Exhibit 99.1(a)
Third Quarter 2025 Earnings Prepared Comments
Bill Cunningham, Celanese Corporation, Vice President, Investor Relations
This is the Celanese Corporation third quarter 2025 earnings prepared comments. The Celanese Corporation third quarter 2025 earnings release was distributed via Business Wire this afternoon and posted on our investor relations website, investors.celanese.com. As a reminder, some of the matters discussed below may include forward-looking statements concerning, for example, our future objectives and plans. Please note the cautionary language contained at the end of these comments. Also, some of the matters discussed include references to non-GAAP financial measures. Explanations of these measures and reconciliations to the comparable GAAP measures are included on our investor relations website under Financial Information/Non-GAAP Financial Measures. The earnings release and non-GAAP information and the reconciliations are being furnished to the SEC in a Current Report on Form 8-K. These prepared comments are also being furnished to the SEC in a separate Current Report on Form 8-K.
On the earnings conference call tomorrow morning, management will be available to answer questions.
Scott Richardson, Celanese Corporation, President and Chief Executive Officer
Celanese continues to execute against our action plans, demonstrated by our strong third quarter free cash flow performance and our announcement of the Micromax® divestiture agreement. We will continue to focus on our key priorities of increasing cash flow to accelerate deleveraging, intensifying cost improvements, and driving top line growth.
Today, we reported third quarter 2025 adjusted earnings per share of $1.34 (inclusive of approximately $0.38 per share total Celanese transaction amortization1), and operating EBITDA of $517 million. I am also pleased to report third quarter 2025 free cash flow of $375 million, which represents a significant improvement when compared to the same period of 2024. These results reflect the continued momentum we are building through the execution of our key priorities, and I thank our teams for their tenacity and dedication to driving the business forward.
1 Calculated as intangible amortization from transactions divided by diluted weighted average shares outstanding.
Our third quarter results were supported by favorable mix and incremental price improvements in Engineered Materials (EM). Additionally, the results benefited from realization of cost improvements across both EM and the Acetyl Chain (AC), emphasizing the importance of maintaining focus on our core imperatives. We have completed the actions intended to deliver our $40 million cost reduction target across the second half of 2025, and continue to expect to meet our goal of $120 million in total cost reductions to be realized in 2025. We are building a stronger and more resilient Celanese, better positioned to deliver free cash flow and drive value creation through market cycles.
In a macroeconomic environment that has yet to show measurable signs of improvement, third quarter net sales declined sequentially by 4 percent. Both businesses experienced volume headwinds. Earnings in the quarter were impacted by approximately $10 million of order timing into the second quarter for EM. The quarter was further impacted by an unplanned outage at the Clear Lake, Texas methanol unit, resulting in a headwind of approximately $5 million. Even so, sequential operating EBITDA margins expanded slightly in the third quarter, primarily due to self-help measures. Underlying operating EBITDA was in-line with the second quarter, after considering the impacts of EM order timing and the methanol disruption.
Driving free cash flow and deleveraging the balance sheet remains our top priority. Our free cash flow performance in the third quarter represents meaningful progress toward achieving our target of $700 to $800 million of free cash flow for the year. It is a testament to the efforts made by our teams across all business lines and functions that we are positioned to achieve our target against the current demand backdrop.
We made significant progress advancing our priorities in the third quarter, including the following key milestones:
•Signed a definitive agreement to divest the Micromax® portfolio of products to Element Solutions Inc. We anticipate a transaction price of approximately $500 million, subject to adjustments, based on a projected run-rate proforma EBITDA of approximately $40 million. The net proceeds of the transaction will be dedicated to deleveraging. We expect the divestiture to close in the first quarter of 2026, and we are pleased to have completed a successful process. This agreement represents an important milestone in our journey and demonstrates our commitment to aggressively and prudently take steps to deleverage our balance sheet.
•Announced our intention to cease operations at the acetate tow facility in Lanaken, Belgium to streamline our production costs across the global network. The intended closure follows a
comprehensive evaluation of longer-term end-market trends as well as the cost structure of our existing operations. Taking this action is consistent with one of our core principles of exiting our highest cost facilities while driving productivity in our lowest cost facilities, and we are confident in our ability to continue to meet customers' needs.
•Repaid approximately $200 million towards the five-year term loan due in 2027 in the fourth quarter of 2025. This payment is in addition to the $150 million payment made in the third quarter against the same term loan, and demonstrates our commitment to prudently manage our maturities.
Significant actions like these sustain our forward momentum, particularly in a challenging demand environment. We are confident in our ability to consistently identify and implement additional cash generation and cost saving actions. We refer to this as "stacking wins," no matter the size. We believe our actions, when combined with the fundamental strength of our core business models, will continue to help Celanese navigate through an uncertain macroeconomic environment.
Now, let me turn to the performance specifics of our businesses.
Engineered Materials delivered third quarter adjusted EBIT of $200 million and operating EBITDA of $315 million at margins of 14 and 23 percent, respectively. Operating EBITDA margins were up slightly compared to the second quarter, despite a sequential net sales decrease of 4 percent, due to the execution of the initiatives we've successfully implemented to reduce costs, improve mix, and drive value-based pricing.
As part of the multi-year EM complexity reduction program, we targeted approximately $15 million of incremental cost savings in the second half of 2025 through the reduction of discretionary spending, lowering sales, general, and administrative (SG&A) costs, and streamlining the logistics and distribution network. Realization of these programs began in the third quarter and included acceleration of most benefits that we expected to realize in the fourth quarter.
In addition to realizing cost improvements, the EM team continued to lift the quality and value of the pipeline by capitalizing on EM's leading material science capabilities. Our focus remains on value over volume and improving pipeline quality. The team also continues to focus on value-based pricing, and in the third quarter EM delivered the highest average selling price across the portfolio in the past eight quarters.
Volumes in the third quarter were lower than anticipated, as customers in key EM end-markets remain cautious amid lingering geopolitical risks. Auto builds declined 2 percent sequentially, and automotive
volumes fell similarly. Other key end-markets, including consumer, medical, and industrial, remained at lower-than-normal demand levels.
A key driver of sustained mix enrichment is the commercialization of High Impact Programs (HIPs), which emphasize specialty product offerings in high growth markets. Our organizational focus on HIPs is yielding opportunities in higher growth areas like EVs, drug delivery, medical devices, performance apparel, and connectivity. Programs focused on applications like connectors and thermal management for data centers, a high growth area, are examples of HIP's that leverage EM's established capabilities in other industries. HIPS focus on customer-specific solutions that fully utilize EM's unique material science application development expertise, including technical centers in all regions, industry-leading capabilities in design and prototyping, computer aided engineering (CAE) simulation, and material processing.
