full Summer 2016 Newsletter

dowFriends
SUMMER 2016 SPECIAL ISSUE
S tay i n g c o n n e c t e d a f t e r r e t i r e m e n t
Building the
New Dow
Winter 2011
2 – Letter from the CEO
3 – Dow Corning:
A New Element for Growth
5 – Dow and DuPont Merger:
Unlocking Immense Value and Growth
8 – Benefits
10 – Dow News
11 – Health Empowerment
12 – Retiree Profiles and News
13 – Staying Connected
15 – Centenarian Celebrations
16 – In Memory Of
Dear Dow Friends,
A global leader in
silicones, silicon-based
technology and
innovation, the Dow
Corning joint venture has
been one of Dow’s
crown jewels since its
founding 73 years ago. I
am pleased to announce
that on June 1, we
welcomed Dow Corning
fully into the Dow family. This integration brings an entirely
new chemistry to Dow, further extends and complements
our participation in the Consumer Solutions and
Infrastructure Solutions segments, and increases our
product offerings in attractive end-use applications such
as building and construction, consumer care,
transportation, packaging, coatings, electronics and
energy. This will become an essential element in building
the new Dow, the world’s leading material science
company. For Dow Corning, the added power of Dow’s
operational excellence, global scale and powerful R&D
engine will help accelerate its growth and reach. I am
excited about the opportunities this transaction will
bring to the future of our combined companies, and I
warmly welcome our Dow Corning colleagues – and
retirees – to Dow.
Meanwhile, this event is only one of two historic
transactions we expect to complete this year. The other is
Dow’s merger with DuPont, which is expected to close in
the second half of this year. That transaction will be the
largest and most consequential merger in our industry,
and it will position us for the intended creation of three
new independent, industry-leading companies – an
Agriculture company, a Specialty Products company and a
Material Science company that will become the new Dow.
page 2 • DowFRIENDS • LETTER FROM THE CEO
As we move forward on that merger, we have a number of
milestones to achieve. The U.S. Securities and Exchange
Commission (SEC) has declared effective the S-4
registration statement for DowDuPont – which is what we
plan to call the combined company. Our next milestone is
for the stockholders of both Dow and DuPont to approve
the merger proposal. Each company has scheduled a
special meeting of its stockholders to vote on three
proposals (see page 6).
Every stockholder will receive proxy materials with
instructions on how to vote. The Dow board of directors
unanimously recommends Dow stockholders vote FOR
each of the proposals. I cannot stress how important it is
that every stockholder – including our retirees – places
his or her vote. Unlike typical Dow proxy votes, such as
those for the Annual Meeting of Stockholders, a failure to
vote in this case will have the same effect as a vote
AGAINST the merger agreement proposal.
Of course, both of these transactions, and the new growth
opportunities they will provide, are only possible because
of the hard work and dedication of generations of Dow
and Dow Corning employees. We are speeding toward a
future even greater than our past – able to develop new
solutions for the challenges that our children and
grandchildren will face tomorrow. The new Dow will
unlock new value for our customers, for our shareholders
and for our world.
My sincerest regards,
Andrew N. Liveris
Chairman and Chief Executive Officer
Dow Completes Strategic Ownership
Restructuring of Dow Corning Corporation
June 1, 2016, marked a historic occasion for Dow and Dow Corning in
their 73-year joint venture relationship. It was a day of new beginnings
for Dow Corning employees as they were welcomed as full members
of the Dow family. It was also a day to embrace new opportunities in
innovation and collaboration in an exciting new element for growth for
Dow – silicone chemistry.
Dow is now 100 percent owner of Dow Corning’s
silicones business after successfully completing
the transaction to restructure its ownership.
The transaction is expected to yield more than
$1 billion in additional annual EBITDA at full
run-rate synergies.
Fully aligned to Dow’s portfolio strategy,
Dow Corning’s industry-leading silicones position
deepens Dow’s product offerings in attractive
end-use applications such as building and
construction, consumer care, transportation,
packaging, coatings and electronics.
The transaction represents the next step in
Dow’s portfolio evolution as we drive higher,
more stable earnings. Bringing together the
unique global strengths of Dow and Dow Corning
will drive exciting opportunities for new product
offerings, increased geographic reach and
expanded R&D power to enhance Dow’s ability
to bring innovation to customers.
Dow and Corning Inc. will continue their longstanding relationship by each maintaining
its proportional indirect equity stake in
Hemlock Semiconductor Group, a provider of
polycrystalline silicon used in the manufacture
For Dow Corning, the added power of Dow’s
of semiconductor devices and solar cells and
operational excellence, global scale, and powerful
modules.
innovation and R&D engine will drive growth
by enhancing Dow Corning’s ability to serve
Dow Corning will be an important cornerstone
customers.
in building the New Dow – the world’s leading
material science company.
BRINGING TOGETHER DOW AND DOW CORNING
OPENS EXCITING POSSIBILITIES FOR INNOVATION,
DOW CORNING WILL BE AN ESSENTIAL ELEMENT
IN BUILDING
LEADING MATERIAL SCIENCE COMPANY.
DOW AND DOW CORNING: 100%
OWNERSHIP RELATIONSHIP
$1BILLION
A NATURAL FIT
DOW CORNING SILICONES
BECOMES WHOLLY OWNED BY DOW
DOW: 50% OWNER OF JOINT VENTURE
SINCE DOW CORNING’S FOUNDING
OF ADDITIONAL ANNUAL
EBITDA AT FULL
1
1
DRIVING GROWTH IN TARGETED MARKETS
DOW CORNING’S SILICONES CHEMISTRY WILL ENABLE DOW TO GO DEEPER AND NARROWER IN KEY MARKETS.
COATINGS &
ADDITIVES
CONSTRUCTION
CONSUMER
SHARED
ELECTRONICS
ENERGY
PACKAGING
SOLVING ADVANCING
GLOBAL
COMMITMENTS
CHALLENGES
COMMUNITY
TRANSPORTATION
STEM
SUCCESS EDUCATION
BROAD GEOGRAPHIC REACH
DOW LOCATIONS
DOW CORNING
LOCATIONS
FOUNDED IN
FOUNDED IN
1897
TECHNOLOGY AND INNOVATION
P
SI ION
LI E
CO E
NE R IN
S
GLOBAL LEADER IN AGROSCIENCES,
ADVANCED MATERIALS AND PLASTICS
LEADING R&D
EXPERTISE
1943
2015 REVENUE:
2015 REVENUE:
>$4.5
$48.78
BILLION
BILLION
49,500 EMPLOYEES
6,000FAMILIES
PRODUCT
SALES IN
180
COUNTRIES
>
25,000
PATENTS GLOBALLY
10,000 EMPLOYEES
7,000
PRODUCTS
25,
CUSTOMERS WORLDWIDE
5,466
ACTIVE PATENTS WORLDWIDE
page 4 • DowFRIENDS • DOW corning: a new element for growth
The Power of 3:
Growth Accelerated
Dow and DuPont Merger:
Unlocking Immense Value and Growth
Dow and DuPont, two industry leaders, are coming together. The combined
company, to be named DowDuPont, intends to subsequently separate into
three independent, publicly traded companies that will help redefine their
respective industries. The transaction is expected to capture ~$3 billion in
cost synergies with the potential for $1 billion in growth synergies.
