Executive Summary of the 2009 Financial Statement

Dillinger Hütte

ExE cutivE Summary of thE 2009 f inancial StatE m E nt Key figures

2008 2009 Change Hot metal purchase in kt* 2 241 1 646 – 26.6 % Crude steel production in kt 2 619 1 922 – 26.6 % Total production of heavy plate in kt 2 227 1 609 – 27.8 % of which produced in Dillingen in kt 1 481 1 147 – 22.6 % of which produced in Dunkerque in kt 746 462 – 38.1 % Total shipments in kt 2 921 2 112 – 27.7 % of which heavy plate in kt 2 254 1 677 – 25.6 % of which semi-finished product in kt 667 435 – 34.8 %

Total workforce (excluding trainees) as of 31 Dec. 5 322 5 296 Personnel expenses in millions of  345 312 of which for pensions in millions of  22 21

Balance sheet total in millions of  2 748 2 768 Shareholders’ equity in millions of  1 369 1 519 Fixed assets in millions of  1 488 1 516 Net income for the year before profit transfer in millions of  607 402 Earnings from ordinary activities in millions of  609 404

EBITDA in millions of  613 421 EBIT in millions of  549 361 Cashflow from operations in millions of  532 523

Sales by country in millions of  Germany 1 097 843 France 739 461 Other EU countries 463 374 Other exports 733 483 Total sales 3 032 2 161 – 28.7 % * Total production ROGESA Roheisengesellschaft Saar mbH: 2 795 kt (2008: 4 357 kt)

1 Samuel Beckett Bridge: „The Irish Harp“ consisting of high-strength steel plate manufactured by Dillinger Hütte

2 Contents*)

Members of the Supervisory Board ...... 4

Members of the Board of Management ...... 5

Report of the Board of Management (abridged*) ...... 6

Annual financial statement (abridged*) ...... 34

Balance sheet ...... 34

Profit and loss statement ...... 36

Cash flow statement ...... 37

Listing of shareholdings ...... 38

* This abridged English-language financial statement is an excerpt from the annual report of Dillinger Hütte for the 2009 financial year. This publication does not correspond to the complete form required by law (for this, please see the 2009 Annual Report for Dillinger Hütte in German).

3 MeM bers of the s upervisory b oard

Dr. MICHAEL H. MÜLLER Attorney Saarbrücken Chairman ARMIN SCHILD District Manager for IG Metall Hessen, Biebertal Rheinland-Pfalz, Thüringen and Saarland 1st Deputy Chairman MICHEL WURTH Member of the Group Management Board, ArcelorMittal Luxembourg 2nd Deputy Chairman Dr. BERND BERGMANN Member of the Executive Board of the Curatorship Wallerfangen for the Montan-Stiftung-Saar trust Prof. Dr. HEINZ BIERBAUM Director of the INFO-Institute, Saarbrücken Saarbrücken CARL DE MARÉ Vice President ArcelorMittal, Chief Technical Belsele Officer Flat Carbon Europe HANS-GÜNTER HERFURTH Former Managing Director of ROGESA Dillingen Roheisengesellschaft Saar mbH and Zentralkokerei Saar GmbH (until 15 July 2009) ALBERT HETTRICH Chief Representative of SHS-Struktur-Holding-Stahl Saarbrücken ROBERT HIRY Primary Authorized Representative for IG Metall Rehlingen-Siersburg Völklingen Administrative Office GÜNTER LUDWIG Deputy Chairman of the Dillinger Hütte Works Council Losheim REINER PETRY Member of the Dillinger Hütte Works Council Rehlingen-Siersburg ALBERT RINNEN Vice President Controlling, ArcelorMittal Luxembourg (until 15 July 2009) EUGEN ROTH Chairman of Deutscher Gewerkschaftsbund Saar Merchweiler (German Federation of Trade Unions, Saar District) ROMAN SELGRATH Chairman of the Dillinger Hütte Works Council Dillingen CLAUDE SEYWERT Chief Financial Officer, ArcelorMittal Lorraine Luxembourg (as of 16 July 2009) ERICH WILKE Bank Executive (retired) Königstein (Taunus) Henner Wittling Member of the Executive Board of the Curatorship for Ottweiler the Montan-Stiftung-Saar trust (as of 16 July 2009)

4 MeM bers of the b oard of ManageM ent

Dr. PAUL BELCHE Chief Executive Officer, Commercial Division

Dr. NORBERT BANNENBERG Chief Technical Officer

Dr. KARLHEINZ BLESSING Chief Human Resources Officer / Labour director

FRED METZKEN Chief Financial Officer

5 r eport of the b oard of ManageM ent (abridged)

General Global financial and economic crisis escalates economic situation The massive weakening trend in international economic conditions and financial markets, which began in mid-2008, expanded in 2009 into a global financial and economic crisis. By summer 2009, the world economy found itself in a drastic and synchronized downturn, which was particularly pronounced in industrial countries (- 3.2 %*; 2008: + 0.5 %). At the same time, world trade collapsed: at - 11.9 % (2008: + 3 %), the international movement of goods recorded the sharpest slump since World War II, with problems in the financing of trading transactions likely being partially responsible. The total worldwide gross domestic product sank by 0.8 % compared to the previous year (+ 3 %); however, since autumn 2009 signs have increasingly indicated that the worst of the crisis is over.

Numerous assistance programs, including car-scrapping incentives and reduced working hours, as well as economic stimulus packages costing billions, have succeeded in curb- ing the downturn and stopping the recession in the Western industrial countries. This was particularly true for the United States, which experienced a decline in economic performance of 2.5 % (2008: + 0.4 %) in its worst economic crisis in more than 25 years. In the 3rd quarter, the US economy began to grow once again for the first time since the end of 2007. Even emerging markets such as China and India, which have previously enjoyed uninterrupted growth, were not left unscathed by the world economic crisis. To counteract sharp downturns in market activity, these countries boosted their economic performance with large government economic stimulus programs. China was thus able to further increase its gross domestic product (+ 8.7 %) compared to the previous year (+ 9.6 %), and posted the world's highest export figures as the strongest exporting country – beating out Germany for the first time. India’s economic activity also remained relatively robust (+ 5.6 %) in comparison with the previous year (+ 7.3 %).

Sharp downturn in Europe Export-oriented Europe was particularly hard hit in 2009 by the contraction of world trade, the decline of industrial production and the sharp drop in gross fixed capital investments (- 11.4 %). The economic downswing was partially curbed by public investment and private consumption, so that economic activity once again began to increase slightly in the third quarter. Gross domestic product in the euro area declined for all of 2009 by 3.9 % (2008: + 0.6 %).

The worldwide slump in demand for investment goods had a particularly dramatic impact on Germany: the German economy contracted more sharply (- 5 %) than ever before in the postwar period (2008: + 1.3 %). The effects of the global economic crisis had an equally sharp impact on Italy (- 4.8 %), Spain (- 3.6 %) and the United Kingdom (- 4.8 %). France profited from its consumer goods-oriented production structure, and accordingly, overall economic production there declined significantly less than in the euro area as a whole (2009: - 2.3 %; 2008: + 0.3 %).

* All figures regarding economic conditions and the steel market are based on currently available, sometimes preliminary official and non-official statistics.

6 Report of the Board of Management

The steel market Worldwide crude steel production once again declines After strong years of growth, the excellent conditions on the global steel market ended abruptly as the international financial crisis intensified in September 2008. World crude steel production 2009 was estimated at 1.220 billion tons,* which is more than 8 % lower than that of the previous year (1.330 billion tons). With the exception of Asia and the Middle East, no region was able to avoid the negative trend: indeed, if China is excluded, the decline in worldwide growth amounts to about 22 %. With a 13.5 % increase in production to 568 million tons, which amounts to a world market share of about 47 %, China dominates the crude steel market to an even greater degree than in years past.

The declines involved the CIS countries (- 15 %) – with a production volume of more than 97 million tons, the second-largest manufacturers of crude steel – as well as Japan (- 26 %), number three among producing countries with 88 million tons. The decline in production was similarly dramatic in the United in millions of t States, falling by - 36 % compared with the previous 1 400 year to 58.1 million tons, and to 139.1 million tons 1 300 in the 27 European Union countries (- 30 %). With 1 200 production levels this low, the EU-27 lost almost 1 100 4 % of world market share compared with 2008. 1 000 production 900 The situation was similar for individual countries: consumption 800 production was reduced in all EU countries includ- 700 ing Germany, the biggest producer of steel in the 600 European Union, where production – at 32.7 million 500 tons – reached its lowest level since 1963 (- 28.7 %). 9495 96 97 98 99 00 01 02 0304 0506 07 08 09 Year Italy (- 35.5 %) and France (- 28.2 %) were forced to cope with similar declines. Development of worldwide steel production and apparent steel consumption (finished products) Slump in global steel demand Hardly any other sector was as hard hit by the world in millions of t % economic crisis and the decline in gross investment 1400 50 as was the steel industry. With a decline in global 45 1200 steel demand of 1.4 % already posted for 2008, it 40 sank for the second consecutive time in 2009 by a 1000 35 total of 8.6 %. Nearly all important end-buyer seg- 30 800 ments were equally impacted by the crisis. The 25 declines in activity were particularly dramatic in the 600 20 automotive industry, in machine manufacturing and

400 15 building construction, especially in Western indus-

10 trial countries, where steel demand fell by total 200 5 amounts of between 30 % and 36 %. In the spring, the utilization of capacities among European manu- 0 0 90 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 facturers at times dropped below 50 %. Steel pro- Year World China’s share in global steel production (%) ducers reacted quickly and adjusted production to the lower demand through temporary shut-downs Development of global steel production / China’s share at numerous production facilities.

* All figures regarding production are based on production statistics of the countries monitored by the World Steel Association (as of Feb. 17, 2010)

7 Report of the Board of Management

In Germany, for example, 6 out of 15 blast furnaces were temporarily not in operation Rest of world EU-27 during 2009. Running counter to the overall trend and to the developments in the USA CIS industrialized countries, demand in China increased by almost 19 % to 526 million tons Japan – supported by a major economic stimulus program that specifically fueled steel- South Korea 1.22 billion intensive infrastructural investment. This meant that almost one out of every two tons India tons of steel was processed in China.

