Corteva 8-K

Summary

Corteva reported early tender results and extended the expiration date for Vylor’s exchange offers and consent solicitations for three EIDP note series. Required consents to amend the indentures have been received; the amendments and exchange remain conditional on Corteva’s planned separation.

Key Figures

• By the 8/19/2026 early tender deadline, holders tendered $432M principal (86.3%) of the $500M 2.300% notes due 2030, $468M (93.7%) of the $500M 5.125% notes due 2032, and $525M (87.5%) of the $600M 4.800% notes due 2033. Those early tenders can no longer be withdrawn.
• For each $1,000 principal amount accepted by the early deadline, holders receive an equal principal amount of corresponding Vylor notes plus cash of ≈$2.90, ≈$2.67, or ≈$2.86, respectively. Vylor notes retain the corresponding EIDP notes’ interest rate and maturity; accepted tenders also receive accrued interest.
• Tenders after the early deadline and by expiration are eligible for $970 principal amount of Vylor notes per $1,000 tendered, with no cash consideration, plus accrued interest if accepted.
• The expiration date was extended from 9/3/2026 to 9/29/2026. Required consents were obtained for amendments that would remove substantially all restrictive covenants and most events of default from the base indenture, and remove change-of-control repurchase provisions from each series’ supplemental indenture. The amendments become operative only upon settlement.

Investor Takeaways

• The exchange offers and consent solicitations will not be consummated unless Corteva’s separation into crop protection and seed businesses is completed; it is currently expected on or about 10/01/2026.
• Settlement is expected around the second business day after expiration and substantially simultaneously with the separation, subject to remaining conditions and any extension or termination.