On December 11, 2015, Dow and DuPont announced
that their boards of directors unanimously approved a
definitive agreement under which the two companies
will combine. The combined holding company, to be
named DowDuPont, intends to subsequently separate
into three independent, publicly traded companies
that will help redefine their respective industries – a
global Material Science company, an Agriculture
company and a Specialty Products company. The
merger is expected to close during the second half of
2016 and the intended spins are expected to occur as
soon as practicable, but not to exceed 18-24 months
after closing of the merger, subject to DowDuPont
board approval.
“This transaction reflects the culmination of a vision
we have had for more than a decade to bring together
these two powerful innovation and material science
leaders,” said Andrew N. Liveris, Dow’s chairman
and chief executive officer. “This transaction is a
major accelerator in Dow’s ongoing transformation,
and through this we are creating significant value
and three powerful new companies. This merger of
equals significantly enhances the growth profile for
both companies, while driving value for all of our
shareholders and our customers.”
The three intended spin companies are expected to
be strong, focused, highly complementary businesses
with enhanced scale, unique growth strategies and
differentiated technologies.
As Filed with the SEC on 05/04/2016
DowDuPont Holding Company
Material
Science Company
Specialty Products
Company
Agriculture
Company
3 Intended Independent, World-Leading Companies1
MATERIAL SCIENCE
~$46B
AG R I C U LT U R E
~$5B
S P E C I A LT Y P R O D U C T S
$10B
$6B
~
~Agricultural
Agriculture
Performance
Performance Plastics
Materials
Performance Materials
& Chemicals
Infrastructure Solutions
Consumer Solutions
• Consumer Care
• Dow Automotive
Systems
Dow Corning Silicones
$2B
~
Consumer
~$10B
Electronics &
Communications
Solutions
• Dow Electronic Nutrition & Health
Materials
Industrial
Biosciences
Protection
Solutions
Sciences
3 Drivers of Success
Exceptional value
Greater focus
Transaction projected
to unlock ~$30B2 in
stockholder value
Superior
opportunity
for growth
3 intended pure-play spins
to benefit from enhanced
scale, focused growth
strategies, differentiated
technologies and improved
customer solutions
Combined portfolios to have complementary
offerings, expanded choices
3 Areas of Focus
Honor
the past
3 Important
Milestones
Deliver on our
commitments
2H 2016
Stockholder
vote
Prepare
for close
Look to a
promising future
2017-18
Stand-up3
and complete
the three
intended
spins4
Based on Dow’s and DuPont’s Net Sales as reported in each company’s 2015 Form 10-K filing, plus revenue attributable to Dow Corning Silicones in 2015.
Projected ~$30B in stockholder value based on assumption of an EV/EBITDA multiple of 10× on the $3B in synergies.
“Stand up” is the process of creating a standalone legal entity structure for the businesses that are intended to be carved out for the spins.
The intended spins are expected to be completed as soon as practicable following the transaction close, not expected to exceed 18-24 months following close,
subject to regulatory and board approval.
1
2
3
4
For more information, visit
www.DowDuPontUnlockingValue.com.
Based on Dow’s and DuPont’s Net Sales as reported in each company’s 2015 Form 10-K filing, plus revenue attributable to Dow Corning Silicones in 2015.
Projected ~$30B in stockholder value based on assumption of an EV/EBITDA multiple of 10x on the $3B in synergies.
3
“Stand-up” is the process of creating a standalone legal entity structure for the businesses that are intended to be carved out for the spins.
4
The intended spins are expected to be completed as soon as practicable following the transaction close, not expected to exceed 18-24 months following close, subject
to regulatory and board approval.
1
2
An Important Message to All Stockholders
Calling All Stockholders:
Your Vote Is Important!
On December 11, 2015, Dow announced a definitive
agreement with DuPont to combine through a merger
transaction with the intent to subsequently separate
and create three leading, independent, science-based
companies. For the transaction to move forward,
stockholders of both companies must vote to adopt
the merger agreement.
Your vote is important
Failure to vote will have the same effect as a vote
AGAINST the Dow merger agreement proposal. It is
important that each Dow stockholder places his or
her vote.
Call to action
The Dow board of directors unanimously
recommends Dow stockholders vote FOR each of
the proposals at the Dow special meeting. To ensure
your vote gets counted, we encourage you to submit
your vote immediately upon receipt and review of
the proxy statement, which was mailed in June to all
stockholders of record.
Proposal 1: Adoption of the merger agreement.
Proposal 2: Adjourn the Dow special meeting, if
necessary or appropriate, to solicit additional proxies if
there are not sufficient votes to approve the merger
agreement proposal.
Proposal 3: A non-binding, advisory proposal to
approve the compensation that may be paid or become
payable to named executive officers of Dow in connection
with the transaction.
Three Easy Ways to Vote
• Mail: Sign, date and return the proxy card or voting
instruction form provided in your mailed proxy materials
in a postage-paid envelope.
• Phone: Call 1-800-690-6903 and follow instructions.
• Online: Visit www.proxyvote.com and follow instructions.
Given the importance of the Special Meeting and that
failure to vote for adoption of the merger agreement
will effectively count as a vote AGAINST adoption of the
merger agreement, stockholders who have not yet voted
their shares may receive emails or phone calls encouraging
them to vote as the meeting date approaches.
(continued on page 7)
page 6 • DowFRIENDS • Dow and dupont merger
Exceptional value
The transaction is expected to unlock approximately
$301 billion in shareholder value through cost and
growth synergies. Longer term, the intended split into
three independent businesses is expected to unlock
even greater value for stockholders and customers
and more opportunity for employees, as each company
will be a leader in attractive segments where global
challenges are driving demand for these companies’
distinctive offerings.
Greater focus
The transaction is built on the industrial logic
that these highly complementary companies will
create strong, focused businesses with enhanced
scale, unique growth strategies and differentiated
technologies. Each of these businesses will be
able to allocate capital more effectively, apply its
powerful innovation more productively, and extend
its value-added products and solutions to more
customers worldwide.
Superior opportunity for growth
Based on collective technology and innovation,
DowDuPont and the subsequent intended worldleading companies will provide superior solutions,
complementary offerings and expanded choices to
better serve our customers and set the stage for
long-term growth.
More information
For additional information and frequently asked
questions about the special meeting, visit our proxy
resource center at www.dow.com/investors. You
can also visit www.proxyvote.com for online voting
instructions or contact Dow’s proxy solicitor,
D. F. King & Company, Inc., toll-free at 1-877-361-7966
or by email at [email protected].
Do You Have Paper Stock Certificates?
Holding a paper stock certificate is a common choice
for many investors; however, as with any valuable
document, stock certificates can be lost, damaged
or even stolen. There is an easy, safe and cost-free
alternative to paper certificates. With the Direct
Registration System (DRS), your ownership is recorded
electronically on company records maintained by
Computershare. Also known as book-entry, these
shares have the same rights and privileges as
certificated shares. DRS ownership eliminates the risk
associated with paper certificates, and it simplifies and
speeds up the movement of shares for transactions.
Plus, by managing your shares electronically you can
also take full advantage of the investor tools available
through the Computershare Investor Center website,
www.computershare.com/investor.
Book-entry has been encouraged by both the
Securities and Exchange Commission and the New
York Stock Exchange. You may deposit certificated
shares into book-entry with Computershare at
any time. Contact Computershare toll-free at
1-800-369-5606 (outside the U.S. at +201-680-6685)
or online at www.computershare.com/investor to
learn more.
Projected ~$30B in stockholder value based on assumption of an EV/EBITDA multiple of 10X on the $3B in synergies.
