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 14). 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 consolidating statements of cash flow 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.

For the year ended December 31, 2015, $54 million in interest expense was allocated from the Issuer to Subsidiary Guarantors.

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

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF OPERATIONS



	Year Ended December 31, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		2,162		4,322		(1,095	)	5,389
Cost of sales	—	—		(1,657	)	(3,428	)	1,101		(3,984	)
Gross profit	—	—		505		894		6		1,405
Selling, general and administrative expenses	—	—		(112	)	(304	)	—		(416	)
Amortization of intangible assets	—	—		(5	)	(4	)	—		(9	)
Research and development expenses	—	—		(32	)	(46	)	—		(78	)
Other (charges) gains, net	—	—		—		(11	)	—		(11	)
Foreign exchange gain (loss), net	—	—		—		(1	)	—		(1	)
Gain (loss) on disposition of businesses and assets, net	—	—		(8	)	17		(6	)	3
Operating profit (loss)	—	—		348		545		—		893
Equity in net earnings (loss) of affiliates	898	939		653		146		(2,481	)	155
Interest expense	—	(16	)	(94	)	(29	)	19		(120	)
Refinancing expense	—	(4	)	(2	)	—		—		(6	)
Interest income	—	12		4		5		(19	)	2
Dividend income - cost investments	—	—		—		107		1		108
Other income (expense), net	—	(1	)	1		(2	)	—		(2	)
Earnings (loss) from continuing operations before tax	898	930		910		772		(2,480	)	1,030
Income tax (provision) benefit	2	(32	)	(53	)	(36	)	(3	)	(122	)
Earnings (loss) from continuing operations	900	898		857		736		(2,483	)	908
Earnings (loss) from operation of discontinued operations	—	—		(2	)	(1	)	—		(3	)
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		1		—		1
Earnings (loss) from discontinued operations	—	—		(2	)	—		—		(2	)
Net earnings (loss)	900	898		855		736		(2,483	)	906
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(6	)	—		(6	)
Net earnings (loss) attributable to Celanese Corporation	900	898		855		730		(2,483	)	900

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF OPERATIONS



	Year Ended December 31, 2015
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		2,410		4,485		(1,221	)	5,674
Cost of sales	—	—		(1,729	)	(3,897	)	1,270		(4,356	)
Gross profit	—	—		681		588		49		1,318
Selling, general and administrative expenses	—	—		(242	)	(264	)	—		(506	)
Amortization of intangible assets	—	—		(5	)	(6	)	—		(11	)
Research and development expenses	—	—		(78	)	(41	)	—		(119	)
Other (charges) gains, net	—	—		(5	)	(346	)	—		(351	)
Foreign exchange gain (loss), net	—	—		—		4		—		4
Gain (loss) on disposition of businesses and assets, net	—	—		(6	)	(3	)	—		(9	)
Operating profit (loss)	—	—		345		(68	)	49		326
Equity in net earnings (loss) of affiliates	302	314		84		162		(681	)	181
Interest expense	—	(77	)	(76	)	(36	)	70		(119	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	18		40		13		(70	)	1
Dividend income - cost investments	—	—		—		107		—		107
Other income (expense), net	—	(2	)	2		(8	)	—		(8	)
Earnings (loss) from continuing operations before tax	302	253		395		170		(632	)	488
Income tax (provision) benefit	2	49		(133	)	(98	)	(21	)	(201	)
Earnings (loss) from continuing operations	304	302		262		72		(653	)	287
Earnings (loss) from operation of discontinued operations	—	—		(3	)	—		—		(3	)
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		1		—		—		1
Earnings (loss) from discontinued operations	—	—		(2	)	—		—		(2	)
Net earnings (loss)	304	302		260		72		(653	)	285
Net (earnings) loss attributable to noncontrolling interests	—	—		—		19		—		19
Net earnings (loss) attributable to Celanese Corporation	304	302		260		91		(653	)	304

