EON Annual Report 2014 en
EON Annual Report 2014 en
EON Annual Report 2014 en
E.ON
Financial Calendar
2014
2013
+/- %
58,871
61,090
-4
10,472
10,885
-4
60,151
62,809
-4
9,768
10,414
-6
-12
215.2
245.2
29.3
30.8
-5
Carbon emissions from power and heat production (million metric tons)
95.7
114.3
-16
0.43
0.45
-4
735.9
696.9
+6
1,161.0
1,219.3
-5
Sales
111,556
119,688
-7
8,337
9,191
-9
EBIT2
4,664
5,624
-17
-3,130
2,459
-3,160
2,091
1,612
2,126
-24
Investments
4,633
7,992
-42
30
42
-29
6,253
6,260
33,394
32,218
+4
4.0
3.5
EBITDA2
+0.53
26,713
36,638
125,690
132,330
ROACE (%)
8.5
9.2
-0.85
7.4
7.5
-0.15
-0.15
Total assets
-27
-5
5.4
5.5
Value added
609
1,031
-41
58,503
61,327
-5
28.8
28.6
+0.25
15.8
14.0
+1.85
3.3
3.5
-0.25
43
43
2.0
2.6
-0.65
-1.64
1.10
12.72
17.68
-28
0.50
0.60
-17
Dividend payout
966
1,145
-16
27.4
25.6
+7
1Adjusted
May 7, 2015
May 7, 2015
August 12, 2015
November 11, 2015
March 9, 2016
May 11, 2016
June 8, 2016
August 10, 2016
November 9, 2016
Contents
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2 CEO Letter
4 Report of the Supervisory Board
10 E.ON Stock
12 Strategy and Objectives
16 Combined Group Management Report
16
16
18
19
22
22
28
33
41
45
46
47
47
48
51
56
56
60
69
70
72
75
75
81
Corporate Profile
Business Model
Management System
Technology and Innovation
Business Report
Macroeconomic and Industry Environment
Business Performance
Earnings Situation
Financial Situation
Asset Situation
E.ON SEs Earnings, Financial, and Asset Situation
Financial and Non-financial Performance Indicators
ROACE and Value Added
Corporate Sustainability
Employees
Subsequent Events Report
Forecast Report
Risk Report
Opportunity Report
Internal Control System for the Accounting Process
Disclosures Regarding Takeovers
Corporate Governance Report
Corporate Governance Declaration
Compensation Report
CEO Letter
Last November 30 the E.ON Supervisory Board approved the Board of Managements proposal for a new corporate strategy.
This strategy is founded on our assessment that over the past few years two energy worlds have emerged: a conventional and
a new energy world. Theyre not separate. On the contrary, they depend on one another. But they place completely different
demands on energy companies. The new energy world is about customer orientation, efficient and increasingly smart grids,
renewables, distributed generation, and technical innovations. The conventional energy world, by contrast, requires expertise
and cost efficiency in conventional power stations and global energy trading.
Were determined to do our best in both energy worlds by creating two companies that will focus on meeting their respective
challenges. The future E.ON will strive to be a leading provider of innovative energy solutions for customers. Alongside it
well spin off a New Company that will play a leading role in shaping the conventional power and gas businesses. Our company
hasto an outstanding degreethe capabilities and market access needed in both worlds.
The new energy world is characterized by speed, agility, digitalization, technical innovations, and increasingly individual customer expectations. This world is just beginning to emerge. It will become more dynamic and diverse than we can imagine
today. It will ask a lot of companies and their employees and it will grow rapidly. Going forward, E.ON wants to offer the kind
of superior energy products and services that will make us the partner of choice for municipal, public, industrial, commercial,
and residential customers. We also intend to operate technologically advanced smart distribution networks that will support
grid-enabled energy products that make customers lives easier. And our success at developing and delivering renewables
projects has already given us an advantage over many competitors, an advantage we intend to systematically extend in our
target regions in Europe and elsewhere.
But tomorrows energy world will still need a stable and secure supply as well as access to global markets for commodities and
energy products. The New Company will play a key role in ensuring supply security and in providing backup for the transformation of energy systems in Europe. With more than 50 GW of installed capacity, the New Company will be a leading power
producer in Europe and Russia and also one of the largest operators of technologically advanced gas-fired power plants. A strong
natural gas portfoliowhich encompasses the exploration and production business, gas transport pipelines to Europe, longterm gas procurement contracts, and substantial storage capacity in Germany and other countrieswill make the New Company
one of the biggest players in the natural gas business as well. Its a matter of self-interest for European countries whose
economies are based on value-adding industries to ensure that these kinds of structures and assets will continue to be able
to serve as a reliable foundation for a modern energy supply system.
Two energy worlds, two companies. Whats obvious on closer examination actually surprised a lot of people when we announced
it at the end of last year. But it also met with a generally positive response. We were praised for our bold action and our
revolutionary new business model. Some see us as pioneers. We intend to live up to this praise. This year well make the preparations to spin off the New Company, which, just like the future E.ON, will be publicly listed. The new E.ON will focus entirely
onthe building blocks of the new energy world: renewables, energy networks, and customer solutions. Well spin off our conventional generation, global energy trading, and exploration and production businesses to form an independent company
with a new name.
This means that starting next year you, our shareholders, will own stock in both the new E.ON and the New Company.
Werefirmly convinced that each of these two sharply focused companies will have excellent prospects for the future in their
respective businesses.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
The E.ON Board of Management and Supervisory Board didnt take this decision lightly. Over the course of several months, we
held extensive discussions with people inside and outside our company. This resulted in a systematic strategy-design process
that drew on experience and suggestions from within E.ON and from outside. In the end, we were convinced that we need to
take early, decisive action and that creating one company to focus on the new world of individualized customer solutions and
another company to focus on the conventional world of big energy systems is the only way to have prospects of a strong position
in both. This new setup will enable both companies to seize their respective strategic opportunities, win over investors, grow,
secure jobs, and create value. It will also open up new opportunities for your investment.
While plotting our course for the future we didnt lose sight of our operating business. Despite a difficult environment in many
of our markets and despite the sharp drop in oil prices in the second half of the year, we posted generally solid results and
were able to achieve our earnings targets. Our EBITDA of roughly 8.3 billion and underlying net income of 1.6 billion were in
line with our expectations. In 2014 we made progress in a number of areas from an operational perspective as well, enabling
us to lay a good foundation for the future. For example, we continued our positive trend by further increasing our customer
base in Germany, where we now have about 60,000 more residential customers than we did a year ago. Moreover, our systematic
surveys show that over that past two years our customer satisfaction rate has risen by an average of 22 percent across our
markets in Europe. These are important achievements. Because we know that satisfied customers who recommend us to their
friends and acquaintances are the foundation of our business.
Our Renewables business continues to grow as well. The first turbines of our two new wind farms in the North Sea, Humber
Gateway and Amrumbank West, will start producing electricity in the weeks ahead; by the end of the year, all 500 megawatts
will be operational. Two months ago our distributed-energy subsidiary entered the machine-to-machine business by acquiring
25 percent of U.K.-based Intelligent Maintenance Systems Ltd. This gives us exclusive access to a technology that enables
primarily business customers to remotely control terminal devices such as air conditioning and lighting units, thereby trimming
their energy costs. Data-based energy management will be an important topic for the future E.ON.
The current economic and policy environment presents a challenge were not ignoring. Significant movements in the rates of
some currencies, declining oil prices, and continued low interest rates in Europe are having an adverse impact on some components of our earnings. And no one can say with certainty how long these trends will last. Were also aware that transforming
E.ON this year and next year presents us with an enormous task and a lot of work. Were not waiting for better times. Were
meeting our challenges head-on. Our clear objective is to ensure that both companiesas well as their employees and you,
our shareholdershave good prospects for the future and can take advantage of new opportunities.
Best wishes,
In the 2014 financial year the Supervisory Board again carefully performed all its duties and obligations under law, the
Companys Articles of Association, and its own policies and
procedures. It thoroughly examined the Companys situation
and discussed in depth the consequences of its continually
changing energy-policy and economic environment.
We advised the Board of Management regularly about the
Companys management and continually monitored the Board
of Managements activities, assuring ourselves that the
Companys management was legal, purposeful, and orderly.
We were closely involved in all business transactions of key
importance to the Company and discussed these transactions
thoroughly based on the Board of Managements reports.
Atthe Supervisory Boards four regular meetings in the 2014
financial year, we addressed in depth all issues relevant to
the Company, including in conjunction with the new corporate
strategy. All Supervisory Board members attended all meetings
with the exception of one member who was unable to attend
one meeting. A table showing attendance by member is on
page 78 of this report.
The Board of Management regularly provided us with timely
and comprehensive information in both written and oral form.
At the meetings of the full Supervisory Board and its committees, we had sufficient opportunity to actively discuss the
Board of Managements reports, motions, and proposed resolutions. We voted on such matters when it was required by
law, the Companys Articles of Association, or the Supervisory
Boards policies and procedures. The Supervisory Board
approved the resolutions proposed by the Board of Management after thoroughly examining and discussing them.
Furthermore, there was a regular exchange of information
between the Chairman of the Supervisory Board and the
Chairman of the Board of Management throughout the entire
financial year. In the case of particularly important issues,
theChairman of the Supervisory Board was kept informed at
all times. The Chairman of the Supervisory Board likewise
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Corporate Governance
Committee Work
in Spain and Italy, and the continuation of the Datteln 4 newbuild project. In particular, at its meetings the committee prepared the Supervisory Boards resolutions or, for matters on
which it had the authority, made the decision itself. Furthermore, it discussed the medium-term plan for 20152017 and
prepared the Supervisory Boards resolutions on this matter.
The Audit and Risk Committee met seven times. Attendance
was complete at all meetings except one, which one member
was unable to attend. With due attention to the Independent
Auditors Report and in discussions with the independent
auditor, the committee devoted particular attention to the 2013
Financial Statements of E.ON SE (prepared in accordance with
the German Commercial Code) and the E.ON Groups 2013
Consolidated Financial Statements and the 2014 Interim Reports
of E.ON SE (prepared in accordance with International Financial
Reporting Standards, or IFRS). The committee discussed
therecommendation for selecting an independent auditor for
the 2014 financial year and assigned the tasks for the auditing
services, established the audit priorities, determined the
independent auditors compensation, and verified the auditors
qualifications and independence in line with the recommendations of the German Corporate Governance Code. The committee assured itself that the independent auditor has no
conflicts of interest. Topics of particularly detailed discussions
included issues relating to accounting, the internal control
system, and risk management. In addition, the committee
thoroughly discussed the Combined Group Management
Report and the proposal for profit appropriation and prepared
the relevant recommendations for the Supervisory Board and
reported to the Supervisory Board. Furthermore, on a regular
basis the committee discussed in detail the progress of significant investment projects. The Audit and Risk Committee
also discussed in detail market conditions, the long-term
changes in markets, and the resulting consequences for the
underlying value of E.ONs activities. It also reviewed the
results of impairment tests and the necessary impairment
charges. Other focus areas included an examination of E.ONs
risk situation, its risk-bearing capacity, and the quality control
of its risk-management system. This examination was based
on consultations with the independent auditor and, among
other things, reports from the Companys risk committee. On
the basis of the quarterly regular risk reports, the Audit and
Risk Committee noted that no risks were identified that might
jeopardize the existence of the Company or individual segments. The committee also discussed the work done by internal
audit including the audits conducted in 2014 as well as the
Examination and Approval of the Financial Statements, Approval of the Consolidated Financial
Statements, Proposal for Profit Appropriation for
the Year Ended December 31, 2014
PricewaterhouseCoopers Aktiengesellschaft, Wirtschaftsprfungsgesellschaft, Dsseldorf, the independent auditor
chosen by the Annual Shareholders Meeting and appointed
bythe Supervisory Board, audited and submitted an unqualified opinion on the Financial Statements of E.ON SE and
theCombined Group Management Report for the year ended
December 31, 2014. The Consolidated Financial Statements
prepared in accordance with IFRS exempt E.ON SE from the
requirement to publish Consolidated Financial Statements in
accordance with German law.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Best wishes,
Werner Wenning
Chairman
10
E.ON Stock
E.ON
EURO STOXX1
STOXX Utilities1
120
110
100
12/31/13 1/31/14
1Based
2/28/14
3/31/14
4/30/14
5/30/14
6/30/14
7/31/14
Dividend
2014
2013
-1.64
1.10
0.84
1.11
Dividend2
0.50
0.60
966
1,145
Twelve-month high3
15.46
14.71
Twelve-month low3
12.56
11.94
14.20
13.42
1,933
1,907
27.4
25.6
31.4
36.8
1Adjusted
8/29/14
1.50
Dividend
1.50
1.50
1.00
1.00
0.50
2009
1Payout
1.10
76
54
0.60
59
2010
2011
50
51
2012
2013
0.50
60
2014
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Shareholder Structure
Investor Relations
Our investor relations continue to be founded on four principles: openness, continuity, credibility, and equal treatment
ofall investors. Our mission is to provide prompt, precise, and
relevant information at our periodic conferences, at road shows,
at eon.com, and when we meet personally with investors.
Retail
investors 24%
Institutional
investors 76%
1Percentages
36% Germany
Switzerland 3%
France 10%
1Percentages
11
12
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
13
14
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Global energy trading: This business will conduct optimization and risk management for the New Companys
assets and serve as a global coal, freight, and LNG trading
platform. It also has long-term gas procurement contracts
and a gas trading business.
Exploration and production: The New Company has
valuable stakes in oil and gas fields. We are conducting
a strategic review of our E&P business in the North Sea.
Capabilities: demonstrated skills in operating and managing generation assets and coordinating generation fleets
Transformation Process
We expect to put the future setup in place in 2015 and 2016 in
two phases. The groundwork for the transaction will be laid
in 2015 through legal restructuring, the selection of the two
companies leadership teams, financial and operational preparations, and consultations with employee representatives
and other key stakeholders. We expect that the Shareholders
Meeting will decide on the spinoff in 2016. Shareholders,
employees, and other stakeholders will receive timely information about important milestones in the transformation process.
M&A processes currently under way will continue during
thetransformation. In addition, we are conducting a strategic
review of our E&P business in the North Sea.
Finance Strategy
The section of the Combined Group Management Report
entitled Financial Situation contains explanatory information
about our finance strategy.
People Strategy
The section of the Combined Group Management Report
entitled Employees contains explanatory information about
our people strategy.
15
16
Group Management
The main task of Group Management in Dsseldorf is to
leadthe entire E.ON Group by overseeing and coordinating
its operating business. This includes charting E.ONs strategic
course, defining its financial policy and initiatives, managing
business issues that transcend individual markets, managing
risk, continually optimizing E.ONs business portfolio, and
conducting stakeholder management.
IT, procurement, human resources, insurance, consulting,
andbusiness processes provide valuable support for our core
businesses wherever we operate around the world. These
entities and/or departments are organized by function so
that we pool professional expertise across our organization
and leverage synergies.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Renewables
Global Commodities
As the link between E.ON and the worlds wholesale energy
markets, our Global Commodities unit buys and sells electricity, natural gas, liquefied natural gas, oil, coal, freight, and
carbon allowances. It also manages and develops assets and
contracts at several phases of the gas value chain, such as
pipelines, long-term supply contracts, and storage facilities.
Global Units
Regional Units
Generation
Our generation fleet is one of the biggest and most efficient in
Europe. We have major asset positions in Germany, the United
Kingdom, Sweden, Italy, Spain, France, and the Benelux countries, giving us one of the broadest geographic footprints
among European power producers. We also have one of the
most balanced fuel mixes in our industry.
The Generation global unit consists of all our conventional
(fossil, biomass, and nuclear) generation assets in Europe. It
manages and optimizes these assets across national boundaries.
17
18
Corporate Profile
In addition, we intend to selectively expand our distributedenergy business. The E.ON Connecting Energies business unit
focuses on providing customers with comprehensive distributed-energy solutions. We report this unit under Other EU
Countries.
Russia is a special-focus country, where our business centers
on power generation. This business is not integrated into the
Generation global unit because of its geographic location
and because Russias power system is not part of Europes
integrated grid.
Through a subsidiary called E.ON International Energy, we
work with local partners to operate renewable and conventional generating capacity and distribution network and
sales businesses outside Europe. We report our power generation business in Russia and our activities in Brazil and Turkey under Non-EU Countries.
Management System
Our corporate strategy aims to deliver sustainable growth in
shareholder value. We have put in place a Group-wide planning
and controlling system to assist us in planning and managing
E.ON as a whole and our individual businesses with an eye to
increasing their value. This system ensures that our financial
resources are allocated efficiently. We strive to enhance our
sustainability performance efficiently and effectively as well.
We have high expectations for our sustainability performance.
We embed these expectations progressively more deeply into
our organizationacross all of our businesses, entities, and processes and along the entire value chainby means of binding
company policies and minimum standards.
Our key figures for managing our operating business and
assessing our financial situation are EBITDA, underlying net
income, cash-effective investments, and debt factor.
Our key figure for purposes of internal management control
and as an indicator of our business units long-term earnings
power is earnings before interest, taxes, depreciation, and
amortization (EBITDA), which we adjust to exclude certain
extraordinary items. These items include net book gains,
restructuring expenditures, impairment charges, and nonoperating earnings (which include, among other items, the
marking to market of derivatives). Consequently, EBITDA is
unaffected by investment and depreciation cycles and also
provides an indication of our cash-effective earnings (see the
commentary on pages 35 to 38 of the Combined Group Management Report and in Note 33 of the Consolidated Financial
Statements).
E.ON presents its financial condition using, among other key
figures, debt factor. A key objective of our finance strategy is
for E.ON to have an efficient capital structure. Our debt factor
is equal to our economic net debt divided by our EBITDA (for
more information, see the section entitled Finance Strategy
on page 41). We actively manage our capital structure. If our
debt factor is significantly above our target, we need to maintain strict investment discipline. We might also take additional
countermeasures.
Alongside our main financial management key figures, this
Combined Group Management Report includes other financial
and non-financial key performance indicators (KPIs) to highlight aspects of our business performance and our sustainability
performance vis--vis all our stakeholders: our employees,
customers, shareholders, bond investors, and the countries in
which we operate. Operating cash flow, return on average
capital employed (ROACE), and value added are examples of
our other financial KPIs. Among the KPIs of our sustainability
performance are our carbon emissions, carbon intensity, and
TRIF (which measures work-related injuries and illnesses).
The sections entitled Corporate Sustainability and Employees
contain explanatory information about these KPIs. However,
these KPIs are not the focus of the ongoing management of
our businesses.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Strategic Co-Investments
We support our effort to develop customer-centric and innovative technologies and business models by forging strategic
partnerships with venture-capital funds. Our aim is to identify
promising energy technologies of the future that will enhance
our palette of offerings for our millions of customers around
Europe and will make us a pacesetter in the operation of smart
energy systems.
19
20
Corporate Profile
Thermondo is a Berlin-based start-up that helps residential customers purchase an efficient and environmentally
friendly heating unit. Customers can use Thermondos
innovative online platform and proprietary IT infrastructure to compare a variety of heating-unit manufacturers
and technologies quickly, easily, and cost-effectively. They
can then choose and purchase the one that best fits their
needs. The selected unit is installed by certified technicians
from Thermondo. The company combines the speed and
wide product range of an internet company with the outstanding workmanship of experienced HVAC technicians.
Leeo develops and provides smart home solutions consisting of simple and intelligent plug-and-play devices
and related data services. The company, which is based in
San Francisco, develops products and services for itself
as well as select enterprise partners.
Renewables
A new large-scale experiment got under way at the National
Renewable Energy Center near Newcastle upon Tyne in the
United Kingdom. It will study how underwater noise from windfarm construction affects different marine animals. World-class
experts in acoustics and marine biology are using a simulated
seabed to help E.ON to improve the underwater noise models
used to predict how marine animals react to the noise made
by pile-driving, a common method of installing the foundations
of turbine towers in offshore wind farms.
E.ON entered into a partnership with other developers and
operators to validate a new technique for installing large
monopiles in an effort to reduce costs, risks, and noise in future
offshore wind farms. The demonstration project, which is
being conducted off Germanys North Sea coast near Cuxhaven,
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Distribution Networks
We tested radio-controlled drones equipped with a high-definition camera or other sensing devices to inspect power lines,
power plants, and wind turbines. Drones offer a less timeconsuming and safer method for inspecting grid components
that cannot be seen clearly from the ground. They also can be
used to inspect specific points on overhead lines, reducing the
need for helicopter surveys and making surveys more flexible.
Digitalization
After previously outsourcing data analysis projects, in 2014 we
established a Data Analytics Laboratory. It will enable trained
experts across E.ON to explore the power of analytics and to
combine different sets of data in a dedicated environment.
Energy Storage
Since entering service in August 2013, E.ONs power-to-gas
demonstration plant at Falkenhagen, Germany, has injected
more than 2 million kWh of regenerative hydrogen into the
regional gas transmission system, enough to meet the gas
needs of about 150 households.
E.ON received three awards for the first smart power grid in
northern Germany, operated on Pellworm island:
the coveted innovation award of the Germanyland of
ideas initiative
the environmental award presented by Studien- und
Frdergesellschaft der Schleswig-Holsteinischen Wirtschaft e.V., a Schleswig-Holstein business association
an audience award called Excellent places in the land
ofideas.
Power Generation
We continually develop and refine advanced condition monitoring (ACM) to preserve the production capacity of our
combined-cycle gas turbines and to improve their reliability,
operational flexibility, and efficiency. In 2014 we identified
new ACM techniques to do things like detect cracks in gas
turbine blades. We also tested new hardware; one example is
a device that enables us to use current and voltage analysis
to monitor the vibration of inaccessible components. Another
focus of our ACM effort is to optimize maintenance strategies.
For example, in 2014 we tested software to determine when
itmakes the most financial sense to conduct maintenance
based on plant lifespan.
University Support
Our T&I activities include partnering with universities and
research institutes to conduct research projects in a variety
of areas. Our flagship partnership is with the E.ON Energy
Research Center at RWTH Aachen University in Germany.
21
22
Business Report
weak macroeconomic environment. After two years of recession the Czech economy began to grow again; after two
years of weak growth the Polish economy nearly doubled its
growth rate.
Dampened by a decline in investment activity and high inflation, Brazils economy was not able to repeat the sometimes
high growth rates of years past. Although Russia faced a
number of adverse factorsincluding a reduction in oil prices,
capital flight, and a decline in investment activityit managed
to avoid sliding into recession in 2014. Generally weak domestic
demand and above all a decline in investment activity prevented Turkeys economy from repeating the high growth rates
of the past.
2014 GDP Growth in Real Terms
Annual change in percent
Germany
Spain
1.5
France
0.4
-0.4
Italy
1.3
Euro zone
0.8
Sweden
2.1
United
Kingdom
3.0
USA
2.2
OECD
1.8
Brazil
0.3
Russian
Federation
0.3
3.0
Turkey
-2.0
Source: OECD, 2014.
-1.0
1.0
2.0
3.0
4.0
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
auction volume. In January the European Commission put forward a legislative proposal for establishing a market stability
reserve designed to rebalance supply and demand in the
carbon market over the medium term; this proposal is being
debated by the newly elected European Parliament and by
the member states. In January the Commission also put forward
the Framework for Climate and Energy Policies up to 2030,
which was approved in late October by the European Council,
which consists of the heads of state and government. The
framework sets a binding target of reducing GHG emissions
by at least 40 percent by 2030 compared with 1990. It also sets
non-binding targets of at least 27 percent for renewables
share of energy used and for the increase in energy efficiency.
The Commissions task for 2015 is to transform these proposals
into draft legislation.
Benelux
The Netherlands National Energy Agreement, which was signed
in 2013, could not be put in place because of issues raised by
the countrys regulatory agency. Belgian energy policy focused
on aspects of supply security in view of a looming shortage
of generating capacity. Belgium has in place a strategic reserve
mechanism, in which E.ON participates.
Brazil
In 2014 Brazil continued to use the tender process for awarding power purchase agreements for new hydro, coal, gas,
biomass, solar, and wind capacity. In part due to the droughtinduced fragility of Brazils power supply, the main focus of
its energy policy continues to be on achieving a reasonable
balance between price stability and an attractive investment
environment for new generating capacity in order to ensure
a high degree of supply reliability.
Europe
Two key subjects of Europes energy-policy debate in 2014 were
the reform of the EU Emissions Trading Scheme and the future
direction of European energy and climate policy. In 2014 it was
decided to temporarily withhold a certain number of emission
allowances, thereby beginning the process of reducing the
France
Frances capacity market is taking more precise shape. Starting in 2016/2017, utilities will be required to ensure that they
have sufficient capacity certificates to meet their peakload
obligations. As part of this process, all power plants in France
will be certified by their network operator and all will participate in the capacity market, which will be technology-neutral.
Existing and new capacity will receive the same compensation,
which will be set by a market-based mechanism, not by regulated tariffs. Consumers with flexible load can also participate
in the capacity market, which gives it a demand-side component. However, the process of establishing the capacity
market is behind schedule.
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Business Report
Germany
Sweden
Russia
There were several noteworthy regulatory developments
inRussia. The government issued new ordinances for power
stations aimed at further enhancing the security of the
countrys power and heat supply. The Federal Tariff Service
approved prices for power and generating capacity for 2015.
It also established price caps for 2015 for two zones of the
countrys power system. There were also procedural changes
to capacity auctions; these included adjustments to the
treatment of unavailable capacity. The political crisis between
Ukraine and Russia and the EU sanctions against Russia
didnot lead to any adverse developments in Russias energypolicy environment.
Turkey
In 2014 Turkey continued liberalizing its energy market. The
privatization of Turkeys 21 regional power distributors and
energy retailers is completed. Its generation market continues
to be privatized.
Turkey took more steps to set up EPIA, its new energy
exchange, which will replace and integrate PMUM, the countrys previous energy marketplace. The purpose of EPIA is
tohelp Turkey expand its role as an energy hub between the
EU and energy-rich countries of the Middle East and the
Caspian Sea region.
United Kingdom
The U.K. government is currently reforming the countrys
wholesale power market with the aim of improving the investment climate for low-carbon technologies and ensuring supply
security. The introduction of feed-in tariffs is intended to provide greater certainty of revenues for new nuclear capacity,
new renewables capacity, and carbon capture and storage.
The introduction of a capacity market is intended to ensure
supply security. The first capacity auction, for the 2018/2019
delivery year, was held in December 2014. Contracts for a total
of about 49.2 GW of capacity at a clearing price of 19.40
perkW per year were awarded. The contracts have different
durations depending on whether they are for new plants,
existing plants, refurbished plants, or demand-side response.
The U.K. Competition Market Authority is conducting an
investigation of the state of competition in the power and gas
retail market. It is expected to issue its recommendations in
the fourth quarter of 2015 at the earliest.
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USA
There was more discussion in the United States about legislation that takes a long-term approach to climate protection.
This legislation could include new regulations aimed at reducing specific GHG emissions of power stations by 30 percent
by 2030. Existing federal policies to support renewables have
made the United States a global leader in wind power. These
policies include production tax credits, which were extended
for another year to support wind farms whose construction
began in 2014. Investment tax credits for solar energy are in
place through 2016, after which they will be substantially
reduced. In addition, many states have established programs
that set mandatory targets for renewables in their power
markets, which has resulted in trading in green-power certificates at a regional level.
pumped storage) declined by 9 percent, whereas wind generation rose by just over 1 percent. Solar generation increased
byjust under 14 percent. Together, wind and solar generation
rose by 3.3 percent.
Primary Energy Consumption in
Germany by Energy Source
Percentages
2014
2013
Petroleum
35.0
33.7
Natural gas
20.4
22.6
Hard coal
12.6
13.0
Lignite
12.2
11.9
Nuclear
Renewables
Other (including net power imports/exports)
Total
8.1
7.7
11.1
10.4
0.6
0.7
100.0
100.0
Energy Industry
According to preliminary figures from AGEB, an energy-industry
working group, Germany consumed 446.5 million metric tons
of coal equivalent (MTCE) in 2014, 4.8 percent less than in
2013. Mild weather was the main factor. Consumption of all
fossil fuels declined, whereas renewables production increased.
AGEB therefore expects Germanys energy-related carbon emissions for 2014 to decline by just over 5 percent year on year.
About half of this reduction is attributable to power generation.
Germanys petroleum consumption declined by 1.3 percent to
156.2 MTCE, its natural gas consumption by about 14 percent
to 91.2 MTCE. Less natural gas was used for both space heating
and power generation. Consumption of hard coal fell by
7.9percent to 56.2 MTCE, in part because of the increase in
renewables output. Consumption of hard coal at cogeneration
plants declined by 11.7 percent to 36.9 MTCE. Consumption of
lignite, which is used almost exclusively for power generation,
decreased by 2.3 percent to 54 MTCE. Nuclear production
declined by 0.4 percent to 36.1 MTCE.
Renewables output in Germany rose by 1.4 percent to 49.4 MTCE.
Renewables share of primary energy consumption increased
from 10.4 percent to 11.1 percent. Hydro generation (excluding
Source: AGEB.
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Business Report
Energy Prices
Five main factors drove Europes electricity and natural gas
markets and Russias electricity market in 2014:
international commodity prices (especially oil, gas, coal,
and carbon-allowance prices)
macroeconomic and political developments
weather
the availability of hydroelectricity in Scandinavia
the expansion of renewables capacity.
The two main factors that influenced commodity markets
throughout the year were Europes mild weather and the
resulting decline in prices for nearly all types of fuels. The sharp
decline in energy prices also affected the rate of inflation,
which in December 2014 was negative for the first time since
October 2009. The U.S. dollar continued to appreciate against
the euro, and the value of the Russian ruble fell dramatically.
Concerns about the potential geopolitical risks of the spread
of the Ukraine crisis did not have a lasting impact on prices.
Oil prices in particular displayed a varied pattern in 2014. Prices
were relatively stable in the first half of the year because the
downward pressure from production increases in non-OPEC
countries was more than offset by uncertainty regarding the
crisis in the Middle East. In the second half of the year, prices
then fell by 40 percent to a five-year low in response to weaker
global demand, further production increases, and the resumption of production in Libya. The situation was exacerbated
bythe fact that OPEC, or more precisely Saudi Arabia, refused
to play its historic role of price-stabilizer and because Russia
and Iraq ratcheted up their production despite lower prices.
Wholesale Electricity Price Movements
in E.ONs Core Markets
/MWh
U.K. baseload1
Russia (Europe)2
Russia (Siberia)2
50
40
/metric ton
60
Phase-two allowances
30
20
10
next-year delivery.
delivery (30-day average).
7.50
5.00
2.50
2Spot
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/MWh
15
10
5
0
-5
Throughout the year, U.K. power prices reflected their significant dependence on gas prices. Consequently, prices for
next-year delivery tracked the downward trend in gas prices
Crude Oil, Coal, and Natural Gas Price Movements in E.ONs Core Markets
Brent crude oil front month ($/bbl)
NBP gas front month (/MWh)
/
MWh
$/bbl
$/t
50
120
45
110
40
100
35
90
30
80
25
70
20
60
1/1/13
4/1/13
7/1/13
10/1/13
1/1/14
4/1/14
7/1/14
10/1/14
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Business Report
Business Performance
one each in Germany, Slovakia, and the Netherlands. Our buildand-sell strategy reduced our attributable wind capacity by
330 MW.
Generating Capacity
The E.ON Groups attributable generating capacity (that is, the
capacity that reflects the percentage of E.ONs ownership
stake in an asset) declined by 4 percent, from 61,090 MW at
year-end 2013 to 58,871 MW at year-end 2014. The E.ON Groups
fully consolidated generating capacity also declined by 4 percent, from 62,809 to 60,151 MW.
