Celanese Corp
For the period ended Sep 30, 2026. Filed Nov 3, 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.
Sep 30, 2026 · Filed Nov 3, 2026
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Item 1. Financial Statements
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (In $ millions, except share and per share data) | ||||
| Net sales | 2,556 | 2,419 | 7,645 | 7,340 |
| Cost of sales | (2,017) | (1,898) | (6,020) | (5,811) |
| Gross profit | 539 | 521 | 1,625 | 1,529 |
| Selling, general and administrative expenses | (248) | (231) | (725) | (676) |
| Amortization of intangible assets | (40) | (42) | (119) | (124) |
| Research and development expenses | (29) | (31) | (86) | (93) |
| Other (charges) gains, net | (32) | (1,491) | (83) | (1,542) |
| Foreign exchange gain (loss), net | 12 | 2 | 34 | 29 |
| Gain (loss) on disposition of businesses and assets, net | (4) | (3) | 42 | (2) |
| Operating profit (loss) | 198 | (1,275) | 688 | (879) |
| Equity in net earnings (loss) of affiliates | 9 | 39 | 55 | 90 |
| Non-operating pension and other postretirement employee benefit (expense) income | 5 | 2 | 15 | 5 |
| Interest expense | (175) | (177) | (544) | (524) |
| Refinancing expense | — | — | — | (32) |
| Interest income | 6 | 7 | 25 | 18 |
| Dividend income - equity investments | 44 | 40 | 88 | 82 |
| Other income (expense), net | 6 | 4 | (10) | 7 |
| Earnings (loss) from continuing operations before tax | 93 | (1,360) | 317 | (1,233) |
| Income tax (provision) benefit | (14) | 7 | (58) | 75 |
| Earnings (loss) from continuing operations | 79 | (1,353) | 259 | (1,158) |
| Earnings (loss) from operation of discontinued operations | (2) | — | (5) | (16) |
| Income tax (provision) benefit from discontinued operations | 1 | — | 1 | 1 |
| Earnings (loss) from discontinued operations | (1) | — | (4) | (15) |
| Net earnings (loss) | 78 | (1,353) | 255 | (1,173) |
| Net (earnings) loss attributable to noncontrolling interests | (4) | (4) | (12) | (11) |
| Net earnings (loss) attributable to Celanese Corporation | 74 | (1,357) | 243 | (1,184) |
| Amounts attributable to Celanese Corporation | ||||
| Earnings (loss) from continuing operations | 75 | (1,357) | 247 | (1,169) |
| Earnings (loss) from discontinued operations | (1) | — | (4) | (15) |
| Net earnings (loss) | 74 | (1,357) | 243 | (1,184) |
| Earnings (loss) per common share - basic | ||||
| Continuing operations | 0.68 | (12.39) | 2.25 | (10.68) |
| Discontinued operations | (0.01) | — | (0.04) | (0.13) |
| Net earnings (loss) - basic | 0.67 | (12.39) | 2.21 | (10.81) |
| Earnings (loss) per common share - diluted | ||||
| Continuing operations | 0.68 | (12.39) | 2.24 | (10.68) |
| Discontinued operations | (0.01) | — | (0.03) | (0.13) |
| Net earnings (loss) - diluted | 0.67 | (12.39) | 2.21 | (10.81) |
| Weighted average shares - basic | 109,820,213 | 109,565,996 | 109,753,986 | 109,504,912 |
| Weighted average shares - diluted | 110,200,834 | 109,565,996 | 110,132,694 | 109,504,912 |
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (In $ millions) | ||||
| Net earnings (loss) | 78 | (1,353) | 255 | (1,173) |
| Other comprehensive income (loss), net of tax | ||||
| Foreign currency translation gain (loss) | (26) | 26 | (68) | (48) |
| Gain (loss) on derivative hedges | (2) | 29 | (21) | 49 |
| Pension and postretirement benefits | — | — | (1) | — |
| Total other comprehensive income (loss), net of tax | (28) | 55 | (90) | 1 |
| Total comprehensive income (loss), net of tax | 50 | (1,298) | 165 | (1,172) |
| Comprehensive (income) loss attributable to noncontrolling interests | (6) | (5) | (18) | (13) |
| Comprehensive income (loss) attributable to Celanese Corporation | 44 | (1,303) | 147 | (1,185) |
UNAUDITED CONSOLIDATED BALANCE SHEETS
| As of September 30, 2026 | As of December 31,2025 | |
