{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-046373","form_type":"8-K","ticker":"IPSC","cik":"0001850119","company_name":"Century Therapeutics, Inc.","filed_at":"2024-04-11T23:59:59+00:00","discovered_at":"2026-05-14T18:03:20.815897+00:00","generated_at":"2026-06-04T00:10:18.290470+00:00","sec_items":["1.01","2.01","3.02","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Century Therapeutics raises $60M and acquires Clade Therapeutics to expand autoimmune pipeline","bullets":["Private placement of ~15.87M shares at $3.78 (April 10 close) led by Bain Capital Life Sciences; expected close April 15, 2024.","Acquisition of Clade Therapeutics for ~$35M upfront ($15M cash + 4.535M shares) plus up to $10M milestone payment.","Expanding CNTY-101 into additional autoimmune indications beyond SLE; CALiPSO-1 trial on track for H1 2024 initiation.","Cash runway extended into 2026 with net proceeds from placement; pipeline adds three preclinical programs from Clade's ab iT platform."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-046373","json":"https://secwatch.observer/filing/0001104659-24-046373.json","markdown":"https://secwatch.observer/filing/0001104659-24-046373.md","text":"https://secwatch.observer/filing/0001104659-24-046373.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/tm2411557d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T00:10:18.290470+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"7aa49b2120196fdf8c3307fc7d4e01f615864a5c","claim":"Century Therapeutics, Inc. completed an acquisition involving Clade Therapeutics, Inc. for approximately $35 million (closed 2024-04-11).","evidence_excerpt":"the Merger and a wholly owned indirect subsidiary of the Company. Pursuant to the terms of the Merger Agreement, the aggregate upfront consideration was approximately $35 million, consisting of (i) approximately $15 million in cash and (ii) 4,535,333 shares of the Company’s common stock, par value $0.0001 per share (the “Merger Shares”). The cash portion","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Clade Therapeutics, Inc."},{"label":"Consideration","value":"approximately $35 million"},{"label":"Closing","value":"2024-04-11"}],"fact_type":"ma_transaction"},{"claim_id":"cc74bf4b83a6eab02fdf77d6a50d0398b7802415","claim":"Century Therapeutics, Inc. entered into Agreement and Plan of Merger with Clade Therapeutics, Inc. valued at aggregate upfront consideration was approximately $35 million (effective 2024-04-11).","evidence_excerpt":"On April 11, 2024, the Company, Clarent Intermediate Sub, Inc. (“Intermediate Sub”), a wholly owned subsidiary of Company, and Clarent Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of Intermediate Sub, entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Clade Therapeutics, Inc. (“Clade”) and Fortis Advisors LLC, solely in its capacity as Securityholders’ Agent.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Clade Therapeutics, Inc."},{"label":"Value","value":"aggregate upfront consideration was approximately $35 million"},{"label":"Effective","value":"2024-04-11"}],"fact_type":"material_agreement"},{"claim_id":"f90565ba39b77aa9182227362e93c00adce742fb","claim":"Century Therapeutics, Inc. entered into Securities Purchase Agreement with certain institutional accredited investors valued at aggregate gross proceeds of approximately $60 million (effective 2024-04-11).","evidence_excerpt":"On April 11, 2024, Century Therapeutics, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement an aggregate of 15,873,011 shares of the Company’s common stock, par value $0.0001 per share (the “Private Placement Shares”), at a price of $3.78 per share (the “Private Placement”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain institutional accredited investors"},{"label":"Value","value":"aggregate gross proceeds of approximately $60 million"},{"label":"Effective","value":"2024-04-11"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}