Document 5DxXZoGV095nwEQZnKD5770xe

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANCE ACT OF 1934 RECD . S.EC. APR 24 ]97o For the fiscal year ended December 31, 1969. Commission File No. 1-1308 CELANESE CORPORATION (Exacc name of registrant as specified in ics charter) Delaware fState 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 (Zip Code) Securities registered pursuant to Section 12 (b) of the Act: Title of each class 3 1/27. Debentures, due October 1, 1976 41 Convertille Subordinated Debentures due April 1, 1990 Preferred Stock, Series A Convertible Preference Stock 71 Second Preferred Stock Coamon 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) APR 2 ? B7D TEM 1. NUMBER OF EQUITY SECURITY HOLDERS. Title of class Number of record holders December 31, 1969 Common Stock, without par value Preferred Stock, Series A (4 1/27, cumulative), par value S100 per share Convertible Preference Stock (S3.00 cumulative), without par value &4.420 7,452 1,028 77, Second Dreferred Stock (cumulative), par value S100 per share 47, Convertible Subordinated Debentures due 1990 669 LQJ339. ITEM 2. INCREASES AND DECREASES IN' OUTSTANDING EQUITY SECURITIES. Title of class Common Stock Dace of transaction Outstanding 1969 at December 31, Increase or ______ 1968 (Decrease) Outstanding at December 31 1969 February, April, 13,311,094 May, June, September, October and November, 1969 February, October and November, 1969 ____________ 11.600(a) _____ 15(b) 13,322,709 (a) Issued upon exercise of stock options. (b) Issued upon conversion of 47. Convertible Subordinated Debentures. ITEM 3. PARENTS AND SUBSIDIARIES OF REGISTRANT. Celanese Corporation Celanese Coatings Company Chemcell Limited Fiber Industries, Inc. Champlin Petroleum Company Pontiac Refining Corp. Incorpora ted under laws of Delaware Delaware Canada Delaware Delaware Texas Percentage of voting securities owned by the immediate parent 100.07. 57.17. 62.57. 100.07. 100.07. Certain subsidiaries are omitted from the foregoing table in accordance with the regulations of the Securities and Exchange Commission. The foregoing are included in the consolidated financial statements of Celanese Corporation and consolidated subsidiaries. Sold effective December 31, 1969. E9 4 ITEM 10. FINANCIAL STATEMENTS ANTI EXHIBITS. (a) FINANCIAL STATEMENTS: CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Index to Financial Statements and Schedules Financial Statements: Balance Sheets as of December 31, 1969 Statements of Income for the year ended December 31, 1969 Statement of Retained Income for the year ended December 31, 1S69 Statement of Additional Paid-in Capital for the year ended December 31, 1969 Notes to Financial Statements - Investments in Securities of Subsidiaries - Indebtedness of and Indebtedness to Subsidiaries - Not Current - Property, Plant and Equipment - Accumulated Depreciation and Depletion of 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 noces. SIGNATURES PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1936., THE REGISTRANT HAS DULY CAUSED THIS ANNUAL REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY AUTHORIZED. CELANESE CORPORATION BY /</u. '7c. R. Tully7' Vice President and Controller Peat. Marwick. Mitchell & Co. CERTIFIED PUBLIC ACCOUNTANTS 3-L" PARK AVENUE NKW YORK. NEW YORK 10020 ACCOUNTANTS' 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 accompanying index. Our examination was made in accordance with generally accepted auditing standards, and accordingly included such tests of the account ing records and such other auditing procedures as we considered necessary in the circumstances. We made a similar examination of the 1968 financial statements and our opinion thereon was subject to the possible reduction of the 1968 extraordinary provision for losses by future tax benefits, if any. (See note 10 of notes to financial statements.) In our opinion, such financial statements present fairly the financial position at December 31, 1969 and the results of operations for the year then ended of Celanese Cotporation and of Celanese Corporation and consolidated sub sidiaries, in conformity with generally accepted accounting principles applied on a basis consistent with that of the preceding year; and the supporting schedules, in our opinion, present fairly the information set forth therein. /s/P?af fllattuic* (a. PEAT, MARWICK, MITCHELL & CO. New York, N. Y. February 24, 1970 \ t i l r CE1 CELANESE C0RP0RAT1 Dc Assets Current assets: Cash Marketable securities, at cost (approximates market)(note 2) Accounts receivable, less allowance for doubtful accounts ($1.9 million and $7.4 million) (Schedule XII) Receivable from subsidiaries Inventories (note 3) Other current assets Total current assets Corporation Consol ic $ 12.2 121.7 $ 30. 127. 72.8 31.2 66.0 2.5 306.4 183. - 178. 4. 523. Investments and advances (notes 2 and 4) : Consolidated subsidiaries, at equity (Schedule HI) Subsidiaries not consolidated, at equity (Schedule III) Other, at cost Advances to consolidated subsidiaries (Schedule IV) 213.8 0.1 215.0 50.7 479.6 _ 5. 251. 257. Less: Allowance for losses (Schedule XII) Property, plant and equipment, at cost (note 5) (Schedule V) Less: Accumulated depreciation, depletion and amortization (Schedule VI) Net property, plant and equipment Deferred charges, patents and other assets: Debt discount and expense Other Total Assets 27.8 451.8 832.9 397.4 435.5 1.3 1.0 2.3 $1,196.0 34. 223. 1,500. 603. 897. 3. 7. 