☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Baker Hughes, a GE company, LLC
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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
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Houston,
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Texas
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77073-5101
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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5.125% Senior Notes Due 2040
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-
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New York Stock Exchange
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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þ
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page No.
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Three Months Ended September 30,
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Nine Months Ended September 30,
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||||||||||
(In millions, except per unit amounts)
|
2019
|
2018
|
2019
|
2018
|
||||||||
Revenue:
|
|
|
|
|
|
|
||||||
Sales of goods
|
$
|
3,339
|
|
$
|
3,142
|
|
$
|
9,886
|
|
$
|
9,421
|
|
Sales of services
|
2,543
|
|
2,523
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|
7,604
|
|
7,191
|
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||||
Total revenue
|
5,882
|
|
5,665
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17,490
|
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16,612
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||||||
Costs and expenses:
|
|
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|
|||||||
Cost of goods sold
|
2,901
|
|
2,819
|
|
8,647
|
|
8,371
|
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||||
Cost of services sold
|
1,880
|
|
1,873
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|
5,705
|
|
5,491
|
|
||||
Selling, general and administrative
|
679
|
|
608
|
|
2,083
|
|
1,944
|
|
||||
Restructuring, impairment and other
|
71
|
|
66
|
|
183
|
|
374
|
|
||||
Separation and merger related
|
54
|
|
17
|
|
128
|
|
113
|
|
||||
Total costs and expenses
|
5,585
|
|
5,383
|
|
16,746
|
|
16,293
|
|
||||
Operating income
|
297
|
|
282
|
|
744
|
|
319
|
|
||||
Other non operating income (loss), net
|
(14
|
)
|
6
|
|
(124
|
)
|
51
|
|
||||
Interest expense, net
|
(59
|
)
|
(55
|
)
|
(174
|
)
|
(164
|
)
|
||||
Income before income taxes and equity in loss of affiliate
|
224
|
|
233
|
|
446
|
|
206
|
|
||||
Equity in loss of affiliate
|
—
|
|
(85
|
)
|
—
|
|
(139
|
)
|
||||
Provision for income taxes
|
(107
|
)
|
(108
|
)
|
(269
|
)
|
(208
|
)
|
||||
Net income (loss)
|
117
|
|
40
|
|
177
|
|
(141
|
)
|
||||
Less: Net income attributable to noncontrolling interests
|
7
|
|
1
|
|
20
|
|
14
|
|
||||
Net income (loss) attributable to Baker Hughes, a GE company, LLC
|
$
|
110
|
|
$
|
39
|
|
$
|
157
|
|
$
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(155
|
)
|
|
|
|
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|
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||||||
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|
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|
||||||
Cash distribution per common unit
|
$
|
0.18
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|
$
|
0.18
|
|
$
|
0.54
|
|
$
|
0.54
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
(In millions)
|
2019
|
2018
|
2019
|
2018
|
||||||||
Net income (loss)
|
$
|
117
|
|
$
|
40
|
|
$
|
177
|
|
$
|
(141
|
)
|
Less: Net income attributable to noncontrolling interests
|
7
|
|
1
|
|
20
|
|
14
|
|
||||
Net income (loss) attributable to Baker Hughes, a GE company, LLC
|
110
|
|
39
|
|
157
|
|
(155
|
)
|
||||
Other comprehensive income (loss):
|
|
|
|
|
||||||||
Investment securities
|
(1
|
)
|
(1
|
)
|
—
|
|
(3
|
)
|
||||
Foreign currency translation adjustments
|
(123
|
)
|
(88
|
)
|
(96
|
)
|
(312
|
)
|
||||
Cash flow hedges
|
2
|
|
(2
|
)
|
3
|
|
(1
|
)
|
||||
Benefit plans
|
7
|
|
1
|
|
(6
|
)
|
3
|
|
||||
Other comprehensive loss
|
(115
|
)
|
(90
|
)
|
(99
|
)
|
(313
|
)
|
||||
Less: Other comprehensive loss attributable to noncontrolling interests
|
—
|
|
—
|
|
(1
|
)
|
(1
|
)
|
||||
Other comprehensive loss attributable to Baker Hughes, a GE company, LLC
|
(115
|
)
|
(90
|
)
|
(98
|
)
|
(312
|
)
|
||||
Comprehensive income (loss)
|
2
|
|
(50
|
)
|
78
|
|
(454
|
)
|
||||
Less: Comprehensive income attributable to noncontrolling interests
|
7
|
|
1
|
|
19
|
|
13
|
|
||||
Comprehensive income (loss) attributable to Baker Hughes, a GE company, LLC
|
$
|
(5
|
)
|
$
|
(51
|
)
|
$
|
59
|
|
$
|
(467
|
)
|
(In millions)
|
September 30, 2019
|
December 31, 2018
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||||
ASSETS
|
||||||
Current assets:
