<SEC-DOCUMENT>0001013594-25-000695.txt : 20250521
<SEC-HEADER>0001013594-25-000695.hdr.sgml : 20250521
<ACCEPTANCE-DATETIME>20250521193912
ACCESSION NUMBER:		0001013594-25-000695
CONFORMED SUBMISSION TYPE:	SCHEDULE 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20250521
DATE AS OF CHANGE:		20250521

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Bausch Health Companies Inc.
		CENTRAL INDEX KEY:			0000885590
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		ORGANIZATION NAME:           	03 Life Sciences
		EIN:				000000000
		STATE OF INCORPORATION:			NJ
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-45947
		FILM NUMBER:		25974469

	BUSINESS ADDRESS:	
		STREET 1:		2150 ST. ELZEAR BLVD. WEST
		STREET 2:		LAVAL
		CITY:			QUEBEC
		STATE:			A8
		ZIP:			H7L 4A8
		BUSINESS PHONE:		514-744-6792

	MAIL ADDRESS:	
		STREET 1:		2150 ST. ELZEAR BLVD. WEST
		STREET 2:		LAVAL
		CITY:			QUEBEC
		STATE:			A8
		ZIP:			H7L 4A8

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Valeant Pharmaceuticals International, Inc.
		DATE OF NAME CHANGE:	20100928

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BIOVAIL Corp
		DATE OF NAME CHANGE:	20100416

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BIOVAIL CORP INTERNATIONAL
		DATE OF NAME CHANGE:	19960522

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			PAULSON & CO. INC.
		CENTRAL INDEX KEY:			0001035674
		ORGANIZATION NAME:           	
		EIN:				133796759
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D/A

	BUSINESS ADDRESS:	
		STREET 1:		15 EXCHANGE PLACE
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302
		BUSINESS PHONE:		212-956-2221

	MAIL ADDRESS:	
		STREET 1:		15 EXCHANGE PLACE
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PAULSON & CO INC
		DATE OF NAME CHANGE:	19970313
</SEC-HEADER>
<DOCUMENT>
<TYPE>SCHEDULE 13D/A
<SEQUENCE>1
<FILENAME>primary_doc.xml
<TEXT>
<XML>
<?xml version="1.0" encoding="UTF-8"?><edgarSubmission xmlns="http://www.sec.gov/edgar/schedule13D" xmlns:com="http://www.sec.gov/edgar/common">
<headerData>
<submissionType>SCHEDULE 13D/A</submissionType>
<previousAccessionNumber>0001013594-17-000438</previousAccessionNumber>
<filerInfo>
<filer>
<filerCredentials>
<cik>0001035674</cik>
<ccc>XXXXXXXX</ccc>
</filerCredentials>
</filer>
<liveTestFlag>LIVE</liveTestFlag>



