Bond ThyssenKrupp GmbH 4.125% ( XS1173293561 ) in USD

ThyssenKrupp GmbH

100 % ⇌

Germany

XS1173293561 ( in USD )

4.125% per year ( payment 1 time a year)

25/01/2026

Prospectus brochure of the bond Thyssenkrupp AG XS1173293561 en USD 4.125%, maturity 25/01/2026

200 000 USD

100 000 000 USD

26/01/2026 ( In 42 days )

ThyssenKrupp AG is a German multinational conglomerate corporation operating in the steel, elevator, and industrial components sectors.

The Bond issued by ThyssenKrupp GmbH ( Germany ) , in USD, with the ISIN code XS1173293561, pays a coupon of 4.125% per year.
The coupons are paid 1 time per year and the Bond maturity is 25/01/2026

Debt Issuance Programme Prospectus
23 January 2020
This document constitutes the base prospectus for the purpose of article 8(1) of Regulation (EU) No 2017/1129
of the European Parliament and of the Council of 14 June 2017 (the "Prospectus Regulation"), of thyssenkrupp
AG in respect of non-equity securities within the meaning of article 2 (c) of the Prospectus Regulation ("Debt
Issuance Programme Prospectus" or the "Prospectus").

thyssenkrupp AG
(Duisburg and Essen, Federal Republic of Germany)
10,000,000,000
Debt Issuance Programme
(the "Programme")
Application has been made to the Luxembourg Stock Exchange to list notes to be issued under the Programme
(the "Notes") on the official list of the Luxembourg Stock Exchange and to admit Notes to trading on the Regulated
Market "Bourse de Luxembourg". The Luxembourg Stock Exchange's regulated market (the "Regulated Market")
is a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council of
15 May 2014 on markets in financial instruments, as amended ("MiFiD II"). Notes issued under the Programme
may not be listed at all. The Issuer has requested the Commission de Surveillance du Secteur Financier of the
Grand Duchy of Luxembourg (the "CSSF") in its capacity as competent authority under the Luxembourg law of
16 July 2019 relating to prospectuses for securities, as amended (Loi relative aux prospectus pour valeurs
mobilières - "Luxembourg Prospectus Law"), to approve this Prospectus and to provide the competent authorities
in the Federal Republic of Germany, The Netherlands and the Republic of Austria with a certificate of approval
attesting that this Prospectus has been drawn up in accordance with the Luxembourg Prospectus Law (each a
"Notification"). The Issuer may request the CSSF to provide competent authorities in additional Member States
within the European Economic Area ("EEA") with a Notification. By approving this Prospectus, the CSSF assumes
no responsibility as to the economic or financial soundness of the transactions under the Programme or the
quality and solvency of the Issuer in line with the provisions of article 6(4) of the Luxembourg Prospectus Law.

Arranger
Deutsche Bank
Dealers
BayernLB
BNP PARIBAS
Citigroup
Commerzbank
Deutsche Bank
HSBC
J.P. Morgan
UniCredit Bank

This Prospectus will be published in electronic form on the website of the Luxembourg Stock Exchange
(www.bourse.lu). It is valid for a period of twelve months from the date of its approval.