European steel market under extreme pressure China In Europe as well, steel demand in almost all important steel-consuming segments was EU-27: 139.1 million t (11.4 %) extremely low until mid-year as a result of the economic downturn. The European Con- USA: 58.1 million t (4.8 %) federation of Iron and Steel Industries (Eurofer) expects a 25 % decline in actual steel Japan: 87.5 million t (7.2 %) consumption for all of 2009. Excluding movement of stock inventories – excess stock India: 56.6 million t (4.6 %) inventories were drastically reduced during the year – apparent steel consumption China: 567.8 million t (46.6 %) (market volumes) in fact declined by about 35 %. Weak demand and the very low price South Korea: 48.6 million t (4.0 %) CIS: 97.4 million t (8.0 %) level caused third-country imports into the EU to decline. Not a single steel-processing Rest of world: sector in the EU was able to show production rate increases. Hardest hit were the 164.6 million t (12 %) pipe sector (- 31.9 %) and the automotive industry (- 26.1 %), followed by machine Percentage of world steel manufacturing (- 24.8 %) and metal goods (- 23.3 %). The downturn in steel construction production in 2009: 1.220 billion tons (- 15.4 %) and in the building sector (- 6.4 %) was somewhat less drastic. Government (as of January 2010) economic stimulus programs helped cushion against larger declines in this area with investments in infrastructural projects.

Delayed downward trend on the heavy plate market The financial crisis had a delayed impact on the heavy plate market, which is characterized by project-related business. The first affects were felt at the end of the first quarter of 2009, striking a broad front and all products. Consumption fell by 55 % in the second quarter. While prices for commodity grades slipped significantly in the third quarter of 2008, prices for higher-value products first came under pressure in early 2009 as the specialized mills still had a backlog of orders from the previous year. Heavy plate manu facturers were forced in 2009 to cope with a drastic 50% drop in deliveries to the machine manufacturing industry, the construction machinery industry and to steel distributors – the largest customer segment of all for steel. The drop in delivered quantities to the steel construction sector (- 25%) and to pipe manufacturers (- 26 %) was somewhat less drastic. Both segments include steel processing firms that deliver to the wind power sector – one of the few sectors in 2009 that was active at a level that at least equaled the previous year.

At the end of the year under review, the European heavy plate market in general was characterized by a slight increase in demand and normalizing stock inventories. Dealer stock inventories were 36 % lower in the fourth quarter than during the same period the previous year; however, due to weak sales, stock turnover remained relatively high here as well. After the consistent and steep drop in prices since the beginning of the year, prices have stabilized at an extremely low level for both commodity and premium grades. Heavy plate production in the EU-27 was cut dramatically by more than 39 % in 2009, falling to a five-year low. Apparent consumption of heavy plate (excluding pipe plate) fell in 2009 by a total of around 43 %.

8 Report of the Board of Management

Delayed impact of crisis Sharply curtailed utilization of plant capacities on Dillinger Hütte Whereas the majority of steel companies had already cut back their production starting in the fourth quarter of 2008, Dillinger Hütte (DH) was still producing at a good level until the end of the first quarter of 2009. This means that the decline in demand at Dillinger Hütte was first clearly detected only in the second quarter, when it was felt in all customer segments for normal plate steel, the company’s core product groups. In contrast, customer demand for the pipe plate core product group sank only moderately thanks to good utilization of capacities of its affiliated company, EUROPIPE GmbH in Mülheim. The massive slump in incoming customer orders forced utilization of production capacities to be curtailed beginning in the second quarter. Blast Furnace 4 of ROGESA Roheisen gesellschaft Saar mbH (ROGESA) was shut down early, from May to October, for a scheduled repair, the steel mill was run as a single-converter operation for several months, shifts were stricken in all areas of production, and stoppages were carried out.

Production figures were significantly below the volumes of the previous year kt 2 500 2 388 in the primary stages (hot metal and steel production), as well as at both rol- 2 258 2 227 ling mills, i.e., at Dillinger Hütte itself and at the wholly owned subsidiary, 2 000 725 781 746 1609 GTS Industries S.A. in Dunkerque (France). Purchases of hot metal, at 1 646 kt 1500 462 (2008: 2 241 kt), and production of crude steel, at 1 922 kt (2008: 2 619 kt), each declined by 26.6 % compared to the previous year. 1000 1533 1607 1481 1147 500 As in previous years, steel production levels satisfied the slab supply re- 0 quirements for the rolling mill in Dillingen as well as the majority of slab 2006 2007 2008 2009 requirements of GTS Industries. The production of the rolling mills (1 609 kt) in Dillingen in Dunkerque declined by a total of 27.8 % from the previous year (2008: 2 227 kt), whereby 1 147 kt of heavy plate was produced in Dillingen (2008: 1 481 kt) and 462 kt Heavy plate production of heavy plate was produced by GTS Industries in Dunkerque (2008: 746 kt).

Sales decline significantly Profit Sales volume  Sales revenues for 2009 were marked by a significant deterioration in quan- in millions of  in millions of 3 032 700 3 000 tity levels paired with declining revenues. Total heavy plate sales fell from 650 2 254 kt in the previous year to 1 677 kt (- 25.6 %) in 2009. A dramatic drop 2 626 607 600 2 500 in heavy plate prices established itself during the course of the year under 550 2 266 533 2161 review. The negative revenue effect on sales could largely be compensated 500 2 000 through delivery of orders already booked at the end of 2008, at what were 450 420 402 400 still good revenue levels. 350 1 500 300 Due to the declining quantity and revenue levels, Dillinger Hütte posted a 250 1 000 200 drop in sales revenues in 2009 from € 3.032 billion in the previous year to 150 € 2.161 billion (- 28.7 %). All of the main sales markets were affected by 500 100 the decline in sales: Germany (- 23.2 %), the European Union (- 30.5 %) and 50 0 0 the remaining exports (- 34.1 %). The share of total sales for the German sales 2006 2007 2008 2009 market therefore increased in comparison with the previous year from 36.2 % Annual profit Sales volume to 39 %; it remained nearly unchanged for the European Union at 38.6 %, while the remaining share of exports declined from 24.1 % to 22.4 %. Sales and profit performance

9 Report of the Board of Management

Positive earnings despite downturn % 100 Thanks to ongoing programs to cut costs and improve earnings, continued 90 28.1 24.0 24.1 22.4 overall positive earnings were achieved for 2009 despite the sharp downturn 80 in revenues and quantities, which were in any case first felt in the second 70 15.3 17.3 15.7 18.1 € 60 quarter. Dillinger Hütte achieved an operating profit of 218 million in 2009, € 50 18.9 20.9 24.4 21.3 compared with 516 million in the previous year; these earnings are adjust- 40 ed for depreciation based on the previous year’s valuation of inventories 30 according to the LIFO method. The sharp drop in earnings resulted from the 20 37.3 37.0 36.2 39.0 previously described significant deterioration of quantities and revenue levels 10 0 along with a material intensity that remained nearly identical to that of the 2006 2007 2008 2009 previous year at 67.4 %. Due to the reduced working hours and consistent Germany France Other EU countries Other utilization of classic staffing tools such as the reduction of time accounts, personnel expenditures fell by 9.6 % to € 312 million (2008: € 345 million) while Geographic distribution of sales the workforce remained at nearly the same level. Income from investments rose by € 35 million to € 94 million due to higher earnings from dividends and profit transfers, while interest income sank by € 18 million to € 43 million. Earnings from ordinary activities thus amounted to € 404 million (previous year: € 609 million), which corresponds to a 33.7 % decline.

Earnings before interest and taxes (EBIT) amounted in millions of  % € € 700 50 to 361 million (2008: 549 million) and earnings 44.2 % 44.7 % before interest, taxes, depreciation and amortiza- 40.9 % 600 613 tion (EBITDA) was € 421 million (2008: € 613 mil- 40 558 549 lion). Return on capital employed (ROCE) amounted 500 493 23.1 % to 23.1 % during the year in review (2008: 40.9 %). 455 30 400 421 After deduction of taxes and compensatory pay- 401 361 ment to outside shareholders, net income for the 300 25.0 % 20 year, before profit transfer, amounted to € 402 247 200 million (2008: € 607 million). After allocations 198 10 to earnings reserves amounting to € 150 million, 100 the profit transfer to the controlling company,

0 0 DHS - Dillinger Hütte Saarstahl AG, amounted to 2005 2006 2007 2008 2009 € 252 million. EBIT EBITDA ROCE

Development of EBIT, EBITDA and ROCE

Adjustments to weak Qualified, dedicated and innovative employees are just as vital to the success of Dillinger utilization of capacities – Hütte as are modern processes and high flexibility. In order to react with flexibility to staffing levels roughly the sharp economic downturn, and to adjust personnel expenditures accordingly while constant maintaining a stable workforce size, the company made full use of all of the classic tools of personnel policy and introduced reduced working hours as of June 1. Personnel policy continued in 2009 to focus on the continuous improvement of workplace safety, sustained promotion of employee health, and a continuation of strong programs for initial job-training as well as further development of advanced training activities.