|
|
|
||||
Cash and cash equivalents (1)
|
$
|
2,804
|
|
$
|
3,677
|
|
Current receivables, net
|
6,240
|
|
6,062
|
|
||
Inventories, net
|
4,739
|
|
4,620
|
|
||
All other current assets
|
1,057
|
|
639
|
|
||
Total current assets
|
14,840
|
|
14,998
|
|
||
Property, plant and equipment (net of accumulated depreciation of $4,160 and $3,625)
|
6,141
|
|
6,228
|
|
||
Goodwill
|
20,360
|
|
20,423
|
|
||
Other intangible assets, net
|
5,431
|
|
5,719
|
|
||
Contract and other deferred assets
|
1,851
|
|
1,894
|
|
||
All other assets
|
2,815
|
|
1,900
|
|
||
Deferred income taxes
|
943
|
|
1,072
|
|
||
Total assets (1)
|
$
|
52,381
|
|
$
|
52,234
|
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LIABILITIES AND EQUITY
|
||||||
Current liabilities:
|
|
|
||||
Accounts payable
|
$
|
3,877
|
|
$
|
4,018
|
|
Short-term debt and current portion of long-term debt (1)
|
694
|
|
942
|
|
||
Progress collections and deferred income
|
2,436
|
|
1,765
|
|
||
All other current liabilities
|
2,311
|
|
2,276
|
|
||
Total current liabilities
|
9,318
|
|
9,001
|
|
||
Long-term debt
|
6,313
|
|
6,285
|
|
||
Deferred income taxes
|
13
|
|
94
|
|
||
Liabilities for pensions and other postretirement benefits
|
977
|
|
1,018
|
|
||
All other liabilities
|
1,417
|
|
960
|
|
||
Members' Equity:
|
|
|
||||
Members' capital (common units 1,027 and 1,035 issued and outstanding as of September 30, 2019 and December 31, 2018, respectively)
|
37,114
|
|
37,582
|
|
||
Retained loss
|
(196
|
)
|
(354
|
)
|
||
Accumulated other comprehensive loss
|
(2,679
|
)
|
(2,462
|
)
|
||
Baker Hughes, a GE company, LLC members' equity
|
34,239
|
|
34,766
|
|
||
Noncontrolling interests
|
104
|
|
110
|
|
||
Total equity
|
34,343
|
|
34,876
|
|
||
Total liabilities and equity
|
$
|
52,381
|
|
$
|
52,234
|
|
(1)
|
Total assets include $647 million and $896 million of assets held on behalf of General Electric Company, of which $528 million and $747 million is cash and cash equivalents and $119 million and $149 million is investment securities at September 30, 2019 and December 31, 2018, 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
|
Retained
Earnings (Loss) |
Accumulated
Other Comprehensive Loss |
Non-controlling
Interests |
Total Equity
|
||||||||||
Balance at December 31, 2018
|
$
|
37,582
|
|
$
|
(354
|
)
|
$
|
(2,462
|
)
|
$
|
110
|
|
$
|
34,876
|
|
Comprehensive income (loss):
|
|
|
|
|
|
||||||||||
Net income
|
|
|
157
|
|
|
20
|
|
177
|
|
||||||
Other comprehensive loss
|
|
|
|
(98
|
)
|
(1
|
)
|
(99
|
)
|
||||||
Regular cash distribution to members ($0.54 per unit)
|
(560
|
)
|
|
|
|
|
(560
|
)
|
|||||||
Other transactions with members
|
177
|
|
|
(119
|
)
|
|
58
|
|
|||||||
Repurchase of common units
|
(250
|
)
|
|
|
|
(250
|
)
|
||||||||
Baker Hughes stock-based compensation cost
|
136
|
|
|
|
|
136
|
|
||||||||
Other
|
29
|
|
1
|
|
|
(25
|
)
|
5
|
|
||||||
Balance at September 30, 2019
|
$
|
37,114
|
|
$
|
(196
|
)
|
$
|
(2,679
|
)
|
$
|
104
|
|
$
|
34,343
|
|
(In millions, except per unit amounts)
|
Common Unitholders
|
Retained
Earnings (Loss) |
Accumulated
Other Comprehensive Loss |
Non-controlling
Interests |
Total Equity
|
||||||||||
Balance at June 30, 2019
|
$
|
37,418
|
|
$
|
(306
|
)
|
$
|
(2,564
|
)
|
$
|
116
|
|
$
|
34,664
|
|
Comprehensive income (loss):
|
|
|
|
|
|
||||||||||
Net income
|
|
|
110
|
|
|
7
|
|
117
|
|
||||||
Other comprehensive loss
|
|
|
|
(115
|
)
|
—
|
|
(115
|
)
|
||||||
Regular cash distribution to members ($0.18 per unit)
|
(187
|
)
|
|
|
|
|
(187
|
)
|
|||||||
Other transactions with members
|
65
|
|
|
|
|
65
|
|
||||||||
Repurchase of common units
|
(250
|
)
|
|
|
|
(250
|
)
|
||||||||
Baker Hughes stock-based compensation cost
|
50
|
|
|
|
|
50
|
|
||||||||
Other
|
18
|
|
|
|
(19
|
)
|
(1
|
)
|
|||||||
Balance at September 30, 2019
|
$
|
37,114
|
|
$
|
(196
|
)
|
$
|
(2,679
|
)
|
$
|
104
|
|
$
|
34,343
|
|
(In millions, except per unit amounts)
|
Common Unitholders
|
Retained
Earnings (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
|
|
|
67
|
|
|
|
67
|
|
|||||||
Comprehensive income (loss):
|
|
|
|
|
|
||||||||||
Net income (loss)
|
|
|
(155
|
)
|
|
14
|
|
(141
|
)
|
||||||
Other comprehensive loss
|
|
|
|
(312
|
)
|
(1
|
)
|
(313
|
)
|
||||||
Regular cash distribution to members ($0.54 per unit)
|
(601
|
)
|
|
|
|
|
(601
|
)
|
|||||||
Other cash distribution to members
|
(37
|
)
|
|
|
|
(37
|
)
|
||||||||
Repurchase of common units
|
(1,000
|
)
|
|
|
|
(1,000
|
)
|
||||||||
Baker Hughes stock-based compensation cost
|
90
|
|
|
|
|
90
|
|
||||||||
Other
|
25
|
|
|
|
(49
|
)
|
(24
|
)
|
|||||||
Balance at September 30, 2018
|
$
|
39,155
|
|
$
|
(629
|
)
|
$
|
(2,193
|
)
|
$
|
104
|
|
$
|
36,437
|
|
(In millions, except per unit amounts)
|
Common Unitholders
|
Retained
Earnings (Loss) |
