Grunnleggende statistikk
CIK | 1615055 |
SEC Filings
SEC Filings (Chronological Order)
June 15, 2023 |
ISO / IsoPlexis Corp / Northpond Ventures, LP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* IsoPlexis Corporation (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) Paul Hodgdon c/o Northpond Ventures, LLC 7500 Old Georgetown Road, Suite 800 Bethesda, MD 20814 240-800-1200 (Name, Ad |
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March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-40894 IsoPlexis Corporation (Exact name of registrant as specified in its c |
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March 22, 2023 |
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): March 21, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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March 22, 2023 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ISOPLEXIS CORPORATION Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ISOPLEXIS CORPORATION FIRST: The name of the corporation is IsoPlexis Corporation (the “Corporation”). SECOND: The address of the Corporation's registered office in the State of Delaware is 3500 South Dupont Highway, in the City of Dover, Delaware 19901, County of Kent. The name of the Corporation’s registered agent at such address i |
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March 22, 2023 |
AMENDED AND RESTATED ISOPLEXIS CORPORATION ARTICLE I Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ISOPLEXIS CORPORATION ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of Incorporating Services, Ltd., in the City of Dover, in the County of Kent, in the State of Delaware, and said corporation shall be the registered agent of this corporation in charge thereof. SECTION 2. OTHER OFFI |
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March 22, 2023 |
Exhibit 10.1 SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of March 21, 2023 among PHENOMEX INC., as Borrower, ISOPLEXIS CORPORATION, as a Guarantor, and EAST WEST BANK, as Bank TABLE OF CONTENTS 1. DEFINITIONS AND CONSTRUCTION. 1 1.1. Definitions. 1 1.2. Accounting Terms. 1 1.3. Other Definitional Terms; Rules of Interpretation. 2 1.4. Effectuation of Certain Transactions 3 1.5 |
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March 21, 2023 |
As filed with the Securities and Exchange Commission on March 21, 2023 As filed with the Securities and Exchange Commission on March 21, 2023 Registration No. |
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March 21, 2023 |
As filed with the Securities and Exchange Commission on March 21, 2023 As filed with the Securities and Exchange Commission on March 21, 2023 Registration No. |
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March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 425 1 brhc10049893425.htm 425 false0001615055NASDAQ00016150552023-03-162023-03-16 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): March 16, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 00 |
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March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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): March 16, 2023 Berkeley Lights, Inc. |
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March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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): March 16, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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): March 9, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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): March 9, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 DEFA14A 1 brhc10049510defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate |
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March 7, 2023 |
Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: March 7, 2023 On March 7, 2023, Broadridge Financial Solutions, Inc. mailed the below letter to certain stockholders of Berkeley Lights. March 7, 2023 Dear Fellow |
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March 6, 2023 |
false000168965700016896572023-03-062023-03-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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March 2, 2023 |
ISOPLEXIS CORPORATION DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description summarizes the material terms of the capital stock of IsoPlexis Corporation (the “Company,” “we,” or “us”) and provisions of our amended and restated certificate of incorporation and our amended and restated bylaws. |
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March 2, 2023 |
isoplexis-4thamendmentfo EXECUTION VERSION 4886-8105-0172 7027014 FOURTH AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This Fourth Amendment to Credit Agreement and Guaranty (herein, this “Agreement”) is entered into as of December 28, 2022 (the “Fourth Amendment Effective Date”), by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lenders party hereto (each a “Lender” and collectively, the “Lenders”) and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as a lender and as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”). |
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March 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40894 IsoPlexis Corporation (Exact name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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March 2, 2023 |
limitedwaiverdatedfebrua 3/1/23, 8:10 PM SEC Filing | IsoPlexis https://investors. |
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March 2, 2023 |
isoplexispressrelease202 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): November 10, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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March 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi |
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March 2, 2023 |
Code of Business Conduct and Ethics isoplexis-codeofbusiness [[5670504]] IsoPlexis Corporation Code of Business Conduct and Ethics Adopted by the Board of Directors August 16, 2021 Effective upon the effectiveness of the registration statement relating to IsoPlexis Corporation’s initial public offering IsoPlexis Corporation and its subsidiaries (the “Company”, “IsoPlexis”, “we” or “our”) require and expect the highest standards of professional and ethical conduct from our employees, officers and directors (“you”). |
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March 2, 2023 |
limitedwaiverdatednovemb |
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March 2, 2023 |
iso-patentpurchaseagreem [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). |
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March 2, 2023 |
iso-limitedwaiverforwork [[6024628]] LIMITED WAIVER This Limited Waiver, dated as of March 1, 2023 (this “Waiver”), is entered into by and among ISOPLEXIS CORPORATION, a Delaware corporation (the “Borrower”), the Lenders party hereto constituting Majority Lenders and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”). |
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March 2, 2023 |
Subsidiaries of the Registrant Exhibit 99.1 Isoplexis Corporation List of Subsidiaries of the Registrant IsoPlexis UK Limited (organized under the laws of the United Kingdom) IsoPlexis (Shanghai) Trading Co., Ltd. (organized under the laws of the People’s Republic of China) |
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February 28, 2023 |
425 1 ny20007812x2425.htm FORM 425 Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: February 28, 2023 On February 28, 2023, Broadridge Financial Solutions, Inc. mailed the below letter to certain stockholders of |
