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Fresenius SE & Co. KGaA

Quarterly Report May 13, 2019

166_10-q_2019-05-13_a9f6c24a-3c01-4251-b7ac-1a5db8847048.pdf

Quarterly Report

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Quarterly Financial Report of Fresenius Group

applying International Financial Reporting Standards (IFRS)

1st Quarter 2019

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 Reconciliation
  • 8 Investments
  • 8 Cash fl ow
  • 9 Asset and liability structure
  • 10 Business segments
  • 10 Fresenius Medical Care
  • 12 Fresenius Kabi
  • 13 Fresenius Helios
  • 14 Fresenius Vamed
  • 15 Employees
  • 15 Research and development
  • 15 Opportunities and risk report
  • 15 Rating
  • 16 Outlook 2019
  • 18 Reconciliation tables

22 Consolidated fi nancial statements

  • 22 Consolidated statement of income
  • 22 Consolidated statement of comprehensive income
  • 23 Consolidated statement of fi nancial position
  • 24 Consolidated statement of cash fl ows
  • 25 Consolidated statement of changes in equity
  • 27 Consolidated segment reporting fi rst quarter of 2019

29 Notes

51 Financial Calendar

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 2018, Group sales were € 33.5 billion. As of March 31, 2019, more than 283,000 employees have dedicated themselves to the service of health in about 100 countries worldwide.

SALES, EARNINGS, AND CASH FLOW

€ in millions Q1 / 2019 Q1 / 2018 Change Change
in constant
currency
Sales1 8,517 7,870 8% 5%
EBIT2 on a comparable basis 1,111 1,050 6% 2%
Net income reported 3, 4 453 440 3% 0%
Net income on a comparable basis 2, 3 465 451 3% 0%
Earnings per share in € reported 3, 4 0.81 0.79 3% 0%
Earnings per share in € on a comparable basis 2, 3 0.84 0.81 3% 0%
Operating cash fl ow 5 118 236 - 50%

BALANCE SHEET AND INVESTMENTS

€ in millions March 31, 2019 5 Dec. 31, 2018 Change
Total assets 59,316 56,703 5%
Non-current assets 44,358 41,913 6%
Equity 25,997 25,008 4%
Net debt 18,999 16,275 17%
Investments (Q1 2019 / Q1 2018) 2,364 572 --

RATIOS

Q1 / 2019 Q1 / 2018
EBITDA margin 2 17.4% 17.7%
EBIT margin 2 13.0% 13.3%
Depreciation and amortization in % of sales 5 4.3% 4.3%
Operating cash fl ow in % of sales 5 1.4% 2.9%
Equity ratio 5
(March 31/ December 31)
43.8% 44.1%
Net debt / EBITDA5,6,7 (March 31 / December 31) 3.09 2.71

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

7

Both net debt and EBITDA calculated at expected annual average exchange rates; excluding further potential acquisitions Before special items

1 On a comparable basis: Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC; Q1 / 19 adjusted for IFRS 16 effect

2 On a comparable basis: Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC; Q1 / 19 before special items and adjusted for IFRS 16 effect

After special items; Q1 / 19 including IFRS 16 effect 5 Q1 / 19 adjusted for IFRS 16 effect

6

INFORMATION BY BUSINESS SEGMENT

FRESENIUS MEDICAL CARE – Dialysis products, Dialysis services

€ in millions Q1/ 20191 Q1 / 20182 Change Change
in constant
currency
Sales 4,125 3,725 11% 6%
EBIT 551 506 9% 4%
Net income 3 318 296 8% 3%
Operating cash fl ow 6 - 65 - 45 - 44%
Investments / Acquisitions 2,036 405 --
R & D expenses 34 32 5%
Employees (March 31 / Dec. 31) 125,643 120,328 4%

FRESENIUS KABI – IV drugs, Biosimilars, Clinical nutrition, Infusion therapy, Medical devices / Transfusion technology

€ in millions Q1 / 2019 Q1 / 2018 Change Change
in constant
currency
Sales 1,701 1,603 6% 4%
EBIT 4 303 268 13% 7%
Net income 4, 5 203 170 19% 12%
Operating cash fl ow 6 132 226 -42%
Investments / Acquisitions 180 78 131%
R & D expenses 121 127 - 5%
Employees (March 31 / Dec. 31) 38,764 37,843 2%

FRESENIUS HELIOS – Hospital operations

€ in millions Q1 / 2019 Q1 / 2018 Change Change
adjusted 7
Sales 2,311 2,331 - 1% 4%
EBIT 6 266 278 -4% - 3%
Net income 5, 6 176 191 -8%
Operating cash fl ow 6 91 97 - 6%
Investments / Acquisitions 118 73 62%
Employees (March 31 / Dec. 31) 100,648 100,144 1%

FRESENIUS VAMED – Projects and services for hospitals and other health care facilities, post-acute care provider

€ in millions Q1 / 2019 Q1 / 2018 Change Change
adjusted 8
Sales 440 249 77% 33%
EBIT 6 11 6 83% 17%
Net income 6, 9 6 4 50%
Operating cash fl ow 6 -23 - 42 45%
Investments / Acquisitions 6 8 - 25%
Order intake 383 260 47%
Employees (March 31 / Dec. 31) 17,580 17,299 2%

1 On an adjusted basis: before expenses associated with the cost optimization program, the IFRS 16 effect, excluding effects from NxStage transaction

2 Q1 / 18 adjusted for divestitures of Care Coordination activities

3 Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA 4 On a comparable basis: before special items and adjusted for IFRS 16 effect

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

6 Q1 / 19 adjusted for IFRS 16 effect

7 Adjusted for the post-acute care business transferred to Fresenius Vamed as of July 1, 2018 8 Adjusted for German post-acute care business acquired from Fresenius Helios as of July 1, 2018

9 Net income attributable to shareholders of VAMED AG

FRESENIUS SHARE

With an increase of 17% since the beginning of the year, the Fresenius share significantly outperformed the DAX.

FIRST QUARTER 2019

The global economy slowed down in the fi rst quarter of 2019. The Brexit remains one of the biggest risks for the euro zone. The economy in the euro zone is expected to grow by 1.3% this year (previously 1.9%), according to the latest ECB forecast. The ECB left their base rate unchanged during its March meeting.

The Federal Reserve's latest forecast projects the U.S. economy to grow by 2.1% in 2019. The U.S. Federal Reserve, did not change the existing interest rates corridor of 2.25% to 2.50% at its May meeting.

Within this economic environment, the DAX increased by 9% in the fi rst quarter of 2019 to 11,526 points. The Fresenius share closed at € 49.76 on March 31, 2019. This represents an increase of 17% over the closing price of 2018.

KEY DATA OF THE FRESENIUS SHARE

Q1 / 2019 2018 Change
Number of shares (March 31 / December 31) 556,322,791 556,225,154 0%
Quarter-end quotation in € 49.76 42.38 17%
High in € 50.12 70.94 - 29%
Low in € 41.20 38.99 6%
Ø Trading volume (number of shares per trading day) 1,763,417 1,648,837 7%
Market capitalization, € in millions (March 31 / December 31) 27,683 23,573 17%

MANAGEMENT REPORT

FRESENIUS MAKES SOLID START TO 2019 AND CONFIRMS GROUP GUIDANCE

  • ▶ Fresenius Kabi with continued good growth in Q1 / 19
  • ▶ Helios Germany stabilized; Helios Spain with continued dynamic growth
  • ▶ Fresenius Medical Care with strong financial performance supported by agreements that materialized earlier than planned
  • ▶ Growth investments on track
  • ▶ Group guidance confirmed despite expected earnings dilution from NxStage
Q1 / 2019 1
On
a comparable
basis 2
Before special
items and incl.
IFRS 16 effect
Growth 2, 3 Growth 2, 3
in constant
currency
Sales € 8.5 billion € 8.5 billion 8% 5%
EBIT € 1,111 million € 1,130 million 6% 2%
Net income 4 € 465 million € 457 million 3% 0%

1 Before special items 2

Adjusted for IFRS 16 effect 3 Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC

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

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 were € 8,495 million including an IFRS 16 effect of - € 22 million. Group sales1 on a comparable basis increased by 8% (5% in constant currency) to € 8,517 million (Q1 / 18: € 7,870 million). Organic sales growth was 5%. Acquisitions/ divestitures contributed net 0% to growth. Positive currency

EARNINGS

€ in millions Q1 / 2019 Q1 / 2018
EBIT 1 1,111 1,050
Net income 1, 2 465 451
Net income (before special items) 2 457 450
Earnings per share 1, 2 0.84 0.81
Earnings per share (before special items) 2 0.82 0.81

translation effects of 3% were mainly driven by the appreciation of the U.S. dollar against the euro.

EARNINGS

Group EBITDA before special items was € 1,701 million including an IFRS 16 effect of € 220 million. Group EBITDA1 on a comparable basis increased by 6% (3% in constant currency) to € 1,481 million (Q1 / 18: € 1,394 million).

Group EBIT before special items was € 1,130 million including an IFRS 16 effect of € 19 million. Group EBIT 1 on a comparable basis increased by 6% (2% in constant currency) to € 1,111 million (Q1 / 18: € 1,050 million). The EBIT margin1 on a comparable basis was 13.0% (Q1 / 18: 13.3%). Reported Group EBIT 3 was € 1,115 million.

Group net interest before special items was - € 181 million including an IFRS 16 effect of - € 48 million. On a comparable basis, net interest1 improved to - € 133 million (Q1 / 18: - € 139 million) mainly due to lower rates for refi nancing activities. Reported Group net interest was - € 184 million.

Group tax rate before special items and adopting IFRS 16 was 23.3%. Group tax rate1 on a comparable basis was 23.4% (Q1 / 18: 20.9%). The prior-year was positively infl uenced by one-time effects related to the adoption of the U.S. tax reform.

SALES BY REGION

€ in millions Q1 / 2019 4 Q1 / 2018 Change at
actual rates
Currency
trans lations
effects
Change
in constant
currency
Organic
growth
Acquisitions /
divestitures
% of
total sales
North America 3,514 3,096 5 14% 9% 5% 4% 1% 41%
Europe 3,741 3,589 4% -1% 5% 4% 1% 44%
Asia-Pacifi c 825 743 11% 3% 8% 8% 0% 10%
Latin America 337 329 2% -14% 16% 16% 0% 4%
Africa 100 113 -12% -3% -9% -9% 0% 1%
Total 8,517 7,870 5 8% 3% 5% 5% 0% 100%

SALES BY BUSINESS SEGMENT

€ in millions Q1 / 2019 Q1 / 2018 Change at
actual rates
Currency
trans lations
effects
Change
in constant
currency
Organic
growth
Acquisitions /
divestitures
% of
total sales
Fresenius Medical Care 4,155 3,725 5 12% 6% 6% 6% 0% 49%
Fresenius Kabi 1,701 1,603 6% 2% 4% 4% 0% 20%
Fresenius Helios 2,311 2,331 - 1% 0% - 1% 4% - 5% 27%
Fresenius Vamed 440 249 77% 0% 77% 31% 46% 4%
Total 8,517 7,8705 8% 3% 5% 5% 0% 100%

1 On a comparable basis: Q1 / 19 before special items and adjusted for IFRS 16 effect; Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC

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

3 After special items and including IFRS 16 effect

4 Adjusted for IFRS 16 effect

5 Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC (- € 251 million)

Noncontrolling interest before special items was € 271 million including an IFRS 16 effect of € 13 million. Noncontrolling interest1 on a comparable basis was € 284 million (Q1 / 18: € 270 million), of which 94% was attributable to the noncontrolling interest in Fresenius Medical Care.

Group net income2 before special items was € 457 million including an IFRS 16 effect of - € 8 million. Group net income1, 2 on a comparable basis increased by 3% (0% in constant currency) to € 465 million (Q1 / 18: € 451million). Reported Group net income 2, 3 was € 453 million.

Earnings per share 2 before special items was € 0.82 including an IFRS 16 effect of - € 0.02. Earnings per share 1, 2 on a comparable basis increased by 3% (0% in constant currency) to € 0.84 (Q1 / 18: € 0.81). Reported Earnings per share 2, 3 was € 0.81.

RECONCILIATION

Consolidated results for Q1 / 19 include special items relating to the acquisition of NxStage and the cost optimization program of Fresenius Medical Care. Furthermore, special items due to the revaluation of biosimilars contingent liabilities as well as the terminated merger agreement with Akorn, Inc. are included in net income attributable to shareholders of Fresenius SE & Co. KGaA. With regard to the latter, these mainly comprise transaction costs in the form of legal and consulting expenses. For a detailed overview of special items and adjustments please see the reconciliation tables on pages 18-22.

INVESTMENTS

2019 is an investment year for the Fresenius Group. Fresenius is making good progress in all of its investment initiatives to secure long-term sustainable growth. Spending on property, plant and equipment was € 441 million (Q1 / 18: € 380 million), primarily for the modernization and expansion of dialysis clinics, production facilities as well as hospitals and day clinics. This corresponds to 5% of sales.

Total acquisition spending was € 1,923 million (Q1 / 18: € 192 million), mainly for the acquisition of NxStage.

CASH FLOW

Group operating cash fl ow was € 289 million including an IFRS 16 effect of € 171 million. On a comparable basis, Group operating cash fl ow was € 118 million (Q1 / 18: € 236 million) with a margin of 1.4% (Q1 / 18: 2.9%). After a strong Q4/18, operating cash fl ow was impacted by working capital changes at Fresenius Kabi, for example by some phasing of payments and stockbuild to prepare for a possible Brexit. Moreover, as in previous years' fi rst quarters, operating cash fl ow was infl uenced by the seasonality in invoicing at Fresenius Medical Care North America. Fresenius does not expect these temporary effects to have a signifi cant impact on FY / 19 cash fl ow.

€ in millions Q1 / 2019 Q1 / 2018 thereof property,
plant and
equipment
thereof
acquisitions
Change % of total
Fresenius Medical Care 2,036 405 201 1,835 -- 86%
Fresenius Kabi 180 78 121 59 131% 8%
Fresenius Helios 118 73 89 29 62% 5%
Fresenius Vamed 6 8 6 0 - 25% 0%
Corporate / Other 24 8 24 0 200% 1%
Total 2,364 572 441 1.923 -- 100%

INVESTMENTS BY BUSINESS SEGMENT

1 On a comparable basis: Q1 / 19 before special items and adjusted for IFRS 16 effect; Q1 / 18 adjusted for divestitures of Care Coordination activities at FMC

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

After special items and including IFRS 16 effect

3

Given the effects described above in combination with increasing investments, free cash fl ow before acquisitions and dividends adjusted for IFRS 16 was - € 339 million (Q1 / 18: - € 155 million). Free cash fl ow after acquisitions and dividends adjusted for IFRS 16 was - € 2,282 million (Q1 / 18: - € 389 million). The IFRS 16 effect amounts to € 171 million respectively. Correspondingly, cash fl ow from fi nancing activities declined by € 171 million.

