Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of GE HealthCare Technologies, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial position of GE HealthCare Technologies, Inc. (the "Company") as of December 31, 2024 and 2023, the related consolidated and combined statements of income, comprehensive income (loss), changes in equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 13, 2025, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Income Taxes – Valuation Allowance on Deferred Tax Assets — Refer to Notes 2 and 11 to the financial statements
Critical Audit Matter Description
The Company recognizes deferred income taxes for tax attributes and for differences between the financial statement and tax basis of assets and liabilities at enacted statutory tax rates in effect for the years in which the deferred tax liability or asset is expected to be settled or realized. A valuation allowance is provided to offset deferred tax assets if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Future realization of deferred tax assets depends on the existence of sufficient taxable income of the appropriate character. Sources of taxable income include future reversals of deferred tax assets and liabilities, expected future taxable income, taxable income in prior carryback years if permitted under the tax law, and tax planning strategies.
The Company’s determination of the valuation allowance for certain deferred tax assets involves judgments and estimates, including the projected timing and pattern of future reversals of existing taxable temporary differences and the projection of future sources of taxable income. Auditing management’s projected timing and pattern of future reversals of existing taxable temporary differences and the projection of future sources of taxable income, which affect the recorded valuation allowances for certain deferred tax assets, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our income tax specialists.
How the Critical Audit Matter Was Addressed in the Audit
With the assistance of our income tax specialists, our audit procedures related to the determination that it is more likely than not that sufficient taxable income will be generated in the future to realize certain net deferred tax assets included the following, among others:
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We considered relevant tax laws and regulations in evaluating the appropriateness of management’s estimates of future sources of taxable income.
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We evaluated the reasonableness of management’s estimates of future sources of taxable income by comparing the estimates to historical sources of taxable income or loss.
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We evaluated management’s projected timing and projected pattern of the reversals of existing taxable temporary differences.
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We evaluated whether the estimated future sources of taxable income were of the appropriate character to utilize the deferred tax assets under tax law.
| /s/ Deloitte & Touche LLP | ||
| Chicago, Illinois | ||
| February 13, 2025 | ||
| We have served as the Company’s auditor since 2022. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of GE HealthCare Technologies Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of GE HealthCare Technologies Inc. (the “Company”) as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated February 13, 2025, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
| /s/ Deloitte & Touche LLP | ||
| Chicago, Illinois | ||
| February 13, 2025 | ||
| Consolidated and Combined Statements of Income | ||||||||||||||||||||
| For the years ended December 31 | ||||||||||||||||||||
| (In millions, except per share amounts) | 2024 | 2023 | 2022 | |||||||||||||||||
| Sales of products | $ | 13,075 | $ | 13,127 | $ | 12,044 | ||||||||||||||
| Sales of services | 6,597 | 6,425 | 6,297 | |||||||||||||||||
| Total revenues | 19,672 | 19,552 | 18,341 | |||||||||||||||||
| Cost of products | 8,271 | 8,465 | 7,975 | |||||||||||||||||
| Cost of services | 3,196 | 3,165 | 3,187 | |||||||||||||||||
| Gross profit | 8,205 | 7,922 | 7,179 | |||||||||||||||||
| Selling, general, and administrative | 4,269 | 4,282 | 3,631 | |||||||||||||||||
| Research and development | 1,311 | 1,205 | 1,026 | |||||||||||||||||
| Total operating expenses | 5,580 | 5,487 | 4,657 | |||||||||||||||||
| Operating income | 2,625 | 2,435 | 2,522 | |||||||||||||||||
| Interest and other financial charges – net | 504 | 542 | 77 | |||||||||||||||||
| Non-operating benefit (income) costs | (406) | (382) | (5) | |||||||||||||||||
| Other (income) expense – net | (55) | (86) | (62) | |||||||||||||||||
| Income from continuing operations before income taxes | 2,581 | 2,361 | 2,512 | |||||||||||||||||
| Benefit (provision) for income taxes | (531) | (743) | (563) | |||||||||||||||||
| Net income from continuing operations | 2,050 | 1,618 | 1,949 | |||||||||||||||||
| Income (loss) from discontinued operations, net of taxes | — | (4) | 18 | |||||||||||||||||
| Net income | 2,050 | 1,614 | 1,967 | |||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | (57) | (46) | (51) | |||||||||||||||||
| Net income attributable to GE HealthCare | 1,993 | 1,568 | 1,916 | |||||||||||||||||
| Deemed preferred stock dividend of redeemable noncontrolling interest | — | (183) | — | |||||||||||||||||
| Net income attributable to GE HealthCare common stockholders | $ | 1,993 | $ | 1,385 | $ | 1,916 | ||||||||||||||
| Earnings per share from continuing operations attributable to GE HealthCare common stockholders: | ||||||||||||||||||||
| Basic | $ | 4.37 | $ | 3.06 | $ | 4.18 | ||||||||||||||
| Diluted | 4.34 | 3.04 | 4.18 | |||||||||||||||||
| Earnings per share attributable to GE HealthCare common stockholders: | ||||||||||||||||||||
| Basic | $ | 4.37 | $ | 3.05 | $ | 4.22 | ||||||||||||||
| Diluted | 4.34 | 3.03 | 4.22 | |||||||||||||||||
| Weighted-average number of shares outstanding: | ||||||||||||||||||||
| Basic | 456 | 455 | 454 | |||||||||||||||||
| Diluted | 459 | 458 | 454 |
The accompanying notes are an integral part of these consolidated and combined financial statements.
| Consolidated and Combined Statements of Comprehensive Income (Loss) | ||||||||||||||||||||
| For the years ended December 31 | ||||||||||||||||||||
| (In millions, net of tax) | 2024 | 2023 | 2022 | |||||||||||||||||
| Net income attributable to GE HealthCare | $ | 1,993 | $ | 1,568 | $ | 1,916 | ||||||||||||||
| Net income (loss) attributable to noncontrolling interests | 57 | 46 | 51 | |||||||||||||||||
| Net income | 2,050 | 1,614 | 1,967 | |||||||||||||||||
| Other comprehensive income (loss): | ||||||||||||||||||||
| Currency translation adjustments – net of taxes | (271) | 74 | (878) | |||||||||||||||||
| Pension and Other Postretirement Plans – net of taxes | (456) | (897) | 58 | |||||||||||||||||
| Cash flow hedges – net of taxes | 36 | (27) | (23) | |||||||||||||||||
| Other comprehensive income (loss) | (691) | (850) | (843) | |||||||||||||||||
| Comprehensive income (loss) | 1,359 | 764 | 1,124 | |||||||||||||||||
| Less: Comprehensive income (loss) attributable to noncontrolling interests | 53 | 9 | 51 | |||||||||||||||||
| Comprehensive income attributable to GE HealthCare | $ | 1,306 | $ | 755 | $ | 1,073 |
The accompanying notes are an integral part of these consolidated and combined financial statements.
| Consolidated Statements of Financial Position | ||||||||
| As of | ||||||||
| (In millions, except share and per share amounts) | December 31, 2024 | December 31, 2023 | ||||||
| Cash, cash equivalents, and restricted cash | $ | 2,889 | $ | 2,504 | ||||
| Receivables – net of allowances of $103 and $98 | 3,564 | 3,525 | ||||||
| Due from related parties | 5 | 32 | ||||||
| Inventories | 1,939 | 1,960 | ||||||
| Contract and other deferred assets | 974 | 1,000 | ||||||
| All other current assets | 529 | 389 | ||||||
| Current assets | 9,901 | 9,410 | ||||||
| Property, plant, and equipment – net | 2,550 | 2,500 | ||||||
| Goodwill | 13,136 | 12,936 | ||||||
| Other intangible assets – net | 1,078 | 1,253 | ||||||
| Deferred income taxes | 4,474 | 4,474 | ||||||
| All other non-current assets | 1,950 | 1,881 | ||||||
| Total assets | $ | 33,089 | $ | 32,454 | ||||
| Short-term borrowings | $ | 1,502 | $ | 1,006 | ||||
| Accounts payable | 3,022 | 2,947 | ||||||
| Due to related parties | 20 | 99 | ||||||
| Contract liabilities | 1,943 | 1,918 | ||||||
| Current compensation and benefits | 1,521 | 1,518 | ||||||
| All other current liabilities | 1,545 | 1,493 | ||||||
| Current liabilities | 9,553 | 8,981 | ||||||
| Long-term borrowings | 7,449 | 8,436 | ||||||
| Non-current compensation and benefits | 5,583 | 5,782 | ||||||
| Deferred income taxes | 56 | 68 | ||||||
| All other non-current liabilities | 1,796 | 1,877 | ||||||
| Total liabilities | 24,437 | 25,144 | ||||||
| Commitments and contingencies | ||||||||
| Redeemable noncontrolling interests | 188 | 165 | ||||||
| Common stock, par value $0.01 per share, 1,000,000,000 shares authorized, 457,246,971 shares issued as of December 31, 2024; 455,342,290 shares issued as of December 31, 2023 | 5 | 5 | ||||||
| Treasury stock, at cost, 291,053 shares as of December 31, 2024 and 0 shares as of December 31, 2023 | (25) | — | ||||||
| Additional paid-in capital | 6,583 | 6,493 | ||||||
| Retained earnings | 3,262 | 1,326 | ||||||
| Accumulated other comprehensive income (loss) – net | (1,379) | (691) | ||||||
| Total equity attributable to GE HealthCare | 8,446 | 7,133 | ||||||
| Noncontrolling interests | 18 | 12 | ||||||
| Total equity | 8,464 | 7,145 | ||||||
| Total liabilities, redeemable noncontrolling interests, and equity | $ | 33,089 | $ | 32,454 |
The accompanying notes are an integral part of these consolidated and combined financial statements.
| Consolidated and Combined Statements of Changes in Equity | ||||||||||||||||||||||||||||||||
| Common stock | Treasury stock | |||||||||||||||||||||||||||||||
| (In millions, except per share amounts) | Shares | Amount | Shares | Amount | Additional paid-in capital | Retained earnings | Net parent investment | Accumulated other comprehensive income (loss) – net | Equity attributable to noncontrolling interests | Total equity | ||||||||||||||||||||||
| Balances as of December 31, 2021 | — | $ | — | — | $ | — | $ | — | $ | — | $ | 17,692 | $ | (1,037) | $ | 21 | $ | 16,676 | ||||||||||||||
| Net income attributable to GE HealthCare | — | — | — | — | — | — | 1,916 | — | — | 1,916 | ||||||||||||||||||||||
| Other comprehensive income (loss) attributable to GE HealthCare | — | — | — | — | — | — | — | (841) | — | (841) | ||||||||||||||||||||||
| Transfers (to) from GE | — | — | — | — | — | — | (8,373) | — | — | (8,373) | ||||||||||||||||||||||
| Changes in equity attributable to noncontrolling interests | — | — | — | — | — | — | — | — | (16) | (16) | ||||||||||||||||||||||
| Balances as of December 31, 2022 | — | — | — | — | — | — | 11,235 | (1,878) | 5 | 9,362 | ||||||||||||||||||||||
| Net transfers from GE, including Spin-Off-related adjustments | — | — | — | — | — | — | (4,851) | 2,000 | 2 | (2,849) | ||||||||||||||||||||||
| Issuance of common stock in connection with the Spin-Off and reclassification of net parent investment | 454 | 5 | — | — | 6,379 | — | (6,384) | — | — | — | ||||||||||||||||||||||
| Issuance of shares under equity awards, net of shares withheld for taxes and other | 1 | — | — | — | — | — | — | — | — | — | ||||||||||||||||||||||
| Net income attributable to GE HealthCare | — | — | — | — | — | 1,568 | — | — | — | 1,568 | ||||||||||||||||||||||
| Dividends declared ($0.12 per common share) | — | — | — | — | — | (55) | — | — | — | (55) | ||||||||||||||||||||||
| Other comprehensive income (loss) attributable to GE HealthCare | — | — | — | — | — | — | — | (813) | — | (813) | ||||||||||||||||||||||
| Changes in equity attributable to noncontrolling interests | — | — | — | — | — | — | — | — | 5 | 5 | ||||||||||||||||||||||
| Share-based compensation | — | — | — | — | 114 | — | — | — | — | 114 | ||||||||||||||||||||||
| Changes in equity due to redemption value adjustments on redeemable noncontrolling interests | — | — | — | — | — | (187) | — | — | — | (187) | ||||||||||||||||||||||
| Balances as of December 31, 2023 | 455 | 5 | — | — | 6,493 | 1,326 | — | (691) | 12 | 7,145 | ||||||||||||||||||||||
| Issuance of shares under equity awards, net of shares withheld for taxes and other | 2 | — | — | (25) | (35) | — | — | — | — | (60) | ||||||||||||||||||||||
| Net income attributable to GE HealthCare | — | — | — | — | — | 1,993 | — | — | — | 1,993 | ||||||||||||||||||||||
| Dividends declared ($0.125 per common share) | — | — | — | — | — | (58) | — | — | — | (58) | ||||||||||||||||||||||
| Other comprehensive income (loss) attributable to GE HealthCare | — | — | — | — | — | — | — | (688) | — | (688) | ||||||||||||||||||||||
| Changes in equity attributable to noncontrolling interests | — | — | — | — | — | — | — | — | 7 | 7 | ||||||||||||||||||||||
| Share-based compensation | — | — | — | — | 125 | — | — | — | — | 125 | ||||||||||||||||||||||
| Balances as of December 31, 2024 | 457 | $ | 5 | — | $ | (25) | $ | 6,583 | $ | 3,262 | $ | — | $ | (1,379) | $ | 18 | $ | 8,464 |
The accompanying notes are an integral part of these consolidated and combined financial statements.
| Consolidated and Combined Statements of Cash Flows | |||||||||||
| For the years ended December 31 | |||||||||||
| (In millions) | 2024 | 2023 | 2022 | ||||||||
| Net income | $ | 2,050 | $ | 1,614 | $ | 1,967 | |||||
| Less: Income (loss) from discontinued operations, net of taxes | — | (4) | 18 | ||||||||
| Net income from continuing operations | $ | 2,050 | $ | 1,618 | $ | 1,949 | |||||
| Adjustments to reconcile Net income from continuing operations to Cash from (used for) operating activities – continuing operations | |||||||||||
| Depreciation of property, plant, and equipment | 268 | 248 | 228 | ||||||||
| Amortization of intangible assets | 312 | 362 | 405 | ||||||||
| Gain on fair value remeasurement of contingent consideration | (19) | (17) | (65) | ||||||||
| Net periodic postretirement benefit plan (income) expense | (357) | (332) | 9 | ||||||||
| Postretirement plan contributions | (332) | (357) | (18) | ||||||||
| Share-based compensation | 125 | 114 | 67 | ||||||||
| Provision for income taxes | 531 | 743 | 563 | ||||||||
| Cash paid during the year for income taxes | (491) | (474) | (851) | ||||||||
| Changes in operating assets and liabilities, excluding the effects of acquisitions: | |||||||||||
| Receivables | (178) | (185) | (231) | ||||||||
| Due from related parties | 25 | 4 | 13 | ||||||||
| Inventories | (81) | 111 | (402) | ||||||||
| Contract and other deferred assets | 3 | 10 | (222) | ||||||||
| Accounts payable | 126 | (13) | 481 | ||||||||
| Due to related parties | (61) | (84) | (33) | ||||||||
| Contract liabilities | 68 | 26 | 138 | ||||||||
| Current compensation and benefits | 39 | 153 | (37) | ||||||||
| All other operating activities – net | (74) | 174 | 140 | ||||||||
| Cash from (used for) operating activities – continuing operations | 1,955 | 2,101 | 2,134 | ||||||||
| Cash flows – investing activities | |||||||||||
| Additions to property, plant and equipment and internal-use software | (401) | (387) | (310) | ||||||||
| Dispositions of property, plant, and equipment | — | 1 | 4 | ||||||||
| Purchases of businesses, net of cash acquired | (313) | (147) | — | ||||||||
| Purchases of investments | (40) | (48) | (59) | ||||||||
| All other investing activities – net | (160) | 23 | (33) | ||||||||
| Cash from (used for) investing activities – continuing operations | (914) | (558) | (398) | ||||||||
| Cash flows – financing activities | |||||||||||
| Net increase (decrease) in borrowings (maturities of 90 days or less) | — | (12) | 9 | ||||||||
| Newly issued debt, net of debt issuance costs (maturities longer than 90 days) | 995 | 2,006 | 8,198 | ||||||||
| Repayments and other reductions (maturities longer than 90 days) | (1,418) | (855) | (3) | ||||||||
| Dividends paid to stockholders | (55) | (41) | — | ||||||||
| Redemption of noncontrolling interests | — | (211) | — | ||||||||
| Net transfers (to) from GE | — | (1,317) | (8,934) | ||||||||
| Proceeds from stock issued under employee benefit plans | 33 | 34 | — | ||||||||
| Taxes paid related to net share settlement of equity awards | (93) | (33) | — | ||||||||
| All other financing activities – net | (34) | (49) | (92) | ||||||||
| Cash from (used for) financing activities – continuing operations | (573) | (478) | (822) | ||||||||
| Cash from (used for) operating activities – discontinued operations | (4) | — | (21) | ||||||||
| Effect of foreign currency rate changes on cash, cash equivalents, and restricted cash | (77) | (10) | (3) | ||||||||
| Increase (decrease) in cash, cash equivalents, and restricted cash | 387 | 1,055 | 890 | ||||||||
| Cash, cash equivalents, and restricted cash at beginning of year | 2,506 | 1,451 | 561 | ||||||||
| Cash, cash equivalents, and restricted cash at end of year | $ | 2,893 | $ | 2,506 | $ | 1,451 | |||||
| Supplemental disclosure of cash flows information | |||||||||||
| Cash paid during the year for interest | $ | (550) | $ | (570) | $ | — | |||||
| Non-cash investing activities | |||||||||||
| Acquired but unpaid property, plant, and equipment | $ | 143 | $ | 140 | $ | 136 |
The accompanying notes are an integral part of these consolidated and combined financial statements.
NOTES TO THE CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION
ORGANIZATION.
GE HealthCare Technologies Inc. and its subsidiaries (“GE HealthCare,” the “Company,” “our,” “us,” or “we”) is a trusted partner and leading global healthcare solutions provider, innovating medical technology, pharmaceutical diagnostics, and integrated, cloud-first AI-enabled solutions, services, and data analytics. We operate at the center of the healthcare ecosystem, helping enable precision care by increasing health system capacity, enhancing productivity, digitizing healthcare delivery, and improving clinical outcomes while serving patients’ demand for greater efficiency, access, and personalized medicine. Our products, services, and solutions are designed to enable clinicians to make more informed decisions quickly and efficiently, improving patient care from screening and diagnosis to therapy and monitoring.
On January 3, 2023, the General Electric Company, which now operates as GE Aerospace (“GE”), completed the spin-off of GE HealthCare Technologies Inc. (the “Spin-Off”). The Spin-Off was completed through a distribution of approximately 80.1% of the Company’s outstanding common stock to holders of record of GE’s common stock as of the close of business on December 16, 2022 (the “Distribution”), which resulted in the issuance of approximately 454 million shares of common stock. Prior to the Distribution, the Company issued 100 shares of common stock in exchange for $1.00, all of which were held by GE as of December 31, 2022. As a result of the Distribution, the Company became an independent public company. On April 2, 2024, GE completed the separation of its GE Vernova business into an independent publicly traded company. In the fourth quarter of 2024, GE sold its remaining ownership of the Company’s outstanding common stock. Following the share sell-down, GE continues to be reported as a related party due to the nature of our relationship and board member affiliation.
In connection with the Spin-Off, certain adjustments were recorded to reflect transfers from GE, the draw-down of the Term Loan Facility, and settlement of Spin-Off transactions with GE, which resulted in the net reduction in Total equity of $2,849 million. These items substantially consisted of the transfer of: (1) certain pension plan liabilities and assets as described in Note 10, “Postretirement Benefit Plans,” (2) certain deferred income taxes as described in Note 11, “Income Taxes,” (3) deferred compensation liabilities of $548 million, and (4) employee termination obligations as described in Note 15, “Restructuring Activities.”
In connection with the Spin-Off, the Company entered into or adopted several agreements that provide a framework for the relationship between the Company and GE. See Note 19, “Related Parties and Transition Services Agreement” for more information on these agreements and related transactions.
Unless the context otherwise requires, references to “GE HealthCare,” “we,” “us,” “our,” and the “Company” refer to (1) GE’s healthcare business prior to the Spin-Off as a carve-out business of GE with related combined financial statements and (2) GE HealthCare Technologies Inc. and its subsidiaries following the Spin-Off with related consolidated financial statements.
BASIS OF PRESENTATION.
The consolidated and combined financial statements and corresponding notes (the “financial statements”) have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”) and in accordance with the instructions to Form 10-K. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation of the Company’s financial position and operating results have been included. All intercompany balances and transactions within the Company have been eliminated in the financial statements. Tables throughout this document are presented in millions of U.S. dollars unless otherwise stated and certain columns and rows may not sum due to the use of rounded numbers. Percentages presented are calculated from the underlying whole-dollar amounts.
For the year ended December 31, 2022, which was prior to the Spin-Off, the combined financial statements were derived from the consolidated financial statements and accounting records of GE, including the historical cost basis of assets and liabilities comprising the Company, as well as the historical revenues, direct costs, and allocations of indirect costs attributable to the operations of the Company, using the historical accounting policies applied by GE. The combined financial statements do not purport to reflect what the results of operations, comprehensive income (loss), financial position, or cash flows would have been had the Company operated as a separate, stand-alone entity prior to the Spin-Off.
