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Celanese CorporationFebruary 2009
2
Forward looking statements; Reconciliation and use of non-GAAP measures to U.S. GAAP This presentation may contain “forward-looking statements,” which include information concerning the company’s plans, objectives, goals, strategies, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. When used in this presentation, the words “outlook,”“forecast,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon current expectations and beliefs and various assumptions. There can be no assurance that the company will realize these expectations or that these beliefs will prove correct. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements contained in this release. Numerous factors, many of which are beyond the company’s control, could cause actual results to differ materially from those expressed as forward-looking statements. Certain of these risk factors are discussed in the company’s filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and the company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.
This presentation reflects three performance measures, operating EBITDA, adjusted earnings per share and adjusted free cash flow as non-U.S. GAAP measures. The most directly comparable financial measure presented in accordance with U.S. GAAP in our consolidated financial statements for operating EBITDA is operating profit; for adjusted earnings per share is earnings per common share-diluted; and for adjusted free cash flow is cash flow from operations.
►Operating EBITDA, a measure used by management to measure performance, is defined as operating profit from continuing operations, plus equity in net earnings from affiliates, other income and depreciation and amortization, and further adjusted for other charges and adjustments. We provide guidance on operating EBITDA and are unable to reconcile forecasted operating EBITDA to a GAAP financial measure because a forecast of other charges and other adjustments is not practical. Our management believes operating EBITDA is useful to investors because it is one of the primary measures our management uses for its planning and budgeting processes and to monitor and evaluate financial and operating results. Operating EBITDA is not a recognized term under U.S. GAAP and does not purport to be an alternative to operating profit as a measure of operating performance or to cash flow from operations as a measure of liquidity. Because not all companies use identical calculations, this presentation of operating EBITDA may not be comparable to other similarly titled measures of other companies. Additionally, operating EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements nor does it represent the amount used in our debt covenants.
►Adjusted earnings per share is a measure used by management to measure performance. It is defined as net earnings (loss) available to common shareholders plus preferred dividends, adjusted for other charges and adjustments, and divided by the number of basic common shares, diluted preferred shares, and options valued using the treasury method. We provide guidance on an adjusted earnings per share basis and are unable to reconcile forecasted adjusted earnings per share to a GAAP financial measure because a forecast of other charges and other adjustments is not practical. We believe that the presentation of this non-U.S. GAAP measure provides useful information to management and investors regarding various financial and business trends relating to our financial condition and results of operations, and that when U.S. GAAP information is viewed in conjunction with non-U.S. GAAP information, investors are provided with a more meaningful understanding of our ongoing operating performance. This non-U.S. GAAP information is not intended to be considered in isolation or as a substitute for U.S. GAAP financial information.
►The tax rate used for adjusted earnings per share is the tax rate based on our original guidance communicated at the company’s investor day in December 2007. We adjust this tax rate during the year only if there is a substantial change in our underlying operations; an updated forecast would not necessarily result in a change to our tax rate used for adjusted earnings per share. The adjusted tax rate may differ significantly from the tax rate used for U.S. GAAP reporting in any given reporting period. It is not practical to reconcile our prospective adjusted tax rate to the actual U.S. GAAP tax rate in any future period.
►Adjusted free cash flow is defined as cash flow from operations less capital expenditures, other productive asset purchases, operating cash from discontinued operations and certain other charges. We believe that the presentation of this non-U.S. GAAP measure provides useful information to management and investors regarding changes to the company’s cash flow. Our management and credit analysts use adjusted free cash flow to evaluate the company’s liquidity and assess credit quality. This non-U.S. GAAP measure is not intended to be considered in isolation or as a substitute for U.S. GAAP financial information.
