Quantum-Si Incorporated (Nasdaq: QSI) (“Quantum-Si,” “QSi” or
“the Company”), a company pioneering next-generation semiconductor
chip-based proteomics, today announced that it has completed its
business combination with HighCape Capital Acquisition Corp.
(Nasdaq: CAPA) (“HighCape”), a special purpose acquisition company
sponsored by leading healthcare growth equity manager HighCape
Capital LP. The business combination and concurrent private
placement, which were approved by HighCape’s stockholders at its
special meeting held on June 9, 2021, provide over $500 million to
fund the further development and planned commercialization of the
Company’s single-molecule, semiconductor chip-based protein
sequencing and genomics technology.
Following the transaction, the combined company was renamed
Quantum-Si Incorporated, and its Class A common stock and warrants
will begin trading on the Nasdaq Global Market (“Nasdaq”) on June
11, 2021 under the symbols “QSI” and “QSIAW,” respectively. The
final Exchange Ratio for which the former Quantum-Si stockholders
exchanged their shares of Quantum-Si capital stock for common stock
of the combined company was 0.7975. Each share of HighCape Class A
common stock and HighCape Class B common stock became one share of
the combined company’s Class A common stock.
Quantum-Si has created the first next-generation single-molecule
proteomics and genomics platform with the goal of revolutionizing
the growing field of proteomics. The Company’s unique semiconductor
chip has the power to decode the molecules of life, starting with
proteins, and holds the potential to expand the scale of the
genomics and proteomics market beyond what had been possible with
next-generation DNA sequencing.
QSi’s end-to-end solution, including Carbon and Platinum, which
is on track to launch commercially in 2022 for research use, has
the potential to significantly disrupt an existing addressable $21
billion academic research and drug discovery market. The platform
also may enable new diagnostic applications in healthcare.
“I am thrilled with the completion of this business combination,
which will power the commercialization of our technology to disrupt
the rapidly growing proteomics market,” said Dr. Jonathan Rothberg,
Founder and Executive Chairman of Quantum-Si. “Having been at the
forefront of next-generation DNA sequencing, it is very fitting
that our team is also on the cusp of making next-generation protein
sequencing a reality. Similar to the introduction of next-gen DNA
sequencing, our proteomics technology has the potential to enable
exponential advances in drug discovery, academic research, and
diagnostics.”
“I am excited to lead this talented organization as it prepares
to commercialize a technology with the potential to make a profound
impact on healthcare and scientific R&D. The QSi solution
enables researchers and drug developers to sequence proteins at a
scale and resolution not previously available,” said John Stark,
Chief Executive Officer of Quantum-Si. “Proteins offer greater
insights by allowing us to see what is happening right now in the
body, and we believe the market will enthusiastically embrace QSi’s
unique solution as the only system that provides end-to-end protein
sequencing, single molecule proteomics and genomics.”
The combined company will be led by John Stark as Chief
Executive Officer, alongside its highly experienced executive team
including Matt Dyer as Chief Business Officer, Mike McKenna as
President and Chief Operating Officer, Claudia Napal Drayton as
Chief Financial Officer and Christian LaPointe as General Counsel.
The combined company’s board of directors includes Dr. Rothberg as
Executive Chairman, Marijn Dekkers, Ph.D., former CEO of Thermo
Fisher Scientific and Bayer AG, Ruth Fattori, former Executive Vice
President and Chief Human Resources Officer at PepsiCo Inc., Brigid
Makes, former Senior Vice President and CFO of Miramar Labs, Inc.,
Michael Mina, M.D., Ph.D., a leading epidemiologist at Harvard
Medical School and Chief Medical Advisor to the Company, John
Stark, CEO of Quantum-Si, Kevin Rakin, Chief Executive Officer of
HighCape Capital, and Jim Tananbaum, M.D., Founder and CEO of
Foresite Capital Management, LLC.
