Third Party Perspectives

Evercore

“Our view here has been substantive changes to APD’s capital allocation and risk management approach were needed before confidence could return to the multiple. With a credible activist advocating for change, we feel investors now have this backstop to what we see as a better-than-expected FY25 EPS backdrop on the fundamental side.”

Evercore, 10/7/24 – Stephen Richardson

Citi

“We believe the recent activist push is likely to instill changes that unlock shareholder returns for APD, as recent multiple declines relative to peers do not alone explain its underperformance…. Ultimately, we see the activist involvement as a first step in APD realizing the value of its core business & de-risking both current & future energy transition opportunities…. CEO Seifi Ghasemi became CEO in July 2014 and is currently one of the oldest CEOs of S&P 500 companies at 80 years old. Mantle Ridge will push for cost cutting, focus on the core business, and paving the path for a new leader.”

Citi, 10/7/24 – Patrick Cunningham & Eric W. Zheng

Morgan Stanley

“We believe that the return of activist investor Paul Hilal (Mantle Ridge LP) is likely to lead to Air Products’ shares trading at the higher end of our $250-$310 base case share price range in the near-term.”

Morgan Stanley, 10/7/24 – Vincent Andrew & Steven K. Haynes

Citi

“We see potential upside from the Mantle Ridge stake in APD. We believe clarity around CEO succession plan, change in capital allocation priorities and/or increased disclosures on APD’s project pipeline will see shares respond favorably. We expect a potential successful activist push will see key changes pushed in advance of APD’s 2025 annual shareholder meeting, which is expected to be in January 2025 (2024 annual meeting Jan. 25, 2024).”

Citi, 10/7/24 – Pat Cunningham

Wells Fargo

“Mantle Ridge has added two former Linde Executives (Dennis Reilly and Eduardo Menezes) to reshape APD’s sustainability growth strategy. This ‘Dream Team’ could make a difference in the battle for control given strong track records and experience.”

Wells Fargo, 10/15/24 – Michael Sison & Richard Garchitorena

JP Morgan

“Reilley and Menezes have proven themselves as excellent industrial gas executives. Reilley, who is now 71, has demonstrated managerial expertise at the CEO level and Menezes, who is 61, has shown high competence in large operational roles. If Seifi Ghasemi were to stand aside, it would be difficult to imagine a stronger pair of candidates to take his place.”

JP Morgan, 10/18/24 – Jeffery J. Zekauaskas, Lydia Huang, Silke Kueck, & Katie Zhang

Deutsche Bank

According to press reports (Reuters), Mantle Ridge is eyeing Mr. Reilley to become Air Products executive chairman and Eduardo Menezes, former Linde and Praxair executive, as Air Products CEO. Mr. Menezes is a well regarded industrial gas executive. As such, the management team proposed for Mantle Ridge to lead Air Products is, our view, strong as well.”

Deutsche Bank, 11/24/24 – David Begleiter & David Huang

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Mantle Ridge LP and the other Participants (as defined below) have filed a definitive proxy statement (the “Definitive Proxy Statement”) and accompanying BLUE universal proxy card or voting instruction form with the SEC to be used to solicit proxies for, among other matters, the election of its slate of director nominees at the 2025 annual meeting of stockholders of the Company (the “2025 Annual Meeting”). Shortly after filing the Definitive Proxy Statement with the SEC, Mantle Ridge LP furnished the Definitive Proxy Statement and accompanying BLUE universal proxy card or voting instruction form to some or all of the stockholders entitled to vote at the 2025 Annual Meeting.

The participants in the proxy solicitation are Mantle Ridge LP, Eagle Fund A1 Ltd, Eagle Advisor LLC, Paul Hilal (all of the foregoing persons, collectively, the “Mantle Ridge Parties”), Andrew Evans, Tracy McKibben and Dennis Reilley (such individuals, collectively with the Mantle Ridge Parties, the “Participants”).

IMPORTANT INFORMATION AND WHERE TO FIND IT

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