3
Celanese: a leading global integrated producer of chemicals and advanced materials
Leading Global Integrated Producer
of Chemicals and Advanced Materials
ExecutionDemonstrated track record
of delivering results
StrategyClear focus on growth and
value creation
CultureStrong performance
built on shared principles and
objectives
Superior Value Creation► Industry Leader
● Geographically balanced global positions
● Diversified end market exposure
► Solid Cash Generation
► Significant Strategic Growth Capability
● Track record of execution
● Clearly defined opportunities
4
Globally balanced and integrated businesses aligned to sustain value and accelerate growth
Acetyl Intermediates (AI)
Formaldehyde
Differentiated Intermediates Specialty ProductsBuilding Block
Raw Materials
Advanced Engineered Materials
(AEM)
Industrial Specialties
(IS)
Consumer Specialties
(CS)
Ticona Engineering
Polymers
Emulsions
Acetate
AT Plastics
Nutrinova
PVOH
Affiliates
Acetic Acid
Anhydride and esters
VAM
5
Celanese executes against a simple strategic foundation
Divest non-core assets and revitalize underperforming
businesses
Aggressively align with our customers
and their markets to capture growth
Participate in businesses where we have a sustainable competitive
advantage
Leverage and build on advantaged positions that
optimize our portfolio
FOCUS
GROWTH
REDEPLOYMENT INVESTMENTCelaneseStrategic
Pillars
6
Operating EBITDA1
Today’s portfolio: more resilient with increased specialty focus
► Strategic objectives continue to drive specialty focus● Essentially all growth has come
from specialty businesses since 2005
● Able to maintain relatively stable contributions from specialties in an uncertain environment
► Resulting in:● Increased overall earnings
power of the portfolio● Reduced volatility● Higher level of normalized
earnings
-
200
400
600
800
1,000
1,200
1,400
2005 2007 2008
12005, 2007 and 2008 Operating EBITDA excludes Other Activities of ($122), ($82) and ($87), respectively, for the periods presented
61%
39%
53%
47%
Acetyl Intermediates
Consumer and Industrial SpecialtiesAdvanced Engineered Materials
$ in
mill
ions
46%
54%
7
2008 financial performance
$1,294$1,169$349$68Operating EBITDA
$748$440$324($152)Operating Profit/(Loss)
$372
$2.77
$6,823
FY 2008
$0.93
$1,760
4th Qtr 2007$ in millions (except EPS) 4th Qtr 2008 FY 2007
Sales $1,286 $6,444
Adjusted EPS ($0.38) $3.29
Adjusted Free Cash Flow $385
Fourth quarter 2008 results characterized by:► Sustained earnings performance from our Consumer Specialties business
► Solid cash generation
► Unprecedented end-consumer supply chain destocking
► Global recessionary trends driving weakness in industrial and consumer demand
► Inventory accounting impact of ~$0.48/share included in Adjusted EPS1
1$101 million inventory accounting impact tax effected at 26% divided by 155.9 million diluted shares for the three months ended December 31, 2008
8
2008 portfolio components – financial highlights
Celanese($ in millions)
2008 Revenue1,2: $6,823 2008 Operating EBITDA2: $1,169
Acetyl IntermediatesConsumer and Industrial Specialties
Advanced Engineered Materials
► Leading global producer of engineered polymers
► Strategic affiliates in Asia
► Leading global producer of cellulose acetate products
► Leading global producer of vinyl emulsion products
► Leading global integrated producer of acetyl products
► Significant presence in all three major regions
2008 Revenue1: $3,1992008 Operating EBITDA: $676
2008 Revenue: $2,5612008 Operating EBITDA: $410
2008 Revenue: $1,0612008 Operating EBITDA: $170
1Represents third party net sales for 20082Total 2008 Revenue and Operating EBITDA includes Other Activities of $2 and ($87), respectively
9
Peak and trough relative performanceRelative Peak versus Trough Quarter – Operating EBITDA
Industrial Specialties
Acetyl IntermediatesAdvanced Engineered Materials
Consumer SpecialtiesOther Activities
Trough defined as four quarters of sustained -1% to 1% global GDPNote: Earnings from strategic affiliates included in total Operating EBITDA amounts but excluded from margin % amounts
