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TIDM32NS RNS Number : 4959R E.ON UK PLC 30 April 2009 E.ON UK plc PUBLICATION OF 2008 ANNUAL REPORT AND ACCOUNTS As required by the UK Listing Authority's Disclosure and Transparency Rules ("DTR") 4.1 and 6.3, E.ON UK plc (the "Company"), as an issuer of debt securities, today makes public its information relating to the Annual Report and Accounts for the year ended 31 December 2008. Please click on the following link and go to the About Us page to view the full Annual Report and Accounts (which have been audited) for the year ended 31 December 2008. The information contained in this link includes information as required by the DTR, including Rule 4.1. www.eon-uk.com IMPORTANT: EXPLANATORY NOTE The primary purpose of this announcement is to make public the Company's Annual Report and Accounts for the year ended 31 December 2008 (the "2008 Annual Report and Accounts"). The condensed Financial Statement information below, which is extracted from the 2008 Annual Report and Accounts, is included solely for the purpose of complying with DTR 6.3.5 and the requirements it imposes on issuers as to how to make public annual financial reports. This constitutes the material required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This material is not a substitute for reading the full 2008 Annual Report and Accounts. Page numbers and cross-references in the extracted information below refer to page numbers and cross-references in the 2008 Annual Report and Accounts. 2008 OVERVIEW During 2008 the E.ON UK plc group (the "Group") has undergone significant restructuring in conjunction with its parent company, E.ON AG, culminating with the disposal of the UK Energy Trading business to E.ON Energy Trading AG. In accordance with accounting guidelines the segmentation and other disclosures have been revised to reflect new group structures, including presenting the Group results between continuing and discontinued operations. On a true like-for-like basis the net profits of the Group have reduced from a GBP744 million profit in 2007 to a loss of GBP108 million in 2008. INFORMATION EXTRACTED FROM 2008 ANNUAL REPORT AND ACCOUNTS DIRECTORS' REPORT The directors present their report and the audited accounts of E.ON UK plc ("the Company") and its subsidiaries ("the Group" or "E.ON UK") for the year ended 31 December 2008. Principal activities, review of business and future developments The Group's principal activities are electricity generation, distribution, energy trading and retailing. E.ON UK's aim is to maintain its position as a leading player in the UK's electricity and gas markets. E.ON UK's strategy in the UK is to build on this position, to sustain and develop its generation and distribution asset businesses and to further build a competitive retail business. On 1 January 2009, the Company disposed of its trading business (E.ON Energy Trading) to another E.ON AG Group company, E.ON Energy Trading AG ("EET AG"). EET AG is an entity established by E.ON AG to merge all of its European trading businesses. The trading business has been reclassified to discontinued operations and prior year comparatives restated. The underlying level of the business during the year was in line with directors' expectations, with continuing operations being broadly similar to the prior year after taking into account the impact of the change in transfer pricing income from E.ON Energy Trading. The profit from continuing activities of GBP457 million for the year, compared to a loss for the prior year of GBP452 million, is largely driven by transfer pricing income received by the Generation business from E.ON Energy Trading following a change in the transfer pricing methodology in 2008 in anticipation of the disposal. In 2007, the Generation business did not receive any significant transfer pricing income from E.ON Energy Trading as the two business units were operated as one. The loss for the year of GBP108 million (2007: profit of GBP744 million) is primarily driven by a GBP896 million net loss on valuation of derivative contracts caused by lower forward gas and power prices. The Group's funding is substantially through loans from the parent undertaking, E.ON AG and other financing entities within the E.ON AG group. The majority of this funding matures after one year, however, some of these facilities mature within one year and as a result this contributes to the Group continuing to hold net current liabilities at the year end. It is intended that these facilities will be refinanced with further loan facilities or other financing provided directly or indirectly by E.ON AG. As noted above, on 1 January 2009, the Company sold its E.ON Energy Trading business to EET AG. The formation of EET AG, headquartered in Düsseldorf, Germany, and the disposal of the trading business to it was part of the fulfilment of the new strategic direction set out by the E.ON AG Board on 31 May 2007. In addition to the disposal of the trading business, E.ON UK also disposed of its Engineering business (primarily the UK research and development facility) to E.ON Engineering Limited and also Holford Gas Storage Limited (a company developing a gas storage facility in the UK) to E.ON Gas Storage UK Limited. E.ON UK also disposed of Rheidol, a hydro-electric power station in Wales, to Statkraft as part of an E.ON AG Group asset swap with Statkraft. The impact from the disposals of the Engineering business, Holford Gas Storage Limited and Rheidol is not significant on the Group's business. The E.ON AG Group has consolidated all of its renewable power assets and operations within a newly formed market unit called E.ON Climate & Renewables ("EC&R"). The E.ON UK element of EC&R will remain legally owned by E.ON UK and, in line with the E.ON AG Group, a newly formed segment is reported with comparatives. The Group is one of the UK's leading electricity and gas companies with a business built on: * Marketing electricity, gas and other services to domestic and business customers; * Asset management in electricity production, including renewables activities; * Network asset management in distribution; and * Providing services to customers to get connected to energy supplies, heat their homes and understand their energy use. Retail E.ON UK sells electricity, gas and other energy-related products to residential, business and industrial customers throughout Great Britain. As of 31 December 2008, E.ON UK supplied approximately 8.1 million (2007: 8.0 million) customer accounts, of which 7.5 million (2007: 7.4 million) were residential customer accounts and 0.6 million (2007: 0.6 million) were small and medium-sized business and industrial customer accounts. During the year, there was a net increase in the total number of customer accounts of approximately 0.1 million. E.ON UK continues to focus on reducing the costs of its retail business, through efficiency improvements, more economical procurement of services and the utilisation of lower cost sales channels. During 2008, the directors agreed to transfer a section of the meter reading business from the Energy Services business to the Retail business, in order to improve customer service and increase efficiencies. Residential Customers The residential business had approximately 7.5 million customer accounts as of 31 December 2008. Approximately 63 percent of E.ON UK's residential customer accounts are electricity customers and 37 percent are gas customers. Individual retail customers who buy more than one product (i.e. electricity, gas or other energy-related products) are counted as having a separate account for each product although they may choose to receive a single bill for all E.ON UK provided services. In the residential customer sector, E.ON UK sold 24.4 TWh of electricity and 49.4 TWh of gas in 2008, as compared with 24.6 TWh of electricity and 48.3 TWh of gas in 2007. The increased gas volumes reflect both higher customer numbers and colder weather. E.ON UK targets residential customers through national marketing activities such as media advertising (including print, television and radio), targeted direct mail, public relations and online campaigns. The E.ON brand has been used exclusively since December 2007, following the transition from Powergen. E.ON UK seeks to create significant national brand awareness through high profile sponsorships under its E.ON brand. This includes the sponsorship of the FA Cup, England's most historic football competition, which commences each year in August. Late 2007 and early 2008 saw an environment of increasing wholesale energy prices, which drove increases in electricity and gas retail prices across the industry, although the magnitude of specific increases varied by supplier. In February 2008, E.ON UK increased average gas and electricity prices for customers by 15 percent and 9.7 percent, respectively. Continued rapid increases in wholesale prices led to further price increases in August 2008 of 26 percent for gas and 16 percent for electricity. Approximately one million customers eligible for price protection and/or fixed price products were unaffected by this second price increase. E.ON UK also implemented a package of measures designed to limit the effects of rising wholesale costs on consumers, by offering subsidised energy efficient products including cavity wall and loft insulation to a significant proportion of its customers. Some of these initiatives contribute to the UK Government's Carbon Emissions Reduction Targets, which was increased by 20 percent during 2008. Other measures to protect vulnerable customers have been taken, including delayed price increases and the commitment to new social tariffs and expenditures. Small and Medium-Sized Business and Industrial and Commercial Customers In this sector, E.ON UK sold 26.7 TWh of electricity and 28.4 TWh of gas in 2008, as compared with 27.9 TWh of electricity and 30.6 TWh of gas in 2007. The lower electricity volumes are due to a mix of weather and customer portfolio. The reduced gas volumes reflect both price sensitivity and energy efficiency measures. The initial impact of the economic slowdown at the end of 2008 also served to reduce electricity and gas volumes. E.ON UK's focus in this area remains on acquiring and retaining the most profitable contracts available. Generation During 2008, E.ON UK's power generation, renewables and energy trading activity previously grouped together as "Energy Wholesale", were separated to form the "Generation" business in the UK, "E.ON Climate & Renewables" and "E.ON Energy Trading", the latter two now operated as Pan-European businesses and separate market units within the E.ON AG group. E.ON UK focuses on maintaining a low cost, efficient and flexible electricity generation business in order to compete effectively in the wholesale electricity market. As of 31 December 2008, E.ON UK owned either wholly, or through joint ventures, power stations in the UK with an attributable registered generating capacity of 10,330 MW, including 359 MW of combined heat and power ("CHP") plants. As noted previously, on 31 December 2008 the 50 MW hydroelectric plant was sold as part of a wider E.ON Group transaction. E.ON UK's share of the generation market in Great Britain remained relatively stable in 2008 at approximately 10 percent. E.ON UK generates electricity from a diverse portfolio of fuel sources. In 2008, approximately 49.4 percent of E.ON UK's electricity output was fuelled by coal and approximately 49 percent by gas, of which approximately 5.1 percent was from CHP schemes, with the remaining 1.6 percent being generated from hydroelectric, wind and oil-fired plants. E.ON UK is continuing its effort to secure a balanced and diverse portfolio of fuel sources, giving it the flexibility to respond to market conditions and to minimise costs. E.ON UK also regularly monitors the economic status of its plant in order to respond to changes in market conditions. E.ON UK is progressing with significant investments to improve its generation capacity. This is partly to replace capacity which will be taken out of production in coming years due to applicable environmental regulations. In 2007, E.ON UK started construction of one of the largest gas fired CHP stations in the UK at the Isle of Grain in Kent. The scheme is expected to generate 1,275 MW of power and export up to 340 MW of heat and is planned to be commissioned in 2010. Progress was also made on consents to build two new highly efficient coal-fired units at Kingsnorth power station in Kent. The new supercritical coal-fired units would be built next to the existing four units. The initial planning application has been approved by the local authority and has been submitted to the UK Government for its approval. E.ON Climate & Renewables The EC&R market unit was formed in January 2008, which brought together the climate and renewable activities from across the E.ON AG Group. EC&R UK forms part of this new market unit and pulls together the renewable operational assets, development and construction and renewables trading activities previously managed within the Generation business within E.ON UK. The UK activities of EC&R remain legally owned by E.ON UK and, in line with the E.ON AG Group, a newly formed segment is reported with comparatives. EC&R UK is one of the leading developers and owner/operators of renewable electricity in the UK. It currently has 21 operational onshore and offshore wind farms. In 2008, EC&R commissioned its first dedicated biomass plant (44MW) at Steven's Croft, near Lockerbie in southwest Scotland. The EC&R business has a total generating capacity of 245MW, which will increase to 425MW when the third offshore wind farm, Robin Rigg, located in the Solway Firth is commissioned in 2009. There is also over 2,000MW of wind and biomass projects in the development phase. As part of the staged approach towards developing the potential of marine energy, EC&R is buying, installing and testing a wave power device in UK waters. The initial test programme will be with a single 750kW Pelamis device that is