SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. _____) Filed by the Registrant [ ] Filed by a Party other than the Registrant [X] Check the appropriate box: [ ] Preliminary Proxy Statement [ ]Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Under Rule 14a-12 ICN Pharmaceuticals, Inc. - -------------------------------------------------------------------------------- (Name of Registrant as Specified in Its Charter) ICN Committee to Maximize Shareholder Value - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): [x] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ----------------------------------------------------------------------------- (2) Aggregate number of securities to which transaction applies: ----------------------------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): ----------------------------------------------------------------------------- (4) Proposed maximum aggregate value of transaction: ----------------------------------------------------------------------------- (5) Total fee paid: ----------------------------------------------------------------------------- [ ] Fee paid previously with preliminary materials: ----------------------------------------------------------------------------- [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing. (1) Amount previously paid: ----------------------------------------------------------------------------- (2) Form, Schedule or Registration Statement No.: ----------------------------------------------------------------------------- (3) Filing Party: ----------------------------------------------------------------------------- (4) Date Filed: ----------------------------------------------------------------------------- EXPLANATORY NOTE SSP Special Situation Partners, Inc. ("SSP") and Providence Capital, Inc. ("Providence"), founders of the ICN Committee to Maximize Shareholder Value (the "Committee") have established a website (the "Committee Website") in order to permit stockholders of ICN Pharmaceuticals, Inc. ("ICN") and other interested parties to obtain access to materials filed by the Committee with the United States Securities and Exchange Commission (the "SEC") and other relevant material, and to facilitate stockholder communication with the Committee. The Committee Website was made available to shareholders on or about May 8, 2001. The Committee Website address is: www.icnmaxvalue.com. The contents of the Committee Website have previously been filed with the SEC, or are included with this filing. Any additional content on the Committee Website, unless previously filed with the SEC, will be filed with the SEC no later than the date the content is added to the Committee Website. The present content of the Committee Website is: [ICN Committee to Maximize Shareholder Value] - -------------------------------------------------------------------------------- [Home Latest SEC filings and Contact us] information other information Introduction This website has been created by SSP-Special Situations Partners, Inc. ("SSP") and Providence Capital, Inc. ("Providence"), founders of the ICN Committee to Maximize Shareholder Value (the "Committee"). The purpose of this website is to permit stockholders of ICN Pharmaceuticals, Inc. ("ICN") and other interested parties to obtain access to materials filed by the Committee with the United States Securities and Exchange Commission (the "SEC") and other relevant material, and to facilitate stockholder communication with SSP and Providence. SSP, founded in 1994, is a privately owned firm which invests in publicly traded securities of companies that it believes are substantially undervalued by the market, and works with the shareholders and management of such companies to maximize shareholder value. SSP's chairman and controlling shareholder is Dr. Tito Tettamanti, a Swiss investor and industrialist. Providence is an independent, NASD-registered broker-dealer and investment bank specializing in corporate governance and stockholder matters. Providence was founded in 1991 and is based in New York City. Providence's president is Herbert A. Denton. ----------- In connection with its solicitation of proxies with respect to ICN Pharmaceuticals' 2001 Annual Meeting, the Committee has filed a proxy statement with the SEC and is furnishing the proxy statement on or about May 3, 2001 to security holders of ICN Pharmaceuticals, which security holders are advised to read as it will contain important information. Security holders may obtain a free copy of such proxy statement and any other relevant documents filed with the SEC, from the website of the SEC at www.sec.gov. Copies of any proxy soliciting materials filed by the Committee with the SEC may also be obtained for free from this website. The Committee, SSP - Special Situations Partners Inc., Providence Capital, Inc., Edward A. Burkhardt, General Ronald R. Fogleman, Steven J. Lee, Richard E. Lazarow and John J.Hill will be (and certain of the executive officers and directors of SSP and Providence may be) participants in the solicitation by the Committee of proxies with respect to ICN Pharmaceuticals' 2001 Annual Meeting. None of such persons has any direct or indirect interests in the matters to be acted upon at the 2001 Annual Meeting other than as a stockholder or a nominee for election as a director of ICN Pharmaceuticals. Further information concerning the participants and their direct or indirect interests can be found in the definitive proxy statement filed with the SEC by the Committee on May 2, 2001. The following information has recently been added to our website: May 3, 14a - letter from the Committee to ICN stockholders See SEC Filings and Other 2001 Information May 3, 14a - the Committee's press release "ICN Shouldn't Be See SEC Filings and Other 2001 On The Sidelines" - responding to Milan Panic's letter Information to ICN stockholders dated May 1, 2001. May 2, The Committee's Definitive Proxy Statement. See SEC Filings and Other 2001 Information Apr 6, 14a - the Committee responds to ICN's Statement of See SEC Filings and Other 2001 April 3, 2001. Information Apr 5, 14a - the Committee files participant information as See SEC Filings and Other 2001 of April 5,2001. Information Apr 3, ICN Statement regarding the Committee's submission See SEC Filings and Other 2001 of a slate of director nominees. Information Apr 3, 14a - the Committee submits a three-person slate of See SEC Filings and Other 2001 director nominees in connection with ICN's 2001 Annual Information Meeting. SEC Filings All filings may also be accessed at the SEC website at www.sec.gov, or at one of the SEC's public reference rooms. Information regarding the SEC reference rooms can be obtained by calling the SEC at 1-800-SEC-0330. Previous filings made by SSP-Special Situations Partners, Inc. may also be accessed at www.ssp-specialsituationspartners.com Click on the dates below to view the relevant SEC filing Filing Date May 3, 2001 14a - letter from the Committee to ICN stockholders May 3, 2001 14a - the Committee's press release "ICN Shouldn't Be On The Sidelines" - responding to Milan Panic's letter to ICN stockholders dated May 1, 2001. May 2, 2001 The Committee's Definitive Proxy Statement Apr 6, 2001 14a - the Committee responds to ICN's statement of April 3, 2001 (See "Other Information" below to view the statement by ICN). Apr 5, 2001 14a - the Committee files participant information as of April 5, 2001. Apr 3, 2001 14a - the Committee submits a three-person slate of director nominees. Other Information Click on the dates below to view the relevant document Apr 3, 2001 ICN Statement regarding the submission of a three-person slate of director nominees for the 2001 Annual Meeting by the Committee. Oct 20, 2000 ICN official press release announcing its new retructuring plan in agreement with SSP June 15, 2000 ICN press release announcing its restructuring plan Contact Us Name Mailing Address (optional) - --------------------------- --------------------------------------------- E-mail Address Telephone (optional) - --------------------------- --------------------------------------------- Message - ------------------------------------------------------------------------ - ------------------------------------------------------------------------ - ---- Send - ---- c/o Providence Capital, Inc., 730 Fifth Avenue, New York, New York 10019.