|
|
| Net Income (Including Noncontrolling Interests) | | | | | |
| Less: noncontrolling interests | () | | | () | |
| Net Income – Linde plc | $ | | | | $ | | |
| | | |
|
|
|
|
| Per Share Data – Linde plc Shareholders | | | |
|
|
| Basic earnings per share | $ | | | | $ | | |
|
|
| Diluted earnings per share | $ | | | | $ | | |
| | | |
| Weighted Average Shares Outstanding (000’s): | | | |
| Basic shares outstanding | | | | | |
| Diluted shares outstanding | | | | | |
The accompanying notes are an integral part of these financial statements.
LINDE PLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Millions of dollars, except per share data)
(UNAUDITED)
| | | | | | | | | | | |
| Six Months Ended June 30, |
| 2024 | | 2023 |
| Sales | $ | | | | $ | | |
| Cost of sales, exclusive of depreciation and amortization | | | | | |
| Selling, general and administrative | | | | | |
| Depreciation and amortization | | | | | |
| Research and development | | | | | |
| Other charges | | | | | |
|
| Other income (expense) - net | | | | () | |
| Operating Profit | | | | | |
| Interest expense - net | | | | | |
| Net pension and OPEB cost (benefit), excluding service cost | () | | | () | |
| Income Before Income Taxes and Equity Investments | | | | | |
| Income taxes | | | | | |
| Income Before Equity Investments | | | | | |
| Income from equity investments | | | | | |
|
|
| Net Income (Including Noncontrolling Interests) | | | | | |
| Less: noncontrolling interests | () | | | () | |
| Net Income – Linde plc | $ | | | | $ | | |
| | | |
| Per Share Data – Linde plc Shareholders | | | |
| Basic earnings per share | $ | | | | $ | | |
| Diluted earnings per share | $ | | | | $ | | |
| | | |
| Weighted Average Shares Outstanding (000’s): | | | |
| Basic shares outstanding | | | | | |
| Diluted shares outstanding | | | | | |
The accompanying notes are an integral part of these financial statements.
LINDE PLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Millions of dollars)
(UNAUDITED)
| | | | | | | | | | | |
| Quarter Ended June 30, |
| 2024 | | 2023 |
| NET INCOME (INCLUDING NONCONTROLLING INTERESTS) | $ | | | | $ | | |
| |
| OTHER COMPREHENSIVE INCOME (LOSS) | | | |
| Translation adjustments: | | | |
| Foreign currency translation adjustments | () | | | () | |
|
| Income taxes | | | | | |
| Translation adjustments | () | | | () | |
Funded status - retirement obligations (Note 7): | | | |
| Retirement program remeasurements | | | | () | |
| Reclassifications to net income | () | | | () | |
| Income taxes | () | | | | |
| Funded status - retirement obligations | | | | () | |
Derivative instruments (Note 4): | | | |
| Current unrealized gain (loss) | () | | | () | |
| Reclassifications to net income | | | | | |
| Income taxes | | | | | |
| Derivative instruments | () | | | () | |
|
|
|
|
|
| TOTAL OTHER COMPREHENSIVE INCOME (LOSS) | () | | | () | |
| | | |
| COMPREHENSIVE INCOME (LOSS) (INCLUDING NONCONTROLLING INTERESTS) | | | | | |
| Less: noncontrolling interests | () | | | () | |
| COMPREHENSIVE INCOME (LOSS) - LINDE PLC | $ | | | | $ | | |
The accompanying notes are an integral part of these financial statements.
LINDE PLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Millions of dollars)
(UNAUDITED)
| | | | | | | | | | | |
| | Six Months Ended June 30, |
| | 2024 | | 2023 |
| NET INCOME (INCLUDING NONCONTROLLING INTERESTS) | $ | | | | $ | | |
| |
| OTHER COMPREHENSIVE INCOME (LOSS) | | | |
| Translation adjustments: | | | |
| Foreign currency translation adjustments | () | | | | |
|
| Income taxes | | | | | |
| Translation adjustments | () | | | | |
Funded status - retirement obligations (Note 7): | | | |
| Retirement program remeasurements | | | | () | |
| Reclassifications to net income | () | | | () | |
| Income taxes | | | | | |
| Funded status - retirement obligations | | | | () | |
Derivative instruments (Note 4): | | | |
| Current unrealized gain (loss) | () | | | () | |
| Reclassifications to net income | | | | () | |
| Income taxes | | | | | |
| Derivative instruments | () | | | () | |
|
|
|
|
|
| TOTAL OTHER COMPREHENSIVE INCOME (LOSS) | () | | | () | |
| | | |
| COMPREHENSIVE INCOME (LOSS) (INCLUDING NONCONTROLLING INTERESTS) | | | | | |
| Less: noncontrolling interests | () | | | () | |
| COMPREHENSIVE INCOME (LOSS) - LINDE PLC | $ | | | | $ | | |
The accompanying notes are an integral part of these financial statements.
LINDE PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Millions of dollars)
(UNAUDITED)
| | | | | | | | | | | |
| June 30, 2024 | | December 31, 2023 |
| Assets | | | |
| Cash and cash equivalents | $ | | | | $ | | |
| Accounts receivable - net | | | | | |
| Contract assets | | | | | |
| Inventories | | | | | |
| Prepaid and other current assets | | | | | |
| Total Current Assets | | | | | |
| Property, plant and equipment - net | | | | | |
|
| Goodwill | | | | | |
| Other intangible assets - net | | | | | |
| Other long-term assets | | | | | |
| Total Assets | $ | | | | $ | | |
| Liabilities and equity | | | |
| Accounts payable | $ | | | | $ | | |
| Short-term debt | | | | | |
| Current portion of long-term debt | | | | | |
| Contract liabilities | | | | | |
|
| Other current liabilities | | | | | |
| Total Current Liabilities | | | | | |
| Long-term debt | | | | | |
| Other long-term liabilities | | | | | |
|
| Total Liabilities | | | | | |
| Redeemable noncontrolling interests | | | | | |
Linde plc Shareholders’ Equity (Note 10): | | | |
Ordinary shares, € par value, authorized shares, 2024 and 2023 issued: ordinary shares | | | | | |
| Additional paid-in capital | | | | | |
| Retained earnings | | | | | |
| Accumulated other comprehensive income (loss) | () | | | () | |
Less: Treasury shares, at cost (2024 – shares and 2023 – shares) | () | | | () | |
| Total Linde plc Shareholders’ Equity | | | | | |
| Noncontrolling interests | | | | | |
| Total Equity | | | | | |
| Total Liabilities and Equity | $ | | | | $ | | |
The accompanying notes are an integral part of these financial statements.
LINDE PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Millions of dollars)
(UNAUDITED)
| | | | | | | | | | | |
| Six Months Ended June 30, |
| 2024 | | 2023 |
| Increase (Decrease) in Cash and Cash Equivalents | | | |
| Operations | | | |
| Net income - Linde plc | $ | | | | $ | | |
|
| Add: Noncontrolling interests | | | | | |
| Net Income (including noncontrolling interests) | | | | | |
| Adjustments to reconcile net income to net cash provided by operating activities: | | | |
| Other charges, net of payments | () | | | () | |
|
| Depreciation and amortization | | | | | |
| Deferred income taxes | () | | | () | |
| Share-based compensation | | | | | |
| Working capital: | | | |
| Accounts receivable | () | | | () | |
| Inventory | () | | | () | |
| Prepaid and other current assets | () | | | () | |
| Payables and accruals | () | | | () | |
| Contract assets and liabilities, net | () | | | | |
| Pension contributions | () | | | () | |
| Long-term assets, liabilities and other | () | | | () | |
| Net cash provided by (used for) operating activities | | | | | |
| Investing | | | |
| Capital expenditures | () | | | () | |
| Acquisitions, net of cash acquired | () | | | () | |
| Divestitures, net of cash divested and asset sales | | | | | |
| Net cash provided by (used for) investing activities | () | | | () | |
| Financing | | | |
| Short-term debt borrowings (repayments) - net | () | | | () | |
| Long-term debt borrowings | | | | | |
| Long-term debt repayments | () | | | () | |
| Issuances of ordinary shares | | | | | |
| Purchases of ordinary shares | () | | | () | |
| Cash dividends - Linde plc shareholders | () | | | () | |
|
| Noncontrolling interest transactions and other | () | | | () | |
| Net cash provided by (used for) financing activities | () | | | () | |
|
|
|
|
|
| Effect of exchange rate changes on cash and cash equivalents | () | | | | |
| Change in cash and cash equivalents | () | | | () | |
| Cash and cash equivalents, beginning-of-period | | | | | |
|
|
| Cash and cash equivalents, end-of-period | $ | | | | $ | | |
|
|
|
|
The accompanying notes are an integral part of these financial statements.
