- ------------------------------------------------------------------------------
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
--- OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
--- OF THE SECURITIES EXCHANGE ACT OF 1934
-----------------------------
Commission file number 1-9397
-----------------------------
BAKER HUGHES INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 76-0207995
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
3900 Essex Lane, Houston, Texas 77027
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (713) 439-8600
-----------------------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at January 28, 1995
----- -------------------------------
Common Stock, $1.00 par value per share 141,031,000 shares
- ------------------------------------------------------------------------------
<PAGE>
BAKER HUGHES INCORPORATED
INDEX
Page
No.
----
Part I - Financial Information:
Consolidated Condensed Statements of Operations - Three
Months ended December 31, 1994 and 1993.......................... 2
Consolidated Condensed Statements of Financial
Position - December 31, 1994 and September 30, 1994.............. 3
Consolidated Condensed Statements of Cash Flows -
Three months ended December 31, 1994 and 1993.................... 5
Notes to Consolidated Condensed Financial Statements.................. 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations.............................. 8
Part II - Other Information............................................... 13
-1-
<PAGE>
PART I. FINANCIAL INFORMATION
BAKER HUGHES INCORPORATED
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Three Months Ended
December 31,
1994 1993
REVENUES: --------- ---------
Sales............................................... $ 411,907 $ 433,482
Services and rentals................................ 195,010 191,080
--------- ---------
Total revenues.................................. 606,917 624,562
COSTS AND EXPENSES: --------- ---------
Cost of sales....................................... 241,816 251,931
Cost of services and rentals........................ 95,059 96,880
Research and engineering............................ 20,087 23,425
Marketing and field service......................... 144,949 147,444
General and administrative.......................... 44,316 53,315
Amortization of goodwill and other intangibles...... 7,877 7,961
--------- ---------
Total costs and expenses........................ 554,104 580,956
--------- ---------
Operating income....................................... 52,813 43,606
Interest expense....................................... (11,479) (15,191)
Interest income........................................ 807 686
--------- ---------
Income before income taxes............................. 42,141 29,101
Income taxes........................................... (17,910) (12,222)
--------- ---------
Income before cumulative effect of accounting changes.. 24,231 16,879
Cumulative effect of accounting changes: --------- ---------
Income taxes........................................ 25,455
Postretirement benefits other than pensions
(net of $37,488 million income tax benefit)..... (69,620)
Postemployment benefits (net of $7,861 million income
tax benefit).................................... (14,598)
--------- ---------
Accounting changes - net.................... (14,598) (44,165)
--------- ---------
Net income (loss)...................................... $ 9,633 $ (27,286)
========= =========
Per share of Common Stock:
Income before cumulative effect of accounting
changes......................................... $ .15 $ .10
Cumulative effect of accounting changes............. $ (.10)$ (.32)
--------- ---------
Net income (loss)................................... $ .05 $ (.22)
========= =========
Cash dividends per share of common stock............... $ .115 $ .115
========= =========
See accompanying notes to consolidated condensed financial statements.
-2-
<PAGE>
BAKER HUGHES INCORPORATED
CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL POSITION
(In thousands)
ASSETS
December 31, September 30,
1994 1994
---------- ----------
CURRENT ASSETS:
Cash and cash equivalents...................... $ 96,955 $ 69,179
---------- ----------
Receivables - net.............................. 633,565 612,414
---------- ----------
Inventories:
Finished goods............................. 502,674 508,198
Work in process............................ 48,207 53,644
Raw materials.............................. 85,387 81,204
---------- ----------
Total inventories...................... 636,268 643,046
---------- ----------
Deferred income taxes.......................... 46,696 45,959
---------- ----------
Other current assets........................... 36,770 29,394
---------- ----------
Total current assets................... 1,450,254 1,399,992
---------- ----------
PROPERTY - NET.................................... 545,595 560,084
---------- ----------
OTHER ASSETS:
Property held for disposal..................... 69,965 73,496
Investments.................................... 89,886 89,601
Other assets................................... 86,791 80,054
Excess costs arising from acquisitions - net... 789,046 796,455
---------- ----------
Total other assets..................... 1,035,688 1,039,606
---------- ----------
Total.............................. $ 3,031,537 $ 2,999,682
========== ==========
See accompanying notes to consolidated condensed financial statements.
-3-
<PAGE>
BAKER HUGHES INCORPORATED
CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL POSITION
(In thousands)
LIABILITIES AND STOCKHOLDERS' EQUITY
December 31, September 30,
1994 1994
---------- ----------
CURRENT LIABILITIES:
Accounts payable............................... $ 226,361 $ 253,616
Short-term borrowings and current
portion of long-term debt.................... 1,643 15,299
Accrued employee compensation and benefits..... 104,095 113,304
Income taxes................................... 27,804 29,729
Taxes other than income........................ 21,777 20,608
Accrued insurance.............................. 24,752 26,492
Accrued interest............................... 15,836 10,676
Other accrued liabilities...................... 65,464 74,847
---------- ----------
Total current liabilities.............. 487,732 544,571
---------- ----------
LONG-TERM DEBT.................................... 731,314 637,972
---------- ----------
DEFERRED INCOME TAXES............................. 50,533 53,841
---------- ----------
POSTRETIREMENT BENEFITS OTHER THAN PENSIONS....... 96,442 95,951
---------- ----------
POSTEMPLOYMENT BENEFITS........................... 25,370
----------
OTHER LONG-TERM LIABILITIES....................... 30,520 28,875
---------- ----------
STOCKHOLDERS' EQUITY:
Preferred stock................................ 4,000 4,000
Common stock................................... 141,008 140,889
Capital in excess of par value................. 1,475,657 1,474,013
Retained earnings.............................. 115,720 125,276
Cumulative foreign currency translation
adjustment................................... (123,966) (102,915)
Unrealized loss on securities available for sale (2,793) (2,791)
---------- ----------
Total stockholders' equity............. 1,609,626 1,638,472
---------- ----------
Total.............................. $ 3,031,537 $ 2,999,682
========== ==========
See accompanying notes to consolidated condensed financial statements.
-4-
<PAGE>
BAKER HUGHES INCORPORATED
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended
December 31,
1994 1993
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss).................................. $ 9,633 $ (27,286)
Adjustments to reconcile net income (loss) to net
cash flows from operating activities:
Depreciation and amortization of:
Property.................................... 28,697 32,265
Other assets and debt discount.............. 10,469 11,663
Loss(gain) on disposal of assets............... 2,439 (4,664)
Foreign currency translation loss - net........ 14
Cumulative effect of accounting changes........ 14,598 44,165
Change in receivables.......................... (33,953) (36,705)
Change in inventories.......................... 3,331 (34,022)
Change in accounts payable..................... (12,055) (4,989)
Changes in other assets and liabilities........ (33,257) 12,378
-------- --------
Net cash flows from operating activities........... (10,098) (7,181)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Property additions............................. (25,681) (26,466)
Proceeds from disposal of assets............... 5,408 9,591
-------- --------
Net cash flows from investing activities........... (20,273) (16,875)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (payments) borrowings from commercial paper
and revolving credit facilities.............. (1,150) 57,057
Proceeds from exercised debenture purchase
warrants..................................... 78,000
Proceeds from exercise of stock options
and stock purchase grants.................... 996 56
Dividends...................................... (19,215) (19,151)
-------- --------
Net cash flows from financing activities........... 58,631 37,962
-------- --------
Effect of exchange rate changes on cash............ (484) (5,617)
-------- --------
Increase in cash and cash equivalents.............. 27,776 8,289
Cash and cash equivalents, beginning of period..... 69,179 6,992
-------- --------
Cash and cash equivalents, end of period........... $ 96,955 $ 15,281
======== ========
Income taxes paid.................................. $ 16,283 $ 13,886
Interest paid...................................... $ 5,293 $ 7,347
See accompanying notes to consolidated condensed financial statements.