</filerInfo>
</headerData>
<formData>
<coverPageHeader>
<amendmentNo>3</amendmentNo>
<securitiesClassTitle>Common Shares, no par value</securitiesClassTitle>
<dateOfEvent>05/20/2025</dateOfEvent>
<previouslyFiledFlag>false</previouslyFiledFlag>
<issuerInfo>
<issuerCIK>0000885590</issuerCIK>
<issuerCUSIP>071734107</issuerCUSIP>
<issuerName>Bausch Health Companies Inc.</issuerName>
<address>
<com:street1>2150 ST. ELZEAR BLVD. WEST</com:street1>
<com:street2>LAVAL</com:street2>
<com:city>QUEBEC</com:city>
<com:stateOrCountry>A8</com:stateOrCountry>
<com:zipCode>H7L 4A8</com:zipCode>
</address>
</issuerInfo>
<authorizedPersons>
<notificationInfo>
<personName>Kelly Zelezen, Esq.</personName>
<personPhoneNum>(212) 986-6000</personPhoneNum>
<personAddress>
<com:street1>Kleinberg, Kaplan, Wolff &amp; Cohen, P.C.</com:street1>
<com:street2>500 Fifth Avenue</com:street2>
<com:city>New York</com:city>
<com:stateOrCountry>NY</com:stateOrCountry>
<com:zipCode>10110</com:zipCode>
</personAddress>
</notificationInfo>
</authorizedPersons>
</coverPageHeader>
<reportingPersons>
<reportingPersonInfo>
<reportingPersonCIK>0001035674</reportingPersonCIK>
<reportingPersonName>PAULSON &amp; CO. INC.</reportingPersonName>
<fundType>OO</fundType>
<citizenshipOrOrganization>DE</citizenshipOrOrganization>
<soleVotingPower>26439035</soleVotingPower>
<sharedVotingPower>0</sharedVotingPower>
<soleDispositivePower>26439035</soleDispositivePower>
<sharedDispositivePower>0</sharedDispositivePower>
<aggregateAmountOwned>26439035</aggregateAmountOwned>
<isAggregateExcludeShares>N</isAggregateExcludeShares>
<percentOfClass>7.1</percentOfClass>
<typeOfReportingPerson>CO</typeOfReportingPerson>
<commentContent>(1) See Note 1 to Item 5 below.</commentContent>
</reportingPersonInfo>
</reportingPersons>
<items1To7>
<item1>
<securityTitle>Common Shares, no par value</securityTitle>
<issuerName>Bausch Health Companies Inc.</issuerName>
<issuerPrincipalAddress>
<com:street1>2150 ST. ELZEAR BLVD. WEST</com:street1>
<com:street2>LAVAL</com:street2>
<com:city>QUEBEC</com:city>
<com:stateOrCountry>A8</com:stateOrCountry>
<com:zipCode>H7L 4A8</com:zipCode>
</issuerPrincipalAddress>
<commentText>The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned ("Amendment No. 3"). This Amendment No. 3 amends the Schedule 13D as specifically set forth herein.</commentText>
</item1>
<item2>
<filingPersonName>Paulson &amp; Co. Inc. (the "Reporting Person" or "Paulson").</filingPersonName>
<principalBusinessAddress>The principal business address of the Reporting Person is 15 Exchange Place, Jersey City, NJ 07302.</principalBusinessAddress>
<principalJob>Paulson furnishes investment advice to and manages onshore and offshore pooled investment vehicles and to separately managed accounts (collectively, such pooled investment vehicles and accounts shall be referred to as the "Funds"). John Paulson is the Portfolio Manager and sole Director of the Reporting Person, and is the only director, executive officer and/or control person of the Reporting Person (the "Instruction C Person").</principalJob>
<hasBeenConvicted>Neither the Reporting Person nor the Instruction C Person has, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).</hasBeenConvicted>
<convictionDescription>Neither the Reporting Person nor the Instruction C Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.</convictionDescription>
<citizenship>Paulson is a Delaware corporation. The Instruction C Person is a citizen of the United States of America.</citizenship>
</item2>
<item4>
<transactionPurpose>Item 4 is amended and supplemented by adding the following information: &#13;
&#13;
The disclosure set forth below in Item 6 is incorporated herein by reference.</transactionPurpose>
</item4>
<item5>
<percentageOfClassSecurities>The aggregate percentage of Common Shares reported owned by the Reporting Person is based upon approximately 367,933,897 Common Shares outstanding as of February 14, 2025, which is the total number of Common Shares outstanding as disclosed on the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2025. As of the date hereof, the Reporting Person may be deemed to have beneficially owned approximately 7.1% of the outstanding Common Shares.</percentageOfClassSecurities>
<numberOfShares>Number of Common Shares as to which Paulson has:&#13;
&#13;
(i) Sole power to vote or direct the vote: 26,439,035 (see Note 1).&#13;
(ii) Shared power to vote or direct the vote: 0&#13;
(iii) Sole power to dispose or direct the disposition: 26,439,035 (see Note 1).&#13;
