Document 3N3N30njB0kkoZ8EknooEY69E

V 032 H00& SECURITIES AND EXCHANGE COMOSSION Washington, D. C. 20549 :(AaW7-69* r\ i,,f0. prod. w FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1968. Commission File No. 1-1208 CEIANESE CORPORATION (Exact name of registrant as specified in its charter) Delaware_______________ (State or other jurisdiction of incorporation or organization) 13-5568434 (I.R.S. Employer Identification No.) 522 Fifth Avenue. New York, N.Y. (Address of principal executive offices) 10036 (Tip Code) Securities registered pursuant to Section 12(b) of the Act: Title of each class 3 1/2Z Debentures, due October 1, 1976 4Z Convertible Subordinated Debentures due 1990 Preferred Stock, Series A Convertible Preference Stock 7X Second Preferred Stock Common Stock Name of each exchange on which registered New York Stock Exchange New York Stock Exchange New York Stock Exchange Midwest Stock Exchange None New York Stock Exchange Midwest Stock Exchange Pacific Coast Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None (Title of. Class ,v-:. - . j I 1^*1 1 ITEM 1. DUMBER OF EQUITY SECURITY HOLDERS. Title of class Cotmon Stock, without par value Preferred Stock, Series A (4 1/21 cumulative), par value $100 per share Convertible Preference Stock ($3.00 cumulative), without par value Number of record holders December 31. 1968 46,118 7,628 1,028 71 Second Preferred Stock (cumulative), par value $100 per share 41 Convertible Subordinated Debentures due 1990 691 10.797 ITEM. 2. INCREASES AND DECREASES IN OUTSTANDING EQUITY SECURITIES. Title of class Date of transaction Outstanding 1968 Outstanding at December 31, Increase or at December 31, 1967(Decrease) 1968 Preferred Stock, 'Series A January, 1968 851,102 (200) (a) 850,902 71 Second Preferred Stock January through April, 1968 26,138 (500)(a) 25,638 ConiDon Stock January, 1968 13,307,594 January, October November and December, 1968 (100) (b) 3.600(c) 13.311.094 (a) Purchased on New York Stock Exchange and retired in 1968. (b) Purchased on New York Stock Exchange and subsequently reissued upon exercise of stock options. (c) Issued upon exercise of stock options. ITEM 3. PARENTS AND SUBSIDIARIES OF REGISTRANT. C&Lanese Corporation Celanese Coatings Company Champlln Petroleum Company Qiemcell Limited Fiber Industries, Inc. Pontiac Refining Corp. Incorporated under lavs of Delaware Delaware Delaware Canada - - ' Delaware Texas .. Percentage of voting securities owned by the issediate parent loo.oi ioo.ox-.-r .- 57.ii; -^62.51 Certain subsidiaries are,omitted from the.\foregoing.,table/infacccrdance,'With' the regulations.of the Securities.and Exchange Commission. :;.?&* The foregoing are included.In the consolidated'finan'cialYstatanenta' ... . Celanese Corporation and consolidu ted- subsidiaries 3 . :: V-i, -, - .-rv: - v. j ^*I Q J - - -___ __ - ______ - .i. *3 ^ A -Hi 4j. v-r* I i 2 ITEX 10. FINANCIAL STATEMENTS AND EXHIBITS. (a) FINANCIAL STATEMENTS: CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Index co Financial Statements and Schedules Financial Statements: Balance Sheets as of December 31, 1968 Statements of Income for the year ended December 31, 1968 Statement of Retained Income for the year ended December 31, 1968 Statement of Additional Paid-in Capital for the year ended December 31, 1968 Notes to Financial Statements Schedules: III - Investments in Securities of Subsidiaries IV and X - Indebtedness of and Indebtedness to Subsidiaries - Not Current V - Property, Flant and Equipment VI - Accumulated Depreciation and Depletion ol Property, Plant and Equipment IX - Bonds, Mortgages and Similar Debt XII - Reserves XIII - Capital Shares XVII - Income from Dividends - Equity in'Net Income of Subsidiaries All schedules not listed above are omitted since they are either inapplicable or not required, or the information is included in the financial statements or related notes. SIGNATURES PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF lf34, THE REGISTRANT HAS DULY CAUSED THIS ANNUAL REPORT TO 5E SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY AUTHORIZED. ( Lj.: . CELANESE CORPORATION! . -1 7 / .i. V,.a Co.Peat, Marwick. Mitchell & CERTIFIED PUBLIC ACCOUNTANTS SEVENTY PINE STREET NEW YORK. NEW YORK 10003 Accoomirrs1 report The Board of Directors and Stockholders Celanese Corporation: We have examined the financial statements of Celanese Corporation and of Celanese Corporation and consolidated subsidiaries as listed in the accompa nying index. Our examination was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as ve considered necessary in the circumstances. In our opinion, subject to the possible reduction of the extraordinary provision fcr losses by future tax benefits, if any, (see note 2 of notes to financial statements), such financial statements present fairly the financial position at December 31, I960 and the results of operations for the year then ended of Celanese Corporation and cf Celanese Corporation and consolidated subsidiaries, in conformity with generally accepted accounting principles. Such principles have been applied on a basis consistent with that of the pre ceding year except for the change, which we approve, in the method of account ing for preoperating expenses. New fork, N. I. February 19, 1969 FEAT, MARWICK, MITCHELL & CO. BLANK PAGE i r r F : af: r CZLANESE CORKS Assets Current assets: Cash Marketable securities, at cost (approximates market) Accounts receivable, less allowance for doubtful accounts ($1.6 million and $7.4 million) (Schedule Xll) Receivable from subsidiaries Inventories (note 3) Other current assets Total current assets Corporation Conso $ 18.0 87.4 62.1 17.6 62.7 3.0 250.8 Investments and advances (note 4): Investments: Consolidated subsidiaries, at equity (Schedule IH) Subsidiaries not consolidated, at equity (Schedule III) Other Advances to consolidated subsidiaries (Schedule IV) 407.7 0.1 90.0 58.7 556.5 Excess of cost of investments In consolidated subsidiaries over related equities (note 4) Less: Allowance for losses (Schedule XII) 556.5 26.0 530.5 Property, plant and equipment, at cost (note 5) (Schedule V) Less: Accunulated depreciation, depletion and amortization (Schedule VI) Net property, plant and equipment. 