Syngenta And Fox Paine To Acquire Advanta BV

    BASEL, Switzerland, SAN FRANCISCO, May 12 /PRNewswire/ -- Syngenta and
 Fox Paine today announced an agreement to acquire Advanta BV, one of the
 world's leading seed companies, from AstraZeneca of the UK and Royal Cosun of
 the Netherlands for a consideration of EUR400 million. Advanta sales in 2003
 were EUR395 million.
     - Syngenta to acquire NAFTA corn and soybean business with
       sales of EUR135 million in 2003
     - Significantly enhances market share in US corn to 11% and
       soybean to 10%[1]
     - Complete range of corn input traits from 2005
     - Fox Paine to acquire global business outside NAFTA and non-corn, non-
       soybean business within NAFTA with sales of EUR260 million in 2003
 
     The consideration payable by Syngenta will be EUR239 million, for which
 it will acquire Advanta's North American corn and soybean business, which
 trades under the highly regarded Garst brand. Fox Paine will acquire all
 Advanta operations outside North America and the non-corn and non-soybean
 operations within North America; Fox Paine will also take a 10% stake in the
 acquired North American corn and soybean business. The total consideration
 payable by Fox Paine will be EUR161 million. The date of final closing is
 subject to regulatory review and is expected in the third quarter of this
 year; the total consideration will be subject to a final net asset value
 adjustment.
     Syngenta also announced today the purchase of glyphosate tolerance
 technology for corn, called GA21, from Bayer CropScience. This purchase,
 together with the acquisition of Advanta's North American corn and soybean
 business, will enable Syngenta to market a complete range of biotech input
 traits in both corn and soybean from 2005. For corn, this will include Bt
 insect resistance, glyphosate tolerance and corn rootworm resistance.
     Michael Pragnell, Chief Executive Officer of Syngenta, commented: "The
 Garst brand and its leadership are an excellent fit with Syngenta's
 well-established NK(R) brand. Syngenta will be uniquely placed to offer North
 American corn and soybean growers a complete range of solutions including
 high quality seeds, input traits and world-leading crop protection products.
 These acquisitions underscore our strategy to reinforce our leadership
 position, drive future growth and further enhance shareholder value."
     Dexter Paine, President of Fox Paine, said: "The acquisition of Advanta
 represents the culmination of Fox Paine's working relationship with Syngenta
 and complements our recent acquisition of Seminis, the world's largest
 developer, producer and marketer of fruit and vegetable seeds. We are
 confident that combining Advanta's innovative agricultural technology,
 leading market positions and experienced and talented management team with
 our experience in the seed industry and access to efficient capital will
 accelerate the growth of this dynamic company. We are excited by the prospect
 of participating in the future growth of Advanta through this strategic
 investment and we look forward to our continued partnership with Syngenta."
     Syngenta Outlook
     For the full year 2004, as announced on 27 April, robust sales are
 expected to result in earnings per share[2] growth of more than 30 percent.
 The acquisition of Advanta's North American corn and soybean business is
 expected to enhance earnings from 2006.
     Syngenta is a world-leading agribusiness committed to sustainable
 agriculture through innovative research and technology. The company is a
 leader in crop protection, and ranks third in the high-value commercial seeds
 market. Sales in 2003 were approximately $6.6 billion. Syngenta employs some
 19,000 people in over 90 countries. Syngenta is listed on the Swiss stock
 exchange (SYNN) and in New York (SYT). Further information is available at
 www.syngenta.com.
     Analyst/Investor Enquiries:
     Jonathan Seabrook (Switzerland) +41 61 323 7502
     Jennifer Gough (Switzerland) +41 61 323 5059
     Rhonda Chiger (USA) +1 (917) 322 2569
 
     Media Enquiries:
     Markus Payer (Switzerland) +41 61 323 2323
     Sarah Hull (USA) +1 (202) 347 8348
 
     Media Conference Calls Europe / US on 12 May 2004
 
     Time     Time zone   Access Number   Dial-in from        Pass code
     08:15 AM    CET       01 419 91 22   Switzerland         412687
                        +41 1 419 91 22   Outside Switzerland 412687
     10:00 AM    EDT       888 339 2688   USA                 23532766
                           617 847 3007   Outside USA         23532766
 
     For photos see: www.syngenta.com/en/media/images.aspx
     Fox Paine & Company, LLC manages investment funds in excess of $1.5
 billion that provide equity capital for management buyouts, going private
 transactions, and company expansion and growth programs. Fox Paine engages
 exclusively in friendly transactions developed in cooperation with a
 company's management, board of directors, and shareholders. The Fox Paine
 funds are managed on behalf of over 50 leading United States and
 international financial institutions, including public pension systems,
 Fortune 100 corporate pension plans, major life and property & casualty
 insurance companies, money center and super regional commercial banks,
 investment banking firms, and university endowments. For further information
 see www.foxpaine.com.
     Enquiries for Fox Paine: Andy Brimmer / Eric Brielmann +1 (212) 355 4449
     Further information on Advanta is available at www.advantaseeds.com.
     Cautionary Statement Regarding Forward-Looking Statements
     This document contains forward-looking statements, which can be
 identified by terminology such as 'expect', 'would', 'will', 'potential',
 'plans', 'prospects', 'estimated', 'aiming', 'on track' and similar
 expressions. Such statements may be subject to risks and uncertainties that
 could cause the actual results to differ materially from these statements. We
 refer you to Syngenta's publicly available filings with the U.S. Securities
 and Exchange Commission for information about these and other risks and
 uncertainties. Syngenta assumes no obligation to update forward-looking
 statements to reflect actual results, changed assumptions or other factors.
 This document does not constitute, or form part of, any offer or invitation
 to sell or issue, or any solicitation of any offer, to purchase or subscribe
 for any ordinary shares in Syngenta AG, or Syngenta ADSs, nor shall it form
 the basis of, or be relied on in connection with, any contract therefore.
     [1] Source: Pro forma 2003: Doane estimates
     [2] Fully diluted before restructuring and impairment
 
 
 

SOURCE Syngenta International AG

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