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Celanese Corp

For the period ended Jun 30, 2026. Filed Aug 5, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 5, 2026

CE$46.49-2.8%Stored close · as of Nov 6, 2026

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Item 1. Financial Statements

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
(In $ millions, except share and per share data)
Net sales2,7522,5325,0894,921
Cost of sales(2,134)(1,998)(4,003)(3,913)
Gross profit6185341,0861,008
Selling, general and administrative expenses(251)(214)(477)(445)
Amortization of intangible assets(39)(42)(79)(82)
Research and development expenses(29)(31)(57)(62)
Other (charges) gains, net(31)(20)(51)(51)
Foreign exchange gain (loss), net1062227
Gain (loss) on disposition of businesses and assets, net(2)(2)461
Operating profit (loss)276231490396
Equity in net earnings (loss) of affiliates11294651
Non-operating pension and other postretirement employee benefit (expense) income51103
Interest expense(186)(177)(369)(347)
Refinancing expense———(32)
Interest income1071911
Dividend income - equity investments43414442
Other income (expense), net(17)1(16)3
Earnings (loss) from continuing operations before tax142133224127
Income tax (provision) benefit(11)77(44)68
Earnings (loss) from continuing operations131210180195
Earnings (loss) from operation of discontinued operations(2)(10)(3)(16)
Income tax (provision) benefit from discontinued operations———1
Earnings (loss) from discontinued operations(2)(10)(3)(15)
Net earnings (loss)129200177180
Net (earnings) loss attributable to noncontrolling interests(4)(3)(8)(7)
Net earnings (loss) attributable to Celanese Corporation125197169173
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations127207172188
Earnings (loss) from discontinued operations(2)(10)(3)(15)
Net earnings (loss)125197169173
Earnings (loss) per common share - basic
Continuing operations1.161.891.571.72
Discontinued operations(0.02)(0.09)(0.03)(0.14)
Net earnings (loss) - basic1.141.801.541.58
Earnings (loss) per common share - diluted
Continuing operations1.151.891.561.71
Discontinued operations(0.02)(0.09)(0.02)(0.13)
Net earnings (loss) - diluted1.131.801.541.58
Weighted average shares - basic109,776,090109,526,113109,720,324109,473,864
Weighted average shares - diluted110,249,548109,734,396110,095,824109,686,840

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF

COMPREHENSIVE INCOME (LOSS)

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
(In $ millions)
Net earnings (loss)129200177180
Other comprehensive income (loss), net of tax
Foreign currency translation gain (loss)(15)(69)(42)(74)
Gain (loss) on derivative hedges(13)(15)(19)20
Pension and postretirement benefits(1)(1)(1)—
Total other comprehensive income (loss), net of tax(29)(85)(62)(54)
Total comprehensive income (loss), net of tax100115115126
Comprehensive (income) loss attributable to noncontrolling interests(6)(4)(12)(8)
Comprehensive income (loss) attributable to Celanese Corporation94111103118

UNAUDITED CONSOLIDATED BALANCE SHEETS

As of June 30, 2026As of December 31,2025
(In $ millions, except share data)
ASSETS
Current Assets
Cash and cash equivalents1,3641,263
Trade receivables - third party and affiliates1,288922
Non-trade receivables, net581545
Inventories2,3052,220
Assets held for sale—492
Other assets257251
Total current assets5,7955,693
Investments in affiliates1,2331,252
Property, plant and equipment, net4,8075,076
Operating lease right-of-use assets417359
Deferred income taxes1,3251,359
Other assets605601
Goodwill4,1514,171
Intangible assets, net3,0753,184
Total assets21,40821,695
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates1,3111,204
Trade payables - third party and affiliates1,4851,279
Liabilities held for sale—75
Other liabilities1,1061,049
Income taxes payable10476
Total current liabilities4,0063,683
Long-term debt, net of unamortized deferred financing costs10,69611,394
Deferred income taxes458512
Uncertain tax positions211208
Benefit obligations321344
Operating lease liabilities317265
Other liabilities811817
Commitments and Contingencies
Shareholders' Equity
Common stock, $0.0001 par value, 400,000,000 shares authorized (2026: 171,036,104 issued and 2025: 170,918,221 issued)——
Treasury stock, at cost(5,480)(5,482)
Additional paid-in capital450431
Retained earnings10,0399,876
Accumulated other comprehensive income (loss), net(842)(776)
Total Celanese Corporation shareholders' equity4,1674,049
Noncontrolling interests421423
Total equity4,5884,472
Total liabilities and equity21,40821,695

