{"schema_version":"secwatch.filing_event.v1","accession":"0001140361-23-012950","form_type":"8-K","ticker":null,"cik":"0001615055","company_name":"IsoPlexis Corp","filed_at":"2023-03-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:45.834181+00:00","generated_at":"2026-06-17T21:19:53.773504+00:00","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.01","5.03","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"IsoPlexis completes merger with Berkeley Lights; shares converted at 0.6120 ratio","bullets":["Merger closed March 21, 2023; each IsoPlexis share converted into 0.6120 Berkeley Lights shares.","IsoPlexis entered a $70M term loan with East West Bank, increasing prior facility by $50M.","IsoPlexis repaid $50M in debt under existing credit agreement, incurring $2M prepayment fees.","Board of directors replaced; CEO and other officers terminated with severance payments.","IsoPlexis common stock delisted from Nasdaq; filing Form 15 to terminate SEC registration."],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-23-012950","json":"https://secwatch.observer/filing/0001140361-23-012950.json","markdown":"https://secwatch.observer/filing/0001140361-23-012950.md","text":"https://secwatch.observer/filing/0001140361-23-012950.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/brhc10050065_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-17T21:19:53.773504+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"10796abde3","claim":"Jason Myers departed as Director at IsoPlexis Corp.","evidence_excerpt":"each of John Conley, James Heath, Gregory Ho, Sean Mackay, Jason Myers, Nachum Shamir, Daniel Wagner and Adam Wieschhaus ceased to be members of the board of directors of IsoPlexis","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be members"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"15c4124c0b","claim":"Scott Chaplin was appointed as Director at IsoPlexis Corp.","evidence_excerpt":"the members of the board of directors of Merger Sub, consisting of Scott Chaplin and J. 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such individuals’ employment with IsoPlexis terminated without cause","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"terminated"}],"fact_type":"executive_change"},{"claim_id":"5aee091883","claim":"Gregory Ho departed as Director at IsoPlexis Corp.","evidence_excerpt":"each of John Conley, James Heath, Gregory Ho, Sean Mackay, Jason Myers, Nachum Shamir, Daniel Wagner and Adam Wieschhaus ceased to be members of the board of directors of IsoPlexis","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be 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following the Effective Time, such individuals’ employment with IsoPlexis terminated without cause","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"terminated"}],"fact_type":"executive_change"},{"claim_id":"ca649c5da6","claim":"Sean Mackay departed as Director at IsoPlexis Corp.","evidence_excerpt":"each of John Conley, James Heath, Gregory Ho, Sean Mackay, Jason Myers, Nachum Shamir, Daniel Wagner and Adam Wieschhaus ceased to be members of the board of directors of IsoPlexis","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be members"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d6e7526ed0acec667a4a73af5efc839045bb90c2","claim":"IsoPlexis Corp underwent a change of control involving Berkeley Lights, Inc. for 0.6120 fully paid and nonassessable shares of common stock, par value $0.00005, of Berkeley Lights Common Stock (closed 2023-03-21).","evidence_excerpt":"or Berkeley Lights (other than Merger Sub and unless held in a fiduciary, representative or other capacity on behalf of other persons)) was converted into the right to receive 0.6120 fully paid and nonassessable shares (the “Exchange Ratio”) of common stock, par value $0.00005, of Berkeley Lights (“Berkeley Lights Common Stock”) (the “Merger Consideration”),","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Berkeley Lights, Inc."},{"label":"Consideration","value":"0.6120 fully paid and nonassessable shares of common stock, par value $0.00005, of Berkeley Lights Common Stock"},{"label":"Closing","value":"2023-03-21"}],"fact_type":"ma_transaction"},{"claim_id":"259e11db1d144ee98d0326431deead1da12d8319","claim":"IsoPlexis Corp terminated Credit Agreement and Guaranty, dated as of December 30, 2020 (as amended, the “IsoPlexis Credit Agreement”) with Perceptive Credit Holdings III, LP valued at terminated the IsoPlexis Credit Agreement and paid all outstanding indebtedness, terminated all comm (effective 2023-03-22).","evidence_excerpt":"On the Closing Date, in connection with the consummation of the Merger, IsoPlexis terminated the Credit Agreement and Guaranty, dated as of December 30, 2020 (as amended by that certain First Amendment to Credit Agreement and Guaranty, dated as of May 27, 2021, that certain Second Amendment to Credit Agreement and Guaranty, dated as of October 29, 2021, that certain Third Amendment to Credit Agreement and Guaranty, dated as of March 30, 2022, and that certain Fourth Amendment to Credit Agreement and Guaranty, dated as of December 28, 2022, the “IsoPlexis Credit Agreement”), by and among IsoPlexis, as borrower, the guarantors from time to time party thereto, the lenders from time to time party thereto, and Perceptive Credit Holdings III, LP (“Perceptive”), as administrative agent and as a lender, which provided for senior secured financing of up to $50.0 million, consisting of (i) a $25.0 million Tranche A term loan, (ii) a $10.0 million Tranche B term loan, (iii) a $7.5 million Tranche","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit 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Security Agreement, dated as of June 30, 2022 (the “Existing Berkeley Lights Credit Agreement”), by and among PhenomeX, as borrower, East West Bank, as lender, and the other parties thereto, to (i) continue certain existing term loan indebtedness of Berkeley Lights under the Existing Berkeley Lights Credit Agreement, (ii) increase the term loan under the Existing Berkeley Lights Credit Agreement by $50 million, such that the aggregate outstanding principal amount of the term loan thereunder is $70 million, and (iii) repay $50 million of indebtedness of IsoPlexis under the IsoPlexis Credit Agreement (as defined below).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1615055/000114036123012950/0001140361-23-012950-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"East West 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Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}