The Justice Department has decided to approve Bayer’s acquisition of Monsanto after DOJ and the two companies reached an “agreement in principle,” according to the Wall Street Journal.
The DOJ decision, which has not been announced publicly, came “after the companies pledged to sell off additional assets to secure government antitrust approval, according to people familiar with the matter,” the Journal said in an article Monday.
Neither the companies nor the Justice Department would discuss the latest development. Bayer, which is based in Germany, and Monsanto announced the planned merger, whose value is estimated between $62.5 billion and $66 billion, in September 2016.
St. Louis-based Monsanto and DOJ had no comment today. In an email, Bayer said, “As we’ve said from the beginning, this opportunity is about combining highly complementary businesses and bringing new innovative solutions to our customers. We remain confident in our ability to obtain all necessary regulatory approvals and look forward to continuing to work diligently with regulators to support that process. We anticipate closing in second quarter 2018.”
If approved, the union would be the last of three major deals in the seed/ag chemical business over the last year: Dow and DuPont have merged, and ChemChina has acquired Syngenta.
The reported DOJ decision follows an announcement last month by the European Commission that it had granted “conditional approval” of the deal.
“Bayer has committed to divest almost all of its global seeds and trait business, including its research & development organization,” the EC said. “Divesting such a standalone business helps ensure that it would be viable and competitive in the hands of a purchaser. The divestment also includes Bayer activities that do not compete with Monsanto in Europe but are important globally, namely soybeans and wheat.”
In October, Bayer agreed to sell its global glufosinate-ammonium non-selective herbicide business, commercialized under the Liberty, Basta and Finale brands, as well as its seed businesses for key row crops in select markets, to BASF for about $7 billion.
Bayer also committed to the EC that it would license its global digital agriculture products and products in its pipeline to another company. “This would ensure that the race to become a leading supplier in Europe in this field remains open,” the EC said.
Last month, the EC said it was reviewing whether “BASF indeed meets all the purchaser requirements and whether the terms of the sale are in line with Bayer's commitments. The EC has said it plans to make a decision by April 16.
The Journal report prompted swift reaction from groups opposed to the deal. The Organization for Competitive Markets said that “today’s news makes it clear that our anti-monopoly laws are completely worthless and the U.S. Department of Justice merger review process is pointless …. The fact that DOJ has now allowed one company to control 77 percent of all seed corn, 69 percent of all seed traits and 58-97 percent of the markets in cotton, soybeans, and canola means DOJ has just authorized a monopoly.”
OCM and other farm groups released a poll a month ago that found 82.8 percent of nearly 1,000 farmers who responded were “very concerned” about the Bayer-Monsanto deal and 83.9 percent were very concerned that it “will negatively impact independent farmers and farming communities.”
Wenonah Hauter, executive director of Food & Water Watch, said that the Justice Department’s “paltry divestment approach does little to address the extreme control the merged firm will have over farmers’ data, genetics, biotechnology traits or the associated agrichemical industry. Farmers are facing another year of protracted low prices for their crops, but this merger will make the economic viability of farmers even more tenuous.”
Monsanto’s stock price rose Monday from $118 to $125 per share, on the strength of the Journal report. Bayer’s offer is equal to $128 per share.
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