Form 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Pursuant to Rules 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Dated: January 25th, 2006
ALTANA Aktiengesellschaft
(Translation of Registrant’s name into English)
Am Pilgerrain 15
D-61352 Bad Homburg v. d. Höhe
Federal Republic of Germany
(Address of principal executive offices)
D-61352 Bad Homburg v. d. Höhe
Federal Republic of Germany
(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 þ Form 40-F o
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o
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 o No þ
If “Yes” is marked, indicate below the file number assigned to the Registrant in connection with
Rule 12g3-2(b): 82-
This Report on Form 6-K is hereby incorporated by reference into the Registrant’s Registration
Statements on Form S-8, dated September 13, 2002 (File No. 333-99485), dated September 24, 2003
(File No. 333-109074), dated September 24, 2004 (File No. 333-119240), and dated September 26, 2005
(File No. 333-128583).
This Report on Form 6-K contains:
| • | Press Release of January 25th, 2006 |
| • | SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ALTANA Aktiengesellschaft | ||||||
| Dated: January 25th, 2006 | By: | /s/Hermann Küllmer | ||||
| Name: | Dr. Hermann Küllmer | |||||
| Title: | Chief Financial Officer and Member of the Management Board | |||||
| By: | /s/ Rudolf Pietzke | |||||
| Name: | Dr. Rudolf Pietzke | |||||
| Title: | General Counsel | |||||
 |
||
Press Release
|
ALTANA AG | |
| P.O. Box 1244 | ||
| 61282 Bad Homburg v.d.H. | ||
| Herbert-Quandt-Haus | ||
| Corporate Communications | ||
| Am Pilgerrain 15 | ||
| 61352 Bad Homburg v.d.H. | ||
| Germany | ||
| P +49 (0) 6172 1712-160 | ||
| F +49 (0) 6172 1712-158 | ||
| pr@altana.de | ||
| www.altana.com |
ALTANA AG: 10th record year in succession
| • | Double-digit growth in sales and earnings | ||
| • | 10th dividend increase planned | ||
| • | Excellent starting base for the strategic future development of ALTANA’s divisions |
(Note: All figures mentioned in this press release are provisional and unaudited.)
Bad Homburg, January 25, 2006 — ALTANA AG (NYSE: AAA; FSE: ALT) passed the €3 billion sales
mark in the 2005 business year for the first time, and consolidated sales rose by 10% to €3.3
billion. Adjusted for exchange rate, divestment and acquisition effects, ALTANA achieved an
operating sales growth of 8%.
“With its tenth record year in succession ALTANA further continued its impressive success story.
The extraordinary dynamic development with a substantial double-digit growth in earnings of ALTANA
Pharma on the one hand and the sustained high operating earnings level of ALTANA Chemie on the
other are an excellent starting base for the strategic future development of the ALTANA Group”,
explained Dr. Nikolaus Schweickart, President and CEO of ALTANA AG.
Sales growth in all regions
At €2.7 billion, international business accounts for 82% of total sales. This is an increase of 9% on the prior year. Sales growth differs significantly by region: In the European markets outside Germany, ALTANA achieved sales of €1,092 million, an increase of 8%. The development of the domestic business was satisfying: In Germany, ALTANA achieved sales of €580 million, 18% up on the prior year. In North America, ALTANA reported sales of €927 million, 5% up on the prior year. Also due to exchange rate effects, sales in Latin America grew by 18% to €328 million. Sales in Asia grew by 14% to €285 million.
At €2.7 billion, international business accounts for 82% of total sales. This is an increase of 9% on the prior year. Sales growth differs significantly by region: In the European markets outside Germany, ALTANA achieved sales of €1,092 million, an increase of 8%. The development of the domestic business was satisfying: In Germany, ALTANA achieved sales of €580 million, 18% up on the prior year. In North America, ALTANA reported sales of €927 million, 5% up on the prior year. Also due to exchange rate effects, sales in Latin America grew by 18% to €328 million. Sales in Asia grew by 14% to €285 million.
