Form D
View Original Filing
Notice of Exempt Offering of Securities
Item 1. Issuer's Identity
Name of Issuer:
ATHERSYS, INC / NEW
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
Over Five Years Ago
Item 2 Issuer Principal Place of Business and Contact Information
3201 CARNEGIE AVENUE
CLEVELAND, OH 44115-2634
Phone Number:
subscription required
Item 3. Related Persons
Name
GIL VAN BOKKELEN
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- DIRECTOR
Clarification of Response
CHAIRMAN OF THE BOARD OF DIRECTORS AND CHIEF EXECUTIVE OFFICER
Item 3. Related Persons
Name
LAURA K. CAMPBELL
Address
subscription required
Relationship(s)
Clarification of Response
VICE PRESIDENT, FINANCE
Item 3. Related Persons
Name
JOHN J. HARRINGTON
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- DIRECTOR
Clarification of Response
EXECUTIVE VICE PRESIDENT, CHIEF SCIENTIFIC OFFICER AND DIRECTOR
Item 3. Related Persons
Name
LEE E. BABISS
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
ISMAIL KOLA
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
GEORGE M. MILNE
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
LORIN J. RANDALL
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
JACK L. WYSZOMLERSKI
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
WILLIAM LEHMANN
Address
subscription required
Relationship(s)
Clarification of Response
PRESIDENT, CHIEF OPERATING OFFICER AND SECRETARY
Item 4. Industry Group
BIOTECHNOLOGY
Item 5. Issuer Size
Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
$5,000,001 - $25,000,000
Item 6. Federal Exemptions and Exclusions Claimed
Item 7. Type of Filing
New Notice
Date of First Sale in this Offering:
03/09/2012
Item 8. Duration of Offering
Does the issuer intend this offering to last more than one year?
No
Item 9. Type(s) of Securities Offered
- Equity
- Option, Warrant or Other Right to Acquire Another Security
- Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security
Item 10. Business Combination Transaction
Is this offering being made in connection with a business combination
transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response
Item 11. Minimum Investment
Minimum Investment accepted from any outside investor
20000
Item 12. Sales Compensation
Recipient
PIPER JAFFRAY CO.
Recipient CRD Number
665
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
345 PARK AVENUE
NEW YORK, NY 10154
States of Solicitation
Item 12. Sales Compensation
Recipient
WILLIAM BLAIR COMPANY
Recipient CRD Number
1252
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
222 WEST ADAMS STREET
CHICAGO, IL 60606
States of Solicitation
Item 12. Sales Compensation
Recipient
FIRST ANALYSIS SECURITIES CORPORATION
Recipient CRD Number
10446
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
ONE SOUTH WACKER DRIVE
SUITE 3900
CHICAGO, IL 60606
States of Solicitation
Item 12. Sales Compensation
Recipient
WBB SECURITIES, LLC
Recipient CRD Number
118440
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
16835 WEST BERNARDO DRIVE
SUITE 120
SAN DIEGO, CA 92127
States of Solicitation
Item 13. Offering and Sales Amounts
Total Offering Amount
18000004
Total Amount Sold
9000002
Total Remaining to be Sold
9000002
Clarification of Response
THE TOTAL OFFERING AMOUNT INCLUDES AMOUNTS RECEIVABLE BY THE ISSUER UPON THE EXERCISE OF WARRANTS TO PURCHASE ATHERSYS, INC.'S COMMON STOCK, ASSUMING NO CASHLESS EXERCISE. SUCH WARRANTS HAVE NOT YET BEEN EXERCISED.
Item 14. Investors
Securities in the offering have been or may be sold to persons
who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
20
Item 15. Sales Commissions and Finders' Fees Expenses
Sales Commissions:
705000.0
Finders' Fees
0.0
Clarification of Response
PIPER JAFFRAY CO. ACTED AS SOLE LEAD PLACEMENT AGENT. WILLIAM BLAIR COMPANY AND FIRST ANALYSIS SECURITIES CORPORATION ACTED AS CO-PLACEMENT AGENTS. WBB SECURITIES, LLC ACTED AS FINANCIAL ADVISOR. THE TOTAL AMOUNT PAID TO THESE ENTITIES WAS $705000.
Item 16. Use of Proceeds
Provide the amount of the gross proceeds of the offering
that has been or is proposed to be used for payments to any of the persons required
to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response
Signature and Submission
Issuer Name
ATHERSYS, INC / NEW
Issuer Signature
/S/ LAURA K. CAMPBELL
Signer Name
LAURA K. CAMPBELL
Signer Title
VICE PRESIDENT, FINANCE
Signature Date
03/22/2012