Urges Shareholders to Vote "FOR" ONLY
Air Products' Nominees on the WHITE Proxy Card
LEHIGH
VALLEY, Pa., Dec. 13,
2024 /PRNewswire/ -- Air Products (NYSE:APD) Board of
Directors today issued a letter to shareholders containing
important information for shareholders to consider in connection
with its upcoming 2025 Annual Meeting of Shareholders (the "Annual
Meeting"), which will be held at 8:30
a.m. U.S. Eastern Time on January 23,
2025. All Air Products shareholders of record as of the
close of business on November 27,
2024 will be entitled to vote at the Annual Meeting.
Shareholders should visit
voteairproducts.com for additional information
on voting.
Key takeaways from the letter are below and the full letter is
embedded within this release:
- Air Products' core industrial gas business continues to
drive the Company's industry-leading adjusted EBITDA margin.
Air Products has built leading positions in atmospheric gases
serving global customers across multiple industries and is the
world's leading supplier of hydrogen. Air Products' onsite business
is governed by take-or-pay contracts with minimum volume
commitments, price escalation provisions, and cost-pass-through
mechanisms, allowing the Company to grow at GDP-plus rates, with an
industry-leading adjusted EBITDA margin of more than 40% and strong
and contracted cash flows. We continue to focus on investing in and
growing our core industrial gas business; in fact, more than half
of our total capital investment in the last four years has been in
our core industrial gas business, and this will also be the case in
2025.
- Air Products has 80+ years of relevant industrial gas and
65+ years of hydrogen experience and is positioned to be the global
leader in clean hydrogen. Clean hydrogen is a natural extension
of Air Products' core business, which was started in 1940. Air
Products has grown to become the most profitable industrial gas
business in the world based on adjusted EBITDA margin. Air Products
is applying this same successful first-mover strategy to the clean
hydrogen market, which is expected to be worth more than
$600 billion by 2030, and exceed
$1 trillion by 20501. Air
Products' clean hydrogen projects are expected to deliver returns
at or above our core industrial gas return levels, producing
significant additional value to our shareholders.
- Air Products is executing a prudent capital allocation
strategy while derisking its clean hydrogen business. Air
Products has delivered 42 consecutive years of dividend increases,
with approximately $1.6 billion of
dividend payments in fiscal year 2024, and a dividend per share
CAGR of 9% over the last decade. The Company is not making any
final investment decisions on new low-carbon projects until the
current low-carbon facilities under construction are at least 75%
loaded with contracts, and unless the new projects are contracted
with an anchor off-take customer, consistent with our traditional
onsite business.
- Mantle Ridge's history of value destruction, contradictory
and disorganized actions, and pursuit of company control without
any serious plan did not provide any basis for engagement and
should concern every Air Products shareholder.
- Mantle Ridge has no concrete long-term plan or ideas beyond
what Air Products is already executing or has already
delivered.
- Mantle Ridge has never run an activist campaign or made a CEO
change that has driven outperformance.
- Since its initial proposal to nominate a full slate of
directors, Mantle Ridge has subsequently backtracked and reduced
the number of its Board nominees it plans to run at Air Products'
2025 Annual Meeting.
- Mantle Ridge continues to seek control of Air Products by
targeting leadership of the Board and management, including
Mr. Ghasemi and Mr. Monser, two leaders integral to the
success of the Company's strategy.
- Mantle Ridge's proposed CEO candidate, Eduardo Menezes,
has never served as a public company CEO or board director, and has
not been active as an executive for almost four years. Mr. Menezes
was also passed over for an "able alternative" as CEO of Linde.
Further, Mr. Menezes has had no known employment experience
following his retirement from Linde in 2021.
- Mantle Ridge's proposed Executive Chairman candidate,
Dennis Reilley, has not served in an operating role in over 17
years or on a board of directors in over five years.
