Praxair, Inc. (NYSE:PX) made an offer to acquire Linde Aktiengesellschaft (DB:LIN) from a group of shareholders for $33.9 billion in stock in a merger of equals transaction on November 29, 2016. On December 20, 2016, Praxair signed a non-binding term sheet to acquire Linde. On May 24, 2017, Praxair reached agreement in principle for the acquisition of Linde. On June 1, 2017, Praxair, Inc. entered into a business combination agreement with Linde Aktiengesellschaft. Linde shareholders would receive 1.54 shares in a new holding company for each Linde share and Praxair shareholders would receive one share in the new holding company for each Praxair share, resulting in Linde and Praxair shareholders each owning approximately 50% of the new holding company. The combined company would be named Linde and would be listed on both the New York Stock Exchange and Frankfurt Stock Exchange.

Pursuant to the business combination agreement, Praxair and Linde agreed to combine their respective businesses and become subsidiaries of Zamalight plc which will be renamed as Linde plc. Following the completion of the exchange offer, Zamalight Subco Inc., subsidiary of Linde plc will merge with and into Praxair with Praxair surviving the merger as a wholly-owned indirect subsidiary of Linde plc. In the merger, each share of Praxair common stock will be converted into the right to receive one Linde plc ordinary share. Upon completion of the business combination, assuming that all of the outstanding Linde shares are exchanged in the exchange offer, former Praxair shareholders and former Linde shareholders will each own approximately 50% of the outstanding Linde plc shares.

The combined company would be governed by a single Board with equal representation from Linde and Praxair. Linde's Supervisory Board Chairman, Wolfgang Reitzle, would become Chairman of the combined entity. Praxair's Chairman and Chief Executive Officer, Stephen F. Angel would become Chief Executive Officer and a member of the Board. The Linde plc Board will initially consist of twelve members, including Wolfgang Reitzle, Stephen F. Angel and ten Non-Executive Directors, consisting of five Non-Executive Directors to be designated for appointment by Praxair (such directors and Stephen F. Angel are Praxair designees), Nance K. Dicciani, Edward G. Galante, Larry D. McVay, Martin Richenhagen and Robert L. Wood; and five non-executive directors to be designated for appointment by Linde (such directors and Wolfgang Reitzle are Linde designees), Ann-Kristin Achleitner, Clemens Börsig, Thomas Enders, Franz Fehrenbach and Victoria Ossadnik. Under the constitution of Linde plc that will be in effect on completion of the business combination, Directors will retire at each annual general meeting and may be re-elected by shareholders at that meeting. The new combined company will be managed from the current Praxair headquarters by Steve Angel of Praxair. From October 29, 2018, Linde plc shares will trade under the ticker symbol "LIN" on the Frankfurt Stock Exchange.

Execution of a definitive business combination agreement remains subject to confirmatory due diligence, further negotiations and board approvals of both Linde and Praxair. Consummation of transaction will be subject to approval by Praxair and at least 75% of Linde shareholders, registration statement effectiveness, regulatory approvals and other customary closing conditions. The transaction is subject to approval from antitrust authorities. As of March 9, 2017, the Chief Executive Officer of Linde said that the deal is not subject to vote by shareholders. As of March 30, 2017, the trade union is opposing the merger. As on June 1, 2017 the Supervisory Board of Linde approved the merger. As of August 15, 2017, the registration statement became effective. The offer has been approved by German Federal Financial Supervisory Authority on August 14, 2017. As of August 21, 2017, The Executive Board and the majority in the Supervisory Board of Linde approved the transaction. As on September 27, 2017, Praxair's shareholders approved the merger. The Praxair Board unanimously recommended that Praxair shareholders vote for the business combination proposal. Praxair has established a minimum acceptance threshold of 75% which needs to be reached by October 24, 2017. The parties expect to complete their internal approvals and execute the definitive business combination agreement in the coming months. As of August 15, 2017, Linde plc announced the commencement of an exchange offer for all outstanding shares of Linde AG. The acceptance period for the exchange offer is open from August 15, 2017 till October 24, 2017.

As on October 23, 2017, minimum acceptance ratio for the offer has been reduced from 75% to 60% following the consent by Linde AG and Praxair and the acceptance period of the Offer has been extended to November 7, 2017. As on October 24, 2017, Praxair received valid acceptances for 64.5% of Linde shares achieving the minimal acceptance ratio. As on November 8, 2017, Linde acceptance ratio exceeds 74% threshold. As on November 24, 2017, 92% of the shares of Linde AG have been tendered. The tender process has been completed and no further Linde AG shares can be tendered in the offer. The merger remains subject to the receipt of certain antitrust and other regulatory approvals and is expected to be completed in the second half of 2018. As of August 23, 2018, the transaction received antitrust clearance in Brazil. No decision with respect to such squeeze-out has been made as on November 24, 2017. As of November 30, 2017, both Praxair and Linde stated their intention to squeeze out the remaining stake as the 90% threshold has been achieved. The squeeze out is subject to the antitrust approval from 24 antitrust authorities by October 24, 2018. As of February 16, 2018, the European Commission has initiated a Phase II review of the proposed merger. As of March 5, 2018, the European Commission has extended the deadline for the approval to July 18, 2018.

Perella Weinberg Partners acted as financial advisor to Linde and will receive of €35.8 million ($37.9 million). Richard Hall, Aaron M. Gruber, J. Leonard Teti II, Kara Mungovan, Jennifer Conway, David Mercado, John Buretta, Nicholas Dorsey, Shamil Kotecha, Jessie Chiang, Jarrett Burks, Edward Minturn, Casper Nagtegaal, Lingfeng Li, Romica Singh, Yannick Adler, Magdalena Biereder and Megan Lew of Cravath, Swaine & Moore LLP. Thomas McGrath, Annamaria Mangiaracina, Erik Veont and Antonia Sherman of Linklaters LLP acted as legal advisors for Linde. Morrow Sodali Global LLC received a fee of $0.05 million, Credit Suisse Securities (USA) LLC received a fee of $43 million, Morgan Stanley Bank AG received a fee of €35.8 million ($38 million), Goldman Sachs AG received a fee of €5 million ($5.3 million) and Bank of America Merrill Lynch International Limited Zweigniederlassung Frankfurt am Main received a fee of €0.5 million ($0.53 million). Macquarie Group Limited acted as the financial advisor to members of the supervisory board of Linde.

Praxair, Inc. (NYSE:PX) completed the acquisition of 92% stake in Linde Aktiengesellschaft (DB:LIN) from a group of shareholders for $43.4 billion in a merger of equals transaction on October 31, 2018. From October 31, 2018, Linde plc shares will commence trading on the New York Stock Exchange under the stock ticker symbol "LIN". Until the completion of the majority of divestitures, Linde AG and Praxair are obliged to operate their businesses globally as separate and independent companies, and not coordinate any of their commercial operations.