BECTON, DICKINSON AND COMPANY (NYSE:BDX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On September 6, 2018, Becton, Dickinson and Company (“BD”) entered into a 364-Day Term Loan Agreement (the “Term Loan Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders named in the Term Loan Agreement. The description of the Term Loan Agreement provided below is qualified in its entirety by reference to the full and complete terms contained in the Term Loan Agreement, which is included as an exhibit to this report.
The Term Loan Agreement is a senior unsecured term loan facility that provided BD with $750 million of term loans. Borrowings under the term loan facility were used to partially refinance our Three Year Term Loan Agreement, dated as of May 12, 2017, by and among BD, Citibank, N.A., as administrative agent, and the lenders party thereto. Interest rates on borrowings under the Term Loan Agreement are based on prevailing interest rates and the applicable margin, as described in the Term Loan Agreement. The Term Loan Agreement contains customary representations and affirmative and negative covenants, including financial covenants that require BD to maintain an interest expense coverage ratio of not less than 4-to-1 as of the last day of any fiscal quarter and a leverage ratio as of the last day of any fiscal quarter of not greater than (1) 5.75-to-1 from the effectiveness of the Term Loan Agreement until and including March 31, 2019, and (2) 5.25-to-1 thereafter. The Term Loan Agreement also contains customary events of default (including non-payment of principal or interest and breaches of covenants). If any event of default occurs and is not cured within the applicable grace period, the outstanding loans under the facility may be accelerated by lenders holding a majority of the loans under the Term Loan Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 of this report is hereby incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
364-Day Term Loan Agreement, dated as of September 6, 2018, among Becton, Dickinson and Company, the banks named therein and Wells Fargo Bank, National Association, as administrative agent.
BECTON DICKINSON & CO ExhibitEX-10 2 s002441x1_ex10.htm EXHIBIT 10 Exhibit 10 U.S. $750,…To view the full exhibit click
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.