Bilfinger SE

Quarterly Report • Nov 11, 2016

INTERIM REPORT

Q3 2016

Third quarter 2016: Sound performance in challenging environment

Group

• Adjusted EBITA improves to €21 million despite significant decline in volume
• Sale of real estate services leads to substantial increase in net profit to €457 million
• Cash flow from operating activities above prior year, net liquidity rises significantly due to proceeds from the sale
• Stronger balance sheet with significantly higher equity ratio
• Outlook 2016 confirmed
• Capital Markets Day on February 14, 2017: Presentation of strategy and implementation plan

Industrial

• Orders received 3 percent above prior-year quarter
• Order successes in what remains a demanding environment: Improved customer orientation and market-oriented service offerings
• Decrease in EBITA but margin of 5.1 percent slightly above previous year with significantly lower output volume
• Restructuring taking hold, cost base decreasing

Power

• Orders received of -30 percent well below prior year, as expected
• EBITA of -€1 million, but output volume continues to decline significantly

KEY FIGURES FOR THE GROUP * € million			Q3			Q1-Q3
	2016	2015	Δ in %	2016	2015	Δ in %
Orders received	947	993	-5	2,987	3,290	-9
Order backlog	2,603	3,199	-19	2,603	3,199	-19
Output volume	1,020	1,277	-20	3,161	3,689	-14
EBITA adjusted 1	21	15	40	8	-45
EBITA margin adjusted 1 (in %)	2.1	1.1		0.3	-1.2
Adjusted net profit from continuing operations 1	11	7	57	-4	-41
Adjusted earnings per share from continuing operations 1 (in €)	0.25	0.15	67	-0.09	-0.94
Net profit 2	457	-76		324	-515
Cash flow from operating activities	39	29	34	-246	-110
Adjusted cash flow from operating activities 3	70	59	19	-125	-15
Investments	16	16	0	47	50	-6
thereof in property, plant and equipment	16	14	14	45	47	-4
thereof in financial assets	0	2		2	3	-33
Employees (number at September 30)	38,434	44,483	-14	38,434	44,483	-14

* All of the figures presented in this report relate, unless otherwise stated, to the Group's continuing operations; the figures for the prior-year period have been adjusted accordingly. The sold units Building, Facility Services, Real Estate, Water Technologies, Offshore Systems, Concessions, the former construction activities as well as marine construction are presented under discontinued operations.

The explanations in this interim group management report relate to changes in the current quarter (July 1, 2016 - September 30, 2016). In previously published interim group management reports, the explanations related to changes in the entire reporting period.

Slight differences in some figures may occur in this interim report due to rounding.

¹ Adjustments see table Reconciliation to adjusted earnings.

² Includes continuing and discontinued operations.

³ In accordance with EBITA adjusted.

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ORDERS RECEIVED / QUARTER € million

OUTPUT VOLUME AND EBITA MARGIN ADJUSTED / QUARTER

• Orders received: 5 percent below the prior-year figure (organically 0 percent). At Industrial, increase of 3 percent in what remains a demanding market environment, client confidence strengthened through improved customer orientation and market-oriented service offerings. Orders received at Power, on the other hand, declined significantly as a result of weakness in home markets. In view of the competitive and price pressures, highly selective approach in the German and international project business.
• Order backlog: Decrease of 19 percent (organically -15 percent).
• Output volume: Decrease of 20 percent (organically -16 percent). Both segments declined as expected: Industrial as a result of lower project volume as well as the market situation in the oil and gas sector, Power primarily due to less business in home markets and a highly selective approach in the German and international project business in the wake of competitive and price pressures.
• EBITA adjusted / adjusted net profit from continuing operations: Increase despite lower EBITA in the Industrial segment. Improved in the Power business segment, positive effects from capacity adjustments and lower project losses, falling orders received will, however, lead to decreasing utilization in some units.
• Net profit: Significant improvement as compared to the prior-year figure. Includes a capital gain in the amount of €539 million from the sale of the Building, Facility Services and Real Estate divisions. This was countered by burdens primarily from restructuring expenses and losses incurred in the course of streamlining the portfolio.
• Adjusted cash flow from operating activities: Despite lower funds released in working capital, above comparable figure due to higher adjusted EBITA.
• Investments in property, plant and equipment: Slight increase, remains at low level.
• Employees: In Germany, a decrease in the number of employees of 12 percent to 9,119 (previous year: 10,403), outside Germany by 14 percent to 29,315 (previous year: 34,080).

Change in the Executive Board

The Supervisory Board of Bilfinger SE appointed Dr. Klaus Patzak Member of the Executive Board and Chief Financial Officer with effect from October 1, 2016. He succeeds Axel Salzmann, whose request for an early termination of his contract as Member of the Executive Board as of September 30, 2016 and to step down from the position of Chief Financial Officer was accepted by the Supervisory Board of Bilfinger SE.

4

CONSOLIDATED INCOME STATEMENT € million		Q3		Q1-Q3
	2016	2015	2016	2015
Output volume (for information purposes)	1,020	1,277	3,161	3,689
Revenue	1,026	1,277	3,175	3,690
Cost of sales	-912	-1,165	-2,883	-3,383
Gross profit	114	112	292	307
Selling and administrative expense	-107	-143	-358	-404
Other operating income and expense	-60	-55	-115	-382
Income from investments accounted for using the equity method	-2	3	2	14
Earnings before interest and taxes (EBIT)	-55	-83	-179	-465
Interest result	-6	-8	-17	-25
Earnings before taxes	-61	-91	-196	-490
Income tax expense	-12	-17	-23	-85
Earnings after taxes from continuing operations	-73	-108	-219	-575
Earnings after taxes from discontinued operations	534	30	545	53
Earnings after taxes	461	-78	326	-522
thereof attributable to minority interest	4	-2	2	-7
Net profit	457	-76	324	-515

RECONCILIATION FROM ADJUSTED EARNINGS € million		Q3		Q1-Q3
	2016	2015	2016	2015
EBITA	-53	-80	-171	-124
Exceptional items in EBITA	74	95	179	80
EBITA adjusted	21	15	8	-45
Interest result	-6	-8	-17	-25
Adjusted income tax income / expense	-5	-2	3	22
Minority interest	1	2	2	7
Adjusted net profit	11	7	-4	-41
Adjusted earnings per share from continuing operations (in €)	0.25	0.15	-0.09	-0.94

Consolidated income statement

• Output volume: Decrease of 20 percent (organically -16 percent).
• Gross margin: 11.2 percent (previous year: 8.8 percent).
• Selling and administrative expenses: Well below prior-year figure due to tighter cost controls. Share of output volume 10.5 percent (previous year: 11.2 percent), adjusted for one-time expenses 9.8 percent (previous year: 10.7 percent).
• Depreciation of property, plant and equipment and amortization of intangible assets: Decrease to €18 million (previous year: €23 million).
• Amortization of intangible assets from acquisitions (IFRS 3) and goodwill impairment: Decrease to €2 million (previous year: €3 million).
• Interest result: Improved due to lower interest expenses.
• Income taxes: Income tax expense despite negative earnings as a result of predominantly non-capitalization of deferred taxes for tax losses as well as non-deductible write-downs and disposal losses.
• Earnings after taxes from discontinued operations: Related primarily to
• Capital gain from the sale of the Building, Facility Services and Real Estate divisions of €539 million.
• Current earnings in the Building, Facility Services and Real Estate divisions of €9 million (previous year: €21 million).
• Earnings from ongoing operations as well as the sale of Offshore Systems totaling -€10 million (previous year: €4 million).
• Net profit: Up significantly due to a capital gain of €539 million from the sale of the Building, Facility Services and Real Estate divisions.

