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Bayer purchases 530,471 Schering shares in open market, privately negotiated trades
By E. Janene Geiss
Philadelphia, June 13 - Bayer AG announced Tuesday that Dritte BV GmbH had purchased an additional 530,417 bearer shares of Schering AG at €86.00 per share on Monday in open market or privately negotiated transactions -and added that it may continue to buy shares.
As of 9 a.m. ET Monday, Dritte held 45,321,928 shares, or 23.36% of the nominal capital and voting rights of Schering, according to a company news release.
Bayer, Dritte or persons acting on their behalf, may acquire shares, but not American Depositary Shares, of Schering in open market or privately negotiated transactions outside the United States, officials said.
If any purchases are made at prices above the tender offer price of €86.00 per share, then, under German law, Dritte will be obligated to pay the highest of those prices for all shares it acquires in the tender offer, including all shares represented by American Depositary Shares, officials said.
The offer expires at 6 p.m. ET on June 14.
Bayer said it will disclose the number of shares bought outside the tender offer and the highest price paid.
In March, Schering's executive board announced that it would support a voluntary public offer by Bayer to acquire all of the outstanding shares of Schering for a price of €86 in cash.
Bayer's offer represents a premium of 29% over the Xetra closing price on March 10. At the offer price, Schering's equity is valued at €16.3 billion, based on 190 million shares outstanding.
Schering and Bayer said they have agreed to combine both businesses to create a global pharmaceutical business called Bayer Schering Pharma.
Schering is a Berlin research-based pharmaceutical company.
Bayer, based in Leverkusen, Germany, is a research-based company focused on development of health care, nutrition and innovative materials.
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