November 29, 1999
More than 96 percent of Hoechst AG´s shares were
tendered for shares in the new Aventis during the exchange offer which was launched by Rhône-Poulenc S.A. on October 26 and which ended
on November 26, 1999. This includes all American Depositary Shares (ADS) of Hoechst listed
at the New York Stock Exchange as well as the contribution of Gallus, the company which
holds
Kuwait Petroleum Corporation's (KPC) 25.8 percent stake in Hoechst. Rhône-Poulenc and
Hoechst announced that the exchange offer period will not be extended.
"We are very pleased by the high acceptance level of the exchange offer. We have thus
clearly exceeded our goal and would like to thank the Hoechst shareholders for this
expression of confidence in the future Aventis," said Jürgen Dormann, Chairman of
the Board of Management of Hoechst and Jean-René Fourtou, Chairman and Chief Executive
Officer of Rhône-Poulenc.
For every 1.333 shares tendered, Hoechst shareholders will receive one new share in
Aventis. At the Annual General Meeting of Hoechst AG on December 9, 1999, Hoechst
shareholders will vote on the distribution of the proposed special dividend which amounts
to EUR 2.72 per Hoechst share plus a German tax credit of around EUR 1.17 for eligible
shareholders. If approved,
distribution of the special dividend will take place the following day, December 10.
On December 15, 1999, the shareholders of Rhône-Poulenc will vote on the capital increase
required for the issuance of new Aventis shares to Hoechst shareholders. If approved,
Aventis will become a reality and at the same time, Rhône-Poulenc will change its name to
Aventis and move its headquarters to Strasbourg.
All shares of Aventis are to begin trading on December 20, 1999 under the new common
symbol "AVE" on the stock exchanges in Paris and Frankfurt as well as on the New
York Stock Exchange in the form of American Depositary Shares.
The merger of Rhône-Poulenc and Hoechst into Aventis would create a leading global life
sciences company with more than 90,000 employees worldwide and pro forma sales of over EUR
21 billion in 1998.Company news release
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