BECTON, DICKINSON AND COMPANY (NYSE:BDX) Files An 8-K Completion of Acquisition or Disposition of Assets

BECTON, DICKINSON AND COMPANY (NYSE:BDX) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01.

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Completion of Acquisition or Disposition of Assets.

On December 29, 2017, Becton, Dickinson and Company (“BD”) filed a Current Report on Form 8-K (the “Initial 8-K”) to report the completion of its acquisition of C. R. Bard, Inc., a New Jersey corporation (“Bard”). to the terms of the Agreement and Plan of Merger, dated as of April 23, 2017, as amended by that certain Amendment No. 1, dated as of July 28, 2017, among BD, Bard and Lambda Corp., a Delaware corporation and wholly-owned subsidiary of BD (“Merger Corp”), Merger Corp merged with and into Bard, with Bard as the surviving entity (the “Merger”). As a result of the Merger, Bard became a wholly-owned subsidiary of BD.

BD is filing this amendment to the Initial 8-K for the purpose of including the pro forma financial information described in Item 9.01 below that was previously omitted in accordance with Item 9.01(b) of the Form 8-K.

Item 9.01.

Financial Statements and Exhibits.

(b) Pro Forma Financial Information

The unaudited pro forma condensed combined financial information (and notes thereto) of BD, after giving effect to the Merger and related financing transactions, as of and for the fiscal year ended September 30, 2017 and three month period ended December 31, 2017are filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K/A and are incorporated herein by reference.

(d) Exhibits

Exhibit No.

Description of Exhibit

99.1

Unaudited pro forma condensed combined financial information (and notes thereto) of BD, after giving effect to the Merger and related financing transactions, as of and for the fiscal year ended September 30, 2017.

99.2 Unaudited pro forma condensed combined financial information (and notes thereto) of BD, after giving effect to the Merger and related financing transactions, for the three month period ended December 31, 2017 and for the fiscal year ended September30, 2017.

EXHIBIT INDEX

Exhibit No.

Description of Exhibit

Unaudited pro forma condensed combined financial information (and notes thereto) of BD, after giving effect to the Merger and related financing transactions, as of and for the fiscal year ended September 30, 2017.

99.2 Unaudited pro forma condensed combined financial information (and notes thereto) of BD, after giving effect to the Merger and related financing transactions, for the three month period ended December 31, 2017 and for the fiscal year ended September30, 2017.


BECTON DICKINSON & CO Exhibit
EX-99.1 2 s002061x2_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined balance sheet of BD as of September 30,…
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About BECTON, DICKINSON AND COMPANY (NYSE:BDX)

Becton, Dickinson and Company (BD) is a global medical technology company engaged in the development, manufacture and sale of a range of medical supplies, devices, laboratory equipment and diagnostic products. The Company operates through two segments: BD Medical and BD Life Sciences. The BD Medical segment produces an array of medical technologies and devices that are used to help improve healthcare delivery in a range of settings. BD Medical consists of various business units, including diabetes care, medication and procedural solutions, medication management solutions and pharmaceutical systems. The BD Life Sciences segment provides products for the safe collection and transport of diagnostics specimens, and instruments and reagent systems to detect a range of infectious diseases, healthcare-associated infections and cancers. The Company’s BD Life Sciences segment consists of various business units, including preanalytical systems, diagnostic systems and biosciences.

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