- Mantle Ridge's nomination of non-independent candidates
stands in stark contrast to its own stated intentions and electing
any of Mantle Ridge's nominees would halt our significant
progress. Despite Mantle Ridge's claims that its director
nominees are independent, Mantle Ridge's nominees have longstanding
relationships and conflicted ties to each other and Paul Hilal,
Mantle Ridge's Founder, calling into question why they were
selected for the nomination. The Air Products Board believes it
would be highly disruptive to the successful execution of its
strategy to elect any of Mantle Ridge's nominees and unanimously
determined they would not bring any additive skills to the Board
that are not already present in Air Products' proposed refreshed
slate.
The full text of the letter to shareholders follows:
VOTE "FOR" ONLY AIR PRODUCTS' HIGHLY QUALIFIED
DIRECTOR NOMINEES
ON THE WHITE PROXY CARD.
DO NOT LET MANTLE RIDGE JEOPARDIZE OUR ABILITY
TO DELIVER
SUPERIOR LONG-TERM SHAREHOLDER VALUE.
December 13, 2024
Dear Fellow Shareholder,
At our upcoming 2025 Annual Meeting, scheduled for January 23, 2025, you have a critical decision to
make to protect the value of your investment in Air Products.
Activist firm Mantle Ridge's last-minute maneuver to drastically
reduce its slate of nominees from nine to four, after Air Products
had already filed its definitive proxy solicitation materials,
underscores its flawed campaign that threatens to impede the
significant progress we have made in advancing our two-pillar
growth strategy. Our strategy, which focuses on growing our core
industrial gas business and capitalizing on our first-mover
advantage in the clean hydrogen market, is producing results and
positions Air Products to drive significant long-term value
creation. Mantle Ridge's criticism, on the other hand, ignores
basic facts and is rife with inaccuracies and mischaracterizations.
The contrast between Mantle Ridge's short-term, opportunistic and
poorly developed stance and our proven and successful approach to
our business could not be more stark.
While the Air Products Board and management team are working
judiciously to execute the Company's well-articulated and sound
strategy, Mantle Ridge continues to run its disruptive and
misguided campaign without any concrete long-term plan or ideas
beyond what Air Products is already executing or has already
delivered. Holding only 1.8% of Air Products' common stock, Mantle
Ridge has stated that it seeks to replace Air Products' leadership,
including Chairman and CEO, Seifi
Ghasemi, and Lead Director, Ed
Monser, and implement a wholesale turnover of the management
team as soon as possible. This is despite Air Products having
engaged in continuous Board refreshment and being on track to
deliver on its carefully planned CEO succession process, which the
Company has clearly and repeatedly outlined. Simply put, Mantle
Ridge's brazen and opportunistic bid to take charge of Air Products
has proven that it lacks a fundamental understanding of the
benefits of our strategy and disregards our value-creating approach
to capital allocation.
Air Products shareholders must not allow Mantle Ridge to halt
the significant progress we have made in positioning the Company to
deliver superior long-term shareholder value.
OUR STRONG CORE INDUSTRIAL GAS
BUSINESS
CONTINUES TO DRIVE OUR INDUSTRY-LEADING ADJUSTED
EBITDA MARGIN.
Air Products has leading positions in atmospheric gases and is
the world's leading supplier of hydrogen. We deliver proven
reliability, significant efficiency and productivity benefits for
our global customers across multiple industries. Underscoring our
commitment, more than half of our total capital investment in the
last four years has been in our core industrial gas business, and
this will also be the case in 2025. Our onsite business is governed
by take-or-pay contracts with minimum volume commitments that often
run up to 20 years and contain price escalation provisions and
cost-pass-through mechanisms. This has allowed Air Products to grow
at GDP-plus rates, with an industry-leading adjusted EBITDA margin
of more than 40% and strong and contracted cash flows. We are
expanding the core industrial gas business in secular growth
verticals, including electronics, industrial manufacturing, medical
and food. For example, our leading position in serving global
electronics providers enables us to capitalize on tailwinds such as
the artificial intelligence-driven demand for a variety of end
markets, including data centers.
