1. DELTA AND PINE LAND
ACQUISITION
INVESTOR CONFERENCE CALL
August 15, 2006
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2. Forward-Looking Statements
Certain statements contained in the presentations included in this presentation are quot;forward-looking
statements,quot; such as statements concerning the company's anticipated financial results, current and
future product performance, regulatory approvals, business and financial plans and other non-historical
facts. These statements are based on current expectations and currently available information. However,
since these statements are based on factors that involve risks and uncertainties, the company's actual
performance and results may differ materially from those described or implied by such forward-looking
statements. Factors that could cause or contribute to such differences include, among others: continued
competition in seeds, traits and agricultural chemicals; the company's exposure to various contingencies,
including those related to intellectual property protection, regulatory compliance and the speed with which
approvals are received, and public acceptance of biotechnology products; the success of the company's
research and development activities; the outcomes of major lawsuits, including proceedings related to
Solutia Inc.; developments related to foreign currencies and economies; successful completion and
operation of recent and proposed acquisitions; fluctuations in commodity prices; compliance with
regulations affecting our manufacturing; the accuracy of the company's estimates related to distribution
inventory levels; the company's ability to fund its short-term financing needs and to obtain payment for
the products that it sells; the effect of weather conditions, natural disasters and accidents on the
agriculture business or the company's facilities; and other risks and factors detailed in the company's
filings with the SEC. Undue reliance should not be placed on these forward-looking statements, which are
current only as of the date of this presentation. The company disclaims any current intention or obligation
to update any forward-looking statements or any of the factors that may affect actual results.
Trademarks
Trademarks owned by Monsanto Company and its wholly-owned subsidiaries are italicized in this
presentation.
© 2006 Monsanto Company
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3. OVERVIEW
Key Elements of the Acquisition Agreement
• Combination of Monsanto’s technology and Delta and Pine Land’s commercial
OPPORTUNITY history create a new global platform in cotton, mirroring Monsanto’s models in
corn, soybeans and vegetables
• Monsanto enters a definitive agreement to acquire Delta and Pine Land for $1.5
FINANCIAL billion
TERMS
• Monsanto expects to fund the transaction with current cash balance and a debt
offering; Specifics of funding yet to be determined
• Expected to be accretive in the second year following closing; Positive
contribution to operating cash in the first year following closing
• Modest cost savings should be realized, reflecting synergies from litigation cost
savings and some business consolidation
• Arbitration: Upon closing, both parties agree to dismiss existing arbitration on
LITIGATION commercial license agreements
• Litigation: Litigation on the failed merger of Delta and Pine Land and
Pharmacia/Monsanto initiated in 1999 will be deferred and potentially dismissed
• The proposed acquisition will require Department of Justice approval; Hart Scott
Rodino filings are being prepared.
NEXT STEPS • In conjunction with the Department of Justice review, Monsanto is prepared to
divest its Stoneville cotton seed business in order to pursue the Delta and Pine
Land acquisition, if necessary
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4. OVERVIEW
Acquisition Establishes the Industry’s Most Advanced Pure-
Play Global Seeds-and-Traits Platform
DELTA AND PINE LAND
CURRENT COTTON
ACQUISITION
PORTFOLIO
Enhances our germplasm and
TRAITS cotton market base
INTRODUCED 2006F
Allows us to accelerate biotech trait
penetration and reach the largest
Bollgard 1996 4-5M
number of farmers
Roundup Ready 1997 7-8M
Bollgard II 2003 2-3M Meets our criteria for financial
returns
Roundup Ready Flex 2006 2-3M
BRANDED SEED: STONEVILLE
• Acquired in 2005
• Largest market is the United States, where
commercial sales are in the Stoneville and
NexGen brands
LICENSED SEED: COTTON STATES
• 2006 is first year of commercial sales, with five
licensees
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5. OPPORTUNITY
Technology Platforms Support Multi-Channel Commercial
Distribution, Mirroring Model in Corn and Soybeans
AGTCCGTACCGATTCTGCATGCATAGCTAGTCTT
AGGACATAAGTCCGTACCGATTCTGCATGCATA
GCTAGTCTTAGGACATAAGTCCGTACCGATTCTG
BRANDED
CATGCATAGCTAGTCTTAGGACATAGTCCGTACC
DELTA AND PINE LAND
GATTCTGCATGCATAGCTAGTCTTAGGACATAAG
TCCGTACCGATTCTGCATGCATAGCTAGTCTTAG
GACATAGCATAGCTAGTCTTAGGACATAAGTCC
