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The company expects to close the transaction in the third quarter ofsubject to customary closing conditions.

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The acquisition encompasses the AMS product portfolio for treating urologic conditions, including benign prostatic hyperplasia BPHmale stress urinary incontinence and erectile dysfunction. We look forward to serving customers and impacting patient care in ways that could not be realized by either company alone.

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This acquisition is intended to bring together the global talent, expertise and product portfolios of both companies benign prostatic hyperplasia treatment drive continued healthcare advancements and value for our customers. Together, our strong leadership and innovative solutions can help physicians provide relief, restore bodily functions and enable millions of patients worldwide to regain control of their lives.

On an adjusted basis, the transaction is expected to be breakeven to adjusted earnings per share inaccretive by at least 3 cents inapproximately 7 cents inand increasingly accretive thereafter.

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The transaction is expected to be less accretive or dilutive, as the case may be on a GAAP basis throughdue to amortization expense and transaction and integration costs. The acquisition is being structured as an asset purchase for tax purposes. Boston Scientific intends to finance the acquisition through a combination of existing and newly committed credit facilities.

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