Grundläggande statistik
CIK | 1482080 |
SEC Filings
SEC Filings (Chronological Order)
May 11, 2015 |
15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36021 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of regist |
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May 8, 2015 |
S-8 POS 1 d923487ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. 333-190460 Registration No. 333-195252 Registration No. 333-201519 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-190460 Post-Effective Amendment No. 1 to Form S-8 Registration Sta |
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May 8, 2015 |
S-8 POS As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. |
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May 8, 2015 |
POS AM As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. |
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May 8, 2015 |
S-8 POS As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. |
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May 1, 2015 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 204.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securiti |
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May 1, 2015 |
SEVENTH AMENDED AND RESTATED ARTICLES OF INCORPORATION CELLULAR DYNAMICS INTERNATIONAL, INC. Exhibit 3.1 SEVENTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CELLULAR DYNAMICS INTERNATIONAL, INC. Pursuant to Section 180.1007 of the Wisconsin Statutes, these Seventh Amended and Restated Articles of Incorporation shall supersede and take the place of the heretofore existing Sixth Amended and Restated Articles of Incorporation of Cellular Dynamics International, Inc. (the Corporation) |
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May 1, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin 001-36021 26-1737267 (State or other jurisdiction of incorpor |
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May 1, 2015 |
EX-3.2 3 d920055dex32.htm EX-3.2 Exhibit 3.2 BY-LAWS OF CELLULAR DYNAMICS INTERNATIONAL, INC. REFERENCE TABLE BY-LAWS OF CELLULAR DYNAMICS INTERNATIONAL, INC. Section Subject Matter Page ARTICLE I OFFICES Section 1.01 Principal and Business Offices 1 Section 1.02 Registered Office 1 ARTICLE II SHAREHOLDERS Section 2.01 Annual Meeting 1 Section 2.02 Special Meeting 1 Section 2.03 Place of Meeting 2 |
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May 1, 2015 |
2015 05 01 SC14D9 Amendment 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Amendment No. |
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April 30, 2015 |
CDI 10K/A 2014 12 31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 23, 2015 |
2015 04 22 SC14D9 Amendment 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Amendment No. |
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April 13, 2015 |
2015 04 13 Amendment to 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Amendment No. |
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April 3, 2015 |
EXHIBIT 99 FORM 3 JOINT FILER INFORMATION Name: FUJIFILM Corporation Address: 7-3 Akasaka 9-chome, Minato-ku, Tokyo 107-0052, Japan Name: FUJIFILM Holdings America Corporation Address: 200 Summit Lake Drive, Valhalla, New York, 10595-1356 Name: Badger Acquisition Corporation Address: 200 Summit Lake Drive, Valhalla, New York, 10595-1356 |
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April 3, 2015 |
SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CELLULAR DYNAMICS INTERNATIONAL, INC. |
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April 3, 2015 |
ICEL / Cellular Dynamics International, Inc. / Fujifilm Holdings Corp - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Cellular Dynamics International, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 15117V109 (CUSIP Number) Corporate Planning Div. Corporate Planning Group FUJIFILM Holdings Corporation 7-3 Akasaka 9-chome, Minato-ku Tok |
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April 3, 2015 |
EX-99.(E)(9) 2 d898720dex99e9.htm EX-99.(E)(9) Exhibit (e)(9) Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 November 18, 2013 Ms. Anna M. Geyso 2715 Marshall Court, Apt. 428 Madison, WI 53705 Dear Ms. Geyso: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of yo |
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March 31, 2015 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) Thomas M. Palay Cellular Dynamics International, Inc. 525 Science Drive Madison, Wisconsin 53711 (608) 310-5100 Cop |
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March 30, 2015 |
Exhibit 10.1 Form of Tender and Support Agreement TENDER AND SUPPORT AGREEMENT This Tender and Support Agreement (this ? Agreement ?), is dated as of March 30, 2015, by and between FUJIFILM Holdings Corporation, a corporation organized under the laws of Japan (? Parent ?), Badger Acquisition Corporation, a Wisconsin corporation and wholly-owned subsidiary of Parent (?Sub?), and that certain stockh |
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March 30, 2015 |
EX-2.1 2 exhibit21agreementandplano.htm EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER among FUJIFILM HOLDINGS CORPORATION, BADGER ACQUISITION CORPORATION and CELLULAR DYNAMICS INTERNATIONAL, INC. Dated as of March 30, 2015 TABLE OF CONTENTS ARTICLE I THE OFFER AND THE MERGER Section 1.01 The Offer........................................................................................................ 2 |
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March 30, 2015 |
March 30 Cover UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CELLULAR DYNAMICS INTERNATIONAL, INC. |
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March 30, 2015 |
2015 03 30 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001- |
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March 30, 2015 |
EX-10.2 4 exhibit102promissorynote.htm EXHIBIT 10.2 PROMISSORY NOTE Principal sum: $ 12,100,000 Effective Date: March 30, 2015 FOR VALUE RECEIVED, Cellular Dynamics International, Inc., a Wisconsin corporation ("Maker"), hereby promises to pay to the order of FUJIFILM Holdings America Corporation, a Delaware corporation ("Payee"), the principal amount of TWELVE MILLION ONE HUNDRED THOUSAND AND 00/ |
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March 30, 2015 |
Fujifilm Holdings to Acquire Cellular Dynamics International, Inc. EX-99.1 5 exhibit991pressreleaseofce.htm EXHIBIT 99.1 Fujifilm Holdings to Acquire Cellular Dynamics International, Inc. Tokyo / Madison, Wisconsin - March 30, 2015 - FUJIFILM Holdings Corporation (President: Shigehiro Nakajima, TSE: 4901) (“Fujifilm”) and Cellular Dynamics International, Inc. (CEO: Robert J. Palay, NASDAQ: ICEL) (“CDI”), a leading developer and manufacturer of fully functioning h |
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March 5, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36021 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of regist |
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March 5, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 2014 12 31 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-3 |
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March 5, 2015 |
POWER OF ATTORNEY (Annual Report on Form 10-K) POWER OF ATTORNEY (Annual Report on Form 10-K) Each of the undersigned directors of Cellular Dynamics International, Inc. |
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March 5, 2015 |
EX-99.1 2 a201412318kpressreleaseexh.htm EXHIBIT 99.1 Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Fourth Quarter and Fiscal Year 2014 Financial Results MADISON, WIS., March 5, 2015 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and producer of fully func |
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March 5, 2015 | ||
February 24, 2015 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at Cowen and Company 35th Annual Health Care Conference MADISON, WIS., February 23, 2015 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL) today announced that Chief Executive Officer Bob Palay is scheduled to present at the Cowen and Co |
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February 24, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CELLULAR DYNAMICS INTERNATIONAL, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) March 6, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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February 24, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Comm |
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February 4, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commi |
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February 4, 2015 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at Leerink Global Healthcare Conference MADISON, WIS., February 3, 2015 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL) today announced that Chief Executive Officer Bob Palay is scheduled to present at the Leerink Global Healthcare Con |