Reconciliation adjusted earnings

• EBITA adjusted: Increase despite lower EBITA in Industrial segment. Improved in the Power business segment, positive effects from capacity adjustments and lower project losses, falling orders received will, however, lead to decreasing utilization in some units.
• Special items in EBITA:
• Disposal losses, write-downs and selling-related expenses, primarily write-downs on the shares in Julius Berger Nigeria as well on the Power units held for sale Duro Dakovic and MCE Aschersleben (€35 million).
• Expense for efficiency enhancement measures in administration (€20 million).
• Further restructuring costs, primarily in the Power business segment (€8 million).
• Expenses for the further development of the compliance system (€11 million).
• Adjusted income taxes: Adjusted for effects from the non-capitalization of deferred tax assets on losses in the reporting period. Adjusted effective tax rate of 31 percent.

CONSOLIDATED BALANCE SHEET (ABRIDGED VERSION)
€ million	Sep. 30, 2016	June 30, 2016
Assets
Non-current assets	1,720	1,438
Intangible assets	850	855
Property, plant and equipment	399	421
Other non-current assets	471	162
Current assets	2,431	3,158
Receivables and other current assets	1,306	1,378
Cash and cash equivalents	1,051	196
Assets classified as held for sale	74	1,584
Total	4,151	4,596
Equity & liabilities
Equity	1,623	1,167
Non-current liabilities	945	902
Provisions for pensions and similar obligations	340	296
Non-current financial debt, recourse	510	510
Other non-current liabilities	95	96
Current liabilities	1,583	2,527
Current financial debt, recourse	11	13
Other current liabilities	1,513	1,466
Liabilities classified as held for sale	59	1,048
Total	4,151	4,596

6

Consolidated balance sheet (abridged Version)

Assets

Non-current assets: Increase as a result of non-cash purchase price components from the sale of the Building, Facility Services and Real Estate divisions (vendor note: €100 million, preferred participation note: €195 million).

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• Current assets: Increase in cash and cash equivalents as a result of the sale of the Building, Facility Services and Real Estate divisions; net liquidity amounts to €530 million.
• Assets classified as held for sale: Decrease due to the sale of the Building, Facility Services and Real Estate divisions; relates primarily to shares still held in Julius Berger Nigeria, marine construction as well as the Power units held for sale Duro Dakovic and MCE Aschers leben.

Equity & liabilities

• Equity: Increase as a result of earnings after taxes (€461 million), included in this figure is a capital gain from the sale of the Building, Facility Services and Real Estate divisions (€539 million); countered by transactions recognized directly in equity (-€25 million), especially losses from the revaluation of pension provisions (-€35 million). Equity ratio increased substantially to 39 percent (June 2016: 25 percent).
• Provision for pensions and similar obligations: Increase due to decreased discount rates – in the eurozone from 1.30 percent to 1.10 percent – and valuation adjustments in the Industrial segment.
• Financial debt: Relates primarily to a bond in the amount of €500 million maturing in December 2019.
• Liabilities classified as held for sale: Decrease due to the sale of the Building, Facility Services and Real Estate divisions; relates primarily to marine construction as well as the Power units held for sale Duro Dakovic and MCE Aschersleben.

CONSOLIDATED STATEMENT OF CASH FLOWS (ABRIDGED VERSION) € million		Q3		Q1-Q3
	2016	2015	2016	2015
Cash earnings from continuing operations	-22	-71	-103	-120
Change in working capital	63	100	-155	49
Gains / losses on disposals of non-current assets	-2	0	12	-39
Cash flow from operating activities of continuing operations	39	29	-246	-110
Cash flow from investing activities of continuing operations	797	9	956	125
Capital expenditure on P, P & E and intangible assets	-16	-14	-45	-47
Proceeds from the disposal of property, plant and equipment	8	7	20	21
Proceeds from the disposal of financial assets	805	18	983	154
Investments in financial assets	0	-2	-2	-3
Cash flow from financing activities of continuing operations	-3	-65	-7	-68
Dividends	-1	-1	-3	-91
Borrowing / repayment of financial debt	-2	-64	-4	23
Change in cash and cash equivalents of continuing operations	833	-27	703	-53
Change in cash and cash equivalents of discontinued operations	-14	-5	-124	-98
Change in value of cash and cash equivalents due to changes in foreign exchange rates	1	-1	0	3
Change in cash and cash equivalents	820	-33	579	-148
Cash and cash equivalents at July 1 / January 1	196	283	475	403
Change in cash and cash equivalents of assets classified as held for sale	35	6	-3	1
Cash and cash equivalents at September 30	1,051	256	1,051	256

Consolidated statement of cash flows (abridged version)

8

• Change in working capital: Release of funds from reduction of net working capital, though lower than in previous year.
• Cash flow from operating activities of continuing operations: Nevertheless above comparable figure due to better earnings and, at the same time, higher non-cash write-downs.
• Net cash outflow for investments in property, plant and equipment / intangible assets: Includes investments of -€16 million (previous year: -€14 million). This was countered by proceeds from disposals of €8 million (previous year: €7 million).
• Proceeds from the disposal of financial assets: In the third quarter, cash inflow totaling €805 million primarily from the sale of the Building, Facility Services and Real Estate divisions (€786 million) and Offshore Systems (€22 million).
• Change in cash and cash equivalents of discontinued operations: Relate primarily to the Building, Facility Services and Real Estate divisions with €10 million (previous year: €14 million) as well as former construction activities with -€2 million (previous year: -€16 million) and Offshore Systems with -€21 million (previous year: -€6 million).