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF OPERATIONS



	Year Ended December 31, 2014
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		2,860		5,166		(1,224	)	6,802
Cost of sales	—	—		(1,822	)	(4,550	)	1,186		(5,186	)
Gross profit	—	—		1,038		616		(38	)	1,616
Selling, general and administrative expenses	—	—		(313	)	(445	)	—		(758	)
Amortization of intangible assets	—	—		(7	)	(13	)	—		(20	)
Research and development expenses	—	—		(47	)	(39	)	—		(86	)
Other (charges) gains, net	—	—		28		(13	)	—		15
Foreign exchange gain (loss), net	—	—		—		(2	)	—		(2	)
Gain (loss) on disposition of businesses and assets, net	—	—		(11	)	4		—		(7	)
Operating profit (loss)	—	—		688		108		(38	)	758
Equity in net earnings (loss) of affiliates	622	806		90		210		(1,482	)	246
Interest expense	—	(190	)	(22	)	(78	)	143		(147	)
Refinancing expense	—	(29	)	—		—		—		(29	)
Interest income	—	57		72		15		(143	)	1
Dividend income - cost investments	—	—		—		116		—		116
Other income (expense), net	—	—		4		(8	)	—		(4	)
Earnings (loss) from continuing operations before tax	622	644		832		363		(1,520	)	941
Income tax (provision) benefit	2	(22	)	(237	)	(71	)	14		(314	)
Earnings (loss) from continuing operations	624	622		595		292		(1,506	)	627
Earnings (loss) from operation of discontinued operations	—	—		(8	)	(3	)	—		(11	)
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		3		1		—		4
Earnings (loss) from discontinued operations	—	—		(5	)	(2	)	—		(7	)
Net earnings (loss)	624	622		590		290		(1,506	)	620
Net (earnings) loss attributable to noncontrolling interests	—	—		—		4		—		4
Net earnings (loss) attributable to Celanese Corporation	624	622		590		294		(1,506	)	624

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)



	Year Ended December 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	900		898		855		736		(2,483	)	906
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(11	)	(11	)	(65	)	(73	)	149		(11	)
Gain (loss) from cash flow hedges	5		5		5		5		(15	)	5
Pension and postretirement benefits	(4	)	(4	)	(4	)	(2	)	10		(4	)
Total other comprehensive income (loss), net of tax	(10	)	(10	)	(64	)	(70	)	144		(10	)
Total comprehensive income (loss), net of tax	890		888		791		666		(2,339	)	896
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		(6	)	—		(6	)
Comprehensive income (loss) attributable to Celanese Corporation	890		888		791		660		(2,339	)	890

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)



	Year Ended December 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	304		302		260		72		(653	)	285
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(188	)	(188	)	(181	)	(231	)	600		(188	)
Gain (loss) from cash flow hedges	2		2		5		1		(8	)	2
Pension and postretirement benefits	3		3		3		2		(8	)	3
Total other comprehensive income (loss), net of tax	(183	)	(183	)	(173	)	(228	)	584		(183	)
Total comprehensive income (loss), net of tax	121		119		87		(156	)	(69	)	102
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		19		—		19
Comprehensive income (loss) attributable to Celanese Corporation	121		119		87		(137	)	(69	)	121

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)



	Year Ended December 31, 2014
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	624		622		590		290		(1,506	)	620
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1		1		1		1		(3	)	1
Foreign currency translation	(148	)	(148	)	(31	)	(65	)	244		(148	)
Gain (loss) from cash flow hedges	40		40		(1	)	(7	)	(32	)	40
Pension and postretirement benefits	(54	)	(54	)	(54	)	(5	)	113		(54	)
Total other comprehensive income (loss), net of tax	(161	)	(161	)	(85	)	(76	)	322		(161	)
Total comprehensive income (loss), net of tax	463		461		505		214		(1,184	)	459
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		4		—		4
Comprehensive income (loss) attributable to Celanese Corporation	463		461		505		218		(1,184	)	463