Ope
ratin
g EB
ITD
A 18 – 20%
8 – 10%
22 – 25%18 – 20%
21 – 23%
Normalized Trough Conditions
10 – 12%
13 – 15% ► Seasonality
► Inventory accounting impacts
► Customer destocking
Fourth Quarter Impacting Factors
Normalized Peak Conditions
20 – 22%
10
Portfolio well-positioned to deliver and execute
► Leading global position provides solid platform► GDP+ driven volumes► Advantaged technology and cost position
Acetyl Intermediates
► Relatively economically insensitive with stable earnings and cash flows
► Selective growth opportunities through customer partnerships
Consumer Specialties
► GDP driven volumes► Downstream integration mitigates volatility► Opportunities for growth through innovation and globalization
Industrial Specialties
► Innovation and extensive portfolio provides platform► Executing on value recovery opportunities► Automotive and durable good volumes drive market growth
Advanced Engineered Materials
Value Creation supported by solid cash generation, fiscal discipline and an optimized leverage portfolio
11
Trajectory of the portfolio for 2009
► Once destocking moderates, volumes expected to be at reduced levels in-line with weaker global demand
► Expect margins to stabilize based on advantaged technology and cost position
Acetyl Intermediates
► Stable volumes expected in 2009► Continued margin expansion with ongoing decreases in
energy and raw material costs
Consumer Specialties
► Volumes remain challenged in North America and Europe► Continued success in Asia and new product development ► Raw material and energy cost reductions should positively
impact margins
Industrial Specialties
► Further reductions in US and Europe auto builds continue to pressure volumes
► Sustained higher pricing and easing input costs should contribute to margin recovery
Advanced Engineered Materials
12
~$1.5 billion on an annual basis
Strengthen Manufacturing Footprint
Identifying and executing actions to reduce spending
Global Fixed Spending
Lower Scalable CostsReduce Fixed Spending
►Non-energy, non-scalable costs:• SG&A• Manufacturing• R&D• Other areas
►~$100 - $120 million already identified, sustainable reductions
►Additional opportunities to be identified
►Assessing potential closures:• Pardies Acid & VAM units• Cangrejera VAM unit
►Other actions being considered
►Reduce scalable spending through:• Block production at batch
manufacturing facilities• Eliminate/reduce use of outside
contractors• Decreased distribution costs
►Identified actions could yield ~$60 million in savings –demand dependent
Fixed spending reductions position the portfolio to expand earnings
13
CS Operating EBITDA 2004 – 2010E
0
50
100
150
200
250
300
350
2004 2005 2006 2007 2008 2009E 2010E
$ in
mill
ions
CS: relatively economically insensitive with stable earnings and cash flows
► Acetate Products revitalization completed in 2007
► Full synergy capture of APL acquisition by 2008
► Nutrinova to offset price declines with volume increases
► Modest growth beyond 2008:
Growth in Asia continues at ~2%per yearSustainable Operating EBITDA
1Dividends from cost investments
Asian Growth1
Growth Objective
Nutrinova Operating EBITDA
Acetate Base Operating EBITDA
European Initiative
North America/Europe Revitalization
14
Profit Added Through Chain
Production and Market Driven
Prof
it R
ange
per
Ton
of
Ace
tic A
cid
Increased Value
Acid Margin Sell Acid as VAM
Technology and Customer Driven
IS: downstream integration mitigates earnings volatility
Reduced Volatility
Peak Average TroughEa
rnin
gs Im
prov
emen
t per
To
n of
Ace
tic A
cid
~30%
Cycle volatility reduction
~10%
~35%
Acetyls versus Integrated Downstream
Sell VAM as VAE
Total MarginAvailable
► Higher overall earnings through integrated chain► Lower earnings volatility with downstream integration
15
0.0
1.0
2.0
3.0
4.0
2006 Future
Global Vinyl Emulsions Applications Driving Future Growth
OthersCelanese
IS: opportunities for growth through innovation and globalization
$ in
bill
ions
ApplicationsFuture
Application Sales ($MM)
Growth Rate