BUSINESS DEVELOPMENT IN 2016 € million		Output volume		EBITA adjusted
	2015	expected 2016	2015	expected 2016
Industrial	3,650	significant decrease to about €3.1 billion	128	at prior-year level
Power	1,284	significant decrease to about €1.0 billion	-69	significant improvement, but still negative
Consolidation / other	68	–	-82	–
Group	5,002	significant decrease to about €4.1 billion	-23	significant improvement

• Industrial: Despite the challenging environment in the North American project business, Bilfinger confirms the outlook for financial year 2016. Due to the weakness in demand in the oil and gas sector as well as expiring projects, the company anticipates a significant decrease in output volume to about €3.1 billion (previous year: €3.650 billion). With regard to adjusted EBITA, Bilfinger expects a higher margin and a figure at the level of the previous year due to positive effects from current programs for efficiency enhancement and process optimization (previous year: €128 million).
• Power: As a result of the restrained orders received, Bilfinger again anticipates a significant decrease in output volume to about €1.0 billion (previous year: €1.284 billion). Adjusted EBITA will improve significantly as a result of effects from capacity adjustments and reduced project losses with optimized risk management (previous year: -€69 million), but will remain negative.
• Group: At Group level, Bilfinger anticipates a significant decrease in output volume to about €4.1 billion (previous year: €5.002 billion). In terms of adjusted EBITA, a significant improvement as compared to the previous year (-€23 million) is expected.

In 2016, we expect the following significant special items from today's perspective:

• Capital gain from the sale of the divisions Building, Facility Services and Real Estate of € 534 million.

• A smaller portion of the expenses for the program to reduce administrative expenses. In total, we expect an amount in the high double digit million euro range in the coming years. This includes investments for the harmonization of our IT systems in the amount of over €50 million.

• In the Power business segment, restructuring expenses in the mid double-digit million euro range as well as non-cash impairments on property, plant and equipment in the lower double-digit million euro range.

• Non-cash burdens from the streamlining of the portfolio in the mid to high double digit million euro range.
• A portion of the expenses in connection with the further development of our compliance system and the conclusion of older cases in the total amount of approximately €50 million.
• Reported net profit will also be burdened by the non-capitalization of deferred tax assets on the negative result of the holding.

Opportunities and risks

• No significant changes have occurred with regard to opportunities and risks compared with the situation as described on pages 74ff of the 2015 Annual Report. In our assessment, no risks exist that would jeopardize the continued existence of the Group.
• On the basis of our business model, the decision on the part of the United Kingdom to leave the EU does not, from today's perspective, have a significant direct impact on Bilfinger. There are, however, uncertainties as regards the terms of the departure and their effects on the European market. Overall, our economic environment has not changed significantly.

Events after the balance sheet date

Our company continues to develop according to plan after the balance sheet date. No events have occurred that are of particular significance for the Group's profitability, cash flows or financial position.

OVERVIEW OF ORDER SITUATION AND OUTPUT VOLUME Q3	Orders received		Order backlog	Output volume
€ million	Q3 2016	Δ in %	Sep. 30, 2016	Δ in %	Q3 2016	Δ in %
Industrial	763	3	1,993	-9	761	-18
Power	155	-30	564	-40	243	-24
Consolidation / other	29		46		16
Continuing operations	947	-5	2,603	-19	1,020	-20

OVERVIEW OF ORDER SITUATION AND OUTPUT VOLUME Q1-Q3		Orders received	Output volume
€ million	Q1-Q3 2016	Δ in %	Q1-Q3 2016	Δ in %
Industrial	2,370	-3	2,383	-12
Power	575	-29	748	-19
Consolidation / other	42		30
Continuing operations	2,987	-9	3,161	-14

ADJUSTED EBITA BY BUSINESS SEGMENT € million			Q3			Q1-Q3
	2016	2015	Δ in %	2016	2015	Δ in %
Industrial	39	46	-15	84	94	-11
Power	-1	-4		-18	-75
Consolidation / other	-17	-27		-58	-64
Continuing operations	21	15	40	8	-45

Industrial

KEY FIGURES € million
	2016	2015	Δ in %	2016	2015	Δ in %
Orders received	763	738	3	2,370	2,455	-3
Order backlog	1,993	2,186	-9	1,993	2,186	-9
Output volume	761	926	-18	2,383	2,707	-12
Capital expenditure on P, P & E	13	12	8	36	37	-3
EBITA / EBITA adjusted	39	46	-15	84	94	-11
EBITA margin adjusted (in %)	5.1	4.9		3.5	3.5

Market situation Europe

• In the chemical and pharmaceutical industries, demand for ongoing maintenance of production facilities is stable.
• Good demand for turnarounds.
• Industrial scaffolding solid; highly-competitive environment for plant insulation in Germany.
• Business development in the British and Scandinavian oil and gas sector remains restrained, maintenance budgets stuck at a low level.
• Higher demand for projects in the biotech pharma industry, however, generally limited willingness to invest on the part of our customers in the project business.

Market situation United States

• Project business impeded by the end of the shale gas boom, slight revival of investing activities in the chemicals industry.

• Demand for maintenance services for production facilities in the process industry more stable.

• Orders received: Increase of 3 percent (organically 8 percent) in what remains a demanding market environment, client confidence strengthened through targeted customer orientation and marketoriented service offerings.

• Order backlog: 9 percent below the prior-year figure (organically -4 percent).
• Output volume: With a drop of 18 percent (organically -14 percent) well below the prior-year figure, as expected.

In the oil and gas sector, fewer service requests as a result of maintenance budget cuts for 2016.

Slight increase in the maintenance of facilities in the chemical and pharmaceutical industries.

• EBITA / EBITA adjusted: Slight increase in the EBITA margin to 5.1 percent (previous year: 4.9 percent) with substantially lower output volume. Measures taken to enhance efficiency taking hold.
• Outlook: The forecast for the Industrial segment is described in the Outlook chapter on page 9.

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KEY FIGURES € million			Q3		Q1-Q3
	2016	2015	Δ in %	2016	2015	Δ in %
Orders received	155	222	-30	575	808	-29
Order backlog	564	941	-40	564	941	-40
Output volume	243	321	-24	748	928	-19
Capital expenditure on P, P & E	2	2	0	5	7	-29
EBITA / EBITA adjusted	-1	-4		-18	-75
EBITA margin adjusted (in %)	-0.4	-1.2		-2.4	-8.1

Market situation fossil fuel power plants

• Demand in the project business remains extremely low.
• Germany and other European countries: Substantial price pressure due to market overcapacities, volume of services requested declining especially in Germany as a result of insufficient capacity utilization and profitability of the power plants.
• South Africa and the Middle East: Demand in the services business stable.

Market situation nuclear power

Individual projects offer medium term prospects.

OUTPUT VOLUME AND EBITA MARGIN ADJUSTED / QUARTER

• Orders received: 30 percent below the prior-year figure (organically -24 percent), due for the most part to substantially lower demand in home markets. In view of the competitive and price pressure, highly-selective approach in the German and international project business.
• Order backlog: Decrease of 40 percent (organically -37 percent).
• Output volume: Drop of 24 percent (organically -20 percent) against the backdrop of sustained weakness in orders received.
• EBITA / EBITA adjusted: Nearly same quarterly result despite significant decrease in volume. Positive effects from capacity adjustments and lower project losses, falling orders received will, however, lead to decreasing utilization in some units.
• Outlook: The forecast for the Power segment is described in the Outlook chapter on page 9.