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January 14, 2015 |
POWER OF ATTORNEY (Registration Statement on Form S-8) POWER OF ATTORNEY (Registration Statement on Form S-8) Each of the undersigned directors of Cellular Dynamics International, Inc. |
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January 14, 2015 |
ICEL / Cellular Dynamics International, Inc. S-8 - - S-8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under the Securities Act of 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in Charter) Wisconsin (State of Incorporation) 26-1737267 (I.R.S. Employer Identification No.) Cellular Dynamics International, Inc. 525 Science Drive Madison, Wisconsin 53711 (608) 310- |
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January 13, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporatio |
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January 13, 2015 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 January 9, 2015 Mr. Timothy D. Daley 4126 Meyer Avenue Madison, WI 53711 Dear Mr. Daley: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will amend and restate terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Co |
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January 13, 2015 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at 33rd Annual J.P. Morgan Healthcare Conference MADISON, WIS., Jan. 8, 2015 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), today announced that Chief Executive Officer Bob Palay is scheduled to present at the 33rd Annual J.P. Morgan |
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January 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commis |
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January 9, 2015 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at 33rd Annual J.P. Morgan Healthcare Conference MADISON, WIS., Jan. 8, 2015 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), today announced that Chief Executive Officer Bob Palay is scheduled to present at the 33rd Annual J.P. Morgan |
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January 9, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2015 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commis |
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December 1, 2014 |
EX-99 2 a20141201pressreleaseexhib.htm EXHIBIT Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at the Piper Jaffray 26th Annual Healthcare Conference MADISON, WIS., December 1, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL) today announced that Chief Operating Officer Emile Nu |
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December 1, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commi |
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November 12, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Susan A. Willetts Joins Cellular Dynamics’ Board of Directors MADISON, WIS., November 12, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq: ICEL), today announced that Susan A. Willetts was elected to the company’s board of directors, effective November 6, 2014. Ms. |
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November 12, 2014 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commi |
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November 12, 2014 |
8-K 1 a201411128k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incor |
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November 10, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 cdi8k20140930.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of in |
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November 10, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Third Quarter 2014 Financial Results MADISON, WIS., November 10, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial quantities to precise specifi |
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September 2, 2014 |
EX-4.5 2 exhibit45formofarticlesofa.htm EXHIBIT 4.5 EXHIBIT 4.5 CELLULAR DYNAMICS INTERNATIONAL, INC. FORM OF ARTICLES OF AMENDMENT REGARDING DESIGNATION AND AUTHORIZATION OF PREFERRED STOCK Pursuant to Section 180.0602 of the Wisconsin Business Corporation Law, Cellular Dynamics International, Inc., a corporation organized and existing under the Wisconsin Business Corporation Law (the “Company”), |
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September 2, 2014 |
Exhibit 4.7 FORM OF WARRANT Warrant Shares: Initial Exercise Date: , 20 THIS WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on (the “ |
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September 2, 2014 |
Exhibit 4.8 CELLULAR DYNAMICS INTERNATIONAL, INC. and , as Trustee INDENTURE Dated as of Providing for the Issuance of Senior Securities Exhibit 4.8 CELLULAR DYNAMICS INTERNATIONAL, INC. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of Trust Indenture Act Section Indenture Section § 310 (a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 60 |
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September 2, 2014 |
EX-4.9 6 exhibit49formofsubordinate.htm EXHIBIT 4.9 Exhibit 4.9 CELLULAR DYNAMICS INTERNATIONAL, INC. and , as Trustee INDENTURE Dated as of Providing for the Issuance of Subordinated Securities Exhibit 4.9 CELLULAR DYNAMICS INTERNATIONAL, INC. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of Trust Indenture Act Section Indenture Section § 310 (a)(1) 609 (a)(2) |
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September 2, 2014 |
POWER OF ATTORNEY (Registration Statement on Form S-3) POWER OF ATTORNEY (Registration Statement on Form S-3) Each of the undersigned directors of Cellular Dynamics International, Inc. |
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September 2, 2014 |
CELLULAR DYNAMICS INTERNATIONAL, INC. (a Wisconsin corporation) EXHIBIT 4.6 CUSIP No. No. Shares CELLULAR DYNAMICS INTERNATIONAL, INC. (a Wisconsin corporation) This certifies that is the owner and registered holder of Shares of Series Preferred Stock, par value $0.01 per share, transferable only on the books of the corporation by the holder hereof in person or by duly authorized attorney upon surrender of this certificate properly endorsed. IN WITNESS WHEREOF |
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September 2, 2014 |
ICEL / Cellular Dynamics International, Inc. S-3 - - S-3 As filed with the Securities and Exchange Commission on September 2, 2014. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S‑3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation or organization) |
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August 11, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commis |
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August 11, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Second Quarter 2014 Financial Results MADISON, WIS., August 11, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial quantities to precise specific |
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July 15, 2014 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of July 10, 2014 (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and Timothy D. Daley (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equity Incentive |
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July 15, 2014 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 July 10, 2013 Mr. Timothy D. Daley 4126 Meyer Avenue Madison, WI 53711 Dear Mr. Daley: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). The |
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July 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commissi |
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July 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commissi |
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June 4, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commissio |
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June 4, 2014 |
AMENDMENT To The ELI LILLY AND COMPANY & CELLULAR DYNAMICS INTERNATIONAL INC Master Laboratory Services Agreement Amendment Number: ONE (1) WHEREAS, Eli Lilly and Company (Lilly) and Cellular Dynamics International Inc (CDI) desire to amend the Master Laboratory Services Agreement effective November 22, 2010 (the “Agreement”) WHEREAS, each party acknowledges that it has read this Amendment and agrees to be bound by its terms and conditions; NOW, THEREFORE, in consideration of these premises and the mutual promises set forth herein, the parties hereby agree as follows 1. |
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May 21, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commissio |
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May 21, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at Jefferies 2014 Global Healthcare Conference MADISON, WIS., May 21, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial quantities to precise specification |
