SEC Form 4 · accession 0001123292-16-002653
SEQUENOM INC · SQNM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
LABORATORY CORP OF AMERICA HOLDINGS
10% Owner
Period of report
Sep 7, 2016
Accepted (ET)
Sep 7, 2016 · 5:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001076481
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001F1 | Sep 7, 2016 | P | 36,649,440 | $2.40 | A | 119,551,297 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares were acquired pursuant to an Agreement and Plan of Merger, dated July 26, 2016 (the "Merger Agreement"), by and among the Reporting Person, Savoy Acquisition Corp., a wholly owned subsidiary of the Reporting Person ("Purchaser"), and the Issuer. Pursuant to the Merger Agreement, the Reporting Person acquired all of the outstanding shares of the Issuer in a two-step transaction involving, first, the completion of a tender offer by the Reporting Person and Purchaser (the "Tender Offer"), and, second, a back-end merger for 100% ownership pursuant to which Purchaser merged with and into the Issuer and the Reporting Person acquired all of the outstanding shares of the Issuer that were not acquired by Purchaser in the Tender Offer. The acquired shares reported herein were acquired by the Reporting Person as part of the second step of the transaction.