WILMINGTON, Del., May 11, 2015 /PRNewswire/ -- DuPont (NYSE:
DD) today highlighted support it has received from shareholders for
its execution of the Company's strategic transformation to create a
higher growth, higher value DuPont. The Company issued the
following statement:
DuPont shareholders have a clear choice in this proxy contest:
support DuPont on its path of continued value creation, overseen by
a world-class Board that includes two new change agents
specifically chosen for their operating experience and records of
value creation, Ed Breen and
Jim Gallogly. Many DuPont
shareholders, including California Public Employees Retirement
System (CalPERS), Canadian Pension Plan Investment Board, Robinson
Investment Group, Boston Trust & Investment Management Company
and Lau Associates, have indicated support for the Board and
management team. The current Board and management team have
delivered returns that have outperformed its peers and the market,
while positioning the next generation DuPont for continued
success.
We thank these shareholders, and others, for their support and
urge all DuPont shareholders to vote FOR DuPont's
transformational strategy to deliver higher growth and higher value
by voting on the WHITE proxy card today FOR all of
DuPont's nominees.
In casting its vote for DuPont's 12 nominees, CalPERS noted on
its website:1
- "DuPont has outperformed the S & P 500 and its GICS
industry peers over 1, 3 and 5 years, which is the period the
current CEO has been in position."
- "We believe Trian's nominees do not have sufficient industry
experience to add significant value to the board's quality and
diversity. DuPont's board is diverse, reflects extensive industry
experience and has been refreshed recently."
- "We believe the Trian focus is relatively short term, with
proposed financial measures which include cost cutting which would
reduce research and development. They also propose adding
significant leverage to the balance sheet, which Moody's considers
may affect DuPont's credit rating. The case for further
disaggregation of the business is unclear."
The Company today also highlighted support it has received from
Wall Street analysts and other third party experts
regarding:2
- The higher value of the next generation DuPont: "The
rationale behind the separation of Performance Chemicals is that it
provides [DuPont] the opportunity to advance its strategy as it
transforms into a higher growth company. We believe the remaining
portfolio fits better with [DuPont]'s priorities and should garner
a higher, more appropriate valuation." – Wells Fargo, 5.8.15
- The change already underway at DuPont: "Trian is pushing
for change, but change has been consistent for a lot of years at
DuPont." – Matt Arnold, Edward Jones, 5.9.15
- DuPont's strategic transformation is working: "Kullman
has focused on ridding DuPont of its slow-growth cyclical
businesses, leaving it with high-profit operations that can still
benefit from the company's storied research and development teams.
And her plan is working." – Steve
Gandel, Fortune 5.11.15
- Ellen Kullman's role as an
activist driving that change at DuPont: "The #1 Activist is...
CEO Ellen Kullman. Surprised? Long
before the other obvious answer came along, Ellen was agitating for
improved performance, margin improvement, cost reductions and
portfolio optimization. Please don't take our word for it; consider
Trian's CIO Ed Garden lauding Ellen back in May saying 'She's
basically been an activist within DuPont to get that business to
best-in-class operating metrics.'" – Wells Fargo, 1.12.15
- The Company's performance: "The management at DuPont
have delivered good, really reasonable results. We believe that
Ellen is doing a really good job." – Russell Robinson,
Robinson Investment Group Inc., 1.9.15
- Driving DuPont's profitability: "Trian wants to paint
Kullman's tenure as DuPont's CEO as a disappointment, but it's been
far from that. Even by the hedge fund's own flawed analysis, DuPont
under Kullman has been a profit machine." – Steve Gandel, Fortune 5.11.15
- The role the management team has played in driving
performance: "The current management team deserves tremendous
credit for its thoughtful leadership in DuPont's continued
growth…As a shareholder what I want is investment in research and
development, a strong loyalty by the Company to effective long-term
employees, and a Company concerned as ever about meeting the needs
of its customers. That is the kind of investment that has led to
outstanding shareholder value and sustained growth…" – David Wallace Douglas, shareholder, 4.10.15
- The strength of the DuPont Board: "DuPont currently has
a strong, independent board that includes 10 current or former
chief executives, chief financial officers or chief operating
officers — many of whom have deep scientific and regulatory
knowledge. What then is the basis for replacing four of these
directors with nominees loyal to Mr. Peltz? Among those Mr. Peltz
seeks to replace is DuPont's lead director, Alexander M. Cutler, who is chairman and chief
executive of the Eaton Corporation and a highly regarded corporate
leader." – Bill George, Harvard Business School and a former chairman and
chief executive of Medtronic, 4.9.15
- The essential role of R&D to DuPont: "In the
DuPont/Trian fight, the hedge fund is on record as saying that the
company is not getting a return on its research-and-development
spending. Yet R.& D. — science — is at the very heart of
DuPont's business model and always has been. And it can take years
to turn a scientific advance into a successful product. A DuPont
stripped of much of its R.& D. doesn't just hurt the company;
it hurts the country." – Joe Nocera,
New York Times, 5.8.15
- DuPont's strategic actions: "CEO Ellen Kullman deserves credit for delayering
management, implementing cost cuts, and taking meaningful strategic
actions that have upgraded the composition of DuPont's portfolio."
