Document XRky7M3GV09Dx5a4d85m844L4

PLAINTIFF'S EXHIBIT cmioo 1 SECURITIES AID EXCHAJCZ COMMISSION Washington, N.C. 20549 FORM UHL ANNUAL REPORT PU2SUANT TO SECTION 13 or 15 (d) THE SECURITIES EXCHANGE ACT OF 1934 - V\'J For Che fiscal year ended December 31, 1970. Commission File No. 1-1308 chases e coRpaanoN (Exact name of registrant as specified in its charter) RECD-S Delaware (State or other jurisdiction of incorporation or organization) 13-5568434 Mak 3 j i; (I.R.S. Bsployer Identification No.) 522 Fifth Avenue, New York. N.Y. ________ 1QQ36 I (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 212-667-2000 Securities registered pursuant to Section 12 (b) of the Act: Title of each class 3 1/2Z Debentures, due October 1, 1976 47. Convertible Subordinated Debentures due April 1, 1990 Preferred Stock, Series A Convertible Preference Stock 7Z Second Preferred Stock Cocmon 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 CXaae) i ( > i l ITEM 1 BUS DIESS. CVlarv^f incorporated in Delaware in 1918, has executive ofikn at 522 Fifth Avenue, New York, N. Y. Having begun as a manufacturer of acetate yarn, Celanese, together with its related dmiffflk, foreign companies, now manufactures and sells a diversified line of fibers, chemials, plastics ***d patf| and industrial coatings. Most of the products are made by chemically processing and upgrading two basic raw materials, wood pulp and petroleum derived hydrocarbons. While most of Celanese's sales are to other manufacturers for esc m a wide variety of coosomer and industrial products, paints and related products are sold both at wholesale and retail. The term "Ceianese" hereinafter mn Celanese Corporation and its domestic subsidiaries unless the cnrtwrx otherwise indicates. Celanese is also sometimes referred to herein as "the Registrant". For f*rh qf the years 1967 through 1970, sales volume of the base product lines of Celanese were: --------{# mflliom)- -- 1967 1968 1969 1973 Fiben ..................................... ............. Chemicals ............................... ............. Plastics ................................... ............. Coatings................................... ............. Petroleum ............................... ............. Forest Products.................... ............. ? S62.S 1613 1013 143.3 146.6 65.1 1.181.1 $ 6509 1S53 116.2 147.4 1877 46-2 1,134-2 $ 702.4 201-3 1242 962 1922 -- 12167 $ 6812 198.3 1192 966 -- -- 1.095S Intercompany sales ............... ............. Total (7U) (*<) (662) (592) The table below shows the per share income before extraordinary items contributed by each of the major product groups of Celanese--fibers, chemicals, plastics, and coatings---over the past four years. Amounts attributable to operations divested in prior years are shown as "(hscontizxned operations** and include forest products and non-U.S. coatings operations through 1968 and petroleum operations through 1969. Tbe income per share dara by product group reflect aUocafrd administrative and financing costs ^ preferred dividends. Income before taxes is not shown because different operations have varying tax rates that have a significant effect on product profitability. In adrttfinn, minority interests are not the same for each product group and income before minority interest does oat, therefore, reflect each product group's contribution to Celanese's total income per share. For the sane reason, income per share *w<i not be related to product group sales, which are stated before majority interest. In 1970, income per share from fibers operations amountrd to $2.28 and contributed 65 |wmm of Celanese's total The percentage contribution from the fibers operations has increased each year from 1967. Chemical operations contributed $1.00 or 28 percent of the total. Plastics contributed 27 rwm per shve or eight percent of the total down from the 13 percent contributed m 1969, bat higher than the contribotian on a percentage basis in 1968. Tbe coatings prodacts gmp, after providing for the of administrative and fiwgnrinjr costs, reflected a loss of four cents. \ * j \ j . ; r- i " -* - . ': i,:k 1 -V *" 1967 Income Percent Per Shire of Total Present operations Fibers .................... $2.03 57% Chemicals .............. 1.22 35 Plastics .................. Coatings ................ 31 (.02) 9 (1) Total .............. 3.54 100% 1968 Income Percent Per Share of Total $2.64 1.31 60% 30 28 6 .16 4 4.39 100% 1969 Incc_-je Percent Per_ire of Total 1979 Income Percent Per Share of Total $276 61% uo 24 27 13 .10 2 433 100% $228 6'% 1.00 28 27 8 (.04) a) $3.51* 100% Discontinued operations .58 Total .............. $4.12 (37) $4.02* 88 $5.41* * Before extraordinary items. In general Celanese's products, in each of its basic product lines, are sold in highly competitive markets. During the two year period 1969-1970, Celanese made capital expenditures of approximately $308.2 million. Most of these expenditures were for the purpose of increasing productive capacity. Due pri marily to the recent economic slowdown capacity was in excess of 1970 sales volume. Fiber* UrrrrXD States Opxxaxiorts Fibers for apparel, home furnishings, industrial and other uses are divided into two broad categories: natural fibers such as wool and cotton, and man-made fibers. Man-made fibers are generally divided into three sub-categories: cellnlosic fibers derived from cellulose and mndsring chiefly of raron. arrratr and triacetate fibers; non-cellulosic fibers derived from long chain polymers and consisting chiefly of polyester, nylon and acrylic fibers; and other fibers manufactured from non-fibrous natural materials such as glass. Celanese produces a broad range of mao-made fibers which are sold for a wide variety of end-uses. Celluloiics. Cellulose fibers are produced by Celanese principally from acetic add supplied by Celanese's chemical plants and wood pulp purchased from Columbia Cellulose Company, Limited under long-term contract (see Other Foreign Investments) and from others. The principal crifalosic fibers are: Acetate Filament Yam--Celanese believes it is the world's largest producer, accounting for approximately half of U. S. production. This fiber represents a substantial paction of Celanese fiber sales. Among the end uses are men's, women's and children's apparel, curtains, draperies and upholstery. i Triacetate Filament Yarn--Celanese is the only U. S. producer of this "ease of cart'' fiber introduced in 1955 under the trademark And. Arad is one of the major man-made fibers in tbe women's apparel field. Other principal uses arc men's and children's appareL ' Acetate Cigarette Filter Taw--Celanese is one of two U. S. producers. AD major U. S. cigaretted-1;. companies are customers of Celanese. Celanese and its subsidiaries are also major suppliers to world ^ markets through man'iiacxuring operations (Ecensed or owned) in seven countries and exports ^ V throughout the world. i L \. Other ceUuiosic fibers manufactured by Celanese are acetate and triacetate staple which are sold to customers who spin them into yarn or use them for fibetfiU products. Non-cellulosics. Commencing in 1958 Celanese has diversified its fiber operations by its entry into the non-cellulosic field through its interest in Fiber Industries, Inc. (62'/,% owned by Celanese, and 37yifi bf Imperial Chemical Industries Limited, ["LCL"]). Celanese markets all fibers produced by Fiber Industries, Inc The non-cellulosic product line includes: Polyester Textile Filament Yarn--Fiber Industries, Inc is believed to be the second largest ot eight U. S. commercial producers of this textile yam. Polyester textile filament yam is the fastestgrowing product in the total U. S. fiber market. Major end uses include a wide variety of knitted and woven apparel and home furnishing fabrics. Polyester Industrial Filament Yam--Fiber Industries, Inc is believed to be the largest supplier e: polyester tire yam which has taken over the major share of the U. S. original equipment market and constitutes a substantial part of the replacement tire market for passenger cars. In addition polyester industrial yams are used for other end products such as belting and sewing thread. Polyester Staple--Of eight U. S. commercial scale producers Fiber Industries, Inc is believed to be the second largest. End uses include men's, wootm's and children's apparel, SberfiB products, home furnishings and industrial uses. Polyester fiber is traduced principally from chemicals purchased in the open market under contracts of varying periods and marketed under the trademark Fortrd. Nylon 66 Yam--Nylon 66 is produced commercially by Fiber Industries, Inc and seven other companies in the U. 5. and is used in apparel, home furnishings, arc cord and other industrial products. The chemical intermediates from which nylon 66 is manufactured are furnished by a Celanese chemical plant (See Chemicals). Other Products--In December 1970, Celanese announced expanded activity in the evaluation and testing of man-made smoking material, with plans to boBd a semi-works production fadHty which wiD supplement research activities being carried out. The trademark Cytrel has been registered to designate this smoking material, which has a cellulosic base. Although it is not ouw being marketed commercially, the material has been made available for evaluation by cigarette manufacturers throughout the world and also has had some limited test marketing outside of the U. S. Celanese recognises that the afaiSty to satisfy human taste wil! be a vital factor in the consumer acceptance of this product. Patent applica tions have been filed for the purpose of protecting inventions developed through research in smoking materials over more than 10 years. Marketing. Celanese sells the major portion of its fibers and yarns directly to ndls and other intermediate processors; nonetheless its indirect marketing efforts ealnad on a nationwide basis to each level in the textile manufacturing and distribution system, through technical service, advertising and / promotion, to the ultimate consumer of the apparel and home furnishings made from snch fibers and yarns. There is considerable price competition in most fiber products. ' V^;j - In addition to advertising, directed both to the trade and to the consuming public, Ccfancse cnwAnrc. market research and maintains constant commonration with designers, converters, fabricators and retsJeoff&^~j^jj. in order to anticipate and meet changes in fashion and popular taste. Cehraese produced fibers and yams /"-T: are further processed into a broad range of fabric textures and weights. `. -r-- > .ri:ri'rw-v. ri''- PM 1 mainuins development laboratories, which dnplkafr topical textile miO facilities. together with research, pilot and commercial scale facilities for development of new lad improved fiber and yarn products. Coordinated research, thorough testing of processing techniques and preparation of sample materials for mill customers are important factors in the imitating of its fiben and yarns. Chemicals In 1945 Celanese first entered the petrochemical field, primarily to obtain a supply of acetic add and related chemical raw materials for its fiber operations. As this phase of the business expanded and additional products were developed, many chemicals produced were sold to others. During 1970, Celanese sold approximately 70% of its chemical production externally, with the remaining 30% being further processed into fibers, plastics and coatings. Celanese believes it occupies a lrad;-g position in the technology of direct oxidation of hydro carbons. It produces and sells more ihan 90 individual products in the following broad classes of petrochemicals: acids, alcohols, aldehydes, anhydrides, esters, glycols, krmnes. monomers, nylon raw materials and poiyols. These chemicals are used in the manufacture of a wide range of consumer and industrial products, including adhesives, paints, surface coatings, building materials, detergents, fad additives, lubricants, leather coatings, paper, pharmaceuticals, plastics, rubber and man-made fibers. Celanese produces, sells and uses in volume each of its principal chemicals, including acetic add, methanol, butanol, acetaldehyde, ethylene oxide, formaldehyde, vinyl acetate and various acrylates, glycols and polyols. These chemicals are produced from different basic raw materials by several different processes. Such raw materials are purchased by Celanese on the open market and under contracts of varying periods. Raw material price fluctuations which may occur from time to time are not expected In have a material effect on the business of Celanese. Direct sales efforts are supplemented by its technical service deparuuuX which assists customers in utilisation of established chemicals as well as supporting development of uses for newly produced chemicals. Plastics The plastics products of Celanese consist of resins and fabricated or partially fabricated products. The plastic resins are: Acetal Copolymer--This high strength engineering plastic, a replacement for metals, plastics and other materials, is sold under the trademark Ceksn, and has wide applications including automobile parts, appliances, plumbing fixtures, hardware, industrial ad iwinniininni-. equipment and audio recording devices. Broad acceptance has been pettuiiarty in engineering appli cations, including replacement of die-cast zinc, brass and other vw* Celcon is a product of the Celanese lesearch laboratories aid processes for malrmg Cekou and the composition thereof are covered by pending and issued patents. The basic raw material for Gdcon is formaldehyde which is produced by Celanese. (See Chemicals.) Criaiwsr is one of two U. S. producers of ,1 maa -- and the only producer of acetal copolymer. High Density Potjetkylme Resin--This resin is sold under the trademark Fcrrtiflex and is used ,, for bottles, housewares, toys, wire coatings, pipe and extruded sheet, and other applications. Celanese 1;-; is one of the nation's largest producers of this resin. "C". ' 4 "3 -a ... j .Yykm--Nylon resin is used in a broad range of applications including bearings, tool boosing*, decthcad insulation, hardware, and automotive parts. Tbe raw material is supplied by Grianesc. (See Chonicals.) Cellulose Acetate and Cellulose Propionate Molding Compounds--These resins are used in applidtions such as toys, buttons, brushes, optical frames, telephones, automotive parts and appliance housings. Celanese has announced its intention to withdraw from the manufacture and sale of these resins during 1971. Fabricated and partially fabricated plastic products are: Polyester Film -- This film, sold under the trademark Cebnar, is a high tensile strength trans, arent material used for electrical insulation, audio and viduo recording tape, drafting and engineer* mg supplies, pressure sensitive tapes, photo base film, stationery supplies and printed circuits. rviarwo* t5 one of five U. 5. producers. Raw materials are obtained from Fiber Industries, Inc. (See Fibers.) Plastic Pipe and Fittings -- These products are sold under the Yardley trademark for end rises including agricultural, housing, industrial and oil field applications. Raw materials include some of the plastic resins mentioned above and other resins which are purchased in the open market. Celanese is one of numerous U. S. producers. Acetate Film and Sheet--Acetate film and sheet are used for vacuum-formed packaging, protec tive covers, recording tapes, rigid transparent containers, food wrapping and packaging, hminates for packaging and optical frames. Celanese is the largest U. S. supplier oi acetate film and one of several suppliers of acetate sheet. Raw materials are manufactured by Obnrsr. (See Fibers.) Direct sales efforts are supplemented by a technical service department which assists customers in utilization of established plasncs as well as supporting development of uses for nerrty produced plastics. There is considerable price competition in most plastics product!. Paints and Industrial Coatings In August 1964, fAnaw acquired tbe hnsmrw and assets of Devoe St Raynolds Company, Tnr tbe discoverer and initial developer of epoxy resins. Now known as Celanese Coatings Company, k carries* on an active research program in the paint and surface mating field. Tbe product fine includes industrial coatings, resins, a complete line of paints for trade and rmimiisr applications, and ocher products modems' to the paint and industrial coating industry. These products are sold under tbe Devoe and