Celanese Corp 10-Q for FY2023 Q2

Celanese Corp (CE)

10-Q 2023-08-08 For: 2023-06-30

Added on April 12, 2026

About this 10-Q

Celanese Corp filed this 10-Q on August 8, 2023, covering the quarter ended June 30, 2023 (FY2023 Q2).

Headline figures

Quarter ended June 30, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $2.8B; up 12.4% from $2.49B a year earlier
Net income: $220M; down 49.3% from net income of $434M a year earlier
Diluted EPS: $2.01; down 49.5% from $3.98 a year earlier

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☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended
			June 30, 2023
			Or
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Delaware			98-0420726
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.0001 per share	CE	The New York Stock Exchange
1.125% Senior Notes due 2023	CE /23	The New York Stock Exchange
1.250% Senior Notes due 2025	CE /25	The New York Stock Exchange
4.777% Senior Notes due 2026	CE /26A	The New York Stock Exchange
2.125% Senior Notes due 2027	CE /27	The New York Stock Exchange
0.625% Senior Notes due 2028	CE /28	The New York Stock Exchange
5.337% Senior Notes due 2029	CE /29A	The New York Stock Exchange


		Page
	PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	a ) Unaudited Interim Consolidated Statements of Operations for the three and six months ended June 30, 202 3 and 20 2 2	3
	b) Unaudited Interim Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 202 3 and 202 2	4
	c) Unaudited Consolidated Balance Sheets as of June 30 , 2023 and December 31, 2022	5
	d) Unaudited Interim Consolidated Statements of Equity for the three and six months ended June 30, 202 3 and 202 2	6
	e ) Unaudited Interim Consolidated Statements of Cash Flows for the six months ended June 30, 202 3 and 202 2	8
	f) Notes to the Unaudited Interim Consolidated Financial Statements	9
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	31
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	46
Item 4.	Controls and Procedures	46

	PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	47
Item 1A.	Risk Factors	47
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 3.	Defaults Upon Senior Securities	47
Item 4.	Mine Safety Disclosures	47
Item 5.	Other Information	47
Item 6.	Exhibits	48
Signatures		50


	Three Months Ended June 30,		Six Months Ended June 30,
	2023	2022	2023	2022
	(In $ millions, except share and per share data)
Net sales	2,795	2,486	5,648	5,024
Cost of sales	(2,109)	(1,781)	(4,331)	(3,574)
Gross profit	686	705	1,317	1,450
Selling, general and administrative expenses	(274)	(197)	(559)	(371)
Amortization of intangible assets	(42)	(11)	(83)	(22)
Research and development expenses	(40)	(26)	(82)	(50)
Other (charges) gains, net	(10)	1	(33)	—
Foreign exchange gain (loss), net	15	(1)	21	(2)
Gain (loss) on disposition of businesses and assets, net	—	12	5	9
Operating profit (loss)	335	483	586	1,014
Equity in net earnings (loss) of affiliates	23	60	38	116
Non-operating pension and other postretirement employee benefit (expense) income	(2)	25	(1)	49
Interest expense	(182)	(48)	(364)	(83)

Interest income	7	1	15	2
Dividend income - equity investments	31	36	65	73
Other income (expense), net	4	(3)	(2)	(1)
Earnings (loss) from continuing operations before tax	216	554	337	1,170
Income tax (provision) benefit	4	(112)	(21)	(224)
Earnings (loss) from continuing operations	220	442	316	946
Earnings (loss) from operation of discontinued operations	—	(8)	(3)	(8)