Certain prior year amounts in the financial statements and notes thereto have been reclassified to conform to the current year presentation, which provides additional detail to readers of the financial statements. Amounts related to current compensation and benefit obligations that were previously reported within the All other current liabilities and All other operating activities – net lines on the Consolidated Statements of Financial Position and Consolidated and Combined Statements of Cash Flows, respectively, have been reclassified to separate lines on the respective financial statements. Additionally on the Consolidated and Combined Statements of Cash Flows, amounts related to purchase of investments previously reported within All other investing activities – net, and amounts related to equity award activity previously reported within All other financing activities – net, have been reclassified to separate lines.
Effective July 1, 2024, Image Guided Therapies (“IGT”), previously part of the Imaging segment, was realigned to the Ultrasound segment to better match its clinical usage and realize stronger business and customer impact by providing the right image guidance in the right care setting. The Ultrasound segment was subsequently renamed Advanced Visualization Solutions (“AVS”). Following this realignment, the Company continues to have four reportable segments: Imaging, AVS, Patient Care Solutions (“PCS”), and Pharmaceutical Diagnostics (“PDx”). These segments have been identified based on the nature of the products sold and how the Company manages its operations. Historical segment financial information presented within this report has been recast to conform to the new reportable segments structure.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ESTIMATES AND ASSUMPTIONS.
The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates based on assumptions about current, and for some estimates, future, economic and market conditions, which affect the reported amounts and related disclosures in the financial statements. Estimates are used for, but are not limited to, determining the following: revenue from contracts with customers; recoverability of long-lived assets and inventory; valuation of goodwill and intangible assets; useful lives used in depreciation and amortization; asset retirement obligations; income taxes and related valuation allowances; accruals for contingencies including legal and product warranties; actuarial assumptions used to determine costs of pension and other postretirement benefits; valuation of pension assets; valuation and recoverability of receivables; valuation of derivatives; and valuation of assets acquired, liabilities assumed, and contingent consideration as a result of acquisitions. Actual results could differ from these estimates.
REVENUE RECOGNITION.
Our revenues primarily consist of sales of products and services to customers. Products include equipment, imaging agents, software-related offerings, and upgrades. Services include contractual and stand-by preventative maintenance and corrective services, as well as related parts and labor, extended warranties, training, and other service-type offerings. The Company recognizes revenue from contracts with customers when the customer obtains control of the underlying products or services.
The Company recognizes a contract with a customer when there is a legally enforceable agreement between the Company and its customer, the rights of the parties are identified, the contract has commercial substance, and collectability of the contract consideration is probable. The Company’s revenues are measured based on the consideration specified in the contract with each customer net of any sales incentives, discounts, returns, chargebacks, group purchasing organization fees, rebates, or credits, as well as taxes collected from customers that are remitted to government authorities. Our estimates for these deductions, which are accounted for as variable consideration, are based on historical experience and consider current and forecasted market trends. We record these estimated amounts as a reduction to revenue when we recognize the related product or service sales. Payment terms are generally within 12 months. Payment terms within 12 months are not treated as significant financing components.
Contracts for the sale of products and services often include multiple distinct performance obligations, usually involving an upfront deliverable of equipment and future performance obligations such as installation, training, or the future delivery of products or services. If a contract contains more than one performance obligation, the transaction price is allocated to each performance obligation based on relative stand-alone selling price. Stand-alone selling price is obtained from sources such as the separate selling price for that or a similar item if reasonably available. If such evidence is not reasonably available, we use our best estimate of selling price, which is established consistent with the pricing strategy of the Company and considers product configuration, geography, customer type, and other market-specific factors.
Revenue is recognized in the period in which the customer obtains control of the underlying products or services, allowing them the ability to direct the use of, and obtain substantially all of, the remaining benefits of such product or service. This may occur at a point in time or over time. Shipping and handling costs to deliver products to customers are expensed as incurred and recognized within Cost of products or Cost of services in our Consolidated and Combined Statements of Income.
For standard, assurance-type warranties that are provided with products, we estimate the cost that may be incurred during the warranty period and record a liability at the time the revenue is recognized. The provision recorded reflects the estimated costs of replacement and free-of-charge services that will be incurred related to the products sold. Service-type warranties or extended warranties sold with products are considered separate performance obligations. As such, a portion of the overall transaction price is allocated to these performance obligations and recognized in revenue over time, as the performance obligations are satisfied.
The Company capitalizes certain direct incremental costs incurred to obtain a contract, primarily commissions. Costs to obtain a contract are classified within Contract and other deferred assets or All other non-current assets in the Consolidated Statements of Financial Position and are recognized based on the timing of when the Company expects to earn related revenues. Management assesses these costs for impairment based on periodic assessments of recoverability.
Performance Obligations Satisfied at a Point in Time
We primarily recognize revenue from sales of products at the point in time that the customer obtains control, which is generally no earlier than when the customer has physical possession. Where arrangements include customer acceptance provisions based on customer-specified criteria, we recognize revenue when we have concluded that the customer has control of the products, which is typically at the point of acceptance. Our billing terms for these point-in-time product contracts generally coincide with delivery to the customer and customer acceptance; however, periodically, we transfer control of products in advance of billing or we receive customer advances and deposits from customers in advance of transfer of control of products which are recognized as contract assets or contract liabilities, respectively, in the Consolidated Statements of Financial Position. Any differences between the timing of our revenue recognition and customer billings (based on contractual terms) result in changes to our contract asset or contract liability positions.
Performance Obligations Satisfied Over Time
We recognize revenue from the sale of certain service contracts, including preventative maintenance, corrective services, and extended warranties over time on a ratable basis consistent with the nature, timing, and extent of our services, which primarily relate to routine maintenance and as-needed product repairs. Our billing terms for these contracts vary and can occur in advance of or following the period of service; however, we generally invoice periodically as services are provided. The differences between the timing of our revenue recognized and customer billings (based on contractual terms) result in changes to our contract asset or contract liability positions.
See Note 3, “Revenue Recognition” for further information.
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH.
Cash deposits, short-term investments, and high-liquidity mutual funds with original maturities of three months or less are included in Cash, cash equivalents, and restricted cash in the Consolidated Statements of Financial Position. Restricted cash primarily relates to funds restricted in connection with escrow accounts and other contractual and legal restrictions. For the year ended December 31, 2022, which was prior to the Spin-Off, the cash presented in the Consolidated and Combined Statements of Cash Flows represents cash not subject to the GE centralized cash management process. Cash held in commingled accounts with GE, or its affiliates, is presented within Net parent investment in the Consolidated and Combined Statements of Changes in Equity.
See Note 18, “Supplemental Financial Information” for further information.
INVESTMENT SECURITIES.
Publicly traded equity securities for which we do not have the ability to exercise significant influence are recorded at fair value with changes in fair value recognized in Other (income) expense – net in the Consolidated and Combined Statements of Income. Privately held equity securities for which we do not have the ability to exercise significant influence are accounted for using the measurement alternative approach and are recorded at cost less impairment, if any, adjusted to fair value for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer, with changes in the measurement recognized through Other (income) expense – net in the Consolidated and Combined Statements of Income. Equity investments without readily determinable fair value as of December 31, 2024 and 2023 were $176 million and $156 million, respectively. Investment securities are recognized within All other non-current assets in the Consolidated Statements of Financial Position.
EQUITY METHOD INVESTMENTS.
Equity method investments are investments in entities in which we do not have a controlling financial interest, but over which we have significant influence. Equity method investments are assessed for other-than-temporary impairment when events occur or circumstances change that indicate it is more likely than not the fair value of the asset is below its carrying value. Equity method investments are recognized within All other non-current assets in the Consolidated Statements of Financial Position. Our share of the results of equity method investments is recognized within Other (income) expense – net in the Consolidated and Combined Statements of Income.
See Note 18, “Supplemental Financial Information” for further information.
RECEIVABLES.
Amounts due from customers arising from the sales of products and services are recorded at the outstanding amount, less allowances for credit losses, chargebacks, and other credits. We regularly monitor the recoverability of our receivables.
See Note 5, “Receivables” for further information.
FINANCING RECEIVABLES.
Our financing receivables portfolio consists of a variety of loans and leases, including both larger-balance, non-homogeneous loans and leases, and smaller-balance homogeneous loans and leases.
Loans
Loans represent term loans that are collateralized by equipment and other assets. Loans are classified as either held for sale or held for investment (“HFI”) based on management’s intent and ability to hold the loans for the foreseeable future. Loans where the Company does not have the ability and intent to hold for investment purposes and those where the Company intends to hold for sale in the foreseeable future are accounted for as loans held for sale. Loans held for sale are recorded at the lower of cost or current fair value with any fair value write-down (or change to the write-down) recorded as a valuation allowance through current period earnings in the period in which the change occurs. Loans classified as HFI are recorded at amortized cost.
Investment in Finance Leases
Finance leases include mostly sales-type leases of equipment and represent net unpaid rentals and estimated unguaranteed residual values of leased equipment, less related deferred income and less the allowance for credit losses.
See Note 7, “Leases” for further information on our finance leases and “Allowance for credit losses” below for the Company’s policy regarding allowances for credit losses on financing receivables.
Credit Quality Indicators
We manage our financing receivables portfolio using delinquency and nonaccrual data as key performance indicators. We assess the overall quality of the portfolio based on a potential risk of loss measure. The metric incorporates both the borrower’s credit quality along with any related collateral protection. Financing receivables are considered past due if default on a contractual principal or interest payment exists for a period of 30 days or more. We stop accruing interest on financing receivables at the earlier of when collection of an account becomes doubtful or the account becomes 90 days past due. Although we stop accruing interest in advance of payments, we recognize income within Other (income) expense – net in the Consolidated and Combined Statements of Income when we determine that the account is returned to accrual status, provided that the amount does not exceed that which would have been earned at the historical effective interest rate.
See Note 6, “Financing Receivables” for further information.
ALLOWANCE FOR CREDIT LOSSES**.**
When we record customer receivables, contract assets, and financing receivables, we maintain an allowance for credit losses for the current expected credit losses. Each period, the allowance for credit losses is adjusted through earnings to reflect expected credit losses over the remaining lives of the assets. The credit losses are recognized within Selling, general, and administrative (“SG&A”) in the Consolidated and Combined Statements of Income. For financing receivables, expected credit losses are calculated based on the gross carrying amount of the financial asset, multiplied by a factor reflecting the probability of default and the loss in the event of default. We routinely evaluate our entire portfolio for potential specific credit or collection issues that might indicate an impairment.
We estimate expected credit losses based on relevant information from past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. When measuring expected credit losses, we pool assets with similar credit risk characteristics. Changes in the relevant information may significantly affect the estimates of expected credit losses.
INVENTORIES.
Inventories are stated at lower of cost or net realizable values. Cost of inventories is determined on a first-in, first-out basis.
Inventories are generally classified as current, however, based on consumption timelines, certain inventories are considered non-current and are recognized, net of related reserves, within All other non-current assets in the Consolidated Statements of Financial Position.
As necessary, we record provisions and write-downs for excess, slow moving, and obsolete inventory. To determine these amounts, we regularly review inventory quantities on hand and compare them to historical utilization and estimates of future product demand, market conditions, and technological developments.
See Note 18, “Supplemental Financial Information” for further information.
PROPERTY, PLANT, AND EQUIPMENT.
Property, plant, and equipment is stated at cost and is depreciated on a straight-line basis over its estimated useful life. Estimated useful lives generally range from 8 to 40 years for buildings, structures and related equipment, 3 to 20 years for machinery and equipment, and 1 to 15 years for leasehold improvements. Repair and maintenance costs are expensed as incurred. Property, plant and equipment is reviewed for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. In such circumstances, assets are tested for impairment based on undiscounted cash flows and, if impaired, written down to estimated fair value based on either discounted cash flows or appraised values.
See Note 18, “Supplemental Financial Information” for further information.
LEASES.
Lessee Arrangements
At lease commencement, we record a lease liability and corresponding right-of-use (“ROU”) asset. ROU assets are recognized within Property, plant, and equipment – net and lease liabilities are recognized within All other current liabilities and All other non-current liabilities in the Consolidated Statements of Financial Position. Options to extend a lease are included as part of the ROU lease asset and liability at commencement when it is reasonably certain the Company will exercise the option. We have elected to combine lease and non-lease components in determining our lease liability for all leased assets except our vehicle leases. Non-lease components are generally related to services that the lessor performs for the Company associated with the leased asset. As the Company’s leases typically do not provide an implicit rate, the present value of our lease liability is determined using our incremental collateralized borrowing rate at lease commencement for leases that commenced post-Spin-Off and GE’s incremental collateralized borrowing rate at lease commencement for leases that commenced pre-Spin-Off. For leases with an initial term of 12 months or less, an ROU asset and lease liability are not recognized, and lease expense is recognized on a straight-line basis over the lease term. Certain of our leases include provisions for variable lease payments which are based on, but not limited to, maintenance, insurance, taxes, index escalations, and usage-based amounts. The Company recognizes variable lease payments not included in its lease liabilities in the period in which the obligation for those payments is incurred. We review ROU assets for impairment annually or when events occur or circumstances change that indicate that the asset may be impaired.
Lessor Arrangements
Equipment leased to others under operating leases is recognized within Property, plant, and equipment – net in the Consolidated Statements of Financial Position. Leases classified as sales-type leases or direct finance leases are recognized within All other current assets and All other non-current assets, respectively, in the Consolidated Statements of Financial Position. The terms of the related contracts, including the proportion of fixed versus variable payments and any options to shorten or extend the lease term or purchase the underlying asset, vary by customer.
See Note 6, “Financing Receivables” and Note 7, “Leases” for further information.
GOODWILL AND OTHER INTANGIBLE ASSETS.
Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination. We test goodwill for impairment at the reporting unit level annually in the fourth quarter of each year as of October 1st, or more frequently when an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.
When testing goodwill for impairment, the Company may first assess qualitative factors. If an initial qualitative assessment identifies that it is more likely than not that the fair value of a reporting unit is less than its carrying value, additional quantitative testing is performed. The Company may also elect to skip the qualitative testing and proceed directly to the quantitative testing. If the quantitative testing indicates that goodwill is impaired, an impairment charge is recognized based on the difference between the reporting unit’s carrying value and its fair value. When performing a quantitative test, the market approach is typically used for estimating the fair values for our reporting units. Under the market approach, we estimate the fair value based on market multiples of earnings derived from comparable publicly traded companies with operating and investment characteristics similar to the reporting unit. Depending on the specific reporting unit circumstances, we may also consider performing a valuation based on an income approach. It is reasonably possible that the judgments and estimates used could change in future periods.
In-process research and development (“IPR&D”) acquired as part of a business acquisition is capitalized at fair value when acquired and is considered an indefinite-lived intangible asset. We test indefinite-lived intangible assets for impairment annually in the third quarter of each year or when events occur or circumstances change that indicate it is more likely than not the fair value of the asset is below its carrying value. When testing IPR&D for impairment, the Company may first assess qualitative factors. If an initial qualitative assessment identifies that it is more likely than not that the fair value of the IPR&D is less than its carrying value, additional quantitative testing is performed. The Company may also elect to skip the qualitative testing and proceed directly to the quantitative testing. If the quantitative testing indicates that the IPR&D is impaired, an impairment charge is recognized based on the difference between the IPR&D’s carrying value and its fair value. When the IPR&D project is complete, the asset is considered a finite-lived intangible asset and subject to an impairment test at that date. Thereafter, the resulting asset is amortized over its estimated useful life and is subject to impairment assessments in the same manner as all amortizing intangible assets.
For other intangible assets that are not deemed indefinite-lived, the cost of the intangible asset is amortized on a straight-line basis over the asset’s estimated useful life. Amortizable intangible assets are reviewed for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. In such circumstances, they are tested for impairment based on undiscounted cash flows and, if impaired, written down to estimated fair value based on either discounted cash flows or appraised values.
Internal-use software is software that is developed, purchased, or modified to meet internal needs and for which no substantive plan exists to sell, lease, or otherwise market the software externally. All costs associated with project tasks classified in the preliminary project development or post-implementation/operation stage are expensed as incurred. Capitalization of application development stage costs begins after both of the following occur: (1) the preliminary project development stage is completed and (2) management authorizes and commits to funding the software project and it is probable that the project will be completed and the software will be used for the purpose for which it was intended. Capitalization ceases when the project is substantially complete. Capitalized amounts are recognized within Other intangible assets – net in the Consolidated Statements of Financial Position and are amortized on a straight-line basis over the asset’s estimated useful life.
External use software relates to software that is (1) intended to be sold, licensed, or marketed to our customers or (2) embedded and integral to our tangible products for which research and development (“R&D”) has been completed. Costs that are related to the conceptual formulation and design of software are expensed as incurred. Costs that are incurred after technological feasibility has been established until general release of the product are capitalized as an intangible asset and recognized within Other intangible assets – net in the Consolidated Statements of Financial Position. Capitalized costs for software to be sold, leased, or otherwise marketed are amortized on an individual product basis using straight-line amortization over the estimated useful life of the product. The Company performs regular reviews to assess whether unamortized capitalized external use software program costs remain recoverable through future revenue.
See Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” for further information.
DERIVATIVES AND HEDGING.
We use derivative contracts to reduce the volatility of earnings and cash flows associated with risks related to foreign currency exchange rates, interest rates, equity prices, and commodity prices. Our policy is to use derivatives solely for managing risks and not for speculative purposes.
We employ the following hedge types: (1) cash flow hedges of foreign currency risk associated with third-party and intercompany foreign currency-denominated forecasted transactions and firm commitments, (2) net investment hedges of foreign currency risk associated with investments in foreign operations, (3) fair value hedges of interest rate risk associated with long-term borrowings, and (4) economic hedges not designated as qualifying hedging relationships of foreign currency risk associated with monetary assets and liabilities, including intercompany balances, equity price risk, and commodity price risk.
For net investment hedges, changes in the fair value of the components of the hedging derivatives excluded from the assessment of hedge effectiveness are deferred and amortized to earnings in the Consolidated and Combined Statements of Income using a systematic and rational method over the life of the derivative transaction.
Contracts that do not in their entirety meet the definition of a derivative instrument and are not measured at fair value may contain embedded features affecting some or all of the cash flows or value of other exchanges that would otherwise be considered derivatives when assessed separately from the host contract. Such embedded features are separated from the host contract and accounted for as a derivative measured at fair value if their economic characteristics and risks are not clearly and closely related to those of the host contract.
See Note 13, “Financial Instruments and Fair Value Measurements” for further information.
INCOME TAXES.
For the year ended December 31, 2022, which was prior to the Spin-Off, the Company’s income tax provision was determined using the separate return method. As a result, actual amounts included in the consolidated financial statements of GE related to the Company may differ from the amounts included in our financial statements. For post Spin-Off periods we file tax returns on our own behalf, and our deferred taxes and actual income tax rate may differ from those in the historical pre Spin-Off periods.
Uncertain tax positions that meet the more likely than not recognition threshold are included in the financial statements. Such uncertain tax positions are measured at the largest amount of benefit that the Company believes has a greater than 50% likelihood of realization upon settlement. Our policy is to adjust these reserves when facts and circumstances change, such as the change in the technical merit of a position, an uncertain tax position is effectively settled with the relevant taxing authority, or the statute of limitations has expired. Penalties and interest related to income tax matters are recognized within Benefit (provision) for income taxes in the Consolidated and Combined Statements of Income.
Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their respective tax basis, as well as net operating loss and tax credit carryforwards. The deferred income tax balances are stated at enacted tax rates expected to be in effect when those taxes are paid or recovered. Deferred income tax assets represent amounts available to reduce income taxes payable on taxable income in future years. We evaluate the recoverability of these future tax deductions and credits considering all available positive and negative evidence, including the impact of the Tax Matters Agreement with GE, specifically assessing the adequacy of future expected taxable income from all sources, including reversal of existing taxable temporary differences, forecasted operating earnings, taxable income in prior carryback years, if applicable, and available tax planning strategies. To the extent we consider it more likely than not that a deferred tax asset will not be recovered, a valuation allowance is established to reduce its carrying value to the amount that is more likely than not to be realized. Deferred taxes are provided for the outside basis difference of certain investments in non-U.S. affiliates and associated companies based upon our evaluation of the undistributed earnings of such entities if the permanently reinvested assumption cannot be made.
See Note 11, “Income Taxes” for further information.
POSTRETIREMENT BENEFIT PLANS.
Prior to the Spin-Off, GE sponsored plans were accounted for as multiemployer plans. Therefore, the Combined Statement of Income reflects a proportionate allocation of net periodic benefit costs for the multiemployer plans associated with the Company for the year ended December 31, 2022.
In connection with the Spin-Off, on January 1, 2023, GE HealthCare assumed a portion of former GE pension and other postretirement obligations and assets. The pension and other postretirement obligations assumed relate to benefits owed to current GE HealthCare employees, former GE HealthCare employees, and certain GE legacy plan participants. As of January 1, 2023, GE HealthCare established the assumed pension plans as single-employer plans, but continued to participate in legacy GE multiple-employer postretirement benefit plans sponsored by GE. On January 1, 2024, we transitioned from the legacy GE multiple-employer postretirement benefit plans to a GE HealthCare sponsored single-employer postretirement benefit plan. This change did not have an impact on our results of operations or financial position. Management accounts for the pension and postretirement plans as defined benefit plans.
