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Management's Statement
of Responsibility
Independent Auditor's
Report
Statements of Income
Balance Sheets
Statements of Cash Flows
Statements of Recognized
Income and Expense
Notes
Key Data by
Segment and Region
General Information
Effects of new
accounting
pronouncements
Basic principles of
the consolidated
financial statements
Critical accounting
policies
Segment reporting
Changes in the
Bayer Group
Notes to the
Statements of Income
Notes to the
Balance Sheets
19. - 21.
22. - 27.
28.
29.
30. - 32.
33. - 34.
35.
Notes to the Statements
of Cash Flows
Other information
 
  Bayer Global
  Investor Relations
  Financial Reports 2005
 
Notes to the Balance Sheets
22. Other financial assets
27 of 34
 

Other financial assets are as follows:

 
Dec. 31, 2004  
Dec. 31, 2005   
  Total of which
current
Total of which
current
EUR million        
Equity investments 69 – 52 –
Loans 484 24 509 25
Available-for-sale financial instruments 203 – 215 –
Held-to-maturity financial instruments 113 26 150 35
Miscellaneous financial assets 1,094 744 717 154
  1,963 794 1,643 214

 
Dec. 31, 2004
Dec. 31, 2005 
EUR million
 
 
Investments in subsidiaries
48
39
Investments in associates
21
13
 
69
52

Subsidiaries and joint ventures that do not have a material impact on assets and earnings either individually or in aggregate are not consolidated. They are reflected at fair value, which generally corresponds to amortized cost. This also applies to immaterial associates.

 
Dec. 31, 2004
Dec. 31, 2005
  Total of which
current
Total of which
current
EUR million        
Loans        
   of which to subsidiaries 0 – 0 –
   of which to other affiliated companies 2 – 1 –
   of which to third parties 482 24 508 25
  484 24 509 25

 
Dec. 31, 2004
Dec. 31, 2005
  Total of which
current
Total of which
current
EUR million        
Available-for-sale financial instruments        
   of which equity instruments 189 – 206 –
   of which debt instruments 14 – 9 –
  203 – 215 –
Held-to-maturity financial instruments 113 26 150 35
  316 26 365 35

Changes in available-for-sale financial instruments were as follows:

 
2004
2005
EUR million    
Gross carrying amounts, Jan. 1 447 412
Exchange differences (6) 10
Changes in scope of consolidation 32 –
Changes in fair value [gains] 18 16
Changes in fair value [losses] (6) (7)
Acquisitions – 2
Other additions 190 103
Retirements (263) (84)
Gross carrying amounts, Dec. 31 412 452
Accumulated write-downs, Jan. 1 218 209
Exchange differences 0 3
Changes in scope of consolidation – –
Write-downs during the year 23 26
Write-backs (10) (1)
Retirements (22) 0
Accumulated write-downs, Dec. 31 209 237
Net carrying amounts, Dec. 31 203 215

The miscellaneous financial assets comprise the following:

 
Dec. 31, 2004
Dec. 31, 2005
  Total of which
current
Total of which
current
EUR million        
Receivables from short-term loans 53 25 74 13
Receivables from commodity futures contracts 59 33 280 87
Receivables from other derivative financial instruments 724 517 242 14
Lease payments receivable 58 20 109 28
Remaining miscellaneous financial assets 200 149 12 12
  1,094 744 717 154

Other financial assets include EUR 36 million (2004: EUR 36 million) pertaining to non-consolidated subsidiaries. The amount pertaining to associates was EUR 3 million (2004: EUR 5 million). No items of other financial assets pertained to other affiliated companies in 2005 or 2004.

Further information on the accounting for receivables from derivative financial instruments is given in Note [33].

Lease agreements in which the other party, as lessee, is to be regarded as the economic owner of the leased assets (finance leases) give rise to accounts receivable in the amount of the discounted future lease payments. These receivables amount to EUR 109 million (2004: EUR 58 million), while the interest portion pertaining to future years amounts to EUR 18 million (2004: EUR 5 million).

