2016 A N N U A L R E P O R T 327781Methanex2016AR_CoverFinal2.indd 1 2017-03-03 5:02 PM 2016 A N N U A L R E P O R T TABLE OF CONTENTS 2 2016 Financial Highlights 3 President’s Message to Shareholders 6 Chairman’s Message to Shareholders 7 Management’s MethanexCorporation is the world’s largest producer and supplier of methanol to major international markets in North America, Asia Pacific, Europe and South America. Our production sites are located in New Zealand, the United States, Trinidad, Egypt, Canada and Chile. Our primary objective is to create value by maintaining and enhancing our leadership in the global production, marketing and delivery of methanol to Discussion and Analysis customers. 45 Consolidated Financial Statements 50 Notes to Consolidated Financial Statements Methanol is a clear, biodegradable liquid commodity chemical that is a key ingredient in a variety of chemical derivatives, and serves as a building block to produce a multitude of everyday consumer and industrial items. Methanol is also used in an increasing number of energy- related applications and is an innovative, clean-burning alternative fuel. About the Cover As the world leader in methanol, we are dedicated to exploring new applications for methanol to provide solutions for the world’s energy needs. Interest in methanol as a clean-burning marine fuel is growing globally. In 2016, our wholly-owned subsidiary, Waterfront Shipping, took delivery of seven first-of-their-kind dual-fuel vessels capable of running on methanol. Our 2016 Annual Report cover photo features one of these vessels –the Taranaki Sun. This vessel is owned by Mitsui O.S.K. Lines, Ltd. and chartered by Waterfront Shipping. In 2017, we will be focused on demonstrating the capability of these seven new vessels to run on methanol. We expect the data we gather will further reinforce methanol’s attractiveness as a marine fuel that will meet planned and anticipated tighter emissions control regulations in the future. Methanex – Global Methanol Industry Leader …………………………………………………………………………………………………………………………………………………………………………………………………………………………… EUROPE Brussels Damietta MIDDLE EAST Dubai Cairo AFRICA ASIA Beijing Seoul Shanghai Tokyo Hong Kong Vancouver Medicine Hat NORTH AMERICA Dallas Geismar Trinidad and Tobago SOUTH AMERICA Santiago Punta Arenas Auckland New Plymouth Production Sites Global Office Locations Distribution Terminals and Storage Facilities Shipping Lanes Global Production Facilities Methanex’s global production sites are strategically positioned to supply every major global market. New Zealand Our three plants in New Zealand supply methanol primarily to customers in Asia Pacific. Trinidad Our two plants in Trinidad, Titan and Atlas (Methanex interest 63.1%), supply all major methanol markets around the globe. United States Our two plants in Geismar have the capability to serve customers in all major markets around the globe. Since their start-up in 2015, they have been a significant enhancement to Methanex’s global supply chain. Egypt Our joint venture in Egypt (Methanex interest 50%) is located on the Mediterranean Sea and supplies methanol markets in Europe and Asia Pacific. Canada Our plant in Medicine Hat, Alberta, supplies methanol to customers in North America. Chile Our production site in Punta Arenas, Chile supplies methanol to customers in South America. We have two plants at the site, but one plant is idled due to insufficient gas availability. Global Supply Chain Methanex has an extensive global supply chain and distribution network of terminals and storage facilities throughout Asia Pacific, North America, Europe and South America. Methanex’s wholly-owned subsidiary, Waterfront Shipping, operates the largest methanol ocean tanker fleet in the world. The fleet forms a seamless transportation network dedicated to keeping an uninterrupted flow of methanol moving to storage terminals and customers’ plant sites around the world. For further information on Waterfront Shipping, please visit www.wfs-cl.com. Our Responsible Care Commitment Methanex is a Responsible Care company. Responsible Care is the umbrella under which Methanex and other leading chemical manufacturers manage issues relating to health, safety, the environment, community involvement, social responsibility, security and emergency preparedness. The total commitment to Responsible Care is an integral part of Methanex’s global corporate culture. 2016 Methanex Corporation Annual Report 1 2016 Financial Highlights (U.S.$ millions, except where noted) Operations Revenue Adjusted net income (loss)1 Net income (loss) (attributable to Methanex shareholders) Adjusted EBITDA1 Cash flows from operating activities Modified Return on Capital Employed (ROCE)2 Diluted Per Share Amounts (U.S.$ per common share) Adjusted net income (loss)1 Net income (loss) (attributable to Methanex shareholders) Financial Position Cash and cash equivalents Total assets Long-term debt, including current portion Debt to capitalization3 Net debt to capitalization4 Other Information Average realized price (U.S.$ per tonne)5 Total sales volume (000s tonnes) Sales of Methanex-produced methanol (000s tonnes) Total production (000s tonnes) 2016 1,998 (15) (13) 287 250 0.4% (0.17) (0.14) 224 4,557 1,556 46% 42% 242 9,478 6,828 7,017 2015 2014 2013 20126 2,226 3,223 3,024 2,543 110 201 401 297 397 455 702 801 471 329 736 586 180 (68) 429 416 6.2% 16.2% 23.0% 12.0% 1.20 2.01 255 4,556 1,536 44% 39% 322 8,471 5,050 5,193 4.12 4.55 952 4,775 1,722 46% 27% 437 8,504 4,878 4,853 4.88 3.41 733 4,121 1,168 38% 19% 441 7,991 4,304 4,344 1.90 (0.73) 727 3,443 1,194 45% 24% 382 7,459 4,039 4,071 7 1 0 7 , 3 9 1 5 , 3 5 8 4 , Adjusted EBITDA (U.S.$ million) 9 4 6 Production (thousands of tonnes) 6 3 7 2 0 7 7 2 4 9 2 4 1 0 4 7 8 2 0 3 3 1 9 2 2 4 1 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 9 1 1 4 , 3 6 6 3 , 3 4 5 3 , 0 4 5 3 , 7 4 8 3 , 1 7 0 4 , 4 4 3 4 , Dividends and Shares Outstanding Regular Dividends per Share (U.S.$/share) Weighted Average Shares Outstanding (millions of shares) 101 5 5 0 . 1 6 0 . 2 6 0 . 2 6 0 . 7 6 0 . 9 7 0 . 3 7 0 . 0 1 1 . 8 0 1 . 5 9 0 . 89 120 115 110 105 100 95 90 85 80 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Share Price Performance (Indexed at December 31) Methanex (U.S.$, NASDAQ) S&P 500 Chemicals Index 250 200 150 100 50 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 0 2016 1 The Company has used the terms Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share, Adjusted revenue, and Operating income throughout this document. These items are non-GAAP measures that do not have any standardized meaning prescribed by GAAP and therefore are unlikely to be comparable to similar measures presented by other companies. Refer to the Supplemental Non-GAAP Measures section on page 36 for a description of each non-GAAP measure and reconciliations to the most comparable GAAP measures. 2 Modified ROCE is defined as adjusted net income (loss) before finance costs (after-tax) divided by average productive capital employed. Average productive capital employed is the sum of average total assets (excluding plants under construction) less the average of current non-interest bearing liabilities. Average total assets excludes cash held in excess of $50 million. We use an estimated mid-life depreciated cost base for calculating our average assets in use during the period. The calculation of Modified ROCE includes our share of income, assets and liabilities in the Egypt and Atlas methanol facilities. 3 Defined as total debt divided by the sum of total equity and total debt (including 100% of debt related to the Egypt methanol facility). 4 Defined as total debt less cash and cash equivalents divided by the sum of total equity and total debt less cash and cash equivalents (including 100% of debt related to the Egypt methanol facility). 5 Average realized price is calculated as revenue, excluding commissions earned and the Egypt non-controlling interest share of revenue, but including an amount representing our share of Atlas revenue, divided by the total sales volume of Methanex-produced and purchased methanol, but excluding Tolling Volume. 6 Effective January 1, 2013, Methanex adopted new IASB accounting standards related to consolidation and joint arrangements. As a result, Methanex’s 63.1% interest in the Atlas entity is now accounted for using the equity method. Methanex restated its figures as at and for the year ended December 31, 2012 using the equity method. 2 2016 Methanex Corporation Annual Report President’s Message to Shareholders DEAR FELLOW SHAREHOLDERS, In 2016 we demonstrated the quality of the Methanex asset income attributable to Methanex shareholders of $2.01 per portfolio and the resilience of our culture as we successfully share in 2015. Adjusted EBITDA in 2016 was $287 million navigated through a difficult industry environment. Our compared to $401 million in 2015, and Adjusted net loss was production has never been better: we have ten plants $0.17 per share in 2016 compared to Adjusted net income of operating and they achieved a record annual production $1.20 per share in 2015. However, these lower financial results volume of seven million tonnes. The expanded production mask the progress our Company has made to improve the base enabled us to strengthen our leadership position by quality of our business. In this fast-growing environment, we increasing sales volume to record levels, further building on maintained our global market share and grew total sales strong and enduring customer relationships. We met all volume to record levels and by over 12% from 2015. The financial and capital commitments and sustained the dividend majority of this growth occurred in Asia. Asia sales now through a period of bottom-of-the-cycle methanol pricing. represent roughly 50% of our total sales revenue, attesting to Leveraging a dedicated team and agile company culture, we the loyalty of our long-standing customers as well as the were able to carefully manage costs and significantly improve establishment of new customer relationships. plant reliability. We emerged a much stronger company as we entered a more positive industry environment in 2017. Our sales growth was supported by record production of just over seven million tonnes, up 35% over 2015’s production Responsible Care is central to Methanex’s strategy and culture, volume. This achievement primarily reflects a full year of and we escalated our focus on safety during 2016. We have operation from the two Geismar facilities. These plants seen a substantial improvement in our safety metrics at most operated very reliably in 2016 and their safety performance manufacturing locations, with three of them recording zero has been outstanding. Our overall plant reliability increased by significant injuries for over a year. I am also proud to mention five percentage points to 95% in 2016. Although this remains that Methanex received an award for rail safety from each of below our 97% reliability target, it is a substantial the top five railroads in North America in 2016. This attests to improvement and will continue to be a key area of focus. our history of innovation and our team’s hard work and continual focus on rail safety performance. Our higher methanol production in 2016 also reflects the improvements we have seen in gas availability in Chile and We saw strong methanol demand growth in 2016 led by Egypt. We ran the Chile plant during the Chilean winter methanol-to-olefins (“MTO”) in China. Despite solid demand months for the first time since 2012, and in Q4 we produced fundamentals, methanol prices came under pressure early in 154,000 tonnes of methanol at the plant, its highest level of the year as oil prices fell to 12-year lows in January 2016. quarterly production since Q1 2011. Chile production was Energy derivatives pricing also declined, reducing the sourced entirely from Chilean gas, including gas from two new affordability of methanol into energy applications. At the same contracts secured with our Chilean suppliers in mid-2016. We time, methanol supply was healthy in the first half of 2016, also recently signed an agreement that will allow us to receive supported by relatively strong industry operating performance additional gas on a tolling basis from Argentina in 2017. We and new North American capacity added to the industry in the estimate that our combined gas sources are sufficient to allow second half of 2015. As a result, methanol prices remained at the Chile I facility to run at high rates over the South American what we would describe as cyclical lows for the first three summer months, although we continue to expect lower quarters of 2016. However, prices rose sharply in the last two operating rates in the winter months when power months of the year and continued their upward momentum in consumption is at its peak. In Egypt, we believe 2015 was the early 2017 as a rebound in the prices of oil, olefins and other low point for gas availability, and by the end of the fourth energy derivatives, along with continued strong growth in quarter of 2016 we were operating the plant at high rates. demand from new MTO capacity, provided support for Although we expect to continue to be subject to gas methanol demand and pricing. Our financial performance in 2016 reflects the impact of lower methanol prices. In 2016 we recorded a net loss attributable to Methanex shareholders of $0.14 per share compared with net restrictions in Egypt, the medium-term gas outlook is positive as new supply from large Egyptian gas reserves currently under development become available. 2016 Methanex Corporation Annual Report 3 In the low methanol pricing environment of 2016 we focused emerging new uses for methanol as a clean-burning fuel to on cash preservation and cost reduction. We reduced our improve air quality. In China, there is a growing market for operating costs by over $23 million through cost-reduction methanol as an alternative to coal in industrial-sized boilers for initiatives, demonstrating the agility and innovation of the power generation. This relatively new application could team to deliver these savings in a smooth and effective represent a large demand segment for methanol, and manner. We also achieved lower costs per tonne as we Methanex is supporting the development of this market increased our production capacity relative to our fixed through a methanol boiler demonstration project in Beijing to production costs. We further enhanced cash flow through the assist with the development of standards. successful settlement agreement reached with an Argentinian gas supplier for $32.5 million in exchange for the termination of any delivery obligations related to their gas supply contract. We have some excellent near and medium term growth opportunities which we continued to progress in 2016. We believe that the Chile site represents a promising low-capital- We remain committed to developing new applications for cost growth opportunity for Methanex, and based on the methanol as a clean-burning and efficient energy product. significant drilling investments in the region of our plants we Despite an environment of lower oil prices, the demand for are optimistic that further committed, competitively priced gas methanol in energy applications remains healthy, anchored by could become available in the near future. We are also strong demand in China. Methanol demand for fuel blending progressing two potential brownfield opportunities in also continues to grow. While low-level blending in the range Louisiana and Alberta which we believe have advantages over of 15% methanol continues to set the foundation for fuel other greenfield developments. blending in China, there is significant momentum in China for high-level blending (85%-100% methanol), led by the Ministry of Industry and Information Technology. Fuel blending also expanded in countries outside of China in 2016, as Israel announced a new national standard for 15% methanol blending and New Zealand announced inclusion of up to 3% methanol blending in fuels, similar to existing European standards. In 2016 we demonstrated Methanex’s cash generation capability even in a low methanol price environment, as we met all capital and financial commitments and returned approximately $100 million to shareholders through the regular dividend. During 2016 we also completed a successful turnaround of our Atlas facility on time and under budget. As at December 31, we had approximately $224 million in cash on the balance sheet and a $300 million undrawn credit facility. Increasingly, regulatory changes are playing an important role Planned capital expenditures for 2017 are approximately in the adoption of methanol as a fuel. Existing regulations in $80 million, and we have minimal debt maturities until 2019. Europe and North America limiting sulphur emissions in certain regulated zones have required the shipping industry to look at alternative fuels or other solutions. With the growing demand for cleaner marine fuel, methanol is emerging as a promising alternative. At the end of 2016, the International Maritime Organization announced new sulphur regulations that require a global 0.5% sulphur cap for vessels starting in 2020. In response to these current and emerging regulations, in 2016, our wholly-owned subsidiary, Waterfront Shipping, took delivery of seven first-of-their-kind dual-fuel vessels capable of running on methanol. This builds on last year’s success, where we partnered with Stena Line ferries to convert a ferry’s engines to run on methanol fuel – a world first. In 2017, we will demonstrate the engine technology for these state-of-the-art vessels, and we are optimistic that the data we gather will encourage others in the shipping industry to choose methanol as a marine fuel. In addition to marine fuels, there are other Our top priority for 2017 is to continue to meet and exceed customer expectations by providing a secure and reliable supply of methanol. We will continue to focus on reliability and target improvements to our global Responsible Care performance with an ultimate goal of zero incidents. We aim to grow our production capability by securing additional gas in Chile and by solidifying supply in Egypt and Trinidad. We will also continue to promote methanol demand in energy applications. Finally, we will maintain our financial flexibility and a prudent approach to financial management, a strategy that served us well during the challenging pricing environment we experienced in 2016. With the recent recovery in methanol pricing we are in an excellent position to generate strong future cash flows and are committed to return excess cash to shareholders through dividends and share buybacks. In 2016 we demonstrated the quality of the Methanex asset base and the strength of our balance sheet as we navigated a 4 2016 Methanex Corporation Annual Report challenging industry environment and emerged in excellent to continue to grow and prosper in the years to come. At the shape. Cycles are not unfamiliar in a commodity business, and outset, 2017 looks like it will be very promising, with solid while they are challenging, they are important for sustaining industry fundamentals at a time when the Company is well the health of the industry and encouraging orderly growth. I positioned to benefit. On behalf of the Board and all of our want to thank all team members throughout the organization, employees, I thank you, our shareholders, for your continued the members of our executive leadership team and the support. Methanex Board of Directors for the energy and dedication they have brought to Methanex over the past year. We have accomplished a great deal in 2016 and are in a strong position John Floren President & Chief Executive Officer 2016 Methanex Corporation Annual Report 5 Chairman’s Message to Shareholders DEAR FELLOW SHAREHOLDERS, Through its careful oversight of the Company’s business and Our Board is committed to the ongoing education of directors. financial position, forward-thinking succession-planning All directors are encouraged and supported by the Company to initiatives and ongoing risk-management review, Methanex’s advance their director training and keep abreast of current Board continues to exemplify its commitment to improving issues in corporate governance and ethics. Each year as a part corporate governance. This is the foundation of a strong and of the annual assessment process, we develop a priority list of successful company and it remains a key focus of our Board. business-related education topics. As a result, in 2016, 2016 was a challenging year for methanol prices. Throughout the year, the Board provided active oversight of the Company’s business and financial position and will continue to do so in 2017. The Company’s financial prudence and careful approach to cash management ensured that Methanex maintained a robust balance sheet and appropriate liquidity through the low point of the methanol price cycle. Despite the challenge of low prices, Methanex achieved some outstanding accomplishments, including a record year for both production and sales. Leadership and Excellence In addition to ensuring a prudent approach to financial decisions, the Board spent time on a number of other important matters. As a follow-up to work performed in 2015, the Board reviewed measures being taken by the Company to combat cyber-security risks and, in particular, protect plant sites from these risks. The Board and the Human Resources Committee also focused on succession planning by reviewing the depth and diversity of succession candidates for key leadership roles and monitoring the progress of succession candidates. Particular attention was directed to future CEO succession through the development of a Methanex-specific “CEO success profile” to better understand the key characteristics and qualities (both personal and experiential) required of succession candidates. This will help ensure that today’s senior leaders have the opportunity to gain the leadership experience, exposure and training they need to be an effective future leader at Methanex. directors received Company-specific education on topics that included the methanol-to-olefins industry, methanol in energy applications, best practices and leadership in plant reliability, and the future global energy outlook. In addition, the Board endeavours to visit one of the Company’s production facilities each year, giving directors an opportunity to understand first- hand the challenges and opportunities faced by these operations. Appointment of a New Director In September, as part of our ongoing Board renewal process, we were pleased to announce the appointment of Doug Arnell as a new director. Mr. Arnell has a wealth of senior management experience in the global energy sector, including serving as Chief Executive Officer of Golar LNG, one of the world’s largest independent owners and operators of LNG carriers. I would also like to acknowledge the strong leadership of President and Chief Executive Officer John Floren and the entire Methanex leadership team. Although 2016 was a challenging financial year, the team achieved some fabulous accomplishments, including record production results and improving our programs and practices to ensure continued safe and reliable operations. We are delighted that under John Floren’s leadership, Methanex continues to be a global leader and create long-term shareholder value. Tom Hamilton Chairman of the Board 6 2016 Methanex Corporation Annual Report Management’s Discussion and Analysis Index Overview of the Business Liquidity and Capital Resources Quarterly Financial Data (Unaudited) Our Strategy Financial Highlights Production Summary How We Analyze Our Business Financial Results Risk Factors and Risk Management Selected Annual Information Critical Accounting Estimates Controls and Procedures Anticipated Changes to International Forward-Looking Statements Financial Reporting Standards Supplemental Non-GAAP Measures This Management’s Discussion and Analysis (“MD&A”) is dated March 6, 2017 and should be read in conjunction with our consolidated financial statements and the accompanying notes for the year ended December 31, 2016. Except where otherwise noted, the financial information presented in this MD&A is prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (the “IASB”). We use the United States dollar as our reporting currency and, except where otherwise noted, all currency amounts are stated in United States dollars. In this MD&A, a reference to the “Company” refers to Methanex Corporation and a reference to “Methanex”, “we”, “our” and “us” refers to the Company and its subsidiaries or any one of them as the context requires, as well as their respective interests in joint ventures and partnerships. As at March 6, 2017, we had 89,847,488 common shares issued and outstanding and stock options exercisable for 1,935,742 additional common shares. Additional information relating to Methanex, including our Annual Information Form, is available on our website at www.methanex.com, the Canadian Securities Administrators’ SEDAR website at www.sedar.com and on the United States Securities and Exchange Commission’s EDGAR website at www.sec.gov. OVERVIEW OF THE BUSINESS Methanol is a clear liquid commodity chemical that is predominantly produced from natural gas and is also produced from coal, particularly in China. Approximately 55% of all methanol demand is used to produce traditional chemical derivatives, including formaldehyde, acetic acid and a variety of other chemicals that form the basis of a large number of chemical derivatives for which demand is influenced by levels of global economic activity. The remaining 45% of methanol demand comes from a range of energy- related applications. These include methanol-to-olefins (“MTO”), methyl tertiary-butyl ether (“MTBE”), direct blending of methanol into gasoline (primarily in China), di-methyl ether (“DME”), biodiesel, methanol-to-gasoline (“MTG”), industrial boilers and marine fuel. We are the world’s largest producer and supplier of methanol to the major international markets in Asia Pacific, North America, Europe and South America. Our total annual production capacity, including Methanex interests in jointly owned plants, is currently 9.4 million tonnes and is located in New Zealand, the United States, Trinidad, Egypt, Canada and Chile. In addition to the methanol produced at our sites, we purchase methanol produced by others under methanol offtake contracts and on the spot market. This gives us flexibility in managing our supply chain while continuing to meet customer needs and support our marketing efforts. We have marketing rights for 100% of the production from the jointly-owned plants in Trinidad and Egypt, which provides us with an additional 1.3 million tonnes per year of methanol offtake supply when the plants are operating at full capacity. Refer to the Production Summary section on page 12 for more information. 2016 Industry Overview & Outlook Methanol is a global commodity and our earnings are significantly affected by fluctuations in the price of methanol, which is directly impacted by changes in methanol supply and demand. Demand for methanol is driven primarily by levels of industrial production, energy prices and the strength of the global economy. 2016 Methanex Corporation Annual Report 7 Demand Demand for methanol grew by approximately 10% or 6 million tonnes in 2016, leading to total demand, excluding demand from integrated coal-to-olefins facilities, of just over 66 million tonnes in 2016. Energy-related demand, which represents approximately 45% of total demand, grew by approximately 20% in 2016. MTO demand, which represented approximately 15% of methanol demand in 2016, led demand growth as four new plants were completed during the year. This demand segment is anticipated to grow further in 2017, aided by the full impact of the newly built MTO facilities, as well as an additional MTO plant anticipated to be completed in 2017 with the capacity to consume approximately 1.8 million tonnes of methanol annually. The future operating rates and methanol consumption from these facilities will depend on a number of factors, including pricing for their various final products and the impact of feedstock costs on relative competitiveness. Demand for direct methanol blending into gasoline in China remains strong. China’s high blend (M85-M100) methanol vehicle pilot program has grown from three provinces/regions in 2012 to five currently, with further expansion planned for 2017 and 2018. Blending also gained momentum outside of China in 2016. In December 2016, New Zealand announced updated fuel specifications that would allow 3% methanol in gasoline and is expected to be in place by mid-2017, similar to existing European standards. In Israel, a national standard was approved for 15% methanol blends in late 2016, and the country is testing higher blends. The United Kingdom also announced significant fuel tax incentives to support high-blend methanol fuels. Regulatory changes are playing an increasing role in encouraging new applications for methanol due to its emissions benefits as a fuel. In Europe and North America there are current regulations limiting sulphur emissions from ocean-going vessels in certain regulated zones. At the end of 2016, the International Maritime Organization expanded the geographical reach of these regulations by requiring a global 0.5% sulphur cap for vessels starting in 2020. With the growing demand for cleaner marine fuel, methanol is emerging as a promising competitive alternative. In 2015, Methanex partnered with Stena Line ferries to convert the world’s first ferry engines to run on methanol, and in 2016 Methanex’s subsidiary, Waterfront Shipping Company Limited, took delivery of seven first-of-their-kind dual-fuel vessels capable of running on methanol. In China, tightening air quality emissions regulations are leading to a phase-out of coal-fueled industrial boilers in favour of cleaner fuels, creating another market for methanol as an alternative fuel. We estimate that this growing demand segment already represents over one million tonnes of methanol demand. During 2016, traditional chemical demand for methanol grew by approximately 4%. We estimate that traditional chemical derivatives consume approximately 55% of methanol globally and we believe that growth is correlated to GDP and industrial production growth rates. Supply In late 2015, two new methanol facilities started operation including the 1.3 million tonne Fairway Methanol LLC facility in Texas and Methanex’s Geismar 2 facility in Louisiana. There were no significant new industry capacity additions outside of China in 2016. In China, we estimate that approximately two million tonnes of new non-integrated production capacity was added in 2016. Over the next few years, the majority of new capacity additions outside of China are expected in the Middle East and the Atlantic Basin. In 2015, an accord was signed to lift international trade sanctions against Iran which had restricted trade in Iranian-produced methanol in Europe and many Asian countries excluding China and India. The removal of these sanctions in early 2016 has improved the outlook of new methanol projects in Iran. There are a number of plants in Iran at various stages of construction and we expect just over four million tonnes of capacity to come onstream over the next two years. The start-up timing and future operating rates at these facilities will be dependent on various factors. In the Atlantic basin, OCI N.V. and Consolidated Energy Limited (through its subsidiary G2X Energy) continue to progress their jointly owned Natgasoline project, a 1.8 million tonne plant in Beaumont, Texas. There are a number of other projects under discussion in the United States but we believe that none have yet reached a final investment decision. To the end of 2018, we expect approximately four million tonnes of new capacity additions in China. Beyond 2018 we anticipate that new capacity additions in China will be modest due to increasing restrictions placed on new coal-based methanol capacity. We expect that production from new capacity in China will be consumed in that country. 