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May 7, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at Bank of America Merrill Lynch 2014 Health Care Conference MADISON, WIS., May 7, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL) today announced that Chief Executive Officer Bob Palay will present at the Bank of America Merrill |
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May 7, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commission |
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May 5, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports First Quarter 2014 Financial Results MADISON, WIS., May 5, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial quantities to precise specification |
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May 5, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commission |
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May 2, 2014 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commission |
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April 14, 2014 |
POWER OF ATTORNEY (Registration Statement on Form S-8) Exhibit 24.1 POWER OF ATTORNEY (Registration Statement on Form S-8) Each of the undersigned directors of Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), designates each of Robert J. Palay, Thomas M. Palay, Ph.D., David S. Snyder and Anna M. Geyso, with the power of substitution and resubstitution, as the undersigned’s true and lawful attorney-in-fact for the undersi |
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April 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under the Securities Act of 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in Charter) Wisconsin (State of Incorporation) 26-1737267 (I.R.S. Employer Identification No.) Cellular Dynamics International, Inc. 525 Science Drive Madison, Wisconsin 53711 (608) 310- |
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March 19, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at Regen Med Investor Day March 26 in New York MADISON, WIS., March 19, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL) today announced that Chief Executive Officer Bob Palay will present at the 2nd Annual Regen Med Investor Day t |
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March 19, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commiss |
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March 19, 2014 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule |
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March 11, 2014 |
CDI 10K 2013 12 31 Amended UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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March 10, 2014 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Fourth Quarter and Fiscal Year 2013 Financial Results MADISON, WIS., March 10, 2014 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial quantities to p |
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March 10, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commiss |
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March 10, 2014 |
CDI 10K 2013 12 31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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February 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CELLULAR DYNAMICS INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 15117V109 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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February 14, 2014 |
ICEL / Cellular Dynamics International, Inc. / Thomson James A - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* CELLULAR DYNAMICS INTERNATIONAL, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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January 24, 2014 |
SIXTH FLOOR INVESTORS LP 3555 TIMMONS LANE, SUITE 800 HOUSTON, TEXAS 77027 Exhibit 10.1 SIXTH FLOOR INVESTORS LP 3555 TIMMONS LANE, SUITE 800 HOUSTON, TEXAS 77027 Robert J. Palay Chairman of the Board and Chief Executive Officer Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 January 23, 2014 Dear Bob, Pursuant to the Letter Agreement dated July 15, 2013 (“Letter Agreement”) between Cellular Dynamics Internati |
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January 24, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commi |
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January 24, 2014 |
3555 TIMMONS LANE, SUITE 800 HOUSTON, TEXAS 77027 EX-99.F Exhibit F 3555 TIMMONS LANE, SUITE 800 HOUSTON, TEXAS 77027 Robert J. Palay Chairman of the Board and Chief Executive Officer Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 January 23, 2014 Dear Bob, Pursuant to the Letter Agreement dated July 15, 2013 (“Letter Agreement”) between Cellular Dynamics International, Inc. (the “Com |
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January 24, 2014 |
SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 204.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of |
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January 23, 2014 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) Thomas M. Palay Cellular Dynamics International, Inc. 525 Science Drive Madison, Wisconsin 53711 (608) 310-5100 Cop |
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January 23, 2014 |
ICEL / Cellular Dynamics International, Inc. / Hampshire Trust LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CELLULAR DYNAMICS INTERNATIONAL, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) January 21, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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January 10, 2014 |
Cellular Dynamics to Present at 32nd Annual J.P. Morgan Healthcare Conference EXHIBIT 99.1 Exhibit 99.1 Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics to Present at 32nd Annual J.P. Morgan Healthcare Conference MADISON, WIS., Jan. 10, 2014 – Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), today announced that Chief Executive Officer Bob Palay is scheduled to present at |
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January 10, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits - CELLULAR DYNAMICS INTERNATIONAL, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2014 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdict |
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December 27, 2013 |
Entry into a Material Definitive Agreement - CELLULAR DYNAMICS INTERNATIONAL, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdic |
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November 13, 2013 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Third Quarter 2013 Financial Results Revenues More Than Double MADISON, WIS., November 12, 2013 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial qua |
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November 13, 2013 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporat |
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November 12, 2013 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Third Quarter 2013 Financial Results Revenues More Than Double MADISON, WIS., November 12, 2013 - Cellular Dynamics International, Inc. (CDI; Nasdaq:ICEL), a developer and manufacturer of fully functioning human cells in industrial qua |
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November 12, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Comm |
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November 4, 2013 |
Exhibit 10.2 SIGN AND RETURN ALL PAGES TO CIRM ID1-06557 NOTICE OF GRANT AWARD – RFA 12-03: CIRM hiPSC Derivation Award California Institute for Regenerative Medicine Issue Date: XXXXX Grant Number: ID1-06557 Project Period Start: 11/1/2013 Grantee Name: Cellular Dynamics International Project Period End: (****) Grantee ID: PR-Y0029A-SF Budget Period: Annual as of 11/1/2013 Principal Investigator: |
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November 4, 2013 |
EX-10.1 2 exh101.htm IPSC DERIVATION AGREEMENT Exhibit 10.1 iPSC Derivation Agreement This iPSC Derivation Agreement (“Agreement”) is entered into on this 28th day of October 2013 (the “Effective Date”) by and between the California Institute for Regenerative Medicine (“CIRM”) having as its address 210 King Street 3rd Floor, San Francisco, California and Cellular Dynamics International, Inc. (“CDI |
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November 4, 2013 |
EX-99.1 4 exh991.htm PRESS RELEASE Exhibit 99.1 Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics Receives Formal Notice of Grant Award (NGA) for $16 Million Stem Cell Banking Project NGA Signifies Entry into a Definitive Agreement and Initiation of Funding MADISON, WIS., November 4, 2013 — Cellular Dynami |
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November 4, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commi |
