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GE to Merge Oil Unit with Baker Hughes to Create Service Giant

FILE - The logo of Dow Jones Industrial Average stock market index listed company General Electric is shown at their subsidiary company GE Aviation in Santa Ana, California, Apr. 13, 2016.

General Electric Co. said on Monday it would merge its oil and gas business with Baker Hughes Inc., creating the world's second-largest oilfield services provider as industry competition heats up to supply more-efficient products and services to the energy industry.

The deal to create a company with $32 billion in annual revenue will combine GE's strengths in making equipment long-prized by oil producers with Baker Hughes's expertise in drilling and fracking new wells.

GE is already the world's largest oilfield equipment maker, supplying blowout preventers, pumps and compressors used in exploration and production. GE also has invested heavily in large data processing services just as the oil industry eyes its potential to boost oil recovery.

Baker Hughes, by contrast, is seen as one of the world leaders in horizontal drilling, chemicals used to frack and other services key to oil production.

"Both of them are quite complimentary in terms of their skills set," GE Chief Executive Jeff Immelt said on CNBC on Monday. "Our oil gas customers are going to want more productivity solutions."

Still, shares of Baker Hughes were down nearly 3 percent, a drop that Immelt and Baker CEO Martin Craighead said likely was due to the deal's complicated structure.

The new company will vault Baker Hughes's market share ahead of rival Halliburton Co, which tried and failed to buy Baker until the deal collapsed last May, and also compete heavily with Schlumberger NV, the world's largest oilfield service provider, for customers.

GE will own 62.5 percent of the new publicly traded company.

The deal is expected to close in mid 2017.

Analysts said there was little overlap between the businesses of GE and Baker Hughes that would worry regulators.

GE and Baker Hughes will reach out to the Justice Department and European antitrust enforcers on Monday, according to a

source close to the company. They have not yet determined how many jurisdictions they will need to file in.

GE will argue to antitrust enforcers - who stopped the deal between Halliburton and Baker Hughes just months ago — that their deal is complementary, and that they are committed to any remedy needed to win deal approval, the source said.

A small part of GE's business is selling equipment to Baker Hughes' competitors and they will continue those sales, the source said.

One expert knowledgeable about the oil business said General Electric and Baker Hughes had largely different businesses.

"I don't see any overlaps, significant overlaps," said Tom Seng, a veteran of the energy business who teaches at the University of Tulsa.

Oil prices near $50

The deal comes at a time when North American oil and gas producers are putting rigs back to work after a near-freeze in

activity caused by a slump in oil prices that began mid-2014.

But the deal is predicated on a forecast for oil prices to rise to $60 per barrel by 2019, GE's Immelt told investors on Monday morning.

"This is a very compelling time for the deal," Immelt said, noting he expects $1.6 billion in annual cost savings by 2020.

Global oil prices have risen by a third this year to trade near $50 a barrel.

Activist investor Nelson Peltz, whose Trian Fund Management owns about 0.8 percent of GE as of June 30, told CNBC the new company would be able to go "nose-to-nose" with Schlumberger.

Oilfield service providers including Schlumberger, which bought oilfield equipment maker Cameron in April, are trying to broaden their offerings to meet demand from customers for better but cheaper ways to more oil out of the ground.

GE said last week it believed the oil market had bottomed, but that demand for the equipment it makes would take longer to recover, probably until after the first half of next year.

The company has been refocusing on its industrial roots after its financial business, GE Capital, ran into problems during the 2008 financial crisis.

Molecule to Metawatt

The combined company should help GE attract more users to its internet-based operating system, Predix, which is designed to optimize production.

Shareholders of Baker Hughes, which had a market value of about $26 billion as of Friday, will get a special one-time cash dividend from GE of $17.50 per share — or a total of $7.4 billion — after the deal closes.

The new company, to be listed on the New York Stock Exchange, will have dual headquarters in Houston and London. It was not immediately clear if the new company will retain the name "Baker Hughes."

Baker Hughes shares rose as much as 5 percent in morning trade before reversing course to trade down 3.3 percent at $57.14. Shares of GE rose 0.5 percent to $29.35.

Centerview Partners and Morgan Stanley are advising GE, while Shearman & Sterling is its legal adviser. Goldman Sachs & Co is Baker Hughes's financial adviser, with Davis Polk acting as legal adviser.