LIFE TECHNOLOGIES INC
SC 13E3/A, 1998-12-08
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
Previous: LIFE TECHNOLOGIES INC, SC 14D1/A, 1998-12-08
Next: CORTECH INC, SC 13D/A, 1998-12-08



<PAGE>   1
==============================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 ---------------

                                 SCHEDULE 13E-3
                        RULE 13E-3 TRANSACTION STATEMENT
       (PURSUANT TO SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934)
                                (AMENDMENT NO. 6)

                             LIFE TECHNOLOGIES, INC.
                              (NAME OF THE ISSUER)

                               DEXTER CORPORATION
                        DEXTER ACQUISITION DELAWARE, INC.
                     (NAME OF THE PERSONS FILING STATEMENT)

                      COMMON STOCK $.01 PAR VALUE PER SHARE
                         (TITLE OF CLASS OF SECURITIES)

                                    532177201
                      (CUSIP NUMBER OF CLASS OF SECURITIES)

                                 ---------------

                              BRUCE H. BEATT, ESQ.
                  VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                               DEXTER CORPORATION
                                 ONE ELM STREET
                             WINDSOR LOCKS, CT 06096
                                 (860) 292-7675
       (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE
        NOTICES AND COMMUNICATIONS ON BEHALF OF PERSONS FILING STATEMENT)

                                 ---------------

                                    COPY TO:
                              JERE R. THOMSON, ESQ.
                           JONES, DAY, REAVIS & POGUE
                              599 LEXINGTON AVENUE
                            NEW YORK, NEW YORK 10022
                                 (212) 326-3939


==============================================================================

<PAGE>   2





         Dexter Acquisition Delaware, Inc., a Delaware corporation ("Purchaser")
and a wholly-owned subsidiary of Dexter Corporation, a Connecticut corporation
("Parent"), and Parent hereby amend and supplement their Rule 13e-3 Transaction
Statement on Schedule 13E-3, filed with the Securities and Exchange Commission
(the "Commission") on November 2, 1998, as amended by Amendments No. 1, 2, 3, 4
and 5 thereto filed with the Commission on November 5, 1998, November 12, 1998,
November 23, 1998, December 2, 1998 and December 7, 1998, respectively (as so
amended, the "Schedule 13E-3"). Capitalized terms not defined herein have the
meaning ascribed to them in the Schedule 13E-3.

ITEM 17. MATERIAL TO BE FILED AS EXHIBITS.

         Item 17 of the Schedule 13E-3 is hereby amended and supplemented to add
the following exhibit:

         (d)(15) Summary Advertisement, dated December 7, 1998 (previously filed
as Exhibit (a)(15) to the Schedule 14D-1 and incorporated herein by reference).

<PAGE>   3
\




                                    SIGNATURE

  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.



Dated: December 8, 1998               DEXTER ACQUISITION DELAWARE, INC.

                                      By:   /s/ Kathleen Burdett
                                            -----------------------------------
                                            Name:    Kathleen Burdett
                                            Title:   Treasurer




                                      DEXTER CORPORATION

                                      By:   /s/ Bruce H. Beatt
                                            -----------------------------------
                                            Name:    Bruce H. Beatt
                                            Title:   Vice President, General
                                                     Counsel and Secretary




<PAGE>   4




                                  EXHIBIT INDEX



 EXHIBIT
 NUMBER                                DESCRIPTION
 -------                               -----------

(d)(15)           Summary Advertisement, dated December 7, 1998 (previously 
                  filed as Exhibit (a)(15) to the Schedule 14D-1 and 
                  incorporated herein by reference).


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission