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Sema4, a Disruptive AI-driven Genomic & Clinical Data Platform Company, to Combine with CM Life Sciences to Accelerate Growth Transaction combines Sema4's leading AI- and machine learning-powered integrated genomic and c

Key Takeaway: a Disruptive AI-driven Genomic & Clinical Data Platform Company, to Combine with CM Life Sciences to Accelerate Growth Transaction combines Sema4's leading AI- and machine learning-powered integrated genomic and clinical open-architecture data platform, with CM Life Sciences,

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a Disruptive AI-driven Genomic & Clinical Data Platform Company, to Combine with CM Life Sciences to Accelerate Growth
Transaction combines Sema4's leading AI- and machine learning-powered integrated genomic and clinical open-architecture data platform, with CM Life Sciences, the leading life science- focused SPAC, led by institutional investors Casdin Capital and Corvex Management.
Combination is expected to provide up to $793 million in cash proceeds to shareholders and Sema4, accelerating organic and inorganic growth and fueling the company's mission to transform health outcomes and decision making.
Financing includes a fully committed PIPE of $350 million from leading growth and life science investors including Casdin Capital, Corvex Management, Fidelity Management & Research Company LLC, Counterpoint Global (Morgan Stanley), Perceptive Advisors, SB Management, a subsidiary of SoftBank Group Corp, funds and accounts advised by T. Rowe Price Associates Inc and Viking Global Investors, and existing investors including fund and accounts managed by Blackrock and Deerfield Management.
Sema4 board at closing to include Nat Turner Co-Founder of Flatiron Health (a Roche Company), Emily Leproust CEO of Twist Biosciences (NASDAQ: TWST) and Eli Casdin, CIO of Casdin Capital.
YORK, NY & STAMFORD, CT - February 10, 2021 - Sema4, an AI- and machine learning- driven patient-centered
genomic and clinical data intelligence company, and CM Life Sciences (Nasdaq: CMLF), a special purpose acquisition company, or
SPAC, sponsored by affiliates of Casdin Capital, LLC and Corvex Management LP, today announced they have entered into a definitive
business combination agreement. Upon closing of the transaction, CM Life Sciences will be renamed and its common stock will be
listed on the Nasdaq Global Market under a name and a ticker symbol to be announced at a later date.
transaction is a significant milestone for Sema4," said Eric Schadt, Ph.D., Founder and CEO of Sema4. "The additional
resources will allow us to greatly accelerate our business plans organically and inorganically, developing and bringing in more
cutting-edge precision model solutions across multiple disease areas. This is the most exciting time in the history of our industry
and I look forward to working closely with Eli, Keith, and their teams, to deliver on the massive potential to transform clinical
and life sciences through better leveraging of data."
a purpose built and rapidly growing, patient-centered genomic and clinical data insight platform company. Leveraging world leading
data scientists using artificial intelligence and machine learning, the company is powering remarkable and unique insights that
transform the practice of medicine and how disease is diagnosed, treated, and prevented.
today has established the largest, most comprehensive, and fastest growing integrated genomic & clinical data platform. Sema4
has established its platform in partnership with patients, healthcare providers and a far-reaching ecosystem of life science industry
database includes more than 10 million patient genomic profiles and de-identified clinical records, integrated and delivered in
a way that enables physicians to proactively diagnose and manage disease. The virtuous cycle of data helps improve decision making
but also accelerates the development of next generation diagnostic tools and therapeutics.
exist in a remarkable period of time as the life sciences and broad healthcare industries undergo a technology-driven data revolution,"
said Eli Casdin, founder and CIO of Casdin Capital. "The disruptive promise in combining these genomic and clinical data
sets, at the patient level, is profound but takes a team of experts, the right business model, and lots of growth capital. We
therefore could not be more excited to lend our partnership and fill the balance sheet for the foremost leader in the field, Eric
Schadt and the expert team he's assembled at Sema4. With an early start, unique business strategy and more than 150 leading
data scientists, this is the premier company in one of the biggest, winner-take-most markets in life sciences."
addition to the approximately $443 million of cash held in CM Life Sciences' trust account, a group of leading institutional
investors has committed to participate in the transaction through a common stock PIPE of $350 million including funds advised
by Casdin Capital and Corvex Management, new investors Fidelity Management & Research Company LLC, Counterpoint Global (Morgan
Stanley), Perceptive Advisors, SB Management, a subsidiary of SoftBank Group Corp, funds and accounts advised by T. Rowe Price
Associates Inc and Viking Global Investors, and existing investors including funds and accounts managed by Blackrock and Deerfield
Management, among other top-tier healthcare investors.
combined company is expected to receive proceeds of up to approximately $793 million at the closing of the transaction, up to
$343 million of which will be paid to Sema4 stockholders and the remainder of which will be utilized by Sema4 in its business
and will continue to operate under the Sema4 management team, led by Eric Schadt, Ph.D., Founder and CEO. The transaction, which
values Sema4 at an enterprise value of approximately $2 billion, is expected to close during the second quarter of 2021, and will
provide Sema4 with significant additional capital to further build and scale upon its dedication to advancing healthcare through
data-driven insights.
will be used to both fuel organic operating needs and to drive other targeted growth opportunities, helping the company deliver
its solutions to a larger number of healthcare providers and patients and to improve clinical outcomes across a higher volume
has built a truly unique business at Sema4 with a combination of scale, growth and innovation that we rarely see. Revenues are
projected to grow from $200 million to $500 million and gross margins to double from today to 2023, while Sema4 leverages its
existing platform in women's health and oncology to quickly grow into high margin relationships and partnerships across
health systems and biopharma partners," said Keith Meister, Chairman of the Board CM Life Sciences. "This transaction
affords investors the unique opportunity to benefit from Sema4's rapid growth, business transformation and the multiple
expansion opportunities that we believe this growth will drive."
