Standard BioTools exchanges all Series B Preferred for ~93M common shares

STANDARD BIOTOOLS INC.

Exchanged 127,780 Series B-1 and 127,779 Series B-2 shares for 92,930,553 common shares at $2.75 per share.
Eliminated ~$250M liquidation preference and all Series B preferred governance rights, including change-in-control put.
Incremental 17.8M shares issued vs. original $3.40 conversion price; dilution <5% on as-issued basis.
Outstanding common shares now approx. 382.5M; no Series B shares remain after closing.
Directors Eli Casdin and Fenel Eloi assigned to Class I (term 2026) and Class II (term 2024) respectively.

item 1.01 item 3.02 item 5.02 item 5.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

STANDARD BIOTOOLS INC.: Eliminated Series B Preferred Stock designations from the Certificate of Incorporation via Certificates of Elimination (effective 2024-03-18).

Change: charter amendment
Effective: 2024-03-18

Exact text from the filing

On March 18, 2024, following the closing of the Exchange, the Company filed a Certificate of Elimination of Series B-1 Convertible Preferred Stock and a Certificate of Elimination of Series B-2 Convertible Preferred Stock (together, the “Certificates of Elimination”) with the Secretary of State of the State of Delaware.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

STANDARD BIOTOOLS INC. entered into Exchange Agreement with Casdin Private Growth Equity Fund II, L.P., Casdin Partners Master Fund, L.P., Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP (effective 2024-03-18).

Action: entry
Counterparty: Casdin Private Growth Equity Fund II, L.P., Casdin Partners Master Fund, L.P., Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP
Effective: 2024-03-18

Exact text from the filing

On March 18, 2024, Standard BioTools Inc. (the “Company”) entered into an exchange agreement (the “Exchange Agreement”) with Casdin Private Growth Equity Fund II, L.P., Casdin Partners Master Fund, L.P., Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP (each, an “Investor” and, collectively, the “Investors”).

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259 governance changes filed in the last 30 days. Browse all governance changes →

STANDARD BIOTOOLS INC. filing history →

Source: SEC EDGAR

accession 0001104659-24-035297

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