Mantle Ridge's Statement on Air Products Board Restructuring Efforts Amid Stock Decline
On December 5, 2024, Mantle Ridge LP, a significant stakeholder in Air Products and Chemicals Inc., issued a statement following a reported decline in the company's stock price. This 2.3% drop occurred during pre-open trading, coinciding with Mantle Ridge's decision to withdraw its earlier proposal for a comprehensive board overhaul.
Despite the stock market reaction, Mantle Ridge reassured shareholders that there is no cause for alarm. The firm explained that their objective remains to reform the board of directors, aiming to establish a structure that can facilitate the success of new executives and improve overall board effectiveness. This restructuring plan is designed to include a significant number of ongoing directors alongside new independent members, ensuring a balance that supports progressive leadership.
Specifically, Mantle Ridge is nominating four new independent candidates while the company itself has proposed two. This means that, if approved, six out of nine board members would be new and independent, reflecting a substantial shift in governance. Mantle Ridge encourages all shareholders to review their proxy filings closely.
The rationale behind this significant board overhaul focuses on the need to replace four directors deemed problematic and to facilitate the replacement of the current CEO. This initiative arises from the belief that the existing board has been unwilling to engage in a constructive dialogue regarding necessary changes, leading Mantle Ridge to propose a solution independently while considering feedback from fellow shareholders.
Mantle Ridge expressed gratitude for the robust support from shareholders, suggesting that the proposed changes pave the way for a promising future for Air Products. The company highlighted the importance of these adjustments in assuring investors that they are committed to enhancing corporate governance.
Moreover, the statement included a cautionary note regarding forward-looking statements, making it clear that certain risks and uncertainties could influence the actual outcomes compared to the expressed objectives. Mantle Ridge also clarified the origins of some statements and evidence put forth, emphasizing their responsibility for accuracy.
In alignment with the upcoming 2025 annual shareholders meeting, Mantle Ridge intends to file a preliminary proxy statement with the SEC to facilitate the election of their nominated directors. This filing, along with detailed discussions surrounding their proposals, will be made available to shareholders, ensuring transparency throughout the nomination process.
As the company prepares for these significant changes, Mantle Ridge's proactive stance illustrates its commitment to driving corporate accountability and performance enhancement in Air Products, promising a new chapter for the company as it maneuvers through this transition fraught with both challenges and opportunities.
Despite the stock market reaction, Mantle Ridge reassured shareholders that there is no cause for alarm. The firm explained that their objective remains to reform the board of directors, aiming to establish a structure that can facilitate the success of new executives and improve overall board effectiveness. This restructuring plan is designed to include a significant number of ongoing directors alongside new independent members, ensuring a balance that supports progressive leadership.
Specifically, Mantle Ridge is nominating four new independent candidates while the company itself has proposed two. This means that, if approved, six out of nine board members would be new and independent, reflecting a substantial shift in governance. Mantle Ridge encourages all shareholders to review their proxy filings closely.
The rationale behind this significant board overhaul focuses on the need to replace four directors deemed problematic and to facilitate the replacement of the current CEO. This initiative arises from the belief that the existing board has been unwilling to engage in a constructive dialogue regarding necessary changes, leading Mantle Ridge to propose a solution independently while considering feedback from fellow shareholders.
Mantle Ridge expressed gratitude for the robust support from shareholders, suggesting that the proposed changes pave the way for a promising future for Air Products. The company highlighted the importance of these adjustments in assuring investors that they are committed to enhancing corporate governance.
Moreover, the statement included a cautionary note regarding forward-looking statements, making it clear that certain risks and uncertainties could influence the actual outcomes compared to the expressed objectives. Mantle Ridge also clarified the origins of some statements and evidence put forth, emphasizing their responsibility for accuracy.
In alignment with the upcoming 2025 annual shareholders meeting, Mantle Ridge intends to file a preliminary proxy statement with the SEC to facilitate the election of their nominated directors. This filing, along with detailed discussions surrounding their proposals, will be made available to shareholders, ensuring transparency throughout the nomination process.
As the company prepares for these significant changes, Mantle Ridge's proactive stance illustrates its commitment to driving corporate accountability and performance enhancement in Air Products, promising a new chapter for the company as it maneuvers through this transition fraught with both challenges and opportunities.
Topics Financial Services & Investing）
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