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Fresenius SE & Co. KGaA

Quarterly Report Aug 5, 2016

166_10-q_2016-08-05_014060f0-0439-426b-ba34-2227410e4b0d.pdf

Quarterly Report

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Quarterly Financial Report of Fresenius Group

applying United States Generally Accepted Accounting Principles (U.S. GAAP)

1st Half and 2nd Quarter 2016

TABLE OF CONTENTS

3 Fresenius Group fi gures at a glance

5 Fresenius share

  • 6 Management Report
  • 6 Health care industry
  • 6 Results of operations, fi nancial position, assets and liabilities
  • 6 Sales
  • 7 Earnings
  • 8 Investments
  • 8 Cash fl ow
  • 9 Asset and liability structure
  • 9 Second quarter of 2016
  • 10 Change to the Management Board
  • 10 Annual General Meeting 2016
  • 11 Business segments
  • 11 Fresenius Medical Care
  • 13 Fresenius Kabi
  • 15 Fresenius Helios
  • 16 Fresenius Vamed
  • 17 Employees
  • 17 Research and development
  • 18 Opportunities and risk report
  • 18 Subsequent events
  • 18 Rating
  • 18 Outlook 2016

20 Consolidated fi nancial statements

  • 20 Consolidated statement of income
  • 20 Consolidated statement of comprehensive income
  • 21 Consolidated statement of fi nancial position
  • 22 Consolidated statement of cash fl ows
  • 23 Consolidated statement of changes in equity
  • 25 Consolidated segment reporting fi rst half of 2016
  • 26 Consolidated segment reporting second quarter of 2016

27 Notes

50 Financial Calendar

This Quarterly Financial Report was published on August 5, 2016.

FRESENIUS GROUP FIGURES AT A GLANCE

Fresenius is a global health care group providing products and services for dialysis, hospitals, and outpatient medical care. In addition, Fresenius focuses on hospital operations. We also manage projects and provide services for hospitals and other health care facilities. In 2015, Group sales were € 27.6 billion. As of June 30, 2016, more than 220,000 employees have dedicated themselves to the service of health in about 100 countries worldwide.

SALES, EARNINGS, AND CASH FLOW

€ in millions Q2 / 2016 Q2 / 2015 Change H1 / 2016 H1 / 2015 Change
Sales 7,092 6,946 2% 14,006 13,429 4%
EBIT 1 1,051 971 8% 2,010 1,822 10%
Net income 2 393 350 12% 755 642 18%
Earnings per share in € 2 0.72 0.64 12% 1.38 1.18 17%
Operating cash fl ow 996 720 38% 1,330 1,251 6%

BALANCE SHEET AND INVESTMENTS

€ in millions June 30, 2016 December 31, 2015 Change
Total assets 43,821 42,959 2%
Non-current assets 32,821 32,480 1%
Equity 3 18,458 18,003 3%
Net debt 13,862 13,725 1%
Investments 4 1,175 805 46%

RATIOS

€ in millions Q2/ 2016 Q2 / 2015 H1 / 2016 H1 / 2015
EBITDA margin 1 18.9% 18.0% 18.4% 17.6%
EBIT margin 1 14.8% 14.0% 14.4% 13.6%
Depreciation and amortization in % of sales 4.1% 4.0% 4.0% 4.0%
Operating cash fl ow in % of sales 14.0% 10.4% 9.5% 9.3%
Equity ratio
(June 30 / December 31)
42.1% 41.9%
Net debt / EBITDA
(June 30 / December 31) 5
2.62 2.68

2015 before special items

Net income attributable to shareholders of Fresenius SE & Co. KGaA; 2015 before special items

Equity including noncontrolling interest Investments in property, plant and equipment, and intangible assets, acquisitions (fi rst half)

2015 before special items, at LTM average exchange rates for both net debt and EBITDA, 2016 pro forma acquisitions.

INFORMATION BY BUSINESS SEGMENT

FRESENIUS MEDICAL CARE – Dialysis products, Dialysis services

US\$ in millions Q2 /2016 Q2 /2015 Change H1 / 2016 H1 / 2015 Change
Sales 4,420 4,199 5% 8,626 8,159 6%
EBIT 641 547 17% 1,181 1,051 12%
Net income 1 294 241 22% 522 450 16%
Operating cash fl ow 678 385 76% 857 832 3%
Investments / Acquisitions 564 301 87% 913 571 60%
R & D expenses 39 34 12% 76 65 17%
Employees, per capita on balance sheet date
(June 30 / December 31)
113,089 109,113 3%

FRESENIUS KABI – IV drugs, Clinical nutrition, Infusion therapy,

Medical devices / Transfusion technology

€ in millions Q2 /2016 Q2 /2015 Change H1 / 2016 H1 / 2015 Change
Sales 1,476 1,538 - 4% 2,946 2,932 0%
EBIT 2 307 314 - 2% 616 571 8%
Net income 3 180 169 7% 359 309 16%
Operating cash fl ow 211 271 - 22% 335 354 - 5%
Investments / Acquisitions 67 85 - 21% 216 177 22%
R & D expenses 2 82 83 1% 161 161 0%
Employees, per capita on balance sheet date
(June 30 / December 31)
33,915 33,125 2%

FRESENIUS HELIOS – Hospital operations

€ in millions Q2 /2016 Q2 /2015 Change H1 / 2016 H1 / 2015 Change
Sales 1,477 1,383 7% 2,912 2,774 5%
EBIT 2 173 160 8% 332 307 8%
Net income 4 138 119 16% 262 226 16%
Operating cash fl ow 164 117 40% 230 231 0%
Investments / Acquisitions 86 63 37% 133 112 19%
Employees, per capita on balance sheet date
(June 30 / December 31)
71,975 69,728 3%

FRESENIUS VAMED – Projects and services for hospitals and other health care facilities

€ in millions Q2 /2016 Q2 /2015 Change H1 / 2016 H1 / 2015 Change
Sales 254 255 0% 472 463 2%
EBIT 9 9 0% 16 16 0%
Net income 5 6 6 0% 11 10 10%
Operating cash fl ow 19 - 7 -- 1 - 44 102%
Investments / Acquisitions 2 6 - 67% 4 7 - 43%
Order intake 228 92 148% 465 284 64%
Employees, per capita on balance sheet date
(June 30 / December 31)
7,999 8,262 - 3%

1 Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA

2015 before special items

Net income attributable to shareholders of Fresenius Kabi AG; 2015 before special items

Net income attributable to shareholders of HELIOS Kliniken GmbH; 2015 before special items

Net income attributable to shareholders of VAMED AG

FRESENIUS SHARE

The unexpected outcome of the British EU referendum strongly affected fi nancial markets at the end of the second quarter. During the fi rst half, the Fresenius share was nearly unchanged and the DAX fell 10%.

FIRST HALF OF 2016

Following a volatile start to the year, more stable conditions returned to global fi nancial markets early in the second quarter. The recovery was supported by unexpectedly positive US economic indicators, higher oil prices and new economic stimulus packages in the euro zone. Concerns over the United Kingdom's pending vote on EU membership then began to impact markets in June. The referendum's surprising result

caused turbulence at the end of the second quarter on the world's fi nancial and currency markets.

According to the latest ECB forecast, the euro zone's economy is expected to expand by 1.6% this year. The Federal Reserve expects the U.S. economy to grow 2.0%.

During the tense fi rst half of 2016, the DAX slipped 10% to 9,680 points. On June 30, 2016, the Fresenius share closed at € 65.82, nearly unchanged to its close on December 31, 2015.

Fresenius share DAX

KEY DATA OF THE FRESENIUS SHARE

H1 / 2016 2015 Change
Number of shares (June 30 / December 31) 546,278,580 545,727,950
Quarter-end quotation in € 65.82 65.97 0%
High in € 68.30 69.75 - 2%
Low in € 53.05 42.41 25%
Ø Trading volume (number of shares per trading day) 1,300,826 1,390,878 - 6%
Market capitalization, € in millions (June 30 / December 31) 35,956 36,002 0%

MANAGEMENT REPORT

Once again, all four business segments contributed to strong organic growth. Even compared with an excellent prior-year quarter, Fresenius has again achieved doubledigit earnings growth. We continue to look forward with great confidence, and are raising our 2016 earnings guidance.

FRESENIUS RAISES EARNINGS GUIDANCE AFTER STRONG SECOND QUARTER; DOUBLE-DIGIT EARNINGS GROWTH

H1 / 2016 at actual
rates
in constant
currency
Sales € 14.0 bn + 4% + 6%
EBIT 1 € 2,010 m + 10% + 11%
Net income 2 € 755 m + 18% + 18%

HEALTH CARE INDUSTRY

The health care sector is one of the world's largest industries. It is relatively insensitive to economic fl uctuations compared to other sectors and has posted above-average growth over the past years.

The main growth factors are rising medical needs deriving from aging populations, the growing number of chronically ill and multimorbid patients, stronger demand for innovative products and therapies, advances in medical technology and the growing health consciousness, which increases the demand for health care services and facilities.

In the emerging countries, drivers are the expanding availability and correspondingly greater demand for basic health care and increasing national incomes and hence higher spending on health care.

Health care structures are being reviewed and cost-cutting potential identifi ed in order to contain the steadily rising health care expenditures. However, such measures cannot compensate for the cost pressure. Market-based elements are increasingly being introduced into the health care system to create incentives for cost- and quality-conscious behavior. Overall treatment costs shall be reduced through improved quality standards. In addition, ever-greater importance is being placed on disease prevention and innovative reimbursement models linked to treatment quality standards.

RESULTS OF OPERATIONS, FINANCIAL POSITION, ASSETS AND LIABILITIES

SALES

Group sales increased by 4% (6% in constant currency) to € 14,006 million (H1 / 2015: € 13,429 million). Organic sales growth was 6%. Acquisitions contributed 1% and divestitures reduced sales by 1%. Negative currency translation effects (- 2%) were mainly driven by the devaluation of the Latin American currencies against the Euro.

2015 before special items

Net income attributable to shareholders of Fresenius SE & Co. KGaA; 2015 before special items

EARNINGS

€ in millions Q2 / 2016 Q2 / 2015 H1 / 2016 H1 / 2015
EBIT 1 1,051 971 2,010 1,822
Net income 2 393 350 755 642
Net income 3 393 325 755 642
Earnings per share in € 2 0.72 0.64 1.38 1.18
Earnings per share in € 3 0.72 0.60 1.38 1.18

EARNINGS

Group EBITDA1 increased by 9% (10% in constant currency) to € 2,576 million (H1 / 2015: € 2,364 million). Group EBIT 1 increased by 10% (11% in constant currency) to € 2,010 million (H1 / 2015: € 1,822 million). The EBIT margin 1 increased to 14.4% (Q1 / 2015: 13.6%).

Group net interest decreased to -€ 291 million (H1 / 2015: - € 330 million), mainly due to more favorable fi nancing terms and lower net debt.

With 28.6%, the Group tax rate (before special items) was on Q1 / 2016 level (28.4%) and hence in line with expectations.

Noncontrolling interest increased to € 473 million (H1 / 2015: € 409 million), of which 96% was attributable to the noncontrolling interest in Fresenius Medical Care.

Group net income 2 increased by 18% (18% in constant currency) to € 755 million (H1 / 2015: € 642 million). Earnings per share 2 increased by 17% (18% in constant currency) to € 1.38 (H1 / 2015: € 1.18).

SALES BY REGION

€ in millions H1 / 2016 H1 / 2015 Change at
actual rates
Currency
trans lations
effects
Change
at constant
rates
Organic
growth
Acquisitions /
divestitures
% of
total sales 4
North America 6,613 6,085 9% 0% 9% 8% 1% 47%
Europe 5,324 5,184 3% - 1% 4% 3% 1% 38%
Asia-Pacifi c 1,359 1,324 3% - 3% 6% 10% - 4% 10%
Latin America 560 664 - 16% - 23% 7% 10% - 3% 4%
Africa 150 172 - 13% - 11% - 2% - 2% 0% 1%
Total 14,006 13,429 4% - 2% 6% 6% 0% 100%

SALES BY BUSINESS SEGMENT

€ in millions H1 / 2016 H1 / 2015 Change at
actual rates
Currency
trans lations
effects
Change
at constant
rates
Organic
growth
Acquisitions /
divestitures
% of
total sales 4
Fresenius Medical Care 7,730 7,312 6% - 2% 8% 7% 1% 55%
Fresenius Kabi 2,946 2,932 0% - 4% 4% 6% - 2% 21%
Fresenius Helios 2,912 2,774 5% 0% 5% 4% 1% 21%
Fresenius Vamed 472 463 2% 0% 2% 3% - 1% 3%

2015 before special items

Net income attributable to shareholders of Fresenius SE & Co. KGaA; 2015 before special items

Net income attributable to shareholders of Fresenius SE & Co. KGaA Calculated on the basis of contribution to consolidated sales

RECONCILIATION

The Group's U.S. GAAP fi nancial results as of June 30, 2016 do not include special items, whereas the U.S. GAAP fi nancial results as of June 30, 2015 include special items. Net income attributable to shareholders of Fresenius SE & Co. KGaA was adjusted for these special items. The table below shows the special items and the reconciliation from net income (before special items) to earnings according to U.S. GAAP.

INVESTMENTS

Spending on property, plant and equipment was € 670 million (H1 / 2015: € 611 million), primarily for the modernization and expansion of dialysis clinics, production facilities and hospitals. Total acquisition spending was € 505 million (H1 / 2015: € 194 million).

CASH FLOW

Operating cash fl ow increased by 6% to € 1,330 million (H1 / 2015: € 1,251 million) with a margin of 9.5% (H1 / 2015: 9.3%).

RECONCILIATION

€ in millions H1 / 2016
(before
special
items)
Kabi
effi ciency
program
integration
costs for
acquired
Rhön
hospitals
disposal
gains from
two
HELIOS
hospitals
H1 / 2016
according
to
U.S. GAAP
(incl. spe
cial items)
H1 / 2015
(before
special
items)
Kabi
effi ciency
program
integration
costs for
acquired
Rhön
hospitals
disposal
gains from
two
HELIOS
hospitals
H1 / 2015
according
to
U.S. GAAP
(incl. spe
cial items)
Sales 14,006 14,006 13,429 13,429
EBIT 2,010 2,010 1,822 - 40 - 8 34 1,808
Interest result - 291 - 291 - 330 - 330
Net income before taxes 1,719 0 0 0 1,719 1,492 - 40 - 8 34 1,478
Income taxes - 491 - 491 - 441 12 2 0 - 427
Net income 1,228 0 0 0 1,228 1,051 - 28 - 6 34 1,051
Less noncontrolling interest - 473 - 473 - 409 - 409
Net income attributable
to shareholders
of Fresenius SE & Co. KGaA 755 0 0 0 755 642 - 28 - 6 34 642
€ in millions Q2 / 2016
(before
special
items)
Kabi
effi ciency
program
integration
costs for
acquired
Rhön
hospitals
disposal
gains from
two
HELIOS
hospitals
Q2 / 2016
according
to
U.S. GAAP
(incl. spe
cial items)
Q2 / 2015
(before
special
items)
Kabi
effi ciency
program
integration
costs for
acquired
Rhön
hospitals
disposal
gains from
two
HELIOS
hospitals
Q2 / 2015
according
to
U.S. GAAP
(incl. spe
cial items)
Sales 7,092 7,092 6,946 6,946
EBIT 1,051 0 0 0 1,051 971 - 30 - 6 0 935
Interest result - 139 - 139 - 165 - 165
Net income before taxes 912 0 0 0 912 806 - 30 - 6 0 770
Income taxes - 262 0 0 0 - 262 - 234 9 2 0 - 223
Net income 650 0 0 0 650 572 - 21 - 4 0 547
Less noncontrolling interest - 257 - 257 - 222 - 222
Net income attributable
to shareholders
of Fresenius SE & Co. KGaA 393 0 0 0 393 350 - 21 - 4 0 325

The special items are reported in the Group / Other segment.

