aibioBausch + Lomb closes €675 million secured notes offering, refinances 2027 term loans
Tickers BLCO
The notes mature January 15, 2031 and pay three-month EURIBOR plus 3.875%. The company also arranged a $2.325 billion term loan and an $800 million revolver, using the proceeds to repay and refinance existing debt.
Key facts
- Company
- Bausch & Lomb Corp (NYSE: BLCO)
- News type
- Debt Financing
- Primary source
- Bausch & Lomb Corp Form 8-K filed June 27, 2025 (SEC EDGAR)
Bausch + Lomb Corporation (NYSE/TSX: BLCO) said in an 8-K filed June 27, 2025 that two subsidiaries completed a €675 million offering of senior secured floating rate notes due 2031. The issuers are Bausch & Lomb Incorporated and Bausch+Lomb Netherlands B.V. The company also entered a Third Amendment to its credit agreement on June 26, 2025, adding a $2.325 billion term loan tranche and an $800 million revolving credit facility. The company says the net proceeds of the notes and the term loans repaid the revolver borrowings and refinanced its term A and term B loans due 2027.
The notes
The notes were sold at 99.500% of principal, according to the company's press release. They pay three-month EURIBOR, with a 0% floor, plus 3.875% a year, reset quarterly. They mature on January 15, 2031, and interest is payable quarterly beginning January 15, 2026.
The notes were offered to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. They were issued under an indenture dated June 26, 2025, with Citibank, N.A., acting through its agency and trust division, as trustee and notes collateral agent. The notes are guaranteed by the company and its credit agreement guarantors, and secured by the same first priority liens that secure the credit agreement and the company's 8.375% senior secured notes due 2028.
Who is named
Neither filing names an underwriter or initial purchaser for the notes. The 8-K describes sales to qualified institutional buyers and non-U.S. persons without naming any bank. JPMorgan Chase Bank, N.A. is administrative agent under the credit agreement. Citibank, N.A. was the resigning collateral agent under that agreement and is trustee and notes collateral agent under the indenture. Neither document names counsel to the company or to any purchaser.
Redemption and covenants
The issuers may redeem the notes in whole or in part on or after June 30, 2026 at 100.000% of principal plus accrued interest. Before that date they may redeem at par plus a make-whole premium, or redeem up to 40% of the notes with the net cash proceeds of certain equity offerings. After a change of control, holders may require repurchase at 101% of principal plus accrued and unpaid interest. The indenture limits the company's ability to incur or guarantee additional debt, create liens, merge and sell assets.
The credit agreement
The Third Amendment to the credit agreement dated May 10, 2022 adds the new $2.325 billion term loans, which mature in 2031. They amortize at 1.00% a year, starting September 30, 2025, and carry an initial rate of 4.25% for SOFR loans or 3.25% for base rate loans. The new $800 million revolver matures in 2030, subject to springing maturity provisions, and replaces the company's existing $500 million revolving commitments.
The amendment also changes the revolver's financial covenant. The maximum first lien net leverage ratio is 5.75:1.00, stepping down to 5.50:1.00 from the ninth full fiscal quarter after the effective date, to 5.25:1.00 from the thirteenth and to 5.00:1.00 from the seventeenth. The previous level was 4.50:1.00. The test applies when at least 35% of the revolver is used, down from the previous 40%.
What it means for investors
The deal pushes the company's 2027 maturities out to 2030 and 2031. It also swaps part of the debt for floating-rate instruments. The notes and term loans both reset with market rates, so the interest cost moves with EURIBOR and SOFR rather than staying fixed.
The covenant is looser on paper, with a higher leverage ceiling, but the test now applies at a lower level of revolver use. The filings do not say whether the company expects to draw the revolver.
What comes next
The first interest payment is due January 15, 2026, and the notes become callable at par from June 30, 2026. The 8-K and the press release give no other dated milestones.
The company
Bausch + Lomb describes itself in the press release as an eye health company founded in 1853, with approximately 400 products, approximately 13,500 employees and a presence in approximately 100 countries. It is headquartered in Vaughan, Ontario, with corporate offices in Bridgewater, New Jersey.