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3.1 Consolidated Financial Statements of FUCHS PETROLUB SE

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3.1 Consolidated Financial Statements of FUCHS PETROLUB SE ANNUAL REPORT 2018 Pacesetter FUCHS PETROLUB SE | ANNUAL REPORT 2018 “ Technological advances, new possibilities within the Brief profile Brief – digital world, autonomous driving, e-mobility – these are all challenges that we want Locations – to use as opportunities. Our aim is to create a more agile company based on our values – Group structure Group with communication free – of hierarchies and with an open feedback culture.” Stefan Fuchs, Chairman of the Executive Board FUCHS at a glance a at FUCHS 2018 in 18 seconds € 2,567 million 2,473 2017 2018 EBIT € 383 million Sales + 4 % 14.9 % of sales R & D expenses 5,446 employees € 52 million (+ 256 ) FUCHS at a glance FUCHS Group Amounts in € million Change 2018 2017 in % Sales revenues 1 2,567 2,473 3.8 Europe 1,546 1,515 2.0 Asia-Pacific, Africa 783 733 6.8 North and South America 409 393 4.1 Consolidation – 171 – 168 1.8 Earnings before interest and tax and before income from companies consolidated at equity 357 356 0.3 in % of sales revenues 13.9 14.4 Earnings before interest and tax (EBIT) 383 373 2.7 Earnings after tax 288 269 7.1 in % of sales revenues 11.2 10.9 Investments in long-term assets 121 105 15.2 in % of scheduled depreciation 2 209 198 Free cash flow before acquisitions 3 147 142 3.5 Shareholders' equity 1,456 1,307 11.4 in % of balance sheet total 77.0 74.6 Balance sheet total 1,891 1,751 8.0 Employees as at December 31 4 5,446 5,190 4.9 Earnings per share (in €) Ordinary share 2.06 1.93 6.7 Preference share 2.07 1.94 6.7 Proposed dividend / dividend (in €) per ordinary share 0.94 0.90 4.4 per preference share 0.95 0.91 4.4 1 By company location. 2 Capital expenditure excluding financial assets. 3 Including divestments. 4 Including trainees. Group structure FUCHS PETROLUB SE is the parent company of the FUCHS Group, which predominantly owns subsidiaries directly and at 100 %. As of December 31, 2018, the Group comprised 58 operating companies, of which five conduct their business activities in Germany and 53 abroad. The consolidated financial statements also include non-operating holding and management companies, which together increase the number of consolidated companies to 66. There are also four associated companies and joint ventures accounted for using the equity method. The organizational and reporting structure is divided into the following regions: Europe, Asia-Pacific, Africa and North and South America. Group companies and production locations (as at December 31, 2018) Total Germany 7 33 Production locations 5 58 Operating companies Other North European America countries 7 8 Asia-Pacific 4 26 8 18 Africa 1 South 2 America 2 3 Brief profile FUCHS develops, produces and sells a full portfolio of lubricants and related specialties for virtually all industries and areas of Automotive Industry Engineering Construction application. Founded as a family company in Mannheim in 1931, today FUCHS is the world’s largest supplier among the indepen- dent lubricant manufacturers with around 5,500 employees in over 45 countries. Our more than 100,000 customers include automotive suppliers and OEMs, companies in the engineering, metalworking, mining and exploration, aerospace, power generation, construction and trans port sectors, agriculture and forestry, steel, metal, cement, casting and forging industries as well as in the food industry and Mining Transport Heavy Steel & the glass manufacturing sector. FUCHS lubricants are tailor-made, duty cement stand for performance and sustainability, safety and reliability, efficiency and cost savings and meet the highest quality standards. Aerospace Agriculture Wind Food energy To our Combined shareholders Management Report 1.1 Letter to our shareholders 6 2.1 Corporate profile 25 1.2 Organization 8 2.2 Macroeconomic and sector-specific ■■ The Executive Board 8 conditions 31 ■■ Group Management Committee 10 2.3 Business development in 2018 – 1.3 Report of the Supervisory Board 12 forecast comparison 34 2.4 Group performance and results 35 1.4 FUCHS on the capital market 18 2.5 Sales revenues, results of operations, and investments in the regions 37 2.6 Net assets and financial position 39 2.7 Overall position and performance indicators 42 2.8 Opportunity and risk report 44 2.9 Forecast Report 54 2.10 FUCHS PETROLUB SE (HGB) 56 2.11 Combined non-financial declaration 59 2.12 Corporate Governance 66 Further Financial Report Information 3.1 Consolidated financial statements Glossary 146 of FUCHS PETROLUB SE 81 Imprint 148 3.2 Notes to the consolidated financial statements 90 3.3 Declaration and Assurance of the Front cover: Executive Board pursuant to FUCHS at a glance Section 297 (2), Section 315 (1) of the German Commercial Code (HGB) 139 Group companies and