EM continues to play an important role in generating cash to accelerate deleveraging through sustainably lower inventory levels. In the third quarter, the team continued execution against our goal to lower EM inventory by $100 million by the end of 2025. We believe we can drive further improvements in 2026 through levers such as optimizing safety stock, consolidating warehouses, SKU rationalization, and increasing the percentage of make-to-order SKUs. The business is on a multi-year journey towards sustainably lower levels of inventory while maintaining supply reliability, and we continue to target inventory as percent of sales to be approximately 25 percent.
Looking to the fourth quarter, we anticipate sequential volume headwinds due to western hemisphere seasonality. Our anticipated volume growth in Asia will only partially offset this dynamic. Considering these factors, we expect EM adjusted EBIT for the fourth quarter to be $165 to $175 million and operating EBITDA to be $275 to $285 million.
We are relentlessly focused on cost reductions to drive earnings improvement. EM is working on an additional $30 to $50 million of savings from new initiatives for realization starting in 2026. Focus areas include full run rate benefit of SG&A reductions, distribution network improvements, and further manufacturing optimization. Our teams are working every day to continue finding new self-help measures to drive earnings improvements and generate cash.
The Acetyl Chain (AC) delivered third quarter adjusted EBIT of $187 million and operating EBITDA of $250 million, at margins of 18 and 24 percent, respectively. Net sales fell sequentially, driven by declines of 4 percent in price and 2 percent in volume, with a small currency offset. In addition to the unplanned methanol outage, the quarter was impacted by challenges in acetate tow and the vinyls chain. In acetate
tow, end-market dynamics continued to soften, primarily in Europe and Asian countries outside of China. In the vinyls business, demand was weaker than anticipated in western hemisphere end-markets.
The AC team utilizes the agility of the daily operating model to continually identify and implement additional actions to create value. We expect our Frankfurt VAM facility to remain idle until the end of the year, and we opportunistically operated our Singapore site in response to forecasted customer demand. As a result of actions taken in the quarter to offset unanticipated headwinds, we successfully limited the adjusted sequential operating EBITDA decline to $9 million and expanded operating EBITDA margins slightly. Notably, operating EBITDA margins have consistently exceeded 20 percent every quarter for the past five years, despite the prolonged demand weakness globally and capacity additions in China.
We've previously described the importance of the western hemisphere to the AC business model. Since 2023, approximately 70 percent of AC's annual revenue each year has come from North America and Europe, with an even greater proportion of variable margin contribution coming from western hemisphere business. When considering potential demand recovery scenarios, a 1 percent improvement in volumes would translate to approximately $17 million of margin improvement annually, without any change in pricing. While eastern hemisphere margins have been impacted by regional oversupply, even a small demand recovery in western hemisphere end-markets like paints, coatings, and construction could have a meaningful impact on the earnings profile of AC. Due to the fundamental strengths of the business model, AC is well-positioned when demand recovers.
The hallmark of the AC model is agility and optionality, and continuously driving productivity across our manufacturing footprint. The intended closure of the Lanaken facility demonstrates our commitment to reduce costs while continuing to meet customers' needs by optimizing our integrated network. We expect the intended closure to be completed in the second half of 2026.
In looking ahead to the fourth quarter, we expect seasonally lower demand. Additionally, while the methanol unit is fully operational, we expect an approximate $5 million impact due to timing of costs associated with the outage. Given these factors, along with weaker eastern hemisphere demand, we anticipate fourth quarter adjusted EBIT of $165 to $180 million, and operating EBITDA of $225 to $240 million.
The AC team continues to leverage the daily operating model to identify pockets of value creation and take actions to drive earnings improvement wherever possible. Such actions include:
•Driving growth in differentiated downstream applications to improve margins by leveraging chain optionality.
•Maximizing production at our lowest-cost gulf coast assets to drive profitability and reduce our cost-to-serve.
•Accelerating commercialization of sustainable products, especially in the western hemisphere, to increase differentiation and grow share of downstream applications.
These actions emphasize the fundamental advantages of the Acetyl Chain's business model, and the team continues to focus on actions to drive incremental value at every opportunity.
Chuck Kyrish, Celanese Corporation, Senior Vice President and Chief Financial Officer
First, I would like to thank our teams for delivering another robust cash flow performance in the third quarter. As Scott mentioned, we generated $375 million in free cash flow, primarily driven by disciplined execution by our teams along with some favorable working capital timing effects. Our free cash flow in the first three quarters of 2025 underscores the effectiveness of our actions and the cash generating capabilities of our differentiated business models. We remain on track to achieve our full year free cash flow target of $700 to $800 million in 2025. With $1.4 billion in cash and $1.75 billion in undrawn revolving credit facility, we maintained a strong liquidity position at the end of the third quarter.
We anticipate our cash generation cadence in the second half of the year to be slightly different from the past several years. In the third quarter, working capital was a source of cash of $135 million, and we do not expect working capital to be a significant source of cash in the fourth quarter. Additionally, our cash interest payments will be roughly $80 million higher sequentially in the fourth quarter, due to the timing of our bond coupon payments. As a result, we expect the third quarter to be our highest cash generation quarter of the year.
Earlier in the year, we developed plans under various market demand scenarios, providing operational agility to respond to softer market dynamics. Specifically, in EM, we have made significant progress in structural and sustainable inventory reduction while maintaining supply reliability. Additionally, rigorous prioritization of capital projects has enabled sustainable reduction in our capital expenditures without compromising our ability to scale. Our focus on increasing cash flow through such actions, combined with
our structurally unique business models and ongoing initiatives to improve our earnings, support the sustainability and resilience of our cash generation capabilities.
Looking ahead to 2026, we expect to generate free cash flow at the low end of our current $700 to 800 million range, assuming a similar demand environment to 2025. While we do not anticipate total working capital to be a source of cash at the same level as 2025, we plan to mitigate this year-over-year impact through earnings improvement, lower cash outlay for cost reduction initiatives versus 2025, and the continued execution of our multi-year inventory reduction program in EM.
Second, I would like to recognize our teams for the successful signing of a definitive agreement to divest the Micromax® business. This transaction enables value realization consistent with our expectations and, after the anticipated closing in the first quarter of 2026, would allow us to retire additional debt using the proceeds. We continue to actively pursue additional divestitures to achieve our overall target of approximately $1 billion through 2027 to advance our deleveraging objectives.
We are deploying cash towards debt reduction, utilizing the prepayment flexibility in our capital structure. Since the close of the third quarter, we have paid off an incremental $200 million towards our five-year term loan. This payment is in addition to the $150 million that was paid in the third quarter against the same term loan. Together, these payments have reduced the outstanding balance to approximately $130 million. Through these transactions, we have paid off a substantial portion of our term loans in a cost-effective manner, efficiently balancing several factors such as cost and borrowing rates. We intend to completely pay off the outstanding balance on our five-year term loan in the near future.