Increased investment and R&D expenses
In 2005, ALTANA’s capital expenditure on property, plant and equipment and on intangible assets totaled €244 million. ALTANA’s total R&D expenses amounted to €466 million, the larger part of which (€419 million) was attributable to ALTANA Pharma. ALTANA Chemie invested €47 million in the development of new products. ALTANA Pharma invested 20% of therapeutics sales in research; the research ratio of ALTANA Chemie was 5%. On an international comparison, these ratios rank among the highest and are proof of both divisions’ strong orientation towards innovation.
In 2005, ALTANA’s capital expenditure on property, plant and equipment and on intangible assets totaled €244 million. ALTANA’s total R&D expenses amounted to €466 million, the larger part of which (€419 million) was attributable to ALTANA Pharma. ALTANA Chemie invested €47 million in the development of new products. ALTANA Pharma invested 20% of therapeutics sales in research; the research ratio of ALTANA Chemie was 5%. On an international comparison, these ratios rank among the highest and are proof of both divisions’ strong orientation towards innovation.
New jobs
As of December 31, 2005, ALTANA employed about 13,300 people worldwide, which is equivalent to an increase of 23%. This increase is mainly due to the acquisition of the ECKART group in the Chemicals division. Even without acquisitions, the number of employees rose by 2% in Germany and by 6% abroad on a Group level. Of the total workforce about 6,350 have been employed in Germany, and about 6,950 abroad. Over the last ten years (1995 — 2005), the number of employees rose from 7,136 to more than 13,000. Further jobs will be added during the current year.
As of December 31, 2005, ALTANA employed about 13,300 people worldwide, which is equivalent to an increase of 23%. This increase is mainly due to the acquisition of the ECKART group in the Chemicals division. Even without acquisitions, the number of employees rose by 2% in Germany and by 6% abroad on a Group level. Of the total workforce about 6,350 have been employed in Germany, and about 6,950 abroad. Over the last ten years (1995 — 2005), the number of employees rose from 7,136 to more than 13,000. Further jobs will be added during the current year.
Page 2
ALTANA Pharma with double-digit growth rates
ALTANA Pharma AG, Constance, achieved sales of almost €2.4 billion in 2005, corresponding to an increase of 12%. Adjusted for exchange rate effects, operating sales climbed by 10%. International business grew by 11% to reach €1.9 billion.
ALTANA Pharma AG, Constance, achieved sales of almost €2.4 billion in 2005, corresponding to an increase of 12%. Adjusted for exchange rate effects, operating sales climbed by 10%. International business grew by 11% to reach €1.9 billion.
Domestic sales developed with an especially dynamic pace: they amounted to €439 million, 18% up on
the prior year. Sales in the European markets outside Germany also increased significantly by 15%
to €780 million. With €770 million the North American region achieved an increase of 3%. Latin America
reported an increase of 19% to €279 million. International business accounted for 81% of total
sales.
ALTANA Pharma further expanded its strategic core business, Therapeutics, achieving sales of €2.1
billion with prescription drugs. In 2005, the main sales driver Pantoprazole
(Pantozol®/Protonix®), a drug for the treatment of acid-induced
gastrointestinal diseases, again achieved double-digit growth in worldwide market sales, all sales
partners included: they rose to €2.8 billion, an increase of 12%. ALTANA’s own sales of
Pantoprazole climbed to almost €1.4 billion, also up 12% on the prior year’s figure.
Alvesco®, the inhaled corticosteroid with novel release and distribution properties
resulting in lung-targeted anti-inflammatory effects, achieved sales of €8 million. In 2005, the
drug was first launched in the U.K., which served as a reference country for the European approval
process. Alvesco® has already been approved in 34 countries; it is now in the market in
15 countries. Further market launches are planned during the current year.
