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Item 1. FINANCIAL STATEMENTS (UNAUDITED)

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Item 1. FINANCIAL STATEMENTS (UNAUDITED)

Baker Hughes Company

Condensed Consolidated Statements of Income (Loss)

(Unaudited)

Three Months Ended March 31,
(In millions, except per share amounts)20222021
Revenue:
Sales of goods$2,809$2,936
Sales of services2,0261,846
Total revenue4,8354,782
Costs and expenses:
Cost of goods sold2,3662,534
Cost of services sold1,4991,390
Selling, general and administrative621587
Restructuring, impairment and other6180
Separation related927
Total costs and expenses4,5564,618
Operating income279164
Other non-operating loss, net(28)(626)
Interest expense, net(64)(74)
Income (loss) before income taxes187(536)
Provision for income taxes(107)(69)
Net income (loss)80(605)
Less: Net income (loss) attributable to noncontrolling interests8(153)
Net income (loss) attributable to Baker Hughes Company$72$(452)
Per share amounts:
Basic & diluted income (loss) per Class A common stock$0.08$(0.61)
Cash dividend per Class A common stock$0.18$0.18

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Baker Hughes Company 2022 First Quarter Form 10-Q | 1

Baker Hughes Company

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Net income (loss)$80$(605)
Less: Net income (loss) attributable to noncontrolling interests8(153)
Net income (loss) attributable to Baker Hughes Company72(452)
Other comprehensive income (loss):
Foreign currency translation adjustments17(51)
Cash flow hedges16
Benefit plans83
Other comprehensive income (loss)26(42)
Less: Other comprehensive income (loss) attributable to noncontrolling interests—(11)
Other comprehensive income (loss) attributable to Baker Hughes Company26(31)
Comprehensive income (loss)106(647)
Less: Comprehensive income (loss) attributable to noncontrolling interests8(164)
Comprehensive income (loss) attributable to Baker Hughes Company$98$(483)

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Baker Hughes Company 2022 First Quarter Form 10-Q | 2

Baker Hughes Company

Condensed Consolidated Statements of Financial Position

(Unaudited)

(In millions, except par value)March 31, 2022December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents$3,191$3,853
Current receivables, net5,7385,651
Inventories, net4,1513,979
All other current assets1,6271,582
Total current assets14,70715,065
Property, plant and equipment (net of accumulated depreciation of $5,116 and $5,003)4,8044,877
Goodwill5,9895,959
Other intangible assets, net4,1184,131
Contract and other deferred assets1,6711,598
All other assets2,9442,943
Deferred income taxes761735
Total assets$34,994$35,308
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$3,755$3,745
Current portion of long-term debt3540
Progress collections and deferred income3,4813,232
All other current liabilities1,8712,111
Total current liabilities9,1429,128
Long-term debt6,6506,687
Deferred income taxes192127
Liabilities for pensions and other postretirement benefits1,0631,110
All other liabilities1,5001,510
Equity:
Class A Common Stock, $0.0001 par value - 2,000 authorized, 985 and 909 issued and outstanding as of March 31, 2022 and December 31, 2021, respectively——
Class B Common Stock, $0.0001 par value - 1,250 authorized, 41 and 117 issued and outstanding as of March 31, 2022 and December 31, 2021, respectively——
Capital in excess of par value28,35127,375
Retained loss(10,088)(10,160)
Accumulated other comprehensive loss(2,559)(2,385)
Baker Hughes Company equity15,70414,830
Noncontrolling interests7431,916
Total equity16,44716,746
Total liabilities and equity$34,994$35,308

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Baker Hughes Company 2022 First Quarter Form 10-Q | 3

Baker Hughes Company

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

(In millions, except per share amounts)Class A and Class B Common StockCapital in Excess of Par ValueRetained LossAccumulated Other Comprehensive LossNon- controlling InterestsTotal Equity
Balance at December 31, 2021$—$27,375$(10,160)$(2,385)$1,916$16,746
Comprehensive income:
Net income72880
Other comprehensive income2626
Dividends on Class A common stock ($0.18 per share)(172)(172)
Distributions to GE(13)(13)
Effect of exchange of Class B common stock and associated BHH LLC Units for Class A common stock1,357(200)(1,157)—
Repurchase and cancellation of Class A common stock(232)(4)(236)
Stock-based compensation cost5252
Other(29)(7)(36)
Balance at March 31, 2022$—$28,351$(10,088)$(2,559)$743$16,447
(In millions, except per share amounts)Class A and Class B Common StockCapital in Excess of Par ValueRetained LossAccumulated Other Comprehensive LossNon- controlling InterestsTotal Equity
Balance at December 31, 2020$—$24,613$(9,942)$(1,778)$5,349$18,242
Comprehensive loss:
Net loss(452)(153)(605)
Other comprehensive loss(31)(11)(42)
Dividends on Class A common stock ($0.18 per share)(131)(131)
Distributions to GE(56)(56)
Effect of exchange of Class B common stock and associated BHH LLC Units for Class A common stock858(111)(747)—
Stock-based compensation cost5050
Other(33)(1)(34)
Balance at March 31, 2021$—$25,357$(10,394)$(1,920)$4,381$17,424

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Baker Hughes Company 2022 First Quarter Form 10-Q | 4

Baker Hughes Company

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities:
Net income (loss)$80$(605)
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
Depreciation and amortization277292
(Gain) loss on equity securities(11)788
Changes in operating assets and liabilities:
Current receivables(204)341
Inventories(205)88
Accounts payable74(11)
Progress collections and deferred income280(19)
Contract and other deferred assets(38)6
Other operating items, net(181)(202)
Net cash flows from operating activities72678
Cash flows from investing activities:
Expenditures for capital assets(268)(221)
Proceeds from disposal of assets9141
Other investing items, net(89)6
Net cash flows used in investing activities(266)(174)
Cash flows from financing activities:
Net repayments of debt and other borrowings(11)(36)
Dividends paid(172)(131)
Distributions to GE(13)(56)
Repurchase of Class A common stock(236)—
Other financing items, net(37)(32)
Net cash flows used in financing activities(469)(255)
Effect of currency exchange rate changes on cash and cash equivalents11
Increase (decrease) in cash and cash equivalents(662)250
Cash and cash equivalents, beginning of period3,8534,132
Cash and cash equivalents, end of period$3,191$4,382
Supplemental cash flows disclosures:
Income taxes paid, net of refunds$130$39
Interest paid$48$51

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Baker Hughes Company 2022 First Quarter Form 10-Q | 5

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

NOTE 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

DESCRIPTION OF THE BUSINESS

Baker Hughes Company ("Baker Hughes", "the Company", "we", "us", or "our") is an energy technology company with a diversified portfolio of technologies and services that span the energy and industrial value chain. We are a holding company and have no material assets other than our 96% ownership interest in our operating company, Baker Hughes Holdings LLC ("BHH LLC"), and certain intercompany and tax related balances. BHH LLC is a Securities and Exchange Commission ("SEC") Registrant with separate filing requirements with the SEC and its separate financial information can be obtained from www.sec.gov.

BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S." and such principles, "U.S. GAAP") and pursuant to the rules and regulations of the SEC for interim financial information. Accordingly, certain information and disclosures normally included in our annual financial statements have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2021 ("2021 Annual Report").

We hold a majority economic interest in BHH LLC and conduct and exercise full control over all activities of BHH LLC without the approval of any other member. Accordingly, we consolidate the financial results of BHH LLC and report a noncontrolling interest in our condensed consolidated financial statements for the economic interest held by General Electric ("GE"). As of March 31, 2022, GE's economic interest in BHH LLC was 4%. See "Note 11. Equity" for further information.

In the opinion of management, the condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary by management to fairly state our results of operations, financial position and cash flows of the Company and its subsidiaries for the periods presented and are not indicative of the results that may be expected for a full year. The Company's financial statements have been prepared on a consolidated basis. Under this basis of presentation, our financial statements consolidate all of our subsidiaries (entities in which we have a controlling financial interest, most often because we hold a majority voting interest). All intercompany accounts and transactions have been eliminated.

In the Company's financial statements and notes, certain prior year amounts have been reclassified to conform to the current year presentation. In the notes to the unaudited condensed consolidated financial statements, all dollar and share amounts in tabulations are in millions of dollars and shares, respectively, unless otherwise indicated. Certain columns and rows in our financial statements and notes thereto may not add due to the use of rounded numbers.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Please refer to "Note 1. Basis of Presentation and Summary of Significant Accounting Policies," to our consolidated financial statements from our 2021 Annual Report for the discussion of our significant accounting policies.

Cash and Cash Equivalents

As of March 31, 2022 and December 31, 2021, we had $619 million and $601 million, respectively, of cash held in bank accounts that cannot be readily released, transferred or otherwise converted into a currency that is regularly transacted internationally, due to lack of market liquidity, capital controls or similar monetary or exchange limitations limiting the flow of capital out of the jurisdiction. These funds are available to fund operations and growth in these jurisdictions, and we do not currently anticipate a need to transfer these funds to the U.S.

Baker Hughes Company 2022 First Quarter Form 10-Q | 6

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

NEW ACCOUNTING STANDARDS TO BE ADOPTED

New accounting pronouncements that have been issued but not yet effective are currently being evaluated and at this time are not expected to have a material impact on our financial position or results of operations.

NOTE 2. REVENUE RELATED TO CONTRACTS WITH CUSTOMERS

DISAGGREGATED REVENUE

We disaggregate our revenue from contracts with customers by primary geographic markets.

Three Months Ended March 31,
Total Revenue20222021
U.S.$1,104$1,052
Non-U.S.3,7313,730
Total$4,835$4,782

REMAINING PERFORMANCE OBLIGATIONS

As of March 31, 2022 and 2021, the aggregate amount of the transaction price allocated to the unsatisfied (or partially unsatisfied) performance obligations was $25.8 billion and $23.2 billion, respectively. As of March 31, 2022, we expect to recognize revenue of approximately 53%, 68% and 87% of the total remaining performance obligations within 2, 5, and 15 years, respectively, and the remaining thereafter. Contract modifications could affect both the timing to complete as well as the amount to be received as we fulfill the related remaining performance obligations.

NOTE 3. CURRENT RECEIVABLES

Current receivables are comprised of the following:

March 31, 2022December 31, 2021
Customer receivables$4,849$4,724
Related parties464481
Other769846
Total current receivables6,0826,051
Less: Allowance for credit losses(344)(400)
Total current receivables, net$5,738$5,651

Customer receivables are recorded at the invoiced amount. Related parties consists of amounts owed to us primarily by GE. The "Other" category consists primarily of indirect taxes, advance payments to suppliers, and customer retentions.

NOTE 4. INVENTORIES

Inventories, net of reserves of $384 million and $374 million as of March 31, 2022 and December 31, 2021, respectively, are comprised of the following:

March 31, 2022December 31, 2021
Finished goods$2,174$2,228
Work in process and raw materials1,9771,751
Total inventories, net$4,151$3,979

Baker Hughes Company 2022 First Quarter Form 10-Q | 7

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

NOTE 5. GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL

The changes in the carrying value of goodwill are detailed below by segment:

Oilfield ServicesOilfield EquipmentTurbo- machinery & Process SolutionsDigital SolutionsTotal
Balance at December 31, 2020, gross$15,656$4,162$2,234$2,452$24,504
Accumulated impairment at December 31, 2020(14,117)(4,156)—(254)(18,527)
Balance at December 31, 20201,53962,2342,1985,977
Currency exchange and others10(3)(62)37(18)
Balance at December 31, 20211,54932,1722,2355,959
Currency exchange and others——(15)4530
Balance at March 31, 2022$1,549$3$2,157$2,280$5,989

We perform our annual goodwill impairment test for each of our reporting units as of July 1 of each fiscal year, in conjunction with our annual strategic planning process. Our reporting units are the same as our four reportable segments. We also test goodwill for impairment whenever events or circumstances occur which, in our judgment, could more likely than not reduce the fair value of one or more reporting units below its carrying value. Potential impairment indicators include, but are not limited to, (i) the results of our most recent annual or interim impairment testing, in particular the magnitude of the excess of fair value over carrying value observed, (ii) downward revisions to internal forecasts, and the magnitude thereof, if any, and (iii) declines in our market capitalization below our book value, and the magnitude and duration of those declines, if any.

During the first quarter of 2022, we completed a review to assess whether indicators of impairment existed. As a result of this assessment, we concluded that no indicators existed that would lead to a determination that it is more likely than not that the fair value of each reporting unit is less than its carrying value. There can be no assurances that future sustained declines in macroeconomic or business conditions affecting our industry will not occur, which could result in goodwill impairment charges in future periods.

