Annual report of the Duisport Group:

(1)

(2)

2012 2013 2014 Change in %¹ 14/13

Ship 16.0 15.0 15.6 +4

Rail 16.0 16.3 17.1 +5

Truck 31.3 30.7 32.0 +4

Total 63.3 62.0 64.7 +4

Gross investments 25.9 49.7 17.0 -66

Earnings before interest, taxes,

depreciation, and amortization (EBITDA) 28.9 30.1 35.2 +17

Earnings after taxes 8.1 8.2 10.1 +23

Cash flow I³ 18.4 22.0 24.2 +10

Permanent employees 656 746 823 +10

Goods handled at duisport Group ports (in million metric tons)

Goods handled at all Duisburg ports (incl. private company ports, in million metric tons)

Ship Rail Truck⁴ Total

2012

110.0 123.3 131.1 +6

2013 2014 Change in %¹

14/13 47.2

29.0 47.1

51.1

30.4 49.6

+8

+5 +5

1 Percentage figures have been rounded; rounding tolerance 0.1.

2 Sales revenues +/– changes in stocks + own work capitalized.

3 Annual profit + depreciation for fixed assets + change in long-term provisions.

4 Truck-handling volume at company ports has been estimated.

38.2 26.2 45.6

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Zeichenerklärung/Legend Autobahn/Motorway Haupterschließungsstraßen/ Important connecting road

Eisenbahn/Railway

Haupteisenbahnlinien/ Important connecting railway

Wasserfläche/Water area Hafengebiet duisport/ duisport Port area

duisport rail GmbH Public rail transport company and flexible partner for rail connections DuisPortAlliance GmbH

International port and logistics development in partnership with HOCHTIEF

duisport agency GmbH Central sales company for solutions regarding

transport routes, transportation chains, and logistics

dfl duisport facility logistics GmbH Port logistics, warehouse services,

facility management

duisport consult GmbH Port and logistics concepts Duisburger Hafen AG

Owner and management company of the public ports of Duisburg

LOGPORT Logistic-Center Duisburg GmbH Full-service provider in

establishment management

logport ruhr GmbH Logistics properties and modular

services in the Ruhr region

duisport packing logistics Group of companies Packaging logistics, including transport solutions for the capital goods industry

with the logistics locations:

duisport packing logistics GmbH Duisburg/Essen/Westfalen/Hamburg

dpl Weinzierl Verpackungen GmbH Sinzing/Munich/Offenbach

Omnipack GmbH Langerringen/Metzingen Holz Weinzierl Fertigungen GmbH & Co. KG

Sinzing/Schönheide/Velburg dpl Chemnitz GmbH

Chemnitz dpl International NV

Antwerpen

duisport Industrial Packing Service (Shanghai) Co. Ltd.

Shanghai/Wuxi

duisport packing logistics India Pvt. Ltd.

Pune (Mumbai)

Infrastructure and Suprastructure Logistics Services Packaging Logistics Participations

Umschlag Terminal Marl GmbH & Co. KG Terminal for combined rail transport

in the northern Ruhr region

Heavylift Terminal Duisburg GmbH Heavy cargo terminal in the

Duisburg outer harbor D3T Duisburg Trimodal Terminal GmbH

Trimodal container terminal at the logport site

Masslog GmbH Handling terminal for bulk cargo

(esp. imported coal)

DIT Duisburg Intermodal Terminal GmbH Trimodal container terminal at

the logport site

Tarlog GmbH Industrial area and services

EILS – Emballages Industriels Logistique & Services Packaging logistics with locations in

Mulhouse and Strasbourg

IPS Integrated Project Services GmbH Global project logistics for mechanical and plant engineering

Antwerp Gateway N. V.

Sea port container terminal, Antwerp

DistriRail B. V.

Independent rail operator in combined transport

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Duisburger Hafen AG is the owner and managing company of the Port of Duisburg. As the world’s largest inland port, we offer our industrial and logistics business partners tailored solutions through our Infrastructure and Suprastructure, Logistics Services, and Packaging Logistics business divisions.

These range from rail transport services through establishment and building management to comprehensive consulting services.

As the leading logistics hub in central Europe, duisport provides the optimal combination of advantageous geographic location and favorable conditions with extensive logistics expertise. With this as our foundation, we are able to push forward with the optimization of transport chains – both regionally and nationally as well as at the international level.

Thanks to the interconnection of water, rail, and road transport, we help our customers and partners to structure the flow of goods in a manner that is as efficient, inexpensive, and environmentally friendly as possible. The 300 companies located at the Port of Duisburg profit from this interconnected logistics concept and generate added value of approximately three billion euros annually.

It is not least thanks to these business partners that chose the Duisburg location or decided to collaborate with duisport that our Group was able to continue growing in 2014. For the first time, we exceeded 1,000 employees and generated a total operating performance of some 200 million euros.

(5)

Note by the Chief Executive Officer 4

Report of the Supervisory Board 6

Executive Board/Corporate Development Council/Supervisory Board 8

Future prospects through collaboration 26

Stable development thanks to wide-ranging partnerships 26

Combined transport on the road to success 28

Needs-based capacity expansion 31

On the path to growth with existing customers and new partners 34

Active in the region and for the region 35

New combinations and proven partnerships 38

New heavyweight in the service portfolio 40

Securing the future through innovation 41

Qualified employees for long-term corporate success 45

Commitmend beyond our company’s borders 47

Group Report 48

I. Fundamentals of the group 50

II. Financial report 50

1. Framework conditions 50

2. Presentation of net assets, financial position, and results 51

III. Supplementary report 62

IV. Forecast, risk, and opportunity report 63

1. Risk and opportunity report 63

2. General statement on opportunities and risks 64

3. Forecast 64

V. Sustainability 65

VI. Declaration pursuant to Section 312, Paragraph 3, AktG 66

Annual financial statements 68

Duisburger Hafen Group 70

Duisburger Hafen Aktiengesellschaft 82

Consolidated notes and notes on the financial statements of

Audit opinion 116

Shareholders 118

Imprint 120

Port map 121

(6)

Here some current examples: In the southern part of Cologne, we are developing a new port project with long-time partner Evonik Industries. Working with Siemens, we have initiated an innovative transport concept as a pilot project.

