-----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, Vialv+pDk9x714w85sDN1CujVo/eYjfcs5kbHYMoHDbqtmvH3EQWKYoyOE2Slkb2 73XqDu/5TZbBuxjDo5Z7CQ== 0000919574-99-000894.txt : 19990723 0000919574-99-000894.hdr.sgml : 19990723 ACCESSION NUMBER: 0000919574-99-000894 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990722 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 SEC ACT: SEC FILE NUMBER: 005-35237 FILM NUMBER: 99668886 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: FEINBERG LARRY N CENTRAL INDEX KEY: 0000926475 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O ORACLE PARTNERS L P STREET 2: 712 FIFTH AVENUE 45TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125741286 MAIL ADDRESS: STREET 1: C/O ORACLE PARTNERS L P STREET 2: 712 FIFTH AVE 45TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Name of Issuer: Quidel Corporation Title of Class of Securities: Common Stock CUSIP Number: 74838J101 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Norman S. Schleifer c/o Oracle Partners, L.P. 712 Fifth Avenue, 45th Floor New York, New York 10019 (Date of Event which Requires Filing of this Statement) July 22, 1999 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(e), 13d-1(f) or 13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 2 CUSIP No.: 74838J101 1. Name of Reporting Person I.R.S. Identification No. of Above Person Larry N. Feinberg 2. Check the Appropriate Box if a Member of a Group a. b. 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization United States Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 2,500,700 8. Shared Voting Power: 9. Sole Dispositive Power: 2,500,700 10. Shared Dispositive Power: 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,500,700 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 3 13. Percent of Class Represented by Amount in Row (11) 10.5% 14. Type of Reporting Person IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 4 This Schedule 13D is being filed to report the beneficial ownership of Larry N. Feinberg in the common stock of Quidel Corporation of 10.5%. Mr. Feinberg previously reported his beneficial ownership on Schedule 13G, the most recent filing of which was filing of Amendment No. 2 to Schedule 13G on July 20, 1999. Item 1. Security and Issuer This statement relates to shares of common stock (the "Common Stock") of Quidel Corporation ("QDEL"). QDEL's principal executive office is located at 10165 McKellar Court, San Diego, California 92121-4201. Item 2. Identity and Background This statement is being filed on behalf of Mr. Larry N. Feinberg. Mr. Feinberg is the managing general partner of Oracle Partners, L.P. and Oracle Institutional Partners, L.P., both of which are investment limited partnerships (the "Partnerships"), and the President of Oracle Investment Management, Inc., an investment advisor that has investment discretion over certain managed accounts. The principal offices of the Partnerships and Oracle Investment Management, Inc. are at 712 Fifth Avenue, 45th Floor, New York, New York 10019. Mr. Feinberg has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). Mr. Feinberg has not, 5 during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. Mr. Feinberg is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, Mr. Feinberg is deemed to beneficially own 2,500,700 shares of QDEL's Common Stock (the "Shares"). The Shares deemed to be beneficially owned by Mr. Feinberg are held by (i) the Partnerships; (ii) managed accounts over which Mr. Feinberg has investment discretion; and (iii) Mr. Feinberg directly. The 2,500,700 Shares were purchased in open market transactions at an aggregate cost of $9,713,706. The funds for the purchase of the Shares held in the Partnerships came from capital contributions to the Partnerships by their general and limited partners. The funds for the purchase of the Shares held in the managed accounts came from each managed account's own funds. The funds for the purchase of the Shares of Common Stock held by Mr. Feinberg came from his own funds. No leverage was used to purchase the Shares. 6 Item 4. Purpose of Transaction The Shares deemed to be beneficially owned by Mr. Feinberg were acquired for, and are being held for, investment purposes. Mr. Feinberg may acquire additional shares of Common Stock, dispose of all or some of the Shares from time to time, in each case in open market transactions, block sales or purchases or otherwise, or may continue to hold the Shares. Mr. Feinberg does not have any plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D. However, Mr. Feinberg reserves the right to discuss company business with management, make proposals to management and/or take other actions to influence the management of QDEL should he deem such actions appropriate. Item 5. Interest in Securities of the Issuer As of the date hereof, Mr. Feinberg is deemed to be the beneficial owner of 2,500,700 shares of QDEL's Common Stock. Based on QDEL's most recent Form 10-K filed on June 29, 1999, as of June 18, 1999 there were 23,822,491 shares of QDEL's Common Stock outstanding. Therefore, Mr. Feinberg is deemed to beneficially own 10.5% of QDEL's outstanding shares of Common Stock. Mr. Feinberg has the power to vote, direct the vote, dispose of or direct the disposition of all 7 the shares of QDEL's Common Stock he is currently deemed to beneficially own. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Mr. Feinberg does not have any contract, arrangement, understanding or relationship with any person with respect to the Common Stock of QDEL. Item 7. Material to be Filed as Exhibits Attached hereto as Exhibit A is a description of the transactions in the Common Stock of QDEL that were effected by Mr. Feinberg during the past 60 days. Signature The undersigned, after reasonable inquiry and to the best of his knowledge and belief, certifies that the information set forth in this statement is true, complete and correct. July 22, 1999 /s/ Larry N. Feinberg ________________________________ Larry N. Feinberg 00751001.BC6 8 EXHIBIT A Schedule of Transactions Date Shares Purchased or (Sold) Price Per Share 6/30/99 5,500 $3.125 6/30/99 10,000 3.118 6/30/99 3,000 3.1875 7/14/99 54,700 3.3342 7/16/99 70,000 3.625 9 00751001.BC6 -----END PRIVACY-ENHANCED MESSAGE-----