726.7 361.7 365.0,' 1 1 2 ____ 1 m; 7: ' 9< FL r>' Si1 RATION : OLIDATED SUBSIDIARIES ets 1968 Liabilities and Stockholders' Equity Corporation Carrent liabilities: Notes payable, principally to banks Accounts payable Federal and state taxes and other amounts withheld Accrued liabilities: Wages and commissions Taxes, other than income taxes Interest Other accruals Total accrued liabilities Payable to subsidiaries Income taxes ' Long-term debt due within one year (note 7) Total current liabilities 533.7 2.1 8.9 3.3 4.0 10.9 27.1 33.8 20.5 20.0 137.2 Payable to subsidiary, due 1970 (Schedule X) Long-term debt (note 7)(Schedule EX) Deferred Income taxes (note 11) Deferred investment tax credit (note 11) Allreance for anticipated losses arising from disposition of a non-U.S. subsidiary (note 2) Minority interest in consolidated subsidiaries (note 8) 1.0 332.7 32.0 17.5 75.0 - Stockholders' equity: Capital stock (note 9): - Preferred (cumulative, preference in liquidation- 593.2 million) Cocoon Additional paid-in capital Retained income. Total stockholders' equity Consolidated $ 47.4 77.3 4.1 11.9 7.7 8.8 30.9 59.3 35.0 39.3 262.4 561.7 72.4 28.8 75.0 105.6 Condiments and other natters - (note 13);'.' i CELANESE CORPORATION and CELUESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Statements of Income Year ended December 31, 1968 (millions, except per share amounts) Sales: Consolidated subsidiaries Outside customers Operating costs: Cost of goods sold (note 3) Selling and administrative Research and development Total operating costs Corporation $ 78.6 427.1 505.7 349.5 54.0 26.2 429.7 Operating income 76.0 Other incorue: Equity in net income of subsidiaries (Schedule XVII) Dividends net of taxes withheld, received from other investments (Schedule XVII) Interest from subsidiaries or affiliates Interest on marketable securities and other interest Gain or. sale of securities Miscellaneous Interest and debt expense amortization: Interest on '.rag-term debt and notes payable Amortization of debt discount and expense 27.3 1.8 3.7 2.6 0.7 2.2 38.3 (16-2) .. (0-1? rxfi_3i Consolidated $ -1.255.8 1,255.8 890.0 150.2 41.8 1,082.0 173.8 1.8 2.3 0.4 6.1 0.7 3.5 14.8 (39.8) (n .4) (0.21 Operating and other income 98.0 148.4 Provision for Income taxes (note 11) Income before minority Interest Minority interest Income before extraordinary Items 40.2 37.8 57.8 . ExtxaorJinary items (note 12) : - .Provision for anticipated loss on nou-U.S- operations> ( m.oyycv : : Effect of change in accounting principlesappLicableP to write-off of a subsidiary s preoperatingiCosts^jj^^g^^-v-*;; ' previously deferred . I;.:- (15.8 V i1* 80.8 67.6 9.8 57.8 ; it income/ T' - -- .'ll-.Per share., of. enwmonstock*.I-'.' c-:' Income: before. extraoTdinary'it Extraordinary: items'rv-:>:.. //-; 'Sirin'. - T-i- Provision' for;Anticipated-loss-on?n --......>v ' to'write-off ofrav* ' ."r'previously deferred y-: Netyincome/(loss) . - -- ; _ =}$_ *ita*ed- .avmn ahar** -:--r* -'1 .. U.- W i-fra--fanH <-n-ov-^Sn-^'^aV.11C,, 1 CE LANES E CORPORATION and CEIANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Statement of Retained Income Year ended December 3i, 1968 (mlllions) Re.air.ed income at beginning of year (note 10) $342.7 Net income/(lose) for year (77.0) 265.7 Deduct cash dividends (note 9): Preferred stock Common stock Total cash dividends 4.4 26.6 31.0 Retained income at end of year S234.7 Statement of Additional Paid-In Capital Year ended Deceieber 31, 1968 (millions) Balance at beginning of year Add/"(deiluct): Deconsolidation of Columbia Cellulose and SIACE Excess of par value over acquisition cost of preferred treasury shares retired $ 20.3 (2.1) i.'3 Balance at end of year '_ . S-19.5 fS--: I i i I -^CaA > ; The- accompanying hotesi'are financial* statements ......... " CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements (1) Principles of Consolidation and Related Matters The consolidated financial statements include the accounts of the Corporation and all significant subsidiaries in which the Corporation owns in excess of 507. of the wting stock, except that SIACE and the British Paint" group are not included in the 1968 consolidated oalance sheet. Pi! material inter-company transactions are eliminated. The accounts of non-U.S. subsidiaries are translated to U.S. dollars based on the official or free rates of exchange applicable in the circumstances. Current assets and liabilities are translated at the rates of exchange in effect at the end of each year. All non-current assets and liabilities are translated at rates prevailing when acquired or incurred. Income and expense accounts are translated on the basis oc approximate average exchange rates for each year, except that depreciation is translated at historical rates. Un realized foreign exchange gains and losses, insignificant in amount, have been included in Selling and administrative costs. (2) Extraordinary Items In recognition of losses that may be realized under the Corporation's program to divest itself of certain non-U.S. operations, an extraordinary charge to income of $119 million has been provided in 1968. No effect has been given to possible income tax benefits, which are presently indeterminable. Included in the charge of $119 million is a provision of $75 million re presenting liabilities under guaranteed debt and other costs associated with the planned disposition, in 1969, of SIACE, the Sicilian pulp and paperboard facility. After giving effect to a loss of $1 million from the sale of 1,230,000 common shares of Columbia Cellulcse Company, Limited, the balance of $43 million ($ 25 million as to the Corporation) is shown, together with other allowances, as a reduction of Investments and advances. Income before extraordinary item3 includes net costs of $7.4 million (excluding interest) incurred by SIACE in 1968. No depreciation was taken on the facility. Assets and liabilities of this company at December 31, 1968, are not consolidated. Prior to 1968, it was the policy of the Forest Products group to defer preoperating costs associated with the construction of new facilities and . to amortize these expenditures over a five year period starting at. the time the new facilities become fully operational. In 1968, this policy was .` changed so that preoperatiny costs are charged to expense as incurredJ'""A8^^&^ a result of this change in accounting principles, preoperating' cost's incurred and deferred prior to 1968 have been written off as an extraordinar^'^ charge to income of $15.8 million in 1968.