Strong execution of free cash flow generation and the progress on strategic divestitures have enabled us to make substantial progress in reducing our debt. Since 2023, we have deployed approximately $2.0 billion in cash towards debt reduction. Our sustainable cash generation performance, combined with anticipated proceeds from the Micromax® divestiture and other potential divestitures, is expected to provide readily deployable cash reserves and enable us to target additional debt reduction on an ongoing basis, which remains our top priority.
We intend to utilize our access to the debt markets and remain opportunistic and prudent in managing our maturity profile, considering the seasonality of our annual free cash flow generation, timing of our other cash generation initiatives, and the dynamics of the debt markets. We have a strong track record of
proactively and prudently managing our debt maturities, and I am confident we will continue to execute and drive value for our shareholders.
Related to earnings, the effective U.S. GAAP income tax rate was 1 percent for the third quarter on a loss from continuing operations compared to an expense of 34 percent on income from continuing operations for the same quarter in 2024. The effective income tax rate for the current period is lower compared to the same period in 2024, primarily due to a non-cash goodwill impairment loss during the three months ended September 30, 2025,which is not deductible for tax purposes. The effective tax rate for adjusted earnings for the full year is estimated to be 8 percent based on expected jurisdictional earnings mix and consideration of other non-recurring U.S. GAAP items.
Now let me provide context to the impairment losses that we recognized for the third quarter, resulting from our annual goodwill and indefinite-lived intangible assets impairment tests. Although there was no decline in the cash flow projections, we recorded impairment losses in EM related to goodwill and indefinite-lived intangible assets of $1.1 billion and $346 million respectively, primarily driven by a decline in the stock price and Celanese market capitalization. These losses are non-cash, do not impact future depreciation and amortization, and drove a $13.56 per share impact2 to our GAAP earnings for the third quarter.
The clarity in our key priorities and the unwavering focus of our teams to advance our action plans gives me confidence that we will continue ‘stacking wins’ and successfully executing against our earnings, cash generation, and deleveraging objectives.
Scott Richardson, Celanese Corporation, President and Chief Executive Officer
Our teams remain relentlessly focused on our three strategic imperatives of increasing cash flow to accelerate deleveraging, intensifying cost improvements, and driving top line growth. These priorities contributed to our solid results in the third quarter and will continue to play a pivotal role as we navigate ongoing macroeconomic challenges. Given our expectation of seasonal declines in several of our key end-markets, we anticipate fourth quarter adjusted earnings of approximately $0.85 to $1.00 per share.
2 Calculated as total impairment losses divided by diluted weighted average shares outstanding
The Celanese team continues to focus on identifying and implementing additional actions to drive cash generation and earnings improvement. In addition to the identified $30 to $50 million in cost savings opportunities in 2026 in EM, we are developing new initiatives for further realization, including additional footprint optimization opportunities. We will continue to orient our commercial activities towards higher-value growth opportunities through our project pipeline model and our focus on HIPs. Finally, we remain committed to deleveraging our balance sheet and continue to target managing all debt maturities through 2027 with free cash flow and proceeds from divestitures, including Micromax®.
We have an exceptional team and the right plans in place, and we are taking decisive action to improve performance. We will leverage the unique competitive advantages of our two business models to improve earnings and generate cash to accelerate deleveraging. We are confident we are taking the right steps to improve our cost structure and position Celanese for long-term, sustainable value creation.
Forward-Looking Statements
These prepared comments may contain "forward-looking statements," which include information concerning the Company's plans, objectives, goals, strategies, future revenues, cash flow, financial performance, synergies, capital expenditures, deleveraging efforts, planned cost reductions, dividend policy, 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 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 these comments. These risks and uncertainties include, among other things: the ability to successfully achieve planned cost reductions; 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; volatility or changes in the price and availability of raw materials and energy, particularly changes in the demand for, supply of, and market prices of ethylene, methanol, natural gas, carbon monoxide, wood pulp, hexamethylene diamine, Polyamide 66 ("PA66"), polybutylene terephthalate, ethanol, natural gas and fuel oil, and the prices for electricity and other energy sources; the ability to pass increases in raw materials prices, logistics costs and other costs on to customers or otherwise improve margins through price increases; the possibility that we will not be able to realize the anticipated benefits of the Mobility & Materials business (the "M&M Business") we acquired from DuPont de Nemours, Inc. (the "M&M Acquisition"), including synergies and growth opportunities, whether as a result of difficulties arising from the operation of the M&M Business or other unanticipated delays, costs, inefficiencies or liabilities; additional impairments of goodwill or intangible assets; increased commercial, legal or regulatory complexity of entering into, or expanding our exposure to, certain end markets and geographies; risks in the global economy and equity and credit markets and their potential impact on our ability to pay down debt in the future and/or refinance at suitable rates, in a timely manner, or at all; risks and costs associated with increased leverage from the M&M Acquisition, including increased interest expense and potential reduction of business and strategic flexibility; the ability to maintain plant utilization rates and to implement planned capacity additions, expansions and maintenance; the ability to reduce or maintain current levels of production costs and to improve productivity by implementing technological improvements to existing plants; increased price competition and the introduction of competing products by other companies; the ability to identify desirable potential acquisition or divestiture opportunities and to complete such transactions, including obtaining regulatory approvals, consistent with the Company's strategy; market acceptance of our products and technology; compliance and other costs and potential disruption or interruption of production or operations due to accidents, interruptions in sources of raw materials, transportation, logistics or supply chain disruptions, cybersecurity incidents, terrorism or political unrest, public health crises, or other unforeseen events or delays in construction or operation of facilities, including as a result of geopolitical conditions, the direct or indirect consequences of acts of war or conflict (such as the Russia-Ukraine conflict or conflicts in the Middle East) or terrorist incidents or as a result of weather, natural disasters, or other crises; the ability to obtain governmental approvals and to construct facilities on terms and schedules acceptable to the Company; changes in applicable tariffs, duties and trade agreements, tax rates or legislation throughout the world including, but not limited to, anti-dumping and countervailing duties, adjustments, changes in estimates or interpretations or the resolution of tax examinations or audits that may impact recorded or future tax impacts and potential regulatory and legislative tax developments in the United States and other jurisdictions; changes in the degree of intellectual property and other legal protection afforded to our products or technologies, or the theft of such intellectual property; potential liability for remedial actions and increased costs under existing or future environmental, health and safety regulations, including those relating to climate change or other sustainability matters; potential liability resulting from pending or future claims or litigation, including investigations or enforcement actions, or from changes in the laws, regulations or policies of governments or other governmental activities, in the countries in which we operate; 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 the success of our deleveraging efforts, as well as any changes to our credit ratings; changes in currency exchange rates and interest rates; tax rates and changes thereto; and various other factors discussed from time to time in the Company's filings with the Securities and Exchange Commission.
