2020 Annual Report - Boston Scientific

Transcription

BOSTON SCIENTIFIC 2020 ANNUAL REPORTBoston Scientific Corporation300 Boston Scientific WayMarlborough, MA 01752-1234bostonscientific.com 2021 Boston Scientific Corporationor its affiliates. All rights reserved.AR20202020 Annual Report

Board of DirectorsExecutive OfficersStockholder InformationNelda J. Connors 2,4Founder and ChiefExecutive Officer, PineGrove Holdings, LLCDaniel J. BrennanExecutive Vice Presidentand Chief Financial OfficerStock ListingBoston Scientific Corporationcommon stock is traded on theNYSE under the symbol “BSX.”Charles J. Dockendorff 1,4Former Executive VicePresident and ChiefFinancial Officer,Covidien plcYoshiaki Fujimori 4Senior Executive Advisorof Japan, CVC CapitalPartnersDonna A. James 2,3Founder, Presidentand Managing Director,Lardon & Associates, LLCEdward J. Ludwig 2Former Chief ExecutiveOfficer and Chairman, Becton,Dickinson and CompanyStephen P. MacMillan 2,3Chairman, President andChief Executive Officer,Hologic, Inc.Michael F. MahoneyChairman of the Board;President and ChiefExecutive OfficerRoux 1,3David J.Co-Founder, Co-ManagingPartner, BayPine CapitalJohn E. Sununu 1,4Former U.S. SenatorEllen M. Zane 1,3CEO Emeritus, TuftsMedical Center andTufts Children's HospitalInformation is accurate as of March 1, 2021.1 Member of the Audit Committee2 Member of the Executive Compensationand Human Resources Committee3 Member of the Nominating andGovernance Committee4 Member of the Risk CommitteeArthur C. ButcherExecutive Vice Presidentand President, Asia PacificWendy CarruthersSenior Vice President,Human ResourcesJodi Euerle EddySenior Vice President andChief Information andDigital OfficerJoseph M. FitzgeraldExecutive Vice Presidentand President, InterventionalCardiologyEdward F. MackeyExecutive Vice President,OperationsMichael F. MahoneyChairman of the Board;President and ChiefExecutive OfficerProfessor Ian T. Meredith, AMExecutive Vice President andGlobal Chief Medical OfficerJeffrey B. MirvissExecutive Vice Presidentand President, PeripheralInterventionsMaulik NanavatySenior Vice President andPresident, NeuromodulationScott OlsonSenior Vice Presidentand President, RhythmManagementDavid A. PierceExecutive Vice Presidentand President, MedSurg;and President, EndoscopyDesiree Ralls-MorrisonSenior Vice President,General Counsel andCorporate SecretaryMeghan ScanlonSenior Vice Presidentand President, Urologyand Pelvic HealthJohn B. SorensonSenior Vice President,Manufacturing andSupply ChainEric ThépautExecutive Vice Presidentand President, Europe,Middle East and AfricaTransfer AgentInquiries concerning thetransfer or exchange ofshares, lost stock certificates,duplicate mailings, or changesof address should be directedto the Company’s TransferAgent at:Computershare Inc.P.O. Box 30170College Station, TX 77842-3170Shareholder website:www.computershare.com/investorShareholder online r/contactIndependent RegisteredPublic Accounting FirmErnst & Young LLPBoston, MassachusettsAnnual MeetingThe 2021 annual meetingof stockholders will takeplace on Thursday, May 6, 2021,beginning at 8:00 a.m. EasternTime. The annual meetingwill be held in a virtual formatonly and can be accessed 1.Other InformationCopies of the Company’sAnnual Report on Form 10-K,Quarterly Reports on Form10-Q, Current Reports on Form8-K and amendments to thosereports are available free ofcharge on our website atwww.bostonscientific.com.Our Corporate GovernanceGuidelines and our Code ofConduct — which applies toall our directors, officers andemployees, including ourChief Executive Officer andChief Financial Officer — arealso available on our website.Certifications of the ChiefExecutive Officer and ChiefFinancial Officer certifying theaccuracy of the Company’spublic disclosures have beenfiled with the Securities andExchange Commission asexhibits to the Company’sAnnual Report on Form10-K for the year endedDecember 31, 2020.Copies of these reports arealso available by directingrequests to:Investor RelationsBoston Scientific Corporation300 Boston Scientific WayMarlborough, MA 01752-1234508-683-4000508-647-2200 (Facsimile)BSXInvestorRelations@bsci.comInvestor Information RequestsInvestors, stockholders andsecurity analysts seekinginformation about BostonScientific should refer toour website atwww.bostonscientific.comor contact Investor Relationsat 508-683-4000, orby email atBSXInvestorRelations@bsci.comCorporate HeadquartersBoston Scientific Corporation300 Boston Scientific WayMarlborough, MA 01752-1234508-683-4000Investor Relations rmation on or connectedto our website (or the websiteof any third party) referencedin this Annual Report is inaddition to and not a part ofor incorporated by referenceinto this Annual Report.Such additional informationspeaks as of the date thereofand is not intended to beconfirmed or updated byreference to it herein. BostonScientific disclaims anyliability or responsibilityfor or endorsement of theinformation on or connectedto the website of a third party.

