December 30, 2003 Bayer

Bayer: All subgroups and service companies now separate legal entities
　　　http://www.news.bayer.com/News/News.nsf/id/2003-0604

Bayer MaterialScience AG, Bayer Business Services GmbH and Bayer Industry Services GmbH & Co. OHG entered in the commercial register

The reorganization of the Bayer Group into a holding structure has been completed: Bayer MaterialScience AG (formerly the Bayer Polymers business area), Bayer Business Services GmbH and Bayer Industry Services GmbH & Co. OHG have now been entered in the commercial register as separate legal entities. “We have thus achieved the goal set in December 2002 on schedule,” comments Werner Wenning, Chairman of the Group Management Board. “The holding structure gives us the flexibility we need to respond to the altered operating conditions and implement the recent decision on a strategic realignment of our portfolio, including the separation of large parts of our industrial business into an independent company listed on the stock exchange.”
Bayer MaterialScience AG is expected to report sales of around Euro7.4 billion (basis: 2003) and will concentrate primarily on innovation-driven products. That means focusing on polycarbonate and polyurethanes as key technologies. In these areas the company ranks among the world market leaders. H.C. Starck and Wolff Walsrode, two separate subsidiaries, will be transferred from Bayer Chemicals AG to Bayer MaterialScience in the course of 2004.

The rubber and rubber chemicals, styrenics and semi-crystalline themoplastics activities, which were formerly assigned to the Polymers business area, the subsidiary RheinChemie and the fibers operations are to be combined with Bayer Chemicals and listed on the stock market as a separate company with a new name by early 2005 at the latest.

“Bayer MaterialScience stands for high-quality and innovative engineering materials, strong brands and high-tech processes,” according to Dr. Hagen Noerenberg, Chairman of the Board of Management of this Bayer subsidiary. “Our customers benefit from the established know-how and expertise of our employees. As a separate company within the Bayer Group, we will have the scope to ensure profitable growth and a flexible response ? for the benefit of our customers and business partners.”

Bayer Business Services (BBS) is the service center for business support, IT and scientific services within the Bayer Group. Formed from Bayer’s former central service divisions, it has rapidly developed into a market-oriented company as Professor Gottfried Plumpe, Head of Bayer Business Services, reports: “BBS’ strengths are the experience and expertise of its employees. This means we can tailor our solutions and services precisely to the needs and requirements of our customers.”

Bayer Industry Services (BIS) owns and operates the largest Chemical Park in Germany, comprising Bayer’s sites in Leverkusen, Dormagen and Krefeld. “We are focusing on our role as a customer-oriented service provider by ensuring optimal operating conditions - ranging from utilities and waste management to analytical services, infrastructure, safety and technical services,” explains Dr. Jurgen Hinz, Head of Bayer Industry Services. “In other words, we secure competitive advantages for Bayer’s subgroups and our other 25 customers at the Chemical Park and help them create value.” The company also provides a wide range of services extending beyond the Chemical Park.

Reorganization
　　　http://www.bayer.com/en/bayer/orga.php

Since July 1, 2002 the Bayer Group has been operating within a new corporate structure, with Bayer AG assuming the role of management holding company.

The Bayer Group is run by the four-member Group Management Board, which determines overall strategy, decides on the portfolio, appoints executive staff, allocates resources and oversees financial management.

Organizational structure of Bayer AG

Corporate Center
Certain governance, support and service functions for the Group Management Board are performed by the departments in the Corporate Center.

Business Areas
The Bayer Group's four business areas - Bayer HealthCare, Bayer CropScience, Bayer MaterialScience and Bayer Chemicals - are those in which Bayer is positioning itself for future growth. Within the scope of the strategies, goals and guidelines set by the Group Management Board, the business areas are separate operating units with their own management teams and business responsibility.

Service Areas
Central service functions are performed by the service areas Bayer Business Services (which also includes administrative services), Bayer Technology Services (also responsible for engineering functions) and Bayer Industry Services (responsible for sitespecific services). The services of these three units are available primarily to other units of the Bayer Group, but also to external customers.