INVESTMENTS BY BUSINESS SEGMENT

€ in millions H1 / 2016 H1 / 2015 thereof property,
plant and
equipment
thereof
acquisitions
Change % of total
Fresenius Medical Care 819 511 454 365 60% 70%
Fresenius Kabi 216 177 105 111 22% 18%
Fresenius Helios 133 112 105 28 19% 11%
Fresenius Vamed 4 7 4 0 - 43% 1%
Corporate / Other 3 - 2 2 1 -- 0%
Total 1,175 805 670 505 46% 100%

Free cash fl ow before acquisitions and dividends increased slightly to € 650 million (H1 / 2015: € 646 million). Free cash fl ow after acquisitions and dividends was - € 206 million (H1 / 2015: € 107 million).

ASSET AND LIABILITY STRUCTURE

The Group's total assets increased by 2% (3% in constant currency) to € 43,821 million (Dec. 31, 2015: € 42,959 million). The increase is mainly driven by business expansion. Current assets grew by 5% (6% in constant currency) to € 11,000 million (Dec. 31, 2015: € 10,479 million). Non-current assets increased by 1% (2% in constant currency) to € 32,821 million (Dec. 31, 2015: € 32,480 million).

Total shareholders' equity grew by 3% (3% in constant currency) to € 18,458 million (Dec. 31, 2015: € 18,003 million). The equity ratio increased to 42.1% (Dec. 31, 2015: 41.9%).

Group debt increased by 1% (2% in constant currency) to € 14,960 million (Dec. 31, 2015: € 14,769 million). As of June 30, 2016, the net debt / EBITDA ratio was 2.62 1, 2 (Dec. 31, 2015: 2.68 1 ).

SECOND QUARTER OF 2016

Group sales increased by 2% (5% in constant currency) to € 7,092 million (Q2 / 2015: € 6,946 million). Organic sales growth was 5%. Acquisitions contributed 1%, while divestitures reduced sales by 1%.

Group EBIT 3 increased by 8% (11% in constant currency) to € 1,051 million (Q2 / 2015: € 971 million), the EBIT margin 3 was 14.8% (Q2 / 2015: 14.0%). In Q2 / 2016, the Group tax rate 3 was 28.7% (Q2 / 2015: 29.0%).

Group net income 3, 4 before special items increased by 12% (15% in constant currency) to € 393 million (Q2 / 2015: € 350 million). Earnings per share 3, 4 increased by 12% (14% in constant currency) to € 0.72 (Q2 / 2015: € 0.64).

€ in millions H1 / 2016 H1 / 2015 Change
Net income 1,228 1.051 17%
Depreciation and amortization 566 542 4%
Change in accruals for pensions 41 37 11%
Cash fl ow 1,835 1.630 13%
Change in working capital - 505 - 379 - 33%
Operating cash fl ow 1,330 1.251 6%
Property, plant and equipment, investments net - 680 - 605 - 12%
Cash fl ow before acquisitions and dividends 650 646 1%
Cash used for acquisitions, net - 264 - 16 --
Dividends paid -592 - 523 - 13%
Free cash fl ow paid after acquisitions and dividends - 206 107 --
Cash provided by / used for fi nancing activities 262 - 405 165%
Effect of exchange rates on change in cash and cash equivalents - 2 40 - 105%
Net change in cash and cash equivalents 54 - 258 121%

CASH FLOW STATEMENT (SUMMARY)

1 2015 before special items; at LTM average exchange rates for both net debt and EBITDA 2 Pro forma acquisitions 3 2015 before special items

4 Net income attributable to shareholders of Fresenius SE & Co. KGaA

Operating cash fl ow increased to € 996 million (Q2 / 2015: € 720 million). The cash fl ow margin increased to 14.0% (Q2 / 2015: 10.4%). As expected, the operating cashfl ow of Fresenius Medical Care improved considerably in Q2 / 2016.

Investments in property, plant and equipment increased to € 357 million (Q2 / 2015: € 338 million). Acquisition spending was € 301 million (Q2 / 2015: € 90 million).

CHANGE TO THE MANAGEMENT BOARD

On 26 June 2016, Fresenius SE & Co. KGaA announced that the Supervisory Board of Fresenius Management SE has unanimously appointed Stephan Sturm (52) as Chief Executive Offi cer of Fresenius as of July 1, 2016. Stephan Sturm succeeds Ulf Mark Schneider (50), who decided to leave the company effective June 30, 2016 to pursue another opportunity.

ANNUAL GENERAL MEETING 2016

At the Annual General Meeting 2016, the shareholders of Fresenius SE & Co. KGaA approved all agenda items with a large majority. Fresenius SE & Co. KGaA shareholders approved the 23nd consecutive dividend increase proposed by the general partner and the Supervisory Board (agenda item 2). Shareholders received € 0.55 per common share (2014: € 0.44). With large majorities, the shareholders elected all nominees as shareholder representatives to the Supervisory Board (agenda item 6) and the Joint Committee (agenda item 7).

The voting results for all agenda items are listed in the table below.

Yes votes No votes
Number of
shares for
which valid
votes were cast
in % of the
capital stock
Number in % of the
valid votes cast
Number in % of the
valid votes cast
Item
no. 1
Resolution on the Approval of the Annual
Financial Statements of Fresenius SE & Co. KGaA
for the Fiscal Year 2015
393,116,643 72.00% 393,031,755 99.98% 84,888 0.02%
Item
no. 2
Resolution on the Allocation of the Distributable
Profi t
395,937,623 72.52% 359,038,242 90.68% 36,899,381 9.32%
Item
no. 3
Resolution on the Approval of the Actions of the
General Partner for the Fiscal Year 2015
245,530,433 44.97% 244,634,401 99.64% 896,032 0.36%
Item
no. 4
Resolution on the Approval of the Actions of the
Supervisory Board for the Fiscal Year 2015
243,897,528 44.67% 242,729,823 99.52% 1,167,705 0.48%
Item
no. 5
Election of the Auditor and Group Auditor for the
Fiscal Year 2016 and of the Auditor for the poten
tial Review of the Half-Yearly Financial Report for
the fi rst Half-Year of the Fiscal Year 2016 and
other Financial Information
249,874,817 45.77% 239,849,998 95.99% 10,024,819 4.01%
Item
no. 6
Election to the Supervisory Board
a) Prof. Dr. med. D. Michael Albrecht
b) Michael Diekmann
c) Dr. Gerd Krick
d) Prof. Dr. med. Iris Löw-Friedrich
e) Klaus-Peter Müller
f) Hauke Stars
249,836,788
248,333,681
248,329,141
248,800,209
248,789,056
248,795,206
45.76%
45.49%
45.48%
45.57%
45.57%
45.57%
222,730,391
235,713,334
224,790,942
237,472,838
232,048,939
237,379,367
89.15%
94.92%
90.52%
95.45%
93.27%
95.41%
27,106,397
12,620,347
23,538,199
11,327,371
16,740,117
11,415,839
10.85%
5.08%
9.48%
4.55%
6.73%
4.59%
Item
no. 7
Election to the Joint Committee
Michael Diekmann
Dr. Gerd Krick
248,299,535 45.48% 226,456,901 91.20% 21,842,634 8.80%

BUSINESS SEGMENTS

FRESENIUS MEDICAL CARE

Fresenius Medical Care is the world's largest provider of products and services for individuals with renal diseases. As of June 30, 2016, Fresenius Medical Care was treating 301,548 patients in 3,504 dialysis clinics. Along with its core business, the company seeks to expand the range of medical services in the fi eld of care coordination.

US\$ in millions Q2 / 2016 Q2 / 2015 Change H1 / 2016 H1 / 2015 Change
Sales 4,420 4,199 5% 8,626 8,159 6%
EBITDA 835 728 15% 1,557 1,408 11%
EBIT 641 547 17% 1,181 1,051 12%
Net income 1 294 241 22% 522 450 16%
Employees (June 30 / December 31) 113,089 110,242 3%
  • ▶ 7% sales growth in constant currency in Q2
  • ▶ 22% net income growth in Q2
  • ▶ 2016 outlook confirmed

FIRST HALF OF 2016

Sales increased by 6% (8% in constant currency) to US\$ 8,626 million (H1 / 2015: US\$ 8,159 million). Organic sales growth was 7%. Acquisitions contributed 1%. Currency translation effects reduced sales by 2%.

Health Care services sales (dialysis services and care coordination) increased by 7% (9% in constant currency) to US\$ 6,985 million (H1 / 2015: US\$ 6,527 million). Dialysis product sales increased by 1% (4% in constant currency) to US\$ 1,640 million (H1 / 2015: US\$ 1,631 million).

In North America, sales increased by 9% to US\$ 6,212 million (H1 / 2015: US\$ 5,717 million). Health Care services sales grew by 9% to US\$ 5,770 million (H1 / 2015: US\$ 5,293 million). Dialysis product sales increased by 4% to US\$ 441 million (H1 / 2015: US\$ 424 million).

Sales outside North America decreased by 1% (increased by 6% in constant currency) to US\$ 2,406 million (H1 / 2015: US\$ 2,427 million). Health Care services sales decreased by 2% (increased by 7% in constant currency) to US\$ 1,215 million (H1 / 2015: US\$ 1,234 million). Dialysis product sales remained nearly unchanged (increased by 5% in constant currency) at US\$ 1,191 million (H1 / 2015: US\$ 1,193 million).

EBIT increased by 12% (13% in constant currency) to US\$ 1,181 million (H1 / 2015: US\$ 1,051 million). The EBIT margin was 13.7% (H1 / 2015: 12.9%).

Net income 1 increased by 16% (16% in constant currency) to US\$ 522 million (H1 / 2015: US\$ 450 million).

Operating cash fl ow increased by 3% to US\$ 857 million (H1 / 2015: US\$ 832 million). The cash fl ow margin was 9.9% (H1 / 2015: 10.2%).

SECOND QUARTER OF 2016

Fresenius Medical Care increased sales by 5% (7% in constant currency) to US\$ 4,420 (Q2 / 2015: US\$ 4,199). Organic sales growth was 6%. Acquisitions contributed 1%, while divestitures had no impact on sales. Adverse currency translation effects reduced sales by - 2%.

EBIT increased by 17% (17% in constant currency) to US\$ 641 million (Q2 / 2015: US\$ 547 million). The EBIT margin was 14.5% (Q2 / 2015: 13.0%)

Net income 1 grew by 22% (22% in constant currency) to US\$ 294 million (Q2 / 2015: US\$ 241 million).

Operating cash fl ow increased to US\$ 678 million (Q2 / 2015: US\$ 385 million) with a cash fl ow margin of 15.3% (Q2 / 2015: 9.2%). The sequential improvement is mainly driven by the anticipated catch-up effect after the adjustment in invoicing in Q1 / 2016.

Please see page 18 of the Management Report for the 2016 outlook of Fresenius Medical Care.

For further information, please see Fresenius Medical Care's Investor News at www.freseniusmedicalcare.com.

FRESENIUS KABI

Fresenius Kabi offers infusion therapies, intravenously administered generic drugs and clinical nutrition for seriously and chronically ill patients in the hospital and outpatient environments. The company is also a leading supplier of medical devices and transfusion technology products.

€ in millions Q2 / 2016 Q2 / 2015 Change H1 / 2016 H1 / 2015 Change
Sales 1,476 1,538 - 4% 2,946 2,932 0%
EBITDA 1 369 376 - 2% 740 691 7%
EBIT 1 307 314 - 2% 616 571 8%
Net income 2 180 169 7% 359 309 16%
Employees (June 30 / December 31) 33,915 33,195 2%
  • ▶ 3% organic sales growth in Q2
  • ▶ 1% constant currency EBIT 1 growth in Q2
  • ▶ 2016 outlook raised: both, organic sales growth and EBIT 1 growth in constant currency of 3% to 5% expected

FIRST HALF OF 2016

Sales increased slightly (by 4% in constant currency) to € 2,946 million (H1 / 2015: € 2,932 million). Organic sales growth was 6%. Divestitures reduced sales by 2%.

Sales in Europe remained nearly unchanged at € 1,048 million (H1 / 2015: € 1,052 million). Organic sales growth was 2%. Divestitures reduced sales by 1%. Sales in North America increased by 6% (organic growth: 6%) to € 1,086 million (H1 / 2015: € 1,026 million), driven by persisting drug shortages as well as new product launches in Q1 / 2016. Sales in Asia-Pacifi c decreased by 6% (organic growth: 7%) to € 531 million (H1 / 2015: € 564 million). Adverse currency translation effects reduced sales by 5%, divestitures by another 8%. Given adverse currency translation effects, sales in Latin America / Africa decreased by 3% (organic growth: 21%, in

particular due to infl ation driven price increases) to € 281 million (H1 / 2015: € 290 million).

EBIT 1 increased by 8% (10% in constant currency) to € 616 million (H1 / 2015: € 571 million). The EBIT margin 1 improved to 20.9% (H1 / 2015: 19.5%).

Net income 2 increased by 16% (37% in constant currency) to € 359 million (H1 / 2015: € 309 million).

Operating cash fl ow decreased by 5% to € 335 million (H1 / 2015: € 354 million), given adverse currency translation effects. The cash fl ow margin was 11.4% (H1 / 2015: 12.1%).

SECOND QUARTER OF 2016

In the second quarter 2016, sales decreased by 4% (increased by 1% in constant currency) to € 1,476 million (Q2 / 2015: € 1,538 million). Negative currency translation effects (- 5%) were mainly driven by the devaluation of the Chinese yuan, the U.S. dollar and the Argentine peso against the Euro. Organic sales growth was 3%. Acquisitions had no impact on sales growth. Divestitures reduced sales by 2%.

2015 before special items

Net income attributable to shareholders of Fresenius Kabi AG; 2015 before special items

Sales in Europe were almost unchanged at € 536 million (Q2 / 2015: € 534 million). Organic sales growth was 2%. Sales in North America decreased by 8% (organic: 6%) to € 510 million (Q2 / 2015: € 553 million), mainly due to the high prior-year basis driven by signifi cant new product launches. Sales in Asia-Pacifi c decreased by 6% (organic growth: 8%) to € 277 million (Q2 / 2015: € 296 million). Sales in Latin America / Africa decreased by 1% (organic growth 22%) to € 153 million (Q2 / 2015: € 155 million).

In Q2 / 2016, EBIT 1 decreased by 2% (increased by 1% in constant currency) to € 307 million (Q2 / 2015: € 314 million). The EBIT margin 1 increased to 20.8% (Q2 / 2015: 20.4%).

In Q2 / 2016, net income 2 increased by 7% (30% in constant currency) to € 180 million (Q2 / 2015: € 169 million).

