Fortive Corporation (“Fortive”) (NYSE: FTV) announced today the closing
of its underwritten public offering of 1,380,000 shares, or $1.38
billion aggregate liquidation preference, of its 5.00% Mandatory
Convertible Preferred Stock, Series A, par value $0.01 per share
(“mandatory convertible preferred stock”). The shares of mandatory
convertible preferred stock sold in the offering include 180,000 shares
(“option shares”), or $180.0 million aggregate liquidation preference,
issued upon the exercise in full of the underwriters’ over-allotment
option.
The net proceeds from the sale of the shares of the mandatory
convertible preferred stock, including the option shares, are
approximately $1.34 billion, after deducting the underwriting discounts
and commissions and estimated offering costs payable by Fortive.
Morgan Stanley & Co. LLC, UBS Investment Bank and BofA Merrill Lynch
acted as joint book-running managers for the offering. In addition,
Barclays, Citigroup, Goldman Sachs & Co. LLC and US Bancorp also acted
as joint book-running managers for the offering.
The prospectus and the final prospectus supplement related to the
offering and the other documents that Fortive has filed with the SEC
that are incorporated by reference in the final prospectus supplement
and the prospectus provide more complete information about Fortive and
the offering. These documents are available at no charge by visiting
EDGAR on the SEC website at www.sec.gov.
Alternatively, the prospectus and final prospectus supplement relating
to the offering may be obtained from the Morgan Stanley Prospectus
Department at Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180
Varick Street, 2nd Floor, New York, NY 10014 or from the UBS Investment
Bank Prospectus Department at UBS Investment Bank, Attn: UBS Prospectus
Dept., 1285 Avenue of the Americas 25th Floor, New York, NY 10019 or by
calling toll-free 888-827-7275 or from the BofA Merrill Lynch Prospectus
Department at BofA Merrill Lynch, Attn: Prospectus Department, 200 North
College Street, 3rd Floor, Charlotte, NC 28255-0001 or dg.prospectus_requests@baml.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the shares of mandatory convertible
preferred stock, nor shall there be any offer, solicitation or sale of
the shares of mandatory convertible preferred stock in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
Fortive Corporation
Lisa Curran, 425-446-5000
Vice President, Investor Relations
6920 Seaway Boulevard
Everett, WA 98203