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`Table of Contents
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`As filed with the Securities and Exchange Commission on April 28, 2022
`
`Registration No. 333-262148
`
`UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
`AMENDMENT NO. 2
`to
`FORM S-1
`REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
`Bausch + Lomb Corporation
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`(Exact name of registrant as specified in its charter)
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`Canada
`(State or other jurisdiction of
`incorporation)
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`3851
`(Primary Standard Industrial
`Classification Code Number)
`520 Applewood Crescent
`Vaughan, Ontario, Canada L4K 4B4
`(905) 695-7700
`(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
`
`98-1613662
`(I.R.S. employer
`identification number)
`
`Cogency Global Inc.
`122 East 42nd Street, 18th Floor
`New York, New York 10168
`(Name, address, including zip code, and telephone number, including area code, of agent for service)
`
`Michael Kaplan
`Marcel Fausten
`Stephen Byeff
`Davis Polk & Wardwell LLP
`450 Lexington Avenue
`New York, New York 10017
`Tel: (212) 450-4000
`
`Copies to:
`John Valley
`François Paradis
`Osler, Hoskin & Harcourt LLP
`100 King Street West
`1 First Canadian Place
`Toronto, Ontario M5X 1B8
`Tel: (416) 362-2111
`
`Michael Schiavone
`David Ni
`Sidley Austin LLP
`787 Seventh Avenue
`New York, New York 10019
`Tel: (212) 839-5900
`
`Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement
`If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: ☐
`If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration
`statement number of the earlier effective registration statement for the same offering ☐
`If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the
`earlier effective registration statement for the same offering ☐
`If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the
`earlier effective registration statement for the same offering ☐
`Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company See the
`definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act
`☐
`Large accelerated filer
`Accelerated filer
`☒
`Non-accelerated filer
`Smaller reporting company
`Emerging growth company
`If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
`standards provided pursuant to Section 7(a)(2)(B) of the Securities Act ☐
`The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment
`which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration
`statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.
`
`
`
`☐
`☐
`☐
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`The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the
`Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these
`securities in any state where the offer or sale is not permitted.
`
`SUBJECT TO COMPLETION, DATED APRIL 28, 2022
`
`PRELIMINARY PROSPECTUS
`
`
`
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`35,000,000 Common Shares
`
`Bausch + Lomb Corporation
`
`
`
`
`This is an initial public offering of common shares of Bausch + Lomb Corporation. All of our common shares to be sold in this offering are
`currently held by 1261229 B.C. Ltd. (the “selling shareholder”), a wholly-owned subsidiary of Bausch Health Companies Inc. (“BHC”). We are not
`selling any of the common shares in this offering and will not receive any proceeds from the sale of the common shares.
`Prior to this offering, there has been no public market for our common shares. The estimated initial public offering price is between $21.00 and
`$24.00 per common share.
`
`
`
`We have applied to list our common shares on the New York Stock Exchange (the “NYSE”) and the Toronto Stock Exchange (the “TSX”), in each
`case under the symbol “BLCO.” Our common shares will trade in U.S. dollars on the NYSE and in Canadian dollars on the TSX. Listings on the NYSE
`and the TSX are subject to approval by the NYSE and the TSX in accordance with their respective original listing requirements. The TSX has not
`conditionally approved our listing application and there is no assurance that the TSX will approve our listing application.
`After the completion of this offering, BHC will continue to directly or indirectly own a majority of the voting power of common shares eligible to
`vote in the election of our directors. As a result, we will be a “controlled company” within the meaning of the corporate governance standards of the
`NYSE. See “Management—Controlled Company Exception.”
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`
`
`Public offering price
`Underwriting commissions(1)
`Proceeds, before expenses, to the selling shareholder
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`
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`Per Common
`Share
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`$
`$
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`$
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`
`Total
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`$
`$
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`$
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`
`
`(1)
`
`
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`The selling shareholder has agreed to reimburse the underwriters for certain FINRA-related expenses. See “Underwriting.”
`The selling shareholder has granted the underwriters an option for a period of 30 days to purchase up to an additional 5,250,000 common shares to
`cover over-allotments at the initial public offering price less underwriting commissions.
`
`
`Investing in our common shares involves risks. See “Risk Factors” beginning on page 30.
`None of the Securities and Exchange Commission, nor any Canadian securities regulatory authority nor any state securities commission has
`approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal
`offense.
