-----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, PBa0flDjUgruZ+KwgPIBi0XAZImjxtnkcFcmY8Mo2RISMlQuG97m0IesxSM268mz l/2vKJeWSbPpNt8IkYru2A== 0001510875-11-000001.txt : 20110127 0001510875-11-000001.hdr.sgml : 20110127 20110127203152 ACCESSION NUMBER: 0001510875-11-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110124 FILED AS OF DATE: 20110127 DATE AS OF CHANGE: 20110127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Masterson Richard Kevin CENTRAL INDEX KEY: 0001510875 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14956 FILM NUMBER: 11553448 MAIL ADDRESS: STREET 1: 103 OCEAN ONE STREET 2: MAXWELL COAST ROAD CITY: CHRIST CHURCH STATE: C8 ZIP: BB17154 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Valeant Pharmaceuticals International, Inc. 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 FORMER COMPANY: FORMER CONFORMED NAME: BIOVAIL Corp DATE OF NAME CHANGE: 20100416 FORMER COMPANY: FORMER CONFORMED NAME: BIOVAIL CORP INTERNATIONAL DATE OF NAME CHANGE: 19960522 3 1 primary_doc.xml PRIMARY DOCUMENT X0203 3 2011-01-24 0 0000885590 Valeant Pharmaceuticals International, Inc. VRX 0001510875 Masterson Richard Kevin C/O 7150 MISSISSAUGA ROAD MISSISSAUGA A6 L5N 8M5 ONTARIO, CANADA 0 1 0 0 President,Biovial Labs Int SRL Incentive Stock Options (right to purchase) 9.42 2008-03-08 2014-03-08 Common Stock, no par value 42469 D Non-Qualified Stock Options (right to purchase) 9.42 2008-03-08 2014-03-08 Common Stock, no par value 97418 D Non-Qualified Stock Options (right to purchase) 6.33 2009-11-01 2015-11-01 Common Stock, no par value 55955 D Non-Qualified Stock Options (right to purchase) 6.68 2010-10-31 2016-10-31 Common Stock, no par value 55955 D Non-Qualified Stock Options (right to purchase) 5.29 2017-10-30 Common Stock, no par value 15386 D Non-Qualified Stock Options (right to purchase) 8.55 2008-11-26 2017-12-31 Common Stock, no par value 25180 D Non-Qualified Stock Options (right to purchase) 17.36 2020-05-11 Common Stock, no par value 49589 D Non-Qualified Stock Options (right to purchase) 26.41 2015-11-11 Common Stock, no par value 60000 D Long-Term Performance Units 0 2015-05-01 Common Stock, no par value 5595 D Performance Based Restricted Share Units 0 2014-12-28 Common Stock, no par value 30000 D The stock options are exercisable in four annual installments. The first installment of 3,848 options became exercisable on October 30, 2008, 3,846 became exercisable on each of October 30, 2009 and October 30, 2010. The reaming 3,846 become exercisable on October 30, 2011. The stock options vest in four equal annual installments beginning on May 11, 2011. The stock options vest in four equal annual installments beginning on October 8, 2011. Received upon conversion of the reporting person's Long-Term Performance Units that were held prior to the merger or Biovail Corporation and Valeant Pharmaceuticals International. The Long-Term Performance Units will vest based on total shareholder return (TSR) between a price of $14.96 starting on February 2, 2011 and the average stock price for the prior 20 trading days as of three measurement dates: 25% would vest on November 1, 2013, 50% on February 1, 2014 and 25% on May 1, 2014. Unit vesting is contingent on TSR performance between 15% and 45% into between one and three shares of common stock, respectively, with early vesting possible at higher TSR levels. Performance based Restricted Share Units (Share Units) that will vest based on total shareholder return (TSR) between a price of $26.51 starting on September 28, 2010 and the average stock price for the prior 20 trading days as of three measurement dates: 25% would vest on June 28, 2013, 50% on September 28, 2013 and 25% on December 28, 2013. Unit vesting is contingent on TSR performance between 15% and 45% into between one and three shares of common stock, no par value, of Valeant Pharmaceuticals International, Inc. (Common Stock), respectively, with early vesting possible at higher TSR levels. By: Angie Palmer, for Richard K. Masterson 2011-01-27 EX-24 2 master.txt POWER OF ATTORNEY POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Robert Chai-Onn, Ling Yeng, Alex Matheson, Angie Palmer and Pamela Chronister Lewis, 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 and/or officer of Valeant Pharmaceuticals International, Inc. (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. [REMAINDER OF PAGE LEFT BLANK INTENTIONALY] IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this _19th_ day of __January____, 2011. _/s/__ Richard Kevin Masterson Signature Richard Kevin Masterson Name -----END PRIVACY-ENHANCED MESSAGE-----