Attributable Generating Capacity
(Ownership Perspective)
Germany 2014
Germany 2013
MW
8,202
8,202
Nuclear
1,793
1,792
Lignite
Germany 2014
Germany 2013
MW
11,249
12,272
Hard coal
Natural gas
2,819
2,831
Natural gas
Wind
4,397
4,727
Oil
1,226
1,182
5,000
11,189
12,212
Hard coal
4,974
4,970
Other
2,429
2,428
Lignite
Hydro
25,632
26,366
2,819
3,132
4,849
4,921
Hydro
10,000 15,000 20,000 25,000
3,823
4,382
Wind
1,154
1,110
Other
8,257
8,257
Nuclear
24,211
25,114
Oil
5,000
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Power Procurement
The E.ON Groups owned generation declined by 30 billion kWh,
or 12 percent, year on year. The Generation unit accounted for
most21.2 billion kWhof the reduction. Owned generation at
our other units declined by 8.8 billion kWh. Power procured
increased by 67.6 billion kWh.
BillionkWh
Power Procurement
BillionkWh
55.4
56.1
Nuclear
Total
752.1
Owned generation
215.2
Jointly owned
power plants
714.5
245.2
47.4
Hard coal
62.7
14.2
Natural gas,
oil
14.0
Global Commodities/
outside sources
12.1
14.5
Lignite
71.1
81.1
14.3
15.9
Hydro
522.7
455.3
12.2
12.4
Wind
2014
2013
2.7
2.5
Other
10
20
30
40
50
60
70
80
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Business Report
Power Sales
The E.ON Groups consolidated power sales were 39 billion kWh
above the prior-year level due to an increase in trading activity.
Power Sales
BillionkWh
Total
735.9
62.0
I&C
90.2
Sales partners
91.3
Wholesale market/
Global Commodities
696.9
69.1
93.1
112.5
492.4
An increase in Global Commodities trading activities to optimize E.ONs generation portfolio was primarily responsible for
the increase in power sales in the trading business.
422.2
2014
2013
2013
1,695
1,286
1,794
1,961
458
469
49
49
188
211
The table above shows our entire trading volume from 2014,
including volume for delivery in future periods.
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Upstream Production
Oil/condensates (million
barrels)
Gas (million standard
cubic meters)
Total (million barrels of
oil equivalent)
2014
2013
+/- %
10.6
7.5
+41
1,885.4
1,464.7
+29
22.4
16.5
+36
Gas Sales
The E.ON Groups gas sales declined by 58.3 billion kWh, or
5percent.
Gas Sales
1,161.0
1,219.3
93.3
I&C
117.9
118.2
151.5
Sales partners
235.2
333.4
Wholesale market/
Global Commodities
714.6
616.2
2014
Additional information in Tables and Explanations on page 220 et seq.
BillionkWh
Total
2013
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Business Report
E.ON 2.0
To enhance our performance, in the summer of 2011 we
launched a Group-wide restructuring and cost-cutting program
called E.ON 2.0. Its objective is to reduce E.ONs controllable
costs from roughly 11 billion in 2011 to 9 billion by 2015 at the
latest (adjusted for divestments, this figure is now 7.5billion).
By year-end 2014 we had already achieved about 90 percent
of the targeted savings, resulting in a lasting reduction in our
cost basis. We plan for E.ON 2.0 to deliver further cost reductions in 2015.
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Spain
inmillions
2014
2013
2014
2013
Sales
1,592
1,808
1,166
1,179
43
43
146
132
63
81
308
324
572
588
EBITDA
Investments
Employees
Earnings Situation
Transfer Price System
Deliveries from our generation units to Global Commodities
are settled according to a market-based transfer price system.
Generally, our internal transfer prices are derived from the
forward prices that are current in the marketplace up to three
years prior to delivery. The resulting transfer prices for power
deliveries in 2014 reflect the development of market prices
and were therefore lower than the prices for deliveries in 2013.
Sales
Our 2014 sales of 111.6 billion were about 8.1 billion below
the prior-year level.
Sales
in millions
2014
2013
+/- %
Generation
10,285
11,068
-7
Renewables
2,397
2,423
-1
83,106
90,034
-8
2,118
2,051
+3
Germany
28,584
36,521
-22
Other EU Countries
18,995
20,615
-8
1,518
1,865
-19
Global Commodities
Exploration & Production
Non-EU Countries
Group Management/
Consolidation
-35,447
-44,889
Total
111,556
119,688
-7
33
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EBITDA
Our 2014 EBITDA was down by about 0.9 billion year on year.
The positive factors were:
cost savings delivered by our E.ON 2.0 program
higher earnings at Generation and Renewables
higher production at Exploration & Production.
These factors were more than offset by:
the absence of earnings streams from divested companies
lower earnings in our trading business
adverse currency-translation effects
adverse regulatory effects at the Germany unit
lower earnings at Other EU Countries and Russia.
2014
2013
+/- %
Regulated business
2,858
3,482
-18
1,596
1,429
+12
Merchant business
3,883
4,280
-9
Total
8,337
9,191
-9
1Adjusted
EBITDA1
in millions
2014
2013
+/- %
Generation
2,215
1,936
+14
Renewables
1,500
1,464
+2
21
311
-93
1,136
1,070
+6
Germany
1,846
2,387
-23
Other EU Countries
1,732
2,012
-14
439
533
-18
Global Commodities
Non-EU Countries
Group Management/
Consolidation
Total
1Adjusted
-552
-522
8,337
9,191
-9
Our regulated business consists of operations in which revenues are largely set by law and based on costs. The earnings
on these revenues are therefore extremely stable and predictable. The 624 million decline mainly reflects divestments
at the Germany regional unit.
Our quasi-regulated and long-term contracted business consists of operations in which earnings have a high degree of
predictability because key determinants (price and/or volume)
are largely set by law or by individual contractual arrangements for the medium to long term. Examples of such legal or
contractual arrangements include incentive mechanisms for
renewables and the sale of contracted generating capacity.
Our merchant activities are all those that cannot be subsumed
under either of the other two categories.
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Business Report
Group Management/Consolidation
The figures shown here are from E.ON SE, the equity interests
it manages directly, and the offsetting of transactions between
segments. The change in EBITDA relative to the prior year
principally reflects the equity interests E.ON SE manages and,
in particular, the continued centralization of support functions.
Generation
Generations EBITDA increased by 279 million, or 14 percent.
Renewables
Renewables EBITDA rose by 36 million, or 2 percent.
Renewables
EBITDA1
in millions
Generation
EBITDA1
EBIT1
in millions
2014
2013
2014
2013
Nuclear
1,411
1,240
1,085
967
814
709
129
65
Fossil
Other/Consolidation
Total
1Adjusted
-10
-13
-13
-15
2,215
1,936
1,201
1,017
EBIT1
2014
2013
2014
2013
Hydro
677
780
551
657
Wind/Solar/Other
823
684
493
357
1,500
1,464
1,044
1,014
Total
1Adjusted
EBITDA at Hydro declined by 13 percent to 677 million. Earnings were lower in Italy due to lower prices and slightly lower
sales volume, in Germany due to the reduction in generating
capacity and lower water flow, in Spain due to regulatory
effects, and in Sweden due to adverse price and currencytranslation effects, despite a slight increase in sales volume.
Wind/Solar/Others EBITDA rose by 20 percent owing to our
build-and-sell strategy.
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Global Commodities
Global Commodities EBITDA was 290 million below the
prior-year figure. This segments reporting units in the prior
year were Proprietary Trading, Optimization, and Gas Transport/Shareholdings/Other. The new reporting structure better
reflects Global Commodities business activities, in particular
its global coal, oil, freight, and LNG activities and its regional
power and gas business.
Global Commodities
Germany
EBITDA at the Germany regional unit declined by 541 million
to 1,846 million.
Germany
EBITDA1
in millions
EBIT1
EBITDA1
2014
2013
2014
2013
29
48
29
48
-145
176
-236
77
Non-regulated/Other
Infrastructure/Other
137
87
132
67
Total
21
311
-75
192
Coal/Oil/Freight/LNG
Total
1Adjusted
EBIT1
in millions
2014
2013
2014
2013
Distribution Networks
1,525
1,985
953
1,343
1Adjusted
321
402
231
324
1,846
2,387
1,184
1,667
37
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Business Report
Other EU Countries
Other EU Countries EBITDA was 280 million, or 14 percent,
below the prior-year figure.
Other EU Countries
EBITDA1
EBIT1
in millions
2014
2013
2014
2013
UK
( in millions)
384
(310)
378
(321)
299
(241)
319
(271)
Sweden
(SEK in millions)
622
(5,663)
733
(6,342)
377
(3,429)
474
(4,104)
Czechia
(CZK in millions)
290
(7,972)
494
(12,843)
197
(5,431)
389
(10,105)
Hungary
(HUF in millions)
200
(61,692)
195
(57,854)
101
(31,125)
95
(28,206)
236
212
157
159
1,732
2,012
1,131
1,436
Non-EU Countries
Non-EU Countries EBITDA declined by 18 percent, or 94 million.
Non-EU Countries
EBITDA1
1Adjusted
in millions
2014
2013
2014
2013
517
(26,361)
687
(29,021)
371
(18,936)
492
(20,756)
-78
-154
-78
-154
Total
439
533
293
338
Russia
(RUB in millions)
EBIT1
1Adjusted
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Net Income
Owing mainly to significantly higher impairment charges and
lower proceeds from disposals, in 2014 we recorded a net loss
attributable to shareholders of E.ON SE of -3.2 billion and corresponding earnings per share of -1.64. The respective prior-year
figures of 2.1 billion and 1.10 reflect substantial book gains.
Net Income
in millions
2014
2013
in millions
EBITDA1
8,337
9,191
-3,553
-3,467
-120
-100
EBIT1
4,664
5,624
-1,612
-1,874
589
2,004
Restructuring/cost-management
expenses
-133
-182
-363
-368
-5,409
-1,643
-115
-482
-2,379
3,079
-576
-718
-2,955
2,361
-175
98
-3,130
-3,160
30
2,459
2,091
368
Total
2014
2013
-1,810
-1,992
198
118
-1,612
-1,874
Net book gains were 1.4 billion below the high prior-year
figure. In 2014 they were recorded primarily on the sale of
securities and a gas utility in Germany, a majority stake in a
gas company in Czechia, a stake in a gas company in Finland,
certain micro heat production plants in Sweden, and network
segments in Germany. The prior-year figure consists in particular of book gains on the sale of certain hydroelectric assets
in Bavaria to Austrias Verbund AG in conjunction with our
market entry in Turkey as well as on the sale of E.ON Thringer
Energie, a stake in Slovakian energy company SPP, a minority
stake in JMP in Czechia, operations in Finland, and securities,
network segments, and a gas subsidiary in Germany.
Restructuring and cost-management expenditures including
expenditures in conjunction with E.ON 2.0 declined by 54million and, as in the prior year, resulted mainly from cost-cutting
programs.
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Business Report
In 2014 and 2013 our global and regional units were adversely
affected by a generally deteriorated business environment,
altered market assessments, and regulatory intervention. We
therefore had to record impairment charges totaling approximately 5.5 billion at Generation (4.3 billion, mainly in
theUnited Kingdom, Sweden, and Italy), Non-EU Countries
(0.5billion), Exploration & Production (0.4 billion), Renewables (0.2 billion), and Global Commodities (0.1 billion) in
2014. These charges were partially offset by reversals of impairment charges of 0.1 billion at Generation, Renewables, and
Global Commodities. In 2013 we recorded impairment charges
in particular at Generation, Renewables, Global Commodities,
Exploration & Production, and Non-EU Countries.
Our tax expense was 0.6 billion compared with 0.7 billion in
the prior year. Despite our pretax net loss, we did record a tax
expense in 2014 and thus had a negative tax rate of 24percent
(prior year: 23 percent). Impairment charges are not taxdeductible and therefore did not reduce our tax expense in
2014. In addition, our tax expense mainly reflects changes
inthe value of deferred tax assets and tax revenue for prior
years. Significant tax-free net book gains served to reduce
our tax rate in 2013.
Income/Loss from discontinued operations, net, includes the
earnings of the Italy and Spain regional units and the earnings
from contractual obligations of operations that have already
been sold. Pursuant to IFRS, these earnings are reported separately in the Consolidated Statements of Income.
in millions
Net income attributable to shareholders
of E.ON SE
Net book gains/losses
Restructuring/cost-management
expenses
2014
2013
-3,160
2,091
-589
-2,004
496
550
5,409
1,643
115
482
-953
-466
113
-78
Impairments/reversals of impairments
181
-92
1,612
2,126
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Financial Situation
E.ON presents its financial condition using, among other financial measures, economic net debt and operating cash flow.
Finance Strategy
The central components of E.ONs finance strategy are capitalstructure management and our dividend policy.
We manage E.ONs capital structure using our debt factor in
order to ensure that E.ONs access to capital markets is commensurate with its current debt level. Debt factor is equal
toour economic net debt divided by EBITDA; it is therefore a
dynamic debt metric. Economic net debt includes not only
our financial liabilities but also our provisions for pensions
and asset-retirement obligations. As part of implementing
our new strategy, we will review our medium-term debt factor
target to reflect our new business profile after the spinoff of
the New Company. We aim for any potential change in E.ONs
rating due to the new setup in two companies to be limited
to one notch.
The second key component of our finance strategy is a consistent dividend policy. In view of E.ONs new strategy and
the related foreseeable uncertainties, management will recommend paying shareholders a fixed dividend of 0.50 per
share for both the 2014 and 2015 financial years. For the 2014
financial year this corresponds to a payout ratio of 60 percent
of underlying net income, which is within our original target
range of 50 to 60 percent. Furthermore, shareholders will again
be offered the option to exchange the cash dividend partially
into E.ON SE shares (currently held as treasury shares).
2014
2013
Liquid funds
6,067
7,814
Non-current securities
4,781
4,444
-19,667
-22,724
Financial liabilities
FX hedging adjustment
Net financial position
Provisions for pensions
34
-46
-8,785
-10,512
-5,574
-3,418
Asset-retirement obligations1
-19,035
-18,288
-33,394
-32,218
8,337
9,191
4.0
3.5
EBITDA2
Debt factor
1Less
2Adjusted
41
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Business Report
14.3
7.1
4.4
2.5
0.2
0.1
18.1
10.4
4.4
2.2
0.6
0.1
0.3
0.1
Promissory notes
0.6
0.7
Commercial paper
0.4
0.2
Other liabilities
4.4
3.7
19.7
22.7
Bonds1
EUR
GBP
USD
CHF
SEK
JPY
Other currencies
Total
1Includes
E.ON also has access to an originally five-year, 5 billion syndicated revolving credit facility, which was concluded with
24banks on November 6, 2013, and which includes two options
to extend the facility, in each case for one year. In 2014 E.ON
exercised the first option and extended the facility for one
year to 2019. This facility has not been drawn on and instead
serves as a reliable, ongoing general liquidity reserve for the
E.ON Group. Participation in the credit facility indicates that
a bank belongs to E.ONs core group of banks.
Alongside financial liabilities, E.ON has, in the course of its
business operations, entered into contingencies and other
financial obligations. These include, in particular, guarantees,
obligations from legal disputes and damage claims, current
and non-current contractual, legal, and other obligations.
Notes 26, 27, and 31 to the Consolidated Financial Statements
contain more information about E.ONs bonds as well as liabilities, contingencies, and other commitments.
Standard & Poors (S&P) long-term rating for E.ON is A-,
Moodys is A3. The short-term ratings are A-2 (S&P) and P-2
(Moodys). After E.ON announced that it intends to spin off a
majority stake in a New Company consisting of its conventional
upstream and midstream businesses, in December 2014 both
rating agencies placed E.ON under review for a downgrade.
E.ON SE Ratings
Long
term
private placements.
Short
term
Outlook
Moodys
A3
P-2
review for
downgrade
S&P
A-
A-2
creditwatch
negative
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
4.0
3.0
2.0
1.0
2015
2016
2017
2018
Investments
Our investments of 4.6 billion were 3.4 billion below the
prior-year level. We invested about 4 billion in property,
plant, and equipment (PP&E) and intangible assets (prior
year: 4.5 billion). Share investments totaled 0.6 billion versus 3.5 billion in the prior year. Our investments outside
Germany declined by 48 percent to 3.4 billion (prior year:
6.5 billion).
Investments
inmillions
2014
2013
Generation
862
1,067
-19
1,222
861
+42
115
151
-24
Renewables
Global Commodities
Exploration & Production
+/- %
64
404
-84
Germany
745
1,013
-26
Other EU Countries
879
969
-9
Non-EU Countries
703
3,530
-80
Group Management/
Consolidation
Total
Maintenance investments
Growth and replacement
investments
43
-3
4,633
811
7,992
774
-42
+5
3,822
7,218
-47
2019
2020
2021
2022
2023+
Investments at Renewables rose by 361 million. Hydros investments increased by 7 percent to 107 million. Wind/Solar/
Others investments increased substantially, from 861 million
to 1,222 million. The higher figure for 2014 principally reflects
investments for the construction of three large wind farms in
Germany, the United Kingdom, and the United States.
Global Commodities invested 36 million less than in the
prior year. The decline mainly reflects lower investments in
the gas storage business (because a number of projects
werecompleted) and in gas infrastructure.
Exploration & Production invested 340 million less than in
the prior year, primarily because of lower investments in
Skarv, Babbage, Njord, Tolmount, Johnston, and Rita fields.
The Germany regional units investments declined by
268million owing to extraordinary effects in 2013: on the
one hand, the prior-year acquisition of a 49-percent stake in
the joint venture that owns 100 percent of the equity in E.ON
Energy from Waste; on the other, the above-mentioned
disposals. Investments in PP&E and intangible assets totaled
727 million in 2014. Of these investments, 648 million went
toward the network business, 56 million toward the districtheating business, and 23 million toward other activities.
Share investments totaled 17 million.
43
44
Business Report
Cash Flow
Our operating cash flow of 6.3 billion was at the prior-year
level, as were cash-effective earnings and working capital;
the latter benefited from the successful implementation of
our Working Capital Excellence project.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Asset Situation
Non-current assets at year-end 2014 were 13 percent below the
figure at year-end 2013, mainly because of the reclassification
of assets at operations in Italy and Spain as assets held for
sale. In addition, we recorded impairment charges, in particular
on property, plant, and equipment (PP&E). Scheduled depreciation charges were more than offset by investments in PP&E
and share investments.
Current assets increased by 16 percent. Alongside the reclassification of assets at operations in Italy and Spain as assets held
for sale, the change mainly reflects an increase in receivables
on derivative financial instruments. These factors were offset
to a slight degree by a reduction in operating receivables.
Our equity ratio at year-end 2014 was below the level at yearend 2013. The decline resulted mainly from the net loss, the
revaluation of performance-based benefit plans, a reduction
in assets and liabilities resulting from currency-translation
effects in the amount of 2.2 billion, and the dividend payout.
83,065
66
95,580
72
42,625
34
36,750
28
125,690
100
132,330
100
Equity
26,713
21
36,638
28
Non-current liabilities
63,335
51
63,179
47
Current liabilities
35,642
28
32,513
25
125,690
100
132,330
100
Total assets
45
46
Business Report
inmillions
2014
2013
December 31
4,646
3,145
2014
Interest income
-742
-1,020
2013
116
Financial assets
39,661
45,673
Non-current assets
39,758
45,789
19,979
16,969
2,265
1,688
Liquid funds
2,330
3,020
Current assets
24,574
21,677
Total assets
64,332
67,466
Equity
15,307
14,696
Provisions
Liabilities to affiliated companies
Other liabilities
Total equity and liabilities
3,359
4,270
43,178
46,762
2,488
1,738
64,332
67,466
-2,952
334
952
2,459
Extraordinary expenses
-13
-22
Taxes
500
-645
1,439
1,792
Net income
Net income transferred to retained
earnings
-473
-647
966
1,145
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Alongside EBITDA, our most important earnings figure for purposes of internal management control, we use ROACE and
value added to monitor the value performance of our operating
business. ROACE is a pretax total return on capital. It measures
the sustainable return on invested capital generated by operating a business. ROACE is defined as the ratio of our EBIT to
average capital employed.
The cost of capital is determined by calculating the weightedaverage cost of equity and debt. This average represents the
market-rate returns expected by stockholders and creditors.
The cost of equity is the return expected by an investor in
E.ON stock. The cost of debt equals the long-term financing
terms that apply in the E.ON Group. The parameters of the costof-capital determination are reviewed on an annual basis.
Our review of the parameters in 2014 led us to make minor
adjustments to our cost of capital. The E.ON Groups after-tax
cost of capital declined from 5.5 to 5.4 percent. The table below
shows the derivation of cost of capital before and after taxes.
Cost of Capital
2014
2013
2.5%
2.5%
Market premium1
5.5%
5.5%
0.57
0.59
0.99
1.02
7.9%
8.1%
27%
27%
10.8%
11.1%
3.9%
3.9%
27%
27%
2.8%
2.8%
Share of equity
50.0%
50.0%
Share of debt
50.0%
50.0%
5.4%
5.5%
7.4%
7.5%
1The
market premium reflects the higher long-term returns of the stock market
compared with German treasury notes.
beta factor is used as an indicator of a stocks relative risk. A beta of more
than one signals a higher risk than the risk level of the overall market; a beta
factor of less than one signals a lower risk.
2The
47
48
Business Report
2014
2013
EBIT1
4,664
5,624
56,555
62,298
6,582
7,618
+ Inventories
3,356
4,147
+ Other non-interest-bearing assets, including deferred income and deferred tax assets
-1,724
-6,673
- Non-interest-bearing provisions3
6,381
6,451
- Adjustments4
7,887
1,859
50,501
59,080
54,791
61,244
ROACE
8.5%
9.2%
7.4%
7.5%
609
1,031
Value added
1Adjusted
Corporate Sustainability
Our many stakeholderscustomers and suppliers, policymakers
and government agencies, the general public and the media,
environmental groups and charitable organizations, employees
and trade unions, business partners and competitors, and of
course our investorshave high expectations for us and our
industry. E.ON is expected to achieve three energy objectives
simultaneously: to make sure that the energy we supply is
1)secure and reliable, 2) friendly to the environment and the
earths climate, and 3) affordable for both our industrial and
residential customers. We are expected to treat our employees,
customers, and neighbors responsibly and to demand that
our supply chain meets high standards for environmental and
social performance.
Our new strategyEmpowering customers. Shaping
markets.will enable us to address these challenges even
more effectively. It will create two sharply focused companies,
each of which will be better able to meet its stakeholders
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
27.5
United Kingdom
12.9
Spain
3.8
France
2.8
Italy
E.ON takes very seriously the obligations on states and companies contained in the UN Guiding Principles on Business
and Human Rights, which set global standards and contain
measures to prevent and remedy human rights violations.
After carefully familiarizing ourselves with the UN Guiding
Principles and their implementation, we are now in the
process of identifying and analyzing potential risks that our
business activities may pose in this area. The next step will be
to revise our corporate guidelines and, if necessary, to adjust
our management processes. In addition, we are participating
CO2 emissions
5.4
Other EU countries
10.2
62.6
Russia1
33.1
E.ON Group
95.7
1Russia
49
50
Business Report
2014
2013
Germany
0.38
0.40
United Kingdom
0.53
0.58
Spain
0.62
0.57
France
0.71
0.83
Italy
0.47
0.45
Other EU countries
0.28
0.29
0.41
0.44
Russia
0.55
0.55
E.ON Group3
0.43
0.45
1Specific
carbon emissions are defined as the amount of CO2 emitted for each
MWh of electricity generated.
2Includes renewables generation in Europe.
3Includes renewables generation outside Europe (wind power in the United States).
Use
2014
2013
Employees
4,121
4,604
Government
entities
304
1,760
Lenders
Interest payments2
1,683
1,705
Minority interests
Shareholders
Dividends3
1Adjusted
30
368
966
1,145
for deferred taxes; this item does not include additional government
levies, such as concession fees.
2Does not include the accretion of non-current provisions; includes capitalized
interest.
3Dividends are paid out of the value added from both continuing and discontinued
operations.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Employees
People Strategy
An organizations business strategy and its products and
services can be copied. What cannot be easily copied are an
organizations people, its culture, and its competencies. The
successful delivery of any business strategy depends on
anorganization having available appropriately qualified and
motivated employees as well as a strong and diverse talent
pipeline.
Great companies execute their People Strategy with the
same energy and determination they apply to their business
strategy. A key success factor is for HR functions to be business-integrated.
In developing our People Strategy, we therefore placed great
emphasis on obtaining and incorporating input and feedback
from board members and senior management of all E.ON
units. Our People Strategy was designed by E.ON HRs leadership team as well as by employee representatives. It is the
result of an extensive development process and enjoys broad
support across our organization.
We have adopted an 80/20 approach to ensure that People
Strategy adequately reflects the particularities of individual
E.ON units. Under this approach the E.ON Group People Strategy
addresses issues that are relevant to all of our employees.
This accounts for about 20 percent of activities.
51
52
Business Report
Talent Management
The purpose of our talent management is to hire highly
qualified people and to continually foster our employees personal and professional development. In 2014 E.ONs status
asa top employer was again confirmed by prestigious rankings,
such as The Times Top 100 Graduate Employers, and by
kununu, an employer-ranking platform.
The international E.ON Graduate Program remained one of
the most coveted ways of joining our company. Participants
are assigned a mentor, receive special training, and gain
experience during rotations at different E.ON units in Germany
and other countries. Eighty graduates entered the program
in 2014. Their backgrounds and interests reflect the emphasis
E.ON places on diversity:
they will work in a wide range of job families (including
engineering, IT, sales, finance, business development,
and HR)
they come from around the world (including the United
Kingdom, Germany, India, Egypt, Tunisia, Costa Rica, Italy,
Romania, Spain, and the Czech Republic)
38 percent are women.
The foundation of our strategic, needs-oriented talent management is the Management Review Process, which we conducted
again in 2014. It helps ensure the continued professional
development of individual managers and executives, our
various units and job families, and the entire organization.
Italso creates transparency about our current talent situation
and our needs for the future. In addition, we combined executive HR and our talent team into a Center of Competence
for Talent, Executive, and Organizational Design so that we can
take a holistic approach to talent management and identify
top talents earlier in their career.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Diversity
E.ON brings together a diverse team of people who differ by
nationality, age, gender, religion, and/or cultural and social
background. Diversity is a key success factor. Numerous studies
have shown that heterogeneous teams outperform homogenous ones. Diversity is equally crucial in view of demographic
trends. Going forward, only those companies that embrace
diversity will be able to remain attractive employers and be
less affected by the shortage of skilled workers. In June 2008
we publicly affirmed our long-standing commitment to fairness and respect by signing the Charta der Vielfalt (German
Diversity Charter), which now has almost 2,000 signatories.
E.ON therefore belongs to a large network of companies committed to diversity, tolerance, fairness, and respect.
Alongside age and internationality, gender is a special focus
of our diversity management. Our ambitious objective for our
organization as a whole is to more than double the percentage
of women in executive positions and to raise it to 14 percent
in Germany by the end of 2016.
We support the achievement of this objective through a variety
of measures. Each unit has specific targets, and progress
towards these targets is monitored at regular intervals. We
have also revised our Group-wide guidelines for filling management positions. At least one male and one female must
be considered as potential successors for each vacant management position. Many units also have support mechanisms in
place, including mentoring programs for female managers and
next-generation managers, the provision of daycare, flexible
work schedules, and home-office arrangements. Significantly
increasing the percentage of women in our internal talent
pool is a further prerequisite for raising, over the long term,
their percentage in management and top executive positions.
Many of these measures are already having an impact. Our
progress is receiving recognition outside our company as
well. For example, E.ON received the Total E-Quality Seal for
exemplary HR policies based on equal opportunity. In 2014
we achieved a further increase in the percentage of female
executives, which rose to 15.8 percent across E.ON and
12.6percent in Germany. This means that we reached our
targets for 2015 and 2014, respectively.
Workforce Figures
At year-end 2014 the E.ON Group had 58,503 employees worldwide, a decline of 5 percent from year-end 2013. E.ON also had
1,400 apprentices in Germany and 181 board members and
managing directors worldwide.
Employees1
December 31
2014
2013
Generation
8,016
8,757
-8
Renewables
1,723
1,675
+3
Global Commodities
1,249
1,449
-14
236
219
+8
Germany
11,749
12,345
-5
Other EU Countries
24,740
26,484
-7
5,300
5,019
+6
5,490
5,379
+2
58,503
61,327
-5
Non-EU Countries
Group Management/Other2
Total
1Does
2Includes
+/- %
53
54
Business Report
Geographic Profile
At year-end 2014, 36,213 employees, or 62 percent of all staff,
were working outside Germany, slightly more than at yearend 2013.
Employees by Country1
FTE
Dec. 31, 2014
Germany
22,290
23,629
21,640
22,924
United Kingdom
10,708
11,053
10,210
10,548
Romania
6,523
6,903
6,064
6,400
Russia
5,343
5,028
5,331
5,021
Hungary
4,704
4,842
4,701
4,838
Sweden
3,229
3,248
3,195
3,213
Czechia
2,460
3,066
2,443
3,027
France
703
797
702
796
Other2
2,543
2,761
2,512
2,730
2014
2013
17
17
1Figures
2Includes
Employees by Age
Percentages at year-end
30 and younger
31 to 50
55
56
51 and older
28
27
CEO Letter
Report of the Supervisory Board
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Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2014
2013
Generation
2.2
1.8
Renewables
4.9
4.5
Global Commodities
3.3
4.6
5.9
8.9
Germany
1.5
1.5
Other EU countries
3.9
4.3
Non-EU Countries
5.6
6.4
Group Management/Other1
3.9
4.8
E.ON Group
3.3
3.5
1Includes
Apprenticeships
E.ON continues to place great emphasis on vocational training
for young people. The E.ON Group had 1,400 apprentices and
work-study students in Germany at year-end 2014. This represented 5.9 percent of E.ONs total workforce in Germany,
compared with 6.1 percent at the end of the prior year. Established in 2003 as part of a pact between industry and the
German federal government, the E.ON training initiative to
combat youth unemployment was extended for three more
years and will now continue through 2017. In 2014 it helped
more than 800 young people in Germany get a start on their
careers through internships to prepare them for an apprenticeship as well as school projects and other programs.
Apprentices in Germany
December 31
Percentage of workforce
2014
2013
Germany
7.2
7.3
Generation
7.1
7.3
Global Commodities
1.4
2.0
Group Management/Other
2.2
2.2
Renewables
6.6
6.9
E.ON Group
5.9
6.1
55
56
Subsequent Events
In February 2015 the Italian Constitutional Court issued a ruling
declaring that the energy tax surcharge, also known as the
Robin Hood tax, is unconstitutional. The tax was introduced
in 2008 to limit the corporate profits of energy companies.
