SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

Amendment No. 6

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934

Biosite Incorporated

(Name of Subject Company (Issuer))

Inca Acquisition, Inc.
Inverness Medical Innovations, Inc.

(Name of Filing Persons (Offerors))

Common Stock, $0.01 par value

(Title of Class of Securities)
090945106
(CUSIP Number of Class of Securities)

Ron Zwanziger

President and Chief Executive Officer

Inverness Medical Innovations, Inc.

51 Sawyer Road, Suite 200

Waltham, Massachusetts 02453

(781) 647-3900

(Name, address and telephone number of person authorized

to receive notices and communications on behalf of filing persons)

Copy to:

Scott F. Duggan, Esq.
Goodwin Procter LLP
Exchange Place
Boston, Massachusetts 02109
(617) 570-1000

CALCULATION OF FILING FEE

Transaction Valuation*	Amount of Filing Fee**
$1,603,420,070	$49,225.00

*	Estimated for purposes of calculating the filing fee only. This calculation assumes the purchase of 17,334,271 shares of the Common Stock of Biosite Incorporated at the tender offer price of $92.50 per share.
**	The amount of the filing fee, calculated in accordance with the Securities Exchange Act of 1934, as amended, equals $30.70 per million of transaction value.

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: $49,225.00	Filing Party: Inverness Medical Innovations, Inc.
Form or Registration No. Schedule TO	Date Filed: May 29, 2007

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

          Check the appropriate boxes below to designate any transactions to which the statement relates:

þ      third-party tender offer subject to Rule 14d-1.

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.

     Check the following box if the filing is a final amendment reporting the results of the tender offer:    o

     This Amendment No. 6 (this “Amendment”) amends and supplements the Tender Offer Statement on Schedule TO (the “Schedule TO”) originally filed with the Securities and Exchange Commission (the “SEC”) on May 29, 2007, as amended by Amendment No. 1 on May 30, 2007, Amendment No. 2 on June 5, 2007, Amendment No. 3 on June 7, 2007, Amendment No. 4 on June 7, 2007 and Amendment No. 5 on June 12, 2007 relating to the offer by Inca Acquisition, Inc., a Delaware corporation (the “Purchaser”) and a wholly-owned subsidiary of Inverness Medical Innovations, Inc. (“Inverness”) to purchase all of the issued and outstanding shares of common stock, par value $0.01 per share, including the associated right to purchase series A participating preferred stock, par value $0.01 per share, (collectively, the “Shares”), of Biosite Incorporated, a Delaware corporation (“Biosite”), at a purchase price of $92.50 per share, plus, if the first time the Shares are accepted for payment (the “Acceptance Time”) shall not have occurred on or prior to July 2, 2007, an additional $0.015205 per Share for each day during the period commencing on July 3, 2007, through the Acceptance Time, less any applicable withholding taxes (the “Offer Price”), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated May 29, 2007 (the “Offer to Purchase”), and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings assigned to such terms in the Offer to Purchase or in the Schedule TO. This Amendment is being filed on behalf of Inverness and the Purchaser.

Subsequent Offering Period

     Item 11 of the Schedule TO, to the extent such Items incorporate by reference the information contained in the Offer, is hereby amended and supplemented as follows:

     The initial period of the Offer expired at 12:00 midnight, New York City time, on Monday, June 25, 2007. According to Computershare Trust Company, N.A., the depositary for the Offer, as of 12:00 midnight, New York City time, June 25, 2007, 16,051,933 Shares representing approximately 89.2% of all outstanding Shares were tendered pursuant to the Offer and not withdrawn, including 2,338,138 Shares representing 13.0% of all outstanding Shares which were tendered by notice of guaranteed delivery. The tendered Shares, together with the 750,000 Shares that Inverness currently owns, represent approximately 93.4% of all outstanding Shares. Purchaser has accepted all validly tendered Shares for payment pursuant to the terms of the Offer.

     On June 26, 2007, Inverness issued a press release announcing the results of the Offer and that Purchaser has commenced a subsequent offering period for all remaining untendered Shares expiring at 12:00 midnight, New York City time, on Thursday, June 28, 2007 (the end of the day on Thursday) unless further extended. During the subsequent offering period, holders of Shares who did not previously tender their Shares into the Offer may do so and will promptly receive the same $92.50 per Share cash consideration paid during the initial offering period. The procedures for accepting the Offer and tendering Shares during the subsequent offering period are the same as those described for the Offer in the Offer to Purchase except that (i) the guaranteed delivery procedures may not be used during the subsequent offering period and (ii) Shares tendered during the subsequent offering period may not be withdrawn. The full text of the press release issued by Inverness is attached hereto as Exhibit (a)(5)(H) and is incorporated herein by reference.

Miscellaneous

Item 12 of the Schedule TO is hereby amended and supplemented to include the following:         “(a)(5)(H) Press Release issued by Inverness Medical Innovations, Inc. on June 26, 2007.”

SIGNATURES

     After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

INCA ACQUISITION, INC.

By:	/s/ Jay McNamara
Name:	Jay McNamara
Title:	Assistant Secretary

INVERNESS MEDICAL INNOVATIONS, INC.

By:	/s/ Jay McNamara
Name:	Jay McNamara
Title:	Senior Counsel – Corporate and Finance

Date: June 26, 2007

INDEX TO EXHIBITS

(a)(1)(A)	Offer to Purchase, dated as of May 29, 2007.*
(a)(1)(B)	Letter of Transmittal.*
(a)(1)(C)	Notice of Guaranteed Delivery.*
(a)(1)(D)	Letter to Brokers, Dealers, Banks, Trust Companies and other Nominees.*
(a)(1)(E)	Letter to Clients for use by Brokers, Dealers, Banks, Trust Companies and other Nominees.*
(a)(1)(F)	Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.*
(a)(1)(G)	Summary Advertisement published on May 29, 2007.*
(a)(5)(A)	Press Release issued by Inverness Medical Innovations, Inc. on May 9, 2007 (incorporated by reference to the Schedule TO-C filed by Inverness Medical Innovations, Inc. on May 9, 2007).*
(a)(5)(B)	Press Release issued by Inverness Medical Innovations, Inc. on May 11, 2007 (incorporated by reference to the Schedule TO-C filed by Inverness Medical Innovations, Inc. on May 11, 2007).*
(a)(5)(C)	Joint press release issued by Inverness Medical Innovations, Inc. and Biosite Incorporated, dated May 17, 2007 (incorporated by reference to the Schedule TO-C filed by Inverness Medical Innovations, Inc. on May 18, 2007).*
(a)(5)(D)	Press Release issued by Inverness Medical Innovations, Inc. on May 29, 2007.*
(a)(5)(E)	Presentation given to Biosite employees on May 30, 2007. *
(a)(5)(F)	Press Release issued by Inverness Medical Innovations, Inc. on June 7, 2007.*
(a)(5)(G)	Investor presentation dated June 12, 2007.*
(a)(5)(H)	Press Release issued by Inverness Medical Innovations, Inc. on June 26, 2007.
(b)(1)	Commitment Letter dated May 14, 2007, by and among General Electric Capital Corporation, UBS Loan Finance LLC and Inverness Medical Innovations, Inc. (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed by Inverness Medical Innovations, Inc. on May 15, 2007) (superceded in its entirety by Exhibit (b)(3)).*
(b)(2)	Commitment Letter dated May 14, 2007, by and among UBS Loan Finance LLC, UBS Securities LLC, General Electric Capital Corporation and Inverness Medical Innovations, Inc. (incorporated by reference to Exhibit 99.3 to the Current Report on Form 8-K filed by Inverness Medical Innovations, Inc. on May 15, 2007) (superceded in its entirety by Exhibit (b)(3)).*
(b)(3)	Commitment Letter dated June 5, 2007, by and among UBS Loan Finance LLC and General Electric Capital Corporation and Inverness Medical Innovations, Inc.*
(d)(1)	Agreement and Plan of Merger, dated as of May 17, 2007, by and among Inverness Medical Innovations, Inc., the Purchaser and Biosite Incorporated (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by Inverness Medical Innovations, Inc. on May 18, 2007).*

* previously filed

EX-99.(A)(5)(H)

Exhibit (a)(5)(H)

NOT FOR IMMEDIATE RELEASE

For Inverness:

Media Contacts:
Matt Benson 415-618-8750
Maggie Pisacane 212-687-8080
Sard Verbinnen & Co

Investor Relations Contact:
Doug Guarino 781-647-3900

INVERNESS ANNOUNCES
SUCCESSFUL COMPLETION OF TENDER OFFER FOR BIOSITE

WALTHAM, Mass., June 26, 2007 — Inverness Medical Innovations Inc. (AMEX: IMA) today announced the successful completion of its tender offer for the outstanding shares of Biosite Incorporated (NASDAQ: BSTE), the initial tender period for which expired at midnight, New York City time, on Monday, June 25, 2007. 15,759,794 shares representing approximately 87.6% of Biosite’s outstanding common stock were tendered and not withdrawn prior to the expiration of the initial tender offer period, including 2,045,999 shares representing approximately 11.4% of Biosite’s outstanding common stock which were tendered by notice of guaranteed delivery. The tendered shares, together with the 750,000 shares that Inverness currently owns represent approximately 91.7% of Biosite common stock. All shares that were validly tendered and not withdrawn have been accepted for purchase.