INDEX TO NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Notes to Condensed Consolidated Financial Statements - Linde plc and Subsidiaries (Unaudited)
1.
2.
million and $ million at June 30, 2024 and December 31, 2023, respectively, and gross receivables aged greater than one year were $ million and $ million at June 30, 2024 and December 31, 2023, respectively. Other receivables were $ million and $ million at June 30, 2024 and December 31, 2023, respectively. Receivables aged greater than one year are generally fully reserved unless specific circumstances warrant exceptions, such as those backed by federal governments.Accounts receivable net of reserves were $ million at June 30, 2024 and $ million at December 31, 2023. Allowances for expected credit losses were $ million at June 30, 2024 and $ million at December 31, 2023. Provisions for expected credit losses were $ million and $ million for the six months ended June 30, 2024 and 2023, respectively. The allowance activity in the six months ended June 30, 2024 and 2023 related to write-offs of uncollectible amounts, net of recoveries and currency movements is not material.
Inventories
| | $ | | | | Work in process | | | | | |
| Finished goods | | | | | |
| Total inventories | $ | | | | $ | | |
3.
| | $ | | | | Other bank borrowings (primarily non U.S.) | | | | | |
| Total short-term debt | | | | | |
| LONG-TERM (a) | | | |
| (U.S. dollar denominated unless otherwise noted) | | | |
% Euro denominated notes due 2024 (c) | | | | | |
% Euro denominated notes due 2024 (b) (e) | | | | | |
% Notes due 2024 | | | | | |
% Notes due 2025 | | | | | |
% Notes due 2025 | | | | | |
% Euro denominated notes due 2025 | | | | | |
% Euro denominated notes due 2025 | | | | | |
% Euro denominated notes due 2026 | | | | | |
% Notes due 2026 | | | | | |
% Notes due 2026 | | | | | |
% Euro denominated notes due 2027 | | | | | |
% Euro denominated notes due 2027 | | | | | |
% Euro denominated notes due 2027 | | | | | |
% Euro denominated notes due 2028 (b) | | | | | |
% Euro denominated notes due 2028 (d) | | | | | |
% Euro denominated notes due 2029 | | | | | |
% Notes due 2030 | | | | | |
% Euro denominated notes due 2030 | | | | | |
% Euro denominated notes due 2030 (f) | | | | | |
% Euro denominated notes due 2031 | | | | | |
% Euro denominated notes due 2031 (d) | | | | | |
% Euro denominated notes due 2032 | | | | | |
% Euro denominated notes due 2033 | | | | | |
% Euro denominated notes due 2034 | | | | | |
% Euro denominated notes due 2034 (f) | | | | | |
% Euro denominated notes due 2035 | | | | | |
% Euro denominated notes due 2036 (d) | | | | | |
% Notes due 2042 | | | | | |
% Euro denominated notes due 2044 (f) | | | | | |
% Notes due 2050 | | | | | |
% Euro denominated notes due 2051 | | | | | |
| Non U.S. borrowings | | | | | |
| Other | | | | | |
| | | | | |
| Less: current portion of long-term debt | () | | | () | |
| Total long-term debt | | | | | |
| Total debt | $ | | | | $ | | |
(a)Amounts are net of unamortized discounts, premiums and/or debt issuance costs as applicable.
(b)June 30, 2024 and December 31, 2023 included a cumulative $ million and $ million adjustment to carrying value, respectively, related to hedge accounting of interest rate swaps. Refer to Note 4.
(c)In February 2024, Linde repaid € million of % notes that became due.
(d)In February 2024, Linde issued € million of % notes due in 2028, € million of % notes due in 2031 and € million of % notes due in 2036.
(e)In May 2024, Linde repaid € million of % notes that became due.
(f)In June 2024, Linde issued € million of % notes due in 2030, € million of % notes due in 2034 and € million of % notes due in 2044.
The company maintains a $ billion and a $ billion unsecured revolving credit agreement with a syndicate of banking institutions that expire on December 7, 2027 and December 4, 2024, respectively. There are no financial maintenance covenants contained within the credit agreements. borrowings were outstanding under the credit agreements as of June 30, 2024.
% and % as of June 30, 2024 and December 31, 2023, respectively.
4.
types of derivatives that the company enters into: (i) those relating to fair-value exposures, (ii) those relating to cash-flow exposures, and (iii) those relating to foreign currency net investment exposures. Fair-value exposures relate to recognized assets or liabilities, and firm commitments; cash-flow exposures relate to the variability of future cash flows associated with recognized assets or liabilities, or forecasted transactions; and net investment exposures relate to the impact of foreign currency exchange rate changes on the carrying value of net assets denominated in foreign currencies.When a derivative is executed and hedge accounting is appropriate, it is designated as either a fair-value hedge, cash-flow hedge, or a net investment hedge. Currently, Linde designates all interest-rate and treasury-rate locks as hedges for accounting purposes; however, cross-currency contracts are generally not designated as hedges for accounting purposes. Certain currency contracts related to forecasted transactions are designated as hedges for accounting purposes. Whether designated as hedges for accounting purposes or not, all derivatives are linked to an appropriate underlying exposure. On an ongoing basis, the company assesses the hedge effectiveness of all derivatives designated as hedges for accounting purposes to determine if they continue to be highly effective in offsetting changes in fair values or cash flows of the underlying hedged items. If it is determined that the hedge is not highly effective through the use of a qualitative assessment, then hedge accounting will be discontinued prospectively.
Counterparties to Linde's derivatives are major banking institutions with credit ratings of investment grade or better. The company has Credit Support Annexes ("CSAs") in place for certain entities with their principal counterparties to minimize potential default risk and to mitigate counterparty risk. Under the CSAs, the fair values of derivatives for the purpose of interest rate and currency management are collateralized with cash on a regular basis. As of June 30, 2024, the impact of such collateral posting arrangements on the fair value of derivatives was insignificant. Management believes the risk of incurring losses on derivative contracts related to credit risk is remote and any losses would be immaterial.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | Forecasted transactions | | | | | | | | | | | | | | | | | |
| Total | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Derivatives Designated as Hedging Instruments: | | | | | | | | | | | |
| | | | | | | |
| | | | | | | |
| Currency contracts: | | | | | | | | | | | |
| | | | | | | |
| Forecasted transactions | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| | | | | | | |
| | | | | | | |
| Commodity contracts | N/A | | N/A | | | | | | | | | | | | |
| | | | | | | |
| Interest rate swaps | | | | | | | | | | | | | | | | | |
| Total Hedges | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Total Derivatives | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
(a)Amounts as of June 30, 2024 and December 31, 2023 included current assets of $ million and $ million which are recorded in prepaid and other current assets; long-term assets of $ million and $ million which are recorded in other long-term assets; current liabilities of $ million and $ million which are recorded in other current liabilities; and long-term liabilities of $ million and $ million which are recorded in other long-term liabilities.
