Baker Hughes & Halliburton: HAL – To Divest – Expandable Liner Hangers, BH – To Divest – Core Completions

Today we announced that Halliburton and Baker Hughes will market for sale additional businesses in connection with Halliburton’s pending acquisition of Baker Hughes. On the Halliburton side, we intend to divest our expandable liner hangers business, which falls within the Completion & Production Division. Baker Hughes intends to divest its core completions business, which includes: packers, flow control tools, subsurface safety systems, intelligent well systems, permanent monitoring, sand control tools and sand control screens; its sand control business in the Gulf of Mexico, including two pressure pumping vessels; and its offshore cementing businesses in Australia, Brazil, the Gulf of Mexico, Norway, and the United Kingdom.

The sale of these businesses will be subject to the negotiation of acceptable terms and conditions for the divestitures, the approval of the divesting company’s Board of Directors, and final approval of the Baker Hughes acquisition by competition enforcement authorities. The proposed divestitures would be in addition to the previously announced divestitures of Halliburton’s Fixed Cutter and Roller Cone Drill Bits, Directional Drilling and Logging-While- Drilling (LWD)/Measurement-While-Drilling (MWD) businesses. Halliburton anticipates that the companies will complete the sales of these businesses in the same timeframe as, and the closing of the divestitures would be conditioned on, the closing of the pending Baker Hughes acquisition.

Competition authorities’ review The pending acquisition of Baker Hughes requires approvals from competition authorities in numerous countries, and we are continuing to work with all competition enforcement authorities that have expressed an interest in the proposed transaction. There is no agreement to date with any competition enforcement authority as to the adequacy of the proposed divestitures. The pending acquisition has received unconditional regulatory clearances in Canada, Kazakhstan, South Africa, and Turkey.

In the United States, the Department of Justice (DOJ) continues to review the pending acquisition. Halliburton and Baker Hughes have amended their timing agreement with the DOJ to extend the earliest closing date by three weeks, to the later of Dec. 15, 2015 (from the current date of Nov. 25, 2015) or 30 days following the date on which both companies have certified final, substantial compliance with the DOJ second request. Timing agreements are often entered into in connection with large, complex transactions, and provide the DOJ additional time to review responses to its second requests. In light of the timing agreement, Halliburton and Baker Hughes have agreed to extend the time period for closing of the acquisition pursuant to the Merger Agreement to no later than Dec. 16, 2015. The Merger Agreement also provides that the closing can be extended into 2016, if necessary.