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Published on 12/5/2005 in the Prospect News Biotech Daily.

S&P may cut Boston Scientific, up Guidant

Standard & Poor's said it placed its ratings for Boston Scientific Corp. on CreditWatch with negative implications, including the A corporate credit rating, A unsecured bank loan rating, A senior unsecured debt rating and A-1 commercial paper rating.

In a related action, S&P placed Guidant Corp.'s ratings on CreditWatch with positive implications, including its A- corporate credit rating, A- unsecured bank loan rating, A- senior unsecured debt rating and A-2 commercial paper rating.

The CreditWatch placements reflect Boston Scientifics's announced intention to purchase Guidant Corp. for $25 billion. Although the addition of Guidant's sizable implantable cardioverter defibrillator business will materially diversify Boston Scientific's product portfolio and provide a key product line with significant growth potential, the transition will substantially increase debt leverage, the agency said.

This offer comes on the heels of a renegotiated merger deal between Guidant and Johnson & Johnson (AAA/stable/A-1+). The original $25.4 billion purchase price, agreed to in late 2004, was subsequently revised to $21.5; Johnson & Johnson maintained that recent Guidant product recalls and related litigation challenges constituted a material adverse development.

While the combination of Boston Scientific and Guidant should provide significant operating cash flow (roughly $3 billion annually), the long-term repercussions of Guidant's recent difficulties remain unclear, the agency said.


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