DuPont Swaps Pestidices for FMC’s Nutriceuticals

Complying with the EU’s conditions for approval of its $130 million merger with Dow Chemical, DuPont has agreed to sell its chewing pest insecticides, broadleaf herbicides portfolio and forward-looking pipeline to US-based FMC Corporation in exchange for that company’s health ingredients business.

News of the swap came on Mar. 31, days after the EU became the first regulatory authority to approve the fusion of the two US chemical giants, with strings attached, and just after DuPont’s announcement to employees that it planned to sell the businesses. It also fulfils the European antitrust authority’s stipulation that consolidation in the agrochemicals industry should not stifle innovation.

To even out the positions, FMC will make a $1.2 billion payment to DuPont, reflecting the large gap in value. The new transaction will further delay the merger’s closing, the Delaware group said. Instead of being finalized in the first half of this year, it is now expected to close during the month of August.

Dow and DuPont are currently waiting for approvals from several other world markets, including the US, Brazil, China, Australia and Canada. However, conditional approval from the European Commission was "the big hurdle to get over,” DuPont CEO Edward Breen said.

Picking up the DuPont assets, reports said FMC Agricultural Solutions will become the world’s fifth largest player in crop protection with revenue of about $3.8 billion. Analysts at Seeking Alpha called the deal a win-win affair for FMC. “Having acquired an estimated $250 million in EBITDA for merely $1.2 billion, the company is the “clear winner in this transaction, with DuPont a forced seller,” they said.

The acquired activities, which include brands such as Rynaxypr, Cyazypyr and Indoxacarb, “are highly profitable,” according to Seeking Alpha. For 2017, the business is expected to generate $475 million in EBITDA on $1.5 billion in sales, swelling revenues of FMC´s Agricultural Solutions business to $3.8 billion a year and making it the world’s fifth largest player in crop protection.   The company will continue to operate a small lithium business described as “growing and lucrative.”

FMC’s health and nutrition business generated sales of $743 million in 2016 and posted segment operating income of $192 million, before a corporate cost allocation of $82 million.

In statement, Pierre Brondeau, FMC president, CEO and chairman, said the deal with DuPont is a “significant step forward” for his company and its Agricultural Solutions business.

“The combination of market-leading products from DuPont's crop protection portfolio and its world-class R&D capabilities will transform our Agricultural Solutions business into a tier-one ag technology company," he said.

Seeking Alpha also suggested that BASF had been considering a bid for FMC but had held back to see which assets DuPont and Dow would have to divest. Such a deal would have given it access to the generic pesticides market. Attempting a takeover now would be substantially more expensive, observers said.

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