2006 Annual Report E.ON Ruhrgas International AG At Home in Europe E.ON Ruhrgas International AG At Home in Europe Steady growth in Europe is the strategic goal to which the activities of E.ON Ruhrgas International AG are geared within the Pan-European Gas market unit led by E.ON Ruhrgas AG. This goal is being achieved by systematically integrating the affiliates into the E.ON Group as well as by increasing the percentage interests in affiliates and making new acquisitions. Joint commitment dominates daily work at E.ON Ruhrgas International AG. Over half the employees of the company work locally at the affiliates. There they develop the business further alongside their local colleagues and with the strong support of the team at the Essen head office. Assuming responsibility for progress E.ON Ruhrgas International AG pools the contributions of all those involved and uses them in the spirit of best practice to gear its entire business to the customers and the market and to establish optimal structures and workflows. Using our energy and experience E.ON Ruhrgas International AG continued its successful course in the year under review. The networking of all national units and the exploitation of pan-European synergies in the gas and electricity sectors are making a significant contribution to creating value within the E.ON Group. Report on the 2006 Financial Year Contents 02 Map of Europe – Affiliates 04 Boards 05 Statement of the Supervisory Board 07 The 2006 Business Year of E.ON Ruhrgas International AG 10 Romania: E.ON Gaz România – Forging Ahead with Integration into the E.ON Group 12 Hungary: E.ON Földgáz – An Integral Part of Pan-European Gas 14 Affiliates 14 15 19 31 34 36 37 Profile of the International Affiliates Baltic States 15 Estonia 16 Latvia 17 Lithuania Central and South-Eastern Europe 19 Poland 21 Romania 24 Slovakia 26 Slovenia 27 Czech Republic 29 Hungary Scandinavia 31 Finland 32 Norway 33 Sweden Western Europe 34 Luxembourg 35 Switzerland Profile of the National Affiliates Germany 42 Best Practice in Romania 44 Profile of the Shareholdings Development, Legal Affairs and Shareholdings Controlling Departments of E.ON Ruhrgas International AG 46 Financial Statements 01 GASUM Espoo EESTI GAAS Tallinn GASNOR Karmoy SWEDEGAS Gothenburg LATVIJAS GĀZE Riga MPP Mazeikiai LIETUVOS DUJOS RST Vilnius THERMINVEST Gdansk SEC Szczecin IRB Warsaw EVG Erfurt EEX Leipzig SOTEG Luxembourg GAS-UNION Frankfurt am Main SPP BOHEMIA Prague SFG Saarbrücken FGN Nuremberg MND Hodonín NAFTA Gbely SPP Bratislava E.ON FÖLDGÁZ Budapest PANRUSGÁZ Budapest HOLDIGAZ Vevey GEOPLIN Ljubljana CCNE Cluj-Napoca EGR Târgu Mures Affiliates 03 INTERNATIONAL BALTIC STATES Estonia Latvia Lithuania EESTI GAAS AS Eesti Gaas, Tallinn - JSC Latvijas Gaze, LATVIJAS GAZE Riga LIETUVOS DUJOS AB Lietuvos Dujos, Vilnius MPP 1 AB Mazeikiu Elektrine, Mazeikiai RST AB Rytu Skirstomieji Tinklai, Vilnius CENTRAL AND SOUTH-EASTERN EUROPE , Energetyczna Sp. z o.o., Poland IRB Inwestycyjna Spó lka Warsaw SEC 2 Szczecińska Energetyka Cieplna Sp. z o.o., Szczecin , z o.o., Gdansk THERMINVEST 3 therminvest Spó lka Romania CCNE Colonia Cluj-Napoca Energie S.R.L., Cluj-Napoca CONGAZ S.C. Congaz S.A., Constanta EGR 4 E.ON Gaz România S.A., Târgu Mures Slovakia NAFTA Nafta a.s., Gbely SPP 5 Slovensk ý plynárensk ý priemysel a.s., Bratislava GEOPLIN6 Geoplin d.o.o., Ljubljana Slovenia MND7 Moravské naftové doly a.s., Hodonín Czech Republic SPP BOHEMIA8 SPP Bohemia a.s., Prague E.ON FÖLDGÁZ 9 Hungary E.ON Földgáz Storage Zrt., Budapest E.ON Földgáz Trade Zrt., Budapest PANRUSGÁZ Panrusgáz Zrt., Budapest Vilnius SCANDINAVIA Finland Norway Sweden WESTERN EUROPE Luxembourg Switzerland 15 16 17 18 19 20 21 22 23 25 25 26 28 28 30 GASUM Gasum Oy, Espoo GASNOR Gasnor AS, Karmoy SWEDEGAS10 Swedegas AB (formerly Nova Naturgas AB), Gothenburg 31 32 SOTEG Société de Transport de Gaz S.A., Luxembourg HOLDIGAZ Holdigaz SA, Vevey 34 35 EEX European Energy Exchange AG, Leipzig EVG11 Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH (EVG), Erfurt FGN12 Ferngas Nordbayern GmbH, Nuremberg GAS-UNION12 Gas-Union GmbH, Frankfurt am Main SFG12 Saar Ferngas AG, Saarbrücken 38 33 NATIONAL Germany CONGAZ Constanta 38 39 39 40 Affiliates of E.ON Ruhrgas International AG 1) 2) 3) 4) 5) 6) 7) 8) 9) 10) 11) 12) Sold after merger with Mazeikiu Nafta Sold to E.DIS energia Sp. z o.o., Poznań/Poland, with effect from 1 January 2007 Sold to E.DIS energia Sp. z o.o., Poznań/Poland, with effect from 11 December 2006 Acquisition by E.ON Ruhrgas AG, Essen; transfer to E.ON Ruhrgas International AG, Essen, and in the next step transfer to the newly established E.ON Gaz România Holding S.R.L., Târgu Mures/Romania, in preparation Through E.ON Ruhrgas Mittel- und Osteuropa GmbH, Essen, Slovak Gas Holding B.V., Zoetermeer/Netherlands Through Ekopur d.o.o., Ljubljana/Slovenia Through EUROPGAS a.s., Prague/Czech Republic, and SPP Bohemia a.s., Prague/Czech Republic Through EUROPGAS a.s., Prague/Czech Republic, and SPP a.s., Bratislava/Slovakia 0.15 % interest in E.ON Földgáz Storage Zrt., Budapest/Hungary, and 0.02 % interest in E.ON Földgáz Trade Zrt., Budapest/Hungary, are each held by RGE Holding GmbH, Essen. (RGE Holding GmbH is a wholly-owned subsidiary of E.ON Ruhrgas International AG, Essen) Renamed in 2007 Through E.ON Ruhrgas AG, Essen; looked after by E.ON Ruhrgas International AG, Essen Through RGE Holding GmbH, Essen 04 Boards Members of the Supervisory Board Dr Burckhard Bergmann Chairman until 8 May 2006 Chairman of the Board of Management of E.ON Ruhrgas AG, Essen Member of the Board of Management of E.ON AG, Düsseldorf Dr Friedrich Janssen Vice-Chairman until 8 May 2006 Chairman since 8 May 2006 Member of the Board of Management of E.ON Ruhrgas AG, Essen Dr Michael Pfingsten Vice-Chairman until 31 December 2006 Member of the Board of Management of E.ON Ruhrgas AG, Essen (until 31 December 2006) Christoph Dänzer-Vanotti until 30 November 2006 Member of the Board of Management of E.ON AG, Düsseldorf Armin Geiss since 1 December 2006 Member of the Board of Management of E.ON Ruhrgas AG, Essen Dr Jürgen Lenz since 8 May 2006 Member of the Board of Management of E.ON Ruhrgas AG, Essen Dr Bernhard Reutersberg since 1 January 2007 Member of the Board of Management of E.ON Ruhrgas AG, Essen Dr Jochen Weise since 4 July 2006 Member of the Board of Management of E.ON Ruhrgas AG, Essen Board of Management Dr Ulrich Schöler Essen Chairman Stephan Kamphues Essen Jürgen Schneider Mülheim an der Ruhr Statement of the Supervisory Board Statement of the Supervisory Board The Supervisory Board was regularly informed about the situation and development of the company during the 2006 financial year and supervised the management of the company. It received and discussed verbal and written reports from the Board of Management. Furthermore, the Chairman of the Supervisory Board was continuously informed about major developments and forthcoming decisions. All measures requiring the approval of the Supervisory Board were discussed in detail. The Supervisory Board examined the progress of business, the result situation and the financial position of the company and its major affiliates as well as the company’s early risk detection system. The Supervisory Board approved the financial investments and tangible assets spending plan presented individually by the Board of Management and took due note of the financial plan. The auditors, PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft, Essen, audited the financial statements for the year ended 31 December 2006 in accordance with the German Commercial Code (HGB) as well as the accounting records with special emphasis on the early risk detection system and issued an unqualified auditors’ report for the financial statements for the year ended 31 December 2006. The audit showed that the Board of Management has the kind of early risk detection system required by Section 91, para. 2 of the German Companies Act (AktG) and that the system is suitable for recognising developments at an early stage which might jeopardise the continued existence of the company. The Supervisory Board took due note of the result of the audit. The Supervisory Board thoroughly examined the financial statements in accordance with the German Commercial Code (HGB). After this thorough examination, the Supervisory Board raises no objection to the financial statements. It has approved the financial statements prepared by the Board of Management for the year ended 31 December 2006, which are therefore ratified. The Chairman of the Supervisory Board, Dr Burckhard Bergmann, laid down his mandate with effect from 8 May 2006. The Vice-Chairman, Dr Friedrich Janssen, was elected Chairman with effect from the same date. The Vice-Chairman of the Supervisory Board, Dr Michael Pfingsten, vacated his seat with effect from 31 December 2006. The Supervisory Board and Board of Management would like to thank Dr Burckhard Bergmann and Dr Michael Pfingsten for their great commitment which made a major contribution to the successful development of the company. Christoph Dänzer-Vanotti left the Supervisory Board with effect from 30 November 2006 after only serving on the Board for a short time in order to take up new responsibilities as a member of the Board of Management of E.ON AG, Düsseldorf. The following members of the Board of Management of E.ON Ruhrgas AG were elected to the Supervisory Board: Dr Jürgen Lenz with effect from 8 May 2006, Dr Jochen Weise with effect from 4 July 2006, Armin Geiss with effect from 1 December 2006 and Dr Bernhard Reutersberg with effect from 1 January 2007. The Supervisory Board wishes to express its thanks and recognition to the Board of Management and to all staff for their work in the 2006 business year. Essen, April 2007 The Supervisory Board Dr Friedrich Janssen, Chairman 05 Steady growth through acquisitions and integration The 2006 Business Year of E.ON Ruhrgas International AG The 2006 Business Year of E.ON Ruhrgas International AG Europe is growing together. At the same time, the European Union has now been enlarged through the accession of the new member states, Bulgaria and Romania, on 1 January 2007. The daily work of E.ON Ruhrgas International AG, Essen, is also dominated by the expansion of its international activities. Over half of the employees of E.ON Ruhrgas International AG now work at the affiliates, developing business there alongside their local colleagues and with the strong support of the Essen team. A wide range of different issues are discussed in the project teams and bodies. E.ON Ruhrgas International AG puts all these ideas together and uses them in the spirit of best practice to gear its entire business to the customers and the market and to establish optimal structures and workflows. E.ON Ruhrgas International AG is at home in Europe. E.ON Ruhrgas International AG is a business unit of the Pan-European Gas market unit led by E.ON Ruhrgas, which is in turn part of the E.ON Group. E.ON Ruhrgas International’s strategy is geared to further growth in Europe. This goal is pursued by increasing the company’s percentage interests in affiliates as well as by making new acquisitions and systematically developing existing affiliates. A key factor in the sustained increase in the market value of the foreign affiliates is the systematic integration of these companies into the E.ON Group by networking all national units to exploit pan-European synergies in the gas and electricity market sectors. This makes a significant contribution to creating value within the E.ON Group. In 2006, E.ON Ruhrgas International AG continued its strategy of growth by making further acquisitions. Moreover, the company pushed ahead with the integration of its affiliates into the Group structure. One focus here was the assumption of responsibility for gas supplies in Romania and Hungary by our affiliates. E.ON Ruhrgas International