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Fluidigm (FLDM) Highlights the Strategic Capital Infusion by Casdin Capital and Viking Global as the Only Actionable Financing Solution

March 28, 2022 8:33 AM EDT

Fluidigm Corporation (NASDAQ: FLDM) today announced that it has entered into an agreement with Casdin Capital, LLC (“Casdin”) and Viking Global Investors LP (“Viking”) modifying the provision of the proposed strategic capital infusion transaction that permitted Fluidigm to adjourn the Special Meeting of Stockholders (“Special Meeting”) to April 1, 2022, instead of the allowed aggregate of 20 business days. Importantly, the parties will terminate the purchase agreements if Fluidigm stockholders do not approve the matters presented at the Special Meeting.

Fluidigm’s Board of Directors approved these modifications for a number of reasons, including the following:

  • Only Financing Solution Available; Non-Negotiable. The only actionable financing solution available to Fluidigm is the one presented by Casdin and Viking, who have made it clear through repeated communications that they will not modify the terms and conditions of their proposed investment.
  • Urgent Need for Capital. Fluidigm has an urgent need to resolve its capital and liquidity issues as evidenced by the going concern uncertainty included in Fluidigm’s 2021 financial statements.
  • Adverse Effect on All Stakeholders. The adverse impact of continued financial uncertainty on our relationships with customers and suppliers, as well as material retention risks for employees, will significantly negatively affect Fluidigm’s operating results, enterprise value and investor confidence in Fluidigm.

The Board believes that the proposed financing transaction is the only currently actionable alternative available to stockholders and is in the best interests of Fluidigm, its stockholders, and other stakeholders, including its employees, customers, and other partners. While the market is clearly supportive of the strategic capital infusion – as evidenced by the stock price outperformance of Fluidigm stock (+32%) versus overall peers (-19%)1 – a very small number of shares are still needed to approve the transaction.

The Board reminds all stockholders that even if an alternative solution were available, Fluidigm is unable to engage with any third party as long as its agreements with Casdin and Viking remain in force.

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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