Digital technologies are being utilized to enable intelligent traffic control.

Thanks to the conclusion of a long-term collaboration with the HMS Bergbau AG Coal Division, the value chain for the supply of coal to our power stations is being extended. Our long-term partners in the logistics sector – including Kühne & Nagel, NYK/Yusen Logistics, and Rhenus, among others – are continuously expanding their commitment at the Port of Duisburg.

Developing tailored solutions with and for our customers is both an aspiration and the main objective of the duisport Group. The success we have had to date strengthens us in pursuing this path consistently.

I would like to thank our business partners, shareholders, and the Supervisory Board very much for their good collaboration in 2014. Once again this year, I would particularly like to thank all of our employees who contributed to the success of the entire Group with their continued dedication.

Erich Staake Chief Executive Officer Duisburg, 23 June 2015 Last year was an eventful year for the logistics sector – one that was not

always easy. The crisis in Ukraine and Russia adversely affected exports.

Domestically, we faced infrastructure problems, such as roads and bridges in need of repair. A number of strikes had a negative impact on the process chains of our customers in rail transport services.

Unfortunately, we continue to see these problems this year as well.

The duisport Group’s business has, of course, also been affected by these conditions. However, our Group has managed to achieve significant milestones in terms of sales and earnings. The number of employees also grew by double digits.

It would not be possible to realize continuous increases in sales and earnings without the highly motivated staff that we are able to count on here at the duisport Group.

We were especially pleased that we managed to steadily increase the value and quality of the Duisburg logistics and port location. More than three billion euros in annual added value, 3.4 million TEUs in container handling, and two million square meters in operated warehouse space are just some of the figures that underscore the significance of the most important hub in central Europe.

The basis for this success is the close partnership we have maintained for many years with our customers and the mutual trust this requires. The title of this year’s annual report – Partnership in HD – is intended to express and recognize this partnership and mutual trust. We are very grateful for this partnership. It makes the long-term success of our customers and the duisport Group possible.

(7)

The Supervisory Board also conducted a final review and did not find any dis- crepancies.

At today’s meeting, the Supervisory Board approved the annual financial statements of Duisburger Hafen AG, the consolidated financial statements, and the annual report as prepared by the Executive Board. Therefore, the annual financial statements have been approved pursuant to Section 172 of the Companies Act.

The Supervisory Board agrees to the Executive Board’s suggestion to distribute to shareholders the sum of 3,600,000.00 euros from Duisburger Hafen AG’s net profit of 9,350,149.02 euros and to place the remainder in the statutory reserve.

Michael von der Mühlen Chairman of the Supervisory Board Duisburg, 23 June 2015 The Supervisory Board was kept informed about the position and growth of

the company and affiliated companies, along with all significant business transactions, via the quarterly reports and reports submitted by the Execu- tive Board to the Supervisory Board meetings held during the 2014 fiscal year.

Through in-depth discussions on topics submitted to the Board, we were able to verify that management acted correctly over the last year.

A total of four Supervisory Board meetings were held during the 2014 fiscal year (one member was unable to attend these meetings as a result of an illness), during which the Supervisory Board addressed all of the issues of significance to the Group and adopted a number of resolutions. Deliberation and decision making regarding important investment projects in the field of port suprastructure were of particular importance during the 2014 fiscal year.

The Executive Board report on the relationship to affiliated companies (dependency report) for the period from 1 January to 31 December 2014 was audited in accordance with the statutory provisions by the auditing company PricewaterhouseCoopers AG. The audit did not result in any objections, as a result of which an unqualified audit opinion was issued.

The annual financial statements for the 2014 fiscal year, including accounting and the management report, were audited in accordance with the statutory provisions by the auditing company PricewaterhouseCoopers AG, which was selected to perform the audit by the Annual Shareholders’ Meeting. The audit results show that the annual financial statements of Duisburger Hafen AG, its accounts, the consolidated financial statements, and the annual report corre- spond with the law and the articles of association.

(8)

PRESIDIUM OF THE SUPERVISORY BOARD Michael von der Mühlen (from 2 July 2014) Secretary of State, Ministry for Construction, Housing, Urban Development, and Transportation of the State of North Rhine-Westphalia, Düsseldorf Chairman of the Supervisory Board

Jörg Hansen

Head of Section, Ministry of Finance of

the State of North Rhine-Westphalia, Düsseldorf Vice-Chairman of the Supervisory Board

Ursula Lindenhofer

Accountant, Duisburger Hafen AG, Duisburg Vice-Chairwoman of the Supervisory Board Sören Link

Mayor, City of Duisburg,

Vice-Chairman of the Supervisory Board

Chairman of the Supervisory Board (until 2 July 2014) Gunther Adler (until 2 July 2014)

Secretary of State, Ministry for Construction, Housing, Urban Development, and Transportation of the State of North Rhine-Westphalia, Düsseldorf Vice-Chairman of the Supervisory Board

SUPERVISORY BOARD Torsten Burmester

Department Head, Ministry for Economics, Energy, Industry, Small Business, and Trade of the State of North Rhine-Westphalia, Düsseldorf

Ekhart Maatz (from 2 July 2014)

Head of Division, Ministry for Construction, Housing, Urban Development, and Transportation of the State of North Rhine-Westphalia, Düsseldorf

Kirsten Stecken

Head of Division, Ministry for Construction, Housing, Urban Development, and Transportation of the State of North Rhine-Westphalia, Düsseldorf

Dr. Ulf Steenken

Managing Director, holding company of the State of North Rhine-Westphalia, Düsseldorf

Udo Vohl

Councilman, City of Duisburg Benno Lensdorf (until 2 July 2014) Mayor, City of Duisburg

