Consolidating Guarantor Financial Information

The Senior Notes were issued by Celanese US ("Issuer") and are guaranteed by Celanese Corporation ("Parent Guarantor") and the Subsidiary Guarantors (Note 8). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally.

For cash management purposes, the Company transfers cash between the Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company's outstanding debt, Common Stock dividends and Common Stock repurchases. The unaudited interim consolidating statements of cash flows for the six months ended June 30, 2015 and 2014 present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows.

The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees.

The unaudited interim consolidating financial statements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows:

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS



	Three Months Ended June 30, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—		—		674		1,174		(371	)	1,477
Cost of sales	—		—		(474	)	(1,011	)	383		(1,102	)
Gross profit	—		—		200		163		12		375
Selling, general and administrative expenses	—		—		(29	)	(77	)	—		(106	)
Amortization of intangible assets	—		—		(2	)	(1	)	—		(3	)
Research and development expenses	—		—		(49	)	(10	)	—		(59	)
Other (charges) gains, net	—		—		—		(10	)	—		(10	)
Foreign exchange gain (loss), net	—		—		—		(3	)	—		(3	)
Gain (loss) on disposition of businesses and assets, net	—		—		(1	)	(5	)	—		(6	)
Operating profit (loss)	—		—		119		57		12		188
Equity in net earnings (loss) of affiliates	206		244		114		35		(559	)	40
Interest expense	—		(41	)	(8	)	(8	)	27		(30	)
Interest income	—		5		20		3		(27	)	1
Dividend income - cost investments	—		—		—		26		—		26
Other income (expense), net	—		—		1		1		—		2
Earnings (loss) from continuing operations before tax	206		208		246		114		(547	)	227
Income tax (provision) benefit	(1	)	(2	)	(29	)	9		(1	)	(24	)
Earnings (loss) from continuing operations	205		206		217		123		(548	)	203
Earnings (loss) from operation of discontinued operations	—		—		(3	)	—		—		(3	)
Income tax (provision) benefit from discontinued operations	—		—		1		—		—		1
Earnings (loss) from discontinued operations	—		—		(2	)	—		—		(2	)
Net earnings (loss)	205		206		215		123		(548	)	201
Net (earnings) loss attributable to noncontrolling interests	—		—		—		4		—		4
Net earnings (loss) attributable to Celanese Corporation	205		206		215		127		(548	)	205

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS



	Three Months Ended June 30, 2014
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		679		1,357		(267	)	1,769
Cost of sales	—	—		(501	)	(1,149	)	289		(1,361	)
Gross profit	—	—		178		208		22		408
Selling, general and administrative expenses	—	—		(18	)	(101	)	—		(119	)
Amortization of intangible assets	—	—		(2	)	(3	)	—		(5	)
Research and development expenses	—	—		(13	)	(11	)	—		(24	)
Other (charges) gains, net	—	—		—		2		—		2
Foreign exchange gain (loss), net	—	—		—		(1	)	—		(1	)
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	—		—		(2	)
Operating profit (loss)	—	—		143		94		22		259
Equity in net earnings (loss) of affiliates	259	282		48		89		(577	)	101
Interest expense	—	(49	)	(6	)	(21	)	36		(40	)
Interest income	—	17		18		3		(36	)	2
Dividend income - cost investments	—	—		—		29		—		29
Other income (expense), net	—	—		1		—		—		1
Earnings (loss) from continuing operations before tax	259	250		204		194		(555	)	352
Income tax (provision) benefit	—	9		(52	)	(46	)	(5	)	(94	)
Earnings (loss) from continuing operations	259	259		152		148		(560	)	258
Earnings (loss) from operation of discontinued operations	—	—		(1	)	—		—		(1	)
Income tax (provision) benefit from discontinued operations	—	—		1		—		—		1
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	259	259		152		148		(560	)	258
Net (earnings) loss attributable to noncontrolling interests	—	—		—		1		—		1
Net earnings (loss) attributable to Celanese Corporation	259	259		152		149		(560	)	259

