January 4, 2006
Fresenius Medical Care: Share Conversion Offer to Start on January 6, 2006 / Offer period of 4 weeks
Fresenius Medical Care ("the Company") (Frankfurt Stock Exchange: FME - ISIN: DE0005785802, FME3 - ISIN: DE0005785836) (NYSE: FMS, FMS-p), the world's largest provider of Dialysis Products and Services, today announced that the preference share conversion offer will start on January 6, 2006. All preference shareholders, including holders of preference shares represented by American Depositary Shares ("ADSs") will have the opportunity to convert their preference shares into ordinary shares on a 1:1 basis accompanied by payment of a conversion premium of €9.75 per preference share to the Company in a period of four weeks ending February 3, 2006, subject to extension. The share conversion and transformation of the legal form of the Company into a KGaA are expected to be completed during February 2006.
The conversion offer is being conducted through two offers – a German offer and a U.S. offer open to all preference shareholders resident in the U.S. and all ADS holders. All terms and conditions of the conversion offers are detailed in the German prospectus, which is also available for download from our webpage (www.fmc-ag.com), and the U.S. prospectus, which will be mailed to U.S. resident shareholders and ADS holders. Additional copies of the German prospectus may be obtained from the Company or from Deutsche Bank AG; additional copies of the U.S. prospectus may be obtained from D.F. King & Co., Inc., the Information Agent for the U.S. offer.
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Fresenius Medical Care AG is the world's largest, integrated provider of products and services for individuals undergoing dialysis because of chronic kidney failure, a condition that affects more than 1,300,000 individuals worldwide. Through its network of approximately 1,670 dialysis clinics in North America, Europe, Latin America, Asia-Pacific and Africa, Fresenius Medical Care provides dialysis treatment to approximately 130,400 patients around the globe. Fresenius Medical Care is also the world's leading provider of dialysis products such as hemodialysis machines, dialyzers and related disposable products.
For more information about Fresenius Medical Care visit the Company's website at www.fmc-ag.com.
The conversion offer may be made in the United States only by prospectus. The conversion offer has not yet commenced. When the conversion offer commences, each United States resident preference shareholder of Fresenius Medical Care AG should read the prospectus when it becomes available because it will contain important information about the conversion offer. Fresenius Medical Care preference shareholders can obtain the U.S. prospectus and other documents that are filed with the United States Securities and Exchange Commission's web site at www.sec.gov. Preference shareholders may also obtain copies of the prospectus and other documents filed with the Securities and Exchange Commission for free by contacting Fresenius Medical Care when the documents become available.