---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-26-005014"
form_type: "8-K"
ticker: "TMO"
cik: "0000097745"
company_name: "THERMO FISHER SCIENTIFIC INC."
filed_at: "2026-02-12T23:59:59+00:00"
generated_at: "2026-05-16T03:11:30.804604+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Thermo Fisher issues $3.8B in senior notes to partially fund Clario acquisition

## Summary
- Issued four tranches: $1B 4.215% Notes due 2031, $750M 4.550% due 2033, $1.3B 4.902% due 2036, $750M 5.546% due 2046.
- Net proceeds of ~$3.76B will be used to pay a portion of cash consideration for the pending Clario Holdings acquisition.
- Notes are senior unsecured obligations, redeemable at par after respective par call dates.
- Underwriters: Deutsche Bank Securities Inc., RBC Capital Markets, SMBC Nikko, Wells Fargo Securities.
- Clario acquisition subject to regulatory approvals and customary closing conditions.

## SEC filing metadata
- accession: 0001140361-26-005014
- form_type: 8-K
- ticker: TMO
- cik: 0000097745
- company_name: THERMO FISHER SCIENTIFIC INC.
- filed_at: 2026-02-12T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/97745/000114036126005014/0001140361-26-005014-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/97745/000114036126005014/ef20065513_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-26-005014
- JSON: https://secwatch.observer/filing/0001140361-26-005014.json
- Plain text: https://secwatch.observer/filing/0001140361-26-005014.txt

## Key facts
- Material Agreements
  THERMO FISHER SCIENTIFIC INC. entered into Indenture (Base Indenture dated November 20, 2009 and Thirtieth Supplemental Indenture dated February 12, 2026) with The Bank of New York Mellon Trust Company, N.A. valued at $3.8 billion aggregate principal amount of senior notes with interest rates from 4.215% to 5.546% an (effective 2026-02-12).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: The Bank of New York Mellon Trust Company, N.A.
  - Value: $3.8 billion aggregate principal amount of senior notes with interest rates from 4.215% to 5.546% an
  - Effective: 2026-02-12
  source text: On February 12, 2026, Thermo Fisher Scientific Inc. (the “Company”) issued $1,000,000,000 aggregate principal amount of 4.215% Senior Notes due 2031 (the “2031 Notes”), $750,000,000 aggregate principal amount of 4.550% Senior Notes due 2033 (the “2033 Notes”), $1,300,000,000 aggregate principal amount of 4.902% Senior Notes due 2036 (the “2036 Notes”) and $750,000,000 aggregate principal amount of 5.546% Senior Notes due 2046 (the “2046 Notes” and, collectively with the 2031 Notes, the 2033 Notes and the 2036 Notes, the “Notes”) in a public offering (the “Offering”) pursuant to a registration statement on Form S-3ASR (File No. 333- 285159) and a preliminary prospectus supplement and prospectus supplement related to the offering of the Notes, each as previously filed with the Securities and Exchange Commission. The Notes were issued under an indenture, dated as of November 20, 2009 (the “Base Indenture”) and the Thirtieth Supplemental Indenture, dated as of February 12, 2026 (the “Suppl
  evidence_url: https://www.sec.gov/Archives/edgar/data/97745/000114036126005014/0001140361-26-005014-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.