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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 28, 2020
CELANESE CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
001-32410
 
98-0420726
 
 
 
 
 
(State or other jurisdiction
of incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
222 West Las Colinas Blvd. Suite 900N, Irving, TX 75039
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (972443-4000

N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
 Name of Each Exchange on Which Registered
Common Stock, par value $0.0001 per share
CE
The New York Stock Exchange
1.125% Senior Notes due 2023
CE /23
The New York Stock Exchange
1.250% Senior Notes due 2025
CE /25
The New York Stock Exchange
2.125% Senior Notes due 2027
CE /27
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  


1



Item 2.02 Results of Operations and Financial Condition
On July 28, 2020, Celanese Corporation (the "Company") issued a press release reporting the financial results for its second quarter 2020. A copy of the press release is attached to this Current Report on Form 8-K ("Current Report") as Exhibit 99.1 and is incorporated herein solely for purposes of this Item 2.02 disclosure. Each non-US GAAP financial measure appearing in the press release is accompanied by the most directly comparable US GAAP financial measure and is reconciled to the most comparable US GAAP financial measure in Exhibit 99.2, which includes other supplemental information of interest to investors, analysts and other parties, including the reasons why management believes such Non-US GAAP financial measures provide useful information to investors, and which is incorporated herein solely for purposes of this Item 2.02 disclosure.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Exhibit
Number
 
 
 
Description
 
 
 
 
 
 
 
 
 
 
 
104
 
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document contained in Exhibit 101).
*In connection with the disclosure set forth in Item 2.02, the information in this Current Report, including the exhibits attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in this Current Report, including the exhibits, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing.

2



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
CELANESE CORPORATION
 
 
By:
/s/ MICHAEL R. SULLIVAN
 
Name:  
Michael R. Sullivan
 
Title:  
Vice President, Deputy General Counsel and Assistant Corporate Secretary 
 
 
 
 
 
Date:
July 28, 2020
 

3


Exhibit 99.1
CELOGOA02A01A10A01A02A01A36.JPG
 
Celanese Corporation
 
222 West Las Colinas Blvd.
 
Suite 900N
 
Irving, Texas 75039
Celanese Corporation Reports Second Quarter 2020 Earnings;
Strong Cash Flow Generation and Solid Results

Dallas, July 28, 2020: Celanese Corporation (NYSE: CE), a global chemical and specialty materials company, today reported second quarter GAAP diluted earnings per share of $0.93 and adjusted earnings per share of $1.30 on net sales of $1.2 billion. The Company exceeded expectations in mitigating the effects of COVID-19 and limited its impact on second quarter earnings to less than the previously forecasted range. These results were due to the resiliency of Acetyl Chain, the strength of Engineered Materials' commercial model and the continued stability in Acetate Tow. Celanese generated steady operating cash flow of $379 million and free cash flow of $283 million for the second quarter. The consistent strong cash generation, resulting from the focused efforts around productivity, fixed cost management and pricing discipline, continues to strengthen the Company's balance sheet and add capacity to pursue future growth. The recently announced Polyplastics transaction monetizes the ownership in a passive investment and further improves the Company's ability to make opportunistic investments.
"The focus and dedication of our employees, despite the challenges of COVID-19, enabled the Company to surpass our guidance for the quarter. The decisive actions taken by our global team to fully maximize the core strengths of the Company has helped to offset the severe demand deterioration, particularly in the Western Hemisphere. Even in these difficult times, the resolve and commitment of our employees is a testament to the Celanese spirit of action and collaboration. We continue to be purposeful in the steps we are taking today to prepare us for recovery and growth in the future," said Lori Ryerkerk, chairman and chief executive officer.
Second Quarter 2020 Financial Highlights:
 
Three Months Ended
 
June 30,
2020
 
March 31,
2020
 
June 30,
2019
 
(unaudited)
 
(In $ millions, except per share data)
Net Sales
 
 
 
 
 
Engineered Materials
420

 
563

 
593

Acetate Tow
127

 
129

 
164

Acetyl Chain
662

 
799

 
865

Intersegment Eliminations
(16
)
 
(31
)
 
(30
)
Total
1,193

 
1,460

 
1,592


1



 
Three Months Ended
 
June 30,
2020
 
March 31,
2020
 
June 30,
2019
 
(unaudited)
 
(In $ millions, except per share data)
Operating Profit (Loss)
 
 
 
 
 
Engineered Materials
(13
)
 
102

 
103

Acetate Tow
31

 
27

 
(44
)
Acetyl Chain
121

 
135

 
188

Other Activities
(56
)
 
(70
)
 
(61
)
Total
83

 
194

 
186

 
Three Months Ended
 
June 30,
2020
 
March 31,
2020
 
June 30,
2019
 
(unaudited)
 
(In $ millions, except per share data)
Net Earnings (Loss)
109

 
220

 
210

 
 
 
 
 
 
Adjusted EBIT(1)
 
 
 
 
 
Engineered Materials
40

 
165

 
148

Acetate Tow
64

 
67

 
71

Acetyl Chain
116

 
139

 
189

Other Activities
(21
)
 
(29
)
 
(32
)
Total
199

 
342

 
376

 
 
 
 
 
 
Equity Earnings and Dividend Income, Other Income (Expense)
 
 
 
 
 
Engineered Materials
26

 
53

 
36

Acetate Tow
32

 
37

 
29

 
 
 
 
 
 
Operating EBITDA(1)
285

 
425

 
458

Diluted EPS - continuing operations
$
0.93

 
$
1.88

 
$
1.67

Diluted EPS - total
$
0.90

 
$
1.82

 
$
1.66

Adjusted EPS(1)
$
1.30

 
$
2.29

 
$
2.38

 
 
 
 
 
 
Net cash provided by (used in) investing activities
(181
)
 
(128
)
 
(66
)
Net cash provided by (used in) financing activities
(232
)
 
(16
)
 
