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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Baker Hughes Incorporated | NYSE:BHI | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 57.68 | 0 | 01:00:00 |
þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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76-0207995
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(State or other jurisdiction
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(I.R.S. Employer Identification No.)
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of incorporation or organization)
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17021 Aldine Westfield, Houston, Texas - 77073-5101
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(Address of principal executive offices)
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Large accelerated filer
o
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Accelerated filer
o
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Non-accelerated filer
þ
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Smaller reporting company
o
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Emerging growth company
o
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(Do not check if a smaller reporting company)
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Page No
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Three Months Ended June 30,
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Six Months Ended June 30,
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||||||||||
(In millions, except per unit amounts)
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2018
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2017
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2018
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2017
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||||||||
Revenue:
|
|
|
|
|
|
|
||||||
Sales of goods
|
$
|
3,119
|
|
$
|
2,270
|
|
$
|
6,279
|
|
$
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4,509
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Sales of services
|
2,429
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|
745
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4,668
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|
1,570
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||||
Total revenue
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5,548
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|
3,015
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10,947
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6,079
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||||
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||||||
Costs and expenses:
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|||||||
Cost of goods sold
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2,752
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1,944
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5,552
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3,790
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||||
Cost of services sold
|
1,860
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|
532
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3,618
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|
1,064
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|
||||
Selling, general and administrative expenses
|
662
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|
461
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1,336
|
|
953
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|
||||
Restructuring, impairment and other
|
146
|
|
59
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|
308
|
|
101
|
|
||||
Merger and related costs
|
50
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|
85
|
|
96
|
|
151
|
|
||||
Total costs and expenses
|
5,470
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|
3,081
|
|
10,910
|
|
6,059
|
|
||||
Operating income (loss)
|
78
|
|
(66
|
)
|
37
|
|
20
|
|
||||
Other non operating income, net
|
43
|
|
50
|
|
45
|
|
58
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|
||||
Interest expense, net
|
(63
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)
|
(14
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)
|
(109
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)
|
(34
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)
|
||||
Income (loss) before income taxes and equity in loss of affiliate
|
58
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|
(30
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)
|
(27
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)
|
44
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|
||||
Equity in loss of affiliate
|
(34
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)
|
—
|
|
(54
|
)
|
—
|
|
||||
Benefit (provision) for income taxes
|
(62
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)
|
10
|
|
(100
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)
|
2
|
|
||||
Net income (loss)
|
(38
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)
|
(20
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)
|
(181
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)
|
46
|
|
||||
Less: Net income attributable to noncontrolling interests
|
13
|
|
6
|
|
13
|
|
4
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|
||||
Net income (loss) attributable to Baker Hughes, a GE company, LLC
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$
|
(51
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)
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$
|
(26
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)
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$
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(194
|
)
|
$
|
42
|
|
|
|
|
|
|
|
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||||||
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||||||
Cash distribution per common unit
|
$
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0.18
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|
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$
|
0.36
|
|
|
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Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
(In millions)
|
2018
|
2017
|
2018
|
2017
|
||||||||
Net income (loss)
|
$
|
(38
|
)
|
$
|
(20
|
)
|
$
|
(181
|
)
|
$
|
46
|
|
Less: Net income attributable to noncontrolling interests
|
13
|
|
6
|
|
13
|
|
4
|
|
||||
Net income (loss) attributable to Baker Hughes, a GE company, LLC
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(51
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)
|
(26
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)
|
(194
|
)
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42
|
|
||||
Other comprehensive income (loss):
|
|
|
|
|
||||||||
Investment securities
|
(2
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)
|
(25
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)
|
(2
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)
|
1
|
|
||||
Foreign currency translation adjustments
|
(536
|
)
|
(119
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)
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(224
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)
|
(73
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)
|
||||
Cash flow hedges
|
(6
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)
|
5
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|
1
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|
9
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|
||||
Benefit plans
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5
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(2
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)
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2
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(3
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)
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||||
Other comprehensive loss
|
(539
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)
|
(141
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)
|
(223
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)
|
(66
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)
|
||||
Less: Other comprehensive income (loss) attributable to noncontrolling interests
|
(1
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)
|
1
|
|
(1
|
)
|
3
|
|
||||
Other comprehensive loss attributable to Baker Hughes, a GE company, LLC
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(538
|
)
|
(142
|
)
|
(222
|
)
|
(69
|
)
|
||||
Comprehensive loss
|
(577
|
)
|
(161
|
)
|
(404
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)
|
(20
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)
|
||||
Less: Comprehensive income attributable to noncontrolling interests
|
12
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|
7
|
|
12
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|
7
|
|
||||
Comprehensive loss attributable to Baker Hughes, a GE company, LLC
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$
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(589
|
)
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$
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(168
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)
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$
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(416
|
)
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$
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(27
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)
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(In millions)
|
June 30, 2018
|
December 31, 2017
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||||
ASSETS
|
||||||
Current assets:
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|
|
||||
Cash, cash equivalents and restricted cash
(1)
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$
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4,859
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$
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7,026
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Current receivables, net
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6,167
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6,128
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||
Inventories, net
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4,675
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4,507
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||
All other current assets
|
850
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|
872
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|
||
Total current assets
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16,551
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|
18,533
|
|
||
Property, plant and equipment (net of accumulated depreciation of $3,348 and $2,817)
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6,335
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6,959
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Goodwill
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20,463
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19,654
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|
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Other intangible assets, net
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5,973
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6,358
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Contract and other deferred assets
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1,911
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|
2,044
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|
||
All other assets
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1,513
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|
2,073
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|
||
Deferred income taxes
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1,187
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|
715
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|
||
Total assets
(1)
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$
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53,933
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$
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56,336
|
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LIABILITIES AND EQUITY
|
||||||
Current liabilities:
|
|
|
||||
Accounts payable
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$
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3,581
|
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$
|
3,377
|
|
Short-term debt and current portion of long-term debt
(1)
|
1,067
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|
2,037
|
|
||
Progress collections and deferred income
|
1,630
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|
1,775
|
|
||
All other current liabilities
|
2,356
|
|
2,046
|
|
||
Total current liabilities
|
8,634
|
|
9,235
|
|
||
Long-term debt
|
6,319
|
|
6,312
|
|
||
Deferred income taxes
|
113
|
|
332
|
|
||
Liabilities for pensions and other postretirement benefits
|
1,100
|
|
1,172
|
|
||
All other liabilities
|
1,073
|
|
889
|
|
||
Members' equity:
|
|
|
||||
Members' capital (common units 1,100 and 1,129, issued and outstanding as of June 30, 2018 and December 31, 2017, respectively)
|
39,356
|
|
40,678
|
|
||
Retained loss
|
(668
|
)
|
(541
|
)
|
||
Accumulated other comprehensive loss
|
(2,103
|
)
|
(1,881
|
)
|
||
Baker Hughes, a GE company, LLC members' equity
|
36,585
|
|
38,256
|
|
||
Noncontrolling interests
|
109
|
|
140
|
|
||
Total equity
|
36,694
|
|
38,396
|
|
||
Total liabilities and equity
|
$
|
53,933
|
|
$
|
56,336
|
|
(1)
|
Total assets include
$939 million
and
$1,124 million
of assets held on behalf of GE, of which
$783 million
and
$997 million
is cash and cash equivalents and
$156 million
and
$127 million
is investment securities at
June 30, 2018
and
December 31, 2017
, respectively, and a corresponding amount of liability is reported in short-term borrowings. See "Note 15. Related Party Transactions" for further details.
