COMPARED TO NINE MONTHS
2004
in percent VOLUME PRICE CURRENCY OTHER* TOTAL
--------------------------------------------------------------------------------
Chemical Products 0% 18% 2% 11% 31%
Technical Polymers Ticona -2% 2% 2% 0% 2%
Acetate Products 0% 4% 0% 0% 4%
Performance Products 4% -5% 4% 0% 3%
--------------------------------------------------------------------------------
SEGMENT TOTAL -1% 13% 2% 7% 21%
--------------------------------------------------------------------------------
* Primarily represents net sales of the recently acquired Vinamul and Acetex
businesses, excluding AT Plastics
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KEY FINANCIAL DATA
TABLE 4
OPERATING PROFIT (LOSS)
Q3 2005 Q3 2004 9M 2005 9M 2004
----------- ------------ ------------- -----------
in $ millions Successor Successor Successor Combined
--------------------------------------------------------------------------------
Chemical Products 98 83 430 184
Technical Polymers Ticona 18 15 62 57
Acetate Products 4 (39) 34 (20)
Performance Products 13 12 41 25
----------------------------------------- ------------ ------------- -----------
SEGMENT TOTAL 133 71 567 246
Other activities (41) (46) (157) (144)
----------------------------------------- ------------ ------------- -----------
TOTAL 92 25 410 102
--------------------------------------------------------------------------------
TABLE 5
EARNINGS (LOSS) FROM CONTINUING OPERATIONS BEFORE TAX AND MINORITY INTERESTS
Q3 2005 Q3 2004 9M 2005 9M 2004
----------- ----------- ----------- -----------
in $ millions Successor Successor Successor Combined
--------------------------------------------------------------------------------
Chemical Products 134 100 476 198
Technical Polymers Ticona 34 29 107 100
Acetate Products 4 (39) 36 (16)
Performance Products 10 11 36 23
----------------------------------------- ----------- ----------- -----------
SEGMENT TOTAL 182 101 655 305
Other activities (108) (132) (435) (368)
----------------------------------------- ----------- ----------- -----------
TOTAL 74 (31) 220 (63)
--------------------------------------------------------------------------------
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TABLE 6
DEPRECIATION AND AMORTIZATION EXPENSE
Q3 2005 Q3 2004 9M 2005 9M 2004
--------- ----------- ----------- ----------
in $ millions Successor Successor Successor Combined
-------------------------------------------------------------------------------
Chemical Products 45 39 118 116
Technical Polymers Ticona 13 19 42 50
Acetate Products 3 16 21 43
Performance Products 4 3 10 7
------------------------------- --------- ----------- ----------- ----------
SEGMENT TOTAL 65 77 191 216
Other activities 5 2 9 6
------------------------------- --------- ----------- ----------- ----------
TOTAL 70 79 200 222
------------------------------- -----------------------------------------------
KEY FINANCIAL DATA - (CONTINUED)
TABLE 7
CASH DIVIDENDS RECEIVED
Q3 2005 Q3 2004 9M 2005 9M 2004
----------- ----------- ----------- ----------
in $ millions Successor Successor Successor Combined
--------------------------------------------------------------------------------
Dividends from equity
investments 14 14 60 35
Other distributions from equity
investments - - - 1
Dividends from cost investments 33 17 54 30
--------------------------------------------------------------------------------
TOTAL 47 31 114 66
--------------------------------------------------------------------------------
SPECIAL CHARGES AND OTHER EXPENSES
TABLE 8
SPECIAL CHARGES IN OPERATING PROFIT (LOSS)
Q3 2005 Q3 2004 9M 2005 9M 2004
--------- ----------- ----------- ----------
in $ millions Successor Successor Successor Combined
-------------------------------------------------------------------------------
Chemical Products (12) (3) (16) (5)
Technical Polymers Ticona (1) (6) (22) (5)
Acetate Products (9) (50) (10) (50)
Performance Products - - - -
----------------------------------------- ----------- ----------- ----------
SEGMENT TOTAL (22) (59) (48) (60)
Other activities (2) - (41) (26)
----------------------------------------- ----------- ----------- ----------
TOTAL (24) (59) (89) (86)
-------------------------------------------------------------------------------
