IFF Appoints Frank Clyburn as Chief Executive Officer and Board Director; Separates Chairman and Chief Executive Officer Roles

IFF (NYSE: IFF) today announced the appointment of Frank Clyburn, an accomplished leader and operational executive, to succeed Andreas Fibig as Chief Executive Officer and a member of the IFF Board of Directors, effective February 14, 2022.

Mr. Clyburn joins IFF from Merck & Co. (Merck), where he currently serves as Executive Vice President and President of Human Health and today has full P&L responsibility for nearly 90% of Merck’s $48 billion business. He brings extensive experience leading complex global businesses and executing with exceptional operating discipline. Mr. Clyburn has an in-depth understanding of R&D, extensive integration and M&A experience and a unique ability to connect with customers and all stakeholders. He has built his career around impactful execution and while at Merck, built one of the leading oncology business in the world and the largest business within Merck.

“Frank is the best executive to lead IFF into its next chapter at the pace we need. His strong operating experience plus his hands-on approach and customer-centric perspective will accelerate the execution of IFF’s strategic and operating priorities,” said Dale Morrison, IFF Director. Ed Breen, IFF Director, added “Frank joins IFF at a time when there are significant value creation opportunities ahead of us. We are confident in his ability to unlock profitable growth, capture synergies, maximize the N&B integration and optimize IFF’s portfolio to deliver strong value for shareholders.”

“I am honored to serve as IFF’s next CEO,” said Frank Clyburn, newly appointed Chief Executive Officer. “This is an iconic company and industry leader with tremendous opportunity to deliver outstanding customer experience and long-term, sustainable growth. The purpose and vision of IFF is very closely linked with accelerating global trends of nutrition, wellness and sustainability, which means that together, colleagues around the world can deliver significant value for both customers and shareholders. Working with IFF’s world-class talent, unrivaled offerings and impressive innovation platform, I am excited to bring my approach to executional excellence to capitalize on IFF’s bright future.”

“I am pleased to welcome Frank into the Chief Executive role,” said Andreas Fibig. “He joins IFF at a time when we are delivering our full year 2021 financial goals, with strong demand continuing in the first quarter. I am confident that Frank will excite and energize our teams around the world, and I wish him all the best as IFF’s next chapter unfolds under his leadership.”

The company also announced its decision to separate the Chairman and Chief Executive Officer roles. Dale Morrison, long-standing IFF Director, will assume the role of non-executive Chairman of the Board of Directors, effective on February 14, 2022. Ed will remain on the Board as an Independent Director and the company will no longer have the Lead Independent Director role.

About Frank Clyburn

Mr. Clyburn was most recently the Executive Vice President and President of Human Health for Merck, where he had full P&L responsibility of Merck’s largest business. During his time at Merck, he was also responsible for building one of the leading oncology business in the world which is now transforming cancer care and is the largest business within Merck. He was an integral part of the integration of Merck’s $41 billion acquisition of Schering-Plough, where the company achieved strong top-line growth and delivered significant cost synergies.

Prior to his most recent role, Mr. Clyburn was Chief Commercial Officer for Merck, responsible for Human Health commercial operations and the Human Health P&L. From 2013 to 2018, he was the inaugural president of the company’s Global Oncology business. He led the creation of this fully integrated global business unit, the worldwide launch of Merck’s immuno-oncology medicine and the establishment of Merck as a leader in oncology.

Previously, he was the President of the Primary Care and Women’s Health businesses and market access function. He also led the company’s global pharmaceutical franchises and lived in Shanghai and Lucerne. Mr. Clyburn joined the company in 2008 to lead its Biologics business.

Before joining Merck, Mr. Clyburn was Vice President of the Oncology and Internal Medicine business units at Sanofi Aventis and held a wide range of leadership roles with that company, in addition to being actively involved in the $65 billion integration of Sanofi and Aventis.

Mr. Clyburn received his Master of Business Administration degree from Arizona State University and his Bachelor of Arts degree from Franklin & Marshall College. Notably, he served on the Board of Directors of DuPont from June 1, 2019 to January 20, 2022, giving him familiarity with the merger between IFF and N&B to advance the integration. He currently serves on the Board of Directors for the European Federation of Pharmaceutical Industries and Associations (EFPIA). He also served as chairman to the Thomas Edison State University Board of Trustees.

