SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 2, 1999
DADE BEHRING INC.
(Exact name of registrant as specified in its charter)
Delaware 333-13523 36-3949533
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1717 Deerfield Road, Deerfield, Illinois 60015-0778
(Address of principal executive offices) (Zip Code)
Item 5 Other Events
The Registrant announced on July 2, 1999 that it has closed
on June 29, 1999 under a new $1.25 billion senior bank
credit facility which replaces its current senior bank
credit facility. The new senior bank credit facility
consists of (i) a $275 million A term loan faclity, (ii) a
$300 million B term loan facility, (iii) a $300 million C
term loan facility, (iv) a $225 million A revolving loan
facility and (v) a $150 million B revolving loan facility.
Of the $1.25 billion senior credit facility, the Registrant
will use the $875 million term loan facilities and
approximately $37.5 million of the A revolving loan facility
to retire its old credit facility and pay fees and expenses,
in an aggregate amount of approximately $492.5 million, and
to repurchase shares of common stock from certain stock-
holders of Dade Behring Holdings, Inc., in an aggregate
amount of approximately $420 million.
The Registrant is a wholly-owned suibsidiary of Dade Behring
Holdings, Inc. which announced that it has repurchased
shares of common stock from certain stockholders with the
result that Hoechst AG's economic ownership in Dade Behring
Holdings, Inc. has increased to approximately 50% while the
Bain Capital and Goldman Sachs & Co. investment funds
continue to hold voting control.
Item 7 Financial Statements, Pro Forma Financial Information and
Exhibits
(c) Exhibits
See Index to Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused
this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Dade Behring Inc.
(Registrant)
By: /s/ Glenn R. Richter
Name: Glenn R. Richter
Title: Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer of
Registrant
Dated: July 26, 1999.
Index to Exhibits
10.1 Credit Agreement dated as of June 29, 1999 by and
among Dade Behring Holdings, Inc., the Registrant,
Dade Behring Holdings GmbH, the lenders from time to
time a party thereto, Donaldson, Lufkin & Jenrette
Securities Corporation and Morgan Stanley Senior
Funding, Inc., as Co-Documentation Agents, Goldman
Sachs Credit Partners L.P., as Syndication Agent,
Co-Arranger and Co-Lead Book Runner, and Bankers
Trust Company, as Administrative Agent, Co-Arranger
and Co-Lead Book Runner.*
10.2 Pledge Agreement dated as of June 29, 1999 by and
between the Registrant and Bankers Trust Company, as
Collateral Agent.*
10.3 Amended and Restated Stockholders Agreement dated as
of April 14, 1999 by and among Dade Behring
Holdings, Inc., Hoechst AG and those investors
listed on the signature pages thereto.*
10.4 Recapitalization Agreement dated as of April 14,
1999 by and among Dade Behring Holdings, Inc.
Hoechst AG and those investors listed on the
signature pages thereto.*
99.1 Press Release related to the Dade Behring Holdings,
Inc. share repurchase program and the Dade Behring
Inc. proposed new senior bank credit facility.
* The Registrant agrees to furnish supplementally to
the Commission a copy of any omitted schedule or
exhibit to such agreement upon request by the
Commission.