Business Combinations (Tables)

12 Months Ended

Dec. 31, 2018

The purchase price and estimated fair value of Linde AG’s net assets acquired as of the merger date on October 31, 2018 is presented as follows:



(in thousands, except value per share data, Linde AG exchange ratio, and purchase price)
Linde AG common stock tendered as of October 31, 2018 (i)	170,875 Shares
Business combination agreement exchange ratio (ii)	1.54 : 1
Linde plc ordinary shares issued in exchange for Linde AG	263,148
Per share price of Praxair, Inc. common stock (iii)	$164.50
Purchase price (millions of dollars)	$43,288



	(i)	Number of Linde AG shares tendered in the 2017 Exchange Offer.
	(ii)	Exchange ratio for Linde AG shares as set forth in the business combination agreement.
	(iii)	Closing price of Praxair shares on the New York Stock Exchange prior to the effective time of the business combination on October 31, 2018.

Summary Assets and Liabilities Acquired

Therefore, final determination of the fair values will likely result in further adjustments to the values presented in the following table:



Millions of dollars	Estimated Fair Value
Assets
Cash and cash equivalents	$	1,363
Accounts receivable – net	2,859
Inventories	1,452
Assets held for sale	5,180
Prepaid and other current assets	1,251
Property, plant and equipment	19,381
Equity investments	1,395
Goodwill	24,146
Other intangible assets	15,592
Other long-term assets	1,024
Total Assets Acquired	$	73,643
Less: Liabilities Assumed
Accounts payable	$	3,360
Short-term debt	1,177
Current portion of long-term debt	1,864
Accrued taxes	159
Liabilities of assets held for sale	676
Other current liabilities	3,016
Long-term debt	6,295
Other long-term liabilities	1,908
Deferred credits, including deferred income taxes	6,754
Total Liabilities Assumed	$	25,209
Less: Noncontrolling Interests	5,146
Purchase Price (i)	$	43,288



	(i)	See above for the calculation of the purchase price.

Schedule of Property, Plant and Equipment

The fair value of property, plant and equipment was primarily calculated using replacement costs adjusted for the age and condition of the asset, and is summarized below:



Property, plant and equipment ("PP&E")	(in millions)
Production plants	$	10,739
Storage tanks	1,809
Transportation equipment and other	574
Cylinders	2,493
Buildings	1,970
Land and improvements	647
Construction in progress	1,149
Preliminary fair value of PP&E	$	19,381

Significant classes of property, plant and equipment are as follows (2018 reflects the impact of the Linde AG merger on October 31, 2018 (see Notes 1 and 3) and the divestiture of Praxair's European industrial gases business on December 3, 2018 (see Notes 1, 3 and 4)):



(Millions of dollars) December 31,	Depreciable Lives (Yrs)	2018			2017
Production plants (primarily 15-year life) (a)	10-20	$	24,726		$	16,258
Storage tanks	15-20	4,061			2,620
Transportation equipment and other (b)	3-15	2,654			1,588
Cylinders	10-30	3,955			1,875
Buildings	25-40	3,083			1,202
Land and improvements (c)	0-20	1,162			589
Construction in progress		2,296			1,159
		41,937			25,291
Less: accumulated depreciation		(12,220		)	(13,466		)
		$	29,717		$	11,825

(a) - Depreciable lives of production plants related to long-term customer supply contracts are consistent with the contract lives.

(b) - Capitalized software was previously reported in the transportation equipment and other line. At December 31, 2018, capitalized software balances were reported within other intangibles - net (see Note 12). Prior period amounts have been reclassified to conform to current year presentation (see Note 2).

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination

The fair value of identifiable intangible assets is summarized below:



		Weighted Average Amortization Period (in years)	(in millions)
Identifiable intangible assets
	Customer relationships	27	$	12,555
	Linde Brand	Indefinite	1,648
	Brands/Tradenames	27	578
	Other intangibles	8	811
Preliminary fair value of identifiable intangible assets		26	$	15,592

Business Acquisition, Pro Forma Information

The unaudited pro forma results are summarized below:



Millions of dollars	2018		2017
Sales (a)	$	29,774	$	28,449
Income from continuing operations	$	4,739	$	871

(a) Includes sales from Praxair's merger-related divestitures of $1,625 million and $1,553 million for the years ended December 31, 2018 and 2017, respectively.

The results of operations of Linde AG have been included in the company’s consolidated statements of income since the merger. The following table provides Linde AG “Sales” and “Income (loss) from continuing operations” included in the company's results since the merger.



Millions of dollars Linde AG Results of Operations	November 1, - December 31, 2018
Sales	$	2,873
Income (loss) from continuing operations*	$	(385	)

* Includes net charges of $451 million related to the impacts of purchase accounting.