AGREEMENT AND PLAN OF MERGER by and among AIRGAS, INC., L’AIR LIQUIDE, S.A. and AL ACQUISITION CORPORATION Dated as of November 17, 2015Agreement and Plan of Merger • November 19th, 2015 • Airgas Inc • Wholesale-industrial machinery & equipment • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 17, 2015, is by and among Airgas, Inc., a Delaware corporation (the “Company”), L’Air Liquide, S.A., a société anonyme organized under the laws of France (“Parent”), and AL Acquisition Corporation, a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”).
AMENDMENT TO THE RIGHTS AGREEMENTThe Rights Agreement • November 19th, 2015 • Airgas Inc • Wholesale-industrial machinery & equipment • Delaware
This Amendment, dated as of November 17, 2015, by and between Airgas, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A. is to the Rights Agreement, dated as of May 8, 2007, between the Company and The Bank of New York as initial rights agent, as supplemented by the Transfer Agent Services Agreement, dated as of December 5, 2011, by and between the Company and Wells Fargo Bank, N.A. (the “Rights Agent”), as successor to The Bank of New York (the “Rights Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Rights Agreement.
