DANAHER CORP /DE/ 8-K

What Happened

• Danaher Corporation and its wholly owned subsidiary DH Masi Finance Inc. entered into a Note Purchase Agreement and closed a private placement on June 3, 2026, issuing CHF 2,382,940,000 aggregate principal amount of senior notes across seven series. The notes are unsecured obligations of the issuer and are fully and unconditionally guaranteed by Danaher. Net proceeds are expected to be used for general corporate purposes, including working capital, acquisitions and share repurchases.

Key Details

• Total issued: CHF 2,382,940,000 across seven series (A–G).
  • Series A: CHF 119,500,000, 1.65%, due June 3, 2031
  • Series B: CHF 137,410,000, 1.88%, due June 3, 2033
  • Series C: CHF 221,300,000, 2.10%, due June 3, 2036
  • Series D: CHF 372,660,000, 2.25%, due June 3, 2038
  • Series E: CHF 648,010,000, 2.38%, due June 3, 2041
  • Series F: CHF 502,060,000, 2.51%, due June 3, 2046
  • Series G: CHF 382,000,000, 2.50%, due June 3, 2056
• Interest: fixed rates paid semi‑annually on June 3 and December 3, commencing December 3, 2026.
• Offering: private placement exempt from Securities Act registration; Note Purchase Agreement contains customary covenants, events of default and prepayment provisions consistent with Danaher’s other debt.

Why It Matters

• This filing creates new direct financial obligations (Item 2.03) and increases Danaher’s funded debt by CHF 2.383 billion, which will affect the company’s leverage and debt maturity profile.
• The financing provides Danaher with multi‑year, low fixed‑rate funding (maturities from 2031 to 2056) to support general corporate needs, including potential acquisitions and share repurchases—actions that can influence capital allocation and investor returns.