Skip to main content
  • Acquisition of the remaining 45% stake in mAbxience establishes a wholly owned, vertically integrated biopharma business covering the full value chain from research through commercialization
  • Full ownership enhances control over future investments, manufacturing capacity, and decision-making; strengthening Fresenius' competitive position in the fast-growing biosimilars market of more than €180 billion by 2035
  • Transaction supports the #FutureFresenius strategy by increasing exposure to a scalable, high-growth biopharma platform, and enabling full participation in future value creation
  • The acquisition is expected to be immediately accretive to Group core earnings per share from completion 
     

Fresenius SE & Co. KGaA (XETR: FRE; OTCM: FSNUY) today announced that it has acquired the remaining 45% of mAbxience Holding S.L. (mAbxience) from Insud Pharma S.L. and Invim Corporativo, S.L. for a total consideration of up to €750 million including a contingent payment of €50 million upon site-approvals. The transaction was signed and completed on 30 September 2026 with no regulatory approvals required. 

Fresenius acquired a 55% majority stake in mAbxience in August 2022 and has controlled and consolidated the business since then. Full ownership completes that structure: the biosimilars platform is now wholly owned within Fresenius Kabi’s Biopharma business, which covers the full value chain from research through to commercialization.

The acquisition builds on a successful partnership that has already delivered important development, manufacturing, technology-transfer, and regulatory milestones. Taking full ownership gives Fresenius the entire economic benefit of the platform and greater strategic flexibility to invest in manufacturing capacity, select future biosimilar opportunities, and pursue licensing partnerships at a time when a large wave of biologics is losing exclusivity. This fast-growing market is expected to grow approximately six times by 2035 to more than €180 billion. Bringing the organizations together under full ownership creates a stronger platform to enhance quality, supply resilience, and operational freedom, while supporting future innovation, and broader patient access to high-quality biosimilars. The transaction is consistent with the capital allocation priorities set out under #FutureFresenius. 

Michael Sen, Chief Executive Officer of Fresenius, said: “Completing the acquisition of mAbxience marks the next milestone in building a leading, vertically integrated biopharma business at scale. When we first invested in mAbxience four years ago, the market opportunity was promising but still evolving. Our initial majority stake gave us access to a highly competitive platform while managing risk. Since then, the market has developed strongly, mAbxience has delivered, and Fresenius now has the financial strength to take this next step. Full ownership gives us complete control over cost, capacity and launch timing, and full economic benefit, as the next wave of biologics loses exclusivity. For patients, that means dependable access to high-quality biosimilars; for shareholders, it is a disciplined investment in a business we know well.” 

Jurgen Van Broeck, Chief Executive Officer of mAbxience, said: “mAbxience was founded to serve patients, while proving that world-class biologics could be developed and manufactured at a cost the world could afford. Since 2022, our partnership with Fresenius has demonstrated the strength of combining our people, expertise, and capabilities. I would also like to recognize and thank Insud Pharma for its support and commitment over the past decade. The success of mAbxience today is built on the vision, dedication and hard work of many people who have contributed to this journey from the very beginning. Full ownership is the natural next step and creates an even stronger platform for innovation, growth, and long-term impact for patients, customers, and partners. As we begin this next chapter together, we will continue to build on the entrepreneurial spirit, scientific expertise, and commitment to patients that have driven mAbxience’s success.” 

mAbxience is a leading global biopharmaceutical company that operates three multi-product state-of-the-art drug substance facilities in Spain and Latin America and employs over 1,300 people. mAbxience develops and manufactures biosimilar monoclonal antibodies and provides contract development and manufacturing services to partners. In 2025 mAbxience generated more than €320 million in revenue and contributed earnings before interest, taxes, depreciation, and amortization (EBITDA) margin that was accretive to the overall Fresenius Kabi margin. Its portfolio comprises four products on the market and eight candidates in development. Together with Fresenius Kabi’s development, regulatory, and commercial capabilities it covers the full value chain from laboratory to patient.  