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February 16, 2023 |
Exhibit 10.1 EXECUTION VERSION Limited Waiver This Limited Waiver, dated as of February 13, 2023 (this “Waiver”), is entered into by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lenders party hereto constituting Majority Lenders and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, togethe |
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February 16, 2023 |
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, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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February 16, 2023 |
Exhibit 10.1 EXECUTION VERSION Limited Waiver This Limited Waiver, dated as of February 13, 2023 (this “Waiver”), is entered into by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lenders party hereto constituting Majority Lenders and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, togethe |
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February 16, 2023 |
Exhibit 10.1 EXECUTION VERSION Limited Waiver This Limited Waiver, dated as of February 13, 2023 (this “Waiver”), is entered into by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lenders party hereto constituting Majority Lenders and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, togethe |
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February 16, 2023 |
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, 2023 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Con |
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February 14, 2023 |
US4650051067 / IsoPlexis Corp / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005 106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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February 14, 2023 |
US4650051067 / IsoPlexis Corp / Spring Mountain Capital G.P., LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236799d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Che |
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February 14, 2023 |
EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2023 PERCEPTIVE ADVISORS LLC |
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February 14, 2023 |
US4650051067 / IsoPlexis Corp / North Sound Trading, LP - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 eh23032991313ga1-iso.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* IsoPlexis Corp. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 465005106 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the ap |
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February 13, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox |
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February 8, 2023 |
Filed by Berkeley Lights, Inc. Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: February 7, 2023 The following presentation slides were presented by Sean Mackay, Chief Executive Officer of IsoPlexis Corporation (“IsoPlexis”), Siddhartha Kadia |
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February 7, 2023 |
Filed by IsoPlexis Corporation Filed by IsoPlexis Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: IsoPlexis Corporation Commission File No. |
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February 1, 2023 |
US4650051067 / IsoPlexis Corp / CONNECTICUT INNOVATIONS INC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No. |
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January 27, 2023 |
US4650051067 / IsoPlexis Corp / DANAHER CORP /DE/ - SCHEDULE 13G - AMENDMENT 1 Passive Investment SC 13G/A 1 sc13g-a1.htm SCHEDULE 13G - AMENDMENT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Stat |
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January 27, 2023 |
Employee FAQ As of January 27, 2023 Filed by IsoPlexis Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: IsoPlexis Corporation Commission File No. |
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January 12, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 12, 2023 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission |
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January 12, 2023 |
IsoPlexis Reports Preliminary Full Year 2022 Revenue Exhibit 99.1 IsoPlexis Reports Preliminary Full Year 2022 Revenue BRANFORD, Conn., Jan. 12, 2023, GlobeNewsWire - IsoPlexis Corporation (NASDAQ: ISO), a company empowering labs to leverage the cells and proteome changing the course of human health, today announced its preliminary unaudited revenue for the full year ended December 31, 2022. Total revenue for the full year ended December 31, 2022 is |
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January 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 12, 2023 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission |
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January 4, 2023 |
Filed by Berkeley Lights, Inc. Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: January 4, 2023 The following is an email sent by the Siddartha Kadia, the Chief Executive Officer of Berkeley Lights, Inc. (?Berkeley Lights?), to the employees |
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January 4, 2023 |
Filed by IsoPlexis Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: IsoPlexis Corporation Commission File No. |
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December 23, 2022 |
Filed by Berkeley Lights, Inc. Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: December 22, 2022 The following is a transcript of the joint conference call and webcast hosted by Berkeley Lights, Inc. (“Berkeley Lights”) and IsoPlexis Corpora |
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December 23, 2022 |
Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: December 22, 2022 The following is a presentation made to the employees of Berkeley Lights, Inc. (?Berkeley Lights?) by Berkeley Lights management on December 22, |
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December 23, 2022 |
Filed by Berkeley Lights, Inc. Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: December 23, 2022 The following communication was made available by Siddhartha Kadia, the Chief Executive Officer of Berkeley Lights, Inc. (?Berkeley Lights?), on |
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December 22, 2022 |
US4650051067 / IsoPlexis Corp / Northpond Ventures, LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* IsoPlexis Corporation (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) Paul Hodgdon c/o Northpond Ventures, LLC 7500 Old Georgetown Road, Suite 850 Bethesda, MD 20814 240-800-1200 |
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December 22, 2022 |
425 1 form425.htm 425 REFINITIV STREETEVENTS EDITED TRANSCRIPT BLI.OQ - Berkeley Lights Inc to Acquire IsoPlexis Corp M&A Call EVENT DATE/TIME: DECEMBER 21, 2022 / 10:00PM GMT REFINITIV STREETEVENTS | www.refinitiv.com | Contact Us ©2022 Refinitiv. All rights reserved. Republication or redistribution of Refinitiv content, including by framing or similar means, is prohibited without the prior writt |
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December 22, 2022 |
Joint Filing Agreement by and among the Reporting Persons. Exhibit A Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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December 22, 2022 |
Filed by Berkeley Lights, Inc. Filed by Berkeley Lights, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: IsoPlexis Corporation Commission File No.: 001-40894 Date: December 21, 2022 The following communication was made available by Berkeley Lights, Inc. (“Berkeley Lights”) on Twitter on December 21, 2022 The following commun |
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December 21, 2022 |
