As Filed with the Securities and Exchange Commission on August 5, 2005
Registration No. 333-88040
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
VALEANT PHARMACEUTICALS INTERNATIONAL
(Exact Name of Registrant as Specified in its Charter)
|
|
|
Delaware
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
33-0628076
(I.R.S. Employer
Identification Number) |
3300 Hyland Avenue
Costa Mesa, CA 92626
(714) 545-0100
(Address, including Zip Code, and Telephone Number, including Area Code,
of Registrants Principal Executive Offices)
Eileen C. Pruette
Executive Vice President, General Counsel
Valeant Pharmaceuticals International
3300 Hyland Avenue
Costa Mesa, CA 92626
(714) 545-0100
(Name, Address, including Zip Code, and Telephone Number, including Area Code,
of Agent for Service)
Approximate date of commencement of proposed sale to public: Not applicable.
If the only securities being registered on this Form are being offered pursuant to
dividend or interest reinvestment plans, please check the following box. o
If any of the securities being registered on this Form are to be offered on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities
offered only in connection with dividend or interest reinvestment plans, check the following box. o
If this form is filed to register additional securities for an offering pursuant to Rule
462(b) under the Securities Act, please check the following box and list the Securities Act
registration statement number of the earlier effective registration statement for the same
offering. o
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities
Act, check the following box and list the Securities Act registration statement number of the
earlier effective registration statement for the same offering. o
If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the
following box. o
DEREGISTRATION OF SECURITIES
On May 10, 2002, Valeant Pharmaceuticals International, then named ICN Pharmaceuticals, Inc., a
Delaware corporation (the Registrant), filed a registration statement on Form S-3 (SEC File No.
333-88040) (as amended by Amendment No. 1 filed on August 16, 2002) (the Registration Statement)
to register for resale by selling security holders identified in the Registration Statement of up
to 1,492,331 shares of the Registrants common stock.
The Registration Statement was declared effective on August 16, 2002 and was to remain effective
until the earliest of (a) the date when all of the shares registered by the Registration Statement
have been distributed to the public, (b) the first anniversary of the effective date of the
Registration Statement and (c) the date that the selling security holders are each eligible to sell
all of their shares offered under the prospectus included in the Registration Statement in any
three-month period pursuant to Rule 144 under the Securities Act of 1933 (such earliest date being
the date of termination of the offering). In accordance with an undertaking in the Registration
Statement, the registrant hereby files this Post-Effective Amendment No. 1 to remove from
registration all securities, if any, under the registration statement which remained unsold at the
termination of the offering.
-2-
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has
reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has
duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Costa Mesa, State of
California, on August 3, 2005.
|
|
|
|
|
|
VALEANT PHARMACEUTICALS INTERNATIONAL
|
|
|
By: |
/s/ Timothy C. Tyson
|
|
|
|
Timothy C. Tyson |
|
|
|
President and
Chief Executive Officer |
|
|
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to
the Registration Statement has been signed by the following persons in the capacities and on the
dates indicated.
|
|
|
|
|
Signature |
|
Title |
|
Date |
|
|
|
|
|
/s/ Timothy C. Tyson
Timothy C. Tyson
|
|
President, Chief Executive Officer and
Director Officer (Principal Executive Officer)
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Bary G. Bailey
Bary G. Bailey
|
|
Executive Vice President and Chief Financial
Officer (Principal Financial Officer and
Principal Accounting Officer)
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Robert W. OLeary
Robert W. OLeary
|
|
Chairman of the Board
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Randy H. Thurman
Randy H. Thurman
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Edward A. Burkhardt
Edward A. Burkhardt
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Robert A. Ingram
Robert A. Ingram
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Richard H. Koppes
Richard H. Koppes
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Lawrence N. Kugelman
Lawrence N. Kugelman
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Theo Melas-Kyriazi
Theo Melas-Kyriazi
|
|
Director
|
|
August 3, 2005 |
|
|
|
|
|
/s/ Elaine Ullian
Elaine Ullian
|
|
Director
|
|
August 3, 2005 |
-3-