LEVERAGING 80+ YEARS OF EXPERIENCE, AIR
PRODUCTS IS POSITIONED TO BE
THE GLOBAL LEADER IN CLEAN
HYDROGEN.
Clean hydrogen is a natural extension of Air Products' core
business, which was started in 1940. With this strong foundation,
Air Products has grown to become the most profitable industrial gas
business in the world based on adjusted EBITDA margin. In the 1980s
and 1990s, as refineries faced increasingly strict emissions
regulations, Air Products acted quickly to build high-efficiency
hydrogen plants, set up distribution infrastructure and form key
relationships, positioning the Company as the hydrogen supplier of
choice to refineries and multiple other end markets. Now, amid
another global push to decarbonize, Air Products is applying this
same successful first-mover strategy to the clean hydrogen market.
We are building the world's largest green hydrogen-based ammonia
production facility in NEOM and signed a pioneering supply
agreement earlier this year with TotalEnergies. Negotiations are
ongoing for additional offtake agreements which would exceed the
expected initial production – proving that our foresight and
investments have established Air Products as the supplier of choice
in the growing market for clean hydrogen. This market is expected
to be worth more than $600 billion by
2030 and exceed $1 trillion by
20502. Capturing even a small portion of that market
opportunity means that Air Products will be well positioned to
deliver significant growth and shareholder value. Our clean
hydrogen projects are expected to deliver returns at or above our
core industrial gas return levels, producing significant additional
value for our shareholders.
AIR PRODUCTS CONTINUES TO EXECUTE A PRUDENT
CAPITAL ALLOCATION STRATEGY WHILE DE-RISKING OUR CLEAN HYDROGEN
BUSINESS AND DELIVERING STEADILY INCREASING DIVIDENDS TO
SHAREHOLDERS.
Under the visionary and prudent leadership of Mr. Ghasemi, Air
Products has continued to invest in growth while returning record
amounts of capital to our shareholders. We have delivered 42
consecutive years of dividend increases, with approximately
$1.6 billion of dividend payments in
fiscal year 2024. Our dividend per share has grown at a 9% CAGR
over the last decade. We remain committed to prudent capital
management and de-risking our projects and will not make any final
investment decisions on new low-carbon projects until our current
low-carbon projects under construction are at least 75% loaded with
contracts, and unless the new projects are able to contract with an
anchor off-take customer, consistent with our traditional onsite
business model. Our strong track record in large project
execution, be it in core industrial gases or clean hydrogen,
demonstrates our ability to deliver reliably on our investments. We
have made close to $5 billion in
investments in large projects in the last seven years, including
the Lu'an gasification project, the Uzbekistan gas-to-liquids facility, and the
Jazan gasification-of-syngas complex, with overall returns across
these projects exceeding our target.
As our capital expenditure moderates, we expect to increase
our return of capital to shareholders, including through dividend
increases, share repurchases or other means.
MANTLE RIDGE'S TRACK RECORD OF
UNDERPERFORMANCE
SHOULD CONCERN EVERY AIR PRODUCTS
SHAREHOLDER.
As you consider your vote at the upcoming 2025 Annual Meeting,
you should take stock of Mantle Ridge's previous campaigns and
history of value destruction. Since Mr. Hilal started his own
activist hedge fund, Mantle Ridge, in 2017, he has deployed a
similar value-destructive playbook in three successive campaigns.
In fact, since its founding, Mantle Ridge has never run an activist
campaign or made a CEO change that has driven outperformance. Why
should shareholders trust Mr. Hilal's judgement on the leadership
and direction of Air Products given his track record? Consider the
following:
- CSX
- Mantle Ridge placed a CEO candidate at CSX Corporation who was
reported to be unwell and passed away within months of his
appointment.
- CSX shareholders funded the CEO's obligation to reimburse
Mantle Ridge for compensation and benefits, totaling $84 million.
- Mantle Ridge has sold almost its entire position in CSX, even
as Mr. Hilal remains on the Board.
