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2014 Annual Report BD is a leading medical technology company that partners with customers and stakeholders to address many of the world’s most pressing and evolving health needs. Our innovative solutions are focused on improving drug delivery, enhancing the diagnosis of infectious diseases and cancers, supporting the management of diabetes and advancing cellular research. We are more than 30,000 associates in 50 countries who strive to fulfill our purpose of “Helping all people live healthy lives” by advancing the quality, accessibility, safety and affordability of healthcare around the world. For more information, please visit www.bd.com.

Financial Highlights

Millions of dollars, except per share amounts 2014 2013 Change Operating results Revenues $8,446 $8,054 4.9% Income from continuing operations $1,185 $929 27.5% Diluted earnings per share, from continuing operations $5.99 $4.67 28.3% Dividends per common share $2.18 $1.98 10.1% At a Glance

Revenue* Revenue by Region (billions of dollars) (billions of dollars)

BD Pharmaceutical Systems $1.229

BD Medical Surgical Systems $2.307 BD Medical

$4.573 BD Diabetes Care $1.037 U.S. $8.446 $3.417 BD Biosciences $1.159 BD Diagnostics $2.713 BD Preanalytical Systems BD Biosciences $1.412 $1.159

BD Diagnostic Systems $1.301 *Amounts may not add due to rounding.

Customers Served

Hospitals ● ● ● ● ● ● Physicians’ Office Practices ● ● Consumers and Retail ● ● Public Health Agencies BD Medical produces a broad array of medical devices that are used in a wide range ● ● ● of healthcare settings. BD Medical’s principal product lines include needles, syringes and Academic and Government Institutions ● ● ● intravenous catheters for medication delivery (including safety-engineered and auto-disable devices); prefilled IV flush syringes; syringes and pen needles for the injection of and Pharmaceutical Companies ● ● ● other drugs used in the treatment of diabetes; prefillable drug delivery systems provided Companies to pharmaceutical companies and sold to end-users as drug/device combinations; regional ● ● ● anesthesia needles and trays; sharps disposal containers; closed-system transfer devices; Reference Laboratories ● ● and generic prefilled injectables. The primary customers served by BD Medical are and clinics; physicians’ office practices; consumers and retail pharmacies; governmental and Industrial and Food Labs ● nonprofit public health agencies; pharmaceutical companies; and healthcare workers. Research and Clinical Laboratories ● ● • Needles and syringes • Regional anesthesia needles and trays Blood Banks ● ● • Intravenous catheters • Self-injection systems • Safety-engineered and auto-disable devices • Sharps disposal containers Alternate Site Healthcare ● ● • Prefillable drug delivery systems • Closed-system drug transfer devices • Prefilled IV flush syringes • Ready-to-administer prefilled injectables BD Medical BD Diagnostics BD Biosciences • Insulin syringes and pen needles • Medication workflow solutions Europe $2.733

Asia Pacific $1.121

Other(1) $1.175

(1) Other is comprised of Latin America, and .

BD Diagnostics provides products for the safe collection and transport of diagnostics BD Biosciences produces research and clinical tools that facilitate the study of cells, and specimens, as well as instruments and reagent systems to detect a broad range of infectious the components of cells, to gain a better understanding of normal and disease processes. That diseases, healthcare-associated infections (“HAIs”) and cancers. BD Diagnostics’ principal information is used to aid the discovery and development of new drugs and , and to products include integrated systems for specimen collection; safety-engineered blood collection improve the diagnosis and management of diseases. BD Biosciences’ principal product lines products and systems; automated blood culturing and tuberculosis culturing systems; molecular include fluorescence-activated sorters and analyzers; monoclonal and kits for testing systems for infectious diseases and women’s health; microorganism identification and performing cell analysis; reagent systems for life science research; diagnostic assays; and cell drug susceptibility systems; liquid-based cytology systems for cervical cancer screening; rapid culture media and supplements for manufacturing. The primary customers diagnostic assays; microbiology laboratory automation; and plated media. BD Diagnostics serves served by BD Biosciences are research and clinical laboratories; academic and government hospitals, laboratories and clinics; reference laboratories; blood banks; healthcare workers; public institutions; pharmaceutical and biotechnology companies; hospitals; and blood banks. health agencies; physicians’ office practices; and industrial and food microbiology laboratories.