– Bank of America, 9.18.14
This is a critical time for the future of DuPont shareholders'
investments in the Company. DuPont strongly recommends that
shareholders vote FOR all 12 of DuPont's highly-qualified
nominees the WHITE proxy card today.
Each and Every
Vote is Important!
Shareholders with
questions about how to vote their shares may contact:
INNISFREE M&A
INCORPORATED
Shareholders Call
Toll-Free: (877) 750-9501
Banks and Brokers
Call Collect: (212) 750-5833
REMEMBER:
We urge shareholders
to simply discard any "gold" proxy card they may receive from
Trian. Submitting a vote on the gold proxy card – even if
shareholders "withhold" on Trian's nominees – will revoke any vote
previously submitted on DuPont's WHITE proxy card.
The best way to support the DuPont Board is to vote using ONLY the
WHITE proxy card.
|
DuPont (NYSE: DD) has been bringing world-class science and
engineering to the global marketplace in the form of innovative
products, materials, and services since 1802. The company
believes that by collaborating with customers, governments, NGOs,
and thought leaders, we can help find solutions to such global
challenges as providing enough healthy food for people everywhere,
decreasing dependence on fossil fuels, and protecting life and the
environment. For additional information about DuPont and its
commitment to inclusive innovation, please visit
www.dupont.com.
Forward Looking Statements
This document contains
forward-looking statements which may be identified by their use of
words like "plans," "expects," "will," "believes," "intends,"
"estimates," "anticipates" or other words of similar meaning.
All statements that address expectations or projections about the
future, including statements about the company's strategy for
growth, product development, regulatory approval, market position,
anticipated benefits of recent acquisitions, timing of anticipated
benefits from restructuring actions, outcome of contingencies, such
as litigation and environmental matters, expenditures and financial
results, are forward looking statements. 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 the company's actual
results to differ materially from those projected in any such
forward-looking statements are: fluctuations in energy and raw
material prices; failure to develop and market new products and
optimally manage product life cycles; ability to respond to market
acceptance, rules, regulations and policies affecting products
based on biotechnology; significant litigation and environmental
matters; failure to appropriately manage process safety and product
stewardship issues; changes in laws and regulations or political
conditions; global economic and capital markets conditions, such as
inflation, interest and currency exchange rates; business or supply
disruptions; security threats, such as acts of sabotage, terrorism
or war, weather events and natural disasters; ability to protect
and enforce the company's intellectual property rights; successful
integration of acquired businesses and separation of
underperforming or non-strategic assets or businesses and
successful completion of the proposed spinoff of the Performance
Chemicals segment including ability to fully realize the expected
benefits of the proposed spinoff. The company undertakes no duty to
update any forward-looking statements as a result of future
developments or new information.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
DuPont has filed a definitive proxy statement with the U.S.
Securities and Exchange Commission (the "SEC") with respect to the
2015 Annual Meeting. DUPONT STOCKHOLDERS ARE STRONGLY ENCOURAGED TO
READ THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS AND
SUPPLEMENTS), THE ACCOMPANYING WHITE PROXY CARD AND OTHER DOCUMENTS
FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN
IMPORTANT INFORMATION.
DuPont, its directors, executive officers and other employees
may be deemed to be participants in the solicitation of proxies
from DuPont stockholders in connection with the matters to be
considered at DuPont's 2015 Annual Meeting. Information about
DuPont's directors and executive officers is available in DuPont's
definitive proxy statement, filed with the SEC on March 23, 2015, for its 2015 Annual Meeting. To
the extent holdings of DuPont's securities by such directors or
executive officers have changed since the amounts printed in the
proxy statement, such changes have been or will be reflected on
Statements of Change in Ownership on Form 4 filed with the
SEC. Information regarding the identity of potential
participants, and their direct or indirect interests, by security
holdings or otherwise, is set forth in the definitive proxy
statement and, to the extent applicable, will be updated in other
materials to be filed with the SEC in connection with DuPont's 2015
Annual Meeting. Stockholders will be able to obtain any proxy
statement, any amendments or supplements to the proxy statement and
other documents filed by DuPont with the SEC free of charge at the
SEC's website at www.sec.gov. Copies also will be available free of
charge at DuPont's website at www.dupont.com or by contacting
DuPont Investor Relations at (302) 774-4994.
1 www.calpers-governance.org. Permission to use
quotations was neither sought nor obtained.
2 Permission to use quotations was neither sought nor
obtained.
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SOURCE DuPont