Jooes-D* oey trademarks amor.g others. Approximately two-thirds of sales are resins and coatings for autL. .otive, industrial and marine markets. Tbe renaming sales are for trade and applications and are made to contractors and users through distributors, dealers, and Wanrhi With national distribution of a complete line of products, Glaraa. is among the ten largest mpphers in tbe paints and industrial coatings industry. Sales efforts are Tpplrmcntgd by product Wp.i--* and technical service personnel who assist customers in utilisation of riting prodoOs and m i'tg development of new coatings. iNTXaHAHOITAI. OrZBATIOKS Celanese first extended manufacturing operations entside the conrinrntal United States in 1944. Today consolidated international subsidiaries and related companies operate plants in eleven countries, employing in the aggregate more than 15.000 persons. Celanese has interests in affiliated companies which are engaged principally in manufacturing or selling operations in over sixty countries outside the United States. These operations are subject to the ecoonmir and political risks inherent in international business. Canada Chemcell Limited C'OiemceH"), 57.1% of the common stock of which is owned by Celanese {Se Item Q,is one of three major producers in the Canadian man-made fiber industry, one of the two largest among many producers in the textile industry and one uf seven major producers in the Canadian chemical industry. Chemcell has recently announced a divestment and shutdown program, including three major chemical facilities, and has made substantial writedowns in the carrying value of certain investments. (See Xotc E to Consolidated Statement of Income.) It sow produces and sells: petro chemicals including adds, alcohols, aldehydes, anhydrides, polyols and monomers; and various inorganic chemicals, including xanthates. Some of its chemicals are combined with wood pulp to marnifarmre cellulose acetate flake, which in turn is processed into acetate tow for cigarette filters and into aettatr vara and fiber for further processing into fabrics or for sale to Canadian textile mills and for export. The balance of the chemical and flake production is sold in the Canadian and export markets. Through an affiliated company it is also engaged in gas and oil exploration. It also sells in Canadian and export markets: acetate, triacetate and polypropylene fibers and yams; fabrics of acetate, nylon, polyester and triacetate; and carpels made from acrylic, nylon, polyester and polypropylene fibers. Chemcell holds a 40% interest in MiDhaven Fibres Limited ("hGnhaven"), manufacturer of polyester yam and fiber; Canadian Industries Limited (a subsidiary of I.CL), owns the remaining 60%. Chemcell and Canadian Industries Limited own equally CEL-CIL Fibres Limited, which markets all yarn and fiber produced by Chemcell and MUlhaven. inrhiding acetate, polyester, polypropylene and triacetate. Alma Paint and Varnish Company I.imitrd. a wholly-owned Canadian subsidiary of Celanese. manu factures and sells paints and coatings. Europe Amcel Europe, S-A., a wholly-owned subsidiary of Cebnese, produces in Belgium triacetate filamrrt yarn, acetate filament yarn a^d acetate tow for cigarette filer material Celanese has a substantial minority interest in Tram Polymeruerke Gm-b.IL. which operates a plant in West Germany for the production of acetal copolymer. Loog term plans have been innmiired for ;y.e possible erection in the United Kingdom of a pb t to manufacture acetal copolymer and to be jointly owned by Cebnese and ICI. 6 Mexico Celanese Mexicans, S.A., in which Celanese has a substantial minority investment, is among the largest manufacturing companies in Mexico and is the country's largest producer of man-made fibers. Celanese Mexicans produces acetate, rayon, nylon 6 and polyester yam and fiber; cellulose acetate flake, cellophane, dissolving cotton {inters, pulp and, as a by-product, sodium sulphate; and petrochemicals including adds, alcohols, anhydrides, emulsions, esters, ketones and cellulosic plastics; manufacture of acrylics is scheduled to begin in 1971. Other Countries Subsidiaries of Celanese in Colombia, Venezuela and Brazil produce one or more of the following products: polyester, nylon, acetate and rayon yam and fiber, textiles, acetate tow for cigarette filters and cellophane. Celanese has a substantial interest In a company in Peru and minority interests in companies in Japan producing or marketing one or more of the following products: acetate, acetal copolymer, triacetate, rayon and polyester yarn and fiber, sulphuric add, mixed fertilizers and other chemicals and products. Ot'*r Foreign Investments Columbia Cellulose Company, Limited ("Columbia**), 9\3Jo of the common shares of which are owned by Celanese, is primarily engaged through its operating subsidiaries, in the operation of pulp mills in British Columbia and in selling the products of such mills consisting of dissolving sulphite pulp, bleached loaft pulp and lumber. Dissolving sulphite pulp is used prindpally for the prodoction of cellu losic fibers and kraft pulp L used prindpally in the manufacture of paper products. A substantial portion of Celanese s requirements of dissolving wood pulp is frraished by Columbia. During 1968 Celanese announced a program to divest itself of certain non-U.S. operations including Columbia. Consistent with this intended program of divestment, the accounts of Cohanfiia have not been consolidated with the Celanese financial statements since June 30, 1968. (See also Notes and 3 nf Mnfw tn Financial Statements Corporation and Consolidated Subsidiaries. Celanese bolds investments in certain other corporations located in The Netherlands, France and Germany. Research, Patents and Licensing Celanese maintains principal research and development laboratories at Summit, New Jersey; Charlotte, North Carolina; Corpus Chrisd, Texas; and Louisville, Kentucky. Over 1,700 employees are engaged in basic and applied research and development mriuding over 650 professional employees. In addition product and process development laboratories are maintained at most of die plants. Sub sidiaries and affiliates also maintain research laboratories at various locations. CAnwe owns or is licensed under miuerom patents of which some are important to specific axnmercal operations. No one or group of patrots, however, is considered of mater'll m-ipwtAnr* to the business as a whole. Celanese has also developed and acquired technical infnrmmon in its hnsxreiated fields of chemicals, fibers, surface coatings and plastics. which it bos licensed in varying degrees to affiliated companies and others in loth the United States and certain foreign comg'n. Employees At December 31, 1970 Crbnrvt had approximately 24.000 employees is the United States, including over 5.300 exempt technical, managerial and administrative employees. The majority of its principal domestic plants are organized by various labor enions. The applicable labor agreements are, for the most part, for terms of either two or three years. From rime to tne work stoppages have ocnnred in various plants but have not been considered of material anpor- -ce to the business as a whole. Celanese maintains comprehensive benefit plans for the welfare and security of its employees and their families. Such plans indude retirement income and group inanance plans, with retirement pensions, a stock bonus plan, disability benefits, hospital, medical and logical reimbursements, major medical benefits and life insurance benefits for hourly and salaried employees. Celanese believes ha relations with its employees bare been satisfactory. As part of a strategic review to prepare the company lor the changing conditions of the 1970's, Celanese announced on October 1, 1970 plans to reduce as U.S. workforce by about ZflOO persons by June '., 1971. much of such redaction having been aceocptdsed by the end of 1970. s : 'V.y'.ys ITEM 2 SUMMARY OF OPERATIONS CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED STATEMENT OF LNCOME The following consolidated statement of income of Celanese Corporation and consolidated subsidiaries has been examined by Peat, Marwick, Mitchell & Co., independent certified public accountants. This statement should be read in conjunction with the consolidated financial smtemenis, related notes and accountants' report appearing elsewhere in this Fora 10K. $UC22 Jl.l 10.0 51-253.8 512*9.9 $1.0367 Operating costs (notes A and 9) : Cost of goods sold (notes B and 2) Selling 2nd administrative .................. Research and development ................ Cost redaction program (note C) ... Total operating costs .................. Operating income.................................. Dividends, interest and other irrome .... Interest expense ................ ,......................... Operating and oibe- income.............. 699.5 US2 33J 83AO 144-2 112 (31-7) 1218 787.6 146J 38.8 8847 1477 418 880.4 1397 4S.6 972.7 137J a.i (34.S) 110.9 1.07-14 181.4 72 (402) 148.4 1.0687 1812 ISA (34.4) 162J 7S17 1272 33.4 62 9397 97JO 292 (3LS~, 94.4 Provision lor income taxes (oote S) . Payable: For the year........................ In future years .................. Investment credit effect .................... Income before minority interest ............ ;....................... Minority interest ................................................................................. Income before extraordinary items (oote D) .............. Extraordinary items act of income taxes (oote E) .......... Net income (oote D) ......................................................... Dividends oo preferred stock (oote 7) .................................. Net income avaitabl. *ar common stockholders............ 36.9 9.0 4S 50,8 73.0 6.4 66.6 -- 66d (4j5) $ 62-0 39.4 6JS Is 472 614 4.1 59.3 -- 592 $ 54.8 56.4 OS 137 80-8 67jS 9-8 S7* (LWS) (77b) (44) i (*L4) 65.5 5.9 u 732 B9.1 12.8 762 32 79.5 (4.4) J >A! 2L4 1A2 OA 35.* 59JS s.-SL0 05) 4&5 (4J) 5 442 Per share of common stock (note F): Primary income: Income before extraordinary items.......................... Net neobK ................................................................... Folly diluted income: ?nmm before extraordinary items.......................... Net Income ................................................................... Cash di ndends declared by Celanese Corporatioc........ $479 479 H12 4.12 $4J32 (6.11) .41 5.64 ELS1 AS 4j60 198 3J88 5A7-4. - AA2: 4.60 198 x40 ' A24 $2D0 $2-00 $2.00 . $2iX) 12955,155 U307294 -1X308,022 *1 1A316JU l IXJWMT * Amotmts have been reclassified on a basis coosistest with 1969 aad 197U. Numbered notes refer to Notes to Financial Statements of Celanese Corporationi'. and Consolidated Subsidiaries. (Footnotes on following pages) ^ ..-i *: -'i -..f* V " (A) Depredation depletion and amortization expose is down oedg (be operating cost classifications to which k applies. The amount ai such expense inrioded herrio is: 1964 $78l2 a&an; 1967, $874 millioa; 1968. $93.9 milboo; 1969, $96.7 mil1 ion ($817 million excluding petroleum operation); and 1970, $974 millioo (sec nose 4 ai notes to the financial "Statements). (B> Tbe inventories toed in determining cost of goods add in the consolidated statement ot income were: Yean c*M Dtccnbcr H 1970 .. 1969 .. 1968 .. 1967 .. 1966 .. 1965 .. $2014 178J> 171.9 206.7 1874 175.4 (C) Represents termination costs associated with a pfas tc .'fiijuiir* and streamline certain manufacturing, marketing, research and staff {unctions. This charge to operations amoueaed to $3.4 million, net ai or $76 per flare. (D) Income before extraordinary items, net income and dividend: from consolidated oon-U. S. subsidiaries and provision lor non-U. S income taxes are: Yean coded December 3! Income Mam Exmordiaarr We locanw Dteidends Pmuion for BOU-U.S. tuna me Tas* 1970 .............................................................. 5 64 1969 ............................................ 1968 .............................................................. (44) 1967 .................................................................. (0.7) 1966 ................................................................... 3.4 $(103) 124 94 (203) (07) 14 $24 24 24 13 13 $ 34 9.1 IIJ V US * f tfce tax cA-n nt annoediiy mu, (E) Extraordinary hems include: me Provision far anticipated loss on noo-U. S. openram.......... . $(li94) liKome tax benefits from losses on prior driesunem* of non-U. operations ...................................................................--................ --. -- Provisioo far driesanem of cotain European fr.itifc operations ($154 wp tea* income tax benefits ai $154 taXmi) ........ ... Provision for leases on shutdown and disposition of grain Canadian and U. S. bolities ($30.4 uuUioo less mcome taxes of S1S7 million) ..................................................................--.................... . Reduction ai arrymg value of certain investments a Cuinfiw subsidiary ................................................................. ......................... -- -- -- Gain on sale of peti oleum operations, net ai taxes of $304 miffim -- Excess of cost of investments over related equities .................-- Effect of change in accounting principles applicable to write eff of preoperating oocts previously deferred.............. ... .............. .. (154) $0348) ! $- -- -- tWO $- 194 07 - 219 (22J) (14.7) (8-1) -- - In 1968. an extraordinary charge to income of $119 rmfian was for losses expected to be realized under the Corporation's prognm to divest itself of certain non-U. Had the operating results of three of these'.- J companies, which were not subsidiaries in 1969, been cxdtohd from toe cnnso&dated statenant of income for- the ytarx^Tl 1968, consolidated safes would have been $1.1712 uuDion; nowdlrfitid : before extractdinary items would bmK $674 raillkn, <x $177 per share mid cmaofiifated net fact would hoe ben $67 griHinn. or $546 per shared Ho'v^ recogrition was given to possible futare tax benefits. which were at that tine.* Dtrwg 1970," k au-^ determused <***, prnmrily because of taxable pea sobtepnatiy tax bnefrts of appreoamateiy $194 rifiaa .* lad b--available to offset losses attributable to soch Nectar It was decided in 1970 to divest Ofanrar Fqnitin Corpaotioa and QfEuro-KY^.which were bnliiag cumpanin far two European textile operations to be divested. Colofl G.mJbH. & Co. (38% owned) and the French Tealite group (100% 10 f'-'l o owned). Operating Intscs were included in consolidated income m prior yean, but do offtettmg U. . tax benefits were then available. Disposition of these companies will remit ia estxsmed pre-tax losses oi (157 --arc-n. bat wO sake available estimated tax benefits of (15.9 million that will be applied against the tax cn gains realised in other tnnmetiona. ChemceU Limited, a 57.1% owned consolidated Canadian mbridary, has "--*a divcsuncat/Autdgxn - including three major cbcnucaJ facilities and has provided lor aandpnied costs and leases by aa extraordinary charge, net oi applicable income taxes, of Canadian (163 million to 1970 mcome. The Ceianesc share, Mt of n is U. $. (87 million. In addition., the Corporation has provided (6 million. after income taxes, tor losses in >* with shutdown and disposal of its U. S. facilities lor production of polypropylene 6Den and grade *>" H celloloaic molding resins. ChemceU Limited has also substantially written down its 40% mvestmeat m bfQBuvcs Fibres a fiber manufacturer, and has reduced the carrying vaJae of other minor investments. The Corporation's siure of these wrtte-downs is $8.1 million. The uie on January 5, 1970, of Champlm Pctroletan Company and Pontiac Refining Carp, (petroleum operations), was effective as of December 51. 1969. and was reflected in the 1969 financial uatenaxz. Dtu-ing 1969. petroktan opoa- dons contributed (12.3 miilioa to income before extraordinary items after giving effect to allocated E.m- g and in. utrabve costs but before deduction of allocated preferred dividends, or (38 per share after of allcatti piefq'fed dividends. The gain on the sale of the Pontiac Refining Corp. was reduced by the excess of cost of investment over related equity ia this company. (11.4 million. The remaining excess of cost of investments over related eqvitiq at December 31. 