Inverness will provide a subsequent offering period which will expire at midnight, New York City time on Thursday, June 28, 2007(the end of the day on Thursday), unless further extended. During this subsequent offering period, Biosite stockholders who did not previously tender their shares into the offer may do so and will promptly receive the same $92.50 per share cash consideration paid during the initial offering period. The guaranteed delivery procedures may not be used during the subsequent offering period and shares tendered during the subsequent offering period may not be withdrawn.

After expiration of the subsequent offering period, Inverness expects to complete the acquisition of Biosite through a short-form merger under Delaware law in which shares of Biosite common stock not purchased in the tender offer will be converted into the right to receive $92.50 per share in cash, without interest. Pursuant to the merger, Biosite will become a wholly owned subsidiary of Inverness and shares of Biosite’s common stock will cease to be traded on the Nasdaq Global Select Market.

In order to facilitate its purchase of Biosite shares, Inverness accepted for purchase $150.0 million of its 8.75% Senior Subordinated Notes due 2012 (the “Notes”) pursuant to its previously announced cash tender offer and consent solicitation (the “Bond Tender”). Inverness anticipates that it will purchase the Notes today for a purchase price of approximately $164.1 million, which includes accrued interest.

Inverness financed the Biosite tender offer, and expects to finance the short-form merger, with cash and the proceeds from a $1.05 billion first lien loan facility, consisting of a $900 million term loan and a $150 million revolving credit line, and a $200 million second lien term loan, both of which were consummated on June 26, 2007. The loan facilities were syndicated by General Electric Capital Corporation and UBS Securities LLC.

Advisors:
UBS Investment Bank is acting as financial advisor to Inverness as well as serving as dealer manager for the Biosite tender offer and the Bond Tender. Covington Associates is acting as financial advisor to Inverness and Goldman, Sachs & Co. is acting as financial advisor to Biosite. Goodwin Procter LLP is serving as legal counsel to Inverness in the Biosite and Bond Tenders, Foley Hoag LLP is acting as counsel to Inverness in its credit facilities and Cooley Godward Kronish LLP and Potter Anderson & Corroon LLP are serving as legal counsel to Biosite.

About Inverness:
Inverness Medical Innovations, Inc. is a leading developer of advanced diagnostic devices and is presently exploring new opportunities for its proprietary electrochemical and other technologies in a variety of professional diagnostic and consumer-oriented applications including immuno-diagnostics with a focus on women’s health, cardiology and infectious disease. The Company’s new product development efforts, as well as its position as a leading supplier of consumer pregnancy and fertility/ovulation tests and rapid point-of-care diagnostics, are supported by the strength of its intellectual property portfolio. Inverness is headquartered in Waltham, Massachusetts.

For additional information on Inverness Medical Innovations, Inc., please visit our website at www.invernessmedical.com.

Additional Information About the Proposed Transaction and Where to Find It:
This press release is neither an offer to purchase nor a solicitation of an offer to sell shares of Biosite. Stockholders of Biosite are urged to read the relevant tender offer documents because they contain important information that stockholders should consider before making any decision regarding tendering their shares. Inverness and its acquisition subsidiary have filed tender offer materials with the U.S. Securities and Exchange Commission (SEC), and Biosite has filed a Solicitation/Recommendation Statement with respect to the offer. The tender offer materials (including an Offer to Purchase, a related

Letter of Transmittal and certain other offer documents) and the Solicitation/Recommendation Statement contain important information, which should be read carefully before any decision is made with respect to the tender offer. The Offer to Purchase, the related Letter of Transmittal and certain other offer documents, as well as the Solicitation/Recommendation Statement, are available to all stockholders of Biosite at no expense to them. The tender offer materials and the Solicitation/Recommendation Statement are available for free at the SEC’s website at http://www.sec.gov. In addition, stockholders are able to obtain a free copy of these documents from (i) Inverness by mailing requests for such materials to: Investor Relations Department, 51 Sawyer Road, Suite 200, Waltham, MA 02453 and (ii) Biosite by mailing requests for such materials to: Investor Relations, Biosite Incorporated, 9975 Summers Ridge Road, San Diego, California 92121. In addition to the Offer to Purchase, the related Letter of Transmittal and certain other offer documents, as well as the Solicitation/Recommendation Statement, Biosite and Inverness file annual, quarterly and special reports, proxy statements and other information with the SEC. You may read and copy any reports, statements or other information filed by Biosite or Inverness at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the public reference room. Biosite’s and Inverness’ filings with the SEC are also available to the public from commercial document-retrieval services and at the website maintained by the SEC at http://www.sec.gov.