Post-effective Amendment Filed Solely to Add Exhibits to a Registration Statement (pos Ex)
15 August 2013 - 7:54AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on August 14, 2013.
Registration No. 333-188186
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1
TO
FORM S-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
AASTROM BIOSCIENCES, INC.
(Exact name of registrant as specified in its charter)
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Michigan
(State or other jurisdiction of
incorporation or organization)
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94-3096597
(I.R.S. Employer Identification
Number)
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24 Frank Lloyd Wright Drive
Lobby K
Ann Arbor, Michigan 48105
(800) 556-0311
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Dominick C. Colangelo
President and Chief Executive Officer
Aastrom Biosciences, Inc.
Lobby K
Ann Arbor, Michigan 48105
(800) 556-0311
(Name, address, including zip code, and telephone number, including area code, of agent for service)
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Mitchell S. Bloom
Danielle M. Lauzon
Goodwin Procter LLP
Exchange Place
Boston, Massachusetts 02109
Telephone: (617) 570-1000
Facsimile: (617) 523-1231
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Yvan-Claude Pierre
Jodi L. Lashin
Reed Smith LLP
599 Lexington Avenue
New York, New York 10022
Telephone: (212) 521-5400
Facsimile: (212) 521-5450
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Approximate date of commencement of proposed sale to the public:
As soon as practicable after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended, check the following box.
x
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
o
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
o
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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Large accelerated
filer
o
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Accelerated
filer
x
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Non-accelerated filer
o
(Do not check if a smaller reporting
company)
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Smaller reporting
company
o
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EXPLANATORY NOTE
This Post-Effective Amendment No. 1 relates to the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-188186), declared effective by the Securities and Exchange Commission on August 13, 2013. The Registrant is filing this Post-Effective Amendment No. 1 pursuant to Rule 462(d) for the sole purpose of replacing Exhibit 5.1 to the Registration Statement. This Post-Effective Amendment No. 1 does not modify any provision of Part I or Part II of the Registration Statement other than supplementing Item 16 of Part II as set forth below.
Part II—INFORMATION NOT REQUIRED IN THIS PROSPECTUS
Item 16. Exhibits and Financial Statements Schedules
(a)
Exhibits
A list of exhibits filed with this registration statement on Form S-1 is set forth on the Exhibit Index and is incorporated herein by reference.
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5.1 #
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Opinion of Dykema Gossett PLLC.
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23.2#
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Consent of Dykema Gossett PLLC (included in Exhibit 5.1 hereto).
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24.1*
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Power of Attorney (included in signature pages to this Registration Statement).
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#
Filed herewith.
*
Previously filed.
(b)
Financial Statement Schedules
All schedules have been omitted because either they are not required, are not applicable or the information is otherwise set forth in the financial statements and related notes thereto.
II-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Post-Effective amendment no. 1 to registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Ann Arbor, state of Michigan on August 14, 2013.
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AASTROM BIOSCIENCES, INC.
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By:
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/s/ Dominick C. Colangelo
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Dominick C. Colangelo
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President and Chief Executive Officer
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Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Signature
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Title
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Date
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/s/ Dominick C. Colangelo
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President, Chief Executive Officer and Director
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August 14, 2013
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Dominick C. Colangelo
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(Principal Executive Officer)
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/s/ Brian D. Gibson
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Vice President of Finance, Chief Accounting Officer and Treasurer
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August 14, 2013
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Brian D. Gibson
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(Principal Financial and Accounting Officer)
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*
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Chairman of the Board of Directors
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August 14, 2013
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Robert L. Zerbe, M.D.
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*
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Director
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August 14, 2013
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Ronald M. Creswell, Ph.D.
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*
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Director
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August 14, 2013
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Alan L. Rubino
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*
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Director
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August 14, 2013
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Nelson M. Sims
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*/s/ Dominick C. Colangelo
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August 14, 2013
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Dominick C. Colangelo, Attorney-in-fact
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II-2
EXHIBIT INDEX
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5.1 #
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Opinion of Dykema Gossett PLLC.
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23.2#
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Consent of Dykema Gossett PLLC (included in Exhibit 5.1 hereto).
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24.1*
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Power of Attorney (included in signature pages to this Registration Statement).
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#
Filed herewith.
*
Previously filed.
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