1969, totaled (227 million. This amount, commonly described as "goodwST, repmeiHrd the differoce between the acquisition cost of uie shares of certain consolidated subsidiaries and the rnm i|wwlini book value of the shares when acquired and was based on the anbeipatioo u profits in excess of a normal ream on mvestnots. The anticipated above normal tetnrn on investments is these subsidiaries had not been realised, aal --agemeut briieved soch feturas could not be expected m the foreseeable future. Accordingly, remaining goodwill, $227 --in*" ^ charged to 1969 income as an extraordinary item. Prior to 1968. it was the policy of the forest products group to defer preoperating casts associated with the construc tion of new facilities and to amortize these expenditures over a five-year period starting at the time the new became fully operational, la 1968, this policy was changed so that the preoperaring costs are rhiign] to expoise as incurred. As a resolt of this change in accounting principles, pccupcraong costs iucmied and deferred prior to 1968 were written off as an extraordxnay charge to mcome of (153 million m 1968. Had the former poBcj beat ~nntinm iT. before extraordinary items would have bees increased by (L6 unllioc in 1961 (F) an weighted average number of shares outstanding during cadi year after giving effect to sharm issoed in regard to poolings of interests and after providing for all preferred dividends. Fully diluted mcome pc dare was deterudned by giving appropriate effect to shares that may be issued for diimjve stock options and shares that may be issued upon conversion of the convertible debentmts and preferred stock. \ i ; Net income in 1967 declined by $7.3 million from 1966. principally as a resolt of import irmpnitwi in the Canadian textile market and a continuing depression in world palp pries combined with labor H start-up problems at certain facilities of Columbia. Cellulose. A further reduction in i^i-- of $1-5 million iKTuimt in 1968 because of an eight-week strike at three fiber plants, losses in forest products operations, and the 10% tax surcharge. Income before extraordinary items declined by $25J nriBon for 1970 as compared to 1969. The 1970 ' *\' 5-V.4' ~ .earnings were adversely affected by reduced automotive business, continued softness in the economy and f. ' ? sharply increased costs. Most of the decrease in sales was a result of the divestiture of the petml#iiin . i- _ -- operiuonj. Dividends, interest aid other income for 1970 was $13.8 miilioa over 1969 prinripaDy lw..... . ; of the interest earned on the proceeds from the sale of the petroleum operations. A substantial amoon of the proceeds was invested in bonds, the interest on which was tax rrrcnpt. -'.cx ,t"=i -J % 11 ITEM 3 PROPERTIES. Celanese owns and operates manufacturing facilities throughout the United States. aO of which are in good operating condition. Principal fiber plants are located at Cumberland, Maryland; Narrows, Virginia; Rode Hill and Greenville. South Carolina; Rune. Georgia; and Shelby and Safisbury, North Carolina. Principal chemical plants are looted at Bay City. Bishop, Clear Lake and Pau^o. Texas and, for the most part, are typical petrochemical constructioo mrotving open air location of operating facilities. Principal plastics plants are located at Houston, Texas; Conimbus, Ohio; Belvidere and Newark, New Jersey; and Greer, South Carolina. Paint and related phots are loralrd at Houston, Taos; Behridere. and Newark, New Jersey; Los Angeles, San Francisco and Riverside, California; LouisviDs, Kentucky; Aurora, Illinois and Detroit, Michigan, and are of varying constructioo. Celanese also owns or leases a variety d facilities pertinent to its operations, such as warehouse, terminal, pipeline and laboratory facilities and executive and sales offices. ITEM h. PARENTS AND SUBSIDIARIES OP REGISTRANT. Incorporated under lairs of Percentage of voting securities owned by the immediate parent Celanese Corporation Celanese Coatings Company Chemcell Limited Columbia Cellulose Company, Limited Fiber Industries, Inc. Delaware Delaware Canada 100.0* 57.1* British Columbia (Can.)91.3< Delaware 62.5* Certain subsidiaries are omitted from the foregoing table in accordance with the regulations of the Securities and Exchange Commission. The foregoing except for Columbia Cellulose Company, Limited are included in the consolidated financial statements of Celanese Corporatic and consolidated subsidiaries. Owned directly and through a wholly-owned subsidiary. In 1968 the :j registrant announced its decision to divest its interest in Columbia- Cellulose Company, Limited, and since that date the results of operation of that subsidiary have not been consolidated with those of the .] registrant. ITEM 5. PENDING LEGAL PROCEEDINGS. On November 7, 1969, and March 24, 1970, patent infringement suits were ir,.--!. --I q, ^ U.S. Distria Court. Houston, Texas, against Celanese by National Distillers Sc Chemical Corporation ("Na tional"), directed towards Celanesc's Gear Lake. Texas plant, which manufactures vinyl --employ ing a process licensed from Farbenfabriken Bayer A.G. ("Bayer"), of Germany. National wii damages, in an unspecified amount, and an injunction against continued operation of Cdanoe's pi--- On August 5. 1970, National commenced an antitrust action in the U_S. Distria Court, Sotxherc District of New York, against Celanr-, Bayer and Farbwerke Hoechst A.G., also of Germany, claiming damages in the amount of at least 5150.9 m'ilion by reason of an alleged conspiracy in restraint of trade and attempt ic monopolize relating to the sale and process licensing of vinyl acetate and acetaldehyde. In the opinion of Celanese's counsel, Celanese has a meritorious defense to National's -*--- hi --.-K of the described suits and should prevail. ITEM 6. INCREASES AND DECREASES IN OUTSTANDING EQUITY SECURITIES. Title of class Outstanding 1970 Outstanding Date of at December 31, Increase or at December 31, transaction ______ 19^9_______ (Decrease) ______ 1970 Common Stock March, April, 13,322,709 September, November and December, 1970 January, February, July, August, September, October, November and December 1970 ____________ 15.000(a) 2.278(b) 13,339,987* (a) Issued upon exercise of stock options. (b) Issued upon conversion of Convertible Preference Stock [$3.00 cumulative], without par value. Included are 8,600 shares held as of December 31, 1970 'temporarily for the account of the Registrant but earmarked for transfer as herein . described. These shares represent the balance of a total of 94,800.. t. -.a- shares purchased for treasury during the year. The other 86,200 shares were transferred in connection with an acquisition of assets, with re--' spect to which a total of 13,800 additional shares were to be< trans-- ferred in 1971. Such shares have not been registered.under" the v./At Securities Act of 1933 because they have been and are being;taken,by a number of persons for investment and without a view to dis-- /-'At tribution, and therefore are exempt.under Section 4(2) of the Act. . 13 ITEM 7 APPROXIMATE NUMBER OF EQUITY SECURITY HOLDERS Title of class Number of record holders December 31, 1970 Common Stock, without par value Preferred Stock, Series A ( 4 1/2?6 cumulative), par value $100 per share Convertible Preference Stock ($3.00 cumulative), without par value 43,231 7,489 1,024 756 Second Preferred Stock (cumulative), par value $100 per share 456 Convertible Subordinated Debentures due 1990 660 10,321 ITEM 8. EXECUTIVE OFFICERS OP THE REGISTRANT. Name Charles C. Pariin* John W. Brooks James R. Kennedy Berkeley D. Johnson Richard V. KixMiller Wayne C. Marks Grayson M-P. Murphy John B. M. Place Allan Shivers J. Paul Sticht 1 \ Jerome B. Viesner i Peter H. Conze Age 72 53 59 64 50 66 63 45 63 53 55 50 Positions and Offices Held at March 15. 1971 Director and Chairman of the Board of Directors Director, Chief Executive Officer and President Director and Vice Chairman of the Board of Directors Director Director Director Director Director Director Director Director 1 Director and Executive Vice; Presid ... '.' i - . " ' '-i feme Positions and Offices Held at Age March 15, 1971 William T. Marx Robert T. Armstrong William A. Bartel Bart H. Bossidy Robert T. Daily Robert L. Dietrich Charles D. Francis, Jr. James Scott Hill Gay V. Land Louis ?. Laun Wal'o B. Ligett Urb an J. Monahan George W. 0*Dair Paul C. Pearson Harry I. Skilton Reiner G. Stoll David Taylor Francis W. Theis C. Robert Tully James E. Wall Ira B. Wheeler, Jr. 56 6l 56 59 52 49 56 46 46 50 54 46 40 49 32 57 54 50 49 50 50 Director and Executive Vice President Senior Vice President Vice President Vice President Vice President Vice President- Vice President Vice President, Secretary and General Counsel Vice President Vice President Vice President Vice President Vice President-Finance \ Vice President Treasurer 1 Vice President Vice President Vice President Vice President and Controller Vice President'5. ; Vice President' - _'r?: *0n April 14, 1971-at the. conclusion of the annual meeting;\ Ifrv. Parlin will retire from each of the positions~indicated!:^' - ITEM 9. INDEMNIFICATION OF DIRECTORS AND OFFICERS. Subsection (a I ui Section 145 of the General Corporation Law of Delaware empowers a corporation to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administra tive or investigative (otlter than an action by or in the right oi the corporation) by reason of the fact that he is or was a director officer, employee or agent oi the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation or enterprise, against expenses (including attorneys' lees) judgments, fines and amounts . paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no cause to believe his conduct was unlawful. a party or is threatened to be made a party to any threatened, pending nr completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that such person acted in any of the capacities set forth above, against expenses actually and reasonably incurred by him in connection with the defense or sctrfrmrat of such action or suit if he acted under similar standards, except that no indemniiKarion may be made in respect to any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his duty to the corporation unless and only to the extent that the Court of Chancery or the court in which such action or suit was brought shall determine that despite the adjudication of liability such nerson is fairly and reasonably entitled to indemnity for such expenses which the court shaO deem Droper. Section 145 further provides that to the extent a director or officer of a corporation has been successful in the defense of any action, suit or proceeding referred to in subsections (a) and (b) or in the defense of any claim, issue or matter therein, he shall be indemnified against expenses (including attorneys' fees) actually and reasonably incurred by him in connection therewith; that indemnification provided for by Section 145 shall not be deemed exdnsive of any other rights to which the indemnified party may be entitled; and empowers the corporation to purchase and maintain insurance on behalf of a director or officer of the corporation against any liability asserted against hint or incurred by him in xnv such capacity or ariang out of his warns as such whether or not the corporation would have the power to indemnity him against such liabilities under `wetinn 145. The By-Laws of registrant provides, in effect, that, to the extent and under the circumstances permitted by subsections (a) and (b) of Section 145 of the General Corporation Law of the State of Delaware, the registrant (i) shall indemnify any person who was or is a party or is threatened to be made a party to any action, suit or proceeding described in subsections (a) and (b) by reason of the fact that he is or was a director or officer of registrant against expenses, judgments, fines and amounts paid in settlement, and (ii) may Indemnify any person who was or is a party or is threatened to he made a party to any such action, suit .' 1 or proceeding if such person was an employee or agent of registrant and is or was serving at the request of registrant as a director, officer, J ^ employee or agent of another corporation, partnership. Joint venture,. trust or other enterprise. ;.'i 'j V - 7,1 Director's and officer's liability Insurance has also been obtained, J the effect of which is to indemnify the directors and officers of registrant"^; against certain dosages and expenses because of certain claims made against ?'-j them caused by their negligent act, "error or omission. -3 16 ITEM 10 FINANCIAL STATEMENTS AND EXHIBITS (a) FINANCIAL STATEMENTS: CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Index to Financial Statements and Schedules Financial Statements Balance Sheets at December 31, 1970 and 1969: Consolidated Registrant Statement of Income: Consolidated--for the five years ended December 31, 1970 Registrant--for the two years ended December 31, 1970 Consolidated Statement of Retained Income for the five years ended December 31, 1970 Consolidated Statement of Additional Paid-in Capital for the five years ended December 31, 1970 Statement of Source and Application of Funds: Consolidated--for the three years ended December 31, 1970 Registrant--for the two years ended December 31, 1970 Notes to Related Financial Statements Schedules at December 31, 1970 and 1969: III - Investments in Securities of Subsidiaries IV and X - Indebtedness of and Indebtedness to Subsidiaries - Not Current V - Property, Plaint and Equipment VI - Accumulated Depreciation and Depletion of Property, Plant and Equipment IX - Bonds, Mortgages and Similar Debt XII - Reserves 17 (b) EXHIBITS: 1(a) 1(b) --Restated Certificate of Incorporation of the Registrant as amended to April 9> 1969* --By-Laws of the Registrant as amended to August 28, 1969. 3(a) 4(a) --ComDOsite conformed copy of Bond Agreement of Fiber In dustries Inc. dated September 3. 196^ providing for $100 million aggregate principal amount of 5# First Mortgage and Collateral Trust Bonds due August 1, 1984 including exhibits thereto. Incorporated herein by reference to Exhibit 4(k) to Form S-l Registration Statement Ho. 2-23179* --Resolutions adopted by the Board of Directors of Columbia Cellulose Company, Limited on February 13, 1963, providing for an Employee Share Option Plan. Incorporated herein by reference to Exhibit 5(f) to Form S-l Registration State ment No. 2-2175^* 4(b) --Resolutions adopted by the Board of Directors of Columbia Cellulose Company, Limited on December 3, 1969 amending the Plan referred to in Exhibit 4(a) hereof. 4(c) 4(d) --Form of Stock Option Agreement between Columbia Cellulose Company, Limited and optionees under the Plan referred to in 4(a) and 4(b) above. --Incentive Stock Option Plan of ChemceH (1963) Limited. Incorporated herein by reference to Exhibit 5(E) to the Form S-l Registration Statement No. 2-24507. 4(e) --Resolution adopted by the Board of Directors of Chemcell Limited on April 16, 1970 amending the Plan referred to in Exhibit 4(d) hereof. 5(a) --Retirement Plan No. I For Hourly Employees of Columbia Cellulose Company, Limited effective January 1, 1966. 5(b) --Retirement Plan No. II For Hourly Employees of Columbia Cellulose Company, Limited effective January 1, 1966. 5(c) 5(d) --Retirement Plan For Salaried Bnployees of Columbia Cellulose Company, Limited effective January 1, 1966. -- --Deferred Compensation Plan of the Registrant for Directors who are not employees. ; ' dj | 8 --Opinion of counsel as to restrictions on surplus with re- .... j spect to the Convertible Preference Stock of- the Registrant. j Incorporated herein by reference to Exhibit 9 to- the. Registration Statement Ho. 2-23179* ' -S-rsl . _ 18 9 --Agreement dated December 23, 19^9 between the Registrant and Mr. John W. Brooks providing for the furnishing of his services to the Registrant. 11 --Calculation of Diluted Earnings Per Common Share of the Registrant for the Years Ended December 31, 1966-1970. SIGNATURES PURSUANT TO THE REQUIREMENTS OP SECTION 13 OR 15(d) OP THE SECURITIES EXCHANGE ACT OP 193^, THE REGISTRANT HAS DULY CAUSED TffTS REPORT TO HE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED. CELANESE CORPORATION By /j/C-f.