OTHER INTANGIBLE ASSETS

Intangible assets are comprised of the following:

March 31, 2022December 31, 2021
Gross Carrying AmountAccumulated AmortizationNetGross Carrying AmountAccumulated AmortizationNet
Customer relationships$1,921$(767)$1,154$1,922$(752)$1,170
Technology1,084(761)3231,090(747)343
Trade names and trademarks292(172)120292(169)123
Capitalized software1,321(1,065)2561,311(1,057)254
Finite-lived intangible assets4,618(2,765)1,8534,615(2,725)1,890
Indefinite-lived intangible assets2,265—2,2652,241—2,241
Total intangible assets$6,883$(2,765)$4,118$6,856$(2,725)$4,131

Intangible assets are generally amortized on a straight-line basis with estimated useful lives ranging from 1 to 35 years. Amortization expense for the three months ended March 31, 2022 and 2021 was $55 million and $69 million, respectively.

Baker Hughes Company 2022 First Quarter Form 10-Q | 8

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

Estimated amortization expense for the remainder of 2022 and each of the subsequent five fiscal years is expected to be as follows:

YearEstimated Amortization Expense
Remainder of 2022$161
2023203
2024188
2025146
2026100
202781

NOTE 6. CONTRACT AND OTHER DEFERRED ASSETS

Our long-term product service agreements relate to our Turbomachinery & Process Solutions segment. Contract assets reflect revenue earned in excess of billings on our long-term contracts to construct technically complex equipment, long-term product maintenance or extended warranty arrangements and other deferred contract related costs. Contract assets are comprised of the following:

March 31, 2022December 31, 2021
Long-term product service agreements$550$589
Long-term equipment contracts (1)922825
Contract assets (total revenue in excess of billings)1,4721,414
Deferred inventory costs173156
Non-recurring engineering costs2628
Contract and other deferred assets$1,671$1,598

(1)Reflects revenue earned in excess of billings on our long-term contracts to construct technically complex equipment and certain other service agreements.

Revenue recognized during the three months ended March 31, 2022 and 2021 from performance obligations satisfied (or partially satisfied) in previous periods related to our long-term service agreements was $(4) million and nil, respectively. This includes revenue recognized from revisions to cost or billing estimates that may affect a contract’s total estimated profitability resulting in an adjustment of earnings.

NOTE 7. PROGRESS COLLECTIONS AND DEFERRED INCOME

Contract liabilities include progress collections, which reflects billings in excess of revenue, and deferred income on our long-term contracts to construct technically complex equipment, long-term product maintenance or extended warranty arrangements. Contract liabilities are comprised of the following:

March 31, 2022December 31, 2021
Progress collections$3,349$3,108
Deferred income132124
Progress collections and deferred income (contract liabilities)$3,481$3,232

Revenue recognized during the three months ended March 31, 2022 and 2021 that was included in the contract liabilities at the beginning of the period was $739 million and $878 million, respectively.

Baker Hughes Company 2022 First Quarter Form 10-Q | 9

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

NOTE 8. LEASES

Our leasing activities primarily consist of operating leases for administrative offices, manufacturing facilities, research centers, service centers, sales offices and certain equipment.

Three Months Ended March 31,
Operating Lease Expense20222021
Long-term fixed lease$63$62
Long-term variable lease99
Short-term lease10999
Total operating lease expense$181$170

Cash flows used in operating activities for operating leases approximates our expense for the three months ended March 31, 2022 and 2021.

The weighted-average remaining lease term as of March 31, 2022 and December 31, 2021 was approximately nine years for our operating leases. The weighted-average discount rate used to determine the operating lease liability as of March 31, 2022 and December 31, 2021 was 3.3%.

NOTE 9. BORROWINGS

The Company's borrowings are comprised of the following:

March 31, 2022December 31, 2021
Current borrowings
Other borrowings$35$40
Long-term borrowings
1.231% Senior Notes due December 2023648647
8.55% Debentures due June 2024117118
2.061% Senior Notes due December 2026597597
3.337% Senior Notes due December 20271,3081,335
6.875% Notes due January 2029277279
3.138% Senior Notes due November 2029522522
4.486% Senior Notes due May 2030497497
5.125% Senior Notes due September 20401,2901,292
4.080% Senior Notes due December 20471,3371,337
Other long-term borrowings5763
Total long-term borrowings6,6506,687
Total borrowings$6,685$6,727

The estimated fair value of total borrowings at March 31, 2022 and December 31, 2021 was $6,732 million and $7,328 million, respectively. For a majority of our borrowings the fair value was determined using quoted period-end market prices. Where market prices are not available, we estimate fair values based on valuation methodologies using current market interest rate data adjusted for our non-performance risk.

BHH LLC has a $3 billion committed unsecured revolving credit facility ("the Credit Agreement") with commercial banks maturing in December 2024. In addition, we have a commercial paper program with authorization up to $3 billion under which we may issue from time to time commercial paper with maturities of no

Baker Hughes Company 2022 First Quarter Form 10-Q | 10

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

more than 397 days. At March 31, 2022 and December 31, 2021, there were no borrowings under either the Credit Agreement or the commercial paper program.

Baker Hughes Co-Obligor, Inc. is a co-obligor, jointly and severally with BHH LLC on our long-term debt securities. This co-obligor is a 100%-owned finance subsidiary of BHH LLC that was incorporated for the sole purpose of serving as a corporate co-obligor of long-term debt securities and has no assets or operations other than those related to its sole purpose. As of March 31, 2022, Baker Hughes Co-Obligor, Inc. is a co-obligor of our long-term debt securities totaling $6,594 million.

Certain Senior Notes contain covenants that restrict BHH LLC's ability to take certain actions, including, but not limited to, the creation of certain liens securing debt, the entry into certain sale-leaseback transactions, and engaging in certain merger, consolidation and asset sale transactions in excess of specified limits. At March 31, 2022, we were in compliance with all debt covenants.

NOTE 10. INCOME TAXES

For the three months ended March 31, 2022, the provision for income taxes was $107 million. The difference between the U.S. statutory tax rate of 21% and the effective tax rate is primarily related to losses with no tax benefit due to valuation allowances and earnings in jurisdictions with tax rates higher than the U.S., partially offset by tax benefits related to uncertain tax positions.

For the three months ended March 31, 2021, the provision for income taxes was $69 million. The difference between the U.S. statutory tax rate of 21% and the effective tax rate is primarily related to losses with no tax benefit due to valuation allowances.

NOTE 11. EQUITY

COMMON STOCK

We are authorized to issue 2 billion shares of Class A common stock, 1.25 billion shares of Class B common stock and 50 million shares of preferred stock each of which have a par value of $0.0001 per share. The number of shares outstanding of Class A and Class B common stock as of March 31, 2022 is 985 million and 41 million, respectively. We have not issued any preferred stock. GE owns all the issued and outstanding Class B common stock. Each share of Class A and Class B common stock and the associated membership interest in BHH LLC form a paired interest. While each share of Class B common stock has equal voting rights to a share of Class A common stock, it has no economic rights, meaning holders of Class B common stock have no right to dividends or any assets in the event of liquidation of the Company. GE is entitled through their ownership of BHH LLC common units ("LLC Units") to receive distributions on an equal amount of any dividend paid by the Company.