NOTICE
This Prospectus should be read and construed with any supplement hereto and with any other documents
incorporated by reference. Full information on the Issuer and any Tranche of Notes (as defined herein) is only
available on the basis of the combination of the Prospectus and the final terms (the "Final Terms") relating to
such Tranche.
thyssenkrupp AG, with its registered offices in Duisburg and Essen and its headquarters at thyssenkrupp Allee 1,
45143 Essen, Federal Republic of Germany ("thyssenkrupp AG", the "Company" or the "Issuer" and, together
with all of its affiliated companies within the meaning of the German Stock Corporation Act (Aktiengesetz), the
"thyssenkrupp Group", "thyssenkrupp" or the "Group") has confirmed to the Arranger (as defined herein) and to
the Dealers (as defined herein) that this Prospectus contains to the best of its knowledge all information which is
material in the context of the Programme and the issue and offering of Notes thereunder, that the information
contained herein is accurate in all material respects and is not misleading, that the opinions and intentions
expressed herein are honestly held and that there are no other facts the omission of which would make this
Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading.
To the extent permitted by the laws of any relevant jurisdiction neither the Arranger nor any Dealer accepts any
responsibility for the accuracy and completeness of the information contained in this Prospectus or any
supplement hereof, or any other document incorporated by reference nor for the information contained in any
Final Terms.
The Issuer has undertaken with the Dealers to publish a supplement to this Prospectus or to publish a new
Prospectus if and when information herein should become materially inaccurate or incomplete or in the event of
any significant new factor, material mistake or inaccuracy relating to the information included in this Prospectus
which is capable of affecting the assessment of the Notes and, where approval by the CSSF of any such
document is required, upon such approval having been given.
No person has been authorized by the Issuer to give any information or to make any representation not contained
in or not consistent with this Prospectus or any other document entered into in relation to the Programme or any
information supplied by the Issuer or such other information as in the public domain and, if given or made, such
information or representation should not be relied upon as having been authorized by the Issuer, the Dealers or
any of them.
This Prospectus is valid until its expiration on January 23, 2021 and it and any supplement hereto as well as any
Final Terms reflect the status as of their respective dates of issue. There is no obligation to supplement this
Prospectus in the event of significant new factors, material mistakes or material inaccuracies when this
Prospectus is no longer valid. Neither the delivery of this Prospectus nor any Final Terms nor the offering, sale
or delivery of any Note shall, in any circumstances, create any implication that the information contained in this
Prospectus is accurate and complete subsequent to their respective dates of issue or that there has been no
adverse change in the financial situation of the Issuer since such date or that any other information supplied in
connection with the Programme is accurate at any time subsequent to the date on which it is supplied or, if
different, the date indicated in the document containing the same.
The distribution of this Prospectus and any Final Terms and the offering, sale and delivery of the Notes in certain
jurisdictions may be restricted by law. Persons into whose possession the Prospectus or any Final Terms comes
are required by the Issuer and the Dealers to inform themselves about and to observe any such restrictions. For
a description of certain restrictions applicable in the United States of America, the European Economic Area in
general, the United Kingdom ("UK"), Japan and Singapore see "Selling Restrictions" on pages 164 to 167 of this
Prospectus.
In particular, the Notes have not been and will not be registered under the United States Securities Act of 1933,
as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of
the United States and are being sold pursuant to an exemption from the registration requirements of the
Securities Act. The Notes are subject to tax law requirements of the United States of America. Subject to certain
exceptions, the Notes may not be offered, sold or delivered within the United States of America or to, or for the
account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act ("Regulation S")). For
further information, see "Selling Restrictions United States of America".
IMPORTANT EEA AND UK RETAIL INVESTORS - If the relevant Final Terms in respect of any Notes include a
legend entitled "Prohibition of Sales to EEA and UK Retail Investors", the Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail
investor in the EEA or the UK. For these purposes, a retail investor means a person who is one (or more) of: (i) a
retail client as defined in point (11) of article 4(1) MiFID II; (ii) a customer within the meaning of Directive
2016/97/EU as amended ("IDD"), where that customer would not qualify as a professional client as defined in
point (10) of article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation.
Consequently no key information document required by Regulation (EU) 1286/2014 as amended ("PRIIPs
ii

Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA or
in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to
any retail investor in the EEA or in the UK may be unlawful under the PRIIPS Regulation.
If the relevant Final Terms in respect of any Notes specify "Prohibition of Sales to EEA and UK Retail Investors"
as "Not applicable", except to the extent sub-paragraph (ii) below may apply, any offer of Notes in any Member
State of the EEA or in the UK will be made pursuant to an exemption under the Prospectus Regulation from the
requirement to publish a prospectus for offers of Notes. Accordingly, any person, making or intending to make
an offer in that Member State or in the UK of Notes which are the subject of an offering or placement contemplated
in this Prospectus as completed by Final Terms in relation to the offer of those Notes may only do so (i) in
circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to
article 3 of the Prospectus Regulation or supplement a prospectus pursuant to article 23 of the Prospectus
Regulation, in each case, in relation to such offer, or (ii) if a prospectus for such offer has been approved by the
competent authority in that Member State or in the UK or, where appropriate, approved in another Member State
or in the UK and notified to the competent authority in that Member State or in the UK and (in either case)
published, all in accordance with the Prospectus Regulation, provided that any such prospectus has
subsequently been completed by Final Terms which specify that offers may be made other than pursuant to
article 1(4) of the Prospectus Regulation in that Member State or in the UK, such offer is made in the period
beginning and ending on the dates specified for such purpose in such prospectus or Final Terms, as applicable,
and the Issuer has consented in writing to the use of such prospectus for the purpose of such offer. Except to
the extent sub-paragraph (ii) above may apply, neither the Issuer nor any Dealer have authorized, nor do they
authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Issuer or any
Dealer to publish or supplement a prospectus for such offer.
This Prospectus may be used for subsequent offers by Dealers and/or further financial intermediaries only insofar
as and for the period so specified in the Final Terms for the relevant series of Notes (each a "Series").
The language of this Prospectus is English. Any part of this Prospectus in the German language constitutes a
translation. In respect of the issue of any Tranche of Notes under the Programme, the German text of the Terms
and Conditions may be controlling and binding if so specified in the Final Terms.
Neither the Prospectus nor any Final Terms may be used for the purpose of an offer or solicitation by anyone in
any jurisdiction in which such offer or solicitation is not authorized or to any person to whom it is unlawful to
make such an offer or solicitation.
Neither this Prospectus nor any Final Terms constitutes an offer or an invitation to subscribe for or to purchase
any Notes and should not be considered as a recommendation by the Issuer, the Dealers or any of them that
any recipient of this Prospectus or any Final Terms should subscribe for or purchase any Notes.
In connection with the issue of any Tranche of Notes, the Dealer or Dealers (if any) named as the stabilizing
manager(s) (or persons acting on behalf of any stabilizing manager(s) (the "Stabilizing Managers")) in the
applicable Final Terms may over-allot Notes or effect transactions with a view to supporting the market price of
the Notes at a level higher than that which might otherwise prevail. However, stabilization may not necessarily
occur. Any stabilization action may begin on or after the date on which adequate public disclosure of the terms
of the offer of the relevant Tranche of Notes is made and, if begun, may cease at any time, but it must end no
later than the earlier of 30 days after the issue date of the relevant Tranche of Notes and 60 days after the date
of the allotment of the relevant Tranche of Notes. Any stabilization or over-allotment must be conducted by the
relevant Stabilizing Manager(s) (or persons acting on behalf of any Stabilizing Manager(s)) in accordance with all
applicable laws and rules.
In this Prospectus all references to "", "EUR", "Euro", "euro" and "EURO" are to the currency introduced at the
start of the third stage of the European Economic and Monetary Union, and as defined in article 2 of Council
Regulation (EC) No 974/98 of 3 May 1998 on the introduction of the euro, as amended, and all references to
"U.S dollars" and "U.S. $" are to lawful currency of the United States of America.
Any descriptions or references to business figures or developments refer to the fiscal year 2018/2019, unless
specified otherwise.
Any websites referred to in this Prospectus are referred to for information purposes only, do not form part of this
Prospectus and have not been scrutinised or approved by the CSSF.
This Prospectus contains certain forward-looking statements. Forward-looking statements are statements that
do not relate to historical facts and events. They are based on the analyses or forecasts of future results and
estimates of amounts not yet determinable or foreseeable. These forward-looking statements are identified by
the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may",
"plan", "predict", "project", "will" and similar terms and phrases, including references and assumptions. This
applies, in particular, to statements in this Prospectus containing information on future earnings capacity, plans
iii

