Airgas, Inc recently issued a statement announcing its intention to appeal the Delaware Chancery Court Ruling.
Airgas recently attempted to invalidate a bylaw proposed by Air Products & Chemicals Inc., to shorten the date for the company’s annual meeting. However, Delaware Chancery Court Judge William B Chandler III, yesterday ruled that the bylaw doesn’t improperly shorten director’s terms on the industrial-gas company’s staggered board. Nevertheless, Airgas, Inc. recently issued a statement illustrating its intention to appeal the ruling.
The statement follows:
“While we appreciate the Court’s consideration of this matter , Airgas continues to believe that the proposed amendment to its By-Laws to require that a Meeting of Stockholders be held on 18th January 2011, only four months after the 2010 Annual Stockholder Meeting and before fiscal 2011 is completed – is invalid under both Delaware law and Airgas’ Certificate of Incorporation. The Company also remains firm in its belief that the By-Law amendment proposal was not approved by the Company’s stockholders because it received the affirmative vote of less than 67% of the shares entitled to vote generally in the election. Airgas intends to appeal the Court’s ruling.”
“The Airgas Board has previously determined that Air Products’ tender offer is grossly inadequate and does not adequately compensate Airgas stockholders for the Company’s excellent prospects, inherent value and impressive economic performance.”
BofA Merrill Lynch and Goldman, Sachs & Co. are serving as financial advisors, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel to Airgas and its Board of Directors.