Heidi Batkowski Clerk,

duisport packing logistics GmbH, Duisburg Ulrich Brottmann

Electrician,

Duisburger Hafen AG, Duisburg Bernhard Waltenberg

Technical employee,

duisport packing logistics GmbH, Duisburg EXECUTIVE BOARD

Dipl.-Kfm. Erich Staake

Chief Executive Officer, Düsseldorf Prof. Dipl.-Ing. Thomas Schlipköther Essen

Attorney Markus Bangen Düsseldorf

CORPORATE DEVELOPMENT COUNCIL Dr.-Ing. (honorary) Wolfgang Clement Former Federal Minister, Bonn

Heinz Lison

Spokesman for Regional Industry, Ruhr-Niederrhein Employer Association (Unternehmerverbandsgruppe e. V. ), Mülheim an der Ruhr

Dr.-Ing. Herbert Lütkestratkötter Former Chairman of the Executive Board at Hochtief AG, Essen

Reinhard Quint

Former Member of the Executive Board, ThyssenKrupp Services AG, Düsseldorf Prof. Dr.-Ing. Stephan Reimelt President & CEO GE Europe and CEO GE Germany, Frankfurt/Main Dr. Matthias Ruete

Director General of the Directorate General for Migration and Home Affairs, European Commission, Brussels

Prof. Dr. Michael ten Hompel

Managing Director, Fraunhofer Institute for Material Flow and Logistics, Dortmund Matthias von Randow

Chief Executive Officer of the Federal Association of German aviation industry (BDL), Berlin

Dr. Ludolf von Wartenberg

Former Undersecretary of State, Berlin

(9)

The link between industry and logistics forms the basis for the successful development of the North Rhine-Westphalia region. This is why duisport rigorously cultivates business relationships with shippers. This includes, for example, the agreement that duisport concluded with Evonik Industries AG in June 2014. The aim of this agreement is to bundle container traffic to and from Evonik locations via Duisburg as well as the long-term development of the location and strengthening of the North Rhine-West- phalia economic region. Following on from this, duisport and Evonik are currently preparing to establish a joint venture. This will help develop the Evonik location in Lülsdorf and underscore the position of duisport as a major provider of logistics space in the Rhine-Ruhr region.

Creating something new with

strong partners

(10)

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The signs point to further growth at the Port of Duisburg: thanks to new container bridges, an expansion of the rail infrastructure, and an increase in handling and storage space, duisport is bolstering its handling capacity this year to five million TEUs. This expansion is based on ongoing demand, which is reflected in the 13% growth of container handling in 2014. There was also good performance in bulk goods handling. Following an important new establishment, the coal island is once again fully utilized.

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The duisport Group assumes responsibility for both its employees and for the future of the company.

This is why we offer talented young people the opportunity to develop good prospects as specialists and managers in the logistics industry through a study program that pairs academics with practical work experience. In addition, we promote the careers of college graduates through our individual trainee programs. We do this partly in order to retain qualified staff at our company. duisport also promotes talent beyond its own corporate borders. As a founding member of TalentMetropole Ruhr, we are committed to activities such as promoting the education of children and young people in the entire Ruhr region.

An eye on the future

(13)

Less expensive than airfreight and much faster than transport by sea: the transcontinental rail routes between Duisburg and China are winning over more and more customers. These two routes – the trans-Siberian route via Russia to northeastern China and the “new Silk Road” via Kazakhstan to central China – cover a broad swathe of the eastern and Asian economic area. The transcontinental rail connection has become even more valuable ever since automobile manufacturers began using it to export automobile parts and premium vehicles to China in 2014.

Transcontinental

relationships on the

path to success

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One of the key issues for duisport is the innovative structur- ing of logistics processes. This is why we are committed to forward-looking projects, such as the development of intelligent traffic-management systems. In a project developed jointly with Siemens, we are working to optimize inbound traffic management – particularly the flow of truck traffic – in and around the port area. Using digital traffic data, truck drivers will soon be informed of the current traffic situation via a smartphone app. At the same time, shippers, logistics service providers, and hub operators will automatically receive the status of these trucks and thus be able to manage the flow of truck traffic optimally using LED traffic signs installed in the port area.

management technology for

the transport of tomorrow

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Strategic realignment and an increasingly international focus have made our consulting services an important pillar of the Group in recent years.

Whether it is in Brazil, the United Arab Emirates, or Turkey, duisport’s expertise is now in demand on a number of important infrastructure projects around the world. These consulting projects usually result in interesting opportunities in new and promising economic areas.

Focus on

international

opportunities

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As a partner to industrial and logistics companies, the duisport Group offers a wide range of logistics services as well as tailored solutions for its customers. Its services range from establishment management through packaging and transport solutions to strategic consulting. By providing this broad range of services, the duisport Group aims to establish a stable and sustainable position – preferably in cooperation with all of the companies that have established themselves at the Port of Duisburg or that use our services.

Stable development thanks to wide-ranging partnerships

The year 2014 was not an easy one for the logistics sector. One strain on exports was the crisis between Ukraine and Russia. Also, a number of rail strikes as well as infrastructure problems, such as dilapidated bridges, proved to be a strong hindrance to the smooth flow of logistical processes. However, the duisport Group once again recorded positive growth in the past financial year in all three business divisions – Infrastructure and Suprastructure, Logistics Services, and Packaging Logistics.

Future prospects through collaboration

Container handling grew by 13% in 2014

TEUs in millions

With total income of 198 million euros and earnings before taxes of 14 million euros, our Group reached new highs. Total handling rose to 65 million metric tons, with the 13% growth to 3.4 million TEUs in combined transport handling making a particularly significant contribution.

The bulk goods handling sector also performed well. This is because of the accelerated pace of activity on the coal island thanks to the targeted investments we made along with our partner HMS Bergbau AG Coal Division. The duisport Group has entered into a number of similar partnerships over the past several years. The numerous successful projects underscore the fact that collaborative partnerships result in added value. That is why the title of this year’s annual report is Partnerships in HD.

Total handling by the duisport Group rose to 65 million metric tons in 2014, with container handling increasing by 13% to 3.4 million TEUs.

2014 2013

2011

3.4 3.0

2.5 1.8

2009

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Combined transport on the road to success

The duisport Group continued its intensive strategy of working with a number of partners and private rail operators to expand combined transport not only at the regional and national levels but also internationally in the last financial year.

