HELIOS Kliniken GmbH, a subsidiary of Fresenius, expands its presence in the German hospital market. The company has agreed to acquire 94.7% of the share capital in Damp Group.

Damp operates seven acute care hospitals and four post acute care hospitals with a total of 4,112 beds (thereof 2,649 in acute care) and is among the ten largest private hospital operators in Germany. In addition, Damp operates eight outpatient medical care centers, two nursing care facilities with a total of 606 beds and a wellness resort. The company has 5,971 full-time employees.

The acquisition of Damp is an excellent geographic fit with the HELIOS hospital network in the north and northeast of Germany. The Damp hospitals enjoy a strong local market position and offer considerable growth potential. Both Damp and HELIOS were co-founders of the leading German medical quality initiative "Initiative Qualitätsmedizin".

In 2010, Damp achieved sales of €487 million and operating profit (EBIT) of €21 million. Acute care contributed 73% to total sales, post acute care 20%. The parties agreed not to disclose the purchase price.

Ulf Mark Schneider, CEO of Fresenius, commented: "We take advantage of this excellent opportunity to acquire a well-positioned and profitable company to strengthen HELIOS' presence in the German hospital market. As demonstrated with the acquisition of the privately-owned hospital operator Humaine in 2006, we will integrate Damp into the HELIOS network and achieve margin improvements in line with our established financial targets. Our focus on acquiring public-sector hospitals remains unchanged as we see a rebound in the German hospital privatization market."

The acquisition is still subject to the approval of local and antitrust authorities. Due to the geographic proximity of the HELIOS hospital Schwerin, HELIOS has to divest the Damp hospital Wismar (505 beds, sales of approximately €60 million) to secure regulatory clearance of the transaction.

HELIOS anticipates to close the transaction in the first half of 2012. The acquisition is expected to be accretive to Fresenius Group's earnings per share in 2013.

The acquisition will be financed from cash flow and debt. For 2012, the Damp acquisition and Fresenius Medical Care's recently announced acquisitions are not expected to lead to Group leverage above the target range of 2.5 to 3.0 net debt/EBITDA.

HELIOS Kliniken GmbH, a subsidiary of Fresenius, strengthens its position as the largest private hospital operator in the state of North-Rhine Westphalia, Germany. The company has agreed to acquire 51 percent of the share capital in Katholisches Klinikum Duisburg hospital (KKD). The remaining share capital will be held by local institutions related to the Catholic Church.

KKD operates a maximum care hospital with four locations in Duisburg and a total of 1,034 beds as well as a rehabilitation clinic with 220 beds. KKD also operates two nursing care facilities. In 2010, KKD's hospitals provided inpatient care for about 30,000 patients (thereof 26,500 in acute care). KKD has about 2,200 employees and achieved 2010 sales of approximately € 134 million.

HELIOS will establish two new hospital buildings to consolidate KKD's acute care operations into two locations. The total investments by the company will be approximately € 176 million, over five years.

HELIOS already operates 10 acute care hospitals in North-Rhine Westphalia including maximum care facilities in Wuppertal and Krefeld.

The acquisition is still subject to the approval of antitrust authorities and is expected to close in the first quarter of 2012. The parties agreed not to disclose the purchase price.

The acquisition will be financed from cash flow. For 2012, the KKD as well as the Damp acquisition and Fresenius Medical Care's recently announced acquisitions are not expected to lead to Group leverage above the target range of 2.5 to 3.0 net debt/EBITDA.

"The acquisition of this maximum care hospital is another important step in the growth strategy for our hospital business. It provides an excellent geographic and medical fit to the HELIOS network. The HELIOS success story at the nearby Krefeld hospital shows that we can successfully develop maximum care facilities under private ownership", said Dr. Ulf M. Schneider, CEO of Fresenius.

Fresenius Helios is one of the largest private hospital operators in Germany. HELIOS owns 64 hospitals, including five maximum care hospitals in Berlin-Buch, Erfurt, Krefeld, Schwerin and Wuppertal. HELIOS treats more than 2 million patients per year, thereof approximately 650,000 inpatients, and operates about 19,000 beds.

HELIOS Kliniken GmbH, a subsidiary of Fresenius, has completed the acquisition of 51% of the share capital of Katholisches Klinikum Duisburg (KKD), following approval by the German antitrust authority. The other shareholders of KKD are local institutions related to the Catholic Church. HELIOS will fully consolidate KKD's sales and earnings as of January 1, 2012. The acquisition was announced in October 2011.

KKD operates a maximum care hospital with four locations in Duisburg and a total of 1,034 beds as well as a rehabilitation clinic with 220 beds. KKD also operates two nursing care facilities. In 2010, KKD's hospitals provided inpatient care for about 30,000 patients (thereof 26,500 in acute care). KKD has about 2,200 employees and achieved 2010 sales of approximately €134 million.

