March 3, 2021 - Boston Scientific Investor ...

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March 3, 2021 - Boston Scientific Investor ...
March 3, 2021
March 3, 2021 - Boston Scientific Investor ...
Financial disclaimers
Safe harbor for forward-looking statements:
This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements may be identified by words like "anticipate," "expect," "project," "believe," "plan," "estimate," "intend"
and similar words. These forward-looking statements are based on our beliefs, assumptions and estimates using information available to us at the time
and are not intended to be guarantees of future events or performance. These forward-looking statements include, among other things, statements
regarding our business plans and product performance and impact. If our underlying assumptions turn out to be incorrect, or if certain risks or
uncertainties materialize, actual results could vary materially from the expectations and projections expressed or implied by our forward-looking
statements.

Factors that may cause such differences can be found in our most recent Form 10-K and Forms 10-Q filed or to be filed with the Securities and Exchange
Commission under the headings “Risk Factors” and “Safe Harbor for Forward-Looking Statements.” Accordingly, you are cautioned not to place undue
reliance on any of our forward-looking statements. We disclaim any intention or obligation to publicly update or revise any forward-looking statements
to reflect any change in our expectations or in events, conditions, or circumstances on which they may be based, or that may affect the likelihood that
actual results will differ from those contained in the forward-looking statements.

Market Estimates:
Unless noted otherwise, all references to market sizes, market share positions, and market growth rates are BSX internal estimates.

Non-GAAP Financial Measures:
This presentation contains non-GAAP measures (denoted with *) in talking about our company’s performance. To supplement our consolidated
financial statements presented on a GAAP basis, we disclose certain non-GAAP financial measures, including adjusted net income (loss), adjusted net
income (loss) available to common stockholders and adjusted net income (loss) per share that excludes certain charges and/or credits, such as
amortization expense and acquisition-related net charges (credits). These non-GAAP financial measures are not in accordance with generally
accepted accounting principles in the United States and should not be considered in isolation from or as a replacement for the most directly
comparable GAAP financial measures. Further, other companies may calculate these non-GAAP financial measures differently than we do, which may
limit the usefulness of those measures for comparative purposes. For further information regarding our non-GAAP measures, see Part II, Item 7 -
Management's Discussion and Analysis of Financial Condition and Results of Operations in our most recent Annual Report on Form 10-K, which we may
update in Quarterly Reports on Form 10-Q we have filed or will file hereafter.
March 3, 2021 - Boston Scientific Investor ...
BSX and Lumenis:
               A Leader in Urology, premier laser technology

➢ A worldwide leader in                        ➢ A worldwide leader in laser
  urology medical devices                        systems and fibers for urology
                                                 and otolaryngology
➢ Global commercial
  channel and presence
                             Strengthened      ➢ Innovative MOSES™ holmium
➢ Comprehensive stone            Global          system drives efficiency and
                                                 shorter stone procedures
  management portfolio,
  including LithoVue™
                            Execution within   ➢ Global capital sales and
  single-use ureteroscope       Urology          service organization
➢ Deep R&D and clinical                        ➢ Rich history of technical
  expertise                                      innovation
March 3, 2021 - Boston Scientific Investor ...
BSX to acquire Lumenis Surgical

                                       • A global leader in urology and otolaryngology (ENT) lasers, founded 1991
Lumenis Surgical                       • Partnered with BSX UroPH urology in U.S. and Japan since 1998 and 2002, respectively
   Overview                            • Anticipated 2021 sales: Approximately $200M, mix of capital and fibers/accessories
                                       • ~500 employees in acquired business, HQ and R&D center of excellence in Yokneam, Israel

                                       • $1.07B up-front cash purchase price; Expected to close in H2:21, subject to customary
                                         conditions
            Deal
                                       • BSX to acquire the global Lumenis Surgical business from Baring Private Equity Asia (Hong
           Terms                         Kong based PE firm), who will retain ownership of Lumenis’ global Aesthetics and
                                         Ophthalmology businesses.

                                       • Expands BSX’s global footprint throughout EU and Asia, accelerating delivery of stone portfolio
    Shareholder                        • Immediately growth accretive: Lumenis double-digit CAGR from 2015 to 2019
       Value                           • ROIC to exceed cost of capital by year 3
    Expectations                       • $0.02 accretive to adjusted EPS* in 2022 and increasingly accretive thereafter

*On a GAAP basis, the transaction is expected to be dilutive in 2021, and less dilutive or increasingly accretive thereafter, as the case may be, due to amortization
expense and acquisition-related net charges
March 3, 2021 - Boston Scientific Investor ...
Lumenis expected to strengthen BSX
                  global leadership strategy within UroPH
       WW Stone Laser Segment ($M)                          Strategic Rationale

                                       •   Enhancing stone strategy execution with the
                    +7%         488        acquisition of premier Lumenis laser consoles
$500                CAGR
                                            –   ~75% of stone cases involve a laser console and fiber
                                            –   Enables BSX to offer unified platform of consoles globally
$400       395
                                            –   Pairs Lumenis’ MOSES™ and Pulse™ consoles with BSX’s
                                                LithoVue™ single-use ureteroscope and comprehensive
                                                portfolio of stone management fibers and tools
$300                                   • Adds critical capabilities
                                            –   Adds laser development and manufacturing center of
                                                excellence in Israel
$200                                        –   Global capital service organization
                                            –   Provides robust infrastructure and accelerates delivery
                                                of BSX’s stone offerings in China/APAC
$100
                                       • Financially attractive
                                            –   Adds double-digit growth franchise
 $0                                         –   Captures supplier margins in U.S. and JPN
         2020E                 2023E        –   Enhances gross margin via vertical integration
March 3, 2021 - Boston Scientific Investor ...
Lumenis Surgical portfolio highlights

   Urology         • Integrated end-to-end portfolio of consoles
   Holmium           and disposables for stone laser lithotripsy
                     and soft tissue ablation and removal
                   • Innovative patent protected MOSES™
                     technology offers efficiency and versatility
                     across surgical techniques

   ENT CO2         • A leader in ENT / Otolaryngology
                   • CO2 offers precision and safety for removal
                     and coagulation of soft tissue
                   • Includes AcuPulse™ DUO and UltraPulse™
                     DUO consoles and robust portfolio of fibers
                     and tools for ENT
March 3, 2021 - Boston Scientific Investor ...
Compelling strategic rationale
                  and meaningful synergies
             Enhances BSX global execution within Urology and stone management
             •   Expands BSX’s global footprint and enables direct product delivery to more urologists
 Global
                 worldwide
 Strategy
             •   Creates a comprehensive global laser strategy centered on innovation, pairing MOSES™
                 technology with BSX’s LithoVue™ and comprehensive stone management portfolio

             Expected to be growth and adjusted EPS* accretive to BSX
             •   Differentiated, premium MOSES™ laser systems enhance procedure efficiency and case
 Margin
                 throughput; this value-add is driving sales growth and favorable mix shift from reusable to
Expansion
                 single-use laser fibers
             •   Vertical integration enhances gross margin, strengthens global supply chain and distribution

             Adds new commercial, service and technical capabilities
             •   Provides robust infrastructure for China/APAC, expands European footprint
  New
Capabilities •   Enhanced capital sales competencies, as well as capabilities for global capital service and
                 repair
             •   Strengthens laser R&D expertise, establishes center of excellence in Israel
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