10 Report of the Board of Management

Key figures 2005 2006 2007 2008 2009 Number of employees nearly unchanged Capital intensity A total of 5 296 people were employed at Shareholders’ equity millions of  739 869 1 119 1 369 1 519 Balance sheet total millions of  1 599 2 070 2 466 2 748 2 768 the Dillingen location at the end of the in % 46.2 42.0 45.4 49.8 54.9 financial year (31 Dec. 2008: 5 322). These Liquidation ratio for fixed assets Shareholders’ equity millions of  739 869 1 119 1 369 1 519 employees worked at Dillinger Hütte itself, Fixed assets millions of  876 1 032 1 131 1 488 1 516 at Zentralkokerei Saar GmbH (ZKS) and at in % 84.4 84.2 98.9 92.0 100.2 Debts ROGESA Roheisengesellschaft Saar mbH. In Long-term bank liabilities millions of  89 114 100 93 145 order to cope with weak utilization of capac-  Shareholders’ equity millions of 739 869 1 119 1 369 1 519 ities, implementation of traditional staffing in % 12.0 13.1 8.9 6.8 9.5 EBIT margin tools began at the start of the year, includ-  EBIT millions of 198 401 493 549 361 ing reduction of time accounts, intensive Sales DH-products millions of  1 554 1 786 2 043 2 343 1 726 in % 12.7 22.5 24.1 23.4 20.9 use of personal leave, avoidance of over- EBITDA margin time, reductions in employment of students EBITDA millions of  247 455 558 613 421 Sales DH-products millions of  1 554 1 786 2 043 2 343 1 726 during their vacation periods and of con- in % 15.9 25.5 27.3 26.2 24.4 tracted workers, and a reduced use of out- Return on capital employed (ROCE) EBIT millions of  198 401 493 549 361 side firms. These measures were sufficient Shareholders’ equity, tax provisions, only for the initial months; reduced working  liabilities subject to interest (average) millions of 793 907 1 102 1 342 1 564 hours ultimately had to be introduced in in % 25.0 44.2 44.7 40.9 23.1 Internal financing capability many of Dillinger Hütte’s operational sec-  Cash flow from operations millions of 309 562 608 532 523 tions beginning on June 1. This allowed the Net investment in tangible assets millions of  32 66 78 121 56 in % 965.6 851.5 779.5 439.7 933.9 number of employees to be held almost Expense structure in % constant in comparison with the previous of total operating revenue Material intensity in % 68.1 63.3 66.5 67.7 67.4 year (- 0.5 %). Another 2 874 people are Personnel intensity in % 16.6 15.8 12.5 11.3 14.6 employed at Dillinger Hütte’s subsidiaries Gross yield from business property (location-based) and affiliated companies (2008: 3 163). Gross operating result millions of  224 348 475 506 280 Gross business property millions of  688 742 847 845 915 in % 32.6 46.9 56.1 59.9 30.6 Financial key figures

Best workplace safety results accident frequency number of accidents Sustained improvement of workplace safety is a top 20 129 140 18 priority at Dillinger Hütte, with the goal being to achieve 120 108 16 accident-free operations. Noticeable improvements in

14 94 100 14.3 workplace safety continued in 2009: with 33 accidents 82 12 (requiring at least one day of leave) and an accident fre- 12 80 10 10.5 quency (number of accidents requiring one day of leave 54 60 8 9.2 per 1 million working hours) of 4.2 (2008: 6), Dillinger Hütte 6 33 40 6.0 was able to exceed the ambitious goal in its annual 4 4.2 20 development plan for 2009, which specified experiencing 2 no more than 36 accidents for the year. With this, Dillinger 0 0 2004 2005 2006 2007 2008 2009 Hütte achieved the best workplace safety results and the accident frequency number of accidents lowest level of accidents in the company's history (2008: p 1 day p 1 day 54 accidents). Development of the number of accidents

11 Report of the Board of Management

Sustainable improvement of work safety: “Safety Inspections” and Pupils from the local area get an impression of technical jobs at Dillinger Hütte “Safety Feedback-Talks” (here with Dr. Bannenberg, Chief Technical Officer) during “Girls’ Day”

Important factor of success: Dillinger Hütte’s employees (here in the annual “Dillingen Race of Companies”)

12 Report of the Board of Management

Initial job training remains at a high level 450 Even in difficult economic circumstances, Dillinger Hütte continues to emphasize a

400 consistently strong level of initial job training. On September 1, 2009, 86 new trainees, 18 interns from technical universities and two people retraining for new vocations 350 launched their new careers at Dillinger Hütte. Including this group, the company 300 employed a total of 307 trainees and people retraining for new vocations (2008: 290). For many years now, Dillinger Hütte has also maintained partnerships with universities 250 in order to help support qualified young talent for their workforce. As part of the co- 200 operative degree program with the University of Applied Sciences in Saarbrücken (HTW),

150 the University of Saarland and the University of Kaiserslautern, 15 students are currently being assisted in their areas of specialization and are in part being supported with 100 scholarships from the Montan-Stiftung-Saar trust.

50 Profit sharing and dedication to the little ones 0 2004 2005 2006 2007 2008 2009 Dillinger Hütte ensures its employees participation in an attractive profit sharing program – even in a year of worldwide economic crisis like the 2009 financial year. Other trainees Technical college trainees Employees are also offered what has traditionally been a broad array of employee Retraining commercial + tech/industrial benefits, along with a good retirement program. Since 2006, these benefits have also Cooperative studies with universities included the Workers’ Welfare Organization’s “Kleine Hüttenbären” child care facility, Commercial trainees initiated and supported by Dillinger Hütte, which was opened in a former steel mill with Tech/industrial trainees (without course of study) the aim of helping employees balance their work and family life.

Strong dual system of initial training at Dillinger Hütte Successful improvement process with “GPS” The “GPS” program for integrated planning and control enables Dillinger Hütte to syste- matically strengthens and structures its continuous improvement process. The key ele- ments of the GPS program are the company’s annual development plan and the annual development plans for the various divisions. In 2009, key issues included handling the crisis and, as in previous years, improving workplace safety.

Premium plate for From London to South Africa, and from skyscrapers to tunnel boring machines – the highly demanding projects innovative and continuously improved heavy plate from Dillinger Hütte allows engi- around the world neers from all over the world and from a wide range of sectors to stretch the boundaries of technical possibility with their projects and structures. This is based upon three pillars: first, highly consistent product quality makes production extremely cost-effective. Second, absolute dependability ensures that projects are completed on schedule. And third, tailor-made solutions are developed in partnership with the customer. Again in 2009, high-tech heavy plate from Dillinger Hütte, with its versatile properties and non- standard dimensions, enabled the realization of exceptional projects around the world.

Heron Tower – London’s new landmark London’s skyline has changed dramatically in recent years in the wake of an enormous boom in construction. Now an additional landmark is being added: the new Heron Tower being built in London’s exclusive banking district has been commissioned by Heron International, one of Europe’s leading investment and asset groups. The structure was

13 Report of the Board of Management

designed by New York-based high-rise specialists Kohn Pedersen Fox. With 46 floors and a height of 230 m, it will be Britain’s highest building when it is completed in 2011. For the slender steel frame construction, Dillinger Hütte delivered around 1 800 tons of special plate in thicknesses from 80 to 150 mm, which featured special deformation properties in the through-thickness direction.

The MTC 78000 offshore heavy-duty crane – a giant in the Gulf of Mexico The OSA Goliath is one of the world’s largest heavy load vessels and is used for offshore construction in the Gulf of Mexico. It is fitted with an MTC 78000 offshore heavy-duty crane that features a maximum load capacity of 1 600 tons out to a radius of 35 meters – which corresponds to the weight of four ICE trains. In order to withstand the enormous forces involved, the material used to connect the braced-mast boom to the crane’s mast was 200 mm-thick high-strength Dillimax 690, with minimum tensile yield strength of 690 MPa (megapascals). At the foot of the mast, the slewing gear, which ranges up to 145 mm thick, conducts the forces in the mast to the hull of the ship. In all, Dillinger Hütte delivered a total of 900 tons of heavy plate for this extraordinary project.

Rhyl Flats – environmentally compatible generation of energy in the Irish Sea The Rhyl Flats offshore wind farm officially launched operation on Liverpool Bay, about eight km off the coast of Wales, on 2 December 2009. It is a part of the British offshore wind farm development program that began at the end of 2000 and has since revo- lutionized British energy supply. The park consists of 25 wind turbines with a rotor diameter of 107 meters each, delivering a total output of about 90 MW. For the monopile foun dation structures, Dillinger Hütte delivered 9 867 tons of thermomechanically rolled and edge-machined plate in thicknesses up to 76 mm.

Moses-Mabhida-Stadium & Rhein-Neckar-Arena – soccer rules the world During the 19th World Cup, South Africa will be the center of the world. And once again, Dillinger steel will play a part. The Moses Mabhida Stadium opened in Durban in late 2009, with its seating capacity of 70 000, making it the second largest arena for the World Cup. Two parallel, 100-meter high arches span the playing field over a total length of 340 meters. The individual arches, which join at the zenith of the structure, symbolize the uniting of the nation after years of apartheid. They lend the overall complex its distinctive appearance, which when viewed from above resembles the national flag of South Africa. Dillinger Hütte supplied 330 tons of high-strength steel in thicknesses up to 110 mm for this extraordinary roof structure. The inaugural game for the Durban stadium will take place on 13 June 2010, pitting the German national team, in its first game of the championship, against Australia.

Preparations are already beginning in Germany for another sporting event that is steadily gaining popularity: the Women’s World Cup, being held in Germany in 2011. One of the game venues will be the Rhein-Neckar Stadium in Sinsheim, which opened in 2009 with a capacity for 33 000 spectators. The roof of the arena is a steel structure encased with a transparent membrane, which appears to float like a cloud almost weightlessly above the structure. A total of 550 tons of Dillinger heavy plate, in thicknesses up to 80 mm, were used to build the trussed beams.

14 Report of the Board of Management

Tunnel boring machines – steel moles in Shanghai With diameters of 15.43 meters, they're currently the biggest in the world: the two tunnel boring machines for the Yangtze River tunnel in Shanghai. In just 20 months, the structural work was completed for the 7 472-meter long tunnels for the high-capacity transport route from the Pudong district of Shanghai to the island of Changxing. With this, the two parallel tunnels were completed almost 1 year ahead of schedule, providing the ideal conditions to allow the tunnel to be opened to traffic in time for the World- Expo 2010 in Shanghai. Upon completion, each of the two tunnels is to feature a three- lane roadway on the upper level as well as a metro line on the lower level. The colossal structures, each weighing 2 300 tons and measuring 125 meters in length, pass under the Yangtze River at a depth of 65 meters. Dillinger Hütte supplied roughly 2 500 tons of heavy plate for the mammoth high-tech structures.

