By Susanna Moon
Chicago, March 2 – Fluidigm Corp. said it will exchange about $125 million principal amount of its 2.75% convertible senior notes due 2034 for an equal amount of new 2.75% exchange convertible senior notes due Feb. 1, 2034.
Fluidigm will make the exchange under separate privately negotiated transactions, according to a company announcement.
The exchange notes are convertible at any time and have an initial conversion rate of 126.9438 common shares per $1,000 principal amount, which amounts to an initial conversion price of about $7.88 per share of Fluidigm’s common stock.
The conversion price is a 15.04% premium to the company’s closing price on Thursday.
The company’s stock (Nasdaq: FLDM) closed at $6.85 on Thursday.
The notes are putable at par on Feb. 6, 2023, Feb. 6, 2026 and Feb. 6, 2029 or if Fluidigm undergoes a fundamental change.
Before Feb. 6, 2023, holders who choose to convert their exchange notes before the exercise of the company’s issuer conversion option or in connection with a make-whole fundamental change may receive a make-whole premium in the form of an increase in the conversion rate by a number of additional shares, the release noted.
Beginning Feb. 6, 2022, Fluidigm said it may redeem the exchange notes at par in cash plus accrued interest to but excluding the redemption date.
After the exchange, Fluidigm said it expects $76.3 million principal amount of the existing notes to remain outstanding.
South San Francisco, Calif.-based Fluidigm develops, makes and markets integrated microfluidic circuit systems.
Exchange new issue
| Issuer: | Fluidigm Corp.
|
| Issue: | Convertible senior notes
|
| Amount: | $125 million
|
| Maturity: | Feb. 1, 2034
|
| Coupon: | 2.75%
|
| Conversion premium: | 15.04%
|
| Conversion price: | $7.88
|
| Conversion rate: | 126.9438 common shares per $1,000 principal amount
|
| Call option: | At par beginning Feb. 6, 2022
|
| Put option: | At par on Feb. 6, 2023, Feb. 6, 2026 and Feb. 6, 2029 or upon fundamental change
|
| Pricing date: | March 2
|
| Settlement date: | March 6
|
| Stock symbol: | Nasdaq: FLDM
|
| Stock price: | $6.85 on March 1
|
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