Below you will find a history of significant acquisitions and divestitures of the last years within the Bayer Group.
Other years: 2010 2009 2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998
Business combinations and other acquisitions in fiscal 2011
Acquisition costs in 2011 amounted to €227 million (2010: €43 million). The purchase prices of the acquired companies or businesses were settled mainly in cash. Total goodwill of €103 million (2010: €12 million) arose on these acquisitions. It related principally to the following transactions:
On January 7, 2011, HealthCare acquired the New Zealand-based Bomac group, which supplies a broad range of animal health products for the livestock sector. The net purchase price of €73 million pertained mainly to customer relationships and goodwill. Bomac had sales of €33 million in 2011.
On April 1, 2011, CropScience acquired Hornbeck Seed Company, Inc., United States. Hornbeck Seed Company supplies soybean, rice, and wheat varieties in the southern United States and has an in-house soybean breeding program and a proprietary soybean germplasm. The net purchase price paid amounted to €30 million and pertained mainly to research and development projects and goodwill. Hornbeck Seed Company had sales of €7 million since the acquisition date.
On August 31, 2011, HealthCare acquired Pathway Medical Technologies, Inc., United States, through its subsidiary MEDRAD, Inc. Pathway Medical Technologies supplies products to mechanically remove arterial plaque. The net purchase price of €88 million pertained mainly to patents and goodwill. Pathway Medical Technologies had sales of €6 million since the acquisition date.
On October 6, 2011, CropScience acquired the oilseed rape seed business of the mid-size seed company Raps GbR, Germany. This mainly includes oilseed rape varieties that are already on the market and the company's breeding material. The net purchase price of €26 million pertained mainly to patented technologies and goodwill. The company had no sales since the acquisition date.
The purchase price allocations for Pathway Medical Technologies, Inc. and Raps GbR are not yet complete. Therefore, changes may yet be made in the allocation of the purchase price to the individual assets.
In connection with the acquisition of Athenix Corp., United States, in November 2009, milestone payments were agreed that led to a disbursement of €27 million in 2011.
The acquired businesses named above contributed €46 million to Bayer Group sales in 2011. These portfolio changes had an effect of minus €16 million on the operating result (EBIT) for 2011. A total after-tax result of minus €13 million was recorded for the acquired businesses since the respective dates of their first-time consolidation. This includes the financing costs incurred since the respective acquisition dates.
Divestitures and discontinued operations in fiscal 2011
The effects of divestitures made in 2011 and previous years on the consolidated financial statements for 2011 are detailed below.
The contract for the sale of
Viverso GmbH to Nuplex Industries Ltd., New Zealand, was signed at the end of October 2011. The acquirer is a leading manufacturer of polymer resins based in New Zealand and Australia. Bayer is thus divesting its business in certain conventional coating resins. The transaction comprises Viverso GmbH including its plants and assets, selected product groups and trademarks. A payment of €65 million on the sale price of €69 million was received in 2011, and the remaining amount was recognized as a receivable in the statement of financial position.
In December 2011, a series of agreements was concluded between Nomad BioScience GmbH, Munich, Germany, and Bayer Innovation GmbH. The agreements include the sale of
Icon Genetics GmbH. Icon Genetics discovers innovative methods for the development and use of genetically modified plants to produce therapeutically active substances. In return, Bayer will receive revenue-based royalties on future Nomad products manufactured using the patented magnICON™ technology. The lower of the carrying amount and the fair value less costs to sell was initially recognized along with an impairment loss of €38 million. A loss of €1 million was incurred on the sale of Icon Genetics GmbH. The transfer of assets and liabilities took place with economic effect as of December 31, 2011.
We received further revenue-based payments of €108 million in 2011 in connection with the transfer of the hematological oncology portfolio to Genzyme Corp., United States, effected in May 2009.