-5-
<PAGE>
BAKER HUGHES INCORPORATED
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
Note 1. General
In the opinion of the Company, the unaudited consolidated condensed
financial statements include all adjustments consisting of normal recurring
accruals necessary for a fair presentation of the Company's consolidated
financial position as of December 31, 1994 and its consolidated results of
operations and cash flows for each of the three month periods ended
December 31, 1994 and 1993. Although the Company believes that the
disclosures in these financial statements are adequate to make the information
presented not misleading, certain information and footnote disclosures
normally included in annual financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted
pursuant to the rules and regulations of the Securities and Exchange
Commission (See the Company's Annual Report on Form 10-K for the year ended
September 30, 1994 for the most recent annual financial statements prepared in
accordance with generally accepted accounting principles). Certain balances
on the Consolidated Statement of Financial Position at September 30, 1994 have
been reclassified to conform to the December 31, 1994 presentation. The
results of operations for the three months ended December 31, 1994 are not
necessarily indicative of the results to be expected for the full year.
Note 2. Income Per Common Share
Net income per common share is based on the weighted average number of
shares outstanding during the respective periods (three months ended
December 31, 1994 and 1993, 140,977,000 and 140,422,000, respectively) and
excludes the negligible dilutive effect of shares issuable in connection with
employee stock plans. Net income per common share has been adjusted for
dividends on preferred stock of $3.0 million for the three months ended
December 31, 1994 and 1993.
Note 3. Postemployment Benefits
The Company provides certain postemployment benefits consisting primarily
of long-term disability income benefits, which are fully funded, and long-term
disability medical benefits, which are unfunded. The Company adopted
Statement of Financial Accounting Standards ("SFAS") No. 112, "Employers'
Accounting for Postemployment Benefits," effective October 1, 1994. The
accounting standard requires the accrual method of accounting rather than cash
basis accounting, which was previously used by the Company. The Company
recognized a charge to income of $14.6 million ($.10 per share), net of an
income tax benefit of $7.9 million, as the cumulative effect of the change in
accounting principle. Annual expense under SFAS No. 112 for 1995 is expected
to be approximately $2.5 million, which is not significantly different from
the actual cash payments.
-6-
<PAGE>
BAKER HUGHES INCORPORATED
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS CONTINUED
Note 4. Disposition
The Company sold the EnviroTech Pumpsystems ("Pumpsystems") group of
companies in September 1994. The decision to divest Pumpsystems was part of a
continuing review of the Company's core product and service competencies. The
Pumpsystems sale provided approximately $210.0 million in proceeds and
resulted in a gain of $101.0 million. Pumpsystems had $48.1 million of
revenue in the first quarter of 1994.
-7-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
BUSINESS ENVIRONMENT
Oilfield Operations companies manufacture, sell and provide services used
in the drilling, completion and maintenance of oil and gas wells. The
business environment of the Company is significantly affected by worldwide
expenditures of the petroleum industry. Important factors establishing the
levels of these expenditures include world economic conditions, crude oil and
natural gas supply and demand balances, the legislative environment in the
United States and other major countries, and developments in the Middle East
and other major petroleum producing regions.
ACTIVITY INDICATORS
Crude oil and natural gas prices are a major determinant of exploration
and development expenditures. (The amounts in the table below are quarter
averages.)
Quarter Ending December 31, 1994 1993
----------------------------------------------------------------------
WTI ($/Bbl) 17.64 16.46
U.S. Spot Natural Gas ($/mcf) 1.49 2.03
Oil prices strengthened in the first quarter of 1995 rising $1.18/Bbl or
7.2% compared to the same period a year ago. The Company expects prices to
trend upwards in 1995 and 1996 while remaining susceptible to short-term price
fluctuations. U.S. natural gas prices were softer than expected, decreasing
26.6% from the prior year. Higher natural gas production and a mild winter
were the major causes for the price decline. Prices are expected to
strengthen slightly in the remainder of 1995 but will still be lower than
prices in 1994. The Company believes that higher natural gas prices and a
tightening market would stimulate exploration and development drilling
directed towards natural gas.
A more direct indicator of expenditures and drilling activity is the Baker
Hughes rotary rig count. Workover activity, as measured by the U.S. workover
rig count, is also an indicator of expenditure activity. (The amounts in the
table below are quarter averages.)
Quarter Ending December 31, 1994 1993
----------------------------------------------------------------------
North American 1,115 1,089
Non-North American 730 781
----- -----
Total Rig Count 1,845 1,870
===== =====
U.S. Workover Rig Count 1,373 1,529
===== =====
-8-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS CONTINUED
North American Activity
The North American rig count was up 2.4% from 1994. Activity increases in
the Gulf of Mexico drove an increase in the average offshore rig count from 98
to 104 rigs -- up 6.1% from the first quarter of 1994. The Company benefits
from offshore drilling, more so than land drilling, as this type of activity
requires the premium products and services offered by the Company. The
Canadian operations were also favorable impacted by the increase in natural
gas drilling as Canadian rig activity was up 28.2% in 1995. Workover activity
declined 10.2% from 1994 levels.
The Company is cautiously optimistic that drilling activity will remain
strong in North America in 1995. The Company anticipates that reduced gas
prices and high pipeline utilization will take the edge off Canada's drilling
boom. In the U.S., the Company is expecting a modest decrease in gas-directed
drilling to be offset by a modest increase in oil-directed drilling. The
average U.S. workover rig count is expected to remain flat over the next year.
Non-North American Activity
Outside North America, activity continued to fall. The average rig count
was down 6.5% from the first quarter of 1994. The fall was widespread
throughout the Eastern Hemisphere as most regions showed a decrease in
activity. The decline was offset somewhat by Latin America activity which was
up 18.8%. Two areas of particular importance to the Company that were down
significantly were Italy and Nigeria where political and social issues
affected drilling activity. The Company expects little change in activity in
the Eastern Hemisphere over the near term as political issues and volatility
in crude oil prices will continue to create uncertainty. In Latin America,
the Company expects to see continued growth in drilling activity in 1995 led
by Venezuela, Argentina and Colombia.
DISPOSITION
The Company sold the EnviroTech Pumpsystems ("Pumpsystems") group of
companies in September 1994. The decision to divest Pumpsystems and EM&C was
part of a continuing review of the Company's core product and service
competencies. The Pumpsystems sale provided approximately $210.0 million in
proceeds and resulted in a gain of $101.0 million. Pumpsystems had $48.1
million of revenue in the first quarter of 1994.
-9-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS CONTINUED
RESULTS OF OPERATIONS
Revenues
The following table summarizes the impact of the disposition on consolidated
revenues:
Quarter Ending
December 31,
(In millions) 1994 1993
-----------------------------------------------------------------------
Consolidated Revenues:
Sales $ 411.9 $ 433.5
Services and rentals 195.0 191.1
------ ------
Total 606.9 624.6
Less Pumpsystems Operations:
Sales 48.1
------
Revenues from Ongoing Operations:
Sales 411.9 385.4
Services and rentals 195.0 191.1
------ ------
Total $ 606.9 $ 576.5
====== ======
Consolidated revenues for the first quarter of 1995 decreased 2.8%
compared to the same quarter last year. The results of Pumpsystems have been
reported in a manner similar to discontinued operations since March 1994 which
represents the date at which the decision to divest the business was made.
Revenues from ongoing operations were up 5.3%. Oilfield Operations
currently represent approximately 89% of consolidated revenues with the
remaining 11% represented by Process Equipment Operations. Oilfield
Operations reported revenues of $537.8 million for the quarter, an improvement
of 4.5% from the first quarter of 1994. Much of the improvement in Oilfield
Operations sales, services and rentals revenue is attributable to increased
drilling activity in the Western Hemisphere, fueled in large part by natural
gas drilling. Offsetting this trend was a decline in the average number of
workover rigs running in the U.S. However, much of the improvement in the
Western Hemisphere was offset by declines in the European and West Africa
markets, most notably in geographic areas where Oilfield Operations enjoys
significant revenue on a per rig basis. Process Equipment Operations sales,
services and rentals revenue increased $10.5 million to $69.1 million in the
first quarter of 1995. The majority of this improvement comes from non U.S.
sales where an improved worldwide economy drove the revenue favorability.