Balance Sheet Items
Foreign currency contracts related to balance sheet items consist of forward contracts entered into to manage the exposure to fluctuations in foreign-currency exchange rates on recorded balance sheet assets and liabilities denominated in currencies other than the functional currency of the related operating unit. Certain forward currency contracts are entered into to protect underlying monetary assets and liabilities denominated in foreign currencies from foreign exchange risk and are not designated as hedging instruments. For balance sheet items that are not designated as hedging instruments, the fair value adjustments on these contracts are offset by the fair value adjustments recorded on the underlying monetary assets and liabilities.
Forecasted Transactions
Foreign currency contracts related to forecasted transactions consist of forward contracts entered into to manage the exposure to fluctuations in foreign-currency exchange rates on (1) forecasted purchases of capital-related equipment and services, (2) forecasted sales, or (3) other forecasted cash flows denominated in currencies other than the functional currency of the related operating units. For forecasted transactions that are designated as cash flow hedges, fair value adjustments are recorded to accumulated other comprehensive income (loss) with deferred amounts reclassified to earnings over the same time period as the income statement impact of the associated purchase. For forecasted transactions that do not qualify for cash flow hedging relationships, fair value adjustments are recorded directly to earnings. Linde is hedging forecasted transactions for a maximum period of .
Commodity Contracts
Commodity contracts are entered into to manage the exposure to fluctuations in commodity prices, which arise in the normal course of business from its procurement transactions. To reduce the extent of this risk, Linde enters into a limited number of electricity, natural gas, and propane gas derivatives. For forecasted transactions that are designated as cash flow hedges, fair value adjustments are recorded to accumulated other comprehensive income (loss) with deferred amounts reclassified to earnings over the same time period as the income statement impact of the associated purchase. Linde is hedging commodity contracts for a maximum period of .
Net Investment Hedges
As of June 30, 2024, Linde has € billion ($ billion) Euro-denominated notes and intercompany loans and ¥ billion ($ billion) CNY-denominated intercompany loans that are designated as hedges of the net investment positions in certain foreign operations. Since hedge inception, the deferred gain recorded within cumulative translation adjustment component of
million (deferred gain of $ million and $ million in the consolidated statement of comprehensive income for the quarter and six months ended June 30, 2024, respectively).
As of June 30, 2024, exchange rate movements relating to previously designated hedges that remain in accumulated other comprehensive income (loss) is a gain of $ million. These movements will remain in accumulated other comprehensive income (loss), until appropriate, such as upon sale or liquidation of the related foreign operations at which time amounts will be reclassified to the consolidated statements of income.
Interest Rate Swaps
Linde uses interest rate swaps to hedge the exposure to changes in the fair value of financial assets and financial liabilities as a result of interest rate changes. These interest rate swaps effectively convert fixed-rate interest exposures to variable rates; fair value adjustments are recognized in earnings along with an equally offsetting charge/benefit to earnings for the changes in the fair value of the underlying financial asset or financial liability (See Note 3).
In addition, as of December 31, 2023, Linde was using interest rate swaps with a notional value of € billion to hedge the variability of future cash flows of forecasted transactions due to interest rate risk and had designated this as a cash flow hedge. The interest rate swaps were terminated during the first quarter of 2024 with the February debt issuance and the settlement values were .
Derivatives' Impact on Consolidated Statements of Income
) | | $ | () | | | $ | () | | | $ | () | | | Other balance sheet items | | | | () | | | () | | | () | |
| | | |
| | | |
| Total | $ | | | | $ | () | | | $ | () | | | $ | () | |
* The gains (losses) on balance sheet items are offset by gains (losses) recorded on the underlying hedged assets and liabilities. Accordingly, the gains (losses) for the derivatives and the underlying hedged assets and liabilities related to debt items are recorded in the consolidated statements of income as interest expense-net. Other balance sheet items and anticipated net income gains (losses) are generally recorded in the consolidated statements of income as other income (expenses)-net.
The amounts of gain or loss recognized in accumulated other comprehensive income (loss) and reclassified to the consolidated statement of income was not material for the six months ended June 30, 2024 and 2023, respectively. Net impacts expected to be reclassified to earnings during the next twelve months are also not material.
5.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | Investments and securities* | | | | | | | | | | | | | | | | | |
Total | $ | | | | $ | | | | $ | | | | $ | | | | | | | $ | | |
| | | | | | | | | | | |
| Liabilities | | | | | | | | | | | |
| Derivative liabilities | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
* Investments and securities are recorded in prepaid and other current assets and other long-term assets in the company's condensed consolidated balance sheets.
Level 1 investments and securities are marketable securities traded on an exchange. Level 2 investments are based on market prices obtained from independent brokers or determined using quantitative models that use as their basis readily observable market parameters that are actively quoted and can be validated through external sources, including third-party pricing services, brokers and market transactions. Level 3 investments and securities consist of a venture fund. For the valuation, Linde uses the net asset value received as part of the fund's quarterly reporting, which for the most part is not based on quoted prices in active markets. In order to reflect current market conditions, Linde proportionally adjusts by observable market data (stock exchange prices) or current transaction prices.
Changes in level 3 investments and securities were immaterial.
The fair value of cash and cash equivalents, short-term debt, accounts receivable-net, and accounts payable approximate carrying value because of the short-term maturities of these instruments.
The fair value of long-term debt is estimated based on the quoted market prices for the same or similar issues. Long-term debt is categorized within Level 2 of the fair value hierarchy. At June 30, 2024, the estimated fair value of Linde’s long-term debt portfolio was $ million versus a carrying value of $ million. At December 31, 2023, the estimated fair value of Linde’s long-term debt portfolio was $ million versus a carrying value of $ million. Differences between the carrying value and the fair value are attributable to fluctuations in interest rates subsequent to when the debt was issued and relative to stated coupon rates.
6.
| | $ | | | | $ | | | | $ | | | | Denominator (Thousands of shares) | | | | | | | |
| Weighted average shares outstanding | | | | | | | | | | | |
| Shares earned and issuable under compensation plans | | | | | | | | | | | |
| Weighted average shares used in basic earnings per share | | | | | | | | | | | |
| Effect of dilutive securities | | | | | | | |
| Stock options and awards | | | | | | | | | | | |
Weighted average shares used in diluted earnings per share | | | | | | | | | | | |
| | | |
| | | |
| Basic Earnings Per Share | $ | | | | $ | | | | $ | | | | $ | | |
| | | |
| | | |
| Diluted Earnings Per Share | $ | | | | $ | | | | $ | | | | $ | | |
The weighted-average of antidilutive securities excluded from the calculation of diluted earnings per share was and for the quarter and six months ended June 30, 2024, respectively. There were antidilutive securities in the respective 2023 periods.
7.
| | $ | | | | $ | | | | $ | | | | Amount recognized in Net pension and OPEB cost (benefit), excluding service cost | | | | | | | |
| Interest cost | | | | | | | | | | | |
| Expected return on plan assets | () | | | () | | | () | | | () | |
| Net amortization and deferral | () | | | () | | | () | | | () | |
| | | |
| | | |
| | | |
| () | | | () | | | () | | | () | |
| Net periodic benefit cost (benefit) | $ | () | | | $ | () | | | $ | () | | | $ | () | |
Components of net periodic benefit expense for other post-retirement plans for the quarter and six months ended June 30, 2024 and 2023 were not material.
million to $ million million have been made through June 30, 2024.
8.
million. Linde has not recorded any liabilities related to such claims based on management judgment and opinions of outside counsel.During 2023, the Brazilian Supreme Court issued a decision confirming the constitutionality of a specific federal income tax, with retroactive effect. As a result of this decision, the company recorded a reserve based on its best estimate of potential settlement. This decision has not yet been finalized and is subject to ongoing motions for clarification. Because litigation in Brazil historically takes many years to resolve, it is very difficult to estimate the timing of resolution of these matters; however, it is possible that certain of these matters may be resolved within the near term. The company is vigorously defending against the proceedings.
