Announces Additional Director Appointees for
Future Board of Directors
Regulatory News:
International Flavors & Fragrances (NYSE: IFF) (Euronext
Paris: IFF) (TASE: IFF) and DuPont (NYSE: DD), building on the
previously announced merger between IFF and DuPont’s Nutrition
& Biosciences (N&B) business, today shared the new guiding
purpose and vision, operating model and Executive Committee for the
intended combined company.1 The companies continue to expect that
the transaction will close in the first quarter of 2021.
“The past few months have affirmed the essential role our
respective businesses play in delivering industry-leading solutions
to our partners around the world. Our teams have risen to the
challenge in a way that gives me even greater confidence in the
potential of IFF and N&B to shape the future of our industry
together,” said Andreas Fibig, IFF Chairman and Chief Executive
Officer, who will continue these roles with the combined company.
“Our joint Integration Management Office has remained closely
focused on developing the plans and structures to bring our
combination with N&B to life. We are thrilled to announce the
progress that we have made to identify a leadership team comprising
the best-of-both organizations and an operating philosophy that
builds on our combined deep histories of creativity, innovation and
caring for our communities. This is a truly transformative moment
for us and one that will present tremendous opportunities for all
our stakeholders, including our employees, customers and
shareholders.”
“I am proud of the hard work that our teams have done to build
the foundation needed to bring IFF and N&B together while
continuing to manage our respective global businesses through these
challenging times,” said Ed Breen, DuPont Executive Chairman and
Chief Executive Officer, and incoming board member of the combined
company. “The future executive team for the combined company is
comprised of highly qualified leaders with deep knowledge and
expertise in their respective areas. Together, this balanced team
is well-equipped to position the new company for growth and unlock
the long-term value of the IFF and N&B combination.”
Guiding Purpose and Vision
The combined company will be guided by a purpose and vision that
touches on the core strengths of each business, helping unify the
future organization toward one shared goal. The combined company’s
purpose, Applying science and creativity for a better world,
continues to push past traditional industry boundaries and commits
to be a force for a better and more sustainable future. Core to the
combined company’s strategy for success, a central vision will
guide future strategy and initiatives: Be the partner for essential
solutions. With this simple statement, the combined company
declares that it intends to play a vital leadership role in the
global food, beverage, beauty, household, personal care, and
pharmaceutical supply chains and is committed to doing more good
for its customers, its people and its communities.
Commented Fibig, “Together with N&B, new IFF will be an
extraordinary business with an extraordinary team around the world,
so we need a purpose and a vision that can guide us to even greater
heights. Each time that IFF has set a new aspiration, we have
worked together to exceed our expectations and work side-by-side
with our customers to change our industry. We will drive greater
R&D discoveries, expand our customers’ opportunities by
creating the industry’s first truly integrated solutions and change
our communities, and our world, for the better.”
Operating Model
The combined company’s organizational and go-to-market model
will leverage the capabilities and offerings of both organizations
to create a sustainable framework that best-positions their teams,
customers and shareholders for success on Day One and well into the
future. With best-in-class capabilities and talent, the combined
company will be uniquely positioned to successfully integrate both
businesses and meet synergy commitments, anticipate customer needs
faster and deliver on its long-term growth and profitability
goals.
The organization will include four divisions2:
Taste, Food & Beverage Bringing
together IFF’s Taste division and N&B’s Food & Beverage
segment, Taste, Food & Beverage will represent approximately
$6.1 billion in pro forma 2019 net sales for the combined company.
IFF’s Taste offering includes flavor compounds and natural taste
solutions, such as Savory Solutions and Inclusions. N&B’s food
and beverage portfolio includes natural and plant-based specialty
food ingredients, such as Functional Solutions, Protein Solutions
and Emulsifiers & Sweeteners. As the combined company’s largest
division and with significant opportunity in integrated solutions,
Chairman and CEO Andreas Fibig intends to be actively involved in
guiding this division to achieve the compelling benefits of this
combination.
Scent Composed of IFF’s Scent
division, the combined company’s Scent division will represent
approximately $2.0 billion in pro forma 2019 net sales for the
combined company. The Scent offering includes Fine Fragrance,
Consumer Fragrance and Cosmetic Actives segments, as well as
natural and synthetic ingredients.
