• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Dashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlerts
    Company
    AboutQuantisnow PlusContactJobs
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13D/A filed by Cellectis S.A. (Amendment)

    11/16/23 11:16:17 AM ET
    $CLLS
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $CLLS alert in real time by email
    SC 13D/A 1 tm2330912d1_sc13da.htm SC 13D/A

     

     

    CUSIP No. 15117K103

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    Schedule 13D

    Under the Securities Exchange Act of 1934

    (Amendment No. 1)*

     

    Cellectis S.A.
    (Name of Issuer)
     
    Ordinary shares, nominal value of €0.05 per ordinary share
    (Title of Class of Securities)
     
    15117K103
    (CUSIP Number)
     

    Adrian Kemp

    AstraZeneca PLC

    1 Francis Crick Avenue

    Cambridge Biomedical Campus

    Cambridge CB2 0AA

    England

    Telephone: +44 20 3749 5000

     

    with a copy to:

     

    Julian G. Long
    Sebastian L. Fain

    Freshfields Bruckhaus Deringer LLP

    100 Bishopsgate

    London EC2P 2SR

    United Kingdom

    Tel: +44 20 7936 4000

    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
     
    November 14, 2023
    (Date of Event which Requires Filing of this Statement)

     

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ¨

     

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

     

    The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

    *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page

     

     

     

     

     

     

    CUSIP No. 15117K103

     

    Schedule 13D

     

    1

    NAME OF REPORTING PERSON

    I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     

    AstraZeneca Holdings B.V.

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a) ¨

    (b) ¨

    3

    SEC USE ONLY

     

    4

    SOURCE OF FUNDS (See Instructions)

     

    WC

    5

    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

     

    ¨

    6

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Netherlands

      7

    SOLE VOTING POWER

     

    16,000,000 Ordinary Shares1

      8

    SHARED VOTING POWER

     

    0

      9

    SOLE DISPOSITIVE POWER

     

    16,000,000 Ordinary Shares1

      10

    SHARED DISPOSITIVE POWER

     

    0

    11

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    16,000,000 Ordinary Shares1

    12

    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

     

    ¨

    13

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     

    22.4%2

    14

    TYPE OF REPORTING PERSON

     

    CO

           

     

    1 Represents Ordinary Shares held directly by AstraZeneca Holdings B.V., a wholly owned subsidiary of AstraZeneca PLC. AstraZeneca PLC and AstraZeneca Holdings B.V. may each be deemed to have sole voting and dispositive power over the Ordinary Shares.

     

    2 Based on 71,583,768 outstanding Ordinary Shares (composed of 55,583,768 Ordinary Shares outstanding as of October 31, 2023 according to information received from the Issuer on November 8, 2023, plus 16,000,000 Ordinary Shares issued to AstraZeneca Holdings B.V. on November 6, 2023 pursuant to the Initial Investment Agreement).

     

     

     

     

    CUSIP No. 15117K103

     

    1

    NAME OF REPORTING PERSON

    I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     

    AstraZeneca PLC

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a) ¨

    (b) ¨

    3

    SEC USE ONLY

     

    4

    SOURCE OF FUNDS (See Instructions)

     

    WC

    5

    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

     

    ¨

    6

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    United Kingdom

      7

    SOLE VOTING POWER

     

    16,000,000 Ordinary Shares3

      8

    SHARED VOTING POWER

     

    0

      9

    SOLE DISPOSITIVE POWER

     

    16,000,000 Ordinary Shares3

      10

    SHARED DISPOSITIVE POWER

     

    0

    11

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    16,000,000 Ordinary Shares3

    12

    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

     

    ¨

    13

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     

    22.4%4

    14

    TYPE OF REPORTING PERSON

     

    CO

           

     

    3 Represents Ordinary Shares held directly by AstraZeneca Holdings B.V., a wholly owned subsidiary of AstraZeneca PLC. AstraZeneca PLC and AstraZeneca Holdings B.V. may each be deemed to have sole voting and dispositive power over the Ordinary Shares.