- - Had; the former po licy - been 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued The Corporation is negotiating the sa'e of the British Paints group of companies and expects to reach an agreement with the prospective purchaser in the near future. The assets and liabilities of these companies are not consolidated at December 31, 1968, and the investment is included in Other Investments and advances. Results of operations are included in the consolidated income statement. (3) Inventories The inventories at December 31 that were used in the calculation of cost of goods sold were as follows: (millions) Corporation 1968 1967 Consolidated 1968 1967 Raw materials and supplies Work-in-process Finished goods Total $22.9 8.9 30.9 $62.7 $20.0 8.7 27.7 SJ&A $ 59.4 20.1 92.4 $171.9 $ 86.3 21.6 99.0 $206.9 The inventory quantities as of December 31, 1968, were determined in part by physical inventories taken as of that date and in part from perpetual inventory records that had been checked, as to the major portion, by recent physical inventories and, as to the remainder, by continuous physical inventory tests throughout the year. Inventories, generally, are valued at standard costs that approximate current production costs and are not valued in excess of market. Inventory values do not include depreciation of fixed assets. (A) Investments and Advances Investments and advances include $165.1 million at Deces&er 31, 1968, ($79.9 million as to the Corporation) representing investments in uncon solidated suDsidiaries, including the British Paints group and S1ACE, and non- ' U.S. operating companies that are not subsidiaries. The related equity in net assets represented by these investments was approximately $153.7 million ($101.9 million as to the Corporation) at December 31, 1968. Other Investments and advances are carried at cost except for. the^^-^iV^iL^i; British Paints group and SIACE. which are included at cost-plus' equity in^ undistributed income. . ' V The Corporation's balance sheet.includes its investments.-in:, consolidated" subsidiaries at cost plus equity-in undistributed^incomeTand^additioul^piaidin capital. In consolidation;;the excess^of.lcost/.overlequityilnif ~ net assets of $33.2 million .is includedL:as'follows J CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to financial Statements, continued Excess of cost of Investments In consolidated subsidiaries over related equities Deferred charges, patents and other assets Machinery and equipment (millions) Debit(Credit) $33.8 0.2 (0.8) $33.2 The excess of cost cf investments in consolidated subsidiaries over related equities results principally from purchases of shares of consolidated subsidiaries at prices higher chan the corresponding book values of the shares when acquired and is not being amortized. Investments in consolidated subsidiaries outside the United States are included ir, the consolidated financial statements as shown below: (millions) Continental South Current assets Canada $ 58.0 Europe $26.5 America Total $27.0 $111.5 Plant facilities and other non-current assets Total assets 146.6 204.6 18.3 44.8 24.0 51.0 188.9 300.4 Less: Liabilities 105.2 19.5 18.0 142.7 Minority interest 49,5 0.3 8.2 58.0 Equity in net assets Excess of cost of investments $25.0 $-24.6 $ 99,,7 over equities in net assets at daces of acquisition 19.1 Total investments, advances and receivables (net) $118.8 (a) (a) 3efore allowance for loss. At December 31, 1968, undistributed income of non-U.S. subsidiaries totaled $20.3 million on which no provision for U.S. income taxes has been made. Management believes that such taxes would not be significant. The equity of the Corporation in the income of non-U.S. subsidiaries for 1968, the dividends' declared and paid to the Corporation by such subsidiaries in 1968 and the equity of the Corporation in the undistributed income/(deficit) of these subsidiaries at December 31, 1968, are shown below: (millions) Equity in T 4 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued (5) Property, Plant a-d Equipment and Depreciation Items included in property, plant and equipment at December 31, 1968, and related average depreciation rates are shovn below: Building and improvements Machinery and equipment Oil and gas properties Furniture and fixtures Automobiles and rolling stock Other assets Sub-total Land Plant and equipment under construction Total Assets at Cost (millions) Corporation $107.3 558.9 9.8 3.2 3.5 682.7 8.3 -Consolidated $ 234.8 1,088.6 166.5 17.9 26.0 52.1 1,585.9 15.1 35.7 $726.7 71.3 Sl.672.3 Consolidated Depreciation ___ Rates 3.4Z 6.2 5.6 7.4 9.7 5.7 5.7 Depreciation, depletion and amortization expense for 1968 amounted to $93.9 million, ($42.5 million as to the Corporation). The Corporation and its consolidated subsidiaries follow, generally, the policy of providing for depreciation, depletion and amortization over the estimated useful lives of the depreciable assets, or asset groups, by appli cation of composite rates on a straight-line basis. Additions, betterments, renewals and expenditures for maintenance that add materially to productive capacity or extend the life of an asset are capitalized. Other expenditures for maintenance are charged to income. When facilities are retired or otherwise disposed of, the policy, generally, is to remove the cost from the asset accounts and to charge or credit such cost after the application of the sales or other salvage realization, to the related depreciation reserve. Dismantling and demo lition costs are charged to depreciation reserves. The accumulated re serves for depreciation are deemed adequate to provide for all: losses on. abandonment or retirement of facilities, . (6) Deferred ChargesPatents and Other Assets ; - <- _____ _______ Amounts included-under this caption reflect, principallyjv-purchased)patents costs. The Corporation1 s policy is to amortize, the-rcost" oipurchasedTpatenti over the lives' ofIthe^patents..... V.4..