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 9). 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 three months ended March 31, 2017 and 2016 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 March 31, 2017
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		589		1,177		(295	)	1,471
Cost of sales	—	—		(443	)	(966	)	290		(1,119	)
Gross profit	—	—		146		211		(5	)	352
Selling, general and administrative expenses	—	—		(16	)	(67	)	—		(83	)
Amortization of intangible assets	—	—		(1	)	(3	)	—		(4	)
Research and development expenses	—	—		(7	)	(10	)	—		(17	)
Other (charges) gains, net	—	—		(6	)	(49	)	—		(55	)
Foreign exchange gain (loss), net	—	—		—		—		—		—
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	1		—		(1	)
Operating profit (loss)	—	—		114		83		(5	)	192
Equity in net earnings (loss) of affiliates	183	174		101		43		(454	)	47
Interest expense	—	(6	)	(23	)	(7	)	7		(29	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	6		1		—		(7	)	—
Dividend income - cost investments	—	—		—		29		—		29
Other income (expense), net	—	—		—		1		—		1
Earnings (loss) from continuing operations before tax	183	174		193		149		(459	)	240
Income tax (provision) benefit	—	9		(63	)	1		(3	)	(56	)
Earnings (loss) from continuing operations	183	183		130		150		(462	)	184
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	183	183		130		150		(462	)	184
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(1	)	—		(1	)
Net earnings (loss) attributable to Celanese Corporation	183	183		130		149		(462	)	183

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS



	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		583		1,139		(318	)	1,404
Cost of sales	—	—		(441	)	(891	)	318		(1,014	)
Gross profit	—	—		142		248		—		390
Selling, general and administrative expenses	—	—		(17	)	(63	)	—		(80	)
Amortization of intangible assets	—	—		(1	)	(1	)	—		(2	)
Research and development expenses	—	—		(8	)	(11	)	—		(19	)
Other (charges) gains, net	—	—		—		(5	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(1	)	1		—		—
Operating profit (loss)	—	—		115		172		—		287
Equity in net earnings (loss) of affiliates	256	274		173		37		(702	)	38
Interest expense	—	(15	)	(15	)	(8	)	5		(33	)
Refinancing expense	—	—		(2	)	—		—		(2	)
Interest income	—	2		1		2		(4	)	1
Dividend income - cost investments	—	—		—		27		—		27
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	256	261		272		230		(701	)	318
Income tax (provision) benefit	—	(5	)	(30	)	(25	)	—		(60	)
Earnings (loss) from continuing operations	256	256		242		205		(701	)	258
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)	256	256		242		206		(701	)	259
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(2	)	—		(2	)
Net earnings (loss) attributable to Celanese Corporation	256	256		242		204		(701	)	257

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Three Months Ended March 31, 2017
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	183		183		130		150		(462	)	184
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	28		28		30		39		(97	)	28
Gain (loss) on cash flow hedges	(2	)	(2	)	(2	)	(2	)	6		(2	)
Pension and postretirement benefits	5		5		4		6		(15	)	5
Total other comprehensive income (loss), net of tax	31		31		32		43		(106	)	31
Total comprehensive income (loss), net of tax	214		214		162		193		(568	)	215
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		(1	)	—		(1	)
Comprehensive income (loss) attributable to Celanese Corporation	214		214		162		192		(568	)	214



	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	256	256	242	206		(701	)	259
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	1	—	1		(2	)	1
Foreign currency translation	64	64	54	82		(200	)	64
Gain (loss) on cash flow hedges	—	—	—	—		—		—
Pension and postretirement benefits	—	—	—	1		(1	)	—
Total other comprehensive income (loss), net of tax	65	65	54	84		(203	)	65
Total comprehensive income (loss), net of tax	321	321	296	290		(904	)	324
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—	(2	)	—		(2	)
Comprehensive income (loss) attributable to Celanese Corporation	321	321	296	288		(904	)	322