and expectations regarding the Issuer's business and management, its growth and profitability, and general
economic and regulatory conditions and other factors that affect it. Forward-looking statements in this
Prospectus are based on current estimates and assumptions that the Issuer makes to the best of its present
knowledge. These forward-looking statements are subject to risks, uncertainties and other factors which could
cause actual results, including the Issuer's financial condition and results of operations, to differ materially from
and be worse than results that have expressly or implicitly been assumed or described in these forwardlooking
statements. The Issuer's business is also subject to a number of risks and uncertainties that could cause a
forward-looking statement, estimate or prediction in this Prospectus to become inaccurate. Accordingly, potential
investors are strongly advised to read the following sections of this Prospectus: "Risk Factors", and
"thyssenkrupp AG". These sections include more detailed descriptions of factors that might have an impact on
the Issuer's business and the markets in which it operates. In light of these risks, uncertainties and assumptions,
future events described in this Prospectus may not occur. In addition, the Issuer does not assume any obligation,
except as required by law, to update any forward-looking statement or to conform these forward-looking
statements to actual events or developments.
The Final Terms in respect of any Notes may include a legend entitled "MiFID II Product Governance" which will
outline the target market assessment in respect of the Notes and which channels for distribution of the Notes are
appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take
into consideration the target market assessment; however, a distributor subject to MiFID II is responsible for
undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target
market assessment) and determining appropriate distribution channels.
A determination will be made in relation to each issue about whether, for the purpose of the MiFID Product
Governance rules under EU Delegated Directive 2017/593 (the "MiFID Product Governance Rules"), any Dealer
subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the Arranger nor the
Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the MIFID Product
Governance Rules.
Interest amounts payable under the Notes may be calculated by reference to the Euro Interbank Offered Rate
("EURIBOR"), which is currently provided by European Money Markets Institute ("EMMI") or the London Interbank
Offered Rate ("LIBOR"), which is currently provided by ICE Benchmark Administration ("IBA").
As at the date of this Prospectus, EMMI and IBA appear on the register of administrators and benchmarks
established and maintained by the European Securities and Markets Authority ("ESMA") pursuant to article 36 of
the Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used
as benchmarks in financial instruments and financial contracts or to measure the performance of investment
funds and amending Directives 2008/48/EC and 2014/17/EU and Regulation (EU) No 596/2014 (the "Benchmark
Regulation").
Product Classification Pursuant to Section 309B of the Securities and Futures Act (Chapter 289 of Singapore)
The Final Terms in respect of any Notes may include a legend entitled "Singapore Securities and Futures Act
Product Classification" which will state the product classification of the Notes pursuant to section 309B(1) of the
Securities and Futures Act (Chapter 289) of Singapore, as modified or amended from time to time (the "SFA").
The Issuer will make a determination in relation to each issue about the classification of the Notes being offered
for purposes of section 309B(1)(a). Any such legend included on the relevant Final Terms will constitute notice
to "relevant persons" for purposes of section 309B(1)(c) of the SFA.

iv

CONTENTS

Page

GENERAL DESCRIPTION OF THE PROGRAMME ...................................................................................... 1
RISK FACTORS REGARDING THE ISSUER .............................................................................................. 4
RISK FACTORS REGARDING THE NOTES .............................................................................................. 11
RESPONSIBILITY STATEMENT ............................................................................................................ 15
CONSENT TO USE THE PROSPECTUS.................................................................................................. 16
TERMS AND CONDITIONS OF THE NOTES ENGLISH LANGUAGE VERSION.............................................. 17
OPTION I Terms and Conditions for Fixed Rate Notes English language version ..................................... 18
OPTION II Terms and Conditions for Floating Rate Notes English language version ................................ 32
OPTION III Terms and Conditions for Zero Coupon Notes - English language version ................................ 52
TERMS AND CONDITIONS OF THE NOTES GERMAN LANGUAGE VERSION .............................................. 66
OPTION I Emissionsbedingungen für Schuldverschreibungen mit fester Verzinsung ................................. 67
OPTION II Emissionsbedingungen für Schuldverschreibungen mit variabler Verzinsung ............................ 83
OPTION III Emissionsbedingungen für Nullkupon-Schuldverschreibungen............................................. 105
FORM OF FINAL TERMS (MUSTER ENDGÜLTIGE BEDINGUNGEN) ........................................................ 120
THYSSENKRUPP AG AS ISSUER ....................................................................................................... 139
TAXATION ..................................................................................................................................... 163
GENERAL INFORMATION ................................................................................................................. 164
DOCUMENTS INCORPORATED BY REFERENCE ................................................................................... 169

