Dow Completes Divestment of AgroFresh

The Dow Chemical Company (NYSE: DOW) announced today the completed sale of AgroFresh, its post‐harvest specialty chemical business, to Boulevard Acquisition Corp., a public investment vehicle, formed by Avenue Capital Group, for more than $900 million. In addition to cash and stock at closing, Dow expects to receive significant ongoing cash payments related to service and other agreements with AgroFresh and a $50 million cash earn out if AgroFresh achieves certain targets – putting the total value of the transaction over $1 billion. The transaction has been unanimously approved by the boards of directors of both companies, was approved by a vote of Boulevard’s shareholders on July 29, 2015, and officially closed July 31, 2015.

With this transaction and the upcoming completion of the Dow Chlorine Products merger with Olin, Dow has significantly exceeded its prior stated goal of realizing $7 billion to $8.5 billion of divestments, with the total now approaching more than $12 billion in pre-tax proceeds.

"We continue to demonstrate best owner mindset with all of our portfolio moves, with the value being liberated to our shareholders through focused execution," said Dow’s Chairman and Chief Executive Officer, Andrew N. Liveris. "We will continue this mode of financial discipline with all of our announced and other pending portfolio activities."

Following the close of the transaction, AgroFresh has become a wholly-owned subsidiary of Boulevard and Boulevard has been renamed AgroFresh Solutions, Inc. (NASDAQ: AGFS, AGFSW). Dow continues to retain a non‐consolidated minority ownership position in the new entity. AgroFresh is positioned to grow through its existing innovative processes and future investments and acquisitions.

Since 2013, Dow has completed transactions for the sale of its Polypropylene Licensing & Catalysts business, ANGUS Chemical Company, Sodium Borohydride business, and other portfolio management actions. Additionally, Dow remains on track with milestones to finalize the transaction to separate its U.S. Gulf Coast Chlor-Alkali and Vinyl, Global Chlorinated Organics and Global Epoxy businesses, and then merge these businesses with Olin Corporation in a Reverse Morris Trust transaction in 2015. On the acquisition side, Dow has acquired Univation Technologies, LLC, Coodetec, and Cal/West Seeds among other investments in high-growth businesses with strong competitive positions.

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