Jurgen Van Broeck, Chief Executive Officer of mAbxience, will continue to lead the business, reporting to Dr. Sang-Jin Pak, President Biopharma at Fresenius.

Full ownership positions the platform for further scale, including pipeline expansion opportunities, within Fresenius’ unchanged financial framework.  
 

Financial Considerations 

  • Consideration: Up to €750 million in cash, including a contingent payment of €50 million upon site-approvals.
  • Funding: Available liquidity and operating cash flow. No new financing was required.
  • Balance sheet: The consideration settles the put option liability over the 45% non-controlling interest recognized in the Group’s consolidated balance sheet. Following the transaction, net debt to EBITDA is expected to increase by approximately 20 basis points, while leverage for the full year is expected to be towards the lower end of the self-imposed target corridor of 2.5x to 3.0x.
  • Accounting: Under International Financial Reporting Standards, the acquisition of a non-controlling interest is an equity transaction; no goodwill arises. A 45% non-controlling interest has been presented to date: The transaction is expected to be immediately accretive to Group core earnings per share.
  • Returns: The investment is expected to further improve the return on invested capital (ROIC) already above Fresenius’ cost of capital after the integration, in line with the Group’s capital allocation criteria.
  • Credit ratings: Fresenius is rated BBB (outlook positive) by S&P, Baa3 (outlook stable) by Moody’s and BBB- (outlook positive) by Fitch. A strong balance sheet and continued deleveraging remain priorities. 

Guidance: No change to full-year 2026 guidance or to the 2030 Biopharma ambition of approximately doubling revenue compared with 2025 at an EBIT margin of around 20%.

Notes to Editors
The 31 March 2022 announcement of Fresenius Kabi’s acquisition of a 55% majority stake in mAbxience is available here, and the 1 August 2022 completion announcement here. The Biopharma ‘Meet the Management’ presentation of 15 December 2025 is available here. 

About mAbxience

mAbxience is a Spanish-based company specializing in the development, production and commercialization of biopharmaceuticals. mAbxience is a wholly owned company of Fresenius SE & Co. KGaA and part of Fresenius Kabi's Biopharma business.

With over fifteen years of expertise, mAbxience's mission is clear: to provide accessible, affordable medicines across the globe, aiming to enhance quality of life by ensuring universal access to high-caliber medicines. With four approved products and a robust pipeline in development, mAbxience has established a B2B presence in over 100 markets. Alongside this, the company has formed a network with more than 40 partners and built a dedicated team of over 1,300 professionals. Its three multiproduct facilities, located in Europe and South America, have obtained GMP approval from esteemed regulatory bodies, including the FDA, EMA and others. Furthermore, as a global biopharmaceutical expert, mAbxience specializes in Contract Development and Manufacturing Organization (CDMO) services, utilizing advanced technology and innovative platforms to deliver integrated manufacturing solutions.

For more information, visit www.mabxience.com or connect with mAbxience on LinkedIn.
 

About Fresenius

Fresenius (XETR: FRE; OTCM: FSNUY) is a global, therapy-focused healthcare company dedicated to saving and improving human lives around the world. Through Fresenius Kabi and Fresenius Helios, the company delivers system-critical, innovative and affordable healthcare across the full continuum of care: Fresenius Kabi is a leading provider of lifesaving medicines, medical nutrition, and medical technologies for critically and chronically ill patients, reaching around 450 million people each year. Fresenius Helios is Europe’s largest private hospital operator, treating around 27 million patients annually.

With more than 178,000 employees and operating in more than 60 countries, Fresenius generated €22.6 billion in revenue in 2025.  

For more information, visit www.fresenius.com and follow Fresenius on LinkedIn.  
 

Cautionary Statement on Forward-Looking Statements

This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

Fresenius SE & Co. KGaA
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852
Chairman of the Supervisory Board: Wolfgang Kirsch

General Partner: Fresenius Management SE
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673
Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu  
Chairman of the Supervisory Board: Wolfgang Kirsch

On September 15, 2026, the base wage rate, or rate of change, was announced. It reflects the development of health insurance revenues, based on contributions, and is the key parameter for determining the annual increase in hospital reimbursement in Germany for 2027, the so-called DRG inflator.

