CFIUS Completes Review of Proposed Merger of Bayer and Monsanto
01 December 2017 - 5:01PM
Business Wire
Bayer and Monsanto (NYSE: MON) today announced that the
Committee on Foreign Investment in the United States (“CFIUS”) has
completed its review of the proposed merger, and has concluded that
there are no unresolved national security concerns with respect to
the transaction.
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The acquisition is subject to customary closing conditions,
including receipt of required regulatory approvals. Bayer and
Monsanto will continue to cooperate with the authorities in order
to complete the transaction in early 2018.
Bayer: Science For A Better Life
Bayer is a global enterprise with core competencies in the Life
Science fields of health care and agriculture. Its products and
services are designed to benefit people and improve their quality
of life. At the same time, the Group aims to create value through
innovation, growth and high earning power. Bayer is committed to
the principles of sustainable development and to its social and
ethical responsibilities as a corporate citizen. In fiscal 2016,
the Group employed around 99,600 people and had sales of
EUR 34.9 billion. Capital expenditures amounted to EUR 2.2
billion, R&D expenses to EUR 4.4 billion. For more
information, go to www.bayer.com.
About Monsanto Company
Monsanto is committed to bringing a broad range of solutions to
help nourish our growing world. We produce seeds for fruits,
vegetables and key crops – such as corn, soybeans, and cotton –
that help farmers have better harvests while using water and other
important resources more efficiently. We work to find sustainable
solutions for soil health, help farmers use data to improve farming
practices and conserve natural resources, and provide crop
protection products to minimize damage from pests and disease.
Through programs and partnerships, we collaborate with farmers,
researchers, nonprofit organizations, universities and others to
help tackle some of the world’s biggest challenges. To learn more
about Monsanto, our commitments and our more than 20,000 dedicated
employees, please visit monsanto.com. Follow our business on
Twitter® at twitter.com/MonsantoCo.
Note:Further information about the
proposed transaction is available on the internet at:
www.advancingtogether.com
Cautionary Statements Regarding Forward-Looking
Information
Certain statements contained in this communication may
constitute “forward-looking statements.” Actual results could
differ materially from those projected or forecast in the
forward-looking statements. The factors that could cause actual
results to differ materially include the following: uncertainties
as to the timing of the transaction; the possibility that the
parties may be unable to achieve expected synergies and operating
efficiencies in the merger within the expected time-frames or at
all and to successfully integrate Monsanto’s operations into those
of Bayer; such integration may be more difficult, time-consuming or
costly than expected; revenues following the transaction may be
lower than expected; operating costs, customer loss and business
disruption (including, without limitation, difficulties in
maintaining relationships with employees, customers, clients or
suppliers) may be greater than expected following the announcement
of the transaction; the retention of certain key employees at
Monsanto; risks associated with the disruption of management’s
attention from ongoing business operations due to the transaction;
the conditions to the completion of the transaction may not be
satisfied, or the regulatory approvals required for the transaction
may not be obtained on the terms expected or on the anticipated
schedule; the parties’ ability to meet expectations regarding the
timing, completion and accounting and tax treatments of the merger;
the impact of the refinancing of the loans taken out for the
transaction, the impact of indebtedness incurred by Bayer in
connection with the transaction and the potential impact on the
rating of indebtedness of Bayer; the effects of the business
combination of Bayer and Monsanto, including the combined company’s
future financial condition, operating results, strategy and plans;
other factors detailed in Monsanto’s Annual Report on Form 10-K
filed with the SEC for the fiscal year ended August 31, 2017 and
Monsanto’s other filings with the SEC, which are available at
www.sec.gov and on Monsanto’s website at www.monsanto.com; and
other factors discussed in Bayer’s public reports which are
available on the Bayer website at www.bayer.com. Bayer and Monsanto
assume no obligation to update the information in this
communication, except as otherwise required by law. Readers are
cautioned not to place undue reliance on these forward-looking
statements that speak only as of the date.
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BayerDr. Rolf Ackermann, +49 214
30-41782rolf.ackermann@bayer.comorMonsantoChristi Dixon,
+1-314-694-1092christi.m.dixon@monsanto.com
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