DOVER, Del. (AP) — Dow Chemical and the DuPont will attempt to merge in an all-stock deal that would create a colossal chemical producer worth $130 billion, before splitting into three separate companies.
The deal announced Friday is being billed a merger of equals, to be called DowDuPont. The plan is to then split DowDuPont into three companies, one focused materials, one on agriculture and the last on specialty products.
A merger of DuPont and Dow, each with a market capitalization of more than $60 billion, would create the world’s second-largest chemical company, behind BASF SE. DuPont employs more than 60,000 people worldwide, while Dow has more than 50,000 employees. The merger likely would result in significant job cuts because of overlapping businesses.
“DuPont has always been a great partner with our state, and we expect the lines of communication to remain open if anything significant were to materialize,” said Kelly Bachman, a spokeswoman for Delaware Gov. Jack Markell.
Dow was founded in 1897 by Canadian-born chemist Herbert Dow to produce bleach using new technology he had developed to extract chlorine from brine. The DuPont Co. was founded in 1802 by French immigrant E.I. DuPont, who established a gunpowder manufacturing operation along the Brandywine River in Wilmington.
In the years since, the two companies expanded into a wide range of specialty and commodity chemical operations resulting in a variety of iconic products, from the Ziploc sandwich bags and Saran wrap developed by Dow to Dupont’s Teflon coatings and Kevlar body armor.
In recent years, however, both companies have focused on agriculture, as global demand for increased food supplies has driven sales of genetically engineered seeds, fertilizer, herbicides and pesticides.
In 2006, DuPont’s agricultural unit was its fourth-biggest business by operating income. By 2008, the ag unit was the company’s largest business segment, and it has been a perennial earnings leader in recent years.
Dow AgroSciences, meanwhile, had global sales of $7.3 billion in 2014. However, the two companies have struggled recently with weak agriculture sales as falling crop prices have put pressure on suppliers of seeds and pesticides while fueling merger discussions within the industry.
“I’m not naive about what’s going on in the ag space right now,” DuPont CEO Edward Breen said in an October analyst call. “…. I am personally talking to the CEOs of some of the other companies. So something will give here on the ag side. And I would say, just looking at it, consolidation should happen.”
Similarly, Dow CEO Andrew Liveris told analysts in October that there were “potential synergies in a newly consolidating agricultural market” regarding Dow AgroSciences. Meanwhile, the two companies have undertaken significant cost-cutting efforts in recent years amid increased shareholder pressure to boost profits and improve margins.
Former DuPont CEO Ellen Kullman abruptly resigned in October, just a few months after successfully fending off a proxy challenge by Trian Fund Management, a hedge fund led by activist investor Nelson Peltz. Peltz has called for DuPont’s agriculture, nutrition and health and industrial biosciences units to be combined into a single growth company, separate from the more cyclical businesses of performance materials, safety and protection, and electronics and communication.
Similarly, Dow has been under pressure from hedge fund Third Point LLC, lead by activist investor Dan Loeb, to split its specialty chemical and petrochemical businesses. Dow avoided a potential proxy fight last year by adding four independent directors to its board, giving seats to two Loeb nominees.
Dow announced earlier this year that it was selling its AgroFresh specialty chemical business to buyout company Boulevard Acquisition Corp. for $860 million. The company also announced in May that it was cutting between 1,500 and 1,750 jobs, or about 3 percent of its global workforce, as it prepared to close a $5 billion deal to sell much of its chlorine operations to Olin Corp.
Meanwhile, DuPont completed a spinoff this year of its struggling performance chemicals unit into a separate company called Chemours.