---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-048663"
form_type: "8-K"
ticker: "CELU"
cik: "0001752828"
company_name: "Celularity Inc"
filed_at: "2023-09-19T23:59:59+00:00"
generated_at: "2026-06-10T13:38:39.166574+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Celularity extends prepaid advance with Yorkville, issues 2.7M shares, Nasdaq extension to March 2024

## Summary
- Entered letter agreement with Yorkville to extend maturity of Pre-Paid Advance from Sept 15, 2023 to Dec 31, 2023.
- Agreed to pay down $2,500,000 of outstanding pre-paid advance: $2,000,000 by Oct 5, 2023 and $500,000 by Oct 31, 2023.
- Issued 2,707,308 shares of Class A common stock to Yorkville with piggyback registration rights.
- Director Lim Kok Thay resigned from the board effective September 14, 2023; board reduced from nine to seven members.
- Nasdaq granted additional 180-day compliance period until March 11, 2024 for minimum bid price; reverse stock split possible.

## SEC filing metadata
- accession: 0000950170-23-048663
- form_type: 8-K
- ticker: CELU
- cik: 0001752828
- company_name: Celularity Inc
- filed_at: 2023-09-19T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.02, 5.02, 8.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1752828/000095017023048663/0000950170-23-048663-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1752828/000095017023048663/celu-20230914.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-048663
- JSON: https://secwatch.observer/filing/0000950170-23-048663.json
- Plain text: https://secwatch.observer/filing/0000950170-23-048663.txt

## Key facts
- Executive change
  Lim Kok Thay resigned as Class II member of the board of directors at Celularity Inc.
  - Action: resigned
  - Role: Class II member of the board of directors
  source text: On September 14, 2023, Lim Kok Thay, a Class II member of the board of directors of the Company, notified the board of his intention to resign as a member of the board and all committees thereof effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1752828/000095017023048663/0000950170-23-048663-index.htm
- Material Agreements
  Celularity Inc entered into Letter Agreement to Extend Pre-Paid Advance Agreement with YA II PN, Ltd. valued at Amendment extending maturity date to 2023-12-31; partial paydown of $2,500,000; issuance of 2,707,30 (effective 2023-09-18).
  - Action: entry
  - Counterparty: YA II PN, Ltd.
  - Value: Amendment extending maturity date to 2023-12-31; partial paydown of $2,500,000; issuance of 2,707,30
  - Effective: 2023-09-18
  source text: On September 18, 2023, Celularity Inc., or the Company, entered into a letter agreement with YA II PN, Ltd., or Yorkville, to extend the maturity date of the Pre-Paid Advance Agreement dated September 15, 2022, or PPA, from September 15, 2023 to December 31, 2023. Additionally, Yorkville agreed not to declare an event of default, as defined in the PPA, until January 1, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1752828/000095017023048663/0000950170-23-048663-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.