Becton, Dickinson and Company · NYSE:BDX

Becton, Dickinson and — Merger or Acquisition (April 2017)

19 slides from Becton, Dickinson and's merger presentation, Apr 24, 2017

  1. Slide 1: We believe we have a powerful opportunity to make healthcare better together

    WE BELIEVE We have a POWERFUL OPPORTUNITY to make healthcare BETTER TOGETHER. April 24, 2017 1 © 2017 BD. BD, the BD Logo and all other trademarks are property of Becton, Dickinson and Company.

  2. Slide 2: Important Information for Investors

    IMPORTANT INFORMATION FOR INVESTORS In connection with the proposed transaction, Becton Dickinson and Company (“BD”) will file with the SEC a registration statement on Form S−4 that will constitute a prospectus of BD and include a proxy statement of C.R. Bard, Inc. (“Bard”). BD and Bard also plan to

  3. Slide 3: Forward-looking statements

    This slide presentation contains certain estimates and other "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward looking statements

  4. Slide 4: Speakers on today's call

    Speakers on today’s call Vince Forlenza Tim Ring Christopher Reidy Chairman & CEO Chairman & CEO EVP, CFO and CAO Becton, Dickinson & Co. C.R. Bard, Inc. Becton, Dickinson & Co. 1 4 © 2017 BD. BD, the BD Logo and all other trademarks are property of Becton, Dickinson and Company.

  5. Slide 5: Accelerating and broadening BD's strategy

    Accelerating and broadening BD’s strategy There are clear strategic benefits of a combination: Advances the strategies of both 1 companies and accelerates end-to- end medication management and Better Together: infection prevention A Dynamic and Differentiated Company Creates new growth • ~$16 billio

  6. Slide 6: Key highlights from Bard's perspective

    Key highlights from Bard’s perspective 1 BD is a Company with a compelling mission, strong values and a track record of success 2 Our strategy has been focused on specific clinical improvements and therapy innovations Combination offers: 3 • Unmatched solutions for customers and their patients • Lea

  7. Slide 7: Accelerating our strategy

    Accelerating our strategy Built on an already strong foundation Becoming a provider of complete healthcare solutions 2017 Clinical outcomes and disease management 2015–2016 Healthcare process efficiency, automation and informatics 2011–2016 Marketing and commercial excellence Growth Innovation • Eme

  8. Slide 8: Our journey has been focused on four strategic pillars

    Our journey has been focused on four strategic pillars 1 2 3 4 Re-invent Prevent Advance Expand the medication infections and the treatment of globally management improve safety diabetes and process across for healthcare other disease the care workers categories continuum Further enhances Accelerate

  9. Slide 9: Expands leadership in medication management

    9 Combined Computer physician order entry Prescribe Closed system drug transfer device Robotics Workflow automation Automated packaging Outsourced pharmacy vendor Drug prep Drugs/IV solutions Bar code supported medication prep Increases BD’s access to a Central inventory management © 2017 BD. BD, th

  10. Slide 10: Creates the leader in solutions to address HAIs

    Creates the leader in solutions to address HAI’s Most costly and Major healthcare need Technology portfolio relevant HAIs Surgical Site Infection ChloraPrep Clippers (SSI) Surgical drapes, wipes $3.3B in cost burden (pipeline) 1 PICC Central line associated blood stream infection Ports Connectors (C

  11. Slide 11: Expanding to new high-growth clinical therapy areas with differentiated solutions

    Expanding to new high-growth clinical therapy areas with differentiated solutions Healthcare Massive Solutions challenges costs (current and pipeline) • 29 million patients (U.S.); Diabetes 400+ million (global) Dose Data Pen Capture T2 Patch Pump Direct medical costs needles From diabetes DCB Stent

  12. Slide 12: Scales and accelerates oncology and surgical offerings

    Scales and accelerates oncology and surgical offerings Fine Needle Biopsy Oncology EnCor Vacuum Core ~$0.5B oncology business Assisted Needle • Strengthens BD's offering globally Breast Biopsy Biopsy • Improves position in biopsy (VAB) PleurX Denver Shunt ~$1.0B surgery business • Establishes BD as

  13. Slide 13: Strengthens our global Med-Tech position

    Strengthens our global Med-Tech position Global Base for Sustained Growth FY 2016 combined revenues ~$16B • Strong international presence (45% x-U.S. / 55% U.S.) • Advanced market development, governmental affairs and regional Other innovation capabilities Developed Markets • Substantial local manuf

  14. Slide 14: Combination strengthens our growth profile

    Combination strengthens our growth profile FY 2017 to FY 2019 FY 2018 to FY 2020 BD Analyst Day Bard Announcement November 2016 April 2017 Revenue Growth 5%+ Revenue Growth 5-6% ~100 ~200 Operating Operating Margin Margin Expansion Expansion bps per year bps per year mid- 10%+ Earnings Earnings Grow

  15. Slide 15: Transaction overview

    Transaction overview • Total consideration of $24 billion in cash and BD stock Transaction – $222.93 in cash per share and $94.07 stock per share Terms – Bard shareholders to own ~15% of combined company, ~$8B – BD to assume $1.6B of Bard debt and $1.1B of cash • Committed bridge financing covering

  16. Slide 16: Creates meaningful value for shareholders

    Creates meaningful value for shareholders • Accelerates top-line and expands addressable markets Accelerating – Enhances BD’s growth strategy Revenue – Targeted top-line growth expected to increase from 5%+ to 5-6% Growth – Increases BD’s addressable market opportunity from approximately $47 billion

  17. Slide 17: A new interventional segment

    A new interventional segment Medical Interventional Life Sciences BD Medical remains focused on solutions that address significant healthcare challenges A new Interventional Segment will be created with a focus on disease management BD Life Sciences segment remains focused on improving outcomes from

  18. Slide 18: Accelerating and broadening BD's strategy

    Accelerating and broadening BD’s strategy There are clear strategic benefits of a combination: Advances the strategies of both 1 companies and accelerates end-to- end medication management and Better Together: infection prevention A Dynamic and Differentiated Company Creates new growth • ~$16 billio

  19. Slide 19: Questions

    Questions 19 © 2017 BD. BD, the BD Logo and all other trademarks are property of Becton, Dickinson and Company.

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