Cover Document
Cover Document - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 31, 2023 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-11083 | |
Entity Registrant Name | BOSTON SCIENTIFIC CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-2695240 | |
Entity Address, Address Line One | 300 Boston Scientific Way | |
Entity Address, City or Town | Marlborough | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 01752-1234 | |
City Area Code | 508 | |
Local Phone Number | 683-4000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Listing, Par Value Per Share | $ 0.01 | |
Entity Common Stock, Shares Outstanding | 1,464,982,777 | |
Entity Central Index Key | 0000885725 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Stock, par value $0.01 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | BSX | |
Security Exchange Name | NYSE | |
0.625% Senior Notes due 2027 | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 0.625% Senior Notes due 2027 | |
Trading Symbol | BSX27 | |
Security Exchange Name | NYSE |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Net sales | $ 3,527 | $ 3,170 | $ 10,515 | $ 9,440 |
Cost of products sold | 1,101 | 979 | 3,198 | 2,945 |
Gross profit | 2,426 | 2,191 | 7,317 | 6,495 |
Operating expenses: | ||||
Selling, general and administrative expenses | 1,242 | 1,132 | 3,811 | 3,357 |
Research and development expenses | 356 | 339 | 1,051 | 993 |
Royalty expense | 11 | 11 | 35 | 34 |
Amortization expense | 208 | 202 | 620 | 604 |
Intangible asset impairment charges | 1 | 125 | 58 | 132 |
Contingent consideration net expense (benefit) | 12 | 20 | 43 | 68 |
Restructuring net charges (credits) | 15 | 4 | 51 | 18 |
Litigation-related net charges (credits) | (111) | 0 | (111) | 42 |
Operating expenses | 1,733 | 1,833 | 5,558 | 5,248 |
Operating income (loss) | 693 | 358 | 1,759 | 1,247 |
Other income (expense): | ||||
Interest expense | (66) | (63) | (200) | (406) |
Other, net | (18) | (51) | (78) | (96) |
Income (loss) before income taxes | 610 | 245 | 1,480 | 745 |
Income tax expense (benefit) | 105 | 57 | 392 | 188 |
Net income (loss) | 504 | 188 | 1,088 | 558 |
Preferred stock dividends | 0 | (14) | (23) | (42) |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Boston Scientific common stockholders | $ 505 | $ 174 | $ 1,065 | $ 516 |
Net income (loss) per common share — basic | $ 0.34 | $ 0.12 | $ 0.74 | $ 0.36 |
Net income (loss) per common share — diluted | $ 0.34 | $ 0.12 | $ 0.73 | $ 0.36 |
Weighted-average shares outstanding | ||||
Basic | 1,464.5 | 1,431.6 | 1,448.8 | 1,429.7 |
Diluted | 1,475 | 1,440 | 1,459.1 | 1,438.7 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 504 | $ 188 | $ 1,088 | $ 558 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustment | 21 | 26 | (7) | 39 |
Net change in derivative financial instruments | 3 | 72 | (25) | 229 |
Net change in defined benefit pensions and other items | 0 | 1 | (5) | 1 |
Other comprehensive income (loss) | 23 | 99 | (37) | 269 |
Comprehensive income (loss) | 528 | 287 | 1,051 | 827 |
Comprehensive income attributable to noncontrolling interests | (16) | 0 | (16) | 0 |
Comprehensive income attributable to Boston Scientific common stockholders | $ 511 | $ 287 | $ 1,035 | $ 827 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 952 | $ 928 |
Trade accounts receivable, net | 2,101 | 1,970 |
Inventories | 2,404 | 1,867 |
Prepaid income taxes | 307 | 264 |
Other current assets | 741 | 731 |
Total current assets | 6,504 | 5,760 |
Property, plant and equipment, net | 2,635 | 2,446 |
Goodwill | 13,608 | 12,920 |
Other intangible assets, net | 5,849 | 5,902 |
Deferred tax assets | 3,840 | 3,942 |
Other long-term assets | 1,605 | 1,500 |
TOTAL ASSETS | 34,043 | 32,469 |
Current liabilities: | ||
Current debt obligations | 513 | 20 |
Accounts payable | 929 | 862 |
Accrued expenses | 2,255 | 2,160 |
Other current liabilities | 882 | 761 |
Total current liabilities | 4,579 | 3,803 |
Long-term debt | 8,386 | 8,915 |
Deferred income taxes | 91 | 144 |
Other long-term liabilities | 1,858 | 2,035 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Preferred stock, $0.01 par value - authorized 50,000,000 shares - 0 shares issued as of September 30, 2023 and 10,062,500 shares as of December 31, 2022 | 0 | 0 |
Common stock, $0.01 par value - authorized 2,000,000,000 shares - issued 1,728,158,524 shares as of September 30, 2023 and 1,696,633,993 shares as of December 31, 2022 | 17 | 17 |
Treasury stock, at cost - 263,289,848 shares as of September 30, 2023 and December 31, 2022 | (2,251) | (2,251) |
Additional paid-in capital | 20,573 | 20,289 |
Retained earnings/(Accumulated deficit) | 315 | (750) |
Accumulated other comprehensive income (loss), net of tax | 231 | 269 |
Total stockholders’ equity | 18,886 | 17,573 |
Noncontrolling interests | 243 | 0 |
Total equity | 19,129 | 17,573 |
TOTAL LIABILITIES AND EQUITY | $ 34,043 | $ 32,469 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Condensed Consolidated Balance Sheet (Parenthetical) [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Preferred Stock, Shares Issued | 0 | 10,062,500 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 2,000,000,000 | 2,000,000,000 |
Common Stock, Shares, Issued | 1,728,158,524 | 1,696,633,993 |
Treasury Stock, Common, Shares | 263,289,848 | 263,289,848 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Millions | Total | Preferred stock | Common stock | Treasury stock | Additional paid-in capital | Retained earnings/(Accumulated deficit) | Accumulated other comprehensive income (loss), net of tax | Noncontrolling interests |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common Stock, Shares, Issued | 1,688,810,052 | |||||||
Shares, Issued at Dec. 31, 2021 | 10,062,500 | |||||||
Beginning Balance, Equity at Dec. 31, 2021 | $ 0 | $ 17 | $ (2,251) | $ 19,986 | $ (1,392) | $ 263 | $ 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation (Shares) | 6,587,584 | |||||||
Conversion of mandatory convertible preferred stock to common stock | $ 0 | $ 0 | ||||||
Repurchase of common stock | 0 | |||||||
Impact of stock-based compensation plans | $ 0 | 233 | ||||||
Net income (loss) | $ 558 | 558 | ||||||
Preferred stock dividends | (42) | |||||||
Conversion of mandatory convertible preferred stock to common stock | 0 | 0 | ||||||
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | |||||
Changes in other comprehensive income (loss) | 269 | 269 | 0 | |||||
Changes to noncontrolling ownership interest | 0 | |||||||
Ending Balance (Shares Issued) at Sep. 30, 2022 | 10,062,500 | |||||||
Ending Balance, Equity at Sep. 30, 2022 | $ 17,640 | $ 0 | $ 17 | (2,251) | 20,219 | (876) | 532 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common Stock, Shares, Issued | 1,693,192,785 | |||||||
Shares, Issued at Jun. 30, 2022 | 10,062,500 | |||||||
Beginning Balance, Equity at Jun. 30, 2022 | $ 0 | $ 17 | (2,251) | 20,103 | (1,050) | 433 | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation (Shares) | 2,204,851 | |||||||
Conversion of mandatory convertible preferred stock to common stock | $ 0 | $ 0 | ||||||
Repurchase of common stock | 0 | |||||||
Impact of stock-based compensation plans | $ 0 | 116 | ||||||
Net income (loss) | $ 188 | 188 | ||||||
Preferred stock dividends | (14) | |||||||
Conversion of mandatory convertible preferred stock to common stock | 0 | 0 | ||||||
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | |||||
Changes in other comprehensive income (loss) | 99 | 99 | 0 | |||||
Changes to noncontrolling ownership interest | 0 | |||||||
Ending Balance (Shares Issued) at Sep. 30, 2022 | 10,062,500 | |||||||
Ending Balance, Equity at Sep. 30, 2022 | $ 17,640 | $ 0 | $ 17 | (2,251) | 20,219 | (876) | 532 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common Stock, Shares, Issued | 1,695,397,636 | |||||||
Total stockholders’ equity | $ 17,640 | |||||||
Common Stock, Shares, Issued | 1,696,633,993 | |||||||
Total stockholders’ equity | $ 17,573 | |||||||
Shares, Issued at Dec. 31, 2022 | 10,062,500 | |||||||
Beginning Balance, Equity at Dec. 31, 2022 | 17,573 | $ 0 | $ 17 | (2,251) | 20,289 | (750) | 269 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation (Shares) | 7,541,629 | |||||||
Conversion of mandatory convertible preferred stock to common stock | $ 0 | $ 0 | ||||||
Repurchase of common stock | 0 | |||||||
Impact of stock-based compensation plans | $ 0 | 285 | ||||||
Net income (loss) | 1,088 | 1,088 | ||||||
Preferred stock dividends | (23) | |||||||
Conversion of mandatory convertible preferred stock to common stock | (10,062,500) | 23,982,902 | ||||||
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | |||||
Changes in other comprehensive income (loss) | (37) | (37) | (16) | |||||
Changes to noncontrolling ownership interest | 259 | |||||||
Ending Balance (Shares Issued) at Sep. 30, 2023 | 0 | |||||||
Ending Balance, Equity at Sep. 30, 2023 | $ 19,129 | $ 0 | $ 17 | (2,251) | 20,573 | 315 | 231 | 243 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common Stock, Shares, Issued | 1,725,956,141 | |||||||
Shares, Issued at Jun. 30, 2023 | 0 | |||||||
Beginning Balance, Equity at Jun. 30, 2023 | $ 0 | $ 17 | (2,251) | 20,441 | (189) | 208 | 259 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation (Shares) | 2,202,383 | |||||||
Conversion of mandatory convertible preferred stock to common stock | $ 0 | $ 0 | ||||||
Repurchase of common stock | 0 | |||||||
Impact of stock-based compensation plans | $ 0 | 132 | ||||||
Net income (loss) | $ 504 | 504 | ||||||
Net income (loss) attributable to noncontrolling interests | 0 | |||||||
Preferred stock dividends | 0 | |||||||
Conversion of mandatory convertible preferred stock to common stock | 0 | 0 | ||||||
Net income (loss) attributable to noncontrolling interests | 0 | 0 | ||||||
Changes in other comprehensive income (loss) | 23 | 23 | (16) | |||||
Changes to noncontrolling ownership interest | 0 | |||||||
Ending Balance (Shares Issued) at Sep. 30, 2023 | 0 | |||||||
Ending Balance, Equity at Sep. 30, 2023 | $ 19,129 | $ 0 | $ 17 | $ (2,251) | $ 20,573 | $ 315 | $ 231 | $ 243 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common Stock, Shares, Issued | 1,728,158,524 | |||||||
Total stockholders’ equity | $ 18,886 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash provided by (used for) operating activities | ||
Net income (loss) | $ 1,088 | $ 558 |
Depreciation and amortization | 883 | 842 |
Deferred and prepaid income taxes | (74) | (70) |
Stock-based compensation expense | 174 | 165 |
Goodwill and other intangible asset impairment charges | 58 | 132 |
Net loss (gain) on investments and notes receivable | 48 | 46 |
Contingent consideration net expense (benefit) | 43 | 68 |
Inventory step-up amortization | 6 | 32 |
Debt extinguishment costs | 0 | 194 |
Other, net | 33 | 92 |
Trade accounts receivable | (164) | (176) |
Inventories | (601) | (275) |
Other assets | (43) | (298) |
Accounts payable, accrued expenses and other liabilities | 95 | (590) |
Cash provided by (used for) operating activities | 1,546 | 719 |
Investing activities: | ||
Purchases of property, plant and equipment and internal use software | (444) | (376) |
Proceeds from sale of property, plant and equipment | 4 | 10 |
Payments for acquisitions of businesses, net of cash acquired | (1,018) | (1,542) |
Proceeds from (payments for) investments and acquisitions of certain technologies | (89) | (31) |
Proceeds from royalty rights | 23 | 54 |
Proceeds from (payments for) settlements of hedge contracts | 2 | 56 |
Cash provided by (used for) investing activities | (1,521) | (1,828) |
Financing activities: | ||
Payment of contingent consideration previously established in purchase accounting | (39) | (335) |
Payments for royalty rights | (50) | (75) |
Payments on short-term borrowings | 0 | (250) |
Net increase (decrease) in commercial paper | (4) | (1) |
Payments on long-term borrowings and debt extinguishment costs | 0 | (3,184) |
Proceeds from long-term borrowings, net of debt issuance costs | 0 | 3,270 |
Cash dividends paid on preferred stock | (28) | (42) |
Cash used to net share settle employee equity awards | (54) | (49) |
Proceeds from issuances of common stock pursuant to employee stock compensation and purchase plans | 165 | 117 |
Cash provided by (used for) financing activities | (10) | (549) |
Effect of foreign exchange rates on cash | (8) | (12) |
Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | 7 | (1,671) |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period | 1,126 | 2,168 |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period | $ 1,132 | $ 497 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Supplemental Disclosure) - USD ($) $ in Millions | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Supplemental Information | ||||
Stock-based compensation expense | $ 174 | $ 165 | ||
Non-cash impact of transferred royalty rights | (23) | (54) | ||
Cash and cash equivalents | 952 | 338 | $ 928 | |
Restricted cash and restricted cash equivalents included in Other current assets | 123 | 112 | 149 | |
Restricted cash equivalents included in Other long-term assets | 58 | 48 | 48 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 1,132 | $ 497 | $ 1,126 | $ 2,168 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | NOTE A – BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Boston Scientific Corporation have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and with the instructions to Form 10-Q and Article 10 of Regulation S-X, and they do not include all of the information and footnotes required by GAAP for complete financial statements. When used in this report, the terms, "we," "us," "our," and "the Company" mean Boston Scientific Corporation and its divisions and subsidiaries. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for fair presentation have been included. Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. Accordingly, our unaudited consolidated financial statements and footnotes thereto should be read in conjunction with our audited consolidated financial statements and footnotes thereto included in Item 8 of our most recent Annual Report on Form 10-K. The accompanying unaudited consolidated financial statements include the accounts of the Company's wholly owned- subsidiaries and entities for which the Company has a controlling financial interest. All intercompany balances and transactions have been eliminated in consolidation. In the first quarter of 2023, we acquired a majority stake investment in Acotec Scientific Holdings Limited (Acotec) and have elected to consolidate their financial statements on a one quarter lag. Amounts reported in millions within this Quarterly Report on Form 10-Q are computed based on the amounts in thousands. As a result, the sum of the components may not equal the total amount reported in millions due to rounding. Certain columns and rows within tables may not add due to the use of rounded numbers. Percentages presented are calculated from the underlying unrounded amounts. Subsequent Events We evaluate events occurring after the date of our accompanying unaudited consolidated balance sheet for potential recognition or disclosure in our financial statements. Those items requiring recognition in the financial statements have been recorded and disclosed accordingly. Those items requiring disclosure (non-recognized subsequent events) in the financial statements have been disclosed accordingly. Refer to Note H – Commitments and Contingencies for further details. |
Acquisitions, Divestitures and
Acquisitions, Divestitures and Strategic Investments | 9 Months Ended |
Sep. 30, 2023 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND STRATEGIC INVESTMENTS | NOTE B – ACQUISITIONS, DIVESTITURES AND STRATEGIC INVESTMENTS Our accompanying unaudited consolidated financial statements include the operating results for acquired entities from the respective dates of acquisition. We have not presented supplemental pro forma financial information for completed acquisitions or divestitures given their results are not material to our accompanying unaudited consolidated financial statements. Further, transaction costs were immaterial to our accompanying unaudited consolidated financial statements and were expensed as incurred. On September 19, 2023, we announced our entry into a definitive agreement to acquire 100 percent of Relievant Medsystems, Inc. (Relievant Medsystems), a privately held medical technology company that developed and commercialized the Intracept® Intraosseous Nerve Ablation System to treat vertebrogenic pain, a form of chronic low back pain. The transaction price consists of an upfront cash payment of $850 million and additional contingent payments based on sales performance over the next three years. The transaction is expected to close in the first half of 2024, subject to customary closing conditions. Following the closing of the acquisition, we plan to integrate the Relievant Medsystems business into our Neuromodulation division. 2023 Acquisitions On April 4, 2023, we completed our acquisition of 100 percent of the outstanding equity of Apollo Endosurgery, Inc. (Apollo), a public company which offers a portfolio of devices used during endoluminal procedures to close gastrointestinal defects, manage gastrointestinal complications and aid in weight loss for patients suffering from obesity. The transaction consisted of an upfront cash payment of $636 million, net of cash acquired. The Apollo business is being integrated into our Endoscopy division. On February 20, 2023, we completed the acquisition of a majority stake investment in Acotec, a publicly traded Chinese manufacturer of drug-coated balloons used in the treatment of vascular and other diseases. We acquired approximately 65 percent of the outstanding shares of Acotec, for an upfront cash payment of HK$20.00 per share, or $519 million at foreign currency exchange rates at closing. The Acotec portfolio complements our existing Peripheral Interventions portfolio. Purchase Price Allocation We accounted for these transactions as business combinations in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 805, Business Combinations (FASB ASC Topic 805). The preliminary purchase prices were comprised of the amounts presented below: (in millions) Acotec (1) Apollo Payment for acquisition, net of cash acquired (2) $ 381 $ 636 $ 381 $ 636 (1) Excludes approximately $140 million of cash on hand at the closing of the transaction (2) Represents majority stake investment in Acotec We recorded the assets acquired, liabilities assumed and specific to Acotec, the noncontrolling interest, at their respective fair values as of the closing of the transaction. The preliminary purchase price allocations were comprised of the following components and the final determination of the fair value of certain assets and liabilities will be completed within the measurement period in accordance with FASB ASC Topic 805: (in millions) Acotec Apollo Goodwill $ 338 $ 379 Amortizable intangible assets 334 248 Other assets acquired 93 50 Liabilities assumed (48) (33) Net deferred tax liabilities (77) (7) Fair value of noncontrolling interest (259) — $ 381 $ 636 The fair value of Acotec's noncontrolling interest was based on the publicly traded market value of the remaining 35 percent of the outstanding shares we did not acquire as of the transaction date and is presented within Stockholders' equity within our accompanying unaudited consolidated balance sheets. Goodwill was primarily established for Acotec due to opportunities for collaboration in research and development, manufacturing and commercial strategies and for Apollo due to synergies expected to be gained from leveraging our existing operations, as well as revenue and cash flow projections associated with future technologies, none of which is deductible for tax purposes. We allocated a portion of the purchase price to the specific intangible asset categories as follows: Amount Assigned (in millions) Weighted Average Amortization Period (in years) Risk-Adjusted Discount Acotec: Amortizable intangible assets: Technology-related $ 308 11 14% Customer relationships 15 11 14% Other intangible assets 11 13 14% $ 334 Apollo: Amortizable intangible assets: Technology-related $ 222 11 12% Customer relationships 26 11 12% $ 248 2022 Acquisition On February 14, 2022, we completed our acquisition of Baylis Medical Company Inc. (Baylis Medical), a privately-held company which developed the radiofrequency (RF) NRG ™ and VersaCross ™ Transseptal Platforms as well as a family of guidewires, sheaths and dilators used to support left heart access, which expanded our electrophysiology and structural heart product portfolios. The transaction consisted of an upfront cash payment of $1.463 billion, net of cash acquired, subject to closing adjustments. We are integrating the Baylis Medical business into our Cardiology division. Purchase Price Allocation We accounted for the acquisition of Baylis Medical as a business combination in accordance with FASB ASC Topic 805. The final purchase price was comprised of the amount presented below: (in millions) Payment for acquisition, net of cash acquired $ 1,463 $ 1,463 We recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The final purchase price allocation was comprised of the following components: (in millions) Goodwill $ 988 Amortizable intangible assets 657 Other assets acquired 112 Liabilities assumed (287) Net deferred tax liabilities (7) $ 1,463 Goodwill was primarily established due to synergies expected to be gained from leveraging our existing operations, as well as revenue and cash flow projections associated with future technologies, and was deductible for tax purposes. We allocated a portion of the purchase price to the specific intangible asset categories as follows: Amount Assigned (in millions) Weighted Average Amortization Period (in years) Risk-Adjusted Discount Amortizable intangible assets: Technology-related $ 622 11 11% Other intangible assets 36 11 11% $ 657 Contingent Consideration None of our acquisitions that closed during 2023 or 2022 contained contingent consideration arrangements. Changes in the fair value of our contingent consideration liability during the first nine months of 2023 associated with prior period acquisitions were as follows: (in millions) Balance as of December 31, 2022 $ 149 Contingent consideration net expense (benefit) 43 Contingent consideration payments (73) Balance as of September 30, 2023 $ 119 The payments made during the first nine months of 2023 primarily related to our 2021 acquisition of Farapulse, Inc. As of September 30, 2023, the maximum amount of future contingent consideration (undiscounted) that we could be required to pay associated with our completed acquisitions was approximately $380 million. Refer to Note B – Acquisitions and Strategic Investments to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K for additional information. The recurring Level 3 fair value measurements of our contingent consideration liability that we expect to be required to settle include the following significant unobservable inputs: Contingent Consideration Liability Fair Value as of September 30, 2023 Valuation Technique Unobservable Input Range Weighted Average (1) R&D, Regulatory and Commercialization-based Milestones $13 million Discounted Cash Flow Discount Rate 1% - 2% 1% Probability of Payment 10% - 25% 22% Projected Year of Payment 2023 - 2025 2024 Revenue-based Payments $106 million Discounted Cash Flow Discount Rate 6% - 14% 6% Probability of Payment 100% 100% Projected Year of Payment 2023 - 2024 2023 (1) Unobservable inputs were weighted by the relative fair value of the contingent consideration liability. For projected year of payment, the amount represents the median of the inputs and is not a weighted average. Projected contingent payment amounts related to research and development (R&D), regulatory and commercialization-based milestones and revenue-based payments are discounted back to the current period, primarily using a discounted cash flow model. Significant increases or decreases in projected revenues, probabilities of payment, discount rates or the time until payment is made would have resulted in a significantly lower or higher fair value measurement as of September 30, 2023. Strategic Investments The aggregate carrying amount of our strategic investments was comprised of the following: As of (in millions) September 30, 2023 December 31, 2022 Equity method investments $ 220 $ 188 Measurement alternative investments (1, 2) 207 219 $ 427 $ 407 (1) Measurement alternative investments are privately-held equity securities without readily determinable fair values that are measured at cost less impairment, if any, adjusted to fair value for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer, recognized in Other, net within our accompanying unaudited consolidated statements of operations. (2) Includes publicly-held securities and convertible notes measured at fair value with changes in fair value recognized in Other, net within our accompanying unaudited consolidated statements of operations. These investments are classified as Other long-term assets within our accompanying unaudited consolidated balance sheets, in accordance with GAAP and our accounting policies. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE C – GOODWILL AND OTHER INTANGIBLE ASSETS The gross carrying amount of goodwill and other intangible assets and the related accumulated amortization for intangible assets subject to amortization and accumulated goodwill impairment charges are as follows: As of September 30, 2023 As of December 31, 2022 (in millions) Gross Carrying Amount Accumulated Amortization/ Write-offs Gross Carrying Amount Accumulated Amortization/ Write-offs Technology-related $ 12,935 $ (7,916) $ 12,397 $ (7,378) Patents 477 (384) 486 (394) Other intangible assets 2,036 (1,472) 1,960 (1,400) Amortizable intangible assets $ 15,447 $ (9,772) $ 14,843 $ (9,173) Goodwill $ 23,508 $ (9,900) $ 22,820 $ (9,900) IPR&D $ 54 $ 112 Technology-related 120 120 Indefinite-lived intangible assets $ 174 $ 232 The increase in our balance of goodwill and amortizable intangible assets is related primarily to our majority stake investment in Acotec completed in the first quarter of 2023 and our acquisition of Apollo completed in the second quarter of 2023. The following represents a roll-forward of our goodwill balance by global reportable segment: (in millions) MedSurg Cardiovascular Total As of December 31, 2022 $ 4,237 $ 8,684 $ 12,920 Goodwill acquired 379 338 717 Impact of foreign currency fluctuations and purchase price adjustments (4) (25) (29) As of September 30, 2023 $ 4,611 $ 8,997 $ 13,608 Goodwill and Intangible Asset Impairments We did not record any goodwill impairment charges in the first nine months of 2023 or 2022. We test our goodwill balances in the second quarter of each year as of April 1 for impairment, or more frequently if impairment indicators are present or changes in circumstances suggest an impairment may exist. We assess goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component. We identified the following reporting units for purposes of our annual goodwill impairment test: Interventional Cardiology, Rhythm Management, Peripheral Interventions, Endoscopy, Urology and Neuromodulation. Based on the criteria prescribed in FASB ASC Topic 350, we aggregated the Interventional Cardiology Therapies and Watchman components of our Cardiology operating segment into a single Interventional Cardiology reporting unit and aggregated the Cardiac Rhythm Management and Electrophysiology components of our Cardiology operating segment into a single Rhythm Management reporting unit. In the second quarter of 2023, we performed our annual goodwill impairment test utilizing both the qualitative and quantitative approach described in FASB ASC Topic 350, Intangibles - Goodwill and Other (FASB ASC Topic 350). The qualitative approach was used for testing reporting units where fair value has historically exceeded carrying value by greater than 100 percent, and all other reporting units were tested using the quantitative approach. For the reporting units tested using the qualitative approach, after assessing the totality of events, it was determined that it was not more likely than not that the fair value of the reporting units was less than their carrying value, and it was not deemed necessary to proceed to the quantitative test. For the reporting unit tested using the quantitative approach, we determined that the fair value of the reporting unit exceeded the carrying value and concluded that goodwill was not impaired or at risk of impairment. There were no impairment indicators in the third quarter of 2023 that necessitated an interim impairment test. In 2023, we recorded Intangible asset impairment charges of less than $1 million in the third quarter and recorded $58 million in the first nine months. In 2022, we recorded Intangible asset impairment charges of $125 million in the third quarter and $132 million in the first nine months. The impairment charges recorded in the first nine months of 2023 were primarily associated with the cancellation of an IPR&D program due to the incremental time and cost to complete the program and bring the technology to market. The impairment charges recorded in the third quarter and first nine months of 2022 were primarily associated with amortizable technology-related intangible assets that were initially established following our acquisition of Vertiflex, Inc., which was integrated into our Neuromodulation business, resulting from lower revenue projections due to reimbursement challenges. We review intangible assets subject to amortization quarterly to determine if any adverse conditions exist or a change in circumstances has occurred that would indicate impairment or a change in the remaining useful life. We test our indefinite-lived intangible assets at least annually during the third quarter for impairment and reassess their classification as indefinite-lived assets. In addition, we review our indefinite-lived intangible assets for classification and impairment more frequently if impairment indicators exist. During the third quarter of 2023, we performed our annual IPR&D impairment test and evaluated our indefinite-lived core technology assets for impairment and concluded the assets were not impaired. We also verified that the classification of IPR&D projects and our indefinite-lived core technology assets recognized within our unaudited consolidated balance sheets continues to be appropriate. Refer to Note A – Significant Accounting Policies to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K for further discussion of our annual goodwill and intangible asset impairment testing. |
Hedging Activities and Fair Val
Hedging Activities and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
HEDGING ACTIVITIES AND FAIR VALUE MEASUREMENTS | NOTE D – HEDGING ACTIVITIES AND FAIR VALUE MEASUREMENTS Derivative Instruments and Hedging Activities We address market risk from changes in foreign currency exchange rates and interest rates through risk management programs which include the use of derivative and nonderivative financial instruments. We manage concentration of counterparty credit risk by limiting acceptable counterparties to major financial institutions with investment grade credit ratings, limiting the amount of credit exposure to individual counterparties and actively monitoring counterparty credit ratings. We also employ master netting arrangements that limit the risk of counterparty non-payment on a particular settlement date to the net gain that would have otherwise been received from the counterparty. Although not completely eliminated, we do not consider the risk of counterparty default to be significant as a result of these protections. Further, none of our derivative instruments are subject to collateral or other security arrangements, nor do they contain provisions that are dependent on our credit ratings from any credit rating agency. Currency Hedging Instruments Our risk from changes in currency exchange rates consists primarily of monetary assets and liabilities, forecasted intercompany and third-party transactions, and net investments in certain subsidiaries. We manage currency exchange rate risk at a consolidated level to reduce the cost of hedging by taking advantage of offsetting transactions. We employ derivative and nonderivative instruments, primarily forward currency contracts, to reduce the risk to our earnings and cash flows associated with changes in currency exchange rates. The success of our currency risk management program depends, in part, on forecast transactions denominated primarily in euro, British pound sterling, Swiss franc, Japanese yen, Chinese renminbi and Australian dollar. We may experience unanticipated currency exchange gains or losses to the extent the actual activity is different than forecast. In addition, changes in currency exchange rates related to any unhedged transactions may impact our earnings and cash flows. Certain of our currency derivative instruments are designated as cash flow hedges under FASB ASC Topic 815 , Derivatives and Hedging (FASB ASC Topic 815), and are intended to protect the U.S. dollar value of forecasted transactions. The gain or loss on a derivative instrument designated as a cash flow hedge is recorded in the Net change in derivative financial instruments component of Other comprehensive income (loss), net of tax (OCI) within our unaudited consolidated statements of comprehensive income (loss) until the underlying third-party transaction occurs. When the underlying third-party transaction occurs, we recognize the gain or loss in earnings within Cost of products sold in our unaudited consolidated statements of operations. In the event the hedging relationship is no longer effective, or if the occurrence of the hedged forecast transaction becomes no longer probable, we reclassify the gains or losses within Accumulated other comprehensive income (loss), net of tax (AOCI) to earnings at that time. The cash flows related to the derivative instruments designated as cash flow hedges are reported as operating activities in our consolidated statements of cash flows. We designate certain euro-denominated debt as net investment hedges to hedge a portion of our net investments in certain of our entities with functional currencies denominated in the euro. As of September 30, 2023 and December 31, 2022, we designated as a net investment hedge our €900 million in aggregate principal amount of 0.625% euro-denominated senior notes issued in November 2019 and due in 2027 (2027 Notes). For these nonderivative instruments, we defer recognition of the foreign currency remeasurement gains and losses within the Foreign currency translation adjustment (CTA) component of Other comprehensive income (loss), net of tax . We reclassify these gains and losses to current period earnings within Other, net in our accompanying unaudited consolidated statements of operations only when the hedged item affects earnings, which would occur upon disposal or substantial liquidation of the underlying foreign subsidiary. We also use forward currency contracts that are not part of designated hedging relationships as a part of our strategy to manage our exposure to currency exchange rate risk related to monetary assets and liabilities and related forecast transactions. These non-designated currency forward contracts have an original time to maturity consistent with the hedged currency transaction exposures, generally less than one year, and are marked-to-market with changes in fair value recorded to earnings within Other, net within our accompanying unaudited consolidated statements of operations. Interest Rate Hedging Instruments Our interest rate risk relates primarily to U.S. dollar and euro-denominated borrowings partially offset by U.S. dollar cash investments. We use interest rate derivative instruments to mitigate the risk to our earnings and cash flows associated with exposure to changes in interest rates. Under these agreements, we and the counterparty, at specified intervals, exchange the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount. We designate these derivative instruments either as fair value or cash flow hedges in accordance with FASB ASC Topic 815. We had no interest rate derivative instruments designated as cash flow hedges outstanding as of September 30, 2023 or December 31, 2022. In the event that we designate outstanding interest rate derivative instruments as cash flow hedges, we record the changes in the fair value of the derivatives within OCI until the underlying hedged transaction occurs. The following table presents the contractual amounts of our hedging instruments outstanding: (in millions) FASB ASC Topic 815 Designation As of September 30, 2023 December 31, 2022 Forward currency contracts Cash flow hedge $ 2,343 $ 2,725 Forward currency contracts Net investment hedge 333 365 Foreign currency-denominated debt (1) Net investment hedge 997 997 Forward currency contracts Non-designated 3,328 4,235 Total Notional Outstanding $ 7,002 $ 8,321 (1) Foreign currency-denominated debt is the €900 million debt principal associated with our 2027 Notes designated as a net investment hedge. As of September 30, 2023, the remaining time to maturity is within 36 months for all forward currency contracts designated as cash flow hedges and generally less than one year for all non-designated forward currency contracts. The forward currency contracts designated as net investment hedges generally mature between one and three years. The euro-denominated debt principal designated as a net investment hedge has a contractual maturity of December 1, 2027. The following presents the effect of our derivative and nonderivative instruments designated as cash flow and net investment hedges under FASB ASC Topic 815 in our accompanying unaudited consolidated statements of operations. Refer to Note M – Changes in Other Comprehensive Income for the total amounts relating to derivative and nonderivative instruments presented within our accompanying unaudited consolidated statements of comprehensive income (loss). Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Three Months Ended September 30, 2023 Forward currency contracts Cash flow hedges $ 54 $ (12) $ 42 Cost of products sold $ 1,101 $ (51) $ 11 $ (39) Net investment hedges (2) 12 (3) 9 Interest expense 66 (2) 1 (2) Foreign currency-denominated debt Net investment hedges (3) 26 (6) 20 Other, net 18 — — — Interest rate derivative contracts Cash flow hedges — — — Interest expense 66 1 (0) 1 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Three Months Ended September 30, 2022 Forward currency contracts Cash flow hedges $ 153 $ (34) $ 119 Cost of products sold $ 979 $ (61) $ 14 $ (47) Net investment hedges (2) 14 (16) (2) Interest expense 63 (3) 1 (2) Foreign currency-denominated debt Net investment hedges (3) 56 (13) 43 Other, net 51 — — — Interest rate derivative contracts Cash flow hedges — — — Interest Expense 63 1 — 1 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Nine Months Ended September 30, 2023 Forward currency contracts Cash flow hedges $ 141 $ (32) $ 109 Cost of products sold $ 3,198 $ (176) $ 40 $ (136) Net investment hedges (2) 40 (9) 31 Interest expense 200 (7) 2 (6) Foreign currency-denominated debt Net investment hedges (3) 8 (2) 6 Other, net 78 — — — Interest rate derivative contracts Cash flow hedges — Interest expense 200 2 (0) 2 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Nine Months Ended September 30, 2022 Forward currency contracts Cash flow hedges $ 412 $ (93) $ 319 Cost of products sold $ 2,945 $ (132) $ 30 $ (102) Net investment hedges (2) 63 (14) 48 Interest expense 406 (7) 2 (6) Foreign currency-denominated debt Net investment hedges (3) 142 (32) 110 Other, net 96 — — — Interest rate derivative contracts Cash flow hedges — — — Interest expense 406 15 (3) 12 (1) In all periods presented in the table above, the pre-tax (gain) loss amounts reclassified from AOCI to earnings represent the effect of the hedging relationships on earnings. (2) For our outstanding forward currency contracts designated as net investment hedges, the net gain or loss reclassified from AOCI to earnings as a reduction of Interest expense represents the straight-line amortization of the excluded component as calculated at the date of designation. This initial value of the excluded component has been excluded from the assessment of effectiveness in accordance with FASB ASC Topic 815. In the current and prior period, we did not recognize any gains or losses on the components included in the assessment of hedge effectiveness in earnings. (3) For our outstanding euro-denominated debt principal designated as a net investment hedge, the change in fair value attributable to changes in the spot rate is recorded in the CTA component of OCI. No amounts were reclassified from AOCI to current period earnings. As of September 30, 2023, pre-tax net gains or losses for our derivative instruments designated, or previously designated, as cash flow and net investment hedges under FASB ASC Topic 815 that may be reclassified from AOCI to earnings within the next twelve months are presented below: (in millions) FASB ASC Topic 815 Designation Location on Unaudited Consolidated Statements of Operations Amount of Pre-Tax Gain (Loss) that may be Reclassified to Earnings Designated Hedging Instrument Forward currency contracts Cash flow hedge Cost of products sold $ 221 Forward currency contracts Net investment hedge Interest expense 9 Interest rate derivative contracts Cash flow hedge Interest expense (2) Net gains and losses on currency hedge contracts not designated as hedging instruments offset by net gains and losses from currency transaction exposures are presented below: Location on Unaudited Consolidated Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Net gain (loss) on currency hedge contracts Other, net $ 10 $ (29) $ 13 $ (93) Net gain (loss) on currency transaction exposures Other, net (16) (8) (42) 48 Net currency exchange gain (loss) $ (6) $ (38) $ (30) $ (45) Fair Value Measurements FASB ASC Topic 815 requires all derivative and nonderivative instruments to be recognized at their fair values as either assets or liabilities on the balance sheet. We determine the fair value of our derivative and nonderivative instruments using the framework prescribed by FASB ASC Topic 820, Fair Value Measurements and Disclosures (FASB ASC Topic 820) and considering the estimated amount we would receive or pay to transfer these instruments at the reporting date with respect to current currency exchange rates, interest rates, the creditworthiness of the counterparty for unrealized gain positions and our own creditworthiness for unrealized loss positions. In certain instances, we may utilize financial models to measure fair value of our derivative and nonderivative instruments. In doing so, we use inputs that include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, other observable inputs for the asset or liability and inputs derived principally from, or corroborated by, observable market data by correlation or other means. The following are the balances of our derivative and nonderivative assets and liabilities: Location on Unaudited Consolidated Balance Sheets (1) As of (in millions) September 30, 2023 December 31, 2022 Derivative and Nonderivative Assets: Designated Hedging Instruments Forward currency contracts Other current