In 2021, our Board of Directors authorized each of the Company and BHH LLC to repurchase up to $2 billion of its Class A common stock and LLC Units, respectively. We expect to fund the repurchase program from cash generated from operations, and we expect to make share repurchases from time to time subject to the Company's capital plan, market conditions, and other factors, including regulatory restrictions. The repurchase program may be suspended or discontinued at any time and does not have a specified expiration date. During the three months ended March 31, 2022, the Company and BHH LLC repurchased and canceled 8.1 million shares of Class A common stock and LLC Units, respectively, each for $236 million, representing an average price per share of $28.96. This includes 0.4 million shares totaling $11 million that were repurchased in December 2021 but not settled and cancelled until January 2022. At March 31, 2022, the Company and BHH LLC had authorization remaining to repurchase up to approximately $1.3 billion of its Class A common stock and LLC Units, respectively.

Baker Hughes Company 2022 First Quarter Form 10-Q | 11

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

The following table presents the changes in the number of shares outstanding (in thousands):

Class A Common StockClass B Common Stock
2022202120222021
Balance at January 1909,142723,999116,548311,433
Issue of shares upon vesting of restricted stock units (1)5,9064,663——
Issue of shares on exercises of stock options (1)1,233181——
Issue of shares for employee stock purchase plan591677——
Exchange of Class B common stock for Class A common stock (2)75,95743,686(75,957)(43,686)
Repurchase and cancellation of Class A common stock(8,142)———
Balance at March 31984,688773,20740,591267,747

(1)Share amounts reflected above are net of shares withheld to satisfy the employee's tax withholding obligation.

(2)When shares of Class B common stock, together with associated LLC Units, are exchanged for shares of Class A common stock pursuant to the Exchange Agreement, such shares of Class B common stock are canceled.

ACCUMULATED OTHER COMPREHENSIVE LOSS (AOCL)

The following tables present the changes in accumulated other comprehensive loss, net of tax:

Foreign Currency Translation AdjustmentsCash Flow HedgesBenefit PlansAccumulated Other Comprehensive Loss
Balance at December 31, 2021$(2,125)$(10)$(250)$(2,385)
Other comprehensive income (loss) before reclassifications(17)—5(12)
Amounts reclassified from accumulated other comprehensive loss341540
Deferred taxes——(2)(2)
Other comprehensive income (loss)171826
Less: Other comprehensive income (loss) attributable to noncontrolling interests————
Less: Reallocation of AOCL based on change in ownership of LLC Units177221200
Balance at March 31, 2022$(2,285)$(11)$(263)$(2,559)

Baker Hughes Company 2022 First Quarter Form 10-Q | 12

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

Foreign Currency Translation AdjustmentsCash Flow HedgesBenefit PlansAccumulated Other Comprehensive Loss
Balance at December 31, 2020$(1,464)$3$(317)$(1,778)
Other comprehensive income (loss) before reclassifications(50)8(9)(51)
Amounts reclassified from accumulated other comprehensive loss—(2)119
Deferred taxes(1)—1—
Other comprehensive income (loss)(51)63(42)
Less: Other comprehensive income (loss) attributable to noncontrolling interests(13)2—(11)
Less: Reallocation of AOCL based on change in ownership of LLC Units92—19111
Balance at March 31, 2021$(1,594)$7$(333)$(1,920)

The amounts reclassified from accumulated other comprehensive loss during the three months ended March 31, 2022 and 2021 represent (i) gains (losses) reclassified on cash flow hedges when the hedged transaction occurs, (ii) the amortization of net actuarial gain (loss), prior service credit, and curtailments which are included in the computation of net periodic pension cost, and (iii) the release of foreign currency translation adjustments (see "Note 17. Restructuring, Impairment, and Other" for additional details).

NONCONTROLLING INTEREST

Noncontrolling interests represent the portion of net assets in consolidated entities that are not owned by the Company. As of March 31, 2022 and December 31, 2021, GE owned approximately 4% and 11.4%, respectively, of BHH LLC and this represents the majority of the noncontrolling interest balance reported within equity.

March 31, 2022December 31, 2021
GE's interest in BHH LLC$607$1,777
Other noncontrolling interests136139
Total noncontrolling interests$743$1,916

NOTE 12. EARNINGS PER SHARE

Basic and diluted net income (loss) per share of Class A common stock is presented below:

Three Months Ended March 31,
(In millions, except per share amounts)20222021
Net income (loss)$80$(605)
Less: Net income (loss) attributable to noncontrolling interests8(153)
Net income (loss) attributable to Baker Hughes Company$72$(452)
Weighted average shares outstanding:
Class A basic938740
Class A diluted948740
Net income (loss) per share attributable to common stockholders:
Class A basic & diluted$0.08$(0.61)

Baker Hughes Company 2022 First Quarter Form 10-Q | 13

Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

Shares of our Class B common stock do not share in earnings or losses of the Company and are not considered in the calculation of basic or diluted earnings per share ("EPS") above. As such, separate presentation of basic and diluted EPS of Class B under the two class method has not been presented. The basic weighted average shares outstanding for our Class B common stock for the three months ended March 31, 2022 and 2021 were 88 million and 300 million, respectively. The basic weighted average shares outstanding for both our Class A and Class B common stock combined for the three months ended March 31, 2022 and 2021 were 1,026 million and 1,039 million, respectively.

Under the Exchange Agreement between GE and us, GE is entitled to exchange its holding in our Class B common stock, and associated LLC Units, for Class A common stock on a one-for-one basis (subject to adjustment in accordance with the terms of the Exchange Agreement) or, at the option of Baker Hughes, an amount of cash equal to the aggregate value (determined in accordance with the terms of the Exchange Agreement) of the shares of Class A common stock that would have otherwise been received by GE in the exchange. In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) attributable to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests associated with the Class B common stock (including any tax impact). For the three months ended March 31, 2022 and 2021, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive.

For the three months ended March 31, 2022, Class A diluted shares include the dilutive impact of equity awards except for approximately 2 million options that were excluded because the exercise price exceeded the average market price of the Class A common stock and is therefore antidilutive. For the three months ended March 31, 2021, we excluded all outstanding equity awards from the computation of diluted net loss per share because their effect is antidilutive.

NOTE 13. FINANCIAL INSTRUMENTS

RECURRING FAIR VALUE MEASUREMENTS

Our assets and liabilities measured at fair value on a recurring basis consists of derivative instruments and investment securities.