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.
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.
Certain prior period amounts have been revised to correct for certain prior period immaterial errors. See Note 1 to our Quarterly Report on Form 10-Q for the quarterly period ending September 30, 2025.
Non-GAAP Financial Measures
These prepared comments, and statements made in connection with these prepared comments, refer to non-GAAP financial measures. For more information on the non-GAAP financial measures used by the Company, including the most directly comparable GAAP financial measure for each non-GAAP financial measure used, including definitions and reconciliations of the differences between such non-GAAP financial measures and the comparable GAAP financial measures, please refer to the Non-US GAAP Financial Measures and Supplemental Information document available on our website, investors.celanese.com, under Financial Information/Financial Document Library.
Non-US GAAP Financial Measures and Supplemental Information
November 6, 2025
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 two business segments, Engineered Materials and the 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 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 shareholders' 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. We do not provide reconciliations for operating EBITDA 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. 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.
•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 contributions from or distributions to our NCI joint ventures. 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. Free cash flow is not a measure of cash available for discretionary expenditures since the Company has certain debt service and finance lease payments that are not deducted from that measure. We do not provide reconciliations for free cash flow on a forward-looking basis 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 items such as working capital changes, fluctuations in foreign currency exchange rates, the impact and timing of potential acquisitions and divestitures, and other structural changes, 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.
•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 shareholders' 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 shareholders 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 shareholders' interests are shown as NCI. 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.
Certain prior period amounts have been revised to correct for certain prior period immaterial errors. See Note 1 to our Quarterly Report on Form 10-Q for the quarterly period ending September 30, 2025.
Table 1
Adjusted EBIT and Operating EBITDA - Reconciliation of Non-GAAP Measures - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions) |
| Net earnings (loss) attributable to Celanese Corporation | | | | | | | (1,357) | | | 197 | | | (24) | | | (1,542) | | | (1,925) | | | 113 | | | 152 | | | 118 | |
| (Earnings) loss from discontinued operations | | | | | | | — | | | 10 | | | 5 | | | 8 | | | 5 | | | 2 | | | 1 | | | — | |
| Interest income | | | | | | | (7) | | | (7) | | | (4) | | | (33) | | | (5) | | | (5) | | | (10) | | | (13) | |
| Interest expense | | | | | | | 177 | | | 177 | | | 170 | | | 676 | | | 164 | | | 169 | | | 174 | | | 169 | |
| Refinancing expense | | | | | | | — | | | — | | | 32 | | | — | | | — | | | — | | | — | | | — | |
| Income tax provision (benefit) | | | | | | | (7) | | | (77) | | | 9 | | | 507 | | | 384 | | | 61 | | | 29 | | | 33 | |
Certain Items attributable to Celanese Corporation (Table 8) | | | | | | | 1,520 | | | 42 | | | 43 | | | 2,009 | | | 1,696 | | | 114 | | | 102 | | | 97 | |
| Adjusted EBIT | | | | | | | 326 | | | 342 | | | 231 | | | 1,625 | | | 319 | | | 454 | | | 448 | | | 404 | |
Depreciation and amortization expense(1) | | | | | | | 191 | | | 188 | | | 180 | | | 728 | | | 184 | | | 187 | | | 181 | | | 176 | |
| Operating EBITDA | | | | | | | 517 | | | 530 | | | 411 | | | 2,353 | | | 503 | | | 641 | | | 629 | | | 580 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions) |
| Engineered Materials | | | | | | | 3 | | | 2 | | | — | | | 73 | | | 1 | | | 16 | | | 11 | | | 45 | |
| | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
Other Activities(2) | | | | | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
| Accelerated depreciation and amortization expense | | | | | | | 3 | | | 2 | | | — | | | 73 | | | 1 | | | 16 | | | 11 | | | 45 | |
Depreciation and amortization expense(1) | | | | | | | 191 | | | 188 | | | 180 | | | 728 | | | 184 | | | 187 | | | 181 | | | 176 | |
| Total depreciation and amortization expense | | | | | | | 194 | | | 190 | | | 180 | | | 801 | | | 185 | | | 203 | | | 192 | | | 221 | |
______________________________
(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, 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).
Table 2
Supplemental Segment Data and Reconciliation of Segment Adjusted EBIT and Operating EBITDA - Non-GAAP Measures - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | | | | | | | (In $ millions, except percentages) |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Operating Profit (Loss) / Operating Margin | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | (1,327) | | | (95.9) | % | | 164 | | | 11.4 | % | | 94 | | | 7.3 | % | | (1,197) | | | (21.4) | % | | (1,521) | | | (119.9) | % | | 100 | | | 6.8 | % | | 136 | | | 9.3 | % | | 88 | | | 6.4 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 135 | | | 12.7 | % | | 153 | | | 13.7 | % | | 161 | | | 14.4 | % | | 946 | | | 19.9 | % | | 215 | | | 19.4 | % | | 238 | | | 20.0 | % | | 241 | | | 20.0 | % | | 252 | | | 20.0 | % |
Other Activities(1) | | | | | | | | | | | | | (83) | | | | | (86) | | | | | (90) | | | | | (469) | | | | | (113) | | | | | (93) | | | | | (130) | | | | | (133) | | | |
| Total | | | | | | | | | | | | | (1,275) | | | (52.7) | % | | 231 | | | 9.1 | % | | 165 | | | 6.9 | % | | (720) | | | (7.0) | % | | (1,419) | | | (60.2) | % | | 245 | | | 9.3 | % | | 247 | | | 9.3 | % | | 207 | | | 7.9 | % |
| Less: Net Earnings (Loss) Attributable to NCI for Engineered Materials | | | | | | | | | | | | | 3 | | | | | 1 | | | | | 2 | | | | | (1) | | | | | 2 | | | | | 2 | | | | | (4) | | | | | (1) | | | |
