NEWS

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NEWS

Bayer Supervisory Board supports Board of Management's new strategy

Leverkusen, Germany
September 13,  2001

- Bayer plans to form separate companies for health care and crop protection
- Acquisition of Aventis Cropscience soon to be finalized
- Expanded programs to improve profitability
- Rapid implementation of restructuring activities


Bayer AG will retain its pharmaceutical activities as a core business. To this end, the company plans to transfer its current Health Care business segment into an independent corporate unit within the Bayer Group. This plan of the Board of Management was approved by the Supervisory Board at its meeting today. The planned acquisition of the crop protection activities of Aventis CropScience strengthens another, highly profitable core business, making Bayer one of the world's leading crop protection and biotechnology companies. For this activity, too, Bayer intends to form an independent unit within the Group. Both projects will be realized with due regard for the rights of the employee representatives.

Immediately following the voluntary withdrawal of the cholesterol-lowering drug Lipobay/Baycol, Bayer's Board of Management announced that it would review its strategy for the Health Care segment in light of the new situation and develop alternatives if necessary. "We again gave a detailed presentation to the Supervisory Board, of the reasons for our action and explained our new
medium-term plans for the pharmaceuticals business," said Management Board Chairman Dr. Manfred Schneider after the meeting. "The Supervisory Board and the Board of Management agree that, despite the major setback, these activities remain a core business of the Bayer Group that can contribute substantially to enhancing the company's value in the interest of our stockholders and employees." The Board of Management, he said, is convinced that a modified strategy is necessary to achieve this.

The first step planned in this direction is the formation of a separate corporate unit within the Group to achieve greater flexibility for necessary strategic partnerships. "We have set a new course," explained Schneider, "but we still need more time to work out a detailed timetable."

Regarding the crop protection business, Bayer expects the negotiations with Aventis and Schering on the acquisition of Aventis CropScience to be successfully completed by the end of September. Duly observing the rights of the employee committees and subject to the approval of the antitrust authorities, it is then planned to integrate the crop protection activities of both companies into
a newly established company that will be a separate legal entity within the Bayer Group. The new company will be one of the top players in the global crop protection market, with approximately 23,000 employees and combined sales approaching EUR 7 billion.

The Board of Management and the Supervisory Board also agreed that no structural changes are currently necessary for the Polymers business segment because of Bayer's healthy competitive stance in this area. For the Chemicals segment, however, action is needed to strengthen the business for the future.

In addition to the organizational changes for the health care and crop protection businesses, the Board of Management also informed the Supervisory Board about significant restructuring and earnings improvement measures for the Group. These include the following:

  • The cost-containment measures already initiated are to be speeded up so that savings of several hundred million euros can already be achieved in the current year. This figure will increase to nearly EUR 1 billion in 2002 and reach up to EUR 1.8 billion a year from 2005. These measures include reducing the global work force by another 4,000.
  • Following the Lipobay/Baycol withdrawal, extensive adjustments are necessary in the Pharmaceuticals Business Group, including further staff reductions.
  • Investments in property, plant and equipment are to be adjusted to the level of depreciation and amortization.
  • The service functions at the various sites of Bayer AG will be combined into a new "Site Services Division" to exploit major synergies. This new unit, to be formed in January 2002 by merging the functions of the current Site Services, Environmental Protection and Safety Division with those of the Utilities and the Central Maintenance and Construction sections of the Central Technology Division, will employ about 7,000 people.

Schneider emphasized that the new structure in no way represents a departure from the proven four-pillar strategy. Bayer will retain Health Care, Agriculture, Polymers and Chemicals as its core activities but gain greater competitiveness and drive by organizing some of these businesses differently. "We realize that we are expecting a good deal of flexibility from our employees at this time, and that this may not be easy for them. We will discuss the future course of action with the employee representatives, take their legitimate interests into account and jointly reach a solution. But the modified organizational structure will give us the boost from which the employees will also benefit," Schneider pointed out. The Chairman assured the employee representatives and the whole work force that they can rely on Bayer to follow its proven philosophy of giving employee interests high priority in all of its activities.

"Supervisory and Management Boards agree that we will succeed in getting the company back on track," declared Schneider, pointing out that economic performance is not the only important factor: "It is also important for us to win back the confidence of our customers, employees and stockholders and retain it for the long-term. Bayer remains a first-rate company with a bright future."

Company news release
N3797

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