EnBW Energie Baden Württemberg : First Supplement to the 2020 Debt Issuance Programm (nur in Englisch verfügbar)

First Supplement, dated 6 October 2020 to the Debt Issuance Programme Prospectus dated 30 April 2020.

This document constitutes a supplement (the "Supplement") for the purposes of Article 23 (1) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017, as amended (the "Prospectus Regulation"), relating to issues of non- equity securities within the meaning of Article 2 (c) of the Prospectus Regulation, to (i) the base prospectus of EnBW Energie Baden- Württemberg AG ("EnBW AG") and (ii) the base prospectus of EnBW International Finance B.V. ("EnBW Finance"), dated 30 April 2020 (together, the "Debt Issuance Programme Prospectus" or the "Prospectus") which each constitutes a base prospectus for the purposes of Article 8 (1) of the Prospectus Regulation.

EnBW Energie Baden-Württemberg AG

(Karlsruhe, Federal Republic of Germany)

as Issuer and, in respect of Notes issued by EnBW International Finance B.V., as Guarantor

EnBW International Finance B.V.

(Amsterdam, The Netherlands)

as Issuer

• 7,000,000,000 Debt Issuance Programme

The Commission de Surveillance du Secteur Financier (the "CSSF") of the Grand Duchy of Luxembourg in its capacity as competent authority under the Prospectus Regulation has approved this Supplement as a supplement within the meaning of Article 23 (1) of the Prospectus Regulation. By approving this Supplement, CSSF gives no undertaking as to the economic and financial soundness of the operation or the quality or solvency of either Issuer in accordance with the provisions of Article 6(4) of Luxembourg act relating to prospectuses for securities dated 16 July 2019 (Loi du 16 juillet 2019 relative aux prospectus pour valeurs mobilières et portant mise en œuvre du règlement (UE) 2017/1129).

Each Issuer has requested the CSSF to provide the competent authorities in the United Kingdom of Great Britain and Northern Ireland, the Republic of Austria, the Federal Republic of Germany and The Netherlands with a certificate of approval attesting that this Supplement has been drawn up in accordance with the Prospectus Regulation. Each Issuer may request the CSSF to provide competent authorities in additional host member states within the European Economic Area with such notification.

Right to withdraw

In accordance with Article 23 (2) of the Prospectus Regulation, investors who have already agreed to purchase or subscribe for securities before the Supplement is published have the right, exercisable within two working days after the publication of this Supplement, to withdraw their acceptances, provided that the significant new factor, material mistake or material inaccuracy arose before the final closing of the offer to the public and the delivery of the securities. The final date for the right of withdrawal will be 8 October 2020. Investors wishing to exercise their right of withdrawal may contact the relevant Dealer/intermediary or any other distributor with whom the relevant agreement to purchase or subscribe has been entered into.

This Supplement together with the Prospectus and the documents incorporated by reference are also available for viewing in electronic form on the website of the Luxembourg Stock Exchange at www.bourse.lu.

The purpose of this Supplement is to supplement the Prospectus with information from the "Six-Monthly Financial Report" of the EnBW Group for the period 1 January to 30 June 2020 and the "Report on the interim financial statements" of EnBW Finance for the period 1 January to 30 June 2020.

This Supplement is supplemental to, and should be read in conjunction with the Prospectus. Terms defined in the Prospectus have the same meaning when used in this Supplement.

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EnBW Energie Baden-Württemberg AG and EnBW International Finance B.V. (each an "Issuer" and together, the "Issuers") accept responsibility for the information given in this Supplement.

Each of the Issuers hereby declares that to the best of its knowledge, the information contained in the Prospectus for which it is responsible, is in accordance with the facts and that the Prospectus makes no omission likely to affect its import.

The Arranger and the Dealers have not separately verified the information contained in this Supplement. Neither the Arranger nor any of the Dealers makes any representation, expressly or implied, or accepts any responsibility, with respect to the accuracy or completeness of any information contained in this Supplement. Neither this Supplement nor any other financial statements are intended to provide the basis of any credit or other evaluation and should not be considered as a recommendation by the Issuer, the Arranger or the Dealers that any recipient of this Supplement or any other financial statements should purchase the Notes. Each potential purchaser of Notes should determine for itself the relevance of the information contained in this Supplement and its purchase of Notes should be based upon such investigation as it deems necessary. None of the Arranger or the Dealers undertakes to review the financial condition or affairs of either Issuer during the life of the arrangements contemplated by this Supplement nor to advise any investor or potential investor in the Notes of any information coming to the attention of any of the Dealers or the Arranger.

To the extent that there is any inconsistency between any statement included in this Supplement and any statement included or incorporated by reference in the Prospectus, the statements in this Supplement will prevail.

Save as disclosed in this Supplement, there has been no other significant new factor, material mistake or material inaccuracy since the publication of the Prospectus.

