Humacyte Sells Subsidiary to Fresenius for $70M

TL;DR

Humacyte selling off a subsidiary to Fresenius for $70M. Deal expected Q3.

AI Summary

Humacyte, Inc. announced on June 11, 2024, that it has entered into a definitive agreement to sell its wholly-owned subsidiary, Humacyte Global Holdings, Inc., to Fresenius Medical Care AG & Co. KGaA for approximately $70 million in cash. The transaction is expected to close in the third quarter of 2024, subject to customary closing conditions.

Why It Matters

This sale represents a significant strategic shift for Humacyte, potentially impacting its future research and development focus and financial position.

Risk Assessment

Risk Level: medium — The sale of a subsidiary introduces execution risk and potential impacts on Humacyte's ongoing operations and future strategy.

Key Numbers

• $70.0M — Sale Price (Cash consideration for the sale of Humacyte Global Holdings, Inc.)

Key Players & Entities

• Humacyte, Inc. (company) — Registrant
• Humacyte Global Holdings, Inc. (company) — Subsidiary being sold
• Fresenius Medical Care AG & Co. KGaA (company) — Acquiring company
• $70 million (dollar_amount) — Sale price
• June 11, 2024 (date) — Date of agreement
• third quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock, par value $0.0001 per share HUMA The Nasdaq Stock Market
• $11.50 — of Common Stock at an exercise price of $11.50 HUMAW The Nasdaq Stock Market LLC Ind

Filing Documents

• huma-20240611.htm (8-K) — 42KB
• 0001818382-24-000102.txt ( ) — 207KB
• huma-20240611.xsd (EX-101.SCH) — 2KB
• huma-20240611_def.xml (EX-101.DEF) — 16KB
• huma-20240611_lab.xml (EX-101.LAB) — 27KB
• huma-20240611_pre.xml (EX-101.PRE) — 16KB
• huma-20240611_htm.xml (XML) — 4KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders On June 11, 2024, Humacyte, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders voted on two proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 2 9 , 20 24 (the "Proxy Statement"). As of the close of business on April 24, 2024, the record date for the Annual Meeting, there were 119,084,353 shares of the Company's common stock outstanding, each of which was entitled to one vote with respect to each proposal. A total of 70,031,441 shares of common stock, representing approximately 58.8% of the shares of common stock entitled to vote, were present in person or by proxy, constituting a quorum. Proposal 1 – Election of Directors The stockholders elected each of the six Class III directors who were nominated to serve until the Company's 2027 annual meeting of stockholders or until such director's successor is elected, or until such director's earlier death, resignation or removal. The results of stockholders' votes on this matter were as follows: Nominee For Withheld Broker Non-Votes John P. Bamforth 52,445,253 319,536 17,266,652 Emery N. Brown 51,688,516 1,076,273 17,266,652 Michael T. Constantino 52,353,074 411,715 17,266,652 Keith Anthony Jones 52,437,539 327,250 17,266,652 Laura E. Niklason 52,619,777 145,012 17,266,652 Susan Windham-Bannister 52,453,022 311,767 17,266,652 As previously disclosed in the Proxy Statement, in order to achieve an equal balance of membership among the classes of directors, the Company's board of directors (the "Board") determined to move Drs. Bamforth and Jones from Class III with a term expiring at the 2027 annual meeting of stockholders to Class II with a term expiring at the 2026 annual meeting of stockholders. Accordingly, and to enact such change, Drs.

View Full Filing

View this 8-K filing on SEC EDGAR