Securities Registration (section 12(b)) (8-a12b)
May 28 2020 - 6:47AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
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BOSTON SCIENTIFIC CORPORATION
(Exact name of registrant as specified
in its charter)
Delaware
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04-2695240
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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300 Boston Scientific Way,
Marlborough, Massachusetts
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01752-1234
(Zip Code)
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(Address of Principal Executive Offices)
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Securities
registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered
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Name of each exchange on which
each class is to be registered
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5.50% Mandatory Convertible Preferred Stock, Series A,
par value $0.01 per share
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New York Stock Exchange
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If this form relates
to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c) or (e), check the following box. ý
If this form relates
to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d) or (e), check the following box. ¨
If this form relates
to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨
Securities Act registration statement or Regulation A offering statement file
number to which this form relates: 333-238526
Securities to be registered pursuant to Section 12(g) of the Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT’S
SECURITIES TO BE REGISTERED.
Boston Scientific Corporation (the “Company”)
has filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b) under the Securities
Act of 1933, as amended (the “Securities Act”), a prospectus supplement, dated May 21, 2020 (the “Prospectus
Supplement”), and the accompanying prospectus, dated May 20, 2020 (the “Base Prospectus” and together with the
Prospectus Supplement, the “Prospectus”). The Prospectus Supplement relates to the issuance and sale by the Company
of 10,062,500 shares of 5.50% Mandatory Convertible Preferred Stock, Series A (the “Mandatory Convertible Preferred Stock”),
which includes the exercise in full by the underwriters of their option to purchase up to 1,312,500 additional shares of Mandatory
Convertible Preferred Stock, at a price to the public and liquidation preference of $100.00 per share. The Prospectus forms a part
of the Company’s Registration Statement on Form S-3 (File No. 333-238526), filed with the Commission on May 20, 2020.
The information required by this item is incorporated by
reference to the information contained in the sections under the headings “Description of Mandatory Convertible Preferred
Stock” in the Prospectus Supplement and “Description of Capital Stock” in the Base Prospectus. Copies of such
descriptions have been filed with The New York Stock Exchange.
ITEM 2. EXHIBITS.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned hereunto
duly authorized.
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Date:
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May 28, 2020
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BOSTON SCIENTIFIC CORPORATION
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By:
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/s/ Vance R. Brown
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Vance R. Brown
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Vice President and Chief Corporate Counsel
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