Discontinued operations

Discontinued operations include the sold units Building, Facility Services, Real Estate, Water Technologies, Offshore Systems, Concessions, the former construction activities as well as marine construction.

Water Technologies, Offshore Systems, Concessions, former construction activities, marine construction

KEY FIGURES € million			Q3			Q1-Q3
	2016	2015	Δ in %	2016	2015	Δ in %
Output volume	42	154	-73	187	456	-59
EBITA	-12	9		-26	10

• Water Technologies: Sale as of the end of the first quarter 2016, net proceeds of €190 million received as additional liquidity in the second quarter of 2016.
• Offshore Systems: Sale of the activities for installation of offshore foundations as well as the Polish production facility for steel foundations completed in the third quarter. Ongoing selling process for remaining marine construction.

Building, Facility Services and Real Estate

	Q3		Q1-Q3
2016 *	2015	2016 *	2015
405	639	1,570	1,822
17	32	63	79
4.3	5.0	4.0	4.3

* Deconsolidated as of September 1, 2016

• Sale of the Building, Facility Services and Real Estate divisions to financial investor EQT completed in the third quarter of 2016.
• Purchase price about €1.2 billion. Purchase price components due following resale by EQT at the latest:
• Vendor note of €100 million with annual interest of 10 percent upon maturity.
• Preferred participation note of €195 million.
• Bilfinger with 49 percent share of resale proceeds from EQT.

Interim consolidated financial statements

CONSOLIDATED INCOME STATEMENT € million		January 1- September 30		July 1- September 30
	2016	2015	2016	2015
Output volume (for information only)	3,161	3,689	1,020	1,277
Revenue	3,175	3,690	1,026	1,277
Cost of sales	-2,883	-3,383	-912	-1,165
Gross profit	292	307	114	112
Selling and administrative expense	-358	-404	-107	-143
Other operating income and expense	-115	-382	-60	-55
Income from investments accounted for using the equity method	2	14	-2	3
Earnings before interest and taxes (EBIT)	-179	-465	-55	-83
Net interest result	-17	-25	-6	-8
Earnings before taxes	-196	-490	-61	-91
Income tax expense	-23	-85	-12	-17
Earnings after taxes from continuing operations	-219	-575	-73	-108
Earnings after taxes from discontinued operations	545	53	534	30
Earnings after taxes	326	-522	461	-78
thereof minority interest	2	-7	4	-2
Net profit	324	-515	457	-76
Average number of shares (in thousands)	44,209	44,200	44,204	44,192
Earnings per share (in €) 1	7.33	-11.65	10.34	-1.72
thereof from continuing operations	-5.00	-12.85	-1.74	-2.40
thereof from discontinued operations	12.33	1.20	12.08	0.68

¹ Basic earnings per share are equal to diluted earnings per share.

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME € million	January 1- September 30			July 1- September 30
	2016	2015	2016	2015
Earnings after taxes	326	-522	461	-78
Items that will not be reclassified to the income statement
Gains / losses from remeasurement of net defined benefit liability (asset)
Unrealized gains / losses	-135	13	-51	0
Income taxes on unrealized gains / losses	42	-4	16	0
Items that may subsequently be reclassified to the income statement	-93	9	-35	0
Gains / losses on fair-value measurement of securities
Unrealized gains / losses	-15	0	-12	0
Reclassifications to the income statement	15	0	15	0
Income taxes on unrealized gains / losses	0	0	0	0
	0	0	3	0
Gains / losses on hedging instruments
Unrealized gains / losses	-2	-4	-2	3
Reclassifications to the income statement	2	2	2	0
Income taxes on unrealized gains / losses	0	1	0	-1
	0	-1	0	2
Currency translation differences
Unrealized gains / losses	-41	57	3	-30
Reclassifications to the income statement	1	7	4	8
	-40	64	7	-22
Gains / losses on investments accounted for using the equity method
Gains / losses on hedging instruments
Unrealized gains / losses	0	2	0	0
Reclassifications to the income statement	0	0	0	0
	0	2	0	0
Currency translation differences
Unrealized gains / losses	0	-1	0	-3
Reclassifications to the income statement	0	1	0	0
	0	0	0	-3
	0	2	0	-3
	-40	65	10	-23
Other comprehensive income after taxes	-133	74	-25	-23
Total comprehensive income after taxes	193	-448	436	-101
attributable to shareholders of Bilfinger SE	192	-442	433	-101
attributable to minority interest	1	-6	3	0

CONSOLIDATED BALANCE SHEET

€ million Sep. 30, 2016 Dec. 31, 2015 ¹

Assets	Non-current assets
	Intangible assets	850	1,693
	Property, plant and equipment	399	586
	Investments accounted for using the equity method	10	20
	Other financial assets	320	63
	Deferred taxes	141	173
		1,720	2,535
	Current assets
	Inventories	77	142
	Receivables and other financial assets	1,136	1,782
	Current tax assets	23	41
	Other assets	70	83
	Cash and cash equivalents	1,051	475
	Assets classified as held for sale	74	126
		2,431	2,649
		4,151	5,184
Equity and liabilities	Equity
	Equity attributable to shareholders of Bilfinger SE	1,649	1,457
	Minority interest	-26	-39
		1,623	1,418
	Non-current liabilities
	Provisions for pensions and similar obligations	340	513
	Other provisions	32	60
	Financial debt, recourse	510	515
	Financial debt, non-recourse	0	12
	Other liabilities	6	17
	Deferred taxes	57	83
		945	1,200
	Current liabilities
	Current tax liabilities	31	55
	Other provisions	498	603
	Financial debt, recourse	11	18
	Financial debt, non-recourse	0	1
	Trade and other payables	761	1,374
	Other liabilities	223	401
	Liabilities classified as held for sale	59	114
		1,583	2,566
		4,151	5,184

¹ The figures as of December 31, 2015 have been adjusted due to the reclassification of the Power business segment as continuing operations. See Note 3.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

