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BDX > SEC Filings for BDX > Form 10-Q on 10-Aug-2009All Recent SEC Filings

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Form 10-Q for BECTON DICKINSON & CO


10-Aug-2009

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Company Overview
Becton, Dickinson and Company ("BD" or the "Company") is a medical technology company engaged principally in the development, manufacture and sale of a broad range of medical supplies, devices, laboratory equipment and diagnostic products used by healthcare institutions, life science researchers, clinical laboratories, industry and the general public. Our business consists of three worldwide business segments - BD Medical ("Medical"), BD Diagnostics ("Diagnostics") and BD Biosciences ("Biosciences"). Our products are marketed in the United States and internationally through independent distribution channels and directly to end-users by BD and independent sales representatives. Financial Results
BD reported third quarter revenues of $1.820 billion, representing a decrease of 1.6% from the same period a year ago, which reflected volume increases of approximately 4.3%, price increases of approximately 0.7%, and net unfavorable foreign currency translation of approximately 6.6%, after factoring in hedge gains. Our reported revenues reflect the effect current economic conditions are having on customer demand in certain areas of our business. Sales in the United States of safety-engineered devices in the third quarter of 2009 were $273 million, representing a 4.5% increase from the prior year's period. International sales of safety-engineered devices of $149 million in the third quarter of 2009 grew 4% above such sales in the prior year's period, and included an estimated 14% unfavorable impact due to foreign currency translation. Overall, third quarter international revenues were $1.015 billion, representing a decrease of 5% as compared to the prior year's period, and included an estimated 11% unfavorable impact due to foreign currency translation, net of hedge gains.
Comparisons of income from continuing operations between 2009 and 2008 are affected by the following significant items that are reflected in our 2009 financial results:
• During the third quarter of fiscal year 2009, the Company recorded a tax benefit of $20 million, or 8 cents diluted earnings per share from continuing operations for the three-month period, relating to various tax settlements in multiple jurisdictions.

• During the second quarter of fiscal year 2009, the Company recorded a charge of $45 million, or 11 cents diluted earnings per share from continuing operations for the nine-month period, associated with the pending settlement with the direct purchaser plaintiffs (which includes BD's distributors) in certain antitrust class actions. Further discussion of these class actions is provided in Note 5 in the Notes to Condensed Consolidated Financial Statements.

As further discussed in our 2008 Annual Report on Form 10-K, we face currency exposure that arises from translating the results of our worldwide operations to the U.S. dollar at exchange rates that fluctuate from the beginning of the period. We purchase forward contracts to partially protect against adverse foreign exchange rate movements. Gains or losses on our derivative instruments are largely offset by the gains or losses on the underlying hedged transactions. We do not enter into derivative instruments for trading or speculative purposes.


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During the first nine months of fiscal year 2009, the U.S. dollar has strengthened against most foreign currencies, primarily the Euro, compared to rates from fiscal year 2008. The resulting unfavorable impact of foreign currency translation on revenues in the first nine months of 2009 was mitigated to an extent by hedge gains, recorded in revenues, resulting from our hedging activities. For further discussion refer to Note 11 in the Notes to Condensed Consolidated Financial Statements. In addition, the strengthening of the U.S. dollar during the first quarter of 2009 reduced the carrying value of inventory sold outside the United States, resulting in lower cost of goods sold in the first quarter of 2009, which had a favorable impact on gross profit margin for the nine-month period reported. Our financial projections for 2009 discussed below are based on our foreign exchange rate assumptions. Further fluctuations in foreign exchange rates during 2009 could impact our financial results.


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Results of Operations
Revenues
Refer to Note 6 in the Notes to Condensed Consolidated Financial Statements for segment financial data.
Medical Segment
Third quarter revenues of $969 million represented a decrease of $29 million, or 3%, over the prior year's quarter, including an estimated $81 million, or 8%, unfavorable impact due to foreign currency translation, net of hedge gains. Worldwide sales growth was primarily due to sales of insulin delivery products, as well as safety-engineered and prefillable devices. Global sales of safety-engineered products were $199 million, as compared with $191 million in the prior year's quarter, and included a $7 million unfavorable impact due to foreign currency translation. For the nine-month period ended June 30, 2009, global sales of safety-engineered products were $575 million, as compared with $557 million in the prior year's period, and included a $16 million unfavorable impact due to foreign currency translation. Total BD Medical Segment revenues for the nine-month period ended June 30, 2009 decreased by 2% from the prior year's nine-month period, including a 6% unfavorable impact from foreign currency translation, net of hedge gains. Diagnostics Segment
Third quarter revenues of $566 million represented an increase of $13 million, or 2%, over the prior year's quarter, including an estimated $33 million, or 6%, unfavorable impact due to foreign currency translation, net of hedge gains. Global sales of safety-engineered products in the Preanalytical Systems unit totaled $223 million, compared with $213 million in the prior year's quarter, and included a $13 million unfavorable impact due to foreign currency translation. Sales of safety-engineered devices, cancer diagnostics products and infectious disease testing systems, including flu-related products, contributed to revenue growth. For the nine-month period ended June 30, 2009, global sales of safety-engineered products in the Preanalytical Systems unit were $642 million as compared with $609 million in the prior year's period, and included a $28 million unfavorable impact due to foreign currency translation. Total BD Diagnostics Segment revenues for the nine-month period ended June 30, 2009 increased by 2.5% from the prior year's nine-month period, including a 4% unfavorable impact from foreign currency translation, net of hedge gains. Biosciences Segment
Third quarter revenues of $285 million represented a decrease of $13 million, or 4%, compared to the prior year's quarter, including an estimated $9 million, or 3%, unfavorable impact due to foreign currency translation, net of hedge gains. Demand in the U.S. for capital equipment in the research and clinical segments continued to be impacted by funding constraints. The Company


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also began to experience weakening demand for instruments in Japan and certain parts of Europe during the quarter. For the nine-month period ended June 30, 2009, total BD Biosciences Segment revenues increased by 3% from the prior year's period, including a 1% unfavorable impact from foreign currency translation, net of hedge gains. Biosciences Segment revenues reflect a larger portion of our hedge gains, as further discussed in Note 6 in the Notes to Condensed Consolidated Financial Statements. Segment Operating Income
Medical Segment
Segment operating income for the third quarter was $304 million, or 31.3% of Medical revenues, compared with $284 million, or 28.4% of segment revenues, in the prior year's quarter. Gross profit margin was higher than the third quarter of 2008 primarily due to favorable foreign currency translation, including hedge gains, as well as favorable resin prices compared with the prior year's period, partially offset by increased manufacturing start-up costs. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Medical revenues in the third quarter of 2009 was lower than the comparable amount in the third quarter of 2008, due to continued spending controls. Segment operating income for the nine-month period was $811 million, or 29.8% of Medical revenues, compared with $791 million, or 28.3% in the prior year's period.
Diagnostics Segment
Segment operating income for the third quarter was $155 million, or 27.3% of Diagnostics revenues, compared with $135 million, or 24.5% of segment revenues in the prior year's quarter. Gross profit margin was higher than the third quarter of 2008 due to relatively higher sales of products with higher gross margins, the favorable impact of foreign currency translation, including hedge gains, and reduced start-up costs, which were partially offset by increased costs of raw materials. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Diagnostics revenues in the third quarter of 2009 was lower than the comparable amount in the third quarter of 2008, due to continued spending controls. Segment operating income for the nine-month period was $451 million, or 27.4% of Diagnostics revenues compared with $388 million, or 24.1% in the prior year's period. Biosciences Segment
Segment operating income for the third quarter was $76 million, or 26.7% of Biosciences revenues, compared with $83 million, or 27.8% of segment revenues, in the prior year's quarter. Gross profit margin decreased primarily due to plant restructuring costs, higher instrument costs due to lower manufacturing volumes, the unfavorable impact of relatively higher sales of products with lower gross margins, and an asset impairment charge. See further discussion on gross profit margin below. Selling and administrative expense as a percentage of Biosciences revenues for the quarter decreased compared with the prior year's quarter, as a result of continued spending controls. Segment operating income for the nine-month period was $268 million, or 30.1% of Biosciences revenues, compared with $246 million, or 28.4% in the prior year's period.


