SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
BIOVAIL CORPORATION
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(Exact name of registrant as specified in its charter)
Canada [Not Applicable]
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(Jurisdiction of incorporation) (I.R.S. Employer Identification No.)
2488 Dunwin Drive
Mississauga, Ontario, Canada L5L 1J9
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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Common Shares, no par value New York Stock Exchange, Inc.
Warrants, each warrant entitling New York Stock Exchange, Inc.
the holder to purchase two Common
Shares
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [ x ]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration statement file number to which this form
relates:
N/A
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(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of class)
<PAGE>
Item 1. Description of Registrant's Securities to Be Registered.
The information required by Item 202 of Regulation S-K with respect to the
Common Shares and Warrants is contained in Registrant's Registration Statement
on Form 8-A/A (No. 001-14956), related to the Registrants Convertible
Subordinated Preferred Equivalent Debentures due March 31, 2025, as filed with
the Securities and Exchange Commission on June 5, 2000, under the caption
"Description of Capital Stock" and is incorporated herein by reference.
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<PAGE>
Item 2. Exhibits
1. Form of Indenture (incorporated by reference to Exhibit 7.2 to Amendment
No. 2 to Biovail Corporation's Registration Statement on Form F-10, Registration
No. 333-11580).
2. Form of Debenture (included in immediately preceding exhibit).
3. Specimen Stock Certificate for Biovail Corporation International Common
Shares (incorporated by reference to Biovail's Registration Statement on Form
F-4, Registration No. 33-74120).
4. Form of Warrant Agreement between Biovail Corporation International and
Chase Mellon Shareholder Services, L.L.C., as Warrant Agent (incorporated by
reference to Exhibit 4.2 to the F-1/F-3 Registration Statement, Reg. No.
333-10860).
5. Form of Warrant (incorporated by reference to Exhibit 4.3 to the F-1/F-3
Registration Statement, Reg. No. 333-10860).
6. Articles of Amalgamation of Biovail Corporation International
(incorporated by reference to Biovail Corporation International's Registration
Statement on Form F-4, Registration No. 33-74120).
7. Articles of Amendment of Biovail Corporation International (incorporated
by reference to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956 filed on March 17, 2000).
8. Articles of Amalgamation of Biovail Corporation (incorporated by
reference to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956, filed on March 17, 2000).
9. By-Law No. A of Biovail Corporation International (incorporated by
reference to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956, filed on March 17, 2000).
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<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
BIOVAIL CORPORATION
Date: June 5, 2000 By: John Miszuk
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Name: John Miszuk
Title: Vice President, Controller
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<PAGE>
EXHIBIT INDEX
Number Description
1. Form of Indenture (incorporated by reference to Exhibit 7.2 to Amendment
No. 2 to Biovail Corporation's Registration Statement on Form F-10,
Registration No. 333-11580).
2. Form of Debenture (included in immediately preceding exhibit).
3. Specimen Stock Certificate for Biovail Corporation International Common
Shares (incorporated by reference to Biovail's Registration Statement on
Form F-4, Registration No. 33-74120).
4. Form of Warrant Agreement between Biovail Corporation International and
Chase Mellon Shareholder Services, L.L.C., as Warrant Agent (incorporated
by reference to Exhibit 4.2 to the F-1/F-3 Registration Statement, Reg. No.
333-10860).
5. Form of Warrant (incorporated by reference to Exhibit 4.3 to the F-1/F-3
Registration Statement, Reg. No. 333-10860).
6. Articles of Amalgamation of Biovail Corporation International (incorporated
by reference to Biovail's Registration Statement on Form F-4, Registration
No. 33-74120).
7. Articles of Amendment of Biovail Corporation International (incorporated by
reference to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956, filed on March 17, 2000).
8. Articles of Amalgamation of Biovail Corporation (incorporated by reference
to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956, filed on March 17, 2000).
9. By-Law No. A of Biovail Corporation International (incorporated by
reference to Biovail's Registration Statement on Form 8-A, Registration No.
001-14956, filed on March 17, 2000).
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