HELIOS Kliniken GmbH, a subsidiary of Fresenius SE, has agreed to acquire a majority stake in the Krefeld Municipal Hospitals. Yesterday, the Krefeld City Council voted to sell a 74.9 per cent interest in the hospitals to HELIOS. The Krefeld Municipal Hospitals include the Krefeld Clinic and the Cäcilien Hospital Krefeld-Hüls.
The Krefeld Clinic will be the fifth maximum-care hospital in the HELIOS clinic network following Berlin-Buch, Schwerin, Wuppertal and Erfurt. The Krefeld Clinic has a capacity of 1,023 beds and provided treatment for around 35,400 patients in 2006. The Cäcilien Hospital has 182 beds and treated about 4,600 patients. Both hospitals together have about 3,300 employees and achieved sales of approximately € 175 million in 2006.
The parties agreed not to disclose the purchase price. HELIOS will continue to develop the Krefeld Clinic as both a maximum-care and an academic teaching hospital and plans to strengthen the Cäcilien Hospital by expanding its medical services. HELIOS will construct a new hospital on the site of the Krefeld Clinic and plans to modernize the Cäcilien Hospital.
The acquisition is subject to the approval of the district and antitrust authorities. HELIOS expects to complete the transaction in the first half of 2008.
"The acquisition is one of the largest recent hospital privatizations and an important step in HELIOS' growth strategy," said Dr. Ulf M. Schneider, Chairman of the Management Board of Fresenius SE. "The hospitals provide an excellent geographic and medical fit to the HELIOS network. Krefeld's decision for HELIOS confirms our privatization concept which is focused on the highest levels of medical quality and transparency," he added.
HELIOS Kliniken Group operates 58 clinics of its own with around 16,000 beds, including four maximum-care hospitals in Erfurt, Berlin-Buch, Wuppertal and Schwerin. The company's 27,000 employees carry out 460,000 in-patient treatments per year. In 2006, the group achieved sales of € 1.7 billion.
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Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and outpatient medical care. In 2006 group sales were approx. € 10.8 billion. On September 30, 2007 the Fresenius Group had 110,379 employees worldwide.
Fresenius Kabi, a subsidiary of Fresenius SE, has reached an agreement to acquire Nestlé's enteral nutrition businesses in France (Novartis Nutrition S.A.S.) and in Spain (Nestlé Healthcare Nutrition Spain). With this acquisition, Fresenius Kabi strengthens its fast-growing segment Clinical Nutrition and significantly expands its market position in France and Spain.
Novartis Nutrition holds a leading position on the French enteral nutrition market and offers a comprehensive portfolio of sip and tube feeds and corresponding medical devices. With this acquisition, Fresenius Kabi will significantly improve its market position and will become the second largest provider of enteral nutrition products in France.
Nestlé Healthcare Nutrition Spain has successfully established itself as a renowned provider of enteral nutrition products in the Spanish market during the last few years. The acquisition will provide Fresenius Kabi with access to the Spanish enteral nutrition market.
In 2007, the businesses are projected to achieve combined sales of approximately € 55 million.
The European Commission made the divestiture of the businesses a condition in connection with Nestlé's acquisition of the worldwide clinical nutrition business of Novartis. Completion of the transaction was subject to both the approval of the European Commission and consultation and information of employees' representatives in France and Spain, all of which have now been satisfactorily completed.
The parties agreed not to disclose the purchase price.
The transaction is expected to close in 2007.
Clinical Nutrition:
In clinical nutrition Fresenius Kabi provides parenteral nutrition (administered intravenously) and enteral nutrition (administered as sip or tube feed via the gastrointestinal tract) as well as nutrition pumps and infusion disposables.
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Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and outpatient medical care. In 2006 group sales were approx. € 10.8 billion. On September 30, 2007 the Fresenius Group had 110,379 employees worldwide.
Fresenius Kabi is the leader in infusion therapy and clinical nutrition in Europe and in its most important countries of Latin America and Asia Pacific. Fresenius Kabi's core product range includes infusion solutions for fluid substitution, blood volume expansion and parenteral nutrition, as well as products for enteral nutrition. Furthermore the company provides concepts for ambulatory health care and is focused on managing and providing home therapies. With its philosophy "Caring for life" and a broad product portfolio, the company aims at improving the quality of life of patients all over the world. On September 30, 2007 the company had 16,852 employees. In 2006, Fresenius Kabi achieved sales of € 1,893 million and an operating profit of € 291 million. Fresenius Kabi AG is a 100% subsidiary of the health care group Fresenius SE.
