8-KMaterial AgreementsFinancial EventsExhibits & Filings

DANAHER CORP /DE/ 8-K Report, Material Agreement (Jun 10, 2020)

Filed June 10, 2020For Securities:DHR

Summary

Danaher Corporation (DHR) has entered into a new $2.5 billion 364-day revolving credit facility, effective June 5, 2020. This new facility replaces a prior $5.0 billion credit facility that had no outstanding balances at the time of replacement. The primary purpose of this new facility is to provide liquidity support for Danaher's U.S. and Euro commercial paper programs and for general corporate purposes. The credit facility features variable interest rates based on either the Eurodollar Rate or Base Rate, with margins dependent on Danaher's credit rating. It also includes a facility fee on the aggregate commitments. Key covenants require Danaher to maintain a Consolidated Leverage Ratio of 0.65 to 1.00 or less, and include customary restrictions on liens, asset disposals, mergers, and the use of proceeds. The obligations are unsecured, but Danaher has guaranteed its subsidiaries' obligations.

Key Highlights

  • 1Entered into a new $2.5 billion 364-day revolving credit facility on June 5, 2020.
  • 2The new facility replaces a previously existing $5.0 billion 364-day revolving credit facility.
  • 3No amounts were outstanding under the replaced facility.
  • 4The facility has a Scheduled Termination Date of June 5, 2021, with an option to convert outstanding loans into one-year term loans.
  • 5Interest rates are variable and depend on Danaher's credit rating, with margins applied to Eurodollar or Base Rate loans.
  • 6Requires maintaining a Consolidated Leverage Ratio of 0.65 to 1.00 or less.
  • 7Intended use for liquidity support of commercial paper programs and general corporate purposes.

Frequently Asked Questions

The new $2.5 billion 364-day revolving credit facility is primarily intended to provide liquidity support for Danaher's U.S. and Euro commercial paper programs, as well as for general corporate purposes.

This new $2.5 billion facility replaces a prior $5.0 billion 364-day revolving credit facility. Importantly, there were no outstanding borrowings under the previous facility when it was replaced.

A key financial covenant requires Danaher to maintain a Consolidated Leverage Ratio of 0.65 to 1.00 or less. The agreement also includes customary negative covenants restricting actions such as incurring liens, disposing of assets, or entering into certain mergers or consolidations.

No, Danaher's obligations under the new Credit Facility are unsecured. However, Danaher has unconditionally guaranteed the obligations of its subsidiaries if they are named as borrowers under the facility.