Fibrocell Science, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2009-10-26: Form 8-K; Period of report 2009-10-20; Description 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events; Details 3.02.
- 2009-10-14: Form 8-K; Period of report 2009-10-13; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
- 2009-10-01: Form 8-K; Period of report 2009-09-25; Description 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 3.02.
- 2009-09-10: Form 8-K; Period of report 2009-09-03; Description 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 2.03.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2009-10-26 | 8-K | 2009-10-20 | 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 3.02 The disclosure set forth in Item 8.01 is incorporated herein by reference. 8.01 On October 20, 2009, Fibrocell Science, Inc. (the “Company”) entered into a consulting agreement with Mr. Charles Stiefel to advise the Company on strategic issues and provide general corporate advice. | c91453e8vk.htm |
| 2009-10-14 | 8-K | 2009-10-13 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 On October 13, 2009, Fibrocell Science, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers in the aggregate: (i) 3,250 shares of Series A Convertible Preferred Stock, with a par value of $0.001 per share and a stated value of $1,000 per share (“Series A Preferred”), (ii) Class A warrants to purchase 501,543 shares of Company common stock (“Common Stock”) at an exercise price of $1.62 per share (the “Class A Warrants”); and (iii) Class B warrants to purchase 416,667 shares of Company common stock at an exercise price of $1.95 per share (the “Class B Warrants”) (the Class A Warrants and Class B Warrants, the “Warrants”). 3.02 The information contained in Item 1.01 is hereby incorporated by reference. 5.03 The information contained in Item 1.01 is hereby incorporated by reference. | c90996e8vk.htm |
| 2009-10-01 | 8-K | 2009-09-25 | 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.02 The information set forth in Item 5.02 is incorporated herein by reference. 5.02 On September 25, 2009, the board of directors of Fibrocell Science, Inc. (the “Company”) approved the appointment of Dr. Robert Langer to the Company’s board of directors. | c90675e8vk.htm |
| 2009-09-10 | 8-K | 2009-09-03 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 2.03 As previously reported, on August 27, 2009 the United States Bankruptcy Court for the District of Delaware in Wilmington (the “Bankruptcy Court”) entered an order (the “Confirmation Order”) confirming the Joint First Amended Plan of Reorganization dated July 30, 2009, as supplemented by the Plan Supplement dated August 21, 2009 (as so modified and supplemented, the “Plan”) of Isolagen, Inc. (the “Company”) and the Company’s wholly owned subsidiary, Isolagen Technologies, Inc. (“Isolagen Tech”). 5.02 (b) Effective September 3, 2009, Mr. Todd Greenspan, the Company’s Chief Financial Officer, was no longer employed by the Company. 5.03 (a) On the Effective Date, in accordance with the Plan, the Company filed an amended and restated certificate of incorporation with the State of Delaware. | c90095e8vk.htm |
| 2009-09-02 | 8-K | 2009-08-27 | 1.03 Bankruptcy or Receivership | 1.03 As previously reported, on June 15, 2009 Isolagen, Inc. (the “Company”) and the Company’s wholly owned subsidiary, Isolagen Technologies, Inc. (“Isolagen Tech”) (the Company and Isolagen Tech are referred as the “Debtors”), each filed a voluntary petition for reorganization under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware in Wilmington (the “Bankruptcy Court”) under Case Nos. 09-12072 and 09-12073, respectively. | c89890e8vk.htm |
| 2009-07-10 | 8-K | 2009-07-06 | 1.03 Bankruptcy or Receivership | 1.03 As previously disclosed, on June 15, 2009 Isolagen, Inc. (the “Company”) and the Company’s wholly owned subsidiary, Isolagen Technologies, Inc. (“Isolagen Tech”) (the Company and Isolagen Tech are referred as the “Debtors”), each filed a voluntary petition for reorganization under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware in Wilmington (the “Bankruptcy Court”) under Case Nos. 09-12072 and 09-12073, respectively. | c87832e8vk.htm |
