BECTON DICKINSON & CO — Earnings Release 2009

Jan 28, 2009

8-K 1 c56441_8k.htm

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) January 28, 2009

| BECTON, DICKINSON AND
COMPANY |
| --- |
| (Exact Name of Registrant as Specified in Its Charter) |

New Jersey
(State or Other Jurisdiction of Incorporation)

001-4802	22-0760120
(Commission File Number)	(IRS Employer Identification No.)

| 1 Becton Drive, Franklin
Lakes, New Jersey | 07417-1880 |
| --- | --- |
| (Address
of Principal Executive Offices) | (Zip
Code) |

(201) 847-6800
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

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Check the appropriate box below if the Form 8-K Filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230425)

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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

| ITEM 2.02 |
| --- |
| On January 28, 2009, Becton, Dickinson
and Company (“BD”) issued a press release announcing its
financial results for its fiscal quarter ending December 31, 2008.
A copy of the press release is furnished as Exhibit 99.1 to this report. The press release furnished as Exhibit 99.1 contains
certain financial measures that differ from those presented in accordance
with U.S. generally accepted accounting principles (GAAP). Specifically,
we present international and total company revenue growth rates at constant
foreign exchange rates. Presenting revenue growth rates at constant foreign
exchange rates allows investors to view the underlying operating results
of BD and of its segments without the impact of fluctuations in foreign currency
exchange rates, and facilitates comparisons to prior periods. BD’s management
uses these non-GAAP measures in its own evaluation of BD’s performance,
particularly when comparing performance to past periods. Management also
uses the non-GAAP results for budget planning purposes on a quarterly and
annual basis. BD provides non-GAAP measures to investors on
a supplemental basis, as they provide additional insight into BD’s financial
results. Non-GAAP results should not be considered in isolation and are not
in accordance with, or a substitute for, GAAP results. Our non-GAAP results
may differ from similar measures used by other companies, even if similar
terms are used to identify such measures. Although BD’s management believes
non-GAAP results are useful in evaluating the performance of its business,
its reliance on these measures is limited since items excluded from such
measures may have a material impact on BD’s net income, earnings per
share or cash flows calculated in accordance with GAAP. Therefore, management
typically uses non-GAAP results in conjunction with GAAP results to address
these limitations. Investors should also consider these limitations when
evaluating BD’s
results. |

ITEM 9.01	FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 99.1	Press release dated January 28, 2009, which
is furnished pursuant to Item 2.02

| ITEM 9.01 FINANCIAL
STATEMENTS AND EXHIBITS. |
| --- |
| Exhibits. —
Exhibit 99.1 Press release dated January 28, 2009, which is furnished
pursuant to Item 2.02. |

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BECTON, DICKINSON AND COMPANY (Registrant)
By: /s/ Dean J. Paranicas
Dean J. Paranicas Vice President, Corporate Secretary and Public Policy

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Date: January 28, 2009