We measure our plan assets at fair value and categorize plan assets for disclosure purposes in accordance with the fair value hierarchy. Certain assets for which the fair value is measured using the net asset value (“NAV”) per share (or its equivalent) as a practical expedient are excluded from the fair value hierarchy. The components of net periodic benefit costs, other than the service cost component, are recognized within Non-operating benefit (income) costs in the Consolidated and Combined Statements of Income for plans sponsored by the Company.
We engage third-party actuaries to assist in the determination of benefit obligations and related net periodic benefit costs. We develop significant long-term assumptions, including discount rates and the expected rate of return on assets in connection with our pension accounting. In the fourth quarter of each fiscal year and whenever a plan is determined to qualify for a remeasurement, we recognize differences between expected long-term return on plan assets and actual returns, and net actuarial gains and losses for the pension plan liabilities within the Consolidated and Combined Statements of Comprehensive Income (Loss).
We amortize gains and losses, as well as the effects of changes in actuarial assumptions and plan provisions, that exceed 10% of the greater of the market related value of plan assets or benefit obligations, determined as of the beginning of the year. The period over which gains and losses are amortized to earnings is generally over the average remaining life expectancy of plan participants.
See Note 10, “Postretirement Benefit Plans” for further information.
LOSS CONTINGENCIES.
Loss contingencies are uncertain and unresolved matters that arise in the ordinary course of business and result from events that have the potential to result in a future loss. Such contingencies include, but are not limited to, product warranties, claims, litigation, environmental obligations, regulatory investigations and proceedings, product quality, and losses resulting from other events and developments. When a loss is considered probable and reasonably estimable, we record a liability in the amount of our best estimate for the loss. When there appears to be a range of possible losses with equal likelihood, liabilities are based on the low end of such range. Disclosure is provided for material loss contingencies when a loss is probable and an estimate can be made, when a loss is probable but a reasonable estimate cannot be made, and when it is reasonably possible that a loss will be incurred or the amount of a loss will exceed the recorded provision. We regularly review contingencies to determine whether the likelihood of loss has changed and to assess whether a reasonable estimate of the loss or range of loss can be made. Legal costs incurred in connection with loss contingencies are expensed as incurred.
See Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies” for further information.
SUPPLY CHAIN FINANCE PROGRAMS.
The Company participates in voluntary supply chain finance programs which provide participating suppliers the opportunity to sell their GE HealthCare receivables to third parties at the sole discretion of both the suppliers and the third parties. We evaluate supply chain finance programs to ensure the use of a third-party intermediary to settle our trade payables does not change the nature, existence, amount, or timing of our trade payables and does not provide the Company with any direct economic benefit. If any characteristics of the trade payables change or we receive a direct economic benefit, we reclassify the trade payables to borrowings. In connection with the supply chain finance programs, payment terms normally range from 30 to 180 days, depending on the underlying supplier agreements.
See Note 18, “Supplemental Financial Information” for further information.
FAIR VALUE MEASUREMENTS.
The following sections describe the valuation methodologies we use to measure financial and non-financial instruments at fair value including certain assets within our postretirement benefit plans. Observable inputs for fair value measurements reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. These inputs establish the following fair value hierarchy:
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Level 1 — Quoted prices for identical instruments in active markets.
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Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
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Level 3 — Significant inputs to the valuation model are unobservable.
See Note 13, “Financial Instruments and Fair Value Measurements” for further information.
RECURRING FAIR VALUE MEASUREMENTS.
For financial assets and liabilities measured at fair value on a recurring basis, primarily money market funds, investment securities, derivatives, and contingent consideration, fair value is the price we would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. In the absence of active markets for the identical assets or liabilities, such measurements involve developing assumptions based on market observable data and, in the absence of such data, internal information that is consistent with what market participants would use in a hypothetical transaction that occurs at the measurement date.
Money Market Funds
Money market funds are valued using pricing information from the fund managers, quoted on a daily basis, and are considered Level 2 inputs.
Investment Securities
Publicly traded equity securities are valued using Level 1 quoted price inputs.
Derivatives
The majority of our derivatives are valued using model-derived offers received from financial institutions for similar over-the-counter instruments without an active market or internal models. The models maximize observable inputs including interest rates and both forward and spot prices for currencies and commodities. As of December 31, 2024 and 2023, foreign currency contracts, interest rate contracts, commodity exchange contracts, embedded derivatives, and the equity-linked total return swap were valued using Level 2 inputs.
Contingent Consideration
When an acquisition involves a contingent consideration arrangement, we record on the date of acquisition a liability for the fair value of the estimated additional consideration we may be obligated to pay in the future. The fair value is based upon estimates of future financial projections under various potential scenarios using a probability-weighted expected payment model discounted to present value. The estimates used to determine the fair value are subject to significant judgment and as such are considered Level 3 inputs. We subsequently remeasure such liabilities at the end of each reporting period and record changes in the fair value within SG&A in the Consolidated and Combined Statements of Income.
Investments in Private Equity, Real Estate and Collective Funds held within our Postretirement Benefit Plans
Most investments are generally valued using the NAV per share as a practical expedient for fair value provided certain criteria are met. The NAVs are determined based on the fair values of the underlying investments in the funds. Investments that are measured at fair value using the NAV practical expedient are not required to be classified in the fair value hierarchy. Investments classified within Level 3 primarily relate to real estate and private equities which are valued using unobservable inputs, primarily by discounting expected future cash flows, using comparative market multiples, third-party pricing sources, or a combination of these approaches as appropriate. See Note 10, “Postretirement Benefit Plans” for further information.
Debt Securities held within our Postretirement Benefit Plans
When available, we use quoted market prices to determine the fair value of debt securities which are Level 1 inputs. For our remaining debt securities, we obtain pricing information from an independent pricing vendor. The inputs and assumptions to the pricing vendor’s models are derived from market observable sources including benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and other market-related data. These investments are classified within Level 2. See Note 10, “Postretirement Benefit Plans” for further information.
There were no transfers between Levels 1, 2, and 3 of the fair value hierarchy during the years ended December 31, 2024, 2023, and 2022. See Note 13, “Financial Instruments and Fair Value Measurements” for further information.
NON-RECURRING FAIR VALUE MEASUREMENTS.
Certain assets and liabilities are measured at fair value on a non-recurring basis. These items may include financing receivables and long-lived assets reduced to fair value upon classification as held for sale and impaired equity method investments and long-lived assets, which, when written down to fair value upon an impairment, are not subsequently adjusted to fair value unless further impairment occurs. The following sections describe the valuation methodologies the Company uses to measure these assets not measured on a recurring fair value basis.
Equity Method Investments
Equity method investments are initially recorded at cost and are adjusted in each period for the Company’s share of the investee’s income or loss and dividends paid. In instances of impairment, equity method investments are written down to fair value using market observable data such as quoted prices when available. When market observable data is unavailable, investments are valued using either a discounted cash flow model, comparative market multiples, third-party pricing sources, or a combination of these approaches, as appropriate. These investments are generally valued using Level 3 inputs.
Equity Investments Without Readily Determinable Fair Value
Equity investments without readily determinable fair value, subject to a policy choice on a transaction-by-transaction basis, are accounted for under the measurement alternative at cost less impairment and adjusted to fair value for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer. In the instance of impairment, if any, equity investments are adjusted to fair value using market observable data if available. If market observable data is not available, fair values are estimated using discounted cash flow models, comparative market multiples, or a combination of these approaches using Level 3 inputs.
Financing Receivables
We generally use market data, including pricing on recently closed market transactions, to value financing receivables that are held for sale. Such financing receivables are valued using Level 2 inputs. When the data is unobservable, we use valuation methodologies based on current market interest rate data adjusted for inherent credit risk. Such financing receivables are valued using Level 3 inputs.
Long-Lived Assets
Fair values of long-lived assets are primarily developed internally and are corroborated by available external appraisal information, as applicable. These assets are generally valued using Level 3 inputs.
FOREIGN CURRENCY.
We have determined that the functional currency for many of our international operations is the local currency, and for other international operations the functional currency is the USD. The basis of this determination is the currency in which each of the international operations primarily generates and expends cash. When the functional currency is not the USD, asset and liability accounts are translated at period-end exchange rates. The Company translates functional currency income and expense amounts to their USD equivalents using average exchange rates for the period. These translation gains and losses are recognized within Accumulated other comprehensive income (loss) – net (“AOCI”) in the Consolidated Statements of Financial Position.
Gains and losses from foreign currency transactions, such as those resulting from the settlement of monetary items in the non-functional currency and those resulting from remeasurements of monetary items, are included in Cost of products, Cost of services, SG&A, and R&D in the Consolidated and Combined Statements of Income, depending on the underlying nature of the item. Net gains (losses) from foreign currency transactions were $16 million, $16 million, and $(88) million for the years ended December 31, 2024, 2023, and 2022, respectively.
BUSINESS COMBINATIONS.
Our financial statements include the operations of acquired businesses from the date of acquisition. The Company accounts for acquired businesses using the acquisition method of accounting in accordance with U.S. GAAP, which requires that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. When we acquire the remaining equity ownership of a company in which we hold an equity interest, we remeasure our equity interest to fair value. Any excess of the purchase price over the assigned values of the net assets acquired is recorded as Goodwill. Transaction costs are expensed as incurred. For those arrangements that involve potential future contingent consideration, on the date of acquisition we record a liability equal to the fair value of the estimated additional consideration we may be obligated to pay in the future.
See Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” and Note 13, “Financial Instruments and Fair Value Measurements” for further information.
DISCONTINUED OPERATIONS.
Certain of our operations have been presented as discontinued. We present businesses whose disposal represents a strategic shift that has, or will have, a major effect on our operations and financial results as discontinued operations when the components meet the criteria for held for sale, are sold, or are spun-off. Presentation as discontinued operations is consistent for all periods presented.
RESTRUCTURING COSTS.
We record liabilities for costs associated with exit or disposal activities in the period in which the liability is incurred. Employee termination costs are accrued when the restructuring actions are probable and estimable. Costs for one-time termination benefits in which the employee is required to render service until termination in order to receive the benefits are recognized ratably over the future service period.
See Note 15, “Restructuring Activities” for further information.
RESEARCH AND DEVELOPMENT.
The Company conducts R&D activities to create new products, develop new applications for existing products, and enhance existing products. Clinical study and certain research costs are recognized over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. R&D costs are expensed as incurred.
In certain instances, R&D activities may be funded by third parties, including government entities. These R&D funding arrangements may include upfront payments, R&D cost sharing payments, and future milestone payments that may be based upon the occurrence of future R&D or commercialization events. Payments received as part of the R&D funding arrangements are generally presented as an offset to R&D expense.
COLLABORATIVE ARRANGEMENTS.
We enter into collaborative arrangements primarily related to development of new products. A collaborative arrangement is a contractual arrangement that involves two or more parties who are active participants in the activity, and are exposed to significant risks and rewards dependent on the commercial success of the activity. The assessment for a collaborative arrangement is performed throughout the life of the arrangement based on changes in the responsibilities of all parties. Amounts that are owed by collaboration partners related to R&D activities are generally presented as an offset to R&D expense.
See Note 18, “Supplemental Financial Information” for further information.
ACCOUNTING CHANGES.
Accounting Standards Codification (“ASC”) Topic 740, Income Taxes, provides that interest related to unrecognized income tax benefits may either be classified as income tax expense or interest expense in the consolidated statements of operations. In the first quarter of 2023, the Company changed its accounting policy for presentation of interest expense on uncertain tax positions. The interest was previously presented within Interest and other financial charges – net and has changed to being presented within Benefit (provision) for income taxes. The Company believes this presentation is preferable because the cost is related to income tax matters and this presentation enhances comparability with our peers. The effects of the change in accounting have been prospectively applied to periods beginning in the first quarter of 2023 and were not material to any previously reported periods prior to March 31, 2023.
Recent Accounting Pronouncements Reflected in These Consolidated and Combined Financial Statements
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07 (“ASU 2023-07”), Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 requires annual and interim disclosures that are expected to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. The provisions of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted ASU 2023-07 for the year ended December 31, 2024, retrospectively applied to all prior periods presented in the financial statements. See Note 4, “Segment and Geographical Information” for further information.
Other Recent Accounting Pronouncements
In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 addresses investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This update also includes certain other amendments to improve the effectiveness of income tax disclosures. The provisions of ASU 2023-09 are effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the effect that ASU 2023-09 will have on the disclosures in our notes to the financial statements.
In November 2024, the FASB issued ASU No. 2024-03 (“ASU 2024-03”), Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 addresses investor requests for more transparency about expense information through the disaggregation of relevant expense captions in the notes to the financial statements. The provisions of ASU 2024-03 are effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We expect the adoption to impact disclosures in our notes to the financial statements.
NOTE 3. REVENUE RECOGNITION
CONTRACT AND OTHER DEFERRED ASSETS.
Contract assets reflect revenue recognized on contracts with customers in excess of billings based on contractual terms. Contract assets are classified as current or non-current based on the amount of time expected to lapse until the Company’s right to consideration becomes unconditional. Other deferred assets consist of costs to obtain contracts, primarily commissions, other cost deferrals for shipped products, and deferred service, labor, and direct overhead costs.
| As of | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Contract assets | $ | 589 | $ | 600 | ||||
| Other deferred assets | 385 | 400 | ||||||
| Contract and other deferred assets | 974 | 1,000 | ||||||
| Non-current contract assets(1) | 103 | 72 | ||||||
| Non-current other deferred assets(1) | 105 | 96 | ||||||
| Total contract and other deferred assets | $ | 1,183 | $ | 1,168 |
(1)Non-current contract and other deferred assets are recognized within All other non-current assets in the Consolidated Statements of Financial Position.
Capitalized costs to obtain a contract were $217 million and $213 million as of December 31, 2024 and 2023, respectively. Generally, these costs are recognized within two years of being capitalized. When recognized, the costs to obtain a contract are recorded within SG&A in the Consolidated and Combined Statements of Income.
CONTRACT LIABILITIES.
Contract liabilities include customer advances and deposits received when orders are placed and billed in advance of completion of performance obligations. Contract liabilities are classified as current or non-current based on the periods over which these remaining performance obligations are expected to be satisfied with our customers.
As of December 31, 2024 and 2023, contract liabilities were approximately $2,629 million and $2,623 million, respectively, of which the non-current portion of $686 million and $705 million, respectively, was recognized in All other non-current liabilities in the Consolidated Statements of Financial Position. Revenue recognized related to the contract liabilities balance at the beginning of the year was approximately $1,585 million and $1,554 million for the years ended December 31, 2024 and 2023, respectively.
REMAINING PERFORMANCE OBLIGATIONS.
Remaining performance obligations (“RPO”) represents the estimated revenue expected from customer contracts that are partially or fully unperformed inclusive of amounts deferred in contract liabilities, excluding contracts, or portions thereof, that provide the customer with the right to cancel or terminate without incurring a substantive penalty.
| As of | |||||||||||||||||
| December 31, 2024 | December 31, 2023 | ||||||||||||||||
| Products | $ | 4,755 | $ | 4,930 | |||||||||||||
| Services | 9,737 | 9,725 | |||||||||||||||
| Total RPO | $ | 14,491 | $ | 14,655 |
We expect to recognize substantially all of the revenue for our product-related RPO within two years and services-related RPO within five years.
NOTE 4. SEGMENT AND GEOGRAPHICAL INFORMATION
Effective July 1, 2024, Image Guided Therapies, previously part of the Imaging segment, was realigned to the Ultrasound segment. The Ultrasound segment was subsequently renamed Advanced Visualization Solutions. Following this realignment, the Company continues to have four reportable segments: Imaging, AVS, PCS, and PDx. Historical segment financial information presented within this report has been recast to conform to the new reportable segments structure.
The Company’s organizational structure is based upon the availability of separate financial information that is evaluated regularly by the Company’s Chief Operating Decision Maker (“CODM”) for the purpose of assessing performance and allocating resources. The Company’s CODM is its Chief Executive Officer. These segments have been identified based on the nature of the products sold and how the Company manages its operations. We have not aggregated any of our operating segments to form reportable segments. A description of our reportable segments has been provided in Item 1, “Business” of this Annual Report on Form 10-K.
The CODM assesses segment performance using Total revenues and an earnings metric defined as “Segment EBIT.” Segment EBIT is calculated as income before income taxes in our Consolidated and Combined Statements of Income excluding the impact of the following: Interest and other financial charges – net, Non-operating benefit (income) costs, restructuring costs, acquisition and disposition-related benefits (charges), gain (loss) on business and asset dispositions, Spin-Off and separation costs, amortization of acquisition-related intangible assets, and investment revaluation gain (loss). Segment EBIT is also used in the annual budget and periodic forecasting processes and informs the CODM in decision making regarding the allocation of resources to the segments.
| Total Revenues by Segment | For the years ended December 31 | |||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Total Imaging | $ | 8,855 | $ | 8,944 | $ | 8,395 | ||||||||||||||
| AVS: | ||||||||||||||||||||
| Procedural Guidance | 2,711 | 2,666 | 2,327 | |||||||||||||||||
| Specialized Ultrasound | 2,420 | 2,428 | 2,685 | |||||||||||||||||
| Total AVS | 5,131 | 5,094 | 5,012 | |||||||||||||||||
| PCS: | ||||||||||||||||||||
| Monitoring Solutions | 2,194 | 2,283 | 2,092 | |||||||||||||||||
| Life Support Solutions | 931 | 859 | 824 | |||||||||||||||||
| Total PCS | 3,125 | 3,142 | 2,916 | |||||||||||||||||
| Total PDx | 2,508 | 2,306 | 1,958 | |||||||||||||||||
| Other**(1)** | 52 | 66 | 60 | |||||||||||||||||
| Total revenues | $ | 19,672 | $ | 19,552 | $ | 18,341 | ||||||||||||||
(1) Financial information not presented within the reportable segments, shown within the Other category, represents HealthCare Financial Services (“HFS”) which does not meet the definition of an operating segment.
No single customer accounted for more than 10% of the Company’s revenues for the years ended December 31, 2024, 2023, or 2022. Additionally, no single customer accounted for more than 10% of accounts receivable as of December 31, 2024 or 2023.
| Significant Expenses by Segment | For the years ended December 31 | |||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Imaging: | ||||||||||||||||||||
| Cost of sales | $ | 5,623 | $ | 5,901 | $ | 5,660 | ||||||||||||||
| Other segment items(1) | 2,270 | 2,222 | 1,955 | |||||||||||||||||
| Total Imaging | $ | 7,893 | $ | 8,123 | $ | 7,615 | ||||||||||||||
| AVS: | ||||||||||||||||||||
| Cost of sales | $ | 2,485 | $ | 2,485 | $ | 2,472 | ||||||||||||||
| Other segment items(1) | 1,528 | 1,485 | 1,312 | |||||||||||||||||
| Total AVS | $ | 4,014 | $ | 3,970 | $ | 3,784 | ||||||||||||||
| PCS: | ||||||||||||||||||||
| Cost of sales | $ | 1,930 | $ | 1,890 | $ | 1,839 | ||||||||||||||
| Other segment items(1) | 848 | 869 | 736 | |||||||||||||||||
| Total PCS | $ | 2,778 | $ | 2,759 | $ | 2,575 | ||||||||||||||
| PDx: | ||||||||||||||||||||
| Cost of sales | $ | 1,236 | $ | 1,192 | $ | 1,005 | ||||||||||||||
| Other segment items(1) | 490 | 497 | 433 | |||||||||||||||||
| Total PDx | $ | 1,725 | $ | 1,689 | $ | 1,438 |
(1) Other segment items for each segment includes selling, general, administrative, research, and development related expenses, as well as other segment income and expenses.
| Segment EBIT | For the years ended December 31 | |||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Segment EBIT | ||||||||||||||||||||
| Imaging | $ | 962 | $ | 821 | $ | 780 | ||||||||||||||
| AVS | 1,118 | 1,124 | 1,228 | |||||||||||||||||
| PCS | 347 | 383 | 341 | |||||||||||||||||
| PDx | 783 | 617 | 520 | |||||||||||||||||
| Other(1) | 2 | 11 | (8) | |||||||||||||||||
| 3,211 | 2,956 | 2,861 | ||||||||||||||||||
| Restructuring costs | (120) | (54) | (146) | |||||||||||||||||
| Acquisition and disposition-related benefits (charges) | (3) | 15 | 34 | |||||||||||||||||
| Gain (loss) on business and asset dispositions | — | — | 1 | |||||||||||||||||
| Spin-Off and separation costs | (251) | (270) | (14) | |||||||||||||||||
| Amortization of acquisition-related intangible assets | (137) | (127) | (121) | |||||||||||||||||
| Investment revaluation gain (loss) | (22) | 1 | (31) | |||||||||||||||||
| Interest and other financial charges – net | (504) | (542) | (77) | |||||||||||||||||
| Non-operating benefit income (costs) | 406 | 382 | 5 | |||||||||||||||||
| Income before income taxes | $ | 2,581 | $ | 2,361 | $ | 2,512 |
(1) Financial information not presented within the reportable segments, shown within the Other category, primarily represents HFS which does not meet the definition of an operating segment.
The following table represents the depreciation and amortization amounts reported within the Segment EBIT metric for our reportable segments. Depreciation and amortization expense related to shared property, plant, and equipment and intangibles, exclusive of acquisition-related intangible assets, has been fully allocated to our segments and those allocations are reflected in the amounts presented in the table below. These amounts are included within Cost of sales and Other segment items disclosed in the Significant Expenses by Segment table above.
| Depreciation and Amortization by Segment | For the years ended December 31 | |||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Imaging | $ | 249 | $ | 274 | $ | 282 | ||||||||||||||
| AVS | 78 | 90 | 105 | |||||||||||||||||
| PCS | 55 | 69 | 73 | |||||||||||||||||
| PDx | 55 | 45 | 45 | |||||||||||||||||
The Company does not report total assets by segment as the Company’s CODM does not assess performance, make strategic decisions, or allocate resources based on assets.