• Integrated systems for specimen collection • Microorganism identification and drug • Fluorescence-activated cell sorters • Reagent systems for life science research • Safety-engineered blood collection products susceptibility systems and analyzers • Cell imaging systems and systems • Liquid-based cytology systems for cervical • Monoclonal antibodies and kits for • Cell culture media and supplements for cancer screening • Automated blood culturing systems cell analysis biopharmaceutical manufacturing • Molecular testing systems for infectious • Rapid diagnostic assays diseases and women’s health • Plated media • Microbiology laboratory automation “As I look to the future, I see a Company that will have the ability to have a significant impact on the world’s healthcare problems on a scale that was not possible before, and to do it faster and with greater effectiveness.”

Vincent A. Forlenza Chairman, Chief Executive Officer and President

Dear Fellow Shareholders,

Normally I would use this letter to look back and reflect on how the previous year’s successes and challenges are shaping our future, but I am compelled this year to look forward to what I see as a truly transformational crossroad for BD and the healthcare industry we serve.

On October 5, 2014, just days after we closed the books on fiscal 2014, BD announced a definitive agreement to acquire CareFusion, a leading provider of infusion pumps and drug dispensing systems, to create a global leader in medication management and patient safety solutions. The blending of the two companies’ complementary product portfolios gives us the potential to offer integrated medication management solutions and smart devices — from drug preparation in the to dispensing on the floor, administration to the patient and subsequent monitoring.

We expect this combination to improve the quality of patient care and reduce 3-Year Revenue Growth healthcare costs by addressing unmet needs in hospitals, hospital pharmacies (billions of dollars) and alternate sites of care. We believe this will lead to increased efficiencies, a reduction in medication administration errors and improved patient and healthcare $8.600 worker safety. It also would provide new growth opportunities for CareFusion $8.446 products in emerging markets and expand their global reach by leveraging BD’s $8.400 international infrastructure. We expect that this will create meaningful value for our shareholders, customers and associates around the world. $8.200 $8.054 The CareFusion transaction is subject to customary closing conditions and $8.000 regulatory and shareholder approvals, and we expect it to close in the first half of calendar year 2015. Following the consummation of the merger, BD will be $7.800 a stronger, more innovative and more global company. As a result, BD will have $7.708 an even greater capability to deliver on its vision of being a medical technology $7.600 company that continues to help improve the quality of patient care and outcomes and advance access to healthcare while helping contain the cost of healthcare $7.400 delivery. We firmly believe that our ability to bring solutions within and across the Medical, Diagnostics and Biosciences segments remains pivotal to delivering on $7.200 2012 2013 2014 this vision and transitioning into a customer-centric provider of solutions that will have a positive impact on the healthcare industry.

2014 ANNUAL REPORT 1 BD FACSPresto™

In fiscal 2014, BD Biosciences launched BD FACSPresto™, an The BD FACSPresto™ system is unique in two important ways. innovative near-patient CD4 counter system designed to bring First, it is easy to learn and use. Its features simplify operation CD4 testing closer to HIV/AIDS patients in resource-limited without compromising accuracy and precision, including settings outside the U.S. It offers a full menu of CD4, %CD4 and several built-in internal performance checks to ensure quality hemoglobin results in a single test to stage and monitor HIV/AIDS and consistency of testing as well as an intuitive language- patients (adults and children). It is small and portable, weighing independent graphical touchscreen interface and onboard only 7 kg (15 lbs), and operational using a rechargeable battery operational videos. Second, clinical studies show it delivers and across a wide range of temperature and humidity conditions. finger-stick results that are as accurate, precise and reliable as The BD FACSPresto™ system measures the number of CD4 cells — venipuncture results. a type of white blood cell that fights infection — to determine how The BD FACSPresto™ system is an extraordinary example of strong the patient’s immune system is and the stage of their disease. BD’s commitment to increasing access to healthcare and a strong This information is used to guide treatment and predict how the asset in BD’s point-of-care (POC) strategy. The BD FACSPresto™ disease may progress. Because the BD FACSPresto™ system can system is CE marked according to the EU IVD Directive 98/79/EC bring CD4 testing closer to HIV/AIDS patients, it also helps increase and has recently received the World Health Organization (WHO) the likelihood they will get access to treatment, which reduces the Pre-Qualification. probability they will transmit new infections to others.

