Debt Investor Update May / June 2018
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Debt Investor Update
May / June 2018
2017: We delivered on our promises
Achievements Economic net debt
€ bn Hybrid
De-risking completed: Transfer of interim and 26.3 cancelled
final nuclear storage obligations (KFK Solution) 21.5
19.2
Delivery on promises: Successful execution of
ABB, Phoenix cost savings ~5.3x
EBITDA ~4.4x ~3.9x
EBITDA EBITDA
Nuclear decommissioning cost savings
Overachievement of deleveraging targets due
to NFT refund, Electrabel court case FY 16 Q2 17 FY 17
Adj. EBIT at upper end of guidance
Further measures to be finalized:
FFO/Net Debt ratio well above plan and
thresholds + Monetization of Uniper shares
+ Transfer of Nord Stream 1 stake into CTA
+ Further nuc. decommissioning cost savings and additional measures
2
Strong Q1 2018 reinforces E.ON’s position of
strength for the acquisition of innogy
Highlights Key Financials1
€m
Strong EBIT development: +24% Q1 2018 vs. 1,715
low base in Q1 2017 1,517
1,284
Adj. Net Income increased +38% YoY
1,038
FY 2018 guidance confirmed:
EBIT €2.8-3.0 bn, Adj. Net Income €1.3-1.5 bn 727
525
Voluntary PTO2 to innogy minority shareholders
formally launched
EBITDA EBIT Adj. Net Income
Q1 2017 Q1 2018 3
1. Adjusted for non operating effects, 2. Public Takeover Offer.
Operational update
Energy Networks Germany Customer Solutions Germany/UK
• OLG1 court decision on allowed RoE2 • Customer numbers continue to grow
• Ruling: 6.91% set by BNetzA too low • More than 50,000 additional household customers
• Independent expert view: 7.7% adequate in Q1
• BNetzA: appeal at last resort BGH3 • Following gain of more than 100,000 in Q4 2017
and stabilization in Q2 & Q3 2017
• General efficiency factor gas • Managed to reduce churn rate below market
• Reduction from 1.5% to 0.49% average in UK
• However, E.ON filed legal complaint • Strategy of innovative tariff offerings and focused
• Calculation method too unreliable sales channels is bearing fruits
• General efficiency factor power • UK political environment disappointing
• Decision by BNetzA in Q3 at the earliest • Price cap still pending, many uncertainties remain
4
1. Higher Regional Court of Düsseldorf (Oberlandesgericht – OLG), 2. Return on Equity, 3. German Federal Court of Justice (Bundesgerichtshof – BGH)
Outlook 2018 confirmed
E.ON Q1 2018 results
Outlook 2018 Effects for the remainder of 2018
Energy + Sweden: power tariff increase
Networks – Germany: reversal of regulatory
€2.8-3.0 bn effects, new regulatory period for gas,
concession loss Hamburg
Customer + Germany: non-reoccurrence of a
EBIT1 Solutions negative one-off effect in 2017
– Germany & UK: restructuring costs
– UK: competitive dynamics
Renewables + Offshore & Onshore: capacity additions
(Bruenning’s Breeze, Radford’s Run,
Rampion)
€1.3-1.5 bn – Onshore: subsidy expiries
Adj. Net
Non-Core
Income1 +/–
+ PreussenElektra: non-reoccurrence of
one-off effects from 2017
– PreussenElektra: lower hedged prices
5
1. Adjusted for non operating effects
Creating the future of energy
EBIT (€ bn)
• Focus: Europe’s first energy player with exclusive downstream focus ~51
• Unique downstream footprint: RAB and customer numbers rise >60% 1
Enel2 Future Engie2 Nat. Grid2 Iberdrola2
• Earnings quality: network EBIT share rises to ~80% 1 E.ON
Regulated Asset Base (RAB € bn)
• Strong synergies: fading nuclear earnings overcompensated by €600-
~371, 3
800m synergies
• Attractive dividends: aiming to deliver absolute annual dividend
growth Future Nat. Grid Enel Iberdrola Engie
E.ON
• EPS accretion: from second year after closing European Customer Numbers (m)
• Solid capital structure: high commitment to strong BBB rating ~501
• Limited cash impact: acquisition of RWE‘s 76.8% in innogy via asset
exchange; attractive offer to minority shareholders Future Enel Engie Iberdrola
E.ON
6
1. Future E.ON pro-forma EBIT 2017 (innogy data based on public information), 2. Bloomberg Data, 3. RABs from
different regulatory regimes are not directly comparable due to significant methodical differences.