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET



	As of March 31, 2017
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	56	445	—		501
Trade receivables - third party and affiliates	—	—	137	919	(170	)	886
Non-trade receivables, net	40	516	257	317	(914	)	216
Inventories, net	—	—	249	517	(49	)	717
Marketable securities, at fair value	—	—	31	—	—		31
Other assets	—	34	10	54	(60	)	38
Total current assets	40	550	740	2,252	(1,193	)	2,389
Investments in affiliates	2,575	4,052	3,642	769	(10,164	)	874
Property, plant and equipment, net	—	—	1,059	2,512	—		3,571
Deferred income taxes	—	—	84	80	(10	)	154
Other assets	—	705	130	160	(687	)	308
Goodwill	—	—	314	486	—		800
Intangible assets, net	—	—	47	145	—		192
Total assets	2,615	5,307	6,016	6,404	(12,054	)	8,288
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	13	140	254	(300	)	107
Trade payables - third party and affiliates	4	—	258	523	(170	)	615
Other liabilities	—	49	136	221	(144	)	262
Income taxes payable	—	—	511	48	(528	)	31
Total current liabilities	4	62	1,045	1,046	(1,142	)	1,015
Noncurrent Liabilities
Long-term debt	—	2,657	727	161	(694	)	2,851
Deferred income taxes	—	13	—	137	(10	)	140
Uncertain tax positions	—	—	4	136	(2	)	138
Benefit obligations	—	—	610	256	—		866
Other liabilities	—	—	65	173	(1	)	237
Total noncurrent liabilities	—	2,670	1,406	863	(707	)	4,232
Total Celanese Corporation stockholders' equity	2,611	2,575	3,565	4,065	(10,205	)	2,611
Noncontrolling interests	—	—	—	430	—		430
Total equity	2,611	2,575	3,565	4,495	(10,205	)	3,041
Total liabilities and equity	2,615	5,307	6,016	6,404	(12,054	)	8,288

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED 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
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
Income taxes payable	—	—	454	75	(517	)	12
Total current liabilities	—	64	980	1,111	(1,078	)	1,077
Noncurrent Liabilities
Long-term debt	—	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

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS



	Three Months Ended March 31, 2017
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	179		196		210		130		(523	)	192
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(42	)	(20	)	—		(62	)
Acquisitions, net of cash acquired	—		(11	)	—		—		11		—
Proceeds from sale of businesses and assets, net	—		—		—		12		(11	)	1
Return of capital from subsidiary	—		—		5		—		(5	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		—		7		—		(7	)	—
Other, net	—		—		—		(3	)	—		(3	)
Net cash provided by (used in) investing activities	—		(11	)	(30	)	(11	)	(12	)	(64	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(7	)	6		—		7		6
Proceeds from short-term borrowings	—		—		—		7		—		7
Repayments of short-term borrowings	—		—		—		(29	)	—		(29	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		—		—		(53	)	—		(53	)
Purchases of treasury stock, including related fees	(128	)	—		—		—		—		(128	)
Dividends to parent	—		(178	)	(165	)	(180	)	523		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	—		—		—		—		—		—
Series A common stock dividends	(51	)	—		—		—		—		(51	)
Return of capital to parent	—		—		—		(5	)	5		—
(Distributions to) contributions from noncontrolling interests	—		—		—		(4	)	—		(4	)
Other, net	—		—		(16	)	(2	)	—		(18	)
Net cash provided by (used in) financing activities	(179	)	(185	)	(175	)	(266	)	535		(270	)
Exchange rate effects on cash and cash equivalents	—		—		—		5		—		5
Net increase (decrease) in cash and cash equivalents	—		—		5		(142	)	—		(137	)
Cash and cash equivalents as of beginning of period	—		—		51		587		—		638
Cash and cash equivalents as of end of period	—		—		56		445		—		501

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS



	Three Months Ended March 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	44		47		(1	)	309		(112	)	287
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(38	)	(32	)	—		(70	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Return of capital from subsidiary	—		136		734		—		(870	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		138		3		90		(231	)	—
Other, net	—		—		(3	)	(2	)	—		(5	)
Net cash provided by (used in) investing activities	—		274		696		56		(1,101	)	(75	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(353	)	6		—		3		(344	)
Proceeds from short-term borrowings	—		—		—		8		—		8
Repayments of short-term borrowings	—		—		—		(63	)	—		(63	)
Proceeds from long-term debt	—		250		325		—		(405	)	170
Repayments of long-term debt	—		(172	)	(634	)	(4	)	633		(177	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(44	)	(68	)	—		112		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	1		—		—		—		—		1
Series A common stock dividends	(44	)	—		—		—		—		(44	)
Return of capital to parent	—		—		—		(870	)	870		—
(Distributions to) contributions from noncontrolling interests	—		—		—		—		—		—
Other, net	—		(2	)	—		(22	)	—		(24	)
Net cash provided by (used in) financing activities	(43	)	(321	)	(371	)	(951	)	1,213		(473	)
Exchange rate effects on cash and cash equivalents	—		—		—		10		—		10
Net increase (decrease) in cash and cash equivalents	1		—		324		(576	)	—		(251	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	1		—		345		370		—		716