-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EXSu520SJrZmANDFn2j/s3vFra/AXTXv1IzcHfLuPG11wI/hHVrVAz4Rfqb6bEnQ JoAiDr86cu5Wwk4RVQNeiA== 0001104659-08-046760.txt : 20080721 0001104659-08-046760.hdr.sgml : 20080721 20080721171621 ACCESSION NUMBER: 0001104659-08-046760 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080721 FILED AS OF DATE: 20080721 DATE AS OF CHANGE: 20080721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOVAIL CORP INTERNATIONAL CENTRAL INDEX KEY: 0000885590 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14956 FILM NUMBER: 08961891 BUSINESS ADDRESS: STREET 1: 7150 MISSISSAUGA ROAD STREET 2: MISSISSAUGA CITY: ONTARIO STATE: A6 ZIP: 00000 BUSINESS PHONE: 905 286-3000 MAIL ADDRESS: STREET 1: 7150 MISSISSAUGA ROAD STREET 2: MISSISSAUGA CITY: ONTARIO STATE: A6 ZIP: 00000 6-K 1 a08-19486_36k.htm 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

 

July 21, 2008

 

Commission File Number 001-14956

 

BIOVAIL CORPORATION

(Translation of Registrant’s name into English)

 

7150 Mississauga Road, Mississauga, Ontario, CANADA, L5N 8M5

(Address of principal executive office and zip code)

 

Registrant’s telephone number, including area code: (905) 286-3000

 

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 o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes o                       No x

 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes o                        No x

 

Indicate by check mark whether by furnishing the information contained in this form the registrant is also hereby furnishing the information to the Commission pursuant to Rule 12g 3-2(b) under the Securities Exchange Act of 1934.

Yes o                       No x

 

 

 



 

BIOVAIL CORPORATION

 

This Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the registration statements on Form S-8 (Registration Nos. 333-92229 and 333-138697) of Biovail Corporation.

 

INDEX

 

Exhibit 99.1            Notice of Reconvened Annual Meeting of  Shareholders

 

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

 

 

 

 

 

 

 

 

 

 

Date: July 21, 2008

 

By:

/ s / Jennifer Tindale

 

 

 

Jennifer Tindale

 

 

 

Vice President &

 

 

 

Associate General Counsel

 

2


EX-99.1 2 a08-19486_3ex99d1.htm EX-99.1

Exhibit 99.1

 

NOTICE OF RECONVENED ANNUAL MEETING OF SHAREHOLDERS

 

Notice is hereby given that the Annual Meeting of Shareholders (the “Meeting”) of Biovail Corporation (the “Company” or “Biovail”), which was adjourned on June 25, 2008, will be reconvened:

 

Date:

Friday, the 8th day of August, 2008

 

 

Time:

10:00 a.m. (Toronto time)

 

 

Place:

InterContinental Toronto Centre Hotel

 

225 Front Street West

 

Toronto, ON M5V 2X3

 

Business of the Meeting:

 

·                  to receive the audited comparative consolidated financial statements of the Company as at and for the fiscal year ended December 31, 2007 and the auditors’ report thereon, a copy of which was enclosed with the Company’s Management Proxy Circular dated May 9, 2008;

 

·                  to elect directors for the ensuing year;

 

·                  to re-appoint Ernst & Young LLP as auditors for the ensuing year and authorize the Board of Directors to fix the auditors’ remuneration; and

 

to transact such other business as may properly be brought before the Meeting.

 

The specific details of the foregoing matters to be put before the Meeting are set forth in the Proxy Circulars which were previously mailed to shareholders by Biovail and by Eugene Melnyk and EM Holdings B.V. (the “Dissident Shareholders”).

 

The record date for the Meeting, April 28, 2008, remains unchanged. Shareholders of record at the close of business on April 28, 2008 will be entitled to vote at the Meeting.

 

Shareholders are invited to attend the Meeting. If you have not yet submitted your proxy, you can still vote either of the forms of proxy previously provided to you by Biovail or the Dissident Shareholders. Registered shareholders who are unable to attend the Meeting in person are urged to vote using any one of the methods outlined on those proxy forms, including mail, facsimile, telephone or Internet. Non-registered shareholders who receive these materials through their broker or other intermediary should follow the instructions provided by their broker or intermediary. To be effective, your proxy must be received by CIBC Mellon Trust Company not later than 10:00 a.m. (Toronto time) on August 6, 2008, or in the case of any further adjournment of the Meeting, not less than 48 hours, Saturdays, Sundays and holidays excepted, prior to the time of the adjournment. The time limit for deposit of proxies may be waived by Biovail’s Board of Directors at its discretion without notice. Completing and sending a new proxy will cancel any other proxy you may have previously submitted, as it is the later dated proxy that will be counted.

 

If you are a holder of Biovail common shares that you did not hold on the April 28, 2008 record date and you wish to vote such shares, you should contact the vendor who held the shares as at April 28, 2008 in order to seek to make arrangements to permit you to vote such shares at the Meeting.

 

You may revoke any proxy that you have given. In addition to revocation in any other manner permitted by law, you may revoke the proxy by preparing a written statement, signed by you or your attorney, or if the proxy is given on behalf of a corporation, by an authorized officer or attorney of such corporation, and depositing such written revocation statement at the office of CIBC Mellon at any time up to and including the last business day preceding the day of the Meeting (or any adjournment thereof) at which the proxy is to be used, or with the Chairman of the Meeting on the day of the Meeting (or any adjournment thereof) prior to the proxy being voted.

 

DATED at Mississauga, Ontario this 17th day of July, 2008.

 

By Order of the Board of Directors

 

/s/ Wendy A. Kelley

 

 

 

Wendy A. Kelley

 

Senior Vice-President, General Counsel and

 

Corporate Secretary

 

 


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