While operating cash fl ow reached a very strong € 211 million in Q2 / 2016, it could not match the exceptional prioryear quarter (Q2 / 2015: € 271 million). The same applies to the margin of 14.3% (Q2 / 2015: 17.6%).

Please see page 18 of the Management Report for the 2016 outlook of Fresenius Kabi.

2015 before special items Net income attributable to shareholders of Fresenius Kabi AG; 2015 before special items

FRESENIUS HELIOS

Fresenius Helios is Germany's largest hospital operator. HELIOS operates 112 hospitals, thereof 88 acute care clinics (including seven maximum care hospitals in Berlin-Buch, Duisburg, Erfurt, Krefeld, Schwerin, Wiesbaden and Wuppertal) and 24 post-acute care clinics. HELIOS treats more than 4.7 million patients per year, thereof approximately 1.3 million inpatients, and operates more than 34,000 beds.

€ in millions Q2 / 2016 Q2 / 2015 Change H1 / 2016 H1 / 2015 Change
Sales 1,477 1,383 7% 2,912 2,774 5%
EBITDA 1 221 207 7% 427 399 7%
EBIT 1 173 160 8% 332 307 8%
Net income 2 138 119 16% 262 226 16%
Employees (June 30 / December 31) 71,975 69,728 3%
  • ▶ 6% organic sales growth in Q2
  • ▶ 60 bps sequential EBIT margin increase
  • ▶ 2016 outlook confirmed

FIRST HALF OF 2016

Sales increased by 5% to € 2,912 million (H1 / 2015: € 2,774 million). Organic sales growth was 4% (H1 / 2015: 3%). Acquisitions and divestitures had no material effect.

EBIT 1 grew by 8% to € 332 million (H1 / 2015: € 307 million). The EBIT margin 1 increased to 11.4% (H1 / 2015: 11.1%).

Net income 2 increased by 16% to € 262 million (H1 / 2015: € 226 million).

SECOND QUARTER OF 2016

In the second quarter of 2016, sales increased by 7% to € 1,477 million (Q2 / 2015: € 1,383 million). Organic sales growth was 6% (Q2 / 2015: 2%).

EBIT 1 increased by 8% to € 173 million (Q2 / 2015: € 160 million). Sequentially, the EBIT margin increased by 60 bps to 11.7%.

Net income 2 increased by 16% to € 138 million (Q2 / 2015: € 119 million).

Please see page 18 of the Management Report for the 2016 outlook of Fresenius Helios.

2015 before special items

Net income attributable to shareholders of HELIOS Kliniken GmbH; 2015 before special items

FRESENIUS VAMED

Fresenius Vamed manages projects and provides services for hospitals and other health care facilities worldwide. The portfolio ranges along the entire value chain: from project development, planning, and turnkey construction, via maintenance and technical management, to total operational management.

€ in millions Q2 / 2016 Q2 / 2015 Change H1 / 2016 H1 / 2015 Change
Sales 254 255 0% 472 463 2%
EBITDA 12 12 0% 21 21 0%
EBIT 9 9 0% 16 16 0%
Net income 1 6 6 0% 11 10 10%
Employees (June 30 / December 31) 7,999 8,262 - 3%
  • ▶ Sales development reflects typical quarterly fluctuations in the project business
  • ▶ Strong order intake of € 228 million in Q2
  • ▶ 2016 outlook confirmed

FIRST HALF OF 2016

Sales increased by 2% (2% in constant currency) to € 472 million (H1 / 2015: € 463 million). Organic sales growth was 3%. Sales in the project business decreased by 3% to € 195 million (H1 / 2015: € 202 million). Sales in the service business grew by 6% to € 277 million (H1 / 2015: € 261 million).

EBIT remained unchanged with € 16 million (H1 / 2015: € 16 million). The EBIT margin was 3.4% (H1 / 2015: 3.5%).

Net income 1 grew by 10% to € 11 million (H1 / 2015: € 10 million).

Order intake increased by 64% to € 465 million (H1 / 2015: € 284 million). As of June 30, 2016, order backlog grew to € 1,917 million (December 31, 2015: € 1,650 million).

SECOND QUARTER OF 2016

Sales in the second quarter of 2016 remained nearly unchanged at € 254 million (Q2 / 2015: € 255 million). Organic sales growth was 1%.

EBIT remained unchanged at € 9 million (Q2 / 2015: € 9 million). The EBIT margin of 3.5% was at prior-year level.

Net income 1 of € 6 million was at prior-year's level.

Please see page 18 of the Management Report for the 2016 outlook of Fresenius Vamed.

EMPLOYEES

As of June 30, 2016, the number of employees increased by 2% to 227,856 (Dec. 31, 2015: 222,305).

EMPLOYEES BY BUSINESS SEGMENT

June 30, 2016 Dec. 31, 2015 Change
113,089 110,242 3%
33,915 33,195 2%
71,975 69,728 3%
7,999 8,262 - 3%
878 878 0%
227,856 222,305 2%

RESEARCH AND DEVELOPMENT

Product and process development as well as the improvement of therapies are at the core of our growth strategy. Fresenius focuses its R & D efforts on its core competencies in the following areas:

  • ▶ Dialysis
  • ▶ Generic IV drugs
  • ▶ Infusion and nutrition therapies
  • ▶ Medical devices

Apart from new products, we are concentrating on developing optimized or completely new therapies, treatment methods, and services.

RESEARCH AND DEVELOPMENT EXPENSES BY BUSINESS SEGMENT

€ in millions H1 / 2016 H1 / 2015 Change
Fresenius Medical Care 68 59 15%
Fresenius Kabi 161 161 0%
Fresenius Helios --
Fresenius Vamed 0 0 --
Corporate / Other 0 3 - 100%
Total 229 223 3%

DIALYSIS

The complex interactions and side effects that lead to kidney failure are better explored today than ever before. Technological advances develop in parallel with medical insights to improve the possibilities for treating patients. Our R & D activities at Fresenius Medical Care aim to translate new insights into novel or improved developments and to bring them to market as quickly as possible, and thus make an important contribution towards rendering the treatment of patients increasingly comfortable, safe, and individualized.

INFUSION THERAPIES, CLINICAL NUTRITION, GENERIC IV DRUGS, AND MEDICAL DEVICES

Fresenius Kabi's research and development activities concentrate on products for the therapy and care of critically and chronically ill patients. Our focus is on areas with high medical needs, such as in the treatment of oncology patients. Our products help to support medical advancements in acute and post-acute care and improve the patients' quality of life. We develop new products in areas such as clinical nutrition. In addition, we develop generic drug formulations ready to launch at the time of market formation as well as new formulations for non-patented drugs. Our medical devices signifi cantly contribute to a safe and effective application of infusion solutions and clinical nutrition. In transfusion technology our R & D focus is on medical devices and disposables to support the secure, user-friendly, and effi cient production of blood products.

OPPORTUNITIES AND RISK REPORT

Compared to the presentation in the 2015 annual report, there have been no material changes in Fresenius' overall opportunities and risk situation in the fi rst half of 2016.

In the ordinary course of Fresenius Group's operations, the Fresenius Group is subject to litigation, arbitration and investigations relating to various aspects of its business. The Fresenius Group regularly analyzes current information about such claims for probable losses and provides accruals for such matters, including estimated expenses for legal services, as appropriate.

In addition, we report on legal proceedings, currency and interest risks on pages 41 to 46 in the Notes of this report.

SUBSEQUENT EVENTS

On July 29, 2016, Fitch upgraded the corporate credit rating of Fresenius from BB + to BBB - with a stable outlook. The upgrade refl ects Fitch's view that Fresenius' business profi le has improved over the last years driven by increasing scale and diversifi cation as well as strong profi tability and cash generation. In addition, Fitch considers the underlying operations to be mature and defensive with low cyclicality and low volatility of earnings.

There were no further signifi cant changes in the Fresenius Group's operating environment following the end of the fi rst half of 2016. No other events of material importance on the assets and liabilities, fi nancial position, and result of operations of the Group have occured after the close of the fi rst half of 2016.

RATING

Fresenius is covered by the rating agencies Moody's, Standard & Poor's and Fitch.

The following table shows the company rating of Fresenius SE & Co. KGaA:

Standard &
Poor's
Moody's Fitch 1
Company rating BBB - Baa3 BBB -
Outlook stable stable stable

Rating change as of July 29, 2016; previously "BB +´" and outlook "stable"

OUTLOOK 2016

FRESENIUS GROUP

Based on the Group's excellent fi nancial results in the fi rst half of 2016 and strong prospects for the remainder of the year, Fresenius raises its 2016 Group earnings guidance. Net income 1 is now expected to grow by 11% to 14% in constant currency. Previously, Fresenius expected net income 1 growth of 8% to 12% in constant currency. The company confi rms its Group sales guidance. Sales are expected to increase by 6% to 8% in constant currency.

The net debt / EBITDA2 ratio is expected to be approximately 2.5 at the end of 2016.

FRESENIUS MEDICAL CARE

Fresenius Medical Care confi rms its outlook for 2016. The company expects sales to grow by 7% to 10% in constant currency and net income 3 is expected to increase by 15% to 20% 4 in 2016.

FRESENIUS KABI

Fresenius Kabi raises its outlook for 2016 and now expects organic sales growth of 3% to 5% and EBIT 5 growth in constant currency of 3% to 5%. Previously, Fresenius Kabi projected low single-digit organic sales growth and EBIT 5 in constant currency to be roughly fl at compared with 2015.

FRESENIUS HELIOS

Fresenius Helios confi rms its outlook for 2016 and projects organic sales growth of 3% to 5%. EBIT is expected to increase to € 670 to € 700 million.

FRESENIUS VAMED

Fresenius Vamed confi rms its outlook for 2016 and expects organic sales growth in the range of 5% to 10% and EBIT growth of 5% to 10%.

INVESTMENTS

The Group plans to invest around 6% of sales in property, plant and equipment.

Calculated at FY average exchange rates for both net debt and EBITDA; excluding potential acquisitions

Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA 2015 before GranuFlo® / NaturaLyte® settlement costs (- US\$ 37 million after tax) and before acquisitions (US\$ 9 million after tax);

hence the basis for expected net income growth is US\$ 1,057 million. 2015 before special items

Net income attributable to shareholders of Fresenius SE & Co. KGaA; 2015 before special items

GROUP FINANCIAL OUTLOOK 2016

Previous guidance New guidance
Sales, growth (in constant currency) 6% – 8% confi rmed
Net income 1
, growth (in constant currency)
8% – 12% 11% – 14%

Net income attributable to shareholders of Fresenius SE & Co. KGaA; 2015 before integration costs ( € 12 million before tax for hospitals acquired from Rhön-Klinikum AG), before costs for the effi ciency program at Fresenius Kabi (€ 105 million before tax), and before gain from the divestment of two HELIOS hospitals (€ 34 million before tax)

OUTLOOK 2016 BY BUSINESS SEGMENT

Previous guidance New guidance
Sales growth 1
Fresenius Medical Care (in constant currency) 7% – 10% confi rmed
Net income 1, 2 growth 15% – 20% confi rmed
Fresenius Kabi Sales growth (organic) low single-digit % 3% – 5%
EBIT 3
(in constant currency)
roughly fl at 3% – 5%
Fresenius Helios Sales growth (organic) 3% – 5% confi rmed
EBIT € 670 – 700 m confi rmed
Fresenius Vamed Sales growth (organic) 5% – 10% confi rmed
EBIT, growth 5% – 10% confi rmed

Savings from the global effi ciency program are included, while acquisitions 2015 / 2016 are not taken into account. Before settlement costs for the agreement in principle for the GranuFlo® / NaturaLyte® case (-US\$ 37 million after tax) and before acquisitions (US\$ 9 million after tax); hence the basis for net income outlook

2016 are US\$ 1,057 million.

Net income attributable to the shareholders of Fresenius Medical Care AG & Co. KGaA, the outlook is based on current exchange rates 2015 before costs for the effi ciency program at Fresenius Kabi ( € 105 million before tax)

EMPLOYEES

The number of employees in the Group will continue to rise in the future as a result of the expected expansion. We expect the number of employees to increase to approximately 230,000 in 2016 (December 31, 2015: 222,305). The number of employees is expected to increase in all business segments.

RESEARCH AND DEVELOPMENT

Our R & D activities will continue to play a key role in securing the Group's long-term growth through innovations and new therapies. We plan to increase the Group's R & D spending in 2016. About 4% to 5% of our product sales will be reinvested in research and development.

Market-oriented research and development with strict timeto-market management processes is crucial for the success of new products. We continually review our R & D results using clearly defi ned milestones. Innovative ideas, product development, and therapies with a high level of quality will continue to be the basis for future market-leading positions. Given the continued cost-containment efforts in the health care sector, cost effi ciency combined with a strong quality focus is acquiring ever-greater importance in product development, and in the improvement of treatment concepts and therapies.

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)

€ in millions Q2 / 2016 Q2 / 2015 H1 / 2016 H1 / 2015
Sales 7,092 6,946 14,006 13,429
Cost of sales - 4,890 - 4,823 - 9,663 - 9,380
Gross profi t 2,202 2,123 4,343 4,049
Selling, general and administrative expenses - 1,035 - 1,071 - 2,104 - 2,018
Research and development expenses - 116 - 117 - 229 - 223
Operating income (EBIT) 1,051 935 2,010 1,808
Net interest - 139 - 165 - 291 - 330
Income before income taxes 912 770 1,719 1,478
Income taxes - 262 - 223 - 491 - 427
Net income 650 547 1,228 1,051
Less noncontrolling interest 257 222 473 409
Net income attributable to shareholders of Fresenius SE & Co. KGaA 393 325 755 642
Earnings per share in € 0.72 0.60 1.38 1.18
Fully diluted earnings per share in € 0.71 0.59 1.37 1.17

The following notes are an integral part of the unaudited condensed interim fi nancial statements.

