PDF 2018 ANNUAL REPORT

2018 ANNUAL REPORT

March 1, 2019

Dear Shareholders,

At Celanese, we strive to create sustained value for our shareholders, customers and colleagues. Sustained value requires us to focus on the things that we can collectively control and to never simply rely on external factors to dictate our performance. We believe in our corporation that we can produce differentiated results in any type of market environment and display that through the business models we installed several years ago and continue to enhance.

In 2018, we reported adjusted earnings of $11.00 per share,(1) a 47% increase over the prior year and the fifth straight year of record performance. We also generated $1.2 billion of free cash flow(1) which we deployed in a balanced way to further grow shareholder value. In particular, strong fourth quarter results despite significant uncertainty and volatility in the marketplace demonstrated the effectiveness of focusing on the things we can influence.

Over the last several years, our communication regarding our performance has centered around our business models and commercial strategies. When we implemented these models years ago, we also embarked on a parallel pursuit to shape an organizational culture centered on a shared sense of purpose and values. Within our plants and offices, we have referred to this effort as OneCelanese. As I look back at how far we have come, I remain convinced that this unity of purpose and values we are building has contributed as much to our performance as anything else we have done. Today, our employees are more empowered and engaged than ever before. The aligned and engaged efforts of our people multiplies the effectiveness of our business models.

Further to that, I would like to take this opportunity to highlight how we are supporting each other and building a culture of shared purpose.

Safety & Wellness

The safety of our employees and contractors has always been a prerequisite for everything that we do at Celanese. In 2018, an OSHA recordable injury rate of 0.28 for all employees and contractors globally continued to demonstrate a safety record far better than the industry average. We take pride in a long history of industry leadership in occupational safety.

Building on this, we have dramatically increased our focus on individual employee wellness as we believe that is a prerequisite for a truly engaged organization. To enable this, we have implemented multiple programs to improve the physical, mental, and financial wellbeing of our workforce. We know that when employees feel at ease in these areas, they can perform at their full potential and find greater satisfaction in their work. We are supporting and incentivizing preventative care in a number of ways including on-site physical examinations and generous contributions to employees' Health Savings Accounts. Through sponsored activities and platforms for sharing personal success stories, we are also inspiring one another to practice more healthy and active lifestyles. We have also expanded the resources available to our employees through various assistance programs, providing them access to qualified professionals to navigate personal and family challenges and help them set plans for the future.

Career Development

Our success as a corporation is the product of the development and growth of each individual. Every person is different and every career path must be unique - a one-size-fits-all approach to employee development is simply inadequate.

In response, we have implemented a framework that guides how we look at career development in an individualized manner while providing a consistent structure across the company. We call this development tool our Global Career Framework. By organizing the hundreds of different work opportunities at Celanese into logically structured job functions and families, we have made it much easier for employees to chart their own career paths, and this facilitates customized career discussions. Frequent discussions are orchestrated to identify future options for growth using this framework and to learn from the career paths others in the company have taken. As a result, our employees have a clearer vision of the opportunities available to them at Celanese to grow and be challenged in new ways. We are increasingly able to turn those opportunities into reality. Through all levels of our organization, we see an increasing number of our people who have held

positions in multiple businesses or functions at Celanese, which invariably builds tremendous depth and capability within the company.

Inclusion & Diversity

It is critical that each of our employees feel fully comfortable bringing his or her "full self" to work each day. This starts with a culture of inclusivity where differing perspectives are encouraged, respected and utilized. Inclusivity must always precede diversity and its accompanying benefits.

Today, we are supporting nearly a dozen employee resource groups that foster inclusivity across race, gender, age, sexual orientation, and disability to name a few. Each resource group is sponsored by a senior leader at Celanese and is directly guided through locally led initiatives. Through various activities and forums for discussion, these groups drive greater understanding and celebrate the diversity that exists at Celanese. We are thrilled to see new branches of these groups springing up across our sites globally through the grassroot efforts of employees. As an example, in late 2018 a new branch of our Young Professionals resource group was created and is influencing the career development of our young employees at our offices in Shanghai, China. Today, I see a Celanese that is more diverse and inclusive than ever before, and we are continuing on this pursuit. With a culture of inclusivity, we can empower our employees to offer up their individual perspectives and contribute directly to our success every day.

