Summary
Becton, Dickinson and Company (BDX) has announced through its indirect wholly-owned subsidiary, Becton Dickinson Euro Finance S.à r.l., the issuance of €600 million in aggregate principal amount of 3.855% Notes due 2033. These notes are senior unsecured and fully guaranteed by BDX, providing investors with a direct credit commitment from the parent company. The primary use of proceeds from this offering is to refinance existing debt, specifically Becton Finance's 1.208% Notes due June 4, 2026. This strategic move aims to extend the company's debt maturity profile and potentially reduce interest expenses. The offering introduces several provisions for noteholders, including options for early redemption by Becton Finance under specific conditions related to interest rates and the ability to redeem at par after February 20, 2033. Importantly, the notes include provisions for additional payments in case of withholding taxes imposed by Luxembourg or the United States, and a repurchase obligation at 101% of principal if a Change of Control Triggering Event occurs. The indenture also outlines events of default and restrictive covenants typical for such debt issuances.
Key Highlights
- 1BDX's subsidiary, Becton Finance, issued €600 million of 3.855% Notes due 2033.
- 2The new notes are fully and unconditionally guaranteed by Becton, Dickinson and Company (BDX) on a senior unsecured basis.
- 3Proceeds will be used to repay Becton Finance's 1.208% Notes due June 4, 2026, and associated costs.
- 4The notes offer optional redemption features for Becton Finance, with specific terms prior to maturity.
- 5A 'Change of Control Triggering Event' will require Becton Finance to repurchase the notes at 101% of principal plus accrued interest.
- 6The indenture includes provisions for additional payments to cover withholding taxes from Luxembourg or the United States.
- 7Standard events of default and restrictive covenants related to mergers, asset sales, liens, and sale-leasebacks are included.