GTACCGATTCTGCATGCATAGCTAGTCTTAGGAC
ATAGCATAGCTAGTCTTAGGACATAAGTCCGTAC
CGATTCTGCATGCATAGCTAGTCTTAGGACAAGT
CCGTACCGATTCTGCATGCATAGCTAGTCTTAGG
ACATAAGTCCGTACCGATTCTGCATGCATAGCTA
GTCTTAGGACATAAGTCCGTACCGATTCTGCATG
CATAGCTAGTCTTAGGACATAGTCCGTACCGATT
CTGCATGCATAGCTAGTCTTAGGACATAAGTCCG
TACCGATTCTGCATGCATAGCTAGTCTTAGGACA
LICENSED
TAGCATAGCTAGTCTTAGGACATAAGTCCGTACC
COTTON STATES
GATTCTGCATGCATAGCTAGTCTTAGGACATAGC
ATAGCTAGTCTTAGGACATAAGTCCGTACCGATT
CTGCATGCATAGCTAGTCTTAGGACACATAGCTA
GTCTTAGGACATAAGTCCGTACCGATTCTGCATG
CATAGCTAGTCTTAGGACATAGCATAGCTAGTCT
TAGGACATAAGTCCGTACCGATTCTGCATGCATA
GCTAGTCTTAGGACACGGTTATAGCCTGCTAGCT
WORLD’S MOST OPPORTUNITY TO SUPPORT TWO INDEPENDENT,
=
+ BREEDING
COMPREHENSIVE COMPLEMENTARY COMMERCIAL CHANNELS WITH
CAPABILITIES
COTTON GERMPLASM DIFFERENTIATED SEED OFFERINGS
LIBRARY
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6. OPPORTUNITY
Expanded Trait Offerings Create Most Significant
Opportunity for Growth
U.S. COTTON MARKET SHARE
100%
DELTA AND PINE LAND
80%
STONEVILLE
60% FIBERMAX
PHYTOGEN
40%
OTHERS
20%
0%
1999 2000 2001 2002 2003 2004
2006 SECOND-GENERATION TRAIT
Expansion of second-
PENETRATION 1
generation trait offerings
7%
DELTA AND PINE LAND
creates opportunity to
2010 U.S. MARKET OPPORTUNITY invest in penetration of
higher-margin traits in
10-15M
ROUNDUP READY FLEX
Delta and Pine Land
6-8M
BOLLGARD II offerings
1. Second-generation trait penetration reflects percent of commercial portfolio containing
either Roundup Ready Flex, Bollgard II or both traits.
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7. OPPORTUNITY
Delta and Pine Land’s International Presence
Complements Monsanto’s Global Position
NORTH AMERICA EUROPE
TOTAL COTTON ACRES 14.0M TOTAL COTTON ACRES 1.2M
UNITED STATES 13.7M GREECE 0.9M
ASIA-PACIFIC
MEXICO 0.3M SPAIN 0.2M
TOTAL COTTON ACRES 53.9M
MON-DLP HIGHLIGHTS MON-DLP HIGHLIGHTS
INDIA 22.0M
• DLP is market leading brand • Market moving toward CHINA 11.9M
higher technology seed
• MON introduced second- AUSTRALIA 0.8M
generation traits beginning in
MON-DLP HIGHLIGHTS
2003
• MON’s Roundup Ready
Flex/Bollgard II stack to be
launched in Australia for 2006
planting
• DLP share of ~24% in Australia
SOUTH AMERICA
in 2005
TOTAL COTTON ACRES 4.2M
AFRICA
BRAZIL 2.9M
TOTAL COTTON ACRES 13.1M
ARGENTINA 0.9M
BURKINA FASO 1.4M
PARAGUAY 0.6M
MALI 1.3M
MON-DLP HIGHLIGHTS
EGYPT 0.7M
• DLP Entered Brazilian market
MON-DLP HIGHLIGHTS
in 1998: Share of ~32% in 2005
• Bollgard approved in Brazil • DLP initiated biotech testing
program in 2004
Source: U.S.D.A. Foreign Agricultural Service, Company Estimates
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8. OPPORTUNITY
Like Other Factors in Transition Today, New Cotton Platform
Contributes to Monsanto’s Growth By End of the Decade
PERIOD : PERIOD : PERIOD :
SEED & TRAITS ESTABLISHED CORN IS ON THE LEADING EDGE THE GAME CHANGES
2003 2004 2005 2006 2007 2008 2009 2010
Commercial viability of seeds With seeds-and-traits strategy
Seed and trait growth comes from: penetration,
and traits established; established, gross profit
stacking and multi-generation traits, and
Supporting infrastructure in opportunity expands in the United
breeding enhancement; Corn defines the future
place
States and internationally with
direction
penetration, stacking, second-
generation – even as competition
becomes more significant
PERIOD
IN TRANSITION
Continued growth in the U.S. corn market, with additive
1 Delta and Pine Land acquisition:
gross-margin opportunity for the ASI businesses
• Enhances our germplasm and
Molecular breeding advances begin to benefit
2
international corn market share position cotton market base
3 New opportunities for global trait expansion
• Allows us to accelerate biotech
Seminis poised to capture additional gross margin
4 trait penetration and reach the
through commercial initiatives and technology infusion
largest number of farmers
Next-generation pipeline poised for enhanced
5
commercial delivery • Meets our criteria for financial
6 returns
Cotton platform creates new opportunities for growth
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9. SUMMARY
Delta and Pine Land Should Contribute to Monsanto’s
Plan for Margin Enhancement Across the Business
DELTA AND PINE LAND
ACQUISITION EXPECTATIONS
Expected to be accretive to
DELTA AND PINE LAND: KEY FINANCIAL DATA1 earnings in the second year and
should contribute to operating
2003 2004 2005 cash in its first year
REVENUE $284M $313M $366M EBITDA multiple is in the mid-
teens and reflects the quality
GROSS
$101M $109M $132M and uniqueness of the asset
PROFIT
Charges for in-process R&D and
1. Source: Delta and Pine Land public disclosures
inventory step-up will be
evaluated, as the final numbers
will be affected by the timing of
the closing
Some modest cost synergies are
expected, primarily from
duplicate public company costs,
corporate overhead, competitive
trait-fee sharing, and a reduction
in litigation fees
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