HELIOS Kliniken Group, a business segment of Fresenius SE, has strengthened its presence in the German hospital market. The company has agreed to acquire three hospitals in the Mansfeld-Südharz county of Saxony-Anhalt and two in the Northeim county of Lower Saxony. Combined sales of the five hospitals were approx. € 136 million in 2007.

The three acute care hospitals in Saxony-Anhalt are part of Krankenhaus-Holding GmbH Mansfeld-Südharz. They have a total capacity of 834 beds, of which 327 belong to Krankenhaus am Rosarium hospital in Sangerhausen and 507 to Klinikum Mansfelder Land & Pflege hospital, which has two locations in Lutherstadt Eisleben and Hettstedt. The three hospitals have about 1,600 employees and treated more than 30,000 patients in 2007. Sales were approx. € 86 million in the same period. HELIOS will own a 94.9 % stake in the hospitals, and the county will hold a 5.1 % share. With this acquisition HELIOS is now present in the German state of Saxony-Anhalt. In the neighboring state of Thuringia, HELIOS already owns four clinics - a maximum care hospital in Erfurt and clinics in Bleicherode, Gotha and Blankenhain.

The two hospitals in Lower Saxony were previously owned by Rhume-Leine-Gande-Klinikum GmbH. They have a total capacity of 371 beds, of which 273 belong to Albert-Schweitzer-Krankenhaus in Northeim and 98 to the Evangelische Krankenhaus in Bad Gandersheim. The two hospitals employ about 1,000 people and treated more than 16,300 patients in 2007. Sales were approx. € 50 million in the same period. HELIOS will own a 94.9 % stake in Albert-Schweitzer-Krankenhaus and a 94.8 % stake in Evangelische Krankenhaus. The Northeim county and the Evangelisches Krankenhaus Foundation will own 5.1 % and 5.2 % respectively. At the location in Northeim, HELIOS plans to build a new clinic to expand and improve medical services. HELIOS currently owns six clinics in the north of Germany - a maximum care hospital in Schwerin and clinics in Bad Schwartau, Cuxhaven, Geesthacht, Leezen and Hamburg.

"We are pleased with the decision of these two counties to award their privatization projects to HELIOS. Our concept focuses on medical quality and transparency," said Ulf Mark Schneider, Chairman of the Management Board of Fresenius SE. "With this acquisition, we continue our successful expansion in the German hospital market. The five clinics are well-positioned in their regions and offer considerable potential for enhanced medical care."

The parties agreed not to disclose the purchase prices. The acquisitions are still subject to the approval of county and anti-trust authorities. Additionally, the acquisition in Mansfeld-Südharz is subject to the approval of the Fresenius SE Supervisory Board. HELIOS expects to close these transactions in the first half of 2009.

HELIOS Kliniken Group has 57 clinics, of which 38 are acute hospitals and 19 are postacute care clinics. With five maximum care hospitals in Berlin-Buch, Erfurt, Krefeld, Schwerin and Wuppertal, HELIOS maintains a leading market position in the privatization of hospitals of this size in Germany. HELIOS is one of the biggest providers of in-patient and out-patient care in Germany and treats about 1.5 million patients annually, of whom about 550,000 are in-patients. HELIOS has more than 17,300 beds and 30,000 employees. Sales in 2007 were more than € 1.8 billion.

Fresenius AG today announced that it will reorganize its hospital business effective January 1, 2008. The current business segment Fresenius ProServe will be replaced by the two new business segments Fresenius HELIOS and Fresenius VAMED which so far have formed Fresenius ProServe. Following the reorganization, the Fresenius Group will have four business segments – Fresenius Medical Care, Fresenius Kabi, Fresenius HELIOS and Fresenius VAMED.

This step underlines the growing importance of the hospital operations business (HELIOS) and the engineering and services business for hospitals (VAMED). In future, these business segments will be run independently and be directly represented in Fresenius AG's Management Board.

In 2006, HELIOS Kliniken achieved revenues of € 1.67 billion. Operating income was € 133 million. HELIOS owns 58 clinics with 15,800 beds. The company will continue to operate under its original name HELIOS Kliniken GmbH. VAMED had revenues of € 392 million in 2006. Operating income was € 24 million. In addition, VAMED handled approximately € 350 million in third-party revenues through management contracts. VAMED has a strong international presence and managed healthcare projects in approximately 80 countries. The company will also continue to operate under its original name VAMED AG.

