INTANGIBLE ASSETS AND GOODWILL

9 Months Ended

Sep. 30, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

The major components of intangible assets consist of:


	September 30, 2025						December 31, 2024
(in millions)	Gross Carrying Amount		Accumulated Amortization and Impairments		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization and Impairments		Net Carrying Amount
Finite-lived intangible assets:
Product brands	$	22,554	$	(19,786)	$	2,768	$	22,446	$	(19,026)	$	3,420
Corporate brands	1,002		(769)		233		988		(701)		287
Product rights/patents	3,268		(3,250)		18		3,255		(3,224)		31
Partner relationships, technology and other	392		(379)		13		370		(355)		15
Total finite-lived intangible assets	27,216		(24,184)		3,032		27,059		(23,306)		3,753
Acquired in-process research and development	100		—		100		100		—		100
B&L Trademark	1,698		—		1,698		1,698		—		1,698
	$	29,014	$	(24,184)	$	4,830	$	28,857	$	(23,306)	$	5,551

Long-lived assets with finite lives are tested for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Impairment charges associated with these assets are included in Asset impairments in the Condensed Consolidated Statements of Operations. The Company continues to monitor the recoverability of its finite-lived intangible assets and tests the intangible assets for impairment if indicators of impairment are present. The Company estimates the fair values of long-lived assets with finite lives using an undiscounted cash flow model which utilizes Level 3 unobservable inputs. The undiscounted cash flow model relies on assumptions regarding revenue growth rates, gross profit, selling, general and administrative expenses and research and development expenses.

Asset impairments for the three and nine months ended September 30, 2025 were not material.

There were no asset impairments for the three months ended September 30, 2024. Asset impairments for the nine months ended September 30, 2024 were $6 million and primarily related to the discontinuance of a certain product brand.

Xifaxan® intangible assets included in the unaudited Condensed Consolidated Balance Sheets had a carrying value of $1,212 million and an estimated remaining useful life of 27 months as of September 30, 2025. The Company has filed lawsuits against third-party generic manufacturers that have sent the Company Notices of Paragraph IV Certification for Xifaxan®. See “Xifaxan® Paragraph IV Proceedings” of Note 18, “LEGAL PROCEEDINGS”.

It is possible that the Xifaxan® Generics Litigation and other potential future developments: (i) may adversely impact the estimated future cash flows associated with these products, which could result in an impairment of the value of these intangible assets in one or more future periods and (ii) may result in shortened useful lives of the Xifaxan® intangible assets, which would increase amortization expense in future periods. Any such impairment or shortening of the useful lives of Xifaxan® could be material to the results of operations of the Company in the period or periods in which they were to occur.

Estimated amortization expense of finite-lived intangible assets for the remainder of 2025 and each of the five succeeding years ending December 31 and thereafter is as follows:


(in millions)	Remainder of 2025		2026		2027		2028		2029		2030		Thereafter		Total
Amortization	$	234	$	879	$	841	$	244	$	228	$	223	$	383	$	3,032

Goodwill

The changes in the carrying amounts of goodwill during the nine months ended September 30, 2025 and the year ended December 31, 2024 were as follows:


(in millions)	Salix		International		Solta Medical		Diversified		Bausch + Lomb		Total
Balance, January 1, 2024	$	3,159	$	862	$	115	$	1,733	$	5,314	$	11,183
Additions	—		—		—		—		29		29
Foreign exchange and other	—		(70)		—		26		(81)		(125)
Balance, December 31, 2024	3,159		792		115		1,759		5,262		11,087


Foreign exchange and other	—		99		—		(33)		134		200
Balance, September 30, 2025	$	3,159	$	891	$	115	$	1,726	$	5,396	$	11,287

Goodwill is not amortized but is tested for impairment at least annually on October 1st at the reporting unit level. A reporting unit is the same as, or one level below, an operating segment. The Company performs its annual impairment test by first assessing qualitative factors. Where the qualitative assessment suggests that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative fair value test is performed for that reporting unit (Step 1).

2024 Annual Impairment Test

The Company performed its annual goodwill impairment test as of October 1, 2024. Given the current market conditions and trends in business performance of the Generics and Dermatology reporting units and there being no headroom resulting from the previous quantitative assessments for these reporting units, the Company elected to perform separate quantitative fair value tests. For the Company’s remaining reporting units, the Company conducted its annual goodwill impairment test as of October 1, 2024, by first assessing qualitative factors. Based on its qualitative assessment as of October 1, 2024, management believed that, it was more likely than not that the carrying amounts of its remaining reporting units were less than their respective fair values and therefore concluded that a quantitative fair value test for the remaining reporting units was not required.

June 30, 2025 Interim Assessments

As part of its interim goodwill impairment assessment, the Company considered among other matters, the decline in the market capitalization of Bausch +Lomb during the period October 1, 2024 (the last time goodwill was tested for all reporting units) through June 30, 2025. The length and lack of recovery from this decline in market capitalization, in comparison to the performance of the overall equity markets was sufficient to suggest that the decline in market capitalization could be an indicator that the fair value of a reporting unit or units of its Bausch + Lomb segment could be less than their carrying amounts.

The quantitative fair value tests utilized Bausch + Lomb’s most recent cash flow projections for each of its reporting units which reflected current market conditions and current trends in business performance. The quantitative assessment utilized long-term growth rate of 3.0% and discount rates ranging from 10.00% to 11.50%, in estimation of the fair value of the reporting units. After completing the testing, the fair value of each of these reporting units exceeded its carrying value by more than 25%, and, therefore, there was no impairment to goodwill.

September 30, 2025 Interim Assessments

No events occurred or circumstances changed during the three months ended September 30, 2025 that would indicate that the fair value of any reporting unit might be below its carrying value. However, if market conditions deteriorate, or if the Company is unable to execute its strategies, it may be necessary to record impairment charges in the future and any such charges could be material.

Accumulated goodwill impairment charges through September 30, 2025 were $5,497 million.