Exhibit 99.1
NEWS
Delta and Pine Land Company
P.O. Box 157
Scott, Mississippi 38772
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Contact: Investors Media
Tom Jagodinski Jonathan Gasthalter/Amy Cohen
Delta and Pine Land Company Citigate Sard Verbirinen
(662) 742-4518 (212) 687-8080
SUPREME COURT OF MISSISSIPPI GRANTS DELTA & PINE LAND PETITION TO APPEAL CERTAIN
MATTERS IN CASE AGAINST MONSANTO AND PHARMACIA
D&PL Seeks to Amend Complaint to Add Fraudulent Inducement Claim
SCOTT, MS, February 22, 2005 - Delta and Pine Land Company (NYSE: DLP)
("D&PL", NYSE: DLP), a leading commercial breeder, producer and marketer of
cotton planting seed, today announced that, in its litigation against Monsanto
Company (NYSE: MON) and Pharmacia, the Mississippi Supreme Court has granted
D&PL's petitions to appeal two rulings from the trial court. As a result of
these rulings, the Mississippi Supreme Court will hear D&PL's appeals
immediately instead of after trial. The case relates to the failed 1998 merger
between the two companies.
One petition related to an appeal of an order regarding D&PL's damage
claims. In October 2004, the Circuit Court of the First Judicial District of
Bolivar County, Mississippi granted Monsanto's motion for partial summary
judgment relating to one of three methods of calculating D&PL's damages
resulting from Monsanto's breach of the merger agreement. That method sought to
calculate the "benefit of the bargain" that D&PL would have received had the
transaction closed. D&PL is seeking reversal of that order and a decision
allowing D&PL to present a jury with the "benefit of the bargain" method to
calculate damages.
The second petition sought permission to appeal a discovery ruling relating
to documents that Monsanto had claimed to be immune from disclosure under the
attorney-client privilege and work product doctrine. The original trial judge
found that the documents were not privileged and ordered Monsanto to turn them
over to D&PL. Monsanto turned over the documents to D&PL and allowed them to be
used by D&PL for eight months during discovery. After those eight months,
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Monsanto filed a motion seeking the return of the documents, and the new trial
judge ordered D&PL to return a portion of them. D&PL is seeking a ruling
allowing it to retain the documents to use in the lawsuit on various grounds,
including that they are not privileged and that - even if they were at one time
protected by a privilege - Monsanto turned them over and then allowed their use
in discovery for eight months, thus waiving any privilege. The Supreme Court
also issued a temporary stay of the Circuit Court proceedings while the appeals
are resolved.
Additionally, D&PL has also filed a motion with the trial court to amend
its complaint to add a claim against Monsanto and Pharmacia for fraudulently
inducing D&PL to extend the deadline to complete its Merger with Monsanto in
1999.
Tom Jagodinski, President and Chief Executive Officer, said, "We are very
pleased that the Supreme Court of Mississippi has agreed to hear our appeals. We
are confident in our legal position and hope to receive favorable decisions from
the Court. We are also hopeful that the Bolivar County, Mississippi trial court
will allow us to amend our complaint based on information discovered in the
lawsuit that supports our claim."
About the Litigation against Monsanto and Pharmacia
In 1998, D&PL entered into a merger agreement with what was then Monsanto
Company. That merger was pending awaiting regulatory approval from the
Department of Justice for almost 19 months. In December 1999, Monsanto withdrew
its request for antitrust clearance, thereby terminating the merger, and at the
same time entered into a merger agreement with Pharmacia & Upjohn. D&PL has
filed suit in Bolivar County, Mississippi against Monsanto claiming, among other
things, that Monsanto breached the merger agreement with D&PL by not using its
best efforts to close the merger and failing to make the necessary commercially
reasonable efforts to meet the government's requirements to obtain antitrust
clearance for the merger.
About Delta and Pine Land Company
Delta and Pine Land Company is a leading commercial breeder, producer and
marketer of cotton planting seed. Headquartered in Scott, Mississippi, with
multiple offices in eight states and facilities in several foreign countries,
D&PL also breeds, produces and markets soybean planting seed in the U.S. For
more information about D&PL, please refer to the Company's website at
www.deltaandpine.com.
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Certain matters discussed in this release are "forward-looking statements,"
including statements about the Company's future plans, goals and other events
which have not yet occurred. These statements are intended to qualify for the
safe harbors from liability provided by the Private Securities Litigation Reform
Act of 1995. They can generally be identified because the context of such
statements will include words such as "believes," "anticipates," "expects" or
words of similar import. It is the nature of agricultural seed businesses that
supply, demand and their timing are affected by many variables, including
commodity prices, weather and government policy. Due to the seasonal nature of
the seed business, the Company typically incurs losses in its first and fourth
quarters. Additional risks and uncertainties with respect to the Company's
business and forward-looking statements are set forth in the Company's latest
filings with the Securities and Exchange Commission.
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