- Under Mr. Hilal's board oversight, CSX appears to have been
plagued by poor governance and weak financial controls. CSX said in
October 2024 it had received a
subpoena from the Securities and Exchange Commission over an
accounting restatement, as well as information requests about some
of the company's performance metrics.
- Since Mantle Ridge's settlement with CSX, CSX's total
shareholder return (TSR) vs. the S&P 500 is
-68%3.
- Dollar Tree
- At Dollar Tree, Mantle Ridge gained control of the Board
through a settlement and appointed its handpicked executive as the
new CEO.
- In less than two years, the CEO and CFO resigned, and the total
shareholder return plummeted by approximately -55% through the
announcement of the CEO's resignation, while the S&P 500
increased over 42% during the same period.4
- Since Mantle Ridge's settlement with Dollar Tree, Dollar
Tree's TSR vs. the S&P 500 is
-104%5.
- Aramark
- After Mantle Ridge announced a stake in Aramark, the company
announced its CEO would resign.
- Mantle Ridge then settled with the company to appoint
directors, including Mr. Hilal as Vice Chair, and a new CEO.
- Mr. Hilal has since stepped down from the Board.
- Since Mantle Ridge's settlement with Aramark and concurrent
appointment of Mr. Hilal to the Aramark Board, Aramark's TSR vs.
the S&P 500 is -88%6.
MANTLE RIDGE'S CONTRADICTORY AND DISORGANIZED
ACTIONS HAVE DEMONSTRATED A LACK OF ANY SERIOUS PLAN OR BASIS FOR
ENGAGEMENT.
The Board regularly engages with shareholders to solicit their
views and perspectives. An ad hoc group of independent directors of
the Board (Ms. Calaway and Messrs. Monser, Paull and Smith) met
in-person with Mantle Ridge at its request for nearly four hours,
less than a week after we first learned of their investment. At
this meeting, Mantle Ridge came ill-prepared with no formal
presentation and focused the discussion on taking control of the
Board, and on replacing our leadership team, including Mr. Ghasemi,
as soon as possible. Specifically, Mantle Ridge proposed replacing
Mr. Ghasemi with Dennis Reilley for
several months while the Board searched for a permanent CEO,
despite Mr. Reilley not having served in an operating role in over
17 years or on a board of directors in over five years.
When the ad hoc committee questioned the choice of Mr. Reilley,
given his lack of recent operating and board experience, as well as
the instability that could occur with appointing an interim CEO for
just a few months, instead of the Board completing its previously
announced CEO succession process, Mantle Ridge changed course and
sent a letter to the Board, several days later, proposing that the
Board consider a CEO candidate, supported by a more "seasoned"
executive chairman.
Several days later, it was leaked to the media that Mantle
Ridge's CEO candidate would be Eduardo
Menezes, who has never served as a public company CEO or on
the board of directors of a public company, and has not been active
as an executive for almost four years, with Mr. Reilley serving as
their proposed Executive Chairman. Despite Mantle Ridge's claim
that Mr. Menezes was excluded from Air Products' CEO succession
process, our Board evaluated his candidacy thoroughly and deemed
him inadequate. For reasons Mantle Ridge has not provided to Air
Products' Board or shareholders, it has excluded Mr. Menezes from
its director candidate slate. One would have to question why Mantle
Ridge did not include its envisioned CEO as part of its Board
nominees, given the critical function the role serves for any
well-functioning company board.
Mr. Menezes' past level of seniority did not satisfy our Board's
publicly stated criteria for its own CEO succession search process
of requiring prior experience as a "public company CEO." Mantle
Ridge even admits in its December 10,
2024 letter to Air Products' shareholders that Mr. Menezes
was passed over for an "able alternative" as CEO of Linde. Further,
Mr. Menezes has had no known employment experience following his
retirement from Linde in 2021.
As Mantle Ridge acknowledges in its letter to Air Products'
shareholders, Linde decided not to trust Mr. Menezes with the
pivotal role of CEO, and Air Products' Board, following careful
deliberation, sees no reason to reach a different conclusion when
it comes to your Company.
