UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
------------------
For the month of December 2004
Commission File Number: 001-31368
SANOFI-AVENTIS
(Translation of registrant's name into English)
174, avenue de France, 75013 Paris, FRANCE
(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 [X] Form 40-F [ ]
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):_____
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):_____
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 [ ] No [X]
If "Yes" marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________
On December 4, 2004, Sanofi-Aventis (formerly known as
Sanofi-Synthelabo) published the notice attached hereto as Exhibit 99.1 on its
website (www.sanofi-aventis.com), announcing that as at Friday, December 3,
2004, 18.00 hours (CET) Sanofi-Aventis's mandatory offer for the shares in
Hoechst Aktiengesellschaft has been accepted for 248,933 shares in Hoechst
Aktiengesellschaft, representing 0.04% of the share capital and the voting
rights of Hoechst Aktiengesellschaft.
On December 7, 2004, Sanofi-Aventis published the notice attached
hereto as Exhibit 99.2 on its website (www.sanofi-aventis.com), announcing that
as at Monday, December 6, 2004, 18.00 hours (CET) Sanofi-Aventis's mandatory
offer for the shares in Hoechst Aktiengesellschaft has been accepted for 251,603
shares in Hoechst Aktiengesellschaft, representing 0.04% of the share capital
and the voting rights of Hoechst Aktiengesellschaft.
On December 8, 2004, Sanofi-Aventis published the notice attached
hereto as Exhibit 99.3 on its website (www.sanofi-aventis.com), announcing that
as at Tuesday, December 7, 2004, 18.00 hours (CET) Sanofi-Aventis's mandatory
offer for the shares in Hoechst Aktiengesellschaft has been accepted for 259,035
shares in Hoechst Aktiengesellschaft, representing 0.05% of the share capital
and the voting rights of Hoechst Aktiengesellschaft.
EXHIBIT LIST
Exhibit No. Description
----------- -----------
Exhibit 99.1 Notice, dated December 3, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 3, 2004 at 18:00 hours (CET).
Exhibit 99.2 Notice, dated December 6, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 6, 2004 at 18:00 hours (CET).
Exhibit 99.3 Notice, dated December 7, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 7, 2004 at 18:00 hours (CET).
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.
Dated: December 8, 2004 SANOFI-AVENTIS
By: /s/ Jean-Claude Leroy
---------------------------------
Name: Jean-Claude Leroy
Title: Senior Vice President &
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
Exhibit 99.1 Notice, dated December 3, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 3, 2004 at 18:00 hours (CET).
Exhibit 99.2 Notice, dated December 6, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 6, 2004 at 18:00 hours (CET).
Exhibit 99.3 Notice, dated December 7, 2004, announcing number of
Hoechst shares tendered into mandatory offer by
Sanofi-Aventis to the shareholders of Hoechst AG, as of
December 7, 2004 at 18:00 hours (CET).