Air Products raises Airgas offer
Air Products announced it has increased its offer to purchase all of the outstanding shares of Airgas Inc. to $63.50 per share in cash.
The new offer is $3.50 per share higher than its initial offer of $60.00 per share and a premium of 46% over the closing price of Airgas' shares on Feb. 4, 2010, the day before Air Products announced its proposal to acquire Airgas.
John E. McGlade, Air Products chairman, president and chief executive officer, said, "We have had extensive and very productive dialogue with Airgas shareholders over the last several months. With this price increase, and the record date now set, we are convinced we will have widespread support from Airgas shareholders for this transaction and for our Board nominees and proposals. At the same time, we are intensely focused on the interests of Air Products shareholders -- and I want to be very clear to the shareholders of both companies that we will remain disciplined on price."
McGlade continued, "We hope the Airgas Board will take the responsible step for their shareholders and promptly begin negotiations with us. With shareholder support for our increased offer, and continuing positive discussions with the FTC, we believe we can close this mutually beneficial transaction on a timely basis. We urge Airgas shareholders to send a clear and strong message to the Airgas Board by tendering their shares into our offer and voting for our independent Board nominees and proposals at the Annual Meeting."
Airgas' 2010 Annual Meeting remains unscheduled but Airgas has stated in SEC filings that it expects to hold the meeting on or before Sept. 17, 2010, and has set a record date of July 19, 2010 for shareholders to be eligible to vote at the meeting.
Air Products previously filed preliminary proxy materials with the Securities and Exchange Commission for its planned solicitation of proxies at the 2010 Airgas Annual Meeting. Air Products intends to solicit proxies from Airgas shareholders to elect three independent nominees to the Airgas Board of Directors and to approve three additional proposals to ensure the Airgas Board will act independently and in the best interest of Airgas shareholders.
The revised offer and withdrawal rights continue to be scheduled to expire at 12:00 midnight New York City time on Aug. 13, 2010, unless extended. Except for the price increase, all other terms and conditions of the offer remain unchanged.
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