2 BD As I look to the future, I see a Company Our focus on operational effectiveness Company. Through the formation of our that will have the ability to have a continued to yield results. We achieved new Office of Science, Medicine and significant impact on the world’s our Reliable Low Cost (ReLoCo) savings Technology (led by Dr. Ellen Strahlman, healthcare problems on a scale that was goal of more than $30 million in 2014 and M.D., BD’s Senior Vice President for not possible before, and to do it faster plan to deliver additional savings in 2015. Research and Development and Chief and with greater effectiveness. I look EVEREST, our ERP program, will increase Medical Officer), we continued to forward to the successful completion efficiencies by replacing legacy systems. reallocate more of our internal R&D of the merger of these two great This program went live in an additional 50 investment to focus on new products companies and the opportunity to sites across the Company during 2014. instead of simple line extensions, began share more information with you about experimenting with new partnership this pivotal point in BD’s history in the The Evolution Continues models and tapped into new sources months ahead. The healthcare industry is still struggling for world-class ideas and talent to drive through a period of great transition. We external innovation opportunities. Financial Highlights continue to operate against a strong Externally, we formed partnerships with One of the great benefits of my job is current of global economic pressures two well-known business accelerator traveling the world and seeing first- that put restrictions on how healthcare incubators — Microsoft Ventures and hand how BD’s more than 30,000 dollars are allocated and spent. Our Healthbox — as well as the Israeli associates collaborate across functions, customers need improved healthcare government’s Office of the Chief businesses and regions to better solutions and they understand that Scientist. These relationships give BD serve our customers and society. Our yesterday’s solutions can no longer solve access to some of the world’s best associates are united in their focus, today’s problems. science, technology and entrepreneurs commitment and passion to address One thing is for sure, we must — all with the goal of incenting the the most basic and global human need be proactive — not reactive — in entrepreneurial community to consider — health. This engagement and drive addressing the healthcare challenges and pursue early-stage business carried forward to our performance in our customers are facing. This presents concepts that align with BD’s strategic 2014, which I’m pleased to report was BD with both a significant hurdle interests. Our aim is to create a portfolio strong, stable and growing. and a tremendous opportunity. By of partnerships comprised of small For fiscal 2014, BD reported revenues understanding our customers’ priorities financial investments with opportunities of $8.446 billion and diluted earnings and what they value, we are developing for deep, hands-on engagement and per share from continuing operations more effective and sustainable solutions strategic exploration. of $5.99. As a result of our continued that we believe will create preference We also continued to identify performance across all segments, and differentiation for BD in the opportunities for growth to expand together with our continued innovation marketplace. In doing so, BD will play our portfolio of customer solutions. and reinvigorated product pipeline, sales a key role in making healthcare what it We recently acquired GenCell from new products and acquisitions as should be for all — effective, efficient Biosystems, a privately-held Irish a percentage of total revenue increased and safe. biotech company that has developed to approximately 15 percent, up from Last year, I said BD must evolve if we proprietary technologies to address key nearly 13 percent in 2013. Emerging are to remain a relevant healthcare biological analysis protocols — from markets continued to deliver robust leader and help our customers address library preparation of Next Generation performance, with revenue growth of their challenges. As with most things Sequencing (NGS) to genotyping approximately 9 percent and reaching evolutionary, change tends to happen applications. This acquisition provides 25 percent of total company revenues. slowly when left to follow its own path. BD entry into the NGS market, a fast- Our cash flow from operations remained We have opted to embrace change fully growing segment with the potential to strong, totaling $1.7 billion. BD also in order to speed our progress. have a significant impact on healthcare, returned $0.8 billion to our shareholders with a differentiated platform that will through a combination of buybacks and Over the past year, we invested a provide a base to further grow our dividends as we increased our dividend substantial amount on research and genomics offerings. for the 42nd consecutive year. development inside and outside the

2014 ANNUAL REPORT 3 We are arriving at customer solutions significant leaps in the environmental Porter of Harvard University — BD through our ongoing focus on performance of our products as well developed what we believe is the first “customer-centricity” — which simply as in the effectiveness and efficiency of executive training program on shared means putting our customers at the our operations. Beyond these efforts, value creation. The program has been center of everything we do. We have we are also focusing on keeping our rolled out globally via BD University, made it an imperative to gain a deeper talent pipeline full. We have created a our in-house training and development understanding of our customers’ new Leadership Standard and related facility. Further, we are applying the key priorities around the world and develop programs to develop a uniform set of principles of shared value creation to a sensitivity to information and insights management capabilities across the advance maternal and newborn health that may have gone unnoticed a few Company. We are working to spot, and other high-priority global health years ago. Armed with fact-based nurture and advance emerging talent needs by identifying new innovations insights, we are beginning to turn the among recent graduates and from that can be brought to scale utilizing corner on not just appreciating what associates around the world who BD’s core competencies in product our customers need, but what it is they possess the skills and drive to reach the development, manufacturing and value, what drives their purchasing top levels of management and who will global distribution. The first product decisions and how they choose their serve as our Company’s torchbearers. being developed is the BD Odon preferred medical technology suppliers. We have also made advancements Device™ for assisted childbirth, which This effort remains very much a journey, in our Diversity agenda, establishing is presently being tested in clinical but we have made notable progress clear goals and defining our first studies conducted by the World Health both in terms of how we inform global employee resource group — the Organization (WHO). BD’s strategy solution development efforts as well as Women’s Initiative Network (WIN). to address maternal and newborn our go-to-market strategies. health needs was manifested in a Longer-term, we continue our commitment made during fiscal 2014 unwavering support to make a A Sustainable Future to the United Nation’s Every Newborn difference not just for our shareholders Also fundamental to BD’s evolution is Action Plan, associated with the UN but for the world as a whole. In 2014, our sustainability strategy to address Secretary General’s Every Woman Every BD continued to advance our focus the wide range of challenges in our Child movement. on shared value creation, which is industry while helping to make a addressing unmet societal needs Our investments in initiatives like BD difference on relevant issues that through business models and initiatives Helping Build Healthy CommunitiesTM impact society and the planet. Over the that also contribute to the commercial link intrinsically to our long-term near-term, sustainability has taken on success of the Company. Together economic sustainability. This initiative a continuous-improvement dynamic at with FSG — a nonprofit consulting is a multi-year enterprise with our BD as we make both incremental and firm co-founded by Professor Michael partner Direct Relief and the National

