What is the main purpose of the debt offerings announced by BD?

The primary purpose of the debt offerings is to raise capital to finance the cash consideration required for the acquisition of C. R. Bard, Inc. and to cover associated transaction fees and expenses.

What happens if the acquisition of C. R. Bard does not close?

If the Bard acquisition is not completed by April 23, 2018, or if the merger agreement is terminated, BD is required to redeem a significant portion of the U.S. Dollar notes issued (2020, 2022, Floating Rate, 2024, 2027, and 2047 Notes) at a special mandatory redemption price of 101% of the aggregate principal amount, plus accrued interest.

How much debt did BD issue in these offerings?

BD issued approximately $8.375 billion in U.S. Dollar-denominated notes across seven tranches and €700 million in Euro-denominated notes.

Where can investors find more detailed information about the Bard acquisition and related filings?

Investors are urged to read the definitive proxy statement/prospectus and other relevant documents filed with the SEC, which will contain important information. These documents can be obtained free of charge from the SEC's website (www.sec.gov) or by contacting BD or C. R. Bard's investor relations departments.

BDX 8-K SEC Disclosure — May 25, 2017

Summary

Becton, Dickinson and Company (BD) filed an 8-K on May 24, 2017, detailing significant financing activities related to its previously announced acquisition of C. R. Bard, Inc. The filing provides updates on the early tender results for C. R. Bard's outstanding notes, indicating substantial investor participation in the exchange offer. Concurrently, BD announced the successful completion of substantial debt offerings in both U.S. Dollars and Euros. The U.S. Dollar notes offering totals $8.375 billion across multiple tranches with varying interest rates and maturity dates, while the Euro-denominated offering amounts to €700 million. The proceeds from these offerings are primarily earmarked to finance the cash component of the Bard acquisition, along with associated fees and expenses. A portion of the proceeds from the U.S. Dollar notes offering is also allocated to the redemption of existing BD senior notes. The filing also outlines specific conditions and potential redemption triggers related to the new debt issuances if the Bard acquisition is not completed by a certain date.

Key Highlights

1Becton Dickinson (BD) is moving forward with its acquisition of C. R. Bard, Inc. (Bard), with early tender results for Bard's outstanding notes showing strong investor interest.
2BD successfully completed significant debt offerings totaling $8.375 billion in U.S. Dollars and €700 million in Euros.
3Proceeds from the debt offerings are primarily intended to fund the cash portion of the Bard acquisition and related expenses.
4A portion of the U.S. Dollar note proceeds will be used to redeem existing BD senior notes.
5The issuance of certain U.S. Dollar notes is contingent on the Bard acquisition closing by April 23, 2018, with a redemption provision (101% of principal plus accrued interest) if the acquisition is not consummated.
6BD filed a registration statement (Form S-4) which includes a preliminary proxy statement for Bard shareholders, signaling progress in the regulatory and shareholder approval process for the acquisition.
7The company is actively managing its capital structure to support the large acquisition, demonstrating proactive financial planning.

BECTON DICKINSON & CO 8-K Report, Corporate Update (May 25, 2017)

Summary

Key Highlights

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