GEOGRAPHIC INFORMATION.
Revenues are classified according to the country in which products and services are sold.
| Total Revenues by Country | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| United States | $ | 8,617 | $ | 8,228 | $ | 7,819 | |||||
| China | 2,135 | 2,560 | 2,325 | ||||||||
| All other countries | 8,919 | 8,764 | 8,197 | ||||||||
| Total revenues | $ | 19,672 | $ | 19,552 | $ | 18,341 |
Long-lived assets represent Property, plant, and equipment – net and are classified according to the country where the asset is located.
| Long-Lived Assets – Net by Country | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| United States | $ | 908 | $ | 913 | ||||
| China | 392 | 391 | ||||||
| Norway | 296 | 286 | ||||||
| All other countries | 955 | 910 | ||||||
| Total long-lived assets – net | $ | 2,550 | $ | 2,500 |
NOTE 5. RECEIVABLES
| Current Receivables | As of | ||||||||||
| December 31, 2024 | December 31, 2023 | ||||||||||
| Current customer receivables**(1)** | $ | 3,382 | $ | 3,339 | |||||||
| Non-income based tax receivables | 155 | 166 | |||||||||
| Other sundry receivables | 131 | 118 | |||||||||
| Current sundry receivables | 286 | 284 | |||||||||
| Allowance for credit losses | (103) | (98) | |||||||||
| Total current receivables – net | $ | 3,564 | $ | 3,525 |
(1) Chargebacks, which are primarily related to our PDx business, are generally settled through issuance of credits, typically within one month of initial recognition, and are recorded as a reduction to current customer receivables. Balances related to chargebacks were $153 million and $144 million as of December 31, 2024 and 2023, respectively.
Activity in the allowance for credit losses related to current receivables consisted of the following:
| For the years ended December 31 | |||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Balance at beginning of period | $ | 98 | $ | 91 | $ | 107 | |||||
| Additions charged to costs and expenses | 20 | 16 | 2 | ||||||||
| Write-offs | (12) | (11) | (13) | ||||||||
| Foreign currency exchange and other | (2) | 2 | (5) | ||||||||
| Balance at end of period | $ | 103 | $ | 98 | $ | 91 |
| Long-Term Receivables | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Long-term customer receivables | $ | 59 | $ | 55 | ||||
| Non-income based tax receivables | 20 | 26 | ||||||
| Other sundry receivables | 68 | 73 | ||||||
| Long-term sundry receivables | 88 | 99 | ||||||
| Allowance for credit losses(1) | (5) | (30) | ||||||
| Total long-term receivables – net**(2)** | $ | 142 | $ | 124 |
(1) For the year ended December 31, 2024, the decrease in the Allowance for credit losses is driven by a $25 million write-off of a long-term receivable that was fully reserved as of December 31, 2023. Write-offs of long-term receivables were not material for the year ended December 31, 2023.
(2) Long-term receivables are recognized within All other non-current assets in the Consolidated Statements of Financial Position.
NOTE 6. FINANCING RECEIVABLES
| Current and Non-current Financing Receivables | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Loans receivable, at amortized cost | $ | 23 | $ | 29 | ||||
| Investment in finance leases, net of deferred income | 69 | 71 | ||||||
| Allowance for credit losses | (2) | (3) | ||||||
| Current financing receivables – net**(1)** | 90 | 97 | ||||||
| Loans receivable, at amortized cost | 35 | 37 | ||||||
| Investment in finance leases, net of deferred income | 152 | 146 | ||||||
| Allowance for credit losses | (4) | (5) | ||||||
| Non-current financing receivables – net**(1)** | $ | 183 | $ | 178 |
(1) Current financing receivables and non-current financing receivables are recognized within All other current assets and All other non-current assets, respectively, in the Consolidated Statements of Financial Position.
As of December 31, 2024, 4%, 4%, and 3% of financing receivables were over 30 days past due, over 90 days past due, and on nonaccrual, respectively, with the majority of nonaccrual financing receivables secured by collateral. As of December 31, 2023, 5%, 5%, and 6% of financing receivables were over 30 days past due, over 90 days past due, and on nonaccrual, respectively, with the majority of nonaccrual financing receivables secured by collateral.
NOTE 7. LEASES
OPERATING LEASES.
As a lessee, the Company leases certain logistics, office, and manufacturing facilities, as well as vehicles and other equipment. Certain of the Company’s leases may include options to extend. Our ROU operating lease assets are recognized within Property, plant, and equipment – net in the Consolidated Statements of Financial Position. Our operating lease liabilities are recognized within All other current liabilities and All other non-current liabilities in the Consolidated Statements of Financial Position, as detailed below.
| Operating Lease Assets and Liabilities | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Operating lease ROU assets | $ | 364 | $ | 356 | ||||
| Current operating lease liabilities | 115 | 110 | ||||||
| Non-current operating lease liabilities | 270 | 273 | ||||||
| Total operating lease liabilities | $ | 385 | $ | 383 |
| Operating Lease Expense | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Long-term (fixed) | $ | 134 | $ | 121 | $ | 115 | |||||
| Long-term (variable) | 120 | 106 | 98 | ||||||||
| Short-term | 4 | 2 | 4 | ||||||||
| Total operating lease expense | $ | 258 | $ | 229 | $ | 217 |
| Maturity of Lease Liabilities | |||||||||||||||||||||||
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | |||||||||||||||||
| Undiscounted lease payments | $ | 129 | $ | 113 | $ | 77 | $ | 40 | $ | 24 | $ | 41 | $ | 425 | |||||||||
| Less: imputed interest | 40 | ||||||||||||||||||||||
| Total lease liability as of December 31, 2024 | $ | 385 |
| Supplemental Information Related to Operating Leases | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Operating cash flows used for operating leases | $ | 138 | $ | 130 | $ | 113 | |||||
| Right-of-use assets obtained in exchange for new lease liabilities | 147 | 154 | 98 | ||||||||
| Weighted-average remaining lease term (in years) | 4.4 | 4.7 | 4.4 | ||||||||
| Weighted-average discount rate | 4.5 | % | 4.4 | % | 3.8 | % |
FINANCE LEASES.
The Company leases equipment manufactured or sold by the Company to customers through sales-type leases. Sales-type leases are included in financing receivables and are recognized within All other current assets and All other non-current assets in the Consolidated Statements of Financial Position.
Finance lease income was $14 million, $13 million, and $12 million for the years ended December 31, 2024, 2023, and 2022, respectively, and is recognized within Other (income) expense – net in the Consolidated and Combined Statements of Income.
| Net Investment in Finance Leases | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Minimum lease payments receivable | $ | 242 | $ | 236 | ||||
| Less: deferred income | (31) | (30) | ||||||
| Discounted lease receivable | 211 | 206 | ||||||
| Estimated unguaranteed residual value of leased assets, net of deferred income | 10 | 11 | ||||||
| Investment in finance leases, net of deferred income | $ | 221 | $ | 217 |
| Contractual Maturities | |||||||||||||||||||||||
| Due In | 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | ||||||||||||||||
| Minimum lease payments receivable | $ | 77 | $ | 61 | $ | 38 | $ | 27 | $ | 17 | $ | 22 | $ | 242 |
We expect actual maturities to differ from contractual maturities, primarily as a result of prepayments.
NOTE 8. ACQUISITIONS, GOODWILL, AND OTHER INTANGIBLE ASSETS
PROPOSED ACQUISITION.
On December 1, 2024, we announced an agreement to acquire the remaining stake in the Nihon Medi-Physics Co., Ltd (“NMP”) equity method investment to assume full ownership. NMP is a leading pharmaceutical manufacturer in Japan, focused on radiopharmaceuticals, which are used to enable clinical images across neurology, cardiology, and oncology procedures, as well as nonclinical and clinical development of radiotracers and theranostics research. Their product portfolio includes several GE HealthCare radiopharmaceuticals. The transaction is expected to close in early 2025, subject to customary closing conditions, including regulatory approval.
ACQUISITIONS.
MIM Software
On April 1, 2024, the Company acquired 100% of the stock of MIM Software Inc. (“MIM Software”) for approximately $259 million, net of cash acquired of $11 million, and potential contingent payments valued at $13 million pertaining to achievement of certain milestones, for a total preliminary purchase price of $283 million. The acquisition included up to $23 million of other contingent payments based on service requirements. The acquisition was funded with cash on hand. This transaction was accounted for as a business combination. The preliminary purchase price allocation resulted in goodwill of $194 million, customer-related intangible assets of $52 million, developed technology intangible assets of $48 million, net deferred tax liabilities of $18 million, and other net assets of $7 million. Purchase price allocations are based on preliminary valuations. Our estimates and assumptions are subject to change within the measurement period. The goodwill associated with the acquired business, recorded within the Imaging segment, is non-deductible for tax purposes and is attributed to expected synergies and commercial benefits from use of the MIM Software technology in our existing GE HealthCare portfolio. MIM Software is a global provider of medical imaging analysis and artificial intelligence (“AI”) solutions for the practice of radiation oncology, molecular radiotherapy, diagnostic imaging, and urology at imaging centers, hospitals, specialty clinics, and research organizations worldwide.
Revenue and earnings of MIM Software included in the Company’s financial statements since the acquisition date are not material to our consolidated revenue and earnings. If the acquisition of MIM Software had taken place as of the beginning of 2023, consolidated revenues and earnings would not have been significantly different from reported amounts.
Caption Health
On February 17, 2023, the Company acquired 100% of the stock of Caption Health, Inc. (“Caption Health”) for $127 million of upfront payment, $10 million of future holdback payment, and potential earn-out payments valued at $13 million based primarily on various milestones and sales targets. This transaction was accounted for as a business combination. The preliminary purchase price allocation resulted in goodwill of $94 million, intangible assets of $60 million, and deferred tax liabilities of $3 million. The purchase price allocation for Caption Health was finalized in the first quarter of 2024 without material adjustments. The goodwill associated with the acquired business is non-deductible for tax purposes and is reported in the AVS segment. Caption Health is an AI company whose technology expands access to AI-guided ultrasound screening for novice users.
GOODWILL.
As discussed in Note 4, “Segment and Geographical Information”, effective in the third quarter of 2024, the Company (1) reorganized its operations and moved responsibility for and reporting of IGT from the Imaging segment to the Ultrasound Segment and (2) renamed the Ultrasound segment the AVS segment. This resulted in a $1,031 million increase in the Company’s allocation of goodwill to its AVS segment and a corresponding decrease in the goodwill allocated to the Imaging segment. The Company allocated goodwill to its new reporting units using a relative fair value approach. In connection with this change in reportable segments in the third quarter of 2024, the Company evaluated the goodwill of our Imaging and AVS reporting units for impairment before and after the segment realignment. There were no impairments identified as part of these assessments.
| Imaging | AVS | PCS | PDx | Total | |||||||||||||
| Balance at December 31, 2022 | $ | 4,409 | $ | 3,835 | $ | 2,036 | $ | 2,533 | $ | 12,813 | |||||||
| Acquisitions(1) | 16 | 94 | — | — | 110 | ||||||||||||
| Foreign currency exchange and other | 6 | 4 | 2 | 1 | 13 | ||||||||||||
| Balance at December 31, 2023 | 4,431 | 3,933 | 2,038 | 2,534 | 12,936 | ||||||||||||
| Reallocation | (1,031) | 1,031 | — | — | — | ||||||||||||
| Acquisitions(1) | 194 | 42 | — | — | 236 | ||||||||||||
| Foreign currency exchange and other | (13) | (19) | (3) | (1) | (36) | ||||||||||||
| Balance at December 31, 2024 | $ | 3,581 | $ | 4,987 | $ | 2,035 | $ | 2,533 | $ | 13,136 |
(1) Includes the acquisition of Intelligent Ultrasound Group PLC in our AVS segment in the fourth quarter of 2024 and IMACTIS SAS in our Imaging segment in the second quarter of 2023.
The Company performs an impairment test of goodwill annually in the fourth quarter. In 2024, the Company performed quantitative testing for all reporting units that carried goodwill. The quantitative testing conducted concluded that no goodwill impairments existed. In 2023, a qualitative assessment was performed. Based on the results of the qualitative testing, the Company concluded that it was more likely than not that the fair value of each reporting unit exceeded its carrying value and no quantitative testing was required.
OTHER INTANGIBLE ASSETS.
| As of December 31, 2024 | As of December 31, 2023 | ||||||||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net | Gross Carrying Amount | Accumulated Amortization | Net | ||||||||||||||||||
| Definite-lived assets | |||||||||||||||||||||||
| Customer-related | $ | 112 | $ | (24) | $ | 88 | $ | 60 | $ | (16) | $ | 44 | |||||||||||
| Patents and technology | 2,593 | (1,987) | 606 | 2,541 | (1,867) | 674 | |||||||||||||||||
| Capitalized software | 1,743 | (1,437) | 306 | 1,963 | (1,509) | 454 | |||||||||||||||||
| Trademarks and other | 33 | (29) | 4 | 33 | (27) | 6 | |||||||||||||||||
| Total definite-lived assets | 4,481 | (3,477) | 1,004 | 4,597 | (3,419) | 1,178 | |||||||||||||||||
| Indefinite-lived assets**(1)** | 74 | — | 74 | 75 | — | 75 | |||||||||||||||||
| Total other intangible assets | $ | 4,555 | $ | (3,477) | $ | 1,078 | $ | 4,672 | $ | (3,419) | $ | 1,253 |
(1) Indefinite-lived intangible assets relate to acquired IPR&D prior to project completion and are not amortized.
The Company performs an impairment test of IPR&D in the third quarter. In 2024 and 2023, the Company performed qualitative testing for all IPR&D assets and quantitative testing when warranted. Quantitative testing was performed for all IPR&D assets in 2022. Based on the results of this testing, there were no material impairments of indefinite-lived intangible assets recognized in the years ended December 31, 2024, 2023, or 2022.
During the year ended December 31, 2024, we recorded additions to acquired intangible assets subject to amortization of $117 million, primarily related to patents and technology and customer-related intangibles, with a weighted-average useful life of eight years.
Amortization expense was $312 million, $362 million, and $405 million for the years ended December 31, 2024, 2023, and 2022, respectively. There were no material impairments of definite-lived intangible assets recognized in the years ended December 31, 2024, 2023, or 2022.
Estimated annual pre-tax amortization expense for intangible assets as of December 31, 2024 over the next five calendar years is as follows.
| 2025 | 2026 | 2027 | 2028 | 2029 | |||||||||||||
| Estimated annual pre-tax amortization | $ | 275 | $ | 226 | $ | 142 | $ | 91 | $ | 72 |
NOTE 9. BORROWINGS
The Company’s borrowings include the following senior unsecured notes and credit agreements:
Senior Unsecured Notes
The Company’s borrowings include $8,250 million aggregate principal amount of senior unsecured notes in six series with maturity dates ranging from 2025 through 2052 (collectively, the “Notes”). This reflects the $1,000 million aggregate principal amount of 4.800% senior unsecured notes issued by the Company in the third quarter of 2024, and a repayment in the fourth quarter of 2024 of $1,000 million aggregate principal amount of 5.550% senior unsecured notes.
Interest payments on the Notes are due semi-annually until maturity. In the event of a change in control and a related downgrade of the ratings of the Notes below investment grade, the indenture governing the Notes requires that the Company make an offer to each holder of the Notes to repurchase all or any part of that holder’s notes at a repurchase price equal to 101% of the aggregate principal amount of the Notes repurchased, plus any accrued and unpaid interest. The indenture also includes a limitation on liens incurred by the Company and its wholly owned U.S. subsidiaries. The indenture does not restrict the Company or its subsidiaries from incurring indebtedness, nor does it contain any financial covenants. All covenants are subject to a number of exceptions, limitations, and qualifications. Refer to the table below for further information about the Notes.
Credit Facilities
The Company has credit agreements providing for:
-
a five-year senior unsecured revolving credit facility in an aggregate committed amount of $2,500 million, maturing on January 3, 2028;
-
a 364-day senior unsecured revolving credit facility in an aggregate committed amount of $1,000 million, maturing on December 10, 2025; and
-
a three-year senior unsecured term loan credit facility in an aggregate principal amount of $2,000 million, maturing on January 2, 2026 (the “Term Loan Facility” and, together with the five-year revolving credit facility and the 364-day revolving credit facility, the “Credit Facilities”).
There were no outstanding amounts under the five-year revolving credit facility and 364-day revolving credit facility, and there was $750 million and $1,150 million outstanding on the Term Loan Facility as of December 31, 2024 and 2023, respectively. In the first and fourth quarters of 2024, we repaid $150 million and $250 million, respectively, of the Term Loan Facility. In the fourth quarter of 2024, we entered into a new 364-day senior unsecured revolving credit facility to replace the 364-day senior unsecured revolving credit facility that matured in December 2024.
The Company pays a facility fee to each lender, which accrues at a rate equal to an applicable margin specified in the revolving credit facility agreements on the daily commitments of the lenders. The borrowings under the Credit Facilities will bear interest at variable interest rates equal to: (1) the alternate base rate or (2) the Secured Overnight Financing Rate, in each case plus an applicable margin specified in the credit agreement. The Credit Facilities contain affirmative and negative covenants customary to financings of this type that limit, among other things, the Company’s ability to incur additional liens and to enter into certain fundamental change transactions and the incurrence of indebtedness by the Company’s subsidiaries. In addition, the Credit Facilities contain a financial covenant that requires the Company to not exceed a maximum consolidated net leverage ratio. The Company was in compliance with the financial covenant at each reporting period during 2024. The Credit Facilities will be used for general corporate purposes.
| Borrowings Composition | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| 5.550% senior notes due November 15, 2024 | $ | — | $ | 1,000 | ||||
| 5.600% senior notes due November 15, 2025 | 1,500 | 1,500 | ||||||
| 5.650% senior notes due November 15, 2027 | 1,750 | 1,750 | ||||||
| 4.800% senior notes due August 14, 2029 | 1,000 | — | ||||||
| 5.857% senior notes due March 15, 2030 | 1,250 | 1,250 | ||||||
| 5.905% senior notes due November 22, 2032 | 1,750 | 1,750 | ||||||
| 6.377% senior notes due November 22, 2052 | 1,000 | 1,000 | ||||||
| Floating rate Term Loan Facility due January 2, 2026 | 750 | 1,150 | ||||||
| Other | 36 | 52 | ||||||
| Total principal debt issued | 9,036 | 9,452 | ||||||
| Less: Unamortized debt issuance costs and discounts | 33 | 35 | ||||||
| Add: Cumulative basis adjustment for fair value hedges | (51) | 25 | ||||||
| Total borrowings | 8,951 | 9,442 | ||||||
| Less: Short-term borrowings(1) | 1,502 | 1,006 | ||||||
| Long-term borrowings | $ | 7,449 | $ | 8,436 |
(1) Short-term borrowings as of December 31, 2024 and 2023 includes $1,500 million and $1,002 million, respectively, related to the current portion of our long-term borrowings, net of unamortized debt issuance costs and discounts.
Interest expense associated with long-term debt was $580 million, $616 million, and $54 million for the years ended December 31, 2024, 2023, and 2022, respectively, and is included in Interest and other financial charges – net in the Consolidated and Combined Statements of Income.
Scheduled maturities of borrowings, excluding amortization of discounts and debt issuance costs, are as follows.
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | ||||||||||||||
| $ | 1,506 | $ | 779 | $ | 1,751 | $ | — | $ | 1,000 | $ | 4,000 | $ | 9,036 |
See Note 13, “Financial Instruments and Fair Value Measurements” for further information about borrowings and associated derivatives contracts.
LETTERS OF CREDIT, GUARANTEES, AND OTHER COMMITMENTS.
As of December 31, 2024 and 2023, the Company had bank guarantees and surety bonds of approximately $784 million and $751 million, respectively, related to certain commercial contracts. Additionally, we have issued approximately $25 million and $39 million of guarantees as of December 31, 2024 and 2023, respectively, primarily related to residual value and credit guarantees on equipment sold to third-party finance companies. Our Consolidated Statements of Financial Position reflect a liability of $3 million and $4 million as of December 31, 2024 and 2023, respectively, related to these guarantees. For credit-related guarantees, we estimate our expected credit losses related to off-balance sheet credit exposure consistent with the method used to estimate the allowance for credit losses on financial assets held at amortized cost. See Note 14, “Commitments, Guarantees, Product Warranties, and Other Loss Contingencies” for further information on guarantee arrangements with GE.
NOTE 10. POSTRETIREMENT BENEFIT PLANS
PENSION AND OTHER POSTRETIREMENT HEALTH AND LIFE INSURANCE BENEFITS SPONSORED BY GE PRIOR TO SPIN-OFF.
Certain GE HealthCare employees were covered under various pension and other postretirement health and life insurance benefit plans sponsored by GE prior to the Spin-Off. These plans were accounted for as multiemployer plans prior to the Spin-Off. Certain of these benefit plans are closed to new participants. For the year ended December 31, 2022, relevant costs for these plans were allocated to the Company by GE and recognized within the Combined Statements of Income. These costs included service costs for active employees in the U.S. GE Pension Plan, certain international pension plans, the U.S. GE Supplementary Pension Plan, and certain U.S. retiree benefit plans.
Expenses associated with our employees’ participation in the U.S. GE Pension Plan and certain U.S. retiree benefit plans, which represent the majority of related expense, were $73 million for the year ended December 31, 2022. Expenses associated with our employees’ participation in certain international pension plans were $11 million for the year ended December 31, 2022.