AG has committed itself to providing customers in the whole of Hungary and a large part of Romania with secure, reliable gas supplies. A vital element of this commitment was the takeover of the gas trading and storage businesses of the Hungarian oil and gas company, MOL, in spring 2006. The companies fully acquired by E.ON Ruhrgas International AG were renamed E.ON Földgáz Trade Zrt. and E.ON Földgáz Storage Zrt. in the middle of the year. With the support of their colleagues in Essen, E.ON Ruhrgas International staff have since been managing the two companies locally. Another focus in 2006 was the restructuring of E.ON Gaz România, formerly Distrigaz Nord, which was acquired in 2005. E.ON Gaz România is one of the two big Romanian gas suppliers. A new organisational structure was introduced on 1 January 2006 and efficiency-enhancing and modernisation measures were continued. The shareholding acquired by E.ON Ruhrgas is now being controlled and further developed by E.ON Ruhrgas International AG; it is to be transferred to E.ON Ruhrgas International AG in the near future. Furthermore, the company was renamed E.ON Gaz România S.A. with effect from 1 April 2006, thus making its integration into the E.ON Group evident to the general public. At the beginning of July 2006, the Group’s portfolio of affiliates in Scandinavia, the Baltic states, northern and western Europe as well as central and southeastern Europe was supplemented by shareholdings in two Lithuanian electricity companies transferred from E.ON Energie AG, Munich. These two shareholdings were a 20.28 % interest in the electricity utility, AB Rytu Skirstomieji Tinklai, and a 10.9 % interest in the power station, AB Mazeikiu Elektrine. At the beginning of 2007, AB Mazeikiu Elektrine was merged with the parent company, Mazeikiu Nafta. The resultant 0.15 % interest of E.ON Ruhrgas International AG in Mazeikiu Nafta has since been sold as part of a squeeze-out. Thus, in addition to its gas affiliates, E.ON Ruhrgas International AG has focused its responsibility on the Baltic power distribution activities. 07 08 The 2006 Business Year of E.ON Ruhrgas International AG E.ON Ruhrgas interest: 100 % In 2006, the company’s financial investments totalled ¤ 789 million. As part of the E.ON Ruhrgas Group, E.ON Ruhrgas International AG is exposed to various risks and opportunities in its national and international business activities. These risks and opportunities are inextricably linked with the entrepreneurial action taken by the various business units. The opportunities and risks in 2006 were mainly connected with the different national regulatory systems and their development. The requirements imposed by the national regulatory authorities make it necessary to develop specially tailored organisational solutions. One example is the different unbundling requirements in the respective European countries. In Slovakia, Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava, was legally unbundled in 2006. As part of this process, the transit and distribution businesses were hived off into two wholly-owned subsidiaries (SPP preprava a.s. and SPP distribucia a.s.). SPP preprava a.s. moves natural gas through the highpressure pipeline system from the Ukrainian to the Czech/Austrian border. By contrast, SPP distribucia a.s. takes the gas from the transit system and distributes it to the gas consumers in Slovakia. The trading business and the central services have, however, remained with the parent company SPP. In Germany, Saar Ferngas AG, Saarbrücken, and Gas-Union GmbH, Frankfurt am Main, established their own transmission companies on 1 January 2005 and 1 January 2006 respectively in compliance with the legal unbundling requirements. Ferngas Nordbayern GmbH, Nuremberg, will not establish its own transmission company as part of unbundling but will lease its pipeline system to a project company of E.ON Gastransport AG & Co. KG, Essen, which is yet to be established. Furthermore, Gas-Union GmbH, Ferngas Nordbayern GmbH and Saar Ferngas AG all managed to improve their earnings situation in 2006 despite tough gas-to-gas competition and stricter legal requirements. The higher earnings were attributable to the very cold weather at the beginning of 2006, which boosted the earnings of all distribution companies. Overall, the legal and economic environment in the energy industry is changing fast. This situation is creating both opportunities and risks. E.ON Ruhrgas International AG is handling these risks and opportunities with the aid of a comprehensive risk management system which is an integral part of the company’s business and decision-making processes. Potential risks are identified at an early stage, evaluated and documented in detail so that suitable precautionary and control measures can be taken. At the same time, opportunities are systematically exploited with a view to identifying earnings potential capable of achieving a sustained increase in the company’s value. This enables the company to attain its medium-term financial targets and safeguard the long-term existence of the company. The earnings situation of E.ON Ruhrgas International AG can be regarded as stable, mainly thanks to the rising income from participating interests. Now that the restructuring process has been completed, which involved the transfer of a large number of German shareholdings in utilities as well as foreign shareholdings in the Czech Republic, Hungary and Poland within the E.ON Group, the focus is on extending involvement in Europe. E.ON Ruhrgas International AG, Essen 2005 2006 Share capital ¤m 156 156 Equity ¤m 1,935 1,935 Capital expenditure ¤m 1 789 Income from participating interests (incl. PLTA*) ¤m 180 187 58 66 Employees * Income from profit-and-loss transfer agreements Joint commitment for competitive companies 10 Romania Romania E.ON Gaz România – Forging Ahead with Integration into the E.ON Group The integration of E.ON Gaz România into the E.ON Group is an ongoing process that is being lived out in practice. At E.ON Gaz România, living integration means that the some 8,000 Romanian colleagues and the staff of E.ON Ruhrgas International and E.ON Ruhrgas work hand in hand both locally and in Essen. The aim is to fulfil E.ON Ruhrgas International’s core task, the further development of the affiliates, as completely as possible. This includes assuming responsibility for people through active partnerships, supporting our partners in any questions they may have as well as helping them to master all challenges and seize all opportunities which the international markets present. This approach is illustrated by the clear division of responsibilities and cooperation between Dr Achim Saul, E.ON Ruhrgas International AG, and Virgil Metea (top row, fourth photo from the left), Deputy DirectorGeneral of E.ON Gaz România, who has already been working at E.ON Gaz România for several years. This cooperation is driven by the awareness that it is necessary to look beyond one’s own back yard. Only if people are prepared to think beyond their national borders can the continuous competitive requirements be met and the company advance further. German and Romanian staff are working together on achieving optimum development in other fields, too. Dan Morari, for example, (top row, first photo on the left, first on the left) is Head of Distribution. Here there has been a particularly large amount of work to be done on modernising the distribution network as part of the company’s step-by-step integration into the E.ON Group. These measures permit E.ON Gaz România to successfully meet the challenges of the increasingly competitive Romanian gas market and to comply with the regulation requirements. Jutta Krämer (top row, fifth photo from the left) is Head of General Services, which includes responsibility for the administration of buildings, land and the management of the vehicle fleet. This division is particularly important for the physical implementation of the unbundling concept as it makes sure that office space is available. Claudia Badiu (top row, third photo from the left, first on the right) is the Head of Marketing. In 2006, one of the outstanding events handled by her team was the entire rebranding process surrounding the changing of the company’s name from Distrigaz Nord to E.ON Gaz România on 1 April 2006. The new name now also demonstrates the company’s membership of the E.ON Group to the general public. The success of the integration work so far is also reflected in the good results of the first employee opinion survey. With 92.6 % of the employees taking part, the participation rate was higher than average. Romania Identification with and commitment to OneE.ON are also extremely high. This underlines the successful implementation of the OneE.ON concept which was only possible thanks to the great commitment and willingness of our roughly 8,000 colleagues in Romania to accept change. Thomas Jung (bottom row, first photo on the left) is Head of Gas Purchasing. Cooperation with our parent company, E.ON Ruhrgas, is particularly intensive in this area. Here the long-standing relations with various gas producers are especially helpful. This transfer of know-how and support ensure that the customers in the company’s supply territory receive their gas from reliable sources. Thomas Jung travels a lot between Essen and Târgu Mures on this mission. Manuela Witt (top row, first photo, centre), Head of Planning and Reporting, works in this function closely with the shareholdings controllers at E.ON Ruhrgas International AG, Martin Kersten (bottom row, fourth photo from the left) and Lukas Specht (bottom row, first photo on the right). The Shareholdings Controlling department in Essen gathers the data from the company and prepares them for reports within the Group. All the different inquiries and tasks – whether from the German or Romanian side – land on Anke Weber’s desk (bottom row, fourth photo from the left) – a shareholdings developer at E.ON Ruhrgas International AG, whose responsibilities include Romania. Katja Palnau (bottom row, third photo from the left) Romania from the Legal Affairs department of E.ON Ruhrgas International AG also plays an important role here. She deals with many Romania-specific legal issues directly and in close consultation with the Legal Affairs department of E.ON Gaz România. Cross-border projects are also the order of the day. With all the many fields of activity, it is crucial for the Board member responsible to be given optimal support. The team members work closely together, thus permitting the best possible workflow – regardless of location. For example, Romanian colleagues regularly come to E.ON Ruhrgas International in Essen for several weeks where they share professional and issue-related knowledge in the interest of E.ON Gaz România’s integration into the E.ON Group. 