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Bayer is a global enterprise with core competencies in the fields of health care, agriculture and high-tech polymer materials.
As an innovation company, we set trends in research-intensive areas. Our products and services are designed to benefit people and improve their quality of life. At the same time we aim to create value through innovation, growth and high earning power.
We are committed to the principles of sustainable development and to our social and ethical responsibilities as a corporate citizen.
|€ million||€ million||in %|
|EBIT before special items2||5,639||5,773||2.4|
|EBITDA before special items2||8,280||8,401||1.5|
|EBITDA margin before special items4||20.8 %||20.9 %|
|Income before income taxes||3,176||4,207||32.5|
|Earnings per share (€)5||2.91||3.86||32.6|
|Core earnings per share (€)6||5.30||5.61||5.8|
|Gross cash flow7||4,556||5,832||28.0|
|Net cash flow 8||4,530||5,171||14.2|
|Net financial debt||7,022||6,731||-4.1|
|Capital expenditures as per segment table||2,012||2,155||7.1|
|Research und development expenses||3,013||3,190||5.9|
|Dividend per Bayer AG share (€)||1.90||2.10||10.5|
2012 figures restated
1 EBIT = earnings before financial result and taxes
2 EBIT before special items and EBITDA before special items are not defined in the International Financial Reporting Standards and should therefore be regarded only as supplementary information. EBITDA before special items is a meaningful indicator of operating performance since it is not affected by depreciation, amortization, impairments or special items. By reporting this indicator, the company aims to give readers a clear picture of the results of operations and ensure comparability of data over time. See also Annual Report 2013, Combined Management Report, Chapter 16.2 "Calculation of EBIT(DA) Before Special Items".
3 EBITDA = EBIT plus amortization and impairment losses on intangible assets and depreciation and impairment losses on property, plant and equipment, minus impairment loss reversals. See also Annual Report 2013, Combined Management Report, Chapter 16.2 "Calculation of EBIT(DA) Before Special Items".
4 The EBIT(DA) margin before special items is calculated by dividing EBIT(DA) before special items by sales.
5 Earnings per share as defined in IAS 33 = net income divided by the average number of shares. For details see Annual Report 2013, Note  to the consolidated financial statements.
6 Core earnings per share are not defined in the International Financial Reporting Standards. By reporting this indicator, the company aims to give readers a clear picture of the results of operations and ensure comparability of data over time. The calculation of core earnings per share is explained in the Annual Report 2013, Combined Management Report, Chapter 16.3 "Core Earnings Per Share".
7 Gross cash flow = income after income taxes, plus income taxes, plus financial result, minus income taxes paid or accrued, plus depreciation, amortization and impairment losses, minus impairment loss reversals, plus/minus changes in pension provisions, minus gains/plus losses on retirements of noncurrent assets, minus gains from the remeasurement of already held assets in step acquisitions. The change in pension provisions includes the elimination of non-cash components of EBIT. It also contains benefit payments during the year. For details see Annual Report 2013, Combined Management Report, Chapter 16.5 "Liquidity and Capital Expenditures of the Bayer Group".
8 Net cash flow = cash flow from operating activities according to IAS 7
Share of Sales by Segment 2013
(2012 in parentheses)
Current Investor News
Third quarter of 2014:
Bayer operationally strong - strategic focus on Life Science businesses
Sales advance in all subgroups - double-digit percentage growth for CropScience and the Pharmaceuticals Division (Fx & portfolio adj.) / Group sales EUR 10,187 million (plus 5.6 percent / Fx & portfolio adj.: plus 7.4 percent) / EBIT improves by 12.7 percent to EUR 1,376 million / EBITDA before special items increases by 1.4 percent to EUR 2,011 million / Net income advances by 12.7 percent to EUR 826 million / Core earnings per share grow by 6.3 percent to EUR 1.35 / Guidance for full year 2014 raised / Plan to float MaterialScience on the stock market more
The capital stock of Bayer AG, amounting to Euro 2,116,986,388.48, is divided into 826,947,808 no-par registered shares.The capital stock underlying the no-par value registered shares is evidenced by permanent global certificates deposited with Clearstream Banking AG, Frankfurt am Main, Germany. The Company’s shareholders have ownership in these certificates in proportion to their respective holdings.The current value of one share - the share price - is determined by the company's total value on the stock market (market capitalization) and the number of shares in circulation.