currently being built in Edinburgh which will be installed and tested at the European Marine Energy Centre in Orkney. As a part of its balanced approach, E.ON UK seeks to fulfil its renewables obligation through a combination of its own generation, renewable energy purchased from other generators under tradeable Renewable Obligation Certificate ("ROC") contracts, and direct payment of any residual obligation into the buy-out fund. For the period from 1 April 2007 to 31 March 2008, E.ON UK achieved 71 percent of its renewables obligation through own generation and purchases. Central Networks The electricity distribution business in the UK is effectively a natural monopoly within the area covered by the existing network, due to the cost of providing an alternative distribution network. Accordingly, it is highly regulated. However, new distribution licenses are available for network developments, including for those areas already covered by an existing distribution license, and electricity distribution could also face indirect competition from alternative energy sources such as gas. Within the UK there are 14 licensed distribution network operators ("DNO"), each responsible for a distribution services area. E.ON UK's Central Networks business owns and manages two DNO licenses through Central Networks East plc and Central Networks West plc. The combined service area covers approximately 11,312 square miles, extending from the Welsh border in the West to the Lincolnshire coast in the East and from Chesterfield in the North to the northern outskirts of Bristol in the South and contains a resident population of about 10 million people. The networks distribute electricity to approximately 5 million homes and businesses in the combined service area and transport virtually all electricity supplied to consumers in the service area (whether by E.ON UK's retail business or by other suppliers). Separate distribution licenses are issued for the operation of the two networks but the combined business is managed by a centralised management team and uses the same methodology and staff to operate both networks. Distribution charges are billed on the basis of published tariffs and adhere to Ofgem's (the UK regulator) price control formulas. The current price controls that run from April 2005 until March 2010 were agreed with Ofgem in December 2004. The price controls incorporate an allowed rate of return for investing in and operating the network, as well as a five year performance target. Central Networks is currently negotiating with Ofgem the next set of price controls that covers the period from April 2010 to March 2015. Final proposals are due to be published in December 2009. Central Networks continued to increase its capacity to safely deliver a reliable electricity network across Central England. To meet the challenge of a larger capital work program (which in the current five-year price control review period is 60 percent higher in the East and 44 percent higher in the West than in the previous period), our internal workforce has been supplemented by re-trainees, apprentices and graduate trainees. Energy Services During 2008, the Energy Services business included the new connections, metering and home installation activities with the vision of providing customers with all the services they need to get connected to energy supplies, heat their homes and understand their energy use. In January 2008, it was announced that during 2008, all meter reading activities for Retail customers would transfer on a phased basis from Energy Services to Retail. Existing meter reading contracts for third party customers will either be exited or honoured to their conclusion. During September 2008, following a strategic review of its organisational structure driven by external market forces, Energy Services announced a major change programme resulting in a headcount reduction of 400. In January 2009, the regulated New Connections activities moved to Central Networks, with the goal of improving the competitiveness of the remaining business. Metering installation, which remains within Energy Services, continues to be an important part of the business as E.ON UK works with the Government to achieve a nationwide roll-out of smart meters over the next decade. The Home Energy Services and Sustainable Energy Solutions activities will become self contained end to end businesses. Other activities The UK Services business provides a single shared service function delivering facilities management, HR, procurement, insurance, property and finance support for all of E.ON UK's UK operations. E.ON UK acquired minority equity stakes in companies operating electricity generation plants in England, Pakistan and Turkey as part of its Midlands Electricity acquisition. Following disposals in 2004 and 2005, the only remaining generation stake is a 31 percent interest in Trakya Electric Uretin ve Ticaret A.S., which owns and operates a 478 MW CCGT plant in Turkey. E.ON Energy Trading (discontinued operation) During 2008, E.ON UK's energy trading unit engaged in asset-based energy trading in gas and electricity markets to assist E.ON UK in commercial risk management and the optimisation of its UK gross margin. As noted earlier, E.ON AG has established a new market unit to centralise all of its European trading operations. The performance of the E.ON UK trading business was included in the results of the Group throughout 2008. The E.ON UK trading business migrated to Düsseldorf during September 2008 and was legally transferred to EET AG on 1 January 2009. The legal sale resulted in the financial disposal at fair value of some balance sheet items (e.g. coal at ports), contract novations and new back to back arrangements replicating the economic benefit of the original trades or contracts associated with the UK trading business. The Energy Trading business also engages in a controlled amount of proprietary trading in gas, power, coal, oil and CO2 emission certificates markets in order to take advantage of market opportunities and maintain the highest levels of market understanding required to support its optimisation and risk management activities. The following table sets forth E.ON UK's electricity and gas proprietary trading volumes for 2008 and 2007: +-----------------------+-------------+-------------+-------------+-----------+ | | 2008 | 2007 | 2008 | 2007 | | Proprietary Trading | Electricity | Electricity | Gas | Gas | | Volumes | billion | billion kWh | billion | billion | | | kWh1 | | kWh1 | kWh | +-----------------------+-------------+-------------+-------------+-----------+ | Energy bought | 70.4 | 32.3 | 179.1 | 127.4 | +-----------------------+-------------+-------------+-------------+-----------+ | Energy sold | 70.4 | 32.3 | 179.1 | 127.4 | +-----------------------+-------------+-------------+-------------+-----------+ | Gross volume | 140.8 | 64.6 | 358.2 | 254.8 | +-----------------------+-------------+-------------+-------------+-----------+ 1 The increase in proprietary trading volumes was to take advantage of market opportunities and support risk management activities. In its energy trading operations, E.ON UK uses a combination of bilateral contracts, forwards, futures, options contracts and swaps traded over-the-counter or on commodity exchanges. E.ON UK also undertakes relatively low levels of trading in other commodities, including ROCs, environmental products and weather derivatives. All of E.ON UK's energy trading operations, including its limited proprietary trading, are subject to E.ON AG's risk management policies for energy trading. From 1 January 2008, day-to-day management responsibility for these activities was transferred to EET AG. E.ON UK has in place a portfolio of fuel contracts of varying volume, duration and price, reflecting market conditions at the time of commitment. Coal contracts with a variety of suppliers within the UK and overseas ensure that supplies are secured for E.ON UK's coal-fired plants, while maintaining enough flexibility to minimise the cost of generation across the total generation portfolio. E.ON UK's coal import facilities at Kingsnorth power station and Gladstone Dock, Liverpool, provide secure access to international coal supplies. The supply of gas for E.ON UK's Combined Cycle Gas Turbine ("CCGT") and CHP plants is sourced through non-interruptible long-term gas supply contracts with gas producers (certain of which contain take or pay provisions), and through purchases on the forward and spot markets. Since October 2004, E.ON Ruhrgas has been a significant supplier of natural gas to E.ON UK pursuant to a long-term supply contract between the parties. The agreed framework for the E.ON Ruhrgas contract is essentially that of a "take or pay" arrangement. Risk management arrangements in respect of the volume and price risks associated with E.ON UK's gas supply contracts are conducted through trading on the spot, over-the-counter and bilateral markets. Results and dividends The loss attributable to the equity shareholder and balance transferred to reserves for the financial year to 31 December 2008 was GBP112 million (2007: profit of GBP738 million). The directors do not recommend the payment of a final dividend (2007: GBPnil). No interim dividend was paid during the year (2007: GBP240 million). Events after the balance sheet date On 1 January 2009, the Group sold its E.ON Energy Trading business to EET AG as part of the overall strategy to combine all of the European energy trading operations. On 14 January 2009, the Group announced its intention to create a joint venture with RWE npower with plans to build new nuclear power stations in the UK. The Group and RWE npower will each have a 50 percent stake in the joint venture, which will focus long-term on seeking to secure sites being sold by the Nuclear Decommissioning Authority and taking them through the consents process to building and operating new nuclear power stations. Directors The following directors served on the Board during the year and after the year end: +-----------------------+------------------------------------------+------------+ | | | | +-----------------------+------------------------------------------+------------+ | Dr Paul Golby | | | +-----------------------+------------------------------------------+------------+ | Graham Bartlett | | | +-----------------------+------------------------------------------+------------+ | John Crackett | | | +-----------------------+------------------------------------------+------------+ | Brian Tear | (appointed 18 March 2008) | | +-----------------------+------------------------------------------+------------+ | Maria Antoniou | (appointed 1 October 2008) | | +-----------------------+------------------------------------------+------------+ | Jarri Sandstrom | (resigned 31 March 2008) | | +-----------------------+------------------------------------------+------------+ | Robert Taylor | (resigned 1 October 2008) | | +-----------------------+------------------------------------------+------------+ | | | | +-----------------------+------------------------------------------+------------+ Information on directors' emoluments is given in Note 3 to the parent company financial statements. Employees The Group provides an environment in which communication is open and constructive. There are well established arrangements for communication and consultation with employees and their representatives at local and Company level which covers a wide range of business and employment issues including those considered by the E.ON AG European Works Council, which provides a forum for consultation on major issues affecting E.ON AG Group companies in Europe. The Group is committed to offering equal opportunities to both current and prospective employees. The Group continues to review and develop best practices and procedures to ensure that all staff are treated fairly in all aspects of employment. It also strives for a diverse environment that is supportive of all staff. Individual differences which do not relate to job performance such as gender, marital status, sexual orientation, race, colour, ethnic origin, nationality, religion, age or disability are respected. The Group believes in ensuring that disabled people can compete fairly for job opportunities, training and development, through the promotion and development of best practices. Links and contacts with external disability networks and organisations are maintained to identify best practices in the employment of people with disabilities and to provide work experience placements for disabled people. In the event of existing employees becoming disabled, the Group will seek to maintain their employment through training, redeployment and adjustments to the job role and workplace, where it is reasonable and practicable to do so. Training and development of staff remains a key priority in achieving the UK growth strategy and ensuring that all staff perform at the highest level. The Group believes it is important that employees understand the link between their own contribution and the overall performance of the business. Therefore all eligible employees are able to participate in the E.ON UK Share Incentive Plan. This is a share incentive plan that enables employees to develop a greater involvement in E.ON AG, through share ownership. Share schemes of this kind help to reinforce that link and give employees the opportunity to share in the success of the company they work for. Contributions for political and charitable purposes Donations to charitable organisations during the financial year by the Group amounted to GBP141,459 (2007: GBP130,055). It is the Group's policy not to make cash donations to any political party. However, the Group does undertake activities, such as event sponsorship, which are not designed to support or influence support for any particular political party; which are covered under The Political Parties, Elections and Referendums Act 2000 and must be disclosed. During the year, the Group sponsored an event at the Labour party conference. The total cost required to