Boston Scientific 2020 Annual ReportA Message to Our Stockholders1Dear Stockholders: Over the last year, the global pandemic, political strife and racial injustice havetested us — and our business — as never before. These challenges, however, have not derailed BostonScientific from our mission to transform lives through medical solutions that improve the health ofpatients around the world.Throughout 2020, our teams worked nimbly and quickly to supportcustomers, manage costs and put strategies in place to navigatethrough uncertainty. We enhanced our digital capabilities to servecustomers in new ways, launched innovative products and touchedthe lives of close to 30 million patients. We contributed morethan 18 million in aid to global COVID-19 relief efforts, throughmonetary and supply donations and by volunteering and providingengineering and manufacturing expertise and resources. We alsostrengthened our commitment to diversity, equity and inclusionand took action to confront racism and advance social justice.The unmet needs in healthcare are great, and we have much workto do, but I’m proud of our successes and know they have beenpossible because of the incredible winning spirit of our 38,000employees and the values that define and guide our company.As a result of the agility and resilience our teams have shown, ourbusiness remains strong, and we believe we are well-positionedto return to consistent growth when the pandemic subsides andmedical procedure volumes resume.2020 Business ResultsThe decline and deferral of elective procedures due to thepandemic affected our revenue and earnings. As a result, our2020 financials are an exception to what has been a nearlysix-year trend of excellent performance.Our full-year net sales in 2020 were 9.913 billion. This representsdeclines of 7.8 percent on an operational1 basis and 11.3 percenton an organic2 basis compared to 2019, both of which includea 170-basis point impact associated with the conversion of U.S.WATCHMAN customers to a consignment inventory model andtransition to the next-generation WATCHMAN FLX Left AtrialAppendage Closure (LAAC) Device. Organic2 revenue declined by6.7 percent in MedSurg , by 13.4 percent in Rhythm and Neuro,and by 13.1 percent in Cardiovascular.3 Outside of our threereporting segments, our Specialty Pharmaceuticals4 businessgenerated revenue of 219 million. Our worldwide performancereflected the effects of COVID-19, with declines in operational1revenue of 9.7 percent in the United States, 8.4 percent in EMEA,7.1 percent in APAC, and 15.2 percent in Latin America and Canadacompared to 2019. Annual sales in Emerging Markets5 countrieswere also affected, declining 9.2 percent on an operational1 basis.Our adjusted operating margin6 for the full year was 19.3 percent,with adjusted earnings per share6 of 0.96, compared to 1.58a year ago. This reflects the impact of reduced procedurevolumes due to COVID-19 as well as the discontinuation of theLOTUS Edge Aortic Valve System and impact from the shift to theconsignment model for the WATCHMAN franchise. Despite thesechallenges, we generated 2 billion in adjusted free cash flow,7with free cash flow 8 of 1.1 billion.With our innovative pipeline, strong commercial presence andongoing expansion into higher growth markets, we continue toexecute against our strategic plan objectives and drive towardsex-COVID-199 financial goals for 6-8% organic2 sales growth,expanded adjusted operating margins6 and double-digit adjustedearnings per share6 growth. We believe this momentum, combinedwith our ability to generate and deploy strong free cash flow,positions Boston Scientific well to create future shareholder value.Positioned for GrowthBoston Scientific products are used to help diagnose or treatcomplex diseases and conditions across multiple fields: cardiovascular, respiratory, digestive, neurological, urological and pelvichealth. By deepening our portfolio in these areas, our categoryleadership strategy creates value for patients, physicians andpayors. We believe our strong balance sheet and businesseswill enable us to continue to pursue growth and expand ourpresence in new markets and regions and make our technologiesaccessible to more people in need. As of December 31, 2020,we had 1.7 billion in cash on hand, which will enable us tocontinue to make strategic, growth-enhancing investments.1 Operational revenue growth rates are non-GAAP measures that exclude the impact of foreign currency fluctuations; see non-GAAP reconciliations on pages 6 and 7. 2 Organic revenue growth rates are non-GAAP measures that exclude the impact offoreign currency fluctuations and net sales from recent acquisitions and divestitures with less than a full year of comparable net sales. See non-GAAP reconciliations on pages 6 and 7. 3 We have three reportable segments comprised of Medical Surgical(MedSurg), Rhythm and Neuro, and Cardiovascular, which represent an aggregation of our operating segments that generate revenues from the sale of medical devices (Medical Devices). We have included the results of BTG’s Interventional Medicinebusiness in our Peripheral Interventions operating segment since the date of acquisition. 4 As part of our acquisition of BTG, we acquired a specialty pharmaceuticals business (Specialty Pharmaceuticals), a stand-alone operating segment presentedalongside our Medical Device reportable segments. On March 1, 2021, we completed the sale of the Specialty Pharmaceuticals business to Stark International Lux S.A.R.L. and SERB SAS, affiliates of SERB, for a purchase price of 800 million. 5 We defineEmerging Markets as including certain countries that we believe have strong growth potential based on their economic conditions, healthcare sectors, and our global capabilities in our Medical Devices business. Currently, we include 20 countries in ourdefinition of Emerging Markets. 6 Adjusted operating margin and adjusted earnings per share and related growth rates are non-GAAP measures that exclude the impacts of certain charges (credits) which may include amortization expense; goodwilland intangible asset impairment charges; acquisition/divestiture-related net charges and credits; restructuring and restructuring-related net charges and credits; certain litigation-related net charges and credits, investment gains and losses, EU MDRimplementation charges, debt extinguishment charges, discrete tax items and deferred tax expenses (benefits). See non-GAAP reconciliations on pages 6 and 7. 7 Adjusted free cash flow is a non-GAAP measure that excludes net purchases of property,plant and equipment, as well as the cash component of certain charges (credits) that are excluded from adjusted net income, in addition to any cash tax benefits of such charges. Further, we exclude from this measure tax settlement payments that relate toprior periods. The GAAP measure that is most directly comparable to adjusted free cash flow is cash provided by operating activities. See non-GAAP reconciliations on pages 6 and 7. 8 Free cash flow is a non-GAAP measure that excludes net purchases ofproperty, plant and equipment. The GAAP measure that is most directly comparable to adjusted free cash flow is cash provided by operating activities. See non-GAAP reconciliations on pages 6 and 7. 9 Growth goals ex-COVID-19 represent comparisonsbetween time periods in which results are not materially impacted by the COVID-19 pandemic.