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August 29, 2013 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, WI 53711 USA www.cellulardynamics.com FOR IMMEDIATE RELEASE Cellular Dynamics International Reports Second Quarter 2013 Financial Results MADISON, WIS., August 29, 2013 - Cellular Dynamics International, Inc. (Nasdaq:ICEL), a leading developer and manufacturer of fully functioning human cells in industrial quantities to precise speci |
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August 29, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commis |
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August 12, 2013 |
ICEL / Cellular Dynamics International, Inc. / Palay Robert J - SC 13D Activist Investment SC 13D 1 cdischedule13d.htm SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 15117V109 (CUSIP Number) Thomas M. Palay Cellular Dynamics International, Inc. 525 Science Drive Madison, |
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August 9, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2013 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Wisconsin (State or other jurisdiction of incorporation) 001-36021 (Commiss |
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August 8, 2013 |
As filed with the Securities and Exchange Commission on August 7, 2013 Registration No. |
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August 8, 2013 |
2013 EQUITY INCENTIVE PLAN CELLULAR DYNAMICS INTERNATIONAL, INC. 2013 EQUITY INCENTIVE PLAN OF CELLULAR DYNAMICS INTERNATIONAL, INC. 1. PURPOSE The purpose of the Plan is to provide compensation alternatives for certain Employees, Directors and Consultants using or based on the common stock of the Company. These alternatives are intended to be used as a means to attract and retain superior Employees, Directors and Consultants, to provide a stronger incentive fo |
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August 5, 2013 |
ICEL / Cellular Dynamics International, Inc. / Sixth Floor Investors Lp - SC 13D Activist Investment SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 204.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Se |
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August 5, 2013 |
EX-C Exhibit C LOCK-UP AGREEMENT June 17, 2013 J. P. MORGAN SECURITIES LLC As Representative of the several Underwriters listed in Schedule 1 to the Underwriting Agreement referred to below c/o J. P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 Re: Cellular Dynamics International, Inc. — Public Offering Ladies and Gentlemen: The undersigned understands that you, as Representative of |
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August 5, 2013 |
EX-E Exhibit E THIS WARRANT AND ANY SHARES OF SERIES B PREFERRED STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. |
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August 5, 2013 |
ICEL / Cellular Dynamics International, Inc. / Park West Asset Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CELLULAR DYNAMICS INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 15117V109 (CUSIP Number) July 25, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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August 5, 2013 |
EX-A Exhibit A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, $0. |
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July 31, 2013 |
SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cellular Dynamics International, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 15117V109 (CUSIP Number) Jonathan D. Wasserman, Esq. Equity Group Investments 2 North Riverside Plaza, Suite 600 Chicago, Illinois |
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July 26, 2013 |
Sole book–running manager J.P. Morgan Cowen and Company Leerink Swann 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-189049 Prospectus 3,846,000 shares Common stock This is the initial public offering of common stock by Cellular Dynamics International, Inc. We are offering 3,846,000 shares of common stock pursuant to this prospectus. No public market currently exists for our common stock. Our common stock has been approved for listing |
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July 23, 2013 |
As filed with the Securities and Exchange Commission on July 23, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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July 22, 2013 |
Cellular Dynamics International, Inc. 525 Science Drive Madison, Wisconsin 53711 July 22, 2013 VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, D.C. 20549 RE: Cellular Dynamics International, Inc. Registration Statement on Form S-1 File No. 333-189049 Ladies and Gentlemen: In accordance with Rule 461 of Regulation C under the Sec |
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July 19, 2013 |
EX-10.56 Exhibit 10.56 Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 July 15, 2013 Sixth Floor Investors LP 3555 Timmons Lane, Suite 800 Houston, TX 77027 Dear Sixth Floor Investors: Following the termination of the Fifth Amended and Restated Shareholders Agreement, dated as of November 1, 2012, by and among Cellular Dynamics Internat |
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July 19, 2013 |
Table of Contents As filed with the Securities and Exchange Commission on July 19, 2013. |
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July 19, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. FREE WRITING PROSPECTUS Free Writing Prospectus Filed pursuant to Rule 433 Issuer Free Writing Prospectus dated July 19, 2013 Relating to Revised Preliminary Prospectus issued July 19, 2013 Registration Statement No. |
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July 10, 2013 |
Amendment No. 2 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on July 9, 2013. Registration No. 333-189049 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Wiscons |
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July 10, 2013 |
SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION CELLULAR DYNAMICS INTERNATIONAL, INC. EX-3.1 Exhibit 3.1 SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CELLULAR DYNAMICS INTERNATIONAL, INC. These Sixth Amended and Restated Articles of Incorporation shall supersede and replace the heretofore existing Fifth Amended and Restated Articles of Incorporation of Cellular Dynamics International, Inc., a Wisconsin corporation organized under Chapter 180 of the Wisconsin Statutes (th |
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July 10, 2013 |
Correspondence July 9, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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July 3, 2013 |
July 3, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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July 3, 2013 |
July 3, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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July 1, 2013 |
UNDERWRITING AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. [●] Shares of Common Stock Underwriting Agreement [●], 2013 J. P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J. P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), |
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July 1, 2013 |
EX-10.55 4 a1055creditagreement.htm EXHIBIT 10.55 EXECUTION VERSION CREDIT AGREEMENT dated as of June 27, 2013 among CELLULAR DYNAMICS INTERNATIONAL, INC., as the Company THE VARIOUS LENDERS PARTY HERETO, as Lenders, and SIXTH FLOOR INVESTORS LP, as the Administrative Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Other Interpretive Provision 15 ARTICLE II COMMITMENTS O |
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July 1, 2013 |
As filed with the Securities and Exchange Commission on July 1, 2013. Registration No. 333-189049 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Wisconsin 2836 26-1737267 (State or Other Jurisdictio |
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July 1, 2013 |
SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION CELLULAR DYNAMICS INTERNATIONAL, INC. SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 13, 2013 |
June 13, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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June 3, 2013 |
First Amendment to Supply and Distribution Agreement EXECUTION COPY First Amendment to Supply and Distribution Agreement This First Amendment to the Supply and Distribution Agreement (“First Amendment”) is made as of February 27, 2013 (“First Amendment Effective Date”) by and between Life Technologies Corporation, a Delaware corporation with offices at 5791 Van Allen Way, Carlsbad, CA 92008 (“LTC”) and Cellular Dynamics International, Inc. |
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June 3, 2013 |
Non-Employee Director Compensation Policy for Cellular Dynamics International, Inc. |
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June 3, 2013 |
AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT ("Amendment") is made as of May 6, 2013 (the “Effective Date”), by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as "Landlord"), and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and «NAME» (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Compa |
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June 3, 2013 |
begin 644 a41stockcertificate.pdf M)5!$1BTQ+C0-"B7CXL3#0HE94-O<'DM,2XP#0H-"B4@4&%G92!$97-C7!E("]086=E MG)E4WI.5&-Z:V,Y9"(/@T*/'@Z>&UP M;65T82!X;6QN#IX;7!T:STB061O8F4@ M6$U0($-O&UL;G,Z"UD969A=6QT(CY. M=6%N8V4@0V]M;75N:6-A=&EO;G,L($EN8RX\+W)D9CIL:3X-"B`@("`@("`@ M("`@(#PO&UL;G,Z>&%P/2)H='1P.B\O;G,N861O M8F4N8V]M+WAA<"\Q+C`O(CX-"B`@("`@("`@(#QX87`Z0W)E871O&%P.DUO9&EF>41A=&4^,C`Q,RTP-2TP-U0Q,SHT-3HT M |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 October 18, 2010 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions upon which you will be employed by Cellular |
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June 3, 2013 |
SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION CELLULAR DYNAMICS INTERNATIONAL, INC. SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE CELLULAR DYNAMICS INTERNATIONAL, INC. GRANT AGREEMENT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE AND CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
AMENDED AND RESTATED BYLAWS CELLULAR DYNAMICS INTERNATIONAL, INC. (as of ●, 2013) ARTICLE I. OFFICES AMENDED AND RESTATED BYLAWS OF CELLULAR DYNAMICS INTERNATIONAL, INC. (as of ●, 2013) ARTICLE I. OFFICES SECTION 1.1. Principal and Other Offices. The principal office of the Corporation shall be located at any place either within or outside the State of Wisconsin as designated in the Corporation’s most current Annual Report filed with the Wisconsin Department of Financial Institutions. The Corpora |
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June 3, 2013 |
2008 EQUITY INCENTIVE PLAN OF CELLULAR DYNAMICS INTERNATIONAL, INC. (formerly known as iPS CELLS, INC.) (Amended and restated July, 2009; further amended January, 2010; further amended April, 2011; further amended October, 2012) PURPOSE OF THE PLAN The purpose of the Plan is to provide for compensation alternatives for certain Employees, Directors and Consultants using or based on the common stock |
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June 3, 2013 |
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between Cellular Dynamics International, Inc. |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 May 7, 2013 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: As you know, you and Cellular Dynamics International, Inc. (the “Company”) are parties to a Consulting Agreement dated December 19, 2008 (the “Consulting Agreement”), the |
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June 3, 2013 |
Master Laboratory Services Agreement Master Laboratory Services Agreement Introduction and Scope Section 1. Parties; Defined Terms 1.1 This is an agreement between Eli Lilly and Company, an Indiana corporation (“Lilly”) and Cellular Dynamics International Inc., having its principal place of business at University Research Park, 525 Science Drive, Suite 200, Madison, WI 53711 (“CDI”). 1.2 Other capitalized terms are defined in Exhibit |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of December 20, 2011 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and James Thomson (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as se |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and «NAME» (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’ |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Palay Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equity In |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. ANNUAL INCENTIVE CASH COMPENSATION PLAN Adopted May 7, 2013 Effective for Annual Incentive Awards made for Plan Years beginning on or after January 1, 2013 ARTICLE I Establishment and Purpose of Plan 1.1 Establishment of Plan. This Cellular Dynamics International, Inc. Annual Incentive Cash Compensation Plan (the “Plan”) is hereby established by Cellular Dynam |
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June 3, 2013 |
GRANT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE STEM CELL PRODUCTS, INC. CONTRACT TMG #FY07-17074 GRANT AGREEMENT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE AND STEM CELL PRODUCTS, INC. |
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June 3, 2013 |
Tracking ID: UResearchPK AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made as of May 15, 2010 (the “Effective Date”), by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 11, 2008 Mr. Robert Palay 820 Fox Hunt Trail Deerfield, IL 60015 Dear Mr. Palay: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). |
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June 3, 2013 |
Consulting Agreement This Consulting Agreement, effective as of the 19th day of December, 2008, is made by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
Consulting Agreement This Consulting Agreement, effective as of the 19th day of December, 2008, is made by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
WARF Agreement #: 11-00206 LICENSE AGREEMENT This Agreement is made effective the 6th day of June, 2012 ("Effective Date"), by and between the Wisconsin Alumni Research Foundation ("WARF"), a nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc. |
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June 3, 2013 |
Non-Exclusive License Agreement Non-Exclusive License Agreement This Agreement is made effective as of May 6, 2010 (“Effective Date”) by and between iPS Academia Japan, Inc. |
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June 3, 2013 |
PATENT ASSIGNMENT WHEREAS, James A. Thomson, a U.S. citizen residing in Wisconsin (the “Assignor”), jointly with another co-inventor, owns all right, title, and interest in and to the patent applications listed in the attached Schedule A (the “Assigned Patents”); WHEREAS, Cellular Dynamics International, Inc., a Wisconsin corporation having its principal place of business at 525 Science Drive, Mad |
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June 3, 2013 |
1st Amendment This Amendment ("Amendment") is made to Distributor Agreement by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of August 1, 2006, by and between University Research, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and Cellular Dynamics International, Inc. |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 12, 2008 Mr. Tom Palay 1504 Sumac Madison, WI 53705 Dear Mr. Palay: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). They are as f |
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June 3, 2013 |
June 3, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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June 3, 2013 |
FIRST AMENDMENT TO SUPPLY AGREEMENT FIRST AMENDMENT TO SUPPLY AGREEMENT This First Amendment (“Amendment”) to Supply Agreement is by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
SUPPLY AGREEMENT This Supply Agreement (“Supply Agreement”), effective as of July 6, 2010 (“Effective Date”), is by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
Tracking ID: UResarchPK-060315 LEASE AGREEMENT LANDLORD: UNIVERSITY RESEARCH PARK, INCORPORATED TENANT: CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
WELCOME to the Cellular Dynamics International iCell™ cell supply program. As a member of this program, you are entitled to the stipulations in the following Supply Agreement: SUPPLY AGREEMENT This Supply Agreement (“Agreement”), effective as of May 18, 2010 (“Effective Date”), is by and between Cellular Dynamics International, Inc. (“CDI”) and SmithKline Beecham d/b/a GlaxoSmithKline, with an add |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL INC. DISTRIBUTOR AGREEMENT CELLULAR DYNAMICS INTERNATIONAL INC. DISTRIBUTOR AGREEMENT This Distributor Agreement (the "Agreement") is made as of 29 day of April, 2011 (the "Effective Date") by and between: Cellular Dynamics International, Inc. ("CDI") Distributor: iPS Academia Japan, Inc. ("Distributor") Shipping Address and Fax: Shipping Address and Fax: 525 Science Drive IF Green Center Bldg., 123 Kameya-cho Madison, WI 5 |
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June 3, 2013 |
Addendum to MSA Center of Excellence EXECUTION COPY 6/21/2012 Addendum to MSA Center of Excellence EXECUTION COPY 6/21/2012 This Addendum is subject to the Master Laboratory Services Agreement effective as November 29, 2010 (“MSA”) between Eli Lilly and Company, an Indiana corporation (“Lilly”), and Cellular Dynamics International Inc. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Executive Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equit |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Non-Employee Director Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This First Amendment (this “Amendment”) amends that certain Fourth Amended and Restated Registration Rights Agreement, dated as of November 1, 2012 (the “Agreement”), by and among by and among CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