Health & Biosciences The
combined company’s Health & Biosciences (H&B) division will
represent approximately $2.3 billion in pro forma 2019 net sales
for the combined company. This division will contain N&B’s
current Health & Biosciences business, with the exception of
food protection, which will become part of the combined company’s
Taste, Food & Beverage division. IFF’s legacy Health
Ingredients and parts of Natural Products Solutions will also
become part of the new H&B division. This portfolio will
include sustainable, clean label and high-performance solutions
such as Probiotics, Infant Nutrition, HMO, Fibers; Cultures, Food
Enzymes; Home & Personal Care; Animal Nutrition; Biorefineries
and Microbial Control.
Pharma Solutions The Pharma
Solutions division at the combined company, composed of N&B’s
current Pharma Solutions business, will represent approximately
$0.8 billion in pro forma 2019 net sales for the combined company.
This portfolio will include N&B’s leading functional excipients
for pharma and dietary supplements, as well as cellulosic products
for industrial applications. This offering will provide specific
solutions such as: controlled and immediate release dosage formats,
soft and hard capsules and alginates for anti-reflux
applications.
A new Integrated Solutions Center of Excellence will be created
to focus on incubating new business opportunities in total product
solutions. In addition, IFF will establish a Center for Commercial
Excellence to support business and commercial teams through
development of best practices, customer insights analysis, resource
deployment and the optimization of pricing strategies and
solutions. Each group will be led by a newly appointed senior
executive that will report to Chairman and CEO Andreas Fibig.
The divisions will be supported by a centrally-led functional
excellence model, including Finance, Operations, Research &
Development, Human Resources, IT, Investor Relations &
Communications and Legal.
Executive Committee
The Executive Committee of the combined company will
include:
Andreas Fibig, Chairman and CEO Mr. Fibig has served as IFF
Chairman and Chief Executive Officer since 2014, where he has
overseen the organization’s transformational strategy and
industry-leading sustainability efforts. He joined the IFF Board in
2011.
Rustom Jilla, Executive Vice President, Chief Financial Officer
Mr. Jilla has served as IFF’s Executive Vice President and Chief
Financial Officer since January 2020 and brings deep experience in
leading global financial organizations. He has held Chief Financial
Officer roles for several public companies through his career.
Matthias Haeni, President, Taste, Food & Beverage Mr. Haeni
has led IFF’s Flavors division since 2014, where he has overseen
the division’s strategy and commercial and creative execution. He
previously held leadership roles for IFF’s Flavors business in EAME
and Greater Asia.
Amy Byrick, President, Taste, Food & Beverage Ms. Byrick has
served as Platform Leader, Food and Beverage for N&B since
2019, where she has overseen the company’s specialty food
ingredients business. She joined DuPont in 2017 as Global Business
Unit Leader for DuPont Nutrition & Health.
Nicolas Mirzayantz, President, Scent Mr. Mirzayantz has served
as lead of IFF’s Fragrances business since 2006, where he is
responsible for driving the business’ strategy and execution. Mr.
Mirzayantz joined IFF’s Creative Center in Paris in 1988 and has
held positions of increased responsibility throughout his 30-year
career with the company.
Simon Herriott, President, Health & Biosciences Mr. Herriott
has served as Platform Leader, Health & Biosciences for N&B
since 2019. In a 16-year career with DuPont, he has driven top-line
growth and operational effectiveness through innovation and supply
chain development.
Angela Strzelecki, President, Pharma Solutions Dr. Strzelecki
has served as Platform Leader, Pharma Solutions for N&B since
2019. Over a nearly 30-year career at DuPont, she has held roles of
increased responsibility across the company’s diverse business
divisions.
Greg Yep, Executive Vice President, Global Integrated Solutions
Officer Dr. Yep has served as IFF’s Executive Vice President, Chief
Global Scientific & Sustainability Officer since 2016, a role
in which he guides the company’s commercially focused global
R&D strategy and leads the company’s global sustainability
efforts.
