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Longeveron Raises a Total of $11.4 Million in Gross Proceeds from Warrant Exercise Offering and Public Offering

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Longeveron Inc. (NASDAQ: LGVN) announced the closing of its warrant exercise offering and public offering, raising a total of $11.4 million in gross proceeds. The funding will be used to advance the HLHS program, including ongoing clinical trials for conditions like Alzheimer's disease and Aging-related Frailty. The Company issued new unregistered warrants to purchase up to 4,799,488 shares of Class A common stock, with gross proceeds of approximately $6.2 million from the warrant exercise offering and $5.2 million from the public offering. The net proceeds will support clinical and regulatory development, obtaining regulatory approvals, capital expenditures, working capital, and general corporate purposes.
Longeveron Inc. (NASDAQ: LGVN) ha annunciato la chiusura della sua offerta di esercizio di warrant e dell'offerta pubblica, raccogliendo un totale di 11,4 milioni di dollari in entrate lorde. I fondi saranno utilizzati per avanzare il programma HLHS, inclusi i trial clinici in corso per patologie come la malattia di Alzheimer e la fragilità legata all'età. La società ha emesso nuovi warrant non registrati per l'acquisto di fino a 4.799.488 azioni del capitale ordinario di Classe A, con entrate lorde di circa 6,2 milioni di dollari dall'esercizio dei warrant e 5,2 milioni di dollari dall'offerta pubblica. I proventi netti supporteranno lo sviluppo clinico e regolatorio, l'ottenimento di approvazioni regolatorie, spese in conto capitale, capitale circolante e scopi aziendali generali.
Longeveron Inc. (NASDAQ: LGVN) anunció el cierre de su oferta de ejercicio de warrants y su oferta pública, recaudando un total de 11.4 millones de dólares en ingresos brutos. Los fondos serán utilizados para avanzar en el programa HLHS, incluyendo ensayos clínicos en curso para condiciones como la enfermedad de Alzheimer y la Fragilidad relacionada con la Edad. La compañía emitió nuevos warrants no registrados para comprar hasta 4,799,488 acciones de la acción común Clase A, con ingresos brutos de aproximadamente 6.2 millones de dólares de la oferta de warrants y 5.2 millones de dólares de la oferta pública. Los ingresos netos apoyarán el desarrollo clínico y regulatorio, la obtención de aprobaciones regulatorias, gastos de capital, capital de trabajo y propósitos corporativos generales.
론게베론 인크.(NASDAQ: LGVN)는 워런트 행사 제공 및 공개 제공의 마감을 발표하며 총 1140만 달러의 총 수익을 올렸습니다. 이 자금은 알츠하이머병 및 노화 관련 취약성과 같은 조건에 대한 진행 중인 임상 시험을 포함하여 HLHS 프로그램을 발전시키는 데 사용될 것입니다. 회사는 클래스 A 보통주 최대 4799488주를 구매할 수 있는 새로운 미등록 워런트를 발행했으며, 워런트 행사 제공에서 약 620만 달러, 공개 제공에서 520만 달러의 총 수익을 올렸습니다. 순수익은 임상 및 규제 개발, 규제 승인 획득, 자본 지출, 운전 자본 및 일반 회사 목적을 지원할 것입니다.
Longeveron Inc. (NASDAQ : LGVN) a annoncé la clôture de son offre d'exercice de bons de souscription et de son offre publique, levant un total de 11,4 millions de dollars de produits bruts. Les fonds seront utilisés pour faire avancer le programme HLHS, y compris les essais cliniques en cours pour des conditions telles que la maladie d'Alzheimer et la fragilité liée à l'âge. La société a émis de nouveaux bons de souscription non enregistrés pour l'achat de jusqu'à 4 799 488 actions ordinaires de classe A, avec des produits bruts d'environ 6,2 millions de dollars de l'offre d'exercice des bons et 5,2 millions de dollars de l'offre publique. Les produits nets soutiendront le développement clinique et réglementaire, l'obtention d'approbations réglementaires, les dépenses en capital, le fonds de roulement et les objectifs corporatifs généraux.
Longeveron Inc. (NASDAQ: LGVN) gab den Abschluss seines Warrant-Ausübungsangebots und des öffentlichen Angebots bekannt, wodurch insgesamt 11,4 Millionen Dollar an Bruttoerlösen eingenommen wurden. Die Mittel werden verwendet, um das HLHS-Programm voranzutreiben, einschließlich laufender klinischer Studien für Krankheiten wie Alzheimer und altersbedingte Gebrechlichkeit. Das Unternehmen gab neue, nicht registrierte Warrants für den Kauf von bis zu 4.799.488 Aktien der Klasse-A-Stammaktien heraus, mit Bruttoerlösen von etwa 6,2 Millionen Dollar aus dem Warrant-Ausübungsangebot und 5,2 Millionen Dollar aus dem öffentlichen Angebot. Die Nettoerlöse unterstützen die klinische und regulatorische Entwicklung, die Erlangung regulatorischer Genehmigungen, Kapitalausgaben, Betriebskapital und allgemeine Unternehmenszwecke.
Positive
  • Longeveron Inc. raised $11.4 million in gross proceeds from a warrant exercise offering and public offering.
  • The Company will use the additional funding to advance its HLHS program and ongoing clinical trials for various conditions.
  • New unregistered warrants were issued to purchase up to 4,799,488 shares of Class A common stock.
  • Gross proceeds from the warrant exercise offering were approximately $6.2 million, while the public offering raised $5.2 million.
  • The net proceeds will support clinical and regulatory development, obtaining approvals, capital expenditures, working capital, and general corporate purposes.
Negative
  • None.

