Bayer-Monsanto Deal Seen as Imminent

24.08.2016 -

Bayer and Monsanto have made considerable progress toward a deal of some kind, with an announcement likely within two weeks, sources have told the news agency Bloomberg. In recent meetings between Bayer CEO Werner Baumann and Monsanto chief Hugh Grant, Bloomberg said progress had been made on issues such as purchase price and termination fee.

Bayer’s latest offer of $125/share, or around $65 billion, was rejected by the US company in July, and analysts now think a settlement might be reached at a price of $130-135 per share. The German company has promised to pay Monsanto $1.5 billion if the deal fails to win approval.

If the merger goes ahead as planned, it could potentially create the world’s largest producer of seeds and pesticides, leapfrogging the agriculture company that would result from the Dow-DuPont combination.

Last week, the news agency Reuters reported that Bayer had been granted limited access to Monsanto’s books after rejecting an improved takeover offer of $125/share, or around $65 billion, in July. Reuters said the parties had not yet signed a non-disclosure agreement allow Bayer to conduct due diligence, but was giving the German rival a “limited drip” of information.

Any agreement between Bayer and Monsanto would come alongside two other high-stakes deals in the agrochemicals sector, including ChemChina’s $43 billion takeover of Switzerland’s Syngenta – which was recently given the green light by the US Committee on Foreign Investment, CIFUS – and Dow Chemical’s merger with DuPont.

US observers said the CIFUS approval for the ChemChina takeover of Syngenta has lent a sense of urgency to Bayer’s pursuit of Monsanto as all three proposed transactions will receive intense regulatory scrutiny, and there is a desire not to be the last one seeking clearance when the market shares have all been divided.

The European Commission, which has a reputation for being more restrictive than the US Federal Trade Commission (FTC), is expected to spend months investigating the proposed Dow-DuPont transaction and has still not approved the ChemChina buy of Syngenta.

In Europe, environmental and consumer group are calling for the the EU competition authority to block the Bayer-Monsanto deal outright. Members of the European Parliament have started online petitions claiming the transaction “would dominate the seed market in Europe and limit choice in an already concentrated industry.”

Across the Atlantic, opposition has also formed. Consumer group SumOfUs argues that Bayer and Monsanto already account for 70 %f US acreage for cotton. A merger of the two would enhance the existing dominance of the US company in herbicides and genetic traits for seeds while also eliminating direct competition between the merger partners, curbing research and development and inflating prices.

Charles Grassley, a Republican senator from the US farm state of Iowa, has expressed serious concern that the mergers between giants could cripple competition in the US market. In a letter to the Department of Justice and the Federal Trade Commission, he said the transactions would have an enhanced adverse impact on competition in the industry and raise barriers to entry for smaller companies.