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Becton Dickinson Offers $3B of Common Stock, Depositary Shares

NEW YORK – Becton Dickinson said on Wednesday that it began offering $1.5 billion of common stock and $1.5 billion of depositary shares. The firm plans to use the proceeds for general corporate purposes.

Joint book-running managers for the offerings are J.P. Morgan, Barclays, and Goldman Sachs.

In a statement, BD said that the common stock has a par value of $1 per share, and the depositary shares represent 1/20th interest in its mandatory convertible preferred stock, par value $1 per share, Series B.

The firm intends to grant the underwriters an option to purchase up to an additional $225 million of common stock and up to an additional $225 million of depositary shares.

The proceeds may be used to fund growth through organic investments and acquisitions, or for working capital, capital expenditures, and repayment of outstanding indebtedness, BD said.

Unless previously converted, on or around June 1, 2023, each outstanding share of mandatory convertible preferred stock will automatically convert into a number of shares of BD's common stock based on the applicable conversion rate, and each depositary share will automatically convert into a number of shares of common stock equal to a proportionate fractional interest in such shares of common stock.

Currently, no public market exists for the depositary shares, but BD intends to apply to list them on the New York Stock Exchange under the symbol "BDXB."

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