|
(In millions, except per unit amounts)
|
Common Unitholders
|
Parent's Net Investment
|
Retained
Loss |
Accumulated
Other Comprehensive Loss |
Non-controlling
Interests |
Total Equity
|
||||||||||||
Balance at December 31, 2017
|
$
|
40,678
|
|
$
|
—
|
|
$
|
(541
|
)
|
$
|
(1,881
|
)
|
$
|
140
|
|
$
|
38,396
|
|
Effect of adoption of ASU 2016-16 on taxes
(1)
|
|
|
|
67
|
|
|
|
67
|
|
|||||||||
Comprehensive income (loss):
|
|
|
|
|
|
|
||||||||||||
Net income (loss)
|
|
|
|
(194
|
)
|
|
13
|
|
(181
|
)
|
||||||||
Other comprehensive loss
|
|
|
|
|
(222
|
)
|
(1
|
)
|
(223
|
)
|
||||||||
Cash distribution to members ($0.36 per unit)
|
(403
|
)
|
|
|
|
|
(403
|
)
|
||||||||||
Repurchase of common units
|
(1,000
|
)
|
|
|
|
|
(1,000
|
)
|
||||||||||
BHGE stock-based compensation cost
|
60
|
|
|
|
|
|
60
|
|
||||||||||
Other
|
21
|
|
|
|
|
(43
|
)
|
(22
|
)
|
|||||||||
Balance at June 30, 2018
|
$
|
39,356
|
|
$
|
—
|
|
$
|
(668
|
)
|
$
|
(2,103
|
)
|
$
|
109
|
|
$
|
36,694
|
|
(1)
|
See "Note 1. Basis of Presentation and Summary of Significant Accounting Policies" for further details.
|
(In millions)
|
Common Unitholders
|
Parent's Net Investment
|
Retained
Loss |
Accumulated
Other Comprehensive Loss |
Non-controlling
Interests |
Total Equity
|
||||||||||||
Balance at December 31, 2016
|
$
|
—
|
|
$
|
16,001
|
|
$
|
—
|
|
$
|
(1,888
|
)
|
$
|
167
|
|
$
|
14,280
|
|
Comprehensive income (loss):
|
|
|
|
|
|
|
||||||||||||
Net income
|
|
42
|
|
|
|
4
|
|
46
|
|
|||||||||
Other comprehensive income (loss)
|
|
|
|
(69
|
)
|
3
|
|
(66
|
)
|
|||||||||
Changes in Parent's net investment
|
|
1,939
|
|
|
|
|
1,939
|
|
||||||||||
Other
|
|
|
|
|
4
|
|
4
|
|
||||||||||
Balance at June 30, 2017
|
$
|
—
|
|
$
|
17,982
|
|
$
|
—
|
|
$
|
(1,957
|
)
|
$
|
178
|
|
$
|
16,203
|
|
|
Six Months Ended June 30,
|
|||||
(In millions)
|
2018
|
2017
|
||||
Cash flows from operating activities:
|
|
|
||||
Net income (loss)
|
$
|
(181
|
)
|
$
|
46
|
|
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
|
|
|
||||
Depreciation and amortization
|
780
|
|
290
|
|
||
Provision for deferred income taxes
|
(165
|
)
|
(29
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
||||
Current receivables
|
(30
|
)
|
(101
|
)
|
||
Inventories
|
(282
|
)
|
176
|
|
||
Accounts payable
|
309
|
|
78
|
|
||
Progress collections and deferred income
|
(137
|
)
|
(166
|
)
|
||
Contract and other deferred assets
|
126
|
|
(217
|
)
|
||
Other operating items, net
|
6
|
|
(466
|
)
|
||
Net cash flows from (used in) operating activities
|
426
|
|
(389
|
)
|
||
Cash flows from investing activities:
|
|
|
||||
Expenditures for capital assets
|
(411
|
)
|
(143
|
)
|
||
Proceeds from disposal of assets
|
181
|
|
12
|
|
||
Other investing items, net
|
68
|
|
1
|
|
||
Net cash flows used in investing activities
|
(162
|
)
|
(130
|
)
|
||
Cash flows from financing activities:
|
|
|
||||
Net repayments of short-term debt and other borrowings
|
(300
|
)
|
(45
|
)
|
||
Repayment of long-term debt
|
(648
|
)
|
—
|
|
||
Net transfer from Parent
|
—
|
|
1,575
|
|
||
Distributions to members
|
(403
|
)
|
—
|
|
||
Repurchase of common units
|
(1,025
|
)
|
—
|
|
||
Other financing items, net
|
(5
|
)
|
14
|
|
||
Net cash flows from (used in) financing activities
|
(2,381
|
)
|
1,544
|
|
||
Effect of currency exchange rate changes on cash, cash equivalents and restricted cash
|
(50
|
)
|
17
|
|
||
Increase (decrease) in cash, cash equivalents and restricted cash
|
(2,167
|
)
|
1,041
|
|
||
Cash, cash equivalents and restricted cash, beginning of period
|
7,026
|
|
981
|
|
||
Cash, cash equivalents and restricted cash, end of period
