BOSTON SCIENTIFIC CORPBSX
BOSTON SCIENTIFIC CORP Debt Disclosure
NOTE E – CONTRACTUAL OBLIGATIONS AND COMMITMENTS
Borrowings and Credit Arrangements
The debt maturity schedule for our long-term debt obligations is presented below:
| Issuance Date | Maturity Date | As of December 31, | Coupon Rate(1) | |||||||||||||||||||||||||||||
| (in millions, except interest rates) | 2025 | 2024 | ||||||||||||||||||||||||||||||
| March 2026 Senior Notes | February 2019 | March 2026 | — | 255 | 3.750% | |||||||||||||||||||||||||||
December 2027 Senior Notes(3) | November 2019 | December 2027 | 1,058 | 935 | 0.625% | |||||||||||||||||||||||||||
March 2028 Senior Notes(3) | March 2022 | March 2028 | 881 | 779 | 1.375% | |||||||||||||||||||||||||||
| March 2028 Senior Notes | February 2018 | March 2028 | 344 | 344 | 4.000% | |||||||||||||||||||||||||||
| March 2029 Senior Notes | February 2019 | March 2029 | 272 | 272 | 4.000% | |||||||||||||||||||||||||||
March 2029 Senior Notes(3) | February 2024 | March 2029 | 881 | 779 | 3.375% | |||||||||||||||||||||||||||
| June 2030 Senior Notes | May 2020 | June 2030 | 1,200 | 1,200 | 2.650% | |||||||||||||||||||||||||||
March 2031 Senior Notes(3) | March 2022 | March 2031 | 881 | 779 | 1.625% | |||||||||||||||||||||||||||
March 2031 Senior Notes(3) | February 2025 | March 2031 | 999 | — | 3.000% | |||||||||||||||||||||||||||
March 2032 Senior Notes(3) | February 2024 | March 2032 | 1,469 | 1,299 | 3.500% | |||||||||||||||||||||||||||
March 2034 Senior Notes(3) | March 2022 | March 2034 | 588 | 519 | 1.875% | |||||||||||||||||||||||||||
March 2034 Senior Notes(3) | February 2025 | March 2034 | 764 | — | 3.250% | |||||||||||||||||||||||||||
November 2035 Senior Notes(2) | November 2005 | November 2035 | 350 | 350 | 6.250% | |||||||||||||||||||||||||||
| March 2039 Senior Notes | February 2019 | March 2039 | 450 | 450 | 4.550% | |||||||||||||||||||||||||||
| January 2040 Senior Notes | December 2009 | January 2040 | 300 | 300 | 7.375% | |||||||||||||||||||||||||||
| March 2049 Senior Notes | February 2019 | March 2049 | 650 | 650 | 4.700% | |||||||||||||||||||||||||||
| Unamortized Debt Issuance Discount and Deferred Financing Costs | 2026 - 2049 | (76) | (70) | |||||||||||||||||||||||||||||
| Finance Lease Obligation | Various | 125 | 126 | |||||||||||||||||||||||||||||
| Long-term debt | $ | 11,137 | $ | 8,968 | ||||||||||||||||||||||||||||
(1) Coupon rates are semi-annual, except for the euro-denominated notes, which bear an annual coupon.
(2) In accordance with the agreements, the adjusted interest rate on our November 2035 Notes is permanently reinstated to the issuance rate of 6.25% when the lowest credit ratings assigned to these senior notes is either A- or A3 or higher. This required credit rating was attained in the second quarter of 2025 and the interest rate was reset to the issuance rate in November 2025.
(3) These notes are euro-denominated and presented in U.S. dollars based on the exchange rate in effect as of December 31, 2025 and 2024, respectively.
Contractual maturities of our Senior Notes classified as long-term debt as of December 31, 2025 are as follows (in millions):
| Fiscal Year | |||||
| 2027 | 1,058 | ||||
| 2028 | 1,226 | ||||
| 2029 | 1,154 | ||||
| 2030 | 1,200 | ||||
| Thereafter | 6,451 | ||||
Revolving Credit Facility
On May 10, 2021, we entered into a $2.750 billion revolving credit facility (as amended, supplemented or otherwise modified from time to time, the 2021 Revolving Credit Facility) with a global syndicate of commercial banks. On May 10, 2024, we entered into a third amendment to the 2021 Revolving Credit Facility credit agreement, which provided for, among other things, an extension of the scheduled maturity date to May 10, 2029, an amendment of the Ratings based pricing grid of the Applicable Margin, each as defined in the credit agreement, and reset the applicable date for purposes of determining the amounts of restructuring charges and restructuring-related expenses that may be excluded from consolidated Earnings Before Interest,
Taxes, Depreciation and Amortization (EBITDA), as defined by the credit agreement, for purposes of our maximum leverage ratio covenant, from December 31, 2022 to March 31, 2024, as further discussed under Financial Covenant below. This facility provides backing for our commercial paper program, and outstanding commercial paper directly reduces borrowing capacity under the 2021 Revolving Credit Facility. We had no amounts outstanding under the 2021 Revolving Credit Facility as of December 31, 2025 or December 31, 2024.
