8-KMaterial AgreementsFinancial EventsExhibits & Filings

DANAHER CORP /DE/ 8-K Report, Material Agreement (Apr 26, 2006)

Filed April 26, 2006For Securities:DHR

Summary

Danaher Corporation (DHR) announced on April 25, 2006, the execution of a new $1.5 billion multicurrency revolving credit facility. This new facility, which matures on April 25, 2011, with a one-year extension option, effectively replaces two existing credit agreements that were set to expire later in the year. The new credit agreement provides Danaher with significant financial flexibility and access to capital. The terms of the new facility include variable interest rates based on LIBOR or the Federal Funds rate plus a margin, as well as facility and utilization fees that are tiered based on Danaher's credit rating. Notably, the agreement includes covenants restricting certain corporate actions such as asset sales, mergers, and affiliate transactions, and requires Danaher to maintain a consolidated leverage ratio of 0.65 to 1.00 or less. While the obligations are unsecured, Danaher has guaranteed subsidiary borrowings. This refinancing demonstrates a proactive approach to managing its debt structure and ensuring ample liquidity for its operations and potential strategic initiatives.

Key Highlights

  • 1Danaher entered into a new $1.5 billion multicurrency revolving credit facility.
  • 2The credit facility has a maturity date of April 25, 2011, with an option for a one-year extension.
  • 3This new agreement replaces two prior multicurrency credit agreements.
  • 4Interest rates are variable, based on LIBOR (Eurocurrency Rate) or Federal Funds rate (Base Rate), with margins dependent on Danaher's credit rating.
  • 5The facility includes a consolidated leverage ratio covenant of 0.65 to 1.00 or less.
  • 6Danaher is required to pay facility and utilization fees, also influenced by its credit rating.
  • 7The credit agreement contains customary covenants restricting asset sales, mergers, and affiliate transactions.

Frequently Asked Questions

This 8-K filing primarily reports on Danaher Corporation's entry into a new, substantial $1.5 billion multicurrency revolving credit facility and the termination of its previous credit agreements.

The new $1.5 billion facility has a 5-year term (expiring April 25, 2011, with an extension option). Interest rates are variable, tied to LIBOR or the Federal Funds rate plus a margin that depends on Danaher's credit rating. Danaher will also pay facility and utilization fees, and must maintain a leverage ratio of 0.65 to 1.00 or less.

This new facility consolidates Danaher's credit lines into a single, larger agreement, potentially streamlining its debt management. It also provides significant financial flexibility and access to capital, replacing older agreements and offering terms that are likely favorable given Danaher's credit standing at the time.

Yes, the credit agreement includes customary covenants that restrict Danaher and its subsidiaries from certain actions, such as entering into agreements that hinder payments to the parent, incurring liens, selling significant assets, engaging in mergers, or transacting with affiliates. Certain changes of control would also constitute an event of default.