SEC Comment Letter 0000000000-25-000274 to Air Products & Chemicals, Inc. (APD) (CIK 0000002969) (APD)
Air Products & Chemicals, Inc. (APD) (CIK 0000002969)
Date: Jan. 10, 2025 · CIK: 0000002969 · Accession: 0000000000-25-000274
AI Filing Summary & Sentiment
Letter
January 10, 2025 Elizabeth Gonzalez-Sussman Partner Air Products & Chemicals, Inc. Skadden, Arps, Meagher & Flom LLP One Manhattan West New York, New York 10001 Re:Air Products & Chemicals, Inc. DEFA14A filed January 7, 2025 SEC File No. 1-04534 Dear Elizabeth Gonzalez-Sussman: We have reviewed your filing and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to th is comment by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment appl ies to your facts and circumstances, please tell us why in your response. After reviewing your response to th is comment, we may have additional comments. DEFA14A filed January 7, 2024 Press Release dated January 7, 2025, page 1 1.We note the statement that you have “industry leading margins” based on Adjusted EBITDA margin. Please tell us how this disclosure complies with Item 10(e) of Regulation S-K and Question 102.10(a) of the Compliance & Disclosure Interpretations regarding Non-GAAP Financial Measures. Please also tell us how you considered Item 10(e) of Regulation S-K with regards to your disclosure of Adjusted EPS CAGR.
January 10, 2025 Page 2 We remind you that the filing persons are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please direct any questions to Christina Chalk at 202-551-3263. Sincerely, Division of Corporation Finance Office of Mergers & Acquisitions
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January 10, 2025
Elizabeth Gonzalez-Sussman
Partner
Air Products & Chemicals, Inc.
Skadden, Arps, Meagher & Flom LLP
One Manhattan West
New York, New York 10001
Re:Air Products & Chemicals, Inc.
DEFA14A filed January 7, 2025
SEC File No. 1-04534
Dear Elizabeth Gonzalez-Sussman:
We have reviewed your filing and have the following comment. In our comment, we
may ask you to provide us with information so we may better understand your disclosure.
Please respond to th is comment by providing the requested information or advise us
as soon as possible when you will respond. If you do not believe our comment appl ies to your
facts and circumstances, please tell us why in your response.
After reviewing your response to th is comment, we may have additional comments.
DEFA14A filed January 7, 2024
Press Release dated January 7, 2025, page 1
1.We note the statement that you have “industry leading margins” based on Adjusted
EBITDA margin. Please tell us how this disclosure complies with Item 10(e) of
Regulation S-K and Question 102.10(a) of the Compliance & Disclosure
Interpretations regarding Non-GAAP Financial Measures. Please also tell us how you
considered Item 10(e) of Regulation S-K with regards to your disclosure of Adjusted
EPS CAGR.
January 10, 2025
Page 2
We remind you that the filing persons are responsible for the accuracy and adequacy
of their disclosures, notwithstanding any review, comments, action or absence of action by
the staff. Please direct any questions to Christina Chalk at 202-551-3263.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions