UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of the earliest event reported): April 29, 2015 (April 29, 2015)
Valeant Pharmaceuticals International, Inc.
(Exact name of registrant as specified in its charter)
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British Columbia |
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001-14956 |
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98-0448205 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
2150 St. Elzéar Blvd. West
Laval, Quebec
Canada H7L
4A8
(Address of principal executive offices)(Zip Code)
514-744-6792
(Registrants telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On April 29, 2015, Valeant Pharmaceuticals International, Inc. (the Company)
announced that Howard B. Schiller intends to resign as Executive Vice President and Chief Financial Officer, effective at such time that his successor is appointed. Mr. Schiller will continue to serve on the Companys Board of Directors
(the Board) and, with the Boards continued recommendation of Mr. Schiller as a nominee for re-election to the Board, Mr. Schiller intends to stand for re-election at the Companys 2015 annual shareholder meeting.
Item 9.01 |
Financial Statements and Exhibits. |
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99.1 |
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Press Release of Valeant Pharmaceuticals International, Inc., dated April 29, 2015. |
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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
hereunto duly authorized.
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VALEANT PHARMACEUTICALS INTERNATIONAL, INC. |
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By: |
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/s/ Robert R. Chai-Onn |
Name: |
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Robert R. Chai-Onn |
Title: |
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Executive Vice President, General Counsel and Chief Legal Officer, Head of Corporate and Business Development |
Date: April 29, 2015
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EXHIBIT INDEX
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Exhibit Number |
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Description |
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99.1 |
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Press Release of Valeant Pharmaceuticals International, Inc., dated April 29, 2015. |
Exhibit 99.1
International Headquarters
2150 St. Elzéar Blvd. West
Laval, Quebec H7L 4A8
Phone:
514.744.6792
Fax: 514.744.6272
Contact
Information:
Laurie W. Little
949-461-6002
laurie.little@valeant.com
Media:
Renee E. Soto/Meghan Gavigan
Sard Verbinnen & Co.
212-687-8080
rsoto@sardverb.com / mgavigan@sardverb.com
VALEANT ANNOUNCES CFO SUCCESSION PLAN AND ADDITIONAL EXECUTIVE APPOINTMENT
Howard B. Schiller to Step Down as CFO Upon Appointment of Successor
Anne Whitaker Named Executive Vice President/Company Group Chairman
Laval, Quebec April 29, 2015 Valeant Pharmaceuticals International, Inc. (NYSE: VRX) (TSX: VRX) today announced that
Howard B. Schiller has advised the Company of his decision to step down as Chief Financial Officer once a successor is appointed. In order to facilitate a smooth transition, Mr. Schiller will remain in his current position as the search for his
replacement proceeds. With the support of Valeants Board of Directors, Mr. Schiller will remain on the Valeant Board and, with the Boards continued recommendation, intends to stand for re-election as a director at the annual
shareholder meeting in May.
Over the past few years, Howard has been an integral part of the management team at Valeant his
unwavering commitment, tireless work ethic, strong intellect and good judgment have helped increase our market capitalization from under $14 billion when he joined to nearly $70 billion today, while positioning the company for sustainable growth and
continued success, said J. Michael Pearson, Valeants chairman and chief executive officer. We are grateful that Howard has agreed to remain in his current role as CFO while we conduct a search for his successor and look forward to
his continued involvement with Valeant as a Board member. On behalf of the entire Valeant team, I want to thank Howard for his dedicated service to Valeant and wish him all the best in his future endeavors.
Mr. Schiller stated, My time at Valeant has been incredible, and I am very proud of all that we have accomplished together.
Although I am leaving to pursue new opportunities most likely in areas outside of a publicly-traded company, I look forward to working closely with Mike and the rest of the management team to ensure a seamless transition of my CFO responsibilities
and to continuing to serve on the Board of a company with enormous potential to deliver even more long-term value for shareholders.
Mr. Schiller, 53, joined Valeant in December 2011 as Chief Financial Officer and was appointed to the
Board of Directors of Valeant in September 2012.
The Company also announced today that Anne C. Whitaker, former President and Chief
Executive Officer of Synta Pharmaceuticals, will join Valeants Executive Management Team as Executive Vice President and Company Group Chairman.
Pearson added, Anne is an accomplished pharmaceutical executive with more than 24 years of experience in key leadership roles across
healthcare sales, marketing and commercial management both in the GI space and oncology. She also has a proven track record of success in delivering sustainable growth and profitability, and we look forward to her contributions to Valeant.
Anne C. Whitaker Biography
Ms. Whitaker most recently served as President, Chief Executive Officer and a member of the Board of Directors of Synta Pharmaceuticals
Corp., a biopharmaceutical company focused on research, development and commercialization of novel oncology medicines. During her time as CEO, Ms. Whitaker was recognized for her work in streamlining the organization and prioritizing its rich
pipeline opportunities. Prior to joining Synta Pharmaceuticals, Ms. Whitaker served as President, North America Pharmaceuticals, at Sanofi, where she oversaw all pharmaceutical and consumer healthcare operations within the region. Previously,
Ms. Whitaker held various leadership positions at GlaxoSmithKline, including Senior Vice President and Business Unit Head, Cardiovascular, Metabolic and Urology (CVMU) and Senior Vice President of Leadership and Organization Development.
About Valeant
Valeant Pharmaceuticals
International, Inc. (NYSE/TSX:VRX) is a multinational specialty pharmaceutical company that develops, manufactures and markets a broad range of pharmaceutical products primarily in the areas of dermatology, eye health, neurology and branded
generics. More information about Valeant can be found at www.valeant.com.
Forward-looking Statements
This press release may contain forward-looking statements, including, but not limited to, statements regarding the successful search and
appointment for a chief financial officer. Forward-looking statements may generally be identified by the use of the words anticipates,
expects, intends, plans, should, could, would,
may, will, believes, estimates, potential, target, or continue and variations or similar expressions. These statements are based upon the current expectations and
beliefs of management of Valeant and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include the risks and
uncertainties discussed in Valeants most recent annual or quarterly report and detailed from time to time in Valeants other filings with the Securities and Exchange Commission (the SEC) and the Canadian Securities
Administrators, which factors are incorporated herein by reference. Readers are cautioned not to place undue reliance on any of these forward-looking statements. These forward-looking statements speak only as of the date hereof. Valeant undertakes
no obligation to update any of these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect actual outcomes.
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