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Mobility Redefined Annual Report 2016 Continental, with sales of €40.5 billion in 2016, is one of the world’s leading automotive suppliers. In our five divisions – Chassis & Safety, Interior, Powertrain, Tires and ContiTech – we develop intelligent technologies as well as products and services for transporting people and their goods. Over 220,000 employees are hard at work every day at more than 400 locations in 56 countries. 2016 Highlights > Key Figures > Overview of the Corporation > 2016 Highlights › Sales up to €40.5 billion › Net indebtedness drops below €3 billion › Dividend set to increase by €0.50 to €4.25 Key Figures for the Continental Corporation € millions 2016 2015 in % Sales 40,549.5 39,232.0 3.4 EBITDA 6,057.4 6,001.4 0.9 in % of sales 14.9 15.3 EBIT 4,095.8 4,115.6 –0.5 in % of sales 10.1 10.5 Net income attributable to the shareholders of the parent 2,802.5 2,727.4 2.8 Earnings per share in € 14.01 13.64 2.8 Adjusted sales1 40,261.7 39,232.0 2.6 Adjusted operating result (adjusted EBIT)2 4,341.2 4,369.0 –0.6 in % of adjusted sales 10.8 11.1 Free cash flow 1,771.3 1,443.6 22.7 Net indebtedness 2,797.8 3,541.9 –21.0 Gearing ratio in % 19.0 26.8 Total equity 14,734.8 13,213.9 11.5 Equity ratio in % 40.7 40.2 Number of employees as at December 313 220,137 207.899 5.9 Dividend per share in € 4.254 3.75 13.3 Share price at year end5 in € 183.70 224.55 –18.2 Share price at year high5 in € 220.10 234.25 Share price at year low5 in € 158.20 166.60 1 Before changes in the scope of consolidation. 2 Before amortization of intangible assets from purchase price allocation (PPA), changes in the scope of consolidation, and special effects. 3 Excluding trainees. 4 Subject to the approval of the Annual Shareholders’ Meeting on April 28, 2017. 5 Price quotations of the Continental share in the XETRA system of Deutsche Börse AG. Overview of the Corporation and Key Figures Structure of the Continental Corporation Continental Corporation Sales: €40.5 billion; Employees: 220,137 Automotive Group Rubber Group Sales: €24.5 billion; Employees: 124,753 Sales: €16.1 billion; Employees: 94,966 Chassis & Safety Powertrain Interior Tires ContiTech Sales: €9.0 billion Sales: €7.3 billion Sales: €8.3 billion Sales: €10.7 billion Sales: €5.5 billion Employees: 43,907 Employees: 37,502 Employees: 43,344 Employees: 52,057 Employees: 42,909 › Vehicle Dynamics › Engine Systems › Instrumentation & › Passenger and Light › Air Spring Systems Driver HMI Truck Tire Original Hydraulic Brake Fuel & Exhaust Benecke-Kaliko Group › › Equipment › Systems Management Infotainment & › Compounding Connectivity Passenger and Light › Passive Safety & Hybrid Electric Vehicle › Technology › › Truck Tire Replace- Sensorics Intelligent Transpor- Sensors & Actuators › ment Business, EMEA Conveyor Belt Group › tation Systems › Advanced Driver › › Transmission Passenger and Light › Elastomer Coatings Assistance Systems › Body & Security › Truck Tire Replace- Industrial Fluid Commercial Vehicles › › ment Business, The Solutions1 & Aftermarket Americas › Mobile Fluid Systems › Passenger and Light Truck Tire Replace- › Power Transmission ment Business, APAC Group › Commercial Vehicle › Vibration Control Tires › Two-Wheel Tires 1 Renamed from Industrial Fluid Systems in January 2017. Key figures for the core business areas Automotive Group Rubber Group € millions 2016 2015 in % 2016 2015 in % Sales 24,496.4 23,574.5 3.9 16,097.6 15,704.6 2.5 EBITDA 2,615.0 2,973.2 –12.0 3,559.6 3,181.5 11.9 in % of sales 10.7 12.6 22.1 20.3 EBIT 1,526.6 2,014.4 –24.2 2,688.6 2,255.8 19.2 in % of sales 6.2 8.5 16.7 14.4 Adjusted sales1 24,379.9 23,574.5 3.4 15,926.3 15,704.6 1.4 Adjusted operating result (adjusted EBIT)2 1,632.2 2,038.4 –19.9 2,828.4 2,485.2 13.8 in % of adjusted sales 6.7 8.6 17.8 15.8 1 Before changes in the scope of consolidation. 2 Before amortization of intangible assets from purchase price allocation (PPA), changes in the scope of consolidation, and special effects. The automotive industry is redefining mobility: zero accidents, clean air and full interconnectivity. The required solutions are new technologies, servitization and mobility services in the form of purely software-based applications. Find out more in our digital magazine. 