ASSET AND LIABILITY STRUCTURE

The Group's total assets were € 64,985 million including an IFRS 16 effect of € 5,669 million. Adjusted for IFRS 16, Group total assets increased by 5% (3% in constant currency) to € 59,316 million (Dec. 31, 2018: € 56,703 million). Current assets1 grew by 1% (0% in constant currency) to € 14,958 million (Dec. 31, 2018: € 14,790 million). Non-current assets 1 increased by 6% (5% in constant currency) to € 44,358 million (Dec. 31, 2018: € 41,913 million).

Total shareholders' equity was € 25,830 million including an IFRS 16 effect of - € 167 million. Adjusted for IFRS 16, total shareholders' equity 1 increased by 4% (2% in constant currency) to € 25,997 million (Dec. 31, 2018: € 25,008 million).

The equity ratio was 39.7%. Adjusted for IFRS 16, the equity ratio was 43.8% (Dec. 31, 2018: 44.1%).

Group debt was € 26,378 million including an IFRS 16 effect of € 5,836 million. Adjusted for IFRS 16, Group debt increased by 8% to € 20,542 million (8% in constant currency) (Dec. 31, 2018: € 18,984 million). Group net debt was € 24,835 million including an IFRS 16 effect of € 5,836 million. Adjusted for IFRS 16, Group net debt increased by 17% (16% in constant currency) to € 18,999 million (Dec. 31, 2018: € 16,275 million) mainly due to the acquisition of NxStage by Fresenius Medical Care and the negative free cash fl ow.

As of March 31, 2019, the net debt / EBITDA ratio increased to 3.09 1,2,3 (December 31, 2018: 2.71 2, 3). Excluding the acquisition of NxStage the net debt/ EBITDA ratio was 2.831,2,3 as of March 31, 2019. Including the IFRS 16 effect, the reported net debt / EBITDA ratio increased to 3.53 2, 3.

CASH FLOW STATEMENT (SUMMARY)

€ in millions Q1 / 2019 Q1 / 2018 Change
Net income 735 698 5%
Depreciation and amortization 370 349 6%
Change working capital - 987 - 811 - 22%
Operating cash fl ow 118 236 - 50%
Capital expenditure, net - 457 - 391 - 17%
Cash fl ow before acquisitions and dividends - 339 - 155 - 119%
Cash used for acquisitions, net -1,900 - 189 --
Dividends paid - 43 - 45 4%
Free cash fl ow after acquisitions and dividends - 2,282 - 389 --
Cash provided by / used for fi nancing activities 1,083 254 --
Effect of exchange rates on change in cash and cash equivalents 33 - 17 --
Net change in cash and cash equivalents - 1,166 - 152 --

1 Adjusted for IFRS 16 effect

2 At LTM average exchange rates for both net debt and EBITDA; pro forma closed acquisitions /divestitures 3 Before special items

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 March 31, 2019, Fresenius Medical Care was treating 336,716 patients in 3,971 dialysis clinics. Along with its core business, the company provides related medical services in the fi eld of Care Coordination.

€ in millions Q1 / 2019 1 Q1 / 2018 2 Change Change in
constant currency
Sales 4,125 3,725 11% 6%
EBITDA 738 676 9% 4%
EBIT 551 506 9% 4%
Net income 3 318 296 8% 3%
Employees (March 31 / December 31) 125,643 120,328 4%

.

  • ▶ 6% sales1, 2 growth in constant currency
  • ▶ Earnings supported by agreements that materialized earlier than planned
  • ▶ Outlook confirmed

Adjusted for the Q1 / 18 contribution from the divested Care Coordination activities, the effect of the adoption of the IFRS 16 accounting standard ("IFRS 16 effect") and the contribution from NxStage, sales increased by 11% (6% at constant currency) to € 4,125 million (Q1 / 18: € 3,725 million). Organic sales growth was 6%. Positive currency translation effects of 5% were mainly related to the appreciation of the U.S. dollar against the euro.

Health Care Services sales 1, 2 increased by 12% (6% at constant currency) to € 3,316 million (Q1 / 18: € 2,958 million). Health Care Products sales 1, 2 increased by 5% (4% at constant currency) to € 809 million (Q1 / 18: € 767 million).

In North America, sales 1, 2 increased by 14% (5% in constant currency) to € 2,879 million (Q1 / 18: € 2,523 million). Health Care Services sales 1, 2 increased by 14% (6% in constant currency) to € 2,679 million (Q1 / 18: € 2,339 million)

1 On an adjusted basis: before expenses associated with the cost optimization program, the IFRS 16 effect, excluding effects from NxStage transaction

2 Q1 / 18 adjusted for divestitures of Care Coordination activities 3 Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA Sales 2 outside North America increased by 4% (6% in constant currency) to € 1,246 million (Q1 / 18: € 1,202 million). Health Care Services sales 2 increased by 3% (8% in constant currency) to € 637 million (Q1 / 18: € 619 million). Health Care Product sales 2 adjusted increased by 4% (5% in constant currency) to € 609 million (Q1 / 18: € 583 million).

Fresenius Medical Care's EBIT 3 increased by 9% (4% in constant currency) to € 551 million (Q1 / 18: € 506 million). The EBIT margin 3 decreased to 13.4% (Q1 / 18: 13.6%).

Net income 1, 3 increased by 8% (3% in constant currency) to € 318 million (Q1 / 18: € 296 million).

Operating cash fl ow was € 76 million (Q1 / 18: - € 45 million) with a margin of 1.8% (Q1 / 18: -1.1%). The increase was mainly driven by the adoption of the IFRS 16 accounting standard leading to a reclassifi cation of the repayment portion of rent to fi nancing activities (€ 141 million). Adjusted for the IFRS 16 effect, operating cash fl ow was - € 65 million.

IFRS 16 RECONCILIATION FRESENIUS MEDICAL CARE

Q1 / 2019
€ in millions Before
special items
adjusted for
IFRS 16
effect 4, 5
IFRS 16 effect
Before
special items
according to
IFRS 16 4
Sales 4,125 -22 4,103
EBITDA 738 184 922
EBIT 551 17 568
Net income 1 318 -18 300
Operating cash fl ow -65 141 76

For FY / 19, Fresenius Medical Care expects adjusted sales to grow by 3% to 7% 2, 6 in constant currency. Net income 1 is expected to develop in the range of -2% to +2% 3, 7 in constant currency.

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

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

3 FY / 18 before special items and after adjustments; FY/ 19 before special items (before transaction-related expenses, expenses associated with the cost optimization program),

adjusted for IFRS 16 effect, excluding effects from NxStage transaction 4

Before special items (operating cash fl ow after special items) 5

Adjusted for IFRS 16 effect 6 FY / 18 base: € 16,026 million

7 FY / 18 base: € 1,341 million

2 FY / 18 adjusted for divestitures of Care Coordination activities; FY / 19 adjusted for IFRS 16 effects, excluding effects from NxStage transaction

FRESENIUS KABI

Fresenius Kabi offers intravenously administered generic drugs, clinical nutrition and infusion therapies 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 the biosimilars business, Fresenius Kabi is developing products with a focus on oncology and autoimmune diseases.

€ in millions Q1 / 2019 Q1 / 2018 Change Change
in constant currency
Sales 1,701 1,603 6% 4%
EBITDA 1 378 338 12% 7%
EBIT 1 303 268 13% 7%
Net income 1, 2 203 170 19% 12%
Employees (March 31 / December 31) 38,764 37,843 2%
  • ▶ 4% organic sales growth and 7% EBIT 1 growth in constant currency
  • ▶ High prior-year base impacts organic sales growth in North America
  • ▶ FY / 19 outlook confirmed

Sales increased by 6% (4% in constant currency) to € 1,701 million (Q1 / 18: € 1,603 million). Organic sales growth was 4%. Positive currency translation effects of 2% were mainly related to the appreciation of the U.S. dollar against the euro.

Sales in Europe grew by 3% (organic growth: 3%) to € 573 million (Q1 / 18: € 557 million). Sales in North America increased by 5% (decreased organically by 2% from a high prior-year basis) to € 623 million (Q1 / 18: € 591 million). Sales in Asia-Pacifi c increased by 13% (organic growth: 11%) to € 341 million (Q1 / 18: € 301 million). Sales in Latin America / Africa increased by 6% (organic growth: 18%) to € 164 million (Q1 / 18: € 154 million).

EBIT 1 increased by 13% (7% in constant currency) to € 303 million (Q1 / 18: € 268 million) with an EBIT margin1 of 17.8% (Q1 / 18: 16.7%).

Net income1, 2 increased by 19% (12% in constant currency) to € 203 million (Q1 / 18: € 170 million).

Operating cash fl ow3 was € 132 million (Q1 / 18: € 226 million). After a strong Q4/18, operating cash fl ow was impacted by working capital changes, for example by some phasing of payments and stockbuild to prepare for a possible Brexit. The cash fl ow margin was 7.8% (Q1 / 18: 14.1%).

Fresenius Kabi confi rms its outlook for FY / 19 and expects organic sales growth4 of 3% to 6% and EBIT growth5 in constant currency of 3% to 6%.

IFRS 16 RECONCILIATION FRESENIUS KABI

Q1 / 2019
€ in millions Before
special items
adjusted for
IFRS 16
effect 3
IFRS 16 effect
Before
special items
according to
IFRS 16
Sales 1,701 - 1,701
EBITDA 378 16 394
EBIT 303 1 304
Net income 2 203 -1 202
Operating cash fl ow 132 13 145

2 Net income attributable to shareholders of Fresenius SE & Co. KGaA 3 Adjusted for IFRS 16 effect, before special items (operating cash fl ow after special items)

  • liabilities) and adjusted for IFRS 16 effect
  • 5 On a comparable basis: FY / 18 base: € 1,139 million; FY / 18 before special items; FY / 19 before special items (acquisition-related expenses, revaluations of biosimilars contingent liabilities) and adjusted for IFRS 16 effect.

1 On a comparable basis: before special items and adjusted for IFRS 16 effect

4 On a comparable basis: FY / 18 base: € 6,544 million; FY / 19 before special items (acquisition-related expenses, revaluations of biosimilars contingent

FRESENIUS HELIOS

Fresenius Helios is Europe's leading private hospital operator. The company comprises Helios Germany and Helios Spain (Quirónsalud). Helios Germany operates 86 hospitals, ~125 outpatient centers and treats approximately 5.3 million patients annually. Quirónsalud operates 47 hospitals, 56 outpatient centers and around 300 occupational risk prevention centers, and treats approximately 13.3 million patients annually.

€ in millions Q1 / 2019 Q1 / 2018 Change Change adjusted 1
Sales 2,311 2,331 -1% 4%
EBITDA 2 355 376 -6%
EBIT 2 266 278 -4% - 3%
Net income 2, 3 176 191 -8%
Employees (March 31 / December 31) 100,648 100,144 1%
  • ▶ 4% organic sales growth
  • ▶ Helios Germany stabilized; Helios Spain with continued dynamic growth
  • ▶ FY / 19 outlook confirmed

Sales decreased by 1% (increased by 4% 1 ; organic growth: 4%) to € 2,311 million (Q1 / 18: € 2,331 million).

Sales of Helios Germany decreased by 6% (increased by 1% 1 ; organic growth: 2%) to € 1,485 million (Q1 / 18: € 1,574 million). Sales were impacted by a decline in admissions in Germany, partially due to the transfer of the post-acute care business from Helios to Vamed, a shortage of nurses at selected intensive care units and a less pronounced fl u season. The admission decline was more than compensated by positive price effects.

Helios Spain increased sales by 9% (organic growth: 9%) to € 826 million (Q1 / 18: € 757 million), mainly driven by the private sector. The occupational risk prevention business also had a valuable contribution. Performance in Q1 / 18 was impacted by the Easter holidays.

EBIT 2 of Fresenius Helios decreased by 4% (-3% 1 ) to € 266 million (Q1 / 18: € 278 million) with an EBIT margin of 11.5% (Q1 / 18: 11.9%).

EBIT 2 of Helios Germany decreased by 16% (-14% 1 ) to € 149 million (Q1 / 18: € 177 million). The EBIT margin improved sequentially by 50 bps to 10.0% (Q4/18: 9.5%). The development of Helios Germany is impacted by the admissions

decline and the investments for preparatory structural measures.

EBIT 2 of Helios Spain increased by 16% to € 119 million (Q1 / 18: € 103 million), mainly due to the strong operating performance with an EBIT margin of 14.4% (Q1 / 18: 13.6%).

Net income 2, 3 decreased by 8% to € 176 million (Q1 / 18: € 191 million).

Operating cash fl ow 2 was € 91 million (Q1 / 18: € 97 million) with a margin of 3.9% (Q1 / 18: 4.2%). The decrease is mainly attributable to the increase in days sales outstanding (DSO).

Fresenius Helios confi rms its outlook for FY / 19 and expects organic sales growth of 2% to 5% and an EBIT 2 growth of -5% to -2%.

IFRS 16 RECONCILIATION FRESENIUS HELIOS

Q1 / 2019
Before
special items
adjusted for
IFRS 16 2
IFRS 16 effect Before
special items
according to
IFRS 16
2,311 - 2,311
355 15 370
266 2 268
176 -2 174
91 12 103

1 Adjusted for the post-acute care business transferred to Fresenius Vamed as of July 1, 2018

2 Adjusted for IFRS 16 effect 3 Net income attributable to shareholders of Fresenius SE & Co. KGaA

FRESENIUS VAMED

Fresenius Vamed manages projects and provides services for hospitals and other health care facilities worldwide and is a post-acute care provider in Central Europe. 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 Q1 / 2019 Q1 / 2018 Change Change adjusted1
Sales 440 249 77% 33%
EBITDA 2 20 9 122%
EBIT 2 11 6 83% 17%
Net income 2,3 6 4 50%
Employees (March 31 / December 31) 17,580 17,299 2%
  • ▶ Excellent organic sales growth of 31%
  • ▶ Order backlog at all-time high strong foundation for future growth
  • ▶ FY / 19 outlook confi rmed

Sales increased by 77% (33%1 ) to € 440 million (Q1 / 18: € 249 million). Organic sales growth was 31%, acquisitions contributed 2% to growth. Both the project and the service business showed strong momentum. Sales of the project business increased by 17% to € 108 million (Q1 / 18: € 92 million). Sales in the service business grew by 111% (41%1 ) to € 332 million (Q1 / 18: € 157 million), supported by an intensifi ed collaboration with Fresenius Helios.

