DANAHER CORPORATION Offer to Exchange Up to 127,868,000 Shares of Common Stock of ENVISTA HOLDINGS CORPORATION Which are Owned by Danaher Corporation for Outstanding Shares of Common Stock of DANAHER CORPORATION THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON DECEMBER 13, 2019, UNLESS THE EXCHANGE OFFER IS EXTENDED OR TERMINATED. Danaher Corporation, a Delaware corporation (“Danaher”), is offering to exchange (the “Exchange Offer”) up to an aggregate of 127,868,000 shares of common stock, par value $0.01 per share (“Envista Common Stock”), of Envista Holdings Corporation, a Delaware corporation (“Envista”), for outstanding shares of common stock of Danaher (“Danaher Common Stock”) that are validly tendered and not validly withdrawn. This Exchange Offer is designed to permit you to exchange your shares of Danaher Common Stock for shares of Envista Common Stock at a 7% discount to the per-share value of Envista Common Stock, calculated as set forth in this prospectus subject to the upper limit described below. For each $100 of Danaher Common Stock accepted in this Exchange Offer, you will receive approximately $107.53 of Envista Common Stock, subject to an upper limit of 5.5784 shares of Envista Common Stock per share of Danaher Common Stock. This Exchange Offer does not provide for a lower limit or minimum exchange ratio. See “The Exchange Offer—Terms of the Exchange Offer.” IF THE UPPER LIMIT IS IN EFFECT AT THE TIME OF THE DETERMINATION OF THE FINAL EXCHANGE RATIO, THE FINAL EXCHANGE RATIO WILL BE FIXED AT THE UPPER LIMIT, AND UNLESS YOU PROPERLY WITHDRAW YOUR SHARES, YOU MAY RECEIVE LESS THAN $107.53 OF ENVISTA COMMON STOCK FOR EACH $100 OF DANAHER COMMON STOCK THAT YOU TENDER, AND YOU COULD RECEIVE MUCH LESS. The value of the two stocks for purposes of the preceding paragraph and this Exchange Offer will be determined by reference to the simple arithmetic average of the daily volume-weighted average prices (“VWAPs”) of Danaher Common Stock (the “Average Danaher Price”) and Envista Common Stock (the “Average Envista Price”) on the New York Stock Exchange (“NYSE”) during the three consecutive trading days ending on and including the second trading day immediately preceding the expiration date of the Exchange Offer (the “Averaging Dates” and this three-day period, the “Averaging Period”), which, if the Exchange Offer is not extended or terminated, would be December 9, 10 and 11, 2019. See “The Exchange Offer—Terms of the Exchange Offer.” Danaher Common Stock and Envista Common Stock are listed on the NYSE under the symbols “DHR” and “NVST,” respectively. The reported last sale prices of Danaher Common Stock and Envista Common Stock on the NYSE on November 14, 2019 were $136.15 and $28.38 per share, respectively. The indicative exchange ratio that would have been in effect following the official close of trading on the NYSE on November 14, 2019, based on the VWAPs of Danaher Common Stock and Envista Common Stock on November 12, 13 and 14, 2019, would have provided for 5.1520 shares of Envista Common Stock to be exchanged for every share of Danaher Common Stock accepted. The final exchange ratio, including whether the upper limit on the number of shares that can be received for each share of Danaher Common Stock tendered is in effect, will be announced by 5:30 p.m., New York City time, on the second trading day immediately preceding the expiration date of the Exchange Offer (which date, if the Exchange Offer is not extended or terminated, would be December 11, 2019). At such time, the final exchange ratio will be available at http://investors.danaher.com/envista-exchange-offer and from the information agent, Okapi Partners LLC, at 877-566-1922 (toll-free for stockholders, banks and brokers) or +1-212-297-0720 (all others outside the U.S.). Throughout the Exchange Offer, indicative exchange ratios (calculated in the manner described in this prospectus) also will be available on that website and from the information agent. You should read carefully the terms and conditions of the Exchange Offer described in this prospectus. None of Danaher, Envista or any of their respective directors or officers or any of the dealer managers makes any recommendation as to whether you should tender all, some or none of your shares of Danaher Common Stock. You must make your own decision after reading this document and consulting with your advisors. Danaher’s obligation to exchange shares of Envista Common Stock for shares of Danaher Common Stock is subject to the conditions listed under “The Exchange Offer—Conditions to Completion of the Exchange Offer.” See “Risk Factors” beginning on page 24 for a discussion of factors that you should consider in connection with the Exchange Offer. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities to be exchanged under this prospectus or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The dealer managers for the Exchange Offer are: Goldman Sachs & Co. LLC J.P. Morgan The date of this prospectus is December 9, 2019. TABLE OF CONTENTS INCORPORATION BY REFERENCE .............................................................................................................................. iii QUESTIONS AND ANSWERS ABOUT THE EXCHANGE OFFER.............................................................................. 1 SUMMARY ........................................................................................................................................................................ 10 RISK FACTORS................................................................................................................................................................. 24 CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS ............................................. 50 THE TRANSACTION........................................................................................................................................................ 51 THE EXCHANGE OFFER ................................................................................................................................................ 54 DANAHER CORPORATION UNAUDITED PRO FORMA CONSOLIDATED CONDENSED FINANCIAL STATEMENTS ................................................................................................................................................................... 69 ENVISTA HOLDINGS CORPORATION UNAUDITED PRO FORMA CONSOLIDATED AND COMBINED CONDENSED FINANCIAL STATEMENTS.................................................................................................................... 77 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF ENVISTA ............................................................................................................................................ 82 BUSINESS OF ENVISTA.................................................................................................................................................. 106 MANAGEMENT OF ENVISTA........................................................................................................................................ 126 EXECUTIVE AND DIRECTOR COMPENSATION........................................................................................................ 132 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT OF DANAHER AND ENVISTA............................................................................................................................................................................ 159 AGREEMENTS BETWEEN DANAHER AND ENVISTA AND OTHER RELATED PERSON TRANSACTIONS.... 162 DESCRIPTION OF CAPITAL STOCK OF ENVISTA ..................................................................................................... 170 COMPARISON OF STOCKHOLDER RIGHTS............................................................................................................... 174 DESCRIPTION OF CERTAIN INDEBTEDNESS OF ENVISTA .................................................................................... 180 SHARES ELIGIBLE FOR FUTURE SALE ...................................................................................................................... 181 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES ................................................................................... 182 LEGAL MATTERS............................................................................................................................................................. 185 EXPERTS............................................................................................................................................................................ 185 INDEX TO FINANCIAL STATEMENTS AND SCHEDULE .......................................................................................... F-1 This prospectus incorporates by reference important business and financial information about Danaher from documents filed with the Securities and Exchange Commission (the “SEC”) that have not been included herein or delivered herewith. This information is available without charge at the website that the SEC maintains at http:// www.sec.gov, as well as from other sources. See “Incorporation by Reference.” In addition, you may ask any questions about the Exchange Offer or request copies of the Exchange