| Less: Net Earnings (Loss) Attributable to NCI for Acetyl Chain | | | | | | | | | | | | | 1 | | | | | 2 | | | | | 2 | | | | | 9 | | | | | 1 | | | | | 2 | | | | | 2 | | | | | 4 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Operating Profit (Loss) Attributable to Celanese Corporation | | | | | | | | | | | | | (1,279) | | | (52.9) | % | | 228 | | | 9.0 | % | | 161 | | | 6.7 | % | | (728) | | | (7.1) | % | | (1,422) | | | (60.3) | % | | 241 | | | 9.1 | % | | 249 | | | 9.4 | % | | 204 | | | 7.8 | % |
| Operating Profit (Loss) / Operating Margin Attributable to Celanese Corporation | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | (1,330) | | | (96.1) | % | | 163 | | | 11.3 | % | | 92 | | | 7.1 | % | | (1,196) | | | (21.4) | % | | (1,523) | | | (120.0) | % | | 98 | | | 6.6 | % | | 140 | | | 9.5 | % | | 89 | | | 6.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 134 | | | 12.6 | % | | 151 | | | 13.5 | % | | 159 | | | 14.2 | % | | 937 | | | 19.7 | % | | 214 | | | 19.3 | % | | 236 | | | 19.8 | % | | 239 | | | 19.9 | % | | 248 | | | 19.7 | % |
Other Activities(1) | | | | | | | | | | | | | (83) | | | | | (86) | | | | | (90) | | | | | (469) | | | | | (113) | | | | | (93) | | | | | (130) | | | | | (133) | | | |
| Total | | | | | | | | | | | | | (1,279) | | | (52.9) | % | | 228 | | | 9.0 | % | | 161 | | | 6.7 | % | | (728) | | | (7.1) | % | | (1,422) | | | (60.3) | % | | 241 | | | 9.1 | % | | 249 | | | 9.4 | % | | 204 | | | 7.8 | % |
| Equity Earnings and Dividend Income, Other Income (Expense) Attributable to Celanese Corporation | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | 35 | | | | | 25 | | | | | 17 | | | | | 178 | | | | | 33 | | | | | 46 | | | | | 49 | | | | | 50 | | | |
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| Acetyl Chain | | | | | | | | | | | | | 44 | | | | | 43 | | | | | 3 | | | | | 138 | | | | | 35 | | | | | 34 | | | | | 33 | | | | | 36 | | | |
Other Activities(1) | | | | | | | | | | | | | 4 | | | | | 3 | | | | | 5 | | | | | 48 | | | | | 4 | | | | | 16 | | | | | 13 | | | | | 15 | | | |
| Total | | | | | | | | | | | | | 83 | | | | | 71 | | | | | 25 | | | | | 364 | | | | | 72 | | | | | 96 | | | | | 95 | | | | | 101 | | | |
Non-Operating Pension and Other Post-Retirement Employee Benefit (Expense) Income Attributable to Celanese Corporation | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | — | | | | | — | | | | | — | | | | | 8 | | | | | 8 | | | | | — | | | | | — | | | | | — | | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | |
Other Activities(1) | | | | | | | | | | | | | 2 | | | | | 1 | | | | | 2 | | | | | (28) | | | | | (35) | | | | | 3 | | | | | 2 | | | | | 2 | | | |
| Total | | | | | | | | | | | | | 2 | | | | | 1 | | | | | 2 | | | | | (20) | | | | | (27) | | | | | 3 | | | | | 2 | | | | | 2 | | | |
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Certain Items Attributable to Celanese Corporation (Table 8) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | 1,495 | | | | | 25 | | | | | 15 | | | | | 1,851 | | | | | 1,625 | | | | | 91 | | | | | 74 | | | | | 61 | | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 9 | | | | | 1 | | | | | 5 | | | | | 22 | | | | | 3 | | | | | 5 | | | | | 4 | | | | | 10 | | | |
Other Activities(1) | | | | | | | | | | | | | 16 | | | | | 16 | | | | | 23 | | | | | 136 | | | | | 68 | | | | | 18 | | | | | 24 | | | | | 26 | | | |
| Total | | | | | | | | | | | | | 1,520 | | | | | 42 | | | | | 43 | | | | | 2,009 | | | | | 1,696 | | | | | 114 | | | | | 102 | | | | | 97 | | | |
Adjusted EBIT / Adjusted EBIT Margin | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | 200 | | | 14.5 | % | | 213 | | | 14.8 | % | | 124 | | | 9.6 | % | | 841 | | | 15.0 | % | | 143 | | | 11.3 | % | | 235 | | | 15.9 | % | | 263 | | | 17.9 | % | | 200 | | | 14.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 187 | | | 17.6 | % | | 195 | | | 17.5 | % | | 167 | | | 15.0 | % | | 1,097 | | | 23.0 | % | | 252 | | | 22.7 | % | | 275 | | | 23.1 | % | | 276 | | | 23.0 | % | | 294 | | | 23.3 | % |
Other Activities(1) | | | | | | | | | | | | | (61) | | | | | (66) | | | | | (60) | | | | | (313) | | | | | (76) | | | | | (56) | | | | | (91) | | | | | (90) | | | |
| Total | | | | | | | | | | | | | 326 | | | 13.5 | % | | 342 | | | 13.5 | % | | 231 | | | 9.7 | % | | 1,625 | | | 15.8 | % | | 319 | | | 13.5 | % | | 454 | | | 17.1 | % | | 448 | | | 16.9 | % | | 404 | | | 15.5 | % |
___________________________
(1)Other Activities includes corporate SG&A expenses, 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).
Table 2
Supplemental Segment Data and Reconciliation of Segment Adjusted EBIT and Operating EBITDA - Non-GAAP Measures - Unaudited (cont.)
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| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | | | | | | | (In $ millions, except percentages) |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Depreciation and Amortization Expense(1) | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | 115 | | | | | 112 | | | | | 109 | | | | | 437 | | | | | 114 | | | | | 111 | | | | | 110 | | | | | 102 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 63 | | | | | 64 | | | | | 61 | | | | | 244 | | | | | 63 | | | | | 63 | | | | | 61 | | | | | 57 | | | |
Other Activities(2) | | | | | | | | | | | | | 13 | | | | | 12 | | | | | 10 | | | | | 47 | | | | | 7 | | | | | 13 | | | | | 10 | | | | | 17 | | | |
| Total | | | | | | | | | | | | | 191 | | | | | 188 | | | | | 180 | | | | | 728 | | | | | 184 | | | | | 187 | | | | | 181 | | | | | 176 | | | |
| Operating EBITDA / Operating EBITDA Margin | | | | | | | | | | | | | | | | | | | | |
| Engineered Materials | | | | | | | | | | | | | 315 | | | 22.8 | % | | 325 | | | 22.5 | % | | 233 | | | 18.1 | % | | 1,278 | | | 22.8 | % | | 257 | | | 20.3 | % | | 346 | | | 23.4 | % | | 373 | | | 25.4 | % | | 302 | | | 21.9 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | | | | | | | 250 | | | 23.6 | % | | 259 | | | 23.2 | % | | 228 | | | 20.4 | % | | 1,341 | | | 28.2 | % | | 315 | | | 28.4 | % | | 338 | | | 28.4 | % | | 337 | | | 28.0 | % | | 351 | | | 27.8 | % |
Other Activities(2) | | | | | | | | | | | | | (48) | | | | | (54) | | | | | (50) | | | | | (266) | | | | | (69) | | | | | (43) | | | | | (81) | | | | | (73) | | | |
| Total | | | | | | | | | | | | | 517 | | | 21.4 | % | | 530 | | | 20.9 | % | | 411 | | | 17.2 | % | | 2,353 | | | 22.9 | % | | 503 | | | 21.3 | % | | 641 | | | 24.2 | % | | 629 | | | 23.7 | % | | 580 | | | 22.2 | % |
___________________________
(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, 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).