The following shows the new group structure:

As part of the new organizational structure, Dr. Francesco De Meo (43) and Dr. Ernst Wastler (48) will join the Management Board of Fresenius AG effective January 1, 2008. Francesco De Meo will be responsible for the business segment Fresenius HELIOS. Ernst Wastler will be in charge of the business segment Fresenius VAMED.

Since July 1, 2000, Dr. Francesco De Meo has served as a managing director of HELIOS Kliniken GmbH with responsibility for personnel and legal affairs. He will succeed Ralf Michels as CEO of HELIOS Kliniken GmbH effective January 1, 2008. Ralf Michels will then become a member of the Supervisory Board of HELIOS Kliniken GmbH.

Ernst Wastler has served as CEO of VAMED AG since July 1, 2001. He joined the company in 1984 and has contributed significantly to the international expansion of VAMED.

As a result of the reorganization, Andreas Gaddum, member of the Management Board of Fresenius AG and responsible for the business segment Fresenius ProServe, will leave the company by mutal agreement effective December 31, 2007. Andreas Gaddum has played a key role in focussing Fresenius ProServe on the hospital business.

In addition, Fresenius announced the appointment of Dr. Jürgen Götz (43) as member of the Management Board of Fresenius AG effective July 1, 2007. Jürgen Götz will be responsible for legal, compliance and personnel affairs. He also will assume the position as Labor Relations Director from Stephan Sturm who will continue to serve as CFO of Fresenius AG.

"The new organizational structure sets the stage for the focused expansion of Fresenius HELIOS and Fresenius VAMED within our group. In addition, we reduce the number of management layers and increase the transparency of the hospital business for our investors. I would like to thank Andreas Gaddum for his significant contributions and his achievements in Fresenius ProServe's strategic realignment. At the same time, I am looking forward to working with Jürgen Götz, Francesco De Meo and Ernst Wastler in the Fresenius Management Board. They have done an outstanding job in their current assignments and are superbly qualified to be part of our senior leadership team as we take the company to the next level", commented Dr. Ulf M. Schneider, Chairman of the Management Board of Fresenius AG.

The Company expects no restructuring costs to result from these organizational changes. Fresenius Group will adjust its financial reporting to the new structure in the first quarter of 2008.

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 anti-trust 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 a year. In 2006, the group achieved sales of € 1.7 billion.

HELIOS Kliniken GmbH, a subsidiary of Fresenius AG, has agreed to acquire a majority stake in HUMAINE Kliniken GmbH.

HUMAINE operates six acute and post acute care hospitals in the fields of neurology, oncology and traumatology with a total of 1,850 beds, thereof 1,530 in the acute care area. The group owns two advanced care hospitals with about 600 beds each. HUMAINE was founded in 1984 and has approximately 2,900 employees.

The clinic group is privately owned. In 2005, it achieved sales of € 197 million and operating profit (EBIT) of € 14 million. The parties agreed not to disclose the purchase price which is to be paid in a combination of cash and, to a lesser extent, Fresenius ordinary and preference shares. HELIOS expects that the transaction will be completed in mid-2006. Initially, 60% of the shares will be acquired, and HELIOS has an option to acquire the remaining 40 %. The acquisition of HUMAINE will be accretive to Fresenius Group's earnings per share in the fiscal year 2006.

The acquisition is an important step in the expansion strategy of HELIOS. "With HUMAINE we have acquired a well-managed clinic group which complements the HELIOS network both geographically and in terms of medical orientation. While the focus will continue to be on the privatization of public-sector hospitals, HELIOS takes advantage of the opportunity to purchase HUMAINE in order to strengthen the hospital operations business. HUMAINE is a profitable company and fully fits our financial acquisition criteria in the hospital sector. With the experienced management team we will rapidly integrate HUMAINE into the HELIOS Kliniken Group to achieve further profitability improvements," says Dr. Ulf M. Schneider, Chairman of the Management Board of Fresenius AG.

The acquisition still requires approval by the antitrust authorities.

HELIOS Kliniken Group operates 51 clinics of its own with a total of 14,300 beds, including four maximum-care hospitals in Erfurt, Berlin-Buch, Wuppertal and Schwerin. The company's 24,800 employees carry out 420,000 in-patient treatments a year and in 2005 achieved sales of € 1.55 billion.

Fresenius is a health care group with international operations, providing products and services for dialysis, hospital and the ambulatory medical care of patients. In 2005, sales were € 7.9 billion. On December 31, 2005 the Fresenius Group had 91,971 employees worldwide.

HELIOS Kliniken GmbH, a subsidiary of Fresenius AG, has obtained antitrust approval from the German antitrust authorities for the acquisition of a majority stake of HUMAINE Kliniken, announced in March. The transaction will be completed shortly.

