Annual financial statements of thyssenkrupp AG

thyssenkrupp AG is the parent company of the thyssenkrupp group. The Executive Board of thyssenkrupp AG is responsible for the management of the company and the group. This includes above all defining corporate strategy and allocating resources as well as executive development and financial management. The annual financial statements of thyssenkrupp AG are prepared in accordance with the rules of the German Commercial Code (HGB) and the German Stock Corporation Act (AktG); the management report is combined with the management report on the group. The parent-company financial statements are used to calculate unappropriated income and thus the amount of the possible dividend payment.

As an energy supplier, thyssenkrupp AG is subject to the provisions of the German Energy Industry Act (EnWG). thyssenkrupp AG is a vertically integrated energy supply company within the meaning of § 3 No. 38 EnWG and is therefore required to maintain separate accounts in accordance with § 6b (3) EnWG.

Course of business, future development and risk position

Course of business 2024 / 2025

The business performance and position of thyssenkrupp AG are mainly determined by the business performance and success of the group. Details are provided in the subsections headed “Results of operations and financial position” of the group and “Segment review” in the “Report on the economic position.”

Expected development 2025 / 2026 with material opportunities and risks

thyssenkrupp AG has extensive links to group companies, for example, through its financing activities, profit and loss transfer agreements and the assumption of liability under guarantees. Therefore, the expected performance of thyssenkrupp AG in fiscal year 2025 / 2026 and the risk situation also depend mainly on the development of the group as a whole and its opportunity and risk position. This is outlined in the forecast, opportunity and risk report. To this extent the information provided there on the expected development and risk position of the group also applies to the future development and risk position of thyssenkrupp AG.

Contrary to the groupwide perspective, net income for the year determined in accordance with the German Commercial Code (HGB) is the most important financial indicator for thyssenkrupp AG. In fiscal year 2024 / 2025, thyssenkrupp AG reported net income of €798 million. Excluding portfolio transactions and effects from the valuation of investments, a net loss in the mid three-digit million euro range resulted. The company therefore fell slightly short of its expectation of a net loss in the low three-digit million euro range. The main reason for this was the reduction in income from profit transfers (excluding inorganic effects).

As the parent company of the group, thyssenkrupp AG receives income in particular from its subsidiaries. Income from investments comprises profits and losses transferred from domestic subsidiaries as well as distributions from foreign subsidiaries, the Steel Europe segment and thyssenkrupp nucera AG & Co. KGaA, Dortmund.

The profit and loss transfer agreement between thyssenkrupp Technologies Beteiligungen GmbH, Essen, and TKMS GmbH (formerly thyssenkrupp Marine Systems GmbH), Kiel, was terminated effective September 30, 2025. Therefore, from fiscal year 2025 / 2026, the earnings effects of the Marine Systems segment will be recognized by thyssenkrupp AG as dividends from TKMS AG & Co. KGaA (formerly: thyssenkrupp Projekt 2 GmbH), Essen.

The expectations for the group’s business performance in 2025 / 2026 should also be reflected in the income of thyssenkrupp AG. Overall we are expecting a net loss for 2025 / 2026 in the mid three-digit million euro range, which is similar to the result in fiscal year 2024 / 2025. This does not contain inorganic effects from the valuation of investments and potential portfolio transactions.

Result of operations

In fiscal year 2024 / 2025, thyssenkrupp AG reported net income of €798 million compared with a net loss of €156 million in the prior year.

Net sales mainly included income of €188 million (prior year: €203 million) from cost transfers in accordance with the corporate design, company naming and trademark policy for the groupwide brand. Furthermore, net sales included rental and lease income of €20 million (prior year: €15 million).

General administrative expenses increased by €49 million to €350 million. The personnel expenses included therein rose by €81 million to €126 million, mainly due to the addition of €35 million (prior year: €0 million) to the provisions for share-based compensation. Business consulting expenses of €108 million and expenses for services of €52 million were also recognized.

Other operating income of €466 million (prior year: €400 million) consisted of reversals of impairment losses of €230 million on the carrying amount of shares in Vertical Topco I S.A., Luxembourg. In the prior year, it included impairment reversals of €323 million on shares in affiliates, mainly consisting of €236 million relating to thyssenkrupp Materials Services GmbH, Essen. In addition, in fiscal year 2024 / 2025, there was income from the retransfer of the shares in thyssenkrupp Dritte Beteiligungsgesellschaft mbH, Duisburg, that had been sold to EP Corporate Group, a.s., Czech Republic, in fiscal year 2023 / 2024. It also included income from the reversal of provisions in the amount of €26 million (prior year: €28 million).