2Boston Scientific 2020 Annual ReportA Message to Our StockholdersOur acquisition of Lumenis LTD, which is expected to close in thesecond half of 2021, positions Boston Scientific to accelerate thedelivery of our stone management offerings to more urologistsand expand our global footprint throughout Europe and Asia.We are pursuing opportunities to advance access to healthcarein Emerging Markets.5 In China, we target a return to double-digitgrowth in 2021 and are focused on increasing access to our productsand technologies with the opening of our Institute for AdvancingScience (IAS) in Chengdu. The new facility allows us to combine ourglobal resources with the expertise of local partners to acceleratethe development of and access to healthcare in western China.We also continue to expand our global digital capabilities. Asilver lining of adapting to the COVID-19 pandemic has been thecompany’s accelerated execution of digital and virtual solutionsin healthcare and greater use of remote monitoring technologyin many regions. We’ve increased our investments in customerand patient engagement, medical education, clinical trial remotecase support, sales force enablement and mobile ordering andsolutions. We consider these platforms a catalyst for growth andstructural costs savings over time.Addressing Critical Needs ThroughMeaningful InnovationOur research and development teams surmount the limitationsof current technology and addres

between time periods in which results are not materially impacted by the COVID-19 pandemic. Boston Scientific 2020 Annual Report A Message to Our Stockholders 1 Dear Stockholders: Over the last year, the global pandemic, political strife and racial injustice have tested us — and our business — as never before. These challenges, however, have not derailed Boston Scientific from our mission .