8 2016 Methanex Corporation Annual Report Price Methanex’s average realized price in 2016 was $242 per tonne versus $322 per tonne in 2015. A steep drop in oil and related product prices in the second half of 2015 lowered the affordability of methanol into a number of energy applications and put downward pressure on methanol pricing. Despite the strong MTO-led methanol demand growth in 2016, methanol prices remained under pressure as oil prices fell to 12-year lows early in the year. A significant decline in the price of coal and the devaluation of the Chinese Yuan also lowered the relative cost of production for coal based methanol in China which reduced cost curve support for methanol prices. At the same time, methanol supply was healthy in the first half of 2016, supported by relatively strong industry operating performance and new North American capacity. As a result, methanol prices were range-bound at bottom-of-cycle pricing for the first three quarters of 2016, but rebounded sharply in the last two months of the year as increases in the prices of coal, oil, olefins and other energy derivatives, along with continued strong growth in demand from new MTO capacity, provided support for methanol demand and pricing. Methanol prices continued to move higher in the first quarter of 2017. Future methanol prices will ultimately depend on the strength of the global economy, industry operating rates, global energy prices, new supply additions and the strength of global demand. OUR STRATEGY Our primary objective is to create value by maintaining and enhancing our leadership in the global production, marketing and delivery of methanol to customers. To achieve this objective we have a simple, clearly defined strategy: global leadership, low cost and operational excellence. Our brand differentiator “The Power of Agility®” defines our culture of flexibility, responsiveness and creativity that allows us to capitalize on opportunities quickly as they arise, and swiftly respond to customer needs. Global Leadership Global leadership is a key element of our strategy. We are focused on maintaining and enhancing our position as the major producer and supplier in the global methanol industry, improving our ability to cost-effectively deliver methanol to customers and supporting both traditional and energy-related global methanol demand growth. We are the leading producer and supplier of methanol to the major international markets in Asia Pacific, North America, Europe and South America. Our 2016 sales volume of 9.5 million tonnes of methanol represented approximately 14% of global methanol demand. Our leadership position has enabled us to play an important role in the industry, which includes publishing Methanex reference prices that are used in each major market as the basis of pricing for our customer contracts. The geographically diverse locations of our production sites allow us to deliver methanol cost-effectively to customers in all major global markets, while investments in global distribution and supply infrastructure, which include a fleet of ocean-going vessels and terminal capacity within all major international markets, enable us to enhance value to customers by providing reliable and secure supply. A key component of our global leadership strategy is the strength of our asset position with over 8.5 million tonnes of operating capacity in 2016. We achieved record production in 2016 of 7.0 million tonnes, a 35% increase in production over 2015. Still, our Chile operations are currently operating at less than full production capacity and provide further potential to reach our full production capacity of 9.4 million tonnes. Another key component of our global leadership strategy is our ability to supplement methanol production with methanol purchased from third parties to give us flexibility in our supply chain and continue to meet customer commitments. We purchase methanol through a combination of methanol offtake contracts and spot purchases. We manage the cost of purchased methanol by taking advantage of our global supply chain infrastructure, which allows us to purchase methanol in the most cost-effective region while still maintaining overall security of supply. The Asia Pacific region continues to lead global methanol demand growth and we have invested in and developed our presence in this important region. We have storage capacity in China, South Korea and Japan that allows us to cost-effectively manage supply to customers and we have offices in Hong Kong, Shanghai, Tokyo, Seoul and Beijing to enhance customer service and industry positioning in the region. This enables us to participate in and improve our knowledge of the rapidly evolving and high growth methanol markets in China and other Asian countries. Our expanding presence in Asia Pacific has also helped us identify several opportunities to support the development of applications for methanol in the energy-related sector. 2016 Methanex Corporation Annual Report 9 Low Cost A low cost structure is an important competitive advantage in a commodity industry and is a key element of our strategy. Our approach to major business decisions is guided by a drive to improve our cost structure, expand margins and create value for shareholders. The most significant components of total costs are natural gas for feedstock and distribution costs associated with delivering methanol to customers. Our cost structure per tonne continues to benefit from significant leverage on our fixed costs as production increases. Our production facilities are well located to supply global methanol markets. The New Zealand, Trinidad and Egypt facilities are underpinned by natural gas purchase agreements where the natural gas price varies with methanol prices. This pricing relationship enables these facilities to be competitive throughout the methanol price cycle. During 2016, we consented to the assignment of the Geismar 1 gas supply contract. As part of the assignment, the methanol revenue sharing component of the gas contract was eliminated, and the fixed price component remains unchanged. We have forward contracts to hedge natural gas prices for approximately 40% of the natural gas requirements of our Geismar 2 facility for a remaining nine-year period. We have a 0.6 million tonne facility located in Medicine Hat, Alberta, for which we have entered into fixed price contracts to supply a proportion of our natural gas requirements from 2017 to 2022. We continue to pursue opportunities to further lock-in our gas costs for our North American operations. The cost to distribute methanol from production locations to customers is also a significant component of total operating costs. These include costs for ocean shipping, in-market storage facilities and in-market distribution. We are focused on identifying initiatives to reduce these costs, including optimizing the use of our shipping fleet and taking advantage of prevailing conditions in the shipping market by varying the type and length of term of ocean vessel contracts. In 2016, we added seven new vessels equipped with flex-fuel engines that can run on conventional fuel or methanol, which provides us with further flexibility in our supply chain. We also look for opportunities to leverage our global asset position by entering into product exchanges with other methanol producers to reduce distribution costs. Operational Excellence We maintain a focus on operational excellence in all aspects of our business. This includes excellence in manufacturing and supply chain processes, marketing and sales, human resources, corporate governance practices and financial management. To differentiate ourselves from competitors, we strive to be the best operator in all aspects of our business and to be the preferred supplier to customers. We believe that reliability of supply is critical to the success of our customers’ businesses and our goal is to deliver methanol reliably and cost-effectively. We have a commitment to Responsible Care (an operating ethic and set of principles developed by the Chemistry Industry Association of Canada) and we use it as the umbrella under which we manage issues related to employee health and safety, environmental protection, community involvement, social responsibility, sustainability, security and emergency preparedness at each of our facilities and locations. Through the International Council of Chemical Associations, over 60 countries have adopted the Responsible Care Ethic and Principles for Sustainability. We believe a commitment to Responsible Care helps us reduce the likelihood of unplanned events and achieve an excellent overall environmental and safety record. Product stewardship is a vital component of a Responsible Care culture and guides our actions through the complete life cycle of our product. We aim for the highest safety standards to minimize risk to employees, customers and suppliers as well as to the environment and the communities in which we do business. We promote the proper use and safe handling of methanol at all times through a variety of internal and external health, safety and environmental initiatives, and we work with industry colleagues to improve safety standards. We readily share technical and safety expertise with key stakeholders, including customers, end-users, suppliers, logistics providers and industry associations in the methanol and methanol applications marketplace through active participation in local and international industry associations, seminars and conferences and online education initiatives. As a natural extension of the Responsible Care ethic, we have a Social Responsibility Policy that aligns corporate governance, employee engagement and development, community involvement and social investment strategies with our core values and corporate strategy. 10 2016 Methanex Corporation Annual Report Our strategy of operational excellence also includes the financial management of the Company. We operate in a highly competitive commodity industry. Accordingly, we believe it is important to maintain financial flexibility and we have adopted a prudent approach to financial management. We have an undrawn $300 million credit facility provided by highly rated financial institutions that expires in late 2019. As at December 31, 2016, we had a strong balance sheet and a cash balance of $224 million. We believe we are well- positioned to meet our financial commitments, invest to grow the Company and return excess cash to shareholders. FINANCIAL HIGHLIGHTS ($ Millions, except as noted) Production (thousands of tonnes) (attributable to Methanex shareholders) Sales volume (thousands of tonnes): Methanex-produced methanol Purchased methanol Commission sales Total sales volume1 Methanex average non-discounted posted price ($ per tonne)2 Average realized price ($ per tonne)3 Revenue Adjusted revenue4 Adjusted EBITDA4 Cash flows from operating activities Adjusted net income (loss)4 Net income (loss) (attributable to Methanex shareholders) Adjusted net income (loss) per common share ($ per share)4 Basic net income (loss) per common share ($ per share) Diluted net income (loss) per common share ($ per share) Common share information (millions of shares): Weighted average number of common shares Diluted weighted average number of common shares Number of common shares outstanding, end of period 2016 7,017 6,828 1,892 758 9,478 279 242 1,998 2,118 287 250 (15) (13) (0.17) (0.14) (0.14) 90 90 90 2015 5,193 5,050 2,780 641 8,471 374 322 2,226 2,495 401 297 110 201 1.20 2.21 2.01 91 91 90 1 Methanex-produced methanol represents our equity share of volume produced at our facilities and excludes volume marketed on a commission basis related to the 36.9% of the Atlas facility and 50% of the Egypt facility that we do not own. Methanex-produced methanol includes any volume produced by Chile using natural gas supplied from Argentina under a tolling arrangement (“Tolling Volume”). For 2016, Tolling Volume was nil (2015 – 74,000 tonnes). 2 Methanex average non-discounted posted price represents the average of our non-discounted posted prices in North America, Europe and Asia Pacific weighted by sales volume. Current and historical pricing information is available at www.methanex.com. 3 Average realized price is calculated as revenue, excluding commissions earned and the Egypt non-controlling interest share of revenue, but including an amount representing our share of Atlas revenue, divided by the total sales volume of Methanex-produced and purchased methanol, but excluding Tolling Volume. 4 The Company has used the terms Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share, Adjusted revenue, and Operating income throughout this document. These items are non-GAAP measures that do not have any standardized meaning prescribed by GAAP and therefore are unlikely to be comparable to similar measures presented by other companies. Refer to the Supplemental Non-GAAP Measures section on page 36 for a description of each non-GAAP measure and reconciliations to the most comparable GAAP measures. 2016 Methanex Corporation Annual Report 11 PRODUCTION SUMMARY The following table details the annual production capacity and actual production of our facilities in 2016 and 2015: (Thousands of tonnes) New Zealand3 USA (Geismar)4 Trinidad (Methanex interest)5 Egypt (50% interest) Canada (Medicine Hat) Chile6 Annual production capacity1 Annual operating capacity2 2016 Production 2015 Production 2,430 2,000 2,000 630 600 1,720 9,380 2,430 2,000 2,000 630 600 880 2,181 2,055 1,605 293 488 395 1,856 959 1,644 74 456 204 8,540 7,017 5,193 1 Annual production capacity reflects, among other things, expected plant outages, turnarounds and average age of the facility’s catalyst. The actual production capability of a facility is higher than the stated annual production capacity. 2 Annual operating capacity includes only those facilities which are currently capable of operating, but excludes any portion of an asset that is underutilized due to a lack of natural gas feedstock over a prolonged period of time. Our current annual operating capacity is 8.5 million tonnes, including 0.9 million tonnes related to our Chile operations. The operating capacity of our production facilities may be higher than original nameplate capacity as, over time, these figures have been adjusted to reflect ongoing operating efficiencies at these facilities. Actual production for a facility in any given year may be higher or lower than operating capacity due to a number of factors, including natural gas composition or the age of the facility’s catalyst. 3 The operating capacity of New Zealand is made up of the two Motunui facilities and the Waitara Valley facility (refer to the New Zealand section below). 4 We commenced methanol production from Geismar 1 during the first quarter of 2015 and from Geismar 2 late in the fourth quarter of 2015. 5 The operating capacity of Trinidad is made up of the Titan (100% interest) and Atlas (63.1% interest) facilities (refer to the Trinidad section below). 6 The production capacity of our Chile I and IV facilities is 1.7 million tonnes annually assuming access to natural gas feedstock. New Zealand In New Zealand, we produced 2.2 million tonnes of methanol in 2016 compared with 1.9 million tonnes in 2015. Mechanical issues at our New Zealand plants impacted production in 2015. The plants are able to produce at an annual production capacity of up to 2.4 million tonnes of methanol, depending on natural gas composition. Our New Zealand facilities are ideally situated to supply the growing Asia Pacific market. We have entered into several natural gas purchase agreements with various suppliers to underpin the future operation of our New Zealand facilities. Each natural gas purchase agreement has base and variable components, where the gas price varies with methanol prices. United States The Geismar facilities produced 2.1 million tonnes of methanol in 2016 compared with 1.0 million tonnes in 2015. Both of our Geismar facilities commenced first methanol production in 2015: Geismar 1 during the first quarter and Geismar 2 late in the fourth quarter. Production in 2016 from our Geismar facilities reflects both plants being onstream for a full year. During 2016, we consented to the assignment of the Geismar 1 gas supply contract. As part of the assignment, the methanol revenue sharing component of the gas contract was eliminated, and the fixed price component remains unchanged. The Geismar 1 gas contract expires in 2025. We have forward contracts to hedge natural gas prices for approximately 40% of the natural gas requirements of our Geismar 2 facility for a remaining nine-year period. Trinidad Our equity ownership of methanol facilities in Trinidad represents 2.0 million tonnes of annual capacity. The Titan and Atlas facilities in Trinidad are well located to supply global methanol markets and are underpinned by natural gas purchase agreements where the natural gas price varies with methanol prices. The Atlas gas contract expires in 2024 and the Titan gas contract expires in 2019. The Trinidad facilities produced a total of 1.6 million tonnes of methanol (Methanex share) in 2015 and 2016. In 2016, we operated these facilities at below operating capacity due to natural gas restrictions. In addition, the Atlas facility underwent a planned 45-day turnaround during the first quarter of 2016 and returned to normal operation at the end of March. During 2015 and 2016, we continued to experience some natural gas curtailments to our Trinidad facilities due to a mismatch between upstream supply to the National Gas Company of Trinidad and Tobago Limited (“NGC”) and downstream demand from NGC’s customers. We are engaged with key stakeholders to find a solution to this issue, but expect to continue to experience some gas curtailments to the Trinidad site. Refer to the Risk Factors and Risk Management—Trinidad section on page 27 for more information. 12 2016 Methanex Corporation Annual Report Egypt We operate a 1.26 million tonne per year methanol facility in Egypt and have marketing rights for 100% of the production. The Egypt methanol facility is well located to supply European and Asia Pacific methanol markets and is underpinned by a natural gas purchase agreement where the gas price varies with methanol prices. We produced 586,000 tonnes of methanol (Methanex share of 293,000) at the plant during 2016, compared to 148,000 tonnes (Methanex share of 74,000) in 2015. The Egypt facility has experienced periodic natural gas supply restrictions since mid-2012 and gas restrictions worsened through 2014 and 2015. Gas deliveries for the year ended December 31, 2016 have improved significantly compared to the same period in 2015. It continues to be difficult to predict when the gas supply situation will be fully restored. However, we are optimistic that the strong efforts by Egyptian governmental entities to fast-track existing and new upstream gas supply in Egypt are leading to improved gas deliveries and an improved outlook for gas deliveries in the medium term. Refer to the Risk Factors and Risk Management – Egypt section on page 28 for more information. Canada The Medicine Hat facility produced 488,000 tonnes of methanol in 2016 compared to 456,000 tonnes in 2015. A mechanical issue at the Medicine Hat facility impacted production in 2016. Repairs to address the issue were completed early in 2017. We have entered into fixed price contracts to supply a proportion of our natural gas requirements from 2017 to 2022. Chile The Chile facility produced 395,000 tonnes of methanol in 2016 compared to 204,000 tonnes in 2015. Production increased for 2016 as compared to 2015 as a result of improved natural gas availability from our Chilean suppliers allowing us to operate our Chile plant through the year for the first time since 2012. During the year, we entered into an agreement with our main gas supplier in Chile, Empresa Nacional del Petróleo (“ENAP”), for gas supply for the period through May 2018. We also amended our gas supply agreement with GeoPark Fell SpA extending the term for an additional 10 years beyond April 2017 and signed a new tolling agreement with YPF SA in Argentina through April 2018 whereby natural gas received is converted into methanol and then re-delivered to Argentina. The future of our Chile operations is primarily dependent on the level of natural gas exploration and development in southern Chile and our ability to secure a sustainable natural gas supply to our facilities on economic terms from Chile and Argentina. We are optimistic that our underutilized 1.7 million tonne Chile facilities represent a very low capital cost growth opportunity for Methanex due to significant progress in developing natural gas reserves in the area. Refer to the Risk Factors and Risk Management – Chile section on page 28 for more information. HOW WE ANALYZE OUR BUSINESS Our operations consist of a single operating segment – the production and sale of methanol. We review our financial results by analyzing changes in the components of Adjusted EBITDA, mark-to-market impact of share-based compensation, depreciation and amortization, Argentina gas settlement, gain on terminal services agreement, finance costs, finance income and other expenses, and income taxes. The Company has used the terms Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share, Adjusted revenue and Operating income throughout this document. These items are non-GAAP measures that do not have any standardized meaning prescribed by GAAP and therefore are unlikely to be comparable to similar measures presented by other companies. Refer to the Supplemental Non-GAAP Measures section on page 36 for a description of each non-GAAP measure and reconciliations to the most comparable GAAP measures. 2016 Methanex Corporation Annual Report 13 In addition to the methanol that we produce at our facilities, we also purchase and resell methanol produced by others and we sell methanol on a commission basis. We analyze the results of all methanol sales together, excluding commission sales volume. The key drivers of changes in Adjusted EBITDA are average realized price, cash costs and sales volume, which are defined and calculated as follows: PRICE CASH COSTS SALES VOLUME The change in Adjusted EBITDA as a result of changes in average realized price is calculated as the difference from period to period in the selling price of methanol multiplied by the current period total methanol sales volume, excluding commission sales volume and Tolling Volume, plus the difference from period to period in commission revenue. The change in Adjusted EBITDA as a result of changes in cash costs is calculated as the difference from period to period in cash costs per tonne multiplied by the current period total methanol sales volume, excluding commission sales volume and Tolling Volume in the current period. The cash costs per tonne is the weighted average of the cash cost per tonne of Methanex-produced methanol and the cash cost per tonne of purchased methanol. The cash cost per tonne of Methanex-produced methanol includes absorbed fixed cash costs per tonne and variable cash costs per tonne. The cash cost per tonne of purchased methanol consists principally of the cost of methanol itself. In addition, the change in Adjusted EBITDA as a result of changes in cash costs includes the changes from period to period in unabsorbed fixed production costs, consolidated selling, general and administrative expenses and fixed storage and handling costs. The change in Adjusted EBITDA as a result of changes in sales volume is calculated as the difference from period to period in total methanol sales volume, excluding commission sales volume and Tolling Volume, multiplied by the margin per tonne for the prior period. The margin per tonne for the prior period is the weighted average margin per tonne of Methanex-produced methanol and margin per tonne of purchased methanol. The margin per tonne for Methanex-produced methanol is calculated as the selling price per tonne of methanol less absorbed fixed cash costs per tonne and variable cash costs per tonne. The margin per tonne for purchased methanol is calculated as the selling price per tonne of methanol less the cost of purchased methanol per tonne. We own 63.1% of the Atlas methanol facility and market the remaining 36.9% of its production through a commission offtake agreement. A contractual agreement between us and our partners establishes joint control over Atlas. As a result, we account for this investment using the equity method of accounting, which results in 63.1% of the net assets and net earnings of Atlas being presented separately in the consolidated statements of financial position and consolidated statements of income (loss), respectively. For purposes of analyzing our business, Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share and Adjusted revenue include an amount representing our 63.1% equity share in Atlas. Our analysis of depreciation and amortization, finance costs, finance income and other expenses, and income taxes is consistent with the presentation of our consolidated statements of income (loss) and excludes amounts related to Atlas. We own 50% of the 1.26 million tonne per year Egypt methanol facility and market the remaining 50% of its production through a commission offtake agreement. We account for this investment using consolidation accounting, which results in 100% of the revenues and expenses being included in our financial statements. We also consolidate less then wholly-owned entities for which we have a controlling interest. Non-controlling interests are included in the Company’s consolidated financial statements and represent the non-controlling shareholders’ interests in the Egypt methanol facility and any entity where we have control. For purposes of analyzing our business, Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share and Adjusted revenue exclude the amounts associated with non-controlling interests. FINANCIAL RESULTS For the year ended December 31, 2016, we reported net loss attributable to Methanex shareholders of $13 million ($0.14 loss per common share on a diluted basis), compared with net income attributable to Methanex shareholders of $201 million ($2.01 income per common share on a diluted basis) for the year ended December 31, 2015. For the year ended December 31, 2016, we reported Adjusted EBITDA of $287 million and Adjusted net loss of $15 million ($0.17 Adjusted net loss per common share), compared with Adjusted EBITDA of $401 million and Adjusted net income of $110 million ($1.20 Adjusted net income per common share) for the year ended December 31, 2015. 14 2016 Methanex Corporation Annual Report We calculate Adjusted EBITDA and Adjusted net income (loss) by including amounts related to our equity share of the Atlas facility (63.1% interest) and by excluding the non-controlling interests’ share, the mark-to-market impact of share-based compensation as a result of changes in our share price and the impact of certain items associated with specific identified events. In 2016, we recorded a gain of $32.5 million ($21 million after-tax) after reaching a settlement with Petrobras Energía S.A. (“Petrobras”) of Argentina to terminate Petrobras’ natural gas delivery obligations pursuant to a long-term natural gas supply agreement in Chile (the “Argentina gas settlement”). In 2015, we recorded a gain of $65 million ($57 million after-tax) related to the termination of a terminal services agreement. A reconciliation from net income (loss) attributable to Methanex shareholders to Adjusted net income (loss) and the calculation of Adjusted diluted net income (loss) per common share is as follows: ($ Millions, except number of shares and per share amounts) Net income (loss) attributable to Methanex shareholders Mark-to-market impact of share-based compensation, net of tax Argentina gas settlement, net of tax Gain related to the termination of a terminal services agreement, net of tax Adjusted net income (loss) Diluted weighted average shares outstanding (millions) Adjusted net income (loss) per common share A summary of our consolidated statements of income (loss) for 2016 and 2015 is as follows: ($ Millions) Consolidated statements of income: Revenue Cost of sales and operating expenses Mark-to-market impact of share-based compensation Adjusted EBITDA (attributable to associate) Amounts excluded from Adjusted EBITDA attributable to non-controlling interests Adjusted EBITDA (attributable to Methanex shareholders) Mark-to-market impact of share-based compensation Depreciation and amortization Argentina gas settlement Gain related to the termination of a terminal services agreement Finance costs Finance income and other expenses Income tax recovery (expense) Earnings of associate adjustment1 Non-controlling interests adjustment1 Net income (loss) attributable to Methanex shareholders Net income (loss) 2016 (13) 19 (21) – (15) 90 2015 $ 201 (34) – (57) $ 110 91 (0.17) $ 1.20 $ $ $ 2016 2015 $ 1,998 $ 2,226 (1,774) (1,858) 22 63 (22) 287 (22) (228) 33 – (90) 4 9 (43) 37 (13) (28) $ $ (43) 108 (32) 401 43 (195) – 65 (70) (6) (11) (56) 30 201 202 $ $ 1 These adjustments represent depreciation and amortization, finance costs, finance income and other expenses and income taxes associated with our 63.1% interest in the Atlas methanol facility and the non-controlling interests. Revenue There are many factors that impact our global and regional revenue levels. The methanol business is a global commodity industry affected by supply and demand fundamentals. Due to the diversity of the end products in which methanol is used, demand for methanol largely depends upon levels of industrial production, energy prices and changes in general economic conditions, which can vary across the major international methanol markets. Revenue was $2.0 billion in 2016 compared to revenue of $2.2 billion in 2015. The lower revenue reflects a decrease in our average realized price in 2016, partially offset by higher sales volume. We publish regional non-discounted reference prices for each major methanol market and these posted prices are reviewed and revised monthly or quarterly based on industry fundamentals and market conditions. Most of our customer contracts use published 2016 Methanex Corporation Annual Report 15 Methanex reference prices as a basis for pricing, and we offer discounts to customers based on various factors. Our average non-discounted published reference price in 2016 was $279 per tonne compared with $374 per tonne in 2015. Our average realized price in 2016 was $242 per tonne compared with $322 per tonne in 2015. Distribution of Revenue Due to strong sales growth in China, we have seen an increase in the proportion of our sales to customers in China in 2016 when compared to 2015, with a relative decrease in the United States, Europe, South Korea and South America. Details are as follows: ($ Millions, except where noted) China Europe United States South Korea South America Canada Other Asia $ 518 404 359 258 179 110 170 2016 26% $ 20% 18% 13% 9% 6% 8% 361 480 465 327 266 136 191 2015 16% 22% 21% 15% 12% 6% 8% $ 1,998 100% $ 2,226 100% Adjusted EBITDA (Attributable to Methanex Shareholders) 2016 Adjusted EBITDA was $287 million compared with 2015 Adjusted EBITDA of $401 million, a decrease of $114 million. The key drivers of changes in our Adjusted EBITDA are average realized price, sales volume and cash costs as described below (refer to the How We Analyze Our Business section on page 13 for more information). ($ Millions) Average realized price Sales volume Total cash costs Decrease in Adjusted EBITDA Average Realized Price 2016 vs. 2015 $ (693) 73 506 $ (114) Our average realized price for the year ended December 31, 2016 was $242 per tonne compared with $322 per tonne for 2015, and this decreased Adjusted EBITDA by $693 million (refer to the Financial Results – Revenue section on page 15 for more information). Sales Volume Methanol sales volume, excluding commission sales volume, for the year ended December 31, 2016 was 890,000 tonnes higher than in 2015, and this increased Adjusted EBITDA by $73 million. Including commission sales volume from the Atlas and Egypt facilities, our total methanol sales volume was 9.5 million tonnes in 2016 compared with 8.5 million tonnes in 2015. Total Cash Costs The primary drivers of changes in our total cash costs are changes in the cost of Methanex-produced methanol and changes in the cost of purchased methanol. All of our production facilities except Medicine Hat and Geismar have natural gas purchase agreements with pricing terms that include base and variable price components. We supplement our production with methanol produced by others through methanol offtake contracts and purchases on the spot market to meet customer needs and support our marketing efforts within the major global markets. We have adopted the first-in, first-out method of accounting for inventories and it generally takes between 30 and 60 days to sell the methanol we produce or purchase. Accordingly, the changes in Adjusted EBITDA as a result of changes in Methanex-produced and purchased methanol costs primarily depend on changes in methanol pricing and the timing of inventory flows. 16 2016 Methanex Corporation Annual Report The changes in our total cash costs for 2016 compared with 2015 were due to the following: ($ Millions) Methanex-produced methanol costs Proportion of Methanex-produced methanol sales Purchased methanol costs Other, net Decrease in total cash costs Methanex-Produced Methanol Costs 2016 vs. 2015 $ 188 157 175 (14) $ 506 Natural gas is the primary feedstock at our methanol facilities and is the most significant component of Methanex-produced methanol costs. We purchase natural gas for the New Zealand, Trinidad, Chile and Egypt methanol facilities under natural gas purchase agreements where the unique terms of each contract include a base price and a variable price component linked to the price of methanol to reduce our commodity price risk exposure. The variable price component of each gas contract is adjusted by a formula related to methanol prices above a certain level. We believe these pricing relationships enable each facility to be competitive throughout the methanol price cycle. Methanex-produced methanol costs were lower in 2016 compared with 2015 by $188 million, primarily due to the impact of lower methanol prices on our natural gas costs, timing of inventory flows and changes in the mix of production sold from inventory. For additional information regarding our natural gas supply agreements, refer to the Liquidity and Capital Resources – Summary of Contractual Obligations and Commercial Commitments section on page 22. Proportion of Methanex-produced methanol sales The cost of purchased methanol is directly linked to the selling price for methanol at the time of purchase and the cost of purchased methanol is generally higher than the cost of Methanex-produced methanol. Accordingly, an increase in the proportion of Methanex-produced methanol sales results in a decrease in our overall cost structure for a given period. The significant increase in production in 2016 has resulted in sales of Methanex-produced methanol making up a higher proportion of our total sales and this increased Adjusted EBITDA by $157 million for 2016 compared with 2015. Purchased Methanol Costs A key element of our corporate strategy is global leadership and, as such, we have built a leading market position in each of the major global markets where methanol is sold. We supplement our production with purchased methanol through methanol offtake contracts and on the spot market to meet customer needs and support our marketing efforts within the major global markets. In structuring purchase agreements, we look for opportunities that provide synergies with our existing supply chain that allow us to purchase methanol in the most cost effective region. The cost of purchased methanol consists principally of the cost of the methanol itself, which is directly related to the price of methanol at the time of purchase. As a result of changes in methanol prices in 2016 and the timing of inventory flows and purchases, the cost of purchased methanol per tonne decreased and this increased Adjusted EBITDA by $175 million compared with 2015. Other, Net Our investment in global distribution and supply infrastructure includes a dedicated fleet of ocean-going vessels. We utilize these vessels to enhance value to customers by providing reliable and secure supply and to optimize supply chain costs overall, including through third-party backhaul arrangements when available. Logistics costs can also vary from period to period depending on the levels of production from each of our production facilities and the resulting impact on our supply chain. For the year ended December 31, 2016 compared with 2015, ocean freight and other logistics costs were higher, decreasing Adjusted EBITDA, the impact of which was partially offset by lower unabsorbed fixed production costs as a result of higher production and lower selling, general and administrative expenses. 