(307
)
Net cash provided by (used in) operating activities
379

 
259

 
424

Free cash flow(1)
283

 
135

 
356

______________________________
(1) 
See "Non-US GAAP Financial Measures" below.

2



Second Quarter 2020 Highlights:
Announced the agreement to monetize our equity investment in the Polyplastics joint venture for cash proceeds of $1.575 billion, which will be redeployed to expected higher return investments. This transaction is expected to close in the second half of this fiscal year.
Increased our outstanding share repurchase authorization to $1.563 billion, which includes a $500 million increase approved by the Board of Directors in July 2020.
Delivered robust operating cash flow of $379 million and free cash flow of $283 million even with the significant demand decline.
Announced the establishment of a European Compounding Center of Excellence at the Company's Forli, Italy facility, which includes the intended consolidation of compounding operations in Kaiserslautern, Germany; Wehr Germany; and Ferrara Marconi, Italy.
Executed $135 million in productivity initiatives year to date, more than two-thirds of our 2020 target.
Announced a contract extension and enhancement with Nanjing Chengzhi Clean Energy Co., Ltd to provide Celanese's Nanjing facility with a sustained supply of carbon monoxide for its 1,200 kiloton acetic acid plant.
Signed a long-term commercial agreement to supply Anhui Wanwei Group Co., Ltd with Celanese's green technology-based, ethylene-based vinyl acetate monomer.
Celanese Clarifoil anti-fog film selected by Safilo Group as the premium film for protective eyewear solutions.
US sites and offices collectively donated 25,000 N-95 masks to local hospitals, emergency responders, and nursing homes.


3



Second Quarter 2020 Business Segment Overview
Engineered Materials (EM)
Engineered Materials generated second quarter net sales of $420 million, reflecting stable pricing performance despite the sequential volume decline of 25 percent. The volume decline is largely attributed to the sequential global automotive demand decline of approximately 50 percent and significantly weaker demand across consumer appliances and industrial applications. Unlike previous economic downturns, this past quarter was marked by the impact of COVID-19 restrictions which effectively halted auto production for over two months across the vast majority of plants in the Western Hemisphere. The continued deferral of elective medical procedures in many locations due to COVID-19 resulted in medical volumes below our expectations in the quarter. The business was able to successfully maintain global pricing levels and slightly improve margins over raw materials costs. The EM business generated a GAAP operating loss of $13 million and adjusted EBIT of $40 million. GAAP operating loss and adjusted EBIT were impacted by approximately $40 million in incremental turnaround and inventory related costs, mainly associated with the completed turnaround at Bishop. The $27 million sequential decline of affiliate earnings was mainly attributed to the weaker performance of Ibn Sina amidst historically low oil prices.
Acetyl Chain
Acetyl Chain recorded net sales of $662 million in the second quarter, resulting from the sequential decline in pricing and volume of 11 percent and 6 percent, respectively. The continued deflationary environment for raw materials, including sharp declines in methanol and ethylene, added further pressure to the deterioration of industry pricing. Acetyl Chain generated GAAP operating profit of $121 million and adjusted EBIT of $116 million. The commercial actions taken by the team resulted in operating profit margin of 18.3 percent and adjusted EBIT margin of 17.5 percent which were higher margins than the prior quarter. Acetyl Chain continued to demonstrate its flexible, customer focused business model and purposefully flexed its product and regional optionality to drive operating profit margin improvement of 140 basis points. Based upon customer demand recovery in China, Acetyl Chain directed more sequential volume of VAM, emulsions and certain acid derivatives to China and utilized its low cost manufacturing footprint to service customers across a wide range of applications around the globe.
Acetate Tow
Acetate Tow reported GAAP operating profit of $31 million and adjusted EBIT of $64 million in the second quarter, with operating profit margin of 24.4 percent and adjusted EBIT margin of 50.4 percent. The business provides us with stable earnings as the underlying demand for tow products remains unaffected by the global pandemic. Dividends from affiliates were $32 million in the second quarter, lower sequentially due to the timing of dividend payments.

4



Cash Flow and Tax
The Company delivered strong second quarter operating cash flow and free cash flow of $379 million and $283 million, respectively, driven by resilient business performance, continued productivity, fixed cost management and pricing discipline. Capital expenditures in the quarter were $88 million, consistent with last year's average quarterly levels. For the quarter, a total of $74 million in cash was returned to shareholders through dividends. The effective US GAAP tax rate was 24 percent in the second quarter compared to 12 percent in the same quarter of last year, primarily due to adjustments in uncertain tax positions, tax attribute carryforwards and year over year earnings profile. Due to adjusted forecasts of foreign tax credit utilization for 2020, the Company lowered the full year adjusted tax rate to 12 percent in the quarter versus the 13 percent rate reflected in the prior quarter and prior year. This resulted in an adjusted tax rate of 10 percent for the quarter.

Outlook
"We have started to see demand recovery with the early third quarter order book at improved levels compared to the second quarter. We anticipate a modest sequential improvement in earnings next quarter with Engineered Materials leading the way with expected solid recovery in the automotive end market. We expect to see relatively consistent results in the Acetyl Chain with a modest volume recovery offsetting incremental energy and turnaround costs. The recent surge in COVID-19 cases continues to be of concern not only in terms of the impact on the economic recovery but, more importantly, to the health and safety of our employees. We continue to take all the necessary precautions to ensure the safety of our employees, which remains our highest priority," continued Ryerkerk. "Our focus remains on productivity, sourcing flexibility and working capital management and on taking intentional steps for recovery and growth into next year. As we navigate the challenges of this global pandemic, I am confident that we are well-positioned as a company to continue to be opportunistic in creating sustained value for our shareholders."
The Company's prepared remarks related to the second quarter will be posted on its website at investors.celanese.com under Financial Information/Financial Document Library after market close on July 28, 2020. Information about Non-US GAAP measures is included in a Non-US GAAP Financial Measures and Supplemental Information document posted on our website. See "Non-GAAP Financial Measures" below.
Contacts:
 
 
 
 
Investor Relations
 
Media - U.S.
 
Media - Europe
Abe Paul
 
Travis Jacobsen
 
Petra Czugler
Phone: +1 972 443 4432
 
Phone: +1 972 443 3750
 
Phone: +49 174 762 8784 
abraham.paul@celanese.com
 
William.Jacobsen@celanese.com
 
petra.czugler@celanese.com
Celanese Corporation is a global chemical leader in the production of differentiated chemistry solutions and specialty materials used in most major industries and consumer applications. Our businesses use the full breadth of Celanese's global chemistry, technology and commercial expertise to create value for our customers, employees, shareholders and the corporation. As we partner with our customers to solve their most critical business needs, we strive to make a positive impact on our communities and the world through The Celanese Foundation. Based in Dallas, Celanese employs approximately 7,700 employees worldwide and had 2019 net sales of $6.3 billion. For more information about Celanese Corporation and its product offerings, visit www.celanese.com or our blog at www.celaneseblog.com.