Accumulated
Other Comprehensive Loss |
Non-controlling
Interests |
Total Equity
|
||||||||||
Balance at June 30, 2018
|
$
|
39,356
|
|
$
|
(668
|
)
|
$
|
(2,103
|
)
|
$
|
109
|
|
$
|
36,694
|
|
Comprehensive income (loss):
|
|
|
|
|
|
||||||||||
Net income
|
|
|
39
|
|
|
1
|
|
40
|
|
||||||
Other comprehensive loss
|
|
|
|
(90
|
)
|
|
(90
|
)
|
|||||||
Regular cash distribution to members ($0.18 per unit)
|
(198
|
)
|
|
|
|
|
(198
|
)
|
|||||||
Other cash distribution to members
|
(37
|
)
|
|
|
|
(37
|
)
|
||||||||
Baker Hughes stock-based compensation cost
|
31
|
|
|
|
|
31
|
|
||||||||
Other
|
3
|
|
|
|
(6
|
)
|
(3
|
)
|
|||||||
Balance at September 30, 2018
|
$
|
39,155
|
|
$
|
(629
|
)
|
$
|
(2,193
|
)
|
$
|
104
|
|
$
|
36,437
|
|
|
Nine Months Ended September 30,
|
|||||
(In millions)
|
2019
|
2018
|
||||
Cash flows from operating activities:
|
|
|
||||
Net income (loss)
|
$
|
177
|
|
$
|
(141
|
)
|
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
|
|
|
||||
Depreciation and amortization
|
1,065
|
|
1,133
|
|
||
Loss on sale of business
|
138
|
|
—
|
|
||
Benefit for deferred income taxes
|
(46
|
)
|
(126
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
||||
Current receivables
|
(322
|
)
|
(29
|
)
|
||
Inventories
|
(324
|
)
|
(335
|
)
|
||
Accounts payable
|
(27
|
)
|
458
|
|
||
Progress collections and deferred income
|
710
|
|
(198
|
)
|
||
Contract and other deferred assets
|
(46
|
)
|
53
|
|
||
Other operating items, net
|
(510
|
)
|
(144
|
)
|
||
Net cash flows from operating activities
|
815
|
|
671
|
|
||
Cash flows from investing activities:
|
|
|
||||
Expenditures for capital assets
|
(873
|
)
|
(653
|
)
|
||
Proceeds from disposal of assets
|
201
|
|
330
|
|
||
Net cash paid for business interests and acquisitions
|
(69
|
)
|
(20
|
)
|
||
Other investing items, net
|
82
|
|
139
|
|
||
Net cash flows used in investing activities
|
(659
|
)
|
(204
|
)
|
||
Cash flows from financing activities:
|
|
|
||||
Net repayments of short-term debt and other borrowings
|
(191
|
)
|
(319
|
)
|
||
Repayment of long-term debt
|
(36
|
)
|
(673
|
)
|
||
Distributions to members
|
(560
|
)
|
(638
|
)
|
||
Repurchase of common units
|
(250
|
)
|
(1,025
|
)
|
||
Other financing items, net
|
37
|
|
(10
|
)
|
||
Net cash flows used in financing activities
|
(1,000
|
)
|
(2,665
|
)
|
||
Effect of currency exchange rate changes on cash and cash equivalents
|
(29
|
)
|
(87
|
)
|
||
Decrease in cash and cash equivalents
|
(873
|
)
|
(2,285
|
)
|
||
Cash and cash equivalents, beginning of period
|
3,677
|
|
7,026
|
|
||
Cash and cash equivalents, end of period
|
$
|
2,804
|
|
$
|
4,741
|
|
Supplemental cash flows disclosures:
|
|
|
||||
Income taxes paid
|
$
|
299
|
|
$
|
305
|
|
Interest paid
|
$
|
196
|
|
$
|
218
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
Total Revenue
|
2019
|
2018
|
2019
|
2018
|
||||||||
U.S.
|
$
|
1,500
|
|
$
|
1,675
|
|
$
|
4,621
|
|
$
|
4,718
|
|
Non-U.S.
|
4,382
|
|
3,990
|
|
12,869
|
|
11,894
|
|
||||
Total
|
$
|
5,882
|
|
$
|
5,665
|
|
$
|
17,490
|
|
$
|
16,612
|
|
|
September 30, 2019
|
December 31, 2018
|
||||
Customer receivables
|
$
|
5,253
|
|
$
|
4,974
|
|
Related parties
|
569
|
|
746
|
|
||
Other
|
766
|
|
669
|
|
||
Total current receivables
|
6,588
|
|
6,389
|
|
||
Less: Allowance for doubtful accounts
|
(348
|
)
|
(327
|
)
|
||
Total current receivables, net
|
$
|
6,240
|
|
$
|
6,062
|
|
|
September 30, 2019
|
December 31, 2018
|
||||
Finished goods
|
$
|
2,707
|
|
$
|
2,575
|
|
Work in process and raw material
|
2,032
|
|
2,045
|
|
||
Total inventories, net
|
$
|
4,739
|
|
$
|
4,620
|
|
|
Oilfield Services
|
Oilfield Equipment
|
Turbo-machinery & Process Solutions
|
Digital Solutions
|
Total
|
||||||||||
Balance at December 31, 2017, gross
|
$
|
15,565
|
|
$
|
3,901
|
|
$
|
1,906
|
|
$
|
2,036
|
|
$
|
23,408
|
|
Accumulated impairment at December 31, 2017
|
(2,633
|
)
|
(867
|
)
|
—
|
|
(254
|
)
|
(3,754
|
)
|
|||||
Balance at December 31, 2017
|
12,932
|
|
3,034
|
|
1,906
|
|
1,782
|
|
19,654
|
|
|||||
Purchase accounting adjustments (1)
|
(157
|
)
|
293
|
|
394
|
|
429
|
|
959
|
|
|||||
Currency exchange and others
|
(26
|
)
|
(17
|
)
|
(114
|
)
|
(33
|
)
|
(190
|
)
|
|||||
Balance at December 31, 2018
|
12,749
|
|
3,310
|
|
2,186
|
|
2,178
|
|
20,423
|
|
|||||
Currency exchange and others
|
—
|
|
(15
|
)
|
(23
|
)
|
(25
|
)
|
(63
|
)
|
|||||
Balance at September 30, 2019
|
$
|
12,749
|
|
$
|
3,295
|
|
$
|
2,163
|
|
$
|
2,153
|
|
$
|
20,360
|
|
(1)
|
In the second quarter of 2018, we concluded the final determination of the fair value of the assets and liabilities and the related goodwill associated with the acquisition of BHI. Of the total goodwill of $13,669 million resulting from the acquisition of BHI, $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.