2016 Methanex Corporation Annual Report 17 Mark-to-Market Impact of Share-Based Compensation We grant share-based awards as an element of compensation. Share-based awards granted include stock options, share appreciation rights, tandem share appreciation rights, deferred share units, restricted share units and performance share units. For all share- based awards, share-based compensation is recognized over the related vesting period for the proportion of the service that has been rendered at each reporting date. Share-based compensation includes an amount related to the grant-date value and a mark-to-market impact as a result of subsequent changes in the Company’s share price. The grant-date value amount is included in Adjusted EBITDA and Adjusted net income (loss). The mark-to-market impact of share-based compensation as a result of changes in our share price is excluded from Adjusted EBITDA and Adjusted net income (loss) and analyzed separately. ($ Millions, except as noted) Methanex Corporation share price1 Grant-date fair value expense included in Adjusted EBITDA and Adjusted net income (loss) Mark-to-market impact due to change in share price Total share-based compensation expense (recovery), before tax 1 U.S. dollar share price of Methanex Corporation as quoted on the NASDAQ Global Select Market on the last trading day of the respective period. 2016 2015 $ 43.80 $ 33.01 11 22 33 $ 21 (43) (22) $ For stock options, the cost is measured based on an estimate of the fair value at the date of grant using the Black-Scholes option pricing model, and this grant-date fair value is recognized as compensation expense over the related vesting period with no subsequent re-measurement in fair value. Accordingly, share-based compensation expense associated with stock options will not vary significantly from period to period. Share appreciation rights (“SARs”) are units that grant the holder the right to receive a cash payment upon exercise for the difference between the market price of the Company’s common shares and the exercise price that is determined at the date of grant. Tandem share appreciation rights (“TSARs”) give the holder the choice between exercising a regular stock option or a SAR. The fair values of SARs and TSARs are re-measured each quarter using the Black-Scholes option pricing model, which considers the market value of the Company’s common shares on the last trading day of each quarter. Deferred, restricted and performance share units are grants of notional common shares that are redeemable for cash based on the market value of the Company’s common shares and are non-dilutive to shareholders. Performance share units have an additional feature where the ultimate number of units that vest will be determined by the Company’s total shareholder return in relation to a predetermined target over the period to vesting. The number of performance share units that will ultimately vest will be in the range of 25% to 150% based on the weighted-average closing share price for the 90 calendar days on the NASDAQ Global Select Market immediately preceding the year end date that the performance share units vest. For deferred, restricted and performance share units, the value is initially measured at the grant date and subsequently re-measured based on the market value of the Company’s common shares on the last trading day of each quarter. The price of the Company’s common shares as quoted on the NASDAQ Global Select Market increased from $33.01 per share at December 31, 2015 to $43.80 per share at December 31, 2016. As a result of the increase in the share price and the resulting impact on the fair value of the outstanding units, we recorded a $22 million mark-to-market expense related to share-based compensation during 2016. Depreciation and Amortization Depreciation and amortization was $228 million for the year ended December 31, 2016 compared with $195 million for the year ended December, 31 2015. The increase in depreciation and amortization in 2016 compared with 2015 is primarily the result of a full year of depreciation in 2016 associated with the Geismar facilities. Argentina Gas Settlement In 2016, we recorded a gain of $32.5 million ($21 million after-tax) after reaching a settlement with Petrobras to terminate Petrobras’ natural gas delivery obligations pursuant to a long-term natural gas supply agreement in Chile. The Company received the settlement amount in 2016. 18 2016 Methanex Corporation Annual Report Gain on Termination of Terminal Services Agreement In 2015, we recorded a gain of $65 million ($57 million after-tax) related to the termination of a terminal services agreement. The Company received $30 million on termination of the agreement in 2015 and the remaining $35 million in early 2016. Finance Costs ($ Millions) Finance costs before capitalized interest Less capitalized interest Finance costs 2016 $ $ 90 – 90 2015 $ $ 91 (21) 70 Finance costs before capitalized interest are primarily comprised of interest on borrowings and finance lease obligations. Capitalized interest in 2015 related to interest costs capitalized for the Geismar project. Finance Income and Other Expenses Finance income and other expenses was a gain of $4 million for the year ended December 31, 2016 compared to a loss of $6 million for the year ended December 31, 2015. The change in finance income and other expenses in 2016 compared with 2015 is primarily related to the impact of changes in foreign exchange rates. Income Taxes A summary of our income taxes for 2016 compared with 2015 is as follows: ($ Millions, except where noted) Amount before income tax Income tax recovery (expense) Amount after income tax Effective tax rate 2016 Adjusted net loss $ $ (26) 11 (15) 44% Net loss $ $ (37) 9 (28) 25% 2015 Adjusted net income $ $ 133 (23) 110 17% Net income $ $ 213 (11) 202 5% We earn the majority of our pre-tax earnings in New Zealand, the United States, Trinidad, Egypt, Canada and Chile. In Trinidad and Chile, the statutory tax rate is 35%. The statutory rates in Canada and New Zealand are 26.5% and 28%, respectively. The United States statutory rate is 36% and the Egypt statutory rate is 22.5%. As the Atlas entity is accounted for using the equity method, any income taxes related to Atlas are included in earnings of associate and therefore not included in total income taxes. In Chile, the tax rate consists of a first-tier tax that is payable when income is earned and a second-tier tax that is due when earnings are distributed from Chile. The second category tax is initially recorded as future income tax expense and is subsequently reclassified to current income tax expense when earnings are distributed. Accordingly, the ratio of Chile’s current income tax expense to total income tax expense is dependent on the level of cash distributed from Chile. The effective tax rate related to Adjusted net income (loss) was 44% for the year ended December 31, 2016 compared with 17% for the year ended December 31, 2015. Adjusted net income (loss) represents the amount that is attributable to Methanex shareholders and excludes the mark-to-market impact of share-based compensation and the impact of certain items associated with specific identified events. The effective tax rate differs from period to period depending on the source of earnings and the impact of foreign exchange fluctuations against the United States dollar on our tax balances. In periods with low income levels, the distribution of income and loss between jurisdictions can result in income tax rates that are not indicative of the longer term corporate tax rate. For additional information regarding income taxes, refer to note 15 of our 2016 consolidated financial statements. 2016 Methanex Corporation Annual Report 19 LIQUIDITY AND CAPITAL RESOURCES A summary of our consolidated statements of cash flows is as follows: ($ Millions) Cash flows from / (used in) operating activities: Cash flows from operating activities before changes in non-cash working capital $ Changes in non-cash working capital Cash flows from / (used in) financing activities: Dividend payments Interest paid Repayment of long-term debt Payments for the repurchase of shares Loan to associate Net proceeds on issue of long-term debt Other Changes in non-cash working capital relating to financing activities Cash flows from / (used in) investing activities: Property, plant and equipment Geismar plants under construction Termination of terminal services agreement Other assets Changes in non-cash working capital relating to investing activities Decrease in cash and cash equivalents Cash and cash equivalents, end of year Cash Flow Highlights Cash Flows from Operating Activities 2016 2015 314 (64) 250 (99) (83) (48) – – 66 (6) (23) (193) (100) – – – 12 (88) (31) $ 414 (117) 297 (97) (82) (194) (146) (31) 5 (3) (20) (568) (97) (328) 65 1 (67) (426) (697) $ 224 $ 255 Cash flows from operating activities for the year ended December 31, 2016 were $250 million compared with $297 million for the year ended December 31, 2015. The decrease in cash flows from operating activities is primarily due to lower net income, after excluding depreciation and amortization, share-based compensation recovery, finance costs and changes in non-cash working capital. The following table provides a summary of these items for 2016 and 2015: ($ Millions) Net income (loss) Deduct earnings of associate Add dividends received from associate Add (deduct) non-cash items: Depreciation and amortization Share-based compensation recovery Finance costs Other Cash flows from operating activities before changes in non-cash working capital Changes in non-cash working capital: Trade and other receivables Inventories Prepaid expenses Accounts payable and accrued liabilities, including long-term payables $ 2016 (28) (20) 47 228 33 90 (36) 314 (14) (28) (1) (21) (64) 2015 $ 202 (52) 76 195 (22) 70 (55) 414 (100) 54 3 (74) (117) Cash flows from operating activities $ 250 $ 297 20 2016 Methanex Corporation Annual Report For a discussion of the changes in net income (loss), depreciation and amortization, share-based compensation recovery and finance costs, refer to the analysis of our financial results on page 14. Changes in non-cash working capital decreased cash flows from operating activities by $64 million for the year ended December 31, 2016, compared with a decrease of $117 million for the year ended December 31, 2015. Trade and other receivables increased in 2016 and this decreased cash flows from operating activities by $14 million, primarily due to the impact of trade receivables related to higher sales in 2016 compared to 2015. This increase was mostly offset by a working capital release on the termination of a terminal services agreement and recoveries related to gas supplier commitments. Inventories increased primarily due to the impact of higher production rates which decreased cash flows from operating activities by $28 million. Accounts payable and accrued liabilities, including long-term payables, decreased cash flows from operating activities by $21 million, primarily due to the impact of gas supplier payments. Cash Flows from Financing Activities During 2016, we maintained our regular quarterly dividend at $0.275 per common share. Total dividend payments in 2016 were $99 million compared with $97 million in 2015 and total interest payments in 2016 were $83 million compared with $82 million in 2015. In 2016, we drew down $66 million on our limited recourse debt facilities related to the financing of two vessels and repaid $48 million of other limited recourse debt compared to $194 million of unsecured notes and other limited recourse debt repayments in 2015. Cash Flows from Investing Activities During 2016, we incurred capital expenditures of $100 million primarily related to vessels acquired through less than wholly-owned entities and sustaining projects in New Zealand, Geismar, Egypt, Medicine Hat and Trinidad. Included in the 2015 capital expenditures is $328 million related to completion of the Geismar project. Liquidity and Capitalization Our objectives in managing liquidity and capital are to provide financial capacity and flexibility to meet our strategic objectives, to provide an adequate return to shareholders commensurate with the level of risk and to return excess cash through a combination of dividends and share repurchases. The following table provides information on our liquidity and capitalization position as at December 31, 2016 and December 31, 2015: ($ Millions, except where noted) Liquidity: Cash and cash equivalents Undrawn credit facilities Total liquidity Capitalization: Unsecured notes Limited recourse debt facilities, including current portion Total debt Non-controlling interests Shareholders’ equity Total capitalization Total debt to capitalization1 Net debt to capitalization2 1 Defined as total debt (including 100% of Egypt limited recourse debt facilities) divided by total capitalization. 2 Defined as total debt (including 100% of Egypt limited recourse debt facilities) less cash and cash equivalents divided by total capitalization less cash and cash equivalents. 2016 2015 $ 224 300 524 1,186 370 1,556 209 1,597 $ 255 400 655 1,185 351 1,536 249 1,720 $ 3,362 $ 3,505 46% 42% 44% 39% 2016 Methanex Corporation Annual Report 21 We manage our liquidity and capital structure and make adjustments to it in light of changes to economic conditions, the underlying risks inherent in our operations and the capital requirements to maintain and grow our business. The strategies we have employed include the issue or repayment of general corporate debt, the issue of project debt, the payment of dividends and the repurchase of shares. We are not subject to any statutory capital requirements and have no commitments to sell or otherwise issue common shares except pursuant to outstanding employee stock options and TSARs. We operate in a highly competitive commodity industry and believe that it is appropriate to maintain a strong balance sheet and retain financial flexibility. As at December 31, 2016, we had a cash balance of $224 million, access to a $300 million undrawn credit facility and no significant debt maturities until 2019 other than normal course obligations for principal repayments related to our limited recourse debt facilities. We invest our cash only in highly rated instruments that have maturities of three months or less to ensure preservation of capital and appropriate liquidity. We have covenant and default provisions under our long-term debt obligations and we also have certain covenants that could restrict access to the credit facility. The covenants governing the unsecured notes, which are specified in an indenture, apply to the Company and its subsidiaries, excluding the Egypt entity, and include restrictions on liens, sale and lease-back transactions, a merger or consolidation with another corporation or sale of all or substantially all of our assets. The indenture also contains customary default provisions. The significant covenants and default provisions under the credit facility include: a) the obligation to maintain an EBITDA to interest coverage ratio of greater than 2:1 calculated on a four-quarter trailing basis and a debt to capitalization ratio of less than or equal to 55%, both ratios calculated in accordance with definitions in the credit agreement that include adjustments related to the limited recourse subsidiaries; b) a default if payment is accelerated by a creditor on any indebtedness of $50 million or more of the Company and its subsidiaries, except for the limited recourse subsidiaries; c) a default if a default occurs that permits a creditor to demand repayment on any other indebtedness of $50 million or more of the Company and its subsidiaries, except for the limited recourse subsidiaries. The Egypt limited recourse debt facilities have covenants and default provisions that apply only to the Egypt entity, including restrictions on the incurrence of additional indebtedness and requirement to fulfill certain conditions before the payment of cash or other shareholder distributions. Certain conditions have not been met, resulting in a restriction on shareholder distributions from the Egypt entity. As at December 31, 2016, the Egypt cash balance on a 100% ownership basis was $46 million. The Egypt entity continues to be able to fully utilize its funds for operating, capital and financing needs, including the repayment of the Egypt limited recourse debt facilities. As at December 31, 2016, management believes the Company was in compliance with all significant terms and default provisions related to its long-term debt obligations. Our planned capital maintenance expenditure program directed towards maintenance, turnarounds and catalyst changes for existing operations is currently estimated to total approximately $80 million to the end of 2017. We believe we are well positioned to meet our financial commitments, invest to grow the Company and return excess cash to shareholders. Summary of Contractual Obligations and Commercial Commitments A summary of the estimated amount and estimated timing of cash flows related to our contractual obligations and commercial commitments as at December 31, 2016 is as follows: ($ Millions) Long-term debt repayments Long-term debt interest obligations Repayments of other long-term liabilities Natural gas and other Operating lease commitments 22 2016 Methanex Corporation Annual Report 2017 2018-2019 2020-2021 After 2021 Total $ $ 54 64 38 472 106 734 $ 467 125 40 740 166 $ 172 $ 97 49 505 108 931 881 432 254 1,070 197 $ 1,574 718 381 2,787 577 $ 1,538 $ $ 2,834 $ 6,037 Long-Term Debt Repayments and Interest Obligations We have $350 million of unsecured notes that mature in 2019, $250 million of unsecured notes that mature in 2022, $300 million of unsecured notes that mature in 2024 and $300 million of unsecured notes that mature in 2044. The remaining debt repayments represent the normal course obligations for principal repayments related to our limited recourse debt facilities. Interest obligations related to variable interest rate long-term debt were estimated using current interest rates in effect as at December 31, 2016. For additional information, refer to note 8 of our 2016 consolidated financial statements. Repayments of Other Long-Term Liabilities Repayments of other long-term liabilities represent contractual payment dates or, if the timing is not known, we have estimated the timing of repayment based on management’s expectations. Natural Gas and Other We have commitments under take-or-pay contracts to purchase natural gas, to pay for transportation capacity related to the delivery of natural gas and to purchase oxygen and other feedstock requirements. Take-or-pay means that we are obliged to pay for the supplies regardless of whether we take delivery. Such commitments are common in the methanol industry. These contracts generally provide a quantity that is subject to take-or-pay terms that is lower than the maximum quantity that we are entitled to purchase. The amounts disclosed in the table above represent only the minimum take-or-pay quantity. The natural gas supply contracts for our facilities in New Zealand, Trinidad and Egypt are take-or-pay contracts denominated in United States dollars and include base and variable price components to reduce our commodity price risk exposure. The variable price component of each natural gas contract is adjusted by a formula related to methanol prices above a certain level. We believe this pricing relationship enables these facilities to be competitive throughout the methanol price cycle. The amounts disclosed in the table for these contracts represent only the base price component. We also have a multi-year fixed price natural gas supply contract to supply one production facility in Geismar, natural gas forward contracts to hedge natural gas purchases in Geismar and natural gas forward supply contracts at fixed prices to manage exposure to natural gas price risk in Medicine Hat. We believe that the long-term natural gas dynamics in North America will support the long- term operation of these facilities. In the above table, we have included natural gas commitments in North America for Geismar and Medicine Hat at the contractual volume and prices. The above table does not include costs for planned capital maintenance or expansion expenditures or any obligations with original maturities of less than one year. Since June 2007, the Company’s natural gas suppliers from Argentina have curtailed all gas supply to the Company’s plants in Chile pursuant to long-term gas supply agreements. The Company has not received natural gas under these long-term agreements since 2007 and therefore potential future purchase obligations have been excluded from the table above. We have marketing rights for 100% of the production from our jointly owned Atlas and Egypt plants which results in purchase commitments of an additional 1.3 million tonnes per year of methanol offtake supply when these plants operate at capacity. As at December 31, 2016, the Company also had commitments to purchase methanol from other suppliers for approximately 1.0 million tonnes for 2017 and 1.1 million tonnes thereafter. The pricing under these purchase commitments is referenced to pricing at the time of purchase or sale, and accordingly, no amounts have been included in the table above. Operating Lease Commitments We have future minimum lease payments under operating leases relating primarily to vessel charter, terminal facilities, office space and equipment. Off-Balance Sheet Arrangements As at December 31, 2016, we did not have any off-balance sheet arrangements, as defined by applicable securities regulators in Canada and the United States, that have, or are reasonably likely to have, a current or future material effect on our results of operations or financial condition. 2016 Methanex Corporation Annual Report 23 Financial Instruments A financial instrument is any contract that gives rise to a financial asset of one party and a financial liability or equity instrument of another party. Financial instruments are either measured at amortized cost or fair value. In the normal course of business, the Company’s assets, liabilities and forecasted transactions, as reported in U.S. dollars, are impacted by various market risks including, but not limited to, natural gas prices and currency exchange rates. The time frame and manner in which the Company manages those risks varies for each item based on the Company’s assessment of the risk and the available alternatives for mitigating risks. The Company uses derivatives as part of its risk management program to mitigate variability associated with changing market values. Changes in fair value of derivative financial instruments are recorded in earnings unless the instruments are designated as cash flow hedges, in which case the changes in fair value are recorded in other comprehensive income and are reclassified to profit or loss when the underlying hedged transaction is recognized in earnings. The Company designates as cash flow hedges derivative financial instruments to hedge its risk exposure to fluctuations in natural gas prices and to hedge its risk exposure to fluctuations on certain foreign currency denominated transactions. Until settled, the fair value of the derivative financial instruments will fluctuate based on changes in commodity prices or foreign currency exchange rates. The following table shows the carrying value of each of our categories of financial assets and liabilities and the related balance sheet item as at December 31, 2016 and December 31, 2015: ($ Millions) Financial assets: Financial assets measured at fair value: Derivative instruments designated as cash flow hedges1 Financial assets not measured at fair value: Cash and cash equivalents Trade and other receivables, excluding tax receivable Project financing reserve accounts included in other assets Total financial assets2 Financial liabilities: Financial liabilities measured at fair value: Derivative instruments designated as cash flow hedges1 Financial liabilities not measured at fair value: Trade, other payables and accrued liabilities, excluding tax payable Long-term debt, including current portion Total financial liabilities 2016 2015 $ 7 $ 1 $ $ 224 479 35 745 69 449 1,556 $ $ 255 483 33 772 43 457 1,536 $ 2,074 $ 2,036 1 The Geismar 2 natural gas hedges and euro foreign currency hedges designated as cash flow hedges are measured at fair value based on industry accepted valuation models and inputs obtained from active markets. 2 The carrying amount of the financial assets represents the maximum exposure to credit risk at the respective reporting periods. As at December 31, 2016, all of the financial instruments were recorded on the consolidated statements of financial position at amortized cost with the exception of derivative financial instruments, which are recorded at fair value unless exempted. The fair value of derivative instruments is determined based on industry-accepted valuation models using market observable inputs and are classified within Level 2 of the fair value hierarchy. The fair value of all the Company’s derivative contracts includes an adjustment for credit risk. The effective portion of the changes in fair value of derivative financial instruments designated as cash flow hedges is recorded in other comprehensive income. The spot element of forward contracts in the hedging relationships is recorded in other comprehensive income as the change in fair value of cash flow hedges. The change in the fair value of the forward element of forward contracts is recorded separately in other comprehensive income as the forward element excluded from hedging relationship. The Company has elected to manage its exposure to changes in natural gas prices for the Geismar 2 facility by executing a number of forward contracts which it has designated as cash flow hedges for its highly probable forecast natural gas purchases in North America. 24 2016 Methanex Corporation Annual Report The Company also designates as cash flow hedges forward exchange contracts to sell certain foreign currencies at a fixed U.S. dollar exchange rate to hedge its exposure to exchange rate fluctuations on certain foreign currency denominated transactions. RISK FACTORS AND RISK MANAGEMENT We are subject to risks that require prudent risk management. We believe the following risks, in addition to those described in the Critical Accounting Estimates section on page 34, to be among the most important for understanding the issues that face our business and our approach to risk management. Methanol Price The methanol business is a highly competitive commodity industry and prices are affected by supply and demand fundamentals. Methanol prices have historically been, and are expected to continue to be, characterized by cyclicality. Factors influencing supply and demand for methanol and related risks are found below. We are not able to predict future methanol supply and demand balances, global economic activity, methanol prices or energy prices, all of which are affected by numerous factors beyond our control. Since methanol is the only product we produce and market, a decline in the price of methanol has a significant negative effect on our results of operations and financial condition. Methanol Demand Demand for methanol largely depends upon the level of energy prices, global economic growth rates and government regulations and policies. Energy Prices Approximately 45% of methanol demand is from energy-related applications. Over the past number of years, methanol demand growth has been led by strong demand from these applications, as relatively high oil prices generated an economic incentive to substitute lower cost methanol for petroleum products or as a feedstock in energy-related products. The fastest growing application where methanol serves as a substitute for an energy product is MTO, where methanol is an alternative to naphtha as a feedstock in the production of olefins. Methanol can be blended directly with gasoline, and DME (a methanol derivative) can be blended with liquefied petroleum gas (propane). Because of this relationship, methanol demand is sensitive to the pricing of these energy products, which in turn are generally linked to global energy prices. A steep drop in oil and related product prices in the second half of 2015 lowered the affordability for methanol into a number of energy applications and put downward pressure on methanol pricing. Despite the strong MTO-led methanol demand growth in 2016, methanol prices remained at low levels as oil prices fell to 12-year lows early in the year. We cannot provide assurance that energy prices will not negatively impact methanol demand growth, which could have an adverse effect on our results of operations and financial condition. Global Economic Growth Rates Approximately 55% of methanol demand is from traditional chemical applications. As these applications manufacture products used in a wide variety of industrial products and consumer goods, the rate of growth in demand for methanol from these applications tends to be correlated with overall global economic growth. Any slowdown in the global or regional economies can negatively impact demand for methanol and have a detrimental impact on methanol prices. Government Regulations and Policies Changes in environmental, health and safety laws, regulations or requirements could impact methanol demand. The United States Environmental Protection Agency (“EPA”) is currently evaluating the human health effects of methanol as part of a standard review of chemicals under its Integrated Risk Information System (“IRIS”), a database of chemical health effects. No authoritative body has classified methanol as a carcinogen. A draft assessment for methanol was released by the EPA in 2010 classifying methanol as “Likely to be Carcinogenic to Humans.” In 2011, the EPA divided the draft assessment for methanol into cancer and non-cancer assessments. In September 2013, the EPA released the final non-cancer assessment, in which it established the maximum ingestion and inhalation levels for methanol that it claims will not result in adverse health impacts. The timeline for the 2016 Methanex Corporation Annual Report 25 final cancer assessment remains unknown, and no activity on the cancer assessment for methanol is currently contained on the EPA’s work plan. We are unable to determine whether the current draft classification will be maintained in the final cancer assessment or if this will lead other government agencies to reclassify methanol. Any reclassification could reduce future methanol demand, which could have an adverse effect on our results of operations and financial condition. In 2016, methanol demand for the production of formaldehyde represented approximately 28% of global demand. The largest use for formaldehyde is as a component of urea-formaldehyde and phenol-formaldehyde resins, which are used in adhesives for plywood, particleboard, oriented strand board, medium-density fibreboard and other reconstituted or engineered wood products. There is also demand for formaldehyde as a raw material for engineering plastics and in the manufacture of a variety of other products, including elastomers, paints, building products, foams, polyurethane and automotive products. The current EPA IRIS carcinogenicity classification for formaldehyde is “Likely to be Carcinogenic to Humans;” however, the EPA is reviewing this classification for formaldehyde as part of a standard review of chemicals. In 2010, the EPA released its draft formaldehyde assessment, proposing formaldehyde as “Known to be Carcinogenic to Humans.” The EPA IRIS assessment will likely be impacted by the recent listing of formaldehyde as “Known to be a Human Carcinogen” issued under the National Toxicology Program’s (NTP) Report on Carcinogens. EPA uses IRIS assessments as a basis for regulatory actions such as restricting emissions from products containing formaldehyde. The EPA continues to develop a revised IRIS assessment of formaldehyde. The draft will be revised on the outcome of the external federal agency review, currently