At the regional level, for example, the East-Westphalia Xpress 2 container train was established as a regular service between neska intermodal Group’s Rhine-Ruhr terminal in the Port of Duisburg and the Minden terminal owned by transport company Bobe.

The stopover at the RuhrOst logistics center in Bönen also creates a central interface between the western and northern ports. This strengthens the connection between the Duisburg region and Hamburg and Bremerhaven. In addition, the Minden region, which is primarily oriented around northern regions, is now connected to Antwerp, Rot- terdam, and Amsterdam.

In the area of German rail transport, duisport agency GmbH collaborated with Dutch rail operator DistriRail B.V. to extend the existing intermodal offering between Duis- burg and Frankfurt am Main and the connection with Ludwigshafen. This connection links the chemical parks in Ludwigshafen, Frankfurt am Main, and Marl via the Duisburg interface by rail several times per week.

Various capacity expansions were undertaken and new connections established in cross-border transport during the reporting period. The container volume in Rotterdam will increase as a result of the new terminal at Maasvlakte II. This will require optimized supply and disposal structures by ship and rail to inland destinations. The duisport Group has invested in the most important operator along this route, DistriRail, to support these structures. The number of shuttle transports between Rotterdam and Duis- burg has been increased significantly to several departures per day.

A new multimodal route between the Duisburg terminal logport III and Bettembourg in Luxembourg is part of a collaboration between Samskip Multimodal B.V., ECL GmbH, and CFL that provides rail transport across Europe from North Cape to Gibraltar. From Bettembourg, there are connections to Lyon and Le Boulou on the Spanish border. This link and the multimodal connection from Scandinavia via Duisburg to Trieste and then on to Turkey via ship (known as GreenBridge Multimodal) will increasingly replace The Minden terminal of the transport

company Bobe is connected by the East-Westphalia Xpress 2 container train shuttle service to the Rhine- Ruhr terminal in Duisburg.

The intermodal offering from the DIT in Rheinhausen to Frankfurt am Main has been extended to Ludwigshafen.

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trans-European truck trips with speedy combined connections by rail and ship. The combined transport between Duisburg and Turkey, which is operated jointly by Sam- skip Multimodal B.V. and Turkish company ICL Intercombi, has been very successful.

The number of GreenBridge connections, which started at the beginning of 2014, has already increased significantly.

Rail transport between Duisburg and China is starting to establish itself as a comple- mentary transport offering. Significantly less expensive than airfreight and more than twice as fast as transport by sea, inter- continental trains also offer an attractive transport alternative for very long routes.

With two routes – the trans-Siberian route via Russia to northeastern China and the

“new Silk Road” via Kazakhstan to central China – the two rail lines cover an important part of the eastern and Asian economic area. While these trains were at

first primarily used for exports from China to Europe, automobile manufacturers are increasingly relying on this connection to export automobile parts and assembled vehicles to Asia, as are companies in the machinery and plant-engineering business.

In order to continue to be able to offer optimized multimodal transport concepts for exporters in the future as well, the necessary infrastructure measures, such as bridge repairs and the expansion of holding tracks, connecting tracks, and marshaling yards, must be addressed quickly. This is because good infrastructure connections are an important criterion for companies when they select a location. The new Leistungs- und Finanzierungsvereinbarung (German performance and financing agreement – LuFV II) that the federal government and Deutsche Bahn signed at the beginning of January 2015 should create the proper basis for this.

Needs-based capacity expansion

The Port of Duisburg has for many years been the fastest-growing container location in Europe. So it is only logical that we have continuously expanded our container handling capacity, which now stands at five million TEUs.

The new trimodal portal crane with a span of some 140 meters was put into operation at the D3T terminal at logport I in spring 2014. It is the second crane of this size at D3T and is one of the largest portal cranes in an inland port. At the end of 2014, a third rail crane was added to neighboring container terminal DIT, which is also trimodal.

The first new rail crane at logport III commenced full operation in August 2014. A second crane with the same design will follow in summer 2015. Both cranes have technological innovations for keeping noise levels as low as possible. With the expansion to ten container bridges on logport I and III, a total of 21 container bridges will be in use throughout the Port of Duisburg.

The container handling space has also been increased by 13 hectares.

Manufacturers of premium vehicles now use the rail connection via the

“New Silk Road” for exports to China as well.

Through several trips to China, the management of the duisport Group emphasized the economic relations between both countries. Erich Staake and Markus Teuber, chief represen- tative of Duisburger Hafen AG (3rd from left), with Chinese business partners.

With the new container bridges and expanded space, the duisport Group increased its container handling capacity to five million TEUs per year.

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With a height of 25 meters and 10,000 cassette spaces, the new Benteler Distribution Germany complex at the Port of Duisburg is Europe’s largest high-bay warehouse for pipes.

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On the path to growth with existing customers and new partners

The duisport Group supports its customers by developing land as well as making investments and creating tailored logistics services.

For example, the opening of the world’s largest CKD (completely knocked down) center by AUDI AG in 2013 was soon followed by the second large establishment in the automobile sector at the Port of Duisburg: the new Volkswagen export hub was officially opened at the Kasslerfeld logistics site in March 2014. With 24,000 m² of space, it supplies parts to the automobile group’s non-European plants. The property developer Goodman, in-house logistical services provider syncreon, and transport logistics provider duisport agency work in close collaboration here.

During the reporting period, construction was completed on another major project right next door, which will be officially opened in fall 2015: the Benteler Distribution Germany (BDD) high-bay warehouse for pipes, which is also the largest in Europe. The new complex, which has about 15,000 m² of space, is right next to the existing BDD warehouse and provides additional space for 15,000 metric tons of steel pipes. BDD thus has a central warehouse with a total of 35,000 m² of space at the Port of Duisburg, enabling it to store 27,000 metric tons of pipes. For Benteler Distribution’s customers, the new central warehouse means higher product availabil- ity, shorter delivery times, and bundled deliveries.

