Monsanto Company Announces Agreement to Acquire De Ruiter Seeds, a Leading Global...

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Mon Mar 31, 2008 11:23am EDT

Monsanto Company Announces Agreement to Acquire De Ruiter Seeds, a Leading
Global Vegetable Seed Company
Acquisition expected to expand Monsanto's vegetable seed portfolio in the
fast-growing protected-culture segment, enable it to accelerate the delivery
of value-added products to growers and consumers

ST. LOUIS, March 31 /PRNewswire-FirstCall/ -- Monsanto Company (NYSE: MON)
announced today that it signed a definitive agreement to acquire De Ruiter
Seeds Group B.V., a Dutch-holding company that owns and operates De Ruiter
Seeds, for euro 546 million, or greater than $800 million depending on
currency exchange rates, less net debt. Once completed, the acquisition is
expected to build on the strength of Monsanto's vegetable seed business as
well as enhance the company's growth in the protected-culture segment, the
fastest-growing space within the vegetable seeds industry.
    "De Ruiter Seeds is a leading provider of high-quality products to growers
within the protected-culture vegetable seed market," said Terry Crews, chief
financial officer of Monsanto and chief executive officer of Seminis, a
vegetable seeds division of Monsanto. "When combined with the operational
improvements we've made in our Seminis business and the growth opportunity of
our marker-assisted breeding platform, this acquisition represents an
opportunity to not only transform, but further grow our vegetable seed
business in a high-value, fast-growing segment of the market."
    "We are pleased to have entered into this agreement with Monsanto who is a
global leader in agriculture technology," said Biense Visser chief executive
officer of De Ruiter Seeds. "De Ruiter's investment in high-quality seeds, our
leadership in the protected-culture market, and our dedicated professionals
will be a valuable addition to Monsanto's business and a new platform for its
advanced breeding technology and value-added products. We look forward to
working with Monsanto to deliver novel value-added vegetable seed products to
growers and consumers around the world."
    De Ruiter acquisition set to offer synergistic benefits to Monsanto's
vegetable seed platform
    "De Ruiter Seeds mission of product leadership fits well with our seeds
and traits growth strategy and, upon completion, this acquisition is expected
to transform Monsanto's vegetable seed platform into a $1 billion revenue
business by 2012," said Crews.
    Monsanto and De Ruiter Seeds believe the acquisition will create a number
of synergistic benefits between the companies. Monsanto's established and
growing research in marker-assisted breeding is expected to offer an immediate
jump-start for De Ruiter Seeds breeders. The combination of De Ruiter Seeds'
rich pool of genetics and their operating experience within the protected-
culture segment is expected to further enhance Monsanto's service of the
vegetable seed market. Together, these synergistic benefits are expected to
enable both companies to offer better products to growers and do so faster
than either company could have done on its own.
    De Ruiter Seeds to serve as protected culture business for Monsanto's
vegetable seeds portfolio
    Upon completion of the transaction, Monsanto's vegetable seed business
will serve its customers through three dedicated platforms including:
protected-culture, open field and regional vegetable seed businesses. The De
Ruiter Seeds business will serve the protected-culture vegetable seed market,
Seminis will serve the open-field vegetable seed market, and the International
Seed Group, Inc. (ISG) will serve customers of regional seed businesses.
    The three-prong approach is expected to enable Monsanto's vegetable seed
businesses to focus on serving the needs of growers and their retail
distribution customers across these segments. To support these segments, each
business will benefit from Monsanto's R&D engine, advanced breeding
techniques, global germplasm network and information technology platforms.
Upon completion of the acquisition, Monsanto will work to incorporate the
back-office support functions at De Ruiter including finance and IT as quickly
as possible.
    Biense Visser, the president and chief executive officer of De Ruiter
Seeds, will continue to lead De Ruiter Seeds business. The De Ruiter Seeds
business will report into Kerry Preete who currently leads Monsanto's
vegetable seed businesses.
    De Ruiter Seeds serves as leader in fast-growing protected culture segment
    De Ruiter Seeds is one of the world's leading vegetable seed breeding
companies. The Netherlands-based company had global sales of approximately
euro 108 million in 2007. The company works with crops such as tomatoes,
cucumbers, melons, peppers and rootstock (used for tomato culture purposes);