In Q1 / 19, EBIT 2 increased by 83% (83%2 in constant currency) to € 11 million (Q1 / 18: € 6 million) with an EBIT margin of 2.5% (Q1 / 18: 2.4%). EBIT 2 additionally adjusted for the acquisition of the German post-acute care business was € 7 million with an EBIT margin of 2.1%.

Net income 2, 3 increased by 50% to € 6 million (Q1 / 18: € 4 million).

Order intake increased by 47% to € 383 million (Q1 / 18: € 260 million). As of March 31, 2019, order backlog reached a new all-time high of € 2,698 million (Dec 31, 2018: € 2,420 million).

Operating cash fl ow2 increased by 45% to €-23 million (Q1 / 18: €-42 million) with a margin of -5.2% (Q1 / 18: -16.9%).

Fresenius Vamed confi rms its outlook for FY / 19 and expects organic sales growth of ~10% and EBIT growth2 of 15% to 20%.

IFRS 16 RECONCILIATION FRESENIUS VAMED

Q1 / 2019
€ in millions Before
special items
adjusted for
IFRS 16
effect 2
Before
special items
according to
IFRS 16
Sales 440 - 440
EBITDA 20 9 29
EBIT 11 1 12
Net income 3 6 - 6
Operating cash fl ow - 23 8 -15

1 Adjusted for German post-acute care business acquired from Fresenius Helios as of July 1, 2018 2 Adjusted for IFRS 16 effect

3 Net income attributable to shareholders of VAMED AG

EMPLOYEES

As of March 31, 2019, the number of employees was 283,795 (Dec. 31, 2018: 276,750).

EMPLOYEES BY BUSINESS SEGMENT

Number of employees March 31,
2019
December 31,
2018
Change
Fresenius Medical Care 125,643 120,328 4%
Fresenius Kabi 38,764 37,843 2%
Fresenius Helios 100,648 100,144 1%
Fresenius Vamed 17,580 17,299 2%
Corporate / Other 1,160 1,136 2%
Total 283,795 276,750 3%

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
  • ▶ Biosimilars
  • ▶ 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 Q1 / 2019 Q1 / 2018 Change
Fresenius Medical Care 34 32 5%
Fresenius Kabi 1 121 127 -5%
Fresenius Helios --
Fresenius Vamed 0 0
Corporate / Other 0 0
Total 1 155 159 - 3%

1 Before revaluations of biosimilars contingent liabilities

OPPORTUNITIES AND RISK REPORT

Compared to the presentation in the consolidated fi nancial statements and the management report as of December 31, 2018 applying Section 315e HGB in accordance with IFRS, there have been no material changes in Fresenius' overall opportunities and risk situation in the fi rst quarter of 2019.

In the ordinary course of Fresenius Group's operations, the Fresenius Group is subject to litigation, arbitration as well as external and internal investigations relating to various aspects of its business.

For example, Fresenius is currently investigating payments made by one of its subsidiaries in three Asian countries to assess whether these payments were in compliance with applicable anti-money laundering and anti-corruption regulations.

The Fresenius Group regularly analyzes current information about such matters for probable losses and provides accruals for such matters, including estimated expenses for legal services, as appropriate.

We report on legal proceedings, currency and interest risks on pages 44 to 48 in the Notes of this report.

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 positive stable stable

OUTLOOK 2019

FRESENIUS GROUP

After closing the NxStage acquisition on February 21, the related sales and earnings contributions are now included in the Group guidance. Despite the expected earnings dilution from NxStage, Fresenius confi rms its FY / 19 guidance. Fresenius projects sales growth of 3% to 6% 1 in constant currency. Net income 2,3 growth is expected to be ~0% in constant currency.

Including the NxStage acquisition which is increasing the net debt / EBITDA ratio in 2019 by ~30 basis points and excluding IFRS 16, Fresenius now expects year-end 2019 net debt / EBITDA ratio 4 to be at the upper-end of the original self-imposed target corridor of 2.5x to 3.0x.

Due to the adoption of the IFRS 16 accounting standard, Fresenius increases its self-imposed target corridor of 2.5x to 3.0x net debt / EBITDA to 3.0x to 3.5x.

FRESENIUS MEDICAL CARE

For FY / 19, Fresenius Medical Care expects adjusted sales to grow by 3% to 7% 5,6 in constant currency. Net income 7 is expected to develop in the range of -2% to +2% 8,9 in constant currency.

FRESENIUS KABI

Fresenius Kabi confi rms its outlook for FY / 19 and expects organic sales growth 10 of 3% to 6% and EBIT growth 11 in constant currency of 3% to 6%.

FRESENIUS HELIOS

Fresenius Helios confi rms its outlook for FY / 19 and expects organic sales growth of 2% to 5% and an EBIT 12 growth of -5% to -2%.

FRESENIUS VAMED

Fresenius Vamed confi rms its outlook for FY / 19 and expects organic sales growth of ~10% and EBIT growth 12 of 15% to 20%.

INVESTMENTS

2019 is an investment year for the Fresenius Group. Fresenius is making good progress in all of its investment initiatives to secure long-term sustainable growth. The Group plans to invest around 7% of sales in property, plant and equipment.

  • adjusted for IFRS 16 effect
  • 4 Both net debt and EBITDA calculated at expected annual average exchange rates; excluding further potential acquisitions 5 FY / 18 adjusted for divestitures of Care Coordination activities; FY / 19 adjusted for IFRS 16 effects, excluding effects from NxStage transaction
  • 6 2018 base: € 16,026 million
  • 7 Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA
  • 8 FY / 18 before special items and after adjustments; FY / 19 before special items (before transaction-related expenses, expenses associated with the cost optimization program), adjusted for IFRS 16 effect, excluding effects from NxStage transaction
  • 9 2018 base: € 1,341 million
  • 10 On a comparable basis: FY / 18 base: € 6,544 million; FY / 19 before special items (acquisition-related expenses, revaluations of biosimilars contingent liabilities)
  • and adjusted for IFRS 16 effect 11 On a comparable basis: FY / 18 base: € 1,139 million; FY / 18 before special items; FY / 19 before special items (acquisition-related expenses,

revaluations of biosimilars contingent liabilities) and adjusted for IFRS 16 effect 12 Adjusted for IFRS 16 effect

1 On a comparable basis: FY / 18 base: € 33,009 million; FY / 18 adjusted for divestitures of Care Coordination activities at FMC (H1 / 18); FY / 19: adjusted for IFRS 16 effect 2 Net income attributable to shareholders of Fresenius SE & Co. KGaA

3 On a comparable basis: FY / 18 base: € 1,872 million; FY / 18 before special items and adjusted for divestitures of Care Coordination activities at FMC (H1 / 18); FY / 19: before special items (transaction-related expenses, expenses associated with the cost optimization program at FMC, revaluations of biosimilars contingent liabilities);

GROUP FINANCIAL OUTLOOK 2019

Targets 2019 Fiscal year 2018 New guidance
Sales growth (in constant currency) 3% – 6%1 € 33,009 m1 confi rmed
Net income 3
growth (in constant currency)
~ 0%2 € 1,872 m2 confi rmed

1 On a comparable basis: FY / 18 adjusted for divestitures of Care Coordination activities at FMC (H1 / 18); FY / 19: adjusted for IFRS 16 effect

2 On a comparable basis: FY / 18 before special items and adjusted for divestitures of Care Coordination activities at FMC (H1 / 18); FY / 19: before special items

(transaction-related expenses, expenses associated with the cost optimization program at FMC, revaluations of biosimilars contingent liabilities);

including operating results of NxStage, adjusted for IFRS 16 effect 3

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

OUTLOOK 2019 BY BUSINESS SEGMENT

Targets 2019 1 Fiscal year 2018 New guidance 1
Fresenius Medical Care
Sales growth (in constant currency) 3% – 7% 2 € 16,026 m 2 confi rmed
Net income 3
growth (in constant currency)
- 2% – 2% 4 € 1,341 m 4 confi rmed
Fresenius Kabi
Sales growth (organic) 3% – 6% € 6,544 m confi rmed
EBIT growth (in constant currency) 3% – 6% € 1,139 m 5 confi rmed
Fresenius Helios
Sales growth (organic) 2% – 5% € 8,993 m confi rmed
EBIT growth - 5% – - 2% € 1,052 m confi rmed
Fresenius Vamed
Sales growth (organic) ~ 10% € 1,688 m confi rmed
EBIT growth 15% – 20% € 110 m confi rmed

1 On a comparable basis: FY / 18 before special items and adjusted for divestitures of Care Coordination activities at FMC (H1 / 18); FY / 19: before special items (transaction-related expenses,

expenses associated with the cost optimization program at FMC, revaluations of biosimilars contingent liabilities); adjusted for IFRS 16 effect

2 2018 adjusted for divestitures of Care Coordination activities; 2019 adjusted for IFRS 16 effects, excluding effects from NxStage transaction

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

2018 before special items and after adjustments; 2019 before special items (before transaction-related expenses, expenses associated with the cost optimization program),

adjusted for IFRS 16 effect, excluding effects from NxStage transaction 5 Before special items

4

RECONCILIATION FRESENIUS GROUP

€ in millions Q1 / 2019 Q1 / 2018 Growth rate Growth rate
in constant
currency
Sales reported 8,495 8,121 5% 2%
Divestitures of Care Coordination activities (Q1 / 2018) at FMC (Fresenius
Medical Care)
- - 251
IFRS 16 effect 22 -
Sales on a comparable basis 8,517 7,870 8% 5%
EBIT reported (after special items) 1,115 1,036 8% 4%
Transaction costs Akorn 2 5
Revaluations of biosimilars contingent liabilities - 7 -
Transaction costs Care Coordination activities - 13
Transaction costs NxStage 16 -
Expenses associated with the cost optimization program at FMC 4 -
EBIT (before special items) 1,130 1,054 7% 3%
Divestitures of Care Coordination activities at FMC (Q1 / 2018) - - 4
IFRS 16 effect - 19 -
EBIT on a comparable basis 1,111 1,050 6% 2%
Net interest reported (after special items) - 184 - 152 - 21% - 18%
Bridge Financing costs Akorn - 3
Revaluations of biosimilars contingent liabilities 3 -
Net interest (before special items) - 181 - 149 - 21% - 18%
Divestitures of Care Coordination activities at FMC (Q1 / 2018) - 10
IFRS 16 effect 48 -
Net interest on a comparable basis - 133 - 139 4% 6%

Reconciliation from the reported fi gures including IFRS 16 to the fi gures on a comparable basis.

The special items shown within the reconciliation tables are reported in the Group Corporate / Other segment.

RECONCILIATION FRESENIUS GROUP

€ in millions Q1 / 2019 Q1 / 2018 Growth rate Growth rate
in constant
currency
Income taxes reported (after special items) - 217 - 186 - 17% - 12%
Transaction costs Akorn - - 1
Bridge Financing costs Akorn - - 1
Revaluations of biosimilars contingent liabilities 1 -
Transaction costs NxStage - 4 -
Expenses associated with the cost optimization program at FMC - 1 -
Income taxes (before special items) - 221 - 188 - 18% - 13%
Divestitures of Care Coordination activities at FMC (Q1 /2018) - - 2
IFRS 16 effect - 8 -
Income taxes on a comparable basis - 229 - 190 - 21% - 16%
Noncontrolling interest reported (after special items) - 261 - 258 - 1% 4%
Transaction costs Care Coordination activities - - 9
Transaction costs NxStage - 8 -
Expenses associated with the cost optimization program at FMC - 2 -
Noncontrolling interest (before special items) - 271 - 267 - 1% 3%
Divestitures of Care Coordination activities at FMC (Q1 / 2018) - - 3
IFRS 16 effect - 13 -
Noncontrolling interest on a comparable basis - 284 - 270 - 5% 0%
Net income reported (after special items) 453 440 3% 0%
Transaction costs Akorn 2 4
Bridge Financing costs Akorn - 2
Revaluations of biosimilars contingent liabilities - 3 -
Transaction costs Care Coordination activities - 4
Transaction costs NxStage 4 -
Expenses associated with the cost optimization program at FMC 1 -
Net income (before special items) 457 450 2% -2%
Divestitures of Care Coordination activities at FMC (Q1 / 2018) - 1
IFRS 16 effect 8 -
Net income on a comparable basis 465 451 3% 0%

RECONCILIATION BUSINESS SEGMENTS

FRESENIUS MEDICAL CARE — Reconciliation according to Fresenius Medical Care

€ in millions Q1 / 2019 Q1 / 2018 Growth rate Growth rate
in constant
currency
Sales reported 4,133 3,976 4% - 1%
Divestitures of Care Coordination activities (Q1 / 2018) - - 251
IFRS 16 effect 22 -
NxStage operations - 30 -
Sales adjusted 4,125 3,725 11% 6%
EBIT reported 537 497 8% 3%
Transaction costs Care Coordination activities - 13
Divestitures of Care Coordination activities (Q1 / 2018) - - 4
IFRS 16 effect - 17 -
NxStage operations 11 -
Transaction costs NxStage 16 -
Expenses associated with the cost optimization program 4 -
EBIT adjusted 551 506 9% 4%
Net income reported 271 279 - 3% - 6%
Transaction costs Care Coordination activities - 13
Divestitures of Care Coordination activities (Q1 / 2018) - 4
IFRS 16 effect 18 -
NxStage operations 14 -
Transaction costs NxStage 12 -
Expenses associated with the cost optimization program 3 -
Net income adjusted 318 296 8% 3%

FRESENIUS MEDICAL CARE — Reconciliation according to the Fresenius Group

in Mio € Q1 / 2019 Q1 / 2018 Growth rate Growth rate
in constant
currency
Sales reported 4,133 3,976 4% - 1%
Divestitures of Care Coordination activities (Q1/2018) - - 251
IFRS 16 effect 22 -
Sales on a comparable basis 4,155 3,725 12% 6%
EBIT reported (after special items) 537 497 8% 3%
Transaction costs Care Coordination activities - 13
Transaction costs NxStage 16 -
Expenses associated with the cost optimization program at FMC 4 -
EBIT (before special items) 557 510 9% 4%
Divestitures of Care Coordination activities (Q1 / 2018) - - 4
IFRS 16 effect - 17 -
EBIT on a comparable basis 540 506 7% 2%
Net income reported (after special items) 271 279 -3% -6%
Transaction costs Care Coordination activities - 13
Transaction costs NxStage 12 -
Expenses associated with the cost optimization program at FMC 3 -
Net income (before special items) 286 292 -2% -6%
Divestitures of Care Coordination activities (Q1 / 2018) - 4
IFRS 16 effect 18 -
Net income on a comparable basis 304 296 3% -1%