assets $ 198 $ 196 Forward currency contracts Other long-term assets 155 149 353 345 Non-Designated Hedging Instruments Forward currency contracts Other current assets 43 36 Total Derivative and Nonderivative Assets $ 396 $ 381 Derivative and Nonderivative Liabilities: Designated Hedging Instruments Forward currency contracts Other current liabilities $ 1 $ — Forward currency contracts Other long-term liabilities 1 1 Foreign currency-denominated debt (2) Long-term debt 946 952 947 953 Non-Designated Hedging Instruments Forward currency contracts Other current liabilities 30 52 Total Derivative and Nonderivative Liabilities $ 977 $ 1,005 (1) We classify derivative and nonderivative assets and liabilities as current when the settlement date of the contract is one year or less. (2) Foreign currency-denominated debt is the €900 million debt principal associated with our 2027 Notes designated as a net investment hedge. A portion of this notional is subject to de-designation and re-designation based on changes in the underlying hedged item. Recurring Fair Value Measurements On a recurring basis, we measure certain financial assets and financial liabilities at fair value based upon quoted market prices. Where quoted market prices or other observable inputs are not available, we apply valuation techniques to estimate fair value. FASB ASC Topic 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. The category of a financial asset or a financial liability within the valuation hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. The three levels of the hierarchy are defined as follows: • Level 1 – Inputs to the valuation methodology are quoted market prices for identical assets or liabilities. • Level 2 – Inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets or liabilities and market-corroborated inputs. • Level 3 – Inputs to the valuation methodology are unobservable inputs based on management’s best estimate of inputs market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. Assets and liabilities measured at fair value on a recurring basis consist of the following: As of September 30, 2023 December 31, 2022 (in millions) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Money market funds and time deposits $ 569 $ — $ — $ 569 $ 673 $ — $ — $ 673 Publicly-held equity securities 23 — — 23 2 — — 2 Hedging instruments — 396 — 396 — 381 — 381 Licensing arrangements — — 89 89 — — 127 127 $ 592 $ 396 $ 89 $ 1,078 $ 674 $ 381 $ 127 $ 1,182 Liabilities Hedging instruments $ — $ 977 $ — $ 977 $ — $ 1,005 $ — $ 1,005 Contingent consideration liability — — 119 119 — — 149 149 Licensing arrangements — — 95 95 — — 159 159 $ — $ 977 $ 214 $ 1,191 $ — $ 1,005 $ 308 $ 1,313 Our investments in money market funds and time deposits are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. These investments are classified as Cash and cash equivalents within our accompanying unaudited consolidated balance sheets, in accordance with GAAP and our accounting policies. In addition to $569 million invested in money market funds and time deposits as of September 30, 2023 and $673 million as of December 31, 2022, we held $382 million in interest-bearing and non-interest-bearing bank accounts as of September 30, 2023 and $256 million as of December 31, 2022. Our recurring fair value measurements using Level 3 inputs include those related to our contingent consideration liability. Refer to Note B – Acquisitions, Divestitures and Strategic Investments for a discussion of the changes in the fair value of our contingent consideration liability. In addition, our recurring fair value measurements using Level 3 inputs related to our licensing arrangements, including the contractual right to receive future royalty payments related to the Zytiga™ Drug. We maintain a financial asset and associated liability for our licensing arrangements measured at fair value in our accompanying unaudited consolidated balance sheets in accordance with FASB ASC Topic 825, Financial Instruments . We elected the fair value option to measure the financial asset and associated liability as it provides for consistency and comparability of these financial instruments with others. Refer to Note D – Hedging Activities and Fair Value Measurements to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K for additional information. The recurring Level 3 fair value measurements of our licensing arrangements recognized in our accompanying unaudited consolidated balance sheets as of September 30, 2023 include the following significant unobservable inputs: Licensing Arrangements Fair Value as of September 30, 2023 Valuation Technique Unobservable Input Range Weighted Average (1) Financial Asset $89 million Discounted Cash Flow Discount Rate 15% 15% Projected Year of Payment 2023 - 2025 2024 Financial Liability $95 million Discounted Cash Flow Discount Rate 12 % - 15% 13% Projected Year of Payment 2023 - 2026 2024 (1) Unobservable inputs relate to a single financial asset and liability. As such, unobservable inputs were not weighted by the relative fair value of the instruments. For projected year of payment, the amount represents the median of the inputs and is not a weighted average. Changes in the fair value of our licensing arrangements' financial asset were as follows: (in millions) Balance as of December 31, 2022 $ 127 Proceeds from royalty rights (47) Fair value adjustment (expense) benefit 9 Balance as of September 30, 2023 $ 89 Changes in the fair value of our licensing arrangements' financial liability were as follows: (in millions) Balance as of December 31, 2022 $ 159 Payments for royalty rights (73) Fair value adjustment expense (benefit) 9 Balance as of September 30, 2023 $ 95 Non-Recurring Fair Value Measurements We hold certain assets and liabilities that are measured at fair value on a non-recurring basis in periods after initial recognition. The fair value of a measurement alternative investment is not estimated if there are no identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment. Refer to Note B – Acquisitions, Divestitures and Strategic Investments for a discussion of our strategic investments and Note C – Goodwill and Other Intangible Assets for a discussion of the fair values of our intangible assets including goodwill. The fair value of our outstanding debt obligations excluding finance leases was $8.067 billion as of September 30, 2023 and $8.203 billion as of December 31, 2022. We determined fair value by using quoted market prices for our publicly registered senior notes, classified as Level 1 within the fair value hierarchy, and face value for commercial paper, term loans and credit facility borrowings outstanding. Refer to Note E – Contractual Obligations and Commitments for a discussion of our debt obligations. |
Contractual Obligations and Com
Contractual Obligations and Commitments | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
CONTRACTUAL OBLIGATIONS AND COMMITMENTS | NOTE E – CONTRACTUAL OBLIGATIONS AND COMMITMENTS Borrowings and Credit Arrangements We had total debt outstanding of $8.900 billion as of September 30, 2023 and $8.935 billion as of December 31, 2022, with current obligations of $513 million as of September 30, 2023 and $20 million as of December 31, 2022. The debt maturity schedule for our long-term debt obligations is presented below: (in millions, except interest rates) Issuance Date Maturity Date As of Coupon Rate (1) September 30, December 31, March 2024 Senior Notes February 2019 March 2024 — 504 3.450% March 2025 Senior Notes (3) March 2022 March 2025 1,058 1,067 0.750% June 2025 Senior Notes May 2020 June 2025 500 500 1.900% March 2026 Senior Notes February 2019 March 2026 255 255 3.750% December 2027 Senior Notes (3) November 2019 December 2027 953 960 0.625% March 2028 Senior Notes (3) March 2022 March 2028 794 800 1.375% March 2028 Senior Notes February 2018 March 2028 344 344 4.000% March 2029 Senior Notes February 2019 March 2029 272 272 4.000% June 2030 Senior Notes May 2020 June 2030 1,200 1,200 2.650% March 2031 Senior Notes (3) March 2022 March 2031 794 800 1.625% March 2034 Senior Notes (3) March 2022 March 2034 529 534 1.875% November 2035 Senior Notes (2) November 2005 November 2035 350 350 6.500% March 2039 Senior Notes February 2019 March 2039 450 450 4.550% January 2040 Senior Notes December 2009 January 2040 300 300 7.375% March 2049 Senior Notes February 2019 March 2049 650 650 4.700% Unamortized Debt Issuance Discount and Deferred Financing Costs 2023 - 2049 (67) (76) Finance Lease Obligation Various 4 5 Long-term debt $ 8,386 $ 8,915 (1) Coupon rates are semi-annual, except for the euro-denominated senior notes, which bear an annual coupon. (2) Corporate credit rating improvements may result in a decrease in the adjusted interest rate on our November 2035 Notes to the extent that our lowest credit rating is above BBB- or Baa3. The interest rates on our November 2035 Notes will be permanently reinstated to the issuance rate if the lowest credit ratings assigned to these senior notes is either A- or A3 or higher. (3) These notes are euro-denominated and presented in U.S. dollars based on the exchange rate in effect as of September 30, 2023 and December 31, 2022, respectively. Revolving Credit Facility On May 10, 2021, we entered into our $2.750 billion revolving credit facility (2021 Revolving Credit Facility) with a global syndicate of commercial banks scheduled to mature on May 10, 2026, with one-year extension options, subject to certain conditions. On March 1, 2023, we entered into an amendment of the 2021 Revolving Credit Facility credit agreement, which provided for an extension of the scheduled maturity date to May 10, 2027 and replaced the London Interbank Offered Rate (LIBOR) with the Secured Overnight Financing Rate (SOFR) as the Eurocurrency Rate for Dollars, including applicable credit spread adjustments and relevant SOFR benchmark provisions, among other things described under Financial Covenant below. This facility provides backing for our commercial paper program, and outstanding commercial paper directly reduces borrowing capacity under the 2021 Revolving Credit Facility. There were no amounts outstanding under the 2021 Revolving Credit Facility as of September 30, 2023 or December 31, 2022. Financial Covenant As of September 30, 2023, we were in compliance with the financial covenant required by the 2021 Revolving Credit Facility, as amended. Covenant Requirement Actual as of September 30, 2023 as of September 30, 2023 Maximum permitted leverage ratio (1) 3.75 times 2.34 times (1) Ratio of total debt to consolidated EBITDA, as defined by the credit agreements, as amended. The 2021 Revolving Credit Facility includes the financial covenant requirement for all of our credit arrangements that we maintain the maximum permitted leverage ratio of 3.75 times through the remaining term. The agreement provides for higher leverage ratios, at our election, for the period following a qualified acquisition for which consideration exceeds $1.000 billion. In the event of such an acquisition, for the four succeeding quarters immediately following, including the quarter in which the acquisition occurs, the maximum permitted leverage ratio is 4.75 times. The maximum permitted ratio steps down for the fifth, sixth and seventh succeeding quarters to 4.50 times, 4.25 times and 4.00 times, respectively. Thereafter, a maximum leverage ratio of 3.75 times is required through the remaining term of the 2021 Revolving Credit Facility. We have not elected to increase the maximum permitted leverage ratio for any qualified acquisitions due to our funding of these acquisitions using cash on hand or commercial paper. The financial covenant requirement, as amended on March 1, 2023, provides for an exclusion from the calculation of consolidated EBITDA, as defined by the credit agreement, through maturity, of certain charges and expenses. The credit agreement amendment reset the starting date for purposes of calculating such permitted exclusions in each case from March 31, 2021 to December 31, 2022. Permitted exclusions include any non-cash charges and up to $500 million in restructuring charges and restructuring-related expenses associated with our current or future restructuring plans. As of September 30, 2023, we had $369 million of the restructuring charge exclusion remaining. In addition, any cash litigation payments (net of any cash litigation receipts), as defined by the agreement, are excluded from the calculation of consolidated EBITDA, as defined by the agreement, provided that the sum of any excluded net cash litigation payments do not exceed $1.000 billion plus all accrued legal liabilities as of December 31, 2022, for a total of $1.443 billion. As of September 30, 2023, we had $1.494 billion of the litigation exclusion remaining. Any inability to maintain compliance with this covenant could require us to seek to renegotiate the terms of our credit arrangements or seek waivers from compliance with this covenant, both of which could result in additional borrowing costs. Further, there can be no assurance that our lenders would agree to such new terms or grant such waivers on terms acceptable to us. In this case, all 2021 Revolving Credit Facility commitments would terminate, and any amounts borrowed under the facility would become immediately due and payable. Furthermore, any termination of our 2021 Revolving Credit Facility may negatively impact the credit ratings assigned to our commercial paper program, which may impact our ability to refinance any then outstanding commercial paper as it becomes due and payable . Commercial Paper Our commercial paper program is backed by the 2021 Revolving Credit Facility. We did not have any commercial paper outstanding as of September 30, 2023 and December 31, 2022. Senior Notes We had senior notes outstanding of $8.953 billion as of September 30, 2023 and $8.986 billion as of December 31, 2022. Our senior notes were issued in public offerings, are redeemable prior to maturity and are not subject to sinking fund requirements. Our senior notes are unsecured, unsubordinated obligations and rank on parity with each other. These notes are effectively junior to liabilities of our subsidiaries (refer to Other Arrangements below). In March 2022, American Medical Systems Europe B.V. (AMS Europe), an indirect, wholly owned subsidiary of Boston Scientific, completed a registered public offering (the Offering) of €3.000 billion in aggregate principal amount of euro-dominated senior notes comprised of €1.000 billion of 0.750% Senior Notes due 2025, €750 million of 1.375% Senior Notes due 2028, €750 million of 1.625% Senior Notes due 2031 and €500 million of 1.875% Senior Notes due 2034 (collectively, the Eurobonds). Boston Scientific has fully and unconditionally guaranteed all of AMS Europe's obligations under the Eurobonds, and no other subsidiary of Boston Scientific will guarantee these obligations. AMS Europe is a “finance subsidiary” as defined in Rule 13-01(a)(4)(vi) of Regulation S-X. The financial condition, results of operations and cash flows of AMS Europe are consolidated in the financial statements of Boston Scientific. The Offering resulted in cash proceeds of $3.270 billion, net of investor discounts and issuance costs. We used the net proceeds from the Offering to fund the tender offer and early redemption of combined aggregate principal amount of $3.275 billion of certain of our outstanding senior notes, as well as to pay accrued interest, tender premiums, fees and expenses. We recorded associated debt extinguishment charges of $194 million during the first quarter of 2022 presented in Interest expense within our accompanying unaudited consolidated statements of operations. Other Arrangements We have accounts receivable factoring programs in certain European countries and with commercial banks in China and Japan which include promissory notes discounting programs. We account for our factoring programs as sales under FASB ASC Topic 860, Transfers and Servicing . We have no retained interest in the transferred receivables, other than collection and administration, and once sold, the accounts receivable are no longer available to satisfy creditors in the event of bankruptcy. Amounts de-recognized for accounts and notes receivable, which are excluded from Trade accounts receivable, net within our accompanying unaudited consolidated balance sheets, are aggregated by contract denominated currency below (in millions): Factoring Arrangements As of September 30, 2023 As of December 31, 2022 Amount Weighted Average Amount Weighted Average Euro denominated $ 218 4.9 % $ 161 2.4 % Yen denominated 188 0.7 % 194 0.6 % Renminbi denominated 22 2.9 % 13 3.1 % Other Contractual Obligations and Commitments We had outstanding letters of credit of $151 million as of September 30, 2023 and $135 million as of December 31, 2022, which consisted primarily of bank guarantees and collateral for workers' compensation insurance arrangements. As of September 30, 2023 and December 31, 2022 we had not recognized a related liability for any outstanding letters of credit within our accompanying unaudited consolidated balance sheets. We have a supplier financing program offered primarily in the U.S. where our suppliers can opt to receive early payment at a nominal discount, while allowing us to lengthen our payment terms and optimize working capital. Our standard payment term in the U.S. is 90 days. All outstanding payables related to the supplier finance program are classified within Accounts Payable within our unaudited consolidated balance sheets and were $148 million as of September 30, 2023 and $129 million as of December 31, 2022. Refer to Note E – Contractual Obligations and Commitments to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K for additional information on our borrowings and credit agreements. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet Information [Abstract] | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | NOTE F – SUPPLEMENTAL BALANCE SHEET INFORMATION Components of selected captions within our accompanying unaudited consolidated balance sheets are as follows: Trade accounts receivable, net As of (in millions) September 30, 2023 December 31, 2022 Trade accounts receivable $ 2,226 $ 2,079 Allowance for credit losses (126) (109) $ 2,101 $ 1,970 The following is a roll forward of our Allowance for credit losses : Three Months Ended September 30, Nine Months Ended (in millions) 2023 2022 2023 2022 Beginning balance $ 127 $ 117 $ 109 $ 108 Credit loss expense 10 7 44 26 Write-offs (11) (9) (27) (20) Ending balance $ 126 $ 114 $ 126 $ 114 In accordance with FASB ASC Topic 326 , Financial Instruments - Credit Losses (FASB ASC Topic 326), we record credit loss reserves to Allowance for credit losses when we establish Trade accounts receivable if credit losses are expected over the asset's contractual life. We base our estimates of credit loss reserves on historical experience and adjust, as necessary, to reflect current conditions using reasonable and supportable forecasts not already reflected in the historical loss information. We utilize an accounts receivable aging approach, applying country or region-specific factors, to determine the reserve to record at accounts receivable commencement for certain customers. In performing the assessment of outstanding accounts receivable, regardless of country or region, we may consider significant factors relevant to collectability, including those specific to a customer such as bankruptcy, lengthy average payment cycles and type of account. We closely monitor outstanding receivables for potential collection risks, including those that may arise from economic and geopolitical conditions. Our sales to government-owned or supported customers, particularly in southern Europe, are subject to an increased number of days outstanding prior to payment relative to other entities, and, in southern Europe, relative to those in other countries. In addition, we have seen an increase in the volume of our U.S. business conducted in ambulatory surgery centers and office-based laboratories. Many of these customers are smaller than those we have historically done business with and may have more limited liquidity. We have adjusted our estimates of credit loss reserves for these customers, regions and conditions based on collection trends. Inventories As of (in millions) September 30, 2023 December 31, 2022 Finished goods $ 1,466 $ 1,171 Work-in-process 187 147 Raw materials 752 548 $ 2,404 $ 1,867 Other current assets As of (in millions) September 30, 2023 December 31, 2022 Restricted cash and restricted cash equivalents $ 123 $ 149 Derivative assets 241 232 Licensing arrangements 49 60 Other 328 290 $ 741 $ 731 Property, plant and equipment, net As of (in millions) September 30, 2023 December 31, 2022 Land $ 139 $ 137 Buildings and improvements 1,801 1,695 Equipment, furniture and fixtures 3,451 3,297 Capital in progress 691 598 6,082 5,728 Less: accumulated depreciation 3,446 3,282 $ 2,635 $ 2,446 Depreciation expense was $93 million for the third quarter of 2023, $82 million for the third quarter of 2022, $263 million for the first nine months of 2023 and $238 million for the first nine months of 2022. Other long-term assets As of (in millions) September 30, 2023 December 31, 2022 Restricted cash equivalents $ 58 $ 48 Operating lease right-of-use assets 446 386 Derivative assets 155 149 Investments 427 407 Licensing arrangements 40 67 Indemnification asset 165 172 Other 314 271 $ 1,605 $ 1,500 Accrued expenses As of (in millions) September 30, 2023 December 31, 2022 Legal reserves $ 246 $ 231 Payroll and related liabilities 912 830 Rebates 369 352 Contingent consideration 109 74 Other 619 674 $ 2,255 $ 2,160 Other current liabilities As of (in millions) September 30, 2023 December 31, 2022 Deferred revenue $ 246 $ 220 Licensing arrangements 50 79 Taxes payable 352 232 Other 234 230 $ 882 $ 761 Other long-term liabilities As of (in millions) September 30, 2023 December 31, 2022 Accrued income taxes $ 487 $ 597 Legal reserves 161 212 Contingent consideration 10 75 Licensing arrangements 45 80 Operating lease liabilities 400 347 Deferred revenue 301 289 Other 454 434 $ 1,858 $ 2,035 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE G – INCOME TAXES Our effective tax rate from continuing operations is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Effective tax rate from continuing operations 17.3 % 23.3 % 26.5 % 25.2 % The changes in our reported tax rates for the third quarter and first nine months of 2023, compared to the same periods in 2022, relate primarily to the impact of certain receipts and charges that are taxed at different rates than our effective tax rate. These include litigation-related net credits, acquisition-related charges, debt extinguishment charges, as well as certain discrete tax items primarily related to unrecognized tax benefits and provision-to-return adjustments recorded in the third quarter of 2023. As of September 30, 2023, we had $475 million of gross unrecognized tax benefits, of which a net $419 million, if recognized, would affect our effective tax rate. As of December 31, 2022, we had $492 million of gross unrecognized tax benefits, of which a net $410 million, if recognized, would affect our effective tax rate. The change in our gross unrecognized tax benefit is primarily related to remeasurement of historic positions after tax law changes and audit activities. It is reasonably possible that within the next 12 months, we will resolve multiple issues with foreign, federal and state taxing authorities, resulting in a reduction in our balance of unrecognized tax benefits of up to $64 million. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE H – COMMITMENTS AND CONTINGENCIES The medical device market in which we participate is largely technology driven. As a result, intellectual property rights, particularly patents and trade secrets, play a significant role in product development and differentiation. Over the years, there has been litigation initiated against us by others, including our competitors, claiming that our current or former product offerings infringe patents owned or licensed by them. Intellectual property litigation is inherently complex and unpredictable. In addition, competing parties frequently file multiple suits to leverage patent portfolios across product lines, technologies and geographies and to balance risk and exposure between the parties. In some cases, several competitors are parties in the same proceeding, or in a series of related proceedings, or litigate multiple features of a single class of devices. These dynamics frequently drive settlement not only for individual cases, but also for a series of pending and potentially related and unrelated cases. Although monetary and injunctive relief is typically sought, remedies and restitution are generally not determined until the conclusion of the trial court proceedings and can be modified on appeal. Accordingly, the outcomes of individual cases are difficult to time, predict or quantify and are often dependent upon the outcomes of other cases in other geographies. During recent years, we successfully negotiated closure of several long-standing legal matters and have received favorable rulings in several other matters; however, there continues to be outstanding litigation. Adverse outcomes in one or more of these matters could have a material adverse effect on our ability to sell certain products and on our operating margins, financial position, results of operations and/or liquidity. In addition, product liability, securities and commercial claims have been asserted against us and similar claims may be asserted against us in the future related to events not known to management at the present time. We maintain an insurance policy providing limited coverage against securities claims and we are substantially self-insured with respect to product liability claims and fully self-insured with respect to intellectual property infringement claims. The absence of significant third-party insurance coverage increases our potential exposure to unanticipated claims or adverse decisions. Product liability claims, securities and commercial litigation and other legal proceedings in the future, regardless of their outcome, could have a material adverse effect on our ability to sell certain products and on our operating margins, financial position, results of operations and/or liquidity. In addition, like other companies in the medical device industry, we are subject to extensive regulation by national, state and local government agencies in the U.S. and other countries in which we operate. From time to time we are the subject of qui tam actions and governmental investigations often involving regulatory, marketing and other business practices. These qui tam actions and governmental investigations could result in the commencement of civil and criminal proceedings, substantial fines, penalties and administrative remedies and have a material adverse effect on our financial position, results of operations and/or liquidity. For additional information, refer to Note I – Commitments and Contingencies to our audited financial statements contained in Item 8 of our most recent Annual Report on Form 10-K. In accordance with FASB ASC Topic 450, Contingencies , we accrue anticipated costs of settlement, damages, losses for product liability claims and, under certain conditions, costs of defense, based on historical experience or to the extent specific losses are probable and estimable. Otherwise, we expense these costs as incurred. If the estimate of a probable loss is a range and no amount within the range is more likely, we accrue the minimum amount of the range. We record certain legal and product liability charges, credits and costs of defense, which we consider to be unusual or infrequent and significant as Litigation-related net charges (credits) within our accompanying unaudited consolidated financial statements. All other legal and product liability charges, credits and costs are recorded within Selling, general and administrative expenses within our accompanying unaudited consolidated statements of operations. Our accrual for legal matters that are probable and estimable was $407 million as of September 30, 2023 and $443 million as of December 31, 2022 and includes certain estimated costs of settlement, damages and defense primarily related to product liability cases or claims related to our transvaginal surgical mesh products. A portion of this accrual is already funded through our qualified settlement fund, which is included in restricted cash and restricted cash equivalents in Other current assets of $123 million as of September 30, 2023 and $149 million as of December 31, 2022. Refer to Note F – Supplemental Balance Sheet Information for additional information. In 2023, we recorded litigation-related net credits of $111 million during the third quarter and first nine months related to the settlement of offensive patent litigation. In 2022, we did not record litigation-related net charges (credits) in the third quarter and recorded net charges of $42 million during the first nine months. We continue to assess certain litigation and claims to determine the amounts, if any, that management believes will be paid as a result of such claims and litigation and, therefore, additional losses may be accrued and paid in the future, which could materially adversely impact our operating results, cash flows and/or our ability to comply with our financial covenant. In management's opinion, we are not currently involved in any legal proceedings other than those disclosed in our most recent Annual Report on Form 10-K and those specifically identified below, which, individually or in the aggregate, could have a material adverse effect on our financial condition, operations and/or cash flows. Unless included in our legal accrual or otherwise indicated below, a range of loss associated with any individual material legal proceeding cannot be reasonably estimated. Patent Litigation On October 28, 2015, the Company filed suit against Cook Group Limited and Cook Medical LLC (collectively, Cook) in the United States District Court for the District of Delaware (1:15-cv-00980) alleging infringement of certain Company patents regarding Cook’s Instinct™ Endoscopic Hemoclip. The Company seeks lost profits, a reasonable royalty and a permanent injunction. The case was transferred to the District Court for the Southern District of Indiana. Cook filed Inter Partes Review (IPR) requests with the U.S. Patent and Trademark Office (USPTO) against four then-asserted patents, which resulted in the court staying the case until 2020. All IPRs concluded and confirmed the validity of certain claims of each challenged patent. In February 2023, the District Court issued summary judgment rulings dismissing certain claims and defenses. Trial on the remaining two asserted patents took place in May and June 2023 and the jury found that the Company’s patents are both valid and infringed and awarded the Company $158 million as lost profits. On August 4, 2023, the parties entered into a settlement to resolve all claims, and the case was dismissed on August 22, 2023. On November 20, 2017, The Board of Regents, University of Texas System and TissueGen. Inc. (collectively, UT), served a lawsuit against us in the Western District of Texas. The complaint against the Company alleges patent infringement of two U.S. patents owned by UT, relating to “Drug Releasing Biodegradable Fiber Implant” and “Drug Releasing Biodegradable Fiber for Delivery of Therapeutics,” and affects the manufacture, use and sale of our Synergy™ Stent System. UT primarily seeks a reasonable royalty. On March 12, 2018, the District Court for the Western District of Texas dismissed the action and transferred it to the United States District Court for the District of Delaware. On September 5, 2019, the Court of Appeals for the Federal Circuit affirmed the dismissal of the District Court for the Western District of Texas. In April 2020, the United States Supreme Court denied the UT’s Petition for Certiorari. UT proceeded with its case against us in Delaware. In January 2023, a jury trial was held on the issue of whether the one UT patent still asserted in the case was valid and whether it was infringed by the Company. On January 31, 2023, a jury concluded that UT’s patent was valid and willfully infringed by the Company, and awarded UT $42 million in damages. Following the trial, UT has filed a motion seeking prejudgment interest and enhanced damages. The Company has filed a motion seeking judgment as a matter of law in its favor or alternatively a new trial. Product Liability Litigation Multiple product liability cases or claims related to transvaginal surgical mesh products designed to treat stress urinary incontinence and pelvic organ prolapse have been asserted against us, predominantly in the United States, Canada, the United Kingdom, Scotland, Ireland, and Australia. Plaintiffs generally seek monetary damages based on allegations of personal injury associated with the use of our transvaginal surgical mesh products, including design and manufacturing claims, failure to warn, breach of warranty, fraud, violations of state consumer protection laws and loss of consortium claims. We have entered into individual and master settlement agreements in principle or are in the final stages of entering agreements with certain plaintiffs' counsel, to resolve the majority of these cases and claims. All settlement agreements were entered into solely by way of compromise and without any admission or concession by us of any liability or wrongdoing. In addition, in April 2021 the Company's Board of Directors received a shareholder demand under section 220 of the Delaware General Corporation Law, for inspection of books and records related to mesh settlements. The Company has notified our insurer and retained counsel to respond to the demand. We have established a product liability accrual for remaining claims asserted against us associated with our transvaginal surgical mesh products and the costs of defense thereof. We continue to engage in discussions with plaintiffs’ counsel regarding potential resolution of pending cases and claims. We continue to vigorously contest these cases and claims. The final resolution of the cases and claims is uncertain and could have a material impact on our results of operations, financial condition and/or liquidity. Trials involving our transvaginal surgical mesh products have resulted in both favorable and unfavorable judgments for us. We do not believe that the judgment in any one trial is representative of potential outcomes of all cases or claims related to our transvaginal surgical mesh products. Governmental Investigations and Qui Tam Matters On December 1, 2015, the Brazilian governmental entity known as CADE (the Administrative Council of Economic Defense), served a search warrant on the offices of our Brazilian subsidiary, as well as on the Brazilian offices of several other major medical device makers who do business in Brazil, in furtherance of an investigation into alleged anti-competitive activity with respect to certain tender offers for government contracts. On June 20, 2017, CADE, through the publication of a “technical note,” announced that it was launching a formal administrative proceeding against Boston Scientific’s Brazilian subsidiary, Boston Scientific do Brasil Ltda. (BSB), as well as against the Brazilian operations of Medtronic, Biotronik and St. Jude Medical, two Brazilian associations, ABIMED and AMBIMO and 29 individuals for alleged anti-competitive behavior. Under applicable guidance, BSB could be fined a percentage of BSB’s 2016 gross revenues. In August 2021, the investigating commissioner issued a preliminary recommendation of liability against all of the involved companies, and also recommended that CADE impose fines and penalties. However, on October 25, 2021, the CADE Attorney General's office recommended dismissal of the charges and allegations against BSB and the individual BSB employees who were still individual defendants. Subsequently, on March 30, 2022, the Federal Prosecutor’s office issued a non-binding recommendation that is contrary to the Attorney General’s recommendation. The full Commission is considering both of these recommendations but has not yet issued its decision. We continue to deny the allegations, intend to defend ourselves vigorously and will appeal any decision of liability by the full Commission to the Brazilian courts. During such an appeal, the decision would have no force and effect, and the Court would consider the case without being bound by CADE’s decision. In March 2022, the Company received a whistleblower letter alleging Foreign Corrupt Practices Act violations in Vietnam. The Company has received related subpoenas for documents from the Office of the U.S. Attorney for the District of Massachusetts and the Securities and Exchange Commission. The Company is cooperating with government agencies while investigating these allegations. On April 5, 2023, the Company received a subpoena from the U.S. Department of Justice (DOJ) that seeks documents and information relating to its ambulatory electrocardiography monitoring (AECG) business. The Company is cooperating with the DOJ in responding to this subpoena. Other Proceedings |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE I – STOCKHOLDERS' EQUITY Preferred Stock We are authorized to issue 50 million shares of preferred stock in one or more series and to fix the powers, designations, preferences and relative participating, option or other rights thereof, including dividend rights, conversion rights, voting rights, redemption terms, liquidation preferences and the number of shares constituting any series, without any further vote or action by our stockholders. On May 27, 2020, we completed an offering of 10,062,500 shares of 5.50% Mandatory Convertible Preferred Stock, Series A (MCPS) at a price to the public and liquidation preference of $100 per share. The net proceeds from the MCPS offering were approximately $975 million after deducting underwriting discounts and commissions and offering expenses. On June 1, 2023, (the Mandatory Conversion Date), all outstanding shares of MCPS automatically converted into shares of common stock. The conversion rate for each share of MCPS was 2.3834 shares of common stock. No action by the holders of the MCPS was required in connection with the mandatory conversion. Cash was paid in lieu of fractional shares in accordance with the terms of the MCPS. An aggregate of approximately 24 million shares of common stock, including shares of common stock issued to holders of MCPS that elected to convert prior to the Mandatory Conversion Date, were issued upon conversion of the MCPS. Following the mandatory conversion of the MCPS, there were no outstanding shares of MCPS. Refer to Note J – Stockholders' Equity to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K for information on the pertinent rights and privileges of our outstanding common stock. |
Weighted Average Shares Outstan
Weighted Average Shares Outstanding | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Weighted Average Number Of Shares Outstanding [Text Block] | NOTE J – WEIGHTED AVERAGE SHARES OUTSTANDING Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Weighted average shares outstanding — basic 1,464.5 1,431.6 1,448.8 1,429.7 Net effect of common stock equivalents 10.5 8.4 10.2 9.0 Weighted average shares outstanding - diluted 1,475.0 1,440.0 1,459.1 1,438.7 The following securities were excluded from the calculation of diluted weighted average shares outstanding because their effect in the periods presented below would have been anti-dilutive: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Stock options outstanding (1) 0 9 0 6 MCPS (2) — 24 13 24 (1) Represents stock options outstanding pursuant to our employee stock-based compensation plans with exercise prices that were greater than the average fair market value of our common stock for the related periods. (2) Represents common stock issuable upon the conversion of MCPS. Refer to Note I – Stockholders' Equity for additional information. We base Net income (loss) per common share - diluted upon the weighted-average number of common shares and common stock equivalents outstanding during each year. Potential common stock equivalents are determined using the treasury stock method. We exclude stock options, stock awards and, prior to the Mandatory Conversion Date, our MCPS, from the calculation if the effect would be anti-dilutive. The dilutive effect of MCPS is calculated using the if-converted method. The if-converted method assumes that these securities were converted to shares of common stock at the beginning of the reporting period to the extent that the effect is dilutive. For the first nine months of 2023 and 2022, the effect of assuming the conversion of MCPS into shares of common stock was anti-dilutive, and therefore excluded from the calculation of earnings per share (EPS). Accordingly, Net income was reduced by cumulative Preferred stock dividends , as presented within our accompanying unaudited consolidated statements of operations, for purposes of calculating Net income attributable to Boston Scientific common stockholders . On June 1, 2023, all outstanding shares of MCPS automatically converted into shares of common stock. We issued approximately two million shares of our common stock in the third quarter of 2023, approximately 32 million shares in the first nine months of 2023, approximately two million shares in the third quarter of 2022, and approximately seven million shares in the first nine months of 2022. Shares were issued following the automatic conversion of the MCPS, the exercise of stock options, vesting of restricted stock units or purchases under our employee stock purchase plan. We did not repurchase any shares of our common stock in the first nine months of 2023 or 2022. On December 14, 2020, our Board of Directors approved a stock repurchase program authorizing the repurchase of up to $1.000 billion of our common stock. As of September 30, 2023, we had the full amount remaining available under the authorization. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE K – SEGMENT REPORTING We aggregate our core businesses into two reportable segments: MedSurg and Cardiovascular, each of which generates revenues from the sale of medical devices. In accordance with FASB ASC Topic 280, Segment Reporting , we identified our reportable segments based on the nature of our products, production processes, type of customer, selling and distribution methods and regulatory environment, as well as the economic characteristics of each of our operating segments. We measure and evaluate our reportable segments based on their respective net sales, operating income, excluding intersegment profits, and operating income as a percentage of net sales, all based on internally-derived standard currency exchange rates to exclude the impact of foreign currency, which may be updated from year to year. We exclude from operating income of reportable segments certain corporate-related expenses and certain transactions or adjustments that our chief operating decision maker (CODM) considers to be non-operational, such as amounts related to amortization expense, goodwill and other intangible asset impairment charges, acquisition/divestiture-related net charges (credits), restructuring and restructuring-related net charges (credits); and certain litigation-related net charges (credits) and European Union (EU) Medical Device Regulation (MDR) implementation costs. Although we exclude these amounts from operating income of reportable segments, they are included in reported Income (loss) before income taxes within our accompanying unaudited consolidated statements of operations and are included in the reconciliation below. Refer to Note L – Revenue for net sales by reportable segment presented in accordance with GAAP. A reconciliation of the totals reported for the reportable segments to the applicable line items within our accompanying unaudited consolidated statements of operations is as follows (in millions, except percentages). Prior period amounts have been restated at constant currency to conform to current year presentation. Three Months Ended Nine Months Ended Net Sales 2023 2022 2023 2022 MedSurg $ 1,318 $ 1,199 $ 3,900 $ 3,521 Cardiovascular 2,149 1,925 6,378 5,620 Total net sales of reportable segments 3,468 3,124 10,277 9,141 Impact of foreign currency fluctuations 59 46 238 300 $ 3,527 $ 3,170 $ 10,515 $ 9,440 Income (loss) before income taxes MedSurg $ 446 $ 359 $ 1,293 $ 1,048 Cardiovascular 570 451 1,677 1,294 Total operating income of reportable segments 1,016 810 2,970 2,342 Unallocated amounts: Corporate expenses, including hedging activities and impact of foreign currency fluctuations on operating income of reportable segments (97) (1) (221) 67 Goodwill and intangible asset impairment charges, acquisition/divestiture-related net charges (credits), restructuring and restructuring-related net charges (credits), certain litigation-related net charges (credits) and EU MDR implementation costs (19) (249) (370) (558) Amortization expense (208) (202) (620) (604) Operating income (loss) 693 358 1,759 1,247 Other expense, net (83) (114) (279) (502) Income (loss) before income taxes $ 610 $ 245 $ 1,480 $ 745 Three Months Ended September 30, Nine Months Ended Operating income margin of reportable segments 2023 2022 2023 2022 MedSurg 33.8 % 30.0 % 33.2 % 29.8 % Cardiovascular 26.5 % 23.4 % 26.3 % 23.0 % |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | NOTE L – REVENUE We generate revenue primarily from the sale of single-use medical devices and present revenue net of sales taxes within our accompanying unaudited consolidated statements of operations. Our business structure is organized into five operating segments. The following tables disaggregate our revenue from contracts with customers by component and geographic region (in millions). We allocate revenue from contracts with customers to geographic regions based on the location where the sale originated. Three Months Ended September 30, 2023 2022 Businesses U.S. Int'l Total U.S. Int'l Total Endoscopy $ 382 $ 247 $ 629 $ 342 $ 217 $ 559 Urology 341 142 483 315 118 433 Neuromodulation 175 55 229 173 48 221 MedSurg 898 443 1,341 830 383 1,213 Interventional Cardiology Therapies 182 401 583 190 359 549 Watchman 291 31 323 234 28 262 Cardiac Rhythm Management 355 197 552 338 181 519 Electrophysiology 89 101 190 73 75 148 Cardiology 918 730 1,647 836 643 1,479 Peripheral Interventions 283 255 538 269 210 479 Cardiovascular 1,201 984 2,185 1,104 853 1,958 Total Net Sales $ 2,099 $ 1,427 $ 3,527 $ 1,934 $ 1,236 $ 3,170 Nine Months Ended September 30, 2023 2022 Businesses U.S. Int'l Total U.S. Int'l Total Endoscopy $ 1,118 $ 719 $ 1,836 $ 992 $ 657 $ 1,649 Urology 1,007 430 1,437 921 375 1,296 Neuromodulation 530 177 708 519 150 669 MedSurg 2,655 1,326 3,981 2,432 1,182 3,614 Interventional Cardiology Therapies 554 1,248 1,803 568 1,099 1,667 Watchman 843 87 930 662 76 738 Cardiac Rhythm Management 1,057 609 1,665 1,005 575 1,580 Electrophysiology 259 300 560 196 222 418 Cardiology 2,714 2,244 4,958 2,431 1,972 4,403 Peripheral Interventions 844 733 1,577 782 641 1,423 Cardiovascular 3,557 2,977 6,534 3,213 2,613 5,826 Total Net Sales $ 6,212 $ 4,303 $ 10,515 $ 5,645 $ 3,795 $ 9,440 Refer to Note K- Segment Reporting for information on our reportable segments. Three Months Ended September 30, Nine Months Ended September 30, Geographic Regions 2023 2022 2023 2022 U.S. $ 2,099 $ 1,934 $ 6,212 $ 5,645 Europe, Middle East and Africa 671 585 2,107 1,869 Asia-Pacific 611 532 1,784 1,579 Latin America and Canada 146 119 412 347 Total Net Sales $ 3,527 $ 3,170 $ 10,515 $ 9,440 Emerging Markets (1) $ 594 $ 519 $ 1,715 $ 1,457 (1) Periodically, we assess our list of Emerging Markets countries, and effective January 1, 2023, modified our list to include all countries except the United States, Western and Central Europe, Japan, Australia, New Zealand and Canada. We have revised prior year amounts to conform to the current year's presentation. Deferred Revenue Contract liabilities are classified within Other current liabilities and Other long-term liabilities within our accompanying unaudited consolidated balance sheets. Our deferred revenue balance was $547 million as of September 30, 2023 and $509 million as of December 31, 2022. Our contractual liabilities are primarily composed of deferred revenue related to the LATITUDE™ Patient Management System within our Cardiology business, for which revenue is recognized over the average service period based on device and patient longevity. Our contractual liabilities also include deferred revenue related to the LUX-Dx™ Insertable Cardiac Monitor system, also within our Cardiology business, for which revenue is recognized over the average service period based on device longevity and usage. We recognized revenue of $52 million in the third quarter and $164 million in the first nine months of 2023 that was included in the above contract liability balance as of December 31, 2022. We have elected not to disclose the transaction price allocated to unsatisfied performance obligations when the original expected contract duration is one year or less. In addition, we have not identified material unfulfilled performance obligations for which revenue is not currently deferred. Variable Consideration For additional information on variable consideration, refer to Note A – Significant Accounting Policies to our audited financial statements contained in Item 8. Financial Statements and Supplementary Data of our most recent Annual Report on Form 10-K. |
Changes in Other Comprehensive
Changes in Other Comprehensive Income | 9 Months Ended |
Sep. 30, 2023 | |
Other Comprehensive Income (Loss), Net of Tax, Period Change [Abstract] | |
Comprehensive Income (Loss) Note [Text Block] | NOTE M – CHANGES IN OTHER COMPREHENSIVE INCOME The following tables provide the reclassifications out of Other comprehensive income (loss), net of tax : (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of June 30, 2023 $ (28) $ 241 $ (4) $ 208 Other comprehensive income (loss) before reclassifications 23 42 — 64 (Income) loss amounts reclassified from accumulated other comprehensive income (2) (39) (0) (41) Total other comprehensive income (loss) 21 3 (0) 23 Balance as of September 30, 2023 $ (8) $ 243 $ (4) $ 231 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of June 30, 2022 $ 106 $ 363 $ (36) $ 433 Other comprehensive income (loss) before reclassifications 28 119 1 148 (Income) loss amounts reclassified from accumulated other comprehensive income (2) (47) 0 (49) Total other comprehensive income (loss) 26 72 1 99 Balance as of September 30, 2022 $ 133 $ 434 $ (35) $ 532 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of December 31, 2022 $ (1) $ 269 $ 1 $ 269 Other comprehensive income (loss) before reclassifications (1) 109 (5) 103 (Income) loss amounts reclassified from accumulated other comprehensive income (6) (134) (1) (141) Total other comprehensive income (loss) (7) (25) (5) (37) Balance as of September 30, 2023 $ (8) $ 243 $ (4) $ 231 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of December 31, 2021 $ 93 $ 206 $ (36) $ 263 Other comprehensive income (loss) before reclassifications 45 319 2 366 (Income) loss amounts reclassified from accumulated other comprehensive income (6) (90) 0 (96) Total other comprehensive income (loss) 39 229 1 269 Balance as of September 30, 2022 $ 133 $ 434 $ (35) $ 532 Refer to Note D – Hedging Activities and Fair Value Measurements for further detail on our net investment hedges recorded in Foreign currency translation adjustment and our cash flow hedges recorded in Net change in derivative financial instruments . |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
New Accounting Pronouncements, Policy | NOTE N – NEW ACCOUNTING PRONOUNCEMENTS Periodically, new accounting pronouncements are issued by the FASB or other standard setting bodies. Recently issued standards typically do not require adoption until a future effective date. Prior to their effective date, we evaluate the pronouncements to determine the potential effects of adoption on our accompanying unaudited consolidated financial statements. During the first nine months of 2023, we implemented the following standards on a prospective basis, none of which had a material impact on our financial position or results of operations. ASC Update No. 2022-01 ASC Update No. 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging - Portfolio Layer Method. Update No. 2022-01 expands the current single-layer method to allow multiple hedged layers of a single closed portfolio under the method, among other updates to these methods. ASC Update No. 2022-02 ASC Update No. 2022-02, Financial Instruments- Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures makes amendments related to troubled debt restructurings for entities that have adopted Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as well as amendments related to vintage disclosures for entities with investments in financing receivables that have adopted Update No. 2016-13. ASC Update No. 2022-04 ASC Update No. 2022-04, Liabilities— Supplier Finance Programs (Subtopic 405-50) enhances the transparency of supplier finance programs by requiring that a buyer in a supplier finance program disclose sufficient qualitative and quantitative information about the program to allow a user of financial statements to understand the program's nature, activity during the period, changes from period to period, and potential magnitude. Standards to be Implemented In June 2022, the FASB issued ASC Update No. 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. Update No. 2022-03 clarifies the guidance in Topic 820 related to measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, as well as introduces new disclosure requirements for these types of equity securities. Update No. 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We do not expect the adoption to have a material impact on our financial position or results of operations. No other new accounting pronouncements issued or effective in the period had or are expected to have a material impact on our accompanying unaudited consolidated financial statements. |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events We evaluate events occurring after the date of our accompanying unaudited consolidated balance sheet for potential recognition or disclosure in our financial statements. Those items requiring recognition in the financial statements have been recorded and disclosed accordingly. Those items requiring disclosure (non-recognized subsequent events) in the financial statements have been disclosed accordingly. Refer to Note H – Commitments and Contingencies for further details. |
Fair Value Measurements Hedging
Fair Value Measurements Hedging Activities and Fair Value Measurements (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement, Policy [Policy Text Block] | FASB ASC Topic 815 requires all derivative and nonderivative instruments to be recognized at their fair values as either assets or liabilities on the balance sheet. We determine the fair value of our derivative and nonderivative instruments using the framework prescribed by FASB ASC Topic 820, Fair Value Measurements and Disclosures |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Costs, Policy [Policy Text Block] | In accordance with FASB ASC Topic 450, Contingencies , we accrue anticipated costs of settlement, damages, losses for product liability claims and, under certain conditions, costs of defense, based on historical experience or to the extent specific losses are probable and estimable. Otherwise, we expense these costs as incurred. If the estimate of a probable loss is a range and no amount within the range is more likely, we accrue the minimum amount of the range. We record certain legal and product liability charges, credits and costs of defense, which we consider to be unusual or infrequent and significant as Litigation-related net charges (credits) within our accompanying unaudited consolidated financial statements. All other legal and product liability charges, credits and costs are recorded within Selling, general and administrative expenses |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
ASC Update No. 2022-01, Derivatives and Hedging (Topic 815): FV Hedging -Portfolio Layer Method | ASC Update No. 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging - Portfolio Layer Method. |
ASC Update No. 2022-02, Financial Instruments, Credit Losses (Topic 326:Troubled Debt Restructurings and Vintage Disclosures) | ASC Update No. 2022-02, Financial Instruments- Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures makes amendments related to troubled debt restructurings for entities that have adopted Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
ASC Update No. 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50) | ASC Update No. 2022-04, Liabilities— Supplier Finance Programs (Subtopic 405-50) |
ASC Update No. 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. | In June 2022, the FASB issued ASC Update No. 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. Update No. 2022-03 clarifies the guidance in Topic 820 related to measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, as well as introduces new disclosure requirements for these types of equity securities. Update No. 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We do not expect the adoption to have a material impact on our financial position or results of operations. |
Acquisitions, Divestitures an_2
Acquisitions, Divestitures and Strategic Investments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Acquisition [Line Items] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Changes in the fair value of our contingent consideration liability during the first nine months of 2023 associated with prior period acquisitions were as follows: (in millions) Balance as of December 31, 2022 $ 149 Contingent consideration net expense (benefit) 43 Contingent consideration payments (73) Balance as of September 30, 2023 $ 119 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | The recurring Level 3 fair value measurements of our contingent consideration liability that we expect to be required to settle include the following significant unobservable inputs: Contingent Consideration Liability Fair Value as of September 30, 2023 Valuation Technique Unobservable Input Range Weighted Average (1) R&D, Regulatory and Commercialization-based Milestones $13 million Discounted Cash Flow Discount Rate 1% - 2% 1% Probability of Payment 10% - 25% 22% Projected Year of Payment 2023 - 2025 2024 Revenue-based Payments $106 million Discounted Cash Flow Discount Rate 6% - 14% 6% Probability of Payment 100% 100% Projected Year of Payment 2023 - 2024 2023 (1) Unobservable inputs were weighted by the relative fair value of the contingent consideration liability. For projected year of payment, the amount represents the median of the inputs and is not a weighted average. |
Investment [Table Text Block] | The aggregate carrying amount of our strategic investments was comprised of the following: As of (in millions) September 30, 2023 December 31, 2022 Equity method investments $ 220 $ 188 Measurement alternative investments (1, 2) 207 219 $ 427 $ 407 (1) Measurement alternative investments are privately-held equity securities without readily determinable fair values that are measured at cost less impairment, if any, adjusted to fair value for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer, recognized in Other, net within our accompanying unaudited consolidated statements of operations. (2) Includes publicly-held securities and convertible notes measured at fair value with changes in fair value recognized in Other, net within our accompanying unaudited consolidated statements of operations. |
Acotec | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | (in millions) Acotec (1) Apollo Payment for acquisition, net of cash acquired (2) $ 381 $ 636 $ 381 $ 636 (1) Excludes approximately $140 million of cash on hand at the closing of the transaction (2) Represents majority stake investment in Acotec |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The preliminary purchase price allocations were comprised of the following components and the final determination of the fair value of certain assets and liabilities will be completed within the measurement period in accordance with FASB ASC Topic 805: (in millions) Acotec Apollo Goodwill $ 338 $ 379 Amortizable intangible assets 334 248 Other assets acquired 93 50 Liabilities assumed (48) (33) Net deferred tax liabilities (77) (7) Fair value of noncontrolling interest (259) — $ 381 $ 636 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | We allocated a portion of the purchase price to the specific intangible asset categories as follows: Amount Assigned (in millions) Weighted Average Amortization Period (in years) Risk-Adjusted Discount Acotec: Amortizable intangible assets: Technology-related $ 308 11 14% Customer relationships 15 11 14% Other intangible assets 11 13 14% $ 334 Apollo: Amortizable intangible assets: Technology-related $ 222 11 12% Customer relationships 26 11 12% $ 248 |
Baylis Medical | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | (in millions) Payment for acquisition, net of cash acquired $ 1,463 $ 1,463 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The final purchase price allocation was comprised of the following components: (in millions) Goodwill $ 988 Amortizable intangible assets 657 Other assets acquired 112 Liabilities assumed (287) Net deferred tax liabilities (7) $ 1,463 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | We allocated a portion of the purchase price to the specific intangible asset categories as follows: Amount Assigned (in millions) Weighted Average Amortization Period (in years) Risk-Adjusted Discount Amortizable intangible assets: Technology-related $ 622 11 11% Other intangible assets 36 11 11% $ 657 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | The gross carrying amount of goodwill and other intangible assets and the related accumulated amortization for intangible assets subject to amortization and accumulated goodwill impairment charges are as follows: As of September 30, 2023 As of December 31, 2022 (in millions) Gross Carrying Amount Accumulated Amortization/ Write-offs Gross Carrying Amount Accumulated Amortization/ Write-offs Technology-related $ 12,935 $ (7,916) $ 12,397 $ (7,378) Patents 477 (384) 486 (394) Other intangible assets 2,036 (1,472) 1,960 (1,400) Amortizable intangible assets $ 15,447 $ (9,772) $ 14,843 $ (9,173) Goodwill $ 23,508 $ (9,900) $ 22,820 $ (9,900) IPR&D $ 54 $ 112 Technology-related 120 120 Indefinite-lived intangible assets $ 174 $ 232 |
Schedule of Goodwill [Table Text Block] | The following represents a roll-forward of our goodwill balance by global reportable segment: (in millions) MedSurg Cardiovascular Total As of December 31, 2022 $ 4,237 $ 8,684 $ 12,920 Goodwill acquired 379 338 717 Impact of foreign currency fluctuations and purchase price adjustments (4) (25) (29) As of September 30, 2023 $ 4,611 $ 8,997 $ 13,608 |
Hedging Activities and Fair V_2
Hedging Activities and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The following table presents the contractual amounts of our hedging instruments outstanding: (in millions) FASB ASC Topic 815 Designation As of September 30, 2023 December 31, 2022 Forward currency contracts Cash flow hedge $ 2,343 $ 2,725 Forward currency contracts Net investment hedge 333 365 Foreign currency-denominated debt (1) Net investment hedge 997 997 Forward currency contracts Non-designated 3,328 4,235 Total Notional Outstanding $ 7,002 $ 8,321 (1) Foreign currency-denominated debt is the €900 million debt principal associated with our 2027 Notes designated as a net investment hedge. |
