MIRA
INFORM REPORT
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Report Date : |
27.10.2008 |
IDENTIFICATION DETAILS
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Name : |
F.
HOFFMANN-LA ROCHE AG |
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Registered Office : |
Grenzacherstrasse 124 4070 Basel/BS |
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Country : |
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Financials (as on) : |
31.12.2007 |
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Date of Incorporation : |
01.06.1989 |
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Legal Form : |
Joint Stock
Company |
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Line of Business : |
Manufacture/Wholesale of Chemical and Pharmaceutical Products |
RATING & COMMENTS
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MIRA’s Rating : |
Ba |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Maximum Credit Limit : |
EUR
2.500.000 |
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Status : |
Good |
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Payment Behaviour : |
No Complaints |
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Litigation : |
Clear |
Name of the company
F. Hoffmann-La
Roche AG
Line of Business
Chemische,
pharmazeutische Produkte
Legal domicile
Grenzacherstrasse
124 4058 Basel/BS
Business address
Grenzacherstrasse
124
4070 Basel/BS
Switzerland
Telephone: 061
6881111
Homepage: www.roche.com
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overall
assessment: |
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Business connections are
permissible. |
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detail
assessment: |
payments: |
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No complaints |
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individual
credit limit*: |
EUR 2.500.000,-- |
This credit
advice is based on information available at the time of conducting the
research,being the above indicated date.
All amounts in
this report are given in Swiss Francs (CHF) unless otherwise stated.
GENERAL COMPANY DATA
OFFICIAL DATA:
Legal
form: Joint stock company
Registration: 01-06-1989
First
Publication: 15-06-1989
Last
Publication: 09-09-2008
Original
company: F. Hoffmann-La Roche Co
4000 Basel/BS
Year founded: 1896
Legal form: Limited partnersip
History
F. Hoffmann-La
Roche AG was converted into a joint stock company in 1919. In 1989, the current
name
F. Hoffmann-La
Roche AG was changed into Roche Holding AG at the Commercial Register. At the
same time,
F.Hoffmann-La
Roche AG was registered as a new entity in the Commercial Register again.
Share
capital: 150.000.000
Paid up: 150.000.000
Divided
into: 150.000 Registered shares of 1.000
Shareholders: The
shares are in Swiss ownership
Direct Parent
com.: Roche
Holding AG, 4058 Basel/BS, Switzerland/CH.
Company
Management: Dr. Franz B. Humer
ACTIVITY
Line of
business: Chemical and pharmaceutical
products
Sector: Manufacture/Wholesale
Activity:
The company is involved in the production and sale of
chemical and pharmaceutical products, pharmaceutical specialties and
diagnostics. Approximately 90 % of all the sales of the F. Hoffmann-La Roche AG
are marketed by the Roche group companies. The product range of the company,
the group resepectively, encompasses numerous reknowned in-house brands.
Locations: Location of the important branches:
Reinach,
Kaiseraugst,
Burgdorf.
In Kaiseraugst
Roche maintains another production facility. The branch
outlet in 4153
Reinach is located at Schoenmattstrasse 2.
Trading
area: International
Import/Export: The company is active in Import and
Export.
Significance: It is one of the leading companies in
its business sector.
EMPLOYEES
Number of employees: 501-1000
Number of
employees of the Roche Group at year end (full-time
equivalents):
2007: 78'604
2006: 74'372
2005: 68'218
2004: 64'703
2003: 65'357
PAYMENT AND FINANCIAL DATA
PAYMENT EXPERIENCES:
Legal
actions: Information only
available against proof of interest.
The payments
of current liabilities are made regularly on time. The
business
conduct is considered excellent
FINANCIAL DATA:
Financial
position: The financial position of the
company is considered sound.
Financial
Statements: The company does not disclose any financial statements.
