Bayer AG was founded in Barmen, Germany, on August 1, 1863 by Friedrich Bayer, a dye salesman, and Johann Friedrich Weskott, a master dyer, to make synthetic fuchsine and aniline dyes for textiles. Its move into medicine came in 1897, when the Bayer chemist Felix Hoffmann synthesized acetylsalicylic acid in a stable, pure form. Bayer registered the trademark Aspirin on March 6, 1899 and built a worldwide marketing and distribution system around it, which is how a dye works became a pharmaceutical company.
From conglomerate to life sciences
Bayer spent most of the twentieth century as a broad chemical group. It merged into IG Farben in 1925, was re-established as an independent company in 1951 after the Allies dissolved that conglomerate, and moved its headquarters to Leverkusen in 1912, where it remains. The modern shape was set in two steps: Marijn Dekkers bought the consumer care business of Merck and Co. for USD 14.2 billion in 2014, adding Claritin, Coppertone and Dr. Scholl's, and listed the materials science division as Covestro in 2015. That left three divisions: Crop Science, Pharmaceuticals and Consumer Health.
The Monsanto deal
On June 7, 2018 Bayer completed the acquisition of Monsanto under CEO Werner Baumann, paying USD 128 per share, about USD 63 billion in total, the largest foreign acquisition by a German company. Regulators required Bayer to divest a package of crop science assets to BASF, and the Monsanto name was retired. The strategic logic was to pair Bayer's crop protection chemistry with Monsanto's seed genetics, biotech traits and the Climate FieldView platform. On that measure it worked: Crop Science is now Bayer's largest division, with ~$24.4 billion (EUR 21,622 million) of sales in 2025, and Corn Seed and Traits alone generated ~$8.08 billion (EUR 7,149 million).
The Roundup litigation
The cost was legal, not commercial. Monsanto made Roundup, the glyphosate-based weedkiller, and within weeks of the deal closing a California jury found that it had caused a school groundskeeper's non-Hodgkin lymphoma. Tens of thousands of claims followed. Bayer agreed in 2020 to pay about USD 10.9 billion to settle roughly 113,000 of them, the US Supreme Court declined its Hardeman appeal in 2022, and new filings kept arriving. The charge still runs through the accounts: in 2025 other operating expenses, net of income, came to minus ~$8.34 billion (EUR 7,377 million), which turned profitable divisions into a group EBIT of minus ~$1.22 billion (EUR 1,077 million) and a net loss of ~$4.09 billion (EUR 3,620 million).
What 2026 changed
Two things shifted. In February 2026 Monsanto proposed a US nationwide class settlement covering current and future non-Hodgkin lymphoma claims, funded by declining capped annual payments for up to 21 years totalling as much as USD 7.25 billion; a Missouri court granted preliminary approval in March 2026, and class members could opt out until June 4, 2026. Then in June 2026 the US Supreme Court ruled 7 to 2 in Monsanto v. Durnell that federal pesticide law preempts state failure-to-warn claims where the EPA has made a definitive safety determination. Neither is the end of it. About 65,000 claims were still pending in September 2026, final settlement approval can be appealed for years, Monsanto can walk away if too many plaintiffs opt out, and opt-out plaintiffs are now arguing design defect, a theory the ruling did not reach. A St. Louis trial on exactly that question opened in September 2026.
The patent cliff and the cost programme
Inside Pharmaceuticals the problem is arithmetic. Xarelto sales fell 32.6 percent to ~$2.65 billion (EUR 2,344 million) in 2025 as generics spread in Europe and Japan, and Eylea slipped 5.9 percent to ~$3.51 billion (EUR 3,110 million). Against that, Nubeqa rose 56.6 percent to ~$2.7 billion (EUR 2,385 million) and Kerendia 79.0 percent to ~$937 million (EUR 829 million), which together added slightly more than Xarelto lost, and Bayer launched Lynkuet, Beyonttra and Hyrnuo. The cost of those launches is visible: the division's EBITDA margin before special items fell to 25.4 percent from 26.0 percent, with volumes up 4.5 percent and prices down 2.8 percent. On the group level, Bill Anderson's Dynamic Shared Ownership model has removed about 12,000 positions and roughly half of Bayer's management positions and targets ~$2.26 billion (EUR 2 billion) of annual savings by 2026; personnel expenses fell 5.8 percent to ~$13.2 billion (EUR 11,725 million) in 2025 and net financial debt fell 8.5 percent to ~$33.7 billion (EUR 29,843 million).
Where that leaves the company
Bayer reported ~$51.5 billion (EUR 45,575 million) of sales in 2025, down 2.2 percent as reported and up 1.1 percent adjusted for currency and portfolio, with EBITDA before special items of ~$11 billion (EUR 9.7 billion), free cash flow of ~$2.35 billion (EUR 2,084 million) and core earnings per share of EUR 4.91. The dividend has been EUR 0.11 per share, the legal minimum, since 2023. The market has started to reprice the litigation: Bayer's market capitalization fell to ~$21.4 billion (EUR 18.97 billion) at the end of 2024 and stood at ~$53.2 billion (EUR 47.11 billion) on September 30, 2026, still below what it paid for Monsanto. After a review in March 2024 Anderson decided against splitting the group, and his contract was extended to March 31, 2029 in July 2025.
