Monsanto Sees Bayer’s Proposal as Financially Inadequate

Monsanto Company has recently announced that its board of directors unanimously views Bayer AG’s revised proposal as financially inadequate and insufficient to ensure deal certainty.

Monsanto says the company remains open to continued and constructive conversations with Bayer and other parties to assess whether a transaction that the board believes is in the best interest of Monsanto shareowners can be realized. There is no assurance that any transaction will be entered into or consummated, nor is there any guarantee regarding terms.

Bayer reacted by saying that it is disappointed in Monsanto’s decision to reject its increased all-cash offer of USD125 per share, which represents a 40% premium over Monsanto’s closing share price on May 9, 2016.

The revised all-cash offer is a compelling opportunity and represents immediate and certain value for Monsanto shareholders amid recent weak business performance and Monsanto’s reduced mid-term outlook.

Bayer reaffirmed that its offer would not be subject to a financing condition. In addition, Bayer has offered a USD1.5bn reverse antitrust break fee, reaffirming its confidence in a successful closing.

Bayer looks forward to continued dialogue with Monsanto under an appropriate confidentiality agreement permitting access to additional information.