Rhine Bridge at Kehl – turning old into new The new twin-span steel-truss bridge over the Rhine River is part of a 14 km long railway route between Kehl and Appenweier, and thus is an important part of the high-speed train connection between Paris, eastern France and southern Germany. After its completion at the end of 2010 it will replace the current single-span structure that was built in 1954. The low construction height of the old bridge hinders transport shipping traffic. The new 238-meter long, 3 000-ton bridge spans the Rhine River with span widths of 131 and 107 meters, and can be driven across at up to 160 km/h. The new bridge is being constructed in five phases, with the primary logistical challenge being to avoid disruption of railway traffic as much as possible. Dillinger Hütte delivered 1 400 tons of heavy plate for the project, in thicknesses up to 80 mm.

Important investments Investment remained at a high level during the economically difficult 2009 financial year, continued even if expenditures did decline in comparison to the higher-than-average investments of the previous year. Total investment in optimization and modernization of facilities and processes, aimed at maintaining and extending the company's technological edge over competitors, amounted to € 56 million (2008: € 122 million). At both indirect subsidiaries – ROGESA Roheisengesellschaft Saar mbH and Zentralkokerei Saar GmbH at the Dillingen in millions of  site – investment expenditures increased once again in comparison to the previous year 140 to a total of € 131 million (2008: € 111 million). Dillinger Hütte bore half of these invest- 122 120 ment expenditures, in proportion to its share in the companies. Detailed information on these investment projects can be found in the section “Most significant shareholdings of 100 Dillinger Hütte”. As in years past, improvements in environmental standards were again a 79 80 focal point of investment activities in 2009 for Dillinger Hütte, ROGESA and ZKS. 66 60 56 Steel mill 40 Construction in the steel mill of a secondary dust collection system began in March 20 2009, in order to supplement the converter’s existing primary dust collector. This system will capture and filter any generated dust-containing emissions. Independent of the 0 2006 2007 2008 2009 secondary dust collection process, a separate dust collection system captures and filters emissions from the lime discharging station, i.e. lime dust and dust from other aggre- Development of investments in property, plant and equipment at Dillinger Hütte

15 Report of the Board of Management

gate materials. The launch of operation of both of these systems in early 2010 provides for a significant reduction in emissions at the Dillingen location.

Rolling mill A new straightening press for heavy plate was assembled in the rolling mill during the year under review. Designed for plates with widths up to 5.20 meters, lengths up to 19 meters, thicknesses up to 300 mm, and featuring a pressing force of 65 000 kN, this is the world's biggest and strongest press of its kind. When it begins operation at the end of 2010, it will help meet increasing requirements with respect to the flatness of heavy plate. In order to achieve the necessary flatness of the rolled plates for the cooling process, a new straightening machine for warm plate has been ordered. Assembly and testing of the machine began in February 2010. Final installation into the rolling line will take place as part of a one-week shutdown of the rolling mill in June 2010.

Sustainability through Dillinger Hütte continuously invests in research and development in order to further research and development expand its mid- and long-term technological leadership and to maintain the company’s sustainability. This involves the development of products for the markets of tomorrow and beyond, as well as making the processes and technologies available for cost effective production of these products.

Production of hot metal and coke One focus of research in the production of hot metal and coke during the 2009 financial year was a close examination of the aging process of coking coal. The goal is to ensure optimal coke quality, even when longer storage times must be allowed for, as was the case in 2009 when the major slump in demand resulted in high stock inventories in the shipping ports. This was achieved through compacting freshly incoming batches of coking coal.

Again in 2009, various models were developed to optimize operation of the blast furnaces and thus reduce costs. Computer-aided illustrations of the processes used in hot metal production were used to allow the processes to be assessed and optimized.

Reduction of CO2 emissions

Permanent reduction of CO2 emissions in the steel industry is a focus of research in Europe. As a core member of the major European ULCOS project (Ultra-Low Carbon

dioxide (CO2) Steelmaking), Dillinger Hütte – together with Saarstahl AG – is participat-

ing in an extensive EU initiative to examine the long-term potential to reduce CO2 emissions during the production of iron and steel. The primary focus, meanwhile, is on the Top Gas Recycling Blast Furnace (TGR-BF), a process in which blast furnace gas is re- circulated. After this process was successfully tested in 2007 with a trial blast furnace, a second successful series of tests was conducted in 2009 with researchers at Dillinger Hütte participating throughout the project.

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Steel production Today's steel mill technology is designed to reduce the time required for treatment of various aggregates while maintaining optimal quality. Whereas in the past the emphasis was on the modeling of the secondary metallurgical processes, today the models are integrated online for dynamic control in the steel mill control system.

Plate production One of the central goals in the research activities of Dillinger Hütte is the continuous enhancement of products. The basis for this are the consistent development of expertise in materials engineering and thermomechanical rolling, which lays the groundwork to efficiently achieve current and future properties profiles. Special application conditions such as the highly demanding development of new gas and crude oil fields, the transport of media through Arctic temperatures or in the deep sea, and use in areas with unstable ground conditions such as earthquakes and frost, require customized steels that have not yet been employed – often with extreme combi- nations of specific properties and dimensions. These steels are therefore a focus of current research.

Procurement and transport: Contradictory developments on raw materials markets opportunities in the crisis Because of the drastic slumps in production and the accompanying dramatic declines utilized in the procurement of raw materials in 2009, the stocks and contractual procurement volumes also had to be adjusted to the current situation for the short-term. At the same time, raw materials producers reduced capacities and drastically reduced production. Starting in mid-2009, the demand for raw materials once again increased – driven by strong demand from China, whose growth was supported by an economic stimulus program worth billions – and there were once again shortages.

After the record-level ore prices in 2008, noticeable price reductions could again be achieved for the first time in 2009. Intensified focus on Asia has been noted among suppliers, and the markets in Europe increasingly are losing their importance. Following the upswing in the economy, this led once again in 2009 to bottlenecks in the supply of raw materials, due in particular to the necessary dramatic worldwide reductions in stock inventories and to the record imports in China. in millions of t 700 After the drastic decline during the first 600 half of the year in the spot rates set in 500 day trading for the ocean freight market, 400 beginning in mid-2009, a significant sta- 300 bilization of the freight market was

200 noted in the wake of consistently in-

100 creasing demand from China. By the end

0 of 2009, the rates had almost once again 1992 1993 1994 19951996 1997 19981999 2000 20012002 2003 2004 2005 2006 2007 2008 2009 assumed the level they had reached Year before the economic crisis. Development of ore imports in China

17 Report of the Board of Management

Fuel producers were also forced to make massive reductions in capacities and corresponding price cuts in the first half of 2009. Chinese steel manufacturers dramatically increased their imports of coking coal, however, and this, combined with the increasing recovery of the economy in other regions, led in the second half of the year to a boom in demand and sharply rising prices for coking coal.

Supply secured through long-term contracts – inventories reduced Primary supplies for ROGESA and ZKS are secured for the long-term with corresponding contracts. The boom on the worldwide spot market therefore impacted the iron ore transports for ROGESA only to a small extent. The efforts to acquire new ore suppliers for ROGESA were successful. ROGESA und ZKS also concluded some long-term supply contracts that secure fuel supplies up to 2014. ROGESA utilized time windows in 2009 to secure significant quantities of blast furnace coal at favorable conditions as part of pilot deals for 2010.

With the goal of reducing costs and increasing liquidity, inventories of ore and fuels were drastically reduced by about 1.3 million tons in 2009 as part of a consistently applied inventory management program.

Environmental Dillinger Hütte views sustainable business activity and production that conserves the protection a key focus environment and resources as its central duty, and its corporate vision and environmental guidelines are aligned with this view. Extensive investments were again made in 2009 in modern facilities that provide effective protection of the environment and optimized energy efficiency. Major projects to further minimize airborne and noise emissions at the location of the steel mill have been continued, completed or restarted; continuous efforts are being made to improve materials recycling processes and to care- fully handle energy, water and land resources.

The primary focus of the extensive investments in environmental protection during 2009 continued to be emission control. The most important investments included the construction of the new, third coke oven battery featuring the latest technologies as part of the ongoing refurbishment of ZKS, and the refurbishment of the Claus facility, which successfully began operation at the end of the year (see also “Most significant shareholdings of Dillinger Hütte”).

Another example of highly efficient emission control technology is the process exhaust treatment system for ROGESA’s Sintering Plant No. 2, which was upgraded and optimized in 2009, in addition to the existing electric filter dust collection. With the construction of the second process exhaust treatment system that began in 2009, the Sintering Plant No. 3 will also be brought to the state-of-the-art in terms of reducing pollutants in emissions. The construction that began in 2009 on secondary dust collection in the steel mill and the dust collection system in the lime discharging station (see also “Investments of Dillinger Hütte“) also provides for significant reductions in the environmental impact from dust emissions. Both systems – with an investment volume of € 37.5 million – are aimed exclusively at improving environmental protection in the steel mill.

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Most significant share- Zentralkokerei Saar GmbH, Dillingen holdings of Dillinger Hütte Dillinger Hütte and Saarstahl AG each hold an indirect 50% interest in Zentralkokerei Saar GmbH. ZKS produces coke intended exclusively for use in ROGESA blast furnaces. Coke production (859 kt) declined by 10.4 % from the previous year (959 kt). This decrease in production is due to the lower operating mode of ROGESA’s blast furnaces kt caused by the worldwide economic crisis and the associated decline in demand for steel 1250 products. ZKS is a company without employees. Personnel required for operation of the

1 011 coking plant are provided by Dillinger Hütte. 1000 975 959 859 At € 67 million, investments were on a par with the level of the previous year. The most 750 important investment project here was the new construction of Coke Oven Battery B3, which serves to optimize production and reduce emissions. The new Coke Oven Battery 500 B3 was heated up in mid-July 2009 and was gradually brought to operating temperature by the end of the year. The new battery first began producing blast furnace coke in 250 February 2010.

