HOLOGIC INC 8-K

What Happened

• Hologic Inc. filed an 8-K on April 7, 2026 announcing the closing of a previously disclosed merger (the “Merger”). At the Closing Date the company appointed José (Joe) E. Almeida as its next Chief Executive Officer.
• Concurrent with closing, Hologic repaid and terminated its Amended and Restated Credit and Guaranty Agreement (originally dated October 3, 2017, with multiple amendments), releasing related liens and guarantees.
• The company also moved to fully redeem its outstanding 4.625% Senior Notes due 2028 ($400,000,000 principal) and 3.250% Senior Notes due 2029 ($950,000,000 principal). Funds sufficient to pay those redemptions were irrevocably deposited with the respective trustees at closing.

Key Details

• Merger closing and related filings reported on Form 8-K dated April 7, 2026; press release attached as Exhibit 99.1.
• CEO appointment: José (Joe) E. Almeida named Chief Executive Officer effective on the Closing Date.
• Debt actions: $400M of 2028 Notes and $950M of 2029 Notes are conditioned on the Merger and have been funded into trust with the trustees to effect full redemption at 100% of principal plus accrued interest.
• Credit facility: all outstanding principal, accrued interest, fees and amounts under the 2017 Amended and Restated Credit and Guaranty Agreement (and its later refinancing amendments) were repaid, liens released and commitments terminated.

Why It Matters

• Completion of the Merger and the appointment of a new CEO constitute a change in control and top executive leadership — material governance events investors should note.
• The funded redemptions and termination of the company’s credit facility materially alter Hologic’s debt profile and liquidity obligations by removing the listed 2028 and 2029 notes and ending the referenced bank commitments.
• The filing also includes corporate governance updates (amended certificate of incorporation and bylaws) and a Contingent Value Rights Agreement, which reflect post‑closing changes investors may want to review in the exhibits and the company press release for further details.