`The underwriters expect to deliver the common shares to purchasers on or about , 2022.
`
`
`
`
` Morgan Stanley
` Citigroup
` Barclays
` Jefferies
` DNB Markets
`
`AmeriVet Securities
`
`R. Seelaus & Co., LLC
`
`
` BofA Securities
`
` Evercore ISI
`Wells Fargo Securities
`
`HSBC
`Loop Capital Markets
`
`Siebert Williams Shank
`
`The date of this prospectus is , 2022.
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`Goldman Sachs & Co. LLC
`J.P. Morgan
`Guggenheim Securities
`Deutsche Bank Securities
`Truist Securities
`Ramirez & Co., Inc.
`Stern
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`TABLE OF CONTENTS
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`Prospectus Summary
`The Offering
`Summary Historical and Unaudited Pro Forma Combined Financial Data
`Risk Factors
`Cautionary Statements Concerning Forward Looking Statements
`Use of Proceeds
`Dividend Policy
`Capitalization
`Dilution
`The Separation and the Distribution
`Unaudited Pro Forma Condensed Combined Financial Statements
`Management Discussion and Analysis of Financial Condition and Results Of Operations
`Business
`Management
`Executive Compensation
`Principal and Selling Shareholder
`Certain Relationships and Related Party Transactions
`Description of Material Indebtedness
`Description of Capital Stock
`Shares Eligible For Future Sale
`Material Differences Between The Canada Business Corporations Act, The British Columbia Business Corporations Act and The Delaware
`General Corporation Law
`Material U.S. Federal Income Tax Considerations
`Certain Canadian Federal Income Tax Considerations
`Underwriting
`Legal Matters
`Experts
`Where You Can Find More Information
`Index to Financial Statements
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`Page
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`1
` 25
` 27
` 30
` 77
` 82
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` 105
` 114
` 154
` 186
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` 227
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`We are responsible for the information contained in this prospectus and in any related free-writing prospectus we may prepare or authorize to be
`delivered to you. We have not, and neither BHC nor the underwriters have, authorized anyone to give you any other information, and we, BHC and the
`underwriters take no responsibility for any other information that others may give you. We, BHC and the underwriters are not making an offer of these
`securities in any jurisdiction where the offer is not permitted. You should not assume that the information contained in this prospectus is accurate as of
`any date other than the date on the front of this prospectus, regardless of the time of delivery of this prospectus or any sale of our common shares. The
`selling shareholder is offering to sell, and seeking offers to buy, common shares only in jurisdictions where offers and sales are permitted.
`
`For investors outside of the United States and Canada: Neither we, BHC nor any of the underwriters have done anything that would permit this
`offering or possession or distribution of this prospectus in any jurisdiction where action for that purposes is required, other than in the United States and
`Canada. Persons who come into possession of this prospectus and any applicable free writing prospectus in jurisdictions outside the United States and
`Canada are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus and any such
`free writing prospectus applicable to that jurisdiction.
`
`Until , 2022, all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to
`deliver a prospectus. This is in addition to the dealers’ obligation to deliver a prospectus when acting as underwriters and with respect to their unsold
`allotments or subscriptions.
`
`About this Prospectus
`Unless the context requires otherwise, (a) references to “Bausch + Lomb,” the “Company,” “we,” “us,” “our” and the “Business” refer to Bausch
`+ Lomb Corporation and its consolidated subsidiaries after giving effect to the transactions described under “The Separation and the Distribution,” and
`(b) references to “BHC,” and “Parent” refer to Bausch Health Companies Inc. and its consolidated subsidiaries other than Bausch + Lomb and Bausch +
`Lomb’s subsidiaries, unless the context otherwise requires. Although the Distribution (as described under “The Separation and the Distribution”) is
`expected to involve the distribution of equity of a direct or indirect parent of Bausch + Lomb, we refer to such transaction as involving “our equity”
`throughout this prospectus for readability. All references to “the selling shareholder” are to 1261229 B.C. Ltd., a limited company incorporated in
`British Columbia, which is a wholly-owned subsidiary of BHC.
`
`In addition, unless the context requires otherwise, statements relating to our history in this prospectus describe the history of the Bausch + Lomb
`segment of BHC and forward-looking statements assume the completion of all the transactions described in this prospectus, including the Separation.
