Filing Details
- Accession Number:
- 0001181431-12-014968
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2012-03-06 19:53:00
- Reporting Period:
- 2012-03-02
- Filing Date:
- 2012-03-06
- Accepted Time:
- 2012-03-06 19:53:00
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1131907 | Micromet Inc. | MITI | Biological Products, (No Disgnostic Substances) (2836) | 522243564 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
318154 | Amgen Inc | One Amgen Center Drive Thousand Oaks CA 91320-1799 | No | No | Yes | No | |
1543400 | Armstrong Acquisition Corp. | C/O Amgen Inc. One Amgen Center Drive Thousand Oaks CA 91320-1799 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2012-03-02 | 452,388 | $11.00 | 80,477,485 | No | 4 | P | Indirect | By Armstrong Acquisition Corp. |
Common Stock | Acquisiton | 2012-03-05 | 2,035,994 | $11.00 | 82,513,479 | No | 4 | P | Indirect | By Armstrong Acquisition Corp. |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | By Armstrong Acquisition Corp. |
No | 4 | P | Indirect | By Armstrong Acquisition Corp. |
Footnotes
- The initial tender offer (the "Initial Offer") commenced by Armstrong Acquisition Corp. ("Purchaser"), a wholly-owned subsidiary of Amgen Inc. ("Amgen"), to acquire all of the outstanding shares of common stock, par value $0.00004 per share (together with the associated preferred share purchase rights, the "Shares") of Micromet, Inc. ("Micromet") at a purchase price of $11.00 per Share in cash (the "Offer Price") expired at 12:00 midnight, New York City time, at the end of Thursday, March 1, 2012 (the "Expiration Date"). Based on the information provided to Amgen by the depositary for the tender offers (the "Depositary") on March 2, 2012, approximately 452,388 Shares subject to guaranteed delivery procedures in the Initial Offer, as described in the Offer to Purchase, dated February 2, 2012 (the "Offer to Purchase"), had been validly tendered and accepted for payment.
- Following the Expiration Date, the Purchaser commenced a subsequent offering period (the "Subsequent Offer") to acquire all of the remaining untendered Shares of Micromet. The Subsequent Offer is scheduled to expire at 12:00 midnight, New York City time, at the end of March 6, 2012. Shares validly tendered during this Subsequent Offer are accepted immediately for payment and tendering stockholders are paid the Offer Price, upon the same terms and subject to the same conditions as the Initial Offer, as set forth in the Offer to Purchase and the related Letter of Transmittal included as exhibits to the Tender Offer Statement on Schedule TO-T filed by Purchaser and Amgen with the Securities and Exchange Commission on February 2, 2012, except that Shares tendered during the Subsequent Offer may not be withdrawn.
- Based on the information provided to Amgen by the Depositary on March 5, 2012, approximately 349,177 Shares subject to guaranteed delivery procedures in the Initial Offer, as described in the Offer to Purchase, had been validly tendered and accepted for payment and approximately 1,686,817 Shares had been validly tendered and accepted for payment in the Subsequent Offer.