Longeveron Announces $9M Direct Offering Priced At-Market

MIAMI, July 18, 2024 -- Longeveron Inc. (NASDAQ: LGVN), a company specializing in regenerative medicine, announced the completion of agreements for the sale of 2,236,026 shares of its Class A common stock. This sale is priced at $4.025 per share in a registered direct offering under Nasdaq regulations. In another simultaneous private placement, the company is set to issue unregistered warrants that allow the purchase of up to 2,236,026 shares of Class A common stock. These warrants are priced at $3.90 per share and are immediately exercisable for 24 months post-issuance. The transactions are slated to conclude around July 19, 2024, pending customary closing conditions. H.C. Wainwright & Co. serves as the exclusive placement agent.

Longeveron expects to generate approximately $9.0 million in gross proceeds from these offerings, excluding placement agent fees and other related expenses. The funds will support the ongoing clinical and regulatory progress of Lomecel-B™, targeted at treating conditions such as Hypoplastic Left Heart Syndrome (HLHS) and Alzheimer’s disease. Additional uses include obtaining regulatory approvals, capital expenditures, working capital, and general corporate needs.

The shares in the direct offering are part of a "shelf" registration statement on Form S-3 (No. 333-264142), which the SEC declared effective on April 14, 2022. These shares are offered solely through a prospectus supplement that is part of the registration statement. The final prospectus supplement and base prospectus will be filed with the SEC and made available on the SEC’s website. Copies can also be requested from H.C. Wainwright & Co., LLC.

The unregistered warrants issued in the private placement are not publicly offered and have not been registered under the Securities Act of 1933 or state securities laws. Consequently, these warrants and the shares they can convert into cannot be resold in the U.S. without registration or an exemption from registration requirements.

Longeveron is a clinical-stage biotechnology firm focusing on regenerative medicines to meet unmet medical needs. The company’s lead product, Lomecel-B™, is derived from the bone marrow of young, healthy adults. The product has multiple potential therapeutic mechanisms, including anti-inflammatory and tissue-repair properties, and is being studied for HLHS, Alzheimer’s, and Aging-related Frailty. The development programs for Lomecel-B™ have secured five distinct FDA designations: Orphan Drug, Fast Track, and Rare Pediatric Disease for HLHS, and Regenerative Medicine Advanced Therapy (RMAT) and Fast Track for Alzheimer’s.

Longeveron continues to advance its clinical trials and regulatory efforts, aiming to provide innovative treatments for severe and chronic conditions. The company leverages its expertise in cellular therapies to develop solutions that address significant health challenges and improve patient outcomes.

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