Fluidigm Corporation announced that it has entered into agreements to receive $250,000,000 in a round of funding on January 23, 2022. Under the terms, the company entered into loan agreements with lenders affiliated with Casdin Partners Master Fund, L.P., Casdin Private Growth Equity Fund II, L.P., funds managed by Casdin Capital, LLC and Viking Global Investors LP and preferred stock purchase agreements with Casdin Private Growth Equity Fund II, L.P. and Casdin Partners Master Fund, L.P., funds managed by Casdin Capital, LLC and Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP, funds managed by Viking Global Investors LP. Each Loan Agreement provides for a $12,500,000 term loan with maturity on the 91st calendar day after the latest maturity date of the loans borrowed under the company's loan and security agreement. The term loans are subordinated. The term loans bear interest from and including the effective date of the loan agreements to but excluding March 1, 2022, at 10%, from and including March 1, 2022 to but excluding June 1, 2022, at 12%, from and including June 1, 2022 to but excluding September 1, 2022, at 14%, and from and including September 1, 2022 and thereafter, at 16%. Interest accrues daily and is payable in kind by adding the accrued interest to the outstanding principal amount on the last date of each month. Principal, together with accrued and unpaid interest, is due on the maturity date. Upon the issuance of the series B preferred stock pursuant to the purchase agreements, the term loans will be automatically converted into a number of shares of series B-1 preferred stock to Casdin Capital, LLC or series B-1 preferred stock to Viking Global Investors LP, in accordance with the terms equal to the outstanding principal amount of the applicable term loan plus accrued and unpaid interest on the term loans divided by $1,000 multiplied by the conversion price being $3.4 for the series B preferred stock divided by $2.84. If the series B preferred stock is not approved for issuance at a stockholder meeting or the purchase agreements are terminated, then the term loans will become convertible, at each lender's option, into common stock at an initial conversion rate of 352.1126 shares of common stock per $1,000 of conversion amount, subject to the cap set forth in the loan agreements. The conversion rate is subject to customary adjustments. Under each series B convertible preferred stock purchase agreements, the company will issue and sell in a private placement to Casdin Capital, LLC 112,500 shares of the company's newly designated zero-coupon series B-1 convertible preferred stock for $1,000 per stock for $112,500,000, and to Viking Global Investors LP, 112,500 shares of the company's newly designated zero-coupon series B-2 convertible preferred stock for $1,000 per stock for $112,500,000.

Casdin Private Growth Equity Fund II, L.P. and Casdin Partners Master Fund, L.P. will provide $3,750,000 and $8,750,000 as part of loan funding and Casdin Private Growth Equity Fund II, L.P. and Casdin Partners Master Fund, L.P. will subscribe to 33,750 shares and 78,750 shares respectively as part of preferred stock issuance. Viking Global Opportunities Illiquid Investments Sub-Master LP and Viking Global Opportunities Drawdown (Aggregator) LP will provide $8,375,000 and $4,125,000 respectively as part of loan and will subscribe to 75,375 and 37,125 preferred shares respectively in the transaction. In connection with the investment, Casdin Capital, LLC and Viking Global Investors LP each will be entitled to appoint one director being Eli Casdin and Martin D. Madaus respectively to the company's board. The board of the company will continue to comprise seven directors. The board of directors of the company has unanimously approved the transaction. The closing is subject to customary mutual closing conditions, including approval by the company's stockholders of the issuance of the series B preferred stock, applicable regulatory approvals. The transaction is expected to close in the first quarter of 2022 and company will change its name to Standard BioTools Inc. Each preferred equity transaction is conditioned on the substantially contemporaneous consummation of the other preferred equity transaction. The company will be required to reimburse each investor for an amount not to exceed $1,250,000 for each investor documented expenses if the purchase agreements are terminated for any reason other than the applicable investor breach of its purchase agreement. The company will be required to pay each Purchaser a termination fee equal to $1,250,000 if the purchase agreements are terminated in certain circumstances; that amount may be offset against amounts paid by the company for expense reimbursement. If a purchase agreement is terminated in certain circumstances and the company subsequently effects an acquisition transaction, then the company will owe the applicable investor a termination fee of $2,500,000 for an aggregate payment to both investor of $5,000,000. If the purchase agreements are terminated due to the board effecting a company board recommendation change, then the company will owe the applicable investor a termination fee of $5,000,000 for an aggregate payment to both Purchasers of $10,000,000. The securities of the company that will be issued as part of the preferred equity transactions and loan agreements will not initially be registered under the Securities Act of 1933, as amended, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act. The preferred shares will be subject to transfer restrictions including a lock up period of 6 months from closing.