Download the full Market Briefing for details on the calculation, implications for the sector, and upcoming milestones in hospital funding.

On September 15, 2026, the base wage rate, or rate of change, was announced. It reflects the development of health insurance revenues, based on contributions, and is the key parameter for determining the annual increase in hospital reimbursement in Germany for 2027, the so-called DRG inflator.

Download the full Market Briefing for details on the calculation, implications for the sector, and upcoming milestones in hospital funding.

Effective January 1, 2027, Fresenius will integrate the hospital services it provides internally for Helios into Helios Kliniken GmbH. About 1,700 of the more than 4,000 employees of Fresenius Health Services (FHS) will transfer to Helios together with their service companies.   

Going forward, FHS will focus entirely on external clients, who already account for around two thirds of FHS’s revenue.   

As a result of this step, Helios will benefit from an even closer collaboration in the hospitals' technical infrastructure going forward. FHS, in turn, will be able to focus entirely on its external business and continue to develop in that area.  

Effective January 1, 2027, Fresenius will integrate the hospital services it provides internally for Helios into Helios Kliniken GmbH. About 1,700 of the more than 4,000 employees of Fresenius Health Services (FHS) will transfer to Helios together with their service companies.   

Going forward, FHS will focus entirely on external clients, who already account for around two thirds of FHS’s revenue.   

As a result of this step, Helios will benefit from an even closer collaboration in the hospitals' technical infrastructure going forward. FHS, in turn, will be able to focus entirely on its external business and continue to develop in that area.

The information and documents contained on the following pages of this website are for information purposes only. These materials do neither constitute an offer nor an invitation to subscribe to or to purchase securities, nor any investment advice or service, and are not meant to serve as a basis for any kind of obligation, contractual or otherwise. The securities described on the following pages have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States of America (the "United States") absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of such securities in the United States or anywhere else and, if offered, any such securities will be offered and sold only (i) outside of the United States in "offshore transactions" in accordance with Regulation S of the Securities Act and (ii) in the United States to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act) in transactions exempt from the registration requirements of the Securities Act.

THE FOLLOWING INFORMATION AND DOCUMENTS ARE NOT DIRECTED AT AND ARE NOT INTENDED FOR USE BY (I) PERSONS WHO ARE RESIDENTS OF OR LOCATED IN THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR SOUTH AFRICA, OR (II) PERSONS IN ANY OTHER JURISDICTION WHERE THE COMMUNICATION OR RECEIPT OF SUCH INFORMATION IS RESTRICTED IN SUCH A WAY THAT PROVIDES THAT SUCH PERSONS SHALL NOT RECEIVE IT. SUCH PERSONS, OR PERSONS ACTING FOR THE BENEFIT OF ANY SUCH PERSONS, ARE NOT PERMITTED TO VISIT THE FOLLOWING PAGES OF THE WEBSITE.

To visit the following parts of this website you must confirm that
(i) you are not a resident of or located in the United States, Canada, Australia, Japan or South Africa,
(ii) you are not a person to whom the communication of the information contained on the website is restricted,
(iii) you will not distribute any of the information and documents contained thereon to any such person, and
(iv) you are not acting for the benefit of any such person.
By clicking on the "Accept" button below, you will be deemed to have made this confirmation.


  • Fresenius has entered into an agreement to sell approximately 7.8 million shares in Fresenius Medical Care, equivalent to approximately 2.9 per cent of Fresenius Medical Care's issued share capital
  • With the transaction Fresenius continues its disciplined, value-oriented reduction of its financial investment
  • Increased strategic and financial flexibility to invest in Fresenius’ growth platforms; net proceeds will be used consistently with the stated capital allocation priorities 

 

Bad Homburg, Germany, August 20, 2026 - Fresenius SE & Co. KGaA (XETR: FRE; OTCM: FSNUY) today announced taking another consistent step in its #FutureFresenius transformation by further reducing its financial investment in Fresenius Medical Care. Through the sale of 7.8 million shares worth approximately €300 million to selected institutional investors, Fresenius further strengthens its balance sheet and increases its strategic flexibility. The shares sold represent approximately 2.9 per cent of Fresenius Medical Care’s issued share capital.

