Solventum (NYSE:SOLV) today announced that it commenced offers to purchase outstanding notes for up to $1.75 billion.
St. Paul, Minnesota–based Solventum says each tender offer for a series of notes is separate and distinct. They expire at 5 p.m. ET on Sept. 22, 2025, unless earlier terminated by Solventum. The company has two separate pools of tender offers, with the first containing four separate sets of notes and the second containing two. Pool 1 contains notes worth up to $1.25 billion, with the remaining Pool 2 notes totaling up to $500 million.
Holders of the notes must validly tender their notes prior to or at 5 p.m. ET on Sept. 5, 2025. Payment for notes validly tendered prior to or at that date may be made, at Solventum’s option, on the early settlement date, expected to fall on Sept. 10, 2025. The company expects a final settlement date on or around Sept. 25, 2025, the third business day after the expiration date.
An obligation for Solventum to accept for purchase and pay for validly tendered notes is subject to satisfaction or waiver. They remain contingent on certain conditions including, among other things, the company receiving and repatriating proceeds from the previously announced sale of its purification and filtration business to Thermo Fisher.
Solventum — which spun out of 3M last year — did not list an intended use of proceeds. J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Barclays Capital Inc. and Goldman Sachs & Co. LLC serve as the lead dealer managers in connection with the tender offers. D.F. King & Co. acts as the information and tender agent.
The company earlier this month announced Street-beating Q2 results. “Our solid second quarter fiscal year 2025 results mark five consecutive quarters of positive sales volume growth since implementing our transformation strategy,” CEO Bryan Hanson said at the time. “Given the continued and underlying momentum in our business and markets, we have raised our full year 2025 guidance at the top and bottom line reflecting confidence in our strategy and execution.”
SOLV shares are up more than 3% this week, trading at more than $73 apiece.
