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, 2016 and 2015 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, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		536		1,073		(258	)	1,351
Cost of sales	—	—		(415	)	(865	)	267		(1,013	)
Gross profit	—	—		121		208		9		338
Selling, general and administrative expenses	—	—		(5	)	(66	)	—		(71	)
Amortization of intangible assets	—	—		(1	)	(1	)	—		(2	)
Research and development expenses	—	—		(8	)	(11	)	—		(19	)
Other (charges) gains, net	—	—		(1	)	(3	)	—		(4	)
Foreign exchange gain (loss), net	—	—		—		(1	)	—		(1	)
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	4		—		2
Operating profit (loss)	—	—		104		130		9		243
Equity in net earnings (loss) of affiliates	222	218		130		34		(569	)	35
Interest expense	—	9		(36	)	(6	)	3		(30	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	2		1		1		(4	)	—
Dividend income - cost investments	—	—		—		29		—		29
Other income (expense), net	—	(1	)	—		(1	)	—		(2	)
Earnings (loss) from continuing operations before tax	222	228		199		187		(561	)	275
Income tax (provision) benefit	—	(6	)	(10	)	(34	)	(2	)	(52	)
Earnings (loss) from continuing operations	222	222		189		153		(563	)	223
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	222	222		189		153		(563	)	223
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(2	)	—		(2	)
Net earnings (loss) attributable to Celanese Corporation	222	222		189		151		(563	)	221

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	)
Refinancing expense	—		—		—		—		—		—
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



	Six Months Ended June 30, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		1,119		2,212		(576	)	2,755
Cost of sales	—	—		(856	)	(1,756	)	585		(2,027	)
Gross profit	—	—		263		456		9		728
Selling, general and administrative expenses	—	—		(22	)	(129	)	—		(151	)
Amortization of intangible assets	—	—		(2	)	(2	)	—		(4	)
Research and development expenses	—	—		(16	)	(22	)	—		(38	)
Other (charges) gains, net	—	—		(1	)	(8	)	—		(9	)
Foreign exchange gain (loss), net	—	—		—		2		—		2
Gain (loss) on disposition of businesses and assets, net	—	—		(3	)	5		—		2
Operating profit (loss)	—	—		219		302		9		530
Equity in net earnings (loss) of affiliates	478	492		303		71		(1,271	)	73
Interest expense	—	(6	)	(51	)	(14	)	8		(63	)
Refinancing expense	—	—		(2	)	—		—		(2	)
Interest income	—	4		2		3		(8	)	1
Dividend income - cost investments	—	—		—		56		—		56
Other income (expense), net	—	(1	)	—		(1	)	—		(2	)
Earnings (loss) from continuing operations before tax	478	489		471		417		(1,262	)	593
Income tax (provision) benefit	—	(11	)	(40	)	(59	)	(2	)	(112	)
Earnings (loss) from continuing operations	478	478		431		358		(1,264	)	481
Earnings (loss) from operation of discontinued operations	—	—		—		1		—		1
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		1		—		1
Net earnings (loss)	478	478		431		359		(1,264	)	482
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(4	)	—		(4	)
Net earnings (loss) attributable to Celanese Corporation	478	478		431		355		(1,264	)	478

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	)
Refinancing expense	—	—		—		—		—		—
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 STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Three Months Ended June 30, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	222		222		189		153		(563	)	223
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(18	)	(18	)	(18	)	(24	)	60		(18	)
Gain (loss) on cash flow hedges	1		1		1		1		(3	)	1
Pension and postretirement benefits	(1	)	(1	)	(1	)	—		2		(1	)
Total other comprehensive income (loss), net of tax	(18	)	(18	)	(18	)	(23	)	59		(18	)
Total comprehensive income (loss), net of tax	204		204		171		130		(504	)	205
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		(2	)	—		(2	)
Comprehensive income (loss) attributable to Celanese Corporation	204		204		171		128		(504	)	203



	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

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Six Months Ended June 30, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	478		478		431		359		(1,264	)	482
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1		1		—		1		(2	)	1
Foreign currency translation	46		46		36		58		(140	)	46
Gain (loss) on cash flow hedges	1		1		1		1		(3	)	1
Pension and postretirement benefits	(1	)	(1	)	(1	)	1		1		(1	)
Total other comprehensive income (loss), net of tax	47		47		36		61		(144	)	47
Total comprehensive income (loss), net of tax	525		525		467		420		(1,408	)	529
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		(4	)	—		(4	)
Comprehensive income (loss) attributable to Celanese Corporation	525		525		467		416		(1,408	)	525



