Airgas directors split over takeover price-filing

NEW YORK, Dec 12 (BestGrowthStock) – Three Airgas Inc (ARG.N: )
board members disagreed with the board that the company was
worth a minimum $78 a share, a court filing shows, adding a
new twist to the industrial gas company’s takeover battle with
rival Air Products & Chemicals Inc (APD.N: ).

The directors, who were backed by Air Products in their
bid to join the board earlier this year, challenged company
statements this month that that board was unanimous in setting
a $78-per-share floor for a deal, according to a filing with
the Chancery Court in Delaware.

Airgas declined to comment.

Air Products made its “best and final” offer on Thursday
offering $70 per share and valuing Airgas at $5.9 billion.
[ID:nN09252192]

The court filing quotes a letter three recently elected
board members sent to Airgas Chairman John van Roden.

In their Dec 7 letter, John Clancey, Robert Lumpkins and
Ted Miller say they agree with the board that a
$65.50-per-share offer was inadequate. But they disagreed that
$78 should be a minimum price.

“To be clear, at no time did any of us take the position
that a $78 offer price was the price of admission to having
any discussions with Air Products, nor did we agree that $78
was the minimum per-share price at which Airgas might be
purchased,” the directors wrote.

On Friday, the directors denied there was division on the
board, in response to a CNBC television report that they
planned to challenge company statements. [ID:nN10126166]

Earlier this fall, Airgas shareholders voted by a narrow
margin to oust the chairman and replace three members of the
board with a new slate that favored Air Products’ bid.
[ID:nN14275664]
(Reporting by Nick Zieminski and Mike Erman; Editing by Jan
Paschal)

Airgas directors split over takeover price-filing