WALTHAM, Mass., May 27, 2026 /PRNewswire/ -- Veralto Corporation (NYSE:VLTO) ("Veralto") announced today that it has priced an offering of $725,000,000 of 4.850% senior notes due 2032 (the "notes") at an offering price of 99.996% of the principal amount (the "Offering").

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The Offering is expected to close on or about June 1, 2026, subject to the satisfaction of customary closing conditions. The notes will pay interest on a semi-annual basis.

Veralto estimates that the net proceeds from the sale of the notes in the Offering will be approximately $720.6 million, after deducting the underwriting discount but before deducting estimated offering expenses payable by Veralto. Veralto intends to use the net proceeds from the sale of the notes for general corporate purposes, which may include, without limitation, refinancing of outstanding indebtedness, working capital, capital expenditures and satisfaction of other obligations.

The joint book-running managers for the Offering are BofA Securities, Inc., Citigroup Global Markets Inc., and J.P. Morgan Securities LLC.

The Offering is being made pursuant to an effective registration statement on Form S-3ASR (File No. 333-282816) filed by Veralto with the U.S. Securities and Exchange Commission (the "SEC") on October 24, 2024 and only by means of a prospectus supplement and accompanying prospectus. A preliminary prospectus supplement and an issuer free writing prospectus have been filed, and a prospectus supplement relating to the Offering will be filed, with the SEC, to which this communication relates. Prospective investors should read the issuer free writing prospectus, preliminary prospectus supplement and accompanying prospectus forming a part of that registration statement and the other documents that Veralto has filed with the SEC for more complete information about Veralto and the Offering. These documents are available at no charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Veralto, the underwriters or any dealer participating in the Offering will arrange to send you the prospectus and the prospectus supplement if you request it by calling BofA Securities, Inc. toll-free at 1-800-294-1322, Citigroup Global Markets Inc. toll-free at 1-800-831-9146, or J.P. Morgan Securities LLC collect at 1-212-834-4533.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the notes, nor shall there be any offer, solicitation or sale of the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Veralto

Veralto is a global leader in essential technology solutions with a proven track record of solving some of the most complex challenges we face as a society. Veralto's industry-leading companies with globally recognized brands help billions of people around the world access clean water, safe food and trusted essential goods. Headquartered in Waltham, Massachusetts, Veralto's global team of approximately 17,000 associates is committed to making an enduring positive impact on our world and united by a powerful purpose: Safeguarding the World's Most Vital Resources™.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements about timing and completion of the Offering and Veralto's intended use of proceeds therefrom. These statements involve a number of risks and uncertainties that could cause actual results to differ materially from currently anticipated results, including risks and uncertainties relating to capital markets conditions and completion of the Offering. Additional important factors and information regarding Veralto's business that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in the "Risk Factors" section of the prospectus and the preliminary prospectus supplement related to the Offering and in Veralto's SEC filings, including the "Risk Factors" sections of Veralto's 2025 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the first quarter of 2026 and the other documents incorporated by reference into the prospectus and prospectus supplement, which are on file with the SEC and available in the "Investors" section of Veralto's website under the heading "SEC Filings & Financial Reports." While Veralto may elect to update forward-looking statements at some point in the future, Veralto specifically disclaims any obligation to do so, even if circumstances change and, therefore, you should not rely on these forward-looking statements as representing Veralto's views as of any date subsequent to today.

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Veralto Announces Pricing of Senior Notes Offering