Danaher (NYSE: DHR) secures $5B 364-day revolving credit facility
Rhea-AI Filing Summary
Danaher Corporation entered into a new $5.0 billion 364-day revolving credit facility with Bank of America, N.A. as administrative agent and a syndicate of lenders. The facility expires on April 15, 2027 and can be converted at that date into term loans maturing one year later upon payment of a 0.50% fee on outstanding loans and satisfaction of conditions.
Borrowings bear variable interest, with Term SOFR loans priced at Term SOFR plus 58.5–108.5 basis points and Base Rate loans priced using a base formula plus a margin of 0–8.5 basis points, in each case depending on Danaher’s long‑term debt credit rating. Danaher also pays a 4.0 basis point annual facility fee on total commitments. The unsecured facility includes a covenant requiring a Consolidated Leverage Ratio of 0.65 to 1.00 or less and customary restrictions and events of default.
Danaher intends to use the facility to provide liquidity support for its U.S. dollar‑denominated commercial paper program and for general corporate purposes.
Positive
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Negative
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Insights
Danaher adds a short-term $5B credit backstop with tight leverage covenant.
Danaher has arranged a $5.0 billion 364-day revolving credit facility, giving it committed short-term funding capacity. Pricing is tied to its long-term debt rating, with Term SOFR loans at Term SOFR plus 58.5–108.5 basis points and a small commitment fee.
The facility requires a Consolidated Leverage Ratio at or below 0.65 to 1.00, which sets a clear balance sheet constraint. Obligations are unsecured, and covenants limiting liens, major asset sales, and certain mergers are described as customary and include specified exceptions.
The company states it plans to use this facility mainly for liquidity support of its U.S. dollar commercial paper program and for general corporate purposes. Actual impact on leverage and interest expense will depend on future drawings and commercial paper activity disclosed in subsequent filings.
8-K Event Classification
Key Figures
Key Terms
364-day revolving credit facility financial
Term SOFR Loans financial
Base Rate Loans financial
Consolidated Leverage Ratio financial
events of default financial
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| ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
364-Day Revolving Credit Facility
On April 16, 2026, Danaher Corporation (“Danaher”) entered into a new $5.0 billion 364-day revolving credit facility (the “Credit Facility”) with Bank of America, N.A., as Administrative Agent, and a syndicate of lenders from time to time party thereto. The Credit Facility expires on April 15, 2027 (the “Scheduled Termination Date”). Danaher may elect, upon the payment of a fee equal to 0.50% of the principal amount of the loans then outstanding and upon the satisfaction of certain conditions, to convert any loans outstanding on the Scheduled Termination Date into term loans that are due and payable one year following the Scheduled Termination Date. The description of the Credit Agreement with respect to the Credit Facility (the “Credit Agreement”) set forth herein is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is attached as Exhibit 10.1 hereto and is incorporated by reference herein.
Borrowings under the Credit Facility bear interest as follows: (i) Term SOFR Loans (as defined in the Credit Agreement) bear interest at a variable rate equal to the Term SOFR (as defined in the Credit Agreement) plus a margin of between 58.5 and 108.5 basis points, depending on Danaher’s long-term debt credit rating; and (ii) Base Rate Loans (as defined in the Credit Agreement) bear interest at a variable rate equal to the highest of (a) the Federal funds rate (as published by the Federal Reserve Bank of New York from time to time) plus 1/2 of 1%, (b) Bank of America’s “prime rate” as publicly announced from time to time, (c) Term SOFR (based on one-month interest period plus 1%) and (d) 1.0%, plus in each case a margin of between 0 to 8.5 basis points depending on Danaher’s long-term debt credit rating. In addition, Danaher is required to pay a per annum facility fee of 4.0 basis points based on the aggregate commitments under the Credit Facility, regardless of usage.
The Credit Facility requires Danaher to maintain a Consolidated Leverage Ratio (as defined in the Credit Agreement) of 0.65 to 1.00 or less. Borrowings under the Credit Facility are prepayable at Danaher’s option at any time in whole or in part without premium or penalty.
Danaher’s obligations under the Credit Facility are unsecured. Danaher has unconditionally and irrevocably guaranteed the obligations of each of its subsidiaries in the event a subsidiary is named a borrower under the Credit Facility. The Credit Agreement contains customary representations, warranties, conditions precedent, events of default, indemnities and affirmative and negative covenants, including covenants that, among other things, restrict the ability of Danaher and certain of its subsidiaries to: incur liens; sell or otherwise dispose of all or substantially all of Danaher’s or any subsidiary borrower’s assets; enter into certain mergers or consolidations; and use proceeds of borrowings under the Credit Facility for other than permitted uses. These covenants are subject to a number of important exceptions and qualifications. Certain changes of control with respect to Danaher would constitute an event of default under the Credit Facility. Upon the occurrence and during the continuance of an event of default, the lenders may declare the outstanding advances and all other obligations under the Credit Agreement immediately due and payable.
Danaher intends to use the Credit Facility for liquidity support for Danaher’s U.S. dollar-denominated commercial paper program and for general corporate purposes.
| ITEM 2.03 | CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT |
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(c) Exhibits:
| Exhibit No. |
Description | |
| 10.1 | Credit Agreement, dated as of April 16, 2026, among Danaher Corporation, certain of its subsidiaries party thereto, Bank of America, N.A., as Administrative Agent, and the lenders referred to therein. | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DANAHER CORPORATION | ||||||
| Date: April 17, 2026 | By: | /s/ James F. O’Reilly | ||||
| Name: James F. O’Reilly Title: Senior Vice President, Secretary and Deputy General Counsel | ||||||