•On and after April 23, 2019 former shareholders of Linde AG filed appraisal proceedings at the District Court (Landgericht) Munich I (Germany), seeking an increase of the cash consideration paid in connection with the previously completed cash merger squeeze-out of all of Linde AG’s minority shareholders for € per share. Any such increase would apply to all Linde AG shares that were outstanding on April 8, 2019, when the cash merger squeeze-out was completed. The period for plaintiffs to file claims expired on July 9, 2019. In November 2023, the court issued a decision rejecting the plaintiffs’ claims in their entirety and determining that the cash merger squeeze-out consideration was appropriate. The plaintiffs have appealed this decision.
The company believes the consideration paid was fair and that the claims are not supported by sufficient evidence, and no reserve has been established. We cannot estimate the timing of resolution.
•In December 2022, a Russian court based in St. Petersburg ("St. Petersburg Court") issued an injunction preventing (i) the sale of any shares in Linde’s subsidiaries and joint ventures in Russia, and (ii) the disposal of any of the assets in those entities exceeding % of the relevant company’s overall asset value. The injunction was requested by RusChemAlliance (RCA) to secure payment of a possible award under an arbitration proceeding RCA intended to file against Linde Engineering for alleged breach of contract under the agreement to build a gas processing plant in Russia entered into in July 2021. Performance of the agreement was lawfully suspended by Linde Engineering on May 27, 2022 in compliance with applicable sanctions. In March 2023, RCA filed a claim in St. Petersburg against Linde GmbH for recovery of advance payments under the agreement ("GPP Claim"), and subsequently (i) added Linde and other Linde subsidiaries as defendants, and (ii) is seeking payment of alleged damages from Linde and guarantor banks. In March 2024, RCA filed a similar claim for repayment and damages against Linde for alleged breach of contract under the agreement to build a liquefied natural gas plant in Russia entered into in September 2021 (“LNG Claim”, and together with the GPP Claim, the “Russian Claims”).
billion recorded in Other long-term liabilities, which represents advance payments previously recorded in contract liabilities related to terminated engineering projects with RCA. As a result of the contract terminations, Linde no longer has future performance obligations for these projects.
It is difficult to estimate the timing of resolution of these matters. The company intends to vigorously defend its interests in both the Russian Claims and arbitration proceedings.
9.
| | $ | | | | $ | | | | $ | | | | EMEA | | | | | | | | | | | |
| APAC | | | | | | | | | | | |
| Engineering | | | | | | | | | | | |
| Other | | | | | | | | | | | |
| | | |
| | | |
| Total sales | $ | | | | $ | | | | $ | | | | $ | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | 2024 | | 2023 |
| SEGMENT OPERATING PROFIT | | | | | | | |
| Americas | $ | | | | $ | | | | $ | | | | $ | | |
| EMEA | | | | | | | | | | | |
| APAC | | | | | | | | | | | |
| Engineering | | | | | | | | | | | |
| Other | () | | | | | | | | | | |
| Segment operating profit | | | | | | | | | | | |
| Other charges | | | | () | | | | | | () | |
| | | |
| | | |
| Purchase accounting impacts - Linde AG (b) | () | | | () | | | () | | | () | |
| Total operating profit | $ | | | | $ | | | | $ | | | | $ | | |
(a)Sales reflect external sales only. Intersegment sales, primarily from Engineering to the industrial gases segments, were $ million and $ million for the quarter and six months ended June 30, 2024, respectively, and $ million and $ million for the respective 2023 periods.
(b)Represents purchase accounting impacts related to the 2018 merger.
10.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | Net income (a) | | | | | | | | | | | | | | | | | |
| Other comprehensive income (loss) | () | | | () | | | () | | | () | | | () | | | () | |
| Noncontrolling interests: | | | | | | | | | | | |
| Additions (reductions) | | | | | | | | | | () | | | () | | | () | |
| Dividends and other capital changes | | | | () | | | () | | | | | | () | | | () | |
| | | | | | | |
Dividends to Linde plc ordinary share holders ($ per share in 2024 and $ per share in 2023) | () | | | | | | () | | | () | | | | | | () | |
| Issuances of ordinary shares: | | | | | | | | | | | |
| | | | | | | |
| For employee savings and incentive plans | () | | | | | | () | | | () | | | | | | () | |
| | | | | | | |
| Purchases of ordinary shares | () | | | | | | () | | | () | | | | | | () | |
| | | | | | | |
| Share-based compensation | | | | | | | | | | | | | | | | | |
| Balance, end of period | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 |
| Activity | Linde plc Shareholders’ Equity | | Noncontrolling Interests | | Total Equity | | Linde plc Shareholders’ Equity | | Noncontrolling Interests | | Total Equity |
| Balance, beginning of period | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Net income (a) | | | | | | | | | | | | | | | | | |
| Other comprehensive income (loss) | () | | | () | | | () | | | () | | | () | | | () | |
| Noncontrolling interests: | | | | | | | | | | | |
| Additions (reductions) | | | | | | | | | | () | | | () | | | () | |
| Dividends and other capital changes | | | | () | | | () | | | | | | () | | | () | |
| | | | | | | |
Dividends to Linde plc ordinary share holders ($ per share in 2024 and $ per share in 2023) | () | | | | | | () | | | () | | | | | | () | |
| Issuances of ordinary shares: | | | | | | | | | | | |
| | | | | | | |
| For employee savings and incentive plans | () | | | | | | () | | | () | | | | | | () | |
| | | | | | | |
| Purchases of ordinary shares | () | | | | | | () | | | () | | | | | | () | |
| | | | | | | |
| Share-based compensation | | | | | | | | | | | | | | | | | |
| Balance, end of period | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
(a) Net income for noncontrolling interests excludes net income related to redeemable noncontrolling interests which is not significant for the quarter and six months ended June 30, 2024 and 2023 and which is not part of total equity.
) | | $ | () | | | EMEA | () | | | () | |
| APAC | () | | | () | |
| Engineering | () | | | () | |
| Other | | | | | |
| () | | | () | |
| Derivatives - net of taxes | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| (Millions of dollars) | Quarter Ended June 30, 2023 |
| Sales | Americas | EMEA | APAC | Engineering | Other | Total | % |
| | | | | | | |
| Merchant | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| On-Site | | | | | | | | | | | | | | % |
| Packaged Gas | | | | | | | | | | | | | | % |
| Other | | | | | | | | | | | | | | % |
| Total | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| | | | | | | |
| | | | | | | |
| (Millions of dollars) | Six Months Ended June 30, 2024 |
| Sales | Americas | EMEA | APAC | Engineering | Other | Total | % |
| | | | | | | |
| Merchant | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| On-Site | | | | | | | | | | | | | | % |
| Packaged Gas | | | | | | | | | | | | | | % |
| Other | | | | | | | | | | | | | | % |
| Total | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| | | | | | | |
| (Millions of dollars) | Six Months Ended June 30, 2023 |
| Sales | Americas | EMEA | APAC | Engineering | Other | Total | % |
| | | | | | | |
| Merchant | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| On-Site | | | | | | | | | | | | | | % |
| Packaged Gas | | | | | | | | | | | | | | % |
| Other | | | | | | | | | | | | | | % |
| Total | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | | % |
| | | | | | | |
| |
Remaining Performance Obligations
As described above, Linde's contracts with on-site customers are under long-term supply arrangements which generally require the customer to purchase their requirements from Linde and also have minimum purchase requirements. Additionally, plant sales from the Linde Engineering business are primarily contracted on a fixed price basis. The company estimates the consideration related to future minimum purchase requirements and plant sales was approximately $ billion. This amount excludes all on-site sales above minimum purchase requirements, which can be significant depending on customer needs. In the future, actual amounts will be different due to impacts from several factors, many of which are beyond the company’s control including, but not limited to, timing of newly signed, terminated and renewed contracts, inflationary price escalations, currency exchange rates, and pass-through costs related to natural gas and electricity. The actual duration of long-term supply contracts ranges up to . The company estimates that approximately half of the revenue related to minimum purchase requirements will be earned in the next and the remaining thereafter.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A")
Non-GAAP Measures
Throughout MD&A, the company provides adjusted operating results exclusive of certain items such as Other charges, net gains or losses on sale of businesses, purchase accounting impacts of the Linde AG merger and pension settlement charges. Adjusted amounts are non-GAAP measures which are intended to supplement investors’ understanding of the company’s financial information by providing measures which investors, financial analysts and management find useful in evaluating the company’s operating performance. Items which the company does not believe to be indicative of on-going business performance are excluded from these calculations so that investors can better evaluate and analyze historical and future business trends on a consistent basis. In addition, operating results, excluding these items, is important to management's development of annual and long-term employee incentive compensation plans. Definitions of these non-GAAP measures may not be comparable to similar definitions used by other companies and are not a substitute for similar GAAP measures.
The non-GAAP measures and reconciliations are separately included in a later section in the MD&A titled "Non-GAAP Measures and Reconciliations."
Consolidated Results
The following table provides summary information for the quarters and six months ended June 30, 2024 and 2023. The reported amounts are GAAP amounts from the Consolidated Statements of Income. The adjusted amounts are intended to supplement investors' understanding of the company's financial information and are not a substitute for GAAP measures:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
|
| (Millions of dollars, except per share data) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance | | |
| Sales | $ | 8,267 | | | $ | 8,204 | | | 1 | % | | $ | 16,367 | | | $ | 16,397 | | | — | % | | |
| Cost of sales, exclusive of depreciation and amortization | $ | 4,251 | | | $ | 4,316 | | | (2) | % | | $ | 8,467 | | | $ | 8,747 | | | (3) | % | | |
| As a percent of sales | 51.4 | % | | 52.6 | % | | | | 51.7 | % | | 53.3 | % | | | | |
| Selling, general and administrative | $ | 840 | | | $ | 833 | | | 1 | % | | $ | 1,700 | | | $ | 1,655 | | | 3 | % | | |
| As a percent of sales | 10.2 | % | | 10.2 | % | | | | 10.4 | % | | 10.1 | % | | | | |
| Depreciation and amortization | $ | 958 | | | $ | 960 | | | — | % | | $ | 1,907 | | | $ | 1,908 | | | — | % | | |
| Other charges | $ | — | | | $ | 22 | | | (100) | % | | $ | — | | | $ | 40 | | | (100) | % | | |
| Other income (expense) - net | $ | 2 | | | $ | (27) | | | 107 | % | | $ | 60 | | | $ | (32) | | | 288 | % | | |
| Operating profit | $ | 2,184 | | | $ | 2,011 | | | 9 | % | | $ | 4,279 | | | $ | 3,944 | | | 8 | % | | |
| Operating margin | 26.4 | % | | 24.5 | % | | | | 26.1 | % | | 24.1 | % | | | | |
| Interest expense - net | $ | 70 | | | $ | 52 | | | 35 | % | | $ | 135 | | | $ | 89 | | | 52 | % | | |
| Net pension and OPEB cost (benefit), excluding service cost | $ | (49) | | | $ | (45) | | | 9 | % | | $ | (99) | | | $ | (90) | | | 10 | % | | |
| Effective tax rate | 23.5 | % | | 21.9 | % | | | | 22.9 | % | | 22.0 | % | | | | |
| Income from equity investments | $ | 45 | | | $ | 46 | | | (2) | % | | $ | 93 | | | $ | 87 | | | 7 | % | | |
| Noncontrolling interests | $ | (37) | | | $ | (37) | | | — | % | | $ | (75) | | | $ | (73) | | | 3 | % | | |
| Net Income – Linde plc | $ | 1,663 | | | $ | 1,575 | | | 6 | % | | $ | 3,290 | | | $ | 3,091 | | | 6 | % | | |
| Diluted earnings per share | $ | 3.44 | | | $ | 3.19 | | | 8 | % | | $ | 6.79 | | | $ | 6.25 | | | 9 | % | | |
| Diluted shares outstanding | 483,177 | | | 493,549 | | | (2) | % | | 484,366 | | | 494,685 | | | (2) | % | | |
| Number of employees | 65,987 | | | 66,270 | | | — | % | | 65,987 | | | 66,270 | | | — | % | | |
| Adjusted Amounts (a) | | | | | | | | | | | | | |
| Operating profit | $ | 2,422 | | | $ | 2,286 | | | 6 | % | | $ | 4,763 | | | $ | 4,492 | | | 6 | % | | |
| Operating margin | 29.3 | % | | 27.9 | % | | | | 29.1 | % | | 27.4 | % | | | | |
| Effective tax rate | 23.5 | % | | 23.7 | % | | | | 23.1 | % | | 23.9 | % | | | | |
| Net Income – Linde plc | $ | 1,859 | | | $ | 1,760 | | | 6 | % | | $ | 3,680 | | | $ | 3,453 | | | 7 | % | | |
| Diluted earnings per share | $ | 3.85 | | | $ | 3.57 | | | 8 | % | | $ | 7.60 | | | $ | 6.98 | | | 9 | % | | |
| Other Financial Data (a) | | | | | | | | | | | | | |
| EBITDA | $ | 3,187 | | | $ | 3,017 | | | 6 | % | | $ | 6,279 | | | $ | 5,939 | | | 6 | % | | |
| As percent of sales | 38.6 | % | | 36.8 | % | | | | 38.4 | % | | 36.2 | % | | | | |
| Adjusted EBITDA | $ | 3,206 | | | $ | 3,059 | | | 5 | % | | $ | 6,322 | | | $ | 6,022 | | | 5 | % | | |
| As percent of sales | 38.8 | % | | 37.3 | % | | | | 38.6 | % | | 36.7 | % | | | | |
(a) Adjusted Amounts and Other Financial Data are non-GAAP performance measures. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.
Reported
In the second quarter of 2024, Linde's sales were $8,267 million, $63 million above prior year. The increase in sales was driven by 3% higher price attainment. Engineering increased sales by 1% in the quarter. Volumes were flat in the quarter versus the 2023 respective period, as base volume declines were largely offset by new project start-ups. Currency translation decreased sales by 2% in the quarter driven primarily by the weakening of the Brazilian real, Chinese yuan and Euro against the U.S. Dollar. Cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers, decreased sales by 1% in the quarter, with minimal impact on operating profit.
Reported operating profit for the second quarter of 2024 of $2,184 million, or 26.4% of sales, was 9% above prior year. The reported year-over-year increase was primarily driven by higher pricing and productivity initiatives which more than offset adverse impacts from cost inflation and currency translation. The reported effective tax rate ("ETR") was 23.5% in the second quarter 2024 versus 21.9% in the second quarter 2023. Diluted earnings per share ("EPS") was $3.44, or 8% above EPS of $3.19 in the second quarter of 2023, primarily due to higher net income - Linde plc and lower diluted shares outstanding.
Adjusted
In the second quarter of 2024, adjusted operating profit of $2,422 million, or 29.3% of sales, was 6% higher as compared to 2023, driven by higher pricing, and productivity initiatives, partially offset by cost inflation and currency translation. The adjusted ETR was 23.5% in the second quarter 2024 versus 23.7% in the 2023 quarter. On an adjusted basis, EPS was $3.85, 8% above the 2023 adjusted EPS of $3.57, driven by higher adjusted net income - Linde plc and lower diluted shares outstanding.
Outlook
Linde provides quarterly updates on operating results, material trends that may affect financial performance, and financial guidance via quarterly earnings releases and investor teleconferences. These updates are available on the company’s website, www.linde.com, but are not incorporated herein.
