This management's discussion and analysis provides a review of the results of operations, financial condition and the liquidity and capital resources of
C. R. Bard, Inc.and its subsidiaries (the "company" or "Bard"). The following discussion should be read in conjunction with Bard's 2012 Annual Report on Form 10-K, and the condensed consolidated financial statements and notes thereto included elsewhere in this Form 10-Q. Certain statements contained herein may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995; see "Risks and Uncertainties; Cautionary Statement Regarding Forward-Looking Information" below.
The company designs, develops, manufactures, packages, distributes and sells medical, surgical, diagnostic and patient care devices. The company sells a broad range of products to hospitals, individual healthcare professionals, extended care health facilities and alternate site facilities on a global basis. Outside
the United States, Europeand Japanare the company's largest markets, while certain emerging markets in Asia, Latin America, and Europeare the company's fastest-growing markets. In general, the company's products are intended to be used once and then discarded or either temporarily or permanently implanted. The company reports sales in four major product group categories: vascular; urology; oncology; and surgical specialties. The company also has a product group category of other products. The company's earnings are driven by its ability to continue to generate sales of its products and improve operating efficiency. Bard's ability to increase sales over time depends upon its success in developing, acquiring and marketing differentiated products that meet the needs of clinicians and their patients. For the nine months ended September 30, 2013, the company's research and development ("R&D") expense as a percentage of net sales was 10.0%. The company also makes selective acquisitions of businesses, products and technologies, generally focusing on small-to-medium sized transactions to provide ongoing growth opportunities. In addition, the company may from time-to-time consider acquisitions of larger, established companies. The company may also periodically divest lines of business in which it is not able to reasonably attain or maintain a leadership position in the market or for other strategic reasons.
September 4, 2013, the company entered into a definitive agreement to acquire Rochester Medical, Inc.("Rochester Medical"), a publicly-held developer and supplier of silicone urinary incontinence and urine drainage products, for a purchase price of $20per share, or approximately $262 millionin the aggregate to be paid at closing. The transaction is expected to close in 2013, and is subject to customary closing conditions, including approval by the shareholders of Rochester Medical as well as regulatory approvals.