11 12 Hungary Hungary E.ON Földgáz – An Integral Part of Pan-European Gas E.ON Ruhrgas was already a well-known name in the Hungarian gas industry when the contract on the purchase of the two companies, MOL WMT (gas trading) and MOL Storage (gas storage), was signed in Budapest by MOL of Hungary and E.ON Ruhrgas International AG on 4 November 2004. E.ON Ruhrgas International has been active in Hungary for more than ten years and has played a major role in shaping the development of the Hungarian gas industry in the last decade with the acquisition of shareholdings in two major Hungarian gas supply companies (DDGÁZ and FÖGÁZ). It is also ten years since E.ON Ruhrgas – as part of the diversification of its sales – commenced gas deliveries to Hungary. This made an important contribution to security of supply in Hungary. The takeover of the former MOL companies, MOL WMT and MOL Storage, on 31 March 2006 opened up new business opportunities. However, it also caused some uncertainty among the employees of the gas trading and storage companies. For this reason E.ON Ruhrgas AG sent a team to Hungary to work with their Hungarian colleagues on the development of a targeted change management concept tailored to the company’s needs. For example, trust-building integration workshops took place both prior to and immediately after the official takeover of the shares on 31 March 2006. When renaming the companies, names were deliberately chosen to reflect both the Hunga- rian identity and the international business activities: The companies are now called E.ON Földgáz Trade Zrt. and E.ON Földgáz Storage Zrt. The E.ON Földgáz Group, the fourth largest Hungarian company in terms of sales revenue, fitted smoothly into the Pan-European Gas strategy and structures in the months that followed. The positions which had to be filled as part of the companies’ restructuring were taken by experienced specialists from the European gas business of E.ON Ruhrgas, and the Hungarian colleagues were also integrated into the new structure without difficulty. One example which deserves particular mention is the cooperation between the Hungarian and German colleagues as part of Regulation Management, which is so important for the Földgáz companies. Since the takeover, this strong cooperation has been built up and nurtured by Board member, Claus Obholzer (top row, second photo from the left, centre), and his colleague, Bibor Riesz (top row, fourth photo from the left), together with the staff. Integration into the E.ON Group has meant that both companies profit not only from the good cooperation between the expatriates deployed locally and their Hungarian colleagues but also from the sharing of experience and knowledge throughout the Group in the spirit of best practice. This networking as well as the provision of the necessary know-how are coordinated in a targeted and recipient-oriented manner by the management and staff of E.ON Ruhrgas International AG. Furthermore, specialised knowledge is Hungary provided by experts from E.ON Ruhrgas International AG and E.ON Ruhrgas AG itself. Many activities of the post-merger integration of the two companies required the intensive involvement and support of the Essen team in cooperation with their Hungarian colleagues. For example, the two companies have benefited not only from the Group-wide best practice systems but have also made their own contribution to the development of this system. In addition, the necessary reporting requirements and reporting paths to the parent company have also been standardised and made efficient. Alongside their activities on the ground in cooperation with their respective colleagues at head office in Essen, the expatriates seconded by E.ON Ruhrgas International AG are thus important contacts and links for Group integration. Jens-Peter Vornhecke for example (top row, second photo from the right), as the Integration and Coordination manager at E.ON Földgáz, has various contacts in Essen with whom he regularly coordinates the establishment and work of various decision-making bodies (including the Board, Supervisory Board, Steering Committee). Christopher Börger, Head of Reporting and Accounting (top row, first photo on the left), is responsible for the signing and further developing of service contracts with the parent company and for harmonising the cost and reporting structures. The colleagues from Hungary receive support and the legal and commercial expertise of the Essen team of the Hungarian sub-business unit (SBU) in this work as well as with other issues and projects. This team includes in-house Hungary legal counsel, Maria Lecheler (bottom row, first photo on the right) as well as the two shareholdings controllers, Thomas Bechtoldt (bottom row, second photo from the right) and Michael Philipp (bottom row, third photo from the right, centre), who have coordinated and pushed ahead the integration of the Földgáz companies from headquarters in Essen. E.ON Földgáz has prepared itself in this spirit and as an integral part of Pan-European Gas for the challenges which are expected at the beginning of 2008 when the gas market is fully liberalised. The company is working flat out to develop suitable business models for the customers on the free market. Therefore, in 2007 and 2008, there will again be many challenging tasks awaiting the staff both in Budapest and in Essen. They know that, as part of the E.ON Group, they have great latitude to shape their joint future. 13 14 Profile of the International Affiliates Affiliates 15 Baltic States Estonia In 2006, it was above all strong domestic consumption which was responsible for the very high increase in Estonia’s gross domestic product of 11.4 % in real terms. Private demand was primarily boosted by clear increases in disposable income and by an expansive loan policy of the banks. Another engine for growth was the companies which are still making investment decisions to benefit from the fact that profits are tax-free if they are reinvested. The unemployment rate has nearly halved since 2003 and is now about 5.5 %. The relatively high inflation rate of 4.4 % means that the euro cannot yet be introduced. AS Eesti Gaas, Tallinn AS Eesti Gaas sells gas directly and indirectly to more than 100,000 customers. To distribute its gas, Eesti Gaas books transmission and distribution capacities with its legally independent transmission company, AS EG Vörguteenus. Vörguteenus operates, markets and develops the 2,270 km pipeline system which it has leased. The increase in gas sendout compared with 2005 is due to the unusually cold weather in January and February 2006. The highest growth rates were recorded in the following segments: local distribution companies, industry and district heat customers. However, the warm temperatures at the end of the year Estonia Capital*: Tallinn Area in km2*: 45,227 Population*: 1.348 million Total gas consumption (bn kWh): 10.4 Investment: AS Eesti Gaas Abbreviation: EESTI GAAS Location: Tallinn Interest %: 33.66 ERI** involvement: 1996 – 2000 through E.ON Ruhrgas, since 2000 ERI * Source: Federal Foreign Office 09/06 ** E.ON Ruhrgas International AG (ERI) partly cancelled out this increase in volumes. The slight rise in gross earnings as a result of the higher volumes sold and the increase in operating expenses balanced each other out in 2006 so the net income of Eesti Gaas in 2006 was on a par with the previous year. The sharp increase in capital expenditure went into connecting new regions of Estonia to the gas network. One major investment project was the construction of the new Vändra-to-Pärnu pipeline, which was completed in 2006. AS Eesti Gaas, Tallinn 2005 2006 Share capital EEK m ¤m 155.2 9.9 155.2 9.9 Capital expenditure EEK m ¤m 131.5 8.4 173.4 11.1 Sales revenue EEK m ¤m 1,232.4 78.7 1,711.0 109.4 Net income for the year EEK m ¤m 51.5 3.3 51.6 3.3 bn kWh 8.0 8.2 Gas sales ERI interest: 33.66 % 16 Affiliates Latvia The overall development of the economy in Latvia was dominated by the strong growth of gross domestic product of 11.9 % in real terms. The main motor for growth was domestic demand. Direct investments by foreign companies amounted to approx. 9 % of gross domestic product in 2006. The relatively high inflation rate of 6.6 % meant that the introduction of the euro has been postponed indefinitely. Latvia Capital*: Riga Area in km2*: 64,597 Population*: 2.3 million Total gas consumption (bn kWh): 17.6 Investment: JSC Latvijas Gaze Abbreviation: LATVIJAS GAZE Location: Riga Interest %: 47.23 ERI involvement: since 1997 * Source: Federal Foreign Office 11/06 JSC Latvijas Gaze, Riga - is active at all levels of the supply JSC Latvijas Gaze chain from the import and transmission of gas to its storage and distribution. The company operates a steadily expanding pipeline network of more than 5,000 km and supplies over 424,000 customers. The company further optimised the technical installations of the Inčukalns underground storage facility which it operates. This facility is important for the supply security of the entire region. Gas sendout developed well in the first half of 2006 as a result of the particularly cold weather in the 2005/2006 winter months. However, this increase in volumes was partly cancelled out by the relatively mild temperatures in November and December. Due - is exto the special items in 2005, JSC Latvijas Gaze pecting profits for 2006 to fall. In 2006, the company made major investments in the expansion and rehabilitation of the gas pipeline system and the underground storage facility, spending some ¤ 36 million. ERI interest: 47.23 % JSC Latvijas Gaze, Riga 2005 2006* Share capital LVL m ¤m 39.9 57.3 39.9 57.2 Capital expenditure LVL m ¤m 24.2 34.6 25.4 36.4 Sales revenue LVL m ¤m 133.4 191.6 182.3 261.5 Net income for the year LVL m ¤m 23.6 34.0 21.0 30.1 bn kWh 17.1 17.7 Gas sales * provisional Affiliates 17 Lithuania Just like the other two Baltic states, the Lithuanian economy also enjoyed strong growth in 2006. Lithuania’s gross domestic product rose by 7.4 % in real terms in 2006, mainly as a result of steadily increasing domestic demand. Although Lithuania’s inflation rate was lower than its two Baltic neighbours at 3.8 %, Lithuania was nevertheless refused entry into the European Monetary Union planned for 2007. Inflation was fuelled both by booming domestic demand and rising energy prices. Lithuania Capital*: Vilnius Area in km2*: 65,000 Population*: 3.4 million Total gas consumption (bn kWh): 31.2 Investment: AB Lietuvos Dujos Abbreviation: LIETUVOS DUJOS Location: Vilnius Interest %: 38.91 ERI involvement: since 2000 Investment: AB Mazeikiu Elektrine** Abbreviation: MPP Location: Mazeikiai Interest %: 10.9 ERI involvement: since 2006 Investment: AB Rytu Skirstomieji Tinklai Abbreviation: RST Location: Vilnius Interest %: 20.28 ERI involvement: since 2006 * Source: Federal Foreign Office 10/06 ** Sold after merger with Mazeikiu Nafta AB Lietuvos Dujos, Vilnius AB Lietuvos Dujos is active both as a gas transmission and a local distribution company, operating an approx. 1,800 km gas transmission system and an approx. 7,200 km distribution network. Thus Lietuvos Dujos ensures that its some 540,000 customers receive the gas they need and also offers competitive transmission services as well as allowing other gas importers and traders fair access to the gas network. Its own customers include residential, commercial and industrial customers, power stations, district heat companies as well as agricultural customers. Furthermore, Lietuvos Dujos transports gas on behalf of OAO Gazprom to the Russian exclave of Kaliningrad. In 2006, Lietuvos Dujos increased the contractually agreed transit volumes to 12.4 billion kWh in line with demand. Lietuvos Dujos invested approx. ¤ 35 million in the network infrastructure in 2006 with the aim of improving Lithuanian security of supply and expanding and rehabilitating the network. Together with its partner and supplier Gazprom, Lietuvos Dujos managed to cover the sharp rise in demand during the unusually cold period at the beginning of the year in nearly all cases above and beyond the guaranteed contractual quantities. Despite continued high investments in gas mains connections and therefore the acquisition of new customers, Lietuvos Dujos’s gas sendout fell in 2006, mainly as a result of the mild temperatures in the last quarter. The fact that net income was still higher than in the previous year was mainly due to the rise in transmission and transit volumes as well as an improved financial result owing to special items. AB Lietuvos Dujos, Vilnius 2005 2006 Share capital LTL m ¤m 469.1 135.9 469.1 135.9 Capital expenditure LTL m ¤m 190.9 55.3 122.2 35.4 Sales revenue LTL m ¤m 595.5 172.5 778.3 225.4 Net income for the year LTL m ¤m 36.1 10.5 59.1 17.1 Gas sales bn kWh 14.7 14.1 Gas transit to Kaliningrad bn kWh 7.5 12.4 ERI interest: 38.91 % 18 Affiliates AB Rytu Skirstomieji Tinklai, Vilnius AB Rytu Skirstomieji Tinklai is active in electricity trading and distribution. The company supplies 720,000 customers in the east of Lithuania, its sales territory thus covering approx. 