Exhibit 99.4 EMPLOYEE FAQ About The Acquisition 1. Why is Berkeley Lights acquiring IsoPlexis? ? Berkeley Lights and IsoPlexis are leaders in the functional assessment of live cells and are united in our dedication to changing the course of human health and enabling scientific breakthroughs. Between the two companies we have both cutting edge and highly complementary platforms and technology portf |
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December 21, 2022 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER Dated as of December 21, 2022 Among ISOPLEXIS CORPORATION, BERKELEY LIGHTS, INC. and ICELAND MERGER SUB INC. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION SECTION 1.01. Definitions 6 SECTION 1.02. Other Defined Terms 13 SECTION 1.03. Interpretation 16 ARTICLE II THE MERGER SECTION 2.01. The Merger 17 SECTION 2.02. Closing 17 |
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December 21, 2022 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER Dated as of December 21, 2022 Among ISOPLEXIS CORPORATION, BERKELEY LIGHTS, INC. and ICELAND MERGER SUB INC. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION SECTION 1.01. Definitions 6 SECTION 1.02. Other Defined Terms 13 SECTION 1.03. Interpretation 16 ARTICLE II THE MERGER SECTION 2.01. The Merger 17 SECTION 2.02. Closing 17 |
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December 21, 2022 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER Dated as of December 21, 2022 Among ISOPLEXIS CORPORATION, BERKELEY LIGHTS, INC. and ICELAND MERGER SUB INC. TABLE OF CONTENTS Page Article I Definitions; Interpretation Section 1.01. Definitions 6 Section 1.02. Other Defined Terms 14 Section 1.03. Interpretation 16 Article II The Merger Section 2.01. The Merger 17 Section 2.02. Closing 17 Section 2.03. Eff |
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December 21, 2022 |
EX-10.1 3 ny20006362x2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 VOTING AGREEMENT This Voting Agreement (this “Agreement”), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (“Parent”), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), IsoPlexis Corporation, a Delaware corporation (the “Company”), and Igor Y |
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December 21, 2022 |
Exhibit 99.3 From: Siddhartha Kadia To: All Employees Date: Wednesday, December 21, 2022 Subject: Berkeley Lights to Acquire IsoPlexis Dear Berkeley Lights team, Today we are taking a pivotal step toward building a growing, profitable, and sustainable life sciences company by acquiring IsoPlexis. This will bring together two industry pioneers with talented teams and proven capabilities, united in |
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December 21, 2022 |
EX-99.1 5 exhibit991-form8xk.htm EX-99.1 Exhibit 99.1 Berkeley Lights to Acquire IsoPlexis, Creating a Premier Functional Cell Biology Company Complementary Technologies, Customer Bases, and Commercial Channels to Strengthen Leadership in High-Growth, Single-Cell Biology Significant Cost Synergies to Increase Profitability and Accelerate Breakeven Horizon in 2024, Earlier Than Berkeley Lights Expe |
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December 21, 2022 |
Exhibit 99.1 Berkeley Lights to Acquire IsoPlexis, Creating a Premier Functional Cell Biology Company Complementary Technologies, Customer Bases, and Commercial Channels to Strengthen Leadership in High-Growth, Single-Cell Biology Significant Cost Synergies to Increase Profitability and Accelerate Breakeven Horizon in 2024, Earlier Than Berkeley Lights Expected as a Standalone Entity Companies to |
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December 21, 2022 |
Exhibit 10.2 EXECUTION VERSION VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (?Parent?), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (?Merger Sub?), IsoPlexis Corporation, a Delaware corporation (the ?Company?), and Igor Y. Khandros and Susan Bloch ( |
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December 21, 2022 |
Exhibit 99.1 Berkeley Lights to Acquire IsoPlexis, Creating a Premier Functional Cell Biology Company Complementary Technologies, Customer Bases, and Commercial Channels to Strengthen Leadership in High-Growth, Single-Cell Biology Significant Cost Synergies to Increase Profitability and Accelerate Breakeven Horizon in 2024, Earlier Than Berkeley Lights Expected as a Standalone Entity Companies to |
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December 21, 2022 |
Exhibit 10.1 EXECUTION VERSION VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (?Parent?), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (?Merger Sub?), IsoPlexis Corporation, a Delaware corporation (the ?Company?), and the Persons listed on the attached |
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December 21, 2022 |
Exhibit 10.1 EXECUTION VERSION VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (?Parent?), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (?Merger Sub?), IsoPlexis Corporation, a Delaware corporation (the ?Company?), and the Persons listed on the attached |
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December 21, 2022 |
Berkeley Lights to Acquire IsoPlexis Investor Presentation December 21, 2022 Forward-Looking Statements Certain statements in this communication regarding the proposed transaction between Berkeley Lights and IsoPlexis, the expected timetable for completing the transaction, benefits and synergies of the transaction, future opportunities for the combined company and products and any other statements regarding Berkeley Lights' and IsoPlexis? future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts are ?forward-looking? statements made within the meaning of the Private Securities Litigation Reform Act of 1995. |
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December 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 21, 2022 Berkeley Lights, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39388 35-2415390 (State or other jurisdiction (Commission (IRS Employer of |
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December 21, 2022 |
Exhibit 99.3 From: Sean Mackay To: All Employees Subject: IsoPlexis & Berkeley Lights Merger: PhenomeX Hi everyone, It has been quite a year, and you?ve all worked very hard to help live the values & mission at IsoPlexis. Today, we are taking a pivotal step on our path toward building a growing, sustainable life sciences company by announcing our merger with Berkeley Lights (see our press release |
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December 21, 2022 |
Berkeley Lights to Acquire IsoPlexis Investor Presentation December 21, 2022 Forward-Looking Statements Certain statements in this communication regarding the proposed transaction between Berkeley Lights and IsoPlexis, the expected timetable for completing the transaction, benefits and synergies of the transaction, future opportunities for the combined company and products and any other statements regarding Berkeley Lights' and IsoPlexis? future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts are ?forward-looking? statements made within the meaning of the Private Securities Litigation Reform Act of 1995. |
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December 21, 2022 |
EX-99.2 6 ny20006362x2ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Berkeley Lights to Acquire IsoPlexis Investor Presentation December 21, 2022 Forward-Looking Statements Certain statements in this communication regarding the proposed transaction between Berkeley Lights and IsoPlexis, the expected timetable for completing the transaction, benefits and synergies of the transaction, future opportunities for |
