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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): June 22, 2004
BOSTON SCIENTIFIC CORPORATION
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(Exact name of registrant as specified in charter)
DELAWARE 1-11083 04-2695240
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(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation)
ONE BOSTON SCIENTIFIC PLACE, NATICK, MASSACHUSETTS 01760-1537
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (508) 650-8000
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ITEM 5. Other Events and Regulation FD Disclosure
On June 22, 2004, Boston Scientific Corporation launched a public offering
of $500 million aggregate principal amount of senior notes under the company's
existing shelf registration statement. Boston Scientific plans to use the
proceeds to repay commercial paper borrowings and for other general corporate
purposes. Approximately $740 million of commercial paper borrowings were
incurred to finance Boston Scientific's recent acquisition of Advance Bionics
Corporation.
On June 1, 2004, Boston Scientific acquired 100 percent of the fully
diluted equity of Advanced Bionics Corporation, a privately-held company located
in Valencia, California, for an initial payment of approximately $740 million
cash, plus earnout payments tied to future performance milestones. The initial
purchase price was funded by the issuance of commercial paper.
The acquisition will expand Boston Scientific's technology portfolio into
the rapidly growing implantable microelectronic device market. Advanced Bionics
has developed implantable microelectronics for treating numerous neurological
disorders. Its neuromodulation technology includes a range of neurostimulators
(or implantable pulse generators), programmable drug pumps and cochlear
implants.
The acquisition has been structured to include a substantial earnout
mechanism. Performance milestones are primarily based on the achievement of net
sales, with certain milestone payments also tied to profitability. The
milestones are segmented by the four principal technology platforms (cochlear
implants, implantable pulse generators, drug pumps and bion microstimulators),
each with a 72-month earnout horizon. Base earnout payments on these performance
milestones approximate two and a quarter times incremental sales for each annual
period. There are also bonus earnout payments available based on the attainment
of certain aggregate sales performance targets and a certain gross margin level.
Boston Scientific's best estimate of future contingent consideration
(undiscounted) that it would be required to make associated with its acquisition
of Advanced Bionics is approximately $2.0 billion. The estimated cumulative
specified revenue level associated with Boston Scientific's best estimate is
approximately $4.5 billion during the period from 2004 though 2013.
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SIGNATURES
Pursuant to the requirements of the Securities and 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.
BOSTON SCIENTIFIC CORPORATION
Date: June 22, 2004 By: /s/ Lawrence C. Best
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Lawrence C. Best
Chief Financial Officer
and Senior Vice
President - Finance
and Administration
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