Bausch Health : J.P. Morgan Healthcare Conference

39th Annual J.P. Morgan Healthcare Conference

Jan. 13, 2021

Forward-Looking Statements; Non-GAAPInformation

Forward-Looking Statements

This presentation contains forward-looking information and statements, within the meaning of applicable securities laws

(collectively, "forward-looking statements"), including, but not limited to, statements related to the Company's

preliminary update on fourth quarter 2020 and full year 2020 financial results (including anticipated ranges of revenue, adjusted EBITDA and cash generated from operations), 2021 catalysts (including anticipated global expansion of products, product performance and recovery, and expected initiation of studies or trials or expected results from such studies and trials), statements regarding the Company's plan to spin off its eye health business and the anticipated benefits of such transaction, the anticipated capitalization structure of Bausch + Lomb and the Company following completion of the spin-offtransaction and the timing thereof, the structure and means of effecting the proposed spin-offtransaction (including the potential generation of cash through asset divestitures and/or the structure and timing of any potential IPO of a portion of the Company and/or of Bausch + Lomb in connection with the proposed transaction), the anticipated business units of the Bausch + Lomb company following the spin-off transaction and the anticipated geographic and product/franchise mix among such units and the anticipated timing of completion of the various internal, organizational and other steps in the spin-off transaction. Forward-looking statements may generally be identified by the use of the words "anticipates," "expects," "predicts," "goals," "intends," "plans," "should," "could," "would," "may," "will," "believes," "estimates," "potential," "target," "commit," "forecast," "tracking," or "continue" and variations or similar expressions, and phrases or statements that certain actions, events or results may, could, should or will be achieved, received or taken or will occur or result, and similar such expressions also identify forward-looking information. These forward-looking statements are based upon the current expectations and beliefs of management and are provided for the purpose of providing additional information about such expectations and beliefs and readers are cautioned that these statements may not be appropriate for other purposes. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results and events to differ materially from those described in these forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties discussed in the Company's most recent annual and quarterly reports and detailed from time to time in the Company's other filings with the Securities and Exchange Commission and the Canadian Securities Administrators, which risks and uncertainties are incorporated herein by reference. They also include, but are not limited to, risks and uncertainties relating to the Company's proposed plan to spin off its eye health business, including the expected benefits and costs of the spin-off transaction, the expected timing of completion of the spin-off transaction and its terms, the Company's ability to complete the spin-off transaction considering the various conditions to the completion of the spin-off transaction (some of which are outside the Company's control, including conditions related to regulatory matters and a possible shareholder vote, if applicable), that market or other conditions are no longer favorable to completing the transaction, that any shareholder, stock exchange, regulatory or other approval (if required) is not obtained on the terms or timelines anticipated or at all, business disruption during the pendency of or following the spin-off transaction, diversion of management time on the spin-offtransaction-related issues, retention of existing management team members, the reaction of customers and other parties to the spin-off transaction, the qualification of the spin-off transaction as a tax-free transaction for Canadian and/or U.S. federal income tax purposes (including whether or not an advance ruling from either or both of the Canada Revenue Agency and the Internal Revenue Service will be sought or obtained), potential dis-synergy costs between the spun off entity and the remainder of the Company, the ultimate product mix between Bausch + Lomb and the Company, the impact of the spin-off transaction on relationships with customers, suppliers, employees and other business counterparties, general economic conditions, conditions in the markets the Company is engaged in, behavior of customers, suppliers and competitors, technological developments and legal and regulatory rules affecting the Company's business. Furthermore, there are several important internal and external considerations, approvals and conditions that will drive the ultimate timing and structure of any spin-offtransaction, including, but not limited to, consideration of one-timecosts; capital market conditions; determination of the pro forma capitalizations of Bausch + Lomb and the Company; final approval by the Company's Board of Directors; receipt of applicable regulatory approvals; tax considerations, including receipt of any applicable opinions and/or rulings

with respect to the Canadian and U.S. federal income tax treatment of the transaction; and compliance with U.S. and Canadian securities laws and stock exchange rules and any shareholder vote requirements that may be applicable. In addition, certain material factors and assumptions have been applied in making these forward-lookingstatements, including assumptions that the risks and uncertainties outlined above will not cause actual results or events to differ materially from those described in these forward-lookingstatements. Additional information regarding certain of these material factors and assumptions may also be found in the Company's filings described above. If any of these assumptions are incorrect, the Company's actual results could differ materially from those described in these forward - looking statements. The Company believes that the material factors and assumptions reflected in these forward -lookingstatements are reasonable in the circumstances, but readers are cautioned not to place undue reliance on any of these forward-lookingstatements. In particular, the Company can offer no assurance that any spin-offtransaction will occur at all, or that any spin-offwill occur on the terms and timelines anticipated by the Company. These forward-lookingstatements speak only as of the date hereof. The Company undertakes no obligation to update any of these forward - looking statements to reflect events or circumstances after the date of this presentation or to reflect actual outcomes, unless required by law.

Non-GAAP Information

To supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses certain non-GAAP financial measures including Adjusted EBITDA. Management uses non- GAAP measures as key metrics in the evaluation of Company performance and the consolidated financial results and, in part, in the determination of cash bonuses for its executive officers. The Company believes these non-GAAP measures are useful to investors in their assessment of our operating performance and the valuation of the Company. In addition, these non-GAAP measures address questions the Company routinely receives from analysts and investors and, in order to assure that all investors have access to similar data, the Company has determined that it is appropriate to make this data available to all investors. However, these measures are not prepared in accordance with GAAP nor do they have any standardized meaning under GAAP. In addition, other companies may use similarly titled non-GAAP financial measures that are calculated differently from the way we calculate such measures. Accordingly, our non- GAAP financial measures may not be comparable to such similarly titled non-GAAP measures. We caution investors not to place undue reliance on such non-GAAP measures, but instead to consider them with the most directly comparable GAAP measures. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation. They should be considered as a supplement to, not a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP.

For guidance purposes, the Company does not provide reconciliations of projected Adjusted EBITDA (non-GAAP) to projected GAAP net income (loss), due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations. In periods where significant acquisitions or divestitures are not expected, the Company believes it might have a basis for forecasting the GAAP equivalent for certain costs, such as amortization, that would otherwise be treated as a non-GAAP adjustment to calculate projected GAAP net income (loss). However, because other deductions (e.g., restructuring, gain or loss on extinguishment of debt and litigation and other matters) used to calculate projected net income (loss) may vary significantly based on actual events, the Company is not able to forecast on a GAAP basis with reasonable certainty all deductions needed in order to provide a GAAP calculation of projected net income (loss) at this time. The amounts of these deductions may be material and, therefore, could result in GAAP net income (loss) being materially different from (including materially less than) projected Adjusted EBITDA (non-GAAP).

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2021 Strategic Focus: Execution, Growth & Accelerating Strategic Alternatives

	Executing Our				Unleashing				Accelerating
	Business				Growth Drivers				Strategic
	Recovery from								Alternatives to
	COVID-19								Drive
									Shareholder
									Value

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Executing Our Business Recovery from COVID-19

Preliminary Results for 4Q'20 and FY'20

and Business Recovery Update

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