Bausch Health Companies Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement
Bausch + Lomb Second Incremental Amendment
On November 1, 2024, Bausch + Lomb Corporation (“Bausch + Lomb”), a subsidiary of Bausch Health Companies Inc., entered into an amendment (the “Bausch + Lomb Second Incremental Amendment”) to the credit and guaranty agreement, dated as of May 10, 2022 (as amended by the First Incremental Amendment, dated as of September 29, 2023, as further amended by the Bausch + Lomb Second Incremental Amendment, the “Bausch + Lomb Credit Agreement”), by and among Bausch + Lomb, certain subsidiaries of Bausch + Lomb as subsidiary guarantors, the lenders party thereto and JPMorgan Chase Bank, N.A., in its capacity as second incremental term facility administrative agent, pursuant to which Bausch + Lomb borrowed $400,000,000 of new term loans (the “Bausch + Lomb Second Incremental Term Loans”).
The Bausch + Lomb Second Incremental Term Loans incurred pursuant to the Bausch + Lomb Second Incremental Amendment will mature on May 10, 2027 and will amortize in quarterly installments (commencing with the fiscal quarter ending March 31, 2025) equal to (x) for the first eight installments, 0.625% of the original principal amount of the Bausch + Lomb Second Incremental Term Loans and (y) for each installment thereafter, 1.875% of the original principal amount of the Bausch + Lomb Second Incremental Term Loans, with the balance payable on the maturity date of the Bausch + Lomb Second Incremental Term Loans. The proceeds of the Bausch + Lomb Second Incremental Term Loans were used in part to repay revolving loans outstanding under the Bausch + Lomb Credit Agreement and the remainder will be used for general corporate purposes. The Bausch + Lomb Second Incremental Term Loans bear interest at a rate per annum equal to, at the borrower’s option, either (a) a base rate determined by reference to the higher of (1) the rate of interest quoted by The Wall Street Journal as the “Prime Rate,” (2) the federal funds effective rate plus 1/2 of 1.00% or (3) term SOFR for a period of one month plus 1.00% (or if such rate shall not be ascertainable, 1.00%) or (b) term SOFR for the interest period relevant to such borrowing, in each case plus an applicable margin. The applicable interest rate margins for the Bausch + Lomb Second Incremental Term Loans are 2.25% per annum with respect to base rate borrowings and 3.25% per annum with respect to term SOFR borrowings. Except as amended by the Bausch + Lomb Second Incremental Amendment, the terms of the Bausch + Lomb Credit Agreement were not otherwise amended.
The foregoing description of the Bausch + Lomb Second Incremental Amendment is not complete and is qualified in its entirety by reference to the full text of the Bausch + Lomb Credit Agreement, as amended by the Bausch + Lomb Second Incremental Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information included in Item 1.01 above is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit Number |
Description |
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Second Incremental Amendment by and among Bausch + Lomb Corporation, certain subsidiaries of Bausch + Lomb Corporation as subsidiary guarantors, the lenders party thereto and JPMorgan Chase Bank, N.A., effective as of November 1, 2024 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Bausch + Lomb Corporation with the SEC on November 1, 2024). |
| 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: November 1, 2024