Income tax (provision) benefit from discontinued operations	1	2	1	2
Earnings (loss) from discontinued operations	1	(6)	(2)	(6)
Net earnings (loss)	221	436	314	940
Net (earnings) loss attributable to noncontrolling interests	(1)	(2)	(3)	(4)
Net earnings (loss) attributable to Celanese Corporation	220	434	311	936
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	219	440	313	942
Earnings (loss) from discontinued operations	1	(6)	(2)	(6)
Net earnings (loss)	220	434	311	936
Earnings (loss) per common share - basic
Continuing operations	2.01	4.06	2.88	8.70
Discontinued operations	0.01	(0.06)	(0.02)	(0.06)
Net earnings (loss) - basic	2.02	4.00	2.86	8.64
Earnings (loss) per common share - diluted
Continuing operations	2.00	4.03	2.86	8.63
Discontinued operations	0.01	(0.05)	(0.01)	(0.06)
Net earnings (loss) - diluted	2.01	3.98	2.85	8.57
Weighted average shares - basic	108,886,678	108,392,155	108,761,071	108,289,603
Weighted average shares - diluted	109,306,331	109,123,349	109,281,364	109,158,055


	As of June 30, 2023	As of December 31, 2022
	(In $ millions, except share data)
ASSETS
Current Assets
Cash and cash equivalents	1,296	1,508
Trade receivables - third party and affiliates	1,338	1,379
Non-trade receivables, net	625	675
Inventories	2,514	2,808


Assets held for sale	211	—
Other assets	268	241
Total current assets	6,252	6,611
Investments in affiliates	1,028	1,062
Property, plant and equipment (net of accumulated depreciation - 2023: $3,830; 2022: $3,687)	5,541	5,584
Operating lease right-of-use assets	403	413
Deferred income taxes	832	808
Other assets	523	547
Goodwill	7,063	7,142
Intangible assets, net	4,007	4,105
Total assets	25,649	26,272
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	1,507	1,306
Trade payables - third party and affiliates	1,243	1,518
Liabilities held for sale	19	—
Other liabilities	1,146	1,201

Income taxes payable	7	43
Total current liabilities	3,922	4,068
Long-term debt, net of unamortized deferred financing costs	12,889	13,373
Deferred income taxes	1,220	1,242
Uncertain tax positions	285	322
Benefit obligations	406	411
Operating lease liabilities	347	364
Other liabilities	492	387
Commitments and Contingencies
Shareholders' Equity
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2023 and 2022: 0 issued and outstanding)	—	—
Common stock, $0.0001 par value, 400,000,000 shares authorized (2023: 170,458,836 issued and 108,847,435 outstanding; 2022: 170,135,425 issued and 108,473,932 outstanding)	—	—

Treasury stock, at cost (2023: 61,611,401 shares; 2022: 61,661,493 shares)	(5,490)	(5,491)
Additional paid-in capital	383	372
Retained earnings	11,433	11,274
Accumulated other comprehensive income (loss), net	(702)	(518)
Total Celanese Corporation shareholders' equity	5,624	5,637
Noncontrolling interests	464	468
Total equity	6,088	6,105
Total liabilities and equity	25,649	26,272


	Three Months Ended June 30,
	2023		2022
	Shares	Amount	Shares	Amount
	(In $ millions, except share data)




Common Stock
Balance as of the beginning of the period	108,786,738	—	108,307,341	—


Stock awards	60,697	—	38,694	—
Balance as of the end of the period	108,847,435	—	108,346,035	—
Treasury Stock
Balance as of the beginning of the period	61,661,493	(5,491)	61,736,289	(5,492)

Issuance of treasury stock under stock plans	(50,092)	1	(32,243)	—
Balance as of the end of the period	61,611,401	(5,490)	61,704,046	(5,492)
Additional Paid-In Capital
Balance as of the beginning of the period		365		326
Stock-based compensation, net of tax		18		18

Balance as of the end of the period		383		344
Retained Earnings
Balance as of the beginning of the period		11,289		10,106

Net earnings (loss) attributable to Celanese Corporation		220		434
Common stock dividends		(76)		(74)
Balance as of the end of the period		11,433		10,466
Accumulated Other Comprehensive Income (Loss), Net
Balance as of the beginning of the period		(502)		(333)
Other comprehensive income (loss), net of tax		(200)		(105)
Balance as of the end of the period		(702)		(438)
Total Celanese Corporation shareholders' equity		5,624		4,880
Noncontrolling Interests
Balance as of the beginning of the period		469		346
Net earnings (loss) attributable to noncontrolling interests		1		2