PENSION AND OTHER POSTRETIREMENT HEALTH AND LIFE INSURANCE BENEFITS POST SPIN-OFF.
In connection with the Spin-Off, on January 1, 2023, GE HealthCare assumed a portion of former GE pension and other postretirement obligations and assets. The pension and other postretirement obligations assumed relate to benefits owed to current GE HealthCare employees, former GE HealthCare employees, and certain GE legacy plan participants. As of January 1, 2023, GE HealthCare established the assumed pension plans as single-employer plans, but continued to participate in legacy GE multiple-employer postretirement benefit plans sponsored by GE. On January 1, 2024, we transitioned from the legacy GE multiple-employer other postretirement benefit (“OPEB”) plans to a GE HealthCare sponsored single-employer OPEB plan. This change did not have an impact on our results of operations or financial position.
The total assets and liabilities for all plans assumed by GE HealthCare on January 1, 2023, are shown in the tables below.
| Accumulated Benefit Obligations and Unrecognized Gain | |||||||||||
| As of January 1, 2023 | |||||||||||
| Defined benefit plans**(1)** | Other postretirement plans**(2)** | Total | |||||||||
| Accumulated benefit obligations | $ | 21,696 | $ | 1,210 | $ | 22,906 | |||||
| Unrecognized gain recorded in AOCI | 1,258 | 1,223 | 2,481 |
| Net Benefit Liability | |||||||||||
| As of January 1, 2023 | |||||||||||
| Defined benefit plans**(1)** | Other postretirement plans**(2)** | Total | |||||||||
| Projected benefit obligations | $ | 21,743 | $ | 1,210 | $ | 22,953 | |||||
| Fair value of plan assets | 18,908 | — | 18,908 | ||||||||
| Net liability | $ | 2,835 | $ | 1,210 | $ | 4,045 |
(1) Defined benefit plans are comprised of both U.S. Plans and International Plans, as described below. (2) OPEB Plans are comprised of benefits, as described below.
DESCRIPTION OF OUR PLANS.
As a result of the liabilities and assets transferred to GE HealthCare on January 1, 2023, we disclose in the following tables postretirement plans with assets or obligations that exceed $50 million for the years ended December 31, 2024 and 2023. For the year ended December 31, 2022, we disclose postretirement plans with assets or obligations that exceed $20 million in the following tables. We use a December 31st measurement date for these plans and all tables presented below are for the years ended December 31st.
The U.S. Pension Plans are comprised of the obligations transferred to GE HealthCare from GE in connection with the Spin-Off and obligations that existed prior to the Spin-Off. The largest plans include the GE HealthCare Pension Plan and the GE HealthCare Supplemental Pension Plan, which provides supplementary benefits to higher-level, longer-service U.S. employees. The GE HealthCare Pension Plan and the GE HealthCare Supplemental Pension Plan have been closed to new participants since 2012. All remaining service accruals for the GE HealthCare Pension Plan were frozen effective December 31, 2024. Benefits for participants of the GE HealthCare Supplemental Pension Plan who became executives before 2011 were frozen effective January 1, 2021, and thereafter these employees accrue a benefit which is paid out in ten annual installments upon retirement. The GE HealthCare Pension Plan has a projected benefit obligation of $15,230 million, plan assets of $13,650 million, and is 90% funded per U.S. GAAP as of December 31, 2024. The GE HealthCare Supplemental Pension plan has a projected benefit obligation of $1,886 million as of December 31, 2024, and the benefits are paid to eligible participants directly by the Company as described further in “Funding” below.
Our International Pension Plans include all other plans that cover non-U.S. participants. These plans include obligations that existed prior to the Spin-Off and obligations transferred to GE HealthCare from GE in connection with the Spin-Off. In certain countries, benefit accruals have ceased and/or have been closed to new hires as of various dates.
The OPEB Plans include unfunded postretirement health and life insurance defined benefit obligations to U.S. participants. GE HealthCare assumed the obligations associated with these plans in connection with the Spin-Off. Participants share in the cost of the healthcare and life insurance benefits. With the exception of production employees, subsidized benefits are generally only available to closed groups of employees and retirees.
Funding
The Company funds annually, at a minimum, the statutorily required minimum amount for our qualified plans. Non-qualified plans are unfunded and we pay benefits from our cash on hand. In 2025, the Company expects to make total cash contributions of approximately $327 million to these plans.
| Plan Funded Status | U.S. Plans | International Plans | OPEB Plans | |||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||||
| Change in projected benefit obligations | ||||||||||||||||||||||||||
| Balance at January 1 | $ | 19,363 | $ | 297 | $ | 3,385 | $ | 343 | $ | 1,133 | $ | — | ||||||||||||||
| Transfers from GE at Spin-Off | — | 18,999 | — | 2,705 | — | 1,149 | ||||||||||||||||||||
| Service cost | 35 | 35 | 20 | 20 | 7 | 6 | ||||||||||||||||||||
| Interest cost | 970 | 1,022 | 141 | 139 | 54 | 59 | ||||||||||||||||||||
| Participant contributions | 4 | 4 | — | 1 | 16 | 18 | ||||||||||||||||||||
| Plan amendments | — | 53 | — | 2 | — | — | ||||||||||||||||||||
| Actuarial loss (gain) – net | (799) | 553 | (357) | 161 | (48) | 50 | ||||||||||||||||||||
| Benefits paid | (1,332) | (1,570) | (131) | (130) | (146) | (149) | ||||||||||||||||||||
| Curtailments | — | (30) | — | — | — | — | ||||||||||||||||||||
| Settlements | — | — | (4) | — | — | — | ||||||||||||||||||||
| Exchange rate adjustments | — | — | (96) | 144 | — | — | ||||||||||||||||||||
| Balance at December 31 | $ | 18,241 | $ | 19,363 | $ | 2,957 | $ | 3,385 | $ | 1,016 | $ | 1,133 | ||||||||||||||
| Change in plan assets | ||||||||||||||||||||||||||
| Balance at January 1 | $ | 15,485 | $ | 362 | $ | 3,733 | $ | 20 | $ | — | $ | — | ||||||||||||||
| Transfers from GE at Spin-Off | — | 15,402 | — | 3,482 | — | — | ||||||||||||||||||||
| Actual gain (loss) on plan assets | 49 | 1,101 | (263) | 145 | — | — | ||||||||||||||||||||
| Employer contributions | 172 | 186 | 30 | 40 | 130 | 131 | ||||||||||||||||||||
| Participant contributions | 4 | 4 | — | 1 | 16 | 18 | ||||||||||||||||||||
| Benefits paid | (1,332) | (1,570) | (136) | (130) | (146) | (149) | ||||||||||||||||||||
| Acquisitions/Divestitures/Mergers | — | — | — | 1 | — | — | ||||||||||||||||||||
| Exchange rate adjustments | — | — | (89) | 174 | — | — | ||||||||||||||||||||
| Balance at December 31 | $ | 14,378 | $ | 15,485 | $ | 3,276 | $ | 3,733 | $ | — | $ | — | ||||||||||||||
| Funded status – surplus (deficit) | $ | (3,863) | $ | (3,878) | $ | 319 | $ | 348 | $ | (1,016) | $ | (1,133) |
Actuarial gains and losses result from changes in actuarial assumptions (such as changes in the discount rate and revised mortality rates). Actuarial gains in 2024 and losses in 2023 related to projected benefit obligations were primarily the result of changes in discount rates.
| Amounts Recorded in Consolidated Statements of Financial Position | ||||||||||||||||||||||||||
| U.S. Plans | International Plans | OPEB Plans | ||||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||||
| All other non-current assets | $ | 11 | $ | 11 | $ | 642 | $ | 701 | $ | — | $ | — | ||||||||||||||
| Current compensation and benefits | (172) | (173) | (18) | (17) | (135) | (130) | ||||||||||||||||||||
| Non-current compensation and benefits | (3,702) | (3,716) | (305) | (336) | (881) | (1,003) | ||||||||||||||||||||
| Net amount recorded | $ | (3,863) | $ | (3,878) | $ | 319 | $ | 348 | $ | (1,016) | $ | (1,133) |
The projected benefit obligation (“PBO”) balance at December 31 represents the actuarial present value of benefits based on employee service and compensation as of the measurement date and incorporates assumptions relating to future compensation levels and other demographic and financial assumptions. The accumulated benefit obligation represents the same actuarial obligations, excluding an assumption about future compensation levels.
| Plan Obligations in Excess of Plan Assets | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Accumulated benefit obligation | $ | 22,185 | $ | 23,841 | ||||
| Plans with accumulated benefit obligation in excess of plan assets | ||||||||
| Accumulated benefit obligation | $ | 19,517 | $ | 20,774 | ||||
| Fair value of plan assets | 14,327 | 15,433 | ||||||
| Plans with projected benefit obligation in excess of plan assets | ||||||||
| Projected benefit obligation | $ | 19,540 | $ | 20,808 | ||||
| Fair value of plan assets | 14,327 | 15,433 |
| Pre-Tax Amounts Recorded in AOCI | ||||||||||||||||||||||||||
| U.S. Plans | International Plans | OPEB Plans | ||||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||||
| Net loss (gain) | $ | (506) | $ | (922) | $ | 849 | $ | 784 | $ | (469) | $ | (482) | ||||||||||||||
| Prior service cost (credit) | (51) | (43) | (16) | (18) | (447) | (533) | ||||||||||||||||||||
| Total recorded in AOCI | $ | (557) | $ | (965) | $ | 833 | $ | 766 | $ | (916) | $ | (1,015) |
| Pre-tax Cost of Postretirement Benefit Plans and Changes in Other Comprehensive Income | ||||||||||||||||||||||||||||||||
| U.S. Plans | International Plans | OPEB Plans | ||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | 2024 | 2023 | |||||||||||||||||||||||||
| Cost (income) of postretirement benefit plans | $ | (250) | $ | (224) | $ | (15) | $ | (20) | $ | (22) | $ | 24 | $ | (87) | $ | (86) | ||||||||||||||||
| Changes in other comprehensive loss (income): | ||||||||||||||||||||||||||||||||
| Transfers from GE at Spin-Off | — | (1,791) | — | — | 542 | — | — | (1,216) | ||||||||||||||||||||||||
| Plan amendments | — | 53 | — | (1) | — | — | — | — | ||||||||||||||||||||||||
| Net loss (gain) – current year | 348 | 695 | 47 | 98 | 198 | (121) | (48) | 50 | ||||||||||||||||||||||||
| Reclassifications out of AOCI: | ||||||||||||||||||||||||||||||||
| Curtailment / settlement gain (loss) | — | (108) | — | — | — | — | — | — | ||||||||||||||||||||||||
| Amortization of net (loss) gain | 68 | 121 | — | (14) | (6) | (5) | 61 | 64 | ||||||||||||||||||||||||
| Amortization of prior service (cost) credit | (8) | (4) | — | 2 | 3 | 5 | 87 | 87 | ||||||||||||||||||||||||
| Total changes in other comprehensive loss (income) | $ | 408 | $ | (1,034) | $ | 47 | $ | 86 | $ | 737 | $ | (121) | $ | 100 | $ | (1,015) | ||||||||||||||||
| Cost (income) of postretirement benefit plans and changes in other comprehensive loss (income) | $ | 158 | $ | (1,258) | $ | 32 | $ | 66 | $ | 715 | $ | (97) | $ | 13 | $ | (1,101) |
With respect to the retirement benefit balances included on our Consolidated Statement of Financial Position as of December 31, 2024, we estimate that we will amortize $119 million of net actuarial gain and $93 million of prior service credit from AOCI into Non-operating benefit (income) cost in the Consolidated Statement of Income during 2025.
| Components of Expense (Income) | ||||||||||||||||||||||||||||||||
| U.S. Plans | International Plans | OPEB Plans | ||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | 2024 | 2023 | |||||||||||||||||||||||||
| Service cost – Operating | $ | 35 | $ | 35 | $ | 1 | $ | 20 | $ | 20 | $ | 18 | $ | 7 | $ | 6 | ||||||||||||||||
| Interest cost | 970 | 1,022 | 11 | 141 | 139 | 6 | 54 | 59 | ||||||||||||||||||||||||
| Expected return on plan assets | (1,196) | (1,242) | (27) | (193) | (184) | — | — | — | ||||||||||||||||||||||||
| Amortization of net loss (gain) | (68) | (121) | — | 14 | 6 | 5 | (61) | (64) | ||||||||||||||||||||||||
| Amortization of prior service cost (credit) | 8 | 4 | — | (2) | (3) | (5) | (87) | (87) | ||||||||||||||||||||||||
| Curtailment loss (gain) | — | 17 | — | — | — | — | — | — | ||||||||||||||||||||||||
| Settlement loss (gain) | — | 61 | — | — | — | — | — | — | ||||||||||||||||||||||||
| Special termination cost | 1 | — | — | — | — | — | — | — | ||||||||||||||||||||||||
| Non-operating | $ | (285) | $ | (259) | $ | (16) | $ | (40) | $ | (42) | $ | 6 | $ | (94) | $ | (92) | ||||||||||||||||
| Net periodic expense (income) | $ | (250) | $ | (224) | $ | (15) | $ | (20) | $ | (22) | $ | 24 | $ | (87) | $ | (86) |
In the third quarter of 2023, management approved an amendment to the U.S. based GE HealthCare Pension Plan whereby the benefits for all remaining active employees were frozen effective December 31, 2024, and additional benefit enhancements were provided. As a result, we recognized a non-cash pre-tax curtailment loss of approximately $17 million as non-operating benefit costs and an increase to our pension liability of $23 million in 2023. As a result of the plan changes, we remeasured the plan assets and the projected benefit obligation. These changes collectively decreased AOCI by $305 million in the Consolidated Statement of Financial Position.
In the fourth quarter of 2023, management approved and paid a one-time lump sum payment for certain terminated employees in two plans who were vested in their benefits. These lump sum settlements reduce our future cash requirements. As a result of the partial settlement of the pension liability, we recognized a non-cash pre-tax settlement charge in 2023. The settlement charge of $61 million represents a pro rata portion of unrecognized net loss recorded in AOCI and is recorded in Non-operating benefit (income) costs in the Consolidated Statement of Income.
| Assumptions | ||||||||||||||||||||||||||||||||
| U.S. Plans | International Plans | OPEB Plans | ||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | 2024 | 2023 | |||||||||||||||||||||||||
| Weighted-average benefit obligations assumptions | ||||||||||||||||||||||||||||||||
| Discount rate | 5.7 | % | 5.2 | % | 5.5 | % | 4.9 | % | 4.2 | % | 3.3 | % | 5.5 | % | 5.1 | % | ||||||||||||||||
| Compensation increases | 3.5 | % | 3.7 | % | — | % | 2.8 | % | 3.1 | % | 3.0 | % | 3.6 | % | 3.6 | % | ||||||||||||||||
| Weighted-average benefit cost assumptions | ||||||||||||||||||||||||||||||||
| Discount rate | 5.2 | % | 5.5 | % | 3.0 | % | 4.2 | % | 4.6 | % | 1.2 | % | 5.1 | % | 5.4 | % | ||||||||||||||||
| Expected rate of return on plan assets | 7.0 | % | 7.0 | % | 7.0 | % | 5.3 | % | 5.2 | % | 2.4 | % | — | % | — | % |
For the December 31, 2024 postretirement health care obligations remeasurement, the Company assumed a 8.0% initial weighted average rate of increase in the per capita cost of the various covered health care benefits, which applies primarily to non-Medicare eligible participants. The trend rate was assumed to decrease gradually to an ultimate rate of 4.5% in 2036 and remain at that level thereafter.
Assumptions Used in Calculations
Accounting requirements necessitate the use of assumptions to reflect the uncertainties and the length of time over which the pension obligations will be paid. The actual amount of future benefit payments will depend upon when participants retire, the amount of their benefit at retirement, and how long they live. To reflect the obligation in today’s U.S. dollars, we discount the future payments using a rate that matches the time frame over which the payments are expected to be made. We also assume a long-term rate of return that will be earned on investments used to fund these payments.
GE HealthCare engages third-party actuaries to assist in the determination of the pension and other postretirement defined benefit plan assumptions. We evaluate these assumptions annually. We periodically evaluate other assumptions, such as retirement age, mortality, and turnover, and update them as necessary to reflect our actual experience and expectations for the future.
We determine the discount rate using the weighted average yields on high-quality fixed-income securities that have maturities consistent with the expected timing of benefit payments.
The expected return on plan assets is the estimated long-term rate of return that will be earned on the investments used to fund the pension obligations. To determine this rate, we consider the current and target composition of plan investments, our historical returns earned, and our expectations about the future.
The compensation assumption is used to estimate the annual rate at which compensation of active plan participants will grow. If the rate of growth assumed increases, the size of the pension obligations will increase, as will the amount recorded in AOCI in our Consolidated Statements of Financial Position and amortized to earnings in subsequent periods.
| Expected Future Benefit Payments of Our Benefit Plans | |||||||||||
| U.S. Plans | International Plans | OPEB Plans | |||||||||
| 2025 | $ | 1,377 | $ | 134 | $ | 135 | |||||
| 2026 | 1,391 | 140 | 132 | ||||||||
| 2027 | 1,396 | 142 | 129 | ||||||||
| 2028 | 1,400 | 154 | 125 | ||||||||
| 2029 | 1,400 | 159 | 121 | ||||||||
| 2030-2034 | 6,827 | 880 | 487 |
PENSION PLAN ASSETS.
The GE HealthCare Employee Benefits Investment Committee (the “Investment Committee”) and various country pension boards oversee and monitor the investment decisions related to the assets of our U.S. funded pension plans and other international pension assets, respectively. The Investment Committee retains independent investment managers and advisors and uses documented policies and procedures relating to investment goals, targeted asset allocations, risk management practices, allowable and prohibited investment holdings, diversification, use of derivatives, the relationship between plan assets and benefit obligations, the funded status of the plans, and other relevant factors and considerations.
The assets of our U.S. funded pension plans are invested in a portfolio that includes U.S. and international equity securities; U.S. government and corporate debt securities; asset-backed debt securities; private equity; real estate and other alternative investments; as well as cash and cash equivalents and derivatives contracts. This combination of assets and derivatives is utilized to implement the investment strategies as well as for hedging asset and liability risks. The Investment Committee sets target allocation percentages at an asset class level, including permitted ranges above or below the target allocation percentages.
The plan assets for international plans are managed and allocated by the country pension boards in each country.
The following tables summarize our pension plan assets that are measured at fair value on a recurring basis. There are no plan assets associated with our OPEB Plans. The inputs and valuation techniques used to measure the fair value of the assets are consistent with the valuation methodologies we use to measure financial assets at fair value on a recurring basis, as described in Note 2, “Summary of Significant Accounting Policies.”
| Composition of Plan Assets | Basis of fair value measurement | ||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | Level 1 | Level 2 | Level 3 | Measured at NAV**(1)** | |||||||||||||||||||||||||||||||
| Global equity securities | $ | 4,084 | $ | 944 | $ | 38 | $ | — | $ | 3,101 | |||||||||||||||||||||||||
| Debt securities, cash, and cash equivalents | 10,593 | 1,307 | 8,000 | — | 1,285 | ||||||||||||||||||||||||||||||
| Real estate | 1,100 | — | — | 476 | 623 | ||||||||||||||||||||||||||||||
| Private equities and other investments | 1,877 | 7 | 53 | 216 | 1,602 | ||||||||||||||||||||||||||||||
| Fair value of plan assets | $ | 17,654 | $ | 2,258 | $ | 8,091 | $ | 692 | $ | 6,612 |
(1) Certain assets that are measured at fair value using the NAV per share (or its equivalent), as a practical expedient, have not been classified in the fair value hierarchy.
| Basis of fair value measurement | |||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2023 | Level 1 | Level 2 | Level 3 | Measured at NAV**(1)** | |||||||||||||||||||||||||||||||
| Global equity securities | $ | 3,076 | $ | 1,005 | $ | 1 | $ | — | $ | 2,070 | |||||||||||||||||||||||||
| Debt securities, cash, and cash equivalents | 11,098 | 1,105 | 8,512 | — | 1,481 | ||||||||||||||||||||||||||||||
| Real estate | 1,420 | — | — | 402 | 1,018 | ||||||||||||||||||||||||||||||
| Private equities and other investments | 3,624 | — | 10 | 224 | 3,390 | ||||||||||||||||||||||||||||||
| Fair value of plan assets | $ | 19,218 | $ | 2,110 | $ | 8,523 | $ | 626 | $ | 7,959 |
(1) Certain assets that are measured at fair value using the NAV per share (or its equivalent), as a practical expedient, have not been classified in the fair value hierarchy.
As of December 31, 2024 and 2023, the fair value of plan assets that used significant unobservable inputs (Level 3) was $692 million and $626 million, respectively. These assets primarily relate to real estate and private equity investments. The changes to the balances of Level 3 plan assets during 2024 were not significant. During 2023, the balances of Level 3 plan assets increased from $61 million as of December 31, 2022 to $626 million as of December 31, 2023 primarily as a result of the transferred liabilities and assets to GE HealthCare on January 1, 2023.
| Weighted Average Asset Allocation of Pension Plans | 2024 Target | 2024 Actual | |||||||||||||||||||||
| Global equity securities | 22 | % | 23 | % | |||||||||||||||||||
| Debt securities, cash, and cash equivalents | 61 | % | 60 | % | |||||||||||||||||||
| Real estate | 6 | % | 6 | % | |||||||||||||||||||
| Private equities and other instruments | 11 | % | 11 | % |
DEFINED CONTRIBUTION PLAN.