-10-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS CONTINUED
Operating Income
The following table summarizes the effect of the disposition on
consolidated operating income:
Quarter Ending
December 31,
(In millions) 1994 1993
------------------------------------------------------------------------
Consolidated Operating Income 52.8 43.6
Less Pumpsystems Operating Income (3.3)
------ ------
Operating Income from Ongoing Operations 52.8 40.3
====== ======
Consolidated operating income increased 21.1% in the first quarter of 1995
compared to the first quarter of 1994. Operating income from ongoing
operations, which excludes Pumpsystems operating income, increased 31.0%
compared to the same period in the prior year. The increases result from
improved revenues and the impact of various cost containment measures,
including the ongoing benefits from the consolidation of several divisions in
prior years.
Costs and Expenses
In general, operating expenses have fluctuated within a narrow band as a
percentage of consolidated revenues as the Company manages expenses both in
absolute terms and as a function of revenues.
Cost of sales, cost of services and rentals, research and engineering
expenses and marketing and field service expenses decreased in the first
quarter of 1995 in line with the revenue decreases associated with the
disposition of Pumpsystems. General and administrative expenses, which are
less sensitive to changes in revenue, decreased $9.0 million or 16.9% in
1995. The decrease in 1995 is reflective of the impact of the Pumpsystems
disposition ($3.5 million) and the realization of various cost containment
measures ($5.5 million).
Interest Expense
Interest expense in the first quarter of 1995 decreased $3.7 million from
the same quarter in 1994. The decrease was attributable primarily to the
repurchase or defeasance in the third and fourth quarters of 1994 of all the
outstanding 6% discount debentures which had an effective rate of 14.66%.
CAPITAL RESOURCES AND LIQUIDITY
Financing Activities
Net cash inflows from financing activities were $58.6 million in the first
quarter of 1995 compared to $38.0 million in the first quarter of 1994. Total
debt outstanding at December 31, 1994 was $733.0 million, compared to $653.3
-11-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS CONTINUED
million at September 30, 1994. The debt to equity ratio was .455 at
December 31, 1994, compared to .399 at September 30, 1994.
In April 1994, the Company issued debenture purchase warrants under
favorable terms for $7.0 million which entitle the holders to purchase $93.0
million of the Company's debentures. In the first quarter of 1995, certain
holders exercised warrants and purchased $78.0 million of debentures.
Subsequent to December 31, 1994, the remaining warrants were exercised and
$15.0 million of debentures were purchased. In the first quarter of 1994, the
Company increased total debt to fund operating needs while at the same time
taking advantage of lower interest rates to reduce the weighted average
effective interest rate on its debt portfolio.
At December 31, 1994, the Company had $718.4 million of credit facilities
with commercial banks, of which $499.4 million is committed. These facilities
are subject to normal banking terms and conditions and do not materially
restrict the Company's activities.
Investing Activities
Net cash outflows from investing activities were $20.3 million in the
first quarter of 1995 compared to $16.9 million in the first quarter of 1994.
Property additions decreased only slightly quarter over quarter. The ratio of
capital expenditures to depreciation has increased over the same period from
82.0% to 89.5%. The majority of the capital expenditures have been in
Oilfield Operations where the largest single item is the expenditure for
rental tools and equipment to supplement the rental fleet. Funds provided
from operations and outstanding lines of credit are expected to be more than
adequate to meet future capital expenditure requirements. The Company expects
1995 capital expenditures to be between $120.0 million and $140.0 million as
it focuses on replacing capital in amounts comparable to annual depreciation.
Operating Activities
Net cash outflows from operating activities were $10.1 million in the
first quarter of 1995 compared to $7.2 million in the first quarter of 1994.
The increase of $2.9 million was due primarily to the settlement of
liabilities offset by a decrease in the buildup of inventories and the
increase in net income adjusted for noncash items.
ACCOUNTING STANDARDS
Postemployment Benefits
In November 1992, the FASB issued SFAS No. 112, "Employers' Accounting for
Postemployment Benefits". The statement requires accrual basis accounting for
such benefits as opposed to cash basis accounting. The Company adopted SFAS
No. 112 effective October 1, 1994 and immediately recognized the cumulative
effect of the change in accounting recording a charge to income of $14.6
million ($.10 per share), net of an income tax benefit of $7.9 million.
Expense under SFAS No. 112 for 1995 related to these benefits is not expected
to be significantly different from actual cash payments.
-12-
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Stockholders was held on January 25, 1995,
to elect four Class I members of the Board of Directors, to approve the 1995
Employee Annual Incentive Compensation Plan, the 1995 Stock Award Plan and the
amendment to the 1987 Employee Stock Purchase Plan to increase the authorized
shares purchasable under the Plan by 2,000,000 and to consider a proposal to
implement and/or increase activity on the MacBride Principles with respect to
the Company's operations in Northern Ireland.
The four Class I directors who were so elected are: Jack S. Blanton,
Harry M. Conger, John F. Maher and Dana G. Mead. The directors whose term of
office continued after the Annual Meeting are: Lester M. Alberthal, Jr.,
Gordon M. Anderson, Victor G. Beghini, Eunice M. Filter, Joe B. Foster,
Richard D. Kinder, Donald C. Trauscht and James D. Woods. The number of
affirmative votes and the number of votes withheld for the four Class I
directors so elected were:
Number of Number of
Affirmative Votes
Votes Withheld
----------- -----------
Jack S. Blanton 115,971,294 984,913
Harry M. Conger 115,984,927 957,647
John F. Maher 115,990,577 946,347
Dana G. Mead 115,910,476 1,106,549
The number of affirmative votes, the number of negative votes, the number
of abstentions and the number of broker non-votes with respect to the 1995
Employee Annual Incentive Compensation Plan, the 1995 Stock Award Plan, the
amendment to the 1987 Employee Stock Purchase Plan and the stockholder
proposal regarding Northern Ireland were as follows:
Number of Number of
Affirmative Negative Broker
Votes Votes Abstentions Non-Votes
----------- ---------- ----------- ----------
Approval of 1995 Employee
Annual Incentive
Compensation Plan 108,421,856 5,240,963 3,256,054 0
Approval of 1995 Stock
Award Plan 97,195,005 16,587,995 3,135,873 0
Approval of Amendment to
the 1987 Employee Stock
Purchase Plan 108,114,071 5,609,184 3,195,618 0
Proposal regarding
Northern Ireland 17,812,942 60,663,131 23,773,067 14,669,733
-13-
<PAGE>
PART II. OTHER INFORMATION CONTINUED
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
None.
(b) Reports on Form 8-K:
None.
-14-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BAKER HUGHES INCORPORATED
(Registrant)
Date: February 13, 1995 By /s/FRANKLIN MYERS
------------------------------------
Senior Vice President
and General Counsel
Date: February 13, 1995 By /s/JAMES E. BRAUN
------------------------------------
Controller
-15-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AND CONSOLIDATED STATEMENTS
OF OPERATIONS, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> DEC-31-1994
<CASH> 96,955
<SECURITIES> 0
<RECEIVABLES> 633,565
<ALLOWANCES> 23,512
<INVENTORY> 636,268
<CURRENT-ASSETS> 1,450,254
<PP&E> 545,595
<DEPRECIATION> 1,005,268
<TOTAL-ASSETS> 3,031,537
<CURRENT-LIABILITIES> 487,732
<BONDS> 731,314
<COMMON> 141,008
0
4,000
<OTHER-SE> 1,464,618
<TOTAL-LIABILITY-AND-EQUITY> 3,031,537
<SALES> 411,907
<TOTAL-REVENUES> 606,917
<CGS> 241,816
<TOTAL-COSTS> 501,911
<OTHER-EXPENSES> 52,193
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,479
<INCOME-PRETAX> 42,141
<INCOME-TAX> 17,910
<INCOME-CONTINUING> 24,231
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> (14,598)
<NET-INCOME> 9,633
<EPS-PRIMARY> .05
<EPS-DILUTED> .05
</TABLE>
