UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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For the month of November 2004
Commission File Number: 001-31368
SANOFI-AVENTIS
(Translation of registrant's name into English)
174, avenue de France, 75013 Paris, FRANCE
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1): _____
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7): _____
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82-________
On November 4, Sanofi-Aventis (formerly known as Sanofi-Synthelabo) issued
the press release attached hereto as Exhibit 99.1, relating to the terms of its
mandatory offer for the shares of Hoechst Aktiengesellschaft. Exhibit 99.1 is
incorporated herein by reference.
On November 5, 2004, Sanofi-Aventis published the notice attached hereto as
Exhibit 99.2 on its website (www.sanofi-aventis.com), announcing that as at
Thursday, November 4, 2004, 18.00 hours (CET) Sanofi-Aventis's mandatory offer
for the shares in Hoechst Aktiengesellschaft has been accepted for 142,504
shares in Hoechst Aktiengesellschaft, representing 0.03% of the share capital
and the voting rights of Hoechst Aktiengesellschaft. Exhibit 99.2 is
incorporated herein by reference.
On November 5, 2004, Sanofi-Aventis published the notice attached hereto as
Exhibit 99.3 on its website, announcing the determination by Aventis of the cash
compensation to be offered by Aventis in connection with its intended
squeeze-out of the minority shareholders of Hoechst AG. Exhibit 99.3 is
incorporated herein by reference.
EXHIBIT LIST
Exhibit No. Description
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Exhibit 99.1 Press Release, dated November 4, 2004, issued by Sanofi-Aventis
relating to the terms of its mandatory offer for the shares of
Hoechst AG.
Exhibit 99.2 Notice, dated November 4, 2004, announcing number of Hoechst
shares tendered into mandatory offer by Sanofi-Aventis to the
shareholders of Hoechst AG, as of November 4, 2004 at 18:00
hours (CET).
Exhibit 99.3 Notice, dated November 5, 2004, announcing the determination by
Aventis of the cash compensation to be offered by Aventis in
connection with its intended squeeze-out of the minority
shareholders of Hoechst AG.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Dated: November 5, 2004 SANOFI-AVENTIS
By: /s/ Jean-Claude Leroy
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Name: Jean-Claude Leroy
Title: Senior Vice President &
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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Exhibit 99.1 Press Release, dated November 4, 2004, issued by Sanofi-Aventis
relating to the terms of its mandatory offer for the shares of
Hoechst AG.
Exhibit 99.2 Notice, dated November 4, 2004, announcing number of Hoechst
shares tendered into mandatory offer by Sanofi-Aventis to the
shareholders of Hoechst AG, as of November 4, 2004 at 18:00
hours (CET).
Exhibit 99.3 Notice, dated November 5, 2004, announcing the determination by
Aventis of the cash compensation to be offered by Aventis in
connection with its intended squeeze-out of the minority
shareholders of Hoechst AG.