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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Biovail Corporation International
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
09067K106
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(CUSIP Number)
Eugene Melnyk
Biovail Corporation International
2488 Dunwin Drive
Mississauga, Ontario L5L1J9
Canada
(416) 285-6000
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 23, 1998
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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
the 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 / /.
Note: An EDGAR version 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 filled out for a reporting person's
initial filing 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).
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SCHEDULE 13D
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CUSIP No. 09067K106
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Eugene Melnyk
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) | |
(b) | |
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) | |
N/A
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
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7 SOLE VOTING POWER
6,813,057
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 6,813,057
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,813,057
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| |
N/A
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.6%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE
ATTESTATION.
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This Amendment No. 6 amends 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, Amendment No. 2
thereto filed with the SEC on September 25, 1996, Amendment No. 3 thereto filed
with the SEC on March 11, 1997, Amendment No. 4 thereto filed with the SEC on
May 6, 1997 and Amendment No. 5 thereto filed with the SEC on January 13, 1998
(as so amended, the "Schedule 13D"), with respect to the common stock, no par
value (the "Common Stock"), of Biovail Corporation International (the
"Company"). Except as amended by this Amendment No. 6, the Schedule 13D, as
heretofore filed with the SEC, shall remain in full force and effect.
ITEM 1. SECURITY AND ISSUER.
This amendment relates to the Common Stock of the Company.
ITEM 2 IDENTITY AND BACKGROUND.
This amendment is being filed by Eugene Melnyk, the Chairman of the
Board and a director of the Company. The filing of this amendment 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.
Certain recent purchases of Common Stock by Mr. Melnyk are described in
Schedule I hereto, which Schedule is hereby incorporated by reference. The
source of funds for the purchases of Common Stock described in Schedule I hereto
was Mr. Melnyk's personal funds.
ITEM 4. PURPOSE OF TRANSACTION.
Mr. Melnyk's acquisition of the Common Stock was for the purpose of
investment. Subject to certain legal requirements and the factors referred to
below, Mr. Melnyk presently intends to purchase from time to time over the next
12 months up to an aggregate of an additional 420,000 shares of Common Stock in
open market transactions. However, the Reporting Person retains his right to
acquire shares of Common Stock in privately negotiated transactions and to
dispose of shares of Common Stock. In determining whether to purchase or dispose
of shares of Common Stock, Mr. Melnyk 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 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.
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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. However, in addition to
the rights reserved above, the Reporting Person retains his rights to modify his
plans with respect to the transactions described in this Item 4, to acquire or
dispose of securities of the Company and to formulate plans and proposals which
could result in the occurrence of any such events, subject to applicable laws
and regulations.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of March 23, 1998, Mr. Melnyk may be deemed to be the
beneficial owner of 6,813,057 shares of Common Stock (including 6,663,057 shares
which are owned directly by Mr. Melnyk and 150,000 shares which are the subject
of options exercisable within 60 days of the date of this Schedule 13D
amendment), which constitute in the aggregate 25.6% of the shares of Common
Stock outstanding. In addition, Mr. Melnyk owns options to purchase 885,000
shares of Common Stock which are not exercisable within 60 days of the date of
this Schedule 13D amendment.
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 and
the Company, and Mr. Melnyk's stock purchases pursuant to the exercise of stock
options 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 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 25, 1998
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Eugene Melnyk
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SCHEDULE I
SCHEDULE OF TRANSACTIONS IN THE SHARES OF COMMON STOCK
No. of Shares
Date Purchased Price Per Share
3/13/98 50,000 U.S. $46.887
3/23/98 30,000 U.S. $47.75
Total 80,000
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EXHIBIT INDEX
No exhibits are being filed with this Amendment No. 6.
