8-KMaterial AgreementsFinancial EventsOther Events+1

BOSTON SCIENTIFIC CORP 8-K Report, Material Agreement (Nov 23, 2018)

Filed November 23, 2018For Securities:BSX

Summary

Boston Scientific Corporation (BSX) has announced a significant development through an 8-K filing on November 23, 2018, detailing its entry into a material definitive agreement to acquire BTG plc. This strategic acquisition, valued at approximately £3.3 billion (or $4.2 billion), is to be executed via a recommended cash offer for all of BTG's issued and to be issued share capital. The acquisition is a key move to expand Boston Scientific's portfolio and market presence. The company has secured a bridge loan facility totaling £3.315 billion to finance the transaction, with plans to secure permanent financing before closing. The acquisition is subject to customary closing conditions, including BTG shareholder approval, court sanction, regulatory approvals, and is expected to close in the first half of 2019. Significant shareholders and directors of BTG have provided irrevocable undertakings to support the deal, representing approximately 33.1% of BTG's shares.

Key Highlights

  • 1Boston Scientific is acquiring BTG plc for approximately £3.3 billion ($4.2 billion) in cash.
  • 2The acquisition is structured as a recommended cash offer for 100% of BTG's share capital.
  • 3Financing for the acquisition is secured through a £3.315 billion bridge credit facility.
  • 4The deal is expected to close in the first half of 2019, subject to conditions.
  • 5Key conditions include BTG shareholder approval, court sanction, and regulatory approvals.
  • 6Major BTG shareholders and directors have provided irrevocable undertakings to support the acquisition, representing approximately 33.1% of outstanding shares.
  • 7Boston Scientific intends to replace the bridge financing with permanent financing prior to closing.

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