Bayer’s takeover offer for Schering AG complete

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Bayer’s public takeover offer for Schering AG has been completed. Following expiration of the additional acceptance period, Bayer now has control of 92.4 percent of the approximately 191 million outstanding Schering shares.

“This result is a great success,” commented Bayer Management Board Chairman Werner Wenning. “It enables us to integrate Schering quickly and create a leading international player in specialty pharmaceuticals.” He said the fact that Bayer now controls over 90 percent of the shares shows the market considered EUR 89 per share to be an attractive price. “We’re still aiming to acquire the entire stock of Schering,” Wenning stressed, “but we’re not in a hurry.”

The number of Schering shares tendered to Bayer under the takeover offer before the additional acceptance period expired on July 6, 2006 was 91.5 million, or 47.9 percent of the outstanding shares. By July 11 Bayer had also purchased 85.0 million Schering shares, or 44.5 percent, in the market or directly.

The next step along the road to integrating Schering into the Bayer organization will be an Extraordinary Stockholders’ Meeting of the Berlin company in September. Among the items on the agenda will be the approval of a domination and profit transfer agreement between Schering AG and Bayer.

In light of the majority stockholding achieved, the Schering business will now be included in Bayer’s financial reporting. For this reason, publication of Bayer’s interim reports for the second and third quarters of 2006 will be deferred until August 29 and November 27, respectively.

http://www.bayer.de

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