|---|---|---|
| (In $ millions, except share data) | ||
| ASSETS | ||
| Current Assets | ||
| Cash and cash equivalents | 1,362 | 1,263 |
| Trade receivables - third party and affiliates | 960 | 922 |
| Non-trade receivables, net | 624 | 545 |
| Inventories | 2,286 | 2,220 |
| Assets held for sale | — | 492 |
| Other assets | 258 | 251 |
| Total current assets | 5,490 | 5,693 |
| Investments in affiliates | 1,267 | 1,252 |
| Property, plant and equipment, net | 4,715 | 5,076 |
| Operating lease right-of-use assets | 426 | 359 |
| Deferred income taxes | 1,279 | 1,359 |
| Other assets | 571 | 601 |
| Goodwill | 4,150 | 4,171 |
| Intangible assets, net | 3,036 | 3,184 |
| Total assets | 20,934 | 21,695 |
| LIABILITIES AND EQUITY | ||
| Current Liabilities | ||
| Short-term borrowings and current installments of long-term debt - third party and affiliates | 1,414 | 1,204 |
| Trade payables - third party and affiliates | 1,315 | 1,279 |
| Liabilities held for sale | — | 75 |
| Other liabilities | 1,479 | 1,049 |
| Income taxes payable | 142 | 76 |
| Total current liabilities | 4,350 | 3,683 |
| Long-term debt, net of unamortized deferred financing costs | 10,131 | 11,394 |
| Deferred income taxes | 369 | 512 |
| Uncertain tax positions | 222 | 208 |
| Benefit obligations | 312 | 344 |
| Operating lease liabilities | 329 | 265 |
| Other liabilities | 586 | 817 |
| Commitments and Contingencies | ||
| Shareholders' Equity | ||
| Common stock, $0.0001 par value, 400,000,000 shares authorized (2026: 171,039,486 issued and 2025: 170,918,221 issued) | — | — |
| Treasury stock, at cost | (5,480) | (5,482) |
| Additional paid-in capital | 459 | 431 |
| Retained earnings | 10,109 | 9,876 |
| Accumulated other comprehensive income (loss), net | (872) | (776) |
| Total Celanese Corporation shareholders' equity | 4,216 | 4,049 |
| Noncontrolling interests | 419 | 423 |
| Total equity | 4,635 | 4,472 |
| Total liabilities and equity | 20,934 | 21,695 |
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF EQUITY
| Three Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2026 · 2025 | ||||||
| Shares · Amount · Shares · Amount | ||||||
| (In $ millions, except share data) | ||||||
| Common Stock | ||||||
| Balance as of the beginning of the period | 109,748,805 | — | 109,501,876 | — | ||
| Stock option exercises | — | — | — | — | ||
| Stock awards | 3,382 | — | 2,479 | — | ||
| Balance as of the end of the period | 109,752,187 | — | 109,504,355 | — | ||
| Treasury Stock | ||||||
| Balance as of the beginning of the period | 61,287,299 | (5,480) | 61,412,585 | (5,483) | ||
| Issuance of treasury stock under stock plans | — | — | — | — | ||
| Balance as of the end of the period | 61,287,299 | (5,480) | 61,412,585 | (5,483) | ||
| Additional Paid-In Capital | ||||||
| Balance as of the beginning of the period | 450 | 419 | ||||
| Stock-based compensation, net of tax | 9 | 6 | ||||
| Balance as of the end of the period | 459 | 425 | ||||
| Retained Earnings | ||||||
| Balance as of the beginning of the period | 10,039 | 11,221 | ||||
| Net earnings (loss) attributable to Celanese Corporation | 74 | (1,357) | ||||
| Common stock dividends | (4) | (3) | ||||
| Balance as of the end of the period | 10,109 | 9,861 | ||||
| Accumulated Other Comprehensive Income (Loss), Net | ||||||
| Balance as of the beginning of the period | (842) | (903) | ||||
| Other comprehensive income (loss), net of tax | (30) | 54 | ||||
| Balance as of the end of the period | (872) | (849) | ||||
| Total Celanese Corporation shareholders' equity | 4,216 | 3,954 | ||||
| Noncontrolling Interests | ||||||
| Balance as of the beginning of the period | 421 | 428 | ||||
| Net earnings (loss) attributable to noncontrolling interests | 4 | 4 | ||||
| Other comprehensive income (loss), net of tax | 2 | 1 | ||||
