Two-For-One Stock Split, June 2006 (FAQ)

Background
On June 27, 2006, Monsanto Company's Board of Directors approved a two-for-one split of the company's common stock. The split was structured in the form of a stock dividend and is payable on July 28, 2006, to shareowners of record at the close of business on July 7, 2006, with respect to the shares outstanding at such time. In line with this split, Monsanto shareowners will be issued one additional common share for every common share held in the company on the record date.

We understand that our shareowners may have questions related to the stock split announcement. To support their needs, we have compiled information on what we believe will be the most frequently asked questions related to our stock split below. If, for any reason, your question is not addressed with this information, please feel free to contact our transfer agent, Computershare, or the company's Investor Relations team. Contact information for both parties is listed below:

Monsanto's Transfer Agent:
Computershare
P.O. Box 43006
Providence, RI  02940-3006
888-725-9529 (toll free within the United States or Canada)
201-329-8660 (outside the United States or Canada)
201-329-8354 (for the hearing impaired)
www.computershare.com/investor

On December 31, 2011, The Bank of New York Mellon's Shareowner Services business was acquired by Computershare. 

Investor Relations
Monsanto Company
800 N. Lindbergh Blvd.
St. Louis, Missouri 63167
314-694-8149

Frequently Asked Questions

The company's Board of Directors recently approved a two-for-one stock split. How was this split structured?
On June 27, 2006, Monsanto Company's Board of Directors approved a two-for-one split of the company's common stock. The split was structured in the form of a stock dividend and is payable on July 28, 2006, to shareowners of record at the close of business on July 7, 2006, with respect to the shares outstanding at such time.

Has Monsanto Company ever done a stock split in the past?
No. This is the first stock split done by the company since Monsanto was spun-off by Pharmacia Corporation as a 100-percent publicly traded company in August 2002.

What does a two-for-one stock split mean to a Monsanto shareowner?
A two-for-one stock split means that Monsanto shareowners will be issued one additional share of Monsanto common stock for every share of Monsanto common stock held at the close of business on the record date. The post-split shares will be priced at half of the pre-split market value, which means the shareowner's total investment value owned in the company remains unchanged. For example:

A Monsanto shareowner owns 100 shares of Monsanto (NYSE: MON) common stock as of the record date (the close of business on July 7, 2006). Assume the market price is $70 a share immediately before the split. According to these assumptions, the shareowner's total value of common shares owned in Monsanto is $7,000 (100 shares at $70).

Based on these assumptions, immediately following the two-for one stock split, the Monsanto shareowner will have twice as many shares of common stock, or 200 shares of stock, and the market price of that stock immediately after the split will be half of the price immediately before the split, or $35 a share. Therefore, the shareowner's total investment value in Monsanto remains the same at $7,000 (200 shares at $35) until the stock price moves up or down.

Why did Monsanto's Board of Directors split the stock now?
The Board's decision to split the stock was based on a desire to bring the company's stock price more in line with the median range of stocks that trade in the S&P 500 Index. Monsanto's stock was trading in the upper quartile of the S&P 500.

Does a two-for-one stock split, in the form of a stock dividend, dilute the aggregate value of the Monsanto shares that a shareowner owns?
No. The two-for-one stock split will not change the total value of a shareowner's investment in the company.

How will the stock split affect the company's quarterly dividend?
As part of the company's stock split announcement, Monsanto also announced today that its Board of Directors had declared a quarterly dividend on its common stock of 20 cents per share. The dividend is payable on July 28, 2006, to shareowners of record at the close of business on July 7, 2006, with respect to the shares outstanding at such time. The cash dividend will not be paid on shares issued as a result of the stock split as those shares will be issued after the record date for the cash dividend. Declaration of dividends and the appropriate amount of any dividend in the future will continue to be determined by the Board of Directors on a quarterly basis.

Will the company's quarterly dividend be paid on pre- or post-split shares?
The company's quarterly dividend on its common stock of 20 cents per share will be paid on pre-split shares held by shareowners at the close of business on the record date of July 7, 2006.

Is the stock split a taxable transaction for Monsanto shareowners?
The receipt of these additional shares will not result in taxable income under existing U.S. tax law. The tax basis of each share owned after the stock split will be half of what it was before the split. The new shares will be treated as if they were acquired on the same date as the shares with respect to which they were issued. Individual shareowners should consult with their personal tax advisor regarding their specific tax circumstances.

Will shareowners be mailed new stock certificates associated with the split shares? If so, who will this mailing come from?
New certificates will not be mailed. Shareowners will be mailed a statement reflecting the newly issued shares on July 28, 2006. Shareowner records, including split shares, will continue to be maintained by Monsanto's transfer agent, Computershare. In the event a shareowner would like to obtain a stock certificate in paper format, the shareowner is encouraged to contact Computershare for more details. There is no fee for certificates.

Where will information related to the shareowner's new split shares be mailed?
If a shareowner currently holds stock in his or her name, then the shareowner will be notified at the address of record on file with Computershare. If shareowners would like to verify their address, they are encouraged to contact Computershare, at 1-888-725-9529 or via email at www.computershare.com.

If a shareowner's stock is currently held in a brokerage account, the shareowner's broker will mail them a statement.