be disclosed as political donations was GBP10,000 (2007: GBP10,000). Policy on payment of creditors Where appropriate in relation to specific contracts, the Company and Group's practice is to: * settle the terms of payment with the supplier when agreeing the terms of each transaction; * ensure that those suppliers are made aware of the terms of payment by inclusion of relevant terms in the contracts; and * pay in accordance with its contractual and other legal obligations. The Company and Group supports the Better Payments Practice Code and has in place well developed arrangements with a view to ensuring that this is observed in all other cases. Group companies operating overseas are encouraged to adopt equivalent arrangements by applying local best practices. The average number of days taken to pay the Group's trade suppliers calculated in accordance with the requirements of the Companies Act is 12 days (2007: 20 days). Going concern Notwithstanding the fact that the Group has net current liabilities and has made a loss for the year, the directors have prepared the financial statements on the going concern basis. The directors have put in place sufficient committed borrowing facilities such that the Group and the Company can meet their obligations as they fall due for a period of at least twelve months from the date of the directors' approval of these financial statements. Borrowing facilities are shown in Notes 19 and 20. The directors have reviewed the Group's budget and cash flow forecasts for the year ended 31 December 2009 and the outline projections for the two subsequent years. The directors confirm that they have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the Company's consolidated financial statements. Auditors Each of the directors at the date when this report was approved confirms that: * So far as the directors are aware, there is no relevant audit information of which the Group's auditors are unaware; and * Each of the directors have taken all steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the Group's auditors are aware of that information. This confirmation is given and should be interpreted in accordance with the requirements of s234ZA(2) of the Companies Act 1985. A resolution to reappoint the auditors, PricewaterhouseCoopers LLP, and to authorise the directors to fix their remuneration will be proposed at the forthcoming Annual General Meeting. By order of the Board Brian Tear Director E.ON UK plc Westwood Way Westwood Business Park Coventry CV4 8LG 28 April 2009 FINANCIAL REVIEW (INCLUDING PRINCIPAL RISKS AND UNCERTAINTIES) This review is designed to give further financial information concerning the E.ON UK results and financial position for the year. Overview E.ON UK and its associated companies are involved in electricity generation and distribution, and gas and electricity retail and trading. As of 31 December 2008, E.ON UK owned or through joint ventures had an attributable interest in 10,330 MW of generation capacity, including 359 MW of CHP plants and 245 MW of operational wind capacity. On 31 December 2008, the hydroelectric plant (with attributable capacity of 50 MW) was disposed. E.ON UK served approximately 8.1 million electricity and gas customer accounts at 31 December 2008 and its Central Networks business served 5.0 million customer connections.Energy Services visited more than 12 million households and carried out work in around 600,000 homes. Principal risks and uncertainties In the normal course of business, the Group is subject to a number of risks that are inseparably linked to the operation of its businesses. To manage these risks, the Group uses a comprehensive risk management system that is embedded within the business and decision making process. The risk management system is designed to enable management to recognise risks early and take the necessary countermeasures. The process is continuously reviewed to ensure it remains effective and efficient. The key business risks affecting the Group are set out below. Competition The electricity and gas markets within which the Group operates are subject to strong competition in both the retail and wholesale sectors. There is competition from both new market entrants and existing participants. This highly competitive market could lead to depressed margins. The Group uses a comprehensive sales management system and intensive customer management to minimise these risks. Commodity prices A significant portion of the Group's expenses comprise of fuel costs which are heavily influenced by prices in the world market for oil, natural gas, fuel oil and coal. The prices for such commodities have historically been volatile and there is no guarantee that prices will remain within projected levels. Increases in fuel costs could have an adverse effect on the Group's operating results or financial condition. To limit commodity price risks the Group utilises derivatives financial instruments that are commonly used in the market place. The Group mainly use electricity, gas, coal, carbon emission and oil price hedging transactions to limit the exposure to risks resulting from price fluctuations, to optimise systems and load balancing and to lock in margins. The Group also engages in proprietary commodity trading in accordance with detailed guidelines and within narrowly defined limits. Credit risk - financial instruments The Group is at risk if a counterparty is unable to meet its obligations resulting in potential losses. E.ON UK is subject to the E.ON AG Group finance policy which sets a credit limit for every financial institution with which the Group does a significant amount of business. The creditworthiness of the institutions with which the Group does business is established by the ratings they receive from Moody's and Standard & Poor's. In addition, other counterparty credit risk is subject to the E.ON AG Group Credit Risk Management policy supported by individual business unit policies to establish internal ratings for limit setting. Credit risk assessment involves quantitative and qualitative criteria including ratings by independent rating agencies where these are available. Credit risk - customer/debtors There is a risk that bad debts will exceed the directors' expectations. There is also an additional risk to the value of unbilled debt which could lead to write offs. There are a number of initiatives underway to mitigate against this risk. These include credit vetting and systems investment. Weather Gas and electricity sales volumes and commodity prices are affected by temperature and other weather factors. The demand for gas and electricity is seasonal with the Group generally experiencing higher demand during the colder months of October through to March and lower demand during the warmer months of April through September. Revenues and results of the Group can therefore be negatively affected by periods of unseasonably warm weather. To manage the price risk, the Group has a flexible portfolio. It makes use of storage, LNG, fuel switching for generation and demand management to mitigate weather risk. Asset performance If power outage or shutdowns involving the Group's electricity operations occur, the Group's business and results of operations could be negatively affected. In order to minimise the impact of reduced asset performance, the Group undertakes regular facility and network maintenance and adopts good maintenance practice. Key performance indicators ("KPIs") Non-financial KPIs for each of the business units are shown below: +--------------------+----------+----------+----------------------------------+ | KPIs | Results | Commentary | + +---------------------+ + | | 2008 | | 2007 | +--------------------+--------------------+----------------------------------+----------+ | | +-----------------------------------------------------------------------------+ | UK Business | +-----------------------------------------------------------------------------+ | Safety LTIFR (The | 4.08 | 3.66 | The LTIFR was worse than 2007 | | Lost Time Injury | | | despite the business working | | Frequency Rate is | | | hard to reduce the number of | | measured by the | | | accidents. The safety of people | | number of lost | | | is of vital importance to the | | time injuries per | | | business and is a key business | | 1,000,000 hours | | | priority for 2009. | | worked) | | | | | | | | | +--------------------+----------+----------+----------------------------------+ | Total Gas volumes | 222 | 206 | Gas volumes can be segmented | | sold/used (TWh) | | | into Retail sales, market sales | | | | | and gas utilised at power | | | | | stations. The increase is | | | | | primarily driven by an increase | | | | | in market sales as a result of | | | | | the competitive environment and | | | | | changes in demand. Gas utilised | | | | | at power stations increased due | | | | | to market conditions and new | | | | | rules governing generation | | | | | causing a shift away from coal | | | | | towards natural gas. Retail | | | | | sales remain relatively | | | | | consistent to the previous year. | | | | | | +--------------------+----------+----------+----------------------------------+ | Total Power | 81 | 78 | The increase is due to market | | volumes sold (TWh) | | | sales as a result of market | | | | | conditions. | | | | | | +--------------------+----------+----------+----------------------------------+ +--------------------+----------+----------+----------------------------------+ | KPIs | Results | Commentary | +--------------------+---------------------+----------------------------------+ | | 2008 | 2007 | | +--------------------+----------+----------+----------------------------------+ | Generation | +-----------------------------------------------------------------------------+ | Generating | 10,330 | 10,380 | Generating capacity has | | capacity (MW) | | | decreased from 31 December 2008 | | | | | due to the sale of Rheidol | | | | | hydro-electric power station. | | | | | | +--------------------+----------+----------+----------------------------------+ | Generation | 40 | 41 | The decrease in production was | | production (TWh) | | | primarily due to a reduction in | | | | | production in coal stations | | | | | partially offset by an increase | | | | | in gas stations driven by market | | | | | conditions. | | | | | | +--------------------+----------+----------+----------------------------------+ | E.ON Climate & Renewables | +-----------------------------------------------------------------------------+ | Generating | 245 | 189 | There has been an increase in | | capacity (MW) | | | generating capacity following | | | | | the opening of Steven's Croft | | | | | biomass power station in | | | | | Lockerbie, Scotland. | | | | | | +--------------------+----------+----------+----------------------------------+ | Generation | 656 | 420 | The increase in production was | | production (GWh) | | | primarily due to the new biomass | | | | | facility, favourable | | | | | environmental conditions and | | | | | excellent availability of wind | | | | | farms. | | | | | | +--------------------+----------+----------+----------------------------------+ | E.ON Energy | | | | | Trading | | | | +--------------------+----------+----------+----------------------------------+ | Electricity | 141 | 65 | The increase in proprietary | | proprietary | | | trading volumes was to take | | trading volumes | | | advantage of market | | (kWh) | | | opportunities and support risk | | | | | management activities. | | | | | | +--------------------+----------+----------+----------------------------------+ | Gas propriety | 358 | 255 | The increase in proprietary | | trading volumes | | | trading volumes was to take | | (kWh) | | | advantage of market | | | | | opportunities and support risk | | | | | management activities. | +--------------------+----------+----------+----------------------------------+ | KPIs | Results | Commentary | +--------------------+---------------------+----------------------------------+ | | 2008 | 2007 | | +--------------------+----------+----------+----------------------------------+ | Central Networks | +-----------------------------------------------------------------------------+ | Volumes | 55.6 | 56.0 | The volume of power distributed | | distributed (TWh) | | | remained subdued compared with | | | | | historic standards and reduced | | | | | by a further 0.4 percent in 2008 | | | | | despite the leap year having an | | | | | extra day. The overall reduction | | | | | is driven by a decline in power | | | | | usage from large non residential | | | | | customers, reflecting the sharp | | | | | contraction in manufacturing | | | | | output. | +--------------------+----------+----------+----------------------------------+ | Retail | +-----------------------------------------------------------------------------+ | Customer numbers | 8.1 | 8.0 | Customer numbers have increased | | (million) | | | slightly compared to the prior | | | | | year due to strengthening of the | | | | | Group's competitive position. | +--------------------+----------+----------+----------------------------------+ | Volumes of | 51.1 | 52.5 | Volumes are lower due to a mix | | electricity sold | | | of weather, customer portfolio | | (TWh) | | | and the initial impact of the | | | | | economic slowdown. | +--------------------+----------+----------+----------------------------------+ | Volumes of gas | 77.8 | 78.9 | The reduced gas volumes sold | | sold (TWh) | | | reflect price sensitivity, | | | | | energy efficiency measures of | | | | | customers and the initial impact | | | | | of the economic slowdown. | +--------------------+----------+----------+----------------------------------+ | Energy Services | +-----------------------------------------------------------------------------+ | Domestic | 31,541 | 46,405 | Lower than annual target and | | connections | | | prior year due to the slow down | | | | | in the housing market. | | | | | | +--------------------+----------+----------+----------------------------------+ | Meter reading | 96.4% | 96.0% | Performance