|
|
September 30, 2019
|
December 31, 2018
|
||||||||||||||||
|
Gross
Carrying Amount |
Accumulated
Amortization |
Net
|
Gross
Carrying Amount |
Accumulated
Amortization |
Net
|
||||||||||||
Customer relationships
|
$
|
3,016
|
|
$
|
(1,010
|
)
|
$
|
2,006
|
|
$
|
3,085
|
|
$
|
(944
|
)
|
$
|
2,141
|
|
Technology
|
1,063
|
|
(592
|
)
|
471
|
|
1,107
|
|
(526
|
)
|
581
|
|
||||||
Trade names and trademarks
|
690
|
|
(246
|
)
|
444
|
|
698
|
|
(229
|
)
|
469
|
|
||||||
Capitalized software
|
1,165
|
|
(897
|
)
|
268
|
|
1,118
|
|
(824
|
)
|
294
|
|
||||||
Other
|
1
|
|
(1
|
)
|
—
|
|
14
|
|
(2
|
)
|
12
|
|
||||||
Finite-lived intangible assets
|
5,935
|
|
(2,746
|
)
|
3,189
|
|
6,022
|
|
(2,525
|
)
|
3,497
|
|
||||||
Indefinite-lived intangible assets (1)
|
2,242
|
|
—
|
|
2,242
|
|
2,222
|
|
—
|
|
2,222
|
|
||||||
Total intangible assets
|
$
|
8,177
|
|
$
|
(2,746
|
)
|
$
|
5,431
|
|
$
|
8,244
|
|
$
|
(2,525
|
)
|
$
|
5,719
|
|
(1)
|
Indefinite-lived intangible assets are principally comprised of the Baker Hughes trade name.
|
Year
|
Estimated Amortization Expense
|
||
Remainder of 2019
|
$
|
86
|
|
2020
|
325
|
|
|
2021
|
279
|
|
|
2022
|
239
|
|
|
2023
|
226
|
|
|
2024
|
219
|
|
|
September 30, 2019
|
December 31, 2018
|
||||
Long-term product service agreements
|
$
|
576
|
|
$
|
609
|
|
Long-term equipment contracts (1)
|
1,098
|
|
1,085
|
|
||
Contract assets (total revenue in excess of billings) (2)
|
1,674
|
|
1,694
|
|
||
Deferred inventory costs (3)
|
130
|
|
179
|
|
||
Non-recurring engineering costs
|
47
|
|
21
|
|
||
Contract and other deferred assets
|
$
|
1,851
|
|
$
|
1,894
|
|
(1)
|
Reflects revenue earned in excess of billings on our long-term contracts to construct technically complex equipment and certain other service agreements.
|
(2)
|
Contract assets (total revenue in excess of billings) were $1,684 million as of January 1, 2018.
|
(3)
|
Deferred inventory costs were $360 million as of January 1, 2018, which represents cost deferral for shipped goods and other costs where the criteria for revenue recognition has not yet been met.
|
|
September 30, 2019
|
December 31, 2018
|
||||
Progress collections
|
$
|
2,313
|
|
$
|
1,600
|
|
Deferred income
|
123
|
|
165
|
|
||
Progress collections and deferred income (contract liabilities) (1)
|
$
|
2,436
|
|
$
|
1,765
|
|
(1)
|
Progress collections and deferred income (contract liabilities) were $1,775 million at January 1, 2018.
