Bausch Health Announces Closing Of Senior Secured Notes And Add-On Unsecured Notes, As Well As Redemption Of Existing Senior Notes

On March 8, 2019 Bausch Health Companies Inc. (NYSE/TSX: BHC) ("Bausch Health" or the "Company") reported that it has closed its previously announced offering of $500,000,000 aggregate principal amount of 5.750% senior secured notes due 2027 (the "Secured Notes") and that Bausch Health Americas, Inc. (f/k/a Valeant Pharmaceuticals International) ("BHA"), the Company’s wholly owned indirect subsidiary, has closed its previously announced offering of $1,000,000,000 aggregate principal amount of 8.500% senior unsecured notes due 2027 (the "Unsecured Notes" and, together with the Secured Notes, the "Notes") (Press release, Valeant, MAR 8, 2019, View Source [SID1234534160]). The Unsecured Notes are additional notes and form part of the same series as BHA’s existing 8.500% senior notes due 2027. Bausch Health intends to use the net proceeds from the offerings of the Notes, along with cash on hand, to repurchase $1,500 million aggregate purchase price of outstanding notes pursuant to its previously announced tender offers, including the Company’s outstanding 5.625% Senior Notes due 2021 (the "2021 Notes") and up to $800,000,000 principal amount across the Company’s outstanding 5.50% Senior Notes due 2023 (the "5.50% Notes") and 5.875% Senior Notes due 2023 (the "5.875% Notes" and, together with the 2021 Notes and the 5.50% Notes, the "Existing Notes"), and to pay related fees and expenses. The Company expects the after-tax impact of these transactions to be neutral to 2019 adjusted net income. This announcement does not constitute an offer to purchase or the solicitation of an offer to sell the Existing Notes.

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The Company issued today an irrevocable notice of redemption for any and all outstanding 2021 Notes to the extent not tendered and accepted for purchase pursuant to the previously announced tender offers. The Company will use a portion of the net proceeds from the offerings of the Notes to fund the aggregate redemption price for any 2021 Notes to be redeemed. On March 8, 2019, a copy of the irrevocable notice of redemption with respect to the 2021 Notes was issued to record holders. Payment of the redemption price and surrender of the 2021 Notes for redemption will be made through the facilities of the Depository Trust Company in accordance with the applicable procedures of the Depository Trust Company on April 8, 2019. The name and address of the paying agent are as follows: The Bank of New York Mellon Trust Company, N.A., c/o The Bank of New York Mellon Trust Company, N.A.; 111 Sanders Creek Parkway, East Syracuse, N.Y. 13057; Attn: Redemption Unit; Tel: (800) 254- 2826.

CORRECTION – Aclaris Therapeutics to Announce Fourth Quarter and Full Year 2018 Financial Results on March 18, 2019

On March 8, 2019 Aclaris Therapeutics, Inc. (NASDAQ: ACRS), a physician-led biopharmaceutical company focused on dermatological and immuno-inflammatory diseases, reported it will report financial results for the fourth quarter and full year 2018, Monday, March 18th, before U.S. financial markets open (Press release, Aclaris Therapeutics, MAR 8, 2019, View Source [SID1234534135]).

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Management will conduct a conference call at 8:00 AM ET to discuss Aclaris’ financial results and provide a general business update. The conference call will be webcast live over the Internet and can be accessed by logging on to the "Investors" page of the Aclaris Therapeutics website, www.aclaristx.com, prior to the event. A replay of the webcast will be archived on the Aclaris Therapeutics website for 30 days following the call.

To participate on the live call, please dial (844) 776-7782 (domestic) or (661) 378-9535 (international), and reference conference ID 9765869prior to the start of the call.

Bausch Health Announces Early Tender Results And Early Settlement Date For Cash Tender Offers And Consent Solicitation For Senior Notes

On March 8, 2018 Bausch Health Companies Inc. (NYSE/TSX: BHC) ("Bausch Health," the "Company" or the "Offeror") reported the results to date of its pending cash tender offers (collectively, the "Tender Offers," and each offer to purchase a series of notes individually, a "Tender Offer") to purchase up to $1,500,000,000 aggregate purchase price (the "Aggregate Maximum Purchase Amount") of its outstanding notes listed in the table below (collectively, the "Notes"), as well as the anticipated early settlement date for the Tender Offers on March 11, 2019 (the "Early Settlement Date") (Press release, Valeant, MAR 8, 2019, View Source [SID1234534161]).

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In conjunction with the Tender Offers, the Company also commenced a solicitation of consents (the "Solicitation," and, together with the Tender Offers, the "Tender Offers and Solicitation") to certain proposed amendments to the indenture governing its 5.625% Senior Notes due 2021 (the "2021 Notes") to eliminate substantially all of the restrictive covenants and events of default and related provisions contained in the indenture under which the 2021 Notes were issued (the "Proposed Amendments"). No amendments to the indentures governing the 5.50% Senior Notes due 2023 (the "5.50% Notes") and 5.875% Senior Notes due 2023 (the "5.875% Notes" and, together with the 5.50% Notes, the "2023 Notes") are being sought. The terms and conditions of the Tender Offers and the Solicitation are described in an Offer to Purchase and Consent Solicitation Statement dated Feb. 22, 2019 (as it may be amended or supplemented from time to time, the "Statement") and the related Letter of Transmittal and Consent. All terms and conditions of the Tender Offers and the Solicitation, as amended by the Company’s news release dated Feb. 22, 2019, announcing the upsize of the Tender Offers, remain unchanged as set forth in the Statement.

