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Linde's Treasury Team Has Had Plenty of Practice with Mergers Since The

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Linde's Treasury Team Has Had Plenty of Practice with Mergers Since The PROFILE TEAM SPIRIT Industrial gas producer Linde made the news last year with its circa $4.6bn acquisition of US healthcare group Lincare. Treasury played a key part in the purchase, as Sven Schneider, Stefan Hess and Christoph Schlegel explain Words: Sally Percy / Photos: Marc Oeder Last September, German industrial “Treasury is always very much involved The acquisition inevitably brought gas producer Linde issued an in major acquisitions,” says Dr Sven the team’s relationships with its credit eight-year €1bn bond with a Schneider, Linde’s group treasurer. “We rating agencies and banks into sharper mouthwateringly low coupon of 1.75%. help to structure the deal, secure bridge focus. “It is of utmost importance to have And the deal, which was undertaken to financing, lead the rating discussions and a trustful and open relationship with help fund its high-profile circa $4.6bn hedge the underlying risks. We also plan the rating agencies,” says Schneider. “We acquisition of US healthcare company and execute – to the extent needed – the present major acquisitions upfront in Lincare, has put its 30-strong treasury associated equity and debt transactions, a very confidential manner.” Conscious team firmly in the industry spotlight. In and the general banking syndication.” that Linde’s enviable credit rating (A February, the team was named European He adds: “It’s down to us to make sure stable/A3 stable) should not be negatively treasury team of the year in the ACT’s 2012 that funds are flowing from Day One and affected by the deal, the CFO and treasury Deals of the Year Awards (see page 28 of that we are able to efficiently integrate the team carefully assessed how the Lincare The Treasurer, February 2013). treasury function of the acquired business transaction would affect the group’s Such was the demand from investors in as quickly as is reasonably possible.” financials. As a result, it managed the Germany, the UK and France that the order Fortunately, Linde’s treasury team size of the equity increase accordingly. book was three times oversubscribed, has had plenty of practice with mergers with 65% of the notes allocated to fund since the group has made three major Linde has a good relationship with managers, 15% to banks, 10% to pension acquisitions in the past 15 years. In its broad group of national and funds and the remaining 10% to insurance 2000, it bought Swedish gas company international banks. “Be a challenging and companies and corporates. The coupon AGA, followed by British industrial gas demanding – but fair – partner,” advises was, at the time of the launch, the lowest supplier BOC in 2006 and then Lincare Schneider. “Then the banks will be there ever achieved by an A-rated German in August 2012. “To succeed with these when you need them for funding – as corporate for bonds of this tenor and the acquisitions, you need a very committed was demonstrated by the very strong spread of 35 basis points was the same as and experienced team, which can handle banking support we got from existing, as investors paid in June for Linde bonds that the relevant issues in a professional, well as new, financial institutions in our had a tenor of seven years. competent and reliable way,” says acquisition. Because of the challenging “We took advantage of a window of Schneider. He points out that Linde’s overall environment, we have seen opportunity in the market,” reveals Stefan treasury acted as a support function to other cases where borrowers have faced Hess, head of financial markets in Linde’s the board in the early phase of the Lincare difficulties in setting up US dollar facilities.” treasury team. “Interest rates were low and deal, advising on matters such as the debt/ By working closely with two of its banks, there was strong investor demand for solid, equity structure of the acquisition and Linde’s treasury team was able to secure core European corporate credits due to the timing considerations, as well as potential $4.5bn in bridge and term funding to high level of market uncertainty ahead of risks and how to mitigate them. support the acquisition within a very the European Central Bank meeting and the German Constitutional Court’s ruling on the European Stability Mechanism.” Linde’s treasury team has had plenty of practice Of course, issuing the bond wasn’t the only activity undertaken by Linde’s with mergers since the group has made three treasury team as part of the acquisition. major acquisitions in the past 15 years 24 The Treasurer April 2013 www.treasurers.org Linde treasury team representatives, from left to right: Stefan Hess, Dr Sven Schneider and Dr Christoph Schlegel PROFILE VITAL STATISTICS 1 €13.8bn 30 62,000 100+ $380m $4.6bn €8.5bn Linde’s Linde’s annual the size