|
$
|
4,859
|
|
$
|
2,021
|
|
Supplemental cash flows disclosures:
|
|
|
||||
Income taxes paid
|
$
|
218
|
|
$
|
129
|
|
Interest paid
|
$
|
157
|
|
$
|
14
|
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||||||
|
December 31, 2017
|
September 30, 2017
|
June 30, 2017
|
March 31, 2017
|
|
December 31, 2017
|
December 31, 2016
|
||||||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||||||
Sales of goods
|
$
|
86
|
|
$
|
13
|
|
$
|
37
|
|
$
|
27
|
|
|
$
|
163
|
|
$
|
(26
|
)
|
Sales of services
|
(50
|
)
|
(86
|
)
|
(33
|
)
|
(74
|
)
|
|
(243
|
)
|
(161
|
)
|
||||||
Total revenue
|
36
|
|
(73
|
)
|
4
|
|
(47
|
)
|
|
(80
|
)
|
(187
|
)
|
||||||
|
|
|
|
|
|
|
|
||||||||||||
Operating income (loss)
|
(14
|
)
|
(64
|
)
|
(6
|
)
|
(91
|
)
|
|
(175
|
)
|
(226
|
)
|
||||||
|
|
|
|
|
|
|
|
||||||||||||
Net income (loss) and net income (loss) attributable to BHGE, LLC
|
1
|
|
(84
|
)
|
(10
|
)
|
(57
|
)
|
|
(150
|
)
|
(149
|
)
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||
|
December 31, 2017
|
September 30, 2017
|
June 30, 2017
|
March 31, 2017
|
|
December 31, 2017
|
December 31, 2016
|
||||||
Operating income (loss)
|
(5
|
)
|
(7
|
)
|
9
|
|
2
|
|
|
(1
|
)
|
24
|
|
Non operating income (loss)
|
5
|
|
7
|
|
(9
|
)
|
(2
|
)
|
|
1
|
|
(24
|
)
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Total Revenue
|
2018
|
2017
|
2018
|
2017
|
||||||||
U.S.
|
$
|
1,560
|
|
$
|
700
|
|
$
|
3,043
|
|
$
|
1,421
|
|
Non-U.S.
|
3,988
|
|
2,315
|
|
7,904
|
|
4,658
|
|
||||
Total
|
$
|
5,548
|
|
$
|
3,015
|
|
$
|
10,947
|
|
$
|
6,079
|
|
Identifiable assets acquired and liabilities assumed
|
Fair value at July 3, 2017
|
||
Assets
|
|
||
Cash and equivalents
|
$
|
4,133
|
|
Current receivables
|
2,342
|
|
|
Inventories
|
1,712
|
|
|
Property, plant and equipment
|
4,514
|
|
|
Intangible assets
(1)
|
4,005
|
|
|
Deferred income taxes
(2)
|
30
|
|
|
All other assets
|
1,335
|
|
|
Liabilities
|
|
||
Accounts payable
|
(1,213
|
)
|
|
Borrowings
|
(3,370
|
)
|
|
Liabilities for pension and other postretirement benefits
|
(654
|
)
|
|
All other liabilities
|
(1,670
|
)
|
|
Total identifiable net assets
|
$
|
11,164
|
|
Noncontrolling interest associated with net assets acquired
|
(35
|
)
|
|
Goodwill
(3)
|
13,669
|
|
|
Total purchase consideration
|
$
|
24,798
|
|
(1)
|
Intangible assets, as provided in the table below, are recorded at fair value, as determined by management based on available information. The estimated useful lives for intangible assets were determined based upon the remaining useful economic lives of the intangible assets that are expected to contribute directly or indirectly to future cash flows. We consider the Baker Hughes trade name to be an indefinite life intangible asset, which will not be amortized and will be subject to an annual impairment test.
|
|
Fair Value
|
Estimated Weighted
Average Life (Years) |
||
Trade name - Baker Hughes
|
$
|
2,100
|
|
Indefinite life
|
Customer relationships
|
1,240
|
|
15
|
|
Patents and technology
|
465
|
|
10
|
|
In-process research and development
|
70
|
|
Indefinite life
|
|
Capitalized software
|
64
|
|
2
|
|
Trade names - other
|
45
|
|
10
|
|
Favorable lease contracts & others
|
21
|
|
10
|
|
Total
|
$
|
4,005
|
|
|
(2)
|
Includes approximately
$83 million
of net deferred tax liabilities related to the fair value of intangible assets included in the purchase consideration and approximately
$113 million
of other net deferred tax assets, including non-U.S. loss carryforwards net of valuation allowances partially offset by liabilities for unrecognized benefits.
