Solventum Caps Successful Tender Offer, Upsizing to $2 Billion for Strategic Debt Management

Solventum (NYSE: SOLV), a leading global healthcare company, today announced the successful pricing of its previously announced cash tender offers, significantly upsized to an aggregate principal amount of $2 billion. This strategic move underscores Solventum's commitment to proactive financial management and optimizing its capital structure.

The tender offers, which commenced on August 28, 2025, invited holders to sell specified series of its outstanding notes.

The company saw strong participation, leading to the decision to increase the aggregate principal amount of notes it would purchase from an initial target to $2 billion.

Specifically, the offers targeted several series of notes, including its 2.000% Notes due 2027, 2.375% Notes due 2029, and 3.000% Notes due 2031, among others.

The pricing for the accepted notes was determined based on a fixed spread over the applicable U.S. Treasury Reference Yield, in line with the terms outlined in the Offer to Purchase documents.

For notes tendered by the early tender deadline of 5:00 p.m., New York City time, on September 10, 2025, eligible holders received the total consideration, which includes an early tender premium.

The settlement date for these early tenders is anticipated to be September 13, 2025. Holders who tendered their notes after the early tender deadline but before the expiration date of 5:00 p.m., New York City time, on September 25, 2025, and whose notes were accepted, will receive the tender offer consideration, which is the total consideration minus the early tender premium.

This successful execution of the tender offers allows Solventum to strategically manage its debt portfolio, potentially reducing future interest expenses and enhancing its overall financial flexibility.

It reflects the company's disciplined approach to balance sheet management and its commitment to delivering long-term value to its shareholders.

Solventum engaged BofA Securities and J.P. Morgan as Lead Dealer Managers for the tender offers, with Barclays, Citigroup, Goldman Sachs & Co. LLC, and Wells Fargo Securities serving as Co-Dealer Managers.

D.F. King & Co., Inc. acted as the Tender Agent and Information Agent.