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Fibrocell Science, Inc. Form 8-K: Current report, 2010

Fibrocell Science, Inc. Form 8-K: Current report

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

  • 2010-12-27: Form 8-K; Period of report 2010-11-18; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events; Details 1.01.
  • 2010-10-22: Form 8-K; Period of report 2010-09-08; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2010-08-27: Form 8-K; Period of report 2010-08-24; 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.
  • 2010-07-26: Form 8-K; Period of report 2010-07-20; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2010-12-278-K2010-11-181.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 On November 8 and November 17, 2010, Fibrocell Science, Inc. (the “Company”) entered into Securities Purchase Agreements (the “Purchase Agreements”) with certain accredited investors (the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers in the aggregate: (i) 775 shares of Series B Convertible Preferred Stock, with a par value of $0.001 per share and a stated value of $1,000 per share (“Series B Preferred”), and (ii) warrants to purchase 1,291,667 shares of Company common stock (“Common Stock”) at an exercise price of $0.8054 per share (the “Warrants”) (the “Transactions”).
3.02 The information contained in Item 1.01 is hereby incorporated by reference.
8.01 In the Company’s Form 10-Q filed on November 15, 2010, the Company disclosed that in connection with its September 2010 offering of Series B Preferred and Warrants, the Company had not received $450,000 in subscription proceeds representing 450 shares Series B Preferred and Warrants to purchase 750,000 shares.
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2010-10-228-K2010-09-081.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On September 8, October 13, and October 20, 2010, Fibrocell Science, Inc. (the “Company”) entered into Securities Purchase Agreements (the “Purchase Agreements”) with certain accredited investors (the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers in the aggregate: (i) 1,613 shares of Series B Convertible Preferred Stock, with a par value of $0.001 per share and a stated value of $1,000 per share (“Series B Preferred”), and (ii) warrants to purchase 2,688,334 shares of Company common stock (“Common Stock”) at an exercise price of $0.8054 per share (the “Warrants”) (the “Transactions”).
3.02 The information contained in Item 1.01 is hereby incorporated by reference.
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2010-08-278-K2010-08-243.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers3.02 The disclosure set forth in Item 5.02 is incorporated herein by reference.
5.02 On August 24, 2010, Fibrocell Science, Inc. (the “Company”) entered into an amended and restated employment agreement with Mr. Declan Daly, which replaced and terminated his prior employment agreement with the Company, pursuant to which Mr. Daly agreed to serve as Chief Operating Officer and Chief Financial Officer of the Company for an initial term ending August 24, 2013, which may be renewed for an additional one-year term by mutual agreement.
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2010-07-268-K2010-07-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 20, 2010, the board of directors of Fibrocell Science, Inc. (the “Company”) approved the appointment of George J. Korkos, M.D., D.D.S., F.A.C.S. to the Company’s board of directors.c03785e8vk.htm
2010-07-208-K2010-07-161.01 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 Year1.01 On July 16, 2010, 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) 2,702 shares of Series B Convertible Preferred Stock, with a par value of $0.001 per share and a stated value of $1,000 per share (“Series B Preferred”), and (ii) warrants to purchase 4,503,334 shares of Company common stock (“Common Stock”) at an exercise price of $0.8054 per share (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.
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2010-06-078-K2010-06-035.07 Submission of Matters to a Vote of Security Holders5.07 On June 3, 2010, the Company held its 2010 Annual Meeting of Stockholders at the Company’s offices in Exton, Pennsylvania.c02085e8vk.htm
2010-04-068-K2010-04-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective April 1, 2010, the board of directors of Fibrocell Science, Inc. (the “Company”) approved the appointment of Marc Mazur to the Company’s board of directors.c98936e8vk.htm
2010-03-038-K2010-03-021.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On March 2, 2010, 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 5,076,667 shares of Company common stock (“Common Stock”) at a purchase price of $0.75 per share.
3.02 The information contained in Item 1.01 is hereby incorporated by reference.
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2010-02-018-K2010-02-013.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers3.02 The disclosure set forth in Item 5.02 is incorporated herein by reference.
5.02 On February 1, 2010, Fibrocell Science, Inc. (the “Company”) entered into an employment agreement with Mr. David Pernock pursuant to which Mr. Pernock agreed to serve as Chief Executive Officer of the Company for an initial term ending February 1, 2013, which may be renewed for an additional one-year term by mutual agreement.
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