Summary
Thermo Fisher Scientific Inc. (TMO) filed an 8-K report on April 2, 2020, announcing the issuance of €1.2 billion in aggregate principal amount of Senior Notes. This includes €600 million of 1.750% Senior Notes due 2027 and €600 million of 2.375% Senior Notes due 2032. The proceeds from this offering are primarily intended to fund a portion of the acquisition of QIAGEN N.V., including the repayment of QIAGEN's indebtedness, with any remaining funds for general corporate purposes. In addition to the debt issuance, the company also updated its By-Laws on March 30, 2020. These amendments clarify provisions related to stockholder meetings, including the use of remote communication, revise voting standards, and update requirements for stockholder nominations and proposals. These corporate governance updates are effective as of the adoption date by the Board of Directors.
Key Highlights
- 1Thermo Fisher Scientific issued €1.2 billion in aggregate principal amount of Senior Notes (2027 and 2032 maturities).
- 2The offering consists of €600 million of 1.750% Senior Notes due 2027 and €600 million of 2.375% Senior Notes due 2032.
- 3Net proceeds from the offering are approximately €1.18 billion, intended to finance the acquisition of QIAGEN N.V.
- 4The proceeds will be used to pay a portion of the QIAGEN acquisition consideration, including repayment of QIAGEN's debt.
- 5Remaining proceeds are designated for general corporate purposes, such as further acquisitions, debt repayment, working capital, and capital expenditures.
- 6The company's By-Laws were amended on March 30, 2020, to clarify procedures for stockholder meetings, voting standards, and notification requirements.
- 7Amendments to the By-Laws include provisions for remote participation in meetings and updates to comply with Delaware General Corporation Law.