The lease payments are due as follows:

  Dec. 31, 2004
Maturing in Lease
payments
Interest
component
Receivables under finance
EUR million      
2005 22 2 20
2006 16 1 15
2007 12 1 11
2008 8 1 7
2009 4 0 4
2010
or later
1 0 1
  63 5 58
 
  Dec. 31, 2005
Maturing in Lease
payments
Interest
component
Receivables under finance
EUR million      
2006 32 4 28
2007 28 3 25
2008 17 3 14
2009 10 2 8
2010 6 2 4
2011
or later
34 4 30
  127 18 109

23. Other receivables
Other receivables, less write-downs of EUR 14 million (2004: EUR 4 million) are comprised as follows:

  Dec. 31, 2004 Dec. 31, 2005
  Total of which
current
Total of which
current
EUR million        
Benefit plan assets in excess of obligations 72 0 37 0
Payroll receivables 39 39 29 29
Deferred charges 159 142 210 193
Royalties receivable 249 249 51 48
Interest receivable on loans 190 190 310 305
Miscellaneous receivables 947 923 983 846
  1,656 1,543 1,620 1,421

Interest receivable on loans consists mainly of interest earned in the fiscal year but not due to be received until after the balance sheet date.

Of the total amount of this item, EUR 5 million (2004: EUR 6 million) was receivable from non-consolidated subsidiaries and EUR 7 million (2004: EUR 5 million) from associates. As in the previous year, there were no such receivables from other affiliated companies.

Total deferred charges include EUR 193 million (2004: EUR 142 million) that is expected to be used up in 2006.

24. Inventories
Of the EUR 5,504 million in inventories carried as of December 31, 2005 (2004: EUR 4,738 million), EUR 814 million (2004: EUR 967 million) represents inventories carried at fair value less costs to sell.

Inventories comprised the following:

 
Dec. 31, 2004
Dec. 31, 2004
EUR million    
Raw materials and supplies 920 902
Work in process, finished goods and goods purchased for resale 3,811 4,595
Advance payments 7 7
  4,738 5,504

The changes in the inventory reserve, which are reflected in the cost of goods sold, were as follows:

 
2004
2005
EUR million    
Balance at beginning of year (304) (311)
Additions charged to income (171) (166)
Exchange differences 10 (16)
Changes in scope of consolidation (1) (3)
Deductions due to utilization 155 156
Balance at end of year (311) (340)


25. Trade accounts receivable
Trade accounts receivable include a reserve of EUR 334 million (2004: EUR 273 million) for amounts unlikely to be recovered.

Trade accounts receivable as of December 31, 2005 include EUR 5,162 million (2004: EUR 4,464 million) maturing within one year and EUR 42 million (2004: EUR 11 million) maturing after one year. Of the total
amount, EUR 10 million (2004: EUR 9 million) was receivable from non-consolidated subsidiaries, EUR 36 million (2004: EUR 40 million) from associates, EUR 1 million (2004: EUR 1 million) from other affiliated companies and EUR 5,157 million (2004: EUR 4,425 million) from other customers.

Changes in write-downs of trade accounts receivable are as follows:

 
2004
2005
EUR million    
Balance at beginning of year (280) (273)
Additions charged to expense (88) (158)
Exchange differences 1 (22)
Changes in scope of consolidation (1) 1
Deductions due to utilization 95 118
Balance at end of year (273) (334)


26. Liquid assets

 
Dec. 31, 2004
Dec. 31, 2005
EUR million    
Marketable securities and other instruments 29 233
Cash and cash equivalents 3,570 3,290
  3,599 3,523
  of which earmarked for antitrust payments   253

Financial instruments with original maturities of up to three months are recognized as cash equivalents in view of their high liquidity. Liquidity totaling EUR 253 million has been deposited in escrow accounts intended solely for making payments relating to antitrust fines and civil law settlements. For further information on legal risks see Note [35].

Marketable securities and other instruments held as of December 31, 2005 and December 31, 2004 were as follows:

  Dec. 31, 2004 Dec. 31, 2005
  Equity
instruments
Debt
instruments
Equity
instruments
Debt
instruments
EUR million        
Acquisition cost amortized to income 2 27 3 230
  Fair-value losses recognized in equity 0 0 0 –
  Fair-value gains recognized in equity 0 0 – –
Balance sheet value 2 27 3 230


27. Changes in stockholders’ equity

The components of stockholders’ equity and their changes during 2005 and 2004 are shown in the following table.