Greg Soutendijk, Senior Vice President, Commercial Excellence
Mr. Soutendijk has served as IFF’s Head of Corporate Development
since 2015 and has played a key role in IFF’s transformational
strategy to move into integrated solutions. He previously led the
successful acquisition of Frutarom.
Angela Naef, Executive Vice President, Chief Research &
Development Officer Dr. Naef has led N&B’s Global Technology
& Innovation organization since 2015 and currently co-leads the
joint Integration Management Office (IMO), overseeing the broader
vision and strategy for bringing IFF and the N&B business
together. She holds a Ph.D. in Physical Chemistry from University
of California, Davis.
Susana Suarez Gonzalez, Executive Vice President, Chief Human
Resources and Diversity & Inclusion Officer Dr. Suarez Gonzalez
has served as Executive Vice President, Chief Human Resources
Officer at IFF since 2016, a role in which she is responsible for
IFF’s Human Capital strategy. Since joining the organization, she
has championed the growth and development of IFF people aligning HR
to IFF’s business strategy while launching a solid D&I
platform.
Francisco Fortanet, Executive Vice President, Global Operations
Officer Mr. Fortanet has served as IFF’s Executive Vice President,
Operations since 2012, where he has broad-scale responsibilities
for IFF’s global operations, ranging from procurement through
manufacturing. He joined IFF in 1995.
Vic Verma, Executive Vice President, Chief Information Officer
Mr. Verma has served as IFF’s Chief Information Officer since 2016.
He is responsible for delivering on the company’s global
information technology strategy, the digital technology
transformation program and overseeing infrastructure, data,
application delivery and end user services across the
enterprise.
Michael DeVeau, Senior Vice President, Chief Investor Relations
& Communications Officer Mr. DeVeau has led IFF’s Investor
Relations and Communications groups, while serving as Chief of
Staff, since 2014. In these roles, he has built a robust investor
engagement and corporate communications program, while overseeing
IFF’s reputation management efforts. Since joining the organization
in 2009, Mr. DeVeau has held several roles in communications,
investor relations, finance and corporate strategy.
Etienne Laurent, Senior Vice President, Finance & Corporate
Strategy Mr. Laurent has served as Divisional CFO for N&B since
2014, leading the division’s finance function, acquisition and
integration processes, and preparing for external reporting
communication cycles. In his role with the combined company, he
will report to CFO Rustom Jilla for his financial planning &
analysis responsibilities and to Chairman and CEO Andreas Fibig for
corporate strategy matters.
Jennifer Johnson, Executive Vice President, General Counsel Dr.
Johnson has led N&B’s legal department since 2019 and has held
various legal leadership roles since she joined DuPont in 2013. She
has driven critical litigation wins, significant changes to
N&B’s patent strategy, and complex M&A transactions. She
holds a Ph.D. in Plant Biology from University of California,
Berkeley.
Anne Chwat, IFF’s current Executive Vice President, General
Counsel and Corporate Secretary, has informed us of her desire to
retire from the Company in early 2021. She has agreed to remain
with the Company for a period following the consummation of the
transaction to work with Ms. Johnson to ensure a smooth integration
and transition.
Dr. Matthias Heinzel, President, Nutrition & Biosciences
will continue to lead the N&B segment for DuPont and work
closely with Andreas Fibig on the integration until the close of
the transaction, at which time he will leave DuPont to pursue other
opportunities as a chief executive.
Board of Directors
IFF and DuPont also announced progress in creating the board of
directors for the new company.
As previously announced, DuPont Executive Chairman and CEO, Ed
Breen, will join the board of the combined company as a DuPont
designee following the close of the transaction and will serve as
Lead Independent Director starting June 1, 2021. The companies
announced two additional DuPont director designees today. The full
board of directors will be named prior to close of the
transaction.
Dr. Matthias Heinzel, N&B President, will be appointed to
join the Board of Directors of IFF following the close of the
transaction. Under his leadership, Mr. Heinzel has strategically
transformed the N&B business driving customer-focused
innovation, operational effectiveness and multiple business
integrations. As an independent director, his extensive global
management experience and deep knowledge of the industry will
support the future Company as it unlocks the value of the
merger.