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. 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

5



beliefs will prove correct. There are a number of risks and uncertainties that could cause actual results to differ materially from the results expressed or implied in the forward-looking statements contained in this release. These risks and uncertainties include, among other things: 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 as well as facility turnarounds; the ability to reduce or maintain their current levels of production costs and to improve productivity by implementing technological improvements to existing plants; the ability to identify desirable potential acquisition targets and to consummate acquisition or investment transactions consistent with the Company's strategy; 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 tariffs, tax rates or legislation; 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, public health crises (including, but not limited to, the COVID-19 pandemic), 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 or other crises including public health crises; 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 discussed from time to time in the Company's filings with the Securities and Exchange Commission.
The extent to which COVID-19 will adversely impact our business, financial condition and results of operations will depend on numerous evolving factors, which are highly uncertain, rapidly changing and cannot be predicted, including: the duration, scope, severity and geographic spread of the outbreak; governmental, business and individual actions that have been and continue to be taken in response to the outbreak, including social distancing, work-at-home, stay-at-home and shelter-in-place orders and shutdowns, travel restrictions and quarantines; the effect of the outbreak on our customers, suppliers, supply chain and other business partners; our ability during the outbreak to provide our products and services, including the health and well-being of our employees; business disruptions caused by actual or potential plant, workplace and office closures, and an increased reliance on employees working from home, disruptions to or delays in ongoing laboratory and product testing, experiments and operations, staffing shortages, travel limitations, employee health issues, cyber security and data accessibility, or communication or mass transit disruptions, any of which could adversely impact our business operations or delay necessary interactions with local regulators, manufacturing sites and other important agencies and contractors; the ability of our customers to pay for our products and services during and following the outbreak; the impact of the outbreak on the financial markets and economic activity generally; our ability to access usual sources of liquidity on reasonable terms; and our ability to comply with the financial covenant in our Credit Agreement if a material and prolonged economic downturn results in increased indebtedness or substantially lower EBITDA.
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.
Non-GAAP Financial Measures
Presentation
This document presents the Company's three business segments, Engineered Materials, Acetate Tow and Acetyl Chain.
Use of Non-US GAAP Financial Information
This release uses the following Non-US GAAP measures: adjusted EBIT, adjusted EBIT margin, operating EBITDA, adjusted earnings per share and free cash flow. These measures are not recognized in accordance with US GAAP and should not be viewed as an alternative to US GAAP measures of performance or liquidity. The most directly comparable financial measure presented in accordance with US GAAP in our consolidated financial statements for adjusted EBIT and operating EBITDA is net earnings (loss) attributable to Celanese Corporation; for adjusted EBIT margin is operating margin; for adjusted earnings per share is earnings (loss) from continuing operations attributable to Celanese Corporation per common share-diluted; and for free cash flow is net cash provided by (used in) operations.
Definitions of Non-US GAAP Financial Measures
Adjusted EBIT is a performance measure used by the Company and is defined by the Company as net earnings (loss) attributable to Celanese Corporation, plus (earnings) loss from discontinued operations, less interest income, plus interest expense, plus refinancing expense and taxes, and further adjusted for Certain Items (refer to Table 8 of our Non-US GAAP Financial Measures and Supplemental Information document). We do not provide reconciliations for adjusted EBIT on a forward-looking basis (including those contained in this document) when we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of Certain Items, such as mark-to-market pension gains and losses, that have not yet occurred, are out of our control and/or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information. Adjusted EBIT margin is defined by the Company as adjusted EBIT divided by net sales.
Operating EBITDA is a performance measure used by the Company and is defined by the Company as net earnings (loss) attributable to Celanese Corporation, plus (earnings) loss from discontinued operations, less interest income, plus interest expense, plus refinancing expense, taxes and depreciation and amortization, and further adjusted for Certain Items, which Certain Items include accelerated depreciation and amortization expense. Operating EBITDA is equal to adjusted EBIT plus depreciation and amortization.
Adjusted earnings per share is a performance measure used by the Company and is defined by the Company as earnings (loss) from continuing operations attributable to Celanese Corporation, adjusted for income tax (provision) benefit, Certain Items, and refinancing and related expenses, divided by the number of basic common shares and dilutive restricted stock units and stock options calculated using the treasury method. We do not provide reconciliations for adjusted earnings per share on a forward-looking basis (including those contained in this document) when we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of Certain Items, such as mark-to-market pension gains and losses, that have not yet occurred, are out of our control and/or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information.

6



Note: The income tax expense (benefit) on Certain Items ("Non-GAAP adjustments") is determined using the applicable rates in the taxing jurisdictions in which the Non-GAAP adjustments occurred and includes both current and deferred income tax expense (benefit). The income tax rate used for adjusted earnings per share approximates the midpoint in a range of forecasted tax rates for the year. This range may include certain partial or full-year forecasted tax opportunities and related costs, where applicable, and specifically excludes changes in uncertain tax positions, discrete recognition of GAAP items on a quarterly basis, other pre-tax items adjusted out of our GAAP earnings for adjusted earnings per share purposes and changes in management's assessments regarding the ability to realize deferred tax assets for GAAP. In determining the adjusted earnings per share tax rate, we reflect the impact of foreign tax credits when utilized, or expected to be utilized, absent discrete events impacting the timing of foreign tax credit utilization. We analyze this rate quarterly and adjust it if there is a material change in the range of forecasted tax rates; an updated forecast would not necessarily result in a change to our tax rate used for adjusted earnings per share. The adjusted tax rate is an estimate and may differ from the actual tax rate used for GAAP reporting in any given reporting period. Table 3a of our Non-US GAAP Financial Measures and Supplemental Information document summarizes the reconciliation of our estimated GAAP effective tax rate to the adjusted tax rate. The estimated GAAP rate excludes discrete recognition of GAAP items due to our inability to forecast such items. As part of the year-end reconciliation, we will update the reconciliation of the GAAP effective tax rate to the adjusted tax rate for actual results.
Free cash flow is a liquidity measure used by the Company and is defined by the Company as cash flow from operations, less capital expenditures on property, plant and equipment, and adjusted for capital contributions from or distributions to Mitsui & Co., Ltd. ("Mitsui") related to our methanol joint venture, Fairway Methanol LLC ("Fairway").
Reconciliation of Non-US GAAP Financial Measures
Reconciliations of the Non-US GAAP financial measures used in this press release to the comparable US GAAP financial measure, together with information about the purposes and uses of Non-US GAAP financial measures, are included in our Non-US GAAP Financial Measures and Supplemental Information document filed as an exhibit to our Current Report on Form 8-K filed with the SEC on or about July 28, 2020 and also available on our website at investors.celanese.com under Financial Information/Financial Document Library.
Results Unaudited
The results in this document, 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.
Supplemental Information
Additional information about our prior period performance is included in our Quarterly Reports on Form 10-Q and in our Non-US GAAP Financial Measures and Supplemental Information document.