Low VOC and nanopaints $400 – $500 10+%
Engineered fabrics/glass fiber $200 – $300 3% - 5%
Enviro-friendly adhesives $100 – $200 8%
China building/construction $100 – $200 30+%
~25%
$1.0 billion expansion = >$250 million in revenue
~30% increase in vinyl space
>25%
16
AEM: value recovery opportunities through easing input costs and pricing initiatives
► Significantly high raw material and energy costs impacted margins since 2005
► Successful pricing actions and falling raw material costs drive margin expansion opportunities
Indexed Variable Margin per Unit
Varia
ble
Mar
gin
as a
% o
f Sal
es
0%
25%
50%
75%
100%
2005 2006 2007 2008
Pricing
Raw Materials & Energy
Current Trends
17
AEM: automotive and durable good volumes drive market growth
► Current North American and European unit production trends under significant pressure
Shift to smaller, more fuel efficient vehiclesLimited credit availability
► Value per vehicle expected to continue significant growth trend
► Expansion in Asia adds organic growth opportunities
► Increased focus on product development applications
Metal replacementFuel efficiency/Alternative fuelsIncreased electronics
Source: Celanese estimates
Growth in Value per Vehicle North America & Europe
0%
4%
8%
12%
16%
20%
2006 2007 2008
Gro
wth
in v
alue
inde
xed
to 2
005
18
AI: advantaged technology and cost position
Source: Celanese estimates, available public data
2009E Acetic Acid Cost Curve (kt) (based on nameplate capacity)
0% 15% 30% 45% 60% 75% 90%
EthanolEthylene
By Prod
Avg Non-China MeOH Carbonylation
Avg Other Leading Technology
Highest Cost China MeOH
Assumes Oil at $60/barrel
Lower Cost China MeOH
Average Celanese
Acetyl Intermediates
>15% ROIC
Effective Industry Utilization Rates
19
Celanese capital structure
Term Loan - $2.8 billion
Other Debt Obligations -$739 million
Cash - $676 million
Net Debt* - $2.4 billion
Revolver - $650 million
Cost
Stability
Flexibility
Structure CharacteristicsPrimary Components
Strong balance sheet provides flexibility and stability in current environment
Credit Linked Revolver -$137 million
Sour
ces
of L
iqui
dity
Deb
t Obl
igat
ions
Advance Fraport Payment ~$415 million
* Represents proforma net debt including receipt of advance payment from Fraport
20
► Cash taxes expected to align with adjusted earnings profile
► Productivity improvements and cost reduction programs remain a priority
► Net Interest expense based on current expectations of rates
► Available funding credits to significantly offset required pension contributions over the next two years
Assumptions
2009 cash flow elements
$80 - $90Dividends/Debt Service
$350 - $370Kelsterbach Relocation
$50 - $60Reserve Spending
$220 - $230Net Interest
$50 - $60Pension
$80 - $120Cash Taxes
Capital Expenditures $150 - $175
Elements of Cash Flows*$ in millions
~$415Fraport Advance Payment
*Starting from an Operating EBITDA base
21
Continued financial flexibility
Stable, Flexible & Low Cost
► Advantages of structure:►LIBOR +150 – 175 bps
►Term loan maturity not until 2014
►1% annual term loan amortization
► “Covenant-lite” – no financial maintenance covenants on term loan
► Net debt is ~75% fixed with a 2008 average borrowing cost of ~6.96% 2009 2010 2011 2012 2013 Thereafter
$ in
mill
ions
3,000
100
Long-Term Debt Repayment
22
Appendix
23
Fourth Quarter 2008:► Net sales increase primarily driven by higher pricing which more than offset
lower volumes and unfavorable currency ► Easing raw material and energy costs resulted in margin expansion► Operating EBITDA improvement demonstrates sustained earnings
performance during challenging economic environment
Consumer Specialties
$57$279
4th Qtr 2007
$293$1,155
FY 2008
$274$1,111
FY 2007
$65 $286
4th Qtr 2008
Operating EBITDANet Salesin millions
24
Fourth Quarter 2008:► Net sales decrease primarily driven by lower volumes and unfavorable
currency effects► Higher pricing helped to offset significant volume declines► Inventory accounting impacts ($15 million) and lower volumes primary
reason for decrease in Operating EBITDA
Industrial Specialties