RECONCILIATION BUSINESS SEGMENTS

FRESENIUS KABI

€ in millions Q1 / 2019 Q1 / 2018 Growth rate Growth rate
in constant
currency
Sales reported 1,701 1,603 6% 4%
Transaction costs Akorn 2 5
Revaluations of biosimilars contingent liabilities - 7 -
EBIT (before special items) 304 268 13% 7%
IFRS 16 effect - 1 -
EBIT on a comparable basis 303 268 13% 7%
Transaction costs Akorn 2 4
Revaluations of biosimilars contingent liabilities - 3 -
Net income (before special items) 202 170 19% 12%
IFRS 16 effect 1 -
Net income on a comparable basis 203 170 19% 12%

FRESENIUS HELIOS

€ in millions Q1 / 2019 Q1 / 2018 Growth rate
Sales reported 2,311 2,331 - 1%
German post-acute care business transferred from Fresenius Helios to Fresenius Vamed - -110
Sales adjusted for German post-acute care business 2,311 2,221 4%
EBIT reported 268 278 - 4%
IFRS 16 effect - 2 -
EBIT adjusted for IFRS 16 effect 266 278 - 4%
German post-acute care business transferred from Fresenius Helios to Fresenius Vamed - - 3
EBIT adjusted for IFRS 16 and German post-acute care business 266 275 - 3%

FRESENIUS VAMED

€ in millions Q1 / 2019 Q1 / 2018 Growth rate
Sales reported 440 249 77%
German post-acute care business acquired from Fresenius Helios - 110 -
Sales adjusted for German post-acute care business 330 249 33%
EBIT reported 12 6 100%
IFRS 16 effect - 1 -
EBIT adjusted for IFRS 16 effect 11 6 83%
German post-acute care business acquired from Fresenius Helios - 4 -
EBIT adjusted for IFRS 16 and German post-acute care business 7 6 17%

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

€ in millions Q1 / 2019 Q1 / 2018
Sales 8,495 8,121
Cost of sales - 5,991 - 5,783
Gross profi t 2,504 2,338
Selling, general and administrative expenses - 1,236 - 1,143
Research and development expenses - 153 - 159
Operating income (EBIT) 1,115 1,036
Net interest - 184 - 152
Income before income taxes 931 884
Income taxes - 217 - 186
Net income 714 698
Noncontrolling interest 261 258
Net income attributable to shareholders of Fresenius SE & Co. KGaA 453 440
Earnings per share in € 0.81 0.79
Fully diluted earnings per share in € 0.81 0.79

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 Q1 / 2019 Q1 / 2018
Net income 714 698
Other comprehensive income (loss)
Positions which will be reclassified into net income in subsequent years
Foreign currency translation 283 - 427
Cash flow hedges - 13 8
Income taxes on positions which will be reclassified 3 4
Positions which will not be reclassified into net income in subsequent years
Actuarial gains on defined benefit pension plans 0 1
Income taxes on positions which will not be reclassified 0
Other comprehensive income (loss), net 273 - 414
Total comprehensive income 987 284
Comprehensive income attributable to noncontrolling interest 362 69
Comprehensive income attributable to
shareholders of Fresenius SE & Co. KGaA
625 215

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

ASSETS

€ in millions March 31, 2019 December 31, 2018
Cash and cash equivalents 1,543 2,709
Trade accounts and other receivables, less allowance for doubtful accounts 7,415 6,540
Accounts receivable from and loans to related parties 30 29
Inventories 3,509 3,218
Other current assets 2,461 2,294
I. Total current assets 14,958 14,790
Property, plant and equipment 10,456 10,366
Right-of-use assets 5,859 0
Goodwill 27,164 25,713
Other intangible assets 3,871 3,130
Other non-current assets 1,891 1,927
Deferred taxes 786 777
II. Total non-current assets 50,027 41,913
Total assets 64,985 56,703

LIABILITIES AND SHAREHOLDERS' EQUITY

€ in millions March 31, 2019 December 31, 2018
Trade accounts payable 1,760 1,823
Short-term accounts payable to related parties 122 67
Short-term provisions and other short-term liabilities 6,128 6,240
Short-term debt 1,945 2,354
Short-term debt from related parties 6
Current portion of long-term debt 342 353
Current portion of long-term lease liabilities 779 0
Current portion of bonds 1,458 1,744
Current portion of convertible bonds 890 493
Short-term accruals for income taxes 242 201
A. Total short-term liabilities 13,672 13,275
Long-term debt, less current portion 6,743 5,944
Long-term lease liabilities, less current portion 5,471 0
Bonds, less current portion 8,285 7,246
Convertible bonds, less current portion 459 850
Long-term provisions and other long-term liabilities 1,631 1,634
Pension liabilities 1,255 1,235
Long-term accruals for income taxes 229 227
Deferred taxes 1,410 1,284
B. Total long-term liabilities 25,483 18,420
I. Total liabilities 39,155 31,695
A. Noncontrolling interest 9,828 9,597
Subscribed capital 556 556
Capital reserve 3,942 3,933
Other reserves 11,662 11,252
Accumulated other comprehensive loss - 158 - 330
B. Total Fresenius SE & Co. KGaA shareholders' equity 16,002 15,411
II. Total shareholders' equity 25,830 25,008
Total liabilities and shareholders' equity 64,985 56,703

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

€ in millions Q1 / 2019 Q1 / 2018
Operating activities
Net income 714 698
Adjustments to reconcile net income to cash and
cash equivalents provided by operating activities
Depreciation and amortization 571 349
Gain / Loss on sale of investments and divestitures - 9 2
Change in deferred taxes 45 - 18
Gain / Loss on sale of fixed assets - 1
Changes in assets and liabilities, net of amounts
from businesses acquired or disposed of
Trade accounts and other receivables, net - 773 - 695
Inventories - 173 - 70
Other current and non-current assets - 111 - 94
Accounts receivable from / payable to related parties 60 87
Trade accounts payable, provisions and other short-term and long-term liabilities - 69 - 124
Accruals for income taxes 35 101
Net cash provided by operating activities 289 236
Investing activities
Purchase of property, plant and equipment - 464 - 399
Proceeds from sales of property, plant and equipment 7 8
Acquisitions and investments, net of cash acquired and net purchases of intangible assets - 1,911 - 189
Proceeds from sale of investments and divestitures 11
Net cash used in investing activities - 2,357 - 580
Financing activities
Proceeds from short-term debt 400 404
Repayments of short-term debt - 803 - 161
Proceeds from long-term debt 419 108
Repayments of long-term debt - 105 - 112
Repayments of lease liabilities - 195 0
Proceeds from the issuance of bonds 1,000 0
Repayments of liabilities from bonds - 300 0
Payments for the share buy-back program of Fresenius Medical Care - 89 0
Proceeds from the accounts receivable securitization program 584 9
Proceeds from the exercise of stock options 3 5
Dividends paid - 43 - 45
Change in noncontrolling interest - 2 1
Net cash provided by fi nancing activities 869 209
Effect of exchange rate changes on cash and cash equivalents 33 - 17
Net decrease in cash and cash equivalents - 1,166 - 152
Cash and cash equivalents at the beginning of the reporting period 2,709 1,636
Cash and cash equivalents at the end of the reporting period 1,543 1,484

ADDITIONAL INFORMATION ON PAYMENTS

THAT ARE INCLUDED IN NET CASH PROVIDED BY OPERATING ACTIVITIES

€ in millions Q1 / 2019 Q1 / 2018
Received interest 18 12
Paid interest - 147 - 165
Income taxes paid - 121 - 114

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, 2017 554,710 554,710 555 3,848 9,656
Adjustment due to the initial application
of IFRS 9 and IFRS 15
0 0 0 0 - 28
As of January 1, 2018, adjusted 554,710 554,710 555 3,848 9,628
Proceeds from the exercise of stock options 165 165 4
Compensation expense related to stock options 7
Dividends paid
Purchase of noncontrolling interest
Noncontrolling interest subject to put provisions 21
Comprehensive income (loss)
Net income 440
Other comprehensive income (loss)
Cash flow hedges
Foreign currency translation
Actuarial gains on defined
benefit pension plans
Comprehensive income (loss) 440
As of March 31, 2018 554,875 554,875 555 3,859 10,089
As of December 31, 2018 556,225 556,225 556 3,933 11,252
Adjustment due to the initial application
of IFRS 16
0 0 0 0 - 44
As of January 1, 2019, adjusted 556,225 556,225 556 3,933 11,208
Proceeds from the exercise of stock options 98 98 3
Compensation expense related to stock options 6
Dividends paid
Purchase of noncontrolling interest
Noncontrolling interest subject to put provisions 1
Comprehensive income (loss)
Net income
Other comprehensive income (loss) 453
Cash flow hedges
Foreign currency translation
Comprehensive income (loss) 453
As of March 31, 2019 556,323 556,323 556 3,942 11,662

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

income (loss) € in millions
Foreign
currency
translation
€ in millions
Cash fl ow
hedges
€ in millions
Pensions
€ in millions
Equity
investments
Total Frese
nius SE &
Co. KGaA
shareholders'
equity
€ in millions
Non
controlling
interest
€ in millions
Total
shareholders'
equity
€ in millions
As of December 31, 2017 - 61 - 60 - 277 0 13,661 8,059 21,720
Adjustment due to the initial application
of IFRS 9 and IFRS 15
0 0 0 0 - 28 - 2 - 30
As of January 1, 2018, adjusted - 61 - 60 - 277 0 13,633 8,057 21,690
Proceeds from the exercise of stock options 4 1 5
Compensation expense related to stock options 7 1 8
Dividends paid 0 - 45 - 45
Purchase of noncontrolling interest 0 7 7
Noncontrolling interest subject to put provisions
Comprehensive income (loss)
21 46 67
Net income 440 258 698
Other comprehensive income (loss)
Cash flow hedges 1 1 4 5
Foreign currency translation - 223 - 223 - 193 - 416
Actuarial gains on defined
benefit pension plans
1 1 0 1
Comprehensive income (loss) - 223 1 1 219 69 288
As of March 31, 2018 - 284 - 59 - 276 0 13,884 8,136 22,020
As of December 31, 2018 38 - 61 - 311 4 15,411 9,597 25,008
Adjustment due to the initial application
of IFRS 16
0 0 0 0 - 44 - 95 - 139
As of January 1, 2019, adjusted 38 - 61 - 311 4 15,367 9,502 24,869
Proceeds from the exercise of stock options 3 3
Compensation expense related to stock options 6 1 7
Dividends paid 0 - 43 - 43
Purchase of noncontrolling interest 0 3 3
Noncontrolling interest subject to put provisions 1 3 4
Comprehensive income (loss)
Net income 453 261 714
Other comprehensive income (loss)
Cash flow hedges - 9 - 9 - 1 - 10
Foreign currency translation 181 181 102 283
Comprehensive income (loss) 181 - 9 625 362 987
As of March 31, 2019 219 - 70 - 311 4 16,002 9,828 25,830

Accumulated other comprehensive

Fresenius Medical Care Fresenius Kabi Fresenius Helios
adj. for
effect
IFRS 16
adj. for
effect
IFRS 16
adj. for
IFRS 16
effect
adj. for
effect
IFRS 16
adj. for
IFRS 16
effect
adj. for
IFRS 16
effect
by business segment, € in millions 2
2019
2
2019
3
2018
Change Change 4
2019
2019 4 3
2018
Change Change 2019 2019 2018 Change Change
Sales 4,133 4,155 3,976 4% 4% 1,701 1,701 1,603 6% 6% 2,311 2,311 2,331 - 1% - 1%
thereof contribution to
consolidated sales
4,123 4,145 3,968 4% 4% 1,688 1,688 1,589 6% 6% 2,309 2,309 2,331 - 1% - 1%
thereof intercompany sales 10 10 8 25% 25% 13 13 14 - 7% - 7% 2 2 0
contribution to consolidated sales 49% 49% 49% 20% 20% 19% 27% 27% 29%
EBITDA 919 735 685 34% 7% 394 378 338 17% 12% 370 355 376 - 2% - 6%
Depreciation and amortization 362 195 175 107% 11% 90 75 70 29% 7% 102 89 98 4% - 9%
EBIT 557 540 510 9% 6% 304 303 268 13% 13% 268 266 278 - 4% - 4%
Net interest - 108 - 66 - 83 - 30% 20% - 24 - 21 - 29 17% 28% - 43 - 39 - 40 - 8% 3%
Income taxes - 106 - 113 - 84 - 26% - 34% - 67 - 68 - 60 - 12% - 13% - 47 - 47 - 45 - 4% - 4%
shareholders of Fresenius SE & Co. KGaA
Net income attributable to
286 304 292 - 2% 4% 202 203 170 19% 19% 174 176 191 - 9% - 8%
Operating cash fl ow 76 - 65 - 45 -- - 44% 145 132 226 - 36% - 42% 103 91 97 6% - 6%
Cash fl ow before acquisitions and dividends - 123 - 264 - 263 53% 0% 5 - 8 130 - 96% - 106% 15 3 32 - 53% - 91%
Total assets 1 32,353 28,126 26,242 23% 7% 13,044 12,684 12,638 3% 0% 17,720 16,833 16,504 7% 2%
Debt 1 13,232 8,850 7,546 75% 17% 3,991 3,629 3,867 3% - 6% 7,223 6,331 6,219 16% 2%
Other operating liabilities 1 5,171 5,171 5,168 0% 0% 3,042 3,042 3,107 - 2% - 2% 2,132 2,132 2,051 4% 4%
Capital expenditure, gross 201 201 221 - 9% - 9% 121 121 78 55% 55% 89 89 70 27% 27%
Acquisitions, gross / investments 1,835 1,835 184 -- -- 59 59 -- -- 29 29 3 -- --
Research and development expenses 34 34 32 5% 5% 121 121 127 - 5% - 5% -- --
(per capita on balance sheet date) 1
Employees
125,643 125,643 120,328 4% 4% 38,764 38,764 37,843 2% 2% 100,648 100,648 100,144 1% 1%
Key fi gures
EBITDA margin 22.2% 17.7% 17.2% 23.2% 22.2% 21.1% 16.0% 15.4% 16.1%
EBIT margin 13.5% 13.0% 12.8% 17.9% 17.8% 16.7% 11.6% 11.5% 11.9%
Depreciation and amortization
in % of sales
8.8% 4.7% 4.4% 5.3% 4.4% 4.4% 4.4% 3.9% 4.2%
Operating cash flow in % of sales 1.8% - 1.6% - 1.1% 8.5% 7.8% 14.1% 4.5% 3.9% 4.2%
ROOA 1 7.9% 8.9% 10.0% 10.8% 11.2% 11.1% 6.3% 6.6% 6.8%

CONSOLIDATED SEGMENT REPORTING FIRST QUARTER (UNAUDITED)

