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Boston Scientific Announces Pricing of €2.0 Billion of Senior Notes

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Boston Scientific Corporation (BSX) announces a public offering of €750,000,000 and €1,250,000,000 aggregate principal amount of notes due 2029 and 2032 respectively. The offering is expected to close on February 27, 2024, to finance the acquisition of Axonics, Inc.
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The public offering of notes by Boston Scientific Corporation's finance subsidiary is a significant event that reflects the company's capital structure strategy. The issuance of €2 billion in notes at interest rates of 3.375% and 3.500% for 5 and 8-year maturities, respectively, indicates a proactive approach to managing long-term debt and financing major acquisitions. This move is likely to be scrutinized for its impact on the company's leverage ratios and interest coverage metrics, which are vital indicators of financial health in the medical devices industry.

Investors and analysts will be keen to assess the terms of the offering in comparison to the industry's average cost of debt, as well as the potential effects on Boston Scientific's credit rating. The use of proceeds to fund the acquisition of Axonics, Inc. suggests a strategic expansion that could enhance the company's market position in neuromodulation, a field with growing demand. However, the added debt load will require careful monitoring of the company's cash flow generation and profit margins to maintain financial stability.

The strategic acquisition of Axonics, Inc. by Boston Scientific Corporation, partially funded through this note offering, underscores the competitive dynamics within the medical technology sector. Axonics represents a valuable asset in the neuromodulation space, a market with significant growth prospects due to an aging population and the prevalence of chronic conditions that can benefit from such therapies.

Market analysts will be evaluating the potential synergies that the acquisition could yield, such as expanded product portfolios and increased market share. Furthermore, the timing and size of the offering may reflect Boston Scientific's confidence in its ability to integrate Axonics and leverage its technologies effectively. The market's reaction to this offering could serve as an indicator of investor confidence in the company's strategic direction and its execution capabilities.

The legal aspects of Boston Scientific's note offering, particularly the guarantees by the parent company and the adherence to SEC regulations, are crucial for ensuring investor protection and compliance with financial legislation. The full and unconditional guarantee by Boston Scientific provides a layer of security for investors, potentially making the notes more attractive and reducing the cost of capital for the company.

Legal analysts will consider the implications of the offering's structure, including the registration statement and prospectus requirements. It is essential that all disclosures and terms comply with the securities laws to prevent legal challenges. The absence of an offer or solicitation in jurisdictions where it would be unlawful is a standard precaution to mitigate legal risk. The role of joint book-running managers, such as Barclays, Citigroup and Société Générale, further adds a layer of credibility and legal oversight to the transaction.

MARLBOROUGH, Mass., Feb. 22, 2024 /PRNewswire/ -- Boston Scientific Corporation (the "Company") (NYSE: BSX) today announced that American Medical Systems Europe B.V., its wholly owned finance subsidiary, has priced a public offering of €750,000,000 aggregate principal amount of 3.375% notes due 2029 and €1,250,000,000 aggregate principal amount of 3.500% notes due 2032 (collectively, the "Notes"). The Notes will be fully and unconditionally guaranteed by the Company. The offering is being made pursuant to a registration statement filed with the U.S. Securities and Exchange Commission. 

The offering is expected to close on February 27, 2024, subject to customary closing conditions. The Company intends to use the net proceeds from the offering, together with borrowings under its commercial paper program and cash on hand, to finance the purchase price of the Company's previously announced agreement to acquire Axonics, Inc. and to pay related fees and expenses and, to the extent that the net proceeds from the offering of the Notes are not used for such purposes, to fund the repayment at maturity of the Company's 3.450% senior notes due March 2024 and to pay accrued and unpaid interest with respect to such notes, and for general corporate purposes.

Nothing herein shall constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such state or jurisdiction. The offering is being made by means of a prospectus and related preliminary prospectus supplement only, copies of which or information concerning this offering may be obtained by contacting the joint book-running managers: Barclays Bank PLC, toll-free at 1-888-603-5847; Citigroup Global Markets Europe AG, toll-free at 1-800-831-9146; or Société Générale, toll-free at 1-855-881-2108.

