Daily News: May 28, 2013

Goldman Commits Debt to Support Valeant, Bausch + Lomb Deal

Valeant Pharmaceuticals International and Bausch + Lomb Holdings, the global eye health company, announced that they have entered into a definitive agreement under which Valeant will acquire Bausch + Lomb for $8.7 billion in cash. Bausch + Lomb will retain its name and become a division of Valeant.

Valeant said the transaction will be financed with debt and approximately $1.5 billion to $2 billion of new equity. Valeant said it has secured fully committed debt financing for the transaction from Goldman Sachs Bank USA. Taking into account the anticipated equity raise, Valeant’s debt to pro forma adjusted EBITDA ratio will be approximately 4.6 times.

Under terms of the agreement, which was unanimously approved by the board of directors of both companies, Valeant will pay aggregate consideration of $8.7 billion in cash, of which approximately $4.5 billion will go to an investor group led by Warburg Pincus and approximately $4.2 billion will be used to repay Bausch + Lomb’s outstanding debt.

The transaction, which is expected to close in the third quarter, is subject to customary closing conditions and regulatory approvals.

Skadden, Arps, Slate, Meagher & Flom and Osler, Hoskin & Harcourt served as Valeant’s legal counsel, and Bausch + Lomb was advised by Cleary Gottlieb Steen & Hamilton. Goldman Sachs and J. P. Morgan Securities acted as financial advisors to Bausch + Lomb.

To read the entire Valenat Pharmaceuticals International news release, click here.