and focuses on breeding novel varieties for the protected-culture segment,
commonly known as greenhouse or plastic house agriculture.
    De Ruiter Seeds currently holds the number one global sales position for
tomato and rootstock within the protected-culture segment, as well as a top-
five position for cucumbers and peppers in this segment. De Ruiter Seeds also
holds a top-five position for melons within the vegetable seed market.
    The protected-culture segment is the fastest-growing space within the
vegetable seed industry today, with an estimated compound annual sales growth
rate of approximately 8 percent to 10 percent over the next five years.
Industry estimates suggest that the segment realized more than $600 million in
sales worldwide in 2007. The protected-culture segment is growing as consumers
in North America and Europe demand greater quantities of fresh produce year
round, and this pattern is expected to continue as consumers throughout Asia
increase their demand for fresh vegetables and implement dietary improvements.
    Financial Implications of the Acquisition
    Monsanto intends to finance the acquisition with cash. The acquisition is
expected to be accretive to Monsanto's earnings per share (EPS), cash flow and
revenue growth by the second-full fiscal year following closure of the
acquisition.
    The proposed acquisition requires review and approval by the appropriate
regulatory authorities, including several European-based regulatory
authorities. Because of these required regulatory approvals, no timeframe has
been announced for the closing of this transaction.
    Additional Details
    In conjunction with today's announcement, Monsanto posted a related
presentation to the Investor section of the company's web site at
www.monsanto.com/investors. This presentation outlines additional information
on the De Ruiter Seeds business and Monsanto's research in vegetable seeds.
    About Monsanto Company
    Monsanto Company is a leading global provider of technology-based
solutions and agricultural products that improve farm productivity and food
quality.  For more information, please visit the company's web site at
www.monsanto.com .
    About De Ruiter Seeds
    De Ruiter Seeds breeds, produces and sells hybrid vegetable seeds for top
vegetable products such as tomato, cucumber, aubergine, pepper, melon and
rootstock. De Ruiter Seeds is one of the top breeding companies in the world.
For more information, please visit the company's web site at
www.deruiterseeds.com .
    Cautionary Statements Regarding Forward-Looking Information:
    Certain statements contained in this release are "forward-looking
statements," such as statements concerning the company's anticipated financial
results, current and future product performance, regulatory approvals,
business and financial plans and other non-historical facts. These statements
are based on current expectations and currently available information.
However, since these statements are based on factors that involve risks and
uncertainties, the company's actual performance and results may differ
materially from those described or implied by such forward-looking statements.
Factors that could cause or contribute to such differences include, among
others: continued competition in seeds, traits and agricultural chemicals; the
company's exposure to various contingencies, including those related to
intellectual property protection, regulatory compliance and the speed with
which approvals are received, and public acceptance of biotechnology products;
the success of the company's research and development activities; the outcomes
of major lawsuits; developments related to foreign currencies and economies;
successful operation of recent acquisitions; fluctuations in commodity prices;
compliance with regulations affecting our manufacturing; the accuracy of the
company's estimates related to distribution inventory levels; the company's
ability to fund its short-term financing needs and to obtain payment for the
products that it sells; the effect of weather conditions, natural disasters
and accidents on the agriculture business or the company's facilities; and
other risks and factors detailed in the company's most recent report on Forms
10-Q and 10-K. Undue reliance should not be placed on these forward-looking
statements, which are current only as of the date of this release. The company
disclaims any current intention or obligation to update any forward-looking
statements or any of the factors that may affect actual results.
    Notes to editors: Seminis is a trademark of Monsanto Company and its
wholly owned subsidiaries. De Ruiter Seeds is a trademark of De Ruiter Seeds.
SOURCE  Monsanto Company

Media, Marleen van Balkom of De Ruiter Seeds, +31 0 10 5292 674, Lee Quarles
of Monsanto, +1-314-694-2330, or Mica Veihman of Monsanto-Seminis,
+1-314-694-2992; Analysts, Scarlett Lee Foster of Monsanto, +1-314-694-8148
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