50 % of the total area of the country. Rytu Skirstomieji Tinklai owns and operates a medium and low-voltage power grid with a total length of 62,000 km. On the electricity trading side, Rytu Skirstomieji Tinklai sells electricity at regulated tariffs to commercial and residential customers under its public service obligations. The company also sells electricity to eligible customers in the industrial, agricultural and services segments at contractually agreed prices as an independent electricity supplier. The company purchases about 50 % of the volumes of electricity it sells from the Ignalina nuclear power station. The Lithuanian state is the majority shareholder with a 71.35 % interest. E.ON Ruhrgas International AG has 20.28 % and the other 8.37 % of the shares are traded on the stock exchange. The shareholding was transferred from E.ON Energie AG, Munich, with effect from 3 July 2006 and is thus included in the financial statements of E.ON Ruhrgas International AG for the first time. Compared with the previous year, the company performed stably with electricity sales growing to 4.0 billion kWh. This rise was due to new customers and also to increased consumption as a result of the overall positive development in demand thanks to the flourishing economy. Net income for the year was up on 2005. Rytu Skirstomieji Tinklai invested approx. ¤ 58 million in the grid infrastructure in 2006 with the aim of further improving supply security and connecting new customers. AB Rytu Skirstomieji Tinklai, Vilnius 2005 2006* Share capital LTL m ¤m 492.4 142.6 492.4 142.6 Capital expenditure LTL m ¤m 156.8 45.4 199.8 57.9 Sales revenue LTL m ¤m 871.4 252.4 933.5 270.4 Net income for the year LTL m ¤m 17.0 4.9 24.5 7.1 bn kWh 3.7 4.0 Electricity sales * provisional ERI interest: 20.28 % Affiliates Central and South-Eastern Europe Poland The Polish economy experienced a further upswing in 2006. Gross domestic product increased by 5.8 % in real terms, powered by exports, growing investments and domestic consumption. In 2006, Poland was one of the countries of the European Union with the most stable prices with an average inflation rate of approx. 1.5 %. Despite economic problems, such as increasing public debt, the shortage of qualified labour as a result of emigration and the still unsatisfactory infrastructure, the economy is expected to perform again well in 2007. Following the E.ON Group’s strategic decision to pool the Polish affiliates under the umbrella of E.ON edis AG, E.ON Ruhrgas International AG transferred its 100 % interest in the Polish company, therminvest Sp. z o.o., to E.DIS energia Sp. z o.o., Poznań, with effect from 11 December 2006. On 22 December 2006, a purchase agreement was signed between E.ON Ruhrgas International AG and E.DIS energia on the sale of the shareholding in the Szczecin district heat company, Szczecińska Energetyka Cieplna Sp. z o.o. This shareholding was transferred with legal and economic effect from 1 January 2007. Poland Capital*: Warsaw Area in km2*: 312,678 Population*: 38.65 million Total gas consumption (bn kWh): 150.2 , Investment: Inwestycyjna Spó lka Energetyczna Sp. z o.o. Abbreviation: IRB Location: Warsaw Interest %: 50 ERI involvement: since 1999 Investment: Szczecińska Energetyka Cieplna Sp. z o.o.** Abbreviation: SEC Location: Szczecin Interest %: 32.92 ERI involvement: 2002 – 2006 Investment: therminvest , z o.o.*** Spó lka Abbreviation: THERMINVEST Location: Gdansk Interest %: 100 ERI involvement: 2001 – 2006 * Source: Federal Foreign Office 11/06 ** Sale to E.DIS energia Sp. z o.o., Poznań/Poland, with effect from 1 January 2007 *** Sale to E.DIS energia Sp. z o.o., Poznań/Poland, with effect from 11 December 2006 , Energetyczna (IRB) Sp. z o.o., Inwestycyjna Spó lka Warsaw In 1999, E.ON International AG established the joint venture, Investment Company for Energy – IRB, together with the Polish company, PHZ Bartimpex S.A. The purpose of IRB, in which the two companies each hold 50 %, is to plan and implement energy projects designed to develop the Polish gas market. ERI interest: 50 % 19 20 Affiliates ERI interest: 32.92 % Szczecińska Energetyka Cieplna Sp. z o.o. (SEC), Szczecin Szczecińska Energetyka Cieplna Sp. z o.o. is the local district heat supplier of the city of Szczecin. The company, whose majority shareholders since 2002 have been a consortium made up of MVV Polska and E.ON Ruhrgas International AG, was established to provide district heat for the inhabitants of Szczecin, commercial and industrial companies as well as public buildings and amenities. The consortium holds an approx. 66 % stake in the company. Szczecińska Energetyka Cieplna Sp. z o.o. (SEC), Szczecin 2005 2006 Registered capital PLN m ¤m 126.5 32.7 126.5 33.0 Capital expenditure PLN m ¤m 14.2 3.7 13.9 3.6 Sales revenue PLN m ¤m 169.1 42.0 181.7 47.4 Net income for the year PLN m ¤m 2.7 0.7 8.2 2.1 bn kWh 1.2 1.2 Heat sales Affiliates 21 Romania In 2006, Romania’s gross domestic product increased sharply in real terms by 7.7 % (2005: 4.1 %). The agricultural sector, strong private consumption and the construction industry were the main motors for this strong growth. Inflation was cut sharply from 8.6 % in 2005 to only 4.9 %. The value of the Romanian leu against the US dollar rose by over 20 % and by about 8 % against the euro. Furthermore, the high interest rates led to a considerable influx of funds into the country. Romania thus continued its impressive economic success story of recent years and was therefore well equipped for accession to the European Union on 1 January 2007. The greatest challenge for the gas industry in 2006 was the sharp rise in gas prices for the gas purchased from international and indigenous sources. This will continue to be an issue for residential customers, industry and the government in 2007 with the prices for gas from domestic production likely to double in the years to come. Colonia Cluj-Napoca Energie S.R.L., Cluj-Napoca Colonia Cluj-Napoca Energie S.R.L. is a joint venture of the Cluj-Napoca-based district heat company, Regia Autonoma de Termoficare (RAT), RheinEnergie AG, Cologne, and E.ON Ruhrgas International AG. Colonia Cluj-Napoca Energie S.R.L. operates packaged cogeneration plants and boiler plants. Thanks to the expansion of production capacity in mid-2005, heat sales increased to 152.0 million kWh and electricity sales to 39.6 million kWh. The customer for the heat produced is the district heat company Romania Capital*: Bucharest Area in km2*: 237,500 Population*: 21.6 million (2002 census) Total gas consumption (bn kWh): 165.8 Investment: Colonia Cluj-Napoca Energie S.R.L. Abbreviation: CCNE Location: Cluj-Napoca Interest %: 33.33 ERI involvement: since 2000 Investment: S.C. Congaz S.A. Abbreviation: CONGAZ Location: Constanta Interest %: 28.59 ERI involvement: since 2001 Investment: E.ON Gaz România S.A.** Abbreviation: EGR Location: Târgu Mures Interest %: 51 ERI involvement: since 2005 through E.ON Ruhrgas AG * Source: Federal Foreign Office 04/07 ** Acquisition by E.ON Ruhrgas AG, Essen; transfer to E.ON Ruhrgas International AG, Essen, and in the next step transfer to the newly established E.ON Gaz România Holding S.R.L., Târgu Mures/Romania, in preparation of the city of Cluj-Napoca, RAT. The electricity generated was sold to RAT and to Elektrika Bukarest. In line with the expansion of business and the rise in prices for primary energy, sales revenue rose to ¤ 6.7 million. As a result of the fall in market prices for electricity, the company’s net income for the year totalled ¤ 0.2 million in 2006 and was therefore slightly down on the figure for 2005. Colonia Cluj-Napoca Energie S.R.L., Cluj-Napoca 2005 2006 Registered capital RON ‘000 ¤m 12,880 3.5 12,880 3.8 Sales revenue RON ‘000 ¤m 14,334 3.9 22,535 6.7 Net income for the year RON ‘000 ¤m 1,169 0.3 535 0.2 Electricity sales m kWh 14.8 39.6 Heat sales m kWh 137.7 152.0 ERI interest: 33.33 % 22 Affiliates ERI interest: 28.59 % S.C. Congaz S.A., Constanta S.C. Congaz S.A. and its 230 staff now supply gas to nearly 18,000 customers – approx. 5,000 customers more than in 2005 – in the Black Sea town of Constanta. In 2006, the company sold approx. 3.2 billion kWh of gas. By far the majority of the gas was transported to major industrial customers through pipelines of other companies under third-party access. S.C. Congaz S.A. invested approx. ¤ 9.0 million in the expansion of its pipeline system in Constanta and the connection of further communities in the surrounding area in 2006. This dynamic development is also to be continued in 2007. S.C. Congaz S.A., Constanta 2005 2006 Share capital RON m ¤m 47.9 13.0 47.9 14.2 Capital expenditure RON m ¤m 19.9 5.9 30.5 9.0 Sales revenue RON m ¤m 52.5 14.7 78.5 22.3 Net income for the year RON m ¤m 15.8 4.4 16.6 4.7 Gas sales bn kWh 3.1 3.2 Affiliates E.ON Ruhrgas interest: 51 % E.ON Gaz România S.A., Târgu Mures The company’s name was changed from Distrigaz Nord S.A. to E.ON Gaz România S.A. with effect from 1 April 2006. The company is responsible for gas trading and distribution in the northern part of Romania. Some 1.3 million customers are supplied every year with approx. 39.0 billion kWh of gas through an approx. 18,100 km pipeline system. Of this figure, approx. 13.8 billion kWh is delivered to residential customers, approx. 17.9 billion kWh to non-residential customers and approx. 7.3 billion kWh to local distribution companies. A new, more efficient organisational structure was introduced on 1 January 2006. Integration into the E.ON Group progressed. Furthermore, modernisation work continued, particularly in the IT sector and on the distribution network. These measures enable E.ON Gaz România to successfully meet the challenges of the increasingly competitive Romanian gas market, to implement the regulation requirements and also increase returns. 2006 was also marked by increased cooperation with the electricity sister company, E.ON Moldova S.A., E.ON Servicii România S.R.L. and the Romanian subsidiary of E.ON IS. Thus, the E.ON customers in Romania also profited from the expertise and the service of the E.ON Group. In north-eastern Romania, E.ON gas and electricity customers can already go to the joint customer centres of E.ON Gaz România and E.ON Moldova with their questions. The increase in sales revenue of more than 20 % over 2005 is due to the sharp rise in gas prices. Compared with the previous year, gas sendout fell from 42.7 billion kWh by 3.7 billion kWh to 39.0 billion kWh. This reduction in sendout in 2006 is mainly a result of the warmer winter weather, a significant rise in gas prices, the insolvency and restructuring of customers as well as the loss of customers, so-called eligibles, as a result of market opening and stiffer competition. The decrease in the amount of gas sold to commercial 23 and industrial customers could not be fully compensated for by new customers in the residential segment. Due to the challenging regulatory framework in Romania, special burdens from legal disputes, comparatively high gas losses, write-downs for uncollectible accounts and restructuring expenses, the company again failed to record a satisfactory result in 2006. E.ON Gaz România finished the 2006 financial year with a profit after tax of approx. RON 86.7 million (¤ 24.5 million) (RAS GAAP, 2005: a loss of RON 122 million (– ¤ 34.0 million)). As a result of the loss carried forward from the previous year, no dividend will be paid to the shareholders. In 2007, the implementation of the unbundling requirements, the introduction of the customer billing system throughout the company and measures to enhance claims management efficiency and reduce gas losses will play a major role. The regulatory and political environment will continue to pose challenges for the company. At the end of 2006, E.ON Gaz România had 8,197 employees. This is a sharp decrease of approx. 