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Biotech / Medical : Immucor -- Ignore unavailable to you. Want to Upgrade?

To: Jim Cash who wrote (224)	10/1/1998 3:10:00 PM
From: Thomas Kirwin	Respond to of 422

Acquisition Financing Details From SEC 13-D ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATION The total of funds required by Purchaser to purchase all of the Shares pursuant to the Offer, fund payments for cancellation of options and pay fees and expenses related to the Offer and the Merger is estimated to be approximately $27 million. Purchaser plans to obtain= all funds needed for the Offer and the Merger through a capital contribution from Parent. Parent plans to obtain a portion of the funds for such capital contribution through a new credit facility (the "Credit Facility"). The Credit Facility will provide a term loan of $20 million to finance the acquisition. The Credit Facility will initially bear interest at LIBOR plus 120 basis points. The Credit Facility will contain customer covenants that include maintenance of certain financial ratios. The remainder of the funds for the capital contribution will be provided from the Parent's cash holdings. Although no definitive plan or arrangement for repayment of borrowings under the Credit Facility has been made, Parent anticipates such borrowings will be repaid with internally generated funds (including, if the Merger is accomplished, those of the Company) and form other sources which may include the proceeds of future refinancings. No decision has been made concerning the method Parent will use to repay the borrowings under the Credit Facility. Such decision will be made based on Parent's review from time to time of the advisability of particular actions, as well as prevailing interest rates, financial and other economic conditions and such other factors Parent may deem appropriate. See Item 4. ITEM 4. PURPOSE OF TRANSACTION The purpose of the Offer and the Merger is to enable Parent to acquire control of, and the entire equity interest in, the Company. The Offer, as the first step in the acquisition of the Company, is intended to facilitate the acquisition of all the Shares. The offer was made pursuant to the terms of a Merger Agreement dated September 21, 1998 (the "Merger Agreement"), among Purchaser, Parent and the Company. The Merger Agreement provides among other things, for the merger of Purchaser with and into the Company (the "Merger") following the purchase of Shares pursuant to the Offer. The purpose of the Merger is to acquire all Shares not purchased pursuant to the Offer or otherwise. Pursuant to the Merger, each then outstanding Share (other than Shares owned by the Parent or any of its subsidiaries) will be converted into the right to receive an amount in cash equal to the price per Share paid by the Purchaser pursuant to the Offer. In connection with the Merger Agreement, the Purchaser, the Parent and the Company entered into that certain Stock Option Agreement dated September 21, 1998, pursuant to which the Company granted to Purchaser an option to purchase up to 19.9% of the outstanding stock of the Company for $5.40 per share (the "Company Option"). In addition, on September 21, 1998, the Purchaser, the Parent and certain of the Company's stockholders entered into that certain Shareholders Agreement of even date pursuant to which stockholders holding approximately 15.6% of the outstanding shares of the Company (giving effect to the exercise of all options held by such stockholders) granted to Purchaser a proxy and an option to purchase all of their shares of Company stock for $5.40 per share (the "Shareholders Agreement"). If Parent acquires 90% or more of the Shares in the Offer, it will be able to consummate the Merger without having to hold a meeting of the Company's shareholders. If Parent does not acquire 90% of the Shares in the Offer, it may exercise the Company Option to increase its holdings to 90%.

To: Jim Cash who wrote (224)	10/2/1998 6:46:00 PM
From: Thomas Kirwin	Respond to of 422

Investment Banking Firm The September 25 tender offer commencement press release from Immucor stated that, "TM Capital Corp. is acting as the Dealer Manager and Beacon Hill Partners, Inc. is acting as the Information Agent in connection with the offer." I performed an internet search for TM Capital and located their web site at tmcapital.com "TM Capital Corp. is a New York-based investment banking firm which provides clients with the experience, expertise, resources and focus necessary to complete strategic corporate transactions, including mergers, acquisitions and financings." A quick review of TM Capitals's Executive Team reveals that many have ties to investment brokerage firms. IMHO, this network could come into play sooner or later. Regards, Tom

To: Jim Cash who wrote (224)	10/26/1998 7:20:00 PM
From: Thomas Kirwin	Respond to of 422

Shareholders Meeting - 11/12/98 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD NOVEMBER 12, 1998. Notice hereby is given that the 1998 Annual Meeting of Shareholders (the "Meeting") of Immucor, Inc. will be held on Thursday, November 12, 1998, at 4:00 p.m., local time, at the Holiday Inn Select Peachtree Corners, 6050 Peachtree Industrial Blvd., Norcross, Georgia 30071 for the following purposes: 1. To elect eight members to the Board of Directors; 2. To approve the Immucor, Inc. 1998 Stock Option Plan; and 3. To transact such other business as properly may come before the Meeting or any adjournment thereof. Information relating to the above matters is set forth in the Proxy Statement accompanying this Notice. Only shareholders of record at the close of business on October 2, 1998, will be entitled to receive notice of and to vote at the Meeting or at any adjournment thereof. A Proxy Statement and a Proxy solicited by the Board of Directors are enclosed herewith. Please sign, date and return the Proxy promptly in the enclosed envelope. If you attend the Meeting, you may, if you wish, revoke your Proxy and vote in person. By Order of the Board of Directors, STEVEN C. RAMSEY Secretary Date: October 12, 1998

To: Jim Cash who wrote (224)	1/15/1999 5:31:00 PM
From: Thomas Kirwin	Respond to of 422

Subject: FreeEDGAR Alert: IMMUCOR INC 10-Q Date: Fri, 15 Jan 1999 09:27:48 -0800 From: FreeEdgar Watch List <FreeEdgarWatchList@partes.com> Dear Tom: IMMUCOR INC has filed a Form 10-Q with the United States Securities and Exchange Commission. Click on the following hyperlink to view this filing: freeedgar.com Please Note: The hyperlink for the filing may not retrieve the filing if the address extends to more than one line. If this should occur, please copy the full text of the address for the filing into the address box in your web browser. This message has been sent by an automated service that cannot respond to e-mail. Please send your correspondence to info@partes.com. Thank you for choosing FreeEDGAR. The FreeEDGAR Team ============================================== FreeEDGAR(sm) is a service of Partes Corporation. Please visit FreeEDGAR at freeedgar.com.