SUSTAINABLE, PROFITABLE GROWTH

Customer Strong Core Regional Acquisitions Innovation Centricity Portfolio Investments & Alliances

Fact-based Strategy Organizational Alignment Efficiency & Work Systems Talent & Culture Built on a Foundation of Ethics, Compliance and Shared Value

4 BD BD MAXTM System

In our Diagnostics Systems business, BD continues to expand the BD MAXTM System menu and its open system capabilities. For laboratories developing their own tests for the BD MAXTM System, we expanded our suite of Open System solutions with the introduction of the Total Nucleic Acid (TNA) suite of reagents. This innovation enables the development of assays capable of extracting and amplifying both DNA and RNA in a single reaction with an automated, simplified workflow. In fiscal 2014, we also added new panels to our BD MAXTM Enteric suite. The BD MAXTM Enteric Parasite Panel can detect commonly isolated and highly pathogenic organisms in one panel, and the BD MAXTM Enteric Bacterial Panel can detect the most common causes of bacterial gastroenteritis. These assays provide clinicians with fast, accurate results that will enable more rapid diagnosis compared with conventional culture methods and will help improve standard of care and clinical efficiencies.

*

GBS 1 MRSA

Cdiff † 2 CRE RUO

StaphSR

MRSA 3† Enteric Bacterial Panel 4† Enteric Parasite Panel †

CT/GC

CT/GC/† Trich

† Vaginitis5 Panel

Enteric Viral † Panel

Respiratory6† Panel

BRAF†

KRAS†

2012 2013 2014 2015

2014 ANNUAL REPORT 5

BD Nexiva™ Diffusics™ Closed IV Catheter System Over the past 10 years, the technology required to perform contrast-enhanced CT scans rapidly advanced, but the peripheral IV catheter used with such procedures had largely remained the same — until BD introduced its innovative BD Nexiva™ Diffusics™ power injection technology. Modern diagnostic imaging often involves the use of a large IV catheter to inject contrast media into a patient’s bloodstream at a high flow rate to help radiologists identify the area of concern. The problem is that many patients cannot handle a large catheter due to their size (such as children) or because of poor vein health. The use of smaller catheters with these patients may result in excessive catheter motion that may injure the vein or suboptimal imaging caused by a reduced contrast flow rate. We designed the BD Nexiva™ Diffusics™ Closed IV Catheter System to address three specific challenges — insertion difficulties, suboptimal contrast delivery and extravasation. Its all-in-one design is built for a 325 psi power injection setting, and its unique diffuser hole design lessens the impact to the vein during power injection compared to non-diffused catheters. Using laser technology, BD modified the tip of the IV catheter to evenly distribute the contrast flow into the vein, making it possible to perform most CT scans using a smaller gauge size catheter at the desired flow rate. This can help improve the experience for both the patient and clinician.

