Filing Details
- Accession Number:
- 0001140361-17-046077
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2017-12-13 17:28:11
- Reporting Period:
- 2017-12-11
- Accepted Time:
- 2017-12-13 17:28:11
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
357097 | Fibrocell Science Inc. | FCSC | Pharmaceutical Preparations (2834) | 870458888 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1091823 | J Randal Kirk | C/O Third Security, Llc 1881 Grove Avenue Radford VA 24141 | No | No | Yes | No | |
1356090 | Intrexon Corp | C/O Legal Department 20374 Seneca Meadows Parkway Germantown MD 20876 | No | No | Yes | No |
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 | 2017-12-11 | 2,567,121 | $0.77 | 5,773,626 | No | 4 | P | Indirect | by NRM VII Holdings |
Common Stock | Acquisiton | 2017-12-11 | 155,347 | $0.77 | 349,386 | No | 4 | P | Indirect | by Kapital Joe |
Common Stock | Acquisiton | 2017-12-11 | 4,805 | $0.77 | 10,806 | No | 4 | P | Indirect | by Mascara Kaboom |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | by NRM VII Holdings |
No | 4 | P | Indirect | by Kapital Joe |
No | 4 | P | Indirect | by Mascara Kaboom |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Warrant to Purchase Common Stock | Acquisiton | 2017-12-11 | 2,567,121 | $0.00 | 2,567,121 | $0.77 |
Common Stock | Warrant to Purchase Common Stock | Acquisiton | 2017-12-11 | 155,347 | $0.00 | 155,347 | $0.77 |
Common Stock | Warrant to Purchase Common Stock | Acquisiton | 2017-12-11 | 4,805 | $0.00 | 4,805 | $0.77 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
2,567,121 | 2017-12-11 | 2022-12-11 | No | 4 | P | Indirect |
155,347 | 2017-12-11 | 2022-12-11 | No | 4 | P | Indirect |
4,805 | 2017-12-11 | 2022-12-11 | No | 4 | P | Indirect |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Common Stock | 2,133,595 | Indirect | by Intrexon |
Footnotes
- The indicated number of common shares is reflective of a 1-for-3 reverse stock split effected by the issuer on March 13, 2017.
- Randal J. Kirk controls Kapital Joe, LLC ("Kapital Joe"), Mascara Kaboom, LLC ("Mascara Kaboom") and NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by these entities may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- Randal J. Kirk, directly and through certain affiliates, is the largest shareholder of Intrexon Corporation ("Intrexon") and serves as Intrexon's Chairman of the Board and Chief Executive Officer. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- The indicated number of warrants to purchase common stock of the issuer were received in connection with the purchase of common stock in an underwritten public offering of the issuer, which closed on December 11, 2017 (the "Offering"). In the Offering, each share of common stock was sold together with a common warrant to purchase one share of common stock at a combined effective price of $0.77 per share and accompanying common warrant.