As a result of the business combination, QSi received
approximately $534 million prior to transaction fees, including
approximately $109 million of cash held in HighCape's trust account
and $425 million from private placement (PIPE) investors, including
Foresite Capital Management, LLC, Eldridge, accounts advised by ARK
Invest, and Glenview Capital Management, LLC. In addition, QSi’s
current management team and existing stockholders have rolled 100%
of their equity into the combined company.
Advisors
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. acted as
legal advisor to Quantum-Si. J.P. Morgan Securities LLC acted as
lead placement agent and Cantor Fitzgerald & Co. acted as
co-placement agent to HighCape for the PIPE. Mayer Brown acted as
legal counsel to the placement agents. White & Case LLP acted
as legal advisor and J.P. Morgan Securities LLC acted as exclusive
financial advisor to HighCape. Cantor Fitzgerald & Co. acted as
capital markets advisor and underwrote the IPO of HighCape in
September, 2020.
About Quantum-Si
Founded by Dr. Jonathan Rothberg in 2013, Quantum-Si is focused
on revolutionizing the growing field of proteomics. The company’s
suite of technologies are powered by a first-of-its-kind
semiconductor chip designed to enable single-molecule
next-generation protein sequencing and genomics, and digitize
proteomic research in order to advance drug discovery and
diagnostics beyond what has been possible with DNA sequencing.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. The combined
company’s actual results may differ from its expectations,
estimates, and projections and, consequently, you should not rely
on these forward-looking statements as predictions of future
events. Words such as “expect,” “estimate,” “project,” “budget,”
“forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,”
“should,” “believes,” “predicts,” “potential,” “continue,” and
similar expressions (or the negative versions of such words or
expressions) are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, the combined company’s expectations with respect to
future performance, development of products and services, potential
regulatory approvals, anticipated financial impacts and other
effects of the business combination, and the size and potential
growth of current or future markets for the combined company’s
future products and services. These forward-looking statements
involve significant risks and uncertainties that could cause the
actual results to differ materially from those discussed in the
forward-looking statements. Most of these factors are outside the
combined company’s control and are difficult to predict. Factors
that may cause such differences include, but are not limited to:
the impact of COVID-19 on the combined company’s business; the
inability to maintain the listing of the combined company’s shares
of Class A common stock on The Nasdaq Stock Market following the
business combination; the ability to recognize the anticipated
benefits of the business combination, which may be affected by,
among other things, competition and the ability of the combined
company to grow and manage growth profitably and retain its key
employees; changes in applicable laws or regulations; the ability
of the combined company to raise financing in the future; the
success, cost and timing of the combined company’s product
development activities; the potential attributes and benefits of
the combined company’s products and services; the combined
company’s ability to obtain and maintain regulatory approval for
its products, and any related restrictions and limitations of any
approved product; the combined company’s ability to identify,
in-license or acquire additional technology; the combined company’s
ability to maintain its existing license, manufacture and supply
agreements; the combined company’s ability to compete with other
companies currently marketing or engaged in the development of
products and services that the combined company is developing; the
size and growth potential of the markets for the combined company’s
future products and services, and its ability to serve those
markets, either alone or in partnership with others; the pricing of
the combined company’s products and services following anticipated
commercial launch; the combined company’s estimates regarding
future expenses, future revenue, capital requirements and needs for
additional financing; the combined company’s financial performance;
and other risks and uncertainties indicated from time to time in
the proxy statement/prospectus relating to the business
combination, including those under “Risk Factors” therein, and in
the combined company’s other filings with the SEC. The combined
company cautions that the foregoing list of factors is not
exclusive. The combined company cautions readers not to place undue
reliance upon any forward-looking statements, which speak only as
of the date made. The combined company does not undertake or accept
any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements to reflect any change
in its expectations or any change in events, conditions, or
circumstances on which any such statement is based.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210610005763/en/
Investor Relations Mike Cavanaugh or Mark Klausner
Westwicke, an ICR Company (646) 677-1838 QSI-IR@westwicke.com
Media Relations Cammy Duong Westwicke, an ICR Company (203)
682-8380 QSI-PR@westwicke.com
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