Davis Polk & Wardwell advised J.P. Morgan Securities Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. Incorporated as joint book-running managers on a $500 million SEC-registered debt offering by Beckman Coulter, Inc., comprised of $250 million of 6% senior notes due 2015 and $250 million of 7% senior notes due 2019.

Davis Polk also advised Morgan Stanley & Co. Incorporated and Goldman, Sachs & Co. as joint book-running managers on an approximately $250 million SEC-registered offering by Beckman Coulter of 4,722,989 shares of common stock, including 222,989 shares pursuant to the underwriters’ partial exercise of their over-allotment option. All shares in the offering were sold to the underwriters pursuant to forward sale agreements entered into between Beckman Coulter and each of Morgan Stanley & Co. International plc and Goldman, Sachs & Co.

The senior notes offering closed on May 21, and the common stock offering closed on May 26, 2009.

Based in Fullerton, California, Beckman Coulter is a leading developer, manufacturer and marketer of products that simplify, automate and innovate complex biomedical testing. The company expects to use the proceeds of the offerings to finance in part its acquisition of the diagnostic systems portion of Olympus Corporation’s life science business.

The Davis Polk corporate team included partner Bruce K. Dallas and associates Jeffrey Gould, Vincent T. Cannon and Nicholas M. Janof. Partner Mark M. Mendez and associate Marcel Fausten of the New York office provided equity derivatives advice in connection with the forward sale agreements. Partner Rachel D. Kleinberg and associate M. Ryan LaRosa provided tax advice. The intellectual property team included associates Emma Maconick (admitted only in the High Court of New Zealand and the Supreme Court of England and Wales) and Vishnu Reddy. Karla K. Rogers and Michael Rhodes were the legal assistants on the transaction. Except as noted above, all members of the Davis Polk team are based in the Menlo Park office.