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December 21, 2022 |
Exhibit 10.2 EXECUTION VERSION VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (?Parent?), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (?Merger Sub?), IsoPlexis Corporation, a Delaware corporation (the ?Company?), and Igor Y. Khandros and Susan Bloch ( |
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December 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 21, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction (Commission (IRS Employer of |
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December 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 21, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction (Commission (IRS Employer of |
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December 21, 2022 |
EX-99.3 7 exhibit993-form8xk.htm EX-99.3 Exhibit 99.3 From: Sean Mackay To: All Employees Subject: IsoPlexis & Berkeley Lights Merger: PhenomeX Hi everyone, It has been quite a year, and you’ve all worked very hard to help live the values & mission at IsoPlexis. Today, we are taking a pivotal step on our path toward building a growing, sustainable life sciences company by announcing our merger wit |
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December 21, 2022 |
Exhibit 10.2 VOTING AGREEMENT This Voting Agreement (this ?Agreement?), dated as of December 21, 2022, is by and among Berkeley Lights, Inc., a Delaware corporation (?Parent?), Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (?Merger Sub?), IsoPlexis Corporation, a Delaware corporation (the ?Company?), and the Persons listed on the attached Schedule A who ar |
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November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40894 IsoPlexis Corporation (Exact name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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November 10, 2022 |
IsoPlexis Reports Third Quarter 2022 Financial Results Exhibit 99.1 IsoPlexis Reports Third Quarter 2022 Financial Results BRANFORD, CONN., November 10, 2022 ? IsoPlexis Corporation (Nasdaq: ISO), a company empowering labs to leverage the cells and proteome changing the course of human health, today reported financial results for the quarter ended September 30, 2022. Recent Highlights ?Revenue of $4.5 million for the third quarter 2022, representing a |
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November 10, 2022 |
EXECUTION VERSION 4879-6997-9708 7027014 LIMITED WAIVER This Limited Waiver, dated as of November 8, 2022 (this ?Waiver?), is entered into by and among ISOPLEXIS CORPORATION, a Delaware corporation (the ?Borrower?), the Lenders party hereto constituting Majority Lenders and PERCEPTIVE CREDIT HOLDINGS III, LP, a Delaware limited partnership, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the ?Administrative Agent?). |
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November 10, 2022 |
Results of Operations and Financial Condition 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): November 10, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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September 12, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 12, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commissio |
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September 12, 2022 |
September 2022 EMPOWERING LABS, CHANGING HUMAN HEALTH Disclaimer and Forward-Looking Statements Forward-looking statements and other information This presentation contains ?forward-looking statements. |
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August 23, 2022 |
Exhibit 99.1 IsoPlexis Announces the Appointment of former Luminex Corporation Chairman and CEO, Nachum ?Homi? Shamir to its Board of Directors BRANFORD, Conn., August 23, 2022 ? IsoPlexis Corporation (Nasdaq: ISO) (?IsoPlexis?), a company empowering labs to leverage the cells and proteome changing the course of human health, today announced the appointment of Nachum ?Homi? Shamir to its Board of |
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August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 22, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission F |
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August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40894 IsoPlexis Corporation (Exact name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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August 10, 2022 |
IsoPlexis Reports Second Quarter 2022 Financial Results Exhibit 99.1 IsoPlexis Reports Second Quarter 2022 Financial Results BRANFORD, CONN., August 10, 2022 ? IsoPlexis Corporation (Nasdaq: ISO), a company empowering labs to leverage the cells and proteome changing the course of human health, today reported financial results for the quarter ended June 30, 2022. Recent Highlights ?Drove operational efficiencies and headcount reductions through our Redu |
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August 10, 2022 |
Results of Operations and Financial Condition 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): August 10, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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June 21, 2022 |
Submission of Matters to a Vote of Security Holders 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): June 16, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 (State or other jurisdiction of incorporation) (Commission File No.) 35 NE Industrial Road, Branford, CT 06405 (Address of principal executive offices and zip code) Richard Rew Senior Vice Presi |
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May 11, 2022 |
Exhibit 99.1 IsoPlexis Reports First Quarter 2022 Financial Results First quarter 2022 revenue increased 52% over prior year period BRANFORD, CONN., May 11, 2022 ? IsoPlexis Corporation (Nasdaq: ISO), the Superhuman Cell Company, today reported financial results for the quarter ended March 31, 2022. Recent Highlights ?Revenue of $4.9 million for the first quarter 2022, representing a 52% increase |
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May 11, 2022 |
Results of Operations and Financial Condition 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): May 11, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40894 IsoPlexis Corporation (Exact name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 SCHEDULE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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April 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 SCHEDULE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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April 11, 2022 |
Exhibit 99.1 IsoPlexis Reports Preliminary First Quarter 2022 Revenue, Streamlines Operating Structure to Support Sustainable Growth Reiterates full year guidance and extends cash runway to H2 2024 BRANFORD, Conn., April 11, 2022 (GLOBE NEWSWIRE) - IsoPlexis Corporation (Nasdaq: ISO) (?IsoPlexis?), the Superhuman Cell Company, today announced its preliminary unaudited revenue for the first quarter |
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April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 6, 2022 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission Fil |
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April 7, 2022 |
under the 2021 Omnibus Incentive Compensation Plan (filed herewith) Final V. 1.0 March 2022 [[5762903]] NOTICE OF RESTRICTED STOCK UNIT AWARD ISOPLEXIS CORPORATION 2021 OMNIBUS INCENTIVE COMPENSATION PLAN Unless otherwise defined herein or in the RSU Award Agreement (as defined below), capitalized terms used in this Notice of Restricted Stock Unit Award (this ?Notice of Grant?) shall have the same meanings ascribed to them in the Isoplexis Corporation 2021 Omnibus |
