-----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, HI7JzmixIwk+Qya/2X9ExM3pFt1WMOGtkndljbgVY8w7lpt7oQDN1rWjekePo2T9 ZY3nYZEE/Y7uszSERvRH+Q== 0000898822-98-000951.txt : 19981014 0000898822-98-000951.hdr.sgml : 19981014 ACCESSION NUMBER: 0000898822-98-000951 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981013 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981013 SROS: NYSE 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: 98724881 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 TERMINATION 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 13, 1998 MONSANTO COMPANY --------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-2516 43-0420020 -------- ------ ---------- (State of Incorporation) (Commission (IRS Employer File Number) 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 October 13, 1998, Monsanto Company (the "Company") issued a press release announcing that the Company and American Home Products Corporation ("AHP") had terminated by mutual consent the Merger Agreement, dated as of May 31, 1998, among AHP, MA Sub, Inc. and the Company. A copy of the press release issued by the Company is filed as an exhibit hereto and is incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. The following exhibits are filed as part of this report: 99.1 Press release, dated October 13, 1998, 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: October 13, 1998 MONSANTO COMPANY By /s/ Hendrik A. Verfaillie ------------------------------- Name: Hendrik A. Verfaillie Title: President EXHIBIT INDEX Exhibit Number Description - ------ ----------- 99.1 Press release, dated October 13, 1998, issued by Monsanto Company. EX-99 2 EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 Immediately Monsanto Media Contact: Scarlett Lee Foster (314-694-2883) AHP Media Contact: Lowell B. Weiner, Ph.D. (973-660-5013) MONSANTO AND AMERICAN HOME PRODUCTS AGREE TO END MERGER PLANS ST. LOUIS, Oct. 13, 1998 - Monsanto Company (MTC) and American Home Products Corporation (AHP) announced today that they have terminated their merger agreement by mutual consent. The boards of directors of each of the two companies have determined that the transaction is not in the best interest of their respective shareowners. Monsanto is a life sciences company, committed to finding solutions to the growing global needs for food and health by applying advanced bioscience and biotechnology to agriculture, nutrition and health to produce high-value agricultural products, pharmaceuticals and food ingredients. -----END PRIVACY-ENHANCED MESSAGE-----