Cleary Gottlieb is representing the initial purchasers, led by BofA Securities and Morgan Stanley, in an offering by GE Healthcare Holding LLC (GE HealthCare), a subsidiary of General Electric Company (GE), of $1 billion aggregate principal amount of 5.55% senior notes due 2024, $1.5 billion aggregate principal amount of 5.6% senior notes due 2025, and $1.75 billion aggregate principal amount of 5.65% senior notes due 2027 (collectively, the new money notes), and $1.25 billion aggregate principal amount of 5.857% senior notes due 2030, $1.75 billion aggregate principal amount of 5.905% senior notes due 2032, and $1 billion aggregate principal amount of 6.377% senior notes due 2052 (collectively, the SpinCo debt securities).
The notes are being offered as part of the financing for the proposed spin-off of GE HealthCare from GE, which is expected to be completed in the first week of January 2023. GE HealthCare intends to distribute the net proceeds from the offering of the new money notes to GE prior to the consummation of the spin-off.
The SpinCo debt securities will initially be issued by GE HealthCare to GE and are expected to be transferred and delivered by GE to BofA Securities and Morgan Stanley, as selling securityholders in the offering, in satisfaction of certain debt obligations of GE in connection with the spin-off.
The notes will be guaranteed by GE until the completion of the spin-off and were offered for sale in the United States pursuant to Rule 144A and outside of the United States pursuant to Regulation S. The offering priced on November 9, 2022, and is expected to close on November 22, 2022.
GE HealthCare is a leading global medical technology, pharmaceutical diagnostics, and digital solutions innovator with over 51,000 employees and more than 125 years of experience in the global health care industry.