MAXYGEN INC

election_required = True.... If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? If you own beneficially or of record fewer than 100 shares, you properly tender all of these shares at or below the purchase price before the Offer expires and you complete the section entitled “Odd Lots” in the letter of transmittal, we will purchase all of your shares without subjecting them to the proration procedure. See Section 1. What will be the form of payment of the purchase price? If we purchase your shares in the Offer, we will pay the purchase price, net to you in cash, less any applicable withholding taxes and without interest, for all of your shares tha...

expiry = 2009-12-11...R TO PURCHASE FOR CASH 6,557,377 Shares of its Common Stock At a Purchase Price Not Greater Than $6.10 Nor Less Than $5.30 Per Share by MAXYGEN, INC. THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON DECEMBER 11, 2009, UNLESS MAXYGEN EXTENDS THE OFFER. Maxygen, Inc. a Delaware corporation (“Maxygen,” “we” or “us”), is offering to purchase for cash 6,557,377 shares of its common stock, par value $0.0001 per share, upon the terms and subject to the condit...

listed = True...approved of this transaction or passed upon the merits or fairness of the transaction or passed upon the adequacy or accuracy of the information contained in this offer to purchase for cash. Any representation to the contrary is a criminal offense. The shares are listed on the Nasdaq Global Market (“Nasdaq”) under the ticker symbol “MAXY.” We publicly announced the Offer prior to the opening of trading on November 13, 2009. On November 12, 2009, the last trading day before the commencement of the Offer, the closing sale price of our common stock reported on Nasdaq was $5.03 per share. We urge you to obtain current market quotations...

mechanism = DUTCH...nnounces Final Results of Dutch Auction Tender Offer REDWOOD CITY, Calif., December 30, 2009 — Maxygen, Inc. (Nasdaq: MAXY), a biopharmaceutical company focused on the development of improved versions of protein drugs, today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 p.m., New York City time, on December 23, 2009. Maxygen has accepted for purchase 7,345,103 shares in the tender offer, at a price of $5.30 per share, for a total cost of approximately $38.9 million, excluding fees and expenses related to the tender offer. Based on the depositary’s final count, a tota...

must_tender_all = True...sed if any of the holder’s shares are purchased in the Offer (for which the condition was not initially satisfied) by random lot, to the extent feasible. To be eligible for purchase by random lot, stockholders whose shares are conditionally tendered must have tendered all of their shares. We may not purchase all of the shares tendered pursuant to the Offer even if the shares are tendered at or below the purchase price. See Section 1, Section 5 and Section 6, respectively, for additional information concerning priority, proration and conditional tender procedures. Section 14 of this offer to purchase for cash describes th...

price = USD 5.3-6.1...ckholders to obtain current quotations of the market price of our common stock. 9. Source and Amount of Funds. Assuming that 6,557,377 shares are purchased in the Offer at a price between $5.30 and $6.10 per share, the aggregate purchase price will be between approximately $34.8 million and $40 million. We anticipate that we will use cash on hand to purchase all the shares tendered in the Offer and to pay related fees and expense...

priority = True...r number of shares as we may elect to purchase, subject to applicable law, have been properly tendered at prices at or below the purchase price and not properly withdrawn prior to the Expiration Date, we will purchase properly tendered shares in the following order of priority: First, we will purchase all shares tendered by all holders of “odd lots” (fewer than 100 shares) who: • tender all shares owned beneficially or of record (partial tenders will not qualify for this preference) at a price at or below the purchase price selected by us; and • complete the section entitled “Odd Lots” in the letter of transmittal and, if applicable, in the notice of guaranteed delivery. Second, subject to the cond...

threshold = 100...en properly tendered at prices at or below the purchase price and not properly withdrawn prior to the Expiration Date, we will purchase properly tendered shares in the following order of priority: First, we will purchase all shares tendered by all holders of “odd lots” (fewer than 100 shares) who: • tender all shares owned beneficially or of record (partial tenders will not qualify for this preference) at a price at or below the purchase price selected by us; and • complete the section entitled “Odd Lots” in the letter of transmittal and, if applicable, in the notice of guaranteed delivery. Second, subject to the conditional...

txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 dex99a1i.htm OFFER TO PURCHASE Offer to Purchase Exhibit (a)(1)(i) OFFER TO PURCHASE FOR CASH 6,557,377 Shares of its Common Stock At a Purchase Price Not Greater Than $6.10 Nor Less Than $5.30 Per Share by MAXYGEN, INC. THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON DECEMBER 11, 2009, UNLESS MAXYGEN EXTENDS THE...

txn_type = TENDER_OFFEREX-99.(A)(5)(IV) 2 dex99a5iv.htm PRESS RELEASE Press release Exhibit (a)(5)(iv) For Immediate Release Maxygen, Inc. Announces Final Results of Dutch Auction Tender Offer REDWOOD CITY, Calif., December 30, 2009 — Maxygen, Inc. (Nasdaq: MAXY), a biopharmaceutical company focused on the development of improved versions of protein drugs, today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 p.m., New York City time, on December 23, 2009. Maxygen has accepted fo...

accepted = 7345103...f improved versions of protein drugs, today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 p.m., New York City time, on December 23, 2009. Maxygen has accepted for purchase 7,345,103 shares in the tender offer, at a price of $5.30 per share, for a total cost of approximately $38.9 million, excluding fees and expenses related to the tender offer. Based on the depositary’s final count, a total of 9,400,133 shares were validly tendered in the tender offer at a price o...

expired_on = 2009-12-23...nc. (Nasdaq: MAXY), a biopharmaceutical company focused on the development of improved versions of protein drugs, today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 p.m., New York City time, on December 23, 2009. Maxygen has accepted for purchase 7,345,103 shares in the tender offer, at a price of $5.30 per share, for a total cost of approximately $38.9 million, excluding fees and expenses related to the tender offer. Based on the depositary’s final count, a total of 9,400,133 shares we...

proration_pct = 78.1...on the depositary’s final count, a total of 9,400,133 shares were validly tendered in the tender offer at a price of $5.30 per share. Accordingly, after taking into account the odd lot priority, the final proration factor for the offer was approximately 78.1%. The 7,345,103 shares to be purchased in the tender offer represent approximately 18.5% of the shares outstanding on December 28, 2009. The total number of shares to be purchased in the tender offer include the 6,557,377 shares Maxygen initially offered to purchase, as well the...

tendered = 9400133...ender offer, at a price of $5.30 per share, for a total cost of approximately $38.9 million, excluding fees and expenses related to the tender offer. Based on the depositary’s final count, a total of 9,400,133 shares were validly tendered in the tender offer at a price of $5.30 per share. Accordingly, after taking into account the odd lot priority, the final proration factor for the offer was approximately 78.1%. The 7,345,103 shares to be purchased in the tender offer represent approximately 18.5% of the shares...