(Adds Air Products comment, updates stock prices)
DOW JONES NEWSWIRES
Airgas Inc. (ARG) plans to appeal a Delaware court ruling that
upheld a bylaw proposal from suitor Air Products & Chemicals
Inc. (APD) that calls for another annual meeting in January.
Airgas shares were recently up 2.7% to $69.70. Air Products'
offer is $65.50 a share.
Air Products on Monday said in response to Airgas's announcement
that it was "pleased" with the court's decision and "disappointed
that Airgas continues to oppose the will of its shareholders."
A meeting was held last month, at which all three of Air
Products' nominees defeated those by Airgas, including Chief
Executive Peter McCausland. But he was subsequently reappointed to
the board, expanding the panel's size to 10.
Shareholders also backed a Air Products bylaw-change proposal to
hold another annual meeting in January, giving the company a chance
for it to add additional board members that could be more
accommodating of its buyout efforts.
Air Products has been running a hostile-takeover effort for
Airgas for months. Airgas has repeatedly rejected the approach; the
latest bid values the company at $5.48 billion.
Airgas said Monday that it still believes the bylaw proposal
goes against both Delaware law and the company's articles of
incorporation. It also maintains even if the proposal was valid, it
needed two-thirds support in order to be approved. The company had
said the bylaw changes proposed by Air Products received less than
50% support among all outstanding shares, but a "slight" majority
of votes cast.
-By Kevin Kingsbury and Jodi Xu; Dow Jones Newswires;
212-416-2354; kevin.kingsbury@dowjones.com