8-KOther EventsExhibits & Filings

BOSTON SCIENTIFIC CORP 8-K Report, Corporate Update (Mar 22, 2018)

Filed March 22, 2018For Securities:BSX

Summary

Boston Scientific Corporation (BSX) announced on March 21, 2018, the signing of a definitive agreement to acquire NxThera, Inc., a privately-held company specializing in medical technology. The acquisition includes an upfront cash payment of $306 million, with potential for an additional $100 million in commercial milestone payments over four years. Notably, Boston Scientific already holds a minority investment in NxThera, which will reduce the net upfront cash outflow to approximately $240 million and potential milestones to $85 million. This strategic move is anticipated to have a minor impact on Boston Scientific's adjusted earnings per share (EPS) through 2020, becoming accretive thereafter. The company acknowledges that the acquisition will be more dilutive on a GAAP basis due to amortization and transaction costs. The deal is expected to close in the second quarter of 2018, subject to standard closing conditions.

Key Highlights

  • 1Boston Scientific (BSX) to acquire privately-held NxThera, Inc.
  • 2Upfront cash payment of $306 million, with potential for $100 million in milestone payments.
  • 3Existing minority investment in NxThera reduces net upfront payment to ~$240 million and milestones to ~$85 million.
  • 4Acquisition expected to be immaterial to adjusted EPS through 2020, becoming accretive thereafter.
  • 5Transaction expected to be more dilutive on a GAAP basis due to amortization and transaction costs.
  • 6Deal is anticipated to close in the second quarter of 2018.
  • 7The press release includes cautionary statements regarding forward-looking statements and details on non-GAAP financial measures.

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