Becton, Dickinson announces pricing, early results for tender offers

Chicago, Aug. 19 – Becton, Dickinson & Co. provided the early results and pricing of its tender offer for five series of notes, separated into an any-and-all offer and a capped offer, according to a press release on Thursday.

The early tender deadline was 5 p.m. ET on Aug. 18, which was also the withdrawal deadline.

Any-and-all offer

The company received tenders for and will accept all of the following:

• $877,602,000 tendered of the $1,535,000,000 outstanding 2.894% senior notes due 2022 (Cusip: 075887BT5) with pricing set at $1,020.77 per $1,000 principal amount based on the 0.125% U.S. Treasury due May 31, 2022 plus 20 basis points; and

• $128,149,000 tendered of the $293.85 million outstanding 3.3% senior notes due 2023 (Cusip: 075887BK4) with pricing set at $1,044.03 per $1,000 principal amount based on the U.S. Treasury due Feb. 28, 2023 plus 25 bps.

Maximum tender offer

Three series are part of an offer to buy up to a maximum of $1,285,000,000 of notes, previously increased from $715 million. There is a subcap on the second series of notes, which had also been previously increased to $500 million from $300 million.

The company received tenders for, and will accept, the following amounts of notes:

• All of the $32,719,000 tendered of the $176.33 million outstanding 3.875% senior notes due 2024 (Cusip: 075887BL2) with pricing set at $1,079.28 per $1,000 principal amount based on the 0.375% U.S. Treasury due July 15, 2024 plus 25 bps;

• $500 million (the subcap) of the $688,724,000 tendered of the $1,375,000,000 outstanding 3.734% senior notes due 2024 (Cusip: 075887BF5) with pricing set at $1,090.22 per $1,000 principal amount based on the same 0.375% U.S. Treasury due July 15, 2024 plus 35 bps; and

• $752,281,000 accepted of the $1,378,486,000 tendered of the $1.75 billion outstanding 3.363% senior notes due 2024 (Cusip: 075887BV0) with pricing set at $1,071.79 per $1,000 principal amount based again on the 0.375% U.S. Treasury due July 15, 2024 plus 20 bps.

Tenders for the second and third series will be prorated.

Details

Pricing took place at 10 a.m. ET on Aug. 19.

For all of the series in both offers there is an early tender payment of $30 per $1,000 note, which is included in the prices listed above. Interest will also be paid to the settlement date.

There was a financing condition, which has been satisfied.

Payment for the any and all notes that were tendered by the early deadline will be made on Aug. 20, the early settlement date.

No more notes under the maximum tender offer will be accepted for purchase after the early deadline has passed.

In the any-and-all offer, noteholders can still tender their notes until the expiration deadline at 11:59 p.m. ET on Sept. 1.

Final settlement is set for Sept. 3.

The company also issued a notice of redemption for any notes not tendered in the any-and-all offer on Aug. 13. The redemption date is Sept. 13.

Lead dealer managers for the offer are Barclays (800 438-3242, 212 528-7581) and Citigroup Global Markets Inc. (800 558-3745, 212 723-6106)

BNP Paribas is the co-dealer manager.

Global Bondholder Services Corp. is the tender and information agent (866 924-2200, 212 430-3774, www.gbsc-usa.com/BectonDickinson).

Becton Dickinson is a Franklin Lakes, N.J., medical technology and supply company.

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