SECOND AMENDMENT TO SUPPLY AGREEMENT SECOND AMENDMENT TO SUPPLY AGREEMENT This Second Amendment (“Second Amendment”) to the Supply Agreement is by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and , a Consultant to the Company (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as |
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June 3, 2013 |
SUPPLY AND DISTRIBUTION AGREEMENT EXECUTION VERSION SUPPLY AND DISTRIBUTION AGREEMENT THIS SUPPLY AND DISTRIBUTION AGREEMENT ("Agreement"), dated June 12, 2012 (the "Effective Date"), is entered into between Life Technologies Corporation, a Delaware corporation having a place of business at 5791 Van Allen Way, Carlsbad, California 92008, U. |
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June 3, 2013 |
EXECUTION COPY CENTRE OF EXCELLENCE AGREEMENT by and between ASTRAZENECA UK LTD and CELLULAR DYNAMICS INTERNATIONAL INC DECEMBER 3, 2012 (****) DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE U. |
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June 3, 2013 |
AMENDED AND RESTATED EQUITY AGREEMENT Agreement No. 08-0103A and 08-0462A AMENDED AND RESTATED EQUITY AGREEMENT This Agreement is effective as of the Effective Date (as hereinafter defined), by and between Wisconsin Alumni Research Foundation (hereinafter called “WARF”), a nonstock, nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc., formerly known as iPS Cells, Inc. (hereinafter called “Company”), a corporatio |
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June 3, 2013 |
As filed with the Securities and Exchange Commission on June 3, 2013. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Wisconsin 2836 26-1737267 (State or Other Jurisdiction of Incorporation or Org |
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June 3, 2013 |
AMENDED AND RESTATED EQUITY AGREEMENT Agreement No. 05-W200A AMENDED AND RESTATED EQUITY AGREEMENT This Agreement is effective as of the Effective Date (as hereinafter defined), by and between WiCell Research Institute, Inc. (hereinafter called “WiCell”), a nonstock, nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc., formerly known as iPS Cells, Inc. (hereinafter called “Company”), a corporation organized and |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT November 1, 2012 Table of Contents Page 1. DEFINED TERMS 2 2. REGISTRATION RIGHTS 3 2.1 Demand Registration 3 2.2 Piggyback Registrations 6 2.3 Form S-3 Registration 7 2.4 Expenses of Registration 9 2.5 Obligations of the Company 9 2.6 Termination of Registration Rights 12 2.7 Delay of Registration; Fur |
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June 3, 2013 |
2013 EQUITY INCENTIVE PLAN CELLULAR DYNAMICS INTERNATIONAL, INC. 2013 EQUITY INCENTIVE PLAN OF CELLULAR DYNAMICS INTERNATIONAL, INC. 1. PURPOSE The purpose of the Plan is to provide compensation alternatives for certain Employees, Directors and Consultants using or based on the common stock of the Company. These alternatives are intended to be used as a means to attract and retain superior Employees, Directors and Consultants, to provide a stronger incentive fo |
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June 3, 2013 |
Hepatocyte Collaborative Research Agreement Tracking ID: Roche – 120316-CRA Hepatocyte Collaborative Research Agreement This Collaborative Research Agreement is entered into as of May 16, 2011, (the “Effective Date”) by and between on the one hand, Hoffmann-La Roche Inc. |
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June 3, 2013 |
License and Services Agreement Tracking ID: Buck-1200927-L5E License and Services Agreement This License and Services Agreement ("Agreement") is by and between The Buck Institute for Research on Aging, an independent non-profit research organization ("Buck") with facilities at 8001 Redwood Blvd. |
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June 3, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of June 1, 2008, by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and «NAME» (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’ |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: As you know, in connection with the grant on October 18, 2010 to you of an option for the purchase of shares of common stock of Cellular Dynamics International, Inc. (the “Company”) u |
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June 3, 2013 |
Consulting Agreement This Consulting Agreement, effective as of the 18th day of October, 2010, is made by and between Cellular Dynamics International, Inc. |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 12, 2008 Mr. Christopher Kendrick-Parker W5725 County Hwy H New Glarus, WI 53574 Dear Mr. Kendrick-Parker: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics Internation |
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June 3, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of June 1, 2007, by and between University Research Park, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and Cellular Dynamics International, Inc. |
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June 3, 2013 |
PROMISSORY NOTE Amount: $1,000,000.00 FOR VALID CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, and in consideration for the terms and conditions set forth in the Technology Venture Fund and Economic Diversification Program Agreement (the “Agreement”) between the Wisconsin Department of Commerce (the “Department”) and Cellular Dynamics International, Inc. (the “Borrowe |
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June 3, 2013 |
PROMISSORY NOTE Amount: $750,000.00 FOR VALID CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, and in consideration for the terms and conditions set forth in the Technology Venture Fund and Economic Diversification Program Agreement (“Agreement”) between the Wisconsin Department of Commerce (“Department”) and Cellular Dynamics International, Inc. (“Borrower”) also ident |
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June 3, 2013 |
EX-10.13 21 a1013directorindemagmt.htm EXHIBIT 10.13 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made effective as of , 20 (subject to what is provided in Section 11(b) hereof), between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, individuals have become more reluctant to serve corporations a |
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June 3, 2013 |
IURTC Tech Number 9331 and 9945 EXCLUSIVE LICENSE AGREEMENT Between INDIANA UNIVERSITY RESEARCH AND TECHNOLOGY CORPORATION Licensor And CELLULAR DYNAMICS INTERNATIONAL Licensee 1 (****) DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE U. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Thomson Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and James Thomson (the “Participant” or “Consultant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company |
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June 3, 2013 |
Tracking ID: UReserach PIC 060301-L5E AMENDMENT TO LEASE LANDLORD: UNIVERSITY RESEARCH PARK, INCORPORATED TENANT: CELLULAR DYNAMICS INTERNATIONAL, INC. |
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June 3, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of October 18, 2010 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and James Thomson (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 October 18, 2010 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: This letter (when fully executed and delivered by you as contemplated below, this “Agreement”) will confirm the terms and conditions upon which the Cellular Dynamics |
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June 3, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 19, 2008 Dr. Emile Nuwaysir 2022 Madison St. Madison, WI 53711 Dear Dr. Nuwaysir: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). |
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June 3, 2013 |
POWER OF ATTORNEY (Registration Statement on Form S-1) POWER OF ATTORNEY (Registration Statement on Form S-1) Each of the undersigned directors of Cellular Dynamics International, Inc. |
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May 17, 2013 |
SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION CELLULAR DYNAMICS INTERNATIONAL, INC. SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CELLULAR DYNAMICS INTERNATIONAL, INC. |
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May 17, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Executive Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equit |