1
Pension and Benefits Update
We understand employees and retirees may have
questions about benefit programs related to the Dow
Corning integration and pending DowDuPont transaction.
Under the Dow qualified pension plans, no participant
will suffer a loss to his or her accrued pension benefit
as the result of the DowDuPont transaction. As with
all U.S. qualified pension benefits, accrued benefits are
protected under federal law, and each plan must meet its
obligations to pensioners and participants through assets
held separately from Dow in a secure trust. Federal law
generally prohibits plans from using the trust assets for
any purpose other than for the benefit of plan participants.
Dow’s qualified pension plans continue to meet all local
funding requirements in all countries. The Dow pension
plans comply with these requirements and the Company
is committed to meeting its legal funding requirements for
its plans.
There are no anticipated changes to the employee or
retiree health care plans or pricing for 2016. The Company
continually evaluates its benefits programs to ensure that
it is providing high-quality benefits plans for its employees
and retirees. We are committed to treating our employees
and retirees fairly through the transaction process and
communicating any decisions regarding changes to
benefits in the future with affected participants.
(continued on page 9)
page 8 • DowFRIENDS • benefits
Questions & Answers
What will happen to the qualified pension plans as a
result of the DowDuPont transaction?
No participant will suffer a loss to his or her accrued
pension benefit as a result of the pending transaction.
• The IRS and Department of Labor rules strictly protect
a participant’s rights to his or her accrued benefit.
• The amount of a participant’s vested accrued benefit
in a qualified plan is strictly protected by federal law
and cannot be reduced as a result of the contemplated
transaction.
Qualified pension assets are held in trusts that are
separate legal entities from both Dow and DuPont and will
not be affected by the contemplated transaction. Qualified
U.S. pension benefits are protected under federal law, and
the plans must meet their obligation to existing pensioners
and participants through the assets held in a secure trust.
The protection under federal law generally prohibits plans
from using pension funds for any purpose other than
paying benefits.
Generally, funding rules require the pension plan to
maintain a certain level of assets as compared to the
amount of liabilities owed under the plan. Globally, the
Dow pension plans comply with these requirements, and
the Company is committed to meeting its legal funding
requirements for its plans.
Can I get a pension lump sum payout?
This depends on the pension plan in which you participate
and whether or not your pension has already commenced
in the form of a monthly annuity. The DowDuPont
transaction will not change the forms of payment available
under the qualified plans. For specific questions about
your pension, please call the Retiree Service Center at
800-344-0661, option 4.
Is Dow current on funding its pension plans?
Dow’s pension plans continue to meet all local funding
requirements in all countries. The pension plans comply
with these requirements, and the company is committed
to meeting its legal funding requirements for its plans.
More details on the U.S. qualified pension plans have been
communicated through the annual funding notices, which
include the plans’ funding percentage, the value of the
plans’ assets and liabilities and a description of how the
plans’ assets are invested as of specific dates. The Annual
Funding Notices are sent to all plan participants at the end
of April each year, and are available on www.dowfriends.
com and www.retireesmatter.com.
What will happen to the medical plans?
There are no anticipated changes to the 2016 health
care plans or pricing; however, Dow reserves the right
to amend, modify and terminate the plans at any time in
its sole discretion. The Company continually evaluates its
benefits programs to ensure that it is providing high quality
benefits plans for its employees and retirees.
Dow Solutions Are Helping Brazil Deliver a Successful
Olympic Games and a Sustainable Legacy
Maracanã Stadium: Dow plastics are used in the
draining and irrigation system pipes under the natural
grass pitch of Maracanã stadium, the venue of the
Opening and Closing Ceremonies and soccer games.
The Opening Ceremony of the first Olympic Games in
South America is August 5. Dow, the Official Chemistry
Company of the Olympic Games and Official Carbon
Partner of Rio 2016, is helping Rio de Janeiro deliver an
unforgettable event.
Dow is providing technologies in multiple Olympic
venues and enhancements to city infrastructure, and
implementing a unique carbon mitigation program across
the region that will enable Rio to deliver climate benefits
well beyond the Games.
“The Rio 2016 Olympic Games will further demonstrate
how science and technology can enable the world of
sport,” said Louis A. Vega, global vice president of Olympic
& Sports Solutions and chief of staff of the Office of
the CEO at Dow. “Dow is proud to power the Olympic
Movement by bringing our technologies, expertise and
knowledge in sustainability to the Games. Dow is an
unmatched industry leader, providing tailor-made solutions
for the most challenging needs of the world of sport.”
Technologies on and off the field
Dow is involved in nearly 20 projects connected to the
Rio 2016 Olympic and Paralympic Games, spanning
from field-of-play technologies to venue construction,
transportation and extended infrastructure, including:
Deodoro Park: The hockey competition will be played
on a high-performance, innovative synthetic turf system
that uses DOWLEX™ linear low density polyethylene
resins in the yarn component, as well as Dow
Polyurethanes technologies.
page 10 • DowFRIENDS • dow
Dow news
News
Athletes’ Village in Barra: Coating materials and
construction chemicals such as WALOCEL™ were
used in the finishing of the buildings that will host
competitors from more than 200 countries. Additionally,
28 modular water tanks that will serve the Village were
manufactured with resins from Dow Propylene Glycol
and will provide a reliable water supply system for
athletes, coaches, officials and referees participating in
the Games.
Olympic Tennis Centre, Olympic Aquatics Stadium
and the Main Press Centre/International Broadcast
Centre (MPC/IBC) complex: Dow Wire and Cable
technologies provide protection and durability to the
energy and data cables at these venues.
Collaborating for a more sustainable future
The Rio 2016 Organizing Committee is leading a
comprehensive sustainability program called “Abraça”
(to embrace). As the Official Carbon Partner of Rio 2016
and a key contributor to “Abraça,” Dow is working to
mitigate 500,000 tons of CO2 equivalents (CO2eq) from
organizing and hosting the Games through third partyverified emissions reductions and also aiming to generate
an additional 1.5 million tons of CO2eq in climate
benefits to address other Games-related emissions.
Through its innovative carbon mitigation program, Dow
has implemented five strategic projects in the areas of
agriculture, infrastructure and industry in Latin America.
Omada® – An Innovative New Health Benefit
Available to Pre-Medicare Eligible Retirees
Omada® uses a multi-faceted approach to both inspire and
enable change. The program includes:
• Expert health coaching with one-on-one, dedicated
support and advice from a professional health coach
• Small group support with private online peer groups
for encouragement
• Health data monitoring, including a no-setup
wireless scale to monitor your progress, plus a digital
pedometer and mobile app for food tracking
At Dow, we offer an array of benefit plans and programs
that provide choices to help you stay healthy, get the care
you need and protect your family. As part of our top-tier
total rewards package, Dow is pleased to offer preMedicare eligible U.S. retirees and their adult dependents
participating in a Dow medical plan with an innovative new
health benefit: The Omada® health improvement program
(formerly called Prevent).
• Interactive program that adapts to you
Omada® is a breakthrough online program that inspires
healthy habits you can live with long-term. It combines the
behavior change science and unwavering support you’ll
need to lose weight, keep it off, and help reduce your risk
of type 2 diabetes and heart disease.
Important update for Medicare-eligible retirees: Please
note CMS/Medicare recently announced that diabetes
prevention programs will be covered for Medicare
participants starting later this year.
