Exhibit 99.4
DUPONT DE NEMOURS, INC.
Offer to Exchange
All Shares of Common Stock of
NUTRITION & BIOSCIENCES, INC.
which are owned by DuPont de Nemours, Inc. and
will be converted into the right to receive Shares of Common Stock
of International Flavors & Fragrances Inc. for
Shares of Common Stock of DuPont de Nemours, Inc.
Pursuant to the Prospectus, dated [●], 2020
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT ONE MINUTE AFTER 11:59 P.M., NEW YORK CITY TIME, ON [●], 2021, UNLESS THE EXCHANGE OFFER IS EXTENDED OR TERMINATED. SHARES OF DUPONT COMMON STOCK TENDERED PURSUANT TO THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO THE EXPIRATION OF THE EXCHANGE OFFER.
[●], 2020
To Banks, Brokers and Other Nominees:
DuPont de Nemours, Inc. (“DuPont”) is offering, upon the terms and subject to the conditions set forth in the enclosed prospectus, dated [●], 2020 (together with any amendments or supplements thereto, the “Prospectus”), to exchange all shares of common stock, par value $0.01 per share (“N&B common stock”), of Nutrition & Biosciences, Inc. (“N&B”) that are owned by DuPont, for shares of common stock of DuPont, par value $0.01 per share (“DuPont common stock”), that are validly tendered and not properly withdrawn (the “Exchange Offer”). Capitalized terms used but not defined herein will have the meanings ascribed to them in the Prospectus.
Following the consummation of the Exchange Offer and the expected Clean-Up Spin-Off, Neptune Merger Sub I Inc. (“Merger Sub I”), a Delaware corporation and a wholly owned subsidiary of International Flavors & Fragrances Inc. (“IFF”), will be merged with and into N&B, whereby the separate corporate existence of Merger Sub I will cease and N&B will continue as the surviving corporation and a wholly owned subsidiary of IFF (the “Merger”). In the Merger, each outstanding share of N&B common stock (except for shares of N&B common stock held by N&B as treasury stock or by DuPont, which will be canceled and cease to exist, and no consideration will be delivered in exchange therefor) will be converted into the right to receive a number of shares of common stock of IFF, par value $0.125 per share (“IFF common stock”), equal to the exchange ratio set forth in the Merger Agreement (the “Merger Exchange Ratio”). Prior to the consummation of the Exchange Offer, N&B will issue to DuPont a number of shares of N&B common stock such that the number of shares of N&B common stock issued and outstanding at the time of the consummation of the Exchange Offer is approximately equal to the number of shares to be issued by IFF in the Merger, such that the Merger Exchange Ratio is approximately one and, as a result, each share of N&B common stock (except for shares of N&B common stock held by N&B as treasury stock or by DuPont, which will be canceled and cease to exist and no consideration will be delivered in exchange therefor) will be converted into the right to receive approximately one share of IFF common stock in the Merger.
We are asking you to furnish copies of the enclosed materials to your clients for whom you hold shares of DuPont common stock, whether such shares are registered in your name or in the name of your nominee. You will be reimbursed for customary mailing and handling expenses incurred by you in forwarding any of the enclosed materials to your clients.
As described in the Prospectus, DuPont is not conducting the Exchange Offer in any jurisdiction where the offer, sale or exchange is not permitted. If you are in a jurisdiction where offers to exchange or sell, or solicitations of offers to exchange or purchase, the securities offered by the Exchange Offer are unlawful, or if you are a person to whom it is unlawful to direct these types of activities, then the Exchange Offer presented does not extend to you.