March 18, 2004 Bayer

NewCo to be named "LANXESS"
Stock market launch of new company planned for early 2005 at the latest
http://www.press.bayer.com/News/News.nsf/id/2004-0108

Bayer AG intends to place a large part of its chemicals business and some activities of Bayer MaterialScience in a new company named "Lanxess", which will then be floated on the stock market. Since the announcement of the portfolio changes on November 7, 2003, the activities involved in creating and establishing this new company have been performed under the provisional project name of "NewCo".
The name "Lanxess" is intended to communicate the international significance of the future chemicals enterprise, which will be among the global leaders in its sector. "We believe that the name is goal-oriented and forward-looking," said Dr. Axel C. Heitmann, CEO designate of Lanxess, following the vote on the name, which was also approved by the Bayer Management Board. "This name is a combination of the French word 'lancer', meaning to set in motion, and the English word 'success'. It conveys our credo: we are aiming for success, as quickly as possible."

The decision was preceded by an extensive creative and review process. 1,000 employees of the future company submitted a total of 1,200 suggestions, which were supplemented by a further 2,500 from a specialist agency. Every suggestion was reviewed against a large number of criteria including linguistic appropriateness, pronounceability, recognition value, attractiveness, uniqueness and connotation in the languages of those countries in which Lanxess will operate. The suggestions remaining at the end of the review process were then measured against the future company's clearly defined corporate philosophy and its intended goals and values. Of course, the number of candidates was reduced at each hurdle. Following the final legal review in respect of trademark availability and competitive aspects, the original list of 3,700 suggestions had been whittled down to just three. The designated management board chose Lanxess.

The process of establishing the new company is running to schedule. The future management board of Lanxess has been designated and comprises Dr. Axel C. Heitmann (CEO), Matthias Zachert, Dr. Ulrich Koemm, Bruce Olson and Dr. Martin Wienkenhover. Shaping the company has largely been completed. This includes all decisions regarding its business and organizational structure, as well as the allocation of personnel. Bayer plans a virtual organization for the activities concerned by July 1, allowing Lanxess to then operate largely as an independent unit and be placed on the stock market by early 2005 at the latest.

July 1, 2004 Bayer

LANXESS starts operating independently
Bayer CEO Wenning: "An important milestone on the road to realigning the Group"
http://www.news.bayer.com/News/News.nsf/id/2004-0421

LANXESS, the future company where the Bayer Group will combine almost all areas of its chemicals business and parts of its polymers activities, began operating as an independent unit on July 1, 2004. For the moment the new structure only applies internally. "We've reached an important milestone for the realignment of the Group on schedule," said Chairman of the Bayer Board of Management Werner Wenning. LANXESS will be able now to operate largely independently, he said. The company is scheduled to be listed on the stock exchange at the beginning of 2005. And the decision as to whether this will take place via an IPO or a spin-off will be taken over the coming weeks. Until the stock market flotation, LANXESS will operate under the umbrella of the Bayer AG holding company.
Bayer will in future concentrate its resources on the innovative areas of health care, nutrition and high-quality materials and thus establish a sound basis for sustainable growth. "I'm convinced that both companies will enjoy considerable success in the future," said the Bayer CEO.

With sales of around EUR 6 billion and around 20,000 employees, of whom approx. 11,000 are in Germany, LANXESS will be one of the leading chemicals companies in Europe. And after the planned stock market flotation it will operate as an independent company with its own business model, thereby enabling it to react faster and more flexibly on the market.

Dr. Axel C. Heitmann, designated LANXESS CEO, is fully satisfied with the progress of the carve-out process so far. In just over half a year, the activities of Bayer Chemicals and Bayer MaterialScience transferred to LANXESS and parts of the service companies have been molded together to form a new organization. "What we have to do now is use our strengths to their full advantage so as to achieve a competitive result and to ensure LANXESS a smooth transition to becoming an independent company outside the Bayer Group," he said. "That's why it's still important to seize every single possibility for cutting costs and grasp every new market opportunity."