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TABLE 9
BREAKOUT OF SPECIAL CHARGES BY TYPE
Q3 2005 Q3 2004 9M 2005 9M 2004
--------- ---------- ---------- ---------
in $ millions Successor Successor Successor Combined
-----------------------------------------------------------------------------
Employee termination benefits (9) (6) (18) (9)
Plant/office closures (13) (52) (14) (52)
Restructuring adjustments - 1 - 1
------------------------------------------ ---------- ---------- ---------
TOTAL RESTRUCTURING (22) (57) (32) (60)
Insurance recoveries associated
with plumbing cases - (1) 4 1
Asset impairments (1) - (25) -
Termination of advisor
monitoring services - - (35) -
Advisory services - - - (25)
Other (1) (1) (1) (2)
------------------------------------------ ---------- ---------- ---------
TOTAL (24) (59) (89) (86)
-----------------------------------------------------------------------------
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EARNINGS PER SHARE AND RECONCILIATION OF NON-US GAAP ITEMS
TABLE 10
EARNINGS PER SHARE
Q3 2005
in $ millions, except for share and per share data ACTUAL
--------------------------------------------------------------------------
EARNINGS FROM CONTINUING OPERATIONS
BEFORE TAX AND MINORITY INTERESTS 74
Income tax provision (26)
Minority interests (3)
Preferred dividends (3)
--------------------------------------------------------------------------
NET EARNINGS AVAILABLE TO COMMON SHAREHOLDERS 42
--------------------------------------------------------------------------
BASIC EPS CALCULATION
--------------------------------------------------------------------------
Weighted average shares outstanding (millions) 158.5
--------------------------------------------------------------------------
BASIC EPS 0.26
--------------------------------------------------------------------------
DILUTED EPS CALCULATION
--------------------------------------------------------------------------
Net earnings available to common shareholders 42
Add back: Preferred dividends 3
--------------------------------------------------------------------------
NET EARNINGS FOR DILUTED EPS 45
--------------------------------------------------------------------------
DILUTED SHARES (MILLIONS)
--------------------------------------------------------------------------
Weighted average shares outstanding 158.5
Conversion of Preferred Shares 12.0
Assumed conversion of stock options 1.4
--------------------------------------------------------------------------
Total diluted shares 171.9
--------------------------------------------------------------------------
DILUTED EPS 0.26
--------------------------------------------------------------------------
DILUTED ADJUSTED EARNINGS PER SHARE - RECONCILIATION OF NON-US GAAP ITEMS
Q3 2005
in $ millions, except for share and per share data ADJUSTED
-------------------------------------------------------------------------
NET EARNINGS AVAILABLE TO COMMON SHAREHOLDERS 42
Non-GAAP Adjustments:
Purchase accounting for inventories 15
Special charges 24
Sponsor related charges 1
Tax differential for adjusted net earnings* (1)
--------------------------------------------------------------------------
ADJUSTED NET EARNINGS AVAILABLE TO COMMON SHAREHOLDERS 81
Add back: Preferred dividends 3
-------------------------------------------------------------------------
NET EARNINGS FOR DILUTED ADJUSTED EPS 84
-------------------------------------------------------------------------
DILUTED SHARES (MILLIONS)
-------------------------------------------------------------------------
Weighted average shares outstanding 158.5
Conversion of Preferred Shares 12.0
Assumed conversion of stock options 1.4
-------------------------------------------------------------------------
Total diluted adjusted shares 171.9
-------------------------------------------------------------------------
DILUTED ADJUSTED EPS 0.49
--------------------------------------------------------------------------
* The tax differential for adjusted net earnings represents the difference
between the effective tax rate applicable to net earnings available to
common shareholders (35%) and the effective tax rate applicable to adjusted
net earnings available to common shareholders (24%).