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

€ in millions Q2 / 2016 Q2 / 2015 H1 / 2016 H1 / 2015
Net income 650 547 1,228 1,051
Other comprehensive income (loss)
Foreign currency translation 398 - 569 - 178 885
Cash flow hedges 55 7 25
Change of fair value of available for sale financial assets
Actuarial gains / losses on defined benefit pension plans 6 22 28 - 18
Income taxes related to components of other comprehensive income (loss) - 8 - 11 - 6 - 22
Other comprehensive income (loss), net 396 - 503 - 149 870
Total comprehensive income 1,046 44 1,079 1,921
Comprehensive income attributable to noncontrolling interest
subject to put provisions
65 1 62 112
Comprehensive income (loss) attributable to noncontrolling interest
not subject to put provisions
401 - 54 329 791
Comprehensive income attributable to
shareholders of Fresenius SE & Co. KGaA
580 97 688 1,018

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)

ASSETS

€ in millions June 30, 2016 December 31, 2015
Cash and cash equivalents 1,098 1,044
Trade accounts receivable, less allowance for doubtful accounts 4,820 4,596
Accounts receivable from and loans to related parties 21 78
Inventories 2,986 2,860
Other current assets 2,075 1,901
I. Total current assets 11,000 10,479
Property, plant and equipment 7,645 7,428
Goodwill 21,639 21,523
Other intangible assets 1,490 1,510
Other non-current assets 1,496 1,479
Deferred taxes 551 540
II. Total non-current assets 32,821 32,480
Total assets 43,821 42,959

LIABILITIES AND SHAREHOLDERS' EQUITY

€ in millions June 30, 2016 December 31, 2015
Trade accounts payable 1,084 1,291
Short-term accounts payable to related parties 32 9
Short-term accrued expenses and other short-term liabilities 4,890 4,691
Short-term debt 1,000 202
Short-term debt from related parties 4
Current portion of long-term debt and capital lease obligations 491 607
Current portion of Senior Notes 350 349
Short-term accruals for income taxes 210 195
A. Total short-term liabilities 8,057 7,348
Long-term debt and capital lease obligations, less current portion 5,084 5,502
Senior Notes, less current portion 7,189 7,267
Convertible bonds 846 838
Long-term accrued expenses and other long-term liabilities 976 955
Pension liabilities 1,102 1,078
Long-term accruals for income taxes 226 221
Deferred taxes 778 800
B. Total long-term liabilities 16,201 16,661
I. Total liabilities 24,258 24,009
II. Noncontrolling interest subject to put provisions 1,105 947
A. Noncontrolling interest not subject to put provisions 7,147 7,068
Subscribed capital 546 546
Capital reserve 3,083 3,095
Other reserves 7,469 7,014
Accumulated other comprehensive income 213 280
B. Total Fresenius SE & Co. KGaA shareholders' equity 11,311 10,935
III. Total shareholders' equity 18,458 18,003
Total liabilities and shareholders' equity 43,821 42,959

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

€ in millions H1 / 2016 H1 / 2015
Operating activities
Net income 1,228 1,051
Adjustments to reconcile net income to cash and
cash equivalents provided by operating activities
Depreciation and amortization 566 542
Gain on sale of investments and divestitures - 5 - 33
Change in deferred taxes - 22 - 64
Gain on sale of fixed assets - 1
Changes in assets and liabilities, net of amounts
from businesses acquired or disposed of
Trade accounts receivable, net - 218 - 264
Inventories - 137 - 215
Other current and non-current assets - 169 - 14
Accounts receivable from / payable to related parties 17 56
Trade accounts payable, accrued expenses
and other short-term and long-term liabilities
51 226
Accruals for income taxes 19 - 33
Net cash provided by operating activities 1,330 1,251
Investing activities
Purchase of property, plant and equipment - 693 - 615
Proceeds from sales of property, plant and equipment 13 10
Acquisitions and investments, net of cash acquired
and net purchases of intangible assets
- 397 - 174
Proceeds from sale of investments and divestitures 133 158
Net cash used in investing activities - 944 - 621
Financing activities
Proceeds from short-term debt 941 301
Repayments of short-term debt - 153 - 177
Proceeds from long-term debt and capital lease obligations 372 169
Repayments of long-term debt and capital lease obligations - 882 - 794
Changes of accounts receivable securitization program - 46 13
Proceeds from the exercise of stock options 28 84
Dividends paid - 592 - 523
Change in noncontrolling interest - 2
Exchange rate effect due to corporate financing 2 1
Net cash used in fi nancing activities - 330 - 928
Effect of exchange rate changes on cash and cash equivalents - 2 40
Net increase / decrease in cash and cash equivalents 54 - 258
Cash and cash equivalents at the beginning of the reporting period 1,044 1,175
Cash and cash equivalents at the end of the reporting period 1,098 917

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

Subscribed Capital Reserves
Number of
ordinary shares
in thousand
Amount
€ in thousands
Amount
€ in millions
Capital
reserve
€ in millions
Other
reserves
€ in millions
As of December 31, 2014 541,533 541,533 542 3,018 5,894
Proceeds from the exercise of stock options 1,946 1,946 2 49
Compensation expense related to
stock options
8
Dividends paid - 238
Purchase of noncontrolling interest
not subject to put provisions
Noncontrolling interest subject to put provisions - 10
Comprehensive income (loss)
Net income 642
Other comprehensive income (loss)
Cash flow hedges
Change of fair value of
available for sale financial assets
Foreign currency translation
Actuarial losses on defined
benefit pension plans
Comprehensive income (loss) 642
As of June 30, 2015 543,479 543,479 544 3,065 6,298
As of December 31, 2015 545,728 545,728 546 3,095 7,014
Proceeds from the exercise of stock options 551 551 15
Compensation expense related to
stock options
10
Vested subsidiary stock incentive plans - 1
Dividends paid - 300
Purchase of noncontrolling interest
not subject to put provisions
Noncontrolling interest subject to put provisions - 36
Comprehensive income (loss)
Net income 755
Other comprehensive income (loss)
Cash flow hedges
Change of fair value of
available for sale financial assets
Foreign currency translation
Actuarial gains on defined
benefit pension plans
Comprehensive income (loss) 755
As of June 30, 2016 546,279 546,279 546 3,083 7,469

FRESENIUS SE & CO. KGAA CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

Accumulated
other com
prehensive
income (loss)
€ in millions
Total Fresenius
SE & Co. KGaA
shareholders'
equity
€ in millions
Non controlling
interest not
subject to
put provisions
€ in millions
Total
shareholders'
equity
€ in millions
As of December 31, 2014 - 119 9,335 6,148 15,483
Proceeds from the exercise of stock options 51 33 84
Compensation expense related to
stock options 8 1 9
Dividends paid - 238 - 207 - 445
Purchase of noncontrolling interest
not subject to put provisions
0 2 2
Noncontrolling interest subject to put provisions - 10 - 23 - 33
Comprehensive income (loss)
Net income 642 353 995
Other comprehensive income (loss)
Cash flow hedges 12 12 7 19
Change of fair value of
available for sale financial assets
Foreign currency translation 369 369 438 807
Actuarial losses on defined
benefit pension plans
- 5 - 5 - 7 - 12
Comprehensive income (loss) 376 1,018 791 1,809
As of June 30, 2015 257 10,164 6,745 16,909
As of December 31, 2015 280 10,935 7,068 18,003
Proceeds from the exercise of stock options 15 13 28
Compensation expense related to
stock options
10 5 15
Vested subsidiary stock incentive plans - 1 - 3 - 4
Dividends paid - 300 - 218 - 518
Purchase of noncontrolling interest
not subject to put provisions
0 32 32
Noncontrolling interest subject to put provisions - 36 - 79 - 115
Comprehensive income (loss)
Net income
Other comprehensive income (loss)
755 393 1,148
Cash flow hedges - 2 - 2 6 4
Change of fair value of
available for sale financial assets
Foreign currency translation - 76 - 76 - 79 - 155
Actuarial gains on defined
benefit pension plans
11 11 9 20
Comprehensive income (loss) - 67 688 329 1,017
As of June 30, 2016 213 11,311 7,147 18,458
Change
4%
4%
10%
4%
11%
12%
- 15%
18%
1%
2%
1%
10%
160%
3%
2%
2015
13,429
13,429
0
2,350
542
1,808
- 330
- 427
646
194
223
222,305
17.6% 2,3
13.6% 2,3
10.1% 6
100%
642
4.0%
9.3%
1,251
611
42,959
14,769
2016
14,006
14,006
0
2,576
566
2,010
755
1,330
650
14,960
670
505
229
227,856
10.2%5
100%
18.4%
14.4%
4.0%
9.5%
- 291
- 491
43,821
89%
Change
- 100%
- 113%
- 4%
- 33%
- 2%
65%
0%
54%
56%
- 12%
83%
- 72%
- 60%
114%
- 100%
0%
2015 4
- 52
3
- 55
- 23
5
- 28
- 18
20
- 307
- 36
- 40
5
- 7
3
878
0%
- 152
150
- 54
- 4
2016
2
- 56
- 8
5
- 13
- 8
0
- 345
- 7
- 19
2
0
878
0%
- 261
1
102%
Change
--
2%
2%
- 5%
0%
0%
0%
100%
0%
10%
94%
- 7%
13%
- 43%
- 3%

2015
463
443
20
5
16
- 2
- 4
10
- 44
7
0
8,262
3%
4.5%
3.5%
1.1%
- 9.5%
11.1%
21
- 51
988
161
- 4

2016
472
453
19
5
16
0
- 3
923
182
4
0
7,999
3%
4.4%
3.4%
1.1%
0.2%
10.2%
21
11
1
0%
Change
--
5%
5%
7%
3%
8%
20%
6%
16%
- 15%
3%
6%
25%
0%
3%
2015 3
2,774
2,774
84

0
21%
399
92
307
- 25
- 52
226
150
28
69,728
14.4%
11.1%
3.3%
8.3%
8.1%
231
8,430
1,282
2016
0
427
95
- 20
- 49
230
128
105
28

71,975
2,912
2,912
21%
332
262
8,692
1,363
14.7%
11.4%
3.3%
7.9%
8.3%
- 5%
Change
--
0%
0%
9%
7%
3%
8%
25%
- 12%
16%
0%
1%
0%
- 26%
0%
2%
2015 2
2,932
2,909
23
120
- 102
- 146
309
354
210
36
33,195
22%
23.6%
19.5%
4.1%
12.1%
13.2%
691
571
141
161
10,395
5,234
124
2016
2,946
25
740
616
- 77
- 163
359
335
210
10,550
105
33,915
21%
25.1%
20.9%
4.2%
11.4%
13.0%
2,921
5,251
111
161
3%
Change
6%
6%
0%
11%
5%
12%
- 2%
- 12%
16%
- 15%
3%
3%
21%
166%
15%
3%
2015
7,300
320
- 245
404
746
377
374
137
59
7,312
12
54%
1,262
942
- 183
110,242
17.3%
12.9%
4.4%
10.2%
9.6%
23,298
7,942
2016
7,730
7,718
12
1,396
337
1,059
- 186
- 275
468
768
322
23,917
8,183
454
365
68
113,089
55%
18.1%
13.7%
4.4%
9.9%
9.9%
shareholders of Fresenius SE & Co. KGaA
contribution to consolidated sales
Operating cash flow in % of sales
Research and development expenses
by business segment, € in millions
(per capita on balance sheet date) 1
Depreciation and amortization
Acquisitions, gross / investments
thereof intercompany sales
Depreciation and amortization
Cash fl ow before acquisitions
Net income attributable to
thereof contribution to
Capital expenditure, gross
consolidated sales
Operating cash fl ow
EBITDA margin
in % of sales
EBIT margin
and dividends
Income taxes
Total assets 1
Net interest
Key fi gures
ROOA 1
Employees
EBITDA
Debt 1
Sales
EBIT
Fresenius Medical Care Fresenius Kabi Fresenius Helios Fresenius Vamed Corporate / Other Fresenius Group
6%

CONSOLIDATED SEGMENT REPORTING FIRST HALF (UNAUDITED)

FRESENIUS SE & CO. KGAA

1 2015: December 31

2 Before costs for the effi ciency program

3 Before integration costs and disposal gains (two HELIOS hospitals) 4 After costs for the effi ciency program, integration costs and disposal gains (two HELIOS hospitals)

5 The underlying pro forma EBIT does not include costs for the effi ciency program and integration costs.

6 The underlying EBIT does not include costs for the effi ciency program, integration costs and disposal gains (two HELIOS hospitals).

The consolidated segment reporting is an integral part of the notes. The following notes are an integral part of the unaudited condensed interim fi nancial statements.

N
ME
G
D SE
ATE
D
OLI
NS
CO
T REP RTI
O
G SECO
N
N U
D Q
ARTE R (U DI
AU
N
D)
TE
Fresenius Medical Care Fresenius Kabi Fresenius Helios Fresenius Vamed Corporate / Other Fresenius Group
by business segment, € in millions 2016 2015 Change 2016 2015 1 Change 2016 2015 2 Change 2016 2015 Change 2016 2015 3 Change 2016 2015 Change
Sales 3,914 3,796 3% 1,476 1,538 - 4% 1,477 1,383 7% 254 255 0% - 29 - 26 - 12% 7,092 6,946 2%
thereof contribution to
consolidated sales
3,907 3,789 3% 1,463 1,527 - 4% 1,477 1,383 7% 243 245 - 1% 2 2 0% 7,092 6,946 2%
thereof intercompany sales 7 7 0% 13 11 18% 0 0 11 10 10% - 31 - 28 - 11% 0 0
contribution to consolidated sales 55% 54% 21% 22% 21% 20% 3% 4% 0% 0% 100% 100%
EBITDA 741 658 13% 369 376 - 2% 221 207 7% 12 12 0% - 4 - 40 90% 1,339 1,213 10%
Depreciation and amortization 172 164 5% 62 62 0% 48 47 2% 3 3 0% 3 2 50% 288 278 4%
EBIT 569 494 15% 307 314 - 2% 173 160 8% 9 9 0% - 7 - 42 83% 1,051 935 12%
D)
TE
DI
AU
N
R (U
ARTE
U
D Q
N
G SECO
N
RTI
O
T REP
N
ME
G
D SE
ATE
D
OLI
NS

FRESENIUS SE & CO. KGAA

consolidated sales 3,907 3,789 3% 1,463 1,527 - 4% 1,477 1,383 7% 243 245 - 1% 2 2 0% 7,092 6,946 2%
thereof intercompany sales 7 7 0% 13 11 18% 0 0 11 10 10% - 31 - 28 - 11% 0 0
contribution to consolidated sales 55% 54% 21% 22% 21% 20% 3% 4% 0% 0% 100% 100%
EBITDA 741 658 13% 369 376 - 2% 221 207 7% 12 12 0% - 4 - 40 90% 1,339 1,213 10%
Depreciation and amortization 172 164 5% 62 62 0% 48 47 2% 3 3 0% 3 2 50% 288 278 4%
EBIT 569 494 15% 307 314 - 2% 173 160 8% 9 9 0% - 7 - 42 83% 1,051 935 12%
Net interest - 90 - 92 2% - 36 - 52 31% - 9 - 12 25% 0 - 1 100% - 4 - 8 50% - 139 - 165 16%
Income taxes - 150 - 123 - 22% - 83 - 84 1% - 25 - 27 7% - 2 - 2 0% - 2 13 - 115% - 262 - 223 - 17%
shareholders of Fresenius SE & Co. KGaA
Net income attributable to
261 218 20% 180 169 7% 138 119 16% 6 6 0% - 192 - 187 - 3% 393 325 21%
Operating cash fl ow 605 349 73% 211 271 - 22% 164 117 40% 19 - 7 -- - 3 - 10 70% 996 720 38%
Cash fl ow before acquisitions
and dividends
382 155 146% 153 192 - 20% 99 66 50% 17 - 13 -- - 3 - 12 75% 648 388 67%
Capital expenditure, gross 227 195 16% 61 83 - 27% 67 52 29% 2 6 - 67% 0 2 - 100% 357 338 6%
Acquisitions, gross / investments 275 76 -- 6 2 200% 19 11 73% -- 1 1 0% 301 90 --
Research and development expenses 34 32 6% 82 83 - 1% -- 0 0 0 2 - 100% 116 117 - 1%
Key fi gures
EBITDA margin 18.9% 17.3% 25.0% 24.4% 15.0% 15.0% 4.7% 4.7% 18.9% 18.0% 1,2
EBIT margin 14.5% 13.0% 20.8% 20.4% 11.7% 11.6% 3.5% 3.5% 14.8% 14.0% 1,2
Depreciation and amortization
in % of sales
4.4% 4.3% 4.2% 4.0% 3.2% 3.4% 1.2% 1.2% 4.1% 4.0%
Operating cash flow in % of sales 15.3% 9.2% 14.3% 17.6% 11.1% 8.5% 7.5% - 2.7% 14.0% 10.4%

3 After costs for the effi ciency program and integration costs

The consolidated segment reporting is an integral part of the notes. The following notes are an integral part of the unaudited condensed interim fi nancial statements.