Financial Covenant
As of December 31, 2025, we were in compliance with the financial covenant required by the 2021 Revolving Credit Facility.
| Covenant Requirement as of December 31, 2025 | Actual as of December 31, 2025 | ||||||||||
Maximum permitted leverage ratio(1) | 4.50 times | 1.92 times | |||||||||
(1) Ratio of total debt to deemed consolidated EBITDA, as defined by the 2021 Revolving Credit Facility credit agreement.
The 2021 Revolving Credit Facility includes the financial covenant requirement for all of our credit arrangements that we maintain the maximum permitted leverage ratio of 3.75 times for the remaining term. The credit agreement provides for higher leverage ratios, at our election, for the period following a Qualified Acquisition, as defined by the agreement, for which consideration exceeds $1.000 billion. In the event of such an acquisition, for the four succeeding quarters immediately following, including the quarter in which the acquisition occurs, the maximum permitted leverage ratio is 4.75 times. It steps down for the fifth, sixth and seventh succeeding quarters to 4.50 times, 4.25 times and 4.00 times, respectively. Thereafter, a maximum leverage ratio of 3.75 times is required through the remaining term of the 2021 Revolving Credit Facility. On November 15, 2024, we announced the closing of our acquisition of Axonics, which we had previously designated as a Qualified Acquisition under the credit agreement, increasing the maximum permitted leverage ratio to 4.75 times at that time. As of December 31, 2025, the maximum permitted leverage ratio is 4.50 times. We believe that we have the ability to comply with the financial covenant for the next 12 months.
The financial covenant requirement, as amended on May 10, 2024, provides for an exclusion from the calculation of consolidated EBITDA through maturity, of certain charges and expenses. The credit agreement amendment reset the starting date for purposes of calculating such permitted exclusions related to restructuring charges and restructuring-related expenses from December 31, 2022 to March 31, 2024. Permitted exclusions include up to $500 million in cash and non-cash restructuring charges and restructuring-related expenses. As of December 31, 2025, we had none of the restructuring charge exclusion remaining; no further restructuring charges will be excluded. In addition, any cash litigation payments (net of any cash litigation receipts), as defined by the agreement, are excluded from the calculation of consolidated EBITDA, provided that the sum of any excluded net cash litigation payments do not exceed $1.000 billion plus all accrued legal liabilities as of December 31, 2022. As of December 31, 2025, we had $1.160 billion of the litigation exclusion remaining.
Any inability to maintain compliance with this covenant could require us to seek to renegotiate the terms of our credit arrangements or seek waivers from compliance with this covenant, both of which could result in additional borrowing costs. Further, there can be no assurance that our lenders would agree to such new terms or grant such waivers on terms acceptable to us. In this case, all 2021 Revolving Credit Facility commitments would terminate, and any amounts borrowed under the facility would become immediately due and payable. Furthermore, any termination of our 2021 Revolving Credit Facility may negatively impact the credit ratings assigned to our commercial paper program, which may impact our ability to refinance any then outstanding commercial paper as it becomes due and payable.
Commercial Paper
Our commercial paper program is backed by the 2021 Revolving Credit Facility. Outstanding commercial paper directly reduces borrowing capacity under the 2021 Revolving Credit Facility. We had no outstanding commercial paper under our program as of December 31, 2025 and $191 million outstanding as of December 31, 2024.
| As of December 31, | |||||||||||
| (in millions, except maturity and yield) | 2025 | 2024 | |||||||||
| Commercial paper outstanding (at par) | $ | — | $ | 191 | |||||||
| Maximum borrowing capacity | 2,750 | 2,750 | |||||||||
| Borrowing capacity available | 2,750 | 2,559 | |||||||||
| Weighted average maturity | 0 days | 20 days | |||||||||
| Weighted average yield | — | % | 4.71 | % | |||||||
Senior Notes
We had senior notes outstanding of $11.343 billion as of December 31, 2025 and $10.451 billion as of December 31, 2024. Our senior notes were issued in public offerings, are redeemable prior to maturity and are not subject to sinking fund requirements. Our senior notes are unsecured, unsubordinated obligations and rank on parity with each other. These notes are effectively junior to liabilities of our subsidiaries (see Other Arrangements below).
In February 2025, American Medical Systems Europe B.V. (AMS Europe), an indirect, wholly owned subsidiary of Boston Scientific, completed a registered public offering of €1.500 billion in aggregate principal amount of euro-denominated senior notes comprised of €850 million of 3.000% Senior Notes due 2031 and €650 million of 3.250% Senior Notes due 2034 (collectively, the 2025 Eurobonds). Boston Scientific has fully and unconditionally guaranteed all of AMS Europe's obligations under the 2025 Eurobonds, and no other subsidiary of Boston Scientific will guarantee these obligations. AMS Europe is a “finance subsidiary” as defined in Rule 13-01(a)(4)(vi) of Regulation S-X. The financial condition, results of operations and cash flows of AMS Europe are consolidated in the financial statements of Boston Scientific. The 2025 Eurobonds offering resulted in cash proceeds of $1.558 billion, net of investor discounts and issuance costs.
