Commission file number: 0-18892
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For March 2005
MAYNE GROUP LIMITED
(Translation of Registrant’s Name into English)
Mayne Group House
21/390 St Kilda Road
Melbourne, Victoria 3004
Australia
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-Fx Form 40-F¨
(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¨ Nox.
(If “Yes is marked indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .)
Media Releases /ASX Announcements
| Exhibit | 1 – Mayne expands UK Aseptic Manufacturing Services |
| Exhibit | 2 - On-market Buy-Back |
| Exhibit | 3 - Final share Buy-Back Notice |
ASX & Media Release
25 February 2005
MAYNE EXPANDS UK ASEPTIC MANUFACTURING SERVICES
WITH INTRA-TECH ACQUISITION
Mayne Group Limited (ASX:MAY) announced today that its Mayne Pharma business unit will establish a leading position in the commercial supply of aseptic manufacturing services (AMS) in the UK through the acquisition of Intra-tech Healthcare Limited. Intra-Tech is a manufacturer and distributor of aseptically prepared pre-filled syringes and infusion bags. Staffed with 94 personnel and based in London, Intra-Tech manufacture (compound) primarily chemotherapy and total parenteral nutrition products for supply to the UK National Health Service.
An aseptic manufacturing service enables hospital pharmacies to outsource the preparation of individual patient doses of medicines from licensed pharmaceutical products. This activity was historically performed inside the hospital pharmacy. Outsourcing this compounding activity is particularly attractive in the areas of chemotherapy and total parenteral nutrition where dosing is highly patient specific and hospitals benefit from reduced pharmacy workload, greater patient safety and in the case of chemotherapy medicines, greater pharmacist safety.
Mayne’s Group Managing Director and Chief Executive Officer, Mr Stuart James said, “This acquisition is entirely consistent with our vertical integration strategy for commodity generic products and is highly complementary to our existing sales of cancer medicines in the UK.”
“In addition to participating in National Health Service (NHS) tenders for our traditional vial products, we will be able to provide a valuable service to hospitals across the country that see the efficiency and risk mitigation benefits that AMS can provide,” Mr James said.
“With the addition of Intra-Tech’s high quality facilities and experienced staff, Mayne Pharma will be well positioned as a cytotoxic vial manufacturer with a leading compounding business in the UK and will benefit from the resultant vertical integration synergies,” he said.
Over the past four years, Mayne Pharma has grown a successful AMS business in the UK using third party compounders. Mayne intends to integrate Intra-Tech with its existing AMS operation, which will result in manufacturing economies of scale benefits and improved customer service particularly in the greater London area.
The UK commercial AMS industry segment is growing by an estimated 14% per annum in volume terms and approximately 40-50% of chemotherapy
treatments are expected to be manufactured by commercial operators by 2008 from a present level of about 20%.
Under the terms of the deal, Mayne Pharma will acquire all of the outstanding shares of Intra-Tech for approximately £18 million.
In Mayne’s 2006 fiscal year, incremental sales arising from the Intra-tech deal are expected to be £11 million resulting in a return on invested capital for this investment in excess of Mayne’s weighted average cost of capital.
Mayne Group Limited is listed on the Australian Stock Exchange and has businesses in international specialty pharmaceuticals (the manufacture of injectable and oral pharmaceuticals for distribution to more than 50 countries), diagnostic services (pathology, diagnostic imaging and medical centres), pharmacy, and health-related consumer products.
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Appendix 3C
Announcement of buy-back
Rule 3.8A
Appendix 3C
Announcement of buy-back
(except minimum holding buy-back)
Information and documents given to ASX become ASX’s property and may be made public.
Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001.
Name of entity | ABN | |
MAYNE GROUP LIMITED | 004 073 410 |
We (the entity) give ASX the following information.