	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

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET



	As of June 30, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	2	—	243	490	—		735
Trade receivables - third party and affiliates	—	—	128	807	(143	)	792
Non-trade receivables, net	38	537	213	327	(898	)	217
Inventories, net	—	—	224	453	(41	)	636
Deferred income taxes	—	—	—	—	—		—
Marketable securities, at fair value	—	—	35	—	—		35
Other assets	—	37	17	55	(68	)	41
Total current assets	40	574	860	2,132	(1,150	)	2,456
Investments in affiliates	2,562	4,082	3,511	747	(10,060	)	842
Property, plant and equipment, net	—	—	1,015	2,573	—		3,588
Deferred income taxes	—	—	192	68	(23	)	237
Other assets	—	280	144	227	(358	)	293
Goodwill	—	—	314	397	—		711
Intangible assets, net	—	—	50	71	—		121
Total assets	2,602	4,936	6,086	6,215	(11,591	)	8,248
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	40	130	200	(251	)	119
Trade payables - third party and affiliates	—	—	238	455	(142	)	551
Other liabilities	—	54	180	230	(163	)	301
Deferred income taxes	—	—	—	—	—		—
Income taxes payable	—	—	553	115	(552	)	116
Total current liabilities	—	94	1,101	1,000	(1,108	)	1,087
Noncurrent Liabilities
Long-term debt	—	2,253	401	177	(367	)	2,464
Deferred income taxes	—	25	—	114	(23	)	116
Uncertain tax positions	—	2	16	136	—		154
Benefit obligations	—	—	920	227	—		1,147
Other liabilities	—	—	80	149	—		229
Total noncurrent liabilities	—	2,280	1,417	803	(390	)	4,110
Total Celanese Corporation stockholders' equity	2,602	2,562	3,568	3,963	(10,093	)	2,602
Noncontrolling interests	—	—	—	449	—		449
Total equity	2,602	2,562	3,568	4,412	(10,093	)	3,051
Total liabilities and equity	2,602	4,936	6,086	6,215	(11,591	)	8,248

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET



	As of December 31, 2015
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	21	946	—		967
Trade receivables - third party and affiliates	—	—	132	722	(148	)	706
Non-trade receivables, net	37	580	298	522	(1,152	)	285
Inventories, net	—	—	258	474	(50	)	682
Deferred income taxes	—	—	19	68	(19	)	68
Marketable securities, at fair value	—	—	30	—	—		30
Other assets	—	12	28	40	(31	)	49
Total current assets	37	592	786	2,772	(1,400	)	2,787
Investments in affiliates	2,341	3,947	3,909	738	(10,097	)	838
Property, plant and equipment, net	—	—	1,001	2,608	—		3,609
Deferred income taxes	—	2	178	42	—		222
Other assets	—	418	151	227	(496	)	300
Goodwill	—	—	314	391	—		705
Intangible assets, net	—	—	51	74	—		125
Total assets	2,378	4,959	6,390	6,852	(11,993	)	8,586
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	479	181	213	(360	)	513
Trade payables - third party and affiliates	—	—	240	495	(148	)	587
Other liabilities	—	28	281	283	(262	)	330
Deferred income taxes	—	26	—	23	(19	)	30
Income taxes payable	—	—	537	116	(563	)	90
Total current liabilities	—	533	1,239	1,130	(1,352	)	1,550
Noncurrent Liabilities
Long-term debt	—	2,078	706	187	(503	)	2,468
Deferred income taxes	—	—	—	136	—		136
Uncertain tax positions	—	7	29	131	—		167
Benefit obligations	—	—	960	229	—		1,189
Other liabilities	—	—	93	155	(1	)	247
Total noncurrent liabilities	—	2,085	1,788	838	(504	)	4,207
Total Celanese Corporation stockholders' equity	2,378	2,341	3,363	4,433	(10,137	)	2,378
Noncontrolling interests	—	—	—	451	—		451
Total equity	2,378	2,341	3,363	4,884	(10,137	)	2,829
Total liabilities and equity	2,378	4,959	6,390	6,852	(11,993	)	8,586

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS



	Six Months Ended June 30, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	297		294		152		449		(556	)	636
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(66	)	(62	)	—		(128	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		1		1		—		2
Capital expenditures related to Fairway Methanol LLC	—		—		—		—		—		—
Return of capital from subsidiary	—		136		741		—		(877	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		138		(5	)	90		(223	)	—
Other, net	—		—		(9	)	(3	)	—		(12	)
Net cash provided by (used in) investing activities	—		274		662		26		(1,100	)	(138	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(345	)	(3	)	—		(5	)	(353	)
Proceeds from short-term borrowings	—		—		—		22		—		22
Repayments of short-term borrowings	—		—		—		(63	)	—		(63	)
Proceeds from long-term debt	—		250		325		—		(405	)	170
Repayments of long-term debt	—		(175	)	(634	)	(7	)	633		(183	)
Purchases of treasury stock, including related fees	(200	)	—		—		—		—		(200	)
Dividends to parent	—		(296	)	(260	)	—		556		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	3		—		—		—		—		3
Series A common stock dividends	(98	)	—		—		—		—		(98	)
Return of capital to parent	—		—		—		(877	)	877		—
(Distributions to) contributions from noncontrolling interests	—		—		—		(6	)	—		(6	)
Other, net	—		(2	)	(20	)	(2	)	—		(24	)
Net cash provided by (used in) financing activities	(295	)	(568	)	(592	)	(933	)	1,656		(732	)
Exchange rate effects on cash and cash equivalents	—		—		—		2		—		2
Net increase (decrease) in cash and cash equivalents	2		—		222		(456	)	—		(232	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	2		—		243		490		—		735

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	—		—		—		—		—		—
(Distributions to) 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