On a Monday conference call with media and analysts, German chemical giant Bayer (BAYRY) spelled out the logic behind its $62 billion bid for U.S. seed producer Monsanto (MON) .

Liam Condon, head of Bayer's crop sciences division, said the deal would create an "innovation powerhouse," ushering in "the next generation of farming," in what he values as an 85-billion-euro industry, or roughly $95 billion.

"By 2025, we believe farmers should be able to rely more on higher predictability of yield," he added, underscoring the significance of digital farming solutions and advanced crop breeding.

Bayer expects to pull in roughly $1.5 billion in cost savings over the next three years with Monsanto through cost overlaps, which the company says justifies its $122 per share all-cash offer for Monsanto, which puts a more than 15% premium on the company as of closing prices Monday.

But the fact that prices still trade so far below the offer price suggests Wall Street is uneasy that such a megadeal will clear regulatory approval, a sentiment Jim Cramer understands.

"This is a Justice Department that's very inclined to veto whatever is most talked about," he said in a Monday interview, noting that regulators are likely to block a deal that will claim such a substantial market share among global seed producers.

He has said he prefers the proposed $130 billion tie-up between Dow Chemical(DOW) - Get Report and DuPont(DD) - Get Report , which would create "the No. 1 seed company" and "a terrific combination that could catch the seed business at the bottom of the cycle," he said in an email. Dow Chemical is held in Cramer's Action Alerts PLUS charitable trust.

Monsanto shares climbed 4.4% Monday to close at $106.