Distributions/dividends to noncontrolling interests		(6)		(3)

Balance as of the end of the period		464		345
Total equity		6,088		5,225


	Six Months Ended June 30,
	2023		2022
	Shares	Amount	Shares	Amount
	(In $ millions, except share data)




Common Stock
Balance as of the beginning of the period	108,473,932	—	108,023,735	—


Stock awards	373,503	—	322,300	—
Balance as of the end of the period	108,847,435	—	108,346,035	—
Treasury Stock
Balance as of the beginning of the period	61,661,493	(5,491)	61,736,289	(5,492)

Issuance of treasury stock under stock plans	(50,092)	1	(32,243)	—
Balance as of the end of the period	61,611,401	(5,490)	61,704,046	(5,492)
Additional Paid-In Capital
Balance as of the beginning of the period		372		333
Stock-based compensation, net of tax		11		11

Balance as of the end of the period		383		344
Retained Earnings
Balance as of the beginning of the period		11,274		9,677

Net earnings (loss) attributable to Celanese Corporation		311		936
Common stock dividends		(152)		(147)
Balance as of the end of the period		11,433		10,466
Accumulated Other Comprehensive Income (Loss), Net
Balance as of the beginning of the period		(518)		(329)
Other comprehensive income (loss), net of tax		(184)		(109)
Balance as of the end of the period		(702)		(438)
Total Celanese Corporation shareholders' equity		5,624		4,880
Noncontrolling Interests
Balance as of the beginning of the period		468		348
Net earnings (loss) attributable to noncontrolling interests		3		4

Distributions/dividends to noncontrolling interests		(7)		(7)
Balance as of the end of the period		464		345
Total equity		6,088		5,225


	Three Months Ended June 30, 2022	Six Months Ended June 30, 2022
	(In $ millions)
Unaudited Consolidated Pro Forma Results
Proforma Net sales	3,397	6,824
Proforma Earnings (loss) from continuing operations before tax	285	597


	Engineered Materials	Acetyl Chain	Total
	(In $ millions)
As of December 31, 2022	6,775	367	7,142
Acquisitions (Note 3)	8	—	8
Transfer(1)	(80)	—	(80)
Exchange rate changes	(11)	4	(7)
As of June 30, 2023(2)	6,692	371	7,063


	Licenses	Customer- Related Intangible Assets	Developed Technology	Covenants Not to Compete and Other	Total
	(In $ millions)
Gross Asset Value
As of December 31, 2022	42	2,455	601	55	3,153


Transfer(1)	—	(58)	(1)	—	(59)
Exchange rate changes	(2)	9	(6)	—	1
As of June 30, 2023	40	2,406	594	55	3,095
Accumulated Amortization
As of December 31, 2022	(39)	(567)	(50)	(40)	(696)
Amortization	—	(63)	(20)	—	(83)
Transfer(1)	—	58	1	—	59
Exchange rate changes	2	(7)	(1)	—	(6)
As of June 30, 2023	(37)	(579)	(70)	(40)	(726)
Net book value	3	1,827	524	15	2,369


			Trademarks and Trade Names
			(In $ millions)
As of December 31, 2022			1,648

Transfer(1)			(14)
Exchange rate changes			4
As of June 30, 2023			1,638


			As of June 30, 2023
			(In $ millions)
U.S. Revolving Credit Facility
Borrowings outstanding			—

Available for borrowing			1,750
China Revolving Credit Facility
Borrowings outstanding			207
Available for borrowing			34


	As of June 30, 2023	Total Expected 2023
	(In $ millions)
Cash contributions to defined benefit pension plans	13	27
Benefit payments to nonqualified pension plans	9	18
Benefit payments to other postretirement benefit plans	2	4