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Gross Profit Margin
Gross profit margin was 52.8% for the third quarter, compared with 51.0% for the comparable prior year period. Gross profit margin in the third quarter of 2009 as compared with the prior year's period reflected an estimated favorable impact of 110 basis points, from both foreign currency translation and the gains resulting from the hedging of certain foreign currencies, in particular the Euro, as previously discussed above under "Overview of Financial Results." Favorable purchase prices for raw materials, substantially resins, also improved gross profit margin in the third quarter by 100 basis points. These favorable impacts were partially offset by approximately 30 basis points related to increased manufacturing start-up costs and the unfavorable impact of relatively higher sales of products with lower gross margins (in particular from the Biosciences segment). Gross profit margin in the nine-month period of 2009 of 52.8% compared with the prior year's period of 51.2% reflected an estimated favorable impact of 190 basis points from both foreign currency translation and the hedging of certain foreign currencies. Partially offsetting these gains were increases in manufacturing start-up costs and the unfavorable impact of relatively higher sales of products with lower gross margins, aggregating approximately 30 basis points. We expect gross profit margin to increase by about 120 to 170 basis points in 2009 compared with 2008. Selling and Administrative Expense
Selling and administrative expense was 23.6% of revenues for the third quarter and 24.2% for the nine-month period, compared with 23.6% and 24.0%, respectively, for the prior year's periods. Aggregate expenses for the current period reflect a favorable foreign exchange impact of $30 million, offset by increases in base spending of $24 million. Aggregate expenses for the nine-month period reflected the $45 million litigation charge previously discussed and $32 million of increased net core spending. These increases were partially offset by $68 million of favorable foreign exchange impacts. On a reported basis, selling and administrative expense as a percentage of revenues is expected to decrease by about 10 to 40 basis points in 2009 compared with 2008. Research and Development Expense
Research and development expense was $98 million, or 5.4% of revenues, for the third quarter, which was relatively flat compared with the prior year's amount of $100 million, or 5.4% of revenues. Research and development expense was $294 million, or 5.6% of revenues, for the nine-month period in the current year, compared with the prior year's amount of $287 million, or 5.5% of revenues. The nine-month increase in research and development expenditures reflects increased spending for new programs in each of our segments. We anticipate research and development expense to be 5.6% to 5.8% of revenues for 2009.
Non-Operating Expense and Income
Interest income was $13 million in the third quarter, compared with $11 million in the prior year's period. The increase resulted from investment gains on assets relating to our deferred compensation plan, partially offset by lower investment rates. The related offsetting changes in the deferred compensation liability were recorded in selling and administrative expenses. Interest income was $19 million in the nine-month period, compared with $32 million in the prior year's period. The decrease resulted primarily from lower investment rates. Interest expense was $11 million in the third quarter compared with $9 million in the prior year's period. The increase reflects higher levels of debt, offset by lower interest rates on floating rate debt.


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Interest expense of $27 million in the nine-month period was relatively flat compared with the prior year's period. Other (expense) income was $(4) million in the third quarter and $(1) million in the nine-month period, compared with $(1) million and $.3 million, respectively, in the prior year's periods. Income Taxes
The income tax rate was 21.0% for the third quarter, compared with the prior year's rate of 27.6% and reflected a 4.8% benefit due to various tax settlements in multiple jurisdictions. The nine-month tax rate was 24.5% compared with the prior year's rate of 27.3%. The Company expects the reported tax rate for fiscal year 2009 to be about 25.4%.
Income from Continuing Operations and Diluted Earnings Per Share from Continuing Operations
Income from continuing operations and diluted earnings per share from continuing operations for the third quarter of 2009 were $339 million and $1.38, respectively. Income from continuing operations and diluted earnings per share from continuing operations for the prior year's third quarter were $296 million and $1.18, respectively. For the nine-month periods, income from continuing operations and diluted earnings per share from continuing operations were $907 million and $3.67, respectively, in 2009 and $837 million and $3.31, respectively, in 2008. The tax benefit discussed above increased the current quarter and nine-month period's income from continuing operations by $20 million, or 8 cents per share, respectively. The litigation charge decreased the nine-month period's income from continuing operations and diluted earnings from continuing operations by $28 million, or 11 cents per share. Discontinued Operations
On July 8, 2009, we sold the assets associated with the Home Healthcare product line. The results of operations of the Home Healthcare product line have been classified as discontinued operations for all periods presented in the Consolidated Statements of Income. An estimated gain on sale of 5 cents diluted earnings per share from discontinued operations will be recorded in the fourth quarter of fiscal year 2009. See Note 9 of the Notes to the Consolidated Financial Statements for additional discussion. Liquidity and Capital Resources
Cash generated from operations, along with available cash and cash equivalents, is expected to be sufficient to fund our normal operating needs, including capital expenditures, cash dividends and common stock repurchases in 2009. Net cash provided by continuing operating activities was $1.048 billion during the first nine months of 2009, compared with $1.205 billion in the same period in 2008. The decrease in cash provided by changes in working capital primarily reflects higher inventory levels.
Net cash used for continuing investing activities for the first nine months of the current year was $714 million, compared with $570 million in the prior year period. The increase in cash used for capital software investments is primarily related to our enterprise-wide program to upgrade our business information systems. The increase in cash used for purchases of investments is related to the temporary investment of proceeds from the long-term debt issuances discussed below. Capital expenditures were $354 million in the first nine months of 2009 and $418 million in the same period in 2008. We expect capital spending for fiscal year 2009 to be about $600 million.