7



Consolidated Statements of Operations - Unaudited
 
Three Months Ended
 
June 30,
2020
 
March 31,
2020
 
June 30,
2019
 
(In $ millions, except share and per share data)
Net sales
1,193

 
1,460

 
1,592

Cost of sales
(951
)
 
(1,112
)
 
(1,169
)
Gross profit
242

 
348

 
423

Selling, general and administrative expenses
(114
)
 
(125
)
 
(118
)
Amortization of intangible assets
(6
)
 
(5
)
 
(6
)
Research and development expenses
(18
)
 
(17
)
 
(17
)
Other (charges) gains, net
(21
)
 
(6
)
 
(98
)
Foreign exchange gain (loss), net
1

 
(1
)
 
1

Gain (loss) on disposition of businesses and assets, net
(1
)
 

 
1

Operating profit (loss)
83

 
194

 
186

Equity in net earnings (loss) of affiliates
31

 
57

 
39

Non-operating pension and other postretirement employee benefit (expense) income
27

 
28

 
17

Interest expense
(27
)
 
(28
)
 
(29
)
Refinancing expense

 

 
(4
)
Interest income
1

 
2

 
2

Dividend income - equity investments
32

 
37

 
30

Other income (expense), net

 
2

 
(2
)
Earnings (loss) from continuing operations before tax
147

 
292

 
239

Income tax (provision) benefit
(35
)
 
(65
)
 
(28
)
Earnings (loss) from continuing operations
112

 
227

 
211

Earnings (loss) from operation of discontinued operations
(4
)
 
(7
)
 
(2
)
Income tax (provision) benefit from discontinued operations
1

 

 
1

Earnings (loss) from discontinued operations
(3
)
 
(7
)
 
(1
)
Net earnings (loss)
109

 
220

 
210

Net (earnings) loss attributable to noncontrolling interests
(2
)
 
(2
)
 
(1
)
Net earnings (loss) attributable to Celanese Corporation
107

 
218

 
209

Amounts attributable to Celanese Corporation
 
 
 
 
 
Earnings (loss) from continuing operations
110

 
225

 
210

Earnings (loss) from discontinued operations
(3
)
 
(7
)
 
(1
)
Net earnings (loss)
107

 
218

 
209

Earnings (loss) per common share - basic
 
 
 
 
 
Continuing operations
0.93

 
1.89

 
1.68

Discontinued operations
(0.03
)
 
(0.06
)
 
(0.01
)
Net earnings (loss) - basic
0.90

 
1.83

 
1.67

Earnings (loss) per common share - diluted
 
 
 
 
 
Continuing operations
0.93

 
1.88

 
1.67

Discontinued operations
(0.03
)
 
(0.06
)
 
(0.01
)
Net earnings (loss) - diluted
0.90

 
1.82

 
1.66

Weighted average shares (in millions)
 
 
 
 
 
Basic
118.3

 
119.3

 
125.3

Diluted
118.8

 
119.9

 
125.8



8



Consolidated Balance Sheets - Unaudited
 
 
As of
June 30,
2020
 
As of
December 31,
2019
 
 
 
(In $ millions)
 
ASSETS
 
 
 
 
Current Assets
 
 
 
 
Cash and cash equivalents
539

 
463

 
Trade receivables - third party and affiliates, net
729

 
850

 
Non-trade receivables, net
312

 
331

 
Inventories
1,031

 
1,038

 
Marketable securities
36

 
40

 
Other assets
62

 
43

 
Total current assets
2,709

 
2,765

 
Investments in affiliates
957

 
975

 
Property, plant and equipment, net
3,725

 
3,713

 
Operating lease right-of-use assets
201

 
203

 
Deferred income taxes
100

 
96

 
Other assets
399

 
338

 
Goodwill
1,098

 
1,074

 
Intangible assets, net
317

 
312

 
Total assets
9,506

 
9,476

 
LIABILITIES AND EQUITY
 
 
 
 
Current Liabilities
 
 
 
 
Short-term borrowings and current installments of long-term debt - third party and affiliates
1,045

 
496

 
Trade payables - third party and affiliates
599

 
780

 
Other liabilities
572

 
461

 
Income taxes payable
46

 
17

 
Total current liabilities
2,262

 
1,754

 
Long-term debt, net of unamortized deferred financing costs
2,989

 
3,409

 
Deferred income taxes
256

 
257

 
Uncertain tax positions
189

 
165

 
Benefit obligations
579

 
589

 
Operating lease liabilities
183

 
181

 
Other liabilities
179

 
223

 
Commitments and Contingencies
 
 
 
 
Stockholders' Equity
 
 
 
 
Treasury stock, at cost
(3,995
)
 
(3,846
)
 
Additional paid-in capital
252

 
254

 
Retained earnings
6,576

 
6,399

 
Accumulated other comprehensive income (loss), net
(346
)
 
(300
)
 
Total Celanese Corporation stockholders' equity
2,487

 
2,507

 
Noncontrolling interests
382

 
391

 
Total equity
2,869

 
2,898

 
Total liabilities and equity
9,506

 
9,476


9
CELANESEIMAGEA18.JPG
Exhibit 99.2

Non-US GAAP Financial Measures and Supplemental Information
July 28, 2020
In this document, the terms the "Company," "we" and "our" refer to Celanese Corporation and its subsidiaries on a consolidated basis.
Purpose
The purpose of this document is to provide information of interest to investors, analysts and other parties including supplemental financial information and reconciliations and other information concerning our use of non-US GAAP financial measures. This document is updated quarterly.
Presentation
This document presents the Company's three business segments, Engineered Materials, Acetate Tow and Acetyl Chain.
Use of Non-US GAAP Financial Measures
From time to time, management may publicly disclose certain numerical "non-GAAP financial measures" in the course of our earnings releases, financial presentations, earnings conference calls, investor and analyst meetings and otherwise. For these purposes, the Securities and Exchange Commission ("SEC") defines a "non-GAAP financial measure" as a numerical measure of historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that effectively exclude amounts, included in the most directly comparable measure calculated and presented in accordance with US GAAP, and vice versa for measures that include amounts, or are subject to adjustments that effectively include amounts, that are excluded from the most directly comparable US GAAP measure so calculated and presented. For these purposes, "GAAP" refers to generally accepted accounting principles in the United States.
Non-GAAP financial measures disclosed by management are provided as additional information to investors, analysts and other parties because the Company believes them to be important supplemental measures for assessing our financial and operating results and as a means to evaluate our financial condition and period-to-period comparisons. These non-GAAP financial measures should be viewed as supplemental to, and should not be considered in isolation or as alternatives to, net earnings (loss), operating profit (loss), operating margin, cash flow from operating activities (together with cash flow from investing and financing activities), earnings per share or any other US GAAP financial measure. These non-GAAP financial measures should be considered within the context of our complete audited and unaudited financial results for the given period, which are available on the Financial Information/Financial Document Library page of our website, investors.celanese.com. The definition and method of calculation of the non-GAAP financial measures used herein may be different from other companies' methods for calculating measures with the same or similar titles. Investors, analysts and other parties should understand how another company calculates such non-GAAP financial measures before comparing the other company's non-GAAP financial measures to any of our own. These non-GAAP financial measures may not be indicative of the historical operating results of the Company nor are they intended to be predictive or projections of future results.
Pursuant to the requirements of SEC Regulation G, whenever we refer to a non-GAAP financial measure, we will also present in this document, in the presentation itself or on a Form 8-K in connection with the presentation on the Financial Information/Financial Document Library page of our website, investors.celanese.com, to the extent practicable, the most directly comparable financial measure calculated and presented in accordance with GAAP, along with a reconciliation of the differences between the non-GAAP financial measure we reference and such comparable GAAP financial measure.
This document includes definitions and reconciliations of non-GAAP financial measures used from time to time by the Company.
Specific Measures Used
This document provides information about the following non-GAAP measures: adjusted EBIT, adjusted EBIT margin, operating EBITDA, operating EBITDA margin, operating profit (loss) attributable to Celanese Corporation, adjusted earnings per share, net debt, free cash flow and return on invested capital (adjusted). The most directly comparable financial measure presented in accordance with US GAAP in our consolidated financial statements for adjusted EBIT and operating EBITDA is net earnings (loss) attributable to Celanese Corporation; for adjusted EBIT margin and operating EBITDA margin is operating margin; for operating profit (loss) attributable to Celanese Corporation is operating profit (loss); for adjusted earnings per share is earnings (loss) from continuing operations attributable to Celanese Corporation per common share-diluted; for net debt is total debt; for free

1

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cash flow is net cash provided by (used in) operations; and for return on invested capital (adjusted) is net earnings (loss) attributable to Celanese Corporation divided by the sum of the average of beginning and end of the year short- and long-term debt and Celanese Corporation stockholders' equity.
Definitions
Adjusted EBIT is a performance measure used by the Company and is defined by the Company as net earnings (loss) attributable to Celanese Corporation, plus (earnings) loss from discontinued operations, less interest income, plus interest expense, plus refinancing expense and taxes, and further adjusted for Certain Items (refer to Table 8). We believe that adjusted EBIT provides transparent and useful information to management, investors, analysts and other parties in evaluating and assessing our primary operating results from period-to-period after removing the impact of unusual, non-operational or restructuring-related activities that affect comparability. Our management recognizes that adjusted EBIT has inherent limitations because of the excluded items. Adjusted EBIT is one of the measures management uses for planning and budgeting, monitoring and evaluating financial and operating results and as a performance metric in the Company's incentive compensation plan. We do not provide reconciliations for adjusted EBIT on a forward-looking basis (including those contained in this document) when we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of Certain Items, such as mark-to-market pension gains and losses, that have not yet occurred, are out of our control and/or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information. Adjusted EBIT margin is defined by the Company as adjusted EBIT divided by net sales. Adjusted EBIT margin has the same uses and limitations as Adjusted EBIT.
Operating EBITDA is a performance measure used by the Company and is defined by the Company as net earnings (loss) attributable to Celanese Corporation, plus (earnings) loss from discontinued operations, less interest income, plus interest expense, plus refinancing expense, taxes and depreciation and amortization, and further adjusted for Certain Items, which Certain Items include accelerated depreciation and amortization expense. Operating EBITDA is equal to adjusted EBIT plus depreciation and amortization. We believe that Operating EBITDA provides transparent and useful information to investors, analysts and other parties in evaluating our operating performance relative to our peer companies. Operating EBITDA margin is defined by the Company as Operating EBITDA divided by net sales. Operating EBITDA margin has the same uses and limitations as Operating EBITDA.
Operating profit (loss) attributable to Celanese Corporation is defined by the Company as operating profit (loss), less earnings (loss) attributable to noncontrolling interests ("NCI"). We believe that operating profit (loss) attributable to Celanese Corporation provides transparent and useful information to management, investors, analysts and other parties in evaluating our core operational performance. Operating margin attributable to Celanese Corporation is defined by the Company as operating profit (loss) attributable to Celanese Corporation divided by net sales. Operating margin attributable to Celanese Corporation has the same uses and limitations as Operating profit (loss) attributable to Celanese Corporation.
Adjusted earnings per share is a performance measure used by the Company and is defined by the Company as earnings (loss) from continuing operations attributable to Celanese Corporation, adjusted for income tax (provision) benefit, Certain Items, and refinancing and related expenses, divided by the number of basic common shares and dilutive restricted stock units and stock options calculated using the treasury method. We believe that adjusted earnings per share provides transparent and useful information to management, investors, analysts and other parties in evaluating and assessing our primary operating results from period-to-period after removing the impact of the above stated items that affect comparability and as a performance metric in the Company's incentive compensation plan. We do not provide reconciliations for adjusted earnings per share on a forward-looking basis (including those contained in this document) when we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of Certain Items, such as mark-to-market pension gains and losses, that have not yet occurred, are out of our control and/or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information.
Note: The income tax expense (benefit) on Certain Items ("Non-GAAP adjustments") is determined using the applicable rates in the taxing jurisdictions in which the Non-GAAP adjustments occurred and includes both current and deferred income tax expense (benefit). The income tax rate used for adjusted earnings per share approximates the midpoint in a range of forecasted tax rates for the year. This range may include certain partial or full-year forecasted tax opportunities and related costs, where applicable, and specifically excludes changes in uncertain tax positions, discrete recognition of GAAP items on a quarterly basis, other pre-tax items adjusted out of our GAAP earnings for adjusted earnings per share purposes and changes in management's assessments regarding the ability to realize deferred tax assets for GAAP. In determining the adjusted earnings per share tax rate, we reflect the impact of foreign tax credits when utilized, or expected to be utilized, absent discrete events impacting the timing of foreign tax credit utilization. We analyze this rate quarterly and adjust it if there is a material change in the range of forecasted tax rates; an updated forecast would not necessarily result in a change to our tax rate used for adjusted earnings per share. The adjusted tax rate is an estimate and may differ from the actual tax rate used for GAAP reporting in any given reporting period. Table 3a summarizes the reconciliation of our estimated GAAP effective tax rate to the adjusted tax rate. The estimated GAAP rate excludes discrete recognition of GAAP items due to our inability to forecast such items. As part of the year-end reconciliation, we will update the reconciliation of the GAAP effective tax rate to the adjusted tax rate for actual results.