In 2014, NYK/Yusen Logistics completed another stage in its development at logport I. The new building, which is 26,000 m², rep- resents the fourth expansion by NYK/Yusen Logistics at the Port of Duisburg. The company thus now has a total of more than 70,000 m² of warehouse space at the location and employs some 400 employees.

Working with a new business partner is also yielding growth momentum on the coal island, which the duisport Group took over from DB Schenker in 2013. A long-term partnership was concluded with HMS Bergbau AG Coal Division. Working together, the two partners will set up and operate a new coal-handling facility in basin B. The innovative batching plant will make it possible to supply exact mixes with a homogeneous compo- sition on a just-in-time basis and at a consistent level of quality over the long term. The new facility will enable delivery of up to 500,000 metric tons of coal per year to German power stations and other industrial consumers in the future. All of the coal island’s approximately 200,000 m² of space is thus once again fully utilized.

Gearbox and drive technology specialist Nanjing High Accurate Drive Equipment Man- ufacturing Group Co. Ltd. (or NGC for short) chose the Port of Duisburg for its European headquarters, making it the first Chinese company to do so. NGC’s parent company, China Transmission, which has some 10,000 employees, is among the 100 most important and competitive companies in the Chinese machinery industry.

For the duisport Group, this establishment is an important step toward enhancing the current connections with the Chinese market. In addition to the optimal connection to all modes of transport, the range of services provided by the duisport Group was also a decisive factor for NGC in the location decision. The establishment of NGC also bene- fited from the direct train connection from Duisburg to China, which was given a lot of weight at the group headquarters in Nanjing.

Thanks to its proximity, the ability to stockpile replacement parts and its combined expertise, NGC will be able to offer its European customers direct access to its products and services from the Duisburg location in the future. The official inauguration of the new location at the inner harbor and the commercial space at the Port of Duisburg, which is approximately 1,000 m², is planned for summer 2015.

Active in the region and for the region

A leading European multimodal transport hub such as the Port of Duisburg inevitably sees a large volume of traffic. In order to continue to manage this traffic as optimally and smoothly as possible for all participants in the future as well, we have entered into a strategic partnership with Siemens AG. The goal is to develop a new traffic-management system using digital technology. The system was designed on the basis of Sie- mens’s Integrated Truck Guidance (ITG), an intelligent truck-supply management system that makes it possible to use existing infrastructure more efficiently.

In collaboration with the HMS Bergbau AG Coal Division, duisport is building a new coal-handling facility in basin B of the coal island. As a result, the coal island will be fully utilized again in future.

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The Kühne + Nagel facility at logport I in Rheinhausen – the intelligent truck traffic management system developed with Siemens will have a positive impact here as well.

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Working together with duisport customers and partners, ITG will first be introduced at the logport I logistics center and in the immediately surrounding area. The individual truck data will be recorded and linked to regional real-time traffic data, which will enable truck drivers to manage the flow of traffic optimally using an app on their smart- phones and real-time LED traffic signs. The system will be expanded to other parts of the port and other transport modes such as rail and inland shipping in the future. The goal is to coordinate multimodal means of transport in order to optimize the flow of traffic and increase the efficiency of sea and inland ports as well as other cargo transport centers around the world over the long term.

Our joint venture with RAG Mon- tan Immobilien GmbH, logport ruhr, achieved important milestones in 2014: on 9 July 2014, the logport ruhr supervisory board passed the key resolutions necessary for implementing the logport IV project in Kamp-Lint- fort, where the 30-hectare former coal-storage facility will be developed into an intercommunal logistics center with a direct connection to the Port of Duisburg.

This will mainly meet the strong demand from international companies with a high level of space and logistics needs. It will also result in the logport concept, which has until now primarily been focused on Duisburg, becom- ing a central element of structural change in the region.

New combinations and proven partnerships

duisport packing logistics GmbH (dpl) accelerated its activities during the reporting period, particularly in southern Germany. In addition, the duisport Group became the majority shareholder of the Weinzierl Group and merged dpl Süd GmbH with Weinzierl Verpackungen GmbH to form dpl Weinzierl Verpackungen GmbH. This led to the crea- tion of uniform structures and greatly improved proximity to customers with locations in Sinzing, Velburg, and Langerringen (Bavaria); Metzingen (Baden-Württemberg); and Schönheide (Saxony).

A key element of the economy in North Rhine-Westphalia is the close and successful collaboration between industrial companies and the logistics sector. The duisport Group has increased its connections with shippers over the last several years. In June 2014, Duisburger Hafen AG and Evonik Industries AG signed an agreement on the joint development of modern logistics concepts as well as the long-term development of the location and strengthening of the North Rhine-Westphalia economic region. The agreement also aims to concentrate container traffic to and from Evonik locations through the Port of Duisburg.

Following on from this strategic collaboration, duisport and Evonik are currently preparing to establish a joint venture, which is set to begin in 2015. The joint venture will bolster the development of the Evonik location in Lülsdorf, which is situated between Cologne and Bonn. The goal is to further develop the open space there and optimize on-site logistics. Some 50 hectares are to be marketed for the establishment of production and logistics companies. In order to supplement the existing site logistics, which include port facilities, rail operations, incoming and outgoing handling, and hazardous materials storage, the construction of a trimodal container terminal is also being planned.

Signing the agreement to build logport IV in Kamp-Lintfort. Back row, from left to right: Professor Hans-Peter Noll (CEO of RAG Montan Immobilien GmbH), Erich Staake, Dr. Jürgen Rupp (member of the Management Board of RAG Aktiengesellschaft), Markus Bangen (member of the Executive Board of Duisburger Hafen AG). Front row, from left to right: Martin Notthoff (treasurer for the city of Kamp-Lintfort), Professor Christoph Landscheidt (mayor of the city of Kamp-Lintfort), Detlev Stickann (Managing Director of logport ruhr GmbH), Markus Teuber (Managing Director of logport ruhr GmbH).

Groundbreaking ceremony for the production facilities for dpl Weinzierl Verpackungen GmbH and Holz Weinzierl Fertigungen GmbH & Co.

