Full Press Release Details
Announces Pricing of Upsized Senior Secured Notes Offering
VAUGHAN, Ontario, June 18, 2025 - Bausch + Lomb Corporation
(NYSE/TSX: BLCO) ("Bausch + Lomb" or the "company"), a leading global eye health company dedicated to helping
people see better to live better, today announced that its subsidiaries, Bausch+Lomb Netherlands B.V. and Bausch & Lomb Incorporated
(collectively, the "Issuers"), have priced the offering of 675 million aggregate principal amount of senior secured
floating rate notes due 2031 ("Notes"). The size of the offering was increased from the previously announced 600
million aggregate principal amount of Notes. The Notes will be sold to investors at a price of 99.500% of the principal amount thereof.
As previously announced, the company is also seeking to partially
refinance its credit agreement, whereby the company intends to obtain a $2.325 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"). The New Term B Loan is expected to accrue interest at a rate of Term SOFR + 4.25% per annum. The allocated size of the New Term B Loan
Facility was increased from the previously announced $2.2 billion. The
company intends to use the net proceeds from the Notes offering and the New Term B Loan Facility to repay in full the 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.
The closing of the Notes offering is not contingent upon the closing
of the New Term B Loan Facility or the New Revolving Credit Facility.
The Notes will be guaranteed by the company and each of the company's
subsidiaries (other than the Issuers) that are guarantors under the company's credit agreement and will be secured on a first priority
basis by liens on the same assets that secure the obligations under the company's credit agreement and the company's outstanding
senior secured notes.
Closing of the Notes offering is expected to occur on June 26,
2025, subject to customary closing conditions.
The Notes will not be registered under the Securities Act of 1933, as
amended ("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 are being 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 New Term B Loan Facility and New Revolving Credit Facility are also expected to close on June 26, 2025; however, there can be no
assurances that the company will be able to complete the New Term B Loan Facility and/or New Revolving Credit Facility 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.
Bausch + Lomb is dedicated to protecting and enhancing the gift of sight
for millions of people around the world - from birth through every phase of life. Its comprehensive portfolio of approximately 400
products includes contact lenses, lens care products, eye care products, ophthalmic pharmaceuticals, over-the-counter products and ophthalmic
surgical devices and instruments. Founded in 1853, Bausch + Lomb has a significant global research and development, manufacturing and
commercial footprint with approximately 13,500 employees and a presence in approximately 100 countries. Bausch + Lomb is headquartered
in Vaughan, Ontario, with corporate offices in Bridgewater, New Jersey.
Forward-looking Statements
This news release may contain forward-looking information and statements
within the meaning of applicable securities laws (collectively, "forward-looking statements"), including, but not limited
to, our refinancing plans and the details thereof, including the Notes offering, the New Term B Loan Facility and the New Revolving Credit
Facility, the proposed use of proceeds therefrom and the details thereof, our ability to complete the transactions described in this press
release, and the other expected effects thereof. Forward-looking statements may generally be identified by the use of the words "anticipates,"
"seeks," "expects," "plans," "should," "could," "would," "may,"
"will," "believes," "potential," "pending" or "proposed" 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 discussed in Bausch + Lomb's filings with the U.S.
Securities and Exchange Commission and the Canadian Securities Administrators (including the company's Annual Report on Form 10-K
for the year ended Dec. 31, 2024 and its most recent quarterly filings). In addition, certain material factors and assumptions have been
applied in making these forward-looking statements, including the assumption that the risks and uncertainties discussed in such filings
will not cause actual results or events to differ materially from those described in these forward-looking statements. 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 + Lomb undertakes 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, unless required by law.
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