\V - V-r', sS'S ( I is 5 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes co Financial Scacements, continued (7) Long-Term Debt and Related Restrictions The Corporation and its consolidated subsidiaries have repurchased and hold in their treasuries debentures and mortgage bonds in the principal amount of $3.4 million ($3.2 million as to the Corporation), of which $2.2 million ($2 million as to the Corporation) has been offset against long-term debt due currently and the balance against long-term debt. Exclusive of amounts due currently, remain# ig long-term debt was as follows: . t . ' - Debt of Celanese Corporation: 4 1/2Z (4 3/47. after October 1, 1970) term loan serial notes, maturing serially from 1970 to 1973 3 1/2" debentures, maturing serially from 1970 to 1976 5 3/8Z subordinated debenture, maturing serially from 1973 to 1977 5 3/4Z notes, maturing serially from 1970 to 1980 4 3/47. notes, maturing serially from 1970 to 1990 47. convertible subordinated debentures, maturing serially from 1975 to 1990 Debt of U.S. subsidiaries: Fiber Industries, Inc.: 4 1/271 notes, maturing serially from 1970 to 1974 5 1/47. first mortgage and collateral trust bonds, maturing serially from 1970 to 1978 57. first mortgage and collateral trust bonds, maturing serially from 1970 to 1984 Celanese International Finance Company: 6 3/47. debentures, maturing serially from 1973 to 1982 (fully guaranteed by Celanese Corporation) (millions) $ 80.0 31.8 17.0 50.0 75.0 78.9 332.7 22.5 13.5 95.0 131.0 20.0 Celtran, Inc: 4 1/2Z to 6 3/4Z notes, maturing serially from 1970 to 1978 9.9 Debt of Canadian subsidiaries: Chemcell Limited: 5 1/4Z general mortgage bonds. Series A, maturing.serially - from 1970 to 1971 .... ; 77. sinking fund debentures. Series A, maturing serially from 1970 to 1980 .. 5 3/8Z sinking fund debentures, Series B, maturing^it':L..J:7,V serially from 1972 to 19.85.i . .. , ^ 6 1/2Z' sinking fund debentures ,7 Series. CvSaaturing^^fctK serially from,1973 to 1986 1.5 .0^, Celtran Equipment Li mi ted -J; 6Z notes,:maturing seriallyrfroo`1970< to4l978j|^sj*|gS ; -:.T> 6 CETANES E CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued Debt of other non-U.S. subsidiaries Amcel Europe, S.A.: 3.3Z and 6.3Z first mortgage notes, maturing serially from 1970 to 1973 (millions) $ 6.4 Notes of other subsidiaries with various interest rates and maturity dates Total 1.3 S-561.7 Maturities and sinking fund requirements through December 31, 1973, are: 1969 1970 1971 1972 1973 (millions) Corporation Consolidated $20.0 $39.3 25.7 42.2 28.7 45.7 28.8 46.8 30.9 52.4 The debt instruments contain various restrictions and covenants relating to creation of funded debt and payment of dividends. As to the Corporation, the most restrictive of these provide chat (a) no funded debt may be created unless at the time, and after giving effect thereto, consolidated net tangible asse's, as defined, are at least two times the outstanding consolidated funded debt, and (b) no dividends or other payments, other than dividends payable in stock of the Corporation, may be made with respect to Comnon Stock unless at Che time, and after giving effect thereco, the consolidated net income sub sequent to December 31, 1964, plus $75 million shall exceed the aggregate amount of dividends or other stock payments made after that date. The effect of this restriction at December 31, 1968, is to limit the amount of retained income available for such payments to approximately $107.9 million. Assets of certain consolidated subsidiaries aggregating approximately $539 million are pledged to secure long-term debt of these companies. The 47. Convertible Subordinated Debentures of the Corporation are convertible into Cotmnon Stock at the rate of one share of Common Stock for each $96 of principal, subject to adjustment in certain events. In December, 1967, the Corporation entered into an agreement with two .- major financial institutions providing for issuance, in. the..period begimlng^:;-;- July 1, 1969, and ending March 31, 1970, of 6 3/4Z notes,", due December.!,'."1987^ in the aggregate amount of $50 million- ' 4-. r-.A ? -. ) j j .. _-j j esS&SSSSM&Sgs; 7 CELANESE CORPORATICH and CEIANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes tc Financial Statements, continued (8) Minority Interest Minority interest in consolidated subsidiaries consists of the following: Preferred shares Common shares Additional paid-in-capital Retained income Long-term debt (millions) $ 15.7 54.1 7.8 26.9 1.1 In the consolidated balance sheet, minority interest includes $1.1 million of Fiber Industries, Inc., 67 Subordinated Income Notes due March 31, 1973, owned by the minority shareholder . The related interest expense for the year has been included in minority interest in the consolidated statement of income. Minority interest also includes a subsidiary's preferred shares the terms of which provide for redemption at the aggregate par value of $4.2 million during the years 1970-72. Dividends on these preferred shares, at the rate of 4 1/27. per year, are to be paid whether or not earned, according to such terms. (9) Capital Stock The numbec of authorized, issued and outstanding shares, par or stated values, and cash dividends are: Authorized shares Preferred Stock Convertible Preference Series A $3.00 4 1/27, without $100 par par value 908.602 Cannon Stock without par value 25.000.000 Issued shares - December 31, 1967 Shares purchased for treasury (retired in 1968) ' - prior to 1968 - during 1968 Issued in 1968 on exv_. ercise. of. stock options . >.Issued.and outstanding" 7; December 31, 1968 Par; or stated value: (millions) r " December 7.'.../' December r Cash dividends: 1968 V' 1967 908,602 (57,500) (200) 4.0 ". ' - ft 32,390 13,307,594- (6,260) (SCO) ?->'. 