Inits ruling the court stated explicitly that the repeal is not
retroactive.
On February 19, 2015, E.ON sold its solar business in Italy to
F2i SGR, a private infrastructure investment fund. The business
consists of seven solar farms built between 2010 and 2013
with a total installed capacity of 49 MW. About 70 percent of
the capacity is installed on Sardinia. E.ON and F2i SGR agreed
not to disclose the purchase price.
Forecast Report
Business Environment
Macroeconomic Situation
The OECD considers it very likely that the global economy will
grow at a moderate rate in 2015 and 2016. Growth will likely
remain slower than prior to the financial crisis. Although the
trend will generally be positive, the nuances will differ among
the worlds largest economies. The OECD sees more risks than
opportunities in the next two years. Threats to the stability of
the financial system and a lack of confidence in future growth
represent key risks, particularly in the euro zone.
Growth prospects in the United States and the United Kingdom
are good. Supportive monetary policy, less pressure to shrink
government budgets, and rising confidence will help stabilize
the U.S. economy. The euro zone will suffer from high unemployment but be supported by expansive monetary policy
and less pressure on government budgets. It will also benefit
from an improvement in its foreign trade position driven by
aweaker euro and lower oil prices. No inflationary danger is
seen for OECD countries. With growth continuing to stagnate,
deflationary tendencies cannot be ruled out for the euro zone.
The sharp drop in the rubles value is one of the factors that
will erode economic confidence and exacerbate inflationary
trends in Russia. Driven by domestic demand, Turkeys economy is expected to grow at a rate above the OECD average.
Growth in Brazil will be dampened by infrastructure bottlenecks
and high inflation.
The OECD considers the volatility of the financial system to
be the main near-term risk and the debt crisis and monetary
expansion to be the main medium-term risks. Looking further
into the future, the OECD is concerned about the low growth
of production potential, which indicates generally weak
investment activity.
Energy Markets
We expect power and fuel markets to continue to be very sensitive to macroeconomic developments and policy decisions
and therefore to be generally more volatile in 2015 and 2016.
In 2014 the oil market evolved from the backwardation typical
of recent years to a contango pattern, with prices for nearby
months lower than prices for forward months. The recent
period of low prices is expected to reduce investments in new
projects and to reduce output, since it may render some production unprofitable. In addition, the economic benefits of low
oil prices are expected to spur demand, particularly in the
transportation sector. However, this will be accompanied by
the continued significant increase in production in non-OPEC
countries (including unconventional productiontight oil
and oil sandsin North America), which could actually more
than offset the increase in demand in 2015 and 2016.
CEO Letter
Report of the Supervisory Board
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Consolidated Financial Statements
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Tables and Explanations
Power prices for 2015 and 2016 in the United Kingdom will
depend increasingly on developments in the gas market and
on the increase in the carbon tax. The anticipated effects of
the tax are that power imports from continental Europe will
continue to rise and that domestic power production will come
under increasing pressure.
In the near term, prices on the Nordic power market will
continue to depend primarily on the weather and therefore on
water reservoir levels. In the long term, the ongoing expansion
of renewables will be a decisive factor. The expectation remains
that it will put significant downward pressure on prices. The
commissioning of the NordBalt cable between Sweden and
Lithuania in 2016 is expected to result in closer price coupling
between the Nordic and Baltic markets and higher net exports
from the former to the latter.
Our power production for 2015 and 2016 is already almost
completely hedged. Our hedging practices will, over time,
serve to increase the hedge rate of subsequent years. As an
example, the graph below shows the hedge rate for our Central and North European outright portfolio, which essentially
consists of our non-fossil power production from nuclear and
hydro assets.
European Outright Portfolio
Range of hedged generation
Central Europe
Nordic
Percentages
2015
2016
2017
0
10
20
30
40
50
60
70
80
90 100
Employees
The number of employees in the E.ON Group (excluding
apprentices and board members/managing directors) will
decline by year-end 2015 due to the continued implementation of E.ON 2.0.
57
58
Forecast Report
inbillions
2014
Generation
significantly below
2.2
slightly below
1.5
Global Commodities
significantly above
significantly below
1.1
Germany
significantly above
1.8
on par
1.7
Other EU Countries
Non-EU Countries
Total
1Adjusted
EBITDA1
Renewables
We expect Exploration & Productions 2015 EBITDA to be significantly below the prior-year figure due to lower commodity
prices and adverse currency-translation effects along with
normal production declines at our gas fields in the North Sea.
significantly below
0.4
7.0 7.6
8.3
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Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Planned Investments
Our medium-term plan calls for investments of 4.3 billion in
2015. The main geographic focus of our investments will continue to be Germany, where they will go primarily toward the
maintenance and expansion of our power and gas infrastructure
and toward renewable and conventional power generation.
Investments: 2015 Plan
inbillions
Percentages
Generation
0.6
14
Renewables
1.2
28
Global Commodities
0.1
0.2
Germany
0.8
19
Other EU Countries
1.1
26
Non-EU Countries
0.2
Group Management/Consolidation
0.1
Total
4.3
100
This Combined Group Management Report contains certain forward-looking statements based on E.ON managements current assumptions and forecasts and other currently available
information. Various known and unknown risks, uncertainties, and other factors could lead to material differences between E.ONs actual future results, financial situation, development
or performance and the estimates given here. E.ON assumes no liability whatsoever to update these forward-looking statements or to conform them to future events or developments.
59
60
Risk Report
E.ON SE
Board of Management
Audit Report
Internal Audit
Quarterly KonTraG Risk
Reporting
Audits
Earnings Report/
Medium-Term Planning
Market Risks
Operational Risks
External Risks
Additional Separate
Reports on E.ON Group
Commodity and Credit
Risks
Strategic Risks
Technological Risks
Counterparty Risks
Renewables
Global
Commodities
Exploration
& Production
Our risk management system consists of a number of components that are embedded into E.ONs entire organizational
structure and processes. As a result, our risk management
system is an integral part of our business and decision-making
processes. The key components of our risk management system include our Group-wide guidelines and reporting systems;
our standardized Group-wide strategy, planning, and controlling
processes; Internal Audit activities; the separate Group-wide
risk reporting conducted pursuant to the Corporate Sector
Control and Transparency Act (KonTraG); and the establishment
of risk committees. Our risk management system reflects
industry best practice and is designed to enable management
Germany
Other EU
Countries
Non-EU
Countries
Group
Management/
Consolidation
to recognize risks early and to take the necessary countermeasures in a timely manner. We continually review our
Group-wide planning, controlling, and reporting processes to
ensure that they remain effective and efficient. As required
by law, the effectiveness of our risk management system is
reviewed regularly by Internal Audit. Our risk management
system encompasses all fully consolidated E.ON Group companies and all companies accounted for using the equity
method whose book value exceeds 50 million.
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Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Risk Committee
In compliance with the provisions of Section 91, Paragraph 2,
of the German Stock Corporation Act relating to the establishment of a risk-monitoring and early warning system, the E.ON
Group has a Risk Committee. The Risk Committee, with support from relevant divisions and departments of E.ON SE and
E.ON Global Commodities SE, ensures that the risk strategy
defined by the Board of Management, principally the commodity
and credit risk strategy, is implemented, complied with, and
further developed.
have factored the operational and financial effects of environmental risks into our emergency plan. They are part of
acatalog of crisis and system-failure scenarios prepared for
the Group by our incident and crisis management team.
Furthermore, the following are among the comprehensive
measures we take to address technological risks:
systematic employee training, advanced training, and
qualification programs
further refinement of our production procedures, processes, and technologies
regular facility and network maintenance and inspection
company guidelines as well as work and process instructions
quality management, control, and assurance
project, environmental, and deterioration management
crisis-prevention measures and emergency planning.
Should an accident occur despite the measures we take, we
have a reasonable level of insurance coverage.
We engage in intensive and constructive dialog with government agencies and policymakers in order to manage the risks
resulting from the E.ON Groups policy, legal, and regulatory
environment. Furthermore, we strive to conduct proper project
management so as to identify early and minimize the risks
attending our new-build projects.
We attempt to minimize the operational risks of legal proceedings and ongoing planning processes by managing them appropriately and by designing appropriate contracts beforehand.
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Risk Report
High
Intermediate
Low
35
External risks
Technological
risks
37
Operational
risks
19
15
Market risks
Strategic risks
Counterparty
risks
3 11
4 2
2 2 2
2 3
4 1
10
20
30
40
50
Risk Situation
Our IT-based system for reporting risks and opportunities has
the following risk categories: market risks (commodity-price,
margin, market-liquidity, foreign-exchange, and interest-rate
risks), operational risks (IT, process, and personnel risks), external risks (policy and legal risks, regulatory risks, risks from
public consents processes, risks from long-term market developments, and reputation risks), strategic risks (risks resulting
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
External Risks
The political, legal, and regulatory environment in which the
E.ON Group does business is also a source of external risks.
Changes to this environment can lead to considerable uncertainty with regard to planning.
Generation
E.ON is building a hard-coal-fired power plant in Datteln,
Germany (Datteln 4). The plant is designed to have a net
electric capacity of about 1,055 MW. E.ON has invested more
than 1 billion in the project so far. The Mnster Superior
Administrative Court issued a ruling declaring void the City of
Dattelns land-use plan. This ruling was subsequently upheld
by the Federal Administrative Court in Leipzig. Consequently,
a new planning process was conducted to reestablish a reliable planning basis for Datteln 4. The new construction plan
and the amended land-use plan took effect on September 1,
2014. In view of the upcoming consents process, the current
policy environment, and pending and anticipated lawsuits,
we currently anticipate additional delays relative to Datteln
4s originally planned date of commissioning. We continue to
anticipate that Datteln 4 will become operational. In principle,
these types of risks also attend our other power and gas newbuild and conversion projects.
In response to requests from three federal states (SchleswigHolstein, Hesse, and Rhineland-Palatinate), the Bundestag,
the upper house of Germanys parliament, again thoroughly
debated issues relating to the financial security of the provisions for the asset-retirement obligations for the dismantling
of nuclear power stations and the final storage of radioactive
waste. The result was to instruct the German federal government to increase the transparency requirements for the
allocation of provisions to individual nuclear power stations
and their use and to subject the amount of the provisions to
an independent audit.
The Site Selection Act (Standortauswahlgesetz, or StandAG)
took effect in its entirety on January 1, 2014. Along with the
search for an alternative site, it calls for the study of Gorleben
to be suspended. Effective the date the StandAG entered
effect, Gorleben is to remain open but be frozen in its current
state as of the most recent study and/or partially dismantled.
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Risk Report
Global Commodities
E.ON Global Commodities obtains most of the natural gas it
delivers to customers in and outside Germany pursuant to
long-term supply contracts with producers in Russia, Germany,
the Netherlands, and Norway. In addition to procuring gas
ona long-term, contractually secured basis, E.ON Global Commodities is active at various gas trading markets in Europe.
Because liquidity at these markets has increased considerably,
they represent a significant additional procurement source.
E.ON Global Commodities therefore has a highly diversified
gas procurement portfolio. Nevertheless, it faces a risk of
supply interruptions from individual procurement sources
resulting, for example, from technical problems at production
facilities or in the transmission system or other restrictions
that may affect transit. Such events are outside E.ON Global
Commodities control.
Germany
The E.ON Groups operations subject it to certain risks relating
to legal proceedings, ongoing planning processes, and regulatory changes. These risks relate mainly to legal actions and
proceedings concerning contract and price adjustments to
reflect market dislocations or (including as a consequence of
the transformation of Germanys energy system) an altered
business climate in the power and gas business, price increases,
alleged market-sharing agreements, and anticompetitive
practices. The legal proceedings concerning price increases
include legal actions to demand repayment of the increase
differential in conjunction with court rulings that certain
price-adjustment clauses used in the special-customer segment in years past are invalid. Rulings by Germanys Federal
Court of Justice (FCJ) have increased these risks industrywide. To reduce future risks E.ON uses amended price-adjustment clauses. Additional risks result from a ruling issued by
the European Court of Justice (ECJ) on October 23, 2014,
thatGermanys Basic Supply Ordinances for Power and Gas
(Grundversorgungsverordnungen) are in violation of EU law.
The FCJ must now rule on the violations consequences for
German law. It is expected to issue this ruling in 2015. E.ON is
not a party to these submissions, although it will be affected
by the FCJs ruling, as will all companies in the industry.
Amended Basic Supply Ordinances for Power and Gas took
effect on October 30, 2014. This increases the risk that price
changes will result in tariff customers switching suppliers.
E.ON is involved in arbitration and legal proceedings with
anumber of large customers concerning contract and price
adjustments to reflect a business environment altered by
market dislocations. In some of these proceedings the customers are contesting the validity of price-adjustment clauses
and the validity of the contracts as a whole. The FCJ ruled on
May 14, 2014, that oil-indexed gas price clauses are a valid
business practice, thereby resolving an important point of
contention with large customers.
The awarding of network concessions for power and gas is
extremely competitive in Germany. This creates a risk of losing
concessions, particularly in urban areas with good infrastructures. There are strong indications that Germany may pass
legislation this year to change the modalities of how a network
is relinquished after a network concession has been lost. This
could make competition even keener.
As part of its review of E.ON network operators equality
reports, in 2014 the German Federal Network Agency (known
by its German acronym, BNetzA) indicated that it views the
companies setup (network operators having stakes in generation companies and municipal utilities) as incompatible
with unbundling requirements. The network operators disagreed with this viewpoint in writing. The discussions with
the BNetzA continue.
The second incentive-regulation period began in 2013 for E.ON
gas network operators and in 2014 for E.ON power network
operators in Germany. The BNetzA has released the results of
the cost review and efficiency benchmarks. The administrative
process for setting the revenue caps for E.ON gas network
operators is formally completed. The BNetzA has set the revenue caps for all E.ON power network operators except one,
and these caps have already taken legal effect.
On January 21, 2015, the BNetzA submitted to the Federal
Ministry for Economic Affairs and made public its report evaluating the Incentive Regulation Ordinance. The report will
serve as one of the bases for amendments to the ordinance,
which the Federal Ministry for Economic Affairs announced
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Other EU Countries
In view of the current economic and financial crisis in many
EU member states, policy and regulatory intervention (such as
additional taxes, price moratoriums, and changes to support
schemes for renewables) is becoming increasingly apparent.
Such intervention could pose a risk to E.ONs operations in
these countries. In particular, the refinancing situation of many
European countries could have a direct impact on the E.ON
Groups cost of capital. So-called Robin Hood taxes in Hungary
are an example of such intervention.
Non-EU Countries
ENEVA S.A., our joint venture in Brazil, filed for creditor protection in early December 2014. Going forward, the successful
financial restructuring of its holding company and the stable
operation of its power stations are its primary objectives. Our
operations in Turkey could face risks resulting from the countrys
general macroeconomic development and regulatory environment, including the liberalization process.
Currently, the crisis in Ukraine has not yet affected our ability
to supply our customers with gas. At this time our activities
in Russia continue to operate according to plan. However, we
cannot entirely rule out the possibility that they could be
adversely affected by a further deterioration of the political
and macroeconomic situation. Currently, though, there are
no specific policy decisions that would have measurable negative consequences.
E.ON Group
The new EU energy efficiency directive took effect in December 2012. Among other provisions, it obliges all energy distributors and energy retailers to achieve, between 2014 and
2020, annual savings of 1.5 percent on the amount of energy
they sell to their customers. However, member states have the
option of replacing this provision with alternative measures
that achieve a comparable effect. The other provisions afford
member states a similar degree of flexibility. Consequently,
how the directive is transposed into national law is of particular significance and could pose risks for our regional units.
All companies that are not small or medium-sized enterprises
face a financial risk because they are obligated to conduct
energy audits by the end of 2015. Not all member states have
finalized the standards and rules for such audits. Moreover,
the capacity for conducting such audits or certifying alternative management systems is limited. Most member states
transposed the directive into national law in 2014. Although
the increasing efforts to enhance energy efficiency in all
European energy markets create sales-volume risks for E.ON,
they also create new sales opportunities by enlarging the
market for energy-service businesses.
In the context of discussions about Europes ability to meet
its long-term climate-protection targets for 2050, adjustments
to European emissions-trading legislation are under consideration. A first step was taken when it was agreed to reduce
the number of carbon allowances available during the current
phase of the EU Emissions Trading Scheme (ETS), which ends
in 2020. Policymakers are also discussing whether to introduce
amarket stability reserve, whose purpose would likewise be
to reduce the number of carbon allowances available during
the current phase. They hope that reducing the number of
allowances will lead to higher carbon prices, which would
create additional incentives for investments in climate-friendly
generating capacity. The risks of potentially higher carbon
prices for E.ONs current fossil-fueled generation portfolio in
the EU can only be assessed when greater clarity exists about
what ETS reform measures will be taken.
In mid-June the European Network of Transmission System
Operators for Electricity (ENTSO-E) finalized draft EU-wide
network codes that set minimum technical requirements
forconnecting generating facilities to distribution and transmission systems. The codes could increase requirements for
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Risk Report
Reputation Risks
Events and discussions regarding nuclear power and energy
prices affect the reputation of all large energy suppliers. This is
particularly the case in Germany. As a large corporation whose
stock is part of the DAX 30 blue-chip index, E.ON is especially
prominent in Germany and is almost always mentioned during
public discussions of controversial energy-policy issues.
That is why communicating clearly, seeking out opportunities
for dialog, and engaging with our key stakeholders are so
important. They are the foundation for earning credibility and
an open ear for our viewpoints. Revised stakeholder-management processes we implemented in 2013 will help us achieve
these aims. It is important that we act responsibly along our
entire value chain and that we communicate consistently,
enhance the dialog, and maintain good relationships with our
key stakeholders. We actively consider environmental, social,
and corporate-governance issues. These efforts support our
business decisions and our public relations. Our objective is to
minimize our reputation risks and garner public support so
that we can continue to operate our business successfully.
Technological Risks
Technologically complex production facilities are used in the
production and distribution of energy. Germanys Renewable
Energy Law is resulting in an increase in decentralized feed-in,
which creates the need for additional expansion of the distribution network. On a regional level, the increase in decentralized feed-in (primarily from renewables) has led to a shift
in load flows. Our operations in and outside Germany could
experience unanticipated operational or other problems leading to a power failure or shutdown. Operational failures or
extended production stoppages of facilities or components of
facilities (including new-build projects) as well as environmental damage could negatively impact our earnings, affect our
cost situation, and/or result in the imposition of fines. In addition, problems with the development of new gas fields could
lead to lower-than-expected earnings.
We could also be subject to environmental liabilities associated
with our power generation operations that could materially
and adversely affect our business. In addition, new or amended
environmental laws and regulations may result in material
increases in our costs.
Climate change has become a central risk factor. For example,
E.ONs operations could be adversely affected by the absence
of precipitation or above-average temperatures that reduce
the cooling efficiency of our generation assets and may make
it necessary to shut them down. Extreme weather or longterm climatic change could also affect wind power generation.
Alongside risks to our energy production, there are also risks
that could lead to the disruption of offsite activities, such as
transportation, communications, water supply, waste removal,
and so forth. Increasingly, our investors and customers expect
us to play an active leadership role in environmental issues
like climate change and water conservation. Our failure to meet
these expectations could increase the risk to our business
byreducing the capital markets willingness to invest in our
company and the publics trust in our brand.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Operational Risiks
The operational and strategic management of the E.ON Group
relies heavily on complex information technology. We outsourced our IT infrastructure to an external service provider
in 2011. Among our IT risks are the unauthorized access to
data, the misuse of data, and data loss.
In addition, our operating business potentially faces risks
resulting from human error and employee turnover.
Market Risks
Our units operate in an international market environment
that is characterized by general risks relating to the business
cycle. In addition, the entry of new suppliers into the marketplace along with more aggressive tactics by existing market
participants has created a keener competitive environment
for our electricity business in and outside Germany which
could reduce our margins. Our Global Commodities unit continues to face considerable competitive pressure in its gas
business. Competition in the gas market and increasing trading
volumes at virtual trading points and gas exchanges could
result in considerable volume risks for natural gas purchased
under long-term take-or-pay contracts. In addition, the farreaching dislocations on Germanys wholesale gas markets in
recent years have led to considerable price risks between the
purchase and sales side. Generally, long-term gas procurement
contracts between producers and importers include the possibility of adjusting them to reflect continually changing market conditions. On this basis, we conduct ongoing, intensive
negotiations with our producers.
In addition, our Global Commodities unit has booked LNG
regasification capacity in the Netherlands and the United
Kingdom well into the future, resulting in payment obligations
through 2031 and 2029, respectively. A deterioration of the
economic situation, a decline in LNG available for the Northwest European market, and/or a decline in demand could
result in a lower utilization of regasification capacity than
originally planned.
The demand for electric power and natural gas is seasonal,
with our operations generally experiencing higher demand
during the cold-weather months of October through March
and lower demand during the warm-weather months of April
through September. As a result of these seasonal patterns,
our sales and results of operations are higher in the first and
fourth quarters and lower in the second and third quarters.
Sales and results of operations for all of our energy operations
can be negatively affected by periods of unseasonably warm
weather during the autumn and winter months. Our units in
Scandinavia could be negatively affected by a lack of precipitation, which could lead to a decline in hydroelectric generation.
We expect seasonal and weather-related fluctuations in sales
and results of operations to continue.
The E.ON Groups business operations are exposed to commodity price risks. We mainly use electricity, gas, coal, carbonallowance, and oil price hedging transactions to limit our
exposure to risks resulting from price fluctuations, to optimize
systems, to conduct load balancing, and to lock in margins.
E.ONs international business operations expose it to risks
from currency fluctuation. One form of this risk is transaction
risk, which occurs when payments are made in a currency
other than E.ONs functional currency. Another form of risk is
translation risk, which occurs when currency fluctuations
lead to accounting effects when assets/liabilities and income/
expenses of E.ON companies outside the euro zone are translated into euros and entered into our Consolidated Financial
Statements. Currency-translation risk results mainly from
transactions denominated in U.S. dollars, pounds sterling,
Swedish kronor, Russian rubles, Norwegian kroner, Hungarian
forints, Brazilian reals, and Turkish lira.
E.ON faces earnings risks from financial liabilities and interest
derivatives that are based on variable interest rates.
In addition, E.ON also faces risks from price changes and losses
on the current and non-current investments it makes to
cover its non-current obligations, particularly pension and
asset-retirement obligations.
Declining discount rates could lead to increased provisions
for pensions and asset-retirement obligations. This poses an
earnings risk for E.ON.
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Risk Report
Strategic Risks
As part of the new strategic course we set in November 2014,
E.ON SE will focus on renewables, energy networks, and customer solutions and will transfer its conventional generation,
global energy trading, exploration and production businesses
to a new, independent company and spin off a majority stake
in the New Company to E.ON shareholders. In 2015 we will take
the preparatory steps for the New Companys public listing.
These include making organizational changes to form two
companies that are independent of each other. In particular, the
following potential risks attend this process: delays in the
preparations for, or the implementation of, the organizational
separation and/or the public listing; higher-than-anticipated
implementation costs; an adverse impact on ongoing business
operations.
Our business strategy involves acquisitions and investments
in our core business as well as disposals. This strategy depends
in part on our ability to successfully identify, acquire, and
integrate companies that enhance, on acceptable terms, our
energy business. In order to obtain the necessary approvals
for acquisitions, we may be required to divest other parts of
our business or to make concessions or undertakings that
materially affect our business. In addition, there can be no
assurance that we will be able to achieve the returns we
expect from any acquisition or investment. For example, we
may fail to retain key employees; may be unable to successfully integrate new businesses with our existing businesses;
may incorrectly judge expected cost savings, operating profits,
or future market trends and regulatory changes; or may spend
more on the acquisition, integration, and operation of new
businesses than anticipated. Furthermore, investments and
acquisitions in new geographic areas or lines of business
require us to become familiar with new sales markets and
competitors and to address the attending business risks.
In the case of planned disposals, E.ON faces the risk of disposals not taking place or being delayed and the risk that E.ON
receives lower-than-anticipated disposal proceeds. In such
Counterparty Risks
E.ON is exposed to credit risk in its operating activities and
through the use of financial instruments. Credit risk results
from non-delivery or partial delivery by a counterparty of the
agreed consideration for services rendered, from total or
partial failure to make payments owing on existing accounts
receivable, and from replacement risks in open transactions.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Opportunity Report
We conduct a bottom-up process at half-yearly intervals (at
the end of the second and fourth quarters) in which the lead
companies of our units in and outside Germany as well as
certain E.ON SE departments follow Group-wide guidelines to
identify and report opportunities that they deem sufficiently
concrete and substantial. An opportunity is substantial within
the meaning of our guidelines if it could have a significant
positive effect on the asset, financial, or earnings situation of
E.ON companies and/or segments.
The reactor accident in Fukushima led the political parties
inGermanys coalition government to reverse their policy
regarding nuclear energy. After extending the operating lives of
nuclear power plants (NPPs) in the fall of 2010 in line with
the stipulations of that governments coalition agreement, the
federal government rescinded the extensions in the thirteenth
amended version of Germanys Atomic Energy Act (the Act)
and established a number of stricter rules. E.ON considers the
nuclear phaseout, under the current legislation, to be irreconcilable with our constitutionally protected right to property
and right to operate a business. It is our view that such an
intervention is unconstitutional unless compensation is granted
for the rights so deprived and for the resulting stranded assets.
Consequently, in mid-November 2011 E.ON filed a constitutional
complaint against the thirteenth amendment of the Act to
Germanys Federal Constitutional Court in Karlsruhe. We believe
that the nuclear-fuel tax contravenes Germanys constitution
and European law. E.ON is therefore instituting administrative
proceedings and taking legal action against the tax as well.
Our view was affirmed by the Hamburg Fiscal Court and the
Munich Fiscal Court. After the Federal Fiscal Court overturned
the suspension of the tax, the matter now awaits conclusive
adjudication by the Federal Constitutional Court and the European Court of Justice.
E.ON has filed a suit for damages against the states of Lower
Saxony and Bavaria and against the Federal Republic of
Germany for the nuclear-energy moratorium that was ordered
following the reactor accident in Fukushima. The suit, which
was filed with the Hanover State Court, seeks approximately
380 million in damages which E.ON incurred when, in March
2011, Unterweser and Isar 1 NPPs were required to temporarily
suspend operations for several months until the thirteenth
amended version of the Atomic Energy Act, which specifies the
modalities for Germanys accelerated phaseout of nuclear
energy, took effect.
Changes in our regulatory environment could create opportunities. Market developments could also have a positive impact
on our business. Such factors include wholesale and retail price
developments and higher customer churn rates.
The EU internal energy market was supposed to be completed
in 2014 and serve as the first step towards a long-term European energy strategy. Nevertheless, many member states are
pursuing their own agenda, aspects of which are not compatible with EU policy objectives. An example of this is the different approaches member states are taking with regard to
capacity markets. We believe that European market integration is currently being accompanied by the development of
markets that have strong national orientation. This could lead
to a situation in which E.ON, which operates across Europe,
can look for new opportunities in a fragmented regulatory
environment.
Positive developments in foreign-currency rates and market
prices for commodities (electricity, natural gas, coal, oil, and
carbon) can create opportunities for our operating business.
Periods of exceptionally cold weathervery low average temperatures or extreme daily lowsin the fall and winter months
can create opportunities for us to meet higher demand for
electricity and natural gas.
We combined our European trading operations at the start
of2008. This enables us to seize opportunities created by the
increasing integration of European power and gas markets
and of commodity markets, which are already global in scope.
For example, in view of market developments in the United
Kingdom and Continental Europe, trading at European gas hubs
can create additional sales and procurement opportunities.
In addition, the ongoing optimization of gas transport and
storage rights and of the availability and utilization of our
power and gas facilities (shorter project timelines or shorter
facility outages) could yield opportunities.
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General Principles
We apply Section 315a (1) of the German Commercial Code and
prepare our Consolidated Financial Statements in accordance
with International Financial Reporting Standards (IFRS) and
the interpretations of the International Financial Reporting
Interpretations Committee that were adopted by the European
Commission for use in the EU as of the end of the fiscal year
and whose application was mandatory as of the balance-sheet
date (see Note 1 to the Consolidated Financial Statements).
Our global units and certain of our regional units are our IFRS
reportable segments.
E.ON SE prepares its Financial Statements in accordance with
the German Commercial Code, the SE Ordinance (in conjunction
with the German Stock Corporation Act), and the German
Energy Act.
Accounting Process
Internal controls are an integral part of our accounting processes. Guidelines, called Internal_Controls@E.ON, define
uniform financial-reporting requirements and procedures for
the entire E.ON Group. These guidelines encompass a definition of the guidelines scope of application; a Risk Catalog
(ICS Model); standards for establishing, documenting, and
evaluating internal controls; a Catalog of ICS Principles; a
description of the test activities of our Internal Audit division;
and a description of the final Sign-Off process. We believe
that compliance with these rules provides sufficient certainty
to prevent error or fraud from resulting in material misrepresentations in the Consolidated Financial Statements, the
Combined Group Management Report, and the Interim Reports.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
COSO Framework
Our internal control system is based on the globally recognized COSO framework, in the version published in May 2013
(COSO: The Committee of Sponsoring Organizations of the
Treadway Commission). The Central Risk Catalog (ICS Model),
which encompasses company- and industry-specific aspects,
defines possible risks for accounting (financial reporting) in
the functional areas of our units and thus serves as a check
list and provides guidance for the establishment and documentation of internal controls.
The Catalog of ICS Principles is a key component of our internal
control system, defining the minimum requirements for the
system to function. It encompasses overarching principles for
matters such as authorization, segregation of duties, and
master data management as well as specific requirements for
managing risks in a range of issue areas and processes, such
as accounting, financial reporting, communications, planning
and controlling, and risk management.
Sign-Off Process
The final step of the internal evaluation process is the submission of a formal written declaration called a Sign-Off
confirming the effectiveness of the internal control system.
The Sign-Off process is conducted at all levels of the Group
before it is conducted by the global and regional units and,
finally, for the Group as a whole, by E.ON SE. The Chairman
ofthe E.ON SE Board of Management and the Chief Financial
Officer make the final Sign-Off for the E.ON Group.
Internal Audit regularly informs the E.ON SE Supervisory
Boards Audit and Risk Committee about the internal control
system for financial reporting and any significant issue areas
it identifies in the E.ON Groups various processes.
Scope
Each year, we conduct a process using qualitative criteria and
quantitative materiality metrics to define which E.ON units
must document and evaluate their financial-reporting-related
processes and controls in a central documentation system.
Assessment
After E.ON units have documented their processes and controls,
the individual process owners conduct an annual assessment
of the design and the operational effectiveness of the processes as well as the controls embedded in these processes.
General IT Controls
An E.ON unit called E.ON Business Services and external service providers provide IT services for the majority of the units
at the E.ON Group. The effectiveness of the automated controls
in the standard accounting software systems and in key additional applications depends to a considerable degree on the
proper functioning of IT systems. Consequently, IT controls
are embedded in our documentation system. These controls
primarily involve ensuring the proper functioning of accesscontrol mechanisms of systems and applications, of daily IT
operations (such as emergency measures), of the program
change process, and of E.ON SEs central consolidation system.