 
EUR million Capital stock of Bayer AG Capital reserves of Bayer AG Other
reserves
Equity
attributable
to Bayer AG stockholders
Equity
attributable
to minority interest
Stockholders’
equity
Dec. 31, 2003 1,870 2,942 6,355 11,167 123 11,290
Capital contributions – – – – –
Other changes – – (335) (335) (12) (347)
Dec. 31, 2004 1,870 2,942 6,020 10,832 111 10,943
Spin-off of LANXESS – – (1,059) (1,059) (19) (1,078)
Capital contributions – – – – – –
Other changes – – 1,304 1,304 (12) 1,292
Dec. 31, 2005 1,870 2,942 6,265 11,077 80 11,157

The capital stock of Bayer AG amounts to EUR 1,870 million, as in the previous year, and is divided into 730,341,920 no-par bearer shares of a single class.

Authorized capital totaling EUR 250 million was approved by the Annual Stockholders’ Meeting on April 26, 2002. It expires on April 26, 2007. The authorized capital can be used to increase the capital stock by issuing new shares against cash contributions. The Board of Management is authorized to exclude subscription rights with respect to EUR 100 million of this authorized capital; however, in this case the issue price of the new shares must not be significantly below the market price. Exclusion of subscription rights for a further EUR 150 million is only possible in specific cases.

Further authorized capital in the amount of EUR 374 million was approved by the Annual Stockholders’ Meeting on April 27, 2001. This authorized capital, which expires on April 27, 2006, can be used to increase the capital stock by issuing new shares against non-cash contributions. Subscription rights for existing stockholders are excluded.

Conditional capital of EUR 187 million existed on December 31, 2005. This capital may only be utilized to the extent necessary to issue the requisite number of shares as and when conversion or subscription rights are exercised by the holders of convertible bonds or of warrants conferring subscription rights, respectively, that may be issued by Bayer AG, or Group companies in which Bayer AG holds a direct or indirect interest of at least 90 percent, through April 29, 2009.
 
Capital reserves include the paid-in surplus from the issuance of shares and subscription rights by Bayer AG.

The categories of other reserves and their changes during 2005 and 2004 are shown in the following table.

   
EUR million        
 
Retained earnings
 
Accumulated other comprehensive income
 
  Revaluation surplus Other retained earnings Net income (loss) Currency
translation
adjustment
Fair-value
remeasure-
ment of securities
Cash-
flow hedges
Other reserves
Dec. 31, 2003 0 9,375 (1,303) (1,699) 13 (31) 6,355
Changes in stockholders’ equity not recognized in net income              
Fair-value remeasurement of securities and cash flow hedges         12 64 76
Changes in accumulated actuarial gains (losses)
on defined benefit obligations for pensions and other post-employment benefits
  (740)         (740)
Exchange differences on translation of operations outside the euro zone       (304)     (304)
Deferred taxes on valuation adjustments offset directly against stockholders’ equity   268     1 (18) 251
Other changes in stockholders’ equity 66           66
Transfer of changes recognized in income         (6) 2 (4)
  66 8,903 (1,303) (2,003) 20 17 5,700
Dividend payments     (365)       (365)
Allocation from retained earnings   (1,668) (1,668)       0
  0 (1,668) (1,303) 0 0 0 (365)
Changes in stockholders’ equity recognized in net income              
Net income 2004     685       685
  0 0 685 0 0 0 685
Dec. 31, 2004 66 7,235 685 (2,003) 20 17 6,020
Spin-off of LANXESS   (1,438)   379     (1,059)
Changes in stockholders’ equity not recognized in net income              
Fair-value remeasurement of securities and cash flow hedges         9 (15) (6)
Changes in accumulated actuarial gains (losses)
on defined benefit obligations for pensions and other post-employment benefits
  (1,207)         (1,207)
Exchange differences on translation of operations outside the euro zone       849     849
Deferred taxes on valuation adjustments offset directly against stockholders’ equity   470     (6) 6 470
Other changes in stockholders’ equity (4) 4         0
Transfer of changes recognized in income         0 3 3
  62 5,064 685 (775) 23 11 5,070
Dividend payments     (402)       (402)
Allocation to retained earnings   283 (283)       0
  0 283 (685) 0 0 0 (402)
Changes in stockholders’ equity recognized in net income              
Net income 2005     1,597       1,597
  0 0 1,597 0 0 0 1,597
Dec. 31, 2005