Proposed full merger between American Home Products Corporation and Monsanto Company 1

United Kingdom

AHP is involved in the discovery, development, manufacture, distribution and sale of products in two main businesses: healthcare products (pharmaceuticals and consumer healthcare) and agricultural products (pesticides and plant growth regulators). Monsanto is active in the worldwide manufacture and sale of agricultural products, pharmaceuticals, artificial sweeteners and various industrial products. The business activities of the two companies partly overlap in the market for pharmaceutical products, agri-chemicals and industrial weed control products. The two companies have proposed a full merger.

The Commission approved the operation when the parties gave undertakings to deal with the competition issues arising from the merger in the French oral contraceptives market: Monsanto undertook to end two distribution agreements, AHP and Monsanto undertook to ensure that the oral contraceptives business in France jointly operated by Monsanto will be held separate and managed as a distinct business, in particular separate from AHP’s existing oral contraceptives business in France; and to maintain sufficient administrative and management functions relating to the French business. AHP undertook not to obtain the French business management and business secrets, know-how or commercial information of a confidential or proprietary nature relating to the French business.