Industrial-gas company Air Products & Chemicals (APD) stands ready to divest assets and launch a proxy fight to succeed with its unsolicited $5.1 billion bid to acquire rival Airgas Inc. (ARG), Air Products Chief Financial Officer Paul Huck said Friday.

"Ultimately, if needed, we are prepared to launch a proxy contest as the final step" to getting the transaction done, Huck said during a conference call following the announcement of the bid, according to a transcript of the call. "This deal has tremendous strategic and industrial logic."

The Lehigh Valley, Pa., company is also prepared to make "the appropriate divestitures to gain regulatory approval," Huck said.

A proxy fight happens when a buyer seeks to convince shareholders to replace the reluctant management of a take-over target for managers open to the acquisition. Airgas management has turned down previous offers, but it said Friday its board will review the proposal.

Huck also said Air Products intends to continue Airgas' strategy of expansion by acquisitions and its focus on local customers, and that maintaining "the entrepreneurship and agility of the organization at this local level is key."

Air Products executives also said they own about 1 million shares of Airgas stock.

Airgas shares are up $17.40, or 40%, at $60.93 while Air Products stock has fallen $4.99, or 6.8%, to $68.68.

-By Angel Gonzalez, Dow Jones Newswires; 713-547-9214; angel.gonzalez@dowjones.com

 
 
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