The following table sets forth the aggregate principal amounts of each series of Notes and related consents that were tendered and not withdrawn on or prior to 5:00 p.m., New York City time, on March 7, 2019 (such date and time with respect to a Tender Offer and the Solicitation, as it may be extended for such Tender Offer and the Solicitation, the "Early Tender Date"), the aggregate principal amount of Notes expected to be accepted for purchase on the Early Settlement Date and the approximate proration factor with respect to the 2023 Notes.

SURFACE ONCOLOGY REPORTS FINANCIAL RESULTS AND CORPORATE HIGHLIGHTS FOR FOURTH QUARTER AND FULL YEAR 2018

On March 7, 2019 Surface Oncology (NASDAQ:SURF), a clinical-stage immuno-oncology company developing next-generation immunotherapies that target the tumor microenvironment, reported financial results and corporate highlights for the fourth quarter and full year 2018, as well as anticipated corporate milestones for 2019 (Press release, Surface Oncology, MAR 7, 2019, View Source [SID1234534095]).

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"At Surface we strive to break through and deliver on the promise of next generation immunotherapies to create a meaningful impact on patients’ lives," said Jeff Goater, chief executive officer of Surface Oncology. "2018 was a landmark year for the company as two of our products advanced into phase 1 clinical development and we successfully completed our IPO. With three wholly-owned product candidates either in, or approaching the clinic, and a strong balance sheet, we remain focused on execution across all fronts. Our team of Surfers is ready for, and excited about, the road ahead."

Recent Corporate Highlights:

Continued dose escalation for the phase 1 trial of NZV930 (CD73), with trial sites now recruiting in four countries

Initiation of IND-enabling studies for SRF617 (CD39) and SRF388 (IL-27)

Retention of worldwide rights for SRF388, a first-in-class antibody targeting IL-27

Publication in ImmunoHorizons of research highlighting the role of IL-27 in the upregulation of multiple checkpoint proteins

Deprioritization of SRF231 (CD47) clinical program based upon dose escalation data and competitive landscape

Appointment of F. Stephen Hodi, MD to the Scientific Advisory Board

Promotion of Jessica Fees to senior vice president, finance and business operations

Addition of Surface Oncology to the NASDAQ Biotechnology Index

Selected Anticipated 2019 Corporate Milestones:

Presentation at the Brisbane Immunotherapy Conference, highlighting recent discoveries in tumor microenvironment biology in May 2019

IND filing for SRF617 in Q4 2019

IND filing for SRF388 in Q4 2019

Introduction of new program and clinical candidate in Q4 2019

Inaugural Surface Oncology Investor and Analyst Day in New York City, Q4 2019

Additional findings and learnings related to the deprioritization of SRF231 in H2 2019

Financial Results:

As of December 31, 2018, cash, cash equivalents and marketable securities were $158.8 million, compared to $63.3 million on December 31, 2017. This increase was due to the $108.7 million in net proceeds from Surface’s initial public offering and concurrent private placement completed in April 2018 and receipt of a $45.0 million milestone payment from Novartis related to NZV930, offset by operating costs during the year.

Research and development (R&D) expenses were $10.5 million for the fourth quarter ended December 31, 2018, compared to $16.3 million for the same period in 2017. The decrease was primarily driven by a reduction in costs associated with the SRF231 program, in accordance with the deprioritization of the program in the fourth quarter of 2018. R&D expenses were $52.5 million for the full year 2018, compared to $47.8 million for the same period in 2017. The increase was primarily driven by expenditures associated with Surface’s advancing product pipeline as well as increased R&D personnel costs associated with the growth of the company. R&D expenses included $2.5 million in stock-based compensation expenses for the full year 2018.

General and administrative (G&A) expenses were $4.8 million for the fourth quarter ended December 31, 2018, compared to $2.8 million for the same period in 2017. G&A expenses were $16.1 million for the full year 2018, compared to $11.0 million for the same period in 2017. The increase in G&A expenses for both the fourth quarter of 2018 and the full year 2019 was primarily due to increased personnel costs and professional fees associated with the growth of the company and operating as a public company. G&A expenses included $2.7 million in stock-based compensation expenses for the full year 2018.

For the fourth quarter ended December 31, 2018, net loss was $4.7 million, or basic and diluted net loss per share attributable to common stockholders of $0.17. Net loss was $15.8 million for the same period in 2017, or basic and diluted net loss per share attributable to common stockholders of $6.16. For the full year ended December 31, 2018, net loss was $6.6 million, or basic and diluted net loss per share attributable to common stockholders of $0.33. Net loss was $45.4 million for the same period in 2017, or basic and diluted net loss per share attributable to common stockholders of $18.35.

Financial Outlook:

Based upon its current operating plan, Surface continues to have a projected cash runway through 2021.

Quest Diagnostics Prices $500 Million of Senior Notes

On March 7, 2019 Quest Diagnostics Incorporated (NYSE: DGX), the world’s leading provider of diagnostic information services,reported the pricing of a public offering of $500 million aggregate principal amount of its 4.200% senior notes due 2029 under the Quest Diagnostics’ shelf registration statement (Press release, Quest Diagnostics, MAR 7, 2019, View Source [SID1234534136]).

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Quest Diagnostics expects to receive the net offering proceeds upon closing on March 12, 2019, subject to customary closing conditions. The company intends to use the net proceeds from the offering to repay outstanding indebtedness, which includes the $300 million aggregate principal amount of its senior notes due April 2019, and indebtedness under its secured receivables credit facility, and for general corporate purposes.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any of these securities and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. This offering may be made only by means of a prospectus supplement and accompanying base prospectus, copies of which or information concerning this offering may be obtained by calling Goldman Sachs & Co. LLC, toll-free at (866) 471-2526, Mizuho Securities USA LLC, toll-free at (866) 271-7403 or Morgan Stanley & Co. LLC, toll-free at (866) 718-1649.