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Last Update:
April 27, 2012
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3 – Acquisitions/Divestitures

On February 13, 2012, BASF acquired the Ovonic Battery Company headquartered in Rochester Hills, Michigan. Ovonic is a license provider for nickel metal hydride (NiMH) battery technologies and the production of cathode active materials (CAMs) for this battery type. Furthermore, the company operates a research facility for battery materials in Troy, Michigan. Ovonic holds 97 patents and patent applications worldwide in the area of NiMH technology. Within BASF, the company was incorporated into the newly established Battery Materials business unit, a part of the Catalysts division.

BASF acquired B.C. Foam S.p.A.’s PET foams business (headquartered in Volpiano, Italy) effective February 29, 2012. The acquisition comprises production facilities and industrial property rights. This includes a special extrusion process which enables the production of PET high-performance foams with very high density. These PET foams are primarily used in wind turbine rotor blades. Moreover, high-quality PET foam panels are in demand in the automotive and aviation industries, as well as in shipbuilding.

Divestiture of fertilizer business

As of January 31, 2012, BASF sold its 50% share in the jointly controlled entity PEC-Rhin, Ottmarsheim, France to its joint venture partner GPN, Courbevoie, France. PEC-Rhin owns and operates production facilities for calcium ammonium nitrate and ammonium nitrate fertilizers, as well as production facilities for the intermediates ammonia and nitric acid. The net assets that had been reported as part of the fertilizer disposal group were deconsolidated as of the date of sale. The following table shows the calculation of gains on the disposal of BASF’s share in PEC-Rhin:

  Download (Download XLS xls, 15 kB)

1

On September 30, 2011 and December 31, 2011, the assets and liabilities of the fertilizer business were reported separately as part of the disposal group.

Profit realization from the deconsolidation of PEC-Rhin (million €)

Proceeds from divestiture

34

Disposed net assets as part of the disposal group1

(13)

Reinstated receivables and payables, realized intercompany profits

4

Disposal gains

25

The sale of BASF’s fertilizer activities in Antwerp, Belgium to EuroChem, Moscow, Russian Federation, which had been agreed upon on September 27, 2011, was completed on March 31, 2012, after approval was granted by anti-trust authorities. The sale comprises production facilities for calcium ammonium nitrate and ammonium nitrate fertilizers, NPK fertilizers (nitrogen, phosphate, potassium), nitrophosphoric acid and three related nitric acid plants. The sale resulted in the transfer of 330 employees.

The following table shows the disposed assets and liabilities as a result of the sale to EuroChem as of the date of disposal:

  Download (Download XLS xls, 15 kB)

1

On September 30, 2011 and December 31, 2011, the assets and liabilities of the fertilizer business were reported separately as part of the disposal group.

Fertilizer disposal group as of the date of disposal (million €)

 

 

Disposed assets as part of the disposal group1

237

Disposed liabilities as part of the disposal group1

(33)

Net assets

204

BASF’s proceeds from the divestiture amounted to €670 million. In addition, EuroChem will pay BASF a cash compensation of €175 million in the period from 2012 to 2016. The fair value of this compensation amounts to €162 million.

In addition to the disposed assets and liabilities from the disposal group, transaction costs and expenses resulting from the carve-out of the fertilizer activities also reduced the amount of the disposal gains. The following overview shows the individual components of the calculation of disposal gains:

  Download (Download XLS xls, 15 kB)

1

On September 30, 2011 and December 31, 2011, the assets and liabilities of the fertilizer business were reported separately as part of the disposal group.

Profit realization from the sale of fertilizer activities (million €)

Proceeds from divestiture

670

Compensation claim

162

Disposed net assets of the disposal group1

(204)

Other effects of the divestiture

(8)

Disposal gains

620

Other effects resulted from contractual adjustment clauses and from expenses which arose in connection with the divestiture.

In our segment reporting, the entire fertilizer business had been previously reported under Other.

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