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We Develop the Future Edag Annual Report 2016 Selected Performance Figures from Consolidated Financial Statement WE DEVELOP THE FUTURE EDAG ANNUAL REPORT 2016 SELECTED PERFORMANCE FIGURES FROM CONSOLIDATED FINANCIAL STATEMENT (in € million or %) 2016 2015 Vehicle Engineering 454.3 455.0 Production Solutions 118.4 119.8 Electrics/Electronics 152.3 158.9 Consolidation/Others - 10.1 - 11.7 Total revenues and changes in inventories 714.9 722.0 Growth of core business: Vehicle Engineering - 0.2 % 9.0 % Production Solutions - 1.2 % 12.6 % Electrics/Electronics - 4.2 % 28.4 % Total change of revenues and changes in inventories - 1.0 % 13.7 % Vehicle Engineering 28.1 45.7 Production Solutions 11.9 15.7 Electrics/Electronics 4.2 11.5 Others - 0.4 - 0.3 Adjusted EBIT 43.8 72.6 Vehicle Engineering 6.2 % 10.0 % Production Solutions 10.0 % 13.1 % Electrics/Electronics 2.8 % 7.2 % Adjusted EBIT-margin 6.1 % 10.1 % Profit or loss 18.0 36.3 Earnings per share (€) 0.72 1.45 (in € million or %) 12/31/2016 12/31/2015 Fixed assets 186.8 190.5 Net working capital 99.6 95.2 Net financial debt - 98.1 - 93.4 Provisions - 39.6 - 37.7 Held for sale 4.1 0.6 Equity 152.8 155.2 Balance sheet total 430.4 475.5 Equity/BS total 35.5 % 32.6 % Net financial debt/Equity 64.2 % 60.2 % (in € million or %) 2016 2015 Operating cash flow 51.8 27.6 Investing cash flow - 27.3 13.7 Free cash flow 24.5 41.3 Financing cash flow - 76.4 - 9.7 Adjusted Cash Conversion Rate1 57.0 % 66.7 % CapEx 27.9 30.3 CapEx/Revenues and changes in inventories 3.9 % 4.2 % 1 Adjusted Cash Conversion is defined as Adjusted EBIT before depreciation and amortization less capital expenditures divided by Adjusted EBIT before depreciation and amortization. The Adjusted EBIT before depreciation and amortization is the Adjusted EBIT plus depreciation and amortization less effects of the amortization of step-ups due to purchase price allocations. 12/31/2016 12/31/2015 Headcount end of period 8,270 8,139 Trainees as % 6.9 % 6.5 % Interview 4 N Business Values 11 EDAG – Automotive Pace Setter 15 EDAG on the Capital Market 43 Corporate Governance Report 49 Compensation Report 69 Combined Management Report and Joint Management Report 83 Consolidated Financial Statements 141 Statutory Financial Statement 277 Responsibility Statement 308 Legal Notice 309 § Imprint 309 © INTERVIEW BETWEEN CHAIRMAN OF THE BOARD OF DIRECTORS AND THE CEO ON THE SUBJECT OF THE 2016 FINANCIAL YEAR THOMAS EICHELMANN AND JÖRG OHLSEN ON DEVELOPMENTS IN THE 2016 FINANCIAL YEAR AND FORECASTS FOR 2017 What is your verdict on EDAG's first financial year as a listed Company? Thomas Eichelmann: 2016 presented us with a number of challenges, in particular the reorganization of one of our customers took longer than expected. For this reason, we had to correct our forecast twice - not what we would have wished for EDAG as a newcomer to the stock exchange. However, as we utilized the situation to further improve and professionalize processes and structures within the corporate group, we are optimistic about the future. Jörg Ohlsen: Incoming orders totaled € 744.9 million, which was slightly above the previous year's level. Our sales revenues and changes in inventories amounted to € 714.9 million, and our adjusted EBIT € 43.8 million, which is equal to an adjusted EBIT margin of some 6.1 percent. At the end of the year, we employed a workforce of 8,270, inclu- ding our apprentices. Even though we had plans for growth, we still regard the results achieved as acceptable. As always, our engineers and technicians did a good job. However, the hesitance of our customers to award major contracts to external companies and increasing price pressure both had a marked impact. 4 I THE EDAG ANNUAL REPORT 2016 What was the greatest challenge to the EDAG Group in 2016? Jörg Ohlsen: Delays in the awarding of contracts on the part of our customers on the one hand, and on the other, the knowledge that we have to be on the spot with our expertise in the trend areas if we are to have a part in helping to successfully shape the future and future technologies did not make things easy for us. But I think we have prepared the groundwork for ensuring that we will be able to meet our customers' requirements even more precisely, by means of better resource planning for instance. Thomas Eichelmann: Alongside of this, the EDAG Group had to learn how to operate as a listed Com- pany on the capital market in 2016. It was necessary to become accustomed to processes which had not previously existed in the Company. What measures were initiated to master the situation? Thomas Eichelmann: The Board of Directors was involved in ongoing talks with the Group Executive Management, and closely tracked the group results, so as to optimize results. Besides the regular meetings, there was also