FRESENIUS SE & CO. KGAA

1 2018: December 31 2 Before transaction-related effects and expenses associated with the cost optimization program 3 Before transaction-related effects

4 Before transaction-related effects and revaluations of biosimilars contingent liabilities

D)
TE
DI
AU
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R (U
ARTE
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RST Q
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RTI
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US SE & CO. KG
T REP
N
ME
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D SE
NI
FRESE
ATE
D
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NS
CO
Fresenius Vamed Corporate / Other Fresenius Group
adj. for
IFRS 16
effect
adj. for
effect
IFRS 16
adj. for
IFRS 16
effect
adj. for
IFRS 16
effect
adj. for
effect
IFRS 16
adj. for
IFRS 16
effect
by business segment, € in millions 2019 2019 2018 Change Change 3
2019
2019 3 4
2018
Change Change 2019 2019 2018 Change Change
Sales 440 440 249 77% 77% - 90 - 90 - 38 - 137% - 137% 8,495 8,517 8,121 5% 5%
thereof contribution to
consolidated sales
375 375 233 61% 61% 0 0 0 8,495 8,517 8,121 5% 5%
thereof intercompany sales 65 65 16 -- -- - 90 - 90 - 38 - 137% - 137% 0 0 0
contribution to consolidated sales 4% 4% 3% 0% 0% 0% 100% 100% 100%
EBITDA 29 20 9 -- 122% - 26 - 22 - 23 - 13% 4% 1,686 1,466 1,385 22% 6%
Depreciation and amortization 17 9 3 -- 200% 0 2 3 - 100% - 33% 571 370 349 64% 6%
EBIT 12 11 6 100% 83% - 26 - 24 - 26 0% 8% 1,115 1,096 1,036 8% 6%
Net interest - 4 - 3 0 - 5 - 7 0 - 184 - 136 - 152 - 21% 11%
Income taxes - 2 - 2 - 2 0% 0% 5 5 5 0% 0% - 217 - 225 - 186 - 17% - 21%
shareholders of Fresenius SE & Co. KGaA
Net income attributable to
6 6 4 50% 50% - 215 - 228 - 217 1% - 5% 453 461 440 3% 5%
Operating cash fl ow - 15 - 23 - 42 64% 45% - 20 - 17 0 289 118 236 22% - 50%
Cash fl ow before acquisitions and dividends - 21 - 29 - 44 52% 34% - 44 - 41 - 10 -- -- - 168 - 339 - 155 - 8% - 119%
Total assets 1 2,458 2,140 2,160 14% - 1% - 590 - 467 - 841 30% 44% 64,985 59,316 56,703 15% 5%
Debt 1 861 539 535 61% 1% 1,071 1,193 817 31% 46% 26,378 20,542 18,984 39% 8%
Other operating liabilities 1 882 882 912 - 3% - 3% 140 140 189 - 26% - 26% 11,367 11,367 11,427 - 1% - 1%
Capital expenditure, gross 6 6 3 100% 100% 24 24 8 200% 200% 441 441 380 16% 16%
Acquisitions, gross / investments 0 0 5 - 100% - 100% 0 0 0 1,923 1,923 192 -- --
Research and development expenses 0 0 0 - 2 - 2 0 153 153 159 - 4% - 4%
(per capita on balance sheet date) 1
Employees
17,580 17,580 17,299 2% 2% 1,160 1,160 1,136 2% 2% 283,795 283,795 276,750 3% 3%
Key fi gures
EBITDA margin 6.6% 4.5% 3.6% 20.0%5 17.4%5 17.3% 2
EBIT margin 2.7% 2.5% 2.4% 13.3%5 13.0%5 13.0% 2
Depreciation and amortization
in % of sales
3.9% 2.0% 1.2% 6.7% 4.3% 4.3%
Operating cash flow in % of sales - 3.4% - 5.2% - 16.9% 3.4% 1.4% 2.9%
ROOA 1 7.4% 8.7% 9.1% 8.0%6 8.7% 6 9.0% 7
3 After transaction-related effects, revaluations of biosimilars contingent liabilities and expenses associated with the cost
2 Before transaction-related effects
1 2018: December 31
The following notes are an integral part of the unaudited condensed interim fi nancial statements.
The consolidated segment reporting is an integral part of the notes.

3 After transaction-related effects, revaluations of biosimilars contingent liabilities and expenses associated with the cost optimization program at FMC

4 After transaction-related effects

5 Before transaction-related effects, revaluations of biosimilars contingent liabilities and expenses associated with the cost optimization program at FMC

6 The underlying pro forma EBIT does not include transaction-related effects, revaluations of biosimilars contingent

liabilities and expenses associated with the cost optimization program at FMC. 7 The underlying pro forma EBIT does not include transaction-related effects, revaluations of biosimilars contingent

liabilities and the impact of FCPA related charge.

TABLE OF CONTENTS NOTES

30 General notes

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

35 Notes on the consolidated statement of income

  • 35 3. Special items
  • 35 4. Sales
  • 35 5. Research and development expenses
  • 35 6. Taxes
  • 35 7. Earnings per share

36 Notes on the consolidated statement of fi nancial position

  • 36 8. Cash and cash equivalents
  • 36 9. Trade accounts and other receivables
  • 36 10. Inventories
  • 36 11. Other current and non-current assets
  • 37 12. Goodwill and other intangible assets
  • 38 13. Debt
  • 41 14. Bonds
  • 42 15. Convertible bonds
  • 42 16. Pensions and similar obligations
  • 42 17. Noncontrolling interest
  • 43 18. Fresenius SE & Co. KGaA shareholders' equity

44 Other notes

  • 44 19. Legal and regulatory matters
  • 45 20. Leases
  • 46 21. Financial instruments
  • 49 22. Supplementary information on capital management
  • 49 23. Supplementary information on the consolidated statement of cash fl ows
  • 49 24. Notes on the consolidated segment reporting
  • 50 25. Share-based compensation plans
  • 50 26. Subsequent events
  • 50 27. Corporate Governance

GENERAL NOTES

1. PRINCIPLES

I. GROUP STRUCTURE

Fresenius is a global health care 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 health care 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 March 31, 2019:

  • ▶ 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

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 315e of the German Commercial Code (HGB).

The accompanying condensed interim fi nancial statements comply with the International Accounting Standard (IAS) 34. They have been prepared in accordance with the IFRS in force on the reporting date and adopted by the European Union.

The Fresenius Group has applied IFRS 16, Leases, since January 1, 2019. As a result of the implementation, the Fresenius Group has updated its accounting policies accordingly. Changes in the accounting policies due to the implementation of IFRS 16 are described in note 1.IV, Recent pronouncements, applied.

For all other issues, the accounting policies applied in the accompanying consolidated fi nancial statements are the same as those applied in the consolidated fi nancial statements as of December 31, 2018.

III. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation

The condensed consolidated fi nancial statements and management report for the fi rst quarter ended March 31, 2019 have not been audited nor reviewed and should be read in conjunction with the notes included and published in the consolidated fi nancial statements as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

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

The consolidated fi nancial statements for the fi rst quarter ended March 31, 2019 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 quarter ended March 31, 2019 are not necessarily indicative of the results of operations for the fi scal year 2019.

Classifi cations

As of December 31, 2018, property, plant and equipment included leased fi xed assets of € 142 million recognized in accordance with IAS 17. These were transferred to the line item right-of-use assets as of the beginning of fi scal year 2019.

As of December 31, 2018, the item of the statement of fi nancial position current portion of long-term debt included short-term liabilities from capital leases in accordance with IAS 17 of € 22 million. From fi scal year 2019, these are included in current portion of long-term lease liabilities.

As of December 31, 2018, the statement of fi nancial position item long-term debt, less current portion included longterm liabilities from capital leases in accordance with IAS 17 of € 197 million. From fi scal year 2019, these are included in long-term lease liabilities, less current portion.

In the consolidated statement of cash fl ows, in the comparative information for the fi rst quarter of 2018, the line item repayments of long-term debt (in prior year designated as: repayments of long-term debt and capital lease obligations) included repayments of liabilities from capital leases in accordance with IAS 17 of € 5 million. From fi scal year 2019, these repayments are included in the line item repayments of lease liabilities in accordance with IFRS 16.

Use of estimates

The preparation of consolidated fi nancial statements in conformity with IFRS 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 March 31, 2019 in conformity with IFRS in force for the interim periods on January 1, 2019.

In the fi rst quarter of 2019, the Fresenius Group applied the following new standard relevant for its business for the fi rst time:

IFRS 16

In January 2016, the IASB issued IFRS 16, Leases, which supersedes the current standard on lease accounting, IAS 17, as well as the interpretations IFRIC 4, SIC-15 and SIC-27. IFRS 16 signifi cantly changes lessee accounting. For almost all leases, a lessee is required to recognize a right-of-use asset representing its right to use the underlying leased asset and a

lease liability representing its obligation to make lease payments. Only leases with a total maximum term of 12 months (short-term leases) and leases for underlying assets of low value may optionally be exempted from balance sheet recognition by applying an accounting policy choice. Depreciation of the right-of-use asset and interest on the lease liability must be recognized in the consolidated statement of income for every lease contract recognized in the balance sheet. Therefore, straight-line rental expenses will no longer be shown for the vast majority of the leases. The lessor accounting requirements in IAS 17 are substantially carried forward.

The Fresenius Group applies the modifi ed retrospective method in accordance with IFRS 16 as the transition method. Accordingly, the cumulative effect from fi rst-time application was recognized in the opening balance of retained earnings as of January 1, 2019 without adjustments to the comparative information of the previous period.

In the application of the modifi ed retrospective method, the carrying amount of the lease liability at the date of the initial application is determined by discounting the remaining lease payments of lease agreements that were classifi ed as operating leases under IAS 17 using the term-, country- and currencyspecifi c incremental borrowing rate at date of initial application. Furthermore, right-of-use assets are to be recognized. In the application of the modifi ed retrospective method, the carrying amount of the right-of-use asset equals the carrying amount of the lease liability, adjusted for any prepaid or accrued lease payments. For a part of the existing contracts, the Fresenius Group recognizes the right-of-use asset with its carrying amount assuming the new standard had been applied since the commencement date of the lease discounted using its term-, country- and currency-specifi c incremental borrowing rate at the date of initial application.

Regarding the options and exemptions available upon the initial application of IFRS 16, the Fresenius Group adopted the following approach:

  • ▶ IFRS 16 is only applied to contracts that were previously identifi ed as leases under IAS 17 and IFRIC 4.
  • ▶ Recognition, valuation and disclosure principles of IFRS 16 are not applied to lease contracts with a lease term ending in less than 12 months from the date of the initial application. The respective lease contracts are accounted for as if they were short-term leases and recognized as an expense accordingly.
  • ▶ Material initial direct costs are included in the measurement of a right-of-use asset with the carrying amount assuming the new standard was applied since the commencement date of the lease.
  • ▶ Upon initial recognition, no impairment review was performed. The right-of-use assets were adjusted for onerous contract provisions, recognized on the consolidated statement of fi nancial position immediately before the date of initial application.

Right-of-use assets from lease contracts are classifi ed in accordance with the Fresenius Group's classifi cation of property plant and equipment:

  • ▶ Right-of-use assets: land
  • ▶ Right-of-use assets: buildings and improvements
  • ▶ Right-of-use assets: machinery and equipment

In addition to the right-of-use asset categories above, prepayments on right-of-use assets are presented separately. Rightof-use assets from lease contracts and lease liabilities are presented separately from property, plant and equipment and other fi nancial debt in the consolidated statement of fi nancial position.

For lease contracts that include both lease and non-lease components that are not separable from lease components, no allocation is performed. Each lease component and any associated non-lease components are accounted for as a single lease.

For the impacts of IFRS 16, please see note 20, Leases.

V. RECENT PRONOUNCEMENTS, NOT YET APPLIED

The International Accounting Standards Board (IASB) issued the following new standard relevant for the Fresenius Group's business:

In May 2017, the IASB issued IFRS 17, Insurance Contracts. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosure related to the issuance of insurance contracts. IFRS 17 replaces IFRS 4, Insurance Contracts, which was brought in as an interim standard in 2004. IFRS 4 permitted the use of national accounting standards for the accounting of insurance contracts under IFRS. As a result of the varied application for insurance contracts, there was a lack of comparability among peer groups. IFRS 17 eliminates this diversity in practice by requiring all insurance contracts to be accounted for using current values. The frequent updates to the insurance values are expected to provide more useful information to users of fi nancial statements. IFRS 17 is effective for fi scal years beginning on or after January 1, 2021. Earlier adoption is permitted for entities that have also adopted IFRS 9, Financial Instruments, and IFRS 15, Revenue from Contracts with Customers. The Fresenius Group is currently evaluating the impact of IFRS 17 on the consolidated fi nancial statements.

The EU Commission's endorsement of IFRS 17 is still outstanding.

In the Fresenius Group's view, all other pronouncements issued by the IASB do not have a material impact on the consolidated fi nancial statements, as expected.

2. ACQUISITIONS, DIVESTITURES AND INVESTMENTS

The Fresenius Group made acquisitions, investments and purchases of intangible assets of € 1,923 million and € 192 million in the fi rst quarter of 2019 and 2018, respectively. Of this amount, € 1,911 million was paid in cash and € 12 million was assumed obligations in the fi rst quarter of 2019.

FRESENIUS MEDICAL CARE

In the fi rst quarter of 2019, Fresenius Medical Care spent € 1,835 million on acquisitions, mainly on the purchase of NxStage Medical, Inc. (NxStage).

Acquisition of NxStage Medical, Inc., USA

On February 21, 2019, Fresenius Medical Care acquired all of the outstanding shares of NxStage for US\$ 30.00 per common share. The total acquisition value of this business combination, net of cash acquired, is US\$ 1,976 million (€ 1,741 million at date of closing). NxStage is a leading medical technology company that develops, produces and markets an innovative product portfolio of medical devices for use in home dialysis and in the critical care setting. NxStage has been consolidated as of February 21, 2019.

The transaction was accounted for as a business combination. The following table summarizes the current estimated fair values of assets acquired and liabilities assumed at the date of the acquisition. This allocation of the purchase price is based upon the best information available to management at present. Due to the relatively short interval between the closing date of the acquisition and the date of the statement of

fi nancial position, this information may be incomplete. Any adjustments to acquisition accounting, net of related income tax effects, will be recorded with a corresponding adjustment to goodwill.

US\$ in millions

Cash and cash equivalents 47
Trade accounts and other receivables 34
Other current assets 89
Property, plant and equipment 85
Intangible assets and other assets 818
Goodwill 1,165
Accounts payable, current provisions and other
current liabilities - 69
Income tax payable and deferred taxes - 119
Other liabilities - 23
Noncontrolling interest (subject and not subject to
put provisions) - 4
Total acquisition cost 2,023
Less cash acquired - 47
Net cash paid 1,976

As of the acquisition date, it is estimated that amortizable intangible assets acquired in this acquisition will have weighted-average useful lives of 13 years.

