NEWS

logo.gif (1594 bytes)

NEWS

Novartis invites shareholders to vote on Syngenta

Basel, Switzerland
18 September 2000

Novartis AG announced today that it has sent its shareholders an invitation to the Extraordinary General Meeting of the Shareholders (EGM) which will be held at the St. Jakobs Halle in Basel on 11 October 2000. The shareholders outside the US will also receive an additional information brochure on the creation of Syngenta. At the EGM, the shareholders will be invited to vote on the resolutions related to the spin-off and the combination of Novartis Agribusiness and Zeneca Agrochemicals to form Syngenta.

It is anticipated that the formation of Syngenta will generate incremental shareholder value for Novartis shareholders based on the excellent complementarity and synergies of the merged businesses as well as Novartis’ new focus on healthcare. Daniel Vasella, Chairman and CEO of Novartis commented: "This transaction not only creates a new global leader in the agribusiness industry, but also allows Novartis to focus on its core healthcare activities and on those areas that have the greatest growth prospects and offer maximum possible synergies with the pharma sector. The timing of the transaction is especially beneficial as we expect to launch a substantial number of new pharmaceutical products over the next three years." Within its healthcare portfolio, the pharmaceuticals sector will gain further importance. Excluding agribusiness, this sector will contribute approximately 62% of sales and approximately 77% of operating income of Novartis.

Heinz Imhof, Chairman designate of Syngenta, said, "Our comprehensive product range, promising pipeline and strong technology platform will help us achieve our full potential. We are creating a leading high performance agribusiness company with an excellent competitive position, providing the base for a sustainable increase in shareholder value." After completion of the merger transactions, Mr. Imhof will resign from the Executive Committee of Novartis, and become Chairman of Syngenta AG.

The formation of Syngenta creates a market leader in every major region, operating across all important areas of crop protection and seeds with 1999 pro forma sales of approximately USD 7.3 billion. It will provide the global scale and broad capability in research and development in both traditional and new technologies required to generate improved long-term growth and shareholder value. Its 1999 pro forma research and development investment was approximately USD 785 million. It is expected that the restructuring of the combined agribusiness will generate annual pre-tax cost savings of USD 525 million after three years. The restructuring costs will amount to USD 900 million and be spread over a period of four years.

The new company’s listing on the Swiss, London, Stockholm and New York stock exchanges is on schedule for mid-November 2000, subject to the approval of shareholders and the US anti-trust authorities. The European Commission gave its approval for the merger on 26 July 2000.

For more information, shareholders are urged to read materials distributed to them. Shareholders outside the United States are advised to read the information brochure on the creation of Syngenta. Shareholders in the United States are urged to read the prospectus, which contains important information and was filed with the US Securities and Exchange Comission on 12 September 2000. Additional copies of the prospectus are available from the Novartis website www.novartis.com, from the shareholder hotlines listed below, and from the SEC (File number 333-12522). Shareholders with questions or requests for additional information should call the Swiss hotline at 0800 848 444, the UK hotline at 0800 279 8885, the US hotline at 1 800 223 2064 or the Swedish hotline at 020 52 52 79 (46 8 31 06 88 outside Sweden).

The forgoing press release contains forward-looking statements which may materially differ from any future results. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated or expected.

Novartis (NYSE: NVS) is a world leader in healthcare with core businesses in pharmaceuticals, consumer health, generics, eye-care, and animal health. In 1999, the Group (including Agribusiness) achieved sales of CHF 32.5 billion and invested more than CHF 4.2 billion in R&D. Headquartered in Basel, Switzerland, Novartis employs about 82 000 people and operates in over 140 countries around the world.

Company news release
N3000

.0

Copyright © 2000 SeedQuest - All rights reserved