| Item 1(a). | Name of Issuer: |
Bausch Health Companies Inc. (the “Issuer”)
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
2150 St. Elzéar Blvd. West, Laval, Québec, Canada H7L 4A8
| Item 2(a). | Name of Person Filing |
This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
i) Glenview Capital Management, LLC (“Glenview Capital Management”);
ii) Larry Robbins (“Mr. Robbins”).
T
his Statement relates to Shares (as defined herein) held for the accounts of Glenview Capital Partners, L.P., a Delaware limited partnership (“Glenview Capital Partners”), Glenview Capital Master Fund, Ltd., a Cayman Islands exempted company (“Glenview Capital Master Fund”), Glenview Institutional Partners, L.P., a Delaware limited partnership (“Glenview Institutional Partners”), Glenview Offshore Opportunity Master Fund, Ltd., a Cayman Islands exempted company (“Glenview Offshore Opportunity Master Fund”), Glenview Capital Opportunity Fund, L.P., a Delaware limited partnership (“Glenview Capital Opportunity Fund”), GCM Equity Master Fund LP, a Cayman Islands exempted limited partnership (“GCM Master Fund”), and Glenview Healthcare Partners, L.P., a Delaware limited partnership (“Glenview Healthcare Partners”).
Glenview Capital Management serves as investment manager to each of Glenview Capital Partners, Glenview Capital Master Fund, Glenview Institutional Partners, Glenview Offshore Opportunity Master Fund, Glenview Capital Opportunity Fund, GCM Master Fund and Glenview Healthcare Partners. Mr. Robbins is the Chief Executive Officer of Glenview Capital Management.
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
The address of the principal business office of each of Glenview Capital Management and Mr. Robbins is 767 Fifth Avenue, 44th Floor, New York, New York 10153.
i) Glenview Capital Management is a Delaware limited liability company;
ii) Mr. Robbins is a citizen of the United States of America.
| Item 2(d). | Title of Class of Securities: |
Common Shares, no par value (the “Shares”)
| Item 3. | If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: |
This Item 3 is not applicable.
| Item 4(a) | Amount Beneficially Owned: |
As of April 8, 2020, Glenview Capital Management and Mr. Robbins may be deemed the beneficial owner of 18,024,830 Shares. This amount consists of: (A) 500,268 Shares held for the account of Glenview Capital Partners; (B) 6,522,652 Shares held for the account of Glenview Capital Master Fund; (C) 1,384,424 Shares held for the account of Glenview Institutional Partners; (D) 4,022,176 Shares held for the account of Glenview Offshore Opportunity Master Fund; (E) 4,646,775 Shares held for the account of Glenview Capital Opportunity Fund; (F) 888,718 Shares held for the account of GCM Master Fund; and (G) 59,817 Shares held for the account of Glenview Healthcare Partners.
| Item 4(b) | Percent of Class: |
As of April 8, 2020, each of the Reporting Persons may be deemed the beneficial owner of approximately 5.10% of Shares outstanding. (There were 353,356,114 Shares outstanding as of March 2, 2020, according to the Issuer’s annual proxy statement on Schedule 14A, filed on March 16, 2020.)
| Item 4(c) | Number of Shares as to which such person has: |
| (i) Sole power to vote or direct the vote: | 0 |
| (ii) Shared power to vote or direct the vote: | |
| (iii) Sole power to dispose or direct the disposition of: | 0 |
| (iv) Shared power to dispose or direct the disposition of: | |
| Item 5. | Ownership of Five Percent or Less of a Class: |
This Item 5 is not applicable.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
See disclosure in Items 2 and 4 hereof. Certain funds listed in Item 2(a) are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: |
See disclosure in Item 2 hereof.
| Item 8. | Identification and Classification of Members of the Group: |
This Item 8 is not applicable.
| Item 9. | Notice of Dissolution of Group: |
This Item 9 is not applicable.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