10. $1,654. The accompanying notes are inte i. t >TION II DA TED SUBSIDIARIES :s 969 Liabilities and Stockholders' Equity Corporation Current liabilities: Notes payable, principally to banks Accounts payable Federal and state taxes and other amounts withheld Accrued liabilities: Wages and concussions 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 $42.7 272 10.0 3.9 3.9 15.2 33.0 28.4 81.4 25.5 213.2 o Long-term debt (note 7) (Schedule IX) Deferred income taxes (note 10) Deferred investment tax credit (note 10) Minority interest in consolidated subsidiaries (note 8) 332.0 29.5 18.8 - Stockholders' equity: Capital stock (note 9) (Schedule XIII): Preferred (cumulative, preference in liquidation$93.2 million) Common 90.2 229.1 31S.3 Retained income Total stockholders' equity 283.2 602.5 Consolidated S 14.7 78.0 4.6 12.4 5.8 7.7 28.8 54.7 91.9 42.4 286.3 553.1 74.5 28.6 109.4 90.2 229.1 319.3 283.2 602.5 Commitments and other matters (note 12) Total Liabilities and Stockholders' Equity $1,196.0 $1,654.4 if these financial statements ( 11 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Statement! of Income Year ended December 31, 1969 (in millions, except per share amounts) Corporation Consolidated Sales: Consolidated subsidiaries Outside customers * Operating costs: Cost of goods sold (note 3) Selling and administrative Research and development Total operating costs Operating income Other income: Equity in net income cf subsidiaries (Schedule XVII) Dividends received from other investments (Schedule XVII) Interest from subsidiaries or affiliates Interest on marketable securities and other interest Gain on sale of securities Miscellaneous $ 84.7 450.3 535.0 363.0 59.4 31.0 453.4 81.6 39.4* 3.4 3.2 1.9 2.5 0.2 50.6 $1,249.9 1,249.9 860.4 139.7 48.6 1,068.7 181.2 .* 4.9 1.1 6.1 2.5 0.9 15.5 Interest and debt expense amortization: Interest on long-term debt and notes payable Amortization of debt discount and expense Operating and other income Provision for Income taxes (note 10) Inco before minority interest Minority interest Income before extraordinary items (18.2) (0.1) (18.3) 113.9 37.6 76.3 76.3 (34.0) (0.4) (34.4) 162.3 73.2 89.1 12.8 76.3 Extraordinary items, net of income taxes (note 2) 3.2 3.2 Nee income Per share of common stock(a) Primary Income: Income before extraordinary items Net Income Fully Diluted Income: Income before extraordinary items Net income S 79.5 $ 5.41 5.64 5.17 5.40 S 79.5 $ 5.41 5.64 5.17 5.40 (a) Based on weighted average shares outstanding of 13,316,715 in 1969. Pully diluted income per share for 1969 was determined by giving appropriate effect to-shares that may be issued for dilutive stock options and shares that may be-issued upon - conversion of the convertible debentures and preferred stock. Equity in earnings of a non-consolidated subsidiary amounting to $4.4 million is Included in Cost of Goods Sold. The accompanying notes are integral parts of these financial statements. t O' CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Statement of Retained Income Year ended December 31, 1969 (in millions) Retained income at beginning of year Net income for year Deduct cash dividends (note 9): Preferred stock Common stock Total cash dividends Retained income an end of year $234.7 79.5 314.2 4.4 26.6 31.0 S283.2 Statement of Additional Paid-In Capital Year ended December 31, 1969 (in millions) Balance at beginning of year Deduc t: Amount transferred to Common Stock at December 31, 1969 $ 19.5 19.5 Balance at end of year $ The accompanying notes are integral parts of these financial statements. 0 I CELANE5E CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements (1) Principles of Consolidation and Related Hatters The consolidated financial statements include the accounts of the Corporation and all significant subsidiaries in which the Corporation owns in excess of 50" of the voting stock with the exception of Champlin Petroleum Company, Pontiac Refining -Corp., and Columbia Cellulose Company the treatment of which is more fully described in notes 2 and 13. All 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 app icable in che circumstances. Current assets and liabilities are translated at the rates of exchange in effect at the end of .ach 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 of approximate average exchange rates for each year, excepc Chat depreciation is translated at historical rates. Unrealized foreign exchange gains and losses, insignificant in amount, have been included in Other Income - Miscellaneous. (2) Extraordinary Items Extraordinary items include: Gain on sale of petroleum operations, net of taxes of $30.2 million Excess of Cost of Investments Over Related Equities (in millions) 1969 The sale of Champlin Petroleum Company and Pontiac Refining Corp. (petroleum operations), effective December 31, 1969, was completed on January 5, 1970, and has been reflected in the 1969 financial statements. Cash proceeds of $120 million received on January 5, 1970, are included in Marketable Securities. Additional proceeds of $120 million, payable in three equal annual installments beginning in 1971, are included in Investments and Advances - Other. Petroleum operations contributed $12.3 million to income before extraordinary items in 1969, after giving effect to allocated financing and administrative costs but before deduction of allocated preferred dividends. The gain on the sale of the Pontiac Refining Corp. was reduced by the excess of cost of investment over related equity in this company, $11.4 million. The remaining Excess of Cost of Investments Over Related Equities at December 31, 1969, totaled $22.7 million. This amount, commonly described as "goodwill", represented the difference between the acquisition cost of the shares of certain consolidated subsidiaries and the corresponding book value of the shares when acquired and was based on the anticipation of profits in excess of a normal return on investments. The anticipated above-normal return on investments in these sub sidiaries has not been realized, and management believes such returns cannot be expected in the foreseeable future. Accordingly, remaining goodwill, $22.7 million, has been charged to 1969 income as an extraordinary item. 