DOW INC

NOTE 4 –ACQUISITIONS AND DIVESTITURES

Divestiture of the Flexible Packaging Laminating Adhesives Business

On May 2, 2024, the Company announced it entered into a definitive agreement to sell its flexible packaging laminating adhesives business, within Dow's Packaging & Specialty Plastics segment, to Arkema S.A. for approximately $150 million. The divestiture includes five manufacturing sites in the United States, Italy and Mexico as well as the associated inventory, customer contracts and lists, process technology and certain intellectual property. The Company is targeting to close the transaction by the end of 2024, subject to regulatory approval and other closing conditions.

Acquisition of North American Polyethylene Recycler

On August 1, 2024, the Company acquired Circulus Holdings, PBLLC, a U.S. company that recycles plastic waste into post-consumer resin, for a cash purchase of approximately $130 million. The acquisition includes two facilities in the United States with a total recycling capacity of 50,000 metric tons per year and supports Dow's efforts to transform plastic waste and other forms of alternative feedstocks into 3 million metric tons of circular and renewable solutions annually by 2030. The assets acquired and liabilities assumed as part of the acquisition were recorded at their estimated fair value as of the acquisition date, including property of $74 million and intangible assets, consisting primarily of technology and know-how, of $22 million, with the excess of purchase price over the fair value of net assets acquired of $36 million allocated to goodwill. These amounts are subject to adjustment upon completion of the valuation process.