BAXTER INTERNATIONAL INC. $750,000,000 3.750% SENIOR NOTES DUE 2025 $500,000,000 3.950% SENIOR NOTES DUE 2030Registration Rights Agreement • March 27th, 2020 • Baxter International Inc • Surgical & medical instruments & apparatus • New York
Baxter International Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Citigroup Global Markets Inc. (“Citigroup”), Goldman Sachs & Co. LLC (“Goldman Sachs”) and J.P. Morgan Securities LLC (“J.P. Morgan”) and the initial purchasers named in Schedule A hereto (collectively, the “Initial Purchasers”), for whom Citigroup, Goldman Sachs and J.P. Morgan are acting as representatives (in such capacity, collectively, the “Representatives”), upon the terms set forth in a purchase agreement dated March 24, 2020 (the “Purchase Agreement”) by and among the Company and the Representatives, $750,000,000 aggregate principal amount of its 3.750% Senior Notes due 2025 (the “Initial 2025 Securities”) and $500,000,000 aggregate principal amount of its 3.950% Senior Notes due 2030 (the “Initial 2030 Securities” and, together with the Initial 2025 Securities, the “Initial Securities”). The Initial Securities will be issued pursuant to an indenture, dated as of March 26, 2020 (the
RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939, AS AMENDED, AND INDENTURE CROSS-REFERENCE TABLE1Baxter International Inc • March 27th, 2020 • Surgical & medical instruments & apparatus • New York
INDENTURE, dated as of March 26, 2020, between Baxter International Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association duly incorporated and existing under the laws of the United States of America, as trustee (the “Trustee”).
3.750% SENIOR NOTES DUE 2025 3.950% SENIOR NOTES DUE 2030 FIRST SUPPLEMENTAL INDENTURE between BAXTER INTERNATIONAL INC., as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of March 26, 2020Baxter International Inc • March 27th, 2020 • Surgical & medical instruments & apparatus • New York
This Certificate and the statements contained herein are made for your benefit and the benefit of the Company and the initial purchasers of such Notes being exchanged or transferred.