“With this step, we reduce our financial investment in Fresenius Medical Care and create additional flexibility to redeploy capital into our growth platforms. That is what #FutureFresenius was built for, and it is the foundation Rejuvenate builds on - a more focused Fresenius, with a stronger balance sheet and the ability to act on the opportunities in front of us”, says Michael Sen, CEO of Fresenius.

The net proceeds will reduce Group net debt and be available for future investment.

Since the deconsolidation of Fresenius Medical Care in 2023, Fresenius has managed its holding as a financial investment. In 2025, the company sold a significant amount of its stake in Fresenius Medical Care, marking a major milestone in the #FutureFresenius transformation story. Since then Fresenius has continued to actively manage its stake through the pro rata share sale alongside Fresenius Medical Care’s share buyback programs.

The transaction announced today represents a further step in this transformation and underscores Fresenius’ commitment to disciplined capital allocation, long-term profitable growth, and sustainable value creation. Fresenius will continue to assess and manage its remaining holding over time subject to market conditions, capital allocation priorities, applicable lock-up arrangements and in line with #FutureFresenius.
 

Further Information 

Transaction Details

  • Fresenius remains subject to a lock-up on its remaining shares of up to 45 days
  • The anticipated book gain in the low to mid double-digit million euro range will be reflected in Fresenius Group’s Q3 2026 results, classified as special item.

Fresenius Medical Care stake: Key Events

At the time of the deconsolidation in 2023, Fresenius held 32.2 per cent of Fresenius Medical Care’s share capital. In March 2025, Fresenius raised gross proceeds of approximately €1.1 billion through a combined offering of shares in an accelerated bookbuilding and bonds exchangeable into Fresenius Medical Care shares maturing in 2028. Fresenius retained approximately 28.6 per cent following this first sell-down. In August 2025, Fresenius Medical Care initiated a series of share buyback programs alongside which Fresenius sold shares on a pro rata basis, to approximately maintain its stake. In August 2026, Fresenius placed additional 7.8 million shares with institutional investors. Following this transaction, Fresenius holds approximately 25.0 per cent1 and remains the largest shareholder.

1 Prior to any future exchange of bonds into Fresenius Medical Care shares and prior to any share cancellation under the current Fresenius Medical Care share buyback program

About Fresenius
Fresenius SE & Co. KGaA (XETR: FRE; OTCM: FSNUY) is a global healthcare company headquartered in Bad Homburg vor der Höhe, Germany. In the full-year 2025, Fresenius generated €22.6 billion (excluding special items) in annual revenue. Fresenius employs more than 178,000 people. The Fresenius Group comprises the operating companies Fresenius Kabi and Fresenius Helios as well as an investment in the separately listed Fresenius Medical Care AG. With around 140 hospitals, 330 outpatient facilities and 300 occupational risk prevention centres, Fresenius Helios is the leading private hospital operator in Germany and Spain, treating around 27 million patients every year. Fresenius Kabi’s product portfolio touches the lives of 450 million patients annually and includes a range of highly complex biopharmaceuticals, clinical nutrition, medical technology, and intravenous generic drugs and fluids. Fresenius was established in 1912 by the Frankfurt pharmacist Dr. Eduard Fresenius. After his death, Else Kröner took over management of the company in 1952. She laid the foundations for a global enterprise that today pursues the goal of improving people’s health. The largest shareholder is the non-profit Else Kröner Fresenius Foundation, which is dedicated to advancing medical research and supporting humanitarian projects.

For more information, visit fresenius.com and follow Fresenius Investor Relations on LinkedIn.