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued (3) Inventories The inventories at December 31 that were used in the calculation of cost of goods sold were as follows: (in mil lions) Corpora tion Conso 1 ida ced 1969 1968 1969 1968 Paw materials and supplies $21.8 $22.9 $ 53.9 S 59.4 Wc rk-in-process Finished goods Iota 1 9.7 34.5 $66.0 8.9 30.9 $62.7 19.7 99.4 $178.0 20.1 92.4 S171.9 The inventory quantities as of December 31, 1969, were determined in part by physical inventories taken as of that date and in part from perpetual inventory records that had been cheoited, as to the major portion, 'ey recent physical inventories and, as to the remainder, by continuous ohysical inventory tests throughout the year. Inventories, generally, are valued at standard costs chat approximate current production costs and are not valued in excess of market. Inventory values do not include depreciation of fixed assets. (4 ) Investments and Advances Investments and Advances include $120.3 million at December 31, 1969, ($79.0 million as to the Corporation) representing investments in and advances to unconsolidated subsidiaries and operating companies thac are not subsidiaries. The related equity in net assets represented by these investments was approx imat 3 lv $126.4 million ($99.8 million as to the Corporation) at December 31, 1969. Other Investments and Advances are carried at cos. The Corporation's balance sheet includes its investments in consolidated subsidiaries at cost plus equity in undistributed income and additional paid-in capital. Investments in consolidated subsidiaries outside the United States are included in the consolidated financial statements as shown belcw: (in millions) South Canada Europe America Total Current assets $ 59.0 $30.6 $28.3 $117.9 Plant facilities and other non-current assets 148.5 18.9 26.7 194.1 Total assets 207.5 49.5 55.0 312.0 Less: Liabilities Minority interest 103.2 51.5 25.6 0.3 21.1 . 149.9 8.6 60.4 Equity in net assets S 52.8 121^6 $25.3 S1Q1.7 At December 31, 1969, undistributed income of non-U.S. subsidiaries was $30.5 million on which no provision for U.S. income taxes has been made. Management believes that such taxes on income that may be distributed would not be significant. t { 3 CELANESE CORPORATION and CEUNESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued The equity of the Corporation in the income of non-U.S. subsidiaries for 1969, the dividends declared and paid to the Corporation by such subsidiaries in 1969 and the equity of the Corporation in the undistributed income/(deficit) of the.< subsidiaries at December 31, 1969, are shown below: (in millions) -- Equity in Equity in undistributed income(a) Dividends income/(deficit) Canada $ 4.8 $2.1 $ 14.1 Europe 0.6 - (31.4) Souch America 7.4 0.7 13.4 S2.8 S-OJ) (a) Before extraordinary items of S3 million. Under the Corporation's program to divest itself of certain non-U.S. operations, all liabilities associated with the disposition of SIACE were discharged during 1969 for amounts less than anticipated. Also, the Corporation sold its investments in the British Paints group and '.Conaa, N.V.. Of the total allowance provided at December 31, 1968, the remaining balance, $34 million, is considered adequate to cover any possible future losses. (5) Property. Plant and Equipment and Depreciation Items included in Property, Plant and Equipment at December 31, 1969, and related average depreciation rates' are shown below: _______ Assets at Cost (in millions) Consolidated Depreciation Corporation Consolidated Rates 3uildings and improvements $117.2 $ 246.1 3.4X Machinery and equipment 627.2 1,098.2 6.9 Furniture and fixtures 10.9 17.8 7.5 Automobiles and rolling stock 4.5 25.2 10.0 Other assets 4.0 7.4 6.5 Sub-cota1 Land 763.8 8.4 1,394.7 14.3 6.3 Plant and equipment under construction 60.7 91.1 Tctal $832.9 $1,500.1 Depreciation, depletion and amortization expense amounted to $96.7 million in 1969 ($45.5 million as to the Corporation). Depreciation, depletion and amortization are provided over the estimated useful lives of the depreciable assets, or asset groups, by application of composite rates on a straightline 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. 4 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes co Financial Statements, continued When facilities are retired or otherwise disposed of, cost is removed from the asset accounts and charged or credited, after the application of the sales or other salvage realization, to the related depreciation reserve. Dismantling and demolition costs are charged to depreciation reserves. The accumulated reserves for depreciation are deemed adequate to provide for all losses on abandonment or retirement of facilities. (6) Deferred Charges Preoperating coses are expensed as incurred rather than deferred. The cost of purchased patents is amortized over the economic lives of the patents. (7) Long-Term Debt and Related Restrictions Debentures and mortgage bonds in the principal amount of $2 million ($1.4 million as to the Corporation), which nave been offset against long-term debt due currently, have been repurchased and are held in treasury. Exclusive of amounts due currently, remaining long-term debt at December 31 was as follows: (in millions) Debt of Celanese Corporation: 4 1/27. ( 4 3/47. after October 1, 1970) term loan serial notes, maturing serially from 1971 to 1973 $ 60.0 3 1/27. debentures, maturing serially from 1971 to 1976 31.0 5 3/87. subordinated debenture, maturing serially from 1973 to 1977 17.0 5 3/47. notes, maturing serially from 1971 to 1980 48.1 6 3/47. notes, maturing serially from1975 to 1987 25.0 4 3/47. notes, maturing serially from1971 to 1990 72.0 47. convertible subordinated debentures, maturing serially from 1975 to 1990 78.9 332.0 Debt of U.S. subsidiaries: Fiber Industries, Inc.: 4 1/27. notes, maturing serially from 1971 to 1974 5 1/4Z first mortgage and collateral trust bonds, maturing 17.5 serially from 1971 to 1978 5% first mortgage and collateral trust bonds, maturing serially 12.0 from 1371 to 1984 90.0 Celanese International Finance Company: 119.5 6 3/4Z debentures, maAring serially from 1973 to 1982 (fully guaranteed by CelaneseCorporation) 20.0 Celtran, Inc.: 4 1/2Z to 6 3/4% notes, maturing-serially from 1971 to 1973 9.7 Debt of Canadian subsidiaries: Chemcell Limited: 5 1/4Z general mortgage bonds. Series A, maturing in 1971 . 