Becton Dickinson & Company Completes Waters Combination, Pivots to Focused MedTech Company

BD completes Waters combination, pivots to a focused MedTech company

Becton Dickinson & Company completes the previously announced spin-off of its Biosciences & Diagnostic Solutions businesses and combines that unit with Waters Corporation, positioning BD as a pure‑play medical technology company. The transaction closes on Feb. 9, 2026, after BD shareholders of record on Feb. 5 receive approximately 0.135 shares of Waters for each BD share; BD receives $4.0 billion in cash and BD shareholders hold about 39.2% of the combined company on a fully diluted basis. Leadership frames the move as the culmination of BD’s multi‑year transformation to concentrate on devices, consumables and care-delivery solutions.

Following the separation, BD formally pivots to what it calls “New BD,” where management intensifies commercial capabilities, accelerates product innovation and applies its “BD Excellence” operating discipline to lift productivity and gross margins. CEO Tom Polen emphasizes a strategic focus on connected devices, artificial intelligence and the migration of care to outpatient and home settings as core opportunities for durable growth. The refocused company is setting priorities around smarter infusion systems, interventional platforms and prefillable drug-delivery solutions to capture market share in chronic‑care and high‑volume procedural settings.

The strategic reorientation also realigns BD’s R&D and manufacturing investments toward medtech growth vectors, with management highlighting a repeatable consumables model and global scale as foundations for cash generation. BD signals that the separation enables sharper commercialization and operational rigor while freeing capital to support targeted initiatives across clinical care settings. The move is framed not as a one‑off divestiture but as a structural shift to drive long‑term margin expansion and product leadership in core markets.

Recent quarter and product developments

BD reports fiscal 2026 first‑quarter revenue of $5.3 billion, up 1.6% on a reported basis and 0.4% on a constant‑currency basis, with New BD revenue rising 2.5% FXN. GAAP diluted EPS is $1.34 and adjusted EPS is $2.91; the company affirms full‑year revenue growth guidance and provides adjusted EPS guidance for New BD. Operational highlights include collaborations to expand hazardous‑drug contamination testing, the first U.S. hospital deployment of BD Alaris EMR infusion interoperability with MEDITECH, FDA 510(k) clearance for the EnCor EnCompass breast biopsy system, and a $110 million investment to establish BD Neopak glass prefillable syringe capacity in Columbus, Nebraska.

Capital actions and liability management

BD states it will deploy the $4.0 billion cash proceeds roughly evenly between a $2.0 billion accelerated share repurchase program and $2.0 billion of debt repayment, subject to market conditions. Separately, BD launches cash tender offers covering multiple series of outstanding notes with an aggregate offer cap of $1.6 billion as part of a broader liability‑management program to optimize its capital structure and preserve financial flexibility.