A Seamless Transition

After overseeing Air Liquide’s lightning-fast acquisition of Airgas, Kevin Feeney found the perfect balance between integration and autonomy for the companies’ legal departments

In his more than two decades with the legal team of Air Liquide—the French-based global provider of industrial and medical gases and services for a variety of industry sectors—Kevin Feeney has posted many notable achievements. One of the most significant, however, is also one of the most recent: in 2016, he was part of a team that helped guide the company’s acquisition of Airgas over the course of a blazingly fast seven months. The initial offer was made in late October 2015, the deal was signed a month later, and it was approved by the Federal Trade Commission (FTC) the following May.

Successfully closing a deal of that magnitude required extensive strategic planning and coordination—as well as careful integration of Airgas’s assets and employees into Air Liquide’s operations—and Feeney himself has since been working to integrate the two companies’ legal departments.

From a strategic perspective, the Air Liquide team executed all steps leading to the closing of the transaction in parallel rather than in series. “We didn’t wait to finish one step before starting to work on the next,” Feeney explains. “While we were deciding whether or not to make an offer, we were also looking at antitrust aspects and how we would integrate the two companies. And, when we actually signed the deal, we were already prepared to go to the FTC to work through whatever steps were needed to get approval.”

Kevin Feeney, Air Liquide

Along the way, Feeney collaborated closely with outside counsel Cleary Gottlieb. The firm negotiated initial drafts of the merger agreement and addressed questions related to a variety of issues, including employment law and environmental regulations. It also provided expertise on antitrust matters and the most effective approach to use while working with the FTC.

Although Air Liquide was the larger global company, with operations in 80 countries and more than 45,000 employees, Airgas’s US business was five times larger. The two companies also focused on different market segments: Air Liquide served primarily larger-volume users such as refineries and petrochemical producers, and Airgas focused on delivering industrial and medical gases in cylinder form to smaller-scale users. Airgas also dealt more directly with consumers, and as a result, it had a larger distribution network made up of 900 retail outlets throughout the US, which also provided additional related hard goods and equipment.

After the acquisition, Airgas continued to operate as a separate business unit, which included its legal department, based in Radnor, Pennsylvania. Feeney has been responsible for integrating it with Air Liquide’s US legal office in Houston and ensuring that everyone feels like part of the same family. He has met personally with the entire staff in Radnor on numerous occasions and has encouraged extensive interaction between both locations. When Airgas’s general counsel retired after the merger, for example, a new general counsel was brought in from the Houston office. Additionally, the litigation directors from both offices communicate frequently to develop ongoing strategy for a variety of issues. The offices have also held formal team-building exercises to help create a cohesive and collaborative atmosphere.

“Because there is mutual respect, both in how the two businesses and the legal departments operate, we have been able to move forward quickly with a shared desire to succeed together,” Feeney says.

Part of Feeney’s personal success with his integrated team can be attributed to his business background. Previously a tax consultant with Deloitte, Haskins & Sells, he brings an innate understanding of nuanced finance and tax issues. He is also well positioned to ensure clear communication between internal clients and outside counsel and to make sure all details are understood by the parties involved. “By understanding the financial impact of our decisions, I can provide better, more comprehensive legal advice,” he says.

Even before the Airgas acquisition, Feeney focused on hiring the right people for the right jobs and giving them ample opportunities to develop professionally, and he continues to do so now. “Everyone on our team is very bright and very motivated,” he says. “I always want them to feel that they’re being challenged and growing. The quickest way to lose them is for them to start feeling bored.”

The legal team is structured so that members frequently interact with each other and with other departments. It operates with a collaborative, open-door policy and encourages direct communication with other parts of the organization in order to gain a broader understanding of the business itself, its objectives, and challenges it may need to be overcome. “I make it clear that everyone should feel comfortable asking any question and know they’ll get help when and if they need it,” Feeney says. “I also want them to feel engaged with the business rather than just experience it secondhand through reviewing language in legal documents.”

His team is also motivated by the fact that Air Liquide promotes from within as much as possible. As growth continues, this will lead to more and more opportunities for team members to expand their expertise and take on new challenges and responsibilities.

Feeney also encourages everyone to find leadership positions outside the office, whether in church, in legal organizations, or in other arenas they feel passionate about. Feeney himself volunteered with the Texas General Counsel Forum for several years, where he worked his way up from being a general member to chairing the organization. “Leadership skills translate no matter what you’re doing,” he says. “If you can motivate and manage volunteers who have no obligation to take on responsibilities, then you gain great insights into being an effective leader just about anywhere.”

When it comes to an overall management philosophy, Feeney refers to his mentor, former Air Liquide general counsel John Baird, whose advice was to “enjoy your job and be passionate about it.” Baird embodied those words so well that Feeney remembers often hearing his laugh in the hallways.

“If you’re passionate about what you do, it’s contagious and creates a ripple effect,” Feeney says. “It helps everyone know that whatever we’re dealing with, we can figure it out together.”

Photos courtesy of Air Liquide

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AZA:

“Each time I work with Kevin on a case I am reminded of how smart, organized, committed, and capable he is. Kevin represents the cream of the crop of in-house attorneys. He is at the top of his game.”

—Todd Mensing, Partner

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Blank Rome LLP:

“Kevin, and through his leadership, his team, have a keen and unparalleled ability to survey legal and factual landscapes to plot the most desired course.  We salute Kevin, our friend and client, for outstanding leadership.”

—Larry R. (“Buzz”) Wood, Jr. Partner

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Baker McKenzie:

“We salute our client, Air Liquide, as a world leader in gases, technologies and services for Industry and Health, and congratulate Kevin Feeney on being recognized for his accomplishments.”