Consolidated
key figures (in CHF 1.000.000):
Roche-Konzern
31.12.2007 31.12.2006 31.12.2005 31.12.2004
12 Months 12 Months 12 Months 12 Months
Sales 46'133.0 42'041.0 35'511.0 31'273.0
Operating Profit/Loss 14'468.0 11'730.0 8'669.0 8'979.0
Cost of employees 10'767.0 10'116.0 8'726.0 8'354.0
Profit/Loss 11'437.0 9'171.0 6'866.0 6'641.0
Cash-Flow 11'728.0 10'329.0 9'945.0 7'335.0
Investments 3'648.0 3'878.0 3'428.0 2'357.0
Research/Development 8'385.0 6'589.0 5'705.0 5'093.0
Shareholder funds 53'307.0 46'814.0 41'743.0 33'293.0
Balance sheet total 78'183.0 74'414.0 69'195.0 58'076.0
During the
first nine months of fiscal 2008 (January to September) the
Roche Group generated
sales (including Pandemic Tamiflu) of CHF 33,305
million (2007:
33,947 million).
Takeover
from: Barimec Investment AG
4000 Basel/BS
Type: Take over of assets and liabilities
Registered
on: 24-06-2008
Contract
date: 05-05-2008
Balance Sheet
per: 31-12-2007
Takeover
per: 30-06-2008
Assets: 74.902.500
Liabilities: 25.109.556
Takeover
from: Roche Center for Medical
Genomics, Ltd 4000 Basel/BS
Type: Take over of
assets and liabilities
Registered
on: 12-05-2003
Assets: 116.070
Liabilities: 3.300
Takeover
from: Roche Holding AG
4000 Basel/BS
Type: Contribution in kind
Registered
on: 01-06-1989
Balance Sheet
per: 01-01-1989
Assets: 1.766.305.376
Liabilities: 1.277.348.454
Charge on
capital: 149.998.000
Banker(-s)
UBS Ltd, 8000
Zuerich
Auditors
KPMG Klynveld Peat Marwick Goerdeler SA, Basel
Real estate
property: The company owns numerous properties.
The group owns
numerous properties worldwide. The consolidated
acquisition
value and the net book value of the land and buildings
amount to (in
CHF, as at 31.12.):
Acquisition value Net book value
----------------- --------------
2007 11.299.000.000.-- 8.127.000.000.--
2006 10.545.000.000.-- 7.515.000.000.--
2005 10.190.000.000.-- 7.094.000.000.--
2004 8.540.000.000.-- 6.115.000.000.--
2003 8.278.000.000.-- 5.921.000.000.--
Fiscal
taxation: No information is
available due to the local tax authority regulation.
COMPANY AND PERSON RELATIONS
COMPANY CONNECTIONS:
Direct Parent
com.: Roche Holding AG, 4058 Basel/BS,
Switzerland/CH.
The shares of
Roche Holding AG are listed and traded on the SWX Swiss Exchange. In addition, the
non-voting equity securities (Genussscheine) are traded in London (Seaq) and
New York (ADR).
Based on information supplied to Roche on 31.12.2007
by a shareholder group with pooled voting rights, comprising Ms Vera
Michalski-Hoffmann, Ms Maja Hoffmann, Mr Andre Hoffmann, Dr Andreas Oeri, Ms
Sabine Duschmale-Oeri, Ms Catherine Oeri, Ms Beatrice Oeri and Ms Maja Oeri,
that group holds 80,020,000 shares as in the preceeding year, which represents
50.0125% of the issued shares. This figure does not include any shares without
pooled voting rights that are held outside the group by individual members of
the group.
Roche consists of the two divisions Pharmaceuticals
and Diagnostics and is one of the leading and most reseach-intensive
pharmaceutical groups worldwide. As part of the group's efforts to focus its
activities, following the spin-off of the Flavourings and Aromatics division –
which has since been trading independently as Givaudan - the Vitamins and Fine
Chemicals division has also been sold. The buyer is the Dutch DSM Group.
Investments: In
the group are approximately 164 companies, of
which 16 are in
Switzerland and 148 abroad.
Direct Investments:
BEC AG,
Gipf-Oberfrick/AG.
BOARD OF DIRECTORS
Dr. Franz B.
Humer, from Kuessnacht SZ, in
Zollikon/ZH/Switzerland,
President,
collective signature.