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF EQUITY

Three Months Ended June 30,
2026 · 2025
Shares · Amount · Shares · Amount
(In $ millions, except share data)
Common Stock
Balance as of the beginning of the period109,661,338—109,403,403—
Stock option exercises1,000———
Stock awards86,467—98,473—
Balance as of the end of the period109,748,805—109,501,876—
Treasury Stock
Balance as of the beginning of the period61,348,064(5,482)61,499,640(5,486)
Issuance of treasury stock under stock plans(60,765)2(87,055)3
Balance as of the end of the period61,287,299(5,480)61,412,585(5,483)
Additional Paid-In Capital
Balance as of the beginning of the period439413
Stock-based compensation, net of tax116
Balance as of the end of the period450419
Retained Earnings
Balance as of the beginning of the period9,91711,027
Net earnings (loss) attributable to Celanese Corporation125197
Common stock dividends(3)(3)
Balance as of the end of the period10,03911,221
Accumulated Other Comprehensive Income (Loss), Net
Balance as of the beginning of the period(811)(817)
Other comprehensive income (loss), net of tax(31)(86)
Balance as of the end of the period(842)(903)
Total Celanese Corporation shareholders' equity4,1675,254
Noncontrolling Interests
Balance as of the beginning of the period422429
Net earnings (loss) attributable to noncontrolling interests43
Other comprehensive income (loss), net of tax21
Distributions/dividends to noncontrolling interests(7)(5)
Balance as of the end of the period421428
Total equity4,5885,682

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF EQUITY

Six Months Ended June 30,
2026 · 2025
Shares · Amount · Shares · Amount
(In $ millions, except share data)
Common Stock
Balance as of the beginning of the period109,570,157—109,327,556—
Stock option exercises5,506———
Stock awards173,142—174,320—
Balance as of the end of the period109,748,805—109,501,876—
Treasury Stock
Balance as of the beginning of the period61,348,064(5,482)61,499,640(5,486)
Issuance of treasury stock under stock plans(60,765)2(87,055)3
Balance as of the end of the period61,287,299(5,480)61,412,585(5,483)
Additional Paid-In Capital
Balance as of the beginning of the period431409
Stock-based compensation, net of tax1910
Balance as of the end of the period450419
Retained Earnings
Balance as of the beginning of the period9,87611,054
Net earnings (loss) attributable to Celanese Corporation169173
Common stock dividends(6)(6)
Balance as of the end of the period10,03911,221
Accumulated Other Comprehensive Income (Loss), Net
Balance as of the beginning of the period(776)(848)
Other comprehensive income (loss), net of tax(66)(55)
Balance as of the end of the period(842)(903)
Total Celanese Corporation shareholders' equity4,1675,254
Noncontrolling Interests
Balance as of the beginning of the period423434
Net earnings (loss) attributable to noncontrolling interests87
Other comprehensive income (loss), net of tax41
Distributions/dividends to noncontrolling interests(14)(14)
Balance as of the end of the period421428
Total equity4,5885,682

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months EndedJune 30,
20262025
(In $ millions)
Operating Activities
Net earnings (loss)177180
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities
Depreciation, amortization and accretion457384
Pension and postretirement net periodic benefit cost(5)4
Pension and postretirement contributions(26)(27)
Deferred income taxes, net(70)(44)
(Gain) loss on disposition of businesses and assets, net(47)(2)
Stock-based compensation1812
Undistributed earnings in unconsolidated affiliates242
Other, net140
Operating cash provided by (used in) discontinued operations(13)8
Changes in operating assets and liabilities
Trade receivables - third party and affiliates, net(399)(31)
Inventories(103)115
Other assets(58)104
Trade payables - third party and affiliates22838
Other liabilities101(336)
Net cash provided by (used in) operating activities285447
Investing Activities
Capital expenditures on property, plant and equipment(128)(195)
Proceeds from sale of businesses and assets, net4937
Other, net12
Net cash provided by (used in) investing activities366(186)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less111
Proceeds from short-term borrowings29589
Repayments of short-term borrowings(43)(555)
Proceeds from long-term debt962,821
Repayments of long-term debt(621)(2,833)
Common stock dividends(6)(6)
Distributions/dividends to noncontrolling interests(14)(14)
Other, net(1)(74)
Net cash provided by (used in) financing activities(549)(71)
Exchange rate effects on cash and cash equivalents(1)21
Net increase (decrease) in cash and cash equivalents101211
Cash and cash equivalents as of beginning of period1,263962
Cash and cash equivalents as of end of period1,3641,173

NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

  1. Description of the Company and Basis of Presentation

Description of the Company

Celanese Corporation and its subsidiaries (collectively, the "Company") is a global chemical and specialty materials company. The Company produces high performance engineered polymers that are used in a variety of high-value applications, as well as acetyl products, which are intermediate chemicals for nearly all major industries. The Company also engineers and manufactures a wide variety of products essential to everyday living. The Company's broad product portfolio serves a diverse set of end-use applications including automotive, chemical additives, construction, consumer and industrial adhesives, medical, consumer electronics, energy storage, filtration, paints and coatings, paper and packaging, industrial applications and textiles.

Definitions

In this Quarterly Report on Form 10-Q ("Quarterly Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese U.S." refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.

Basis of Presentation

The unaudited interim consolidated financial statements for the three and six months ended June 30, 2026 and 2025 contained in this Quarterly Report were prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The unaudited interim consolidated financial statements and other financial information included in this Quarterly Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.

In the opinion of management, the accompanying unaudited consolidated balance sheets and related unaudited interim consolidated statements of operations, comprehensive income (loss), cash flows and equity include all adjustments, consisting only of normal recurring items necessary for their fair presentation in conformity with U.S. GAAP. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with rules and regulations of the Securities and Exchange Commission ("SEC"). These unaudited interim consolidated financial statements should be read in conjunction with the Company's consolidated financial statements as of and for the year ended December 31, 2025, filed on February 24, 2026 with the SEC as part of the Company's Annual Report on Form 10-K.

Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the entire year.

In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Quarterly Report.

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 noncontrolling interests.

Immaterial Revision of Prior Period Financial Statements

During 2025, the Company identified immaterial errors in the estimate of the rebates accrual for certain distributors included in Customer rebates (Note 6) and prepaid insurance included in Current Other assets, respectively. The Company evaluated the errors, both quantitatively and qualitatively, and concluded that the impact of these errors is not material to any previously issued annual or interim consolidated financial statements for the impacted periods and is not material to the current periods if left uncorrected; however, to promote the consistency and comparability of the financial statements, the Company has voluntarily revised previously reported financial information.

The Company corrected these errors in the accompanying unaudited interim consolidated statements of equity for the three and six months ended June 30, 2025, decreasing Retained earnings by $22 million.

Estimates and Assumptions

The preparation of unaudited interim consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.

  1. Recent Accounting Pronouncements

The following table provides a brief description of recent Accounting Standard Updates ("ASU") issued by the Financial Accounting Standards Board ("FASB") and final rules issued by the SEC:

Standard/Final RuleDescriptionEffective DateEffect on the Financial Statements or Other Significant Matters
In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818).The new guidance is intended to improve the accounting for and disclosure of environmental credits and environmental credit obligations by providing recognition, measurement, presentation and disclosure requirements for all entities that generate, purchase or receive environmental credits or have a regulatory compliance obligation that may be settled with environmental credits.Effective for annual periods beginning after December 15, 2027, and interim periods within those annual periods. Early adoption is permitted.The Company is currently evaluating the impact of the adoption on its financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow Scope Improvements.The new guidance clarifies the interim reporting requirements by improving navigability of Topic 270 and more clearly specifying what disclosures are required in an interim reporting period. The new guidance (i) specifies the form and content choices for interim financial statements and accompanying notes; (ii) adds a comprehensive list of required interim disclosures from numerous Codification Topics to Topic 270; and (iii) introduces a disclosure principle that requires disclosure of events since the end of the previous annual reporting period that materially affect the entity.Effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted.The Company is currently evaluating the impact of the adoption on its financial statement disclosures.
Standard/Final RuleDescriptionEffective DateEffect on the Financial Statements or Other Significant Matters
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses ("DISE") and in January 2025, the FASB issued ASU 2025-01, Clarifying the Effective Date.The new guidance requires the disclosure of additional information about certain costs and expenses on an annual and interim basis in the notes to financial statements. Specifically, in a tabular disclosure, the amounts of (a) purchases of inventory; (b) employee compensation; (c) depreciation; (d) intangible asset amortization; and (e) depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities (or other amounts of depletion expense) included in each relevant expense caption. Within the same tabular disclosure, an entity is required to include certain expense, gain, or loss amounts that are already required to be disclosed under U.S. GAAP. In addition, an entity is required to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. The guidance also requires an entity to disclose the total amount of selling expenses and, in annual reporting periods, an entity's definition of selling expenses.Effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027. Early adoption is permitted.The Company is currently evaluating the impact of the adoption and expects that the adoption of the guidance will result in expanded financial statement disclosures related to expenses included within the Company's consolidated statement of operations.
In March 2024, the SEC issued Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors.The final rule will require the disclosure of Scope 1 and Scope 2 greenhouse gas emissions, if material, which will be subject to phased-in assurance requirements, governance of climate-related risks, risk management processes and climate-related targets and goals. Within the notes to financial statements, the final rule requires disclosure of certain climate-related financial statement effects and metrics.The effective date is delayed pending the completion of judicial review in consolidated Eighth Circuit petitions.The Company is currently evaluating the impact of the adoption on its financial statement disclosures.
  1. Acquisitions, Dispositions and Plant Closures