has slightly | | performance | | | improved compared to prior year. | +--------------------+----------+----------+----------------------------------+ Key financial KPIs within the Group are considered to be revenue and operating profit. These are discussed below within the Group financial results section. Group financial results The profit before tax from continuing operations was GBP740 million compared with a GBP587 million loss for the previous twelve months. The Group's profit before tax from continuing operations adjusted for impairment and restructuring costs of GBP95 million (2007: nil) and profits less losses on disposal of investments/businesses of GBP5 million (2007: nil) for the year ended 31 December 2008 was GBP830 million, compared to a loss of GBP587 million for the same period last year. Revenue Group revenue from continuing operations grew by GBP2,433 million during the year to GBP9,039 million, an increase of 37 percent. The split of turnover between business units has been distorted during 2008 due to the restructuring and disposal of the E.ON Energy Trading business to EET AG in January 2009 (resulting in the E.ON Energy Trading business being reclassed to discontinued operations and prior year comparatives restated). The external increase in turnover has arisen in the Retail and Distribution businesses. The increase in the Retail business was due to higher average (retail) prices as a result of two price rises that occurred during the year combined with higher customer numbers.External sales in the regulated distribution business increased to GBP488 million in 2008 from GBP464 million in 2007. The sales increase was principally attributable to tariff changes. The increase in inter-segment revenue arises due to the way the E.ON Energy Trading business has been separated from the Generation business during 2008 and a new transfer pricing mechanism implemented. During 2007 the two businesses traded as one and therefore obtaining like-for-like comparative data is not possible. Revenue is further analysed below: +------------------------------------------------+---------------+---+---------------+ | | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +------------------------------------------------+---------------+---+---------------+ | UK Operations | | | | +------------------------------------------------+---------------+---+---------------+ | Generation | 150 | | 93 | +------------------------------------------------+---------------+---+---------------+ | EC&R | 56 | | 38 | +------------------------------------------------+---------------+---+---------------+ | Central | 488 | | 464 | | Networks | | | | +------------------------------------------------+---------------+---+---------------+ | Retail | 6,524 | | 5,703 | +------------------------------------------------+---------------+---+---------------+ | Energy | 147 | | 88 | | Services | | | | +------------------------------------------------+---------------+---+---------------+ | External revenue | 7,365 | | 6,386 | +------------------------------------------------+---------------+---+---------------+ | Inter-segment revenue to discontinued | 1,674 | | 220 | | operations | | | | +------------------------------------------------+---------------+---+---------------+ | Revenue from continuing operations | 9,039 | | 6,606 | +------------------------------------------------+---------------+---+---------------+ Operating costs Details of the Group's operating costs are set out in Note 3 to the financial statements. The figures from continuing operations are summarised below. +----------------------------------------+---------------+---+----------------+ | | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +----------------------------------------+---------------+---+----------------+ | Fuel costs | 15 | | - | +----------------------------------------+---------------+---+----------------+ | Power purchases and other costs of | 6,601 | | 5,528 | | sales | | | | +----------------------------------------+---------------+---+----------------+ | Staff costs | 553 | | 520 | +----------------------------------------+---------------+---+----------------+ | Depreciation, including relevant | 278 | | 236 | | impairments | | | | +----------------------------------------+---------------+---+----------------+ | Intangible asset amortisation, | 76 | | 62 | | including relevant impairments | | | | +----------------------------------------+---------------+---+----------------+ | Derivative losses | 108 | | 53 | +----------------------------------------+---------------+---+----------------+ | Other operating charges, including | 843 | | 715 | | restructuring costs | | | | +----------------------------------------+---------------+---+----------------+ | | 8,474 | | 7,114 | +----------------------------------------+---------------+---+----------------+ The disposal of the trading business has resulted in it being reclassed to discontinued activities, meaning that a significant proportion of the fuel costs are not included in the continuing activities of the Group. This has led to an increase in power purchase costs from continuing operations since fuel costs are now recharged from the Trading business via a transfer pricing mechanism. E.ON generated 40.4 billion kWh of electricity at its own power plants, about 2 percent less than in the prior year (41.2 billion kWh). New rules governing the generation of fossil-fired power stations came into effect in 2008. This caused a shift in generation away from coal towards natural gas. Staff costs at GBP553 million were 6 percent higher than in the previous year because of headcount increases and restructuring costs. The UK headcount has increased by 5 percent primarily due to an increase in customer facing roles in the Retail business and the acquisition of Empower, a vocational training company. Staff numbers at 31 December 2008 totalled 17,480 all of which were based in the UK. The depreciation charge increased from GBP236 million in 2007 to GBP278 million in 2008. The increase is primarily due to increases in investment in infrastructure over the last year leading to an increase in the depreciation charge. The increase in the intangible asset amortisation is primarily due to a GBP13 million impairment of goodwill relating to the Energy Services business. Derivative losses were significantly higher in 2008 due to lower forward gas and power prices (see Note 3) although the majority of this has been reclassified to discontinued operations during 2008. Other operating charges included the costs of running the UK businesses and supporting corporate infrastructure. Other operating charges have increased during 2008 primarily due to costs of restructuring the Energy Services business (see Note 4). Operating income Other operating income from continuing operations during 2008 was GBP333 million compared with GBP137 million in the year to 31 December 2007. Gains from derivatives increased from GBP85 million in 2007 to GBP197 million in 2008. This increase in operating income also included gains of GBP68 million on the disposal of plant and equipment, primarily attributable to the disposal of Rheidol. During 2007 there was consulting income of GBP12 million and income from engineering services of GBP14 million, both of which were disposed of during 2008 following the disposal of the Engineering business and included in the profit on disposal of plant and equipment. Impairment and restructuring costs Included in operating costs in 2008 were impairment and restructuring costs before tax of GBP95 million. During 2008, certain CHP assets were impaired by GBP4 million and an onerous contract provision of GBP32 million was recorded on CHP contracts. The impairments arose as a result of rising wholesale gas prices resulting in increased costs on CHP contracts that receive a relatively fixed price per unit of output. Following a change in the strategic direction of the Energy Services business, restructuring and onerous contract costs of GBP34 million were recognised. Goodwill relating to the Energy Services segment was also impaired by GBP13 million. Restructuring costs of GBP12 million were also recorded by the Retail business. Operating profit/(loss) A more detailed analysis of operating profit/(loss) and reconciliation to profit/(loss) before tax is set out below: +---------------------------------------------------------+-------------+--+-------------+ | | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +---------------------------------------------------------+-------------+--+-------------+ | UK Operations | | | | +---------------------------------------------------------+-------------+--+-------------+ | Generation | 699 | | (636) | +---------------------------------------------------------+-------------+--+-------------+ | EC&R | 59 | | 1 | +---------------------------------------------------------+-------------+--+-------------+ | Central | 361 | | 349 | | Networks | | | | +---------------------------------------------------------+-------------+--+-------------+ | Retail | (47) | | (17) | +---------------------------------------------------------+-------------+--+-------------+ | Energy | (108) | | (2) | | Services | | | | +---------------------------------------------------------+-------------+--+-------------+ | Central/Unallocated | (66) | | (66) | +---------------------------------------------------------+-------------+--+-------------+ | Group operating profit/(loss) after | 898 | | (371) | | impairment and restructuring costs | | | | +---------------------------------------------------------+-------------+--+-------------+ | Net finance costs | (168) | | (227) | +---------------------------------------------------------+-------------+--+-------------+ | Share of results of associates after tax | 10 | | 11 | +---------------------------------------------------------+-------------+--+-------------+ | Profit/(loss) before tax | 740 | | (587) | +---------------------------------------------------------+-------------+--+-------------+ Group operating profits from continuing operations totalled GBP898 million for the year compared with a loss of GBP371 million in the same period to 31 December 2007. Within this total, Generation profits were GBP699 million compared to losses of GBP636 million in 2007, an increase of GBP1,335 million. This primarily reflects the impact of receiving transfer pricing income from E.ON Energy Trading. In 2007, the Generation business did not receive any significant transfer pricing income from E.ON Energy Trading as the two business units were operated as one. EC&R's profit increased to GBP59 million in 2008 due to the impact of Steven's Croft biomass plant which was not operational in 2007 and Stag's Holt windfarm which only became operational in the last quarter of 2007. Recycled benefits and the impact of transfer pricing income from E.ON Energy Trading also contributed to the improved profits. Central Networks' profits increased from GBP349 million to GBP361 million primarily due to higher tariffs and general cost savings. Within the Retail business, losses increased by GBP30 million to a loss of GBP47 million mainly due to the impact of government mandated energy efficiency measures, lower retail volumes and restructuring costs. Energy Services' losses increased to GBP108 million from GBP2 million primarily due to restructuring costs, onerous contract costs and impairment of goodwill. Central/Unallocated losses are consistent with prior year at GBP66 million. Interest costs E.ON UK's net interest costs decreased from GBP227 million to GBP168 million due primarily to lower rates of interest on loans from fellow group undertakings which are linked to LIBOR. Treasury management E.ON UK, in common with other major E.ON AG subsidiaries, must comply with E.ON AG financial management and treasury policies and procedures but must also have its own local operational treasury team which services the treasury requirements of the business. E.ON AG has a central department that is responsible for financing and treasury strategy, policies and procedure throughout the E.ON AG Group. Major strategic financings and corporate finance actions are planned and executed by the corporate finance team at E.ON AG. There is also a treasury team which co-ordinates currency and interest risk management as well as cash management for the whole E.ON AG Group. E.ON UK also operates its own specific treasury procedures within the overall E.ON AG treasury framework. The E.ON AG treasury team liaise closely with E.ON UK to ensure that liquidity and risk management needs are met within the requirements of the E.ON AG policies and procedures. E.ON AG's central financing strategy E.ON AG's financing policy is to centralise external financing at the E.ON AG holding company level and to reduce external debt in subsidiaries wherever possible. E.ON AG has the strongest credit rating in the E.ON AG Group and this allows more beneficial terms for external finance to be negotiated. E.ON AG then funds its subsidiaries with inter-company finance. This finance may be in the form of equity or debt, as appropriate. The E.ON UK treasury team employs a continuous forecasting and monitoring process to ensure that the Group complies with all its banking and other covenants, and also the regulatory constraints that apply to the financing of the UK business. E.ON UK treasury works in close liaison with the various operating businesses within the Group, when considering hedging requirements related to their activities. A group-wide cash forecasting and currency exposure reporting process exists which ensures regular reporting into UK treasury of future positions, both short and medium term. Information is submitted to E.ON AG for incorporation into E.ON AG Group forecasting processes on a weekly, monthly and quarterly basis. E.ON UK does not enter into speculative treasury arrangements. Accordingly, all transactions in financial instruments are matched to an underlying business requirement, such as committed purchases or forecast debt requirements. Treasury