€ million

									interest
						Other reserves
	Share capital	Capital reserve	Retained and dis tributable earnings	Fair-value measurement of securities reserve	Hedging instruments reserve	Currency trans lation reserve	Treasury shares	Total
Balance at January 1, 2015	138	760	1,171	0	-44	10	-97	1,938	-21	1,917
Earnings after taxes	0	0	-515 1	0	0	0	0	-515	-7	-522
Other comprehensive income after taxes	0	0	9	0	1	63	0	73	1	74
Total comprehensive income after taxes	0	0	-506	0	1	63	0	-442	-6	-448
Dividends paid out	0	0	-88	0	0	0	0	-88	-3	-91
Employee share program	0	0	0	0	0	0	0	0	0	0
Long-term incentive plan	0	0	0	0	0	0	0	0	0	0
Changes in ownership interest without change in control	0	0	0	0	0	0	0	0	0	0
Other changes	0	0	-1	0	0	0	0	-1	0	-1
Balance at September 30, 2015	138	760	576	0	-43	73	-97	1,407	-30	1,377
Balance at January 1, 2016	138	760	579	0	-2	79	-97	1,457	-39	1,418
Earnings after taxes	0	0	324	0	0	0	0	324	2	326
Other comprehensive income after taxes	0	0	-93	0	0	-40	0	-133	-1	-134
Total comprehensive income after taxes	0	0	231	0	0	-40	0	191	1	192
Dividends paid out	0	0	0	0	0	0	0	0	-3	-3
Employee share program	0	0	0	0	0	0	0	0	0	0
Long-term incentive plan	0	1	0	0	0	0	0	1	0	1
Changes in ownership interest without change in control	0	0	0	0	0	0	0	0	0	0
Other changes	0	0	0	0	0	0	0	0	15	15
Balance at September 30, 2016	138	761	810	0	-2	39	-97	1,649	-26	1,623

Equity attributable to the shareholders of Bilfinger SE Minority

¹ Adjusted for minus €5 million due to the retroactive recognition of suspended amortization and depreciation because of the reclassification of the Power business segment as continuing operations.

Equity

CONSOLIDATED STATEMENT OF CASH FLOWS € million	January 1- September 30			July 1- September 30
	2016	2015	2016	2015
Earnings after taxes from continuing operations	-219	-574	-74	-107
Depreciation, amortization and impairments of property, plant and equipment and intangible assets	81	99	21	28
Income from revaluation of equity investments	0	-21	0	9
Decrease in non-current provisions and liabilities	-5	-4	-3	-4
Deferred tax expense / benefit	-1	48	2	0
Adjustment for non-cash income from equity-method investments	1	2	-1	3
Goodwill impairment and impairment of investments	40	330	33	0
Cash earnings from continuing operations	-103	-120	-22	-71
Decrease / increase in inventories	4	-4	4	0
Increase / decrease in receivables	-22	75	53	79
Increase / decrease in current provisions	-34	55	13	43
Decrease in liabilities	-103	-77	-7	-22
Change in working capital	-155	49	63	100
Gains / losses on disposals of non-current assets	12	-39	-2	0
Cash flow from operating activities of continuing operations	-246	-110	39	29
Proceeds from the disposal of property, plant and equipment	20	21	8	7
Proceeds from the disposal of subsidiaries net of cash and cash equivalents disposed of	983	104	805	18
Proceeds from the disposal of other financial assets	0	50	0	0
Investments in property, plant and equipment and intangible assets	-45	-47	-16	-14
Acquisition of subsidiaries net of cash and cash equivalents acquired	-1	0	0	0
Investments in other financial assets	-1	-3	0	-2
Cash flow from investing activities of continuing operations	956	125	797	9
Dividends paid to the shareholders of Bilfinger SE	0	-88	0	0
Dividends paid to minority interest	-3	-3	-1	-1
Borrowing	2	92	1	2
Repayment of financial debt	-6	-69	-3	-66
Cash flow from financing activities of continuing operations	-7	-68	-3	-65
Change in cash and cash equivalents of continuing operations	703	-53	833	-27
Cash flow from operating activities of discontinued operations	-111	-61	-11	9
Cash flow from investing activities of discontinued operations	-10	-48	-2	-17
Cash flow from financing activities of discontinued operations	-3	11	-1	3
Change in cash and cash equivalents of discontinued operations	-124	-98	-14	-5
Change in value of cash and cash equivalents due to changes in foreign exchange rates	0	3	1	-1
Cash and cash equivalents at January 1 / July 1	475	403	196	283
Cash and cash equivalents classified as assets held for sale at January 1 / July 1 (+)	5	13	43	18
Cash and cash equivalents classified as assets held for sale at September 30 (-)	8	12	8	12
Cash and cash equivalents at September 30	1,051	256	1,051	256

1. Segment reporting

Segment reporting is prepared in accordance with IFRS 8. The reportable segments of the Bilfinger Group reflect the internal reporting structure. The definition of the segments is based on products and services.

The type and number of business segments and divisions has changed as compared to September 30, 2015. As of September 30, 2016, there are five divisions allocated to two business segments. The divisions of the former Building and Facility business segment have been sold. Power was reclassified as continuing operations in the second quarter of 2016. The former divisions Engineering, Automation and Control and Industrial Fabrication have been combined to create the new Engineering Solutions division in the first quarter of 2016. The former Support Services division was formally dissolved and its companies were allocated to the Industrial Maintenance, Engineering Solutions and Insulation, Scaffolding and Painting divisions. The prior-year figures have been adjusted accordingly.

Earnings before interest, taxes and amortization of intangible assets from acquisitions (EBITA) is the key performance indicator for the business units and the Group, and thus the metric for earnings in our segment reporting. EBIT is also reported. The reconciliation of EBIT to earnings before taxes from continuing operations is derived from the consolidated income statement.

SEGMENT REPORTING JANUARY 1 - SEPTEMBER 30 € million		Output volume		External revenue		Internal revenue		EBITA	Amortization of intangible assets from acquisitions and goodwill impairment			EBIT
	2016	2015	2016	2015	2016	2015	2016	2015	2016	2015	2016	2015
Industrial	2,383	2,707	2,345	2,671	46	46	84	94	-6	-10	78	84
Power	748	928	751	926	2	5	-18	-75	-2	-331	-20	-406
Consolidation / other	30	54	79	93	-48	-51	-237	-143	0	0	-237	-143
Continuing operations	3,161	3,689	3,175	3,690	0	0	-171	-124	-8	-341	-179	-465

SEGMENT REPORTING JULY 1 - SEPTEMBER 30 € million		Output volume		External revenue		Internal revenue		EBITA	Amortization of intangible assets from acquisitions	and goodwill impairment		EBIT
	2016	2015	2016	2015	2016	2015	2016	2015	2016	2015	2016	2015
Industrial	761	925	749	914	13	15	39	46	-2	-3	37	43
Power	243	321	242	323	1	0	-1	-4	0	0	-1	-4
Consolidation / other	16	31	35	40	-14	-15	-91	-122	0	0	-91	-122
Continuing operations	1,020	1,277	1,026	1,277	0	0	-53	-80	-2	-3	-55	-83

2. Significant accounting policies

The interim consolidated financial statements as of September 30, 2016 have been prepared in accordance with the International Financial Reporting Standards (IFRSs) as they are to be applied in the EU, as were the consolidated financial statements for the year 2015, and comply with the requirements of IAS 34. They do not provide all of the information and disclosures included in complete consolidated financial statements and are therefore to be read in conjunction with the consolidated financial statements as of December 31, 2015. The accounting policies explained in the notes to the consolidated financial statements for the year 2015 have been applied unchanged.

