Spin-off - Fortive Corp
Form Type: 8-K
Filing Date: 2025-05-28
Corporate Action: Spin-off
Type: New
Accession Number: 000110465925053582
Filing Summary: Fortive Corporation filed an 8-K on May 28, 2025, detailing the upcoming separation of its precision technologies segment through a distribution of 100% of the shares of its wholly owned subsidiary, Ralliant Corporation, to Fortive’s stockholders. As part of this corporate action, a temporary blackout will affect participants in the Fortive Corporation Retirement Savings Plan, meaning they will be unable to transfer funds into or out of the Fortive Stock Fund temporarily. The blackout is scheduled to begin on June 27, 2025, at 4:00 p.m. Eastern Time and end during the week of July 6, 2025. Fortive sent a Blackout Notice to its directors and Section 16 officers, informing them of the blackout and restrictions on trading in Fortive securities during this period. Specific provisions of the Sarbanes-Oxley Act and Regulation BTR will restrict trading for the company’s directors and officers while the blackout period is in effect.
Additional details:
Restringed Fields: blackout_start_date
Value: 2025-06-27T16:00:00Z
Restringed Fields: blackout_end_date
Value: 2025-07-06T00:00:00Z
Restringed Fields: blackout_notice_date
Value: 2025-05-28
Restringed Fields: subsidiary_name
Value: Ralliant Corporation
Restringed Fields: notification_type
Value: Blackout Notice
Restringed Fields: director_trading_restriction
Value: Prohibited from trading during blackout period
Restringed Fields: contact_person
Value: Daniel B. Kim
Restringed Fields: contact_position
Value: VP & Associate General Counsel and Secretary
Restringed Fields: contact_address
Value: 6920 Seaway Blvd, Everett, WA 98203
Form Type: 8-K
Filing Date: 2025-05-19
Corporate Action: Spin-off
Type: New
Accession Number: 000110465925050497
Filing Summary: On May 15, 2025, Fortive Corporation's wholly-owned subsidiary, Ralliant Corporation, entered into a credit agreement with a syndicate of banks for a total of $2.05 billion in credit facilities, consisting of a three-year $700 million senior unsecured delayed draw term loan, an eighteen-month $600 million senior unsecured delayed draw term loan, and a three-year $750 million senior unsecured multi-currency revolving credit facility. This financing is contingent upon the separation of Ralliant from Fortive, where shares of Ralliant are to be distributed to Fortive's stockholders. The Credit Agreement includes interest rates based on Term SOFR and Base rates, as well as facility fees and financial covenants. Ralliant intends to use the proceeds, in part, for a cash distribution to Fortive related to the transfer of assets and liabilities of Fortive’s Precision Technologies segment to Ralliant. Ralliant’s financial obligations under this arrangement are guaranteed by its subsidiaries, and the agreement contains various restrictions and covenants regarding Ralliant's operational activities.
Additional details:
Credit Facility Amount: $700 million
Credit Facility Type: Three-Year Term Loan
Credit Facility Amount: $600 million
Credit Facility Type: Eighteen Month Term Loan
Credit Facility Amount: $750 million
Credit Facility Type: Revolving Credit Facility
Rate Basis: Term SOFR
Conditional Terms: 3.50 to 1.00 or less
Form Type: 8-K
Filing Date: 2024-09-04
Corporate Action: Spin-off
Type: New
Accession Number: 000119312524213187
Filing Summary: The document discusses a proposed spin-off of Fortive Corporation's Precision Technologies segment into a separate publicly-traded company, referred to as NewCo. The spin-off is anticipated to be consummated in the fourth quarter of 2025.
Additional details:
Newco Cik: unknown
Parent Cik: 1659166
File Number: 001-37654
:
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