2

CELANESEIMAGEA20.JPG

Free cash flow is a liquidity measure used by the Company and is defined by the Company as net cash provided by (used in) operations, less capital expenditures on property, plant and equipment, and adjusted for capital contributions from or distributions to Mitsui & Co., Ltd. ("Mitsui") related to our methanol joint venture, Fairway Methanol LLC ("Fairway"). We believe that free cash flow provides useful information to management, investors, analysts and other parties in evaluating the Company's liquidity and credit quality assessment because it provides an indication of the long-term cash generating ability of our business. Although we use free cash flow as a measure to assess the liquidity generated by our business, the use of free cash flow has important limitations, including that free cash flow does not reflect the cash requirements necessary to service our indebtedness, lease obligations, unconditional purchase obligations or pension and postretirement funding obligations.
Net debt is defined by the Company as total debt less cash and cash equivalents. We believe that net debt provides useful information to management, investors, analysts and other parties in evaluating changes to the Company's capital structure and credit quality assessment.
Return on invested capital (adjusted) is defined by the Company as adjusted EBIT, tax effected using the adjusted tax rate, divided by the sum of the average of beginning and end of the year short- and long-term debt and Celanese Corporation stockholders' equity. We believe that return on invested capital (adjusted) provides useful information to management, investors, analysts and other parties in order to assess our income generation from the point of view of our stockholders and creditors who provide us with capital in the form of equity and debt and whether capital invested in the Company yields competitive returns.
Supplemental Information
Supplemental Information we believe to be of interest to investors, analysts and other parties includes the following:
Net sales for each of our business segments and the percentage increase or decrease in net sales attributable to price, volume, currency and other factors for each of our business segments.
Cash dividends received from our equity investments.
For those consolidated ventures in which the Company owns or is exposed to less than 100% of the economics, the outside stockholders' interests are shown as NCI. Beginning in 2014, this includes Fairway for which the Company's ownership percentage is 50%. Amounts referred to as "attributable to Celanese Corporation" are net of any applicable NCI.
Results Unaudited
The results in this document, 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.

3

CELANESEIMAGEA20.JPG

Table 1
Adjusted EBIT and Operating EBITDA - Reconciliation of Non-GAAP Measures - Unaudited
 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
(In $ millions)
Net earnings (loss) attributable to Celanese Corporation
107

 
218

 
852

 
43

 
263

 
209

 
337

(Earnings) loss from discontinued operations
3

 
7

 
6

 
(1
)
 
5

 
1

 
1

Interest income
(1
)
 
(2
)
 
(6
)
 
(2
)
 
(1
)
 
(2
)
 
(1
)
Interest expense
27

 
28

 
115

 
28

 
27

 
29

 
31

Refinancing expense

 

 
4

 

 

 
4

 

Income tax provision (benefit)
35

 
65

 
124

 
(3
)
 
53

 
28

 
46

Certain Items attributable to Celanese Corporation (Table 8)
28

 
26

 
381

 
238

 
29

 
107

 
7

Adjusted EBIT
199

 
342

 
1,476

 
303

 
376

 
376

 
421

Depreciation and amortization expense(1)
86

 
83

 
329

 
84

 
82

 
82

 
81

Operating EBITDA
285

 
425

 
1,805

 
387

 
458

 
458

 
502

 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
(In $ millions)
Engineered Materials

 
2

 
4

 
2

 
1

 

 
1

Acetate Tow

 

 
9

 
2

 
5

 
2

 

Acetyl Chain
1

 

 
10

 
3

 
6

 

 
1

Other Activities(2)

 

 

 

 

 

 

Accelerated depreciation and amortization expense
1

 
2

 
23

 
7

 
12

 
2

 
2

Depreciation and amortization expense(1)
86

 
83

 
329

 
84

 
82

 
82

 
81

Total depreciation and amortization expense
87

 
85

 
352

 
91

 
94

 
84

 
83

______________________________
(1) 
Excludes accelerated depreciation and amortization expense as detailed in the table above, which amounts are included in Certain Items above.
(2) 
Other Activities includes corporate Selling, general and administrative ("SG&A") expenses, the results of captive insurance companies and certain components of net periodic benefit cost (interest cost, expected return on plan assets and net actuarial gains and losses).

