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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Biovail Corporation International
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
09067K 10 6
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(CUSIP Number)
Eugene Melnyk
Biovail Corporation International
460 Comstock Road, Scarborough
Ontario, Canada M1L 4S4
(416) 285-6000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 1, 1997
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(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report to acquisition which is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box / /.
Check the following box if a fee is being paid with the
statement / /.
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SCHEDULE 13D
CUSIP NO.: 09067K 10 6
(1) NAME OF REPORTING PERSON:
Eugene Melnyk
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / /
(3) SEC USE ONLY
(4) SOURCE OF FUNDS: PF
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) / /
(6) CITIZENSHIP OR PLACE OF ORGANIZATION: Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
(7) SOLE VOTING POWER: 6,185,727
(8) SHARED VOTING POWER: 0
(9) SOLE DISPOSITIVE POWER: 6,185,727
(10) SHARED DISPOSITIVE POWER: 0
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 6,185,727
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES / /
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 23.7%
(14) TYPE OF REPORTING PERSON: IN
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ITEM 1. SECURITY AND ISSUER.
This Amendment No. 3 amends and restates the statement on
Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on
March 30, 1994, as amended by Amendment No. 1 thereto filed with the SEC on
April 11, 1995 and Amendment No. 2 thereto filed with the SEC on September 25,
1996 (as so amended, the "Schedule 13D"), with respect to the common stock, no
par value (the "Common Stock"), of Biovail Corporation International (the
"Company"), with its principal executive offices located at 460 Comstock Road,
Scarborough, Ontario, Canada M1L 4S4, (416)-285-6000.
ITEM 2. IDENTITY AND BACKGROUND.
This Statement is being filed by Eugene Melnyk. Mr. Melnyk is
the Chairman of the Board and a Director of the Company, a pharmaceutical
research, development and manufacturing corporation. The business address of Mr.
Melnyk is Chelston Park, Building 2, Collymore Rock, St. Michael, Barbados, West
Indies. Mr. Melnyk is a citizen of Canada.
During the last five years, Mr. Melnyk has not been (a)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) 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 activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
The filing of this Statement shall not be construed as an
admission that Mr. Melnyk is, for purposes of Section 13(d) or 13(g) of the
Securities Exchange Act of 1934, as amended, the beneficial owner of any
securities covered by this Statement except for the securities stated herein
to be beneficially owned by Mr. Melnyk.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Of the 6,185,727 shares of Common Stock to which this
Statement relates, 75,000 and 50,000 of such shares were purchased by Mr.
Melnyk with personal funds on February 28, 1997 and March 1, 1997, respectively,
for an aggregate purchase price of $2,943,187.50.
ITEM 4. PURPOSE OF TRANSACTION.
Subject to applicable legal requirements and the factors
referred to below, Mr. Melnyk presently intends to purchase from time to time up
to an aggregate of an additional 625,000 shares of Common Stock in open market
transactions. In determining whether to purchase additional shares, he intends
to consider and review various factors on a continuous basis, including the
Company's financial condition, business and prospects, other developments
concerning the Company, the price and availability
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of shares of Common Stock, other investment and business opportunities available
to Mr. Melnyk, and developments with respect to general economic, monetary and
stock market conditions.
Mr. Melnyk's acquisition of the Common Stock is for the
purpose of investment. Except as otherwise described herein, Mr. Melnyk has no
plan or proposal with respect to the Company which relates to or would result in
any of the matters listed in Items 4(a) - (j) of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
As of March 11, 1997, Mr. Melnyk may be deemed to be the
beneficial owner of 6,185,727 shares of Common Stock (including 5,555,727 shares
which are owned directly by Mr. Melnyk and 630,000 shares which are the subject
of currently exercisable options), which constitute in the aggregate 23.7% of
the shares of Common Stock outstanding.
Except as described in the preceding paragraph, Mr. Melnyk
does not beneficially own any shares of Common Stock.
(b) Mr. Melnyk has the sole power to vote, direct the voting
of, dispose of and direct the disposition of the Common Stock beneficially owned
by him.
(c) Transactions in the Common Stock by Mr. Melnyk effected
during the past 60 days are described in Schedule I hereto, which Schedule is
hereby incorporated by reference. All such transactions were effected by Mr.
Melnyk in the open market on the New York Stock Exchange, and Mr. Melnyk's stock
purchases were made with personal funds.
Except as described in Schedule I hereto, Mr. Melnyk has not
effected any transactions in the Common Stock during the past 60 days.
(d) Mr Melnyk has the sole right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
Common Stock owned by him.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
In October 1996, Mr. Melnyk entered into a $7 million
credit facility with Merrill Lynch International Bank Limited (the "Credit
Facility"). The Credit Facility did not serve as the source of any of the funds
used by Mr. Melnyk to acquire shares of Common Stock. The Credit Facility
provides for Mr. Melnyk to pledge as collateral up to an aggregate of 650,000
shares of Common Stock to secure the payment of all loans and other amounts due
thereunder, as well as standard default and similar provisions customary for
such an arrangement.
Except as otherwise described herein, Mr. Melnyk has no
contracts, arrangements, understandings or relationships (legal or otherwise)
with any person with respect to any securities of the Company, including, but
not limited to, transfer or voting of any of the securities, finder's fees,
joint ventures, loan or option arrangements, puts or calls, guarantees or
profits,
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division of profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
March 11, 1997
/s/ Eugene Melnyk
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Eugene Melnyk
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SCHEDULE I
SCHEDULE OF TRANSACTIONS IN THE SHARES OF COMMON STOCK
<TABLE>
<CAPTION>
No. of Shares
Date Purchased Price Per Share(1)
<S> <C> <C>
2/28/97 17,500 $23.625
2/28/97 6,500 $23.75
2/28/97 51,000 $24.125
3/01/97 50,000 $22.90
</TABLE>
(1) Net of brokers commissions
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EXHIBIT INDEX
No exhibits are being filed with this Amendment No. 3.
