お知らせ • Jan 05

+ 4 more updates

SomaLogic, Inc. (NasdaqGM:SLGC) completed the acquisition of Standard BioTools Inc. (NasdaqGS:LAB) from Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP, managed by Viking Global Investors LP and others.

SomaLogic, Inc. (NasdaqGM:SLGC) entered into a definitive agreement to acquire to acquire Standard BioTools Inc. (NasdaqGS:LAB) from Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP, managed by Viking Global Investors LP and others for approximately $570 million in a reverse merger transaction on October 4, 2023. Under the terms of the agreement, SomaLogic shareholders will receive 1.11 shares of Standard BioTools common stock for each share of SomaLogic common stock owned. Upon the close of the transaction, Standard BioTools shareholders will own approximately 43% of the combined company, and SomaLogic shareholders will own approximately 57% of the combined company on a fully diluted basis. Upon close, the combined company’s Board will consist of seven directors, three of whom will be designated by Standard BioTools: Michael Egholm, Fenel Eloi and Frank Witney, and three of whom will be designated by SomaLogic: Tom Carey, who will serve as Chairman, Troy Cox and Kathy Hibbs. Eli Casdin will also continue to serve on the combined company’s Board. Upon close, Michael Egholm will serve as Chief Executive Officer, Jeff Black will serve as Chief Financial Officer and Alex Kim will serve as Chief Operating Officer. Adam Taich will serve as the combined company’s Chief Strategy Officer, and Shane Bowen, Chief Research and Development Officer of SomaLogic, will serve as Chief Technology Officer. The combined company will operate under the Standard BioTools name with facilities in California, Colorado, Massachusetts, Canada and Singapore. Upon termination of the Merger Agreement by Standard BioTools under specified circumstances, Standard BioTools may be required to pay SomaLogic a termination fee of $19,123,214. Upon termination of the Merger Agreement by SomaLogic under specified circumstances, SomaLogic may be required to pay Standard BioTools a termination fee of $17,176,173. Transaction is subject to regulatory approval; approval by both companies’ stockholders; expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; authorization for listing on The Nasdaq Stock Market of the shares of Standard BioTools Common Stock (including the shares to be issued in the Merger), subject to official notice of issuance; effectiveness of the Registration Statement and satisfaction of other customary closing conditions. Transaction has been unanimously approved by the board of SomaLogic and Standard BioTools. Stockholders representing approximately 16% of Standard BioTools common stock and approximately 1% of SomaLogic common stock, including the directors and executive officers of each company and affiliated investment funds, have entered into voting agreements in support of the transaction. The HSR Waiting Period expired at 11:59 p.m., Eastern Time, on November 20, 2023. The transaction is expected to close in the first quarter of 2024. The transaction is expected to generate $80 million in annual cost synergies by 2026. As of January 4, 2024, SomaLogic and Standard BioTools stockholders voted to approve the transaction. The merger is expected to close on January 5, 2024, subject to satisfaction of certain customary closing conditions. Centerview Partners LLC is serving as financial advisor and fairness opinion provider to Standard BioTools, and Matthew J. Gardella and Matthew W. Tikonoff of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. serving as its legal counsels. Perella Weinberg Partners LP and Cowen and Company, LLC are serving as financial advisors to SomaLogic, with Perella Weinberg Partners LP as lead and fairness opinion provider. Julia Forbess, Stefano Quintini, Matt Cantor, Laura McIntyre, Antonia Sequeira, Dan McCoy, Tom Ensign, Jennifer Yoo, William Skinner, Mark Jansen, Ana Razmazma, Ethan A. Skerry and David Michaels of Fenwick & West LLP is serving as legal advisors to SomaLogic. Computershare Trust Company, National Association is a transfer agent to Standard BioTools Inc. Blair Thetford of Skadden, Arps, Slate, Meagher & Flom LLP represented Perella Weinberg Partners LP as financial advisor to SomaLogic, Inc. Alliance Advisors, LLC acted as proxy solicitor to Standard BioTools. Standard BioTools estimates that it will pay Alliance Advisors a fee of approximately $25,000, plus reimbursement of reasonable expenses. Morrow Sodali LLC acted as proxy solicitor to SomaLogic and will receive a services fee of $20,000 plus the reimbursement of customary disbursements. Continental Stock Transfer & Trust Company acted as transfer agent to SomaLogic. PWP will receive an aggregate fee of $6 million, $1.5 million of which became payable in connection with the delivery of PWP’s opinion and $4.5 million (the “Transaction Fee”) of which is contingent upon the consummation of the Merger. Perella Weinberg Partners LP and Fenwick & West LLP acted as due diligence providers to SomaLogic. SomaLogic, Inc. (NasdaqGM:SLGC) completed the acquisition of Standard BioTools Inc. (NasdaqGS:LAB) from Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP, managed by Viking Global Investors LP and others on January 5, 2024. Michael Egholm, Jeff Black and Alex Kim will continue to serve as Chief Executive Officer, Chief Financial Officer and Chief Operating Officer of Standard BioTools, respectively. Adam Taich, SomaLogic’s Interim Chief Executive Officer, has been appointed as Chief Strategy Officer of Standard BioTools and Shane Bowen, SomaLogic’s Chief Research and Development Officer, has been appointed as Chief Technology Officer of Standard BioTools. Tom Carey, Troy Cox and Kathy Hibbs have joined the Standard BioTools Board of Directors and Tom Carey has been appointed as Chairman of the Board. Carlos Paya, Laura Clague and Martin Madaus – who served on the Standard BioTools Board until the closing of the merger, have resigned from the Standard BioTools Board.

お知らせ • Oct 06

SomaLogic, Inc. (NasdaqGM:SLGC) entered into a definitive agreement to acquire to acquire Standard BioTools Inc. (NasdaqGS:LAB) from Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP, managed by Viking Global Investors LP and others for approximately $570 million in a reverse merger transaction.

インタレスト・カバレッジ・レシオ	n/a
現金	US$453.81m
エクイティ	US$496.74m
負債合計	US$68.31m
総資産	US$565.05m

データ	最終更新日（UTC時間）
企業分析	2024/01/09 22:48
終値	2024/01/05 00:00
収益	2023/09/30
年間収益	2022/12/31

パッケージ	データ	タイムフレーム	米国ソース例
会社財務	10年	損益計算書キャッシュ・フロー計算書貸借対照表	SECフォーム10-K SECフォーム10-Q
アナリストのコンセンサス予想	+プラス3年	予想財務アナリストの目標株価	アナリストリサーチレポート Blue Matrix
市場価格	30年	株価配当、分割、措置	ICEマーケットデータ SECフォームS-1
所有権	10年	トップ株主インサイダー取引	SECフォーム4 SECフォーム13D
マネジメント	10年	リーダーシップ・チーム取締役会	SECフォーム10-K SECフォームDEF 14A
主な進展	10年	会社からのお知らせ	SECフォーム8-K

アナリスト	機関
Kyle Mikson	Canaccord Genuity
Brandon Couillard	Jefferies LLC
Daniel Brennan	TD Cowen

This company has been acquired

Standard BioTools バランスシートの健全性

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