8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) July 9, 2013

Danaher Corporation

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-08089	59-1995548
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
2200 Pennsylvania Avenue, NW, Suite 800W, Washington, D.C.		20037-1701
(Address of Principal Executive Offices)		(Zip Code)

202-828-0850

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 9, 2013, Danaher Corporation issued a press release regarding the Company’s diluted net earnings per share and core revenue growth performance for the second quarter of 2013. A copy of the release is furnished herewith as Exhibit 99.1 and incorporated by reference herein. In addition, on July 9, 2013, Danaher held a public analyst and investor conference call and on that call provided certain additional details regarding the Company’s financial results for the second quarter of 2013. The portion of the conference call transcript relating to the Company’s second quarter 2013 financial results is furnished herewith as Exhibit 99.2 and incorporated by reference herein. This Current Report on Form 8-K and the press release and transcript excerpt attached hereto are being furnished by Danaher pursuant to Item 2.02 of Form 8-K.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM  9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits:

Exhibit No.	Description
99.1	Press release — “Danaher Comments on Financial Performance”
99.2	Excerpt from transcript of July 9, 2013 public analyst and investor conference call

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DANAHER CORPORATION
By:	/s/ Daniel L. Comas
	Name:  Daniel L. Comas
	Title:    Executive Vice President and Chief              Financial Officer

Dated: July 10, 2013

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release — “Danaher Comments on Financial Performance”
99.2	Excerpt from transcript of July 9, 2013 public analyst and investor conference call

EX-99.1

Exhibit 99.1

DANAHER COMMENTS ON FINANCIAL PERFORMANCE

WASHINGTON, D.C., July 9, 2013 — Danaher Corporation (NYSE:DHR) announced that it will comment today on the Company’s second quarter 2013 financial performance in a presentation at its Investor and Analyst Meeting in Wood Dale, Illinois. The Company will communicate that its second quarter 2013 diluted net earnings per share and core revenue growth are anticipated to be slightly above the high end of the previously announced forecasted ranges of $0.80-0.85 and 1-2%, respectively.

As previously announced, the Company will hold its quarterly earnings conference call for the second quarter of 2013 on Thursday, July 18, 2013 at 8:00 a.m. EDT.

* * *

Danaher is a science and technology leader that designs, manufactures, and markets innovative products and services to professional, medical, industrial, and commercial customers. Our premier brands are among the most highly recognized in each of the markets we serve. The Danaher Business System provides a foundation to our 63,000 associates around the world, serving customers in more than 125 countries. In 2012, we generated $18.3 billion of revenue. For more information please visit our website: www.danaher.com.

Statements in this release that are not strictly historical, including the statements regarding the Company’s anticipated diluted net earnings per share and core revenue growth for the second quarter 2013 and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, are “forward-looking” statements within the meaning of the federal securities laws. There are a number of important factors that could cause actual results, developments and business decisions to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These factors include, among other things, deterioration of or instability in the economy and financial markets, the impact of our restructuring activities on our ability to grow, contractions or growth rates and cyclicality of markets we serve, competition, our ability to develop and successfully market new products and technologies and expand into new markets, the potential for improper conduct by our employees, agents or business partners, our ability to successfully identify, consummate and integrate appropriate acquisitions, contingent liabilities relating to acquisitions and divestures, our compliance with applicable laws and regulations (including regulations relating to medical devices and the healthcare industry) and changes in applicable laws and regulations, our ability to effectively address cost reduction and other changes in the healthcare industry, risks relating to potential impairment of goodwill and other long-lived assets, currency exchange rates, tax audits and changes in our tax rate and income tax liabilities, litigation and other contingent liabilities including intellectual property and environmental, health and safety matters, risks relating to product defects and recalls, risks relating to product manufacturing, the impact of our debt obligations on our operations, our relationships with and the performance of our channel partners, commodity costs and surcharges, our ability to adjust purchases and manufacturing capacity to reflect market conditions, labor matters, international economic, political, legal and business factors, disruptions relating to man-made and natural disasters, security breaches or other disruptions of our information technology systems and pension plan costs. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our 2012 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the first quarter of 2013. These forward-looking statements speak only as of the date of this release and the Company does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.

Please contact:

Matt R. McGrew

Vice President, Investor Relations

Danaher Corporation

2200 Pennsylvania Ave, NW

Suite 800W

Washington, D.C. 20037

Telephone:      (202) 828-0850

Fax:                 (202) 828-0860

EX-99.2

Exhibit 99.2

Danaher Corporation Analyst and Investor Conference Call held July 9, 2013

Transcript Excerpt

Daniel L. Comas – Chief Financial Officer and Executive Vice President

Good afternoon, everyone. Just a little bit of quick update on our press release this morning. I’m sure you all saw it. We announced that we expected that our EPS to be slightly above our guidance of $0.80 to $0.85, with our core growth to be slightly above our guidance again of 1% to 2%.

Don’t have a lot of detail at this point, but kind of what we know, 3 of the 5 segments came in largely as we expected. The 2 segments that came in a little better than we thought, one was environmental, where both our Hach business, our big water business, and our Gilbarco business had strength through the quarter and it continued through June and did quite well; and our Life Science & Diagnostic business, particularly our Beckman diagnostic business, had a very solid quarter organically. So those 2 segments that we thought would be about low single-digit organic growth in the quarter both ended up mid single digit. We’ll be talking about PID today. They came in mid single-digit for the second quarter. That was largely in line with expectations.

So in addition to the better performance on the top line, we had very good margin performance in the second quarter. Again, I don’t have all the detail by segments, but across the company, our gross margin on a reported basis will be up about 80, 90 basis points year-on-year. And our core operating margin, as you know, we report on that every quarter, that strips out all the acquisitions and divestitures during the previous 12 months. So an apples-to-apples look, our core operating margins were also up 90 basis points in the quarter. So that little better top line, better performance on the bottom line in terms of margin drove the beat in terms of EPS.

Don’t have any geographic detail at this point or trends. We don’t have any further update here on the second half. Again, we’ll be talking to you a week from Thursday to give you that more detail.