Singular Genomics Closes Acquisition by Deerfield Management

Singular Genomics Systems, Inc. (NASDAQ: OMIC) announced on February 21, 2025, the closing of its acquisition by an affiliate of Deerfield Management Company, L.P. The transaction, which was initially announced on December 23, 2024, was executed through a merger under the terms of a Merger Agreement dated December 22, 2024.

Under the merger arrangement, each outstanding share of the company’s common stock—excluding select rollover shares held by certain stockholders—was canceled and converted into the right to receive $20.00 in cash per share, net of applicable withholding taxes. Shares held by rollover stockholders under prior agreements converted differently, as detailed in the merger documents. Additionally, the company’s debt financing arrangement was announced in connection with the merger. Deerfield Private Design Fund IV entered into a credit agreement committing up to $37.5 million in a term loan, with proceeds of approximately $37 million deployed for the merger’s cash consideration. The loan carries an 8% interest rate and is scheduled to mature on February 20, 2026, with prepayment available at any time.

As a consequence of the merger, Singular Genomics became a wholly owned subsidiary of its new parent through a reorganization, resulting in a change in control. The restructured entity has also undergone significant leadership and governance changes. The company’s board of directors was reconstituted immediately following the merger, with new appointments including Chief Executive Officer Josh Stahl and President Jason Myers. Former executives, including the prior CEO and other key officers, exited their roles pursuant to separate severance and consulting agreements. In these agreements, former CEO Andrew Spaventa, along with others, agreed to provide advisory support during the transition period on a consulting basis.

Further reflecting the significant change, the company’s certificate of incorporation and bylaws were amended and restated as part of the merger process. Trading of Singular Genomics’ common stock on the Nasdaq Capital Market was suspended as of the closing, and the company has taken steps to have its stock delisted and deregistered as it begins operating as a private entity.

The approval of the transaction by the holders of Singular Genomics’ common stock and the successful execution of customary closing conditions have positioned the company for enhanced operational flexibility as it continues to advance its next-generation sequencing and spatial multiomics technology platforms.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Singular Genomics Systems’s 8K filing here.

About Singular Genomics Systems

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Singular Genomics Systems, Inc, a life science technology company, develops next generation sequencing and multiomics technology for researchers and clinicians to advance science and medicine. The company is involved in the developing of G4, consisting of G4 instrument and associated consumables for various applications, such as max read kits for single cell sequencing, rare variant detection with high-definition sequencing, gene fusion detection with ring-seq, and extended range sequencing; and PX instrument and associated consumables for applications comprising single cell gene expression and proteomics, in situ RNA sequencing, and spatial RNA and proteomics applications for tissue.

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