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Fostering simplicity, transparency & flexibility

Reducing complexity is a prerequisite for greater flexibility as well as more efficient and faster decision-making, and the basis for long-lasting economic success.

In less than one year we successfully completed the deconsolidation of Fresenius Medical Care (FMC). The deconsolidation of FMC is a landmark of our #FutureFresenius agenda. The “Gordian knot” is untied with significant advantages for both companies:

  • a sharpened management focus,
  • a more targeted capital allocation towards our growth platforms in Fresenius Kabi and Fresenius Helios,
  • and – at FMC side – a simpler, more entrepreneurial governance structure and freed up management capacity.

Overall, more focused and faster decision-making. With FMC deconsolidated, we can deepen our focus on our Operating Companies: Fresenius Kabi and Fresenius Helios. Both companies are active in highly attractive markets with excellent positions and a runway for value-accretive growth.

A landmark of #FutureFresenius

In less than one year we successfully completed the deconsolidation of Fresenius Medical Care (FMC):

Why?

To unlock our company’s full potential.

What?

We successfully deconsolidated Fresenius Medical Care.

How?

Fresenius Medical Care changed its legal form to an “Aktiengesellschaft (AG)”.

When?

The change in legal form was entered in the commercial register on November 30, 2023.

Why was Fresenius Medical Care deconsolidated?

  • This historic step is more than just rearranging organizational charts - it is about moving away from structures that were holding both companies back from realizing their full potential.
  • For us, the advantages are next to reduced complexity and increased transparency a sharpened management focus and targeted capital allocation towards our growth platforms in Fresenius Kabi and Fresenius Helios.
  • At the same time FMC benefits from significant advantages: A simpler, more entrepreneurial governance – resolving the complexity of the KGaA structure and its bylaws. Hence, a more focused and faster decision-making.

What steps were required?

  • The transformation of FMC into a German stock corporation (Aktiengesellschaft).
  • The change of legal form was subject to shareholder and regulatory approvals: FMC’s EGM was held in July 2023.
  • EGM approved conversion of FMC’s legal form with overwhelming majority: more than 99% of FMC’s shareholders voted in favor for the conversion of the legal form.
  • Michael Sen was elected as Chair of the new FME Supervisory Board.
  • Finally, the new legal form was registered in the German Commercial Register at the end of November 2023.

“The deconsolidation of Fresenius Medical Care is a landmark in the implementation of #FutureFresenius.”

Michael Sen, CEO Fresenius

How is FMC now shown in Fresenius’ financial reports?

  • The investment in FMC is carried forward in accordance with IAS 28 based on the results of FMC and the share of depreciation / amortization of PPA.
  • The subsequent measurement of the investment in the balance sheet using the equity method is essentially increased or decreased by any change in FMC’s equity, e.g. any dividends distributed by FMC reduce the carrying amount of the investment.
  • Consolidated statement of income: 32% of FMC’s net income and the share of depreciation / amortization of PPA are reported as separate line item below EBIT.
  • Consolidated statement of balance sheet: 32% of FMC’s market capitalization is reported in a separate line in the balance sheet and adjusted by any change in FMC’s equity going-forward. The minority interests in FMC are no longer recognized in the balance sheet.
  • Consolidated statement of cash flows: Dividends received from FMC are also reported as a separate line as part of the cash flow statement.

Discover more about our Operating Companies in the next story “Focus”

Contact

Fresenius SE & Co. KGaA
Investor Relations
+49 (0) 6172 608-2485
ir-fre@fresenius.com

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