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1. Risk Factors

On page 3 of the Prospectus in the section "Risk Factors" the risk factor "Financial Risks - Risk related to Changes in Interest Rates" shall be replaced by the following:

"Risk related to Changes in Interest Rates

Key factors influencing the present value of nuclear power and pension provisions are interest and inflation rates.

Discount rate applied to pension provisions: There is a general risk due to any change in the discount rate applied to the pension provisions because the present value of the pension provisions falls when the discount rate increases and increases when the discount rate falls. At the end of the 2019 financial year, the discount rate decreased from the previous year to 1.1 % from 1.8 %. As of 30 June 2020, the discount rate was 1.00%, which was down 0.1 percentage points on the rate at the end of 2019.

The occurrence of such risks could have material adverse effects on the ratings of EnBW. There is a risk that the rating agencies will downgrade the credit rating of EnBW due to the aforementioned negative impact on the financial position. In the case of a downgraded rating and a deterioration in capital market conditions, it is possible that this will result in increased refinancing costs and additional liquidity requirements."

2. Risk Factors

On page 7 of the Prospectus in the section "Risk Factors" the risk factor "Regulatory / Political Risks

• Risk related to Changes in Regulation" shall be replaced by the following:

"Regulatory / Political Risks

Risk related to Changes in Regulation

EnBW and its operations are subject to significant regulation and supervision by various regulatory bodies, including German municipal, state, federal and European Union ("EU") authorities. This affects the following segments in the respective areas:

• Incentive regulation (Anreizregulierung) regarding the Grids segment, and
• German Renewable Energies Act (Erneuerbare Energien Gesetz, ("EEG")) regarding the Generation and Trading segment.

Any material adverse change in the aforementioned regulation may result in increased operational and administrative expenses and thus may adversely affect earnings for the EnBW Group, the EnBW Group's balance sheet and net debt.

This also applies to the application and interpretation of the aforementioned regulations. In addition, in the existing planning of the dismantling costs for nuclear power plants, it was assumed that the so-called"self-supply entitlement" can be used for the electricity supplied to the blocks during the post-operation and dismantling stages. Therefore, the costings for the consumption of electricity do not contain any EEG cost allocations. There is a risk that the self-supply entitlement cannot be applied, which will result in increased dismantling costs. This may have material adverse effects on the net assets and may lead to lower earnings."

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3. GENERAL INFORMATION ABOUT ENBW ENERGIE BADEN-WÜRTTEMBERG AG

On pages 133 et seqq. of the Prospectus in the section "GENERAL INFORMATION ABOUT ENBW ENERGIE BADEN-WÜRTTEMBERGAG" the sub-section "Alternative Performance Measures (APM)" shall be replaced by the following:

"Alternative Performance Measures (APM)

This Prospectus contains non-IFRS measures and ratios, including those listed below, which are not required by, or presented in accordance with, IFRS as adopted by the EU or the accounting standards of any other jurisdiction. The non-IFRS measures may not be comparable to other similarly titled measures of other companies and should be considered together with the Issuer's IFRS results. Non- IFRS measures and ratios are not measurements of the Issuer's operating performance or liabilities under IFRS as adopted by the EU and investors should bear this in mind when considering non-IFRS measures as alternatives to operating profit or profit for the year or other performance measures derived in accordance with IFRS as adopted by the EU or any other generally accepted accounting principles, or as alternatives to cash flow from operating, investing or financing activities or to liabilities. Investors should rely on the Issuer's IFRS results, supplemented by its non-IFRS measures, to evaluate the Issuer's performance.

The Issuer presents non-IFRS measures to measure operating performance, the level of net debt and as a basis for its strategic planning and forecasting, as well as monitoring the retained cash flows. The Issuer also believes that non-IFRS measures and similar measures are widely used by certain investors, securities analysts and other interested parties as supplemental measures of operating performance and financial standing. The Issuer's non-IFRS measures are defined as follows:

The "Adjusted EBITDA" describes operational earnings figures (earnings before interest, tax, depreciation and amortization) that are adjusted for items related to non-operating effects ("Non- Operating EBITDA"). These effects include effects that cannot be predicted or cannot be directly influenced by EnBW.

Adjusted EBITDA

In € million

EBITDA

Less / plus non-operating EBITDA

Adjusted EBITDA

Non-operating EBITDA

In € million

Income/expenses relating to nuclear power Income from the reversal of other provisions Result from disposals

Reversals of/additions to the provisions for onerous contracts relating to electricity procurement agreements

01 - 06/2020	2019	2018
(unaudited)
1,359.1	2,245.2	2,089.6
227.5	187.3	67.9
1,586.6	2,432.5	2,157.5
01 - 06/2020	2019	2018
(unaudited)
14.6	-61.9	-132.1
-	48.2	11.8
-4.0	18.4	89.0
-	-54.8	39.2

Income from reversals of impairment losses	-	4.5	22.1
Restructuring	-12.1	-41.0	-49.1
Valuation effects	-159.1	-	-
Other non-operating result	-66.9	-100.7	-48.8
Non-operating EBITDA	-227.5	-187.3	-67.9

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