MIDLAND, Mich. & WILMINGTON, Del.--(BUSINESS WIRE)--
DowDuPont™ (NYSE: DWDP) today announced the members of the
future boards of directors of Dow, DuPont, and Corteva Agriscience™,
establishing strong governance structures that will support the
long-term value creation of each independent company.
Jeff Fettig, executive chairman of DowDuPont, said, “The establishment
of highly qualified boards is a critical milestone for the three
industry-leading growth companies we are creating. Using a rigorous and
thorough process, we have formed boards with diverse perspectives and
experience to oversee the execution of the value creation strategy of
each future company. I have confidence in these board members, and look
forward to their contributions at Dow, DuPont, and Corteva Agriscience.”
Ed Breen, chief executive officer of DowDuPont, said, “These board
members have been working closely with the management teams, defining
strategy, building efficient organizational structures, and overseeing
value capture and execution. They bring the optimal mix of experience in
capital allocation, global business management, and industry-specific
expertise to help prepare the independent companies for sustainable
success and drive shareholder value creation.”
DowDuPont remains on track to separate the Materials Science division
(Dow) by April 1, 2019, and the Agriculture (Corteva Agriscience) and
Specialty Products (DuPont) divisions by June 1, 2019.
The current composition of each board of directors is as follows:
For Dow
Jeff Fettig, who will serve as non-executive chairman of the board of
Dow, said, “The Dow board is comprised of highly accomplished,
well-rounded individuals who are fully aligned with the new Dow’s
disciplined, focused and market-oriented approach. With a balanced mix
of new perspectives, strong leadership experience, deep industry
knowledge, and capital allocation expertise, the Dow board brings
together the full range of experience and skills required to oversee the
execution of Dow’s strategy. The new Board is energized around its
mission to work with Jim Fitterling and Dow’s executive leadership team
to drive superior performance and sustained value creation for our
customers and shareholders.”
-
Jeff M. Fettig, executive chairman and co-lead independent director of
DowDuPont, and chairman, Whirlpool Corp. (future non-executive
chairman of Dow)
-
Ajay Banga, president and chief executive officer, MasterCard
Incorporated
-
Jacqueline K. Barton, Arthur and Marian Hanisch Memorial professor of
Chemistry, California Institute of Technology
-
James A. Bell, former executive vice president, corporate president
and chief financial officer, The Boeing Company
-
Wesley G. Bush, chairman and chief executive officer of Northrop
Grumman
-
Richard K. Davis, chief executive officer of Make-A-Wish America
(effective January 2, 2019) and former chairman and chief executive
officer, U.S. Bancorp
-
Jim Fitterling, chief operating officer of the Materials Science
Division of DowDuPont and chief executive officer, The Dow Chemical
Company
-
Jacqueline Hinman, former chairman and chief executive officer of CH2M
-
Dennis H. Reilley, non-executive chairman, Marathon Oil Corp.
-
Ruth G. Shaw, former group executive, public policy and president,
Duke Nuclear
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Daniel Yohannes, former ambassador to the Organisation for Economic
Co-operation and Development
For DuPont
Ed Breen, who will serve as executive chairman of the board of DuPont,
said, “It is a privilege to be joined by the exceptionally qualified
executives who will comprise the DuPont board. DuPont will benefit from
their deep experience and expertise as we drive innovation-led growth by
providing the specialized solutions that enable our customers to bring
new products to the marketplace, quickly and effectively. Having worked
closely with Marc Doyle and the management team over the past few years,
I am confident that together with this board, we will be positioned to
build a world-class company and deliver sustainable shareholder returns.”
-
Edward D. Breen, chief executive officer of DowDuPont (future
executive chairman of DuPont)
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Ruby R. Chandy, former president of Industrial Division of Pall Corp.
