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ATHERSYS, INC / NEW Form 8-K: Current report

ATHERSYS, INC / NEW Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2024-04-05: Form 8-K; Period of report 2024-04-01; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2024-01-08: Form 8-K; Period of report 2024-01-05; Description 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2023-12-22: Form 8-K; Period of report 2023-12-20; Description 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 2.05.
  • 2023-10-30: Form 8-K; Period of report 2023-10-30; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2024-04-058-K2024-04-011.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 To the extent required, the information set forth under Item 2.01 of this Current Report on Form 8-K (this “Current Report”) regarding the Asset Purchase Agreement and the Amendment is incorporated by reference into this Item 1.01.
2.01 As previously disclosed, on January 5, 2024, prior to the filing of the Bankruptcy Petitions, the Debtors entered into a “stalking horse” Asset Purchase Agreement (the “Asset Purchase Agreement”) with HEALIOS K.K. (the “Stalking Horse Bidder”), pursuant to which, among other things, the Debtors agreed to sell to the Stalking Horse Bidder substantially all of their assets, including but not limited to their contracts, personal property, inventory, intellectual property, intangible property, accounts receivable, permits and approvals, studies, documents, and claims (collectively, other than excluded assets, the “Purchased Assets”).
5.02 In connection with the Cases, on April 1, 2024, (i) Kasey Rosado, the Company’s Interim Chief Financial Officer, was appointed as a director on the Company’s board of directors (the “Board”), and (ii) Neema Mayhugh, Joseph Nolan, Jack Wyszomierski, and Jane Wasman resigned as directors of the Board.
7.01 Court filings and information about the Cases can be found (i) through the Public Access to Court Electronic Records (PACER) website at https://ecf.ohnb.uscourts.gov/, (ii) by email to counsel to the Company, Nicholas M. Miller, Esq., at [email protected], or (iii) by phone to counsel to the Company, Nicholas M. Miller, Esq., at 312-259-0473.
athx20240403_8k.htm
2024-01-088-K2024-01-051.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 The information set forth under Item 1.03 of this Current Report on Form 8-K (this “Current Report”) regarding the Asset Purchase Agreement (as defined below) and the information set forth under Item 2.03 of this Current Report regarding the DIP Financing Agreement (as defined below) is incorporated by reference into this Item 1.01.
1.03 On January 5, 2024 (the “Petition Date”), Athersys, Inc. (the “Company”) and its direct and indirect subsidiaries, ABT Holding Company, Advanced Biotherapeutics, Inc., ReGenesys, LLC, and ReGenesys BVBA (collectively with the Company, the “Debtors”), filed voluntary petitions (the “Bankruptcy Petitions”) for relief under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Ohio (such court, the “Court”; and such cases, the “Cases”).
2.03 On January 5, 2024, in connection with filing the Bankruptcy Petitions and subject to the approval of the Court, the Debtors entered into a certain Secured Superpriority Debtor-in-Possession Financing Agreement (the “DIP Financing Agreement”) with the DIP Lender.
7.01 Court filings and information about the Cases can be found (i) through the Public Access to Court Electronic Records (PACER) website at https://ecf.ohnb.uscourts.gov/, (ii) by email to counsel to the Company, Nicholas M. Miller, Esq., at [email protected], or (iii) by phone to counsel to the Company, Nicholas M. Miller, Esq., at 312-259-0473.
athx20240107_8k.htm