0.8 77. sinking fund debentures, Series A, maturing serially from 1971 to 1980 5 3/8Z sinking fund debentures, Series B, maturing 10.5 serially from 1972 to 1985 30.0 6 1/2Z sinking fund debentures, Series C, maturing serially from 1973 to 1986 13.9 55.2 5 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued Celtran Equipment Limited: 67. notes, maturing serially from 1971 to 1978 (in millions) $ 3.5 Debt of other non-l'.S. subsidiaries: Amcel Europe, S.A.: 6.37. and 87, first mortgage notes, maturing serially from 1971 to 1976 Notes of other subsidiaries with various interest rates and maturity dates Total 7.3 5.4 S553.1 Maturities and sinking fund requirements through December 31, 1974, are: 1970 1971 1972 1973 1974 (in millions) Corporation Consolidai $25.5 $42.4 28.7 47.2 28.8 47.8 30.9 53.3 12.1 30.4 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 that (a) no funded debt may be created unless at the time, and after giving effect thereto, consolidated net tangible assets, as defined, are at least tvo 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 Common Stock unless at the time, and after giving effect thereto, consolidated working capital, as defined, would be not less than $100 million, and the consolidated net income subsequent 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, 1969, is to limit the amount of retained income available for such payments to approximately $116.7 million. Assets of certain consolidated subsidiaries aggregating approximately $573 million are pledged to secure long-term debt of those companies. The 47. Convertible Subordinated Debentures of the Corporation are convertible into Common Stock at the rate of one share of Common Stock for each $96 of principal, subject to adjustment in certain events. In September, 1969, the Corporation issued 6 3/4% notes in the amount of $25 million under a $50 million credit agreement with two major financial institutions. The commitment with respect to the balance of $25 million was terminated in January, 1970. 6 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to 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 (in millions) $ 11.5 53.8 7.8 36.3 S109.4 (9) Capital Stock The number of authorized, issued and outstanding shares, par or stated values, and cash dividends are: Title (in millions) Par or Stated Value December 21 1969 1968 Cash Dividends 1969 1968 Preferred Stock: Series A 4 1/21, $100 par. Authorized Shares - 908,602, Issued and Outstanding Shares - 850,902 $ 85.1 $ 85.1 $ 3.9 $ 3.9 Convertible Preference $3.00, without par value. Authorized, Issued and Outstanding Shares - 100,000 71 Second, $100 par. Authorized Shares - 32,398, Issued and Outstanding Shares - 25,638 Sub-total 2.5 2.5 0.3 2.6 90.2 2.6 90.2 0.2 4.4 0.3 0.2 4.4 Common Stock, without par value, Authorized Shares - 25,000,000, Issued and Outstanding Shares at December 31, 1969 - 13,322,709 Total 229.1 228.4 26.6 S319.3 S3I8.6 $31.0 26.6 S31.0 The Preferred Stock, Series A, may be redeemed at the option of the Corporation at par value plus accrued dividends. On liquidation or dissolution, the holders of such stock have a preference to the extent of $100 per share plus accrued dividends. 7 CELANESE CORPORATION and CELANES.r CORPORATION AND CONSOLIi >TED SUBSIDIARIES Notes to Financial Statements, continued The Convertible Preference Stock may be redeemed at the option of the Corporation at S65 per share plus accrued dividends and is convertible into Common Stock at the rate of .6953 of one share of Conroon Stock and cash of SI.15 for each sha-e of Convertible Preference Stock, subject to adjustment in certain events. On liquidation or dissolution, such stock is entitled, in preference to the 77. Second Preferred Stock and Common Stock, co S55 per share plus accrued dividends. There is no provision for redemption of the 77. Second Preferred Stock; such stock has a preference in liquidation of $103 per share plus accrued dividends. At December 31, 1969, a total of 1,465,771 shares of unissued Common Stock was reserved for the following purposes: 69,530 shares for the conversion of Convertible Preference Stock; 821,441 shares for the conver sion of 47, Convertible Subordinated Debentures; and 574,800 shares for the Stock Option Award Plan. Additional paid-in capital of $19.5 million has been transferred to Common Stock. Of this amount, $17.2 million was attributable to Cnaaplin Petroleum Company, which was sold effective December 31, 1969. Under the Stock Option Award Plan that was adopted in April, 1965, options may be granted to officers and other employees for the purchase of 590,000 shares of Common Stock of the Corporation at the market price of stock at Che date of grant. In 1969, 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, 1969 was as follows: Year of Grant 1965 1966 1967 1S68 1969 Total Shares Subject to Option: Total at Jan. Granted Exercised Terminated Total at Dec. 1, 1969 31, 1969 39,700 - (500) (1.500) 37,700 169,000 - (6,400) (4,500) 153,100 61,750 - (3,600) (2,750) 55,400 54,550 - (1,100) (6,000) 47,450 - 38,900 - (1,000) 37,900 325,000 38,900 (11,600' (15,750; 336,550 Opcion Price per share Options Exercisable at December 31, 1969 $86 37,700 $47,375 to $58,375 158,100 Shares Available for Granting of Options $59,625 to $68,000 34,423 $55,625 to $69.938 $63,250 to $67,375 14,317 ' 2,000 246,540 238,250 8 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued The aggregate market value of the options at the dates of grant was $20.7 million. Information as to options exercised is as follows: Options exercised Va lue: Per share Total No. of shares 11.600 Option price $ 50.000 to S A6.0Q0 S659.693 Market value* $ 61.250 to . 