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Alexander M. Cutler, co-lead independent director of DowDuPont and
former chairman and chief executive officer of Eaton
-
Marc Doyle, chief operating officer of the Specialty Products Division
of DowDuPont and chief executive officer-elect of DuPont
-
Eleuthère I. du Pont, former president and chief financial officer of
Wawa and president of The Longwood Foundation
-
Rajiv L. Gupta, chairman of APTIV PLC (formerly Delphi Automotive PLC)
and former chairman and chief executive officer of Rohm & Haas
-
Luther C. Kissam, IV, chairman, president and chief executive officer
of Albemarle Corporation
-
Raymond J. Milchovich, former chairman and chief executive officer of
Foster Wheeler AG
-
Steven Sterin, former executive vice president, chief financial
officer of Andeavor and former president of Andeavor Logistics
For Corteva Agriscience
Greg Page, retired chairman and chief executive officer of Cargill Inc.,
will serve as non-executive chairman of the board of Corteva
Agriscience. Mr. Page said, “I am thrilled to have the opportunity to
lead the board of Corteva Agriscience, a global agriculture leader
ideally equipped to help growers increase yield and feed the world
through the most comprehensive, balanced, and innovative portfolio in
the industry across seed, crop protection, and digital solutions. The
board and I look forward to working with Jim Collins and the management
team to ensure the company continues to serve the interests of all its
important stakeholders by innovating constantly, operating efficiently,
and creating increased value for its shareholders.”
-
Greg Page, retired chairman and chief executive officer of Cargill,
Incorporated (future non-executive chairman of Corteva)
-
Lamberto Andreotti, former chairman of the board and chief executive
officer of Bristol-Myers Squibb
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Edward D. Breen, chief executive officer of DowDuPont
-
Robert A. Brown, president of Boston University
-
James C. Collins Jr., chief operating officer of the Agriculture
Division of DowDuPont and chief executive officer-elect of Corteva
Agriscience
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Michael O. Johanns, retired United States senator
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Lois D. Juliber, former vice chairman of Colgate-Palmolive Company
-
Lee M. Thomas, former chairman and chief executive officer of Rayonier
Inc.
-
Patrick J. Ward, chief financial officer of Cummins Inc.
The non-executive members of the future boards will continue to serve on
the advisory committees of their respective divisions (Materials
Science, Specialty Products, and Agriculture) until the boards become
effective at the time of the separations.
About DowDuPont™
DowDuPont (NYSE: DWDP) is a holding company comprised of The Dow
Chemical Company and DuPont with the intent to form strong, independent,
publicly traded companies in agriculture, materials science and
specialty products sectors that will lead their respective industries
through productive, science-based innovation to meet the needs of
customers and help solve global challenges. For more information, please
visit us at www.dow-dupont.com.
Cautionary Statement About Forward-Looking Statements
This communication contains "forward-looking statements" within the
meaning of the federal securities laws, including Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. In this context, forward-looking
statements often address expected future business and financial
performance and financial condition, and often contain words such as
"expect," "anticipate," "intend," "plan," "believe," "seek," "see,"
"will," "would," "target," and similar expressions and variations or
negatives of these words.
On December 11, 2015, The Dow Chemical Company ("Dow") and E. I. du Pont
de Nemours and Company ("DuPont") entered into an Agreement and Plan of
Merger, as amended on March 31, 2017, (the "Merger Agreement") under
which the companies would combine in an all-stock merger of equals
transaction (the "Merger"). Effective August 31, 2017, the Merger was
completed and each of Dow and DuPont became subsidiaries of DowDuPont
(Dow and DuPont, and their respective subsidiaries, collectively
referred to as the "Subsidiaries").