1,100 employees compared with the beginning of the year. All necessary staff reduction measures were performed in a socially acceptable manner. E.ON Gaz România conducted an employee opinion survey in 2006. The participation rate was unusually high at 92.6 %. The evaluation of the survey shows good results for the company. The shares in the company are to be transferred to E.ON Ruhrgas International AG and E.ON Gaz România Holding S.R.L. respectively in 2007. E.ON Gaz România S.A., Târgu Mures 2005 2006 Share capital RON m ¤m 433.1 117.7 433.1 128.0 Capital expenditure RON m ¤m 100.1 28.0 82.9 23.5 Sales revenue RON m ¤m 2,034.9 568.3 2,486.2 705.1 Net loss/income for the year RON m ¤m – 121.9 – 34.0 86.7 24.5 Gas sales bn kWh 42.7 39.0 24 Affiliates Slovakia Capital*: Bratislava Area in km2*: 49,030 Population*: 5.379 million (last census in 2001) Total gas consumption (bn kWh): 66.4 Investment: Nafta a.s. Abbreviation: NAFTA Location: Gbely Interest %: 40.45 ERI involvement: since 2004 Slovakia The economic upswing enjoyed in previous years continued in Slovakia in 2006. This is reflected in the strong growth of gross domestic product of 8.3 % in real terms in 2006. The new left-wing government elected in summer 2006 has announced that social aspects will have greater importance in their policies again. The comprehensive reforms of the previous government are, however, not to be reversed so the industry-friendly business climate should continue. The new government is also looking towards Europe and has stated that it is in favour of a rapid introduction of the euro as the national currency with effect from 1 January 2009. Investment: Slovensk ý plynárensk ý priemysel a.s.** Abbreviation: SPP Location: Bratislava Interest %: 24.5** ERI involvement: 2002 through E.ON Ruhrgas AG, since 2005 ERI following the transfer of E.ON Ruhrgas Mittel- und Osteuropa GmbH (ERMOE) to ERI * Source: Federal Foreign Office 03/07 ** through E.ON Ruhrgas Mittel- und Osteuropa GmbH, Essen, Slovak Gas Holding B.V., Zoetermeer/Netherlands – ERI interest: indirectly through Slovak Gas Holding B.V. (SGH), Zoetermeer/Netherlands, and E.ON Ruhrgas Mittel- und Osteuropa GmbH (ERMOE), Essen. ERMOE has a 50 % interest in SGH and is a wholly-owned subsidiary of E.ON International AG, Essen. Affiliates ERI interest: 40.45 % directly as well as 13.7 % indirectly through SPP a.s., Bratislava Nafta a.s., Gbely Nafta a.s. not only operates underground storage facilities but also conducts gas and oil exploration and production activities in Slovakia. In 2006, approx. 1,270.4 million kWh of gas and 27,663.0 tonnes of oil were produced. 2006 was mainly marked by the merger of Nafta with its wholly-owned subsidiary SVS, another successful step in the company’s restructuring process. As part of this merger, the assets were revalued according to their fair values. This resulted – compared with the values accounted so far – in a significant increase 25 in the asset values in the balance sheet according to Slovak accounting standards. The company continued to focus on its core business activities, gas storage and exploration/production by selling some of its sideline activities. Commercially speaking, the result of Nafta improved in 2006, also because of the advantageous development of oil and gas prices. The majority shareholder of Nafta a.s. is Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava, which holds a 56.2 % interest in the company. Nafta a.s., Gbely 2005 2006 Share capital SKK m ¤m 3,231 85 3,231 94 Sales revenue SKK m ¤m 4,521 119 6,074 176 Net income for the year SKK m ¤m 1,391 37 2,203 64 Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava The gas business in Slovakia is mainly operated by Slovensk ý plynárensk ý priemysel a.s. (SPP). SPP operates the gas transmission system in Slovakia for the transit of Russian gas to western Europe as well as the domestic distribution network. In 2006, the company transported approx. 768.0 billion kWh of gas through its transit system and supplied approx. 62.3 billion kWh of gas to some 1.4 million Slovak customers through its over 30,000 km distribution network. 2006 was dominated by the legal unbundling of SPP. As part of this unbundling, the transit business (i. e. the transport of gas through the high-pressure system mainly from the Ukrainian to the Czech/Austrian border) and the distribution business (i. e. the distribution of gas from the transit system to the Slovak gas consumers) were hived off into two wholly-owned subsidiaries (SPP preprava a.s. and SPP distribucia a.s.). The trading business and the central services stayed with the parent company. The operational business of the SPP Core Group (SPP a.s., SPP preprava a.s., SPP distribucia a.s.) remained stable. The company managed to supply the Slovak customers without restriction and in line with contracts despite the cold winter and the disruptions to Russian gas supplies in January 2006. There were no unusual restrictions on the transmission side, either. Commercially speaking, the operating result of the SPP Core Group developed stably in 2006. Special items also had a positive impact on the operating result, including the splitting of the company into several companies and the reversal of various provisions for legal disputes which had since been settled. Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava 2005 2006 Share capital SKK m ¤m 52,287 1,380 52,287 1,518 Sales revenue SKK m ¤m 86,241 2,277 –* –* Net income for the year SKK m ¤m 20,563 543 –* –* bn kWh 66.5 Gas sales * Figures for 2006 were not available at the time of publication of this Annual Report 66.4 ERI interest: 24.5 % indirectly through Slovak Gas Holding B.V. (SGH), Zoetermeer/ Netherlands, and E.ON Ruhrgas Mittel- und Osteuropa GmbH (ERMOE), Essen. ERMOE has a 50 % interest in SGH and is a wholly-owned subsidiary of ERI. 26 Affiliates Slovenia In 2006, the Slovenian economy was geared to the introduction of the euro on 1 January 2007. Of the ten EU accession countries, Slovenia was the only one to fulfil the criteria for the introduction of the euro. At 1.6 % of gross domestic product, the budget deficit is well below the 3 % maximum set in the Maastricht Stability Pact. At 2.5 %, the inflation rate was also below the 2.8 % reference figure. Gross domestic product also increased by 4.8 % as against 4 % in 2005 with investment rising sharply. In 2006, gas sales in Slovenia were again slightly upon the previous year’s consumption at 14.7 billion kWh. Gas has a share of approx. 13 % in primary energy consumption. Slovenia Capital*: Ljubljana Area in km2*: 20,273 Population*: 2.004 million (as at 30 Sept. 2005) Total gas consumption (bn kWh): 14.7 Investment: Geoplin d.o.o.** Abbreviation: GEOPLIN Location: Ljubljana Interest %: 6.52 ERI involvement: since 2001 * Source: Federal Foreign Office 03/06 ** through Ekopur d.o.o., Ljubljana/Slovenia – ERI interest: indirectly through Ekopur d.o.o., Ljubljana, which is a wholly-owned subsidiary of E.ON Ruhrgas International AG, Essen Geoplin d.o.o., Ljubljana Geoplin d.o.o. is responsible for the import and sale of gas to major customers and distribution companies in Slovenia. Geoplin purchases two thirds of its gas from Russia; the other third is imported from Algeria via Italy. Geoplin rents gas storage capacities in Austria and Croatia. Furthermore, Geoplin transits Russian gas en route to Croatia. Geoplin Plinovodi d.o.o., a wholly-owned subsidiary of Geoplin, is responsible for the transmission of gas and operation of the approx. 960 km pipeline network. ERI interest: 6.52 % indirectly through Ekopur d.o.o., Ljubljana, which is a wholly-owned subsidiary of E.ON Ruhrgas International AG Geoplin d.o.o., Ljubljana 2005 2006 Registered capital SIT m ¤m 7,388 30.8 7,388 30.8 Sales revenue SIT m ¤m 67,707 282.7 81,592 340.5 Net income for the year SIT m ¤m 5,892 24.6 7,925 33.1 bn kWh 14.3 14.7 Gas sales Affiliates Czech Republic The Czech economy was boosted by the positive investment climate in 2006, and gross domestic product rose by 6 % (forecast). Inflation ran at 2.5 %. Unemployment was cut to 7.7 % thanks to the steady expansion of production capacities. The elections for both houses of the Czech parliament took place in 2006 (in the senate only one third of the senators’ seats were up for re-election). Following these elections, the two sides of the political spectrum had a more or less equal number of seats. At the end of 2006, nothing had changed in this politically instable situation. This is having effects on energy policy. Important decisions for securing energy supplies were delayed (reduction of dependence on gas and oil imports, expansion of new nuclear power stations). The regulator decided to abolish gas market regulation for all customer groups with effect from 1 April 2007. In the Czech Republic, E.ON Ruhrgas International AG has stakes in Moravské naftové doly a.s. (MND), Hodonín, and in SPP Bohemia a.s., Prague. These two companies are active in the field of gas storage and MND is also involved in gas exploration and production. These interests are held indirectly through EUROPGAS a.s., Prague, and Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava. EUROPGAS is a holding company in which E.ON Ruhrgas International AG has a 50 % stake. Czech Republic Capital*: Prague Area in km2*: 78,866 Population*: 10.28 million Total gas consumption (bn kWh): 97.2 Investment: Moravské naftové doly a.s.** Abbreviation: MND Location: Hodonín Interest %: 43.4** ERI involvement: since 2003 Investment: SPP Bohemia a.s.*** Abbreviation: SPP BOHEMIA Location: Prague Interest %: 37.25*** ERI involvement: since 2000 * Source: Federal Foreign Office 03/07 ** through EUROPGAS a.s., Prague/Czech Republic, and SPP Bohemia a.s., Prague/Czech Republic – ERI interest: 37.05 % indirectly through EUROPGAS a.s., Prague (ERI interest: 50 %), and 6.35 % through SPP a.s., Bratislava (ERI interest: 24.5 %) *** through EUROPGAS a.s., Prague/Czech Republic, and SPP a.s., Bratislava/Slovakia – ERI interest: 25 % indirectly through EUROPGAS a.s., Prague (ERI interest: 50 %), and 12.25 % through SPP a.s., Bratislava (ERI interest: 24.5 %) 27 28 ERI interest: 43.4 % indirectly, incl. 37.05 % through Affiliates Moravské naftové doly a.s. (MND), Hodonín Moravské naftové doly a.s. (MND) is active in exploration and production in the Czech Republic and abroad as well as in the gas storage business. The majority shareholder of MND is SPP Bohemia a.s., Prague, which holds a 51.8 % stake. The company’s net income for the year rose as a result of the high oil prices. It continued to develop its exploration and production activities, both in the Czech Republic and abroad. EUROPGAS a.s., Prague, (ERI interest: 50 %), and 6.35 % through SPP a.s., Bratislava Moravské naftové doly a.s. (MND), Hodonín (ERI interest: 24.5 %) 2005 2006* Share capital CZK m ¤m 806 27.8 806 29.3 Sales revenue CZK m ¤m 3,607.3 124.4 3,827.3 135.0 Net income for the year CZK m ¤m 2,013.9 69.4 1,597.2 56.4 * provisional SPP Bohemia a.s., Prague SPP Bohemia a.s., which is domiciled in Prague, stores gas for Slovensk ý plynárensk ý priemysel a.s. (SPP), Bratislava, and has shareholdings in three Czech regional gas companies, Severomoravská plynárenská a.s. (SMP) (20.2 %), V ýchodočeská plynárenská a.s. (VCP) (18.6 %) and Jihomoravská plynárenská a.s. (JMP) (2.3 %). EUROPGAS a.s., Prague, and SPP a.s., Bratislava, each have a 50 % interest in SPP Bohemia a.s. The company performed stably in 2006. ERI interest: 37.25 % indirectly, incl. 25 % through EUROPGAS a.s., Prague (ERI interest: 50 %), and 12.25 % through SPP Bohemia a.s., Prague SPP a.s., Bratislava 2005 2006 Share capital CZK m ¤m 1,100 37.9 1,100 40.0 Sales revenue CZK m ¤m 618.7 21.3 631.1 22.3 Net income for the year CZK m ¤m 431.5 14.9 832.3 29.4 (ERI interest: 24.5 %) Affiliates Hungary In 2006, the Hungarian economy grew by 4 % in real terms. However, at 7.5 % unemployment was high. At the beginning of the year, inflation dropped to a low, but rose again in the second half of 2006, averaging approx. 