Shared Ownership

The more individuals that take part in the value we create through shared ownership, the deeper the unity and alignment in delivering results. At Celanese and across many companies, this principle has long been an effective means of building alignment between leadership's efforts and the company's long-term strategic objectives.

In 2018, we extended that alignment to our entire organization via a comprehensive Global Equity Grant, spanning 32 countries and nearly 7,000 employees. With this, essentially every Celanese employee across the world is now also a Celanese shareholder. In addition, we continue to incentivize our people to personally invest in ownership of Celanese through an employee share purchase program. As a result of these efforts, we have better harmonized the daily efforts and decisions of each employee with the value it ultimately creates for shareholders.

Giving Back

The impact of our giving at Celanese continues to connect us as an organization with our local communities and those in need. The passion that I see in our employees as they engage in this worthwhile effort continues to amaze me. In 2018, we hosted approximately 15,000 volunteer events across the globe, in which roughly 9,000 individuals donated over 200,000 hours of service. Each of these events represented a distinct unifying experience our employees had with each other and their local communities. Over 60% of our people participated in volunteerism in 2018, more than double the industry standard, and our employees are increasingly sharing these opportunities with their family and friends.

Our employees and partners continue to generously give of their financial resources through the Celanese Foundation, which donated over $3 million last year. They are personally engaged in identifying local needs and helping us to decide how to deploy resources in increasingly impactful ways. As an organization, we are committed to continued partnership with our local communities to provide critical assistance where needed.

These highlights, among many others, have shaped our progress in creating a culture centered on our shared purpose. We continue to focus on developing this culture in step with our business models as a differentiated source of value enhancement.

In everyday interactions, I am inspired by the growing sense of engagement, purpose and strength our teams demonstrate. Their commitment to our shared goals positions us to continue growing as individuals and as an organization. I would like to thank each for their contributions to our success in 2018 and for the efforts they continue to put forth every day.

And on behalf of all of us at Celanese, I thank you for the continued trust you place in us through your investment. We take very seriously our role as careful stewards of your capital. We remain committed as an organization to our shared purpose of creating sustained value for all Celanese stakeholders over the years to come.

Sincerely, Mark C. Rohr Chairman and Chief Executive Officer NOTES:

(1) Adjusted earnings per share and Free Cash Flow are non-US GAAP financial measures. See Exhibit A for information concerning these measures including a description of how these measures are calculated and a reconciliation to the most comparable US GAAP financial measure.

Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________________________________________

Form 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Commission File Number) 001-32410

CELANESE CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization)

98-0420726 (I.R.S. Employer Identification No.)

222 West Las Colinas Blvd., Suite 900N, Irving, TX (Address of Principal Executive Offices)

75039-5421 (Zip Code)

(972) 443-4000 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act

Title of Each Class Common Stock, par value $0.0001 per share

3.250% Senior Notes due 2019 1.125% Senior Notes due 2023 1.250% Senior Notes due 2025 2.125% Senior Notes due 2027

Name of Each Exchange on Which Registered New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (? 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

The aggregate market value of the registrant's common stock held by non-affiliates as of June 30, 2018 (the last business day of the registrants' most recently completed second fiscal quarter) was $14,934,861,283.

The number of outstanding shares of the registrant's common stock, $0.0001 par value, as of January 31, 2019 was 128,100,117.

DOCUMENTS INCORPORATED BY REFERENCE

Certain portions of the registrant's Definitive Proxy Statement relating to the 2019 annual meeting of stockholders, to be filed with the Securities and Exchange Commission, are incorporated by reference into Part III.

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