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Bausch & Lomb Commences Tender Offer of Its 9 7/8% Senior Notes due 2015 (CUSIP Nos. 071707AN3 and U07190AA6)


7/24/2012 11:09:37 AM

ROCHESTER, N.Y., July 23, 2012 /PRNewswire/ -- Bausch & Lomb Incorporated ("Bausch + Lomb"), the global eye health company, announced today the commencement of a tender offer (the "tender offer") to purchase for cash up to $300 million (the "maximum tender amount") of its outstanding 9 percent Senior Notes due 2015 (CUSIP Nos. 071707AN3 and U07190AA6) (the "senior notes").

"We are launching this tender offer to take advantage of an opportunity to reduce our overall borrowing rate," said Brian J. Harris, executive vice president and chief financial officer, Bausch + Lomb. "The refinancing and upsizing of our credit agreement in May provided the liquidity to pursue growth opportunities in our business, including the recent acquisition of ISTA Pharmaceuticals, Inc. With that acquisition completed, we determined that the most effective near-term use of the additional liquidity from the soon-to-expire delayed draw term loan portion of the refinancing was to tender for a portion of our senior notes."

The tender offer is scheduled to expire at 11:59 p.m., New York City time, on August 17, 2012, unless extended or earlier terminated (such time and date, as the same may be extended, the "expiration date"). Holders who validly tender (and do not validly withdraw) their senior notes on or before 5 p.m., New York City time, on August 3, 2012, unless extended or earlier terminated (such time and date, as the same may be extended, the "early tender date") will be eligible to receive a total consideration of $1,041.25 per $1,000 principal amount of senior notes tendered (the "total consideration"). Holders who validly tender their senior notes after the early tender date but on or before the expiration date will be eligible to receive consideration of $1,011.25 per $1,000 principal amount of senior notes tendered, which is equal to the total consideration minus an early tender premium of $30.00 per $1,000 principal amount of senior notes.

Holders will be eligible to receive accrued and unpaid interest from and including the most recent interest payment date for the senior notes to, but not including, the settlement date for the senior notes they tendered in the tender offer. The payment date for senior notes accepted for purchase will occur promptly after the expiration date, and is expected to be August 20, 2012.

The obligation of Bausch + Lomb to accept for purchase, and to pay for, senior notes validly tendered pursuant to the tender offer is subject to, and conditioned upon, the satisfaction or waiver of certain conditions as set forth in the Bausch + Lomb Offer to Purchase dated July 23, 2012, including completion of the drawdown of the delayed draw term loan and other customary conditions.

If holders of senior notes validly tender (and do not validly withdraw), in the aggregate, more than the maximum tender amount, Bausch + Lomb will only accept for purchase an aggregate amount of senior notes equal to the maximum tender amount, and the amount purchased from each holder of senior notes will be prorated accordingly.

Senior notes delivered pursuant to the tender offer may be validly withdrawn at any time on or before 5 p.m., New York City time, on August 3, 2012.

The complete terms and conditions of the tender offer are described in the Bausch + Lomb Offer to Purchase dated July 23, 2012, copies of which may be obtained by contacting Global Bondholder Services Corporation, which is acting as the tender and information agent for the tender offer (the "tender and information agent"), at (866) 470-4500 (toll-free). Bausch + Lomb has engaged Citigroup to serve as dealer manager for the tender offer (the "dealer manager"). Questions regarding the terms of the tender offer may be directed to Citigroup at (800) 558-3745 (toll-free) or (212) 723-6106 (collect).

None of Bausch + Lomb, the dealer manager or the tender and information agent make any recommendation as to whether holders should tender their senior notes pursuant to the tender offer, and no one has been authorized by any of them to make any such recommendation. Holders must make their own decision as to whether to tender senior notes, and, if so, the principal amount of senior notes to tender.

This press release does not constitute an Offer to Purchase or a solicitation of an Offer to Sell our senior notes or other securities, nor shall there be any purchase of senior notes in any state or jurisdiction in which such offer, solicitation or purchase would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The tender offer is being made solely by and pursuant to the Bausch + Lomb Offer to Purchase dated July 23, 2012.

About Bausch + Lomb

Bausch + Lomb is one of the best-known and most respected healthcare companies in the world. Its core businesses include contact lenses and lens care products, ophthalmic surgical devices and instruments, and ophthalmic pharmaceuticals. Founded in 1853, the company is headquartered in Rochester, NY, and employs more than 11,000 people worldwide. Its products are available in more than 100 countries. More information is available at www.bausch.com.

Forward-Looking Statements

Some of the statements in this press release and in Bausch + Lomb's Offer to Purchase contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, or the "Securities Act," and Section 21E of the Securities Exchange Act of 1934, as amended, or the "Exchange Act." Forward-looking statements are often characterized by the use of words such as "believe," "estimate," "expect," "project," "may," "intend," "plan" or "anticipate." Such forward-looking statements involve known and unknown risks, uncertainties, assumptions and other important factors that could cause Bausch + Lomb's actual results, performance or achievements to be materially different from historical results, any future results, or performance or achievements expressed or implied by such forward-looking statements. When considering these forward-looking statements, holders of senior notes should keep in mind the cautionary statements in the Offer to Purchase. In addition, new risks and uncertainties may arise from time to time. Accordingly, all forward-looking statements should be evaluated with an understanding of their inherent uncertainty. All subsequent written and oral forward-looking statements attributable to Bausch + Lomb or persons acting on Bausch + Lomb's behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements included herein are made only as of the date of this press release, and Bausch + Lomb does not undertake any obligation to release publicly any revisions to such forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

News Media Contact:

Elizabeth Murphy
Director, Corporate Communications and Public Affairs
(585) 338-8528 or Elizabeth.Murphy@bausch.com

Investor Relations Contact:

Daniel Ritz
Bausch + Lomb Investor Relations
(585) 338-5802 or Daniel.Ritz@bausch.com

SOURCE Bausch + Lomb


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