UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL 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(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
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) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
IDEX CORP /DE/ 1925 WEST FIELD COURT, SUITE 200 LAKE FOREST, IL 60045 |
 |  X |  |  |
IDEX Corporation, by /s/ Frank J. Notaro, Vice President and General Counsel | 03/01/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | IDEX Corporation ("IDEX"), Nano Merger Sub, Inc., a wholly owned subsidiary of IDEX ("Purchaser"), and Microfluidics International Corporation (the "Issuer"), entered into an Agreement and Plan of Merger, dated as of January 10, 2011, pursuant to which Purchaser conducted a cash tender offer (the "Offer") to purchase all outstanding shares of common stock, par value $0.01 per share, of the Issuer (the "Shares"), at a price of $1.35 per Share, net to the seller in cash, and subject to the terms and conditions set forth in the Offer to Purchase, dated January 25, 2011, as amended, attached as an exhibit to the Tender Offer Statement on Schedule TO, initially filed by IDEX and Purchaser with the Securities and Exchange Commission on January 25, 2011, as amended. |
(2) | The Offer expired at 12:00 midnight, New York City time, on February 24, 2011. An aggregate of 6,940,731 Shares were validly tendered and not withdrawn in the Offer (including certain Shares tendered under the Offer's guaranteed delivery procedures), representing approximately 66.54% of the Issuer's outstanding Shares. On February 25, 2011, Purchaser accepted for payment all validly tendered and not withdrawn Shares. Purchaser is the owner of the Shares purchased in the Offer. IDEX may be deemed to be the indirect beneficial owner of the Shares held by Purchaser. |