DowDuPont Merger definition

DowDuPont Merger means that certain merger of equals transaction completed as of August 31, 2017 pursuant to and as contemplated by the Agreement and Plan of Merger, dated as of December 11, 2015, by and among The Dow Chemical Company, DowDuPont Inc. (f/k/a Diamond-Orion Holdco, Inc.), Diamond Merger Sub, Inc., Orion Merger Sub, Inc. and Guarantor, as supplemented by the Orion Disclosure Letter thereto and the Diamond Disclosure Letter thereto, each dated as of the same time, and as subsequently amended on March 31, 2017.

DowDuPont Merger means any of the transactions contemplated by the Agreement and Plan of Merger, dated as of December 11, 2015, by and among The Dow Chemical Company, Diamond-Orion Holdco, Inc., Diamond Merger Sub, Inc., Orion Merger Sub, Inc. and Guarantor, as supplemented by the Orion Disclosure Letter thereto and the Diamond Disclosure Letter thereto, each dated as of the same date (the “ Merger Agreement ”), as such Merger Agreement may be amended, restated or otherwise modified from time to time.

DowDuPont Merger means any of the transactions contemplated by the Agreement and Plan of Merger, dated as of December 11, 2015, by and among The Dow Chemical Company, Diamond-Orion Holdco, Inc., Diamond Merger Sub, Inc., Orion Merger Sub, Inc. and E. I. du Pont de Nemours and Company, as supplemented by the Orion Disclosure Letter thereto and the Diamond Disclosure Letter thereto, each dated as of the same date (the “Merger Agreement”), as such Merger Agreement may be amended, restated or otherwise modified from time to time.

Examples of DowDuPont Merger in a sentence

• Old DuPont estimated that the Dow-DuPont Merger created “goodwill” worth billions of dollars.

• Thus, as a result of the merger, and in accordance with the DowDuPont Merger Agreement, Old Dow and Old DuPont each became wholly owned subsidiaries of DowDuPont.

• Upon the closing of the DowDuPont Merger, Old Dow merged into one merger subsidiary, and Old DuPont merged into the other merger subsidiary.

• Thus, as a result of the merger, and in accordance with the DowDuPont Merger Agreement, Old Dow and Old DuPont each became wholly-owned subsidiaries of DowDuPont.

• Following the Dow-DuPont Merger, and through the separations of New DuPont, New Dow, and Corteva, Old DuPont sold or transferred, directly or indirectly, valuable assets and business lines to Corteva and New DuPont (the “Old DuPont Transfers”).

• Following the Dow-DuPont Merger, DowDuPont ( i.e., New DuPont) underwent a significant internal reorganization, and engaged in numerous business segment and product line “realignments” and “divestitures.” The net effect of these transactions has been the transfer, either directly or indirectly, of a substantial portion of Old DuPont’s assets out of the company.

• Following the Dow-DuPont Merger, DowDuPont underwent a significant internal reorganization and engaged in numerous business segment and product line “realignments” and “divestitures.” The net effect of these transactions has been the transfer, either directly or indirectly, of a substantial portion of Old DuPont’s assets out of the company.

• Old DuPont estimated that the DowDuPont Merger created “goodwill” worth billions of dollars.

• Through its participation in the Dow-DuPont Merger, and through the separations of New DuPont, New Dow, and Corteva, Old DuPont sold or transferred, directly or indirectly, valuable assets and business lines to Corteva and New DuPont (the “Old DuPont Transfers”).

• The Chemours Spinoff, the Dow-DuPont Merger, and the final separation of Corteva were part of a single coordinated fraudulent scheme to hinder, delay, and defraud Old DuPont’s creditors.