8 CEIANESE CORPORATION and CEIANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued The Preferred Stock, Series A, may be redeemed at the option of the Corporation at par value plus accrued dividends. Upon liquidation or dissolution, the holders of the Preferred Stock, Series A, have a preference to the extent of $100 per share plus accrued dividends. I The Convertible Preference Stock may be redeemed at the option of the Corporation at $65 per share plus accrued dividends and is convertible into Coimnon Stock at the rate of .6953 of one share of Common Stock and cash of $1.15 for each share of Convertible Preference Stock, subject to adjustment in certain events. On liquidation or dissolution, the Convertible Preference Stock is entitled, in preference to the 77. Second Preferred Stock and Common Stock, to $55 per share plus accrued dividends. There is no provision for redemption of the 7Z Second Preferred Stock; I such stock has a preference in liquidation of $100 per share plus accrued dividends. At December 31, 1968, a total of 1,477,387 shares of unissued Common Stock was reserved for the following purposes: 69,530 shares for the con version of Convertible Preference Stock; 821,457 shares for the conversion of 4Z Convertible Subordinated Debentures; and 586,400 shares for the Stock i l Option Award Plan. i i Under Che Stock Option Award Plan that was adopted in April, 1965, the Corporation may grant options to officers and other employees for the purchase of up to 590,000 shares of Common Stock of the Corporation at the market price of stock at the date of grant. In 1968, these shares were registered under the Securities Act of 1933 and shares acquired upon exercise of options may be resold at any time on three national stock exchanges. Options become exercisable in equal installments in the three years following the first anniversary of the date of grant, and must be exercised no later than five years from the date of grant. Activity for the year ended December 31, 1968, was as follows: Shares Subject to Option: Total at Jan. 1, 1968 Granted Exercised Terminated Total at Dec. 31, 1968 1965 Year of Grant 1966 1967 1968 Total 41,700 - (2,000) 39.700 179,200 64,850 285,750^ - - . 54,550 . 54,550^ (1,700) (1,900) - .'(5,600)1 (8,500) (1,200) _ (11,700) 169.000-:'61.750 ^ 54.550-i Option Price per share $86 $47,375 $591625 $55.625.7 to to ; to> $58,375 $68,000 $69;938 Options Exercisable at December 31, 1968 39.700 105.767 18.838 Shares Available for Granting of Options i7 j f I i 9 CELANE3E CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes Co Financial Statements, continued The aggregate market value of the options at the dates of grant was $18.5 million. Information as to options exercised is as follows: Options exercised Value: Per share Total No. of shares 3 f 600 Option price $ 47.373 Co S 63.250 $211,000 Market value * $ 57.623 Co S253.000 *0n the date exercised. Information as to options that became exercisable is as follows: Options that became exercisable Value: Per share Nc. of shares 127,339 Option price $47,375 Co $86.000 Market value * $55,000 Co $74,313 Total *At the date options became exercisable. U. million million The Corporation makes no charge against income with respect to options. (10) Retained Income _i Retained income has been restated to give affect to a re troactive provision of $4.6 million. for~ additional, taxes,resulting from an'audits ofsthe^S^^'SvS^ ''-'^'1.7.'. Corporation's 1963 federal; income tax return..-' . 1 c- " -.*.* . -r. p-r ^ :? - - 10 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Noces Co Financial Statements, continued (11) Income Taxes For income tax purposes, depreciation and certain ocher incoae aud expense items have been calculated using methods chat result in taxable income amounts that differ from the amounts reported in the financial statements. Income taxes payable in future years as a result of these differences have been provided for as deferred income taxes. ] i < t i i i ii ; The policy of the Corporation and its consolidated U.S. subsidiaries is to reflect In income the investment tax credit as a reduction in the provision for income taxes over the estimated useful lives of the^elsted assets. Xx ' The provision for income taxes includes the follwing amounts: (millions) Corporation Consolidated Income taxes payable for Che year Add: Income taxes payable in future years Investment tax credits earned and deferred Less: Investment tax credits amortized Total tax provision $34.8 3.9 3.9 42.6 2.4 $40.2 $56.4 13.5 14.8 84.7 3.9 $80.8 i (12) Retirement Income Plans The Corporation and its consolidated subsidiaries have various retirement plans covering substantially all employees. The principal retirement plan as to the Corporation and certain subsidiaries is a contributory retirement plan to provide a fund for the purchase of annuities for participating employees at retirement ahe. Charges to operations by the Corporation and its consolidated subsidiaries under the various retirement plans for the year ended Deceri>er 31, 1968, aggregated $6.6 million ($3.8 million as to the Corporation) inclmding,-i'-' as to certain plans, interest on unfunded actuarial liabilities. The Corporation's.sc,-, policy is to fund retirement cost accrued.. Based on actuarial, determinations ,T the jjy. retirement plans are fully funded with respect to all vested benefits .- Based on the entry age level premium actuarial cost method of-determiiriagitlieprijjcipalfi|2 retirement plan's financial status, there Is an unfunded aetnarialiliability^ approximately $25.6 million. The unfunded actuarial liabUity.5appUoablejtoti*J""`~'i=;i^ other retirement plans was estimated to be approximately $4.5:millictt' December 31, 1968.-1 V-.-- Subject to shareholder approval, the Corporation proposes^ toamendllts Retirement Income Plan,'.effective:January" 1,', 1969.jr-` The. principilf fund the Plan solely with contributions by the Corporatiotui^IfPlan? is proposed to-be I amended had, been, in effect ins1968i'totalrcoatgfi would have been $10 million. 19 11 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLI DATED SUBSIDIARIES Notes to Financial Statements, continued (131 Conmitments The Corporation and its consolidated subsidiaries had connitments at December 31, 1968, of approximately $62 million for acquisition of facilities (Corporation $35.5 million) and of $11.9 million for investment in certain non-U.S. operating companies. Also, Investments in other operating companies may be required, under certain circumstances, to a maximum of $17.4 million. The Corporation has agreed to provide an affiliated, non-U.S. company and certain subsidiaries with funds for working capital purposes, if and when required, to a maximum amount of $70 million, in exchange for shares of stock or promissory notes of the companies. The Corporation has agreed to purchase or obtain orders for products of a subsidiary and an affiliated non-U.S. company at prices that will enable the subsidiary to pay, when due, all items of cost and enable the affiliate to pay, when due, 60% of all items of cost, which cost is defined to include amounts sufficient to permit the