Stockholder Approval Represents Key Milestone
Toward Completion of Standard BioTools Transaction
Combination Will Create a Diversified Leader
in Life Sciences Tools
BOULDER,
Colo., Jan. 4, 2024 /PRNewswire/
-- SomaLogic, Inc. (Nasdaq: SLGC) ("the Company"), a leader in
proteomics technology, today announced that, based on the
preliminary vote count provided by its proxy solicitors following
the Company's Special Meeting of Stockholders (the "Special
Meeting") held earlier today, SomaLogic stockholders voted to
approve the transaction with Standard BioTools Inc. (Nasdaq: LAB)
("Standard BioTools").
The SomaLogic Board of Directors issued the following
statement:
We are grateful for the support of our
stockholders as we advance our value-maximizing transaction with
Standard BioTools, which will enable our stockholders to realize
the substantial value of SomaLogic's platform. Stockholders will
benefit from the combined company's accelerated path to sustained
profitability and long-term value creation. We look forward to
completing the transaction with Standard BioTools to create a
diversified leader in life science tools, driven by our shared
mission to accelerate breakthroughs in human health.
The merger is expected to close on January 5, 2024, subject to satisfaction of
certain customary closing conditions.
SomaLogic will file final, certified voting results on a Form
8-K with the U.S. Securities and Exchange Commission as soon as
practicable.
About SomaLogic
SomaLogic is catalyzing drug research and development and
biomarker identification as a global leader in proteomics
technology. With a single 55 microliter plasma or serum sample,
SomaLogic can run 11,000 protein measurements, covering more than a
third of the approximately 20,000 proteins in the human body. For
more than 20 years SomaLogic has supported pharmaceutical
companies, and academic and contract research organizations who
rely on the Company's protein detection and analysis technologies
to fuel drug, disease, and treatment discoveries in such areas as
oncology, diabetes, and cardiovascular, liver and metabolic
diseases. Find out more at somalogic.com and follow @somalogic on
LinkedIn.
Forward-Looking Statements
This press release contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements are based upon current plans, estimates
and expectations of the management of Standard
BioTools and SomaLogic that are subject to various
risks and uncertainties that could cause actual results to differ
materially from such statements, many of which are beyond the
control of Standard BioTools and SomaLogic. All
statements other than statements of historical fact (including
statements containing the words "believes," "plans," "anticipates,"
"expects," "estimates" and similar expressions) are statements that
could be deemed forward-looking statements, although not all
forward-looking statements contain these identifying words. Readers
should not place undue reliance on these forward-looking
statements. Forward-looking statements may include statements
regarding the expected timing of the closing of the merger; the
ability of the parties to complete the merger considering the
various closing conditions; and any assumptions underlying any of
the foregoing. Statements regarding future events are based on the
parties' current expectations and are necessarily subject to
associated risks related to, among other things, (i) the risk that
the Merger may not be completed in a timely manner or at all, which
may adversely affect Standard BioTools' and SomaLogic's businesses
and the price of their respective securities; (ii) uncertainties as
to the timing of the consummation of the merger and the potential
failure to satisfy the conditions to the consummation of the
merger, including obtaining stockholder and regulatory approvals;
(iii) the merger may involve unexpected costs, liabilities or
delays; (iv) the effect of the announcement, pendency or completion
of the merger on the ability of Standard
BioTools or SomaLogic to retain and hire key
personnel and maintain relationships with customers, suppliers and
others with whom Standard
BioTools or SomaLogic does business, or on Standard
BioTools' or SomaLogic's operating results and business generally;
(v) Standard BioTools' or SomaLogic's respective businesses may
suffer as a result of uncertainty surrounding the merger and
disruption of management's attention due to the merger; (vi) the
outcome of any legal proceedings related to the merger or
otherwise, or the impact of the merger thereupon;
(vii) Standard BioTools or SomaLogic may be
adversely affected by other economic, business and/or competitive
factors, (viii) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement and the merger; (ix) restrictions during the pendency of
the merger that may impact Standard BioTools' or SomaLogic's
ability to pursue certain business opportunities or strategic
transactions; (x) the risk that Standard
BioTools or SomaLogic may be unable to obtain
governmental and regulatory approvals required for the merger, or
that required governmental and regulatory approvals may delay the
consummation of the merger or result in the imposition of
conditions that could reduce the anticipated benefits from the
merger or cause the parties to abandon the merger; (xi) risks that
the anticipated benefits of the merger or other commercial
opportunities may otherwise not be fully realized or may take
longer to realize than expected; (xii) the impact of legislative,
regulatory, economic, competitive and technological changes; (xiii)
risks relating to the value of the Standard
BioTools shares to be issued in the merger; (xiv) the risk
that post-closing integration of the merger may not occur as
anticipated or the combined company may not be able to achieve the
benefits expected from the merger, as well as the risk of potential
delays, challenges and expenses associated with integrating the
combined company's existing businesses; (xv) exposure to inflation,
currency rate and interest rate fluctuations, as well as
fluctuations in the market price of Standard BioTools' and
SomaLogic's traded securities; (xvi) the lingering effects of the
COVID-19 pandemic on Standard BioTools' and SomaLogic's industry
and individual companies, including on counterparties, the supply
chain, the execution of research and development programs, access
to financing and the allocation of government resources; (xvii) the
ability of Standard BioTools or SomaLogic to
protect and enforce intellectual property rights; and (xviii) the
unpredictability and severity of catastrophic events, including,
but not limited to, acts of terrorism or outbreak of war or
hostilities, as well as Standard BioTools' and SomaLogic's response
to any of the aforementioned factors. Therefore, actual results may
differ materially and adversely from those expressed in any
forward-looking statements. For information regarding other related
risks, see the "Risk Factors" section of Standard BioTools' most
recent quarterly report on Form 10-Q filed with
the SEC on November 7, 2023, on its most recent
annual report on Form 10-K filed with
the SEC on March 14, 2023 and in Standard
BioTools' other filings with the SEC, as well as the "Risk
Factors" section of SomaLogic's most recent quarterly report on
Form 10-Q filed with the SEC on November 8, 2023, on
its most recent annual report on Form 10-K filed with
the SEC on March 28, 2023 and in SomaLogic's
other filings with the SEC. The risks and uncertainties
described above and in the SEC filings cited above are
not exclusive and further information concerning Standard
BioTools and SomaLogic and their respective
businesses, including factors that potentially could materially
affect their respective businesses, financial conditions or
operating results, may emerge from time to time. Readers are urged
to consider these factors carefully in evaluating these
forward-looking statements, and not to place undue reliance on any
forward-looking statements. Any such forward-looking statements
represent management's reasonable estimates and beliefs as of the
date of this press release. While Standard
BioTools and SomaLogic may elect to update such
forward-looking statements at some point in the future, they
disclaim any obligation to do so, other than as may be required by
law, even if subsequent events cause their views to change.
Contacts
Investors
Marissa Bych
Gilmartin Group LLC
investors@somalogic.com
Media
Lyle Weston / Carly King
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355-4449
View original
content:https://www.prnewswire.com/news-releases/somalogic-stockholders-vote-to-approve-standard-biotools-transaction-at-special-meeting-302026861.html
SOURCE SomaLogic
