Celularity Inc. Files S-1/A Amendment
Ticker: CELUW · Form: S-1/A · Filed: Feb 13, 2025 · CIK: 1752828
Sentiment: neutral
Topics: sec-filing, amendment, pharmaceuticals
Related Tickers: CELU
TL;DR
Celularity Inc. (CELU) filed an S-1/A, updating its financial and business disclosures.
AI Summary
Celularity Inc. filed an S-1/A on February 13, 2025, detailing its financial performance and business operations. The company, formerly GX Acquisition Corp., is in the pharmaceutical preparations sector and is incorporated in Delaware. Its fiscal year ends on December 31st, with its principal business address in Florham Park, NJ.
Why It Matters
This filing provides updated information for investors and the public regarding Celularity Inc.'s financial status and corporate actions, crucial for understanding the company's trajectory in the pharmaceutical sector.
Risk Assessment
Risk Level: medium — S-1/A filings often indicate ongoing or upcoming significant corporate events like offerings or mergers, which carry inherent market risks.
Key Numbers
- 20250213 — Filing Date (Date the S-1/A was filed)
- 1231 — Fiscal Year End (Indicates the end of the company's financial reporting year)
Key Players & Entities
- Celularity Inc. (company) — Filer of the S-1/A
- GX Acquisition Corp. (company) — Former name of Celularity Inc.
- 0001752828 (company) — Central Index Key for Celularity Inc.
- 2834 (company) — Standard Industrial Classification for Pharmaceutical Preparations
- DE (company) — State of incorporation
- NJ (company) — State of business and mailing address
- 333-284611 (dollar_amount) — SEC File Number
FAQ
What is the primary purpose of this S-1/A filing by Celularity Inc.?
The S-1/A filing is an amendment to a previous registration statement, typically used to update or provide additional information to the SEC regarding securities offerings or other corporate actions.
When was Celularity Inc. previously known as GX Acquisition Corp.?
The company's name change from GX Acquisition Corp. to Celularity Inc. occurred on September 12, 2018.
What industry sector does Celularity Inc. operate in?
Celularity Inc. operates in the Pharmaceutical Preparations sector, identified by the Standard Industrial Classification code 2834.
Where is Celularity Inc. incorporated and where is its business located?
Celularity Inc. is incorporated in Delaware (DE) and its business and mailing addresses are located in Florham Park, New Jersey (NJ).
What is the SEC file number associated with this filing?
The SEC file number associated with this S-1/A filing is 333-284611.
Filing Stats: 4,450 words · 18 min read · ~15 pages · Grade level 16.2 · Accepted 2025-02-13 06:20:46
Key Financial Figures
- $2.16 — at an assumed public offering price of $2.16 per share, the last reported sale price
- $0.001 — ck, exercisable at an exercise price of $0.001 per share, to those purchasers whose pu
Filing Documents
- forms-1a.htm (S-1/A) — 5258KB
- ex1-1.htm (EX-1.1) — 516KB
- ex4-2.htm (EX-4.2) — 117KB
- ex4-3.htm (EX-4.3) — 122KB
- ex5-1.htm (EX-5.1) — 30KB
- ex10-68.htm (EX-10.68) — 26KB
- ex10-69.htm (EX-10.69) — 21KB
- ex23-1.htm (EX-23.1) — 3KB
- ex107.htm (EX-FILING FEES) — 22KB
- ex5-1_001.jpg (GRAPHIC) — 10KB
- forms-1_001.jpg (GRAPHIC) — 7KB
- forms-1_004.jpg (GRAPHIC) — 131KB
- forms-1_006.jpg (GRAPHIC) — 131KB
- forms-1_01.jpg (GRAPHIC) — 77KB
- forms-1_03.jpg (GRAPHIC) — 86KB
- forms-1a_001.jpg (GRAPHIC) — 828KB
- forms-1a_002.jpg (GRAPHIC) — 1109KB
- forms-1a_003.jpg (GRAPHIC) — 1713KB
- forms1-a_005.jpg (GRAPHIC) — 74KB
- image_001.jpg (GRAPHIC) — 73KB
- 0001493152-25-006219.txt ( ) — 32412KB
- celu-20240930.xsd (EX-101.SCH) — 147KB
- celu-20240930_cal.xml (EX-101.CAL) — 104KB
- celu-20240930_def.xml (EX-101.DEF) — 598KB
- celu-20240930_lab.xml (EX-101.LAB) — 953KB
- celu-20240930_pre.xml (EX-101.PRE) — 722KB
- forms-1a_htm.xml (XML) — 3774KB
DILUTION
DILUTION 59 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 61
BUSINESS
BUSINESS 81 MANAGEMENT 116 EXECUTIVE AND DIRECTOR COMPENSATION 124 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 134 PRINCIPAL STOCKHOLDERS 140
DESCRIPTION OF CAPITAL STOCK AND SECURITIES WE ARE OFFERING
DESCRIPTION OF CAPITAL STOCK AND SECURITIES WE ARE OFFERING 142 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 149
UNDERWRITING
UNDERWRITING 150 LEGAL MATTERS 158 EXPERTS 158 WHERE YOU CAN FIND MORE INFORMATION 158 INDEX TO FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS You should carefully read this prospectus before deciding to invest in our securities. Neither we nor the underwriters have authorized anyone to provide you with additional information or information different from that contained in this prospectus filed with the Securities and Exchange Commission (the "SEC"). We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. The underwriters are offering to sell, and seeking offers to buy, our securities only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of our securities. Our business, financial condition, results of operations and prospects may have changed since that date. The information provided in this prospectus contains estimates and other statistical data made by independent parties and by us relating to market size and growth and other data about our industry. We obtained the industry and market data in this prospectus from our own research as well as from industry and general publications, surveys and studies conducted by third parties. This data involves a number of assumptions and limitations and contains projections and estimates of the future performance of the industry in which we operate that are subject to a high degree of uncertainty, including those discussed in "Risk Factors." We caution you not to give undue weight to such projections, assumptions, and estimates. Further, industry and general publications, studies and surveys generally state that they have been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information. While we