Invitae Corporation (NYSE:NVTA) Files An 8-K Completion of Acquisition or Disposition of AssetsItem 2.01
On November15, 2017, Invitae issued a press release announcing the completion of the Merger described above in Item 2.01 and the results of Invitae’s offer to exchange each outstanding Series F warrant to acquire one share of common stock of CombiMatrix for 0.3056 of a share of Invitae common stock (the “Exchange Offer”). The Exchange Offer expired at 12:00 midnight (one minute after 11:59 p.m.), New York City Time, on November13, 2017. Because the minimum tender condition of 90% was not achieved in the Exchange Offer, Invitae did not accept any of the CombiMatrix Series F warrants that were tendered in the Exchange Offer prior to its expiration. Accordingly, any CombiMatrix Series F warrants that were tendered will be promptly returned to the holder by the exchange agent. A copy of such press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 2.01 | Financial Statements and Exhibits. |
| (a) | Financial Statements of Businesses Acquired. |
The audited financial statements of CombiMatrix for the year ended December31, 2016 required by Item 2.01(a) were previously filed with the SEC on September13, 2017 as part of the Registration Statement and, to General Instruction B.3 of Form 8-K, are not required to be filed herewith. Invitae intends to file the interim period financial statements of CombiMatrix required by Item 2.01(a) as part of an amendment to this Current Report on Form 8-K not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
| (b) | Pro Forma Financial Information. |
Invitae intends to file the pro forma combined condensed financial information of Invitae and CombiMatrix required by Item 2.01(b) as part of an amendment to this Current Report on Form 8-K not later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
| ^ | The schedules and exhibits to this agreement have been omitted to Item601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request. |
3
Invitae Corp ExhibitEX-99.1 2 d448024dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Invitae Completes Acquisition of CombiMatrix,…To view the full exhibit click here
About Invitae Corporation (NYSE:NVTA)
Invitae Corporation (Invitae) utilizes an integrated portfolio of laboratory processes, software tools and informatics capabilities to process deoxyribonucleic acid (DNA)-containing samples, analyze information about patient-specific genetic variation and generate test reports for clinicians and their patients. The Company’s laboratory is located in San Francisco, California. The Company’s product is an assay of over 600 genes that can be used for multiple indications. The test includes multiple genes associated with hereditary cancer, neurological disorders, cardiovascular disorders and other hereditary conditions. The Company offers panels for over 120 conditions in hereditary cancer, cardiology, neuromuscular, pediatric and rare diseases. The Company offers full gene sequencing and deletion/duplication analysis as a standard for all of its tests. It has developed an offering that enables healthcare professionals to customize a test and receive test results at requisition.