About Fresenius Medical Care
Fresenius Medical Care AG is an independent, separately listed company (XETR: FME; NYSE: FMS), in which Fresenius SE & Co. KGaA holds a financial investment of approximately 25%; Fresenius Medical Care's results are not consolidated in the Fresenius Group's revenue and earnings.
 

Correspondence Address
Fresenius SE & Co. KGaA
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852
Chairman of the Supervisory Board: Wolfgang Kirsch

General Partner: Fresenius Management SE
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673
Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu
Chairman of the Supervisory Board: Wolfgang Kirsch

Securities Information
Fresenius SE & Co. KGaA is listed on the Frankfurt Stock Exchange and is a member of the DAX 40 index. The shares are traded on Xetra, the electronic trading venue of Deutsche Börse, under the ticker FRE.
ISIN: DE000FRE5EN2 ● German Securities Code: FRE5EN

American Depository Receipts
Fresenius SE & Co. KGaA maintains a sponsored Level I American Depositary Receipt programme, traded over the counter in the United States on the OTC Markets platform under the ticker FSNUY, at a ratio of four American Depositary Receipts to one ordinary share. Depositary bank: J.P. Morgan Chase Bank N.A.
ISIN: US35804M1053 ● CUSIP: 35804M105

Contacts
For Media contacts, click here, and to contact Investor Relations, click here. 
 

Forward-Looking Statements
This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

 

IMPORTANT NOTICE
This announcement is not a prospectus and does not contain or constitute an offer of securities for sale in or into any jurisdiction, including the United States, Canada, Australia, Japan, South Africa or any jurisdiction in which offers or sales of the securities would be prohibited by applicable law. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.

This announcement is not an offer to sell, or solicitation of an offer to buy, any securities in the United States. The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of the securities described herein in the United States or anywhere else.

In member states of the European Economic Area ("EEA") and the United Kingdom, this announcement is directed exclusively at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 ("Prospectus Regulation") or the Public Offers and Admissions to Trading Regulations 2024 ("POATRs") ("Qualified Investors").

In addition, in the UK, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities falling within Article 49(2) of the Order, and (iii) persons at or to whom it can otherwise lawfully be distributed or directed (all such persons together being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness.

This announcement may include statements that are, or may be deemed to be, "forward‐looking statements". These forward‐looking statements may be identified by the use of forward‐looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward‐looking statements may and often do differ materially from actual results. Any forward‐looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to its business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward‐looking statements speak only as of the date they are made.

The Company and its affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change.

This announcement is not a prospectus and does not contain or constitute an offer of securities for sale in or into any jurisdiction, including the United States, Canada, Australia, Japan, South Africa or any jurisdiction in which offers or sales of the securities would be prohibited by applicable law. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.

This announcement is not an offer to sell, or solicitation of an offer to buy, any securities in the United States. The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of the securities described herein in the United States or anywhere else.

In member states of the European Economic Area ("EEA") and the United Kingdom, this announcement is directed exclusively at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 ("Prospectus Regulation") or the Public Offers and Admissions to Trading Regulations 2024 ("POATRs") ("Qualified Investors").

In addition, in the UK, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities falling within Article 49(2) of the Order, and (iii) persons at or to whom it can otherwise lawfully be distributed or directed (all such persons together being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. 

This announcement may include statements that are, or may be deemed to be, "forward‐looking statements". These forward‐looking statements may be identified by the use of forward‐looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward‐looking statements may and often do differ materially from actual results. Any forward‐looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to its business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward‐looking statements speak only as of the date they are made.

The Company and its affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change.


  • Fresenius has entered into an agreement to sell approximately 7.8 million shares in Fresenius Medical Care, equivalent to approximately 2.9 per cent of Fresenius Medical Care's issued share capital
  • With the transaction Fresenius continues its disciplined, value-oriented reduction of its financial investment
  • Increased strategic and financial flexibility to invest in Fresenius’ growth platforms; net proceeds will be used consistently with the stated capital allocation priorities 

 

Fresenius is taking another consistent step in its #FutureFresenius transformation by further reducing its financial investment in Fresenius Medical Care. Through the sale of 7.8 million shares worth approximately €300 million to selected institutional investors, Fresenius further strengthens its balance sheet and increases its strategic flexibility. The shares sold represent approximately 2.9 per cent of Fresenius Medical Care’s issued share capital.