v

GENERAL DESCRIPTION OF THE PROGRAMME
I.
General
Under this Programme, thyssenkrupp AG may from time to time issue Notes to one or more of the Dealers set
forth on the cover page and any additional Dealer appointed under the Programme from time to time by the
Issuer, whose appointment may be for a specific issue or on an ongoing basis (each a "Dealer" and together,
the "Dealers"), or directly to investors.
Deutsche Bank Aktiengesellschaft acts as arranger in respect of the Programme (the "Arranger").
The maximum aggregate principal amount of the Notes at any time outstanding under the Programme will not
exceed 10,000,000,000 (or its equivalent in any other currency). The Issuer may increase the amount of the
Programme from time to time.
Notes may be issued on a continuing basis to one or more of the Dealers. Notes may be distributed by way of
public or private placements and, in each case, on a syndicated or non-syndicated basis. The method of
distribution of each Tranche will be stated in the Final Terms. Notes may be offered to non-qualified and/or
qualified investors.
Notes may be issued on a continuous basis in tranches (each a "Tranche"), each Tranche consisting of Notes
which are identical in all respects. One or more Tranches, which are expressed to be consolidated and forming
a single series and identical in all respects, but having different issue dates, interest commencement dates, issue
prices and dates for first interest payments may form a Series ("Series") of Notes. Further Notes may be issued
as part of existing Series. The specific terms of each Tranche will be set forth in the Final Terms.
Notes will be issued in such denominations as may be agreed between the Issuer and the relevant Dealer(s) and
as indicated in the Final Terms save that the minimum denomination of the Notes will be, if in Euro, 1,000, if
in any currency other than Euro, in an amount in such other currency nearly equivalent to 1,000 at the time of
the issue of Notes.
Notes may be issued at an issue price which is at par or at a discount to, or premium over, par, as stated in the
Final Terms. The Notes are freely transferable.
Application has been made to list Notes on the official list of the Luxembourg Stock Exchange and to admit Notes
to trading on the Regulated Market "Bourse de Luxembourg" which is a regulated market for the purposes of
MiFID II. Notes may further be issued under the Programme which will not be listed on any stock exchange.
Notes will be accepted for clearing through one or more Clearing Systems as specified in the Final Terms. These
systems will include those operated by Clearstream Banking AG, Clearstream Banking S.A., Luxembourg and
Euroclear Bank SA/NV.
Deutsche Bank Aktiengesellschaft will act as fiscal agent (the "Fiscal Agent"). Deutsche Bank Aktiengesellschaft
and other institutions, all as indicated in the Final Terms, will act as paying agents (the "Paying Agents").
1

II.
Issue Procedures
General
The Issuer and the relevant Dealer(s) will agree on the terms and conditions applicable to each particular Tranche
of Notes (the "Conditions"). The Conditions will be constituted by the relevant set of Terms and Conditions of the
Notes set forth below (the "Terms and Conditions") as completed by the provisions of the Final Terms as set out
below.
Options for sets of Terms and Conditions
A separate set of Terms and Conditions applies to each type of Notes, as set forth below. The Final Terms provide
for the Issuer to choose among the following Options:
Option I Terms and Conditions for Fixed Rate Notes;
Option II Terms and Conditions for Floating Rate Notes;
Option III Terms and Conditions for Zero Coupon Notes.
Documentation of the Conditions
The Issuer may document the Conditions of an individual issue of Notes in either of the following ways:
-- The Final Terms shall be completed as set out therein. The Final Terms shall determine which of Option
I, Option II or Option III, including certain further sub-options contained therein, respectively, shall be
applicable to the individual issue of Notes by replicating the relevant provisions and completing the
relevant placeholders of the relevant set of Terms and Conditions as set out in the Prospectus in the Final
Terms. The replicated and completed provisions of the set of Terms and Conditions alone shall constitute
the Conditions, which will be attached to each global note representing the Notes of the relevant Tranche.
This type of documentation of the Conditions will be used where the Notes are publicly offered, in whole
or in part, or are to be initially distributed, in whole or in part, to non-qualified investors.
-- Alternatively, the Final Terms shall determine which of Option I, Option II or Option III and of the respective
further options contained in each of Option I, Option II or Option III are applicable to the individual issue
by only referring to the specific sections of the relevant set of Terms and Conditions as set out in the
Prospectus. The Final Terms will specify that the provisions of the Final Terms and the relevant set of
Terms and Conditions as set out in the Prospectus, taken together, shall constitute the Conditions. Each
global note representing a particular Tranche of Notes will have the Final Terms and the relevant set of
Terms and Conditions as set out in the Prospectus attached.
Determination of Options / Completion of Placeholders
The Final Terms shall determine which of Option I, Option II or Option III shall be applicable to the individual issue
of Notes. Each of the sets of Terms and Conditions of Option I, Option II or Option III contains also certain further
options (characterized by indicating the optional provision through instructions and explanatory notes set out
either on the left of or in the square brackets within the text of the relevant set of Terms and Conditions as set
out in the Prospectus) as well as placeholders (characterized by square brackets which include the relevant items)
which will be determined by the Final Terms as follows:
Determination of Options
The Issuer will determine which options will be applicable to the individual issue either by replicating the relevant
provisions in the Final Terms or by reference of the Final Terms to the sections of the relevant set of Terms and
Conditions as set out in the Prospectus. If the Final Terms do not replicate or refer to an alternative or optional
provision it shall be deemed to be deleted from the Conditions.
Completion of Placeholders
The Final Terms will specify the information with which the placeholders in the relevant set of Terms and
Conditions will be completed. In case the provisions of the Final Terms and the relevant set of Terms and
Conditions, taken together, shall constitute the Conditions the relevant set of Terms and Conditions shall be
deemed to be completed by the information contained in the Final Terms as if such information were inserted in
the placeholders of such provisions.
2