Other operating expense of €247 million (prior year: €316 million) included a non-refundable contribution of €128 million to the capital reserves of thyssenkrupp Presta Aktiengesellschaft, Liechtenstein, which was partly offset by income from the reversal of the specific allowance of €38 million on overnight receivables from that company. A non-refundable contribution of €78 million was made to the capital reserves of Berco S.p.A., Italy. In the prior year, there was a material effect due to the sale of the shares in thyssenkrupp Dritte Beteiligungsgesellschaft mbH, Duisburg, to EP Corporate Group, a.s., Czech Republic.

Income from investments increased by €655 million to €961 million. Income from profit transfers was €589 million higher at €980 million, while expenses for the assumption of losses decreased by €1,327 million to €121 million. In particular, thyssenkrupp Technologies Beteiligungen GmbH, Essen, was able to transfer a profit of €977 million, following the transfer of a loss of €1,307 million in the prior year. Whereas the company was affected in the prior year by offsetting high losses due to devaluations in the investment chain, it posted a disposal gain in fiscal year 2024 / 2025 as a result of the Group-internal transfer of the shares held in TKMS GmbH (formerly: thyssenkrupp Marine Systems GmbH), Kiel.

The loss to be offset at thyssenkrupp Materials Services GmbH, Essen, decreased from €140 million in the prior year to €82 million. After a profit transfer of €375 million in the prior year, thyssenkrupp Holding Germany GmbH, Essen, assumed a loss of €33 million in fiscal year 2024 / 2025.

Investment income of €102 million (prior year: €1,363 million) related to two dividend distributions of €66 million and €36 million from thyssenkrupp (China) Ltd., China.

The net interest of €(103) million (prior year: €(141) million) contains income from loans of €23 million (prior year: €27 million), interest income of €363 million (prior year: €463 million) and interest expense of €489 million (prior year: €631 million).

Compared with the prior year, write-downs of financial assets for impairment expected to be permanent decreased by €109 million to €185 million in fiscal year 2024 / 2025. This mainly comprised €51 million on the shares in thyssenkrupp Services GmbH, Essen, €19 million on the shares in thyssenkrupp Steel Europe AG, Duisburg, €18 million on the shares in thyssenkrupp Nederland Holding B.V., the Netherlands, and €8 million on the shares in thyssenkrupp rothe erde Germany GmbH, Dortmund. In the prior year, at €152 million, most of the impairments related to the shares in thyssenkrupp Austria GmbH & Co. KG, Austria.

Income taxes related to corporation and trade income tax as well as comparable foreign income taxes. They comprised expenses for prior years and current taxes in the reporting period. The tax expense did not include any deferred taxes.

Financial position

Total assets declined by €2,525 million year-on-year to €20,369 million. As of September 30, 2025, the share of fixed assets in total assets increased from 52% to 60%.

Fixed assets rose by €410 million to €12,305 million. Property, plant and equipment decreased by €6 million to €130 million. Financial assets increased by €416 million to €12,173 million.

Within financial assets, shares in affiliated companies increased by €85 million to €10,391 million.

The accrual of thyssenkrupp Austria GmbH & Co. KG, Austria, to thyssenkrupp AG, Duisburg and Essen, due to the withdrawal of the second shareholder, resulted in the disposal of the shares in thyssenkrupp Austria GmbH & Co. KG, Austria, with a value of €57 million. This was offset mainly by the addition of the carrying amount of the shares in subsidiary thyssenkrupp Austria Beteiligungs GmbH, Austria, with a value of €42 million.

The retransfer of the shares in thyssenkrupp Dritte Beteiligungsgesellschaft mbH, Duisburg, that had been sold to EP Corporate Group, a.s., Czech Republic, in fiscal year 2023 / 2024 led to the addition of the carrying amount of the shares of €190 million.

On the basis of the spin-off and transfer agreement concluded with TKMS AG & Co. KGaA (formerly: thyssenkrupp Projekt 2 GmbH), Essen, the shares in TKMS Beteiligungsgesellschaft mbH (formerly: thyssenkrupp Projekt 9 GmbH), Essen, were derecognized retroactively to January 1, 2025 in the financial assets of thyssenkrupp AG following the entry into effect of the spin-off upon its entry into the commercial register in October 2025. Following capital increases of €641 million in the past fiscal year, the carrying amount of the shares in the company were derecognized in the same amount.