MIAMI, April 18, 2024 (GLOBE NEWSWIRE) -- Longeveron Inc. (NASDAQ: LGVN) (“Longeveron” or the “Company”), a clinical stage biotechnology company developing cellular therapies for life-threatening and chronic aging-related conditions such as hypoplastic left heart syndrome (HLHS), Alzheimer’s disease and Aging-related Frailty, today announced the closing of its previously announced exercise of certain existing warrants to purchase an aggregate of 2,399,744 shares of its Class A common stock having an exercise price of $2.35 per share, originally issued in October 2023 and April 2024. The issuance or resale of the shares of Class A common stock issuable upon exercise of the existing warrants, as applicable, are registered pursuant to effective registration statements on Form S-1 (File Nos. 333-275578 and 333-278073). The Company anticipates that this additional funding will enable it to make significant progress in its HLHS program, including advancing enrollment in the on-going clinical trial towards completion as well as advancing understanding of the potential to use this trial as a pivotal trial for accelerated or final approval of Lomecel-BTM for HLHS.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.

In consideration for the immediate exercise of the existing warrants for cash and the payment of $0.125 per new warrant, the Company issued new unregistered warrants to purchase up to an aggregate of 4,799,488 shares of Class A common stock. The new warrants are immediately exercisable at an exercise price of $2.35 per share. The new warrants to purchase 2,399,744 shares of Class A common stock have a term of five years from the issuance date, and the new warrants to purchase 2,399,744 shares of Class A common stock have a term of twenty-four months from the issuance.

The gross proceeds to the Company from the warrant exercise offering were approximately $6.2 million, prior to deducting placement agent fees and offering expenses payable by the Company. The total gross proceeds to the Company from the two offerings, this warrant exercise offering and the previously announced public offering, with gross proceeds of approximately $5.2 million, which closed on April 10, 2024, in each case, prior to deducting placement agent fees and offering expenses payable by the Company, were approximately $11.4 million. The Company intends to use the net proceeds from the offerings for its ongoing clinical and regulatory development of Lomecel-B™ for the treatment of several disease states and indications, including HLHS and Alzheimer’s disease, obtaining regulatory approvals, capital expenditures, working capital and other general corporate purposes.

The new warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Regulation D promulgated thereunder and, along with the shares of Class A common stock issuable upon exercise of the new warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the new warrants issued in the private placement and the shares of Class A common stock underlying the new warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The Company has agreed to file a registration statement with the Securities and Exchange Commission covering the resale of the shares of Class A common stock issuable upon the exercise of the new warrants.

This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Longeveron Inc.

Longeveron is a clinical stage biotechnology company developing regenerative medicines to address unmet medical needs. The Company’s lead investigational product is Lomecel-B™, an allogeneic medicinal signaling cell (MSC) therapy product isolated from the bone marrow of young, healthy adult donors. Lomecel-B™ has multiple potential mechanisms of action encompassing pro-vascular, pro-regenerative, anti-inflammatory, and tissue repair and healing effects with broad potential applications across a spectrum of disease areas. Longeveron is currently pursuing three pipeline indications: hypoplastic left heart syndrome (HLHS), Alzheimer’s disease, and Aging-related Frailty. Additional information about the Company is available at www.longeveron.com.