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April 7, 2022 |
As filed with the Securities and Exchange Commission on April 7, 2022 As filed with the Securities and Exchange Commission on April 7, 2022 Registration No. |
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April 7, 2022 |
Filing Fee Table (filed herewith) Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) IsoPlexis Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0. |
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March 30, 2022 |
Subsidiaries of the Registrant Exhibit 99.1 Isoplexis Corporation List of Subsidiaries of the Registrant IsoPlexis UK Limited (organized under the laws of the United Kingdom) IsoPlexis (Shanghai) Trading Co., Ltd. (organized under the laws of the People?s Republic of China) |
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March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40894 IsoPlexis Corporation (Exact name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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March 30, 2022 |
ISOPLEXIS CORPORATION DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description summarizes the material terms of the capital stock of IsoPlexis Corporation (the ?Company,? ?we,? or ?us?) and provisions of our amended and restated certificate of incorporation and our amended and restated bylaws. |
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March 30, 2022 |
Execution Version 1 4814-9458-5556 7027014 WARRANT CERTIFICATE THIS WARRANT CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE UNDER THE SECURITIES ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND FOREIGN LAW OR (II) THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS UNDER THE SECURITIES ACT AND THE QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE AND FOREIGN LAW. |
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March 30, 2022 |
EXECUTION VERSION 4886-8962-4086 7027014 THIRD AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This Third Amendment to Credit Agreement and Guaranty (herein, this ?Agreement?) is entered into as of March 30, 2022 (the ?Third Amendment Effective Date?), by and among IsoPlexis Corporation, a Delaware corporation (the ?Borrower?), the Lenders party hereto (each a ?Lender? and collectively, the ?Lenders?) and Perceptive Credit Holdings III, LP, a Delaware limited partnership, as a lender and as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the ?Administrative Agent?). |
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March 2, 2022 |
EX-99.1 2 exhibit991earningsrelease-.htm EX-99.1 Exhibit 99.1 IsoPlexis Reports Fourth Quarter and Full Year 2021 Financial Results and Provides Revenue Outlook for 2022 2021 revenue increased 66% over prior year period BRANFORD, CONN., March 2, 2022 – IsoPlexis Corporation (Nasdaq: ISO), the Superhuman Cell Company, today reported financial results for the quarter and year ended December 31, 2021 |
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March 2, 2022 |
Results of Operations and Financial Condition 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): March 2, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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February 14, 2022 |
EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. |
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February 14, 2022 |
US4650051067 / IsoPlexis Corp / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005 106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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February 4, 2022 |
US4650051067 / IsoPlexis Corp / BlackRock Inc. Passive Investment us4650051067020422.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) IsoPlexis Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 465005106 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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February 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 28, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission |
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February 1, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the common stock of IsoPlexis Corporation is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange A |
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February 1, 2022 |
US4650051067 / IsoPlexis Corp / DANAHER CORP /DE/ - SC 13G Passive Investment SC 13G 1 sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriat |
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January 26, 2022 |
US4650051067 / IsoPlexis Corp / CONNECTICUT INNOVATIONS INC - SCHEDULE 13G Passive Investment ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ? SCHEDULE 13G ? (Amendment No. |
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January 25, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of the Issuer and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. |
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January 25, 2022 |
US4650051067 / IsoPlexis Corp / Spring Mountain Capital G.P., LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) October 7, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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January 10, 2022 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 10, 2022 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission |
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January 10, 2022 |
EX-99.1 2 exhibit9912021preliminaryr.htm EX-99.1 Exhibit 99.1 IsoPlexis Reports Preliminary Full Year 2021 Revenue, Releases Industry-First Superhuman Cell Library Superhero cells are key to the efficacy, potency, and durability of therapies across the human health spectrum BRANFORD, Conn., Jan. 9, 2022, (GLOBE NEWSWIRE) - IsoPlexis (NASDAQ: ISO), the Superhuman Cell Company, today announced its p |
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January 10, 2022 |
January 2021 Disclaimer and Forward-Looking Statements IsoPlexis Corporation (?IsoPlexis,? ?we,? ?us,? or the ?Company?) has filed a prospectus on Form S-1 (File No. |
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December 23, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn |
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December 23, 2021 |
ISO / IsoPlexis Corp / North Sound Trading, LP - SCHEDULE 13G Passive Investment SC 13G 1 eh21021217113g-iso.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IsoPlexis Corp. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 465005106 (CUSIP Number) December 17, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriat |
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December 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 10, 2021 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission |
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November 12, 2021 |
NOTICE OF RESTRICTED STOCK AWARD ISOPLEXIS CORPORATION 2021 OMNIBUS INCENTIVE COMPENSATION PLAN Unless otherwise defined herein or in the Restricted Stock Award Agreement (as defined below), capitalized terms used in this Notice of Restricted Stock Award (this ?Notice of Grant?) shall have the same meanings ascribed to them in the Isoplexis Corporation 2021 Omnibus Incentive Compensation Plan, as amended from time to time (the ?Plan?). |
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November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40894 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 46-2179799 (State or other jurisdiction of incorporation or organization) (I. |