We used the net proceeds from the 2025 Eurobonds offering to fund the repayment at maturity of AMS Europe’s €1.000 billion 0.750% Senior Notes due March 2025 and to pay accrued and unpaid interest with respect to such notes. Additionally, we used the remaining net proceeds for general corporate purposes, including, among other things, short term investments, reduction of short term debt, funding of working capital and acquisitions. During the second quarter of 2025, we also repaid at maturity our $500 million 1.900% Senior Notes due June 2025 and accrued and unpaid interest with respect to such notes.
In February 2024, AMS Europe completed a registered public offering of €2.000 billion in aggregate principal amount of euro-denominated senior notes comprised of €750 million of 3.375% Senior Notes due 2029 and €1.250 billion of 3.500% Senior Notes due 2032 (collectively, the 2024 Eurobonds). Boston Scientific has fully and unconditionally guaranteed all of AMS Europe's obligations under the 2024 Eurobonds, in addition to all of AMS Europe's obligations under the euro-denominated senior notes that were previously issued by AMS Europe in 2022, and no other subsidiary of Boston Scientific will guarantee these obligations. The 2024 Eurobonds offering resulted in cash proceeds of $2.145 billion, net of investor discounts and issuance costs.
We primarily used the net proceeds from the 2024 Eurobonds offering to fund a portion of the purchase price of our acquisition of Axonics and to pay related fees and expenses, and for general corporate purposes. We also used the net proceeds to fund the repayment at maturity of $504 million of our 3.450% Senior Notes due March 2024 and to pay accrued and unpaid interest with respect to such notes.
Other Arrangements
We have accounts receivable factoring programs in certain European countries and with commercial banks in China and Japan which include promissory notes discounting programs. We account for our factoring programs as sales under FASB ASC Topic 860, Transfers and Servicing. We have no retained interest in the transferred receivables, other than collection and administration, and once sold, the accounts receivable are no longer available to satisfy creditors in the event of bankruptcy. Amounts de-recognized for accounts and notes receivable, which are excluded from Trade accounts receivable, net in our accompanying consolidated balance sheets, are aggregated by contract denominated currency below (in millions):
| As of December 31, 2025 | As of December 31, 2024 | ||||||||||||||||||||||
| Factoring Arrangements | Amount De-recognized | Weighted Average Interest Rate | Amount De-recognized | Weighted Average Interest Rate | |||||||||||||||||||
| Euro denominated | $ | 193 | 3.6 | % | $ | 176 | 5.3 | % | |||||||||||||||
| Yen denominated | 230 | 1.4 | % | 193 | 0.9 | % | |||||||||||||||||
| Renminbi denominated | 26 | 2.6 | % | 26 | 2.0 | % | |||||||||||||||||
Other Contractual Obligations and Commitments
We had outstanding letters of credit of $203 million as of December 31, 2025 and $206 million as of December 31, 2024, which consisted primarily of bank guarantees and collateral for workers' compensation insurance arrangements. As of December 31, 2025 and December 31, 2024, we had not recognized a related liability for our outstanding letters of credit in our consolidated balance sheets.
As of December 31, 2025, future minimum purchase obligations, relating primarily to non-cancellable inventory commitments and capital expenditures entered in the normal course of business, were (in millions):
| Fiscal Year | Unrecorded Purchase Obligations | ||||
| 2026 | $ | 1,051 | |||
| 2027 | 268 | ||||
| 2028 | 186 | ||||
| 2029 | 90 | ||||
| 2030 | 57 | ||||
| Thereafter | 176 | ||||
| $ | 1,830 | ||||
We have a supplier financing program offered primarily in the U.S. that enables our suppliers to opt to receive early payment at a nominal discount, while allowing us to lengthen our payment terms and optimize working capital. Our standard payment term in the U.S. is 90 days. All outstanding payables related to the supplier finance program are classified within within our consolidated balance sheets and were $144 million as of December 31, 2025 and $140 million as of December 31, 2024.
The following is a roll forward of outstanding payables related to our supplier finance program:
| (in millions) | |||||
| Balance as of December 31, 2024 | $ | 140 | |||
| Additions | 698 | ||||
| Settlements | (694) | ||||
| Balance as of December 31, 2025 | $ | 144 | |||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2024 | Feb 18, 2025 | |
| 2023 | Feb 20, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Feb 23, 2022 | |
| 2020 | Feb 23, 2021 | |
| 2019 | Feb 25, 2020 | |
| 2018 | Feb 19, 2019 | |
| 2017 | Feb 20, 2018 | |
| 2016 | Feb 23, 2017 | |
| 2015 | Feb 24, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.