**//<, ' ' C. R. Tuliy Vice President and Controller '.S ~ 19 ^ Co.Peat. Marwick. Mitchell & CERTIFIED PUBLIC ACCOUNTANTS 343 PARK AVENUE NEW YORK. NEW YORK 10022 ACCOUNTANTS' REPORT The Board of Directors and Stockholders Celanese Corporation: We have examined the financial statements of Celanese Corpo ration and of Celanese Corporation and consolidated subsidiaries as listed in the accompanying index. Our examination urns made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances. In our opinion, such financial statements present fairly the financial position at December 31, 1970 and 1?69 and the results of operations, and source and application of funds for the years then ended of Celanese Corporation and the financial position at December 31, 1970 and 1969, the results of operations for the five years ended December 31, 1970 and the source and application of funds for the three years ended December 31, 1970 of Celanese Corporation and consolidated subsidiaries, all in conformity with generally accepted accounting principles. Such principles have been applied on a consistent basis, except for the change in 1968, which we approve, in the method of accounting for preoperating expenses (see note E to consolidated statement of income). Also, in our opinion, the supporting schedules as listed in the accompanying index present fairly the information set forth therein. New York, N. Y. February 22, 1971 P^AT, MUWICK, MITCHELL & CO. . - ..-V-.". - .-../v-r ..i; 0 .v<' CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS (ismilliras) Decanter 31 Current assets: Cash ............................................................................................................... Marketable securities, at cost (approximates market) (note 3)............ Receivables, less allowance for doubtful accounts ($6.4 million in 1970 and $7.4 million in 1969)(Schedule XII)........................................ Current receivables from sale of petroleum operations (note 3) .......... Inventories (note 2) .................................................................................... Other current .................................................................................... Total current assets............................................................................... $23.5 56.5 1723 90S 201S ____ 43 5493 $ 30.6 127.4 183.5 -- 178.0 4.4 5233 Investments and advat^es (note 3): Subsidiaries not consolidated, at equity(Schfcdule III).................... Other, at cost................................................................................................ Allowance for losses (Schedule XII)................................................. Net investments and advances............................................................. 77 1767 184.4 (31.8) 1523 Property, plant and equipment, at cost (note 4) (Schedule V) ................ Accumulated depredation, depletion and amortization (Schedule VI) Net property, plant and equipment.................................................... L5907 (699.1) 891.6 5S 251.3 257.1 (34.0) 223.1 1300.1 (603.1) 697.0 Deferred charges and other assets: Debt discount and expense ... Other assets............................ Total: 27 133 . 166 $13107 3D 7.4 10.4 $1354.4 Ttea CELANESE CORPORATION AND COieOUDATID SUBSIDIARIES CONSOLIDATED balance sheets LIABILITIES AND STOCKHOLDERS' EQUITY (m millioni) December 31 1970 1969 Currcnr liabilities: Accounts payable aod accrued liabilines: Accounts payable...... .......................................................................... Federal and state taxes and other amounts withhdd........................ $ 60.7 52 $ 78.0 4.6 Accrued liabilities: Wages and commissions ........................................................... Taxes, ocher than income axes................................................. Interest ........................................................................................ Other accruals............................................................................ Total accruals .................................................... Tool acccums payableand accrued fahiTrries................... Income taxes ............................................................................................. Notes payable, principally to banks........................................................ Long-term debt dae within one year (note 5) ........................................ Total cm rent liabilities ............................ 11.9 62 72 424 682 1342 7SjS 22.1 462 278.1 12.4 52 73 38.8 54.7 1372 913 142 42.4 286.3 Loog-term debt (note 5)(Schedule IX).....................-............................... 5102 553.1 Deferred income taxes (note 8) ...................................................................... 672 74.5 Deferred investment tax credit (note 8)........................ 29.4 28.6 Minority interest in consolidated subsidiaries (oote 6).................................. 104.4 109.4 Stockholders' equity: Capital stock (note 7) (Schedule XIII) : Preferred (cumulative, preference in liquidate*--$93.1 ariBoa in 1970 and $932 million ra 1969) ....................................... T____ Common ................ ......................................... -.............................. Retained income ......................................................-................ .............. Total stockholders' equity .........................................*..................... Commitments and other matters (note 10) Total liabilities and stockholders* equity........ -................. .............. 9ai 229.4 319.5 3002 6202 $12102 902 229J. 319-3 2832 6025 $1554.4 - The accompaiijiac woo* an integral fa of these fiaarial itatSDests. \ V O CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED STATOHJtT OF RETAINU) INCOME Balance at beginning of year............................... Net income........................................ Dividends (note 7) : Preferred stock................................................ Common stock ............................................... Total dividends------ ........................ 1966* $278.4 345.0 (4.6) (25-9) (305) Yean ended Drmafor 31 1967* 1968* .1969 $3145 595 $3427 $2347 (77-0) 795 3738 2657 3147 () (2615) (31.1) (4.4) (268) (31-0) (4.4) (268) (31.0) 1970 $2832 485 3317 (45) (268) (30.9) Balance at end of year.................. ......................... $314.5 $3427 $2347 $2832 $--30-08 Donne 1968, the Corporation provided $46 affliao far additional taxes resokmc from the andit ad its 1963 federal iocooe tax return. Retained inmnar wn restated to redact the mrpaam proriwoo as bdtova; (m gnllinne) Balance at December 31 1965 1966 1967 As previously reported ................................. Retroactive provision .. $2829 (4-5) $319.1 (48) $3475 (48) As restated.................... =---- A $3148 sss $3427 as=ss CONSOLIDATED STATEMENT Of ADDITIONAL PAIZUN CAPITAL Balance at beginning of year ........................ 1966 $19J to SIACE .................................................... 05 (is nfflinw) Yon ended Dc*"***^ ?t I9g 1968 l9 $20l2 - $203 $195 05 _ __ 197D *- f fed?  1. 3 ..V* I- CELANESE CORPORATTON AND CONSOLIDATED SUBSIDIARIES CONSOLIDATED STATDtDCT OF SOURCE AND APPLICATION OF FUNDS Working capital at beginning of year..................................... ..... (ia asllkav) Yon q>dd Dfnjir 31 1966 1969 WO 82285 82375 Source of funds: Income before extraordinary hems................................. Depredation, depletion and amortization (note 4)........ Income taxes and investment tax credit ddened............ Investments and advances: Sale of petroleum operations (note 3)...................... Tax benefits on oon-U.S. divestments.................... Proceeds from sales of imesnnqits.......................... Long-term debt .............................................................. Sale of capital assets........................................................ Other (net) ...................................................................... Total sources ....................................... 57.8 935 24.4 _ -- 65 45 --1* 1 2195 765 967 77 535 -- 565 325 4.4 (105) -- 316.4 515 975 145 805 355 117 47 35 (1.4) 296.1 Application of foods: Capital additions ............................................................. Long-term debt ............................................................... Investment and advances: Change in allowance for losses............................... Additional investments.......... ................................ -----Dividends ............................ ................. -........................ -- 176.4 405 855 145 315 1315 465 25 50.1 305 Total applications ............................................. 1795 3475 2615 Increase/(decrease) in working capital* ........................... ......... 405 (315) 345 Working capital at end of year............................................. 82688 82375 82715 Increase/(decrease) in working capital: Qa*h and marketable semrities........ ................. ........ Other current assets ..................................................... ........ Current .................................................. . Total ....................................................... 8 815 (JW (23) 8(1&5) 115 (235) 8(315) 8(785) 1045 85 5 345 ThcMEompujisg Dottsseiafegnl parti of these fiiiairul statements.^-* / -L o CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES .NOTES TO ITNANOAL STATEMENTS (1) Principle of Consolidation and Related Matters The consolidated financial statements indude the accounts of the Corporation and all rig"**"-*"* subsidiaries in vhich the Corporation owns in cxcru of 50% of the voting stock, with the exception at December 31, 1970, of Columbia Cellulose Company, limited, and at December 31, 1969, of Oamptin Petroleum Company and Pontiac Refining Corp-, the treatment of woJs is more folly drsrribed in note 3 below and note E w the consolidated statement of income. All material iatercompasy transactions are eliminated. The accounts of non-CJ.S. subsidiaries axe translated to U.5. dollars based on the 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 of approri- mate average exchange rates for each year, except that depredation is translated at historical rates. Unrealized foreign exchange gains ami losses, insignificant m amount, have been mrinded in dividends, interest and other income. (2) Inventories The inventories at December 31 were: <w Raw material! and supplies.................................. Work-in-process . ..*.............................................. Finished goods ........................................................ Total .......................................................... % 70l4 223 $201.6 i) INS % S&3 m 994 *1710 The inventory quantities as of December 31, 1970 and 1969, were deta mined in part by physical in ventories taken as of that date and in pan 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 in ventory tests throughout the year. Inventories, generally, are valued at standard costs that approximate current prediction casts and are not valued in excess of market. Inventory values are stated after deducting an allowance fat obsolescence and do not include depredation of plant and equipment (3) Investment* and Advances Included in investments and advances was $122.2 millioa at December 31, 1970 ($120.3 nnOion at December 31, 1969), to unconsolidated subsidiaries and operating companies that are not subsidiaries. The related equity in net assets was approximately $141 million at December 31, 1970 ($12&4 at December 31, 1969). The sale on January 5,1970, of Champtin Petrolenm Company and Pontiac Refining Corp. (petroleum operations), was effective as of December 31, 1969, and was reflected in the 1969 dull proceeds of $120 millioa received oa January 5, 1970, were inefarird m nurUjKU , at December 31, 1969. Additional proceeds of $120 million, due in three equal wh>i bynnln^ January 4,1971, were included in investments and advances at December 31,1969. T* first and second installments of $80 nriHico and accrued interest of $10.8 million which were paid an January 4, 1571^ ____ have Wn shown separately at December 31,1970. The proceeds were subsequently invested in marketable^ securities. On February 10, 1970, 41% of the shares of the rmumoo stock of CoaspanyJ^'^^^ limited, owned by Svcnska Celhdosa Aktiebolaget were purchased in mrwWahnn fix' the of i non-interest bearing note in the amount of $227 million (paid in June, 1970). The tnwnrtiri nmasedl the Corporation's interest in Columbia. Cellulose to 91J%. The acconnta of Cohsafaii Ceflolose lave .\ CEIANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS--(Cnwrtw--rf) been consolidated because of the Corporation's irtestxoa to direst its interest. At December 31, 1970 and 1969, the investment in Columbia Cellulose is included in investments and advances--other. Investments in consolidated subsidiaries outside the United States which were included in the consolidated financial statements a.e: Dgcrmber 31. 1970 CA^d. (la mittom) ^SS? WSomBUKl Taoi Correct asset* .............. Other isvrti ................. Liabilities ....................... Minority interest ........... Equity in net assets $ 60.4 1142 "1733 (910) (39.1) 5 405 tvJ 115 562 (29-5) -- 5267 WA 32 76.4 <X5) no.o) 531.9 51412 1655 3072 (159.0) 5 99.) December 31. 1969 Correat assets................ Other assets ................. Total assets ............ Liabilities ....................... Minority interest............ Equity in net assets 3 S9.0 1415 207.5 (1012) (515) 3 SZ2 JXL6 18.9 495 (255) U) 5235 5285 26.7 S5A> (21.1) (8-6) 5255 51172 194.1 5122 (1492) (604) 31017 Undistributed income of non-U.5. subsidiaries was $21-3 million at December 31, 1970 ($30-5 at December 31, 1969) on which do provision for U.S. income taxes had been made. Management believes that such taxes on income that may be distributed would not be significant. Under the Corporation s program to divest itself of certain non-U-S. operations, all tiabifioes associated with the disposition of SIACE wtre discharged during 1969 for amounts less than anticipated. Also, the Corporation sold its investments in the British Paints group and Kooam, N.V. During 1970, certain tax benefits were recognized and provision was made for loss on divestment of certain European textile operations (see note E to the consolidated statement of income). The allowance for $3LS X* million, at December 31, 1970, is considered adeqiate to cover possible future losses. (4) Property, Plant and Equipment and Depreciation Items included in property, plant and equipment at December 31, and related average rates were: Buildings and tmprova&am................. Machinery and equipment....................... . Furniture and fixtures.......................... Automobiles and raflj&f stock............. Otbtf assets ........................................ Sub-tofel ......................... ` Lend ...................................... ................. Plant and equipment under euostruefia Total .......................... 1 i 207 L11.199S122 192 515 97 152<2 165 SQj6 1Jl7 '14* 7.4 72 14 6.4 j* i- . 1 2461 UW2 172 212 7.4 14* 62 72 102 62 U94J u* 142 9U =*12002 Depredation, depletion and amortization are presided over the wn-fal faa of the depre- dable assets, or asset groups, by application of composite rata on a strainI-. Ko (See note A to. the consolidated statement at income.) -- 1 % CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FBUNCUL STATEMENTS--{GmM) Additions, iraprovenoits, raiewals and expenditures for ouintesaace that add materially to prodoc* tivc capacity or extend the life of an asset are capitalized Other crprodimrcs for maintenance are charged to income. When facilities are retired or otherwise disposed of in the normal course of cost is removed from the asset accounts and charged or credited, after the application of the sales or ocher salvage realiza tion, to the related depredation reserve. Dismantling and danolidoa costs are charged to depredation reserves. The accumulated reserves fo'' depreciation are deemed adequate to provide for all on abandonment or retirement of facilities. (5) Long-Term Debt and Related Restrictions Debentures and mortgage bonds in the prindpal amount of $4.5 miffioa at December 31, 1970 ($2 million at December 31, 1969), which have been offset against long-term debt, have Wn repurchased and are held in tbe treasury. Exclusive of amounts due currently, remaining long-term debt at Decenber 31 was: Debt of Celanese Corporation: m% terns lout serial uotes. aararing serially from 1972 to 1973 X 400 3V4% debentures, maturing seriallir from 1972 to 1976 ............... subordinated debenture, maturing serially from 1973 to 1977 232 VA 5>% notes, maturing serially irom 1972 to 1960 ........................ 6f% notes, maturing serially from 1975 to 1967 ......................... m% notes, maturing serially frwn 1972 to 1990 ......................... 