Baker Hughes, a GE company (NYSE: BHGE) (“BHGE”) announced today the final results of the previously announced cash tender offers (the “Maximum Tender Offers”) by its subsidiary, Baker Hughes, a GE company, LLC (“BHGE LLC”) to purchase up to $175 million (the “Aggregate Maximum Purchase Price”) in aggregate purchase price of the outstanding (i) 8.550% Debentures due 2024 (the “2024 Notes”) and (ii) 6.875% Notes due 2029 (the “2029 Notes” and, together with the 2024 Notes, the “Securities”). The terms and conditions of the Maximum Tender Offers are described in the Offer to Purchase, dated December 4, 2017 (the “Offer to Purchase”). The pricing and early tender results of the Maximum Tender Offers were announced in BHGE’s news releases dated December 18, 2017.
The Maximum Tender Offers expired at 12:00 midnight, New York City time, on January 2, 2018 (one minute after 11:59 p.m., New York City time, on January 2, 2018) (the “Expiration Date”). On December 19, 2017, BHGE LLC purchased $6,117,000 aggregate principal amount of the 2024 Notes and $62,386,000 aggregate principal amount of the 2029 Notes which were validly tendered and not validly withdrawn in the Maximum Tender Offers prior to or at 5:00 p.m., New York City time, on December 15, 2017 (the “Early Tender Date”).
According to information provided by D.F. King & Co., Inc., the tender and information agent for the Maximum Tender Offers, as of the Expiration Date, (i) $6,117,000 aggregate principal amount of the 2024 Notes were validly tendered and not withdrawn in the Maximum Tender Offers and (ii) $65,486,000 aggregate principal amount of the 2029 Notes were validly tendered and not validly withdrawn in the Maximum Tender Offers, of which $3,100,000 aggregate principal amount of 2029 Notes were validly tendered after the Early Tender Date. No additional 2024 Notes were tendered after the Early Tender Date.
BHGE LLC expects to accept for purchase all 2029 Notes validly tendered after the Early Tender Date and prior to or at the Expiration Date pursuant to the Maximum Tender Offers. The settlement for the 2029 Notes validly tendered after the Early Tender Date and prior to or at the Expiration Date and accepted for purchase by BHGE LLC is expected to take place on January 4, 2018 (the “Final Settlement Date”). Holders whose 2029 Notes are accepted for purchase will receive tender offer consideration of $1,294.00 per $1,000 principal amount, which excludes the $50 early tender payment, plus accrued and unpaid interest from and including the last interest payment date for the 2029 Notes up to, but not including, the Final Settlement Date.
BHGE LLC is funding the purchase of 2029 Notes accepted for purchase at the Final Settlement Date with part of the proceeds from the issuance of BHGE LLC’s 2.773% senior notes due 2022, 3.337% senior notes due 2027 and 4.080% senior notes due 2047, which was completed on December 11, 2017.
Morgan Stanley & Co. LLC and Barclays Capital Inc. were dealer managers for the Maximum Tender Offers. D.F. King & Co., Inc. served as the information agent and the depositary for the Maximum Tender Offers.