Prospectus Supplement
(To prospectus dated November 22, 2017)
$3,800,000,000
Air Products and Chemicals, Inc.
$550,000,000 1.500% Notes due 2025
$650,000,000 1.850% Notes due 2027
$900,000,000 2.050% Notes due 2030
$750,000,000 2.700% Notes due 2040
$950,000,000 2.800% Notes due 2050
We are offering
$550,000,000 aggregate principal amount of 1.500% Notes due 2025 (the 2025 Notes), $650,000,000 aggregate principal amount of 1.850% Notes due 2027 (the 2027 Notes), $900,000,000 aggregate principal
amount of 2.050% Notes due 2030 (the 2030 Notes), $750,000,000 aggregate principal amount of 2.700% Notes due 2040 (the 2040 Notes), and $950,000,000 aggregate principal amount of 2.800% Notes due 2050
(the 2050 Notes and together with the 2025 Notes, 2027 Notes, 2030 Notes and 2040 Notes, the Notes). The 2025 Notes will mature on October 15, 2025, the 2027 Notes will mature on
May 15, 2027, the 2030 Notes will mature on May 15, 2030, the 2040 Notes will mature on May 15, 2040, and the 2050 Notes will mature on May 15, 2050. We will pay interest on the 2025 Notes semi-annually in
arrears on April 15 and October 15 of each year, beginning on October 15, 2020. We will pay interest on the 2027 Notes, the 2030 Notes, the 2040 Notes and the 2050 Notes semi-annually in arrears on May 15 and
November 15 of each year, beginning on November 15, 2020. We may redeem the Notes prior to their maturity, in whole or in part, as described in this prospectus supplement. In addition, if a change of control triggering event occurs as
described under Description of Notes - Change of Control and Ratings Decline, we will be required to offer to purchase the relevant series of Notes from their holders at a purchase price equal to 101% of the principal amount
thereof plus accrued and unpaid interest to, but excluding, the purchase date. The Notes will be issued in book-entry form only, in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof.
The Notes of each series are new issues of securities with no established trading market. We do not intend to list the Notes on any securities
exchange.
Investing in these Notes involves risks. See Risk Factors on
page S-4 of this prospectus supplement, as well as the sections entitled Risk Factors in our Annual Report on Form 10-K for the year
ended September 30, 2019 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
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Public
Offering Price(1)
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Underwriting
Discount
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Proceeds to Us,
Before Expenses(1)
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Per 2025 Note
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99.979
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%
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0.350
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%
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99.629
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%
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Total
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$
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549,884,500
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$
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1,925,000
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$
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547,959,500
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Per 2027 Note
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99.901
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%
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0.400
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%
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99.501
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%
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Total
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$
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649,356,500
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$
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2,600,000
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$
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646,756,500
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Per 2030 Note
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99.864
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%
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0.450
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%
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99.414
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%
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Total
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$
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898,776,000
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$
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4,050,000
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$
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894,726,000
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Per 2040 Note
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99.722
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%
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0.750
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%
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98.972
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%
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Total
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$
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747,915,000
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$
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5,625,000
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$
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742,290,000
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Per 2050 Note
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99.636
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%
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0.875
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%
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98.761
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%
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Total
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$
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946,542,000
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$
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8,312,500
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$
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938,229,500
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Total
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$
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3,792,474,000
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$
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22,512,500
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$
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3,769,961,500
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(1)
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Plus accrued interest, if any, from April 30, 2020, if settlement occurs after that date.
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Neither the Securities and Exchange Commission (the SEC) nor any state securities commission has approved
or disapproved of the Notes or determined if this prospectus supplement or the accompanying prospectus is accurate or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the Notes in book-entry form only through the facilities of The Depository Trust Company (DTC)
and its participants, including Euroclear Bank SA/NV, as operator of the Euroclear System (Euroclear), and Clearstream Banking, S.A. (Clearstream), on or about April 30, 2020, against payment in immediately available
funds.
Joint Book-Running Managers
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Barclays
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BofA Securities
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Citigroup
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J.P. Morgan
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HSBC
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Mizuho Securities
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MUFG
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SMBC Nikko
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Co-Managers
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Banca IMI
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BBVA
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BNP PARIBAS
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Deutsche Bank Securities
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ING
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Lloyds Securities
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Santander
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Scotiabank
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The date of this prospectus supplement is April 27, 2020.