Genting-affiliated entities and chairman Lim Kok Thay have increased and reorganised their economic stake in Celularity (CUSIP 151190204) via Amendment No. 6 to their Schedule 13D. Dragasac now holds 6.34 m Class A shares (23.8%). Resorts World Inc. Pte. Ltd. (RWI) holds no shares today but can acquire 4.10 m shares (13.3%) through warrants. Genting Berhad, which controls Dragasac and 50 % of RWI, may be deemed to own 10.44 m shares (33.9%). Including existing shares and newly issued warrants, Mr. Lim could control up to 14.14 m shares, equal to 41 % of the post-exercise base of 34.45 m shares.
Key transaction terms: (i) Extension of three secured loans (combined face value US$27 m minus OID) to 15 Feb 2026 under a 12 Feb 2025 binding term sheet; (ii) repricing of RWI’s existing 1.95 m warrants to US$2.844 (10 % discount to 24 Jul 2025 close) and issuance of a new 500 k warrant on identical terms; (iii) issuance of a US$6.812 m promissory note to Mr. Lim at 2 % interest, maturing 21 Mar 2026, coupled with a 3.70 m warrant at US$2.528 (20 % discount) exercisable for five years after CFIUS clearance (if required); (iv) a portion of Lim Note proceeds will retire the loan from C.V. Starr. No other material contracts were disclosed. The filing confirms no criminal or civil findings against the reporting persons in the past five years.