No Restatements
1 Revision
A financial restatement or revision is a serious event in the financial life of a company. When previous estimates of revenue, earnings, or equity are significantly lowered, financial restatements can have a dramatic impact on the valuation and projected growth of a company.
Financial restatements are always accompanied by a disclosure that their previous financial reports can no longer be relied upon. A revision is a change to a company’s financials that is not accompanied by such a disclosure.
General Electric has not restated their financials at least
since 2016.
General Electric revised their financials
for 01/01/2015
- 06/30/2017
on 10/30/2017. The revision
had positive effect on their financial
condition.
REVISION PERIOD
01/01/2015 - 06/30/2017
REGULATORY INVESTIGATION
No
BOARD APPROVAL
Not Disclosed
1ST FILING DATE
10/30/2017
LAST FILING DATE
02/26/2019
UNCERTAINTY PERIOD
10/30/2017
-
02/26/2019
An adjustment or “out-of-period adjustment” is a one-time accounting entry that is intended to correct immaterial errors from previous reporting periods. Adjustments have a one-time impact on earnings when they are reported and indicate the existence accounting errors in previous financial reports. Analysts should pay close attention to the nature and magnitude of adjustments. The frequent use of adjustments may signal deeper issues with a company’s accounting and financial reporting.
General Electric
made one adjustment to their financials for 10/01/2017
- 12/31/2017
on 02/23/2018. The adjustment
had a negative effect on their financial condition.
ADJUSTMENT PERIOD
10/01/2017 - 12/31/2017
REGULATORY INVESTIGATION
No
BOARD APPROVAL
Not Disclosed
Late filings can be significant warning signs. Why didn't the company file its financial report on time? Late
filings may signal an impending financial restatement or deeper problems with a company's accounting processes.
General Electric has not filed any late financial statements at least
since 2016. All financial statements have been filed on or before the
appropriate deadline.
An impairment is a permanent reduction in the value of an asset.
General Electric has
reported 8 impairments
on 4 annual reports
since 2016.
IMPACT ON PRETAX INCOME
$22.6b
IMPAIRMENT
- 1.Intangible Assets - Goodwill
- 2.Intangible Assets - Other intangible assets (not goodwill)
IMPACT ON PRETAX INCOME
$1.32b
IMPAIRMENT
- 1.Intangible Assets - Goodwill
- 2.Accounts/loans receivable and investments - Other-than-temporary impairment
- 3.PPE - Property, plant, equipment
IMPACT ON PRETAX INCOME
$31m
IMPAIRMENT
- 1.Accounts/loans receivable and investments - Other-than-temporary impairment
IMPACT ON PRETAX INCOME
$818m
IMPAIRMENT
- 1.PPE - Property, plant, equipment
- 2.Intercompany, investment in subs./affiliate
Some assets and liabilities require accountants to make assumptions about future performance in order to
estimate their value. Occasionally, economic conditions cause these assumptions to be revised, resulting in a
change in accounting estimates. A change in accounting estimates can have a significant impact on the bottom
line and may be used strategically by management to disguise otherwise weak financial results.
The impact of changes in accounting estimates on pretax income are provided when available. If the impact of
changes is measured in terms of net income, it is denoted with an asterisk (*).
General Electric has reported changes in accounting estimates on
17 reports since 2016.
DESCRIPTION
- Revenue recognition
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Revenue recognition
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$-265m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$-118m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$150m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$225m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$133m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$178m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Liabilities - insurance loss reserve including IBNR
IMPACT OF THE CHANGE
$649m
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$2.22b
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
IMPACT OF THE CHANGE
$1.4b
DESCRIPTION
- Revenue Recognition - contract accounting including percentage-of-completion
DESCRIPTION
- Depreciation, depletion or amortization - change in depreciation or amortization method
Internal controls are put in place in order to prevent fraud and financial misstatements. A company with ineffective internal controls is said to have a "material weakness." A material weakness is a serious warning sign about a company's accounting quality.
No material weakness. General Electric reported issues in 2016 and 2018.
Management attests that the disclosure controls are effective as of 09/30/2020.
The auditor and management attest that internal controls of financial reporting are effective as of 12/31/2019.
PERIOD END DATE
09/30/2018
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- Change in revenue recognition (ASC 606)
PERIOD END DATE
06/30/2018
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- Change in revenue recognition (ASC 606)
PERIOD END DATE
03/31/2018
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- Change in revenue recognition (ASC 606)
PERIOD END DATE
12/31/2016
AUDITOR ASSESSMENT
Effective internal controls
MANAGEMENT ASSESSMENT
Effective disclosure controls
Effective internal controls
ISSUES CITED
- Acquisition/integration exclusion or challenges noted
PERIOD END DATE
09/30/2016
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- Acquisition/integration exclusion or challenges noted
PERIOD END DATE
06/30/2016
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- IT, software, security & access issues
- Acquisition/integration exclusion or challenges noted
PERIOD END DATE
03/31/2016
MANAGEMENT ASSESSMENT
Effective disclosure controls
ISSUES CITED
- IT, software, security & access issues
- Acquisition/integration exclusion or challenges noted
Some companies have begun reporting Critical or Key Audit Matters (CAMs / KAMs) in accordance with the new standards issued by the International Audit and Assurance Standards Board in January 2015. These standards do not apply to all companies. Critical Audit Matters are those matters that, in the auditor’s judgement, were of most significance in the audit of the company’s financial statements. The disclosure of Critical Audit Matters is intended to increase the clarity and transparency of financial reports.
General Electric reported 4 Critical Audit Matters in the 10-K filed for the reporting period ending on 02/24/2020.
General Electric reported on 4 Critical Audit Matters since 2016.
Period End Date |
Source |
Description |
Topic |
Flag |
02/24/2020 |
|
Evaluation of revenue recognition on certain longterm service agreements |
Cash and Income |
|
02/24/2020 |
|
Evaluation of premium deficiency testing to assess the adequacy of future policy benefit reserves |
Debt and Liability Valuation |
|
02/24/2020 |
|
Evaluation of projected revenue and operating profit used in the assessment of the carrying value of goodwill in the Grid Solutions equipment and services and Hydro reporting units |
Impairments |
|
02/24/2020 |
|
Evaluation of the effects of particular tax positions |
Income Taxes |
|
Benford's Law is used to detect financial manipulation and fraud. When financial statements do not follow
Benford's Law, there is reason to suspect problems with the accounting or financial reporting process.
Numbers generated by natural processes conform to Benford’s Law.
All of General Electric's financial statements conform to
Benford's Law. General Electric is at low risk for financial manipulation or fraud.
The Beneish M-Score is used to check whether a company has manipulated its financial statements. The M-Score is compared to a threshold to find out what it means. If the M-Score is greater than the threshold, then the company is likely to be a manipulator. However, a high Beneish M-Score is not proof of manipulation.
All Beneish M-Scores are below the threshold. There is no indication from the
Beneish M-Score that reported earnings have been manipulated.
Companies committed to transparency make their reports easier for investors to understand and compare. By contrast, a high degree of Accounting Disclosure Complexity makes it difficult to measure executive performance and the company's financial health. Accounting Disclosure Complexity may also be used to obfuscate serious accounting problems and other issues.
General Electric's highest level of accounting disclosure complexity was in the 9th decile in 2017.
General Electric's most recent accounting disclosure complexity was in the 7th decile in 2020.
Investors should consider a company’s home country when evaluating the risk of an investment. Many foreign companies
list their shares on U.S. exchanges, but these companies are not subject to the same filing requirements as U.S.
companies, and those who invest in these securities may lack the full protection of U.S. securities law. In general,
the riskiness of foreign securities listed on U.S. exchanges is related to the trustworthiness of the countries in
which they are located.
This is an American company.
Revenue Recognition
Non-GAAP Measures
Regulators at the Securities and Exchange Commission (SEC) review each company’s financial reporting. When the SEC has questions about a company’s filing, they will write letters to the company asking for clarification about different accounting issues.
General Electric has had 6 conversations with the SEC since 2016.