Fresenius Medical Care AG & Co. KGaA today announced that it has acquired Renal Solutions, Inc. (RSI). The acquisition agreement provides for total consideration of up to $190 million, consisting of $100 million at closing, $60 million after the first year, and up to $30 million in milestone payments over the next three years. RSI had approximately $10 million of net debt outstanding at closing.
RSI is currently commercializing the Allient Sorbent Hemodialysis System, which is returning sorbent-based technology (SORB) to the dialysis field. The SORB cartridge has a long market history in hemodialysis with over 6 million cartridges sold. As the innovator in the SORB technology field, RSI holds key patents and other intellectual property worldwide related to the SORB technology.
The sorbent technology purifies tap water to dialysate quality and allows dialysate to be regenerated. This reduces the water volume requirement for a typical hemodialysis treatment from 120 liters / 37 gallons of reverse osmosis water to just 6 liters / 1.5 gallons of drinking water per treatment.
The combination of Fresenius Medical Care's leading hemodialysis technology and the SORB technology will provide a platform for superior home products and therapies. Furthermore, the significant reduction of dialysate through SORB technology is one major step towards miniaturization – a pre-requisite for the wearable kidney concept which could benefit certain patients and complement clinical-based therapy.
Fresenius Medical Care sees the current market size of the Home Therapy Market (Peritoneal Dialysis and Home Hemodialysis) at about $2 billion representing approximately 11% of the overall worldwide dialysis market. The Company believes the Home Therapy market has the potential to grow to $4 billion within the next 10 years. Fresenius Medical Care has a market share in this market segment of approximately 30%. Home hemodialysis (HHD) has been a niche market for many years but with growing attention in recent past. With increased access to adequate therapy, the Company projects the number of HHD patients in North America could grow from about 0.5% at the end of 2006 to approximately 4% of the patient population in the next 10 years.
Dr. Ben Lipps, Chief Executive Officer of Fresenius Medical Care commented, "The acquisition of RSI is an important step to advance the technology required for strong future growth in this field. The combination offers us the long-term opportunity to extend our leadership to home and acute dialysis products. Furthermore, by combining our equipment and membrane technology with the SORB technology, we can provide innovative solutions in the future such as a possible wearable kidney. With this acquisition, Fresenius Medical Care expects to increase its annual R&D spending by approximately $10 million starting in 2008. Our mid-term financial targets for the years 2007 through 2010 remain unchanged."
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Fresenius Medical Care 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 1,500,000 individuals worldwide. Through its network of 2,221 dialysis clinics in North America, Europe, Latin America, Asia-Pacific and Africa, Fresenius Medical Care provides dialysis treatment to 172,227 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. Fresenius Medical Care is listed on the Frankfurt Stock Exchange (FME, FME3) and the New York Stock Exchange (FMS, FMS/P).
For more information about Fresenius Medical Care visit the Company's website at www.fmc-ag.com.
For more information about Renal Solutions Inc. visit the Company's website at www.renalsolutionsinc.com.
Fresenius Kabi, a subsidiary of Fresenius SE, has reached an agreement to acquire the Chilean company Laboratorio Sanderson S.A. Sanderson is the Chilean market leader in intravenously administered generic drugs (I.V. drugs) and infusion solutions.
Fresenius Kabi already holds the leading market position in blood volume replacement solutions, intravenous anesthesia, and parenteral nutrition in Chile. Sanderson offers a high-quality range of antibiotics, analgesics, anesthetics and infusion solutions in Chile and other Latin American countries.
Through the acquisition Fresenius Kabi significantly expands its local product range and will become the leading infusion therapy provider in the Chilean hospital market. At the same time, Sanderson's product line, which is approved in Latin America, provides further excellent growth opportunities. The company's state-of-the-art production unit in Santiago de Chile facilitates Fresenius Kabi's product program rollout and its expansion into other Latin American countries.
Sanderson is privately-held and employs about 375 people in Chile and its subsidiary in Peru. It expects sales of € 19 million in 2007.
The acquisition is expected to close in January 2008.
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Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and outpatient medical care. In 2006 group sales were approx. € 10.8 billion. On September 30, 2007 the Fresenius Group had 110,379 employees worldwide.
Fresenius Kabi is the leader in infusion therapy and clinical nutrition in Europe and in its most important countries of Latin America and Asia Pacific. Fresenius Kabi's core product range includes infusion solutions for fluid substitution, blood volume expansion and parenteral nutrition, as well as products for enteral nutrition. Furthermore the company provides concepts for ambulatory health care and is focused on managing and providing home therapies. With its philosophy "Caring for life" and a broad product portfolio, the company aims at improving the quality of life of patients all over the world. On September 30, 2007 the company had 16,852 employees. In 2006, Fresenius Kabi achieved sales of € 1,893 million and an operating profit of € 291 million. Fresenius Kabi AG is a 100% subsidiary of the health care group Fresenius SE.
