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INCOME TAXES
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The components of Loss before income taxes for 2023, 2022 and 2021 consist of:
(in millions)202320222021
Domestic$(382)$64 $(323)
Foreign(8)(193)(701)
$(390)$(129)$(1,024)
The components of (Provision for) benefit from income taxes for 2023, 2022 and 2021 consist of:
(in millions)202320222021
Current:   
Domestic$(21)$(15)$(23)
Foreign(194)(256)74 
(215)(271)51 
Deferred: 
Domestic(21)14 20 
Foreign15 174 16 
(6)188 36 
$(221)$(83)$87 
The (Provision for) benefit from income taxes differs from the expected amount calculated by applying the Company’s Canadian statutory rate of 26.9% to Loss before income taxes for 2023, 2022 and 2021 as follows:
(in millions)202320222021
Loss before income taxes$(390)$(129)$(1,024)
(Provision for) benefit from income taxes
Expected benefit from income taxes at Canadian statutory rate$105 $35 $275 
Non-deductible amount of share-based compensation(19)(19)(9)
Adjustments to tax attributes32 53 (59)
Change in valuation allowance related to foreign tax credits and NOLs
(6)100 28 
Change in valuation allowance on Canadian deferred tax assets and tax rate changes
(158)24 40 
Change in uncertain tax positions(28)(50)112 
Foreign tax rate differences(42)(57)(198)
Non-deductible portion of Goodwill impairments(104)(175)(99)
Other(1)6 (3)
$(221)$(83)$87 
Other consists adjustments affecting the tax provision such as those related to the filing of tax returns which are not material.
Deferred tax assets and liabilities as of December 31, 2023 and 2022 consist of:
(in millions)20232022
Deferred tax assets:  
Tax loss carryforwards$3,357 $2,872 
Provisions629 859 
Debt discounts and deferred financing costs342 370 
Research and development tax credits97 140 
Scientific Research and Experimental Development pool51 48 
Tax credit carryforwards17 14 
Deferred revenue— 2 
Prepaid expenses23 26 
Share-based compensation20 22 
Other16 24 
Total deferred tax assets4,552 4,377 
Less valuation allowance(2,254)(2,023)
Deferred tax assets net of valuation allowance2,298 2,354 
Deferred tax liabilities: 
Intangible assets173 191 
Plant, equipment and technology51 74 
Outside basis differences138 125 
Total deferred tax liabilities362 390 
Net deferred tax asset$1,936 $1,964 
The following table presents a reconciliation of the deferred tax asset valuation allowance:
(in millions)202320222021
Balance, beginning of year$2,023 $2,222 $2,252 
Charged to Benefit from income taxes164 (124)(63)
Charged to other accounts67 (75)33 
Balance, end of year$2,254 $2,023 $2,222 
The Company’s U.S. interest expense is subject to limitation rules which limit U.S. interest expense to 30% of adjusted taxable income, defined similar to EBITDA through 2021 and EBIT thereafter. Disallowed interest can be carried forward indefinitely and any unused interest deduction assessed for recoverability.
The Company has provided for income taxes in accordance with guidance issued by accounting regulatory bodies, the U.S. Internal Revenue Service and state and local governments through the date of the issuance of these Consolidated Financial Statements. Additional guidance and interpretations can be expected and such guidance, if any, could impact future results. While management continues to monitor these matters, the ultimate impact, if any, as a result of the application of any guidance issued in the future cannot be determined at this time.
The realization of deferred tax assets is dependent on the Company generating sufficient domestic and foreign taxable income in the years that the temporary differences become deductible. A valuation allowance has been provided for the portion of the deferred tax assets that the Company determined is more likely than not to remain unrealized based on estimated future taxable income and tax planning strategies. In 2023, the valuation allowance increased $231 million primarily due to book taxable loss in Canada and an increase for state tax losses expected to be unusable in the United States. In 2022, the valuation allowance decreased by $199 million primarily due to book taxable income in Canada and the expiration of tax losses in the United States.