|
Operating Lease Expense
|
Three Months Ended September 30, 2019
|
Nine Months Ended September 30, 2019
|
||||
Long-term fixed lease
|
$
|
61
|
|
$
|
169
|
|
Long-term variable lease
|
13
|
|
37
|
|
||
Short-term lease (1)
|
202
|
|
544
|
|
||
Total operating lease expense
|
$
|
276
|
|
$
|
750
|
|
(1)
|
Includes leases with a term of one month or less
|
Year
|
Operating Leases
|
||
Remainder of 2019
|
$
|
55
|
|
2020
|
208
|
|
|
2021
|
152
|
|
|
2022
|
122
|
|
|
2023
|
83
|
|
|
Thereafter
|
369
|
|
|
Total lease payments
|
989
|
|
|
Less: imputed interest
|
174
|
|
|
Total
|
$
|
815
|
|
|
Operating Leases
|
||
All other current liabilities
|
$
|
188
|
|
All other liabilities
|
627
|
|
|
Total
|
$
|
815
|
|
|
September 30, 2019
|
December 31, 2018
|
||||
Short-term borrowings
|
|
|
||||
Short-term borrowings from GE
|
$
|
647
|
|
$
|
896
|
|
Other borrowings
|
47
|
|
46
|
|
||
Total short-term borrowings
|
694
|
|
942
|
|
||
|
|
|
||||
Long-term borrowings
|
|
|
||||
3.2% Senior Notes due August 2021
|
520
|
|
523
|
|
||
2.773% Senior Notes due December 2022
|
1,246
|
|
1,245
|
|
||
8.55% Debentures due June 2024
|
128
|
|
131
|
|
||
3.337% Senior Notes due December 2027
|
1,343
|
|
1,343
|
|
||
6.875% Notes due January 2029
|
290
|
|
294
|
|
||
5.125% Senior Notes due September 2040
|
1,303
|
|
1,306
|
|
||
4.08% Senior Notes due December 2047
|
1,337
|
|
1,336
|
|
||
Other long-term borrowings
|
146
|
|
107
|
|
||
Total long-term borrowings
|
6,313
|
|
6,285
|
|
||
Total borrowings
|
$
|
7,008
|
|
$
|
7,227
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||
Service cost
|
$
|
4
|
|
$
|
5
|
|
$
|
14
|
|
$
|
15
|
|
Interest cost
|
24
|
|
18
|
|
65
|
|
54
|
|
||||
Expected return on plan assets
|
(33
|
)
|
(30
|
)
|
(88
|
)
|
(90
|
)
|
||||
Amortization of net actuarial loss
|
5
|
|
2
|
|
14
|
|
6
|
|
||||
Curtailment loss
|
—
|
|
—
|
|
7
|
|
—
|
|
||||
Net periodic cost (benefit)
|
$
|
—
|
|
$
|
(5
|
)
|
$
|
12
|
|
$
|
(15
|
)
|
|
Common Units Held by Baker Hughes
|
Common Units Held by GE
|
||
Balance at December 31, 2018
|
513,399
|
|
521,543
|
|
Issue of units to Baker Hughes under equity incentive plan
|
3,531
|
|
—
|
|
Exchange of common units(1)
|
132,250
|
|
(132,250
|
)
|
Repurchase of common units (2)
|
—
|
|
(11,865
|
)
|
Balance at September 30, 2019
|
649,181
|
|
377,428
|
|
(1)
|
In September 2019, Baker Hughes completed an underwritten secondary public offering in which GE and its affiliates sold 132.3 million of its shares of Class A common stock. The offering included the exchange of our common units (together with the corresponding shares of Class B common stock of Baker Hughes) for Class A common stock of Baker Hughes by GE and its affiliates per the Exchange Agreement.
|
(2)
|
In September 2019, we also repurchased 11.9 million of our common units from GE and its affiliates for an aggregate of $250 million, or $21.07 per unit, which is the same per unit price, net of discounts and commissions paid by the underwriters to GE and its affiliates in the underwritten public offering. In connection with this repurchase, the corresponding shares of Class B common stock of Baker Hughes held by GE and its affiliates were canceled.
|
|
Investment Securities
|
Foreign Currency Translation Adjustments
|
Cash Flow Hedges
|
Benefit Plans
|
Accumulated Other Comprehensive Loss
|
||||||||||
Balance at December 31, 2018
|
$
|
—
|
|
$
|
(2,326
|
)
|
$
|
(3
|
)
|
$
|
(133
|
)
|
$
|
(2,462
|
)
|
Other comprehensive income (loss) before reclassifications
|
—
|
|
(96
|
)
|
2
|
|
(22
|
)
|
(116
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
—
|
|
2
|
|
19
|
|
21
|
|
|||||
Deferred taxes
|
—
|
|
—
|
|
(1
|
)
|
(3
|
)
|
(4
|
)
|
|||||
Other comprehensive income (loss)
|
—
|
|
(96
|
)
|
3
|
|
(6
|
)
|
(99
|
)
|
|||||
Less: Other comprehensive income (loss) attributable to noncontrolling interests
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
(1
|
)
|
|||||
Less: Other adjustments
|
—
|
|
—
|
|
—
|
|
119
|
|
119
|
|
|||||
Balance at September 30, 2019
|
$
|
—
|
|
$
|
(2,421
|
)
|
$
|
—
|
|
$
|
(258
|
)
|
$
|
(2,679
|
)
|
|
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
|
(2
|
)
|
(312
|
)
|
(1
|
)
|
5
|
|
(310
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Deferred taxes
|
(1
|
)
|
—
|
|
—
|
|
(2
|
)
|
(3
|
)
|
|||||
Other comprehensive income (loss)
|
(3
|
)
|
(312
|
)
|
(1
|
)
|
3
|
|
(313
|
)
|
|||||
Less: Other comprehensive income (loss) attributable to noncontrolling interests
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
(1
|
)
|
|||||
Balance at September 30, 2018
|
$
|
(2
|
)
|
$
|
(2,135
|
)
|
$
|
1
|
|
$
|
(57
|
)
|
$
|
(2,193
|
)
|
|
September 30, 2019
|
December 31, 2018
|
||||||||||||||||||||||
|
Level 1
|
Level 2
|
Level 3
|
Net Balance
|
Level 1
|
Level 2
|
Level 3
|
Net Balance
|
||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Derivatives
|
$
|
—
|
|
$
|
51
|
|
$
|
—
|
|
$
|
51
|
|
$
|
—
|
|
$
|
74
|
|
$
|
—
|
|
$
|
74
|
|
Investment securities
|
39
|
|
—
|
|
265
|
|
304
|
|
39
|
|
—
|
|
288
|
|
327
|
|
||||||||
Total assets
|
39
|
|
51
|
|
265
|
|
355
|
|
39
|
|
74
|
|
288
|
|
401
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||||||||||
Derivatives
|
—
|
|
(44
|
)
|
—
|
|
(44
|
)
|
—
|
|
(82
|
)
|
—
|
|
(82
|
)
|
||||||||
Total liabilities
|
$
|
—
|
|
$
|
(44
|
)
|
$
|
—
|
|
$
|
(44
|
)
|
$
|
—
|
|
$
|
(82
|
)
|
$
|
—
|
|
$
|
(82
|
)
|
|
2019
|
2018
|
||||
Balance at January 1
|
$
|
288
|
|
$
|
304
|
|
Purchases
|
7
|
|
47
|
|
||
Proceeds at maturity
|
(31
|
)
|
(55
|
)
|
||
Balance at September 30
|
$
|
265
|
|
$
|
296
|
|
|
September 30, 2019
|
December 31, 2018
|
||||||||||||||||||||||
|
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 (1)
|
$
|
264
|
|
$
|
1
|
|
$
|
—
|
|
$
|
265
|
|
$
|
288
|
|
$
|
—
|
|
$
|
—
|
|
$
|
288
|
|
Equity securities (2)
|
39
|
|
—
|
|
—
|
|
39
|
|
39
|
|
—
|
|
—
|
|
39
|
|
||||||||
Total
|
$
|
303
|
|
$
|
1
|
|
$
|
—
|
|
$
|
304
|
|
$
|
327
|
|
$
|
—
|
|
$
|
—
|
|
$
|
327
|
|
(1)
|
All of our investment securities are classified as available for sale instruments. Non-U.S. debt securities mature within four years.