3.3 % over the year as a whole. In the first nine months of the year, approx. ¤ 3.7 billion was invested in Hungary – the highest influx of capital into Hungary to date. This high influx of capital was mainly due to the acquisition of the MOL gas trading and gas storage companies by E.ON Ruhrgas International AG. In 2006, total gas consumption in Hungary ran at approx. 147.3 billion kWh and was thus slightly down on the figure for the previous year as a result of the mild weather at the end of 2006. Approx. 33 % of the gas was used for the direct space heating of Hungarian homes, 35 % for power generation and the rest for other industrial and commercial customers. If the district heat generated using gas is added to the gas consumed directly by residential customers, approx. 78 % of Hungarian homes are heated with gas. Hungary Capital*: Budapest Area in km2*: 93,000 Population*: 10.08 million (as at January 2007) Total gas consumption (bn kWh): 147.3 Investment: E.ON Földgáz Storage Zrt.** Abbreviation: EFS Location: Budapest Interest %: 100 ERI involvement: since 2006 Investment: E.ON Földgáz Trade Zrt.** Abbreviation: EFT Location: Budapest Interest %: 100 ERI involvement: since 2006 Investment: Panrusgáz Zrt. Abbreviation: PANRUSGÁZ Location: Budapest Interest %: 50 ERI involvement: since 2006 * Source: Federal Foreign Office 03/07 ** 0.15 % of E.ON Földgáz Storage Zrt., Budapest/Hungary, and 0.02 % of E.ON Földgáz Trade Zrt., Budapest/Hungary, are held by RGE Holding GmbH, Essen The E.ON Földgáz Group: E.ON Földgáz Trade Zrt. and E.ON Földgáz Storage Zrt., Budapest The full takeover of the two companies, MOL Storage (storage business) and MOL WMT (trading business) by E.ON Ruhrgas International AG was completed with effect from 31 March 2006. The two companies were then renamed E.ON Földgáz Storage Zrt. and E.ON Földgáz Trade Zrt. in mid-2006. On 12 July 2006, a framework agreement was signed between E.ON AG and OAO Gazprom on the exchange of gas production and gas trading assets as well as shareholdings in electricity and gas sales companies. As part of this agreement, E.ON AG is to acquire a share of 25 % minus one voting right in the Siberian gas field, Yuzhno Russkoye. In return, OAO Gazprom is to receive a 50 % share minus one vote in both E.ON Földgáz Trade Zrt. and E.ON Földgáz Storage Zrt. as well as 25 % plus one vote in E.ON Hungária Zrt, Budapest. This process is expected to be completed in 2007. The transaction is still subject to approval by the Hungarian and European authorities. E.ON Földgáz Storage Zrt. is planning to extend its storage capacities and intends to contribute 50 % of the cost of the construction of the so-called Hungarian strategic gas storage facility as part of an agreement with MOL. 29 30 Affiliates E.ON Földgáz Storage Zrt. (EFS), Budapest E.ON Földgáz Storage Zrt. operates the five underground gas storage facilities, Pusztaederics, Kardoskút, Hajdúszoboszló, Zsana and Maros I in Hungary. The total working gas capacity of the five underground storage facilities is approx. 3,500 million m3 with an injection capacity of approx. 25 million m3/day and a peak withdrawal capacity of approx. 47.5 million m3/day, which is roughly 50 % of peak requirements on a winter day. The sales revenue of E.ON Földgáz Storage Zrt. amounted to approx. ¤ 108 million in the period from April to December 2006; EBIT ran at approx. ¤ 60 million. Sales revenue is expected to rise slightly in 2007 and profits to remain stable. ERI interest: 100 % E.ON Földgáz Storage Zrt. (EFS), Budapest 2006 Figures for 9 months 26.3 Share capital ¤m Capital expenditure ¤m 25.5 Sales revenue ¤m 108.4 Net income for the period ¤m 24.8 ERI interest: 100 % E.ON Földgáz Trade Zrt. (EFT), Budapest E.ON Földgáz Trade Zrt. is the largest gas trading company in Hungary with a sales volume of approx. 135.0 billion kWh in 2006. Most of this gas is purchased through Panrusgáz Zrt., Budapest, a joint venture of E.ON Ruhrgas International AG (50 %), OOO Gazprom Export, Moscow, (40 %) and Centrex Hungária Zrt., Budapest (10 %). Together with the gas purchased from E.ON Ruhrgas AG and Gaz de France S.A., Paris, this makes up 75 % of total gas purchases. Other gas comes from indigenous sources (18 %) as well as from the Hungarian trader Emfesz (approx. 7 %). The gas is sold to twelve Hungarian gas distribution companies as well as to industrial customers and power stations. In the period from April to December 2006, the sales revenue of E.ON Földgáz Trade Zrt. amounted to approx. ¤ 1.94 billion; EBIT was approx. – ¤ 85 million due to the losses resulting from state regulation. Partial reimbursement of the losses and a profit for the year are expected in 2007. E.ON Földgáz Trade Zrt. (EFT), Budapest 2006 Figures for 9 months 23.3 Share capital ¤m Capital expenditure ¤m 1.4 Sales revenue ¤m 1,943.6 ¤m – 105.5 bn kWh 77.0 Net loss for the period Gas sales Affiliates 31 Scandinavia Finland In 2006, Finland’s gross domestic product increased by 4.3 % in real terms, one of the best growth rates in the EU 15. One major driver of this economic growth was higher exports. Inflation ran at 1.3 %. The focus of investments, which made up approx. 20 % of gross domestic product, shifted from construction to plant and equipment. The economic upswing generated a 3 % budget surplus and cut the unemployment rate to below 8 % at the end of the year. All the gas required by the country is imported from Russia and covers 11 % of primary energy demand. The gas pipeline network is in the densely populated southern part of Finland. Here there is further expansion potential for gas in competition with the less environmentally friendly energies, coal and oil. Overall, approx. 47 % of the gas went to industrial customers, 51 % was used for municipal electricity and district heat generation. This share will increase in the years to come as the demand for electricity in Gasum Oy, Espoo Gasum secures gas supplies for Finland and ensures sufficient liquidity on the secondary wholesale market. The company operates a 1,050 km high-pressure gas transmission system which stretches from Imatra on the Russian-Finnish border in the southeast of Finland to Lohja and Kyröskoski. In addition, Gasum operates approx. 450 km of the 1,440 km gas distribution network in Finland, selling approx. 400 million kWh of gas through it. Gasum is also active in the Estonian distribution market. Since 2001, Gasum has been operating a gas exchange for the secondary wholesale market on which just under 3 % of all gas consumed in Finland is traded. It is planned to change the trading conditions in 2007, bringing them into line with those on the electricity exchange and making them more flexible for the customers. This should increase the volume of gas traded from 2007 onwards. Finland Capital*: Helsinki Area in km2*: 338,145 Population: 5.26 million (2005, source: Statistics Finland) Total gas consumption (bn kWh): 50.2 Investment: Gasum Oy Abbreviation: GASUM Location: Espoo Interest %: 20 ERI involvement: since 1999 * Source: Federal Foreign Office 10/06 Finland is growing. The residential and commercial sector is slow to develop and only accounts for 2 % of gas consumption. In 2006, Gasum took part in a feasibility study on the construction of an offshore pipeline connecting the Finnish and the Baltic gas pipeline systems. The aim is to strengthen Finland’s supply security. The supply of gas to a diesel production plant since the beginning of 2007 is a further diversification of Gasum’s gas marketing portfolio. Thanks to the cold weather in the first quarter, Gasum managed to considerably increase its gas sendout compared with the previous year. Furthermore, the high electricity prices on the Nord Pool electricity exchange led to higher sales of gas to power stations. Gasum Oy, Espoo 2005 2006* 178.8 Share capital ¤m 178.8 Capital expenditure ¤m 38.7 37.2 Sales revenue ¤m 635.0 879.8 Net income for the year ¤m 22.6 44.5 bn kWh 41.9 45.4 Gas sales * provisional ERI interest: 20 % 32 Affiliates Norway In 2006, Norway’s gross domestic product rose by 2.5 % in real terms and inflation also ran at 2.5 %. Norway would like to use its own abundant gas deposits more for end consumers. However, the government wants to make sure that the state subsidies granted in support of this programme do not disadvantage more environmentally friendly alternatives. Therefore, Norway is currently examining whether it would be sensible to introduce a CO2 tax on the use of gas for space-heating purposes. Ferries have now become customers for gas. Natural gas in the form of LNG is to reduce pollution, particularly in the fjords. Industry has increased its gas consumption in recent years to approx. 6 %. However, there is still little gas used in power generation and in the residential sector. Gasnor AS, Karmoy Gasnor, which has existed in this form for two years now and in which E.ON Ruhrgas International AG holds a 14 % stake, is Norway’s leading gas distribution company. In recent years, Gasnor has developed the LNG supply chain to such an extent that it sold as much LNG as pipeline gas in 2006. LNG is a cost-efficient way of supplying the mainly industrial customers in scattered and remote areas by tanker and truck. The use of LNG to fuel ferries offers potential for long-term, steady sales volumes for Gasnor. Norway Capital*: Oslo Area in km2*: 324,000 (incl. Spitzbergen and Jan Mayen: 385,000) Population*: 4.66 million Total gas consumption (bn kWh): 3.5 Investment: Gasnor AS Abbreviation: GASNOR Location: Karmoy Interest %: 14 ERI involvement: since 2001 * Source: Federal Foreign Office 10/06 The commissioning of a third LNG facility in mid-2007 and another LNG tanker in 2008 will permit further expansion of the LNG business. In the Haugesund region, an 80 km pipeline system is the basis for the spread of gas supply. In 2006, Gasnor acquired the remaining shares in the regional sales companies, Naturgass Helgeland and Naturgass Trondelag, in which it already had majority shareholdings. Furthermore, Gasnor has minority interests in SFE Naturgass (West and Fjord Norway district), Naturgass Møre and Naturgass Grenland. Gasnor AS, Karmoy 2005 2006 Share capital NOK m ¤m 57.7 7.2 57.7 7.0 Capital expenditure NOK m ¤m 169.7 21.3 277.3 33.7 Sales revenue NOK m ¤m 260.5 32.6 309.4 37.6 Net income for the year NOK m ¤m 4.7 0.6 14.0 1.7 Gas sales bn kWh 1.1 1.2 ERI interest: 14 % Affiliates 33 Sweden In 2006, Sweden’s gross domestic product grew by 4.3 % in real terms. At the same time, consumer prices rose by 1.5 %. The first annual regulation period ended in 2006. The tariffs of the gas transmission companies will be reviewed in an ex-post procedure in mid-2007. 2006 was also the first year in which the state-run company, Svenksa Kraftnät, performed the network supervision functions, in particular the balancing functions, as a so-called independent system operator. Gas currently only accounts for 2 % of Swedish primary energy consumption. However, this will rise by approx. one percentage point in the medium term when two gas-fired power stations are commissioned. Gas currently covers over 20 % of the energy requirements of the people living in the southwest of the country within reach of the Swedish high-pressure pipeline network. The government’s long-term policy is for the country to be independent of energy imports and fossil fuels. Swedegas AB, Gothenburg Swedegas AB – until February 2007 Nova Naturgas AB – is responsible for the technical and commercial operation of the main strand of the high-pressure pipeline from the Dragør delivery station on the Danish-Swedish border along the southwest coast to Stenungsund, roughly 50 km north of Gothenburg. The company transports all the gas required in Sweden over a distance of 370 km to gas supply companies and industrial customers. 