DuPont announced that its Board of Directors has approved the separation of DuPont’s Nutrition & Biosciences business through an exchange offer (split-off) whereby DuPont stockholders can elect to tender shares of DuPont common stock in exchange for shares of Nutrition & Biosciences, Inc. (N&B) common stock. The separation will be followed by the simultaneous combination of N&B with International Flavors & Fragrances (IFF) in a Reverse Morris Trust transaction in which shares of N&B common stock will be converted into shares of IFF common stock.

“DuPont’s management and Board of Directors believe the split-off enhances choice for DuPont stockholders and offers an attractive and efficient way for DuPont to retire shares,” said Ed Breen, DuPont’s Executive Chairman and Chief Executive Officer.

At launch of the exchange offer, DuPont will announce the offer terms. If the split-off is not fully subscribed, the remaining shares of N&B common stock will be distributed through a pro rata spin-off to DuPont stockholders. DuPont remains committed to a target closing, subject to customary closing conditions, of February 1, 2021 for the IFF and N&B combination.