Baxter raises tender offer cap to $600M for senior notes

Baxter International Inc. (NYSE: BAX) announced pricing terms for its cash tender offers for four series of senior notes, increasing the aggregate purchase cap from $500 million to $600 million, according to a company press release.

The offers, which launched Aug. 4, 2026, use a waterfall methodology to accept notes by priority level. Baxter said it expects to accept the full amount tendered for three series: the 3.132% Senior Notes due 2051, the 3.500% Senior Notes due 2046, and the 4.500% Senior Notes due 2043, with principal amounts accepted of $421.99 million, $132.2 million, and $72.74 million, respectively.

For the 2.539% Senior Notes due 2032, which carry the lowest acceptance priority, Baxter will accept only a portion of tendered notes on a prorated basis, applying a proration factor of approximately 31.37%, resulting in $236.93 million in principal accepted.

The total consideration per $1,000 principal amount, including an early tender premium of $30, was set at $587.34 for the 2051 notes, $675.17 for the 2046 notes, $788.14 for the 2043 notes, and $867.59 for the 2032 notes.

Because tendered notes exceeded the $600 million offer cap before the early tender deadline of Aug. 17, 2026, Baxter said no additional notes tendered after that date will be accepted. Settlement is expected on Aug. 20, 2026. Notes not accepted for purchase will be returned to holders promptly after that date.

BofA Securities, J.P. Morgan Securities, and Goldman Sachs are acting as lead dealer managers for the offers, with Citigroup Global Markets, Mizuho Securities USA, and SG Americas Securities serving as co-dealer managers.

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