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November 12, 2021 |
Notice of Stock Option Award Agreement under the 2021 Omnibus Incentive Compensation Plan NOTICE OF STOCK OPTION AWARD ISOPLEXIS CORPORATION 2021 OMNIBUS INCENTIVE COMPENSATION PLAN Unless otherwise defined herein or in the Stock Option Agreement (as defined below), capitalized terms used in this Notice of Option Award (this ?Notice of Grant?) shall have the same meanings ascribed to them in the Isoplexis Corporation 2021 Omnibus Incentive Compensation Plan, as amended from time to time (the ?Plan?). |
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November 10, 2021 |
Exhibit 99.1 IsoPlexis Reports Third Quarter 2021 Financial Results Year-to-date 2021 revenue increased 68% over prior year period BRANFORD, CONN., November 10, 2021 ? IsoPlexis Corporation (Nasdaq: ISO), the leader in functional single-cell proteomics, today reported financial results for the quarter ended September 30, 2021. Recent Highlights ?Revenue of $4.2 million for the third quarter of 202 |
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November 10, 2021 |
Results of Operations and Financial Condition 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): November 10, 2021 IsoPlexis Corporation (Exact name of Registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission File No. |
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November 1, 2021 |
EX-10.1 2 ex10-1.htm SECOND AMENDMENT TO CREDIT AGREEMENT AND GUARANTY Exhibit 10.1 Execution Version Second Amendment to Credit Agreement and Guaranty This Second Amendment to Credit Agreement and Guaranty (herein, this “Agreement”) is entered into as of October 29, 2021 (the “Second Amendment Effective Date”), by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lende |
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November 1, 2021 |
8-K 1 form8-k.htm CURRENT REPORT false000161505500016150552021-10-292021-10-29 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 29, 2021 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 0 |
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October 22, 2021 |
Joint Filing Agreement by and among the Reporting Persons. IsoPlexis Corporation SC 13D Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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October 22, 2021 |
EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. |
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October 22, 2021 |
SC 13D 1 iso-sc13d101221.htm ACQUISITION OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* IsoPlexis Corporation (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 465005106 (CUSIP Number) Paul Hodgdon c/o Northpond Ventures, LLC 7500 Old Geor |
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October 22, 2021 |
ISO / IsoPlexis Corp / PERCEPTIVE ADVISORS LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IsoPlexis Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 465005 106 (CUSIP Number) October 12, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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October 13, 2021 |
Amended and Restated By-laws of IsoPlexis Corporation. EX-3.2 4 exhibit32-8xk.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF ISOPLEXIS CORPORATION A Delaware corporation (Adopted as of October 12, 2021) IsoPlexis Corporation (the “Corporation”), pursuant to the provisions of Section 109 of the General Corporation Law of the State of Delaware (the “DGCL”), hereby adopts these Amended and Restated By-laws (these “By-laws”), which restate, amend |
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October 13, 2021 |
Exhibit 1.1 Execution Version 8,333,000 Shares ISOPLEXIS CORPORATION COMMON STOCK, PAR VALUE $0.001 UNDERWRITING AGREEMENT October 7, 2021 October 7, 2021 Morgan Stanley & Co. LLC Cowen and Company, LLC Evercore Group, L.L.C. SVB Leerink LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Cowen and Company, LLC 599 Lexington Avenue, 27th Floor New York, New York 10022 c/o E |
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October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 7, 2021 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware 001-40894 46-2179799 (State or other jurisdiction of incorporation) (Commission F |
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October 13, 2021 |
Offer Letter, dated September 27, 2021, by and between IsoPlexis Corporation and Richard W. Rew II. EX-10.1 5 exhibit101-8xk.htm EX-10.1 Exhibit 10.1 September 27, 2021 Richard Rew Dear Richard, I am very pleased to provide you with a summary of the terms and conditions of your anticipated employment by IsoPlexis Corporation (the “Company”). The following sets forth the proposed terms and conditions of your offer of employment. This offer expires on September 30, 2021. We hope that you choose to |
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October 13, 2021 |
Eighth Amended and Restated Certificate of Incorporation of IsoPlexis Corporation. EX-3.1 3 exhibit31-8xk.htm EX-3.1 Exhibit 3.1 Execution Version EIGHTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ISOPLEXIS CORPORATION * * * * * ISOPLEXIS CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: FIRST: The Corporation was incorporated by the filing of its original Certificate of Incorp |
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October 13, 2021 |
IsoPlexis Announces Closing of Public Offering EX-99.1 6 exhibit991-8xk.htm EX-99.1 Exhibit 99.1 IsoPlexis Announces Closing of Public Offering BRANFORD, Conn., October 12, 2021 – IsoPlexis Corporation (“IsoPlexis”), a leader in functional single-cell proteomics, today announced the closing of its initial public offering of 8,333,000 shares of common stock at a public offering price of $15.00 per share. The gross proceeds from the offering, be |
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October 12, 2021 |
Filed Pursuant to Rule 424(b)(4) Registration No.: 333-258046 PROSPECTUS 8,333,000 Shares COMMON STOCK This is an initial public offering of shares of the common stock of IsoPlexis Corporation. We are offering 8,333,000 shares to be sold in this offering. Prior to this offering, there has been no public market for our common stock. The initial public offering price per share is $15.00. Our common |
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October 8, 2021 |
Employee Stock Purchase Plan (filed herewith) EX-99.3 5 exhibit993-sx8.htm EX-99.3 Exhibit 99.3 ISOPLEXIS CORPORATION 2021 EMPLOYEE STOCK PURCHASE PLAN Approved by the Board of Directors on August 16, 2021 Approved by Stockholders on September 27, 2021 Effective on October 7, 2021 1.Purpose. The Plan consists of two components: a component that is intended to qualify as an “employee stock purchase plan” under Section 423 of the Code (the “423 |
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October 8, 2021 |
IsoPlexis Corporation 2021 Omnibus Incentive Compensation Plan (filed herewith) Exhibit 99.2 ISOPLEXIS CORPORATION 2021 OMNIBUS INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. The purpose of this 2021 Omnibus Incentive Compensation Plan (the ?Plan?) is to enable the Company (as defined below) to grant equity compensation awards and other types of incentive compensation. The Plan is intended to replace the Prior Plan (as defined below), which shall be automatically terminated |
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October 8, 2021 |
As filed with the Securities and Exchange Commission on October 8, 2021. As filed with the Securities and Exchange Commission on October 8, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IsoPlexis Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 46-2179799 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. |