March 31, 2022December 31, 2021
Level 1Level 2Level 3Net BalanceLevel 1Level 2Level 3Net Balance
Assets
Derivatives$—$37$—$37$—$29$—$29
Investment securities1,0231981,0501,033—81,041
Total assets1,0235681,0871,0332981,070
Liabilities
Derivatives—(67)—(67)—(49)—(49)
Total liabilities$—$(67)$—$(67)$—$(49)$—$(49)

There were no transfers to, or from, Level 3 during the three months ended March 31, 2022.

The following table provides a reconciliation of recurring Level 3 fair value measurements for investment securities:

20222021
Balance at January 1$8$30
Proceeds at maturity—(16)
Balance at March 31$8$14

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Notes to Unaudited Condensed Consolidated Financial Statements

The most significant unobservable input used in the valuation of our Level 3 instruments is the discount rate. Discount rates are determined based on inputs that market participants would use when pricing investments, including credit and liquidity risk. An increase in the discount rate would result in a decrease in the fair value of our investment securities. There are no unrealized gains or losses recognized in the condensed consolidated statement of income (loss) on account of any Level 3 instrument still held at the reporting date.

March 31, 2022December 31, 2021
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimated Fair ValueAmortized CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
Investment securities
Non-U.S. debt securities (1)$8$—$—$8$8$—$—$8
Equity securities (2)575467—1,042579455(1)1,033
Total$583$467$—$1,050$587$455$(1)$1,041

(1)All of our investment securities are classified as available for sale instruments. Non-U.S. debt securities mature within one year.

(2)Gains (losses) recorded to earnings related to these securities were $12 million and $(786) million for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022 and December 31, 2021, our equity securities with readily determinable fair values are comprised primarily of our investment in C3.ai, Inc. ("C3 AI") of $196 million and $270 million, respectively, and ADNOC Drilling of $825 million and $741 million, respectively. We measured our investments to fair value based on quoted prices in active markets.

As of March 31, 2022 and December 31, 2021, our investment in C3 AI consists of 8,650,476 shares, of C3 AI Class A common stock ("C3 AI Shares"). There were no C3 AI Shares sold during the three months ended March 31, 2022. For the three months ended March 31, 2022 and 2021, we recorded a loss of $74 million and $788 million, respectively, from the net change in fair value of our investment in C3 AI, which is reported in “Other non-operating loss, net” in our condensed consolidated statements of income (loss).

As of March 31, 2022 and December 31, 2021, our investment in ADNOC Drilling consists of 800,000,000 shares. For the three months ended March 31, 2022, we recorded a gain of $85 million from the net change in fair value of our investment in ADNOC Drilling, which is reported in “Other non-operating loss, net” in our condensed consolidated statements of income (loss).

As of March 31, 2022 and December 31, 2021, $1,050 million and $1,041 million of total investment securities are recorded in "All other current assets," respectively.

FAIR VALUE DISCLOSURE OF FINANCIAL INSTRUMENTS

Our financial instruments include cash and cash equivalents, current receivables, certain investments, accounts payable, short and long-term debt, and derivative financial instruments. Except for long-term debt, the estimated fair value of these financial instruments as of March 31, 2022 and December 31, 2021 approximates their carrying value as reflected in our condensed consolidated financial statements. For further information on the fair value of our debt, see "Note 9. Borrowings."

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Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

DERIVATIVES AND HEDGING

We use derivatives to manage our risks and do not use derivatives for speculation. The table below summarizes the fair value of all derivatives, including hedging instruments and embedded derivatives.

March 31, 2022December 31, 2021
AssetsLiabilitiesAssetsLiabilities
Derivatives accounted for as hedges
Currency exchange contracts$—$(2)$—$(3)
Interest rate swap contracts—(37)—(10)
Derivatives not accounted for as hedges
Currency exchange contracts and other37(28)29(36)
Total derivatives$37$(67)$29$(49)

Derivatives are classified in the condensed consolidated statements of financial position depending on their respective maturity date. As of March 31, 2022 and December 31, 2021, $36 million and $28 million of derivative assets are recorded in "All other current assets" and $1 million and $1 million are recorded in "All other assets" of the condensed consolidated statements of financial position, respectively. As of March 31, 2022 and December 31, 2021, $29 million and $39 million of derivative liabilities are recorded in "All other current liabilities" and $38 million and $10 million are recorded in "All other liabilities" of the condensed consolidated statements of financial position, respectively.

FORMS OF HEDGING

Cash Flow Hedges

We use cash flow hedging primarily to reduce or eliminate the effects of foreign exchange rate changes on purchase and sale contracts. Accordingly, the vast majority of our derivative activity in this category consists of currency exchange contracts. Changes in the fair value of cash flow hedges are recorded in a separate component of equity (referred to as "Accumulated Other Comprehensive Income", or "AOCI") and are recorded in earnings in the period in which the hedged transaction occurs. See "Note 11. Equity" for further information on activity in AOCI for cash flow hedges. As of March 31, 2022 and December 31, 2021, the maximum term of derivative instruments that hedge forecasted transactions was one year.

Fair Value Hedges

All of our long-term debt is comprised of fixed rate instruments. We are subject to interest rate risk on our debt portfolio and may use interest rate swaps to manage the economic effect of fixed rate obligations associated with certain debt. Under these arrangements, we agree to exchange, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount.

As of March 31, 2022 and December 31, 2021, we had interest rate swaps with a notional amount of $500 million that converted a portion of our $1,350 million aggregate principal amount of 3.337% fixed rate Senior Notes due 2027 into a floating rate instrument with an interest rate based on a LIBOR index as a hedge of its exposure to changes in fair value that are attributable to interest rate risk. We concluded that the interest rate swap met the criteria necessary to qualify for the short-cut method of hedge accounting, and as such, an assumption is made that the change in the fair value of the hedged debt, due to changes in the benchmark rate, exactly offsets the change in the fair value of the interest rate swaps. Therefore, the derivative is considered to be effective at achieving offsetting changes in the fair value of the hedged liability, and no ineffectiveness is recognized. The mark-to-market of this fair value hedge is recorded as gains or losses in interest expense and is equally offset by the gain or loss of the underlying debt instrument, which also is recorded in interest expense.

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Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

Economic Hedges

These derivatives are not designated as hedges from an accounting standpoint (and therefore we do not apply hedge accounting to the relationship) but otherwise serve the same economic purpose as other hedging arrangements. Economic hedges are marked to fair value through earnings each period.