As a result of the Spin-Off, GE HealthCare established a defined contribution plan for its eligible U.S. employees that was largely consistent with the plan they participated in while GE HealthCare operated as a business of GE. Expenses associated with our employees’ participation in GE HealthCare’s defined contribution plan in 2024 and 2023 and GE’s defined contribution plan allocated to the Company in 2022 represent the employer matching contributions for GE HealthCare employees and were $130 million, $122 million, and $123 million for the years ended December 31, 2024, 2023, and 2022, respectively.
NOTE 11. INCOME TAXES
The Company is subject to income taxes in the U.S. (both federal and state) and in numerous foreign jurisdictions. Changes in the tax laws or regulations in these jurisdictions, or in positions by the relevant authorities regarding their application, administration, or interpretation, may affect our tax liability, return on investments, and business operations.
The Tax Cuts and Jobs Act imposes tax on the Company for global intangible low-taxed income (“GILTI”) earned by certain non-U.S. subsidiaries. We have elected to account for GILTI as a period cost.
| Income Before Income Taxes | |||||||||||
| For the years ended December 31 | |||||||||||
| 2024 | 2023 | 2022 | |||||||||
| U.S. income | $ | 593 | $ | 816 | $ | 1,090 | |||||
| Non-U.S. income | 1,988 | 1,545 | 1,422 | ||||||||
| Total | $ | 2,581 | $ | 2,361 | $ | 2,512 |
| Provision for Income Taxes | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Current | |||||||||||
| U.S. Federal | $ | 62 | $ | 171 | $ | 396 | |||||
| Non-U.S. | 412 | 345 | 324 | ||||||||
| U.S. State | 8 | 42 | 97 | ||||||||
| Deferred | |||||||||||
| U.S. Federal | 3 | — | (213) | ||||||||
| Non-U.S. | (12) | 103 | 7 | ||||||||
| U.S. State | 58 | 82 | (48) | ||||||||
| Total | $ | 531 | $ | 743 | $ | 563 |
| Reconciliation of U.S. Federal Statutory Income Tax Rate to Actual Income Tax Rate | |||||||||||
| For the years ended December 31 | |||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Income before taxes | $ | 2,581 | $ | 2,361 | $ | 2,512 | |||||
| Tax expected at 21% | 542 | 496 | 528 | ||||||||
| Foreign operations | 38 | 63 | 43 | ||||||||
| Withholding taxes | 34 | 28 | 4 | ||||||||
| U.S. tax on foreign operations | (43) | (35) | (36) | ||||||||
| Uncertain tax positions | 170 | 11 | 6 | ||||||||
| R&D benefits | (51) | (33) | (33) | ||||||||
| State taxes, net of federal benefit | 49 | 24 | 39 | ||||||||
| Valuation allowance | (281) | 19 | 8 | ||||||||
| Spin-Off and separation costs | 72 | 184 | — | ||||||||
| Other | — | (14) | 4 | ||||||||
| Provision for income taxes | $ | 531 | $ | 743 | $ | 563 | |||||
| Effective income tax rate | 20.6% | 31.5% | 22.4% |
For the year ended December 31, 2024, included in State taxes, net of federal benefit is $35 million of expense related to revaluation of deferred tax assets as a result of changes in estimates of future apportionment and state tax rates based on the 2023 as-filed tax returns. For the year ended December 31, 2023, the Spin-Off and separation costs line includes $59 million of expense related to revaluation of state deferred tax assets associated with the Spin-Off.
UNRECOGNIZED TAX BENEFITS.
The Company is subject to periodic tax audits by tax authorities in the U.S. (both federal and state) and the numerous countries in which we operate. While the Company currently is being audited, or remains subject to audit, in a number of jurisdictions for tax years 2004-2023, including China, France, Germany, India, Japan, Norway, the United Kingdom, and the United States, we believe that there are no jurisdictions in which the ultimate outcome of unresolved issues or claims is likely to be material to the results of operations, financial position, or cash flows. We believe that we have made adequate provisions for all unrecognized tax benefits.
The balance of unrecognized tax benefits, the amount of related interest and penalties, and what we believe to be the range of reasonably possible changes in the next 12 months are as follows.
| 2024 | 2023 | 2022 | |||||||||
| Balance at beginning of period | $ | 409 | $ | 465 | $ | 365 | |||||
| Additions for tax positions of the current year | 4 | — | 9 | ||||||||
| Additions for tax positions of prior years | 181 | 156 | 137 | ||||||||
| Reductions for tax positions of prior years | (33) | (203) | (41) | ||||||||
| Settlements with tax authorities | (4) | (6) | (1) | ||||||||
| Expiration of the statute of limitations | (6) | (3) | (4) | ||||||||
| Balance at end of period | $ | 551 | $ | 409 | $ | 465 |
For the year ended December 31, 2024, the Additions for tax positions of prior years line includes $172 million of reserves established due to ongoing audits, of which $142 million was established against a net operating loss deferred tax asset. Also for the year ended December 31, 2024, the Reductions for tax positions of prior years includes currency translation adjustments (“CTA”) of $14 million and a reversal of $19 million related to various tax audits that were closed during the year.
During the years ended December 31, 2023 and 2022, the Additions for tax positions of prior years line in the table above includes $134 million and $132 million, respectively, related to the Spin-Off. Also during the year ended December 31, 2023, a matter was closed with local tax authorities which resulted in the reversal of a net operating loss deferred tax asset and the related $183 million unrecognized tax benefit, which is included in the Reductions for tax positions of prior years line above.
| Unrecognized Tax Benefits | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Unrecognized tax benefits | $ | 551 | $ | 409 | $ | 465 | |||||
| Accrued interest on unrecognized tax benefits | 81 | 72 | 56 | ||||||||
| Reasonably possible reduction to the balance of unrecognized tax benefits in succeeding 12 months | 175 | 29 | 45 | ||||||||
| Portion that, if recognized, would reduce tax expense and effective tax rate | 182 | 157 | 153 |
In the first quarter of 2023, the Company changed its accounting policy for presentation of interest expense on uncertain tax positions from within Interest and other financial charges – net to within Benefit (provision) for income taxes. See Note 2, “Summary of Significant Accounting Policies” for further information. For the years ended December 31, 2024 and 2023, $13 million and $12 million, respectively, of interest expense on uncertain tax positions was recorded in Benefit (provision) for income taxes in the Consolidated Statements of Income. For the year ended December 31, 2022, $12 million of interest expense on uncertain tax positions was recorded in Interest and other financial charges – net in the Combined Statement of Income. For the years ended December 31, 2024 and 2023, $4 million and $6 million, respectively, of income tax penalties were recorded in Benefit (provision) for income taxes in the Consolidated Statements of Income. No accrual for penalties was made in the year ended December 31, 2022.
DEFERRED INCOME TAXES.
We regularly evaluate the recoverability of our deferred tax assets and establish a valuation allowance, if necessary, to reduce the deferred tax assets to an amount that is more likely than not to be realized (a likelihood of more than 50%). Significant judgment is required in determining whether a valuation allowance is necessary and the amount of such valuation allowance. In assessing the recoverability of our deferred tax assets at December 31, 2024, we considered all available evidence, including the nature of financial statement losses, reversing taxable temporary differences, estimated future operating profits, and tax planning actions and strategies.
| As of | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Total assets | $ | 4,474 | $ | 4,474 | ||||
| Total liabilities | (56) | (68) | ||||||
| Net deferred income tax asset (liability) | $ | 4,418 | $ | 4,406 |
| Components of the Net Deferred Income Tax Asset (Liability) | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Deferred tax assets: | ||||||||
| Employee benefits | $ | 1,340 | $ | 1,418 | ||||
| Reserves and accruals | 413 | 458 | ||||||
| Operating loss carryforwards | 447 | 648 | ||||||
| Lease liabilities | 57 | 75 | ||||||
| Tax credit carryforwards | 80 | 59 | ||||||
| U.S. interest restriction carryforwards | 156 | 61 | ||||||
| Goodwill and other intangible assets | 1,355 | 1,461 | ||||||
| Property, plant, and equipment | 223 | 261 | ||||||
| Capitalized R&D | 689 | 547 | ||||||
| Other deferred tax assets | 55 | 111 | ||||||
| Total deferred income tax asset | 4,817 | 5,099 | ||||||
| Valuation allowances | (231) | (540) | ||||||
| Total deferred income tax asset after valuation allowance | 4,586 | 4,559 | ||||||
| Deferred tax liabilities: | ||||||||
| ROU assets | (42) | (50) | ||||||
| Other deferred tax liabilities | (126) | (102) | ||||||
| Total deferred income tax liability | (168) | (152) | ||||||
| Net deferred income tax asset (liability) | $ | 4,418 | $ | 4,406 |
The deferred tax asset associated with capitalized R&D is related to U.S. tax law that requires capitalization and amortization over five or fifteen years. In the event the capitalization of research costs is adjusted through retroactive legislation effective for 2022, the Company expects to record a reduction to the 2022 deferred tax asset resulting in a charge to tax expense under the Tax Matters Agreement with GE in the amount of $228 million.
In connection with the Spin-Off, our net deferred income tax assets increased in 2023 by $3,099 million primarily due to transfers from GE, including $964 million related to pension and postretirement benefits, with the remainder primarily attributable to tax attributes that were not part of the Company’s stand-alone operations, and changes to valuation on a GE HealthCare basis.
Valuation allowances primarily relate to non-U.S. deferred taxes where there were historical losses and U.S. federal and state credit carryforwards. Activity in the valuation allowance consists of the following:
| Valuation Allowances | For the years ended December 31 | ||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Balance at beginning of period | $ | 540 | $ | 272 | $ | 279 | |||||
| Provision for income taxes | (279) | (12) | (5) | ||||||||
| Foreign currency exchange and other | (31) | 280 | (2) | ||||||||
| Balance at end of period | $ | 231 | $ | 540 | $ | 272 |
As a result of the Spin-Off, there was an increase in the valuation allowance of $269 million in 2023, which is included in the Foreign currency exchange and other line of the table above. For the year ended December 31, 2024, our valuation allowance decreased by $310 million, which included a release of a valuation allowance in France of $295 million reflected in the Provision for income taxes line. Based on our analysis of all positive and negative evidence during the year ended December 31, 2024, we concluded that it is more likely than not that France deferred tax assets will be realizable based on our profitability in France as a stand-alone company post Spin-Off and our expectation for the continued generation of prospective positive income in the jurisdiction. In making these judgments, we considered various business and structural factors as a stand-alone company, which support our conclusion of the realization of the deferred tax assets.
NET OPERATING LOSSES.
As of December 31, 2024, the Company had net operating loss carryforwards of $5,978 million primarily related to France, Ireland, Brazil, Germany, and the Netherlands, which can be carried forward indefinitely. The gross net operating loss carryforwards resulted in a deferred tax asset of $1,133 million as of December 31, 2024. This amount excludes accruals of $266 million for unrecognized tax benefits the Company has recorded related to the underlying tax positions which generated the net operating losses and expected impacts to U.S. foreign tax credits of $420 million.
UNDISTRIBUTED EARNINGS.
Post Spin-Off, the Company’s previously undistributed earnings of certain of our foreign subsidiaries are no longer indefinitely reinvested in non-U.S. businesses due to current U.S. funding needs. Therefore, in 2023, an incremental deferred tax liability of $21 million was recorded for withholding and other foreign taxes due upon future distribution of earnings. In addition, the Company is providing for withholding and other foreign taxes due upon future distribution of current period earnings. However, the Company generally considers instances of outside basis differences in foreign subsidiaries that would incur additional U.S. tax upon an unforeseen future reversal (e.g., capital gain distribution or disposition to an unrelated third party) of approximately $8 billion to be permanent in duration. Quantification of the deferred tax liability, if any, associated with indefinitely reinvested basis differences is not practicable.
NOTE 12. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) – NET
Changes in Accumulated other comprehensive income (loss) – net by component were as follows.
| Currency translation adjustments**(1)** | Pension and Other Postretirement Plans | Cash flow hedges | Total AOCI | |||||||||||
| December 31, 2021 | $ | (969) | $ | (100) | $ | 32 | $ | (1,037) | ||||||
| Other comprehensive income (loss) before reclassifications – net of taxes of $(5), $(39), and $(10) | (878) | 58 | 27 | (793) | ||||||||||
| Reclassifications from AOCI – net of taxes(2) of $—, $—, and $17 | — | — | (50) | (50) | ||||||||||
| Other comprehensive income (loss) | (878) | 58 | (23) | (843) | ||||||||||
| Less: Other comprehensive income (loss) attributable to noncontrolling interests | (2) | — | — | (2) | ||||||||||
| December 31, 2022 | (1,845) | (42) | 9 | (1,878) | ||||||||||
| Other comprehensive income (loss) before reclassifications(3) – net of taxes of $22, $186, and $1 | 74 | (601) | (5) | (532) | ||||||||||
| Reclassifications from AOCI – net of taxes(2) of $—, $97, and $6 | — | (296) | (22) | (318) | ||||||||||
| Other comprehensive income (loss) | 74 | (897) | (27) | (850) | ||||||||||
| Spin-Off related adjustments – net of taxes(4) of $— $(509), and $— | 28 | 1,972 | — | 2,000 | ||||||||||
| Less: Other comprehensive income (loss) attributable to noncontrolling interests | (37) | — | — | (37) | ||||||||||
| December 31, 2023 | (1,706) | 1,033 | (18) | (691) | ||||||||||
| Other comprehensive income (loss) before reclassifications – net of taxes of $(19), $93, and $(11) | (271) | (306) | 33 | (545) | ||||||||||
| Reclassifications from AOCI – net of taxes(2) of $—, $44, and $(1) | — | (150) | 3 | (147) | ||||||||||
| Other comprehensive income (loss) | (271) | (456) | 36 | (691) | ||||||||||
| Less: Other comprehensive income (loss) attributable to noncontrolling interests | (4) | — | — | (4) | ||||||||||
| December 31, 2024 | $ | (1,973) | $ | 576 | $ | 18 | $ | (1,379) |
(1) The amount of CTA recognized in Other comprehensive income (loss) (“OCI”) included net gains (losses) relating to net investment hedges, as further discussed in Note 13, “Financial Instruments and Fair Value Measurements.”
(2) Reclassifications from AOCI into earnings for Pension and Other Postretirement Plans are recognized within Non-operating benefit (income) costs, while Cash flow hedges are recognized within Cost of products and Cost of services in our Consolidated and Combined Statements of Income.
(3) Includes pre-tax impact to Pension and Other Postretirement Plans of $(305) million for the pension plan amendment and related remeasurement of plan assets and benefit obligations. Refer to Note 10, “Postretirement Benefit Plans” for further information.
(4) Includes impact of $1,972 million to Pension and Other Postretirement Plans for unrecognized gain transferred from the GE pension and other postretirement plans and $28 million to CTA associated with other Spin-Off related adjustments. Refer to Note 10, “Postretirement Benefit Plans” for further information on the unrecognized gain transferred from the GE pension and other postretirement plans in connection with the Spin-Off.
NOTE 13. FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
DERIVATIVES AND HEDGING.
Our primary objective in executing and holding derivative contracts is to reduce the volatility of earnings and cash flows associated with risks related to foreign currency exchange rates, interest rates, equity prices, and commodity prices. These derivative contracts reduce, but do not entirely eliminate, the aforementioned risks. Our policy is to use derivative contracts solely for managing risks and not for speculative purposes.
The fair values of derivative contracts are recognized within All other current assets, All other non-current assets, All other current liabilities, and All other non-current liabilities in the Consolidated Statements of Financial Position based upon the contractual timing of settlements for these contracts. We designate certain derivative contracts as hedging instruments in cash flow, fair value, or net investment hedges. We evaluate the effectiveness of our derivative contracts designated as hedging instruments on a quarterly basis.
Cash Flow Hedges
We use foreign currency forward contracts to hedge the volatility of cash flows related to firm commitments and forecasted transactions, including intercompany transactions, denominated in foreign currencies other than a subsidiary’s functional currency. The maximum length of time over which we hedge forecasted transactions is two years. As of December 31, 2024, these contracts have a maximum remaining maturity of 15 months.
For derivative instruments designated as cash flow hedges, changes in the fair value of designated hedging instruments are initially recorded as a component of AOCI and subsequently reclassified to earnings in the period in which the hedged transaction affects earnings and to the same financial statement line item impacted by the hedged transaction. As of December 31, 2024, we expect to reclassify $22 million of pre-tax net deferred gain associated with designated cash flow hedges to earnings in the next 12 months, contemporaneously with the impact on earnings of the related hedged transactions.
The cash flows associated with derivatives designated as cash flow hedges are recorded in All other operating activities – net in the Consolidated and Combined Statements of Cash Flows.
Net Investment Hedges
We use cross-currency interest rate swaps and foreign currency forward contracts in combination with foreign currency option contracts to hedge the foreign currency risk associated with our net investment in foreign operations. As of December 31, 2024, these contracts were designated as hedges of our net investment in foreign operations, primarily in Euro and Chinese Renminbi currencies.
We use the spot method to assess hedge effectiveness for our net investment hedges. Changes in the fair value of the designated hedging instruments attributable to fluctuations in foreign currency to USD spot exchange rates are initially recorded and held as a component of the CTA portion of AOCI until the hedged foreign operation is either sold or substantially liquidated. Changes in fair value of the portion of net investment hedging derivatives excluded from the assessment of effectiveness are recorded in CTA and then recognized within Interest and other financial charges – net in the Consolidated and Combined Statements of Income using a systematic and rational method over the life of the hedge. Excluded components on the cross-currency swaps designated as net investment hedges, in the form of accrued interest, are recorded within Interest and other financial charges – net in the Consolidated and Combined Statements of Income.
The cash flows associated with derivatives designated as net investment hedges are recorded in All other investing activities – net in the Consolidated and Combined Statements of Cash Flows. For the year ended December 31, 2024, All other investing activities – net includes a $94 million payment for the settlement of cross-currency swaps that were designated in net investment hedges. Cash flows from the periodic interest settlements on the cross-currency swaps are recorded in All other operating activities – net in the Consolidated and Combined Statements of Cash Flows.
Fair Value Hedges
We use interest rate swaps to hedge the interest rate risk on our fixed rate borrowings. These derivatives are designated as fair value hedges to hedge the changes in fair value due to benchmark interest rate risk of specific designated cash flows of our senior unsecured notes. In the first quarter and fourth quarter of 2024, we executed interest rate swap contracts with an aggregate notional of $700 million and $1,000 million, respectively, to hedge the benchmark interest rate risk of specific designated cash flows of a senior unsecured note.
We record the changes in fair value on these swap contracts in Interest and other financial charges – net in our Consolidated and Combined Statements of Income, the same line item where the offsetting change in the fair value of the designated cash flows of the senior unsecured note is recorded as a basis adjustment.
Cash flows for the periodic interest settlements on the interest rate swaps are recorded in All other operating activities – net in the Consolidated and Combined Statements of Cash Flows.
Derivatives Not Designated as Hedging Instruments
We also execute derivative instruments, such as foreign currency forward contracts and equity-linked total return swaps, which are not designated as qualifying hedges. These derivatives serve as economic hedges of foreign currency exchange rate and equity price risks. We also identify and record foreign currency-related features in our purchase or sales contracts where the currency is not the local or functional currency of any substantive party to the contract and record them as embedded derivatives.
The changes in fair value of derivatives not designated in qualifying hedge transactions are recorded in Cost of products, Cost of services, SG&A, and Other (income) expense – net in the Consolidated and Combined Statements of Income based on the nature of the underlying hedged transaction. Changes in fair value of embedded derivatives are recognized in Other (income) expense – net in the Consolidated and Combined Statements of Income.
The cash flows associated with derivatives not designated but used as economic hedges are recorded, based on the nature of the underlying hedged transaction, in All other operating activities – net and All other investing activities – net in the Consolidated and Combined Statements of Cash Flows. The cash flows related to embedded derivatives are included in All other operating activities – net in the Consolidated and Combined Statements of Cash Flows.
The following table presents the gross fair values of our outstanding derivative instruments.
| Fair Value of Derivatives | December 31, 2024 | December 31, 2023 | |||||||||||||||||||||
| Gross Notional | Fair Value – Assets | Fair Value – Liabilities | Gross Notional | Fair Value – Assets | Fair Value – Liabilities | ||||||||||||||||||
| Foreign currency forward contracts | $ | 1,210 | $ | 43 | $ | 11 | $ | 1,356 | $ | 8 | $ | 30 | |||||||||||
| Derivatives accounted for as cash flow hedges | 1,210 | 43 | 11 | 1,356 | 8 | 30 | |||||||||||||||||
| Cross-currency swaps(1) | 1,995 | 15 | 46 | 2,209 | — | 204 | |||||||||||||||||
| Foreign currency forward and options contracts | 1,731 | 30 | 18 | 991 | 9 | 11 | |||||||||||||||||
| Derivatives accounted for as net investment hedges | 3,726 | 45 | 64 | 3,200 | 9 | 215 | |||||||||||||||||
| Interest rate swaps(1) | 2,700 | — | 51 | 1,000 | 35 | 10 | |||||||||||||||||
| Derivatives accounted for as fair value hedges | 2,700 | — | 51 | 1,000 | 35 | 10 | |||||||||||||||||
| Foreign currency forward contracts | 3,925 | 11 | 29 | 3,597 | 19 | 12 | |||||||||||||||||
| Other derivatives(1)(2) | 370 | 47 | — | 438 | 57 | 2 | |||||||||||||||||
| Derivatives not designated as hedging instruments | 4,294 | 57 | 29 | 4,035 | 76 | 14 | |||||||||||||||||
| Total derivatives | $ | 11,930 | $ | 145 | $ | 155 | $ | 9,591 | $ | 128 | $ | 269 |
(1) Accrued interest was immaterial for the periods presented and is excluded from fair value. These amounts are recognized within All other current assets and All other current liabilities in the Consolidated Statements of Financial Position.
