Another Turbulent AGM for Bayer?

24.04.2023 - Bayer has seen its share of turbulent shareholder meetings, and the event on Apr. 28 is likely to continue in that vein, though it would be tough to top 2019. In that year, when anger over lawsuits involving Monsanto’s Roundup herbicide boiled over, 55% voted not to discharge CEO Werner Baumann and the managing board of their responsibilities.

In 2022, Baumann dodged another leadership challenge but persistent pressure from the activist investor side led to an early 2023 board decision to appoint a new CEO, former Roche pharma chief Bill Anderson.

If anyone thought the prospect of a new broom sweeping clean would calm the waters, in view of the noise being made in the run-up to this week’s meeting, they may have had a rethink.

Without even having taken up his new job, Anderson will already be under pressure to split the company into drugs and agrochemicals. An equally worrisome prospect for Bayer could be challenges to board chairman Norbert Winkeljohann, though the latest news reports play them down.

In a paper called Bayer: the seeds of success — A roadmap to long term value creation, major shareholder Bluebell, which has consistently pressed for the company’s breakup, said the decision to replace the CEO is “a welcome start, but  more “bold” changes are needed.

Along with a proposed change in the board’s leadership, Bluebell continues to urge a separation of the two segments, saying these have “no synergies.” A split could yield “significant funds” in the range of €15 billion to €30 billion that could help pay down debt and be reinvested in pharmaceuticals, the investor insists.

Grumbling about the board chair’s multiple supervisory board seats, German mutual fund representatives may turn up the heat on Winkeljohann, but most observers don’t expect them to be a threat, as in contrast to  the activists, their bark is worse than their bite, figuratively speaking.

The internal pressure group Coordination Against Bayer Dangers (CBG), as usual, has a long list of grievances, but it has never had the support to make significant headway. The organization’s main complaint this year is the company’s perceived still inadequate acknowledgement of its “Nazi past” as part of the defunct IG Farben chemical company.

Author: Dede Williams, Freelance Journalist