0 2006 2007 2008 2009 After the start of operation of this battery in early 2010, the existing Battery B1 will be shut down and rebuilt. Once this second phase of construction is completed, the second ZKS coke production existing Battery B2 will be shut down. This procedure will ensure that two oven batteries are always in operation during the construction work. Implementation of this investment project ensures that the coke-oven technology and environmental controls are state-of-

in millions of  the-art, and will reestablish ZKS’s original production capacity as of early 2012. 80

70 68 67 In the course of ongoing refurbishment of the coal by-product plant – the so-called 60 “white side” of ZKS – all equipment that serves to clean the coke gas will be modernized 50 to meet the latest standards. 43 40

30 ROGESA Roheisengesellschaft Saar mbH, Dillingen

20 ROGESA Roheisengesellschaft Saar mbH, in which Dillinger Hütte holds a 50 % interest (indirect and direct), produces hot metal exclusively for its shareholders, AG der Dillinger 10 0.33 Hüttenwerke and Saarstahl AG. The operational management of ROGESA, as a company 0 2006 2007 2008 2009 without employees, lies in the hands of Dillinger Hütte. Utilization of ROGESA plant capacities was down significantly in comparison to the previous year. Development of investments in plant, property and equipment at ZKS Annual production in 2009, at 2 795 kt, was 35.9 % below the annual production for 2008 (4 357 kt). The primary reasons for this decline in production were the world economic crisis and the associated decline in demand for steel products at both companies. For this reason, Blast Furnace 4 was shut down early for a repair scheduled for June 2009 and was taken out of operation longer than originally planned, from the end of April to early October. Of the quantity produced, 1 645 kt of hot metal was supplied to Dillinger Hütte (2008: 2 241 kt) and 1 150 kt went to Saarstahl (2008: 2 116 kt).

Investments at ROGESA in 2009, at about € 64 million, were once again significantly higher than the previous year’s level (2008: € 43 million). A significant share of the total investment sum went to preparations for the planned second new lining of Blast Furnace 5 in the third quarter of 2010.

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kt Another major project in the ROGESA division began in September 2008 5 000 4 631 with the expansion of the coal pulverizing plant with a third coal pulverizer, 4 500 4 357 4 347 which increases the coal injection capacity of both blast furnaces. With 4 000 coal injection technology, pulverized coal – known as blast furnace coal – is 3 500 2 334 2 218 2 116 injected into the furnace with a hot blast through the tuyère. The increased 3 000 2 795 2 500 pulverized coal and injection capacities allow coke consumption to be re- 1150 2 000 duced, along with the manufacturing cost of the hot metal. The new coal 1500 pulverizer was installed in the refurbished and reinforced frame of the former 2 129 2 297 2 241 1000 1645 Blast Furnace 1, and began operation in the first quarter of 2010. 500 0 2006 2007 2008 2009 A blast furnace gas-fired power plant is currently under construction at the Dil- DH SAG lingen location. Stakeholders in the power plant, known as Gichtgaskraftwerk Dillingen GmbH & Co. KG, are Evonik New Energies GmbH (49.9 %), formerly Hot metal production by ROGESA for DH and SAG known as STEAG Saar Energie AG, VSE AG (25.2 %), and ROGESA Roheisen- gesellschaft mbH (24.9 %). The blast furnace gas-fired power plant will have a net output of 90 MW. The investment allows the electricity needs of the Dillingen location to be covered. Through the construction of the blast furnace gas-fired power plant, excess in millions of  70 64 blast furnace gas that is produced during the blasting process will be completely converted

60 into energy. The finest technology currently available is being used for the new power- plant in order to ensure optimal environmental controls and maximum energy efficiency. 50 43 The media connections were completed in 2009 and work to initialize start-up began. 40

30 Cokes de Carling S.A.S., Carling 22 Because of the sharp collapse in demand for steel, there was also a drastic decline in the 20 consumption of coke in 2009. Because a coking plant cannot be started up or shut down 10 2.6 like other facilities, and production can at best only be curbed by 30 %, extremely high 0 stock inventories of coke resulted. Very high quantities of coke produced by Cokes de 2006 2007 2008 2009 Carling S.A.S. in which ROGESA holds a indirect interest (100 %) in 2009 were merely

Development of investments in plant, stockpiled. After an intensive search for someone to take over Cokes de Carling proved property and equipment at ROGESA fruitless, Cokes de Carling was shut down in October. The shut-down was accompanied by a fair social-compensation plan for the 160 affected employees. The remaining 260 employees of Cokes de Carling are former employees of Charbonnages de France, who are covered by the existing social-compensation plan for French mining.

GTS Industries S.A., Dunkerque GTS Industries S.A. (GTS) is a wholly-owned subsidiary of Dillinger Hütte that operates a heavy plate rolling mill in Dunkerque. The products are marketed almost exclusively through Dillinger Hütte. GTS also procures the majority of its input material from Dil- linger Hütte. In contrast to other steel producers, heavy plate producers in general – and Dillinger Hütte and GTS Industries in particular – were able to post continued good business activity in the fourth quarter of 2008 and the first quarter of 2009. While the impact of the crisis made itself felt later, the decline in activity in the sectors of companies that process heavy plate were especially sharp and far reaching. This was reflected in a collapse in demand starting in the second quarter and, as a consequence, in the utilization of capacities at both the Dillingen and Dunkerque locations.

20 Report of the Board of Management

Steel from Dillingen for special constructions: The Moses-Mabhida-Stadium will host the first match of Team Germany in the Soccer World Cup. (Photos with kind permission of S-I-Z, gmp – architects Gerkan, Marg and Partner, Berlin / Schlaich, Bergermann and Partner, Stuttgart, photos: Marcus Bredt and Knut Göppert)

21 Report of the Board of Management

Mixed results kt 800 781 746 Because of this, the production quantities for GTS Industries in 2009 were at 725 their lowest level to date, at 462 kt of heavy plate. This meant a decline of 700 over 35 % compared to the previous year. In order to react to the slump in 600 demand, the annual summer shutdown at GTS Industries was lengthened 500 462 from the usual three weeks to seven. In addition, GTS Industries made use of 400 all the tools that offer flexibility, and in particular, the company dispensed

300 with the use of temporary workers, itself took over the majority of work con-

200 tracted to outside firms, and relied on greater versatility of the workforce. Through these measures, the need to resort to reduced working hours could 100 be minimized. Thus, only a portion of the shift workers were affected, and 0 2006 2007 2008 2009 only for a limited time. Thanks to the measures for improvement that were Normal plate Pipe plate introduced and implemented in recent years, as well as to the great dedication of the employees, GTS Industries will be able to cope relatively well with Development of heavy plate production, GTS Industries the crisis, which is continuing into 2010.

Added to the low production quantities was a slump in the sales prices for customers in all markets. Demand up to the third quarter of 2009 was  in millions of 709 satis factory only in the area of pipe plate. Sales prices for pipe plate were 700 45 630 also very good during the economic boom phase due to the conclusion of 600 65 favourable contracts. Sales at GTS Industries sank from € 709 million in 2008 520 to around € 431 million in 2009. 500 39 337 431 262 18 Despite this extremely difficult situation, GTS Industries concluded 2009 with 400 206 positive earnings of € 10 million. The outstanding first quarter and the still- 300 244 positive second quarter compensated for the second half of the year, which

200 was marked by very weak utilization of capacities and the slump in the sales 327 303 275 prices for normal plate. 100 169 At the end of December 2009, there were 611 people employed at GTS Indus- 0 2006 2007 2008 2009 tries (compared with 626 at the end of 2008). During 2009, the last of the Normal plate Pipe plate Other employees subject to partial retirement regulations entered full retirement. In order to limit reliance on reduced working hours as much as possible, in Sales performance of GTS Industries addition to assuming activities that had been assigned to outside firms, shift workers in particular received advanced training, especially in the area of workplace safety.

Despite the still-satisfactory workplace safety results, which remained practically at the level of 2008, a separate advanced training program was introduced in 2009 for management and shift workers, which is being continued in 2010. Among others, this program is aimed at new, less experienced employees. In 2009, there were three accidents subject to reporting requirements.

22 Report of the Board of Management

Forward-looking investments Investments of particular importance to the future of GTS Industries were made during 2009. These investments were made as part of the Dillinger Hütte Group strategy and are in line with rising customer demand for increasingly sophisticated and complex products. The new pusher-type furnace for slabs, upon which work began in 2008, was successfully brought on line in June 2009, and now allows even the heaviest slabs at Dillinger Hütte to be heated. The cooling plant was also modernized in 2009: all of the work was completed during the long shutdown in summer, precisely on-schedule and in line with the specified requirements. This success is thanks to the outstanding dedication of all of the GTS Industries and Dillinger Hütte project teams, as well as to the employees of all of the departments involved.

Prospects for 2010 The challenge for 2009 was to continue and successfully conclude an ambitious investment program in an especially harsh crisis. In 2010, the goal for GTS Industries will be to continue to increase productivity and ensure high product quality. Particular effort will therefore be directed at cost control and reducing expenditures in order to absorb the low sales prices in the areas of both normal plate and pipe plate steel. In order to finish what is still a highly uncertain 2010 as successfully as possible, GTS Industries can rely on the mobilization of its employees, their adaptability and the company’s high-performance facilities.

EUROPIPE GmbH, Mülheim The EUROPIPE Group manufactures and sells welded large-diameter line pipe made of steel. The diameters of the large-diameter line pipe range from 20 inches (508 mm) to 60 inches (1 524 mm). As a corporate group with annual production of more than one million tons and about 3 000 km, EUROPIPE GmbH and its affiliated companies are among the world’s leading corporations in this market segment. As the management company for the EUROPIPE Group, EUROPIPE GmbH manages the group and coordinates the technical and commercial activities of the subsidiaries and shareholdings. Dillinger Hütte holds a 50% share of EUROPIPE GmbH.

