ALTANA AG: Sale of pharmaceuticals business to Nycomed
Purchase price of approx. EUR4.5 billion
Altana AG announced the sale of ALTANA Pharma AG and its entire pharmaceuticals business to Nycomed. The Supervisory Board of ALTANA AG has approved this transaction. The completion of the transaction is subject to approval by the competent antitrust authorities in the EU and the U.S. It is also subject to approval by an Extraordinary General Meeting of ALTANA AG which will take place in December 2006. Closing is expected by the end of this year. The transfer of the business is planned as of January 1, 2007.
The total purchase price to ALTANA AG is expected to amount to approx. EUR4.5 billion. This amount consists of a debt-free/cash-free valuation of ALTANA Pharma AG of EUR4.215 billion and an additional amount of approx. EUR0.3 billion after price adjustment at closing (net cash/working capital). The net proceeds of the transaction will be transferred to ALTANA AG's shareholders in 2007. The distribution will come in addition to the dividend for the financial year 2006. It is planned that the Ordinary Annual General Meeting (AGM) scheduled for May 3, 2007, will take the decision on the distribution of the net proceeds and the dividend after approval of the 2006 Financial Statements.
With the divestiture of its pharmaceutical activities, the previously announced separation of ALTANA AG into two separate pharmaceuticals and chemicals businesses will be completed. After the divestiture, ALTANA AG will focus on its specialty chemicals business ALTANA Chemie. ALTANA AG will maintain its stock exchange listing, and Susanne Klatten remains majority shareholder. Susanne Klatten has stated after the Supervisory Board meeting, that she is supportive of the decision taken by ALTANA AG, to sell ALTANA Pharma to Nycomed.
If the transaction is approved, Dr. Håkan Björklund, Nycomed CEO, and Toni Weitzberg, Chairman of the Nycomed board, respectively will continue as CEO and Chairman of the board of the combined group. Dr. Hans-Joachim Lohrisch, ALTANA Pharma President and CEO, will be a member of the board of the combined group.
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