Summary
Becton, Dickinson and Company (BDX) announced the issuance of €1 billion in aggregate principal amount of new notes, split between €500 million of 1.000% notes due December 15, 2022, and €500 million of 1.900% notes due December 15, 2026. These notes were issued in an underwritten public offering and an application will be made to list them on the New York Stock Exchange. The company has outlined redemption provisions for both note series, including options to redeem at certain times or under specific circumstances, such as a change in U.S. tax laws. Furthermore, the issuance includes provisions for noteholders to require the company to repurchase their notes at 101% of the principal amount in the event of a "Change of Control Triggering Event." The indenture also specifies events of default and potential acceleration of principal repayment, along with covenants related to mergers or asset sales. This filing primarily details the terms and conditions of this new debt financing.
Key Highlights
- 1BDX issued €1 billion in new debt: €500 million of 1.000% notes due 2022 and €500 million of 1.900% notes due 2026.
- 2The notes are part of an underwritten public offering and will be listed on the NYSE.
- 3The company retains the option to redeem the notes early under specific conditions, including at a premium to principal amount before maturity.
- 4A 'Change of Control Triggering Event' allows noteholders to sell their notes back to BDX at 101% of the principal amount.
- 5The issuance is governed by an indenture with standard provisions for interest and principal payment defaults.
- 6Events of default include failure to pay interest or principal, breaches of covenants, and bankruptcy proceedings.
- 7The indenture includes covenants that would apply in the event of a merger or significant asset sale by BDX.