Download - Evonik Industries

* Gabriel Acquisitions GmbH is an indirectly held subsidiary of funds that have been initiated and are advised by CVC Capital Partners
(Luxembourg) S.à.r.l., Luxembourg.
The Company is organised as a German stock corporation (Aktiengesellschaft) and is subject to the relevant
regulations of German law applicable to it. RAG-Stiftung and Gabriel Acquisitions GmbH have entered into
a shareholders' agreement. In this shareholders' agreement the parties have agreed to pursue certain strategic
objectives and if possible to coordinate their actions with respect to the Company.
11. HISTORICAL FINANCIAL INFORMATION
The unaudited consolidated semi-annual financial statements of the Company for the period ending 30 June
2009, prepared in accordance with International Financial Reporting Standards as adopted by the EU (IFRS),
are contained on pages F-1 et seq. of this Prospectus.
The audited consolidated financial statements of the Company for the fiscal year ending 31 December 2008,
prepared in accordance with International Financial Reporting Standards as adopted by the EU (IFRS), and
the auditor's report (Bestätigungsvermerk) thereon, together contained in the Company's Annual Report 2008
on pages 90 to 169, are incorporated by reference into this Prospectus.
The audited consolidated financial statements of the Company for the fiscal year ending 31 December 2007,
prepared in accordance with International Financial Reporting Standards as adopted by the EU (IFRS), and
the auditor's report (Bestätigungsvermerk) thereon, together contained in the Company's Annual Report 2007
on pages 90 to 159, are incorporated by reference into this Prospectus.
12. LEGAL AND ARBITRATION PROCEEDINGS
Several antitrust investigations have taken place in a number of jurisdictions against companies from the
chemicals industry. Some of the Evonik-Group companies were or are currently involved in these. None of
those investigations or the proceedings resulting therefrom have been material in respect of the financial
position or profitability of Evonik-Group and the Company is not aware that such material proceedings are
pending or threatened.
Evonik-Group is subject to award proceedings (Spruchverfahren) by former shareholders of Evonik Degussa
GmbH and RÜTGERS GmbH. In each of the concerned award proceedings the amount of cash compensation
payable to the relevant former shareholders is disputed by them. It cannot be excluded that the total
outstanding risk associated with these award proceedings may have a significant effect on the financial
position or profitability of Evonik-Group.
Evonik-Group is actively and passively party to patent disputes as well as subject to guarantee claims from
divestments. None of these disputes or claims is expected to have a significant effect on the financial
position or profitability of Evonik-Group.
The German Federal Cartel Office (Bundeskartellamt) initiated sector enquiries relating to the German
energy market in which the Energy Business Area is active based on the suspicion that competition on this
market might be restricted. The outcome of such enquiries and their possible effects on the financial position
of Evonik-Group cannot be predicted at the current stage of the proceedings, but it cannot be excluded that
they have an impact on Evonik Group’s existing long-term energy supply agreements with individual
domestic customers in the Energy Business Area.
13. SIGNIFICANT CHANGE IN THE FINANCIAL OR TRADING POSITION
Save as disclosed in this Prospectus, there has been no significant change in the financial or trading position of
Evonik-Group since 30 June 2009.
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