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CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
These authorizations may be utilized on one or several occasions, in whole or in partial amounts, in pursuit of one or
more objectives by the Company and also by affiliated companies or by third parties for the Companys account or its
affiliates account.
These authorizations may be utilized on one or several occasions, in whole or in partial amounts, separately or collectively
by the Company and also by Group companies or by third
parties for the Companys account or its affiliates account.
In addition, the Board of Management is authorized to cancel
treasury shares, without such cancellation or its implementation requiring an additional resolution by the Shareholders
Meeting.
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In each case, the Board of Management will inform the Shareholders Meeting about the reasons for and the purpose of
the acquisition of treasury shares, the number of treasury
shares acquired, the amount of the registered share capital
attributable to them, the portion of the registered share capital represented by them, and their equivalent value.
At the Annual Shareholders Meeting of May 3, 2012, shareholders approved a conditional increase of the capital stock
(with the option to exclude shareholders subscription rights) in
the amount of 175 million, which is authorized until May 2,
2017. The conditional capital increase will be implemented
only to the extent required to fulfill the obligations arising on
the exercise by holders of option or conversion rights, and
those arising from compliance with the mandatory conversion
of bonds with conversion or option rights, profit participation
rights and income bonds that have been issued or guaranteed
by E.ON SE or a Group company of E.ON SE as defined by
Section 18 AktG, and to the extent that no cash settlement has
been granted in lieu of conversion and no E.ON SE treasury
shares or shares of another listed company have been used
to service the rights. However, this conditional capital increase
only applies up to the amount and number of shares in which
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Transparent Management
Transparency is a high priority of E.ON SEs Board of Management and Supervisory Board. Our shareholders, all capital
market participants, financial analysts, shareholder associations,
and the media regularly receive up-to-date information about
the situation of, and any material changes to, the Company.
We primarily use the Internet to help ensure that all investors
have equal access to comprehensive and timely information
about the Company.
E.ON SE issues reports about its situation and earnings by
the following means:
Interim Reports
Annual Report
Annual press conference
Press releases
Telephone conferences held on release of the quarterly
Interim Reports and the Annual Report
Numerous events for financial analysts in and outside
Germany.
A financial calendar lists the dates on which the Companys
financial reports are released.
In addition to the Companys periodic financial reports, the
Company issues ad hoc statements when events or changes
occur at E.ON SE that could have a significant impact on the
price of E.ON stock.
The financial calendar and ad hoc statements are available
on the Internet at www.eon.com.
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Directors Dealings
Persons with executive responsibilities, in particular members
of E.ON SEs Board of Management and Supervisory Board, and
persons closely related to them, must disclose their dealings
in E.ON stock or in related financial instruments pursuant to
Section 15a of the German Securities Trading Act. Such dealings
that took place in 2014 have been disclosed on the Internet at
www.eon.com. As of December 31, 2014, there was no ownership interest subject to disclosure pursuant to Item 6.3 of the
German Corporate Governance Code.
Integrity
Our actions are grounded in integrity and a respect for the law.
The basis for this is the Code of Conduct established by the
Board of Management and confirmed in 2013. It emphasizes
that all employees must comply with laws and regulations and
with Company policies. These relate to dealing with business
partners, third parties, and government institutions, particularly
with regard to antitrust law, the granting and accepting of
benefits, the involvement of intermediaries, and the selection
of suppliers and service providers. Other rules address issues
such as the avoidance of conflicts of interest (such as the prohibition to compete, secondary employment, material financial
investments) and handling company information, property,
and resources. The policies and procedures of our compliance
organization ensure the investigation, evaluation, cessation, and
punishment of reported violations by the appropriate Compliance Officers and the E.ON Groups Chief Compliance Officer.
Violations of the Code of Conduct can also be reported
anonymously (for example, by means of a whistleblower report).
The Code of Conduct is published on www.eon.com.
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member is selected by a German trade union that is represented at E.ON SE or one of its subsidiaries in Germany. Persons are not eligible as Supervisory Board members if they:
A Risk Committee ensures the correct application and implementation of the legal requirements of Section 91 of the
German Stock Corporation Act (AktG). This committee monitors
the E.ON Groups risk situation and its risk-bearing capacity
and devotes particular attention to the early-warning system
to ensure the early identification of going-concern risks to
avoid developments that could potentially threaten the Groups
continued existence. In collaboration with relevant departments,
the committee ensures and refines the implementation of,
and compliance with, the reporting policies enacted by the
Board of Management with regard to commodity risks, credit
risks, and opportunities and risks pursuant to Germanys
Corporate Sector Control and Transparency Act (KonTraG).
Supervisory Board
The E.ON SE Supervisory Board has twelve members and, in
accordance with the Companys Articles of Association, is
composed of an equal number of shareholder and employee
representatives. The shareholder representatives are elected
by the shareholders at the Annual Shareholders Meeting; the
Supervisory Board nominates candidates for this purpose.
Pursuant to the agreement regarding employees involvement
in E.ON SE, the other six members of the Supervisory Board
are appointed by the SE Works Council, with the proviso that
at least three different countries are represented and one
77
78
Executive Committee
Werner Wenning
4/4
5/5
7/7
5/5
4/4
5/5
Erhard Ott
4/4
5/5
2/2
4/4
Eugen-Gheorghe Luha1
4/4
3/3
Ren Obermann
4/4
3/4
6/7
Eberhard Schomburg
4/4
5/5
7/7
Fred Schulz
4/4
5/5
4/4
5/5
4/4
7/7
2/2
2/2
1Member
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80
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Bonus
(annual) 27%
Bonus
(multi-year) 13%
Long-term incentive
(Share Matching Plan) 30%
1Not
The following graphic provides an overview of the compensation plan for Board of Management members:
Share
Matching
Plan
Performance
Matching
Granting of virtual
shares based on
return on capital
Base Matching
Granting of
virtual shares
1/3:
LTI component
Transferred into
virtual shares
2/3:
STI component
Paid out
Bonus
Base salary
81
82
Fixed Compensation
Board of Management members receive their fixed compensation in twelve monthly payments.
Board of Management members receive a number of contractual fringe benefits, including the use of a chauffeur-driven
company car. The Company also provides them with the necessary telecommunications equipment, covers costs that
include those for an annual medical examination, and pays
the premium for an accident insurance policy.
Performance-Based Compensation
Since 2010 more than 60 percent of Board of Management
members long-term variable compensation depends on the
achievement of long-term targets, ensuring that the variable
Annual Bonus
The annual bonus mechanism consists of two components:
ashort-term incentive component (STI component) and a
long-term incentive component (LTI component). The STI component generally accounts for two-thirds of the annual bonus.
The LTI component accounts for one-third of the annual bonus
to a maximum of 50 percent of the target bonus. The LTI component is not paid out at the conclusion of the financial year
but is instead transferred into virtual shares, which have a
four-year vesting period, based on E.ONs stock price.
The amount of the bonus is determined by the degree to which
certain performance targets are attained. The target-setting
mechanism consists of company performance targets and
individual performance targets:
Bonus Mechanism
Company performance (0200%)
Target attainment
200%
Bonus
(target
bonus)
150%
Bonus (maximum of
Team targets
Individual targets
100%
50%
0%
-30% budget +30% EBITDA
If necessary, adjusted by the Supervisory Board
The metric used for the company target is our EBITDA. The
EBITDA target for a particular financial year is the plan figure
approved by the Supervisory Board. If E.ONs actual EBITDA is
equal to the EBITDA target, this constitutes 100 percent attainment. If it is 30 percentage points or more below the target,
this constitutes zero percent attainment. If it is 30 percentage
points or more above the target, this constitutes 200 percent
attainment. Linear interpolation is used to translate intermediate EBITDA figures into percentages. The Supervisory Board
then evaluates this arithmetically derived figure on the basis
of certain qualitative criteria and, if necessary, adjusts it within
a range of 20 percentage points. The criteria for this qualitative evaluation are the ratio between cost of capital and
EBITDA, a comparison with prior-year EBITDA, and general
market developments. Extraordinary events are not factored
into the determination of target attainment.
1/3:
LTI
component
2/3:
STI component
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Performance
matching
Base
matching
ROACE
4-year
average
in %
Stock price
+
Dividends
1/3: LTI
component
their LTI component. In addition, Board ofManagement members may, depending on the companys performance during
the vesting period, receive performance matching of up to
two additional non-vested virtual shares per share resulting
from base matching. The arithmetical total target value allocated at the start of the vesting period, which begins on
April 1 of the year in which a tranche is allocated, is therefore
the sum of the value of the LTI component, base matching, and
performance matching (depending on the degree of attainment of a predefined company performance target).
For the purpose of performance matching, the company performance metric is E.ONs average ROACE during the four-year
vesting period compared with a target ROACE set in advance
by the Supervisory Board for the entire four-year period at
the time it allocates a new tranche. Extraordinary events are
not factored into the determination of target attainment for
company performance. Depending on the degree of target
attainment for the company performance metric, each virtual
share resulting from base matching may be matched by up
to two additional virtual shares at the end of the vesting
period. If the predetermined company performance target is
fully attained, Board of Management members receive one
additional virtual share for each virtual share resulting from
base matching. Linear interpolation is used to translate intermediate figures.
At the end of the vesting period, the virtual shares held by
Board of Management members are assigned a cash value
based on E.ONs average stock price during the final 60 days
of the vesting period. To each virtual share is then added the
aggregate per-share dividend paid out during the vesting
period. This totalcash value plus dividendsis then paid out.
Payouts are capped at 200 percent of the arithmetical total
target value. In order to introduce the new plan as swiftly as
possible, Board of Management members received virtual
shares in 2013 as part of an interim solution; allocations under
the old Share Performance Plan were not granted.
83
84
Overall Cap
Contribution-Based Plan
In line with the German Corporate Governance Codes recommendation, Board of Management members cash compensation has an overall cap. This means that the sum of the individual compensation components in one year may not exceed
200 percent of the total agreed target compensation, which
consists of base salary, target bonus, and the target allocation
value of long-term variable compensation.
Pension
account
Ca
pit
c
al
on
tr
t
ibu
ion
Pension Entitlements
The Company has agreed to a pension plan based on final salary
for the Board of Management members who were appointed
to the Board of Management before 2010: Dr. Teyssen and
Dr. Reutersberg. Following the end of their service for the Company, these Board of Management members are entitled
toreceive lifelong monthly pension payments in three cases:
reaching the age of 60, permanent incapacitation, and a socalled third pension situation. The provisions of the third pension
situation only apply to Dr. Teyssen. The criteria for this situation
are met if the termination or non-extension of Dr. Teyssens
service agreement is not due to his misconduct or rejection of
an offer of extension that is at least on a par with his existing
service agreement. In the third pension situation, Dr. Teyssen
would receive an early pension as a transitional arrangement
until he reaches the age of 60.
Annual pension payments are initially equal to 60 percent of
a Board of Management members respective last annual
base salary. In the case of additional years of service on the
Board of Management, the payment can increase to a maximum of 70 percent or, in Dr. Teyssens case, 75 percent. The full
amount of any pension entitlements from earlier employment
is offset against these payments. In addition, the pension
plan includes benefits for widows and widowers and for surviving children that are equal to 60 percent and 15 percent,
respectively, of the deceased Board of Management members
pension entitlement. Together, pension payments to a widow
or widower and children may not exceed 100 percent of the
deceased Board of Management members pension.
Members appointed to the Board of Management since 2010
(Dr.-Ing. Birnbaum, Mr. Kildahl, Mr. Schfer, and Mr. Winkel) are
enrolled in the contribution plan E.ON Management Board,
acontribution-based pension plan.
Term in years
The Company makes virtual contributions to Board of Management members pension accounts. The maximum amount of
the annual contributions is a equal to 18 percent of pensionable income (base salary and annual bonus). The annual contribution consists of a fixed base percentage (14 percent) and
amatching contribution (4 percent). The requirement for the
matching contribution to be granted is that the Board of
Management member contributes, at a minimum, the same
amount by having it withheld from his compensation. The
company-funded matching contribution is suspended if and
as long as the E.ON Groups ROACE is less than its cost of
capital for three years in a row. The contributions are capitalized using actuarial principles (based on a standard retirement
age of 62) and placed in Board of Management members
pension accounts. The interest rate used for each year is based
on the return of long-term German treasury notes. At the age
of 62 at the earliest, a Board of Management member (or his
survivors) may choose to have the pension account balance
paid out as a lifelong pension, in installments, or in a lump sum.
Individual Board of Management members actual resulting
pension entitlement cannot be calculated precisely in advance.
It depends on a number of uncertain parameters, in particular
the changes in their individual salary, their total years of
service, the attainment of company targets, and interest rates.
For a Board of Management member enrolled in the plan
atthe age of 50, the company-financed, contribution-based
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86
the long-term portion of the bonus for the 2012 financial year
(see footnote 1 to the table entitled Total Compensation of
the Board of Management) and to changes in the Board of
Managements composition in 2013.
Stock-based Compensation
Value of virtual shares
at time of granting1, 2
Number of virtual
shares granted
Expense3
2014
2013
2014
2013
2014
2013
1,790,082
2,490,000
84,988
139,745
2,112,189
1,686,631
1,048,667
550,000
49,964
27,548
735,355
246,532
871,950
1,200,000
41,902
67,620
991,915
823,973
-95,773
852,420
1,200,000
40,472
67,620
988,427
833,862
858,000
216,667
40,880
8,766
544,499
117,194
-569,363
Jrgen Kildahl
Prof. Dr. Klaus-Dieter Maubach (until March 31, 2013)
-52,255
858,000
737,500
40,880
38,504
671,531
357,188
6,279,119
6,394,167
299,086
349,803
6,043,916
3,347,989
1Consists
of the LTI component (based on the target bonus) for the respective financial year for which at the time of granting no amount can be determined.
adjusted the figures for stock-based compensation for the 2013 financial year in line with the current version of the German Corporate Governance Code, which, unlike
previously, now calls for the target value of the LTI component to be disclosed.
3Expenses in accordance with IFRS 2 for performance rights and virtual shares existing in the 2014 financial year.
2We
87
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Cash value at
December 31
()
()
()
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
75
75
930,000
930,000
1,249,640
1,261,272
606,883
557,940
22,991,882
15,561,093
286,783
163,494
6,376
768,503
163,494
Jrgen Kildahl1
346,559
351,268
43,747
29,555
1,702,035
1,121,712
60
420,000
198,794
55,574
7,326,862
70
70
490,000
490,000
410,247
1,156,390
410,247
356,556
13,188,286
10,519,155
Klaus Schfer1, 2
(since September 1, 2013)
253,183
89,020
100,307
31,242
4,072,393
2,571,968
703,465
120,729
3,114,834
Regine
(until June 30, 2013)
164,690
14,043
837,048
Mike Winkel1, 2
(since April 1, 2013)
207,066
165,895
81,144
57,523
3,756,844
2,080,619
Stachelhaus1
1Contribution
2Cash
88
Bonus
Other compensation
Value of stock-based
compensation
granted2, 3
Total
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
1,240,000
1,240,000
1,221,202
1,759,739
58,542
21,458
1,790,082
2,490,000
4,309,826
5,511,197
800,000
400,000
964,000
341,000
19,211
449,082
1,048,667
550,000
2,831,878
1,740,082
Jrgen Kildahl1
700,000
700,000
572,151
851,951
19,426
32,650
871,950
1,200,000
2,163,527
2,784,601
175,000
80,000
3,095
258,095
700,000
700,000
572,151
865,754
29,529
26,563
852,420
1,200,000
2,154,100
2,792,317
Klaus Schfer
(since September 1, 2013)
700,000
233,333
789,333
186,000
20,800
6,321
858,000
216,667
2,368,133
642,321
675,000
1,224,528
16,863
1,916,391
Regine Stachelhaus
(until June 30, 2013)
350,000
305,000
13,397
668,397
Mike Winkel
(since April 1, 2013)
Total
1The
700,000
525,000
789,333
501,833
25,196
18,516
858,000
737,500
2,372,529
1,782,849
4,840,000
4,998,333
4,908,170
6,115,805
172,704
587,945
6,279,119
6,394,167
16,199,993
18,096,250
bonus for the 2014 financial year includes the final setting of the long-term portion of the bonus for the 2012 financial year. Pursuant to the previous bonus system (see page 86 of
the 2012 Annual Report), this resulted in reductions of 434,398 for Dr. Teyssen, 217,182 for Mr. Kildahl, and 217,182 for Dr. Reutersberg.
target value of stock-based compensation of the second tranche of the E.ON Share Matching Plan was 13.65 per virtual share of E.ON stock.
3The 2013 figure stock-based compensation has been corrected pursuant to the latest version of the Code. Contrary to previous practice, the LTI component is disclosed on the basis of
target value.
2The
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89
Compensation allocated
2013
2014
2014
(min.)
2014
(max.)2, 3
2013
2014
1,240,000
1,240,000
1,240,000
1,240,000
1,240,000
1,240,000
21,458
58,542
58,542
58,542
21,458
58,542
Total
1,261,458
1,298,542
1,298,542
1,298,542
1,261,458
1,298,542
1,260,000
1,260,000
2,835,000
1,610,082
1,655,600
2,490,000
1,790,082
3,580,164
149,657
-434,398
149,657
1,860,000
630,000
1,160,082
630,000
2,320,164
1,260,000
-434,398
Total
5,011,458
4,348,624
1,298,542
7,713,706
3,021,197
2,519,744
Fixed compensation
Fringe benefits
Service cost
Total
1All
703,332
642,757
642,757
642,757
703,332
642,757
5,714,790
4,991,381
1,941,299
8,356,463
3,724,529
3,162,501
the figures previously disclosed in the table entitled Effective Compensation are now disclosed in this table in the format recommended by the Code.
maximum amount disclosed under benefits granted represents the sum of the contractual (individual) caps for the various elements of the compensation of Board of Management members.
overall cap on Board of Management compensation, which was introduced in the 2013 financial year and is described on page 84, applies as well.
2The
3The
90
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
Fixed compensation
400,000
800,000
800,000
800,000
400,000
800,000
Fringe benefits
449,082
19,211
19,211
19,211
449,082
19,211
Total
849,082
819,211
819,211
819,211
849,082
819,211
366,667
733,333
1,650,000
341,000
964,000
550,000
1,048,667
2,097,334
366,667
183,333
682,000
366,667
1,364,000
733,334
1,765,749
2,601,211
819,211
4,566,545
1,190,082
1,783,211
Total
Service cost
Total
163,494
280,407
280,407
280,407
163,494
280,407
1,929,243
2,881,618
1,099,618
4,846,952
1,353,576
2,063,618
Fixed compensation
Fringe benefits
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
700,000
700,000
700,000
700,000
700,000
700,000
32,650
19,426
19,426
19,426
32,650
19,426
Total
732,650
719,426
719,426
719,426
732,650
719,426
600,000
600,000
1,350,000
771,950
789,333
1,200,000
871,950
1,743,900
80,001
-217,182
80,001
900,000
300,000
571,950
300,000
1,143,900
600,000
-217,182
Total
2,532,650
2,191,376
719,426
3,813,326
1,584,601
1,291,577
Service cost
Total
See footnotes on page 89.
321,713
302,812
302,812
302,812
321,713
302,812
2,854,363
2,494,188
1,022,238
4,116,138
1,906,314
1,594,389
91
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Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
700,000
700,000
700,000
700,000
700,000
700,000
26,563
29,529
29,529
29,529
26,563
29,529
Total
726,563
729,529
729,529
729,529
726,563
729,529
600,000
600,000
1,350,000
785,753
789,333
1,200,000
852,420
1,704,840
80,001
-217,182
80,001
900,000
300,000
552,420
300,000
1,104,840
600,000
-217,182
Total
2,526,563
2,181,949
729,529
3,784,369
1,592,317
1,301,680
Fixed compensation
Fringe benefits
Service cost
Total
799,834
799,834
3,326,397
2,181,949
729,529
3,784,369
2,392,151
1,301,680
Fixed compensation
Fringe benefits
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
233,333
700,000
700,000
700,000
233,333
700,000
6,321
20,800
20,800
20,800
6,321
20,800
Total
239,654
720,800
720,800
720,800
239,654
720,800
200,000
600,000
1,350,000
186,000
789,333
216,667
858,000
1,716,000
116,667
100,000
558,000
300,000
1,116,000
600,000
Total
656,321
2,178,800
720,800
3,786,800
425,654
1,510,133
Service cost
Total
See footnotes on page 89.
57,778
152,876
152,876
152,876
57,778
152,876
714,099
2,331,676
873,676
3,939,676
483,432
1,663,009
92
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
525,000
700,000
700,000
700,000
525,000
700,000
18,516
25,196
25,196
25,196
18,516
25,196
Total
543,516
725,196
725,196
725,196
543,516
725,196
450,000
600,000
1,350,000
501,833
789,333
737,500
858,000
1,716,000
512,500
225,000
558,000
300,000
1,116,000
600,000
1,731,016
2,183,196
725,196
3,791,196
1,045,349
1,514,529
Fixed compensation
Fringe benefits
Total
Service cost
Total
108,372
125,922
125,922
125,922
108,372
125,922
1,839,388
2,309,118
851,118
3,917,118
1,153,721
1,640,451
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
175,000
175,000
3,095
3,095
Total
178,095
178,095
225,000
225,000
-145,000
-145,000
403,095
258,095
Fixed compensation
Fringe benefits
143,220
143,220
Total
546,315
401,315
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Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
675,000
675,000
16,863
16,863
Total
691,863
691,863
975,000
1,462,500
-237,972
-237,972
1,666,863
1,916,391
Fixed compensation
Fringe benefits
582,736
582,736
2,249,599
2,499,127
Compensation allocated
2013
2014
2014 (min.)
2014 (max.)
2013
2014
350,000
350,000
13,397
13,397
Total
363,397
363,397
450,000
450,000
-145,000
-145,000
813,397
668,397
Fixed compensation
Fringe benefits
150,647
150,647
Total
964,044
819,044
94
Metric/Parameter
Fixed compensation
Base salary
Fringe benefits
Performance-based compensation
Annual bonus
Possibility of special
compensation
May be awarded, at the Supervisory Boards discretion, for outstanding achievements as part of the
annual bonus as long as the total bonus remains under the cap.
Long-term variable
compensation:
Share Matching Plan
Pension benefits
Final-salary-based benefits1
Lifelong pension payment equaling a maximum of 75 percent of fixed compensation from age of 60
Pension payments for widows and children equaling 60 percent and 15 percent, respectively, of
pension entitlement
Contribution-based benefits
Virtual contributions equaling a maximum of 18 percent of fixed compensation and target bonus
Virtual contributions capitalized using interest rate based on long-term German treasury notes
Payment of pension account balance from age 62 as a lifelong pension, in installments, or in a lump sum
Maximum of two years total compensation or the total compensation for the remainder of the
service agreement
Settlement for change-of-control Settlement equal to two or three target salaries (base salary, target bonus, and fringe benefits),
reduced by 20 percent
Non-compete clause
1For
For six months after termination of service agreement, prorated compensation equal to fixed compensation
and target bonus, at a minimum 60 percent of most recently received compensation
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E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
The Chairman of the Supervisory Board receives fixed compensation of 440,000; the Deputy Chairmen, 320,000. The other
Supervisory Board Compensation
Supervisory Board
compensation
Compensation for
committee duties
Supervisory Board
compensation from
affiliated companies
2014
2013
2014
2013
2014
Werner Wenning
440,000
440,000
320,000
320,000
Erhard Ott
320,000
320,000
70,000
140,000
140,000
Eugen-Gheorghe Luha
140,000
Ren Obermann
Total
2014
2013
440,000
440,000
320,000
320,000
320,000
320,000
70,000
70,000
18,904
228,904
140,000
140,000
140,000
140,000
35,000
175,000
140,000
140,000
140,000
140,000
140,000
140,000
140,000
110,000
110,000
20,070
250,000
270,070
Eberhard Schomburg
140,000
140,000
110,000
110,000
6,730
15,631
256,730
265,631
Fred Schulz
140,000
70,000
18,567
228,567
140,000
140,000
70,000
70,000
210,000
210,000
140,000
140,000
180,000
180,000
320,000
320,000
2013
70,000
140,000
35,000
70,000
105,000
210,000
2,340,000
2,340,000
610,000
610,000
25,297
54,605
2,975,297
3,004,605
158,985
168,738
3,134,282
3,173,343
An expense-based approach was used for Supervisory Board compensation and attendance fees shown for 2013 and 2014.
Other
The Company has taken out D&O insurance for Board of
Management and Supervisory Board members. In accordance
with the German Stock Corporation Act and the German
Corporate Governance Codes recommendation, this insurance
95
96
Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted
our audit in accordance with 317 HGB and German generally
accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprfer (Institute of
Public Auditors in Germany) (IDW) and additionally observed
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Audit Opinion
According to 322 Abs. 3 Satz (sentence) 1 HGB, we state that
our audit of the consolidated financial statements has not led
to any reservations.
In our opinion based on the findings of our audit, the consolidated financial statements comply, in all material respects,
with IFRSs, as adopted by the EU, and the additional requirements of German commercial law pursuant to 315a Abs. 1 HGB
and give a true and fair view of the net assets and financial
position of the Group as at December 31, 2014 as well as the
results of operations for the business year then ended, in
accordance with these requirements.
PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftsprfungsgesellschaft
Markus Dittmann
Wirtschaftsprfer
(German Public Auditor)
Michael Prei
Wirtschaftsprfer
(German Public Auditor)
97
98
Note
2014
113,053
20131
121,452
-1,497
-1,764
(5)
111,556
119,688
-61
-22
(6)
345
364
(7)
10,966
10,681
Cost of materials
(8)
-98,496
-105,719
Personnel costs
(11)
-4,121
-4,604
(14)
-8,667
-5,205
(7)
-11,834
-9,902
Sales
Changes in inventories (finished goods and work in progress)
-273
-210
Income/Loss from continuing operations before financial results and income taxes
-585
5,071
-1,794
16
882
-2,692
-1,992
580
-2,572
Financial results
Income/Loss from equity investments
Income from other securities, interest and similar income
Interest and similar expenses
Income taxes
(9)
(10)
(4)
-576
-718
-2,955
2,361
-175
98
-3,130
-3,160
30
2,459
2,091
368
-1.55
1.05
-0.09
0.05
-1.64
1.10
Net loss/income
Attributable to shareholders of E.ON SE
Attributable to non-controlling interests
in
Earnings per share (attributable to shareholders of E.ON SE)basic and diluted
1Because
(13)
of the initial application of IFRS10 and IFRS11, and to account for the reporting of discontinued operations, the comparative prior-year figures have been adjusted
(see also Notes 2 and 4).
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
20131
Net loss/income
-3,130
2,459
-3,299
504
in millions
Remeasurements of defined benefit plans of companies accounted for under the equity method
-26
-12
Income taxes
943
-260
-2,382
232
-718
-55
-663
112
124
-12
Available-for-sale securities
Unrealized changes
Reclassification adjustments recognized in income
-262
-26
-236
368
531
-163
-2,530
-2,557
27
-1,296
-1,347
51
-27
-27
-972
-628
-344
Income taxes
242
-21
-3,295
-1,809
-5,677
-1,577
-8,807
-8,358
-449
882
604
278
1Because
of the initial application of IFRS 10 and IFRS 11, the comparative prior-year figures have been adjusted (see also Note 2).
totaling 52 million are attributable to discontinued operations (see also Note 4).
2Expenses
99
100
Note
2014
January 1,
20131
20131
Goodwill
(14)
11,812
12,666
Intangible assets
(14)
4,882
6,648
6,931
(14)
41,273
50,083
53,940
(15)
5,009
5,652
4,139
(15)
6,354
1,573
4,781
6,410
1,966
4,444
6,358
1,612
4,746
(17)
3,533
3,550
3,692
(17)
3,947
3,074
3,391
(10)
83
172
123
(10)
6,172
7,325
5,482
83,065
95,580
97,365
4,735
Non-current assets
13,309
Inventories
(16)
3,356
4,147
(17)
1,376
1,654
2,125
(17)
24,311
21,074
24,835
(10)
1,745
1,030
918
Liquid funds
Securities and fixed-term deposits
Restricted cash and cash equivalents
Cash and cash equivalents
(18)
6,067
1,812
1,064
3,191
7,814
2,648
639
4,527
7,046
3,781
449
2,816
(4)
5,770
1,031
5,261
42,625
36,750
44,920
125,690
132,330
142,285
of the initial application of IFRS 10, IFRS 11 and IAS 32, the comparative prior-year figures have been adjusted (see also Note 2).
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
January 1,
20131
Note
Capital stock
(19)
2,001
2,001
2,001
(20)
13,077
13,733
13,740
Retained earnings
(21)
16,842
23,306
23,173
(22)
-4,833
-1,833
-147
Treasury shares
(19)
(23)
Equity
2014
20131
in millions
-2,502
-3,484
-3,505
24,585
33,723
35,262
2,723
3,574
4,445
-595
-659
-583
2,128
2,915
3,862
26,713
36,638
39,124
Financial liabilities
(26)
15,784
18,051
21,766
Operating liabilities
(26)
7,804
6,754
6,616
Income taxes
(10)
2,651
2,317
2,053
(24)
5,574
3,418
4,945
Miscellaneous provisions
(25)
25,802
24,735
24,935
(10)
Non-current liabilities
5,720
7,904
6,781
63,335
63,179
67,096
Financial liabilities
(26)
3,883
4,673
3,620
(26)
24,615
21,457
25,835
Income taxes
(10)
797
1,723
1,393
Miscellaneous provisions
(25)
4,120
4,353
4,020
(4)
2,227
307
1,197
35,642
32,513
36,065
125,690
132,330
142,285
of the initial application of IFRS 10, IFRS 11 and IAS 32, the comparative prior-year figures have been adjusted (see also Note 2).
101
102
2014
20131
-3,130
2,459
175
-98
Depreciation, amortization and impairment of intangible assets and of property, plant and equipment
8,667
5,205
Changes in provisions
1,266
1,312
623
-679
1,089
820
-941
-104
-663
-174
-2,050
-66
-1,821
-163
-1,496
878
1,488
-8,183
-124
4,445
-709
-207
1,332
1,304
-2,292
-846
6,253
6,260
225
189
6,478
6,449
2,551
318
2,233
7,120
574
6,546
Purchases of investments in
Intangible assets and property, plant and equipment
Equity investments
-4,633
-3,994
-639
-7,992
-4,480
-3,512
Proceeds from disposal of securities (> 3 months) and of financial receivables and fixed-term deposits
4,506
5,268
Purchases of securities (> 3 months) and of financial receivables and fixed-term deposits
-5,251
-4,773
-421
-195
-3,248
-572
13
-110
-3,235
-682
-28
-4
-840
-2,097
-199
-233
2,282
1,346
-5,798
-3,008
-4,583
-3,996
-28
-4,611
-3,992
of the initial application of IFRS10 and IFRS11, and to account for the reporting of discontinued operations, the comparative prior-year figures have been adjusted
(see also Notes 2 and 4).