Should shareowners still keep their current stock certificates?
Yes, shareowners should still maintain a file of their current holdings. These stock certificates are still valid and should be filed in a safe place where the shareowner can access them. Shareowners that want to send their certificates to Computershare Investor Services for safekeeping may do so for no charge.  Further information may be obtained by calling Computershare at 1-888-725-9529.

Will the stock split have any effect on shares held by Monsanto shareowners as part of the Computershare Investor Services Program?
Shares of Monsanto stock held in through the Computer Investor Services Program will be adjusted to reflect the split the same way as shares held outside of the program. Elections to reinvest dividends will not be affected by the stock split. If you have any questions regarding the Investor Services Program, please contact the administrator of the program, Computer at 1-888-725-9529 or via email at www.computershare.com.

Are there specific key dates related to this stock split that Monsanto shareowners should be aware of? If so, what exactly happens on those dates?
Yes. There are several key dates that Monsanto shareowners should be aware of. These dates include:

  • The Record Date - The record date for this two-for-one stock split is at the close of business on July 7, 2006. The record date refers to the day that determines which shareowners are entitled to receive additional shares due to the stock split.
  • The Payment Date - The payment date for this two-for-one stock split is the close of business on July 28, 2006. The payment date refers to the date when Computershare, our transfer agent, mails written notice to shareowners of record indicating the split-adjusted share holdings owned by shareowners. If a shareowner's stock is currently held in a brokerage account, the shareowner's broker will mail them a statement.
  • The Ex-split Date - The ex-spilt date for this two-for-one stock split is expected to be July 31, 2006. The ex-split date refers to the date when shares of Monsanto common stock will trade on the New York Stock Exchange at the new split-adjusted price.

What is the record date for the stock split and what effect will it have on Monsanto shareowners?
The record date for this two-for-one stock split is the close of business on July 7, 2006. Shareowners who own shares of Monsanto common stock on the record date will be entitled to receive additional shares based on the number of shares they own on the record date.

What is the payment date for the stock split and what effect will it have on Monsanto shareowners?
The payment date for this two-for-one stock split is the close of business on July 28, 2006. This is the date when Computershare, our transfer agent, mails written notice to shareowners of record indicating the split-adjusted share holdings owned by shareowners. If a shareowner's stock is currently held in a brokerage account, the shareowner's broker will mail them a statement.

What is the ex-split date?
The ex-spilt date for this two-for-one stock split is expected to be July 31, 2006. This date refers to when shares of Monsanto common stock will begin trading on the New York Stock Exchange at the new split-adjusted price.

What happens if I am a shareowner on the record date but sell my shares before the ex-split date, July 31, 2006?
If a shareowner is a holder of record on the record date (the close of business on July 7, 2006), that shareowner is entitled to receive the additional shares for the stock split. However, if this same shareowner sells his or her shares prior to the ex-split date (July 31, 2006), this seller will be transferring the entitlement of the additional shares to the buyer. The seller will receive full value for the shares sold and the buyer will receive the additional shares.

Will there be different markets for the company's stock during the time period between the stock split record date and the ex-split date?
During the time period that exists between the record date and the ex-split date, two separate markets are expected to exist for Monsanto common stock on the New York Stock Exchange. These separate markets are referred to as the "regular way" market and the "when issued" market.

The "regular way" market, reported under our normal MON symbol, continues to trade at the higher, pre-split price. Since sellers in the "regular way" market will receive full value for the shares they sell, they transfer the split shares they are entitled to receive by virtue of their being shareowners on the record date. They automatically transfer their rights to the split shares to their buyers by means of "due bills."

Separately, the New York Stock Exchange recognizes that shareowners might alternatively want to sell only the "new" split shares to which they are entitled while retaining the "old" shares that they currently own, and this is accomplished in the "when issued" market at the post-split price. "When issued" trading is reported under our normal MON symbol with a ".WI" appended - MON.WI. "When issued" trading ceases on the payment date.

Will there be a "when issued" market for the split shares?
Monsanto expects that the New York Stock Exchange will authorize a "when issued" market for the new split shares under the MON.WI symbol. The "when issued" market would occur only between the record date and the payment date.

Trading in the "when issued" market would reflect the anticipated split value of Monsanto's common stock. Monsanto does not have any involvement in "when issued" trading, and shareowners are encouraged to check with their brokers if they are interested in "when issued" trading.

Does this stock split affect my voting rights as a shareowner in the company?
No. The stock split will not impact your shareowner voting rights. Following the stock split, Monsanto shareowners will be entitled to vote on twice as many shares. However, the shareowner's proportionate vote will remain the same relative to other shareowners, assuming that the shareowner's holdings remain unchanged.

Will the par value change?
No. The $0.01 par value of Monsanto's common stock will not change as a result of the stock split.

Who can I contact if I have questions?
If you have questions about the stock split, questions regarding shareowner records, stock transfers, stock certificates or other stock-related inquiries, please contact:

Monsanto's Transfer Agent:
Computershare
P.O. Box 43006
Providence, RI  02940-3006
888-725-9529 (toll free within the United States or Canada)
201-329-8660 (outside the United States or Canada)
201-329-8354 (for the hearing impaired)
http://www.computershare.com

Other questions, or requests for information, should be directed to:

Investor Relations
Monsanto Company
800 N. Lindbergh Blvd.
St. Louis, Missouri 63167
314-694-8149