SC 13G/A: Century Therapeutics, Inc.
Ticker: IPSC · Form: SC 13G/A · Filed: Oct 25, 2024 · CIK: 1850119
Sentiment: neutral
Topics: sc-13g-a
AI Summary
SC 13G/A filing by Century Therapeutics, Inc..
Risk Assessment
Risk Level: low
Filing Stats: 1,988 words · 8 min read · ~7 pages · Grade level 12.6 · Accepted 2024-10-25 21:39:32
Key Financial Figures
- $0.0001 — ame of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 15673T
Filing Documents
- ff4031810_13ga1-century.htm (SC 13G/A) — 185KB
- ff4031810_ex2-century.htm (EX-2) — 14KB
- 0000895345-24-000480.txt ( ) — 201KB
(a): Name of Person Filing
Item 2(a): Name of Person Filing
(a) is hereby amended and restated to read as follows
Item 2(a) is hereby amended and restated to read as follows: This Schedule 13G is jointly filed by Boxer Capital, Boxer Management, Mr. Lewis, MVA Investors, Mr. Davis and BCM (collectively, the " Reporting Persons "). Boxer Management is the managing member and majority owner of Boxer Capital. Mr. Lewis is the sole indirect owner of and controls Boxer Management. MVA Investors is the independent, personal investment vehicle of certain employees of BCM. BCM is a registered investment advisor, providing investment management services to Boxer Capital. Mr. Davis is the Managing Member of BCM and is a member of and has voting and dispositive power over securities beneficially held by MVA Investors and BCM. With his immediate family, Mr. Davis indirectly owns the membership interests in BCM.
(b): Address of Principal Business Office or, if None, Residence
Item 2(b): Address of Principal Business Office or, if None, Residence
(b) is hereby amended and restated to read as follows
Item 2(b) is hereby amended and restated to read as follows: The principal business address of Boxer Capital, MVA Investors, Mr. Davis and BCM is: 12860 El Camino Real, Suite 300, San Diego, CA 92130. The principal business address of Boxer Management and Mr. Lewis is: Albany Financial Center, Suite 207, Lewis Drive, N7776, New Providence, Bahamas.
(c): Citizenship
Item 2(c): Citizenship
(c) is hereby amended and restated to read as follows
Item 2(c) is hereby amended and restated to read as follows: Boxer Capital, MVA Investors and BCM are limited liability companies organized under the laws of Delaware. Boxer Management is a Bahamian international business company. Mr. Lewis is a citizen of the United Kingdom. Mr. Davis is a citizen of the United States of America.
is hereby amended and restated to read as follows
Item 4 is hereby amended and restated to read as follows: (a) Amount beneficially owned : BCM and Mr. Davis beneficially own 3,174,603 shares of Common Stock. The Reporting Persons beneficially own, in the aggregate, 3,174,603 shares of Common Stock. (b) Percent of class : All percentages of beneficial ownership set forth herein are based on 84,715,961 shares of Common Stock reported outstanding on August 1, 2024 in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on August 8, 2024. The number of shares of Common Stock beneficially owned by the Reporting Persons in the aggregate represents 3.7% of the Issuer's outstanding shares of Common Stock. (c) Number of shares as to which such person has : (i) sole power to vote or to direct the vote : None of the Reporting Persons has sole power to vote or to direct the vote of any shares of Common Stock. (ii) shared power to vote or to direct the vote : BCM and Mr. Davis have shared power to vote or to direct the vote of 3,174,603 shares of Common Stock. (iii) sole power to dispose or to direct the disposition of : None of the Reporting Persons has sole power to dispose or to direct the disposition of any shares of Common Stock. (iv) shared power to dispose or to direct the disposition of : BCM and Mr. Davis have shared power to dispose or to direct the disposition of 3,174,603 shares of Common Stock.
: Ownership of Five Percent or Less of a Class
Item 5: Ownership of Five Percent or Less of a Class With respect to the Reporting Persons: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following .
: Ownership of More than Five
Item 6: Ownership of More than Five Percent on Behalf of Another Person
is hereby amended and restated to read as follows
Item 6 is hereby amended and restated to read as follows: Other than as may result from indirect interests of investors in Boxer Capital and MVA Investors, no persons other than the Reporting Persons have the right to receive or the power to direct the receipt of dividends, or proceeds of sale of the securities disclosed herein.
: Certification
Item 10: Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11. Exhibits 2 Joint Filing Agreement, dated October 25, 2024, among the Reporting Persons.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 25, 2024 BOXER CAPITAL, LLC By: /s/ Aaron I. Davis Name: Aaron I. Davis Title: Authorized Signatory BOXER ASSET MANAGEMENT INC. By: /s/ Paul Higgs Name: Paul Higgs Title: Director JOSEPH C. LEWIS /s/ Joseph C. Lewis Joseph C. Lewis, Individually MVA INVESTORS, LLC By: /s/ Aaron I. Davis Name: Aaron I. Davis Title: Authorized Signatory AARON I. DAVIS /s/ Aaron I. Davis Aaron I. Davis, Individually BOXER CAPITAL MANAGEMENT, LLC By: /s/ Aaron I. Davis Name: Aaron I. Davis Title: Managing Member