DISSEMINATION DATE
08/15/2019
ISSUES CITED
8-K Disclosure issues
Intangible assets and goodwill valuation or disclosure issues
Issues related to consolidation of affiliates, subsidiaries and related parties
DISSEMINATION DATE
10/15/2018
ISSUES CITED
Revenue recognition issues
8-K Disclosure issues
Commitments, contingencies, and related disclosure issues
Debt, quasi-debt, warrants & equity security issues
Business overview discussion (MD&A)
DISSEMINATION DATE
09/28/2017
ISSUES CITED
Tax expense, benefit, deferral, or other issues
Change in tax rate disclosure issues
DISSEMINATION DATE
10/31/2016
ISSUES CITED
Revenue recognition issues
EPS, ratio and classification of income statement issues
Reportable operating segments disclosure and reconciliation issues
Business overview discussion (MD&A)
Executive compensation plan disclosure issues
FROM
Corey Chivers (Weil Gotshal & Manges LLP)
DISSEMINATION DATE
07/20/2016
ISSUES CITED
Tandy letter provided or sought
Clarification of selling shareholders sought
Clarification of selling shareholders sought
Request to accelerate or expedite registration
DISSEMINATION DATE
03/02/2016
ISSUES CITED
Tandy letter provided or sought
Questions about disclosures of tax consequences of the offering
SEC-requested tax opinion about a statement made in financial reporting
Change in shareholder rights risk factors
Financial reporting issues related to a lack of comprehensive and clear disclosure
10 Class Actions
5 Securities Lawsuits
Is the company involved in any lawsuits? This part of the Report summarizes recent and ongoing litigation that may have a significant impact on your investment.
General Electric was named in 32 significant lawsuits. The most recent lawsuit is "USA v. Korshunov" that began on 08/21/2019 and ended on 09/11/2019.
Name |
Type |
Start Date |
End Date |
Claim |
USA v. Korshunov
|
Other
|
08/21/2019 |
09/11/2019
|
undisclosed
|
USA v. Zheng et al
|
Other Statutory Actions
|
04/18/2019 |
pending
|
undisclosed
|
Touchstone Strategic Trust et al v. General Electric Company et al
|
Securities Law
|
02/27/2019 |
pending
|
undisclosed
|
Birnbaum v. General Electric Company et al
|
Class Action, Securities Law, Accounting Malpractice
|
02/01/2019 |
05/08/2020
|
undisclosed
|
Varga v. General Electric Company et al
|
Class Action, ERISA & Employee Benefits Litigation
|
12/14/2018 |
03/05/2020
|
undisclosed
|
Revitalizing Auto Communities Environmental Response Trust et al v. National Grid USA et al
|
Environmental Law
|
10/26/2018 |
05/12/2020
|
undisclosed
|
International Engineering & Construction SA et al v. Baker Hughes et al
|
Other Contract, Motion to Compel
|
10/09/2018 |
08/14/2019
|
undisclosed
|
Occidental Chemical Corporation v. 21st Century Fox America Inc et al
|
Environmental Law
|
06/29/2018 |
pending
|
undisclosed
|
Salazar v. General Electric Company et al
|
Securities Law, Class Action
|
01/18/2018 |
01/30/2018
|
undisclosed
|
Sjunde Ap-Fonden and The Cleveland Bakers and Teamsters Pension Fund individually and on behalf of all others similarly situated v. General Electric Company et al
|
Class Action, Securities Law
|
11/01/2017 |
pending
|
undisclosed
|
In RE GE ERISA Litigation
|
ERISA & Employee Benefits Litigation, Class Action
|
10/30/2017 |
pending
|
$10m
|
Atchley et al v. Astrazeneca UK Limited et al
|
Personal Injury
|
10/17/2017 |
07/20/2020
|
undisclosed
|
Booth Family Trust v. Baker Hughes Incorporated et al
|
Class Action, Securities Law, Mergers & Acquisitions, Non-GAAP
|
05/10/2017 |
11/06/2017
|
undisclosed
|
Saniteq LLC v. GE Infrastructure Sensing Inc
|
Trademark Law
|
02/10/2017 |
09/17/2018
|
$500m
|
ResCap Liquidating Trust v. WMC Mortgage LLC
|
Other Contract
|
01/23/2017 |
10/13/2017
|
$75k
|
Rapid Completions LLC v. Baker Hughes Incorporated et al
|
Patent Law
|
04/05/2016 |
11/20/2018
|
undisclosed
|
Audet et al v. Devlar Energy Marketing LLC et al
|
Class Action, Personal Injury
|
02/23/2016 |
04/26/2016
|
undisclosed
|
United States of America et al v. General Electric Company
|
Environmental Law
|
12/02/2015 |
settled
|
$2.25m
|
TransData Inc v. General Electric Company et al
|
Patent Law
|
09/11/2015 |
01/04/2016
|
undisclosed
|
Audet et al v. Devlar Energy Marketing LLC et al
|
Class Action, Personal Injury
|
08/14/2015 |
02/22/2016
|
undisclosed
|
Rapid Completions LLC v. Baker Hughes Incorporated et al
|
Patent Law
|
07/31/2015 |
11/20/2018
|
undisclosed
|
United States of America v. AB Electrolux et al
|
Antitrust & Trade Regulation, Mergers & Acquisitions
|
07/01/2015 |
01/13/2016
|
undisclosed
|
Williams v. Baker Hughes Oilfield Operations Inc
|
Class Action, Fair Labor Standards Act, Collective Action
|
04/30/2015 |
02/15/2018
|
$75k
|
Almont Ambulatory Surgery Center LLC et al v. UnitedHealth Group Inc et al
|
ERISA & Employee Benefits Litigation
|
03/20/2014 |
05/13/2016
|
undisclosed
|
General Electric Company v. USA
|
Tax
|
02/14/2014 |
02/06/2017
|
$658m
|
TMI Trust Company v. WMC Mortgage LLC et al
|
Other Contract
|
10/26/2012 |
01/02/2020
|
undisclosed
|
Deutsche Bank National Trust Company v. WMC Mortgage LLC et al
|
Other Contract
|
06/25/2012 |
10/16/2017
|
undisclosed
|
WMC Mortgage LLC v. US Bank National Association
|
Other Contract
|
06/08/2012 |
09/29/2016
|
undisclosed
|
In Re Tribune Company Fraudulent Conveyance Litigation
|
Multi District Litigation (MDL), Other Statutory Actions
|
12/20/2011 |
10/28/2019
|
undisclosed
|
Consolidation Coal Company v. 3M Company et al
|
Environmental Law
|
09/15/2008 |
03/23/2017
|
$50m
|
In Re Municipal Derivatives Antitrust Litigation
|
Class Action, Antitrust & Trade Regulation, Multi District Litigation (MDL)
|
06/18/2008 |
05/23/2018
|
undisclosed
|
In Re Hanford Nuclear Reservation Litigation
|
Environmental Law
|
02/06/1991 |
04/12/2017
|
undisclosed
|
Start date: |
08/21/2019 |
End date: |
09/11/2019
|
Claim: |
undisclosed
|
Summary:
A Russian national and an Italian national have been charged in the United States with conspiring and attempting to steal trade secrets from an American aviation company. Alexander Yuryevich Korshunov, 57, and Maurizio Paolo Bianchi, 59, were charged by a criminal complaint on Aug. 21. Korshunov was arrested on Aug. 30 at Naples International Airport in Italy. The complaint was unsealed on September 5, 2019. It is alleged that between 2013 and 2018, Bianchi on behalf of Korshunov hired current or former employees of GE Aviations Italian subsidiary to do consulting work related to jet engine accessory gearboxes for Bianchi and Korshunov. The employees statements of work typically stated that the the holders of patent and intellectual property obtained as a result of the work arethe Ministry of Industry and Trade of the Russian Federation. Throughout the consulting, employees allegedly used trade secrets owned by GE Aviation to create the technical report.
Type:
Other Statutory Actions
Start date: |
04/18/2019 |
End date: |
pending
|
Claim: |
undisclosed
|
Summary:
An indictment unsealed on April 23, 2019 charges Xiaoqing Zheng, 56, of Niskayuna, New York, and Zhaoxi Zhang, 47, of Liaoning Province, China, with economic espionage and conspiring to steal General Electrics (GEs) trade secrets surrounding turbine technologies, knowing and intending that those stolen trade secrets would be used to benefit the Peoples Republic of China.