underway, then sent for 60-day public comment, anticipated in the first half of 2017. In 2009, the US National Cancer Institute (“NCI”) published a report on the health effects of occupational exposure to formaldehyde and a possible link to leukemia, multiple myeloma and Hodgkin’s disease. The NCI report concluded that there may be an increased risk of cancers of the blood and bone marrow related to a measure of peak formaldehyde exposure. The NCI report was the first part of an update of the 2004 NCI study that indicated possible links between formaldehyde exposure and nasopharyngeal cancer and leukemia. The International Agency for Research on Cancer also concluded that there is sufficient evidence in humans of a causal association of formaldehyde with leukemia. In 2011, the U.S. Department of Health and Human Services’ National Toxicology Program released its 12th Report on Carcinogens, modifying its listing of formaldehyde from “Reasonably Anticipated to be a Human Carcinogen” to “Known to be a Human Carcinogen.” We are unable to determine at this time if the EPA or other governments or government agencies will reclassify formaldehyde or what limits could be imposed related to formaldehyde emissions in the United States or elsewhere. Any such actions could reduce future methanol demand for use in producing formaldehyde, which could have an adverse effect on our results of operations and financial condition. Methanol Supply An increase in competitively priced methanol supply, all else equal, can displace supply from higher cost producers and have a negative impact on methanol price. Methanol supply is influenced by the cost of production including the availability and cost of raw materials, freight costs, capital costs and government policies. Methanol supply can become available from the construction of new methanol plants, by restarting idle methanol plants, by carrying out major expansions of existing plants or by debottlenecking existing plants to increase their production capacity. In late 2015, two new methanol facilities started operations including the 1.3 million tonne Fairway Methanol LLC facility in Texas and Methanex’s Geismar 2 facility in Louisiana. There was no significant new industry capacity additions outside of China in 2016. In China, we estimate that approximately two million tonnes of new production capacity was added in 2016. Over the next few years, outside of China, the majority of new capacity additions are expected in the Atlantic basin and the Middle East. OCI N.V. and Consolidated Energy Limited (through its subsidiary G2X Energy) continue to progress their jointly owned Natgasoline project, a 1.8 million tonne plant under construction in Beaumont, Texas. In Iran, we expect just over four million tonnes of capacity to come onstream over the next two years. However, the timing of start-up and future operating rates at these facilities will be dependent on various factors. To the end of 2018, we expect approximately four million tonnes of new capacity to be added in China. Beyond 2018, we anticipate that new capacity additions in China will be modest due to an increasing degree of restrictions 26 2016 Methanex Corporation Annual Report placed on new coal-based methanol capacity additions and the trend of integration from coal to downstream chemicals for new projects in that country. There are a number of other projects under discussion in the United States but we believe that none have yet reached a final investment decision. We cannot provide assurance that new supply additions will not outpace the level of future demand growth thereby contributing to negative pressure on methanol price. Security of Natural Gas Supply and Price Natural gas is the principal feedstock for producing methanol and it accounts for a significant portion of our operating costs. Accordingly, our results from operations depend in large part on the availability and security of supply and the price of natural gas. If, for any reason, we are unable to obtain sufficient natural gas for any of our plants on commercially acceptable terms or we experience interruptions in the supply of contracted natural gas, we could be forced to curtail production or close such plants, which could have an adverse effect on our results of operations and financial condition. New Zealand We have three plants in New Zealand with a total production capacity of up to 2.4 million tonnes of methanol per year, depending on natural gas composition. Two plants are located at Motunui and the third is located at nearby Waitara Valley. We have entered into several agreements with various natural gas suppliers to underpin our New Zealand operations with terms that range in length up to 2022. All agreements in New Zealand are take-or-pay agreements and include U.S. dollar base and variable price components where the variable price component is adjusted by a formula related to methanol prices above a certain level. We believe this pricing relationship enables these facilities to be competitive at all points in the methanol price cycle and provides gas suppliers with attractive returns. Certain of these contracts require the supplier to deliver a minimum amount of natural gas with additional volume dependent on the success of exploring and developing the related natural gas field. We continue to pursue opportunities to contract additional natural gas to supply our plants in New Zealand. The future operation of our New Zealand facilities depends on the ability of our contracted suppliers to meet their commitments and the success of ongoing exploration and development activities in the region. We cannot provide assurance that our contracted suppliers will be able to meet their commitments or that their ongoing exploration and development activities in New Zealand will be successful to enable our operations to operate at capacity. We cannot provide assurance that we will be able to obtain natural gas with the optimum composition. These factors could have an adverse impact on our results of operations and financial condition. United States We have two plants in Geismar, Louisiana with a total production capacity of 2.0 million tonnes. The Geismar facilities commenced first methanol production in 2015: Geismar 1 in the first quarter and Geismar 2 late in the fourth quarter. We have a fixed price take-or-pay agreement for the supply of all of the natural gas requirements for the Geismar 1 facility that expires in 2025. Under the contract, the supplier is obligated to supply, and we are obliged to take or pay for, a specified annual quantity of natural gas. During 2015, we entered into forward contracts to hedge natural gas prices for the Geismar 2 facility. These contracts have a remaining period of nine years. We have hedged approximately 40% of the natural gas requirements and continue to pursue opportunities to contract additional natural gas to supply the facility. We believe that the long-term natural gas dynamics in North America will support the long-term operations of these facilities; however, we cannot provide assurance that we will be able to secure additional natural gas on commercially acceptable terms and this could have an adverse impact on our results of operations and financial condition. Trinidad Natural gas for our two methanol production facilities in Trinidad, with our share of total production capacity being 2.0 million tonnes per year, is supplied under take-or-pay contracts with the National Gas Company of Trinidad and Tobago Limited (“NGC”), which purchases the natural gas from upstream gas producers. Gas paid for, but not taken, in any year may be received in 2016 Methanex Corporation Annual Report 27 subsequent years subject to limitations. The contracts for Titan and Atlas have U.S. dollar base and variable price components, where the variable portion is adjusted by a formula related to methanol prices above a certain level. The contract for Atlas expires in 2024 and the contract for Titan expires in 2019. We believe the supply and demand fundamentals for natural gas supply in Trinidad will support the continued operation of these facilities. Since 2011, large industrial consumers in Trinidad, including our Titan and Atlas facilities, have experienced periodic curtailments of natural gas supply due to a mismatch between upstream supply to NGC and downstream demand from NGC’s customers. We are engaged with key stakeholders to find a solution to this issue, but in the meantime expect to continue to experience some gas curtailments to our Trinidad facilities. We cannot provide assurance that our contracted gas suppliers will be able to fully meet their commitments, that we will not experience longer or greater than anticipated curtailments due to upstream outages or other issues in Trinidad and that these curtailments will not be material. These factors could have an adverse impact on our results of operations and financial condition. Egypt We have a 25-year, take-or-pay natural gas supply agreement for the 1.26 million tonne per year methanol plant in Egypt in which we have a 50% equity interest. The price paid for gas is based on a U.S. dollar base price plus a variable price component that is adjusted by a formula related to methanol prices above a certain level. Under the contract, the gas supplier is obligated to supply, and we are obliged to take or pay for, a specified annual quantity of natural gas. Gas paid for, but not taken, in any year may be received in subsequent years subject to limitations. In addition, the natural gas supply agreement has a mechanism whereby we are partially compensated when gas delivery shortfalls in excess of a certain threshold occur. Natural gas is supplied to this facility from the same gas delivery grid infrastructure that supplies other industrial users in Egypt, as well as the general Egyptian population. Since the plant commenced operations in 2011, Egypt has experienced significant social unrest, including acts of sabotage and government transitions resulting in an adverse impact on the country’s economy and our operations in Egypt. We believe that these factors have contributed to constraints in the development of new supplies of natural gas coming to market and to natural gas supply becoming constrained from mid-2012, resulting in our Egypt plant operating below full capacity. In early 2016, we experienced a 30 day gas curtailment due to the sabotage of a gas pipeline feeding Damietta. Although curtailments persisted in 2016, we saw significant improvements in gas deliveries compared to 2015, particularly in the latter half of the year. Over the past several years, the Egyptian government has made a significant effort to improve the gas supply situation in the country by encouraging natural gas exploration and establishing LNG import infrastructure. These efforts coupled with continuing natural gas discoveries have further strengthened the natural gas supply and demand balance and outlook for gas deliveries in Egypt. In spite of these positive developments in Egypt, the restrictions experienced in recent years may persist in the future. We cannot provide assurance that we will not experience longer or greater than anticipated natural gas restrictions and that this would not have an adverse impact on our results of operations and financial condition. Canada We have a program in place to purchase natural gas for the 0.6 million tonnes per year Medicine Hat facility on the Alberta gas market. We have entered into fixed price contracts to supply a proportion of our natural gas requirements from 2017 to 2022. The future operation of our Medicine Hat facility depends on methanol industry supply and demand fundamentals and our ability to secure sufficient natural gas on commercially acceptable terms. We believe that the long-term natural gas dynamics in North America will support the long-term operations of this facility; however, we cannot provide assurance that we will be able to continue to secure sufficient natural gas for our Medicine Hat facility on commercially acceptable terms and that this will not have an adverse impact on our results of operations and financial condition. Chile In June 2007, our natural gas suppliers from Argentina curtailed all gas supplied to our plants in Chile pursuant to our long-term gas supply agreements. In the short term, we do not expect to receive any further natural gas supply from Argentina under such long-term gas supply agreements. In 2015, we continued to receive some natural gas from Argentina pursuant to a tolling agreement whereby the Company converts the natural gas received into methanol and then re-delivers the methanol to Argentina. 28 2016 Methanex Corporation Annual Report Approximately 60% during 2014 and 35% during 2015 of the Chile production was produced using natural gas supplied from Argentina under this arrangement. In November 2016, we executed a new tolling agreement with YPF S.A. and anticipate that we will receive some natural gas under this arrangement in 2017. Since July 2007, all of the methanol production at our Chile facilities, other than natural gas received under tolling arrangements, has been produced from Chilean natural gas. During 2016, we operated one of the two plants with Chilean gas at an average of 45% capacity. In July 2016, Methanex reached an agreement with Empresa Nacional del Petróleo (“ENAP”) for gas supply for the period through May 2018. The Company also agreed with GeoPark Fell SpA (“GeoPark”) to extend the existing gas supply agreement for an additional 10 year term, beyond April 2017. Since 2015, ENAP has made significant investments in the development of natural gas from unconventional reservoirs and this has resulted in increased gas deliveries to our facilities in Chile. In January 2016, the U.S. Geological Survey assessed a technically recoverable mean resource of 8.3 trillion cubic feet of unconventional tight gas in the Magallanes Province. However, the potential for a sustained increase in gas deliveries to our plants will depend on the economics of the development of gas discoveries and, ultimately, the price at which we can obtain gas. The future of our Chile operations is primarily dependent on the level of exploration and development in southern Chile and our ability to secure a sustainable natural gas supply to our facilities on economic terms from Chile and Argentina. We cannot provide assurance that we will be able to continue to secure a sustainable natural gas supply to our facilities on economic terms to operate our Chile operations and that this will not have an adverse impact on our results of operations or financial condition. Global Economic Conditions In addition to the potential influence of global economic activity levels on methanol demand and price, changing global economic conditions can result in changes in capital markets. A deterioration in economic conditions could have a negative impact on our investments, diminish our ability to access existing or future credit and increase the risk of defaults by customers, suppliers, insurers and other counterparties. Foreign Operations A significant portion of our operations and investments are located outside of North America, in New Zealand, Trinidad, Egypt, Chile, Europe and Asia. We are subject to risks inherent in foreign operations such as loss of revenue, property and equipment as a result of expropriation; import or export restrictions; anti-dumping measures; nationalization, war, insurrection, civil unrest, sabotage, terrorism and other political risks; increases in duties, taxes and governmental royalties; renegotiation of contracts with governmental entities; as well as changes in laws or policies or other actions by governments that may adversely affect our operations. Many of the foregoing risks related to foreign operations may also exist for our domestic operations in North America. Because we derive a significant portion of our revenues from production and sales by subsidiaries outside of Canada, the payment of dividends or the making of other cash payments or advances by these subsidiaries may be subject to restrictions or exchange controls on the transfer of funds in or out of the respective countries or result in the imposition of taxes on such payments or advances. We have organized our foreign operations in part based on certain assumptions about various tax laws (including capital gains and withholding taxes), foreign currency exchange and capital repatriation laws and other relevant laws of a variety of foreign jurisdictions. While we believe that such assumptions are reasonable, we cannot provide assurance that foreign taxation or other authorities will reach the same conclusion. Further, if such foreign jurisdictions were to change or modify such laws, we could suffer adverse tax and financial consequences. The dominant currency in which we conduct business is the United States dollar, which is also our reporting currency. The most significant components of our costs are natural gas feedstock and ocean-shipping costs and substantially all of these costs are incurred in United States dollars. Some of our underlying operating costs, capital expenditures and purchases of methanol, however, are incurred in currencies other than the United States dollar, principally the Canadian dollar, the Chilean peso, the Trinidad and Tobago dollar, the New Zealand dollar, the Euro, the Egyptian pound and the Chinese yuan. We are exposed to increases in the value of these currencies that could have the effect of increasing the United States dollar equivalent of cost of sales, operating expenses 2016 Methanex Corporation Annual Report 29 and capital expenditures. A portion of our revenue is earned in Euros, Canadian dollars and Chinese yuan. We are exposed to declines in the value of these currencies compared to the United States dollar, which could have the effect of decreasing the United States dollar equivalent of our revenue. Trade in methanol is subject to duty in a number of jurisdictions. Methanol sold in China from any of our producing regions is currently subject to duties ranging from 0% to 5.5%. There can be no assurance that the duties that we are currently subject to will not increase, that duties will not be levied in other jurisdictions in the future or that we will be able to mitigate the impact of future duties, if levied, or that future duties will not have a significant negative effect. Methanol is a globally traded commodity that is produced by many producers at facilities located around the world. Some producers and marketers may have direct or indirect contacts with countries that may, from time to time, be subject to international trade sanctions or other similar prohibitions (“Sanctioned Countries”). In addition to the methanol we produce, we purchase methanol from third parties under purchase contracts or on the spot market in order to meet our commitments to customers, and we also engage in product exchanges with other producers and marketers. We believe that we are in compliance with all applicable laws with respect to sales and purchases of methanol and product exchanges. However, as a result of the participation of Sanctioned Countries in our industry, we cannot provide assurance that we will not be exposed to reputational or other risks that could have an adverse impact on our results of operations and financial condition. Liquidity Risk As at December 31, 2016, we had a cash balance of $224 million, including $23 million relating to the non-controlling interest in Egypt, and an undrawn $300 million revolving credit facility with a syndicate of banks. The facility expires in December 2019 and our ability to maintain access to the facility is subject to meeting certain financial covenants, including an EBITDA to interest coverage ratio and a debt to capitalization ratio, both ratios calculated in accordance with definitions in the credit agreement that include adjustments related to the Company’s limited recourse subsidiaries. As previously described in the Liquidity and Capital Resources – Liquidity and Capitalization section on page 21, there is currently a restriction on shareholder distributions from the Egypt entity; however, the Egypt entity continues to be able to fully utilize its funds for operating, capital and financing needs, including the repayment of the Egypt limited recourse debt facilities. As at December 31, 2016, our long-term debt obligations include $1,200 million in unsecured notes ($350 million that matures in 2019, $250 million that matures in 2022, $300 million that matures in 2024 and $300 million that matures in 2044), $289 million related to the Egypt limited recourse debt facilities (100% basis) and $81 million related to other limited recourse debt. The covenants governing the unsecured notes, which are specified in an indenture, apply to the Company and its subsidiaries, excluding the Egypt entity, and include restrictions on liens, sale and lease-back transactions, a merger or consolidation with another corporation or a sale of all or substantially all of the Company’s assets. The indenture also contains customary default provisions. The Egypt limited recourse debt facilities are described as limited recourse as they are secured only by the assets of the Egypt entity. Accordingly, the lenders to the limited recourse debt facilities have no recourse to the Company or its other subsidiaries. The Egypt limited recourse debt facilities have covenants and default provisions that apply only to the Egypt entity, including restrictions on the incurrence of additional indebtedness and a requirement to fulfill certain conditions before the payment of cash or other distributions. For additional information regarding long-term debt, refer to note 8 of our 2016 consolidated financial statements. We cannot provide assurance that we will be able to access new financing in the future on commercially acceptable terms or at all, or that the financial institutions providing the credit facility will have the ability to honour future draws. Additionally, failure to comply with any of the covenants or default provisions of the long-term debt facilities described above could result in a default under the applicable credit agreement that would allow the lenders to not fund future loan requests, accelerate the due date of the principal and accrued interest on any outstanding loans or restrict the payment of cash or other distributions. Any of these factors could have a significant negative effect on our results of operations, our ability to pursue and complete strategic initiatives or on our financial condition. 30 2016 Methanex Corporation Annual Report Customer Credit Risk Our customers are large global or regional petrochemical manufacturers or distributors and a number are highly leveraged. We monitor our customers’ financial status closely; however, some customers may not have the financial ability to pay for methanol in the future and this could have an adverse effect on our results from operations and financial condition. Credit losses have not been significant in the past. Operational Risks Production Risks Most of our earnings are derived from the sale of methanol produced at our plants. Our business is subject to the risks of operating methanol production facilities, such as equipment breakdowns, interruptions in the supply of natural gas and other feedstocks, power failures, longer-than-anticipated planned maintenance activities, loss of port facilities, natural disasters or any other event, including unanticipated events beyond our control, that could result in a prolonged shutdown of any of our plants or impede our ability to deliver methanol to our customers. A prolonged plant shutdown at any of our major facilities could have an adverse effect on our results of operations and financial condition. Purchased Product Price Risk In addition to the sale of methanol produced at our plants, we also purchase methanol produced by others on the spot market and through purchase contracts to meet our customer commitments and support our marketing efforts. We have adopted the first-in, first-out method of accounting for inventories and it generally takes between 30 and 60 days to sell the methanol we purchase. Consequently, we have the risk of holding losses on the resale of this product to the extent that methanol prices decrease from the date of purchase to the date of sale. Holding losses, if any, on the resale of purchased methanol could have an adverse effect on our results of operations and financial condition. Distribution Risks Excess capacity within our fleet of ocean vessels resulting from a prolonged plant shutdown or other event could have an adverse effect on our results of operations and financial condition as our vessel fleet is subject to fixed time charter costs. In the event we have excess shipping capacity, we may be able to mitigate some of the excess costs by entering into sub-charters or third-party backhaul arrangements, although the success of this mitigation is dependent on conditions within the broader global shipping industry. If we suffer any disruptions in our distribution system and are unable to mitigate these costs, this could have an adverse effect on our results from operations and financial condition. Insurance Risks Although we maintain operational and construction insurance, including business interruption insurance, we cannot provide assurance that we will not incur losses beyond the limits of, or outside the coverage of, such insurance or that insurers will be financially capable of honouring future claims. From time to time, various types of insurance for companies in the chemical and petrochemical industries have not been available on commercially acceptable terms or, in some cases, have been unavailable. We cannot provide assurance that in the future we will be able to maintain existing coverage or that premiums will not increase substantially. New Capital Projects As part of our strategy to strengthen our position as the global leader in the production and marketing of methanol, we intend to continue pursuing new opportunities to enhance our strategic position in the methanol industry. Our ability to successfully identify, develop and complete new capital projects is subject to a number of risks, including finding and selecting favourable locations for new facilities or relocation of existing facilities where sufficient natural gas and other feedstock is available with acceptable commercial terms, obtaining project or other financing on satisfactory terms, constructing and completing the projects within the contemplated budgets and schedules and other risks commonly associated with the design, construction and start-up of large complex industrial projects. We cannot provide assurance that we will be able to identify or develop new methanol projects. 2016 Methanex Corporation Annual Report 31 Environmental Regulation The countries in which we operate all have laws and regulations to which we are subject, governing the environment and the management of natural resources as well as the handling, storage, transportation and disposal of hazardous or waste materials. We are also subject to laws and regulations governing emissions and the import, export, use, discharge, storage, disposal and transportation of toxic substances. The products we use and produce are subject to regulation under various health, safety and environmental laws. Non-compliance with these laws and regulations may give rise to compliance orders, fines, injunctions, civil liability and criminal sanctions. Laws and regulations protecting the environment have become more stringent in recent years and may, in certain circumstances, impose absolute liability rendering a person liable for environmental damage without regard to negligence or fault on the part of such person. Such laws and regulations may also expose us to liability for the conduct of, or conditions caused by others or for our own acts even if we complied with applicable laws at the time such acts were performed. To date, environmental laws and regulations have not had a significant adverse effect on our capital expenditures, earnings or competitive position. However, operating petrochemical manufacturing plants and distributing methanol exposes us to risks in connection with compliance with such laws and we cannot provide assurance that we will not incur significant costs or liabilities in the future. Management of Emissions Our CO2 emissions intensity, defined as the quantity of CO2 released per unit of production, decreased by 34% between 1994 and 2016. This was a result of some of our older plants being removed from active service, newer, more energy efficient plants being added, and improved plant reliability and energy efficiency at our existing plants. Plant efficiency, and thus CO2 emissions, is highly dependent on the design of the methanol plant, and accordingly the CO2 emission figure may vary from year to year depending on the asset mix that is operating. Carbon dioxide emissions are also generated from our marine operations when fuel is consumed during the global transport of methanol. Between 2002 and 2016, we reduced our CO2 emissions intensity (i.e. tonnes of CO2 from fuel burned per tonne of product transported) from marine operations by nearly 19%. This was primarily a result of improving transport efficiency by arranging another suitable cargo (backhaul of cargo) on the return voyage after delivering methanol to its intended destination, and newer more energy efficient vessels being added to the fleet. We manufacture methanol in New Zealand, Trinidad, the United States, Egypt, Canada and Chile. While each of these countries (except the United States) signed and ratified the Kyoto Protocol, Canada has since removed itself from that agreement. During the United Nations Climate Change Conference (21st meeting of the Conference of the Parties) in Paris in late 2015, 195 participating countries agreed by consensus to the Paris Agreement, the aim of which is to reduce GHG emissions. On November 4th, 2016, the Paris Agreement entered into force following ratification by at least 55 countries which together represent at least 55% of global GHG emissions. Parties to the Paris Agreement put forward their best GHG reduction efforts through “nationally determined contributions” (“NDCs”) and to strengthen these efforts in the years ahead. The Agreement will supersede the Kyoto Protocol once it comes into effect in 2020. We are currently subject to GHG regulations in New Zealand, Canada and Chile, but our production in the United States, Trinidad and Egypt are not subject to such regulations. New Zealand passed legislation to establish an Emissions Trading Scheme (“ETS”) that came into force in 2010. The ETS imposes a carbon price on producers of fossil fuels, including natural gas, which is passed on to Methanex, increasing the cost of gas that Methanex purchases in New Zealand. However, as a trade-exposed company, Methanex is entitled to a free allocation of emissions units to partially offset those increased costs. In late 2015, the New Zealand government commenced a review of the ETS to consider changes including removal of, or reduction to, some or all of the current moderating features. In May 2016, as an immediate outcome of that review the government announced the phasing out by 2019 of the transitional measure which halved the number of emission units that liable participants are required to surrender to the government. Further measures are also being considered by the government for future implementation that might impact the price of carbon in New Zealand or industry entitlements to free allocations. The government has indicated that further policy decisions will be made in mid-2017. 