1. Reclassification of the Power business segment as continuing operations

The Executive Board of Bilfinger SE decided in the second quarter of 2016 to reposition the selling process for Power which began in mid-2015. Rather than continuing to focus on the sale of the whole business, individual sales will now be pursued. At the same time, individual areas will be further restructured and repositioned. As a result of this decision, the conditions for the presentation of the Power business segment as discontinued operations are no longer met. Accordingly, the Power business segment has once again been presented as continuing operations since the second quarter of 2016.

In the course of the reclassification, the items in the financial statements for the prior-year period will be adjusted in such a way as if the presentation as discontinued operations had never occurred (among other things, consideration of depreciation and amortization). In addition, impairment losses on non-current assets of €29 million, of which €14 million applies to financial year 2015, were recognized as a result of the valuation at the lower value of the carrying amount calculated under consideration of scheduled depreciation and amortization and the recoverable amount. In addition, goodwill of the business segment was tested for impairment; the test did not result in any need for impairment. In total, depreciation, amortization and impairments in the amount of €25 million were retroactively recognized for financial year 2015. This led to a reduction of earnings after taxes for financial year 2015 in the amount of €24 million, of which €3 million is allocated to minority interest. Further, this also resulted in an increase in currency translation reserve in the amount of €2 million. The carrying amounts of the assets and equity as of December 31, 2015 have been adjusted accordingly.

The comparative figures for previous periods presented in these interim consolidated financial statements have, as a result of the reclassification, been restated as follows:

• Consolidated income statement and consolidated statement of comprehensive income: In contrast to the consolidated income statement published in the interim consolidated financial statements as of March 31, 2016, earnings for the first nine months and third quarter of 2016 presented in these interim consolidated financial statements include the retroactive depreciation and amortization on depreciable assets, which was suspended during the period of accounting as a disposal group. The comparable figures of the prior-year period have been adjusted for amortization and depreciation of €5 million. The comparative figures presented in the consolidated statement of comprehensive income are affected accordingly as a result of the impact on earnings after taxes.
• Consolidated balance sheet: In contrast to the consolidated balance sheet published in the consolidated financial statements for 2015, the individual items presented for the consolidated balance sheet as of December 31, 2015 in these interim consolidated financial statements also include the carrying amounts of the Power business segment rather than a combined presentation under Assets classified as held for sale and Liabilities classified as held for sale.
• Consolidated statement of changes in equity: In contrast to the consolidated statement of changes in equity published in the interim consolidated financial statements as of March 31, 2016, the consolidated equity as of January 1, 2016 presented in these interim consolidated financial statements considers the retroactively adjusted earnings after taxes from financial year 2015 as well as the resulting effects on the currency translation reserve.
• Consolidated statement of cash flows: In contrast to the consolidated statement of cash flows published in the interim consolidated financial statements as of March 31, 2016, the comparative figures for the consolidated statement of cash flows in these interim consolidated financial statements consider the effects from the changed values of the consolidated income statement and the consolidated balance sheet.

4. Acquisitions, disposals, discontinued operations

4.1 Acquisitions

As was the case in the prior-year period, no acquisitions were made during the interim reporting period.

4.2 Disposals

In the reporting period, the former Building, Facility Services, Real Estate and Water Technologies divisions, the steel and mechanical engineering activities, portions of the Asia-Pacific activities from the Engineering Solutions division and activities related to the manufacturing and installation of offshore foundations of the former Offshore Systems and Grids division were sold and the sale of the Mauell Group was reversed.

The former Construction division as well as the former Infrastructure division were sold in the prior-year period.

The overall effects of the sales were as follows:

EFFECTS AT THE TIME OF SALE € million Sep. 30, 2016 Sep. 30, 2015 Disposal of goodwill -108 Disposal of other non-current assets -46 Disposal of current assets -115 Disposal of cash and cash equivalents -28 Disposal of assets classified as held for sale -1,710 -336 Disposal of assets -2,007 -336 Disposal of non-current liabilities 13 Disposal of current liabilities 66 Disposal of liabilities classified as held for sale 1,028 273 Disposal of liabilities 1,107 273 Disposal of net assets -900 -63 Derecognition of minority interest 18 Disposal of intercompany receivables -29 -88 Reclassification of other comprehensive income to the income statement -1 -6 Other changes -12 -94 Sale price less selling transaction expenses 1,455 237 Capital gain after selling transaction expenses 543 80 Risk provision -50 Capital gain including risk provision 493 80

A capital gain including the risk provision in the amount of €510 million is reported in earnings from discontinued operations and a capital loss in the amount of minus €17 million in other operating expense. The latter had already partially been considered as of March 31, 2016 and June 30, 2016 as impairment losses from the measurement at fair value less cost to sell, which were also presented in Other operating expense.

The selling price for the former Building, Facility Services and Real Estate divisions includes the following non-cash components, which were recognized at fair value and presented as non-current other financial assets:

• An interest-bearing vendor claim of €100 million
• Equity-like participation rights (available-for-sale) of €195 million

4.3 Discontinued operations

Discontinued operations comprise:

• the disposed equity interests of the former Concessions business segment,
• the disposed activities of the former Construction division,
• the disposed former Infrastructure division,
• the disposed former Water Technologies division,
• the significant portions of the former Offshore Systems and Grids division sold or still put up for sale,
• the sold divisions Building, Facility Services and Real Estate from the former Building and Facility Services business segment as well as
• abandoned construction activities.

The former Water Technologies division was sold to the Chinese company Chengdu Techcent Environment Group on March 31, 2016. It is retrospectively reported as discontinued operations.

On August 5, 2016, the activities related to the manufacturing and installation of offshore foundations of the former Offshore Systems and Grids division were sold to the VTC group Munich and the Dutch Van Oord group. The selling process for the remaining marine construction activities will be continued.

The former Building, Facility Services and Real Estate divisions were sold to EQT on September 1, 2016.

In accordance with the provisions of IFRS 5, the investments put up for sale have been recognized as discontinued operations as of the time of reclassification:

• In the consolidated balance sheet, the affected assets and liabilities (disposal group) are presented separately under Assets classified as held for sale and Liabilities classified as held for sale.
• In the consolidated income statement, the income and expenses of discontinued operations are presented separately from the income and expenses of continuing operations, and are summarized separately in one item as earnings after taxes from discontinued operations.
• In the consolidated statement of cash flows, cash flows from discontinued operations are also presented separately from the cash flows from continuing operations.

The amounts in the consolidated income statement and the consolidated statement of cash flows for the prior-year period have been adjusted accordingly.

Earnings from discontinued operations are comprised as follows:

€ million	January 1- September 30		July 1- September 30
	2016	2015	2016	2015
Construction activities and Concessions	-8	0	-11	4
Building and Facility	574	45	548	21
Water Technologies	-21	8	-3	5
Earnings after taxes from discontinued operations	545	53	534	30

Minority interests account for a proportionate gain of €4 million (previous year: €0 million) of earnings after taxes from discontinued operations.