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS



	Six Months Ended June 30, 2015
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		1,332		2,307		(712	)	2,927
Cost of sales	—	—		(905	)	(1,995	)	729		(2,171	)
Gross profit	—	—		427		312		17		756
Selling, general and administrative expenses	—	—		(53	)	(151	)	—		(204	)
Amortization of intangible assets	—	—		(3	)	(3	)	—		(6	)
Research and development expenses	—	—		(59	)	(20	)	—		(79	)
Other (charges) gains, net	—	—		(3	)	(12	)	—		(15	)
Foreign exchange gain (loss), net	—	—		—		—		—		—
Gain (loss) on disposition of businesses and assets, net	—	—		(3	)	(4	)	—		(7	)
Operating profit (loss)	—	—		306		122		17		445
Equity in net earnings (loss) of affiliates	441	523		206		75		(1,157	)	88
Interest expense	—	(84	)	(13	)	(20	)	60		(57	)
Interest income	—	13		39		9		(60	)	1
Dividend income - cost investments	—	—		—		54		—		54
Other income (expense), net	—	—		1		1		—		2
Earnings (loss) from continuing operations before tax	441	452		539		241		(1,140	)	533
Income tax (provision) benefit	—	(11	)	(82	)	(1	)	(2	)	(96	)
Earnings (loss) from continuing operations	441	441		457		240		(1,142	)	437
Earnings (loss) from operation of discontinued operations	—	—		(3	)	—		—		(3	)
Income tax (provision) benefit from discontinued operations	—	—		1		—		—		1
Earnings (loss) from discontinued operations	—	—		(2	)	—		—		(2	)
Net earnings (loss)	441	441		455		240		(1,142	)	435
Net (earnings) loss attributable to noncontrolling interests	—	—		—		6		—		6
Net earnings (loss) attributable to Celanese Corporation	441	441		455		246		(1,142	)	441

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS



	Six Months Ended June 30, 2014
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		1,386		2,657		(569	)	3,474
Cost of sales	—	—		(962	)	(2,300	)	574		(2,688	)
Gross profit	—	—		424		357		5		786
Selling, general and administrative expenses	—	—		(27	)	(196	)	—		(223	)
Amortization of intangible assets	—	—		(4	)	(7	)	—		(11	)
Research and development expenses	—	—		(26	)	(20	)	—		(46	)
Other (charges) gains, net	—	—		—		1		—		1
Foreign exchange gain (loss), net	—	—		—		(2	)	—		(2	)
Gain (loss) on disposition of businesses and assets, net	—	—		(5	)	2		—		(3	)
Operating profit (loss)	—	—		362		135		5		502
Equity in net earnings (loss) of affiliates	454	510		78		125		(1,026	)	141
Interest expense	—	(95	)	(12	)	(40	)	68		(79	)
Interest income	—	31		35		4		(68	)	2
Dividend income - cost investments	—	—		—		58		—		58
Other income (expense), net	—	—		4		(3	)	—		1
Earnings (loss) from continuing operations before tax	454	446		467		279		(1,021	)	625
Income tax (provision) benefit	1	8		(122	)	(57	)	(2	)	(172	)
Earnings (loss) from continuing operations	455	454		345		222		(1,023	)	453
Earnings (loss) from operation of discontinued operations	—	—		(1	)	—		—		(1	)
Income tax (provision) benefit from discontinued operations	—	—		1		—		—		1
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	455	454		345		222		(1,023	)	453
Net (earnings) loss attributable to noncontrolling interests	—	—		—		2		—		2
Net earnings (loss) attributable to Celanese Corporation	455	454		345		224		(1,023	)	455

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Three Months Ended June 30, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	205		206		215		123		(548	)	201
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	(1	)	(1	)	(1	)	(1	)	3		(1	)
Foreign currency translation	37		37		56		74		(167	)	37
Gain (loss) on cash flow hedges	1		1		1		1		(3	)	1
Pension and postretirement benefits	4		4		3		4		(11	)	4
Total other comprehensive income (loss), net of tax	41		41		59		78		(178	)	41
Total comprehensive income (loss), net of tax	246		247		274		201		(726	)	242
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		4		—		4
Comprehensive income (loss) attributable to Celanese Corporation	246		247		274		205		(726	)	246



	Three Months Ended June 30, 2014
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	259		259		152		148		(560	)	258
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(22	)	(22	)	(9	)	2		29		(22	)
Gain (loss) on cash flow hedges	(3	)	(3	)	—		(3	)	6		(3	)
Pension and postretirement benefits	(14	)	(14	)	(14	)	—		28		(14	)
Total other comprehensive income (loss), net of tax	(39	)	(39	)	(23	)	(1	)	63		(39	)
Total comprehensive income (loss), net of tax	220		220		129		147		(497	)	219
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		1		—		1
Comprehensive income (loss) attributable to Celanese Corporation	220		220		129		148		(497	)	220

