WASHINGTON, June 15, 2017 – DuPont and Dow Chemical have received approval from the Justice Department’s Antitrust Division for their merger, a combination that will create the world’s largest crop protection and seeds company.
As part of the deal, Delaware-based DuPont will divest certain parts of its crop protection portfolio to resolve concerns that the deal would stifle competition and raise prices for consumers. In the same regard, Dow, headquartered in Midland, Mich., also has agreed to sell off its global Ethylene Acrylic Acid copolymers and ionomers business, the companies said in a joint release.
“We are very pleased that the DOJ has approved this transaction,” said Andrew Liveris, Dow's chairman and chief executive officer. "With today’s DOJ clearance, we have taken a significant step forward in bringing together these two iconic enterprises, and in the subsequent intended separation into three leading, independent innovation-based science companies that will generate significant benefits for all stakeholders."
Liveris was referring to plans to split the merged company into three: a materials-science company that will keep the Dow name, and businesses that will focus on agriculture and specialty products.
DuPont CEO Ed Breen, said that going forward, “the intended subsequent spin-offs are expected to unlock significant value for shareholders, as we execute our plan for each company to be a growth-oriented leader in attractive segments where global challenges are generating strong demand for their distinctive offerings.”
“The Department of Justice conducted a thorough investigation into this merger,” said Acting Assistant Attorney General Andrew Finch of the Justice Department’s Antitrust Division in a news release. “As originally proposed, the merger would have eliminated important competition between Dow and DuPont in the development and sale of insecticides and herbicides that are vital to American farmers who plant winter wheat and various specialty crops. In addition, it would have given the merged company a monopoly over ethylene derivatives known as acid copolymers and ionomers that are used to manufacture many products, including food packaging. The remedies obtained by today’s settlement, including the divestiture of DuPont’s market-leading Finesse and Rynaxypyr crop protection products, will preserve vigorous competition in the sale of these products and benefit American farmers and consumers alike.”
The companies reiterated that the merger transaction is expected to generate cost synergies of approximately $3 billion and growth synergies of approximately $1 billion.
The proposed agreement with DOJ remains subject to court approval. The companies said it does not require any additional divestitures and that no further approvals are required in the U.S. for the merger to close. They also reaffirmed their expectation to close the combination in August, with the intended spin-offs to occur within 18 months of closing.
To date, Dow and DuPont have obtained clearance in many jurisdictions, including approvals in the U.S., Europe, Brazil and China. The companies said they are working with regulators in the remaining jurisdictions to obtain clearance for the merger and are making progress in fulfilling the requirements of the conditional approvals that have already been received.
The Dow-DuPont union is of one of three that could have big effects on farmers around the world. Bayer AG is seeking approval to buy Monsanto, and China National Chemical Corp., or ChemChina, is in the process of buying Syngenta.