About Boston Scientific
Boston Scientific transforms lives through innovative medical technologies that improve the health of patients around the world. As a global medical technology leader for more than 40 years, we advance science for life by providing a broad range of high-performance solutions that address unmet patient needs and reduce the cost of health care. Our portfolio of devices and therapies helps physicians diagnose and treat complex cardiovascular, respiratory, digestive, oncological, neurological and urological diseases and conditions. Learn more at www.bostonscientific.com and connect on LinkedIn and X, formerly Twitter.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by words like "anticipate," "expect," "project," "believe," "plan," "estimate," "intend" and similar words. These forward-looking statements are based on our beliefs, assumptions and estimates using information available to us at the time and are not intended to be guarantees of future events or performance. These forward-looking statements include, among other things, statements regarding the proposed offering and intended use of proceeds. If our underlying assumptions turn out to be incorrect, or if certain risks or uncertainties materialize, actual results could vary materially from the expectations and projections expressed or implied by our forward-looking statements. These factors, in some cases, have affected and in the future (together with other factors) could affect our ability to implement our business strategy and may cause actual results to differ materially from those contemplated by the forward-looking statements expressed in this press release. As a result, readers are cautioned not to place undue reliance on any of our forward-looking statements.

Risks and uncertainties that may cause such differences include, among other things: economic conditions, including the impact of foreign currency fluctuations; future U.S. and global political, competitive, reimbursement and regulatory conditions; geopolitical events; manufacturing, distribution and supply chain disruptions and cost increases; disruptions caused by cybersecurity events; disruptions caused by public health emergencies or extreme weather or other climate change-related events; labor shortages and increases in labor costs; variations in outcomes of ongoing and future clinical trials and market studies; new product introductions and the market acceptance of those products; market competition for our products; expected pricing environment; expected procedural volumes; the closing and integration of acquisitions; demographic trends; intellectual property rights; litigation; financial market conditions; the execution and effect of our restructuring program; the execution and effect of our business strategy, including our cost-savings and growth initiatives; our ability to achieve environmental, social and governance goals and commitments; and future business decisions made by us and our competitors. New risks and uncertainties may arise from time to time and are difficult to predict. All of these factors are difficult or impossible to predict accurately and many of them are beyond our control. For a further list and description of these and other important risks and uncertainties that may affect our future operations, see Part I, Item 1A – Risk Factors in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, which we may update in Part II, Item 1A – Risk Factors in Quarterly Reports on Form 10-Q we will file hereafter. We disclaim any intention or obligation to publicly update or revise any forward-looking statements to reflect any change in our expectations or in events, conditions or circumstances on which those expectations may be based, or that may affect the likelihood that actual results will differ from those contained in the forward-looking statements. This cautionary statement is applicable to all forward-looking statements contained in this press release.

CONTACTS:
Emily Anderson
Media Relations
(617) 515-2000 (office)
Emily.Anderson2@bsci.com  

Lauren Tengler
Investor Relations
(508) 683-4479
BSXInvestorRelations@bsci.com 

 

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SOURCE Boston Scientific Corporation

The purpose is to finance the purchase of Axonics, Inc., pay related fees and expenses, fund the repayment of senior notes due March 2024, and for general corporate purposes.

The offering is expected to close on February 27, 2024.

Boston Scientific Corporation is offering €750,000,000 and €1,250,000,000 aggregate principal amount of notes due 2029 and 2032 respectively.

The Notes will be fully and unconditionally guaranteed by Boston Scientific Corporation.

The net proceeds will be used to finance the acquisition of Axonics, Inc., fund the repayment of senior notes due March 2024, and for general corporate purposes.
Boston Scientific Corp.

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About BSX

Boston Scientific Corp. engages in the development, manufacture and marketing of medical devices that are used in interventional medical procedures. It operates through the MedSurg and Cardiovascular segments.