KG in Sinzing and Velburg. From left to right: Bernhard Kraus (first mayor of Velburg), Patrick Grossmann (first mayor of Sinzing), Hans-Peter Weinzierl (Managing Director of dpl Weinzierl Verpackungen GmbH and Holz Weinzierl Fertigungen GmbH & Co. KG), Peter Trapp (Managing Director of dpl Weinzierl Verpackungen GmbH and Holz Weinzierl Fertigungen GmbH &

Co. KG), Jakob Weinzierl (Senior Principal).

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New heavyweight in the service portfolio

IPS Integrated Project Services GmbH (IPS) successfully expanded its business activities during the reporting period, demonstrating its expertise in international project logistics with two major projects.

In one case, IPS took over the global transport logistics for setting up railcar dumpers in Mauritania – a mechanism that makes it possible to unload cars loaded with up to 200 metric tons of iron ore by either completely turning them over or tilting them on their axis. IPS’s task was to secure and coordinate the transport of all necessary construction components from Malaysia, China, Korea, and more than five different European ports to the construction site in Mauritania. This was a challenge not only because of the global dimensions of the project, but also because of the difficulties that had to be overcome with respect to the condition of the transport infrastructure in Mauritania.

Another major project involved the transport of a 515-metric-ton converter – the cen- terpiece of an ammonia plant that will produce up to 2,000 metric tons per day – to

Point Lisas in Trinidad and Tobago. Here, IPS was responsible for both precarriage via special-purpose vehicle and inland shipping and direct transshipment to a chartered heavy-goods ship in Rotterdam. This project, which is the heaviest individual transport that IPS has ever carried out, is – like the project in Mauritania – a showcase project for the individual solutions that our project logistics are capable of.

Securing the future through innovation

Despite all of the positive developments, we are constantly aware that companies can only prepare their business for the future through continuous innovation. Corporate responsibility does not end at the factory

gate. It has to have a clear and demonstra- ble impact on society as well. This is also why we are committed to various scientific and research projects, ranging from new technical processes through digital traffic control to innovative power supplies.

And this work is not carried out alone but always with partners from the world of business and science who are recognized for their expertise in their respective fields.

Under the leadership of the University of Duisburg-Essen and together with other partners, duisport has been involved in the LoFIP (logistics future Internet platform) project since August 2011. The final results were presented in September 2014.

The aim of LoFIP was to support logistics processes through the development of the

“future Internet” – the keywords being the Internet of things and the Internet of ser-

vices. The focus here is on software-based control centers that make it possible, for example, to optimize multimodal inland container transport and thus reduce both costs and CO₂ emissions.

We have been involved in the VertiModal project since October 2013. The project looks for ways to stack semitrailers. The aim is to increase storage and handling capacity at combined transport terminals without the need to expand floor space and modify handling equipment. The solution that was developed is a frame design that wraps around the trailer and “containerizes” it – similar to the support frames of the ISO containers XXL international project logistics:

shipping a 515-ton converter to Trinidad and Tobago.

With LoFIP (logistics future internet platform), multimodal container transport will be optimized using digital technologies.

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40

445 42

42

3 31

42

40 40

57

52 52

52

61

46

44

44 44

44

43

46

45 45

45

1

61

61 59

57

57 57

57

E34

E35

E40 E40

E35 E40

E40

Duisburg

Düsseldorf

Cologne

Bonn Düren

Wuppertal

Leverkusen Essen

Bochum Marl

Herne

Lülsdorf Wesel

Dortmund

Aachen

Mönchengladbach

logport I logport III logport IV

logport II

logport V

200km

400km

600km

800km

1000km Oslo

Stockholm

Prague

Genoa Paris

Madrid

Helsinki

Tallinn

Riga Vilnius

Minsk

Kiev

Chisinau

Bucharest

Sofia Skopie Belgrade Sarajevo

Zagreb Ljubljana

Tirana

Athens

Istanbul Bratislava

Vienna Munich

Bern

Rome

Warsaw

Moscow

Marseille

Frankfurt Luxembourg

Brussels Antwerp Le Havre

London Dublin

Lisbon

Hamburg Bremen Berlin Amsterdam

Copenhagen Malmö

Rotterdam Zeebrugge

Budapest

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used to ship merchandise globally. The project is now in the implementation phase during which prototypes of the frame are being built and tested.

Project Goodsound got underway at the beginning of 2014. The purpose of the project is to identify and test procedures for reducing sound emissions when using a crane to move intermodal loading units. duisport is not the only company benefitting from the project. It concerns most of the 200 handling facilities in Germany, the majority of which are in metropolitan areas. These areas not only have ongoing noise emissions but also short bursts of noise, particularly when empty or partially loaded containers are being disconnected or put into position. Innovative processes are intended to reduce the impact of noise emissions on neighboring properties significantly.

The partnership between duisport and RWE also contributes to an improvement in environmental impact and the level of noise. The two companies are currently working together to develop an innovative energy and logistics concept. Part of this concept involves the use of fuel substitutes for various modes of transport – not only ships and road vehicles but also cranes and terminal vehicles. It also aims to use logistics prop-

erties to generate solar energy. RWE is developing a new solar-cell film technology for this purpose. A pilot project using this technology is planned for logistics buildings in Duisburg.

Qualified employees for long-term corporate success

Alongside continuous technological innovation, staff development and the promotion of talented young employees are essential elements in preparing for the future. That As part of the Goodsound project,

new procedures will be tested to reduce noise emissions when using cranes to move intermodal loading units.

Apprentices in our new training courses for wood mechanics and warehouse logistics management.

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is why we offer our young employees opportunities such as the ability to gain further qualifications by allowing them to pursue their studies while working. We also offer young college graduates attractive career-entry opportunities through our trainee programs. The goal of both programs is to retain highly qualified staff both in the region and at our company – as well as to ensure a sufficient number of qualified employees through our various training courses.

We also expanded our training offering during the reporting period. Thanks to the positive development of packaging logistics, we are now offering a training course to become a wood mechanic for the first time. Doing so will enable us to be involved in this growing field early on to ensure that we support the right employees both today and tomorrow. Seeing that their number surpassed 1,000 for the first time last year is both very rewarding and an incentive for us.