|
(3)
|
Goodwill represents the excess of the total purchase consideration over fair value of the net assets recognized and represents the future economic benefits that we believe will result from combining the operations of GE O&G and Baker Hughes, including expected future synergies and operating efficiencies. Goodwill resulting from the Transactions has been primarily allocated to the Oilfield Services segment, of which
$67 million
is deductible for tax purposes. See "Note 6. Goodwill and Other Intangible Assets" for allocation of goodwill to all the segments.
|
|
Three Months Ended June 30, 2017
|
Six Months Ended June 30, 2017
|
||||
Revenue
|
$
|
5,417
|
|
$
|
10,741
|
|
Net loss
|
(241
|
)
|
(261
|
)
|
||
Net loss attributable to the Company
|
(247
|
)
|
(264
|
)
|
|
June 30, 2018
|
December 31, 2017
|
||||
Customer receivables
|
$
|
4,891
|
|
$
|
4,700
|
|
Related parties
|
873
|
|
914
|
|
||
Other
|
736
|
|
844
|
|
||
Total current receivables
|
6,500
|
|
6,458
|
|
||
Less: Allowance for doubtful accounts
|
(333
|
)
|
(330
|
)
|
||
Total current receivables, net
|
$
|
6,167
|
|
$
|
6,128
|
|
|
June 30, 2018
|
December 31, 2017
|
||||
Finished goods
|
$
|
2,656
|
|
$
|
2,577
|
|
Work in process and raw material
|
2,019
|
|
1,930
|
|
||
Total inventories, net
|
$
|
4,675
|
|
$
|
4,507
|
|
|
Oilfield Services
|
Oilfield Equipment
|
Turbo-machinery & Process Solutions
|
Digital Solutions
|
Total
|
||||||||||
Balance at December 31, 2016, gross
|
$
|
2,779
|
|
$
|
3,852
|
|
$
|
1,814
|
|
$
|
1,989
|
|
$
|
10,434
|
|
Accumulated impairment at December 31, 2016
|
(2,633
|
)
|
(867
|
)
|
—
|
|
(254
|
)
|
(3,754
|
)
|
|||||
Balance at December 31, 2016
|
146
|
|
2,985
|
|
1,814
|
|
1,735
|
|
6,680
|
|
|||||
Acquisition
(1)
|
12,778
|
|
—
|
|
—
|
|
—
|
|
12,778
|
|
|||||
Currency exchange and others
|
8
|
|
49
|
|
92
|
|
47
|
|
196
|
|
|||||
Balance at December 31, 2017
|
12,932
|
|
3,034
|
|
1,906
|
|
1,782
|
|
19,654
|
|
|||||
Purchase accounting adjustments
(1)
|
(174
|
)
|
242
|
|
394
|
|
429
|
|
891
|
|
|||||
Currency exchange and others
|
(18
|
)
|
(36
|
)
|
(23
|
)
|
(5
|
)
|
(82
|
)
|
|||||
Balance at June 30, 2018
|
$
|
12,740
|
|
$
|
3,240
|
|
$
|
2,277
|
|
$
|
2,206
|
|
$
|
20,463
|
|
(1)
|
Includes goodwill associated with the acquisition of Baker Hughes. The final determination of fair value of the assets and liabilities and the related goodwill associated with the acquisition of Baker Hughes was concluded in the second quarter of 2018. Of the total goodwill of
$13,669 million
resulting from the acquisition of Baker Hughes, $
12,604 million
is allocated to our Oilfield Services segment and the remainder to our other segments based on the expected benefit from the synergies of the acquisition.
|
|
June 30, 2018
|
December 31, 2017
|
||||||||||||||||
|
Gross
Carrying Amount |
Accumulated
Amortization |
Net
|
Gross
Carrying Amount |
Accumulated
Amortization |
Net
|
||||||||||||
Technology
|
$
|
1,102
|
|
$
|
(496
|
)
|
$
|
606
|
|
$
|
1,177
|
|
$
|
(440
|
)
|
$
|
737
|
|
Customer relationships
|
3,169
|
|
(899
|
)
|
2,270
|
|
3,202
|
|
(819
|
)
|
2,383
|
|
||||||
Capitalized software
|
1,114
|
|
(762
|
)
|
352
|
|
1,130
|
|
(697
|
)
|
433
|
|
||||||
Trade names and trademarks
|
726
|
|
(223
|
)
|
503
|
|
757
|
|
(159
|
)
|
598
|
|
||||||
Other
|
14
|
|
(1
|
)
|
13
|
|
10
|
|
—
|
|
10
|
|
||||||
Finite-lived intangible assets
|
6,125
|
|
(2,381
|
)
|
3,744
|
|
6,276
|
|
(2,115
|
)
|
4,161
|
|
||||||
Indefinite-lived intangible assets
(1)
|
2,229
|
|
—
|
|
2,229
|
|
2,197
|
|
—
|
|
2,197
|
|
||||||
Total intangible assets
|
$
|
8,354
|
|
$
|
(2,381
|
)
|
$
|
5,973
|
|
$
|
8,473
|
|
$
|
(2,115
|
)
|
$
|
6,358
|
|
(1)
|
Indefinite-lived intangible assets are principally comprised of the Baker Hughes trade name.
|
Year
|
Estimated Amortization Expense
|
||
Remainder of 2018
|
$
|
185
|
|
2019
|
367
|
|
|
2020
|
331
|
|
|
2021
|
283
|
|
|
2022
|
247
|
|
|
2023
|
226
|
|
|
June 30, 2018
|
December 31, 2017
|
||||
Long-term product service agreements
|
$
|
593
|
|
$
|
589
|
|
Long-term equipment contract revenue
(1)
|
1,059
|
|
1,095
|
|
||
Contract assets (total revenue in excess of billings)
(2)
|
1,652
|
|
1,684
|
|
||
Deferred inventory costs
(3)
|
245
|
|
360
|
|
||
Non-recurring engineering costs
|
14
|
|
—
|
|
||
Contract and other deferred assets
|
$
|
1,911
|
|
$
|
2,044
|
|
(1)
|
Reflects revenue earned in excess of billings on our long-term contracts to construct technically complex equipment.