Carol A. (John) Davidson will also be appointed to join the
Board of Directors of the future combined company following the
close of the transaction. Mr. Davidson is a CPA with more than 30
years of leadership experience across multiple industries. He has
held a variety of leadership roles at Tyco International Ltd. and
Dell Inc. and financial leadership roles at Eastman Kodak Company.
Mr. Davidson is the lead independent director for Legg Mason and
serves on the Board of TE Connectivity.
Fibig concluded, “It is clear that IFF and N&B bring
together best-in-class talent, industry-leading capabilities and
unmatched insight to anticipate what will be essential to
tomorrow’s consumers. I want to thank Anne for her many years of
service and her continued dedication in guiding our teams through
this merger. Her impact on IFF is impossible to measure. I am also
encouraged by the world-class board of directors we are beginning
to assemble for our new company with Ed, Matthias and John. With
this team, I know our combined company will chart a new path
forward for our industry and have a powerful impact on the world
around us.”
The transaction is subject to approval by IFF shareholders and
customary closing conditions, including regulatory approvals. The
companies secured U.S. antitrust approval for the pending
combination in March 2020. As part of the transaction, IFF’s
largest shareholder, Winder Investments, has agreed to vote in
favor of the transaction. The parties continue to target closing
the deal in the first quarter of 2021.
Additional information about the combination of IFF and N&B
can be found at www.strongerinnovationtogether.com.
About IFF
At IFF (NYSE:IFF) (Euronext Paris:IFF) (TASE:IFF), we’re using
Uncommon Sense to create what the world needs. As a collective of
unconventional thinkers and creators, we put science and artistry
to work to create unique and unexpected scents, tastes, experiences
and ingredients for the products our world craves. Learn more at
iff.com, Twitter, Facebook, Instagram, and LinkedIn.
About DuPont
DuPont (NYSE: DD) is a global innovation leader with
technology-based materials, ingredients and solutions that help
transform industries and everyday life. Our employees apply diverse
science and expertise to help customers advance their best ideas
and deliver essential innovations in key markets including
electronics, transportation, construction, water, health and
wellness, food and worker safety. More information can be found at
www.dupont.com.
About DuPont Nutrition & Biosciences
DuPont Nutrition & Biosciences applies expert science to
advance market-driven, healthy and sustainable solutions for the
food, beverage, dietary supplement and pharmaceutical industries.
We also use cutting-edge biotechnology across a range of markets to
advance bio-based solutions to meet the needs of a growing
population, while protecting our environment for future
generations. We are innovative solvers who help our customers turn
challenges into high-value business opportunities. For more
information: www.dupontnutritionandhealth.com or
www.biosciences.dupont.com.
Additional Information and Where to Find It
This communication is not intended to and shall not constitute
an offer to sell or the solicitation of an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote of approval, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended (the “Securities Act”). In connection with the proposed
combination of Nutrition & Biosciences, Inc. (“N&B”), a
wholly owned subsidiary of DuPont, and IFF, which will immediately
follow the proposed separation of N&B from DuPont (the
“proposed transaction”), IFF has filed a registration statement on
Form S-4 and N&B has filed a registration statement on Form
S-4/S-1 on May 7, 2020, each of which contains a prospectus. In
addition, on May 7, 2020, IFF filed a preliminary proxy statement
on Schedule 14A in connection with the proposed transaction. Each
of IFF and N&B expects to file amendments to these filings
before they become effective. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE REGISTRATION STATEMENTS, PROSPECTUS, PROXY
STATEMENT, ANY AMENDMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT
DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT IFF, N&B, MERGER SUB I, MERGER SUB
II AND THE PROPOSED TRANSACTION. A definitive proxy statement will
be sent to shareholders of IFF seeking approval of the proposed
transaction. The documents relating to the proposed transaction
(when they are available) can be obtained free of charge from the
SEC’s website at www.sec.gov. Free
copies of these documents, once available, and each of the
companies’ other filings with the SEC may also be obtained from the
respective companies by contacting the investor relations
department of DuPont or IFF.
Cautionary Note on Forward-Looking Statements
This communication contains “forward-looking statements” within
the meaning of the federal securities laws, including Section 27A
of the Securities Act, and Section 21E of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”). 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,” similar
expressions, and variations or negatives of these words.
