Exchange Bulletin
Bausch + Lomb Corporation (BLCO) To Trade On Toronto Stock Exchange
May 4, 2022
| Issuer: | Bausch + Lomb Corporation (the "Company") |
| Security: | Common shares (the "Common Shares") |
| Symbol: | BLCO |
| Transaction: | An application has been conditionally approved by Toronto Stock Exchange ("TSX") for the listing of Common Shares of the Company, subject to completion of a proposed initial public offering (the "Offering") of these securities as described in the Company's second amended and restated preliminary base PREP prospectus dated April 28, 2022, amending and restating the amended and restated preliminary base PREP prospectus dated March 30, 2022. It is anticipated that, in the next few days, the Company will file a final base PREP prospectus and a supplemented PREP prospectus for its Offering of Common Shares. As soon as possible after the final base PREP prospectus is cleared by the relevant securities regulatory authorities and that a supplemented PREP prospectus is filed, TSX will post the Common Shares for trading on an "if, as and when issued" basis under the trading information set out below. Before the Common Shares are posted for trading on such basis, TSX will issue a trader note confirming both the pricing and the expected closing date for the Offering. If and when the Offering closes, the Common Shares will be listed on TSX. |
| Trading currencies: | CDN$ |
| Temporary market maker: | RBC Capital Markets |
| Other markets: | New York Stock Exchange |
| Settlement: | Subject to the closing of the Offering: (i) all trades in "BLCO" on and before the third trading day preceding the closing date will be for special settlement on the closing date and will appear on the Settlement Report from CDS Clearing and Depository Services Inc. ("CDS"); and (ii) all trades in "BLCO" for each of the two trading days preceding the closing date will be for special settlement two business days after the trade date and will appear on the Settlement Report from CDS. If the Offering does not close, all of the "if, as and when issued" trades will be cancelled. No securities will be delivered and no money will be owed by purchasers to sellers. Parties who are entitled to receive Common Shares under the Offering may sell such securities in the "if, as and when issued" market without being subject to restrictions on short sales. Parties who are not entitled to receive Common Shares under the Offering must comply with the short sale rule in all respects for any sales they make in the "BLCO" "if, as and when issued" market. If and when the Offering closes, there will be no further trading in "BLCO" on an "if, as and when issued" basis and the Common Shares issued at such closing will trade on a regular settlement basis. |
| Listing category: | Industrial, Exempt |
| Security ownership registration: | Uncertificated Issue – Non-Certificated Inventory |
| Investor relations: | Arthur Shannon (514) 856-3855 Email: arthur.shannon@bauschhealth.com and Lainie Keller (908) 927-1198 Email: lainie.keller@bauschhealth.com |
| Incorporation: | Canada Business Corporations Act |
| Fiscal year end: | December 31 |
| Nature of business: | The Company is a global eye health company dedicated to protecting and enhancing the gift of sight. |
| Transfer agent and registrar: | TSX Trust Company at its principal office in Toronto |
| Dividends: | The Company does not expect to pay dividends on its Common Shares for the foreseeable future. |
| Sponsorship: | Not applicable |
| Disclosure document: | Second amended and restated preliminary base PREP prospectus dated April 28, 2022, amending and restating the amended and restated preliminary base PREP prospectus dated March 30, 2022, which is available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the disclosure document. |
| Initial public offering: | The Offering of Common Shares is expected to consist of an initial public offering by way of secondary offering of 35,000,000 Common Shares, at an Offering price between US$21.00 and US$24.00 per Common Share for gross proceeds to the Selling Shareholder of approximately US$787,500,000 (assuming an offering price of US$22.50 per Common Share and no exercise of the over-allotment option). The syndicate of underwriters is comprised, in Canada, of Morgan Stanley Canada Limited, Goldman Sachs Canada Inc., Citigroup Global Markets Canada Inc., J.P. Morgan Securities Canada Inc., Barclays Capital Canada Inc., Merrill Lynch Canada Inc., Jefferies Securities, Inc., Wells Fargo Securities Canada, Ltd. and HSBC Securities (Canada) Inc. (collectively, the "Canadian Underwriters") and in the United States of Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc., Guggenheim Securities, LLC, Jefferies LLC, Evercore Group L.L.C., Wells Fargo Securities, LLC, Deutsche Bank Securities Inc., DNB Markets, Inc., HSBC Securities (USA) Inc., Truist Securities, Inc., Amerivet Securities, Inc., Loop Capital Markets LLC, R. Seelaus & Co., Inc., Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC and Stern Brothers & Co. (together with the Canadian Underwriters, the "Underwriters") In addition, the Selling Shareholder is expected to grant the Underwriters an over-allotment option pursuant to which the Underwriters may purchase up to an additional 15% of the number of Common Shares offered under the Offering. |
| TSX contact: | Anne Child, Director, TSX Listings |