The following table summarizes the gains (losses) from derivatives not designated as hedges in the condensed consolidated statements of income (loss):

Derivatives not designated as hedging instrumentsCondensed consolidated statement of income captionThree Months Ended March 31,
20222021
Currency exchange contracts (1)Cost of goods sold$(2)$11
Currency exchange contractsCost of services sold33
Commodity derivativesCost of goods sold93
Total (2)$10$17

(1)Excludes gains of $1 million and $3 million on embedded derivatives for the three months ended March 31, 2022 and 2021, 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 the change in fair value of the economically hedged items in the current and future periods.

NOTIONAL AMOUNT OF DERIVATIVES

The notional amount of a derivative is the number of units of the underlying. A substantial majority of the outstanding notional amount of $3.8 billion and $3.9 billion at March 31, 2022 and December 31, 2021, respectively, is related to hedges of anticipated sales and purchases in foreign currency, commodity purchases, changes in interest rates, and contractual terms in contracts that are considered embedded derivatives and for intercompany borrowings in foreign currencies. We generally disclose derivative notional amounts on a gross basis to indicate the total counterparty risk. Where we have gross purchase and sale derivative contracts for a particular currency, we look to execute these contracts with the same counterparty to reduce our exposure. The notional amount of these derivative instruments do not generally represent cash amounts exchanged by us and the counterparties, but rather the nominal amount upon which changes in the value of the derivatives are measured.

COUNTERPARTY CREDIT RISK

Fair values of our derivatives can change significantly from period to period based on, among other factors, market movements and changes in our positions. We manage counterparty credit risk (the risk that counterparties will default and not make payments to us according to the terms of our agreements) on an individual counterparty basis.

NOTE 14. SEGMENT INFORMATION

Our reportable segments, which are the same as our operating segments, are organized based on the nature of markets and customers. We report our operating results through our four operating segments that consist of similar products and services within each segment. These products and services operate across upstream oil and gas and broader energy and industrial markets.

OILFIELD SERVICES ("OFS")

Oilfield Services provides discrete products and services, as well as integrated well services for onshore and offshore operations across the lifecycle of a well, ranging from drilling, evaluation, completion, production and intervention. Products and services include drilling services, including directional drilling, measurement while drilling & logging while drilling, diamond and tri-cone drill bits, drilling and completions fluids, wireline services, downhole

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Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

completion tools and systems, wellbore intervention tools and services, pressure pumping, oilfield and industrial chemicals and artificial lift technologies, including electrical submersible pumps and surface pumping systems.

OILFIELD EQUIPMENT ("OFE")

Oilfield Equipment provides a broad portfolio of products and services required to facilitate the safe and reliable control and flow of hydrocarbons from the wellhead to the production facilities. The Oilfield Equipment portfolio has solutions for the subsea, offshore surface, and onshore operating environments. Products and services include subsea and surface wellheads, pressure control and production systems and services, flexible pipe systems for offshore and onshore applications, and life-of-field solutions including well intervention and decommissioning solutions, covering the entire life cycle of a field.

TURBOMACHINERY & PROCESS SOLUTIONS ("TPS")

Turbomachinery & Process Solutions provides technology solutions and services for mechanical-drive, compression and power-generation applications across the energy industry, including oil and gas, liquefied natural gas ("LNG") operations, downstream refining and petrochemical segments, as well as lower carbon solutions to broader energy and industrial sectors. The Turbomachinery & Process Solutions portfolio includes drivers (aero-derivative gas turbines, heavy-duty gas turbines and synchronous and induction electric motors), compressors (centrifugal and axial, direct drive high speed, integrated, subsea compressors, turbo expanders and reciprocating), turnkey solutions (industrial modules and waste heat recovery), pumps, valves, and compressed natural gas ("CNG") and small-scale LNG solutions.

DIGITAL SOLUTIONS ("DS")

Digital Solutions provides equipment, software, and services for a wide range of industries, including oil and gas, power generation, aerospace, metals, and transportation. The offerings include a number of products and solutions that provide industrial asset management capabilities, including sensor-based process measurement, machine health and condition monitoring, asset strategy and management, control systems, as well as non-destructive testing and inspection, and pipeline integrity solutions.

SEGMENT RESULTS

Segment revenue and profit are determined based on the internal performance measures used by the Company to assess the performance of each segment in a financial period. Summarized financial information is shown in the following tables. Consistent accounting policies have been applied by all segments within the Company, for all reporting periods.

Three Months Ended March 31,
Segment revenue20222021
Oilfield Services$2,489$2,200
Oilfield Equipment528628
Turbomachinery & Process Solutions1,3451,485
Digital Solutions474470
Total$4,835$4,782

The performance of our operating segments is evaluated based on segment operating income (loss), which is defined as income (loss) before income taxes before the following: net interest expense, net other non-operating loss, corporate expenses, restructuring, impairment and other charges, separation related costs and certain gains and losses not allocated to the operating segments.

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Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

Three Months Ended March 31,
Segment income (loss) before income taxes20222021
Oilfield Services$221$143
Oilfield Equipment(8)4
Turbomachinery & Process Solutions226207
Digital Solutions1524
Total segment453379
Corporate(105)(109)
Restructuring, impairment and other(61)(80)
Separation related(9)(27)
Other non-operating loss, net(28)(626)
Interest expense, net(64)(74)
Income (loss) before income taxes$187$(536)

The following table presents depreciation and amortization by segment:

Three Months Ended March 31,
Segment depreciation and amortization20222021
Oilfield Services$201$201
Oilfield Equipment2132
Turbomachinery & Process Solutions2930
Digital Solutions2221
Total segment272285
Corporate47
Total$277$292

NOTE 15. RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS WITH GE

We have continuing involvement with GE primarily through their remaining interest in us and BHH LLC, ongoing purchases and sales of products and services, and transition services that they provide. At March 31, 2022, GE owned Class A common stock in addition to their Class B common stock, which represents their overall Baker Hughes ownership of 11.4%.

We had purchases with GE and its affiliates of $144 million and $155 million during the three months ended March 31, 2022 and 2021, respectively. In addition, we sold products and services to GE and its affiliates for $37 million and $49 million during the three months ended March 31, 2022 and 2021, respectively.

We have $180 million and $192 million of accounts payable and $463 million and $480 million of current receivables at March 31, 2022 and December 31, 2021, respectively, for goods and services provided by, or to, GE in the ordinary course of business and includes amounts owed to, or from, GE for certain tax matters indemnified pursuant to the Tax Matters Agreement.