| Distributions/dividends to noncontrolling interests | (8) | (8) | ||||
| Balance as of the end of the period | 419 | 425 | ||||
| Total equity | 4,635 | 4,379 | ||||
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF EQUITY
| Nine Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2026 · 2025 | ||||||
| Shares · Amount · Shares · Amount | ||||||
| (In $ millions, except share data) | ||||||
| Common Stock | ||||||
| Balance as of the beginning of the period | 109,570,157 | — | 109,327,556 | — | ||
| Stock option exercises | 5,506 | — | — | — | ||
| Stock awards | 176,524 | — | 176,799 | — | ||
| Balance as of the end of the period | 109,752,187 | — | 109,504,355 | — | ||
| Treasury Stock | ||||||
| Balance as of the beginning of the period | 61,348,064 | (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 period | 61,287,299 | (5,480) | 61,412,585 | (5,483) | ||
| Additional Paid-In Capital | ||||||
| Balance as of the beginning of the period | 431 | 409 | ||||
| Stock-based compensation, net of tax | 28 | 16 | ||||
| Balance as of the end of the period | 459 | 425 | ||||
| Retained Earnings | ||||||
| Balance as of the beginning of the period | 9,876 | 11,054 | ||||
| Net earnings (loss) attributable to Celanese Corporation | 243 | (1,184) | ||||
| Common stock dividends | (10) | (9) | ||||
| Balance as of the end of the period | 10,109 | 9,861 | ||||
| Accumulated Other Comprehensive Income (Loss), Net | ||||||
| Balance as of the beginning of the period | (776) | (848) | ||||
| Other comprehensive income (loss), net of tax | (96) | (1) | ||||
| Balance as of the end of the period | (872) | (849) | ||||
| Total Celanese Corporation shareholders' equity | 4,216 | 3,954 | ||||
| Noncontrolling Interests | ||||||
| Balance as of the beginning of the period | 423 | 434 | ||||
| Net earnings (loss) attributable to noncontrolling interests | 12 | 11 | ||||
| Other comprehensive income (loss), net of tax | 6 | 2 | ||||
| Distributions/dividends to noncontrolling interests | (22) | (22) | ||||
| Balance as of the end of the period | 419 | 425 | ||||
| Total equity | 4,635 | 4,379 | ||||
UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
| Nine Months EndedSeptember 30, | ||
|---|---|---|
| 2026 | 2025 | |
| (In $ millions) | ||
| Operating Activities | ||
| Net earnings (loss) | 255 | (1,173) |
| Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities | ||
| Asset impairments | — | 1,486 |
| Depreciation, amortization and accretion | 673 | 585 |
| Pension and postretirement net periodic benefit cost | (7) | 5 |
| Pension and postretirement contributions | (39) | (38) |
| Deferred income taxes, net | (128) | (118) |
| (Gain) loss on disposition of businesses and assets, net | (43) | 3 |
| Stock-based compensation | 26 | 19 |
| Undistributed earnings in unconsolidated affiliates | 14 | 3 |
| Other, net | 6 | 40 |
| Operating cash provided by (used in) discontinued operations | (14) | 6 |
| Changes in operating assets and liabilities | ||
| Trade receivables - third party and affiliates, net | (64) | 96 |
| Inventories | (75) | 158 |
| Other assets | (11) | 131 |
| Trade payables - third party and affiliates | 50 | 3 |
| Other liabilities | 180 | (312) |
| Net cash provided by (used in) operating activities | 823 | 894 |
| Investing Activities | ||
| Capital expenditures on property, plant and equipment | (197) | (259) |
| Proceeds from sale of businesses and assets, net | 500 | 7 |
| Other, net | (7) | 7 |
| Net cash provided by (used in) investing activities | 296 | (245) |
| Financing Activities | ||
| Net change in short-term borrowings with maturities of 3 months or less | 11 | 3 |
| Proceeds from short-term borrowings | 29 | 606 |
| Repayments of short-term borrowings | (43) | (555) |
| Proceeds from long-term debt | 96 | 2,926 |
