NEW YORK – Fluidigm on Monday announced a $250 million investment by life sciences investors Casdin Capital and Viking Global Investors.
The South San Francisco, California-based firm said the investment will support new organic and inorganic growth initiatives while optimizing its cost structure.
"This investment is the culmination of our board’s comprehensive review of a wide range of options to maximize stockholder value," Carlos Paya, chairman of Fluidigm, said in a statement. "This significant capital infusion and strategic initiative will not only strengthen our balance sheet but accelerate growth and innovation to create significant value for all stakeholders."
Under the terms of the agreement, Casdin and Viking will purchase $250 million aggregate principal amount of zero-coupon convertible preferred shares with a conversion price of $3.40 per share, representing a conversion premium of approximately 19.7 percent over the closing price of Fluidigm's common stock at $2.84 per share on Jan. 21. On an as-converted basis, the preferred shares will represent approximately 42.4 percent of Fluidigm's pro forma shares outstanding.
From the $250 million aggregate investment commitment, Casdin and Viking are providing immediate financing of $25 million in the form of convertible unsecured term loans to support Fluidigm's continuing operations.
Fluidigm said it is expected that these loans, which will bear an initial interest rate of 10 percent per year, will be converted into preferred shares in connection with the approval of the investment by Fluidigm stockholders.
Fluidigm added it expects that the new investment will support growth within and cost initiatives directed at the company's mass cytometry and microfluidics platforms and allow for new growth drivers as management pursues and consolidates complementary technologies across the life science ecosystem.
The company said it will invest in direct sales and marketing that expands its relationships in the life sciences including large bio-pharma, emerging biotech, and diagnostic companies, and the broader contract research organization and contract manufacturing organization service provider network.
Fluidigm added that it intends to simplify the design and execution of deep cell profiling, standardize sample analysis with reproducible workflows and automation, and advance capabilities for novel therapeutic development with particular emphasis to expand its CyTOF and imaging mass cytometry platforms to further support translational and clinical research.
It also intends to focus on targeted end-applications including proteomics and biomarker analysis and key partnerships such as its collaboration with Olink Bioscience while rationalizing business processes and execution.
Jefferies is serving as financial adviser to Fluidigm for the deal, and Wilson Sonsini Goodrich & Rosati is serving as its legal adviser. Centerview Partners is the financial adviser to Casdin and Viking while Paul, Weiss, Rifkind, Wharton & Garrison is Casdin's legal adviser and Kirkland & Ellis is Viking's legal adviser.
Upon the closing of the investment, Michael Egholm, former chief technology officer of Danaher Life Sciences, will serve as president and CEO of Standard BioTools and as a member of the board of directors. He will succeed Chris Linthwaite, who will continue as Fluidigm's CEO until the closing of the investment or May 15, whichever is earlier. Linthwaite will remain in an advisory role until Nov. 30 to ensure a smooth transition.
Additionally, Alex Kim will join Standard BioTools as chief operating officer and lead transformation activities. He was the former president of Milliken's healthcare division.
Casdin and Viking each are entitled to appoint one director to the Standard BioTools board in connection with the investment. Casdin has selected Eli Casdin as a board appointee and Viking has selected Martin Madaus, the former chairman and CEO of both Millipore and Ortho Clinical Diagnostics.