SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events.
Bausch + Lomb Secured Notes Offering
On June 10, 2025, Bausch + Lomb Corporation (“Bausch + Lomb”), a subsidiary of Bausch Health Companies Inc. (the “Company”), issued a press release announcing that Bausch + Lomb’s subsidiaries, Bausch & Lomb Incorporated, a New York corporation, and Bausch+Lomb Netherlands B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands (such subsidiaries, the “Issuers”), launched an offering of €600 million aggregate principal amount of senior secured floating rate notes (“Notes”).
Substantially concurrently with the Notes offering, Bausch + Lomb launched a partial refinancing of its credit agreement, whereby it intends to obtain a $2.2 billion new term B loan facility (the “New Term B Loan Facility”) and a new $800 million revolving credit facility (the “New Revolving Credit Facility”). Bausch + Lomb intends to use the net proceeds from the Notes offering and the New Term B Loan Facility, together with borrowings under the New Revolving Credit Facility, to repay certain outstanding borrowings under its existing revolving credit facility, to refinance in full its outstanding term A loans due 2027 and term B loans due 2027, and to pay related fees and expenses, with any remaining amounts to be used for general corporate purposes.
The closing of the Notes offering is not contingent upon the closing the New Term B Loan Facility or the New Revolving Credit Facility.
The Notes will be guaranteed by Bausch + Lomb and each of its subsidiaries (other than the Issuers) that are guarantors under its credit agreement and will be secured on a first priority basis by liens on the same assets that secure the obligations under its credit agreement and 8.375% senior secured notes due 2028.
The foregoing transactions are subject to market and other conditions. There can be no assurance that Bausch + Lomb will be able to successfully complete the transactions on the terms described above, or at all.
A copy of the press release issued by Bausch + Lomb related to the Notes offering is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 do not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any offer, solicitation or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Notes will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes have not been and will not be qualified for sale to the public by prospectus under applicable Canadian securities laws and, accordingly, any offer and sale of the securities in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number |
Description |
| 99.1 | Press Release of Bausch + Lomb Corporation, announcing the launch of the Notes offering, on June 10, 2025. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BAUSCH HEALTH COMPANIES INC. | ||
| By: | /s/ Jean-Jacques Charhon | |
| Name: | Jean-Jacques Charhon | |
| Title: | Executive Vice President, Chief Financial Officer | |
Date: June 10, 2025