(2) Other derivatives are comprised of embedded derivatives and derivatives related to equity contracts. As of December 31, 2023, Other derivatives also included commodity contracts.
The following table presents amounts recorded in Long-term borrowings in the Consolidated Statements of Financial Position related to cumulative basis adjustment for fair value hedges.
| December 31, 2024 | December 31, 2023 | |||||||||||||||||||||||||
| Carrying amount | Cumulative basis adjustment included in the carrying amount | Carrying amount | Cumulative basis adjustment included in the carrying amount | |||||||||||||||||||||||
| Long-term borrowings designated in fair value hedges | $ | 2,644 | $ | (51) | $ | 1,023 | $ | 25 | ||||||||||||||||||
Under the master arrangements with the respective counterparties to our derivative contracts, in certain circumstances and subject to applicable requirements, we are allowed to net settle transactions with a single net amount payable by one party to the other. However, we have elected to present the derivative assets and derivative liabilities on a gross basis in our Consolidated Statements of Financial Position and in the table above.
As of December 31, 2024 and 2023, the potential effect of rights of offset associated with the derivative contracts would be an offset to both assets and liabilities by $77 million and $41 million, respectively.
The table below presents the pre-tax gains (losses) recognized in OCI associated with the Company’s cash flow and net investment hedges.
| Pre-tax Gains (Losses) Recognized in OCI Related to Cash Flow and Net Investment Hedges | ||||||||||||||||||||
| For the years ended December 31 | ||||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Cash flow hedges | $ | 44 | $ | (6) | $ | 37 | ||||||||||||||
| Net investment hedges(1) | 80 | (97) | (111) |
(1) Amounts recognized in OCI for excluded components for the periods presented were immaterial.
The tables below present the gains (losses) on our derivative financial instruments and hedging activity in the Consolidated and Combined Statements of Income.
| Derivative Financial Instruments and Hedging Activity | For the year ended December 31, 2024 | |||||||||||||||||||||||||||||||
| Cost of products | Cost of services | SG&A | Interest and other financial charges – net | Other**(4)** | ||||||||||||||||||||||||||||
| Foreign currency forward contracts | $ | (4) | $ | (1) | $ | — | $ | — | $ | — | ||||||||||||||||||||||
| Effects of cash flow hedges | (4) | (1) | — | — | — | |||||||||||||||||||||||||||
| Cross-currency swaps | — | — | — | 31 | — | |||||||||||||||||||||||||||
| Foreign currency forward and options contracts | — | — | — | 11 | — | |||||||||||||||||||||||||||
| Effects of net investment hedges**(1)** | — | — | — | 42 | — | |||||||||||||||||||||||||||
| Interest rate swaps(2) | — | — | — | (103) | — | |||||||||||||||||||||||||||
| Debt basis adjustment on Long-term borrowings | — | — | — | 76 | — | |||||||||||||||||||||||||||
| Effects of fair value hedges | — | — | — | (27) | — | |||||||||||||||||||||||||||
| Foreign currency forward contracts | (37) | (9) | — | — | 1 | |||||||||||||||||||||||||||
| Other derivatives(3) | — | — | 8 | — | 37 | |||||||||||||||||||||||||||
| Effects of derivatives not designated as hedging instruments | (37) | (9) | 8 | — | 38 | |||||||||||||||||||||||||||
| For the year ended December 31, 2023 | ||||||||||||||||||||||||||||||||
| Cost of products | Cost of services | SG&A | Interest and other financial charges – net | Other**(4)** | ||||||||||||||||||||||||||||
| Foreign currency forward contracts | $ | 23 | $ | 6 | $ | — | $ | — | $ | — | ||||||||||||||||||||||
| Effects of cash flow hedges | 23 | 6 | — | — | — | |||||||||||||||||||||||||||
| Cross-currency swaps | — | — | — | 34 | — | |||||||||||||||||||||||||||
| Foreign currency forward and option contracts | — | — | — | 3 | — | |||||||||||||||||||||||||||
| Effects of net investment hedges**(1)** | — | — | — | 37 | — | |||||||||||||||||||||||||||
| Interest rate swaps(2) | — | — | — | 24 | — | |||||||||||||||||||||||||||
| Debt basis adjustment on Long-term borrowings | — | — | — | (25) | — | |||||||||||||||||||||||||||
| Effects of fair value hedges | — | — | — | (1) | — | |||||||||||||||||||||||||||
| Foreign currency forward contracts | 3 | 2 | — | — | 5 | |||||||||||||||||||||||||||
| Other derivatives(3) | — | — | 10 | — | 47 | |||||||||||||||||||||||||||
| Effects of derivatives not designated as hedging instruments | 3 | 2 | 10 | — | 52 | |||||||||||||||||||||||||||
| For the year ended December 31, 2022 | ||||||||||||||||||||||||||||||||
| Cost of products | Cost of services | SG&A | Interest and other financial charges – net | Other**(4)** | ||||||||||||||||||||||||||||
| Foreign currency forward contracts | $ | 54 | $ | — | $ | — | $ | — | $ | — | ||||||||||||||||||||||
| Effects of cash flow hedges | 54 | — | — | — | — | |||||||||||||||||||||||||||
| Cross-currency swaps | — | — | — | — | — | |||||||||||||||||||||||||||
| Foreign currency forward and option contracts | — | — | — | — | — | |||||||||||||||||||||||||||
| Effects of net investment hedges**(1)** | — | — | — | — | — | |||||||||||||||||||||||||||
| Interest rate swaps(2) | — | — | — | — | — | |||||||||||||||||||||||||||
| Debt basis adjustment on Long-term borrowings | — | — | — | — | — | |||||||||||||||||||||||||||
| Effects of fair value hedges | — | — | — | — | — | |||||||||||||||||||||||||||
| Foreign currency forward contracts | (96) | — | — | — | 11 | |||||||||||||||||||||||||||
| Other derivatives(3) | — | — | — | — | 11 | |||||||||||||||||||||||||||
| Effects of derivatives not designated as hedging instruments | (96) | — | — | — | 22 |
(1) Changes in fair value related to components other than the spot rate are excluded from effectiveness testing for the years ended December 31, 2024, 2023, and 2022.
(2) Amount includes $(27) million, $(1) million, and $— million of interest expense on interest rate derivatives for the years ended December 31, 2024, 2023, and 2022.
(3) Other derivatives are primarily comprised of embedded derivatives and derivatives related to equity contracts.
(4) Amounts are inclusive of gains (losses) in Other (income) expense – net in the Consolidated and Combined Statements of Income.
Counterparty Credit Risk
The Company would be exposed to credit-related losses in the event of non-performance by counterparties on executed derivative instruments. The credit exposure of derivative contracts is represented by the fair value of contracts as of the reporting date. The fair value of the Company’s derivatives can change significantly from period to period based on, among other factors, market movements, and changes in our positions.
We manage concentration of counterparty credit risk by limiting acceptable counterparties to major financial institutions with investment grade credit ratings, by limiting the amount of credit exposure to individual counterparties, and by actively monitoring counterparty credit ratings and the amount of individual credit exposure.
We also employ master netting arrangements that limit the risk of counterparty non-payment on a particular settlement date to the net gain that would have otherwise been received from the counterparty. Although not completely eliminated, we do not consider the risk of counterparty default to be significant as a result of these protections. None of our derivative instruments are subject to collateral or other security arrangements, nor do they contain provisions that are dependent on our credit ratings from any credit rating agency.
FAIR VALUE MEASUREMENTS.
The following table represents assets and liabilities that are recorded and measured at fair value on a recurring basis.
| Fair Value of Assets and Liabilities Measured on a Recurring Basis | |||||||||||||||||||||||||||||
| As of December 31, 2024 | As of December 31, 2023 | ||||||||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||
| Assets: | |||||||||||||||||||||||||||||
| Money market funds | $ | — | $ | 312 | $ | — | $ | 312 | $ | — | $ | 200 | $ | — | $ | 200 | |||||||||||||
| Investment securities | 32 | — | — | 32 | 31 | — | — | 31 | |||||||||||||||||||||
| Derivatives | — | 145 | — | 145 | — | 128 | — | 128 | |||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||||||||||
| Derivatives | — | 155 | — | 155 | — | 269 | — | 269 | |||||||||||||||||||||
| Contingent consideration | — | — | 34 | 34 | — | — | 44 | 44 |
Cash equivalents
As of December 31, 2024 and 2023, Cash, cash equivalents, and restricted cash of $2,889 million and $2,504 million, respectively, included money market funds of $312 million and $200 million, and other cash equivalents of $1,573 million and $1,023 million, respectively. The carrying values of the other cash equivalents approximates the fair value due to their short maturities and are valued using Level 1 or Level 2 inputs. Refer to Note 18, “Supplemental Financial Information” for further information.
Derivatives
Derivatives are measured at fair value using a discounted cash flow method or option models using interest rates, foreign exchange spot and forward rates and yield curves observable at commonly quoted intervals, implied volatilities, and credit spreads as key inputs. Unobservable inputs relate to our own credit risk which is not significant to the overall measurement of fair value.
Contingent consideration
Contingent consideration is recorded at fair value based on estimates of future cash flows in connection with business acquisitions. As the valuation of these liabilities is based on inputs that are less observable or not observable in the market, the determination of fair value is classified within Level 3 of the fair value hierarchy.
Non-recurring fair value measurements
Changes in fair value measurements of assets and liabilities measured at fair value on a non-recurring basis, such as equity method investments, equity investments without readily determinable fair value, financing receivables, and long-lived assets, were not material for the years ended December 31, 2024, 2023, and 2022.
Fair value of other financial instruments
The estimated fair value of borrowings as of December 31, 2024 and 2023 was $9,374 million and $9,959 million, respectively, compared to a carrying value (which only includes a reduction for unamortized debt issuance costs and discounts and cumulative basis adjustment) of $8,951 million and $9,442 million, respectively. The fair value of our borrowings includes accrued interest and is determined based on observable and quoted prices and spreads of comparable debt and benchmark securities and is considered Level 2 in the fair value hierarchy. See Note 9, “Borrowings” and Note 18, “Supplemental Financial Information” for further information.
NOTE 14. COMMITMENTS, GUARANTEES, PRODUCT WARRANTIES, AND OTHER LOSS CONTINGENCIES
GUARANTEES.
The Company has off-balance sheet credit exposure through standby letters of credit, bank guarantees, bid bonds, and surety bonds. See Note 9, “Borrowings” for further information.
Following the Spin-Off, which was completed pursuant to the Separation and Distribution Agreement, the Company had remaining performance guarantees on behalf of GE. Under the Separation and Distribution Agreement, GE was obligated to use reasonable best efforts to replace the Company as the guarantor or terminate all such performance guarantees. Until such termination or replacement, in the event of non-fulfillment of contractual obligations by the relevant obligors, the Company could have been obligated to make payments under the applicable instruments for which GE was obligated to reimburse and indemnify the Company. As of December 31, 2023, the Company’s maximum aggregate exposure, subject to GE reimbursement, was approximately $114 million. In the second quarter of 2024, these remaining performance guarantees were all terminated or replaced.
PRODUCT WARRANTIES.
We provide warranty coverage to our customers as part of customary practices in the market to provide assurance that the products we sell comply with agreed-upon specifications. We provide estimated product warranty expenses when we sell the related products. Warranty accruals are estimates that are based on the best available information, mostly historical claims experience, therefore claims costs may differ from amounts provided. An analysis of changes in the liability for product warranties follows.
| For the years ended December 31 | |||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Balance at beginning of period | $ | 192 | $ | 193 | $ | 161 | |||||
| Current-year provisions | 202 | 216 | 238 | ||||||||
| Expenditures | (220) | (218) | (199) | ||||||||
| Foreign currency exchange and other | (6) | 1 | (7) | ||||||||
| Balance at end of period | $ | 168 | $ | 192 | $ | 193 |
Product warranties are recognized within All other current liabilities in the Consolidated Statements of Financial Position.
LEGAL MATTERS.
In the normal course of our business, we are involved from time to time in various arbitrations; class actions; commercial, intellectual property, and product liability litigation; government investigations; investigations by competition/antitrust authorities; and other legal, regulatory, or governmental actions, including the significant matters described below that could have a material impact on our results of operations and cash flows. In many proceedings, including the specific matters described below, it is inherently difficult to determine whether any loss is probable or even reasonably possible or to estimate the size or range of the possible loss, and accruals for legal matters are not recorded until a loss for a particular matter is considered probable and reasonably estimable. Given the nature of legal matters and the complexities involved, it is often difficult to predict and determine a meaningful estimate of loss or range of loss until we know, among other factors, the particular claims involved, the likelihood of success of our defenses to those claims, the damages or other relief sought, how discovery or other procedural considerations will affect the outcome, the settlement posture of other parties, and other factors that may have a material effect on the outcome. For such matters, unless otherwise specified, we do not believe it is possible to provide a meaningful estimate of loss at this time. Moreover, it is not uncommon for legal matters to be resolved over many years, during which time relevant developments and new information must be continuously evaluated.
Contracts with Iraqi Ministry of Health
In 2017, a number of U.S. Service members, civilians, and their families brought a complaint in the U.S. District Court for the District of Columbia (the “District Court”) against a number of pharmaceutical and medical device companies, including GE HealthCare and certain affiliates, alleging that the defendants violated the U.S. Anti-Terrorism Act. The complaint seeks monetary relief and alleges that the defendants provided funding for an Iraqi terrorist organization through their sales practices pursuant to pharmaceutical and medical device contracts with the Iraqi Ministry of Health. In July 2020, the District Court granted defendants’ motions to dismiss and dismissed all of the plaintiffs’ claims. In January 2022, a panel of the U.S. Court of Appeals for the District of Columbia Circuit reversed the District Court’s decision. In February 2022, the defendants requested review of the decision by all of the judges on the U.S. Court of Appeals for the District of Columbia Circuit (the “D.C. Circuit”). In February 2023, the D.C. Circuit denied this request. In June 2023, defendants petitioned the Supreme Court to review the D.C. Circuit’s decision. On June 24, 2024, the Supreme Court vacated the D.C. Circuit’s decision and remanded the case to the D.C. Circuit for further consideration. On November 19, 2024, the D.C. Circuit heard oral argument from the parties, and the D.C. Circuit’s decision is pending. The proceedings in the District Court are currently inactive.
Government Disclosures
From time to time, we make self-disclosures regarding our compliance with the Foreign Corrupt Practices Act (“FCPA”) and similar laws to relevant authorities who may pursue or decline to pursue enforcement proceedings against us. We, with the assistance of outside counsel, made voluntary self-disclosures to the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice (“DOJ”) beginning in 2018 regarding tender irregularities and other potential violations of the FCPA relating to our activities in certain provinces in China. We have been engaged in ongoing discussions with each of the SEC and the DOJ regarding these matters. We are fully cooperating with the reviews by these agencies and have implemented, and continue to implement, enhancements to our compliance policies and practices. At this time, we are unable to predict the duration, scope, result, or related costs associated with these disclosures to the SEC and the DOJ. We also are unable to predict what, if any, action may be taken by the SEC or the DOJ or what penalties or remedial actions they may seek. Any determination that our operations or activities are not in compliance with existing laws or regulations, including applicable foreign laws, could result in the imposition of fines, penalties, disgorgement, equitable relief, or other losses.
ENVIRONMENTAL AND ASSET RETIREMENT OBLIGATIONS.
Our operations, like operations of other companies engaged in similar businesses, involve the use, disposal, and cleanup of substances regulated under environmental protection laws and nuclear decommissioning regulations. We have obligations for ongoing and future environmental remediation activities. Liabilities for environmental remediation and nuclear decommissioning exclude possible insurance recoveries. Due to uncertainties or changes regarding the status of laws, regulations, technology, and information related to individual sites and lawsuits, it is reasonably possible that our exposure will exceed amounts accrued, and amounts not currently reasonably estimable and/or probable may need to be accrued in future periods. Our environmental remediation liabilities, which are measured on an undiscounted basis, were $16 million and $19 million as of December 31, 2024 and 2023, respectively, and are recognized within All other current liabilities and All other non-current liabilities in the Consolidated Statements of Financial Position.
We record asset retirement obligations, which primarily relate to nuclear decommissioning, associated with the retirement of tangible long-lived assets as a liability in the period in which the obligation is incurred and its fair value can be reasonably estimated. The liability is measured at the present value of the obligation when incurred and is adjusted in subsequent periods. Corresponding asset retirement costs are generally capitalized as part of the carrying value of the related long-lived assets and depreciated over the assets’ useful lives. Our asset retirement obligations were $292 million and $267 million at December 31, 2024 and 2023, respectively, and are recognized within All other current liabilities and All other non-current liabilities in the Consolidated Statements of Financial Position.
OTHER UNRECOGNIZED CONTRACTUAL OBLIGATIONS.
We have future contractual obligations and other minimum commercial commitments which represent take-or-pay contracts as well as purchase orders for goods and services utilized in the normal course of business such as capital expenditures, inventory, and services under contracts.
As of December 31, 2024, we had the following purchase commitments that are legally binding and specify minimum purchase quantities or spending amounts. These purchase commitments do not exceed our projected requirements and the amounts below exclude open purchase orders with a remaining term of less than one year.
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | |||||||||||||||||
| Other Unrecognized Contractual Obligations | $ | 404 | $ | 362 | $ | 132 | $ | 91 | $ | 81 | $ | 91 | $ | 1,160 |
NOTE 15. RESTRUCTURING ACTIVITIES
Restructuring activities are essential to optimize the business operating model for GE HealthCare and mostly involve workforce reductions, organizational realignments, and revisions to our real estate footprint. Specifically, restructuring charges (gains) primarily include facility exit costs, employee-related termination benefits associated with workforce reductions, asset write-downs, and cease-use costs. For segment reporting, restructuring activities are not allocated.
Net expenses for restructuring initiatives committed to by management through December 31, 2024 are included in the table below.
| For the years ended December 31 | ||||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Employee termination costs | $ | 85 | $ | 38 | $ | 74 | ||||||||||||||
| Facility and other exit costs | 18 | 3 | 46 | |||||||||||||||||
| Asset write-downs | 17 | 13 | 26 | |||||||||||||||||
| Total restructuring activities – net | $ | 120 | $ | 54 | $ | 146 |
These restructuring initiatives are expected to result in additional expenses of approximately $36 million, to be incurred primarily over the next 12 months, substantially related to employee-related termination benefits and asset write-downs. Restructuring expenses (gains) are recognized within Cost of products, Cost of services, or SG&A, as appropriate, in the Consolidated and Combined Statements of Income.
Liabilities related to restructuring are recognized within Current compensation and benefits, All other current liabilities, Non-current compensation and benefits, and All other non-current liabilities in the Consolidated Statements of Financial Position. The activity related to our restructuring liabilities follows.
| Employee termination costs | Facility and other exit costs | Total | |||||||||
| Balance at December 31, 2022 | $ | 44 | $ | 31 | $ | 75 | |||||
| Balance transferred from GE at Spin-Off | 31 | — | 31 | ||||||||
| Charges | 36 | 1 | 37 | ||||||||
| Payments and other adjustments | (68) | (7) | (75) | ||||||||
| Balance at December 31, 2023 | $ | 43 | $ | 25 | $ | 68 | |||||
| Charges | 85 | 8 | 93 | ||||||||
| Payments and other adjustments | (60) | (15) | (75) | ||||||||
| Balance at December 31, 2024 | $ | 67 | $ | 18 | $ | 86 |
NOTE 16. SHARE-BASED COMPENSATION
We grant stock options, restricted stock units (“RSUs”), and performance share units (“PSUs”) to employees under the 2023 Long-Term Incentive Plan (“LTIP”). The Talent, Culture, and Compensation Committee of the Board of Directors approves grants under the LTIP. Under the LTIP, we are authorized to issue up to approximately 41 million shares. We record compensation expense for awards expected to vest over the vesting period. We estimate forfeitures based on experience and adjust expense to reflect actual forfeitures. When options are exercised, RSUs vest, and PSUs are earned, we issue shares from authorized unissued common stock.
Stock options provide employees the opportunity to purchase GE HealthCare shares in the future at the market price of our stock on the date the award is granted. The options become exercisable over the vesting period, typically becoming fully vested in three to three and a half years, and expire ten years from the grant date if not exercised. We value stock options using a Black-Scholes option pricing model.
RSUs provide an employee the right to shares of GE HealthCare stock when the restrictions lapse over the vesting period of three to three and a half years. Upon vesting, each RSU is converted into one share of GE HealthCare common stock. We value RSUs using the market price on the grant date.
PSUs provide an employee with the right to receive shares of GE HealthCare stock based upon achievement of certain performance metrics. PSUs are subject to an employee service period of three years. PSUs may include a relative total shareholder return (“TSR”) modifier to determine the number of shares earned at the end of the performance period. We engage third-party valuation specialists to assist with the fair value estimate of the PSUs that include the TSR modifier using a Monte Carlo simulation to model the probability of possible outcomes.
