Shareholder Structure

Fresenius Medical Care’s subscribed capital amounted to about €302.2 M as at December 31, 2010. There were approximately 298.28 M ordinary shares and about 3.96 M preference shares outstanding.

At the beginning of 2011, we again had our shareholder structure analyzed. We were able to identify the owners of a total of around 296.7 M shares, representing again a very high proportion of 98.2% of all 302.2 M outstanding shares (cut-off date December 31, 2010). With regard to the 195.6 M shares in a free float, we were able to allocate 97.2% (previous year: 98.0%) of shares to individual investors. The share of total stock held by Fresenius SE & Co. KGaA (previously Fresenius SE) dropped from 35.6% to 35.3% the previous year. The absolute number of Company shares owned by Fresenius SE & Co. KGaA on the cut-off date remained unchanged at 106,603,026 shares.

Number of identified shares


 
 
 
Number of shares
in %
in % of
free float
1Formerly Fresenius SE.
Number of shares, December 31, 2010 302,236,169 100.0
of which ordinary shares 298,279,001 98.7
of which preference shares 3,957,168 1.3
Identified shares including Fresenius SE & Co. KGaA1 296,741,429 98.2
Unidentified shares 5,494,740 1.9 2.8
Fresenius SE & Co. KGaA1 106,603,026 35.3
Free float 195,633,143 64.7

IDENTIFIED SHARES BASED ON FREEFLOAT

190,138,403 97.2

Overall, we identified 793 institutional investors (previous year: 836). The top 20 institutional investors in our Company held about 41% of identified shares on free float basis (previous year: 37%). Three of them are based in Germany, nine are in Great Britain, five in the United States, two in France and one investor ist located in Norway. At the time of the survey, retail investors accounted for 12.4% of identified shares, while owners of ADR held 2.2% of shares. The proportion of institutional investors in the total identified share capital on the basis of the free float was about 84%.

In terms of geographical distribution, 35.3% of shares were held by institutions in North America (including Canada). A total of 51.1% of identified shares, were located in Europe, excluding Germany. The majority of these (33.5% of shares) were found in Great Britain. Around 10.1% of our Company’s shares are held in Germany.

The survey carried out at the beginning of 2011 reveals a shareholder structure that is well-balanced in our opinion, both from a geographical point of view and in terms of private and institutional investors. For 2011 and 2012, we see the regional focus of our investor relations activities in North America and Europe as well as in selected countries in Asia and the Middle East.

GEOGRAPHICAL DISTRIBUTION OF IDENTIFIED SHARES


         
         
 
2011
2010
 
Number of shares
in %
Number of shares
in %
North America (incl. Canada) 58,564,166 35.3 56,460,127 36.0
Germany 16,694,460 10.1 19,155,193 11.6
Great Britain 55,552,514 33.5 50,043,733 30.3
France 10,525,656 6.3 9,738,403 5.9
Norway 4,149,440 2.5 3,804,976 2.3
Rest of Europe 14,659,394 8.8 16,505,299 10.0
Rest of the World 5,813,879 3.5 6,441,687 3.9

Shares attributable to regions

165,959,509 100 165,149,418 100
Retail investors 24,178,894 23,970,477

Total identified shares based on free float

190,138,403 189,119,895

In July 2008, Fresenius SE & Co. KGaA issued an offering of €554 M in mandatory exchangeable bonds, which are exchangeable into ordinary shares of Fresenius Medical Care upon redemption. The bonds issued have a maturity of three years and are callable on August 14, 2011. Upon maturity, Fresenius SE & Co. KGaA as issuer must deliver a maximum of 16.8 M or a minimum of 14.24 M Fresenius Medical Care ordinary shares to the bond holders, representing approximately 5.6% or 4.7% of Fresenius Medical Care’s total subscribed capital. As a result, Fresenius SE & Co. KGaA’s share in Fresenius Medical Care will drop by at least 4.7% at the maturity date.

In 2010 we received six voting rights announcements pursuant to Section 21 (1) of the German Securities Trading Act. In its latest accouncements from September 14, 2010, BlackRock Inc. informed us that it had exceeded the reporting threshold of 3%, holding 3.58% of Fresenius Medical Care ordinary shares via its subsidiaries. On June 2, 2010, Thornburg Investment Management informed us that it also had exceeded the reporting threshold of 3%, holding 3.76% of Fresenius Medical Care ordinary shares. All voting rights announcements can be found on the Investor Relations section of our web site at www.fmc-ag.com.

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