Information about buy-back
| 1 | Type of buy-back | On-market buy-back | ||
| 2 | +Class of shares which is the subject of the buy-back(eg, ordinary/preference) | Ordinary | ||
| 3 | Voting rights(eg, one for one) | One for one | ||
| 4 | Fully paid/partly paid(and if partly paid, details of how much has been paid and how much is outstanding) | Fully paid | ||
| 5 | Number of shares in the+class on issue | 640,370,355 | ||
| 6 | Whether shareholder approval is required for buy-back | No | ||
| 7 | Reason for buy-back | To assist with ongoing efficient capital management | ||
| + | See chapter 19 for defined terms. |
30/9/2001 | Appendix 3C Page 1 |
Appendix 3C
Announcement of buy-back |
| 8 | Any other information material to a shareholder’s decision whether to accept the offer(eg, details of any proposed takeover bid) | N/A | ||
| On-market buy-back | ||||
| 9 | Name of broker who will act on the company��s behalf | UBS Warburg | ||
| 10 | Deleted 30/9/2001. | |||
| 11 | If the company intends to buy back a maximum number of shares - that number | 63,760,540 ordinary shares, which will be adjusted down as required by law if Mayne buys back further shares after the date of this notice. | ||
| Note: This requires a figure to be included, not a percentage. | ||||
| 12 | If the company intends to buy back shares within a period of time - that period of time; if the company intends that the buy-back be of unlimited duration - that intention | 23 March 2005 to 22 March 2006 inclusive | ||
| 13 | If the company intends to buy back shares if conditions are met - those conditions | N/A | ||
| Employee share scheme buy-back | ||||
| 14 | Number of shares proposed to be bought back | |||
| 15 | Price to be offered for shares | |||
| + | See chapter 19 for defined terms. |
Appendix 3C Page 2 | 30/9/2001 |
Appendix 3C
Announcement of buy-back |
| Selective buy-back | ||||
| 16 | Name of person or description of class of person whose shares are proposed to be bought back | |||
| 17 | Number of shares proposed to be bought back | |||
| 18 | Price to be offered for shares | |||
| Equal access scheme | ||||
| 19 | Percentage of shares proposed to be bought back | |||
| 20 | Total number of shares proposed to be bought back if all offers are accepted | |||
| 21 | Price to be offered for shares | |||
| 22 | +Record date for participation in offer | |||
| Cross reference: Appendix 7A, clause 9. | ||||
Compliance statement
| 1. | The company is in compliance with all Corporations Act requirements relevant to this buy-back. |
| 2. | There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form. |
Sign here: | Date: 8 March 2004 | |||
| (Director/Company secretary) | ||||
Print name: | Karen Ping-Huay Kee | |||
| + | See chapter 19 for defined terms. |
30/9/2001 | Appendix 3C Page 3 |
Appendix 3F
Final share buy-back notice
Rule 3.8A
Appendix 3F
Final share buy-back notice
(except minimum holding buy-back)
Introduced 1/9/99. Origin: Appendices 7D and 7E. Amended 30/9/2001.
Information and documents given to ASX become ASX’s property and may be made public.
Name of entity | ABN | |
| Mayne Group Limited | 56 004 073 410 |
We (the entity) give ASX the following information.
Description of buy-back
1 | Type of buy-back | On-market | ||||
| Details of all shares bought back | ||||||
2 | Number of shares bought back | 7,574,782 | ||||
3 | Total consideration paid or payable for the shares | $29,870,364 | ||||
4 | If buy-back is an on-market buy-back - highest and lowest price paid | highest price: date: | $ 4.29 03/03/05 | |||
| lowest price: date: | $3.08 11/05/04 | |||||
| + | See chapter 19 for defined terms. |
30/9/2001 | Appendix 3F Page 1 |
Appendix 3F Final share buy-back notice |
Compliance statement
| 1. | The company is in compliance with all Corporations Act requirements relevant to this buy-back. |
| 2. | There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form. |
Sign here: | Date: 23/03/05 | |||
| (Director/Company secretary) | ||||
Print name: | Karen Ping-Huay Kee | |||
| + | See chapter 19 for defined terms. |
Appendix 3F Page 2 | 30/9/2001 |
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.
MAYNE GROUP LIMITED | ||||
| By: | /s/ Timothy Paine | |||
Name: | Timothy Paine | |||
Title: | Company Secretary | |||
Date: 12 April 2005