Acquisition of innogy via innovative asset exchange
16.67% Stake in Future E.ON RWE to receive 16.67% in new E.ON via 20% capital
(~€3.7bn) increase against contribution in kind (authorized capital)
76.8% stake in RWE to receive the following assets:
innogy • E.ON‘s and innogy‘s renewables businesses4
Asset (from RWE) E.ON & innogy Renewables • Additional assets: E.ON’s minority stakes in two
Swap & Other Assets RWE operated nuclear power plants2, innogy’s
(~€13.5bn)1 gas storage business and minority participation
in Kelag
E.ON receives RWE receives innogy dividends for 2017 and 2018
Innogy dividends (~€1.4bn) Cash payment from RWE to E.ON of €1.5bn3
€1.5bn cash
23.2% Attractive cash offer to minority shareholder in innogy
Acquisition Offer price and secured innogy
(Min. share- with total offer value €38.40 (= €40.00 pre 2017
financing dividend for 2018 dividend of €1.60 paid in April 2018)
holders)
1. Equity value for transfer perimeter 2. Gundremmingen (25% stake) and Emsland (12.5% stake), 3. Payment to balance asset valuation. 7
4. Excludes 20% in Rampion and certain onshore capacity indirectly held by E.ON and innogy.
Credit-friendly transaction structure minimizes transaction risk
and additional leverage
• Asset swap with RWE incl. cash payment to E.ON
Deal Structure • PTO for 23.2% free float
Acquisition financing covers 100% PTO acceptance
• RWE stake of 76.8% enough to conclude DPLTA – legal integration
Deal certainty secured – transaction is a “done deal”
• Transaction economics fixed as per Jan. 1, 2018
Economic risk Purchase price and cash component fixed
allocation Locked Box approach
Risks and chances of assets transferred
• 20% capital increase in kind already implemented
Capital structure Full use of capital authorizations supports
capital structure
8
Size of Future E.ON will substantially increase
Improving business risk: Group EBITDA 2017
E.ON today Future E.ON
1.Increased size
2.Improved
~€5bn +60% ~€8bn1
diversification
3.Higher share of
Future E.ON: Customer Solutions Future E.ON: Networks
regulated earnings
~31m ~50m ~€23bn ~€37bn
Customers Customers1 RAB2 RAB1,2
1. Future E.ON pro-forma 2017 (innogy data based on public information), 2. RABs from different regulatory regimes are not directly comparable due to significant 9
methodical differences.
Improved diversification across Europe Improving business risk: Unique downstream position across Europe 1.Increased size 2.Improved diversification 3.Higher share of regulated earnings 1. E.ON 2017 reported, 2. innogy 2017 reported, 3. Future E.ON pro-forma 2017 (innogy data based on public information), 4. RABs from different regulatory 10 regimes are not directly comparable due to significant methodical differences.