TABLE OF CONTENTS NOTES

28 General notes

  • 28 1. Principles
  • 28 I. Group structure
  • 28 II. Basis of presentation
  • 28 III. Summary of signifi cant accounting policies
  • 29 IV. Recent pronouncements, applied
  • 29 V. Recent pronouncements, not yet applied
  • 30 2. Acquisitions and investments

31 Notes on the consolidated statement of income

  • 31 3. Sales
  • 31 4. Taxes
  • 31 5. Earnings per share

31 Notes on the consolidated statement of fi nancial position

  • 31 6. Cash and cash equivalents
  • 31 7. Trade accounts receivable
  • 31 8. Inventories
  • 32 9. Other current and non-current assets
  • 32 10. Goodwill and other intangible assets
  • 33 11. Debt and capital lease obligations
  • 36 12. Senior Notes
  • 37 13. Convertible bonds
  • 37 14. Pensions and similar obligations
  • 37 15. Noncontrolling interest
  • 38 16. Fresenius SE & Co. KGaA shareholders' equity
  • 40 17. Other comprehensive income (loss)

41 Other notes

  • 41 18. Legal and regulatory matters
  • 43 19. Financial instruments
  • 46 20. Supplementary information on capital management
  • 46 21. Supplementary information on the consolidated statement of cash fl ows
  • 47 22. Notes on the consolidated segment reporting
  • 47 23. Stock options
  • 48 24. Related party transactions
  • 48 25. Subsequent events
  • 48 26. Corporate Governance
  • 49 27. Responsibility Statement

GENERAL NOTES

1. PRINCIPLES

I. GROUP STRUCTURE

Fresenius is a global healthcare group with products and services for dialysis, hospitals and outpatient medical care. In addition, the Fresenius Group focuses on hospi tal operations and also manages projects and provides services for hospitals and other healthcare facilities worldwide. Besides the activities of the parent company Fresenius SE & Co. KGaA, Bad Homburg v. d. H., the operating activities were split into the following legally independent business segments as of June 30, 2016:

  • ▶ Fresenius Medical Care
  • ▶ Fresenius Kabi
  • ▶ Fresenius Helios
  • ▶ Fresenius Vamed

The reporting currency in the Fresenius Group is the euro. In order to make the presentation clearer, amounts are mostly shown in million euros. Amounts under € 1 million after rounding are marked with "–".

II. BASIS OF PRESENTATION

The accompanying condensed consolidated fi nancial statements have been prepared in accordance with the United States Generally Accepted Accounting Principles (U.S. GAAP).

Fresenius SE & Co. KGaA, as a stock exchange listed company with a domicile in a member state of the European Union, fulfi lls its obligation to prepare and publish the consolidated fi nancial statements in accordance with the International Financial Reporting Standards (IFRS) applying Section 315a of the German Commercial Code (HGB). Simultaneously, the Fresenius Group voluntarily prepares and publishes the consolidated fi nancial statements in accordance with U.S. GAAP.

The accounting policies underlying these interim fi nancial statements are mainly the same as those applied in the consolidated fi nancial statements as of December 31, 2015.

III. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation

The condensed consolidated fi nancial statements and management report for the fi rst half and the second quarter ended June 30, 2016 have not been audited nor reviewed and should be read in conjunction with the notes included in the consolidated fi nancial statements as of December 31, 2015, published in the 2015 Annual Report.

Except for the reported acquisitions (see note 2, Acquisitions and investments), there have been no other major changes in the entities consolidated.

The consolidated fi nancial statements for the fi rst half and the second quarter ended June 30, 2016 include all adjustments that, in the opinion of the Management Board, are of a normal and recurring nature and are necessary to provide an appropriate view of the assets and liabilities, fi nancial position and results of operations of the Fresenius Group.

The results of operations for the fi rst half ended June 30, 2016 are not necessarily indicative of the results of operations for the fi scal year 2016.

Classifi cations

Certain items in the prior year's comparative consolidated fi nancial statements have been adjusted to conform to the current year's presentation. Deferred taxes which were classifi ed as current at December 31, 2015, were reclassifi ed to non-current as of January 1, 2016 in accordance with Accounting Standards Update 2015-17, Financial Accounting Standards Board Accounting Standards Codifi cation Topic 740, Income Taxes – Balance Sheet Classifi cation of Deferred Taxes.

Use of estimates

The preparation of consolidated fi nancial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated fi nancial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

IV. RECENT PRONOUNCEMENTS, APPLIED

The Fresenius Group has prepared its consolidated fi nancial statements at June 30, 2016 in conformity with U.S. GAAP in force for interim periods on January 1, 2016.

The Fresenius Group applied the following standards, as far as they are relevant for Fresenius Group's business, for the fi rst time:

In November 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2015-17 (ASU 2015-17), FASB Accounting Standards Codifi cation (ASC) Topic 740, Income Taxes – Balance Sheet Classifi cation of Deferred Taxes, which focuses on reducing the complexity of classifying deferred taxes on the balance sheet. ASU 2015-17 elim inates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classifi ed balance sheet and requires the classifi cation of all deferred tax assets and liabilities as non-current. The update is effective for fi scal years and interim periods within those years beginning after December 15, 2016. Earlier adoption is permitted. The Fresenius Group has elected to early adopt this ASU as of March 31, 2016. In accordance with ASU 2015-17, deferred taxes recorded as of December 31, 2015 within current assets and liabilities have been reclassifi ed to non-current assets and liabilities in the amount of € 438 million and € 61 million, respectively. As a result of deferred tax netting, non-current assets and liabilities were then adjusted in the amount of € 211 million.

In February 2015, the FASB issued Accounting Standards Update 2015-02 (ASU 2015-02), FASB ASC Topic 810, Consolidation – Amendments to the Consolidation Analysis, which focuses on clarifying guidance related to the evaluation of various types of legal entities such as limited partnerships, limited liability corporations and certain security transactions for consolidation. The update is effective for fi scal years and interim periods within those years beginning after December 15, 2015. The Fresenius Group adopted ASU 2015-02 as of March 31, 2016 and will prospectively adjust its disclosures in the consolidated fi nancial statements as of December 31, 2016 to align with the update.

V. RECENT PRONOUNCEMENTS, NOT YET APPLIED The FASB issued the following relevant new standards for the Fresenius Group:

In June 2016, the FASB issued Accounting Standards Update 2016-13 (ASU 2016-13), FASB ASC Topic 326, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale fi nancial assets. The updates are effective for fi scal years and interim periods within those years beginning after December 15, 2020. Early adoption is permitted as of the fi scal years beginning after December 15, 2018, including interim periods within those fi scal years. The Fresenius Group is currently evaluating the impact of ASU 2016-13 on its consolidated fi nancial statements.

In March 2016, the FASB issued Accounting Standards Update 2016-09 (ASU 2016-09), FASB ASC Topic 718, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 provides for simplifi cation and clarity of guidance with regard to share-based income tax consequences, classifi cation of awards as equity or liabilities as well as cash fl ow impacts. The updates are effective for fi scal years and interim periods within those years beginning after December 15, 2016. Early adoption is permitted. The Fresenius Group is currently evaluating the impact of ASU 2016-09 on its consolidated fi nancial statements.

In February 2016, the FASB issued Accounting Standards Update 2016-02 (ASU 2016-02), FASB ASC Subtopic 842, Leases. ASU 2016-02 is expected to increase transparency and comparability by recognizing lease assets and lease liabilities from lessees on the balance sheet and disclosing key information about leasing arrangements in the fi nancial statements. The lessor accounting is largely unchanged. The updates are effective for fi scal years and interim periods within those years beginning after December 15, 2018. Early applications of the amendments in these updates are permitted. The Fresenius Group is currently evaluating the impact of ASU 2016-02 on its consolidated fi nancial statements.

In January 2016, the FASB issued Accounting Standards Update 2016-01 (ASU 2016-01), FASB ASC Subtopic 825-10, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 focuses on improving the recognition and measurement of fi nancial instruments to provide users of fi nancial statements with more decision-useful information. ASU 2016-01 affects the accounting treatment and disclosures related to fi nancial instruments and equity instruments. The update is effective for fi scal years and interim periods within those years beginning after December 15, 2017. Earlier adoption is gen erally not permitted. The Fresenius Group is currently evaluating the impact of ASU 2016-01 on its consolidated fi nancial statements.

In May 2014, the FASB issued Accounting Standards Update 2014-09 (ASU 2014-09), FASB ASC Topic 606, Revenue from Contracts with Customers. Simultaneously, the Inter national Accounting Standards Board (IASB) published its equivalent revenue standard, IFRS 15, Revenue from Contracts with Customers. The standards are the result of a convergence project between the FASB and the IASB. This update specifi es how and when companies reporting under U.S. GAAP will recognize revenue as well as providing users of fi nancial statements with more informative and relevant disclosures. ASU 2014-09 supersedes some guidance included in Topic 605, Revenue Recognition, some guidance within the scope of Topic 360, Property, Plant, and Equipment, and some guidance within the scope of Topic 350, Intan gibles – Goodwill and Other. This ASU applies to nearly all contracts with customers, unless those contracts are within the scope of other standards (for example, lease contracts or insurance contracts). With the issuance of Accounting Standards Update 2015-14 (ASU 2015-14), FASB ASC Topic 606, Revenue from Contracts with Customers: Deferral of the Effective Date, in August 2015, the effective date of ASU 2014-09 for public business entities, among others, was deferred from fi scal years and interim periods within those years beginning after December 15, 2016 to fi scal years and interim periods within those years beginning after December 15, 2017. Earlier adoption is permitted. The Fresenius Group is currently evaluating the impact of ASU 2014-09, in conjunction with all amendments, on its consolidated fi nancial statements.

2. ACQUISITIONS AND INVESTMENTS

The Fresenius Group made acquisitions, investments and purchases of intangible assets of € 505 million and € 194 million in the fi rst half of 2016 and 2015, respectively. Of this amount, € 397 million was paid in cash and € 108 million was assumed obligations in the fi rst half of 2016.

FRESENIUS MEDICAL CARE

In the fi rst half of 2016, Fresenius Medical Care spent € 365 million on acquisitions, mainly on acquisitions of dialysis clinics as well as in care coordination.

FRESENIUS KABI

In the fi rst half of 2016, Fresenius Kabi spent € 111 million on acquisitions including the acquisition of a U.S. pharmaceutical manufacturing plant and a line of seven drugs.

FRESENIUS HELIOS

In the fi rst half of 2016, Fresenius Helios spent € 28 million on acquisitions for the purchase of 100% of the shares in Klinikum Niederberg gGmbH, Germany and for the purchase of outpatient clinics.

NOTES ON THE CONSOLIDATED STATEMENT OF INCOME

3. SALES

Sales by activity were as follows:

€ in millions H1 / 2016 H1 / 2015
Sales of services 9,660 9,074
less patient service bad debt provision - 212 - 193
Sales of products and related goods 4,360 4,338
Sales from long-term
production contracts
196 204
Other sales 2 6
Sales 14,006 13,429

4. TAXES

During the fi rst half of 2016, there were no material changes relating to tax audits, accruals for income taxes, unrecognized tax benefi ts as well as recognized and accrued payments for interest and penalties. Explanations regarding the tax audits and further information can be found in the consolidated fi nancial statements in the 2015 Annual Report.

5. EARNINGS PER SHARE

The following table shows the earnings per share including and excluding the dilutive effect from stock options issued:

H1 / 2016 H1 / 2015
Numerators, € in millions
Net income attributable to
shareholders of
Fresenius SE & Co. KGaA 755 642
less effect from dilution due to
Fresenius Medical Care shares
Income available to
all ordinary shares 755 642
Denominators in number of shares
Weighted-average number of
ordinary shares outstanding 545,945,575 542,708,040
Potentially dilutive
ordinary shares 4,102,887 4,491,252
Weighted-average number
of ordinary shares outstanding
assuming dilution 550,048,462 547,199,292
Basic earnings per share in € 1.38 1.18
Fully diluted earnings per share in € 1.37 1.17

NOTES ON THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

6. CASH AND CASH EQUIVALENTS

As of June 30, 2016 and December 31, 2015, cash and cash equivalents were as follows:

€ in millions June 30, 2016 Dec. 31, 2015
Cash 1,076 992
Time deposits and securities
(with a maturity of up to 90 days)
22 52
Total cash and cash equivalents 1,098 1,044

As of June 30, 2016 and December 31, 2015, earmarked funds of € 70 million and € 57 million, respectively, were included in cash and cash equivalents.

7. TRADE ACCOUNTS RECEIVABLE

As of June 30, 2016 and December 31, 2015, trade accounts receivable were as follows:

€ in millions June 30, 2016 Dec. 31, 2015
Trade accounts receivable 5,556 5,246
less allowance for doubtful accounts 736 650
Trade accounts receivable, net 4,820 4,596

8. INVENTORIES

As of June 30, 2016 and December 31, 2015, inventories consisted of the following:

€ in millions June 30, 2016 Dec. 31, 2015
Raw materials and
purchased components
647 602
Work in process 544 526
Finished goods 1,925 1,839
less reserves 130 107
Inventories, net 2,986 2,860

9. OTHER CURRENT AND NON-CURRENT ASSETS

As of June 30, 2016, investments were comprised of investments of € 611 million (December 31, 2015: € 592 million), mainly regarding the joint venture between Fresenius Medical Care and Galenica Ltd., that were accounted for under the

equity method. In the fi rst half of 2016, income of € 29 million (H1 / 2015: € 12 million) resulting from this valuation was included in selling, general and administrative expenses in the consolidated statement of income. Securities and longterm loans included € 268 million fi nancial assets available for sale as of June 30, 2016 (December 31, 2015: € 257 million) mainly relating to shares in funds.

10. GOODWILL AND OTHER INTANGIBLE ASSETS

As of June 30, 2016 and December 31, 2015, intangible assets, split into amortizable and non-amortizable intangible assets, consisted of the following:

AMORTIZABLE INTANGIBLE ASSETS

June 30, 2016 December 31, 2015
€ in millions Acquisition
cost
Accumulated
amortization
Carrying
amount
Acquisition
cost
Accumulated
amortization
Carrying
amount
Patents, product and distribution rights 714 362 352 713 356 357
Technology 376 122 254 383 111 272
Customer relationships 333 76 257 324 61 263
Software 437 271 166 406 248 158
Non-compete agreements 326 254 72 322 251 71
Other 428 261 167 414 252 162
Total 2,614 1,346 1,268 2,562 1,279 1,283

Estimated regular amortization expenses of intangible assets for the next fi ve years are shown in the following table:

€ in millions Q3 – 4 / 2016 2017 2018 2019 2020 Q1 – 2 / 2021
Estimated amortization expenses 93 180 174 169 161 79

NON-AMORTIZABLE INTANGIBLE ASSETS

June 30, 2016 December 31, 2015
€ in millions Acquisition
cost
Accumulated
amortization
Carrying
amount
Acquisition
cost
Accumulated
amortization
Carrying
amount
Tradenames 218 0 218 221 0 221
Management contracts 4 0 4 6 0 6
Goodwill 21,639 0 21,639 21,523 0 21,523
Total 21,861 0 21,861 21,750 0 21,750

The carrying amount of goodwill has developed as follows:

€ in millions Fresenius
Medical Care
Fresenius
Kabi
Fresenius
Helios
Fresenius
Vamed
Corporate /
Other
Fresenius
Group
Carrying amount as of January 1, 2015 10,775 4,601 4,387 99 6 19,868
Additions 105 27 57 0 189
Disposals 0 - 1 0 0 0 - 1
Reclassifi cations 0 2 0 0 0 2
Foreign currency translation 1,091 374 0 0 0 1,465
Carrying amount as of December 31, 2015 11,971 5,003 4,444 99 6 21,523
Additions 292 7 49 0 0 348
Reclassifi cations 3 0 0 0 0 3
Foreign currency translation - 173 - 62 0 0 0 - 235
Carrying amount as of June 30, 2016 12,093 4,948 4,493 99 6 21,639

As of June 30, 2016 and December 31, 2015, the carrying amounts of the other non-amortizable intangible assets were € 193 million and € 198 million, respectively, for Fresenius Medical Care as well as € 29 million for Fresenius Kabi.

