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Fluidigm (FLDM) Announces Support Agreement with Caligan Partners Related to $250 Million Strategic Capital Infusion by Casdin Capital and Viking Global

March 29, 2022 9:30 AM EDT

Fluidigm Corporation (Nasdaq: FLDM) today announced that it has entered into a support agreement with Caligan Partners LP ("Caligan"), Fluidigm’s current largest holder of common stock, under which Caligan has agreed to vote “FOR” all Fluidigm proposals related to the proposed strategic capital infusion transaction with Casdin Capital, LLC (“Casdin”) and Viking Global Investors LP (“Viking”) at Fluidigm’s Special Meeting of Stockholders (“Special Meeting”), which has been adjourned and will reconvene on April 1, 2022.

In connection with the support agreement, the Fluidigm Board of Directors will appoint Dr. Frank Witney, a veteran life sciences industry executive with deep operational expertise and a director candidate recommended by Caligan, as a director on Fluidigm’s Board, conditioned upon successful closing of the transaction. In connection with the appointment of Dr. Witney, the Fluidigm Board will be expanded to eight directors.

Dr. Carlos V. Paya, chairman of Fluidigm, said, “We are pleased to receive support from Caligan following our engagement over the last several months and to move forward toward the successful completion of the transaction with Casdin and Viking. The Board also looks forward to welcoming Dr. Witney and working together upon closing the transaction to achieve the growth and value creation potential that this strategic capital infusion from Casdin and Viking will create. Our Board continues to believe this transaction is in the best interest of all Fluidigm stakeholders and unanimously recommends stockholders vote “FOR” ALL proposals.”

“Caligan is supportive of Fluidigm’s new path,” said David Johnson, Founder, Managing Partner, and CIO of Caligan. “Dr. Witney will be a tremendous addition to the Board with his proven track record of success leading life science tools companies. We look forward to Fluidigm achieving the untapped potential of its mass cytometry and microfluidics technologies.”

Dr. Witney said, “Fluidigm is at an exciting inflection point with significant potential for growth. I look forward to joining Fluidigm’s Board upon completing the strategic capital infusion transaction and to leveraging my experience in the life sciences industry to help advance Fluidigm’s mission and drive value for stockholders.”

The Board reminds all stockholders that the parties will terminate the purchase agreements with Casdin and Viking if Fluidigm stockholders do not approve the matters presented at the Special Meeting.

The Board unanimously recommends that stockholders vote “FOR” all Proposals at the Special Meeting. Your vote is very important regardless of the number of shares of common stock that you own.

Fluidigm will continue to solicit proxies from its stockholders with respect to the Special Meeting. Stockholders as of the record date of February 18, 2022, who have not yet voted are encouraged to submit their proxies as soon as possible. Valid proxies submitted by stockholders prior to the adjourned Special Meeting will continue to be valid for purposes of the reconvened Special Meeting.

Fluidigm stockholders who need assistance in completing the proxy card, need additional copies of the proxy materials, or have questions regarding the Special Meeting may contact Fluidigm’s proxy solicitor:

Alliance Advisors200 Broadacres DriveBloomfield, NJ 07003(833) 782-7142[email protected]

Advisors

Jefferies LLC is serving as financial advisor to Fluidigm and Wilson Sonsini Goodrich & Rosati, Professional Corporation is serving as legal advisor.

Centerview Partners LLC is serving as financial advisor to Casdin and Viking. Legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP serving Casdin and Kirkland & Ellis LLP serving Viking.



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