CCI approves $66 bn Bayer-Monsanto merger, but with host of riders

Monsanto will have to sell its 26% stake in Mahyco, merged entity will have to maintain non-exclusive distribution channels and a policy of broad-based non-exclusive licensing of GM and non-GM traits

The Competition Commission of India (CCI) has approved the mega merger of Bayer AG with Monsanto, albeit with certain conditions.

CCI's approval of the $66 billion deal, proposed in September 2016, will make the merged entity the world's largest seed and pesticide player. But for that to happen, Monsanto Holdings Pvt Ltd will have to sell its 26 per cent holding in Mahyco Monsanto Biotech India Ltd.

According to a statement from Bayer, CCI has also stipulated that "the merged entity will have to maintain non-exclusive distribution channels and a policy of broad-based non-exclusive licensing of GM and non-GM traits currently commercialised in India or to be introduced by the combined entity in the future, on fair, reasonable and non-discriminatory basis."

"The company will also have to grant non-exclusive, non-transferable, non-sub licensable, royalty bearing licenses on fair, reasonable and non-discriminatory terms to its digital farming products and platforms commercialized in India," stipulated CCI.

The Bayer-Monsanto deal will put the new agro-chemical giant that emerges in the league of top groups. The new entity would control over two-thirds of its sector globally. Other mergers that were cleared include the Dow-Dupont conglomerate and ChemChina's acquisition of Syngenta.

Monsanto is majorly into the business of GM cotton seeds in India, but has stopped making fresh investments in the country, after the government restricted the price of GM seeds and trait fees.

Bayer Crop Science said in a statement that, "the combination brings together two different, but highly complementary businesses. Our combination with Monsanto will create a global leader in agriculture with a broad portfolio, providing superior product offerings and tailor-made solutions to farmers across all crops, in all geographies." In India, both Bayer CropScience Limited and Monsanto India Limited are listed on the Stock Exchange.

Last month Russia and China's regulators approved the merger and EU approved the deal with conditions set in March. Bayer has now received approvals for the deal from two-thirds of some 30 regulatory authorities, including those in Brazil and China, Russia, EU and India. Now, among most important jurisdictions such as the US department of Justice and Canada are awaited.

EU has stipulated among other conditions that Bayer will have to exit global field crop seeds businesses such as canola, cotton, and soybean, the R&D platform for hybrid wheat, the global vegetable seeds business, the global glufosinate ammonium business as well as certain glyphosate-based herbicides in Europe. Russia's Federal Anti-monopoly Service (FAS) has also given approval on the condition that Russia will receive modern technologies from Bayer and Monsanto.