8-KAcquisitions & DispositionsMaterial AgreementsFinancial Events+2

Baker Hughes Co 8-K Report, Material Agreement (Jul 16, 2026)

Filed July 16, 2026For Securities:BKR

Summary

Baker Hughes Company (BKR) has announced the completion of its merger with Chart Industries, as detailed in this Form 8-K filing dated July 16, 2026. The company successfully secured $2.0 billion in new senior unsecured term loan facilities through agreements with Bank of America and UniCredit Bank to finance a portion of the merger consideration and related expenses. These new loans mature in two years and carry interest rates tied to the Alternate Base Rate or Term SOFR, with applicable margins dependent on Baker Hughes's debt ratings. In conjunction with this new financing and the completion of the acquisition, Baker Hughes terminated its previous $2.6 billion senior unsecured delayed draw term loan facility with Goldman Sachs Bank USA, with no associated termination penalties. The merger consideration for Chart Industries' common stock was set at $210.00 in cash per share. This filing provides critical details on the financing structure and the completion of a significant strategic transaction for Baker Hughes.

Key Highlights

  • 1Completion of the merger with Chart Industries is confirmed, with Chart shareholders receiving $210.00 in cash per share.
  • 2Baker Hughes secured $2.0 billion in new senior unsecured term loan financing through two separate credit agreements with Bank of America and UniCredit.
  • 3The new term loans have a maturity of two years and will be used to fund the merger consideration and associated transaction costs.
  • 4Interest rates on the new facilities are variable, based on either the Alternate Base Rate or Term SOFR, plus specified margins linked to BHH's credit ratings.
  • 5Baker Hughes's existing $2.6 billion senior unsecured delayed draw term loan facility with Goldman Sachs has been terminated as of July 16, 2026, with no termination penalties.
  • 6The merger was financed through a combination of cash on hand, prior senior note issuances, and the new term loan borrowings.

Frequently Asked Questions

The merger was funded through a combination of Baker Hughes's cash on hand, proceeds from $6.5 billion and €3.0 billion of senior notes issued on March 11, 2026, and new borrowings totaling $2.0 billion under two senior unsecured term loan credit agreements with Bank of America and UniCredit.

Baker Hughes Holdings LLC borrowed $1.0 billion under a Bank of America credit agreement and $1.0 billion under a UniCredit credit agreement. These are senior, unsecured term loans with a maturity of two years from the funding date. Interest rates are variable, based on either the Alternate Base Rate or Term SOFR, plus a margin that depends on Baker Hughes's credit ratings.

The existing senior unsecured delayed draw term loan facility with Goldman Sachs Bank USA, which had a maximum availability of $2.6 billion, was automatically terminated on July 16, 2026, in connection with the acquisition. There were no termination penalties associated with this termination.

Each share of Chart Industries common stock was converted into the right to receive $210.00 in cash, without interest, subject to applicable withholding taxes.