6 BD Association of Community Health The strategic investments made in Building for the Future Care Centers to address unmet health these regions are fueling this growth. Organizational alignment is key to needs in the U.S. by helping community We increased our R&D capabilities in BD adapting to rapid changes in the health centers implement innovative Asia for in-demand products such as healthcare industry. Recently, we approaches to diabetes, cervical cancer the BD Emerald™ Syringe and the BD announced a new organizational and HIV prevention. Intima™ II IV Catheter and continue to structure to better position us to pursue drive solutions focused on increasing In 2014, we teamed with our partners our purpose and solutions strategy. access to healthcare that lead to AmeriCares, Heart to Heart International, Effective October 1, we restructured improved patient outcomes and quality Direct Relief and Australian Doctors our business units from three segments of care. We are doing this work locally International to send out four teams of — BD Medical, BD Diagnostics and BD in recognition of the differences that associates on BD-sponsored Volunteer Biosciences — to two — BD Medical exist in healthcare in different parts of Service Trips to address indigenous and BD Life Sciences. the world and we placed an emphasis health needs in El Salvador, Haiti, on market-appropriate products and The BD Medical segment is led by Peru and Papua New Guinea. We also extending the sales of our existing and Tom Polen and consists of BD Medical continued our work to help strengthen new Medical, Diagnostic and Bioscience Surgical Systems, BD Pharmaceutical labs and healthcare systems in emerging products into multiple tiers in Systems and BD Diabetes Care. Targeting markets, including collaboration and . We will continue to invest primarily clinical healthcare settings, it in Indonesia around strengthening in localized R&D in China given the focuses on expanding the scale of our tuberculosis laboratories. In West Africa, growth we have experienced there. relevant solutions across the medication we worked with the CDC Foundation delivery and management process for and Direct Relief, Heart to Heart We believe this work has set the stage hospitals, clinics and pharmaceutical International and AmeriCares to facilitate for continued success in Asia and has companies and individuals who self- the donation and delivery of more than allowed us to establish the needed administer their therapies. $900,000 in cash and BD products to capabilities for execution. We have protect health workers fighting the developed a multi-year strategy for the The BD Life Sciences segment is led outbreak of the Ebola virus as well as region and made key hires last year by Linda Tharby and consists of BD help secure contributions from the in and China to create the Biosciences, BD Preanalytical Systems private sector to mobilize the worldwide leadership structure needed for success. and BD Diagnostic Systems. Targeting effort to treat the sick and slow We also have implemented proven BD primarily research and laboratory transmission to surrounding populations. processes for product development customers, it focuses on developing and innovation in Asia and established in-vitro diagnostics from sample to Over the next year, we will be launching innovation governance structures diagnostic result and high-quality a set of 2020 Sustainability Goals that in Singapore and China. Today, our research tools solutions, with a core articulate our ambition to address the footprint extends over the entire region, focus on infectious diseases, sample wide range of challenges relevant to BD with R&D activity underway in China, collection and cellular technologies. and our impact on society and the planet. Singapore and India. This new structure, which rolls up Delivering On Our Promise We believe these efforts will be under William Kozy, BD’s Executive This year’s report has an intentional sustainable because we are building Vice President and Chief Operating global orientation. In fiscal 2014, basic and scalable capability in line Officer, provides the platform we need 60 percent of our revenues came from with our customers’ expectations, and for cross-business collaboration and markets outside the U.S. and more than we have the right people in the right programs to bring additive, compelling 25 percent of our revenues came from places. These investments, combined solutions to the marketplace. emerging markets. China, Latin America with leverage of our existing capabilities and India accounted for nearly 15 in Singapore and our businesses, percent of overall fiscal 2014 revenues. should support notable growth for the Company in the future.

2014 ANNUAL REPORT 7 Conclusion His contributions are many and will be things not because they are easy, but missed. At the same time, I’d like to because they are hard, and they serve Earlier this year, I accepted an honor welcome our newest Board member, to organize and measure the best of our from Fairleigh Dickinson University, Dr. Claire Pomeroy. Dr. Pomeroy is energies and skills. which is named after one of our President of the Albert and Mary Lasker founders, as part of the school’s I look forward to fiscal 2015 with similar Foundation, an expert in infectious annual Charter Day event to raise resolve. The work ahead of us will diseases and a long-term advocate for funds for scholarships. I accepted the certainly not be easy, but BD’s future public health and patients, especially award not just for myself but also for has never been brighter. Our legacy of those with HIV/AIDS. She brings a the many men and women from BD consistent performance — combined valuable outlook that will help us who have nurtured the University’s with the prospect of expanding BD’s advance and evolve our strategy and growth and success over the years. scope and reach around the world improve healthcare globally. I feel similarly about the unique through our pending merger with relationship between BD and our Board In closing, I want to thank all of our CareFusion — demonstrates that our of Directors. Much of the success BD shareholders, customers, partners and business strategy is working and is has experienced over this past year associates — all those who have placed appropriate for this dynamic healthcare stems from the contributions of our their trust in me and my management environment. It also confirms my talented Board. Their steady hand and team as we strive not only to achieve belief that BD can indeed do well for diverse perspectives have enabled BD our purpose of “Helping all people live its customers and shareholders while to advance its strategy and purpose healthy lives,” but also seek to achieve also doing good for the greater needs around the world. our envisioned future of eliminating of society. I stand with BD’s associates unnecessary suffering and death from around the globe to accept the In particular, I want to thank Dr. Al disease and, in so doing, help BD challenges and opportunities before us. Sommer, who is retiring from the become one of the best-performing Board, for his many years of service. His companies in the world. Grand insights into global health issues and words, I know, and some might say his strong leadership of our Science, unattainable. But I’m reminded of what Marketing, Innovation and Technology Vincent A. Forlenza President Kennedy said in 1962 about Committee have strongly influenced putting a man on the moon before the Chairman, Chief Executive Officer the development of the Company’s end of the decade — that we do such and President strategy and our innovation capabilities.