activities are reviewed by internal audit on a regular basis. The year end position described in more detail below is representative of the Group's current position in terms of its objectives, policies and strategies. These will continue to evolve as the Group's business develops in line with the requirements, objectives, policies and strategies of E.ON AG as the parent company of the Group. Foreign exchange risk management E.ON UK primarily trades in pounds sterling but its principal currency exposures are to the US dollar and the Euro. E.ON UK operates within the framework of E.ON AG's guidelines for foreign exchange risk management. E.ON UK has local policies dealing with transaction exposures (typically cash flows arising on trading and construction contracts and foreign currency denominated debt which impact the income statement) and translation exposures (the value of foreign currency liabilities and assets in the balance sheet). E.ON UK's policy is to hedge all contractually committed transaction exposures, as soon as the commitment arises. E.ON UK will also hedge less certain cash flows if this is appropriate. E.ON UK's policy towards translation exposures is to hedge these exposures where practicable, with the intention of protecting the Sterling net asset value. These hedges are normally achieved through a combination of borrowing in local currency, forward currency contracts or foreign currency swaps. Details of the Group's foreign exchange contracts and swaps are set out in Note 21 to the accounts. Interest rate risk management E.ON UK operates within the E.ON AG framework for interest rate risk management. The Group has a significant portfolio of debt and is exposed to movements in interest rates. These interest rate exposures are managed primarily through the use of fixed and floating rate borrowings and interest rate swaps. Credit risk management E.ON UK is subject to the E.ON AG Group Finance policy which sets a credit limit for every financial institution with which the Group does a significant amount of business. The creditworthiness of the institutions with which the Group does business is established by the ratings they receive from Moody's and Standard & Poor's. In addition, other counterparty credit risk is subject to the E.ON AG Group Credit Risk Management policy supported by individual business unit policies to establish internal ratings for limit setting. Credit risk assessment involves quantitative and qualitative criteria including ratings by independent rating agencies where these are available. Liquidity planning, trends and risks E.ON UK has sufficient committed borrowing facilities to meet planned liquidity needs, through facilities provided by its ultimate parent company E.ON AG. Movements in energy prices have some impact on operating cash flows, and as electricity generation and distribution is a capital intensive business, planned capital spending remains at significant levels. The level of operating cash is affected by the performance of the business, and market prices and margins amongst other things. Some of these factors are outside the Group's control. E.ON UK's capital market bond financings do not have financial covenants, but a fall in the credit rating below investment grade could, in some circumstances, require repayment of these bonds. Credit rating E.ON UK's long-term credit rating has improved slightly over the year, at A by Standard & Poor's and A3 by Moody's. Borrowings and facilities Details of the Group's borrowing facilities are set out in Notes 19 and 20 to the accounts. At 31 December 2008, the Group had total borrowings of GBP3,832 million (2007: GBP3,542 million) including GBP3,265 million of long-term loans and GBP567 million of short-term loans and overdrafts. At 31 December 2008, the Group had GBP87 million of cash and short-term investments (2007: GBP46 million). E.ON UK's policy is to repay debt where possible and otherwise to place any surplus funds on short-term deposit with approved banks and financial institutions. Strict limits governing the maximum exposure to these banks and financial institutions are applied. These limits are co-ordinated across the E.ON AG Group. The Group's net borrowing position at 31 December 2008 was GBP3,745 million, compared to GBP3,496 million at 31 December 2007. The weighted average interest rate for the year, when compared to average net borrowings, was 5.9 percent compared with 6.0 percent in the previous year. Gearing (net debt as a percentage of net assets excluding net debt) was 46 percent at 31 December 2008 (2007: 46 percent). Commodity risk management As part of its operating activities, E.ON UK engages in energy trading in the gas, electricity, coal, carbon permit and oil markets. This activity is primarily focused around the commercial risk management and optimisation of both UK electricity and gas assets and to manage the price and volume risks associated with its UK retail business, but also encompasses limited proprietary trading in the UK and some European energy markets. All of E.ON UK's energy trading operations are subject to E.ON UK's and E.ON AG's risk management policies. These include value and profit at risk, credit limits, segregation of duties and an independent risk reporting system. To achieve its portfolio optimisation E.ON UK uses fixed price bilateral contracts, futures and option contracts traded on commodity exchanges and swaps and options traded in over-the-counter financial markets. Taxation The tax charge from continuing operations amounted to GBP283 million for the year compared with a GBP135 million credit for the same period to 31 December 2007. The effective rate on continuing operations was 38 percent compared with 23 percent in the year to 31 December 2007. The main reasons for the effective rate not being 28.5 percent (2007: 30 percent) in the period are adjustments to current and deferred tax provisions in respect of prior year items, non deductible expenses and non taxable income. A further adjustment has been made to deferred tax as a result to the change to capital allowances rates effective 1 April 2008, particularly the loss of industrial buildings allowances from 2011 onwards. STATEMENT OF DIRECTORS' RESPONSIBILTIES The following statement which was prepared for the purposes of the 2008 Annual Report and Accounts is set out on pages 26 and 27 of that document. This statement is repeated here solely for the purpose of complying with DTR 6.3.5. This statement relates to and is extracted from the 2008 Annual Report and Accounts. It is not connected to the extracted and summarised information presented in this announcement. Directors' responsibility statement We confirm that to the best of our knowledge: * The Group financial statements, which have been prepared in accordance with IFRSs as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and loss of the Group; and * The Directors' Report and Financial Review in the Annual Report includes a fair review of the development and performance of the business and position of the Group, together with a description of the principal risks and uncertainties that it faces. By order of the Board Brian Tear Chief Financial Officer 28 April 2009 Financial Statements: GROUP INCOME STATEMENT for the year ended 31 December 2008 +-------------------------------------------+------+-------------+--+------------+ | | | Year ended | | Year ended | | | Note | 31 December | | 31 | | | | 2008 | | December | | | | GBPm | | 2007 | | | | | | GBPm | +-------------------------------------------+------+-------------+--+------------+ | Revenue | 2 | 9,039 | | 6,606 | +-------------------------------------------+------+-------------+--+------------+ | Operating costs excluding impairment and | 3 | (8,379) | | (7,114) | | restructuring costs | | | | | +-------------------------------------------+------+-------------+--+------------+ | Impairment and restructuring costs | 4 | (95) | | - | +-------------------------------------------+------+-------------+--+------------+ | Total operating costs | | (8,474) | | (7,114) | +-------------------------------------------+------+-------------+--+------------+ | Other operating income | 3 | 333 | | 137 | +-------------------------------------------+------+-------------+--+------------+ | Operating profit/(loss) | | 898 | | (371) | +-------------------------------------------+------+-------------+--+------------+ | Finance income | 7 | 23 | | 37 | +-------------------------------------------+------+-------------+--+------------+ | Finance costs | 7 | (191) | | (264) | +-------------------------------------------+------+-------------+--+------------+ | Group's share of associates' profit after | 12 | 10 | | 11 | | tax | | | | | +-------------------------------------------+------+-------------+--+------------+ | Profit/(loss) before tax | | 740 | | (587) | +-------------------------------------------+------+-------------+--+------------+ | Taxation | 8 | (283) | | 135 | +-------------------------------------------+------+-------------+--+------------+ | Profit/(loss) for the year from | | 457 | | (452) | | continuing operations | | | | | +-------------------------------------------+------+-------------+--+------------+ | Discontinued operations | | | | | +-------------------------------------------+------+-------------+--+------------+ | (Loss)/profit for the year from | 9 | (565) | | 1,196 | | discontinued operations | | | | | +-------------------------------------------+------+-------------+--+------------+ | (Loss)/profit for year | | (108) | | 744 | +-------------------------------------------+------+-------------+--+------------+ | | | | | | +-------------------------------------------+------+-------------+--+------------+ | (Loss)/profit attributable to: | | | | | +-------------------------------------------+------+-------------+--+------------+ | Minority interest | 31 | 4 | | 6 | +-------------------------------------------+------+-------------+--+------------+ | Equity shareholder | 29 | (112) | | 738 | +-------------------------------------------+------+-------------+--+------------+ | | | (108) | | 744 | +-------------------------------------------+------+-------------+--+------------+ The accounting policies and the Notes on pages 35 to 111 form part of these financial statements. The prior year comparatives have been restated following the reclassification of the E.ON Energy Trading business to discontinued operations. GROUP STATEMENT OF RECOGNISED INCOME AND EXPENSE for the year ended 31 December 2008 +------------------------------------------+------+-------------+--+------------+ | | | Year ended | | Year ended | | | | 31 December | | 31 | | | | 2008 | | December | | | | GBPm | | 2007 | | | | | | GBPm | +------------------------------------------+------+-------------+--+------------+ | (Loss)/profit for the year | | (108) | | 744 | +------------------------------------------+------+-------------+--+------------+ | Profit attributable to minority | | (4) | | (6) | | interests | | | | | +------------------------------------------+------+-------------+--+------------+ | (Loss)/profit attributable to equity | | (112) | | 738 | | shareholder | | | | | +------------------------------------------+------+-------------+--+------------+ | Cash flow hedge fair value | | 11 | | (4) | | gains/(losses) | | | | | +------------------------------------------+------+-------------+--+------------+ | Cash flow hedge losses transferred to | | - | | 147 | | the income statement | | | | | +------------------------------------------+------+-------------+--+------------+ | Available for sale financial assets | | 1 | | - | +------------------------------------------+------+-------------+--+------------+ | Gain on partial disposal | | 2 | | - | +------------------------------------------+------+-------------+--+------------+ | Actuarial gains/(losses) on pension | | 545 | | (101) | | scheme arrangements | | | | | +------------------------------------------+------+-------------+--+------------+ | Tax on items taken directly to equity | | (155) | | (12) | +------------------------------------------+------+-------------+--+------------+ | Total recognised income for the year | | 292 | | 768 | +------------------------------------------+------+-------------+--+------------+ The accounting policies and the Notes on pages 35 to 111 form part of these financial statements. GROUP BALANCE SHEET as at 31 December 2008 +------------------------------------------+------+-------------+--+------------+ | | Note | 31 | | 31 | | | | December | | December | | | | 2008 | | 2007 | | | | GBPm | | GBPm | +------------------------------------------+------+-------------+--+------------+ | Non-current assets | | | | | +------------------------------------------+------+-------------+--+------------+ | Intangible assets | | | | | +------------------------------------------+------+-------------+--+------------+ | Goodwill | 10 | 2,477 | | 2,495 | +------------------------------------------+------+-------------+--+------------+ | Other | 10 | 487 | | 409 | +------------------------------------------+------+-------------+--+------------+ | Total intangible assets | | 2,964 | | 2,904 | +------------------------------------------+------+-------------+--+------------+ | Property, plant and equipment | 11 | 5,817 | | 5,078 | +------------------------------------------+------+-------------+--+------------+ | Interests in associates | 12 | 3 | | 3 | +------------------------------------------+------+-------------+--+------------+ | Available for sale investments | 14 | 19 | | 18 | +------------------------------------------+------+-------------+--+------------+ | Financial receivables | 15 | 47 | | 24 | +------------------------------------------+------+-------------+--+------------+ | Pension asset | 23 | 472 | | - | +------------------------------------------+------+-------------+--+------------+ | | | 9,322 | | 8,027 | +------------------------------------------+------+-------------+--+------------+ | Current assets | | | | | +------------------------------------------+------+-------------+--+------------+ | Inventories | 16 | 257 | | 193 | +------------------------------------------+------+-------------+--+------------+ | Trade and other receivables | 17 | 2,133 | | 1,983 | +------------------------------------------+------+-------------+--+------------+ | Commodity and other derivative financial | 21 | 4,279 | | 1,723 | | instruments | | | | | +------------------------------------------+------+-------------+--+------------+ | Cash and cash equivalents | | 87 | | 46 | +------------------------------------------+------+-------------+--+------------+ | | | 6,756 | | 3,945 | +------------------------------------------+------+-------------+--+------------+ | Assets of disposal group classified as | 9 | 235 | | - | | held-for-sale | | | | | +------------------------------------------+------+-------------+--+------------+ | | | 6,991 | | 3,945 | +------------------------------------------+------+-------------+--+------------+ | Total assets | | 16,313 | | 11,972 | +------------------------------------------+------+-------------+--+------------+ GROUP BALANCE SHEET as at 31 December 2008 (continued) +------------------------------------------+------+-------------+--+------------+ | |Note | 31 | | 31 | | | | December | | December | | | | 2008 | | 2007 | | | | GBPm | | GBPm | +------------------------------------------+------+-------------+--+------------+ | Current liabilities | | | | | +------------------------------------------+------+-------------+--+------------+ | Borrowings | 19 | 567 | | 1,477 | +------------------------------------------+------+-------------+--+------------+ | Commodity and other derivative financial | 21 | 4,910 | | 1,661 | | instruments | | | | | +------------------------------------------+------+-------------+--+------------+ | Trade and other payables | 18 | 1,579 | | 1,431 | +------------------------------------------+------+-------------+--+------------+ | Current tax liabilities | | 396 | | 227 | +------------------------------------------+------+-------------+--+------------+ | Provisions | 24 | 330 | | 157 | +------------------------------------------+------+-------------+--+------------+ | | | 7,782 | | 4,953 | +------------------------------------------+------+-------------+--+------------+ | Liabilities of disposal group classified | 9 | 134 | | - | | as held-for-sale | | | | | +------------------------------------------+------+-------------+--+------------+ | | | 7,916 | | 4,953 | +------------------------------------------+------+-------------+--+------------+ | Non-current liabilities | | | | | +------------------------------------------+------+-------------+--+------------+ | Borrowings | 20 | 3,265 | | 2,065 | +------------------------------------------+------+-------------+--+------------+ | Provisions | 24 | 101 | | 84 | +------------------------------------------+------+-------------+--+------------+ | Deferred tax | 25 | 720 | | 717 | +------------------------------------------+------+-------------+--+------------+ | Pension liability | 23 | - | | 138 | +------------------------------------------+------+-------------+--+------------+ | | | 4,086 | | 3,004 | +------------------------------------------+------+-------------+--+------------+ | Total liabilities | | 12,002 | | 7,957 | +------------------------------------------+------+-------------+--+------------+ | Shareholders' equity | | | | | +------------------------------------------+------+-------------+--+------------+ | Ordinary shares | 26 | 1,325 | | 1,325 | +------------------------------------------+------+-------------+--+------------+ | Share premium | 28 | 97 | | 97 | +------------------------------------------+------+-------------+--+------------+ | Retained earnings | 29 | 2,302 | | 2,019 | +------------------------------------------+------+-------------+--+------------+ | Other reserves | 30 | 585 | | 576 | +------------------------------------------+------+-------------+--+------------+ | Total shareholder equity | | 4,309 | | 4,017 | +------------------------------------------+------+-------------+--+------------+ | Minority interest in equity | 31 | 2 | | (2) | +------------------------------------------+------+-------------+--+------------+ | Total equity | | 4,311 | | 4,015 | +------------------------------------------+------+-------------+--+------------+ | Total liabilities and equity | | 16,313 | | 11,972 | +------------------------------------------+------+-------------+--+------------+ Approved by the Board on 28 April 2009 Brian Tear Director 28 April 2009 The accounting policies and the Notes on pages 35 to 111 form part of these financial statements. GROUP CASHFLOW STATEMENT for the year ended 31 December 2008 +------------------------------------------+------+------------+---+------------+ | | Note | Year ended | | Year ended | | | | 31 | | 31 | | | | December | | December | | | | 2008 | | 2007 | | | | GBPm | | GBPm | +------------------------------------------+------+------------+---+------------+ | Cash flows from operating activities | | | | | +------------------------------------------+------+------------+---+------------+ | Cash generated from operations | 32 | 1,143 | | 1,332 | +------------------------------------------+------+------------+---+------------+ | Interest received | | 10 | | 7 | +------------------------------------------+------+------------+---+------------+ | Interest paid | | (184) | | (197) | +------------------------------------------+------+------------+---+------------+ | Tax paid | | (70) | | (46) | +------------------------------------------+------+------------+---+------------+ | Dividends received from associates | 12 | 22 | | 16 | +------------------------------------------+------+------------+---+------------+ | Net cash from operating activities | | 921 | | 1,112 | +------------------------------------------+------+------------+---+------------+ | Cash flows from investing activities | | | | | +------------------------------------------+------+------------+---+------------+ | Purchase of property, plant and | | (1,223) | | (940) | | equipment and intangible assets | | | | | +------------------------------------------+------+------------+---+------------+ | Acquisitions (net of cash acquired) | 36 | (50) | | - | +------------------------------------------+------+------------+---+------------+ | Purchase of other financial assets | | (41) | | (40) | +------------------------------------------+------+------------+---+------------+ | Finance lease principal receipts | | 23 | | 10 | +------------------------------------------+------+------------+---+------------+ | Receipts from other financial assets | | 57 | | - | +------------------------------------------+------+------------+---+------------+ | Proceeds from sale of property, plant | | 83 | | 6 | | and equipment | | | | | +------------------------------------------+------+------------+---+------------+ | Disposals | | 6 | | - | +------------------------------------------+------+------------+---+------------+ | Proceeds from sale of investments | 5 | 3 | | - | +------------------------------------------+------+------------+---+------------+ | Net cash used in investing activities | | (1,142) | | (964) | +------------------------------------------+------+------------+---+------------+ | Cash flows from financing activities | | | | | +------------------------------------------+------+------------+---+------------+ | Proceeds from issuance of new shares | | - | | 1,000 | +------------------------------------------+------+------------+---+------------+ | Proceeds from issue of new borrowings | | 2,311 | | 2,332 | +------------------------------------------+------+------------+---+------------+ | Repayment of borrowings | | (2,029) | | (3,208) | +------------------------------------------+------+------------+---+------------+ | Finance lease principal payments | | (18) | | (18) | +------------------------------------------+------+------------+---+------------+ | Dividends paid to minority interests | 31 | (2) | | (2) | +------------------------------------------+------+------------+---+------------+ | Dividends paid to equity shareholder | 29 | - | | (240) | +------------------------------------------+------+------------+---+------------+ | Net cash from financing activities | | 262 | | (136) | +------------------------------------------+------+------------+---+------------+ | | | | | | +------------------------------------------+------+------------+---+------------+ | Net increase in cash and cash | | 41 | | 12 | | equivalents | | | | | +------------------------------------------+------+------------+---+------------+ | Cash and cash equivalents at 1 January | | 46 | | 34 | +------------------------------------------+------+------------+---+------------+ | Cash and cash equivalents at 31 December | | 87 | | 46 | | | | | | | +------------------------------------------+------+------------+---+------------+ The accounting policies and the Notes on pages 35 to 111 form part of these financial statements. NOTES TO THE FINANCIAL STATEMENTS 1) Basis of preparation and accounting policies The financial information contained in these condensed Financial Statements does not constitute the Company's statutory accounts within the meaning of the Companies Act 1985. Statutory accounts for the years ended 31 December 2008 and 31 December 2007 have been reported on, without qualification or drawing attention to any matters by way of emphasis, by the Company's auditors and without reference to S237 (2) or (3) of the Companies Act 1985. Whilst the financial information included in this Annual Report and Accounts announcement has been computed in accordance with International Financial Reporting Standards ('IFRS') this announcement, due to its condensed nature, does not itself contain sufficient information to comply with IFRS. Statutory accounts for the year ended 31 December 2007 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 31 December 2008, prepared under IFRS for the Group and UK Accounting Standards for the parent company, will be delivered to the Registrar in due course. 2)Accounting policies The accounting policies applied in these condensed Financial Statements for the year ended 31 December 2008 are consistent with those of the Annual Report and Accounts for the year ended 31 December 2007, as described in those Annual Report and Accounts, with the exception of standards, amendments and interpretations effective in 2008 and changes in segmental reporting, described below. a) Standards, amendments and interpretations effective in 2008 The International Accounting Standards Board ("IASB") and the IFRIC have issued standards and interpretations that have been transferred by the EU into European law and whose application is mandatory in the reporting period from 1 January 2008 through 31 December 2008 or which are being voluntarily applied by E.ON: +----------------+-------------------------------------+------------------------+ | International Financial Reporting Standards | IAS/IFRS effective | | (IFRS/IAS) | date for periods | | International Financial Reporting Interpretations | beginning or starting | | Committee (IFRIC) | after | +------------------------------------------------------+------------------------+ | IAS 39 | Reclassification of Financial | 1 July 2008 | | (amended) and | Assets | | | IFRS 7 | | | | (amended) | | | +----------------+-------------------------------------+------------------------+ | IFRIC 11 | IFRS 2 - Group and treasury share | 1 March 2007 | | | transactions | | +----------------+-------------------------------------+------------------------+ | IFRIC 13 | Customer loyalty programmes | 1 July 2008 | +----------------+-------------------------------------+------------------------+ | IFRIC 14 | IAS 19 - The limit on a defined | 1 January 2008 | | | pension benefit asset, minimum | | | | funding requirements and their | | | | interaction bind point | | +----------------+-------------------------------------+------------------------+ The adoption of these Interpretations has not led to any changes in the Group's accounting policies. b) Change in segmental reporting For management purposes, the Group is currently organised into six operating divisions - Generation, E.ON Climate and Renewables (EC&R), E.ON Energy Trading, Central Networks, Retail and Energy Services. This represents a change compared to 2007 since the Group's power generation, renewables and energy trading activity, previously reported as the Energy Wholesale segment, were separated from 1 January 2008 to form the Generation, E.ON Climate & Renewables and E.ON Energy Trading businesses. The comparatives for 2007 have been restated. Management has chosen these divisions as the basis on which the Group reports its primary segment information, although the EC&R and Energy Services business units do not meet the thresholds requiring disclosure as a segment under IAS 14 'Segment Reporting'. Under IFRS, segments or material business units that have been sold or are held for sale must be reported as discontinued operations. In 2008, this includes E.ON Energy Trading, which is held for sale and was legally disposed of to a fellow group undertaking on 1 January 2009 (2007: no discontinued operations). The financial statements for 2008 have been adjusted for all components of discontinued operations (see Note 9). The comparative figures for 2007 have been restated. 