Start date: |
02/27/2019 |
End date: |
pending
|
Claim: |
undisclosed
|
Summary:
In February 2019, a securities action (the Touchstone case) was filed in the U.S. District Court for the Southern District of New York naming as defendants GE and current and former GE executive officers. It alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Section 1707.43 of the Ohio Securities Act and common law fraud based on alleged misstatements regarding insurance reserves, GE Powers revenue recognition practices related to Long Term Service Agreements, GEs acquisition of Alstom, and the goodwill recognized in connection with that transaction. The lawsuit seeks damages on behalf of six institutional investors who purchased GE common stock between August 1, 2014 and October 30, 2018 and recission of those purchases.
Type:
Class Action, Securities Law, Accounting Malpractice
Start date: |
02/01/2019 |
End date: |
05/08/2020
|
Claim: |
undisclosed
|
Summary:
In February 2019, a putative class action (the Birnbaum case) was filed in the U.S. District Court for the Southern District of New York naming as defendants GE and its current CEO. Plaintiffs allege that defendants violated Sections 10(b) and 20(a) of the Exchange Act, 15 U.S.C. §§ 78j(b) and 78t(a), and Rule l0b-5 promulgated thereunder by the SEC, 17 C.F.R § 240.10b-5. According to the complaint, defendants made materially false and misleading statements and/or failed to disclose the extent of the SEC's investigation into General Electric's accounting practices, including a $23 billion goodwill impairment charge. The action seeks damages on behalf of shareowners who acquired GE stock between October 12 and October 29, 2018. A similar putative class action (the Sheet Metal Workers Local 17 Trust Funds case, 19-cv-1244) was filed in the U.S. District Court for the Southern District of New York. This lawsuit seeks damages on behalf of shareowners who acquired GE stock between December 27, 2017 and October 29, 2018. The Birnbaum case is the lead case.
Type:
Class Action, ERISA & Employee Benefits Litigation
Start date: |
12/14/2018 |
End date: |
03/05/2020
|
Claim: |
undisclosed
|
Summary:
In December 2018, a putative class action (the Varga case) was filed in the U.S. District Court for the Northern District of New York naming GE and a former GE executive officer as defendants in connection with the oversight of the GE RSP. It alleges that the defendants breached fiduciary duties under the Employee Retirement Income Security Act of 1974 (ERISA) by failing to advise GE RSP participants that GE Capital insurance subsidiaries were allegedly under-reserved and continued to retain a GE stock fund as an investment option in the GE RSP. The plaintiffs seek unspecified damages on behalf of a class of GE RSP participants and beneficiaries from January 1, 2010 through January 19, 2018 or later. In April 2019, GE filed a motion to dismiss.
Start date: |
10/26/2018 |
End date: |
05/12/2020
|
Claim: |
undisclosed
|
Summary:
On October 26, 2018, Revitalizing Auto Communities Environmental Response Trust (RACER Trust) and RACER Properties LLC filed a complaint in the United States District Court for the Northern District of New York against Libbeys wholly-owned subsidiaries Syracuse China Company and Libbey Glass Inc. (collectively, SCC) and more than 30 other companies. RACER Properties LLC is the owner of a former GM manufacturing facility located in Onondaga County, New York, and the RACER Trust, established pursuant to a 2010 Environmental Response Trust Consent Decree and Settlement Agreement approved by the U.S. Bankruptcy Court (the "2010 Trust Consent Decree"), was created to clean up and reposition for development certain properties owned by the former GM. The complaint alleges that SCC and the other defendants are jointly and severally liable, along with the plaintiffs, for the remediation of polychlorinated biphenyls (PCBs) and certain other hazardous substances in soils and sediments in Upper Ley Creek between Town Line Road and the Route 11 Bridge in Onondaga County, New York (the Upper Ley Creek sub-site). The Upper Ley Creek sub-site is located immediately upstream of the Lower Ley Creek sub-site.
Type:
Other Contract, Motion to Compel
Start date: |
10/09/2018 |
End date: |
08/14/2019
|
Claim: |
undisclosed
|
Summary:
On October 10, 2018, IEC filed a Petition to Compel Arbitration in the United States District Court for the Southern District of New York against the Company seeking to compel non-signatory BHGE entities to participate in the arbitration filed by IEC. The complaint is captioned International Engineering & Construction S.A. et al. v. Baker Hughes, a GE Company LLC, et al. No. 18-cv-09241 (S.D.N.Y 2018). IEC alleges breach of contract and other claims against the Company and its subsidiaries and seeks recovery of alleged compensatory damages, in addition to reasonable attorneys' fees, expenses and arbitration costs. IEC alleges that its total damages may exceed $500 million. On August 13, 2019, the Court issued an Order on the BGHE entities' Motion to Dismiss in favor of Baker Hughes and against Greenville Oil & Gas Co. Ltd. and International Engineering & Construction S.A.
Start date: |
06/29/2018 |
End date: |
pending
|
Claim: |
undisclosed
|
Summary:
On September 30, 2016, Occidental Chemical Corporation entered into an agreement with the EPA to perform the remedial design for the cleanup plan for the lower 8.3 miles of the Passaic River. On June 30, 2018, Occidental Chemical Corporation ("OCC"), the successor to the Diamond Alkali Company, sued over 120 parties alleging claims for joint and several damages, contribution and declaratory relief under Section 107 and 113 of Superfund for costs to clean up the LPRSA portion of the Diamond Alkali Superfund Site. Plaintiff also alleges that each of the defendants owned or operated a facility that contributed contamination to the LPRSA. OCC subsequently filed a separate, related complaint against 5 additional defendants. The OCC Lawsuit includes claims, counterclaims and cross-claims for cost recovery, contribution, and declaratory judgement under CERCLA. The current, primary focus of the claims, counterclaims and cross-claims against the defendants is on certain past and future costs for investigation, design and remediation of the 17- mile stretch of the Lower Passaic River and its tributaries, other than those subject to the Passaic Release. The complaint notes, however, that OCC may broaden its claims in the future if and when EPA selects remedial actions for other portions of the Site or completes a Natural Resource Damage Assessment. In a proposed pre-trial order, Occidental Chemical Corporation has proposed that any alternative dispute resolution process, including mediation, shall begin no later than September 16, 2019. OCC is seeking cost recovery or contribution for costs under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) relating to various investigations and cleanups OCC has conducted or is conducting in connection with the Passaic River. According to the complaint, OCC has incurred or is incurring costs which include the estimated cost to complete the remedial design for the cleanup plan for the lower 8.3 miles of the Passaic River. OCC is also seeking a declaratory judgment to hold the defendants liable for their proper shares of future response costs, including the remedial action for the lower 8.3 miles of the Passaic River. Darling Ingredients Inc., along with 40 of the other defendants, had previously received a release from OCC of its CERCLA contribution claim of $165 million associated with the costs to design the remedy for the lower 8.3 miles of the Passaic River. The Complaint alleges that no single hazardous substance is to blame for the contamination of the lower Passaic River and lists the eight Contaminants of Concern (COCs) identified by the EPA in the ROD. OCC alleges PSE&G is responsible for a portion of six of the eight COCs. A former Mallinckrodt facility located in Jersey City, NJ (located in Newark Bay) and the former Belleville facility were named in the suit. Due to an indemnification agreement with AVON Inc., Mallinckrodt has tendered the liability for the Jersey City site to AVON Inc. and they have accepted. Mallinckrodt retains a share of the liability for this suit related to the Belleville facility. A motion to dismiss several of the claims was denied by the court. On July 31, 2019, the court dismissed certain of OCCs cost-recovery claims and, on August 14, 2019, Hexcel filed its answer to the complaint, which included counterclaims against OCC. On September 13, 2019, OCC filed its answer to Hexcels counterclaims and asserted new cost-recovery and contribution counterclaims against Hexcel and other defendants.
Type:
Securities Law, Class Action
Start date: |
01/18/2018 |
End date: |
01/30/2018
|
Claim: |
undisclosed
|
Summary:
Plaintiffs allege that defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. According to the complaint, defendants made false and/or misleading statements and/or failed to disclose that: (i) GE was failing to allocate sufficient reserves with respect to premium deficiencies and other risks associated with GE Capitals legacy reinsurance business; (ii) these risks were then accruing billions of dollars in unreported impairment charges for GE; (iii) consequently, the value of GE was overstated during the Class Period, and additional undisclosed impairments were necessary; and (iv) as a result of the foregoing, GEs public statements were materially false and misleading at all relevant times. The case was voluntarily dismissed on January 24, 2018.
