Current Report Filing (8-k)
March 17 2017 - 4:24PM
Edgar (US Regulatory)
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 earliest event reported):
March 17, 2017 (March 13, 2017)
VALEANT PHARMACEUTICALS INTERNATIONAL,
INC.
(
Exact
name of registrant as specified in its charter
)
British Columbia, Canada
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001-14956
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98-0448205
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(State or other jurisdiction
of incorporation)
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(Commission
file number)
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(IRS Employer
Identification No.)
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2150 St. Elzéar Blvd. West, Laval, Quebec, Canada H7L 4A8
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(Address of principal executive offices) (Zip Code)
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(514) 744-6792
(Registrant's telephone number, including
area code)
N/A
(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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o
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.
William A. Ackman and
Stephen Fraidin, both members of the Board of Directors (the “Board”) of Valeant Pharmaceuticals International, Inc.
(the “Company”) and affiliates of Pershing Square Capital Management, L.P. (“Pershing Square”), advised
the Company on March 13, 2017 that they have decided not to stand for reelection to the Board at the next annual meeting. Messrs.
Ackman and Fraidin made this decision in light of the sale by Pershing Square and affiliated entities of all Company shares held
by them and in order to dedicate more time to other Pershing Square portfolio companies and investment opportunities. Messrs. Ackman
and Fraidin will continue to serve as directors on the Board until their terms end at the Company’s 2017 annual meeting of
shareholders. Mr. Ackman currently serves as the chairman of the Finance and Transactions Committee of the Board, and Mr. Fraidin
currently serves as a member of the Conduct and Compliance Committee and the Talent and Compensation Committee of the Board. The
determinations of Messrs. Ackman and Fraidin not to stand for reelection was not a result of any disagreement with the Company
or the Board.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: March 17, 2017
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VALEANT PHARMACEUTICALS INTERNATIONAL, INC.
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By:
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/s/ Christina Ackermann
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Christina Ackermann
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Executive Vice President and General Counsel
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