| 2009-06-19 | 8-K | 2009-06-17 | 1.03 Bankruptcy or Receivership; 8.01 Other Events | 1.03 As previously disclosed, on June 15, 2009 Isolagen, Inc. (the “Company”) and the Company’s wholly owned subsidiary, Isolagen Technologies, Inc. (“Isolagen Tech”) (the Company and Isolagen Tech are referred as the “Debtors”), each filed a voluntary petition for reorganization under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware in Wilmington (the “Bankruptcy Court”) under Case Nos. 09-12072 and 09-12073, respectively. 8.01 As previously disclosed, the Company’s common stock is being delisted from the NYSE Amex, which delisting shall become effective on or about June 29, 2009. | c87074e8vk.htm |
| 2009-06-16 | 8-K | 2009-06-10 | 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 1.03 On June 15, 2009, Isolagen, Inc. (the “Company”) and, the Company’s wholly owned subsidiary, Isolagen Technologies, Inc. (“Isolagen Tech”), each filed a voluntary petition for reorganization under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware in Wilmington (the “Bankruptcy Court”) under Case Nos. 09-12072 and 09-12073, respectively. 2.04 As of June 15, 2009, the Company has outstanding $79.2 million in principal amount of convertible, subordinated notes originally issued by the Company in 2004, which could be called due by the debt holders as early as November 2009, or earlier upon certain events of default. 3.01 The Company previously disclosed in its Form 10-Q for the period ended March 31, 2009, filed on May 15, 2009, that on May 6, 2009, the Company was advised that due to the Company’s disclosure with respect to the likelihood of bankruptcy, effective immediately the NYSE Amex LLC (the “Exchange”) halted trading in the Company’s common stock. | c86912e8vk.htm |
| 2009-05-06 | 8-K | 2009-04-30 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 2.03 On April 30, 2009, Isolagen, Inc. (the “Company”) entered into secured promissory notes and security agreements (the “Notes”) with eight lenders pursuant to which the Company borrowed an aggregate of $500,417.00 in principal amount. 8.01 The Company has been advised that due to the foregoing disclosure effective immediately the NYSE Amex LLC, formerly known as the American Stock Exchange (“NYSE Amex”), has halted trading in the Company’s common stock. | c84941e8vk.htm |
| 2009-03-20 | 8-K | 2009-03-17 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On March 17, 2009, Isolagen, Inc. (the “Company”) received notice from the NYSE Amex (the “Exchange”) notifying the Company it is not in compliance with Section 1003(a)(iv) of the Exchange’s Company Guide (the “Company Guide”). | c82914e8vk.htm |
| 2009-03-17 | 8-K | 2009-03-06 | 8.01 Other Events | 8.01 Isolagen, Inc. (“Company”) has previously disclosed in its periodic filings with the Securities and Exchange Commission (the “SEC”) (most recently in the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 6, 2008) that it has reached an agreement to settle its securities class action lawsuit and its two derivative actions against the Company and certain of its current and former officers and directors. | c82661e8vk.htm |
| 2009-02-04 | 8-K | 2009-02-02 | 8.01 Other Events | 8.01 As previously reported on January 15, 2009 on SEC Form 8-K, as of January 15, 2009 the Company had a debt liability of $90,000,000 related to its 3.5% Convertible Subordinated Notes (the “3.5% Subordinated Notes”), which could be called due, at the option of the note holders, as early as November 2009. | c80201e8vk.htm |
| 2009-01-15 | 8-K | 2009-01-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 (b) Effective January 9, 2009, and in connection with a reduction of staff, Isolagen, Inc. (the “Company”) terminated Dr. Sandra Calman as its Chief Medical Officer. 8.01 On November 6, 2008, the Company disclosed on SEC Form 10-Q that there existed substantial doubt about its ability to continue as a going concern, and that its ability to continue as a going concern is contingent, among other things, upon its ability to secure additional adequate financing or capital prior to January 15, 2009 under its current operating plan and condition. | c79509e8vk.htm |