Despite a 2.1 percent decline in sales to EUR 1.478 billion (2.2 percent up in local currencies), the consolidated business results for LANXESS in 1Q 2004 showed a 5.4 percent improvement in EBITDA to EUR 136 million. Compared to 1Q 2003, the EBIT grew by EUR 58 million to EUR 75 million.

LANXESS is an international chemicals company that manufactures high-quality products in the areas of chemicals, rubbers and plastics and supports its partners in developing and implementing optimum system solutions. The company's portfolio comprises basic and fine chemicals, color pigments, plastics, fibers, specialty rubbers and rubber chemicals, leather, textile and paper chemicals, material protection products and water treatment products.

In addition to Dr. Heitmann, the future Board of Management of the company will include Dr. Ulrich Koemm, Bruce Olson, Dr. Martin Wienkenhover and Matthias Zachert.

July 16, 2004 Bayer

Decision by Bayer's Management Board
Lanxess to be spun off to stockholders
http://www.news.bayer.com/News/News.nsf/id/2004-0456

At its meeting today, the Board of Management of Bayer AG decided that the Lanxess unit, currently operating as a Bayer subgroup, should be spun off to the company's stockholders and listed separately on the stock exchange at the beginning of 2005. The consent of Bayer stockholders to this measure will be sought at an Extraordinary Stockholders' Meeting in mid-November.
"In the current stock market climate, a spin-off to Bayer stockholders is the best route to a listing for Lanxess. That way the present owners of Bayer's assets automatically remain the owners of the assets being transferred to Lanxess," explained Bayer CEO Werner Wenning, pointing out that Lanxess' business is developing in line with expectations.

Bayer had postponed a decision on whether to launch Lanxess by way of an initial public offering (IPO) or a spin-off to stockholders in order to await capital market developments. "We wanted to clarify the situation now, at the same time ensuring that the transaction will be fully accomplished. Now Lanxess' management can continue to focus on building the business," Wenning added.

Lanxess CEO-designate Dr. Axel C. Heitmann says he is pleased the Board decision on the form of the stock market listing has now been made. "We at Lanxess will continue working to get our new company off to a good start. We want to instill confidence in our future stockholders and convince them that Lanxess stock is a worthwhile investment."

Bayer's stockholders will take the final decision on the spin-off at an Extraordinary Stockholders' Meeting expected to be held in mid-November 2004. Details of how the spin-off will be carried out will be given in the Notice of the Meeting.

December 4, 2007 Bayer

New name for Bayer Industry Services:
Schäfer: “CURRENTA expresses our goal of becoming Europe’s leading chemical park manager”
Bayer Chemical Park to be renamed “CHEMPARK"

Effective January 1, 2008, Bayer Industry Services will be renamed CURRENTA. “Our new name CURRENTA expresses our goal of becoming Europe’s leading chemical park manager and operator," explained Dr. Klaus Schäfer, Chairman of the Executive Board of Bayer Industry Services at a news conference in Leverkusen on Tuesday, December 4, 2007. “In concrete terms this means that we aim to offer our existing customers optimal value for money and provide an attractive environment for investors looking for a location in northwest Europe,” continued Schäfer. CURRENTA is a joint venture between Bayer and LANXESS, which will continue to hold 60 percent and 40 percent of the renamed company respectively. With a workforce of some 5,000 people, the company expects to post sales of EUR 1.7 billion in 2007.

