Latham Helps Monsanto Buy Climate Corp.
Agribusiness giant Monsanto Company has agreed to buy the Climate Corporation, a company that provides farmers with weather predictions and insurance, in a deal worth nearly $1 billion.
Creve Coeur, Missouri–based Monsanto said Wednesday it will pay approximately $930 million in cash to acquire Climate (Citing investors who say part of the payment will be stretched out over time for an employee retention plan, TechCrunch puts the total payout at roughly $1.1 billion). The San Francisco–based target was founded in 2006 by a group of Silicon Valley software engineers and data scientists, and has raised more than $100 million since then from investors such as Google Ventures and New Enterprises Associates, according to Forbes. Climate uses proprietary technology to provide farmers with customized weather and agronomic data, as well as insurance meant to protect against weather-related losses.
Monsanto—best known for selling genetically modified seeds and pesticides—said it plans to incorporate Climate into its Integrated Farming Systems business. The new acquistion will be combined in that unit with another recent Monsanto purchase: Precision Planting, a technology company that makes software that farmers use to manage aspects of the planting process. Monsanto bought Precision Planting last year for $210 million.
The two acquisitions fit Monsanto's strategy of tapping the agricultural data science market, which the company says represents $20 billion in potential revenue, to augment its core seeds and chemicals business. As sibling publication The Recorder reported Wednesday, the deal comes on the heels of Monsanto revealing a disappointing quarterly report this week. Monsanto reported a fourth quarter net loss of $249 million, though the company ended the fiscal year with a net income of $2.5 billion, an increase of roughly $400 million over the previous year.
Latham & Watkins is representing Monsanto on the Climate acquisition with a team led by Silicon Valley–based corporate partner Luke Bergstrom. Corporate partner Hans Brigham, benefits and compensation partner Jay Metz, intellectual property partner J.D. Marple, privacy partner Jennifer Archie, real estate partner Michelle Kelban, and insurance counsel Alexandra Roje are also advising. Associates on the matter are Sarah Baumgartner, Charlotte Chang, Julie Crisp, Lilly Fang, Kristen Grannis, William Hackett, Amy Kim, Sara Myers, Nicholas Palatucci, and Arielle Singh. Monsanto's general counsel is David Snively.
Latham's past work for Monsanto includes partner and former U.S. solicitor general Gregory Garre's successful Supreme Court argument to overturn a lower court's ruling issuance of an injunction against Monsanto's Roundup Ready alfalfa, a genetically modified wheat product. (Though Garre won that particular round, The National Law Journal reported Wednesday that a federal judicial panel may consolidate more than a dozen other suits alleging the Monsanto product contaminated crops. Stoel Rives is representing Monsanto in arguments before the panel.)
Meanwhile, San Francisco–based M&A partner Michael Ringler is leading a Wilson Sonsini Goodrich & Rosati team advising Climate on its sale. Technology transactions partners Michael Murphy and Parag Gheewala are also working on the deal along with M&A partner Rachel Proffitt, antitrust partner Scott Sher, benefits and compensation partner Scott McCall, and tax partner Ivan Humphreys. Associates on the deal are Andrew Bryant, Vinnie Buehler, Maggie Kao, Alex Kingsley, Kara Kuritz, John McGaraghan, Cisco Palao-Ricketts, and Rebecca Stuart.
Climate’s chief legal officer, Kevin Vosen, is leading the company's in-house legal team.