Fresenius Kabi, a subsidiary of Fresenius SE, has reached an agreement to acquire the Italian company Ribbon S.r.L. Ribbon is a leading European manufacturer of the antibiotic agent classes cephalosporines and penicillines with two state-of-the-art production facilities in northern Italy.
In the field of intravenously administered drugs (I.V. drugs) Fresenius Kabi offers, among others, a comprehensive range of products with the antibiotic agents cephalosporines and penicillines. With the acquisition of Ribbon, Fresenius Kabi becomes one of the few I.V. drug suppliers globally who have know-how and manufacturing expertise along the entire pharmaceutical value chain. The acquisition is a further step in the company's generic I.V. drug growth plan and significantly strengthens Fresenius Kabi's market position. At the same time, the company is ensuring its own supply of high-quality active agents for its antibiotic products.
Dr. Ulf M. Schneider, Chairman of the Management Board of Fresenius SE: "With the acquisition of Sanderson in Chile announced last week and today's acquisition of Ribbon we continue our Fresenius Kabi growth strategy. Sanderson provides an excellent platform for further expansion in Latin America. The Ribbon acquisition strengthens our position in the intravenously administered drug market and is an important step towards achieving quality and cost leadership in this product segment."
Ribbon is headquartered in Milan and has about 130 associates. The company is privately-held and expects sales of approximately € 54 million in 2007.
The transaction is expected to close in January 2008.
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Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and outpatient medical care. In 2006 group sales were approx. € 10.8 billion. On September 30, 2007 the Fresenius Group had 110,379 employees worldwide.
Fresenius Kabi is the leader in infusion therapy and clinical nutrition in Europe and in its most important countries of Latin America and Asia Pacific. Fresenius Kabi's core product range includes infusion solutions for fluid substitution, blood volume expansion and parenteral nutrition, as well as products for enteral nutrition. Furthermore the company provides concepts for ambulatory health care and is focused on managing and providing home therapies. With its philosophy "Caring for life" and a broad product portfolio, the company aims at improving the quality of life of patients all over the world. On September 30, 2007 the company had 16,852 employees. In 2006, Fresenius Kabi achieved sales of € 1,893 million and an operating profit of € 291 million. Fresenius Kabi AG is a 100% subsidiary of the health care group Fresenius SE.
Fresenius Biotech has dispatched the marketing authorization application for the trifunctional antibody Removab (INN: catumaxomab) in patients with malignant ascites to the European Medicines Agency (EMEA) as planned. The company applies for the EU authorization of Removab for the intraperitoneal treatment of malignant ascites in patients with epithelial cancers where no standard therapy is available or no longer feasible. The results of the phase II/III pivotal study announced in December 2006 as well as in March and July 2007 are an essential part of the marketing authorization application. In addition to the clinical results, the application contains preclinical data as well as production and product quality information. The scientific assessment of the marketing authorization application will start in early 2008 after the completion of the validation by EMEA.
Dr. Ulf M. Schneider, Chairman of the Management Board of Fresenius SE, commented: "The marketing authorization application for our Removab antibody is an important milestone for Fresenius Biotech. The results of the phase II/III pivotal study show clear benefits for patients treated with Removab. We believe that Removab could become a new therapy option for malignant ascites. We are encouraged to continue our Removab clinical trial program and will focus on applications in solid tumors."
Trifunctional Antibodies
Trifunctional antibodies are proteins that activate different cell types of the immune system simultaneously and direct these to the tumor cells by a targeted approach. Trifunctional antibodies therefore are very effective in destroying cancer cells and show a therapeutic effect even at very low doses. They are being developed by TRION Pharma GmbH.
Mode of action of trifunctional antibody removab (catumaxomab)
The therapeutic objective of trifunctional antibodies is to generate a stronger immune reaction against tumor cells. removab has two different antigen binding sites: While one arm of the antibody recognizes and binds to T-cells, the other arm binds EpCAM (epithelial cell adhesion molecule) that is overexpressed in many types of epithelial cancers. Immune effector cells with Fc receptors (macrophages, monocytes, dendritic cells and natural killer cells) can also bind the Fc region of intact trifunctional antibodies. This simultaneous binding subsequently results in the costimulation and activation of T-cells and accessory cells, enabling the generation of a strong immune response against tumor cells. Preclinical data also suggest a potential long-lasting effect to prevent cancer recurrence. Apart from removab two other trifunctional antibodies targeting other cancer antigens are currently undergoing clinical development.