| Repayments of long-term debt | (1,089) | (3,060) |
| Common stock dividends | (10) | (9) |
| Distributions/dividends to noncontrolling interests | (22) | (22) |
| Other, net | (1) | (78) |
| Net cash provided by (used in) financing activities | (1,029) | (189) |
| Exchange rate effects on cash and cash equivalents | 9 | 18 |
| Net increase (decrease) in cash and cash equivalents | 99 | 478 |
| Cash and cash equivalents as of beginning of period | 1,263 | 962 |
| Cash and cash equivalents as of end of period | 1,362 | 1,440 |
NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
- 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 nine months ended September 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 nine months ended September 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.
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.
- 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 Rule | Description | Effective Date | Effect 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. |
| 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. |
- Acquisitions, Dispositions and Plant Closures
Dispositions
Nutrinova Joint Venture
On August 31, 2026, the Company announced the signing of a definitive agreement with Mitsui & Co., Ltd. ("Mitsui"), to sell 19% of the Company's interest in Nutrinova Netherlands B.V. ("Nutrinova"), the Company's food ingredients joint venture, to Mitsui in a transaction with total cash proceeds of approximately $152 million (the "Nutrinova transaction"), subject to customary transaction adjustments. The Nutrinova transaction allows the Company to retain an 11% interest in the joint venture and is expected to close in the fourth quarter of 2026, subject to customary closing conditions.
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 was classified as held for sale in the unaudited consolidated balance sheet as of December 31, 2025.
Plant Closures
Lanaken, Belgium
Exit and shutdown costs related to plant closures are as follows:
| Nine Months EndedSeptember 30, 2026 | |
|---|---|
| (In $ millions) | |
| Lanaken, Belgium(1) | |
| Restructuring (Note 18) | 41 |
| Accelerated depreciation expense(2) | 53 |
| Total | 94 |
(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 fully ceased all manufacturing operations during the three months ended September 30, 2026.
The Company expects to incur additional exit and shutdown costs related to the closure of its facility in Lanaken, Belgium of approximately $15 million, including employee termination costs, through 2027.
(2)Included in Cost of sales in the unaudited interim consolidated statements of operations.
- Inventories
| As of September 30, 2026 | As of December 31,2025 | |
|---|---|---|
| (In $ millions) | ||
| Finished goods | 1,666 | 1,644 |
| Work-in-process | 82 | 89 |
| Raw materials and supplies | 538 | 487 |
| Total | 2,286 | 2,220 |
- Goodwill and Intangible Assets, Net
Goodwill
| EngineeredMaterials | Acetyl Chain | Total | |
|---|---|---|---|
| (In $ millions) | |||
| As of December 31, 2025(1) | 3,782 | 389 | 4,171 |
| Transfer(2) | 2 | — | 2 |
| Exchange rate changes | (16) | (7) | (23) |
| As of September 30, 2026(1) | 3,768 | 382 | 4,150 |
(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).
The Company assesses the recoverability of the carrying amount of its reporting unit goodwill either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable.
During the three months ended September 30, 2026 and September 30, 2025, the Company completed qualitative evaluations of its reporting units, with the exception of the engineered materials reporting unit, which was tested quantitatively. The Company concluded that it was more likely than not that the fair value of the reporting units evaluated qualitatively exceeded such units' carrying amount.