	As of June 30, 2023		As of December 31, 2022
	Pension Benefits	Post-retirement Benefits	Pension Benefits	Post-retirement Benefits
	(In $ millions)
Noncurrent Other assets	164	—	160	—
Current Other liabilities	(21)	(3)	(21)	(3)
Benefit obligations	(366)	(35)	(372)	(35)
Net amount recognized	(223)	(38)	(233)	(38)


	As of June 30, 2023	As of December 31, 2022
	(In $ millions)
Long-Term Debt




Senior unsecured notes due 2023, interest rate of 1.125%	489	480
Senior unsecured notes due 2024, interest rate of 3.500%	500	499
Senior unsecured notes due 2024, interest rate of 5.900%	2,000	2,000
Senior unsecured notes due 2025, interest rate of 1.250%	326	320
Senior unsecured notes due 2025, interest rate of 6.050%	1,750	1,750
Senior unsecured term loan due 2025, interest rate of 6.760%	750	750
Senior unsecured notes due 2026, interest rate of 1.400%	400	400
Senior unsecured notes due 2026, interest rate of 4.777%	1,087	1,067
Senior unsecured notes due 2027, interest rate of 2.125%	541	531
Senior unsecured notes due 2027, interest rate of 6.165%	2,000	2,000
Senior unsecured term loan due 2027, interest rate of 6.760%	1,000	1,000
Senior unsecured notes due 2028, interest rate of 0.625%	543	533
Senior unsecured notes due 2029, interest rate of 5.337%	543	533
Senior unsecured notes due 2029, interest rate of 6.330%	750	750
Senior unsecured notes due 2032, interest rate of 6.379%	1,000	1,000
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%	163	164

Bank loans due at various dates through 2026(1)	4	4
Obligations under finance leases due at various dates through 2054	157	172
Subtotal	14,003	13,953
Unamortized debt issuance costs(2)	(64)	(74)
Current installments of long-term debt	(1,050)	(506)
Total	12,889	13,373


	Total From February 2008 Through June 30, 2023

Shares repurchased		69,324,429
Average purchase price per share		$	83.71
Shares repurchased (in $ millions)		$	5,803
Aggregate Board of Directors repurchase authorizations during the period (in $ millions)		$	6,866


	Foreign Currency Translation Gain (Loss)	Gain (Loss) on Cash Flow Hedges (Note 12)	Pension and Postretirement Benefits Gain (Loss) (Note 8)	Accumulated Other Comprehensive Income (Loss), Net
	(In $ millions)
As of December 31, 2022	(488)	(22)	(8)	(518)
Other comprehensive income (loss) before reclassifications	(218)	(2)	(1)	(221)
Amounts reclassified from accumulated other comprehensive income (loss)	—	5	—	5
Income tax (provision) benefit	30	1	1	32
As of June 30, 2023	(676)	(18)	(8)	(702)


	As of June 30, 2023	As of December 31, 2022
	(In € millions)
Total	5,591	5,639


	Gain (Loss) Recognized in Other Comprehensive Income (Loss)		Gain (Loss) Recognized in Earnings (Loss)
	Three Months Ended June 30,				Statement of Operations Classification
	2023	2022	2023	2022
	(In $ millions)
Designated as Cash Flow Hedges
Commodity swaps	(7)	42	—	11	Cost of sales
Interest rate swaps	—	—	(2)	(2)	Interest expense

Foreign currency forwards	2	—	(1)	—	Cost of sales
Total	(5)	42	(3)	9

Designated as Net Investment Hedges
Foreign currency denominated debt (Note 7)	(5)	93	—	—	N/A
Cross-currency swaps	(74)	25	—	—	N/A



Total	(79)	118	—	—

Not Designated as Hedges

Foreign currency forwards and swaps	—	—	(1)	(3)	Foreign exchange gain (loss), net; Other income (expense), net
Total	—	—	(1)	(3)


