ACQUISITIONS, GOODWILL, AND OTHER INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2026

Acquisitions. On February 2, 2026, GE Vernova completed the acquisition of the remaining 50% stake of Prolec GE, our former

unconsolidated joint venture with Xignux, in exchange for cash consideration of $5,254 million. In the third quarter of 2026, we finalized the

purchase price consideration, resulting in a $42 million refund of the purchase price. Prolec GE is an electric industry leader in North

America, with approximately 10,000 employees across seven manufacturing sites in the Americas, including five in the U.S. It produces a

wide variety of transformers and transformer components for the generation, transmission, and distribution of electricity, complemented by

its broad transformer services offering. The acquisition increases our ability to serve the North American transformer market. Net assets

and results of operations of Prolec GE are included in our results commencing on February 2, 2026 and are reported within the

Electrification segment. As a result of this acquisition, we remeasured our previously held equity interest to fair value, with the resulting pre-

tax gain of $3,992 million recognized within Other income (expense) – net in our Consolidated Statement of Income (Loss) during the first

quarter of 2026 and was determined by using the implied total equity value from the transaction price, adjusted for an assumed control

premium. Pro forma results of operations are not presented because the acquisition is not material to the Company’s consolidated results

of operations for the three and nine months ended September 30, 2026 and 2025, respectively.

The following table summarizes the purchase consideration as well as the preliminary allocation to the assets acquired and liabilities

assumed based upon their estimated fair values at the date of acquisition:


Cash consideration transferred	$5,212
Fair value of previously held 50% equity interest	4,402
Total purchase consideration	$9,614

Current assets	$1,706
Intangible assets	4,172
Other non-current assets	1,130
Current liabilities	(1,104)
Non-current liabilities	(1,513)
Total identifiable net assets acquired	$4,392
Goodwill	5,222
Total purchase consideration	$9,614

Goodwill is calculated as the excess of the purchase consideration over the estimated fair value of net assets acquired and primarily

represents the value of the assembled workforce along with expected synergies from integrating Prolec GE’s operations with the

Company’s operations. The goodwill is recorded in our Electrification segment and approximately $400 million of the goodwill is expected to

be deductible for tax purposes.

We determined the fair value of assets acquired and liabilities assumed using available market information and various valuation methods

that require judgment related to estimates. The purchase accounting related to the acquisition, including the valuation of tangible and

intangible assets, is preliminary and likely to change in future reporting periods. During the nine months ended September 30, 2026, we

recognized measurement period adjustments to the identified net assets acquired with an offsetting $209 million reduction to goodwill. We

will complete our post-closing procedures and purchase price allocation as soon as practicable but no later than the first quarter of 2027.

See Notes 9, 11, and 19 for further information.

The preliminary fair value and weighted-average amortization period of identifiable intangible assets acquired as of the acquisition date is

as follows:


	Weighted-average useful lives (in years)	Total
Customer related	12	$2,860
Patents and technology	6	533
Capitalized software	3	8
Trademarks and other	2	771
Total identifiable intangible assets acquired		$4,172

The fair values of the customer related and trademarks and other intangible assets were primarily determined using the multi-period excess

earnings method, and the fair values of the patents and technology intangible assets were valued using the relief-from-royalty method.

Revenue and income (loss) before income taxes of Prolec GE were $944 million and $(5) million for the three months ended September

30, 2026, respectively, and from the acquisition date through September 30, 2026 were $2,287 million and $(171) million, respectively. The

income (loss) before income taxes includes the impact of inventory step-up amortization, intangible asset amortization, and integration

costs. Acquisition-related costs totaled zero and $44 million for the three and nine months ended September 30, 2026, respectively, and are

included in Selling, general, and administrative expenses in our Consolidated Statement of Income (Loss).

We assess the possibility that a reporting unit’s fair value has been reduced below its carrying amount due to the occurrence of events or

circumstances between annual impairment testing dates. In the nine months ended September 30, 2026, we did not identify any reporting

units that were impaired.

Intangible assets. All intangible assets are subject to amortization. Intangible assets increased $3,616 million during the nine months

ended September 30, 2026, primarily as a result of the acquisition of Prolec GE, partially offset by amortization. Amortization expense was

$239 million and $61 million for the three months ended and $650 million and $177 million for the nine months ended September 30, 2026

and 2025, respectively.