$41$331
4th Qtr 2007
$117$1,406
FY 2008
$119$1,346
FY 2007
$8$277
4th Qtr 2008
Operating EBITDANet Salesin millions
25
$45$253
4th Qtr 2007
$170$1,061
FY 2008
$252$1,030
FY 2007
($3)$195
4th Qtr 2008
Operating EBITDANet Salesin millions
Advanced Engineered Materials
Fourth Quarter 2008:► Net sales decreased as positive pricing actions and improved mix could not
offset significant volume pressures► Substantial reductions in US and European automotive production but only
modest declines in many non-automotive applications► Operating EBITDA loss due to lower volumes, inventory accounting impacts
($23 million) and lower affiliate earnings
26
Acetyl Intermediates
$231$1,083
4th Qtr 2007
$676$3,875
FY 2008
$731$3,615
FY 2007
$21$656
4th Qtr 2008
Operating EBITDANet Salesin millions
Fourth Quarter 2008:► Decrease in net sales due to substantial volume declines and lower pricing ► Global recessionary trends and unprecedented inventory destocking drove
decreased volumes ► Lower raw material and energy costs could not offset lower volumes and
inventory accounting impacts ($63 million)► Dividends from the Ibn Sina contributed $29 million to Operating EBITDA
27
Reg G: Reconciliation of Adjusted EPS
Adjusted Earnings (Loss) Per Share - Reconciliation of a Non-U.S. GAAP Measure
(in $ millions, except per share data) 2008 2007 2008 2007Earnings (loss) from continuing operations before tax and minority interests (178) 313 439 447 Non-GAAP Adjustments: Other charges and other adjustments 1 105 (93) 171 82 Refinancing costs - - - 254 Adjusted Earnings (loss) from continuing operations before tax and minority interests (73) 220 610 783 Income tax (provision) benefit on adjusted earnings 2 19 (62) (159) (219) Minority interests - (1) 1 (1) Adjusted Earnings (loss) from continuing operations (54) 157 452 563 Preferred dividends (2) (3) (10) (10) Adjusted net earnings (loss) available to common shareholders (56) 154 442 553 Add back: Preferred dividends 2 3 10 10 Adjusted net earnings (loss) for adjusted EPS (54) 157 452 563
Diluted shares (millions)Weighted average shares outstanding 143.5 151.7 148.4 154.5 Assumed conversion of Preferred Shares - 12.0 12.0 12.0 Assumed conversion of Restricted Stock - 0.6 0.5 0.3 Assumed conversion of stock options - 4.3 2.6 4.4 Total diluted shares 143.5 168.6 163.5 171.2 Adjusted EPS (0.38) 0.93 2.77 3.29 1 See Table 7 for details2 The adjusted tax rate for the three and twelve months ended December 31, 2008 is 26% based on the forecasted adjusted tax rate for 2008.3 The impact of inventory accounting adjustments on Adjusted EPS is $0.48 calculated as $101 million tax effected at 26% divided by 155.9 million diluted shares for the three months ended December 31, 2008.
Twelve Months EndedDecember 31,
Three Months EndedDecember 31,
28
Reg G: Other Charges and Other Adjustments
Reconciliation of Other Charges and Other AdjustmentsOther Charges:
(in $ millions) 2008 2007 2008 2007Employee termination benefits 2 5 21 32 Plant/office closures - 7 7 11 Insurance recoveries associated with plumbing cases - (2) - (4)Long-term compensation triggered by Exit Event - - - 74 Asset impairments 94 - 115 9 Clear Lake insurance recoveries (15) (40) (38) (40)Resolution of commercial disputes with a vendor - (31) - (31)Sorbates settlement - - (8) - Ticona Kelsterbach plant relocation 4 1 12 5 Other (1) - (1) 2 Total 84 (60) 108 58
Other Adjustments: 1
IncomeStatement
(in $ millions) 2008 2007 2008 2007 ClassificationEthylene pipeline exit costs - - (2) 10 Other income (expense), netBusiness optimization 6 8 33 18 SG&AForeign exchange loss related to refinancing transaction - - - 22 Other income (expense), netTicona Kelsterbach plant relocation 2 - (4) - Cost of salesPlant closures 9 - 23 - Cost of salesAT Plastics films sale - - - 7 Gain on dispositionGain on Edmonton sale - (34) - (34) Gain on dispositionOther 4 (7) 13 1 Various Total 21 (33) 63 24
Total other charges and other adjustments 105 (93) 171 82 1 These items are included in net earnings but not included in other charges.
