DGAP-Adhoc

Bayer Aktiengesellschaft: Bayer plans IPO for Covestro

Bayer Aktiengesellschaft / Key word(s): IPO

04.09.2015 08:00

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN

Leverkusen, September 4, 2015

Bayer has taken the decision to proceed with an Initial Public Offering
(IPO) of Covestro AG ("Covestro"), a world-leading polymers company
formerly known as Bayer MaterialScience. Covestro will seek a listing in
the regulated market segment (Prime Standard) of the Frankfurt Stock
Exchange. The offering will consist solely of new shares issued by Covestro
by way of a capital increase. They will be offered publicly in Germany and
Luxembourg to private and institutional investors. Outside of these
countries, shares will be offered by way of private placements. Subject to
capital market conditions, Covestro's IPO is expected to be completed in
the fourth quarter of 2015.

Covestro intends to use the proceeds from the IPO primarily to repay
intercompany debt to Bayer and in this way to establish its target capital
structure. With net debt including pension liabilities at 2.5 to 3.0 times
adjusted earnings before interest, taxes, depreciation and amortization
(EBITDA) for fiscal 2015, Covestro is seeking an investment-grade credit
rating.


Contact:
Ms. Judith Nestmann, Bayer AG, Investor Relations, Phone: [phone],
e-mail: [e-mail], Fax: [phone]


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Information and Explaination of the Issuer to this News:

Forward-looking statements
This Ad-hoc Statement may contain forward-looking statements based on
current assumptions and forecasts made by Covestro AG. Various known and
unknown risks, uncertainties and other factors could lead to material
differences between the actual future results, financial situation,
development or performance of the company and the estimates given here.
These factors include those discussed in Covestro's and Bayer's public
reports which are available on the Covestro website at www.covestro.com as
well as on Bayer AG's website at www.bayer.com. Covestro and Bayer assume
no liability whatsoever to update these forward-looking statements or to
conform them to future events or developments.