Becton Dickinson starts exchange, seeks consents for C.R. Bard notes

New York, May 5 – Becton, Dickinson and Co. began an exchange in which it is offering up to $1,149,820,000 of its new notes for all the outstanding notes issued by C.R. Bard, Inc.

BD is also soliciting consents to amend the C.R. Bard notes.

The offer is being carried out as part of BD’s acquisition of C.R. Bard.

The exchange covers the following notes:

• C.R. Bard’s $500 million of 4.4% notes due Jan. 15, 2021 for which BD is offering $1,000 of its 4.4% notes due 2021 and $2.50 in cash for each $1,000 principal amount;

• C.R. Bard’s $500 million of 3% notes due May 15, 2026 for which BD is offering $1,000 of its 3% notes due 2026 and $20 in cash for each $1,000 principal amount; and

• C.R. Bard’s $149,820,000 of 6.7% notes due Dec. 1, 2026 for which BD is offering $1,000 of its 6.7% notes due 2026 and $2.50 in cash.

The amounts in each case include an early tender premium of $30 of new notes per $1,000 principal amount which will only be paid to those who tender by the early deadline of 5 p.m. ET on May 18.

The exchange end at 12:01 a.m. ET on June 5.

BD is also soliciting consents to amend the indentures of the C.R. Bard notes to eliminate substantially all of the restrictive covenants and limit the reporting covenants so that C.R. Bard is only required to comply with the reporting requirements under the Trust Indenture Act of 1939.

The exchange offer and consent solicitation for each series of notes is conditional on the completion of the exchange offers and consent solicitations for the other series although BD may waive this condition.

The exchanges and solicitations are also conditional on the closing of the acquisition of C.R. Bard, a condition which may not be waived. Completion is expected in the fall.

BD is conducting the offers under Rule 144A and Regulation S.

Global Bondholder Services Corp. (866 470-3900, 212 430-3774 or http://gbsc-usa.com/eligibility/bd) is the exchange agent and information agent.

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

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