production locations 3.4 Independent auditor’s report 140 3.5 Proposal for the appropriation of profits 145 Back cover: Ten-year overview Financial calendar 123 Page reference Graphic Table Internet link To our shareholders Fuchs Family 55 % Free float 100 % Ordinary shares Preference shares Free float shareholders our To 45 % Earnings per preference share Dividend € 0.95 per preference share € 2.07 6 To our shareholders Stefan Fuchs, Chairman of the Executive Board 1.1 To our shareholders Letter to our shareholders 7 1.1 Letter to our shareholders The high organic growth in our three global regions weakened over the course of the year. After negative currency effects, in particular in the fi rst half of the year, we achieved sales revenues of € 2.6 billion. The record result of the previous year was exceeded, and dividend payments as well as the high capital expenditures were fi nanced from the cash fl ow. In view of our balance sheet and with confi dence in our future, the Executive Board and the Supervisory Board propose to you the 17th consecutive dividend increase. Organic growth in sales revenues of 7 % after 9 % in the previous year shows the positive impulses of our growth initiative. Due to increasing raw material costs, changes in mix and planned increases in fi xed costs in connection with the expansion of our business, EBIT not including the one-off effect from the sale of the 50 % share in a Swiss sales joint venture is at the previous year’s level. Given a decrease in tax expense, earnings after tax increased by 7 % to € 288 million. Our growth initiative is making progress. In the IT area, forces were bundled and both global and local resources were created to promptly process a large number of projects. The high capital expendi- tures were continued on a consistent basis. For example, the new plant in Beresfi eld, Australia, and the grease plant in Isando, South Africa, were opened in 2018. Other focal points included the expansion at FUCHS LUBRITECH in Kaiserslautern, the construction of the new plant in Wujiang, China, and the modernization of the Chicago site. With the acquisition of two plots of land at our home location in Mannheim, we set the course for urgently needed offi ce and warehouse space. With FUCHS 2025, we have started a strategy and organizational change process. To accompany this, we adjusted the allocation of responsibilities of the Executive Board. In addition to Asia and industrial lubricants, Dr. Reister will assume responsibility for the region North and South America. Dr. Rheinboldt is then responsible for Europe including the Middle East and Africa as well as for our global LUBRITECH business. All IT activities are bundled under the responsibility of Ms. Steinert. FUCHS 2025 deals with the strategy for the next seven years, an adaptation of culture and a process of organizational change. With sales revenues of € 2.6 billion, plus sales revenues of our at equity par- ticipations in the Middle East and Turkey, we have reached a size where we need more global standards and seek more effective cooperation of our organization with countries, divisions and functions. The “bottom-up” strategy process is managed globally and helps us, in particular to align our resources for further profi table growth. Customer needs are becoming increasingly global and our markets are changing at a rapid pace. We are actively shaping our future and making FUCHS weatherproof for the future in this exciting phase. 6 To our shareholders We are planning further increases in sales revenues and record capital expenditures in 2019. Due to the lack of the one-off effect of 2018 and increased up-front costs for further growth, earnings will not reach the comparable previous year’s level. The focus of the capital expenditures is on China, the US, Germany and Sweden. We will also continue to look for suitable acquisition opportunities. The economic outlook is gloomy, particularly due to the trade confl icts between the US and China, but also the impending Brexit. We are pleased that with an orderly transition on the Supervisory Board we have stability in this import- ant corporate body and have once again been able to win recognized entrepreneurial personalities for this task. I would already like to thank Dr. Jürgen Hambrecht for his outstanding support and coop- eration over the last eight years. On behalf of the Executive Board, I would like to thank you, the shareholders of FUCHS PETROLUB SE, for your trust in our company. I would like to thank our global team for their excellent work with a large number of projects in the past year. Mannheim, March 20, 2019 Stefan Fuchs Chairman of the Executive Board Stefan Fuchs, Vorsitzender des Vorstands 1.1 To our shareholders Letter to our shareholders 7 1.1 Letter to our shareholders We are planning further increases in sales revenues and record capital expenditures in 2019.
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