Results of operations
The changes in consolidated sales compared to the prior year are attributable to the following:
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| | % Change | | % Change |
|
| Factors Contributing to Changes - Sales | | | |
| Volume | — | % | | — | % |
| Price/Mix | 3 | % | | 2 | % |
| Cost pass-through | (1) | % | | (1) | % |
| Currency | (2) | % | | (1) | % |
| Acquisitions/divestitures | — | % | | — | % |
| Engineering | 1 | % | | — | % |
| 1 | % | | — | % |
Sales
Sales increased $63 million or 1% for the second quarter of 2024 and decreased $30 million for the six months ended June 30, 2024 versus the respective 2023 periods. Higher pricing contributed 3% to sales in the quarter and 2% in the year-to-date period. Engineering increased sales by 1% in the quarter and was flat in the year-to-date period. Currency translation decreased sales by 2% in the quarter and 1% in the year-to-date period versus the respective 2023 periods driven primarily by the weakening of the Brazilian real, Chinese yuan and Euro against the U.S. Dollar. Cost pass-through decreased sales by 1% in both the quarter and year-to-date periods, with minimal impact on operating profit. Volumes were flat in both the quarter and year-to-date periods versus 2023, as base volume declines were largely offset by new project start-ups.
Cost of sales, exclusive of depreciation and amortization
Cost of sales, exclusive of depreciation and amortization decreased $65 million, or 2%, for the second quarter of 2024 and decreased $280 million, or 3% for the six months ended June 30, 2024 primarily due to lower cost pass-through and productivity gains which more than offset cost inflation. Cost of sales, exclusive of depreciation and amortization was 51.4% and 51.7% of sales, respectively, for the second quarter and six months ended June 30, 2024 versus 52.6% and 53.3% for the respective 2023 periods. The decrease as a percentage of sales in the quarter was primarily due to higher pricing and lower cost pass-through.
Selling, general and administrative expenses
Selling, general and administrative expense ("SG&A") increased $7 million, or 1%, for the second quarter of 2024 and increased $45 million or 3% for the six months ended June 30, 2024 driven by higher costs. SG&A was 10.2% of second quarter sales for both 2023 and 2024. In the year-to-date period SG&A was 10.4% and 10.1% of sales versus the respective 2023 period.
Depreciation and amortization
Reported depreciation and amortization expense decreased $2 million for the second quarter of 2024 and decreased $1 million, for the six months ended June 30, 2024.
On an adjusted basis, depreciation and amortization increased $12 million, for the second quarter of 2024 and increased $23 million for the year-to-date period driven by new project start ups.
Other charges
There were no other charges for the quarter and six months ended June 30, 2024 and other charges of $22 million and $40 million for the respective 2023 periods.
On an adjusted basis, these benefits and costs have been excluded in both periods.
Other income (expense) - net
Reported other income (expense) - net was a benefit of $2 million for the second quarter of 2024 and $60 million for the year-to-date period driven by $43 million in insurance recoveries primarily within the Other segment recognized during the first quarter.
Operating profit
On a reported basis, operating profit increased $173 million, or 9%, for the second quarter of 2024 and increased $335 million, or 8%, for the six months ended June 30, 2024. The increase in the quarter and year-to-date periods of 2024 was primarily due
to higher pricing, savings from productivity initiatives and lower other charges, which more than offset the adverse impacts of cost inflation and currency.
On an adjusted basis, which excludes the impacts of merger-related purchase accounting as well as other charges, operating profit increased $136 million, or 6% in the second quarter of 2024 and increased $271 million, or 6% for the six months ended June 30, 2024. Operating profit growth was driven by higher pricing and productivity initiatives, which more than offset the effects of cost inflation and currency during the quarter and year-to-date periods of 2024. A discussion of operating profit by segment is included in the segment discussion that follows.
Interest expense - net
Reported interest expense - net increased $18 million for the second quarter of 2024 and increased $46 million for the six months ended June 30, 2024. On an adjusted basis, interest expense increased $15 million for the second quarter of 2024 and increased $36 million for the six months ended June 30, 2024 versus the respective 2023 period. The increase in both periods was driven primarily by higher interest rates on debt.
Net pension and OPEB cost (benefit), excluding service cost
Reported net pension and OPEB cost (benefit), excluding service cost were benefits of $49 million and $99 million for the quarter and six months ended June 30, 2024, respectively, versus $45 million and $90 million for the respective 2023 periods. The increase in the benefit primarily relates to higher expected return on assets and lower amortization of deferred losses year-over-year.
Effective tax rate
The reported effective tax rate ("ETR") for the quarter and six months ended June 30, 2024 was 23.5% and 22.9% versus 21.9% and 22.0% for the respective 2023 periods. The increase in the quarter rate is primarily related a 2023 tax refund that did not repeat in 2024, partially offset by tax benefits from a repatriation in the current year. The increase in the year to date rate is primarily related to a prior year benefit from a net decrease in the company’s uncertain tax positions and a tax refund. Effective January 1, 2024, Linde is subject to the 15% global minimum tax rate provisions of the OECD’s framework for Pillar Two, the implementation of which did not have a significant impact on the effective tax rate for the quarter or year-to-date periods.
On an adjusted basis, the ETR for the quarter and six months ended June 30, 2024 was 23.5% and 23.1% versus 23.7% and 23.9% for the respective 2023 periods. The decrease in the year-to-date rate is primarily due to tax benefits from a repatriation and higher tax benefits from share based compensation.
Income from equity investments
Reported income from equity investments for the second quarter and six months ended June 30, 2024 was $45 million and $93 million versus $46 million and $87 million for the respective 2023 periods.
On an adjusted basis, income from equity investments for the second quarter and six months ended June 30, 2024 was $63 million and $129 million versus $64 million and $123 million for the respective 2023 periods.
Noncontrolling interests
At June 30, 2024, noncontrolling interests consisted primarily of non-controlling shareholders' investments in APAC (primarily China). Reported noncontrolling interests income was $37 million for the second quarter of 2024 and the respective 2023 period. For the six months ended June 30, 2024 noncontrolling interests income was $75 million versus $73 million in the respective 2023 period.
Net Income – Linde plc
Reported net income - Linde plc increased $88 million, or 6%, for the second quarter of 2024 and increased $199 million, or 6%, for the six months ended June 30, 2024 versus the respective 2023 periods.
On an adjusted basis, which excludes the impacts of purchase accounting and other charges, net income - Linde plc increased $99 million, or 6%, for the second quarter of 2024 and increased $227 million, or 7%, for the six months ended June 30, 2024 versus the respective 2023 periods.
On both a reported and adjusted basis, the increase was driven by higher operating profit.
Diluted earnings per share
Reported diluted earnings per share increased $0.25, or 8%, for the second quarter of 2024 and increased $0.54, or 9%, for the six months ended June 30, 2024 versus the respective 2023 periods.
On an adjusted basis, diluted EPS increased $0.28, or 8%, for the second quarter of 2024 and increased $0.62, or 9% for the six months ended June 30, 2024 versus the respective 2023 periods.
The increase on both a reported and adjusted basis is primarily due to higher net income - Linde plc and lower diluted shares outstanding.
Employees
The number of employees at June 30, 2024 was 65,987, a decrease of 283 employees from June 30, 2023.
Other Financial Data
EBITDA was $3,187 million for the second quarter of 2024 as compared to $3,017 million in the respective 2023 period. EBITDA was $6,279 million for the six months ended June 30, 2024 as compared to $5,939 million in the respective 2023 period. The increase was driven by higher net income - Linde plc versus prior year.
Adjusted EBITDA increased to $3,206 million for the second quarter 2024 from $3,059 million in the respective 2023 period. Adjusted EBITDA was $6,322 million for the six months ended June 30, 2024 as compared to $6,022 million in the respective 2023 period. The higher EBITDA was primarily due to higher net income - Linde plc versus the respective prior periods.
