$BKR·8-K

Baker Hughes Co · May 21, 4:01 PM ET

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Baker Hughes Co 8-K

Research Summary

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Updated

Baker Hughes Announces Chart Industries Merger Enters EU Phase I Review

What Happened

  • Baker Hughes Company (BKR) reported that it, Merger Sub (Tango Merger Sub, Inc.) and Chart Industries, Inc. entered into an Agreement and Plan of Merger on July 28, 2025.
  • On May 21, 2026 Baker Hughes filed a Form CO with the European Commission, initiating the EC’s Phase I review of the proposed acquisition of Chart. Baker Hughes says, based on the Phase I timeline and subject to EC approval and other regulatory approvals and customary closing conditions, it expects the merger to close in July 2026. If completed, Chart will survive the merger as an indirect wholly owned subsidiary of Baker Hughes.

Key Details

  • Merger Agreement signed: July 28, 2025.
  • Form CO filed with European Commission: May 21, 2026 (starts EC Phase I review).
  • Expected close (subject to approvals): July 2026.
  • Merger structure: Tango Merger Sub will merge with and into Chart; Chart to become an indirect wholly owned subsidiary of Baker Hughes.

Why It Matters

  • This filing updates investors on regulatory progress for Baker Hughes’ planned acquisition of Chart Industries—an important step because EU approval is required before closing.
  • The company emphasizes this timeline is conditional: closing depends on EC and other regulatory approvals, financing and customary conditions. The 8-K also reiterates forward-looking risks (regulatory outcomes, ability to finance the deal, integration challenges, indebtedness and related impacts) and refers investors to risk disclosures in Baker Hughes’ 2025 Form 10-K (filed Feb 5, 2026).

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