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BD plans to spinoff its diabetes care business

Upon completion of the distribution, Embecta will be an independent and publicly traded company focused on diabetes management that BD will retain no ownership interest.

BD, a leading global medical technology company, recently announced that its board of directors has approved the planned spinoff of its diabetes care business, which will be known as Embecta.

The board voted unanimously to approve the spinoff to occur on April 1, 2022, concluding that the separation of the diabetes care business from the rest of BD is consistent with BD's growth strategy and helps to sharpen its focus on its core innovation priorities.

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The separation also will enhance the ability of Embecta to attract capital investment, recruit talent and allocate resources and efforts into its unique business development, innovation and product development programs to drive future growth, which ultimately benefits more people living with diabetes around the world, the company said.

"Since the announcement of our intention to spin off the diabetes care business, teams across BD have been working diligently to prepare for a successful separation of the two companies, and the board is pleased with their progress and satisfied that Embecta is ready to serve its customers and drive higher growth as an independent organization," Tom Polen, chairman, CEO and president of BD, said. "We expect both BD and Embecta to drive greater long-term value for shareholders while delivering impactful solutions that improve the future of health care."

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The distribution of shares of Embecta common stock will be made to BD's shareholders of record as of the close of business on March 22, the record date for the spinoff.

"The board approval is a significant milestone, and our team is eager to build upon our nearly 100-year legacy of developing innovations that help people with diabetes live a better life," Devdatt "Dev" Kurdikar, who will be CEO of Embecta upon completion of the spinoff, said.

The distribution is expected to be completed at 12:01 a.m., Eastern Standard Time on April 1 and is subject to the satisfaction or waiver of conditions to the distribution described in Embecta's registration statement on Form 10.

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BD will distribute one share of Embecta common stock for every five common shares of BD outstanding as of the record date, and shareholders will receive cash in lieu of fractional shares of Embecta common stock, the company said. 

Upon completion of the distribution, Embecta will be an independent, publicly traded company focused on diabetes management, and BD will retain no ownership interest.

In addition, Embecta has applied to have its common stock listed on NASDAQ under the ticker symbol EMBC, with stock expected to begin trading on a regular way basis on April 1.

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