4

Table 2 - Supplemental Segment Data and Reconciliation of Segment Adjusted EBIT and Operating EBITDA - Non-GAAP Measures - Unaudited
 
CELANESEIMAGEA17.JPG

 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
(In $ millions, except percentages)
Operating Profit (Loss) / Operating Margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
(13
)
 
(3.1
)%
 
102

 
18.1
%
 
446

 
18.7
%
 
88

 
16.3
%
 
111

 
18.8
%
 
103

 
17.4
 %
 
144

 
21.7
%
Acetate Tow
31

 
24.4
 %
 
27

 
20.9
%
 
52

 
8.2
%
 
22

 
14.9
%
 
34

 
21.5
%
 
(44
)
 
(26.8
)%
 
40

 
24.1
%
Acetyl Chain(1)
121

 
18.3
 %
 
135

 
16.9
%
 
678

 
20.0
%
 
108

 
14.0
%
 
180

 
20.8
%
 
188

 
21.7
 %
 
202

 
22.7
%
Other Activities(2)
(56
)
 
 
 
(70
)
 
 
 
(342
)
 
 
 
(150
)
 
 
 
(65
)
 
 
 
(61
)
 
 
 
(66
)
 
 
Total
83

 
7.0
 %
 
194

 
13.3
%

834

 
13.2
%
 
68

 
4.7
%
 
260

 
16.4
%
 
186

 
11.7
 %
 
320

 
19.0
%
Less: Net Earnings (Loss) Attributable to NCI(1)
2

 
 
 
2

 
 
 
6

 
 
 
2

 
 
 
2

 
 
 
1

 
 
 
1

 
 
Operating Profit (Loss) Attributable to Celanese Corporation
81

 
6.8
 %
 
192

 
13.2
%
 
828

 
13.1
%
 
66

 
4.6
%
 
258


16.3
%
 
185

 
11.6
 %
 
319

 
18.9
%
Operating Profit (Loss) / Operating Margin Attributable to Celanese Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
(13
)
 
(3.1
)%
 
102

 
18.1
%
 
446

 
18.7
%
 
88

 
16.3
%
 
111

 
18.8
%
 
103

 
17.4
 %
 
144

 
21.7
%
Acetate Tow
31

 
24.4
 %
 
27

 
20.9
%
 
52

 
8.2
%
 
22

 
14.9
%
 
34

 
21.5
%
 
(44
)
 
(26.8
)%
 
40

 
24.1
%
Acetyl Chain(1)
119

 
18.0
 %
 
133

 
16.6
%
 
672

 
19.8
%
 
106

 
13.7
%
 
178

 
20.5
%
 
187

 
21.6
 %
 
201

 
22.6
%
Other Activities(2)
(56
)
 
 
 
(70
)
 
 
 
(342
)
 


 
(150
)
 
 
 
(65
)
 
 
 
(61
)
 
 
 
(66
)
 
 
Total
81

 
6.8
 %
 
192

 
13.2
%
 
828

 
13.1
%
 
66

 
4.6
%
 
258

 
16.3
%
 
185

 
11.6
 %
 
319

 
18.9
%
Equity Earnings and Dividend Income, Other Income (Expense) Attributable to Celanese Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
26

 
 
 
53

 
 
 
168

 
 
 
45

 
 
 
41

 
 
 
36

 
 
 
46

 
 
Acetate Tow
32

 
 
 
37

 
 
 
112

 
 
 
24

 
 
 
27

 
 
 
29

 
 
 
32

 
 
Acetyl Chain

 
 
 
1

 
 
 
5

 
 
 
1

 
 
 
2

 
 
 
1

 
 
 
1

 
 
Other Activities(2)
5

 
 
 
5

 
 
 
2

 
 
 

 
 
 
2

 
 
 
1

 
 
 
(1
)
 
 
Total
63

 
 
 
96

 
 
 
287

 
 
 
70

 
 
 
72

 
 
 
67

 
 
 
78

 
 
Non-Operating Pension and Other Post-Retirement Employee Benefit (Expense) Income Attributable to Celanese Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
Acetate Tow

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
Acetyl Chain

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
 

 
 
Other Activities(2)
27

 
 
 
28

 
 
 
(20
)
 
 
 
(71
)
 
 
 
17

 
 
 
17

 
 
 
17

 
 
Total
27

 
 
 
28

 
 
 
(20
)
 
 
 
(71
)
 
 
 
17

 
 
 
17

 
 
 
17

 
 
Certain Items Attributable to Celanese Corporation (Table 8)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
27

 
 
 
10

 
 
 
7

 
 
 
3

 
 
 
2

 
 
 
9

 
 
 
(7
)
 
 
Acetate Tow
1

 
 
 
3

 
 
 
104

 
 
 
8

 
 
 
10

 
 
 
86

 
 
 

 
 
Acetyl Chain
(3
)
 
 
 
5

 
 
 
50

 
 
 
37

 
 
 
11

 
 
 
1

 
 
 
1

 
 
Other Activities(2)
3

 
 
 
8

 
 
 
220

 
 
 
190

 
 
 
6

 
 
 
11

 
 
 
13

 
 
Total
28

 
 
 
26

 
 
 
381

 
 
 
238

 
 
 
29

 
 
 
107

 
 
 
7

 
 
Adjusted EBIT / Adjusted EBIT Margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
40

 
9.5
 %
 
165

 
29.3
%
 
621

 
26.0
%
 
136

 
25.2
%
 
154

 
26.1
%
 
148

 
25.0
 %
 
183

 
27.6
%
Acetate Tow
64

 
50.4
 %
 
67

 
51.9
%
 
268

 
42.1
%
 
54

 
36.5
%
 
71

 
44.9
%
 
71

 
43.3
 %
 
72

 
43.4
%
Acetyl Chain
116

 
17.5
 %
 
139

 
17.4
%
 
727

 
21.4
%
 
144

 
18.7
%
 
191

 
22.0
%
 
189

 
21.8
 %
 
203

 
22.8
%
Other Activities(2)
(21
)
 
 
 
(29
)
 
 
 
(140
)
 
 
 
(31
)
 


 
(40
)
 
 
 
(32
)
 
 
 
(37
)
 
 
Total
199

 
16.7
 %
 
342

 
23.4
%
 
1,476

 
23.4
%
 
303

 
21.2
%
 
376

 
23.7
%
 
376

 
23.6
 %
 
421

 
25.0
%
___________________________
(1) 
Net earnings (loss) attributable to NCI is included within the Acetyl Chain segment.
(2) 
Other Activities includes corporate SG&A expenses, the results of captive insurance companies and certain components of net periodic benefit cost (interest cost, expected return on plan assets and net actuarial gains and losses).

