Shearman And Sterling

News May 20, 2019

The Dow Chemical Company’s $2 Billion Notes Offering

Shearman & Sterling advised The Dow Chemical Company (Dow) in connection with Dow’s Rule 144A/Regulation S offering of $500 million 3.150% notes due 2024, $750 million 3.625% notes due 2026 and $750 million 4.800% notes due 2049. In connection with the notes offering, Dow entered into a registration rights agreement, which requires Dow to file an exchange offer registration statement with the SEC with respect to offers to exchange the notes.

Dow will use the net proceeds from this offering to fund the redemption of existing notes and/or repay indebtedness, including full redemption of Dow’s 4.25% notes due November 15, 2020.

Dow is a wholly owned subsidiary of Dow Inc. (NYSE: DOW), a publicly traded company that recently separated from DowDuPont Inc. through a spin-off transaction. Dow combines one of the broadest technology sets in the industry with asset integration, focused innovation and global scale to achieve profitable growth and become the most innovative, customer centric, inclusive and sustainable materials science company. Dow’s portfolio of performance materials, industrial intermediates and plastics businesses delivers a broad range of differentiated science-based products and solutions for our customers in high-growth segments, such as packaging, infrastructure and consumer care. Dow operates 113 manufacturing sites in 31 countries and employs approximately 37,000 people. Dow delivered pro forma sales of approximately $50 billion in 2018.

The Team