companies to pay current installments of principal and interest on certain long-term debt. The long-term debt at Dece'iber 31, 1968, was $il5 million as to the subsidiary and $40 million as to the affiliate. Also, an investment in a subsidiary may be required to a maximum amount of $5.5 million. The Corporation and its consolidated subsidiaries lease laboratory and office premises, terminal facilities, tank cars and retail outlets. Minimum annual rentals (excluding taxes, insurance and other expenses that are payable under certain leases) relating to such property under lease at December 31, 1968 amounted to approximately $8 million. Most of these leases extend over various periods up to 1988 and it is expected that in the normal course of operations they will be extended or replaced. , < i& c i i 12 CEIANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued (14) Supplementary Information to Statements of Income Maintenance and repairs, depreciation, depletion and amortization, taxes, rents and royalties, and bad debts are as set forth In the following table: Corporation: Maintenance and repairs Depreciation, depletion and amortization - r*rr\. Taxes, other than Federal caxes on income: Payroll taxes State and local real estate and personal property State income taxes Other taxes Management and service contract fees Rents Royalties Bad debts Consolidated: Maintenance and repairs Depreciation, depletion and amortization Taxes, other than Federal taxes on income: Payroll taxes State and local real estate and personal property taxes State income* taxes Other taxes _ 2*& Management and-service . .. contract. fees'3j^.H(V;>.V.-.^, Rents-"'-' Royalties.-. ': , Bad. debts.j! (millions) Charged to Income Charged Cost of goods sold Other to other accounts $22.9 2.2 1.1(1) Total 26.2 39.6 2.9 - 42.5 5.2 5.2 4.7 2.5 0.7 13.1 _ 2.1 3.5 0-2 $48.5 86.7 0.2 " 0.1 0.3 . 5.4 0*1 3.5 7.2 * - _ * 1.7a) 4.9 2.5 0.8 13.4 7.5 3.5 JLJ. 53.7 93.9 8.7 0.9 9.6 9.3 :. :;. 1.2 : y 4.8..- : ' 3.1 : 0.5' - ` ' V r* - -10.5 y.- . 4.8 - >7- 3:6 ' fliy Charged!tojfixedjajsetjaccboritiiB^ j-1 Oi 1' and gasrt-- "----- ^-- r - J - J c--------- subsidiary I'-' .' s s Name of issuer and tide of issue Celanese Corporation: Subsidiaries consolidated: U.S. subsidiaries: Champlin Petroleum Company: Common stock, $100 par value Fiber Industries, Inc.: Common stock, $10 par value Celanese International Corporation Common stock, without par value Other companies: Fourteen at beginning of period and fifteen at end of period Total U.S. subsidiaries Non-U.S. subsidiaries: Chemcell Limited: Cocmon stock, without par value Other companies: Fifteen at beginning of period and fourteen at end of period CEUHESE CORPORATION and CELANESE CORPOBATIOH AND CONSOLIDATED SUB Investments in Securities of Subsidi Tear ended December 31, 1968 (dollars in millions) Balance at beginning of period_______ No. of shares Amount Additions No. of shares Amm 44,847 4,500,000 $156.7 62.7 1,000 55.0 $10 14 (42 0 68.1 342.5 - 7,569,230 - 64.0 65.o. ; 7. z. -LL 4; (0. r E CORPORATION and ND CONSOLIDATED SUBSIDIARIES curities of Subsidiaries December 31, 1968 s la millions) Additions No. of shares Amount Deductions No. of shares Amount Schedule III Balance at close of period No. of shares Amount $10.3 (1) 14.1 (1) - (42.4) (1) 0.2 (3) . $ 6.7 (2) 3.1 (2) 44,847 4,300,000 $160.3 73.7 0-6 (4) 1,000 12.2 7.3 (1) 2.7 (5) CLJ) 3.2 (2) 0.1 (6) 13.7 74.8 321.0 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED S Investments in Securities of Subsidiarie Year ended December 31, 1968 (dollars in millions) Name of Issuer and title of issue Celanese Corporation U.S. and non-U.S. subsidiaries (not consolidated): Four companies at beginning of period and three companies at end of period Balance at beginning of period_______ No. of shares Amount $ 6.4 Addition No. of shares A $ Celanese Corporation and consolidated subsidiaries: U.S. and non-U.S. subsidiaries (not consolidated): Seven companies at beginning and end of period $8.0 - $ Notes: (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) Equity in income/(loss) for the year (Schedule XVII). Dividends received (Schedule XVII). Cash contribution to capital. Equity in additional paid-in capital of a subsidiary eliminated upon decansolidatioi Transfer of investments at their carrying values to subsidiaries consolidated. Adjustment of cost. Cash purchase of stock. Investment transferred to other investments since ownership was reduced to less the Reduction in reserve for inter-company profits in inventories. Reclassified to accounts receivable. 2 CELANESE CORPORATION and ATION AND CONSOLIDATED SUBSIDIARIES ecurities of Subsidiaries, continued - ended December 31, 1968 (dollars in millions) at >d________ Amount Additions No. of shares Amount Deductions No. of shares Amount Schedule III, Coot. Balance at close of period No. of shares Amount $6.4 - $ 0.1(7) 8.0 $ 1.8 (1) 0-1 (7) $ 4.2 ( 5) 1.9 (10) 0.3 (11) $ 4.2 ( 5) 1.9 (10) 0.3 (11) nated upon deconsolidation, iarles consolidated.. Schedules IV and X CELANESE CORPORATION Indebtedness of and Indebtedness Co Subsidiaries - Not Current Year ended December 31-, 1968 (millions) Balance receivable Beginning Close of period of period Celanese Corporation: Subsidiaries consolidated: U.S. subsidiaries: Celtran, Inc. Celanese International Corporation Fiber Industries, Inc. Radio Hill Investment Corporation Pan Amcel Co., Inc. Other companies: Four at beginning and and of period, all totallyheld Total U.S. subsidiaries $ 0.9 0.3 8.1 4.5 51.8 65.6 $ 0.7 0.3 1.9 47.5 50.4 Non-U.S. subsidiaries: Amcel Europe, S.A. Amcel Co. (Scandinavia) A/S' British Paints (Canada) Limited Celanese Venezolana, S.A. C.A. Flbras Qulmicas de Venezuela CelFibras - Flbras Quimicas do Brasil, Ltda. Columbia Cellulose Company, Ltd. Other companies: Two at beginning and end- of period. all totally-held 14.8 4.1 0.4 0.1 0.2 - 11.3 0.1 6.5 0.2 0.1 1.4 0.1 Balance payable Beginning Close of period of period $- * 3.0 $- " 1.0 3.0 1.0 --- " ** -- - ^ . - - Classification Celanese Corporation: Land Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Plant and equipment under construction Other Celanese Corporation and consolidated subsidiaries: Land Buildings and improvements CELANESE CORE and CEL.NF.SE CORPORATION AND COS Property, Plant an Year ended Decent (million Balance at beginning of period Addlt Subsidiaries not previously consolidated (1 7.9 100.0 531.1 8.7 4.6 21.9 2.8 $ 677.0 16.5 272.4 $- Machinery and equipment Oil, gaa and timber properties Furniture and fixtures Automobiles and rolling stock 1,194.7 186.1 19.0 24.8 2.3 CELANESE CORPORATION and RPOEATION AND CONSOLIDATED SUBSIDIARIES roper ty, Plant and Equipment Year ended December 31, 1968 (millions) Additions Subsidiaries not previously consolidated (1) Additions at coat Retirements or sales during period Other changes Debit (Credit) Balance at close of period $- . - $- $- - 2.3 - - </> o 00 $ 0.4 7.6 33.5 1.2 0.1 13.8 0.7 $ 57.3 22.4 91.8 9.9 2.4 7.3 $0.3 5.6 0.1 1.6 - - $ 7.6 "*=^S $- 1.4 13.0 3.4 . 