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Continental AG > Annual Report 2016 > Contents Contents To Our Shareholders Management Report C3 Key Figures for the Continental Corporation 34 Management Report C4 Overview of the Corporation and Key Figures 4 Chairman’s Letter 35 Glossary of Financial Terms 6 Members of the Executive Board 37 Corporate Profile 8 Continental Shares and Bonds 37 Structure of the Corporation 40 Corporate Strategy 14 Corporate Governance 44 Divisions and Business Units 14 Report of the Supervisory Board 44 Chassis & Safety Division 18 Corporate Governance Report and 46 Powertrain Division Declaration Pursuant to Section 289a of 48 Interior Division the German Commercial Code (HGB) 50 Tire Division 22 Compliance 52 ContiTech Division 23 Remuneration Report 54 Corporate Management 57 Research and Development 60 Sustainability 61 Employees 65 Environment 68 Social Responsibility 70 Economic Report 70 General Conditions 70 Macroeconomic Development 71 Development of Key Customer Sectors 74 Development of Raw Materials Markets 76 Earnings, Financial and Net Assets Position 77 Earnings Position 83 Financial Position 85 Net Assets Position 89 Automotive Group 90 Development of the Chassis & Safety Division 92 Development of the Powertrain Division 94 Development of the Interior Division 97 Rubber Group 98 Development of the Tire Division 101 Development of the ContiTech Division Continental AG > Annual Report 2016 > Contents > Consolidated Financial Statements 104 Continental AG 126 Statement of the Executive Board Short Version in acc. with HGB 127 Independent Auditor’s Report 128 Consolidated Statement of Income 107 Other Information 129 Consolidated Statement of Comprehensive Income 107 Dependent Company Report 130 Consolidated Statement of Financial Position 107 Takeover Disclosures and Notes 132 Consolidated Statement of Cash Flows 107 Report Pursuant to Section 289 (4) 133 Consolidated Statement of Changes in Equity and Section 315 (4) HGB 108 Remuneration of the Executive Board 134 Notes to the Consolidated Financial Statements 109 Corporate Governance Declaration Pursuant 134 Segment Reporting to Section 289a HGB 140 General Information and Accounting Principles 148 New Accounting Pronouncements 110 Report on Risks and Opportunities 155 Companies Consolidated and Information 110 Risk and Opportunity Management on Subsidiaries and Investments and Internal Control System 156 Acquisition and Disposal of Companies and 112 Material Risks Business Operations 112 Financial Risks 158 Notes to the Consolidated Statement of Income 113 Risks Related to the Markets in which 163 Notes to the Consolidated Statement Continental Operates of Financial Position 114 Risks Related to Continental’s Business 203 Other Disclosures Operations 116 Legal and Environmental Risks 118 Material Opportunities 119 Statement on Overall Risk Further Information and Opportunities Situation 120 Report on Expected Developments 212 Responsibility Statement by the Company’s 120 Future General Conditions Legal Representatives 120 Forecast of Macroeconomic Development 213 Members of the Executive Board and 121 Forecast for Key Customer Sectors their Directorships 122 Outlook for the Continental Corporation 214 Members of the Supervisory Board and their Directorships 216 Ten-Year Review – Corporation 218 Financial Calendar 219 Publication Details 4 Continental AG Annual Report 2016 To Our Shareholders Chairman’s Letter Chairman’s Letter Mobility and our industries are currently changing faster than ever before, which means there has rarely been a more exciting and promising time for Continental to shape the future of these areas. By investing in us, you are investing in our pioneering technologies. I would like to thank you for doing so on behalf of our global team, as well as on behalf of millions of people. After all, with your investment, you are fostering our solutions and helping to protect millions of road users around the world from accidents and their consequences. Moreover, you are also contributing to cleaner air, while paving the way for intelligent, convenient, and connected driving. Backed by your support, we are designing mobility to be sustainable, thus creating immense value. In 2016, our pioneering technologies enabled us to continue our streak of successful business years. Our net income was just above the previous year’s level, even though several isolated events impacted our earnings. We are working hard to ensure that this does not happen again. We will be continuing our profitable growth in 2017. Today, you can find our technologies in three out of four vehicles, where they play a crucial role. Take, for example, advanced driver assistance systems with their sensory technology and software. These systems are our fastest- growing product area. In just a few years, we have increased their sales from zero to approximately €1.2 billion, and we expect that figure to exceed €2 billion in 2020. And that’s not all. In addition, we provide solutions for connected mobility. In the future, vehicles will communicate not only more directly with their drivers, but also more intensively with each other and with the infrastructure. They will warn one another of dangers and tell each other about alternative routes. We are providing hardware and software for this digital exchange of data and information. In doing so, your Continental is becoming one of the leading technology and service companies. Think about it.