|
(2)
|
Contract assets (total revenue in excess of billings) were
$1,233 million
as of January 1, 2017.
|
(3)
|
Deferred inventory costs were
$276 million
as of January 1, 2017, which represents cost deferral for shipped goods and other costs where the criteria for revenue recognition has not yet been met.
|
|
June 30, 2018
|
December 31, 2017
|
||||
Progress collections
|
$
|
1,466
|
|
$
|
1,456
|
|
Deferred income
|
164
|
|
319
|
|
||
Progress collections and deferred income (contract liabilities)
(1)
|
$
|
1,630
|
|
$
|
1,775
|
|
(1)
|
Progress collections and deferred income (contract liabilities) were
$2,038 million
at January 1, 2017.
|
|
June 30, 2018
|
December 31, 2017
|
||||
Short-term borrowings
|
|
|
||||
Short-term bank borrowings
|
$
|
55
|
|
$
|
171
|
|
Current portion of long-term borrowings
|
—
|
|
639
|
|
||
Short-term borrowings from GE
|
939
|
|
1,124
|
|
||
Other borrowings
|
73
|
|
103
|
|
||
Total short-term borrowings
|
$
|
1,067
|
|
$
|
2,037
|
|
|
|
|
||||
Long-term borrowings
|
|
|
||||
3.2% Senior Notes due August 2021
|
$
|
525
|
|
$
|
526
|
|
2.773% Senior Notes due December 2022
|
1,244
|
|
1,244
|
|
||
8.55% Debentures due June 2024
|
133
|
|
135
|
|
||
3.337% Senior Notes due December 2027
|
1,342
|
|
1,342
|
|
||
6.875% Notes due January 2029
|
302
|
|
308
|
|
||
5.125% Notes due September 2040
|
1,309
|
|
1,311
|
|
||
4.08% Senior Notes due December 2047
|
1,336
|
|
1,337
|
|
||
Capital leases
|
111
|
|
87
|
|
||
Other long-term borrowings
|
17
|
|
22
|
|
||
Total long-term borrowings
|
6,319
|
|
6,312
|
|
||
Total borrowings
|
$
|
7,386
|
|
$
|
8,349
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Service cost
|
$
|
5
|
|
$
|
5
|
|
$
|
10
|
|
$
|
8
|
|
Interest cost
|
18
|
|
7
|
|
36
|
|
14
|
|
||||
Expected return on plan assets
|
(30
|
)
|
(10
|
)
|
(60
|
)
|
(20
|
)
|
||||
Amortization of net actuarial loss
|
2
|
|
2
|
|
4
|
|
5
|
|
||||
Net periodic cost (benefit)
|
$
|
(5
|
)
|
$
|
4
|
|
$
|
(10
|
)
|
$
|
7
|
|
|
Common Units Held by BHGE
|
Common Units Held by GE
|
||
Balance at December 31, 2017
|
422,208
|
|
706,985
|
|
Issue of units to BHGE under equity incentive plan
|
924
|
|
—
|
|
Repurchase of common units
(1)
|
(11,501
|
)
|
(19,241
|
)
|
Balance at June 30, 2018
|
411,631
|
|
687,743
|
|
(1)
|
On November 2, 2017, BHGE's board of directors authorized us to repurchase up to
$3 billion
of our common units from BHGE and GE. During the three months and
six
months ended
June 30, 2018
, we repurchased and canceled
13,927,859
and
30,742,152
units for a total of
$500 million
and
$1 billion
, respectively. At June 30, 2018, we had authorization remaining to repurchase up to approximately
$1.5 billion
of common units from BHGE and GE.
|
|
Investment Securities
|
Foreign Currency Translation Adjustments
|
Cash Flow Hedges
|
Benefit Plans
|
Accumulated Other Comprehensive Loss
|
||||||||||
Balance at December 31, 2017
|
$
|
1
|
|
$
|
(1,824
|
)
|
$
|
2
|
|
$
|
(60
|
)
|
$
|
(1,881
|
)
|
Other comprehensive income (loss) before reclassifications
|
(1
|
)
|
(224
|
)
|
1
|
|
4
|
|
(220
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Deferred taxes
|
(1
|
)
|
—
|
|
—
|
|
(2
|
)
|
(3
|
)
|
|||||
Other comprehensive income (loss)
|
(2
|
)
|
(224
|
)
|
1
|
|
2
|
|
(223
|
)
|
|||||
Less: Other comprehensive income (loss) attributable to noncontrolling interests
|
—
|
|
(1
|
)
|
|
—
|
|
(1
|
)
|
||||||
Balance at June 30, 2018
|
$
|
(1
|
)
|
$
|
(2,047
|
)
|
$
|
3
|
|
$
|
(58
|
)
|
$
|
(2,103
|
)
|
|
Investment Securities
|
Foreign Currency Translation Adjustments
|
Cash Flow Hedges
|
Benefit Plans
|
Accumulated Other Comprehensive Loss
|
||||||||||
Balance at December 31, 2016
|
$
|
—
|
|
$
|
(1,795
|
)
|
$
|
(10
|
)
|
$
|
(83
|
)
|
$
|
(1,888
|
)
|
Other comprehensive income (loss) before reclassifications
|
39
|
|
(63
|
)
|
2
|
|
(5
|
)
|
(27
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
(38
|
)
|
