HOUSTON--(BUSINESS WIRE)--Apr. 7, 2015--
Halliburton Company (NYSE: HAL) today announced it will separately
market for sale the company’s Fixed Cutter and Roller Cone Drill Bits,
Directional Drilling and Logging-While-Drilling
(LWD)/Measurement-While-Drilling (MWD) businesses. The final sale of
these businesses will not be completed until we have reached acceptable
terms and conditions negotiated by Halliburton, the approval of
Halliburton’s Board of Directors and final approvals of the Baker Hughes
acquisition by competition authorities.
“Thanks to employees’ hard work, these businesses represent strong
products and services in the oilfield services industry, and we believe
the value inherent in these businesses will be recognized by prospective
buyers,” said Dave Lesar, chairman and chief executive officer of
Halliburton. “Although we would prefer to retain these assets, we will
be required to divest some of our overlapping businesses to obtain
competition authorities’ approvals as anticipated when we announced the
Halliburton-Baker Hughes transaction. We are excited about the many
benefits of our pending acquisition of Baker Hughes, which was recently
approved by the stockholders of both companies, and look forward to
creating a bellwether global oilfield services company for the benefit
of our stockholders, customers, employees and other stakeholders.”
Halliburton will operate as one company, including the businesses held
for sale, until the sale of the identified businesses is complete, and
the company remains focused on providing the same safe, reliable,
cost-effective service to its customers. Halliburton expects to complete
the sale of the businesses in the same timeframe as the closing of the
pending Baker Hughes acquisition late in the second half of 2015.
About Halliburton
Founded in 1919, Halliburton is one of the world's largest providers of
products and services to the energy industry. With more than 75,000
employees, representing 140 nationalities in over 80 countries, the
company serves the upstream oil and gas industry throughout the
lifecycle of the reservoir — from locating hydrocarbons and managing
geological data, to drilling and formation evaluation, well construction
and completion, and optimizing production through the life of the field.
Visit the company’s website at www.halliburton.com.
Connect with Halliburton on Facebook,
Twitter,
LinkedIn,
Oilpro
and YouTube.
Safe Harbor
The statements in this communication that are not historical statements,
including statements regarding Halliburton’s ability to negotiate
acceptable terms and conditions in connection with the divestitures, the
approval of the divestitures by Halliburton’s Board of Directors, the
approvals from competition authorities of the overall acquisition of
Baker Hughes, and expectations regarding the timing of the divestitures
and the closing of the acquisition of Baker Hughes, are forward-looking
statements within the meaning of the federal securities laws. These
statements are subject to numerous risks and uncertainties, many of
which are beyond the company's control, which could cause actual results
to differ materially from the results expressed or implied by the
statements. These risks and uncertainties include, but are not limited
to: the timing to consummate the proposed transaction; the conditions to
closing of the proposed transaction may not be satisfied or the closing
of the proposed transaction otherwise does not occur; the risk a
regulatory approval that may be required for the proposed transaction is
not obtained or is obtained subject to conditions that are not
anticipated; the diversion of management time on transaction-related
issues; the ultimate timing, outcome and results of integrating the
operations of Halliburton and Baker Hughes and the ultimate outcome of
Halliburton’s operating efficiencies applied to Baker Hughes’ products
and services; the effects of the business combination of Halliburton and
Baker Hughes, including the combined company’s future financial
condition, results of operations, strategy and plans; expected synergies
and other benefits from the proposed transaction and the ability of
Halliburton to realize such synergies and other benefits; results of
litigation, settlements, and investigations; and other risks and
uncertainties described in Halliburton’s Form 10-K for the year ended
December 31, 2014, recent Current Reports on Form 8-K, and other
Securities and Exchange Commission filings. These filings also discuss
some of the important risk factors identified that may affect
Halliburton's business, results of operations, and financial condition.
Halliburton undertakes no obligation to revise or update publicly any
forward-looking statements for any reason.
Additional Information
This communication does not constitute an offer to buy or sell or the
solicitation of an offer to buy or sell any securities or a solicitation
of any vote or approval. This communication relates to a proposed
business combination between Halliburton and Baker Hughes. In connection
with this proposed business combination, Halliburton has filed with the
Securities and Exchange Commission (the "SEC") a registration statement
on Form S-4, including Amendments No. 1 and 2 thereto, and a definitive
joint proxy statement/prospectus of Halliburton and Baker Hughes and
other documents related to the proposed transaction. The registration
statement was declared effective by the SEC on February 17, 2015 and the
definitive proxy statement/prospectus has been mailed to stockholders of
Halliburton and Baker Hughes. INVESTORS AND SECURITY HOLDERS OF
HALLIBURTON AND BAKER HUGHES ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS, REGISTRATION STATEMENT AND OTHER DOCUMENTS FILED
OR THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Investors
and security holders may obtain free copies of these documents and other
documents filed with the SEC by Halliburton and/or Baker Hughes through
the website maintained by the SEC at http://www.sec.gov.
Copies of the documents filed with the SEC by Halliburton are available
free of charge on Halliburton’s internet website at http://www.halliburton.com
or by contacting Halliburton’s Investor Relations Department by email at investors@Halliburton.com
or by phone at +1-281-871-2688. Copies of the documents filed with the
SEC by Baker Hughes are available free of charge on Baker Hughes’
internet website at http://www.bakerhughes.com
or by contacting Baker Hughes’ Investor Relations Department by email at trey.clark@bakerhughes.com
or alondra.oteyza@bakerhughes.com
or by phone at +1-713-439-8039 or +1-713-439-8822.
Participants in Solicitation
Halliburton, Baker Hughes, their respective directors and certain of
their respective executive officers may be considered participants in
the solicitation of proxies in connection with the proposed transaction.
Information about the directors and executive officers of Halliburton is
set forth in its Annual Report on Form 10-K for the year ended December
31, 2014, which was filed with the SEC on February 24, 2015, and its
proxy statement for its 2015 annual meeting of stockholders, which was
filed with the SEC on April 7, 2015. Information about the directors and
executive officers of Baker Hughes is set forth in its Annual Report on
Form 10-K for the year ended December 31, 2014, which was filed with the
SEC on February 26, 2015, and its proxy statement for its 2015 annual
meeting of stockholders, which was filed with the SEC on March 27, 2015.
These documents can be obtained free of charge from the sources
indicated above. Additional information regarding the participants in
the proxy solicitations and a description of their direct and indirect
interests, by security holdings or otherwise, are contained in the proxy
statement/prospectus and other relevant materials filed with the SEC.
Source: Halliburton
Halliburton
For Investors:
Kelly Youngblood,
281-871-2688
Investor Relations
Investors@Halliburton.com
or
For
Media:
Emily Mir, 281-871-2601
Public Relations
PR@Halliburton.com
