Analyst & Investor Conference Call Third Quarter Results 2009

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1 Analyst & Investor Conference Call Third Quarter Results 2009 Düsseldorf, November 11, 2009 Presentation by: Dr. Wulf H. Bernotat Chairman of the E.ON AG Board of Management and CEO Dr. Bernhard Reutersberg Chairman of the E.ON Ruhrgas AG Board of Management and CEO Please check against delivery

2 Good afternoon ladies and gentlemen, and welcome to the presentation of E.ON s results. At the beginning of 2009, we started to discuss potential consequences that might arise from the financial crisis, which itself had started to develop into a major economic downturn. At that point in time, some have raised their eyebrows, some even asked whether E.ON is exposed to different drivers than similar peers. We did not have a crystal ball back than, nor do we have one today. However we were and are convinced, that an honest and proactive dialogue is necessary in good and bad times. The crisis does impact the utility industry, and it has not yet gone away. In that context I am glad to report a robust set of figures to you today. Over the first nine months of 2009, Adjusted EBIT was down 1 percent while Adjusted Net Income was up 1 percent. In general, these figures reflect the trends already seen in the first half results. To summarize, our new markets contribute to the earnings base and compensate for the income reduction at Pan-European Gas. The other market units are delivering broadly stable results, once transfers with Energy Trading and extraordinary effects are taken into account. In particular, a well timed forward hedging strategy and cost management activities have helped E.ON to withstand the economic crisis in 2009 and will continue to support our earnings growth in For the full year 2009, we continue to expect Adjusted EBIT to stay around the same level as last year. In addition we can once again upgrade the outlook for Adjusted Net Income. We now expect it to fall by only 3 to 5 percent, instead of 5 to 10 percent previously. Today, I want to give you a brief presentation concentrated on the following two issues: First, to update you on the progress of our portfolio streamlining program And second, to summarize the developments regarding nuclear life extensions in Germany I will then make a few introductory comments on our gas business, but hand over to Bernhard Reutersberg, who, as CEO of E.ON Ruhrgas, will discuss recent developments at Pan-European Gas in more detail.

3 Portfolio Streamlining Let me start with the progress achieved with regard to portfolio streamlining. Yesterday, we announced that we have reached an agreement to sell our German TSO transpower to TenneT. Transpower is a spin-off of the German TSO activities of E.ON Netz, and consists mainly of the 220 and 380 kilovolt transmission network. As operator of the Dutch transmission system, TenneT is well placed to run our power transmission network in Germany. It has the necessary technical expertise as well as the financial strength. In addition, and as required by the EU Commission, it does not have any power generation or supply activities. The purchase price will amount to about 1.1 billion Euros. Of that, transpower s enterprise value makes up 885 million Euros, while its net cash position as per year end is currently estimated at 200 million Euros. In the coming years, network operators are expected to carry out large investments to connect onand offshore wind farms and to improve cross-border interconnections. Those necessary investments and uncertainties regarding the adequacy of the regulation in Germany, played an important role on the agreed valuation. This transaction will create the first truly cross-border transmission system operator in Europe and will contribute to the integration of power markets between Germany and the Netherlands, two countries where E.ON already has a significant presence. The divestment of transpower supports our firm believe in a more open European energy market, and means that we have almost fulfilled the commitments we agreed with the EU Commission. Following the conclusion of the sale of our stake in the Mehrum power plant to Stadtwerke Hannover in October, we only have to sell 265 MW of coal-fired generation capacity. Over the last few weeks, we have also signed the purchase and sale agreement regarding Thüga, and closed the following three transactions:

4 The asset swap with Verbund at the end of August The asset swap with GDF Suez last Thursday And the Yuzhno Russkoye asset swap at the end of October. With reserves of more than 600 billion cubic metres, Yuzhno Russkoye is one of the last so-called super giant gas fields. Thanks to the strategic extension of our longstanding cooperation and partnership with Gazprom, E.ON Ruhrgas is now able to participate in this field. This transaction is a decisive step towards our goal of producing 10 billion cubic metres of gas from our own sources. Including a full year contribution from Yuzhno Russkoye, we will be close to 8 bcm at the end of In all, the transactions agreed so far will generate cash proceeds of 6 billion Euros. As a result, we are well advanced with respect to delivering on our target of generating more than 10 billion Euros of cash proceeds. Energy policy in Germany Let me now discuss the changes taking place regarding the energy policy in Germany. We welcome the fact that the new coalition of Christian-Democrats and liberals wants to define a consistent and sustainable energy concept for Germany, something that we need, and that has been missing for a long time. We support the new government s aim to develop an energy strategy free of ideological preconceptions. One that is market oriented, and based on a diversified technology mix. The lifting of the premature phase-out of nuclear power goes into that direction. The new coalition is willing to extend the lifetime of nuclear power plants as far as national and international safety standards are fulfilled. It also plans to share the benefits of the lifting of the phase-out between the public and the nuclear operators.