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May 17, 2013 |
AMENDED AND RESTATED BYLAWS CELLULAR DYNAMICS INTERNATIONAL, INC. (as of ●, 2013) ARTICLE I. OFFICES AMENDED AND RESTATED BYLAWS OF CELLULAR DYNAMICS INTERNATIONAL, INC. (as of ●, 2013) ARTICLE I. OFFICES SECTION 1.1. Principal and Other Offices. The principal office of the Corporation shall be located at any place either within or outside the State of Wisconsin as designated in the Corporation’s most current Annual Report filed with the Wisconsin Department of Financial Institutions. The Corpora |
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May 17, 2013 |
Non-Employee Director Compensation Policy for Cellular Dynamics International, Inc. |
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May 17, 2013 |
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This First Amendment (this “Amendment”) amends that certain Fourth Amended and Restated Registration Rights Agreement, dated as of November 1, 2012 (the “Agreement”), by and among by and among CELLULAR DYNAMICS INTERNATIONAL, INC. |
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May 17, 2013 |
SECOND AMENDMENT TO SUPPLY AGREEMENT SECOND AMENDMENT TO SUPPLY AGREEMENT This Second Amendment (“Second Amendment”) to the Supply Agreement is by and between Cellular Dynamics International, Inc. |
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May 17, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT EX-10 15 filename15.htm Palay Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the |
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May 17, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. ANNUAL INCENTIVE CASH COMPENSATION PLAN Adopted May 7, 2013 Effective for Annual Incentive Awards made for Plan Years beginning on or after January 1, 2013 ARTICLE I Establishment and Purpose of Plan 1.1 Establishment of Plan. This Cellular Dynamics International, Inc. Annual Incentive Cash Compensation Plan (the “Plan”) is hereby established by Cellular Dynam |
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May 17, 2013 |
As filed with the Securities and Exchange Commission on 2013. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Wisconsin 2836 26-1737267 (State or Other Jurisdiction of Incorpora |
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May 17, 2013 |
EX-10 10 filename10.htm EXECUTION COPY CENTRE OF EXCELLENCE AGREEMENT by and between ASTRAZENECA UK LTD and CELLULAR DYNAMICS INTERNATIONAL INC DECEMBER 3, 2012 (****) DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. EXECUTION COPY TABLE OF CONTENTS 1.0 Definitions 2.0 Con |
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May 17, 2013 |
AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT ("Amendment") is made as of May 6, 2013 (the “Effective Date”), by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as "Landlord"), and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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May 17, 2013 |
INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made effective as of , 20 (subject to what is provided in Section 11(b) hereof), between Cellular Dynamics International, Inc. |
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May 17, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Non-Employee Director Form of Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. |
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May 17, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 May 7, 2013 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: As you know, you and Cellular Dynamics International, Inc. (the “Company”) are parties to a Consulting Agreement dated December 19, 2008 (the “Consulting Agreement”), the |
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May 17, 2013 |
WARF Agreement #: 11-00206 LICENSE AGREEMENT This Agreement is made effective the 6th day of June, 2012 ("Effective Date"), by and between the Wisconsin Alumni Research Foundation ("WARF"), a nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc. |
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May 17, 2013 |
2013 EQUITY INCENTIVE PLAN CELLULAR DYNAMICS INTERNATIONAL, INC. 2013 EQUITY INCENTIVE PLAN OF CELLULAR DYNAMICS INTERNATIONAL, INC. 1. PURPOSE The purpose of the Plan is to provide compensation alternatives for certain Employees, Directors and Consultants using or based on the common stock of the Company. These alternatives are intended to be used as a means to attract and retain superior Employees, Directors and Consultants, to provide a stronger incentive fo |
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May 17, 2013 |
May 16, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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May 17, 2013 |
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between Cellular Dynamics International, Inc. |
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May 17, 2013 |
cdicommonstockcertificat |
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May 17, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT Thomson Option Agreement CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENT This Option Agreement, entered into as of (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and James Thomson (the “Participant” or “Consultant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company |
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April 10, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of October 18, 2010 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and James Thomson (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set |
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April 10, 2013 |
PROMISSORY NOTE Amount: $1,000,000.00 FOR VALID CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, and in consideration for the terms and conditions set forth in the Technology Venture Fund and Economic Diversification Program Agreement (the “Agreement”) between the Wisconsin Department of Commerce (the “Department”) and Cellular Dynamics International, Inc. (the “Borrowe |
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April 10, 2013 |
BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE CELLULAR DYNAMICS INTERNATIONAL, INC. GRANT AGREEMENT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE AND CELLULAR DYNAMICS INTERNATIONAL, INC. |
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April 10, 2013 |
WELCOME to the Cellular Dynamics International iCell™ cell supply program. As a member of this program, you are entitled to the stipulations in the following Supply Agreement: SUPPLY AGREEMENT This Supply Agreement (“Agreement”), effective as of May 18, 2010 (“Effective Date”), is by and between Cellular Dynamics International, Inc. (“CDI”) and SmithKline Beecham d/b/a GlaxoSmithKline, with an add |
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April 10, 2013 |
Addendum to MSA Center of Excellence EXECUTION COPY 6/21/2012 Addendum to MSA Center of Excellence EXECUTION COPY 6/21/2012 This Addendum is subject to the Master Laboratory Services Agreement effective as November 29, 2010 (“MSA”) between Eli Lilly and Company, an Indiana corporation (“Lilly”), and Cellular Dynamics International Inc. |
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April 10, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 October 18, 2010 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: This letter (when fully executed and delivered by you as contemplated below, this “Agreement”) will confirm the terms and conditions upon which the Cellular Dynamics |
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April 10, 2013 |
WARF Agreement #: 11-00206 LICENSE AGREEMENT This Agreement is made effective the 6th day of June, 2012 ("Effective Date"), by and between the Wisconsin Alumni Research Foundation ("WARF"), a nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc. |
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April 10, 2013 |
Tracking ID: UResearchPK AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made as of May 15, 2010 (the “Effective Date”), by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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April 10, 2013 |
April 9, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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April 10, 2013 |
SUPPLY AGREEMENT This Supply Agreement (“Supply Agreement”), effective as of July 6, 2010 (“Effective Date”), is by and between Cellular Dynamics International, Inc. |
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April 10, 2013 |
GRANT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE STEM CELL PRODUCTS, INC. CONTRACT TMG #FY07-17074 GRANT AGREEMENT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE AND STEM CELL PRODUCTS, INC. |
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April 10, 2013 |