Increasing share of high-quality regulated earnings
Improving business risk: Future E.ON: Share of regulated network EBITDA 2017
1.Increased size
2.Improved
diversification ~55%1 ~70%2
3.Higher share of
regulated earnings
Predominantly in jurisdictions with
strong regulatory frameworks
Regulated Quasi-regulated Non-regulated 11
1. E.ON 2017 reported, 2. Future E.ON pro-forma 2017 (innogy data based on public information)Integration of innogy provides for strong synergy potential
Estimated synergies (€ m)2 Synergy focus1, 2
Corporate Functions & IT
€600-800m Energy Sales & Customer
Solutions
~100% Energy Networks
~55%
~25% • Strong synergy potential of €600-800m
• 10-15% of controllable costs
~5%
• ~5000 FTEs affected (~7% of employee
base)
2019 2020 2021 2022
12
1. Synergy split (€ million), 2. Future E.ON pro-forma 2017 (innogy data based on public information).Clear path to obtain full control, irrespective of PTO acceptance rate
2018 2019 2020 2021
1st Closing 2nd Closing
Voluntary public • E.ON becomes ≥76.8%
• Transfer of E.ON and innogy RES Assets
takeover offer (PTO) shareholder in innogy
• Transfer of Kelag participation and gas
(late April – early July) • RWE becomes 16.67%
storage assets of innogy
shareholder in E.ON (20%
Extended offer period capital increase)
(mid July) • €1.5bn cash payment to E.ON1
• Transfer of other assets2
Antitrust approvals
Full legal integration
Integration & synergies
1. Payment to balance asset valuation, 2. Transfers of E.ON minority shares in the two RWE-operated nuclear power plants Gundremmingen (25% stake) and 13
Emsland (12.5% stake) to RWE.Sound liquidity profile to support upcoming
maturities and transaction
Liquidity Sources (as of end Q1 2018) Maturity profile (as of end Q1 2018)1
€ bn € bn
4.8
Liquid funds 4.1
Non-current securities 2.4
$2 bn repaid on
Total 6.5
April 30
Not including ~€3.8 bn proceeds from
Uniper disposal expected for mid-2018 2.0
1.4
1.1
Syndicated loan (undrawn) 2.75 0.8
0.6
0.4
€ / $ Commercial Paper 0.1 0.0
10 / 10
programs (undrawn)
2018 2019 2020 2021 2022 2023 2024 2025 ≥2026
Acquisition facility
5.0 EUR GBP USD JPY Other
(undrawn)
14
1. Bonds and promissory notes issued by E.ON SE and E.ON International Finance B.V. (fully guaranteed by E.ON SE)Pro-forma economic net debt based on FYE 2017
E.ON1 innogy1 Transaction effects Future E.ON2, 3
in € bn
~15.6 ~35
~12.3
~€2.8bn debt Acquisition of 23.2%
~19.2 ~3.0 transferred to RWE minority shares
~0.3
~5.0 • Nuclear provisions: ~€0.9bn
• AROs (Renewables): ~€0.9bn €1.5bn cash payment
~3.6
• Tax equity liabilities from RWE
(Renewables): ~€0.6bn
~10.6 • Pension provisions
(Renewables): ~€0.4bn
Economic Net Debt 2017 Economic Net Debt 2017
Net financial position Provisions for pensions Asset-retirement obligations
15
1. E.ON 2017 reported / Innogy 2017 reported, 2. Future E.ON pro-forma 2017 (innogy data based on public information),
3. E.ON will address structural subordination post closingStructural subordination
E.ON SE Bonds • Structural subordination may become a
topic post closing
E.ON Int. Finance B.V. Bonds • To the extent necessary, E.ON has the choice
Guaranteed by E.ON SE among several mitigants for structural
subordination:
− moving innogy bonds to E.ON level
innogy SE Bonds and replacing innogy guarantee with
E.ON guarantee
innogy Finance B.V. Bonds − upstream guarantee from innogy to E.ON
Guaranteed by innogy SE
− liability management
E.ON will address structural subordination post closing
