Novatel Inc - Written communication relating to an issuer or third party (SC TO-C)
09 Oktober 2007 - 7:58PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
TO
(Rule 14d-1)
Tender Offer Statement under Section 14(d)(1) or
13(e)(1)
of the Securities Exchange Act of 1934
NOVATEL
INC.
(Name of Subject Company (Issuer))
HEXAGON
AB
(Names of Filing Persons (as Offeror))
Common
Shares
|
|
669954109
|
(Title of Class of
Securities)
|
|
(CUSIP Number of Class
of Securities)
|
Edwin S. Maynard, Esq.
Paul, Weiss, Rifkind, Wharton &
Garrison LLP
1285
Avenue of the Americas
New
York, NY 10019-6064
(212)
373-3000
(Name, address and telephone number of person
authorized to
receive notices and communications on behalf
of filing persons)
With a Copy to
Brett
Cooper, Esq.
Orrick
, Herrington & Sutcliffe LLP
405
Howard Street
San
Francisco, CA 94105-2625
(415)
773-5918
CALCULATION OF FILING FEE*
Transaction
Valuation*
|
|
Amount
of Filing Fee*
|
Not
Applicable
|
|
Not
Applicable
|
*
In accordance with General Instruction D
to Schedule TO, no filing fee is required because this filing contains
only preliminary communications made before the commencement of a tender offer.
o
Check the box if any part of the fee is offset as
provided by Rule 0-11(a)(2) and identify the filing with which the
offsetting fee was previously paid. Identify the previous filing by
registration statement number, or the Form or Schedule and the date of its
filing.
Amount Previously Paid:
|
N/A
|
|
|
Filing Party:
|
|
N/A
|
Form or Registration No.:
|
N/A
|
|
|
Date Filed:
|
|
N/A
|
x
Check the box if the filing relates solely to
preliminary communications made before the commencement of a tender offer.
Check the appropriate
boxes below to designate any transactions to which the statement relates:
x
third-party tender offer subject to Rule 14d-1.
o
issuer tender offer subject to Rule 13e-4.
o
going-private transaction subject to Rule 13e-3.
o
amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting
the results of the tender offer:
o
This
Schedule TO-C contains the following three exhibits:
Exhibit
A
a press release relating to Hexagon ABs proposed acquisition of
NovAtel Inc., announced on October 8, 2007.
Exhibit
B
a PowerPoint presentation that accompanied a conference call with
Hexagons Chief Executive Officer and President
Ola Rollén
to discuss
Hexagons proposed acquisition of NovAtel Inc.
Exhibit
C
the transcript of a conference call with Hexagons Chief Executive
Officer and President
Ola Rollén
to discuss
Hexagons proposed acquisition of NovAtel Inc.
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