UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Form
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the
month of June 2009
Commission
file number 001-14540
Deutsche
Telekom AG
(Translation
of Registrant’s Name into English)
Friedrich-Ebert-Allee
140,
53113
Bonn,
Germany
(Address
of Principal Executive Offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F
ý Form 40-F ¨
Indicate by
check mark whether the registrant by furnishing the information contained in
this form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes ¨No ý
This Report
on Form 6-K is incorporated by reference into the registration statement on Form
F-3, File No. 333-157796, and the registration statement on Form S-8, File No.
333-106591, and into each respective prospectus that forms a part of those
registration statements.
Defined Terms and Contact
Information
The term “Report” refers to
this Report on Form 6-K. Deutsche Telekom AG is a stock corporation
organized under the laws of the Federal Republic of Germany. As used in this
Report, unless the context otherwise requires, the term “Deutsche Telekom”
refers to Deutsche Telekom AG and the terms “we,” “us,” “our,” “Group” and “the
Company” refer to Deutsche Telekom and, as applicable, Deutsche Telekom and its
direct and indirect subsidiaries as a group. Our registered office is at
Friedrich-Ebert-Allee 140, 53113 Bonn, Germany, telephone number +49-228-181-0.
Our agent for service of process in the United States is Deutsche
Telekom, Inc., 14 Wall Street, Suite 6B, New York, NY 10005.
Forward-Looking
Statements
This
Report contains forward-looking statements that reflect the current views of our
management with respect to future events and results, including statements
contained under “Outlook” as well as dividend guidance and other information
relating to expectations or targets for revenue or other performance measures.
Forward-looking statements generally are identified by the words “expects,”
“anticipates,” “believes,” “intends,” “estimates,” “aims,” “plans,” “will,”
“will continue,” “seeks,” “targets,” “goals,” “outlook”, “should” and similar
expressions. Forward-looking statements are based on current plans, estimates
and projections, and therefore you should not place too much reliance on them.
Forward-looking statements speak only as of the date they are made, and we
undertake no obligation to update any forward-looking statement in light of new
information or future events. Forward-looking statements involve inherent risks
and uncertainties, most of which are difficult to predict and are generally
beyond our control. We caution you that a number of important factors could
cause actual results or outcomes to differ materially from those expressed in,
or implied by, the forward-looking statements. These factors include, among
other factors: the development of demand for our fixed and mobile
telecommunications services, particularly for new, higher value service
offerings; changes in general economic and business conditions, including the
significant economic decline currently underway, in the markets in which we and
our subsidiaries and associated companies operate; ongoing instability and
volatility in worldwide financial markets; competitive forces, including pricing
pressures, technological changes and alternative routing developments;
regulatory actions and the outcome of disputes in which the Company is involved
or may become involved; the pace and cost of the rollout of new services, which
may be affected by the ability of suppliers to deliver equipment and other
circumstances beyond our control; public concerns over health risks putatively
associated with wireless frequency transmissions; risks associated with
integrating our acquisitions; the development of asset values in Germany and
elsewhere, the progress of our debt reduction and liquidity improvement
initiatives; the development of our cost control and efficiency enhancement
initiatives, including the areas of procurement and personnel reductions; risks
and uncertainties relating to benefits anticipated from our international
expansion, particularly in the United States; the progress of our domestic and
international investments, joint ventures and alliances; our ability to gain or
retain market share in the face of competition; our ability to secure and retain
the licenses needed to offer services; the effects of price reduction measures
and our customer acquisition and retention initiatives; the availability, term
and deployment of capital, particularly in view of our debt refinancing needs,
actions of the rating agencies and the impact of regulatory and competitive
developments on our capital outlays; the progress of our workforce adjustment
initiatives and outcome of labor negotiations; and changes in currency exchange
rates and interest rates. Additionally, we periodically assess our goodwill and
other long-term intangibles and tangible assets for indications of impairment by
monitoring, among other things, changes in competitive conditions, expectations
of growth in the industry, and changes in market and other factors, any of which
could result in a risk of additional impairment charges. If these or other risks
and uncertainties (including those described in “Forward-Looking Statements,”
“Item 3. Key Information – Risk Factors” and elsewhere in our most recent Annual
Report on Form 20-F for the year ended December 31, 2008 filed with
the U.S. Securities and Exchange Commission) materialize, or if the assumptions
underlying any of these statements prove incorrect, our actual results may be
materially different from those expressed or implied by such
statements.
World
Wide Web addresses contained in this Report are for explanatory purposes only
and they (and the content contained therein) do not form a part of, and are
not incorporated by reference into, this Report.
The
following table shows the ratios of earnings to fixed charges for Deutsche
Telekom, which are computed based on financial information prepared in
accordance with International Financial Reporting Standards (“IFRS”) as issued
by the International Accounting Standards Board (“IASB”) for the period ended
March 31, 2009 and the years ended December 31, 2008, 2007, 2006, 2005
and 2004.
Deutsche
Telekom AG
Computation
of Ratio of Earnings to Fixed Charges, IFRS
(Amounts
in million Euros, except for ratio of earnings to fixed charges)
|
|
Three
months ended March 31,
|
|
|
For
the year ended December 31,
|
|
|
|
2009
|
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
2005
|
|
|
2004
|
|
Pre-tax
income (loss) from continuing operations before adjustment for minority
interest in consolidated subsidiaries or income or loss from equity
investees
|
|
|
(501 |
) |
|
|
3,831 |
|
|
|
2,417 |
|
|
|
2,606 |
|
|
|
6,084 |
|
|
|
3,667 |
|
Fixed
charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
expense and amortization of debt discount and premium on all
indebtedness
|
|
|
867 |
|
|
|
3,384 |
|
|
|
3,175 |
|
|
|
3,156 |
|
|
|
3,145 |
|
|
|
3,945 |
|
Estimated
interest portion of rents
|
|
|
168 |
|
|
|
670 |
|
|
|
597 |
|
|
|
542 |
|
|
|
534 |
|
|
|
448 |
|
|
|
|
1,035 |
|
|
|
4,054 |
|
|
|
3,772 |
|
|
|
3,698 |
|
|
|
3,679 |
|
|
|
4,393 |
|
Pre-tax
income (loss) from continuing operations before adjustment for minority
interest in consolidated subsidiaries or loss from equity investees plus
fixed charges
|
|
|
534 |
|
|
|
7,885 |
|
|
|
6,189 |
|
|
|
6,304 |
|
|
|
9,763 |
|
|
|
8,060 |
|
Ratio
of earnings to fixed charges
|
|
|
(1)
|
|
|
|
1.9 |
|
|
|
1.6 |
|
|
|
1.7 |
|
|
|
2.7 |
|
|
|
1.8 |
|
(1) Due
to the loss in the three-month period ended March 31, 2009, the ratio
coverage was less than 1:1. Deutsche Telekom would have needed to generate
additional earnings of EUR 501 million to achieve coverage of 1:1 in the period
ended March 31, 2009.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
|
DEUTSCHE
TELEKOM AG
|
|
|
By:
|
/s/ Guido
Kerkhoff
|
Name:
|
Guido
Kerkhoff
|
Title:
|
Member
of the Management Board for Southern and Eastern
Europe
|
Date:
June 15, 2009