Summary
This Form 8-K filing by Danaher Corporation (DHR) on July 2, 2015, primarily details a significant debt offering and clarifies information related to the previously announced acquisition of Pall Corporation. Danaher International, a subsidiary, has entered into an underwriting agreement to issue and sell approximately €2.68 billion in various senior notes maturing between 2017 and 2025. These notes are fully guaranteed by Danaher Corporation. The net proceeds from this substantial debt offering are earmarked to fund a portion of the purchase price for the acquisition of Pall Corporation, a transaction valued at approximately $13.8 billion in enterprise value. The remainder of the proceeds will be used for general corporate purposes. This filing also corrects a minor error in a previous filing regarding the per-share cash price for the Pall acquisition, reaffirming the total enterprise value.
Key Highlights
- 1Danaher International and Danaher Corporation entered into an underwriting agreement for a debt offering.
- 2The offering includes €500 million in Floating Rate Senior Notes due 2017, €600 million in 1.000% Senior Notes due 2019, €800 million in 1.700% Senior Notes due 2022, and €800 million in 2.500% Senior Notes due 2025.
- 3The total aggregate principal amount of the notes offered is €2.7 billion.
- 4Net proceeds from the offering are expected to be approximately €2.68 billion.
- 5Proceeds will be used to finance a portion of the acquisition of Pall Corporation and for general corporate purposes.
- 6The filing corrects a previous misstatement regarding the per-share cash acquisition price for Pall Corporation, while confirming the overall enterprise value.
- 7The offering of the Notes is expected to close on July 8, 2015.