As of December 31, 2023 and 2022, the Company had accumulated taxable losses available to offset future years’ federal and provincial taxable income in Canada of approximately $6,579 million and $5,878 million, respectively. As of December 31, 2023 and 2022, unclaimed ITCs available to offset future federal taxes in Canada were approximately $28 million and $27 million, respectively, which expire in the years 2023 through 2043. In addition, as of December 31, 2023 and 2022, pooled SR&ED expenditures available to offset against future taxable income in Canada were approximately $192 million and $188 million, respectively, which may be carried forward indefinitely. As of December 31, 2023, a full valuation allowance against the net Canadian deferred tax assets on the parent company (BHCI) and the Bausch + Lomb parent company (B+L Corporate Canada) has been provided of $2,045 million and as of December 31, 2022, on BHCI of $1,869 million.
As of December 31, 2023 and 2022, the Company had accumulated taxable losses available to offset future years’ federal taxable income in the U.S. of approximately $491 million and $241 million, respectively, including acquired losses which expire in the years 2024 through 2033. While the remaining taxable losses are subject to multiple annual loss limitations as a result of previous ownership changes, the Company believes that the recoverability of the deferred tax assets associated with these taxable losses are more likely than not to be realized. As of December 31, 2023 and 2022 U.S. research and development credits available to offset future years’ federal income taxes in the U.S. were approximately $31 million and $75 million, respectively, which includes acquired research and development credits and which expire in the years 2024 through 2042.
As of December 31, 2023 and 2022, the Company had accumulated taxable losses available to offset future years’ taxable income in Ireland of approximately $12,164 million and $10,691 million, respectively.
The Company provides for income taxes on the unremitted earnings of its direct foreign affiliates except for its direct U.S. subsidiaries. The Company continues to assert that the unremitted earnings of its U.S. subsidiaries will be permanently reinvested and not repatriated. As of December 31, 2023, the Company estimates that there will be no tax liability attributable to unremitted earnings of its U.S. subsidiaries. However, future distributions could be subject to U.S. withholding tax.
As of December 31, 2023 and 2022, unrecognized tax benefits (including interest and penalties) were $918 million and $881 million, of which $414 million and $384 million would affect the effective income tax rate, respectively. In 2023 and 2022, the remaining unrecognized tax benefits would not impact the effective tax rate as the tax positions are offset against existing tax attributes or are timing in nature. In 2023 and 2022, the Company recognized net increases to unrecognized tax benefits for current year tax positions of $6 million and $156 million, respectively. The Company recognized a net increase
of $31 million during 2023 and a net reduction of $203 million during 2022 in the unrecognized tax benefits related to tax positions taken in the prior years.
The Company provides for interest and penalties related to unrecognized tax benefits in the provision for income taxes. As of December 31, 2023 and 2022, accrued interest and penalties related to unrecognized tax benefits were approximately $51 million and $32 million, respectively. In 2023, the Company recognized a net increase of approximately $19 million and, in 2022, recognized a decrease of $9 million of interest and penalties, respectively.
The Company and one or more of its subsidiaries file federal income tax returns in Canada, the U.S., and other foreign jurisdictions, as well as various provinces and states in Canada and the U.S. The Company and its subsidiaries have open tax years, primarily from 2012 to 2023, with significant taxing jurisdictions, respectively, including Canada and the U.S. These open years contain certain matters that could be subject to differing interpretations of applicable tax laws and regulations and tax treaties, as they relate to the amount, timing, or inclusion of revenues and expenses, or the sustainability of income tax positions of the Company and its subsidiaries. Certain of these tax years are expected to remain open indefinitely.
