SCHEDULE 13G
Amendment No. 0
FIBROCELL SCIENCE INC.
Common Stock
Cusip #315721209
Cusip #315721209
Item 1: Reporting Person - FMR LLC
Item 4: Delaware
Item 5: 0
Item 6: 0
Item 7: 3,606,440
Item 8: 0
Item 9: 3,606,440
Item 11: 9.765%
Item 12: HC
Cusip #315721209
Item 1: Reporting Person - Edward C. Johnson 3d
Item 4: United States of America
Item 5: 0
Item 6: 0
Item 7: 3,606,440
Item 8: 0
Item 9: 3,606,440
Item 11: 9.765%
Item 12: IN
SCHEDULE 13G - TO BE INCLUDED IN
STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Item 1(a). Name of Issuer:
FIBROCELL SCIENCE INC.
Item 1(b). Name of Issuer's Principal Executive Offices:
405 EAGLEVIEW BLVD
EXTON, PA 19341
USA
Item 2(a). Name of Person Filing:
FMR LLC
Item 2(b). Address or Principal Business Office or, if None,
Residence:
245 Summer Street, Boston,
Massachusetts 02210
Item 2(c). Citizenship:
Not applicable
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
315721209
Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
and the person filing, FMR LLC, is a parent holding company
in accordance with Section 240.13d-1(b)(ii)(G). (Note: See
Item 7).
Item 4. Ownership
(a) Amount Beneficially Owned: 3,606,440
(b) Percent of Class: 9.765%
(c) Number of shares as to which such
person has:
(i) sole power to vote or to direct
the vote: 0
(ii) shared power to vote or to
direct the vote: 0
(iii) sole power to dispose or to
direct the disposition of: 3,606,440
(iv) shared power to dispose or to
direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Various persons have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the
sale of, the Common Stock of FIBROCELL SCIENCE INC..
The interest of one person, Fidelity Select Biotechnology
Portfolio, an investment company registered under the
Investment Company Act of 1940, in the Common Stock of
FIBROCELL SCIENCE INC., amounted to 3,326,640 shares
or 9.007% of the total outstanding Common Stock at
December 31, 2013.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company.
See attached Exhibit A.
Item 8. Identification and Classification of Members of
the Group.
Not applicable. See attached Exhibit A.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any
transaction having such purpose or effect.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
February 13, 2014
Date
/s/ Scott C. Goebel
Signature
Scott C. Goebel
Duly authorized under Power of Attorney
effective as of June 1, 2008 by and on behalf of FMR LLC
and its direct and indirect subsidiaries
SCHEDULE 13G - TO BE INCLUDED IN
STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Pursuant to the instructions in Item 7 of Schedule 13G,
Fidelity SelectCo, LLC ("SelectCo"), 1225 17th Street, Suite
1100, Denver, Colorado 80202, a wholly-owned subsidiary of
FMR LLC and an investment adviser registered under Section
203 of the Investment Advisers Act of 1940, is the beneficial
owner of 3,606,440 shares or 9.765% of the Common Stock
outstanding of FIBROCELL SCIENCE INC. ("the Company")
as a result of acting as investment adviser to various
investment companies registered under Section 8 of the
Investment Company Act of 1940 (the "SelectCo Funds"). The
number of shares of Common Stock of FIBROCELL
SCIENCE INC. owned by the institutional account(s) at
December 31, 2013 included 2,606,440 shares of Common
Stock resulting from the assumed conversion of 2,606,440
shares of FIBROCELL SCIENCE INC PIPE (1 shares of
Common Stock for each share of Convertible Preferred
Stock).
Edward C. Johnson 3d and FMR LLC, through its
control of SelectCo, and the SelectCo Funds each has sole
power to dispose of the 3,606,440 owned by the SelectCo
Funds. The number of shares of Common Stock of
FIBROCELL SCIENCE INC. owned by the institutional
account(s) at December 31, 2013 included 2,606,440 shares of
Common Stock resulting from the assumed conversion of
2,606,440 shares of FIBROCELL SCIENCE INC PIPE (1
shares of Common Stock for each share of Convertible
Preferred Stock).
The ownership of one investment company, Fidelity
Select Biotechnology Portfolio, amounted to 3,326,640 shares
or 9.007% of the Common Stock outstanding. Fidelity Select
Biotechnology Portfolio has its principal business office at
245 Summer Street, Boston, Massachusetts 02210.
Members of the family of Edward C. Johnson 3d,
Chairman of FMR LLC, are the predominant owners, directly
or through trusts, of Series B voting common shares of FMR
LLC, representing 49% of the voting power of FMR LLC.
The Johnson family group and all other Series B shareholders
have entered into a shareholders' voting agreement under
which all Series B voting common shares will be voted in
accordance with the majority vote of Series B voting common
shares. Accordingly, through their ownership of voting
common shares and the execution of the shareholders' voting
agreement, members of the Johnson family may be deemed,
under the Investment Company Act of 1940, to form a
controlling group with respect to FMR LLC.
SCHEDULE 13G - TO BE INCLUDED IN
STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
RULE 13d-1(f)(1) AGREEMENT
The undersigned persons, on February 13, 2014, agree
and consent to the joint filing on their behalf of this Schedule
13G in connection with their beneficial ownership of the
Common Stock of FIBROCELL SCIENCE INC. at December
31, 2013.
FMR LLC
By /s/ Scott C. Goebel
Scott C. Goebel
Duly authorized under Power of Attorney effective as
of June 1, 2008, by and on behalf of FMR LLC and its direct
and indirect subsidiaries
Edward C. Johnson 3d
By /s/ Scott C. Goebel
Scott C. Goebel
Duly authorized under Power of Attorney effective as
of June 1, 2008, by and on behalf of Edward C. Johnson 3d
Fidelity Select Biotechnology Portfolio
By /s/ Scott C. Goebel
Scott C. Goebel
Secretary