Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
ILMN > SEC Filings for ILMN > Form 8-K on 25-Feb-2013All Recent SEC Filings

Show all filings for ILLUMINA INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ILLUMINA INC


25-Feb-2013

Completion of Acquisition or Disposition of Assets, Other Events, Financial Statemen


Item 2.01. Completion of Acquisition or Disposition of Assets.

On February 21, 2013, pursuant to, and on the terms and subject to the conditions set forth in the Agreement and Plan of Merger, dated as of January 6, 2013, by and among Illumina, Inc. (the "Company"), TP Corporation, a wholly-owned subsidiary of the Company ("Merger Sub"), Verinata Health, Inc. ("Verinata"), and Shareholder Representative Services LLC, in its capacity as the stockholder representative thereunder (the "Merger Agreement"), Merger Sub was merged with and into Verinata with Verinata continuing as the surviving corporation and a wholly-owned subsidiary of the Company (the "Merger").

At the effective time of the Merger, the former equity holders of Verinata became entitled to receive aggregate consideration of $350 million (subject to certain closing and post-closing adjustments as set forth in the Merger Agreement) and up to $100 million in milestone payments through 2015.

The foregoing description of the Merger Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, a copy of which is attached hereto as Exhibit 2.1, and which is incorporated by reference herein.



Item 8.01. Other Events.

On February 21, 2013, the Company issued a press release announcing the completion of the Merger. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.       Description
2.1(1)            Agreement and Plan of Merger, dated as of January 6, 2012, among
                  Illumina, Inc., TP Corporation, Verinata Health, Inc and
                  Shareholder Representative Services LLC.
99.1              Press Release, dated February 21, 2013.

(1) Incorporated by reference to Exhibit 2.1 to the Annual Report for the fiscal year ending December 30, 2012 filed by the Company with the Securities and Exchange Commission on February 15, 2013.


Table of Contents

  Add ILMN to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for ILMN - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2013 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.