Current Report Filing (8-k)
July 22 2015 - 4:20PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 22, 2015
Sigma-Aldrich Corporation
(Exact name of registrant as specified in Charter)
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Delaware |
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000-08135 |
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43-1050617 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
3050 Spruce Street, St. Louis, Missouri 63103
(Address of Principal Executive Offices, including Zip Code)
Registrants telephone number, including area code: (314) 771-5765
N/A
(Former name or
former address, if changed since last report.)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2.):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
As previously disclosed, on September 22, 2014, Sigma-Aldrich Corporation, a Delaware
corporation (the Company or Sigma-Aldrich), entered into an Agreement and Plan of Merger (the Merger Agreement), by and among Merck KGaA, Darmstadt, Germany, a German corporation with general partners
(Parent), Mario II Finance Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Parent, and the Company, providing for, subject to the satisfaction or waiver of specified conditions, the acquisition of the Company by
Parent at a price of $140.00 per share in cash.
The Termination Date under the Merger Agreement has been extended to December 22, 2015 to
facilitate the parties efforts to obtain the remaining required regulatory approvals in order to permit them to consummate the acquisition. The parties continue to work towards closing the acquisition mid-year.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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SIGMA-ALDRICH CORPORATION |
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Date: July 22, 2015 |
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By: |
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/s/ George L. Miller |
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Name: |
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George L. Miller |
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Title: |
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Senior Vice President, General Counsel and Secretary |
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