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BAYER: SHAREHOLDERS NOT NEEDED TO APPROVE MONSANTO ACQUISITION
St. Louis Business Journal reports:

After more than a month of trying to warm shareholders to the idea that buying Monsanto Co. is good for business, Bayer AG issued its coldest statement to date: We don't need your approval.

German-owned Bayer announced May 19 its bid of $122 a share, which Monsanto later rejected. That hasn't deterred Bayer executives, according to dozens of filings with the SEC that show their efforts to convince wary, and sometimes angry, shareholders.

But according to a June 21 filing with the SEC, Bayer may be changing course with its approach to investors.

"One final point. Let me be very clear on this. A shareholder vote is not required by German law," Bayer executives said in the filing. "The decision on the transaction lies in the exclusive responsibility of the Board of Management and the Supervisory Board. The success of our offer is also dependent on the transaction not being subject to financing or shareholder approval conditions."

Bayer reportedly has secured $63 billion in financing but has not publicly stated if it's presented a second offer to Monsanto. The Creve Coeur, Mo.-based company rejected Bayer's request for more detailed business information on June 10, according to the Wall Street Journal, citing unnamed people close to the matter. The Journal said Bayer wanted more information to justify increasing its bid, but Monsanto said it would only release more details if Bayer boosted its offer.


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