8-KMaterial AgreementsFinancial EventsExhibits & Filings

THERMO FISHER SCIENTIFIC INC. 8-K Report, Material Agreement (Jun 4, 2013)

Filed June 4, 2013For Securities:TMO

Summary

Thermo Fisher Scientific Inc. (TMO) filed an 8-K on June 3, 2013, reporting the execution of two significant credit agreements on May 31, 2013, both contingent upon the successful completion of its acquisition of Life Technologies Corporation. The first is a $7.5 billion, 364-day unsecured bridge credit facility, primarily intended to fund the acquisition and related expenses. The second is a $5.0 billion, 3-year unsecured term loan facility, also designated for the Life Technologies acquisition. These agreements signal Thermo Fisher's commitment to a substantial acquisition, securing the necessary financing through a combination of short-term and medium-term debt. These financing arrangements highlight the scale of the Life Technologies acquisition and Thermo Fisher's strategy to leverage debt to finance this significant growth initiative. Investors should note the covenants associated with these agreements, particularly the debt-to-EBITDA and interest coverage ratios, which Thermo Fisher must maintain. The company's ability to meet these financial covenants will be crucial for its ongoing financial health and operational flexibility post-acquisition.

Key Highlights

  • 1Thermo Fisher Scientific entered into a $7.5 billion, 364-day unsecured bridge credit facility on May 31, 2013.
  • 2A $5.0 billion, 3-year unsecured term loan facility was also executed on May 31, 2013.
  • 3Both credit facilities are intended to finance the acquisition of Life Technologies Corporation and related costs.
  • 4The closing of these credit agreements is contingent upon the consummation of the Life Technologies acquisition.
  • 5The Bridge Credit Agreement includes covenants such as a maximum consolidated indebtedness to consolidated EBITDA ratio, initially 5.5:1.0, and a minimum interest coverage ratio of 3.0:1.0.
  • 6The Term Loan Agreement has progressively tighter covenants on consolidated indebtedness to consolidated EBITDA, starting at 5.5:1.0 and decreasing to 3.5:1.0 over its term, along with a minimum interest coverage ratio of 3.0:1.0.
  • 7The company's obligations under these agreements are guaranteed by Thermo Fisher Scientific Inc.

Frequently Asked Questions

The primary purpose of both the $7.5 billion bridge credit facility and the $5.0 billion term loan facility is to finance Thermo Fisher Scientific's acquisition of Life Technologies Corporation, including payment of any Life Technologies indebtedness and associated transaction costs.

Thermo Fisher must maintain specific financial ratios. For the bridge facility, the consolidated indebtedness to consolidated EBITDA ratio must not exceed 5.5:1.0 initially, and a minimum interest coverage ratio of 3.0:1.0 must be maintained. The term loan facility also requires a minimum interest coverage ratio of 3.0:1.0, with the consolidated indebtedness to consolidated EBITDA ratio starting at 5.5:1.0 and progressively decreasing to 3.5:1.0 over the loan's term.

Both the bridge credit facility and the term loan facility are unsecured.

Thermo Fisher has secured a total of $12.5 billion in new financing through these agreements: $7.5 billion from the bridge credit facility and $5.0 billion from the term loan facility.