-----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, RqueKBkFtrptwfsR7KC95iAPGkvl3aYhawzSrcM+DFAnQs0XazcHVDjaKlZiZdXy DhUCabVLXpDLrpqtBBNo8g== 0000897204-97-000053.txt : 19970310 0000897204-97-000053.hdr.sgml : 19970310 ACCESSION NUMBER: 0000897204-97-000053 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970217 FILED AS OF DATE: 19970307 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BIOSITE DIAGNOSTICS INC CENTRAL INDEX KEY: 0000834306 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 330288606 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-21873 FILM NUMBER: 97552475 BUSINESS ADDRESS: STREET 1: 11030 ROSELLE ST CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 6194554808 MAIL ADDRESS: STREET 1: 11030 ROSELLE ST CITY: SAN DIEGO STATE: CA ZIP: 92121 COMPANY DATA: COMPANY CONFORMED NAME: MERCK KGAA /FI CENTRAL INDEX KEY: 0001004059 STANDARD INDUSTRIAL CLASSIFICATION: [] OWNER FILING VALUES: FORM TYPE: 3/A BUSINESS ADDRESS: STREET 1: 64271 DARMSTADT CITY: GERMANY HRB 6164 STATE: I8 FORMER COMPANY: FORMER CONFORMED NAME: MERCK KGAA /FI DATE OF NAME CHANGE: 19970219 3/A 1 FORM 3 OMB APPROVAL OMB NUMBER 3235-0104 EXPIRES: APRIL 30, 1997 ESTIMATED AVERAGE BURDEN HOURS PER RESPONSE..............0.5 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 1. Name and Address of Reporting Person MERCK KGAA FRANKFURTER STRASSE 250 D-64293 DARMSTADT, GERMANY 2. Date of Event Requiring Statement (Month/Day/Year) 2/12/97 3. IRS or Social Security Number of Reporting Person (Voluntary) N/A 4. Issuer Name and Ticker or Trading Symbol BIOSITE DIAGNOSTICS INCORPORATED - BSTE 5. Relationship of Reporting Person to Issuer (Check all applicable) ___ Director, ___ Officer (give title below), ___ 10% Owner, Other (specify below) 6. If Amendment, Date of Original (Month/Day/Year) 2/17/97 TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED 1. Title of Security (Instr. 4) COMMON STOCK 2. Amount of Securities Beneficially Owned (Instr. 4) 1,187,667 SHARES 3. Ownership Form: Direct (D) or Inidrect (I) (Instr. 5) D 4. Nature of Indirect Beneficial Ownership (Instr. 5) SEC 1473 (8/92) TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 4) NO DERIVATIVE SECURITIES OWNED 2. Date Exercisable and Expiration Date (Month/Day/Year): Date Exercisable: Expiration Date: 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) Title: Amount or Number of Shares: 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5) Explanation of Responses: PRIOR TO THE AN INITIAL PUBLIC OFFERING ("IPO") AND IN RELATION THERETO, THE ISSUER FILED FORM S-1 (FILE NO. 333-17657) WITH THE S.E.C. ON DECEMBER 11, 1996 (EFFECTIVE DATE: FEB. 12, 1997). IMMEDIATELY PRIOR TO THE IPO, MERCK KGAA WAS THE BENEFICIAL OWNER OF 1,041,667 SHARES OF COMMON STOCK (APPROXIMATELY 10.5%) OF THE ISSUER, OBTAINED AS THE RESULT OF THE AUTOMATIC CONVERSION OF ITS SERIES E PREFERRED STOCK INTO COMMON STOCK IN THE IPO, PURSUANT TO THE STOCK PURCHASE AGREEMENT, DATED AS OF NOVEMBER 25, 1992, BETWEEN THE ISSUER AND MERCK KGAA. IN THE COURSE OF THE IPO, MERCK KGAA ACQUIRED AN ADDITIONAL 146,000 SHARES OF COMMON STOCK AT A PRICE OF $12.00 PER SHARE DIRECTLY FROM THE ISSUER. SUBSEQUENT TO THE IPO, THE REPORTING PERSON HELD IN THE AGGREGATE AN APPROXIMATELY 9.3% OWNERSHIP POSITION IN THE ISSUER. BOX 3 IS NOT APPLICABLE BECAUSE THE REPORTING PERSON IS A GERMAN CORPORATION AND DOES NOT HAVE AN I.R.S. NUMBER.
** Intentional misstatements or /S/ KLAUS-PETER BRANDIS 3/7/97 ommissions of facts constitute _______________________________ _______ Federal Criminal Violations. **Signature of Reporting Person Date By: Klaus-Peter Brandis
Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, SEE Instruction 6 for procedure. Page 2 SEC 1473 (8/92)
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