December 11, 2006 WSJ

Monsanto bid for Delta could run into trouble

Monsanto Co.'s attempt
to buy southern seed giant Delta & Pine Land Co. could be running into trouble as an unusual backlash against the proposed combination is taking root across the U.S. Farm Belt, the Wall Street Journal reported on its Web site on Monday.

Monsanto, the world's leading developer of biotech crops, said in August that it would buy Delta and Pine Land Co., the top U.S. seller of cotton seeds, for $1.5 billion in a deal that would give Monsanto a dominant position in the $40 billion cotton seed market.

The deal would give Monsanto more control over a major crop by a biotechnology company than ever before allowed, a prospect that upsets anti-biotechnology activists, the WSJ reported.

Some biotech-industry leaders are prodding the attorneys general of several states to look into the combination as an antitrust review by the Justice Department extends into its fourth month, the paper said.

Monsanto was not immediately available for comment.


2006/8/15 Monsanto

Monsanto Company To Acquire Delta And Pine Land Company For $1.5 Billion In Cash

Monsanto Company and Delta and Pine Land Company announced today that they have signed a definitive agreement whereby Monsanto will acquire Delta and Pine Land Company for $1.5 billion in cash. The transaction was unanimously approved by the Boards of Directors of both companies and is subject to Delta and Pine Land shareowner approval, antitrust clearance, and customary closing conditions.

"Delta and Pine Land represents an excellent fit for our company as we look to bring value-added traits and high-quality seed to cotton growers around the world," said Hugh Grant, chairman, president and chief executive officer of Monsanto. "Delta and Pine Land has strong cotton genetics, and we believe Monsanto's leadership in providing the best cotton traits can improve on this already strong base."

Tom Jagodinski, president and chief executive officer of Delta and Pine Land, said, "Monsanto is a leading agricultural products company with a strong track record of growing and integrating diversified businesses. Our companies are a natural fit that will provide a complete platform of cutting-edge seed technologies to our global farmer customer base for years to come."

Delta and Pine Land Company is a leader in the cotton seed industry and currently operates the largest and longest running private cotton seed breeding program in the world. The company's extensive plant breeding programs, including its diverse base of international germplasm, has enabled the company to develop and deliver improved cotton varieties for their farmer customers for more than 90 years.

In recent years, Delta and Pine Land Company has worked to expand its breeding efforts through numerous facilities across the United States and around the world in an attempt to better serve its farmer customers. Upon completion of the acquisition, management of both companies believe the proposed combination creates the opportunity to strengthen both the domestic and international cotton seed business by enhancing penetration of second-generation biotech trait offerings and continuing to invest in breeding to give cotton farmers who plant Delta and Pine Land's cotton seed varieties more choices.

Acquisition Details
Under the terms of the agreement, Delta and Pine Land shareowners will receive $42 per share in cash. Monsanto intends to finance the acquisition with a combination of current cash on hand and a debt offering. The acquisition is expected to be accretive to Monsanto's earnings per share (EPS) by the second year following closure of the acquisition, and Delta and Pine Land should be a contributor to operating cash in the first year.

The proposed acquisition requires review and approval by the appropriate regulatory authorities, including the U.S. Department of Justice. Because of the required regulatory approvals, no time frame for the closing of the transaction has been announced. As part of the proposed agreement, Monsanto has committed to divest the U.S. assets of its Stoneville cottonseed business if required to close the transaction.

Delta and Pine Land Company is a commercial breeder, producer and marketer of cotton planting seed. Headquartered in Scott, Mississippi, with offices and facilities in a number of foreign countries, Delta and Pine Land also breeds, produces and markets soybean planting seed.

Monsanto Company is a leading global provider of technology-based solutions and agricultural products that improve farm productivity and food quality. For more information, please visit the company's web site at www.monsanto.com.


2007/5/31 Monsanto

Monsanto Company Reaches Agreement With U.S. Department of Justice on Elements of Consent Decree, Set to Complete Its Acquisition of Delta and Pine Land Company

Monsanto Company announced today that it has reached an agreement with the U.S. Department of Justice (DOJ) that will allow it to complete its proposed acquisition of Delta and Pine Land Company. Under terms of the agreement, which was filed today in Federal Court in Washington, D.C., Monsanto will be required to divest certain assets including its U.S. branded cotton seed business. Monsanto plans to close its acquisition and resulting divestitures as soon as possible following the required approvals from the court and the DOJ.

モンサントは米国第1位の棉種子会社のDelta and Pine Land の買収で合意したが、司法省による独禁法の審査が大幅に遅れ、199912月に買収を断念した。
Delta
社は棉種子市場の最大手であるとともに、ターミネーター技術(種子を死滅させる毒性タンパクを作る遺伝子を組み込み、2回目の発芽の際には種子が死滅する技術)を保有している。

Acquisition expected to facilitate greater innovation in the cotton industry

"We remain focused on closing our acquisition of this leading cotton seed brand as soon as possible and continuing its tradition of delivering innovation to the farm," said Hugh Grant, chairman, president and chief executive officer of Monsanto Company.

"We believe our acquisition of Delta and Pine Land will help us facilitate greater innovation within the cotton industry by accelerating the number of products available to cotton farmers and generating new value for our business," Grant said.

Monsanto believes its acquisition of Delta and Pine Land will accelerate the discovery and delivery of new innovation to cotton farmers and the cotton industry. By combining Monsanto's technology with Delta and Pine Land's germplasm, cotton farmers are expected to realize enhanced benefits through the development of higher-yielding genetics and next generation technologies like water use efficiency, cotton fiber quality improvements and protection against sucking insect pests.

Monsanto announces divestiture agreements, takes steps to support consent decree elements

In line with its agreement with the DOJ, Monsanto announced that:
-- It has entered into a definitive agreement
to sell its Stoneville® cotton seed brand and related business assets, subject to Justice Department approval, to Bayer CropScience for $310 million. As part of this agreement, Monsanto has agreed to sell to Bayer CropScience certain conventional cotton parental lines that Monsanto will acquire from Delta and Pine Land's cotton breeding program. Monsanto will retain a non-exclusive license to these same parental lines. Bayer's FiberMax® brand and the Stoneville brand will continue to be licensed to use Monsanto's cotton trait technologies.
-- It has entered into a definitive agreement to sell its NexGen
cotton seed brand and related business assets, also subject to Justice Department approval, to Americot for $6.8 million. As part of this agreement, Monsanto has agreed to sell to Americot certain conventional cotton parental lines that Delta and Pine Land acquired from Syngenta in 2006. The Americot® and NexGen brands will continue to be licensed to use Monsanto's cotton trait technologies.
-- It will be amending certain cotton licensing agreements so that its other cotton licensees have the same terms that Delta and Pine Land enjoyed with regard to the use of third-party trait technologies.
-- It will provide to Syngenta certain germplasm in Delta and Pine Land's breeding pipeline that contains VIPCot
trait technology. This action is intended to allow Syngenta to continue its development of this technology.