     

    4 Based on 71,583,768 outstanding Ordinary Shares (composed of 55,583,768 Ordinary Shares outstanding as of October 31, 2023 according to information received from the Issuer on November 8, 2023, plus 16,000,000 Ordinary Shares issued to AstraZeneca Holdings B.V. on November 6, 2023 pursuant to the Initial Investment Agreement).

     

     

     

     

    CUSIP No. 15117K103

     

    SCHEDULE 13D

     

    Introductory Statement.

     

    This Amendment No. 1 (“Amendment No. 1”) amends and supplements the Schedule 13D filed on November 9, 2023 (the “Original Schedule 13D”) by AstraZeneca PLC and AstraZeneca Holdings B.V. relating to the Ordinary Shares of Cellectis S.A. Except as otherwise specified in this Amendment No. 1, the Original Schedule 13D is unmodified. Capitalized terms used but not defined in this Amendment No. 1 have the respective meanings set forth in the Original Schedule 13D.

     

    Item 4. Purpose of Transaction.

     

    Item 4 is hereby amended and supplemented to include the following:

     

    “Following a consultation process with the Issuer’s comité social et économique (the “Works Council”), which was duly completed on November 6, 2023, the Issuer and AZ Holdings entered into the Subsequent Investment Agreement on November 14, 2023 in substantially the form attached to the MOU.

     

    The closing of the Additional Investment remains subject to (i) the approval of the extraordinary general meeting of the shareholders of the Issuer to be called in the coming days and expected to be held on or around December 22, 2023, (ii) clearance of such investment from the French Ministry of Economy according to the foreign direct investment French regulations, and (iii) other customary closing conditions. Immediately following the Additional Investment, it is anticipated that AZ Holdings would own approximately 44% of the Ordinary Shares then outstanding and 30% of the voting rights of the Issuer (based on the number of voting rights of the Issuer currently outstanding).”

     

     

     

     

    CUSIP No. 15117K103

     

    SIGNATURE

     

    After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

     

    Date: November 16, 2023 ASTRAZENECA PLC
       
      By: /s/ Adrian Kemp
      Name: Adrian Kemp
      Title: Company Secretary
       
    Date: November 16, 2023 ASTRAZENECA HOLDINGS B.V.
       
      By: /s/ Kamila Kozikowska
      Name: Kamila Kozikowska
      Title: Director

     

     

     

    Get the next $CLLS alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $CLLS

    DatePrice TargetRatingAnalyst
    3/17/2023$6.00Buy
    Bryan Garnier
    5/18/2022$10.00Neutral → Outperform
    Robert W. Baird
    1/6/2022$16.00Overweight → Equal-Weight
    Wells Fargo
    11/30/2021$20.00Mkt Outperform
    JMP Securities
    11/8/2021Outperform → Mkt Perform
    William Blair
    10/8/2021$39.00 → $10.00Outperform → Neutral
    Baird
    10/8/2021$39.00 → $10.00Outperform → Neutral
    Robert W. Baird
    More analyst ratings

    $CLLS
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    See more
    • Bryan Garnier initiated coverage on Cellectis with a new price target

      Bryan Garnier initiated coverage of Cellectis with a rating of Buy and set a new price target of $6.00

      3/17/23 9:01:09 AM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis upgraded by Robert W. Baird with a new price target

      Robert W. Baird upgraded Cellectis from Neutral to Outperform and set a new price target of $10.00

      5/18/22 7:11:44 AM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis downgraded by Wells Fargo with a new price target

      Wells Fargo downgraded Cellectis from Overweight to Equal-Weight and set a new price target of $16.00

      1/6/22 5:50:31 AM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $CLLS
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    See more
    • SEC Form SC 13D/A filed by Cellectis S.A. (Amendment)

      SC 13D/A - Cellectis S.A. (0001627281) (Subject)

      5/21/24 4:19:05 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form SC 13G/A filed by Cellectis S.A. (Amendment)