Write-downs of €109 million were recognized on shares in affiliates for impairment expected to be permanent. Details can be found in the subsection headed “Results of operations.”

When it sold the Elevator Technology business, thyssenkrupp AG received an equity investment and an interest-free loan as part of the total purchase price. A reversal of impairment losses of €230 million was recognized on this investment following the valuation of the shares; as a result, the carrying amount of the investment on the reporting date was €657 million. The loan was recognized at its amortized cost of €994 million (prior year: €900 million).

Receivables from and liabilities to affiliated companies are significant items in the balance sheet of thyssenkrupp AG. They reflect the central importance of thyssenkrupp AG in the group’s cash management system.

As of September 30, 2025, receivables from affiliated companies decreased by €1,122 million to €5,469 million. Receivables on group finance accounts were €1,695 million lower at €4,403 million, while receivables from profit and loss transfer agreements increased by €589 million to €980 million.

thyssenkrupp AG bears liability from the internal transfer of pension obligations. The indemnification right created by the transfer of responsibility for meeting the obligations, which was recognized under other assets, amounted to €13 million (prior year: €15 million). The offsetting transaction was recognized under pension obligations.

As of the reporting date, money market funds in the amount of €200 million (prior year: €1,000 million) were recognized in other securities. Investments in money market funds were reduced due to the redemption of the bond, which matured in February 2025. This was the main reason for the year-on-year reduction of €800 million.

Cash on hand and cash at banks decreased by €1,062 million to €2,209 million as of September 30, 2025. The main reason for this was the creation by TKMS Group of its own cash pool in the context of establishing a stand-alone solution for the Marine Systems segment. Further reductions resulted from the dividend payment, the repayment due to the reversal of the transaction with EP Corporate Group, a.s., Czech Republic, and a capital increase at a Brazilian subsidiary.

Total equity increased by €64 million to €5,878 million as of September 30, 2025. The unappropriated income increased from €100 million in the prior year to €406 million after offsetting the net income of €798 million against the profit of €7 million carried forward from the prior year and the establishment of other revenue reserves of €399 million resolved by the Executive Board and the Supervisory Board. The spin-off of TKMS Beteiligungsgesellschaft mbH, Essen, resulted in a withdrawal of €641 million from other revenue reserves and a reduction in assets as a result of the spin-off. The withdrawal from and addition to other revenue reserves meant that these were reduced by €242 million to €1,174 million. The equity ratio increased to 29% (prior year: 25%).

The €82 million reduction in accrued pension and similar obligations was mainly due to the utilization of provisions in the amount of €67 million and the net reversal of €25 million. This was offset above all by accrued interest of €18 million. Within other provisions, the provisions for share-based compensation and for outstanding incoming invoices increased by €30 million and €14 million, respectively.

A €600 million bond that had been issued by thyssenkrupp AG was redeemed at maturity on February 25, 2025.

Liabilities to affiliated companies were mainly deposits by subsidiaries in the central financial clearing system and loss transfers under profit and loss transfer agreements. The year-on-year reduction of €1,942 million was due to the fact that assumed losses were €1,327 million lower. Moreover, the liabilities on group finance accounts decreased by €723 million. More information on the financial position of thyssenkrupp AG is contained in the Notes to the financial statements.

Unappropriated profit and proposal for the appropriation of the profit

The legal basis for distribution of a dividend is the unappropriated profit of thyssenkrupp AG determined in accordance with the German Commercial Code (HGB). This comprises the net income of thyssenkrupp AG in the amount of €798 million, plus the profit of €7 million carried forward from the prior year and less the establishment of other revenue reserves of €399 million resolved by the Executive Board and the Supervisory Board. Moreover, as a result of the spin-off of TKMS Beteiligungsgesellschaft mbH, Essen, that is to be recognized in the annual financial statements of thyssenkrupp AG in fiscal year 2024 / 2025, there was a reduction in assets of €641 million and a withdrawal of the same amount from other revenue reserves. The financial statements therefore show an unappropriated profit of €406 million.

It will be proposed to the Annual General Meeting that the unappropriated profit for fiscal year 2024 / 2025 in the amount of €406 million be used as follows:

for the distribution of a dividend of €0.15 per no-par share entitled to the dividend, with the remaining amount being added to other revenue reserves.

Balance sheet of thyssenkrupp AG