Air Products' Board concluded that Mantle Ridge's
disorganized, unprepared and unconstructive approach to discussions
with the Board, along with Mantle Ridge's choice of successors to
Mr. Ghasemi indicated that further engagement with Mantle Ridge
would be fruitless, and that the best course of action was to let
shareholders hear the facts and then decide the direction of Air
Products.
DESPITE REDUCING ITS SLATE, MANTLE RIDGE IS
STILL SEEKING EFFECTIVE CONTROL OF AIR PRODUCTS, WITHOUT
DETAILING SPECIFIC PLANS TO PROTECT LONG-TERM SHAREHOLDER
VALUE.
Since its initial proposal to nominate a full slate of
directors, Mantle Ridge has subsequently backtracked and reduced
the number of its Board nominees it plans to run at Air Products'
2025 Annual Meeting. Nonetheless, Mantle Ridge continues to seek
control of our Company by targeting the leadership of our Board and
management, including Mr. Ghasemi and Mr. Monser, two leaders
integral to the success of our strategy, despite Mr. Hilal
supporting their initial appointments at Air Products and, just
weeks ago, expressing deep admiration for both of them in private
conversations with the Board, and in written statements. These
actions reinforce the obvious discrepancy between what Mantle Ridge
says and what they do – a deeply concerning proposition for all Air
Products shareholders. Consider the following:
- In its letter to the Air Products Board dated October 4, 2024, Mantle Ridge wrote, "We are
so grateful for and proud of our history with the Company and with
Seifi. We have admired with greatest satisfaction the Company's
many important achievements under Seifi's leadership, and under the
stewardship of the Board. We have a deep admiration and personal
regard and affection for Seifi."7
- A week later, in a letter to the Air Products Board dated
October 11, 2024, Mantle Ridge wrote,
"Ed Monser [is] the kind of truly
independent, high-integrity, and shareholder-oriented director
nominee[ ] that we think can best serve
shareholders."8
- In the same letter, Mantle Ridge expressed support for the
Company's previously announced succession plan, writing, "We
support the Company's articulated intention to install a successor
to Seifi Ghasemi as CEO," and
then further stating, "Like each of you, we have a truly
profound admiration, gratitude, and affection for Seifi. We are
confident that change can be effected in a way that ensures Seifi's
legacy is duly protected, preserved, and celebrated. This is a
priority for us, just as it is for the Board." 9
- Mantle Ridge is now recommending to shareholders that they
not support the election of Messrs. Ghasemi and Monser, despite
having sung their praises as recently as several weeks ago. Mantle
Ridge's recent actions confirm its true intentions to hastily
overhaul Air Products' management team without regard for the
stability of the business and a smooth succession process. Mantle
Ridge is even calling on shareholders to consider "whether to
terminate the current CEO as soon as possible" and "whether
they prefer a clean start for a new CEO, without the presence of
Mr. Ghasemi on the Board or involvement with the Company in any
capacity."10
Mantle Ridge's incoherent pivot from
praising Air Products' leaders to calling for their removal within
the space of a few weeks underscores its lack of credibility and
absence of any real plan to create shareholder value.
MANTLE RIDGE'S NOMINATION OF NON-INDEPENDENT
CANDIDATES STANDS IN STARK CONTRAST TO ITS OWN STATED
INTENTIONS.
We believe Mantle Ridge's four nominees may have
been selected not because their experience is superior to or more
relevant than our existing nominees, but instead based on potential
loyalty to Mr. Hilal and his viewpoints due to pre-existing
relationships or their willingness to support activist investors in
the past. Mr. Reilley has a longstanding relationship with Mr.
Hilal, including serving as a two-time Mantle Ridge candidate in
proxy contests at CSX Corporation and Dollar Tree. Mr. Reilley has
also entered into a consulting agreement with Mantle Ridge,
advising on industry matters. Mr. Evans and Ms. McKibben have both
served as nominees for other activist investors, including
Carl Icahn and The Clinton Group,
respectively.