ALTANA Chemie achieves focused growth prospects
ALTANA Chemie AG, Wesel, managed an increase in sales to €907 million in 2005, a rise of 6% on the prior year. This development was influenced by targeted divestments and acquisitions. Adjusted for exchange rate and divestment as well as acquisition effects, operating growth was 3%.
ALTANA Chemie AG, Wesel, managed an increase in sales to €907 million in 2005, a rise of 6% on the prior year. This development was influenced by targeted divestments and acquisitions. Adjusted for exchange rate and divestment as well as acquisition effects, operating growth was 3%.
At €141 million, domestic sales were up 18% on the prior year — mainly due to acquisitions.
Foreign sales rose by 4% to reach €766 million. Regional growth rates are heavily influenced by
portfolio adjustments: In Europe (excluding Germany), the effects from the divestments in the
Coatings & Sealants division are stronger than the effects from the acquisition of ECKART, so that
sales are down 7% on the prior year to €312 million. In the other regions acquisitions had positive
effects: In North America sales grew by 20% to reach almost €157 million; in Asia by 10% to €214
million; and in the other regions by 13% to €83 million. International business accounted for 84%
of total sales.
With €364 million, the largest sales driver was the Additives & Instruments division (+4%),
followed by the Electrical Insulation division with €293 million (+1%). With €175 million, sales in
the Coatings & Sealants division were down by 19% on the prior year’s figure, mainly due to
divestments. Adjusted for acquisition and divestment effects, the Coatings & Sealants division
achieved a growth of 5%. The Effect Pigments division (ECKART Group), which has been consolidated
since October 1, 2005, contributed €75 million to total sales.
ALTANA Chemie’s purchase of the ECKART Group in 2005 represented the largest acquisition in the
ALTANA Group’s history to date. Within the framework of the strategic realignment of its Coatings &
Sealants division, ALTANA Chemie concluded the divestment of activities in the non-strategic
industrial coatings area; in October, the company acquired Kelstar, a leading manufacturer of
overprint coatings for paper and cardboard packaging. Hence, ALTANA Chemie has taken the first
important step to expand its activities in the area of flexible packaging. With its divestments and
acquisitions, ALTANA Chemie has focused its product portfolio on internationally high-ranking
specialty businesses and has created an excellent basis for the company’s future growth.
Significant growth in earnings and dividend increase
ALTANA will achieve a double-digit growth in earnings before taxes (EBT) for 2005 as a whole. An earnings volume of about €680 million is anticipated. At a level of about 21%, the expected return on sales (EBT) of the Group should again be substantially above the market average. The same holds true for the anticipated operating returns (EBITDA) of both divisions: ALTANA Pharma about 29%, ALTANA Chemie about 18%.
ALTANA will achieve a double-digit growth in earnings before taxes (EBT) for 2005 as a whole. An earnings volume of about €680 million is anticipated. At a level of about 21%, the expected return on sales (EBT) of the Group should again be substantially above the market average. The same holds true for the anticipated operating returns (EBITDA) of both divisions: ALTANA Pharma about 29%, ALTANA Chemie about 18%.
Page 3
“As in previous years, our shareholders will fully participate in the positive earnings
development. We therefore intend to propose another double-digit dividend increase at the Annual
General Meeting, the tenth in succession. For the first time, the total dividend payment will be
higher than the nominal capital of €140 million — significantly higher”, stated Dr. Nikolaus Schweickart.
Outlook 2006
ALTANA’s dynamic business trend will further continue in 2006. Investments in the future growth of
ALTANA — in the form of capital expenditure as well as research and development expenses — will
be maintained at high levels. The strategic future development of the ALTANA Group will be in the
focus in 2006. In order to achieve this, we announced to take two elementary steps: to open ALTANA
Pharma for a strategic partner — here we are evaluating all options —, and to prepare the independent operation of ALTANA Chemie
as a listed company on the stock exchange.