(iv) Shared power to dispose or direct the disposition: 0</numberOfShares>
<transactionDesc>No transaction in the Common Shares of the Issuer have been effected by the Reporting Person during the past sixty (60) days.</transactionDesc>
<listOfShareholders>See Note 1.</listOfShareholders>
<date5PercentOwnership>Not applicable.&#13;
&#13;
Note 1: Paulson furnishes investment advice to and manages the Funds. In its role as investment advisor, or manager, as the case may be, Paulson possesses voting and investment power over the securities of the Issuer described in this Schedule 13D that are owned by the Funds. The pecuniary interest of all securities reported in this Schedule 13D is owned by the Funds. Except for the purposes of determining beneficial ownership under Section 13(d) of the Securities Exchange Act of 1934, as amended, Paulson disclaims beneficial ownership of all securities reported in this Schedule 13D.   &#13;
&#13;
For reporting purposes, the aggregate amount of Common Shares deemed to be beneficially owned by the Reporting Person is calculated based on an aggregate 26,439,035 Common Shares held by the Reporting Person as of the date hereof.</date5PercentOwnership>
</item5>
<item6>
<contractDescription>Item 6 is hereby amended and supplemented by adding the following information:&#13;
&#13;
On May 20, 2025, the Issuer and John Paulson, the principal of the Reporting Person (together, the "Group"), entered into a letter agreement (the "Letter Agreement"), in Mr. Paulson's capacity as an overlapping director on the Board of Directors of the Company (the "BHC Board") and the Board of Directors of Bausch + Lomb Corporation ("B+L" and the B+L board, the "B+L Board"). Pursuant to the Letter Agreement, the Group has agreed that, if it engages in a "Specified Action" then Mr. Paulson shall immediately tender his resignation from the BHC Board and the B+L Board.&#13;
&#13;
In addition, under the Letter Agreement, so long as no member of the Group has engaged in a Specified Action, the Issuer has agreed (i) if such person or member of the Group (each a "Group Designee") is named as a management nominee for election to the B+L Board at any meeting of shareholders of B+L, then the Issuer shall vote (or cause to be voted) all voting securities of B+L owned or controlled by the Issuer for such Group Designee, and (ii) such Group Designee will also have the right to be appointed to any newly-created committees of the BHC Board, absent actual conflicts of interest.&#13;
&#13;
As used in the Letter Agreement, "Specified Actions" include any of the following: (i) knowingly instigating or supporting any proxy contest against the Issuer regarding any matter; (ii) presenting (or requesting to present) at any meeting of the Issuer's shareholders any proposal for consideration for action by shareholders or engaging in any solicitation of proxies or consents; (iii) granting any proxy, consent or other authority to vote with respect to any matters or depositing any voting securities in a voting trust or subjecting them to a voting agreement (subject to certain exceptions); (iv) seeking, or encouraging any person, to submit nominations in furtherance of a contested solicitation for the election or removal of directors of the Issuer; or (v) acquiring, offering or proposing to acquire any voting securities or rights to acquire any voting securities that would result in the Group beneficially owning more than 19.99% of then-outstanding common shares of the Issuer (subject to certain exceptions). &#13;
&#13;
The foregoing description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the Letter Agreement, a copy of which was filed by the Issuer as Exhibit 10.3 to its Current Report on Form 8-K on May 21, 2025, and which is incorporated herein by reference.</contractDescription>
</item6>
<item7>
<filedExhibits>Exhibit 99.1:  Letter Agreement by and among Bausch Health Companies Inc. and John Paulson, dated May 20, 2025 (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by the Issuer with the SEC on May 21, 2025).</filedExhibits>
</item7>
</items1To7>
<signatureInfo>
<signaturePerson>
<signatureReportingPerson>PAULSON &amp; CO. INC.</signatureReportingPerson>
<signatureDetails>
<signature>/s/ Stuart L. Merzer</signature>
<title>Stuart L. Merzer, General Counsel &amp; Chief Compliance Officer</title>
<date>05/21/2025</date>
</signatureDetails>
</signaturePerson>
</signatureInfo>
</formData>
</edgarSubmission>
</XML>
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