3) Segmental reporting +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Year |Generation | EC&R | Central |Retail | Energy | Central/ |Eliminations | Group | | ended | | |Networks | |Services |Unallocated | | | | 31 | | | | | | | | | | December | | | | | | | | | | 2008 | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | External | 150 | 56 | 488 | 6,524 | 147 | - | - | 7,365 | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Inter-segment | - | - | 138 | 23 | 339 | - | (500) | - | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Inter-segment | 1,505 | 169 | - | - | - | - | - | 1,674 | | revenue - | | | | | | | | | | discontinued | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 1,655 | 225 | 626 | 6,547 | 486 | - | (500) | 9,039 | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Result | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Segment | 699 | 59 | 361 | (47) | (108) | (66) | | 898 | | result | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Finance income | | | | | | | 23 | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Finance | | | | | | | | (191) | | costs | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Share | - | 2 | - | - | - | 8 | | 10 | | of | | | | | | | | | | results | | | | | | | | | | of | | | | | | | | | | associates | | | | | | | | | | after tax | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Profit before | | | | | | | 740 | | tax | | | | | | | | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Tax | | | | | | | | (283) | | charge | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Profit for the year from continuing activities | | 457 | +----------------------------------------------------------------------------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 12,396 | 689 | 3,645 | 5,251 | 729 | (6,632) | | 16,078 | | assets | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 9,516 | 586 | 1,133 | 5,495 | 861 | (5,723) | | 11,868 | | liabilities* | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Other segment | | | | | | | | | items | | | | | | | | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Capital | 542 | 189 | 347 | 1 | 54 | 9 | | 1,142 | | expenditure | | | | | | | | | | (including | | | | | | | | | | acquisitions) | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Intangible | 7 | 16 | - | 13 | 30 | 11 | | 77 | | expenditure | | | | | | | | | | (including | | | | | | | | | | acquisitions) | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Depreciation | 147 | 11 | 100 | - | 13 | 3 | | 274 | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Amortisation | 4 | - | - | 58 | 1 | - | | 63 | | of | | | | | | | | | | intangible | | | | | | | | | | assets | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Goodwill | 6 | 32 | 308 | 1,237 | 22 | 872 | | 2,477 | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ *Interest and tax liabilities are included within central/unallocated. See Note 4 for impairments by segment +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Year |Generation | EC&R | Central |Retail | Energy | Central/ |Eliminations | Group | | ended | | |Networks | | Services |Unallocated | | | | 31 | | | | | | | | | | December | | | | | | | | | | 2007 | | | | | | | | | | (restated) | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | GBPm | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | External | 93 | 38 | 464 | 5,703 | 88 | - | - | 6,386 | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Inter-segment | - | 23 | 144 | 26 | 323 | - | (516) | - | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Inter-segment | 72 | 148 | - | - | - | - | - | 220 | | revenue - | | | | | | | | | | discontinued | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 165 | 209 | 608 | 5,729 | 411 | - | (516) | 6,606 | | revenue | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Result | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Segment | (636) | 1 | 349 | (17) | (2) | (66) | | (371) | | result | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Finance income | | | | | | | 37 | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Finance | | | | | | | | (264) | | costs | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Share | 2 | - | - | - | - | 9 | | 11 | | of | | | | | | | | | | results | | | | | | | | | | of | | | | | | | | | | associates | | | | | | | | | | after tax | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Loss before tax | | | | | | | (587) | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Tax | | | | | | | | 135 | | credit | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Loss for the year from continuing activities | | (452) | +----------------------------------------------------------------------------------+--------------+--------+ | | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 14,828 | 571 | 3,397 | 4,843 | 308 | (11,975) | | 11,972 | | assets | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Total | 11,344 | 457 | 1,155 | 1,306 | 286 | (6,591) | | 7,957 | | liabilities* | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Other segment | | | | | | | | | items | | | | | | | | +----------------------------+--------+----------+--------+----------+-------------+--------------+--------+ | Capital | 75 | 379 | 331 | - | 59 | 12 | | 856 | | expenditure | | | | | | | | | | (including | | | | | | | | | | acquisitions) | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Intangible | 45 | 55 | - | 13 | - | - | | 113 | | expenditure | | | | | | | | | | (including | | | | | | | | | | acquisitions) | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Depreciation | 128 | 9 | 90 | 1 | 6 | 3 | | 237 | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Amortisation | 2 | - | - | 60 | - | - | | 62 | | of | | | | | | | | | | intangible | | | | | | | | | | assets | | | | | | | | | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ | Goodwill | 36 | 32 | 308 | 1,237 | 13 | 869 | | 2,495 | +---------------+------------+--------+----------+--------+----------+-------------+--------------+--------+ *Interest and tax liabilities are included within central/unallocated. No impairments were recorded during 2007. Secondary format - geographical segments All material revenue, profits, liabilities, assets and other segment items arise within the UK. No secondary segments analysed by geographic destination are therefore reported. Reportable segments' assets are reconciled to total assets as follows: +------------------------------------------------+--------------+--+------------+ | | At | | At | | | 31 December | | 31 | | | 2008 | | December | | | GBPm | | 2007 | | | | | GBPm | +------------------------------------------------+--------------+--+------------+ | Segment assets for reportable segments | 16,078 | | 11,972 | +------------------------------------------------+--------------+--+------------+ | Assets of disposal group classified as | 235 | | - | | held-for-sale | | | | +------------------------------------------------+--------------+--+------------+ | Total assets per the balance sheet | 16,313 | | 11,972 | +------------------------------------------------+--------------+--+------------+ Reportable segments' liabilities are reconciled to total liabilities as follows: +------------------------------------------------+--------------+--+------------+ | | At | | At | | | 31 December | | 31 | | | 2008 | | December | | | GBPm | | 2007 | | | | | GBPm | +------------------------------------------------+--------------+--+------------+ | Segment liabilities for reportable segments | 11,868 | | 7,957 | +------------------------------------------------+--------------+--+------------+ | Liabilities of disposal group classified as | 134 | | - | | held-for-sale | | | | +------------------------------------------------+--------------+--+------------+ | Total liabilities per the balance sheet | 12,002 | | 7,957 | +------------------------------------------------+--------------+--+------------+ 4) Impairment and restructuring costs` Impairment and restructuring costs comprise: +-----------------------------------------------+--------------+--+------------+ | | Year ended | | Year ended | | | 31 December | | 31 | | | 2008 | | December | | | GBPm | | 2007 | | | | | GBPm | +-----------------------------------------------+--------------+--+------------+ | Impairment and restructuring costs before | 95 | | - | | taxation | | | | +-----------------------------------------------+--------------+--+------------+ | Tax on impairment and restructuring costs | (27) | | - | +-----------------------------------------------+--------------+--+------------+ | Impairment and restructuring costs after | 68 | | - | | taxation | | | | +-----------------------------------------------+--------------+--+------------+ During 2008, CHP property, plant and equipment was impaired by GBP4 million (see Note 11) and a further onerous contract of GBP32 million was recognised with respect to the CHP contracts. The impairment and onerous contract arose as a result of rising wholesale gas prices resulting in increased costs on CHP contracts that receive a relatively fixed price per unit of output. Consequently, in some cases the current estimate of unavoidable costs of meeting the obligations under the contacts exceeds the economic benefits expected to be received under it. CHP plants are within the Generation segment. Goodwill relating to the Energy Services segment was impaired by GBP13 million (see Note 10) and restructuring and onerous contract costs of GBP34 million were recognised following a strategic review of the business activities. Restructuring costs of GBP12 million relating to the Retail business were also recorded. A tax credit of GBP27 million arose as a result of these charges. The above charges relate solely to continuing operations. 5) Profits less losses on disposals of investments/businesses Profits less losses on disposal of investments/businesses (including provisions) comprise: +-----------------------------------------------+-------------+--+-------------+ | | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +-----------------------------------------------+-------------+--+-------------+ | Profits less losses on disposal of | 5 | | - | | investments/businesses (including provisions) | | | | | before taxation | | | | +-----------------------------------------------+-------------+--+-------------+ | Tax on profits less losses on disposal of | - | | - | | investments/ businesses (including | | | | | provisions) | | | | +-----------------------------------------------+-------------+--+-------------+ | Profits less losses on disposal of | 5 | | - | | investments/ businesses (including | | | | | provisions) after taxation | | | | +-----------------------------------------------+-------------+--+-------------+ | Gain on disposals recognised in the income | 3 | | - | | statements | | | | +-----------------------------------------------+-------------+--+-------------+ | Gain on partial disposal recognised in equity | 2 | | - | +-----------------------------------------------+-------------+--+-------------+ | Total gains on disposal of investments | 5 | | - | +-----------------------------------------------+-------------+--+-------------+ During the year, E.ON UK disposed of 100 percent of its investment in Holford Gas Storage Limited. Proceeds from the disposal and net assets at the date of disposal were nil. In addition, the Group disposed of 100 percent of the trade and assets of E.ON Engineering for GBP3 million. The net assets disposed of were GBP0.4 million, resulting in profit of GBP2.6 million. Also, E.ON UK disposed of a 40 percent share of E.ON Masdar London Array Limited (formerly E.ON Climate & Renewables UK London Array Limited) for total proceeds of GBP5 million. Net assets disposed totalled GBP3 million, resulting in a profit of GBP2 million. 6)Finance income and costs +------------------------------------------------+------------+--+------------+ | | Year ended | | Year ended | | | 31 | | 31 | | | December | | December | | | 2008 | | 2007 | | | GBPm | | GBPm | +------------------------------------------------+------------+--+------------+ | Interest receivable | | | | +------------------------------------------------+------------+--+------------+ | From fellow E.ON group undertakings | 5 | | - | +------------------------------------------------+------------+--+------------+ | Net pensions interest (Note 23) | - | | 32 | +------------------------------------------------+------------+--+------------+ | Other | 18 | | 5 | +------------------------------------------------+------------+--+------------+ | Finance income | 23 | | 37 | +------------------------------------------------+------------+--+------------+ | Interest payable | | | | +------------------------------------------------+------------+--+------------+ | Loans from fellow E.ON group undertakings | (195) | | (254) | +------------------------------------------------+------------+--+------------+ | Net pensions interest (Note 23) | (3) | | - | +------------------------------------------------+------------+--+------------+ | Other loans | (13) | | (16) | +------------------------------------------------+------------+--+------------+ | Unwinding of discount in provisions | (3) | | (2) | +------------------------------------------------+------------+--+------------+ | Capitalised interest | 23 | | 8 | +------------------------------------------------+------------+--+------------+ | Finance costs | (191) | | (264) | +------------------------------------------------+------------+--+------------+ | Net finance costs | (168) | | (227) | +------------------------------------------------+------------+--+------------+ Finance income and costs all relate to continuing operations. 