Table 3
Adjusted Earnings (Loss) per Share - Reconciliation of a Non-GAAP Measure - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | | | | | | | | | per share | | | | 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 | | | | | | | | | | | | | (1,357) | | | (12.39) | | | 207 | | | 1.89 | | | (19) | | | (0.17) | | | (1,534) | | | (14.04) | | | (1,920) | | | (17.55) | | | 115 | | | 1.05 | | | 153 | | | 1.40 | | | 118 | | | 1.08 | |
| Income tax provision (benefit) | | | | | | | | | | | | | (7) | | | | | (77) | | | | | 9 | | | | | 507 | | | | | 384 | | | | | 61 | | | | | 29 | | | | | 33 | | | |
| Earnings (loss) from continuing operations before tax | | | | | | | | | | | | | (1,364) | | | | | 130 | | | | | (10) | | | | | (1,027) | | | | | (1,536) | | | | | 176 | | | | | 182 | | | | | 151 | | | |
Certain Items attributable to Celanese Corporation (Table 8) | | | | | | | | | | | | | 1,520 | | | | | 42 | | | | | 43 | | | | | 2,009 | | | | | 1,696 | | | | | 114 | | | | | 102 | | | | | 97 | | | |
| Refinancing and related expenses | | | | | | | | | | — | | | | | — | | | | 32 | | | | — | | | | | — | | | | | — | | | | | — | | | | | — | | | |
| Adjusted earnings (loss) from continuing operations before tax | | | | | | | | | | | | | 156 | | | | | 172 | | | | | 65 | | | | | 982 | | | | | 160 | | | | | 290 | | | | | 284 | | | | | 248 | | | |
Income tax (provision) benefit on adjusted earnings(1) | | | | | | | | | | | | | (9) | | | | | (15) | | | | | (6) | | | | | (88) | | | | | (14) | | | | | (26) | | | | | (26) | | | | | (22) | | | |
Adjusted earnings (loss) from continuing operations(2) | | | | | | | | | | | | | 147 | | | 1.34 | | | 157 | | | 1.43 | | | 59 | | | 0.54 | | | 894 | | | 8.18 | | | 146 | | | 1.33 | | | 264 | | | 2.41 | | | 258 | | | 2.36 | | | 226 | | | 2.06 | |
| | | | | | | | | | | | | Diluted shares (in millions)(3) |
| Weighted average shares outstanding | | | | | | | | | | | | | 109.6 | | | | | 109.5 | | | | | 109.4 | | | | | 109.3 | | | | | 109.4 | | | | | 109.3 | | | | | 109.3 | | | | | 109.1 | | | |
| Incremental shares attributable to equity awards | | | | | | | | | | | | | — | | | | | 0.2 | | | | | — | | | | | — | | | | | — | | | | | 0.2 | | | | | 0.2 | | | | | 0.4 | | | |
| Total diluted shares | | | | | | | | | | | | | 109.6 | | | | | 109.7 | | | | | 109.4 | | | | | 109.3 | | | | | 109.4 | | | | | 109.5 | | | | | 109.5 | | | | | 109.5 | | | |
______________________________(1)Calculated using adjusted effective tax rates (Table 3a) as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | | | | | | | |
| Adjusted effective tax rate | | | | | | | | | | | | | 6 | | | | | 9 | | | | | 9 | | | | | 9 | | | | | 9 | | | | | 9 | | | | | 9 | | | | | 9 | | | |
(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) |
| | | | | | |
| 2024 | | | | 2.5 | | | 5.3 | |
(3)Potentially dilutive shares are included in the adjusted earnings per share calculation when adjusted earnings are positive.
Table 3a
Adjusted Tax Rate - Reconciliation of a Non-GAAP Measure - Unaudited
| | | | | | | | | | | | |
| Estimated | | Actual | |
| 2025 | | 2024 | |
| (In percentages) | |
| US GAAP annual effective tax rate | 4 | | | (50) | | |
Discrete quarterly recognition of GAAP items(1) | 7 | | | 1 | | |
Tax impact of other charges and adjustments(2) | 2 | | | 98 | | |
| | | | |
| | | | |
Changes in valuation allowances, excluding impact of other charges and adjustments(3) | (10) | | | (40) | | |
Other, includes effect of discrete current year transactions(4) | 5 | | | — | | |
| Adjusted tax rate | 8 | | | 9 | | |
______________________________
Note: As part of the year-end reconciliation, we will update the reconciliation of the GAAP effective tax rate for actual results.
(1)Such as changes in tax laws (including US tax reform), deferred taxes on outside basis differences, changes in uncertain tax positions and prior year audit adjustments.
(2)Reflects the tax impact on pre-tax adjustments presented in Certain Items (Table 8), which are excluded from pre-tax income for adjusted earnings per share purposes. (3)Reflects changes in valuation allowances related to changes in judgment regarding the realizability of deferred tax assets or current year operations, excluding other charges and adjustments.
(4)Includes tax impacts related to full-year actual tax opportunities and related costs, as well as current year realization of U.S. GAAP benefits deferred in prior years.
Table 4
Net Sales by Segment - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions) |
| Engineered Materials | | | | | | | 1,384 | | | 1,442 | | | 1,287 | | | 5,595 | | | 1,269 | | | 1,481 | | | 1,467 | | | 1,378 | |
| | | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | | | | | | | 1,061 | | | 1,115 | | | 1,116 | | | 4,763 | | | 1,110 | | | 1,190 | | | 1,202 | | | 1,261 | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Intersegment eliminations(1) | | | | | | | (26) | | | (25) | | | (14) | | | (90) | | | (21) | | | (23) | | | (18) | | | (28) | |
| Net sales | | | | | | | 2,419 | | | 2,532 | | | 2,389 | | | 10,268 | | | 2,358 | | | 2,648 | | | 2,651 | | | 2,611 | |
___________________________
(1)Includes intersegment sales primarily related to the Acetyl Chain.