5

Table 2 - Supplemental Segment Data and Reconciliation of Segment Adjusted EBIT and Operating EBITDA - Non-GAAP Measures - Unaudited (cont.)
 
CELANESEIMAGEA19.JPG

 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
(In $ millions, except percentages)
Depreciation and Amortization Expense(1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
32

 
 
 
32

 
 
 
127

 
 
 
33

 
 
 
32

 
 
 
31

 
 
 
31

 
 
Acetate Tow
9

 
 
 
8

 
 
 
36

 
 
 
8

 
 
 
9

 
 
 
9

 
 
 
10

 
 
Acetyl Chain
41

 
 
 
39

 
 
 
151

 
 
 
39

 
 
 
37

 
 
 
38

 
 
 
37

 
 
Other Activities(2) 
4

 
 
 
4

 
 
 
15

 
 
 
4

 
 
 
4

 
 
 
4

 
 
 
3

 
 
Total
86

 
 
 
83

 
 
 
329

 
 
 
84

 
 
 
82

 
 
 
82

 
 
 
81

 
 
Operating EBITDA / Operating EBITDA Margin
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Engineered Materials
72

 
17.1
%
 
197

 
35.0
%
 
748

 
31.3
%
 
169

 
31.4
%
 
186

 
31.5
%
 
179

 
30.2
%
 
214

 
32.3
%
Acetate Tow
73

 
57.5
%
 
75

 
58.1
%
 
304

 
47.8
%
 
62

 
41.9
%
 
80

 
50.6
%
 
80

 
48.8
%
 
82

 
49.4
%
Acetyl Chain
157

 
23.7
%
 
178

 
22.3
%
 
878

 
25.9
%
 
183

 
23.7
%
 
228

 
26.3
%
 
227

 
26.2
%
 
240

 
27.0
%
Other Activities(2)
(17
)
 
 
 
(25
)
 
 
 
(125
)
 
 
 
(27
)
 
 
 
(36
)
 
 
 
(28
)
 
 
 
(34
)
 
 
Total
285

 
23.9
%
 
425

 
29.1
%
 
1,805

 
28.7
%
 
387

 
27.0
%
 
458

 
28.9
%
 
458

 
28.8
%
 
502

 
29.8
%
___________________________
(1) 
Excludes accelerated depreciation and amortization expense, which amounts are included in Certain Items above. See Table 1 for details.
(2) 
Other Activities includes corporate SG&A expenses, the results of captive insurance companies and certain components of net periodic benefit cost (interest cost, expected return on plan assets and net actuarial gains and losses).

6

CELANESEIMAGEA20.JPG

Table 3
Adjusted Earnings (Loss) per Share - Reconciliation of a Non-GAAP Measure - Unaudited
 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
 
 
per share
 
 
 
per share
 
 
 
per share
 
 
 
per share
 
 
 
per share
 
 
 
per share
 
 
 
per share
 
(In $ millions, except per share data)
Earnings (loss) from continuing operations attributable to Celanese Corporation
110

 
0.93

 
225

 
1.88

 
858

 
6.89

 
42

 
0.35

 
268

 
2.17

 
210

 
1.67

 
338

 
2.64

Income tax provision (benefit)
35

 
 
 
65

 
 
 
124

 
 
 
(3
)
 
 
 
53

 
 
 
28

 
 
 
46

 
 
Earnings (loss) from continuing operations before tax
145

 
 
 
290

 
 
 
982

 
 
 
39

 
 
 
321

 
 
 
238

 
 
 
384

 
 
Certain Items attributable to Celanese Corporation (Table 8)
28

 
 
 
26

 
 
 
381

 
 
 
238

 
 
 
29

 
 
 
107

 
 
 
7

 
 
Refinancing and related expenses

 
 
 

 
 
 
4

 
 
 

 
 
 

 
 
 
4

 
 
 

 
 
Adjusted earnings (loss) from continuing operations before tax
173

 
 
 
316

 
 
 
1,367

 
 
 
277

 
 
 
350

 
 
 
349

 
 
 
391

 
 
Income tax (provision) benefit on adjusted earnings(1)
(18
)
 
 
 
(41
)
 
 
 
(178
)
 
 
 
(36
)
 
 
 
(38
)
 
 
 
(49
)
 
 
 
(55
)
 
 
Adjusted earnings (loss) from continuing operations(2)
155

 
1.30

 
275

 
2.29

 
1,189

 
9.53

 
241

 
1.99

 
312

 
2.53

 
300

 
2.38

 
336

 
2.62

 
Diluted shares (in millions)(3)
Weighted average shares outstanding
118.3

 
 
 
119.3

 
 
 
123.9

 
 
 
120.3

 
 
 
122.7

 
 
 
125.3

 
 
 
127.5

 
 
Incremental shares attributable to equity awards
0.5

 
 
 
0.6

 
 
 
0.8

 
 
 
0.6

 
 
 
0.6

 
 
 
0.5

 
 
 
0.7

 
 
Total diluted shares
118.8

 


 
119.9

 
 
 
124.7

 
 
 
120.9

 
 
 
123.3

 
 
 
125.8

 
 
 
128.2

 
 
______________________________
(1) 
Calculated using adjusted effective tax rates (Table 3a) as follows:
 
Q2 '20
 
Q1 '20
 
2019
 
Q4 '19
 
Q3 '19
 
Q2 '19
 
Q1 '19
 
(In percentages)
Adjusted effective tax rate
10
 
 
 
13
 
 
 
13
 
 
 
13
 
 
 
11
 
 
 
14
 
 
 
14
 
 
(2) 
Excludes the immediate recognition of actuarial gains and losses and the impact of actual vs. expected plan asset returns.
 
 
Actual Plan Asset Returns
 
Expected Plan Asset Returns
 
 
(In percentages)
2019
 
16.7

 
6.5

(3) 
Potentially dilutive shares are included in the adjusted earnings per share calculation when adjusted earnings are positive.

7

CELANESEIMAGEA20.JPG

Table 3a
Adjusted Tax Rate - Reconciliation of a Non-GAAP Measure - Unaudited
 
Estimated
 
Actual
 
2020
 
2019
 
(In percentages)
US GAAP annual effective tax rate
18

 
13

Discrete quarterly recognition of GAAP items(1)
(5
)
 

Tax impact of other charges and adjustments(2)
(1
)