|Security Identification No.|
|Bloomberg||Xetra ®||BAYN GY|
|Frankfurter Wertpapierbörse||BAYN GF|
Bayer has a significant weighting in virtually all the major stock indices in line with its high market capitalization and share turnover.
Bayer stock is listed on all the German stock exchanges.
Information about the dividend for fiscal 2013
Conforming to the proposal of the Board of Management and the Supervisory Board, the Annual Stockholders’ Meeting on April 29, 2014 passed the resolution to pay a dividend for fiscal 2013 of EUR 2.10 per share.
The resulting payout ratio of 37 percent calculated on core earnings per share is within our target corridor of 30 to 40 percent (for details on the calculation of core earnings per share, see Annual Report 2013, Chapter 16.3 of the Combined Management Report).
The dividend yield calculated on the share price of €101.95 at year end 2013 amounts to 2.1 percent and the total dividend payment to €1,737 million.
Stock ownership by region
Foreign investors held more than three-fourths of issued shares, reflecting the company’s international alignment and the major importance of Bayer stock on the international financial markets. The highest proportion of our outstanding shares, almost 30 percent, is held by investors in the U.S. and Canada.
Bayer has a stable ownership structure that has altered only marginally in recent years.
Bayer is currently rated as follows:
|Rating agency||Long-term rating||Short-term rating||Outlook||Last Update|
|Standard & Poor's||A-||A-2||stable||May 9, 2014|
|Moody's||A3||P-2||stable||May 8, 2014|
Sales and Earnings Forecast
(published on October 30, 2014 in the Financial Report as of September 30, 2014)
The following forecast for 2014 is based on the business development described in this report, taking into account the potential risks and opportunities. Further details of the business forecast are given in Chapter 20.2 of the Annual Report 2013. We are adhering to the forecasts for 2016 given there and issued in March 2014.
We have adjusted the exchange rate assumptions on which our forecast is based to reflect current developments. With respect to the fourth quarter of 2014, we are now using the exchange rates prevailing on September 30, 2014. Based on these exchange rates, the negative currency impact on sales and earnings will decrease to approximately the level forecasted in February 2014.
The following forecast takes into account the acquisition of the consumer care business of Merck & Co., Inc., which was completed on October 1, 2014. We anticipate that this newly acquired business will contribute additional sales of €300 million to €350 million and EBITDA before special items of about €70 million in the fourth quarter of 2014.
We confirm our guidance that sales should increase by about 6% after adjusting for currency and portfolio effects. Allowing for negative currency effects of about 3% (previously: about 4%) compared with the previous year, we now expect Group sales to be approximately €42 billion (previously: approximately €41 billion). We now plan to raise EBITDA before special items by a mid-single-digit percentage (previously: low- to mid-single-digit percentage). This allows for total expected negative currency effects of about €450 million or roughly 5% (previously: about €550 million or roughly 6%). We now aim to increase core earnings per share (calculated as explained in Chapter 7 of the Financial Report as of September 30, 2014) by a mid- to high-single-digit percentage (previously: mid-single-digit percentage). The acquisition of the consumer care business of Merck & Co., Inc. will be neutral to core earnings per share in the fourth quarter of 2014, the operational earnings contribution being nearly offset by the financing costs. The forecast for core earnings per share allows for total expected negative currency effects of around 7% (previously: around 9%).
