Proposed maximum | Proposed Maximum | |||||||||||||
Amount to be | offering price | Aggregate Offering | Amount of | |||||||||||
Title of each class of securities to be registered | registered | per share(1) | Price(2) | Registration Fee(3) | ||||||||||
Common stock, par value $0.01 per share(4) |
6,572,776 shares | $49.82 | $327,455,700 | $23,348 | ||||||||||
(1) | Based upon the average of the high and low prices reported for the Registrants common stock on the NASDAQ Global Select Market on November 23, 2010 (a date within five (5) business days of the issuances covered hereunder). | |
(2) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act of 1933, as amended. | |
(3) | A registration fee of $10,089 was previously paid to the SEC with respect to 3,017,043 shares of the Registrants 6,572,776 shares of common stock registered pursuant to the October 12, 2010 Prospectus and such amount is included in the $23,348 fee calculated herein. On November 29, 2010, 354,856 shares of the Registrants 6,572,776 shares of common stock which was registered pursuant to the October 12, 2010 Prospectus were issued in connection with the occurrence of a milestone pursuant to the Merger Agreement. Pursuant to Rule 424(g), an additional $1,261 registration fee due with respect to the shares of common stock issued in connection with the occurrence of such milestone has been paid herewith. In accordance with Rules 456(b) and 457(r) under the Securities Act, the Registrant is deferring payment of the registration fee relating to up to 3,200,877 of the shares of common stock registered pursuant to the October 12, 2010 Prospectus which may be issued to the selling stockholders named in such Prospectus pursuant to potential payments if an additional milestone is met with respect to the acquisition. These shares represent the maximum number that may be included in one or more prospectus supplements that the Registrant may file from time to time, and the filing fee(s) with respect to such shares will be paid by the Registrant at the time such prospectus supplement(s), if any, are filed. | |
(4) | Also covers the Preferred Stock Purchase Rights, $0.01 par value, issuable in accordance with the Rights Agreement, dated February 27, 2001, between Invitrogen Corporation and Fleet National Bank Rights Agent, as Rights Agent, which are presently attached to and trade with our common stock. | |