0001140361-17-046077.txt : 20171213 0001140361-17-046077.hdr.sgml : 20171213 20171213172811 ACCESSION NUMBER: 0001140361-17-046077 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171211 FILED AS OF DATE: 20171213 DATE AS OF CHANGE: 20171213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KIRK RANDAL J CENTRAL INDEX KEY: 0001091823 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31564 FILM NUMBER: 171254669 MAIL ADDRESS: STREET 1: 1881 GROVE AVENUE CITY: RADFORD STATE: VA ZIP: 24141 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INTREXON CORP CENTRAL INDEX KEY: 0001356090 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31564 FILM NUMBER: 171254668 BUSINESS ADDRESS: STREET 1: 1750 KRAFT DRIVE STREET 2: SUITE 1400 CITY: BLACKSBURG STATE: VA ZIP: 24060 BUSINESS PHONE: 301-556-9809 MAIL ADDRESS: STREET 1: 1750 KRAFT DRIVE STREET 2: SUITE 1400 CITY: BLACKSBURG STATE: VA ZIP: 24060 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fibrocell Science, Inc. CENTRAL INDEX KEY: 0000357097 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 870458888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 405 EAGLEVIEW BOULEVARD CITY: EXTON STATE: PA ZIP: 19341 BUSINESS PHONE: 484-713-6000 MAIL ADDRESS: STREET 1: 405 EAGLEVIEW BOULEVARD CITY: EXTON STATE: PA ZIP: 19341 FORMER COMPANY: FORMER CONFORMED NAME: ISOLAGEN INC DATE OF NAME CHANGE: 20020320 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN FINANCIAL HOLDING INC /DE DATE OF NAME CHANGE: 19960330 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN FINANCIAL HOLDING INC /CO DATE OF NAME CHANGE: 19921008 4 1 doc1.xml FORM 4 X0306 4 2017-12-11 0 0000357097 Fibrocell Science, Inc. FCSC 0001091823 KIRK RANDAL J C/O THIRD SECURITY, LLC 1881 GROVE AVENUE RADFORD VA 24141 0 0 1 0 0001356090 INTREXON CORP C/O LEGAL DEPARTMENT 20374 SENECA MEADOWS PARKWAY GERMANTOWN MD 20876 0 0 1 0 Common Stock 2017-12-11 4 P 0 2567121 0.77 A 5773626 I by NRM VII Holdings Common Stock 2017-12-11 4 P 0 155347 0.77 A 349386 I by Kapital Joe Common Stock 2017-12-11 4 P 0 4805 0.77 A 10806 I by Mascara Kaboom Common Stock 2133595 I by Intrexon Warrant to Purchase Common Stock 0.77 2017-12-11 4 P 0 2567121 A 2017-12-11 2022-12-11 Common Stock 2567121 2567121 I by NRM VII Holdings Warrant to Purchase Common Stock 0.77 2017-12-11 4 P 0 155347 A 2017-12-11 2022-12-11 Common Stock 155347 155347 I by Kapital Joe Warrant to Purchase Common Stock 0.77 2017-12-11 4 P 0 4805 A 2017-12-11 2022-12-11 Common Stock 4805 4805 I by Mascara Kaboom The indicated number of common shares is reflective of a 1-for-3 reverse stock split effected by the issuer on March 13, 2017. Randal J. Kirk controls Kapital Joe, LLC ("Kapital Joe"), Mascara Kaboom, LLC ("Mascara Kaboom") and NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by these entities may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. Randal J. Kirk, directly and through certain affiliates, is the largest shareholder of Intrexon Corporation ("Intrexon") and serves as Intrexon's Chairman of the Board and Chief Executive Officer. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The indicated number of warrants to purchase common stock of the issuer were received in connection with the purchase of common stock in an underwritten public offering of the issuer, which closed on December 11, 2017 (the "Offering"). In the Offering, each share of common stock was sold together with a common warrant to purchase one share of common stock at a combined effective price of $0.77 per share and accompanying common warrant. /s/ Randal J. Kirk, CEO of Intrexon Corporation 2017-12-13 /s/ Randal J. Kirk 2017-12-13