Germany’s Bayer AG, maker of aspirin, the most widely used medicine in the world, boosted its takeover bid for Monsanto Co. (NYSE:MONC) to about $65 billion, hoping the higher offer would overcome the U.S. seed company’s reluctance to accept a deal.
Bayer’s new $125 per share offer represents a $3 per share bump from an earlier offer that Monsanto rejected. In addition, St. Louis-based Monsanto had said the earlier offer did not address certain financing and regulatory risks.
Other M&A Underway
Despite Monsanto’s rejection of Bayer’s offer, pressure may soon be on the company to do a deal. Pressure could come from shareholders anxious about other mergers in the space already taking place.
In February Syngenta AG agreed to be acquired by ChemChina for $43 billion. That merger still awaits regulatory approval based on national security concerns.
Also, Dow Chemical Co. (NYSE:DOWC) and DuPont Co. (NYSE:DDC) agreed to a $130 billion merger of equals last year. That deal is expected to close in the October/November time frame, according to a DuPont representative.
Meanwhile, Bayer said its new offer came after the company received additional information via private discussions with Monsanto. Bayer had requested access to due-diligence, which Monsanto had refused to give unless Bayer increased its offer.
Thursday Bayer officials said the company had “comprehensively addressed Monsanto’s questions concerning financing and regulatory matters and is prepared to make certain commitments to regulators, if required, to complete the proposed acquisition of Monsanto.”
Bayer also offered a $1.5 billion reverse-breakup fee in the event the deal was blocked for antitrust reasons.
Morningstar analysts said they did not think the fee or the higher offer by Bayer would budge Monsanto. “We estimate Monsanto would be worth $130 per share in Bayer's hands, which includes our annual run-rate cost-synergy target of $1 billion," the analysts said in a note.
Other analysts have put Monsanto’s fair value in the $130 to $140 per share range.
Just ahead of Bayer’s most recent offer, rumors circulated that talks between Monsanto and BASF about combining their respective agrochemicals businesses had restarted. There was even speculation that those rumors sparked Bayer to come back with its new proposal.
Further speculation suggests Monsanto is using talks with BASF as a ploy to get Bayer to up the ante even more.
Where It All Stands
For starters, most analysts say they believe Monsanto’s board of directors will likely reject Bayer’s latest offer as it now stands. Furthermore, they suggest Monsanto could very well pursue other transactions such as the one with BASF.
Bayer, for its part says it is confident it can obtain regulatory approval for the merger. A number of analysts, however, disagree saying they think there is little chance the Bayer-Monsanto deal would be approved.
Mark Connelly, analyst at CLSA Americas told CNBC, "We're on record saying we don't think there's more than a 10 percent chance that these two companies are coming together," said Mark Connelly, an analyst at CLSA Americas. "We're in an environment where Washington has been blocking a lot of deals lately."