See the "Non-GAAP Measures and Reconciliations" section for definitions and reconciliations of these adjusted non-GAAP measures to reported GAAP amounts.
Other Comprehensive Income (Loss)
Other comprehensive losses for the second quarter and six months ended June 30, 2024 were $276 million and $1,014 million, respectively. The loss in the quarter and year-to-date period resulted primarily from currency translation adjustments of $274 million and $1,018 million, respectively. The translation adjustments reflect the impact of translating local currency foreign subsidiary financial statements to U.S. dollars, and are largely driven by the movement of the U.S. dollar against major currencies including the Euro, British pound and the Chinese yuan. See the "Currency" section of the MD&A for exchange rates used for translation purposes and Note 10 to the condensed consolidated financial statements for a summary of the currency translation adjustment component of accumulated other comprehensive income (loss) by segment.
Segment Discussion
The following summary of sales and operating profit by segment provides a basis for the discussion that follows. Linde plc evaluates the performance of its reportable segments based on operating profit, excluding items not indicative of ongoing business trends. The reported amounts are GAAP amounts from the Consolidated Statements of Income.
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | 2023 | Variance | | 2024 | 2023 | Variance |
| SALES | | | | | | | |
| Americas | $ | 3,655 | | $ | 3,541 | | 3 | % | | $ | 7,215 | | $ | 7,092 | | 2 | % |
| EMEA | 2,091 | | 2,160 | | (3) | % | | 4,182 | | 4,337 | | (4) | % |
| APAC | 1,657 | | 1,683 | | (2) | % | | 3,248 | | 3,281 | | (1) | % |
| Engineering | 544 | | 495 | | 10 | % | | 1,083 | | 1,035 | | 5 | % |
| Other | 320 | | 325 | | (2) | % | | 639 | | 652 | | (2) | % |
| Total sales | $ | 8,267 | | $ | 8,204 | | 1 | % | | $ | 16,367 | | $ | 16,397 | | — | % |
| | | | | | | |
| SEGMENT OPERATING PROFIT | | | | | | | |
| Americas | $ | 1,159 | | $ | 1,070 | | 8 | % | | $ | 2,247 | | $ | 2,095 | | 7 | % |
| EMEA | 704 | | 630 | | 12 | % | | 1,391 | | 1,237 | | 12 | % |
| APAC | 474 | | 472 | | — | % | | 921 | | 895 | | 3 | % |
| Engineering | 96 | | 107 | | (10) | % | | 196 | | 256 | | (23) | % |
| Other | (11) | | 7 | | (257) | % | | 8 | | 9 | | (11) | % |
| Segment operating profit | $ | 2,422 | | $ | 2,286 | | 6 | % | | $ | 4,763 | | $ | 4,492 | | 6 | % |
| Reconciliation to reported operating profit: | | | | | | | |
| Other charges | — | | (22) | | | | — | | (40) | | |
| Purchase accounting impacts - Linde AG | (238) | | (253) | | | | (484) | | (508) | | |
| Total operating profit | $ | 2,184 | | $ | 2,011 | | | | $ | 4,279 | | $ | 3,944 | | |
Americas
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance |
| Sales | $ | 3,655 | | | $ | 3,541 | | | 3 | % | | $ | 7,215 | | | $ | 7,092 | | | 2 | % |
| | | | | | | | | | | |
| Operating profit | $ | 1,159 | | | $ | 1,070 | | | 8 | % | | $ | 2,247 | | | $ | 2,095 | | | 7 | % |
| As a percent of sales | 31.7 | % | | 30.2 | % | | | | 31.1 | % | | 29.5 | % | | |
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| | % Change | | % Change |
| Factors Contributing to Changes - Sales | | | |
| Volume | — | % | | — | % |
| Price/Mix | 4 | % | | 3 | % |
| Cost pass-through | — | % | | (1) | % |
| Currency | (1) | % | | (1) | % |
| Acquisitions/divestitures | — | % | | 1 | % |
|
| 3 | % | | 2 | % |
The Americas segment includes Linde's industrial gases operations in approximately 20 countries including the United States, Canada, Mexico, and Brazil.
Sales
Sales for the Americas segment increased $114 million, or 3%, in the second quarter and increased $123 million, or 2% for the six months ended June 30, 2024 versus the respective 2023 periods. Higher pricing contributed 4% to sales in the quarter and 3% in the year-to-date period. Cost pass-through was flat in the second quarter and decreased sales 1% in the year-to-date period with minimal impact on operating profit. Currency translation decreased sales by 1% in both the quarter and year-to-date periods driven primarily by the weakening of the Brazilian real against the U.S. Dollar. Volumes were flat in the second quarter and year-to-date period as contributions from project start-ups were largely offset by base volume declines.
Operating profit
Operating profit in the Americas segment increased $89 million, or 8%, in the second quarter and increased $152 million, or 7%, for the six months ended June 30, 2024 versus the respective 2023 periods, driven primarily by higher pricing and continued productivity initiatives which more than offset cost inflation.
EMEA
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance |
| Sales | $ | 2,091 | | | $ | 2,160 | | | (3) | % | | $ | 4,182 | | | $ | 4,337 | | | (4) | % |
| | | | | | | | | | | |
| Operating profit | $ | 704 | | | $ | 630 | | | 12 | % | | $ | 1,391 | | | $ | 1,237 | | | 12 | % |
| As a percent of sales | 33.7 | % | | 29.2 | % | | | | 33.3 | % | | 28.5 | % | | |
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| % Change | | % Change |
| Factors Contributing to Changes - Sales | | | |
| Volume | (1) | % | | (2) | % |
| Price/Mix | 3 | % | | 3 | % |
| Cost pass-through | (4) | % | | (5) | % |
| Currency | (1) | % | | — | % |
| Acquisitions/divestitures | — | % | | — | % |
|
| (3) | % | | (4) | % |
The EMEA segment includes Linde's industrial gases operations in approximately 45 European, Middle Eastern and African countries including Germany, United Kingdom, France, the Republic of South Africa and Sweden.
Sales
EMEA segment sales decreased by $69 million, or 3%, in the second quarter and decreased $155 million or 4% for the six months ended June 30, 2024 compared to the respective 2023 periods. Higher price attainment increased sales by 3% in the quarter and year-to-date periods. Volumes decreased sales by 1% in the quarter and 2% in the year-to-date period driven by the metals and mining end market. Cost pass-through decreased sales by 4% in the quarter and 5% in the year-to-date period with minimal impact on operating profit. Currency translation decreased sales by 1% in the quarter driven primarily by the weakening of the Euro against the U.S. Dollar and was flat in the year-to-date period.
Operating Profit
Operating profit for the EMEA segment increased by $74 million, or 12%, in the second quarter and increased by $154 million, or 12% for the six months ended June 30, 2024 compared to the respective 2023 periods. The increase in operating profit in the second quarter and year-to-date period was driven primarily by higher pricing and continued productivity initiatives, partially offset by cost inflation and lower volumes.
APAC
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance |
| Sales | $ | 1,657 | | | $ | 1,683 | | | (2) | % | | $ | 3,248 | | | $ | 3,281 | | | (1) | % |
| | | | | | | | | | | |
| Operating profit | $ | 474 | | | $ | 472 | | | — | % | | $ | 921 | | | $ | 895 | | | 3 | % |
| As a percent of sales | 28.6 | % | | 28.0 | % | | | | 28.4 | % | | 27.3 | % | | |
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| | % Change | | % Change |
| Factors Contributing to Changes - Sales | | | |
| Volume/Equipment | — | % | | 2 | % |
| Price/Mix | — | % | | — | % |
| Cost pass-through | 1 | % | | (1) | % |
| Currency | (3) | % | | (2) | % |
| Acquisitions/divestitures | — | % | | — | % |
|
| (2) | % | | (1) | % |
The APAC segment includes Linde's industrial gases operations in approximately 20 Asian and South Pacific countries and regions including China, Australia, India, and South Korea.
