Below you will find a history of significant acquisitions and divestitures of the last years within the Bayer Group.
Other years: 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998
Business combinations and other acquisitions in fiscal 2008
Acquisition costs in 2008 amounted to €932 million (2007: €482 million). The purchase prices of the acquired companies or businesses were settled mainly in cash. Goodwill arising on these acquisitions totaled €380 million (2007: €210 million) and related principally to the following transactions:
Bayer subsidiary Medrad Inc. acquired the remaining shares of Possis Medical Inc. through its subsidiary Phoenix Acquisition Corp. in March 2008 for €227 million. By virtue of the merger of Phoenix Acquisition Corp. with Possis Medical Inc., the latter became a wholly owned subsidiary of Medrad. The main components of the difference between the value of the acquired net assets and the purchase price are €99 million pertaining to patented technologies, trademarks and research and development projects, €40 million in deferred taxes and €125 million of goodwill.
The acquisition of the over-the-counter (OTC) medicines business of U.S.-based Sagmel Inc. for €265 million was completed at the beginning of June 2008. The OTC business of Sagmel Inc. is now integrated into the operations of Bayer HealthCare in Russia, Ukraine, Kazakhstan, the Baltic states and several countries of the Caucasus and Central Asia regions. The main components of the difference between the value of the acquired net assets and the purchase price are €161 million pertaining to trademarks and €70 million of goodwill.
In July 2008 the over-the-counter (OTC) cough and cold medicines business of the Chinese company Topsun Science and Technology Qidong Gaitianli Pharmaceutical Co. Ltd. was acquired for €109 million. The main components of the difference between the value of the acquired net assets and the purchase price are €50 million pertaining to trademarks and €48 million of goodwill.
The protein engineering specialist Direvo Biotech AG, Cologne, Germany, was acquired at the end of September 2008 for €185 million. The main components of the difference between the value of the acquired net assets and the purchase price are €150 million pertaining to patented research and development technologies, €45 million in deferred taxes and €106 million of goodwill.
With the entry of the squeeze-out of the remaining minority stockholders of Bayer Schering Pharma AG in the commercial register on September 25, 2008, all the shares of the minority stockholders of Bayer Schering Pharma AG were transferred by operation of law to Bayer Schering GmbH, a wholly owned subsidiary of Bayer AG. The remaining minority stockholders received cash compensation of €98.98 per share pursuant to the resolution of the stockholders’ meeting of Bayer Schering Pharma AG held on January 17, 2007. The required sum of €695 million, which had been held in escrow accounts for this purpose, was paid out to the stockholders at the beginning of October 2008.
Divestitures and discontinued operations in fiscal 2008
The diagnostics activities, along with H.C. Starck and Wolff Walsrode, were recognized as discontinued operations in 2007. Tax payments made in connection with the divestiture of the diagnostics business and a subsequent purchase price payment are therefore recognized in discontinued operations in 2008 as well.