IMPORTANT INFORMATION FOR INVESTORS In connection with the proposed transaction, on November 4, 2014, BD filed with the SEC a registration statement on Form S−4 that constitutes a preliminary prospectus of BD and includes a preliminary proxy statement of CareFusion. After the registration statement has been declared effective by the SEC, the definitive proxy statement/prospectus will be delivered to stockholders of CareFusion. BD and CareFusion also plan to file other relevant documents with the SEC regarding the proposed transaction. INVESTORS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE MERGER THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. You may obtain a free copy of the registration statement and the definitive proxy statement/ prospectus (when available) and other relevant documents filed by BD and CareFusion with the SEC at the SEC’s website at www.sec.gov. In addition, you will be able to obtain free copies of these documents by phone, e−mail or written request by contacting the Investor Relations department of BD or CareFusion at the following: Monique N. Dolecki, Investor Relations — 201-847-5378 [email protected] or Jim Mazzola, Investor Relations — 858-617-1203 [email protected].

8 BD FORWARD-LOOKING STATEMENTS of any legal proceedings related to the proposed merger; access to available financing for the refinancing of BD’s or This communication contains certain estimates and other CareFusion’s debt on a timely basis and reasonable terms; forward-looking statements (as defined under Federal the ability to market and sell CareFusion’s products in new securities laws). Forward looking statements generally are markets, including the ability to obtain necessary regulatory accompanied by words such as “will,” “expect,” “outlook” product registrations and clearances; the loss of key senior or other similar words, phrases or expressions. These management or other associates; the anticipated demand for forward-looking statements include statements regarding BD’s and CareFusion’s products, including the risk of future the estimated or anticipated future results of BD, and of reductions in government healthcare funding, changes in the combined company following BD’s proposed acquisition reimbursement rates or changes in healthcare practices that of CareFusion, the anticipated benefits of the proposed could result in lower utilization rates or pricing pressures; combination, including estimated synergies, the expected the impact of competition in the medical device industry; timing of completion of the transaction and other statements the risks of fluctuations in interest or foreign currency that are not historical facts. These statements are based on exchange rates; product liability claims; difficulties inherent the current expectations of BD and CareFusion management in product development, including the timing or outcome of and are not predictions of actual performance. These product development efforts, the ability to obtain regulatory statements are subject to a number of risks and uncertainties approvals and clearances and the timing and market success regarding BD and CareFusion’s respective businesses, and the of product launches; risks relating to fluctuations in the cost proposed acquisition, and actual results may differ materially. and availability of raw materials and other sourced products These risks and uncertainties include, but are not limited to, and the ability to maintain favorable supplier arrangements the ability of the parties to successfully close the proposed and relationships; successful compliance with governmental acquisition, including the risk that the required regulatory regulations applicable to BD, CareFusion and the combined approvals are not obtained, are delayed or are subject company; changes in regional, national or foreign economic to unanticipated conditions that could adversely affect conditions; and uncertainties of litigation, as well as other the combined company or the expected benefits of the factors discussed in BD’s and CareFusion’s respective filings transaction; risks relating to the integration of CareFusion’s with the Securities Exchange Commission (SEC). BD and operations, products and employees into BD and the CareFusion do not intend to update any forward-looking possibility that the anticipated synergies and other benefits statements to reflect events or circumstances after the date of the proposed acquisition will not be realized or will not hereof, except as required by applicable laws or regulations. be realized within the expected timeframe; the outcome