Page: 17 of 20 [CELANESE LOGO]
TABLE 11
NET DEBT
SEP 30 DEC 31
in $ millions 2005 2004
----------------------------------------------------------------------------
Short-term borrowings and current
installments of long-term debt 181 144
Plus: Long-term debt 3,315 3,243
----------------------------------------------------------------------------
Total debt 3,496 3,387
Less: Cash and cash equivalents 401 838
----------------------------------------------------------------------------
NET DEBT 3,095 2,549
----------------------------------------------------------------------------
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TABLE 12
ADJUSTED EBITDA
in $ millions Q3 2005 Q3 2004 9M 2005
------------------------------------------------------------------------------
Net earnings (loss) 45 (71) 102
(Earnings) loss from discontinued operations - - -
Interest expense 72 98 316
Interest income (7) (8) (31)
Income tax provision 26 48 77
Depreciation and amortization 70 79 200
------------------------------------------------------------------------------
EBITDA 206 146 664
Adjustments:
Equity in net earnings of affiliates in
excess of cash dividends received (7) (3) 12
Special charges 24 59 89
Other unusual items and adjustments (1) 30 16 105
------------------------------------------------------------------------------
ADJUSTED EBITDA 253 218 870
------------------------------------------------------------------------------
(1) OTHER UNUSUAL ITEMS AND ADJUSTMENTS
in $ millions Q3 2005 Q3 2004 9M 2005
-----------------------------------------------------------------------------
Net (gain) loss on disposition of assets (1) (2) 1
Excess of minority interest (income) expense
over cash dividends paid to minority
shareholders 3 (8) 41
Severance and other restructuring charges
not included in special charges 2 4 4
Cash interest income used by captive
insurance subsidiaries to fund operations 1 2 7
Franchise taxes - - 1
Unusual and non-recurring items* 10 9 25
Non-cash charges** 15 1 16
Advisor monitoring fee - 3 10
Pro forma cost savings*** - 7 -
------------------------------------------------------------------------------
Total Other Unusual Items and Adjustments 30 16 105
------------------------------------------------------------------------------
* Primarily includes costs related to the Celanese AG (Q3 2004) and Vinamul
acquisitions (Q3 2005 and 9M 2005), productivity enhancement programs (all
periods presented), Summit (9M 2005 and Q3 2004) and Bedminster relocations
(Q3 2005 and 9M 2005), and IPO bonus (9M 2005).
** Primarily includes purchase accounting adjustment for inventories (Q3 2005
and 9M 2005) and ineffective portion of a net investment hedge (9M 2005).
*** Primarily represents adjustments on a proforma basis for certain cost
savings that we expected to achieve from additional pension contributions
(Q3 2004).
Page: 19 of 20 [CELANESE LOGO]
TABLE 13
GUIDANCE DILUTED ADJUSTED EPS
FY 2005 MID- FY 2005 MID-
in $ millions, except for share and POINT GUIDANCE POINT GUIDANCE
per share data DILUTED EPS DILUTED ADJ. EPS
--------------------------------------------------------------------------------
Earnings from continuing operations
before tax and minority interests 305 - 330 305 - 330
Adjustments:
Monitor Fee - 10
Refinancing costs - 102
Favorable impact on non-operating
foreign exchange position - (14)
Purchase accounting for inventories 15
Special charges and other - 82
--------------------------------------------------------------------------------
EARNINGS FROM CONTINUING OPERATIONS
BEFORE TAX AND MINORITY INTERESTS 305 - 330 500 - 525
Income tax provision (109) (120)
Minority interest (42) (42)
Preferred dividends (10) (10)
--------------------------------------------------------------------------------
NET EARNINGS AVAILABLE TO COMMON SHAREHOLDERS 145 - 170 325 - 350
--------------------------------------------------------------------------------
BASIC EPS CALCULATION
--------------------------------------------------------------
Weighted average shares outstanding (millions) 158.5
--------------------------------------------------------------
BASIC EPS 0.92 - 1.07
--------------------------------------------------------------
DILUTED EPS CALCULATION
--------------------------------------------------------------- ----------------
Net earnings available to common shareholders 145 - 170 325 - 350
Add back: Preferred dividends 10 10
--------------------------------------------------------------- ----------------
NET EARNINGS FOR DILUTED EPS 155 - 180 335 - 360
--------------------------------------------------------------- ----------------
DILUTED SHARES (MILLIONS)
Weighted average shares outstanding 158.5 158.5
Conversion of Preferred Shares 12.0 12.0
Assumed conversion of stock options 1.4 1.4
--------------------------------------------------------------- ----------------
Total diluted shares 171.9 171.9
--------------------------------------------------------------------------------
DILUTED EPS 0.90 - 1.05 1.95 - 2.05
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Page: 20 of 20 [CELANESE LOGO]
TABLE 14
GUIDANCE ADJUSTED EBITDA
GUIDANCE
in $ millions FY 2005
------------------------------------------------------------------------------
Net earnings 145 - 170
(Earnings) loss from discontinued operations -
Net interest expense 360
Income tax provision (benefit) 109
Depreciation and amortization 260 - 265
--------------------------------------------------------------- --------------
EBITDA 875 - 905
Adjustments:
Cash dividends received in excess of equity in net earnings
of affiliates (4)
Special charges and other 82
Other unusual items and adjustments* 105
------------------------------------------------------------------------------
ADJUSTED EBITDA 1,060 - 1,090
------------------------------------------------------------------------------
*Primarily includes the following:
Excess of minority interest income over cash dividends paid to minority
shareholders
Severance and other restructuring charges not included in special charges
Cash interest income used by captive insurance subsidiaries to fund operations
Unusual and non-recurring items
Advisor monitoring fee
Other minor items
