LEHIGH VALLEY, Pa.,
April 1 /PRNewswire-FirstCall/ -- Air
Products (NYSE: APD) today announced that it has extended the
expiration date of its tender offer for all outstanding common
shares of Airgas, Inc. (NYSE: ARG) for $60.00 per share all in cash. The offer and
withdrawal rights are now scheduled to expire at 12:00 midnight
New York City time on June 4, 2010, unless extended. The tender
offer was previously scheduled to expire at 12:00 midnight
New York City time on April 9, 2010.
Except for the extension of the tender offer expiration date,
all other terms and conditions of the offer remain unchanged.
As of the close of business on Thursday, April 1, 2010, approximately 12,291
shares of Airgas common stock had been tendered into and not
withdrawn from the offer.
Airgas' stockholders may obtain copies of all of the offering
documents free of charge at the SEC's website (www.sec.gov) or by
directing a request to MacKenzie Partners, Inc., the Information
Agent for the offer, at 212-929-5500 or toll-free at 800-322-2885.
Additional information about the transaction, including the
offering documents, is also available at
www.airproducts.com/airgasoffer.
Air Products' financial advisor and dealer manager for the
tender offer is J. P. Morgan Securities Inc., its legal advisors
are Cravath, Swaine & Moore LLP and Arnold & Porter, and
its information agent is MacKenzie Partners, Inc.
Air Products (NYSE: APD) serves customers in industrial, energy,
technology and healthcare markets worldwide with a unique portfolio
of atmospheric gases, process and specialty gases, performance
materials, and equipment and services. Founded in 1940, Air
Products has built leading positions in key growth markets such as
semiconductor materials, refinery hydrogen, home healthcare
services, natural gas liquefaction, and advanced coatings and
adhesives. The company is recognized for its innovative
culture, operational excellence and commitment to safety and the
environment. In fiscal 2009, Air Products had revenues of
$8.3 billion, operations in over 40
countries, and 18,900 employees around the globe. For more
information, visit: www.airproducts.com.
ADDITIONAL INFORMATION
On February 11, 2010, Air Products
Distribution, Inc., a wholly owned subsidiary of Air Products and
Chemicals, Inc. ("Air Products"), commenced a cash tender offer for
all the outstanding shares of common stock of Airgas, Inc.
("Airgas") not already owned by Air Products, subject to the terms
and conditions set forth in the Offer to Purchase dated as of
February 11, 2010 (the "Offer to
Purchase"). The purchase price to be paid upon the successful
closing of the cash tender offer is $60.00 per share in cash, without interest and
less any required withholding tax, subject to the terms and
conditions set forth in the Offer to Purchase, as amended. The
offer is scheduled to expire at midnight, New York City time, on Friday, June 4, 2010, unless further extended in
the manner set forth in the Offer to Purchase.
This communication does not constitute an offer to buy or
solicitation of an offer to sell any securities. The tender offer
is being made pursuant to a tender offer statement on Schedule TO
(including the Offer to Purchase, a related letter of transmittal
and other offer materials) filed by Air Products with the U.S.
Securities and Exchange Commission ("SEC") on February 11, 2010. INVESTORS AND SECURITY
HOLDERS OF AIRGAS ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED
WITH THE SEC CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors
and security holders can obtain free copies of these documents and
other documents filed with the SEC by Air Products through the web
site maintained by the SEC at http://www.sec.gov. The Offer to
Purchase and related materials may also be obtained for free by
contacting the Information Agent for the tender offer, MacKenzie
Partners, Inc., at 212-929-5500 or toll-free at 800-322-2885.
In connection with the proposed transaction, Air Products may
file a proxy statement with the SEC. Any definitive proxy statement
will be mailed to stockholders of Airgas. INVESTORS AND SECURITY
HOLDERS OF AIRGAS ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED
WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors and security holders will be able to
obtain free copies of these documents (if and when available) and
other documents filed with the SEC by Air Products through the web
site maintained by the SEC at http://www.sec.gov .
CERTAIN INFORMATION REGARDING PARTICIPANTS
Air Products and certain of its respective directors and
executive officers may be deemed to be participants in the proposed
transaction under the rules of the SEC. Security holders may obtain
information regarding the names, affiliations and interests of Air
Products' directors and executive officers in Air Products' Annual
Report on Form 10-K for the year ended September 30, 2009, which was filed with the SEC
on November 25, 2009, and its proxy
statement for the 2010 Annual Meeting, which was filed with the SEC
on December 10, 2009. These documents
can be obtained free of charge from the sources indicated above.
Additional information regarding the interests of these
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
will also be included in any proxy statement and other relevant
materials to be filed with the SEC when they become available.
FORWARD-LOOKING STATEMENTS
All statements included or incorporated by reference in this
communication other than statements or characterizations of
historical fact, are forward-looking statements. These
forward-looking statements are based on our current expectations,
estimates and projections about our business and industry,
management's beliefs, and certain assumptions made by us, all of
which are subject to change. Forward-looking statements can often
be identified by words such as "anticipates", "expects", "intends",
"plans", "predicts", "believes", "seeks", "estimates", "may",
"will", "should", "would", "could", "potential", "continue",
"ongoing", similar expressions, and variations or negatives of
these words. These forward-looking statements are not guarantees of
future results and are subject to risks, uncertainties and
assumptions that could cause our actual results to differ
materially and adversely from those expressed in any
forward-looking statement. Important risk factors that could
contribute to such differences or otherwise affect our business,
results of operations and financial condition include the
possibility that Air Products will not pursue a transaction with
Airgas and the risk factors discussed in our Annual Report on Form
10-K, subsequent Quarterly Reports on Form 10-Q, recent Current
Reports on Form 8-K, and other SEC filings. The forward-looking
statements in this release speak only as of the date of this
filing. We undertake no obligation to revise or update publicly any
forward-looking statement, except as required by law.
SOURCE Air Products