Commitment beyond our company’s borders

With a perspective that goes beyond our own company and a sense of responsibility for our region, the duisport Group once again committed itself to Initiativkreis Ruhr and its training initiative TalentMetropole Ruhr during the reporting period. Here, it is worth mentioning the second annual TalentAward Ruhr. The award is given to a per- son committed to promoting talent and one whose efforts open the doors to training and professional opportunities for young people, such as this

year’s winner, Yassine Zerari, and his showcase project Duis- burger Schulmodell (Duisburg school model). This program primarily advocates on behalf of students with weaker school performance who would otherwise have little chance during the regular application process.

The event Dialog mit der Jugend (dialog with youth), which was organized by Initiativkreis Ruhr and its affiliated companies, also took as its theme the view that young people will shape our future. As in recent years, students at the upper class level once again received the opportunity to learn about our company over the course of an afternoon during a series of meetings in spring 2015. They also had the chance to speak personally with CEO Erich Staake. The students’ great interest

in this event and our diverse range of activities strengthens us in our ongoing commitment to education, training, and the promotion of talent. And we do this on a continuous basis with the goal of motivating young people to actively participate in our company with passion and creativity and thus help prepare it for the future.

Once again in 2015, duisport was present at transport logistic, the leading trade fair that takes place every two years in Munich.

Presenting the TalentAward Ruhr:

from left to right: young talent Christian Okav, WDR moderator Asli Sevindim, prize presenter Erich Staake, prize winner Yassine Zerari.

Erich Staake stands among senior class students at the event Dialog mit der Jugend (dialog with youth).

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Group Report 48

I. Fundamentals of the group 50

II. Financial report 50

1. Framework conditions 50

2. Presentation of net assets, financial position, and results 51

2.1 Infrastructure and Suprastructure business segment 53

2.2 Logistics Services business segment 54

2.3 Packaging Logistics business segment 57

2.4 Shareholdings 60

2.5 Investments 61

2.6 Employees 61

2.7 General statement on business performance 62

III. Supplementary report 62

IV. Forecast, risk, and opportunity report 63

1. Risk and opportunity report 63

2. General statement on opportunities and risks 64

3. Forecast 64

V. Sustainability 65

VI. Declaration pursuant to Section 312, Paragraph 3, AktG 66

Annual financial statements 68

Duisburger Hafen Group 70

Consolidated notes and notes on the financial statements of

Audit opinion 116

Shareholders 118

Imprint 120

Port map 121

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I. FUNDAMENTALS OF THE GROUP

Duisburger Hafen AG is the holding and management company of the Port of Duisburg, the largest inland port in the world. As the highest-capacity trimodal hub in central Europe, the harbor is distinguished by a combination of advantageous geographical location, favorable location conditions, and extensive logistics expertise. With an intelligently linked net- work of logistics service providers, it offers the best conditions for providing supply and disposal services for industry and trade companies throughout Europe.

The resulting direct, multimodal networking of international freight transport underscores the position of the Port of Duisburg as a gateway to the markets of Europe.

Against this background, the duisport Group is an innovative provider of tailored solutions for industry and the logistics sector. The range of services offered spans from individual establishment management to the development of integrated port and logistics concepts, intermodal transport services, and the specialized packaging of industrial goods. The Group provides the associated service promise through its structure with the business divisions Infrastructure and Suprastructure, Logistics Services, and Packaging Logistics.

The duisport Group is a service-oriented link between manufacturers and customers, connecting international markets and thus functioning as a driver of regional and global flows of goods. In doing so, duisport acts as partner to the logistics sector and industry, making a significant contribution to the optimization of transport chains.

Beteiligungsverwaltungsgesellschaft des Landes Nordrhein-Westfalen mbH holds two-thirds of the

shares in the company. The remaining third are held by the city of Duisburg.

II. FINANCIAL REPORT 1. Framework conditions

According to calculations by the International Mon- etary Fund (IMF), global growth in 2014 was 3.3%, which was unchanged from the year before. China was once again a driver of growth in 2014 but at a lower rate of growth of 7.4% compared to previous years. In addition, India made a stronger contribution to global growth with a growth rate of 5.8% in 2014.

The global economy also received momentum from the US (+2.4%). The eurozone, by contrast, provided only a below-average contribution of 0.8% to this trend.¹

With respect to the economy in Germany, growth was higher in 2014 than the previous year according to the Federal Statistical Office. Gross domestic product grew by a total of 1.5% in 2014, which was well above the growth rate of 0.1% in 2013.² In terms of foreign trade, Germany recorded an average growth rate of 3.7% in 2014 according to the Federal Ministry for Economic Affairs and Energy.³

With some 2.85 million employees, the logistics sector generated about 230 billion euros in sales in 2013.

This corresponds to growth of 2% over the previous year. According to information from the Bundes- vereinigung Logistik (BVL), the level of employment is expected to have remained steady in 2014. In terms of sales, the BVL expects growth of 2% for 2014.⁴ As the Federal Statistical Office reported, freight traffic in Germany also increased in 2014. Accord-

ing to the report, transport volume climbed by 2.9%

over the previous year to 4.5 billion metric tons. The increased growth of the economy thus also had an impact on the transport of goods in 2014.

Some 3.5 billion metric tons were transported on Ger- many’s roads last year, a 3.7% increase over 2013.

Road transport also represented the highest share of transport volume (78%) in 2014. At +0.8%, inland shipping increased slightly compared to the year before. The volume of goods transported via this method grew to 229 million metric tons. By contrast, the volume of rail transport fell by 2.4% to 365 million metric tons in 2014. There were sharp declines in October and November in particular as a result of strikes.

2. Presentation of net assets, financial position, and results

The duisport Group increased its revenue⁵, including revenue from strategic investments, from 175.4 million euros in the previous year to 197.6 million euros (of which revenue from strategic investments amounted to 14.3 million euros) in the reporting year and is thus slightly above the forecast range for 2014 of 180 to 185 million euros. The EBITDA⁶ improved to 35.2 million euros in 2014 (2013: 30.1 million euros). A clear and sustainable increase in earnings can thus be seen in the last 17 years. The result from ordinary

activities is 15.6 million euros and thus also well above last year’s level and the forecasted value.

