8-K 1 d30841d8k.htm 8-K 8-K





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of the earliest event reported): September 28, 2015 (September 28, 2015)



Valeant Pharmaceuticals International, Inc.

(Exact name of registrant as specified in its charter)




British Columbia, Canada   001-14956   98-0448205

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

2150 St. Elzéar Blvd. West

Laval, Quebec

Canada H7L 4A8

(Address of principal executive offices)(Zip Code)


(Registrant’s telephone number, including area code)

(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:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 8.01 Other Events

On September 28, 2015, Valeant Pharmaceuticals International, Inc. (“Valeant”) distributed a letter to its employees relating to recent changes in Valeant’s stock price. A copy of the letter is attached hereto as Exhibit 99.1. The foregoing description is qualified in its entirety by reference to the text of such letter.

The information in this Item 8.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 8.01 and Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward Looking Statements

The letter to Valeant’s employees, attached hereto as Exhibit 99.1, may contain forward-looking statements, including, but not limited to statements regarding: expectations respecting future revenue, financial performance, organic growth and script growth of Valeant, its product portfolio and certain of business segments and businesses; anticipated revenue mix among Valeant’s business segments and businesses; the anticipated strength of Valeant’s product pipeline and anticipated launches and approvals of certain of such products; Valeant’s exposure to government reimbursement; and anticipated price increases in certain of Valeant’s business segments. Forward-looking statements may be identified by the use of the words “anticipates,” “expects,” “intends,” “plans,” “should,” “could,” “would,” “may,” “will,” “believes,” “estimates,” “potential,” or “continue” and variations or similar expressions. These statements are based upon the current expectations and beliefs of management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties discussed in Valeant’s most recent annual or quarterly report filed with the Securities and Exchange Commission (“SEC”) and other risks and uncertainties detailed from time to time in Valeant’s filings with the SEC and the Canadian Securities Administrators, which factors are incorporated herein by reference. Readers are cautioned not to place undue reliance on any of these forward-looking statements. Valeant undertakes no obligation to update any of these forward-looking statements to reflect events or circumstances after the date of this letter or to reflect actual outcomes, except as may be required by law.


Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.


Description of Exhibit

99.1    Letter to Valeant Employees distributed on September 28, 2015.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




/s/ Robert R. Chai-Onn

Name:   Robert R. Chai-Onn
Title:   Executive Vice President, General Counsel and Chief Legal Officer, Head of Corporate and Business Development

Date: September 28, 2015







99.1    Letter to Valeant employees dated September 28, 2015.