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Syngenta Discusses Monsanto Takeover Bid on YouTube

24.06.2015 -

Syngenta’s supervisory board chairman Michael Demaré has taken the Swiss agrochemicals giant’s case against a takeover by Monsanto to YouTube. In a more than 12-minute video interview, Demaré outlined the company’s principal objections to a deal while at the same time seeking to debunk suggestions by the US group’s leadership that Syngenta is being obstructive, rather than communicative.

The chairman said Syngenta’s legal representatives had indeed engaged Monsanto’s representatives on three occasions, during which the Swiss company had explained its antitrust concerns and voiced its view that the $45 billion hostile bid “grossly undervalues” the world’s largest producer of chemical crop protectants.

In particular, Demaré said, Syngenta believes Monsanto is taking “a very simplistic approach” to the complexity of the antitrust issues and that the US rival is downplaying the execution risks inherent in such a deal.

If those tendering are paid in shares, for instance, they will be “very dependent” on Monsanto’s share performance and exposed especially to the cost of dismantling existing structures and building new ones,” he added.

In response to the interviewer’s remarks that the price offered by Monsanto represents a “big premium” over the price of Syngenta’s share over the past several months, the board chair said the proposal came at a time when the share was affected by two external events, including the weakness of emerging market currencies and lower commodity prices, adding that “this is a cyclical business.”

Making a pitch for Syngenta’s continued independence, Demaré pointed to the company’s strengths. Since 2011, he said, sales have risen by $4 billion and per-share earnings by almost 20%, despite substantial investment in R&D and tangible capital assets as well as cash returned to shareholders through a share buyback.

The board is quite confident of delivering on management’s forecast of returning a 24-26% EBITDA margin by 2018,” he stressed.

Commenting on why the board doesn’t think Syngenta and Monsanto would be a good combination, Demaré said putting the two companies together would in fact increase critical mass in only two crops, corn and soy, as Monsanto’s seeds business, though larger, is “much narrower.”

Importantly, “a serious proposal to buy Syngenta has to be made at full and fair value,” said Demaré. It also should recognize the inherent combination benefits for shareholders and provide a “high degree of certainty” that the transaction will be closed, including compensation if it fails for antitrust or any other reasons.

Remarking that “Monsanto has endorsed our strategy and clearly demonstrated that it has great value,” he said, “the only thing is they are trying to buy it on the cheap.”