5 These broad policy directions now have to be developed into detailed agreements between the government and the industry. We expect that the corresponding discussions with the government will take several months. Nevertheless, we are confident that a positive outcome will be reached. Nuclear power is responsible for around 50% of E.ON s power generation output in Germany in Accordingly, nuclear lifetime extensions will contribute significantly to reduce E.ON s and Germany s carbon emissions. Its continued use will not hinder the development of renewable energy, in which we are investing 8 billion Euros between 2007 and 2011, but will help to smooth the transition towards a low carbon economy. Current situation at Pan-European Gas With the acquisition of Ruhrgas in 2003, E.ON has developed into an integrated power & gas company. We have discussed developments and trends for our power generation business during our recent capital market day. Following a number of questions from the capital markets, we would like to take a deeper look at our Pan-European Gas business during this conference call. Before going into more details, let me summarize our key conviction. The Pan-European Gas business is based on a diversified business model, with each component characterized by different risk-return characteristics. In this context, certain segments, especially the Supply & Sales business, are facing temporary challenges. While there is no quick-fix, those can be, and are already addressed. Longer-term, we are convinced that gas will become a scarce and valuable commodity again, it is a destination fuel even in a lower carbon world.

6 The Market Unit Pan-European Gas with E.ON Ruhrgas as its core has been a great success story in the E.ON group since the acquisition of Ruhrgas in Last year, Pan-European Gas achieved an Adjusted EBITDA and an Adjusted EBIT of 3.1 billion and 2.6 billion Euros respectively, around a quarter of the group s total. Whereas the Downstream Shareholdings have delivered relatively stable earnings growth between 2004 and 2008 the Up- and Midstream business has produced a stellar performance, especially between 2006 and This was the result of the development of the upstream business, and of particularly favorable conditions for our midstream activities. Since its acquisition, Pan-European Gas has widely exceeded our expectations. This can also be observed in the consensus enterprise value that the capital markets ascribe to this market unit: slightly less than 20 billion Euros compared to an acquisition value of about Euro 11 billion for Ruhrgas. Without any doubt, Ruhrgas was E.ON s most successful acquisition. Let me now pass over to Bernhard Reutersberg for further comments.

7 Speech by Dr. Bernhard Reutersberg Good afternoon everyone also from my side. Following the introductory remarks from Wulf Bernotat, let me go one step deeper into our gas business. The strength of Pan-European Gas lies in its diversified business mix. Each part of the value chain has specific earnings drivers. Last year, the majority of our adjusted EBIT came from three relatively stable segments: The regulated businesses, which mainly consists of our German gas transport network and of our international participations Storage, which is part of the unregulated businesses And Thüga, which forms most of the Other Businesses and is about to be divested By contrast, Upstream and Supply & Sales are more volatile. The short-term performance of Upstream is largely driven by international oil and gas prices, which reached record levels in The earnings drivers of Supply & Sales are more complex. After the extraordinary earnings of the period , we are currently coming back to the level before those extraordinary years. In essence Supply & Sales is a sophisticated gas wholesale business. As one of Europe s largest gas importers, we buy gas from producers, structure the product, thereby handling amongst other parts demand volatility and seasonal variations, and resell the gas to large industrial customers and regional or local utilities. There are three key developments in the European gas market that are putting the competitiveness of the supply & sales business under pressure, and which require our attention and actions. First, the economic crisis has led to a significant decrease of demand, especially for power generation and for industrial consumption.

