Danaher Issues €2.98 Billion of Notes, Redemption Linked to Masimo Deal

Context Danaher Corporation tapped the European debt market to fund its growth strategy and the planned purchase of Masimo Corp. The issuance comprised a €500 m floating‑rate tranche maturing in 2028 and three fixed‑rate tranches: €750 m at 3.250% due 2030, €750 m at 3.625% due 2034, and €1 bn at 4.000% due 2038. Interest on the floating notes will be paid quarterly, while the fixed notes carry annual payments.

Key Facts - The floating‑rate notes mature on April 29 2028; the 2030, 2034 and 2038 notes mature on the same calendar day in their respective years. - Before each “Par Call Date” (one month before the 2030 maturity, three months before the 2034 and 2038 maturities), Danaher may redeem any fixed‑rate series at the greater of 100% of principal or the discounted present value of remaining payments plus a spread of 10‑15 basis points (a basis point is one‑hundredth of a percent). - After a Par Call Date, the company can also redeem at 100% of principal plus accrued interest. - If the Masimo acquisition does not close or is terminated before November 16 2026, Danaher must redeem all fixed‑rate notes in full on a mandatory redemption date at 101% of principal plus accrued interest. - A change‑of‑control event also gives noteholders the right to force repurchase at the same 101% price.

What It Means The debt package gives Danaher immediate capital while locking in relatively low coupon rates for long‑dated obligations. The optional call feature lets the firm refinance if market rates fall, but the mandatory redemption clause adds a penalty if the Masimo deal collapses. Investors in the fixed‑rate notes face a modest upside—101% redemption—should the merger fall through, effectively providing a small cushion above face value.

The floating‑rate tranche, tied to a reference rate that will adjust quarterly, shields investors from interest‑rate risk but offers no redemption premium. Overall, the structure balances Danaher’s need for financing with protections for bondholders tied to the success of the Masimo acquisition.

Looking ahead, market participants will watch the progress of the Masimo merger and Danaher’s decisions around the upcoming Par Call Dates, as both will shape the timing and cost of the company’s debt repayment.