—
|
|
9
|
|
(2
|
)
|
(31
|
)
|
|||||
Deferred taxes
|
—
|
|
(10
|
)
|
(2
|
)
|
4
|
|
(8
|
)
|
|||||
Other comprehensive income (loss)
|
1
|
|
(73
|
)
|
9
|
|
(3
|
)
|
(66
|
)
|
|||||
Less: Other comprehensive income attributable to noncontrolling interests
|
1
|
|
1
|
|
—
|
|
1
|
|
3
|
|
|||||
Balance at June 30, 2017
|
$
|
—
|
|
$
|
(1,869
|
)
|
$
|
(1
|
)
|
$
|
(87
|
)
|
$
|
(1,957
|
)
|
|
June 30, 2018
|
December 31, 2017
|
||||||||||||||||||||||
|
Level 1
|
Level 2
|
Level 3
|
Net Balance
|
Level 1
|
Level 2
|
Level 3
|
Net Balance
|
||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Derivatives
|
$
|
—
|
|
$
|
221
|
|
$
|
—
|
|
$
|
221
|
|
$
|
—
|
|
$
|
150
|
|
$
|
—
|
|
$
|
150
|
|
Investment securities
|
66
|
|
—
|
|
310
|
|
376
|
|
81
|
|
8
|
|
304
|
|
393
|
|
||||||||
Total assets
|
66
|
|
221
|
|
310
|
|
597
|
|
81
|
|
158
|
|
304
|
|
543
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||||||||||
Derivatives
|
—
|
|
(248
|
)
|
—
|
|
(248
|
)
|
—
|
|
(95
|
)
|
—
|
|
(95
|
)
|
||||||||
Total liabilities
|
$
|
—
|
|
$
|
(248
|
)
|
$
|
—
|
|
$
|
(248
|
)
|
$
|
—
|
|
$
|
(95
|
)
|
$
|
—
|
|
$
|
(95
|
)
|
Balance at December 31, 2017
|
$
|
304
|
|
Purchases
|
36
|
|
|
Proceeds at maturity
|
(30
|
)
|
|
Balance at June 30, 2018
|
$
|
310
|
|
|
June 30, 2018
|
December 31, 2017
|
||||||||||||||||||||||
|
Amortized Cost
|
Gross Unrealized Gains
|
Gross Unrealized Losses
|
Estimated Fair Value
|
Amortized Cost
|
Gross Unrealized Gains
|
Gross Unrealized Losses
|
Estimated Fair Value
|
||||||||||||||||
Investment securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-U.S. debt securities
|
$
|
309
|
|
$
|
1
|
|
$
|
—
|
|
$
|
310
|
|
$
|
310
|
|
$
|
2
|
|
$
|
—
|
|
$
|
312
|
|
Equity securities
|
66
|
|
—
|
|
—
|
|
66
|
|
81
|
|
—
|
|
—
|
|
81
|
|
||||||||
Total
|
$
|
375
|
|
$
|
1
|
|
$
|
—
|
|
$
|
376
|
|
$
|
391
|
|
$
|
2
|
|
$
|
—
|
|
$
|
393
|
|
|
June 30, 2018
|
December 31, 2017
|
||||||||||
|
Assets
|
(Liabilities)
|
Assets
|
(Liabilities)
|
||||||||
Derivatives accounted for as hedges
|
|
|
|
|
||||||||
Currency exchange contracts
|
$
|
2
|
|
$
|
(1
|
)
|
$
|
6
|
|
$
|
—
|
|
|
|
|
|
|
||||||||
Derivatives not accounted for as hedges
|
|
|
|
|
||||||||
Currency exchange contracts
|
219
|
|
(247
|
)
|
144
|
|
(95
|
)
|
||||
Total derivatives
|
$
|
221
|
|
$
|
(248
|
)
|
$
|
150
|
|
$
|
(95
|
)
|
Carrying amount related to derivatives
|
June 30, 2018
|
December 31, 2017
|
||||
Derivative assets
|
$
|
221
|
|
$
|
150
|
|
Derivative liabilities
|
(248
|
)
|
(95
|
)
|
||
Net derivatives
|
$
|
(27
|
)
|
$
|
55
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||||||||||
|
Cash Flow Hedges
|
Economic Hedges
|
Cash Flow Hedges
|
Economic Hedges
|
||||||||||||||||||||
|
2018
|
2017
|
2018
|
2017
|
2018
|
2017
|
2018
|
2017
|
||||||||||||||||
Effect on hedging instrument
|
$
|
(7
|
)
|
$
|
4
|
|
$
|
(10
|
)
|
$
|
9
|
|
$
|
1
|
|
$
|
2
|
|
$
|
7
|
|
$
|
1
|
|
Effect on underlying
|
7
|
|
(4
|
)
|
(9
|
)
|
(9
|
)
|
(1
|
)
|
(2
|
)
|
(24
|
)
|
—
|
|
||||||||
Effect on earnings
(1)
|
$
|
—
|
|
$
|
—
|
|
$
|
(19
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(17
|
)
|
$
|
1
|
|
(1)
|
For cash flow hedges, the effect on earnings, if any, is primarily related to ineffectiveness. For economic hedges on forecasted transactions, the effect on earnings is substantially offset by future earnings on economically hedged items.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||||||||||
|
Gain (Loss) Recognized in AOCI
|
Gain (Loss) Reclassified from AOCI to Earnings
|
Gain (Loss) Recognized in AOCI
|
Gain (Loss) Reclassified from AOCI to Earnings
|
||||||||||||||||||||
|
2018
|
2017
|
2018
|
2017
|
2018
|
2017
|
2018
|
2017
|
||||||||||||||||
Currency exchange contracts
|
$
|
(7
|
)
|
$
|
4
|
|
$
|
—
|
|
$
|
(2
|
)
|
$
|
1
|
|
$
|
2
|
|
$
|
—
|
|
$
|
(8
|
)
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Segments revenue
|
2018
|
2017
|