Within Europe, large-diameter line pipe is produced at Mülheim, Germany, and Dun- kerque, France. Both the acquisition of the input material and the sale of the pipe produced at the German and French locations to customers worldwide are handled through EUROPIPE GmbH in Mülheim. Coating of the pipe in Mülheim is handled through MÜLHEIM PIPECOATINGS GmbH (MPC), Mülheim, whose sole shareholder is EUROPIPE GmbH. In France, the pipe produced by EUROPIPE is coated by EUPEC France of Dun- kerque, which operates as an external service provider for EUROPIPE GmbH.

In the United States, the operating companies of the EUROPIPE Group were consoli dated in 2008 under the holding company, BERG EUROPIPE Holding Corp. (BEHC), of New York (USA). Berg Steel Pipe Corp. (BSPC) in Panama City, Florida, primarily supplies the North American market. Marketing activities for the North American companies are combined with those for EUROPIPE GmbH in the BERG EUROPIPE Corp. (BEC) marketing company

23 Report of the Board of Management

of Houston, Texas (USA). Following its on-schedule completion during the previous year, the new Berg Spiral Pipe Corp. (BSPM) spiral pipe mill in Mobile, Alabama (USA), was able to begin production of spiral pipe in 2009. The subsidiary Tubos Soldados Atlantico Ltda. (TSA), in Serra (Brazil), in which EUROPIPE holds a 70 % interest, began production of spiral pipe back in 2007, and in 2009 primarily produced water line and construction pipes.

Decline in incoming orders The global financial and economic crisis initially had only a minor impact on the market for large-diameter line pipe, in particular due to the record-high backlog of orders. Toward the end of the year under review, the large-diameter line pipe market was also massively impaired by the global financial and economic crisis. This was reflected in declining bookings in the large-diameter line pipe market, and was accompanied by a dramatic drop in the backlog of orders. Competitive and price pressures also led to a sharp decline in revenues. This was further intensified in particular by Japan’s continued highly aggressive pricing. Because of low gas sales as a consequence of the global economic crisis, projects were delayed and project financing became difficult to arrange.

Due to the sharp decline in incoming orders, the order backlog at EUROPIPE GmbH was significantly below that of the previous year, amounting to 430 kt as of 31 Dec. 2009. However, this decline did not yet have a negative impact in 2009 as the company profited from an extraordinarily high order backlog of nearly 1.3 million tons at the beginning of 2009. In the United States, BSPC began 2009 with a low backlog of orders, but was able to significantly improve its activity situation during the course of the year through new bookings. The processing of the first large order for BSPM (El Paso) in the new spiral pipe mill featured a flatter-than-expected learning curve, which meant that it was necessary to shift part of the production to other EUROPIPE Group mills in Europe and the U.S. in order to complete the order on schedule.

Stable earnings The EUROPIPE Group was able to stabilize its sales at a high level, with sales for the year under review at € 1 625 million (2008: € 1 593 million). This can primarily be traced to an increase in revenue in Europe, once again, compared to the previous year, and a 4 % increase in quantities shipped. This compensated for the U.S. business, which was harder- hit by the economic crisis. The tendency toward greater weight per meter continued during the financial year in Europe, in keeping with the trend of previous years; the weight per meter for quantities shipped rose by 9 % to 618 kg/m (previous year: 569 kg/m).

Despite the economically difficult conditions, good earnings after taxes were achieved for 2009. The EUROPIPE Group concluded the 2009 financial year with earnings after taxes (pursuant to the German Commercial Code [HGB]) of € 48.9 million (previous year: € 90.3 million). The decline can be explained by the fact that the US companies in the group generated a loss for 2009. EUROPIPE GmbH was able to slightly increase its earnings after taxes (pursuant to the German Commercial Code [HGB]) to € 69.5 million (previous year: € 62 million), primarily due to the good revenues in Europe.

24 Report of the Board of Management

At the end of 2009, the EUROPIPE Group employed a total permanent workforce of 1 441 people (previous year: 1 302). The permanent workforce of EUROPIPE GmbH on the reporting date of 31 Dec. 2009 included a total of 638 employees (previous year: 655).

Investments and research for the future The EUROPIPE Group invested a total of € 29.8 million in 2009 (previous year: € 76.7 million). Of this, € 11.1 million were invested in the Mülheim location (large-diameter line pipe plant and headquarters of EUROPIPE GmbH and the surface coating plant of MPC) for plant, property and equipment and for intangible assets as investments in replacement, rationalization and modernization (previous year: € 22.9 million). The goal is to maintain and further develop the superior technical standard of the production facilities in comparison to competitors.

Particularly worthy of note are the replacement investments in the O-press at the large- diameter line pipe mill in Mülheim and the completion of the second phase of revision and renovation of the planing bench. Plans call for completion of the multiphase program to modernize the planing bench in 2010. Due to the high potential savings during the finishing treatment of scab-affected pipes, an investment was made in a second internal pipe blaster at MPC. At EUROPIPE France in Dunkerque, an edge milling machine was put into operation as scheduled following the summer shutdown.

The EUROPIPE Group continued in 2009 to invest in the enhancement of its products in the continuous improvement of production and quality assurance methods. The overriding goal of all development efforts is to expand the range of use of the large-diameter line pipe for gas transport and to improve quality through, among other things, greater wall thicknesses for offshore projects at greater depths, greater strength of the material with the same or greater toughness, and optimized heat- affected zones.

Prospects for the large-diameter line pipe market clouded by the crisis The performance of the large-diameter line pipe market in 2010 depends on the further course of the global economic crisis in conjunction with developments in energy markets. Prices for oil and gas have now recovered from their dramatic collapse in the summer of 2008. If this recovery proves to be sustained and is accompanied by an upswing in the world economy, as early signs at least indicate, increased investment activities in the oil and gas industry can be expected, which will then lead to increased demand for oil fields and pipes. Regardless of the project delays that are to be expected in the short term, the trend toward rising energy demands means that a sustained high level of investment in the oil and gas industry can be expected over the medium to long term, accompanied by a corresponding demand for the large-diameter line pipe that this requires.

At the beginning of the year, BSPC showed good utilization of capacities for the first half of 2010. Two orders were also received by the European plants in the last two months of

25 Report of the Board of Management

The offshore windpark “Rhyl Flats” off the coast of Wales – eco-friendly generation of energy with high-quality steel plates from Dillingen. (Photo with kind permission of RWE Innogy)

26 Report of the Board of Management

2009 for major projects in Russia and the Middle East, to be delivered in 2010. These bookings eased tension regarding the capacity utilization situation in the first half of 2010. The successful acquisition of the large Nord Stream II project, which was awarded in January 2010, was also of major importance with respect to improving the utilization of capacities at the European plants. However, a significant decline in revenues was observed in the latest orders received, which is also to be expected with other new bookings.

For the new financial year, company executives expect a significant decline in sales and earnings as a result of the low revenue levels. In addition, prospects are clouded by the unexpected extent of the problems with the start-up of BSPM. Prospects for the following year remain uncertain, particularly due to the continuing tentative nature of the recovery of the world economy.

Saarstahl AG, Völklingen Specialties of Saarstahl AG, in which Aktien-Gesellschaft der Dillinger Hüttenwerke holds 25.1% of shares, include the production of wire rod, bar steel and semifinished products in various qualities. Open-die forgings are also included in the product range. These products are important primary products for the automotive industry and its suppliers, for the construction industry, the energy machine manufacturing industry, the aerospace industry, for general machine manufacturing, and for other steel-processing industries.

Due to the economic downturn in industry and trade, the 2009 financial year for Saar- stahl AG was marked by an extraordinary slump in steel demand. Sales revenues fell to € 904 million, from € 1 925 million in the previous year. The same development was seen in the subsidiaries of the heavy fabrication division. Saarschmiede GmbH was an exception. It was able to increase its sales by 28 % compared to 2008.

Crude steel production for 2009 was at 1.3 million tons, down from the previous year by 1.2 million tons (- 48 %). Shipping of steel products sank by 1.1 million tons (- 47 %) to about 1.2 million tons.

Sales revenues fell by 53 % to € 904 million (previous year: € 1 925 million). The decline was due to quantity and price conditions. The net loss for the year amounted to € 163 million (previous year: net income of € 158 million).

In 2009, additions to the property, plant and equipment of Saarstahl AG amounted to € 100.9 million (previous year: € 49.2 million). Investment activities in the 2009 financial year were marked by major projects in various production divisions, as well as numerous smaller and moderate-size investments.

After extensive renovation, the modernized S3 continuous casting machine began operation in the LD steel mill with a multitude of technical improvements. An extensive investment package worth € 100 million was adopted in 2008 for the Völklingen rolling mill. The package includes a new descaling and inspection line, a black inspection line

27 Report of the Board of Management

and a new rake-type cooling bed with a downstream dressing and straightening 44 million  17 % machine featuring three separating systems and automated bundling and baling systems. In the Neunkirchen plant, three horizontal coil presses in the finishing shop 23 million  9 % were replaced with new units. 253 129 million  million  51 % The investment volume was considerably higher for the expansion and modernization

57 million  of the forging capacity of Saarschmiede GmbH. This major investment began in 2007 23 % Sales volume and continued during the year under review. The total volume amounted to approx.

39 kt € 450 million. In 2009, additions to property, plant and equipment amounted to € 213.7 18 % million. The new forge began operation in early 2010.

16 kt 7 % 115 kt The total workforce of Saarstahl AG amounted to 4 907 employees on 31 Dec. 2009, 224 kt 51 % compared with 5 058 on 31 Dec. 2008.

