BOSTON SCIENTIFIC CORP — Capital/Financing Update 2021

Mar 1, 2021

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 1, 2021

BOSTON SCIENTIFIC CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-11083	04-2695240
(State or other jurisdiction of incorporation)	(Commission File
Number)	(IRS Employer
Identification No.)

300 Boston Scientific Way , Marlborough , Massachusetts	01752-1234
(Address of principal executive offices)	(Zip Code)

( 508 ) 683-4000

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value per share	BSX	New York Stock Exchange
0.625% Senior Notes due 2027	BSX27	New York Stock Exchange

5.50% Mandatory Convertible Preferred Stock, Series A, par value $0.01 per share BSX PR A New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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ITEM 8.01 OTHER EVENTS.

Preventice Solutions, Inc. Acquisition

On March 1, 2021, Boston Scientific Corporation (the “Company”) completed its acquisition of Preventice Solutions, Inc. (“Preventice”). The transaction consists of an upfront cash payment of $925 million and up to an additional $300 million in a potential commercial milestone payment, or approximately $720 million upfront and $230 in a potential milestone payment, after accounting for the Company’s approximately 22 percent equity stake in Preventice prior to completing the acquisition. The Company previously announced entry into a definitive agreement to acquire Preventice on January 21, 2021. Preventice offers a full portfolio of mobile cardiac health solutions and services, ranging from ambulatory cardiac monitors – including short and long-term Holter monitors – to cardiac event monitors and mobile cardiac telemetry.

Specialty Pharmaceuticals Business Divestiture

On March 1, 2021, the Company completed the sale of the BTG Specialty Pharmaceuticals Business to Stark International Lux S.A.R.L., and SERB SAS, affiliates of SERB, a European specialty pharmaceutical group, for $800 million in cash. The sale follows the definitive agreement announced on December 1, 2020. Boston Scientific acquired the specialty pharmaceuticals business as part of its 2019 acquisition of BTG plc.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit No. Description

104 Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 1, 2021
By:	/s/ Vance R. Brown
	Vance R. Brown
	Vice President and Chief Corporate Counsel

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