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EX-99.1 - EX-99.1 - Baker Hughes Holdings LLCh75723exv99w1.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 26, 2010 (August 25, 2010)
Baker Hughes Incorporated
(Exact name of registrant as specified in charter)
         
Delaware
(State of Incorporation)
  1-9397
(Commission File No.)
  76-0207995
(I.R.S. Employer Identification No.)
     
2929 Allen Parkway, Houston, Texas
(Address of Principal Executive Offices)
  77019
(Zip Code)
Registrant’s telephone number, including area code: (713) 439-8600
 
(former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 7.01.   Regulation FD Disclosure.
     On August 25, 2010, Baker Hughes Incorporated (the “Company” or “Baker Hughes”) announced that it had received notice that the Antitrust Division of the United States Department of Justice had approved Superior Energy Services, Inc. as the purchaser of the two stimulation vessels (the HR Hughes and Blue Ray) and certain other assets used to perform sand control and stimulation services in the U.S. Gulf of Mexico. These assets are being divested in connection with the Company’s acquisition of BJ Services Company (“BJ Services”). The parties expect to close the sale early next week. Upon closing, the Hold Separate Stipulation and Order requiring the BJ Services and Baker Hughes business in the United States to be operated separately will terminate and the Company will be free to fully integrate BJ Services into Baker Hughes globally. In accordance with General Instructions B.2. of Form 8-K, the information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
     The news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01.   Financial Statements and Exhibits. (Information furnished in this Item 9.01 is furnished pursuant to Item 9.01.)
  (d)   Exhibits.
 
      99.1 — News Release of Baker Hughes Incorporated dated August 25, 2010.
Forward-Looking Statements
     Except for the historical information set forth in this document, the matters discussed in this document are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve certain assumptions and known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially. Such forward-looking statements and factors include, but are not limited to the ability to integrate the businesses of BJ Services and other statements that are not historical facts. Additional factors that may affect future results are contained in Baker Hughes’ filings with the Securities and Exchange Commission (the “SEC”), which are available at the SEC’s web site at www.sec.gov. Except as required by law, Baker Hughes undertakes no obligation to publicly update or revise any forward-looking statement.

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SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  BAKER HUGHES INCORPORATED
 
 
Dated: August 26, 2010  By:   /s/ Sandra E. Alford    
    Sandra E. Alford   
    Corporate Secretary   
 

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EXHIBIT INDEX
     
Exhibit No.   Description
Exhibit 99.1  
News Release of Baker Hughes Incorporated dated August 25, 2010.

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