DowDuPont completes DuPont’s transactions with FMC

Date:11-02-2017

DowDuPont™ (NYSE:DWDP) recently announced that DuPont has completed its acquisition of FMC Corporation’s Health & Nutrition business (FMC H&N), except for the Omega-3 business, and its divestment to FMC of a portion of DuPont’s Crop Protection business.

The transaction includes consideration to DuPont of $1.6 billion to reflect the difference in the value of the assets, including cash of $1.2 billion and working capital of approximately $400 million, subject to customary adjustments. The divestiture satisfies DuPont’s commitments in connection with regulatory clearance of the merger with Dow, which was completed on August 31, 2017.

Strengthening DuPont Nutrition & Health’s Position as a Leading Specialty Ingredients Business

The acquisition of FMC H&N, which is being integrated into DuPont Nutrition & Health (DuPont N&H), builds on DuPont N&H’s position as one of the world’s leading providers of sustainable, bio-based food ingredients and expands its capabilities into the fast-growing pharma excipients space. FMC’s complementary portfolio and expertise will enhance DuPont N&H’s growth potential with a broader offering of products and solutions, an expanded footprint, a strong R&D pipeline, and access to different and complementary routes to market.

DuPont N&H is focused on customer-driven innovation. With highly differentiated products and solutions, in-depth knowledge of food and nutrition, advanced research and expert science, the business is uniquely positioned to deliver unmatched value to the food, beverage, dietary supplement and pharmaceutical industries. The business is part of the DowDuPont Specialty Products Division.

Establishing a Global Agriculture Leader with a Comprehensive and Balanced Portfolio and Robust Pipeline

DuPont completed the divestiture of its Cereal Broadleaf Herbicides and Chewing Insecticides portfolio to FMC. In addition, DuPont divested its Crop Protection R&D pipeline and organization, excluding seed treatment, nematicides and late-stage R&D programs, which it will continue to develop and bring to market, and excluding personnel needed to support marketed products and R&D programs that are now part of the DowDuPont Agriculture Division.

With the completion of this divestiture, the Agriculture Division is a global agriculture leader with a balanced portfolio and robust pipeline of innovative solutions across seed germplasm, biotech traits, crop protection, seed-applied technologies and digital agriculture. The Division’s enhanced capabilities will offer farmers superior solutions, greater choice and competitive price for value, helping them increase productivity and profitability.

Evercore and Goldman, Sachs & Co. served as DuPont’s financial advisors for the transaction, with Skadden, Arps, Slate, Meagher & Flom LLP acting as its legal advisor.