Goodwill in the amount of US\$ 1,165 million was acquired as part of the NxStage acquisition.

NxStage's results have been included in the Fresenius Group's consolidated statement of income since February 21, 2019. Specifi cally, NxStage has contributed US\$ 34 million (€ 30 million) to sales and - US\$ 13 million (- € 11 million) to the operating income (EBIT) of the Fresenius Group for the fi rst quarter of 2019. This operating loss amount does not include synergies which may have resulted at consolidated entities outside NxStage since the acquisition closed.

FRESENIUS KABI

In the fi rst quarter of 2019, Fresenius Kabi spent € 59 million on acquisitions, mainly for already planned acquisition related milestone payments relating to the acquisition of the biosimilars business.

Termination of the merger agreement with Akorn, Inc.

On April 24, 2017, Fresenius announced that Fresenius Kabi has agreed to acquire Akorn, Inc. (Akorn), a U.S.-based manufacturer and marketer of prescription and over-thecounter pharmaceutical products, for approximately US\$ 4.3 billion, or US\$ 34 per share, plus the prevailing net debt at closing of the transaction.

Fresenius conducted an independent investigation, using external experts, into alleged breaches of FDA data integrity requirements relating to product development at Akorn.

Fresenius decided on April 22, 2018 to terminate the merger agreement with Akorn, due to Akorn's failure to fulfi ll several closing conditions.

Fresenius' decision was based on, among other factors, material breaches of FDA data integrity requirements relating to Akorn's operations found during Fresenius' independent investigation. Fresenius offered to delay its decision in order to allow Akorn additional opportunity to complete its own

investigation and present any information it wished Fresenius to consider, but Akorn declined that offer.

Akorn disagreed with Fresenius' position and fi led a lawsuit on April 23, 2018 purporting to enforce the merger agreement.

Fresenius fi led a counterclaim on April 30, 2018. The trial of the lawsuit took place in the Delaware Court of Chancery from July 9 to 13 and on August 23, 2018.

On October 1, 2018, the Court of Chancery in the U.S. state of Delaware ruled in favor of Fresenius in the lawsuit by Akorn, Inc. against Fresenius for the consummation of the April 2017 merger agreement.

Akorn appealed on October 18, 2018 against this ruling to the Delaware Supreme Court. On December 7, 2018, the Delaware Supreme Court, being the highest court and fi nal instance in Delaware, affi rmed the ruling of the Court of Chancery in favor of Fresenius. Fresenius has sued Akorn for damages suffered as a result of lost acquisition expenses.

FRESENIUS HELIOS

In the fi rst quarter of 2019, Fresenius Helios spent € 29 million on acquisitions, mainly for the purchase of Mitteldeutsches Institut für Arbeitsmedizin GmbH and outpatient clinics in Germany.

NOTES ON THE CONSOLIDATED STATEMENT OF INCOME

3. SPECIAL ITEMS

Net income attributable to shareholders of Fresenius SE & Co. KGaA for the fi rst quarter of 2019 in the amount of € 453 million includes special items relating to the acquisition of NxStage and the cost optimization program of Fresenius Medical Care. Furthermore, special items due to the revaluation of biosimilars contingent liabilities as well as the terminated merger agreement with Akorn, Inc. are included in net income attributable to shareholders of Fresenius SE & Co. KGaA.

The special items had the following impact on the consolidated statement of income:

Earnings Q1 / 2019 according
to IFRS
1,115 - 184 453
Transaction-related effects of
Akorn
- 2 0 - 2
Transaction-related effects of
biosimilars
7 - 3 3
Cost optimization program
Fresenius Medical Care
- 4 0 - 1
Transaction-related effects of
NxStage
- 16 0 - 4
Earnings Q1 / 2019, before
special items
1,130 - 181 457
€ in millions EBIT Interest
expenses
Net income
attributable to
share holders
of Fresenius
SE & Co. KGaA

4. SALES

In the fi rst quarter of 2019, sales by activity were as follows:

€ in millions Q1 / 2019 Q1 / 2018
Sales from contracts with customers 8,398 8,049
thereof sales of services 5,847 5,638
thereof sales of products and related
services
2,442 2,318
thereof sales from long-term production
contracts
107 92
thereof further sales from contracts with
customers
2 1
Other sales 97 72
Sales 8,495 8,121

Other sales include sales from insurance and lease contracts.

5. RESEARCH AND DEVELOPMENT EXPENSES

Research and development expenses of € 153 million (Q1 / 2018: € 159 million) included expenditures for research and non- capitalizable development costs as well as regular depreciation and amortization expenses relating to capitalized development costs of € 4 million (Q1 / 2018: € 4 million). The expenses for the further development of the biosimilars business included in the research and development expenses amounted to € 27 million in the fi rst quarter of 2019 (Q1 / 2018: € 34 million).

6. TAXES

During the fi rst quarter of 2019, there were no material changes relating to accruals for income taxes as well as recognized and accrued payments for interest and penalties. Further information can be found in the consolidated fi nancial statements as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

7. EARNINGS PER SHARE

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

Q1 / 2019 Q1 / 2018
Numerators, € in millions
Net income attributable to
shareholders of
Fresenius SE & Co. KGaA 453 440
less effect from dilution due to
Fresenius Medical Care shares
Income available to
all ordinary shares 453 440
Denominators in number of shares
Weighted-average number of
ordinary shares outstanding 556,260,733 554,817,933
Potentially dilutive
ordinary shares 993,367 2,616,099
Weighted-average number
of ordinary shares outstanding
assuming dilution 557,254,100 557,434,032
Basic earnings per share in € 0.81 0.79
Fully diluted earnings per share in € 0.81 0.79

NOTES ON THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

8. CASH AND CASH EQUIVALENTS

As of March 31, 2019 and December 31, 2018, cash and cash equivalents were as follows:

As of March 31, 2019 and December 31, 2018, earmarked funds of € 113 million and € 123 million, respectively, were included in cash and cash equivalents.

9. TRADE ACCOUNTS AND OTHER RECEIVABLES

As of March 31, 2019 and December 31, 2018, trade accounts and other receivables were as follows:

€ in millions March 31, 2019 Dec. 31, 2018
Cash 1,167 1,273
Time deposits and securities
(with a maturity of up to 90 days) 376 1,436
Total cash and cash equivalents 1,543 2,709
March 31, 2019 Dec. 31, 2018
€ in millions thereof credit
impaired
thereof credit
impaired
Trade accounts and other receivables 7,748 754 6,863 671
less allowance for doubtful accounts 333 258 323 253
Trade accounts and other receivables, net 7,415 496 6,540 2,162

Within trade accounts and other receivables, net, as of March 31, 2019, € 7,668 million relate to revenue from contracts with customers as defi ned by IFRS 15. This amount includes € 333 million of allowance for doubtful accounts. Further trade accounts and other receivables, net relate to lease contracts.

10. INVENTORIES

As of March 31, 2019 and December 31, 2018, inventories consisted of the following:

€ in millions March 31, 2019 Dec. 31, 2018
Raw materials and
purchased components
795 761
Work in process 354 326
Finished goods 2,489 2,245
less reserves 129 114
Inventories, net 3,509 3,218

11. OTHER CURRENT AND NON-CURRENT ASSETS

At equity investments as of March 31, 2019 in the amount of € 630 million (December 31, 2018: € 650 million) mainly related to the joint venture named Vifor Fresenius Medical Care Renal Pharma Ltd. between Fresenius Medical Care and Galenica Ltd. In the fi rst quarter of 2019, income of € 20 million (Q1 / 2018: € 18 million) resulting from this valuation was included in selling, general and administrative expenses in the consolidated statement of income.

12. GOODWILL AND OTHER INTANGIBLE ASSETS

As of March 31, 2019 and December 31, 2018, intangible assets, split into amortizable and non-amortizable intangible assets, consisted of the following:

AMORTIZABLE INTANGIBLE ASSETS

March 31, 2019 December 31, 2018
€ in millions Acquisition
cost
Accumulated
amortization
Carrying
amount
Acquisition
cost
Accumulated
amortization
Carrying
amount
Technology 966 244 722 428 235 193
Capitalized development costs 893 255 638 895 255 640
Customer relationships 767 139 628 717 122 595
Tradenames 700 101 599 699 90 609
Software 879 447 432 821 433 388
Patents, product and distribution rights 738 445 293 759 432 327
Non-compete agreements 334 289 45 329 282 47
Other 574 300 274 418 289 129
Total 5,851 2,220 3,631 5,066 2,138 2,928

The increase of the position technology mainly relates to the acquisition of NxStage.

NON-AMORTIZABLE INTANGIBLE ASSETS

March 31, 2019 December 31, 2018
€ in millions Acquisition
cost
Accumulated
amortization
Carrying
amount
Acquisition
cost
Accumulated
amortization
Carrying
amount
Goodwill 27,164 0 27,164 25,713 0 25,713
Tradenames 237 0 237 199 0 199
Management contracts 3 0 3 3 0 3
Total 27,404 0 27,404 25,915 0 25,915

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, 2018 12,104 5,155 7,902 118 6 25,285
Additions 328 44 102 21 0 495
Disposals - 664 0 - 1 0 - 665
Reclassifi cations 0 0 - 146 146 0 0
Foreign currency translation 442 156 0 0 0 598
Carrying amount as of December 31, 2018 12,210 5,355 7,857 285 6 25,713
Additions 1,120 0 15 0 0 1,135
Disposals 0 0 0 0
Reclassifi cations 2 0 0 0 0 2
Foreign currency translation 230 83 0 1 0 314
Carrying amount as of March 31, 2019 13,562 5,438 7,872 286 6 27,164

The increase of goodwill mainly relates to the acquisition of NxStage.

As of March 31, 2019 and December 31, 2018, the carrying amounts of the other non-amortizable intangible assets were € 224 million and € 186 million, for Fresenius Medical Care as well as € 16 million for Fresenius Kabi.

13. DEBT

SHORT-TERM DEBT

As of March 31, 2019 and December 31, 2018, short-term debt consisted of the following:

Book value
€ in millions March 31, 2019 December 31, 2018
Fresenius SE & Co. KGaA Commercial Paper 477 973
Fresenius Medical Care AG & Co. KGaA Commercial Paper 1,000 1,000
Other short-term debt 468 381
Short-term debt 1,945 2,354

LONG-TERM DEBT

As of March 31, 2019 and December 31, 2018, long-term debt net of debt issuance costs consisted of the following:

Book value
€ in millions March 31, 2019 December 31, 2018
Fresenius Medical Care Credit Agreement 2,296 1,887
Fresenius Credit Agreement 2,088 2,116
Schuldschein Loans 1,636 1,629
Accounts Receivable Facility of Fresenius Medical Care 590 0
Capital lease obligations 1 0 219
Other 475 446
Subtotal 7,085 6,297
less current portion 342 353
Long-term debt, less current portion 2 6,743 5,944

1 The position included liabilities from capital leases in accordance with IAS 17 as of December 31, 2018. From January 1, 2019, these are transferred to current portion of long-term lease liabilities and long-term lease liabilities, less current portion. 2

As of December 31, 2018, the item was designated as long-term debt and capital lease obligations, less current portion and included liabilities from capital leases in accordance with IAS 17. From January 1, 2019, these are transferred to long-term lease liabilities, less current portion.

Fresenius Medical Care 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 tenor on October 30, 2012.

In the years 2014 and 2017, various amendments of the Fresenius Medical Care Credit Agreement were made. These related to the amount and structure of the available tranches, among other items. In addition, the terms have been extended.

The following tables show the available and outstanding amounts under the Fresenius Medical Care Credit Agreement at March 31, 2019 and at December 31, 2018:

March 31, 2019
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facility (in US\$) 2017 / 2022 US\$ 900million 801 US\$246 million 219
Revolving Credit Facility (in €) 2017 / 2022 € 600 million 600 € 200 million 200
Term Loan (in US\$) 2017 / 2022 US\$ 1,320million 1,175 US\$1,320 million 1,175
Term Loan (in €) 2017 / 2020 € 400 million 400 € 400 million 400
Term Loan (in €) 2017 / 2022 € 308 million 308 € 308 million 308
Total 3,284 2,302
less fi nancing cost 6
Total 2,296
December 31, 2018
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facility (in US\$) 2017 / 2022 US\$ 900 million 786 US\$0 million 0
Revolving Credit Facility (in €) 2017 / 2022 € 600 million 600 € 0 million 0
Term Loan (in US\$) 2017 / 2022 US\$ 1,350 million 1,179 US\$1,350 million 1,179
Term Loan (in €) 2017 / 2020 € 400 million 400 € 400 million 400
Term Loan (in €) 2017 / 2022 € 315 million 315 € 315 million 315
Total 3,280 1,894
less fi nancing cost 7
Total 1,887

As of March 31, 2019, FMC-AG & Co. KGaA and its subsidiaries were in compliance with all covenants under the Fresenius Medical Care Credit Agreement.

Fresenius Credit Agreement

On December 20, 2012, Fresenius SE & Co. KGaA and various subsidiaries entered into a delayed draw syndicated credit

agreement (2013 Credit Agreement) in the original amount of US\$ 1,300 million and € 1,250 million. Since the initial funding of the Credit Agreement in June 2013, additional tranches were added. Furthermore, scheduled amortization payments as well as voluntary repayments have been made. In August 2017, the Credit Agreement was refi nanced and replaced by new tranches with a total amount of approximately € 3,800 million.

The following tables show the available and outstanding amounts under the Fresenius Credit Agreement at March 31, 2019 and at December 31, 2018:

March 31, 2019
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facility (in €) 2017 / 2022 € 1,000 million 1,000 € 0 million 0
Revolving Credit Facility (in US\$) 2017 / 2022 US\$ 500 million 445 US\$ 0 million 0
Term Loan (in €) 2017 / 2021 € 750 million 750 € 750 million 750
Term Loan (in €) 2017 / 2022 € 850 million 850 € 850 million 850
Term Loan (in US\$) 2017 / 2022 US\$ 560 million 498 US\$ 560 million 498
Total 3,543 2,098
less fi nancing cost 10
Total 2,088
December 31, 2018
Maximum amount available Balance outstanding
€ in millions € in millions
Revolving Credit Facility (in €) 2017 / 2022 € 1,000 million 1,000 € 0 million 0
Revolving Credit Facility (in US\$) 2017 / 2022 US\$ 500 million 437 US\$ 0 million 0
Term Loan (in €) 2017 / 2021 € 750 million 750 € 750 million 750
Term Loan (in €) 2017 / 2022 € 875 million 875 € 875 million 875
Term Loan (in US\$) 2017 / 2022 US\$ 575 million 502 US\$ 575 million 502
Total 3,564 2,127
less fi nancing cost 11
Total 2,116

As of March 31, 2019, the Fresenius Group was in compliance with all covenants under the Fresenius Credit Agreement.