Forward-looking statements by their nature address matters that
are, to different degrees, uncertain, such as statements about the
proposed transaction, the expected timetable for completing the
proposed transaction, the benefits and synergies of the proposed
transaction, future opportunities for the combined company and
products, the benefits of the proposed organizational and operating
model of the combined company and any other statements regarding
DuPont’s, IFF’s and N&B’s future operations, financial or
operating results, capital allocation, dividend policy, debt ratio,
anticipated business levels, future earnings, planned activities,
anticipated growth, market opportunities, strategies, competitions,
and other expectations and targets for future periods. There are
several factors which could cause actual plans and results to
differ materially from those expressed or implied in
forward-looking statements. Such factors include, but are not
limited to, (1) the parties’ ability to meet expectations regarding
the timing, completion and accounting and tax treatments of the
proposed transaction, (2) changes in relevant tax and other laws,
(3) any failure to obtain necessary regulatory approvals, approval
of IFF’s shareholders, anticipated tax treatment or any required
financing or to satisfy any of the other conditions to the proposed
transaction, (4) the possibility that unforeseen liabilities,
future capital expenditures, revenues, expenses, earnings,
synergies, economic performance, indebtedness, financial condition,
losses, future prospects, business and management strategies that
could impact the value, timing or pursuit of the proposed
transaction, (5) risks and costs and pursuit and/or implementation
of the separation of N&B, including timing anticipated to
complete the separation, any changes to the configuration of
businesses included in the separation if implemented, (6) risks
related to indemnification of certain legacy liabilities of E. I.
du Pont de Nemours and Company (“Historical EID”) in connection
with the distribution of Corteva Inc. on June 1, 2019 (the “Corteva
Distribution”), (7) potential liability arising from fraudulent
conveyance and similar laws in connection with DuPont’s
distribution of Dow Inc. on April 1, 2019 and/or the Corteva
Distributions (the “Previous Distributions”), (8) failure to
effectively manage acquisitions, divestitures, alliances, joint
ventures and other portfolio changes, including meeting conditions
under the Letter Agreement entered in connection with the Corteva
Distribution, related to the transfer of certain levels of assets
and businesses, (9) uncertainty as to the long-term value of DuPont
common stock, (10) potential inability or reduced access to the
capital markets or increased cost of borrowings, including as a
result of a credit rating downgrade, (11) inherent uncertainties
involved in the estimates and judgments used in the preparation of
financial statements and the providing of estimates of financial
measures, in accordance with the accounting principles generally
accepted in the United States of America and related standards, or
on an adjusted basis, (12) the integration of IFF and its Frutarom
business and/or N&B being more difficult, time consuming or
costly than expected, (13) the failure to achieve expected or
targeted future financial and operating performance and results,
(14) the possibility that IFF may be unable to achieve expected
benefits, synergies and operating efficiencies in connection with
the proposed transaction within the expected time frames or at all
or to successfully integrate Frutarom and N&B, (15) customer
loss and business disruption being greater than expected following
the proposed transaction, (16) the impact of divestitures required
as a condition to consummation of the proposed transaction as well
as other conditional commitments, (17) legislative, regulatory and
economic developments; (18) an increase or decrease in the
anticipated transaction taxes (including due to any changes to tax
legislation and its impact on tax rates (and the timing of the
effectiveness of any such changes)), (19) potential litigation
relating to the proposed transaction that could be instituted
against DuPont, IFF or their respective directors, (20) risks
associated with third party contracts containing consent and/or
other provisions that may be triggered by the proposed transaction,
(21) negative effects of the announcement or the consummation of
the transaction on the market price of DuPont’s and/or IFF’s common
stock, (22) risks relating to the value of the IFF shares to be
issued in the transaction and uncertainty as to the long-term value
of IFF’s common stock, (23) the impact of the failure to comply
with U.S. or foreign anti-corruption and anti-bribery laws and
regulations, (24) the ability of N&B or IFF to retain and hire
key personnel, (25) the risk that N&B, as a newly formed entity
that currently has no credit rating, will not have access to the
capital markets on acceptable terms, (26) the risk that N&B and
IFF will incur significant indebtedness in connection with the
potential transaction, and the degree to which IFF will be
leveraged following completion of the potential transaction may
