Early Access

10-KPeriod: FY2017

LINDE PLC Annual Report, Year Ended Dec 31, 2017

Filed March 23, 2018For Securities:LIN

Summary

Linde plc's 2017 10-K filing primarily details its formation and the ongoing, significant business combination with Praxair, Inc. The company was incorporated in Ireland in April 2017 specifically to facilitate this all-stock transaction, which aims to combine the businesses of Linde AG and Praxair. As of the filing date, Linde plc had not conducted any material business operations beyond those related to its formation and the business combination. The primary focus for investors in this filing is the status and risks associated with the pending business combination. Key details include the expected completion in the second half of 2018, the regulatory approvals required from various international authorities, and the potential for delays or imposed conditions that could impact the combined entity. The filing highlights that the company is an "empty shell" at this stage, with all financial activity and risk revolving around the successful execution of the merger and exchange offer.

Financial Statements
Beta
Revenue$11.36B
R&D Expenses$93.00M
SG&A Expenses$1.21B
Operating Income$2.44B
Interest Expense$230.00M
Net Income$1.25B
EPS (Basic)$4.36
EPS (Diluted)$4.32
Shares Outstanding (Basic)286.26M
Shares Outstanding (Diluted)289.11M

Key Highlights

  • 1Linde plc was incorporated in Ireland in April 2017 as a vehicle for the business combination between Linde AG and Praxair, Inc.
  • 2The business combination is structured as an all-stock transaction, expected to close in the second half of 2018.
  • 3Significant regulatory approvals are required from multiple jurisdictions (e.g., US, EU, China, India), and delays or imposed conditions pose material risks.
  • 4As of December 31, 2017, Linde plc had minimal financial activity, primarily consisting of formation and transaction-related costs.
  • 5The company incurred a net loss of $1,882,646 for the period from its incorporation to year-end 2017, primarily due to formation and advisory expenses.
  • 6Linde plc anticipates listing its shares on the New York Stock Exchange and Frankfurt Stock Exchange upon completion of the business combination.
  • 7Key risks identified include regulatory hurdles, potential for negative impacts on operations due to the pendency of the transaction, and the successful integration of the two large companies.

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