4% cooverbblt subordinated debentures, maturing serially from 1975 to 1990 ....................................................................................... 4U 254 BA 789 Debt of U. S. subsidiaries: Fiber Industries, Inc.: 4#% notes, maturing serially from 1972 to 1974 ........................... 5>% ftnt mortgage and coUrieral trust bonds, maturing terafty from 1972 to 1978 .............................................................................. 5% first mortgage and collateral trust bonds, maturing totally from 1972 to 1984 .............................................................................. Celanese Intrmationai Finance Company, 6*% debentures, i serially from 1973 to 1982 (fatty guaranteed by Celanese Cccyn* dn) ................................... .................................. ................ Ceitran. Inc, 4to 64 % notes, maturing serially from 1972 to 1979 ......................................................................................................... Other ........................................................................................................... 30L5 125 MLS 64 MU 260 U 14 Debt of noo-U. S. subsidiaries: Qkaacdl Limited: 5%% gmo-al mortgage hoods. Series A maturing is 1971 ...... -- 7% linkmg fund debentures. Series A maturing serially from 1972 to 1980 ....................................................................................... IS $H% sxnkxof fund debentures. Scries B, maturing serially from 1972 to 1985 ........................................................................................ JU 6K% fund debentmes. Scries C maturing serially from 1973 m 1966 ........................................................................................ 09 "5? Ceitran Equipcnat Limited, 6% uotes, maiming aerially from 2972' to 1978 ........................................................................................ ........... 19 Amce! Europe, SA 63% aod 8% first mortgage notes, smewing serially hum 1972 to 1978 ........................................................... Cdaoese Cdombiana. SA 10% to 1notes due 1972 to 064 M to 30 Other ......................................... ....................... .......................... Total........................................................................... -- fcJti I 600 JLO 170 <U 210 720 78.9 2220 17J 120 900 U53 200 9J -- u :os 800 U9 ~E2 ii 70 ; ts Mfe.- ' giu * -. '^r. -~Zf: 3* CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FINANCIAL STATESCgNTS--<Ci artea i i) Maturities and sinking fund requiranots through December 31, 1975 are: 1971 $442 1972 SO.4 1973 S3* 1974 XU 1973 JA7 The debt instruments contain various res. Actions and covenants relating to oreatkn of funded debt and payment of dividends. As to the Corporation, the rost restrictive of these provides 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 two times the outstanding consolidated funded debt, and (b) no <vidends or other payments, other than dividends payable in stock of the Corporation, may be made with iespea to common stock unless at the time, and after giving effect thereto, consolidated working mpital, 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, 1970, is to limit the amount of retained income available for such payments to approximately $149.3 million Assets of certain consolidated subsidiaries aggregating approximately $532 millian are pledged to jecure long-term debt of those companies. The 4% convertible subordinated debentures of the Corporation are convertible into "< stodk at the rate of one share cf common stock for each $95 of principal, subject to adjustment in certain events. In September, 1969, the Corporation issued notes in the amount of $25 million under a $50 million credit agreement with two major financial institutsans. The commitment with respect to the bal ance of $25 million was terminated in January, 1970. (6) Minority Interest Minority interest in consolidated subsidiaries consists of the following at December 31: P.-gferred i Common dares .. Additional paid-in < BsWirwvj mewvwa $ 1LS 31* 3U 14* $104.4 $ 1L5 33* 7* 36J $109.4 CEIANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS-- (7) Cnpilnl Slock The number of authorized, issued and outstanding share, par or stated values, and dividends are: Preferred 5tuck; re* Smn A 4>/$. $t00 par. authorised share*--908.602. bsoed and outstanding share*--850.902 .............................................. f*r WUVUs WTO 11*9 S 8S.1 $ &SJ Convertible preference S3-00. without par value, authorized sham--96.717, issued and outstanding shares at December 31. 1970--96.717; at December 31. 1969-100.000 ................. 14 13 ' 7% second. $100 par, authorized shares--32J98, issued and outstanding sharc*-116J8 ........................................................... Sub-total ............................................................................ 16 90-1 26 902 Common stock, without par value, authorized share*--Li.000.000. issued and outstanding shares at December 31, 1770--L3JJ9.987; a: December 31. 1969-13222209..................................................... . Total .................................................................................. 229.4 J319-5 229J 5J19J Onm--*i * m IMP 09 02 02 42 S 19 QJ 02 4.4 206 JJ0.9 206 $31.9 The preferred stack, senes 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 tte of $100 per share plus accrued dividends. The convertible preference stock may be redeemed at the option of the Corporation at $65 per share plus accrued dividends and is convertible into common stock at the rate of .6953 of ooe share o( " stock and cash of $1.15 for each share of convertible preference stock, subject to adjustment in certain events. On liquidation or dissolution, such stock is entitled, in preference to the 7% second preferred stock and common stock, to $55 per share plus accrued dividends. During 1970, shares were converted into 2.278 shares of common stock. There is no prvrisioo for redemption of the 7% second preferred stock; such stock has a preference in liquidation of $100 per share plus accrued dividends. At December 31. 1970, a total of 1,448,488 shares oi unissued common stock was reserved for the following purposes: ff.247 shares for the conversion of convertible preference stock; 821,441 shares for the conversion of 4% convertible subordinated debentures; and 559,800 shares for the Stock Option Award Plan. At December 31.1969. additional paid-in capital of $19-5 nriHioo had been transferred to rrmivn stock. Of this amount. $17.2 million was attributable to Qtamplm Petrokisn Company, which was sold . effective December 31. 1969. Under the Stock Option Award Plan adopted in April, 1965, options may he granted to officers and other employees for the purchase of 590,000 shares of common stock of the Corporation St the market price of stock at the date of grant These shares have been registered unde' the Securities ' Act of 1933 and shares acquired upon exercise of options nay be resold at any time on three nstvwsl - -/ stock exchanges. Options become exercisable in equal installments in the three years following the first-' ' , -, T.,,J=4, n- 3 CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS--(OaiinaJ) anniversary of the date of grant, and must be exercised no later than five years from the date of grant. Activity for die periods was as follows: ______________________ Yn o# Cm Sham subject to option: Balance at Dec. 31. 1965 ......................... Granted/(exercised) ..................... Terminated ....................................... ttos m? its* lets Teal -- ---- -- 46200 46200 -- -- -- 179200 . -- 179,200 -- ---- -- (500) (500) Balance at Dec. 31, 1966 ..................... Gramed/(exerojed) ..................... Terminated ...................................... ---- -- -- -- -- 179JDO 45200 Z2A90O -- 64,450 -- -- 64250 ---- -- (4.000) (4.000) Balance at Dec. 31, 1967 .............................. -- -- -- 64JJ50 179jn 41200 285250 Granted/(exercised) .................... -- 54,550 (1300) (1200) -- 50250 Terminated ..................................... -- (1200) (8300) (2300) (11200) Balance at Dec. 31, 1968 ..................... ....... -- -- $4,550 61.750 169J009 39700 325,000 Granted/ (exercised) .................... 38300 (U00) (3,600) (6.400) (500) 27700 Terminated ..................................... (1J00) (6.000) (22SO) (4200) (L500) (15250) Balance at Dec. 31. 1969 ..................... . ; Gr*nted/(excra*ed) .................. ........ Terminated ..................................... ........ -- S1.000 (2.000) 37.900 -- (4300) 47,450 55.400 (UOO) (500) (9,000) (10AM) 15KJ00 37200 (13200) -- (5l90O) (37200) 336350 36700 (6S3M) Balance at Dec. 31. 1970..................... ........ 49.000 r== Option price per share ............................... ........ Options exercisable at December 31: 1969 .......................................................... W9.438 to $60,123 1970 ........................................................ 33,400 -------3632S0 to S67JSO 1000 12.450 37J50 *- $60937 to $69,938 14J17 ... 25.037 443)66 $59325 to $63250 34,423 -- 44.066 U9JOOO $ 47J7S (335 158JCO ------ L39JQ00 302716 .r -- -- __ __ 37200 "'I -- 246340 Z2Q3S3 Shares available for granting of options at Pecanber 31: tOtt . .......................................... mrKft 1970 ....................................................... 2S7J84 The aggregate market value at the dates of grant of shares under options at December 31, 1970, was $16.6 million ($19.8 million at December 31, 1969). No. of Store* Years ended Decernber 31: 1966 .................. 1967 .................. 1968 .................. 3700 1969 .................. 11,600 1970 .................. 15.000 OWwitMWW________________ OpQfa Price Mute* Vtotoa) Sun TouT Per Store Total fltowiartp (rtimi nil) ________ OswwTSMira HniwMi Opuo* her Mtef Vetoed Moot Am Per ton T**| tor Ston Total tmitim ) $47,375 to 61250 50000 to 863300 50700 to 60737 $211 660 764 $57,623 to 72813 61250 to 70.438 SSJUto 62725 $253 765 894 11211 25399 27,339 100409 44722 $863)00 47775 tn 81000 47375 to 81000 47375 m 69738 51625 m 69738 SL3 LS 73 14 27 $50250 5&560m 63380 51000m 7013 59u000m 70375 sins m 62375 $u u 9.4 12 26 (a) On the date exercised. (b) At the date option became deniable. The Corporation makes no charge against income with respect to Options. 7- ' ^-3 ~-r4 .*5 1 \ ... j -V CELANESE CORPORATION AND CONSOLIDATED wwareiarw NOTES TO FINANCIAL STATEMENTS--tr--i-----fj (8) Income Taxes For income tax purposes, depredation and certain ocher income and erpmo 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 yean, as a result of these differences, are prodded for aa deferred income taxes. The investment tax credit is reflected in income as a mhictioo in the provisaoa for income tuces over the estimated useful lives of the related assets. (9) Retirement Income Plans The Corporation and its consolidated subsidiaries have various retirement plans covering tialty all employees. Charges to operations under the various plans aggiegaad $5.5 million for 1966, $6 million for 1967, $6.6 million for 1968, $10 million for 1969 and $10.4 million for 1970. including, as to certain plana, interest on unfunded actuarial liabilities. Effective January 1, 1969, the Retirement Income Plan was amended to provide lor funding solely with contributions by the Corporation. If the Ran bad not been arwtwlrd as of January 1, 1969, total cost for all plans would have been $6.6 minion for 1969. Aim in 1969, certain assumptions used in the actuarial calculations of annual ant were adjusted to reflect more accurately the Corporation's current and expected experience. The revised assumptions had no effect on 1969 railealent cost. Retirement costs are funded as accrued. Based on acmarial dexerminarions. the raxremeat plans are fully funded with respect to all vested benefits Based on the entry age level premium actuarial cost method of determining the sotns of the Retirement Income Plan, there is an unfunded acmarial liability of approximately $25.1 miDioa at December 31, 1970 ($23.8 million at December 31.1969). The unfunded actuarial liabffiry applicable to other retire ment plans was estimated to be approximately $3.4 milHnn at December 31, 1970 ($5.5 million at December 31. 1969). , ! (10 ) Commitments and Other Matters At December 31, 1970. there were commitments of approximately $10 millioa for acquisition of facilities. Investments in certain companies may be required to a maximum snxxmt of $199 million. The Corporation has agreed to purchase or obtain orders for products of a suhmfiary of Columbia Cellulose at prices tbat include all costs including amomts sufficient to pay uinint mshWas of principal and interest oo certain long-term debt tbat amounted to $40 million r*. Decen*er 31, 19TO. Certain laboratory and office premises, Iciminal facilities, tank cars and retail outlets axe leased. Minimum annual rentals (excluding taxes, Ttanranrr and other expense payable under certain leases) relating to such property under lease at December 31. 1970, auras# to approximately million. Most of these leases extend over various periods up to 1989, ad it is tarruetl flat in the normal course of operations *hey will be extended or rqbccd. - Revenue included in income for 1966 and wihwqirix years from sdnumdally d of the Corpora- . tion's contracts with the government are subject to renegotiation under the Renegeomn Act of 195L ManagemerX believe that income reported for these yean win not be aftvu-A nterhdly by renegotiation. ~ ~.'z 'R 'rry.SV i - - . , 7-. .-TC4fsS5JaSS a ?.i - rJ 3 .`D CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS--{ConKtened) (XX) SoppIcneoUry lofomilioii to Stitcocot of locono Maintenance and repairs, depreciation, depletion and amortizadoa. axes, neats and royalties, and bad debts are as set forth in the following table: IK* Cmo Otftw Uaintcrcznwr and rrpair* ................................... (405 &* Depreciation, depletion and amortization ----- 72.1 6.1 Taxes. other than febera! taxes or income: Payroll axes ................................................ 65 1J State and locaJ real ate and po'sonal property taxes.......................................... 10.0 0j6 Stale income taxr* ...................................... 24 OJ Other taxes ......... ...................................... 1.9 OJ 2X5 38 Yon IW Drrfliiat |U Caw QOwr Cam Oitec Cam Otew 131.1 (10 8L1 67 (485 (J5 867 72 (49,4 .< 72 62 10 12.1 1J 195 1 JO U 14 77 87 0.9 9J 12 42 11 Oi 25.9 16 4.4 7.1 9.6 1J 5.9 15 05 214 87 tno Cam CUu HAS U.9 922 3.4 17 62 95 0.9 47 0.1 12 OJ 205 u MaittgcoeM and service contract fees.......... - - --- ---- ---- ---- Kmts ..................................................................... 4.1 65 5.1 U 16 Iti 10 1U IS 107 Roya-.ies ............................................................... 65 0J 8.0 - 107 - 108 -- 72 -- Bad ^ents ............................................................. -- u ` -- QlS -- n Si _ L9 2.4 U (a) Amotnu shown in the columns boded "Costs* have beat included in tbe >rmrnpnnjin< consolidated statement of incase under "Cost oi Goods Sold* and amounts shown 'in the culmfa headed "Other" have included in items coder "Opcratmc Costs." Charges to other than income accounts are insignificant in amount. (12) Suboequesl ETents On February 2, 1971, a Plan and Agreement of Merger ns enterr-i into baween Stein, Hall & Co. Inc and Celanese under which Stein Hail will be merged into a wholly-owned subsidiary of Approximately 350,000 shares of Celanese common stock wiQ be exchanged for Stein Hall eoaunofa stock. The merger is subject to approval by a vote of two-thirds of the ootsaoding shares of itvwiTy^l stock of Stein Hall and may be terminated by Celanese if bolder* of more than 10% of the outstanding shares of Stein Halt common stock file written objections looking toward the cxensse of dissenters' rights of appraisal. It is anticipated that this merger will be accounted for as a pooling of On February 8. 1971, Celanese acquired The Dupian Corporation's Badey Phot m Oerdand, Tennessee and related business and texturing technology for approximately milWwi At the ram. time Celanese purchased, for approximately $4 million, all of The Dupian Corporation's controlling shores in Doyarntex Holdings Limited, with its wholly-owned subsidiary, (alter Co. Ljimtrd. a rmdnn texturizer. V (la mllliona) December 31 1970 1969 $ 16.0 50.5 65.6 * 90.8 31.3 86.1 ____ LA $ 12.2 121.7 72.8 T 31.2 66.0 2.5 ` 225.1 0.1 128.8 98.5 *12.5 15.0 397.5 869.4 *31.0 *38.4 1.2 2.6 3.8 213.8 0.1 215.0 50.7 *79.6 27.8 -4S1.8 832.9 397.4 435.5 1.3 1.0 2.3 Liabilities end Stockholder*1 Equity (la mil Haas) December 31 1970 1969 Current, liabilities: Accounts payable and accrued liabilities: Accounts payable Federal and state taxes and other amounts vithheld Accrued liabilities: Wages and i.