      SC 13G/A - Cellectis S.A. (0001627281) (Subject)

      2/14/24 5:07:22 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form SC 13G/A filed by Cellectis S.A. (Amendment)

      SC 13G/A - Cellectis S.A. (0001627281) (Subject)

      2/14/24 2:24:22 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $CLLS
    Leadership Updates

    Live Leadership Updates

    See more
    • Totus Medicines Appoints Simon Harnest, MSc, BSc, as Chief Financial Officer

      EMERYVILLE, Calif., Jan. 28, 2025 (GLOBE NEWSWIRE) -- Totus Medicines, a company revolutionizing small molecule drug discovery and development using covalent DNA-encoded libraries and AI tools, today announced the appointment of Simon Harnest, MSc, BSc, as Chief Financial Officer. This key addition comes at a pivotal moment for Totus as the company prepares to advance its clinical-stage program following encouraging results from its Phase 1 study of TOS-358, a covalent PI3Kα inhibitor. "The addition of Simon, with over 15 years' experience in private capital markets strategy and IPO processes, comes at the right time for Totus as we advance our clinical-stage and discovery programs," said

      1/28/25 8:00:00 AM ET
      $CBUS
      $CLLS
      $MGX
      $CLXT
      Agricultural Chemicals
      Industrials
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis Provides Business Updates and Financial Results for Third Quarter 2024

      UCART22 and UCART20x22: enrollment ongoing, Phase 1 dataset and late-stage development strategy to be presented in 2025AstraZeneca partnership: R&D activities are ongoing on three programs – one allogeneic CAR T for hematological malignancies, one allogeneic CAR T for solid tumors, and one in vivo gene therapy for a genetic disorderAppointed Adrian Kilcoyne, M.D., MPH, MBA, an industry leader in the advancement of cell therapy treatment, as Chief Medical OfficerCash position of $264 million as of September 30, 20241; cash runway projection into 2027Conference call scheduled for 8:00 am ET / 2:00 pm CET on November 5, 2024 NEW YORK, Nov. 04, 2024 (GLOBE NEWSWIRE) -- Cellectis (the "Company

      11/4/24 4:30:00 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis Appoints Dr. Adrian Kilcoyne as Chief Medical Officer

      NEW YORK, Aug. 07, 2024 (GLOBE NEWSWIRE) -- Cellectis (the "Company") (NASDAQ:CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, announced today the appointment of Dr. Adrian Kilcoyne, M.D., MPH, MBA as its Chief Medical Officer, effective immediately. "We're thrilled to welcome Dr. Kilcoyne to Cellectis. He is a strategic, forward-thinking drug developer who is passionate about delivering life-saving therapies to patients. His clinical vision and proven leadership, as well as his extensive experience, will strengthen our clinical development efforts as we advance our product pipeline of next-generation

      8/7/24 2:00:00 AM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $CLLS
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • Cellectis to Report First Quarter Financial Results on May 12, 2025

      NEW YORK, May 06, 2025 (GLOBE NEWSWIRE) -- Cellectis (the "Company") (NASDAQ:CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, today announced that it will report financial results for the first quarter 2025 ending March 31, 2025 on Monday, May 12, 2025 after the close of the US market. The press release will be available in the Investors section of Cellectis' website: https://www.cellectis.com/en/investors/press-releases/ Cellectis will not host a conference call to discuss these results. Our investors relations team remains available for questions at [email protected]      About Cellectis  Ce

      5/6/25 4:30:00 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis Presents Non-Viral Gene Editing and Base Editing Innovation at the ASGCT Annual Meeting

      NEW YORK, April 28, 2025 (GLOBE NEWSWIRE) -- Cellectis (the "Company") (NASDAQ:CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, today unveils research data on TALEN®-mediated non-viral transgene insertion for advancing cellular and gene therapies, and advancements in genetic editing using TALE base editors (TALEB), at the Society of Gene and Cell Therapy (ASGCT) annual meeting, that will be held on May 13-17, 2025 in New Orleans. The data are presented in two posters: Title: TALEN®- Mediated non-viral Transgene Insertion for the Advancement of Cellular and Gene Therapies. Cell and gene therapy approa

