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
For the month of May 2013
FRESENIUS MEDICAL CARE AG & Co. KGaA
(Translation of registrants name into English)
Else-Kröner Strasse 1
61346 Bad Homburg
Germany
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x 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 x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82
On May 16, 2013 Fresenius Medical Care AG & Co. KGaA (the Company) issued an Press Release announcing that the Company will simplify its capital structure.
EXHIBITS
Exhibit 99.1 Press Release issued May 16, 2013.
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.
DATE: May 16, 2013
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FRESENIUS MEDICAL CARE AG & Co. KGaA, | ||
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a partnership limited by shares, represented by: | ||
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FRESENIUS MEDICAL CARE MANAGEMENT AG, its | ||
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general partner | ||
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By: |
/s/ RICE POWELL |
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Name: |
Rice Powell |
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Title: |
Chief Executive Officer and |
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Chairman of the Management Board |
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of the General Partner |
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By: |
/s/ MICHAEL BROSNAN | |
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Name: |
Michael Brosnan |
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Title: |
Chief Financial Officer and |
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Member of the Management Board |
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of the General Partner |
Exhibit 99.1
Press Release |
Matthias Link |
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Corporate Communications |
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Fresenius Medical Care |
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Else-Kröner-Straße 1 |
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61352 Bad Homburg |
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Germany |
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T +49 6172 609-2872 |
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F +49 6172 609-2294 |
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matthias.link@fresenius.com |
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www.fmc-ag.com |
May 16, 2013
Fresenius Medical Care shareholders approve simplification of capital structure and 16th consecutive dividend increase
Fresenius Medical Care, the worlds largest provider of dialysis products and services, will simplify the companys capital structure. At the annual general meeting in Frankfurt today, a large shareholder majority of 99.97% approved the mandatory conversion of preference shares into ordinary shares on a 1:1 basis, as recommended by the Management Board and the Supervisory Board. A separate meeting of preference shareholders also approved the proposal, with a 99.99% majority. Preference shares currently represent about 1.3% of the companys total share capital.
With a large majority of 99.86%, shareholders approved Fresenius Medical Cares 16th consecutive dividend increase. The dividend will be raised to 0.75 from 0.69 per ordinary share, and to 0.77 from 0.71 per preference share.
Rice Powell, chief executive officer of Fresenius Medical Care, confirmed the full-year 2013 outlook. The company expects revenue to grow by more than 6% to over $14.6 billion this year, with net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA expected to be between $1.1 billion and $1.2 billion, an increase of between 5% and 15% from 2012.(1)
(1) Net income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA 2012 adjusted for a non-taxable investment gain of US$140 million
Fresenius Medical Care has retained its global leadership position, and we continue to shape the future of the dialysis industry in a market that is expected to grow at 4% per annum in constant currency to 100 billion U.S. in 2020, Rice Powell told shareholders. Our focus is always and will always be - on superior quality in both products and services. We have the ability to grow through the expansion of our clinic network and to grow by expanding our product portfolio and adding new services. We think our business model of vertical integration will be advantageous for the future developments in this industry.
The annual general meeting was the first under the leadership of Rice Powell. He succeeded Dr. Ben Lipps on January 1, 2013.
A shareholder majority of over 99% approved the actions of both the Management and Supervisory Boards in 2012.
At the annual general meeting, 73.71% of the subscribed capital was represented. Only ordinary shareholders were entitled to vote.
Fresenius Medical Care is the worlds largest integrated provider of products and services for individuals undergoing dialysis because of chronic kidney failure, a condition that affects more than 2.3 million individuals worldwide. Through its network of 3,180 dialysis clinics in North America, Europe, Latin America, Asia-Pacific and Africa, Fresenius Medical Care provides dialysis treatment to 261,648 patients around the globe. Fresenius Medical Care is also the worlds leading provider of dialysis products such as hemodialysis machines, dialyzers and related disposable products.
For more information about Fresenius Medical Care, visit the Companys website at www.fmc-ag.com.
Disclaimer
This release contains forward-looking statements that are subject to various risks and uncertainties. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including changes in business, economic and competitive conditions, regulatory reforms, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. These and other risks and uncertainties are detailed in Fresenius Medical Care AG & Co. KGaAs reports filed with the U.S. Securities and Exchange Commission. Fresenius Medical Care AG & Co. KGaA does not undertake any responsibility to update the forward-looking statements in this release.
The conversion of the preference shares into ordinary shares will not be registered under the Securities Act of 1933. The conversion will be effected pursuant to an exemption from registration under Securities Act and, in the case of the European institutional investor, in an exempted offshore transaction pursuant to Regulation S under the Securities Act. The ordinary shares acquired by that institutional investor may not be offered or sold in the U.S. unless registered under the Securities Act or pursuant to an applicable exemption from registration requirements.