Termination of Registration of a Class of Security Under Section 12(b) (15-12b)
March 20 2019 - 4:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
15
CERTIFICATION
AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13
AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission
File Number
001-36646
Asterias
Biotherapeutics, Inc.*
(Exact
name of registrant as specified in its charter)
Asterias
Biotherapeutics, Inc.
6300
Dumbarton Circle
Fremont,
California 94555
(510)
456-3800
(Address,
including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Series
A Common Stock, $0.0001 par value per share
(Title
of each class of securities covered by this Form)
None
(Titles
of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please
place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file
reports:
|
Rule
12g-4(a)(1)
|
☒
|
|
Rule
12g-4(a)(2)
|
☐
|
|
Rule
12h-3(b)(1)(i)
|
☒
|
|
Rule
12h-3(b)(1)(ii)
|
☐
|
|
Rule
15d-6
|
☐
|
|
Rule
15d-22(b)
|
☐
|
Approximate
number of holders of record as of the certification or notice date: 1
Explanatory
Note: As previously announced, Asterias Biotherapeutics, Inc., a Delaware corporation (“Asterias”), entered into an
Agreement and Plan of Merger on November 7, 2018 (the “Merger Agreement”) with BioTime, Inc., a California corporation
(“BioTime”), and Patrick Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of BioTime (“Merger
Sub”). Asterias’ stockholders adopted the Merger Agreement at a special meeting of stockholders held on March 7, 2019.
Pursuant to the terms of the Merger Agreement, on March 8, 2019, following the filing of a Certificate of Merger with the Secretary
of the State of Delaware, Merger Sub merged with and into Asterias, and the separate corporate existence of Merger Sub thereupon
ceased with Asterias continuing as the surviving corporation and a wholly-owned subsidiary of BioTime.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Web.com Group, Inc. has duly caused this notice to be signed on its
behalf by the undersigned duly authorized person.
|
Asterias
Biotherapeutics, Inc.
|
|
|
|
Date:
March 20, 2019
|
By:
|
/s/
Brian M. Culley
|
|
Name:
|
Brian
M. Culley
|
|
Title:
|
Chief
Executive Officer
|
Asterias Biotherapeutics, Inc. (AMEX:AST)
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