10 unchanged sentences
Exhibit Description
−Removed: 2.1 Separation and Distribution Agreement, dated as of March 31, 2022, by and between Embecta and BD (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 3.1 Amended and Restated Certificate of Incorporation of Embecta (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 3.2 Amended and Restated Bylaws of Embecta (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 4.1 Indenture, dated as of March 31, 2022, by and between Embecta Corp.
−Removed: Bank Trust Company, National Association, as trustee and as notes collateral agent (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 4.2 First Supplemental Indenture, dated as of April 1, 2022, to the Indenture dated as of March 31, 2022, by and between Embecta Corp.
−Removed: Bank Trust Company, National Association, as trustee and as notes collateral agent (incorporated by reference to Exhibit 4.
−Removed: 2 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 4.3 Form of 6.750% Senior Secured Note due February 15, 2030 (included as Exhibit A to the Indenture filed as Exhibit 4.1 hereto) (incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 4.4 First Supplemental Indenture, dated as of April 1, 2022, to the Indenture dated as of February 10, 2022, by and between Embecta Corp.
−Removed: Bank Trust Company, National Association, as trustee and as notes collateral agent (filed as Exhibit 4.1 to the February 11, 2022 Form 8-K and incorporated by reference herein) (incorporated by reference to Exhibit 4.
−Removed: 4 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: Dollar amounts are in millions except per share amounts or as otherwise specified.
−Removed: 10.1 Transition Services Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.2 Tax Matters Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.3 Employee Matters Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.4 Intellectual Property Matters Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***+
−Removed: 10.5 Form of Contract Manufacturing Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.6 Cannula Supply Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***+
−Removed: 10.7 Lease Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***+
−Removed: 10.8 Logistics Services Agreement, dated as of January 1, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.8 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.9 Form of Distribution Agreement, dated as of March 31, 2022, by and between BD and Embecta (incorporated by reference to Exhibit 10.9 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.10 Credit Agreement, dated as of March 31, 2022, by and among Embecta Corp., the lenders and other parties from time to time party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and an L/C issuer (incorporated by reference to Exhibit 10.10 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)***
−Removed: 10.15 Embecta 2022 Employee and Director Equity Based Compensation Plan (incorporated by reference to Exhibit 10.1 5 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 10.16 Embecta Corp.
−Removed: Executive Severance and Change in Control Plan (incorporated by reference to Exhibit 10.16 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
−Removed: 10.17 Embecta Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 7 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-41186) filed on April 6, 2022)
31.1* Certification of Chief Executive Officer, pursuant to SEC Rule 13a–14(a)
−Removed: Dollar amounts are in millions except per share amounts or as otherwise specified.
31.2* Certification of Chief Financial Officer, pursuant to SEC Rule 13a–14(a)
2 unchanged sentences
101* The following materials from this report, formatted in iXBRL (Inline eXtensible Business Reporting Language):
−Removed: (i) the Condensed Combined Statements of Income, (ii) the Condensed Combined Statements of Comprehensive Income, (iii) the Condensed Combined Balance Sheets, (iv) the Condensed Combined Statements of Cash Flows, and (v) Notes to Condensed Combined Financial Statements.
+Added: (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
1 unchanged sentence
** Furnished herewith
−Removed: *** Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K.
−Removed: Embecta agrees to furnish a supplemental copy of any omitted schedule to the Securities and Exchange Commission upon request.
−Removed: + Certain confidential information contained in this document, marked by [***], has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
Dollar amounts are in millions except per share amounts or as otherwise specified.
4 unchanged sentences
President and Chief Executive Officer
+Added: August 15, 2022
/s/ Jacob Elguicze
1 unchanged sentence
Senior Vice President, Chief Financial Officer
+Added: August 15, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.