2018
|
2017
|
||||||||
Oilfield Services
|
$
|
2,884
|
|
$
|
228
|
|
$
|
5,562
|
|
$
|
440
|
|
Oilfield Equipment
|
617
|
|
681
|
|
1,281
|
|
1,397
|
|
||||
Turbomachinery & Process Solutions
|
1,385
|
|
1,586
|
|
2,845
|
|
3,230
|
|
||||
Digital Solutions
|
662
|
|
520
|
|
1,260
|
|
1,011
|
|
||||
Total
|
$
|
5,548
|
|
$
|
3,015
|
|
$
|
10,947
|
|
$
|
6,079
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Segment income (loss) before income taxes
|
2018
|
2017
|
2018
|
2017
|
||||||||
Oilfield Services
|
$
|
189
|
|
$
|
(66
|
)
|
$
|
330
|
|
$
|
(123
|
)
|
Oilfield Equipment
|
(12
|
)
|
17
|
|
(18
|
)
|
67
|
|
||||
Turbomachinery & Process Solutions
|
113
|
|
122
|
|
232
|
|
374
|
|
||||
Digital Solutions
|
96
|
|
79
|
|
169
|
|
163
|
|
||||
Total segment
|
387
|
|
152
|
|
714
|
|
481
|
|
||||
Corporate
|
(98
|
)
|
(70
|
)
|
(196
|
)
|
(190
|
)
|
||||
Inventory impairment
(1)
|
(15
|
)
|
(4
|
)
|
(76
|
)
|
(19
|
)
|
||||
Restructuring, impairment and other
|
(146
|
)
|
(59
|
)
|
(308
|
)
|
(101
|
)
|
||||
Merger and related costs
|
(50
|
)
|
(85
|
)
|
(96
|
)
|
(151
|
)
|
||||
Other non operating income, net
|
43
|
|
50
|
|
45
|
|
58
|
|
||||
Interest expense, net
|
(63
|
)
|
(14
|
)
|
(109
|
)
|
(34
|
)
|
||||
Total
|
$
|
58
|
|
$
|
(30
|
)
|
$
|
(27
|
)
|
$
|
44
|
|
(1)
|
Charges for inventory impairments are reported in the "Cost of goods sold" caption of the condensed consolidated and combined statements of income (loss).
|
|
|
|
Balance at December 31, 2017, and 2016, respectively
|
$
|
164
|
|
$
|
74
|
|
Provisions
|
18
|
|
18
|
|
||
Expenditures
|
(15
|
)
|
(26
|
)
|
||
Other
(1)
|
119
|
|
1
|
|
||
Balance at June 30, 2018, and 2017, respectively
|
$
|
286
|
|
$
|
67
|
|
(1)
|
Primarily related to the acquisition of Baker Hughes.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Oilfield Services
|
$
|
40
|
|
$
|
11
|
|
$
|
99
|
|
$
|
23
|
|
Oilfield Equipment
|
6
|
|
9
|
|
18
|
|
10
|
|
||||
Turbomachinery & Process Solutions
|
11
|
|
12
|
|
39
|
|
22
|
|
||||
Digital Solutions
|
7
|
|
4
|
|
16
|
|
14
|
|
||||
Corporate
|
4
|
|
2
|
|
21
|
|
4
|
|
||||
Total
|
$
|
68
|
|
$
|
38
|
|
$
|
193
|
|
$
|
73
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Property, plant & equipment, net
|
$
|
18
|
|
$
|
2
|
|
$
|
37
|
|
$
|
12
|
|
Employee-related termination expenses
|
16
|
|
24
|
|
99
|
|
39
|
|
||||
Asset relocation costs
|
8
|
|
2
|
|
13
|
|
5
|
|
||||
Environmental remediation costs
|
—
|
|
4
|
|
3
|
|
7
|
|
||||
Contract termination fees
|
21
|
|
4
|
|
28
|
|
5
|
|
||||
Other incremental costs
|
5
|
|
2
|
|
13
|
|
5
|
|
||||
Total
|
$
|
68
|
|
$
|
38
|
|
$
|
193
|
|
$
|
73
|
|
•
|
North America onshore activity: in the
second
quarter of
2018
, we experienced an increase in the rig count, as compared to the
second
quarter of
2017
. We expect the increased activity in North America to continue to grow in 2018. We remain optimistic about the outlook.
|
•
|
International onshore activity: we have seen a moderate increase in rig count activity in the
second
quarter of
2018
and expect this growth to continue for the remainder of the year, at a moderate rate. We have seen signs of improvement with the increase in commodity prices, but due to continued volatility, we remain cautious as to growth expectations.
|
•
|
Offshore projects: although commodity prices increased in the current quarter, we have yet to see a significant change in customer spending behavior, as a result of continued oil price volatility. We expect the timing of final investment decisions to continue to remain fluid. Subsea tree awards increased in
2017
, and we expect tree awards to increase in
2018
and 2019, but still at levels significantly below prior 2012 & 2013 peaks, as customers continue to remain cautious with regards to major capital expenditures for the near term. We expect this growth in offshore projects to positively impact on- and offshore production orders.
