Filed Pursuant to Rule 424(b)(7)
Registration No. 333-135208
PROSPECTUS SUPPLEMENT NO. 2 DATED JULY 21, 2006
(To Prospectus dated June 21, 2006)
INFORMATICA CORPORATION
$230,000,000
3% Convertible Senior Notes due 2026 and
the Common Stock Issuable Upon Conversion of the Notes
This prospectus supplement supplements information contained in the prospectus dated June 21,
2006 of Informatica Corporation, as previously supplemented and amended by prospectus supplement
dated June 27, 2006 (as so supplemented and amended, the prospectus), relating to the offer and
sale from time to time by certain selling security holders of our 3% Convertible Senior Notes due
2026, which are referred to as the notes, and the common stock issuable upon conversion of the
notes. We will not receive any proceeds from the sale of the notes or the common stock issuable
upon conversion of the notes by the selling security holders.
This prospectus supplement should be read in conjunction with, and may not be delivered or
utilized without, the prospectus. This prospectus supplement is qualified by reference to the
prospectus, except to the extent that the information in this prospectus supplement supersedes the
information contained in the prospectus.
The date of this prospectus supplement is July 21, 2006
SELLING SECURITY HOLDERS
The table below supplements or amends the table of selling security holders beginning on page
57 of the prospectus dated June 21, 2006. Where the name of a selling security holder identified
in the table below also appears in the table in the prospectus, the information set forth in the
table below regarding that selling security holder supersedes the information in the prospectus.
This information was furnished to us by the selling security holders listed below on or before July
18, 2006. Because the selling security holders may offer, pursuant to this prospectus, all or some
portion of the notes or common stock listed below, no estimate can be given as to the amount of
notes or common stock that will be held by the selling security holders upon consummation of any
sales. In addition, the selling security holders listed in the table may have sold, transferred or
otherwise disposed of, in transactions exempt from the registration requirements of the Securities
Act, some or all of their notes since the date as of which the information in the table is
presented. We are not updating any information with respect to any other selling security holder
set forth in the prospectus dated June 21, 2006, other than with respect to the holders set forth
below.
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Principal |
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Amount at |
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Maturity of |
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Shares of |
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Percentage of |
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Notes |
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Common |
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Common |
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Conversion |
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Beneficially |
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Stock Owned |
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Stock |
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Shares |
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Owned That |
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Percentage of |
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prior to the |
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Outstanding |
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Offered |
Name |
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May Be Sold |
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Notes Outstanding |
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Offering (1) |
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(2) |
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Hereby |
Citigroup Global Markets, Inc. |
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$ |
3,000,000 |
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1.30 |
% |
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150,000 |
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* |
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150,000 |
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HFR CA Select Fund |
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$ |
1,000,000 |
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* |
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50,000 |
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* |
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50,000 |
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San Diego County Employees
Retirement Association |
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$ |
1,700,000 |
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* |
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85,000 |
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* |
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85,000 |
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Zazove Convertible Arbitrage Fund
L.P. |
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$ |
-0- |
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* |
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-0- |
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* |
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-0- |
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(1) |
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Includes shares of common stock issuable upon conversion of the notes, assuming a conversion
rate of 50.00 for each $1,000 principal amount of the notes. The conversion rate is subject to
adjustment as described under Description of the Notes Conversion Rights. |
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(2) |
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Calculated based on Rule 13d-3(d)(i) under the Exchange Act, using 85,822,497 shares of
common stock outstanding on July 15, 2006. Under this rule, beneficial ownership includes any
share over which the individual or entity has voting power or investment power. In computing
the number of shares beneficially owned by a person and the percentage ownership of that
person, shares of our common stock subject to options held by that person that will be
exercisable on or before September 15, 2006 are deemed outstanding. Unless otherwise
indicated, each person or entity has sole voting and investment power with respect to shares
shown as beneficially owned. The information is not necessarily indicative of beneficial
ownership for any other purpose. |
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