materially and adversely affect its business, financial condition
and results of operations, (27) the ability to obtain or consummate
financing or refinancing related to the transaction upon acceptable
terms or at all, (28) that N&B may not achieve certain targeted
cost and productivity improvements, which could adversely impact
its results of operations and financial condition, (29) the risk
that natural disasters, public health issues, epidemics and
pandemics, including the novel coronavirus (COVID-19), or the fear
of such events, could provoke responses that cause delays in the
anticipated transaction timing or the completion of transactions
related thereto, including, without limitation, as a result of any
government or company imposed travel restrictions or the closure of
government offices and resulting delays with respect to any matters
pending before such governmental authorities and (30) other risks
to DuPont’s, N&B’s and IFF’s business, operations and results
of operations including from: 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 tariffs, trade
disputes and retaliatory actions; impairment of goodwill or
intangible assets; the availability of and fluctuations in the cost
of energy and raw materials; business or supply disruption,
including in connection with the Previous Distributions; security
threats, such as acts of sabotage, terrorism or war, natural
disasters and weather events and patterns, disasters, public health
issues, epidemics and pandemics, including COVID-19, or the fear of
such events, and the inherent unpredictability, duration and
severity of such events, which could result in a significant
operational event for DuPont, N&B or IFF, adversely impact
demand or production; ability to discover, develop and protect new
technologies and to protect and enforce DuPont’s, N&B’s or
IFF’s intellectual property rights;, as well as management’s
response to any of the aforementioned factors. These risks, as well
as other risks associated with the proposed merger, are more fully
discussed in the registration statement and proxy statement filed
by IFF and the registration statement filed by N&B. While the
list of factors presented here is, and the list of factors
presented in the registration statements filed by each of IFF or
N&B in connection with the transaction are, 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. Further lists and
descriptions of risks and uncertainties can be found in IFF’s
annual report on Form 10-K for the year ended December 31, 2020,
DuPont’s annual report on Form 10-K for the year ended December 31,
2020, and each of IFF’s and DuPont’s respective subsequent reports
on Form 10-Q, Form 10-K and Form 8-K, the contents of which are not
incorporated by reference into, nor do they form part of, this
announcement. Any other risks associated with the proposed
transaction are more fully discussed in the registration statements
filed with the SEC. While the list of factors presented here is,
and the list of factors presented in a registration statement of
IFF or N&B would be, 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
IFF’s, DuPont’s or N&B’s consolidated financial condition,
results of operations, credit rating or liquidity. None of IFF,
DuPont nor N&B 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.
Participants in the Solicitation
This communication is not a solicitation of a proxy from any
investor or security holder. However, DuPont, IFF and certain of
their respective directors and executive officers may be deemed to
be participants in the solicitation of proxies in connection with
the proposed transaction under the rules of the SEC. Information
about the directors and executive officers of DuPont may be found
in its Annual Report on Form 10-K filed with the SEC on February
14, 2020 and its definitive proxy statement filed with the SEC on
April 9, 2020. Information about the directors and executive
officers of IFF may be found in its definitive proxy statement
filed with the SEC on March 24, 2020 and its preliminary proxy
statement relating to the proposed transaction filed with the SEC
on May 7, 2020. Other information regarding the participants in the
proxy solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the registration statements, prospectuses and proxy statement and
other relevant materials to be filed with the SEC when they become
available.
1 The combined company will be formed upon the merger closing,
subject to IFF shareholder approval, regulatory approval and
customary closing conditions. 2 The value of each division reflects
2019 net sales on a combined company pro forma basis per the
unaudited condensed combined pro forma financial information of IFF
and Nutrition & Biosciences in IFF’s registration statement on
Form S-4 and Nutrition & Biosciences registration statement in
Forms S-1 and S-4, each as initially filed with the US Securities
Exchange Commission on May 7, 2020.
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IFF Contact Information
Michael DeVeau Michael.DeVeau@iff.com +1 212-708-7164
DuPont Investors: Leland
Weaver Leland.weaver@dupont.com +1 302-999-2477
DuPont Media: Dan Turner
Daniel.a.turner@dupont.com +1 302-299-7628
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