U.S.

DuPont And Dow Agree On Terms For Huge Merger

By Bill Chappell

Published December 11, 2015 at 6:18 AM CST

Specialist Thomas McArdle (left) works with traders at the post that handles Dow Chemical on the floor of the New York Stock Exchange. If a proposed merger goes through, Dow's and DuPont's respective shareholders would own about half of the new entity.

The two largest chemical companies in America will become one entity named DowDuPont, as Dow Chemical and DuPont say they're joining in a "merger of equals." The new company will have a market capitalization of around $130 billion.

After the merger, the resulting behemoth would be split into what Dow Chairman and CEO Andrew Liveris calls "three powerful new companies," with a combined revenue of around $83 billion.

Now that the two companies' boards of directors have agreed to terms, their shareholders will also need to affirm the merger. Terms of the agreement state that Dow shareholders will get 1 share of the new enterprise for each Dow share they own, while DuPont shareholders will get 1.28 shares. They will own about 50 percent of the new enterprise.

The massive deal also will need the approval of federal regulators.

The deal is expected to close in the second half of 2016, with the segmentation taking place up to two years later.

The three corporations will have distinct identities, according to a news release announcing the merger. Here's a list of relevant quotes, along with the projected revenue for each proposed company:

Agriculture: "Leading global pure-play agriculture company that unites DuPont's and Dow's seed and crop protection businesses." Revenue: $19 billion.

Material Science: "A pure-play industrial leader, consisting of DuPont's Performance Materials segment, as well as Dow's Performance Plastics, Performance Materials and Chemicals, Infrastructure Solutions, and Consumer Solutions ... operating segments." Revenue: $51 billion.

Specialty Products: "The businesses will include DuPont's Nutrition & Health, Industrial Biosciences, Safety & Protection and Electronics & Communications, as well as the Dow Electronic Materials business." Revenue: $13 billion.

As NPR's Yuki Noguchi reports:

"Both Dow and DuPont are over a century old, and came of age at the dawn of industrialization. The erstwhile rivals supplied products for everything from plastic wrap to components for weapons. Since then, the companies have shed some of their consumer brands but still compete mostly in agricultural products and industrial chemicals."