DuPont CEO Kullman Issues Letter to Holders: Urging Holders to Vote for All Co. Directors

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DuPont
DD
today mailed a letter from CEO Ellen Kullman emphasizing that shareholders have a clear choice in this proxy contest: support DuPont on its path of continued value creation, overseen by a world-class Board that includes two new change agents specifically chosen for their operating experience and records of value creation; or allow Trian to displace the DuPont Board's accomplished leadership in order to pursue its value-destructive breakup agenda. The Company urges shareholders to protect the value of their investment in DuPont by voting "FOR" all 12 of DuPont's highly qualified, experienced directors using the WHITE proxy card today. The full text of the letter follows: LETTER FROM CEO ELLEN KULLMAN May 5, 2015 Dear Fellow Shareholder, With this year's Annual Meeting just one week away, I wanted to share my personal perspective on why this is such a pivotal moment for DuPont—and why your vote is so important. After 27 years at DuPont and six with the extraordinary privilege of serving as its leader, I still marvel at our ability to find novel ways of connecting science to the marketplace—helping customers develop solutions to deeply complex problems through the unique science and engineering capabilities that only DuPont can bring to bear. In doing so, we increase the value of your Company and fulfill our responsibility to you, our owners. Making this happen demands an unyielding focus on our value drivers—the ingrained cost discipline that increases returns, combined with strategic decision making and successful portfolio management that delivers value to shareholders now, while securing the future of new solutions and outcomes that we expect from science-driven innovation. Over the six years of my tenure as Chair and CEO, we have taken significant action to further that objective. We have dramatically reshaped and retooled our Company to ensure we can solve for the needs of the world's growing population during a new age of resource scarcity—and can translate that directly into compelling and sustainable value for shareholders. This program of change has taken direct aim at DuPont's productivity and shifted the portfolio to center on the highest-potential opportunities where DuPont's science and engineering can deliver the greatest value. We have already driven more than $2 billion of cost productivity and expect to deliver additional annual run-rate savings of at least $1.3 billion by the end of 2017. We divested Performance Coatings and initiated the separation of Performance Chemicals, now known as Chemours, as well as acquired Danisco and Pannar Seed to further strengthen our offerings in enzymes and across the agriculture-to-food value chain—to name a few of the most significant moves. While driving these changes, we also returned more than $14 billion to our shareholders.^1 While we have more to do, our progress is unquestionable and began long before Trian's investment. Over the past six years, our ongoing business has generated 19% compound annual growth rate (CAGR) in adjusted operating earnings per share^2 and 6% revenue growth.^3 These results are reflected in the total shareholder return of 266% we delivered during the same period.^4 Your Board, composed of world-class directors with the expertise to oversee a global science company like DuPont, plays an active role in this transformation process. The Board, together with management, embraces constructive change. Consistent with our approach to skills-based board building, we recently added Ed Breen and Jim Gallogly specifically because of their exceptional combination of operating experience and track records of value creation through portfolio transformation and vigorous cost reduction. They are committed to bringing their operational expertise to the already strong Board as we continue driving improvement across the Company. You can count on all of your outstanding directors to continue to evaluate our rapidly changing Company and deliver superior value. We know we have more work to do. Ongoing portfolio change, operating model redesign, targeted R&D investment and a focus on productivity are driving the next phase of significant profitable growth as the next generation DuPont fully emerges. At this critical time, while we are working on multiple fronts to continue our positive momentum and our leaders must stay focused on execution, Trian has launched its campaign against DuPont to break up the Company and increase both risk and leverage. They have attacked our R&D with no basis of experience and clearly do not understand how it delivers value and contributes to both improving margins and growth. They have tried to assert that they have the "better way," but the only company they have overseen in this sector went into bankruptcy. And the only source of industry experience they can cite is Dennis Reilley, a member of Trian's advisory board who is also a director of our competitor, The Dow Chemical Company. This creates an unacceptable competitive risk. Trian's proxy fight has targeted the leadership of DuPont's board to introduce instability in the hope of effecting their agenda. They have launched an extended campaign of misinformation and distortion to try to undermine the Company's strong track record. Trian is not the right answer for DuPont or its shareholders. As a DuPont shareholder, you have a powerful voice in this matter. Your choice is clear: support us on our path to continued value creation, overseen by a world-class Board that includes two new change agents specifically chosen for their operating experience and records of value creation; or allow Trian to displace our Board's accomplished leadership in order to pursue the same brand of short-term financial engineering that Trian has applied to much simpler businesses in the consumer and retail sectors. Advancing their value-destructive breakup of DuPont would derail today's progress and destroy the enormous opportunity ahead. Your Board and management are determined to prevent the negative and far-reaching effects on our shareholders, customers, employees and the communities in which we operate. There is only one week remaining before the 2015 Annual Meeting of Shareholders. The only way to ensure the strongest future for DuPont is to vote the WHITE proxy card "FOR" ALL 12 of DuPont's directors today. We have critical work to continue on your behalf, and we look forward to meeting and exceeding your expectations in the months and years ahead. Thank you. Sincerely, ELLEN KULLMAN Chair of the Board and Chief Executive Officer
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