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Biotech / Medical : Pharma News Only (pfe,mrk,wla, sgp, ahp, bmy, lly)

PFE 25.04

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Nov 21 9:30 AM EST

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To: chirodoc who wrote (180)	6/3/1998 11:40:00 AM
From: Anthony Wong	Read Replies (1) of 1722

Monsanto Holders Sue to Block $35 Bln American Home Merger Bloomberg News June 2, 1998, 12:05 p.m. PT Monsanto Holders Sue to Block $35 Bln American Home Merger Wilmington, Delaware, June 2 (Bloomberg) -- Monsanto Co. shareholders sued to block the $35 billion merger of the biotechnology and agricultural products company with drugmaker American Home Products Corp., saying Monsanto officials should have shopped around for the best price. Madison, New Jersey-based American Home, maker of Advil painkiller and Premarin hormone therapy, will swap 1.15 of its shares for each share of St. Louis-based Monsanto, best-known for its pesticides, weed killers and Ortho line of lawn and garden products. That values Monsanto at $56.64 a share at Monday's closing price. That's not enough, though, according to three Monsanto shareholders who filed suit in Delaware Chancery Court in Wilmington, Delaware. Stockholders Neal Greenstein, Stephen Paul and Gregory Smith said investors are getting ''virtually no premium'' for their shares and Monsanto officials could have gotten a better price by opening the company up to other offers. Monsanto's board approved the transaction ''without undertaking steps to accurately ascertain Monsanto's value through open bidding or at least a market-check mechanism,'' Greenstein said in his suit. The shareholders are asking a Delaware judge to block the merger until an independent review of Monsanto's value is done through a bidding process, the suit said. Officials of Monsanto and American Home weren't available for comment. Shares of American Home fell 2 3/16 to 47 1/16 while Monsanto's fell 2 1/4 to 52 3/16 in late trading. --Jef Feeley and Phil Milford in Wilmington, Delaware (302) 984-

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