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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.
Bayer plans to focus entirely on the Life Science businesses – HealthCare and CropScience – in the future and to float MaterialScience on the stock market as a separate company. This will create a global leader in the Life Sciences with extensive experience in science and innovation and the ability to use this expertise to improve human, animal and plant health.
|€ million||€ million||in %|
|EBIT before special items2||5,773||5,944||3.0|
|EBITDA before special items2||8,401||8,812||4.9|
|EBITDA margin before special items4||20.9 %||20.9 %|
|Income before income taxes||4,207||4,525||7.6|
|Earnings per share (€)5||3.86||4.14||7.3|
|Core earnings per share (€)6||5.61||6.02||7.3|
|Gross cash flow7||5,832||6,820||16.9|
|Net cash flow8||5,171||5,810||12.4|
|Net financial debt||6,731||19,612|
|Capital expenditures as per segment table||2,155||2,490||15.5|
|Research und development expenses||3,406||3,574||4.9|
|Dividend per Bayer AG share (€)||2.10||2.25||7.1|
|Number of employees9 (Dec. 31)||112,366||118,888||5.8|
|Proportion of women in senior management (%)||25||26|
|Number of nationalities in the Group Leadership Circle||31||35||12.9|
|Proportion of employees with health insurance (%)||95||96|
|Proportion of employees covered by collective agreements on pay and conditions (%)||54||52|
2013 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 more suitable indicator of operating performance since it is not affected by depreciation, amortization, impairment losses, impairment loss reversals 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 2014, Combined Management Report, Chapter 16.2 "Calculation of EBIT(DA) Before Special Items.".
3 EBITDA = EBIT plus amortization and impairment losses on intangible assets, plus depreciation and impairment losses on property, plant and equipment, minus impairment loss reversals. See also Annual Report 2014, Combined Management Report, Chapter 16.2 "Calculation of EBIT(DA) Before Special Items.".
4 The EBITDA margin before special items is calculated by dividing EBITDA 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 2014, 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 2014, 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 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
9 Full-time equivalents
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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 2014
At its meeting on February 25, 2015, the Supervisory Board of Bayer AG approved the Board of Management's recommendation that a dividend payment of EUR 2.25 (2013: EUR 2.10) per share be proposed to the Annual Stockholders' Meeting on May 27, 2015. With 826,947,808 shares entitled to the dividend, the total dividend payment would amount to EUR 1,861 million (2013: EUR 1,737 million), an increase of 7.1 percent.
Stock ownership by region
Foreign investors held more than four-fifths of the covered 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 February 26, 2015 in the Annual Report 2014)
The following forecast is based on the business development described in the Annual Report 2014, taking into account the potential risks and opportunities and assuming the inclusion of the MaterialScience business for the full year.
Our forecast for fiscal 2015 is based on the exchange rates as of December 31, 2014, including a rate of US$1.21 to the euro. A 1% appreciation (depreciation) of the euro against all other currencies would decrease (increase) sales on an annual basis by some €300 million and EBITDA before special items by about €70 million.
We are planning sales in the region of €46 billion for 2015. This corresponds to a currency- and portfolio-adjusted increase in the low single digits. We expect currency effects to boost sales by approximately 3% compared with the prior year. We plan to raise EBITDA before special items by a low- to mid-teens percentage, allowing for expected positive currency effects of about 2%. We aim to increase core earnings per share (calculated as explained in the Annual Report 2014, Chapter 16.3 “Core Earnings Per Share”) by a low-teens percentage, allowing for expected positive currency effects of around 3%.
We expect to take special charges in the region of €700 million in 2015, with the integration of the acquired consumer care businesses and the planned stock market listing of MaterialScience accounting for most of this amount.
We intend to increase our research and development spending by about 10% in 2015 to more than €4.0 billion. We have budgeted capital expenditures of about €2.3 billion for property, plant and equipment and €0.3 billion for intangible assets. Depreciation and amortization are estimated at about €3.0 billion, including €1.6 billion in amortization of intangible assets.
We predict the financial result to come in at around minus €1.0 billion. The effective tax rate is likely to be around 25%. We expect net financial debt to be below €18 billion at the end of 2015.
At HealthCare we expect sales to post a mid-single-digit percentage increase on a currency- and portfolio-adjusted basis to approximately €23 billion. We predict positive currency effects of about 3% compared with 2014. We plan to raise EBITDA before special items by a mid-teens percentage.
In the Pharmaceuticals segment, we expect sales to move ahead by a mid- to high-single-digit percentage on a currency- and portfolio-adjusted basis to approximately €13 billion. Here we anticipate positive currency effects of about 2% compared with 2014. We intend to raise sales of our recently launched products in 2015 toward €4 billion. We plan to raise EBITDA before special items by a low-teens percentage, allowing for an additional €300 million of investment in research and development. We therefore expect to slightly improve the EBITDA margin before special items.
In the Consumer Health segment, we expect sales to increase toward €10 billion, including those of the acquired consumer care businesses. We plan to grow sales by a mid-single-digit percentage on a currency- and portfolio-adjusted basis. Here we anticipate positive currency effects of around 3% compared with 2014. We expect to raise EBITDA before special items by a mid-to-high-twenties percentage, with the acquired consumer care businesses contributing to the increase.
At CropScience we expect to continue growing faster than the market and to raise sales by a low- to mid-single-digit percentage on a currency- and portfolio-adjusted basis to approximately €10 billion. We anticipate positive currency effects of about 4% compared with 2014. We plan to improve EBITDA before special items by a low- to mid-single-digit percentage.
At MaterialScience we are planning further volume growth in 2015 accompanied by declining selling prices, leading to lower sales. However, we expect to see a significant increase in EBITDA before special items. We aim to return to earning the full cost of capital in 2015.
In 2015 we expect sales on a currency- and portfolio-adjusted basis to be level with the previous year. We are planning EBITDA before special items of approximately minus €0.3 billion.
As the holding company for the Bayer Group, Bayer AG derives most of its income from its subsidiaries. The earnings of the major subsidiaries in Germany are transferred directly to Bayer AG under profit and loss transfer agreements. The earnings of Bayer AG are therefore expected to reflect the positive business development anticipated in the Bayer Group. A concerted dividend policy within the Group ensures the availability of sufficient distributable income. We expect an increase in net interest expense due to the higher level of net debt. Based on these factors, we expect Bayer AG to report a distributable profit that will again enable our stockholders to adequately participate in the Bayer Group’s earnings.
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