All discontinued operations with the exception of Building and Facility and Water Technologies are reported together under Construction activities and Concessions.

4.3.1 Construction activities and Concessions

€ million	January 1- September 30		July 1- September 30
	2016	2015	2016	2015
Output volume (for information only)	135	238	43	64
Revenue	139	226	39	61
Expenses / income	-140	-319	-34	-60
Capital gain / loss including impairment	-5	77	-15	0
EBIT	-6	-16	-10	1
Net interest result	-1	0	-1	0
Earnings before taxes	-7	-16	-11	1
Income tax income / expense	-1	16	0	3
Earnings after taxes	-8	0	-11	4

A capital loss in the amount of €5 million resulted from the sale of the activities related to the manufacturing and installation of offshore foundations of the former Offshore Systems and Grids division.

4.3.2 Building, Facility Services, Real Estate

€ million		January 1- September 30
	2016	2015	2016	2015
Output volume (for information only)	1,570	1,822	405	639
Revenue	1,557	1,804	395	637
Expenses / income	-1,498	-1,745	-376	-610
Capital gain on disposal	534	0	539	0
EBIT	593	59	558	27
Net interest result	-6	-6	-2	-2
Earnings before taxes	587	53	556	25
Income tax income / expense	-13	-8	-8	-4
Earnings after taxes	574	45	548	21

Under consideration of a risk provision of €50 million, a capital gain in the amount of €534 million resulted from the sale of the former Building, Facility Services and Real Estate divisions.

4.3.3 Water Technologies

€ million		January 1- September 30	July 1- September 30
	2016	2015	2016	2015
Output volume (for information only)	53	213	0	78
Revenue	54	215	0	79
Expenses / income	-56	-201	0	-71
Capital loss including impairment	-18	0	-3	0
EBIT	-20	14	-3	8
Net interest result	-1	-1	0	0
Earnings before taxes	-21	13	-3	8
Income tax income / expense	0	-5	0	-3
Earnings after taxes	-21	8	-3	5

Under consideration of an impairment loss, a capital loss in the amount of €18 million resulted from the sale of the former Water Technologies division.

5. Output volume

In order to present the Group's entire output volume in the interest of more complete information, we disclose our output volume in the consolidated income statement. In addition to revenue, it includes the proportion of output volume generated by consortia and amounts to €3,161 million (previous year: €3,689 million).

6. Depreciation, amortization and impairments

Amortization of €8 million was carried out on intangible assets from acquisitions (previous year: €11 million) and is included in cost of sales. Depreciation of property, plant and equipment and the amortization of other intangible assets amount to €73 million (previous year: €78 million). This includes impairment losses of €14 million (previous year: €7 million). In addition, impairment losses on financial assets in the amount of €16 million (previous year: €8 million) were recognized. In the prior-year period, an impairment loss in the amount of €330 million was recognized on the goodwill of the Power business segment.

An impairment loss of €5 and €18 million respectively (previous year: €0 million) resulted from the measurement of the Asia-Pacific activities of the Engineering Solutions division and the Power division units that have been put up for sale (see Note 11). This is recognized in other operating income and expense.

7. Net interest result

€ million		January 1- September 30
	2016	2015	2016	2015
Interest income	5	5	2	2
Current interest expense	-17	-23	-7	-7
Net interest expense from retirement benefit liability	-4	-5	-1	-2
Interest expense	-21	-28	-8	-9
Interest expense for minority interest	-1	-2	0	-1
Other financial expense	-1	-2	0	-1
Total	-17	-25	-6	-8

8. Income tax

Deferred tax assets on tax-loss carryforwards are only recognized insofar as their realization is reasonably certain. Based on current assessments, this is not the case in particular for losses incurred at Bilfinger SE and its tax group companies, so that no deferred tax assets on tax-loss carryforwards were recognized as of September 30, 2016.

9. Intangible assets

€ million
	Sep. 30, 2016	Dec. 31, 2015
Goodwill	819	1,578
Intangible assets from acquisitions	22	84
Other intangible assets	9	31
Total	850	1,693

10. Net liquidity

€ million
	Sep. 30, 2016	Dec. 31, 2015
Cash and cash equivalents	1.051	475
Financial debt, recourse – non-current	510	515
Financial debt, recourse – current	11	18
Financial debt, recourse	521	533
Net liquidity	530	-58

11. Assets classified as held for sale, liabilities classified as held for sale

As of the balance-sheet date, assets classified as held for sale and liabilities classified as held for sale comprise the following disposal groups:

• the not yet sold marine construction activities of the former Offshore Systems and Grids division not yet sold,
• the shares of Julius Berger Nigeria plc (16.5 percent) that have been put up for sale,
• the Asia-Pacific activities of the Engineering Solutions division that have been put up for sale and which have not yet been transferred to the buyer,
• the Bilfinger Duro Dakovic Montaza group and MCE Aschersleben from the Power division, which have been put up for sale.

Since the dates of their reclassification, non-current assets classified as held for sale have no longer been subject to depreciation or amortization and subsequent measurement according to the equity method was ceased for the investments accounted for using the equity method. Assets held for sale and disposal groups are measured at the lower of carrying amount or fair value less cost to sell. Impairment losses are recognized if the fair value less cost to sell is lower than the carrying amount. If impairments exceed the carrying amount of assets to be measured pursuant to IFRS 5, the remaining impairments are allocated to the other assets of the disposal group. Any reversals of impairment losses due to an increase in fair value less cost to sell are limited to the previously recognized impairment losses. Impairment charges allocated to the carrying amount of goodwill are not reversed.

Contracts for the sale of the Asia-Pacific activities of the Engineering Solutions division were concluded on March 8, 2016. The transaction was partially completed in the second and third quarter of 2016, the rest will follow in the fourth quarter of 2016. The activities were classified as a disposal group accordingly and were measured at fair value less cost to sell. Fair value was measured on the basis of the determined selling price. This resulted in an impairment loss of €5 million (see Note 6).

In the third quarter of 2016, the Bilfinger Duro Dakovic Montaza group and MCE Aschersleben of the Power division were put up for sale. The activities were classified as a disposal group accordingly and were measured at fair value less cost to sell. Fair value was measured on the basis of the expected selling prices. This resulted in an impairment loss of €18 million (see Note 6).

The assets classified as held for sale and liabilities classified as held for sale are comprised as follows:

€ million
	Sep. 30, 2016	Dec. 31, 2015
Goodwill	0	0
Other non-current assets	37	98
Current assets	29	23
Cash and cash equivalents	8	5
Assets classified as held for sale	74	126
Non-current liabilities	3	7
Current liabilities	56	107
Liabilities classified as held for sale	59	114

Accumulated other comprehensive income after taxes of the disposal groups as of the balance-sheet date amounts to €1 million (December 31, 2015: minus €1 million), of which €0 million (December 31, 2015: €0 million) is attributable to minority interest.

