Quantum-Si Incorporated, a pioneer in next generation semiconductor chip-based proteomics, and HighCape Capital Acquisition Corp., a special purpose acquisition company sponsored by HighCape Capital LP, February 18 entered into a definitive business combination agreement, as it was informed by Quantum.
Upon completion of the transaction, the combined company's Class A common stock is expected to be traded on The Nasdaq Stock Market.
The transaction is expected to deliver up to $540 million of gross proceeds, including up to $115 million of cash held in HighCape's trust account. The transaction is further supported by a $425 million PIPE at $10.00 per share, led by Foresite Capital Management, LLC, Eldridge, accounts advised by ARK Invest, Glenview Capital Management, LLC, and Redmile Group, LLC. The combined company is projected to have approximately $514 million in cash on the balance sheet after closing.
The ownership of the combined company immediately following the closing is expected to be comprised of current QSi equity holders (60.8%), HighCape stockholders (7.9%), HighCape's sponsors and Foresite Capital Management, LLC (2.2%), and PIPE investors (29.1%).
The transaction, which has been unanimously approved by the Boards of Directors of Quantum-Si and HighCape, is subject to approval by the Company’s stockholders, HighCape's stockholders and other customary closing conditions. The proposed business combination is expected to be completed in the second quarter of 2021.
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. is acting as legal advisor to Quantum-Si. White & Case LLP, J.P. Morgan Securities LLC and Cantor Fitzgerald & Co. are acting as advisors of HighCap.
Founded in 2013, Quantum-Si’s suite of technologies is powered by a first-of-its-kind semiconductor chip designed to sequence proteins, and digitize proteomic research in order to advance drug discovery and ultimately diagnostics.