Type:
Class Action, Securities Law
Start date: |
11/01/2017 |
End date: |
pending
|
Claim: |
undisclosed
|
Summary:
Since November 2017, several putative shareholder class actions under the federal securities laws have been filed against GE and certain affiliated individuals and consolidated into a single action currently pending in the U.S. District Court for the Southern District of New York (the Hachem case). Plaintiffs allege defendants violated Sections 10(b) and 20(a) of the Exchange Act (15 U.S.C. §§ 78j(b) and 78t(a)) and Rule 10b-5 promulgated thereunder by the SEC (17 C.F.R. § 240.10b-5). According to the complaint, throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about General Electric's business, operations, and prospects. Specifically, Defendants failed to disclose: (1) that General Electric's various operating segments, including its Power segment, were underperforming Company projections, with order drops, excess inventories and increased costs; (2) as a result General Electric overstated GEs full year 2017 guidance; and, (3) that, as a result of the foregoing, Defendants statements about General Electrics business, operations, and prospects, were false and misleading and/or lacked a reasonable basis. In October 2018, the lead plaintiff filed a fourth amended consolidated class action complaint naming as defendants GE and current and former GE executive officers. It alleges violations of Sections 10(b) and 20(a) and Rule 10b-5 of the Securities Exchange Act of 1934 related to insurance reserves and accounting for long-term service agreements and seeks damages on behalf of shareowners who acquired GE stock between February 27, 2013 and January 23, 2018. GE has filed a motion to dismiss, and briefing on that motion concluded in October 2018. Plaintiff filed a Fourth Amended Consolidated Class Action Complaint on October 17, 2018. On August 29, 2019, the Court entered an Opinion and Order granting in part and denying in part Defendants' motion to dismiss. The Court has directed the parties to meet and confer and submit a joint letter concerning their views on the next steps in the litigation.
Type:
ERISA & Employee Benefits Litigation, Class Action
Start date: |
10/30/2017 |
End date: |
pending
|
Claim: |
$10m
|
Summary:
On September 27, 2017, three individual plaintiffs filed a putative class action lawsuit in the U.S. District Court for the Southern District of California with claims regarding the oversight of GEs 401(k) plan (the GE RSP). From October 30 to November 15, 2017, three similar class action suits were filed in the U.S. District Court for the District of Massachusetts. The Massachusetts actions were consolidated, and GE anticipates that the California action will also be consolidated, resulting in a single action. Together, the complaints name as defendants GE, GE Asset Management, current and former GE and GE Asset Management employees who served on fiduciary bodies responsible for overseeing the GE RSP during the class period and current and former members of GE's Board of Directors. Like similar lawsuits that have been brought against other companies in recent years, these actions allege that the defendants breached their fiduciary duties under the Employee Retirement Income Security Act of 1974 (ERISA) in their oversight of the GE RSP, principally by retaining five proprietary funds that plaintiffs allege were underperforming as investment options for plan participants and charging higher management fees than some alternative funds. The plaintiffs, purporting to act on behalf of GE RSP participants and beneficiaries from October 30, 2011 through the date of any judgment, seek damages of $700 million. In August and December 2018, the court issued orders dismissing one count of the complaint and denying GE's motion to dismiss the remaining counts. In December 2018, a similar putative class action (the Varga case) was filed in the U.S. District Court for the Northern District of New York. The plaintiffs in the Varga case seek unspecified damages on behalf of a class of GE RSP participants and beneficiaries from January 1, 2010 through January 19, 2018 or later. In April 2019, GE filed a motion to dismiss.
Start date: |
10/17/2017 |
End date: |
07/20/2020
|
Claim: |
undisclosed
|
Summary:
In October 2017, certain United States service members and their families brought a complaint against a number of pharmaceutical and medical devices companies, including Johnson & Johnson and certain of its subsidiaries, alleging that the defendants violated the United States Anti-Terrorism Act. The complaint alleges that the defendants provided funding for terrorist organizations through their sales practices pursuant to pharmaceutical and medical device contracts with the Iraqi Ministry of Health, and seeks monetary relief. In July 2018, the U.S. Department of Justice requested documents related to this matter, which have been provided. In January 2020, plaintiffs filed a Third Amended Complaint adding further plaintiffs to the lawsuit. In July 2020, the District Court granted defendants motions to dismiss and dismissed all of plaintiffs claims.
Type:
Class Action, Securities Law, Mergers & Acquisitions, Non-GAAP
Start date: |
05/10/2017 |
End date: |
11/06/2017
|
Claim: |
undisclosed
|
Summary:
According to the complaint, plaintiffs allege violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder in connection with the proposed transaction in which Baker Hughes will combine with GE's oil and gas businesses. A joint Registration Statement on Form S-4 that was filed with the SEC on March 29, 2017, allegedly omitted or misrepresented material information concerning: (i) the GE O&G Forecasts, Baker Hughes Forecasts, Baker Hughes Forecasts for GE O&G and the New Baker Hughes Forecasts, utilized by the Companys financial advisor, Goldman, Sachs & Co. (Goldman), in its financial analyses; (ii) the valuation analyses prepared by Goldman in connection with the rendering of its fairness opinion; and (iii) the background and sale process leading up to the Proposed Transaction. On July 5, 2017, it is stipulated and on August 3, 2017, it is ordered that the Plaintiff voluntarily dismisses the Action, with prejudice. The dismissal is as to the named Plaintiff Booth Family Trust only and has no effect upon the absent members of the alleged class. Because the dismissal is with prejudice as to Plaintiff only, and not on behalf of a putative class, and no class has been certified, notice of this dismissal is not required. This Court shall retain continuing jurisdiction over the parties solely for purposes of adjudicating Plaintiff's counsel's Fee and Expense Application, should such an application become necessary. On September 14, 2017, the parties filed a Stipulation of Dismissal with the Court dismissing all remaining claims of the Booth Family Trust with prejudice. BAKER HUGHES a GE Co LLC was previously known was BAKER HUGHES INC
Start date: |
02/10/2017 |
End date: |
09/17/2018
|
Claim: |
$500m
|
Summary:
On February 17, 2017, GE Infrastructure Sensing, Inc., a subsidiary of Baker Hughes a GE Co LLC, was served with a lawsuit filed in the Eastern District of New York by a company named Saniteq LLC claiming compensatory damages totaling $500 million plus punitive damages of an unspecified amount. The complaint is captioned Saniteq LLC v. GE Infrastructure Sensing, Inc., No. 17-cv-771 (E.D.N.Y 2017). The complaint generally alleges that GE Infrastructure Sensing breached a contract being negotiated between the parties and misappropriated unspecified trade secrets. The plaintiff Saniteq, LLC take nothing of defendant GE Infrastructure Sensing, Inc.; that defendant's motion for summary judgment pursuant to Rule 56 of the Federal Rules of Civil Procedure seeking dismissal of plaintiffs claims is granted; that defendant is granted judgment as a matter of law dismissing plaintiffs claims against it in their entirety with prejudice; and that this case is closed. On September 13, 2018, the District Court entered an Order granting GEIS Motion for Summary Judgment dismissing Saniteq LLCs claims in their entirety as a matter of law. Saniteq LLC filed a notice of appeal from the District Courts Judgment. On February 6, 2019, the parties entered a Confidential Settlement Agreement and Release of all claims.
Start date: |
01/23/2017 |
End date: |
10/13/2017
|
Claim: |
$75k
|
Summary:
On January 23, 2017, the ResCap Liquidating Trust, as successor to Residential Funding Company, LLC (RFC), filed a lawsuit seeking unspecified damages against WMC in the United States District Court for the District of Minnesota arising from alleged breaches in representations and warranties made by WMC in connection with the sale of approximately $840 million in loans to RFC over a period of time preceding RFC's filing for bankruptcy protection in May 2012. The case was dismissed with prejudice, with each part to bear its won attorney's fees, costs and expenses.
