8-KOther EventsExhibits & Filings

BECTON DICKINSON & CO 8-K Report, Corporate Update (Aug 19, 2021)

Filed August 19, 2021For Securities:BDX

Summary

Becton Dickinson and Company (BDX) announced the early tender results and pricing for its cash tender offers concerning several series of its outstanding notes. The company is seeking to purchase all outstanding amounts of its 2.894% Notes due 2022 and 3.300% Notes due 2023, and up to an aggregate principal amount of $1,285,000,000 of its 3.875% Notes due 2024, 3.734% Notes due 2024, and 3.363% Notes due 2024. This action suggests a strategic move to manage its debt profile, potentially refinancing higher-cost debt or optimizing its capital structure.

Key Highlights

  • 1BDX has launched cash tender offers for multiple series of its outstanding notes.
  • 2The company is offering to purchase any and all of its 2.894% Notes due 2022 and 3.300% Notes due 2023.
  • 3A maximum aggregate principal amount of $1,285,000,000 is targeted for purchase across three series of notes due 2024 (3.875%, 3.734%, and 3.363%).
  • 4Early tender results show significant participation, with substantial principal amounts tendered for all targeted note series.
  • 5Due to oversubscription for the 2024 notes, the company will accept them for purchase on a prorated basis.
  • 6Any 2.894% and 3.300% Notes not tendered and accepted will be redeemed on September 13, 2021.
  • 7The announcement includes early tender results and pricing information for these offers.

Frequently Asked Questions

The tender offers are a mechanism for Becton Dickinson to repurchase its outstanding debt securities. This is often done to manage the company's debt structure, potentially replace older or more expensive debt with new financing, or improve its overall financial flexibility.

The tender offers target BDX's 2.894% Notes due 2022, 3.300% Notes due 2023, 3.875% Notes due 2024, 3.734% Notes due 2024, and 3.363% Notes due 2024. The offers are divided into 'Any and All Notes' (2022 & 2023 maturities) and 'Maximum Tender Notes' (2024 maturities).

The tender offer for the 2024 notes has a maximum aggregate principal amount of $1,285,000,000. If the total principal amount tendered exceeds this cap, BDX will accept the notes for purchase on a prorated basis. This means bondholders will receive a percentage of their tendered principal amount, rather than the full amount.

The filing specifies that holders needed to tender their securities by 5:00 p.m. New York City time on August 18, 2021, to be eligible for the 'Early Tender Payment'. The ultimate settlement date and final expiration date would be detailed in the offer documents, but early participation results are what this filing focuses on.