LAVAL, Quebec, May 24, 2021 / PRNewswire / – Bausch Health Companies Inc. (NYSE / TSX: BHC) (“Bausch Health” or the “Company”) announced today that it has priced its offering of $ 1.6 billion aggregate principal amount of 4.875% of Senior Secured Notes due 2028 (the “Notes”). The Notes will be sold to Investors at a price of 100% of their Principal Amount. The proceeds from the offering of the Notes, together with cash on hand, are expected to be used to fund the Company’s offer to purchase (the “Takeover Bid”) of all of its Senior Secured Notes. at 7.00% outstanding due 2024 (the “2024 Notes”) and to pay related fees, bonuses and expenses. If, following the completion of the tender offer, any of the 2024 Notes remains outstanding, the Company will use the remaining net proceeds of the offering of the Notes to redeem those 2024 Notes (the “Redemption” ).
The Notes will be secured by each of the Company’s subsidiaries that are guarantors under the Company’s Credit Agreement and existing Senior Notes and will be secured in priority by liens on the assets that secure the Company’s Credit Agreement. Company and existing senior secured notes. Completion of the offering of the Notes is subject to various closing conditions.
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 United States the lack of registration or an applicable exemption from registration under the Securities Act and applicable state securities laws. Tickets will be offered in United States only to persons reasonably considered to be qualified institutional buyers under Rule 144A under the Securities Act and outside United States to non-US persons in accordance with Regulation S of the Securities Act. The Notes have not been and will not be eligible for sale to the public by prospectus under applicable Canadian securities laws and, therefore, any offer and sale of the Notes in Canada will be established on a basis that is exempt from the prospectus requirements of such securities laws.
This announcement does not constitute an offer to buy or a notice to buy back the 2024 Notes. The tender offer is subject and conditional on the satisfaction or waiver of certain conditions described in the offer. ‘purchase linked to the public tender offer, including the completion of the ticket offer. The repurchase is conditional on the completion by the Company or its subsidiaries of one or more debt financing for an overall principal amount of at least $ 1.6 billion, which the Company expects to meet upon closing of the offering of the Notes.
This press release is issued in accordance with rule 135c under the Securities Act and does not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy securities, nor any sale of securities in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
About Bausch Health
Bausch Health Companies Inc. (NYSE / TSX: BHC) is a global company with a mission to improve people’s lives through our health care products. We develop, manufacture and market a range of pharmaceutical, medical and over-the-counter products, primarily in the therapeutic areas of eye health, gastroenterology and dermatology. We deliver on our commitments by building an innovative company dedicated to advancing global health.
This press release contains forward-looking information and statements, within the meaning of applicable securities laws (collectively, “forward-looking statements”), including, but not limited to our financing plans and details thereof. therein, including the proposed use of the proceeds thereof, our ability to complete the offering of the Notes and other anticipated effects of the offering of the Notes and the tender offer, details thereof and the other expected effects of the takeover bid. Forward-looking statements can generally be identified by the use of the words “anticipates”, “expects”, “intends”, “plans”, “should”, “could”, “would”, “could”, “believes”. , “estimates”, “potential”, “target” or “continue” and variations or similar expressions. These statements are based on the current expectations and beliefs of management and are subject to certain risks and uncertainties which could cause actual results to differ materially from those described in these forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties discussed in the Company’s most recent annual and quarterly reports and detailed from time to time in other documents filed by the Company with the Securities and Exchange Commission. of the United States and Canadian Securities Administrators, what risks and uncertainties are incorporated herein by reference. They also include, but are not limited to, the risks and uncertainties associated with the Company’s proposed plan to separate its eye health business from the rest of Bausch Health, including the expected benefits and costs of the separation transaction, the expected time for completion of the transaction. the separation transaction and its conditions, the ability of the Company to complete the separation transaction taking into account the various conditions for the completion of the separation transaction (some of which are beyond the control of the Company, including the conditions related to regulatory matters and a possible shareholder vote, if applicable), that the market or other conditions are no longer favorable for the completion of the transaction, that a shareholder, a stock exchange, regulatory approval or otherwise (if necessary) is not obtained under the conditions or the time limits foreseen or, at all, a disruption of activities during the duration of or following the separation operation, diversion of management time during the separation-re operation related issues, retention of current members of the management team, reaction of clients and other parties to the separation transaction, qualification of the separation transaction as ta nt that a tax-exempt transaction for Canadian and / or US federal income tax purposes (including an advance ruling from the Canada Revenue Agency and the Internal Revenue Service or both will be sought or obtained), the potential synergy costs between the separate entity and the rest of Bausch Health, the impact of the separation, including the leverage effect of Bausch Health and the eye health sector after the separation, transaction on relations with customers, suppliers, employees and other commercial counterparties, general economic conditions, market conditions in which Bausch Health is engaged, behavior of customers, suppliers and competitors, technological developments and the legal and regulatory rules affecting the activity of Bausch Health. In particular, the Company cannot offer any guarantee that a separation transaction will occur at all, or that a separation transaction will occur on the terms and within the timeframe provided by the Company. They also include, but are not limited to, the risks and uncertainties caused by or related to the evolution of the COVID-19 pandemic, the fear of this pandemic, the availability and effectiveness of COVID-19 vaccines. and the potential effects of this pandemic, the severity, duration and future impact of which are very uncertain and cannot be predicted, and which may have a material adverse impact on society, including, but not limited to, its supply chain, third-party suppliers, project development times, employee base, liquidity, share price, financial condition and costs (which may increase) and revenues and margins (which may both decrease).
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. Bausch Health assumes no obligation to update any of these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect actual results, except as required by law.
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SOURCE Bausch Health Companies Inc.