ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On
The Notes were sold pursuant to an Underwriting Agreement, dated
The Notes were issued under an Indenture, dated
The Notes will bear interest at a rate of 0.600% per year. Interest on the Notes
is payable on each
Prior to
The Company expects to receive net proceeds of approximately
The Company may issue additional debt from time to time pursuant to the
Indenture. The Indenture contains covenants that limit the Company's ability to,
among other things, incur certain liens securing indebtedness, engage in certain
sale and leaseback transactions, and enter into certain consolidations, mergers,
conveyances, transfers or leases of all or substantially all of the Company's
assets. Subject to certain limitations, in the event of the occurrence of both
(1) a change of control of the Company and (2) a downgrade of the Notes below
investment grade rating by both
The foregoing description of the Underwriting Agreement, Base Indenture and the Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the full text of such documents, which are filed as Exhibits 1.1, 4.1 and 4.2 hereto, respectively, and incorporated herein by reference.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
The information set forth in Item 1.01 above with respect to the Notes is hereby incorporated by reference into this Item 2.03, insofar as it relates to the creation of a direct financial obligation.
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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description 1.1 Underwriting Agreement, datedNovember 18, 2020 , betweenStryker Corporation andCitigroup Global Markets Inc. ,BofA Securities, Inc. andWells Fargo Securities, LLC , as underwriters. 4.1 Indenture, datedJanuary 15, 2010 , betweenStryker Corporation andU.S. Bank National Association , as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K, datedJanuary 15, 2010 (Commission File No. 000-09165)). 4.2 Twenty-Fifth Supplemental Indenture (including the form of the note), datedNovember 23, 2020 , betweenStryker Corporation andU.S. Bank National Association , as trustee. 5.1 Opinion ofSullivan & Cromwell LLP regarding the validity of the Notes. 5.2 Opinion ofWarner Norcross + Judd LLP regarding the validity of the Notes. 23.1 Consent ofSullivan & Cromwell LLP (included as part of Exhibit 5.1). 23.2 Consent ofWarner Norcross + Judd LLP (included as part of Exhibit 5.2). 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).
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