Corteva (CTVA) Subsidiary Vylor Issues $1.1B Senior Notes for Planned Spin-Off

Executive Summary

On August 31, 2026, Corteva, Inc. (NYSE: CTVA) and its subsidiary EIDP, Inc. filed a Current Report on Form 8-K under Item 8.01 (Other Events) disclosing the completion of a private notes offering by its wholly owned subsidiary Vylor Inc. in connection with the planned separation of Corteva into two independent publicly traded companies.

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Key Details of the Transaction

1. Debt Issuance Details:

   • Total Principal Amount: $1,100,000,000 ($1.1 billion)
   • Tranche 1: $550,000,000 of 5.125% Senior Notes due August 15, 2031
   • Tranche 2: $550,000,000 of 5.625% Senior Notes due August 15, 2036
   • Interest Payment Schedule: Semi-annually on February 15 and August 15, commencing February 15, 2027.

2. Use of Proceeds:

   • Net proceeds will fund a cash distribution to EIDP, Inc. (parent of Vylor and subsidiary of Corteva) as partial consideration for the contribution of the seed business to Vylor.
   • Additional proceeds will cover fees and expenses relating to private exchange offers for outstanding senior notes of EIDP, Inc. and general corporate purposes.

3. Guarantees and Structural Protections:

   • Parent Guarantee: Guaranteed on a senior unsecured basis by EIDP, Inc. until the separation is consummated, upon which EIDP will be automatically and unconditionally released.
   • Special Mandatory Redemption (SMR): If the separation is not completed, Vylor is required to redeem the notes at 101% of aggregate principal amount plus accrued interest.
   • Registration Rights: Vylor agreed to conduct an exchange offer or file a resale shelf registration statement within 366 days of becoming an independent public company.