Fresenius Biotech is a company within the Fresenius health care group and is focused on the development and marketing of biopharmaceuticals in the fields of oncology, immunology and regenerative medicine. For further information please visit www.fresenius-biotech.com.
Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and outpatient medical care. In 2006, group sales were approx. € 10.8 billion. On September 30, 2007 the Fresenius Group had 110,379 employees worldwide.
TRION Pharma is a biopharmaceutical company that develops and produces trifunctional antibodies based on a globally patented technology platform together with Fresenius Biotech in Munich. For further information please visit www.trionpharma.de.
Glossary
Epithelial tumors: tumors that result from degenerated cells of epithelial origin.
This release contains forward-looking statements that are subject to various risks and uncertainties. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including changes in business, economic and competitive conditions, regulatory reforms, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.
Board of Management: Dr. Ulf M. Schneider (President and CEO), Rainer Baule, Andreas Gaddum, Dr. Jürgen Götz, Dr. Ben Lipps, Stephan Sturm
Supervisory Board: Dr. Gerd Krick (Chairman)
Registered Office: Bad Homburg, Germany/Commercial Register No. HRB 10660
Fresenius AG today provided details regarding its contemplated bond issue announced in October 2005. The Company intends to issue € 1.0 billion in Senior Notes (the "Senior Notes") through its wholly-owned subsidiary Fresenius Finance B.V. (the "Issuer"), subject to market conditions. The net proceeds from the Senior Notes offering (the "Senior Notes Offering"), along with the proceeds from our recent capital increase, finance the acquisition of HELIOS Kliniken GmbH and the proposed repurchase of the Issuer's outstanding € 300 million 7.750 % Series A Senior Notes due 2009, callable in 2006, by way of a cash tender (the "Tender Offer") and will be used for general corporate purposes.
Fresenius AG expects to complete the Senior Notes Offering before the end of January 2006.
The proposed Senior Notes Offering will not be registered under the Securities Act of 1933, but will be offered in the United States pursuant to an exemption from registration under Rule 144A, as well as outside the United States under Regulation S.
Credit Suisse First Boston (Europe) Limited and Morgan Stanley & Co. International Limited have been mandated as Joint Book-Running Lead Managers and Dresdner Bank AG London Branch as Joint Lead Manager of the proposed Senior Notes Offering.
The Tender Offer is subject to the terms described in the tender offer memorandum dated January 3, 2006.
Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and the ambulatory medical care of patients. In 2004, sales were € 7.27 billion. On December 31, 2004 the Fresenius Group had 68,494 employees worldwide.
This announcement is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 43 of the Financial Promotion Order (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc") of the Financial Promotion Order, (iv) are outside the United Kingdom, or (v) are persons to whom this announcement can otherwise be lawfully communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.
This announcement is not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (re "Securities Act"). The Senior Notes referred to herein have not been and will not be registered under the Securities Act and Fresenius does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Japan or Australia. It may be unlawful to distribute this announcement in certain other jurisdictions. The information in this announcement does not constitute an offer of securities for sale in Canada, Japan or Australia.
This announcement or any related documents are not being distributed in the context of a public offer in France within the meaning of Article L. 411-1 of the French Monetary and Financial Code (Code monétaire et financier), and thus neither this announcement nor any prospectus has been or will be submitted to the Autorité des Marchés Financiers for approval in France and accordingly may not and will not be distributed to the public in France. The offer of the Senior Notes is not being made and will not be made to the public in France except to (i) qualified investors (investisseurs qualifiés) and/or a restricted group of investors (cercle restreint d'investisseurs), in each case, acting for their own account, all as defined in, and in accordance with, Articles L. 411-1, L. 411-2, D. 411-1 and D. 411-2 of the French Monetary and Financial Code and/or (ii) persons providing portfolio management investment services acting for third parties.
This announcement does not constitute an offer to sell notes or a solicitation to buy notes in Germany. There will be no public offering of notes in Germany. Any offering of notes can only be made in accordance with the German Securities Prospectus Act (Wertpapierprospektgesetz, WpPG). No selling document pursuant to the German Securities Prospectus Act has been or will be published in relation to the Senior Notes. Therefore, this announcement and any other offering material in relation to the Senior Notes is directed only at persons who are "qualified investors" within the meaning of sec. 2 No. 6 of the German Securities Prospectus Act.
This announcement is an advertisement and is not a prospectus for the purposes of EU Directive 2003/71/EC (the "Directive"). This announcement and the offering of Senior Notes when made are only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Directive.
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.
