* Air Products pushes slate of industrial executives
* Airgas says will evaluate submissions
* Proposal would force January meeting
* Shares lightly trading in post-market
(Adds Airgas response, analyst, shares)
By Ernest Scheyder
NEW YORK, May 13 Air Products and Chemicals Inc
(APD.N) stepped up its bid to take control of Airgas IncARG.N
by nominating three corporate executives to the Airgas board on
Air Products also said it wants shareholders to hold an
annual meeting every January, its latest move in its attempt to
buy its industrial gas rival.
Airgas fired back, saying in a statement: "We believe that
Air Products' interests are diametrically opposed to those of
our stockholders and that Air Products chose its candidates and
proposals precisely to help advance its goal of acquiring
Airgas at the cheapest possible price."
Airgas, the largest U.S. distributor of industrial gases
and related equipment, said it will evaluate the Air Products
slate and proposals "in due course."
Rival Air Products went hostile in its bid for Airgas in
February, offering $60 per share in cash, or roughly $5.1
billion. At the time, Airgas shares were trading in a range of
$41 to $48. Airgas has repeatedly said the offer undervalues
its assets. [ID:nN22186622]
Air Products wants to compel Airgas to hold its annual
meeting every January. If passed by shareholders when they
gather in September, it would force Airgas to hold another
meeting as soon as Jaanuary 2011.
Since Airgas has a staggered board of nine directors, such
a move would make it much easier for Air Products to gain a
majority on the company's board.
"These movements show that Air Products is willing to fight
tooth and nail," Morningstar analyst Basili Alukos told
Reuters. "They're not going to take 'no' for an answer."
Airgas shares rose a penny to $63.06 in post-market
trading, while shares of Air Products remained at their close
Air Products nominated John Clancey, chairman emeritus of
shipping company Maersk Inc, Robert Lumpkins, chairman of
fertilizer producer Mosaic Co (MOS.N), and Ted Miller, founder
of wireless communication provider Crown Castle International
"Airgas shareholders deserve highly qualified and truly
independent board representation, and we have nominated three
experienced directors who are committed to acting in
the best interests of all Airgas shareholders," Air Products
Chief Executive John McGlade said in a statement.
Air Products also proposed that any board nominee put
forward by Airgas who loses an election would be ineligible to
serve on the board for the next three years. But Air Products'
proposal excludes Airgas founder and Chief Executive Peter
McCausland, who is up for reelection this year.
Air Products is also seeking to nullify all bylaws adopted
by Airgas' board after April 7, 2010.
Air Products recently extended a tender deadline for Airgas
shareholders until June 4. [ID:nN01136618] The company is in
talks with the U.S. Federal Trade Commission.
Some Airgas shareholders, as well as Air Products itself,
have sued Airgas, hoping to force it to agree to the deal. A
Delaware judge declined to hold the trial quickly, instead
opting for a fall trial after Airgas' shareholders meet.
(Reporting by Ernest Scheyder, editing by Leslie Gevirtz)