We anticipate net special charges of €350 million. The major part of this amount – €300 million – is related to the acquisition of the consumer care business of Merck & Co., Inc. and the agreed collaboration in the field of soluble guanylate cyclase (sGC) modulation. It also includes expenses for integrating the business and acquisition-related inventory step-ups. These effects are eliminated from the calculation of EBITDA before special items and core earnings per share.
We anticipate a financial result of about minus €1 billion and an effective tax rate of around 25% for 2014. We expect net financial debt at year end to be approximately €20 billion.
We continue to expect HealthCare sales to advance by a mid-single-digit percentage on a currency- and portfolio-adjusted basis. Allowing for expected negative currency effects of about 3% (previously: about 4%), sales would be approximately €20 billion (previously: approximately €19.5 billion) including a sales contribution of €300 million to €350 million from the consumer care business acquired from Merck & Co., Inc. We predict EBITDA before special items to increase by a low-single-digit percentage (previously: slightly exceed the prior-year level), with the consumer care business acquired from Merck & Co., Inc. accounting for about €70 million of earnings. This allows for total negative currency effects of roughly €340 million (previously: roughly €380 million).
For the Pharmaceuticals segment, we confirm our guidance that sales should increase by about 10% after adjusting for currency and portfolio effects. We predict negative currency effects of around 3% (previously: around 4%). We intend to raise sales of our recently launched products to €2.8 billion. Additional marketing and R&D expenditures totaling about €0.5 billion are expected for 2014. Against this background, we predict a mid-single-digit percentage (previously: low- to mid-single-digit percentage) increase in EBITDA before special items, allowing for negative currency effects of about €300 million (previously: about €310 million). We expect the EBITDA margin before special items to be roughly level with the previous year.
In the Consumer Health segment, we are planning for a low-single-digit percentage sales increase on a currency- and portfolio-adjusted basis, assuming a sales contribution of €300 million to €350 million from the consumer care business acquired from Merck & Co., Inc. We expect negative currency effects of around 3% (previously: around 4%) compared with 2013. Mainly due to the weak market environment for Diabetes Care, EBITDA before special items is expected to come in at (previously: below) the level of the prior year, with the consumer care business acquired from Merck & Co., Inc. accounting for about €70 million of earnings. This allows for negative currency effects of about €40 million (previously: about €70 million).
We are raising our guidance for CropScience in light of the encouraging business development. We now expect to increase sales by about 10% (previously: a high-single-digit percentage) after adjusting for currency and portfolio effects, and thus to grow significantly faster than the market. We anticipate negative currency effects of about 4% (previously: about 5%) compared with 2013. We now expect to increase EBITDA before special items by a mid-single-digit percentage (previously: low-single-digit percentage), allowing for negative currency effects of approximately €100 million (previously: approximately €150 million).
We continue to expect sales of MaterialScience to increase in 2014 by a mid-single-digit percentage on a currency- and portfolio-adjusted basis, allowing for negative currency effects of about 1% (previously: about 2%) compared with 2013. We now anticipate a significant increase (previously: an increase) in EBITDA before special items, allowing for negative currency effects of roughly €10 million (previously: roughly €30 million).
In the fourth quarter of 2014, we expect a small increase in sales, with EBITDA before special items at the level of the prior-year period.
For 2014 we continue to anticipate sales on a currency- and portfolio-adjusted basis to be level with the previous year. We expect EBITDA before special items to be roughly minus €0.2 billion.
This fact sheet may contain forward-looking statements based on current assumptions and forecasts made by Bayer Group or subgroup management. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, development or performance of the company and the estimates given here. These factors include those discussed in Bayer’s public reports which are available on the Bayer website at www.bayer.com. The company assumes no liability whatsoever to update these forwardlooking statements or to conform them to future events or developments
|Bayer Investor Relations|
|Dr. Jürgen Beunink|
|Peter Dahlhoff |
|Dr. Olaf Weber |
|Dr. Alexander Rosar |
Head of Investor Relations