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Baker Hughes logoBaker Hughes BKR

Baker Hughes entered into a merger agreement with Chart Industries on July 28, 2025, under which it will acquire Chart's common stock for $210.00 per share in cash, with Chart surviving the merger as an indirect wholly owned subsidiary of Baker Hughes.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Baker Hughes entered into a merger agreement with Chart Industries on July 28, 2025, under which it will acquire Chart's common stock for $210.00 per share in cash, with Chart surviving the merger as an indirect wholly owned subsidiary of Baker Hughes.

  2. The company said the transaction is subject to Chart stockholder approval and regulatory approvals, and is not subject to any financing condition. Upon termination under specified circumstances, Chart would be required to pay a termination fee of $250 million, and Baker Hughes would be required to pay a termination fee of $500 million.

  3. Baker Hughes has secured a commitment letter from Goldman Sachs Bank USA, Goldman Sachs Lending Partners LLC and Morgan Stanley Senior Funding, Inc. for a 364-day senior unsecured bridge loan facility in an aggregate principal amount of up to $14.9 billion. The company has also agreed to pay Flowserve a termination fee of $250 million plus $8 million for the reimbursement of certain expenses.

  4. Baker Hughes said the transaction has a total enterprise value of $13.6 billion, it expects to realize annualized cost synergies of $325 million by the end of year 3, and the transaction is expected to be completed by mid-year 2026.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Baker Hughes Enters into Merger Agreement to Acquire Chart Industries

Baker Hughes entered into a merger agreement with Chart Industries on July 28, 2025, under which it will acquire Chart's common stock for $210.00 per share in cash, with Chart surviving the merger as an indirect wholly owned subsidiary of Baker Hughes.

Source · Based on the filing body and exhibits

Transaction Closing Conditions and Termination Fees

The company said the transaction is subject to Chart stockholder approval and regulatory approvals, and is not subject to any financing condition. Upon termination under specified circumstances, Chart would be required to pay a termination fee of $250 million, and Baker Hughes would be required to pay a termination fee of $500 million.

Source · Based on the filing body and exhibits

Bridge Loan Commitment and Flowserve Payment

Baker Hughes has secured a commitment letter from Goldman Sachs Bank USA, Goldman Sachs Lending Partners LLC and Morgan Stanley Senior Funding, Inc. for a 364-day senior unsecured bridge loan facility in an aggregate principal amount of up to $14.9 billion. The company has also agreed to pay Flowserve a termination fee of $250 million plus $8 million for the reimbursement of certain expenses.

Source · Based on the filing body and exhibits

Baker Hughes Discloses Enterprise Value and Synergy Outlook

Baker Hughes said the transaction has a total enterprise value of $13.6 billion, it expects to realize annualized cost synergies of $325 million by the end of year 3, and the transaction is expected to be completed by mid-year 2026.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.