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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): November 23, 1998
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Monsanto Company
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(Exact name of Registrant as specified in Charter)
Delaware
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(State of incorporation)
1-2516 43-0420020
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(Commission File Number) (IRS Employer Identification No.)
800 North Lindbergh Boulevard, St. Louis, Missouri 63167
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (314) 694-1000
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Item 5. Other Events.
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On November 23, 1998, Monsanto Company ("Monsanto" or the "Company")
announced the pricing of a public offering of 22.5 million shares of common
stock at $40 per share. The Company also priced a public offering of 17.5
million adjustable conversion-rate equity security units (ACES) at $40 per unit.
The offerings will result in estimated net proceeds to Monsanto of approximately
$1.55 billion, after offering expenses. The Company anticipates the closing of
the offerings will occur on November 30, 1998.
Monsanto intends to use the net proceeds of these offerings for financing
or refinancing seed company acquisitions, including the refinancing of its
outstanding commercial paper as it becomes due, and for working capital
purposes.
In addition, Monsanto has granted the underwriters of these offerings
options to purchase up to 2,456,250 additional shares of common stock to cover
overallotments. Each offering is being made pursuant to a shelf registration
statement on file with the Securities and Exchange Commission and a prospectus
supplement dated November 23, 1998.
Goldman, Sachs & Co. and Salomon Smith Barney are the joint book-running
managers of each offering.
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SIGNATURES
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.
Date: November 23, 1998 MONSANTO COMPANY
By: /s/ Juanita H. Hinshaw
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Title: Vice President & Treasurer
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