0001171843-19-000933.txt : 20190214 0001171843-19-000933.hdr.sgml : 20190214 20190214161013 ACCESSION NUMBER: 0001171843-19-000933 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190213 ITEM INFORMATION: Other Events FILED AS OF DATE: 20190214 DATE AS OF CHANGE: 20190214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLUIDIGM CORP CENTRAL INDEX KEY: 0001162194 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 770513190 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34180 FILM NUMBER: 19606275 BUSINESS ADDRESS: STREET 1: 7000 SHORELINE COURT STREET 2: SUITE 100 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 6502666000 MAIL ADDRESS: STREET 1: 7000 SHORELINE COURT STREET 2: SUITE 100 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 8-K 1 f8k_021419.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

__________________________

 

FORM 8-K

 __________________________

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

February 13, 2019

 __________________________

 

FLUIDIGM CORPORATION

(Exact name of registrant as specified in its charter)

 __________________________

 

Delaware 001-34180 77-0513190

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

7000 Shoreline Court, Suite 100

South San Francisco, California 94080

(Address of principal executive offices, including zip code)

 

(650) 266-6000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

 __________________________

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
   

 

 

 

Item 8.01.    Other Events.

 

From January 9, 2019 through February 13, 2019, Fluidigm Corporation (the “Company”) received notices from holders of its 2.75% Exchange Convertible Senior Notes due 2034 (the “Senior Convertible Notes”) electing to voluntarily convert approximately $76.6 million in aggregate principal amount of Senior Convertible Notes pursuant to the terms of the Second Supplemental Indenture dated March 6, 2018, between the Company and U.S. Bank National Association (the “Trustee”) to the Indenture dated as of February 14, 2014, by and between the Company and the Trustee. As a result of such voluntary conversions, the Company has elected to fully satisfy its conversion obligations by delivering 9,978,709 shares of the Company’s common stock to such holders voluntarily converting their Senior Convertible Notes and has retired $76,640,000 of Senior Convertible Notes as of February 13, 2019.

 

After giving effect to the settlement of the conversions described above, the Company will have approximately 59.3 million shares of common stock outstanding.

 

 

 

 

 

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

    FLUIDIGM CORPORATION
     
Date:  February 14, 2019   By:  /s/ Nicholas Khadder
      Nicholas Khadder
      Senior Vice President, General Counsel, and
Corporate Secretary