December 31, December 31,
Three Months Ended Twelve Months Ended
Three Months Ended Twelve Months Ended
December 31, December 31,
29
Reg G: Reconciliation of Operating EBITDASe
gmen
t Dat
a an
d R
econ
cilia
tion
of O
pera
ting
Prof
it (L
oss)
to O
pera
ting
EBIT
DA
- a
Non
-U.S
. GAA
P M
easu
re
(in $
mill
ions
)20
0820
0720
0820
07N
et S
ales
Adv
ance
d E
ngin
eere
d M
ater
ials
195
25
31,
061
1,
030
Con
sum
er S
peci
altie
s28
6
279
1,15
5
1,11
1
I
ndus
trial
Spe
cial
ties
277
33
11,
406
1,
346
Ace
tyl I
nter
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iate
s65
6
1,08
33,
875
3,
615
Oth
er A
ctiv
ities
11
02
2
I
nter
segm
ent e
limin
atio
ns(1
29)
(186
)(6
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(660
)
To
tal
1,28
6
1,
760
6,82
3
6,44
4
Ope
ratin
g Pr
ofit
(Los
s) A
dvan
ced
Eng
inee
red
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eria
ls(4
8)
30
32
133
C
onsu
mer
Spe
cial
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52
69
190
19
9
Ind
ustri
al S
peci
altie
s(8
)
26
47
28
A
cety
l Int
erm
edia
tes
(116
)
27
6
309
61
6
Oth
er A
ctiv
ities
1(3
2)
(77)
(1
38)
(228
)
To
tal
(152
)
32
4
440
74
8
Equi
ty E
arni
ngs,
Cos
t - D
ivid
end
Inco
me
and
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er In
com
e (E
xpen
se)
Adv
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d M
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5
7
37
55
Con
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)
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47
40
Ind
ustri
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-
-
-
A
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30
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125
78
O
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es 1
3
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-
To
tal
36
45
229
17
3
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er C
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ther
Adj
ustm
ents
2
Adv
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eere
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22
(10)
25
(5
)
Con
sum
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(27)
3
(16)
I
ndus
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Spe
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2
(1
)
13
32
A
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75
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10
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O
ther
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42
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14
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1
82
Dep
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Spe
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13
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51
Ind
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57
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A
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134
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Oth
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12
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To
tal
79
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329
29
1
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252
C
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27
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117
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1
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1
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(8
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(82)
To
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68
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1,
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1,29
4
1 O
ther
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e re
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ranc
e co
mpa
nies
.2 S
ee T
able
7.
Thre
e M
onth
s En
ded
Dec
embe
r 31,
Tw
elve
Mon
ths
Ende
dD
ecem
ber 3
1,
30
Reg G: Reconciliation of Net Debt
December 31, December 31,(in $ millions) 2008 2007Short-term borrowings and current installments of long-term debt - third party and affiliates 233 272Long-term debt 3,300 3,284Total debt 3,533 3,556Less: Cash and cash equivalents 676 825Net Debt 2,857 2,731
Reg G: 2007 – 2008 Adjusted Free Cash Flow
2007 2008Net cash provided by operating activities 566 573 Adjustments to operating cash for discontinued operations 84 (3) Capital expenditures (288) (274) Other charges and adjustments1 23 76 Adjusted free cash flow 385 372
1Amounts primarily associated with certain other charges and adjustments and the cash outflows for purchases of other productive assets that are classified as ‘investing activities’ for U.S. GAAP purposes