Realizes a shared vision of integrated agricultural offerings, delivering enhanced solutions
for growers and creates a leading innovation engine for the next generation of farming /
USD 128 per share in all-cash transaction, represents 44 percent premium to Monsanto
shareholders and an aggregate value of USD 66 billion / Significant value creation with expected annual synergies of approximately USD 1.5 billion after year three; plus additional
synergies from integrated solutions in future years / Bayer shareholders expected to benefit from accretion to core EPS in the first full year after closing and double-digit percentage accretion in the third full year / Committed to retaining strong presence in the U.S.
with the combined business’ global Seeds & Traits and North American commercial headquarters in St. Louis.
B
ayer and Monsanto announced that
they signed a definitive merger
agreement under which Bayer will
acquire Monsanto for USD 128 per
share in an all-cash transaction. Monsanto’s
Board of Directors, Bayer’s Board of Management and Bayer’s Supervisory Board have
unanimously approved the agreement. Based
on Monsanto’s closing share price on May 9,
2016, the day before Bayer’s first written proposal to Monsanto, the offer represents a premium of 44 percent to that price.
“We are pleased to announce the combination of our two great organizations. This represents a major step forward for our Crop Science business and reinforces Bayer’s leadership position as a global innovation driven Life
Science company with leadership positions in
its core segments, delivering substantial value
to shareholders, our customers, employees
and society at large,” said Werner Baumann,
CEO of Bayer AG.
“Today’s announcement is a testament to everything we’ve achieved and the value that we
have created for our stakeholders at Monsanto. We believe that this combination with
Bayer represents the most compelling value
for our shareowners, with the most certainty
through the all-cash consideration,” said
Hugh Grant, Chairman and Chief Executive
Officer of Monsanto.
Enhanced Solutions for Growers
This transaction brings together two different,
but highly complementary businesses. The
combined business will benefit from Monsanto’s leadership in Seeds & Traits and Climate
Corporation platform along with Bayer’s
broad Crop Protection product line across a
comprehensive range of indications and crops
in all key geographies. As a result, growers
will benefit from a broad set of solutions to
meet their current and future needs, including
enhanced solutions in seeds and traits, digital
agriculture, and crop protection.
The combination also brings together both
companies’ leading innovation capabilities
and R&D technology platforms, with an annual pro-forma R&D budget of approximately
EUR 2.5 billion. Over the mid to long-term,
the combined business will be able to accelerate innovation and provide customers with
enhanced solutions and an optimized product
suite based on analytical agronomic insight
supported by Digital Farming applications.