Sales
Sales for the APAC segment decreased $26 million, or 2% in the second quarter and decreased $33 million, or 1%, for the six months ended June 30, 2024 versus the respective 2023 periods. Pricing was flat in the quarter and year-to-date periods. Volumes were flat in the quarter and increased 2% for year-to-date period including project start-ups in the electronics and chemicals and energy end markets. Currency translation decreased sales by 3%, in the quarter and 2% for the year-to-date period driven primarily by the weakening of the Australian dollar, Korean won and Chinese yuan against the U.S. dollar.
Operating profit
Operating profit in the APAC segment increased $2 million in the second quarter and increased $26 million, or 3% in the six months ended June 30, 2024 versus the respective 2023 periods, driven by continued productivity initiatives which more than offset the impact of currency and cost inflation.
Engineering
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance |
| Sales | $ | 544 | | | $ | 495 | | | 10 | % | | $ | 1,083 | | | $ | 1,035 | | | 5 | % |
| | | | | | | | | | | |
| Operating profit | $ | 96 | | | $ | 107 | | | (10) | % | | $ | 196 | | | $ | 256 | | | (23) | % |
| As a percent of sales | 17.6 | % | | 21.6 | % | | | | 18.1 | % | | 24.7 | % | | |
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| | % Change | | % Change |
| Factors Contributing to Changes - Sales | | | |
|
|
|
| Currency | (1) | % | | — | % |
|
| Other | 11 | % | | 5 | % |
| 10 | % | | 5 | % |
Sales
Engineering segment sales increased $49 million, or 10%, in the second quarter and increased 48 million, or 5%, in the six months ended June 30, 2024 as compared to the respective 2023 periods driven by project timing.
Operating profit
Engineering segment operating profit decreased $11 million, or 10%, in the second quarter and decreased $60 million or 23% in the six months ended June 30, 2024 compared to the respective 2023 period due to prior year's benefit from higher margin on lawful wind down of projects subject to sanctions in Russia.
Other
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended June 30, | | Six Months Ended June 30, |
| (Millions of dollars) | 2024 | | 2023 | | Variance | | 2024 | | 2023 | | Variance |
| Sales | $ | 320 | | | $ | 325 | | | (2) | % | | $ | 639 | | | $ | 652 | | | (2) | % |
| | | | | | | | | | | |
| Operating profit (loss) | $ | (11) | | | $ | 7 | | | (257) | % | | $ | 8 | | | $ | 9 | | | (11) | % |
| As a percent of sales | (3.4) | % | | 2.2 | % | | | | 1.3 | % | | 1.4 | % | | |
| | | | | | | | | | | |
| | Quarter Ended June 30, 2024 vs. 2023 | | Six Months Ended June 30, 2024 vs. 2023 |
| | % Change | | % Change |
| Factors Contributing to Changes - Sales | | | |
| Volume/price | (1) | % | | (2) | % |
|
| Currency | (1) | % | | — | % |
| Acquisitions/divestitures | — | % | | — | % |
|
| (2) | % | | (2) | % |
|
Other consists of corporate costs and a few smaller businesses including Linde Advanced Material Technologies (LAMT) and global helium wholesale, which individually do not meet the quantitative thresholds for separate presentation.
Sales
Sales for Other decreased $5 million for the second quarter and decreased $13 million for the six months ended June 30, 2024 versus the respective 2023 periods. Underlying sales decreased 1% in the quarter and 2% in the year-to-date periods due to lower volumes in the helium business. The impact of currency translation decreased sales by 1% in the quarter and was flat in the year-to-date period.
Operating profit
Operating profit in Other decreased $18 million in the second quarter and decreased $1 million, or 11% in the six months ended June 30, 2024 versus the respective 2023 periods. The decrease in the quarter was driven by higher costs due to helium, which was partially offset by an insurance recovery for the coatings business in the year-to-date period.
Currency
The results of Linde's non-U.S. operations are translated to the company’s reporting currency, the U.S. dollar, from the functional currencies. For most operations, Linde uses the local currency as its functional currency. There is inherent variability and unpredictability in the relationship of these functional currencies to the U.S. dollar and such currency movements may materially impact Linde's results of operations in any given periods.
To help understand the reported results, the following is a summary of the significant currencies underlying Linde's consolidated results and the exchange rates used to translate the financial statements (rates of exchange expressed in units of local currency per U.S. dollar):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Percentage of YTD 2024 Consolidated Sales | | Exchange Rate for Income Statement | | Exchange Rate for Balance Sheet |
| | Year-To-Date Average | | June 30, | | December 31, |
| Currency | 2024 | | 2023 | | 2024 | | 2023 |
| Euro | 18 | % | | 0.93 | | | 0.93 | | | 0.93 | | | 0.92 | |
| Chinese yuan | 7 | % | | 7.22 | | | 6.93 | | | 7.27 | | | 7.10 | |
| British pound | 5 | % | | 0.79 | | | 0.81 | | | 0.79 | | | 0.79 | |
| Australian dollar | 4 | % | | 1.52 | | | 1.48 | | | 1.50 | | | 1.47 | |
| Brazilian real | 4 | % | | 5.08 | | | 5.07 | | | 5.59 | | | 4.86 | |
| Mexican peso | 4 | % | | 17.10 | | | 18.15 | | | 18.32 | | | 16.97 | |
| Canadian dollar | 3 | % | | 1.36 | | | 1.35 | | | 1.37 | | | 1.32 | |
| Korean won | 3 | % | | 1,350 | | | 1,295 | | | 1,377 | | | 1,288 | |
| Indian rupee | 2 | % | | 83.23 | | | 82.21 | | | 83.39 | | | 83.21 | |
| South African rand | 1 | % | | 18.73 | | | 18.19 | | | 18.19 | | | 18.36 | |
| Swedish krona | 1 | % | | 10.54 | | | 10.49 | | | 10.60 | | | 10.07 | |
| Thailand bhat | 1 | % | | 36.17 | | | 34.19 | | | 36.70 | | | 34.14 | |
Liquidity, Capital Resources and Other Financial Data
The following selected cash flow information provides a basis for the discussion that follows:
| | | | | | | | | | | |
| (Millions of dollars) | Six months ended June 30, |
| | 2024 | | 2023 |
| NET CASH PROVIDED BY (USED FOR): | | | |
| OPERATING ACTIVITIES | | | |
| Net income (including noncontrolling interests) | $ | 3,365 | | | $ | 3,164 | |
| Non-cash charges (credits): | | | |
| Add: Depreciation and amortization | 1,907 | | | 1,908 | |
| Add: Deferred income taxes | (184) | | | (61) | |
| Add: Share-based compensation | 78 | | | 66 | |
| Add: Other charges, net of payments | (75) | | | (61) | |
| Net income adjusted for non-cash charges | 5,091 | | | 5,016 | |
| Less: Working capital | (1,089) | | | (640) | |
|
|
|
|
|
|
|
| 2024 | 2023 |
| |
| |
| |
| |
|
| — | | 40 | |
| |
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|
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|
| |
| |
| |
| |
| |
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|
| 116 | | 124 | |
| |
|
|
| 2,004 | | $ | 4,243 | | $ | 3,945 | |
| |
|
|
|
|
|
|
|
|
| 1,575 | | $ | 3,290 | | $ | 3,091 | |
| |
|
|
| 3.19 | | $ | 6.79 | | $ | 6.25 | |
| |
|
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*Indicates a management contract or compensatory plan or arrangement.
SIGNATURE
Linde plc and Subsidiaries
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 thereunto duly authorized.
| | | | | | | | | | | |
| | | Linde plc | |
| | |
| | (Registrant) | |
| | |
Date: August 2, 2024 | | By: /s/ Kelcey E. Hoyt | |
| | |
| | Kelcey E. Hoyt | |
| | Chief Accounting Officer | |
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