-oaaiaelons Taxes 9 other than incone taxes Interest Other accruals Total accrued liabilities Total accounts payable and accrued liabilities Payable to subsidiaries Income taxes Long-term debt dne within one year (note 5) Total current liabilities Payable to subsidiary (Schedule I) Long-tern debt (note 5) (Schedule IX) Deferred Income taxes (note 8) Deferred investment tax credit (note 8) $ 35.9 2.6 9.2 5.4 3.5 23.8 *1.9 : 80.4 29.1 74.1 26.8 210.4 0.1 301.5 30.6 19.5 Stockholders' equity: Capital stock (note 7) (Schedule XIII): Preferred (cumulative, preference In liquidation $93.1 million In 1970 end $93.2 million In 1969) Coons 90.1 H9.4 319.5 $ 42.7 77 10.0 3.9 3.9 IL2 33.0 77.9 28.4 81.4 25.5 213.2 332.0 29.5 18.8 90.2 ____222*1 319.3 Retained income Total stockholders' equity Oioalrmnirn and other natters (mote 10) A22*3 283.2 ___ S22a2. Total liabilities and stockholders' equity ; $1.132.41 JlelSfieft accompanying notes are an Integral part of these financial stat m CEUttSE CQ8J0RATIDN Statement* of Income Sales Consolidated subsidiaries Outside customers Operating costs (notes A and 9): Cost of goods sold (notes B and 2) Selling and administrative Research and development Cost reduction program (uote C) Total operating costs (in million*. excepc per stare amounts Years Ended December 31 1970 1969 $ 88.4 414. g 503.2 357.5 58.6 34.4 6.0 456.7 $ 84.7 450.3 535.0 363.0 59.4 31.0 - 453.4 Operating Income Other incooe: Equity in net incooe of subsidiaries (Schedule XVII) Dividends received from other inveso&ents (Schedule XVII) Interest from subslu .. _es or affiliates Interest on marketable securities and other Interest Gain on sale of securities Miscellaneous Interest atxl debt expense amortization: Interest on long-term debt and notes payable Amortization of debt discount and expense 46.5 81.6 16.3 * 39.4 * 5.9 3.0 17.2 1.3 - 43.7 3.4 3.2 1.9 2.5 ____U, 50.6 (17.9) (0.11 (18.0) as.2) (0,1) (18.3) Operating and other incosie Provision for income taxes (note 8): Payable: For the year In future years Investment credit effect Incoae before extraordinary items (note D) 72.2 14.9 5.6 ____2*1 21.2 51.0 113.9 35.8 0.5 1.3 37.6 76.3 Extraordinary items, net of income taxes (note E) Net income (note D) Per share of couaaon stock (note F): Primary income: Income before extraordinary items Net income --L2-5) mu 3.2 um $ 3-51 3-32 . $ 5.41 ' 5.64,-' Fully diluted Income: Income before extraordinary items Net Inromr 3.42; 3.24 5.17 - 5.40/ Excludes equity in earnings of a non-consolidated subsidiary amounting Co $211/, million in 1970 and $4.4 million in. 1969,' which basbeen Included in cost of,?) goods sold. The acco^tanylng notes are an integral part of these financial statements. '\ CELANESE CORPORATION Balance Sheets Assets Current assets: Cash Marketable securities, at cost (approximates market) (note 3) Accounts receivable, less allowance for doubtful accounts ($1.4' million In 1970 and $1.9 million in 1969) (Schedule XIX) Current receivables from sale of petroletas operations (note 3) Receivables from subsidiaries Inventories (note 2) Other current assets Total current assets (in millions) December 31 1970 1969 16.0 50.5 65.6 90.8 31.3 86.1 2.4 342.7 $ 12.2 121.7 72.8 T 31.2 66.0 2.5 Investments and advances (note 3): Consolidated subsidiaries, at equity (Schedule III) Subsidiaries noc consolidated, at equity (Schedule III) Other, at cost Advances to consolidated subsidiaries (Schedule IT) Less: Allowance for losses (Schedule XII) 225.1 0.1 128.8 SB.? 412.5 15.0 397.5 213.8 0.1 215.0 50.7 479.6 27.8 451.8 m Current 11ab: Accounts pi Accounts Federal a. Accrued 1" ' Wages s Taxes, -x IntereeOther a-- Total Total Payabla t. Tncimm ta' Long-t Total c Payable to su Long-term deb Deferred lace Deferred lave Stockholder Capital s Prefexx $93.1 Property, plant and equipment, at cost (note 4) (Schedule V) Leas: Accumulated depreciation, depletion and amortization (Schedule 71) Deferred charges and ocher assets Debt discount and expense Other assets 869.4 431,0 438.4 1.2 IA 3.8 - Total assets !LiL 832.9 397.4 435.5 Retained _ Total U CrimeIf iiM 1.0 ...... J 2.3 , ' -- ,- 9J SI.196.0 .i Total llal ' : Cl The accompanying notes are an . integral part of than d ; .1 ' 'V 1 CELAKESE CORPOBATIOS Statements of Source end Application of Fends Working capital at beginning of year Source of funds: Income before extraordinary items Undistributed income of consolidated subsidiaries Depreciation, depletion and amortization (note 4) Income taxes and lnvesonent tax credit deferred Investments and advances: Sale of petroleum operations (note 3) Tax benefits on non-U.S. divestments Proceeds from sales of investments Long-term debt Sale of capital assets Other (net) ToCal sources Application of funds: Capital additions Long-term debt Investments and advances: Change in allowance for losses Additional investments Dividends Total applications Increase/(decrease) in working capital* Working capital at end of year Increase/(decrease) in working capital: Cash and marketable securities Other current assets Current liabilities Total (in millions) Years ended December 31 1970 1969 S93.2 $113.6 51.0 (12.7) . 54.8 6.3 80.0 35.5 19.6 2.8 (1.8) 235.5 76.3 (14.7) 45.5 1.8 89.8 - 16.1 25.1 1.3 (7.9) 233.3 66.9 30.5 12.8 55.3 30.9 196.4 39.1 $132.3 115.9 25.7 73.2 7.9 31.0 253.7 (20.4) ^93^2 $(67.4) 103.7*2.8 . $ 28.5 . 27.1 ' (76.0)~ ?(20.4).. The accompanying notes ere ) -V CE1ANESE corporation Hotes to the Corporation' Statement* of Income (These notes have the same alphabetic references as tbe notes to the Consolidated Statements of Income). (A) Depreciation, depletion and amortization expense is shown under the operating cost classifications to vhlch it applies. The amount of such expense included herein is $54.8 million for 1970 and $45.5 million for 1969 (see note 4 of notes to the financial statements). (B) The inventories used in determining cost of goods sold in the statements of income were: Years ended December 31 (in millions) 1970................................................................. 1969................................................................. 1968................................................................. $86.1 66.0 62.7 (C) Same as consolidated note. (D) Same as consolidated note. (E) Same as consolidated note as it pertains to the 1970 and 1969 disclosure. (F) Same as consolidated note. I I ! \ I i -/ - 3k CEIANESE CORPORATION Note* to the Corporation's Balance Sheet (These notes have the same numeric references as the notes to the Consolidated Balance -Sheets). (1) Principles of Consolidation and Related Matters Same as consolidated note. (2) Inventories Same as consolidated note except for: The inventories at December 31 were: Raw materials and supplies.. Work-in-process.............................. Finished goods................................ Total........................................ (in millions) 1970 1 969 $ 32.9 $ 21.8 10.8 9.7 <>2.4 34.5 S 86.1 $ 66.0 ! I (2) Investments and Advances Same as consolidated note except for: i Included in investments and advances was $72.1 million at December 31, 1970 ($79.0 million at December 31, 1969), to-unconsolidated subsidiaries and operating companies that arenotsubsidiaries. The related equity in net assets wasappraxi- metely $97.4million at December 31, 1970 ($99.8million at December 31, 1969). The Corporation's balance sheets include its investments in consolidated subsidiaries at coat plus equity in undistributed income and additional paid-in capital with the exception at December 31, 197(1 of Columbia Cellulose Company, Limited. i j (4) Property, Plant and Equipment and Depreciation Same as consolidated note except for: Buildings and improvements.................... ................ Machinery and equipment................... Furniture end fixtures......................... ..................... Automobiles snd rolling stock.................... Other essets.............................. Sub-total......................... .. Land...................................... Plant and equipment under construction.... Total.............................. .. . _ - - . ,, (5) Long-Term Debt and Related Restrictions- ' '" (in millions) 1970 1969 . $128.5 $117.2 685.8 2.8 627.2 10.9 -` 4.5 * . . - A - - * vjutn-. 3.4-. - 832.8 s<r:* - 8.6 - 4.0 - 763.8 8.4^::' ^kisses- :sti- 28.0 >: $869.4 - $832J.tf ~ :*. Same aa consolidated note except for: 4 & I CEUNESE CORPORATION Notes to che Corporation's Balance Sheet, continued Debentures and mortgage bonds in the principal amount of $3.8 million ($1.4 million at December 31, 1969) which have been offset against long-term debt, have been repurchased and are held in the treasury. Maturities and sinking fund requirements through December 31, 1975 are: (in millions) 1971........................................................................ $26.8 1972....................................................................... 27.0 1973........................................................................ 31.0 1974....................................................................... 12.1 1975........................................................................ 17.6 (6) Minority Interest Not applicable. (7) Capital Stock Same as consolidated note. (8) Income Taxes Same as consolidated note. (9) Retirement Income Plans Same as consolidated note except for: Charges to operations under the various plans aggregated $6.4 million for 1970 and $5.7 million for 1969. (10) Commitments and Other Matters Same as consolidated note except for: At December 31, 1970, there were commitments of approximately $22.6 million for acquisition of facilities and $8.5 million for Investment in subsidiaries. The Corporation has agreed to purchase or obtain orders for products of a subsidiary and a subsidiary of Columbia Cellulose at prices that lndule all coats Including amounts sufficient to pay current Installments of principal and interest on certain*, long-term debt. The long tens debt et December 31, 1970, was $102 million as to the subsidiary and $40 million as to the subsidiary of Columbia Ollnloae. -p n- i i { i i i CSUNESE CORPOBATICN | Notes to Corporation's Balance Sheet, continued f t- (11) Supplementary Information to Statement of Income Maintenance and repairs, depreciation, depletion and amortization, taxes, rest and royalties, and bad debts are as set forth in the following table: Maintenance and repairs........................................................... Taxes, other than federal taxes on income: State and local real estate and personal (In millions) Years ended December 31 (a) 1970 1969 Costs Other Costs Other $1.8 $22.6 $1.8 3 * 42.1 6.1 $.Q 0.4 5.0 0.3 3,5 0,2 1 0 ft *9 11.4 b.7 9.5 6.5 Bad debts............................................................................................ A.f> 2,3 6 A 10 0.3 12*P (a) Amounts shown in the columns headed "Costs" have been included In the accou^enying statements of income under "Cost of Goods Sold" and amounts shown In the columns headed "Other" have been included in other items under "Operating Costs". J j Charges to ocher Chan income accounts are Insignificant in amount. (12) Subsequent Events Same as consolidated note. r r e'_-.------ A. - 'si .r . .7.' ' /-V ' -w ; - v-^;t>\-; CELANESE CORPORATION end CELMEE CORPORATION and coigolidated subsidiaries Invesenents la Securities of Subsidiaries Year ended December 31, 1970 (dollars la millions) Name of Issuer end title of Issue 1, Celanese Corporation-Subsidiaries consolidated; A. U.S. subsidiaries: Fiber Industries, lac: Coomon stock $10 par value Celanese International Corporation: Coomon stock, without per value Other companies: (Fourteen at beginning and sixteen at end of period) Total U.S. subsidiaries B. Non-U.S. subsidiaries: Chancell Limited: Common stock, without par value Other coapenles Fourteen et beginning and sixteen at end of period) Balance at beeliuiine o f period No. of shares Amount 4,500,000 1,000 - $ 81.5 8.6 44.3 134.4 7,569,230 - 53.0 27.6 Total non-U.S. subsidiaries SO.6 Additions No. of shares Amount Deduction! No. of shares At $ 9.7 (1) - * (20.6) (1) - 21.9 (3) - 1.2 t'l) s. 9.7 (5) 21 9 - ' TM---- (15.8) (1) 6.2 (1) 5.2 (4) 3.0 (11) 0.8 (6) 1.7 (7) _ 1.1 $ -- -- C. Reserve for intercompany profits of Celanese Corporation lo inventories of subsidiaries, carried as a reduction of Investments D. Total subsidiaries consolidated a.2) $713.8 (0.8)(S) 1 II. Celanese Corporation-subsidiaries not consolidated: (Three companies at beginning and end of period) - $ 0.1 - $ - -s IU. Celanese Corporation and consolidated subsidiaries: Subsidiaries not consolidated (Seven companies at * $ 5.8 " s 2.i a) - $ beginning and ten companies at end of period) 23.3 (11) _______ 54.9 (7) 1.1 noi Less amount included in Investments and Advances - Other i :i Votes: \ (1) Equity In lncooe/(loss) for the year (Schedule XVII). (2) Dividend* received (Schedule XVII). _r " -' ' (3) Capital contribution* by Celanese Corporation of cash of $Z1.1 million and a note receivable having a face vale (4) Carrying value of Investment transferred to Celanese Corporation by capital distribution.---.;-.; .,; >- (5) Cost of Investments acquired In consideration of $4.4 million and the: relssnnne*' of 100,000 eoaet treasury*she (6) Reserves for potential devaluation losses of subsidiaries transferred to?Celanese Corporatlon^TS31'j%^^^^^ (7) Carrying value of investments in affiliates reclassified upon'acquisitiontof additional^shares'.that.resulted lit (8) Increase In reserve for lntercompanv profits In Inventories. (9) Carrying value of subsidiary sold in 1970. (10) Carrying value of subsidiaries deconsolidated during 1970._a:^. s'* \* *3? . .I--'-'-viiATiiuJ'li (11) Cost of investments acquired for cash. .. -V-*/-/* ,l>h r 'V7`- " 7.^'' ^St ^v ^-a m CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Investments in Securities of Subsidiaries Year ecded December 31t 1970 (dollars la adlllons) Schedule TIT consolidated *. Balance SC beginning o f period No. of shares Amount Add It loos No. of shares Amount Deductions No. of shsres Amount Balance at end of period So. of shares * scant .ration: va lue : beginning end 4,500,000 1,000 iries 0 value it beginning and 7,569,230 - $ 81.5 8.6 44.3 134,4 53.0 27.6 __ * - sidlsrles its of Celanese zt subsidiaries, mestsenci . consolidated . not consolidated: :od end of period) :ated subsidiaries: Seven eonpanJ.es at ead of period) iOeoCJ tod SO.6 a.2) jnjaS __ S 0,1 5 5.8 - _ $ 9.7 (1) (20.6) (1) 21.9 (3) . - 1.2 ti) __ Id. (5) 21.9 ---- (15.8) (1) - 6.2 (1) 5.2 (4) 3.0 (11) - 0.8 (6) hi (7) _ 1.1 (0,87(6) 522,2 s- - $ 2.i a) 23.3 (11) 34.9 (7) 1.1 fl0> 5 3.1(7) 5.2(4) . 4,500,000 1,000 . _L2 5 U.l 4.7 55.2 148.0 0.7(2) 1.9 (2) 7,569,230 - 36.5 42.6 2.6 79.1 SlO-9 5- 5 0.4(2) 0.2(9) (2.0) 22L - 5 0,1 - 5 66.6 ,, * year (Schedule XVII)... " - r*:* J.C* v.\ m>--- . - : \- ... ese Corporation of cash of $21.1 telllion and a note receivable having a face value of $0.8 alllion. runsferred to Celanese Corporation ty capital distribution --v Vy--' ' 3 consideration of $4.4 million and the re Issuance of 100,000 common treasury shares having a value of $5.3 illioaJHc-' tldn'losses of subsldlsrlas transferred to Celanese Corporacion. /*' "* ' ' *"^ j affiliates reclassified upon acquisition of additional shares that resulted In tamership in excess of 50X_; daany profitsin inventories.- v - `:' . - ' - . - - ' -'.j-V-- y; -/v;. . deconsolidated during 1970. rf : : jv - or cash. i o Nillj of issuer and title of issue Celanesr Corporation: Subsioiari.es -onsolidated: T.S. subsidiaries: CHamplin Petroleum Company: Common stock $100 plr value Fiber Industries, Inc.: Ccroon stock, $10 par value Celanese International Corporation: Cotmuon stock, without par value Other companies: Fifteen at beginning of period and fourteen at end of period Total U.S. subsidiaries Non-U.S. subsidiaries: ell Limited: stock, vlthoot par value Ocher sles: CELANESE CORPORA! 