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October 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 IsoPlexis Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 46-2179799 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 35 NE Industrial Rd |
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October 5, 2021 |
ISOPLEXIS CORPORATION 35 NE Industrial Rd Branford, CT 06405 ISOPLEXIS CORPORATION 35 NE Industrial Rd Branford, CT 06405 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Jane Park Ms. Christine Westbrook IsoPlexis Corporation Registration Statement on Form S-1 File No. 333-258046 October 5, 2021 Dear Mmes. Park and Westbrook: Pursuant to Rule 4 |
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October 5, 2021 |
CORRESP 1 filename1.htm October 5, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jeanne Bennett Kevin Vaughn Jane Park Christine Westbrook Re: IsoPlexis Corporation Registration Statement on Form S-1 (File No. 333-258046) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, |
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October 1, 2021 |
Exhibit 99.1 CONSENT OF OFFICER NOMINEE In connection with the filing by IsoPlexis Corporation of the Registration Statement on Form S-1, as amended (the ?Registration Statement?), with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to the Securities Act, to being named as IsoPlexis Corporation?s Senior Vice Pr |
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October 1, 2021 |
As filed with the Securities and Exchange Commission on October 1, 2021. As filed with the Securities and Exchange Commission on October 1, 2021. Registration No. 333-258046 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organiza |
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September 23, 2021 |
Form of Indemnification Agreement EX-10.19 3 exhibit1019-sx1a2.htm EX-10.19 Exhibit 10.19 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [●], 2021, between IsoPlexis Corporation, a Delaware corporation (the “Company”), and [●] (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or in other |
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September 23, 2021 |
Exhibit 1.1 [●] Shares ISOPLEXIS CORPORATION COMMON STOCK, PAR VALUE $0.001 UNDERWRITING AGREEMENT [●], 2021 [●], 2021 Morgan Stanley & Co. LLC Cowen and Company, LLC Evercore Group, L.L.C. SVB Leerink LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Cowen and Company, LLC 599 Lexington Avenue, 27th Floor New York, New York 10022 c/o Evercore Group, L.L.C. 55 East 52nd S |
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September 23, 2021 |
As filed with the Securities and Exchange Commission on September 23, 2021. As filed with the Securities and Exchange Commission on September 23, 2021. Registration No. 333-258046 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organ |
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August 20, 2021 |
Amended and Restated Bylaws of IsoPlexis Corporation EX-3.2 3 exhibit32-sx1a1.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF ISOPLEXIS CORPORATION A Delaware corporation (Adopted as of , 2021) IsoPlexis Corporation (the “Corporation”), pursuant to the provisions of Section 109 of the General Corporation Law of the State of Delaware (the “DGCL”), hereby adopts these Amended and Restated By-laws (these “By-laws”), which restate, amend and supe |
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August 20, 2021 |
IsoPlexis Corporation Non-Employee Director Compensation Program* Exhibit 10.18 IsoPlexis Corporation NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Effective upon the closing of the Company’s initial public offering The purpose of this Non-Employee Director Compensation Program (the “Program”) of IsoPlexis Corporation, a Delaware corporation (the “Company”), is to promote the interests of the Company’s stockholders by providing a total compensation package that att |
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August 20, 2021 |
Amended and Restated Certificate of Incorporation of IsoPlexis Corporation Exhibit 3.1 EIGHTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ISOPLEXIS CORPORATION * * * * * ISOPLEXIS CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: FIRST: The Corporation was incorporated by the filing of its original Certificate of Incorporation with the Delaware Secretary of State on Marc |
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August 20, 2021 |
IsoPlexis Corporation Registration Statement on Form S-1 Filed July 20, 2021 File No. 333-258046 August 20, 2021 IsoPlexis Corporation Registration Statement on Form S-1 Filed July 20, 2021 File No. |
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August 20, 2021 |
Letter Agreement, dated April 12, 2021, by and between IsoPlexis Corporation and Siddhartha Kadia Exhibit 10.11 IsoPlexis Corporation 35 NE Industrial Road Branford, Connecticut 06405 April 21, 2021 Siddhartha Kadia Re: Director Arrangement Dear Siddhartha: I am pleased to confirm our agreement regarding your service to IsoPlexis Corporation, a Delaware corporation, (the “Company”) as a director. We are very pleased to have you on board. This letter sets forth the agreement between you and the |
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August 20, 2021 |
IsoPlexis Corporation 2021 Employee Stock Purchase Plan EX-10.17 13 exhibit1017-sx1a1.htm EX-10.17 Exhibit 10.17 ISOPLEXIS CORPORATION 2021 EMPLOYEE STOCK PURCHASE PLAN Approved by the Board of Directors on August 16, 2021 Approved by Stockholders on [●] Effective on [●] 1.Purpose. The Plan consists of two components: a component that is intended to qualify as an “employee stock purchase plan” under Section 423 of the Code (the “423 Component”) and a c |
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August 20, 2021 |
Form of Common Stock Certificate of IsoPlexis Corporation Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER?AGENT AND?REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF IsoPlexis Corporation (hereinafter called the ?Company?), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate properly endor |
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August 20, 2021 |
Exhibit 4.2 Execution Copy [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreem |
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August 20, 2021 |
IsoPlexis Corporation 2021 Omnibus Incentive Compensation Plan Exhibit 10.16 ISOPLEXIS CORPORATION 2021 OMNIBUS INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. The purpose of this 2021 Omnibus Incentive Compensation Plan (the “Plan”) is to enable the Company (as defined below) to grant equity compensation awards and other types of incentive compensation. The Plan is intended to replace the Prior Plan (as defined below), which shall be automatically terminated |
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August 20, 2021 |
Letter Agreement, dated July 22, 2021, by and between IsoPlexis Corporation and Jason Myers EX-10.13 9 exhibit1013-sx1a1.htm EX-10.13 Exhibit 10.13 IsoPlexis Corporation 35 NE Industrial Road Branford, Connecticut 06405 July 22, 2021 Jason Myers Re: Director Arrangement Dear Jason: I am pleased to confirm our agreement regarding your service to IsoPlexis Corporation, a Delaware corporation, (the “Company”) as a director. We are very pleased to have you on board. This letter sets forth th |
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August 20, 2021 |
