-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D6Y6UlYMl1HvzoqF0OTXC94L8y0NhIF32pHmRaK052tEqSdmITcipUfPkKXXZ+FR jqDkdn741JAkgT/garmqfw== 0000067686-99-000011.txt : 19990505 0000067686-99-000011.hdr.sgml : 19990505 ACCESSION NUMBER: 0000067686-99-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990503 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MONSANTO CO CENTRAL INDEX KEY: 0000067686 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 430420020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02516 FILM NUMBER: 99609780 BUSINESS ADDRESS: STREET 1: 800 N LINDBERGH BLVD CITY: ST LOUIS STATE: MO ZIP: 63167 BUSINESS PHONE: 3146941000 MAIL ADDRESS: STREET 1: 800 NORTH LINDBERGH BLVD CITY: ST LOUIS STATE: MO ZIP: 63167 FORMER COMPANY: FORMER CONFORMED NAME: MONSANTO CHEMICAL CO DATE OF NAME CHANGE: 19711003 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURTIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 4, 1999 (May 3, 1999) MONSANTO COMPANY ---------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-2516 43-0420020 ---------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 800 North Lindbergh Boulevard St. Louis, Missouri 63167 --------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (314) 694-1000 ITEM 5. OTHER EVENTS On May 3, 1999, Monsanto Company (the "Company") issued a press release announcing certain performance targets discussed in a meeting with financial analysts and investors. A copy of the press release issued by the Company is filed as an exhibit hereto and is incorporated by reference herein. Additional information discussed at the meeting will be available on the Company's web site at http://www.monsanto.com. EBIT (earnings before interest expense and income taxes) and EBITDA (earnings before interest expense, income taxes, depreciation and amortization, and excluding unusual charges) are used as financial performance measures in the attached press release and in the materials on the Company's web site. For Monsanto's business segments, EBIT also excludes the effects of unusual charges. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. The following exhibit is filed as part of this report: 99.1 Press release dated May 3, 1999, issued by Monsanto Company SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: May 4, 1999 MONSANTO COMPANY By: /s/ Gary L. Crittenden ----------------------------------- Name: Gary L. Crittenden Senior Vice President, Chief Financial Officer (Principal Financial Officer) EXHIBIT INDEX Exhibit Number Description 99.1 Press release, dated May 3, 1999, issued by Monsanto Company EX-99 2 PRESS RELEASE Exhibit 99.1 Immediately Scarlett Lee Foster (314-694-2883) Lori J. Fisher (314-694-8535) MONSANTO CHAIRMAN CONFIRMS 1999-2002 PERFORMANCE TARGETS NEW YORK, May 3, 1999 - In a meeting with financial analysts and investors here today, Monsanto Company Chairman and Chief Executive Officer Robert B. Shapiro said the company expects to achieve performance targets from 1999 through 2002 that include delivering growth in earnings before interest, taxes, depreciation and amortization (EBITDA) at an 18 percent to 25 percent compound annual growth rate (CAGR) and growth in earnings per share (EPS) at a 25 percent to 30 percent CAGR. Plans also are in place to lower the total debt to total capitalization ratio to the mid-30s range by the end of 2002. Shapiro also noted he expects second-quarter earnings to exceed earlier projections and full-year 1999 earnings to be closer to those reported in 1998 than originally anticipated. He attributed outstanding early sales results from the launch of Celebrex arthritis treatment, now the most successful new pharmaceutical product ever launched in the United States, to the revised projections. Celebrex also has been approved in eight markets outside the United States. Additionally, Shapiro credited continued growth in Monsanto's agricultural business - both Roundup herbicide and crops developed through biotechnology - to the company's strong start this year. - more - - 2 - "We're dedicated to creating growth from our strengths in the life sciences while focusing on key operational measures," Shapiro added. Specifically, he said, Monsanto plans to deliver on short- and long-term goals by rapidly commercializing new products; aggressively integrating its recent seed company acquisitions; eliminating expenses that are not essential to the core strategy; and improving the management of working capital. Monsanto previously had announced its plan to divest certain businesses that are no longer critical to its life sciences strategy. Since November 1998, the company has indicated it intends to sell Stoneville Pedigreed Seed Co. and its algins business; has signed a definitive agreement to sell its NSC Technologies business; and has completed divestitures of the Ortho lawn-and-garden business and the Wellbridge health and fitness business. Monsanto Chief Financial Officer Gary L. Crittenden said that the company now is projecting gross proceeds from the sale of non-strategic assets in the $1.5 billion to $2 billion range, including those assets sales that were recently completed or announced. This projection is up from the company's earlier estimate of asset sales of roughly $1 billion. Monsanto is a life sciences company, committed to finding solutions to the growing global needs for food and health by sharing common forms of science and technology among agriculture, nutrition and health. The company's 31,800 employees worldwide make and market high-value agricultural products, pharmaceuticals and food ingredients. -oOo- Notes to editors: Celebrex and Roundup are trademarks owned or licensed by Monsanto Company and its subsidiaries. Certain statements made in the news release, including those relating to the company's future performance, and business and financial plans, are forward-looking statements. These forward-looking statements are based on current expectations, currently available information and assumptions that the company believes to be reasonable. However, forward-looking statements necessarily involve risks and uncertainties and actual results may differ materially from those suggested. Factors that could cause actual results to differ materially from those anticipated include but are not limited to the economic, competitive, governmental, technological, business, financial and other factors identified in Monsanto's 10-K filing with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----