View:
United States securities and exchange commission logo
September 23, 2022
Peter J. Arduini
Chief Executive Officer
GE Healthcare Holding LLC
500 W. Monroe Street
Chicago, IL 60661
Re: GE Healthcare
Holding LLC
Amendment No. 1 to
Draft Registration Statement on Form 10
Submitted September
13, 2022
CIK No. 0001932393
Dear Mr. Arduini:
We have reviewed your amended draft registration statement and
have the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 1 to Draft Registration Statement on Form 10
Information Statement Summary, page 1
1. We note your revised
disclosure to prior comment 2 and reissue in part. Please further
balance your summary by
providing an equally prominent disclosure that you expect to
assume significant
liabilities with respect to pension and other postretirement plans.
Russia and Ukraine Conflict, page 133
2. We note the portion of
your response to prior comment 11 that you have discontinued
sales and services to
all government and military customers in Russia. If true, please
disclose this portion
of your response in this section.
Peter J. Arduini
GE Healthcare Holding LLC
September 23, 2022
Page 2
3. As requested by prior comment 12, please describe in your filing the
extent and nature of
the role of the board of directors in overseeing risks related to Russia
s invasion of
Ukraine, also address in your response any risks related to
supply/chain/suppliers/service
providers in affected regions and revise your disclosure if appropriate.
Policy and Procedures Governing Related Party Transactions, page 197
4. We note your revisions in response to prior comment 15. However, your
revisions do not
appear to address the standards that will be applied in deciding whether
to approve a
related party transaction. For example, you do not state whether any
related party
transaction would only be approved if it was on the same basis as an
arms' length
transaction. Please further revise to provide such disclosure.
You may contact Kristin Lochhead at 202-551-3664 or Mary Mast at
202-551-3613 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Tyler Howes at 202-551-3370 or Tim Buchmiller at 202-551-3635 with any
other
questions.
Sincerely,
FirstName LastNamePeter J. Arduini
Division of
Corporation Finance
Comapany NameGE Healthcare Holding LLC
Office of Life
Sciences
September 23, 2022 Page 2
cc: John C. Kennedy, Esq.
FirstName LastName