The results of the quantitative test performed during the three months ended September 30, 2026 of the engineered materials reporting unit determined that the estimated fair value of the engineered materials reporting unit exceeded its carrying amount by approximately 8%.
The results of the quantitative test performed during the three months ended September 30, 2025 of the engineered materials reporting unit determined that the carrying amount of the engineered materials reporting unit exceeded its estimated fair value. As such, the Company recorded a non-cash goodwill impairment loss of approximately $1.0 billion in Other (charges) gains, net (Note 18) within the Engineered Materials segment during the three months ended September 30, 2025. Although the projected cash flows of the engineered materials reporting unit had not declined from the projections used in the December 31, 2024 quantitative analysis, the impairment loss was primarily driven by a decline in the Company's market capitalization as a result of a decrease in the stock price as of the testing date which led to a 275 basis point increase in the discount rate used in the model.
The Company recorded an additional non-cash goodwill impairment loss of $98 million in Other (charges) gains, net (Note 18) within the Engineered Materials segment during the three months ended September 30, 2025, due to the impact on the engineered materials reporting unit of classifying the Micromax® portfolio of products as held for sale as of September 30, 2025 (Note 3).
The quantitative evaluations of the engineered materials reporting unit utilized an equal weighting of the income approach based on a discounted cash flow valuation model of the reporting unit and market approach using the guideline public company method. The Company applied equal weighting as both methods were determined to be equally relevant and reliable indicators of the reporting unit's fair value. The key assumptions used in the discounted cash flow valuation model include discount rates, revenue growth rates, tax rates, cash flow projections and terminal value rates. The discount rates used were based on the rates estimated by the weighted average cost of capital ("WACC") considering relevant peer companies and adjusting for company-specific risk factors. The revenue growth rates and cash flow projections were based on historical trends, macroeconomic trends in the industries and territories in which the reporting units operate, expected market segment growth rates and other internal and external sources, which methodology aligns with the Company's internal financial planning and analysis forecasting process. The tax rates considered the operating structure of the reporting unit and jurisdictions in which the reporting unit operates. A terminal value rate was applied to the final year of the projected periods to reflect continued stable, perpetual growth and is based on long-term inflation forecasts, industry growth and long-term economic growth potential. The market approach estimated the fair value using valuation multiples of comparable companies operating in similar industries.
While the Company believes the estimates and assumptions used in the impairment tests were reasonable, the Company's estimates and assumptions are inherently uncertain and change over time based on operating results, market conditions and other factors. These changes could materially affect key assumptions made in future quantitative tests, including discount rates, revenue growth rates, tax rates, cash flow projections and terminal value rates and could negatively impact the results of future impairment testing for each of the Company's reporting units and result in the recognition of impairment losses. Such losses could be material to the statements of operations and balance sheets in the period(s) recorded.
Intangible Assets, Net
Finite-lived intangible assets are as follows:
| Licenses | Customer-RelatedIntangibleAssets | DevelopedTechnology | CovenantsNot toCompeteand Other | Total | |
|---|---|---|---|---|---|
| (In $ millions) | |||||
| Gross Asset Value | |||||
| As of December 31, 2025 | 41 | 2,431 | 563 | 54 | 3,089 |
| Exchange rate changes | 2 | (19) | (7) | — | (24) |
| As of September 30, 2026 | 43 | 2,412 | 556 | 54 | 3,065 |
| Accumulated Amortization | |||||
| As of December 31, 2025 | (39) | (887) | (170) | (44) | (1,140) |
| Amortization | — | (88) | (30) | (1) | (119) |
| Exchange rate changes | (1) | 14 | 2 | — | 15 |
| As of September 30, 2026 | (40) | (961) | (198) | (45) | (1,244) |
| Net book value | 3 | 1,451 | 358 | 9 | 1,821 |
Indefinite-lived intangible assets are as follows:
| Trademarksand Trade Names | |
|---|---|
| (In $ millions) | |
| As of December 31, 2025 | 1,235 |
| Exchange rate changes | (20) |
| As of September 30, 2026 | 1,215 |
The Company assesses the recoverability of the carrying amount of its indefinite-lived intangible assets either qualitatively or quantitatively annually during the third quarter of its fiscal year using June 30 balances or whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable.
