SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d- 1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)*
Allergan, Inc.
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE
(Title of Class of Securities)
018490102
(CUSIP Number)
Valeant Pharmaceuticals International, Inc.
Robert R. Chai-Onn
2150 St. Elzéar Blvd. West
Laval, Quebec
Canada, H7L 4A8
(514) 744-6792
With a copy to:
Alison S. Ressler
Sullivan & Cromwell LLP
1888 Century Park East
Los Angeles, California 90067-1725
(310) 712-6600
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
October 27, 2014
(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 that is the subject of this Schedule 13D, and is filing this Schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.See § 240.13d-7 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).
| | | | | | |
| 1. | | NAME OF REPORTING PERSON Valeant Pharmaceuticals International, Inc. |
| 2. | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions): (a) x (b) ¨ |
| 3. | | SEC Use Only |
| 4. | | SOURCE OF FUNDS (see instructions) AF, WC |
| 5. | | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6. | | CITIZENSHIP OR PLACE OF ORGANIZATION British Columbia, Canada |
Number Of Shares Beneficially Owned By Each Reporting Person With | | 7. | | SOLE VOTING POWER 100 |
| | 8. | | SHARED VOTING POWER 28,878,538 |
| | 9. | | SOLE DISPOSITIVE POWER 100 |
| | 10. | | SHARED DISPOSITIVE POWER 597,431 |
| 11. | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,878,638 |
| 12. | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ¨ |
| 13. | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.7%1 |
| 14. | | TYPE OF REPORTING PERSON (see instructions) HC |
| (1) | This calculation is based on 297,613,483 shares of Common Stock, par value $0.01 per share (the “Common Stock”), of Allergan, Inc. (the “Issuer”) outstanding as of September 30, 2014 as reported in the Issuer’s preliminary proxy statement on Schedule 14A filed on October 24, 2014. |
| | | | | | |
| 1. | | NAME OF REPORTING PERSON Valeant Pharmaceuticals International |
| 2. | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions): (a) x (b) ¨ |
| 3. | | SEC Use Only |
| 4. | | SOURCE OF FUNDS (see instructions) WC |
| 5. | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6. | | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
Number Of Shares Beneficially Owned By Each Reporting Person With | | 7. | | SOLE VOTING POWER -0- |
| | 8. | | SHARED VOTING POWER 28,878,538 |
| | 9. | | SOLE DISPOSITIVE POWER -0- |
| | 10. | | SHARED DISPOSITIVE POWER 597,431 |
| 11. | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,878,638 |
| 12. | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ¨ |
| 13. | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.7%1 |
| 14. | | TYPE OF REPORTING PERSON (see instructions) CO |
| (1) | This calculation is based on 297,613,483 shares of Common Stock, par value $0.01 per share (the “Common Stock”), of Allergan, Inc. (the “Issuer”) outstanding as of September 30, 2014 as reported in the Issuer’s preliminary proxy statement on Schedule 14A filed on October 24, 2014. |
This Amendment No. 8 relates to the Schedule 13D filed on April 21, 2014, as amended prior to the date of this Amendment No. 8 (as so amended, the “Original 13D”), by Valeant Pharmaceuticals International, Inc., a corporation continued under the laws of British Columbia (“Valeant”), and Valeant Pharmaceuticals International, a Delaware corporation and a wholly owned subsidiary of Valeant (“Valeant USA” and, together with Valeant, the “Reporting Persons”), relating to common shares, par value $0.01 (the “Common Stock”), of Allergan, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used but not defined herein shall have the meaning set forth in the Original 13D.
| ITEM 4 | Purpose of the Transaction. |
Item 4 of the Original 13D is hereby amended and supplemented by adding the following information:
On October 27, 2014, Valeant sent a letter to the Issuer and issued a press release which included the full text of such letter. The press release is filed as Exhibit 99.1 hereto and is incorporated by reference into this Item 4 as if restated in full herein.
| ITEM 7 | Material to be Filed as Exhibits |
| | |
Exhibit | | Document Description |
| |
| 99.1 | | Valeant Pharmaceuticals International, Inc. press release, dated October 27, 2014, incorporated by reference to Valeant’s filing under Rule 425 on October 27, 2014 (Film No. 141174456, filed at 15:08:52). |
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this amendment is true, complete and correct.
Dated: October 28, 2014
| | |
VALEANT PHARMACEUTICALS INTERNATIONAL, INC. |
| |
| By: | | /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 |
|
| VALEANT PHARMACEUTICALS INTERNATIONAL |
| |
| By: | | /s/ Robert R. Chai-Onn |
| | Name: Robert R. Chai-Onn |
| | Title: Executive Vice President, General Counsel and Corporate Secretary |
EXHIBIT INDEX
| | |
Exhibit | | Document Description |
| |
| 99.1 | | Valeant Pharmaceuticals International, Inc. press release, dated October 27, 2014, incorporated by reference to Valeant’s filing under Rule 425 on October 27, 2014 (Film No. 141174456, filed at 15:08:52). |