54 kt 24 % Trading and flame-cutting operations in the DH Group Shipped tonnage To supplement the range of products and lengthen the value chain, Dillinger Hütte holds several indirect and direct shareholdings in trading and flame-cutting companies in Germany: Ancofer Stahlhandel GmbH, Mülheim Germany, the Netherlands, France and Dubai. These companies are specialized with Jebens GmbH, Korntal-Münchingen Fischer H.C. Eisen GmbH, Mannheim regard to their regional focus, their product ranges and their processing depth, whereby Netherlands: AncoferWaldram Steelplates B.V., products from other steel producers are also marketed and processed. Oosterhout France: Eurodécoupe S. A. S., Lyon-Chaponnay All of the primary geographical markets cited above were affected by the overall poor Ancofed S.A.R.L., Lyon-Chaponnay Dubai: economic situation on the market for heavy plate in 2009. The warehousing business Dillinger Middle East FZE, Dubai had already nosedived by the fourth quarter of 2008 and – in contrast to Dillinger Hütte – flame-cutting operations already began suffering from weak demand and very high Sales volume and shipped tonnage in 2009 for the trading and flame-cutting inventories in the first quarter of 2009, accozmpanied by considerable valuation adjust- companies in the DH Group ments. The development of trading, flame-cutting and treatment activities was characterized by a decline in both revenues and sales volumes. All companies posted significantly lower earnings. Overall, sales for 2009, at € 252.8 million, were 47.6 % below the previous year's level (€ 482.8 million). Net shipped tonnage declined by 35.8 % to 224 kt (2008: 349 kt), whereby the decline in sales involved the flame-cutting activities, with a 40.6 % decline, and trading activities, with a 32.6 % decline. The operating result for 2009 was negative, amounting to - € 29.9 million (2008: € 33.4 million).

Future prospects Global recovery remains fragile The events of the last two years have demonstrated the difficulty of compiling reliable long-range forecasts. Prospects for 2010 are also fraught with a high degree of uncer- tainty, and actual performance may deviate from the forecasts.

The world economy recovered somewhat in the last months of 2009 in response to numerous crisis-fighting measures and government economic stimulus packages. Yet prospects remain cautious in the face of record budget deficits in numerous industrialized countries such as the United States and the member states of the European Union, as well when considering the challenge of finding the right moment to end economic

28 Report from the Board of Management

stimulus programs. A stable and self-supporting upswing has not yet been secured. The world economy and world trade have received positive impetus from the leading emerging markets of China, India and the Middle East, where the economies are largely supported by government programs. According to current estimates by economic experts, overall economic worldwide growth will amount to 3.9 % and will therefore remain below the average for the last five years.

In the European Union and Western industrialized countries, the recovery of industrial production up to now has been sluggish: at best, only a very moderate economic recovery is expected here. Aside from the government deficits, risks arise from the developments on the financial and labor markets, where a sharp increase in unemployment is expected.

Cautious forecasts for the steel market Given the continuing economic risks, the forecasts for the global steel market for 2010 remain cautiously optimistic. The steel industry finds itself on the road to recovery in most countries – starting from what were at times very low capacity utilization levels. However, the impact of the crisis has not yet been overcome.

According to an estimate by the World Steel Association, global crude steel production should rise by approximately 10 %. China remains the driving force for the global steel market, with rising growth rates in consumption (+ 5 %). But consumption is not rising in proportion to the continuous build-up of capacities. For this reason, and because of the stock inventories that developed in China during 2009, Chinese manufacturers could again aim to boost exports. This could above all represent a threat to the stability of the European steel market.

While an increase of around 10 % in apparent steel consumption is expected for the steel market in Europe, this is still significantly below the average of the last 10 years. The demand situation in Europe will revive only slowly, since the utilization of capacities among processing businesses continued to be low at the beginning of the year. In addition, only weak overall growth is expected for 2010 for the production of steel- processing sectors in EU-27. The expected growth in demand is based primarily on the stabilization of inventory cycles and a restocking of low end-user and distributor inventories. It remains to be seen whether real demand will then be activated and the expected impetus comes from the real economy. The volatile prices for raw materials represent a risk to sustained recovery of steel business activity. Again in 2010, Chinese demand is expected to fuel a significant rise in the prices of iron ore, coking coal and cargo shipping rates.

Sluggish recovery on the heavy plate market A delayed recovery is expected for the heavy plate market in comparison to other early cyclical steel products. The current market price level is unsatisfactory and capacity levels among European heavy plate manufacturers remain poorly utilized. Only moderate revival of production is expected – starting from an extremely low level – from some

29 Report of the Board of Management

sectors that process heavy plate, such as machine manufacturing, the construction machinery industry and the energy sector. Distributors are posting higher demand, as stock inventories are now low and must be restocked.

If crude oil prices continue to increase, this could trigger a delayed revival of demand for premium heavy plate for the energy sector. In particular, oil and gas pipeline projects that were put off in 2009 can then be expected to be awarded and realized. For the manufacturers, price increases are unavoidable as a means to counteract the additional price pressures caused by expected increases in prices for raw materials. Given the exis ting overcapacities in the area of commodity grades, however, it remains to be seen how fast and widespread this price increase will be.

A difficult 2010 Opportunities and challenges in the future for Dillinger Hütte One of the biggest future challenges for Dillinger Hütte is the further development of new heavy plate capacities worldwide, including in the premium segment. This situation is intensified by persistently weak demand in most industrialized countries, and particularly in Europe. On the other hand, in China – the most important steel market in the world – the announced radical consolidation of the sector has not yet occurred.

The current financial and economic crisis has seriously impacted the worldwide steel market, and recovery will take time. Nonetheless, steel consumption will once again increase over the medium and long term. The reason for this is the continued high demand for steel in emerging markets that continue to industrialize, such as China, India and Brazil. Increasingly protectionist measures being taken by many countries worldwide could prove burdensome in the next few months to the general steel and heavy plate market, especially in Europe. These lead to a restriction of free world trade, to dis- tortions in competition, and – by diverting trade flows – to drastically rising imports, especially in Europe.

Moreover, it is crucial for Dillinger Hütte, as well as for the entire German steel industry, that suitable long-term conditions be established within energy and climate policy, particularly with regard to emissions trading. This is essential to ensuring and developing the long-term competitiveness and viability of the region as a location for industry.

Another top priority is ensuring that no shortfalls in liquidity arise for customers in a rising market, and that their investments, which are needed to develop capacities, are not stifled by restrictive credit policies.

In the procurement market, the price for ore and coking coal has more than doubled since 2003. No significant long-term relief is expected, especially where ore is concerned – not least because of the strong concentration of the market among only a few suppliers. For 2010 – in a time in which the consequences of the crisis have not yet been overcome – significant increases in prices for the most important raw materials are to be expected due to the consistently high demand from China. The volatile prices for raw materials also

30 Report of the Board of Management

continue to represent a major risk for steel manufacturers. Moreover, the ability to rely on sound planning is currently endangered by the fact that ore suppliers wish to depart from their usual annual contracts in favor of quarterly negotiations with shorter terms. For steel manufacturers, this means higher costs and a fragile basis for calculation.

Dillinger Hütte reacted quickly and comprehensively to the crisis and, starting in the fourth quarter of 2008, implemented extensive crisis management in all of the company's divisions. In the procurement of raw materials and energy, Dillinger Hütte emphasizes long-term safeguards and diversification. Moreover, a multitude of operational and orga- nizational cost-cutting measures have been introduced throughout the company. Due to the collapse of demand for coke and a significant increase in stock inventories of the material, the Cokes de Carling coking plant was shut down in October 2009. Net current assets were significantly reduced, particularly through the reduction of stocks, and thus the liquidity position improved.

Investment and maintenance expenditures were also scrutinized. Nonetheless, despite extremely difficult circumstances, Dillinger Hütte is holding fast to the implementation of the strategic and extensive investment programs at the production locations in Dil- lingen and Dunkerque. Ongoing large investments continue to be made in optimizing the configuration of plant and processes, and in modern and cost-cutting process technologies. This continuously improves productivity, protects and develops the company's technological competitive edge, and reinforces the market strategy with an increasingly sophisticated product mix.

An important key to success, especially in extremely difficult circumstances, is a dedicated and qualified workforce. For Dillinger Hütte, the ability to react flexibly and to adapt its workforce accordingly is a primary goal in the face of weak utilization of capacities and possible fluctuations in production. The company continues to hold to its policy of well-grounded advanced training as well as a high level of initial job-training, and will continue to attract top experts from institutions of higher learning as well as from among the pool of skilled technicians. Successful partnerships with schools and universities will be continued, including the cooperative courses of study that are currently practiced. This provides the company with its own supply of qualified trainees and prepares for coming demographic changes.

In order to assert itself within an increasingly intense competitive environment, Dillinger Hütte will continue to pursue its strategic alignment as an internationally recognized producer of niche products with a highly specialized product mix. As a worldwide sup- plier of pipe plate and pressure vessel steels, Dillinger Hütte will profit from demand from the energy sector, which is also expected in the future. At the same time, it is essential to further develop the company’s market position as a reliable partner to its customers: this therefore remains a central component of the market development strategy, which calls for continuing to align the entire organization specifically with customer needs, to fulfill customer expectations to the utmost, and to react to requirements with maximum flexibility.

31 Report of the Board of Management

Profitability is being effectively enhanced with the successful conclusion of the DH-TOP 2007 earnings improvement program, with the cost-cutting measures that have been introduced and with continuous cost controls, so that balanced earnings can be expected for 2010 and 2011 despite significant declines in comparison with the previous record-setting years. With the GPS system for integrated planning and control, and the associated annual development plans, in which the main issue for 2010 is cost-optimization, the company has introduced a management instrument that effectively supports its progress toward its goals.

Balanced earnings despite decline in sales Dillinger Hütte is preparing for a difficult 2010 in comparison with 2009. Compared with the beginning of the previous year, the first months of 2010 have been marked by a significantly lower order backlog and very weak revenue levels. Moreover, in contrast to the previous year, the very high orders for pipe plate from EUROPIPE are lacking.