`
`
`
`Trademarks and Trade Names
`The BHC name and mark, and other trademarks, trade names and service marks containing BHC appearing in this prospectus, including the
`Bausch + Lomb name and mark, are the property of BHC. After the completion of this offering, we will own both the BHC name and mark and the
`Bausch + Lomb name and mark and we will grant a license to BHC to use the BHC name and mark and certain other trademarks, trade names and
`service marks used by BHC that contain “Bausch” for a transitional period as summarized in “Certain Relationships and Related Party Transactions—
`Relationship with BHC—Intellectual Property Matters Agreement.” Solely for convenience, some of the trademarks, service marks and trade names
`referred to in this prospectus are listed without the ® and TM symbols, but we and BHC, as applicable, will assert, to the fullest extent under applicable
`law, rights to such trademarks, service marks and trade names.
`
`Basis of Presentation
`The Company has historically operated as part of BHC; therefore, standalone financial statements have not historically been prepared. The
`financial information contained within this prospectus has been prepared from BHC’s historical accounting records and is presented on a standalone
`basis as if the Company’s operations had
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`been conducted independently from BHC. The financial information contained herein has been prepared by the Company in United States (“U.S.”)
`dollars and in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”), applied on a consistent basis. All intercompany accounts
`and transactions within the Company have been eliminated. The assets and liabilities of the Company have been determined to be specifically
`identifiable or otherwise attributable to the Company.
`
`The financial information contained herein includes all revenues and expenses directly attributable to Bausch + Lomb, including costs for
`facilities, functions and services used by Bausch + Lomb. Expenses performed by centralized BHC are directly charged to Bausch + Lomb based on
`specific identification when possible or based on a reasonable allocation driver such as net sales, headcount, square footage usage or other allocation
`methods depending on the nature of the services and/or costs. The results of operations include allocations of costs for administrative functions and
`services performed on behalf of Bausch + Lomb by centralized groups within BHC. All charges and allocations for facilities, functions and services
`performed by BHC have been deemed settled in cash by Bausch + Lomb to BHC in the period in which the cost was recorded. Current and deferred
`income taxes have been determined based on the standalone results of Bausch + Lomb. However, because the Company filed as part of BHC’s tax group
`in certain jurisdictions, the Company’s actual tax balances may differ from those reported. The Company’s portion of its domestic and certain income
`taxes for jurisdictions outside the United States are deemed to have been settled in the period the related tax expense was recorded.
`
`The financial statements and related financial results included in this prospectus may not be indicative of our future performance and do not
`necessarily reflect what our financial position and results of operations would have been had we operated as a standalone public company during the
`periods presented, including changes that will occur in our operations and capital structure as a result of this offering and the Separation. See “Risk
`Factors—Risks Relating to the Separation—We have no recent history of operating as an independent company, and our historical and unaudited pro
`forma financial information is not necessarily representative of the results that we would have achieved as an independent, publicly traded company and
`may not be a reliable indicator of our future results.”
`
`Non-GAAP Measures and Non-GAAP Ratios
`This prospectus contains certain financial measures, including Contribution, Contribution margin, Adjusted net income, EBITDA, Adjusted
`EBITDA, Adjusted EBITDA margin and ratios, Free cash flows, Organic revenues and Organic growth rates, that are not required by, or presented in
`accordance with, U.S. GAAP. We refer to these measures as “non-GAAP” financial measures or “non-GAAP” ratios. See “Management Discussion and
`Analysis of Financial Condition and Results of Operations—Annual Results of Operations—2021 Compared with 2020—Reportable Segment
`Revenues and Profits—Organic Revenues and Organic Growth Rates (non-GAAP and non-GAAP ratios)”, “Annual Results of Operations—2020
`Compared with 2019—Reportable Segment Revenues and Profits—Organic Revenues and Organic Growth Rates (non-GAAP)” and “—Non-GAAP
`Information—Adjusted EBITDA (non-GAAP)” for our definition of these non-GAAP measures and ratios, why we present these and reconciliations to
`the nearest GAAP measure or ratio for the periods presented.