2Additional information on operating cash flow is provided in Notes 29 and 33.
3No material netting has taken place in either of the years presented here. The non-cash financing activity resulting from the scrip dividend is discussed in Notes 19 and 21.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2014
20131
-1,368
1,775
45
-59
4,539
2,823
3,216
4,539
19
25
3,197
4,514
Less: Cash and cash equivalents of discontinued operations at the end of the year
Cash and cash equivalents of continuing operations at the end of the year5
Supplementary Information on Cash Flows from Operating Activities
Income taxes paid (less refunds)
-949
-966
-1,484
-1,297
Interest received
437
543
Dividends received
292
623
Interest paid
1Because
of the initial application of IFRS10 and IFRS11, and to account for the reporting of discontinued operations, the comparative prior-year figures have been adjusted
(see also Notes 2 and 4).
and cash equivalents of continuing operations at the beginning of 2014 also include an amount of 12 million at the Prask plynrensk group, which was disposed of
in the first quarter of 2014. The figure for 2013 includes a combined total of 7 million at E.ON Thringer Energie and at E.ON Energy from Waste, both of which had been
presented as disposal groups.
5Cash and cash equivalents of continuing operations at the end of 2014 also included a combined total of 6 million from the generation activities in Spain and Italy, which
are presented as disposal groups. In 2013, this line included an amount of 12 million at the Prask plynrensk group, which had been presented as a disposal group.
4Cash
103
104
in millions
Balance as of January 1, 2013
Capital stock
Additional
paid-in capital
Retained
earnings
Currency
translation
adjustments
Available-forsale securities
Cash flow
hedges
2,001
13,740
22,869
-614
810
-343
2,001
13,740
23,173
-614
810
-343
-2,128
391
51
-2,128
391
51
304
-7
Capital increase
Capital decrease
Dividends
-2,097
Share additions
-60
2,290
2,091
199
199
-2,128
391
51
2,001
13,733
23,306
-2,742
1,201
-292
2,001
13,733
23,306
-2,742
1,201
-292
-656
-9
-2,175
-314
-511
-2,175
-314
-511
-2,175
-314
-511
-4,917
887
-803
-1,145
Share additions
48
-5,358
-3,160
-2,198
-2,198
2,001
13,077
16,842
of the initial application of IFRS 10 and IFRS 11, the comparative prior-year figures have been adjusted (see also Note 2).
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Treasury shares
Equity
attributable
to shareholders
of E.ON SE
Non-controlling
interests (before
reclassification)
Reclassification
related to
put options
Non-controlling
interests
Total
-3,505
34,958
4,410
-548
3,862
38,820
304
35
-35
304
-3,505
35,262
4,445
-583
3,862
39,124
-944
-944
-944
21
14
44
44
44
-31
-31
-31
-2,097
-243
-243
-2,340
-60
25
25
-35
-76
-76
14
-76
604
2,091
-1,487
278
368
-90
278
368
-90
882
2,459
-1,577
199
33
33
232
-1,686
-123
-123
-1,809
-3,484
33,723
3,574
-659
2,915
36,638
-3,484
33,723
3,574
-659
2,915
36,638
-115
-115
-115
982
317
6
-15
-15
-15
-1,145
-207
-207
-1,352
48
-71
-71
-23
64
64
317
64
-2,502
-8,358
-3,160
-5,198
-449
30
-479
-449
30
-479
-8,807
-3,130
-5,677
-2,198
-184
-184
-2,382
-3,000
-295
24,585
2,723
-595
-295
-3,295
2,128
26,713
105
106 Notes
Principles
The Consolidated Financial Statements of the E.ON Group
(E.ON or the Group) are generally prepared based on historical cost, with the exception of available-for-sale financial
assets that are measured at fair value and of financial assets
and liabilities (including derivative financial instruments)
that are recognized in income and measured at fair value.
Scope of Consolidation
The Consolidated Financial Statements incorporate the financial statements of E.ON SE and entities controlled by E.ON
(subsidiaries). Control exists when E.ON as the investor has
the current ability to direct the relevant activities of the
investee entity. Relevant activities are those activities that most
significantly affect the performance of a business. In addition,
E.ON must participate in this business performance in the form
of variable returns and be able to influence those returns to
its benefit through existing opportunities and rights. Control
is normally deemed established if E.ON directly or indirectly
holds a majority of the voting rights in the investee. In structured entities, control can be established be means of contractual arrangements.
The results of the subsidiaries acquired or disposed of during
the year are included in the Consolidated Statement of Income
from the date of acquisition or until the date of their disposal,
respectively.
Where necessary, adjustments are made to the subsidiaries
financial statements to bring their accounting policies into
line with those of the Group. Intercompany receivables, liabilities and results between Group companies are eliminated
inthe consolidation process.
Associated Companies
An associate is an entity over whose relevant activities E.ON
has significant influence, but which is neither a subsidiary nor
an interest in a joint venture. Significant influence exists when
E.ON has the power to participate in the financial and operating policy decisions of the investee but does not control or
jointly control these decisions. Significant influence is generally presumed if E.ON directly or indirectly holds at least 20percent, but not more than 50percent, of an entitys voting rights.
Interests in associated companies are accounted for using
the equity method. In addition, majority-owned companies
inwhich E.ON does not exercise control due to restrictions
concerning the control of assets or management are also
generally accounted for using the equity method.
Interests in associated companies accounted for using the
equity method are reported on the balance sheet at cost,
adjusted for changes in the Groups share of the net assets
after the date of acquisition and for any impairment charges.
Losses that might potentially exceed the Groups interest in
anassociated company when attributable long-term loans
are taken into consideration are generally not recognized. Any
difference between the cost of the investment and the
remeasured value of its net assets is recognized in the Consolidated Financial Statements as part of the carrying amount.
Unrealized gains and losses arising from transactions with
associated companies accounted for using the equity method
are eliminated within the consolidation process on a pro-rata
basis if and insofar as these are material.
Companies accounted for using the equity method are tested
for impairment by comparing the carrying amount with its
recoverable amount. If the carrying amount exceeds the recoverable amount, the carrying amount is adjusted for this
difference. If the reasons for previously recognized impairment
losses no longer exist, such impairment losses are reversed
accordingly.
The financial statements of equity interests accounted for
using the equity method are generally prepared using accounting that is uniform within the Group.
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Joint Ventures
Joint ventures are also accounted for using the equity method.
Unrealized gains and losses arising from transactions with
joint-venture companies are eliminated within the consolidation
process on a pro-rata basis if and insofar as these are material.
Joint Operations
A joint operation exists when E.ON and the other parties to
ajoint arrangement have direct rights to the assets, and obligations for the liabilities, attributable to the operation. In a
joint operation, assets and liabilities, as well as revenues and
expenses, are recognized pro rata according to the rights and
obligations attributable to E.ON.
Business Combinations
Business combinations are accounted for by applying the
purchase method, whereby the purchase price is offset against
the proportional share in the acquired companys net assets.
Indoing so, the values at the acquisition date that corresponds
to the date at which control of the acquired company was
attained are used as a basis. The acquirees identifiable assets,
liabilities and contingent liabilities are generally recognized
attheir fair values irrespective of the extent attributable to
non-controlling interests. The fair values of individual assets
are determined using published exchange or market prices at
the time of acquisition in the case of marketable securities,
for example, and in the case of land, buildings and major technical equipment, generally using independent expert reports
that have been prepared by third parties. If exchange or market prices are unavailable for consideration, fair values are
determined using the most reliable information available that
is based on market prices for comparable assets or on suitable valuation techniques. In such cases, E.ON determines fair
value using the discounted cash flow method by discounting
estimated future cash flows by a weighted-average cost of
capital. Estimated cash flows are consistent with theinternal
mid-term planning data for the next three years, followed by
two additional years of cash flow projections, which are extrapolated until the end of an assets useful life using a growth rate
based on industry and internal projections. The discount rate
reflects the specific risks inherent in the acquired activities.
107
108 Notes
Recognition of Income
a) Revenues
b) Interest Income
The following table depicts the movements in exchange rates
for the periods indicated for major currencies of countries
outside the European Monetary Union:
c) Dividend Income
Currencies
1, rate at
year-end
1, annual
average rate
ISO
Code
2014
2013
2014
2013
GBP
0.78
0.83
0.81
0.85
Brazilian real
BRL
3.22
3.26
3.12
2.87
Norwegian krone
NOK
9.04
8.36
8.35
7.81
Russian ruble
RUB
72.34
45.32
50.95
42.23
Swedish krona
SEK
9.39
8.86
9.10
8.65
Turkish lira
TRY
2.83
2.96
2.91
2.53
Hungarian forint
HUF
315.54
297.04
308.71
296.87
U.S. dollar
USD
1.21
1.38
1.33
1.33
British pound
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109
110 Notes
Intangible Assets
IAS 38, Intangible Assets, (IAS38) requires that intangible
assets be amortized over their expected useful lives unless
their lives are considered to be indefinite. Factors such as typical product life cycles and legal or similar limits on use are
taken into account in the classification.
Acquired intangible assets subject to amortization are classified as marketing-related, customer-related, contract-based,
and technology-based. Internally generated intangible assets
subject to amortization are related to software. Intangible
assets subject to amortization are measured at cost and useful lives. The useful lives of marketing-related, customerrelated and contract-based intangible assets generally range
between 5 and 25 years. Technology-based intangible assets
are generally amortized over a useful life of between 3 and
5years. This category includes software in particular. Contract-based intangible assets are amortized in accordance
with the provisions specified in the contracts. Useful lives
and amortization methods are subject to annual verification.
Intangible assets subject to amortization are tested for
impairment whenever events or changes in circumstances
indicate that such assets may be impaired.
Intangible assets not subject to amortization are measured
at cost and tested for impairment annually or more frequently
if events or changes in circumstances indicate that such
assets may be impaired. Moreover, such assets are reviewed
annually to determine whether an assessment of indefinite
useful life remains applicable.
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Emission Rights
Under IFRS, emission rights held under national and international emission-rights systems for the settlement of obligations
are reported as intangible assets. Because emission rights
are not depleted as part of the production process, they are
reported as intangible assets not subject to amortization.
Emission rights are capitalized at cost at the time of acquisition.
A provision is recognized for emissions produced. The provision
is measured at the carrying amount of the emission rights
held or, in the case of a shortfall, at the current fair value of the
emission rights needed. The expenses incurred for the recognition of the provision are reported under cost of materials.
10 to 50 years
10 to 65 years
3 to 25 years
111
112 Notes
Borrowing Costs
Borrowing costs that arise in connection with the acquisition,
construction or production of a qualifying asset from the
time of acquisition or from the beginning of construction or
production until its entry into service are capitalized and
subsequently amortized alongside the related asset. In the case
ofa specific financing arrangement, the respective borrowing
costs incurred for that particular arrangement during the period
are used. For non-specific financing arrangements, a financing
rate uniform within the Group of 5.5percent was applied for
2014 (2013: 5.25percent). Other borrowing costs are expensed.
Leasing
Leasing transactions are classified according to the lease
agreements and to the underlying risks and rewards specified
therein in line with IAS17, Leases (IAS17). In addition,
IFRIC4, Determining Whether an Arrangement Contains a
Lease, (IFRIC4) further defines the criteria as to whether
anagreement that conveys a right to use an asset meets the
definition of a lease. Certain purchase and supply contracts
in the electricity and gas business as well as certain rights of
use may be classified as leases if the criteria are met. E.ON
isparty to some agreements in which it is the lessor and to
others in which it is the lessee.
Leasing transactions in which E.ON is the lessee are classified
either as finance leases or operating leases. If the Company
bears substantially all of the risks and rewards incident to ownership of the leased property, the lease is classified as a finance
lease. Accordingly, the Company recognizes on its balance
sheet the asset and the associated liability in equal amounts.
Recognition takes place at the beginning of the lease term
at the lower of the fair value of the leased property or the
present value of the minimum lease payments.
Government Grants
Government investment subsidies do not reduce the acquisition and production costs of the respective assets; they are
instead reported on the balance sheet as deferred income.
They are recognized in income on a straight-line basis over
the associated assets expected useful life.
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Financial Instruments
Non-Derivative Financial Instruments
Loans and receivables (including trade receivables) are nonderivative financial assets with fixed or determinable payments
that are not traded in an active market. Loans and receivables
are reported on the balance sheet under Receivables and
other assets. They are subsequently measured at amortized
cost. Valuation allowances are provided for identifiable individual risks.
Leasing transactions in which E.ON is the lessor and substantially all the risks and rewards incident to ownership of the
leased property are transferred to the lessee are classified as
finance leases. In this type of lease, E.ON records the present
value of the minimum lease payments as a receivable. Payments
by the lessee are apportioned between a reduction of the
lease receivable and interest income. The income from such
arrangements is recognized over the term of the lease using
the effective interest method.
All other transactions in which E.ON is the lessor are treated
as operating leases. E.ON retains the leased property on its
balance sheet as an asset, and the lease payments are generally recorded on a straight-line basis as income over the term
of the lease.
113
114 Notes
For qualifying fair value hedges, the change in the fair value of
the derivative and the change in the fair value of the hedged
item that is due to the hedged risk(s) are recognized in income.
If a derivative instrument qualifies as a cash flow hedge under
IAS39, the effective portion of the hedging instruments change
in fair value is recognized in equity (as a component of other
comprehensive income) and reclassified into income in the
period or periods during which the cash flows of the transaction being hedged affect income. The hedging result is reclassified into income immediately if it becomes probable that the
hedged underlying transaction will no longer occur. For hedging
instruments used to establish cash flow hedges, the change
infair value of theineffective portion is recognized immediately
in the income statement to the extent required. To hedge
theforeign currency risk arising from the Companys net investment in foreign operations, derivative as well as non-derivative
financial instruments are used. Gains or losses due to changes
in fair value and from foreign currency translation are recognized separately within equity, as a component of other comprehensive income, under currency translation adjustments.
Changes in fair value of derivative instruments that must be
recognized in income are presented as other operating income
or expenses. Gains and losses from interest-rate derivatives
are netted for each contract and included in interest income.
Gains and losses from derivative financial instruments are
shown net as either revenues or cost of materials, provided
they meet the corresponding conditions for such accounting.
Certain realized amounts are, if related to the sale of products
or services, also included in sales or cost of materials.
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Unrealized gains and losses resulting from the initial measurement of derivative financial instruments at the inception of
the contract are not recognized in income. They are instead
deferred and recognized in income systematically over the
term of the derivative. An exception to the accrual principle
applies if unrealized gains and losses from the initial measurement are verified by quoted market prices, observable prices
ofother current market transactions or other observable data
supporting the valuation technique. In this case the gains and
losses are recognized in income.
Contracts that are entered into for purposes of receiving or
delivering non-financial items in accordance with E.ONs
anticipated procurement, sale or use requirements, and held
as such, can be classified as own-use contracts. They are not
accounted for as derivative financial instruments at fair value
in accordance with IAS39, but as open transactions subject
to the rules of IAS37.
IFRS 7, Financial Instruments: Disclosures, (IFRS 7) and
IFRS13 both require comprehensive quantitative and qualitative disclosures about the extent of risks arising from financial
instruments. Additional information on financial instruments
is provided in Notes 30 and 31.
Primary and derivative financial instruments are netted on
the balance sheet if E.ON has both an unconditional right
even in the event of the counterpartys insolvencyand the
intention to settle offsetting positions simultaneously or on
anet basis.
Inventories
The Company measures inventories at the lower of acquisition
or production cost and net realizable value. The cost of raw
materials, finished products and goods purchased for resale is
determined based on the average cost method. In addition
to production materials and wages, production costs include
material and production overheads based on normal capacity.
The costs of general administration are not capitalized. Inventory risks resulting from excess and obsolescence are provided
for using appropriate valuation allowances, whereby inventories are written down to net realizable value.
Liquid Funds
Liquid funds include current available-for-sale securities, checks,
cash on hand and bank balances. Bank balances and availablefor-sale securities with an original maturity of more than three
months are recognized under securities and fixed-term
deposits. Liquid funds with an original maturity ofless than
three months are considered to be cash and cash equivalents,
unless they are restricted.
Restricted cash with a remaining maturity in excess of
twelve months is classified as financial receivables and other
financial assets.
115
116 Notes
Equity Instruments
IFRS defines equity as the residual interest in the Groups
assets after deducting all liabilities. Therefore, equity is the
net amount of all recognized assets and liabilities.
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Share-Based Payment
Share-based payment plans issued in the E.ON Group are
accounted for in accordance with IFRS2, Share-Based Payment
(IFRS2). The E.ON Share Performance Plan introduced in
fiscal 2006 involves share-based payment transactions that are
settled in cash and measured at fair value as of each balance
sheet date. From the sixth tranche forward, the 60-day average
of the E.ON share price as of the balance sheet date is used
as the fair value. In addition, the calculation of the provision
for the sixth tranche takes into account the financial measures
ROACE and WACC. The final allocations under the E.ON Share
Performance Plan took place in fiscal 2012. Beginning in the
2013 fiscal year, share-based payments have been based on the
E.ON Share Matching Plan. Under this plan, the number of
allocated rights is governed by the development of the financial measure ROACE. The compensation expense is recognized
in the income statement pro rata over the vesting period. The
E.ON Share Matching Plan also represents a cash-settled
share-based payment.
117
118 Notes
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Income Taxes
Under IAS 12, Income Taxes, (IAS12) deferred taxes are recognized on temporary differences arising between the carrying
amounts of assets and liabilities on the balance sheet and their
tax bases (balance sheet liability method). Deferred tax assets
and liabilities are recognized for temporary differences that
will result in taxable or deductible amounts when taxable
income is calculated for future periods, unless those differences
are the result of the initial recognition of an asset or liability
ina transaction other than a business combination that, at the
time of the transaction, affects neither accounting nor taxable
profit/loss. Uncertain tax positions are recognized at their most
likely value. IAS12 further requires that deferred tax assets
be recognized for unused tax loss carryforwards and unused
tax credits. Deferred tax assets are recognized to the extent
that it is probable that taxable profit will be available against
119
120 Notes
E.ON uses the debt factor as the measure for the management of its capital structure. The debt factor is defined as the
ratio ofeconomic net debt to our EBITDA. Economic net debt
supplements net financial position with provisions for pensions and asset retirement obligations.
Segment Information
In accordance with the so-called management approach
required by IFRS8, Operating Segments, (IFRS8) the internal reporting organization used by management for making
decisions on operating matters is used to identify the Companys reportable segments. The internal performance measure used as the segment result is earnings before interest,
taxes, depreciation and amortization (EBITDA) adjusted to
exclude certain extraordinary effects (see Note33).
Based on our EBITDA in 2014 of 8,337million (2013: 9,191million) and economic net debt of 33,394million as of the balance sheet date (2013: 32,218million), the debt factor is 4.0
(2013:3.5).
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121
122 Notes
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IFRS 10
adjustment
140,426
4,067
Non-current liabilities
Financial liabilities
Miscellaneous provisions
IFRS 11
adjustment
After initial
application
of IFRS 10,
IFRS 11
IAS 32
adjustment
After initial
application
of new
standards
-344
155
746
-83
140,828
4,139
1,457
142,285
4,139
65,027
21,937
23,656
-332
-318
1,426
147
1,279
66,121
21,766
24,935
975
67,096
21,766
24,935
Current liabilities
Financial liabilities
Trade payables and other operating liabilities
36,579
4,007
25,935
-174
-6
-164
-822
-381
-418
35,583
3,620
25,353
482
482
36,065
3,620
25,835
Equity
38,820
162
142
39,124
39,124
IAS 32
adjustment
After initial
application
of new
standards
in millions
Total assets
Companies accounted for under the equity method
IFRS 10
adjustment
IFRS 11
adjustment
After initial
application
of IFRS 10,
IFRS 11
130,725
5,624
-323
114
710
-86
131,112
5,652
1,218
132,330
5,652
Non-current liabilities
Financial liabilities
Miscellaneous provisions
61,054
18,237
23,470
-321
-318
1,397
132
1,265
62,130
18,051
24,735
1,049
63,179
18,051
24,735
Current liabilities
Financial liabilities
Trade payables and other operating liabilities
33,286
5,023
21,866
-110
-103
-832
-350
-475
32,344
4,673
21,288
169
169
32,513
4,673
21,457
Equity
36,385
108
145
36,638
36,638
in millions
Total assets
Companies accounted for under the equity method
IFRS 10
adjustment
IFRS 11
adjustment
After
IFRS 10, IFRS 11
adjustments
124,214
-17
124,202
2,503
-54
2,452
Net income
2,510
-54
2,459
in millions
Sales
1The
figures presented here do not include the reclassifications to discontinued operations (see also Note 4).
123
124 Notes
Amendments to IAS 36
Recoverable Amount Disclosures
In May 2013, the IASB published Recoverable Amount Disclosures for Non-Financial Assets (Amendments to IAS36).
IAS36 was amended to clarify that disclosures are required
only for impaired assets or for cash-generating units. The new
standard has been adopted by the EU into European law and
its application is mandatory for fiscal years beginning on
orafter January 1, 2014. E.ON had already elected to apply the
amendments early in the 2013 fiscal year.
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125
126 Notes
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the separate financial statements of an investor. The amendments shall be applied retrospectively in accordance with
IAS8, Accounting Policies, Changes in Accounting Estimates
and Errors, for fiscal years beginning on or after January 1,
2016. Earlier application is permitted. They have not yet been
adopted by the EU into European law. The amendments will
have no impact on E.ONs Consolidated Financial Statements.
Amendments to IAS 27
Equity Method in Separate Financial Statements
In August 2014, the IASB published amendments to IAS27,
Separate Financial Statements. The amendments permit
the use of the equity method as an accounting option for
investments in subsidiaries, joint ventures and associates in
Domestic
Foreign
Total
153
297
450
14
18
43
83
126
114
228
342
Additions
Disposals/Mergers
22
30
107
210
317
Consolidated companies
as of December 31, 20141
1This
figures also includes the Spanish and Italian entities reported as discontinued
operations.
In 2014, a total of 19 domestic and 35 foreign associated companies were accounted for under the equity method (2013:
22domestic and 37 foreign). One domestic and one foreign
company, each reported as a joint operation, were presented
pro rata (2013: 1 domestic and 1 foreign). Reflected in the
figures presented here are the retrospective change to the
scope of consolidation and the retrospective joint-operation
accounting resulting from the initial application of IFRS10
and IFRS11. Significant acquisitions, disposals and discontinued
operations are discussed in Note4.
127
128 Notes
in millions
Intangible assets
Other assets
397
Total assets
1,400
E.ON in Spain
At the end of November 2014, E.ON entered into contracts with
a subsidiary of Macquarie European Infrastructure Fund IV LP
(the Macquarie Fund), London, United Kingdom, on the sale
of its Spanish and Portuguese activities.
The activities sold include all of E.ONs Spanish and Portuguese
businesses, including 650,000 electricity and gas customers
and electricity distribution networks extending over a total
distance of 32,000 kilometers. In addition, the activities
include a total generation capacity of 4 GW from coal, gas,
and renewable sources in Spain and Portugal. While the
Spain regional unit is reported as a discontinued operation,
the Spanish generation businesses held in the Generation
and Renewables segments have been classified as disposal
groups as of November 31, 2014.
The agreed transaction volume for the equity and for the
assumption of liabilities and working capital positions was
2.4billion. The respective classification as discontinued
operations and disposal groups required that the Spanish and
Portuguese businesses be measured at the agreed purchase
price. This remeasurement produced a goodwill impairment
of approximately 0.3billion.
The following tables show selected financial information,
including the goodwill impairment attributable to discontinued
operations, as well as major balance sheet data of the Spain
regional unit now being reported as discontinued operations:
Selected Financial Information
E.ON Spain (Summary)
in millions
2014
2013
Sales
1,085
1,078
-1,292
-1,029
-207
49
-200
50
Total liabilities
862
E.ON in Italy
As of December 31, 2014, against the backdrop of specifying
its divestment intentions, E.ON reported the Italy regional
unit as a discontinued operation, and the Italian businesses
held in its Generation and Renewables segmentsexcept
forthe wind-power activitiesas disposal groups.
The non-controlling interest in Gestione Energetica Impianti
S.p.A. (GEI), Crema, Italy, was already sold in December 2014.
Also agreed in December 2014 was the disposal of the Italian
coal and gas generation assets to the Czech energy company
Energetick a Prmyslov Holding (EPH), Prague, Czech
Republic. A further contract on the sale of the solar activities
was signed with F2i SGR S.p.A., Milan, Italy, in February 2015.
As the disposal process took greater shape, it became
necessary to reexamine the measurement of the Italian businesses on the basis of the expected proceeds on disposal. This
remeasurement resulted in an impairment of approximately
1.3billion, of which roughly 0.1billion was charged to
goodwill and roughly 1.2billion to other non-current assets.
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2013
Sales
1,537
1,745
-1,556
-1,714
-19
31
10
-13
41
Intangible assets
Other assets
550
Total assets
553
Total liabilities
209
Erdgasversorgungsgesellschaft
Thringen-Sachsen mbH
In late October 2014, E.ON signed a contract with First State
European Diversified Infrastructure Fund (EDIF), an investment fund managed by First State Investments, Luxembourg,
for the sale of its 50-percent stake in Erdgasversorgungsgesellschaft Thringen-Sachsen mbH (EVG), Erfurt, Germany.
The equity investment was held in the Germany regional unit
with a carrying amount of approximately 0.1billion. The
transaction, which also closed in the fourth quarter of 2014,
resulted in a gain on disposal of approximately 0.1billion.
E.ON in Lithuania
In May 2014, E.ON signed contracts for and finalized the sale of
the activities in Lithuania. The shareholdings had a total carrying amount of approximately 0.1billion and were reported in
the Global Commodities global unit. The transaction resulted
in a minimal gain on disposal.
129
130 Notes
E.ON in Finland
In June 2013, E.ON signed a contract for the sale of its Finnish
electricity activities. The purchase price was 0.1 billion. The
transaction closed in the third quarter of 2013. The activities
were reported as a disposal group since the second quarter
of 2013. Held bythe Sweden regional unit, the disposal groups
major asset items were property, plant and equipment (0.1billion) and financial assets (0.1billion). The liabilities side of the
balance sheet consisted primarily of liabilities (0.1billion).
Ferngas Nordbayern
In December 2013, E.ON signed a contract for and finalized the
sale of its 100-percent stake in Ferngas Nordbayern GmbH
tothe investment company First State, Luxembourg. As part
of the transaction, E.ON repurchased certain shareholdings
partly held by Ferngas Nordbayern GmbH. The major balance
sheet items of this unit, which was held by the Germany regional
unit, were property, plant and equipment (0.1billion) and
receivables (0.1billion), as well as provisions and liabilities
of 0.1billion each. The disposal resulted in a minimal gain.
E.ON Mitte
In December 2013, E.ON signed a contract for and finalized the
sale of its 73.3-percent stake in E.ON Mitte AG to a consortium of municipal co-owners. As part of the transaction, E.ON
repurchased E.ON Mitte Vertrieb GmbH and certain other
shareholdings held by E.ON Mitte AG. The major balance sheet
items of this unit, which was held by the Germany regional
unit, were property, plant and equipment (0.6billion) and
receivables (0.1billion), as well as provisions and liabilities
of0.3billion each. The disposal resulted in a minimal gain.
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Istanbul, Turkey, giving it stakes in Enerjisas power generation capacity and projects and in itspower distribution business
in Turkey. The agreement also involved financing commitments for investment projects amounting to approximately
0.5 billion. In return, E.ON will transfer to Verbund its stakes
in certain hydroelectric power plants in Bavaria. Verbund will
become the sole owner of this hydro capacity, located predominantly on the Inn River in Bavaria, in which it is already
a joint owner. Verbund will acquire primarily E.ONs stakes
insterreichisch-Bayerische Wasserkraft AG, Donaukraftwerk
Jochenstein AG and Grenzkraftwerke GmbH, as well as the
Nussdorf, Ering-Frauenstein and Egglfing-Obernberg run-of-river
hydroelectric plants on the Inn, along with subscription rights
in the Zemm-Ziller Hydroelectric Group. Altogether, these
stakes and power plants represent 351MW of attributable
generating capacity. Relevant balance sheet line items of the
disposal group, which is held in the Renewables global unit,
are property, plant and equipment and financial assets (0.1billion), as well as other assets (0.2billion). The disposal group
has been reported as such since the end of 2012. Thetransaction closed at the end of April 2013 with a gain of approximately
1.0billion on disposal.
131
132 Notes
(5) Revenues
Revenues are generally recognized upon delivery of goods to
purchasers or customers, or upon completion of services rendered. Delivery is considered to have occurred when the risks
and rewards associated with ownership have been transferred
to the buyer, compensation has been contractually established
and collection of the resulting receivable is probable.
Revenues are generated primarily from the sale of electricity and
gas to industrial and commercial customers, to retail customers and to wholesale markets. Additional revenue is earned
from the distribution of gas and electricity and from deliveries
of steam, heat and water.
2014
2013
2,437
3,765
6,210
2,355
867
2,422
54
482
111
127
1,287
1,530
10,966
10,681
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2014
2013
2,937
3,755
5,305
1,620
351
364
30
449
3,211
3,714
11,834
9,902
Cost of Materials
in millions
Expenses for raw materials and supplies
and for purchased goods
Expenses for purchased services
Total
2014
2013
95,575
102,603
2,921
3,116
98,496
105,719
133
134 Notes
2014
2013
107
88
-91
-88
16
882
300
170
41
371
580
214
179
32
155
-2,692
-1,070
-46
-1,576
-2,572
-1,168
-30
-1,374
-1,810
-1,992
Financial results
-1,794
-1,992
1The
2014
2013
-349
884
302
513
Current taxes
-47
1,397
Domestic
654
-754
Foreign
-31
75
Deferred taxes
623
-679
576
718
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Deferred taxes reported for 2014 resulted from changes in temporary differences, which totaled 259million (2013: 222million), loss carryforwards of 310million (2013: -906million)
and tax credits amounting to 54million (2013: 5million).
2013
in millions
in %
in millions
in %
-714
30.0
924
30.0
-3
0.1
0.2
-86
3.6
-137
-4.4
-0.2
-71
-2.3
-171
7.2
-711
-23.1
88
-3.7
70
2.3
1,457
-61.2
636
20.6
576
-24.2
718
23.3
1,234 million in changes in the value of deferred tax assets (2013: 189 million) and -649 million in taxes for previous years (2013: 144 million).