During the three months ended September 30, 2026 and September 30, 2025, the Company qualitatively determined that the fair value of each indefinite-lived intangible asset more likely than not exceeded its carrying amount, with the exception of those assigned to the engineered materials reporting unit.
The results of the quantitative tests of all indefinite-lived intangible assets assigned to the engineered material reporting unit performed during the three months ended September 30, 2026 determined that the estimated fair values of certain indefinite-lived intangible assets, primarily the Zytel® trade name, exceeded their carrying amounts by a range of 1% to 6%. As of September 30, 2026, the combined carrying amount of those indefinite-lived intangible assets was $910 million. The estimated fair values of the remaining indefinite-lived intangible assets subject to quantitative assessment exceeded their carrying amounts by a substantial margin.
The results of the quantitative tests of all indefinite-lived intangible assets assigned to the engineered material reporting unit performed during the three months ended September 30, 2025 determined that the carrying amount of certain of the Company's trade names, primarily Zytel®, exceeded their fair value. The Company recorded a non-cash impairment loss of $346 million in Other (charges) gains, net (Note 18) during the three months ended September 30, 2025. The impairment of these trade names was primarily driven by a decline in the Company's market capitalization as a result of a decrease in the stock price as of the testing date which led to an increase in the discount rates used in the models.
Indefinite-lived intangible assets assigned to the engineered materials reporting unit were tested quantitatively utilizing the relief from royalty method under the income approach to determine the estimated fair value for each indefinite-lived intangible asset. The key assumptions used in this model include discount rates, royalty rates, revenue growth rates and sales projections, tax rates and terminal value rates. The discount rates were based on the rates estimated by the Company's weighted average return on assets which considers the WACC and risks specific to the indefinite-lived intangible assets. Royalty rates were based on market transactional data and the most recent third party valuations which are periodically substantiated by third-party valuation consultants. The revenue growth rates and sales projections were based on historical trends and expected growth drivers such as macroeconomic trends in the industries and territories in which the indefinite-lived intangible assets operate, expected industry and product growth rates and other internal and external sources, which methodology aligns with the Company's internal financial planning and analysis process. The tax rates considered the operating structure of the Company and tax rates and jurisdictions in which the entity that owns the indefinite-lived intangible assets operates. A terminal value rate was applied to the final year of the projected period to reflect continued stable, perpetual growth and is based on long-term inflation forecast, industry and product growth and long-term economic growth potential.
While the Company believes the estimates and assumptions used in the impairment tests were reasonable, the estimates and assumptions are inherently uncertain and change over time based on operating results, market conditions and other factors. These changes could materially affect key assumptions made in future quantitative tests, including discount rates, royalty rates, revenue growth rates and sales projections, tax rates and terminal value rates and could negatively impact the results of future impairment testing for each of the Company's indefinite-lived intangible assets and result in the recognition of impairment losses. Such losses could be material to the statements of operations and balance sheets in the period(s) recorded.
During the nine months ended September 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) | |
|---|---|
| 2027 | 158 |
| 2028 | 157 |
| 2029 | 152 |
| 2030 | 149 |
| 2031 | 148 |
- Current Other Liabilities
| As of September 30, 2026 | As of December 31,2025 | |
|---|---|---|
| (In $ millions) | ||
| Benefit obligations (Note 8) | 26 | 26 |
| Customer rebates | 129 | 110 |
| Derivatives (Note 12) | 333 | 102 |
| Interest (Note 7) | 238 | 197 |
| Investment in affiliates | 136 | 105 |
| Operating leases | 70 | 71 |
| Restructuring (Note 18) | 84 | 31 |
| Salaries and benefits | 186 | 147 |
| Sales and use tax/foreign withholding tax payable | 129 | 113 |
| Other | 148 | 147 |
| Total | 1,479 | 1,049 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.