Summary
Air Products & Chemicals, Inc. (APD) announced the completion of the previously announced separation of its Electronics Materials business into a new, independent public company named Versum Materials, Inc. (Versum). This separation was executed via a distribution of Versum shares to APD stockholders on a one-for-two basis, intended to be tax-free. As of October 1, 2016, APD is now a standalone entity focused on its industrial gases business. This filing details the material agreements entered into with Versum, including a Separation Agreement and a Tax Matters Agreement, which govern the terms of the separation and ongoing responsibilities. The separation involved the resignation of Executive Vice President Guillermo Novo. Investors should note that Versum began trading on the NYSE under the ticker "VSM" on October 3, 2016. The filing also includes pro forma financial information to reflect the impact of this significant corporate restructuring.
Key Highlights
- 1Completion of the separation of the Electronics Materials business into a new independent public company, Versum Materials, Inc.
- 2Distribution of Versum shares to Air Products stockholders on a one-for-two basis, intended to be tax-free.
- 3Effective date of the separation and Versum's establishment as an independent public company: October 1, 2016.
- 4Versum Materials began trading on the NYSE under the ticker "VSM" on October 3, 2016.
- 5Execution of a Separation Agreement and a Tax Matters Agreement between Air Products and Versum to govern their relationship post-separation.
- 6Resignation of Guillermo Novo, Executive Vice President, in connection with the separation.
- 7Inclusion of unaudited pro forma consolidated financial information reflecting the separation's impact.