Page 4
Key figures 2005
| ALTANA Group | 20051) | 2004 | Change | |||||||||
| in % | ||||||||||||
Sales (in € million) |
3,272 | 2,963 | +10 | |||||||||
Germany |
580 | 491 | +18 | |||||||||
Abroad |
2,692 | 2,472 | +9 | |||||||||
ALTANA Pharma |
2,365 | 2,109 | +12 | |||||||||
ALTANA Chemie |
907 | 854 | +6 | |||||||||
Number of employees (Dec. 31) |
13,276 | 10,783 | +23 | |||||||||
Germany |
6,341 | 4,958 | +28 | |||||||||
Abroad |
6,935 | 5,825 | +19 | |||||||||
ALTANA Pharma |
8,832 | 8,200 | +8 | |||||||||
ALTANA Chemie |
4,384 | 2,521 | +74 | |||||||||
Capital expenditure (property,
plant, equipment and intangible
assets, in € million) |
244 | 226 | +8 | |||||||||
thereof property, plant and equipment |
153 | 183 | -17 | |||||||||
intangible assets |
91 | 43 | +112 | |||||||||
ALTANA Pharma |
201 | 165 | +21 | |||||||||
ALTANA Chemie |
42 | 60 | -29 | |||||||||
R&D expenses (in € million) |
466 | 448 | 2) | +4 | ||||||||
ALTANA Pharma |
419 | 410 | +2 | |||||||||
ALTANA Chemie |
47 | 38 | +24 | |||||||||
1) Provisional data
2) After adjustment according to IFRS 2 “Share-based payments”
2) After adjustment according to IFRS 2 “Share-based payments”
Dates
ALTANA will report in detail on the earnings development and the 2005 annual financial statements
at the press conference and the analyst meeting on March 16, 2006, in Bad Homburg.
The first quarter results will be published on April 27, 2006, combined with a conference call.
The ALTANA Annual General Meeting will take place on May 2, 2006, at the CongressCenter Messe
Frankfurt.
Page 5
This press release contains forward-looking statements, i.e., current estimates or expectations
of future events or future results. The forward-looking statements appearing in this press release
include unaudited revenues and results for the year 2005 and projections for an increase in
dividends, for a continuing dynamic business trend, for maintained investments in the future
growth, plans for further market launches of Alvesco® and statements regarding the
future strategic development of the ALTANA Group. These statements are based on beliefs of ALTANA’s
management as well as assumptions made by and information currently available to ALTANA. Many
factors that ALTANA is unable to predict with accuracy could cause ALTANA’s actual results,
performance or achievements to be materially different from those that may be expressed or implied
by such forward-looking statements. These factors include the exchange rate of the Euro to foreign
currencies, ALTANA’s ability to develop and launch new and innovative pharmaceutical and chemical
products, regulatory decisions of the competent authorities, price regulations for pharmaceuticals
and budgeting decisions of local governments and health care providers, the level of ALTANA’s
investment in pharmaceuticals related R&D, the sales and marketing methods used by ALTANA to
distribute its pharmaceuticals, the composition of ALTANA’s pharmaceuticals portfolio, ALTANA’s
ability to maintain close ties with its chemicals customers, the business cycles experienced by
ALTANA’s chemicals customers and the prices of the raw materials used in ALTANA’s chemicals
business. Furthermore, they include the possibility to make acquisitions, to acquire product rights
and to find an appropriate strategic partner for the pharmaceutical division.
Forward-looking statements speak only as of the date they are made. ALTANA does not intend, and
does not assume any obligation, to update forward-looking statements to reflect facts,
circumstances or events that have occurred or changed after such statements have been made.
This press release is also available on the Internet at www.altana.com.
For inquiries please contact:
Dr. Thomas Gauly
Head of Corporate Communications &
Investor Relations
Head of Corporate Communications &
Investor Relations
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Investor Relations USA:
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