Start date: |
04/05/2016 |
End date: |
11/20/2018
|
Claim: |
undisclosed
|
Summary:
On April 5, 2016, Rapid Completions filed a second lawsuit in federal court in the Eastern District of Texas against Baker Hughes Incorporated, Baker Hughes Oilfield Operations, Inc. and others claiming infringement of U.S. Patent No. 9,303,501. These patents relate primarily to certain specific downhole completions equipment. The plaintiff has requested a permanent injunction against further alleged infringement, damages in an unspecified amount, supplemental and enhanced damages, and additional relief such as attorneys fees and costs. On June 15, 2016, the court entered an order consolidating this case with Case No. 6:15-cv-724 for pretrial issues only, with the exception of venue. Case No. 6:15-cv-724 shall serve as the lead case for consolidated issues. On September 27, 2016, the court entered an order Staying the Lead Case No. 6:15-724 and Member Case No. 6:16-cv-286 as to all Defendants until the PTAB issues final written decisions in all IPR trials instituted on presently-filed IPR petitions. Baker Hughes A Ge Co Llc was previously known as Baker Hughes Inc. Parties filed a Joint Motion to Dismiss with prejudice, which was granted by the court on October 14, 2020.
Type:
Class Action, Personal Injury
Start date: |
02/23/2016 |
End date: |
04/26/2016
|
Claim: |
undisclosed
|
Summary:
Forty-eight plaintiffs (all individual claims joined in one action) sued CP, MMAC and Harding in the Québec Superior Court claiming approximately $5 million in damages for economic loss and pain and suffering. These plaintiffs assert essentially the same allegations as those contained in the Class Action and the Provinces Action against CP. The plaintiffs assert they have opted-out of the Class Action. All but two of the plaintiffs were plaintiffs in litigation against CP, that originated in the U.S. who either withdrew their claims or had their case dismissed in the U.S. Plaintiffs initiated a state-court action on June 4, 2015, by filing Plaintiffs Original Petition and Request for Disclosure in the District Court of Dallas County, Texas, 95th Judicial District, Cause No. DC-15-06428. This lawsuit arises from the July 6, 2013 train derailment in Lac-Mégantic, Quebec. A class action and mass tort action on behalf of Lac-Mégantic residents and wrongful death representatives commenced in Texas and wrongful death and personal injury actions commenced in Illinois and Maine against CP were all removed to and consolidated in Maine (the Maine Actions). Plaintiffs allege various negligent acts, including negligent handling of a volatile substance, misclassification of cargo, and negligent use of certain tank cars in disregard of allegedly known safety risks. On CPs motion, the Maine Actions were dismissed by the Court on several grounds. The plaintiffs are appealing the dismissal decision.
Start date: |
12/02/2015 |
End date: |
settled
|
Claim: |
$2.25m
|
Summary:
According to a press release from the DOJ, General Electric agreed to pay a $2.25 million civil penalty to settle allegations that the company disposed of hazardous waste in a rotary kiln incinerator that was programmed to override GE's automatic waste feed cutoff system. This caused the plant in Waterford, New York, to not be in compliance with the RCRA, the CAA and state environmental laws.
Start date: |
09/11/2015 |
End date: |
01/04/2016
|
Claim: |
undisclosed
|
Summary:
In September 2015, TransData filed separate suits in the Eastern District of Texas against meter manufacturers General Electric Company and GE Energy Management Services, Inc. (GE) and Landis+Gyr, Inc. and Landis+Gyr Technoogy, Inc. (L+G), alleging infringement of United States Patent Nos. 6,181,294, 6,462,713, and 6,903,699 by certain wireless communication-enabled meters, including meters with our wireless modules. GE and L+G have each requested indemnification from Silver Spring Networks for these claims under the terms of their master agreements with them. The parties settled the dispute and the court granted the parties joint motion to dismiss in January, 2016.
Type:
Class Action, Personal Injury
Start date: |
08/14/2015 |
End date: |
02/22/2016
|
Claim: |
undisclosed
|
Summary:
On July 15, 2015, QEP was served with a complaint entitled Samuel Audet, et al. vs. Devlar Energy Marketing, LLC, et al., No. DC-15-06428, District Court of Dallas County, Texas, 95th Judicial District. The plaintiffs, defendants, allegations, and damages sought are materially similar to those in the Yannick Gagné case in Superior Court, Province of Quebec, Canada. where Plaintiffs seek to represent a class of all persons who sustained damages as a result of the July 6, 2013 train derailment in Lac-Mégantic, Quebec, which resulted in substantial loss of life and property. Plaintiffs state that this lawsuit is filed to preserve claims under the applicable two-year statute of limitations. In August, 2015 the case was removed to Federal court. Case transferred from NDTX has been opened in District of Maine as case number 1:16-cv-105
Start date: |
07/31/2015 |
End date: |
11/20/2018
|
Claim: |
undisclosed
|
Summary:
On July 31, 2015, Rapid Completions LLC filed a lawsuit in the United States District Court for the Eastern District of Texas, Tyler Division (Civil Action No. 6:15-cv-724) against, among others, Pegasi Energy Resources Corporation, Pegasi Operating, Inc. and TR Rodessa, Inc. In the suit, Rapid Completions alleges that in connection with Pegasi's hydraulic fracturing, defendants use products and services from Baker Hughes Incorporated and/or Baker Hughes Oilfield Operations, Inc. that are alleged to violate patents licensed to Rapid Completions. The patents are of U.S. Patent Nos. 6,907,936; 7,134,505; 7,543,634; 7,861,774; and 8,657,009. The lawsuit asks that Pegasi be permanently enjoined from infringing Baker Hughes patents and pay them damages, although no dollar amount of damages has been requested. The litigation is currently stayed pending resolution of inter partes reviews of each of the patents-in-suit, which are pending before the Patent Trial and Appeal Board of the U.S. Patent and Trademark Office. Weatherford has filed a counterclaim against Packers Plus, seeking declarations of non-infringement, invalidity, and unenforceability of the patents-in-suit on the grounds of inequitable conduct before the USPTO. Weatherford is seeking attorneys fees and costs incurred in the lawsuit. On August 6, 2015, Rapid Completions amended its complaint to allege infringement of U.S. Patent No. 9,074,451. On April 1, 2016, Rapid Completions removed U.S. Patent No. 6,907,936 from its claims in the lawsuit. On April 5, 2016, Rapid Completions filed a second lawsuit in federal court in the Eastern District of Texas against Baker Hughes Incorporated, Baker Hughes Oilfield Operations, Inc. and others claiming infringement of U.S. Patent No. 9,303,501. These patents relate primarily to certain specific downhole completions equipment. The plaintiff has requested a permanent injunction against further alleged infringement, damages in an unspecified amount, supplemental and enhanced damages, and additional relief such as attorney's fees and costs. During August and September 2016, the United States Patent and Trademark Office (USPTO) agreed to institute an inter-partes review of U.S. Patent Nos 7,861,774; 7,134,505; 7,543,634; 6,907,936; 8,657,009; and 9,074,451. On August 29, 2017, the USPTO issued its final written decisions in the inter-partes reviews of U.S. Patent Nos. 8,657,009 and 9,074,451 finding that all claims of those patents were unpatentable. On August 31, 2017, the USPTO issued its final written decision in the inter-partes review of U.S. Patent 6,907,936 - the patent dropped from the lawsuit by the plaintiffs - finding that all claims of this patent were patentable. On October 27, 2017, Rapid Completions filed its notices of appeal of the USPTOs final written decision in the inter-partes review of U.S. Patent Nos. 8,657,009 and 9,074,451. On September 26, 2018, the USPTO issued its final written decision in the inter-partes review of U.S. Patent No. 7,134,505 finding all of the challenged claims unpatentable. On September 27, 2018, the USPTO issued its final written decision in the inter-partes review of U.S. Patent No. 7,543,634 finding all of the challenged claims unpatentable. On October 16, 2018, the PTAB issued an IPR decision finding that all of the claims of the 501 patent are invalid. RC has appealed the decisions of the PTAB. On June 3, 2019, the Federal Circuit heard RCs oral arguments on the appeal related to the 505, 634, and 774 patents and affirmed on June 6, 2019 the PTABs decision that the patents are invalid. The oral argument on RCs appeal of the of the PTABs decision on the 501 patent took place on January 8, 2020, and the Federal Circuit affirmed the PTABs decision on January 21, 2020. All of the claims of the 501, 505, 634, and 774 patents that were asserted against Weatherford in the U.S. litigation are now invalid. With the exception of Weatherfords potential claim for inequitable conduct against Packers Plus, the litigation in the U.S. has concluded. On January 21, 2020, the Federal Circuit affirmed the USPTOs unpatentability finding as to all asserted claims of the U.S. Patent No. 9,303,501. The deadline for Rapid Completions to file a writ of certiorari petition to the U.S. Supreme Court on any of the USPTO's unpatentability findings has passed. On October 14, 2020, the federal court in the Eastern District of Texas dismissed the pending lawsuits.
