8-KOther EventsExhibits & Filings

THERMO FISHER SCIENTIFIC INC. 8-K Report, Corporate Update (Dec 18, 2009)

Filed December 18, 2009For Securities:TMO

Summary

Thermo Fisher Scientific Inc. (TMO) filed an 8-K on December 18, 2009, reporting on two significant debt management actions. The company announced the successful settlement of its redemption for all outstanding 6.75% Senior Subordinated Notes due 2014, totaling approximately $317.0 million. This action effectively retired a significant portion of its long-term debt. Furthermore, the company reported the expiration and final results of its cash tender offer for its 2.50% Convertible Senior Notes due 2023. The offer was highly successful, with approximately 95.6% of the outstanding principal amount, or $282.3 million, being tendered. Thermo Fisher Scientific expects to pay approximately $586.6 million to settle this transaction, indicating a strong buyback of these convertible notes.

Key Highlights

  • 1Thermo Fisher Scientific completed the redemption of all outstanding 6.75% Senior Subordinated Notes due 2014.
  • 2The total cost for redeeming the Senior Subordinated Notes was approximately $317.0 million.
  • 3The company's cash tender offer for its 2.50% Convertible Senior Notes due 2023 expired on December 17, 2009.
  • 4A substantial 95.6% ($282.3 million in principal) of the Convertible Notes were validly tendered and accepted for purchase.
  • 5The aggregate payment for the tendered Convertible Notes is expected to be approximately $586.6 million, including accrued interest.
  • 6These actions indicate active debt management and potentially a shift in the company's capital structure.

Frequently Asked Questions

The 8-K filing reported on two key debt management events: the settlement of the redemption of the company's 6.75% Senior Subordinated Notes due 2014 and the expiration and results of its cash tender offer for the 2.50% Convertible Senior Notes due 2023.

The company paid an aggregate of approximately $317.0 million to redeem the entire $300,000,000 principal amount of its outstanding 6.75% Senior Subordinated Notes due 2014, which included the redemption price and accrued interest.

The tender offer was highly successful, with approximately 95.6% of the outstanding $295.4 million principal amount of the 2.50% Convertible Senior Notes due 2023 being tendered. The company accepted all validly tendered notes and expected to pay about $586.6 million for them.

The high acceptance rate in the tender offer suggests that many holders of the convertible notes found the offered price attractive, possibly indicating a belief by investors that the notes were fully valued or that the company was seeking to deleverage or restructure its debt. It also means a significant amount of the convertible debt will be retired.