Transaction Valuation* | Amount of Filing Fee** | ||||
$14,655,787.60 | $817.79 | ||||
* | Estimated solely for purposes of calculating the filing fee only. Based upon information set forth in the issuer’s most recent quarterly or annual report, and any current report subsequent thereto, filed with the Commission, including the Form 10-K filed March 13, 2009 and the Form 8-K filed April 8, 2009. Based on the aggregate value of the cash, securities, or other property offered by the bidder(s) for shares of common stock, $0.001 par value per share, of the issuer (together with the associated stock purchase rights, the “Shares”) at a purchase price of $0.35 net per Share (without interest and subject to applicable withholding taxes), including 45,219,679 Shares outstanding less the 3,346,003 Shares owned by such bidder(s) and the affiliates of such bidder(s). | |
** | Determined pursuant to Rule 0-11 under the Exchange Act by multiplying the estimated transaction value by 0.00005580. |
þ | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid:
|
$817.79 | |
Form or Registration No.:
|
SC TO | |
Filing Parties:
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Infield Acquisition, Inc., Trilogy Enterprises, Inc., and Trilogy, Inc. | |
Date Filed:
|
April 20, 2009 |
o | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
þ | third party tender offer subject to Rule 14d-l . | ||
o | issuer tender offer subject to Rule 13e-4. | ||
o | going-private transaction subject to Rule 13e-3. | ||
o | amendment to Schedule 13D under Rule 13d-2. |
Infield Acquisition, Inc. |
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By: | /s/ Joseph A. Liemandt | |||
Name: | Joseph A. Liemandt | |||
Title: | President and Chief Executive Officer | |||
Date: | May 19, 2009 | |||
Trilogy Enterprises, Inc. |
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By: | /s/ Joseph A. Liemandt | |||
Name: | Joseph A. Liemandt | |||
Title: | President and Chief Executive Officer | |||
Date: | May 19, 2009 | |||
Trilogy, Inc. |
||||
By: | /s/ Joseph A. Liemandt | |||
Name: | Joseph A. Liemandt | |||
Title: | President and Chief Executive Officer | |||
Date: | May 19, 2009 |
Exhibit | Description | |
(a)(1)(A)
|
Offer to Purchase dated April 20, 2009 (incorporated herein by reference from Exhibit 99.1(a)(1)(A) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(B)
|
Form of Letter of Transmittal (incorporated herein by reference from Exhibit 99.1(a)(1)(B) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(C)
|
Form of Notice of Guaranteed Delivery (incorporated herein by reference from Exhibit 99.1(a)(1)(C) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(D)
|
Form of Letter to Brokers, Dealers, Banks, Trust Companies and other Nominees (incorporated herein by reference from Exhibit 99.1(a)(1)(D) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(E)
|
Form of Letter to Clients for use by Brokers, Dealers, Banks, Trust Companies and other Nominees (incorporated herein by reference from Exhibit 99.1(a)(1)(E) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(F)
|
Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9 (incorporated herein by reference from Exhibit 99.1(a)(1)(F) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(1)(G)
|
Summary Advertisement published on April 20, 2009 (incorporated herein by reference from Exhibit 99.1(a)(1)(G) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(5)(A)
|
Letter dated April 20, 2009 from Trilogy Enterprises, Inc. to the Company (incorporated herein by reference from Exhibit 99.1(a)(5)(A) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(5)(B)
|
Press Release issued April 20, 2009 by Trilogy Enterprises, Inc. (incorporated herein by reference from Exhibit 99.1(a)(5)(B) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(a)(5)(C)
|
Briefs Note issued April 20, 2009 by Trilogy Enterprises, Inc. (incorporated herein by reference from Exhibit 99.1(a)(5)(C) to the Schedule TO-T filed April 20, 2009 by Infield Acquisition, Inc. with the Commission related to the tender offer by Infield Acquisition, Inc. for common stock of the issuer) | |
(b)
|
Not Applicable | |
(c)
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Not Applicable | |
(d)
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Not Applicable | |
(e)
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Not Applicable | |
(f)
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Not Applicable | |
(g)
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Not Applicable | |
(h)
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Not Applicable |