6-K UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
February 6, 2006
BASF AKTIENGESELLSCHAFT
(Exact name of Registrant as Specified in its Charter)
BASF CORPORATION
(Translation of Registrant's name into English)
Carl Bosch Strasse 38, LUDWIGSHAFEN, GERMANY 67056
(Address of Principal Executive Offices)
Indicate by check mark whether the Registrant files or will file
annual reports under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F
Indicate by check mark whether the Registrant by
furnishing the information contained in this Form
is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes No X
If "Yes" is marked, indicate below the file number assigned to the
Registrant in connection with Rule 12g3-2(b): 82- .
Michael Grabicki
Phone: +49 621 60-99938
Cell: +49 172 74 91891
Fax: +49 621 60-92693
michael.grabicki@basf.com
US media contact:
Timothy Andree
Phone: +1 973 245-6078
Cell: +1 973 519-5195
Fax: +1 973 245-6715
andreet@basf.com
Analysts/Investors contact:
Magdalena Moll
Phone: +49 621 60-48002
Fax: +49 621 60-22500
magdalena.moll@basf.com
BASF Aktiengesellschaft
67056 Ludwigshafen, Germany
Phone:+49 621 60-0
http://www.basf.com
Corporate Media Relations
Phone: +49 621 60-20710
Fax: +49 621 60-92693
presse.kontakt@basf.com
BASF Clears Federal Trade Commission Review
>> BASF extends tender offer to March 3, 2006
Ludwigshafen, Germany, February 6, 2006 - BASF Aktiengesellschaft
(Frankfurt: BAS, NYSE: BF [ADR], LSE: BFA, SWX: AN) today announced that the
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976,
as amended, applicable to BASF's tender offer for all of the issued and
outstanding shares of common stock of Engelhard Corporation (NYSE: EC) has
expired. As a result, BASF is free under U.S. antitrust laws to proceed with its
proposed acquisition of Engelhard.
BASF has already made the regulatory filings required under the EU Merger
Regulation and the laws of a number of other jurisdictions necessary for the
consummation of its tender offer. BASF currently anticipates that the necessary
approvals will be obtained, and the related regulatory conditions to its tender
offer will be satisfied, on or about the end of this month. As a result, BASF,
through its wholly owned subsidiary, Iron Acquisition Corporation, has extended
the expiration date of its cash tender offer to 5:00 p.m., New York City time,
on Friday, March 3, 2006.
Page 2
The tender offer had previously been scheduled to expire at 12:00 midnight, New
York City time, on Monday, February 6, 2006. BASF has been informed by The Bank
of New York, the Depositary for the offer, that, as of 5:00 p.m., New York City
time, on February 3, 2006, a total of 54,896 shares of Engelhard common stock
had been tendered into the offer and not withdrawn. As a consequence of the
extension of the expiration date, holders of Engelhard common stock may tender
their shares until 5:00 p.m., New York City time, on Friday, March 3, 2006,
unless the offer is further extended.
BASF is the world's leading chemical company: The Chemical Company. Its
portfolio ranges from chemicals, plastics, performance products, agricultural
products and fine chemicals to crude oil and natural gas. As a reliable partner
to virtually all industries, BASF's intelligent solutions and high-value
products help its customers to be more successful. BASF develops new
technologies and uses them to open up additional market opportunities. It
combines economic success with environmental protection and social
responsibility, thus contributing to a better future. In 2004, BASF had
approximately 82,000 employees and posted sales of more than (euro)37 billion.
BASF shares are traded on the stock exchanges in Frankfurt (BAS), London (BFA),
New York (BF) and Zurich (AN). Further information on BASF is available on the
Internet at www.basf.com.
BASF currently intends to solicit proxies for use at Engelhard's 2006 annual
meeting of stockholders, or at any adjournment or postponement thereof, to vote
in favor of BASF's nominees identified in the preliminary proxy statement on
Schedule 14A filed with the U.S. Securities and Exchange Commission (the "SEC"),
and to vote on any other matters that shall be voted upon at Engelhard's 2006
annual meeting of stockholders. On February 1, 2006, BASF filed a preliminary
proxy statement on Schedule 14A with the SEC in connection with this
solicitation of proxies. All Engelhard stockholders are strongly encouraged to
read the preliminary proxy statement and the definitive proxy statement when it
is available, because they will contain important information. Engelhard
stockholders may obtain copies of the preliminary proxy statement and related
materials for free at the SEC's website at www.sec.gov.
The identity of people who, under SEC rules, may be considered "participants in
a solicitation" of proxies from Engelhard stockholders for use at Engelhard's
2006 annual meeting of stockholders and a description of their direct and
indirect interests in the solicitation, by security holdings or otherwise, are
contained in the preliminary proxy statement on Schedule 14A that BASF filed
with the SEC on February 1, 2006.
Page 3
This press release is provided for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell any securities of
Engelhard Corporation. Any offers to purchase or solicitation of offers to sell
will be made only pursuant to the tender offer statement (including the offer to
purchase, the letter of transmittal and other offer documents) which was filed
with the SEC on January 9, 2006. Engelhard stockholders are advised to read
these documents and any other documents relating to the tender offer that are
filed with the SEC carefully and in their entirety because they contain
important information. Engelhard stockholders may obtain copies of these
documents for free at the SEC's website at www.sec.gov or by calling Innisfree
M&A Incorporated, the Information Agent for the offer, at +1 877 750 5837 (Toll
Free from the U.S. and Canada) or 00800 7710 9971 (Toll Free from Europe).
This press release contains forward-looking statements. All statements contained
in this press release that are not clearly historical in nature or that
necessarily depend on future events are forward-looking, and the words
"anticipate," "believe," "expect," "estimate," "plan," and similar expressions
are generally intended to identify forward-looking statements. These statements
are based on current expectations, estimates and projections of BASF management
and currently available information. They are not guarantees of future
performance, involve certain risks and uncertainties that are difficult to
predict and are based upon assumptions as to future events that may not prove to
be accurate.
Many factors could cause the actual results, performance or achievements of BASF
to be materially different from those that may be expressed or implied by such
statements. Such factors include those discussed in BASF's Form 20-F filed with
the SEC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BASF Aktiengesellschaft
Date: February 6, 2006 By: /s/ Elisabeth Schick
------------------------------------
Name: Elisabeth Schick
Title: Director Site Communications Ludwigshafen
and Europe
By: /s/ Christian Schubert
------------------------------------
Name: Christian Schubert
Title: Director Corporate Communications
BASF Group