Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Bausch Health Companies Inc.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

071734107

(CUSIP Number)

December 31, 2023

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 071734107

Schedule 13G

Page 1 of 7

1	Names of Reporting Persons GoldenTree Asset Management LP
2	Check the Appropriate Box if a Member of a Group	(a) ☐
		(b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 27,644,959
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 27,644,959

9	Aggregate Amount Beneficially Owned by Each Reporting Person 27,644,959
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 7.6%
12	Type of Reporting Person PN

CUSIP No. 071734107

Schedule 13G

Page 2 of 7

1	Names of Reporting Persons GoldenTree Asset Management LLC
2	Check the Appropriate Box if a Member of a Group	(a) ☐
		(b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 27,644,959
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 27,644,959

9	Aggregate Amount Beneficially Owned by Each Reporting Person 27,644,959
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 7.6%
12	Type of Reporting Person OO (Limited Liability company)

CUSIP No. 071734107

Schedule 13G

Page 3 of 7

1	Names of Reporting Persons Steven A. Tananbaum
2	Check the Appropriate Box if a Member of a Group	(a) ☐
		(b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 802,685
	6	Shared Voting Power 27,644,959
	7	Sole Dispositive Power 802,685
	8	Shared Dispositive Power 27,644,959

9	Aggregate Amount Beneficially Owned by Each Reporting Person 28,447,644
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 7.8%
12	Type of Reporting Person IN

CUSIP No. 071734107

Schedule 13G

Page 4 of 7

ITEM 1.

(a)

Name of Issuer:

Bausch Health Companies Inc. (the “Issuer”).

(b)

Address of Issuer’s Principal Executive Offices:

2150 St. Elzéar Blvd. West, Laval, Québec, Canada H7L 4A8.

ITEM 2.

(a)

Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

GoldenTree Asset Management LP (the “Investment Manager”)

GoldenTree Asset Management LLC (“IMGP”)

Steven A. Tananbaum

(b)

Address or Principal Business Office:

The principal business address of each of the Reporting Persons is 300 Park Avenue, 21st Floor, New York, NY 10022.

(c)

Citizenship of each Reporting Person is:

Investment Manager and IMGP are organized under the laws of the State of Delaware. Mr. Tananbaum is a citizen of the United States.

(d)

Title of Class of Securities:

Common Shares, no par value (“Common Shares”).

(e)

CUSIP Number:

071734107

ITEM 3.

Not applicable.

CUSIP No. 071734107

Schedule 13G

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ITEM 4. Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Common Shares of the Issuer as of the date hereof, based upon 365,195,048 Common Shares outstanding as of October 27, 2023, based on the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 2, 2023.

Reporting Person	Amount beneficially owned		Percent of class:			Sole power to vote or to direct the vote:		Shared power to vote or to direct the vote:		Sole power to dispose or to direct the disposition of:		Shared power to dispose or to direct the disposition of:
GoldenTree Asset Management LP		27,644,959		7.6	%		0		27,644,959		0		27,644,959
GoldenTree Asset Management LLC		27,644,959		7.6	%		0		27,644,959		0		27,644,959
Steven A. Tananbaum		28,447,644		7.8	%		802,685		27,644,959		802,685		27,644,959

The securities reported in the table above include 27,644,959 Common Shares held of record by certain managed accounts (collectively, the “Accounts”) for which the Investment Manager serves as investment manager. In addition, Mr. Tananbaum is the holder of record of 802,685 Common Shares. Mr. Tananbaum is the managing member of IMGP, which is the general partner of the Investment Manager. As a result of these relationships, each of the Reporting Persons may be deemed to share beneficial ownership of the securities held of record by the Accounts.

ITEM 5. Ownership of Five Percent or Less of a Class.

Not applicable.

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

The Investment Manager is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, as amended. The business of Investment Manager is the rendering of financial services and as such, it provides discretionary investment advisory services to each of the Accounts, which have the right to receive the proceeds from the sale of, or the power to direct the receipt of dividends from, the securities reported in this Schedule 13G.

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

ITEM 8. Identification and Classification of Members of the Group.

Not applicable.

ITEM 9. Notice of Dissolution of Group.

Not applicable.

ITEM 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

CUSIP No. 071734107

Schedule 13G

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 13, 2024

	GOLDENTREE ASSET MANAGEMENT LP

	By:	GoldenTree Asset Management LLC, its general partner

	By:	/s/ Steven A. Tananbaum
	Name:	Steven A. Tananbaum
	Title:	Managing Member

	GOLDENTREE ASSET MANAGEMENT LLC

	By:	/s/ Steven A. Tananbaum
	Name:	Steven A. Tananbaum
	Title:	Managing Member

	STEVEN A. TANANBAUM

	/s/ Steven A. Tananbaum