In the Infrastructure and Suprastructure business segment, the duisport Group had turnover⁵ amount- ing to 47.4 million euros (2013: 45.7 million euros). The increase of 3.7% resulted from new establishments and new leases at a continued stable level of rental prices at the location. The warehousing space of the duisport Group was almost fully occupied, as in the previous year.

In the Logistics Services business segment, turnover⁵ increased in 2014 by 12.0% to 60.4 million euros (2013:

53.9 million euros). The main reason for this positive development is the high and increasing importance of duisport as a central inland hub and gateway for the transcontinental flow of goods in Europe. The extraordinarily good results in combined transport offer particular proof for this. For example, there was double-digit growth for all means of transport in the container sector.

The positive development seen in the handling results is based mainly on the high level of invest-

Group Report

1 IMF World Economic Outlook Update dated 20 January 2015.

2 Federal Statistical Office on 15 January 2015.

3 The 2015 Annual Economic Report produced by the Federal Ministry for Economic Affairs and Energy.

4 Logistik heute on 23 October 2014.

5 Revenue including capitalized own services and changes in inventory.

6 Earnings before interest, taxes, depreciation, and amortization.

Sales⁵ of the duisport Group in the 2014 reporting year.

197.6 ^{m. euros}

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ments in recent years, the related establishments by international customers and the demand-based expansion of terminal and handling capacities at the Port of Duisburg.

In 2014, the Packaging Logistics business segment recorded a turnover volume⁵ of 71.7 million euros, which is 13.3 million euros more than in 2013 (58.4 million euros). In addition to the full inclusion of the recently acquired Weinzierl companies for the first time, growth in turnover at the established packaging companies, which was significant in some cases, also contributed to the increase in turnover over last year’s level.

Despite a very difficult market environment with intense competition, the packaging area managed to expand its current customer relationships and also gain new customers. In addition, thanks to continuous adjustments and optimization measures, it was also possible to mitigate price pressure in terms of results.

During the past financial year, the duisport Group spent 17.0 million euros (2013: 49.7 million euros) on tangible asset investments and financial investments (gross). Projects geared toward expanding the capacity at existing logistics facilities were carried out. One of the main projects was the installation of a gantry crane to further increase container handling at the combined transport terminal logport III. Another investment was the purchase of two mainline loco- motives at duisport rail GmbH to secure and expand transport capacities.

On the whole, the stable operating results of the duisport Group over the years are the result of our sustainable investment policy at the Duisburg location, in the region, and in relation to international activities.

At 30.5 million euros, revenues in the annual financial statement for Duisburger Hafen AG are 3.0 million euros lower than last year but well above the value forecast of at least 27 million euros. The sales volume was positively influenced last year by a settlement agreement with a customer.

At 9.4 million euros, the annual profit is 2.0 million euros more than the previous year’s value and higher than the value forecast last year. Sales and income were positively influenced by the high capacity uti- lization in the Infrastructure and Suprastructure segment as well as by the increased income from equity investments.

The equity ratio of Duisburger Hafen AG increased from 32.9% to 35.1% compared to the previous year.

The increased equity capital is accompanied by a balance sheet that remains nearly unchanged.

2.1 Infrastructure and Suprastructure business segment

Within the Infrastructure and Suprastructure business segment, the infrastructure business division generated turnover⁵ from the lease of commercial premises of 26.6 million euros (2013: 29.0 million euros). The higher amount the year before was the result of a one-time effect from the early termination of a lease, which resulted in the collection of com- pensation. Without this one-time effect, there would The total balance sheet of the Group rose by 0.8%,

from 340.9 million euros to 343.7 million euros. In the infrastructure business, the majority of assets are tied up over the long term as fixed assets, such as real estate, buildings, and port infrastructure. At 84.8%

(2013: 86.0%), investment intensity continues to be the dominating factor of the balance sheet structure.

As part of the expansion of the business volume in all segments, current assets rose in 2014 to 51.7 million euros (2013: 48.3 million euros). On 31 December 2014, the equity ratio of the duisport Group was 36.5% (31 December 2013: 34.8%). This increase is primarily due to the good Group results.

Compared to the previous year, net liabilities to banks, including current asset securities, fell by 10.2 million euros. The credit conditions underly- ing the loan portfolio of the duisport Group remain almost unchanged compared to the year before.

Cash flow I⁷ rose from 22.0 million euros to 24.2 million euros. The main reasons for this are the improved annual results, increased write-downs in connection with the intensive investment activity in recent years, and higher long-term provisions.

As a result of the lower investment volume compared to the year before, the cash flow from investing activities was –11.2 million euros in 2014 (2013: –52.3 million euros). Given the decreased loan portfolio, the cash flow from financing activities fell during the same period to –12.7 million euros (2013: +24.5 million euros).

have been an increase in turnover compared to the year before.

Overall, at around 232,000 m² (2013: 264,000 m²), the marketing performance in 2014 was about the same as in the prior year.

After the duisport Group reactivated an initial area of some 60,000 m² in 2013 for the handling of imported coal on the coal island it took over, the usable area was more than doubled to 125,000 m² at the beginning of 2014. In addition, a long-term partnership was concluded in 2014 with HMS Bergbau AG Coal Divi- sion to further develop the coal island.

At logport I, another property of about 47,900 m² with a hall complex that is approximately 26,000 m² large was made available to long-term customer NYK/Yusen Logistics (Deutschland) GmbH in 2014.

The new logistics facility is the fourth expansion by NYK/Yusen Logistics at logport I.

A 10,400 m² property adjacent to the combined-transport terminal logport III was leased. In August 2014, the first rail crane, with a capacity of 90,000 loading units per year, was put into operation at logport III.

A second rail crane with the same design will follow in 2015. This expansion of capacity will meet the increased demand and additional rail traffic at logport III.

Total assets of the duisport Group rose by 0.8%.

343.7 ^{m. euros}