-----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, ELTDyDKljCS6hvnd+rZdwKWDRAfLi9kDVSdzfBQxjUz8S0IFbn24updVWdbd64/L LBNdXu2eMfqHSR6SlgtArw== 0001140361-10-000101.txt : 20100104 0001140361-10-000101.hdr.sgml : 20100101 20100104140218 ACCESSION NUMBER: 0001140361-10-000101 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100101 FILED AS OF DATE: 20100104 DATE AS OF CHANGE: 20100104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wells William McDowall CENTRAL INDEX KEY: 0001476860 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14956 FILM NUMBER: 10501340 MAIL ADDRESS: STREET 1: OCEAN ONE, UNIT 304, MAXWELL COAST ROAD CITY: OISTINS STATE: C8 ZIP: BB17154 ISSUER: 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 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 3 1 doc1.xml FORM 3 X0203 3 2010-01-01 0 0000885590 BIOVAIL CORP INTERNATIONAL BVF 0001476860 Wells William McDowall C/O BIOVAIL CORPORATION, 7150 MISSISSAUGA ROAD MISSISSAUGA A6 L5N 8M5 ONTARIO, CANADA 1 1 0 0 Chief Executive Officer Common Stock, no par value 75000 D Restricted Share Units 2012-11-26 2013-01-01 Common Stock, no par value 145044 D Stock Options (right to purchase) 9.97 2013-09-26 Common Stock, no par value 150000 D Restricted Share Units 2012-02-25 2012-02-25 Common Stock, no par value 9835 D Stock Options (right to purchase) 10.86 2014-03-09 Common Stock, no par value 112550 D Restricted Share Units 2014-08-05 2014-08-05 Common Stock, no par value 62882 D Deferred Share Units Common Stock, no par value 29209 D Includes an initial grant of 125,000 performance based Restricted Share Units (granted on May 1, 2008) and additional Restricted Share Units allocated to the Reporting Person as dividend equivalents on the payment date(s) of dividends on the Common Stock, no par value, of Biovail Corporation (the "Common Stock"). Each Restricted Share Unit represents a contingent right to receive one share of Common Stock. On September 26, 2008, the Reporting Person was granted 150,000 Stock Options. 50,000 Stock Options vested and became exercisable on September 26, 2009, 50,000 Stock Options will vest and become exercisable on each of September 26, 2010 and 2011. Includes an initial grant of 9,375 Restricted Share Units (granted on February 25, 2009) and additional Restricted Share Units allocated to the Reporting Person as dividend equivalents on the payment date(s) of dividends on Common Stock. On March 9, 2009, the Reporting Person was granted 112,550 Stock Options. 37,516 Stock Options will vest and become exercisable on each of March 9, 2010 and 2011 and the remaining 37,518 Stock Options will vest and become exercisable on March 9, 2012. Includes an initial grant of 62,500 performance based Restricted Share Units (granted on August 5, 2009) and additional Restricted Share Units allocated to the Reporting Person as dividend equivalents on the payment date(s) of dividends on Common Stock. Includes Deferred Share Units ("DSUs") granted to the Reporting Person pursuant to a non-management Deferred Share Unit Plan of the Board of Directors of Biovail Corporation, as well as additional DSUs allocated to the Reporting Person as dividend equivalents on the payment date(s) of dividends on Common Stock. Each DSU entitles its holder, upon ceasing to be a director, to receive an amount of cash having the same value as one share of Common Stock at such time. See Exhibit 24.1 - Power of Attorney /s/ Angie Palmer, by Power of Attorney 2010-01-04 EX-24.1 2 poa1.htm POWER OF ATTORNEY Unassociated Document
 
 
POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints each of Gregory Gubitz, Jennifer Tindale, Michael Krushel, Alex Matheson, Jennifer Suess, Christopher Hall, Angie Palmer and Michelle Garraway, or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 
(1)
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) or any rule or regulation of the SEC;

 
(2)
execute for and on behalf of the undersigned, in the undersigned’s capacity as a director of Biovail Corporation (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder;

 
(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and
 
 
(4)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 
 
 
 
 
 
 
 
                 IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of November, 2009.
 

 
 
    /s/ William McDowall Wells  
Signature
 
 
    William McDowall Wells   
Name

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