|
(2)
|
Gains (losses) recorded to earnings related to these securities were nil and $(6) million for the three months ended September 30, 2019 and 2018, respectively, and $1 million and $(9) million for the nine months ended September 30, 2019 and 2018, respectively.
|
|
September 30, 2019
|
December 31, 2018
|
||||||||||
|
Assets
|
(Liabilities)
|
Assets
|
(Liabilities)
|
||||||||
Derivatives accounted for as hedges
|
|
|
|
|
||||||||
Currency exchange contracts
|
$
|
2
|
|
$
|
(3
|
)
|
$
|
—
|
|
$
|
(7
|
)
|
|
|
|
|
|
||||||||
Derivatives not accounted for as hedges
|
|
|
|
|
||||||||
Currency exchange contracts
|
49
|
|
(41
|
)
|
74
|
|
(75
|
)
|
||||
Total derivatives
|
$
|
51
|
|
$
|
(44
|
)
|
$
|
74
|
|
$
|
(82
|
)
|
|
Three Months Ended September 30,
|
Nine Months Ended September 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
|
||||||||||||||||||||
|
2019
|
2018
|
2019
|
2018
|
2019
|
2018
|
2019
|
2018
|
||||||||||||||||
Currency exchange contracts
|
$
|
1
|
|
$
|
(2
|
)
|
$
|
(1
|
)
|
$
|
—
|
|
$
|
2
|
|
$
|
(1
|
)
|
$
|
(2
|
)
|
$
|
—
|
|
Derivatives not designated as hedging instruments
|
Condensed consolidated statement of income caption
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
2019
|
2018
|
2019
|
2018
|
||||||||||
Currency exchange contracts (1)
|
Cost of goods sold
|
$
|
(8
|
)
|
$
|
(4
|
)
|
$
|
(13
|
)
|
$
|
—
|
|
Currency exchange contracts
|
Selling, general and administrative
|
(7
|
)
|
(6
|
)
|
(11
|
)
|
(4
|
)
|
||||
Commodity derivatives
|
Cost of goods sold
|
2
|
|
(3
|
)
|
2
|
|
(2
|
)
|
||||
Other derivatives
|
Other non operating income (loss), net
|
(1
|
)
|
—
|
|
1
|
|
—
|
|
||||
Total (2)
|
|
$
|
(14
|
)
|
$
|
(13
|
)
|
$
|
(21
|
)
|
$
|
(6
|
)
|
(1)
|
Excludes gains on embedded derivatives of $1 million and $3 million for the three months ended September 30, 2019 and 2018, respectively, and losses of nil and $6 million during the nine months ended September 30, 2019 and 2018, respectively, as embedded derivatives are not considered to be hedging instruments in our economic hedges.
|
(2)
|
The effect on earnings of derivatives not designated as hedges is substantially offset by change in fair value of the economically hedged items in the current and future periods.
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
Segments revenue
|
2019
|
2018
|
2019
|
2018
|
||||||||
Oilfield Services
|
$
|
3,348
|
|
$
|
2,993
|
|
$
|
9,597
|
|
$
|
8,554
|
|
Oilfield Equipment
|
728
|
|
631
|
|
2,156
|
|
1,912
|
|
||||
Turbomachinery & Process Solutions
|
1,197
|
|
1,389
|
|
3,904
|
|
4,233
|
|
||||
Digital Solutions
|
609
|
|
653
|
|
1,833
|
|
1,913
|
|
||||
Total
|
$
|
5,882
|
|
$
|
5,665
|
|
$
|
17,490
|
|
$
|
16,612
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
Segment income (loss) before income taxes
|
2019
|
2018
|
2019
|
2018
|
||||||||
Oilfield Services
|
$
|
274
|
|
$
|
231
|
|
$
|
683
|
|
$
|
561
|
|
Oilfield Equipment
|
14
|
|
6
|
|
40
|
|
(12
|
)
|
||||
Turbomachinery & Process Solutions
|
161
|
|
132
|
|
414
|
|
364
|
|
||||
Digital Solutions
|
82
|
|
106
|
|
234
|
|
275
|
|
||||
Total segment
|
531
|
|
475
|
|
1,370
|
|
1,189
|
|
||||
Corporate
|
(109
|
)
|
(98
|
)
|
(314
|
)
|
(294
|
)
|
||||
Inventory impairments (1)
|
—
|
|
(12
|
)
|
—
|
|
(88
|
)
|
||||
Restructuring, impairment and other
|
(71
|
)
|
(66
|
)
|
(183
|
)
|
(374
|
)
|
||||
Separation and merger related
|
(54
|
)
|
(17
|
)
|
(128
|
)
|
(113
|
)
|
||||
Other non operating income (loss), net
|
(14
|
)
|
6
|
|
(124
|
)
|
51
|
|
||||
Interest expense, net
|
(59
|
)
|
(55
|
)
|
(174
|
)
|
(164
|
)
|
||||
Total
|
$
|
224
|
|
$
|
233
|
|
$
|
446
|
|
$
|
206
|
|
(1)
|
Charges for inventory impairments are reported in the "Cost of goods sold" caption of the condensed consolidated statements of income (loss).