This information is in stark contrast to the
letter Mr. Hilal delivered to the Air Products Board on
October 17, 2024, where he wrote,
"Our approach to board reconstitution is well understood and
well documented. We discussed it with the committee with which we
met. We nominate one Mantle Ridge representative, plus other
nominees who are independent of us."11 It is
also contrary to the best-fit-for-purpose approach that Air
Products has applied to the recruitment and candidacy of its Board
Directors.
Mantle Ridge's continued retraction of its
original positions sheds new light on its lack of credibility and
should concern all shareholders.
It is crystal clear to us that the short-term interests of
Mantle Ridge's activist Board nominees would be detrimental to the
long-term interests of Air Products' shareholders.
ELECTING ANY OF MANTLE RIDGE'S NOMINEES WOULD
HALT OUR SIGNIFICANT PROGRESS.
The Air Products Board believes it would be highly disruptive to
the successful execution of our strategy to elect any of the now
remaining four members of Mantle Ridge's slate. The Board, with the
support of leadership and its advisors, considered Mantle Ridge's
nominees and unanimously determined that they would not bring any
additive skills to the Company's Board that are not already present
in Air Products' proposed refreshed slate. Further, they would
serve to impair the Company's thoughtful, long-term growth strategy
and succession planning currently being executed by the Board and
management team, which would result in significant shareholder
value destruction. Mantle Ridge ignores the substantial Board
refreshment that Air Products continuously undertakes, with four
Directors having joined our Board in the last five years. With the
support of Air Products' shareholders for all our nominees at the
2025 Annual Meeting, six out of nine Directors will have joined our
Board in the last five years.
For the reasons outlined above, and in our prior communications,
we strongly recommend that you vote your shares on the Company's
WHITE proxy card "FOR" ONLY Air Products' full slate
of well-rounded director nominees:
- Tonit M. Calaway, Independent – Executive Vice
President, Chief Administrative Officer, General Counsel and
Secretary of BorgWarner Inc.
- Charles "Casey" Cogut, Independent – Retired
Partner, Simpson Thacher & Bartlett LLP
- Lisa A. Davis,
Independent – Former Member of the Managing Board and CEO of
Gas and Power for Siemens AG
- Seifollah "Seifi" Ghasemi, Chairman, President, and
CEO
- Jessica Trocchi Graziano,
Independent – Senior Vice President and Chief
Financial Officer of United States Steel Corporation
- Edward L. Monser,
Independent, Lead Director – Retired President and Chief
Operating Officer of Emerson Electric Co.
- Bhavesh V. Patel,
Independent, New Nominee – Former President of Standard
Industries
- Wayne T. Smith,
Independent – Retired Chairman and Chief Executive Officer
of BASF Corporation
- Alfred Stern,
Independent, New Nominee – Chief Executive Officer and
Chairman of the Executive Board of OMV Aktiengesellschaft
The Board strongly believes that it is NOT in the best interests
of its shareholders to support Mantle Ridge's nominees. We
strongly recommend that you vote your shares "FOR" ONLY Air
Products' full slate of director nominees on the WHITE proxy
card. Please discard any blue proxy card you may receive from
Mantle Ridge.
Thank you for your continued support.
Sincerely,
The Air Products Board of Directors
For more information regarding our Board nominees and
strategy, please visit:
www.voteairproducts.com.
YOUR VOTE IS IMPORTANT. Whether or not you plan to
virtually attend the 2025 Annual Meeting, please take a few minutes
now to vote by Internet or by telephone by following the
instructions on the WHITE proxy card, or to sign, date and
return the enclosed WHITE proxy card in the enclosed
postage-paid envelope provided. Regardless of the number of Company
shares you own, your presence by proxy is helpful to establish a
quorum and your vote is important.
OUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS
A VOTE "FOR" ONLY AIR PRODUCTS' NINE NOMINEES AND PROPOSALS ON THE
ENCLOSED WHITE PROXY CARD.