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Six Months Ended June 30, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	441		441		455		240		(1,142	)	435
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	(1	)	(1	)	(1	)	(1	)	3		(1	)
Foreign currency translation	(119	)	(119	)	(114	)	(137	)	370		(119	)
Gain (loss) on cash flow hedges	3		3		6		3		(12	)	3
Pension and postretirement benefits	1		1		—		4		(5	)	1
Total other comprehensive income (loss), net of tax	(116	)	(116	)	(109	)	(131	)	356		(116	)
Total comprehensive income (loss), net of tax	325		325		346		109		(786	)	319
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		6		—		6
Comprehensive income (loss) attributable to Celanese Corporation	325		325		346		115		(786	)	325



	Six Months Ended June 30, 2014
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	455		454		345		222		(1,023	)	453
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(17	)	(17	)	7		(14	)	24		(17	)
Gain (loss) on cash flow hedges	(6	)	(6	)	—		(3	)	9		(6	)
Pension and postretirement benefits	(26	)	(26	)	(26	)	—		52		(26	)
Total other comprehensive income (loss), net of tax	(49	)	(49	)	(19	)	(17	)	85		(49	)
Total comprehensive income (loss), net of tax	406		405		326		205		(938	)	404
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		2		—		2
Comprehensive income (loss) attributable to Celanese Corporation	406		405		326		207		(938	)	406

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET



	As of June 30, 2015
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	1	—	115	872	—		988
Trade receivables - third party and affiliates	—	—	182	888	(197	)	873
Non-trade receivables, net	36	974	2,270	382	(3,436	)	226
Inventories, net	—	—	250	595	(83	)	762
Deferred income taxes	—	—	26	11	(22	)	15
Marketable securities, at fair value	—	—	29	—	—		29
Other assets	—	—	17	23	(10	)	30
Total current assets	37	974	2,889	2,771	(3,748	)	2,923
Investments in affiliates	3,041	6,216	4,199	721	(13,356	)	821
Property, plant and equipment, net	—	—	1,022	2,749	—		3,771
Deferred income taxes	—	16	237	9	(2	)	260
Other assets	—	102	154	395	(279	)	372
Goodwill	—	—	314	402	—		716
Intangible assets, net	—	—	74	51	—		125
Total assets	3,078	7,308	8,889	7,098	(17,385	)	8,988
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	1,972	700	249	(2,798	)	123
Trade payables - third party and affiliates	—	—	354	579	(197	)	736
Other liabilities	2	18	165	274	(161	)	298
Deferred income taxes	—	22	—	6	(22	)	6
Income taxes payable	—	—	542	71	(508	)	105
Total current liabilities	2	2,012	1,761	1,179	(3,686	)	1,268
Noncurrent Liabilities
Long-term debt	—	2,234	373	204	(259	)	2,552
Deferred income taxes	—	14	—	115	(2	)	127
Uncertain tax positions	—	7	29	128	—		164
Benefit obligations	—	—	863	267	—		1,130
Other liabilities	—	—	119	170	(27	)	262
Total noncurrent liabilities	—	2,255	1,384	884	(288	)	4,235
Total Celanese Corporation stockholders' equity	3,076	3,041	5,744	4,626	(13,411	)	3,076
Noncontrolling interests	—	—	—	409	—		409
Total equity	3,076	3,041	5,744	5,035	(13,411	)	3,485
Total liabilities and equity	3,078	7,308	8,889	7,098	(17,385	)	8,988

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET



	As of December 31, 2014
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	110	670	—		780
Trade receivables - third party and affiliates	—	—	184	821	(204	)	801
Non-trade receivables, net	35	477	2,265	407	(2,943	)	241
Inventories, net	—	—	268	613	(99	)	782
Deferred income taxes	—	—	39	12	(22	)	29
Marketable securities, at fair value	—	—	32	—	—		32
Other assets	—	6	12	34	(19	)	33
Total current assets	35	483	2,910	2,557	(3,287	)	2,698
Investments in affiliates	2,784	5,889	4,349	613	(12,759	)	876
Property, plant and equipment, net	—	—	1,029	2,704	—		3,733
Deferred income taxes	—	16	211	26	—		253
Other assets	—	674	146	400	(843	)	377
Goodwill	—	—	314	435	—		749
Intangible assets, net	—	—	73	59	—		132
Total assets	2,819	7,062	9,032	6,794	(16,889	)	8,818
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	1,894	184	290	(2,231	)	137
Trade payables - third party and affiliates	—	—	413	548	(204	)	757
Other liabilities	1	34	225	402	(230	)	432
Deferred income taxes	—	22	—	7	(22	)	7
Income taxes payable	—	—	484	45	(524	)	5
Total current liabilities	1	1,950	1,306	1,292	(3,211	)	1,338
Noncurrent Liabilities
Long-term debt	—	2,269	900	208	(769	)	2,608
Deferred income taxes	—	—	—	141	—		141
Uncertain tax positions	—	6	16	137	—		159
Benefit obligations	—	—	923	288	—		1,211
Other liabilities	—	53	121	192	(83	)	283
Total noncurrent liabilities	—	2,328	1,960	966	(852	)	4,402
Total Celanese Corporation stockholders' equity	2,818	2,784	5,766	4,276	(12,826	)	2,818
Noncontrolling interests	—	—	—	260	—		260
Total equity	2,818	2,784	5,766	4,536	(12,826	)	3,078
Total liabilities and equity	2,819	7,062	9,032	6,794	(16,889	)	8,818