In that case, all instructions and explanatory notes and text set out in square brackets in the relevant set of Terms
and Conditions and any footnotes and explanatory text in the Final Terms will be deemed to be deleted from the
Conditions.
Controlling Language
As to controlling language of the respective Conditions, the following applies:
-- In the case of Notes (i) publicly offered, in whole or in part, in the Federal Republic of Germany, or (ii)
initially distributed, in whole or in part, to non-qualified investors in the Federal Republic of Germany,
German will be the controlling language. If, in the event of such public offer or distribution to non-qualified
investors, however, English is chosen as the controlling language, a German language translation of the
Conditions will be available from the principal offices of the Fiscal Agent and the Issuer as specified on
the back of this Prospectus.
-- In other cases the Issuer will elect either German or English to be the controlling language.

3

RISK FACTORS
The following information discloses the principal risk factors which are specific and material to the Issuer and the
Notes in order to enable prospective investors to assess the risks associated with investing in the Notes.
Additional risks and uncertainties, which are currently not known to the Issuer or which the Issuer currently
believes are immaterial, could likewise impair the business operations of the Issuer or the thyssenkrupp Group
and have a material adverse effect on their business, cash flows, results of operations and their financial
condition. Further, prospective investors should be aware that the risks described below may combine and thus
intensify one another.
Prospective investors may lose the value of their entire investment or part of it in the event one or more of the
risks regarding the Issuer described below materialises.
Each prospective investor of Notes must determine, based on its own independent review of all information
provided in this Prospectus and such professional advice as it deems appropriate under the circumstances, that
its investment in the Notes is fully consistent with its (or if it is acquiring the Notes in a fiduciary capacity, the
beneficiary's) financial needs, objectives and condition, complies and is fully consistent with all investment
policies, guidelines and restrictions applicable to it (whether acquiring the Notes as principal or in a fiduciary
capacity) and is a fit, proper and suitable investment for it (or if it is acquiring the Notes in a fiduciary capacity,
for the beneficiary), notwithstanding the clear and substantial risks inherent in investing in or holding the Notes.
In particular, each prospective investor should:
(i) have sufficient knowledge and experience to make a meaningful evaluation of the relevant Notes, the merits
and risks of investing in the relevant Notes and the information contained or incorporated by reference in this
Prospectus or any applicable supplement to the Prospectus;
(ii) have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its particular
financial situation and the investment(s) it is considering, an investment in the Notes and the impact the
Notes will have on its overall investment portfolio;
(iii) have sufficient financial resources and liquidity to bear all of the risks of an investment in the relevant Notes,
including where principal or interest is payable in one or more currencies, or where the currency for principal
or interest payments is different from the prospective investor's currency;
(iv) understand thoroughly the terms of the relevant Notes and be familiar with the behaviour of any relevant
indices and financial markets; and
(v) be able to evaluate (either alone or with the help of a financial advisor) possible scenarios for economic,
interest rate and other factors that may affect its investment and its ability to bear the applicable risks.
Some Notes are complex financial instruments. A prospective investor should not invest in Notes which are
complex financial instruments unless it has the expertise (either alone or with a financial advisor) to evaluate how
the Notes will perform under changing conditions, the resulting effects on the value of the Notes and the impact
this investment will have on the prospective investor's overall investment portfolio.
RISK FACTORS REGARDING THE ISSUER
I. RISKS FROM EXTERNAL PARAMETERS
Macroeconomic risks
The Group will face economic risks when positive impetus is not forthcoming from the general economy and
markets of relevance for thyssenkrupp and if the growth rates fall below economic forecasts.
The global growth outlook remains marked by major uncertainty. Current risk factors mainly result from
geopolitical imponderables: it is unclear whether the trade conflicts will escalate further or how the numerous
global flashpoints will unfold. A sharper slowdown in China could also have a dampening effect.
In Europe, uncertainty over the further course of Brexit could weigh on investment above all in Britain itself but
also in the other countries of the European Union.
Exogenous shocks such as a further escalation of violence in crisis regions could have major effects on the global
economy and would also effect thyssenkrupp.
In all of thyssenkrupp Group's operations future business success depends on thyssenkrupp's ability to respond
to evolving market trends with innovative products and services on competitive terms.
4