If you have any questions or require any
assistance with voting your shares,
please call the Company's proxy solicitor:
Innisfree M&A Incorporated
501 Madison Avenue, 20th Floor
New York, New
York 10022
Shareholders: 1 (877) 750-0537 (toll-free from
the U.S. and Canada)
or +1 (412) 232-3651 (from other countries)
About Air Products
Air Products (NYSE:APD) is a world-leading industrial gases
company in operation for over 80 years focused on serving energy,
environmental, and emerging markets and generating a cleaner
future. The Company supplies essential industrial gases, related
equipment and applications expertise to customers in dozens of
industries, including refining, chemicals, metals, electronics,
manufacturing, medical and food. As the leading global supplier of
hydrogen, Air Products also develops, engineers, builds, owns and
operates some of the world's largest clean hydrogen projects,
supporting the transition to low- and zero-carbon energy in the
industrial and heavy-duty transportation sectors. Through its sale
of equipment businesses, the Company also provides turbomachinery,
membrane systems and cryogenic containers globally.
Air Products had fiscal 2024 sales of $12.1 billion from operations in approximately 50
countries and has a current market capitalization of over
$65 billion. Approximately 23,000
passionate, talented and committed employees from diverse
backgrounds are driven by Air Products' higher purpose to create
innovative solutions that benefit the environment, enhance
sustainability and reimagine what's possible to address the
challenges facing customers, communities, and the world. For more
information, visit www.airproducts.com or follow us on
LinkedIn, X, Facebook or Instagram.
Non-GAAP Financial Measures
This communication contains certain financial measures that are
not prepared in accordance with U.S. generally accepted accounting
principles ("GAAP"). We have posted to our website, in the relevant
Earnings Release section, reconciliations of these non-GAAP
financial measures to the most directly comparable financial
measures prepared in accordance with GAAP. Management believes
these non-GAAP financial measures provide investors, potential
investors, securities analysts, and others with useful information
to evaluate our business because such measures, when viewed
together with our GAAP disclosures, provide a more complete
understanding of the factors and trends affecting our business. The
non-GAAP financial measures supplement our GAAP disclosures and are
not meant to be considered in isolation or as a substitute for the
most directly comparable measures prepared in accordance with GAAP.
These measures may not be comparable to similarly titled measures
used by other companies.
Forward-Looking Statements
This communication contains "forward-looking statements" within
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are based on
management's expectations and assumptions as of the date of this
communication and are not guarantees of future performance. While
forward-looking statements are made in good faith and based on
assumptions, expectations and projections that management believes
are reasonable based on currently available information, actual
performance and financial results may differ materially from
projections and estimates expressed in the forward-looking
statements because of many factors, including the risk factors
described in our Annual Report on Form 10-K for the fiscal year
ended September 30, 2024 and other
factors disclosed in our filings with the Securities and Exchange
Commission. Except as required by law, we disclaim any obligation
or undertaking to update or revise any forward-looking statements
contained herein to reflect any change in the assumptions, beliefs
or expectations or any change in events, conditions or
circumstances upon which any such forward-looking statements are
based.
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1
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Source: Deloitte
2023 Global Green Hydrogen Outlook
|
2
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Source: Deloitte
2023 Global Green Hydrogen Outlook
|
3
|
TSR reflects
dividend-adjusted total return percentage as of
12/11/2024
|
4
|
TSR reflects
dividend-adjusted total return percentage from settlement with
Mantle Ridge on March 8, 2022, through the announcement of the
CEO's resignation on November 4, 2024
|
5
|
TSR reflects
dividend-adjusted total return percentage as of
12/11/2024
|
6
|
TSR reflects
dividend-adjusted total return percentage as of
12/11/2024
|
7
|
Permission to
use quote was neither sought nor obtained.
|
8
|
Permission to use
quote was neither sought nor obtained.
|
9
|
Permission to use
quote was neither sought nor obtained.
|
10
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Mantle Ridge Proxy
Filings
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11
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Mantle Ridge Proxy
Filings
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