Type:
Antitrust & Trade Regulation, Mergers & Acquisitions
Start date: |
07/01/2015 |
End date: |
01/13/2016
|
Claim: |
undisclosed
|
Summary:
The DOJ filed a suit against AB Electrolux and General Electric on July 1, 2015, to challenge the proposed acquisition between the two companies, a transaction that would have been worth around $3.3 billion dollars. According to a press release on December 7, 2015, the proposed transaction was abandoned.
Type:
Class Action, Fair Labor Standards Act, Collective Action
Start date: |
04/30/2015 |
End date: |
02/15/2018
|
Claim: |
$75k
|
Summary:
On April 30, 2015, a class and collective action lawsuit alleging that Baker Hughes Oilfield Operations failed to pay a nationwide class of workers overtime in compliance with the Fair Labor Standards Act and North Dakota law. On February 8, 2016, the Court conditionally certified certain subclasses of employees for collective action treatment. The parties have agreed in principle to a settlement of the class claims, subject to Court approval. After meditation, the parties entered into a settlement agreement which was approved by the Court on December 7, 2017.
Type:
ERISA & Employee Benefits Litigation
Start date: |
03/20/2014 |
End date: |
05/13/2016
|
Claim: |
undisclosed
|
Summary:
This lawsuit alleges a deliberate, willful and concerted effort by United Healthcare to indefinitely avoid paying for Lap-Band services for its morbidly obese members. The patients whose claims are at issue in this lawsuit are all morbidly obese individuals who are suffering from serious medical problems associated with their obesity. The court ordered the case dismissed in May, 2016. In the courts documents regarding the dismissal, it was explained that the dismissal occurred after the Plaintiffs failed to retain new council after being given sufficient time to do so. That the order is to be treated as an 'entry of judgement'. Comparable orders will be entered for two related cases.
Start date: |
02/14/2014 |
End date: |
02/06/2017
|
Claim: |
$658m
|
Summary:
This is an action arising under the Internal Revenue Code of 1986, as amended and codified in Title 26 of the United States Code (IRC), for a refund and recovery of federal income taxes of $439,332,365 and underpayment interest of $219,000,000 erroneously assessed by the Internal Revenue Service (IRS) and paid in full by GE for the 2000 tax year, plus overpayment interest thereon as provided by law. In February, 2017 the Plaintiff filed a stipulation of dismissal whereby the Defendant agreed to refund an agreed-upon portion of the tax and related underpayment interested that the Plaintiff paid April 9, 2010 as well as over payment interest from that date.
Start date: |
10/26/2012 |
End date: |
01/02/2020
|
Claim: |
undisclosed
|
Summary:
At March 31, 2019, there was one active lawsuit in which our discontinued U.S. mortgage business, WMC, is a party. The lawsuit is pending in the United States District Court for the District of Connecticut. TMI Trust Company (TMI), as successor to Law Debenture Trust Company of New York, is asserting claims on approximately $800 million of mortgage loans, and alleges losses on these loans in excess of $425 million. Trial in this case commenced in January 2018. The parties concluded their presentation of evidence and delivered closing arguments in June 2018. Based on a joint application by the parties and subsequent renewals, the District Court has stayed the proceedings in light of ongoing settlement negotiations. In April 2019, the securitization trustee notified the bondholders in SABR 2006-WM2, the securitization trust at issue in the lawsuit, of a proposed settlement of the lawsuit and requested that bondholders express any view on whether the trustee should accept or reject the proposed settlement. The amount of the claim at issue in the TMI case reflects the purchase price or unpaid principal balances of the mortgage loans at issue at the time of purchase and does not give effect to pay downs, accrued interest or fees, or potential recoveries based upon the underlying collateral. This action was voluntarily dismissed with prejudice on January 2, 2020.
Start date: |
06/25/2012 |
End date: |
10/16/2017
|
Claim: |
undisclosed
|
Summary:
Five WMC cases are pending in the United States District Court for the District of Connecticut. Four of these cases were initiated in 2012, and one was initiated in the third quarter 2013. Deutsche Bank National Trust Company (Deutsche Bank) is the adverse party in four cases, and Law Debenture Trust Company of New York (Law Debenture) is the adverse party in one case. The Deutsche Bank complaints assert claims on approximately $4,300 million of mortgage loans and seek to recover damages in excess of approximately $1,800 million. The Law Debenture complaint asserts claims on approximately $800 million of mortgage loans, and alleges losses on these loans in excess of approximately $425 million. In September, WMC and Deutsche Bank agreed to settle all claims arising out of the four securitizations at issue in the Connecticut lawsuits, subject to judicial approvals. GECC was initially named a defendant in each of the Connecticut cases and has been dismissed from all of those cases without prejudice.
Start date: |
06/08/2012 |
End date: |
09/29/2016
|
Claim: |
undisclosed
|
Summary:
Four WMC cases are pending in the United States District Court for the District of Minnesota against US Bank National Association (US Bank), one of which was initiated by WMC seeking declaratory judgment. Three of these cases were filed in 2012, and one was filed in 2011. The Minnesota cases involve claims on approximately $800 million of mortgage loans and do not specify the amount of damages sought. In September 2013, the District Court granted in part and denied in part WMCs motions to dismiss or for summary judgment in these cases. On September 8, 2014, US Bank filed a petition for instructions in the administration of trusts in Minnesota State Court seeking authorization and instruction for US Bank to implement the terms of a settlement agreement reached with WMC to compromise, settle, and release all claims arising out of the securitizations at issue in these four lawsuits. In February 2015, two bondholders filed objections to the proposed settlement, and in response the court held an evidentiary hearing on February 1, 2016. Following the July 2016 order of the Minnesota state court approving the settlement of these cases and the expiration of the appeal period in September 2016, the District Court entered orders on September 29 and 30, 2016, dismissing all four cases with prejudice.
