Baker Hughes reaches term sheet with GE to eliminate GE's BHH ownership and settle tax disputes

Baker Hughes Co

GE will cause affiliates to deliver notice of exchange of all units in BHH LLC, eliminating GE's ownership.
Disputes under the Tax Matters Agreement (TMA) settled; TMA terminated effective Dec 29, 2022.
Baker Hughes subsidiary paid $21M non-refundable to GE as net settlement of TMA claims.
Parties to work toward definitive agreements by Feb 15, 2023, with retroactive effective date.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

Baker Hughes Co entered into Binding Term Sheet with General Electric Company, Baker Hughes Holdings LLC, EHHC NewCo LLC valued at Non-refundable payment of $21 million and settlement of claims under TMA (effective 2022-12-29).

Action: entry
Counterparty: General Electric Company, Baker Hughes Holdings LLC, EHHC NewCo LLC
Value: Non-refundable payment of $21 million and settlement of claims under TMA
Effective: 2022-12-29

Exact text from the filing

On December 29, 2022, Baker Hughes Company (“Baker Hughes”, “the Company”, “we”, or “our”), its operating subsidiary, Baker Hughes Holdings LLC (“BHH LLC”), General Electric Company (“GE”) and EHHC NewCo LLC, Delaware limited liability company and a wholly owned subsidiary of Baker Hughes (“NewCo LLC” and collectively, the “Parties”) entered into a binding term sheet (the “Term Sheet”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

Baker Hughes Co terminated Tax Matters Agreement dated as of July 3, 2017, as amended with General Electric Company, Baker Hughes Holdings LLC, EHHC NewCo LLC valued at Termination of TMA effective as of date of Term Sheet (effective 2022-12-29).

Action: termination
Counterparty: General Electric Company, Baker Hughes Holdings LLC, EHHC NewCo LLC
Value: Termination of TMA effective as of date of Term Sheet
Effective: 2022-12-29

Exact text from the filing

Once executed, the definitive agreements shall have an effective date as of the date of the Term Sheet. Except as otherwise provided in the Term Sheet, the TMA and any rights or obligations under the TMA terminated effective as of the date of the Term Sheet.

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Baker Hughes Co filing history →

Source: SEC EDGAR

accession 0000950103-22-021865

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