Dispositions

Micromax

On February 2, 2026, the Company completed the sale of the Micromax® business to Element Solutions Inc for a purchase price of $493 million, subject to customary transaction adjustments, resulting in a gain of $50 million included in Gain (loss) on disposition of businesses and assets, net in the unaudited interim consolidated statements of operations. The divestiture did not represent a strategic shift in the Company's future operations and financial results. The Micromax® business is included in the Engineered Materials segment and is classified as held for sale in the unaudited consolidated balance sheets as of December 31, 2025.

Plant Closures

Lanaken, Belgium

Exit and shutdown costs related to plant closures are as follows:

Six Months EndedJune 30, 2026
(In $ millions)
Lanaken, Belgium(1)
Restructuring (Note 18)24
Accelerated depreciation expense(2)35
Total59

(1)In October 2025, the Company announced the intended closure of its facility in Lanaken, Belgium to streamline the Company's production costs across its global network. This operation is included in the Company's Acetyl Chain segment. The Company intends to permanently cease all manufacturing operations during the second half of 2026.

The Company expects to incur additional exit and shutdown costs related to the intended closure of its facility in Lanaken, Belgium of $60 million, including employee termination costs, through 2027.

(2)Included in Cost of sales in the unaudited interim consolidated statements of operations.

  1. Inventories
As of June 30, 2026As of December 31,2025
(In $ millions)
Finished goods1,6811,644
Work-in-process8689
Raw materials and supplies538487
Total2,3052,220
  1. Goodwill and Intangible Assets, Net

Goodwill

EngineeredMaterialsAcetyl ChainTotal
(In $ millions)
As of December 31, 2025(1)3,7823894,171
Transfer(2)2—2
Exchange rate changes(15)(7)(22)
As of June 30, 2026(1)3,7693824,151

(1)Includes accumulated impairment losses of $2.7 billion in the Engineered Materials segment.

(2)Related to the sale of the Micromax®business (Note 3).

Intangible Assets, Net

Finite-lived intangible assets are as follows:

LicensesCustomer-RelatedIntangibleAssetsDevelopedTechnologyCovenantsNot toCompeteand OtherTotal
(In $ millions)
Gross Asset Value
As of December 31, 2025412,431563543,089
Exchange rate changes1(22)(7)1(27)
As of June 30, 2026422,409556553,062
Accumulated Amortization
As of December 31, 2025(39)(887)(170)(44)(1,140)
Amortization—(59)(20)—(79)
Exchange rate changes(1)132—14
As of June 30, 2026(40)(933)(188)(44)(1,205)
Net book value21,476368111,857

Indefinite-lived intangible assets are as follows:

Trademarksand Trade Names
(In $ millions)
As of December 31, 20251,235
Exchange rate changes(17)
As of June 30, 20261,218

During the six months ended June 30, 2026, the Company didnot renew or extend any intangible assets.

Estimated amortization expense for the succeeding five fiscal years is as follows:

(In $ millions)
2027157
2028157
2029152
2030149
2031147
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.