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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/10/20 Linde plc 8-K:8,9 8/10/20 17:934K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 31K 2: EX-1.2 Underwriting Agreement or Conflict Minerals Report HTML 52K 3: EX-4.1 Instrument Defining the Rights of Security Holders HTML 240K 4: EX-4.2 Instrument Defining the Rights of Security Holders HTML 40K 5: EX-4.3 Instrument Defining the Rights of Security Holders HTML 40K 6: EX-5.1 Opinion of Counsel re: Legality HTML 13K 7: EX-5.2 Opinion of Counsel re: Legality HTML 49K 8: EX-5.3 Opinion of Counsel re: Legality HTML 23K 13: R1 Document and Entity Information HTML 50K 15: XML IDEA XML File -- Filing Summary XML 14K 12: XML XBRL Instance -- d930331d8k_htm XML 15K 14: EXCEL IDEA Workbook of Financial Reports XLSX 6K 10: EX-101.LAB XBRL Labels -- lin-20200810_lab XML 58K 11: EX-101.PRE XBRL Presentations -- lin-20200810_pre XML 37K 9: EX-101.SCH XBRL Schema -- lin-20200810 XSD 13K 16: JSON XBRL Instance as JSON Data -- MetaLinks 12± 20K 17: ZIP XBRL Zipped Folder -- 0001193125-20-214866-xbrl Zip 104K
8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM i 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): i August 10, 2020
i Linde plc
(Exact name of registrant as specified in its charter)
i Ireland | i 001-38730 | i 98-1448883 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
i The Priestley Centre
i 10 Priestley Road
i Surrey Research Park
i Guildford, Surrey i GU2 7XY
United Kingdom
(Address of principal executive offices)(Zip Code)
+44 i 14 83 242200
(Registrant’s telephone numbers, including area code)
(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:
i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
i ☐ | 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:
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
i Ordinary shares (€0.001 nominal value per share) | i LIN | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i ☐
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. ☐
Item 8.01. | Other Events. |
On August 10, 2020, Praxair, Inc. (“Praxair”), a wholly owned subsidiary of Linde plc (the “Company”), issued $700,000,000 aggregate principal amount of 1.100% notes due August 10, 2030 (the “2030 Notes) and $300,000,000 aggregate principal amount of 2.000% notes due August 10, 2050 (together with the 2030 Notes, the “Notes”). The Notes are fully and unconditionally guaranteed by the Company, and such guarantee by the Company is guaranteed by Linde GmbH, another wholly owned subsidiary of the Company.
The net proceeds of this offering were approximately $990 million, after deducting underwriting discounts, fees and expenses associated with the offering. Praxair intends to use the net proceeds to fund the redemption, repurchase and/or repayment at maturity of Praxair’s outstanding 4.05% notes due March 15, 2021 and 3.00% notes due September 1, 2021, with the balance, if any, to be used for general corporate purposes.
In connection with the offering, Praxair entered into a Terms Agreement dated as of August 3, 2020 (the “Terms Agreement”), among Praxair, the Company, Linde GmbH, and BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC and Wells Fargo Securities, LLC, as representatives of the underwriters. The Terms Agreement and the Standard Underwriting Agreement Provisions (June 2, 2020 edition) incorporated by reference in the Terms Agreement are filed as Exhibit 1.1 and 1.2 to this Form 8-K.
The Notes were issued under an indenture (the “Indenture”), dated as of August 10, 2020, among Praxair, the Company and U.S. Bank National Association, as trustee. The Indenture, the Form of 2030 Notes with Guarantee Endorsements and the Form of 2050 Notes with Guarantee Endorsements are filed as exhibits to this Form 8-K and the description of the Indenture contained herein is qualified in its entirety by reference to the Indenture.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibit. The following exhibit is filed herewith:
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.
LINDE PLC | ||||||
Date: August 10, 2020 | By: | |||||
Name: | Guillermo Bichara | |||||
Title: | General Counsel |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
8/10/30 | ||||
9/1/21 | ||||
3/15/21 | 4 | |||
Filed on / For Period end: | 8/10/20 | |||
8/3/20 | 4, 424B2, FWP | |||
6/2/20 | 4, S-3ASR | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/24 Linde plc 10-K 12/31/23 120:18M Workiva Inc Wde… FA01/FA 3/01/23 Linde plc POSASR 3/01/23 4:171K Donnelley … Solutions/FA 2/28/23 Linde plc 10-K 12/31/22 118:20M Workiva Inc Wde… FA01/FA 12/05/22 Linde plc 8-K:8,9 12/05/22 16:473K Donnelley … Solutions/FA 2/28/22 Linde plc 10-K 12/31/21 114:21M Workiva Inc Wde… FA01/FA 3/01/21 Linde plc 10-K 12/31/20 117:22M Workiva Inc Wde… FA01/FA 11/05/20 Linde plc 10-Q 9/30/20 71:10M Workiva Inc Wde… FA01/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/02/20 Linde plc S-3ASR 6/02/20 11:2.4M Donnelley … Solutions/FA |