32 2016 Methanex Corporation Annual Report We do not expect the changes that have been announced and those still being considered under the current ETS review will have a material impact on our New Zealand business. Nevertheless, we cannot provide assurance that unanticipated changes to the ETS will not have a material impact on our business beyond 2016. Our Medicine Hat facility is located in the Canadian province of Alberta, which has an established GHG reduction regulation that applies to our plant. The regulation requires that facilities reduce emissions intensity annually relative to established emissions intensity baseline. In order to meet the reduction obligation, a facility can choose to make emissions reduction improvements or it can purchase one of the following: technology fund credits, carbon offset credits, or environmental performance credits. In 2016, the emissions reduction target was 15% relative to baseline, and in 2017 will increase to 20%. To the extent Methanex cannot meet these emissions reduction targets we will incur additional cost to purchase offset credits. The cost of purchasing offset credits, based on the plant’s 2016 emissions intensity and its established GHG baseline intensity, was not material in 2016. In October 2016, the Canadian government announced that national carbon pricing must be in effect in provinces by 2018. The Company is monitoring this program closely. We cannot provide assurance that changes under this program will not have a material impact on our business in 2018 and beyond. In 2015, Chile passed legislation introducing a carbon tax in 2017. A tax of $5/tonne of CO2 emissions initially covers large boilers and electricity generators, but not other emissions sources from our plant such as the reformer. As a result, the cost impact to our business will be minimal. However, the cost could increase if the scope of the legislation changes. We cannot provide assurance over ongoing compliance with existing legislation or that future laws and regulations to which we are subject governing the environment and the management of natural resources as well as the handling, storage, transportation and disposal of hazardous or waste materials will not have an adverse effect on our results of operations and financial condition. Reputational Risk Damage to our reputation could result from the actual or perceived occurrence of any number of events, and could include any negative publicity (for example, with respect to our handling of environmental, health or safety matters), whether true or not. Although we believe that we conduct our operations in a prudent manner and that we take care in protecting our reputation, we do not ultimately have direct control over how we are perceived by others. Reputation loss may result in decreased investor confidence, an impediment to our overall ability to advance our projects or increased challenges in maintaining our social license to operate, which could have an adverse impact on our results of operations and financial condition. Cyber Security Our business processes rely on Information Technology (“IT”) systems, including the production of methanol, internal and external communications, ordering and managing shipments of materials for our operations, coordinating transportation of our products and reporting our results. These processes are becoming more reliant on technology and more interconnected with external networks, which increases the risk of cyber security. We have a comprehensive program to protect our assets, detect an intrusion and respond in the event of a cyber security incident. We have been the subject of cyber attacks on our internal systems, but these incidents have not had a significant negative impact on our results of operations. Targeted attacks on our systems (or third parties that we rely on), failure of a key IT system or a breach in security measures designed to protect our IT systems could have an adverse impact on our results of operations, financial condition and reputation. Further, as cyber attacks continue to evolve, we may be required to commit additional resources to continue to modify or enhance our protective measures or to investigate and remediate any vulnerabilities to cyber attacks. Legal Proceedings The Board of Inland Revenue of Trinidad and Tobago has issued assessments against our 63.1% owned joint venture, Atlas, in respect of the 2005, 2006, 2007, 2008, 2009 and 2010 financial years. All subsequent tax years remain open to assessment. The assessments relate to the pricing arrangements of certain long-term fixed-price sales contracts from 2005 to 2019 related to methanol produced by Atlas. Atlas had partial relief from corporation income tax until 2014. We have lodged objections to the assessments. Although there can be no assurance that these tax assessments will not have a material adverse impact, based on the merits of the cases and legal interpretation, we believe our position should be sustained. 2016 Methanex Corporation Annual Report 33 CRITICAL ACCOUNTING ESTIMATES We believe the following selected accounting policies and issues are critical to understanding the estimates, assumptions and uncertainties that affect the amounts reported and disclosed in our consolidated financial statements and related notes. Certain of our accounting policies, including depreciation and amortization, recoverability of asset carrying values and income taxes require us to make assumptions about the price and availability of natural gas feedstock. See additional discussion of the risk factors and risk management by region in the Security of Natural Gas Supply and Price section on page 27. See note 2 to our 2016 consolidated financial statements for our significant accounting policies. Property, Plant and Equipment Our business is capital intensive and has required, and will continue to require, significant investments in property, plant and equipment. As at December 31, 2016, the net book value of our property, plant and equipment was $3.1 billion. Capitalization Property, plant and equipment are initially recorded at cost. The cost of purchased equipment includes expenditures that are directly attributable to the purchase price, delivery and installation. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to the location and condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located and borrowing costs on self- constructed assets that meet certain criteria. Routine repairs and maintenance costs are expensed as incurred. As at December 31, 2016, we had accrued $31 million for site restoration costs relating to the decommissioning and reclamation of our methanol production sites. Inherent uncertainties exist in this estimate because the restoration activities will take place in the future and there may be changes in governmental and environmental regulations and changes in removal technology and costs. It is difficult to estimate the future costs of these activities as our estimate of fair value is based on current regulations and technology. Because of uncertainties related to estimating the cost and timing of future site restoration activities, future costs could differ materially from the amounts estimated. Depreciation and Amortization Depreciation and amortization is generally provided on a straight-line basis at rates calculated to amortize the cost of property, plant and equipment from the commencement of commercial operations over their estimated useful lives to estimated residual value. The estimated useful lives of the Company’s buildings, plant installations and machinery, excluding costs related to turnarounds, range from 10 to 25 years depending on the specific asset component and the production facility to which it is related. The Company determines the estimated useful lives of individual asset components based on the shorter of its physical life or economic life. The physical life of these assets is generally longer than the economic life. The economic life is primarily determined by the nature of the natural gas feedstock available to our various production facilities. Factors that influence the nature of natural gas feedstock availability include the terms of individual natural gas supply contracts, access to natural gas supply through open markets, regional factors influencing the exploration and development of natural gas and the expected price of securing natural gas supply. We review the factors related to each production facility on an annual basis to determine if changes are required to the estimated useful lives. Recoverability of Asset Carrying Values Property, Plant and Equipment Long-lived assets are tested for recoverability whenever events or changes in circumstances, either internal or external, indicate that the carrying amount may not be recoverable (“triggering events”). Examples of such triggering events related to our long-lived assets include, but are not restricted to: a significant adverse change in the extent or manner in which the asset is being used or in its physical condition; a change in management’s intention or strategy for the asset, which includes a plan to dispose of or idle the asset; a significant adverse change in our long-term methanol price assumption or in the price or availability of natural gas feedstock required to manufacture methanol; a significant adverse change in legal factors or in the business climate that could affect the asset’s value, including an adverse action or assessment by a foreign government that impacts the use of the asset; or a current- period operating or cash flow loss combined with a history of operating or cash flow losses, or a projection or forecast that demonstrates continuing losses associated with the asset’s use. 34 2016 Methanex Corporation Annual Report When a triggering event is identified, recoverability of long-lived assets is measured by comparing the carrying value of an asset or cash-generating unit to the estimated recoverable amount, which is the higher of its estimated fair value less costs to sell or its value in use. Value in use is determined by measuring the pre-tax cash flows expected to be generated from the cash-generating unit over its estimated useful life discounted by a pre-tax discount rate. An impairment writedown is recorded if the carrying value exceeds the estimated recoverable amount. An impairment writedown recognized in prior periods for an asset or cash-generating unit is reversed if there has been a subsequent recovery in the value of the asset or cash-generating unit due to changes in events and circumstances. For the purposes of recognition and measurement of an impairment writedown or reversal, we group our long-lived assets with other assets and liabilities to form a “cash-generating unit” at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. To the extent that our methanol facilities in a particular location are interdependent as a result of common infrastructure and/or feedstock from shared sources that can be shared within a facility location, we group our assets based on site locations for the purpose of determining impairment. There are two key variables that impact our estimate of future cash flows from producing assets: (1) the methanol price and (2) the price and availability of natural gas feedstock. Short-term methanol price estimates are based on current supply and demand fundamentals and current methanol prices. Long-term methanol price estimates are based on our view of long-term supply and demand, and consideration is given to many factors, including, but not limited to, estimates of global industrial production rates, energy prices, changes in general economic conditions, the ability for the industry to add further global methanol production capacity and earn an appropriate return on capital, industry operating rates and the global industry cost structure. Our estimate of the price and availability of natural gas takes into consideration the current contracted terms, as well as factors that we believe are relevant to supply under these contracts and supplemental natural gas sources. Other assumptions included in our estimate of future cash flows include the estimated cost incurred to maintain the facilities, estimates of transportation costs and other variable costs incurred in producing methanol in each period. Changes in these assumptions will impact our estimates of future cash flows and could impact our estimates of the useful lives of property, plant and equipment. Consequently, it is possible that our future operating results could be adversely affected by further asset impairment charges or by changes in depreciation and amortization rates related to property, plant and equipment. The two methanol facilities at the Company’s Chile site are considered as a single cash-generating unit (“Chile cash-generating unit”). The current carrying value of the Chile cash-generating unit is $110 million. We recorded an impairment charge in the year ended December 31, 2012 to reduce the carrying value of our Chile assets to their estimated recoverable amount. We believe that there have been significant investments in the development of natural gas resources in Chile in 2015 and 2016 that provide positive indications of gas availability in the region in the medium term; however, there is still uncertainty of our ability to access sufficient natural gas supply to our two plants economically. We do not believe that there are significant changes in events or circumstances that would support the reversal of the impairment charge recorded in the year ended December 31, 2012. Income Taxes We calculate current and deferred tax provisions for each of the jurisdictions in which we operate. Actual amounts of income tax expense are not final until tax returns are filed and accepted by the relevant tax authorities. This occurs subsequent to the issuance of the financial statements and the final determination of actual amounts may not be completed for a number of years. Transactions may be challenged by tax authorities and the Company’s operations may be assessed in subsequent periods, which could result in significant additional taxes, penalties and interest. Deferred income tax assets and liabilities are determined using enacted or substantially enacted tax rates for the effects of net operating losses and temporary differences between the book and tax bases of assets and liabilities. We recognize deferred tax assets to the extent it is probable that taxable profit will be available against which the asset can be utilized. In making this determination, certain judgments are made relating to the level of expected future taxable income and to available tax-planning strategies and their impact on the use of existing loss carryforwards and other income tax deductions. Judgment is required in the application of income tax legislation. We are subject to assessments by various taxation authorities who may interpret tax legislation differently. These differences may affect the final amount or timing of the payment of taxes. We also consider historical profitability and volatility to assess whether we believe it is probable that the existing loss carryforwards and other income tax deductions will be 2016 Methanex Corporation Annual Report 35 used to offset future taxable income otherwise calculated. Our management routinely reviews these judgments. As at December 31, 2016, we had recognized deferred tax assets of $137 million relating to non-capital loss carryforwards in the United States, $415 million of unrecognized deductible temporary differences in the United States and $153 million of unrecognized non-capital loss carryforwards in Egypt that expire between 2017 and 2021. If judgments or estimates in the determination of our current and deferred tax provision prove to be inaccurate, or if certain tax rates or laws change, our results from operations and financial position could be materially impacted. Financial Instruments The Company uses derivatives as part of its risk management program to mitigate variability associated with changing market values. Changes in fair value of derivative financial instruments are recorded in earnings unless the instruments are designated as cash flow hedges, in which case the changes in fair value are recorded in other comprehensive income and are reclassified to profit or loss when the underlying hedged transaction is recognized in earnings. The Company designates as cash flow hedges derivative financial instruments to hedge its risk exposure to fluctuations in natural gas prices and to hedge its risk exposure to fluctuations on certain foreign currency denominated transactions. Assessment of contracts as derivative instruments, applicability of the own use exemption, the valuation of financial instruments and derivatives and hedge effectiveness assessments require a high degree of judgment and are considered critical accounting estimates due to the complex nature of these products and the potential impact on our financial statements. ANTICIPATED CHANGES TO INTERNATIONAL FINANCIAL REPORTING STANDARDS In May 2014, the IASB issued IFRS 15, Revenue from Contracts with Customers (“IFRS 15”) establishing a comprehensive framework for revenue recognition. The standard replaces IAS 18, Revenue and IAS 11, Construction Contracts and related interpretations and is effective for annual periods beginning on or after January 1, 2018, with early adoption permitted. The Company is in the process of determining the impact of IFRS 15 on its consolidated financial statements. In January 2016, the IASB issued IFRS 16, Leases (“IFRS 16”), which eliminates the current operating/finance lease dual accounting model for lessees and replaces it with a single, on-balance sheet accounting model, similar to the current finance lease accounting. The standard replaces IAS 17, Leases (“IAS 17”) and related interpretations and is effective for annual periods beginning on or after January 1, 2019, with early application permitted. The Company has started an assessment of the impact of IFRS 16 on its consolidated financial statements. At this stage, the recognition of all leases on balance sheet is expected to increase the assets and liabilities on the Consolidated Statement of Financial Position upon adoption. In addition, the nature and timing of certain expenses related to leases previously classified as operating and presented in cost of sales and operating expenses will now change and be presented in depreciation and amortization and finance costs. As a result, the Company expects that adoption of IFRS 16 will significantly impact the consolidated financial statements. The Company has not yet decided whether it will use the optional exemptions available under the standard. Refer to note 21, commitments and contingencies, for operating lease commitments as at December 31, 2016 disclosed under IAS 17. The Company does not expect that any other new or amended standards or interpretations that are effective as of January 1, 2017 will have a significant impact on the Company’s results of operations or financial position. SUPPLEMENTAL NON-GAAP MEASURES In addition to providing measures prepared in accordance with International Financial Reporting Standards (“IFRS”), we present certain supplemental measures that are not defined terms under IFRS (non-GAAP measures). These are Adjusted EBITDA, Adjusted net income (loss), Adjusted net income (loss) per common share, Adjusted revenue, cash flow from operating activities before changes in non-cash working capital, and Operating income. These measures do not have any standardized meaning prescribed by IFRS and therefore are unlikely to be comparable to similar measures presented by other companies. We believe these measures are useful in assessing the operating performance and liquidity of the Company’s ongoing business. We also believe Adjusted EBITDA is frequently used by securities analysts and investors when comparing our results with those of other companies. These measures should be considered in addition to, and not as a substitute for, net income (loss), cash flows and other measures of financial performance and liquidity reported in accordance with IFRS. 36 2016 Methanex Corporation Annual Report Adjusted EBITDA (attributable to Methanex shareholders) Adjusted EBITDA differs from the most comparable GAAP measure, net income (loss) attributable to Methanex shareholders, because it excludes finance costs, finance income and other expenses, income tax expense, depreciation and amortization, mark-to-market impact of share-based compensation, gain related to the termination of a terminal services agreement and the Argentina gas settlement. Adjusted EBITDA includes an amount representing our 63.1% share of the Atlas facility and excludes the non-controlling shareholders’ interests in entities which we control but do not fully own. Adjusted EBITDA and Adjusted net income (loss) exclude the mark-to-market impact of share-based compensation related to the impact of changes in our share price on SARs, TSARs, deferred share units, restricted share units and performance share units. The mark-to-market impact related to share-based compensation that is excluded from Adjusted EBITDA and Adjusted net income (loss) is calculated as the difference between the grant-date value and the fair value recorded at each period-end. As share-based awards will be settled in future periods, the ultimate value of the units is unknown at the date of grant and therefore the grant-date value recognized in Adjusted EBITDA and Adjusted net income (loss) may differ from the total settlement cost. The following table shows a reconciliation from net income (loss) attributable to Methanex shareholders to Adjusted EBITDA: ($ Millions) Net income (loss) attributable to Methanex shareholders Finance costs Finance income and other expenses Income tax expense (recovery) Depreciation and amortization Mark-to-market impact of share-based compensation Argentina gas settlement Gain related to the termination of a terminal services agreement Earnings of associate adjustment1 Non-controlling interests adjustment1 2016 2015 $ (13) $ 201 90 (4) (9) 228 22 (33) – 43 (37) 70 6 11 195 (43) – (65) 56 (30) Adjusted EBITDA (attributable to Methanex shareholders) $ 287 $ 401 1 These adjustments represent finance costs, finance income and other expenses, income tax expense, and depreciation and amortization associated with our 63.1% interest in the Atlas methanol facility and the non-controlling interests. Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per Common Share Adjusted net income (loss) and Adjusted net income (loss) per common share are non-GAAP measures because they exclude the mark-to-market impact of share-based compensation and the impact of certain items associated with specific identified events, including the gain related to the termination of a terminal services agreement and the Argentina gas settlement. The following table shows a reconciliation from net income (loss) attributable to Methanex shareholders to Adjusted net income (loss) and the calculation of Adjusted diluted net income (loss) per common share: ($ Millions, except number of shares and per share amounts) Net income (loss) attributable to Methanex shareholders Mark-to-market impact of share-based compensation, net of tax Argentina gas settlement, net of tax Gain related to the termination of a terminal services agreement, net of tax Adjusted net income (loss) Diluted weighted average shares outstanding (millions) Adjusted net income (loss) per common share 2016 2015 $ (13) $ 201 19 (21) – $ (15) 90 $ (0.17) $ $ (34) – (57) 110 91 1.20 2016 Methanex Corporation Annual Report 37 Adjusted Revenue (attributable to Methanex shareholders) Adjusted revenue differs from the most comparable GAAP measure, revenue, because it excludes the non-controlling interests’ share of revenue, but includes an amount representing our 63.1% share of Atlas revenue and revenue on volume marketed on a commission basis related to the 36.9% of the Atlas methanol facility and 50% of the Egypt methanol facility that we do not own. A reconciliation from revenue to Adjusted revenue is as follows: ($ Millions) Revenue Methanex share of Atlas revenue1 Non-controlling interests’ share of revenue1 Other adjustments Adjusted revenue (attributable to Methanex shareholders) 1 Excludes intercompany transactions with the Company. 2016 2015 $ 1,998 $ 2,226 190 (67) (3) 308 (27) (12) $ 2,118 $ 2,495 Operating Income and Cash Flows from Operating Activities before Changes in Non-Cash Working Capital Operating income and cash flows from operating activities before changes in non-cash working capital are reconciled to GAAP measures in our consolidated statements of income and consolidated statements of cash flows, respectively. QUARTERLY FINANCIAL DATA (UNAUDITED) ($ Millions, except per share amounts) 2016 Revenue Adjusted EBITDA Adjusted net income (loss) Net income (loss) (attributable to Methanex shareholders) Adjusted net income (loss) per common share Basic net income (loss) per common share Diluted net income (loss) per common share 2015 Revenue Adjusted EBITDA Adjusted net income Net income (attributable to Methanex shareholders) Adjusted net income per common share Basic net income per common share Diluted net income per common share Three months ended Dec 31 Sep 30 Jun 30 Mar 31 $ 510 $ 468 $ 435 $ 585 139 41 24 0.46 0.28 0.28 74 (1) (11) (0.01) (0.12) (0.12) $ 484 $ 527 $ 80 15 10 0.16 0.10 0.10 95 23 78 0.26 0.87 0.54 38 (31) (3) (0.34) (0.03) (0.08) 638 129 51 104 0.56 1.15 1.15 36 (24) (23) (0.27) (0.26) (0.26) $ 577 97 21 9 0.23 0.09 0.09 A discussion and analysis of our results for the fourth quarter of 2016 is set out in our fourth quarter of 2016 Management’s Discussion and Analysis filed with the Canadian Securities Administrators on SEDAR at www.sedar.com and the U.S. Securities and Exchange Commission on EDGAR at www.sec.gov and is incorporated herein by reference. 38 2016 Methanex Corporation Annual Report SELECTED ANNUAL INFORMATION ($ Millions, except per share amounts) Revenue Adjusted EBITDA Adjusted net income (loss) Net income (loss) (attributable to Methanex shareholders) Adjusted net income (loss) per common share Basic net income (loss) per common share Diluted net income (loss) per common share Cash dividends declared per common share Total assets Total long-term financial liabilities CONTROLS AND PROCEDURES Disclosure Controls and Procedures 2016 2015 2014 $ 1,998 $ 2,226 $ 3,223 287 (15) (13) (0.17) (0.14) (0.14) 1.100 4,557 1,853 401 110 201 1.20 2.21 2.01 1.075 4,556 1,720 702 397 455 4.12 4.79 4.55 0.950 4,775 1,669 Disclosure controls and procedures are those controls and procedures that are designed to ensure that the information required to be disclosed in the filings under applicable securities regulations is recorded, processed, summarized and reported within the time periods specified. As of December 31, 2016, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective as of that date. Management’s Annual Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements. The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. Under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, management conducted an evaluation of the effectiveness of our internal control over financial reporting, as of December 31, 2016, based on the framework set forth in Internal Control – Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation under this framework, management concluded that our internal control over financial reporting was effective as of that date. KPMG LLP, an independent registered public accounting firm that audited and reported on our consolidated financial statements, has issued an attestation report on the effectiveness of our internal control over financial reporting as of December 31, 2016. The attestation report is included in our consolidated financial statements on page 44. Changes in Internal Control over Financial Reporting There have been no changes during the year ended December 31, 2016 to internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting. 2016 Methanex Corporation Annual Report 39 FORWARD-LOOKING STATEMENTS This 2016 Management’s Discussion and Analysis (“MD&A”) contains forward-looking statements with respect to us and our industry. These statements relate to future events or our future performance. All statements other than statements of historical fact are forward-looking statements. Statements that include the words “believes,” “expects,” “may,” “will,” “should,” “potential,” “estimates,” “anticipates,” “aim”, “goal” or other comparable terminology and similar statements of a future or forward-looking nature identify forward-looking statements. More particularly, and without limitation, any statements regarding the following are forward-looking statements: (cid:2) expected demand for methanol and its derivatives, (cid:2) expected new methanol supply or restart of idled capacity and timing for start-up of the same, (cid:2) expected shutdowns (either temporary or permanent) or restarts of existing methanol supply (including our own facilities), including, without limitation, the timing and length of planned maintenance outages, (cid:2) expected methanol and energy prices, (cid:2) expected levels of methanol purchases from traders or other third parties, (cid:2) expected levels, timing and availability of economically priced natural gas supply to each of our plants, (cid:2) capital committed by third parties towards future natural gas exploration and development in the vicinity of our plants, (cid:2) our expected capital expenditures, (cid:2) anticipated operating rates of our plants, (cid:2) our ability to meet covenants or obtain or continue to obtain waivers associated with our long-term debt obligations, including, without limitation, the Egypt limited recourse debt facilities that have conditions associated with the payment of cash or other distributions and the finalization of certain land title registrations and related mortgages which require actions by Egyptian governmental entities, (cid:2) expected impact on our results of operations in Egypt or our financial condition as a consequence of civil unrest or actions taken or inaction by Egyptian governmental entities, (cid:2) our shareholder distribution strategy and anticipated distributions to shareholders, (cid:2) commercial viability and timing of, or our ability to execute, future projects, plant restarts, capacity expansions, plant relocations or other business initiatives or opportunities, (cid:2) our financial strength and ability to meet future financial commitments, (cid:2) expected global or regional economic activity (including (cid:2) expected operating costs, including natural gas feedstock industrial production levels), costs and logistics costs, (cid:2) expected outcomes of litigation or other disputes, claims (cid:2) expected tax rates or resolutions to tax disputes, and assessments, and (cid:2) expected cash flows, earnings capability and share price, (cid:2) availability of committed credit facilities and other financing, (cid:2) expected actions of governments, governmental agencies, gas suppliers, courts, tribunals or other third parties. We believe that we have a reasonable basis for making such forward-looking statements. The forward-looking statements in this document are based on our experience, our perception of trends, current conditions and expected future developments as well as other factors. Certain material factors or assumptions were applied in drawing the conclusions or making the forecasts or projections that are included in these forward-looking statements, including, without limitation, future expectations and assumptions concerning the following: (cid:2) the supply of, demand for and price of methanol, methanol (cid:2) the establishment of new fuel standards, derivatives, natural gas, coal, oil and oil derivatives, (cid:2) our ability to procure natural gas feedstock on commercially (cid:2) operating costs, including natural gas feedstock and logistics costs, capital costs, tax rates, cash flows, foreign exchange acceptable terms, (cid:2) operating rates of our facilities, rates and interest rates, (cid:2) the availability of committed credit facilities and other (cid:2) receipt or issuance of third-party consents or approvals, financing, including, without limitation, governmental registrations of (cid:2) global and regional economic activity (including industrial land title and related mortgages in Egypt and governmental production levels), approvals related to rights to purchase natural gas, 40 2016 Methanex Corporation Annual Report (cid:2) absence of a material negative impact from major natural disasters, (cid:2) absence of a material negative impact from political instability in the countries in which we operate, and (cid:2) absence of a material negative impact from changes in laws (cid:2) enforcement of contractual arrangements and ability to or regulations, perform contractual obligations by customers, natural gas and other suppliers and other third parties. However, forward-looking statements, by their nature, involve risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements. The risks and uncertainties primarily include those attendant with producing and marketing methanol and successfully carrying out major capital expenditure projects in various jurisdictions, including, without limitation: (cid:2) conditions in the methanol and other industries, including fluctuations in the supply, demand and price for methanol (cid:2) competing demand for natural gas, especially with respect to domestic needs for gas and electricity in Chile and Egypt, and its derivatives, including demand for methanol for energy uses, (cid:2) the price of natural gas, coal, oil and oil derivatives, (cid:2) actions of governments and governmental authorities, including, without limitation, implementation of policies or other measures that could impact the supply of or demand (cid:2) our ability to obtain natural gas feedstock on commercially acceptable terms to underpin current operations and future for methanol or its derivatives, (cid:2) changes in laws or regulations, production growth opportunities, (cid:2) import or export restrictions, anti-dumping measures, (cid:2) the ability to carry out corporate initiatives and strategies, increases in duties, taxes and government royalties, and (cid:2) actions of competitors, suppliers and financial institutions, (cid:2) conditions within the natural gas delivery systems that may prevent delivery of our natural gas supply requirements, other actions by governments that may adversely affect our operations or existing contractual arrangements, (cid:2) worldwide economic conditions, and (cid:2) other risks described in this 2016 MD&A. Having in mind these and other factors, investors and other readers are cautioned not to place undue reliance on forward-looking statements. They are not a substitute for the exercise of one’s own due diligence and judgment. The outcomes implied in forward- looking statements may not occur and we do not undertake to update forward-looking statements except as required by applicable securities laws. 2016 Methanex Corporation Annual Report 41 Responsibility for Financial Reporting The consolidated financial statements and all financial information contained in the annual report are the responsibility of management. The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards and, where appropriate, have incorporated estimates based on the best judgment of management. Management is responsible for establishing and maintaining adequate internal control over financial reporting. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the internal control framework set out in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2016. The Board of Directors (“the Board”) is responsible for ensuring that management fulfills its responsibilities for financial reporting and internal control, and is responsible for reviewing and approving the consolidated financial statements. The Board carries out this responsibility principally through the Audit, Finance and Risk Committee (“the Committee”). The Committee consists of four non-management directors, all of whom are independent as defined by the applicable rules in Canada and the United States. The Committee is appointed by the Board to assist the Board in fulfilling its oversight responsibility relating to: the integrity of the Company’s financial statements, news releases and securities filings; the financial reporting process; the systems of internal accounting and financial controls; the professional qualifications and independence of the external auditor; the performance of the external auditors; risk management processes; financing plans; pension plans; and the Company’s compliance with ethics policies and legal and regulatory requirements. The Committee meets regularly with management and the Company’s auditors, KPMG LLP, Chartered Professional Accountants, to discuss internal controls and significant accounting and financial reporting issues. KPMG has full and unrestricted access to the Committee. KPMG audited the consolidated financial statements and the effectiveness of internal controls over financial reporting. Their opinions are included in the annual report. A. Terence Poole Chairman of the Audit, Finance and Risk Committee March 6, 2017 John Floren Ian Cameron President and Chief Executive Officer Senior Vice President, Finance and Chief Financial Officer 42 2016 Methanex Corporation Annual Report Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors of Methanex Corporation: We have audited the accompanying consolidated statements of financial position of Methanex Corporation as of December 31, 2016 and December 31, 2015 and the related consolidated statements of income (loss), comprehensive income (loss), changes in equity and cash flows for the years then ended. These consolidated financial statements are the responsibility of Methanex Corporation’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Methanex Corporation as of December 31, 2016 and December 31, 2015, and its consolidated financial performance and its consolidated cash flows for the years then ended in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Methanex Corporation’s internal control over financial reporting as of December 31, 2016, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated March 6, 2017 expressed an unqualified opinion on the effectiveness of Methanex Corporation’s internal control over financial reporting. Chartered Professional Accountants Vancouver, Canada March 6, 2017 2016 Methanex Corporation Annual Report 43 Report of Independent Registered Public Accounting Firm The Shareholders and Board of Directors of Methanex Corporation: We have audited Methanex Corporation’s (“the Company”) internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Management’s Annual Report on Internal Control over Financial Reporting”. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. We also have audited, in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States), the consolidated statements of financial position of the Company as of December 31, 2016 and 2015, and the related consolidated statements of income (loss), comprehensive income (loss), changes in equity, and cash flows for each of the years then ended and our report dated March 6, 2017 expressed an unqualified opinion on those consolidated financial statements. Chartered Professional Accountants Vancouver, Canada March 6, 2017 44 2016 Methanex Corporation Annual Report Consolidated Statements of Financial Position (thousands of U.S. dollars, except number of common shares) As at ASSETS Current assets: Cash and cash equivalents Trade and other receivables (note 3) Inventories (note 4) Prepaid expenses Non-current assets: Property, plant and equipment (note 5) Investment in associate (note 6) Deferred income tax assets (note 15) Other assets (note 7) LIABILITIES AND EQUITY Current liabilities: Trade, other payables and accrued liabilities Current maturities on long-term debt (note 8) Current maturities on other long-term liabilities (note 9) Non-current liabilities: Long-term debt (note 8) Other long-term liabilities (note 9) Deferred income tax liabilities (note 15) Equity: Capital stock 25,000,000 authorized preferred shares without nominal or par value Unlimited authorization of common shares without nominal or par value Issued and outstanding common shares at December 31, 2016 were 89,824,338 (2015 – 89,671,198) Contributed surplus Retained earnings Accumulated other comprehensive loss Shareholders’ equity Non-controlling interests Total equity Commitments and contingencies (notes 6 and 21) See accompanying notes to consolidated financial statements. Approved by the Board: Dec 31 2016 Dec 31 2015 $ 223,890 $ 254,934 499,603 281,328 20,846 504,350 253,234 19,560 1,025,667 1,032,078 3,117,469 197,402 137,341 78,784 3,158,782 224,165 61,881 79,018 3,530,996 3,523,846 $ 4,556,663 $ 4,555,924 $ 523,216 $ 508,639 53,997 29,720 606,933 1,502,209 351,191 290,980 2,144,380 511,465 2,568 1,124,104 (41,302) 1,596,835 208,515 1,805,350 47,864 25,439 581,942 1,488,026 231,745 285,638 2,005,409 509,464 2,426 1,235,615 (27,776) 1,719,729 248,844 1,968,573 $ 4,556,663 $ 4,555,924 A. Terence Poole (Director) John Floren (Director) 2016 Methanex Corporation Annual Report 45 Consolidated Statements of Income (Loss) (thousands of U.S. dollars, except number of common shares and per share amounts) For the years ended December 31 Revenue Cost of sales and operating expenses (note 10) Depreciation and amortization (note 10) Gain on termination of terminal services agreement Argentina gas settlement Operating income Earnings of associate (note 6) Finance costs (note 11) Finance income and other expenses Income (loss) before income taxes Income tax recovery (expense) (note 15): Current Deferred Net income (loss) Attributable to: Methanex Corporation shareholders Non-controlling interests Income per share for the period attributable to Methanex Corporation shareholders: Basic net income (loss) per common share (note 12) Diluted net income (loss) per common share (note 12) Weighted average number of common shares outstanding Diluted weighted average number of common shares outstanding See accompanying notes to consolidated financial statements. 2016 2015 $ 1,998,429 $ 2,225,602 (1,774,429) (228,054) – 32,500 28,446 19,930 (90,060) 4,180 (37,504) (54,677) 63,956 9,279 (28,225) (12,545) (15,680) (28,225) (0.14) (0.14) 89,783,883 89,783,883 $ $ $ $ $ (1,857,899) (194,849) 65,000 – 237,854 51,842 (69,859) (6,487) 213,350 (5,487) (5,510) (10,997) 202,353 200,617 1,736 202,353 2.21 2.01 90,647,860 91,345,723 $ $ $ $ $ 46 2016 Methanex Corporation Annual Report Consolidated Statements of Comprehensive Income (Loss) (thousands of U.S. dollars) For the years ended December 31 Net income (loss) Other comprehensive income (loss): Items that may be reclassified to income: Change in fair value of cash flow hedges (note 18) Forward elements excluded from hedging relationship (note 18) Change in fair value of interest rate swap contracts Realized loss on interest rate swap contracts reclassified to finance costs Items that will not be reclassified to income: Actuarial losses on defined benefit pension plans (note 20(a)) Taxes on above items Comprehensive income (loss) Attributable to: Methanex Corporation shareholders Non-controlling interests See accompanying notes to consolidated financial statements. 2016 2015 $ (28,225) $ 202,353 153,863 (174,078) – – (77) 6,597 (13,695) (41,920) (26,240) (15,680) (41,920) $ $ $ (39,731) (2,826) (12) 3,205 (1,371) 13,427 (27,308) 175,045 172,191 2,854 175,045 $ $ $ 2016 Methanex Corporation Annual Report 47 Consolidated Statements of Changes in Equity (thousands of U.S. dollars, except number of common shares) Number of common shares Capital stock Contributed surplus Retained earnings Accumulated other comprehensive loss Shareholders’ equity Non-controlling interests Total equity Balance, December 31, 2014 92,326,487 $ 521,022 $ 2,803 $ 1,262,961 $ (413) $ 1,786,373 $ 266,844 $ 2,053,217 Net income Other comprehensive income (loss) Compensation expense recorded for stock options Issue of shares on exercise of – – – – – – stock options 290,802 3,927 – – 742 – Reclassification of grant-date fair value on exercise of stock options Payments for shares repurchased Dividend payments to Methanex Corporation shareholders ($1.08 per common share) Distributions made and accrued to non-controlling interests Equity contributions by non-controlling interests – 1,119 (1,119) (2,946,091) (16,604) – – – – – – – – – – 200,617 – 200,617 1,736 202,353 (1,063) (27,363) (28,426) 1,118 (27,308) – – – (129,679) (97,221) – – – – – – – – – 742 3,927 – (146,283) (97,221) – – – – – 742 3,927 – (146,283) (97,221) – – (22,554) (22,554) 1,700 1,700 Balance, December 31, 2015 89,671,198 $ 509,464 $ 2,426 $ 1,235,615 $ (27,776) $ 1,719,729 $ 248,844 $ 1,968,573 Net loss Other comprehensive loss Compensation expense recorded for stock options Issue of shares on exercise of – – – – – – stock options 153,140 1,506 – – 637 – Reclassification of grant-date fair value on exercise of stock options Dividend payments to Methanex Corporation shareholders ($1.10 per common share) Distributions made and accrued to non-controlling interests Equity contributions by non-controlling interests – – – – (12,545) – (169) (13,526) (12,545) (13,695) – – – 495 (495) – – – – – – (98,797) – – – – – – – – 637 1,506 – (98,797) – – (15,680) – – – – – (28,225) (13,695) 637 1,506 – (98,797) (24,674) (24,674) 25 25 Balance, December 31, 2016 89,824,338 $ 511,465 $ 2,568 $ 1,124,104 $ (41,302) $ 1,596,835 $ 208,515 $ 1,805,350 See accompanying notes to consolidated financial statements. 48 2016 Methanex Corporation Annual Report Consolidated Statements of Cash Flows (thousands of U.S. dollars) For the years ended December 31 CASH FLOWS FROM / (USED IN) OPERATING ACTIVITIES Net income (loss) Deduct earnings of associate Dividends received from associate Add (deduct) non-cash items: Depreciation and amortization Income tax expense (recovery) Share-based compensation expense (recovery) Finance costs Other Income taxes paid Other cash payments, including share-based compensation Cash flows from operating activities before undernoted Changes in non-cash working capital (note 16) CASH FLOWS FROM / (USED IN) FINANCING ACTIVITIES Payments for repurchase of shares Dividend payments to Methanex Corporation shareholders Interest paid Net proceeds on issue of long-term debt Repayment of long-term debt Equity contributions by non-controlling interests Cash distributions to non-controlling interests Proceeds on issue of shares on exercise of stock options Loan to associate Finance leases Changes in non-cash working capital related to financing activities (note 16) CASH FLOWS FROM / (USED IN) INVESTING ACTIVITIES Property, plant and equipment Geismar plants under construction Termination of terminal services agreement Other assets Changes in non-cash working capital related to investing activities (note 16) Decrease in cash and cash equivalents Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year See accompanying notes to consolidated financial statements. 2016 2015 $ (28,225) $ 202,353 (19,930) 47,325 228,054 (9,279) 33,493 90,060 1,559 (5,241) (23,505) 314,311 (64,381) 249,930 (51,842) 75,720 194,849 10,997 (21,989) 69,859 382 (47,234) (19,018) 414,077 (117,126) 296,951 – (146,283) (98,797) (82,965) 65,700 (48,417) 25 (1,410) 1,506 – (5,144) (23,263) (97,221) (82,275) 4,500 (193,996) 1,700 (2,570) 3,927 (31,176) (3,984) (19,984) (192,765) (567,362) (99,881) – – (66) 11,738 (88,209) (31,044) 254,934 (96,909) (328,112) 65,000 802 (67,036) (426,255) (696,666) 951,600 $ 223,890 $ 254,934 2016 Methanex Corporation Annual Report 49 Notes to Consolidated Financial Statements (Tabular dollar amounts are shown in thousands of U.S. dollars, except where noted) Year ended December 31, 2016 1. Nature of operations: Methanex Corporation (“the Company”) is an incorporated entity with corporate offices in Vancouver, Canada. The Company’s operations consist of the production and sale of methanol, a commodity chemical. The Company is the world’s largest producer and supplier of methanol to the major international markets of Asia Pacific, North America, Europe and South America. 2. Significant accounting policies: a) Statement of compliance: These consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements were approved and authorized for issue by the Board of Directors on March 6, 2017. b) Basis of presentation and consolidation: These consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, less than wholly-owned entities for which it has a controlling interest and its equity-accounted joint venture. Wholly-owned subsidiaries are entities in which the Company has control, directly or indirectly, where control is defined as the power to govern the financial and operating policies of an enterprise so as to obtain benefits from its activities. For less than wholly-owned entities for which the Company has a controlling interest, a non-controlling interest is included in the Company’s consolidated financial statements and represents the non-controlling shareholders’ interest in the net assets of the entity. The Company also consolidates any special purpose entity where the substance of the relationship indicates the Company has control. All significant intercompany transactions and balances have been eliminated. Preparation of these consolidated financial statements requires estimates, judgments and assumptions that affect the amounts reported and disclosed in the financial statements and related notes. The areas of estimation and judgment that management considers most significant are property, plant and equipment (note 2(g)), financial instruments (note 2(o)), fair value measurements (note 2(p)) and income taxes (note 2(q)). Actual results could differ from those estimates. c) Reporting currency and foreign currency translation: Functional currency is the currency of the primary economic environment in which an entity operates. The majority of the Company’s business in all jurisdictions is transacted in United States dollars and, accordingly, these consolidated financial statements have been measured and expressed in that currency. The Company translates foreign currency denominated monetary items at the period-end exchange rates, foreign currency denominated non-monetary items at historic rates and revenues and expenditures at the exchange rates at the dates of the transactions. Foreign exchange gains and losses are included in earnings. d) Cash and cash equivalents: Cash and cash equivalents include securities with maturities of three months or less when purchased. e) Receivables: The Company provides credit to its customers in the normal course of business. The Company performs ongoing credit evaluations of its customers and maintains reserves for potential credit losses. The Company records an allowance for doubtful accounts or writes down the receivable to estimated net realizable value if not collectible in full. Credit losses have historically been within the range of management’s expectations. f) Inventories: Inventories are valued at the lower of cost and estimated net realizable value. Cost is determined on a first-in, first-out basis and includes direct purchase costs, cost of production, allocation of production overhead and depreciation based on normal operating capacity and transportation. 50 2016 Methanex Corporation Annual Report g) Property, plant and equipment: Initial recognition Property, plant and equipment are initially recorded at cost. The cost of purchased equipment includes expenditures that are directly attributable to the purchase price, delivery and installation. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to the location and condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and borrowing costs on self- constructed assets that meet certain criteria. Borrowing costs, including the impact of related cash flow hedges, incurred during construction and commissioning are capitalized until the plant is operating in the manner intended by management. Subsequent costs Routine repairs and maintenance costs are expensed as incurred. At regular intervals, the Company conducts a planned shutdown and inspection (turnaround) at its plants to perform major maintenance and replacement of catalysts. Costs associated with these shutdowns are capitalized and amortized over the period until the next planned turnaround and the carrying amounts of replaced components are derecognized and included in earnings. Depreciation Depreciation and amortization is generally provided on a straight-line basis at rates calculated to amortize the cost of property, plant and equipment from the commencement of commercial operations over their estimated useful lives to estimated residual value. The estimated useful lives of the Company’s buildings, plant installations and machinery, excluding costs related to turnarounds, ranges from 10 to 25 years depending on the specific asset component and the production facility to which it is related. The Company determines the estimated useful lives of individual asset components based on the shorter of its physical life or economic life. The physical life of these assets is generally longer than the economic life. The economic life is primarily determined by the nature of the natural gas feedstock available to the various production facilities. Factors that influence the nature of natural gas feedstock availability include the terms of individual natural gas supply contracts, access to natural gas supply through open markets, regional factors influencing the exploration and development of natural gas and the expected price of securing natural gas supply. The Company reviews the factors related to each production facility on an annual basis to determine if changes are required to the estimated useful lives. Assets under finance lease are depreciated to their estimated residual value based on the shorter of their useful lives and the lease term. Impairment The Company reviews the carrying value of long-lived assets for impairment whenever events or changes in circumstances indicate an asset’s carrying value may not be recoverable. Examples of such events or changes in circumstances include, but are not restricted to: a significant adverse change in the extent or manner in which the asset is being used or in its physical condition; a significant change in the long-term methanol price or in the price or availability of natural gas feedstock required to manufacture methanol; a significant adverse change in legal factors or in the business climate that could affect the asset’s value, including an adverse action or assessment by a foreign government that impacts the use of the asset; or a current-period operating or cash flow loss combined with a history of operating or cash flow losses, or a projection or forecast that demonstrates continuing losses associated with the asset’s use. Recoverability of long-lived assets is measured by comparing the carrying value of an asset or cash-generating unit to the estimated recoverable amount, which is the higher of its estimated fair value less cost to sell or its value in use. Value in use is determined by estimating the pre-tax cash flows expected to be generated from the asset or cash-generating unit over its estimated useful life discounted by a pre-tax discount rate. An impairment writedown is recorded for the difference that the carrying value exceeds the estimated recoverable amount. An impairment writedown recognized in prior periods for an asset or cash-generating unit is reversed if there has been a subsequent recovery in the value of the asset or cash-generating unit due to changes in events and circumstances. For purposes of recognition and measurement of an impairment writedown, the Company groups long-lived assets with other assets and liabilities to form a “cash-generating unit” at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. To the extent that methanol facilities in a particular location are interdependent as a result of common infrastructure and/or feedstock from sources that can be shared within a facility location, the Company groups assets based on site locations for the purpose of determining impairment. 2016 Methanex Corporation Annual Report 51 h) Other assets: Intangible assets are capitalized to other assets and amortized to depreciation and amortization expense on an appropriate basis to charge the cost of the assets against earnings. Financing fees related to undrawn credit facilities are capitalized to other assets and amortized to finance costs over the term of the credit facility. i) Leases: Leasing contracts are classified as either finance or operating leases based on the substance of the contractual arrangement at inception date. A lease is classified as a finance lease if it transfers substantially all of the risks and rewards of ownership of the leased asset. Where the contracts are classified as finance leases, upon initial recognition, the asset and liability are recorded at the lower of fair value and the present value of the minimum lease payments, net of executory costs. Finance lease payments are apportioned between interest expense and repayments of the liability. Where the contracts are classified as operating leases, they are not recognized in the Company’s consolidated statements of financial position and lease payments are charged to income as they are incurred on a straight line basis over the lease term. j) Site restoration costs: The Company recognizes a liability to dismantle and remove assets or to restore a site upon which the assets are located. The Company estimates the present value of the expenditures required to settle the liability by determining the current market cost required to settle the site restoration costs, adjusts for inflation through to the expected date of the expenditures and then discounts this amount back to the date when the obligation was originally incurred. As the liability is initially recorded on a discounted basis, it is increased each period until the estimated date of settlement. The resulting expense is referred to as accretion expense and is included in finance costs. The Company reviews asset retirement obligations and adjusts the liability and corresponding asset as necessary to reflect changes in the estimated future cash flows, timing, inflation and discount rates underlying the measurement of the obligation. k) Employee future benefits: The Company has non-contributory defined benefit pension plans covering certain employees and defined contribution pension plans. The Company does not provide any significant post-retirement benefits other than pension plan benefits. For defined benefit pension plans, the net of the present value of the defined benefit obligation and the fair value of plan assets is recorded to the consolidated statements of financial position. The determination of the defined benefit obligation and associated pension cost is based on certain actuarial assumptions including inflation rates, mortality, plan expenses, salary growth and discount rates. The present value of the net defined benefit obligation (asset) is determined by discounting the net estimated future cash flows using current market bond yields that have terms to maturity approximating the terms of the net obligation. Actuarial gains and losses arising from differences between these assumptions and actual results are recognized in other comprehensive income and recorded in retained earnings. The Company recognizes gains and losses on the settlement of a defined benefit plan in income when the settlement occurs. The cost for defined contribution benefit plans is recognized in net income (loss) as earned by the employees. l) Share-based compensation: The Company grants share-based awards as an element of compensation. Share-based awards granted by the Company can include stock options, tandem share appreciation rights, share appreciation rights, deferred share units, restricted share units or performance share units. For stock options granted by the Company, the cost of the service received is measured based on an estimate of the fair value at the date of grant. The grant-date fair value is recognized as compensation expense over the vesting period with a corresponding increase in contributed surplus. On the exercise of stock options, consideration received, together with the compensation expense previously recorded to contributed surplus, is credited to share capital. The Company uses the Black-Scholes option pricing model to estimate the fair value of each stock option tranche at the date of grant. Share appreciation rights (“SARs”) are units that grant the holder the right to receive a cash payment upon exercise for the difference between the market price of the Company’s common shares and the exercise price that is determined at the date of grant. Tandem share appreciation rights (“TSARs”) give the holder the choice between exercising a regular stock option or a SAR. For 52 2016 Methanex Corporation Annual Report SARs and TSARs, the cost of the service received is initially measured based on an estimate of the fair value at the date of grant. The grant-date fair value is recognized as compensation expense over the vesting period with a corresponding increase in liabilities. For SARs and TSARs, the liability is re-measured at each reporting date based on an estimate of the fair value with changes in fair value recognized as compensation expense for the proportion of the service that has been rendered at that date. The Company uses the Black-Scholes option pricing model to estimate the fair value for SARs and TSARs. Deferred, restricted and performance share units are grants of notional common shares that are redeemable for cash based on the market value of the Company’s common shares and are non-dilutive to shareholders. Performance share units have an additional feature where the ultimate number of units that vest will be determined by the Company’s total shareholder return in relation to a predetermined target over the period to vesting. The number of units that will ultimately vest will be in the range of 50% to 120% of the original grant for grants prior to 2014 and in the range of 25% to 150% for subsequent grants based on the weighted-average closing share price for the 90 calendar days on the NASDAQ Global Select Market immediately preceding the year end date that the performance share units vest. For deferred, restricted and performance share units, the cost of the service received as consideration is initially measured based on the market value of the Company’s common shares at the date of grant. The grant-date fair value is recognized as compensation expense over the vesting period with a corresponding increase in liabilities. Deferred, restricted and performance share units are re-measured at each reporting date based on the market value of the Company’s common shares with changes in fair value recognized as compensation expense for the proportion of the service that has been rendered at that date. Additional information related to the stock option plan, TSARs, SARs and the deferred, restricted and performance share units is described in note 13. m) Net income (loss) per common share: The Company calculates basic net income (loss) per common share by dividing net income (loss) attributable to Methanex shareholders by the weighted average number of common shares outstanding and calculates diluted net income (loss) per common share under the treasury stock method. Under the treasury stock method, diluted net income (loss) per common share is calculated by considering the potential dilution that would occur if outstanding stock options and, under certain circumstances, TSARs were exercised or converted to common shares. Stock options and TSARs are considered dilutive when the average market price of the Company’s common shares during the period disclosed exceeds the exercise price of the stock option or TSAR. Outstanding TSARs may be settled in cash or common shares at the holder’s option. For the purposes of calculating diluted net income (loss) per common share, the more dilutive of the cash-settled or equity-settled method is used, regardless of how the plan is accounted for. Accordingly, TSARs that are accounted for using the cash-settled method will require adjustments to the numerator and denominator if the equity-settled method is determined to have a dilutive effect on diluted net income (loss) per common share. The calculation of basic net income (loss) per common share and a reconciliation to diluted net income (loss) per common share is presented in note 12. n) Revenue recognition: Revenue is recognized based on individual contract terms when the risk of loss to the product transfers to the customer, which usually occurs at the time shipment is made. Revenue is recognized at the time of delivery to the customer’s location if the Company retains risk of loss during shipment. For methanol sold on a consignment basis, revenue is recognized when the customer consumes the methanol. For methanol sold on a commission basis, the commission income is included in revenue when earned. o) Financial instruments: All financial instruments are measured at fair value on initial recognition. Measurement in subsequent periods is dependent on the classification of the respective financial instrument. Financial instruments are classified into one of three categories and, depending on the category, will either be measured at amortized cost or fair value with fair value changes either recorded through profit or loss or other comprehensive income. All non-derivative financial instruments held by the Company are classified and measured at amortized cost. 2016 Methanex Corporation Annual Report 53 The Company enters into derivative financial instruments to manage certain exposures to commodity price and foreign exchange volatility. Under these standards, derivative financial instruments, including embedded derivatives, are classified as fair value through profit or loss and are recorded in the consolidated statements of financial position at fair value unless they are in accordance with the Company’s normal purchase, sale or usage requirements. The valuation of derivative financial instruments is a critical accounting estimate due to the complex nature of these instruments, the degree of judgment required to appropriately value these instruments and the potential impact of such valuation on the Company’s financial statements. The Company records all changes in fair value of derivative financial instruments in profit or loss unless the instruments are designated as cash flow hedges. The Company enters into and designates as cash flow hedges certain forward contracts to hedge its highly probable forecast natural gas purchases and certain forward exchange purchase and sales contracts to hedge foreign exchange exposure on anticipated purchases or sales. The Company assesses at inception and on an ongoing basis whether the hedges are and continue to be effective in offsetting changes in the cash flows of the hedged transactions. The effective portion of changes in the fair value of these hedging instruments is recognized in other comprehensive income. Any gain or loss in fair value relating to the ineffective portion is recognized immediately in profit or loss. Until settled, the fair value of the derivative financial instruments will fluctuate based on changes in commodity prices, foreign currency exchange rates or variable interest rates. p) Fair value measurements: Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements within the scope of IFRS 13 are categorized into Level 1, 2 or 3 based on the degree to which the inputs are observable and the significance of the inputs to the fair value measurement in its entirety. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Financial instruments measured at fair value and categorized within the fair value hierarchy are disclosed in note 18. q) Income taxes: Income tax expense represents current tax and deferred tax. The Company records current tax based on the taxable profits for the period calculated using tax rates that have been enacted or substantively enacted by the reporting date. Income taxes relating to uncertain tax positions are provided for based on the Company’s best estimate, including related interest and penalty charges. Deferred income taxes are accounted for using the liability method. The liability method requires that income taxes reflect the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities and their tax bases. Deferred income tax assets and liabilities are determined for each temporary difference based on currently enacted or substantially enacted tax rates that are expected to be in effect when the underlying items are expected to be realized. The effect of a change in tax rates or tax legislation is recognized in the period of substantive enactment. Deferred tax assets, such as non-capital loss carryforwards, are recognized to the extent it is probable that taxable profit will be available against which the asset can be utilized. The Company accrues for taxes that will be incurred upon distributions from its subsidiaries when it is probable that the earnings will be repatriated. r) Provisions: Provisions are recognized where a legal or constructive obligation has been incurred as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation. s) Segmented information: The Company’s operations consist of the production and sale of methanol, which constitutes a single operating segment. t) Anticipated changes to International Financial Reporting Standards: In May 2014, the IASB issued IFRS 15, Revenue from Contracts with Customers (“IFRS 15”) establishing a comprehensive framework for revenue recognition. The standard replaces IAS 18, Revenue and IAS 11, Construction Contracts and related interpretations and is effective for annual periods beginning on or after January 1, 2018, with early adoption permitted. The Company is in the process of determining the impact of IFRS 15 on its consolidated financial statements. 