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Publication Date:<br />

Aug. 28, 2007<br />

Issuer Credit Rating:<br />

A/Stable/A-1<br />

Primary Credit Analyst:<br />

Peter Kernan,<br />

London,<br />

(44) 20-7176-3618<br />

Secondary Credit Analysts:<br />

Ralf Etzelmueller,<br />

Frankfurt,<br />

(49) 69-33-999-123<br />

Amrit Gescher,<br />

London,<br />

(44) 20-7176-3733<br />

E.ON AG<br />

Rationale<br />

The ratings on Germany-based utility E.ON AG<br />

factor in that the company will releverage its<br />

balance sheet through increased organic<br />

investment, a share buyback, and acquisition<br />

expenditure. Specifically, the ratings incorporate<br />

the assumption that the company’s funds from<br />

operations (FFO) to net adjusted debt will remain<br />

above 20% and at levels commensurate with an<br />

‘A’ rating (absent any greater-than-expected<br />

increase in business risk that could necessitate a<br />

higher level of credit protection).<br />

E.ON’s revised medium-term strategy includes<br />

significant organic growth investments (a €60<br />

billion investment program has been budgeted<br />

through 2010), increased returns to shareholders<br />

(a €7 billion share buyback by the end of 2008),<br />

and more active management of the balance sheet.<br />

Further to E.ON’s decision to withdraw its €70<br />

billion bid for Endesa S.A. (A/Watch Neg/A-1) of<br />

Spain, E.ON has an agreement with Enel SpA<br />

(A/Watch Neg/A-1) and Acciona to acquire<br />

generation assets from Enel and Endesa mainly in<br />

Italy, Spain, and France for an estimated<br />

enterprise value of €10 billion, if Enel and<br />

Acciona gain control of Endesa. Large<br />

acquisitions also remain possible but are expected<br />

to be funded in line with the company’s minimum<br />

rating target of ‘A’ and its 3x economic net debtto-EBITDA<br />

target ratio (barring any material<br />

change in its business risk). As at Dec. 31, 2006,<br />

E.ON calculated that its ratio of economic net<br />

debt to EBITDA was 1.5x.<br />

Standard & Poor’s Ratings Services regards the<br />

company’s business risk profile, pro forma for the<br />

new higher investment program, as slightly<br />

increased compared with the Endesa acquisition<br />

bid, owing to the lack of acquired vertical<br />

integration (including distribution assets) and<br />

focus on riskier growth markets.<br />

E.ON expects its <strong>European</strong> generation capacity<br />

to increase by 50% to 69 gigawatts (GW) from<br />

46 GW by 2010, of which about 12 GW will<br />

come from generation assets and projects<br />

acquired under the agreement with Enel and<br />

Acciona. A materially increased earnings<br />

contribution from undiversified generation or<br />

from riskier growth markets could ultimately<br />

weaken E.ON’s business risk profile. That said,<br />

the company still clearly recognizes the benefit of<br />

integrated generation and supply operations and<br />

fairly matched position, especially in highly<br />

STANDARD & POOR’S EUROPEAN INFRASTRUCTURE FINANCE YEARBOOK<br />

UTILITIES<br />

competitive markets, as well as a proactive<br />

generation margin hedging policy (for 2007 and<br />

2008, 90% and more than 60%, respectively, of<br />

E.ON’s economic generation has been hedged).<br />

Short-term credit factors<br />

The short-term rating on E.ON is ‘A-1’, reflecting<br />

the company’s significant cash flows, a securities<br />

portfolio totaling about €11 billion at Dec. 31,<br />

2006 (notionally available to meet future pension<br />

and nuclear liabilities), and significant unused<br />

facilities--specifically, an undrawn €10 billion<br />

syndicated multicurrency loan.<br />

E.ON’s liquidity also benefits from the group’s<br />

significant operating cash flow. <strong>In</strong> 2006, under<br />

U.S. GAAP, cash provided by operating activities<br />

was almost €7.2 billion, which comfortably<br />

financed E.ON’s 2006 capital expenditure of<br />

€4.1 billion, and made a significant contribution<br />

to the group’s €4.6 billion dividend paid in 2006.<br />

Although capital and investment expenditure will<br />

increase significantly and free cash flows before<br />

dividends might be negative and reach a low<br />

point in 2008, a significant portion of firmly<br />

planned capital expenditures and increased<br />

dividends should remain internally funded over<br />

2007-2009. Ongoing financial flexibility is<br />

supported by the largely discretionary nature of<br />

the planned investments as well as E.ON’s wide<br />

and discrete asset base, which could be reduced<br />

without affecting crucial core operations.<br />

Outlook<br />

The ratings factor in E.ON’s plans to significantly<br />

releverage its balance sheet. The stable outlook<br />

reflects the company’s continued strong financial<br />

flexibility. The ratings could conceivably improve<br />

in the case of a better-than-expected business<br />

profile, for example due to riskier investments not<br />

materializing (and barring other material changes<br />

in the company’s business environment).<br />

A significantly better-than-expected financial<br />

profile could also have a positive effect on the<br />

ratings. The ratings could deteriorate, for<br />

example, due to greater-than-expected business<br />

risk from German or EU-wide regulatory<br />

initiatives or significantly increased exposure to<br />

the Russian Federation or Eastern Europe.<br />

Neither scenario is expected to have an impact on<br />

the ratings in the near term, owing to E.ON’s<br />

clearly articulated strategy and its strong financial<br />

profile for the ratings. ■<br />

NOVEMBER 2007 ■ 43

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