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 April 2004
BAYER AKTIENGESELLSCHAFT
BAYER CORPORATION*
(Translation of registrant's name into English)
Bayerwerk, Gebaeude W11
Kaiser-Wilhelm-Allee
51368 Leverkusen
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
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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): N/A
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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): N/A
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Indicate by check mark whether the registrant by furnishing the
information contained in this form, the registrant 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
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If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): N/A
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* Bayer Corporation is also the name of a wholly-owned subsidiary of the
registrant in the United States.
BAYER
AD-HOC MESSAGE
Q1 2004 UNDERLYING EBIT EXPECTED TO BE ABOUT 25-30% ABOVE ANALYSTS' EXPECTATIONS
o EBIT before special items in Q1 2004 should approximately match last
year's high level
o Forecast for the full year confirmed
LEVERKUSEN, APRIL 28, 2004
Thanks to a pleasing performance in the first quarter of 2004, Bayer expects to
exceed analysts' forecasts for its EBIT before special items by about 25 - 30
percent, giving EBIT (underlying) in the region of the Q1 2003 figure of
Euro 833 million.
Below is Bayer's quarterly consensus based on the estimates of 19 banks:
Euro MILLION AVERAGE Max./Min.
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SALES 7,234 7,659 / 7,030
EBIT (REPORTED) 605 792 / 462
EBIT (ADJUSTED) 635 817 / 519
PRE-TAX EARNINGS 430 628 / 275
NET EARNINGS 263 389 / 142
EARNINGS PER SHARE (Euro) 0.36 0.53 / 0.19
For 2004, Bayer confirms full year earnings guidance to improve both EBIT
before special items and EBITDA by more than 10 percent year-on-year.
Publication of the complete report for the first quarter of 2004 is scheduled
for May 10, 2004 at 7:30 a.m. CEST.
BAYER INVESTOR RELATIONS CONTACTS:
DR. ALEXANDER ROSAR (+49-214-30-81013)
DR. JUERGEN BEUNINK (+49-214-30-65742)
PETER DAHLHOFF (+49-214-30-33022)
UTE KRIPPENDORF (+49-214-30-33021)
ILIA KURTEN (+49-214-30-35426)
JUDITH NESTMANN (+49-214-30-66836)
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements based on current
assumptions and forecasts made by Bayer Group management. 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 our public reports filed with the Frankfurt Stock
Exchange and with the U.S. Securities and Exchange Commission (including our
Form 20-F). The company assumes no liability whatsoever to update these
forward-looking statements or to conform them to future events or developments.
Consensus earnings estimates are based on earnings projections made by
securities analysts who cover Bayer. Any opinions, forecasts, estimates,
projections or predictions regarding Bayer's performance made by the analysts
(and, therefore, the Consensus estimate numbers) are theirs alone and do not
represent the opinions, forecasts, estimates, projections or predictions of
Bayer or its management. Bayer does not by providing these estimates imply its
endorsement of or concurrence with such information, conclusions or
recommendations. Bayer assumes no liability for the accuracy of such estimates
and undertakes no obligation to update or revise such estimates.
SIGNATURE
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.
Bayer Aktiengesellschaft
(Registrant)
By: /s/ ppa. Alexander Rosar
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Name: Alexander Rosar
Title: Head of Investor Relations
By: /s/ Armin Buchmeier
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Name: Armin Buchmeier
Title: Senior Counsel
Date: 29. April 2004