Liquidation: Achilles Therapeutics plc

Form Type: S-8 POS

Filing Date: 2025-03-19

Corporate Action: Liquidation

Type: New

Accession Number: 000119312525057835

Filing Summary: On March 19, 2025, Achilles Therapeutics plc filed a post-effective amendment to its Form S-8 registration statement, indicating its plans for a members' voluntary liquidation. The board of directors determined that this course of action would be in the best interest of the company and its shareholders. Associated with the liquidation, the company announced its intention to delist its American Depositary Shares (ADSs) from the Nasdaq Stock Market and deregister under the Securities Exchange Act. The company filed a Form 25 on March 11, 2025, for the delisting, which is expected to take effect on March 20, 2025, followed by a Form 15 filing on or about March 21, 2025, to deregister its ADSs and ordinary shares, halting its obligation to file periodic reports under the Exchange Act. Furthermore, the company has terminated all offerings of its securities associated with this post-effective amendment, and it has also removed from registration any unsold securities under the prior registration statements, thereby terminating their effectiveness.

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Form Type: S-8 POS

Filing Date: 2025-03-19

Corporate Action: Liquidation

Type: Update

Accession Number: 000119312525057840

Filing Summary: Achilles Therapeutics plc filed a Post-Effective Amendment on March 19, 2025, relating to several Registration Statements on Form S-8. The Company intends to undertake a members' voluntary liquidation to return capital to shareholders, which involves delisting its ADSs from the Nasdaq Stock Market and deregistering under the Securities Exchange Act. The delisting is expected to be effective on March 20, 2025, following the filing of a Form 25 with the SEC. The Company plans to file a Form 15 around March 21, 2025, to suspend its obligation to file periodic reports. The amendment also removes from registration any unsold securities under the Registration Statements, terminating the effectiveness of said statements. The filing certifies the Company's eligibility to file on Form S-8 and is signed by Chief Financial Officer Robert Coutts and authorized representative Colleen A. De Vries from Cogency Global Inc.

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Form Type: S-8 POS

Filing Date: 2025-03-19

Corporate Action: Liquidation

Type: Update

Accession Number: 000119312525057845

Filing Summary: Achilles Therapeutics plc filed a Post-Effective Amendment related to its Form S-8 Registration Statements. This amendment specifically concerns various registration statements for a total of 6,918,072 ordinary shares under its 2020 Omnibus Plan, 2021 Omnibus Incentive Plan, and 2021 Employee Share Purchase Plan. The board of directors has proposed a members' voluntary liquidation to return capital to shareholders. Following this announcement on February 28, 2025, the company intends to voluntarily delist its American Depositary Shares (ADSs) from the Nasdaq Stock Market, effective March 20, 2025, as indicated by a Form 25 filed with the SEC on March 11, 2025. Additionally, a Form 15 will be filed on or about March 21, 2025, to deregister its ADSs and ordinary shares under the Securities Exchange Act of 1934, resulting in the suspension of the company's periodic reporting obligations. Furthermore, the company has terminated all offerings of its securities under this amendment and has removed from registration all unsold securities as of the date of the amendment.

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Form Type: S-8 POS

Filing Date: 2025-03-19

Corporate Action: Liquidation

Type: Update

Accession Number: 000119312525057853

Filing Summary: Achilles Therapeutics plc has filed a post-effective amendment to its Form S-8 Registration Statements to announce its plan for a members' voluntary liquidation. The decision was determined by the board of directors aimed at returning capital to the shareholders. Additionally, the company disclosed its intention to delist its American Depositary Shares (ADSs) from the Nasdaq Stock Market and to deregister under the Securities Exchange Act of 1934. A Form 25 was filed on March 11, 2025, to effect the voluntary delisting, expected to be effective on March 20, 2025. Following the delisting, a Form 15 will be filed on approximately March 21, 2025, to deregister its ADSs and ordinary shares, which will suspend the obligation to file periodic reports under the Exchange Act. The company indicates it is terminating all offerings of its securities as part of this process, along with the removal of any unsold securities from registration under the Registration Statements. The filing includes signatures from the Chief Financial Officer and the authorized representative in the United States, certifying compliance with the requirements for filing on Form S-8.

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Form Type: POS AM

Filing Date: 2025-03-11

Corporate Action: Liquidation

Type: Update

Accession Number: 000119312525051435

Filing Summary: Achilles Therapeutics plc filed a post-effective amendment on March 11, 2025, regarding its registration statement number 333-268239, which previously registered ordinary shares, American Depositary Shares (ADSs), warrants, units, and debt securities. The Board of Directors has determined that a members’ voluntary liquidation of the Company is in the best interest of the Company and its shareholders. Accordingly, on February 28, 2025, the Company announced its intention to delist its ADSs from the Nasdaq Stock Market and deregister under the Securities Exchange Act of 1934. The Company filed Form 25 with the SEC to effectuate the voluntary delisting, effective March 20, 2025, and plans to file Form 15 to deregister its ADSs and Ordinary Shares, which will suspend its obligation to file periodic reports under the Exchange Act. The Company has also terminated all offerings of its securities and removed any unsold securities from registration under the Registration Statement.

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