0.3 2.5 $ - - $ $ 8.3 107.3 559.0 9.8 3.1 35.7 3.5 $ 726.7 $ (0.1)(2) (2.1)(3) S 15.1 0.7 (2) (0.2) 0.8 (59-9)(3) 234.8 (0.4) (2) 0.1 (186.9)(3) 1,088.6 - (26.1)(3) 166.5 (0.6) ( 2) (2.6) (3) 17.9 0.6 (2) ,, Schedule V .1 .3 3 Schedule V. Cont. CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Property, Plant and Equipment Year ended December 31, 1968 Notes: (1) (2) (3) Balance at beginning of year of subsidiaries not previously consolidated. Reclassification of accounts. Gross book value of property, plant and equipment of subsidiaries deconsolidated in 1968. 29 8: -t '"^v `^7,' r A ' h-rF.y's-^': V- " - r.. .' - > " y,V a:.^ - . -`v ?*:; .? .-1* V-~'* -5 ;j{.*'J-hr? .* -.-ll * V-.-'S, it,, ^ -- * L'*?.-; V. . _* Ir-xS.-z * -7-iJVJs!^SS i BLANK PAGE j ( ; CEIANESE CO and CEIAHESE COSPOEATION A5D C Accumulated Depreciation, Depletion and Amor Classification Celanese Corporation: Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Other Celanese Corporation and consolidated subsidiaries: Buildings and improvements Balance at beginning of period $ 14.1 272.2 5.4 4.1 0.7 $326.5 $ 77.6 Year ended De(nil Ad Subsidiaries not previous! consolidated $_ _ $~ $- Machinery and equipment 499.1 1.0 Oil, gas and timber properties Furniture and fixtures 107.9 9.3 CELAHESE CORPORATION and ORPORATION AND CONSOLIDATED SUBSIDIARIES :pletion and Amortization of Property, Plant and Equipment Year ended December 31, 1968 (millions) Additions Subsidiaries not previously consolidated (1) Charged to Income Seductions Retirements, renewals and replacements Other changes Credit (Debit) Schedule 71 Balance at close of period $- $ 3.3 $ 0.3 s - $ 47.1 - 38.0 5.3 - 0.8 0.1 - 0.2 1.6 - 304.9 - 6.1 - 2.7 - 0.2 * - 0.9 $- $42.5 $T~? $ - $361.7 %- 1.0 - - - $ 8.9 68.7 9.6 1.4 2.5 $ 0.9 11.1 1.5 0.2 2.2 . $ 0.3 (2) (13.5)(3) (0.6X2) 0.4 (41.0X3) (12.1X3) (0.2)(2) (0.8) (3) 0.6 (2) (1.0) (3) $ 72.4 516.5 103.9 9.5 8.3 } CZLANES* CORP znd CELAHESE CORPORATION AS) COS Bonds, Mortgages and December 31, (million: Name of issuer and title of issue ilanese Corporation: 4 1/27?+ 3/47 after October 1, 1970) term loan serial notes, due October 1, 1973 3 1/27 debentures due 1969-1976 5 3/87 subordinated debenture, due 1973-1977 5 3/42 notes, due 1970-1980 4 3/42 notes, due 1970-1990 42 convertible subordinated debentures, due 1975-1990 Total long-term debt - Celanese Corporation Deduct: Long-term debt due within one year L^ng-term debt (net) Celanese Corporation and consolidated subsidiaries: Celanese Corporation: Total long-term debt - above U.S. Subsidiaries; Celtran, Inc.: 4 1/27. to 6 3/41 notes, due 1969-1577 Celanese International Finance Company:-" - 6 3/47 guaranteed debentures, due 1973-1982 Fiber Industries,?Inc.:_ Amount authorized by indenture Amount issued and not retired or cancelled $100.0 50.0 17.0 50.0 75.0 78.9 $100.0 35.0 17.0 50.0 75.0 -78.9 $ 15.0 . . tsss* $,ii-6 it'-^4 - POBATION i!SOLIDATED SUBSIDIABIZS d Similar Debt , 1968 as) Schedule DC Amount held by or for account df issuer thereof Amount not held by or for account of issuer thereof Amount Included in sum extended under caption ''Long-term debt" in related balance sheet (SU.S.) Amount in sinking and other special funds of issuer thereof CSU.S.) Amount pledged by Issuer thereof Amount held by affiliates for which statements are filed herewith Persons included in con- solidated statements ($U.S.) Other $- 3.2 $100.0 31.8 17.0 50.0 75.0 78.9 $100.0 31.8 17.0 50.0 75.0 78.9 352.7 .. 20.--0 $332.7 $3.2 $- $ $ i ! i i $352.7 V CELANESE CORPORAT and CELAKES2 CORPORATION AND CONSOLE Bond*, Mortgage* and Sim December 31, 196: (milliona) Name of issuer and title of issue Amount authorized bv indenture Celanese Corporation and consolidated subsidiaries, cont. Canadian subsidiaries: Chemcell Limited: 4 3/41 first mortgage bonds, Series A, due 1969 Can. 5 1/41 general mortgage bonds. Series A, due 1969-1971 Can. 7X sluicing fund debentures. Series A, due 1969-1980 (with conmon stock pur chase warrants) Can. 5 3/81 sinking fund debentures. Series B, due 1972-1985 (United States dollars) 6 1/2Z sinking fund debentures. Series C, due 1973-1986 Can. Celtran Equipment Li mi ted: 6X notes, due 1969-1978 (United States dollars) $31.0 12.0 15.0 30.0 15.0 Total Canadian Subsidiaries Other non-U.S. subsidiaries: Amcel Europe, S-A.: 3.3X and 6.3Z first mortgage notes, due 1969-1973 (Belgian francs) . Other notes payable with various interest c. and maturity.dates r- -.: B.F.- 525.0. ' Amount Issued and not retired or cancelled Am h by ac of th Can. $ 2.0 Can. $ Can. 2.2 Can. 12.0 Can. 0 30.0 Can. 15.0 1 /- i y ' -M _ B.F.387.2 . \ 2 iESE CORPORATION and S AND CONSOLIDATED SUBSIDIARIES gages and Similar Debt, continued itaber 31, 1968 (millions) Schedule IX. cont at and tired celled Amount held by or for account of issuer thereof Amount not held by or for account of Issuer thereof Amount Included in sum extended under caption "Long-term debt" in related balance sheet f$u.s.) Amount in sinking and other special funds of issuer thereof (SU.S.) Amount pledged by Issuer thereof Amount held by affiliates for which statements are filed herewith Persons included in consolidated statements (SU.S.) Other Schedule XII CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Reserves Year ended December 31, 1968 (millions) Additions Balance at charged Deductions beginning to from of period Income reserves Balance at close of period Celanese Corporation: Deducted from assets: Allowance for doubtful accounts (deducted from trade accounts receivable) $0.9 Allowance for losses (deducted from $ 0.7 $- $ 1.6 investments and advances Celanese Corporation and consolidated 1.5 26.0 1.5(1) 26.0 subsidiaries: Deducted from assets: Allowance for doubtful accounts (deducted from trade accounts 6.8(2) receivable) Allowance for doubtful accounts 8.0 6.8 0.6(3) 7.4 (deducted from o ther accounts receivable) Allowance for losses (deducted from 0.2 0.2(3) investments and advances) Reserve for valuation of pon- 1.7 44.0 1-5(1) 44.2 produclng leases 0.6 1.6 1.3(4) 0.9 Notes: / (1) Includes $1 million loss on the sale of Columbia Cellulose Company, Limited, end $500,000 reclassified to seerued liabilities*, (2) Bad debts, claims and allowances,, net of recoveries.: (3)- Subsidiaries deconsolidated in: 1968;.