Omada® helps you lose weight and reduce your risk of
diabetes
Omada® is based on the Diabetes Prevention Program*
clinical trial, which showed that people at high risk can
delay or avoid developing type 2 diabetes by losing
weight through diet and exercise. Participants who did
this lifestyle intervention reduced their risk of developing
diabetes by 58 percent and lost 5 percent of their body
weight, maintaining that for a year and beyond.
Your participation in Omada® is voluntary and your
responses will be handled confidentially. No individually
identifiable data will be shared with Dow. Your responses
will be stored by Omada® during the term of the program.
• Weekly online lessons to educate and inspire
More great news: If you’re at risk for type 2 diabetes or
heart disease and participate in a Dow medical plan, Dow
will cover the entire cost of the program for eligible preMedicare eligible U.S. retirees and their adult dependents
participating in a Dow medical plan – a $700 value.
How can I find out if I am eligible to participate?
To find out if you are eligible, just take the one-minute risk
screening test at www.preventnow.com/dow.
If you have questions, please contact the Retiree Service
Center at 1-800-344-0661.
*The Diabetes Prevention Program is sponsored by the NIH and CDC.
Dow Retiree Wasmer Writes Book About Boy Scout
Summer Camp
Rich Wasmer has worked and volunteered with Camp
Rotary for more than 40 years, telling campfire tales to
Scouts throughout the United States and Canada. Last
year he published a book about Camp Rotary, which is
operated by the Michigan Cross Road Council of the Boy
Scouts of America. Four of his most popular stories are
in the book, which also gives a history of the prime scout
camp property located north of Clare, MI. Wasmer worked
for Dow for 29 years, retiring in 1995 as a Head Operator
in Dursban® manufacturing. He is a past recipient of the
Dow President's Award for Community Service. All profits
from the book go to Camp Rotary. For more information
on the book, go to www.lulu.com.
Dow Retiree McCoy Honored by Minnesota Vikings
for Military Service
Dow retiree and World War II veteran Wes McCoy,
92, was honored by the Minnesota Vikings during
its Veterans Day celebration last fall. McCoy was
recognized for his service with the U.S. Marine Corps,
as part of a tribute to all those who have served.
McCoy joined Dow in the Chicago Sales Office, and
later held positions in product sales management in
Midland for U.S. Area Agricultural Marketing and as
a District Sales Manager in Minneapolis. He retired
from DowElanco as a Sr. Account Manager
in Minneapolis after more than 30 years of service.
Visit http://www.fox9.com/news/46184711-story for
more on the story.
page 12 • DowFRIENDS • RETIREE PROFILES AND NEWS
26th Annual Texas Hill Country Reunion
The Texas Hill Country Dow Alumni (THCDA) had their
26th annual reunion at the Hills of Lakeway Country
Club (Austin area) on April 21, 2016. The luncheon
was delicious, and gift cards for door prize drawings
were generously donated by TDECU and Dow. Monty
Heins, site director for Dow Houston Operations, was
the keynote speaker.
Heins spoke about Houston Operations and how
it supports a number of businesses through the
manufacture and supply of raw materials and
intermediates. Houston Operations is made up of
three sites in East Harris County, including Deer Park,
La Porte, and Bayport. Heins shared a myriad of enduse and familiar consumer products that use products
and intermediates produced by Houston Operations.
Afterward, Wes Garner, vice president of Wealth
Management, TDECU, spoke about the historical
impacts to the stock market during election years.
Both speakers shared timely and interesting
information for the audience, and we are all looking forward to the next Hill Country Reunion, tentatively on April 20,
2017, at a site to be announced after a membership survey.
Also attending from Dow were David Winder, site Public Affairs leader for Texas Operations, Daniel Womack, Dow
Government Affairs, and Jana Woodyard, retiree benefits plan manager. Woodyard and Garner, along with Lucilla
Henderson, vice president of Community & Business Engagement, TDECU, and Kristin Grose, senior account manager,
Aetna, were available to address retiree questions.
Upcoming Reunions
Texas Operations Reunion
Friday, August 5, 2016, 10 a.m. to 2 p.m.
Dow Academic Center, 500 College Drive
Lake Jackson, TX
Texas UCC Reunion
Wednesday, September 21, 2016, 10 a.m. to 2:30 p.m.
Victoria Community Center, Victoria, TX
Midland Retiree Reunion
Watch for more details
Dow Retirees Association of Alberta, Canada
Wednesday, September 15, 2016, 4 p.m. to 7 p.m.
Dow Centennial Centre, Fort Saskatchewan, AB
Dow Pittsburg Retiree Luncheon
Friday, September 9, 2016
Lone Tree Events Center, Antioch, CA
Dowell Retiree Luncheon
Wednesday, November 9, 2016, 11:30 a.m. to 2 p.m.
Hibachi Grill, 8110 E. 74th Place, Tulsa, OK
page 14 • DowFRIENDS • staying connected
Centenarian Celebrations
Loretta Gardner
Submitted by Jim Evans, Director, Northeast Region CRC
Loretta Gardner, a Union Carbide retiree, turned 100 on February 28, 2016. Loretta
started working for Dr. Leo Baekeland, inventor of Bakelite plastics, in 1937 in his
facility in Bound Brook, NJ. She worked as a quality inspector and participated in
various product end use experiments. Subsequently, after Baekeland sold the plant
to Union Carbide on the eve of World War II, Loretta worked in the Accounting and
Distribution Departments there, retiring in 1980.
Loretta and her first husband, Joseph, who died in 1951, had one daughter,
Geraldine, who also worked at Union Carbide. Many headquarters-based Carbide
retirees will remember her as Geri Hotard, who worked in Human Resources. Geri joined Loretta's birthday celebration
during our visit. Loretta married Joel Gardner, a bank executive, in 1980 and retired to the Jersey Shore. Joel died in 2002.
Loretta was born and raised in New Brunswick, NJ. She was educated in public schools there, but had to drop out in
1930 because of the Great Depression to work first in a cigar factory and later in a pocketbook factory. As a young widow
raising a daughter on her own, Loretta continued working for Union Carbide while maintaining her home independently.
She learned to paint and paper walls, did strenuous yard work and found spare time for exquisite needlework and knitting.
Loretta now lives in a beautiful senior apartment complex in southern Connecticut close to her daughter’s house, where
she still creates crafts and also plays Bingo. Loretta attributes her longevity to hard work, independence and lots of
vegetables! She was very appreciative of our recognition of her 100th birthday.
Virginia J. Williams
Submitted by Jim Evans, Director, Northeast Region CRC
Virginia Williams, a Union Carbide retiree, turned 100 on November 7, 2015. Virginia
worked as a Statistical Typist in the Distribution Department on Canal Street in New York
City from 1954 to 1975. She remarked that there were no copying machines then –
everything she typed required five carbon copies.
Virginia and her husband, Bud, who died in 1962, have one son, two daughters, five
grandchildren, and six great grandchildren. She lives in a grand old (late 1800s) house in
upstate New York during the day and stays with her daughter Julie and Julie's husband,
Vern, at night. Her other daughter, Micheline, passed away two years ago. Her son,
Thomas, lives in Florida. Julie and Vern joined us when we visited Virginia.
Virginia was born in Manhattan and lived there and in Brooklyn before moving to upstate
New York in 1970. She had two-hour commutes for five years and occupied much of
this time with knitting and sewing. She’s also an avid quilter – we saw several examples of this fine work on the beautiful
antique beds in her house. She made her daughter Julie’s wedding dress. After Virginia retired from Union Carbide, she
worked in a prison for four years and traveled all over Europe with a friend. It was a joy visiting Virginia, Julie and Vern.
