STOCK TITAN

Danaher (NYSE: DHR) issues long-dated CHF senior notes for general purposes

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Danaher Corporation has created new long-term debt through a private placement of multiple Swiss franc–denominated senior notes issued by wholly owned subsidiary DH Masi Finance Inc. and guaranteed by Danaher. The company sold CHF 119,500,000 of 1.65% Series A Notes due June 3, 2031 and CHF 137,410,000 of 1.88% Series B Notes due June 3, 2033, alongside larger tranches maturing between 2036 and 2056 at fixed interest rates ranging from 2.10% to 2.51% per year. Interest is payable semi-annually on June 3 and December 3, starting December 3, 2026. Net proceeds are expected to be used for general corporate purposes, including working capital, acquisitions and share repurchases.

Positive

  • None.

Negative

  • None.

Insights

Danaher adds long-dated CHF debt via privately placed senior notes.

Danaher and subsidiary DH Masi Finance Inc. issued several unsecured senior note series in Swiss francs to institutional investors under a note purchase and guaranty agreement. Fixed coupons range from 1.65% to 2.51%, with maturities from 2031 to 2056.

The notes are fully and unconditionally guaranteed by Danaher and include customary covenants and events of default, consistent with its existing credit facilities. This structure suggests alignment with the company’s broader debt framework while extending its maturity profile in a foreign currency.

Proceeds are earmarked for general corporate purposes, including working capital, acquisitions and share repurchases. Actual balance sheet and shareholder impacts will depend on how Danaher allocates these funds and how the new CHF obligations fit with future financing activities disclosed in subsequent filings.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Series A Notes CHF 119,500,000 at 1.65% Senior Notes due June 3, 2031
Series B Notes CHF 137,410,000 at 1.88% Senior Notes due June 3, 2033
Series C Notes CHF 221,300,000 at 2.10% Senior Notes due June 3, 2036
Series D Notes CHF 372,660,000 at 2.25% Senior Notes due June 3, 2038
Series E Notes CHF 648,010,000 at 2.38% Senior Notes due June 3, 2041
Series F Notes CHF 502,060,000 at 2.51% Senior Notes due June 3, 2046
Series G Notes CHF 382,000,000 at 2.50% Senior Notes due June 3, 2056
Interest payments Semi-annual June 3 and December 3, starting December 3, 2026
note purchase and guaranty agreement financial
"entered into a note purchase and guaranty agreement among the Company, the Issuer and the institutional accredited investors"
senior notes financial
"aggregate principal amount of the Issuer’s 1.65% Senior Notes, Series A"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
off-balance sheet arrangement financial
"CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT"
An off-balance sheet arrangement is a financial commitment or asset that a company keeps out of its main financial statements so it does not show up as a direct asset or liability. Think of it like renting equipment or using a separate storage locker instead of putting the item in your home: the economic effects exist, but they aren’t listed on the company’s primary balance sheet. Investors care because these arrangements can hide risks, obligations or sources of cash flow that affect a company’s true financial strength and future performance.
private placement financial
"in an offering exempt from the registration requirements of the Securities Act of 1933, as amended"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
affirmative and negative covenants financial
"including, without limitation, affirmative and negative covenants, events of default, prepayment"
unsecured obligations financial
"The Notes are unsecured obligations of the Issuer and are fully and unconditionally guaranteed"
Unsecured obligations are debts or promises to pay that are not backed by specific collateral, like a loan made on an IOU rather than with a pledged asset. They matter to investors because, in a default or bankruptcy, holders of unsecured obligations are paid after secured creditors and therefore face higher risk of loss; that higher risk typically leads to higher interest rates and influences a borrower's credit cost and investment returns.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 3, 2026

 

 

 

LOGO

DANAHER CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-08089   59-1995548
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

2200 Pennsylvania Avenue, N.W.,

Suite 800W

 
Washington, DC   20037-1701
(Address of Principal Executive Offices)   (Zip Code)

202-828-0850

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common stock, $0.01 par value   DHR   New York Stock Exchange
0.200% Senior Notes due 2026   DHR/26   New York Stock Exchange
2.100% Senior Notes due 2026   DHR 26   New York Stock Exchange
1.200% Senior Notes due 2027   DHR/27   New York Stock Exchange
0.450% Senior Notes due 2028   DHR/28   New York Stock Exchange
Floating Rate Senior Notes due 2028   DHR 28   New York Stock Exchange
2.500% Senior Notes due 2030   DHR 30   New York Stock Exchange
3.250% Senior Notes due 2030   DHR 30A   New York Stock Exchange
0.750% Senior Notes due 2031   DHR/31   New York Stock Exchange
3.625% Senior Notes due 2034   DHR 34   New York Stock Exchange
4.000% Senior Notes due 2038   DHR 38   New York Stock Exchange
1.350% Senior Notes due 2039   DHR/39   New York Stock Exchange
1.800% Senior Notes due 2049   DHR/49   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

Reference is made to the disclosure set forth under Item 8.01 below, which is incorporated herein by reference.