“With this step, we reduce our financial investment in Fresenius Medical Care and create additional flexibility to redeploy capital into our growth platforms. That is what #FutureFresenius was built for, and it is the foundation Rejuvenate builds on — a more focused Fresenius, with a stronger balance sheet and the ability to act on the opportunities in front of us”, says Michael Sen, CEO of Fresenius.

The net proceeds will reduce Group net debt and be available for future investment.

Since the deconsolidation of Fresenius Medical Care in 2023, Fresenius has managed its holding as a financial investment. In 2025, the company sold a significant amount of its stake in Fresenius Medical Care, marking a major milestone in the #FutureFresenius transformation story. Since then Fresenius has continued to actively manage its stake through the pro rata share sale alongside Fresenius Medical Care’s share buyback programs. 

The transaction announced today represents a further step in this transformation and underscores Fresenius’ commitment to disciplined capital allocation, long-term profitable growth, and sustainable value creation. Fresenius will continue to assess and manage its remaining holding over time subject to market conditions, capital allocation priorities, applicable lock-up arrangements and in line with #FutureFresenius.

 

 

# # #

Transaction Details

Fresenius remains subject to a lock-up on its remaining shares of up to 45 days

The anticipated book gain in the low to mid double-digit million euro range will be reflected in Fresenius Group’s Q3 2026 results, classified as special item

 

Fresenius Medical Care stake: Key Events 

At the time of the deconsolidation in 2023, Fresenius held 32.2 per cent of Fresenius Medical Care’s share capital. In March 2025, Fresenius raised gross proceeds of approximately €1.1 billion through a combined offering of shares in an accelerated bookbuilding and bonds exchangeable into Fresenius Medical Care shares maturing in 2028. Fresenius retained approximately 28.6 per cent following this first sell-down. In August 2025, Fresenius Medical Care initiated a series of share buyback programs alongside which Fresenius sold shares on a pro rata basis, to approximately maintain its stake. In August 2026, Fresenius placed additional 7.8 million shares with institutional investors. Following this transaction, Fresenius holds approximately 25.0 per cent[1]  and remains the largest shareholder.

 

IMPORTANT NOTICE

This announcement is not a prospectus and does not contain or constitute an offer of securities for sale in or into any jurisdiction, including the United States, Canada, Australia, Japan, South Africa or any jurisdiction in which offers or sales of the securities would be prohibited by applicable law. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.

This announcement is not an offer to sell, or solicitation of an offer to buy, any securities in the United States. The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of the securities described herein in the United States or anywhere else.

In member states of the European Economic Area ("EEA") and the United Kingdom, this announcement is directed exclusively at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 ("Prospectus Regulation") or the Public Offers and Admissions to Trading Regulations 2024 ("POATRs") ("Qualified Investors").

In addition, in the UK, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities falling within Article 49(2) of the Order, and (iii) persons at or to whom it can otherwise lawfully be distributed or directed (all such persons together being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. 

This announcement may include statements that are, or may be deemed to be, "forward‐looking statements". These forward‐looking statements may be identified by the use of forward‐looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward‐looking statements may and often do differ materially from actual results. Any forward‐looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to its business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward‐looking statements speak only as of the date they are made.

The Company and its affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change.

[1] Prior to any future exchange of bonds into Fresenius Medical Care shares and prior to any share cancellation under the current Fresenius Medical Care share buyback program

This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

 

Fresenius SE & Co. KGaA

Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852

Chairman of the Supervisory Board: Wolfgang Kirsch

 

General Partner: Fresenius Management SE

Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673

Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu

Chairman of the Supervisory Board: Wolfgang Kirsch

 

Securities Information

Fresenius SE & Co. KGaA is listed on the Frankfurt Stock Exchange and is a member of the DAX 40 index. The shares are traded on Xetra, the electronic trading venue of Deutsche Börse, under the ticker FRE.