Forward-looking statements by their nature address matters that are, to
varying degrees, uncertain, including the intended separation, subject
to approval of the Company's Board of Directors and customary closing
conditions of DowDuPont's agriculture, materials science and specialty
products businesses in one or more tax-efficient transactions on
anticipated terms (the "Intended Business Separations"). Forward-looking
statements are not guarantees of future performance and are based on
certain assumptions and expectations of future events which may not be
realized. Forward-looking statements also involve risks and
uncertainties, many of which are beyond the Company's control. Some of
the important factors that could cause DowDuPont's, Dow's or DuPont's
actual results to differ materially from those projected in any such
forward-looking statements include, but are not limited to: (i) costs to
achieve and achieving the successful integration of the respective
agriculture, materials science and specialty products businesses of Dow
and DuPont, anticipated tax treatment, unforeseen liabilities, future
capital expenditures, revenues, expenses, earnings, productivity
actions, economic performance, indebtedness, financial condition,
losses, future prospects, business and management strategies for the
management, expansion and growth of the combined operations; (ii) costs
to achieve and achievement of the anticipated synergies by the combined
agriculture, materials science and specialty products businesses; (iii)
risks associated with the Intended Business Separations, including
conditions which could delay, prevent or otherwise adversely affect the
proposed transactions, including possible issues or delays in obtaining
required regulatory approvals or clearances related to the Intended
Business Separations, associated costs, disruptions in the financial
markets or other potential barriers; (iv) disruptions or business
uncertainty, including from the Intended Business Separations, could
adversely impact DowDuPont's business (either directly or as conducted
by and through Dow or DuPont), or financial performance and its ability
to retain and hire key personnel; (v) uncertainty as to the long-term
value of DowDuPont common stock; and (vi) risks to DowDuPont's, Dow's
and DuPont's business, operations and results of operations from: the
availability of and fluctuations in the cost of feedstocks and energy;
balance of supply and demand and the impact of balance on prices;
failure to develop and market new products and optimally manage product
life cycles; ability, cost and impact on business operations, including
the supply chain, of responding to changes in market acceptance, rules,
regulations and policies and failure to respond to such changes; outcome
of significant litigation, environmental matters and other commitments
and contingencies; failure to appropriately manage process safety and
product stewardship issues; global economic and capital market
conditions, including the continued availability of capital and
financing, as well as inflation, interest and currency exchange rates;
changes in political conditions, including trade disputes and
retaliatory actions; business or supply disruptions; security threats,
such as acts of sabotage, terrorism or war, natural disasters and
weather events and patterns which could result in a significant
operational event for the Company, adversely impact demand or
production; ability to discover, develop and protect new technologies
and to protect and enforce the Company's intellectual property rights;
failure to effectively manage acquisitions, divestitures, alliances,
joint ventures and other portfolio changes; unpredictability and
severity of catastrophic events, including, but not limited to, acts of
terrorism or outbreak of war or hostilities, as well as management's
response to any of the aforementioned factors. These risks are and will
be more fully discussed in the current, quarterly and annual reports
filed with the U. S. Securities and Exchange Commission by DowDuPont.
While the list of factors presented here is, considered representative,
no such list should be considered to be a complete statement of all
potential risks and uncertainties. Unlisted factors may present
significant additional obstacles to the realization of forward-looking
statements. Consequences of material differences in results as compared
with those anticipated in the forward-looking statements could include,
among other things, business disruption, operational problems, financial
loss, legal liability to third parties and similar risks, any of which
could have a material adverse effect on DowDuPont's, Dow's or DuPont's
consolidated financial condition, results of operations, credit rating
or liquidity. None of DowDuPont, Dow or DuPont assumes any obligation to
publicly provide revisions or updates to any forward-looking statements
whether as a result of new information, future developments or
otherwise, should circumstances change, except as otherwise required by
securities and other applicable laws. A detailed discussion of some of
the significant risks and uncertainties which may cause results and
events to differ materially from such forward-looking statements is
included in the section titled "Risk Factors" (Part I, Item 1A) of
DowDuPont's 2017 annual report on Form 10-K.
Discussion of segment revenue, operating EBITDA and price/volume metrics
on a divisional basis for Agriculture is based on the results of the
Agriculture segment; for Materials Science is based on the combined
results of the Performance Materials & Coatings, Industrial &
Infrastructure, and Packaging & Specialty Plastics segments; and for
Specialty Products is based on the combined results of the Electronics &
Imaging, Nutrition & Biosciences, Transportation & Advanced Polymers,
and Safety & Construction segments. The segment disclosures have been
presented in this manner for informational purposes only and should not
be viewed as an indication of each division's current or future
operating results on a standalone basis assuming completion of the
Intended Business Separations.
View source version on businesswire.com:
https://www.businesswire.com/news/home/20181101005475/en/
DowDuPont
Investors:
Greg Friedman
greg.friedman@dupont.com
+1
302-774-4994
or
Media:
Dan Turner
daniel.a.turner@dupont.com
+1
302-996-8372
or
Neal Sheorey
nrsheorey@dow.com
+1
989-636-6347
or
Rachelle Schikorra
ryschikorra@dow.com
+1
989-638-4090
Source: DowDuPont