Merger Case M.8084, Acquisition of Monsanto by Bayer

Author (Corporate)
Publication Date 21/03/2018
Content Type

Summary:

The European Commission opened on the 24 August 2017 an in-depth investigation to assess the proposed acquisition of Monsanto by Bayer under the EU Merger Regulation.  The proposed merger was cleared by the Commission on 21 March 2018, subject to conditions.

The Commission showed concerns that the acquisition could reduce competition in areas such as pesticides, seeds and traits. The proposed merger of the two enterprises would create the world's largest integrated pesticides and seeds company. It would combine two competitors with leading portfolios in non-selective herbicides, seeds and traits, and digital agriculture.

The transaction was notified to the Commission on 30 June 2017. On 31 July, Bayer and Monsanto submitted commitments to address some of the Commission's preliminary concerns. However, the Commission considered these commitments insufficient to clearly dismiss its serious doubts as to the transaction's compatibility with the EU Merger Regulation. The Commission therefore did not test them with market participants.

The clearing of the acquisition by the Commission in March 2018 was conditional on the divestiture of an extensive remedy package, which addresses the parties' overlaps in seeds, pesticides and digital agriculture. It would enable a suitable buyer to sustainably replace Bayer's competitive effect in these markets and continue to innovate.

Further information:

Bayer, headquartered in Germany, is a diversified pharmaceuticals, consumer health, agriculture (Bayer Crop Science) and animal health company. This transaction mainly concerns the Bayer Crop Science division. Monsanto, headquartered in the United States (US), is an agriculture company which produces seeds for broad acre crops, fruits and vegetables as well as plant biotechnology traits. It also provides pesticide products, including the glyphosate herbicide under the 'Roundup' brand and other herbicides for agricultural and non-agricultural use. Additionally, Monsanto is involved in research on biological agriculture and provides farmers with digital agriculture services through its 'Climate Corporation' business.

The announcement on the record-breaking $66bn takeover by Bayer was made in September 2016, and it was met with caution by some stakeholders due to potential excessive corporate concentration.

Source Link http://ec.europa.eu/competition/elojade/isef/case_details.cfm?proc_code=2_M_8084
Related Links
Commentary and Analysis
EUObserver, 19.09.17: Bayer-Monsanto merger could reshape EU food sector https://euobserver.com/health/139055
Bloomberg: 23.03.18: Why the EU Approved Bayer-Monsanto https://www.bloomberg.com/view/articles/2018-03-23/bayer-monsanto-analysis-eu-approval-is-about-competition
Deutsche Welle, 21.03.18: EU approves German chemical giant Bayer's takeover of Monsanto http://p.dw.com/p/2ugcb

News
Deutsche Welle, 22.08.17: EU scrutinizes Monsanto takeover by Bayer http://p.dw.com/p/2ieFe
EurActiv, 12.02.18: Vestager: Bayer-Monsanto deal must preserve digital farming https://www.euractiv.com/section/agriculture-food/news/vestager-bayer-monsanto-deal-must-preserve-digital-farming/
Politico, 22-24.08.17: EU launches in-depth probe into Bayer’s purchase of Monsanto http://www.politico.eu/article/eu-launches-in-depth-probe-into-bayers-purchase-of-monsanto/
EurActiv, 21.03.18: European Commission greenlights Bayer-Monsanto merger https://www.euractiv.com/section/agriculture-food/news/european-commission-greenlights-bayer-monsanto-merger/
Reuters, 21.03.18: Bayer wins EU approval for $62.5 billion Monsanto buy https://www.reuters.com/article/idUSKBN1GX14U
Politico, 21.03.18: Vestager approves Bayer’s takeover of Monsanto https://www.politico.eu/article/vestager-approves-bayers-takeover-of-monsanto/

Official
European Commission: Press Release, 21.03.18: Commission clears Bayer's acquisition of Monsanto, subject to conditions http://europa.eu/rapid/press-release_IP-18-2282_en.htm
European Commission: Statement by Commissioner Vestager on Commission decision to give conditional approval to Bayer's plans to buy Monsanto and decision fining producers of capacitors €254 million for participating in a cartel http://europa.eu/rapid/press-release_IP-18-2322_en.htm
European Commission: Press Release, 22.08.17: Commission opens in-depth investigation into proposed acquisition of Monsanto by Bayer http://europa.eu/rapid/press-release_IP-17-2762_en.htm

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