11. DEBT AND CAPITAL LEASE OBLIGATIONS

SHORT-TERM DEBT

As of June 30, 2016 and December 31, 2015, short-term debt consisted of the following:

Book value
€ in millions June 30, 2016 December 31, 2015
Fresenius SE & Co. KGaA Commercial Paper 190 0
Fresenius Medical Care AG & Co. KGaA Commercial Paper 550 0
Other short-term debt 260 202
Short-term debt 1,000 202

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS

As of June 30, 2016 and December 31, 2015, long-term debt and capital lease obligations net of debt issuance costs consisted of the following:

Book value
€ in millions June 30, 2016 December 31, 2015
Fresenius Medical Care 2012 Credit Agreement 2,235 2,399
2013 Senior Credit Agreement 1,641 2,203
Schuldschein Loans 1,166 914
Accounts Receivable Facility of Fresenius Medical Care 0 46
Capital lease obligations 155 151
Other 378 396
Subtotal 5,575 6,109
less current portion 491 607
Long-term debt and capital lease obligations, less current portion 5,084 5,502

Fresenius Medical Care 2012 Credit Agreement Fresenius Medical Care AG & Co. KGaA (FMC-AG & Co. KGaA) originally entered into a syndicated credit facility ( Fresenius Medical Care 2012 Credit Agreement) of US\$ 3,850 million and a 5-year period with a large group of banks and institutional investors on October 30, 2012.

On November 26, 2014, the Fresenius Medical Care 2012 Credit Agreement was amended to increase the total credit facility to approximately US\$ 4,400 million and extend the term for an additional two years until October 30, 2019.

The following tables show the available and outstanding amounts under the Fresenius Medical Care 2012 Credit Agreement after scheduled amortization payments at June 30, 2016 and at December 31, 2015:

June 30, 2016
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit (in US\$) US\$ 1,000 million 900 US\$0 million 0
Revolving Credit (in €) € 400 million 400 € 0 million 0
US\$ Term Loan US\$ 2,200 million 1,982 US\$2,200 million 1,982
€ Term Loan € 264 million 264 € 264 million 264
Total 3,546 2,246
less fi nancing cost 11
Total 2,235

December 31, 2015

Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit (in US\$) US\$ 1,000 million 918 US\$25 million 23
Revolving Credit (in €) € 400 million 400 € 0 million 0
US\$ Term Loan US\$ 2,300 million 2,113 US\$2,300 million 2,113
€ Term Loan € 276 million 276 € 276 million 276
Total 3,707 2,412
less fi nancing cost 13
Total 2,399

At June 30, 2016 and December 31, 2015, Fresenius Medical Care had letters of credit outstanding in the amount of US\$ 4 million under the U.S. dollar revolving credit facility, which were not included above as part of the balance outstanding at those dates but which reduce available borrowings under the applicable revolving credit facility.

As of June 30, 2016, FMC-AG & Co. KGaA and its subsidiaries were in compliance with all covenants under the Fresenius Medical Care 2012 Credit Agreement.

2013 Senior Credit Agreement

On December 20, 2012, Fresenius SE & Co. KGaA and various subsidiaries entered into a delayed draw syndicated credit agreement (2013 Senior Credit Agreement) in the original amount of US\$ 1,300 million and € 1,250 million. Since the initial funding of the 2013 Senior Credit Agreement in June 2013, additional tranches were added. Furthermore, scheduled amortization payments as well as voluntary repayments have been made. On February 29, 2016, a Term Loan B of US\$ 489 million was voluntarily prepaid.

The following tables show the available and outstanding amounts under the 2013 Senior Credit Agreement at June 30, 2016 and at December 31, 2015:

June 30, 2016
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facilities (in €) € 900 million 900 € 0 million 0
Revolving Credit Facilities (in US\$) US\$ 300 million 270 US\$ 0 million 0
Term Loan A (in €) € 995 million 995 € 995 million 995
Term Loan A (in US\$) US\$ 735 million 662 US\$ 735 million 662
Total 2,827 1,657
less fi nancing cost 16
Total 1,641
December 31, 2015
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facilities (in €) € 900 million 900 € 0 million 0
Revolving Credit Facilities (in US\$) US\$ 300 million 276 US\$ 0 million 0
Term Loan A (in €) € 1,057 million 1,057 € 1,057 million 1,057
Term Loan A (in US\$) US\$ 781 million 717 US\$ 781 million 717
Term Loan B (in US\$) US\$ 489 million 449 US\$ 489 million 449
Total 3,399 2,223
less fi nancing cost 20
Total 2,203

As of June 30, 2016, the Fresenius Group was in compliance with all covenants under the 2013 Senior Credit Agreement.

Schuldschein Loans

As of June 30, 2016 and December 31, 2015, Schuldschein Loans of the Fresenius Group net of debt issuance costs consisted of the following:

Book value
€ in millions
Notional amount Maturity Interest rate June 30, 2016 Dec. 31, 2015
Fresenius SE & Co. KGaA 2012 / 2016 € 108 million April 4, 2016 3.36% 0 108
Fresenius SE & Co. KGaA 2013 / 2017 € 51 million Aug. 22, 2017 2.65% 51 51
Fresenius SE & Co. KGaA 2013 / 2017 € 74 million Aug. 22, 2017 variable 74 74
Fresenius SE & Co. KGaA 2014 / 2018 € 97 million April 2, 2018 2.09% 97 96
Fresenius SE & Co. KGaA 2014 / 2018 € 76 million April 2, 2018 variable 76 76
Fresenius SE & Co. KGaA 2014 / 2018 € 65 million April 2, 2018 variable 65 65
Fresenius SE & Co. KGaA 2012 / 2018 € 72 million April 4, 2018 4.09% 72 72
Fresenius SE & Co. KGaA 2015 / 2018 € 36 million October 8, 2018 1.07% 36 36
Fresenius SE & Co. KGaA 2015 / 2018 € 55 million October 8, 2018 variable 55 55
Fresenius SE & Co. KGaA 2014 / 2020 € 106 million April 2, 2020 2.67% 105 105
Fresenius SE & Co. KGaA 2014 / 2020 € 55 million April 2, 2020 variable 55 55
Fresenius SE & Co. KGaA 2014 / 2020 € 101 million April 2, 2020 variable 100 100
Fresenius SE & Co. KGaA 2015 / 2022 € 21 million April 7, 2022 variable 21 21
Fresenius US Finance II, Inc. 2016 / 2021 US\$ 309 million March 10, 2021 variable 277 0
Fresenius US Finance II, Inc. 2016 / 2021 US\$ 33 million March 10, 2021 2.66% 29 0
Fresenius US Finance II, Inc. 2016 / 2023 US\$ 15 million March 10, 2023 variable 14 0
Fresenius US Finance II, Inc. 2016 / 2023 US\$ 43 million March 10, 2023 3.12% 39 0
Schuldschein Loans 1,166 914

The Schuldschein Loans issued by Fresenius SE & Co. KGaA in the amount of € 108 million, which were due on April 4, 2016, were repaid as scheduled.

On March 10, 2016, Fresenius US Finance II, Inc. issued Schuldschein Loans in a total amount of US\$ 400 million which consist of fi xed and fl oating rate tranches and terms of fi ve and seven years. These Schuldschein Loans are guaranteed by Fresenius SE & Co. KGaA, Fresenius Kabi AG and Fresenius ProServe GmbH.

As of June 30, 2016, the Fresenius Group was in compliance with all of its covenants under the Schuldschein Loans.

CREDIT LINES

In addition to the fi nancial liabilities described before, the Fresenius Group maintains additional credit facilities which have not been utilized, or have only been utilized in part, as of the reporting date. At June 30, 2016, the additional fi nancial cushion resulting from unutilized credit facilities was approximately € 3.3 billion. Thereof € 2.4 billion accounted for syndicated credit facilities.

12. SENIOR NOTES

As of June 30, 2016 and December 31, 2015, Senior Notes of the Fresenius Group net of debt issuance costs consisted of the following:

Book value
€ in millions
Notional amount Maturity Interest rate June 30, 2016 Dec. 31, 2015
Fresenius Finance B.V. 2014 / 2019 € 300 million Feb. 1, 2019 2.375% 298 297
Fresenius Finance B.V. 2012 / 2019 € 500 million Apr. 15, 2019 4.25% 497 497
Fresenius Finance B.V. 2013 / 2020 € 500 million July 15, 2020 2.875% 497 496
Fresenius Finance B.V. 2014 / 2021 € 450 million Feb. 1, 2021 3.00% 444 443
Fresenius Finance B.V. 2014 / 2024 € 450 million Feb. 1, 2024 4.00% 449 450
Fresenius US Finance II, Inc. 2014 / 2021 US\$ 300 million Feb. 1, 2021 4.25% 268 275
Fresenius US Finance II, Inc. 2015 / 2023 US\$ 300 million Jan. 15, 2023 4.50% 267 273
FMC Finance VI S.A. 2010 / 2016 € 250 million July 15, 2016 5.50% 250 249
FMC Finance VII S.A. 2011 / 2021 € 300 million Feb. 15, 2021 5.25% 295 295
FMC Finance VIII S.A. 2011 / 2016 € 100 million Oct. 15, 2016 variable 100 100
FMC Finance VIII S.A. 2011 / 2018 € 400 million Sept. 15, 2018 6.50% 396 396
FMC Finance VIII S.A. 2012 / 2019 € 250 million July 31, 2019 5.25% 244 244
Fresenius Medical Care US Finance, Inc. 2007 / 2017 US\$ 500 million July 15, 2017 6.875% 449 457
Fresenius Medical Care US Finance, Inc. 2011 / 2021 US\$ 650 million Feb. 15, 2021 5.75% 579 590
Fresenius Medical Care US Finance II, Inc. 2011 / 2018 US\$ 400 million Sept. 15, 2018 6.50% 357 363
Fresenius Medical Care US Finance II, Inc. 2012 / 2019 US\$ 800 million July 31, 2019 5.625% 718 732
Fresenius Medical Care US Finance II, Inc. 2014 / 2020 US\$ 500 million Oct. 15, 2020 4.125% 447 456
Fresenius Medical Care US Finance II, Inc. 2012 / 2022 US\$ 700 million Jan. 31, 2022 5.875% 627 639
Fresenius Medical Care US Finance II, Inc. 2014 / 2024 US\$ 400 million Oct. 15, 2024 4.75% 357 364
Senior Notes 7,539 7,616

All Senior Notes included in the table are unsecured.

The Senior Notes issued by FMC Finance VI S.A. which were due on July 15, 2016 and the Senior Notes issued by FMC Finance VIII S.A. which are due on October 15, 2016 have

been reclassifi ed as short-term debt and are shown as current portion of Senior Notes in the consolidated statement of fi nancial position.

As of June 30, 2016, the Fresenius Group was in compliance with all of its covenants under the Senior Notes.

13. CONVERTIBLE BONDS

As of June 30, 2016 and December 31, 2015, the convertible bonds of the Fresenius Group net of debt issuance costs consisted of the following:

Book value
€ in millions
Notional amount Maturity Coupon Current
conversion price
June 30, 2016 Dec. 31, 2015
Fresenius SE & Co. KGaA 2014 / 2019 € 500 million Sept. 24, 2019 0.000% € 49.5184 469 464
Fresenius Medical Care AG & Co. KGaA 2014 / 2020 € 400 million Jan. 31, 2020 1.125% € 73.6054 377 374
Convertible bonds 846 838

The fair value of the derivative embedded in the convertible bonds of Fresenius SE & Co. KGaA was € 207 million at June 30, 2016. The derivative embedded in the convertible bonds of Fresenius Medical Care AG & Co. KGaA (FMC-AG & Co. KGaA) was recognized with a fair value of € 97 million at June 30, 2016. Fresenius SE & Co. KGaA and FMC-AG & Co. KGaA have purchased stock options (call options) to secure against future fair value fl uctuations of these derivatives. The call options also had an aggregate fair value of € 207 million and € 97 million, respectively, at June 30, 2016.

The conversions will be cash-settled. Any increase of Fresenius' share price and of Fresenius Medical Care's share price above the conversion price would be offset by a corresponding value increase of the call options.

The derivatives embedded in the convertible bonds and the call options are recognized in other non-current liabilities / assets in the consolidated statement of fi nancial position.

14. PENSIONS AND SIMILAR OBLIGATIONS

DEFINED BENEFIT PENSION PLANS

At June 30, 2016, the pension liability of the Fresenius Group was € 1,121 million. The current portion of the pension liability of € 19 million is recognized in the consolidated statement of fi nancial position within short-term accrued expenses and other short-term liabilities. The non-current portion of € 1,102 million is recorded as pension liability.

Contributions to Fresenius Group's pension fund were € 9 million in the fi rst half of 2016. The Fresenius Group expects approximately € 23 million contributions to the pension fund during 2016.

Defi ned benefi t pension plans' net periodic benefi t costs of € 59 million (H1 / 2015: € 56 million) were comprised of the following components:

€ in millions H1 / 2016 H1 / 2015
Service cost 28 23
Interest cost 22 22
Expected return on plan assets - 11 - 10
Amortization of unrealized
actuarial losses, net
19 21
Amortization of prior service costs 1
Amortization of transition obligations
Net periodic benefi t cost 59 56

15. NONCONTROLLING INTEREST

NONCONTROLLING INTEREST SUBJECT TO PUT PROVISIONS

Noncontrolling interest subject to put provisions changed as follows:

€ in millions H1 / 2016
Noncontrolling interest subject to
put provisions as of January 1, 2016
947
Noncontrolling interest subject to
put provisions in profi t
80
Purchase of noncontrolling interest
subject to put provisions
52
Dividend payments - 74
Currency effects and other changes 100
Noncontrolling interest subject to
put provisions as of June 30, 2016
1,105

99.2% of noncontrolling interest subject to put provisions applied to Fresenius Medical Care at June 30, 2016.

As of June 30, 2016 and December 31, 2015, put options with an aggregate purchase obligation of € 252 million and € 237 million, respectively, were exercisable. No put options were exercised in the fi rst half of 2016 and (H1 / 2015: one put option in the amount of € 0.4 million).