Dr. Severin A.
Schwan, from Austria, in
Riehen/BS/Switzerland,
Managing
Director, collective signature.
Dr. Erich
Hunziker, from Moosleerau, in
Zuerich/ZH/Switzerland,
Member,
collective signature.
Dr. Gottlieb
Andrea Keller, from Doerflingen, in
Zuerich/ZH/Switzerland,
Member,
collective signature.
Urs Lauffer,
from Uster, Zuerich, in
Zuerich/ZH/Switzerland,
Member.
MANAGEMENT
Roland Berra,
from Champery, in
Basel/BS/Switzerland,
Director,
collective signature.
William Burns,
from United Kingdom, in
Binningen/BL/Switzerland,
Director,
collective signature.
Dr. Gerd
Grenner, from Germany, in
Binningen/BL/Switzerland,
Director, collective
signature.
Dr. Guido
Magni, from Italy, in
Basel/BS/Switzerland,
Director,
collective signature.
Dr. Bruno
Maier, from Basel, in
Riehen/BS/Switzerland,
Director,
collective signature.
Dr. Erwin
Schneider, from Giebenach, in
Rheinfelden/AG/Switzerland,
Director,
collective signature.
Dr. Jan van
Koeveringe, from Netherlands, in
Therwil/BL/Switzerland,
Director,
collective signature.
Bernd Wolf,
from Germany, in Queidersbach/Germany,
Director,
collective signature.
Udo Baeckert,
from Riehen, in
Dornach/SO/Switzerland,
Asst.
Director, collective signature.
Dr. Rudolf
Cumin, from Basel, in
Reinach/BL/Switzerland,
Asst.
Director, collective signature.
Dr. Andreas
Greuter, from Zuerich, in
Pfeffingen/BL/Switzerland,
Asst.
Director, collective signature.
Kurt Kopp,
from Basel, in
Rodersdorf/SO/Switzerland,
Asst.
Director, collective signature.
Dr. Roger
Loeffel, from Worben, in
Rheinfelden/AG/Switzerland,
Asst.
Director, collective signature.
Dr. Eric
Notegen, from Tschlin, in
Therwil/BL/Switzerland,
Asst.
Director, collective signature.
Dr. Jacky
Schwob, from France, in St.
Louis/France,
Asst.
Director, collective signature.
PERSONNEL INFORMATION:
The top-level
members of the management enjoy a good reputation in
business affairs.
All the executives are profiled personalities in the
Swiss chemical
industry sector and are conducive to a competent business
conduct.
FURTHER MANDATES
Dr. Franz
Humer:
- Musem
Tinguely AG, Basel
- Freunde von
Phelophepa-Stiftung, Basel
- Roche Finanz
AG, Basel
- Roche
Holding AG, Basel
- Opernhaus
Zuerich AG, Zuerich
etc.
COMMENTS
The Roche
Holding AG (parent company) wants to absorb the US-affiliated company with 100
% and made an offer to the shareholders over more than US$ 43.7 billion in
total. The transaction should taken place with liquid funds.
FOREIGN EXCHANGE RATES
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Currency |
Unit
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Indian Rupees |
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US Dollar |
1 |
Rs.49.77 |
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UK Pound |
1 |
Rs.79.78 |
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Euro |
1 |
Rs.63.36 |
RATING EXPLANATIONS
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
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71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
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56-70 |
A |
Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect.
Satisfactory capability for payment of interest and principal sums |
Fairly Large |
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41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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26-40 |
B |
Unfavourable & favourable
factors carry similar weight in credit consideration. Capability to overcome
financial difficulties seems comparatively below average. |
Small |
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11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
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<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
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NR |
In view of the lack of information, we have no basis upon which to
recommend credit dealings |
No Rating |
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This score serves as a reference to assess SC’s credit risk
and to set the amount of credit to be extended. It is calculated from a composite
of weighted scores obtained from each of the major sections of this report. The
assessed factors and their relative weights (as indicated through %) are as
follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend
(10%) Operational
size (10%)