Nonetheless, in contrast with the second half of 2009, utilization of capacities at the facilities at the beginning of the year returned to normal and reduced working hours could be completely rescinded in all areas of production. One reason for this is the booking of larger quantities for the second strand of the Nord Stream pipeline and the limited available capacities in 2010 due to the upcoming new lining of ROGESA’s Blast Furnace 5 and the accompanying 100-day shutdown. Normal utilization of capacities at Dillinger Hütte production facilities is expected as a result of the forecast 2010 upturn in production – although slight – in sectors that process heavy plate in Europe, and above all in the emerging markets, as well as due to the low inventory levels among distributors and end-users.

Prices stabilized at a low level at the start of the new year. Dillinger Hütte was able to implement the first price increases starting with the middle of the first quarter of 2010. It must be assumed, however, that the prices will have to be further increased in order to compensate for the foreseeable significant increases in raw materials costs.

Because of the fragile underlying economic conditions and the unfavorable market environment, which has had a delayed impact on the heavy plate segment, as well as the relatively low prices in both core product groups – pipe plate and normal plate – the company expects a significant decline in revenues and financial results for 2010.

Dillinger Hütte continues to emphasize its focus on its balanced and highly specialized product mix, and introduced numerous measures in 2009 to cut costs and improve flexibility. Accordingly, balanced earnings are still expected for the difficult year 2010.

Built with special plate from Dillinger Hütte: The Heron Tower in London, 46 floors, 230 m high. (Photo with kind permission of Heron International)

32 33 AnnuA l finA n C i A l stAtement B A l A n C e sheet

Assets EUR ’000 31/12/2009 31/12/2008 A. Fixed assets I. Intangible assets 2 109 1 910 II. Tangible assets 386 989 391 157 III. Financial assets 1 126 506 1 094 519 1 515 604 1 487 586

B. Current assets I. Inventories 1. Raw materials and supplies 24 459 28 377 2. Work in process 49 799 57 711 3. Finished goods 50 178 68 899 124 436 154 987

II. Receivables and other assets 1. Trade accounts receivable 62 105 61 758 2. Receivables from affiliated companies 123 651 222 978 3. Receivables from companies in which the company has a participating interest 39 874 74 583 4. Other assets 308 302 280 896 533 932 640 215

III. Cash and bank balances 594 428 464 957 1 252 796 1 260 159

C. Deferred items 0 232

2 768 400 2 747 977

34 Balance sheet

Shareholders’ equity and liabilities EUR ’000 31/12/2009 31/12/2008 A. Shareholders’ equity I. Subscribed capital 178 500 178 500 II. Capital reserve 378 574 378 574 III. Earnings reserves 962 271 812 271 1 519 345 1 369 345

B. Accruals and provisions 1. Accruals for pensions and similar obligations 286 817 275 573 2. Tax accruals 1 167 1 356 3. Other accruals and provisions 589 461 551 194 877 445 828 123

C. Liabilities 1. Liabilities to financial institutions 144 688 92 813 2. Customer advance payments 2 186 8 686 3. Trade accounts payable 50 381 84 654 4. Payables to affiliated companies 87 807 213 476 5. Payables to companies in which the company has a participating interest 60 759 124 488 6. Other liabilities 25 789 26 392 371 610 550 509

2 768 400 2 747 977

35 Profit A nd loss stAtement

EUR ’000 2009 2008 1. Net sales 2 161 016 3 032 151 2. Increase in finished goods, work-in-process and other own work capitalized – 23 231 11 296 3. Other operating income 17 920 21 370 2 155 705 3 064 817 4. Cost of materials 1 441 838 2 061 870 5. Personnel expenses 311 973 345 077 6. Amortization and depreciation 60 030 64 191 7. Other operating expenses 74 474 103 548 1 888 315 2 574 686 8. Income from participating interests 93 551 58 727 9. Net interest income 42 812 60 533 10. Result from ordinary activities 403 753 609 391 11. Taxes on income and earnings – 187 – 187 12. Other taxes – 800 – 756 13. Compensatory payment to minority shareholders – 1 004 – 1 004 14. Profit transfer due to profit and loss transfer agreement – 251 762 – 357 444 15. Net income 150 000 250 000 16. Transfer to earnings reserves – 150 000 – 250 000 17. Unappropriated retained earnings 0 0

36 CA sh flow stAtement

EUR ’000 2009 2008 Net income before profit transfer 401 762 607 444 Amortization and depreciation/write-ups Intangible assets and tangible assets 60 030 64 191 Financial assets – 4 – 5 Increase in long-term accruals 1 271 45 998 Change in receivables from and payables to affiliated companies 79 339 – 174 432 Change in inventories and receivables (without affiliated companies) 37 739 – 57 774 Result from the disposal of fixed assets – 1 – 257 Change in other accruals, provisions and liabilities (without affiliated companies) – 57 053 46 781 Cash flow from operations 523 083 531 946

Investments in Intangible assets and tangible assets – 56 350 – 122 577 Financial assets – 31 983 – 298 599 Proceeds from disposals of fixed assets 290 684 Cash flow from investment activities – 88 043 – 420 492

Change in long-term financial liabilities 51 875 – 7 187 Previous year’s profit transfer – 357 444 – 283 180 Cash flow from financing activities – 305 569 – 290 367

Change in cash and cash equivalents 129 471 – 178 913

37 l isting of shA reholdings

Share of capital in % Shareholders’ Results Currency Direct Indirect Total equity 2009

1. Affiliated companies ’000 Domestic companies: Saarlux Stahl GmbH & Co. KG, Stuttgart EUR 53.0 53.0 13 994 242 Vertriebsgesellschaft Dillinger Hütte GTS mbH, Stuttgart EUR 100.0 100.0 4 210 1) SATRANS Speditionsgesellschaft mbH, Saarlouis EUR 60.0 60.0 190 1) Ancofer Stahlhandel GmbH, Mülheim/Ruhr EUR 90.0 90.0 26 085 2 205 Fischer H. C. Eisen GmbH, Mannheim EUR 100.0 100.0 615 1) Jebens GmbH, Korntal-Münchingen EUR 100.0 100.0 19 739 1) DHC-Consult GmbH, Dillingen EUR 100.0 100.0 160 11 Cargo-Rail GmbH, Dillingen EUR 100.0 100.0 65 10 2. Dillinger Projekt GmbH, Dillingen EUR 100.0 100.0 12 554 22

Foreign companies: GTS Industries S.A., Grande-Synthe EUR 100.0 100.0 245 411 9 517 Eurodécoupe S.A.S., Lyon-Chaponnay EUR 100.0 100.0 – 9 328 – 11 590 AncoferWaldram Steelplates B.V., Oosterhout EUR 100.0 100.0 28 171 – 7 904 Trans-Saar B.V., Rotterdam EUR 100.0 100.0 1 040 570 Dillinger Hütte GTS Nederland B.V., Amsterdam EUR 100.0 100.0 208 130 Dilling-GTS Ventes S.A., Paris EUR 100.0 100.0 1 473 85 Dillinger Hütte Norge AS, Oslo NOK 100.0 100.0 766 184 Dillinger Middle East FZE, Dubai AED 100.0 100.0 43 277 – 23 615 Ancofed S.A.R.L., Lyon-Chaponnay EUR 100.0 100.0 – 160 – 688 Dillinger Hütte Services B.V., Zwijndrecht EUR 100.0 100.0 22 1 Dillinger USA Inc., New York USD 100.0 100.0 213 24 DH-GTS Sweden AB, Alingsås SEK 100.0 100.0 153 31 Dillinger Hütte Italy S.R.L., Milano EUR 100.0 100.0 27 13 Dillinger Hütte Spain S.L.U., Madrid EUR 100.0 100.0 9 15 Dillinger Hutte UK Ltd., London GBP 100.0 100.0 6 7

38 Listing of shareholdings

Share of capital in % Shareholders’ Results Currency Direct Indirect Total equity 2009

2. Participating interests ’000 Domestic companies: Dillinger Hütte und Saarstahl Vermögens- verwaltungs- und Beteiligungs-OHG, Dillingen EUR 50.0 50.0 257 690 1) Zentralkokerei Saar GmbH, Dillingen EUR 50.0 50.0 57 212 1) Einkaufsgesellschaft der Dillinger Hütte und Saarstahl mbH, Saarbrücken EUR 50.0 50.0 99 1) ROGESA Roheisengesellschaft Saar mbH, Dillingen EUR 24.5 25.5 50.0 224 636 1) ROGESA Beteiligungsgesellschaft mbH, Dillingen EUR 50.0 50.0 13 006 4 Cokes de Carling S.A.S., Carling EUR 50.0 50.0 – 25 283 – 43 575 EUROPIPE GmbH, Mülheim/Ruhr EUR 50.0 50.0 298 365 69 521 EUROPIPE France S.A., Grande-Synthe EUR 50.0 50.0 5 157 883 BERG EUROPIPE Holding Corp., New York USD 50.0 50.0 159 000 – 14 189 2) MÜLHEIM PIPECOATINGS GmbH, Mülheim/Ruhr EUR 50.0 50.0 34 521 16 420 Tubos Soldados Atlantico Ltda., Serra BRL 35.1 35.1 94 883 – 5 985 Saarstahl AG, Völklingen EUR 25.1 25.1 1 994 776 – 163 612 2) 1. Dillinger Projekt GmbH, Dillingen EUR 50.0 50.0 109 1

1) A profit and loss transfer agreement exists. 2) Consolidated profit

39 Imprint

Editor: Aktien-Gesellschaft der Dillinger Hüttenwerke Werkstraße 1 66763 Dillingen Phone: +49 (0) 68 31/47-0 Fax: +49 (0) 68 31/47-2212 http: //www.dillinger.de e-mail: [email protected]

Responsible: Ute Engel, Dillinger Hütte

Conception/Design: Wolfgang Schmitt, Dillinger Hütte

Printed by: Krüger Druck+Verlag, Dillingen

Photos: Dillinger Hütte Uwe Braun, Dillinger Hütte Nicole Munninger, Dillinger Hütte Heron International RWE Innogy S-I-Z, gmp – Architekten von Gerkan, Marg and Partner, Berlin, Marcus Bredt S-I-Z, gmp – Schlaich, Bergmann and Partner, Stuttgart, Knut Göppert