Current Report Filing (8-k)
09 Dezember 2021 - 02:31PM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) 9 December
2021
AIR PRODUCTS AND CHEMICALS, INC.
(Exact name of registrant as specified in charter)
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Delaware |
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001-04534 |
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23-1274455 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
1940 Air Products Boulevard
Allentown, Pennsylvania 18106-5500
(Address of principal executive offices and Zip Code)
(610) 481-4911
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last
report)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General
Instruction A.2. below):
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☐ |
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Stock, par value $1.00 per share |
APD |
New York Stock Exchange |
1.000% Euro Notes due 2025 |
APD25 |
New York Stock Exchange |
0.500% Euro Notes due 2028 |
APD28 |
New York Stock Exchange |
0.800% Euro Notes due 2032 |
APD32 |
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 under the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 under the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
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Item 8.01 Other Events.
As previously announced on 4 November 2021, the Company reorganized
its industrial gas segments effective 1 October 2021 and will
report results under the following five reporting segments
beginning in the first quarter of fiscal year 2022:
•Industrial
Gases – Americas;
•Industrial
Gases – Asia;
•Industrial
Gases – Europe;
•Industrial
Gases – Middle East; and
•Corporate
and other
The reorganization reflects the separation of our former Industrial
Gases – EMEA segment into two separate reporting segments:
Industrial Gases – Europe; and Industrial Gases – Middle East. In
connection with this reorganization, the results of an affiliate
formerly reflected in the Industrial Gases – Asia segment will now
be reported in the Industrial Gases – Middle East segment. In
addition, the results of our former Industrial Gases – Global
reporting segment will be reflected in the Corporate and other
segment. Except for the Corporate and other segment, each reporting
segment will meet the definition of an operating segment and will
not include the aggregation of multiple operating segments. Our
Corporate and other segment will include the aggregation of three
operating segments that meet the aggregation criteria under GAAP.
These changes in the segment structure affect the manner in which
the results of our operating segments are reported and will have no
impact on our previously reported consolidated financial statements
or results of operations.
Beginning with our Quarterly Report on Form 10-Q for the first
quarter of fiscal year 2022, segment results will be presented on a
retrospective basis to reflect the reorganization.
The Company is issuing this Current Report on Form 8-K to provide
historical financial information to investors that is comparable to
the format in which results will be presented beginning in the
first quarter of fiscal year 2022. Such segment reorganization and
unaudited historical financial information is attached hereto as
Exhibit 99.1 and is incorporated herein by reference. This
information is also being made available on our Investor Relations
website at https://investors.airproducts.com/earnings.
The information provided is presented on a continuing operations
basis. Certain financial measures provided are presented on an
"adjusted," or "non-GAAP," basis to reflect supplemental financial
information our management uses internally to evaluate the
operating performance of our businesses. On a segment basis, these
measures include adjusted EBITDA and adjusted EBITDA
margin.
Item 9.01. Financial Statements and
Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL
document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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Air Products and Chemicals, Inc. |
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(Registrant) |
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Date: 9 December 2021 |
By: |
/s/ Melissa N.
Schaeffer |
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Melissa N. Schaeffer |
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Senior Vice President and Chief Financial Officer |
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