NONCONTROLLING INTEREST NOT SUBJECT TO PUT PROVISIONS

As of June 30, 2016 and December 31, 2015, noncontrolling interest not subject to put provisions in the Fresenius Group was as follows:

€ in millions June 30, 2016 Dec. 31, 2015
Noncontrolling interest
not subject to put provisions in
Fresenius Medical Care AG & Co. KGaA
6,338 6,274
Noncontrolling interest
not subject to put provisions
in VAMED AG
50 49
Noncontrolling interest
not subject to put provisions
in the business segments
Fresenius Medical Care 585 559
Fresenius Kabi 107 120
Fresenius Helios 60 59
Fresenius Vamed 7 7
Total noncontrolling interest
not subject to put provisions
7,147 7,068

Noncontrolling interest not subject to put provisions changed as follows:

€ in millions H1 / 2016
Noncontrolling interest not subject to
put provisions as of January 1, 2016
7,068
Noncontrolling interest not subject to
put provisions in profi t
393
Stock options 18
Purchase of noncontrolling interest not
subject to put provisions
32
Dividend payments - 218
Currency effects and other changes - 146
Noncontrolling interest not subject to
put provisions as of June 30, 2016
7,147
  1. FRESENIUS SE & CO. KGAA SHAREHOLDERS' EQUITY

SUBSCRIBED CAPITAL

As of January 1, 2016, the subscribed capital of Fresenius SE & Co. KGaA consisted of 545,727,950 bearer ordinary shares.

During the fi rst half of 2016, 550,630 stock options were exercised. Consequently, as of June 30, 2016, the subscribed capital of Fresenius SE & Co. KGaA consisted of 546,278,580 bearer ordinary shares. The shares are issued as non-par value shares. The proportionate amount of the subscribed capital is € 1.00 per share.

CONDITIONAL CAPITAL

The following Conditional Capitals exist in order to fulfi ll the subscription rights under the stock option plans of Fresenius SE & Co. KGaA: Conditional Capital I (Stock Option Plan 2003), Conditional Capital II (Stock Option Plan 2008)

and Conditional Capital IV (Stock Option Plan 2013) (see note 24, Stock options). Another Conditional Capital III exists for the authorization to issue option bearer bonds and / or convertible bonds.

The following table shows the development of the Conditional Capital:

in € Ordinary shares
Conditional Capital I Fresenius AG Stock Option Plan 2003 5,261,987
Conditional Capital II Fresenius SE Stock Option Plan 2008 7,216,907
Conditional Capital III option bearer bonds and / or convertible bonds 48,971,202
Conditional Capital IV Fresenius SE & Co. KGaA Stock Option Plan 2013 25,200,000
Total Conditional Capital as of January 1, 2016 86,650,096
Fresenius AG Stock Option Plan 2003 – options exercised - 147,286
Fresenius SE Stock Option Plan 2008 – options exercised - 403,344
Total Conditional Capital as of June 30, 2016 86,099,466

As of June 30, 2016, the Conditional Capital was composed as follows:

in € Ordinary shares
Conditional Capital I Fresenius AG Stock Option Plan 2003 5,114,701
Conditional Capital II Fresenius SE Stock Option Plan 2008 6,813,563
Conditional Capital III option bearer bonds and / or convertible bonds
Conditional Capital IV Fresenius SE & Co. KGaA Stock Option Plan 2013 25,200,000
Total Conditional Capital as of June 30, 2016 86,099,466

DIVIDENDS

Under the German Stock Corporation Act (AktG), the amount of dividends available for distribution to shareholders is based upon the unconsolidated retained earnings of Fresenius SE & Co. KGaA as reported in its statement of fi nancial position determined in accordance with the German Commercial Code (HGB).

In May 2016, a dividend of € 0.55 per bearer ordinary share was approved by Fresenius SE & Co KGaA's shareholders at the Annual General Meeting and paid. The total dividend payment was € 300 million.

17. OTHER COMPREHENSIVE INCOME (LOSS)

Other comprehensive income (loss) is comprised of all amounts recognized directly in equity (net of tax) resulting from the currency translation of foreign subsidiaries' fi nancial statements and the effects of measuring fi nancial instruments at their fair value as well as the change in benefi t obligation.

Changes in accumulated other comprehensive income (loss) net of tax by component were as follows:

€ in millions Cash fl ow
hedges
Change of
fair value of
available for
sale fi nancial
assets
Foreign
currency
translation
Actuarial
gains / losses
on defi ned
benefi t
pension
plans
Total,
before non
controlling
interest
Non
controlling
interest
Total,
after non
controlling
interest
Balance as of December 31, 2014 - 109 1 294 - 305 - 119 189 70
Other comprehensive income (loss) before reclassifi cations 6 369 - 12 363 475 838
Amounts reclassifi ed from accumulated
other comprehensive income (loss) 6 0 7 13 19 32
Other comprehensive income (loss), net 12 369 - 5 376 494 870
Balance as of June 30, 2015 - 97 1 663 - 310 257 683 940
Balance as of December 31, 2015 - 84 1 619 - 256 280 741 1,021
Other comprehensive income (loss) before reclassifi cations - 10 - 76 4 - 82 - 93 - 175
Amounts reclassifi ed from accumulated
other comprehensive income (loss) 8 0 7 15 11 26
Other comprehensive income (loss), net - 2 - 76 11 - 67 - 82 - 149
Balance as of June 30, 2016 - 86 1 543 - 245 213 659 872

Reclassifi cations out of accumulated other comprehensive income (loss) into net income were as follows:

Amount of gain or loss reclassifi ed
from accumulated other
comprehensive income (loss) 1
€ in millions H1 / 2016 H1 / 2015 Affected line item in the
consolidated statement of income
Details about accumulated other comprehensive income (loss) components
Cash fl ow hedges
Interest rate contracts 16 19 Interest income / expense
Foreign exchange contracts - 1 12 Cost of sales
Foreign exchange contracts 1 - 6 Selling, general and
administrative expenses
Other comprehensive income (loss) 16 25
Tax expense or benefi t - 3 - 7
Other comprehensive income (loss), net 13 18
Amortization of defi ned benefi t pension items
Prior service costs 1 2
Transition obligations 2
Actuarial gains / losses on defined benefit pension plans 19 21 2
Other comprehensive income (loss) 20 21
Tax expense or benefi t - 7 - 7
Other comprehensive income (loss), net 13 14
Total reclassifi cations for the period 26 32

1 Gains are shown with a negative sign, losses with a positive sign.

2 Net periodic benefi t cost is allocated as personnel expense within cost of sales or selling,

general and administrative expenses as well as research and development expenses.

OTHER NOTES

18. LEGAL AND REGULATORY MATTERS

The Fresenius Group is routinely involved in numerous claims, lawsuits, regulatory and tax audits, investigations and other legal matters arising, for the most part, in the ordinary course of its business of providing healthcare services and products. Legal matters that the Fresenius Group currently deems to be material or noteworthy are described below. For the matters described below in which the Fresenius Group believes a loss is both reasonably possible and estimable, an estimate of the loss or range of loss exposure is provided. For the other matters described below, the Fresenius Group believes that the loss probability is remote and / or the loss or range of possible losses cannot be reasonably estimated at this time. The outcome of litigation and other legal matters is always diffi cult to predict accurately and outcomes that are not consistent with Fresenius Group's view of the merits can occur. The Fresenius Group believes that it has valid defenses to the legal matters pending against it and is defending itself vigorously. Nevertheless, it is possible that the resolution of one or more of the legal matters currently pending or threatened could have a material adverse effect on its business, results of operations and fi nancial condition.

Further information regarding legal disputes, court proceedings and investigations can be found in detail in the consolidated fi nancial statements in the 2015 Annual Report. In the following, only the changes during the fi rst half ended June 30, 2016 compared to the information provided in the consolidated fi nancial statements are described. These changes should be read in conjunction with the overall information in the consolidated fi nancial statements in the 2015 Annual Report; defi ned terms or abbreviations having the same meaning as in the 2015 Annual Report.

SUBPOENAS "MASSACHUSETTS AND LOUISIANA"

On March 29, 2016, the Court dismissed the relator's companion claims for retaliatory termination of employment, fi nding that the retaliation claims were barred under principles of res judicata by a January 2015 jury verdict in the United States District Court for the Central District of California. The California verdict remains on appeal in the Ninth Circuit Court of Appeals.

PRODUCT LIABILITY LITIGATION

As subsequently amended with the courts' approval as to the applicable timetable, plaintiffs must accept or reject the settlement by September 15, 2016; FMCH has until October 1, 2016 to exercise any rights to void the settlement; and payment of the settlement amount must be made in October 2016 if the settlement is confi rmed.

Subsequent to the agreement in principle, FMCH's insurers in the AIG group initiated an action for declaratory judgment in New York state court advancing various arguments for reducing the amount of their coverage obligations. FMCH fi led an action in Massachusetts state court seeking to compel the AIG group carriers to honor their obligations under applicable policies, including reimbursement to FMCH of litigation defense costs incurred before the agreement in principle was reached. The affected carriers have confi rmed that the coverage litigation does not impact their commitment to fund US\$ 220 million of the settlement with plaintiffs in October.

Three institutional plaintiffs have fi led complaints against FMCH or its affi liates under state deceptive practices statutes resting on certain background allegations common to the Granufl o ® / Naturalyte ® personal injury litigation, but seeking as remedy the repayment of sums paid to FMCH attributable to the Granufl o ® / Naturalyte ® products. These cases implicate different legal standards, theories of liability and forms

of potential recovery from those in the personal injury litigation and their claims will not be extinguished by the personal injury litigation settlement described above. The three plaintiffs are the Attorneys General for the States of Louisiana and Mississippi and Blue Cross Blue Shield of Louisiana. See, State of Mississippi ex rel. Hood, v. Fresenius Medical Care Holdings, Inc., No. 14-cv-152 (Chancery Court, DeSoto County); State of Louisiana ex re. Caldwell and Louisiana Health Service & Indemnity Company v. Fresenius Medical Care Airline, 2016 Civ. 11035 (U.S.D.C. D. Mass.).

SUBPOENA "AMERICAN ACCESS CARE, LLC"

The United States Attorney for the Eastern District of Virginia pursued a grand jury investigation against an individual surgeon employed by Fresenius Medical Care. As of July 15, 2016, the United States Attorney advised that the grand jury investigation was being closed without charges being asserted.

SUBPOENA "TEXAS (DALLAS)"

On June 30, 2016, FMCH received a subpoena from the United States Attorney for the Northern District of Texas (Dallas) seeking information about the use and management of the pharmaceutical Velphoro ®, and FMCH's interactions with DaVita Healthcare Partners, Inc. FMCH understands that the subpoena relates to the investigation previously disclosed by DaVita, and is cooperating in the investigation.

SUBPOENA "NEVADA"

Through a further ancilliary subpoena of June 2016, the DOJ has requested further information from Fresenius Kabi USA without changing the focus of the investigation.

The Fresenius Group regularly analyzes current information including, as applicable, the Fresenius Group's defenses and insurance coverage and, as necessary, provides accruals for probable liabilities for the eventual disposition of these matters.

The Fresenius Group, like other healthcare providers, conducts its operations under intense government regulation and scrutiny. It must comply with regulations which relate to or govern the safety and effi cacy of medical products and supplies, the marketing and distribution of such products, the operation of manufacturing facilities, laboratories and dialysis clinics, and environmental and occupational health and safety. With respect to its development, manufacture, marketing and distribution of medical products, if such compliance is not maintained, the Fresenius Group could be subject to signifi cant adverse regulatory actions by the U.S. Food and Drug Administration (FDA) and comparable regulatory authorities outside the United States. These regulatory actions could include warning letters or other enforcement notices from the FDA, and / or comparable foreign regulatory authority, which may require the Fresenius Group to expend signifi cant time and resources in order to implement appropriate corrective actions. If the Fresenius Group does not address matters raised in warning letters or other enforcement notices to the satisfaction of the FDA and / or comparable regulatory authorities outside the United States, these regulatory authorities could take additional actions, including product recalls, injunctions against the distribution of products or operation of manufacturing plants, civil penalties, seizures of Fresenius Group's products and / or criminal prosecution. FMCH is currently engaged in remediation efforts with respect to three pending FDA warning letters, Fresenius Kabi with respect to two pending FDA warning letters. The Fresenius Group must also comply with the laws of the United States, including the federal Anti-Kickback Statute, the federal False Claims Act, the federal Stark Law and the federal

Foreign Corrupt Practices Act as well as other federal and state fraud and abuse laws. Applicable laws or regulations may be amended, or enforcement agencies or courts may make interpretations that differ from Fresenius Group's interpretations or the manner in which it conducts its business. Enforcement has become a high priority for the federal government and some states. In addition, the provisions of the False Claims Act authorizing payment of a portion of any recovery to the party bringing the suit encourage private plaintiffs to commence whistleblower actions. By virtue of this regulatory environment, Fresenius Group's business activities and practices are subject to extensive review by

regulatory authorities and private parties, and continuing audits, subpoenas, other inquiries, claims and litigation relating to Fresenius Group's compliance with appli cable laws and regulations. The Fresenius Group may not always be aware that an inquiry or action has begun, particularly in the case of whistleblower actions, which are initially fi led under court seal.

Other than those individual contingent liablilities mentioned in the consolidated fi nancial statements in the 2015 Annual Report, the current estimated amount of Fresenius Group's other known individual contingent liabilities is immaterial.

19. FINANCIAL INSTRUMENTS

VALUATION OF FINANCIAL INSTRUMENTS

The following table presents the carrying amounts and fair values as well as the fair value hierarchy levels of Fresenius Group's fi nancial instruments as of June 30, 2016 and December 31, 2015, classifi ed into classes:

December 31, 2015
Fair value
hierarchy level
Carrying
amount
Fair value Carrying
amount
Fair value
1 1,098 1,098 1,044 1,044
2 4,841 4,841 4,674 4,674
1 268 268 257 257
2 16,076 17,126 16,069 17,171
2 320 320 353 353
3 1,105 1,105 947 947
2 294 294 358 358
June 30, 2016

Explanations regarding the signifi cant methods and assumptions used to estimate the fair values of fi nancial instruments and classifi cation of fair value measurements according to the three-tier fair value hierarchy as well as explanations with regard to existing and expected risks from fi nancial instruments and hedging can be found in the consolidated fi nancial statements in the 2015 Annual Report.

As of June 30, 2016, there was no indication for further possible signifi cant risks from fi nancial instruments or that a decrease in the value of Fresenius Group's fi nancing receivables (other current and non-current assets) was probable and the allowances on credit losses of fi nancing receivables are immaterial.

June 30, 2016 December 31, 2015
€ in millions Assets Liabilities Assets Liabilities
Interest rate contracts (current) 0 1 0 2
Interest rate contracts (non-current) 0 3 0 1
Foreign exchange contracts (current) 12 16 16 6
Foreign exchange contracts (non-current) 1 1 1
Derivatives designated as hedging instruments 1 13 20 17 10
Interest rate contracts (non-current) 1 0 3
Foreign exchange contracts (current) 1 17 20 23 7
Foreign exchange contracts (non-current) 1
Derivatives embedded in the convertible bonds 0 304 0 335
Stock options to secure the convertible bonds 1 304 0 335 0
Derivatives not designated as hedging instruments 321 325 358 345

FAIR VALUES OF DERIVATIVE FINANCIAL INSTRUMENTS

1 Derivatives designated as hedging instruments, foreign exchange contracts and call options to secure the convertible bonds

not designated as hedging instruments are classifi ed as derivatives for hedging purposes.