|
•
|
Liquefied Natural Gas (LNG) projects: we believe the market continues to be oversupplied, and will remain in its current state for the next few years. We expect some final investment decisions to move forward in
|
•
|
Refinery, petrochemical and industrial projects: in refining, we believe large, complex refineries should gain advantage in a more competitive, oversupplied landscape in
2018
as the industry globalizes and refiners position to meet local demand and secure export potential. In petrochemicals, we continue to see healthy demand and cost-advantaged supply driving projects forward in 2018. The industrial market continues to grow as outdated infrastructure is replaced, policy changes come into effect and power is decentralized. We continue to see growing demand across these markets in
2018
.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Brent oil price ($/Bbl)
(1)
|
$
|
74.53
|
|
$
|
49.55
|
|
$
|
70.67
|
|
$
|
51.57
|
|
WTI oil price ($/Bbl)
(2)
|
68.07
|
|
48.10
|
|
65.55
|
|
49.85
|
|
||||
Natural gas price ($/mmBtu)
(3)
|
2.85
|
|
3.08
|
|
2.96
|
|
3.05
|
|
(1)
|
Energy Information Administration (EIA) Europe Brent Spot Price per Barrel
|
(2)
|
EIA Cushing, OK WTI (West Texas Intermediate) spot price
|
(3)
|
EIA Henry Hub Natural Gas Spot Price per million British Thermal Unit
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
||||||||
|
2018
|
2017
|
% Change
|
2018
|
2017
|
% Change
|
||||||
North America
|
1,147
|
|
1,012
|
|
13
|
%
|
1,191
|
|
1,025
|
|
16
|
%
|
International
|
968
|
|
957
|
|
1
|
%
|
969
|
|
949
|
|
2
|
%
|
Worldwide
|
2,115
|
|
1,969
|
|
7
|
%
|
2,160
|
|
1,974
|
|
9
|
%
|
|
Three Months Ended June 30,
|
$ Change
|
Six Months Ended June 30,
|
$ Change
|
||||||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||||||||
Revenue:
|
|
|
|
|
|
|
||||||||||||
Oilfield Services
|
$
|
2,884
|
|
$
|
228
|
|
$
|
2,656
|
|
$
|
5,562
|
|
$
|
440
|
|
$
|
5,122
|
|
Oilfield Equipment
|
617
|
|
681
|
|
(64
|
)
|
1,281
|
|
1,397
|
|
(116
|
)
|
||||||
Turbomachinery & Process Solutions
|
1,385
|
|
1,586
|
|
(201
|
)
|
2,845
|
|
3,230
|
|
(385
|
)
|
||||||
Digital Solutions
|
662
|
|
520
|
|
142
|
|
1,260
|
|
1,011
|
|
249
|
|
||||||
Total
|
$
|
5,548
|
|
$
|
3,015
|
|
$
|
2,533
|
|
$
|
10,947
|
|
$
|
6,079
|
|
$
|
4,868
|
|
|
Three Months Ended June 30,
|
$ Change
|
Six Months Ended June 30,
|
$ Change
|
||||||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||||||||
Segment operating income (loss):
|
|
|
|
|
|
|
||||||||||||
Oilfield Services
|
$
|
189
|
|
$
|
(66
|
)
|
$
|
255
|
|
$
|
330
|
|
$
|
(123
|
)
|
$
|
453
|
|
Oilfield Equipment
|
(12
|
)
|
17
|
|
(29
|
)
|
(18
|
)
|
67
|
|
(85
|
)
|
||||||
Turbomachinery & Process Solutions
|
113
|
|
122
|
|
(9
|
)
|
232
|
|
374
|
|
(142
|
)
|
||||||
Digital Solutions
|
96
|
|
79
|
|
17
|
|
169
|
|
163
|
|
6
|
|
||||||
Total segment operating income
|
387
|
|
152
|
|
235
|
|
714
|
|
481
|
|
232
|
|
||||||
Corporate
|
(98
|
)
|
(70
|
)
|
(28
|
)
|
(196
|
)
|
(190
|
)
|
(6
|
)
|
||||||
Inventory impairment
|
(15
|
)
|
(4
|
)
|
(11
|
)
|
(76
|
)
|
(19
|
)
|
(57
|
)
|
||||||
Restructuring, impairment and other
|
(146
|
)
|
(59
|
)
|
(87
|
)
|
(308
|
)
|
(101
|
)
|
(207
|
)
|
||||||
Merger and related costs
|
(50
|
)
|
(85
|
)
|
35
|
|
(96
|
)
|
(151
|
)
|
55
|
|
||||||
Operating income (loss)
|
78
|
|
(66
|
)
|
144
|
|
37
|
|
20
|
|
17
|
|
||||||
Other non operating income, net
|
43
|
|
50
|
|
(7
|
)
|
45
|
|
58
|
|
(13
|
)
|
||||||
Interest expense, net
|
(63
|
)
|
(14
|
)
|
(49
|
)
|
(109
|
)
|
(34
|
)
|
(75
|
)
|
||||||
Income (loss) before income taxes and equity in loss of affiliate
|
58
|
|
(30
|
)
|
88
|
|
(27
|
)
|
44
|
|
(71
|
)
|
||||||
Equity in loss of affiliate
|
(34
|
)
|
—
|
|
(34
|
)
|
(54
|
)
|
—
|
|
(54
|
)
|
||||||
Benefit (provision) for income taxes
|
(62
|
)
|
10
|
|
(72
|
)
|
(100
|
)
|
2
|
|
(102
|
)
|
||||||
Net income (loss)
|
$
|
(38
|
)
|
$
|
(20
|
)
|
$
|
(18
|
)
|
$
|
(181
|
)
|
$
|
46
|
|
$
|
(227
|
)
|
(In millions)
|
2018
|
2017
|
||||
Operating activities
|
$
|
426
|
|
$
|
(389
|
)
|
Investing activities
|
(162
|
)
|
(130
|
)
|
||
Financing activities
|
(2,381
|
)
|
1,544
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Schema Document
|
101.CAL*
|
|
XBRL Calculation Linkbase Document
|
101.LAB*
|
|
XBRL Label Linkbase Document
|
101.PRE*
|
|
XBRL Presentation Linkbase Document
|
101.DEF*
|
|
XBRL Definition Linkbase Document
|
|
|
Baker Hughes, a GE company, LLC
(Registrant) |
|
|
|
|
|
Date:
|
July 30, 2018
|
By:
|
/s/ BRIAN WORRELL
|
|
|
Brian Worrell
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
Date:
|
July 30, 2018
|
By:
|
/s/ KURT CAMILLERI
|
|
|
Kurt Camilleri
|
|
|
|
Vice President, Controller and Chief Accounting Officer
|
1 Year Baker Hughes Chart |
1 Month Baker Hughes Chart |
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