`
`Market and Industry Data and Forecasts
`Certain market and industry data included in this prospectus has been obtained from third-party sources that we believe to be reliable. Unless
`otherwise noted, we have not commissioned any of the reports from third-party sources that we refer to in this prospectus. Market estimates are
`calculated by using independent industry publications, government publications and third-party forecasts in conjunction with our assumptions about our
`markets. While we are not aware of any misstatements regarding any market, industry or similar data presented herein, such data involves risks and
`uncertainties and is subject to change based on various factors, including those discussed under the headings “Cautionary Statements Concerning
`Forward-Looking Statements” and “Risk Factors” in this prospectus.
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`Eligibility for Investment
`Provided that the common shares are listed on a “designated stock exchange” for the purposes of the Income Tax Act (Canada) (the “Tax Act”) and
`the regulations thereunder (which currently includes the NYSE and the TSX), the common shares will, on the date of issue, be qualified investments
`under the Tax Act for trusts governed by a “registered retirement savings plan” (“RRSP”), a “registered retirement income fund” (“RRIF”), a “registered
`disability savings plan” (“RDSP”), a “deferred profit sharing plan,” a “tax-free savings account” (“TFSA”) and a “registered education savings plan”
`(“RESP”), each as defined in the Tax Act.
`
`Notwithstanding that the common shares may be qualified investments for a trust governed by a RRSP, RRIF, RDSP, TFSA or RESP, an annuitant
`under a RRSP or RRIF, a holder of a TFSA or RDSP or a subscriber of a RESP, as the case may be, will be subject to a penalty tax under the Tax Act if
`the common shares held by the RRSP, RRIF, RDSP, TFSA or RESP are “prohibited investments” for purposes of the Tax Act. A common share will not
`be a prohibited investment if the annuitant under the RRSP or RRIF, the holder of the TFSA or RDSP or the subscriber of the RESP, as the case may be,
`deals at arm’s length with the Company for purposes of the Tax Act, and does not have a “significant interest” (as defined in the Tax Act) in the
`Company for purposes of the Tax Act. In addition, a common share will not be a prohibited investment if the common shares are “excluded property,” as
`defined in the Tax Act, for trusts governed by a RRSP, RRIF, RDSP, TFSA or RESP. Prospective investors who intend to hold common shares in a
`RRSP, RRIF, RDSP, TFSA or RESP should consult their own tax advisors with respect to whether the common shares would be “prohibited
`investments” in their particular circumstances.
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`PROSPECTUS SUMMARY
`
`This summary highlights information contained elsewhere in this prospectus. It may not contain all the information that may be important to
`you. You should read the entire prospectus carefully, including the section entitled “Risk Factors,” our financial statements and the related notes
`included elsewhere in this prospectus and the pro forma financial statements and the notes to those statements included elsewhere in this
`prospectus, before making an investment decision to purchase our common shares. Unless the context otherwise requires, the information included
`in this prospectus about Bausch + Lomb, including the combined financial statements, assumes the completion of all of the transactions referred to
`in this prospectus in connection with the Separation (as defined below). Unless the context otherwise requires, or when otherwise specified,
`references in this prospectus to “Bausch + Lomb,” “we,” “us,” “our” and “the Company” refer to Bausch + Lomb Corporation, a company
`incorporated under the Canada Business Corporations Act (“CBCA”), and its consolidated subsidiaries after giving effect to the transactions
`described under “The Separation and the Distribution.” Unless the context otherwise requires, references in this prospectus to “BHC” refer to
`Bausch Health Companies Inc., a company continued under the British Columbia Business Corporations Act, and its consolidated subsidiaries,
`other than the Bausch + Lomb Business, unless the context otherwise requires.
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`Unless the context otherwise requires, or when otherwise specified, references in this prospectus to our historical assets, liabilities, products,
`businesses or activities of our businesses are generally intended to refer to the historical assets, liabilities, products, businesses or activities of the
`Bausch + Lomb Business of BHC as it was conducted as part of BHC prior to the Separation (as defined below). Our historical financial results as
`part of BHC contained in this prospectus may not reflect our financial results in the future as a standalone company or what our financial results
`would have been had we been a standalone company during the periods presented.
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`Overview
`Bausch + Lomb is a leading global eye health company dedicated to protecting and enhancing the gift of sight for millions of people around
`the world—from the moment of birth through every phase of life. Our mission is simple, yet powerful: helping you see better, to live better.