70-435 $764,793 *On the date exercised. Information as to options that became exercisable is as follows: 0-tions that became exercisable Value: Per share No. of shares 100,109 Option price $47,375 to $69.938 Harket value* $59,000 to $70.375 Total $ 5.4 million ^^2. million The Corporation makes no charge against income with respect to options. *At the date options became exercisable. (10) Income Taxes For income tax purposes, depreciation and certain other income and expense items are calculated using methods that 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, are provided for as deferred income taxes. The investment tax credit is reflected in income as a reduction in the provision for income taxes over the estimated useful lives of the related assets. .. -- ; I' p t t f ! 9 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Noces to Financial Statements, continued The provision for income taxes included the following amounts: (in millions) Corporation Consolidated Income caxes payable for the year Add: Income taxes payable in future years Investment tax credit earned and deferred Less: Investment tax credit amortized Total tax provision $35.8 0.5 4.0 40.3 2.7 $37.6 $65.5 5.9 6.1 77.5 4.3 S.Z2.1 Possible income tax benefits related to losses provided for in 1968 in connection with divestment of certain non-U.S. operations are presently indeterminable and have not been reflected in the accounts. (111 Retirement Income Plans The Corporation and its consolidated subsidiaries have various retirement plans covering substantially all employees. Effective January 1, 1969, the Retirement Income Plan was amended to provide for funding solely with contributions by the Corporation. For 1969, charges to operations under the various plans aggregated $10 million ($5.7 million as to the Corporation), including, as to certain plans, interest on unfunded actuarial liabilities. If the Plan had not been amended as of January 1, 1969, total cost for all plans would have seen $6.6 million. Retirement costs are funded as accrued. Based on actuarial determinations, the retirement plans are fully funded with respect to all vested benefits. In 1969, certain assumptions used in the actuarial calculations of annual cost were adjusted to reflect more accurately the Corporation's current and expected experience. The revised assumptions had no effect on 1969 retirement cost. Based on the entry age level premium actuarial cost method of determining the principal retirement plan's financial status, there is an unfunded actuarial liability of approximately $23.8 million. The unfunded actuarial liability applicable to other retirement plans was estimated to be approximately $5.5 million at December 31, 1969. (12) Commitments At December 31, 1969, there are commitments of $35 million (Corporation $14.2 million) for acquisition of facilities, and $5.5 million for investment in a subsidiary. Also, as of February 24, 1970, investments in other operating companies may be required, under certain circumstances, to a maximum of $3.3 million. 10 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Financial Statements, continued The Corporation has agreed to provide a subsidiary of Columbia Cellulose and certain other subsidiaries with funds for working capital purposes, if and when required, to a maximum amount of $70 million in exchange for notes or shares of stock. The Corporation has agreed to purchase or obtain orders for products of a subsidiary and a subsidiary of Columbia Cellulose at prices chat will enable the subsidiary to pay, when due, all items of cost and enable the subsidiary of Columbia Cellulose to pay, when due, 60% of all items of cost. Cost is defined to include amounts sufficient to permit the payment of current installments of principal and interest on certain long-term debt. The long term debt at December 31, 1969, was $108.5 million as to the subsidiary and $40 million as to the subsidiary of Columbia Cellulose. Certain laboratory and office premises, terminal facilities, tank cars and retail outlets are leased. Minimum annual rentals (excluding taxes, insurance and other expenses that are payable under certain leases) relating to such property under lease at December 31, 1969, amount to approximately $6.6 million. Most of these leases extend over various periods up to 1989, and it is expected that in Che normal course of operations they will be extended or replaced. (13) Subsequent Event On February 10, 1970, a wholly-owned subsidiary, CelEuro, N.V., purchased 41% of the shares of the common stock of Columbia Cellulose Company, Limited, owned by Svenska Cellulosa Aktiebolaget in consideration for the issuance of a non-interest bearing note in the amount of $22.7 million (fully guaranteed by Celanese Corporation). The transaction increases the Corporation's interest in Columbia Cellulose to 91.3%. The accounts of Columbia Cellulose will not be consolidated because of the Corporation's intention to divest its interest. The working capital and products agreements, as described previously, continue in effect, except that the latter agreement has been amended, effective January 1, 1970, to provide that the Corporation will em le subsidiary of Columbia Cellulose to pay, when due,100% of all items o' cn i 1 11 CELANESE 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 ' ' 'ebcs are as set forth in the following table: Corporation: Maintenance and repairs Depreciation, depletion and amortization Charged to Cost of goods sold 522.6 (in millions) income Charged to other Other accounts Si. 8 SO.1(1) Tota 1 $24.5 42.1 3.4 45.5 Taxes, other than Federal taxes on income: Payroll taxes State and local real estate and personal property State income taxes Ocher taxes 6.0 5.0 0.3 3.5 * 1.0 0.2 9.5 6.5 6.0 - 5.3 - 3.5 - 1.2 16.0 Management and service contract fees Pents Royalties Bad debts Consolida ted: Maintenance and repairs Depreciation, depletion and amortization Taxes, other Chan Federal taxes on income: Payroll taxes State and local real estate and personal property taxes State income taxes . Other taxes Management and service contract fees Rents Royalties Bad debts 2.3 3.0 $49.4 89.5 4.4 9.6 5.9 3.5 23.4 - 5.0 10.8 - 6.4 - (0.1) ' 3.4 7.2 7.1 1.3 - 0.5 8.9 - 11.3 - 1.9 - 0.4(2) 0.5(1) - 8.7 3.0 0.3 ------- 53.3 96.7 11.5 - 10.9 5.9 4.0 32.3 -- - 16.3 - 10.8 2.3 Note: (1) (2) Charged to fixed asset accounts. Results from charge to Allowance for Losses on divestment of SIACE. Oil and gas royalties are excluded from sales and ocher revenue for one subsidiary. CEUNESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUB Investments in Securities of Subsidia Year ended December 31, 1969 (dollars in millions) Name of issuer and title of issue Celanese Corporation: Subsidiaries consolidated: I'.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: Fifteen at beginning of period and fourteen at end of period Balance at beginning of period________ No. of shares Amount Additions No. of shares ' Amo 44,847 4,500,000 1,000 $160.3 71.7 12.2 - SI -1 -( - 74.8 Total U.S. subsidiaries Non-U.S- subsidiaries: Chemcell Limited. Conaaon stock, without par value Cther companies: Fourteen at beginning and end of period Total non-U.S. subsidiaries Reserve for inter-company profits of Celanese Corporation in inventories of subsidiaries, carried as a reduction of investments Total subsidiaries consolidated 7,569,230 321.0 66.7 20.9 87.6 (0.9) $407.7 _2 1 Ji CEIANESc CORPORATION and CORPORATION AND CONSOLIDATED SUBSIDIARIES stments in Securities of Subsidiaries Year ended December 31, 1969 (dollars in millions) alance at egvnning 'f period f s Amount Additions No. of shares Amount Deductions No. of shares Amount Balance at close of period No. of shares Amount Scheuu1 * $47 oo d 300 5160.3 r..7 12.2 511.1 (1) 44,647 5 13.8(2) 157.6(3) S- - 13.0 (1) 1.9(2) 3.3(4) 4,500,000 81.5 - (3 6)(1) - 1,000 8.6 - 74.8 321.0 - 230 66.7 20.9 87.6 . - u (0.9) $407.7 5.3 (1) - 25.8 - 4.8 (1) 7.4 (1) 12.2 - (0.3)(5) S37.7 10.6(2) 25.2(3) 212.4 - 44.3 134.4 2.1(2) 16.4(4) 7,569,230 0.7(2) 19.2 53.0 27.6 80.6 _____ L_ $231.6 <l-2> S213.3 2 CELANESE CORPORATION and CELANESE CORPORATION AKD CONSOLIDATED SL1SIDI/ Investments in Securities of Subsidiaries, conti Year ended December 31, 1969 (dollars in millions) Name of issuer and title of issue Celanese Corporation : C.S. and non-U.S. subsidiaries (not consolidated) Ihreo companies at beginning and end of period Balance at beginning of period________ No. of shares Amount S 0.1 Additions No. of shares Amount Celanese Corporation and consolidated subsidiaries: U.S. and ncn-l'.S. subsidiaries (not consolidated): Seven companies at beginning and end of perio-j .4^ (1) Equity in income/(loss) for the year (Schedule XVII). (2) Dividends received (Schedule XVII). (3) Carrying values of investments sold for $240 million. The gain on the sale in the amour net of taxes of $30.2 million, was credited to current year income as an extraordinary T was received in cash on January 5, 1970, and the balance of $120 million is due in 3 equinstallments beginning in 1971. (4) Write-off of excess cost over related equity as an extraordinary charge to current year C5) Increase in reserve for inter-company profits in inventories. (6) Cancellation of subscription to stock of a subsidiary. 2 CELANESE CORPORATION and RATION AND CONSOLIDATED SUBSIDIARIES ecurities of Subsidiaries, continued r ended December 3i, 1969 (dollars in millions) ce at ning riod Amount Additions No. of shares Amount Deductions No. of shares Amount ` $ o.i _ _ S- Schedule !H Ort Balance at close of period No. of shares Amount S 0.L S 3,5 - J4A (1) $ .5. a rhe gain on the sale in the amount of $25.9 million, year income as an extraordinary item. $120 million 2 of $120 million is due in 3 equal annual aordinary charge to current year income, ories. Schedules IV and X CELANESE CORPORATION Indebtedness of and Indebtedness to Subsidiaries - Not Current ~ Year ended December 31, 1969 (in millions) Balance receivable Beginning Close of period of period Celanese Corporation: Subsidiaries consolidated: I'.S. subsidiaries : Celtran, Inc. Celanese International Corporation Fiber 'ndustries, Inc. Radio Hill Investment Corporation Pan Amcel Co. Inc. Other companies: Four at beginning and end of period, all totallyheld Total U.S. subsidiaries $ 0.7 0.3 1.9 - 47.5 50.4 $ 2.3 0.3 - . 1.3 45.6 49.5 Non-U.S. subsidiaries: Amcel Europe, S.A. Amcel Co. (Scandinavia) A/S Celanese Venezolana, S.A. CelFibras - Fibras Quimicas do Brasil, Ltda. Other companies: Two at beginning of period and one at end of period, all totally-held 6.5 0.2 0.1 1.4 0.1 1.0 0.1 0.1 Total non-U.S. subsidiaries 8.3 S58.7 1.2 $50.7 Balance oayable Beginning Close of period of period $- 1.0 - $- _ - 1.0 _ - . $1.0 __ - Jr ! BLANK PAGE 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 Machinery and equipment Oil, gas and timber properties Furniture and fixtures Automobiles and rolling stock Plant and equipment under construction Other CELANESE a CELANESE CORPORATION AND Property, Plan Year ended De (in d Balance at beginning of period Additions ac cost $ 8.3 107.3 559.0 9.8 3. A 35.7 3.5 S726.7 $ 15.1 $ 0.2 9.8 59.8 1.2 2.4 42.0 0.5 S.115.9 $ 0.6 234.8 1,0.88.6 166.5 17.9 . 26.0 71.3 52.1 19.0 110.7 13.6 2.3 7.0 38.8 3.7 Sl-672.3 S195.7 Notes: (1) (2) (3) (4) Write-off to expense. Reclassification of accouncs. Cross book value of property, plant and equipment of subsidiaries sold. Estimated fire loss on plant and equipment. CELAKESE CORPORATE and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Property, Plant and Equipment Year ended December 31, 1969 (In millions) 3alance at beginning of period Additions at cost Retirements or sales during period Other changes Deb it (Credit) Ba lance at close of period $ 8.3 107.3 559.0 9.8 3.1 35.7 3.5 S726.7 $ 0.2 9.8 59.8 1.2 2.4 42.0 0.5 S115.9 $- 0.2 8.2 0.2 1.0 - - S 9.6 S (0.1) CD 0.3 (2) 16.6 (2) 0.1 (2) - (17.0)(2) - S (0.1) S 8.4 117.2 627.2 10.9 4.5 60.7 4.0 ? JLLL.9 ? 