8 Second, the North American unconventional gas market, such as coal-bed methane or shale gas, is seeing a major expansion, as the development and production costs have dropped significantly. In only a few years, the supply-demand balance in North America has changed considerably. While it was previously expected that LNG imports would be necessary to make up the balance, North- America can now be considered as largely self-supporting. Third, LNG liquefaction and regasification capacities are increasing substantially and are, or will be going onstream in due course. As a consequence, an increasing number of LNG cargoes are being diverted towards Europe instead of going to the US. This contraction of demand and the widening of supply have led to a temporary oversupply on the European gas market. This had two consequences: First, spot gas prices have decoupled from oil prices, and thus from the price of the longterm contracts, which are largely linked to oil prices. Second, liquidity on the spot gas markets has increased strongly, making spot gas a much more credible sourcing option than before. This has created more liquidity on the spot markets, leading to both volume and margin pressure. However, we believe that these imbalances will last only for a limited number of years. The market seems to support this view as well, as gas forward prices are currently pointing to a recoupling of spot gas and long-term contract prices around 2011 or The backbone of our Supply & Sales business consists of some 35 long-term contracts (LTCs) with producers, which provide more than 90 percent of our gas sourcing. Their duration is typically 25 to 30 years. While long-term in nature, various risk-sharing elements ensure that those contracts allow both parties to react to changing circumstances, following one basic principle: the producer bears the price risk, the buyer the volume risk.

9 A corridor of maximum and minimum volumes provides the buyers with a degree of flexibility. The price of the gas is typically indexed based on competing fuels, mostly gas oil and fuel oil, but also to coal and spot gas. Periodic renegotiation clauses allow both parties to check that pricing conditions and the overall contract situation are in line with market developments. On the basis of the above mentioned risk sharing principle, our LTCs cover a range of elements to restore the profitability of our Supply & Sales business. The main issues addressed in the ongoing negotiations with the producers are pricing and flexibility. Regarding pricing, besides a review of other elements, we see some merit for giving spot gas more weight in the indexation formulas closer to its now expanded role in the European gas markets. However we have to think about the right balance between short term needs, and our belief that oil indexation provides better value in the longer term for all market participants. Concerning volumes, the situation is as follows: if we take less gas than specified in the minimum take obligation, then our contracts require us to pay for a certain percentage of the shortfall. This has an impact on our cash flow as we pay now for gas that will be delivered later. But it does not impact our Adjusted EBIT. We have the so called make up right in the upcoming years for volumes that we paid for but did not take. Nevertheless, before being able to do that, we take MinPay-obligations in the respective years as well. Overall, the minimum take obligation of our contract portfolio will decline in the coming years, as some contracts will expire. With a recovery of gas sales, we should then be able to manage the minimum take issue. Supply & Sales is undoubtedly facing some challenging years ahead. Nevertheless, we remain optimistic regarding the long term prospects for the gas business. Between 2008 and 2030, gas demand is expected to grow by up to 40 percent worldwide, and by 20 percent in Europe.

10 Indeed, gas will play a significant role in the transition to a lower carbon world: Gas is globally available, potential reserves are abundant and gas is the cleanest fossil fuel. In power generation, its efficiency and flexibility makes gas an ideal complement to renewable energy. This means that with gas production in Europe set to decline markedly, we expect the European gas market to become tighter over time. We therefore continue to see long-term gas contracts as the backbone of our gas sourcing. Oil indexation will remain dominant, but indexation to spot gas will increase to reflect the higher liquidity of the gas markets. In addition, LTCs have supported the development of the gas industry as they add the necessary financial certainty, underpinning the financing of large-scale long-term projects across the whole supply chain. In setting our strategic priorities, Pan- European Gas had to some extent already anticipated recent developments. Looking beyond the current cycle, margins in Supply & Sales are expected to recover later on, but we do not foresee a return to the levels recorded in the results of the last years, as competition will continue to intensify. To compensate, Pan-European Gas is therefore developing its presence in upstream and LNG, two attractive growth areas that were not available to Ruhrgas before its acquisition by E.ON. With the Yuzhno Russkoye Gazprom asset swap, and with the development of Skarv-Idun, our target of producing 10 bcm p.a. of equity gas is coming in sight. The decline of domestic production in Europe will remove substantial flexibility from the system. Additional gas storage capacity is required to fulfill structuring needs. Thanks to its competitive storage sites, Pan-European Gas is well placed to grow in this segment. Finally, Pan-European Gas operates the largest gas transport network in Germany, and takes a role of innovation leader in Germany. Furthermore, to support security of supply, Pan-European Gas also participates in selected transport projects in and outside of Germany, such as the UK- Interconnector or Nord Stream. This concludes my remarks. I will stay on the call to answer your questions later on. I now hand over to Marcus Schenck, who will discuss the Third Quarter results in more detail.

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