Table 4a
Factors Affecting Segment Net Sales Sequentially - Unaudited
Three Months Ended September 30, 2025 Compared to Three Months Ended June 30, 2025
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | | | | | | | | | | | |
| | (In percentages) | | | | | | | | | | | |
| Engineered Materials | (6) | | | 1 | | | 1 | | | | | (4) | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | (2) | | | (4) | | | 1 | | | | | (5) | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total Company | (4) | | | (1) | | | 1 | | | | | (4) | | | | | | | | | | | | |
Three Months Ended June 30, 2025 Compared to Three Months Ended March 31, 2025
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | | | | | | | | | | | |
| | (In percentages) | | | | | | | | | | | |
| Engineered Materials | 9 | | | — | | | 3 | | | | | 12 | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Acetyl Chain | (1) | | | (2) | | | 3 | | | | | — | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total Company | 4 | | | (1) | | | 3 | | | | | 6 | | | | | | | | | | | | |
Three Months Ended March 31, 2025 Compared to Three Months Ended December 31, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | — | | | 2 | | | (1) | | | | | 1 | | |
| | | | | | | | | | |
| Acetyl Chain | 3 | | | (1) | | | (1) | | | | | 1 | |
|
| | | | | | | | | | |
| Total Company | 2 | | | — | | | (1) | | | | | 1 | | |
Three Months Ended December 31, 2024 Compared to Three Months Ended September 30, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | (10) | | | (3) | | | (1) | | | | | (14) | |
|
| | | | | | | | | | |
| Acetyl Chain | (4) | | | (2) | | | (1) | | | | | (7) | |
|
| | | | | | | | | | |
| Total Company | (7) | | | (3) | | | (1) | | | | | (11) | | |
Three Months Ended September 30, 2024 Compared to Three Months Ended June 30, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | — | | | — | | | 1 | | | | | 1 | | |
| | | | | | | | | | |
| Acetyl Chain | — | | | (2) | | | 1 | | | | | (1) | |
|
| | | | | | | | | | |
| Total Company | — | | | (1) | | | 1 | | | | | — | | |
Three Months Ended June 30, 2024 Compared to Three Months Ended March 31, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | 7 | | | — | | | (1) | | | | | 6 | | |
| | | | | | | | | | |
| Acetyl Chain | (1) | | | (4) | | | — | | | | | (5) | |
|
| | | | | | | | | | |
| Total Company | 4 | | | (2) | | | — | | | | | 2 | | |
Three Months Ended March 31, 2024 Compared to Three Months Ended December 31, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | (1) | | | — | | | — | | | | | (1) | | |
| | | | | | | | | | |
| Acetyl Chain | 5 | | | 1 | | | 1 | | | | | 7 | |
|
| | | | | | | | | | |
| Total Company | 1 | | | 1 | | | — | | | | | 2 | | |
Table 4b
Factors Affecting Segment Net Sales Year Over Year - Unaudited
Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | (8) | | | (1) | | | 2 | | | | | (7) | | |
| | | | | | | | | | |
| Acetyl Chain | (4) | | | (8) | | | 1 | | | | | (11) | | |
| | | | | | | | | | |
| Total Company | (6) | | | (4) | | | 1 | | | | | (9) | | |
Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | (3) | | | (1) | | | 2 | | | | | (2) | | |
| | | | | | | | | | |
| Acetyl Chain | (2) | | | (7) | | | 2 | | | | | (7) | | |
| | | | | | | | | | |
| Total Company | (2) | | | (4) | | | 2 | | | | | (4) | | |
Three Months Ended March 31, 2025 Compared to Three Months Ended March 31, 2024
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | (4) | | | (2) | | | (1) | | | | | (7) | | |
| | | | | | | | | | |
| Acetyl Chain | (6) | | | (4) | | | (1) | | | | | (11) | | |
| | | | | | | | | | |
| Total Company | (5) | | | (3) | | | (1) | | | | | (9) | | |
Three Months Ended December 31, 2024 Compared to Three Months Ended December 31, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | (6) | | | (3) | | | — | | | | | (9) | | |
| | | | | | | | | | |
| Acetyl Chain | (2) | | | (4) | | | — | | | | | (6) | | |
| | | | | | | | | | |
| Total Company | (4) | | | (4) | | | — | | | | | (8) | | |
Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | (1) | | | (2) | | | — | | | | | (3) | | |
| | | | | | | | | | |
| Acetyl Chain | 1 | | | (3) | | | — | | | | | (2) | | |
| | | | | | | | | | |
| Total Company | — | | | (3) | | | — | | | | | (3) | | |
Three Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | (2) | | | (4) | | | (1) | | | | | (7) | | |
| | | | | | | | | | |
| Acetyl Chain | 4 | | | (6) | | | (1) | | | | | (3) | | |
| | | | | | | | | | |
| Total Company | 1 | | | (5) | | | (1) | | | | | (5) | | |
Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| (In percentages) | |
| Engineered Materials | (12) | | | (2) | | | (1) | | | | | (15) | | |
| | | | | | | | | | |
| Acetyl Chain | 11 | | | (10) | | | — | | | | | 1 | | |
| | | | | | | | | | |
| Total Company | (2) | | | (5) | | | (1) | | | | | (8) | | |
Table 4c
Factors Affecting Segment Net Sales Year Over Year - Unaudited
Year Ended December 31, 2024 Compared to Year Ended December 31, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Volume | | Price | | Currency | | | | Total | |
| | (In percentages) | |
| Engineered Materials | (5) | | | (3) | | | (1) | | | | | (9) | | |
| | | | | | | | | | |
| Acetyl Chain | 4 | | | (6) | | | — | | | | | (2) | | |
| | | | | | | | | | |
| Total Company | (1) | | | (4) | | | (1) | | | | | (6) | | |
Table 5
Free Cash Flow - Reconciliation of a Non-GAAP Measure - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions, except percentages) |
| Net cash provided by (used in) investing activities | | | | | | | (59) | | | (88) | | | (98) | | | (470) | | | (128) | | | (100) | | | (91) | | | (151) | |
| Net cash provided by (used in) financing activities | | | | | | | (118) | | | (116) | | | 45 | | | (1,313) | | | (189) | | | (376) | | | (489) | | | (259) | |
| | | | | | | | | | | | | | | | | | | | | |
| Net cash provided by (used in) operating activities | | | | | | | 447 | | | 410 | | | 37 | | | 966 | | | 494 | | | 79 | | | 292 | | | 101 | |
| Capital expenditures on property, plant and equipment | | | | | | | (64) | | | (93) | | | (102) | | | (435) | | | (105) | | | (88) | | | (105) | | | (137) | |
| Contributions from/(Distributions) to NCI | | | | | | | (8) | | | (6) | | | (8) | | | (33) | | | (8) | | | (7) | | | (14) | | | (4) | |
Free cash flow(1) | | | | | | | 375 | | | 311 | | | (73) | | | 498 | | | 381 | | | (16) | | | 173 | | | (40) | |
| | | | | | | | | | | | | | | | | | | | | |
| Net sales | | | | | | | 2,419 | | | 2,532 | | | 2,389 | | | 10,268 | | | 2,358 | | | 2,648 | | | 2,651 | | | 2,611 | |
| | | | | | | | | | | | | | | | | | | | | |
| Free cash flow as % of Net sales | | | | | | | 15.5 | % | | 12.3 | % | | (3.1) | % | | 4.9 | % | | 16.2 | % | | (0.6) | % | | 6.5 | % | | (1.5) | % |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
______________________________
(1)Free cash flow is a liquidity measure used by the Company and is defined by the Company as net cash provided by (used in) operating activities, less capital expenditures on property, plant and equipment, and adjusted for contributions from or distributions to our NCI joint ventures.