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING BALANCE SHEET



	As of December 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	51	587	—		638
Trade receivables - third party and affiliates	—	—	107	819	(125	)	801
Non-trade receivables, net	40	499	249	308	(873	)	223
Inventories, net	—	—	239	526	(45	)	720
Deferred income taxes	—	—	—	—	—		—
Marketable securities, at fair value	—	—	30	—	—		30
Other assets	—	42	25	76	(83	)	60
Total current assets	40	541	701	2,316	(1,126	)	2,472
Investments in affiliates	2,548	4,029	3,655	752	(10,132	)	852
Property, plant and equipment, net	—	—	1,049	2,528	—		3,577
Deferred income taxes	—	—	91	86	(18	)	159
Other assets	—	705	133	156	(687	)	307
Goodwill	—	—	314	482	—		796
Intangible assets, net	—	—	48	146	—		194
Total assets	2,588	5,275	5,991	6,466	(11,963	)	8,357
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	6	133	250	(271	)	118
Trade payables - third party and affiliates	—	—	226	524	(125	)	625
Other liabilities	—	58	167	262	(165	)	322
Deferred income taxes	—	—	—	—	—		—
Income taxes payable	—	—	454	75	(517	)	12
Total current liabilities	—	64	980	1,111	(1,078	)	1,077
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	—	2,647	727	210	(694	)	2,890
Deferred income taxes	—	16	—	132	(18	)	130
Uncertain tax positions	—	—	3	130	(2	)	131
Benefit obligations	—	—	636	257	—		893
Other liabilities	—	—	74	142	(1	)	215
Total noncurrent liabilities	—	2,663	1,440	871	(715	)	4,259
Total Celanese Corporation stockholders' equity	2,588	2,548	3,571	4,051	(10,170	)	2,588
Noncontrolling interests	—	—	—	433	—		433
Total equity	2,588	2,548	3,571	4,484	(10,170	)	3,021
Total liabilities and equity	2,588	5,275	5,991	6,466	(11,963	)	8,357

CELANESE CORPORATION AND SUBSIDIARIES

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, net of unamortized deferred financing costs	—	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

CONSOLIDATING STATEMENT OF CASH FLOWS



	Year Ended December 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	695		711		(21	)	872		(1,364	)	893
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(139	)	(107	)	—		(246	)
Acquisitions, net of cash acquired	—		—		—		(178	)	—		(178	)
Proceeds from sale of businesses and assets, net	—		—		1		11		—		12
Capital expenditures related to Fairway Methanol LLC	—		—		—		—		—		—
Return of capital from subsidiary	—		145		758		—		(903	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		(283	)	19		90		174		—
Other, net	—		—		(10	)	(17	)	—		(27	)
Net cash provided by (used in) investing activities	—		(138	)	629		(201	)	(729	)	(439	)
Financing Activities
Short-term borrowings (repayments), net	—		(371	)	1		(1	)	19		(352	)
Proceeds from short-term borrowings	—		—		—		53		—		53
Repayments of short-term borrowings	—		—		—		(90	)	—		(90	)
Proceeds from long-term debt	—		1,589		746		—		(826	)	1,509
Repayments of long-term debt	—		(1,083	)	(635	)	(42	)	633		(1,127	)
Purchases of treasury stock, including related fees	(500	)	—		—		—		—		(500	)
Dividends to parent	—		(695	)	(669	)	—		1,364		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	6		—		—		—		—		6
Series A common stock dividends	(201	)	—		—		—		—		(201	)
Return of capital to parent	—		—		—		(903	)	903		—
(Distributions to) contributions from noncontrolling interests	—		—		—		(24	)	—		(24	)
Other, net	—		(13	)	(21	)	1		—		(33	)
Net cash provided by (used in) financing activities	(695	)	(573	)	(578	)	(1,006	)	2,093		(759	)
Exchange rate effects on cash and cash equivalents	—		—		—		(24	)	—		(24	)
Net increase (decrease) in cash and cash equivalents	—		—		30		(359	)	—		(329	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	—		—		51		587		—		638