108 and CELAXE5E CORPORATION AND CONSOLIDATED SUBSEDURIES Investment! in Securities of Subsidiaries Year ended Decreer 31, 1969 (dollars in millions) Balance at beg.' m-ng of period No. of shares Amount Additions No. of shares Amount Dedi No. of shares 44,847 4,500,000 1,000 $160.3 73.7 12.2 74.8 321.0 7.569,230 66.7 $11.1 (1) 44,847 13.0 (1) (3.6)(1) 5.3 (1) 25.8 4.8 (1) CE1ANESE CORPORATION and 1ANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Investments in Secu rides of Subsidiaries Year ended December 31, I 969 (dollars ir. millions) J^Alance at beginning of oei . nc. No. of shares Amount Addit : -5ns No. of. shares Amount Deductions No. of shares Amount Balanc e at close of period No. of shares Amount Schedule TTT 44,647 ,500,000 1,000 $160.3 73.7 12.2 - $u.i (1) 44,847 $ 13.8(2) - 157.6(3) $- - 13.0 (1) - 1.9(2) 3.3(4) 4,500,000 81.5 * (3.6K1) " 1,000 8.6 - 74.8 321.0 ,569,230 66.7 - 5.3 (1) - 10.6(2) 25.2(3) 25.8 212.4 44.3 134.4 . 4.8 (1) 2.1(2) 16.4(4) 7,569,230 53.0 2 CELAKESE CORPORATION end CELANESE CORPORATION AND CONSOLIDATED STESEDIAXI Investment* In Securities of Subsidiaries, coctinu Year ended December 31, 1969 (dollars in millions) Name of issuer and title of Issue Celanese Corporation: U.S. and non-l'.S. subsidiaries (not consolidated): Three companies at beginning and end of period balance at beginning of period No. of shares Amount S 0.1 Addition.* No. of shares Amount Celanese Corporation and consolidated subsidiaries: L'.S. and non-C.S. subsidiaries (noc consolidated): Seven companies at beginning and end of period $4,4 (1) Notes: (1) Equity in incaae/dots) 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 amount of net of taxes of $30.2 million, was credited to current year income as an extraordinary item, was received in cash on January 5, 1970, and the balance of $120 million is due im 3 equal m installments beginning in 1971. (4) Write-off cf excess cost over related equity as an extraordinary charge to current year incus (5) Increase in reserve for inter-company profits in inventories. . (6) Cancellation of subacription to stock of a subsidiary. ^- 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES tnvestmnCs In Securities of Subsidiaries, continued Year ended December 31, 1969 (dollars in millions) Balance at beginning of period________ No. of shares Amount Additions No. of shares Amount Deductions No. of shares Amount lated) ;riod S 0.1 Schedule TIT. C Balance at close of period No. of shares Amount tries: Lated): tried - S 3.5 - . 4*4 (1) - . S I.U6) - S $.8 - (Schedule XVII). :or $240 million. The gain on the sale in the mount of $25.9 million, edited to current year income as an extraordinary item. $120 million 170, and the balance of $120 million is due in 3 equal annual I equity as an extraordinary charge to current year income r profits in inventories, c of a subsidiary. *-r^_ jrjr; Schedule* IT and X CE1ANESE CORPORATION Indebtedness of aod Indebtedness to Subsidiaries - Not Current Tear ended December 31, 1970 (is millions) Receivable* Beginning End of period of period Subsldiarie* consolidated: D.S. subsidiaries: Celtrail, Inc. Celanese International Corporation Fiber Industries, Inc. Pan Ancel Co. Inc. Other companies: Four at beginning and fire at end of period, all totally held Total U.S. subsldiarie* $ 2.3 0.3 1.3 Vzl $10.4 3.0 44.9 58.3 Non-U.S. subsidiaries: Ancel Europe, S_A. 1.0 Ancel France, S.A. Ancel Co. (Scandinavia) A/S Celanese Tenexolana, S.A. 0.1 0.1 Other companies: One at beginning and two at end of period _ Total non-U.S. subsldiarie* 1.2 S50.7 0.1 0.1 0.2 Payable* Beginning End of period of period $- $0.1 HI LU . k- - "X. ? i;;' 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 CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Property, Plant and Equipment Year ended December 31, 1970 (in mi lllona) Balance at Beginning of Period AdditIona Subsidiaries Acouiredm Additions at Cost $ 3.4 117.2 627,2 10.9 4.5 60.7 4.0 $832.9 $- - _ - $ 0.1 16.9 S0.3 1.5 0.1 (32.6) 0.4 $66.9 Celanese Corporation and consolidated subsidiaries: Land Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Plant and equipment under construction Other $ 14.3 246.2 1,098.2 17.8 25.2 91.1 7.3 $1,500.1 $ 1.7 4.5 2.1 _ 0.2 - $83 $ 0.2 25.8 131.9 2.4 8.4 (*0.4) 3.6 $131.9 Notes: (1) (2) Reclassification of'accounts . . . of subsidiaries. ' - '=AJ - "t (3) To adjust gross book-value, to.agree with gross . tax value. .. . (4) Cross book value of property,' plant and.equipment of subsidiarietss daeeccooanssooiliiddAaCtetdd.. Iinn 11397700..> : ,,vJj (5) To reverse. the -estimated' flre'-lots on plant 'and'equipment' recordWed-i:n.-.W69S3'3fc3* '-v -v v Schedules IV end X o. CELANESE CORPORATION Indebtedness of and Indebtedness to Subaldlarlea - Not Current Year ended December 31, 1969 (In millions) Balance receivable Beginning Close of period of period Balance pavable 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. lac. 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 Non-C.S. flubsldlri8: Amcel Europe, SJt. Amcel Co. (Scandinavia) A/S Celaneae Venezolana, S.A. CelFibras - Flbras Qulmlcaa do Brasil, Ltda. Other companies: Tvo at beginning of period and one at end of period, all totally-held 6.5 0.2 0.1 1.4 0.1 Total noa-U.S. subsidiaries S 2.3 0.3 " 1.3 $- 1.0 - 45.6 49.5 1.0 0.1 0.1 T7o - _ - $. * . _ "1 .--5- -r-jU. , *2&`' Schedule V CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Property, Plant and Equipment Year ended December 31, 1970 (in millions) Balance at Beginning of Period Additions Subsidiaries Additions at Cost Retirements or Sales during Period Other Changes Debit/(Credit) Balance at end of Period $ 6.4 117.2 627.2 10.9 4.5 60.7 4.0 $832.9 $* - - s- $ 0.1 16.9 80.5 1.5 0.1 (32.6) 0.4 $66.9 $5.7 22.1 0.2 1.8 0.1 1.0 $30.9 ' $0.1 (3) (0.1)(2) 0.3 (3) 0.1 (2) 0.1 (3) - . $03 $ 8.6 128.6 685.8 12.2 2.8 28.0 3.4 $869.4 ubsidiaries: $ 14.3 246.2 1,098.2 17.8 25.2 91.1 7.3 $1,500.1 $ 1.7 4.5 2.1 - 0.2 - $8.5 $ 0.2 25.8 131.9 2.4 8.4 (40.4) 3.6 $131.9 $- 7.1 32.3 0.3 2.1 0.1 1.8 $43.7 $0.1 (3) (0.2) (4) 0.3 (3) (2.0)(4) 0.1 (3) (4.8) (4) (0.1) (4) (0.1>(4) - 0.6 (5) $($!) $ 16.1 267.7 1,195.2 19.8 31.6 50.6 9.7 SlgS^li acquisition of subsidiaries. s. to agree with gross'tax value, y, plant and equipment of subsidiaries deconsolidated re loss on plant and equipment recorded in ' ..v*..:::-" 5*iS!!*^SSgSa6 * ' " /7 '. ' 'iusESj _ _ I a 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 CE1AKESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUB Property. Plant and Equipment Balance at beginning of period Tear ended December 31, 1969 (In millions) Additions at cost Retirement or sales during period $ 8.3 107.3 559.0 9.8 3.1 35.7 3.5 I2MJ. $ 0.2 9.8 59.8 1.2 2.4 42.0 0.5 $0.2 8.2 0.2 1.0 - $ 15.1 $ 0.6. $ 0.4 Buildings and improvements Machinery and equipment Oil, gas and timber properties Furniture-and fixtures Automobiles and rolling stock Plant and equipment under construction Other 234.8 1,088.6 166.5 17.9 26.0 71.3 52.1 3^ 19.0 110.7 13.6 2.3 7.0 38.8 3.7 S195.7 2.6 13.5 5.7 0.4 4.0 0.1 2.6 . S23.3 Notes: (1) Write-off to expense. (2) Reclassification of accounts.:. ^ - -- (3) Cross book value of property; plant and equipment of subsidiaries sold. (4) ,, Estimated fire'loss on plant and equipment. ''..`Trr " . ..--7, v I-fat; '' -------- .'X - r V^.'r r - 3. .. - -C-- . r * jlr* .1 :3 4 I ion ubsldiarles: CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Property, Plant and Equipment Year ended December 31, 1969 (In millions) Balance at beginning of period Additions aC cost Retirements or sales during period Other changes Debit (Credit) Balance 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 S1U..9 $0.2 8.2 0.2 1.0 - S .9-6 S (0.1) (1) 0.3 (2) 16.6 (2) 0.1 (2) - (17.0) (2 - S fO.l) s 8.4 117.2 627.2 10.9 4.5 60.7 4.0 S 832.9 $ 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 SISj.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)(I) (C.5>(2) (6.5) (3) 17.4 (2) (105.0) (3) (2.31(2) C172.1)(3) (2.0)(3) (0.1) (2) 0.7) (3) <17.0)(2) (1-9)(3) 2.3 (2) (47.6) (3) ^(4) S 14.3 24b. 2 1,098.2 17.8 25.2 _plant and equipment of subsidiaries sold. u equipment.^' - a^.v. ' . - . -. U <!# -  o CEUUESE CCSPORATI0K led CELANESE CORPORATIGB AND CONSOLIDATED SUBSIDIARIES Accumulated Depreciation, Depletion and Amortization of Property, Plant ai Tear ended December 31, 1970 (in miHima) Classification Celanese Corporation: Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Ocher Balance at Beginning of Period Addition! Subsidiaries Acquired(1) Charged to Income $ 50.3 336.1 6.7 3.1 1.2 $397.4 5- $- $ 4.2 48.? 0.9 0.5 0.3 $54.8 Celaoese Corporation and consolidated subsidiaries: buildings and improvements Machinery and equipment Furniture and fixtures Autoaobiles and rolling stock Other $ 77.1 507.9 9.0 1.5 1.6 $603.1 $ 0.8 0.7 - 0.1 - S L.6 $ 8.8 84.3 1.5 2.5 0.5 $97.6 Notea: (1) Accumulated depreciation at date of acquisition of subsidiaries. j (2) Accumulated depreciation reserve of property, plant and equipment of subsidiaries, decons CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Depreciation, Depletlor. and Amortization of Property, Plant and Equipment Tear ended December 31, 1970 (in millions) Schedule V~T Balance at Beginning of Period Additions Subsidiaries Acquired (1) Charged to Income Deductions Retirements, renewals and replacements Other changes Credlt(Deblt) Balance at end of period ? 50.3 336.1 6.7 3.1 S397.4 $$- $ 4.2 48.9 0.9 0.5 0.3 $54.8 $ 4.7 15.4 0.2 1.0 0.3 $21.6 $0.3 (3) 0.1 (3) - - $0.4 $ 50.1 369.7 7.4 2.6 1.2 $431.0 bsidlarlea: $ 77.1 507.9 9.0 7.5 1.6 $603.1 $ 0.8 0.7 0.1 S L.6 $ 8.8 84.3 1.5 2.5 0.5 $97.6 $ 5.1 22.7 0.2 1.0 (29.3) LSJ) $(0.7)(2) 0.3 (3) .?) (2) 0.1 (3) (0.1)(2) (0.2)(2) - $ 31.2 567.4 10.2 8.9 31.4 $699.1 at date of acquisition of subsidiaries. reserve of property, plant and equipment of subsidiaries decocr olldated In 1970. serve to agree with tax depreciation reserve.. : . r J 1 l \ CELAKESE CORPORATION and CELA.YESE CORPORATION AND CONSOLIDATED SV3SU Accurmlated Depreciation. Depletion and Amortisation of Prope- Year ended December 31, 1969 (in Billions) Classification Celanese Corporation: Buildings and improvements Machinery and equipment Furniture and fixtures Automobiles and rolling stock Other Ol3res? Corporation and consolidated subsidiaries: Buildings and improvements Machinery and equipment Oil,gas and timber properties furniture and fixtures Automobiles and rolling stock Other * Balance ac beeinnlnx ot period S '<7.1 304.9 6.1 2.7 0.9 $ 72.4 516.5 103.9 9.5 8.3 13.7 57 23.il Addition- Charged to Income $ 3.5 40.3 0.8 0.6 0.3 545.5 $ 8.1 74.7 7.0 1.3 2.9 2.7 SQ^-2 Notes. (1) (2) Loss on sale of p'ant. Cross b,.ok value of property, plant and equipment of subsidiaries sold. Deduce Ions Retirement* renewals tat replacement: $ 0.3 8.1 0.2 0.2 - S 8.8 $ 1.8 12.6 3.5 0.3 ^ * 1.4 S?1 .8 r i: - t L ' . i*. **&*%.* 'V.i-iJ-1 ,:.{;?iV..' - : / : J\ / -1 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Depreciation, Depletion and Amortisation of Property, Plant and Equipment Year ended December 31, 1969 (in millions) Balance at beginning oi period _ O 5 W.i 304.9 6.1 2.7 <. 0.9 mu. $ 72.4 516.5 1U3.9 9.5 S.i i?.: S723.8 Additions Charged Co Income 5 3.5 40.3 0.8 0.6 0.3 545.5 S 3.1 74.7 7.0 1.3 :.9 2.7 S96.7 Deduct!ons Retirements. renewals and replacements $ 0.3 8.1 0.2 0.2 - LU S 1.8 12.6 3.5 0.3 * *9 1.4 sat, a ^ther changes Credit (Debit) S (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) (12.9)(2) S(195.67 Balance at close of oeriod $ 50.3 . 336.1 6.7 3.1 1.2 S 77.1 507.9 9.0 7.5 - 1-6 S603.1 Schedule V! CZLktTESZ CORPORATION and CEU5ESE CORPORATION AMD CDRSOLIDATZD SUBSIDIAEIIS Bondi, Mortgage* and Slnilar Debt Deceed>er 31, 1970 (in Billions) Name of liauer and title of Issue Celaneae Corporation: 4 3/41 ten loan aerial notes, doe 1971-1973 3 1/21 debentures, due 1971-1976 5 3/8Z subordinated debenture, doe 1973-1977 5 3/41 notes, due 1971-1980 4 3/41 notes, due 1971-1990. . 41 convertible subordinated debentures, due 1975-1990 6 3/41 notes, due 1975-1987 Total long-ten debt - Celaneae Corporation Deduct: Long-ten debt doe within one year Long-ten debt (net) Celaneae Corporationand consolidated subsidiaries: Celaneae Corporation: Total long-ten debt - above 0. S. Subs idiaries: Camden fibre Mills, Inc.: 5 1/21 note, due 1971-1988 Celtran, Inc.: 4 1/21 to 6 3/41 notes, due 1971-1978 Celaneae International Finance Company: 6 3/41 guaranteed debentures, dne 1973-1982 Fiber Industries, Inc.: 4 1/21 notes, due 1971-1974x- 5 1/41 first aortgage and collateral trust bonds, due 1971-1978?" 51 first mortgage and collateral trust bonds, dne 1971-1984 101 subordinated Income note, payable to Celaneae Corporation, due 1971-1974*..;;; Total O.S. Subsidiaries a. :____ .- " . .. . - ' 5s41 Authorized by Indenture $100.0 50.0 17.0 50.0 75.0 78.9 la sued and not retired or cancelled $60.0 31.0 17.0 48.1 72.0 78.9 $ 1.2 15.4 20.0- $ 1.1 9.7 20.0 ~ ... *1- -^^--^ ' ^ `P*jggg,^ 100.0 on nV " SVi.rsS.- Eeld by or for account of leaner thereof Not hi by or aceoi of 1st thert $3.8 _ _ m^m- $ 60 27 17 48 72 . 78 -22 $ - $ 1. 9. fctJSgfe? celanese corporation and V7IQN ABD CONSOLIDATED SUBSIDIARIES Mortgage* and Similar Debt December 31, 1970 (In million*) Srhedola IX Ia aued and not retired or cancelled $60.0 31.0 17.0 48.1 72.0 78.9 2S.0 Bald by or for account of leaner thereof $3.8 - - - Not held by or for account of laauer thereof $ 60.0 27.2 17.0 48.1 72.0 78.9 29.0 Included In aum extended under caption 'long-term debt" In related balance sheet (SO.S.) $ 60.0 27.2 17.0 48.1 72.0 78.9 25.0 328.2 26.7 2fila Ia sinking aed other special funds of leaner ___ thereof ($0.S.) $3.8 Pledged by Issuer thereof $ Held by affiliates for sdilch statements arm filed hereeltfa Perseus Incladed In Cos- sol Idated statements Oeh~ ($11.5.) ~ $ $328.2 i 1 < i j i 2 CELANESZ CORPOEATIOK and CEIAHESE CORPORAtlOH AD CONSOUWIED ST '5IDIAM Bond*, Mortgages and Similar Debt, continued December 31, 1970 (In millions) Name of Issuer and title of issue Authorized by indenture Celsnese Corporation and consolidated subsidiaries, cont. Non-l.S. subsldlsrles: Chaocell limited: 3 1/4Z general mortgage bonds. Series A, due 1971 71 sinking fund debentures. Series A, due 1971-1980 (vlth common stock purchase warrants) Can. $12.0 Can; 15.0 3 3/81 sinking fund debentures. Series B, due 1972-1985 (O.S. -dollars) 6 1/21 sinking fund debentures. Series C, due 1973-1986 Celtran Equipment Limited: 6X notes, due 1971-1978 (U.S. dollars) Amcel Europe, S.A.: 6.31 and 81 first mortgage notea, due 1971-1978 (Belgian francs) Celanese'Colombians, S.A.: 101, 141 and 181 notes, due 1971-1984 Other notes payable with various 30.0 Can. 15.0 5.0 B.F. 706.1 interest rates and maturity dates Issued and not retired or cancelled Held got by or for by or account aeeo of issuet.___ of is thereof ther Can. $ 0.8 Can. 10.5 30.0 Can. 15.0 3.5 Can. $ Can. 0.8 Can. $ Can. * Can. m B.F. 499.4 ____ B.F. 30.6 B.F. 4. . 2 CTUUZSE CORPORATH* and 'ORATION AND CONSOLIDATED SUBSIDIARIES rtgagea and Similar Debt, continued 'December 31, 1970 (in million*) Schedule IX. cant Issued and not "'retired or cancelled > Held Not held by or for by or for account account of Issuer,__ _ of issuer thereof thereof Included In sum extended under caption "Long-term debt"' In related balance sheet (bU.S.) In slnhing and other special funds of issuer thereof <$U.S.) Pledged by leaner thereof affiliates for which statements are filed wheTvlth Persona Included In Con solidated statements other ($U.S.) " Can. $ 0.8 Can. 10.5 30.0 Can. 13.0 3.5 B.F. 499.4 - Can. $ Can. 0.8 Can. $ 0.8 Can. 9.7 - 30.0 - Can. 15.0 - 3.5 $ 0.7 9.7 30.0 13.9 3.5 B.F. 30.6 B.F. 468.8 9.4 '; - 5.6 -5.7 78.5 - 557.0. 46.2 ' ; ssio.8 r'i * -`3; ";d*1 $0.7 $- $- r<rrr+~`:--: C -- e'.c-.f*' 'i .- -.-^re r- ' ^r-< -Yr- *'* -*v--' ) CELUIESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SOBS ID Bonds, Mortgages sod Similar Debt December 31, 1969 (in millions) Kane of Issuer end title of Issue Celanese Corporation: 4 1/21 (4 3/41 after October 1, 1970) term loan serial notes, due 1970-1973 3 1/21 debentures, due 1970-1976 3 3/81 subordinated debenture, due 1973-1977 5 3/41 notes, due 1970-1980 4 3/41 notes, due 1970-1990 41 convertible subordinated debentures, dne 1975-1990 6 3/41 notes, due 1975-1987 Total long-term debt - Celanese Corporation Deduct: Long-term debt due within one Tear Long-term debt (net) Celanese Corporation and consolidated subsidiaries: Celanese Corporation: Total long-term debt - above Asouqc authorized by indenture $100.0 50.0 17.0 50.0 75.0 78.9 50.0(1) Amount Issued and not retired or cancelled $80.0 33.0 17.0 50.0 75.0 78.9 25.0 U.S. Subsidiaries: Celtran, Inc.: 4 1/21 to 6 3/41 notes, dne 1970-1978 Celanese International Finance Company: 6 3/41 guaranteed debentures, due 1973-1982 Fiber Industries, Inc.: 4 1/21 notes, due 1970-1974 3 1/41 first mortgage and collateral.