ISIN: DE000FRE5EN2 ● WKN: FRE5EN

American Depository Receipts

Fresenius SE & Co. KGaA maintains a sponsored Level I American Depositary Receipt program, traded over the counter in the United States on the OTC Markets platform under the ticker FSNUY, at a ratio of four American Depositary Receipts to one ordinary share. Depositary bank: J.P. Morgan Chase Bank N.A.

ISIN: US35804M1053 ● CUSIP: 35804M105

Fitch Ratings, a globally recognized credit rating agency, has revised its credit outlook for Fresenius SE from stable to positive and affirmed the company’s BBB- rating. 

In its report Fitch Ratings highlighted Fresenius’ stronger business profile under #FutureFresenius, pointing to its sharper focus on the core business – Fresenius Helios and Fresenius Kabi - as well as improved credit metrics. Fitch’s assessment underscores the quality and resilience of the company’s business mix which supports sustainable growth even in a volatile operating environment. 

“The positive outlook from Fitch is a strong recognition of the structural progress we have made. #FutureFresenius is delivering tangible results. We have significantly improved our business profile and with that the quality of our earnings and returns. An improved cash flow profile allowed us to significantly reduce leverage and strengthen our balance sheet. At the same time, the step-up in our financial profile gives us greater strategic flexibility to invest in future growth opportunities, improve outcomes for patients and create sustainable long-term value for our shareholders,” says Fresenius CFO Sara Hennicken.

The company demonstrated in its recent Q2 numbers that disciplined strategic execution is consistently translating operational momentum into earnings growth. Fresenius has made this progress while continuing to grow and invest in innovation. 

Fresenius is rated investment grade by the three leading credit rating agencies S&P (BBB/positive), Moody’s (Baa3/stable) and Fitch (BBB-/positive). The company remains committed to its investment grade rating and to its self-imposed target leverage range of 2.5 to 3.0x net debt/EBITDA1, which forms part of its capital allocation framework. 

 

1 At average exchange rates for both net debt and EBITDA; pro forma closed acquisitions/divestitures; before special items; including lease liabilities and Fresenius Medical Care and Vitrea dividend, net debt adjusted for the valuation effect of the exchangeable bond

This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

Fresenius SE & Co. KGaA
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852
Chairman of the Supervisory Board: Wolfgang Kirsch

General Partner: Fresenius Management SE
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673
Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu 
Chairman of the Supervisory Board: Wolfgang Kirsch

Fitch Ratings, a globally recognized credit rating agency, has revised its credit outlook for Fresenius SE from stable to positive and affirmed the company’s BBB- rating.

In its report Fitch Ratings highlighted Fresenius’ stronger business profile under #FutureFresenius, pointing to its sharper focus on the core business – Fresenius Helios and Fresenius Kabi - as well as improved credit metrics. Fitch’s assessment underscores the quality and resilience of the company’s business mix which supports sustainable growth even in a volatile operating environment.

“The positive outlook from Fitch is a strong recognition of the structural progress we have made. #FutureFresenius is delivering tangible results. We have significantly improved our business profile and with that the quality of our earnings and returns. An improved cash flow profile allowed us to significantly reduce leverage and strengthen our balance sheet. At the same time, the step-up in our financial profile gives us greater strategic flexibility to invest in future growth opportunities, improve outcomes for patients and create sustainable long-term value for our shareholders,” says Fresenius CFO Sara Hennicken.

The company demonstrated in its recent Q2 numbers that disciplined strategic execution is consistently translating operational momentum into earnings growth. Fresenius has made this progress while continuing to grow and invest in innovation.  
Fresenius is rated investment grade by the three leading credit rating agencies S&P (BBB/positive), Moody’s (Baa3/stable) and Fitch (BBB-/positive). The company remains committed to its investment grade rating and to its self-imposed target leverage range of 2.5 to 3.0x net debt/EBITDA1, which forms part of its capital allocation framework.

