Danaher To Buy Pall Corp.; Danaher To Separate Into Two Independent Companies

(RTTNews) - Danaher Corp. (DHR) announced it has entered into a definitive merger agreement with Pall Corp. (PLL) pursuant to which Danaher will acquire all of the outstanding shares of Pall for $127.20 per share in cash, or a total enterprise value of approximately $13.8 billion, including assumed debt and net of acquired cash. The transaction is expected to be completed around the end of calendar year 2015.

Upon completion of the deal, Pall Corp. will operate as a subsidiary in Danaher's portfolio and will maintain its brand.

Danaher estimates the Pall Corp. acquisition will be approximately $0.40 accretive to non-GAAP, adjusted net earnings per share in 2016, excluding non-cash amortization, purchase accounting and transaction expenses.

Danaher also announced its intention to separate the company into two independent, publicly traded companies: a science and technology growth company, which will retain the Danaher name, and will include Pall Corporation; and a diversified industrial growth company, which will comprise Danaher's Test & Measurement Instruments platform including Matco, Gilbarco Veeder-Root, Automation and Sensors, as well as its other Specialty Industrial businesses.

Thomas Joyce, Jr. and Daniel Comas will continue to serve as President and CEO and Executive Vice President and CFO of Danaher, respectively, following the completion of the transaction. James Lico, currently Executive Vice President with responsibility for Danaher's Test & Measurement and Gilbarco Veeder-Root businesses, will become President and CEO of the new diversified industrial growth company upon separation.