Forward-Looking Statements:

Certain statements in this letter that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which reflect management’s current expectations, assumptions, and estimates of future operations, performance and economic conditions, and involve risks and uncertainties that could cause actual results to differ materially from those anticipated by the statements made herein. Forward-looking statements are generally identifiable by the use of forward-looking terminology such as “believe,” “expects,” “may,” “looks to,” “will,” “should,” “plan,” “intend,” “on condition,” “target,” “see,” “potential,” “estimates,” “preliminary,” or “anticipates” or the negative thereof or comparable terminology, or by discussion of strategy or goals or other future events, circumstances, or effects and include, but are not limited to, the anticipated use of proceeds from the private placement. Factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements in this release include, but are not limited to, market and other conditions, our limited operating history and lack of products approved for commercial sale; adverse global conditions, including macroeconomic uncertainty; inability to raise additional capital necessary to continue as a going concern; our history of losses and inability to achieve profitability going forward; the absence of FDA-approved allogenic, cell-based therapies for Aging-related Frailty, AD, or other aging-related conditions, or for HLHS or other cardiac-related indications; ethical and other concerns surrounding the use of stem cell therapy or human tissue; our exposure to product liability claims arising from the use of our product candidates or future products in individuals, for which we may not be able to obtain adequate product liability insurance; the adequacy of our trade secret and patent position to protect our product candidates and their uses: others could compete against us more directly, which could harm our business and have a material adverse effect on our business, financial condition, and results of operations; if certain license agreements are terminated, our ability to continue clinical trials and commercially market products could be adversely affected; the inability to protect the confidentiality of our proprietary information, trade secrets, and know-how; third-party claims of intellectual property infringement may prevent or delay our product development efforts; intellectual property rights do not necessarily address all potential threats to our competitive advantage; the inability to successfully develop and commercialize our product candidates and obtain the necessary regulatory approvals; we cannot market and sell our product candidates in the U.S. or in other countries if we fail to obtain the necessary regulatory approvals; final marketing approval of our product candidates by the FDA or other regulatory authorities for commercial use may be delayed, limited, or denied, any of which could adversely affect our ability to generate operating revenues; we may not be able to secure and maintain research institutions to conduct our clinical trials; ongoing healthcare legislative and regulatory reform measures may have a material adverse effect on our business and results of operations; if we receive regulatory approval of Lomecel-B™ or any of our other product candidates, we will be subject to ongoing regulatory requirements and continued regulatory review, which may result in significant additional expense; being subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our therapeutic candidates; reliance on third parties to conduct certain aspects of our preclinical studies and clinical trials; interim, “topline” and preliminary data from our clinical trials that we announce or publish from time to time may change as more data become available and are subject to audit and verification procedures that could result in material changes in the final data; the volatility of price of our Class A common stock; we could lose our listing on the Nasdaq Capital Market; provisions in our certificate of incorporation and bylaws and Delaware law might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the market price of our Class A common stock; we have never commercialized a product candidate before and may lack the necessary expertise, personnel and resources to successfully commercialize any products on our own or together with suitable collaborators; and in order to successfully implement our plans and strategies, we will need to grow our organization, and we may experience difficulties in managing this growth. Further information relating to factors that may impact the Company’s results and forward-looking statements are disclosed in the Company’s filings with the Securities and Exchange Commission, including Longeveron’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 27, 2024, as amended by the Annual Report on Form 10-K/A filed March 11, 2024, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The forward-looking statements contained in this letter are made as of the date of this press release, and the Company disclaims any intention or obligation, other than imposed by law, to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Contact 
Derek Cole
Investor Relations Advisory Solutions
derek.cole@iradvisory.com


FAQ

How much did Longeveron Inc. raise in gross proceeds from the warrant exercise offering and public offering?

Longeveron Inc. raised a total of $11.4 million in gross proceeds from the warrant exercise offering and public offering.

What will Longeveron use the additional funding for?

The additional funding will enable Longeveron to advance its HLHS program, ongoing clinical trials for conditions like Alzheimer's disease and Aging-related Frailty, obtaining regulatory approvals, capital expenditures, working capital, and other general corporate purposes.

How many shares of Class A common stock were issued through the warrant exercise offering and public offering?

Longeveron issued new unregistered warrants to purchase up to 4,799,488 shares of Class A common stock through the warrant exercise offering and public offering.

Longeveron Inc.

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About LGVN

longeveron llc is a leading global regenerative medicine company developing innovative cellular therapeutics for chronic life-threatening diseases. our lead investigational product candidate (lmsc) is based on a specialized cell known as a mesenchymal stem cell that is derived from the bone marrow of healthy young adult donors. our allogeneic, ‘off-the-shelf’ product is under investigation for chronic conditions of the elderly, and other life- threatening diseases, for which no approved therapeutics currently exist: • aging frailty syndrome • alzheimer’s disease • hypoplastic left heart syndrome • the metabolic syndrome