In Memory of Dow Retirees
Alabama
Ruth J. Windsor
Delaware
Joseph E. McCullough
Arizona
Harold D. Justice
Richard Klies
Stuart W. Miller
Geraldine M. Muroya
Florida
Robert E. Charlebois
Robert W. Charlton
Delbert E. Cochran
Osvaldo Colon
William L. Gold
Benito M. Gonzalez
Michael Kelyman
Michael J. Matecki
Patricia E. McKay
Herbert A. Morrison
Richard G. Peterson
Robert J. Scordato
John L. Shelburn
Brian R. Sheppard
Joe L. Smith
Ronald L. Smith
Evelyn M. Taber
Victor D. Vazquez
Ronald J. Wyman
Arkansas
Kadon N. Smith
California
E. N. Agamata
Suzanne Andrews
Marsha L. Ashley
R. S. Baxter
John Di Giorgio
O. J. Golub
Barbara D. Hodgson
Irene M. Marasco
Frank J. Mazzola
Lavera Montgomery
Wesley H. Moore
Robert G. Myers Jr.
Howard B. Pettit
E. C. Randolph
Larry J. Rector
Lewie Roche
George F. Schurz
Carl E. Van Hook
J. F. Voeks
R. M. Wheaton
Delilah G. Wiese
Colorado
R. F. Helmreich
Herman A. Olander
Loren D. Pierce
Connecticut
Robert C. Anderson
William N. Galbraith
Julia Gerogotelis
B. C. Lyche
Georgia
Clyde Anderson
Willis H. Morris
Illinois
Eunice L. Andreas
Luigi Capellupo
Dwayne A. Francoeur
David A. Frey
Jay B. Glover
James W. Kelley
Casimer J. Krawiec
Donald G. Lahr
J. E. Langley
Joseph F. Pelehowski Jr.
Dwight N. Pfeiffer
Joseph J. Poleski
Eugene L. Scattergood
Clair Turney
Emerick T. Yurkovich
page 16 • DowFRIENDS • IN MEMORY OF
Indiana
Marvin E. Clerc
Janet L. Kester
E. C. McClellan
Jim E. Meeker
Carl A. Yeager
Iowa
Jessie E. Thompson
Kansas
Joseph L. Downey
Gregory L. Tidwell
Kentucky
Robert W. Estes
William E. Hayes Jr.
Marvin A. Trusty
Julian C. Webster
Louisiana
Herbert P. Barbin
Henry M. Bell
C. H. Chandler Jr.
Jervais W. Day
Hilda R. Dixon
Kenneth E. Doucet
Frank A. Ekker
Karl M. Hebert
Wallace Hebert Jr.
J. P. Hobbs
J. D. Israel
Jere D. Johnston
Darrell D. Jones
Robert J. Livingston
Emerson S. Plauche Jr.
Melford F. Rabalais
Ronald J. Richard
Alton J. Rivet Jr.
Floyd J. Speyrer Sr.
Homer P. St. Germain
Harold R. Underwood
Dorothy Verret
H. M. Wetsel
Massachusetts
Robert E. Bater
Michigan
Gary A. Allen
Richard W. Allen
Louis E. Alvesteffer
Thomas M. Anderson
Glen Anger
Alfred A. Baibos
Larry L. Barber
Norman W. Bauer
Bernard E. Bearinger
Wayne G. Beehr
Edwin C. Behrmann Jr.
Joseph J. Betka
Thomas E. Biskner
Warren Bockhol
John R. Bonner Jr.
Eugene J. Bourassa
Lawrence F. Briggin
James W. Briggs
Barbara J. Brooks
S. J. Brugger
Lowell J. Burger
William D. Carmody
Robert J. Carter
M. Chao
Lloyd R. Chartier
D. H. Chase
Harlan D. Clarey
Norma H. Clark
Orland Z. Clark
Donald E. Cobb
Donald R. Cohoon
Mary A. Conrad
Terry L. Dennis
Carl E. Dewald
James R. Dewald
Hubert C. Dunbar
Adam Dziadosz
Debra G. Eisenhardt
Ernest L. Erskine
C. G. Essex
Laverne F. Feathers
Paul F. Fiebke Jr.
L. O. Forshee
R. E. Friedrich
T. E. Frollo
Clair F. Gerstacker
Melvin P. Gohlke
Thomas R. Goniwiecha
Harold L. Gordon
Ruth D. Gordon
William D. Graves
Darwin E. Gutowski
Clarence E. Habermann
Charles J. Hamm
Robert D. Hansen
Lawrence D Hauri
Junior J. Hayes
Marjorie M. Hayes
Duane K. Herkel
Leo R. Herkner
Fred D. Hoerger
Richard A. Holzinger
Bernard P. Horden
Robert E. Horner
Hans Huppertz
B. A. Jenkins
Harold J. Jennings
Ted G. Jezowski
David C. Kanary
R. D. Kaweck
Raymond J. Kellmurray
Gary J. Kerestes
David H. Keyes
Stanley Koziol
Ray E. Krotzer
George A. Lane
Harry D. Linton Jr.
Geoffrey D. List
Russell Longstreth Jr.
H. D. Lower
Beatrice R. Mapes
Clifford L. Mapes
Clifford V. Mapes
Stanley A. Marcus
S. R. Marquiss
Floyd Marshall
D. Martin
Donald J. Massnick
Leonard E. McJames
Richard D. McLachlan
K. J. McLaren
Howard D. McMullen Jr.
V. E. Meyer
Charles J. Millhisler
Marvin L. Morris
F. G. Murray
Alfred R. Nelson
Joseph C. Neuenfeldt
M. C. Nielsen
Rita M. O'Donnell
R. I. Palmer
Randall E. Perrigo
Clare T. Phillips
George T. Quayle Jr.
E. R. Ranes
Bruce D. Reed
Gerald R. Richardson
J. F. Richnak
Lawrence E. Roberson
Leo F. Rokosz
Gus R. Sanford
P. L. Satkowiak
Russ E. Schlafley
Beatrice V. Schmidt
Walter G. Schmidt
William L. Schuetter
Clarence J. Schultz
James W. Semanco
John M. Sherlock
G. W. Siebert
Ken S. Smith
Larry E. Smith
Spence R. Tait
Richard P. Tessner
Robert C. Thomas
I. M. Thompson
J. C. Valenta
George W. Waldron Jr.
H. A. Walters
Alan W. Weburg
F. L. Weiger Jr.
Alexander H. Weisheim
Flora L. Welch
Robert F. Werth
Anthony F. Wilkie
Willard J. Williams
C. E. Wolfgang
Helen R. Yost
Stanley P. Zajac
Ruth M. Zweigle
Minnesota
Signe N. Hart
Diane C. Nahring
Allen C. Starkey
Missouri
Timothy L. Hopkins
Doyle E. Lewis
S. M. Sexton
Mississippi
Franklin L. Givens
Frederick J. Janssen
James E. Myers
Edward Singleton
Montana
R. E. Pampe
Nevada
R. F. Adam Jr.
C. A. McGarvey Jr.
New Hampshire
Alfred Latour
Ronald C. Wilson
New Jersey
Theresa Armstrong
Sanford M. Aronovic
Muriel E. Benoit
Matthew J. Burvett Jr.