OTHER RELATED PARTIES

We have an aeroderivative joint venture ("Aero JV") we formed with GE in 2019. The Aero JV is jointly controlled by GE and us, each with ownership interest of 50%, and therefore, we do not consolidate the JV nor does GE. We had purchases with the Aero JV of $108 million and $160 million during the three months ended March 31,

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Notes to Unaudited Condensed Consolidated Financial Statements

2022 and 2021, respectively. We have $59 million and $86 million of accounts payable at March 31, 2022 and December 31, 2021, respectively, for goods and services provided by the Aero JV in the ordinary course of business. Sales of products and services and related receivables with the Aero JV were immaterial for the three months ended March 31, 2022 and 2021.

NOTE 16. COMMITMENTS AND CONTINGENCIES

LITIGATION

We are subject to legal proceedings arising in the ordinary course of our business. Because legal proceedings are inherently uncertain, we are unable to predict the ultimate outcome of such matters. We record a liability for those contingencies where the incurrence of a loss is probable and the amount can be reasonably estimated. Based on the opinion of management, we do not expect the ultimate outcome of currently pending legal proceedings to have a material adverse effect on our results of operations, financial position or cash flows. However, there can be no assurance as to the ultimate outcome of these matters.

In January 2013, INEOS and Naphtachimie initiated expertise proceedings in Aix-en-Provence, France arising out of a fire at a chemical plant owned by INEOS in Lavera, France, which resulted in a 15-day plant shutdown and destruction of a steam turbine, which was part of a compressor train owned by Naphtachimie. The most recent quantification of the alleged damages is €250 million. Two of the Company's subsidiaries (and 17 other companies) were notified to participate in the proceedings. The proceedings are ongoing, and at this time, there is no indication that the Company's subsidiaries were involved in the incident. Although the outcome of the claims remains uncertain, our insurer has accepted coverage and is defending the Company in the expertise proceeding.

On July 31, 2018, International Engineering & Construction S.A. ("IEC") initiated arbitration proceedings in New York administered by the International Center for Dispute Resolution ("ICDR") against the Company and its subsidiaries arising out of a series of sales and service contracts entered between IEC and the Company’s subsidiaries for the sale and installation of LNG plants and related power generation equipment in Nigeria ("Contracts"). Prior to the filing of the IEC Arbitration, the Company’s subsidiaries made demands for payment due under the Contracts. On August 15, 2018, the Company’s subsidiaries initiated a separate demand for ICDR arbitration against IEC for claims of additional costs and amounts due under the Contracts. On October 10, 2018, IEC filed a Petition to Compel Arbitration in the United States District Court for the Southern District of New York against the Company seeking to compel non-signatory Baker Hughes entities to participate in the arbitration filed by IEC. The complaint is captioned International Engineering & Construction S.A. et al. v. Baker Hughes, a GE company, LLC, et al. No. 18-cv-09241 ("S.D.N.Y 2018"); this action was dismissed by the Court on August 13, 2019. In the arbitration, IEC alleges breach of contract and other claims against the Company and its subsidiaries and seeks recovery of alleged compensatory damages, in addition to reasonable attorneys' fees, expenses and arbitration costs. On March 15, 2019, IEC amended its request for arbitration to alleged damages of $591 million of lost profits plus unspecified additional costs based on alleged non-performance of the contracts in dispute. The arbitration hearing was held from December 9, 2019 to December 20, 2019. On March 3, 2020, IEC amended their damages claim to $700 million of alleged loss cash flow or, in the alternative, $244.9 million of lost profits and various costs based on alleged non-performance of the contracts in dispute, and in addition $4.8 million of liquidated damages, $58.6 million in take-or-pay costs of feed gas, and unspecified additional costs of rectification and take-or-pay future obligations, plus unspecified interest and attorneys' fees. On May 3, 2020, the arbitration panel dismissed IEC's request for take-or-pay damages. On May 29, 2020, IEC quantified their claim for legal fees at $14.2 million and reduced their alternative claim from $244.9 million to approximately $235 million. The Company and its subsidiaries have contested IEC’s claims and are pursuing claims for compensation under the contracts. On October 31, 2020, the ICDR notified the arbitration panel’s final award, which dismissed the majority of IEC’s claims and awarded a portion of the Company’s claims. On January 27, 2021, IEC filed a petition to vacate the arbitral award in the Supreme Court of New York, County of New York. On March 5, 2021, the Company filed a petition to confirm the arbitral award, and on March 8, 2021, the Company removed the matter to the United States District Court for the Southern District of New York. On November 16, 2021, the court granted the Company's petition to confirm the award and denied IEC's petition to vacate. On February 3, 2022, IEC initiated another arbitration proceeding in New York administered by the ICDR against certain of the Company’s subsidiaries arising out of the same project which formed the basis of the first arbitration. On March 25, 2022, the Company's

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Notes to Unaudited Condensed Consolidated Financial Statements

subsidiaries initiated a separate demand for ICDR arbitration against IEC for claims of additional costs and amounts due. At this time, we are not able to predict the outcome of this proceeding.

On March 15, 2019 and March 18, 2019, the City of Riviera Beach Pension Fund and Richard Schippnick, respectively, filed in the Delaware Court of Chancery shareholder derivative lawsuits for and on the Company’s behalf against GE, the then-current members of the Board of Directors of the Company and the Company as a nominal defendant, related to the decision to (i) terminate the contractual prohibition barring GE from selling any of the Company’s shares before July 3, 2019; (ii) repurchase $1.5 billion in the Company’s stock from GE; (iii) permit GE to sell approximately $2.5 billion in the Company’s stock through a secondary offering; and (iv) enter into a series of other agreements and amendments that will govern the ongoing relationship between the Company and GE (collectively, the “2018 Transactions”). The complaints in both lawsuits allege, among other things, that GE, as the Company’s controlling stockholder, and the members of the Company’s Board of Directors breached their fiduciary duties by entering into the 2018 Transactions. The relief sought in the complaints includes a request for a declaration that the defendants breached their fiduciary duties, that GE was unjustly enriched, disgorgement of profits, an award of damages sustained by the Company, pre- and post-judgment interest, and attorneys’ fees and costs. On March 21, 2019, the Chancery Court entered an order consolidating the Schippnick and City of Riviera Beach complaints under consolidated C.A. No. 2019-0201-AGB, styled in re Baker Hughes, a GE company derivative litigation. On May 10, 2019, Plaintiffs voluntarily dismissed their claims against the members of the Company’s Conflicts Committee, and on May 15, 2019, Plaintiffs voluntarily dismissed their claims against former Baker Hughes director Martin Craighead. On June 7, 2019, the defendants and nominal defendant filed a motion to dismiss the lawsuit on the ground that the derivative plaintiffs failed to make a demand on the Company’s Board of Directors to pursue the claims itself, and GE and the Company’s Board of Directors filed a motion to dismiss the lawsuit on the ground that the complaint failed to state a claim on which relief can be granted. The Chancery Court denied the motions on October 8, 2019, except granted GE’s motion to dismiss the unjust enrichment claim against it. On October 31, 2019, the Company’s Board of Directors designated a Special Litigation Committee and empowered it with full authority to investigate and evaluate the allegations and issues raised in the derivative litigation. The Special Litigation Committee filed a motion to stay the derivative litigation during its investigation. On December 3, 2019, the Chancery Court granted the motion and stayed the derivative litigation until June 1, 2020. On May 20, 2020, the Chancery Court granted an extension of the stay to October 1, 2020, and on September 29, 2020, the Court granted a further extension of the stay to October 15, 2020. On October 13, 2020, the Special Litigation Committee filed its report with the Court. At this time, we are not able to predict the outcome of these claims.