      4/28/25 4:30:00 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis Reports Financial Results for the Fourth Quarter and Full Year 2024 and Provides a Business Update

      ○ UCART22 Phase 1 dataset and late-stage development strategy expected in the third quarter of 2025; Orphan Drug Designation (ODD) and Rare Pediatric Disease Designation (RPDD) granted by FDA and ODD granted by the European Commission to UCART22 for the treatment of ALL. ○ UCART20x22 Phase 1 study in relapsed or refractory B-cell non-Hodgkin lymphoma (r/r NHL) ongoing with readout expected in late 2025. ○ AstraZeneca partnership: R&D activities ongoing on three programs – one allogeneic CAR T for hematological malignancies, one allogeneic CAR T for solid tumors, and one in vivo gene therapy for a genetic disorder. ○ Cash position of $264 million as of December 31, 20241 provides runway in

      3/13/25 6:07:50 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $CLLS
    SEC Filings

    See more
    • SEC Form 6-K filed by Cellectis S.A.

      6-K - Cellectis S.A. (0001627281) (Filer)

      5/6/25 4:35:08 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form 6-K filed by Cellectis S.A.

      6-K - Cellectis S.A. (0001627281) (Filer)

      4/28/25 4:35:06 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form 6-K filed by Cellectis S.A.

      6-K - Cellectis S.A. (0001627281) (Filer)

      3/31/25 5:00:03 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $CLLS
    Financials

    Live finance-specific insights

    See more
    • Cellectis to Report First Quarter Financial Results on May 12, 2025

      NEW YORK, May 06, 2025 (GLOBE NEWSWIRE) -- Cellectis (the "Company") (NASDAQ:CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, today announced that it will report financial results for the first quarter 2025 ending March 31, 2025 on Monday, May 12, 2025 after the close of the US market. The press release will be available in the Investors section of Cellectis' website: https://www.cellectis.com/en/investors/press-releases/ Cellectis will not host a conference call to discuss these results. Our investors relations team remains available for questions at [email protected]      About Cellectis  Ce

      5/6/25 4:30:00 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis Reports Financial Results for the Fourth Quarter and Full Year 2024 and Provides a Business Update

      ○ UCART22 Phase 1 dataset and late-stage development strategy expected in the third quarter of 2025; Orphan Drug Designation (ODD) and Rare Pediatric Disease Designation (RPDD) granted by FDA and ODD granted by the European Commission to UCART22 for the treatment of ALL. ○ UCART20x22 Phase 1 study in relapsed or refractory B-cell non-Hodgkin lymphoma (r/r NHL) ongoing with readout expected in late 2025. ○ AstraZeneca partnership: R&D activities ongoing on three programs – one allogeneic CAR T for hematological malignancies, one allogeneic CAR T for solid tumors, and one in vivo gene therapy for a genetic disorder. ○ Cash position of $264 million as of December 31, 20241 provides runway in

      3/13/25 6:07:50 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Cellectis to Report Fourth Quarter and Full Year 2024 Financial Results on March 13, 2025

      NEW YORK, March 07, 2025 (GLOBE NEWSWIRE) -- Cellectis (the "Company") (NASDAQ:CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, today announced that it will report financial results for the fourth quarter and full year 2024 ending December 31, 2024 on Thursday, March 13, 2025 after the close of the US market. The publication will be followed by an investor conference call and webcast on Friday, March 14, 2025, at 8:00 AM ET / 1:00 PM CET. The call will include the Company's fourth quarter and full year 2024 results and an update on business activities. Details for the call are as follows: Di

      3/7/25 4:30:00 PM ET
      $CLLS
      Biotechnology: Pharmaceutical Preparations
      Health Care