On Thursday, Air Products and Chemicals (NYSE: APD) said Paul Hilal-backed activist investor Mantle Ridge has withdrawn its proposal to replace the company’s entire board and will now go ahead with fewer than half of its previously nominated candidates.
The news sent the company’s shares down more than 4% in morning trading, indicating disappointment among shareholders who have previously expressed concerns about Air Products’ shifting focus from core business, and its increased capital allocations to clean energy.
Shares of the company had risen 15% after Mantle Ridge revealed a roughly $1 billion stake in Air Products in October. A month later, it nominated nine directors to push the company, valued at around $72.83 billion, to reallocate capital, abandon riskier projects, and name a new CEO.
“Shareholders should not fear,” Mantle Ridge said in a statement and added that it was still seeking the “replacement of the four most problematic directors (at Air Products)… and a process to replace the current CEO.”
Mantle Ridge’s four director nominees will include Paul Hilal, CEO and founder of Mantle Ridge, and Dennis Reilley, a former executive at rival firm Linde, whom the activist investor has identified for a possible leadership role.
Given that Air Products and Chemicals (NYSE: APD) is also nominating two entirely new candidates, independent directors would comprise a majority of the board, the activist investor said.
Mantle’s campaign to overhaul the board is backed by two former Linde executives, one of whom is Reilley. Hedge fund D.E. Shaw has abandoned its campaign pushing for a change at the company and is now supporting Mantle Ridge.
Investors will vote on the board composition at the annual meeting scheduled for January 23, 2025, unless the two sides reach a compromise before that.
