---
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"
generated_at: "2026-06-04T00:10:18.290470+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Century Therapeutics raises $60M and acquires Clade Therapeutics to expand autoimmune pipeline

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 7.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-046373
- JSON: https://secwatch.observer/filing/0001104659-24-046373.json
- Plain text: https://secwatch.observer/filing/0001104659-24-046373.txt

## Key facts
- M&A Transactions
  Century Therapeutics, Inc. completed an acquisition involving Clade Therapeutics, Inc. for approximately $35 million (closed 2024-04-11).
  - Action: acquisition
  - Counterparty: Clade Therapeutics, Inc.
  - Consideration: approximately $35 million
  - Closing: 2024-04-11
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm
- Material Agreements
  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).
  - Action: entry
  - Agreement: merger
  - Counterparty: Clade Therapeutics, Inc.
  - Value: aggregate upfront consideration was approximately $35 million
  - Effective: 2024-04-11
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm
- Material Agreements
  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).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain institutional accredited investors
  - Value: aggregate gross proceeds of approximately $60 million
  - Effective: 2024-04-11
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1850119/000110465924046373/0001104659-24-046373-index.htm

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