-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CDExFGATSTo+gy8Q6aTNEqHIw84wKeVWE9fsufniRUHo4NbI627NN4kJq3FqaJVb RtpjUTRGJzRHqc1WRxWSiA== 0000068100-97-000553.txt : 19970701 0000068100-97-000553.hdr.sgml : 19970701 ACCESSION NUMBER: 0000068100-97-000553 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970630 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QUIDEL CORP /DE/ CENTRAL INDEX KEY: 0000353569 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 942573850 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35237 FILM NUMBER: 97633192 BUSINESS ADDRESS: STREET 1: 10165 MCKELLAR CT CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 6195521100 FORMER COMPANY: FORMER CONFORMED NAME: MONOCLONAL ANTIBODIES INC /DE/ DATE OF NAME CHANGE: 19910210 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN J P & CO INC CENTRAL INDEX KEY: 0000068100 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 132625764 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 60 WALL ST CITY: NEW YORK STATE: NY ZIP: 10260 BUSINESS PHONE: 2124832323 MAIL ADDRESS: STREET 1: P O BOX 271 STREET 2: C/O WILLIAM D HALL CITY: WILMINGTON STATE: DE ZIP: 19899 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 3) Quidel Corporation (Name of Issuer) Common Stock, par value $.001 per Share (Title of Class of Securities) (CUSIP No. 74838J 10 1) J. Edmund Colloton, J.P. Morgan & Co. Incorporated, 60 Wall Street, New York, New York 10260-0060 Telephone: (212) 648-3406 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communicaitons) June 20, 1997 (Date of Event which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. (Continued on the following page(s)) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON J.P. Morgan & Co. Incorporated 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ x ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* 00 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER: 1,778,254 8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED VOTING POWER: 0 9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE DISPOSITIVE POWER: 1,778,254 10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED DISPOSITIVE POWER: 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,778,254 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 7.5% 14. TYPE OF REPORTING PERSON*: HC, CO * SEE INSTRUCTIONS TO SCHEDULE 13D 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON J.P. Morgan Investment Corporation 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ x ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* 00 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER: 1,778,254 8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED VOTING POWER: 0 9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE DISPOSITIVE POWER: 1,778,254 10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED DISPOSITIVE POWER: 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,778,254 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 7.5% 14. TYPE OF REPORTING PERSON*: CO * SEE INSTRUCTIONS TO SCHEDULE 13D Schedule 13D Item 5. Interest in Securities of the Company. The response to Item 5 is hereby amended by deleting the prior responses thereof and inserting the following in its place: Since May 28, 1997, J.P. Morgan Investment Corporation (formerly Morgan Investment Corporation; "JPMIC"), a wholly-owned subsidiary of J.P. Morgan & Co. Incorporated, has made various open market sales of shares of Common Stock of the Company at prices ranging between $3.50 and $4.125 aggregating 187,000 shares. Such sales reduced JPMIC ownership to 1,758,254 shares constituting approximately 7.5% of the outstanding shares of Quidel Common Stock based on 23,548,743 outstanding Shares as of June 23, 1997. Each of the Reporting Persons share with the other Reporting Person the sole power to vote or direct the vote of, and the sole power to dispose or direct the disposition of, shares of common stock of Quidel Corporation owned by JPMIC. Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Dated: June 30, 1997 J.P. MORGAN & CO. INCORPORATED By: /s/ J. Edmund Colloton Title: Vice President and Assistant General Counsel J.P. MORGAN INVESTMENT CORPORATION By: /s/ J. Edmund Colloton Title: Secretary Schedule A Executive Officers and Directors of J.P. Morgan & Co. Incorporated The names of the Directors and names and titles of the Executive Officers of J.P. Morgan & Co. Incorporated ("JPM") and their business addresses and present principal occupations are set forth below. If no address is given, the Director's or Officer's business address is that of JPM. Unless otherwise indicated, each individual is a citizen of the United States. Name, Residence or Business Address Present Principal Occupation Directors Riley P. Bechtel Chairman and Chief Executive Officer Bechtel Group, Inc. of Bechtel Group, Inc. P.O. Box 193965 San Francisco, CA 94119-3965 Martin Feldstein President and Chief Executive National Bureau of Economic Officer of National Research, Inc. Bureau of Economic Research, Inc. 1050 Massachusetts Avenue (economic research) Cambridge, MA 02138-5398 Hanna H. Gray President Emeritus and Harry Pratt Judson The University of Chicago Distinguished Service Professor of History Department of History of The University of Chicago 1126 East 59th Street (higher learning) Chicago, IL 60637 James R. Houghton Retired Chairman of the Board Corning Incorporated of Corning Incorporated 80 E. Market Street (diversified industrial) 2nd Floor Corning, NY 14830 James L. Ketelsen Retired Chairman and Chief Tenneco Inc. Executive Officer of Tenneco Inc. P.O. Box 2511 (diversified industrial) Houston, TX 77252-2511 Roberto G. Mendoza Vice Chairman of the Board of JPM Michael E. Patterson Vice Chairman of the Board of JPM Lee R. Raymond Chairman of the Board and Chief Exxon Corporation Executive Officer and Director of Exxon 5959 Las Colinas Boulevard Corporation Irving, TX 75039-2298 (national resources and energy) Richard D. Simmons Retired: Former President of the 105 North Washington Street Washinton Post Company and the Suite 202 International Herald Tribune Alexandria, VA 22314 (print media) Kurt F. Viermetz 1 Vice Chairman of the Board of JPM Douglas A. Warner III Chairman of the Board and Chief Executive Officer of JPM Dennis Weatherstone Retired Chairman of the Board of JPM Douglas C. Yearley Chairman, President, Chief Phelps Dodge Corporation Executive Officer and 2600 N. Central Avenue Director of Phelps Dodge Corporation Phoenix, AZ 85004-3014 (minerals) Officers Douglas A. Warner III Chairman of the Board and Chief Executive Officer of JPM Roberto G. Mendoza Vice Chairman of the Board of JPM Michael E. Patterson Vice Chairman of the Board of JPM Kurt F. Viermetz 1 Vice Chairman of the Board of JPM John A. Mayer Jr. Chief Financial Officer of JPM Rachel F. Robbins Managing Director, General Counsel and Secretary of JPM David H. Sidwell Managing Director and Controller of JPM Stephen G. Thieke Managing Director and Head of Corporate Risk Management of JPM Schedule A Executive Officers and Directors of J.P. Morgan Investment Corporation The names of the Directors and names and titles of the Executive Officers of J.P. Morgan Investment Corporation ("JPMIC") and their and present principal occupations are set forth below. Each Director's or Officer's business address is that of JPMIC. Unless otherwise indicated, each individual is a citizen of the United States. Name, Residence or Business Address Present Principal Occupation Directors Ramon de Oliveira 2 Managing Director of J.P. Morgan Securities Inc. and Chairman of the Board John A. Mayer Jr. Chief Financial Officer of J.P. Morgan & Co. Incorporated Clayton S. Rose Managing Director of J.P. Morgan Securities Inc. Walter A. Gubert 3 Managing Director of Morgan Guaranty Trust Company Thomas B. Ketchum Managing Director of J.P. Morgan & Co. Incorporated C. Nicholas Potter Consultant to J.P. Morgan Investment Management Inc. Peter L. Woicke 4 Managing Director of Morgan Guaranty Trust Company Brian F. Watson 5 President, Chief Executive Officer and Managing Director J.P. Morgan Capital Corporation Molly F. Ashby Managing Director of J.P. Morgan Capital Corporation Peter H. Gleason Managing Director of J.P. Morgan Capital Corporation Meryl D. Hartzban Managing Director of J.P. Morgan Capital Corporation Brian T. Murphy Managing Director of J.P. Morgan Capital Corporation Pierre Dupont 6 Managing Director of Morgan Guaranty Trust Company Thomas M. Snell Managing Director of J.P. Morgan Capital Corporation John B. Fullerton Managing Director of J.P. Morgan Capital Corporation Thomas S. Quinn Managing Director of J.P. Morgan Capital Corporation Timothy Purcell Managing Director of J.P. Morgan Capital Corporation Martin O'Neil Managing Director of J.P. Morgan Securities Asia Limited _______________________________ 1 German citizen 2 French Citizen 3 Italian Citizen 4 German Citizen 5 Australian Citizen 6 Belgian Citizen -----END PRIVACY-ENHANCED MESSAGE-----