ITEM 8.01 OTHER EVENTS.

On June 3, 2026, Danaher Corporation, a Delaware corporation (the “Company”), and its wholly owned subsidiary DH Masi Finance Inc., a Delaware corporation (the “Issuer”), entered into a note purchase and guaranty agreement among the Company, the Issuer and the institutional accredited investors named therein (the “Note Purchase Agreement”), relating to the issuance and sale of (i) CHF 119,500,000 aggregate principal amount of the Issuer’s 1.65% Senior Notes, Series A due June 3, 2031 (the “Series A Notes”), (ii) CHF 137,410,000 aggregate principal amount of the Issuer’s 1.88% Senior Notes, Series B due June 3, 2033 (the “Series B Notes”), (iii) CHF 221,300,000 aggregate principal amount of the Issuer’s 2.10% Senior Notes, Series C due June 3, 2036 (the “Series C Notes”), (iv) CHF 372,660,000 aggregate principal amount of the Issuer’s 2.25% Senior Notes, Series D due June 3, 2038 (the “Series D Notes”), (v) CHF 648,010,000 aggregate principal amount of the Issuer’s 2.38% Senior Notes, Series E due June 3, 2041 (the “Series E Notes”), (vi) CHF 502,060,000 aggregate principal amount of the Issuer’s 2.51% Senior Notes, Series F due June 3, 2046 (the “Series F Notes”), and (vii) CHF 382,000,000 aggregate principal amount of the Issuer’s 2.50% Senior Notes, Series G due June 3, 2056 (the “Series G Notes” collectively with the Series A Notes, the Series B Notes, the Series C Notes, the Series D Notes, the Series E Notes and the Series F Notes, the “Notes”) in an offering exempt from the registration requirements of the Securities Act of 1933, as amended. Closing of the issuance and sale of the Notes occurred on June 3, 2026. The net proceeds from the sale of the Notes are expected to be used for general corporate purposes of the Company and the Issuer (including working capital expenditures, acquisitions and share repurchases).

The Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants, events of default, prepayment and other standard terms and conditions, many of which are generally consistent with terms and conditions of the Company’s other debt obligations, including, but not limited to, those under its existing credit facilities.

The Series A Notes will mature on June 3, 2031 and bear a fixed interest rate of 1.65% per year. The Series B Notes will mature on June 3, 2033 and bear a fixed interest rate of 1.88% per year. The Series C Notes will mature on June 3, 2036 and bear a fixed interest rate of 2.10% per year. The Series D Notes will mature on June 3, 2038 and bear a fixed interest rate of 2.25% per year. The Series E Notes will mature on June 3, 2041 and bear a fixed interest rate of 2.38% per year. The Series F Notes will mature on June 3, 2046 and bear a fixed interest rate of 2.51% per year. The Series G Notes will mature on June 3, 2056 and bear a fixed interest rate of 2.50% per year. Interest on each series of Notes is payable semi-annually on June 3 and December 3 of each year, commencing December 3, 2026. The Notes are unsecured obligations of the Issuer and are fully and unconditionally guaranteed by the Company.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 3, 2026

 

DANAHER CORPORATION

/s/ James F. O’Reilly

Name: James F. O’Reilly
Title: Senior Vice President, Secretary and Deputy General Counsel

FAQ

What new debt did Danaher (DHR) issue on June 3, 2026?

Danaher and its subsidiary issued multiple CHF-denominated senior notes to institutional investors, including 1.65% Series A Notes due 2031 and 1.88% Series B Notes due 2033, under a private note purchase and guaranty agreement.

What are the interest rates and maturities of Danaher’s new CHF notes?

The new notes carry fixed coupons from 1.65% to 2.51% per year, with maturities on June 3 of 2031, 2033, 2036, 2038, 2041, 2046 and 2056, providing staggered long-term funding in Swiss francs.

How will Danaher (DHR) use the proceeds from the new senior notes?

Danaher expects to use the net proceeds for general corporate purposes of the company and the issuer, including working capital expenditures, acquisitions and share repurchases, giving the company broad flexibility in deploying the new capital.

Are Danaher’s new CHF senior notes secured or unsecured?

The CHF senior notes are unsecured obligations of DH Masi Finance Inc. and are fully and unconditionally guaranteed by Danaher Corporation, aligning them with typical senior unsecured corporate debt structures used in private placements.

How often will Danaher pay interest on the new CHF notes?

Interest on each series of the new CHF senior notes is payable semi-annually on June 3 and December 3 each year, starting on December 3, 2026, creating a predictable fixed coupon payment schedule for investors.

What covenants apply to Danaher’s new CHF senior notes?

The note purchase and guaranty agreement includes customary affirmative and negative covenants, events of default, prepayment provisions and other standard terms, generally consistent with those in Danaher’s existing credit facilities and other debt obligations.

Filing Exhibits & Attachments

4 documents