James J. Doubek
Terese N. Grochowsky
Walter M. Harfman
Patrick A. Idore
Edwin J. Matczak
Nazareno E. Monticelli
Giuseppe Pontoriero
Encil J. Smith
Margaret R. Whalen
New Mexico
Ursula M. Cowgill
William D. Schafer
New York
Francis J. Bottone
Cyrus A. Clear
North Carolina
Aline E. Brown
John P. Cosgrove
Ronald D. Deibel
Harold Derry
Chester S. Hulett Jr.
Donald G. Koehlinger
Vicki Lynn McCarter
Leo R. Morris
Edgar E. Pagan-Ortiz
Ohio
Raymond F. Babiuch
Don E. Baker
Melvin Britton
Edward W. Broerman
Henry L. Brown
George P. Claxton
James Gosline
Paul B. Hannigan
Byron N. Harman
William E. Harvey
Beverly J. Hoehn
Lindsey B. Jarrell
Herbert Joerger
David C. Kopnitsky
James E. McNeill
James W. Newberne
Raymond C. Newlin Jr.
Frank J. Obey
Nick V. Ramba
Edna M. Short
A. D. Sill
Donald W. Stutesman
Sherman G. Sullivan
Robert J. Wermuth
Michael A. Zoglio
Buford A. Snyder
Louis E. Steinfeld
Oklahoma
J. C. Frost
C. L. Wendorff
Douglas J. Wilson
Texas
Edward Areia
Charles C. Bailey
David R. Baron
Charles Beddingfield
Pennsylvania
Patrick O. Bernshausen
Letitia T. Barnes
Earnest W. Berry
James J. Biles Jr.
Nicholas Charles Cipparone J. A. Bigham
Donald R. Bonneau
Joseph M. De Angelis
William J. Boyle
Patrick J. Denight
John D. Branch
Alan L. Fryer
L. Brown
Walter S. German
Billy B. Bullock
Louis A. Goldberg
Gardner L. Campbell
Edwin J. Haney
Jack E. Capps
Atlee W. Kramer
Jerry O. Carley
Earle C. Landes
Ananda M. Chatterjee
Raymond Leary
Clifton R. Clough
William J. McBride
Robert L. Collins
Clinton E. Roach Jr.
James B. Cook
W. Thomas Romspert
Stephen L. Cramer
Phoebe Rosenberry
George H. Crook
John H. Roth Sr.
Donald W. Danford
Ludwig E. Schmelzer
R. W. Davidson
William T. Sheffield
Kenneth R. Dudley
Howard I. Sloss
Robert F. Dunn
Richard L. Tosti
R. H. Ellett
Kenneth N. Treger
J. P. English
Peter Wargo
Eddie W. Faust
South Carolina
James R. Fillip
James H. Bernhardt
C. A. Frietsch
Milton Crouch
C. C. Funderburg
Carolyn S. Stockdell
Dennis G. Ganstine
Eugene M. Wilson
Isaac Garza
Sarah E. Wilson
Joe L. Gilleland
Henry Workman Jr.
Paul E. Greer
Waymon Wright
Charles N. Gregory
Tennessee
Robert L. Grout
Philip J. Ardire
David L. Hamilton
Donald E Blair
Grady R. Harrison
Eddie J. Laws
Joyce R. Herron
Edward M. Reed
Curtis H. Hutto
page 18 • DowFRIENDS • IN MEMORY OF
P. R. Irwin
Maryann Ivy
A. B. Jamison
D. A. Johnson
C. W. Kalischko
Albert R. Keeney
E. W. Kersten Jr.
Kurt W. Knoblock
Jerry M. Krenek
R. F. Lamb
Verna C. Laminack
John E. Lanier
Alfredo B. Larre
Jerry A. Leffingwell
Lee A. Lemaster
George M. Long
Lynn A. Longino
E. L. Mach
Robert D. Martin
Willie E. Martin
Michael F. McCarthy
Bobby E. McDuff
Thomas J. McKeand
B. B. McLerran
M. A. Merchant
G. D. Molsbee
Michael J. Montalbano
Parlon H. Morton III
Jack C. Motley
H. L. Neel
James O. Nesbitt
Shirley M. Noah
G.D. Payne
J. R. Peveto
Harlan M. Pinkerton
R. H. Plunkett
R. Powell
Paul I. Reis
James M. Rorex
Leo V. Rucka
C. C. Russell
J. R. Scherdin
Robert L. Schlief
Wanda L. Senter
Thomas F. Sheehan
Leon H. Skeete Jr.
Jeffrey M. Smejkal
Rufus Smith
Mattie H. Stafford
Willie L. Stoerner Jr.
Howard O. Stringer
Jack L. Strong Sr.
E. R. Sumbera
Barney J. Sumrall Jr.
Fred R. Sutton
William B. Taylor Jr.
John E. Thibodeaux
Henry G. Thompson
G. W. Tidwell
E. D. Todd
Joe F. Travis
C. R. Updike Jr.
Larry G. Vacek
J. C. Vermillion
Michael J. Walsh
Ivy D. Walters
John W. White
Michael J. White
E. P. Wieman
James A. Wilkinson
L. R. Wood
Irvin E. Zacek
Herbert P. Zoch
Utah
Anna R. Duncan
Claude H. Parkinson
Vermont
M. Chamberlain
Virginia
Robert E. Robinson
L. C. Taylor
Washington
J. C. Hansen
Robert W Lundeen
Gary D. Miller
Thomas L. Theis
Wisconsin
John W. Demerath
James F. Fonte
Neila Ward
Canada
Alberta
Vernon E. Money
Clifford O. Peterson
Ontario
John A. Almey
Harry J. Attwater
James W. Bennett
Anna M. Berg
Peter Hill
Robert E. Hubbard
William C. Lesperance
Gary D. MacKenzie
Ivan R. Mater
Barbara A. McIver
Zvonimir Pajek
Stephen M. Petley
F. E. Punnett
R. Pauline P. Saul
Frederick H. Wadey
Edward A. Wells
Edith Williams
Douglas J. Wright
Quebec
Marcel Denis
Armand Gariepy
Albert Girouard
Fernando Lafontaine
Switzerland
Helen A. Flammer
In Memory of UCC Retirees
Alabama
John L. Culbreath
William C. Pichelmayer
Allen Sanders
Arizona
Fred R. Frank
John H. Harper
Donald F. Lanphear
Jack L. Long
Vivian C. Schwinn
Arkansas
Joseph M. Black
George W. Burns
William D. Holley
Don R. Owens
California
Moses G. Acosta
Leroy M. Bayer
Jack C. Bolton
Walter A. Cherry Jr.
L. L. Dintiman
Edna A. Dunn
Laurence W. Frudden
Roy M. Hughes
Charles M. Offenhauer
Elizabeth J. Pettas
Thomas H. Stillman
Harry C. Titus
George L. Vessels
Margaret I. Zavetz
Colorado
Barbara A. Cochilla
Glen O. Gaasch
Leonard F. Haider
James S. Hollingsworth
Shirley M. Woods
Connecticut
Nicholas M. Albertson
Helen C. Andreone
Tibor Kerekes
Margaret P. Mohrwinkel
James Nesmith III
Jane L. O’Hara
S. E. Parrish
John S. Piscitello
Donna Rice
William J. Wellman
Florida
Kenneth C. Alexanderson
Raymond Anders
Sidney E. Berger
Donald A. Bernard
Bobby R. Croson
Thomas J. Dominski
Frieda C. Dyer
Angelica P. Espizua
Lynn G. Goodnough
A. S. Hart
Homer Hicks Jr.
