Becton Dickinson adds five more days to exchange for Bard notes

New York, Dec. 28 – Becton, Dickinson & Co. once more extended the exchange for three series of notes issued by C.R. Bard, Inc., although this time only for five more days.

The new expiration is 5 p.m. ET on Dec. 19, pushed back from 5 p.m. ET on Dec. 14, according to a news release.

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

Becton Dickinson said it reserves the right to change the expiration date, including moving it earlier if the acquisition is likely to close before Dec. 19.

As announced May 5, Becton Dickinson is offering up to $1,149,820,000 of its new notes in exchange for all the outstanding notes issued by C.R. Bard, as part of Becton Dickinson’s acquisition of C.R. Bard, as well as soliciting consents to amend those notes.

The exchange was last extended from 12:01 a.m. ET on Nov. 28 and before that from Oct. 26, Sept. 27, Aug. 29, Aug. 1 and July 3.

The latest response to the exchange is slightly higher than previously.

As of the Dec. 14 expiration, holders had tendered $432,463,000, or 86.49%, of the $500 million 4.4% notes due 2021, $137,032,000, or 91.46%, of the $149.82 million 6.7% notes due 2026 and $469,912,000, or 93.98%, of the $500 million 3% notes due 2026. The amounts tendered are the same for the 4.4% notes and 6.7% notes but up from $469,837,000, or 93.97%, for the 3% notes.

The company said on May 19 that it secured the needed consents to amend $500 million of 4.4% notes due 2021 and $149.82 million of 6.7% notes due 2026 issued by C.R. Bard.

The exchange also covers C.R. Bard’s $500 million of 3% notes due May 15, 2026, and the terms of that offer were amended.

For the other two series, C.R. Bard executed supplemental indentures that contain the proposed amendments, which will become effective upon settlement of the exchange offer.

Tendered notes may no longer be withdrawn.

As previously announced, the total exchange price per $1,000 principal amount of two of the series of C.R. Bard’s notes are as follows:

• For the 4.4% notes, $1,000 of its 4.4% notes due 2021 and $2.50 in cash; and

• For the 6.7% notes, $1,000 of its 6.7% notes due 2026 and $2.50 in cash.

For those notes, the total amounts include an early tender premium of $30 of new notes per $1,000 principal amount of notes tendered by the early deadline.

Holders who tendered after the early date will receive the total amount less the early premium.

For the 3% notes, the company amended the terms of that offer on May 19 to extend the total exchange price until the end of the offer.

The exchange price for the 3% notes will be $1,000 of its 3% notes due May 2026 and $20 in cash, regardless of when the notes are tendered for exchange.

The company also amended the terms of the new Becton Dickinson notes being issued for exchange to include a put option at 101 following closing of the Bard acquisition, the company noted.

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 Becton Dickinson may waive this condition.

Becton Dickinson 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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