HUMAINE operates six acute and post acute care hospitals in the fields of neurology, oncology and traumatology with a total of 1,850 beds. The majority of beds (1,530) is in the acute care sector. HUMAINE operates two major regional hospitals with about 600 beds each.

Fresenius obtained antitrust approval from the European Commission for the acquisition of HELIOS Kliniken GmbH, Fulda, Germany, announced in October. Furthermore, Fresenius obtained the approval of the German antitrust authority to acquire the business of Clinico GmbH, Bad Hersfeld, Germany. This will allow the closing of both acquisitions before the end of this year.

With HELIOS, Fresenius has an excellent platform for further growth in the German hospital market. HELIOS is one of the largest and most successful private German hospital operators with expected sales of approx. € 1.2 billion in 2005. The company is recognized for having the highest medical standards in the sector. HELIOS owns 24 hospitals with a total capacity of approx. 9,300 beds. The company is the only hospital chain in Germany that operates four maximum-care hospitals with more than 1,000 beds each.

Clinico manufactures medical devices used for the application of infusion therapies and clinical nutrition. With this acquisition, Fresenius Kabi extends its product portfolio and will distribute Clinico's products through its existing sales and distribution organization. In addition, the company expands its development and production network for medical devices. Clinico achieved sales of € 51.5 million in the fiscal year 2004/05 (September 30).

The acquisition will create substantial cost and growth synergies and make Fresenius Helios the largest private hospital operator in Europe, with 117 hospitals across Germany and nearly €5.5 billion* in sales.

Fresenius Helios has signed a binding agreement to purchase the majority of Rhön-Klinikum AG's hospitals, acquiring 43 hospitals with a total of approximately 11,800 beds as well as 15 outpatient facilities. On the basis of 2013 pro forma financials, the acquisition is expected to add sales of approximately €2 billion and an EBITDA of approximately €250 million.

The University Hospital Giessen and Marburg, the hospitals in Bad Neustadt (including the Rhön-Klinikum AG headquarters), Bad Berka and Frankfurt/Oder will remain with Rhön-Klinikum AG.

The acquisition will enable Fresenius Helios to significantly expand its hospital operations. By extending its presence across the country, Fresenius Helios will bring the majority of the German population within an hour's drive of a HELIOS hospital. With this platform, Fresenius Helios aims to develop innovative, integrated care offerings.

Fresenius Helios and Rhön-Klinikum AG are planning to enter into a cooperation agreement covering Rhön-Klinikum AG's remaining hospitals. These hospitals will become part of a network offering innovative care models across Germany. Public, non-profit and other private hospitals are welcome to join this network.

Ulf Mark Schneider, CEO of Fresenius, said: "This compelling transaction provides a unique opportunity to create a nationwide hospital network and to establish Europe's largest private hospital operator. The clinics we are acquiring from Rhön-Klinikum are a perfect strategic and geographic fit with Helios' existing portfolio and will allow us to develop innovative approaches to health care. We are looking forward to working with the employees of the newly acquired clinics to advance our joint commitment to high-quality patient care."

"With the support of the Supervisory Board, we have made a ground-breaking and at the same time extraordinarily sustainable decision. Through its critical mass, the ‘new Rhön' is well positioned to deliver significant additional medical and economic growth," said Dr. Dr. Martin Siebert, CEO of Rhön-Klinikum AG. "We are starting from a stable earnings position and believe that this can be considerably increased. The ‘new Rhön' with its unique structure and offering will be even more attractive in the future."

The acquisition will create substantial cost synergies totalling approximately €85 million before tax from 2015 onwards. These synergies will be achieved, for instance, by bundling procurement. Mid-term, Fresenius Helios expects the newly acquired hospital portfolio to reach the upper half of the 12-15% EBIT-margin range according to its hospital development plan.

The purchase price of €3.07 billion will be entirely debt-financed. Under the transaction, Fresenius will not assume any financial debt of Rhön-Klinikum AG. Group net debt/EBITDA is expected to temporarily exceed 3.0 in 2013* but remain below 3.5, before returning to the upper end of the 2.5 to 3.0 target range in 2014.

Fresenius expects one-time costs of approximately €80 million before tax. The Company expects the acquisition to be accretive to earnings per share in the first year after closing, excluding one-time costs, and clearly accretive from the second year onwards including one-time costs.

The acquisition is subject to antitrust approval as well as certain approvals of former municipal owners or current minority shareholders. The vast majority of the transaction is expected to close by the end of this year.

*Pro forma 2013

Conference Call
More information about the acquisition will be provided during a conference call to be held today at 4.00 p.m. CEDT / 10.00 a.m. EDT. All investors are cordially invited to follow the conference call in a live broadcast over the Internet at www.fresenius.com / Investor Relations / Presentations. A replay of the call will be available on our website shortly after the call.