Summary
Danaher Corporation (DHR) announced on November 7, 2019, the issuance of $3.97 billion in aggregate principal amount of Senior Notes through its subsidiary DH Europe Finance II S.à r.l. The offering comprises multiple tranches with varying maturities and interest rates, including 2.050% Senior Notes due 2022, 2.200% Senior Notes due 2024, 2.600% Senior Notes due 2029, 3.250% Senior Notes due 2039, and 3.400% Senior Notes due 2049. Danaher Corporation fully and unconditionally guarantees these notes. The primary purpose of this debt offering is to fund a portion of the cash consideration and associated costs for its acquisition of the Biopharma Business of GE Life Sciences. The company may invest the net proceeds in short-term, investment-grade securities or bank deposits pending the acquisition's completion. The notes are unsecured and rank equally with other unsecured and unsubordinated debt of the issuer and guarantor. The filing also details provisions for early redemption, including a "make-whole" premium and redemption at par under certain conditions, as well as mandatory redemption under specific circumstances related to the GE Biopharma Acquisition and a change of control triggering event.
Key Highlights
- 1Danaher issued $3.97 billion in Senior Notes across five different maturities (2022, 2024, 2029, 2039, 2049) via its subsidiary DH Europe Finance II S.à r.l.
- 2The notes carry coupon rates ranging from 2.050% to 3.400% and are guaranteed by Danaher Corporation.
- 3Proceeds are intended to fund a portion of the acquisition of GE Life Sciences' Biopharma Business.
- 4The offering is not contingent on the completion of the GE Biopharma Acquisition.
- 5Mandatory redemption at 101% of principal plus accrued interest is required if the GE Biopharma Acquisition is not consummated by August 25, 2020, or if the acquisition agreement is terminated.
- 6A change of control triggering event requires Danaher to repurchase notes at 101% of principal plus accrued interest.
- 7The notes are unsecured and rank equally with other unsecured and unsubordinated indebtedness of the issuer and guarantor.