8-KFinancial EventsOther EventsExhibits & Filings

BECTON DICKINSON & CO 8-K Report, Financial Obligation (Feb 22, 2018)

Filed February 22, 2018For Securities:BDX

Summary

Becton, Dickinson and Company (BD) announced on February 22, 2018, the issuance of an additional €300,000,000 in aggregate principal amount of its 0.368% Notes due June 6, 2019. This issuance effectively reopens a previous offering, bringing the total outstanding principal amount of these notes to €1,000,000,000. The company intends to use the net proceeds from this offering to repay $371.1 million outstanding under its revolving credit facility, along with related interest, premiums, fees, and expenses. These Euro Notes carry similar terms to the existing notes, including the potential for redemption under specific tax law changes or upon a Change of Control Triggering Event, where noteholders may require BD to purchase their notes at 101% of the principal amount. The filing also outlines standard events of default and restrictive covenants typically found in such indentures, including limitations on liens and sale-and-leaseback transactions.

Key Highlights

  • 1BD issued an additional €300 million of 0.368% Notes due June 6, 2019.
  • 2The total outstanding principal for these notes now stands at €1 billion.
  • 3Net proceeds will be used to repay $371.1 million from the company's revolving credit facility.
  • 4The Euro Notes are a reopening of existing notes, sharing identical terms except for issue date and price.
  • 5Noteholders have the right to sell notes back to BD at 101% of principal if a Change of Control Triggering Event occurs.
  • 6BD may redeem notes early if tax law changes obligate it to pay additional amounts.
  • 7The indenture includes standard covenants like limitations on liens and sale/leaseback restrictions.

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