0001140361-16-065486.txt : 20160516 0001140361-16-065486.hdr.sgml : 20160516 20160516132015 ACCESSION NUMBER: 0001140361-16-065486 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20160512 FILED AS OF DATE: 20160516 DATE AS OF CHANGE: 20160516 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BIOLIFE SOLUTIONS INC CENTRAL INDEX KEY: 0000834365 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 943076866 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3303 MONTE VILLA PARKWAY STREET 2: SUITE 310 CITY: BOTHELL STATE: WA ZIP: 98021 BUSINESS PHONE: 4254011400 MAIL ADDRESS: STREET 1: 3303 MONTE VILLA PARKWAY STREET 2: SUITE 310 CITY: BOTHELL STATE: WA ZIP: 98021 FORMER COMPANY: FORMER CONFORMED NAME: BIOLIFE SOLUTION INC DATE OF NAME CHANGE: 20030113 FORMER COMPANY: FORMER CONFORMED NAME: CRYOMEDICAL SCIENCES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WAVI Holding AG CENTRAL INDEX KEY: 0001603260 STATE OF INCORPORATION: V8 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36362 FILM NUMBER: 161652389 BUSINESS ADDRESS: STREET 1: PARADIESSTRASSE 25 CITY: JONA STATE: V8 ZIP: CH 8645 BUSINESS PHONE: 415 54174759 MAIL ADDRESS: STREET 1: PARADIESSTRASSE 25 CITY: JONA STATE: V8 ZIP: CH 8645 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VILLIGER WALTER CENTRAL INDEX KEY: 0001113655 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36362 FILM NUMBER: 161652390 MAIL ADDRESS: STREET 1: HURDNERSTRASSE 10, POSTFACH 1474 STREET 2: HURDEN CITY: SEITZERLAND STATE: V8 ZIP: 00000 4 1 doc1.xml FORM 4 X0306 4 2016-05-12 0 0000834365 BIOLIFE SOLUTIONS INC BLFS 0001113655 VILLIGER WALTER HURDNERSTRASSE 10 POSTFACH 1474 HURDEN SEITZERLAND V8 0000 SWITZERLAND 0 0 1 0 0001603260 WAVI Holding AG PARADIESSTRASSE 25 JONA V8 CH 8645 SWITZERLAND 0 0 1 0 Warrants (right to buy) 1.75 2016-05-12 4 P 0 550000 A 2016-05-12 2021-05-12 Common Stock 550000 550000 I By WAVI The warrants are received as partial consideration of a loan transaction. The warrants are owned directly by WAVI, a 10% owner of the Issuer, and indirectly by the Reporting Person as sole owner of WAVI. The Reporting Person is a 10% owner of the Issuer. Exhibit 24.1 - Power of Attorney for Walter Villiger Exhibit 24.2 - Power of Attorney for WAVI Holding AG /s/ Roderick de Greef, attorney-in-fact 2014-05-13 /s/ Roderick de Greef, attorney-in-fact 2014-05-13 EX-24.1 2 villager_poa.htm POWER OF ATTORNEY FOR WALTER VILLAGER Unassociated Document


 
POWER OF ATTORNEY
 
 
Know all by these presents, that the undersigned hereby constitutes and appoints Michael Rice and Roderick de Greef, each acting alone, as the undersigned’s true and lawful attorney-in-fact to:
 
 
(1)
execute for and on behalf of the undersigned, in the undersigned’s capacity as a 10% shareholder of BioLife Solutions, Inc. (the “Company”), Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and any Form ID, Uniform Application for Access Codes to File on Edgar, or Update Passphrase Form;
 
 
(2)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, Form ID or Update Passphrase Form and timely file such forms (including amendments thereto) and application with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
 
(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
The undersigned agrees that each such attorney-in-fact herein may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omission of necessary facts in the information provided by the undersigned to such attorney-in fact for purposes of executing, acknowledging, delivering or filing Forms 3, 4 or 5 (including amendments thereto), Form ID or Update Passphrase Form and agrees to reimburse the Company and such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.
 
This Power of Attorney supersedes any power of attorney previously executed by the undersigned regarding the purposes outlined in the first paragraph hereof (“Prior Powers of Attorney”), and the authority of the attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned’s holdings of and transactions in securities issued by
 
 
 
 
 
 
 
the Company, unless earlier (a) revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (b) superseded by a new power of attorney regarding the purposes outlined in the first paragraph hereof dated as of a later date.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of March, 2016.
 
 
  /s/ Walter Villiger
  Walter Villiger
   
 
 
 
 
 

 

 
 
 

EX-24.2 3 wavi_poa.htm POWER OF ATTORNEY FOR WAVI HOLDING AG Unassociated Document
 
POWER OF ATTORNEY
 
 
Know all by these presents, that the undersigned hereby constitutes and appoints Michael Rice and Roderick de Greef, each acting alone, as the undersigned’s true and lawful attorney-in-fact to:
 
 
(1)
execute for and on behalf of the undersigned, in the undersigned’s capacity as a 10% shareholder of BioLife Solutions, Inc. (the “Company”), Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder and any Form ID, Uniform Application for Access Codes to File on Edgar, or Update Passphrase Form;
 
 
(2)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, Form ID or Update Passphrase Form and timely file such forms (including amendments thereto) and application with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
 
(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
The undersigned agrees that each such attorney-in-fact herein may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omission of necessary facts in the information provided by the undersigned to such attorney-in fact for purposes of executing, acknowledging, delivering or filing Forms 3, 4 or 5 (including amendments thereto), Form ID or Update Passphrase Form and agrees to reimburse the Company and such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.
 
This Power of Attorney supersedes any power of attorney previously executed by the undersigned regarding the purposes outlined in the first paragraph hereof (“Prior Powers of Attorney”), and the authority of the attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned’s holdings of and transactions in securities issued by
 
 
 
 
 
 
the Company, unless earlier (a) revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (b) superseded by a new power of attorney regarding the purposes outlined in the first paragraph hereof dated as of a later date.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of March, 2016.
 
 
  WAVI Holding AG
   
  By: /s/ Walter Villiger
  Name: Walter Villiger
  Title: Chairman