Table 6
Cash Dividends Received - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions) |
| Dividends from equity method investments | | | | | | | 40 | | | 21 | | | 31 | | | 160 | | | 38 | | | 26 | | | 69 | | | 27 | |
| Dividends from equity investments without readily determinable fair values | | | | | | | 40 | | | 41 | | | 1 | | | 128 | | | 33 | | | 30 | | | 31 | | | 34 | |
| Total | | | | | | | 80 | | | 62 | | | 32 | | | 288 | | | 71 | | | 56 | | | 100 | | | 61 | |
Table 7
Net Debt - Reconciliation of a Non-GAAP Measure - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 |
| | | | | | | (In $ millions) |
| Short-term borrowings and current installments of long-term debt - third party and affiliates | | | | | | | 1,199 | | | 252 | | | 406 | | | 1,501 | | | 1,501 | | | 1,607 | | | 1,977 | | | 2,439 | |
| Long-term debt, net of unamortized deferred financing costs | | | | | | | 11,655 | | | 12,689 | | | 12,378 | | | 11,078 | | | 11,078 | | | 11,324 | | | 11,058 | | | 11,018 | |
| Total debt | | | | | | | 12,854 | | | 12,941 | | | 12,784 | | | 12,579 | | | 12,579 | | | 12,931 | | | 13,035 | | | 13,457 | |
| Cash and cash equivalents | | | | | | | (1,440) | | | (1,173) | | | (951) | | | (962) | | | (962) | | | (813) | | | (1,185) | | | (1,483) | |
| Net debt | | | | | | | 11,414 | | | 11,768 | | | 11,833 | | | 11,617 | | | 11,617 | | | 12,118 | | | 11,850 | | | 11,974 | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Table 8
Certain Items - Unaudited
The following Certain Items attributable to Celanese Corporation are included in Net earnings (loss) and are adjustments to non-GAAP measures:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Q3 '25 | | Q2 '25 | | Q1 '25 | | 2024 | | Q4 '24 | | Q3 '24 | | Q2 '24 | | Q1 '24 | | Income Statement Classification |
| | | | | | | (In $ millions) | | |
| Exit and shutdown costs | | | | | | | 10 | | | 27 | | | 32 | | | 236 | | | 47 | | | 52 | | | 69 | | | 68 | | | Cost of sales / SG&A / Other (charges) gains, net / Gain (loss) on disposition of businesses and assets, net / Non-operating pension and other postretirement employee benefit (expense) income |
| Asset impairments | | | | | | | 1,486 | | (1) | — | | | — | | | 1,638 | | | 1,601 | | (2) | 34 | | (3) | 3 | | | — | | | Cost of sales / Other (charges) gains, net |
| Impact from plant incidents and natural disasters | | | | | | | — | | | — | | | 3 | | | 13 | | | 3 | | | 3 | | | — | | | 7 | | | Cost of sales |
| Mergers, acquisitions and dispositions | | | | | | | 12 | | | 12 | | | 5 | | | 80 | | | 12 | | | 17 | | | 26 | | | 25 | | | Cost of sales / SG&A |
| Actuarial (gain) loss on pension and postretirement plans | | | | | | | — | | | — | | | — | | | 27 | | | 27 | | | — | | | — | | | — | | | Cost of sales / SG&A / Non-operating pension and other postretirement employee benefit (expense) income |
| Legal settlements and commercial disputes | | | | | | | 11 | | | 2 | | | 3 | | | 8 | | | 6 | | | 7 | | | 3 | | | (8) | | | Cost of sales / SG&A / Other (charges) gains, net |
| | | | | | | | | | | | | | | | | | | | | | | |
| (Gain) loss on disposition of businesses and assets | | | | | | | — | | | — | | | — | | | 2 | | | — | | | 1 | | | 1 | | | — | | | Gain (loss) on disposition of businesses and assets, net |
| Other | | | | | | | 1 | | | 1 | | | — | | | 5 | | | — | | | — | | | — | | | 5 | | | Cost of sales / SG&A |
| Certain Items attributable to Celanese Corporation | | | | | | | 1,520 | | | 42 | | | 43 | | | 2,009 | | | 1,696 | | | 114 | | | 102 | | | 97 | | | |
___________________________
(1)Related to impairment of goodwill and certain trade names, primarily Zytel®, arising from our annual goodwill and indefinite-lived intangible assets impairment tests.
(2)Related to impairment of goodwill and certain trade names, primarily Zytel®, arising from our interim goodwill and indefinite-lived intangible assets impairment tests.
(3)Related to impairment of certain trade names, primarily Zytel®, in connection with our annual goodwill and indefinite-lived intangible asset impairment tests.
Table 9
Return on Invested Capital (Adjusted) - Presentation of a Non-GAAP Measure - Unaudited
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 2024 |
| | | | | | | | | | | (In $ millions, except percentages) |
| Net earnings (loss) attributable to Celanese Corporation | | | | | | | | | | | (1,542) | |
| | | | | | | | | | | |
| | | | | | | | | | | 1,625 | |
| | | | | | | | | | | 9 | % |
| Adjusted EBIT tax effected | | | | | | | | | | | 1,479 | |
| | | | | | | | | | | |
| | | | | | | 2024 | | 2023 | | Average |
| | | | | | | (In $ millions, except percentages) |
| Short-term borrowings and current installments of long-term debt - third parties and affiliates | | | | | | | 1,501 | | | 1,383 | | | 1,442 | |
| Long-term debt, net of unamortized deferred financing costs | | | | | | | 11,078 | | | 12,301 | | | 11,690 | |
| Celanese Corporation shareholders' equity | | | | | | | 5,129 | | | 7,065 | | | 6,097 | |
| Invested capital | | | | | | | | | | | 19,229 | |
| | | | | | | | | | | |
| Return on invested capital (adjusted) | | | | | | | | | | | 7.7 | % |
| | | | | | | | | | | |
| Net earnings (loss) attributable to Celanese Corporation as a percentage of invested capital | | | | | | | | | | | (8.0) | % |