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`Our comprehensive portfolio of over 400 products is fully integrated and built to serve our customers across the full spectrum of their eye
`health needs throughout their lives. Our iconic brand is built on the deep trust and loyalty of our customers established over our nearly 170-year
`history. We have a significant global research, development, manufacturing and commercial footprint of approximately 12,500 employees and a
`presence in approximately 100 countries, extending our reach to billions of potential customers across the globe. We have long been associated
`with many of the most significant advances in eye health, and we believe we are well positioned to continue leading the advancement of eye health
`in the future.
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`Our iconic and enduring brands are among the most recognized and most trusted in the industry. Since our beginnings in 1853 as an optical
`goods shop in Rochester, New York, we have remained focused on advancing eye health for people all over the world. Among our many
`innovations over the years, we introduced the first optical glass in the United States, the lenses used on cameras to take the first satellite picture of
`the moon, and the first mass-produced soft contact lens in 1971. As part of our longstanding commitment to eye care professionals and the patients
`they serve, we invest in physician training, patient and customer education, disease prevention and other initiatives through both traditional and
`digital platforms to continue to advance eye health. As illustrated in the table below, a recent survey of over 200 respondents globally conducted by
`TechSci Research indicated that Bausch + Lomb had the highest brand awareness among certain key competitors. As a result of this legacy, we
`believe our brand is synonymous with eye health among patients, consumers and professionals around the world.
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`(1)
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`Others include Menicon Co , Ltd , CooperVision, Inc , Carl Zeiss Meditec AG, Novartis AG, Pfizer, Inc , etc
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`Our brands are leaders within their respective segments and collectively represent a leading portfolio of trusted assets that we believe makes
`us the eye health brand of choice. With one of the broadest product portfolios in the market, we are designed to address numerous large,
`underserved and growing markets with significant commercial potential. Our widespread complementary portfolio spans vision care, consumer
`health care, ophthalmic pharmaceuticals and surgical. We have well-established lines of contact lenses, intraocular lenses (“IOL”), medical devices,
`surgical systems, vitamin and mineral supplements, lens care products, prescription eye-medications and over-the-counter (“OTC”) eye health
`consumer products. We believe the breadth of our eye health portfolio is unmatched in the industry and uniquely positions us to compete in all
`areas of the eye health market, as illustrated in the table below.
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`Announced acquisition of distribution rights for Simbrinza in April 2021
`Announced plan to separate consumer division on November 12, 2021
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`Our global brand, scale and infrastructure enable us to sell our products and support our customers in eye health markets globally, and we are
`well-positioned to capitalize on this opportunity. Our footprint is bolstered by a global commercial team of approximately 4,200 employees. In
`addition, we have 24 facilities in 10 countries that support the quality, reliability and capacity needs of our global manufacturing operations, supply
`chain, customer service and technical support, and that we believe will facilitate the development and distribution of our pipeline products.
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`We have a long history of leading the eye health market with ground-breaking innovations. Our research and development (“R&D”)
`personnel partner closely with our quality, manufacturing and commercial groups, and as a result of these collaborations, we have developed the
`world’s first soft contact lens, introduced one of the first contact lens cleaning products, introduced the first silicone hydrogel contact lens and
`introduced a unique patent-protected ocular vitamin to the market. Since 2017, we have introduced more than 260 new products in approximately
`60 countries. Our team of approximately 850 dedicated R&D employees is focused on advancing our pipeline and identifying new product
`opportunities that address unmet and evolving needs of eye care professionals, patients and consumers. Our culture of innovation engages our
`R&D, supply chain and commercial teams at every phase of product development, prioritizing customer needs and actively seeking external
`innovation to design, develop and advance creative, ethical eye health products across our portfolio, which allows us to address the changing needs
`of our consumers and patients. We believe we have a significant innovation opportunity today, with a substantial pipeline of over 100 projects in
`various stages of pre-clinical and clinical development, including new contact lenses, contact lenses to slow myopia progress in children,
`prescription medications for myopia, next-generation cataract equipment, premium IOLs, investigational treatments for dry-eye and preservative
`free formulations of a range of eye drops, among others, that are designed to grow our portfolio and accelerate future growth.
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`The markets in which we operate are large and growing. We estimate that the global eye health market was nearly $50 billion in revenue in
`2019, which we believe will grow at a compounded annual growth rate of nearly 4% through 2025.