|
i.
|
Provision of certain transition services by each of BHGE LLC and GE, including providing for the development and use of certain service related intellectual property at the end of the transition period and the management of certain data and information for future business needs;
|
ii.
|
Sale of certain digital business assets of the Company to GE for consideration of $50 million, which closed on September 3, 2019;
|
iii.
|
Modification of certain sales arrangements between the parties and the ability of each party to directly market offerings of its digital business to customers in the oil and gas industry;
|
iv.
|
Research and development efforts and the purchase of products and services related to aero-derivative turbines;
|
v.
|
Supply and distribution terms for certain trailer-mounted gas turbine generator-based engine units and related parts and services; and
|
vi.
|
Repayment by the Company to GE of amounts due under the previously disclosed promissory note, net of certain costs and tax adjustments;
|
|
2019
|
2018
|
||||
Balance at January 1
|
$
|
236
|
|
$
|
164
|
|
Provisions
|
6
|
|
26
|
|
||
Expenditures
|
(12
|
)
|
(83
|
)
|
||
Other (1)
|
(8
|
)
|
128
|
|
||
Balance at September 30
|
$
|
222
|
|
$
|
235
|
|
(1)
|
2018 amount is primarily related to the acquisition of BHI.
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||
Oilfield Services
|
$
|
27
|
|
$
|
20
|
|
$
|
63
|
|
$
|
119
|
|
Oilfield Equipment
|
1
|
|
8
|
|
19
|
|
26
|
|
||||
Turbomachinery & Process Solutions
|
10
|
|
17
|
|
39
|
|
56
|
|
||||
Digital Solutions
|
—
|
|
2
|
|
12
|
|
18
|
|
||||
Corporate
|
—
|
|
2
|
|
12
|
|
23
|
|
||||
Total
|
$
|
38
|
|
$
|
49
|
|
$
|
145
|
|
$
|
242
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||
Property, plant & equipment, net
|
$
|
6
|
|
$
|
18
|
|
$
|
22
|
|
$
|
55
|
|
Employee-related termination expenses
|
28
|
|
15
|
|
106
|
|
114
|
|
||||
Asset relocation costs
|
1
|
|
7
|
|
5
|
|
20
|
|
||||
Environmental remediation costs
|
1
|
|
—
|
|
1
|
|
3
|
|
||||
Contract termination fees
|
2
|
|
5
|
|
11
|
|
33
|
|
||||
Other
|
—
|
|
4
|
|
—
|
|
17
|
|
||||
Total
|
$
|
38
|
|
$
|
49
|
|
$
|
145
|
|
$
|
242
|
|
•
|
North America onshore activity: in the third quarter of 2019, we experienced a decline in the rig count, as compared to the third quarter of 2018. We expect that in the short-term, North American onshore activity will continue to decline as operators exhaust budgets. Over the long-term, we remain optimistic about the outlook.
|
•
|
International onshore activity: we have seen an increase in rig count activity in the third quarter of 2019 and expect this growth to continue for the remainder of the year, albeit at a slower rate. We have seen signs of improvement with the increase in commodity prices during the quarter, but due to continued volatility, we remain cautious as to growth expectations.
|
•
|
Offshore projects: we have begun to see increasing customer activity on offshore projects and more final investment decisions being made. Subsea tree awards increased in 2018 and we expect subsea awards to be roughly flat in 2019, though still at levels well below prior 2012 & 2013 peaks. We expect customers to continue to evaluate the timing of final investment decisions, and in light of increased commodity price volatility, there may be some project delays.
|
•
|
Liquefied Natural Gas (LNG) projects: while currently oversupplied, we believe a significant number of final investment decisions are needed to fill the projected supply-demand imbalance in the early to middle part of the next decade. Within the first three quarters of 2019, we have seen multiple large-scale LNG projects reach a positive final investment decision. We continue to view the long-term economics of the LNG industry as positive given our outlook for supply and demand.
|
•
|
Refinery, petrochemical and industrial projects: in refining, we believe large, complex refineries should gain advantage in a more competitive, oversupplied landscape in 2019 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 2019. 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 2019.
