Wilmington, Delaware and Des Moines, Iowa
Aug. 31, 1999DuPont and Pioneer
Hi-Bred International, Inc. today announced that the Securities and Exchange
Commission (SEC) has declared effective DuPont's S-4 registration statement relating to
the terms of the proposed merger in which DuPont will acquire the 80 percent of Pioneer
not currently owned by DuPont.
Later this week, Pioneer intends to begin mailing to shareholders of record at the close
of business on Aug. 26, 1999, the proxy statements for voting on the proposed merger
transaction. At the same time, Pioneer will also mail election forms under separate cover
on which shareholders will be asked to elect to receive cash, DuPont shares or some
combination of cash and DuPont shares in exchange for their Pioneer shares.
Pioneer shareholders of record at the close of business on Aug. 26, 1999, will be eligible
to vote on the merger. The Pioneer shareholder meeting to approve the proposed merger is
set for Oct. 1, 1999, in Johnston, Iowa. Promptly following approval by Pioneer
shareholders, the merger is expected to be completed.
Under the terms of the merger agreement, Pioneer shareholders will receive $40 per share.
In
aggregate, 45 percent of the shares will receive cash and 55 percent will receive DuPont
stock.
Pioneer shareholders will have certain rights to elect which form of consideration they
receive. The
total equity value of the transaction is estimated to be approximately $7.7billion for the
80 percent of Pioneer not currently owned by DuPont.
The offering of DuPont stock in connection with the Pioneer merger will be made under an
effective registration statement. The offering will be made only by means of a proxy
statement/prospectus, which will contain the specific terms of the transaction and which
will be provided to Pioneer shareholders.
Pioneer Hi-Bred International, Inc. is the world's leading supplier of agricultural
genetics and is the leading developer and integrator of agricultural technology.
Headquartered in Des Moines, Iowa, Pioneer develops, produces, and markets a full line of
seeds, forage and grain additives and services to grain and livestock producers, grain
processors, and other customers worldwide.
DuPont is a science company, delivering science-based solutions that make a difference in
people's lives in food and nutrition; health care; apparel; home and construction;
electronics; and transportation. Founded in 1802, the company operates in 65 countries and
has 92,000 employees.
Company news release
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