15.1 234.8 1,088.6 166.5 17.9 26.0 71.3 52.1 ' Sl.672.3 $ 0.6 19.0 110.7 13.6 2.3 7.0 38.8 3.7 sm.7 $ 0.4 2.6 13.5 5.7 0.4 4.0 0.1 2.6 S29.3 $ 0.2 (2) (1*1) (3) (0.1) (1) (0.5) (2) (4.5) (3) 17.4 (2) f105.0)(3) (2.3) ('21 (172.1)(3) (2.0)(3) (0.1) (2) (2.7) (3) (17.0) ( 2) (1-9)(3) 2.3 (2) (47.6) (3) (0.6)(4) S(338.6) $ 14.3 246.2 1 .098.2 * 17.8 25.2 91.1 7.3 ^^pment of subsidiaries sold. CELANESE CORPORATE and CELANESE CORPORATION1 AND CONSOLIH Accumulated Depreciation, Depletion and Amortitatiot Year ended December 31 (in millions) - Classification Celanese Corporation: Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Other Celanese Coroporation and consolidated subsidiaries: Buildings and improvements Machinery and equipment Oil,gas and timber properties Furniture and fixtures Automobiles and rolling stock Other Balance at beeinning of period S i?.l 304.9 6.1 2.7 0.9 $361.7 $ 72.4 516.5 103.9 9.5 8.3 13.2 $723.8 Additions Charged CO Income $ 3.5 40.3 0.8 0.6 0.3 S.45,5 $ 8.1 74.7 7.0 1.3 2.9 2.7 $96.7 Notes: (1) (2) Loss on sale of plant. Cross book value of property, plant and equipment of subsidiaries sold. J R< r rt CELANESE CORPORATION and ;e corporation and consolidated subsidiaries . Depletion and Amortization of Property, Plant and Equipment Year ended December 31, 1969 (in millions'* Additions Charged co Income S 3.5 40.3 0.8 0.6 0.3 S45.5 S 8.1 74.7 7.0 1.3 2.9 2.7 536.7. Deduct: Retirements. renewals and replacements S 0.3 8.1 0.2 0.2 - s a.a S 1.8 12.6 3.5 0.3 1.4 S21.8 Other changes Credit (Debit) $(1.0)(1) - S (1.0) s (1.6) (2) (1.0)(1) (69.7)(2) (107.4)(2) (1-5)(2) (1-5)(2) (12.9X2) 5(135^6) Balance at close of oeriod S 50.3 336.1 6.7 3.1 1:2 5397.4 $ 77.1 507.9 9.0 7.5 1.6 S603.1 aries sold. Schedule VI CELANESE CORPOR and CELANESE CORPORATION AND CONSO Bonds, HorCgages and S December 31, 1 (in million Name of issuer and title of issue Celanese Corporation: 4 1/27. (4 3/47 after October 1, 1970) term loan serial notes, due 1970-1973 3 1/27. debentures, due 1970-1976 5 3/87 subordinated debenture, due 1973-1977 5 3/47 noces, due 1970-1980 4 3/47 notes, due 1970-1990 47 convertible subordinated debentures, due 1975-1990 6 3/47 notes, due 1975-1987 Total long-term debt - Celanese Corporation Deduct: Long-term debt due within one year Long-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 3/47 notes, due 1970-1978 Celanese International Finance Company: 6 3/47 guaranteed debentures, due 1973-1982 Fiber Industries, Inc.: 4 1/27 noces, due 1970-1974 5 1/47 first mortgage and collateral trust bonds, due 1970-1978 57. first mortgage and collateral Crust bonds, due 1970-1984 Total U.S. Subsidiaries Amount authorized bv indenture $100.0 50.0 17.0 50.0 75.0 78.9 50.0(1) $ 15.0 20.0 35.0 15.0 100-0 Amount issued and not retired or cancelled $80.0 33.0 17.0 50.0 75.0 78.9 25.0 $11.3 20.0 22.5 13.5 95.0 (1) In January 1970, this amount was reduced to $25 million. TION IDATED SUBSIDIARIES milar Debc 69 ) Schedule IX . 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 (SU.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 Con- solidated statements (SU.S.) ocher $1.4 $ 80.0 31.6 17.0 50.0 75.0 78.9 25.0 $ 80.0 31.6 17.0 50.0 75.0 78.9 25.0 357.5 25.5 S332.0 S1.4 5- 5- $- S357.5 - $ 11.3 - 20.0 - 22.5 - 13.5 - 95.0 $ 11.3 20.0 22.5 13.5 95.0 $162.3 $- $- _~ _ S** s- * 1 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATE Bondi, Mortgage! and Similar Debt December 31, 1969 (in millions) ITE I Name of issuer and title of issue Amount authorized by indenture o Cei.ar.ese Corporation a.id consolidated subsidiaries, cont. Canadian subsidiaries: Chemcell Limited: 5 1/47. general mortgage 'onds , Series A, due 1971 Can. 512.0 77 sinking fund debentures. Series A, due 1970-1980 (with comnon stock purchase warrants) Can. 15.0 5 3/87 sinking fund debentures. Series B, due 1972-1985 (U.S. dollars) 6 1/27 sinking fund debentures, Series C, 30.0 due 1973-1986 Can. 15.0 Celtran Equipment Limited: 67, notes, due 19 7 0-1978 (U.S. dollars) 5.0 Total Canadian Subsidiaries Other non-U.S. subsidiaries: Amtel Europe, S.A.: 6.37, and 87. first mortgage notes, due 1970-1976 (Belgian francs) Other notes payable with various interest rates and maturity dates B.F. $706.1 __1_ Total Deduct: Long term debt due within one year Long term debt (net) Amount issued and not retired or cancelled Amot he! by ox accc of i* thei Can. $ 1.5 Can. 11.0 30.0 Can. 15.0 4 .0 Can. Can. B.P. $427.2 - JO L :I or :cc is lei u I Schedule IX. cone. :d subsidiaries continued unt Id r for ounc ssuer reof Amount not held by or for account of issuer thereof Amount included in sum extended under caption "Long-term debt" in related balance sheet (SU.S.) Amount in sinking and other special funds of issuer thereof !$u.S .) Amount pledged by issuer thereof Amount held by affiliates for which statements are filed herewith Persons included in con solidated s tat<.tents ($U.S.) Other a$0.1 0.5 - - . Can. S 1.4 Can. 10.5 30.0 Can. 15.0 4 .0 $ 1.4 10.5 30.0 13.9 4.0 15978 S 0.1 0.5 - . S- 5- s- B.F. S427.2 - S 8.6 7.3 15.9 595.5 42.4 S553.1 $- - o  Schedule XII CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDURIES Reserves Year ended December 31, 1969 (in millions) Balance at baginning of period Additions Charged Charged Deductions to to other from income accounts reserves Balance a close of period Celanese Corporation: Deducted from assets: Allowance for doubtful accounts (deducted from trade accounts receivable) Allowance for doubtful accounts (deducted from other accounts receivable) Allowance for losses (deducted from investments and advances Celanese Corporation and consolidated subsidiaries: Deducted from assets: Allowance for doubtful accounts (deducted from trade accounts receivable) Allowance for doubtful accounts (deducted from ocher accounts receivable) Allowance for losses (deducted from investments and advances) Reserve for valuation of non producing leases $ 1.6 26.0 7.4 44.2 0.9 $(0.1) 1.9 lu2. s- $- $ 1.5 0.4(1) 0.3(2) 75.0(3) _ 74.0(4) 0.4 27.8 0.9(5) " 1.4(6) a.4(i) 0.8(2) 75.0(3) __ 86.0(4) 2.0(7) 0.8 (6 ) 7.0 0.4 34.C - (1) Results from charge to Allowance for Losses on divestment of SIACE. (2) Reclassified from Other Accruals. (3) Reclassified froa Allowance for Anticipated Losses Arising From