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||
Brent oil price ($/Bbl) (1)
|
$
|
61.95
|
|
$
|
75.07
|
|
$
|
64.65
|
|
$
|
72.17
|
|
WTI oil price ($/Bbl) (2)
|
56.34
|
|
69.69
|
|
57.04
|
|
66.93
|
|
||||
Natural gas price ($/mmBtu) (3)
|
2.38
|
|
2.93
|
|
2.62
|
|
2.95
|
|
(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 September 30,
|
|
Nine Months Ended September 30,
|
|
||||||||
|
2019
|
2018
|
% Change
|
2019
|
2018
|
% Change
|
||||||
North America
|
1,052
|
|
1,260
|
|
(17
|
)%
|
1,117
|
|
1,214
|
|
(8
|
)%
|
International
|
1,144
|
|
1,003
|
|
14
|
%
|
1,094
|
|
980
|
|
12
|
%
|
Worldwide
|
2,196
|
|
2,263
|
|
(3
|
%)
|
2,211
|
|
2,194
|
|
1
|
%
|
|
Three Months Ended September 30,
|
$ Change
|
Nine Months Ended September 30,
|
$ Change
|
||||||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||||||||
Revenue:
|
|
|
|
|
|
|
||||||||||||
Oilfield Services
|
$
|
3,348
|
|
$
|
2,993
|
|
$
|
355
|
|
$
|
9,597
|
|
$
|
8,554
|
|
$
|
1,043
|
|
Oilfield Equipment
|
728
|
|
631
|
|
97
|
|
2,156
|
|
1,912
|
|
244
|
|
||||||
Turbomachinery & Process Solutions
|
1,197
|
|
1,389
|
|
(192
|
)
|
3,904
|
|
4,233
|
|
(329
|
)
|
||||||
Digital Solutions
|
609
|
|
653
|
|
(44
|
)
|
1,833
|
|
1,913
|
|
(80
|
)
|
||||||
Total
|
$
|
5,882
|
|
$
|
5,665
|
|
$
|
217
|
|
$
|
17,490
|
|
$
|
16,612
|
|
$
|
878
|
|
|
Three Months Ended September 30,
|
$ Change
|
Nine Months Ended September 30,
|
$ Change
|
||||||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||||||||
Segment operating income (loss):
|
|
|
|
|
|
|
||||||||||||
Oilfield Services
|
$
|
274
|
|
$
|
231
|
|
$
|
43
|
|
$
|
683
|
|
$
|
561
|
|
$
|
122
|
|
Oilfield Equipment
|
14
|
|
6
|
|
8
|
|
40
|
|
(12
|
)
|
52
|
|
||||||
Turbomachinery & Process Solutions
|
161
|
|
132
|
|
29
|
|
414
|
|
364
|
|
50
|
|
||||||
Digital Solutions
|
82
|
|
106
|
|
(24
|
)
|
234
|
|
275
|
|
(41
|
)
|
||||||
Total segment operating income
|
531
|
|
475
|
|
56
|
|
1,370
|
|
1,189
|
|
181
|
|
||||||
Corporate
|
(109
|
)
|
(98
|
)
|
(11
|
)
|
(314
|
)
|
(294
|
)
|
(20
|
)
|
||||||
Inventory impairment
|
—
|
|
(12
|
)
|
12
|
|
—
|
|
(88
|
)
|
88
|
|
||||||
Restructuring, impairment and other
|
(71
|
)
|
(66
|
)
|
(5
|
)
|
(183
|
)
|
(374
|
)
|
191
|
|
||||||
Separation and merger related
|
(54
|
)
|
(17
|
)
|
(37
|
)
|
(128
|
)
|
(113
|
)
|
(15
|
)
|
||||||
Operating income
|
297
|
|
282
|
|
15
|
|
744
|
|
319
|
|
425
|
|
||||||
Other non operating income (loss), net
|
(14
|
)
|
6
|
|
(20
|
)
|
(124
|
)
|
51
|
|
(175
|
)
|
||||||
Interest expense, net
|
(59
|
)
|
(55
|
)
|
(4
|
)
|
(174
|
)
|
(164
|
)
|
(10
|
)
|
||||||
Income (loss) before income taxes and equity in loss of affiliate
|
224
|
|
233
|
|
(9
|
)
|
446
|
|
206
|
|
240
|
|
||||||
Equity in loss of affiliate
|
—
|
|
(85
|
)
|
85
|
|
—
|
|
(139
|
)
|
139
|
|
||||||
Provision for income taxes
|
(107
|
)
|
(108
|
)
|
1
|
|
(269
|
)
|
(208
|
)
|
(61
|
)
|
||||||
Net income (loss)
|
$
|
117
|
|
$
|
40
|
|
$
|
77
|
|
$
|
177
|
|
$
|
(141
|
)
|
$
|
318
|
|
(In millions)
|
2019
|
2018
|
||||
Operating activities
|
$
|
815
|
|
$
|
671
|
|
Investing activities
|
(659
|
)
|
(204
|
)
|
||
Financing activities
|
(1,000
|
)
|
(2,665
|
)
|
|
||
|
||
|
||
|
||
101.INS*
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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:
|
October 30, 2019
|
By:
|
/s/ BRIAN WORRELL
|
|
|
Brian Worrell
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
Date:
|
October 30, 2019
|
By:
|
/s/ KURT CAMILLERI
|
|
|
Kurt Camilleri
|
|
|
|
Vice President, Controller and Chief Accounting Officer
|
|
|
|
||
Date:
|
October 30, 2019
|
By:
|
/s/ Lorenzo Simonelli
|
|
|
|
|
Lorenzo Simonelli
|
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
||
Date:
|
October 30, 2019
|
By:
|
/s/ Brian Worrell
|
|
|
|
|
Brian Worrell
|
|
|
|
|
Chief Financial Officer
|
|
|
|
(i)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(ii)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Lorenzo Simonelli
|
|
|
Name:
|
|
Lorenzo Simonelli
|
|
|
Title:
|
|
President and Chief Executive Officer
|
|
|
Date:
|
|
October 30, 2019
|
|
|
|
|
|
|
|
|
|
/s/ Brian Worrell
|
|
|
Name:
|
|
Brian Worrell
|
|
|
Title:
|
|
Chief Financial Officer
|
|
|
Date:
|
|
October 30, 2019
|