Stanley Hoffman
Helen M. Kauffman
Kenneth G. King
Frank S. Kreps
Herman F. Lykins
Robert E. Malloy
Malachi C. McKinnon
George A. Perhonitch
Donald L. Voisinet
Carl J. Wyles
Harold A. Yaggie
Jack Zasler
Georgia
James A. Aldred
Joe W. Davis
Paul L. Deverick
Wilfred Drost
Flossie E. Guyton
Ross A. Keffer
William H. Leech
Juanita B. Massey
Ozell P. Milam
John E. Murphy
Edward W. Shipley
Rubye A. Treadwell
Illinois
Albert J. Bax
Matthew D. Cappellini
Raymond F. Miklavcic
Merle L. Norwick
Paul E. Williams
Indiana
Dorothy D. Birt
Henry G. Featherstonaugh
George Janda
John S. Knight
Blanche E. Litmer
Isabel H. Martinez
Raymond E Palmer
Robert D. Sinders
Russell L. Stanley
Dolores S. Sumeracki
Harold D. Whitmire
Iowa
Jessie E. Thompson
Louisiana
James R. Butler
Robert N. Easley
Justine G. Hill
Lionel N. Jefferson
Harold D. Long
John A. Schneller
Rudy J. Sylvain
Reginald J. White
Massachusetts
Robert S. Orzechowski
Samuel Sterman
Maryland
Frank J. Colantuono
Chandravadan I. Gandhi
Maine
Eric G. Schwarz
Michigan
Frank H. Foxlee
John E. Stillwagon
Missouri
Leslie E. Prier
Ernest M. Reilly
Richard J. Yandell
Nevada
Curtis S. Hennessey
New Hampshire
Hilton C. Lewinsohn
Irwin G. Sunderman
Geno J. Tozzini
New Jersey
Julius C. Adams
Betty W. Agnew
Duane R. Bagley
Elsye J. Banas
Joseph J. Baran
Ronald A. Belcastro
Robert D. Bell
Marcia M. Bennett
Joseph J. De Gange Jr.
Carl M. Deckenback
Robert W. Dolan
John P. Donovan
Seth T. Eberhardt
John Flesher
Elizabeth J. Franklin
James A. Geiger
Mildred G. Hansen
Charles W. Hoehler
Fu-Tong Hsu
Margaret G. Kwasnofski
Frances M. Merklin
Walter D. Niegisch
James M. Puvel
Joseph F. Rocky
Joseph D. Rowse Jr.
Viola R. Schmeing
James Steinhagen
Anthony Stella
Albert Stevens
Harold F. Strohl
New York
Edwin S. Aldrich
Frederick C. Allen
Carl P. Andersen
page 20 • DowFRIENDS • IN MEMORY OF
Alice Antkowiak
Kenneth E. Baker
Eugene E. Belstraz
Oren E. Berwaldt
John L. Boggs
William Borowicz
Mary M. Castellano
Marie T. Costanzo
Leigh D. Duncan
Donald A. Ehms
William M. Ehrhart
Robert C. Enger
James B. Fisher
Robert E. Fishlock
Joan B. Hahn
William E. Hallatt
Charles J. Keith
Robert J. Kulperger
Johnnie A. Lilly
Dorothy S. MacDonald
Lucy M. Mastromatteo
Josephine E. Pilny
George A. Salensky
Johann E. Stoppel
Richard Tomasini
Chester W. Wylucki
Chang-Lee Yang
North Carolina
Margaret A. Ashley
Barbara J. Conder-Mays
Frances S. Conyers
Dan E. Deahl
Anthony M. Fazzari
Roland T. Harris
Billie H. Johnston
John E. Kavanah
Charles D. Lewallen Sr.
David V. Lewis
Larkin P. Luther
Dorothy S. McLawhorn
Reece G. Mitchell
Harold Pharr
Everline M. Poplin
Boyd D. Purdy
Margaret L. Ratliff
Frances F. Seabolt
Roy L. Sellers
Arrie M. Suggs
Macie L. Tucker
Charles W. Ware
Ohio
Helen Coffman
Madison J. Gardner
James E. Huey
Elizabeth J. Kane
Robert J. Lauer
Emery Lippai
Ralph V. Marano
Virginia M. Master
Leslie V. Maynard
Thomas C. McCullough
Richard C. Myerly
Lucille N. Rose
Leonard S. Singer
Richard E. Tuttle
John D. Wentz
Oklahoma
Betty M. Campbell
Oregon
Edwin J. Estes
John R. Smith
Pennsylvania
Mable Eli
Gregory Hriniak Jr.
John C. Miller
Paul L. Reiber
Edward J. Salle
Robert M. Thode
Stephen L. Tyler Jr.
Verne A. Weikle
Puerto Rico
Pedro M. Borrero
South Carolina
Margaret C. Blumer
Rebecca J. Byars
Dreama K. Carnes
Virginia R. Higgins
Vera P. Hill
Drucie L. Jefferson
Allen P. Jones
Bobby R. McMakin
Janice K. Sewell
Alice S. Sherman
Billie Stewart
Bobbie J. Tarkington
Sara F. Verdin
Tennessee
Stanley W. Clark
Charles L. Headrick
Gaylord M. Maines
Jack H. Miller
Allen B. Moore
William E. Orton
Allen E. Richt
Texas
Jesse Adame
Ira R. Alexander
Francisco Baez
William H. Barlow
Jasper J. Bergeron
Paul J. Bittlebrun
Joseph L. Brantley
Wayne F. Bray
Theodore J. Brilhart
Sampy D. Browning
Gene K. Butler
Warren N. Chapman III
Arthur R. Collins
Russell F. Cruser
James W. Davlin
Peter F. Decker
Walter J. Dierlam
William J. Dugan
Charles P. Eidelbach
Sidney A. Fiedler
Leonard E. Fleener
Dorothy L. Franklin
Robert L. Frantz
Therel D. Fulghum
Robert S. Galloway
David Garza
Samuel Griffith
Donald K. Hackenberry
Oscar R. Hanks
Randall C. Harling
Jesse L. Hope
Thomas R. Jackson
Richard M. Jordan
Sidney C. Key
Richard L. Knebel
Logic F. Kuban
Bobby M. Lange
Ray E. Lee
James F. Lenox
Joe Lewis
James K. Martin
Richard Martinez
Edd Massey Jr.
James R. McCain Sr.
Kenneth S. McClain
Stanley W. Miller
George C. Monroe
Domingo C. Morales
Curtis R. Namken
James W. Newlin
Stewart O'Dell
Johnie Primm
Michael G. Rankin
Ernest O. Shafer
William H. Shonrock
Jack E. Smith
Jimmy C. Smith
Robert T. Smith
Earl W. Sparks
M. E. Trammell
Cary J. Van Eman
Paul W. Vermillion
Fred Von Atzingen
George S. Ward
Leslie D. Ward
Roy E. Watson
Patrick A. Welfl
Talbert H. Wendel
Raymond T. Worrell
Utah
Lonnie R. Bowers
James M. Brown
Randolph N. Campbell
Dean Y. Stout
Vermont
Marie A. Delorme
Ernest C. Gratz
Maryjane T. Paquette
Virginia
Carol Anderson
Washington
Claud M. Dickerson
Vern J. Lafave
George E. Venikouas
West Virginia
Ronald D. Adkins
Norman B. Angelo
Eleanor W. Barnett
Leroy Beach
Bedell V. Binford
Jesse D. Bohn
Richard D. Bostic
Iva L. Brammer
John W. Burkhamer
Elmie E. Chase
Clifton L. Chisler
James R. Cobb
Alvin L. Cooper
Jack L. Copenhaver
Gary E. Cox
Austin D. Cunningham
James M. Davison
Russell L. Davisson
James C. Dent
Glen L. Ellison
Robert L. Foster
Walter V. Frame
Charles Gabehart
William L. Glenn
Nathaniel W. Gordon Jr.