135
136 Notes
2014
2013
Intangible assets
294
313
264
685
Financial assets
159
182
Inventories
25
25
Receivables
707
708
Provisions
7,810
6,673
Liabilities
5,698
3,087
2,488
3,187
13
26
Tax credits
Other
Subtotal
651
523
18,109
15,409
Changes in value
-1,688
-957
16,421
14,452
Intangible assets
1,007
1,638
4,280
5,310
Financial assets
521
275
Inventories
105
145
Receivables
5,708
3,425
Provisions
2,255
1,859
Liabilities
1,180
794
913
1,585
15,969
15,031
452
-579
Other
Deferred tax liabilities
Net deferred tax assets/liabilities (-)
Current
Non-current
Current
Non-current
1,787
6,379
2,790
5,492
-11
-1,983
-14
-943
1,776
4,396
2,776
4,549
-1,841
-3,879
-2,328
-5,576
-65
517
448
-1,027
in millions
Deferred tax assets
Changes in value
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in millions
2013
Income
taxes
After
income
taxes
Before
income
taxes
Income
taxes
After
income
taxes
-718
211
-507
112
-25
87
-262
-48
-310
368
26
394
-2,530
77
-2,453
-1,296
-22
-1,318
-3,299
942
-2,357
504
-261
243
-53
-50
-984
-983
-6,862
1,185
-5,677
-1,296
-281
-1,577
2014
2013
7,730
4,178
8,604
7,642
16,334
11,820
137
138 Notes
Personnel Costs
The following table provides details of personnel costs for
the periods indicated:
Personnel Costs
in millions
2014
2013
3,212
3,622
506
572
403
397
410
402
4,121
4,604
Total
Share-Based Payment
The expenses for share-based payment in 2014 (employee stock
purchase programs in Germany and the United Kingdom, the
E.ON Share Performance Plan and the E.ON Share Matching
Plan) amounted to 50.8million (2013: 18.1million).
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6th tranche
Jan. 1, 2012
Jan. 1, 2011
Term
4 years
4 years
17.10
22.43
42.75
56.08
Date of issuance
1st tranche
Apr. 1, 2014
Apr. 1, 2013
Term
4 years
4 years
13.65
13.31
Date of issuance
139
140 Notes
Employees
During 2014, E.ON employed an average of 59,301 persons
(2013:64,381), not including an average of 1,321 apprentices
(2013:1,563).
2013
Generation
8,262
9,292
Renewables
1,699
1,768
Global Commodities
1,264
1,695
234
207
Germany
12,000
13,939
Other EU Countries2
25,108
26,671
Non-EU Countries
5,232
5,043
Group Management/Other3
5,502
5,766
59,301
64,381
Total
1Figures
2014
2013
21
13
24
16
21
18
20
16
Other services
Domestic
44
31
47
32
Total
Domestic
List of Shareholdings
The list of shareholdings pursuant to Section313(2) HGB is
an integral part of these Notes to the Financial Statements
and is presented on pages 203 through 215.
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2014
2013
-2,955
2,361
-24
-362
-2,979
1,999
-175
98
-6
-6
-181
92
-3,160
2,091
-1.55
1.05
in
Earnings per share (attributable to shareholders of E.ON SE)
from continuing operations
from discontinued operations
-0.09
0.05
-1.64
1.10
1,923
1,907
141
142 Notes
in millions
Goodwill
Marketing-related intangible assets
Customer-related intangible assets
Contract-based intangible assets
Technology-based intangible assets
Internally generated intangible assets
January 1,
2014
Exchange
rate
differences
Changes in
scope of
consolidation
Additions
Disposals
Transfers
December
31,
2014
16,062
-276
-3,462
12,324
-1
921
-10
-162
-158
591
6,726
-859
-1,330
115
-19
24
4,657
881
-10
-158
28
-30
29
740
141
18
-28
20
155
8,672
-876
-1,649
161
-235
72
6,145
1,897
-3
-96
1,723
-2,070
1,454
143
-13
135
-2
-48
223
10,712
-871
-1,758
2,019
-2,307
27
7,822
2,690
2,967
-89
-189
-18
10
Buildings
7,745
-502
-623
96
-87
45
6,674
87,231
-960
-11,113
2,072
-584
2,897
79,543
1,410
1,424
-16
-27
71
-65
23
7,598
-388
-139
2,412
-47
-2,995
6,441
106,965
-1,955
-12,091
4,660
-801
-20
96,758
E.ON
Group
12,666
in millions
Net carrying amount of goodwill as of January 1, 2014
Changes resulting from acquisitions and disposals
Generation
Renewables5
Global
Commodities
Exploration &
Production
Germany
Other EU
Countries
Russia4
Group
Management/
Consolidation
4,294
1,846
1,064
1,835
826
1,434
1,367
-10
14
Impairment charges
-37
-91
-128
Other changes1
64
-57
-27
-200
-510
-730
4,321
1,698
1,064
1,808
816
1,248
857
11,812
0.0
0.02.0
1.5
1.5
3.5
6.5
5.66.1
5.8
7.4
15.0
-4,249
-170
-93
-372
-24
-47
-23
-4,978
26
24
205
257
changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale. Also included is the goodwill impairment of discontinued
operations.
2Presented here are growth rates and cost of capital for selected cash-generating units whose respective goodwill is material when compared with the carrying amount of all goodwill.
3Other non-current assets consist of intangible assets and of property, plant and equipment.
4Growth rate and cost of capital before taxes, in local currency.
5The Renewables segment consists of the two cash-generating units EC&R and Hydro. Their net carrying amounts of goodwill as of December 31, 2014, were 1,292 million and 406 million,
respectively.
CEO Letter
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Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
143
Net carrying
amounts
Accumulated depreciation
January 1,
2014
Exchange
rate
differences
Changes in
scope of
consolidation
Additions
Disposals
Transfers
Impairment
Reversals
December 31,
2014
December 31,
2014
-3,396
3,011
-128
-512
11,812
-1
-1
-2
-614
147
-39
157
-342
249
-2,199
181
687
-212
-102
23
-1,615
3,042
-652
118
-74
29
-1
-571
169
-75
-2
-25
20
-81
74
-3,541
195
952
-350
213
-103
23
-2,611
3,534
-512
-2
66
-62
203
-307
1,147
-11
-2
-11
-22
201
-4,064
191
954
-350
279
-176
226
-2,940
4,882
2,279
-386
12
-7
-35
-411
-4,520
159
519
-172
53
12
-133
-4,082
2,592
-50,832
398
7,893
-2,944
231
-18
-3,621
23
-48,870
30,673
-1,008
31
-107
49
-6
-5
-1,037
373
-136
29
14
-1,008
-1,085
5,356
-56,882
596
8,469
-3,230
338
-5
-4,802
31
-55,485
41,273
Sweden
Czechia
Hungary
Other regional
units
Other EU
Countries
899
132
43
360
1,434
-3
14
Impairment charges
63
-8
-1
-254
-200
962
121
50
115
1,248
-11
-36
-47
in millions
Net carrying amount of goodwill as of January 1, 2014
Other changes1
Net carrying amount of goodwill as of December 31, 2014
Other non-current assets2
Impairment
Reversals
1Other
2Other
changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale.
non-current assets consist of intangible assets and of property, plant and equipment.
144 Notes
in millions
Goodwill
Marketing-related intangible assets
January 1,
2013
Exchange
rate
differences
Changes in
scope of
consolidation
16,677
-291
-324
Additions
Disposals
Transfers
December
31,
2013
16,062
-3
1,819
-39
-12
-851
921
6,990
-329
-20
89
-51
47
6,726
872
-14
-32
79
-66
42
881
265
-5
-9
11
-121
141
9,952
-387
-76
183
-1,089
89
8,672
1,444
-56
-21
2,339
-1,829
20
1,897
88
-2
-1
131
-73
143
11,484
-445
-98
2,653
-2,918
36
10,712
2,967
3,126
-60
-110
14
-10
Buildings
8,170
-221
-349
46
-12
111
7,745
89,756
-1,538
-7,362
2,048
-509
4,836
87,231
1,424
1,530
-19
-222
125
-123
133
10,444
-331
-59
2,723
-167
-5,012
7,598
113,026
-2,169
-8,102
4,956
-821
75
106,965
E.ON
Group
Generation
Renewables
Global
Commodities
Exploration &
Production
Germany
Other EU
Countries
Russia4
Group
Management/
Consolidation
4,343
1,977
1,177
1,857
955
1,463
1,537
13,309
-177
-63
31
-209
Impairment charges
-111
-27
-138
-49
46
-2
-22
-66
-33
-170
-296
4,294
1,846
1,064
1,835
826
1,434
1,367
12,666
1.5
1.52.0
1.5
1.5
3.5
6.7
5.86.6
5.7
7.4
13.9
Impairment
-798
-149
-288
-221
-8
-44
-278
-1,786
Reversals
397
34
85
516
in millions
Other changes1
Net carrying amount of goodwill as of December 31, 2013
1Other
changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale.
here are growth rates and cost of capital for selected cash-generating units whose respective goodwill is material when compared with the carrying amount of all goodwill.
3Other non-current assets consist of intangible assets and of property, plant and equipment.
4Growth rate and cost of capital before taxes, in local currency.
2Presented
CEO Letter
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Supervisory Board and Board of Management
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145
Net carrying
amounts
Accumulated depreciation
January 1,
2013
Exchange
rate
differences
Changes in
scope of
consolidation
Additions
Disposals
Transfers
Impairment
Reversals
December 31,
2013
December 31,
2013
-3,368
-1
111
-138
-3,396
12,666
-2
-1
-1,507
37
44
-37
851
-1
-1
-614
307
-2,021
61
10
-231
37
-2
-54
-2,199
4,527
-655
11
26
-94
64
-4
-652
229
-175
-26
121
-3
-75
66
-4,360
114
82
-388
1,073
-5
-58
-3,541
5,131
-185
11
-22
-352
34
-512
1,385
-8
-3
-11
132
-4,553
125
83
-388
1,074
-27
-413
35
-4,064
6,648
2,581
-420
31
-8
-8
15
-386
-4,576
75
271
-191
35
-172
30
-4,520
3,225
-52,822
556
4,713
-2,846
386
-44
-1,164
389
-50,832
36,399
-1,044
13
150
-128
105
-104
-1
-1,008
416
-224
36
32
-28
46
-136
7,462
-59,086
649
5,165
-3,173
535
-80
-1,373
481
-56,882
50,083
Sweden
Czechia
Hungary
Other regional
units
Other EU
Countries
918
140
53
352
1,463
-3
-1
35
31
Impairment charges
-27
-27
Other changes1
-19
-5
-9
-33
899
132
43
360
1,434
Impairment
-8
-5
-27
-4
-44
Reversals
22
55
85
in millions
Net carrying amount of goodwill as of January 1, 2013
1Other
2Other
changes include restructuring, transfers and exchange rate differences, as well as reclassifications to assets held for sale.
non-current assets consist of intangible assets and of property, plant and equipment.
146 Notes
Impairments
IFRS 3 prohibits the amortization of goodwill. Instead, goodwill is tested for impairment at least annually at the level of
the cash-generating units. Goodwill must also be tested for
impairment at the level of individual cash-generating units
between these annual tests if events or changes in circumstances indicate that the recoverable amount of a particular
cash-generating unit might be impaired. Intangible assets
subject to amortization and property, plant and equipment
must generally be tested for impairment whenever there are
particular events or external circumstances indicating the
possibility of impairment.
To perform the impairment tests, the Company first determines
the fair values less costs to sell of its cash-generating units.
In the absence of binding sales transactions or market prices
for the respective cash-generating units, fair values are calculated based on discounted cash flow methods.
Valuations are based on the medium-term corporate planning
authorized by the Board of Management. The calculations
forimpairment-testing purposes are generally based on the
three planning years of the medium-term plan plus two additional detailed planning years. In certain justified exceptional
cases, a longer detailed planning period of ten years is used
as the calculation basis, especially when that is required under
a regulatory framework or specific regulatory provisions. The
cash flow assumptions extending beyond the detailed planning
period are determined using segment-specific growth rates
that are based on historical analysis and prospective forecasting. The growth rates used in 2014 generally correspond
to the inflation rates in each of the countries where the
cash-generating units operate. In 2014, the inflation rate used
for the euro area was 1.5 percent (2013: 1.5percent). For the
Renewables reporting segment, the growth rate is also adjusted
for segment-specific forecasts of changes by the respective
business units (for example, regulatory framework, reinvestment cycles or growth prospects). Given their deteriorated
growth prospects, the Generation and Hydro units are for the
first time using a growth rate of 0percent. The interest rates
used fordiscounting cash flows are calculated using market
data foreach cash-generating unit, and as of December 31, 2014,
ranged between 4.8 and 8.3 percent after taxes (2013: 4.9 and
8.6percent).
The principal assumptions underlying the determination by
management of recoverable amount are the respective forecasts for commodity market prices, future electricity and gas
prices in the wholesale and retail markets, E.ONs investment
activity, changes in the regulatory framework, as well as for
rates of growth and the cost of capital. These assumptions are
based on market data, where publicly available.
The above discussion applies accordingly to the testing for
impairment of intangible assets and of property, plant and
equipment, and of groups of these assets. In the Generation
segment, for example, the tests are based on the respective
remaining useful life and on other plant-specific valuation
parameters. If the goodwill of a cash-generating unit is combined with assets or groups of assets for impairment testing,
the assets must be tested first.
CEO Letter
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facility will be rendered economically inoperable as a consequence of environmental specifications. Moreover, conventional
generation capacity was written down by 1.2billion in the
context of the divestment process in Italy (see also Note4).
The goodwill impairment testing performed in 2014 necessitated no recognition of impairment charges (2013: 27 million).
However, impairments on goodwill were recognized in connection with initiated disposals in the amount of 382million
(2013: 111million) (see Note4 for additional details).
147
148 Notes
Reversals of impairments on intangible assets totaled 226million in 2014 (2013: 35million). Of this amount, 203million is
attributable to price effects in carbon allowances.
Intangible Assets
2014
2013
12
725
815
103
103
840
922
CEO Letter
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E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Present values
2014
2013
2013
2014
2013
100
108
56
65
44
43
Due in 1 to 5 years
390
422
217
259
173
163
1,341
1,720
745
1,013
596
707
Total
1,831
2,250
1,018
1,337
813
913
2014
2013
13
18
Due in 1 to 5 years
23
29
11
12
Total
47
59
E.ON Group
Associates1
Joint ventures
E.ON Group
Associates1
5,009
2,423
2,586
5,652
2,972
2,680
Equity investments
1,573
245
1,966
246
12
Non-current securities
4,781
4,444
11,363
2,668
2,595
12,062
3,218
2,692
in millions
Total
1The
associates presented as equity investments are associated companies accounted for at cost on materiality grounds.
Joint ventures
149
150 Notes
Joint ventures
Total
2014
2013
2014
2013
2014
2013
136
195
-478
-489
-342
-294
-5
-3
10
-89
-92
131
192
-468
-578
-337
-386
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Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
151
Nord Stream AG
OAO
Severneftegazprom
Gasag Berliner
Gaswerke AG
AS Latvijas Gze
Zpadoslovensk
energetika a.s.
in millions
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
Non-current assets
1,204
1,549
6,502
6,786
1,025
1,588
1,796
1,782
566
569
703
669
Current assets
481
239
664
947
220
423
443
522
242
299
136
152
Current liabilities
(incl.provisions)
220
185
508
495
61
207
413
348
111
169
163
187
731
Non-current liabilities
(incl.provisions)
1,192
1,277
5,109
5,280
432
645
1,121
1,178
90
91
739
Equity
273
326
1,549
1,958
752
1,159
705
778
607
608
-63
-97
49.0
49.0
15.5
15.5
25.0
25.0
36.9
36.9
47.2
47.2
49.0
49.0
134
160
240
303
188
290
260
287
287
287
-31
-48
Consolidation adjustments
37
37
95
58
35
56
50
-88
-92
216
216
171
197
335
361
197
325
316
337
199
195
185
168
Nord Stream AG
OAO
Severneftegazprom
Gasag Berliner
Gaswerke AG
AS Latvijas Gze
Zpadoslovensk
energetika a.s.
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
546
868
1,074
868
371
549
1,099
1,300
496
574
1,013
1,037
-2
119
346
119
67
122
33
61
27
29
87
102
18
190
535
190
41
69
57
31
24
29
52
697
-43
234
-219
234
-39
20
-1
-45
353
127
353
67
122
-6
81
27
29
86
103
49.0
49.0
15.5
15.5
25.0
25.0
36.9
36.9
47.2
47.2
49.0
49.0
-22
173
20
55
17
31
-2
30
13
14
42
51
50
Sales
-1
58
54
18
17
31
12
23
13
14
43
Consolidation adjustments
-4
-50
-8
-8
-5
-4
-1
-8
Equity-method earnings
-5
56
10
39
19
18
23
42
42
152 Notes
2014
2013
Non-current assets
7,441
6,762
Current assets
1,138
1,133
1,678
1,762
3,923
3,539
78
292
979
1,071
3,146
2,813
Equity
2,978
2,594
50.0
50.0
1,489
1,297
713
701
2,202
1,998
2014
2013
Sales
3,880
2,261
-57
-158
-27
-72
-272
-106
-17
-12
11
-54
-147
50.0
50.0
-27
-73
-29
-79
Consolidation adjustments
-16
21
Equity-method earnings
-45
-58
CEO Letter
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Supervisory Board and Board of Management
Tables and Explanations
(16) Inventories
2014
2013
1,821
2,134
1,432
1,848
103
165
3,356
4,147
Current
Non-current
Current
43
602
95
630
1,333
2,931
1,559
2,920
1,376
3,533
1,654
3,550
Non-current
Trade receivables
11,800
14,257
10,199
3,517
4,154
2,545
2,312
430
2,663
529
24,311
3,947
21,074
3,074
Total
25,687
7,480
22,728
6,624
153
154 Notes
2014
2013
10,908
11,949
844
681
22
44
32
65
1,362
934
44
96
86
202
48
946
11,800
14,257
2014
2013
-1,065
-881
134
25
Write-downs
-313
-411
Reversals of write-downs
Disposals
64
81
219
119
-952
-1,065
Other1
Balance as of December 31
1Other
Unrealized interest
income
2014
2013
2014
2013
2014
104
161
60
62
44
99
Due in 1 to 5 years
381
379
198
202
183
177
637
713
219
264
418
449
1,122
1,253
477
528
645
725
2013
CEO Letter
Report of the Supervisory Board
E.ON Stock
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Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2014
2013
1,812
2,648
1,749
2,316
63
332
1,064
639
3,191
4,527
Total
6,067
7,814
As part of the scrip dividend for the 2013 fiscal year, shareholder cash dividend entitlements totaling 305million were
settled through the issue and distribution of 24,008,788 treasury
shares. The issue of treasury shares reduced by 964million
the valuation allowance for treasury shares, which is measured
at historical cost. Conversely, additional paid-in capital was
reduced by 649million. This amount represents the difference
between the historical cost and the subscription price of the
shares. The discount of 9million granted on the current share
price is charged to retained earnings.
A total of 919,064 additional treasury shares were used for
the employee stock purchase program and distributed to
employees in 2014 (2013: 1,057,296 treasury shares used). See
also Note11 for information on the distribution of shares
under the employee stock purchase program. A further 630
treasury shares (2013: 672 shares) were also distributed.
The Company has further been authorized by the Annual
Shareholders Meeting to buy shares using put or call options,
or a combination of both. When derivatives in the form of
putor call options, or a combination of both, are used to acquire
shares, the option transactions must be conducted at market
terms with a financial institution or on the market. No shares
were acquired in 2014 using this purchase model.
155
156 Notes
Authorized Capital
By shareholder resolution adopted at the Annual Shareholders
Meeting of May 3, 2012, the Board of Management was authorized, subject to the Supervisory Boards approval, to increase
until May2, 2017, the Companys capital stock by a total of up
to 460million through one or more issuances of new registered no-par-value shares against contributions in cash and/or
in kind (with the option to restrict shareholders subscription
rights); such increase shall not, however, exceed the amount
and number of shares in which the authorized capital pursuant to Section 3 of the Articles of Association of E.ON AG still
exists at the point in time when the conversion of E.ON AG
into a European company (SE) becomes effective pursuant to
the conversion plan dated March 6, 2012 (authorized capital
pursuant to Sections 202 et seq. AktG). Subject to the Supervisory Boards approval, the Board of Management is authorized toexclude shareholders subscription rights. The authorized capital has not been used.
Conditional Capital
Voting Rights
At the Annual Shareholders Meeting of May 3, 2012, shareholders approved a conditional increase of the capital stock
(with the option to exclude shareholders subscription rights)
Voting rights
Date of notice
Threshold
exceeded
Gained voting
rights on
Allocation
Percentages
Absolute
5%
indirect
6.53
130,752,304
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Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2014
2013
45
45
16,797
23,261
Total
16,842
23,306
2014
2013
-725
-672
Taxes
Balance as of December 31 (after taxes)
-721
-671
157
158 Notes
2014
2013
Generation
-29
308
Renewables
196
194
Global Commodities
Germany
1,096
1,176
Other EU Countries
427
505
Russia
220
542
Group Management/Consolidation
Total
217
189
2,128
2,915
Available-for-sale
securities
Currency translation
adjustments
Remeasurements of
defined benefit plans
34
-178
-129
Changes
-12
-116
77
22
-294
-52
Changes
-296
-186
26
-590
-238
in millions
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Avacon Group
2014
2013
2014
2013
2014
359
323
220
542
604
571
9.8
9.8
16.3
16.3
36.9
36.7
54
2013
28
76
70
63
118
206
477
617
340
47
Non-current assets
888
825
3,191
4,798
2,822
2,467
Current assets
562
546
324
868
658
738
Non-current liabilities
209
218
271
422
1,495
1,152
Current liabilities
348
396
94
122
831
632
1Non-controlling
2014
2013
2014
Avacon Group
2013
2014
2013
55
65
58
38
120
79
1,168
1,127
1,518
1,865
3,144
3,110
Net income
121
108
355
232
306
190
Comprehensive income
126
103
-1,509
-405
302
188
Sales
There are no major restrictions beyond those under customary corporate or contractual provisions. Foreign-exchange
transactions out of the Russian Federation may be restricted
in certain cases.
159
160 Notes
not constitute plan assets under IAS19 but which are mostly
intended for the coverage of retirement benefit obligations
at E.ON Group companies in Germany (see Note31).
The present value of the defined benefit obligations, the fair
value of plan assets and the net defined benefit liability
(funded status) are presented in the following table for the
dates indicated:
2014
2013
2012
12,799
9,574
11,192
United Kingdom
5,920
4,926
4,903
Other countries
230
679
729
18,949
15,179
16,824
Germany
8,033
6,789
6,769
United Kingdom
5,296
4,596
4,702
Total
Fair value of plan assets
Other countries
Total
46
376
410
13,375
11,761
11,881
4,766
2,785
4,423
United Kingdom
624
330
201
Other countries
184
303
319
5,574
5,574
3,418
3,418
4,943
-2
4,945
Total
Presented as operating receivables
Presented as provisions for pensions and similar obligations
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Germany
Active employees at the German Group companies are predominantly covered by cash balance plans. In addition, some
final-pay arrangements, and a small number of fixed-amount
arrangements, still exist under individual contracts.
The majority of the reported benefit obligation toward active
employees is centered on the BAS Plan, a pension unit system
launched in 2001, and on a provision for the future (Zukunftssicherung) plan, a variant of the BASPlan that emerged
from the harmonization in 2004 of numerous benefit plans
granted in the past. In the Zukunftssicherung benefit plan,
vested final-pay entitlements are considered in addition to
the defined contribution pension units when determining
the benefit. These plans are closed to new hires.
The plans described in the preceding paragraph generally
provide for ongoing pension benefits that generally are
payable upon reaching the age threshold, or in the event of
disability or death.
The only benefit plan open to new hires is the E.ONIQ contribution plan (the IQPlan). This plan is a units of capital
system that provides for the alternative payout options of a
prorated single payment and payments of installments in
addition to the payment of a regular pension.
161
162 Notes
The benefit expense for all the cash balance plans mentioned
above is dependent on compensation and is determined at
different percentage rates based on the ratio between compensation and the contribution limit in the statutory retirement
pension system in Germany. Employees can additionally choose
to defer compensation. The cash balance plans contain different interest rate assumptions for the pension units. Whereas
fixed interest rate assumptions apply for both the BASPlan
and the Zukunftssicherung plan, the units of capital for the
open IQPlan earn interest at the average yield of long-term
government bonds of the Federal Republic of Germany
observed in the fiscal year. Future pension increases at a rate
of 1 percent are guaranteed for a large number of active
employees. For the remaining eligible individuals, pensions
are adjusted mostly in line with the rate of inflation, usually
ina three-year cycle.
To fund the pension plans for the German Group companies,
plan assets were established in the form of a Contractual
Trust Arrangement (CTA). The major part of these plan assets
is administered by E.ON Pension Trust e.V. as trustee in accordance with specified investment principles. Additional domestic plan assets are managed by smaller German pension funds.
The long-term investments and liquid funds administered by
VKE do not constitute plan assets under IAS19, but are almost
exclusively intended for the coverage of benefit obligations
at German E.ON Group companies.
Only at the pension funds and at VKE do regulatory provisions
exist in relation to capital investment or funding requirements.
employees hired after these dates. Since then, new hires are
offered a defined contribution plan. Aside from the payment
of contributions, this plan entails no additional actuarial risks
for the employer.
Benefit payments to the beneficiaries of the currently existing
defined benefit pension plans are adjusted for inflation as
measured by the U.K. Retail Price Index (RPI).
Plan assets in the United Kingdom are administered in a pension trust. The trustees are selected by the members of the plan
or appointed by the entity. In that capacity, the trustees are
particularly responsible for the investment of the plan assets.
The Pensions Regulator in the United Kingdom requires that
a so-called technical valuation of the plans funding conditions be performed every three years. The actuarial assumptions
underlying the valuation are agreed upon by the trustees
andE.ONUK plc. They include presumed life expectancy, wage
and salary growth rates, investment returns, inflationary
assumptions and interest rate levels. The most recent technical
valuation took place as of March 31, 2010, and resulted in a
technical funding deficit of 446 million. The agreed deficit
repair plan provides for annual payments of 34 million to
the pension trust. A revaluation of the technical funded status
was performed as of March 31, 2013; it is not yet complete as
of the balance sheet date.
Other Countries
The remaining pension obligations are spread across various
international activities of the E.ON Group.
United Kingdom
In the United Kingdom, there are various pension plans. Until
2005 and 2008, respectively, employees were covered by defined
benefit plans, which for the most part were final-pay plans
and make up the majority of the pension obligations currently
reported for the United Kingdom. These plans were closed to
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Total
Germany
United
Kingdom
Other
countries
Total
Germany
United
Kingdom
Other
countries
15,179
9,574
4,926
679
16,824
11,192
4,903
729
253
182
59
12
276
204
58
14
30
23
12
-5
80
44
29
-1
-1
607
365
231
11
589
362
204
23
3,733
3,099
567
67
-665
-702
87
-50
-14
-15
40
39
3,794
3,143
579
72
-721
-784
90
-27
-47
-44
-6
16
82
-42
-24
-708
-444
-244
-20
-753
-463
-252
-38
-1,059
-1,059
360
368
-8
-107
-101
-6
-507
-2
-505
-7
-4
-3
18,949
12,799
5,920
230
15,179
9,574
4,926
679
The net actuarial losses generated in 2014 are largely attributable to a general decrease in the discount rates used within
the E.ONGroup. This decrease was partly offset by the lowering
of the pension increase rate in Germany that applies to E.ON
in the absence of an agreed guarantee adjustment, and the
reduction of the wage and salary growth rates and pension
The change in the present value of the defined benefit obligations in the other countries is primarily the result of the
reclassification of the present value of defined benefit obligations of Spanish companies to the Liabilities associated
with assets held for sale line item on the balance sheet
(seeNote4).
163
164 Notes
2014
2013
2012
Germany
2.00
3.90
3.40
United Kingdom
3.70
4.60
4.40
Germany
2.50
2.50
2.50
United Kingdom
3.10
3.40
3.40
Germany
Germany1
1.75
2.00
2.00
United Kingdom
2.90
3.10
2.70
United
Kingdom
Discount rate
1The
pension increase rate for Germany applies to eligible individuals not subject
to an agreed guarantee adjustment.
Sensitivities
Change in the present value of the defined benefit obligations
December 31, 2014
+50
-7.85
-50
8.96
+50
-6.88
-50
7.66
+25
0.47
-25
-0.46
+25
0.47
-25
-0.46
+25
1.86
-25
-1.79
+25
1.78
-25
-1.70
+10
-2.96
-10
3.32
+10
-2.44
-10
2.70
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2013
Total
Germany
United
Kingdom
11,761
6,789
4,596
514
294
217
440
230
198
12
Remeasurements
Return on plan assets recognized in
equity, not including amounts contained
in the interest income on plan assets
480
185
282
13
-161
-29
-108
-24
in millions
Fair value of plan assets as of January 1
Other
countries
Total
Germany
United
Kingdom
Other
countries
376
11,881
6,769
4,702
410
480
185
282
13
-161
-29
-108
-24
Employee contributions
Employer contributions
1,296
1,182
108
1,083
921
157
-668
-417
-244
-7
-724
-447
-252
-25
Benefit payments
Changes in scope of consolidation
-655
-655
334
336
-2
-101
-99
-2
Other
-343
-343
-3
-3
13,375
8,033
5,296
46
11,761
6,789
4,596
376
A small portion of the plan assets consists of financial instruments of E.ON (2014: 0.4billion; 2013: 0.4billion). Because of
the contractual structure, however, these instruments do not
constitute an E.ON-specific risk to the CTA in Germany. The
plan assets further include virtually no owner-occupied real
estate and no equity or debt instruments issued by E.ON Group
companies. Each of the individual plan asset components
has been allocated to an asset class based on its substance.
The plan assets thus classified break down as shown in the
following table:
165
166 Notes
Total
Germany
United
Kingdom
Other
countries
Total
Germany
United
Kingdom
Other
countries
21
25
14
16
19
12
Debt securities1
Government bonds
Corporate bonds
55
37
13
46
24
15
67
58
9
48
2
46
51
32
14
49
21
18
58
50
8
16
11
21
85
76
97
49
78
73
91
Debt securities
Real estate
11
29
92
Other
22
15
24
51
22
27
95
100
100
100
100
100
100
100
100
Germany, 7 percent (2013: 10 percent) of plan assets are invested in other debt securities, in particular mortgage bonds (Pfandbriefe), in addition to government and
corporate bonds.
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2013
Total
Germany
United
Kingdom
253
182
59
12
273
204
58
11
30
23
12
-5
80
44
29
-1
-1
93
71
14
146
132
375
276
85
14
499
380
93
26
in millions
Employer service cost
Other
countries
Total
Germany
United
Kingdom
Other
countries
Germany
United
Kingdom
Other
countries
2015
724
456
253
15
2016
742
474
256
12
2017
754
479
262
13
2018
770
488
270
12
2019
788
503
272
13
20202024
4,224
2,701
1,456
67
Total
8,002
5,101
2,769
132
in millions
The weighted-average duration of the defined benefit obligations measured within the E.ON Group was 20.1years as of
December 31, 2014 (2013: 19.2 years).