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Net cash provided by continuing financing activities for the first nine months of the current year was $162 million, compared with net cash used for financing activities of $448 million in the prior year period. Net cash provided by continuing financing activities for the nine-month period included proceeds from long-term debt issuances, as discussed below. For the first nine months of the current year, the Company repurchased $371 million of its common stock, compared with approximately $354 million of its common stock in the prior year period. At June 30, 2009, authorization to repurchase an additional 10.3 million common shares was in effect.
As of June 30, 2009, total debt of $1.9 billion represented 26.5% of total capital (shareholders' equity, net non-current deferred income tax liabilities, and debt), versus 18.8% at September 30, 2008. In May 2009, we issued $500 million of 10-year 5% notes and $250 million of 30-year 6% notes. The net proceeds from these issuances are expected to be used for the repayment of $200 million in 7.15% notes, due October 1, 2009, and for general corporate purposes. Short-term debt increased to 21% of total debt at the end of June 30, 2009, from 17% at September 30, 2008.
We have in place a commercial paper borrowing program that is available to meet our short-term financing needs, including working capital requirements. Borrowings outstanding under this program were $200 million at June 30, 2009. We have available a $1 billion syndicated credit facility with an expiration date in December 2012. This credit facility, under which there were no borrowings outstanding at June 30, 2009, provides backup support for our commercial paper program and can also be used for other general corporate purposes. This credit facility includes a single financial covenant that requires BD to maintain an interest expense coverage ratio (ratio of earnings before income taxes, depreciation and amortization to interest expense) of not less than 5-to-1 for the most recent four consecutive fiscal quarters. On the last eight measurement dates, this ratio has ranged from 23-to-1 to 32-to-1. In addition, we have informal lines of credit outside the United States. Greek Government Receivables
Accounts receivable balances at June 30, 2009 include sales to government-owned or supported healthcare facilities in Greece of approximately $42 million, net of reserves which were increased in the third quarter of 2009. These sales are subject to significant payment delays due to government funding and reimbursement practices. We understand that this is an industry-wide issue for suppliers to these facilities. If significant changes occur in the availability of government funding, we may not be able to collect on amounts due from these customers. We do not expect this concentration of credit risk to have a material adverse impact on our financial position or liquidity. Cautionary Statement Regarding Forward-Looking Statements BD and its representatives may from time-to-time make certain forward-looking statements in publicly-released material, both written and oral, including statements contained in this report and filings with the Securities and Exchange Commission ("SEC") and in our other reports to shareholders. Forward-looking statements may be identified by the use of words like "plan," "expect," "believe," "intend," "will," "anticipate," "estimate" and other words of similar meaning in conjunction with, among other things, discussions of future operations and financial performance, as well as our strategy for growth, product development, regulatory approvals, market position and expenditures. All statements that address operating performance or events or developments that we expect or anticipate will occur in the future - including statements


