0001127602-17-022558.txt : 20170703
0001127602-17-022558.hdr.sgml : 20170703
20170703170437
ACCESSION NUMBER: 0001127602-17-022558
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170703
FILED AS OF DATE: 20170703
DATE AS OF CHANGE: 20170703
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BAKER HUGHES a GE Co LLC
CENTRAL INDEX KEY: 0000808362
STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533]
IRS NUMBER: 760207995
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 17021 ALDINE WESTFIELD ROAD
CITY: HOUSTON
STATE: TX
ZIP: 77073-5051
BUSINESS PHONE: 7134398600
MAIL ADDRESS:
STREET 1: PO BOX 4740
CITY: HOUSTON
STATE: TX
ZIP: 77210-4740
FORMER COMPANY:
FORMER CONFORMED NAME: BAKER HUGHES INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JUNGELS PIERRE H DR
CENTRAL INDEX KEY: 0001244597
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09397
FILM NUMBER: 17945786
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2017-07-03
1
0000808362
BAKER HUGHES a GE Co LLC
BHI
0001244597
JUNGELS PIERRE H DR
17021 ALDINE WESTFIELD ROAD
HOUSTON
TX
77073
1
Common Stock, $1.00 Par Value
2017-07-03
4
D
0
24080
D
0
D
Stock Option (Right to Buy)
82.28
2017-07-03
4
D
0
303
D
2017-07-24
Common Stock, $1.00 Par Value
303
0
D
Stock Option (Right to Buy)
69.92
2017-07-03
4
D
0
357
D
2018-01-23
Common Stock, $1.00 Par Value
357
0
D
Stock Option (Right to Buy)
77.20
2017-07-03
4
D
0
323
D
2018-08-11
Common Stock, $1.00 Par Value
323
0
D
Stock Option (Right to Buy)
29.18
2017-07-03
4
D
0
1028
D
2019-01-21
Common Stock, $1.00 Par Value
1028
0
D
Stock Option (Right to Buy)
39.52
2017-07-03
4
D
0
759
D
2019-07-22
Common Stock, $1.00 Par Value
759
0
D
Stock Option (Right to Buy)
47.28
2017-07-03
4
D
0
634
D
2020-01-19
Common Stock, $1.00 Par Value
634
0
D
Stock Option (Right to Buy)
49.17
2017-07-03
4
D
0
1155
D
2020-07-21
Common Stock, $1.00 Par Value
1155
0
D
Stock Option (Right to Buy)
62.32
2017-07-03
4
D
0
1077
D
2021-01-26
Common Stock, $1.00 Par Value
1077
0
D
Stock Option (Right to Buy)
77.00
2017-07-03
4
D
0
871
D
2021-07-19
Common Stock, $1.00 Par Value
871
0
D
Stock Option (Right to Buy)
47.44
2017-07-03
4
D
0
1700
D
2022-01-25
Common Stock, $1.00 Par Value
1700
0
D
Stock Option (Right to Buy)
39.30
2017-07-03
4
D
0
2053
D
2022-07-16
Common Stock, $1.00 Par Value
2053
0
D
Restricted Stock Units
2017-07-03
4
D
0
2751
D
Common Stock, $1.00 Par Value
2751
0
D
On the closing date (the "Closing Date") of the transactions contemplated by the Transaction Agreement and Plan of Merger, dated as of October 30, 2016, among General Electric Company, a New York corporation, Baker Hughes Incorporated, a Delaware corporation ("BHI"), the Issuer and certain subsidiaries of BHI, as amended by that certain Amendment to Transaction Agreement and Plan of Merger dated as of March 27, 2017 (the "Transaction Agreement"), each outstanding share of common stock of the Issuer ("BHI Common Stock"), whether restricted or unrestricted, was cancelled and converted into the right to receive (a) one share of Class A common stock of Baker Hughes, a GE Company ("BHGE Common Stock") and (b) a special one-time cash dividend of $17.50 per share of BHGE Common Stock (the "Special Dividend").
Pursuant to the Transaction Agreement, on the Closing Date, each outstanding option to purchase shares of BHI Common Stock (each, a "BHI Option"), whether or not exercisable, was cancelled and converted into a fully exercisable option to purchase an equal number of shares of BHGE Common Stock, with a per share exercise price equal to the per share exercise price of such BHI Option less $17.50 to reflect the Special Dividend, and otherwise with the same terms and conditions as applied to such BHI Option immediately prior to the Closing Date.
Prior to the Closing Date, each restricted stock unit represented a contingent right to one share of BHI Common Stock (each, a "BHI RSU"). Pursuant to the Transaction Agreement, on the Closing Date, each outstanding BHI RSU was cancelled and converted into a restricted stock unit with respect to a share of BHGE Common Stock, with the same terms and conditions as applied to such BHI RSU immediately prior to the Closing Date (including the right with respect to the Special Dividend).
/s/Lee Whitley, Attorney-in-Fact
2017-07-03