FRANKLIN LAKES, N.J., Feb. 25, 2026 /PRNewswire/ -- BD (Becton, Dickinson and Company) $(BDX)$ (the "Company" or "BD"), a leading global medical technology company, today announced the early tender results for its previously announced Tender Offers (as defined below) to purchase for cash certain of its outstanding debt securities listed in the table below.
In making the announcement, the Company has exercised its previously disclosed right to amend such Tender Offers to (i) increase the Offer SubCap (as defined below) with respect to the 4.685% Senior Notes due 2044 (the "4.685% Senior Notes") and (ii) increase the Aggregate Offer Cap (as defined below) from $1,600,000,000 to an aggregate purchase price of $2,000,000,000, excluding applicable Accrued Interest (as defined below).
The Tender Offers are being made pursuant to the terms and conditions set forth in the offer to purchase, dated February 10, 2026 (as amended and supplemented hereby, the "Offer to Purchase"). Except as specifically amended hereby, all other terms of the Tender Offers as previously announced in the Offer to Purchase remain unchanged. The Company refers investors to the Offer to Purchase for the complete terms and conditions of the Tender Offers.
The Company is offering to purchase for cash up to $2,000,000,000 aggregate purchase price, excluding the applicable Accrued Interest (which, subject to applicable law, may be increased or decreased in the Company's sole discretion, the "Aggregate Offer Cap") of its (i) 6.700% Senior Notes due 2026, (ii) 7.000% Senior Debentures due 2027, (iii) 6.700% Senior Debentures due 2028, (iv) 6.000% Senior Notes due 2039, (v) 4.875% Senior Notes due 2044, (vi) 4.669% Senior Notes due 2047, (vii) 5.000% Senior Notes due 2040, (viii) 4.685% Senior Notes, (ix) 5.081% Senior Notes due 2029, (x) 3.794% Senior Notes due 2050, (xi) 4.874% Senior Notes due 2029, (xii) 4.693% Senior Notes due 2028, (xiii) 3.700% Senior Notes due 2027, (xiv) 5.110% Senior Notes due 2034, and (xv) 4.298% Senior Notes due 2032 (collectively, the "Securities" and each a "series"), in the order of priority set forth in the table below (each, an "Acceptance Priority Level"), subject to an aggregate principal amount of each series of Securities that does not exceed the applicable Offer SubCap, if any, set forth in the table below (each, an "Offer SubCap") (collectively, the "Tender Offers"); provided that the Company will only accept for purchase up to an aggregate purchase price, excluding the applicable Accrued Interest, of all series of Securities that does not exceed the Aggregate Offer Cap.
As of the previously announced early tender date and time of 5:00 p.m., New York City time, on February 24, 2026 (the "Early Tender Date"), according to information provided by Global Bondholder Services Corporation, the tender and information agent for the Tender Offers, the aggregate principal amount of each series of Securities set forth in the table below under "Principal Amount Tendered at Early Tender Date" has been validly tendered and not validly withdrawn in the Tender Offers. Withdrawal rights for the Securities expired at 5:00 p.m., New York City time, on the Early Tender Date.
Principal
U.S. Early Amount
Principal Acceptance Treasury Bloomberg Tender Tendered at
Title of CUSIP Amount Offer Priority Reference Reference Fixed Payment Early Tender
Security Number Outstanding SubCap Level(1) Security Page Spread (2)(3) Date
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
Registered:
075887CE7 4.250%
6.700% 144A: U.S.
Senior 075887CD9 Treasury
Notes due Reg S: Notes due +30
2026 U0740RAE2 $137,032,000 N/A 1 11/30/2026 FIT3 bps $30 $36,474,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
3.500%
7.000% U.S.
Senior Treasury
Debentures Notes due +20
due 2027 075887AN9 $116,054,000 N/A 2 1/31/2028 FIT1 bps $30 $32,822,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
3.500%
6.700% U.S.
Senior Treasury
Debentures Notes due +35
due 2028 075887AQ2 $112,361,000 N/A 3 1/31/2028 FIT1 bps $30 $27,313,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.000%
6.000% U.S.
Senior Treasury
Notes due Notes due +95
2039 075887AV1 $122,856,000 N/A 4 11/15/2035 FIT1 bps $30 $61,942,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.625%
4.875% U.S.
Senior Treasury
Notes due Notes due +80
2044 075887BM0 $224,877,000 N/A 5 11/15/2045 FIT1 bps $30 $91,153,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.625%
4.669% U.S.
Senior Treasury
Notes due Notes due +70
2047 075887BX6 $1,500,000,000 $1,000,000,000 6 11/15/2045 FIT1 bps $30 $656,047,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.000%
5.000% U.S.
Senior Treasury
Notes due Notes due +100
2040 075887AX7 $90,878,000 N/A 7 11/15/2035 FIT1 bps $30 $36,846,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.625%
4.685% U.S.
Senior Treasury
Notes due Notes due +60
2044 075887BG3 $982,883,000 $472,349,000 8 11/15/2045 FIT1 bps $30 $472,349,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
3.500%
5.081% U.S.
Senior Treasury
Notes due Notes due +30
2029 075887CU1 $600,000,000 N/A 9 1/15/2029 FIT1 bps $30 $444,588,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
4.625%
3.794% U.S.
Senior Treasury
Notes due Notes due +65
2050 075887CK3 $560,000,000 N/A 10 11/15/2055 FIT1 bps $30 $344,737,000
----------- ----------- -------------- -------------- ---------- ---------- --------- ------ ------- ------------
3.500%
4.874% U.S.
Senior Treasury
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