SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 19, 2002
------------------
BECTON, DICKINSON AND COMPANY
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New Jersey 001-4802 22-0760120
-------------------------------------------------------------------------------
(State or other juris- (Commission (IRS Employer Iden-
diction of incorporation) File Number) tification Number)
1 Becton Drive, Franklin Lakes, New Jersey 07417-1880
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (201) 847-6800
--------------
N/A
-------------------------------------------------------------------------------
(Former name or former addresses if changed since last report.)
Item 9. REGULATION FD DISCLOSURE
The following statement is being furnished by the Company under the
provisions of Regulation FD:
The Company announced today that for fiscal 2003 the Company is
revising its earlier diluted earnings per share guidance to
approximately $2.07.
This revision to previous guidance of approximately $2.05 per share
reflects the Company's decision to no longer pursue the divestiture of
its Critical Care Monitoring product line which has annual revenues of
approximately $47 million, and certain other product lines having
aggregate annual revenues of approximately $150 million.
Previous fiscal 2003 guidance of approximately $2.05 per share
reflected approximately 5 cents of dilution from the then anticipated
divestitures. Revised guidance assumes that approximately 3 cents per
share will be reinvested in these product lines and in other
initiatives. The net effect of these decisions is to increase previous
guidance by approximately two cents per share.
This report may contain certain forward-looking statements (as
defined under Federal securities laws) regarding the Company's
performance, including future revenues, products and income, or events
or developments that the Company expects to occur or anticipates
occurring in the future. All such statements are based upon current
expectations of the Company and involve a number of business risks and
uncertainties. Actual results could vary materially from anticipated
results described, implied or projected in any forward-looking
statement. Factors that could cause actual results to vary materially
from any forward-looking statement include, but are not limited to:
competitive factors; pricing and market share pressures; uncertainties
of litigation; the Company's ability to achieve sales and earnings
forecasts, which are based on sales volume and product mix
assumptions, to achieve its cost savings objectives, and to achieve
anticipated synergies and other cost savings in connection with
acquisitions; changes in regional, national or foreign economic
conditions; increases in energy costs; fluctuations in costs and
availability of raw materials and in the Company's ability to maintain
favorable supplier arrangements and relationships; changes in interest
or foreign currency exchange rates; delays in product introductions;
and changes in health care or other governmental regulation, as well
as other factors discussed in the Company's filings with the
Securities and Exchange Commission. We do not intend to update any
forward-looking statements.
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/ Gary DeFazio
----------------------------
Gary DeFazio
Assistant Secretary
Date: September 19, 2002
- 2 -