4//SEC Filing
INFORMAX INC 4
Accession 0000936392-02-001515
CIK 0001088724operating
Filed
Dec 5, 7:00 PM ET
Accepted
Dec 6, 2:00 PM ET
Size
16.6 KB
Accession
0000936392-02-001515
Insider Transaction Report
Form 4
No transactions or holdings reported in this filing.
Footnotes (1)
- [1]This Statement in Changes of Beneficial Ownership on Form 4 is being filed by Invitrogen Corporation, a Delaware corporation ("Parent"), and Babcock, Inc. a Delaware corporation and wholly-owned subsidiary of Parent ("Merger Subsidiary"). On October 15, 2002, Parent, Merger Subsidiary and InforMax, Inc., a Delaware corporation ("InforMax") entered into an Agreement and Plan of Merger (the "Merger Agreement") providing for, among other things, the merger of Merger Subsidiary with and into InforMax following a tender offer by Merger Subsidiary for shares of InforMax Common Stock. On October 25, 2002, Merger Subsidiary, in accordance with the terms of the Merger Agreement, began a tender offer to purchase InforMax Common Stock (the "Offer"). The initial offering period expired at 12:00 midnight, Eastern Standard Time, on Friday, November 22, 2002. Following the expiration of the initial offering period, Merger Subsidiary accepted for payment all shares of InforMax validly tendered pursuant to the Offer. As of that date, Parent indirectly owned 24,878,686 shares of InforMax Common Stock and Merger Subsidiary beneficially owned 24,878,686 shares of InforMax Common Stock (approximately 81.65% of the issued and outstanding shares of InforMax Common Stock). As reflected by the Form 4 filed on December 3, 2002, on December 2, 2002, Merger Subsidiary purchased 55,616 shares of InforMax Common Stock, and on December 3, 2002, Merger Subsidiary purchased an additional 52,521 shares of InforMax Common Stock. On December 4, 2002, Merger Subsidiary purchased an additional 1,613,127 shares of InforMax Common Stock, and on December 5, 2002 Merger Subsidiary purchased an additional 1,252,116 shares of InforMax Common Stock at the Offer price (the "Tender Offer Purchases"). These Tender Offer Purchases were made by Merger Subsidiary pursuant to a subsequent offering period under the tender offer. The foregoing summary of the Merger Agreement and the terms of the Offer are qualified in their entirety by reference to such documents, which have been filed as exhibits to the Schedule TO filed by Parent and Merger Subsidiary with respect to this transaction. **Intentional misstatements or omissions of facts constitute Federal Criminal Violations. /s/ John Cottingham 12/06/02 See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). ------------------------------- -------- **
Documents
Issuer
INFORMAX INC
CIK 0001088724
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001088724
Filing Metadata
- Form type
- 4
- Filed
- Dec 5, 7:00 PM ET
- Accepted
- Dec 6, 2:00 PM ET
- Size
- 16.6 KB