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relating to volume growth, sales and earnings per share growth, and statements expressing views about future operating results - are forward-looking. Forward-looking statements are based on current expectations of future events. The forward-looking statements are, and will be, based on management's then-current views and assumptions regarding future events and operating performance, and speak only as of their dates. Investors should realize that if underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could vary materially from our expectations and projections. Investors are therefore cautioned not to place undue reliance on any forward-looking statements. Furthermore, we undertake no obligation to update or revise any forward-looking statements whether as a result of new information, future events and developments or otherwise.
The following are some important factors that could cause our actual results to differ from our expectations in any forward-looking statements. The "Risk Factors" included in our Annual Report on Form 10-K for the 2008 fiscal year and Quarterly Report on Form 10-Q for the period ended March 31, 2009 also describe certain risks that could adversely affect our business, financial condition, operating results or cash flows.
• The current economic downturn and continued instability in the global financial markets and the potential adverse effect on liquidity and capital resources for BD or its customers and suppliers, the cost of operating our business, the demand for our products and services, or the ability to produce our products. This includes the impact on developing countries and their demand for our products.

• Regional, national and foreign economic factors, including inflation, deflation and fluctuations in interest rates and foreign currency exchange rates and the potential effect of such fluctuations on revenues, expenses and resulting margins, as well as competition in certain markets.

• Fluctuations in the cost and availability of oil-based resins and other raw materials, as well as certain sub-assemblies and finished goods, and the ability to maintain favorable supplier arrangements and relationships (particularly with respect to sole-source suppliers) and the potential adverse effects of any disruption in the availability of such items.

• We operate in a highly competitive environment. New product introductions by our current or future competitors (for example, new forms of drug delivery) could adversely affect our ability to compete in the global market. Patents attained by competitors, particularly as patents on our products expire, may also adversely impact our competitive position. Certain competitors have established manufacturing sites or have contracted with suppliers in low-cost manufacturing locations as a means to lower their costs. New entrants may also appear.

• We sell certain products to pharmaceutical companies that are used to manufacture, or are sold with, products by such companies. As a result, fluctuations in demand for the products of these pharmaceutical companies could adversely affect our operating results.

• Changes in domestic and foreign healthcare industry practices and regulations resulting in increased pricing pressures, including the continued consolidation among healthcare


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providers; trends toward managed care and healthcare cost containment; and government laws and regulations relating to sales and promotion, reimbursement and pricing generally.

• The effects, if any, of governmental and media activities regarding the business practices of group purchasing organizations, which negotiate product prices on behalf of their member hospitals with BD and other suppliers.

• Our ability to obtain the anticipated benefits of restructuring programs, if any, that we may undertake.

• Our ability to implement the upgrade of our enterprise resource planning system. Any delays or deficiencies in the design and implementation of our upgrade could adversely affect our business.

• Adoption of, or changes in, government laws and regulations affecting domestic and foreign operations, including those relating to trade, monetary and fiscal policies, taxation (including tax reforms proposed by the Obama administration that could adversely impact multinational corporations), environmental matters, sales practices, price controls, licensing and regulatory approval of new products, regulatory requirements for products in the postmarketing phase, or changes in enforcement practices with respect to any such laws and regulations. In particular, environmental laws, particularly with respect to the emission of greenhouse gases, are becoming more stringent throughout the world, which may increase our costs of operations or necessitate changes in our manufacturing plants or processes.

• Fluctuations in U.S. and international governmental funding and policies for life sciences research.

• Difficulties inherent in product development, including the potential inability to successfully continue technological innovation, complete clinical trials, obtain regulatory approvals in the United States and abroad, obtain coverage and adequate reimbursement for new products, or gain and maintain market approval of products, as well as the possibility of encountering infringement claims by competitors with respect to patent or other intellectual property rights, all of which can preclude or delay commercialization of a product.

• Pending and potential litigation or other proceedings adverse to BD, including antitrust claims, product liability claims, patent infringement claims, and the availability or collectibility of insurance relating to any such claims.

• The effects, if any, of adverse media exposure or other publicity regarding BD's business or operations.

• Our ability to achieve the projected level or mix of product sales. Our earnings forecasts are generated based on such projected volumes and sales of many product types, some of which are more profitable than others.

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