Bausch Health Companies Shareholder Engagement Presentation Deck
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Non-GAAP Appendix
Share-based Compensation: The Company has excluded costs relating to share-based
compensation. The Company believes that the exclusion of share-based compensation
expense assists investors in the comparisons of operating results to peer companies. Share-
based compensation expense can vary significantly based on the timing, size and nature of
awards granted.
Acquisition-related costs and adjustments excluding amortization of intangible assets:
The Company has excluded the impact of acquisition-related contingent consideration non-
cash adjustments due to the inherent uncertainty and volatility associated with such amounts
based on changes in assumptions with respect to fair value estimates, and the amount and
frequency of such adjustments is not consistent and is significantly impacted by the timing
and size of the Company's acquisitions, as well as the nature of the agreed-upon
consideration. In addition, the Company excludes the impact of acquisition-related costs and
fair value inventory step-up resulting from acquisitions as the amounts and frequency of such
costs and adjustments are not consistent and are impacted by the timing and size of its
acquisitions. There were no acquisition-related costs or fair value inventory step-up for the
periods presented.
Loss on extinguishment of debt: The Company has excluded loss on extinguishment of
debt as this represents a cost of refinancing our existing debt and is not a reflection of our
operations for the period. Further, the amount and frequency of such charges are not
consistent and are significantly impacted by the timing and size of debt financing
transactions and other factors in the debt market out of management's control.
Separation and IPO costs and separation-related and IPO-related costs: The Company
has excluded certain costs incurred in connection with activities taken to: (i) separate the
eye-health and the Solta aesthetic medical device businesses from the remainder of the
Company and (ii) register the eye-health and the Solta aesthetic medical device businesses
as independent publicly traded entities. Separation and IPO costs are incremental costs
directly related to effectuating the separation of the eye-health business and the initial public
offering ("IPO") of the Solta aesthetic medical device business (the "Solta IPO") and include,
but are not limited to, legal, audit and advisory fees, talent acquisition costs and costs
associated with establishing a new board of directors and related board committees.
Separation-related and IPO-related costs are incremental costs indirectly related to the
separation of the eye-health business and the Solta IPO and include, but are not limited to,
IT infrastructure and software licensing costs, rebranding costs and costs associated with
BAUSCH- Health
facility relocation and/or modification. As these costs arise from events outside of the
ordinary course of continuing operations, the Company believes that the adjustments of
these items provide supplemental information with regard to the sustainability of the
Company's operating performance, allow for a comparison of the financial results to
historical operations and forward-looking guidance and, as a result, provide useful
supplemental information to investors.
Other Non-GAAP Charges: The Company has excluded certain other amounts, including
legal and other professional fees incurred in connection with legal and governmental
proceedings, investigations and information requests regarding certain of our legacy
distribution, marketing, pricing, disclosure and accounting practices, litigation and other
matters, and net gain on sales of assets. The Company has also excluded expenses
associated with in-process research and development, as these amounts are inconsistent in
amount and frequency and are significantly impacted by the timing, size and nature of
acquisitions. Furthermore, as these amounts are associated with research and development
acquired, the Company does not believe that they are a representation of the Company's
research and development efforts during any given period. The Company has also excluded
IT infrastructure investment, that are the result of other, non-comparable events to measure
operating performance. These events arise outside of the ordinary course of continuing
operations. Given the unique nature of the matters relating to these costs, the Company
believes these items are not normal operating expenses. For example, legal settlements and
judgments vary significantly, in their nature, size and frequency, and, due to this volatility,
the Company believes the costs associated with legal settlements and judgments are not
normal operating expenses. In addition, as opposed to more ordinary course matters, the
Company considers that each of the recent proceedings, investigations and information
requests, given their nature and frequency, are outside of the ordinary course and relate to
unique circumstances. The Company believes that the exclusion of such out-of-the-ordinary-
course amounts provides supplemental information to assist in the comparison of the
financial results of the Company from period to period and, therefore, provides useful
supplemental information to investors. However, investors should understand that many of
these costs could recur and that companies in our industry often face litigation.
The Company has also excluded certain other costs including settlement costs associated
with the conversion of a portion of the Company's defined benefit plan in Ireland to a defined
contribution plan. The Company excluded these costs as this event is outside of the ordinary
course of continuing operations and is infrequent in nature.View entire presentation