PARTICIPANTS IN THE SOLICITATION be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the BD and CareFusion and their respective directors and merger when they become available. Investors should read executive officers and other members of management the proxy statement/prospectus carefully when it becomes and employees may be deemed to be participants in the available before making any voting or investment decisions. solicitation of proxies in respect of the proposed transaction. You may obtain free copies of these documents from BD or Information about BD’s directors and executive officers is CareFusion as indicated above. This communication shall available in BD’s proxy statement dated December 19, 2013, not constitute an offer to sell or the solicitation of an offer for its 2014 Annual Meeting of Shareholders and subsequent to buy any securities, nor shall there be any sale of securities SEC filings. Information about CareFusion’s directors and in any jurisdiction in which such offer, solicitation or sale executive officers is available in CareFusion’s proxy statement would be unlawful prior to registration or qualification under dated September 25, 2014, for its 2014 Annual Meeting of the securities laws of any such jurisdiction. No offering of Stockholders. Other information regarding the participants securities shall be made except by means of a prospectus in the proxy solicitation and a description of their direct meeting the requirements of Section 10 of the U.S. Securities and indirect interests, by security holdings or otherwise, will Act of 1933, as amended.

2014 ANNUAL REPORT 9 2014 Awards, Recognitions and Affiliations

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2 0 n 1 io 4 ct S in eal of Dist

Work-L or ife f P e r c o n g a i r

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2 0 n 1 o 4 ti c Se in al of Dist

Corporate Sustainability »»World’s Most Admired Companies — FORTUNE* »»Dow Jones Sustainability North America Index, since 2005 Employer of Choice »»FTSE4Good Index, since 2003 »»NJBIZ Best Places to Work in NJ 2014

»»Inspired Practice Award — International Association for »»Work-Life Seal of Distinction — WorldWorks’ Alliance for Volunteer Effort (IAVE) Work-Life Progress®

»»Center for Public Accountability — Industry Leader 2014 »»Best Employers for Healthy Lifestyles 2014 — National Business Group on Health (U.S.) »»AmeriCares Power of Partnership Award »»Best Places for Diverse & Women Managers to Work — Environment, Health and Safety Diversity MBA 50 Out Front for Diversity Leadership »»U.S. EPA Green Power Partnership — Leadership Award »»CEO Cancer Gold Standard™ Accreditation »»Windmade™ — Pioneer Company »»Top Employers South Africa 2014 — Top Employers Institute »»Champion for Change Environmental Excellence Award — Practice Greenhealth

»»U.S. EPA SmartWay Transport Partner — Member *FORTUNE is a registered trademark of Time Inc. and is used under license. From FORTUNE Magazine, March 17, 2014 © 2014 Time Inc. FORTUNE and Time Inc. are not affiliated »»2014 Natural Capital Decoupling Leader with, and do not endorse products or services of, Licensee.

10 BD Corporate Information Annual Meeting Independent Auditors Tuesday, January 27, 2015 — 1:00 p.m. Ernst & Young LLP Four Seasons Hotel New York 5 Times Square 57 East 57th Street New York, NY 10036-6530 New York, NY 10022 Phone: 1-212-773-3000 Internet: www.ey.com This annual report is not a solicitation of proxies. Shareholder Information Transfer Agent and Registrar At November 7, 2014 BD had 8,197 shareholders of record. Computershare Trust Company, N.A. BD’s Statement of Corporate Governance Principles, BD’s Code of 211 Quality Circle, Suite 210 Conduct, the charters of BD’s Committees of the Board of Directors, College Station, TX 77845 BD’s reports and statements filed with or furnished to the Securities Phone: 1-877-498-8861 and Exchange Commission and other information are posted on International: 1-781-575-2726 BD’s website at www.bd.com/investors. Internet: www.computershare.com Shareholders may receive, without charge, printed copies Direct Stock Purchase Plan of these documents, including BD’s 2014 Annual Report on The Direct Stock Purchase Plan established through Form 10-K, including the financial statements and related Computershare Trust Company, N.A., enhances the services schedules, by contacting: provided to existing shareholders and facilitates initial investments Investor Relations in BD shares. Plan documentation and additional information may BD be obtained by calling Computershare Trust Company, N.A., at 1 Becton Drive 1-877-498-8861, or by accessing the “Buy stock direct” feature Franklin Lakes, NJ 07417-1880 located within the Investor Centre of Computershare’s website at Phone: 1-800-284-6845 www.computershare.com. Internet: www.bd.com All formative trademarks are the property of Becton, Dickinson and Company, its NYSE Symbol: BDX subsidiaries or related companies. © 2014 BD All other brands and logos represented herein are trademarks of their respective owners.

The graph below presents a comparison of cumulative total return to shareholders for the five year period ended September 30, 2014, for BD, the S&P 500 Index and the S&P 500 Equipment Index.

