Corteva is pushing back hard against an effort by several US state attorneys general to stop the company’s planned separation, calling the legal challenge based on alleged PFAS liabilities “speculative and unproven.”
The agricultural giant said it will “vigorously defend” the planned breakup, which is expected to create two separate companies focused on crop protection and seeds and genetics.
Corteva said the states, including California, are seeking to block the transaction without having judgments against the company or even trials scheduled over PFAS liability.
The company also rejected any suggestion that the separation is designed to shield assets from potential creditors.
“As we've stated from the beginning, our planned separation is an acknowledgement that our two businesses have different business models and will better deliver for farmers separately than they do together – meaning that the separation should result in stronger companies built for growth," said Corteva Chief Legal Officer Jennifer Johnson. "Corteva neither has nor has demonstrated any intent to hinder, delay, or defraud our creditors."
Corteva further said that during its seven-year history it has never made, sold or traded products containing PFOA or PFOS. The company said its balance sheet would be capable of covering any liabilities it ultimately faces.
The dispute comes as Corteva moves toward a planned separation intended to create two independently operated businesses. The crop protection company will retain the Corteva name, while Vylor is being established as the company’s advanced seed and genetics business.
Johnson said the states’ legal challenge could have broader implications for corporate transactions.
"Companies need flexibility to engage in transactions like this to continue to innovate and generate value for their customers and shareholders," said Johnson. "States are seeking extraordinary and, we believe, unprecedented relief, and in doing so, they are asking the court to supplant the judgment of our Board of Directors as well as our senior management team.
"We firmly believe the separation is in the best interest of our stakeholders and empowers each company to pursue its ideal strategy to enhance shareholder value. We will vigorously defend our ability to make decisions about our own company, including its separation, in every way possible."
Corteva said the allegations underlying the states’ request rely on what it characterized as “novel legal theories and groundless assumptions.”
The company’s planned separation is scheduled for Oct. 1, 2026, according to the release. Corteva cautioned that the timing and completion of the transaction remain subject to risks, including litigation and other factors that could affect the structure, costs and benefits of the separation.
The company also warned investors that its forward-looking statements are subject to uncertainties and that the separation may not ultimately be completed as planned.