43 % of the gas goes to power and district heat generating plants. Industrial companies, which use gas as a raw material and for space-heating purposes, account for 40 %. The residential and commercial sector uses the remaining 17 %. Sweden Capital*: Stockholm Area in km2*: 450,000 Population*: 9.0 million Total gas consumption (bn kWh): 11.2 Investment: Swedegas AB** (formerly Nova Naturgas AB) Abbreviation: SWEDEGAS Location: Gothenburg Interest %: 29.59 ERI involvement: since 1997 * Source: Federal Foreign Office 11/06 ** Renamed in 2007 The connection of a power station to the Swedegas network in Gothenburg in November 2006 should boost the volume transported by approx. 11 % in 2007. This will also increase the importance of Sweden’s gas industry for national energy supplies. Furthermore, Swedegas AB is involved in studies which are being conducted in preparation for the construction of a pipeline to connect Norway and Sweden. The sales revenue of Swedegas AB increased slightly in 2006, mainly as a result of a new tariff system. If it had not been for a special tax item, net income for 2006 would have been higher. Generally speaking, the difficult regulatory framework does not permit growth, which prevents any improvement in profits. Swedegas AB, Gothenburg 2005 2006* Share capital SEK m ¤m 120.0 12.8 120.0 13.3 Capital expenditure SEK m ¤m 50.2 5.3 79.0 8.7 Sales revenue SEK m ¤m 204.2 21.7 216.0 23.9 Net income for the year SEK m ¤m 51.7 5.5 27.8 3.1 bn kWh 9.6 11.0 Volume of gas transported * provisional ERI interest: 29.59 % 34 Affiliates Western Europe Luxembourg In 2006, Luxembourg’s gross domestic product grew by 5.5 % as the economy flourished while inflation ran at 2.7 %. So far 78 % of the gas market has been liberalised and it is to be opened fully for competition by 1 July 2007. Luxembourg Capital*: Luxembourg Area in km2*: 2,586 Population*: 0.46 million Total gas consumption (bn kWh): 15.9 Investment: Société de Transport de Gaz S.A. Abbreviation: SOTEG Location: Luxembourg Interest %: 20 ERI involvement: since 1997 * Source: Federal Foreign Office 11/06 ERI interest: 20 % SOTEG – Société de Transport de Gaz S.A., Luxembourg Société de Transport de Gaz S.A. supplies the Twinerg combined-cycle power plant, industrial customers and local distribution companies in Luxembourg through its 390 km high-pressure pipeline network. Gas sales are divided roughly equally among these three segments. Higher sales to the steel industry more than compensated for the losses in other industrial sectors. The result from the electricity trading business also contributed to the profits of the company. SOTEG – Société de Transport de Gaz S.A., Luxembourg 2005 2006 Share capital ¤m 20 20 Capital expenditure ¤m 5.6 5.7 Sales revenue ¤m 288.3* 444.5* Net income for the year ¤m 10.6 16.1 bn kWh 15.3 16.7 Gas sales * incl. sales revenue from the electricity trading business Affiliates 35 Switzerland Gross domestic product in Switzerland grew by 2.7 % in 2006 while inflation ran at 1.1 %. Gas consumption accounts for roughly 13 % of the country’s primary energy consumption. This low figure compared with the European average (25 %) is due to the small amount of gas used for power generation. Switzerland Capital*: Bern Area in km2*: 41,285 Population*: 7.473 million Total gas consumption (bn kWh): 34.9 Investment: Holdigaz SA Abbreviation: HOLDIGAZ Location: Vevey Interest %: 2.21 ERI involvement: since 1993 * Source: Federal Foreign Office 10/06 ERI interest: 2,21 % Holdigaz SA, Vevey Holdigaz SA is the result of the merger of CICG Holding SA and SGPR Holding SA in 2005. Two subsidiaries were established during the 2005/2006 financial year, Holdigaz Trading SA for gas sales and Holdigaz Management SA as a service provider. In 2005/2006, Holdigaz SA supplied 37 communities in the canton of Waadt in western Switzerland through its 597 km pipeline network. Of the 1.1 billion kWh of gas sold in 2006, 75 % went to residential customers, 19 % to commercial companies and 6 % to industry. Holdigaz SA, Vevey 2004/2005* 2005/2006 Share capital CHF m ¤m 20.5 13.2 20.5 12.9 Sales revenue CHF m ¤m 108.2 69.9 129.7 82.1 Net income for the year CHF m ¤m 5.1 3.3 4.8 3.0 Gas sales m kWh 1,012 1,078 * Pro-forma financial statements of Holdigaz SA as at 31 March 2005 36 Profile of the National Affiliates Affiliates Germany General Development In 2006, gross domestic product rose in Germany by 2.7 % in real terms. With the global economy growing sharply and production capacities being more fully utilised, there was, above all, an increase in capital spending. By contrast, private consumption recovered little and consumer prices rose by only 1.7 %, less sharply than in 2005. In 2006, primary energy consumption increased in Germany by 1.2 % to 345 mtoe, gas consumption rose by 1.5 % to 1,016 bn kWh. Gas accounted for 22.8 % of primary energy consumption. Regulation The German affiliates were also affected in 2006 by preparations for the regulation of network fees. Saar Ferngas Transport GmbH, Saarbrücken, Ferngas Nordbayern GmbH, Nuremberg, and Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH, Erfurt, all submitted their cost-based fee applications to the Federal Network Agency (BNetzA) on schedule at the end of January 2006. Gas-Union Transport GmbH & Co. KG, Frankfurt am Main, established fees in the comparison market in accordance with Section 19 of the Gas Network Fee Ordinance (GasNEV) and notified the Federal Network Agency accordingly. The Federal Network Agency made deductions from the proposed fees of Gas-Union Transport GmbH & Co. KG in August 2006. Gas-Union Transport GmbH & Co. KG has appealed against this decision. In November, the final regulation notices for the gas networks of the other three companies were issued. The Federal Network Agency cut the proposed network fees of Ferngas Nordbayern GmbH by approx. 19 %, those of Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH by approx. 10 % and those of Saar Ferngas Transport GmbH by approx. 5 %. Germany Capital*: Berlin Area in km2*: 357,050 Population*: 82.5 million Total gas consumption (bn kWh): 1,016.0 Investment: European Energy Exchange AG Abbreviation: EEX Location: Leipzig Interest %: 0.26 ERI involvement: since 2000 Investment: Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH** Abbreviation: EVG Location: Erfurt Interest %: 50** ERI involvement: since 1990 through E.ON Ruhrgas AG Investment: Ferngas Nordbayern GmbH*** Abbreviation: FGN Location: Nuremberg Interest %: 53.1*** ERI involvement: 1962 – 1995 through E.ON Ruhrgas AG, 1995 – 2002 ERI, since 2002 RGE Holding GmbH Investment: Gas-Union GmbH*** Abbreviation: Gas-Union Location: Frankfurt am Main Interest %: 25.93*** ERI involvement: 1968 – 1994 through E.ON Ruhrgas AG, 1994 – 2002 ERI, since 2002 RGE Holding GmbH Investment: Saar Ferngas AG*** Abbreviation: SFG Location: Saarbrücken Interest %: 20*** ERI involvement: 1976 – 1995 through E.ON Ruhrgas AG, 1995 – 2002 ERI, since 2002 RGE Holding GmbH * Source: Federal Foreign Office 10/06 ** through E.ON Ruhrgas AG, Essen, looked after by E.ON Ruhrgas International AG, Essen *** through RGE Holding GmbH, Essen, which is a wholly-owned subsidiary of E.ON Ruhrgas International AG, Essen 37 38 Affiliates ERI interest: 0.26 % E.ON Ruhrgas interest: 50 % European Energy Exchange AG (EEX), Leipzig EEX AG continued to expand in 2006, setting a new record by increasing the volumes of electricity traded on the EEX spot and futures markets by 88 % to 1,133 TWh (2005: 602 TWh). The electricity futures market developed particularly well with volumes traded increasing by 102 % from 517 TWh to 1,044 TWh. Growth was also recorded on the spot and futures markets for CO2 emission rights as well as on the futures market for coal which started up in May. The number of companies participating increased from 132 to 158 in 2006. They come from a total of 19 countries (2005: 16 countries). In 2007, it is planned to establish a gas exchange in Germany in cooperation with E.ON Gastransport AG & Co. KG, Essen. Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH (EVG), Erfurt Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH (EVG) supplies gas to industrial companies, municipal utilities and regional gas supply companies in Thuringia, Saxony, Saxony-Anhalt and Hesse through its approx. 1,200 km pipeline network. In 2006, gas sendout fell slightly by 2 % to 22.6 billion kWh due to the mild temperatures in the last quarter. Accordingly, net income for the year decreased by 5 % to ¤ 26.3 million. At the end of 2006, EVG set up an independent gas transmission division which is to be leased to an independent transmission subsidiary in the course of 2007. Sales revenue from the transmission of gas for third parties was on a par with the previous year. The interest is held by E.ON Ruhrgas AG and looked after by E.ON Ruhrgas International AG. Erdgasversorgungsgesellschaft Thüringen-Sachsen mbH (EVG), Erfurt 2005 2006 Registered capital ¤m 32.0 32.0 Capital expenditure ¤m 0.9 0.9 Sales revenue ¤m 620.1 739.8 ¤m 27.8 26.3 bn kWh 23.1 22.6 Net income for the year Gas sales Affiliates ERI interest: 53.1 % (through RGE Holding GmbH) Ferngas Nordbayern GmbH, Nuremberg Ferngas Nordbayern GmbH delivers gas to 36 gas utilities and their over 360,000 customers through its more than 2,000 km high-pressure pipeline network. Furthermore, the company supplies 116 large, mainly industrial, customers in Bavaria, Saxony, Thuringia as well as Baden-Württemberg. Ferngas Nordbayern GmbH holds shares in several energy utilities in its sales territory. FGN increased its gas sendout slightly by 0.1 billion kWh to 31.0 billion kWh in 2006. The 1.3 % fall in sendout to distribution companies to 22.9 billion kWh due to the unusually mild temperatures in the last quarter of 2006 was more than offset by higher gas sales to direct customers (+ 4.3 % to 8.0 billion kWh). As a result of lower tax expense, net income for the year 39 rose by ¤ 1.9 million to ¤ 24.2 million. The decrease in taxes was a result of the first-time recognition of the corporation income tax credit of FGN and the leasing of the business operations of Kommunalgas Nordbayern GmbH to E.ON Bayern AG from 1 January 2006. FGN will meet the legal unbundling requirements not by establishing its own transmission company, but by leasing its pipeline network to a project company of E.ON Gastransport AG & Co. KG, Essen, yet to be established. Ferngas Nordbayern GmbH, Nuremberg Registered capital ¤m 2005 2006 33.0 33.0 Capital expenditure ¤m 1.6 1.7 Sales revenue ¤m 784.6 984.4 ¤m 22.3 24.2 bn kWh 30.9 31.0 Net income for the year Gas sales Gas-Union GmbH, Frankfurt am Main Gas-Union GmbH supplies gas to utilities and industrial companies in Hesse and four bordering federal states. The high-pressure pipeline system has a length of approx. 500 km. The company has a stake in an energy utility in the former East German states and also operates an underground gas storage facility in Hesse. To comply with the legal unbundling requirements, Gas-Union GmbH has established an independent transmission company, Gas-Union Transport GmbH und Co. KG (GUT). Gas-Union GmbH’s sendout was on a par with the figure for 2005 at 43.7 billion kWh. Net income for the year increased by ¤ 0.4 million to ¤ 13.2 million. ERI interest: 25.93 % (through RGE Holding GmbH) Gas-Union GmbH, Frankfurt am Main 2005 2006* Registered capital ¤m 23.0 23.0 Capital expenditure ¤m 6.4 14.9 Sales revenue ¤m 1,057.1 1,277.9 Net income for the year ¤m 12.8 13.2 bn kWh 43.8 43.7 Gas sales * provisional 40 Affiliates Saar Ferngas AG, Saarbrücken Saar Ferngas AG already leased its approx. 