Cumulative total return to shareholders is measured by dividing total dividends (assuming dividend reinvestment) plus per share price change for the period by the share price at the beginning of the measurement period. BD’s cumulative shareholder return is based on an investment of $100 on September 30, 2009, and is compared to the cumulative total return of the S&P 500 Index and the S&P 500 Health Care Equipment Index over the same period with a like amount invested.

Comparison of 5-year Cumulative Total Return Among Becton, Dickinson and Company, the S&P 500 Index, and the S&P 500 Health Care Equipment Index* Dollars 250

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Becton, Dickinson and Company S&P 500 Index S&P 500 Index Health Care Equipment Index

*Source: Standard & Poor’s

2014 ANNUAL REPORT 11 Corporate Officers Vincent A. Forlenza David W. Highet Patti E. Russell Chairman, Chief Executive Officer Vice President, Chief Intellectual Property Vice President and Chief Ethics and and President Counsel and Assistant Secretary Compliance Officer

Amit Bhalla Jerome V. Hurwitz Antoinette F. Segreto Vice President — Global Strategy Senior Vice President — Human Resources Vice President — Tax and Development William A. Kozy Nabil Shabshab Pierre Boisier Executive Vice President and Chief Senior Vice President and Senior Vice President — Quality Operating Officer Chief Marketing Officer

Gary M. Cohen James Lim Jeffrey S. Sherman Executive Vice President President — Greater Asia Senior Vice President and General Counsel

Alexandre Conroy Joseph Mercurio Stephen Sichak, Jr. President — Europe, EMA and Vice President and Corporate Controller Senior Vice President — Integrated the Americas Supply Chain Richard J. Naples Gary M. DeFazio Senior Vice President — Regulatory Affairs Ellen R. Strahlman, M.D. Vice President and Corporate Secretary Senior Vice President — Research & Thomas Polen Development and Chief Medical Officer John E. Gallagher Segment President — Medical Vice President — Business Planning and Linda Tharby Analysis and Treasurer Christopher R. Reidy Segment President — Life Sciences Chief Financial Officer and Executive Vice President of Administration

Board of Directors Basil L. Anderson 1,2,4 Christopher Jones 1,4,5 Claire Pomeroy, M.D. 3,5 Retired Vice Chairman — Staples, Inc. Retired Chief Executive Officer — JWT President — The Albert and Mary Worldwide Lasker Foundation Henry P. Becton, Jr. 3,4,5 Vice Chairman and Former President — Marshall O. Larsen 1,2,4 Rebecca W. Rimel 1,5 WGBH Foundation Retired Chairman, President and Chief President and Chief Executive Officer — Executive Officer — Goodrich Corporation The Pew Charitable Trusts Catherine M. Burzik 1,5 Former President and Chief Executive Gary A. Mecklenburg 2,3 Bertram L. Scott 1,2 Officer — Kinetic Concepts, Inc. Retired President and Chief Executive President and Chief Executive Officer — Officer — Northwestern Memorial Affinity Health Plan Edward F. DeGraan 2,3 HealthCare Retired Vice Chairman — Gillette of the Alfred Sommer, M.D., M.H.S. 3,5 Procter & Gamble Company James F. Orr 2,3 Professor of International Health, Retired Chairman and Chief Executive Epidemiology and Ophthalmology — Vincent A. Forlenza 4 Officer — Convergys Corporation Johns Hopkins University Medical School Chairman, Chief Executive Officer and Bloomberg School of Public Health and President Willard J. Overlock, Jr. 1,4,5 Special Partner — Cue Ball Capital Committees appointed by the Board of Directors Claire M. Fraser, Ph.D. 3,5 1 — Audit Committee Director — Institute for Genome Sciences, 2 — Compensation and Benefits Committee University of Maryland School of Medicine 3 — Corporate Governance and Nominating Committee 4 — Executive Committee 5 — Science, Marketing, Innovation and Technology Committee

12 BD Printing Information* 258 BD saved the following resources by using 25,736 trees preserved for the future pounds of Reincarnation Silk 100, made with an average of 100% recycled fiber and an average 120,300 gal wastewater flow saved of 100% post-consumer waste. It is designated Ancient Forest FriendlyTM and manufactured with ® 8,053 lbs electricity that is offset with Green-e certified solid waste not generated renewable energy certificates. 22,181 lbs net greenhouse gases prevented

* Source: Calculations based on research by Environmental 11,500,000 BTUs Defense Fund and other members of the Paper Task Force. energy not consumed

100%

RECYCLED Paper made from recycled material C101537

Design: Eisenman Associates. 1 Becton Drive Franklin Lakes, NJ 07417 www.bd.com