Derivative fi nancial instruments are marked to market each reporting period, resulting in carrying amounts equal to fair values at the reporting date.

Derivatives not designated as hedging instruments, which are derivatives that do not qualify for hedge accounting, are also solely entered into to hedge economic business transactions and not for speculative purposes.

Derivatives for hedging purposes as well as the derivatives embedded in the convertible bonds were recognized at gross value within other assets in an amount of € 334 million and other liabilities in an amount of € 344 million.

The current portion of derivatives indicated as assets in the preceding table is recognized within other current assets in the consolidated statement of fi nancial position, while the current portion of those indicated as liabilities is included in short-term accrued expenses and other short-term liabilities. The non-current portions indicated as assets or liabilities are recognized in other non-current assets or in long-term accrued expenses and other long-term liabilities, respectively. The derivatives embedded in the convertible bonds and the call options to secure the convertible bonds are recognized in other non-current liabilities / assets in the consolidated statement of fi nancial position.

EFFECT OF DERIVATIVES DESIGNATED AS HEDGING INSTRUMENTS ON THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

H1 / 2016
€ in millions Gain or loss recognized
in other comprehensive
income (loss)
(effective portion)
Gain or loss reclassifi ed
from accumulated other
comprehensive income
(loss) (effective portion)
Gain or loss
recognized in the
consolidated statement
of income
Interest rate contracts 16 0
Foreign exchange contracts - 9 0
Derivatives in cash fl ow hedging relationships 1 - 9 16 0
Foreign exchange contracts 0
Derivatives in fair value hedging relationships 0
Derivatives designated as hedging instruments - 9 16 0
H1 / 2015
€ in millions Gain or loss recognized
in other comprehensive
income (loss)
(effective portion)
Gain or loss reclassifi ed
from accumulated other
comprehensive income
(loss) (effective portion)
Gain or loss
recognized in the
consolidated statement
of income
Interest rate contracts 2 19 0
Foreign exchange contracts - 2 6 0
Derivatives in cash fl ow hedging relationships 1 25 0
Foreign exchange contracts - 10
Derivatives in fair value hedging relationships - 10
Derivatives designated as hedging instruments 25 - 10

The amount of gain or loss recognized in the consolidated statement of income solely relates to the ineffective portion.

EFFECT OF DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS ON THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Gain or loss recognized in
the consolidated statement of income
€ in millions H1 / 2016 H1 / 2015
Interest rate contracts
Foreign exchange contracts - 22 - 12
Derivatives embedded in the convertible bonds - 31 - 136
Call options to secure the convertible bonds 31 136
Derivatives not designated as hedging instruments - 22 - 12

Losses from foreign exchange contracts not designated as hedging instruments recognized in the consolidated statement of income are faced by gains from the under lying transactions in the corresponding amount. Losses from derivatives in fair value hedging relationships recognized in the consolidated statement of income in the fi rst half of 2015 are faced by gains from the underlying transactions in the corresponding amount.

The Fresenius Group expects to recognize a net amount of € 1 million of the existing losses for foreign exchange contracts deferred in accumulated other comprehensive income (loss) in the consolidated statement of income within the next 12 months. For interest rate contracts, the Fresenius Group expects to recognize € 28 million of losses in the course of normal business during the next 12 months in interest expense.

Gains and losses from foreign exchange contracts and the corresponding underlying transactions are accounted for as cost of sales, selling, general and administrative expenses and net interest. Gains and losses resulting from interest rate contracts are recognized as net interest in the consolidated statement of income.

In the fi rst half of 2016 and 2015, losses in an immaterial amount for available for sale fi nancial assets were recognized in other comprehensive income (loss).

MARKET RISK

Derivative fi nancial instruments

Classifi cation

The Fresenius Group elects not to offset the fair values of derivative fi nancial instruments subject to master netting agreements in the consolidated statement of fi nancial position.

At June 30, 2016 and December 31, 2015, the Fresenius Group had € 29 million and € 37 million of derivative fi nancial assets subject to netting arrangements and € 41 million and € 19 million of derivative fi nancial liabilities subject to netting arrangements. Offsetting these derivative fi nancial instruments would have resulted in net assets of € 20 million and € 28 million as well as net liabilities of € 32 million and € 10 million at June 30, 2016 and December 31, 2015, respectively.

Foreign exchange risk management

As of June 30, 2016, the notional amounts of foreign exchange contracts totaled € 1,894 million. These foreign exchange contracts have been entered into to hedge risks from operational business and in connection with loans in foreign currency. Foreign exchange forward contracts to hedge risks from operational business were exclusively recognized as cash fl ow hedges as of June 30, 2016. The fair value of cash fl ow hedges was - € 3 million.

As of June 30, 2016, the Fresenius Group was party to foreign exchange contracts with a maximum maturity of 24 months.

Interest rate risk management

As of June 30, 2016, the U.S. dollar denominated interest rate hedges had a notional volume of US\$ 200 million (€ 180 million) as well as a fair value of - US\$ 1 million (- € 1 million) and expire in 2021. As of June 30, 2016, the euro denominated interest rate hedges had a notional volume of € 574 million and a fair value of - € 3 million. These interest rate hedges expire in the years 2016 to 2022.

At June 30, 2016 and December 31, 2015, the Fresenius Group had € 57 million and € 68 million, respectively, related to settlements of pre-hedges deferred in accumulated other comprehensive income (loss), net of tax.

20. SUPPLEMENTARY INFORMATION ON CAPITAL MANAGEMENT

The Fresenius Group has a solid fi nancial profi le. As of June 30, 2016, the equity ratio was 42.1% and the debt ratio (debt / total assets) was 34.1%. As of June 30, 2016, the leverage ratio on the basis of net debt / EBITDA at LTM average exchange rates was 2.6.

The aims of the capital management and further information can be found in the consolidated fi nancial statements in the 2015 Annual Report.

The Fresenius Group is covered by the rating agencies Moody's, Standard & Poor's and Fitch.

The following table shows the company rating of Fresenius SE & Co. KGaA:

Aug. 5, 2016 June 30, 2016 Dec. 31, 2015
Standard & Poor's
Corporate Credit Rating BBB - BBB - BBB -
Outlook stable stable stable
Moody's
Corporate Credit Rating Baa3 Baa3 Baa3
Outlook stable stable stable
Fitch
Corporate Credit Rating BBB - BB + BB +
Outlook stable stable stable

On July 29, 2016, Fitch has upgraded the credit rating from BB + to BBB - with a stable outlook.

  1. SUPPLEMENTARY INFORMATION ON THE CONSOLIDATED STATEMENT OF CASH FLOWS The following table provides additional information with regard to the consolidated statement of cash fl ows:
€ in millions H1 / 2016 H1/ 2015
Interest paid 260 265
Income taxes paid 457 369

Cash paid for acquisitions (without investments in licenses) consisted of the following:

€ in millions H1 / 2016 H1/ 2015
Assets acquired 536 185
Liabilities assumed - 53 - 11
Noncontrolling interest - 52 - 8
Notes assumed in connection
with acquisitions
- 108 - 20
Cash paid 323 146
Cash acquired - 23 - 4
Cash paid for acquisitions, net 300 142
Cash paid for investments,
net of cash acquired
Cash paid for intangible assets, net
92
5
13
19
Total cash paid for acquisitions and
investments, net of cash acquired,
and net purchases of intangible assets
397 174

22. NOTES ON THE CONSOLIDATED SEGMENT REPORTING

GENERAL

The consolidated segment reporting shown on pages 25 and 26 of this interim report is an integral part of the notes.

The Fresenius Group has identifi ed the business segments Fresenius Medical Care, Fresenius Kabi, Fresenius Helios and Fresenius Vamed, which corresponds to the internal organi za tional and reporting structures (Management Approach) at June 30, 2016.

The business segments were identifi ed in accordance with FASB ASC Topic 280, Segment Reporting, which defi nes the segment reporting requirements in the annual fi nancial statements and interim reports with regard to the operating business, product and service businesses and regions. Further explanations with regard to the business segments can be found in the consolidated fi nancial statements in the 2015 Annual Report.

NOTES ON THE BUSINESS SEGMENTS

Explanations regarding the notes on the business segments can be found in the consolidated fi nancial statements in the 2015 Annual Report.

RECONCILIATION OF KEY FIGURES TO CONSOLIDATED EARNINGS

€ in millions H1 / 2016 H1/ 2015
Total EBIT of reporting segments 2,023 1,836
Special items 0 - 14
General corporate expenses
Corporate / Other (EBIT) - 13 - 14
Group EBIT 2,010 1,808
Net interest - 291 - 330
Income before income taxes 1,719 1,478

RECONCILIATION OF NET DEBT WITH THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

€ in millions June 30, 2016 Dec. 31, 2015
Short-term debt 1,000 202
Short-term debt from related parties
Current portion of long-term debt and
4
capital lease obligations 491 607
Current portion of Senior Notes 350 349
Long-term debt and capital lease
obligations, less current portion
5,084 5,502
Senior Notes, less current portion 7,189 7,267
Convertible bonds 846 838
Debt 14,960 14,769
less cash and cash equivalents 1,098 1,044
Net debt 13,862 13,725

23. STOCK OPTIONS

FRESENIUS SE & CO. KGAA STOCK OPTION PLANS

As of June 30, 2016, Fresenius SE & Co. KGaA had three stock option plans in place: the Fresenius AG Stock Option Plan 2003 (2003 Plan) which is based on convertible bonds, the stock option based Fresenius SE Stock Option Plan 2008 (2008 Plan) and the Fresenius SE & Co. KGaA Long Term Incentive Program 2013 (2013 LTIP) which is based on stock options and phantom stocks. The 2013 LTIP is the only program under which stock options can be granted.

Transactions during the fi rst half of 2016

During the fi rst half of 2016, Fresenius SE & Co. KGaA received cash of € 9.1 million from the exercise of 550,630 stock options.

385,786 convertible bonds were outstanding and exercisable under the 2003 Plan at June 30, 2016. The members of the Fresenius Management SE Management Board held no more convertible bonds. At June 30, 2016, out of 3,395,876 outstanding stock options issued under the 2008 Plan, 560,460 were held by the members of the Fresenius Management SE Management Board. 6,132,850 stock options issued under the 2013 LTIP were outstanding at June 30, 2016. The members of the Fresenius Management SE Management Board held 967,500 stock options. 900,975 phantom stocks issued under the 2013 LTIP were outstanding at June 30, 2016. The members of the Fresenius Management SE Management Board held 236,729 phantom stocks.

As of June 30, 2016, 3,781,662 options for ordinary shares were outstanding and exercisable. On June 30, 2016, total unrecognized compensation cost related to non-vested options granted under the 2008 Plan and the 2013 LTIP was € 37 million. This cost is expected to be recognized over a weightedaverage period of 2.6 years.

FRESENIUS MEDICAL CARE AG & CO. KGAA STOCK OPTION PLANS

During the fi rst half of 2016, 435,469 stock options were exercised. Fresenius Medical Care AG & Co. KGaA received cash of € 15.5 million upon exercise of these stock options and € 4.3 million from a related tax benefi t.

24. RELATED PARTY TRANSACTIONS

In 2015, Fresenius Medical Care provided unsecured loans to an associated company under customary conditions, which have been fully repaid as of June 30, 2016.

25. SUBSEQUENT EVENTS

There have been no signifi cant changes in the Fresenius Group's operating environment following the end of the fi rst half of 2016. No other events of material importance on the assets and liabilities, fi nancial position, and results of operations of the Group have occurred following the end of the fi rst half of 2016.

26. CORPORATE GOVERNANCE

For each consolidated stock exchange listed entity, the declaration pursuant to Section 161 of the German Stock Corporation Act (Aktiengesetz) has been issued and made available to shareholders on the website of Fresenius SE & Co. KGaA (www.fresenius.com / corporate-governance), and of Fresenius Medical Care AG & Co. KGaA (www.freseniusmedicalcare.com).

27. RESPONSIBILITY STATEMENT

"To the best of our knowledge, and in accordance with the applicable reporting principles for interim fi nancial reporting, the interim consolidated fi nancial statements give a true and fair view of the assets, liabilities, fi nancial position and

profi t or loss of the Group, and the interim Group management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group for the remaining months of the fi nancial year."

Bad Homburg v. d. H., August 5, 2016

Fresenius SE Co. KGaA, represented by: Fresenius Management SE, its General Partner

The Management Board

M. Henriksson R. Powell Dr. E. Wastler

S. Sturm Dr. F. De Meo Dr. J. Götz

FINANCIAL CALENDAR

Report on 1st – 3rd quarter 2016 Conference call, Live webcast October 27, 2016 Annual General Meeting, Frankfurt am Main Live webcast of the speech of the Chairman of the Management Board May 12, 2017

Subject to change

FRESENIUS SHARE / ADR

Ordinary share ADR
Securities identifi cation no. 578 560 CUSIP 35804M105
Ticker symbol FRE Ticker symbol FSNUY
ISIN DE0005785604 ISIN US35804M1053
Bloomberg symbol FRE GR Structure Sponsored Level 1 ADR
Reuters symbol FREG.de Ratio 4 ADR = 1 Share
Main trading location Frankfurt / Xetra Trading platform OTCQX
Corporate Headquarters
Else-Kröner-Straße 1
Bad Homburg v. d. H.
Germany

Postal address Fresenius SE & Co. KGaA 61346 Bad Homburg v. d. H.

Germany

Contact for shareholders

Investor Relations Telephone: ++ 49 61 72 6 08-24 85 Telefax: ++ 49 61 72 6 08-24 88 E-mail: [email protected]

Contact for journalists

Corporate Communications Telefon: ++ 49 61 72 6 08-23 02 Telefax: ++ 49 61 72 6 08-22 94 E-mail: [email protected]

Commercial Register: Bad Homburg v. d. H.; HRB 11852 Chairman of the Supervisory Board: Dr. Gerd Krick

General Partner: Fresenius Management SE

Registered Offi ce and Commercial Register: Bad Homburg v. d. H.; HRB 11673

Management Board: Stephan Sturm (President and CEO), Dr. Francesco De Meo, Dr. Jürgen Götz, Mats Henriksson, Rice Powell, Dr. Ernst Wastler Chairman of the Supervisory Board: Dr. Gerd Krick

For additional information on the performance indicators used please refer to pages 25, 40, 56f., 100f. and 194 of the Annual Report 2015 of Fresenius SE & Co. KGaA . Constant currencies for income and expenses are calculated using prior year average rates; constant currencies for assets and liabilities are calculated using the mid-closing rate on the date of the

Forward-looking statements:

This Quarterly Financial Report contains forward-looking statements. These statements represent assessments which we have made on the basis of the information available to us at the time. Should the assumptions on which the statements are based on not occur, or if risks should arise – as mentioned in the risk report in the 2015 Annual Report and the SEC fi lings of Fresenius Medical Care AG & Co. KGaA – the actual results could differ materially from the results currently expected.

respective statement of fi nancial position (cf. Annual Report 2015, page 111 in the PDF https://www.fresenius.com/fi nancial_reporting/Fresenius_GB_US_GAAP_2015_englisch.pdf).

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