Form of Notice of Grant under the IsoPlexis Corporation 2014 Stock Plan Exhibit 10.15 2014 STOCK PLAN NOTICE OF GRANT Name: [] Address: [ ] [ ] You have been granted an option (the “Option”) to purchase shares of common stock, par value $0.001 per share (the “Common Stock”) of Isoplexis Corporation, a Delaware corporation (the “Company”), subject to the terms and conditions of the Company 2014 Stock Plan and the attached Stock Option Agreement (the “Option Agreement”) |
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August 20, 2021 |
Letter Agreement, dated July 22, 2021, by and between IsoPlexis Corporation and Michael Egholm EX-10.12 8 exhibit1012s-1a1.htm EX-10.12 Exhibit 10.12 IsoPlexis Corporation 35 NE Industrial Road Branford, Connecticut 06405 July 22, 2021 Michael Egholm Re: Director Arrangement Dear Michael: I am pleased to confirm our agreement regarding your service to IsoPlexis Corporation, a Delaware corporation, (the “Company”) as a director. We are very pleased to have you on board. This letter sets fort |
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August 20, 2021 |
IsoPlexis Corporation 2014 Stock Plan* Exhibit 10.14 ISOPLEXIS CORPORATION 2014 STOCK PLAN I.GENERAL 1.1.Purpose. The purpose of this equity incentive plan (the ?Plan?) is to secure for IsoPlexis Corporation, a Delaware corporation (the ?Corporation?), and its stockholders the benefits arising from capital stock ownership by employees, officers and directors of, and consultants or advisors to, the Corporation and any affiliate of the C |
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August 20, 2021 |
As filed with the Securities and Exchange Commission on August 20, 2021. As filed with the Securities and Exchange Commission on August 20, 2021. Registration No. 333-258046 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organiza |
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August 20, 2021 |
Exhibit 10.10 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. THIRD AMENDMENT TO THE LICENSE AGREEMENT [***] Between IsoPlexis Corporation (?ISOPLEXIS?) and Yale University (?YALE?) PREAMBLE 1) The Parti |
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July 23, 2021 |
FOIA CONFIDENTIAL TREATMENT REQUEST CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. |
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July 20, 2021 |
EX-10.1 4 exhibit101-sx1.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT AND GUARANTY DATED AS OF DECEMBER 30, 2020 AMONG ISOPLEXIS CORPORATION, AS BORROWER, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, AS GUARANTORS, THE LENDERS FROM TIME TO TIME PARTY HERETO, AS LENDERS, AND PERCEPTIVE CREDIT HOLDINGS III, LP, AS ADMINISTRATIVE AGENT AND AS A LENDER $50,000,000 TABLE OF CONTENTS SE |
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July 20, 2021 |
EX-10.5 8 exhibit105-sx1.htm EX-10.5 Exhibit 10.5 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. SECOND AMENDMENT TO THE LICENSE AGREEMENT [***] Between IsoPlexis Corporation (“ISOPLEXIS”) and Yale Univ |
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July 20, 2021 |
Offer Letter, dated November 18, 2019, by and between IsoPlexis Corporation and John Strahley Exhibit 10.8 IsoPlexis.com 35 N.E Industrial Rd. Branford, Connecticut. United States 06405 November 18, 2019 John Strahley Dear John, I am very pleased to provide you with a summary of the terms and conditions of your anticipated employment by IsoPlexis Corporation (the ?Company?). The following sets forth the proposed terms and conditions of your offer of employment. We hope that you choose to j |
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July 20, 2021 |
EX-10.6 9 exhibit106-sx1.htm EX-10.6 Exhibit 10.6 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. LICENSE AGREEMENT THIS AGREEMENT is effective as of the 8 day of March, 2017 (the “Effective Date”), betw |
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July 20, 2021 |
Offer Letter, dated May 5, 2020, by and between IsoPlexis Corporation and Peter Siesel Exhibit 10.9 IsoPlexis.com 35 N.E Industrial Rd. Branford, Connecticut. United States 06405 May 5, 2020 Peter Siesel Dear Peter, I am very pleased to provide you with a summary of the terms and conditions of your anticipated employment by IsoPlexis Corporation (the ?Company?). The following sets forth the proposed terms and conditions of your offer of employment. We hope that you choose to join th |
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July 20, 2021 |
EX-4.3 2 exhibit43-sx1.htm EX-4.3 Exhibit 4.3 Execution Version WARRANT CERTIFICATE THIS WARRANT CERTIFICATE AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWI |
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July 20, 2021 |
Exhibit 10.2 EXECUTION VERSION FIRST AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This First Amendment to Credit Agreement and Guaranty (herein, this “Agreement”) is entered into as of May 27, 2021 (the “First Amendment Effective Date”), by and among IsoPlexis Corporation, a Delaware corporation (the “Borrower”), the Lenders party hereto (each a “Lender” and collectively, the “Lenders”) and Percepti |
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July 20, 2021 |
July 20, 2021 IsoPlexis Corporation Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted July 2, 2021 CIK No. 0001615055 Dear Mmes. Park and Westbrook: IsoPlexis Corporation (the ?Company?) has filed today with the staff (the ?Staff?) of the Securities and Exchange Commission (the ?SEC?), via EDGAR, this letter and the Company?s Registration Statement on Form S-1 (the ?Registratio |
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July 20, 2021 |
Exhibit 10.4 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. AMENDMENT TO THE LICENSE AGREEMENT [***] Between IsoPlexis Corporation (“ISOPLEXIS”) and Yale University (“YALE”) PREAMBLE 1) The Parties ente |
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July 20, 2021 |
Exhibit 10.7 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. Patent Purchase Agreement This Patent Purchase Agreement (the “Agreement”) is entered into this 12th day of May 2021 (the "Effective Date") by |
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July 20, 2021 |
Exhibit 10.3 EXECUTION VERSION Yale Confidential [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. TABLE OF CONTENTS 1. BACKGROUND 2 2. DEFINITIONS 2 3. LICENSE GRANT AND TERM 7 4. DUE DILIGENCE 8 5. LICEN |
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July 20, 2021 |
As filed with the Securities and Exchange Commission on July 20, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IsoPlexis Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 3826 (Primary Standar |
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July 20, 2021 |
Subsidiaries of IsoPlexis Corporation Exhibit 21.1 Subsidiaries of IsoPlexis Corporation Entity Name Jurisdiction of Organization IsoPlexis Corporation UK Limited United Kingdom |
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July 2, 2021 |
As confidentially submitted to the Securities and Exchange Commission on July 2, 2021. |
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July 2, 2021 |
July 2, 2021 IsoPlexis Corporation Confidential Submission of Amendment No. 1 to Draft Registration Statement on Form S-1 CIK No. 0001615055 Dear Mmes. Virginio and Westbrook: IsoPlexis Corporation (the ?Company?) has confidentially submitted today pursuant to Section 6(e) of the Securities Act of 1933, as amended (the ?Securities Act?), via EDGAR, this letter and Amendment No. 1 to the draft Regi |
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May 13, 2021 |
As confidentially submitted to the Securities and Exchange Commission on May 13, 2021. |
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May 13, 2021 |
May 13, 2021 IsoPlexis Corporation Confidential Submission of Draft Registration Statement on Form S-1 CIK No. |