Lloyd E. Grose
Clarence H. Hart
Henry A. Holst
Adrie D. Holt
Charles K. Hunt
Nancy J. Jeffers
Harless C. Johnson
William R. Kimberling
Jack E. Layton
Danny R. Lorentz
Burl A. Mallory
Earl C. Martin Jr.
Dixie L. Masley
Stanley N. McCormick
Billy E. Medford
Charles W. Morris Jr.
John A. Mullen
Carol J. Neace
Marion C. Nida
Delores A. Nunley
William C. Pascavis
Willie S. Prince Jr.
Allen E. Ramsey
James P. Rippetoe
Joseph J. Robertson
Russell R. Rucker
James A. Skeens Jr.
John L. Stanley
James S. Torman
John T. Tyree
Dolores L. Ward
Oneda M. Warwick
Robert W. Watson
Berman E. Wilkinson
Curtis N. Withrow
Russell C. Wolfe
Wisconsin
Walter W. Bleskacek
Canada
British Columbia
Karl Marschall
Great Britain
Richard L. Izard
Important Information About the Transaction and Where to Find It
In connection with the proposed transaction, DowDuPont Inc. (f/k/a Diamond-Orion HoldCo, Inc.) (“DowDuPont”) has filed with the Securities and Exchange Commission (“SEC”), and the
SEC has declared effective on June 9, 2016, a registration statement on Form S-4 (File No. 333-209869) (as amended, the “Registration Statement”) that includes a joint proxy statement
of The Dow Chemical Company (“Dow”) and E. I. du Pont de Nemours and Company (“DuPont”) and that also constitutes a prospectus of DowDuPont. Dow, DuPont and DowDuPont
may also file other documents with the SEC regarding the proposed transaction. This document is not a substitute for the joint proxy statement/prospectus or Registration Statement or
any other document which Dow, DuPont or DowDuPont may file with the SEC. INVESTORS AND SECURITY HOLDERS OF DOW AND DUPONT ARE URGED TO READ THE REGISTRATION
STATEMENT, THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS
OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND
RELATED MATTERS. Investors and security holders may obtain free copies of the Registration Statement, the joint proxy statement/prospectus and other documents filed with the SEC
(when available) by Dow, DuPont and DowDuPont through the web site maintained by the SEC at www.sec.gov or by contacting the investor relations department of Dow or DuPont at the
following:
Dow
2030 Dow Center, Midland, MI 48674
Attention: Investor Relations: 1-989-636-1463
DuPont
974 Centre Road, Wilmington, DE 19805
Attention: Investor Relations: 1-302-774-4994
Participants in the Solicitation
Dow, DuPont, DowDuPont and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction.
Information regarding Dow’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is contained in Dow’s Form 10-K for the year
ended December 31, 2015, its proxy statement filed on April 1, 2016 and the joint proxy statement/prospectus of Dow contained in the Registration Statement filed on June 7, 2016, which
are filed with the SEC. Information regarding DuPont’s directors and executive officers, including a description of their direct interests, by security holdings or otherwise, is contained in
DuPont’s Form 10-K for the year ended December 31, 2015, its proxy statement filed on March 18, 2016 and the joint proxy statement/prospectus of DuPont contained in the Registration
Statement filed on June 7, 2016, which are filed with the SEC. A more complete description is available in the Registration Statement and the joint proxy statement/prospectus.
No Offer or Solicitation
This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or a solicitation of
any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as
amended.
Cautionary Notes on Forward Looking Statements
This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial
condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of
these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction
and the anticipated benefits thereof. These and other forward-looking statements, including the failure to consummate the proposed transaction or to make or take any filing or other
action required to consummate such transaction on a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause
actual results to differ materially from those expressed in any forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to, (i) the
completion of the proposed transaction on anticipated terms and timing, including obtaining shareholder and regulatory approvals, anticipated tax treatment, unforeseen liabilities, future
capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for
the management, expansion and growth of the new combined company’s operations and other conditions to the completion of the merger, (ii) the ability of Dow and DuPont to integrate
the business successfully and to achieve anticipated synergies, risks and costs and pursuit and/or implementation of the potential separations, including anticipated timing, any changes
to the configuration of businesses included in the potential separation if implemented, (iii) the intended separation of the agriculture, material science and specialty products businesses of
the combined company post-mergers in one or more tax efficient transactions on anticipated terms and timing, including a number of conditions which could delay, prevent or otherwise
adversely affect the proposed transactions, including possible issues or delays in obtaining required regulatory approvals or clearances, disruptions in the financial markets or other
potential barriers, (iv) potential litigation relating to the proposed transaction that could be instituted against Dow, DuPont or their respective directors, (v) the risk that disruptions from the
proposed transaction will harm Dow’s or DuPont’s business, including current plans and operations, (vi) the ability of Dow or DuPont to retain and hire key personnel, (vii) potential adverse
reactions or changes to business relationships resulting from the announcement or completion of the merger, (viii) uncertainty as to the long-term value of DowDuPont common stock,
(ix) continued availability of capital and financing and rating agency actions, (x) legislative, regulatory and economic developments, (xi) potential business uncertainty, including changes
to existing business relationships, during the pendency of the merger that could affect Dow’s and/or DuPont’s financial performance, (xii) certain restrictions during the pendency of the
merger that may impact Dow’s or DuPont’s ability to pursue certain business opportunities or strategic transactions and (xiii) unpredictability and severity of catastrophic events, including,
but not limited to, acts of terrorism or outbreak of war or hostilities, as well as management’s response to any of the aforementioned factors. These risks, as well as other risks associated
with the proposed merger, are more fully discussed in the joint proxy statement/prospectus included in the Registration Statement filed with the SEC in connection with the proposed
merger. While the list of factors presented here is, and the list of factors presented in the Registration Statement are, considered representative, no such list should be considered to be a
complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of
material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial
loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Dow’s or DuPont’s consolidated financial condition, results of operations, credit
rating or liquidity. Neither Dow nor DuPont assumes any obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future
developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
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Get Connected with CRC!
The Carbide Retiree Corps Inc. (CRC) is a great way
to stay connected. With dozens of chapters across
the U.S., this organization of retired Union Carbide
Corporation employees provides opportunities for
fellowship, communication, continued use of your
skills and information exchanges with Company
management. Retirees of Dow and its subsidiaries
are welcomed.
Join today! Simply complete the registration form on the
CRC website (www.crc-inc.us) or contact:
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References to “Dow” mean The Dow Chemical Company
and certain subsidiaries unless otherwise expressly
noted. Always refer to the summary plan descriptions for
the applicable benefit plan for detailed information about
the benefit plans. If there is any inconsistency between
this document and the benefit plan’s legal documents,
the legal documents shall prevail.
Editors
Lisa Wenban
Melissa Coleman • [email protected] • 989.638.3531
Benefits Questions
Dow Retiree Service Center • 800.344.0661, option 1
https://www.dowbenefits.ehr.com • Click on Message Center