54 2016 Methanex Corporation Annual Report In January 2016, the IASB issued IFRS 16, Leases (“IFRS 16”), which eliminates the current operating/finance lease dual accounting model for lessees and replaces it with a single, on-balance sheet accounting model, similar to the current finance lease accounting. The standard replaces IAS 17, Leases (“IAS 17”) and related interpretations and is effective for annual periods beginning on or after January 1, 2019, with early application permitted. The Company has started an assessment of the impact of IFRS 16 on its consolidated financial statements. At this stage, the recognition of all leases on balance sheet is expected to increase the assets and liabilities on the Consolidated Statement of Financial Position upon adoption. In addition, the nature and timing of certain expenses related to leases previously classified as operating and presented in cost of sales and operating expenses will now change and be presented in depreciation and amortization and finance costs. As a result, the Company expects that adoption of IFRS 16 will significantly impact the consolidated financial statements. The Company has not yet decided whether it will use the optional exemptions available under the standard. Refer to note 21, commitments and contingencies, for operating lease commitments as at December 31, 2016 disclosed under IAS 17. The Company does not expect that any other new or amended standards or interpretations that are effective as of January 1, 2017 will have a significant impact on the Company’s results of operations or financial position. 3. Trade and other receivables: As at Trade Value-added and other tax receivables Egypt gas contract recoveries(a) Termination of terminal services agreement receivable Other Dec 31 2016 Dec 31 2015 $ 335,606 $ 263,156 63,738 41,578 – 58,681 78,893 88,000 35,000 39,301 $ 499,603 $ 504,350 a) Egypt gas contract recoveries: The natural gas supply agreement in Egypt has a mechanism whereby we are partially compensated when gas delivery shortfalls exceed a certain threshold. The receivable is secured by a combination of funds held in escrow and a bank guarantee. During the year ended December 31, 2016 the balance decreased due to the offsetting of a liability related to deferred natural gas payments which was recorded in trade, other payables and accrued liabilities as at December 31, 2015. 4. Inventories: Inventories are valued at the lower of cost, determined on a first-in first-out basis, and estimated net realizable value. The amount of inventories recognized as an expense in cost of sales and operating expenses and depreciation and amortization for the year ended December 31, 2016 is $1,704 million (2015 – $1,830 million). 5. Property, plant and equipment: Cost at January 1, 2016 Additions Disposals and other Cost at December 31, 2016 Accumulated depreciation at January 1, 2016 Disposals and other Depreciation Accumulated depreciation at December 31, 2016 Net book value at December 31, 2016 $ 2,797,276 $ Buildings, plant installations and machinery Plants under construction Finance leases Other TOTAL $ 4,521,835 $ 35,644 (7,663) 4,549,816 1,545,834 (945) 207,651 1,752,540 – – – – – – – – – $ 121,849 $ 204,483 $ 4,848,167 87,800 (3,389) 206,260 6,853 – 11,704 18,557 74,303 (5,908) 272,878 136,698 (5,908) 9,598 197,747 (16,960) 5,028,954 1,689,385 (6,853) 228,953 140,388 1,911,485 $ 187,703 $ 132,490 $ 3,117,469 2016 Methanex Corporation Annual Report 55 Cost at January 1, 2015 Additions Disposals and other Transfers Cost at December 31, 2015 Accumulated depreciation at January 1, 2015 Disposals and other Depreciation Accumulated depreciation at December 31, 2015 Buildings, plant installations and machinery Plants under construction Finance leases Other TOTAL $ 3,097,200 $ 996,015 $ 32,230 $ 194,430 $ 4,319,875 93,123 (13,721) 1,345,233 4,521,835 1,384,100 (13,994) 175,728 1,545,834 349,218 – (1,345,233) – – – – – – 121,849 (32,230) – 121,849 30,488 (32,230) 8,595 6,853 10,931 (878) – 204,483 127,209 – 9,489 136,698 575,121 (46,829) – 4,848,167 1,541,797 (46,224) 193,812 1,689,385 $ 114,996 $ 67,785 $ 3,158,782 Net book value at December 31, 2015 $ 2,976,001 $ Included in finance leases as at December 31, 2016 are capitalized costs related to a methanol terminal and storage tanks in Geismar, Louisiana, an oxygen production facility in Trinidad, and two ocean going vessels which the Company took delivery of in 2016 (note 9). Included in the ‘Other’ category of property, plant and equipment as at December 31, 2016 are ocean going vessels, two of which the Company took delivery of in 2016, owned through less than wholly-owned entities under the Company’s control with a net book value of $114.2 million (2015 – $50.4 million). 6. Interest in Atlas joint venture: a) The Company has a 63.1% equity interest in Atlas Methanol Company Unlimited (“Atlas”). Atlas owns a 1.8 million tonne per year methanol production facility in Trinidad. The Company accounts for its interest in Atlas using the equity method. Summarized financial information of Atlas (100% basis) is as follows: Consolidated statements of financial position as at Cash and cash equivalents Other current assets1 Non-current assets Current liabilities1 Other long-term liabilities, including current maturities Net assets at 100% Net assets at 63.1% Long-term receivable from Atlas1 Investment in associate Consolidated statements of income for the years ended December 31 Revenue1 Cost of sales and depreciation and amortization Operating income Finance costs, finance income and other expenses Income tax expense Net earnings at 100% Earnings of associate at 63.1% Dividends received from associate 1 Includes related party transactions between Atlas and the Company (see note 22). $ Dec 31 2016 15,530 45,219 324,297 (24,783) (168,253) 192,010 121,158 76,244 $ Dec 31 2015 57,620 45,854 332,072 (30,440) (169,681) 235,425 148,553 75,612 $ 197,402 $ 224,165 2016 2015 $ 213,533 $ 373,034 (145,126) 68,407 (12,771) (24,052) 31,584 19,930 47,325 $ (233,790) 139,244 (9,378) (47,707) 82,159 51,842 75,720 $ b) Contingent liability: The Board of Inland Revenue of Trinidad and Tobago has issued assessments against Atlas in respect of the 2005 to 2010 financial years. All subsequent tax years remain open to assessment. The assessments relate to the pricing arrangements of certain long-term fixed price sales contracts from 2005 to 2019 related to methanol produced by Atlas. Atlas had partial relief from corporation income tax until late July 2014. 56 2016 Methanex Corporation Annual Report The Company has lodged objections to the assessments. Based on the merits of the cases and legal interpretation, management believes its position should be sustained. 7. Other assets: As at Restricted cash Chile VAT receivable Investment in Carbon Recycling International Defined benefit pension plans (note 20) Other 8. Long-term debt: As at Unsecured notes (i) 3.25% due December 15, 2019 (ii) 5.25% due March 1, 2022 (iii) 4.25% due December 1, 2024 (iv) 5.65% due December 1, 2044 Egypt limited recourse debt facilities Other limited recourse debt facilities Total long-term debt1 Less current maturities $ Dec 31 2016 35,386 23,406 4,502 5,862 9,628 Dec 31 2015 $ 33,253 21,958 4,502 4,392 14,913 $ 78,784 $ 79,018 Dec 31 2016 Dec 31 2015 $ 347,126 $ 346,289 247,685 296,529 295,084 247,360 296,219 295,031 1,186,424 1,184,899 288,515 81,267 330,003 20,988 1,556,206 1,535,890 (53,997) (47,864) $ 1,502,209 $ 1,488,026 1 Total debt is presented net of discounts and deferred financing fees of $17.8 million as at December 31, 2016 (2015 – $20.9 million). The Egypt limited recourse debt facilities have interest payable semi-annually with rates based on LIBOR plus a spread ranging from 0.9% to 1.6% per annum. Principal is paid in 24 semi-annual payments, which commenced in September 2010. Other limited recourse debt facilities relate to financing for certain of our ocean going vessels which we own through less than wholly-owned entities under the Company’s control. Other limited recourse debt facilities have remaining terms of three to five years with principal and interest payable quarterly with rates based on LIBOR plus a spread ranging from 0.75% to 2.5% per annum. During the year ended December 31, 2016 the Company drew down $65.7 million on these facilities. For the year ended December 31, 2016, non-cash accretion, on an effective interest basis, of deferred financing costs included in finance costs was $3.0 million (2015 – $3.2 million). The minimum principal payments for long-term debt in aggregate and for each of the five succeeding years are as follows: 2017 2018 2019 2020 2021 Thereafter Limited recourse debt facilities Unsecured notes $ 53,997 $ 57,072 60,100 62,115 109,462 31,280 $ – – 350,000 – – 850,000 Total 53,997 57,072 410,100 62,115 109,462 881,280 $ 374,026 $ 1,200,000 $ 1,574,026 2016 Methanex Corporation Annual Report 57 The covenants governing the Company’s unsecured notes, which are specified in an indenture, apply to the Company and its subsidiaries, excluding entities which we control but do not fully own, and include restrictions on liens, sale and lease-back transactions, a merger or consolidation with another corporation or sale of all or substantially all of the Company’s assets. The indenture also contains customary default provisions. The Company maintains a $300 million committed revolving credit facility with a syndicate of highly rated financial institutions that expires in December 2019. During the year ended December 31, 2016, the Company amended the credit facility to allow for relief, if required, of the interest coverage ratio covenant through the end of 2017. Significant covenants and default provisions under this facility include: a) b) c) the obligation to maintain an EBITDA to interest coverage ratio of greater than 2:1 calculated on a four-quarter trailing basis and a debt to capitalization ratio of less than or equal to 55%, both ratios calculated in accordance with definitions in the credit agreement that include adjustments related to the limited recourse subsidiaries, a default if payment is accelerated by a creditor on any indebtedness of $50 million or more of the Company and its subsidiaries, except for the limited recourse subsidiaries, and a default if a default occurs that permits a creditor to demand repayment on any other indebtedness of $50 million or more of the Company and its subsidiaries, except for the limited recourse subsidiaries. The limited recourse debt facilities are described as limited recourse as they are secured only by the assets of the entity that carries the debt. Accordingly, the lenders to the limited recourse debt facilities have no recourse to the Company or its other subsidiaries. The Egypt limited recourse debt facilities have covenants and default provisions that apply only to the Egypt entity, including restrictions on the incurrence of additional indebtedness and a requirement to fulfill certain conditions before the payment of cash or other shareholder distributions. Certain conditions have not been met, resulting in a restriction on shareholder distributions from the Egypt entity. As of December 31, 2016, the Egypt cash balance on a 100% ownership basis was $46 million. The Egypt entity continues to be able to fully utilize its funds for operating, capital and financing needs, including the repayment of the Egypt limited recourse debt facilities. Failure to comply with any of the covenants or default provisions of the long-term debt facilities described above could result in a default under the applicable credit agreement that would allow the lenders to not fund future loan requests, accelerate the due date of the principal and accrued interest on any outstanding loans or restrict the payment of cash or other distributions. As at December 31, 2016, management believes the Company was in compliance with all significant terms and default provisions related to long-term debt obligations. 9. Other long-term liabilities: As at Site restoration costs(a) Finance lease obligations(b) Share-based compensation liability (note 13) Cash flow hedges (note 18) Defined benefit pension plans (note 20) Other Less current maturities 58 2016 Methanex Corporation Annual Report Dec 31 2016 Dec 31 2015 $ 30,512 $ 29,892 201,268 120,896 53,725 68,664 22,403 4,339 380,911 (29,720) 38,615 42,653 20,072 5,056 257,184 (25,439) $ 351,191 $ 231,745 a) Site restoration costs: The Company has accrued liabilities related to the decommissioning and reclamation of its methanol production sites and oil and gas properties. Because of uncertainties in estimating the amount and timing of the expenditures related to the sites, actual results could differ from the amounts estimated. As at December 31, 2016, the total undiscounted amount of estimated cash flows required to settle the liabilities was $41.1 million (2015 – $40.1 million). The movement in the provision during the year is explained as follows: Balance at January 1 New or revised provisions Accretion expense Balance at December 31 2016 29,892 51 569 30,512 $ $ 2015 23,830 5,643 419 29,892 $ $ b) Finance lease obligations: As at December 31, 2016, the Company has finance lease obligations related to a methanol terminal and storage tanks in Geismar, Louisiana, an oxygen production facility in Trinidad, and two ocean-going vessels which were delivered in 2016. Total finance lease payments for 2016 of $24.4 million include an interest component of $19.3 million. Finance lease obligations are payable as follows: 2017 2018 2019 2020 2021 Thereafter 10. Expenses: For the years ended December 31 Cost of sales Selling and distribution Administrative expenses Total expenses by function Cost of raw materials and purchased methanol Ocean freight and other logistics Employee expenses, including share-based compensation Other expenses Cost of sales and operating expenses Depreciation and amortization Total expenses by nature Lease payments Interest component Finance lease obligations $ 28,799 $ 29,169 29,543 29,924 30,312 22,758 22,203 21,540 20,755 19,830 264,086 103,479 $ 6,041 6,966 8,003 9,169 10,482 160,607 $ 411,833 $ 210,565 $ 201,268 2016 2015 $ 1,533,915 $ 1,723,561 $ $ 408,893 59,675 2,002,483 1,140,551 351,609 204,762 77,507 1,774,429 228,054 $ $ 298,994 30,193 2,052,748 1,393,032 253,394 113,627 97,846 1,857,899 194,849 $ 2,002,483 $ 2,052,748 For the year ended December 31, 2016 we recorded a share-based compensation expense of $33.5 million (2015 – recovery of $22.0 million), the majority of which is included in administrative expenses for the total expenses by function presentation above. 11. Finance costs: For the years ended December 31 Finance costs Less capitalized interest 2016 90,060 – 90,060 $ $ 2015 90,965 (21,106) 69,859 $ $ 2016 Methanex Corporation Annual Report 59 Finance costs are primarily comprised of interest on borrowings and finance lease obligations, amortization of deferred financing fees and accretion expense associated with site restoration costs. Capitalized interest relates to interest costs capitalized for the Geismar project which was completed in 2015. 12. Net income (loss) per common share: Diluted net income (loss) per common share is calculated by considering the potential dilution that would occur if outstanding stock options and, under certain circumstances, TSARs were exercised or converted to common shares. Outstanding TSARs may be settled in cash or common shares at the holder’s option and for purposes of calculating diluted net income (loss) per common share, the more dilutive of the cash-settled and equity-settled method is used, regardless of how the plan is accounted for. Accordingly, TSARs that are accounted for using the cash-settled method will require adjustments to the numerator and denominator if the equity-settled method is determined to have a dilutive effect on diluted net income (loss) per common share as compared to the cash-settled method. The cash-settled method was more dilutive for the year ended December 31, 2016, and no adjustment was required for the numerator or the denominator. For the year ended December 31, 2015, the equity-settled method was more dilutive and an adjustment was required for both the numerator and the denominator. Stock options and, if calculated using the equity-settled method, TSARs are considered dilutive when the average market price of the Company’s common shares during the period disclosed exceeds the exercise price of the stock option or TSAR. For the year ended December 31, 2016, the Company incurred a net loss attributable to Methanex shareholders and therefore exclusion of the stock options was more dilutive. For the year ended December 31, 2015, stock options were considered dilutive so an adjustment was required for the denominator. A reconciliation of the numerator used for the purposes of calculating diluted net income (loss) per common share is as follows: For the years ended December 31 Numerator for basic net income (loss) per common share Adjustment for the effect of TSARs: Cash-settled recovery included in net income Equity-settled expense 2016 2015 $ (12,545) $ 200,617 – – (11,586) (5,308) Numerator for diluted net income (loss) per common share $ (12,545) $ 183,723 A reconciliation of the denominator used for the purposes of calculating basic and diluted net income (loss) per common share is as follows: For the years ended December 31 Denominator for basic net income (loss) per common share Effect of dilutive stock options Effect of dilutive TSARs Denominator for diluted net income (loss) per common share 2016 2015 89,783,883 90,647,860 – – 274,961 422,902 89,783,883 91,345,723 For the years ended December 31, 2016 and 2015, basic and diluted net income (loss) per common share attributable to Methanex shareholders were as follows: For the years ended December 31 Basic net income (loss) per common share Diluted net income (loss) per common share 2016 (0.14) (0.14) $ $ $ $ 2015 2.21 2.01 13. Share-based compensation: The Company provides share-based compensation to its directors and certain employees through grants of stock options, TSARs, SARs and deferred, restricted or performance share units. As at December 31, 2016, the Company had 596,897 common shares reserved for future grants of stock options and tandem share appreciation rights under the Company’s stock option plan. 60 2016 Methanex Corporation Annual Report a) Share appreciation rights and tandem share appreciation rights: All SARs and TSARs granted have a maximum term of seven years with one-third vesting each year after the date of grant. SARs and TSARs units outstanding at December 31, 2016 are as follows: Outstanding at December 31, 2014 Granted Exercised Cancelled Outstanding at December 31, 2015 Granted Exercised Cancelled Outstanding at December 31, 2016 SARs TSARs Number of units Exercise price USD Number of units Exercise price USD 1,085,247 $ 284,273 (94,037) (16,275) 1,259,208 $ 375,500 (73,291) (49,932) 1,511,485 $ 40.78 55.40 32.21 58.88 44.48 34.59 27.43 49.77 42.68 1,732,185 $ 416,605 (30,300) (9,525) 2,108,965 $ 574,600 (212,505) (54,949) 2,416,111 $ 39.59 55.39 31.82 60.90 42.73 34.59 25.38 52.55 42.10 Information regarding the SARs and TSARs outstanding as at December 31, 2016 is as follows: Range of exercise prices SARs $25.22 to $35.51 $38.24 to $73.13 TSARs $25.22 to $35.51 $38.24 to $73.13 Units outstanding at December 31, 2016 Units exercisable at December 31, 2016 Weighted average remaining contractual life (years) Number of units outstanding Weighted average exercise price Number of units exercisable Weighted average exercise price 3.8 4.2 4.0 3.8 4.1 3.9 758,199 753,286 1,511,485 1,225,430 1,190,681 2,416,111 $ $ $ $ 31.97 53.46 42.68 32.19 52.30 42.10 391,499 507,159 898,658 654,930 835,245 1,490,175 $ $ $ $ 29.51 50.31 41.25 30.09 48.91 40.64 The fair value of each outstanding SARs and TSARs grant was estimated on December 31, 2016 using the Black-Scholes option pricing model with the following weighted average assumptions: Risk-free interest rate Expected dividend yield Expected life of SARs and TSARs (years) Expected volatility Expected forfeitures Weighted average fair value (USD per share) 2016 1.0% 2.5% 1.4 41% 0.2% $ 10.19 $ 2015 0.8% 3.3% 1.3 43% 0.2% 4.21 Compensation expense for SARs and TSARs is measured based on their fair value and is recognized over the vesting period. Changes in fair value in each period are recognized in net income (loss) for the proportion of the service that has been rendered at each reporting date. The fair value as at December 31, 2016 was $40.7 million compared with the recorded liability of $36.7 million. The difference between the fair value and the recorded liability of $4.0 million will be recognized over the weighted average remaining vesting period of approximately 1.66 years. 2016 Methanex Corporation Annual Report 61 For the year ended December 31, 2016, compensation expense related to SARs and TSARs included an expense in cost of sales and operating expenses of $26.9 million (2015 – recovery of $16.8 million). This included an expense of $20.0 million (2015 – recovery of $26.1 million) related to the effect of the change in the Company’s share price. b) Deferred, restricted and performance share units: Deferred, restricted and performance share units outstanding as at December 31, 2016 are as follows: Outstanding at December 31, 2014 Granted Granted performance factor1 Granted in lieu of dividends Redeemed Cancelled Outstanding at December 31, 2015 Granted Granted performance factor1 Granted in lieu of dividends Redeemed Cancelled Outstanding at December 31, 2016 Number of deferred shareunits Number of restricted shareunits Number of performance share units 302,158 7,196 – 7,878 (31,416) – 285,816 8,269 – 8,430 (51,498) – 251,017 30,365 6,400 – 760 (23,661) – 13,864 11,500 – 773 (7,488) – 18,649 798,944 169,990 71,100 15,508 (426,598) (18,366) 610,578 261,760 55,592 18,082 (355,415) (18,325) 572,272 1 Performance share units have a feature where the ultimate number of units that vest are adjusted by a performance factor of the original grant as determined by the Company’s total shareholder return in relation to a predetermined target over the period to vesting. The performance factor is measured based on the weighted-average closing share price for the 90 calendar days on the NASDAQ Global Select Market immediately preceding the year end date that the performance share units vest. Compensation expense for deferred, restricted and performance share units is measured at fair value based on the market value of the Company’s common shares and is recognized over the vesting period. Changes in fair value are recognized in net income (loss) for the proportion of the service that has been rendered at each reporting date. The fair value of deferred, restricted and performance share units as at December 31, 2016 was $18.6 million compared with the recorded liability of $16.9 million. The difference between the fair value and the recorded liability of $1.7 million will be recognized over the weighted average remaining vesting period of approximately 1.67 years. For the year ended December 31, 2016, compensation expense related to deferred, restricted and performance share units included in cost of sales and operating expenses was an expense of $6.0 million (2015 – recovery of $5.9 million). This included an expense of $2.8 million (2015 – recovery of $16.4 million) related to the effect of the change in the Company’s share price. c) Stock options: The exercise price of each stock option is equal to the quoted market price of the Company’s common shares at the date of the grant. Options granted have a maximum term of seven years with one-third of the options vesting each year after the date of grant. 62 2016 Methanex Corporation Annual Report Common shares reserved for outstanding incentive stock options as at December 31, 2016 and 2015 are as follows: Outstanding at December 31, 2014 Granted Exercised Cancelled Expired Outstanding at December 31, 2015 Granted Exercised Cancelled Expired Outstanding at December 31, 2016 Number of stock options Weighted average exercise price 699,261 55,917 (286,781) (7,200) (12,690) 448,507 75,500 (153,140) (14,100) (12,000) 344,767 $ $ 21.90 55.66 13.72 61.50 28.43 30.52 34.59 9.80 44.04 6.33 $ 40.91 Information regarding the stock options outstanding as at December 31, 2016 is as follows: Options outstanding at December 31, 2016 Options exercisable at December 31, 2016 Weighted average remaining contractual life (years) 3.2 4.1 3.6 Number of stock options outstanding 193,950 150,817 344,767 Weighted average exercise price $ $ 31.43 53.10 40.91 Number of stock options exercisable 122,550 103,239 225,789 Weighted average exercise price $ $ 29.59 49.77 38.82 Range of exercise prices Options $25.22 to $35.51 $38.24 to $73.13 For the year ended December 31, 2016, compensation expense related to stock options was $0.6 million (2015 – $0.7 million). 14. Segmented information: The Company’s operations consist of the production and sale of methanol, which constitutes a single operating segment. During the years ended December 31, 2016 and 2015, revenues attributed to geographic regions, based on the location of customers, were as follows: Revenue 2016 20151 China Europe United States South Korea South America Canada Other Asia TOTAL $ 518,499 $ 403,879 $ 359,476 $ 257,658 $ 179,287 $ 109,706 $ 169,924 $ 1,998,429 $ 361,260 $ 480,010 $ 464,588 $ 326,881 $ 266,019 $ 135,541 $ 191,303 $ 2,225,602 1 2015 revenue has been reallocated between geographic regions to better reflect the geography of the end customer. As at December 31, 2016 and 2015, the net book value of property, plant and equipment by country was as follows: Property, plant and equipment United States Egypt New Zealand Trinidad Canada Chile Other TOTAL 2016 2015 $ 1,468,283 $ 742,446 $ 261,482 $ 176,256 $ 154,982 $ 108,065 $ 205,955 $ 3,117,469 $ 1,545,909 $ 778,106 $ 287,323 $ 200,575 $ 160,557 $ 127,948 $ 58,364 $ 3,158,782 2016 Methanex Corporation Annual Report 63 15. Income and other taxes: a) Income tax expense: For the years ended December 31 Current tax recovery (expense): Current period before undernoted items Impact of Argentina gas settlement and termination of terminal services agreement Adjustments to prior years Deferred tax recovery (expense): Origination and reversal of temporary differences Impact of Argentina gas settlement and termination of terminal services agreement Derecognition of non-capital loss carryforwards Adjustments to prior years Change in tax rate Other 2016 2015 $ (44,743) $ (7,800) (2,134) (54,677) 82,838 (3,575) (17,861) 1,667 – 887 63,956 (1,964) (3,900) 377 (5,487) 21,931 (4,550) (16,875) (472) (1,848) (3,696) (5,510) Total income tax recovery (expense) $ 9,279 $ (10,997) b) Reconciliation of the effective tax rate: The Company operates in several tax jurisdictions and therefore its income is subject to various rates of taxation. Income tax expense differs from the amounts that would be obtained by applying the Canadian statutory income tax rate to net income (loss) before income taxes as follows: For the years ended December 31 Income (loss) before income taxes Deduct earnings of associate Canadian statutory tax rate Income tax recovery (expense) calculated at Canadian statutory tax rate Increase (decrease) in income tax recovery resulting from: Impact of income and losses taxed in foreign jurisdictions Derecognition of non-capital loss carryforwards Unrecognised non-capital loss carryforwards Previously unrecognized loss carryforwards and temporary differences Impact of foreign exchange Other business taxes Adjustments to prior years Other Total income tax recovery (expense) 2016 2015 $ (37,504) $ 213,350 (19,930) (57,434) 26.5% 15,220 34,857 (17,861) (16,526) 10,058 (4,332) (5,404) (467) (6,266) (51,842) 161,508 26.0% (41,992) 50,877 (16,875) – 3,449 (8,969) (3,700) (95) 6,308 $ 9,279 $ (10,997) 64 2016 Methanex Corporation Annual Report c) Net deferred income tax liabilities: (i) The tax effect of temporary differences that give rise to deferred income tax liabilities and deferred income tax assets are as follows: As at Dec 31 2016 Dec 31 2015 Property, plant and equipment $ (419,982) $ (197,931) $ (222,051) $ (220,557) $ 10,685 $ (231,242) Net Deferred tax assets Deferred tax liabilities Net Deferred tax assets Deferred tax liabilities Repatriation taxes Other Non-capital loss carryforwards Share-based compensation Other (85,364) (19,956) – (4,981) (85,364) (14,975) (81,285) (26,711) (525,302) (202,912) (322,390) (328,553) 280,931 280,931 8,590 82,142 371,663 935 58,387 340,253 – 7,655 23,755 31,410 49,023 8,163 47,610 104,796 – (5,972) 4,713 31,159 728 25,281 57,168 (81,285) (20,739) (333,266) 17,864 7,435 22,329 47,628 Net deferred income tax assets (liabilities) $ (153,639) $ 137,341 $ (290,980) $ (223,757) $ 61,881 $ (285,638) The Company recognizes deferred income tax assets to the extent that it is probable that the benefit of these assets will be realized. As at December 31, 2016, the Company had $153 million (2015 – $75 million) of unrecognized non-capital loss carryforwards in Egypt that expire in 2017-2021 and $415 million (2015 – $446 million) of deductible temporary differences in the United States that have not been recognized. (ii) Analysis of the change in deferred income tax liabilities: 2016 2015 Net Deferred tax assets Deferred tax liabilities Net Deferred tax assets Deferred tax liabilities Balance, January 1 $ (223,757) $ 61,881 $ (285,638) $ (233,225) $ 30,167 $ (263,392) Deferred income tax recovery (expense) included in net income (loss) Deferred income tax recovery (expense) included in other comprehensive income (loss) Other Balance, December 31 63,956 69,110 (5,154) (5,510) 17,687 (23,197) 6,597 (435) 6,364 (14) 233 (421) 13,427 1,551 14,075 (48) (648) 1,599 $ (153,639) $ 137,341 $ (290,980) $ (223,757) $ 61,881 $ (285,638) 2016 Methanex Corporation Annual Report 65 16. Changes in non-cash working capital: Changes in non-cash working capital for the years ended December 31, 2016 and 2015 are as follows: For the years ended December 31 Decrease (increase) in non-cash working capital: Trade and other receivables Inventories Prepaid expenses Trade, other payables and accrued liabilities, including long-term payables included in other long-term liabilities Adjustments for items not having a cash effect and working capital changes relating to taxes and interest paid Changes in non-cash working capital These changes relate to the following activities: Operating Financing Investing Changes in non-cash working capital 2016 2015 $ 4,747 $ (99,987) (28,094) (1,286) 14,577 (10,056) (65,850) (75,906) (64,381) (23,263) 11,738 $ $ 53,568 3,577 (108,779) (151,621) (52,525) (204,146) (117,126) (19,984) (67,036) $ $ $ (75,906) $ (204,146) 17. Capital disclosures: The Company’s objectives in managing its liquidity and capital are to safeguard the Company’s ability to continue as a going concern, to provide financial capacity and flexibility to meet its strategic objectives, to provide an adequate return to shareholders commensurate with the level of risk and to return excess cash through a combination of dividends and share repurchases. As at Liquidity: Cash and cash equivalents Undrawn credit facilities Total liquidity Capitalization: Unsecured notes Limited recourse debt facilities, including current portion Total debt Non-controlling interests Shareholders’ equity Total capitalization Total debt to capitalization1 Net debt to capitalization2 $ $ $ Dec 31 2016 223,890 300,000 523,890 1,186,424 369,782 1,556,206 208,515 1,596,835 $ $ $ Dec 31 2015 254,934 400,000 654,934 1,184,899 350,991 1,535,890 248,844 1,719,729 $ 3,361,556 $ 3,504,463 46% 42% 44% 39% 1 Total debt (including 100% of Egypt limited recourse debt facilities) divided by total capitalization. 2 Total debt (including 100% of Egypt limited recourse debt facilities) less cash and cash equivalents divided by total capitalization less cash and cash equivalents. The Company manages its liquidity and capital structure and makes adjustments to it in light of changes to economic conditions, the underlying risks inherent in its operations and capital requirements to maintain and grow its operations. The strategies employed by the Company may include the issue or repayment of general corporate debt, the issue of project debt, the issue of equity, the payment of dividends and the repurchase of shares. The Company is not subject to any statutory capital requirements and has no commitments to sell or otherwise issue common shares except pursuant to outstanding employee stock options. The undrawn credit facility in the amount of $300 million is provided by highly rated financial institutions, expires in December 2019 and is subject to certain financial covenants (note 8). 