SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 the month of September, 2004 Serono S.A. ------------------------- (Registrant's Name) 15 bis, Chemin des Mines Case Postale 54 CH-1211 Geneva 20 Switzerland ---------------------------------------- (Address of Principal Executive Offices) 1-15096 ------------------------- (Commission File No.) (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-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" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-______) Serono Media Release FOR IMMEDIATE RELEASE --------------------- SERONO CONCLUDES NEW LICENSE AGREEMENT GENEVA, SWITZERLAND - SEPTEMBER 3, 2004 - Serono (virt-x: SEO and NYSE: SRA) today announced that, in connection with the grant of a license under a non-core technology it is to receive a licence fee, payable in annual instalments over the next three years. The identity of the licensee was not disclosed. The license fee is non-refundable and non-cancellable, received instead of future ongoing royalties and will in accordance with International Financial Reporting Standards be recognized immediately as license income in Serono's third quarter 2004 results of operations. As a result, Serono will record exceptional royalty revenue of USD 67 million in the third quarter. Serono reiterates its guidance for 2004 with an increase in total revenues of at least 12% and an increase in net income of at least 20% in local currencies, reflecting our underlying growth. The exceptional revenue from this license agreement, and its resulting impact on the net income, is considered over and above our guidance for 2004. - Ends - ### Some of the statements in this press release are forward looking. Such statements are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Serono S.A. and affiliates to be materially different from those expected or anticipated in the forward-looking statements. Forward-looking statements are based on Serono's current expectations and assumptions, which may be affected by a number of factors, including those discussed in this press release and more fully described in Serono's Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission on March 25, 2004. These factors include any failure or delay in Serono's ability to develop new products, any failure to receive anticipated regulatory approvals, any problems in commercializing current products as a result of competition or other factors, our ability to obtain reimbursement coverage for our products, and government regulations limiting our ability to sell our products. Serono has no responsibility to update the forward-looking statements contained in this press release to reflect events or circumstances occurring after the date of this press release. ### 1/2 ABOUT SERONO Serono is a global biotechnology leader. The Company has eight biotechnology products, Rebif(R), Gonal-F(R), Luveris(R), Ovidrel(R)/Ovitrelle(R), Serostim(R), Saizen(R) , Zorbtive(TM) and Raptiva(R) (Luveris(R) is not approved in the USA). In addition to being the world leader in reproductive health, Serono has strong market positions in neurology, metabolism and growth and has recently entered the psoriasis area. The Company's research programs are focused on growing these businesses and on establishing new therapeutic areas. Currently, there are approximately 30 ongoing development projects. In 2003, Serono achieved worldwide revenues of US$2,018.6 million, and a net income of US$390.0 million, making it the third largest biotech company in the world. Its products are sold in over 90 countries. Bearer shares of Serono S.A., the holding company, are traded on the virt-x (SEO) and its American Depositary Shares are traded on the New York Stock Exchange (SRA). FOR MORE INFORMATION, PLEASE CONTACT: CORPORATE MEDIA RELATIONS: CORPORATE INVESTOR RELATIONS: Tel: +41 22 739 36 00 Tel: +41 22 739 36 01 Fax: +41 22 739 30 85 Fax: +41 22 739 30 22 http://www.serono.com Reuters: SEO.VX / SRA.N --------------------- Bloomberg: SEO VX / SRA US MEDIA RELATIONS, USA: INVESTOR RELATIONS, USA: Tel: +1 781 681 2486 Tel: +1 781 681 2552 Fax: +1 781 681 2935 Fax: +1 781 681 2912 http://www.seronousa.com ------------------------ 2/2 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. SERONO S.A. a Swiss corporation (Registrant) September 3, 2004 By: /s/ Francois Naef -------------------- Name: Francois Naef Title: Secretary