DuPont's purchase of Pioneer validates big bet Monsanto made on seed companies By Robert Steyer Of the St Louis Post-Dispatch Posted: Sunday, March 21, 1999 | 3:48 a.m. Remember the childhood game of musical chairs, when your classmates walked cautiously in a circle as the music played, then scrambled to find a chair when the music stopped? The person who didn't grab a chair was out of the game.
In the game of crop biotechnology musical chairs, DuPont Co. grabbed many of the chairs last week, except for the ones occupied by Monsanto Co. and a handful of multinational companies.
By offering to purchase 80 percent of Pioneer Hi-Bred International Inc., the world's biggest seed company, DuPont firmly established itself in the life sciences arena -- where food, farm products, drugs and biotechnology intersect. It also hastened the consolidation of the seed industry.
"This was a watershed event," said Sano Shimoda, president of the agribusiness research firm BioScience Securities Inc. in Orinda, Calif. "Pioneer was always fiercely independent. It suggests they put their egos in the back room and said, 'This is what's necessary to move things to the next level.'"
DuPont's bid sent a clear message to its peers.
"The number of independent seed companies is getting scarce," said G. Patrick Dunkerley, an agribusiness analyst for Securities Corp. of Iowa, in Des Moines. "You have to ante up by purchasing a big seed company now, or you're not in the game."
If regulators approve the DuPont-Pioneer deal, three companies -- DuPont, Monsanto and Novartis -- will control two-thirds of the North American seed corn market and 45 percent of the soybean seed market.
DuPont offered a hefty $7.7 billion. It bought 20 percent of Pioneer two years ago for $1.7 billion, creating a research alliance and seed-trait joint venture as well.
Analysts don't expect anyone to make a higher bid. Monsanto, the most aggressive seed-company buyer, doesn't have the money. European life sciences giants are busy merging with each other, and they don't appear willing or able to top DuPont's offer.
Monsanto set the standard for buying, often at big premiums over the stock prices and/or revenue of seed companies. For example, it spent $1 billion in 1997 for Holden's Foundation Seed Co., which had $75 million in revenue.
Holden's gave Monsanto about one-third of the market for the seed that is sold to commercial growers. Monsanto also acquired DeKalb Genetics Corp. last year, giving it both foundation seed and a big distribution network for commercial seed.
DuPont is using the same strategy with Pioneer. "This was a validation of Monsanto's strategy," Dunkerley said. "If this deal closes, DuPont and Monsanto are in the catbird seat."
DuPont has a stronger financial foundation than Monsanto, which leveraged itself to the eyeballs to make four big acquisitions last year. Three deals have closed. Monsanto's bid for Delta & Pine Land Co., the world's biggest cotton seed company, has been under review by the Justice Department for 10 months.
Monsanto's spending spree and its failed merger attempt with American Home Products Corp. prompted some speculation that DuPont was talking to Monsanto about a merger.
Both companies refused to comment, but a DuPont-Monsanto combination has been a frequent topic of Wall Street speculation in recent years. Agribusiness experts say a merger that would have raised antitrust concerns when DuPont owned 20 percent of Pioneer will shout antitrust warnings if DuPont owns all of Pioneer.
"I don't think DuPont would have jeopardized its relationship with Pioneer for a merger with Monsanto," Shimoda said. "It would have been very difficult to unwind that relationship. However, in this business, you learn never to say 'never.'"
Analysts say the pressure now is on other big companies that want to expand their farm product-seed-biotech businesses.
"They would have to buy a lot of little seed companies, or they won't have the critical mass of Monsanto and DuPont," said Dunkerley, adding that one of the giants might chase after Monsanto. "If you don't own seed companies, you don't have the flexibility to get seeds with your technology into the market quickly."
Shimoda added that small seed companies will probably be swallowed up in the industry's consolidation.
With Monsanto and DuPont at the top, and Switzerland's Novartis firmly in third place, Shimoda said perhaps only one other company will emerge to challenge the Big Three. Possibilities include Dow Chemical, Britain's Zeneca, France's Rhone Poulenc and Germany's Hoechst AG.
All have farm products and seeds, all conduct crop biotech research and all, except Dow, produce pharmaceuticals.
All have been rumored as buyers of, or partners with, Monsanto. And all have been involved in the types of deals that prompt Shimoda to remark about the "strange bedfellows" in agribusiness.
Novartis, which has had legal fights with Monsanto, also licenses Monsanto's insect-fighting corn technology. Monsanto's weapon against the European corn borer has performed so well that Novartis is phasing out sales of seed using its existing corn borer technology.
Zeneca, which has traded lawsuits with Monsanto, said last week that both companies were dropping the suits. As a result, Zeneca can license its Touchdown herbicide for use on seeds using Monsanto's Roundup Ready herbicide-tolerant technology. Roundup and Touchdown are similar weedkillers and fierce competitors.
Zeneca is in the final stages of merging with Astra, a big Swedish pharmaceutical company. Meanwhile, Hoechst is merging with Rhone Poulenc. Hoechst also has a crop products joint venture with Germany's Schering AG.
Dow, which had been buying pieces of Mycogen over the years, recently bought the rest of the San Diego-based biotechnology company, which is a cornerstone of Dow's agriculture business.
Analysts don't discount the prospect of a large, wealthy company that lacks a farm biotech presence trying to buy its way into the seed business. Companies like American Home Products or the German conglomerate Bayer AG fit in this group.
"These companies realize they can't do everything," Shimoda said. "They will battle each other in some areas and be buddies in others. You can expect to see some very creative relationships as long as they focus on business and not carry all the baggage of history and egos."
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