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Vericel Corp Director's Dealing 2013

Aug 24, 2013

31799_dirs_2013-08-23_1ab914ad-9915-4dc4-96cb-7806ace47b19.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AASTROM BIOSCIENCES INC (ASTM)
CIK: 0000887359
Period of Report: 2013-08-16

Reporting Person: Eastern Capital LTD (10% Owner)
Reporting Person: Portfolio Services Ltd. (10% Owner)
Reporting Person: DART KENNETH BRYAN (10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 8499769 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Warrants $0.375 Common Stock (7250000) Direct
Series B-2 Voting Preferred Stock $3.25 Common Stock (12308000) Direct
Series B-1 Non-Voting Preferred Stock $ Series B-2 Voting Preferred Stock (2213559) Direct

Footnotes

F1: The warrants are immediately exercisable and expire on the fifth anniversary of the date of issuance.

F2: The reported securities are included within 7,250,000 Units purchased by Eastern Capital Limited. Each Unit consists of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $0.375 per share.

F3: Each share of Series B-2 Voting Preferred Stock is convertible, at the option of Eastern Capital Limited at any time after March 9, 2017 into a number of shares of the Company common stock equal to the original issue price per share of Series B-2 Voting Preferred Stock of $3,250 divided by the conversion price of $3.25, except as otherwise provided in the Amended and Restated Certificate of Designations, Preferences and Rights. In addition, under certain circumstances, at any time after March 9, 2017, the Issuer may elect to convert all or a portion of the Series B-2 Voting Preferred Stock into shares of common stock at the same rate. The Series B-2 Voting Preferred Stock has no expiration date.

F4: Until March 9, 2017, the shares of Series B-2 Voting Preferred Stock held by Eastern Capital Limited accrue dividends at a rate of 11.5% per annum of the original issue price, payable through the issuance of shares of Series B-1 Non-Voting Preferred Stock. Each share of Series B-1 Non-Voting Preferred Stock is exchangeable for one share of Series B-2 Voting Preferred Stock, except as otherwise provided in the Amended and Restated Certificate of Designations, Preferences and Rights.