Germany: Bayer sells parts of seed business to BASF for 5.9 billion euros

As part of the planned takeover of Monsanto, Bayer, a German seed company, has signed an agreement to sell certain Crop-Sience-businesses to BASF for 5.9 billion euros. The shops that are to be sold made about 1.3 billion euros together in 2016. "We are taking into account the potential concerns of the regulating authorities to make a successful completion of the Monsanto transaction possible," explains Werner Baumann, CEO of Bayer. "We are also glad that we have found a serious buyer in BASF, who continue to think about the needs of farmers and offer our employees good prospects for the future." The transaction has to be approved by regulatory authorities and will come into force when the takeover of Monsanto has been successfully completed.

Amongst the businesses that are to be sold are the worldwide Glufosinat-Ammonium-business of Bayer and the associated LibertyLink™-Technology on herbicide tolerance as well as the entire business with seeds of field crops including relevant research and development. Amongst those are the worldwide business in cotton seed (excluding India and South Africa), the rapeseed business in North America and Europa as well as the business for soybean seeds. The transaction includes the corresponding intellectual property, locations as well as the takeover of over 1,800 employees, especially in the USA, Germany, Brasil, Canada and Belgium. As part of the agreement, BASF has committed itself to use similar conditions to the existing working conditions for at least three years after the transaction.

"We want to thank our employees, who have contributed to the success of this business in the past years," says Baumann. "We are also aware that certain overlaps in the product range with Monsanto must be discussed." On top of that, Bayer works closely together with the relevant authorities in order to be able to complete the planned Monsanto-takeover in early 2018.

"With this development, we take the opportunity to acquire the most attractive lines of business in important field crops and markets. We are excited about further developing these innovative and profitable lines of business and welcoming the experienced and dediated team of the division for crop protection, seeds and traits at BASF. This section fits perfectly into the BASF group," according to Dr. Kurt Bock, CEO of BASF.

"I am very glad that Bayer has chosen to sell to BASF, who, just like our company, greatly value social partnership and highly prioritise the employees. That is why I am glad that BASF has committed to offer our colleagues similar working condtions," says Oliver Zühlke, Chairman of the Central Works Council at Bayer.

Until the businesses are sold, Bayer will remain acting as the owner of the business. After completion of the planned takeover of Monstanto, Bayer will remain in charge of the current activities, products and offers of Monsanto.

The purchase price of 5.9 billion euros does not include the worth of the working capital and is still subject to common adjustments such as the value of the stocks that are to be transferred to BASF. Bayer will use the net proceeds of the sale to partially finance the planned takeover of Monsanto. Bayer will publish an update about the overall expected synergy of the Monsanto-takeover before completion of the transaction.

BofA Merrill Lynch and Credit Suisse are Bayer's advisory banks. The legal advice is carried out by Sullivan & Cromwell, Dentons, Cohen & Grigsby and Redeker, Sellner & Dahs.

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