Type:
Multi District Litigation (MDL), Other Statutory Actions
Start date: |
12/20/2011 |
End date: |
10/28/2019
|
Claim: |
undisclosed
|
Summary:
In June 2011, Deutsche Bank Trust Company Americas, Law Debenture Company of New York and Wilmington Trust Company (collectively referred to as the Plaintiff), in their capacity as trustees for certain senior notes issued by the Tribune Company, filed lawsuits in various jurisdictions against numerous defendants including OneBeacon, OBIC-sponsored benefit plans and other affiliates of White Mountains in their capacity as former shareholders of the Tribune seeking recovery of the proceeds from the sale of common stock of the Tribune in connection with the Tribunes leveraged buyout in 2007. The Plaintiff seeks recovery of the proceeds received by the former Tribune shareholders on the basis that the Tribune purchased or repurchased its common shares without receiving fair consideration at a time when it was, or as a result of the purchases of shares, was rendered, insolvent. OneBeacon has entered into a joint defense agreement with other affiliates of White Mountains that are defendants in the action. OneBeacon and OBIC-sponsored benefit plans received approximately $32 million for the Tribune common stock it tendered in connection with the leveraged buyout. The case has been consolidated in the U.S. District Court for the SDNY along with a number of similar cases (including Kirschner v. FitzSimons, No. 12-2652 (S.D.N.Y.)) as part of the multi-district litigation process. Oral argument on a motion to dismiss certain of the actions was held on May 23, 2013. The Court has not yet decided that motion. On September 23, 2013, the Court granted the defendants motion to dismiss the Deutsche Bank Trust Co Americas action on the basis that the plaintiffs lacked standing. On September 30, 2013, the creditors filed a notice of appeal of the September 23 order. On October 28, 2013, the defendants filed a joint notice of cross-appeal of that same order. On March 29, 2016, the U.S. Court of Appeals for the Second Circuit issued its opinion on the appeal of the SLCFC actions. The appeals court affirmed the district courts dismissal of those lawsuits, but on different grounds than the district court. The appeals court held that while the plaintiffs have standing under the U.S. Bankruptcy Code, their claims were preempted by Section 546(e) of the Bankruptcy Codethe statutory safe harbor for settlement payments. However, the Second Circuit, in 2018, recalled the mandate of this decision in anticipation of further review, in light of an intervening U.S. Supreme Court decision on the scope of the safe harbor. To date, the Second Circuit has not conducted its further review. On April 12, 2016, the plaintiffs in the SLCFC actions filed a petition seeking rehearing en banc before the appeals court. On July 22, 2016, the appeals court denied the petition on the ground that the plaintiffs claims were preempted by section 546(e) of the Code, which exempts qualified transfers that were made by or to (or for the benefit of), among other specified entities, a financial institution On September 9, 2016, the plaintiffs filed a petition for writ of certiorari in the U.S. Supreme Court challenging the Second Circuits decision that the safe harbor of Section 546(e) applied to their claims. The shareholder defendants, including the Rydex ETF Trust, filed a joint brief in opposition to the petition for writ of certiorari on October 24, 2016. The plaintiffs filed a reply in support of the petition on November 4, 2016. The Supreme Court has not yet granted or denied the petition for certiorari, however, the Supreme Court issued a statement indicating a potential lack of a quorum and informing the parties that the Second Circuit or District Court could provide relief based on the Supreme Court decision in Merit Management Group, LP v. FTI Consulting, Inc. The Plaintiffs filed a motion with the Second Circuit to recall the mandate and vacate the Second Circuit decision, and the Second Circuit recalled the mandate on May 15, 2018. The Second Circuit has not taken any further action. On October 30, 2017, Steward Funds Inc. entered into a Settlement Agreement related to these matters. A payment of $24,949 was made to dismiss all claims against the Steward funds associated with these matters. The Plaintiffs Notice of Voluntary Dismissal was executed on November 6, 2017. The defendants filed motions to dismiss the FitzSimons action in May 2014, including a global motion to dismiss Count I, which is the claim brought against former Tribune shareholders for intentional fraudulent conveyance under U.S. federal law. On January 6, 2017, the United States District Court for the Southern District of New York granted the shareholder defendants motion to dismiss the intentional fraudulent conveyance claim in the FitzSimons action. In dismissing the intentional fraudulent conveyance claim, the Court denied the plaintiffs request to amend the complaint. The plaintiff requested that the Court direct entry of a final judgment in order to make the order immediately appealable. On February 23, 2017, the Court issued an order stating that it intends to permit an interlocutory appeal of the dismissal order, but will wait to do so until it has resolved outstanding motions to dismiss filed by other defendants. On July 18, 2017, the plaintiff submitted a letter to the District Court seeking leave to amend its complaint to add a constructive fraudulent transfer claim. The shareholder defendants opposed that request. On August 24, 2017, the Court denied the plaintiffs request without prejudice to renewal of the request in the event of an intervening change in the law. On March 8, 2018, the plaintiff renewed his request for leave to file a motion to amend the complaint to assert a constructive fraudulent transfer claim based on the Supreme Courts ruling in Merit Management Group LP v. FTI Consulting, Inc. On June 18, 2018, the District Court ordered that the request would be stayed pending further action by the Second Circuit in the SLCFC actions. On December 18, 2018, plaintiff filed a letter with the District Court requesting that the stay be dissolved in order to permit briefing on the motion to amend the complaint and indicating plaintiffs intention to file another motion to amend the complaint to reinstate claims for intentional fraudulent transfer. The shareholder defendants opposed that request. On January 14, 2019, the court held a case management conference, during which the court stated that it would not lift the stay prior to further action from the Second Circuit in the SLCFC actions. The court further stated that it would allow the plaintiff to file a motion to amend to try to reinstate its intentional fraudulent transfer claim. On January 23, 2019, the court ordered the parties still facing pending claims to participate in a mediation. On February 27, 2018, the Supreme Court affirmed the Seventh Circuits decision. Noting that the parties d[id] not contend that either the debtor or petitioner qualified as a financial institution, the Court declined to address the effect that such an assertion would have had on the application Section 546(e). On April 3, 2018, Justices Kennedy and Thomas issued a Statement stating that consideration of [the petition for certiorari filed by the Tribune plaintiffs] will be deferred for an additional period of time to allow the Second Circuit or the District Court to consider whether to vacate the earlier judgment or provide other relief in light of Merit Mgmt. On April 10, 2018, the plaintiffs/appellants moved the Second Circuit to recall its mandate, vacate its decision, and remand the case to the district court for further proceedings. The defendants filed an opposition brief on April 20, 2018; plaintiffs/appellants filed their reply on April 27, 2018. On May 15, 2018, the Second Circuit issued an Order stating that the mandate in this case is recalled in anticipation of further panel review. As of February 6, 2019, there has been no subsequent activity in the state law cases. On March 27, 2019, the court held a telephone conference and decided to allow plaintiff to file a motion for leave to amend. On April 4, 2019, plaintiff filed a motion to amend the Fifth Amended Complaint to assert a federal constructive fraudulent transfer claim against certain shareholder defendants. On April 10, 2019, the shareholder defendants filed a brief in opposition to plaintiffs motion to amend. On April 23, 2019, the District Court denied the Litigation Trustees motion to amend his complaint to assert a constructive fraudulent transfer claim under federal law. The District Court ruled that the Trustees federal constructive fraudulent transfer claims were still barred by § 546(e) because Tribune hired a commercial bank to serve as exchange agent for the transfers. As a customer of a financial institution, the court reasoned, Tribune itself became a financial institution, thereby triggering application of the safe harbor. This ruling has been appealed to the Second Circuit. Thus, at present, all claims against the Fund and other Exhibit A shareholder defendants have been dismissed. This is subject to review by the Court of Appeals. Since the case is presently dismissed, no discovery is occurring.
Start date: |
09/15/2008 |
End date: |
03/23/2017
|
Claim: |
$50m
|
Summary:
In April 2009, two PRPs, Carolina Power and Light Company and Consolidation Coal Company, filed suit against Integrated Electrical Services Inc. "the Company" and most of the other PRPs in the U.S. District Court for the Eastern District of North Carolina (Western Division) to contribute to the cost of the clean-up. The plaintiffs were two of four PRPs that have commenced clean-up of on-site contaminated soils under an Emergency Removal Action pursuant to a settlement agreement and Administrative Order on Consent entered into between the four PRPs and the U.S. Environmental Protection Agency (EPA) in September 2005. We are not a party to that settlement agreement or Order on Consent. In addition to the on-site clean-up, the EPA has selected approximately 50 PRPs to which it sent a Special Notice Letter in late 2008 to organize the clean-up of soils off site and address contamination of groundwater and other miscellaneous off-site issues. The Company was not a recipient of that letter. On January 8, 2013, the EPA held a meeting with those PRPs as well as others that were not recipients of the letter to discuss potential settlement of its costs associated with the site. This matter is before the court on its own initiative, where all defendants have been dismissed from this action by court decision or stipulation of dismissal, and where consent judgment entered in related case, No. 5:16-CV-820-FL.
Type:
Class Action, Antitrust & Trade Regulation, Multi District Litigation (MDL)
Start date: |
06/18/2008 |
End date: |
05/23/2018
|
Claim: |
undisclosed
|
Summary:
In March 2008, two subsidiaries of the XL Capital LTD were named, along with 20 other providers and insurers of municipal Guaranteed Investment Contracts and similar derivative products as well as fourteen brokers of such products, in two purported federal antitrust class actions filed in the federal courts in the District of Columbia and the Southern District of New York. These complaints allege that there was a conspiracy among the defendants during the period from January 1, 1992 to the present to rig bids for Municipal Derivatives. The purported class of plaintiffs consists of purchasers of Municipal Derivatives. In April 2008, another federal antitrust class action containing similar allegations was filed in the Northern District of California against 39 defendants. The Judicial Panel on Multidistrict Litigation ordered that the Southern District of New York will serve as the venue for these actions. Bear Stearns & Co Inc changed its name to JP Morgan Securities LLC. Settlements were reached in 2014 and the multi-district litigation was dismissed with prejudice. On May 23, 2018 the court ordered to wind down and close this class action.