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS



	Six Months Ended June 30, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	83		45		285		306		(166	)	553
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(74	)	(43	)	—		(117	)
Acquisitions, net of cash acquired	—		—		(3	)	—		—		(3	)
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(9	)	(201	)	—		(210	)
Return of capital from subsidiary	—		—		—		—		—		—
Contributions to subsidiary	—		—		(60	)	—		60		—
Intercompany loan receipts (disbursements)	—		3		(25	)	(15	)	37		—
Other, net	—		—		(12	)	(12	)	—		(24	)
Net cash provided by (used in) investing activities	—		3		(183	)	(271	)	97		(354	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		25		(1	)	(1	)	(25	)	(2	)
Proceeds from short-term borrowings	—		—		—		26		—		26
Repayments of short-term borrowings	—		—		—		(39	)	—		(39	)
Proceeds from long-term debt	—		15		—		—		(15	)	—
Repayments of long-term debt	—		(5	)	(3	)	(7	)	3		(12	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(83	)	(83	)	—		166		—
Contributions from parent	—		—		—		60		(60	)	—
Stock option exercises	2		—		—		—		—		2
Series A common stock dividends	(84	)	—		—		—		—		(84	)
Return of capital to parent	—		—		—		—		—		—
Contributions from noncontrolling interests	—		—		—		155		—		155
Other, net	—		—		(10	)	(1	)	—		(11	)
Net cash provided by (used in) financing activities	(82	)	(48	)	(97	)	193		69		35
Exchange rate effects on cash and cash equivalents	—		—		—		(26	)	—		(26	)
Net increase (decrease) in cash and cash equivalents	1		—		5		202		—		208
Cash and cash equivalents as of beginning of period	—		—		110		670		—		780
Cash and cash equivalents as of end of period	1		—		115		872		—		988

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS



	Six Months Ended June 30, 2014
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	169		109		333		142		(336	)	417
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(100	)	(30	)	—		(130	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(34	)	(109	)	—		(143	)
Return of capital from subsidiary	—		—		51		—		(51	)	—
Contributions to subsidiary	—		—		(97	)	—		97		—
Intercompany loan receipts (disbursements)	—		3		(61	)	—		58		—
Other, net	—		—		(6	)	(4	)	—		(10	)
Net cash provided by (used in) investing activities	—		3		(247	)	(143	)	104		(283	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		61		10		(9	)	(61	)	1
Proceeds from short-term borrowings	—		—		—		25		—		25
Repayments of short-term borrowings	—		—		—		(43	)	—		(43	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		(5	)	(3	)	(8	)	3		(13	)
Purchases of treasury stock, including related fees	(103	)	—		—		—		—		(103	)
Dividends to parent	—		(168	)	(168	)	—		336		—
Contributions from parent	—		—		—		97		(97	)	—
Stock option exercises	3		—		—		—		—		3
Series A common stock dividends	(67	)	—		—		—		—		(67	)
Return of capital to parent	—		—		—		(51	)	51		—
Contributions from noncontrolling interests	—		—		—		148		—		148
Other, net	—		—		(1	)	—		—		(1	)
Net cash provided by (used in) financing activities	(167	)	(112	)	(162	)	159		232		(50	)
Exchange rate effects on cash and cash equivalents	—		—		—		(4	)	—		(4	)
Net increase (decrease) in cash and cash equivalents	2		—		(76	)	154		—		80
Cash and cash equivalents as of beginning of period	—		—		284		700		—		984
Cash and cash equivalents as of end of period	2		—		208		854		—		1,064