Derivative Instruments, Gain (Loss) [Table Text Block] | Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Three Months Ended September 30, 2023 Forward currency contracts Cash flow hedges $ 54 $ (12) $ 42 Cost of products sold $ 1,101 $ (51) $ 11 $ (39) Net investment hedges (2) 12 (3) 9 Interest expense 66 (2) 1 (2) Foreign currency-denominated debt Net investment hedges (3) 26 (6) 20 Other, net 18 — — — Interest rate derivative contracts Cash flow hedges — — — Interest expense 66 1 (0) 1 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Three Months Ended September 30, 2022 Forward currency contracts Cash flow hedges $ 153 $ (34) $ 119 Cost of products sold $ 979 $ (61) $ 14 $ (47) Net investment hedges (2) 14 (16) (2) Interest expense 63 (3) 1 (2) Foreign currency-denominated debt Net investment hedges (3) 56 (13) 43 Other, net 51 — — — Interest rate derivative contracts Cash flow hedges — — — Interest Expense 63 1 — 1 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Nine Months Ended September 30, 2023 Forward currency contracts Cash flow hedges $ 141 $ (32) $ 109 Cost of products sold $ 3,198 $ (176) $ 40 $ (136) Net investment hedges (2) 40 (9) 31 Interest expense 200 (7) 2 (6) Foreign currency-denominated debt Net investment hedges (3) 8 (2) 6 Other, net 78 — — — Interest rate derivative contracts Cash flow hedges — Interest expense 200 2 (0) 2 Effect of Hedging Relationships on Accumulated Other Comprehensive Income Amount Recognized in OCI on Hedges Unaudited Consolidated Statements of Operations (1) Amount Reclassified from AOCI into Earnings (in millions) Pre-Tax Gain (Loss) Tax Benefit (Expense) Gain (Loss) Net of Tax Location of Amount Reclassified and Total Amount of Line Item Pre-Tax (Gain) Loss Tax (Benefit) Expense (Gain) Loss Net of Tax Nine Months Ended September 30, 2022 Forward currency contracts Cash flow hedges $ 412 $ (93) $ 319 Cost of products sold $ 2,945 $ (132) $ 30 $ (102) Net investment hedges (2) 63 (14) 48 Interest expense 406 (7) 2 (6) Foreign currency-denominated debt Net investment hedges (3) 142 (32) 110 Other, net 96 — — — Interest rate derivative contracts Cash flow hedges — — — Interest expense 406 15 (3) 12 (1) In all periods presented in the table above, the pre-tax (gain) loss amounts reclassified from AOCI to earnings represent the effect of the hedging relationships on earnings. (2) For our outstanding forward currency contracts designated as net investment hedges, the net gain or loss reclassified from AOCI to earnings as a reduction of Interest expense represents the straight-line amortization of the excluded component as calculated at the date of designation. This initial value of the excluded component has been excluded from the assessment of effectiveness in accordance with FASB ASC Topic 815. In the current and prior period, we did not recognize any gains or losses on the components included in the assessment of hedge effectiveness in earnings. (3) For our outstanding euro-denominated debt principal designated as a net investment hedge, the change in fair value attributable to changes in the spot rate is recorded in the CTA component of OCI. No amounts were reclassified from AOCI to current period earnings. |
Derivative Instruments, Gain (Loss) that may be Reclassified from AOCI to Earnings within Twelve Months [Table Text Block] | As of September 30, 2023, pre-tax net gains or losses for our derivative instruments designated, or previously designated, as cash flow and net investment hedges under FASB ASC Topic 815 that may be reclassified from AOCI to earnings within the next twelve months are presented below: (in millions) FASB ASC Topic 815 Designation Location on Unaudited Consolidated Statements of Operations Amount of Pre-Tax Gain (Loss) that may be Reclassified to Earnings Designated Hedging Instrument Forward currency contracts Cash flow hedge Cost of products sold $ 221 Forward currency contracts Net investment hedge Interest expense 9 Interest rate derivative contracts Cash flow hedge Interest expense (2) |
Derivatives Not Designated as Hedging Instruments [Table Text Block] | Net gains and losses on currency hedge contracts not designated as hedging instruments offset by net gains and losses from currency transaction exposures are presented below: Location on Unaudited Consolidated Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Net gain (loss) on currency hedge contracts Other, net $ 10 $ (29) $ 13 $ (93) Net gain (loss) on currency transaction exposures Other, net (16) (8) (42) 48 Net currency exchange gain (loss) $ (6) $ (38) $ (30) $ (45) |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following are the balances of our derivative and nonderivative assets and liabilities: Location on Unaudited Consolidated Balance Sheets (1) As of (in millions) September 30, 2023 December 31, 2022 Derivative and Nonderivative Assets: Designated Hedging Instruments Forward currency contracts Other current assets $ 198 $ 196 Forward currency contracts Other long-term assets 155 149 353 345 Non-Designated Hedging Instruments Forward currency contracts Other current assets 43 36 Total Derivative and Nonderivative Assets $ 396 $ 381 Derivative and Nonderivative Liabilities: Designated Hedging Instruments Forward currency contracts Other current liabilities $ 1 $ — Forward currency contracts Other long-term liabilities 1 1 Foreign currency-denominated debt (2) Long-term debt 946 952 947 953 Non-Designated Hedging Instruments Forward currency contracts Other current liabilities 30 52 Total Derivative and Nonderivative Liabilities $ 977 $ 1,005 (1) We classify derivative and nonderivative assets and liabilities as current when the settlement date of the contract is one year or less. (2) Foreign currency-denominated debt is the €900 million debt principal associated with our 2027 Notes designated as a net investment hedge. A portion of this notional is subject to de-designation and re-designation based on changes in the underlying hedged item. |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Assets and liabilities measured at fair value on a recurring basis consist of the following: As of September 30, 2023 December 31, 2022 (in millions) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Money market funds and time deposits $ 569 $ — $ — $ 569 $ 673 $ — $ — $ 673 Publicly-held equity securities 23 — — 23 2 — — 2 Hedging instruments — 396 — 396 — 381 — 381 Licensing arrangements — — 89 89 — — 127 127 $ 592 $ 396 $ 89 $ 1,078 $ 674 $ 381 $ 127 $ 1,182 Liabilities Hedging instruments $ — $ 977 $ — $ 977 $ — $ 1,005 $ — $ 1,005 Contingent consideration liability — — 119 119 — — 149 149 Licensing arrangements — — 95 95 — — 159 159 $ — $ 977 $ 214 $ 1,191 $ — $ 1,005 $ 308 $ 1,313 The recurring Level 3 fair value measurements of our licensing arrangements recognized in our accompanying unaudited consolidated balance sheets as of September 30, 2023 include the following significant unobservable inputs: Licensing Arrangements Fair Value as of September 30, 2023 Valuation Technique Unobservable Input Range Weighted Average (1) Financial Asset $89 million Discounted Cash Flow Discount Rate 15% 15% Projected Year of Payment 2023 - 2025 2024 Financial Liability $95 million Discounted Cash Flow Discount Rate 12 % - 15% 13% Projected Year of Payment 2023 - 2026 2024 (1) Unobservable inputs relate to a single financial asset and liability. As such, unobservable inputs were not weighted by the relative fair value of the instruments. For projected year of payment, the amount represents the median of the inputs and is not a weighted average. Changes in the fair value of our licensing arrangements' financial asset were as follows: (in millions) Balance as of December 31, 2022 $ 127 Proceeds from royalty rights (47) Fair value adjustment (expense) benefit 9 Balance as of September 30, 2023 $ 89 Changes in the fair value of our licensing arrangements' financial liability were as follows: (in millions) Balance as of December 31, 2022 $ 159 Payments for royalty rights (73) Fair value adjustment expense (benefit) 9 Balance as of September 30, 2023 $ 95 |
Contractual Obligations and C_2
Contractual Obligations and Commitments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Short-term Debt [Line Items] | |
Schedule of Long-term Debt Instruments [Table Text Block] | The debt maturity schedule for our long-term debt obligations is presented below: (in millions, except interest rates) Issuance Date Maturity Date As of Coupon Rate (1) September 30, December 31, March 2024 Senior Notes February 2019 March 2024 — 504 3.450% March 2025 Senior Notes (3) March 2022 March 2025 1,058 1,067 0.750% June 2025 Senior Notes May 2020 June 2025 500 500 1.900% March 2026 Senior Notes February 2019 March 2026 255 255 3.750% December 2027 Senior Notes (3) November 2019 December 2027 953 960 0.625% March 2028 Senior Notes (3) March 2022 March 2028 794 800 1.375% March 2028 Senior Notes February 2018 March 2028 344 344 4.000% March 2029 Senior Notes February 2019 March 2029 272 272 4.000% June 2030 Senior Notes May 2020 June 2030 1,200 1,200 2.650% March 2031 Senior Notes (3) March 2022 March 2031 794 800 1.625% March 2034 Senior Notes (3) March 2022 March 2034 529 534 1.875% November 2035 Senior Notes (2) November 2005 November 2035 350 350 6.500% March 2039 Senior Notes February 2019 March 2039 450 450 4.550% January 2040 Senior Notes December 2009 January 2040 300 300 7.375% March 2049 Senior Notes February 2019 March 2049 650 650 4.700% Unamortized Debt Issuance Discount and Deferred Financing Costs 2023 - 2049 (67) (76) Finance Lease Obligation Various 4 5 Long-term debt $ 8,386 $ 8,915 (1) Coupon rates are semi-annual, except for the euro-denominated senior notes, which bear an annual coupon. (2) Corporate credit rating improvements may result in a decrease in the adjusted interest rate on our November 2035 Notes to the extent that our lowest credit rating is above BBB- or Baa3. The interest rates on our November 2035 Notes will be permanently reinstated to the issuance rate if the lowest credit ratings assigned to these senior notes is either A- or A3 or higher. (3) These notes are euro-denominated and presented in U.S. dollars based on the exchange rate in effect as of September 30, 2023 and December 31, 2022, respectively. |
Summary Of Term Loan And Revolving Credit Facility Agreement Compliance With Debt Covenants [Table Text Block] | As of September 30, 2023, we were in compliance with the financial covenant required by the 2021 Revolving Credit Facility, as amended. Covenant Requirement Actual as of September 30, 2023 as of September 30, 2023 Maximum permitted leverage ratio (1) 3.75 times 2.34 times (1) Ratio of total debt to consolidated EBITDA, as defined by the credit agreements, as amended. |
Transfer of Financial Assets Accounted for as Sales [Table Text Block] | Amounts de-recognized for accounts and notes receivable, which are excluded from Trade accounts receivable, net within our accompanying unaudited consolidated balance sheets, are aggregated by contract denominated currency below (in millions): Factoring Arrangements As of September 30, 2023 As of December 31, 2022 Amount Weighted Average Amount Weighted Average Euro denominated $ 218 4.9 % $ 161 2.4 % Yen denominated 188 0.7 % 194 0.6 % Renminbi denominated 22 2.9 % 13 3.1 % |
Commercial Paper [Member] | |
Short-term Debt [Line Items] | |
Schedule of Short-term Debt [Table Text Block] | We did not have any commercial paper outstanding as of September 30, 2023 and December 31, 2022. |
Supplemental Balance Sheet In_2
Supplemental Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet Information [Abstract] | |
Trade accounts receivable, net [Table Text Block] | Trade accounts receivable, net As of (in millions) September 30, 2023 December 31, 2022 Trade accounts receivable $ 2,226 $ 2,079 Allowance for credit losses (126) (109) $ 2,101 $ 1,970 The following is a roll forward of our Allowance for credit losses : Three Months Ended September 30, Nine Months Ended (in millions) 2023 2022 2023 2022 Beginning balance $ 127 $ 117 $ 109 $ 108 Credit loss expense 10 7 44 26 Write-offs (11) (9) (27) (20) Ending balance $ 126 $ 114 $ 126 $ 114 |
Inventory Disclosure [Table Text Block] | Inventories As of (in millions) September 30, 2023 December 31, 2022 Finished goods $ 1,466 $ 1,171 Work-in-process 187 147 Raw materials 752 548 $ 2,404 $ 1,867 |
Schedule of Other Current Assets [Table Text Block] | Other current assets As of (in millions) September 30, 2023 December 31, 2022 Restricted cash and restricted cash equivalents $ 123 $ 149 Derivative assets 241 232 Licensing arrangements 49 60 Other 328 290 $ 741 $ 731 |
Property, plant and equipment, net [Table Text Block] | Property, plant and equipment, net As of (in millions) September 30, 2023 December 31, 2022 Land $ 139 $ 137 Buildings and improvements 1,801 1,695 Equipment, furniture and fixtures 3,451 3,297 Capital in progress 691 598 6,082 5,728 Less: accumulated depreciation 3,446 3,282 $ 2,635 $ 2,446 |
Schedule of Other Assets [Table Text Block] | Other long-term assets As of (in millions) September 30, 2023 December 31, 2022 Restricted cash equivalents $ 58 $ 48 Operating lease right-of-use assets 446 386 Derivative assets 155 149 Investments 427 407 Licensing arrangements 40 67 Indemnification asset 165 172 Other 314 271 $ 1,605 $ 1,500 |
Schedule of Accrued Liabilities [Table Text Block] | Accrued expenses As of (in millions) September 30, 2023 December 31, 2022 Legal reserves $ 246 $ 231 Payroll and related liabilities 912 830 Rebates 369 352 Contingent consideration 109 74 Other 619 674 $ 2,255 $ 2,160 |
Other Current Liabilities [Table Text Block] | Other current liabilities As of (in millions) September 30, 2023 December 31, 2022 Deferred revenue $ 246 $ 220 Licensing arrangements 50 79 Taxes payable 352 232 Other 234 230 $ 882 $ 761 |
Other long-term liabilities [Table Text Block] | Other long-term liabilities As of (in millions) September 30, 2023 December 31, 2022 Accrued income taxes $ 487 $ 597 Legal reserves 161 212 Contingent consideration 10 75 Licensing arrangements 45 80 Operating lease liabilities 400 347 Deferred revenue 301 289 Other 454 434 $ 1,858 $ 2,035 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Schedule of Income Tax Rate Reconciliation [Line Items] | |
Schedule of Effective Income Tax Rate from Continuing Operations [Table Text Block] | Our effective tax rate from continuing operations is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Effective tax rate from continuing operations 17.3 % 23.3 % 26.5 % 25.2 % |
Weighted Average Shares Outst_2
Weighted Average Shares Outstanding (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares [Table Text Block] | NOTE J – WEIGHTED AVERAGE SHARES OUTSTANDING Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Weighted average shares outstanding — basic 1,464.5 1,431.6 1,448.8 1,429.7 Net effect of common stock equivalents 10.5 8.4 10.2 9.0 Weighted average shares outstanding - diluted 1,475.0 1,440.0 1,459.1 1,438.7 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following securities were excluded from the calculation of diluted weighted average shares outstanding because their effect in the periods presented below would have been anti-dilutive: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2023 2022 2023 2022 Stock options outstanding (1) 0 9 0 6 MCPS (2) — 24 13 24 (1) Represents stock options outstanding pursuant to our employee stock-based compensation plans with exercise prices that were greater than the average fair market value of our common stock for the related periods. (2) Represents common stock issuable upon the conversion of MCPS. Refer to Note I – Stockholders' Equity for additional information. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | A reconciliation of the totals reported for the reportable segments to the applicable line items within our accompanying unaudited consolidated statements of operations is as follows (in millions, except percentages). Prior period amounts have been restated at constant currency to conform to current year presentation. Three Months Ended Nine Months Ended Net Sales 2023 2022 2023 2022 MedSurg $ 1,318 $ 1,199 $ 3,900 $ 3,521 Cardiovascular 2,149 1,925 6,378 5,620 Total net sales of reportable segments 3,468 3,124 10,277 9,141 Impact of foreign currency fluctuations 59 46 238 300 $ 3,527 $ 3,170 $ 10,515 $ 9,440 Income (loss) before income taxes MedSurg $ 446 $ 359 $ 1,293 $ 1,048 Cardiovascular 570 451 1,677 1,294 Total operating income of reportable segments 1,016 810 2,970 2,342 Unallocated amounts: Corporate expenses, including hedging activities and impact of foreign currency fluctuations on operating income of reportable segments (97) (1) (221) 67 Goodwill and intangible asset impairment charges, acquisition/divestiture-related net charges (credits), restructuring and restructuring-related net charges (credits), certain litigation-related net charges (credits) and EU MDR implementation costs (19) (249) (370) (558) Amortization expense (208) (202) (620) (604) Operating income (loss) 693 358 1,759 1,247 Other expense, net (83) (114) (279) (502) Income (loss) before income taxes $ 610 $ 245 $ 1,480 $ 745 Three Months Ended September 30, Nine Months Ended Operating income margin of reportable segments 2023 2022 2023 2022 MedSurg 33.8 % 30.0 % 33.2 % 29.8 % Cardiovascular 26.5 % 23.4 % 26.3 % 23.0 % |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Disaggregation of Revenue [Abstract] | |
Disaggregation of Revenue [Table Text Block] | The following tables disaggregate our revenue from contracts with customers by component and geographic region (in millions). We allocate revenue from contracts with customers to geographic regions based on the location where the sale originated. Three Months Ended September 30, 2023 2022 Businesses U.S. Int'l Total U.S. Int'l Total Endoscopy $ 382 $ 247 $ 629 $ 342 $ 217 $ 559 Urology 341 142 483 315 118 433 Neuromodulation 175 55 229 173 48 221 MedSurg 898 443 1,341 830 383 1,213 Interventional Cardiology Therapies 182 401 583 190 359 549 Watchman 291 31 323 234 28 262 Cardiac Rhythm Management 355 197 552 338 181 519 Electrophysiology 89 101 190 73 75 148 Cardiology 918 730 1,647 836 643 1,479 Peripheral Interventions 283 255 538 269 210 479 Cardiovascular 1,201 984 2,185 1,104 853 1,958 Total Net Sales $ 2,099 $ 1,427 $ 3,527 $ 1,934 $ 1,236 $ 3,170 Nine Months Ended September 30, 2023 2022 Businesses U.S. Int'l Total U.S. Int'l Total Endoscopy $ 1,118 $ 719 $ 1,836 $ 992 $ 657 $ 1,649 Urology 1,007 430 1,437 921 375 1,296 Neuromodulation 530 177 708 519 150 669 MedSurg 2,655 1,326 3,981 2,432 1,182 3,614 Interventional Cardiology Therapies 554 1,248 1,803 568 1,099 1,667 Watchman 843 87 930 662 76 738 Cardiac Rhythm Management 1,057 609 1,665 1,005 575 1,580 Electrophysiology 259 300 560 196 222 418 Cardiology 2,714 2,244 4,958 2,431 1,972 4,403 Peripheral Interventions 844 733 1,577 782 641 1,423 Cardiovascular 3,557 2,977 6,534 3,213 2,613 5,826 Total Net Sales $ 6,212 $ 4,303 $ 10,515 $ 5,645 $ 3,795 $ 9,440 Refer to Note K- Segment Reporting for information on our reportable segments. Three Months Ended September 30, Nine Months Ended September 30, Geographic Regions 2023 2022 2023 2022 U.S. $ 2,099 $ 1,934 $ 6,212 $ 5,645 Europe, Middle East and Africa 671 585 2,107 1,869 Asia-Pacific 611 532 1,784 1,579 Latin America and Canada 146 119 412 347 Total Net Sales $ 3,527 $ 3,170 $ 10,515 $ 9,440 Emerging Markets (1) $ 594 $ 519 $ 1,715 $ 1,457 |
Changes in Other Comprehensiv_2
Changes in Other Comprehensive Income (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Comprehensive Income (Loss), Net of Tax, Period Change [Abstract] | |
Changes in Other Comprehensive Income [Table Text Block] | The following tables provide the reclassifications out of Other comprehensive income (loss), net of tax : (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of June 30, 2023 $ (28) $ 241 $ (4) $ 208 Other comprehensive income (loss) before reclassifications 23 42 — 64 (Income) loss amounts reclassified from accumulated other comprehensive income (2) (39) (0) (41) Total other comprehensive income (loss) 21 3 (0) 23 Balance as of September 30, 2023 $ (8) $ 243 $ (4) $ 231 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of June 30, 2022 $ 106 $ 363 $ (36) $ 433 Other comprehensive income (loss) before reclassifications 28 119 1 148 (Income) loss amounts reclassified from accumulated other comprehensive income (2) (47) 0 (49) Total other comprehensive income (loss) 26 72 1 99 Balance as of September 30, 2022 $ 133 $ 434 $ (35) $ 532 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of December 31, 2022 $ (1) $ 269 $ 1 $ 269 Other comprehensive income (loss) before reclassifications (1) 109 (5) 103 (Income) loss amounts reclassified from accumulated other comprehensive income (6) (134) (1) (141) Total other comprehensive income (loss) (7) (25) (5) (37) Balance as of September 30, 2023 $ (8) $ 243 $ (4) $ 231 (in millions) Foreign Currency Translation Adjustments Net Change in Derivative Financial Instruments Net Change in Defined Benefit Pensions and Other Items Total Balance as of December 31, 2021 $ 93 $ 206 $ (36) $ 263 Other comprehensive income (loss) before reclassifications 45 319 2 366 (Income) loss amounts reclassified from accumulated other comprehensive income (6) (90) 0 (96) Total other comprehensive income (loss) 39 229 1 269 Balance as of September 30, 2022 $ 133 $ 434 $ (35) $ 532 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Details) $ in Millions | 9 Months Ended | |||||||
Sep. 19, 2023 USD ($) | Apr. 04, 2023 USD ($) | Feb. 20, 2023 USD ($) | Feb. 20, 2023 HKD ($) | Feb. 14, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 1,018 | $ 1,542 | ||||||
Goodwill | 13,608 | $ 12,920 | ||||||
Cash | 382 | $ 256 | ||||||
Acotec | ||||||||
Business Acquisition [Line Items] | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 35% | |||||||
Apollo | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 636 | |||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 636 | |||||||
Business Combination, Consideration Transferred, Including Equity Interest in Acquiree Held Prior to Combination | 636 | |||||||
Goodwill | 379 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 50 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (33) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (7) | |||||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | 0 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 248 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% | |||||||
Apollo | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 222 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Apollo | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 26 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Apollo | Weighted Average [Member] | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 12% | |||||||