The following tables provide the weighted average fair value of options, RSUs, and PSUs granted to employees during the years ended December 31, 2024 and 2023, and the related weighted average stock option valuation assumptions used in the Black-Scholes model.
| Weighted Average Grant Date Fair Value | |||||||||||
| (In dollars) | December 31, 2024 | December 31, 2023 | |||||||||
| Stock options | $ | 32 | $ | 25 | |||||||
| RSUs | 89 | 73 | |||||||||
| PSUs | 96 | 85 |
| Key Assumptions in the Black-Scholes Valuation for Stock Options | |||||||||||
| December 31, 2024 | December 31, 2023 | ||||||||||
| Risk-free rate | 4.1 | % | 3.6 | % | |||||||
| Dividend yield | 0.13 | % | 0.01 | % | |||||||
| Expected volatility | 26.2 | % | 26.2 | % | |||||||
| Expected term (in years) | 6.2 | 6.2 | |||||||||
For awards granted in 2023 and 2024, the expected volatility was derived from a peer group’s blended historical and implied volatility as GE HealthCare does not have sufficient historical volatility based on the expected term of the underlying options. The expected term of the stock options was determined using the simplified method. The risk-free interest rate was determined using the implied yield currently available for zero-coupon U.S. government issues with a remaining term approximating the expected life of the options. The dividend yield assumption is based on the expected annualized dividend payment at the date of grant.
| Stock Option Activity | |||||||||||||||||||||||||||||
| Shares (in thousands) | Weighted average exercise price (in dollars) | Weighted average contractual term (in years) | Intrinsic value (in millions) | ||||||||||||||||||||||||||
| Outstanding as of January 1, 2024 | 4,963 | $ | 84 | ||||||||||||||||||||||||||
| Granted | 563 | 92 | |||||||||||||||||||||||||||
| Exercised/Vested | (503) | 67 | |||||||||||||||||||||||||||
| Forfeited | (308) | 74 | |||||||||||||||||||||||||||
| Expired | (469) | 141 | |||||||||||||||||||||||||||
| Outstanding as of December 31, 2024 | 4,246 | $ | 82 | 6.0 | $ | 31 | |||||||||||||||||||||||
| Exercisable as of December 31, 2024 | 2,178 | $ | 87 | 3.7 | $ | 20 | |||||||||||||||||||||||
| Expected to vest | 4,027 | $ | 82 | 5.9 | $ | 30 |
| RSU and PSU Activity | |||||||||||||||||||||||||||||
| RSUs | PSUs | ||||||||||||||||||||||||||||
| Shares (in thousands) | Weighted average grant date fair value (in dollars) | Weighted average vesting period (in years) | Intrinsic value (in millions) | Shares (in thousands) | Weighted average grant date fair value (in dollars) | Weighted average vesting period (in years) | Intrinsic value (in millions) | ||||||||||||||||||||||
| Outstanding as of January 1, 2024 | 3,729 | $ | 67 | 1,246 | $ | 85 | |||||||||||||||||||||||
| Granted | 1,292 | 89 | 610 | 96 | |||||||||||||||||||||||||
| Exercised/Vested | (1,745) | 63 | (992) | 86 | |||||||||||||||||||||||||
| Forfeited | (414) | 73 | (86) | 89 | |||||||||||||||||||||||||
| Expired | — | — | — | — | |||||||||||||||||||||||||
| Outstanding as of December 31, 2024 | 2,860 | $ | 78 | 1.9 | $ | 223 | 778 | $ | 91 | 1.8 | $ | 61 | |||||||||||||||||
| Expected to vest | 2,523 | $ | 77 | 1.9 | $ | 197 | N/A | N/A | N/A | N/A |
Share-based compensation expense is recognized within Cost of products, Cost of services, SG&A, or R&D, as appropriate, in the Consolidated Statements of Income.
| Share-based Compensation Expense | For the years ended | |||||||||||||
| December 31, 2024 | December 31, 2023 | |||||||||||||
| Share-based compensation expense (pre-tax) | $ | 125 | $ | 114 | ||||||||||
| Income tax benefits | (23) | (23) | ||||||||||||
| Share-based compensation expense (after-tax) | $ | 102 | $ | 91 |
| Other Share-based Compensation Data | For the years ended | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Cash received from stock options exercised | $ | 33 | $ | 34 | ||||
| Intrinsic value of stock options exercised and RSUs/PSUs vested | 251 | 106 |
Unrecognized compensation expense was $146 million as of December 31, 2024 and is expected to be recognized over a weighted-average period of approximately 1.8 years.
NOTE 17. EARNINGS PER SHARE
The numerator for both basic and diluted earnings per share (“EPS”) is Net income attributable to GE HealthCare common stockholders. The denominator of basic EPS is the weighted-average number of shares outstanding during the period. Subsequent to the Spin-Off, the dilutive effect of outstanding stock options, RSUs, and PSUs is reflected in the denominator for diluted EPS using the treasury stock method.
On January 3, 2023, there were approximately 454 million shares of GE HealthCare common stock outstanding, including the interest in our outstanding shares of common stock retained by GE following the Distribution. The computation of basic and diluted earnings per common share for the year ended December 31, 2022 was calculated using this same number of common shares outstanding since no GE HealthCare equity awards were outstanding as of the Distribution Date.
| Earnings Per Share | For the years ended December 31 | |||||||||||||||||||
| (In millions, except per share amounts) | 2024 | 2023 | 2022 | |||||||||||||||||
| Numerator: | ||||||||||||||||||||
| Net income from continuing operations | $ | 2,050 | $ | 1,618 | $ | 1,949 | ||||||||||||||
| Net (income) loss attributable to noncontrolling interests | (57) | (46) | (51) | |||||||||||||||||
| Net income from continuing operations attributable to GE HealthCare | 1,993 | 1,572 | 1,898 | |||||||||||||||||
| Deemed preferred stock dividend of redeemable noncontrolling interest | — | (183) | — | |||||||||||||||||
| Net income from continuing operations attributable to GE HealthCare common stockholders | 1,993 | 1,389 | 1,898 | |||||||||||||||||
| Income (loss) from discontinued operations, net of taxes | — | (4) | 18 | |||||||||||||||||
| Net income attributable to GE HealthCare common stockholders | $ | 1,993 | $ | 1,385 | $ | 1,916 | ||||||||||||||
| Denominator: | ||||||||||||||||||||
| Basic weighted-average shares outstanding | 456 | 455 | 454 | |||||||||||||||||
| Dilutive effect of common stock equivalents | 2 | 3 | — | |||||||||||||||||
| Diluted weighted-average shares outstanding | 459 | 458 | 454 | |||||||||||||||||
| Basic Earnings Per Share: | ||||||||||||||||||||
| Continuing operations | $ | 4.37 | $ | 3.06 | $ | 4.18 | ||||||||||||||
| Discontinued operations | — | (0.01) | 0.04 | |||||||||||||||||
| Attributable to GE HealthCare common stockholders | 4.37 | 3.05 | 4.22 | |||||||||||||||||
| Diluted Earnings Per Share: | ||||||||||||||||||||
| Continuing operations | $ | 4.34 | $ | 3.04 | $ | 4.18 | ||||||||||||||
| Discontinued operations | — | (0.01) | 0.04 | |||||||||||||||||
| Attributable to GE HealthCare common stockholders | 4.34 | 3.03 | 4.22 | |||||||||||||||||
| Antidilutive securities(1) | 3 | 4 | — |
(1) Diluted earnings per share excludes certain shares issuable under share-based compensation plans because the effect would have been antidilutive.
NOTE 18. SUPPLEMENTAL FINANCIAL INFORMATION
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH.
| As of | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Cash and cash equivalents | $ | 2,874 | $ | 2,494 | ||||
| Short-term restricted cash | 16 | 10 | ||||||
| Total Cash, cash equivalents, and restricted cash as presented in the Consolidated Statements of Financial Position | 2,889 | 2,504 | ||||||
| Long-term restricted cash(1) | 3 | 2 | ||||||
| Total Cash, cash equivalents, and restricted cash as presented in the Consolidated and Combined Statements of Cash Flows | $ | 2,893 | $ | 2,506 |
(1) Long-term restricted cash is recognized within All other non-current assets in the Consolidated Statements of Financial Position.
INVENTORIES.
| As of | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Raw materials | $ | 921 | $ | 961 | ||||
| Work in process | 92 | 91 | ||||||
| Finished goods | 926 | 908 | ||||||
| Inventories | $ | 1,939 | $ | 1,960 |
Certain inventory items are long-term in nature and therefore have been recognized within All other non-current assets in the Consolidated Statements of Financial Position and are not reflected in the table above. See the supplemental table “All Other Current and Non-Current Assets” for further information.
PROPERTY, PLANT, AND EQUIPMENT – NET.
| As of | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Land and improvements | $ | 66 | $ | 70 | ||||
| Buildings, structures, and related equipment | 1,943 | 1,956 | ||||||
| Machinery and equipment | 2,705 | 2,617 | ||||||
| Leasehold improvements and manufacturing plants under construction | 553 | 565 | ||||||
| Total property, plant, and equipment, at original cost | 5,267 | 5,208 | ||||||
| Accumulated depreciation | (3,080) | (3,064) | ||||||
| Right-of-use operating lease assets, net of amortization(1) | 364 | 356 | ||||||
| Property, plant, and equipment – net | $ | 2,550 | $ | 2,500 |
(1) See Note 7, “Leases” for further information.
Depreciation related to Property, plant, and equipment – net, exclusive of ROU operating lease assets, was $268 million, $248 million, and $228 million for the years ended December 31, 2024, 2023, and 2022, respectively.
ALL OTHER ASSETS AND ALL OTHER LIABILITIES.
| All Other Current and Non-Current Assets | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Prepaid expenses and deferred costs | $ | 188 | $ | 147 | ||||
| Financing receivables – net | 90 | 97 | ||||||
| Derivative instruments | 123 | 84 | ||||||
| Tax receivables | 115 | 53 | ||||||
| Other | 13 | 8 | ||||||
| All other current assets | $ | 529 | $ | 389 | ||||
| Prepaid pension asset | $ | 657 | $ | 716 | ||||
| Equity method and other investments | 373 | 357 | ||||||
| Financing receivables – net | 183 | 178 | ||||||
| Long-term receivables – net | 142 | 124 | ||||||
| Inventories | 139 | 147 | ||||||
| Contract and other deferred assets | 208 | 168 | ||||||
| Other(1) | 248 | 191 | ||||||
| All other non-current assets | $ | 1,950 | $ | 1,881 |
(1) Non-current Other primarily consists of indemnity assets associated with separation agreements with GE, capitalized costs associated with cloud computing arrangements, tax receivables, and derivative instruments.
| All Other Current and Non-Current Liabilities | As of | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| Sales allowances and related liabilities | $ | 242 | $ | 228 | ||||
| Income and indirect tax liabilities including uncertain tax positions | 279 | 260 | ||||||
| Product warranties | 168 | 192 | ||||||
| Accrued freight and utilities | 163 | 132 | ||||||
| Operating lease liabilities | 115 | 110 | ||||||
| Derivative instruments(1) | 90 | 128 | ||||||
| Interest payable on borrowings | 92 | 87 | ||||||
| Environmental and asset retirement obligations | 17 | 21 | ||||||
| Other(2) | 379 | 335 | ||||||
| All other current liabilities | $ | 1,545 | $ | 1,493 | ||||
| Contract liabilities | $ | 686 | $ | 705 | ||||
| Operating lease liabilities | 270 | 273 | ||||||
| Environmental and asset retirement obligations | 291 | 265 | ||||||
| Income and indirect tax liabilities including uncertain tax positions | 237 | 208 | ||||||
| Derivative instruments | 64 | 136 | ||||||
| Finance lease obligations | 40 | 38 | ||||||
| Sales allowances and related liabilities | 23 | 27 | ||||||
| Other(3) | 184 | 225 | ||||||
| All other non-current liabilities | $ | 1,796 | $ | 1,877 |
(1) Derivative instruments include the related accrued interest. Refer to Note 13, “Financial Instruments and Fair Value Measurements” for further information.
(2) Current Other primarily consists of miscellaneous accrued costs, contingent consideration liabilities, and dividends payable to stockholders.
(3) Non-current Other primarily consists of miscellaneous accrued costs, indemnity liabilities associated with separation agreements with GE, and contingent consideration liabilities.
EQUITY METHOD INVESTMENTS.
| Equity method investment balance | Equity method income (loss) | ||||||||||||||||||||||
| As of December 31 | Ownership Percentage | 2024 | 2023 | 2024 | 2023 | 2022 | |||||||||||||||||
| Nihon Medi-Physics Co., Ltd(1) | 50% | $ | 139 | $ | 150 | $ | 10 | $ | 10 | $ | 16 | ||||||||||||
| Other | 24 | 20 | (2) | 1 | (3) | ||||||||||||||||||
| Total | $ | 163 | $ | 170 | $ | 8 | $ | 11 | $ | 13 |
(1) In the fourth quarter of 2024, GE HealthCare announced an agreement to acquire the remaining ownership interest of NMP. See Note 8, “Acquisitions, Goodwill, and Other Intangible Assets” for more information.
SUPPLY CHAIN FINANCE PROGRAMS.
A rollforward of our outstanding obligations confirmed and paid under the supply chain finance programs, which are included within Accounts Payable in the Consolidated Statements of Financial Position, is presented below.
| For the year ended December 31 | |||||
| 2024 | |||||
| Confirmed obligations outstanding at beginning of period | $ | 365 | |||
| Invoices confirmed during the year | 886 | ||||
| Confirmed invoices paid during the year | (855) | ||||
| Foreign exchange and other | (2) | ||||
| Confirmed obligations outstanding at end of period | $ | 394 |
COLLABORATIVE ARRANGEMENTS.
In October 2023, we entered into a Collaboration and License Agreement with Novo Nordisk (“Novo”) to pursue a collaboration on the development, regulatory approval, and commercialization of an ultrasound therapy. Under the terms of this agreement, in return for providing development activities associated with the development of the underlying ultrasound device to deliver Novo’s clinical therapies, we received an upfront nonrefundable payment with the potential for additional nonrefundable payments through 2027. We recognize the nonrefundable payments as an offset to R&D expense as we perform activities contemplated under this agreement. These nonrefundable payments are not material. We may also receive future payments based on the achievement of certain development milestones and regulatory approvals associated with the ultrasound therapy.
REDEEMABLE NONCONTROLLING INTERESTS**.**
The Company has noncontrolling interests with redemption features. These redemption features, such as put options, could require the Company to purchase the noncontrolling interests upon the occurrence of certain events. All noncontrolling interests with redemption features that are not solely within our control are recognized within the Consolidated Statements of Financial Position between liabilities and equity. Redeemable noncontrolling interests are initially recorded at the issuance date fair value. Those that are currently redeemable, or probable of becoming redeemable, are subsequently adjusted to the greater of current redemption value or initial carrying value.
Activity attributable to redeemable noncontrolling interests is presented below.
| For the years ended December 31 | |||||||||||
| 2024 | 2023 | 2022 | |||||||||
| Balance at beginning of period | $ | 165 | $ | 230 | $ | 220 | |||||
| Net income attributable to redeemable noncontrolling interests | 50 | 41 | 47 | ||||||||
| Redemption value adjustments(1) | — | 183 | — | ||||||||
| Distributions to and exercise of redeemable noncontrolling interests and other(2) | (28) | (289) | (37) | ||||||||
| Balance at end of period | $ | 188 | $ | 165 | $ | 230 |
(1) As of January 3, 2023, certain redeemable noncontrolling interests were probable of becoming redeemable due to the change of control that occurred upon consummation of the Spin-Off. As a result, these redeemable noncontrolling interests were remeasured to their current redemption value. The remeasurement was accounted for as a deemed preferred stock dividend of redeemable noncontrolling interest and recorded as an adjustment to Retained earnings in the Consolidated Statements of Financial Position.
(2) In the first quarter of 2023, the redeemable noncontrolling interest holder exercised its option redemption provision. The redemption amount of $211 million was paid in the second quarter of 2023.
OTHER INCOME (EXPENSE) – NET.
| For the years ended December 31 | ||||||||||||||||||||
| 2024 | 2023 | 2022 | ||||||||||||||||||
| Net financing income and investment income (loss) | $ | (1) | $ | 26 | $ | (9) | ||||||||||||||
| Equity method income (loss) | 8 | 11 | 13 | |||||||||||||||||
| Change in fair value of assumed obligations | (32) | (32) | — | |||||||||||||||||
| Other items, net(1) | 80 | 81 | 58 | |||||||||||||||||
| Total other income (expense) – net | $ | 55 | $ | 86 | $ | 62 |
(1) Other items, net primarily consists of: change in tax indemnity, lease income, government grants, licensing and royalty income, and gains and losses related to derivatives for the year ended December 31, 2024; change in tax indemnity, lease income, licensing and royalty income, and gains and losses related to derivatives for the year ended December 31, 2023; and gains and losses related to derivatives and licensing and royalty income for the year ended December 31, 2022.
NOTE 19. RELATED PARTIES AND TRANSITION SERVICES AGREEMENT
PRIOR TO SPIN-OFF.
Prior to the Spin-Off, GE provided the Company with significant corporate infrastructure and shared services. The following disclosures summarize related party activity between GE HealthCare and GE. This activity, which occurred prior to the Spin-Off, is included in the combined financial statements.
Pension, Benefit, and Contribution Plans
As discussed in Note 10, “Postretirement Benefit Plans”, employees of the Company participated in pension, benefit, and contribution plans that were sponsored by GE. The Company was charged $207 million for the year ended December 31, 2022 related to employee participation in these plans. In connection with the Spin-Off, a portion of the plans were transferred to the Company.
Share-Based Compensation
GE granted various employee benefits to its group employees, including those of the Company, under the GE Long-Term Incentive Plan. These benefits primarily included stock options and RSUs. Compensation expense allocated to the Company was $67 million for the year ended December 31, 2022, and was primarily recognized within SG&A in the Combined Statement of Income.
Corporate Overhead and Other Allocations from GE
GE provided certain services described below that were charged to the Company based on employee headcount, revenue, or other allocation methodologies.
| For the year ended December 31 | |||||
| 2022 | |||||
| Costs for centralized services(1) | $ | 42 | |||
| Costs associated with employee medical insurance(2) | 122 | ||||
| Costs for corporate and shared services(3) | 457 |
(1) Costs for centralized services such as public relations, treasury and cash management, and other services were recognized within SG&A in the Combined Statement of Income.
(2) Costs associated with employee medical insurance were recognized within Cost of products, Cost of services, SG&A, and R&D in the Combined Statement of Income based on the employee population.
(3) Costs for corporate and shared services such as information technology, finance and other services were primarily recognized in SG&A and R&D in the Combined Statement of Income.
Management believes that the expense and cost allocations have been determined on a basis that is a reasonable reflection of the utilization of services provided or the benefit received by the Company during the year ended December 31, 2022. The amounts that would have been incurred on a stand-alone basis could have materially differed from the amounts allocated due to economies of scale, difference in management judgment, a requirement for more or fewer employees, or other factors.
AFTER SPIN-OFF.
In connection with the Spin-Off, the Company entered into or adopted several agreements that provide a framework for the relationship between the Company and GE. These agreements were structured in anticipation of GE’s transaction to separate the GE Vernova business. Refer to Note 1, “Organization and Basis of Presentation” for additional information. The below agreements had activity during the years ended December 31, 2024 and 2023:
-
Separation and Distribution Agreement – sets forth the principal actions to be taken in connection with the Spin-Off, including the transfer of assets and assumption of liabilities, and establishes certain rights and obligations between the Company and GE following the Distribution, including procedures with respect to claims subject to indemnification and related matters.
-
Transition Services Agreement – governs all matters relating to the provision of shared services between the Company and GE on a transitional basis. The services the Company receives include support for information technology, human resources, supply chain, finance, and facilities services, among others. Some of these costs were included in the allocations from GE prior to Spin-Off. The services generally commenced on the date of the Spin-Off and terminated in the 24 months following the Distribution Date depending upon the related transitional service. We incurred $172 million, net, and $372 million, net, for the years ended December 31, 2024 and 2023, respectively, under this agreement. These amounts represent fees charged from GE and GE Vernova to the Company, the majority of which are related to information technology, and are net of fees charged from the Company to GE and GE Vernova for facilities and other shared services.
-
Tax Matters Agreement – governs the respective rights, responsibilities, and obligations between the Company and GE with respect to all tax matters (excluding employee-related taxes covered under the Employee Matters Agreement), in addition to certain restrictions which generally prohibit us from taking or failing to take any action in the two-year period following the Distribution that would prevent the Distribution from qualifying as tax-free for U.S. federal income tax purposes, including limitations on our ability to pursue certain strategic transactions. The Tax Matters Agreement specifies the portion of tax liability for which the Company will bear contractual responsibility, and the Company and GE will each agree to indemnify each other against any amounts for which such indemnified party is not responsible.
Current amounts due from and to GE under the various agreements are recognized within Due from related parties or Due to related parties, as applicable, in the Consolidated Statements of Financial Position. Non-current amounts due from GE were $99 million and $81 million, and due to GE were $34 million and $33 million, as of December 31, 2024 and 2023, respectively. These amounts were recognized within All other non-current assets and All other non-current liabilities, respectively, in the Consolidated Statements of Financial Position and relate to tax and other indemnities. Following its separation from GE, GE Vernova does not meet the definition of a related party; accordingly, amounts as of December 31, 2024 due to and from GE Vernova in accordance with the TSA are excluded from the Due from related parties and Due to related parties financial statement line items and non-current balances disclosed above.
NOTE 20. SUBSEQUENT EVENTS
On February 3, 2025, we repaid $250 million of the outstanding Term Loan Facility.
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