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`Global Market Revenue
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`2019-2025E
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`CAGR
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`3.8%
`5.0%
`3.9%
`4.0%
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`Global Ophthalmic Pharmaceuticals
`Global Ophthalmic Surgical
`Global Vision Care
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`2025E
`2019
`(in billions)
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`$25.7
`$32.1
` 8.4
` 11.3
` 15.7
` 19.7
`$49.8
`$63.2
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` Global ophthalmic pharmaceuticals market size includes sales from products for the treatment of wet age-related macular degeneration
`(“AMD”), dry AMD, dry eye, glaucoma, diabetic macular edema (“DME”), conjunctivitis, ocular pain and inflammation, other corneal and
`external eye disorders, other retinal disorders, uveitis, and inherited retinal disorders, and other ophthalmology treatments.
` Global ophthalmic surgical market size includes sales from capital equipment, procedure fees, instruments and implantables.
` Global vision care market size includes sales from contact lenses, lens care solutions, and off-the-shelf eye care products, including sales
`from eye drops and eye vitamins.
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`Myopia + Hyperopia
`Presbyopia
`Cataract (60+ population)
`Retina
`Glaucoma
`Dry Eye
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`2025E
`2019
`(in millions)
`
` 3,373
` 4,355
` 2,067
` 2,358
` 1,018
` 1,215
` 371
` 435
` 139
` 162
` 730
` 783
` 7,698
` 9,308
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`Growing demand for eye health products is being driven by significant and durable tailwinds, including an aging global population, greater time
`spent in front of computer and mobile screens, the rapid growth of the middle class in emerging markets, increasing global prevalence of diabetes,
`significant unmet medical need, particularly with respect to myopia, dry eye and AMD, and greater patient and consumer awareness. As such, we
`believe that the global incidence of major eye conditions will grow at a compounded annual growth rate of approximately 3% from 2019 to 2025.
`
`
`Global Eye Conditions
`
`2019-2025E
`
`CAGR
`
`4.4%
`2.2%
`3.0%
`2.7%
`2.6%
`1.2%
`3.2%
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`In particular, we estimate that 2019 revenue for the global ophthalmic pharmaceuticals market was as follows:
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`4
`
`Eye Therapies Exhibit 2070, 10 of 347
`Slayback v. Eye Therapies - IPR2022-00142
`
`
`
`Table of Contents
`
`We believe that we are uniquely positioned in the global eye health market, with a diverse and comprehensive portfolio and pipeline that address
`major categories of eye conditions.
`
`
`Our revenues for the years ended December 31, 2021, 2020, and 2019 were $3,765 million, $3,412 million and $3,778 million, respectively.
`Our product portfolio consists of over 400 products, which fall into three operating and reportable segments: (i) Vision Care/Consumer Health
`Care, (ii) Ophthalmic Pharmaceuticals and (iii) Surgical. Segment revenues and profit for the years ended December 31, 2021, 2020 and 2019 were
`as follows:
`
`
`
`
`
`Segment revenues:
`Vision Care/Consumer Health Care
`Ophthalmic Pharmaceuticals
`Surgical
`Total revenues
`Segment profit:
`Vision Care/Consumer Health Care
`Ophthalmic Pharmaceuticals
`Surgical
`
`
`2019
`
`
` Amount Percent
`
`
`
`62% $2,221
`
`21%
`
`859
`
`17%
`
`698
`
` 100% $3,778
`
`
`64% $ 606
`34%
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`412
`2%
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`75
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`59%
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`23%
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`18%
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` 100%
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`55%
`38%
`7%
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`2021
`
`
` Amount Percent
`
`
`
` $ 2,343
`
`
`704
`
`
`718
` $ 3,765
`
`
` $ 587
`
`
`290
`
`
`75
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`Years Ended December 31,
`2020
`
`
` Amount Percent
`(amounts in millions)
`
`
`62% $2,109
`
`19%
`
`726
`
`19%
`
`577
`
` 100% $3,412
`
`
`62% $ 579
`30%
`
`302
`8%
`
`18
`
`Segment profit is based on operating income after the elimination of intercompany transactions. Certain costs, such as amortization of intangible
`assets, asset impairments, in-process research and development costs, restructuring and integration costs, acquisition-related contingent
`consideration costs and other expense (income), net, are not included in the measure of segment profit, as management excludes these items in
`assessing segment financial performance. See Note 20, “SEGMENT INFORMATION” to our audited combined financial statements for a
`reconciliation of segment profit to Income before provision for income taxes.
`
`
`
`5