7) Taxation +--------------------------------------------------+-------------+--+------------+ | | Year ended | | Year ended | | | 31 December | | 31 | | | 2008 | | December | | | GBPm | | 2007 | | | | | GBPm | +--------------------------------------------------+-------------+--+------------+ | Current tax: | | | | +--------------------------------------------------+-------------+--+------------+ | United Kingdom Corporation tax at 28.5% (2007: | 241 | | 87 | | 30%) | | | | +--------------------------------------------------+-------------+--+------------+ | Overseas tax | 19 | | - | +--------------------------------------------------+-------------+--+------------+ | Over provision in prior year | (21) | | (23) | +--------------------------------------------------+-------------+--+------------+ | Total current tax charge | 239 | | 64 | +--------------------------------------------------+-------------+--+------------+ | Less current tax on discontinued operations | (108) | | (300) | +--------------------------------------------------+-------------+--+------------+ | Current tax on continuing operations | 131 | | (236) | +--------------------------------------------------+-------------+--+------------+ | Deferred tax: | | | | +--------------------------------------------------+-------------+--+------------+ | Origination and reversal of temporary timing | (211) | | 214 | | differences | | | | +--------------------------------------------------+-------------+--+------------+ | Impact of change in rate | 3 | | (51) | +--------------------------------------------------+-------------+--+------------+ | Under provision in prior year | 53 | | 36 | +--------------------------------------------------+-------------+--+------------+ | Total deferred tax (credit)/charge (Note 25) | (155) | | 199 | +--------------------------------------------------+-------------+--+------------+ | Less deferred tax on discontinued operations | 307 | | (98) | +--------------------------------------------------+-------------+--+------------+ | Deferred tax on continuing operations | 152 | | 101 | +--------------------------------------------------+-------------+--+------------+ | Tax charge/(credit) on profit/(loss) on | 283 | | (135) | | continuing activities | | | | +--------------------------------------------------+-------------+--+------------+ 8) Discontinued operations The relevant assets and liabilities relating to the E.ON Energy Trading segment have been presented as held-for-sale following the approval of the Group's management to sell the E.ON Energy Trading business to a fellow group undertaking. The completion date for the transaction was 1 January 2009. +-----------------------------------------------+-------------+--+-------------+ | | At | | | | | 31 December | | | | | 2008 | | | | | GBPm | | | +-----------------------------------------------+-------------+--+-------------+ | Operating cashflows | 5 | | | +-----------------------------------------------+-------------+--+-------------+ | Investing cashflows | (5) | | | +-----------------------------------------------+-------------+--+-------------+ | Total cashflows | - | | | +-----------------------------------------------+-------------+--+-------------+ The segment did not operate its own individual bank account and therefore all cash flows occur through operating intercompany. a) Assets of disposal group classified as held-for-sale +-----------------------------------------------+-------------+--+-------------+ | | At | | | | | 31 December | | | | | 2008 | | | | | GBPm | | | +-----------------------------------------------+-------------+--+-------------+ | Intangible assets | 80 | | | +-----------------------------------------------+-------------+--+-------------+ | Inventories | 127 | | | +-----------------------------------------------+-------------+--+-------------+ | Commodity and other derivative financial | 28 | | | | receivables | | | | +-----------------------------------------------+-------------+--+-------------+ | Total | 235 | | | +-----------------------------------------------+-------------+--+-------------+ b) Liabilities of disposal group classified as held-for-sale +-----------------------------------------------+-------------+--+-------------+ | | At | | | | | 31 December | | | | | 2008 | | | | | GBPm | | | +-----------------------------------------------+-------------+--+-------------+ | Commodity and other derivative financial | 38 | | | | payables | | | | +-----------------------------------------------+-------------+--+-------------+ | Trade and other payables | 49 | | | +-----------------------------------------------+-------------+--+-------------+ | Provisions | 47 | | | +-----------------------------------------------+-------------+--+-------------+ | Total | 134 | | | +-----------------------------------------------+-------------+--+-------------+ c) Analysis of the result of discontinued operations is as follows: +-----------------------------------------------+-------------+--+-------------+ | | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +-----------------------------------------------+-------------+--+-------------+ | Revenue | 2,316 | | 2,003 | +-----------------------------------------------+-------------+--+-------------+ | Net expenses | (3,080) | | (409) | +-----------------------------------------------+-------------+--+-------------+ | (Loss)/profit before tax of discontinued | (764) | | 1,594 | | operations | | | | +-----------------------------------------------+-------------+--+-------------+ | United Kingdom Corporation tax | 180 | | (398) | +-----------------------------------------------+-------------+--+-------------+ | Overseas tax | 19 | | - | +-----------------------------------------------+-------------+--+-------------+ | (Loss)/profit for the year from discontinued | (565) | | 1,196 | | operations | | | | +-----------------------------------------------+-------------+--+-------------+ 9) Related party transactions Information about material related party transactions is set out below: Subsidiary companies Details of investments in principal subsidiary companies are disclosed in Note 13. Parent company and fellow subsidiaries Transactions and balances with the parent company and fellow subsidiaries are summarised below. Purchases and sales relate predominantly to purchases and sales of gas. +-----------------------------------------------+-------------+--+-------------+ | Income statements items | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +-----------------------------------------------+-------------+--+-------------+ | Expenses incurred from parent undertaking and | 563 | | 789 | | fellow subsidiaries | | | | +-----------------------------------------------+-------------+--+-------------+ | Income received from parent undertaking and | 193 | | 84 | | fellow subsidiaries | | | | +-----------------------------------------------+-------------+--+-------------+ Balance sheet items with parent undertakings and fellow subsidiaries are disclosed in Notes 17, 18, 19 and 20. Income statement interest payable and receivable are disclosed in Note 7. Associates Transactions and balances with associates are summarised below. Sales relate largely to management fees. Purchases relate largely to electricity generated by associates. +-----------------------------------------------+-------------+--+-------------+ | Income statements items | Year ended | | Year ended | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +-----------------------------------------------+-------------+--+-------------+ | Purchases from associates | 4 | | 102 | +-----------------------------------------------+-------------+--+-------------+ | Sales to associates | - | | 6 | +-----------------------------------------------+-------------+--+-------------+ +-----------------------------------------------+-------------+--+-------------+ | Balance sheet items | At | | At | | | 31 December | | 31 December | | | 2008 | | 2007 | | | GBPm | | GBPm | +-----------------------------------------------+-------------+--+-------------+ | Receivables from associates | - | | 3 | +-----------------------------------------------+-------------+--+-------------+ | Payables to associates | - | | 15 | +-----------------------------------------------+-------------+--+-------------+ Pension funds Information relating to the pension fund arrangements is disclosed in Note 23. Directors and key management Details of directors' and key management remuneration are disclosed in Note 6. 10) Acquisitions On 15 January 2008, the Group purchased the entire issued share capital of CHN Group Limited for cash consideration of GBP23 million. The CHN Group wholly owns five trading subsidiaries, CHN Contractors Limited, CHN Electrical Services Limited, CHN Gas Service and Maintenance Limited, CHN Special Projects Limited and Industry Developments Limited. These companies are all located within the West Midlands. Their primary activities are to provide installation, service, maintenance and repair of plumbing, heating and electrical systems, primarily through business to business contracts with local authorities and housing associations. On 31 March 2008, the Group purchased the entire issued share capital of Empower Training Services Limited for cash consideration of GBP3 million. The primary activity of Empower Training Services Limited is to provide training for the utilities industries. On 18 July 2008, the Group increased its stake in the London Array unincorporated joint venture by acquiring half of Shell's project interest for GBP12 million after which the Group had a project interest of 50 percent. The London Array project is a consortium to develop an offshore wind farm in the outer Thames Estuary. Included in the consideration above is GBP8 million of consideration which is contingent on supply of the turbines. The Group's effective project interest was reduced to 30 percent following the subsequent disposal of a 40 percent share of E.ON Masdar London Array Limited (formerly E.ON Climate & Renewables UK London Array Limited). On 8 August 2008, the Group acquired 60 percent of the share capital of Lighting for Staffordshire Holdings Limited and the trade and assets of its service provider for cash consideration of GBP11 million. Lighting for Staffordshire Holdings Limited owns the trading subsidiary Lighting for Staffordshire Limited which is involved in the maintenance of street lighting and illuminated signs in Staffordshire. On 31 October 2008, the Group purchased the entire issued share capital of Thor Holdings Limited for GBP10 million. Thor Holdings Limited owns Thor Cogeneration Ltd which is involved in a project to build a cogeneration plant in the Teesside area. The acquisitions described above are immaterial to the Group and therefore the information below is shown in aggregate. +--------------------------------------------+-----+-------------+--+-------------+ | | | Book value | | Fair value | | | | GBPm | | GBPm | +--------------------------------------------+-----+-------------+--+-------------+ | | | | | | +--------------------------------------------+-----+-------------+--+-------------+ | Property, plant and equipment | | 2 | | 2 | +--------------------------------------------+-----+-------------+--+-------------+ | Intangibles | | - | | 26 | +--------------------------------------------+-----+-------------+--+-------------+ | Cash and cash equivalents | | 1 | | 1 | +--------------------------------------------+-----+-------------+--+-------------+ | Other current assets | | 24 | | 24 | +--------------------------------------------+-----+-------------+--+-------------+ | Other current liabilities | | (10) | | (12) | +--------------------------------------------+-----+-------------+--+-------------+ | Deferred tax liability | | - | | (3) | +--------------------------------------------+-----+-------------+--+-------------+ | Non-current liabilities | | (2) | | (3) | +--------------------------------------------+-----+-------------+--+-------------+ | | | 15 | | | +--------------------------------------------+-----+-------------+--+-------------+ | Fair value of net assets acquired | | | | 35 | +--------------------------------------------+-----+-------------+--+-------------+ | Goodwill arising on acquisition | | | | 25 | +--------------------------------------------+-----+-------------+--+-------------+ | Total consideration | | | | 60 | +--------------------------------------------+-----+-------------+--+-------------+ | | | | | | +--------------------------------------------+-----+-------------+--+-------------+ | Satisfied by: | | | | | +--------------------------------------------+-----+-------------+--+-------------+ | Cash paid | | | | 51 | +--------------------------------------------+-----+-------------+--+-------------+ | Contingent consideration - cash | | | | 8 | +--------------------------------------------+-----+-------------+--+-------------+ | Directly attributable costs | | | | 1 | +--------------------------------------------+-----+-------------+--+-------------+ | | | | | 60 | +--------------------------------------------+-----+-------------+--+-------------+ The goodwill arising on these acquisitions is attributable to the anticipated profitability of their activities in the new markets and the future operating synergies from the combination. In total, these acquisitions contributed GBP53 million to revenue and GBP6 million to profit before tax for the period between the dates of acquisition and the balance sheet date. If these acquisitions had been completed on the first day of the financial year, group revenues for the period would have been GBP69 million and group profit attributable to equity holders of the parent would have been GBP7 million. 11) Events after the balance sheet date On 1 January 2009, the Group sold its E.ON Energy Trading business to EET AG as part of the overall strategy to combine all of the European energy trading operations. In accordance with IFRS 5, the E.ON Energy Trading business has been disclosed as a discontinued operation in these financial statements. The results of the E.ON Energy Trading business are included in discontinued operations in the Group income statement and the relevant assets and liabilities are classified as held-for-sale in the Group balance sheet as described in Note 9. On 14 January 2009, the Group announced its intention to create a joint venture with RWE npower with plans to build new nuclear power stations in the UK. The Group and and RWE npower will each have a 50 percent stake in the joint venture, which will focus long-term on seeking to secure sites being sold by the Nuclear Decommissioning Authority and taking them through the consents process to building and operating new nuclear power stations. 30 April 2009 For further enquiries please contact: Jonathan Smith, E.ON UK plc +44 (0)2476 183676 Emily Highmore, E.ON UK plc +44 (0)2476 183680 This information is provided by RNS The company news service from the London Stock Exchange END FR ILFIFSDIIVIA
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