Schuldschein Loans

As of March 31, 2019 and December 31, 2018, Schuldschein Loans of the Fresenius Group net of debt issuance costs consisted of the following:

Book value
€ in millions
Notional amount Maturity Interest rate
fi xed / variable
March 31, 2019 Dec 31, 2018
Fresenius SE & Co. KGaA 2014 / 2020 € 262 million April 2, 2020 2.67% / variable 262 262
Fresenius SE & Co. KGaA 2017 / 2022 € 372 million Jan. 31, 2022 0.93% / variable 371 371
Fresenius SE & Co. KGaA 2015 / 2022 € 21 million April 7, 2022 1.61% 21 21
Fresenius SE & Co. KGaA 2017 / 2024 € 421 million Jan. 31, 2024 1.40% / variable 420 420
Fresenius SE & Co. KGaA 2017 / 2027 € 207 million Jan. 29, 2027 1.96% / variable 207 207
Fresenius US Finance II, Inc. 2016 / 2021 US\$ 342 million March 10, 2021 2.66% / variable 303 297
Fresenius US Finance II, Inc. 2016 / 2023 US\$ 58 million March 10, 2023 3.12% / variable 52 51
Schuldschein Loans 1,636 1,629

In order to optimize the capital structure and to further reduce fi nancing costs, two fl oating rate tranches of Schuldschein Loans due originally on April 2, 2020 in the amount

of € 55 million and € 101 million have been terminated and prepaid as per April 2, 2019.

As of March 31, 2019, 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 March 31, 2019, the additional

fi nancial cushion resulting from unutilized credit facilities was approximately € 3.2 billion. Thereof approximately € 2.4 billion accounted for syndicated credit facilities.

14. BONDS

As of March 31, 2019 and December 31, 2018, bonds of the Fresenius Group net of debt issuance costs consisted of the following:

Book value
€ in millions
Notional amount Maturity Interest rate March 31, 2019 Dec. 31, 2018
Fresenius Finance Ireland PLC 2017 / 2022 € 700 million Jan. 31, 2022 0.875% 697 697
Fresenius Finance Ireland PLC 2017 / 2024 € 700 million Jan. 30, 2024 1.50% 697 696
Fresenius Finance Ireland PLC 2017 / 2027 € 700 million Feb. 1, 2027 2.125% 692 692
Fresenius Finance Ireland PLC 2017 / 2032 € 500 million Jan. 30, 2032 3.00% 494 494
Fresenius SE & Co. KGaA 2014 / 2019 € 300 million Feb. 1, 2019 2.375% 0 300
Fresenius SE & Co. KGaA 2012 / 2019 € 500 million Apr. 15, 2019 4.25% 500 500
Fresenius SE & Co. KGaA 2013 / 2020 € 500 million July 15, 2020 2.875% 499 499
Fresenius SE & Co. KGaA 2014 / 2021 € 450 million Feb. 1, 2021 3.00% 448 447
Fresenius SE & Co. KGaA 2014 / 2024 € 450 million Feb. 1, 2024 4.00% 450 450
Fresenius SE & Co. KGaA 2019 / 2025 € 500 million Feb. 15, 2025 1.875% 494 0
Fresenius SE & Co. KGaA 2019 / 2029 € 500 million Feb. 15, 2029 2.875% 494 0
Fresenius US Finance II, Inc. 2014 / 2021 US\$ 300 million Feb. 1, 2021 4.25% 266 261
Fresenius US Finance II, Inc. 2015 / 2023 US\$ 300 million Jan. 15, 2023 4.50% 265 260
FMC Finance VII S.A. 2011 / 2021 € 300 million Feb. 15, 2021 5.25% 298 297
FMC Finance VIII S.A. 2012 / 2019 € 250 million July 31, 2019 5.25% 246 246
Fresenius Medical Care AG & Co. KGaA 2018 / 2025 € 500 million July 11, 2025 1.50% 496 496
Fresenius Medical Care US Finance, Inc. 2011 / 2021 US\$ 650 million Feb. 15, 2021 5.75% 576 565
Fresenius Medical Care US Finance II, Inc. 2012 / 2019 US\$ 800 million July 31, 2019 5.625% 712 698
Fresenius Medical Care US Finance II, Inc. 2014 / 2020 US\$ 500 million Oct. 15, 2020 4.125% 444 435
Fresenius Medical Care US Finance II, Inc. 2012 / 2022 US\$ 700 million Jan. 31, 2022 5.875% 621 610
Fresenius Medical Care US Finance II, Inc. 2014 / 2024 US\$ 400 million Oct. 15, 2024 4.75% 354 347
Bonds 9,743 8,990

On January 21, 2019, Fresenius SE & Co. KGaA issued bonds with an aggregate volume of € 1.0 billion. The bonds consist of 2 tranches with maturities of 6 and 10 years. The coupon of the 6-year tranche of € 500 million is 1.875% and was issued at a price of 99.257%. The € 500 million tranche with a 10-year maturity has a coupon of 2.875% and was issued at a price of 99.164%. The proceeds were used for general corporate purposes including refi nancing of the bonds issued by Fresenius SE & Co. KGaA in the amount of € 300 million due on February 1, 2019 and € 500 million due on April 15, 2019. These were redeemed at maturity. The

bonds issued by Fresenius SE & Co. KGaA in the amount of € 500 million due on April 15, 2019 are shown as current portion of bonds in the consolidated statement of fi nancial position.

As of March 31, 2019, the bonds issued by FMC Finance VIII S.A. in the amount of € 250 million and the bonds issued by Fresenius Medical Care US Finance II, Inc. in the amount of US\$ 800, due on July 31, 2019, are shown as current portion of bonds in the consolidated statement of fi nancial position.

As of March 31, 2019, the Fresenius Group was in compliance with all of its covenants under the bonds.

15. CONVERTIBLE BONDS

As of March 31, 2019 and December 31, 2018, 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
March 31, 2019 Dec. 31, 2018
Fresenius SE & Co. KGaA 2014 / 2019 € 500 million Sept. 24, 2019 0.000% € 49.0848 495 493
Fresenius SE & Co. KGaA 2017 / 2024 € 500 million Jan. 31, 2024 0.000% € 106.8947 459 457
Fresenius Medical Care AG & Co. KGaA 2014 / 2020 € 400 million Jan. 31, 2020 1.125% € 73.1980 395 393
Convertible bonds 1,349 1,343

The fair value of the derivatives embedded in the convertible bonds of Fresenius SE & Co. KGaA was € 41 million at March 31, 2019. 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 € 27 million at March 31, 2019. Fresenius SE & Co. KGaA and FMC-AG & Co. KGaA have purchased stock options (call options) to hedge future fair value fl uctuations of these derivatives. As of March 31, 2019, the call options had a corresponding aggregate fair value of € 41 million and € 27 million, respectively.

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 current and other non-current liabilities / assets in the consolidated statement of fi nancial position.

The convertible bonds issued by Fresenius SE & Co. KGaA in the amount of € 500 million due on September 24, 2019 as well as the convertible bonds issued by FMC-AG & Co. KGaA in the amount of € 400 million due on January 31, 2020, are shown as current portion of convertible bonds in the consolidated statement of fi nancial position.

16. PENSIONS AND SIMILAR OBLIGATIONS

DEFINED BENEFIT PENSION PLANS

At March 31, 2019, the pension liability of the Fresenius Group was € 1,277 million. The current portion of the pension liability of € 22 million is recognized in the consolidated statement of fi nancial position within short-term provisions and other short-term liabilities. The non-current portion of € 1,255 million is recorded as pension liability.

Contributions to Fresenius Group's pension fund were € 3 million in the fi rst quarter of 2019. The Fresenius Group expects approximately € 15 million contributions to the pension fund during 2019.

Defi ned benefi t pension plans' net periodic benefi t costs of € 23 million (Q1 / 2018: € 22 million) were comprised of the following components:

€ in millions Q1 / 2019 Q1 / 2018
Service cost 16 15
Net interest cost 7 7
Net periodic benefi t cost 23 22

17. NONCONTROLLING INTEREST

As of March 31, 2019 and December 31, 2018, noncontrolling interest in the Fresenius Group was as follows:

€ in millions March 31, 2019 Dec. 31, 2018
Noncontrolling interest in
Fresenius Medical Care AG & Co. KGaA
8,324 8,143
Noncontrolling interest
in VAMED AG
83 83
Noncontrolling interest
in the business segments
Fresenius Medical Care 1,176 1,144
Fresenius Kabi 117 102
Fresenius Helios 115 113
Fresenius Vamed 13 12
Total noncontrolling interest 9,828 9,597

Noncontrolling interest changed as follows:

€ in millions Q1 / 2019
Noncontrolling interest as of December 31, 2018 9,597
Adjustment due to the initial application of IFRS 16 - 95
As of January 1, 2019, adjusted 9,502
Noncontrolling interest in profi t 261
Purchase of noncontrolling interest 3
Stock options 1
Dividend payments - 43
Currency effects and other changes - 104
Noncontrolling interest as of March 31, 2019 9,828
  1. FRESENIUS SE & CO. KGAA SHAREHOLDERS' EQUITY

SUBSCRIBED CAPITAL

As of January 1, 2019, the subscribed capital of Fresenius SE & Co. KGaA consisted of 556,225,154 bearer ordinary shares.

During the fi rst quarter of 2019, 97,637 stock options were exercised. Consequently, as of March 31, 2019, the subscribed capital of Fresenius SE & Co. KGaA consisted of 556,322,791 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 II (Stock Option Plan 2008) and Conditional Capital IV (Stock Option Plan 2013) (see note 25, Share-based compensation plans). 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 4,735,083
Conditional Capital II Fresenius SE Stock Option Plan 2008 4,296,814
Conditional Capital III option bearer bonds and / or convertible bonds 48,971,202
Conditional Capital IV Fresenius SE & Co. KGaA Stock Option Plan 2013 24,257,969
Total Conditional Capital as of January 1, 2019 82,261,068
Fresenius SE Stock Option Plan 2008 – options exercised - 77,012
Fresenius SE & Co. KGaA Stock Option Plan 2013 – options exercised - 20,625
Total Conditional Capital as of March 31, 2019 82,163,431

As of March 31, 2019, the Conditional Capital was composed as follows:

in € Ordinary shares
Conditional Capital I Fresenius AG Stock Option Plan 2003 4,735,083
Conditional Capital II Fresenius SE Stock Option Plan 2008 4,219,802
Conditional Capital III option bearer bonds and / or convertible bonds 48,971,202
Conditional Capital IV Fresenius SE & Co. KGaA Stock Option Plan 2013 24,237,344
Total Conditional Capital as of March 31, 2019 82,163,431

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 2019, the general partner and the Supervisory Board of Fresenius SE & Co. KGaA's will propose a dividend of € 0.80 per bearer ordinary share to the Annual General Meeting, i.e. a total dividend payment of € 445 million.

TREASURY STOCK OF FRESENIUS MEDICAL CARE

In March 2019, Fresenius Medical Care repurchased 1,629,240 ordinary shares for an amount of € 114 million.

OTHER NOTES

19. LEGAL AND REGULATORY MATTERS

The Fresenius Group is routinely involved in 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 health care 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 as of December 31, 2018 applying Section 315e HGB in accordance with IFRS. In the following, only changes as far as content or wording are concerned during the fi rst quarter ended March 31, 2019 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 as of December 31, 2018 applying Section 315e HGB in accordance with IFRS; defi ned terms or abbreviations having the same meaning as in the consolidated fi nancial statements as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

TERMINATION OF THE MERGER AGREEMENT WITH AKORN, INC.

Fresenius has sued Akorn for damages suffered as a result of lost acquisition expenses.

INTERNAL REVIEW

On March 29, 2019, FMC-AG & Co. KGaA entered into a nonprosecution agreement with the U.S. Department of Justice and a separate agreement with the Securities and Exchange Commission intended to resolve fully and fi nally the government's claims against FMC-AG & Co. KGaA arising from the investigations. FMC-AG & Co. KGaA agreed to pay a combined total in penalties and disgorgement of approximately US\$ 232 million to the government in connection with these agreements. As part of the settlement, FMC-AG & Co. KGaA further agreed to retain an independent compliance monitor for a period of two years and to an additional year of self-reporting. FMC-AG & Co. KGaA continues to cooperate with government authorities in Germany in their review of the issues resolved in the U.S. settlement.

PRODUCT LIABILITY LITIGATION

On February 12, 2019, agreement was reached to settle and resolve Kentucky's claims in Beshear in exchange for Fresenius Medical Care Holdings, Inc. (FMCH)'s payment of US\$ 10 million and the case has been dismissed. On April 1, 2019, agreement was reached to settle and resolve Mississippi's claims in Hood for US\$ 16 million and activity has ceased in that case pending the court's expected approval. The Caldwell and Blue Cross Louisiana cases remain unresolved and are proceeding together in federal court in Boston but are subject to undecided motions for severance and remand. There is no trial date in either case. FMC-AG & Co. KGaA has additionally increased its litigation reserves to account for anticipated settlement of some, but not all, of the remaining payor cases. However, at the present time there are no agreements in principle for resolving the remaining cases and litigation through fi nal adjudication may be required in all of them.

On September 6, 2018, a special-purpose entity organized under Delaware law for the purpose of pursuing litigation fi led a Pure Bill of Discovery in a Florida county court seeking discovery from FMCH related to the personal injury settlement, but no other relief. MSP Recovery Claims Series LLC v. Fresenius Medical Care Holdings, No. 2018-030366-CA-01 (11th Judicial Circuit, Dade County, Florida). The Pure Bill was thereafter removed to federal court and transferred into the multidistrict Fresenius Granufl o ® / Naturalyte ® Dialysate Products Liability Litigation in Boston. No. 1:13-MD-02428-DPW (D. Mass. 2013).

On March 12, 2019, plaintiff amended its Pure Bill by fi ling a complaint claiming rights to recover monetary damages on behalf of various persons and entities who are alleged to have assigned to plaintiff their rights to recover monetary damages arising from their having provided or paid for medical services for dialysis patients receiving treatments using FMCH's acid concentrate product. FMCH is responding to the amended complaint.

CIVIL COMPLAINT "HAWAII"

Trial in the civil litigation is scheduled for April 2020.

SUBPOENA "FRESENIUS VASCULAR CARE"

The relator subsequently dismissed with prejudice the defendants related to FMCH.

