0000947871-17-000522.txt : 20170703 0000947871-17-000522.hdr.sgml : 20170703 20170703134156 ACCESSION NUMBER: 0000947871-17-000522 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170703 FILED AS OF DATE: 20170703 DATE AS OF CHANGE: 20170703 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Baker Hughes a GE Co CENTRAL INDEX KEY: 0001701605 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 814403168 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17021 ALDINE WESTFIELD ROAD CITY: HOUSTON STATE: TX ZIP: 77073 BUSINESS PHONE: 713-439-8600 MAIL ADDRESS: STREET 1: 17021 ALDINE WESTFIELD ROAD CITY: HOUSTON STATE: TX ZIP: 77073 FORMER COMPANY: FORMER CONFORMED NAME: Bear Newco, Inc. DATE OF NAME CHANGE: 20170321 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC CO CENTRAL INDEX KEY: 0000040545 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC & OTHER ELECTRICAL EQUIPMENT (NO COMPUTER EQUIP) [3600] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38143 FILM NUMBER: 17945035 BUSINESS ADDRESS: STREET 1: 41 FARNSWORTH STREET CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-443-3000 MAIL ADDRESS: STREET 1: 41 FARNSWORTH STREET CITY: BOSTON STATE: MA ZIP: 02210 3 1 ss49714_3.xml OWNERSHIP DOCUMENT X0206 3 2017-07-03 0 0001701605 Baker Hughes a GE Co BHGE 0000040545 GENERAL ELECTRIC CO 41 FARNSWORTH STREET BOSTON MA 02210 1 0 1 0 Class B Common Stock 129889088.15 D Class B Common Stock 587221633.85 I See footnote Common Unit Class A common stock 129889088.15 D Common Unit Class A common stock 587221633.85 I See footnote Each share of Class B common stock, together with a Common Unit of Baker Hughes, a GE company, LLC ("BHGE LLC"), is convertible into a share of Class A common stock of the Issuer pursuant to the Exchange Agreement, dated as of July 3, 2017, among the Reporting Person, the Issuer and BHGE LLC. As of the date of this report, the Reporting Person beneficially owns more than 10% of the Class A common stock of the Issuer on an as converted basis. The Reporting Person holds these securities through wholly-owned subsidiaries. Pursuant to the Stockholders Agreement, dated as of July 3, 2017, between the Reporting Person and the Issuer, the Reporting Person has certain rights to designate, and has designated, directors of the Issuer effective following the consummation of the transactions contemplated by the Transaction Agreement and Plan of Merger, dated as of October 30, 2016, among the Reporting Person, Baker Hughes Incorporated, a Delaware corporation ("BHI"), the Issuer and certain subsidiaries of BHI, as amended by that certain Amendment to Transaction Agreement and Plan of Merger dated as of March 27, 2017. /s/ Christoph A. Pereira, Vice President, Chief Corporate, Securities and Finance Counsel on behalf of General Electric Company 2017-07-03