PROSPECTUS SUPPLEMENT NO. 5
(TO PROSPECTUS DATED NOVEMBER 9, 2001)
ICN PHARMACEUTICALS, INC.
$525,000,000 of 6 1/2 % Convertible Subordinated Notes due 2008 and
15,326,010 Shares of Common Stock Issuable upon Conversion of the Notes
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This prospectus supplement No. 5 supplements and amends the prospectus
dated November 9, 2001, as amended by prospectus supplement No. 1 dated
December 28, 2001, prospectus supplement No. 2 dated February 26, 2002,
prospectus supplement No. 3 dated May 9, 2002 and prospectus supplement No.
4 dated August 20, 2002, relating to the 6 1/2 % Convertible Subordinated
Notes due July 15, 2008 of ICN Pharmaceuticals, Inc., a Delaware
corporation, held by certain securityholders who may offer for sale the
notes and the shares of our common stock into which the notes are
convertible at any time at market prices prevailing at the time of sale or
at privately negotiated prices. The selling securityholders may sell the
notes or the common stock directly to purchasers or through underwriters,
broker-dealers or agents, who may receive compensation in the form of
discounts, concessions or commissions.
ADDITIONAL SELLING SECURITYHOLDERS
The following represents an amendment to the table of selling
securityholders appearing on pages 46-50 of the prospectus, as supplemented
and amended:
The deletion of:
COMMON
STOCK COMMON
PRINCIPAL ISSUABLE STOCK
AMOUNT OF UPON OWNED
NOTES CONVERSION AFTER
BENEFICIALLY OF THE COMPLETION
OWNED AND NOTES AND OF THE
NAME OFFERED HEREBY OFFERED HEREBY OFFERING
---- -------------- -------------- ----------
Coastal Convertibles Ltd. $1,000,000 29,192 --
Deutsche Banc Alex Brown Inc. 21,500,000 627,636 --
and substitution therefore of:
COMMON
STOCK COMMON
PRINCIPAL ISSUABLE STOCK
AMOUNT OF UPON OWNED
NOTES CONVERSION AFTER
BENEFICIALLY OF THE COMPLETION
OWNED AND NOTES AND OF THE
NAME OFFERED HEREBY OFFERED HEREBY OFFERING
---- -------------- -------------- ----------
Coastal Convertibles Ltd. $2,000,000 58,384 --
Deutsche Bank Securities Inc. 10,500,000 306,520 --
The prospectus, together with prospectus supplement No. 1, prospectus
supplement No. 2, prospectus supplement No. 3, prospectus supplement No. 4
and this prospectus supplement No. 5, constitutes the prospectus required
to be delivered by Section 5(b) of the Securities Act of 1933, as amended,
with respect to offers and sales of the notes and the common stock issuable
upon conversion of the notes. All references in the prospectus to "this
prospectus" are hereby amended to read "this prospectus (as supplemented
and amended)."
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
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THE DATE OF THIS PROSPECTUS SUPPLEMENT IS NOVEMBER 21, 2002