		Fair Value Measurement
	Carrying Amount	Significant Other Observable Inputs (Level 2)	Unobservable Inputs (Level 3)	Total
	(In $ millions)
As of June 30, 2023
Equity investments without readily determinable fair values	170	—	—	—
Insurance contracts in nonqualified trusts	21	21	—	21
Long-term debt, including current installments of long-term debt	14,003	13,650	157	13,807
As of December 31, 2022
Equity investments without readily determinable fair values	170	—	—	—
Insurance contracts in nonqualified trusts	22	23	—	23
Long-term debt, including current installments of long-term debt	13,953	13,247	172	13,419


	Engineered Materials	Acetyl Chain	Other Activities	Eliminations		Consolidated
	(In $ millions)
	Three Months Ended June 30, 2023
Net sales	1,585	1,233	—	(23)	(1)	2,795
Other (charges) gains, net (Note 18)	(8)	—	(2)	—		(10)
Operating profit (loss)	158	295	(118)	—		335
Equity in net earnings (loss) of affiliates	18	2	3	—		23
Depreciation and amortization	112	54	6	—		172
Capital expenditures	58	67	27	—		152	(2)
	Three Months Ended June 30, 2022
Net sales	948	1,559	—	(21)	(1)	2,486
Other (charges) gains, net (Note 18)	1	—	—	—		1
Operating profit (loss)	166	428	(111)	—		483
Equity in net earnings (loss) of affiliates	53	3	4	—		60
Depreciation and amortization	45	52	6	—		103
Capital expenditures	35	87	10	—		132	(2)


	Engineered Materials	Acetyl Chain	Other	Total
	(In $ millions)
Employee Termination Benefits
As of December 31, 2022	4	1	1	6
Additions	29	1	3	33
Cash payments	(14)	(1)	(3)	(18)


As of June 30, 2023	19	1	1	21


	As of June 30, 2023	As of December 31, 2022
	(unaudited)
	(In $ millions)
Balance Sheet Data
Cash and cash equivalents	1,296	1,508

Short-term borrowings and current installments of long-term debt - third party and affiliates	1,507	1,306
Long-term debt, net of unamortized deferred financing costs	12,889	13,373
Total debt	14,396	14,679


	Volume	Price	Currency	Total
	(unaudited)
	(In percentages)
Engineered Materials	75	(8)	—	67

Acetyl Chain	(2)	(19)	—	(21)
Total Company	27	(15)	—	12


	Three Months Ended June 30,				Change	% Change		Six Months Ended June 30,				Change	% Change
	2023		2022					2023		2022
	(unaudited)
	(In $ millions, except percentages)
Net sales	1,585		948		637	67.2	%	3,215		1,858		1,357	73.0	%
Net Sales Variance
Volume	75	%						77	%
Price	(8)	%						(2)	%
Currency	—	%						(2)	%
Other	—	%						—	%
Other (charges) gains, net	(8)		1		(9)	(900.0)	%	(29)		—		(29)	(100.0)	%
Operating profit (loss)	158		166		(8)	(4.8)	%	270		290		(20)	(6.9)	%
Operating margin	10.0	%	17.5	%				8.4	%	15.6	%
Equity in net earnings (loss) of affiliates	18		53		(35)	(66.0)	%	29		102		(73)	(71.6)	%

Depreciation and amortization	112		45		67	148.9	%	224		91		133	146.2	%


			Six Months Ended June 30, 2023
			(In $ millions)
			(unaudited)
Net sales to third parties			944
Net sales to non-guarantor subsidiaries			559
Total net sales			1,503
Gross profit			318
Earnings (loss) from continuing operations			1,187
Net earnings (loss)			1,185
Net earnings (loss) attributable to the Obligor Group			1,185


Exhibit Number
						Description

2.1†						Transaction Agreement, dated as of February 17, 2022, by and among DuPont De Nemours, Inc., DuPont E&I Holding, Inc. and Celanese Corporation (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed with the SEC on February 18, 2022).

3.1						Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed with the SEC on October 18, 2016).

3.1(a)						Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Celanese Corporation dated as of April 21, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on April 22, 2016).

3.1(b)						Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Celanese Corporation dated as of September 17, 2018 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on September 17, 2018).

