News Release
March 30, 2009

Matheson Tri-Gas to acquire largest independent industrial gas
distributor in United States
Matheson Tri-Gas Inc., a wholly-owned subsidiary of Taiyo Nippon Sanso Corporation,
has signed a contract for the acquisition of Valley National Gases LLC, the largest
independent distributor of industrial gases in the U.S.
Details of Matheson Tri-Gas Inc.
Head office: 150 Allen Road, Suite 302 Basking Ridge, NJ 07920
Representative: William J. Kroll (CEO)Outline of scheduled acquisition
According to the purchase contract signed between Matheson Tri-Gas (MTG) and CICapital Partners LLC, which holds 100% of equity in Valley National Gases LLC(VNG), MTG is to purchase all issued shares of VNG. Assuming that the variousconditions to which the acquisition is subject under the purchase contract are met,
including receipt of approval from the Federal Trade Commission, the acquisition should
be completed by mid-May of this year.
Outline of Valley National Gases LLC
Representative: Michael Ziegler (CEO)Head office: Metro Office Center Building, 6500 Rockside Road, Suite 200,
Independence, OH 44131
Established: 1958
Business lines: Supply and sale of industrial gases and related equipment
Balance-sheet date: June 30 (change to Dec. 31 scheduled with effect from 2009)

1Employees: approx. 940
Number of business sites: 95 locations in 18 states
Net/ total assets and principal performance indicators(US$ million)

Operating revenue
EBITDANet assets
Total assets
Notes:
1.
2.

Estimates for 2008 calendar
year (Note 1)
313
62 (Note 2)
392
514

Simple sum of the latter half of the period ended June 30, 2008 and the first half of the current
term ending June 30, 2009
One-time expenses are excluded from calculation. M&A expenses during the period areannualized.

Future plans
Through the purchase of Valley National Gases, which possesses a strong marketingbase in the U.S. Midwest and Northeast, the TNSC Group will acquire a launching padfor the eventual development of its industrial gases business across the entire continental
United States. For this reason, TNSC plans to further expand VNG’s business scale andto make continued efforts to improve its operational profitability. Specifically, TNSC
will construct new air separation plants within VNG’s operational area to provide fully
integrated industrial gas services from production to sale, thereby establishing a marketleading position in those regions.
We also plan to expand our specialty gases operations and helium operations,including the construction of helium filling stations, and to optimize our production
control system within those areas. Through the acquisition of VNG, we intend to begin aprocess of aggressively expanding our marketing activities throughout the United States,
and to raise the efficiency of our industrial gas operations in that country as a whole.
We are confident that this acquisition will produce operational synergies that willlead to increased earnings in the amount of approximately US$18 million per annum.

2Final details regarding the purchase price of VNG and the estimated impact ofthe purchase on the consolidated business performance of the TNSC Group will be
released when they become available.
Outline of counterparty in purchase agreement
Name: CI Capital Partners LLC
Representative: Frederick J. Iseman
Address: 500 Park Avenue, New York, NY 10022
Nature of business: Private equity investment
Equity stake in VNG: 100%
Equity holdings of TNSC in VNG, before and afterPrior to purchase: zeroAfter purchase: 100%

3