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News Oct 31, 2016

Shearman & Sterling Advises GE on Combination of Its Oil and Gas Business With Baker Hughes

Shearman & Sterling is advising GE on its agreement with Baker Hughes to combine GE’s oil and gas business and Baker Hughes to create a world-leading oilfield technology provider with a unique mix of service and equipment capabilities. The “new” Baker Hughes will be a leading equipment, technology and services provider in the oil and gas industry with $32 billion of combined revenue and operations in more than 120 countries. By leveraging GE technology expertise and Baker Hughes’ oilfield services expertise, the new company will provide exceptional physical and digital technology solutions for customer productivity. Upon closing of the transaction, the new company will operate as a public company traded on the NYSE.

Under the terms of the agreement, which have been unanimously approved by the board of directors of both companies, Baker Hughes shareholders upon closing will receive a special one-time cash dividend of $17.50 per share and 37.5% of the equity in the new company. GE will own the other 62.5%. The transaction is expected to close in the second half of 2017.

The Shearman & Sterling team was led by partners John Marzulli, Rory O’Halloran and Waajid Siddiqui (all New York-Mergers & Acquisitions) and counsel Sean Skiffington (Toronto-Mergers & Acquisitions); and associates Katie Butler, Zach Bench, Chris Glenn and Orla McMahon (all New York-Mergers & Acquisitions) and Amelia Murphy (New York-Corporate). The team also included: partners Ethan Harris (Washington, DC-Tax), Doreen Lilienfeld (New York-Compensation, Governance & ERISA) and Jordan Altman (New York-Intellectual Property Transactions); counsel Nathan Tasso (Washington, DC-Tax) and Harald Halbhuber (New York-Capital Markets); and associates Nell Beekman (New York-Compensation, Governance & ERISA) and Robert Giannattasio (New York-Capital Markets).