From Houston Business Journal
Air Liquide S.A., a Paris-based industrial gas manufacturer with its U.S. headquarters in Houston, has agreed to buy a Pennsylvania-based company in a deal valued at $13.4 billion, including the assumption of debt.
Airgas Inc. (NYSE: ARG), which will become a wholly owned subsidiary of Air Liquide, provides industrial gases and associated products and services in the U.S., where it has 1 million customers. The acquisition will significantly strengthen Air Liquide’s presence in the U.S. market and is expected to lead to future growth, according to a Nov. 17 announcement.
Airgas shareholders will receive $143 per share in cash for all outstanding shares of Airgas. The deal represents a 50.6 percent premium over Airgas’ one-month average share price prior to the announcement and a 20.3 percent premium over Airgas’ 52-week-high share price, according to the statement.
The total value of the deal also includes the assumption of $2.8 billion of Airgas debt, according to the New York Times. Airgas has 17,000 employees companywide, according to the Times.
Airgas reported $5.3 billion in revenue for its 2015 fiscal year, according to the Philadelphia Business Journal, a sister paper of the Houston Business Journal. Earlier this year, the company said its sales and growth prospects took a hit due to tough winter weather conditions, a decline in oil prices and a strong dollar.
A few years ago, Airgas fended off an American rival’s attempted $5.9 billion hostile takeover, but the Air Liquide deal was friendly, according to the Times.
Both companies’ boards of directors have approved the deal, which is still subject to Airgas shareholders’ approval and other conditions. Although an expected closing date was not given, the companies’ statement says, “The two parties wish to proceed swiftly.”
“This combination offers significant benefits for all of our stakeholders due to the highly complementary nature of the two businesses,” Benoît Potier, chairman and CEO of Air Liquide, said in the statement. “It also advances Air Liquide’s vision to lead the industry and deliver long-term performance while acting responsibly. This acquisition increases our geographic reach in the resilient U.S. market and offers continuous growth opportunities. Airgas is the industry leader in U.S. packaged gases with a customer-centric organization, and we are confident in our ability to successfully combine operations. Airgas is a unique partner, and together we will continue to advance our strategy based on profitable growth and innovation over the long term.”
Barclays Bank PLC and BNP Paribas are acting as financial advisers to Air Liquide, as well as underwriters of the bridge financing. Cleary Gottlieb Steen & Hamilton LLP and Bredin Prat are the legal advisers to Air Liquide. Goldman Sachs and Bank of America Merrill Lynch are the financial advisers to Airgas, and Wachtell, Lipton, Rosen & Katz is the legal adviser to Airgas.