UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

 

 

Under the Securities Exchange Act of 1934
Amendment No. 1

 

MERRIMAC INDUSTRIES, INC.

(Name of Issuer)

 

SHARES OF COMMON STOCK,  PAR VALUE  $.01 PER SHARE

(Title of Class of Securities)

 

590262101

(CUSIP Number)

 

December 13, 2004

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

Rule 13d-1(d)

 

 



 

 

CUSIP No.  590262101

 

 

1.

Name of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Infineon Technologies AG

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Federal Republic Germany

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

2



Item 1.

 

(a)

Name of Issuer
Merrimac Industries, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
41 Fairfield Place, West Caldwell, New Jersey 07006

 

Item 2.

 

(a)

Name of Person Filing
Infineon Technologies AG

 

(b)

Address of Principal Business Office or, if none, Residence
St.-Martin-Strasse 53
D-81541 Munich Germany

 

(c)

Citizenship
Federal Republic of Germany

 

(d)

Title of Class of Securities
Common Stock and warrants exercisable to purchase Common Stock

 

(e)

CUSIP Number
590262101

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

N/A

 

3



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   
0

 

(b)

Percent of class:   
0%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   
0

 

 

(ii)

Shared power to vote or to direct the vote    
0

 

 

(iii)

Sole power to dispose or to direct the disposition of   
0

 

 

(iv)

Shared power to dispose or to direct the disposition of   
0

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   ý.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

 

N/A

 

Item 8.

Identification and Classification of Members of the Group

 

N/A

 

Item 9.

Notice of Dissolution of Group

 

N/A

 

4



Item 10.

Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Signature

After reasonable 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.

 

 

Date: January  24 , 2005

 

 

 

/s/Nicole Lau

 

 

Nicole Lau

 

 

 

CORPORATE LEGAL COUNSEL

 

 

 

 

/s/ Horst Meyer

 

 

 

Horst Meyer

 

 

 

CORPORATE LEGAL COUNSEL

   

 

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