Apollo | Weighted Average [Member] | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 12% | |||||||
Acotec | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 381 | |||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 519 | $ 20 | ||||||
Business Combination, Consideration Transferred, Including Equity Interest in Acquiree Held Prior to Combination | 381 | |||||||
Goodwill | 338 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 93 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (48) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (77) | |||||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | (259) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 334 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 65% | |||||||
Cash | $ 140 | |||||||
Acotec | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 308 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Acotec | Other Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 11 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 13 years | |||||||
Acotec | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 15 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Acotec | Weighted Average [Member] | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 14% | |||||||
Acotec | Weighted Average [Member] | Other Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 14% | |||||||
Acotec | Weighted Average [Member] | Customer Relationships | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 14% | |||||||
Baylis Medical | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 1,463 | |||||||
Business Combination, Consideration Transferred, Including Equity Interest in Acquiree Held Prior to Combination | $ 1,463 | |||||||
Goodwill | 988 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 657 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 112 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (287) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (7) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 657 | |||||||
Baylis Medical | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 622 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Baylis Medical | Other Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 36 | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years | |||||||
Baylis Medical | Weighted Average [Member] | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 11% | |||||||
Baylis Medical | Weighted Average [Member] | Other Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Discount Rate, Fair Value Input | 11% | |||||||
Relievant Medsystems, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 850 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% |
Contingent Consideration (Detai
Contingent Consideration (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration [Abstract] | ||||
Business Combination, Contingent Consideration, Liability Beginning Balance | $ 149 | |||
Contingent consideration net expense (benefit) | $ 12 | $ 20 | 43 | $ 68 |
Payment of contingent consideration | (73) | |||
Business Combination, Contingent Consideration, Liability Ending Balance | 119 | 119 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
Business Combination, Contingent Consideration, Liability | 119 | 119 | ||
All Business Acquisitions | ||||
Business Combination, Contingent Consideration Arrangements [Abstract] | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 380 | 380 | ||
Valuation Technique, Discounted Cash Flow [Member] | R&D, Regulatory and Commercialization-based Milestone [Member] | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration [Abstract] | ||||
Business Combination, Contingent Consideration, Liability Ending Balance | 13 | 13 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
Business Combination, Contingent Consideration, Liability | 13 | 13 | ||
Valuation Technique, Discounted Cash Flow [Member] | revenue-based payments [Member] | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration [Abstract] | ||||
Business Combination, Contingent Consideration, Liability Ending Balance | 106 | 106 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
Business Combination, Contingent Consideration, Liability | $ 106 | $ 106 | ||
contingent consideration liability, probability of payment | 100% | 100% | ||
Minimum [Member] | Valuation Technique, Discounted Cash Flow [Member] | R&D, Regulatory and Commercialization-based Milestone [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
contingent consideration liability, probability of payment | 10% | 10% | ||
Discount Rate, Fair Value Input | 1% | 1% | ||
Minimum [Member] | Valuation Technique, Discounted Cash Flow [Member] | revenue-based payments [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
Discount Rate, Fair Value Input | 6% | 6% | ||
Maximum [Member] | Valuation Technique, Discounted Cash Flow [Member] | R&D, Regulatory and Commercialization-based Milestone [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
contingent consideration liability, probability of payment | 25% | 25% | ||
Discount Rate, Fair Value Input | 2% | 2% | ||
Maximum [Member] | Valuation Technique, Discounted Cash Flow [Member] | revenue-based payments [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
Discount Rate, Fair Value Input | 14% | 14% | ||
Weighted Average [Member] | Valuation Technique, Discounted Cash Flow [Member] | R&D, Regulatory and Commercialization-based Milestone [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
contingent consideration liability, probability of payment | 22% | 22% | ||
Discount Rate, Fair Value Input | 1% | 1% | ||
Weighted Average [Member] | Valuation Technique, Discounted Cash Flow [Member] | revenue-based payments [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract] | ||||
contingent consideration liability, probability of payment | 100% | 100% | ||
Discount Rate, Fair Value Input | 6% | 6% |
Strategic Investments (Details)
Strategic Investments (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Investments [Line Items] | ||
Equity method investments | $ 220 | $ 188 |
Measurement alternative investments(1, 2) | 207 | 219 |
Investments | 427 | $ 407 |
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 236 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) reportablesegments | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Intangible Assets and Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | $ 15,447 | $ 15,447 | $ 14,843 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (9,772) | (9,772) | (9,173) | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 174 | 174 | 232 | ||
Goodwill [Roll Forward] | |||||
Goodwill Beginning Balance | 12,920 | ||||
Goodwill, Translation and Purchase Accounting Adjustments | (29) | ||||
Goodwill, Acquired During Period | 717 | ||||
Goodwill Ending Balance | 13,608 | $ 13,608 | |||
Number of reportable segments | reportablesegments | 2 | ||||
Intangible asset impairment charges | 1 | $ 125 | $ 58 | $ 132 | |
MedSurg [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill Beginning Balance | 4,237 | ||||
Goodwill, Translation and Purchase Accounting Adjustments | (4) | ||||
Goodwill, Acquired During Period | 379 | ||||
Goodwill Ending Balance | 4,611 | 4,611 | |||
Cardiovascular [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill Beginning Balance | 8,684 | ||||
Goodwill, Translation and Purchase Accounting Adjustments | (25) | ||||
Goodwill, Acquired During Period | 338 | ||||
Goodwill Ending Balance | 8,997 | 8,997 | |||
Goodwill [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Goodwill, Gross | 23,508 | 23,508 | 22,820 | ||
Goodwill, Impaired, Accumulated Impairment Loss | (9,900) | (9,900) | (9,900) | ||
In Process Research and Development [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 54 | 54 | 112 | ||
Technology-Based Intangible Assets [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 120 | 120 | 120 | ||
Technology-Based Intangible Assets [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 12,935 | 12,935 | 12,397 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (7,916) | (7,916) | (7,378) | ||
Patents [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 477 | 477 | 486 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (384) | (384) | (394) | ||
Other Intangible Assets [Member] | |||||
Intangible Assets and Goodwill [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 2,036 | 2,036 | 1,960 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ (1,472) | $ (1,472) | $ (1,400) |
Hedging Activities and Fair V_3
Hedging Activities and Fair Value Measurements (Details) € in Millions | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2023 USD ($) units derivative_instrument | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) units derivative_instrument | Sep. 30, 2022 USD ($) | Sep. 30, 2023 EUR (€) units derivative_instrument | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) derivative_instrument | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
AOCI, Cash Flow Hedge, Cumulative Gain (Loss), after Tax | $ 243,000,000 | $ 434,000,000 | $ 243,000,000 | $ 434,000,000 | $ 241,000,000 | $ 269,000,000 | $ 363,000,000 | $ 206,000,000 | |
Derivative, Notional Amount | 7,002,000,000 | 7,002,000,000 | 8,321,000,000 | ||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 42,000,000 | 119,000,000 | 109,000,000 | 319,000,000 | |||||
Cost of Goods and Services Sold | 1,101,000,000 | 979,000,000 | 3,198,000,000 | 2,945,000,000 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | 39,000,000 | 47,000,000 | 134,000,000 | 90,000,000 | |||||
Interest Expense | 66,000,000 | 63,000,000 | 200,000,000 | 406,000,000 | |||||
Other Operating Income (Expense), Net | 18,000,000 | 51,000,000 | 78,000,000 | 96,000,000 | |||||
Derivative Asset, Fair Value, Gross Asset | 396,000,000 | 396,000,000 | 381,000,000 | ||||||
Derivative Liability, Fair Value, Gross Liability | 977,000,000 | 977,000,000 | 1,005,000,000 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Derivative Asset | 155,000,000 | 155,000,000 | 149,000,000 | ||||||
Licensing arrangements, asset | 40,000,000 | 40,000,000 | 67,000,000 | ||||||
Business Combination, Contingent Consideration, Liability | 119,000,000 | 119,000,000 | 149,000,000 | ||||||
Licensing arrangements, liability | 45,000,000 | 45,000,000 | 80,000,000 | ||||||
Cash | 382,000,000 | 382,000,000 | 256,000,000 | ||||||
Non-cash impact of transferred royalty rights | (23,000,000) | (54,000,000) | (23,000,000) | (54,000,000) | |||||
Debt Instrument, Fair Value Disclosure | 8,067,000,000 | 8,067,000,000 | 8,203,000,000 | ||||||
Accumulated Foreign Currency Adjustment Attributable to Parent | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Reclassification from AOCI, Current Period, Net of Tax, Attributable to Parent | 0 | 0 | 0 | 0 | |||||
December 2027 Notes [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Long-term Debt | $ 953,000,000 | $ 953,000,000 | € 900 | 960,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 0.625% | 0.625% | 0.625% | ||||||
Licensing arrangement assets [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Discount Rate, Fair Value Input | 15% | 15% | 15% | ||||||
Proceeds from Royalties Received | $ (47,000,000) | ||||||||
Increase (Decrease) in Fair Value Adjustments on Other Assets (Liabilities) Carried at Fair Value under Fair Value Option | 9,000,000 | ||||||||
Licensing arrangement liabilities [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Payments for Royalties | (73,000,000) | ||||||||
Increase (Decrease) in Fair Value Adjustments on Other Assets (Liabilities) Carried at Fair Value under Fair Value Option | 9,000,000 | ||||||||
Fair Value, Inputs, Level 3 [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Licensing arrangements, asset | $ 89,000,000 | 89,000,000 | |||||||
Licensing arrangements, liability | 95,000,000 | 95,000,000 | |||||||
Fair Value, Measurements, Recurring [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Money Market Funds, at Carrying Value | 569,000,000 | 569,000,000 | 673,000,000 | ||||||
Equity Securities, FV-NI | 23,000,000 | 23,000,000 | 2,000,000 | ||||||
Derivative Asset | 396,000,000 | 396,000,000 | 381,000,000 | ||||||
Licensing arrangements, asset | 89,000,000 | 89,000,000 | 127,000,000 | ||||||
Assets, Fair Value Disclosure | 1,078,000,000 | 1,078,000,000 | 1,182,000,000 | ||||||
Derivative Liability | 977,000,000 | 977,000,000 | 1,005,000,000 | ||||||
Business Combination, Contingent Consideration, Liability | 119,000,000 | 119,000,000 | 149,000,000 | ||||||
Licensing arrangements, liability | 95,000,000 | 95,000,000 | 159,000,000 | ||||||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 1,191,000,000 | 1,191,000,000 | 1,313,000,000 | ||||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Money Market Funds, at Carrying Value | 569,000,000 | 569,000,000 | 673,000,000 | ||||||
Equity Securities, FV-NI | 23,000,000 | 23,000,000 | 2,000,000 | ||||||
Derivative Asset | 0 | 0 | 0 | ||||||
Licensing arrangements, asset | 0 | 0 | 0 | ||||||
Assets, Fair Value Disclosure | 592,000,000 | 592,000,000 | 674,000,000 | ||||||
Derivative Liability | 0 | 0 | 0 | ||||||
Business Combination, Contingent Consideration, Liability | 0 | 0 | 0 | ||||||
Licensing arrangements, liability | 0 | 0 | 0 | ||||||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 | 0 | ||||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Money Market Funds, at Carrying Value | 0 | 0 | 0 | ||||||
Equity Securities, FV-NI | 0 | 0 | 0 | ||||||
Derivative Asset | 396,000,000 | 396,000,000 | 381,000,000 | ||||||
Licensing arrangements, asset | 0 | 0 | 0 | ||||||
Assets, Fair Value Disclosure | 396,000,000 | 396,000,000 | 381,000,000 | ||||||
Derivative Liability | 977,000,000 | 977,000,000 | 1,005,000,000 | ||||||
Business Combination, Contingent Consideration, Liability | 0 | 0 | 0 | ||||||
Licensing arrangements, liability | 0 | 0 | 0 | ||||||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 977,000,000 | 977,000,000 | 1,005,000,000 | ||||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Money Market Funds, at Carrying Value | 0 | 0 | 0 | ||||||
Equity Securities, FV-NI | 0 | 0 | 0 | ||||||
Derivative Asset | 0 | 0 | 0 | ||||||
Licensing arrangements, asset | 89,000,000 | 89,000,000 | 127,000,000 | ||||||
Assets, Fair Value Disclosure | 89,000,000 | 89,000,000 | 127,000,000 | ||||||
Derivative Liability | 0 | 0 | 0 | ||||||
Business Combination, Contingent Consideration, Liability | 119,000,000 | 119,000,000 | 149,000,000 | ||||||
Licensing arrangements, liability | 95,000,000 | 95,000,000 | 159,000,000 | ||||||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 214,000,000 | 214,000,000 | 308,000,000 | ||||||
Designated as Hedging Instrument [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Assets, at Fair Value | 353,000,000 | 353,000,000 | 345,000,000 | ||||||
Derivative Instruments in Hedges, Liabilities, at Fair Value | 947,000,000 | 947,000,000 | 953,000,000 | ||||||
Designated as Hedging Instrument [Member] | Other Noncurrent Liabilities [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Liabilities, at Fair Value | $ 946,000,000 | $ 946,000,000 | 952,000,000 | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Forward Currency Contracts, Time to Maturity | units | 36 | 36 | 36 | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Assets, at Fair Value | $ 198,000,000 | $ 198,000,000 | 196,000,000 | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Noncurrent Assets [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Assets, at Fair Value | 155,000,000 | 155,000,000 | 149,000,000 | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Current Liabilities [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Liabilities, at Fair Value | 1,000,000 | 1,000,000 | 0 | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Noncurrent Liabilities [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments in Hedges, Liabilities, at Fair Value | 1,000,000 | 1,000,000 | 1,000,000 | ||||||
Not Designated as Hedging Instrument [Member] | Other Nonoperating Income (Expense) [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 10,000,000 | (29,000,000) | 13,000,000 | (93,000,000) | |||||
Foreign Currency Transaction Gain (Loss), before Tax | (16,000,000) | (8,000,000) | (42,000,000) | 48,000,000 | |||||
Net currency exchange gain (loss) | (6,000,000) | (38,000,000) | (30,000,000) | (45,000,000) | |||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative, Notional Amount | 3,328,000,000 | 3,328,000,000 | 4,235,000,000 | ||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value | 43,000,000 | 43,000,000 | 36,000,000 | ||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Current Liabilities [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value | $ 30,000,000 | $ 30,000,000 | $ 52,000,000 | ||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Forward | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative, Term of Contract (less than) | 1 year | ||||||||
Derivative, Remaining Maturity | 1 year | 1 year | 1 year | ||||||
Weighted Average [Member] | Licensing arrangement assets [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Discount Rate, Fair Value Input | 15% | 15% | 15% | ||||||
Weighted Average [Member] | Licensing arrangement liabilities [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Discount Rate, Fair Value Input | 13% | 13% | 13% | ||||||
Minimum [Member] | Licensing arrangement liabilities [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Discount Rate, Fair Value Input | 12% | 12% | 12% | ||||||
Maximum [Member] | Licensing arrangement liabilities [Member] | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Discount Rate, Fair Value Input | 15% | 15% | 15% | ||||||
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member] | Cost of Sales [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Foreign Currency Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months | $ 221,000,000 | $ 221,000,000 | |||||||
Cash Flow Hedging [Member] | Interest Rate Contract [Member] | Interest Expense [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | $ (2,000,000) | $ (2,000,000) | |||||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Number of Interest Rate Derivatives Held | derivative_instrument | 0 | 0 | 0 | 0 | |||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative, Notional Amount | $ 2,343,000,000 | $ 2,343,000,000 | $ 2,725,000,000 | ||||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Cost of Sales [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification and Tax | 54,000,000 | 153,000,000 | 141,000,000 | 412,000,000 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax | (12,000,000) | (34,000,000) | (32,000,000) | (93,000,000) | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 42,000,000 | 119,000,000 | 109,000,000 | 319,000,000 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax | (51,000,000) | (61,000,000) | (176,000,000) | (132,000,000) | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, Tax | 11,000,000 | 14,000,000 | 40,000,000 | 30,000,000 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | (39,000,000) | (47,000,000) | (136,000,000) | (102,000,000) | |||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Rate Contract [Member] | Interest Expense [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification and Tax | 0 | 0 | 0 | ||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax | 0 | 0 | 0 | ||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 0 | 0 | 0 | 0 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax | 1,000,000 | 1,000,000 | 2,000,000 | 15,000,000 | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, Tax | 0 | 0 | 0 | (3,000,000) | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | 1,000,000 | 1,000,000 | 2,000,000 | 12,000,000 | |||||
Net Investment Hedging [Member] | Foreign Exchange Contract [Member] | Interest Expense [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative Used in Net Investment Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | 9,000,000 | 9,000,000 | |||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative, Notional Amount | 333,000,000 | 333,000,000 | 365,000,000 | ||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Interest Expense [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Net Investment Hedge, Gain (Loss), before Reclassification and Tax | 12,000,000 | 14,000,000 | 40,000,000 | 63,000,000 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), before Adjustments, Tax | (3,000,000) | (16,000,000) | (9,000,000) | (14,000,000) | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), before Adjustments, after Tax | 9,000,000 | (2,000,000) | 31,000,000 | 48,000,000 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, before Tax | (2,000,000) | (3,000,000) | (7,000,000) | (7,000,000) | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, Tax | 1,000,000 | 1,000,000 | 2,000,000 | 2,000,000 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, after Tax | (2,000,000) | (2,000,000) | (6,000,000) | (6,000,000) | |||||
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member] | foreign currency denominated in debt [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Derivative, Notional Amount | 997,000,000 | 997,000,000 | $ 997,000,000 | ||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member] | foreign currency denominated in debt [Member] | Interest Expense [Member] | |||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Net Investment Hedge, Gain (Loss), before Reclassification and Tax | 26,000,000 | 56,000,000 | 8,000,000 | 142,000,000 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), before Adjustments, Tax | (6,000,000) | (13,000,000) | (2,000,000) | (32,000,000) | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), before Adjustments, after Tax | 20,000,000 | 43,000,000 | 6,000,000 | 110,000,000 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, before Tax | 0 | 0 | 0 | 0 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, Tax | 0 | 0 | 0 | 0 | |||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), Adjustments, after Tax | $ 0 | $ 0 | $ 0 | $ 0 |