On August 13, 2019, Tri-State Joint Fund filed in the Delaware Court of Chancery, a shareholder class action lawsuit for and on the behalf of itself and all similarly situated public stockholders of Baker Hughes Incorporated ("BHI") against the General Electric Company ("GE"), the former members of the Board of Directors of BHI, and certain former BHI Officers alleging breaches of fiduciary duty, aiding and abetting, and other claims in connection with the combination of BHI and the oil and gas business ("GE O&G") of GE ("the Transactions"). On October 28, 2019, City of Providence filed in the Delaware Court of Chancery a shareholder class action lawsuit for and on behalf of itself and all similarly situated public shareholders of BHI against GE, the former members of the Board of Directors of BHI, and certain former BHI Officers alleging substantially the same claims in connection with the Transactions. The relief sought in these complaints include a request for a declaration that Defendants breached their fiduciary duties, an award of damages, pre- and post-judgment interest, and attorneys’ fees and costs. The lawsuits have been consolidated, and plaintiffs filed a consolidated class action complaint on December 17, 2019 against certain former BHI officers alleging breaches of fiduciary duty and against GE for aiding and abetting those breaches. The December 2019 complaint omitted the former members of the Board of Directors of BHI, except for Mr. Craighead who also served as President and CEO of BHI. Mr. Craighead and Ms. Ross, who served as Senior Vice President and Chief Financial Officer of BHI, remain named in the December 2019 complaint along with GE. The relief sought in the consolidated complaint includes a declaration that the former BHI officers breached their fiduciary duties and that GE aided and abetted those breaches, an award of damages, pre- and post-judgment interest, and attorneys’ fees and costs. On or around February 12, 2020, the defendants filed motions to dismiss the lawsuit on the grounds that the complaint failed to state a claim on which relief could be granted. On or around October 27, 2020, the Chancery Court granted GE’s motion to dismiss, and granted in part the motion to dismiss filed by Mr. Craighead and Ms. Ross, thereby dismissing all of the claims against GE and Ms. Ross, and all but one of the claims against Mr. Craighead. At this time, we are not able to predict the outcome of the remaining claim.

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Baker Hughes Company

Notes to Unaudited Condensed Consolidated Financial Statements

On December 11, 2019, BMC Software, Inc. (“BMC”) filed a lawsuit in federal court in the Southern District of Texas against Baker Hughes, a GE company, LLC alleging trademark infringement, unfair competition, and unjust enrichment, arising out of the Company’s use of its new logo and affiliated branding. On January 1, 2020, BMC amended its complaint to add Baker Hughes Company. The relief sought in the complaint includes a request for injunctive relief, an award of damages (including punitive damages), pre- and post-judgment interest, and attorneys’ fees and costs. At this time, we are not able to predict the outcome of these claims.

In December 2020, the Company received notice that the SEC is conducting a formal investigation that the Company understands is related to its books and records and internal controls regarding sales of its products and services in projects impacted by U.S. sanctions. The Company is cooperating with the SEC and providing requested information. The Company has also initiated an internal review with the assistance of external legal counsel regarding internal controls and compliance related to U.S. sanctions requirements. While the Company’s review remains ongoing, in September 2021, the Company voluntarily informed the Office of Foreign Assets Control ("OFAC") that non-U.S. Baker Hughes affiliates in two foreign countries appear to have received payments, involving U.S. touchpoints, that are subject to debt restrictions pursuant to applicable U.S. sanctions laws. In February 2022, OFAC informed the Company that it has issued a cautionary letter and that it will not pursue a civil monetary penalty or further enforcement action. The cautionary letter reflects OFAC’s final enforcement response to the Company’s voluntary self-disclosure. The Company provided copies of its correspondence with OFAC to the SEC. As the SEC investigation is ongoing, the Company cannot anticipate the timing, outcome or possible impact of the SEC investigation or review, financial or otherwise.

We insure against risks arising from our business to the extent deemed prudent by our management and to the extent insurance is available, but no assurance can be given that the nature and amount of that insurance will be sufficient to fully indemnify us against liabilities arising out of pending or future legal proceedings or other claims. Most of our insurance policies contain deductibles or self-insured retentions in amounts we deem prudent and for which we are responsible for payment. In determining the amount of self-insurance, it is our policy to self-insure those losses that are predictable, measurable and recurring in nature, such as claims for automobile liability, general liability and workers compensation.

OTHER

In the normal course of business with customers, vendors and others, we have entered into off-balance sheet arrangements, such as surety bonds for performance, letters of credit and other bank issued guarantees. We also provide guarantees to GE Capital on behalf of a customer who has entered into financing arrangements with GE Capital. Total off-balance sheet arrangements were approximately $4.5 billion at March 31, 2022. It is not practicable to estimate the fair value of these financial instruments. As of March 31, 2022, none of the off-balance sheet arrangements either has, or is likely to have, a material effect on our financial position, results of operations or cash flows.

We sometimes enter into consortium or similar arrangements for certain projects primarily in our Oilfield Equipment segment. Under such arrangements, each party is responsible for performing a certain scope of work within the total scope of the contracted work, and the obligations expire when all contractual obligations are completed. The failure or inability, financially or otherwise, of any of the parties to perform their obligations could impose additional costs and obligations on us. These factors could result in unanticipated costs to complete the project, liquidated damages or contract disputes.

NOTE 17. RESTRUCTURING, IMPAIRMENT AND OTHER

We recorded restructuring, impairment and other charges of $61 million for the three months ended March 31, 2022. These charges were predominately in our TPS segment for a write-off of an equity method investment and the release of foreign currency translation adjustments.

We recorded restructuring, impairment and other charges of $80 million for the three months ended March 31, 2021. These charges were predominately in our OFS and TPS segments and related primarily to employee termination expenses from reducing our headcount in certain geographical locations, partially offset by the gain on the dispositions of certain property, plant and equipment previously impaired as a consequence of exit activities.

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