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Share Name | Share Symbol | Market | Type |
---|---|---|---|
(MM) | NASDAQ:VOLC | NASDAQ | Ordinary Share |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 17.99 | 0.00 | 01:00:00 |
Delaware
(State or other jurisdiction of
incorporation or organization)
|
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33-0928885
(I.R.S. Employer Identification No.)
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3721 Valley Centre Drive, Suite 500
|
|
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San Diego, CA
|
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92130
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(Address of principal executive offices)
|
|
(Zip Code)
|
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Matthew T. Browne, Esq.
Karen E. Deschaine, Esq.
Cooley LLP
4401 Eastgate Mall
San Diego, CA 92121-1909
(858) 550-6000
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Large accelerated filer
|
x
|
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Accelerated filer
|
o
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Non-accelerated filer
|
o
|
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Smaller reporting company
|
o
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(Do not check if a smaller reporting company)
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|
|
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Title of Securities to be Registered
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Amount to be Registered
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Proposed Maximum Offering Price Per Share
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Proposed Maximum Aggregate Offering Price
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Amount of Registration Fee
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Common Stock, par value $0.001 per share, including related rights to purchase Series A Junior Participating Preferred Stock
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600,000 shares (1)
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$20.85(2)
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$12,510,000(2)
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$1611.29
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(1)
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Pursuant to Rule 416 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also register any additional shares of the Registrant’s common stock, par value $0.001 per share (the “Common Stock”) that may become issuable under the plan set forth herein by reason of any stock dividend, stock split, recapitalization or other similar transaction.
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(2)
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Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(h)(1) promulgated under the Securities Act. The offering price per share and the aggregate offering price are based upon the average of the high and low prices of the Registrant’s Common Stock as reported on the NASDAQ Global Select Market on February 10, 2014.
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Exhibit Number
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Exhibit Title
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4.1
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Amended and Restated Certificate of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
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4.2
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Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 8, 2013, and incorporated herein by reference).
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4.3
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Certificate of Designation of Series A Junior Participating Preferred Stock (filed as Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
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4.4
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Specimen Common Stock certificate of the Registrant (filed as Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1/A, as amended (File No. 333-132678), as originally filed on May 24, 2006, and incorporated herein by reference).
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4.5
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Fourth Amended and Restated Investor Rights Agreement, dated February 18, 2005, by and among the Registrant and certain stockholders (filed as Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-132678), as originally filed on March 24, 2006, and incorporated herein by reference).
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4.6
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Rights Agreement, by and between the Registrant and American Stock Transfer & Trust Company, dated June 20, 2006 (filed as Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
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5.1
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Opinion of Cooley LLP.
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23.1
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Consent of Independent Registered Public Accounting Firm.
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23.2
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Consent of Cooley LLP (see Exhibit 5.1).
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24.1
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Power of Attorney (see signature page to this Registration Statement).
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99.1
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2007 Employee Stock Purchase Plan (filed as Exhibit 99.2 to the Registrant’s Registration Statement on Form S-8 (File No. 333-145761), as originally filed on August 29, 2007, and incorporated herein by reference).
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VOLCANO CORPORATION
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By:
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/s/ R. Scott Huennekens
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R. Scott Huennekens
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President and Chief Executive Officer
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Signature
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Title
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Date
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/s/ R. Scott Huennekens
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R. Scott Huennekens
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President and Chief Executive Officer,
Director (
Principal Executive Officer
)
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February 11, 2014
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/s/ John T. Dahldorf
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John T. Dahldorf
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Chief Financial Officer (
Principal Financial
Officer and Principal Accounting Office
r)
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February 11, 2014
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/s/ Ronald A. Matricaria
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Ronald A. Matricaria
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Director, Chairman of the Board of Directors
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February 11, 2014
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/s/ Kieran T. Gallahue
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Kieran T. Gallahue
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Director
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February 11, 2014
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/s/ Lesley H. Howe
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Lesley H. Howe
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Director
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February 11, 2014
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/s/ Siddhartha Kadia, Ph.D.
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Siddhartha Kadia, Ph.D.
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Director
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February 11, 2014
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/s/ Alexis V. Lukianov
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Alexis V. Lukianov
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Director
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February 11, 2014
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/s/ Leslie V. Norwalk
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Leslie V. Norwalk
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Director
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February 11, 2014
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/s/ Roy T. Tanaka
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Roy T. Tanaka
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Director
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February 11, 2014
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/s/ Eric J. Topol, M.D.
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Eric J. Topol, M.D.
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Director
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February 11, 2014
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/s/ Daniel Wolterman
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Daniel Wolterman
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Director
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February 11, 2014
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Exhibit
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Exhibit
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Number
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Title
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4.1
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Amended and Restated Certificate of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
|
||
4.2
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Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 8, 2013, and incorporated herein by reference).
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||
4.3
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Certificate of Designation of Series A Junior Participating Preferred Stock (filed as Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
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||
4.4
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Specimen Common Stock certificate of the Registrant (filed as Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1/A, as amended (File No. 333-132678), as originally filed on May 24, 2006, and incorporated herein by reference).
|
||
4.5
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Fourth Amended and Restated Investor Rights Agreement, dated February 18, 2005, by and among the Registrant and certain stockholders (filed as Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-132678), as originally filed on March 24, 2006, and incorporated herein by reference).
|
||
4.6
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Rights Agreement, by and between the Registrant and American Stock Transfer & Trust Company, dated June 20, 2006 (filed as Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-52045), as originally filed on August 9, 2006, and incorporated herein by reference).
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5.1
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Opinion of Cooley LLP.
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23.1
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Consent of Independent Registered Public Accounting Firm.
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23.2
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Consent of Cooley LLP (see Exhibit 5.1).
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24.1
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Power of Attorney (see signature page to this Registration Statement).
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99.1
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2007 Employee Stock Purchase Plan (filed as Exhibit 99.2 to the Registrant’s Registration Statement on Form S-8 (File No. 333-145761), as originally filed on August 29, 2007, and incorporated herein by reference).
|
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