425
Filing
pursuant
to
Rule
425
under
the
Securities
Act
of
1933,
as
amended
Deemed
filed
under
Rule
14a-12
under
the
Securities
Exchange
Act
of
1934,
as
amended
Filer:
Halliburton
Company
Subject
Company:
Baker
Hughes
Incorporated
Commission
File
No.:
001-09397
The following presentation was made by the President of Halliburton Company at the Credit Suisse 20th Annual Energy Summit on February 24, 2015.
Credit Suisse
20 
Annual
Energy
Summit
Jeff Miller
President
February 24, 2015
th


©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
2
Safe Harbor
Statement
©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
2
The
statements
in
this
presentation
that
are
not
historical
statements,
including
statements
regarding
the
integration
of
Halliburton
and
Baker
Hughes,
whether
the
transaction
will
close
and
the
expected
timing
thereof
and
whether
all
required
regulatory
clearances
and
approvals
will
be
obtained,
are
forward-looking
statements
within
the
meaning
of
the
federal
securities
laws.
These
statements
are
subject
to
numerous
risks
and
uncertainties,
many
of
which
are
beyond
the
company's
control,
which
could
cause
actual
results
to
differ
materially
from
the
results
expressed
or
implied
by
the
statements.
These
risks
and
uncertainties
include,
but
are
not
limited
to:
failure
to
obtain
the
required
votes
of
Halliburtons
or
Baker
Hughes
stockholders;
the
timing
to
consummate
the
proposed
transaction;
the
conditions
to
closing
of
the
proposed
transaction
may
not
be
satisfied
or
the
closing
of
the
proposed
transaction
otherwise
does
not
occur;
the
risk
a
regulatory
approval
that
may
be
required
for
the
proposed
transaction
is
not
obtained
or
is
obtained
subject
to
conditions
that
are
not
anticipated;
the
diversion
of
management
time
on
transaction-related
issues;
the
ultimate
timing,
outcome
and
results
of
integrating
the
operations
of
Halliburton
and
Baker
Hughes
and
the
ultimate
outcome
of
Halliburtons
operating
efficiencies
applied
to
Baker
Hughes
products
and
services;
the
effects
of
the
business
combination
of
Halliburton
and
Baker
Hughes,
including
the
combined
companys
future
financial
condition,
results
of
operations,
strategy
and
plans;
expected
synergies
and
other
benefits
from
the
proposed
transaction
and
the
ability
of
Halliburton
to
realize
such
synergies
and
other
benefits;
expectations
regarding
regulatory
approval
of
the
transaction;
results
of
litigation,
settlements,
and
investigations;
and
other
risks
and
uncertainties
described
in
Halliburtons
Form
10-K
for
the
year
ended
December
31,
2014,
recent
Current
Reports
on
Form
8-K,
and
other
Securities
and
Exchange
Commission
filings.
These
filings
also
discuss
some
of
the
important
risk
factors
identified
that
may
affect
Halliburton's
business,
results
of
operations,
and
financial
condition.
Halliburton
undertakes
no
obligation
to
revise
or
update
publicly
any
forward-looking
statements
for
any
reason.


©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
3
Safe Harbor
Statement
This communication does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any
vote or approval. This communication relates to a proposed business combination between Halliburton and Baker Hughes. In connection with
this
proposed
business
combination,
Halliburton
has
filed
with
the
Securities
and
Exchange
Commission
(the
"SEC")
a
registration
statement
on
Form S-4, including Amendments No. 1 and 2 thereto, and a definitive joint proxy statement/prospectus of Halliburton and Baker Hughes and
other documents related to the proposed transaction. The definitive proxy statement/prospectus will be mailed to stockholders of Halliburton and
Baker Hughes. INVESTORS AND SECURITY HOLDERS OF HALLIBURTON AND BAKER HUGHES ARE URGED TO READ THE JOINT
PROXY STATEMENT/PROSPECTUS, REGISTRATION STATEMENT AND OTHER DOCUMENTS FILED OR THAT MAY BE FILED WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL
CONTAIN
IMPORTANT
INFORMATION.
Investors
and
security
holders
will
be
able
to
obtain
free
copies
of
these
documents
(if
and
when
avail
able) and other documents filed with the SEC by Halliburton and/or Baker Hughes through the website maintained by the SEC at
http://www.sec.gov. Copies of the documents filed with the SEC by Halliburton are available free of charge on Halliburton’s internet website at
http://www.halliburton.com or by contacting Halliburton’s Investor Relations Department by email at investors@Halliburton.com or by phone at
+1-281-871-2688.
Copies
of
the
documents
filed
with
the
SEC
by
Baker
Hughes
are
available
free
of
charge
on
Baker
Hughes’
internet
website
at http://www.bakerhughes.com or by contacting Baker Hughes’
Investor Relations Department by email at trey.clark@bakerhughes.com or
alondra.oteyza@bakerhughes.com or by phone at +1-713-439-8039 or +1-713-439-8822.
Halliburton, Baker Hughes, their respective directors and certain of their respective executive officers may be considered participants in the
solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of Halliburton is set
forth
in
its
Annual
Report
on
Form
10-K
for
the
year
ended
December
31,
2014,
which
was
filed
with
the
SEC
on
February
24,
2015,
its proxy
statement
for
its
2014
annual
meeting
of
stockholders,
which
was
filed
with
the
SEC
on
April
8,
2014,
and
its
Current
Reports
on
Form
8-K
filed
with
the
SEC
on
July
21,
2014
and
December
9,
2014.
Information
about
the
directors
and
executive
officers
of
Baker
Hughes
is
set
forth
in its Annual Report on Form 10-K for the year ended December 31, 2013, which was filed with the SEC on February 12, 2014, its proxy
statement
for
its
2014
annual
meeting
of
stockholders,
which
was
filed
with
the
SEC
on
March
5,
2014,
its
Quarterly
Report
on
Form
10-
Q
for
the
quarter
ended
September
30,
2014,
which
was
filed
with
the
SEC
on
October
21,
2014,
and
its Current Reports on Form 8-K filed
with the SEC on June 10, 2014, September 10, 2014 and December 10, 2014. These documents can be obtained free of charge from the
sources
indicated
above.
Additional
information
regarding
the
participants
in
the
proxy
solicitations
and
a
description
of
their
direct
and
indirect
interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the
SEC when they become available.
Participants in Solicitation
Additional information
©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
3


©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
4
1997 Cycle
2001 Cycle
2008 Cycle
2014 Cycle
Weeks
Last 3 Major Cycles
History Doesn’t Always Repeat…
North America Cycle Analysis
©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
4


©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
5
Focused investment in capital equipment
Protect market position
Continue strategic initiatives
Live within our Cash Flow
Adjusting cost structure
Lowering input costs
Two-Pronged
Strategy
Unconventionals
Deepwater
Mature Fields
©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
5


©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
6
Creating a Bellwether
Oilfield Services Company
©
2014 HALLIBURTON. ALL RIGHTS RESERVED.
6


Credit Suisse
20   Annual Energy Summit
Jeff Miller
President
February 24, 2015
th