-- .' ' v-f'S trust bonds, due 1970-1978 - 31 first mortgage and collateral trust bonds,'.. ^ due 1970-1984 V .. . $ 15.0 20.0 ' 35.o-?v: -/ v- - 15.Of; :r~ $11.3 20.0 22.5 . 13.5' Total U.S. Subsidiaries Amount held by or for account of issuer thereof $1.4 HI ..T- > (1) e In January 1970, this amount was reduced to $25 ^nllUouTgsg?;??^-" s 1 CFLANISE CORPORATION and 3RPORATION AND CONSOLIDATED SUBSIDIARIES -ds, Mortgages and Similar Debt December 31, 1969 (Id Billion*) Schedule IX _ Amount Issued and not retired or cancelled 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 rrlated balance sheet ____ (?U.S,) Amount in linking and other special funds of Issuer thereof (SP-S-) Amount pledged by Issuer thereof Amount held by affiliates for which statement* are filed herewith Perions included in Con- solldated statements (SP.S.) Other $80.0 33.0 17.0 50.0 75.0 78.9 $1.4 - - - ---- $ 80.0 31.6 17.0 50.0 75.0 78.9 $ 80.0 31.6 17.0 50.0 75.0 78.9 25.0 357.5 25.5 \ ) I S357.5 i 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Bondi, Mortgage* and Similar Debt, continued December 31, 1969 (la allllona) Name of lsiuer and title of liaue Amount authorized by indenture Celaneae Corporation and consolidated lubildiarlei, cont. Canadian subsidiaries: Chemcell Limited: 5 1/AT general mortgage bonds. Series A, due 1971 Can. $12.0 71 sinking fund debentures. Series A, due 1970-1980 (with common stock purchase warrants) Can. 15.0 5 3/8Z sinking fund debentures. Series B, due 1972-1985 (U.S. dollars) 30.0 6 1/21 sinking fund debentures. Series C, due 1973-1986 Can. 15.0 Celtran Equlnment Limited: 67. notes, due 1970-1978 (I'.S. dollars) Total Canadian Subsidiaries 5.0 Other non-l'.S. subsidiaries: Amcel Europe, S.A.: 6.31 and 81 first mortgage notes, due 1970-1976 (Belgian francs) Ocher notes payable with various interest rates sod maturity dates B.F. $706.1 Amount Issued and not retired or cancelled Amount held by or for account of Issuer thereof not held by or fo account of Issue thereof Can. $ 1.5 Can. 11.0 30.0 Can. 15.0 4.0 Can. $0.1 Can. $ 1 Can. 0.5 Can. 10 30 Can. 15 4 B.F. $427.2 $- B.F. $427. 2 CIIANESE CORPORATION and 'ORATION AND CONSOLIDATED SUBSIDIARIES rtgagea and Slailar Debt, continued December 31, 1969 - ' (in millions) Schedule n. coot Amount O issued and not retired or cancelled Amount held by or for account of iaauer thereof Amount not held by or for account of Issuer thereof Amount Included in sum extended under caption "Long-term debt" in related balance sheet ____(SP-S-) Amount in sinking and other special funds of issuer thereof ($U.S.) Amount pledged by issuer thereof Amount held by sfflllatea for which statements are filed herewitc Persons Included in corn- solids ted statamenta (SU.5-) Other Can. S 1.5 Can. 11.0 30.0 Cm. 15.0 4 .0 Can. $0.1 Can. 0.5 =:= Can. $ 1.4 Can. 10.5 30.0 Can. 15.0 4 .0 $ 1-4 10.5 30.0 13.9 4.0 $59.8 $ 0.1 0.5 - B.F. $427.2 -------- ' $- B.F. $427.2 -- ------' $ 8.6 7.3 15.9 595.5 42.4 5553.1 ; $- Schedule ITT CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Reserves Year ended December 31, 1970 (li alllions) Balance at beginning cf period Additions Charged Charged Deductions to to other from Income accoonts reserves Balance at end of period Celanese Corporation: Deducted from assets: Allowance for doubtful accounts (deducted from trade accounts receivable) $ 1.5 $ 0.3 $- $0.2(1) 0.2(2) $ 1.4 Allowance for doubtful accounts (deducted from other account's receivable) 0.4 0.4(3) Allowance for losses (deducted from investments ana advances) 15.2(4) -2(l) 28.2(51 15.0 Celanese Corporation and consolidated subsidiaries: Deducted froo assets: Allowance for doubtful accounts $ 0.2(1) y- (deducted froo trade accounts 3.6(2) receivable) $ 7.0 $ 3.5 $- 0.3(6) $ 6.4 Allowance for doubtful accounts (deducted from other accounts receivable) Allowance for losses (deducted from 0.4 15-2(4) 0.4(3) 14.1(7) investments and advances) 3^0 0.9 0.2(11 *-6(8) 31.8 Reclassification of accounts. Bad debts, claims and allowances net of recoveries.. Receivables of SIACE written off. > Provision for divestment of certain European textile'operations. Results primarily from transfer of Allowance for.Losses to a consolidated U.S. subsidiary and write-down of investment in non-U.S ^Subsidiary. Balance at January 1, 1970, of a non-U.S.. subsidiary, deconsolidated during 1970- - - . Write-downs of investments in certain non-U.S.' subsidiaries and affiliates^ Principally losses on divestment- of non-U.S.' operations';^. ..v . .... ._. . -t.' - V - *34vT '.T Schedule XII CELANESE CORPORATION and CEUNESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Reserves Year ended December 31, 1969 (In millions) Balance at beginning of period Additions Charged Charged Deductions to to other from Income accounts reserves Balance at 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 (deducts ' from other accounts receivable) Allowance for losses (deducted from lnve&tmects and advances) Reserve, for valuation of nonproducing leases $ 1.6 JM. 7.4 44.2 -S4 S(o.i) - 1.9 " ; . J $- $- $ 1.5 0.4(1) 0.8(2) _IiJ>.{3) 74.0(4) 0.4 27.8 0.9(5) 1.4(61 7.0 0.4(1) 0.8(2) 75.0(3) - 86.0(4). . 2-0(7; T_0J8-(6)- 0.4 34.0 (1) (2) (3) - . (4) Results from charge to Allowance for Losses on divestment of SIACE-; -. a..' Reclassified from Other. Accruals."t .. Reclassified from Allowance for AnticlpatediLosaei, Arising'' Prom.-Disposition Non-U. S. Subsidiary. ' :. Results principally from the divestment, of'cereain.-non-(LS.-.operations, (5)r;Bad debts. (6)Subs Id la ries V. (7) Leases abandoned. CEIANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Capital Shares December 31, 1970 Name of Issuer and title of Issue Celanese Corporation and Celaneae Corporation and consolidated subsidiaries: Capital Stock: Preferred Stock, Series A (4 1/2X cumulative), par value $100 Convertible Preference Stock ($3.00 cmsulatlve), without par value 7X Second Preferred Stock (cumulative), par value $100 Comson Stock, without par value Total Celaneae Corporation and consolidated subsidiaries: Minority Interests: Fiber Industries, Inc.: Comson Stock, par value $10 Chemcell Limited: Cumulative Redeemable Preferred Stock, par value $25 (Canadian): .. $1.75 series $1.00 series ' ilue Celaneae Authorized by charter Number of shares field by Issued and or for account not retired of Issuer or cancelled thereof Hoc held by or for account of Issuer thereof 908,602 96,717 32,398 25.gM.0W 850,902 96,717 25,638 13-339.987 850,902 96,717 25,638 1^-339-987 9,500,000 7,200,000 7.200,000 594, SOO^fe 395^000 i .*S5jl^395; 000 99,500- -fT 99,500 ^591*^564 CJL. Fibraa Qulmlcaa de.-.Venezuela Common Stock,' par value; 100 bolivars130,000i*v^>i30:o6o''ri>f'- Celanese do Bras 11.--Flbrais^ Quimicas Comson Stock, Stated'Tvalne:_$1.00 Nee Cruzeiro '^^^^^34,580;OO0^S34^580^0O0 CelEuro, N.V.: - - ; Comson Stock,'per V.1...100 Guilders- 800* Schedule mx CELANESE CORPORATION and RATION AND CONSOLIDATED SUBSIDIARIES Capital Share* December 31, 1970 NihLber of shares Held by la rued and or for account it retired of laauer or cancelled thereof Not held by or for account of Issuer thereof Shares outstanding as shown on or In cluded under related balance sheet caption "Capital Stock" Bucher Ajeount at which carried (In sillIona) Busbar of shares held by affili ates for which sta tenants are filed herewith Persona Included In con solidated statseenta Others of shares d for Options. Officers and aglojaM cooeersioa and other rlafats 850,902 96,717 25,638 13.339.987 _ 850,902 96,717 25,638 ajauaz 850,902 $ 85.1 96,717 25,638 13.333.28Z 2.4 2.6 229.4 S319-5 7,200,000 - ~ 395,000 - K 99,500 13,258,477 - 7,200,000 2,700,000 $ 27.0 395,000 99,500 13,258,477 395,000 99,500 , 5,689,247? - 9.2 2.3 20.1 CZLAKESE CORPORATION mi COAHESE CORPORATION AM CONSOLIDATES SUBSIDIARIES Capital Sharei Eecember 31, 1969 Name of lasuer and title of liiue Celaneae Corporation and Celaneae Corporation and consolidated aubaldlarlea: Capital Stock: Preferred Stock, Serlea A (4 1/2X emulative), par value $100 Convertible Preference Stock ($3.00 caaalatlve), eltbout par value 7T Second Preferred Stock (cumulative), par value $100 Conmon Stock, without par value Total Celaneae Corporation and conaolidated aubaldlarlea: Minority interes ti: Fiber Industrie!, Inc.: Common Stock, par value $10 Cbeacell Limited: Cumulative Redeemable Preferred Stock, . par value $25 (Canadian); $1.75 aerlea i': $1.00 aerlea rremnn Stock, without par value" _ Authorized by charter *ad>er of aharea Held by Issued and not retired or cancelled or for account of laiuer thereof Not held by or for account of isa-jer thereof 908,602 100.0C2 32,398 25.000.000 *50,902 100,003 25,638 13.322.709 850,932 100,033 25,638 IL.322.79,^ Schedule XIII SLANESE CORPORATION and TIQN AND COBSOtlQATED SUBSIDIARIES Capital Share* December 31, 1969 rmbcr of hares Held by or for jed and account Retired ^celled af " of Issuer thereof Not held by or for account of Issuer thereof Shares outstanding as shown on or ineluded under related balance sheet caption "Capital Stock" Number Amount at which carried (In millions) Ikambar of shares held by affili- atea for which stacements are filed herewith Persons Included In con solidated statements Others !h*b*r of shares reaerred for offi cers and earn lores a liaber of shares reserved for options, eerranta, cowtarsIona and other rights 350,902 100,003 25,638 322.709 850,932 850,902 $ 85.1 - 100,033 100,000 2.5 - 25,638 25,633 2.6 13,322.709 13.322.709 229.1 - *- . - -- - 574.800 1.465.771 - 1 >- V ,200,000 7.200,000 2,703,030 $ 27.0 4,500,000 i?! / 2 CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Capital Shares Deceaber 31, 1969 Name of Issuer apd title of Issue Celaoese Corporation and consolidated subsidiaries continued: Minority Interests, continued: Celanese Colombians, S.A.: Comnon Stock, par value 5 pesos Celanese Venezolana, S.A.: Common Stock, par value 10 bolivars C-A. Fibres Quiaicas de Venezuela: Common Stock, par value 100 bolivars CelFibras-Fibres Quimicas do Brasil Ltda.: Common Stock, Stated value 1.00 New Cruzeiro Etabllssements Gaudln, S.A.: Common Stock, stated value 100 francs French Total Authorized by charter Number of Shares Held by Issued and or for account not retired of Issuer or cancelled thereof Not held by or for account of Issuer thereof c h. fee 7,635,000 1,522,500 130,000 23,079,635 7,604,926 1,522,500 130,000 23,079,635 159.697 13,362 - 7,591,564 l.S 1.522,500 41 130,000 23,079,635 10,71 159.697 ;2 CELANE5E CORPORATION and ORATION AND CONSOLIDATED SUBSIDIARIES Capital Shares December 31, 1969 Schedule Till. Cobc. 1----^Number of Shares Held by * or for Issued and account >C reclred of Issuer - cancelled thereof Not held by or for account of issuer thereof Shares outstanding as shown on or in- eluded under related balance sheet caption "Capital Stock" Amount at Number which carried (In millions) (lumber of shares held by affill- ates for which sciceanti arc filed herewith Persons included in coosoildated statements Others Number of shares reserved for officers and ewclorees Xuafcer of shares reserved for options. warrants. conversions and other Tithes 7,604,926 1,522,500 130,000 23,079,635 159.697 13,362 ~ 7,591,564 1,826,426 1,522,500 442,916 130,000 24,904 23.079,635 10,776,819 159.697 3-4*6 $ 1.6 1^3 .6 3.2 .1 5,778,500 1,079,584 105,096 ' 12,302,816 '' '-- Schedule XVTI CELANESE CORPORATIOI and CELANESE CORPORATION AMD CONSOLIDATED SUBSIDIARIES Incone from Dividends - Equity in Net Income of Subsidiaries Year ended December 31, 1970 (in ailIlona) Name of issuer and title of issue Celanese Corporation: Subsidiaries consolidated: U.S. subsidiaries: Fiber Industries, Inc.: Common stcck $10 par value Celanese International Corporation: Consnon 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 $ 3.1 _ _ " 371 Non-U.S. subsidiaries: Amcel Europe, S.A.: Common stock, par value 1000 Belgian Francs Chemcell Limited: Common stock, without par value Celtran Equipment Limited: Common stock, par value $10 (Canadian) Celanese Colombians, S.A.: Common stock, par value 5 pesos Celanese Venesolana, S.A.: Cotroon stock, par value 10 bolivars C.A. Fibras Quimicaa de Venezuela: Common stock, par value 100 bolivars Celanese do Brasil-Flbras Quimicaa Ltda.: Common stock quotas Other companies: Ten totally held subsidiaries: Common stocks - various par values Total non-U.S. subsidiaries 0.7 . 0.6 0.3 '. 1.0 2.6 5.7 Amount of equity in net income/ (loss) for the vear $ 9.7 (20.6) 0.5 0.7 (9-7) J / 1.8 . 05.8) 0.1 1.3 0.1 0.5 0.2 2.2 --L*,6). (19.3). Schedule XVTI. Cone. 2 CELANESE CORPORATION CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Income from Dividend! - Equity In Net Income of Subsidiaries, continued Year ended December 31, 1970 (In milIlona) Celanese Corporation, continued loaaea reported In extraordinary Items In statements of Income Equity In net Income of a subsidiary included In cost of goods sold Dividends received cash i-LZCD Amount of equity In net Income/ (loss) for the year $(19.3) 37.7(4) (2.1) Other investments S 5.9(2) Celanese Corporation and consolidated subsidiaries: Kon-U.S. subsidiaries (not consolidated): Ten non-U.S. subsidiaries: Capital Stocks - various par values S 0-4(1) $ 2.1 Equity in net income of a subsidiary included in coat of goods sold Other investments Notes: S 6.8(2) (2-1) (1) Dividends from consolidated and unconsolidated subsidiaries are credited to the investment account (Schedule III).' (2) Taxes withheld on dividends received amounted to $1,135,000 as to Celanese Corporation and as to Celanese Corporation and consolidated subsidiaries. Such taxes have been reclassified to provision for income taxes. (3) Taxes withheld on dividends received from foreign subsidiaries amounting v , . to $183,000 have been reclassified to provision for: income taxes. 0 - '1 ; . -V " <V: (4) Includes $5.7 million--intercoaq>any loss eliminated in coosolldation.rSlSlX'^^^i^^Jt i million provision for losses on'certain European textile operations ndi$16.8^%b' million representing the Corporation's share of Chemcell Limited's extraordinary;* items.- ............... ' ' -. . =* ... * JsteSi tfn&frner.-f - * VS* - r- -- --i/V--'- l / ' CELANESE CORPORATION and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Schedule IVII Income from Dividends - Equity In Net Income of Subsidiaries Year ended December 31, 1969 (In millions) Name of issuer and title of issue Celanese Corporation: Subsidiaries consolidated: U.S. subsidiaries: Fiber Industries, Inc.: Common stock $10 par valve Celanese International Corporation: Comnon stock, without par value Celtran, Inc.: Common stock, $10 par value Other companies: Fifteen tocally 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: Comnon stock, par value $10 (Canadian) Celanese Colombians, S.A.: Comnon stock, par value 3 pesos Celanese Venezolana, S.A.: Comnon stock, par value 10 bolivars C.A. Flbras Quimicas de Venezuela: Comnon stock, par value 100 bolivars CelFlbras -Fibres Quimicas do Brasil Ltda.: Common stock quotas Other companies: Nine totally-held subsidiaries: Comnon stocks - various par values Total non-U.S. subsidiaries 2.1 .5 .2 - 2.8 29.1 Amount of equity In net income (loss) for the year $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 and CELANESE CORPORATION AND CONSOLIDATED SUBSIDIARIES Income from Dividends - Equity In Net Income of Subsidiaries, continued Year ended December 31, 1969 (in millions) Celanese Corporation, ccnclnued Losses reported In extraordinary Items In Statement of Income Dividends received cash S29.im AmounC of equity In net Income (loss) for the year $38.0 5.8 Equity in net Income of a subsidiary Included In Cost of Goods Sold <er investments S 3.4(21 S39.4f33 anese Corporation and consolidated subsidiaries: Non-U.S. subsidiaries (not consolidated): Seven non-U.S. subsidiaries: Capital Stocks - various par values 5 A.4 Equity in net income of a subsidiary included in Cost of Goods Sold (4.4) Ocher investments L4a4(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 to1-__ Celanese Corporation and $684,000 as to Celanese Corporation aod t consolidated subsidiaries. Such taxes have been reclassified to Provision for Income Taxes. ~ "i : V *V .a ai. Ta-es withheld on dividends received fr.foreign^subsidisries amounting.to $302,000 have been reclassified to. Provision-for Income Taxes.- ii