16Rating agencies acknowledge improved business risk profile and
confirm ratings
• S&P sees improving business risk profile from higher share of fully regulated
earnings
S&P • BBB / A-2 (stable) ratings confirmed after announcement of transaction
• FFO/Debt threshold expected to be lowered
• Transaction transforms E.ON’s business profile with some 70% of group EBITDA
coming from the greatly enlarged electricity and gas distribution segment
Moody‘s • Following a Review for Downgrade, Baa2 / P-2 ratings with stable outlook
confirmed
• FFO/Debt threshold lowered from “mid teens” to “comfortably low teens”
17Rating commitment is a cornerstone of our financial policy
• Press releases, ad-hoc notices, etc. include our rating
commitment where appropriate
Capital Structure:
• Equity story includes rating commitment
Strong BBB / Baa
• CEO and CFO emphasized rating commitment
multiple times in public statements
• Rating and capital structure are a crucial part of E.ON‘s financial policy
• Commitment underpinned by all necessary means – as proven in previous years
• Public commitment reiterated multiple times
18Appendix 1 Financial Details Q1 2018 2 Further Transaction Details 3 Contacts, Calendar & Disclaimer
1
Financial Highlights E.ON Q1 2018 results
EBIT Adj. Net Income
• Energy Networks: -5% YoY • Improves €202 m YoY
Reversal of regulatory effects in
€m Q1 2017 Q1 2018 % YoY
Germany and tariff increases in Driven by strong EBIT and
Sweden profiting from refinancing
Sales 10,480 9,330 -11 • Customer Solutions: +23% YoY benefits and stable tax rate
1 Price increases in Germany 2017, (25%)
EBITDA 1,517 1,715 +13
competitive dynamics in the UK
EBIT 1 1,038 1,284 +24 • Renewables: +7% YoY
1 Capacity additions, partly offset by
Adjusted net income 525 727 +38
subsidy expiries
OCF bIT 1,027 359 -65
Investments
Investments 588 696 +18 OCF bIT • Energy Networks: €271 m
Economic net debt ² -19,248 -19,658 -2 • Cash provided by operating (vs. €260 m YoY)
activities €0.7 bn below prior- • Customer Solutions: €74
year level m (vs. €64 m YoY)
• Key driver: One-off effects in • Renewables: €180 m
Working Capital (vs. €251 m YoY )
• Non-Core: €161 m
(vs. €5 m YoY)
1. Adjusted for non operating effects, 2. Economic net debt as per 31 Dec 2017 and 20
31 Mar 2018; Economic net debt definition takes into account the decommissioning
provisions calculated with a real discount rate of 0.0% as opposed to IFRS AROs1
EBIT 24% above prior year E.ON Q1 2018 results
EBIT1 Q1 2018 vs. Q1 2017 Key Q1 Effects
€m
Energy + Sweden: power tariff increase
Q1 2017 1,038 Networks + Turkey: regulatory improvements
– Germany: reversal of regulatory effects,
Energy concession loss Hamburg
-36
Networks
Customer + Germany: price increases as per Q2 2017,
Customer Solutions lower gas procurement costs Q1 2018
73
Solutions – UK: competitive dynamics, restructuring costs
overcomp. price increases as per Q2 2017
Renewables 11 +246
Renewables
Corp. Functions
+ Onshore & Offshore: capacity additions
& Other, 65 (mainly Bruenning’s Breeze & Radford’s Run)
Consolidation – Onshore: subsidy expiries
Non-core 133 Non-Core + PreussenElektra: increased volumes due to
plant outages in Q1 2017 (mainly Brokdorf),
Q1 2018 1,284 positive one-off effects
+ Turkey: omission of book loss from asset sale
21
1. Adjusted for non operating effects1
END impacted by seasonally low operating cash flow E.ON Q1 2018 results
END1 Q1 2018 vs. FY 2017