February 9, 2021, CM Life Sciences entered into a definitive agreement to combine with Sema4. The transaction is expected to deliver
up to $793 million of gross proceeds, including the contribution of up to $443 million of cash held in CM Life Sciences'
trust account from its initial public offering in September 2020 (assuming no redemptions from the trust account) and $350 million
from committed equity PIPE funding from a group of institutional and life sciences investors. In the transaction, Sema4 shareholders
will receive common stock of CM Life Sciences and, at their election, up to $343 million in cash in exchange for shares of Sema4.
Upon completion of the transaction, Sema4 expects to have up to $500 million in cash available from the transaction ($450
million from the transaction plus existing cash on its balance sheet at closing) to fund operations and support new and existing
business initiatives.
transaction has been unanimously approved by each of CM Life Sciences' and Sema4's Board of Directors and substantially
all of the shareholders of Sema4. The transaction is subject to the approval of the CM Life Sciences shareholders and other customary
conditions, and is expected to close in the second quarter.
information about the proposed transaction, including a copy of the Merger Agreement and an investor presentation, will be provided
in a Current Report on Form 8-K to be filed today with the Securities and Exchange Commission ("SEC") and available
LLC is acting as sole financial advisor, lead capital markets advisor, and sole placement agent, with Cowen and Company, LLC
also acting as a capital markets advisor, and White & Case LLP is serving as legal advisor to CM Life Sciences. Goldman Sachs
& Co. LLC and J.P. Morgan Securities LLC are serving as financial advisors, and Fenwick & West LLP is serving as legal
webcast of the conference call and associated presentation materials is available on Deal Roadshow:
Roadshow Investor Login Details
Life Sciences was founded to take advantage of a dynamic life science sector buoyed by innovation yet fragmented, where many companies
are under-resourced and under-scaled. Significant and under-appreciated opportunities for consolidation are ready for engagement
by a team versed in the trends and themes, and who can bring together the strongest of the new companies and management teams
to capitalize on near- and far-term opportunities. For more information, please visit: https://cmlifesciencesspac.com/
is an AI-driven patient-centered genomic and clinical data insight platform company founded on the idea that more information,
deeper analysis, and increased engagement will improve the diagnosis, treatment, and prevention of disease. Sema4 is dedicated
to transforming healthcare by building dynamic models of human health and defining optimal, individualized health trajectories,
starting in the areas of reproductive health and oncology. Centrellis , our innovative health intelligence platform,
is enabling us to generate a more complete understanding of disease and wellness and to provide science-driven solutions
to the most pressing medical needs. Sema4 believes that patients should be treated as partners, and that data should be shared
for the benefit of all.
more information, please visit sema4.com and connect with Sema4 on Twitter, LinkedIn, Facebook and YouTube.
Statement Regarding Forward Looking Statements
press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to the
proposed transaction between Sema4 and CM Life Sciences, including statements regarding the anticipated benefits of the transaction,
the anticipated timing of the transaction, expansion plans, projected future results and market opportunities of Sema4. These
forward-looking statements generally are identified by the words "believe," "project," "expect,"
"anticipate," "estimate," "intend," "strategy," "future," "opportunity,"
"plan," "may," "should," "will," "would," "will be," "will
continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections
and other statements about future events that are based on current expectations and assumptions and, as a result, are subject
to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements
in this press release, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner
or at all, which may adversely affect the price of CM Life Sciences' securities, (ii) the risk that the transaction may
not be completed by CM Life Sciences' business combination deadline and the potential failure to obtain an extension of
the business combination deadline if sought by CM Life Sciences, (iii) the failure to satisfy the conditions to the consummation
of the transaction, including the adoption of the merger agreement by the shareholders of CM Life Sciences, the satisfaction of
the minimum trust account amount following redemptions by CM Life Sciences' public shareholders and the receipt of certain
governmental and regulatory approvals, (iv) the lack of a third-party valuation in determining whether or not to pursue the transaction,
(v) the inability to complete the PIPE investment in connection with the transaction, (vi) the occurrence of any event, change
or other circumstance that could give rise to the termination of the merger agreement, (vii) the effect of the announcement or
pendency of the transaction on Sema4's business relationships, operating results and business generally, (viii) risks that
the proposed transaction disrupts current plans and operations of Sema4 and potential difficulties in Sema4 employee retention
as a result of the transaction, (ix) the outcome of any legal proceedings that may be instituted against Sema4 or against CM Life
Last updated: Feb 10, 2021