-j ''.Kl -i - ' \ (4) Leases abandoned.^: 3:1 \' BLANK PAGE V CELAHESE CORM sad CELANESE CORPORATIOK AND CONS Capital Sha December 31, Name of Issuer and title of Issue Celanese Corporation and Celanese Corporation and consolidated subsidiaries: Capital Stock: Preferred Stock, Series A (4 1/2X emulative), par value $100 Convertible Preference Stock ($3.00 cumulative), without par value 7X Second Preferred Stock (cunulative), par value $100 Comson Stock, without par value Total Authorized by charter Number of Shar a O! Issued and ai not retired of or cancelled cl 908,602 100,000 32,398 25-000 000 850,902 100,000 25,638 12.311.094 Celanese Corporation and consolidated subsidiaries: Minority Interests: Fiber Industries, Inc.: Caasnon Stock, par value $10 Radio Hill Investment Corporation: Preferred Stock, Series C, par value $100 , Chemrell Halted: . Cumulative Redeemable. Preferred Stock, \ 'LVW" "=- - "Cpat: value $ 25 t (Canadian) 9,500,000 80,000 -- _4 7,200,000: '.6,000 Coosami Stoiiytw1-thoutipar;'valuvrt^,vvi?f5n! S-y.-. - ^ j,* - ;jV-; 'rJ^S^zc*.- I if JT>I ' ~ V Schedule XIII ?ORmcn SSOLDATKD SUBSIDIARIES .rares , 1966 area Held by or for account of Issuer thereof Not held by or for account of issuer thereof Shares outstanding as shorn on or In cluded under related balance sheet caption "Capital Stock" Number Amount at which carried (millions) Number of shares held by affili ates for which statements ere filed herewith Persons included In con solidated statements Others Number of shares reserved for offi cers and esmlovees Number of shares reserved for optlc-is, warrants, conversions and other rights 3 1 - 850,902 850,902 $ 85.1 - 100,000 100,000 2.5 25,638 25,638 2.6 - 13.311.094 13.311.094 208.9 S299.1 566.400 1-477.387 7,200,000 56,000 2,700,000 56,000 $ 27.0 5.6(1)*, i,K - i . .,, . ; I V 2 CELANESE CORPORA! and CELANESE CORPORATION AND CONSOL! Capital Share< December 31, 1S Name of Issuer and title of Issue Authorized by charter Number of Shares Held or i Issued and accc not retired of la or cancelled ther Celanese Corporation and consolidated subsidiaries continued: Minority interests, continued: Celanese Colombians, S.A.: Common Stock, par value 5 pesos Celanese Venezolana, S.A.: Common Stock, par value 10 bolivars C.A. Fibras Quimicas de Venezuela: Common Stock, par value 100 bolivars CelFtbraa-Fibras Quimicas do Brasil Ltda.: Common Stock, stated value 1.00 New Cruzeiro Etablissements Gaudin, S.A.: Common Stock, stated value 100 francs French Etablissements Paul Merle, S.A.: Common Stock, stated value 250 francs French Pey Forest & Cle, S.A.: Common Stock, stated value 200 francs French Soclete Industrials de Tlssages P.M.: Common Stock, stated value 100 francs French `f.. >' " Less: Radio Hill Investment Corporation's--'jy a ' '*i:z Preferred Stock, included'in"accoantafe8?5c 7,604,926 13,3 1,522,500 130,000 - <(2) 159,697 12,000 19,750 --. .^ --'^3 c I S TED SUBSIDIARIES Schedule XIII, Cent. jy Not held z by or for it account jer of Issuer jf . thereof 1 Shares outstanding as shewn on or in cluded under related balance sheet caption "Capital Stock" Amount at which carried (millions) Number of shares held by affili ates for which statements are filed herewith Persons included in con solidated statements Others Number of shares reserved for offlcers and employees Number of shares reserved for options, warrants, conversions and other rights 2 7,591,564 1,826,426 1,522,500 442,916 130,000 24,904 (2) - (2) 159,697 - (2) 3,597 12,000 . 2,400 $ 1.6 1.3 .6 3.2 .1 .1 5,778,500 1,079,584 105,096 - (2) - (2) - (2) 156,100 9,600 - - (2) Schedule XVTI CELANESE CORPORATION and ' CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES i Income from Dividends - Equity in Net Income of Subsidiaries Year ended December 31, 1968 (millions) Name of issuer and title of Issue Dividend-s received cash Celanese Corporation: Subsidiaries consolidated: U.S. subsidiaries: Fiber Industries, Inc.: Comnon stock, $10 par value Celanese International Corporation: Common 3tock, without par value Celtran, Inc.: Comnon stock, $10 par value Other companies: Fifteen totally held subsidiaries: Comnon stock - various par values Total U.S. subsidiaries $ 3.1 .5 9.6 13.0 Non-U.S. subsidiaries: Chemcell Limited: Comnon stock, without par value Columbia Cellulose Company, Limited: Common stock, without par value Celtran Equipment Limited: Comnon stoodc, par value $10 (Canadian) Celanese Colombians, S-A.: Common stock, par value : 5 pesos , Celanese Venezolana, S.A.: ... ... Comnon stock, par valcei-lO^bb^Tarfy.teW'Jg-^w'.r^ C.A. Fibras Quimicaa de-Veneruelac^^i Cocraon stock, par value ;.100Lboli.var3j^ CelFibrss-Fibraa Quimtcaa? do' BrsailjLt:da; . Coosaon .T"''- Other', coopsaies Nine totally-heldi subsidiarijssr^J Common' stocks^5varicsisTpattlyalues' ~i. TotaLInon-cn.S'A s>Absidfariei5 > Amount of equity in net income (loss) for the year $ 14.1 (42.4) 0.1 17.5 ' go-?) 2 Schedule XVII. Cone CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Income from Dividends - Equity in Net Income of Subsidiaries, continued Tear en; ed December 31, 1963 (millions) . Celanese Corporation, continued: Losses reported in extraordinary items in Statement of Income Non-U.S. taxes withheld on dividends received Dividends received cash 315.6(1) Other investments 1 $ 1.8(2) V Celanese Corporation and consolidated subsidiaries . Non-U.S. subsidiaries (not consolidated): Seven non-U.S. subsidiaries: Capital stocks - various par values L. v Other investments $ 2.3 Amount of equity in net income (loss) for the year $ (6.3) 33.8 (0.2) $ 27.3 $ 1.8 Notes: (1) Dividends from consolidated subsidiaries are credited to the investment account (Schedule III).