12. Equity

The classification of equity and changes in equity are presented in the interim consolidated financial statements in the Consolidated statement of changes in equity.

Positive earnings after taxes (€326 million) and negative transactions recognized directly in equity (minus €134 million) led to a net increase of equity by €192 million.

The transactions recognized directly in equity primarily comprise the negative effects of currency translation at minus €41 million and losses from the remeasurement of defined-benefit pension plans at €93 million, which mainly resulted from losses from adjustments of the discount rate of €70 million and from adjustments of other measurement assumptions of €24 million.

The company holds 1,815,085 treasury shares, equivalent to 3.94 percent of current voting rights. No cancellation of the treasury shares is currently intended.

13. Provisions for pensions and similar obligations

The decrease in provisions for pensions and similar obligations of €173 million to €340 million is mainly the result of the following: The obligations declined due to the sale of the Building and Facility business segment by €212 million, due to the reversal of the acquisition of the Mauell Group by €36 million and due to the sale of the Water Technologies division by €5 million. Obligations increased by €49 million due to the interest rate decreasing from 2.25 percent to 1.10 percent in the Euro zone as of September 30, 2016 and due to adjustments of other measurement assumptions by €35 million. The remeasurement losses resulting from the adjustments to measurement assumptions are recognized directly in equity.

14. Additional information on financial instruments

The methods for the measurement at fair value remain fundamentally unchanged from December 31, 2015. Further explanations on the measurement methods can be found in the Annual Report 2015.

The fair values of financial assets and financial liabilities reflect for the most part the carrying amounts as of the balance-sheet date. The fair value of the issued bond amounts to €520 million with a carrying amount of €500 million as of the reporting date (reported unter non-current financial debt, recourse).

15. Related-party disclosures

Most of the transactions between fully consolidated companies of the Group and related companies or persons involve associated companies and joint ventures.

16. Contingent liabilities

Contingent liabilities of €393 million (December 31, 2015: €47 million) generally relate to guarantees provided for former Group companies that were sold and companies in which Bilfinger holds a minority interest, the vast majority of which are collateralized by the buyers of the former Group companies. There are bank guarantees in the amount of €276 million in place for this. In addition, we are jointly and severally liable as partners in companies constituted under the German Civil Code and in connection with consortia and joint ventures.

Other contingent liabilities comprise in particular potential litigation charges. These include judicial, arbitrative, and out-of-court proceedings involving customers and subcontractors that file claims or may in future file claims under various contracts, for example under contracts for maintenance and servicing as well as other supply and service relationships. At this time, however, Bilfinger does not expect that these legal disputes will result in any significant negative effects on its financial position, cash flows or profitability.

Mannheim, November 8, 2016 Bilfinger SE The Executive Board

Thomas Blades Dr. Klaus Patzak Michael Bernhardt

Disclaimer ___

All statements made in this report that relate to the future have been made in good faith and based on the best knowledge available. However, as those statements also depend on factors beyond our control, actual developments may differ from our forecasts.

Review Report

We have reviewed the interim condensed consolidated financial statements, comprising the income statement, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes, and the interim group management report of Bilfinger SE, Mannheim, for the period from 1 January to 30 September 2016, which are part of the interim financial report pursuant to Sec. 37w (7) in conjunction with (2) No. 1 and No. 2 and (3) and (4) WpHG ["Wertpapierhandelsgesetz": German Securities Trading Act]. The preparation of the interim condensed consolidated financial statements in accordance with IFRSs [International Financial Reporting Standards] on interim financial reporting as adopted by the EU and of the group management report in accordance with the requirements of the WpHG applicable to interim group management reports is the responsibility of the Company's management. Our responsibility is to issue a report on the interim condensed consolidated financial statements and the interim group management report based on our review.

We conducted our review of the interim condensed consolidated financial statements and the interim group management report in accordance with German generally accepted standards for the review of financial statements promulgated by the Institut der Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW). Those standards require that we plan and perform the review to obtain a certain level of assurance in our critical appraisal to preclude that the interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IFRSs on interim financial reporting as adopted by the EU and that the interim group management report is not prepared, in all material respects, in accordance with the provisions of the WpHG applicable to interim group management reports. A review is limited primarily to making inquiries of company personnel and applying analytical procedures and thus does not provide the assurance that we would obtain from an audit of financial statements. In accordance with our engagement, we have not performed an audit and, accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IFRSs on interim financial reporting as adopted by the EU or that the interim group management report is not prepared, in all material respects, in accordance with the provisions of the WpHG applicable to interim group management reports.

Mannheim, November 8, 2016

Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft

Mathieu Meyer Wirtschaftsprüfer [German Public Auditor]

Karen Somes Wirtschaftsprüferin [German Public Auditor]

Bilfinger shares 30

RELATIVE PERFORMANCE OF OUR SHARES: 1 YEAR

BASIC SHARE INFORMATION

ISIN / stock exchange symbol	DE0005909006 / GBF
WKN	590 900
Main listing	XETRA / Frankfurt
Deutsche Börse segment	Prime Standard
Share indices	MDAX, DAXsubsector Industrial Products & Services Idx., STOXX Europe 600, Euro STOXX, Euro STOXX Low Carbon, STOXX EUROPE TMI Support Services

KEY FIGURES ON OUR SHARES

€ per share	Q3 2016
Highest price	30.00
Lowest price	25.06
Closing price 1	29.37
Book value 2	37.31
Market value / book value 1, 2	0.8
Market capitalization in € million 1, 3	1,352
MDAX weighting 1	0.57%
Number of shares 1, 3	46,024,127
Average daily trading volume in number of shares (XETRA)	245,320

All price details refer to XETRA trading

1 Based on September 30, 2016 2 Balance sheet shareholder's equity excluding minority interest

3 Including treasury shares

Financial calendar

February 14, 2017 Preliminary report on the 2016 financial year

Capital Markets Day: Presentation of strategy and implementation plan

March 15, 2017 Press conference on financial statements

May 15, 2017 Interim Report Q1 2017

May 24, 2017 Annual General Meeting

August 14, 2017 Interim Report Q2 2017

November 14, 2017 Interim Report Q3 2017

Investor Relations

Bettina Schneider Phone +49 621 459-2377 Fax +49 621 459-2761 E-mail: bettina.schneider@bilfinger.com

Michael Weber Phone +49 621 459-2464 Fax +49 621 459-2500 E-mail: michael.weber@bilfinger.com

Headquarters

Carl-Reiß-Platz 1-5 68165 Mannheim, Germany Phone +49 621 459-0 Fax +49 621 459-2366

You will find the addresses of our branches and affiliates in Germany and abroad in the Internet at www.bilfinger.com

© 2016 Bilfinger SE

Date of publication November 10, 2016