Cautionary Statement under the Private Securities Litigation Reform Act of 1995

This press release contains “forward-looking statement” within the meaning of the federal securities laws, including Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Such forward-looking statements are based on a series of expectations, assumptions, estimates and projections about the Company, are not guarantees of future results or performance, and involve significant risks, uncertainties and other factors, including assumptions and projections, for all forward periods. Our actual results may differ materially from any future results expressed or implied by such forward-looking statements. Such uncertainties and other factors include, among others, the following: (1) disruption in the development, manufacture, distribution or sale of our products from COVID-19 and other public health crises; (2) risks related to the integration of N&B and the Frutarom business, including whether we will realize the benefits anticipated from the acquisitions in the expected time frame; (3) unanticipated costs, liabilities, charges or expenses resulting from the Frutarom acquisition and the N&B Transaction; risks related to the restrictions that we are required to abide by in connection with the N&B Transaction; (4) our ability to provide the same types and level of services to the N&B Business that historically have been provided by DuPont, and our ability to maintain relationships with third parties and pre-existing customers of N&B; (5) our ability to realize expected cost savings and increased efficiencies of the Frutarom integration and our ongoing optimization of our manufacturing facilities; (6) our ability to successfully establish and manage acquisitions, collaborations, joint ventures or partnership and to manage and complete divestitures or dispositions; (7) the increase in our leverage resulting from the additional debt incurred to pay a portion of the consideration for Frutarom and its impact on our liquidity and ability to return capital to its shareholders; (8) our ability to successfully market to our expanded and diverse Taste customer base; (9) our ability to effectively compete in our market and develop and introduce new products that meet customers’ needs; (10) our ability to retain key employees; (11) changes in demand from large multi-national customers due to increased competition and our ability to maintain “core list” status with customers; (12) our ability to successfully develop innovative and cost-effective products that allow customers to achieve their own profitability expectations; (13) disruption in the development, manufacture, distribution or sale of our products from natural disasters, public health crises, international conflicts, terrorist acts, labor strikes, political crisis, accidents and similar events; (14) the impact of a disruption in our supply chain, including the inability to obtain ingredients and raw materials from third parties; (15) volatility and increases in the price of raw materials, energy and transportation; (16) the impact of a significant data breach or other disruption in our information technology systems, and our ability to comply with data protection laws in the U.S. and abroad; (17) our ability to comply with, and the costs associated with compliance with, regulatory requirements and industry standards, including regarding product safety, quality, efficacy and environmental impact; (18) our ability to react in a timely and cost-effective manner to changes in consumer preferences and demands, including increased awareness of health and wellness; (19) our ability to meet consumer, customer and regulatory sustainability standards; (20) our ability to benefit from our investments and expansion in emerging markets; (21) the impact of currency fluctuations or devaluations in the principal foreign markets in which we operate; (22) economic, regulatory and political risks associated with our international operations; (23) the impact of global economic uncertainty on demand for consumer products; (24) our ability to comply with, and the costs associated with compliance with, U.S. and foreign environmental protection laws; (25) our ability to successfully manage our working capital and inventory balances; (26) the impact of the failure to comply with U.S. or foreign anti-corruption and anti-bribery laws and regulations, including the U.S. Foreign Corrupt Practices Act; (27) any impairment on our tangible or intangible long-lived assets, including goodwill associated with the acquisition of Frutarom; (28) our ability to protect our intellectual property rights; (29) the impact of the outcome of legal claims, regulatory investigations and litigation, including current and future developments involving tax matters in Brazil; (30) changes in market conditions or governmental regulations relating to our pension and postretirement obligations; (31) the impact of changes in federal, state, local and international tax legislation or policies, including the Tax Cuts and Jobs Act, with respect to transfer pricing and state aid, and adverse results of tax audits, assessments, or disputes; (32) the impact of the United Kingdom’s departure from the European Union; (33) the impact of the phase out of the London Interbank Offered Rate (LIBOR) on interest expense; and 34) risks associated with our CEO transition.

The foregoing list of important factors does not include all such factors, nor necessarily present them in order of importance. In addition, you should consult other disclosures made by the Company (such as in our other filings with the SEC or in company press releases) for other factors that may cause actual results to differ materially from those projected by the Company. Please refer to Part I. Item 1A., Risk Factors, of the Company’s Annual Report on Form 10-K filed with the SEC on February 22, 2021 for additional information regarding factors that could affect our results of operations, financial condition and liquidity. We intend our forward-looking statements to speak only as of the time of such statements and do not undertake or plan to update or revise them as more information becomes available or to reflect changes in expectations, assumptions or results. We can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of, or any material adverse change in, one or more of the risk factors or risks and uncertainties referred to in this report or included in our other periodic reports filed with the SEC could materially and adversely impact our operations and our future financial results. Any public statements or disclosures made by us following this report that modify or impact any of the forward-looking statements contained in or accompanying this report will be deemed to modify or supersede such outlook or other forward-looking statements in or accompanying this report.

Welcome to IFF

At IFF (NYSE: IFF), an industry leader in food, beverage, scent, health and biosciences, science and creativity meet to create essential solutions for a better world – from global icons to unexpected innovations and experiences. With the beauty of art and the precision of science, we are an international collective of thinkers who partners with customers to bring scents, tastes, experiences, ingredients and solutions for products the world craves. Together, we will do more good for people and planet. Learn more at iff.com, Twitter, Facebook, Instagram, and LinkedIn.

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