the number the number the amount (approx) was Linde’s position in revenues of Linde’s of people of countries that Linde is how much total financial the medical for the 2011 treasury team employed in which investing in the Linde paid net debt at gas market financial year by Linde Linde operates construction for Lincare, a 30 September (including of two on- Florida-based 2012 Lincare) site plants provider of for Sadara oxygen and Chemical respiratory Company therapy in Jubail, services. The Saudi Arabia acquisition more than doubles its healthcare business short period of time. It then began the is a regional treasury hub in Singapore is considered as trapped or available, process of refinancing with a €1.4bn that oversees FX, cash management and a counterparty limit is applied to each accelerated equity book-build only one financing in Asia-Pacific. bank counterpart.” week after the announcement of the Linde has two credit facilities in place. transaction. “After the accelerated book- As of 30 September 2012, Linde One is an undrawn back-up facility of build, the bridge facility was reduced held more than €1.9bn in cash, cash €2.5bn with 25 international banks; the to $2.8bn and syndicated within three equivalents and securities. Of these, other is the remaining $1.2bn fully drawn weeks to a group of 26 international banks approximately €600m are kept as facility for the Lincare acquisition with with a high degree of oversubscription,” strategic cash reserves that are invested 26 international banks (most of which reveals Hess. Indeed, by the end of 2012, conservatively in German Bunds with also provide the back-up facility). Only Linde had already refinanced $3.4bn of short tenors. “Cash reserves are usually in areas where the key lending banks are the $4.5bn acquisition loan through a held as a safety net in case of huge market unavailable or uncompetitive does Linde combination of equity issuance, a euro turmoil, such as that which followed the also work with local players. bond and an opportunistic Norwegian Lehman’s bankruptcy,” explains Hess. In line with market best practice, Linde’s krone bond issue that it undertook in “The majority of funding that is needed treasury team prepares for the possibility September 2012, which raised NOK 2bn, for acquisitions is usually provided through of a eurozone break-up. “We are convinced fully swapped into fixed US dollars. a conservative mix of fully underwritten that the euro will survive because of the Linde’s treasury team works from acquisition financing with relatively long strong political will across Europe to four locations. The head office, which tenors, including extension options at maintain the common currency,” says is in Munich, has global responsibility the borrowers’ sole discretion and capital Schneider. “But we have to be prepared. So for financial markets, bank and project market equity and debt funding.” we have undertaken a number of measures financing, cash management, treasury As Linde is active in more than to address market turbulences well control and pension investments. Then 100 countries, it inevitably has bank ahead of time.” These measures include there is a team in Amsterdam that works balances in regulated countries from pre-financing by means of a forward- for Linde’s fully fledged finance entity in which it can be difficult to move money. start credit facility, early refinancing of a the Netherlands. It issues most of Linde’s “Where cross-border cash repatriation syndicated loan, pre-funding upcoming capital market debt transactions and is heavily regulated, we carefully evaluate loan maturities ahead of time and the takes responsibility for intercompany opportunities to optimise liquidity designation of strategic cash reserves. lending across the group. Team members management, at least on an in-country The team has also reduced – in some cases in Guildford, south of London, look after level, for example, via intragroup to zero – the peripheral holdings in the the UK pension schemes, which are the entrustment loans in China,” says group’s pension plans and bank accounts. biggest in the Linde group. Finally, there Hess. “But regardless of whether cash It has introduced credit support annexes for all derivative transactions with banks at corporate level and undertakes regular “Cash reserves are usually held as a safety net internal monitoring of counterparty, in case of huge market turmoil, such as that country and customer risk. Linde faces limited FX transaction risk which followed the Lehman’s bankruptcy” due to the local character of the gases 26 The Treasurer April 2013 www.treasurers.org TOP TIPS FOR SUccEss FROM THE LINDE TREasURY TEAM: 1 “Try to be a challenging – but fair – partner in the financial community. Banks know what we expect and we give them open feedback, both positive and negative. But they can rely on us and they know they will be treated fairly and equally as much as possible.
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