More from S-1,
We have developed and maintain a broad intellectual property (IP) portfolio, with ownership or exclusive licensing of over 28 issued patents and over 170 patent applications in the field of regenerative medicine and related areas.
Employees
As of February 8, 2011, we had 21 full-time employees, of whom 6 hold Ph.D. or M.D. degrees. Twelve employees are directly involved in research and development activities and 9 are engaged in business development and administration. We also use the services of numerous outside consultants in business and scientific matters. We believe that we have good relations with our employees and consultants.
Aronson Lawsuit:
The Plaintiffs withdrew their case the day before the trial date. On April 2, 2010, the Company filed a Memorandum of Costs to recover attorney fees relating to the litigation. On April 15, 2010 the Company filed a Motion for Attorney’s Fees as the prevailing party in this litigation, which was denied on June 18, 2010. On August 9, 2010, we filed a Notice of Appeal from the Order on Motion for Attorney Fees. On November 22, 2010, the Company filed its opening brief in the 1st Appellate District of the California Court of Appeal.
As of February 8, 2011, there were approximately 236 shareholders of record of our common stock.
Caldwell Compensation for 2010..$8,861,921
On December 14, 2010, the Company entered into an employment agreement with Gary Rabin, Chief Executive Officer, Chief Financial Officer, and Chairman of the Board. Pursuant to the Employment Agreement, the parties agreed as follows:
· Mr. Rabin’s employment is on at “at will” basis. The Company shall pay Executive an annua1 salary at the rate of
four hundred eighty thousand ($480,000) per year.
· Within ten (10) days following the execution of the Agreement, but not prior to January 3, 2011, Mr. Rabin received signing bonus of $40,000.
· The Company shall pay Mr. Rabin a performance bonus. The target amount of the performance bonus shall be $480,000 (i.e., 100% of Base Salary) per year. However, the performance bonus shall be no less than $144,000 (i.e., 30% of Base Salary) per year and no more than $720,000 (i.e., 150% of Base Salary) per year. The actual amount of the performance bonus shall be determined by the Compensation Committee of the Board during each calendar year quarter based on the performance of the Company and Mr. Rabin, with reference to the performance goals and/or metrics established by the Compensation Committee in consultation with Mr. Rabin with respect to such performance bonus period.
· On January 3, 2011, the Company granted Mr. Rabin Five Million (5,000,000) shares of restricted common stock of the Company.
· On December 29, 2010, the Company issued Mr. Rabin a non-qualified option to purchase Five Million (5,000,000) shares of common stock of the Company with an exercise price of $0.14.
· If Mr. Rabin’s employment under the Employment Agreement were to be terminated by the Company without cause, the Company will be pay Mr. Rabin severance of one year’s base salary and any unpaid performance bonus pro-rated to the termination date.
The following table sets forth information regarding beneficial ownership of our capital stock as of February 8, 2011 by:
Directors and Executive Officers as a Group ( 5 Persons) 171,487,280 shares 10.65% %
AI