Fresenius Biotech today announced that Enzon Pharmaceuticals, Inc. has decided not to continue the clinical development of the immunosuppressant ATG-Fresenius S for the U.S. market. Enzon terminated the agreement as a consequence of ongoing efforts to redirect its research and development investments to projects strategically aligned with its current business objectives, including an increasing focus on cancer and adjacent therapeutic areas. Fresenius is currently in negotiations with potential partners to continue the ongoing clinical development. During a transition period, Enzon will continue to fulfill its clinical and regulatory obligations.
ATG-Fresenius S is an immunosuppressive agent made from a polyclonal antibody and is used to suppress organ rejection following transplantation. Fresenius currently markets the drug in more than 60 countries and it generated about € 17 million in sales in 2004.
Fresenius Biotech GmbH is a company of the Fresenius Health Care Group, focused on the development and marketing of biopharmaceuticals in the fields of oncology, immunology and regenerative medicine.
This release contains forward-looking statements that are subject to certain risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to various factors, e.g., changes in the business, economic and competitive environment, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.
Fresenius AG today announced that it has successfully priced its €1 billion offering of Senior Notes issued by its wholly-owned subsidiary Fresenius Finance B.V. (the "Issuer").
The issue includes two tranches:
- €500 million principal amount, at an issue price of 99.541 %, bearing interest at 5.0 % for the Senior Notes due 2013, non-callable,
- €500 million principal amount, at an issue price of 99.314 %, bearing interest at 5.5 % for the Senior Notes due 2016, callable from 2011 by the Issuer.
The net proceeds from the Senior Notes offering, along with the proceeds from the Company's recent capital increase, will finance the acquisition of HELIOS Kliniken GmbH and the repurchase of a portion of the Issuer's 7.75 % Series A Senior Notes and will also be used for general corporate purposes. The offering of Senior Notes will be closed and funded on January 20, 2006.
The transaction was well received by investors, being substantially oversubscribed.
Credit Suisse First Boston (Europe) Limited and Morgan Stanley & Co. International Limited acted as Joint Book-Running Lead Managers and Dresdner Kleinwort Wasserstein acted as Joint Lead Manager of the Senior Notes offering.
In conjunction with the above, Fresenius AG priced the offer to repurchase its €300 million aggregate principal amount of the Issuer's outstanding 7.75 % Series A Senior notes due 2009, listed on the Luxembourg Stock Exchange. Fresenius repurchases €212,079,000 aggregate principal amount of Notes, representing a participation rate for the tender offer of approx. 71 %. The repurchase price is 105.168 %, or €1,051.68 per €1,000 nominal value of Notes, plus accrued interest from the last interest payment date.
Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and the ambulatory medical care of patients. In 2004, sales were € 7.27 billion. On December 31, 2004 the Fresenius Group had 68,494 employees worldwide.
This announcement is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 43 of the Financial Promotion Order (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc") of the Financial Promotion Order, (iv) are outside the United Kingdom, or (v) are persons to whom this announcement can otherwise be lawfully communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.
This announcement is not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (re "Securities Act"). The Senior Notes referred to herein have not been and will not be registered under the Securities Act and Fresenius does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Japan or Australia. It may be unlawful to distribute this announcement in certain other jurisdictions. The information in this announcement does not constitute an offer of securities for sale in Canada, Japan or Australia.
This announcement or any related documents are not being distributed in the context of a public offer in France within the meaning of Article L. 411-1 of the French Monetary and Financial Code (Code monétaire et financier), and thus neither this announcement nor any prospectus has been or will be submitted to the Autorité des Marchés Financiers for approval in France and accordingly may not and will not be distributed to the public in France. The offer of the Senior Notes is not being made and will not be made to the public in France except to (i) qualified investors (investisseurs qualifiés) and/or a restricted group of investors (cercle restreint d'investisseurs), in each case, acting for their own account, all as defined in, and in accordance with, Articles L. 411-1, L. 411-2, D. 411-1 and D. 411-2 of the French Monetary and Financial Code and/or (ii) persons providing portfolio management investment services acting for third parties.
This announcement does not constitute an offer to sell notes or a solicitation to buy notes in Germany. There will be no public offering of notes in Germany. Any offering of notes can only be made in accordance with the German Securities Prospectus Act (Wertpapierprospektgesetz, WpPG). No selling document pursuant to the German Securities Prospectus Act has been or will be published in relation to the Senior Notes. Therefore, this announcement and any other offering material in relation to the Senior Notes is directed only at persons who are "qualified investors" within the meaning of sec. 2 No. 6 of the German Securities Prospectus Act.
This announcement is an advertisement and is not a prospectus for the purposes of EU Directive 2003/71/EC (the "Directive"). This announcement and the offering of Senior Notes when made are only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Directive.