1 At average exchange rates for both net debt and EBITDA; pro forma closed acquisitions/divestitures; before special items; including lease liabilities and Fresenius Medical Care and Vitrea dividend, net debt adjusted for the valuation effect of the exchangeable bond

Fresenius (XFRA: FRE, OTC: FSNUY) is a global, therapy-focused healthcare company dedicated to saving and improving human lives around the world. Through Fresenius Kabi and Fresenius Helios, the company delivers system-critical, innovative and affordable healthcare across the full continuum of care: Fresenius Kabi is a leading provider of lifesaving medicines, clinical nutrition, and medical technologies for critically and chronically ill patients, reaching around 450 million people each year. Fresenius Helios is Europe’s largest private hospital operator, treating around 27 million patients annually.
With more than 178,000 employees and operating in more than 60 countries, Fresenius generated €22.6 billion in revenue in 2025.

For more information, visit fresenius.com/credit-relations and follow Fresenius Investor Relations on LinkedIn.


This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

Fresenius SE & Co. KGaA
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852
Chairman of the Supervisory Board: Wolfgang Kirsch

General Partner: Fresenius Management SE
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673
Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu
Chairman of the Supervisory Board: Wolfgang Kirsch

  • More direct and efficient communication with shareholders
  • Conversion to be handled automatically by custodian banks
  • New ISIN: DE000FRE5EN2; new WKN: FRE5EN
  • First trading day as registered shares: August 13, 2026
     

Fresenius SE & Co. KGaA will convert its ordinary bearer shares into registered shares, implementing a resolution approved at the 2026 Annual General Meeting. Shareholders do not need to take any action, as custodian banks will carry out the conversion automatically. 

Registered shares will enable Fresenius to engage more directly and transparently with its shareholders. As required by law, the company will maintain a share register. The register contains the information required by law for the administration of registered shares and shareholder communication, including the shareholder's name, email address, and number of shares held. 

For shareholders, the rights attached to their shares will remain unchanged. This applies in particular to dividend rights, voting rights, and the right to attend the Annual General Meeting. The custody of shares in shareholders' securities accounts and the payment of dividends through custodian banks will remain unchanged.

The conversion will be carried out on a one-for-one basis. The technical conversion in shareholders' securities accounts will take place after the close of trading on August 12, 2026. From August 13, 2026, Fresenius shares will be traded as registered shares. The new ISIN DE000FRE5EN2 and the new German Securities Identification Number (WKN) FRE5EN will then apply. The stock exchange ticker symbol FRE will remain unchanged. Fresenius registered shares will continue to be listed on the Frankfurt, Düsseldorf and Munich stock exchanges.

Further information on the conversion to registered shares is available to shareholders in the Annual General Meeting section and the FAQ section of the Fresenius website.
 

Fresenius (XFRA: FRE, OTCQX: FSNUY) is a global, therapy-focused healthcare company dedicated to saving and improving human lives around the world. Through Fresenius Kabi and Fresenius Helios, the company delivers system-critical, innovative and affordable healthcare across the full continuum of care: Fresenius Kabi is a leading provider of lifesaving medicines, clinical nutrition, and medical technologies for critically and chronically ill patients, reaching around 450 million people each year. Fresenius Helios is Europe’s largest private hospital operator, treating around 27 million patients annually.

With more than 178,000 employees and operating in more than 60 countries, Fresenius generated €22.6 billion in revenue in 2025.

For more information, visit www.fresenius.com and follow Fresenius Investor Relations on LinkedIn.

This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.

Fresenius SE & Co. KGaA
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852
Chairman of the Supervisory Board: Wolfgang Kirsch

General Partner: Fresenius Management SE
Registered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673
Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu
Chairman of the Supervisory Board: Wolfgang Kirsch
 

Subscribe to Fresenius