DuPont Sells Textiles and Interiors Business to Koch

EI du Pont de Nemours and Co. completed the sale of its INVISTA fibres unit to subsidiaries of Koch Industries, Inc. for a purchase price of US$4.2 billion on April 30, 2004. INVISTA, formerly a business unit of DuPont, is the largest fibre and intermediates business in the world.

As part of the global sale of the INVISTA fibres unit, the shares of DuPont Canada Inc. were sold to a subsidiary of Koch. Prior to that sale, EI du Pont de Nemours and Co. established a new Canadian subsidiary, named EI du Pont Canada Company, which acquired various assets unrelated to the INVISTA businesses. EI du Pont Canada Company will be the continuing DuPont entity in Canada.

In Canada, Koch was represented by Stikeman Elliott, with a team led by William Braithwaite (corporate) and consisting of Martin Langlois, Karen Jackson and Stewart Sutcliffe (corporate), Sharon Polan, Lewis Smith, Gwen Cheung and Justin Parappally (banking), Larry Cobb and Aaron Atcheson (environmental), Kevin Kelly (tax), Lorna Cuthbert (labour and employment), Gary Nachshen (pensions) and Mario Paura and Melissa Schyven (real estate); and in the US by Latham & Watkins, with a team led by Mark Gerstein.

The acquisition required antitrust approvals worldwide as well as Competition Act approval and Investment Canada Act approval in Canada. Randal Hughes and Tracey Patel of Fraser Milner Casgrain advised Koch with respect to Canadian competition law and foreign investments matters, and Jones Day, with a team including Phillip Proger and Peter Love, advised Koch on regulatory matters in the US and elsewhere in the world.

DuPont Canada was represented in-house by Judith McKay, general counsel and corporate secretary, and by Fasken Martineau DuMoulin, with a team led by Douglas Scott and Roxanne McCormick (corporate) and consisting of Sean Stevens, Marina Seidl and Anita Huntley (corporate), Alan Schwartz and Bill Bies (tax), Peggy McCallum and Ross Gascho (pensions and benefits), Ralph Nero (labour and employment), Neil Henderson (intellectual property), Dan Law and Neil Smiley (real estate), Rosalind Cooper (environmental) and Doug New, Angela Di Padova and Huy Do (competition).

EI du Pont de Nemours and Co. was represented by an in-house team led by Roger Arrington, vice-president and assistant general counsel, and Paul Bonanto, corporate counsel, M&A; by Skadden, Arps, Slate, Meagher & Flom, with a team that included Lou Kling, Thomas Greenberg, Kenneth Wolff, Brian Keyes and Matthew Bloom (M&A), Bruce Goldner, Andrew Strobert and Jonathan Seiden (IP and technology), Regina Olshan and Michael Bergmann (employee benefits and executive compensation), Wallace Schwartz, Adam Endick and Julian Paskaloff (real estate), David Rievman and Jennifer Moss (tax), John Amodeo (environmental) and Jon Hlafter (banking and institutional investing); and by Osler, Hoskin & Harcourt, with a team that included Jack Petch, Q.C., Lee Muirhead and Mark Austin (corporate), and Blake Murray, David Tetreault and Manjit Singh (tax).