Regulatory risks
thyssenkrupp's business operations are in some cases closely dependent on the legal framework at national or
European level. Developments such as changes to competition rules in individual sections of the markets can
involve risks for thyssenkrupp and lead to higher costs or other disadvantages.
Rising energy costs can occur from new energy- and climate-related rules. Regarding the EU emissions trading
system thyssenkrupp may face substantial costs for emission allowances in the fourth trading period from 2021.
As an energy-intensive industrial and services group thyssenkrupp faces risks to its earnings situation if it is
unable in the competitive international market to pass on to its customers all or any of the additional costs.
Further regulatory risks may ensue from changes to the tax framework where there is legal uncertainty and which
may change over time. For example certain tax benefits are currently being examined by the constitutional court.
Should the court cases result in the tax benefits being removed and/or reduced, substantial back taxes cannot
be excluded.
II. FINANCIAL RISKS
Liquidity risk
thyssenkrupp AG may be negatively impacted by adverse deposit and/or financing conditions resulting from an
updated evaluation of thyssenkrupp AG's solvency, particularly from rating agencies, and/or negative
developments related to the financial markets, such as, for example, (i) a limited availability of funds and hedging
instruments, (ii) negative interest rates and (iii) impacts arising from more restrictive regulation of the financial
sector, central bank policy, or financial instruments. The realization of any of the above could result in adverse
deposit, hedging and/or financing conditions for thyssenkrupp AG.
thyssenkrupp AG maintains long-term credit facilities and cash funds on the basis of a multi-year financial
planning system and a liquidity planning system on a rolling monthly basis. The cash pooling system and external
financings are concentrated mainly on thyssenkrupp AG and specific foreign companies. thyssenkrupp AG uses
the cash pooling system to allocate resources to Group companies internally according to requirements.
However, thyssenkrupp AG cannot exclude the possibility that solvency and the financial flexibility of the Group
can be negatively influenced by a reduction of liquid assets.
thyssenkrupp AG has agreements with banks which contain certain conditions in the event that the gearing ratio
(net financial debt to total equity) in the consolidated financial statements exceeds an applicable limit at the end
of the respective financial year (30 September). The applicable limit lies in a range from 150 per cent. to 200
per cent. and depends on the discount rate used to calculate thyssenkrupp's pension obligations in Germany.
On September 30, 2019 the applicable gearing limit for thyssenkrupp AG based on these agreements was
200 per cent.
Although the actual gearing as of September 30, 2019 (166.8 per cent.) is lower than the respective gearing
limits applicable according to the aforementioned contracts, it cannot be excluded that in the future the applicable
gearing limits will be exceeded and the relevant financial partners do not agree to waive the gearing covenant
which could lead to an early termination of the agreements. This may have a negative impact on the financial
position of thyssenkrupp.
Default risk
The risk of default of financial instrument transactions is composed of a possible failure of a contracting party.
Market risk
thyssenkrupp is exposed to fluctuations in currencies, interest rates and commodity prices. To hedge those
market risks thyssenkrupp enters into derivative hedging instruments. The fair values or future cash flows from
non-derivative or derivative financial instruments may fluctuate due to market changes and in particular relating
to off-exchange-traded foreign currency forward contracts, interest-rate swaps, interest-rate/foreign currency
derivatives and commodity forward contracts with banks and commercial partners.
Fluctuations in currencies may result from thyssenkrupp's numerous payment flows in different currencies, in
particular in US dollars. All companies of the Group are required to hedge foreign currency positions at the time
of their inception; companies based in the Euro zone are required to hedge via thyssenkrupp's central clearing
office. Nevertheless, hedging of these risks may not be sufficient. Translation risks arising from the conversion
of foreign currency positions are generally not hedged.
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