8-K/AAcquisitions & DispositionsExhibits & Filings

DANAHER CORP /DE/ 8-K/A Report, Acquisition Completed (Nov 5, 2015)

Filed November 5, 2015For Securities:DHR

Summary

Danaher Corporation (DHR) filed an amendment to its August 31, 2015 8-K, providing crucial financial details for its acquisition of Pall Corporation. The amendment confirms the completion of the merger on August 31, 2015, where Pall Corporation became an indirect wholly-owned subsidiary of Danaher. Shareholders of Pall Corporation received $127.20 in cash per share. This filing is significant as it incorporates the required financial statements for the acquired business, Pall Corporation, including audited statements as of July 31, 2015, and 2014, and for the three years then ended. Additionally, unaudited interim financial statements for Pall are referenced. The amendment also includes unaudited pro forma condensed combined financial statements reflecting the impact of the acquisition on Danaher's financial position.

Key Highlights

  • 1Danaher Corporation has officially completed its acquisition of Pall Corporation, with Pall becoming an indirect wholly-owned subsidiary.
  • 2The transaction was finalized on August 31, 2015.
  • 3Pall Corporation shareholders received $127.20 in cash for each share of common stock.
  • 4This 8-K/A filing provides the necessary audited financial statements for Pall Corporation as of July 31, 2015, and 2014, and for the preceding three fiscal years.
  • 5Unaudited interim financial statements of Pall Corporation are also incorporated into the filing.
  • 6Unaudited pro forma condensed combined financial statements, showing the combined entity's financial performance post-acquisition, are included as an exhibit.

Frequently Asked Questions

This filing is an amendment to a previous 8-K and its primary purpose is to provide the required financial information regarding the acquisition of Pall Corporation, which was initially omitted.

The filing states that Pall Corporation shareholders received $127.20 in cash per share. While the exact total transaction value isn't explicitly stated in this excerpt, it implies a significant cash outlay based on Pall's outstanding shares.

Audited consolidated financial statements of Pall Corporation as of July 31, 2015, and 2014, and for the three years ended July 31, 2015, are incorporated by reference as Exhibit 99.2. Unaudited interim financial statements for the period ending January 31, 2015, are also available.

The unaudited pro forma condensed combined financial statements (Exhibit 99.1) show how Danaher and Pall's financials would have looked if they were combined for the periods presented. This helps investors understand the potential impact of the acquisition on Danaher's future financial results.