LAVAL, Quebec, May 11, 2020 /PRNewswire/ -- Bausch Health
Companies Inc. (NYSE/TSX: BHC) ("Bausch Health" or the "Company")
announced today that it has launched an offering of $1,250,000,000 aggregate principal amount of
new senior notes due 2029 (the "Notes"). Bausch Health intends to
use the proceeds from the offering of the Notes, along with cash on
hand, to fund the conditional redemption (the "Redemption") of its
existing 6.50% Senior Secured Notes due 2022 (the "Existing Notes")
and to pay related fees, premiums and expenses.
The Notes will be guaranteed by each of the Company's
subsidiaries that are guarantors under the Company's credit
agreement and existing senior notes.
The Notes will not be registered under the Securities Act of
1933, as amended (the "Securities Act"), or any state securities
law and may not be offered or sold in the
United States absent registration or an applicable exemption
from registration under the Securities Act and applicable state
securities laws. The Notes will be offered in the United States only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act and outside the
United States to non-U.S. persons pursuant to Regulation S
under the Securities Act. 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 Notes in Canada will be made
on a basis, which is exempt from the prospectus requirements of
such securities laws.
The Company also announced that it issued today a conditional
notice of redemption to redeem the full $1.25 billion aggregate principal amount of
outstanding Existing Notes. The Redemption is conditioned upon the
completion by the Company or its subsidiaries of one or more debt
financings in an aggregate principal amount of at least
$1.25 billion (the "Condition").
A copy of the conditional notice of redemption with respect to
the Existing Notes was issued to the record holders of the Existing
Notes. Payment of the redemption price and surrender of the
Existing Notes for redemption will be made through the facilities
of the Depository Trust Company in accordance with the applicable
procedures of the Depository Trust Company on June 10, 2020, unless the Condition is not
satisfied, in which case the redemption date will be delayed until
the Condition is satisfied. The name and address of the paying
agent are as follows: The Bank of New York Mellon Trust Company,
N.A., c/o The Bank of New York Mellon; 111 Sanders Creek Parkway,
East Syracuse, N.Y. 13057; Attn:
Redemption Unit; Tel: (800) 254- 2826.
The foregoing transactions are subject to market and other
conditions and are anticipated to close in the second quarter of
2020. However, there can be no assurance that the Company will be
able to successfully complete the transactions, on the terms
described above, or at all.
This news release is being issued pursuant to Rule 135c under
the Securities Act and shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
About Bausch Health
Bausch Health Companies Inc.
(NYSE/TSX: BHC) is a global company whose mission is to improve
people's lives with our health care products. We develop,
manufacture and market a range of pharmaceutical, medical device
and over-the-counter products, primarily in the therapeutic areas
of eye health, gastroenterology and dermatology. We are delivering
on our commitments as we build an innovative company dedicated to
advancing global health.
Forward-looking Statements
This news release may
contain forward-looking statements, including, but not limited to,
our financing plans, including the offering of the Notes and the
details thereof, including the proposed use of proceeds therefrom
and other expected effects of the offering of the Notes.
Forward-looking statements may generally be identified by the use
of the words "anticipates," "expects," "intends," "plans,"
"should," "could," "would," "may," "believes," "estimates,"
"potential," "target," or "continue" and variations or similar
expressions. These statements are based upon the current
expectations and beliefs of management and are subject to certain
risks and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.
These risks and uncertainties include, but are not limited to, the
risks and uncertainties caused by or relating to the evolving
COVID-19 pandemic, and the fear of that pandemic and its potential
effects, the severity, duration and future impact of which are
highly uncertain and cannot be predicted, and which may have a
material adverse impact on the Company, including but not limited
to its supply chain, third-party suppliers, project development
timelines, employee base, liquidity, stock price, financial
condition and costs (which may increase) and revenue and margins
(both of which may decrease), other risks related to our business,
including risks related to our pending legal and governmental
proceedings, legislative and policy efforts, actions by the U.S.
Food and Drug Administration and other regulators, our substantial
debt, uncertainties associated with acquisitions and product
launches, and risks and uncertainties discussed in our most recent
annual and quarterly reports and detailed from time to time in our
other filings with the Securities and Exchange Commission and the
Canadian Securities Administrators, which risks and uncertainties
are incorporated herein by reference. Management has also made
certain assumptions in assessing the anticipated impacts of the
COVID-19 pandemic on the Company and its results of operations and
financial conditions, including: a potential resurgence of the
virus in the second half of 2020 would not see severe social
restrictions put in place by local authorities (e.g., shelter at
home, closure of non-essential businesses, deferral of elective
medical procedures, etc.); global economies will recover as
COVID-19 runs its course and social restrictions are eased; largest
impact to the Company's businesses seen in the second quarter of
2020 due to stay-at-home orders, office closures, retail closures
and deferral of surgical procedures; recovery expected to begin
towards the latter part of the second quarter of 2020 and continue
into the third and fourth quarters of 2020; expect the Company's
businesses to return pre-COVID-19 levels at different rates,
starting as early as the third quarter of 2020 but spread into the
fourth quarter of 2020 and beyond (e.g. expectation that the
backlog of eye surgeries will not be resolved in 2020); some of the
Company's business units (Global Surgical, Ortho Dermatologics and
Dentistry) are expected to lag in the recovery, some possibly
beyond 2021; and assumes no major interruptions in the Company's
supply chain and distribution channels. Readers are cautioned not
to place undue reliance on any of these forward-looking statements.
These forward-looking statements speak only as of the date hereof.
We undertake no obligation to update any of these forward-looking
statements to reflect events or circumstances after the date of
this news release or to reflect actual outcomes, except as required
by law.
Investor
Contact:
|
Media
Contact:
|
Arthur
Shannon
|
Lainie
Keller
|
arthur.shannon@bauschhealth.com
|
lainie.keller@bauschhealth.com
|
(514)
856-3855
|
(908)
927-1198
|
(877) 281-6642 (toll
free)
|
|
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SOURCE Bausch Health Companies Inc.