Disposition of a Non-U.S. Subsidiary. (4) Results principally from the divestment of certain non-tJ.S. operations. (5) Bad debts, claims and allowances, net of recoveries. (6) Subsidiaries sold in 1969. (7) Leases abandoned. v-  I* < BLANK PAGE * "1 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATE.' Capital Shares December 31, 1969 Name of issuer and title of issue Celanese Corporation and Celanese Corporation and consolidated subsidiaries: Capital Stock: Preferred Stock, Series A (4 1/27. cumulative), par value S100 Convertible Preference Stock (S3.00 cumulative) without par value 77. Second Preferred Stock (cumulative), par value $100 Common Stock, vichout par value Total Celanese Corporation and consolidated subsidiaries: Minority interests: Fiber Industries, Inc.: Common Stock, par value $10 Chemcell Limited: Cumulative Redeemable Preferred Stock, par value $25 (Canadian): $1.75 series $1.00 series Common Stock, without par value Authorized bv charter Humber of shares______ Held by or for Issued and account not retired of issuer or cancelled cnereof 903,602 100,000 32,398 2S.000.000 350,902 100,000 25 ,fc38 13.322,709 9,500,000 7,200,000 594,500 20,000,000 395,000 99,500 13,258,277 Q I t TICK .ID\TED SUBSIDIARIES Schedule XIII -69-: d by for :ount .ssuer ^eof Not held by or for account of issuer thereof Shares outstanding as shown on or in cluded under related balance sheet caption "Caoital Stock" Number At..vine nt uhicn ^.irriec ! ir ri ! ions ) Number of shares held by affili ates for which statements are filed herewith Persons included in consolidated scacenents Ochers Number of shares reserved for officers and employees Number of shares reserve' icr cpcions, warrants, conversions and ocher ____rights - 850,902 850,932 - 100,000 100,000 2.5 _ 25,633 25,633 2.6 - 13.322.709 13.322.709 229.1 S319.3 -- - -- - - - -- - - - 572.300 1.265.771 7,200,000 2,700,000 $ 27.0 395,000 395,000 9.2 - 99,500 99,500 2.3 - 13,258,277 5,689,047 20.0 4,500,000 7,569,230 - 394,969 1,011, o I 2 CELANESE CORPORA!: and CELANESE CORPORATION AND CONSOLID Capital Shares December 31 1969 Name of issuer and title of issue Celanese Corporation and consolidated subsidiaries continued : Minority interests, continued: Celanese Colombians, S.A.: Common Stock, par value 5 pesos Celanese Venezolana, 5.A.: Common Stock, par value 10 bolivars C.A. Fibras Quimicas de Venezuela: Common Stock, par value 100 bolivars CelFibras-Fibras Quimicas do Brasil Ltda.: Coirmon Stock, Stated value 1.00 New Cruzeiro Etablissemenrs Gaudin, S.A.: Common Stock, stated value 100 francs French Tota 1 Authorized by charter '.lumber of Shares Held b or for Issued and accoun not retired of issu or cancelled thereo 7,635,000 1,522,500 130,000 23,079,635 159.697 7,604,926 1,522,500 130,000 23,079,635 . 159.697 13,36 _ _ _ Q Schedule XIII. Cone. ORATION SOL IDATED SUBSIDIARIES ares 1969 es_______ eld by r for ccount issuer hereof Not held by or for account of issuer thereof Shares outstanding as shown on or in cluded under related balance sheet caption ______"Capital Stock" Amount at Number which carried (in millions) Number of shares hehd by affili ates for which statements are filed herewith Persons included in con solidated statements Others Number of shares reserved for offi cers and employees Number of shares reserved for options, warrancs, conversions and other ri ehts 362 7,591,564 1,326.426 1,522,500 442,916 130,000 24,904 23,079,635 13,776,819 159.697 3.456 S 1.6 1.3 .6 3.2 .1 SL6UL 5,778,500 1,079,584 105.096 12,302,816 1S6.241 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Schedule XVII Income from Dividends - Equity in Net Income of Subsidia:ics Year ended December 31, 1969 (in millions) Name of issuer and 'itle of issue lanese Cov oration: Subsidiaries consolidated: U.S. subsidiaries: Fiber Industries, Inc.: Common stock $10 par value Celanese International Corporation: Common stock, without par value Celtran, Inc.: Common stock, $10 par value Other companies: Fifteen totally held subsidiaries: Common stock - various par values Total U.S. subsidiaries Dividends received cash $ 1.9 24.4 26.3 Non-U.S. subsidiaries: Chemcell Limited: Common stock, without par value Celtran Equipment Limited: Common stock, par value $1.0 (Canadian) Celanese Colombiana, S.A.: Common stock, par value 5 pesos Celanese Venezolana, S.A.: Common stock, par value 10 bolivars C.A. Eibras Quimicas de Venezuela: Common stock, par value 100 bolivars CelFibras-Fibras Quimicas do Brasil Ltda.: Common stock quotas Other companies: Nine totally-held subsidiaries: Common stocks - various par values Total non-U.S. subsidiaries 2.1 .5 .2 _ 2.8 29.1 Amount of ecuicy in net income (loss) for the vear $13.0 (3.6) .6 15.8 25.8 4.8 _ 1.5 .7 .8 (.2) 4.6 12.2 38.0 Schedule XVII. Cone. 2 CELANESE CORPORATION' a.id CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Income from Dividends - Equity in Net Income of Subsidiaries, continued Year ended December 31, 1969 (in millions) Celanese Corporation, continued Losses reported in extraordinary icems in Statement of Income Dividends received cash S29.1(1) Amount of equity in net income (loss) for che vear S38.0 5.8 Equity in net income of a subsidiary included in Cost of Goods Sold Other investments S 3.4(2) (4.4) S3U(3) Celanese Corporation and consolidated subsidiaries: Non-U.S. subsidiaries (not consolidated): Seven non-U.S. subsidiaries.: Capital Stocks - various par values S- $ 4.4 Equity in net income of a subsidiary included in Cost of Goods Sold (4.4) Other investments S 4.9(2) Notes: (1) Dividends from consolidated subsidiaries are credited to the investment account (Schedule III). (2) Taxes withheld on dividends received amounted to $660,000 as to Celanese Corporation and $684,000 as to Celanese Corporation and consolidated subsidiaries. Such taxes have been reclassified to Provision for Income Taxes. (3) Taxes vithneld on dividends received from foreign subsidiaries amounting to $302,000 have been reclassified to Provision for Income Taxes.