Start date: |
02/06/1991 |
End date: |
04/12/2017
|
Claim: |
undisclosed
|
Summary:
On August 6 and August 9, 1990, civil actions were filed in the United States District Court for the Eastern District of Washington against the Company and the present and other former operators of the DOE's Hanford Nuclear Reservation (Hanford), Hanford, Washington. The Company operated part of Hanford for the DOE from 1977 through June 1987. Both actions purport to be brought on behalf of various classes of persons and numerous individual plaintiffs who resided, worked, owned or leased real property, or operated businesses, at or near Hanford or downwind or downriver from Hanford, at any time since 1944. The actions allege the improper handling and disposal of radioactive and other hazardous substances and assert various statutory and common law claims. The relief sought includes unspecified compensatory and punitive damages for personal injuries and for economic losses, and various injunctive and other equitable relief. Other cases asserting similar claims (the follow-on claims) on behalf of the same and similarly situated individuals and groups have been filed from time to time since August 1990, and may continue to be filed from time to time in the future. These actions and the follow-on claims have been (and any additional follow-on claims that may be filed are expected to be) consolidated in the United States District Court for the Eastern District of Washington under the name In re Hanford Nuclear Reservation Litigation. Because the claims and classes of claimants included in the actions described in the preceding paragraph are so broadly defined, the follow-on claims filed as of October 31, 2000 have not altered, and possible future follow-on claims are not expected to alter, in any material respect the scope of the litigation. In January 2016, the court dismissed the case but allowed the case to remain open in order to address the ongoing issues of division of the Equitable Reserve Fund.
A large shareholder may use his ownership stake to influence management and affect the strategy and direction of the company. While some activist shareholders contribute to oversight and may push for better financial performance or even a change in leadership, they may also pursue social, political, or environmental goals that can adversely affect a company’s operations and profitability. Note that shareholders reported here may no longer be current shareholders if they have sold their shares.
There are no activist shareholder reported for General Electric.
Cybersecurity is an area of increasing concern for many companies. A breach of confidential personal or financial data brings bad press, customer backlash and loss of goodwill, and substantial exposure to class actions. The SEC issued guidance in 2018 indicating cybersecurity risks should be treated like all other economic and business risks in regard to internal controls, financial reporting, and public disclosures.
General Electric made 2 disclosures related to cybersecurity and data breaches. The most recent disclosure was on 10/31/2016.
Disclosure Date |
Date of breach |
Description |
Source |
10/31/2016 |
- |
Cybersecurity issues noted in comment letters. |
SEC Letters
|
10/31/2016 |
- |
Cybersecurity issues noted in comment letters. |
SEC Letters
|
What are the CEO and CFO doing? Do they have confidence in the company, or are they unloading their shares? A large sale of stock is a big warning sign and may indicate a lack of confidence in the future prospects of the company. These two officers know more about the company than you do, and if they think it is a good time to sell, maybe you should too.
There are significant insider sales from the company’s officers.
Here are the significant insider sales for the CEO:
Here are the significant insider sales for the CFO:
Here are the significant insider sales for General Electric:
Date |
Owner |
Title |
Shares sold |
Value |
Holdings |
% Sold |
|
03/16/2017 |
IMMELT JEFFREY R |
Chairman and CEO |
279,786 |
$8.29m |
2,507,597 |
10.0% |
|
Mergers & Acquisitions
Sales of Assets
Mergers & acquisitions are a key part of a company’s strategy. The right merger or acquisition can allow a company to dramatically increase its market share or expand into a new market. However, these decisions should be carefully scrutinized by investors, as they present a serious risk to investors if the benefits fail to materialize or accounting issues are discovered after the transaction has closed. Mergers & acquisitions may also result in the well-known “winner’s curse” of auctions, when a company pays more for an acquisition than it is worth. When this happens, the company may eventually have to write-off significant amounts of goodwill.
There are 2 asset sales for General Electric. There are no reported mergers or acquisitions.
Here are the asset sales reported for General Electric:
Company |
Start date |
Closing date |
Value |
% of Assets |
% of Market Cap |
|
Apollo Global Management, Inc.,Athene Holding Ltd |
08/29/2019 |
03/31/2020 |
$4b |
1.0% |
4.0% |
|
BWX Technologies, Inc. |
08/18/2016 |
12/16/2016 |
$118m |
<0.1% |
<0.1% |
|
Investors should always pay attention to CEO and CFO changes. These two officers are responsible for a company's performance and financial reporting. Why did they depart? There are many possible answers to this question, not all of them good.
Reported CEO Changes
Lawrence H. Culp Jr. CEO / Chairman of Board
Appointed
effective: 09/30/2018
( on 10/04/2018)
Position Change within Company
|
John L. Flannery Chairman of Board / CEO
Resigned
effective: 09/30/2018
( on 10/04/2018)
|
John L. Flannery CEO / Director
Appointed
effective: 08/01/2017
( on 06/12/2017)
Position Change within Company
|
Jeffrey R. Immelt CEO
Retired
effective: 07/31/2017
( on 06/12/2017)
|
Reported CFO Changes
Carolina D. Happe Senior VP / CFO
Appointed
effective: 03/01/2020
( on 02/20/2020)
|
Jamie Miller CFO
Resigned
effective: 03/01/2020
( on 02/20/2020)
|
Jamie Miller CFO
Appointed
effective: 11/01/2017
( on 10/10/2017)
Position Change within Company
|
Jeffrey S. Bornstein CFO
Resigned
effective: 11/01/2017
( on 10/10/2017)
|
Did the auditor change recently? If so, why? A change in auditor may be required by a regulatory or corporate policy, but it can also be caused by underlying conflicts or disputes with management over fees, disclosures, accounting practices, or other issues. Investors should review disclosures related to a change in auditor to get a sense of whether there may be deeper issues with a company’s accounting or management practices that may signal trouble ahead.
KPMG LLP was dismissed on 02/24/2021. General Electric engaged Deloitte & Touche LLP on 02/24/2021.
ENGAGED AUDITOR
Deloitte & Touche LLP
DISMISSED AUDITOR
KPMG LLP
DISMISSED DATE
02/24/2021
ISSUES
- Auditor dismissed
- SEC regulations or professional standards
- Accounting issues
- Auditor agrees with disclosure of auditor change
How much experience does the auditor have in this industry? This graph shows the average number of audits of the
largest auditors in this industry in the last five years (based on our population). The current auditor is
marked with an arrow.
Current auditor is KPMG LLP.
Auditors with relatively little industry experience may be more likely to make mistakes. Auditors that do more audits tend to have greater industry expertise.
How long have they had the same auditor? This graph shows a histogram of the number of companies in the industry
(from our population) and the corresponding auditor tenure. Current auditor tenure
for General Electric is marked with an arrow.
KPMG LLP has been General Electric's auditor for the last 112 years.
Mistakes may be more common in the early years of an auditor's tenure as they gain
knowledge of a company's accounting policies and processes. On the other hand, there is some concern
that a lengthy tenure may make auditors too "cozy" with the company and reluctant to report on issues or
problems.
Audit fees are fees paid to the auditor for the audit and services related to the audit. This graph compares
recent audit fees to the rest of the industry based on audit fee to revenue ratios (or audit fees to asset
ratios for financial companies).
AUDIT FEES TO REVENUE RATIO
General Electric's audit fees decreased by -27.81% from last year.
General Electric's most recent audit fees are in the normal range.
High audit fees create incentives that undermine auditor independence. On the other hand, low audit fees
may result in a lower quality audit.
Non-audit fees are fees paid to the auditor for the services unrelated to the audit.
MOST RECENT NON-AUDIT FEES
NON-AUDIT FEES TO AUDIT FEES RATIO
General Electric's most recent non-audit fees are in the normal range.
Relatively high non-audit fees create incentives that undermine the auditor's objectivity and are often used as a proxy measure of auditor independence.