SUBPOENA "AMERICAN KIDNEY FUND" / CMS LITIGATION

On April 8, 2019, United Healthcare served a demand for arbitration against FMCH. The demand asserts that FMCH unlawfully "steered" patients by waiving co-payments and other means away from coverage under government-funded insurance plans including Medicare into United's commercial plans, including Affordable Care Act exchange plans. FMCH is contesting United's claims and demands.

20. LEASES

Upon the initial application of IFRS 16 as of January 1, 2019, the Fresenius Group recognized right-of-use assets of € 5,698 million and lease liabilities of € 5,985 million. The cumulative effect from the fi rst-time application is recognized in the opening balance of retained earnings (- € 44 million) as well as in non-controlling interests (- € 95 million) as of January 1, 2019.

The following table shows a reconciliation of the future minimum rental payments as of December 31, 2018 to the lease liabilities as of January 1, 2019:

€ in millions 2019
Future minimum rental payments as of December 31, 2018
(IAS 17) 7,389
less short-term leases 35
less leases of low-value assets 54
less other 10
Lease liabilities as of January 1, 2019, gross 7,290
Discounting 1,305
Lease liabilities as a result of the initial
application of IFRS 16 as of January 1, 2019 1 5,985
Capital lease obligations as of December 31, 2018 (IAS 17) 219
Lease liabilities as of January 1, 2019 6,204

1 As of December 31, 2018, € 195 million were already included in other liabilities.

The lease liabilities were discounted using the borrowing rate as of January 1, 2019. The weighted-average discount rate was 3.33%.

LEASES IN THE CONSOLIDATED STATEMENT OF INCOME

The Fresenius Group decided not to apply the guidance within IFRS 16 to short-term leases as well as leases for underlying assets of low value. These lease payments will be recognized as an expense over the lease term.

The following table shows the effects on the consolidated statement of income for the fi rst quarter of 2019:

€ in millions Q1 / 2019
Depreciation on right-of-use assets 206
Expenses relating to short-term leases 19
Expenses relating to leases of low-value assets 9
Expenses relating to variable lease payments 9
Other expenses from lease agreements 5
Interest expenses from lease liabilities 52

LEASES IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At March 31, 2019, the carrying amounts of right-of-use assets consisted of the following:

€ in millions March 31, 2019
Right-of-use assets: Land 85
Right-of-use assets: Buildings and improvements 5,281
Right-of-use assets: Machinery and equipment 491
Right-of-use assets: Advanced Payments 2
Right-of-use assets 5,859

In the fi rst quarter of 2019, additions to right-of-use assets were € 146 million.

21. FINANCIAL INSTRUMENTS

MEASUREMENT OF FINANCIAL INSTRUMENTS

Carrying amounts of fi nancial instruments

As of March 31, 2019 and December 31, 2018, the carrying amounts of fi nancial instruments by item of the statement of fi nancial position and structured according to categories were as follows:

March 31, 2019
Relating to no category
€ in millions Carrying amount Amortized cost Fair value
through profi t
and loss 1
Fair value
through other
comprehensive
income 2
Derivatives
designated as
cash fl ow hedg
ing instruments
at fair value
Noncontrolling
interest subject
to put provi
sions measured
at fair value
Valuation
according to
IFRS 16 for
leasing receiv
ables and
liabilities
Financial assets
Cash and cash equivalents 1,543 1,185 358
Trade accounts and other receivables,
less allowance for doubtful accounts
7,415 7,312 1 47 55
Accounts receivable from and loans
to related parties
30 30
Other fi nancial assets 3 1,546 727 316 381 17 105
Financial assets 10,534 9,254 675 428 17 0 160
Financial liabilities
Trade accounts payable 1,760 1,760
Short-term accounts payable to
related parties
122 122
Short-term debt 1,945 1,945
Short-term debt from related parties 6 6
Long-term debt 7,085 7,085
Long-term lease liabilities 6,250 6,250
Bonds 9,743 9,743
Convertible bonds 1,349 1,349
Other fi nancial liabilities 4 4,467 2,836 753 26 852
Financial liabilities 32,727 24,846 753 0 26 852 6,250

1 All included fi nancial assets and liabilities are mandatorily measured at fair value through profi t and loss according to IFRS 9. 2 The option to measure equity instruments at fair value through other comprehensive income upon implementation of IFRS 9 has been exercised. The option has been used for € 124 million other

investments (included in other fi nancial assets).

3 Other fi nancial assets are included in the item other current and non-current assets in the consolidated statement of fi nancial position.

4 Other fi nancial liabilities are included in the items short-term provisions and other short-term liabilities and long-term provisions and other long-term liabilities in the consolidated statement of fi nancial position.

December 31, 2018

Relating to no category
€ in millions Carrying amount Amortized cost Fair value
through profi t
and loss 1
Fair value
through other
comprehensive
income 2
Derivatives
designated as
cash fl ow hedg
ing instruments
at fair value
Noncontrolling
interest subject
to put provi
sions measured
at fair value
Valuation
according to
IAS 17 for leas
ing receivables
and liabilities
Financial assets
Cash and cash equivalents 2,709 1,291 1,418
Trade accounts and other receivables,
less allowance for doubtful accounts
6,540 6,445 4 41 50
Accounts receivable from and
loans to related parties
29 29
Other fi nancial assets 3 1,490 726 262 375 19 108
Financial assets 10,768 8,491 1,684 416 19 0 158
Financial liabilities
Trade accounts payable 1,823 1,823
Short-term accounts payable to
related parties
67 67
Short-term debt 2,354 2,354
Short-term debt from related parties
Long-term debt and capital
lease obligations
6,297 6,078 219
Bonds 8,990 8,990
Convertible bonds 1,343 1,343
Other fi nancial liabilities 4 4,685 3,041 793 12 839
Financial liabilities 25,559 23,696 793 0 12 839 219

1 All included fi nancial assets and liabilities are mandatorily measured at fair value through profi t and loss according to IFRS 9.

2 The option to measure equity instruments at fair value through other comprehensive income upon implementation of IFRS 9 has been exercised.

The option has been used for € 124 million (included in other fi nancial assets). 3

Other fi nancial assets are included in the item other current and non-current assets in the consolidated statement of fi nancial position. 4 Other fi nancial liabilities are included in the items short-term provisions and other short-term liabilities and long-term provisions and other long-term liabilities in the

consolidated statement of fi nancial position.

Fair value of fi nancial instruments

The following table shows the carrying amounts and the fair value hierarchy levels as of March 31, 2019 and December 31, 2018:

March 31, 2019 December 31, 2018
Fair value Fair value
€ in millions Carrying
amount
Level 1 Level 2 Level 3 Carrying
amount
Level 1 Level 2 Level 3
Financial assets
Cash and cash equivalents 1 358 358 1,418 1,418
Trade accounts and other receivables,
less allowance for doubtful accounts 1
48 48 45 45
Other fi nancial assets 1
Debt instruments 353 349 4 334 330 4
Equity investments 263 13 250 245 14 231
Derivatives designated as cash flow
hedging instruments
17 17 19 19
Derivatives not designated as
hedging instruments
81 81 58 58
Financial liabilities
Long-term debt 7,085 7,125 6,297 6,294
Bonds 9,743 10,224 8,990 9,245
Convertible bonds 1,349 1,452 1,343 1,416
Other fi nancial liabilities 1
Noncontrolling interest subject
to put provisions
852 852 839 839
Accrued contingent payments
outstanding for acquisitions
672 672 731 731
Derivatives designated as cash flow
hedging instruments
26 26 12 12
Derivatives not designated as
hedging instruments
81 81 62 62

1 Fair value information is not provided for fi nancial instruments, if the carrying amount is a reasonable estimate of the fair value due to the

relatively short period of maturity of these instruments.

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 as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

The following table shows the changes of the fair values of fi nancial instruments classifi ed as level 3 in the fi rst quarter of 2019:

€ in millions Accrued contingent
payments outstand
ing for acquisitions
Noncontrolling
interest subject to
put provisions
As of January 1, 2019 731 839
Additions 1 16
Disposals - 23 - 1
Gain / loss recognized in profi t or loss - 38 33
Gain / loss recognized in equity 0 - 27
Dividend payments 0 - 28
Currency effects and other changes 1 20
As of March 31, 2019 672 852

22. SUPPLEMENTARY INFORMATION ON CAPITAL MANAGEMENT

The Fresenius Group has a solid fi nancial profi le. As of March 31, 2019, the equity ratio was 39.7% and the debt ratio (debt / total assets) was 40.6%. As of March 31, 2019, the leverage ratio (before special items) on the basis of net debt / EBITDA was 3.6, including IFRS 16; excluding IFRS 16: 3.1.

The aims of the capital management and further information can be found in the consolidated fi nancial statements as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

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:

March 31, 2019 Dec. 31, 2018
Standard & Poor's
Corporate Credit Rating BBB - BBB -
Outlook positive positive
Moody's
Corporate Credit Rating Baa3 Baa3
Outlook stable stable
Fitch
Corporate Credit Rating BBB - BBB -
Outlook stable stable

23. SUPPLEMENTARY INFORMATION ON THE CONSOLIDATED STATEMENT OF CASH FLOWS

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

€ in millions Q1 / 2019 Q1 / 2018
Assets acquired 2,177 44
Liabilities assumed - 195 - 3
Noncontrolling interest - 23 0
Notes assumed in connection
with acquisitions
- 13 - 3
Cash paid 1,946 38
Cash acquired - 44 0
Cash paid for acquisitions, net 1,902 38
Cash paid for investments,
net of cash acquired
147
Cash paid for intangible assets, net 9 4
Total cash paid for acquisitions and
investments, net of cash acquired,
and net purchases of intangible assets 1,911 189

24. NOTES ON THE CONSOLIDATED SEGMENT REPORTING

GENERAL

The consolidated segment reporting shown on pages 27 and 28 of this interim report is an integral part of the notes. For the fi rst quarter of 2019, the information given both includes and excludes IFRS 16. Prior year fi gures have not been adjusted.

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 March 31, 2019.

The business segments were identifi ed in accordance with IFRS 8, Operating Segments, 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 as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

NOTES ON THE BUSINESS SEGMENTS

Explanations regarding the notes on the business segments can be found in the consolidated fi nancial statements as of December 31, 2018 applying Section 315e HGB in accordance with IFRS.

RECONCILIATION OF KEY FIGURES TO CONSOLIDATED EARNINGS

€ in millions
Q1 / 2019
Q1 / 2018
Total EBIT of reporting segments 1,141 1,062
Special items - 15 - 18
General corporate expenses
Corporate / Other (EBIT)
- 11 - 8
Group EBIT 1,115 1,036
Net interest - 184 - 152
Income before income taxes 931 884

RECONCILIATION OF NET DEBT WITH THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

€ in millions
March 31, 2019
Dec. 31, 2018
Short-term debt 1,945 2,354
Short-term debt from related parties 6
Current portion of long-term debt 342 353
Current portion of long-term lease
liabilities
779 0
Current portion of Bonds 1,458 1,744
Current portion of convertible bonds 890 493
Long-term debt, less current portion 6,743 5,944
Long-term lease liabilities, less
current portion
5,471 0
Bonds, less current portion 8,285 7,246
Convertible bonds, less current portion 459 850
Debt 26,378 18,984
less cash and cash equivalents 1,543 2,709
Net debt 24,835 16,275
Net debt excluding lease liabilities 18,585 16,275

25. SHARE-BASED COMPENSATION PLANS

SHARE-BASED COMPENSATION PLANS OF FRESENIUS SE & CO. KGAA

As of March 31, 2019, Fresenius SE & Co. KGaA had three share-based compensation plans in place: the stock option based Fresenius SE Stock Option Plan 2008 (2008 Plan), the Fresenius SE & Co. KGaA Long Term Incentive Program 2013 (2013 LTIP) which is based on stock options and phantom stocks and the Long Term Incentive Plan 2018 (LTIP 2018) which is solely based on performance shares. Currently, solely LTIP 2018 can be used to grant performance shares.

Transactions during the fi rst quarter of 2019 During the fi rst quarter of 2019, Fresenius SE & Co. KGaA received cash of € 3 million from the exercise of 97,637 stock options.

At March 31, 2019, out of 771,540 outstanding and exercisable stock options issued under the 2008 Plan, 85,140 were held by the members of the Fresenius Management SE Management Board. Out of 8,969,591 outstanding stock options issued under the 2013 LTIP 2,665,229 were exercisable at March 31, 2019. The members of the Fresenius Management SE Management Board held 1,434,375 stock options. 654,519 phantom stocks issued under the 2013 LTIP were outstanding at March 31, 2019. The members of the Fresenius Management SE Management Board held 114,762 phantom stocks. At March 31, 2019, the Management Board members of Fresenius Management SE held 133,434 performance shares and employees of Fresenius SE & Co. KGaA held 415,519 performance shares under the LTIP 2018. As of March 31, 2019, 3,436,769 options for ordinary shares were outstanding and exercisable.

On March 31, 2019, total unrecognized compensation cost related to non-vested options granted under the 2013 LTIP was € 29 million. This cost is expected to be recognized over a weighted-average period of 1.8 years.

SHARE-BASED COMPENSATION PLANS OF FRESENIUS MEDICAL CARE AG & CO. KGAA

During the fi rst quarter of 2019, 28,641 stock options were exercised. Fresenius Medical Care AG & Co. KGaA received cash of € 1.5 million upon exercise of these stock options.

26. SUBSEQUENT EVENTS

There have been no signifi cant changes in the Fresenius Group's operating environment following the end of the fi rst quarter of 2019. 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 quarter of 2019.

27. 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).

FINANCIAL CALENDAR

Annual General Meeting, Frankfurt am Main
Live webcast of the speech of the Chairman of the Management Board May 17, 2019
Payment of dividend 1 May 22, 2019
Report on 1st half 2019
Conference call, Live webcast July 30, 2019
Report on 1st – 3rd quarter 2019
Conference call, Live webcast October 29, 2019

1 Subject to prior approval by the Annual General Meeting

Subject to change

FRESENIUS SHARE / ADR

ADR Ordinary share
CUSIP 578 560 Securities identifi cation no.
Ticker symbol FRE Ticker symbol
ISIN DE0005785604 ISIN
Structure FRE GR Bloomberg symbol
Ratio FREG.de Reuters symbol
Trading platform Frankfurt / Xetra Main trading location

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, Rachel Empey, 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 our website https://www.fresenius.com/alternative-performance-measures.

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 consolidated fi nancial statements and the management report as of December 31, 2018 applying Section 315e HBG in accordance with IFRS and the SEC fi lings of Fresenius Medical Care AG & Co. KGaA – the actual results could differ materially from the results currently expected.

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