Jurisdiction:Open Years
United States - Federal
2015 - 2023
Canada
2012 - 2023
Germany
2014 - 2023
France
2013 - 2023
Ireland
2018 - 2023
Australia
2018 - 2023
Luxembourg
2017 - 2021
The Internal Revenue Service (the “IRS”) completed its examinations of the Company’s U.S. consolidated federal income tax returns for the years 2013 and 2014. There were no material adjustments to the Company’s taxable income as a result of these examinations. However, the 2014 tax year remains open to the extent of a 2017 capital loss carried back to that year. The Company’s annual tax filings for 2015 and 2016 and short period tax return for the period ended September 8, 2017, which was filed as a result of the Company’s internal restructuring efforts during 2017 is currently under IRS examination. As part of its examination, the Company received a notice of proposed adjustment from the IRS that would disallow the 2017 Capital Loss resulting from its internal restructuring. The Company has contested this proposed tax deficiency through the IRS administrative appeals process, and if necessary, will continue to contest any proposed tax deficiency through appropriate litigation. Accordingly, no income tax provision has been recorded as of December 31, 2023. If the Company were ultimately unsuccessful in defending its position, and all or a substantial portion of the 2017 capital loss deduction were disallowed, the Company estimates, in a worst-case scenario, that it could be liable for additional income taxes (excluding penalties and interest) of up to $2,100 million, which could have an adverse effect on the Company’s financial condition and results of operations.
In January 2023, as part of an alternative dispute resolution process with the IRS, the Company has reached a tentative settlement on the 2017 Capital Loss. This tentative settlement is subject to further review and approvals before it is finalized. The Company expects that the tentative settlement, if finalized without further modification, will affect the Company’s 2024 income tax provision, and while such settlement may be material to the Company’s results of operations or cash flows in the quarter in which it is recorded, will not be material to its results of operations or cash flows for the year ended December 31, 2024.
The Company is currently under examination by the Canada Revenue Agency (“CRA”) for five separate cycles: (a) years 2012 through 2013 (b) years 2014 through 2015, (c) years 2016 through 2017, (d) years 2018 through 2019 and (e) years 2020 through 2021. The Company received an assessment for certain transfer pricing matters in 2012 and 2013 for CAD 85 million and CAD 90 million, respectively. The Company disagrees with the adjustments and has filed a Notice of Objection for 2012 and 2013. The Company settled certain transfer pricing matters relating the 2015 and 2016 tax years resulting in a reduction to its NOLs of approximately CAD 21 million for 2015 and CAD 23 million for 2016. The adjustments for 2015 and 2016 will reduce NOLs currently offset by a full valuation allowance. In December 2023, the Company settled certain transfer pricing matters related to 2017 and 2018 tax years resulting in a reduction of NOLs of approximately CAD 26 million for 2017 and CAD 15 million for 2018.

The Company’s subsidiaries in Germany are under audit for tax years 2014 through 2016. At this time, the Company does not expect that proposed adjustments, if any, would be material to the Company’s Consolidated Financial Statements. In
January 2023, the German tax authorities opened an audit of the Company’s subsidiaries in Germany for tax years 2017 through 2019.
On November 8, 2022, the Company’s affiliate in Netherlands received an assessment from the Luxembourg Tax Authorities as successor in interest to its affiliate in Luxembourg for tax years 2018 – 2019 for €271.7 million. The Company is vigorously defending its position and no reserves have been recorded.
The Company’s subsidiaries in Australia were under audit by the Australian Tax Office for various years beginning in 2010. On August 8, 2017, the Australian Taxation Office (“ATO”) issued a notice of assessment for the tax years 2011 through 2017 in the aggregate amount of $117 million, which includes penalties and interest. On April 13, 2022, the Company and the ATO entered into a settlement agreement resulting in an immaterial income tax provision.
The Company’s U.S. affiliates remain under examination for various state tax audits in the U.S. for years 2015 through 2022.
Certain affiliates of the Company in regions outside of Canada, the U.S., Germany, Luxembourg and Australia are currently under examination by relevant taxing authorities, and all necessary accruals have been recorded, including uncertain tax benefits. At this time, the Company does not expect that proposed adjustments, if any, would be material to the Company’s Consolidated Financial Statements.
The following table presents a reconciliation of the unrecognized tax benefits:
(in millions)202320222021
Balance, beginning of year$881 $927 $1,025 
Additions based on tax positions related to the current year6 156 79 
Additions for tax positions of prior years50 10 121 
Reductions for tax positions of prior years(15)(127)(129)
Lapse of statute of limitations(4)(85)(169)
Balance, end of year$918 $881 $927 
The Company believes it is reasonably possible that the total amount of unrecognized tax benefits at December 31, 2023 could decrease by approximately $30 million in the next twelve months as a result of the resolution of certain tax and transfer pricing audits and other events.