SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
BERGEN BRUNSWIG CORPORATION
(Name of Issuer)
CLASS A COMMON STOCK, $1.50 PAR VALUE
(Title of Class of Securities)
083739102
(Cusip Number)
ARMANDO A. TABERNILLA, 4400 BISCAYNE BOULEVARD, MIAMI, FLORIDA 33137
(305) 575-6000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MARCH 20, 1996
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of the Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page shall be filed out for a reporting person's
initial on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter disclosures
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
Page 1 of 6
<PAGE>
- ---------------------------- ------------------------
CUSIP NO. 083739102 13D PAGE 2 OF 6
- ---------------------------- ------------------------
- --------------------------------------------------------------------------------
1 NAME OF REPORTING
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
IVAX Corporation
I.R.S.# 16-1003559
- --------------------------------------------------------------------------------
2 Check the appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
Not Applicable
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida, United States of America
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 9,953,076
BENEFI- ---------------------------------------------------------------
CIALLY 8 SHARED VOTING POWER
OWNED BY 2,204,356
EACH
REPORTING ---------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 9,953,076
---------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,157,432
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.3%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
- --------------------------------------------------------------------------------
<PAGE>
The Schedule 13D previously filed by IVAX Corporation, a Florida
corporation ("IVAX"), with respect to the Class A Common Stock, par value $1.50
per share (the "Common Stock"), of Bergen Brunswig Corporation, a New Jersey
corporation (the "Issuer") is amended and supplemented as follows:
Item 2. IDENTITY AND BACKGROUND.
Item 2 is amended and supplemented as follows:
Information as to the identity and background of the directors and
executive officers of IVAX is set forth in Appendix A attached hereto, which is
incorporated herein by reference.
Neither IVAX nor, to the best knowledge of IVAX, any of the directors,
executive officers or controlling persons of IVAX during the last five years,
(a) has been convicted in any criminal proceeding (excluding traffic violations
or similar misdemeanors) or (b) has been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and, as a result of
such proceeding, was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activity subject to,
federal or state securities laws or finding any violations with respect to such
laws.
Item 4. PURPOSE OF TRANSACTION.
Item 4 is amended and supplemented as follows:
On March 20, 1997, the Issuer unilaterally terminated the Agreement and
Plan of Merger, dated as of November 10, 1996, between, among others, the Issuer
and IVAX (the "Agreement").
In connection with the termination, the Issuer filed a lawsuit against
IVAX on March 21, 1997, in the United States District Court for the Southern
District of New York alleging, among other things, various breaches of the
Agreement. IVAX does not believe that the Issuer had a legal right to terminate
the Agreement and intends to defend the suit vigorously and pursue a
counterclaim for breach of the Agreement by the Issuer.
Page 3 of 6
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
IVAX Corporation
/S/ ARMANDO A. TABERNILLA
----------------------------------
Date: March 27, 1997 Armando A. Tabernilla
Vice President - Legal Affairs and
General Counsel, IVAX Corporation
Page 4 of 6
<PAGE>
<TABLE>
<CAPTION>
APPENDIX A
The following information is set forth as to directors and persons who
may be deemed to be executive officers of IVAX.
NAME EMPLOYER POSITION
AND POSITION AND
WITH IVAX ADDRESS
<S> <C> <C>
Mark Andrews American Exploration Chairman of the Board of
Director Company Directors and Chief
1331 Lamar Executive Officer
Houston, TX 77010
Lloyd Bentsen Verner, Liipfert, Bernhard, Attorney
Director McPherson & Hand
2600 Texas Commerce
Tower
600 Travis
Houston, TX 77002
Ernst Biekert, Ph.D. University of Heidelberg Professor
Director Weinheimerstr. 21
Limburgerhof
Germany 67117
Dante B. Fascell Holland & Knight Attorney/Partner
Director 701 Brickell Avenue
Suite 3000
Miami, FL 33131
Jack Fishman, Ph.D IVAX Corporation Vice Chairman of the Board
Vice Chairman of the Board 4400 Biscayne Boulevard of Directors
of Directors Miami, FL 33137
Phillip Frost, M.D. IVAX Corporation Chairman of the Board of
Chairman of the Board of 4400 Biscayne Boulevard Directors and Chief
Directors and Chief Miami, FL 33137 Executive Officer
Executive Officer
Harold S. Geneen Gunther International Ltd. Chairman of the Board of
Director 301 Park Avenue Directors
Suite 1919
New York, NY 10022
Jane Hsiao, Ph.D IVAX Corporation Vice Chairman-Technical
Director, Vice Chairman -- 4400 Biscayne Boulevard Affairs
Technical Affairs Miami, FL 33137
Lyle Kasprick 1067 Linden Lane Private Investor
Director Orono, MN 55364-9754
Page 5 of 6
<PAGE>
Isaac Kaye Norton Healthcare Ltd. Chief Executive Officer
Director, Deputy Chief Gemini House - Flex
Executive Officer Meadow
Harlow - Essex CM19 5TJ
England
Harvey M. Krueger Lehman Brothers Senior Managing Director
Director American Express Towers
17th Floor
World Financial Center
New York, NY 10285
John H. Moxley III, M.D. Korn/Ferry International Vice President
Director 1800 Century Park East
Suite 900
Los Angeles, CA 90067
Robert C. Strauss IVAX Corporation President and Chief
Director, President and 4400 Biscayne Boulevard Operating Officer
Chief Operating Officer Miami, FL 33137
Michael Weintraub 200 S.E. 1st Street Private Investor
Director Suite 900
Miami, FL 33131
Samuel Broder, M.D. IVAX Corporation Senior Vice President-
Senior Vice President -- 4400 Biscayne Boulevard Research and Development
Research and Development Miami, FL 33137 and Chief Scientific Officer
and Chief Scientific Officer
Michael W. Fipps IVAX Corporation Chief Financial Officer
Chief Financial Officer 4400 Biscayne Boulevard
Miami, FL 33137
Norwick B.H. Goodspeed McGaw, Inc. President and Chief
President and Chief 2325 McGaw Avenue Executive Officer
Executive Officer -- Irvine, California 92714
McGaw, Inc.
Except for Dr. Biekert, who is a citizen of Germany, and Mr. Kaye who is a
citizen of Ireland, all such individuals are citizens of the United States of
America.
</TABLE>
Page 6 of 6
