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SLB 8-K Report, Regulation FD Disclosure (Aug 31, 2026)

Reports
Regulation FD·Exhibits & Filings
Filing Date
Filed August 31, 2026
Period End
August 31, 2026
Security
SLB
In the record · 2016–202610-K1110-Q338-K144

SLB filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 144 current reports (8-K) between 2016 and 2026.

  1. Impairment8-K · Dec ’16Dec ’16
  2. Impairment8-K · Oct ’19Oct ’19
  3. Leadership change8-K · Oct ’21Oct ’21
  4. Leadership change8-K · Oct ’25Oct ’25

01—Abstract

Summary

Summary of the 8-K filed August 31, 2026. Cited figures are marked; the original filing is the authoritative source.

On August 31, 2026, SLB (NYSE: SLB) announced a definitive agreement to acquire Kelvion, a global provider of thermal management and heat exchange technologies, from Apollo-managed funds (majority owner) and Triton-advised funds (minority holder).

The consideration is approximately $3.4 billiona in cash plus assumption of roughly $0.7 billion of debt, for a total transaction value of about 11x estimated 2026 EBITDA before synergies, or roughly 8.5x including expected run-rate synergies. The deal is framed as a push to expand SLB's Data Center Solutions business into thermal management, a segment Kelvion's management expects to be its largest and fastest-growing end market, with 2026 data center revenue of $1.2–1.3 billion out of total expected revenue of $2.3–2.4 billion. Management expects the acquisition to be accretive to earnings per share and free cash flow per share within the first 12 months after closing, and targets approximately $120 million of annual EBITDA synergies within three years.

Pro forma, SLB and Kelvion are expected to generate more than $2 billionb of data center revenue and about $300 million of adjusted EBITDA in 2026. SLB is targeting 2028 data center solutions revenue of $4.5–5 billion and adjusted EBITDA of $700–800 million. Closing is subject to customary conditions and regulatory approvals and is expected in the first half of 2027.

SLB states it will maintain its investment-grade balance sheet with net debt-to-EBITDA within its through-cycle target of up to 1.5x, and reaffirmed more than $4 billionc of 2026 shareholder returns through dividends and buybacks, with 2027 returns expected to be at least in line with 2026. Investors should note that the filing gives no detail on how the $3.4 billion cash outlay will be funded, the purchase price's implied multiple is only approximate, and the forward-looking targets carry execution and regulatory risk.

02—Key points

Key Highlights

  1. SLB agreed to acquire Kelvion for approximately $3.4 billion in cash plus assumption of about $0.7 billion of debt, implying a total transaction value of roughly 11x estimated 2026 EBITDA before synergies.
  2. Kelvion expects 2026 revenue of $2.3–2.4 billion and adjusted EBITDA of $350–400 million, with data centers its largest and fastest-growing end market at $1.2–1.3 billion of revenue.
  3. SLB expects the deal to be accretive to EPS and free cash flow per share within 12 months of closing and targets about $120 million of annual EBITDA synergies within three years.
  4. Pro forma 2026 data center revenue for SLB and Kelvion is expected to exceed $2 billion, with about $300 million of adjusted EBITDA.
  5. SLB targets 2028 data center solutions revenue of $4.5–5 billion and adjusted EBITDA of $700–800 million.
  6. Closing is expected in the first half of 2027, subject to customary closing conditions and regulatory approvals.
  7. SLB reaffirmed more than $4 billion of 2026 shareholder returns and expects 2027 returns at least in line with 2026, while maintaining net debt-to-EBITDA within its up-to-1.5x through-cycle target.

03—Questions

Frequently Asked Questions

  1. What is SLB paying for Kelvion and how is the price valued?

    SLB will pay approximately $3.4 billion in cash and assume about $0.7 billion of Kelvion debt, a total transaction value of roughly 11x estimated 2026 EBITDA before synergies, or about 8.5x including expected run-rate synergies. The filing does not specify the funding mix for the cash payment.

  2. Why is SLB acquiring Kelvion?

    SLB says Kelvion adds thermal management technology to its Data Center Solutions business, enabling more integrated cooling and modular infrastructure offerings. Management also says the deal more than doubles SLB's revenue opportunity per gigawatt of delivered data center capacity.

  3. How will the acquisition affect SLB's financials and shareholder returns?

    SLB expects the deal to be accretive to EPS and free cash flow per share within 12 months after closing and to generate about $120 million of annual EBITDA synergies within three years. It reaffirmed more than $4 billion of 2026 shareholder returns and expects 2027 returns at least in line with 2026, with leverage kept within its up-to-1.5x through-cycle target.

  4. When is the transaction expected to close, and what could prevent it?

    Closing is expected in the first half of 2027. Completion depends on customary closing conditions and government regulatory approvals, and the forward-looking statements flag risks including integration, retention of key personnel, and the ability to achieve anticipated synergies.

04—Continue

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