AS FILED WITH THE SEC ON 06/06/2016
Significant Progress on Execution of Planned Merger of Equals
4Q15
HartScottRodino
Filing
Filed on
1/27/16
S-4
Filing
ROW
Competition
Effective
Filings
6/9/16
2Q16/
3Q16
2017-2018
Shareholder
Vote
Stand Up SpinCos1
Close
2H16
Complete Spins1
Dow:
7/20/16
DuPont:
In process 7/20/16
Drive close of transaction
CLOSE
Signed
12/11/15
2016
Prepare to operate MergeCo
Operation of public
MergeCo
Plan to operate three business portfolios
& ensure synergy capture
Capture >$3B of cost
synergies
Prepare for intended spins
Achieve 100% run-rate <24
mo. after close
Spin as soon as possible
Each Company’s Planning Teams are Making Progress to Expedite Synergy
Capture Upon Merger Closing; Carve-out Financial Work Underway
1.
Subject to DowDuPont Board Approval.
1
We are Taking a Joint Approach to Integration
Steering Committee
Accountable to shareholders to deliver value from the
merge/spin
according to the merger agreement
Ed Breen, Chairman & CEO
Stacy Fox, SVP & General Counsel
Nick Fanandakis, EVP & CFO
Rick Olson, SVP - Corporate Services
Andrew Liveris, Chairman & CEO
Charles Kalil, General Counsel & EVP
Howard Ungerleider, Vice Chairman & CFO
Jim Fitterling, President & COO
JOINT INTEGRATION MANAGEMENT OFFICE
Provide guidance and support to both the businesses and functions of Dow and DuPont in preparation for Day 1
of the combined company and in standing up the intended three strong, independent companies thereafter.
Master
Planning
Value
Capture Planning
Organization Design
Guidance
Change Management
& Communications
Architect integration and
coordinate Day One
planning
Deliver $3B+ of synergies
Support each SpinCo to
build an organization
tailored to its strategy
Support change
management and design
communication programs
41