M&A - BAXTER INTERNATIONAL INC

Form Type: 8-K/A

Filing Date: 2025-02-06

Corporate Action: Acquisition

Type: Update

Accession Number: 000162828025004275

Filing Summary: Baxter International Inc. completed the sale of its Kidney Care business, known as the Vantive Sale, on January 31, 2025, for an aggregate purchase price of $3.80 billion in cash. The final amount received after adjustments was approximately $3.71 billion, with net after-tax proceeds estimated around $3.4 billion. This filing amends the original Form 8-K to include the necessary unaudited pro forma financial information reflecting the company's performance post-sale. Key financial documents related to the Vantive Sale are provided, illustrating the impact on Baxter's financial status.

Form Type: 8-K

Filing Date: 2025-02-03

Corporate Action: Acquisition

Type: New

Accession Number: 000162828025003388

Filing Summary: On January 31, 2025, Baxter International Inc. completed the sale of all issued and outstanding equity interests of Vantive Health LLC, Vantive Mexico LLC, Gambro Renal Products, Inc., RTS Worldwide Holdings Inc., Vantive Holding B.V., Vantive Health GmbH, and Vantive Holding Limited to Spruce Bidco I, Inc., Spruce Bidco II, Inc., Spruce Bidco I Limited, and CP Spruce Holdings, S.C.Sp. The agreed purchase price was $3.80 billion in cash, with Baxter expected to receive approximately $3.71 billion net, subject to closing cash, working capital, and debt adjustments. The sale became effective at 11:59 PM Eastern Time on the Closing Date. Furthermore, Chris Toth ceased his role as Executive Vice President and Group President of Kidney Care, acquiring entitlement to LTIP Award Treatment as per the Purchase Agreement.