---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-26-000109"
form_type: "8-K"
ticker: "WHD"
cik: "0001699136"
company_name: "Cactus, Inc."
filed_at: "2026-01-02T23:59:59+00:00"
generated_at: "2026-05-16T11:49:09.138606+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Cactus completes $344.5M acquisition of 65% stake in Baker Hughes surface pressure control business

## Summary
- Cash purchase price of $344.5M for 65% membership interest; funded from cash on hand.
- Joint Venture retained ~$70M minimum cash; additional payments of $45.5M at closing and $24.5M deferred.
- Exit option from second anniversary: valuation range $530M-$660M based on 6x Adjusted EBITDA.
- LLC includes non-compete restrictions and requires supermajority vote for significant actions.
- Formal financial guidance for the acquired business to be provided later in Q1 2026.

## SEC filing metadata
- accession: 0001628280-26-000109
- form_type: 8-K
- ticker: WHD
- cik: 0001699136
- company_name: Cactus, Inc.
- filed_at: 2026-01-02T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1699136/000162828026000109/0001628280-26-000109-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1699136/000162828026000109/whd-20260101.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-26-000109
- JSON: https://secwatch.observer/filing/0001628280-26-000109.json
- Plain text: https://secwatch.observer/filing/0001628280-26-000109.txt

## Source-grounded claims
- claim_id: 15ce580ec71d85d6ed5ea254bc749e1629986418
  claim: Cactus, Inc. completed an acquisition involving Baker Hughes Holdings LLC for $344,500,000 (closed 2026-01-01).
  evidence_excerpt: On January 1, 2026 (the “Closing Date”), Baker Hughes Holdings and certain of its affiliates sold 65% of the limited liability company membership interests in the Joint Venture (“Membership Interests”) to Cactus UK Holding Limited (the “Cactus Member”), a subsidiary of Cactus Companies, for a cash purchase price of $344,500,000 (on a debt-free, and, except as noted below, cash-free basis), subject to certain working capital, cash, debt, capital expenditure and other customary adjustments after the Closing Date (the “Purchase Price” and such transaction, the “Transaction”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1699136/000162828026000109/0001628280-26-000109-index.htm
- claim_id: 0c5bfacd252afe90fcecd8c22b0c687bbc5fa5d2
  claim: Cactus, Inc. entered into Amended and Restated Limited Liability Company Agreement with Baker Hughes Pressure Control Holdings LLC valued at Purchase Price funded using cash on hand; Exit Price based on 6x Adjusted EBITDA with max valuation.
  evidence_excerpt: On the Closing Date, the Joint Venture, the Cactus Member, Baker Hughes Pressure Control Holdings LLC (the “ Baker Member ”), an indirect subsidiary of Baker Hughes Company, and, for the limited purposes specified therein, the Company and Baker Hughes Company, entered into an Amended and Restated Limited Liability Company Agreement of the Joint Venture (the “ LLC Agreement ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1699136/000162828026000109/0001628280-26-000109-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.