Hepatocyte Collaborative Research Agreement Tracking ID: Roche – 120316-CRA Hepatocyte Collaborative Research Agreement This Collaborative Research Agreement is entered into as of May 16, 2011, (the “Effective Date”) by and between on the one hand, Hoffmann-La Roche Inc. |
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April 10, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of December 20, 2011 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and James Thomson (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as se |
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April 10, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of June 1, 2008, by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC. |
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April 10, 2013 |
CELLULAR DYNAMICS INTERNATIONAL INC. DISTRIBUTOR AGREEMENT CELLULAR DYNAMICS INTERNATIONAL INC. DISTRIBUTOR AGREEMENT This Distributor Agreement (the "Agreement") is made as of 29 day of April, 2011 (the "Effective Date") by and between: Cellular Dynamics International, Inc. ("CDI") Distributor: iPS Academia Japan, Inc. ("Distributor") Shipping Address and Fax: Shipping Address and Fax: 525 Science Drive IF Green Center Bldg., 123 Kameya-cho Madison, WI 5 |
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April 10, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of August 1, 2006, by and between University Research, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and Cellular Dynamics International, Inc. |
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April 10, 2013 |
FIRST AMENDMENT TO SUPPLY AGREEMENT FIRST AMENDMENT TO SUPPLY AGREEMENT This First Amendment (“Amendment”) to Supply Agreement is by and between Cellular Dynamics International, Inc. |
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April 10, 2013 |
Consulting Agreement This Consulting Agreement, effective as of the 18th day of October, 2010, is made by and between Cellular Dynamics International, Inc. |
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April 10, 2013 |
EX-10 22 filename22.htm PATENT ASSIGNMENT WHEREAS, James A. Thomson, a U.S. citizen residing in Wisconsin (the “Assignor”), jointly with another co-inventor, owns all right, title, and interest in and to the patent applications listed in the attached Schedule A (the “Assigned Patents”); WHEREAS, Cellular Dynamics International, Inc., a Wisconsin corporation having its principal place of business a |
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April 10, 2013 |
Non-Exclusive License Agreement Non-Exclusive License Agreement This Agreement is made effective as of May 6, 2010 (“Effective Date”) by and between iPS Academia Japan, Inc. |
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April 10, 2013 |
1st Amendment This Amendment ("Amendment") is made to Distributor Agreement by and between Cellular Dynamics International, Inc. |
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April 10, 2013 |
As filed with the Securities and Exchange Commission on , 2013. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CELLULAR DYNAMICS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Wisconsin 2836 26-1737267 (State or Other Jurisdiction of Incorpo |
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April 10, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: As you know, in connection with the grant on October 18, 2010 to you of an option for the purchase of shares of common stock of Cellular Dynamics International, Inc. (the “Company”) u |
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April 10, 2013 |
PROMISSORY NOTE Amount: $750,000.00 FOR VALID CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, and in consideration for the terms and conditions set forth in the Technology Venture Fund and Economic Diversification Program Agreement (“Agreement”) between the Wisconsin Department of Commerce (“Department”) and Cellular Dynamics International, Inc. (“Borrower”) also ident |
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April 10, 2013 |
Tracking ID: UReserach PIC 060301-L5E AMENDMENT TO LEASE LANDLORD: UNIVERSITY RESEARCH PARK, INCORPORATED TENANT: CELLULAR DYNAMICS INTERNATIONAL, INC. |
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April 10, 2013 |
EX-10 4 filename4.htm Tracking ID: UResarchPK-060315 LEASE AGREEMENT LANDLORD: UNIVERSITY RESEARCH PARK, INCORPORATED TENANT: CELLULAR DYNAMICS INTERNATIONAL, INC. LEASED 515/525 Science Drive, Suites 100 and 200 PREMISES: Storage Room 6 and 3 Madison, Wisconsin 53711 DATE: [see signature page of Lease] 1 UNIVERSITY SCIENCE CENTER LEASE AGREEMENT This Lease is made by and between University Resear |
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April 10, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 October 18, 2010 Dr. James A. Thomson 3420 Genetics-Biotechnology Center Bldg. 425 Henry Mall Madison, WI 53706 Dear Jamie: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions upon which you will be employed by Cellular |
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April 10, 2013 |
SUPPLY AND DISTRIBUTION AGREEMENT EXECUTION VERSION SUPPLY AND DISTRIBUTION AGREEMENT THIS SUPPLY AND DISTRIBUTION AGREEMENT ("Agreement"), dated June 12, 2012 (the "Effective Date"), is entered into between Life Technologies Corporation, a Delaware corporation having a place of business at 5791 Van Allen Way, Carlsbad, California 92008, U. |
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April 10, 2013 |
IURTC Tech Number 9331 and 9945 EXCLUSIVE LICENSE AGREEMENT Between INDIANA UNIVERSITY RESEARCH AND TECHNOLOGY CORPORATION Licensor And CELLULAR DYNAMICS INTERNATIONAL Licensee 1 (****) DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE U. |
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April 10, 2013 |
Master Laboratory Services Agreement Master Laboratory Services Agreement Introduction and Scope Section 1. Parties; Defined Terms 1.1 This is an agreement between Eli Lilly and Company, an Indiana corporation (“Lilly”) and Cellular Dynamics International Inc., having its principal place of business at University Research Park, 525 Science Drive, Suite 200, Madison, WI 53711 (“CDI”). 1.2 Other capitalized terms are defined in Exhibit |
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April 10, 2013 |
License and Services Agreement Tracking ID: Buck-1200927-L5E License and Services Agreement This License and Services Agreement ("Agreement") is by and between The Buck Institute for Research on Aging, an independent non-profit research organization ("Buck") with facilities at 8001 Redwood Blvd. |
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April 10, 2013 |
First Amendment to Supply and Distribution Agreement EXECUTION COPY First Amendment to Supply and Distribution Agreement This First Amendment to the Supply and Distribution Agreement (“First Amendment”) is made as of February 27, 2013 (“First Amendment Effective Date”) by and between Life Technologies Corporation, a Delaware corporation with offices at 5791 Van Allen Way, Carlsbad, CA 92008 (“LTC”) and Cellular Dynamics International, Inc. |
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April 10, 2013 |
AMENDMENT TO LEASE THIS AMENDMENT TO LEASE (“Amendment”) is made as of June 1, 2007, by and between University Research Park, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and Cellular Dynamics International, Inc. |
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February 26, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and , a Consultant to the Company (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as |
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February 26, 2013 |
CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT CELLULAR DYNAMICS INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT This Option Agreement, entered into as of , 20 (the date of grant), is between Cellular Dynamics International, Inc., a Wisconsin corporation formerly known as iPS Cells, Inc. (the “Company”), and «NAME» (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’ |
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February 26, 2013 |
INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made effective as of , 20, between Cellular Dynamics International, Inc. |
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February 26, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 19, 2008 Dr. Emile Nuwaysir 2022 Madison St. Madison, WI 53711 Dear Dr. Nuwaysir: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). |
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February 26, 2013 |
Cellular Dynamics International, Inc. University Research Park 525 Science Drive, Suite 200 Madison, WI 53711 December 12, 2008 Mr. Tom Palay 1504 Sumac Madison, WI 53705 Dear Mr. Palay: This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). They are as f |