66 2016 Methanex Corporation Annual Report 18. Financial instruments: Financial instruments are either measured at amortized cost or fair value. In the normal course of business, the Company’s assets, liabilities and forecasted transactions, as reported in U.S. dollars, are impacted by various market risks including, but not limited to, natural gas prices and currency exchange rates. The time frame and manner in which the Company manages those risks varies for each item based on the Company’s assessment of the risk and the available alternatives for mitigating risks. The Company uses derivatives as part of its risk management program to mitigate variability associated with changing market values. Changes in fair value of derivative financial instruments are recorded in earnings unless the instruments are designated as cash flow hedges, in which case the changes in fair value are recorded in other comprehensive income and are reclassified to profit or loss when the underlying hedged transaction is recognized in earnings. The Company designates as cash flow hedges derivative financial instruments to hedge its risk exposure to fluctuations in natural gas prices and to hedge its risk exposure to fluctuations on certain foreign currency denominated transactions. The following table provides the carrying value of each category of financial assets and liabilities and the related balance sheet item: As at Financial assets: Financial assets measured at fair value: Derivative instruments designated as cash flow hedges1 Financial assets not measured at fair value: Cash and cash equivalents Trade and other receivables, excluding tax receivable Project financing reserve accounts included in other assets Total financial assets2 Financial liabilities: Financial liabilities measured at fair value: Derivative instruments designated as cash flow hedges1 Financial liabilities not measured at fair value: Trade, other payables and accrued liabilities, excluding tax payable Long-term debt, including current portion Total financial liabilities Dec 31 2016 Dec 31 2015 $ 7,024 $ 1,228 223,890 479,272 35,386 254,934 482,585 33,253 745,572 $ 772,000 68,664 $ 42,653 $ $ 449,213 1,556,206 456,730 1,535,890 $ 2,074,083 $ 2,035,273 1 The Geismar 2 natural gas hedges and euro foreign currency hedges designated as cash flow hedges are measured at fair value based on industry accepted valuation models and inputs obtained from active markets. 2 The carrying amount of the financial assets represents the maximum exposure to credit risk at the respective reporting periods. As at December 31, 2016, all of the financial instruments were recorded on the consolidated statements of financial position at amortized cost with the exception of derivative financial instruments, which are recorded at fair value unless exempted. The fair value of derivative instruments is determined based on industry-accepted valuation models using market observable inputs and are classified within Level 2 of the fair value hierarchy. The fair value of all the Company’s derivative contracts includes an adjustment for credit risk. The effective portion of the changes in fair value of derivative financial instruments designated as cash flow hedges is recorded in other comprehensive income. The spot element of forward contracts in the hedging relationships is recorded in other comprehensive income as the change in fair value of cash flow hedges. The change in the fair value of the forward element of forward contracts is recorded separately in other comprehensive income as the forward element excluded from hedging relationship. Until settled, the fair value of the derivative financial instruments will fluctuate based on changes in commodity prices or foreign currency exchange rates. 2016 Methanex Corporation Annual Report 67 Natural gas forward contracts The Company has elected to manage its exposure to changes in natural gas prices for the Geismar 2 facility by executing a number of forward contracts which it has designated as cash flow hedges for its highly probable forecast natural gas purchases in North America at the Henry Hub. Other costs incurred to transport natural gas from the Henry Hub to the Geismar 2 site represent an insignificant portion of the overall underlying risk and are recognized as incurred outside of the hedging relationship. The Company has elected to designate the spot element of the forward contracts as cash flow hedges. The forward element of the forward contracts are excluded from the designation and only the spot element is considered for the purpose of assessing effectiveness and measuring ineffectiveness. The excluded forward element of the swap contracts will be accounted for as a cost of hedging (transaction cost) to be recognized in profit or loss over the term of the hedging relationships. Ineffectiveness may arise in the hedging relationship due to changes in the timing of the anticipated transactions and/or due to changes in credit risk of the hedging instrument not replicated in the hedged item. No hedge ineffectiveness has been recognized in 2016. As at December 31, 2016, the Company had outstanding forward contracts designated as cash flow hedges relating to Geismar with a notional amount of $484 million (2015 – $517 million) and a net negative fair value of $61.9 million (2015 – $42.7 million) included in other long-term liabilities and trade and other receivables. As at December 31, 2016, the forward contracts had an average contract price of $3.68 per mmbtu (2015 – $3.63 per mmbtu). Forward exchange contracts The Company also designates as cash flow hedges forward exchange contracts to sell certain foreign currencies at a fixed U.S. dollar exchange rate to hedge its exposure to exchange rate fluctuations on certain foreign currency denominated transactions. The Company has elected to designate the spot element of the forward contracts as cash flow hedges. The forward element of the forward contracts are excluded from the designation and only the spot element is considered for the purpose of assessing effectiveness and measuring ineffectiveness. The excluded forward element of the swap contracts will be accounted for as a cost of hedging (transaction cost) to be recognized in profit or loss over the term of the hedging relationships. Ineffectiveness may arise in the hedging relationship due to changes in the timing of the anticipated transactions and/or due to changes in credit risk of the hedging instrument not replicated in the hedged item. No hedge ineffectiveness has been recognized in 2016. As at December 31, 2016, the Company had outstanding forward exchange contracts designated as cash flow hedges to sell euros at a fixed U.S. dollar exchange rate with a notional amount of 92 million euros (2015 – 35 million euros) and a positive fair value of $0.3 million (2015 – $1.2 million) included in current assets. Fair value liabilities The table below shows net cash outflows for derivative hedging instruments including natural gas forward contracts and forward exchange contracts, excluding credit risk adjustments, based upon contractual payment dates. The amounts reflect the maturity profile of the fair value liabilities and are subject to change based on the prevailing market rate at each of the future settlement dates. Financial asset derivative positions are held with investment-grade counterparties and therefore the settlement day risk exposure is considered to be negligible. As at Within one year 1-3 years 3-5 years More than 5 years Dec 31 2016 Dec 31 2015 $ – $ 5,073 8,481 18,962 56,029 10,637 8,570 27,536 $ 83,472 $ 51,816 The fair value of the Company’s derivative financial instruments as disclosed above are determined based on Bloomberg quoted market prices and confirmations received from counterparties, which are adjusted for credit risk. The Company is exposed to credit-related losses in the event of non-performance by counterparties to derivative financial instruments but does not expect any counterparties to fail to meet their obligations. The Company deals with only highly rated counterparties, normally major financial institutions. The Company is exposed to credit risk when there is a positive fair value of 68 2016 Methanex Corporation Annual Report derivative financial instruments at a reporting date. The maximum amount that would be at risk if the counterparties to derivative financial instruments with positive fair values failed completely to perform under the contracts was $7.0 million as at December 31, 2016 (2015 – $1.2 million). The carrying values of the Company’s financial instruments approximate their fair values, except as follows: As at Dec 31 2016 Dec 31 2015 Carrying value Fair value Carrying value Fair value Long-term debt excluding deferred financing fees $ 1,568,822 $ 1,538,543 $ 1,550,903 $ 1,449,523 Long-term debt consists of limited recourse debt facilities and unsecured notes. There is no publicly traded market for the limited recourse debt facilities. The fair value of the limited recourse debt facilities as disclosed on a recurring basis and categorized as Level 2 within the fair value hierarchy is estimated by reference to current market rates as at the reporting date. The fair value of the unsecured notes disclosed on a recurring basis and also categorized as Level 2 within the fair value hierarchy is estimated using quoted prices and yields as at the reporting date. The fair value of the Company’s long term debt will fluctuate until maturity. 19. Financial risk management: a) Market risks: The Company’s operations consist of the production and sale of methanol. Market fluctuations may result in significant cash flow and profit volatility risk for the Company. Its worldwide operating business as well as its investment and financing activities are affected by changes in methanol and natural gas prices and interest and foreign exchange rates. The Company seeks to manage and control these risks primarily through its regular operating and financing activities and uses derivative instruments to hedge these risks when deemed appropriate. This is not an exhaustive list of all risks, nor will the risk management strategies eliminate these risks. Methanol price risk The methanol industry is a highly competitive commodity industry and methanol prices fluctuate based on supply and demand fundamentals and other factors. Accordingly, it is important to maintain financial flexibility. The Company has adopted a prudent approach to financial management by maintaining a strong balance sheet including back-up liquidity. Natural gas price risk Natural gas is the primary feedstock for the production of methanol and the Company has entered into multi-year natural gas supply contracts for its production facilities in New Zealand, Trinidad, Egypt and Chile. These natural gas supply contracts include base and variable price components to reduce the commodity price risk exposure. The variable price component is adjusted by formulas related to methanol prices above a certain level. The Company also has a multi-year fixed price natural gas supply contract to supply one production facility in North America, natural gas forward contracts to hedge natural gas purchases in Geismar and natural gas forward supply contracts at fixed prices to manage its exposure to natural gas price risk in Medicine Hat. 2016 Methanex Corporation Annual Report 69 Interest rate risk Interest rate risk is the risk that the Company suffers financial loss due to changes in the value of an asset or liability or in the value of future cash flows due to movements in interest rates. The Company’s interest rate risk exposure is mainly related to long-term debt obligations. As at Fixed interest rate debt: Unsecured notes Variable interest rate debt: Egypt limited recourse debt facilities Other limited recourse debt facilities Dec 31 2016 Dec 31 2015 $1,186,424 $1,184,899 $1,186,424 $1,184,899 $ 288,515 $ 330,003 81,267 20,988 $ 369,782 $ 350,991 For fixed interest rate debt, a 1% change in interest rates would result in a change in the fair value of the debt (disclosed in note 18) of approximately $80.2 million as of December 31, 2016 (2015 – $80.3 million). The fair value of variable interest rate debt fluctuates primarily with changes in credit spreads. For the variable interest rate debt, a 1% change in LIBOR would result in a change in annual interest payments of $3.7 million as of December 31, 2016 (2015 – $3.5 million). Foreign currency risk The Company’s international operations expose the Company to foreign currency exchange risks in the ordinary course of business. Accordingly, the Company has established a policy that provides a framework for foreign currency management and hedging strategies and defines the approved hedging instruments. The Company reviews all significant exposures to foreign currencies arising from operating and investing activities and hedges exposures if deemed appropriate. The dominant currency in which the Company conducts business is the United States dollar, which is also the reporting currency. Methanol is a global commodity chemical that is priced in United States dollars. In certain jurisdictions, however, the transaction price is set either quarterly or monthly in the local currency. Accordingly, a portion of the Company’s revenue is transacted in Canadian dollars, euros, Chinese yuan and, to a lesser extent, other currencies. For the period from when the price is set in local currency to when the amount due is collected, the Company is exposed to declines in the value of these currencies compared to the United States dollar. The Company also purchases varying quantities of methanol for which the transaction currency is the euro, Chinese yuan and, to a lesser extent, other currencies. In addition, some of the Company’s underlying operating costs and capital expenditures are incurred in other currencies. The Company is exposed to increases in the value of these currencies that could have the effect of increasing the United States dollar equivalent of cost of sales and operating expenses and capital expenditures. The Company has elected not to actively manage these exposures at this time except for a portion of the net exposure to euro revenues, which is hedged through forward exchange contracts each quarter when the euro price for methanol is established. As at December 31, 2016, the Company had a net working capital asset of $75.3 million in non U.S. dollar currencies (2015 – $66.6 million). Each 10% strengthening (weakening) of the U.S. dollar against these currencies would decrease (increase) the value of net working capital and pre-tax cash flows and earnings by approximately $7.5 million (2015 – $6.7 million). 70 2016 Methanex Corporation Annual Report b) Liquidity risks: Liquidity risk is the risk that the Company will not have sufficient funds to meet its liabilities, such as the settlement of financial debt and lease obligations and payment to its suppliers. The Company maintains liquidity and makes adjustments to it in light of changes to economic conditions, underlying risks inherent in its operations and capital requirements to maintain and grow its operations. As at December 31, 2016, the Company had $224 million of cash and cash equivalents. In addition, the Company has an undrawn credit facility of $300 million provided by highly rated financial institutions that expires in December 2019. In addition to the above-mentioned sources of liquidity, the Company constantly monitors funding options available in the capital markets, as well as trends in the availability and costs of such funding, with a view to maintaining financial flexibility and limiting refinancing risks. The expected cash flows of financial liabilities from the date of the balance sheet to the contractual maturity date are as follows: As at December 31, 2016 Trade and other payables1 Finance lease obligations Long-term debt2 Cash flow hedges 1 Excludes tax and accrued interest. Carrying amount Contractual cash flows 1 year or less 1-3 years 3-5 years More than 5 years $ 442,156 $ 442,156 $ 442,156 $ – $ – $ – 201,268 411,833 1,556,206 2,292,168 68,664 83,472 28,799 117,997 – 58,712 592,379 8,481 60,236 268,578 18,962 264,086 1,313,214 56,029 $ 2,268,294 $ 3,229,629 $ 588,952 $ 659,572 $ 347,776 $ 1,633,329 2 Contractual cash flows include contractual interest payments related to debt obligations. Interest rates on variable rate debt are based on prevailing rates as at December 31, 2016. c) Credit risks: Counterparty credit risk is the risk that the financial benefits of contracts with a specific counterparty will be lost if a counterparty defaults on its obligations under the contract. This includes any cash amounts owed to the Company by those counterparties, less any amounts owed to the counterparty by the Company where a legal right of offset exists and also includes the fair values of contracts with individual counterparties that are recorded in the financial statements. Trade credit risk Trade credit risk is defined as an unexpected loss in cash and earnings if the customer is unable to pay its obligations in due time or if the value of the security provided declines. The Company has implemented a credit policy that includes approvals for new customers, annual credit evaluations of all customers and specific approval for any exposures beyond approved limits. The Company employs a variety of risk-mitigation alternatives, including credit insurance, certain contractual rights in the event of deterioration in customer credit quality and various forms of bank and parent company guarantees and letters of credit to upgrade the credit risk to a credit rating equivalent or better than the stand-alone rating of the counterparty. Trade credit losses have historically been minimal and as at December 31, 2016 substantially all of the trade receivables were classified as current. Cash and cash equivalents To manage credit and liquidity risk, the Company’s investment policy specifies eligible types of investments, maximum counterparty exposure and minimum credit ratings. Therefore, the Company invests only in highly rated investment-grade instruments that have maturities of three months or less. Derivative financial instruments The Company’s hedging policies specify risk management objectives and strategies for undertaking hedge transactions. The policies also include eligible types of derivatives and required transaction approvals, as well as maximum counterparty exposures and minimum credit ratings. The Company does not use derivative financial instruments for trading or speculative purposes. To manage credit risk, the Company only enters into derivative financial instruments with highly rated investment-grade counterparties. Hedge transactions are reviewed, approved and appropriately documented in accordance with Company policies. 2016 Methanex Corporation Annual Report 71 20. Retirement plans: a) Defined benefit pension plans: The Company has non-contributory defined benefit pension plans covering certain employees. The Company does not provide any significant post-retirement benefits other than pension plan benefits. Information concerning the Company’s defined benefit pension plans, in aggregate, is as follows: As at Accrued benefit obligations: Balance, beginning of year Current service cost Interest cost on accrued benefit obligations Benefit payments Settlements Actuarial loss (gain) Foreign exchange loss (gain) Balance, end of year Fair values of plan assets: Balance, beginning of year Interest income on assets Contributions Benefit payments Settlements Return on plan assets Foreign exchange loss Balance, end of year Unfunded status Minimum funding requirement Defined benefit obligation, net Dec 31 2016 Dec 31 2015 $ 55,966 $ 64,346 1,677 2,269 (2,570) – 2,393 1,036 60,771 40,286 1,553 2,722 (2,570) – 2,345 (106) 44,230 16,541 – 1,615 2,361 (2,369) – (544) (9,443) 55,966 48,165 1,646 1,429 (2,369) – (1,626) (6,959) 40,286 15,680 – $ 16,541 $ 15,680 The Company has an unfunded retirement obligation of $22.4 million as at December 31, 2016 (2015 – $20.0 million) for its employees in Chile that will be funded at retirement in accordance with Chilean law. The accrued benefit for the unfunded retirement arrangement in Chile is paid when an employee leaves the Company in accordance with plan terms and Chilean regulations. The Company estimates that it may make benefit payments based on actuarial assumptions related to the unfunded retirement obligation in Chile of $5.1 million in 2017. Actual benefit payments in future periods will fluctuate based on employee retirements. The Company has a net funded retirement asset of $5.7 million as at December 31, 2016 (2015 – $3.7 million) for certain employees and retirees in Canada and a net funded retirement asset of $0.2 million as at December 31, 2016 (2015 – $0.6 million) in Europe. The Company estimates that it will make additional contributions relating to its defined benefit pension plan in Canada of $0.8 million in 2017. These defined benefit plans expose the Company to actuarial risks, such as longevity risk, currency risk, interest rate risk and market risk on the funded plans. Additionally, as the plans provide benefits to plan members predominantly in Canada and Chile, the plans expose the Company to foreign currency risk for funding requirements. The primary long-term risk is that the Company will not have sufficient plan assets and liquidity to meet obligations when they fall due. The weighted average duration of the net defined benefit obligation is 10 years. 72 2016 Methanex Corporation Annual Report The Company’s net defined benefit pension plan expense charged to the consolidated statements of income for the years ended December 31, 2016 and 2015 is as follows: For the years ended December 31 Net defined benefit pension plan expense: Current service cost Net interest cost Cost of settlement 2016 2015 $ 1,677 $ 1,615 715 – 715 – $ 2,392 $ 2,330 The Company’s current year actuarial gains, recognized in the consolidated statements of comprehensive income for the years ended December 31, 2016 and 2015, are as follows: For the years ended December 31 Actuarial (loss) gain Minimum funding requirement Actuarial (loss) gain, net 2016 (77) – (77) $ $ 2015 (1,371) – (1,371) $ $ The Company uses a December 31 measurement date for its defined benefit pension plans. Actuarial reports for the Company’s defined benefit pension plans were prepared by independent actuaries for funding purposes as of December 31, 2016 in Canada. The next actuarial reports for funding purposes for the Company’s Canadian defined benefit pension plans are scheduled to be completed as of December 31, 2019. The discount rate is the most significant actuarial assumption used in accounting for the defined benefit pension plans. As at December 31, 2016, the weighted average discount rate for the defined benefit obligation was 3.7% (2015 – 4.0%). A decrease of 1% in the weighted average discount rate at the end of the reporting period, while holding all other assumptions constant, would result in an increase to the defined benefit obligation of approximately $5.8 million. The asset allocation for the defined benefit pension plan assets as at December 31, 2016 and 2015 is as follows: As at Equity securities Debt securities Cash and other short-term securities Total Dec 31 2016 Dec 31 2015 49% 27% 24% 100% 47% 30% 23% 100% The fair values of the above equity and debt instruments are determined based on quoted market prices in active markets whereas the fair values of cash and other short-term securities are not based on quoted market prices in active markets. The plan assets are held separately from those of the Company in funds under the control of trustees. b) Defined contribution pension plans: The Company has defined contribution pension plans. The Company’s funding obligations under the defined contribution pension plans are limited to making regular payments to the plans, based on a percentage of employee earnings. Total net pension expense for the defined contribution pension plans charged to operations during the year ended December 31, 2016 was $7.6 million (2015 – $6.7 million). 2016 Methanex Corporation Annual Report 73 21. Commitments and contingencies: a) Take-or-pay purchase contracts and related commitments: The Company has commitments under take-or-pay contracts to purchase natural gas, to pay for transportation capacity related to the delivery of natural gas and to purchase oxygen and other feedstock requirements up to 2035. The minimum estimated commitment under these contracts, except as noted below, is as follows: As at December 31, 2016 2017 2018 2019 2020 2021 $ 472,455 $ 415,791 $ 324,298 $ 265,198 $ 239,599 Thereafter $ 1,069,694 In the above table, the Company has included natural gas commitments at the contractual volume and prices. b) Argentina natural gas supply contracts: Since June 2007, the Company’s natural gas suppliers from Argentina have curtailed all gas supply to the Company’s plants in Chile pursuant to long-term gas supply agreements. The Company has not received natural gas under these long-term agreements since 2007 and therefore potential future purchase obligations have been excluded from the table above. c) Operating lease commitments: The Company has future minimum lease payments under operating leases relating primarily to vessel charter, terminal facilities, office space, equipment and other operating lease commitments as follows: As at December 31, 2016 2017 $ 105,703 2018 $ 89,882 2019 $ 76,371 2020 $ 60,206 2021 $ 47,294 Thereafter $ 197,111 The minimum lease payments relate to the right of use of the leased asset and exclude non-lease elements such as the reimbursement of operating costs. For the year ended December 31, 2016, the Company recognized as an expense $165.1 million (2015 – expense of $160.7 million) relating to operating lease payments. The expense recognized includes amounts related to leased assets and the reimbursement of operating costs for time charter vessels. d) Purchased methanol: The Company has marketing rights for 100% of the production from its jointly owned plants (the Atlas plant in Trinidad in which it has a 63.1% interest and the plant in Egypt in which it has a 50% interest), which results in purchase commitments of an additional 1.3 million tonnes per year of methanol offtake supply when these plants operate at capacity. As at December 31, 2016, the Company also had commitments to purchase methanol from other suppliers for approximately 1.0 million tonnes for 2017 and 1.1 million tonnes thereafter. The pricing under these purchase commitments is referenced to pricing at the time of purchase or sale, and accordingly, no amounts have been included in the table above. 74 2016 Methanex Corporation Annual Report 22. Related parties: The Company has interests in significant subsidiaries and joint ventures as follows: Name Significant subsidiaries: Methanex Asia Pacific Limited Methanex Europe NV Methanex Methanol Company, LLC Egyptian Methanex Methanol Company S.A.E. (“Methanex Egypt”) Methanex Chile S.A. Methanex New Zealand Limited Methanex Trinidad (Titan) Unlimited Methanex U.S.A. LLC Methanex Louisiana LLC Waterfront Shipping Company Limited2 Significant joint ventures: Atlas Methanol Company Unlimited1 Country of incorporation Principal activities Interest % Dec 31 2016 Dec 31 2015 Hong Kong Marketing & distribution Belgium Marketing & distribution United States Marketing & distribution Egypt Chile Production Production New Zealand Production Trinidad Production United States Production United States Production Cayman Islands Shipping 100% 100% 100% 50% 100% 100% 100% 100% 100% 100% 100% 100% 100% 50% 100% 100% 100% 100% 100% 100% Trinidad Production 63.1% 63.1% 1 Summarized financial information for the group’s investment in Atlas is disclosed in note 6. 2 Waterfront Shipping Company Limited has a controlling interest in multiple ocean going vessels owned through less than wholly-owned entities as disclosed in note 23. Transactions between the Company and Atlas are considered related party transactions and are included within the summarized financial information in note 6. Atlas revenue for the year ended December 31, 2016 of $214 million (2015 – $373 million) is a related party transaction as the Company has marketing rights for 100% of the methanol produced by Atlas. Balances outstanding with Atlas as at December 31, 2016 and provided in the summarized financial information in note 6 include receivables owing from Atlas to the Company of $7 million (2015 – $5 million), and payables to Atlas of $55 million (2015 – $72 million). The Company has total loans outstanding to Atlas as at December 31, 2016 of $76 million (2015 – $76 million) which are unsecured and due at maturity. Remuneration of non-management directors and senior management, which includes the members of the executive leadership team, is as follows: For the years ended December 31 Short-term employee benefits Post-employment benefits Other long-term employee benefits Share-based compensation expense (recovery) Total 2016 2015 $ 5,315 $ 6,761 650 47 411 42 16,172 (11,682) $ 22,184 $ (4,468) 2016 Methanex Corporation Annual Report 75 23. Non-controlling interests: Set out below is summarized financial information for each of our subsidiaries that have non-controlling interests. The amounts disclosed are before inter-company eliminations. As at Dec 31 2016 Dec 31 2015 Current assets Non-current assets Current liabilities Non-current liabilities Net assets Carrying amount of Methanex non-controlling interests Methanex Egypt Other1 Total Methanex Egypt Other1 Total $ 155,422 $ 12,123 $ 167,545 $ 231,060 $ 10,287 $ 241,347 746,202 (177,088) (339,369) 385,167 116,314 (14,622) (84,540) 29,275 862,516 (191,710) (423,909) 414,442 777,621 (178,775) (359,328) 470,578 52,149 (6,821) (27,827) 27,788 829,770 (185,596) (387,155) 498,366 $ 188,099 $ 20,416 $ 208,515 $ 229,432 $ 19,412 $ 248,844 For the years ended December 31 2016 Methanex Egypt Other1 Total Methanex Egypt 2015 Other1 Total Revenue Net income (loss) $ 111,728 $ 26,148 $ 137,876 $ 31,237 $ 17,892 $ 49,129 Other comprehensive income Total comprehensive income (loss) Net income (loss) allocated to Methanex non-controlling interests Other comprehensive income allocated to non-controlling interests Equity contributions by non-controlling interests Distributions paid and accrued to non-controlling interests $ $ For the years ended December 31 Cash flows from (used in) operating activities Cash flows from (used in) financing activities Cash flows from (used in) investing activities (79,963) – (79,963) (18,069) – – (23,264) $ $ 4,781 – 4,781 2,389 – 25 (1,410) 2016 (75,182) – (75,182) (51,766) 2,235 (49,531) (15,680) (456) – 25 (24,674) $ $ 1,118 – (19,984) $ $ $ $ Methanex Egypt Other1 Total Methanex Egypt 4,384 – 4,384 2,192 – 1,700 (2,570) 2015 Other1 (47,382) 2,235 (45,147) 1,736 1,118 1,700 (22,554) Total $ $ $ (728) $ 17,718 $ 16,990 $ 14,903 $ 9,288 $ 24,191 (48,192) 55,891 7,699 (51,010) (4,245) (55,255) $ (4,637) $ (70,516) $ (75,153) $ (1,604) $ (5,424) $ (7,028) 1 Other is comprised of multiple ocean going vessels controlled by Waterfront Shipping Company Limited through less than wholly-owned entities. 76 2016 Methanex Corporation Annual Report Executive Leadership Team John Floren President and Chief Executive Officer Wendy Bach Senior Vice President, Corporate Resources Ian Cameron Senior Vice President, Finance and Chief Financial Officer Kevin Henderson Senior Vice President, Manufacturing Mike Herz Senior Vice President, Corporate Development Vanessa James Senior Vice President, Marketing and Logistics Board of Directors Thomas Hamilton Chairman of the Board Board member since May 2007 John Floren President and CEO of Methanex Corporation Board member since January 2013 Bruce Aitken Member of the Public Policy and Responsible Care Committees Board Member since July 2004 Douglas Arnell Member of the Corporate Governance and Public Policy Committees Board member since October 2016 Howard Balloch Chair of the Public Policy Committee Member of the Audit, Finance & Risk Committee Board member since December 2004 Phillip Cook Chair of the Corporate Governance Committee Member of the Human Resources Committee Board member since May 2006 Robert Kostelnik Chair of the Responsible Care Committee Member of the Corporate Governance Committee Board member since September 2008 Douglas Mahaffy Member of the Corporate Governance and Human Resources Committees Board member since May 2006 A. Terence Poole Chair of the Audit, Finance & Risk Committee Member of the Public Policy Committee Board member since September 2003 and from February 1994 to June 2003 Janice Rennie Chair of the Human Resources Committee Member of the Audit, Finance & Risk Committee Board member since May 2006 Margaret Walker Member of the Human Resources and Responsible Care Committees Board member since April 2015 Benita Warmbold Member of the Audit, Finance & Risk and Responsible Care Committees Board member since February 2016 Corporate Information Head Office Methanex Corporation 1800 Waterfront Centre 200 Burrard Street Vancouver, BC V6C 3M1 Tel 604 661 2600 Fax 604 661 2676 Toll Free 1 800 661 8851 Within North America Web Site www.methanex.com Sales Inquiries: sales@methanex.com Transfer Agent CST Trust Company acts as transfer agent and registrar for Methanex stock and maintains all primary shareholder records. All inquiries regarding share transfer requirements, lost certificates, changes of address, or the elimination of duplicate mailings should be directed to CST Trust Company at: 1 800 387 0825 Toll Free within North America Investor Relations Inquiries Sandra Daycock Director, Investor Relations Tel 604 661 2600 Annual and Special Meeting The Annual and Special Meeting will be held at the Vancouver Convention Centre – East Building in Vancouver, British Columbia on Thursday, April 27, 2017 at 11:00 a.m. (Pacific Time). Shares Listed Toronto Stock Exchange – MX NASDAQ Global Select Market – MEOH Annual Information Form (AIF) The corporation’s AIF can be found online at www.sedar.com. A copy of the AIF can also be obtained by contacting our head office. 2016 A N N U A L R E P O R T 327781Methanex2016AR_CoverFinal2.indd 1 2017-03-03 5:02 PM 2016 A N N U A L R E P O R T