1. MONSANTO – DOW
AGROSCIENCES GLOBAL
AGREEMENT
Jan. 18, 2006
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2. Forward-Looking Statements
Certain statements contained in this release are “forward-looking statements,” 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 release. 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
Roundup, Roundup Ready, Bollgard, and Bollgard II are trademarks owned by Monsanto Company and its wholly-
owned subsidiaries and are italicized the first time they appear in this presentation.
Herculex and WideStrike are trademarks of Dow AgroSciences LLC.
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3. OVERVIEW
Key Elements of the Global Agreement
MONSANTO DOW AGROSCIENCES
• Commercial terms on licensed seed stock • Commercial license to seed stock and
CORN & and biotechnology traits biotechnology traits
SOYBEAN
• Royalty revenue on new hybrids created • Right to create and license finished hybrids
GERMPLASM &
and licensed containing Roundup Ready combining Roundup Ready Corn 2 with
TRAIT
CROSS Corn 2 and Herculex™ I or Herculex™ I or Herculex™ XTRA
LICENSING Herculex™ XTRA technology to existing licensees of
Roundup Ready Corn 2
• Established financial terms for access to • Freedom to operate under Monsanto’s
Dow AgroSciences* patent estate for patent estate for cotton transformation
Glyphosate Tolerant cotton • Intellectual property licenses and freedom
COTTON TRAIT • Intellectual property licenses related to to operate for WideStrike™ insect
CROSS Bollgard, Bollgard II, Roundup Ready and protection technology
LICENSING
Roundup Ready Flex technologies
• Commercial license for WideStrike™
technology in South America and Mexico
ENABLING • Intellectual property license for the patent • Intellectual property license for Monsanto’s
TECHNOLOGY estate for “Bt in plants,” owned by patent estate in synthetic Bt technology
CROSS
Mycogen
LICENSING
• Settles outstanding legal disputes, including Dow AgroSciences’ withdrawal of its appeal of
the U.S. Patent and Trademark Office’s decision that Monsanto scientists were first to
LITIGATION
invent synthetic Bt genes. Monsanto also withdraws its appeal that Mycogen scientists
were the first to invent the Cry1F gene.
* Dow AgroSciences includes Dow AgroSciences and relevant affiliates, including Mycogen Plant Sciences, Inc., as appropriate
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4. OVERVIEW
The Global Agreement Strengthens Monsanto’s Business
Strategy and Creates New Commercial Opportunity
The key elements guiding our interest over the past year in a Global
Agreement were:
Our business strategy is built on a commitment to broadly license our
technology and compete in the marketplace
We strive to be a partner of choice, developing strategic collaborations when
they can be mutually beneficial and strengthen our ability to offer products to
our farmer customers
Where there are opportunities for discussion with reasonable parties, our
preference is to use negotiation to resolve issues rather than litigation
The Global Agreement with Dow AgroSciences bolsters our commercial
commitment to broadly license our technology, extends our business
opportunity by creating more choices for growers in the marketplace, and
strengthens our freedom to operate in our commercial and research portfolios
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5. OVERVIEW
The Global Agreement Strengthens Monsanto’s Business
Strategy and Creates New Commercial Opportunity
PREVIOUS KEY BUSINESS BENEFIT
12-05 GLOBAL AGREEMENT
AGREEMENTS POTENTIAL
• Royalties related to • Removes a potential barrier
• Commercial terms on licensed seed stock
CORN & Dow AgroSciences’ to accelerated Roundup
and biotechnology traits
SOYBEAN Bt corn products, Ready Corn 2 growth, offers
GERMPLASM • Royalty revenue on new hybrids created
including farmers increased choice
& TRAIT and licensed containing Roundup Ready
Herculex™ I and
through licensees with
CROSS Corn 2 and Herculex™ I or
Herculex™ RW
Roundup Ready Corn 2 as a
LICENSING Herculex™ XTRA
platform in stacks
• No disruption of continued
• Established financial terms for access to
availability of Monsanto’s
Dow AgroSciences* patent estate for
cotton technology
Glyphosate Tolerant cotton
COTTON
TRAIT • Flexibility for Monsanto’s
• Intellectual property licenses related to
CROSS acquired cotton seed brands
Bollgard, Bollgard II, Roundup Ready and
LICENSING in technology options in
Roundup Ready Flex technologies
South America
• Commercial license for WideStrike™
technology in South America and Mexico
ENABLING • No disruption of opportunity
• Intellectual property license for the patent
TECHNOLOGY for Monsanto’s pipeline of
estate for “Bt in plants,” owned by Mycogen
CROSS Bt technology
LICENSING
• Settles outstanding legal disputes, • Agreement concludes
including Dow AgroSciences’ withdrawal of patent interference process,
LITIGATION its appeal of the U.S. Patent and Trademark removing barrier to patent
Office’s decision that Monsanto scientists issuance
were first to invent synthetic Bt genes
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