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DuPont
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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