intense communication aimed at increasing cost awareness, improving processes and resource utilization and gearing strategy towards the future. At second level, this led to personnel re- inforcements. We are delighted, for example, to have appointed Harald Keller, another outstanding individual, to our Vehicle Engineering division. Jörg Ohlsen: In 2016, we carried out a detailed analysis of every division, to develop indi- vidual improvement measures for each. One of the key elements here is our improved resource management tool, by means of which we can ensure that THOMAS EICHELMANN our employees are deployed even more effectively in projects. In the process, a Chairman of the Board of Directors THE EDAG ANNUAL REPORT 2016 I 5 number of points for optimization came to our notice, some of which we began to tackle immediately, and will continue to work on in 2017. These include, for instance, the ad- vancement of our competence centers. To the current "Lightweight Design, Materials and Technologies", "Lighting Technology" and "Electric Mobility" competence centers we will be adding our "Competence Center for Integral Safety". In addition, we have now bundled our competencies in Wolfsburg at our new Warmenau site, and as a result of the ensuing geographical proximity of all staff are able to handle projects in a completely different way than was possible when people were working at different sites. Within Germany, we com- plement our services for German vehicle manufacturers through the improved integration of our global sites, and can in this way satisfy our customers' wishes more effectively. On the other hand, we took a close look at our cost structure and discovered a number of potential savings which, as far as possible, were also tapped in 2016. What are your strategic focuses for the 2017 ? Jörg Ohlsen: We are, of course, not blind to the trends of the automotive world: We are well aware that e-mobility is and will remain one of the mega-trends of our age, as will connectivity. At the same time, subjects such as "Industrie 4.0" and "digitization" are also of great importance to our customers. These fields can be served by our subsidiary EDAG Production Solutions GmbH & Co. KG - where, with the appointment of Dirk Keller, there has also been an addition to the management since January 2017. We believe that safety is one of the most important points for the user of a vehicle. This applies to a number of different aspects: the safety of the driver and his data from outside influences, but also the safety of the environment from the vehicle, and the coordination of existing systems with one another. Solutions still have to be found for various themes here. With our Competence Center for Integral Safety, we are actively working on ways of assisting our customers not just with the development of corresponding systems, but also in the hope of generating new ideas: in the same way as we succeeded in Lightweight Design, with the EDAG Light Cocoon which we then developed into the EDAG Soulmate in 2016 in cooperation with Bosch. This subject is, by the way, still very much alive in the industry, only themes such as energy efficiency and Lightweight Design have recently been overshadowed by digitization-related matters in the media. Principally, we see three focuses for the engineering service market in the coming years. First of all, there will be a greater degree of variance in powertrain technologies which will have to be further developed and integrated in vehicles. Secondly, as these powertrain techno- 6 I THE EDAG ANNUAL REPORT 2016 logies will make a number of different demands, this will affect the derivative portfolio of an OEM - who will hand over project responsibility through to total Vehicle Integration to engineering service providers, in order to be able to focus better. Thirdly, digital services and product functions will take up a central posi- tion in automobile development. Exactly what possibilities this might open up is not yet clear. Thomas Eichelmann: At the same time, neither our existing customers nor our existing strengths will be neglected. We are one of the leading engineering service providers with com- petence in the development of complete motor vehicles: this is not, however, any reason for us to rest on our laurels. Our competition is also hard working and successful, and this motivates us to sharpen our profile. Accordingly, we will be tailoring our facilities more specifically to the needs of our customers, and reinforcing our position wherever it makes sense. Our analy- sis on this subject has not yet, however, been completed. What M&A activities are planned for 2017? And how is their financing to be structured? Thomas Eichelmann: We do not have any major acquisition objectives in the pipeline at the mo- ment.
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