167
168 Notes
2013
in millions
Total
Germany
United
Kingdom
3,418
2,785
330
303
Other
countries
Total
Germany
United
Kingdom
Other
countries
4,943
4,423
201
319
375
276
85
14
505
380
93
32
3,253
2,914
285
54
-504
-673
195
-26
-1,296
-1,182
-108
-6
-1,083
-921
-157
-5
-40
-27
-13
-29
-16
-13
-404
-404
26
32
-6
-6
-2
-4
-164
-2
-162
-4
-4
5,574
4,766
624
184
3,418
2,785
330
303
Current
Non-current
Current
Non-current
155
10,977
108
10,300
475
7,162
511
7,218
Personnel obligations
305
1,254
296
1,222
41
2,105
155
1,765
Supplier-related obligations
554
208
201
377
Customer-related obligations
381
208
334
185
in millions
75
796
87
784
Other
2,134
3,092
2,661
2,884
Total
4,120
25,802
4,353
24,735
169
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in millions
Jan. 1,
2014
Exchange
rate
differences
Changes
in
scope of
consolidation
Accretion
Non-contractual nuclear
waste management
obligations
477
Additions
Utilization
Reclassifications
15
-59
-16
Reversals
Changes
in
estimates
Dec. 31,
2014
374
11,132
10,408
-67
7,729
-64
351
59
-480
16
26
7,637
Personnel obligations
1,518
-55
96
396
-334
-66
1,559
1,920
28
-257
54
170
-42
-6
-1
280
2,146
Supplier-related
obligations
578
-1
499
-253
28
-92
762
Customer-related
obligations
519
-8
188
-55
-8
-50
589
871
-1
-1
18
83
-45
-3
-51
871
Other
5,545
33
-268
86
2,021
-1,495
17
-713
5,226
Total
29,088
-71
-589
1,087
3,431
-2,763
32
-973
680
29,922
fuel rods and low-level nuclear waste and to the retirement and
decommissioning of nuclear power plant components that are
determined on the basis of external studies and cost estimates.
The provisions are classified primarily as non-current provisions
and measured at their settlement amounts, discounted to
the balance sheet date.
The asset retirement obligations recognized for non-contractual nuclear obligations include the anticipated costs of postand service operation of the facility, dismantling costs, and
the cost of removal and disposal of the nuclear components
of the nuclear power plant.
Additionally included in the disposal of spent nuclear fuel rods
are costs for transports to the final storage facility and the
cost of proper conditioning prior to final storage, including
the necessary containers.
170 Notes
Germany
Sweden
Germany
Sweden
Decommissioning
8,393
408
7,806
420
2,721
735
2,492
756
Advance payments
1,125
1,066
Total
9,989
1,143
9,232
1,176
Advance payments made to other waste management companies in the amount of 161million (2013: 143million) have
been deducted from the provisions attributed to Germany.
The advance payments relate to the delivery of interim storage
containers.
Concerning the disposal of spent nuclear fuel rods, the obligations recognized in the provisions comprise the contractual
costs of finalizing reprocessing and the associated return
ofwaste with subsequent interim storage at Gorleben and
Ahaus, as well as costs incurred for interim on-site storage,
including the necessary interim storage containers, arising
from the direct permanent storage path. The provisions also
include the contractual costs of decommissioning and the
conditioning of low-level radioactive waste.
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Germany
Sweden
Germany
Sweden
Decommissioning
3,425
369
3,465
393
3,314
690
3,286
728
Advance payments
Total
161
143
6,578
1,059
6,608
1,121
Personnel Obligations
Customer-Related Obligations
Supplier-Related Obligations
Provisions for supplier-related obligations consist of provisions
for potential losses on open purchase contracts, among others.
Other
The other miscellaneous provisions consist primarily of provisions from the electricity and gas business. Further included
here are provisions for potential obligations arising from taxrelated interest expenses and from taxes other than income
taxes.
171
172 Notes
(26) Liabilities
The following table provides a breakdown of liabilities:
Liabilities
December 31, 2014
in millions
Current
Non-current
Total
Current
Non-current
Total
Financial liabilities
3,883
15,784
19,667
4,673
18,051
22,724
Trade payables
2,185
2,185
2,485
2,485
15
366
381
39
412
451
217
1,856
2,073
218
2,116
2,334
9,908
3,868
13,776
4,337
2,445
6,782
245
252
497
296
290
586
12,045
1,462
13,507
14,082
1,491
15,573
24,615
7,804
32,419
21,457
6,754
28,211
Total
28,498
23,588
52,086
26,130
24,805
50,935
Financial Liabilities
The following is a description of the E.ON Groups significant
credit arrangements and debt issuance programs. Included
under Bonds are the bonds currently outstanding, including
those issued under the Debt Issuance Program.
Group Management
Covenants
The financing activities of E.ONSE, E.ON International Finance
B.V. (EIF), Rotterdam, TheNetherlands, and E.ON Beteiligungen GmbH involve the use of covenants consisting primarily
of change-of-control clauses, negative pledges, pari-passu
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Initial term
Repayment
Coupon
7 years
Sep 2015
5.250%
7 years
Jan 2016
5.500%
15 years
May 2017
6.375%
10 years
Oct 2017
5.500%
10 years
Apr 2018
5.800%
12 years
Oct 2019
6.000%
12 years
May 2020
5.750%
million8
GBP 975
30 years
June 2032
6.375%
30 years
Oct 2037
5.875%
30 years
Apr 2038
6.650%
30 years
Jan 2039
6.750%
1Listing:
All bonds are listed in Luxembourg with the exception of the two Rule 144A/Regulation S USD bonds, which are unlisted.
early redemption, the volume of this issue was lowered from originally EUR 1,250 million to approx. EUR 1,118 million.
early redemption, the volume of this issue was lowered from originally EUR 1,500 million to approx. EUR 1,238 million.
4After early redemption, the volume of this issue was lowered from originally EUR 2,375 million to approx. EUR 1,769 million.
5Rule 144A/Regulation S bond.
6The volume of this issue was raised from originally GBP 600 million to GBP 850 million.
7The volume of this issue was raised from originally EUR 1,000 million to EUR 1,400 million.
8The volume of this issue was raised from originally GBP 850 million to GBP 975 million.
2After
3After
173
174 Notes
The bonds issued by E.ONSE and those issued by EIF and E.ON
Beteiligungen GmbH (respectively guaranteed by E.ONSE)
have the maturities presented in the table below. Liabilities
denominated in foreign currency include the effects of economic hedges, and the amounts shown here may therefore
vary from the amounts presented on the balance sheet.
Bonds Issued by E.ON SE, E.ON International Finance B.V. and E.ON Beteiligungen GmbH
in millions
Total
Due
in 2014
Due
in 2015
Due
in 2016
Due
in 2017
Due
in 2018
Due
between
2019 and
2025
Due
after 2025
14,704
1,118
1,238
2,669
1,796
3,206
4,677
18,463
3,166
1,250
1,650
3,275
1,486
3,192
4,444
Renewables
Global Commodities
2014
2013
2014
2013
2014
2013
Bonds
Commercial paper
73
217
84
80
37
42
457
584
1,324
760
411
630
159
41
Financial liabilities
1,434
1,019
495
710
616
625
Among other things, financial liabilities to financial institutions include collateral received, measured at a fair value of
142million (2013: 196million). This collateral relates to
amounts pledged by banks to limit the utilization of credit lines
in connection with the fair value measurement of derivative
transactions. The other financial liabilities include promissory
notes in the amount of 638million (2013: 691million) and
financial guarantees totaling 11million (2013: 30million).
Additionally included in this line item are margin deposits
received in connection with forward transactions on futures
exchanges in the amount of 153million (2013: 7million), as
well as collateral received in connection with goods and services in the amount of 22million (2013: 22 million). E.ON
can use this collateral without restriction.
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Germany
Group Management/
Consolidation
Other EU Countries
E.ON Group
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
56
14,280
17,993
14,280
18,049
401
180
401
180
28
90
137
194
937
206
1,263
787
220
188
98
98
813
913
58
65
53
79
905
1,220
2,910
2,795
306
343
191
330
16,621
19,697
19,667
22,724
175
176 Notes
The guarantees of E.ON also include items related to the operation of nuclear power plants. With the entry into force of
the German Nuclear Energy Act (Atomgesetz or AtG), as
amended, and of the ordinance regulating the provision for
coverage under the Atomgesetz (Atomrechtliche Deckungsvorsorge-Verordnung or AtDeckV) of April 27, 2002, as
amended, German nuclear power plant operators are required
to provide nuclear accident liability coverage of up to 2.5billion per incident.
Contingencies
The fair value of the E.ON Groups contingent liabilities arising
from existing contingencies was 48million as of December31, 2014 (2013: 52 million). E.ON currently does not have
reimbursement rights relating to the contingent liabilities
disclosed.
E.ON has issued direct and indirect guarantees to third parties,
which require E.ON to make contingent payments based on
the occurrence of certain events. These consist primarily of
financial guarantees and warranties.
In addition, E.ON has also entered into indemnification agreements. Along with other guarantees, these indemnification
agreements are incorporated in agreements entered into by
Group companies concerning the disposal of shareholdings
and, above all, cover the customary representations and warranties, as well as environmental damage and tax contingencies. In some cases, obligations are covered in the first instance
by provisions of the disposed companies before E.ON itself is
required to make any payments. Guarantees issued by companies that were later sold by E.ONSE (or VEBA AG and VIAG AG
before their merger) are usually included in the respective
final sales contracts in the form of indemnities.
Moreover, E.ON has commitments under which it assumes
joint and several liability arising from its interests in civil-law
companies (GbR), non-corporate commercial partnerships
and consortia in which it participates.
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particularly at the Generation, Renewables, Global Commodities, Germany, Russia and Sweden units. On December 31, 2014,
the obligations for new power plant construction reported
under these purchase commitments totaled 0.9billion. They
also include the obligations relating to the construction of
wind power plants.
Additional financial obligations arose from rental and tenancy
agreements and from operating leases. The corresponding
minimum lease payments are due as broken down in the
table below:
E.ON as LesseeOperating Leases
Minimum lease payments
in millions
2014
2013
221
209
Due in 1 to 5 years
539
481
795
579
1,555
1,269
Total
The expenses reported in the income statement for such contracts amounted to 210million (2013: 254million). They
include contingent rents that were expensed when they arose
in 2014.
Additional long-term contractual obligations in place at the
E.ON Group as of December 31, 2014, relate primarily to the
purchase of fossil fuels such as natural gas, lignite and hard
coal. Financial obligations under these purchase contracts
amounted to approximately 235.8billion on December 31, 2014
(10.8billion due within one year).
Gas is usually procured on the basis of long-term purchase
contracts with large international producers of natural gas.
Such contracts are generally of a take-or-pay nature. The
prices paid for natural gas are tied to the prices of competing
energy sources or market reference prices, as dictated by
market conditions. The conditions of these long-term contracts
are reviewed at certain specific intervals (usually every three
years) as part of contract negotiations and may thus change
177
178 Notes
The entire sector is involved in a multitude of court proceedings throughout Germany in the matter of price-adjustment
clauses in the retail electricity and gas supply business with
high-volume customers. These proceedings also include
actions for the restitution of amounts collected through price
increases imposed using price-adjustment clauses determined
to be invalid. In a judgment delivered in October 2014, the
European Court of Justice ruled that Germanys Basic Supply
Ordinances for Power and Gas do not comply with the relevant
European directives. The German Federal Court of Justice
must now rule on the legal consequences of this violation
for German law. That ruling is expected to be delivered in
2015. Although no companies of the E.ON Group are directly
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2011, E.ON filed a constitutional complaint against the thirteenth amendment of the Nuclear Energy Act with the Federal
Constitutional Court of Germany in Karlsruhe. The nuclear-fuel
tax remains at its original level after the reversal of the operating-life extensions. E.ON believes that this tax contravenes
Germanys constitution and European law and is therefore
pursuing administrative proceedings and taking legal action
against it. This view was affirmed by both the Hamburg Fiscal
Court and the Munich Fiscal Court. The legal issues involved
have been presented to both the Federal Constitutional Court
and the European Court of Justice.
Because litigation and claims are subject to numerous uncertainties, their outcome cannot be ascertained; however, in the opinion of management, any potential obligations arising from these
matters will not have a material adverse effect on the financial
condition, results of operations or cash flows of the Company.
179
180 Notes
2014
2013
623
975
Hedge accounting in accordance with IAS 39 is employed primarily for interest rate derivatives used to hedge long-term
debts and bonds to be issued in the future, as well as for currency derivatives used to hedge net investments in foreign
operations, long-term receivables and debts denominated in
foreign currency, as well as planned capital investments.
In commodities, potentially volatile future cash flows resulting
primarily from planned purchases and sales of electricity
within and outside of the Group, as well as from anticipated
fuel purchases and purchases and sales ofgas, are hedged.
CEO Letter
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Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Carrying
amount
2015
2016
20172019
>2019
1,031
24
17
-1,072
70
-8
-9
-22
-31
-1
in millions
OCICurrency cash flow hedges
1OCI
Carrying
amount
2014
2015
20162018
>2018
328
20
31
-379
61
-6
-7
-15
-33
-12
12
in millions
1OCI
181
182 Notes
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Nominal
value
Fair value
Nominal
value
Fair value
FX forward transactions
17,113.9
42.9
21,548.5
-67.4
Subtotal
17,113.9
42.9
21,548.5
-67.4
8,175.7
-134.6
9,854.2
-211.4
35.5
32.1
35.5
32.6
Subtotal
8,211.2
-102.5
9,889.7
-178.8
2,893.0
2,393.0
500.0
-558.2
-607.5
49.3
2,776.3
2,276.3
500.0
-195.2
-235.8
40.6
Cross-currency swaps
Cross-currency interest rate swaps
2,000.0
-322.5
2,000.0
-29.8
Subtotal
4,893.0
-880.7
4,776.3
-225.0
Other derivatives
208.0
9.8
9.1
Subtotal
208.0
9.8
9.1
0.0
30,426.1
-930.5
36,223.6
-471.2
Total
Nominal
value
Electricity forwards
Exchange-traded electricity forwards
Fair value
Nominal
value
Fair value
50,440.2
519.1
45,407.3
172.9
15,408.3
175.9
9,671.0
260.5
2,462.8
49.1
3,179.1
12.5
256.1
-27.8
55.7
2.7
37,619.7
282.4
22,879.6
328.3
9,723.6
72.2
3,213.1
-5.0
Gas swaps
5,888.7
15.0
1,077.3
0.9
68.3
19.0
15.9
-1.4
Electricity swaps
Electricity options
Gas forwards
Gas options
Coal forwards and swaps
1,807.0
1.8
2,646.6
-78.2
12,004.3
-296.4
10,849.0
-172.5
Oil derivatives
9,431.7
-72.1
8,571.0
53.4
4,711.2
31.4
15,969.2
-13.7
Emissions-related derivatives
Exchange-traded emissions-related derivatives
Other derivatives
Other exchange-traded derivatives
Total
4.5
-5.5
808.0
84.7
1,128.5
-157.5
38.8
-2.8
42.5
2.4
103.9
18.2
58.3
-6.2
150,772.6
869.7
124,768.6
393.6
183
184 Notes
Carrying
amounts
IAS 39
measurement
category1
Equity investments
1,573
1,573
AfS
4,909
645
4,264
3,739
645
3,094
28,258
11,800
13,346
370
2,742
Fair value
Determined
using market prices
Derived
from active
market
prices
1,573
120
320
n/a
LaR
4,032
645
3,387
99
99
546
546
26,984
11,800
13,346
370
1,468
LaR
HfT
n/a
LaR
26,984
11,800
13,346
370
1,468
6,157
6,157
7,115
6,745
370
6,593
6,593
AfS
6,593
5,761
832
3,191
3,191
AfS
3,191
3,143
48
Restricted cash
1,064
1,064
AfS
1,064
1,064
5,770
125
AfS
125
21
104
Total assets
51,358
43,269
43,562
16,365
8,965
Financial liabilities
Bonds
Commercial paper
Bank loans/Liabilities to banks
Liabilities from finance leases
Other financial liabilities
19,667
14,280
401
1,263
813
2,910
19,222
14,280
401
1,263
813
2,465
AmC
AmC
AmC
n/a
AmC
23,213
17,997
401
1,263
1,296
2,256
18,824
17,997
827
1,664
401
1,263
32,419
2,185
12,332
1,444
764
15,694
27,151
2,185
12,332
1,444
764
10,426
AmC
HfT
n/a
AmC
AmC
27,151
2,185
12,332
1,444
764
10,426
6,187
6,187
7,541
6,097
1,444
Total liabilities
52,086
46,373
50,364
25,011
9,205
in millions
1AfS:
Available for sale; LaR: Loans and receivables; HfT: Held for trading; AmC: Amortized cost. The measurement categories are described in detail in Note 1. The amounts determined using valuation techniques with unobservable inputs (Level 3 of the fair value hierarchy) correspond to the difference between the total fair value and the fair values of the
two hierarchy levels listed.
2Liabilities from put options include counterparty obligations and non-controlling interests in fully consolidated partnerships (see Note26).
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Carrying
amounts
IAS 39
measurement
category1
Equity investments
1,966
1,966
AfS
5,204
725
4,479
5,066
725
4,341
24,148
14,257
6,241
458
3,192
Fair value
Determined
using market prices
Derived
from active
market
prices
1,966
120
422
n/a
LaR
5,308
725
4,583
106
106
204
204
22,545
14,257
6,241
458
1,589
LaR
HfT
n/a
LaR
22,545
14,257
6,241
458
1,589
1,878
1,878
4,536
4,078
458
7,092
7,092
AfS
7,092
6,468
624
4,527
4,527
AfS
4,527
4,493
34
639
639
AfS
639
639
1,031
204
AfS
204
73
131
Total assets
44,607
42,039
42,281
13,777
5,951
Financial liabilities
Bonds
Commercial paper
Bank loans/Liabilities to banks
Liabilities from finance leases
Other financial liabilities
22,724
18,049
180
787
913
2,795
22,674
18,049
180
787
913
2,745
AmC
AmC
AmC
n/a
AmC
25,837
20,761
180
787
1,429
2,680
21,102
20,761
341
967
180
787
28,211
2,485
5,953
829
785
18,159
21,497
2,485
5,953
829
785
11,445
AmC
HfT
n/a
AmC
AmC
21,497
2,485
5,953
829
785
11,445
2,001
2,001
4,626
3,797
829
Total liabilities
50,935
44,171
47,334
23,103
5,593
in millions
Restricted cash
Assets held for sale
1AfS:
Available for sale; LaR: Loans and receivables; HfT: Held for trading; AmC: Amortized cost. The measurement categories are described in detail in Note 1. The amounts determined using valuation techniques with unobservable inputs (Level 3 of the fair value hierarchy) correspond to the difference between the total fair value and the fair values of the
two hierarchy levels listed.
2Liabilities from put options include counterparty obligations and non-controlling interests in fully consolidated partnerships (see Note26).
value measurement was not applied in the case of shareholdings with a carrying amount of 49million (2013: 19million) ascash flows could not be determined reliably for them.
Fair values could not be derived on the basis of comparable
transactions. The shareholdings are not material by comparison
with the overall position of the Group.
185
186 Notes
Fair Value Hierarchy Level 3 Reconciliation (Values Determined Using Valuation Techniques)
in millions
Jan. 1,
2014
Purchases
(including
additions)
Sales
(including
disposals)
Settlements
Gains/
Losses in
income
statement
Equity investments
1,424
35
-39
Derivative financial
instruments
Total
Transfers
into
Level 3
out of
Level 3
Gains/
Losses in
OCI
Dec. 31,
2014
67
-30
-324
1,133
130
-5
-15
287
-1
396
1,554
30
-54
287
66
-30
-324
1,529
in millions
Gross amount
Amount
offset
Carrying
amount
Conditional
netting
amount
(netting
agreements)
11,800
11,800
4,300
7,500
1,447
1,447
143
1,304
Financial
collateral
received/
pledged
Net value
Financial assets
Trade receivables
Interest-rate and currency derivatives
Commodity derivatives
12,269
12,269
4,205
121
7,943
Total
25,516
25,516
8,505
264
16,747
1,394
Financial liabilities
2,375
2,375
981
Commodity derivatives
11,401
11,401
4,195
328
6,878
15,694
15,694
15,694
Total
29,470
29,470
4,195
1,309
23,966
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Supervisory Board and Board of Management
Tables and Explanations
Netting Agreements for Financial Assets and Liabilities as of December 31, 2013
in millions
Gross amount
Amount
offset
Carrying
amount
Conditional
netting
amount
(netting
agreements)
Financial
collateral
received/
pledged
Net value
10,593
Financial assets
Trade receivables
14,257
14,257
3,664
1,859
1,218
641
196
445
Commodity derivatives
6,058
6,058
1,920
4,131
22,174
1,218
20,956
5,584
203
15,169
1,343
1,218
125
103
22
Commodity derivatives
6,657
6,657
1,920
468
4,269
Total
Financial liabilities
18,159
18,159
3,664
14,495
Total
26,159
1,218
24,941
5,584
571
18,786
187
188 Notes
in millions
Bonds
Commercial paper
Bank loans/Liabilities to banks
Liabilities from finance leases
Other financial liabilities
Financial guarantees
Cash outflows for financial liabilities
Trade payables
Derivatives (with/without hedging relationships)
Put option liabilities under IAS 32
Cash
outflows
2015
Cash
outflows
2016
Cash
outflows
20172019
Cash
outflows
from 2020
2,035
1,943
7,092
10,926
401
1,120
33
79
52
100
162
228
1,341
1,001
42
473
1,112
87
4,744
2,180
7,872
13,431
2,241
34,774
14,428
2,361
17
108
108
531
10,516
14
47,548
14,538
2,483
543
52,292
16,718
10,355
13,974
Cash
outflows
2014
Cash
outflows
2015
Cash
outflows
20162018
Cash
outflows
from 2019
in millions
Bonds
4,217
2,079
8,455
11,719
Commercial paper
180
654
41
52
64
108
160
262
1,720
552
326
642
1,213
Financial guarantees
457
6,168
2,606
9,411
14,716
3,810
22,177
4,919
1,424
72
16
135
562
11,445
15
153
37,504
4,950
1,564
715
43,672
7,556
10,975
15,431
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Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
2014
2013
-96
-206
722
1,430
1,166
841
Amortized cost
-1,070
-1,188
722
877
Total
1The
Risk Management
Principles
The prescribed processes, responsibilities and actions concerning financial and risk management are described in detail
in internal risk management guidelines applicable throughout
the Group. The units have developed additional guidelines of
their own within the confines of the Groups overall guidelines.
To ensure efficient risk management at the E.ONGroup, the
Trading (Front Office), Financial Controlling (Middle Office) and
Financial Settlement (Back Office) departments are organized
as strictly separate units. Risk controlling and reporting in the
areas of interest rates, currencies, credit and liquidity management is performed by the Financial Controlling department,
while risk controlling and reporting inthe area of commodities
is performed at Group level by a separate department.
E.ON uses a Group-wide treasury, risk management and
reporting system. This system is a standard information technology solution that is fully integrated and is continuously
updated. The system is designed to provide for the analysis
and monitoring of the E.ON Groups exposure to liquidity,
foreign exchange and interest risks. The units employ established systems for commodities. Credit risks are monitored
and controlled on a Group-wide basis by Financial Controlling,
with the support of a standard software package. The commodity positions of most of the global and regional units are
transferred to the Global Commodities unit for risk management and optimization purposes, based on a transfer-pricing
mechanism. Special risk management, coordinated with Group
Management, applies in a small number of exceptional cases.
189
190 Notes
1. Liquidity Management
The primary objectives of liquidity management at E.ON consist of ensuring ability to pay at all times, the timely satisfaction of contractual payment obligations and the optimization
of costs within the E.ON Group.
Cash pooling and external financing are largely centralized at
E.ONSE and certain financing companies. Funds are provided
to the other Group companies as needed on the basis of an
in-house banking solution.
E.ONSE determines the Groups financing requirements on
the basis of short- and medium-term liquidity planning. The
financing of the Group is controlled and implemented on a
forward-looking basis in accordance with the planned liquidity
requirement or surplus. Relevant planning factors taken into
consideration include operating cash flow, capital expenditures,
divestments, margin payments and the maturity of bonds
and commercial paper.
2. Price Risks
In the normal course of business, the E.ON Group is exposed
to risks arising from price changes in foreign exchange, interest rates, commodities and asset management. These risks
create volatility in earnings, equity, debt and cash flows from
period to period. E.ON has developed a variety of strategies
to limit oreliminate these risks, including the use of derivative
financial instruments, among others.
3. Credit Risks
E.ON is exposed to credit risk in its operating activities and
through the use of financial instruments. Uniform credit risk
management procedures are in place throughout the Group
to identify, measure and control credit risks.
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191
192 Notes
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Supervisory Board and Board of Management
Tables and Explanations
Asset Management
For the purpose of financing long-term payment obligations,
including those relating to asset retirement obligations (see
Note25), financial investments totaling 5.4billion (2013:
5.9billion) were held predominantly by German E.ON Group
companies as of December 31, 2014.
These financial assets are invested on the basis of an accumulation strategy (total-return approach), with investments
broadly diversified across the money market, bond, real estate
and equity asset classes. Asset allocation studies are performed at regular intervals to determine the target portfolio
structure. The majority of the assets is held in investment
funds managed by external fund managers. Corporate Asset
193
194 Notes
2014
2013
Income
Associated companies
Joint ventures
Other related parties
1,753
1,480
95
178
2,082
1,825
124
133
Expenses
Associated companies
Joint ventures
Other related parties
1,697
1,395
102
200
1,603
1,184
57
362
Receivables
Associated companies
Joint ventures
Other related parties
1,740
1,057
448
235
1,624
1,074
395
155
Liabilities
Associated companies
Joint ventures
Other related parties
1,180
737
63
380
994
697
34
263
Liabilities of E.ON payable to related companies as of December 31, 2014, include 368million (2013: 828million) in trade
payables to operators of jointly-owned nuclear power plants.
These payables bear interest at 1.0 percent or at one-month
EURIBOR less 0.05 percent per annum (2013: 1.0percent or
one-month EURIBOR less 0.05 percent per annum) and have
no fixed maturity. E.ON continues to have in place with these
power plants a cost-transfer agreement and a cost-plus-fee
agreement for the procurement of electricity. The settlement
of such liabilities occurs mainly through clearing accounts.
Under IAS 24, compensation paid to key management personnel (members of the Board of Management and of the Supervisory Board of E.ONSE) must be disclosed.
The total expense for 2014 for members of the Board of Management amounted to 9.9million (2013: 11.7million) in
short-term benefits and 0million (2013: 3.3million) in termination benefits, as well as 2.8million (2013: 4.3million) in
post-employment benefits. Additionally taken into account in
2014 were actuarial losses of 11.7million (2013: actuarial gains
of 4.9million). The cost of post-employment benefits is equal
to the service and interest cost of the provisions for pensions.
The expense determined in accordance with IFRS2 for the
tranches of the E.ON Share Performance Plan and the E.ON
Share Matching Plan in existence in 2014 was 6.0million
(2013: 3.3million).
Provisions for the E.ON Share Performance Plan and the E.ON
Share Matching Plan amounted to 10.4million as of December 31, 2014 (2013: 5.9million).
The members of the Supervisory Board received a total of
3.1million for their activity in 2014 (2013: 3.2million).
Employee representatives on the Supervisory Board were paid
compensation under the existing employment contracts with
subsidiaries totaling 0.5million (2013: 0.5million).
Detailed, individualized information on compensation can be
found in the Compensation Report on pages 81 through 95.
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Regional Units
Global Units
Generation
Renewables
E.ON also takes a global approach to managing its carbonsourcing and renewables businesses. The objective at this
unit is to extend the Groups leading position in the growing
renewables market.
Global Commodities
As the link between E.ON and the worlds wholesale energy
markets, the Global Commodities global unit buys and sells
electricity, natural gas, liquefied natural gas (LNG), oil, coal,
freight, biomass, and carbon allowances. It additionally manages and develops facilities and contracts at different levels
in the gas markets value chain.
Group Management/Consolidation
Group Management/Consolidation contains E.ONSE itself,
the interests held directly by E.ONSE, and the consolidation
effects that take place at Group level.
195
196 Notes
2014
2013
EBITDA1
8,337
9,191
-3,553
-3,467
(+)2
-120
-100
EBIT1
4,664
5,624
-1,612
-1,874
589
2,004
Restructuring/cost-management
expenses
-133
-182
-363
-368
-5,409
-1,643
-115
-482
-2,379
3,079
-576
-718
-2,955
2,361
Income taxes
Income/Loss from continuing
operations
Income from discontinued operations, net
Net loss/income
Attributable to shareholders of E.ON SE
Attributable to non-controlling interests
-175
98
-3,130
-3,160
30
2,459
2,091
368
1Adjusted
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Tables and Explanations
2014
2013
-1,810
-1,992
198
118
-1,612
-1,874
197
198 Notes
Renewables
in millions
2014
2013
External sales
2,561
2,721
Intersegment sales
7,724
8,347
10,285
11,068
EBITDA1
Equity-method earnings2
2,215
53
Sales
Global Commodities
2013
2014
2013
682
675
58,716
57,211
1,715
1,748
24,390
32,823
2,397
2,423
83,106
90,034
1,936
39
1,500
-3
1,464
12
21
128
311
157
1,769
1,458
1,161
1,582
-113
-1,809
862
1,067
1,222
861
115
151
Investments
2014
1Adjusted
Sweden
Czechia
in millions
2014
2013
2014
2013
2014
2013
External sales
9,303
9,649
2,136
2,569
2,093
2,772
Intersegment sales
43
65
87
126
128
136
9,346
9,714
2,223
2,695
2,221
2,908
EBITDA1
Equity-method earnings2
384
378
622
7
733
11
290
5
494
5
546
492
601
691
322
533
Investments
121
106
331
404
141
163
Sales
1Adjusted
2Under
Non-EU Countries
in millions
2014
2013
2014
2013
2014
2013
External sales
1,518
1,865
1,518
1,865
Intersegment sales
1,518
1,865
1,518
1,865
EBITDA1
Equity-method earnings2
517
687
-78
-77
-154
-139
439
-77
533
-139
502
670
-11
-27
491
643
Investments
347
360
356
3,170
703
3,530
Sales
1Adjusted
2Under
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Exploration &
Production
Germany
Other EU Countries
Group Management/
Consolidation
Non-EU Countries
2014
2013
2014
2013
2014
2013
2014
2013
1,639
1,630
27,955
35,535
18,249
19,832
1,518
1,865
479
421
629
986
746
783
2,118
2,051
28,584
36,521
18,995
20,615
1,518
1,865
1,136
9
1,070
39
1,846
82
2,387
87
1,732
54
2,012
58
439
-77
1,081
971
1,851
3,286
2,023
2,480
64
404
745
1,013
879
969
Hungary
2014
E.ON Group
2013
2014
2013
236
219
111,556
119,688
-35,683
-45,108
-35,447
-44,889
111,556
119,688
533
-139
-552
1
-522
1
8,337
247
9,191
254
491
643
-43
-634
8,220
7,977
703
3,530
43
-3
4,633
7,992
Other EU Countries
2014
2013
2014
2013
2014
2013
1,637
1,800
3,080
3,042
18,249
19,832
487
449
746
783
1,638
1,807
3,567
3,491
18,995
20,615
200
195
236
42
212
42
1,732
54
2,012
58
208
225
346
539
2,023
2,480
102
117
184
179
879
969
Spain
in millions
2014
2013
2014
2013
External sales
1,537
1,745
1,085
1,078
Intersegment sales
55
63
81
92
1,592
1,808
1,166
1,170
EBITDA1
Equity-method earnings2
43
9
43
6
146
132
70
58
190
156
63
81
Sales
Investments
1Adjusted
2Under
199
200 Notes
in millions
20131
8,220
7,977
243
Interest payments
-1,049
-756
-293
-918
-961
43
6,253
6,260
-7
Tax payments
Operating cash flow
1Operating
Difference
in millions
2014
2013
Electricity
55,033
56,918
Gas
50,726
57,216
Other
Total
5,797
5,554
111,556
119,688
United Kingdom
Sweden
Europe (other)
Other
Total
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
External sales by
location of customer
41,605
47,624
32,854
37,896
3,279
3,813
31,012
29,444
2,806
911
111,556
119,688
External sales by
location of seller
86,867
93,626
9,700
10,006
2,357
2,748
10,780
13,091
1,852
217
111,556
119,688
Intangible assets
1,556
1,606
426
362
184
182
2,499
4,201
217
297
4,882
6,648
15,319
15,145
5,650
6,314
7,681
9,391
10,423
16,734
2,200
2,499
41,273
50,083
Companies
accounted for under
the equity method
1,615
2,092
259
245
2,865
3,205
270
110
5,009
5,652
E.ONs customer structure did not result in any major concentration in any given geographical region or business area. Due
to the large number of customers the Company serves and
the variety of its business activities, there are no individual
customers whose business volume is material compared with
the Companys total business volume.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Board of Management
Total remuneration to members of the Board of Management
in 2014 amounted to 16.2million (2013: 18.1million). This
consisted of base salary, bonuses, other compensation elements
and share-based payments.
