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Filing Details

Accession Number:
0000921895-18-002961
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-11-08 15:00:06
Reporting Period:
2018-11-06
Accepted Time:
2018-11-08 15:00:06
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1162194 Fluidigm Corp FLDM () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1018093 A John Levin 595 Madison Avenue
17Th Floor
New York NY 10020
No No Yes Yes
1354821 Levin Capital Strategies, L.p. 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1474048 Levcap Alternative Fund, L.p. 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1539456 Safinia Partners, L.p. 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1688301 Lcs L/s, Llc 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1688302 Lcs Event Partners, Llc 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1688304 Lcs, Llc 595 Madison Avenue, 17Th Floor
New York NY 10022
No No Yes Yes
1688305 Levin Capital Strategies Gp, Llc 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
1688307 Bi-Directional Disequilibrium Fund, L.p. 595 Madison Avenue
17Th Floor
New York NY 10022
No No Yes Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2018-11-06 828 $7.40 9,761,773 No 4 P Indirect By: Managed Accounts of Levin Capital Strategies, L.P.
Common Stock Acquisiton 2018-11-06 27 $7.40 9,761,800 No 4 P Indirect By: Managed Accounts of Levin Capital Strategies, L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect By: Managed Accounts of Levin Capital Strategies, L.P.
No 4 P Indirect By: Managed Accounts of Levin Capital Strategies, L.P.
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 95,606 Indirect By: Bi-Directional Disequilibrium Fund, L.P.
Common Stock 1,305,269 Indirect By: Transamerica Large Cap Value Fund
Common Stock 56,820 Indirect By: Levcap Alternative Fund, L.P.
Common Stock 19,818 Indirect By: Safinia Partners, L.P.
Common Stock 5,000 Indirect By: Spouse of John A. Levin
Footnotes
  1. This Form 4 is filed jointly by Levin Capital Strategies, L.P. ("LCS"), Levin Capital Strategies GP, LLC ("LCS GP"), Bi-Directional Disequilibrium Fund, L.P. ("BDD")(formerly known as Levin Capital Trilogy Master Fund, Ltd.), LCS, LLC ("LCSL"), Levcap Alternative Fund, L.P. ("Levcap"), LCS Event Partners, LLC ("LCSEP"), Safinia Partners, L.P. ("Safinia"), LCS L/S, LLC ("LCSLS"), and John A. Levin (collectively, the "Reporting Persons"). The Reporting Persons are passive investors in the Issuer and are voluntarily filing this Form 4 as a result of acquiring over 20% of the Issuer's outstanding shares of Common Stock. The Reporting Persons have not acquired the shares with a purpose or effect of changing or influencing control of the Issuer.
  2. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be construed as an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any of the securities reported herein under Section 16 or otherwise. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that are not directly owned by such Reporting Person, except to the extent of their pecuniary interest therein.
  3. Shares held in certain separately managed accounts (the "Managed Accounts"). LCS, as the investment manager to the Managed Accounts, may be deemed to beneficially own such shares. LCS does not have a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act in the shares held in the Managed Accounts, as LCS receives an asset-based management fee for serving as investment manager to the Managed Accounts, except that with respect to 127,460 shares held in the Managed Accounts, LCS receives a performance-based incentive fee. The performance-based incentive fee LCS receives also does not constitute a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act, as such fee is based on the performance of the overall account, over a period of one year or more, and the shares of the Issuer held in such accounts constitute no more than 10% of the market value thereof.
  4. For the reasons set forth in footnote 3, none of LCS GP, BDD, LCSL, Levcap, LCSEP, Safinia, LCSLS and Mr. Levin have a reportable pecuniary interest in the shares held in the Managed Accounts.
  5. Shares held by the separate managed account Transamerica Large Cap Value Fund ("Transamerica"). LCS, as the sub-investment advisor to Transamerica, may be deemed to share voting and dispositive power over the shares held by Transamerica. LCS receives an asset-based management fee for serving as sub-investment advisor to Transamerica. Accordingly, LCS does not have a reportable pecuniary interest in the shares held by Transamerica. In addition, none of LCS GP, BDD, LCSL, Levcap, LCSEP, Safinia, LCSLS and Mr. Levin have a reportable pecuniary interest in the shares held by Transamerica.
  6. Shares owned directly by BDD. LCSL, as the general partner of the domestic feeder fund which owns a controlling interest in BDD, may be deemed to share voting and dispositive power over the shares owned directly by BDD. LCS, as the investment advisor of BDD, may be deemed to share voting and dispositive power over the shares owned directly by BDD. Mr. Levin, as the Chief Executive Officer of LCS, may be deemed to share voting and dispositive power over the shares owned directly by BDD.
  7. Shares owned directly by Levcap. LCSEP, as the general partner of Levcap, may be deemed to share voting and dispositive power over the shares owned directly by Levcap. LCS, as the investment advisor of Levcap, may be deemed to share voting and dispositive power over the shares owned directly by Levcap. Mr. Levin, as the Chief Executive Officer of LCS, may be deemed to share voting and dispositive power over the shares owned directly by Levcap.
  8. Shares owned directly by Safinia. LCSLS, as the general partner of Safinia, may be deemed to share voting and dispositive power over the shares owned directly by Safinia. LCS, as the investment advisor of Safinia, may be deemed to share voting and dispositive power over the shares owned directly by Safinia. Mr. Levin, as the Chief Executive Officer of LCS, may be deemed to share voting and dispositive power over the shares owned directly by Safinia.
  9. Shares owned directly by the spouse of Mr. Levin. Mr. Levin has investment discretion over such shares.
  10. The price reported is a weighted average price. The reported shares were purchased in multiple transactions at prices ranging from $7.39 to $7.40. TheReporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, uponrequest, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote 10.