€ bn
-0.4
-10.6
-10.7
-2.9
Liquidation of pension
-3.6
scheme results in reduction
of pension provisions –
limited effect on END
-5.0 0.1 -6.0
-19.2 -0.7 0.2 0.7 -0.7
0.1
-0.1 -19.7
END FY 2017 OCF Investments Divestments AROs Pensions Other Other END Q1 2018
(CTA2 Funding) (Remainder)
AROs Pension provisions Net financial position
1. Economic net debt definition takes into account the decommissioning provisions calculated with a real discount rate of 0.0% as opposed to IFRS AROs, 2. Contractual Trust 22
Arrangement1
Adj. Net Income 38% above prior year E.ON Q1 2018 results
Q1 2018
€m
Group EBIT1 1,284
Interest on ~€ 20m improvement yoy mainly due to refinancing
fin. assets/ -156 benefits, partly compensated by lower interest income
liabilities2 from asset portfolio
Other interest
-21
expenses
Profit before 1,107
Taxes1
Income Taxes -277 Tax rate of 25% (stable yoy)
Minorities -103
Adjusted
727
Net Income1
€0.34 EPS (€ per share)
23
1. Adjusted for non operating effects, 2. Without interest accretion of nuclear provisions1
Seasonally low CCR2 E.ON Q1 2018 results
Q1 2018
€ bn
21%
1.7
0.0
-1.3
0.4
0.1
-0.1
-0.1
-0.7
-0.5
EBITDA1 Cash Change in WC OCF bIT Interest Tax Payments OCF Capex FCF
Adjustments3 Payments
24
1. Adjusted for non operating effects, 2. Cash Conversion Rate: OCF bIT ÷ EBITDA, 3. Net non cash effective EBITDA items incl. provision utilizations1
Segments: Energy Networks E.ON Q1 2018 results
Energy Networks Highlights
EBIT1 € m • Germany
-5%
– Reversal of regulatory effects
678 642 – New regulatory period gas
– Concession loss Hamburg
Germany 415 353 • Sweden
+ Power tariff increase
Sweden 151
132 • CEE & Turkey
CEE & Turkey 131 138 + Regulatory improvements in Turkey
Q1 2017 Q1 2018
€m Germany Sweden CEE & Turkey Total
Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY
Revenue 3,426 2,229 -35 298 293 -2 475 432 -9 4,199 2,954 -30
Details
EBITDA 1 559 490 -12 173 190 +10 185 197 +6 917 877 -4
EBIT 1 415 353 -15 132 151 +14 131 138 +5 678 642 -5
thereof Equity-method earnings 16 16 +0 0 0 - 22 30 +36 38 46 +21
OCFbIT 720 23 -97 142 267 +88 152 164 +8 1,014 454 -55
Investments 98 108 +10 60 55 -8 102 108 +6 260 271 +4
251
Segments: Customer Solutions E.ON Q1 2018 results
Customer Solutions Highlights
EBIT1 € m +23%
• Germany Sales
+ Price increases as per Q2 2017
392 + Lower gas procurement costs
319 – Restructuring costs
128
Germany Sales 38
• UK
UK 160 148 + Price increases as per Q2 2017
– Competitive dynamics
Other 121 116
– Restructuring costs
Q1 2017 Q1 2018 – Price caps (PPM2, vulnerable customers)
€m Germany Sales UK Other Total
Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY
Revenue 2,155 2,013 -7 2,151 2,391 +11 2,244 2,341 +4 6,550 6,745 +3
Details
EBITDA 1 44 135 +207 184 169 -8 167 159 -5 395 463 +17
EBIT 1 38 128 +237 160 148 -8 121 116 -4 319 392 +23
thereof Equity-method earnings 0 0 - 0 0 - 3 1 -67 3 1 -67
OCFbIT -178 -169 +5 9 -103 - 2 -76 - -167 -348 -108
Investments 3 4 +33 46 40 -13 15 30 +100 64 74 +16
26
1. Adjusted for non operating effects, 2. Prepayment Meter1
Segments: Renewables E.ON Q1 2018 results
Renewables Highlights
EBIT1 € m +7% • Offshore/Other
+ UK: Ramp-up capacity additions (Rampion)
171
160 • Onshore/Solar
+ US: Capacity additions (Bruenning’s Breeze, Radford’s Run)
Offshore/Other 99 113 – Subsidy expiries
Onshore/Solar 61 58
Q1 2017 Q1 2018
€m Onshore Wind / Solar Offshore Wind / Others Total
Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY
Revenue 188 234 +24 188 167 -11 376 401 +7
Details
1
EBITDA 113 97 -14 136 150 +10 249 247 -1
EBIT 1 61 58 -5 99 113 +14 160 171 +7
thereof Equity-method earnings 11 8 -27
OCFbit 187 228 +22
Investments 251 180 -28
27
1. Adjusted for non operating effects1
Non-core business E.ON Q1 2018 results
Non-core Highlights
EBIT1 € m • PreussenElektra
+133 + Higher volumes due to outages of all plants in Q1 2017
109
+ Positive one-off effects in Q1 2018
– Lower achieved power prices
• Generation Turkey
Preussen 124
Elektra
+ Book loss from asset sale in Q1 2017
27
Generation -51 -15
Turkey
-24
PreussenElektra: Hedged Prices
Q1 2017 Q1 2018 (€/MWh) as of 31 March 2018
€m PreussenElektra Generation Turkey Total
Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY Q1 2017 Q1 2018 % YoY 2017 100% 32
Revenue 364 278 -24 0 0 - 364 278 -24
Details
EBITDA
1
74 159 +115 -51 -15 +71 23 144 +526 2018 99% 26
EBIT 1 27 124 +359 -51 -15 +71 -24 109 +554
thereof Equity-method earnings 26 25 -4 -51 -15 +71 -25 10 +140 2019 80% 29
OCFbIT 207 112 -46 0 0 - 207 112 -46
Investments 5 7 +40 0 154 - 5 161 - 2020 4% 29
28
1. Adjusted for non operating effects1
Adjusted Net Income E.ON Q1 2018 results
€m Q1 2017 Q1 2018 % YoY
EBITDA 1 1,517 1,715 +13
Depreciation/amortization -479 -431 +10
1
EBIT 1,038 1,284 +24
Economic interest expense (net) -195 -177 +9
EBT 1 843 1,107 +31
1
Income Taxes on EBT -210 -277 -32
1
% of EBT -25% -25% -
Non-controlling interests -108 -103 +5
1
Adjusted net income 525 727 +38
29
1. Adjusted for non operating effects1
Reconciliation of EBIT to IFRS Net Income E.ON Q1 2018 results
€m Q1 2017 Q1 2018 % YoY
1
EBITDA 1,517 1,715 +13
Depreciation/Amortization/Impairments -479 -431 +10
EBIT 1 1,038 1,284 +24
Economic interest expense (net) -195 -177 +9
Net book gains 52 104 +100
Restructuring -94 -26 +72
Mark-to-market valuation of derivatives -308 191 +162
Impairments (net) 3 0 -100
Other non-operating earnings 394 -87 -122
Income/Loss from continuing operations before income taxes 890 1,289 +45
Income taxes -155 -256 -65
Income/loss from continuing operations 735 1,033 +41
Income/loss from discontinued operations, net 0 0 -
Net income/loss 735 1,033 +41
30
1. Adjusted for non operating effects1
Cash effective investments by unit E.ON Q1 2018 results
€m Q1 2017 Q1 2018 % YoY
Energy Networks 260 271 +4
Customer Solutions 64 74 +16
Renewables 251 180 -28
Corporate Functions & Other 8 9 +13
Consolidation 0 1 -
Non-Core 5 161 -
Investments 588 696 +18
31
1. Adjusted for non operating effects1
Economic Net Debt1 E.ON Q1 2018 results
€m 31 Dec 2017 31 Mar 2018
Liquid funds 5,160 4,108
Non-current securities 2,749 2,449
Financial liabilities -13,021 -12,736
Adjustment FX hedging ² 114 166
Net financial position -4,998 -6,013
Provisions for pensions -3,620 -2,924
Asset retirement obligations -10,630 -10,721
Economic net debt -19,248 -19,658
1. Economic net debt definition takes into account the decommissioning provisions
calculated with a real discount rate of 0.0% as opposed to IFRS AROs, 2. Net figure; 32
does not include transactions relating to our operating business or asset management1
Economic interest expense (net) E.ON Q1 2018 results
Difference
€m Q1 2017 Q1 2018
(in € m)
Interest from financial assets/liabilities -175 -156 +19
Interest cost from provisions for pensions and similar provisions -21 -16 +5
Accretion of provisions for retirement obligation and similar provisions -17 -20 -3