1,700 km high-pressure pipeline network to an independent subsidiary – Saar Ferngas Transport GmbH – in 2005. Through this subsidiary, Saar Ferngas AG supplies 52 regional and local energy companies as well as 20 industrial customers and power stations in the Saarland as well as in parts of Baden-Württemberg and the Rhineland-Palatinate. With its underground storage facility, Frankenthal, the company has its own storage capacities and also holds a large number of interests in domestic and foreign energy utilities. Despite the increasingly difficult market environment and the unfavourable weather in the last quarter of 2006, Saar Ferngas AG managed to keep gas sendout on a par with the previous year at 44.7 billion kWh. ERI interest: 20 % (through RGE Holding GmbH) Saar Ferngas AG, Saarbrücken Share capital ¤m 2005 2006 50.0 50.0 Capital expenditure ¤m 52.3 18.2 Sales revenue ¤m 1,166.0 1,429.3 ¤m 38.3 45.2 bn kWh 45.1 44.7 Net income for the year* Gas sales * before appropriation of profits and payments to minority interests Assuming responsibility for progress through active partnership 42 Best Practice in Romania One example of constructive cooperation between E.ON Ruhrgas International AG (Dr Sven Anders, Shareholdings Developer for central and south-eastern Europe – first photo on the left, left) and E.ON Ruhrgas AG (Diethelm Mohr, Head of Customer Service – third photo from the right). Joint customer care centre of E.ON Gaz România S.A. and E.ON Moldova S.A. in Iasi. Best Practice in Romania Central and south-eastern Europe remains a dynamic market. Economic growth is well above the average for western EU countries. The demand for energy is rising steadily in the countries of eastern Europe. This growing energy requirement is partly driven by increasing consumer demand for technical appliances and equipment. Furthermore, there is a strong trend towards the expansion of energy plants. This trend can only be partly offset by energy-saving measures. Part of the E.ON Group’s strategy is to rapidly integrate the east European companies into the Group’s structures. Parallel to this, the companies are preparing themselves to meet the challenges of a Europeanwide liberalised market. It is therefore also a matter of sustaining the long-term competitiveness of the companies. With this aim in mind, the east European E.ON Group companies are also intensifying their cooperation with each other. Together they define and implement optimised processes. These activities are closely intermeshed with other best practice initiatives in the Group. “OneE.ON” – the motto for the growing-together of Group companies – has already become reality in Romania as well. One example of this is the joint customer care centres of E.ON Gaz România and E.ON Moldova (E.ON Moldova, Bacau, supplies approx. 1.3 million customers with some 4 billion kWh of electricity). In the customer care centres, the customers find qualified staff who can answer questions on both gas and electricity. It is planned to open further customer care centres shortly. Joint call centres are also to be established in the near future. These measures will further intensify cooperation between the companies. The involvement of a 20-strong integration team made up of E.ON Ruhrgas International and E.ON Ruhrgas staff is helping to promote successful cooperation at E.ON Gaz România. In the meantime, about ten staff from Germany have now moved to work for several years in Târgu Mures, the headquarters of E.ON Gaz România S.A. Last year, the team gave an impressive performance not only in the speed with which they introduced and handled the integration process but also, in particular, the great commitment they showed beyond the boundaries of one company. It was especially pleasing to see that the integration process is a good example of international successful cooperation. The performance of the project team is outstanding and is just one example of the excellent Best Practice in Romania Opening of the joint customer care centre in Bacau by Dr Achim Saul, Director-General of E.ON Gaz România S.A. (second photo from the right, left), and Günther Schubert, Director-General of E.ON Moldova S.A. Customer care centre in Bacau. quality of work in many other sectors of our Group. In recognition of their work, the team received the 2006 OneE.ON prize for “The Integration of E.ON Gaz România”. This award is conferred for particularly good examples of how OneE.ON is lived in daily life. The rebranding, which took place in the E.ON Ruhrgas Group in mid-2006, was already successfully implemented at E.ON Gaz România on 1 April 2006. The company had started restructuring in 2005. The aim was to become more efficient with a new organisational structure and be better equipped for future challenges. The new corporate identity which has come out of all the changes and developments is bringing E.ON Gaz România closer to the corporate culture and the values of the E.ON Group. This will make the company even more competitive and customer-oriented. Customer orientation will be intensified through joint projects between E.ON Ruhrgas International and E.ON Ruhrgas. In these projects, process analyses and optimisations will be performed on behalf of our affiliates with a view to more effective cooperation between the project management and sales teams. The aim is, as for example at Congaz in Constanta, to offer the affiliates’ customers shorter waiting times and more accurate scheduling of their connection to the gas mains. This gives the customers more reliable information for planning the installation of their gas space-heating systems and also provides the companies with a new customer loyalty instrument. This cooperation ensures that the guiding principle of “one face to the customer” is practised in the respective countries and as much know-how as possible is transferred. 43 44 Shareholdings Development, Legal Affairs and Shareholdings Controlling Departments Profile of the Shareholdings Development, Legal Affairs and Shareholdings Controlling Departments of E.ON Ruhrgas International AG Within the Pan-European Gas market unit headed by E.ON Ruhrgas, E.ON Ruhrgas International AG is responsible for the growth and development of over 20 midstream and downstream energy affiliates in 15 European countries. The core task and at the same time main challenge for E.ON Ruhrgas International AG is to optimally control the different affiliates in the spirit of partnership and also to exploit gas and other synergies in and between the affiliates of E.ON Ruhrgas International, E.ON Ruhrgas and within the E.ON Group in Europe. More than half of the staff of E.ON Ruhrgas International AG now work locally in seven European countries. Here they are directly entrusted with the management of the respective companies. These employees are given crucial support by their colleagues at the head office of E.ON Ruhrgas International AG in Essen. Here more than 30 employees make sure that know-how is shared with the colleagues at the local affiliates. One corporate goal of E.ON Ruhrgas International AG is to increase the value of the portfolio of affiliates. In order to achieve this goal, the employees of the foreign affiliates are, for example, given support in their work with market development measures, such as programmes for customer care or the improvement of their organisational and cost structures. E.ON Ruhrgas International AG has a lean organisational structure. The staff in Essen report to three Board members. This ensures the clear assignment of tasks which are basically divided up into three fields of activity: shareholdings development, legal affairs and shareholdings controlling. The shareholdings development team supports their colleagues in Europe with the further development of their respective companies. Moreover, as project managers, they ensure that the investment portfolio is expanded. In order to optimally exploit existing know-how, short-term task forces made up of shareholdings developers, shareholdings controllers, inhouse legal counsels and other specialists are set up to handle further acquisitions in northern, western, central and south-eastern Europe. The legal experts of E.ON Ruhrgas International AG are always there to help both the local team and the individual affiliates, whether on questions of company law (agreements on the acquisition or sale of shares), the drafting of contracts (e. g. gas purchase or sales contracts) or on other legal issues (contracts of employment etc.). The employees in the Shareholdings Controlling department perform the commercial controlling, reporting, financial and accounting functions for the companies. The information gathered from the analysis and preparation of company data is compiled and reported to the parent company, E.ON Ruhrgas AG. The key factor with all these activities is that all staff work together with their colleagues in the affiliates, developing pan-Group and cross-border cooperation with a view to creating a European network of E.ON companies. As a result of this cross-border cooperation, E.ON Ruhrgas International AG can confidently say: We are at home in Europe. Using our energy and experience for success in Europe 46 Financial Statements E.ON Ruhrgas International AG Balance Sheet as at 31 December 2006 Assets 31 Dec. 2005 ¤ ‘000 31 Dec. 2006 ¤ 81 77,579 Fixed assets Tangible assets Other fixtures and fittings, tools and equipment Financial assets 1,530,764 2,300,395,499 Participating interests 484,635 503,706,117 Other long-term loans 147 137,301 2,015,627 2,804,316,496 137,347 968,746,953 Shares in affiliated undertakings Current assets Debtors and other current assets Amounts owed by affiliated undertakings Amounts owed by undertakings with which the company is linked by virtue of participating interests 458 0 Other current assets 498 88,031,523 138,303 1,056,778,476 Cash at banks and cash in hand Prepayments and accrued income 1,766 3,984,177 140,069 1,060,762,653 32 29,320 2,155,728 3,865,108,469 Financial Statements Shareholders’ Equity and Liabilities 31 Dec. 2005 ¤ ‘000 31 Dec. 2006 ¤ Capital and reserves Subscribed capital Share premium account Reserves 156,000 156,000,000 1,765,852 1,765,852,497 12,831 12,830,518 1,934,683 1,934,683,015 Provisions for liabilities and charges Provisions for pensions a) Pension obligations b) Exemption amount from debt assumption 6,857 10,343,606 0 – 10,343,606 6,857 0 Provisions for taxes 5,870 5,870,000 Other provisions 5,512 11,456,887 18,239 17,326,887 417 814,046 202,056 1,910,946,729 Creditors Trade creditors Amounts owed to affiliated undertakings Other creditors 333 1,337,792 202,806 1,913,098,567 2,155,728 3,865,108,469 47 48 Financial Statements E.ON Ruhrgas International AG Profit and Loss Account for the Year Ended 31 December 2006 Income from participating interests of which from affiliated undertakings Income from profit-and-loss transfer agreements 2005 ¤ ‘000 2006 ¤ 40,819 40,626,996 (931) (375,159) 139,484 146,048,875 4,972 100,274,322 185,275 286,950,193 Wages and salaries 7,902 12,020,975 Social security costs 1,594 4,061,186 (1,106) (3,420,897) 9,496 16,082,161 Other operating income Staff costs of which for pensions Depreciation of tangible assets Other operating charges Other interest and similar income of which from affiliated undertakings Interest payable and similar charges of which to affiliated undertakings Profit on ordinary activities Taxes on income and earnings Other taxes Net income before transfer of profit 56 57,934 9,667 107,988,130 367 28,624,936 (340) (27,082,534) 6,887 45,304,009 (5,301) (44,969,922) 159,536 146,142,895 – 5,039 – 13,872,179 8 10,073 164,567 160,005,001 49 Published by: E.ON Ruhrgas International AG Huttropstrasse 60, 45138 Essen, Germany T + 49 2 01-1 84-00 F + 49 2 01-1 84-15 50 www.eon-ruhrgas-international.com Designed by: Kuhn, Kammann & Kuhn AG, Cologne Printed by: druckpartner Druck- und Medienhaus GmbH, Essen Photographs by: E.ON Ruhrgas AG, Essen