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Potter Anderson Represents Airgas in Poison Pill Defense

February 22, 2011

Potter Anderson & Corroon was part of the legal team that represented Airgas, Inc. and its directors in the Delaware Court of Chancery in their defense against a hostile takeover attempt by Air Products and Chemicals, Inc.  The extended litigation, which included two trials, addressed significant issues of Delaware corporate law, including the ability of a target board to maintain a poison pill for over a year in response to an offer the board deemed inadequate.  On February 15, 2011, Chancellor William B. Chandler III issued an opinion dismissing all of the claims asserted against Airgas and its directors.  The Chancellor concluded that the directors acted in good faith and did not breach their fiduciary duties by continuing to maintain the pill in response to the offer.  Immediately following the Court’s decision, Air Products withdrew its offer to acquire Airgas.  The Potter Anderson team, led by partner Donald J. Wolfe, Jr., included partner Kevin R. Shannon and associates Berton W. Ashman, Jr. and Ryan W. Browning.