0000912057-01-532581.txt : 20011008 0000912057-01-532581.hdr.sgml : 20011008 ACCESSION NUMBER: 0000912057-01-532581 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010918 FILED AS OF DATE: 20010918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOVAIL CORPORATION INTERNATIONAL CENTRAL INDEX KEY: 0000885590 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14956 FILM NUMBER: 1739698 BUSINESS ADDRESS: STREET 1: 2488 DUNWIN DR STREET 2: MISSISSIAUGA CITY: ONTARIO STATE: A6 BUSINESS PHONE: 4162856000 MAIL ADDRESS: STREET 1: 2488 DUNWIN DR STREET 2: MISSISSAUGA CITY: ONTARIO STATE: A6 6-K 1 a2059462z6-k.txt FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a - 16 AND 15d - 16 OF THE SECURITIES EXCHANGE ACT OF 1934 SEPTEMBER 18, 2001 COMMISSION FILE NUMBER 001-11145 BIOVAIL CORPORATION (TRANSLATION OF REGISTRANT'S NAME INTO ENGLISH) 2488 DUNWIN DRIVE, MISSISSAUGA, ONTARIO L5L 1J9, CANADA (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (416) 285-6000 INDICATE BY CHECK MARK WHETHER THE REGISTRANT FILES OR WILL FILE ANNUAL REPORTS UNDER COVER OF FORM 20-F OR FORM 40-F FORM 20-F X FORM 40-F ----- ----- INDICATE BY CHECK MARK WHETHER FOR REGISTRANT BY FURNISHING THE INFORMATION CONTAINED IN THIS FORM IS ALSO THEREBY FURNISHING THE INFORMATION TO THE COMMISSION PURSUANT TO RULE 12g 3-2 (b) UNDER THE SECURITIES EXCHANGE ACT OF 1934. YES NO X ----- ----- 1 BIOVAIL CORPORATION INTERNATIONAL QUARTERLY REPORT THIS REPORT OF FOREIGN ISSUER ON FORM 6-K IS INCORPORATED BY REFERENCES INTO THE REGISTRATION STATEMENT ON FORM S-8 OF BIOVAIL CORPORATION (REGISTRATION NO. 333-92229). PART II - OTHER INFORMATION 99.A ON SEPTEMBER 17, 2001, THE COMPANY ANNOUNCED THE APPROVAL BY THE BOARD OF DIRECTORS; o TO REPURCHASE UP TO $120 MILLION OF THE COMPANY'S OUTSTANDING COMMON SHARES o CHANGES IN COMPANY MANAGEMENT THE PRESS RELEASE ISSUED BY THE COMPANY AND FILED WITH THE CANADIAN SECURITY ADMINISTRATORS AND STOCK EXCHANGES (NYSE / TSE) ATTACHED AS REFERENCE. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Biovail Corporation September 18, 2001 By /s/ JOHN R. MISZUK ------------------------- John R. Miszuk Vice President, Controller 3 EX-99.A 3 a2059462zex-99_a.txt EXHIBIT 99.A [GRAPHIC OMITTED] CONTACT: Ken Howling Vice President Finance (416) 285-6000 FOR IMMEDIATE RELEASE: * BIOVAIL BOARD APPROVES STOCK-REPURCHASE PROGRAM * o Board of Directors approves repurchase of up to $120 million of Biovail's outstanding common shares. o Board of Directors appoints Eugene Melnyk as Co-Chief Executive Officer. o Bruce Brydon appointed Executive Director of Biovail Ventures and continues as Co-Chief Executive Officer. TORONTO, Canada, September 17, 2001 - Biovail Corporation (NYSE, TSE:BVF) today announced that its Board of Directors has authorized the Company to implement a Stock-Repurchase Program pursuant to which the Company may repurchase up to $120 million of its issued and outstanding common stock, depending on market conditions and other factors. The common stock will be purchased through open market transactions on the New York Stock Exchange in accordance with applicable rules and regulations. Biovail has approximately 141.6 million common shares outstanding. Separately, the Board of Directors has formally appointed Chairman of the Board, Eugene Melnyk, as Co-Chief Executive Officer along with Bruce Brydon. In addition to acting as Co-Chief Executive Officer, Mr. Brydon has been appointed Executive Director of Biovail Ventures. Biovail Ventures was established in January 2000 with a mandate to broaden the Company's commercial relationships including the licensing of product rights and complementary technologies as well as research relationships with emerging pharmaceutical, healthcare and life sciences companies. Bruce Brydon commented, "We are seeing numerous product licensing and investment opportunities in therapeutic categories which are of strategic interest to Biovail. This includes cardiovascular, pain management, diabetes and oncology products. Several of these opportunities are in late stage discussions and, subject to successful negotiations, will provide strategic benefits to Biovail over the coming years." Eugene Melnyk commented, "Biovail is currently expanding its base business including the significant expansion of its North American sales force in support of the pending launch of Cardizem XL and other pharmaceutical brands. The combination of Biovail's maturing branded product pipeline portfolio and the numerous strategic investment opportunities with resulting residual product rights will allow the Company to better leverage it's sales force and fully maximize its business potential." Biovail Corporation is an international full-service pharmaceutical company, engaged in the formulation, clinical testing, registration, manufacture, sale and promotion of pharmaceutical products utilizing advanced drug delivery technologies. "SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. TO THE EXTENT ANY STATEMENTS MADE IN THIS RELEASE CONTAIN INFORMATION THAT IS NOT HISTORICAL, THESE STATEMENTS ARE ESSENTIALLY FORWARD LOOKING AND ARE SUBJECT TO RISKS AND UNCERTAINTIES, INCLUDING THE DIFFICULTY OF PREDICTING FDA APPROVALS, ACCEPTANCE AND DEMAND FOR NEW PHARMACEUTICAL PRODUCTS, THE IMPACT OF COMPETITIVE PRODUCTS AND PRICING, NEW PRODUCT DEVELOPMENT AND LAUNCH, RELIANCE ON KEY STRATEGIC ALLIANCES, AVAILABILITY OF RAW MATERIALS, THE REGULATORY ENVIRONMENT, FLUCTUATIONS IN OPERATING RESULTS AND OTHER RISKS DETAILED FROM TIME TO TIME IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.