Knowledge center Blog Home

Equilar Blog

---

Change in Control Analysis of Halliburton’s Purchase of Baker Hughes

November 19, 2014

---

Halliburton Buys Baker Hughes

Halliburton agreed on Monday to buy Baker Hughes for about $35 billion in cash and stock. Baker Hughes previously entered into agreements with each of its senior executives, which were intended to provide for continuity of management in the event of a change in control.

Based on its most recent proxy filing, Baker Hughes’ senior executives are entitled to the following under the single trigger terms of their agreements:

• All outstanding options to acquire stock become fully vested and immediately exercisable

• All outstanding restricted stock awards and restricted stock units become fully vested and non-forfeitable

Baker Hughes’ CEO Martin Craighead would receive $1,320,000 in cash, equal to the pro-rated amount of the current year’s non-equity incentive plan target. Based on Friday’s closing price of $59.89, Mr. Craighead would also realize $2,532,502 in accelerated options as well as $5,955,981 through the accelerated vesting of his outstanding restricted shares. The values for each of the other four named executive officers can be found in the table below.

Change in Control Analysis

Want to learn more? Read another change in control article.