Printer Friendly
The Free Library
5,669,962 articles and books
Member login
User name  
Password 
 
Join us Forgot password?

U.S. Antitrust Waiting Period Expires for Schering AG Tender Offer.


LEVERKUSEN, Germany -- Dritte BV GmbH, a wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
 of Bayer Aktiengesellschaft (NYSE NYSE

See: New York Stock Exchange
: BAY), announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R.  of 1976 with respect to its previously announced tender offer for all outstanding bearer shares of Schering Aktiengesellschaft (NYSE: SHR SHR Shore
SHR Spontaneously Hypertensive Rat
SHR Staff Human Resources
SHR Saskatoon Health Region (Saskatoon, SK, Canada)
SHR Shift Logical Right
SHR Sensible Heat Ratio
SHR Supplementary Homicide Report
SHR Steroid Hormone Receptor
), including all bearer shares represented by American depositary shares American Depositary Share (ADS)

Foreign stock issued in the US and registered in the ADR system.
 (ADSs) has expired.

The expiration of the HSR HSR homogeneously staining regions.  Act waiting period satisfies the condition to the tender offer described in clause (ii) of Section 6.1.2 of the Offer Document first published on April 13, 2006. The offer remains subject to the condition set forth in clause (i) of Section 6.1.2 of the Offer Document, which has not yet been satisfied, that the proposed acquisition have been cleared, or deemed to have been cleared, by the European Commission European Commission, branch of the governing body of the European Union (EU) invested with executive and some legislative powers. Located in Brussels, Belgium, it was founded in 1967 when the three treaty organizations comprising what was then the European Community .

Important Information:

This is neither an offer to purchase nor a solicitation of an offer to sell shares or American depositary shares of Schering AG. The terms and conditions of the offer have been published in the offer document after the permission of the German Federal Financial Supervisory Authority (Bundesanstalt fur Finanzdienstleistungsaufsicht, BaFin) has been obtained on April 12, 2006. Dritte BV GmbH also has filed a tender offer statement with the U.S. Securities Exchange Commission (SEC) with respect to the takeover offer. Investors and holders of shares and American depositary shares of Schering AG are strongly advised to read the tender offer statement and other relevant documents regarding the takeover offer filed by Dritte BV GmbH with the SEC because they contain important information. Investors and holders of shares and American depositary shares of Schering AG will be able to receive these documents free of charge at the SEC's web site (http://www.sec.gov), or at the web site http://www.bayer.com.

This is not an offer of Bayer AG's securities for sale in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . No such securities have been registered under the U.S. Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States must be made by means of a prospectus that contains detailed information about the issuer, its management and its financial statements.

Bayer AG Bayer AG

German chemical and pharmaceutical company. Founded in 1863 by Friedrich Bayer (1825–1880), it now operates plants in more than 30 countries. Bayer has originated scores of pharmaceuticals, chemicals, and synthetic materials; it was the first developer and
 has been granted exemptive relief from the provisions of Rule 14e-5 under the U.S. Securities Exchange Act of 1934, as amended, permitting it (or Dritte BV GmbH or certain of its other affiliates or financial institutions on its behalf) to make purchases of shares of Schering AG outside of the takeover offer until the end of the offer period, subject to certain conditions. Accordingly, to the extent permissible under applicable securities laws and in accordance with normal German market practice, Bayer AG, Dritte BV GmbH or its nominees or its brokers (acting as agents) may from time to time make certain purchases of, or arrangements to purchase, shares of Schering AG outside the United States, other than pursuant to the offer, before or during the period in which the offer is open for acceptance. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases will be disclosed as required by applicable securities laws.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Publication:Business Wire
Geographic Code:4EUGE
Date:Apr 21, 2006
Words:556
Previous Article:Exigent and PRE Solutions Settle Patent Infringement Lawsuit.
Next Article:Revlon Completes Previously-Announced Redemption of $110 Million of RCPC's 8 5/8% Senior Subordinated Notes.
Topics:



Related Articles
Amgen Files Revised Premerger Form.
U.S. FEDERAL TRADE COMMISSION ALLOWS INTERNATIONAL PAPER BID FOR SWISS FIRM.
Hart-Scott-Rodino expires on Schein Pharmaceutical Inc. tender offer for Marsam Pharmaceuticals Inc.
Antitrust waiting period expires for Schering AG, Germany tender offer for Medrad.
Schering AG, Germany announces that tender offer for Medrad, Inc. has expired.
Omnicare Announces Expiration of Hart-Scott-Rodino Waiting Period For American Medserve Tender Offer.
Hart-Scott-Rodino Waiting Period Expires for Solvay Group's Acquisition of Unimed Pharmaceuticals, Inc.
Schering Berlin Inc. Completes Acquisition of Diatide, Inc.
Siemens Refiles US Antitrust Notification Regarding Acuson.
Weyerhaeuser Company Announces Early Termination of Hart-Scott-Rodino Waiting Period.

Terms of use | Copyright © 2009 Farlex, Inc. | Feedback | For webmasters | Submit articles