Total payments to former members of the Board of Management and their beneficiaries amounted to 10.2million (2013:
14.5million). Provisions of 175.0million (2013: 158.0million)
have been established for the pension obligations to former
members of the Board of Management and their beneficiaries.
As in 2013, there were no loans to members of the Board of
Management in 2014.
The Board of Managements compensation structure and the
amounts for each member of the Board of Management are
presented on pages 81 through 95 in the Compensation Report.
Additional information about the members of the Board of
Management is provided on page 218.
201
202 Notes
Teyssen
Birnbaum
Kildahl
Reutersberg
Schfer
Winkel
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
100.0
Name, location
Stake (%)
100.0
22.0
100.0
49.0
100.0
100.0
100.0
49.0
49.0
Abfallwirtschaftsgesellschaft Rendsburg-Eckernfrde
mbH, DE, Borgstedt6
49.0
44.0
33.3
49.0
49.0
49.0
27.0
44.0
Bleckede6
49.0
49.0
Coventry2
100.0
100.0
47.2
100.0
0.0
63.1
100.0
100.0
100.0
Hamburg2
98.0
25.0
49.0
54.9
100.0
49.0
100.0
49.0
49.0
100.0
100.0
100.0
49.0
49.0
20.0
49.0
25.1
25.0
47.4
49.0
100.0
49.0
24.9
49.0
25.1
49.0
40.7
49.0
46.5
25.0
40.0
30.0
Bioenergie Bad Fssing GmbH & Co. KG, DE, Bad Fssing6
25.0
Bury1
100.0
25.0
51.0
Zagreb6
100.0
39.2
100.0
40.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
203
204 Notes
Stake (%)
Schwandorf2
Sarstedt2
64.9
100.0
80.0
100.0
25.0
24.7
100.0
Arbr5
48.8
50.0
100.0
41.8
100.0
69.8
100.0
20.0
100.0
33.3
100.0
20.0
33.3
100.0
100.0
97.5
87.8
100.0
Name, location
Stake (%)
90.0
42.5
90.0
53.2
58.7
100.0
100.0
26.3
26.3
Milan2
100.0
100.0
100.0
100.0
100.0
67.0
100.0
100.0
e.distherm Wrmedienstleistungen
100.0
100.0
100.0
100.0
100.0
100.0
58.4
58.4
50.0
100.0
75.1
100.0
100.0
Wilmington1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Eindhoven1
100.0
33.3
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
Cluj2
100.0
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
100.0
Hanover2
Name, location
Stake (%)
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
51.0
100.0
100.0
100.0
100.0
100.0
Budjovice1
Santander1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Warsaw1
61.8
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Budapest1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Potsdam2
99.8
100.0
100.0
100.0
100.0
53.4
100.0
100.0
100.0
Coventry2
100.0
100.0
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
205
206 Notes
Stake (%)
Name, location
Stake (%)
100.0
100.0
100.0
100.0
100.0
Wilmington2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Unterschleiheim2
100.0
Grnwald2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Munich1, 8
Paris1
99.8
99.8
100.0
Rotterdam2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Malm1
Brussels2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
75.0
100.0
100.0
100.0
100.0
100.0
Essen2
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
Madrid2
100.0
Name, location
Stake (%)
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
90.2
100.0
Rotterdam1
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Abuja2
Essen2
Sundsvall1
100.0
Malm2
90.9
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Coventry1
Coventry2
Coventry2
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
207
208 Notes
Stake (%)
Name, location
Stake (%)
100.0
100.0
100.0
100.0
100.0
100.0
100.0
69.5
100.0
100.0
50.0
100.0
100.0
50.0
100.0
50.0
100.0
30.0
100.0
49.0
100.0
100.0
100.0
100.0
100.0
Wilmington1
Wilmington1
Isernhagen6
33.4
49.0
49.0
24.9
25.0
50.0
39.9
50.0
100.0
100.0
Ljubljana2
100.0
23.0
100.0
100.0
50.0
100.0
49.0
74.7
43.4
100.0
26.0
100.0
Zln-Malenovice2
100.0
45.7
100.0
35.0
50.1
50.0
50.0
50.0
42.9
100.0
25.0
45.0
Warsaw1
100.0
48.5
100.0
50.0
100.0
100.0
100.0
100.0
100.0
50.0
Schwentinental6
47.5
49.0
25.5
75.2
75.2
100.0
49.0
100.0
50.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
Marlton5
Name, location
Stake (%)
50.2
49.0
49.0
28.9
83.2
28.8
65.0
75.0
50.2
50.0
66.7
66.7
36.2
20.0
33.3
41.7
Herne6
100.0
50.0
50.0
100.0
90.0
90.0
100.0
100.0
Wilmington1
100.0
100.0
100.0
60.0
23.6
36.9
49.0
100.0
50.0
50.0
95.0
48.0
50.0
50.0
Debrecen2
100.0
100.0
50.0
49.0
49.0
49.0
50.0
100.0
100.0
50.0
100.0
100.0
100.0
75.0
100.0
100.0
100.0
74.9
100.0
46.6
69.0
100.0
20.8
50.0
49.0
49.0
Heizwerk Holzverwertungsgenossenschaft
Stiftland eG & Co. oHG, DE, Neualbenreuth6
50.0
49.0
50.0
49.9
Sevilla4
49.0
49.0
50.0
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
209
210 Notes
Stake (%)
Name, location
Stake (%)
100.0
100.0
100.0
49.0
25.0
25.0
26.0
100.0
100.0
Eichenau6
Gelsenkirchen6
100.0
67.0
50.0
74.9
100.0
100.0
100.0
100.0
100.0
100.0
55.6
58.1
Dsseldorf2
Wilmington1
50.0
100.0
100.0
41.7
100.0
90.0
49.0
100.0
50.0
49.9
Wolfsburg1
69.6
100.0
100.0
60.0
100.0
25.0
24.0
75.0
50.0
30.0
100.0
57.0
100.0
57.0
57.0
Isam-Immobilien-GmbH, DE,
Munich2
40.0
50.0
25.0
100.0
80.0
33.3
34.0
34.0
Milan1
50.0
66.7
100.0
57.0
100.0
25.0
78.0
100.0
Essenbach1
50.0
100.0
49.0
50.0
100.0
20.0
69.8
50.0
100.0
75.0
100.0
100.0
100.0
100.0
100.0
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
Grnwald1, 8
100.0
50.0
50.0
75.0
25.0
100.0
100.0
100.0
MFG Flughafen-Grundstcksverwaltungsgesellschaft
mbH & Co. Gamma oHG i.L., DE, Grnwald2
Midlands Electricity Limited, GB,
Coventry2
90.0
100.0
100.0
100.0
100.0
100.0
100.0
60.0
44.3
Sassari1
100.0
100.0
100.0
100.0
100.0
66.7
Stake (%)
100.0
Laatzen6
Name, location
100.0
100.0
34.8
49.0
Surgut1
100.0
100.0
83.7
25.0
51.0
60.0
49.0
50.0
100.0
100.0
Eindhoven2
53.3
54.5
48.2
100.0
100.0
67.0
100.0
rebro2
50.0
80.0
100.0
25.0
100.0
100.0
49.0
49.0
49.0
49.0
Zug1
100.0
49.0
100.0
50.0
50.0
Schwerin6
49.0
49.0
40.0
49.0
49.0
50.1
96.0
15.5
Wilmington1
90.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
211
212 Notes
Stake (%)
100.0
Coventry1
Name, location
Stake (%)
100.0
100.0
100.0
100.0
100.0
100.0
Coventry2
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
Coventry2
Coventry2
25.0
100.0
100.0
100.0
Wolfenbttel1
Wilmington1
40.0
100.0
94.5
100.0
20.0
20.0
100.0
30.0
77.4
93.0
100.0
Regensburg6
50.0
Helmstedt2
50.0
35.5
100.0
50.0
94.1
100.0
100.0
50.0
100.0
100.0
Barlinek2
100.0
100.0
100.0
85.0
100.0
100.0
100.0
100.0
obez2
100.0
89.9
100.0
100.0
100.0
100.0
100.0
100.0
33.3
35.5
100.0
47.0
100.0
100.0
20.0
Coventry6
100.0
60.1
Jakarta6
20.0
48.0
100.0
77.5
60.0
29.6
21.0
Munich2
100.0
Boleslav5
42.5
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
(Creutzwald)6
Billesholm2
Znojmo6
100.0
Name, location
Stake (%)
60.0
39.0
25.0
37.8
63.3
49.0
25.0
41.0
50.0
49.0
Wittenberge6
50.0
35.0
33.3
29.0
26.7
26.7
24.9
24.9
22.7
26.0
49.4
100.0
100.0
100.0
50.0
32.0
Germering2
90.0
49.0
49.0
49.0
49.0
36.0
49.0
49.0
49.0
49.0
30.0
100.0
41.0
100.0
100.0
100.0
100.0
36.8
49.9
49.0
25.0
49.0
39.0
24.9
Geesthacht6
24.9
49.9
25.0
29.0
100.0
50.0
34.0
30.0
50.0
25.1
Celle1
50.1
100.0
25.1
49.0
66.5
55.0
24.9
49.9
25.2
35.0
49.0
25.0
100.0
46.7
100.0
67.2
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
213
214 Notes
Stake (%)
51.5
Coventry2
Berlin6
Stake (%)
100.0
50.0
100.0
40.0
20.1
50.1
50.0
49.0
100.0
100.0
100.0
100.0
100.0
100.0
Name, location
50.0
Unterschleiheim2
100.0
50.0
49.0
49.8
100.0
100.0
100.0
100.0
49.0
100.0
70.0
93.5
48.0
Sundhagen6
22.2
100.0
Gifhorn6
Wilmington2
49.8
100.0
50.0
34.0
60.0
50.0
100.0
100.0
100.0
100.0
22.7
100.0
24.9
100.0
100.0
100.0
100.0
Wilmington2
100.0
100.0
Landshut2
Jlich4
Coventry2
49.0
49.0
79.3
20.0
100.0
100.0
100.0
100.0
50.2
50.2
80.0
83.3
Potsdam2
77.8
66.7
22.2
50.0
25.0
49.0
95.0
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Stake (%)
100.0
100.0
100.0
100.0
100.0
OB 1, DE, Dsseldorf1
100.0
OB 2, DE, Dsseldorf1
100.0
OB 3, DE, Dsseldorf1
100.0
Dsseldorf1
100.0
OB 5, DE, Dsseldorf1
100.0
100.0
100.0
100.0
OB 4, DE,
Stake (%)
Equity
in millions
Earnings
in millions
6.6
1,127.7
52.6
8.5
38.8
1.1
19.9
22.1
0.0
19.9
67.8
0.0
9.1
47.8
4.4
10.0
30.1
0.0
Wertheim7
10.0
20.5
0.0
Name, location
Other companies in which share investments are held
1Consolidated affiliated company. 2Non-consolidated affiliated company for reasons of immateriality (valued at cost). 3Joint operations pursuant to IFRS 11. 4Joint ventures
pursuant to IFRS 11. 5Associated company (valued using the equity method). 6Associated company (valued at cost for reasons of immateriality). 7Other companies in which
share investments are held. 8This company exercised its exemption option under Section 264, Paragraph 3 of the German Commercial Code or under Section 264b. 9IFRS figures.
215
Supervisory Board (and Information on Other Directorships Held by Supervisory Board Members)
Werner Wenning
Erhard Ott
Clive Broutta
(since July 1, 2014)
Full-time Representative of the General,
Municipal, Boilermakers and Allied
Trade Union (GMB)
Thies Hansen
(since January 1, 2015)
Chairman of the Combined Works
Council, HanseWerk AG
HanseWerk AG
Schlewsig-Holstein Netz AG
Hamburg Netz GmbH
Eugen-Gheorghe Luha
Chairman of Gas Romnia (Romanian
Federation of Gas Unions), Chairman of
Romanian employee representatives
SEA Complet S.A. (Administrative
Council)
Ren Obermann
Chairman of the Board of Management,
Ziggo N.V.
(until November 12, 2014)
Partner at Warburg Pincus LLG
(since January 1, 2015)
ThyssenKrupp AG
Spotify Technology S.A.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Attorney
British American Tobacco plc
(Board of Directors)
Lonmin plc (Board of Directors, until
January 29, 2015)
Pyry Oyj (Board of Directors)
Eberhard Schomburg
Chairman of the E.ON SE Works Council
and E.ON European Works Council
E.ON Kraftwerke GmbH
E.ON Generation GmbH
(Deputy Chairman)
Fred Schulz
First Deputy Chairman of the E.ON
European Works Council, Chairman of
the Combined Works Council, E.DIS AG
E.DIS AG
Szczeciska Energetyka
Cieplna Sp. z o.o.
Willem Vis
Nomination Committee
Werner Wenning, Chairman
Prof. Dr. Ulrich Lehner, Deputy Chairman
Dr. Karen de Segundo
217
Board of Management (and Information on Other Directorships Held by Board of Management Members)
Dr. Johannes Teyssen
Jrgen Kildahl
Klaus Schfer
Mike Winkel
Born 1970 in Neubrandenburg,
Member of the Board of Management
since 2013
Generation, Renewables, Human
Resources, Operational Efficiency
E.ON Generation GmbH1
(Chairman)
E.ON Sverige AB
OAO E.ON Russia
Directorships/supervisory board memberships within the meaning of Section 100, Paragraph 2, of the German Stock Corporation Act.
Directorships/memberships in comparable domestic and foreign supervisory bodies of commercial enterprises.
1Exempted
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Internal controls are an integral part of our accounting processes. Guidelines define uniform financial-reporting documentation requirements and procedures for the entire E.ON
Group. We believe that compliance with these rules provides
sufficient certainty to prevent error or fraud from resulting in
material misrepresentations in the Consolidated Financial
Statements, the Combined Group Management Report, and
the Interim Reports.
E.ON SE
Board of Management
Teyssen
Birnbaum
Kildahl
Reutersberg
Schfer
Winkel
219
2010
2011
2012
2013
2014
Sales
92,863
112,954
132,093
119,615
111,556
EBITDA2
13,346
9,293
10,771
9,191
8,337
EBIT2
9,454
5,438
7,012
5,642
4,664
6,281
-1,861
2,613
2,459
-3,130
5,853
-2,219
2,189
2,091
-3,160
14.4
8.4
11.1
9.2
8.5
8.3
8.3
7.7
7.5
7.4
4,000
90
2,139
1,031
609
106,657
102,221
96,563
95,580
83,065
46,224
50,651
43,863
36,750
42,625
152,881
152,872
140,426
132,330
125,690
Equity
Capital stock
Minority interests without controlling influence
45,585
2,001
3,932
39,613
2,001
3,876
38,820
2,001
3,862
36,638
2,001
2,915
26,713
2,001
2,128
Non-current liabilities
Provisions
Financial liabilities
Other liabilities and other
69,580
23,631
28,880
17,069
67,129
25,672
24,029
17,428
65,027
28,601
21,937
14,489
63,179
28,153
18,051
16,975
63,335
31,376
15,784
16,175
Current liabilities
Provisions
Financial liabilities
Other liabilities and other
37,716
4,950
3,611
31,527
46,130
4,985
5,885
35,260
36,579
4,049
4,007
28,523
32,513
4,353
4,673
23,487
35,642
4,120
3,883
27,639
152,881
152,872
140,426
132,330
125,690
10,614
6,610
8,808
6,260
6,253
8,286
6,524
6,997
7,992
4,633
Value measures
ROACE/through 2009 ROCE (%)
Pretax cost of capital (%)
Value added3
Asset structure
Non-current assets
Current assets
Total assets
Capital structure
30
26
28
28
21
108
104
108
104
108
37,821
36,520
35,845
32,218
33,394
2.8
3.9
3.3
3.5
4.0
11.4
5.9
6.7
5.2
5.6
Stock
Earnings per share attributable to shareholders of E.ON SE ()
3.07
-1.16
1.15
1.10
-1.64
21.86
18.76
18.33
17.68
12.72
29.36
25.11
19.52
14.71
15.46
21.13
12.88
13.80
11.94
12.56
22.94
16.67
14.09
13.42
14.20
1.50
1.00
1.10
0.60
0.50
2,858
1,905
2,097
1,145
966
43.7
31.8
26.9
25.6
27.4
A2
A3
A3
A3
A3
A-
A-
A-
85,105
78,889
72,083
61,327
58,503
1Adjusted for discontinued operations and, in the case of 2013 and 2014, for the application of IFRS 10 and 11 and IAS 32. 2Adjusted for extraordinary effects. 3The figure is as
of the balance-sheet date. 4Ratio between economic net debt and EBITDA. 5Attributable to shareholders of E.ON SE. 6At the end of December. 7For the respective financial
year; the 2014 figure is managements proposed dividend. 8Based on shares outstanding.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Renewables
Germany
E.ON Group
December 31
MW
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
Nuclear
5,403
5,403
5,403
5,403
Lignite
500
500
500
500
Hard coal
4,976
5,279
4,976
5,279
Natural gas
3,414
3,637
473
484
3,887
4,121
Oil
1,003
1,003
102
101
1,105
1,104
Hydro
1,904
1,904
21
1,925
1,911
Wind
174
168
179
168
Other
31
32
31
32
Germany
15,296
15,822
2,078
2,072
632
624
18,006
18,518
Nuclear
2,799
2,799
2,799
2,799
30
29
1,263
1,263
1,293
1,292
6,273
6,993
6,273
6,993
12,172
12,590
1,102
1,353
7,050
7,050
20,324
20,993
Lignite
Hard coal
Natural gas
Oil
1,714
1,727
1,714
1,727
Hydro
3,018
3,028
32
31
3,049
3,059
Wind
4,216
4,558
4,218
4,559
Other
812
130
916
253
234
1,195
1,150
Outside Germany
23,770
24,109
7,363
8,502
1,419
1,648
8,313
8,313
40,865
42,572
E.ON Group
39,066
39,931
9,441
10,574
632
624
1,419
1,648
8,313
8,313
58,871
61,090
Renewables
Germany
E.ON Group
December 31
MW
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
Nuclear
5,746
5,746
5,746
5,746
Lignite
900
900
900
900
Hard coal
4,916
5,219
4,916
5,219
Natural gas
3,875
4,210
85
81
3,960
4,291
Oil
1,003
1,003
102
101
1,105
1,104
Hydro
1,985
2,072
10
1,992
2,082
Wind
213
203
213
203
Other
32
32
32
32
Germany
16,440
17,078
2,198
2,275
226
224
18,864
19,577
Nuclear
2,511
2,511
2,511
2,511
20
19
1,509
1,509
1,529
1,528
6,273
6,993
6,273
6,993
12,322
12,333
931
1,323
8,419
8,419
21,672
22,075
1,714
2,028
1,714
2,028
2,824
2,808
33
31
2,856
2,839
Wind
3,610
4,179
3,610
4,179
Other
812
57
844
253
234
1,122
1,078
Outside Germany
23,632
23,865
6,490
7,831
1,237
1,608
9,928
9,928
41,287
43,232
E.ON Group
40,072
40,943
8,688
10,106
226
224
1,237
1,608
9,928
9,928
60,151
62,809
Lignite
Hard coal
Natural gas
Oil
Hydro
221
Renewables
Germany
E.ON Group
BillionkWh
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
Nuclear
43.1
44.4
43.1
44.4
Lignite
2.9
4.3
2.9
4.3
17.9
26.5
17.9
26.5
1.1
2.6
0.2
0.5
1.3
3.1
Hydro
4.7
6.1
4.7
6.1
Wind
0.3
0.3
0.3
0.3
Other
0.3
0.8
0.3
0.8
Germany
65.0
77.8
5.0
6.4
0.5
1.3
70.5
85.5
Nuclear
12.3
11.7
12.3
11.7
0.2
0.2
9.0
10.0
9.2
10.2
Hard coal
29.5
36.2
29.5
36.2
16.9
21.0
2.7
4.0
50.2
53.0
69.8
78.0
9.6
9.7
0.1
9.6
9.8
Wind
11.9
12.1
11.9
12.1
Other
1.8
1.0
0.6
0.7
2.4
1.7
60.5
68.9
21.5
22.8
3.5
5.0
59.2
63.0
144.7
159.7
125.5
146.7
26.5
29.2
0.5
1.3
3.5
5.0
59.2
63.0
215.2
245.2
Nuclear
34
30
20
18
Lignite
14
18
11
40
38
Hydro
18
21
Wind
Other
60
62
Germany
52
53
19
22
100
100
33
35
Nuclear
10
Lignite
15
16
Hard coal
24
25
14
15
Hard coal
Natural gas, oil
Lignite
Hydro
Outside Germany
Total
Percentages
Hard coal
13
14
77
80
85
84
32
32
Hydro
36
33
Wind
45
41
Other
Outside Germany
Total
17
14
48
47
81
78
100
100
100
100
67
65
100
100
100
100
100
100
100
100
100
100
100
100
223
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Power Procurement1
Generation
BillionkWh
Renewables
Global
Commodities
2014
2014
2013
2014
2013
2013
Other EU
Countries
Germany
2014
2013
2014
Non-EU
Countries
Consolidation
2013
2014
2013
2014
E.ON Group
2013
2014
2013
146.7
26.5
29.2
0.5
1.3
3.5
5.0
59.2
63.0
215.2
245.2
28.0
28.3
5.5
6.3
597.2
540.3
135.2
162.2
128.8
128.6
4.8
4.5
-362.6
-400.9
536.9
469.3
13.2
12.7
0.8
1.1
0.2
0.2
14.2
14.0
14.8
15.6
4.7
5.2
597.2
540.3
135.2
162.0
128.6
128.6
4.8
4.5
-362.6
-400.9
522.7
455.3
153.5
175.0
32.0
35.5
597.2
540.3
135.7
163.5
132.3
133.6
64.0
67.5
-362.6
-400.9
752.1
714.5
Station use,
line loss, etc.
-1.6
-1.8
-0.9
-1.0
-3.9
-4.5
-7.8
-8.1
-2.0
-2.2
-16.2
-17.6
Power sales
151.9
173.2
31.1
34.5
597.2
540.3
131.8
159.0
124.5
125.5
62.0
65.3
-362.6
-400.9
735.9
696.9
1Adjusted
Power Sales1
Renewables
Global
Commodities
2013
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
Generation
BillionkWh
2014
Residential and
SME
Other EU
Countries
Germany
Non-EU
Countries
Consolidation
2014
E.ON Group
2013
2014
2013
0.2
19.1
21.6
42.9
47.3
62.0
69.1
3.6
3.5
21.0
25.1
65.8
64.9
-0.2
-0.4
90.2
93.1
Sales partners
28.4
32.8
5.6
8.0
61.3
75.5
0.1
0.6
-4.1
-4.4
91.3
112.5
Customer
segments
32.0
36.3
5.6
8.2
101.4
122.2
108.8
112.8
-4.3
-4.8
243.5
274.7
I&C
Wholesale market/
Global
Commodities
119.9
136.9
25.5
26.3
597.2
540.3
30.4
36.8
15.6
12.7
62.0
65.3
-358.2
-396.1
492.4
422.2
Total
173.2
31.1
34.5
597.2
540.3
131.8
159.0
124.4
125.5
62.0
65.3
-362.5
-400.9
735.9
696.9
151.9
1Adjusted
Gas Sales1
Global Commodities
BillionkWh
Germany
Other EU Countries
Consolidation
E.ON Group
2014
2013
2014
2013
2014
2013
2014
2013
2014
2013
22.2
29.2
71.1
89.0
93.3
118.2
I&C
82.5
109.0
35.4
42.5
117.9
151.5
Sales partners
234.7
333.4
0.5
235.2
333.4
Customer segments
339.4
471.6
107.0
131.5
446.4
603.1
1,216.9
1,252.9
14.7
16.8
-517.0
-653.5
714.6
616.2
Total
1,216.9
1,252.9
339.4
471.6
121.7
148.3
-517.0
-653.5
1,161.0
1,219.3
1Adjusted
2E.ON
Beta factor
Indicator of a stocks relative risk. A beta coefficient of more
than one indicates that a stock has a higher risk than the
overall market; a beta coefficient of less than one indicates
that it has a lower risk.
Bond
Debt instrument that gives the holder the right to repayment
of the bonds face value plus an interest payment. Bonds are
issued by public entities, credit institutions, and companies
and are sold through banks. They are a form of medium- and
long-term debt financing.
Consolidation
Accounting approach in which a parent company and its affiliates are presented as if they formed a single legal entity. All
intracompany income and expenses, intracompany accounts
payable and receivable, and other intracompany transactions
are offset against each other. Share investments in affiliates
are offset against their capital stock, as are all intracompany
credits and debts, since such rights and obligations do not
exist within a single legal entity. The adding together and consolidation of the remaining items in the annual financial
statements yields the consolidated balance sheets and the
consolidated statements of income.
Capital stock
The aggregate face value of all shares of stock issued by a company; entered as a liability in the companys balance sheet.
Capital employed
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Controllable costs
EBIT
Our key figure for monitoring operational costs that management can meaningfully influence: the controllable portions
of the cost of materials (in particular, maintenance costs and
the costs of goods and services), certain portions of other
operating income and expenses, and most personnel costs.
Cost of capital
Weighted average of the costs of debt and equity financing
(weighted-average cost of capital: WACC). The cost of equity
is the return expected by an investor in a given stock. The
cost of debt is based on the cost of corporate debt and bonds.
The interest on corporate debt is tax-deductible (referred to
as the tax shield on corporate debt).
EBITDA
Economic investments
Debt factor
Discontinued operations
Businesses or parts of a business that are planned for divestment or have already been divested. They are subject to
special disclosure rules.
Equity method
Method for valuing shareholdings in associated companies
whose assets and liabilities are not fully consolidated. The proportional share of the companys annual net income (or loss)
is reflected in the shareholdings book value. This change is
usually shown in the owning companys income statement.
225
Fair value
Difference between total financial assets (cash and noncurrent securities) and total financial liabilities (debts to
financial institutions, third parties, and associated companies,
including effects from currency translation).
Financial derivative
Contractual agreement based on an underlying value (reference
interest rate, securities prices, commodity prices) and a
nominal amount (foreign currency amount, a certain number
of stock shares).
Option
The right, not the obligation, to buy or sell an underlying
asset (such as a security or currency) at a specific date at
apredetermined price from or to a counterparty or seller.
Buy options are referred to as calls, sell options as puts.
Goodwill
The value of a subsidiary as disclosed in the parent companys
consolidated financial statements resulting from the consolidation of capital (after the elimination of hidden reserves and
liabilities). It is calculated by offsetting the carrying amount
of the parent companys investment in the subsidiary against
the parent companys portion of the subsidiarys equity.
Impairment test
Periodic comparison of an assets book value with its fair value.
A company must record an impairment charge if it determines
that an assets fair value has fallen below its book value. Goodwill, for example, is tested for impairment on at least an
annual basis.
CEO Letter
Report of the Supervisory Board
E.ON Stock
Strategy and Objectives
Combined Group Management Report
Consolidated Financial Statements
Supervisory Board and Board of Management
Tables and Explanations
Rating
Standardized performance categories for an issuers shortand long-term debt instruments based on the probability of
interest payment and full repayment. Ratings provide investors
and creditors with the transparency they need to compare
the default risk of various financial investments.
Return on equity
The return earned on an equity investment (in this case, E.ON
stock), calculated after corporate taxes but before an investors
individual income taxes.
Value added
ROACE
Acronym for return on average capital employed. A key indicator for monitoring the performance of E.ONs business,
ROACE is the ratio between E.ONs EBIT and average capital
employed. Average capital employed represents the average
interest-bearing capital tied up in the E.ON Group.
ROCE
Working capital
The difference between a companys current operating assets
and current operating liabilities.
227
228
Further information
E.ON SE
E.ON-Platz 1
40479 Dsseldorf
Germany
T +49 211-4579-0
F +49 211-4579-501
info@eon.com
www.eon.com
Media Relations
T +49 211-4579-544 or -3570
presse@eon.com
Investor Relations
T +49 211-4579-345
investorrelations@eon.com
Creditor Relations
T +49 211-4579-262
creditorrelations@eon.com
Production
Printing
Financial Calendar
2014
2013
+/- %
58,871
61,090
-4
10,472
10,885
-4
60,151
62,809
-4
9,768
10,414
-6
-12
215.2
245.2
29.3
30.8
-5
Carbon emissions from power and heat production (million metric tons)
95.7
114.3
-16
0.43
0.45
-4
735.9
696.9
+6
1,161.0
1,219.3
-5
Sales
111,556
119,688
-7
8,337
9,191
-9
EBIT2
4,664
5,624
-17
-3,130
2,459
-3,160
2,091
1,612
2,126
-24
Investments
4,633
7,992
-42
30
42
-29
6,253
6,260
33,394
32,218
+4
4.0
3.5
EBITDA2
+0.53
26,713
36,638
125,690
132,330
ROACE (%)
8.5
9.2
-0.85
7.4
7.5
-0.15
-0.15
Total assets
-27
-5
5.4
5.5
Value added
609
1,031
-41
58,503
61,327
-5
28.8
28.6
+0.25
15.8
14.0
+1.85
3.3
3.5
-0.25
43
43
2.0
2.6
-0.65
-1.64
1.10
13.02
17.68
-26
0.50
0.60
-17
Dividend payout
966
1,145
-16
27.4
25.6
+7
1Adjusted
May 7, 2015
May 7, 2015
August 12, 2015
November 11, 2015
March 9, 2016
May 11, 2016
June 8, 2016
August 10, 2016
November 9, 2016
E.ON