Contractual Obligations and C_3
Contractual Obligations and Commitments (Details) € in Millions | 9 Months Ended | 12 Months Ended | ||||||
May 10, 2021 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2023 EUR (€) | Sep. 30, 2023 | Sep. 30, 2023 Rate | Mar. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||||
Total debt | $ 8,900,000,000 | $ 8,935,000,000 | ||||||
Debt, Current | 513,000,000 | 20,000,000 | ||||||
Long-term Debt and Capital Lease Obligations | 8,386,000,000 | 8,915,000,000 | ||||||
Exclusion from EBITDA for Restructuring Charges | 500,000,000 | |||||||
Restructuring charges remaining to be excluded from calculation of consolidated EBITDA | 369,000,000 | |||||||
Litigation and Debt Exclusion from EBITDA | 1,443,000,000 | |||||||
Legal payments remaining to be excluded from calculation of consolidated EBITDA | 1,494,000,000 | |||||||
Letters of Credit Outstanding, Amount | 151,000,000 | 135,000,000 | ||||||
Qualified Acquisition Consideration | 1,000,000,000 | |||||||
Debt extinguishment costs | 0 | $ 194,000,000 | ||||||
Proceeds from Issuance of Senior Long-Term Debt | 0 | $ 3,270,000,000 | ||||||
Supplier Finance Program Obligation. current | 148,000,000 | 129,000,000 | ||||||
Litigation payment exclusion from EBITDA | 1,000,000,000 | |||||||
Proceeds from Issuance of Senior Long-Term Debt | 3,270,000,000 | |||||||
Licensing arrangement assets [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from Royalties Received | 47,000,000 | |||||||
Licensing arrangement liabilities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Payments for Royalties | 73,000,000 | |||||||
Current Requirement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 3.75 | |||||||
Actual, Covenant [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 2.34 | |||||||
Requirement, as of December 31, 2021 and through remaining term of facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 3.75 | |||||||
Requirement, four succeeding quarters following qualified acquisition | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 4.75 | |||||||
Requirement, fifth quarter following qualified acquisition [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 4.50 | |||||||
Requirement, sixth quarter following qualified acquisition | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 4.25 | |||||||
Requirement, seventh quarter following qualified acquisition | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 4 | |||||||
Requirement, eighth quarter following qualified acquisition and through remaining term of facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Leverage Ratio | 3.75 | |||||||
Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 0 | 0 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,750,000,000 | |||||||
Debt Instrument, Extension Option, Term | 1 year | |||||||
March 2024 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 0 | 504,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.45% | |||||||
March 2025 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 1,058,000,000 | 1,067,000,000 | € 1,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 0.75% | 0.75% | ||||||
June 2025 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 500,000,000 | 500,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.90% | |||||||
March 2026 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 255,000,000 | 255,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |||||||
December 2027 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 953,000,000 | 960,000,000 | 900 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 0.625% | |||||||
March 2028 Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 794,000,000 | 800,000,000 | 750 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.375% | 1.375% | ||||||
March 2028 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 344,000,000 | 344,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4% | |||||||
March 2029 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 272,000,000 | 272,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4% | |||||||
June 2030 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 1,200,000,000 | 1,200,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.65% | |||||||
March 2031 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 794,000,000 | 800,000,000 | 750 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.625% | 1.625% | ||||||
March 2034 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 529,000,000 | 534,000,000 | 500 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.875% | 1.875% | ||||||
November 2035 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 350,000,000 | 350,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.50% | |||||||
March 2039 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 450,000,000 | 450,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.55% | |||||||
January 2040 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 300,000,000 | 300,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.375% | |||||||
March 2049 Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 650,000,000 | 650,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.70% | |||||||
Senior Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 8,953,000,000 | 8,986,000,000 | ||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | (67,000,000) | (76,000,000) | ||||||
Finance Lease Obligation | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | 4,000,000 | 5,000,000 | ||||||
the Offering | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | € | € 3,000 | |||||||
the Offering - early redemption of combined aggregate principal SN | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt | $ 3,275,000,000 | |||||||
Euro Denominated Factoring Arrangements [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Transfer of Financial Assets Accounted for as Sales, Amount Derecognized | $ 218,000,000 | $ 161,000,000 | ||||||
Average interest rate of de-recognized receivables | 4.90% | 2.40% | ||||||
Yen Denominated Factoring Arrangements [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Transfer of Financial Assets Accounted for as Sales, Amount Derecognized | $ 188,000,000 | $ 194,000,000 | ||||||
Average interest rate of de-recognized receivables | 0.70% | 0.60% | ||||||
Renminbi Denominated Factoring Arrangements [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Transfer of Financial Assets Accounted for as Sales, Amount Derecognized | $ 22,000,000 | $ 13,000,000 | ||||||
Average interest rate of de-recognized receivables | 2.90% | 3.10% |
Supplemental Balance Sheet In_3
Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Line Items] | ||||||
Cash and Cash Equivalents | $ 952 | $ 338 | $ 952 | $ 338 | $ 928 | |
Restricted Cash and Cash Equivalents in Other current assets | 123 | 112 | 123 | 112 | 149 | |
Restricted Cash Equivalents in Other long-term assets | 58 | 48 | 58 | 48 | 48 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 1,132 | 497 | 1,132 | 497 | 1,126 | $ 2,168 |
Depreciation | 93 | 82 | 263 | 238 | ||
Trade accounts receivable, net | ||||||
Accounts receivable | 2,226 | 2,226 | 2,079 | |||
Less: allowance for doubtful accounts | (126) | (126) | (109) | |||
Trade accounts receivable, net | 2,101 | 2,101 | 1,970 | |||
Allowance for doubtful accounts | ||||||
Beginning balance | 127 | 117 | 109 | 108 | ||
Charges to expenses | 10 | 7 | 44 | 26 | ||
Utilization of allowances | (11) | (9) | (27) | (20) | ||
Ending balance | 126 | 114 | 126 | 114 | ||
Inventories | ||||||
Inventory, Finished Goods, Net of Reserves | 1,466 | 1,466 | 1,171 | |||
Inventory, Work in Process, Net of Reserves | 187 | 187 | 147 | |||
Inventory, Raw Materials, Net of Reserves | 752 | 752 | 548 | |||
Inventories | 2,404 | 2,404 | 1,867 | |||
Other Current Assets [Abstract] | ||||||
Restricted Cash and Cash Equivalents in Other current assets | 123 | 112 | 123 | 112 | 149 | |
Derivative Asset, Current | 241 | 241 | 232 | |||
Licensing arrangements | 49 | 49 | 60 | |||
Other Assets, Miscellaneous, Current | 328 | 328 | 290 | |||
Other Assets, Current | 741 | 741 | 731 | |||
Property, plant and equipment, net | ||||||
Land | 139 | 139 | 137 | |||
Buildings and improvements | 1,801 | 1,801 | 1,695 | |||
Equipment, furniture and fixtures | 3,451 | 3,451 | 3,297 | |||
Capital in progress | 691 | 691 | 598 | |||
Property, plant and equipment | 6,082 | 6,082 | 5,728 | |||
Less: accumulated depreciation | 3,446 | 3,446 | 3,282 | |||
Property, plant and equipment, net | 2,635 | 2,635 | 2,446 | |||
Other Assets, Noncurrent [Abstract] | ||||||
Restricted cash equivalents included in Other long-term assets | 58 | $ 48 | 58 | $ 48 | 48 | |
Operating Lease, Right-of-Use Asset | 446 | 446 | 386 | |||
Derivative Asset | 155 | 155 | 149 | |||
Investments | 427 | 427 | 407 | |||
Licensing arrangements, asset | 40 | 40 | 67 | |||
Indemnification asset | 165 | 165 | 172 | |||
Other, Other Long-term Assets | 314 | 314 | 271 | |||
Other Assets, Noncurrent | 1,605 | 1,605 | 1,500 | |||
Accrued expenses | ||||||
Legal reserves, current | 246 | 246 | 231 | |||
Payroll and related liabilities | 912 | 912 | 830 | |||
Accrued Rebates, Current | 369 | 369 | 352 | |||
Business Combination, Contingent Consideration, Liability, Current | 109 | 109 | 74 | |||
Other | 619 | 619 | 674 | |||
Accrued Liabilities, Current | 2,255 | 2,255 | 2,160 | |||
Other Liabilities, Current [Abstract] | ||||||
Deferred Revenue, Current | 246 | 246 | 220 | |||
Licensing Arrangements | 50 | 50 | 79 | |||
Taxes Payable, Current | 352 | 352 | 232 | |||
Other | 234 | 234 | 230 | |||
Other Liabilities, Current | 882 | 882 | 761 | |||
Other long-term liabilities | ||||||
Accrued income taxes | 487 | 487 | 597 | |||
Estimated Litigation Liability, Noncurrent | 161 | 161 | 212 | |||
Business Combination, Contingent Consideration, Liability, Noncurrent | 10 | 10 | 75 | |||
Licensing arrangements, liability | 45 | 45 | 80 | |||
Operating Lease, Liability, Noncurrent | 400 | 400 | 347 | |||
Deferred Revenue | 301 | 301 | 289 | |||
Other Accrued Liabilities, Noncurrent | 454 | 454 | 434 | |||
Other long-term liabilities | $ 1,858 | $ 1,858 | $ 2,035 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||||
Effective tax rate from continuing operations | 17.30% | 23.30% | 26.50% | 25.20% | |
Unrecognized Tax Benefits | $ 475 | $ 475 | $ 492 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 419 | 419 | $ 410 | ||
Decrease in Unrecognized Tax Benefits is Reasonably Possible | $ 64 | $ 64 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2023 USD ($) | Sep. 30, 2023 USD ($) units | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) units | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Loss Contingencies [Line Items] | ||||||
Accrual for legal matters that are probable and estimable | $ 407 | $ 407 | $ 443 | |||
Restricted Cash and Cash Equivalents in Other current assets | $ 123 | $ 112 | $ 123 | $ 112 | $ 149 | |
Brazil CADE - # of individuals for alleged anti-competitive behavior | units | 29 | 29 | ||||
Litigation Settlement, Amount Awarded to Other Party | $ 42 | |||||
Litigation Settlement, Amount Awarded from Other Party | $ 158 | |||||
Litigation-related net charges (credits) | $ (111) | $ 0 | $ (111) | $ 42 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) $ / shares in Units, $ in Millions | 9 Months Ended | ||
May 27, 2020 USD ($) $ / shares shares | Sep. 30, 2023 shares | Dec. 31, 2022 shares | |
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | |
Preferred Stock, Shares Issued | 0 | 10,062,500 | |
5.50% MCPS, Series A [Member] | |||
Class of Stock [Line Items] | |||
Preferred Stock, Shares Issued | 10,062,500 | ||
Preferred Stock, Dividend Rate, Percentage | 5.50% | ||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 100 | ||
Net proceeds from issuance of preferred stock in connection with public offering | $ | $ 975 | ||
Preferred Stock, Convertible, Conversion Ratio | 2.3834 | ||
Common Stock, par value $0.01 per share | |||
Class of Stock [Line Items] | |||
Conversion of mandatory convertible preferred stock to common stock | 24,000,000 |
Weighted Average Shares Outst_3
Weighted Average Shares Outstanding (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding — basic | 1,464.5 | 1,431.6 | 1,448.8 | 1,429.7 |
Net effect of common stock equivalents | 10.5 | 8.4 | 10.2 | 9 |
Weighted average shares outstanding - diluted | 1,475 | 1,440 | 1,459.1 | 1,438.7 |
Share-based Payment Arrangement, Option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 9 | 0 | 6 |
5.50% MCPS, Series A [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 24 | 13 | 24 |
Weighted Average Shares Outst_4
Weighted Average Shares Outstanding - Narrative (Details) - USD ($) shares in Millions, $ in Billions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 14, 2020 | |
Earnings Per Share [Abstract] | |||||
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture | 2,000,000 | 2,000,000 | 32 | 7,000,000 | |
Stock Repurchase Program, Authorized Amount | $ 1 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) reportablesegments | Sep. 30, 2022 USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | reportablesegments | 2 | |||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Amortization expense | $ (208) | $ (202) | $ (620) | $ (604) |
Operating income (loss) | 693 | 358 | 1,759 | 1,247 |
Other expense, net | (83) | (114) | (279) | (502) |
Income (loss) before income taxes | 610 | 245 | 1,480 | 745 |
Impact of Foreign Currency Fluctuations on Net Sales | 59 | 46 | 238 | 300 |
Net sales | 3,527 | 3,170 | 10,515 | 9,440 |
MedSurg [Member] | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Operating Income Allocated to Reportable Segments | 446 | 359 | 1,293 | 1,048 |
Revenues from contracts with customers, disaggregated - performance measurement | $ 1,318 | $ 1,199 | $ 3,900 | $ 3,521 |
Segment operating income as percentage of net sales | 33.80% | 30% | 33.20% | 29.80% |
Net sales | $ 1,341 | $ 1,213 | $ 3,981 | $ 3,614 |
Cardiovascular [Member] | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Operating Income Allocated to Reportable Segments | 570 | 451 | 1,677 | 1,294 |
Revenues from contracts with customers, disaggregated - performance measurement | $ 2,149 | $ 1,925 | $ 6,378 | $ 5,620 |
Segment operating income as percentage of net sales | 26.50% | 23.40% | 26.30% | 23% |
Net sales | $ 2,185 | $ 1,958 | $ 6,534 | $ 5,826 |
BSX Reportable Segments [Member] | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Revenues from contracts with customers, disaggregated - performance measurement | 3,468 | 3,124 | 10,277 | 9,141 |
Total allocated to reportable segments [Member] | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Operating income (loss) | 1,016 | 810 | 2,970 | 2,342 |
Corporate expenses and currency exchange [Member] | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Operating Income Unallocated to Segment | (97) | (1) | (221) | 67 |
Goodwill and other intangible asset impairment charges, acquisition/divestiture-related net (charges) credits, restructuring- and restructuring-related net (charges) credits, EU MDR implementation costs and litigation-related net (charges) credits | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | ||||
Operating Income Unallocated to Segment | $ (19) | $ (249) | $ (370) | $ (558) |
Revenue (Details)
Revenue (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) business | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) business | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 3,527 | $ 3,170 | $ 10,515 | $ 9,440 | |
Number Of Businesses | business | 5 | 5 | |||
Contract with Customer, Liability [Abstract] | |||||
Contract with Customer, Liability | $ 547 | $ 547 | $ 509 | ||
Change in Contract with Customer, Liability [Abstract] | |||||
Contract with Customer, Liability, Revenue Recognized | 52 | 164 | |||
United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,099 | 1,934 | 6,212 | 5,645 | |
International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,427 | 1,236 | 4,303 | 3,795 | |
Emerging Markets [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 594 | 519 | 1,715 | 1,457 | |
Endoscopy [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 629 | 559 | 1,836 | 1,649 | |
Endoscopy [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 382 | 342 | 1,118 | 992 | |
Endoscopy [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 247 | 217 | 719 | 657 | |
Urology [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 483 | 433 | 1,437 | 1,296 | |
Urology [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 341 | 315 | 1,007 | 921 | |
Urology [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 142 | 118 | 430 | 375 | |
Neuromodulation [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 229 | 221 | 708 | 669 | |
Neuromodulation [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 175 | 173 | 530 | 519 | |
Neuromodulation [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 55 | 48 | 177 | 150 | |
Interventional Cardiology Therapies | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 583 | 549 | 1,803 | 1,667 | |
Interventional Cardiology Therapies | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 182 | 190 | 554 | 568 | |
Interventional Cardiology Therapies | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 401 | 359 | 1,248 | 1,099 | |
Watchman | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 323 | 262 | 930 | 738 | |
Watchman | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 291 | 234 | 843 | 662 | |
Watchman | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 31 | 28 | 87 | 76 | |
Cardiac Rhythm Management [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 552 | 519 | 1,665 | 1,580 | |
Cardiac Rhythm Management [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 355 | 338 | 1,057 | 1,005 | |
Cardiac Rhythm Management [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 197 | 181 | 609 | 575 | |
Electrophysiology [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 190 | 148 | 560 | 418 | |
Electrophysiology [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 89 | 73 | 259 | 196 | |
Electrophysiology [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 101 | 75 | 300 | 222 | |
Cardiology [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,647 | 1,479 | 4,958 | 4,403 | |
Cardiology [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 918 | 836 | 2,714 | 2,431 | |
Cardiology [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 730 | 643 | 2,244 | 1,972 | |
Peripheral Interventions [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 538 | 479 | 1,577 | 1,423 | |
Peripheral Interventions [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 283 | 269 | 844 | 782 | |
Peripheral Interventions [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 255 | 210 | 733 | 641 | |
BSX Reportable Segments [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,099 | 1,934 | 6,212 | 5,645 | |
BSX Reportable Segments [Member] | EMEA [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 671 | 585 | 2,107 | 1,869 | |
BSX Reportable Segments [Member] | APAC [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 611 | 532 | 1,784 | 1,579 | |
BSX Reportable Segments [Member] | Latin America and Canada [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 146 | 119 | 412 | 347 | |
MedSurg [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,341 | 1,213 | 3,981 | 3,614 | |
MedSurg [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 898 | 830 | 2,655 | 2,432 | |
MedSurg [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 443 | 383 | 1,326 | 1,182 | |
Cardiovascular [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,185 | 1,958 | 6,534 | 5,826 | |
Cardiovascular [Member] | United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,201 | 1,104 | 3,557 | 3,213 | |
Cardiovascular [Member] | International [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 984 | $ 853 | $ 2,977 | $ 2,613 |
Changes in Other Comprehensiv_3
Changes in Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | $ 64 | $ 148 | $ 103 | $ 366 | ||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | (41) | (49) | (141) | (96) | ||||
Other comprehensive income (loss) | 23 | 99 | (37) | 269 | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 231 | 532 | 231 | 532 | $ 208 | $ 269 | $ 433 | $ 263 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 23 | 28 | (1) | 45 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | (2) | (2) | (6) | (6) | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 21 | 26 | (7) | 39 | ||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | (8) | 133 | (8) | 133 | (28) | (1) | 106 | 93 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 42 | 119 | 109 | 319 | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | (39) | (47) | (134) | (90) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 3 | 72 | (25) | 229 | ||||
AOCI, Cash Flow Hedge, Cumulative Gain (Loss), after Tax | 243 | 434 | 243 | 434 | 241 | 269 | 363 | 206 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, after Tax | 0 | 1 | (5) | 2 | ||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, after Tax | 0 | 0 | (1) | 0 | ||||
Net change in defined benefit pensions and other items | 0 | 1 | (5) | 1 | ||||
Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, after Tax | $ (4) | $ (35) | $ (4) | $ (35) | $ (4) | $ 1 | $ (36) | $ (36) |