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF CASH FLOWS



	Year Ended December 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	591		536		529		422		(1,216	)	862
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(128	)	(104	)	—		(232	)
Acquisitions, net of cash acquired	—		—		(3	)	(3	)	—		(6	)
Proceeds from sale of businesses and assets, net	—		—		—		4		—		4
Capital expenditures related to Fairway Methanol LLC	—		—		(20	)	(268	)	—		(288	)
Return of capital from subsidiary	—		—		—		—		—		—
Contributions to subsidiary	—		—		(120	)	—		120		—
Intercompany loan receipts (disbursements)	—		(333	)	(33	)	(15	)	381		—
Other, net	—		—		(12	)	(24	)	—		(36	)
Net cash provided by (used in) investing activities	—		(333	)	(316	)	(410	)	501		(558	)
Financing Activities
Short-term borrowings (repayments), net	—		383		—		—		(33	)	350
Proceeds from short-term borrowings	—		—		—		80		—		80
Repayments of short-term borrowings	—		—		—		(83	)	—		(83	)
Proceeds from long-term debt	—		15		406		—		(421	)	—
Repayments of long-term debt	—		(9	)	(74	)	(14	)	73		(24	)
Purchases of treasury stock, including related fees	(420	)	—		—		—		—		(420	)
Dividends to parent	—		(592	)	(624	)	—		1,216		—
Contributions from parent	—		—		—		120		(120	)	—
Stock option exercises	3		—		—		—		—		3
Series A common stock dividends	(174	)	—		—		—		—		(174	)
Return of capital to parent	—		—		—		—		—		—
(Distributions to) contributions from noncontrolling interests	—		—		—		214		—		214
Other, net	—		—		(10	)	(2	)	—		(12	)
Net cash provided by (used in) financing activities	(591	)	(203	)	(302	)	315		715		(66	)
Exchange rate effects on cash and cash equivalents	—		—		—		(51	)	—		(51	)
Net increase (decrease) in cash and cash equivalents	—		—		(89	)	276		—		187
Cash and cash equivalents as of beginning of period	—		—		110		670		—		780
Cash and cash equivalents as of end of period	—		—		21		946		—		967

CELANESE CORPORATION AND SUBSIDIARIES

CONSOLIDATING STATEMENT OF CASH FLOWS



	Year Ended December 31, 2014
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	389		498		644		433		(1,002	)	962
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(183	)	(71	)	—		(254	)
Acquisitions, net of cash acquired	—		—		(10	)	—		—		(10	)
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(44	)	(380	)	—		(424	)
Return of capital from subsidiary	—		28		51		—		(79	)	—
Contributions to subsidiary	—		—		(213	)	—		213		—
Intercompany loan receipts (disbursements)	—		(70	)	(93	)	(75	)	238		—
Other, net	—		—		(9	)	(8	)	—		(17	)
Net cash provided by (used in) investing activities	—		(42	)	(501	)	(534	)	372		(705	)
Financing Activities
Short-term borrowings (repayments), net	—		93		6		(15	)	(93	)	(9	)
Proceeds from short-term borrowings	—		—		—		62		—		62
Repayments of short-term borrowings	—		—		—		(91	)	—		(91	)
Proceeds from long-term debt	—		462		75		—		(150	)	387
Repayments of long-term debt	—		(611	)	(5	)	(15	)	5		(626	)
Purchases of treasury stock, including related fees	(250	)	—		—		—		—		(250	)
Dividends to parent	—		(390	)	(390	)	(222	)	1,002		—
Contributions from parent	—		—		—		213		(213	)	—
Stock option exercises	5		—		—		—		—		5
Series A common stock dividends	(144	)	—		—		—		—		(144	)
Return of capital to parent	—		—		—		(79	)	79		—
(Distributions to) contributions from noncontrolling interests	—		—		—		264		—		264
Other, net	—		(10	)	(3	)	—		—		(13	)
Net cash provided by (used in) financing activities	(389	)	(456	)	(317	)	117		630		(415	)
Exchange rate effects on cash and cash equivalents	—		—		—		(46	)	—		(46	)
Net increase (decrease) in cash and cash equivalents	—		—		(174	)	(30	)	—		(204	)
Cash and cash equivalents as of beginning of period	—		—		284		700		—		984
Cash and cash equivalents as of end of period	—		—		110		670		—		780