Airgas rejects Air Products offer

Battle ahead at next week’s stockholder’s meeting

Airgas, Inc. today announced that its Board of Directors has unanimously rejected the revised unsolicited tender offer from Air Products & Chemicals, Inc.to acquire all outstanding common shares of Airgas at a price of $65.50 per share in cash. The Board unanimously recommended that Airgas stockholders not tender their shares into Air Products' revised offer. The Board also urges stockholders to vote for Airgas' three directors and against Air Products' By-Law amendment proposals at Airgas' Annual Meeting of Stockholders on September 15.

In a prepared release, Airgas Chairman and Chief Executive Officer Peter McCausland said, "The Airgas Board of Directors is unanimous in its belief that Air Products' revised offer, which represents only a $2.00 per share increase over its previous offer, continues to grossly undervalue Airgas. We believe that this slight increase in Air Products' offer price does not adequately compensate Airgas stockholders for the Company's inherent value, excellent prospects and impressive economic performance since Air Products first announced its offer. The Board is unanimous in its belief that $65.50 per share is not an appropriate value or a sensible starting point for negotiations to achieve such a value."

McCausland concluded, "We believe that Air Products' threat to withdraw its offer if Airgas stockholders do not elect its nominees and approve its By-Law proposals is just another coercive tactic designed to facilitate the acquisition of Airgas at the lowest possible price. If Air Products follows through on its threat, Airgas intends, through repurchases or other transactions, to assist its stockholders who desire to sell their shares in the near term."

See our previous blog posted yesterday in which Air Products increased its offer to purchase Airgas.