3.1(c)						Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Celanese Corporation dated April 18, 2019 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on April 23, 2019).

3.2						Seventh Amended and Restated By-laws, amended effective November 2, 2022 (incorporated by reference to Exhibit 3.2 to the Quarterly report on Form 10-Q filed with the SEC on November 4, 2022).

10.1‡						Celanese Corporation Amended and Restated 2018 Global Incentive Plan, dated as of April 20, 2023 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8 -K filed with the SEC on April 25, 2023).

10.2*‡						Form of 2023 Time-Based Rest r i c ted Stock Unit Award Agreement (for non-employee directors).

10.3*‡						Settlement Agreement, dated February 13, 2023, between Celanese Corporation and John Fotheringham.

22.1						List of Guarantor Subsidiaries (incorporated by reference to Exhibit 22.1 to the Annual Report on Form 10-K filed with the SEC on February 24, 2023).

31.1*						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*						Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*						Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*						Inline XBRL Taxonomy Extension Schema Document.

101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104						The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 has been formatted in Inline XBRL.


Clause	Subject Matter	Page
1.	DEFINITIONS	1
2.	TERMINATION OF EMPLOYMENT AND OFFICES	3
3.	GARDEN LEAVE	3
4.	PAYMENTS AND BENEFITS	4
5.	CONDITION PRECEDENT	5
6.	WAIVER OF CLAIMS	5
7.	WARRANTIES	7
8.	COMPANY PROPERTY	8
9.	CONFIDENTIAL INFORMATION	8
10.	INDEPENDENT LEGAL ADVICE	9
11.	COMPLIANCE WITH LEGISLATION	9
12.	REPAYMENT PROVISIONS	9
13.	DISPARAGING STATEMENTS	10
14.	RESTRICTIVE COVENANTS	10
15.	FUTURE COOPERATION	13
16.	WITHOUT PREJUDICE STATUS	14
17.	THIRD PARTIES RIGHTS	14
18.	ENTIRE AGREEMENT	14
19.	SEVERABILITY	15
20.	COUNTERPARTS	15
21.	ELECTRONIC SIGNATURE	15
22.	GOVERNING LAW AND JURISDICTION	15
1.	DEFINITIONS	1
2.	TERMINATION OF EMPLOYMENT	2
4.	WARRANTIES	4
5.	INDEPENDENT LEGAL ADVICE	4
6.	COMPLIANCE WITH LEGISLATION	5
7.	WITHOUT PREJUDICE STATUS	5
8.	THIRD PARTIES RIGHTS	5
9.	ENTIRE AGREEMENT	5
10.	SEVERABILITY	6
11.	COUNTERPARTS	6
12.	ELECTRONIC SIGNATURE	6
13.	GOVERNING LAW AND JURISDICTION	6


Signed and Delivered as a deed by	)
JOHN FOTHERINGHAM	)
in the presence of:	)	/s/ John Fotheringham


Witness Signature:						/s/ Joanna McGarrigle

Witness name:						Joanna McGarrigle

Witness address:						43 Highfield Close, Amersham, Buckinghamshire, HP6 6HQ

Witness occupation:						Occupational Therapy Assistant


Signed and Delivered by	)
Lynne Puckett for and	)
on behalf of CELANESE CORPORATION	)
in the presence of:	)	/s/ Lynne Puckett


Witness Signature:						/s/ Alex Bednar

Witness name:						Alex Bednar

Witness address:						701 Millstone Lane, Nashville, TN 3705

Witness occupation:						Contracts Coordinator & Notary Public


Signed and Delivered by			)
______________ for and			)
on behalf of CELANESE CORPORATION			)
in the presence of:			)


			/s/ LORI J. RYERKERK
			Lori J. Ryerkerk
			Chair of the Board of Directors,
			Chief Executive Officer and President
			August 8, 2023


			/s/ SCOTT A. RICHARDSON
			Scott A. Richardson
			Executive Vice President and
			Chief Financial Officer
			August 8, 2023