The Bayer Chemical Park with sites at Leverkusen, Dormagen and Krefeld-Uerdingen is to be renamed CHEMPARK. “This name offers our more than 60 chemical park partners a platform on which to present their own brands,” said Schäfer. “A prime industrial location covering 13.3 square kilometers, our chemical park is already among the largest in Europe. We now aim to make it one of the most attractive on the continent and become the cost leader in this field.” CHEMPARK employs some 50,000 people at the three sites and produces around one-third of North Rhine-Westphalia’s chemical industry output. “By providing cost-effective services, CURRENTA is helping to safeguard the future of the sites. Also essential to this, however, are the appropriate external factors. Here we need support from the politicians, enabling us to secure jobs in Leverkusen, Dormagen and Krefeld-Uerdingen,” stated Schäfer. A case in point is the present debate surrounding the construction of a new coal-fired power plant in Krefeld-Uerdingen.

CURRENTA symbolizes dynamism and motion. It is derived from the Latin ‘currere’, which means to ‘run’ or ‘hasten’, but is also the root of the words ‘course’ and ‘current’. “This verbal image describes the power and strength of CURRENTA, a new company which is facing the future with energy and enthusiasm,” explained Schäfer. The company’s new identity also underscores its transformation from a corporate site administration division to a modern service provider with a stronger customer focus. Schäfer went on: “CURRENTA represents strength and self-confidence. Our slogan ‘Services to chemicals and manufacturing’ describes our remit. Our corporate color ? a strong but warm and friendly orange ? is a clear signal designed to set us apart from our competitors.”

’CHEMPARK - Europe’s chemical park’ is a signal that the company, with three sites at Leverkusen, Dormagen and Krefeld-Uerdingen, aims to become one of the most attractive addresses on the continent. “Above all, the new name is universally comprehensible and emphasizes the strength of our location as a base for the chemical industry,” explained Schäfer. ”CHEMPARK also stands for safety, reliability and good neighborhood relations. These are guiding principles for all the companies based there.” The new brand’s base color is a clear yet restrained shade of blue.

Both the CURRENTA and CHEMPARK brands use the same logo to highlight the relationship between the chemical park manager and the chemical park. The logo is derived from the cartographic symbol designating a viewpoint. “This symbol both marks our position and describes the perspectives we offer. It represents the fact that we keep all processes in view at all times and provide our customers with good prospects for developing their business,” explained Schäfer.

”Our new identity is the fourth element on our route to becoming a modern service provider. We have successfully concluded other key tasks in this transformation in recent months. We have reduced costs, realigned our organization and simplified business and decision-making processes,” said Schäfer. All this was done with one goal in mind. “Today, we are faster, leaner and more efficient,” stated the Executive Board Chairman.

The company has concluded its own collective agreement on pay and conditions to overcome non-competitive cost structures, especially in personnel-intensive organizational units. The main elements of this agreement consist of changes to worktime models and pay. It entered into force on July 1, 2007, and forms the basis for the company’s future economic success.

At the same time, numerous efficiency-enhancing programs aimed at simplifying structures, improving processes and optimizing systems are taking effect. The third element was the company’s new structure, which became effective on July 1, 2007. The business units were realigned, with a reduction in number from nine to five: Utilities, Environment, Safety and Security, Services and Chemical Park Management.

In a further agreement with the employee representatives, it was decided to make the Technical Services business unit, which employs some 1,300 people, an autonomous company effective January 1, 2008. The new company is to be named Tectrion and will be a wholly owned subsidiary of CURRENTA.

Schäfer summed up: ”The goal of our strategy project was to achieve savings of EUR 125 million by 2009. We have already secured EUR 100 million, 80 percent of our target, which is a very gratifying achievement.”

”However, maintaining cost leadership is an ongoing task,” said Schäfer. ”This means that we have to work every day to ensure we provide optimal value for money.” Also, organizational structures will have to be adapted flexibly to market needs. Schäfer continued: “We must constantly review our processes and, at the same time, optimize use of our facilities by implementing innovative energy-saving and environmentally friendly technologies.”

The Chairman of the Executive Board thanked the company’s workforce for its contribution to what has been achieved so far. ”Our employees have displayed great dedication in shaping our new company. We have also been able to fully exploit the positive economic environment of recent months. That is why I am certain that we will together achieve our goal.”