Construction period interests¹ 8 8 +0
Others 10 7 -3
Net interest result -195 -177 +18
1. Borrowing cost that are directly attributable to the acquisition, construction or production of a qualified asset.
Borrowing cost are interest costs incurred by an entity in connection with the borrowing of funds. (Interest rate: 33
5.47%)2
Takeover of innogy – Official offer period has started
• Total offer value €38.40 (= €40.00 pre 2017 dividend)
E.ON will have control post closing,
• 28% premium to innogy’s last share price unaffected by general
irrespective of offer acceptance rate takeover speculations (22 February 2018)
• 23% premium to average broker target price before
announcement on March 12th
Highly attractive offer for innogy • Offer value reflects value of innogy stand-alone and part of the
minority shareholders potential synergies resulting from full integration
Alternative compensation for minority • Compensation payment based on IDW S11 valuation in case of
DPLTA2 or squeeze-out or
shareholders could be lower than offer
• “Guaranteed dividend” in case of DPLTA or
value or include no cash compensation at all
• Shares in merged NewCo
Incentive structure for high acceptance rate in place
34
1. Valuation standard of the Institute of Public Auditors in Germany, 2. Domination and profit and loss transfer agreement2
Transaction Update – Merger control proceedings
Simplified overview of process steps of EU merger control proceedings
(possible (partial) referrals to national authorities not taken into account1)
Presentation of potential concerns
Not before mid-2019
≈ May 2018 regarding market segments Expected EU Commission
clearance decision
Phase I Phase II
Preparations Pre-notification
(25 working days) (90 working days + extensions)
• Drafting • Discussing draft • Assessing • Analyzing market segments in detail
notification notification, notification
documents responding to • Negotiating potential conditions
• Obtaining additional
information requests
information requests
• Finalizing notification
35
1. Federal Cartel Office Germany, CMA, CEE3
E.ON Debt Investor Relations contacts
Rouven Fleischer T +49 (201) 184 72 30
Manager Corporate Finance creditorrelations@eon.com
Simon Kowal T +49 (201) 184 65 52
Manager Corporate Finance creditorrelations@eon.com
363
Financial calendar & important links
Transaction Website: http://www.energyfortomorrow.de/
Financial calendar
August 8, 2018 Half-Year Financial Report: January – June 2018
November 14, 2018 Quarterly Statement: January – September 2018
March 13, 2019 Annual Report 2018
May 13, 2019 Quarterly Statement: January – March 2019
Important links
Presentations https://www.eon.com/en/investor-relations/presentations.html
Facts & Figures 2018 https://www.eon.com/content/.../presentations/facts-and-figures-2018.pdf
Annual Reports https://www.eon.com/en/investor-relations/financial-publications/annual-report.html
Interim Reports https://www.eon.com/en/investor-relations/financial-publications/interim-report.html
Shareholder Meeting https://www.eon.com/en/investor-relations/shareholders-meeting.html
Bonds / Creditor Relations https://www.eon.com/en/investor-relations/bonds.html
373
Disclaimer
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evaluation or any securities and should not be considered as a recommendation that any person should purchase, hold or dispose of any shares or other securities.
The information contained in this presentation may comprise financial and similar information which is neither audited nor reviewed and should be considered
preliminary and subject to change.
Some of the information presented herein is based on statements by third parties. No representation or warranty, express or implied, is made as to, and no reliance
should be placed on, the fairness, accuracy, completeness or correctness of this information or any other information or opinions contained herein, for any purpose
whatsoever.
This presentation may contain forward-looking statements based on current assumptions and forecasts made by E.ON management and other information currently
available to E.ON. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial
situation, development or performance of the company and the estimates given here. E.ON does not intend, and does not assume any liability whatsoever, to update
these forward-looking statements or to conform them to future events or developments.
Neither E.ON nor any respective agents of E.ON undertake any obligation to provide the recipient with access to any additional information or to update this
presentation or any information or to correct any inaccuracies in any such information.
Certain numerical data, financial information and market data (including percentages) in this presentation have been rounded according to established commercial
standards. As a result, the aggregate amounts (sum totals or interim totals or differences or if numbers are put in relation) in this presentation may not correspond in all
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