Longeveron Closes $9M At-Market Offering

Longeveron Inc. (NASDAQ: LGVN), based in Miami and focused on developing regenerative medicine, has completed a significant financial transaction. The clinical-stage biotechnology company announced the closure of its registered direct offering, which was priced at-the-market under Nasdaq guidelines. This offering resulted in the issuance and sale of a total of 2,236,026 shares of its Class A common stock, or their equivalents, each priced at $4.025. Concurrently, Longeveron also issued unregistered warrants in a private placement, allowing the purchase of an additional 2,236,026 shares of Class A common stock, with each warrant priced at $3.90 and being immediately exercisable for a 24-month period post-issuance.

H.C. Wainwright & Co. served as the exclusive placement agent for this transaction. The gross proceeds from the offering amounted to approximately $9.0 million, prior to the deduction of placement agent fees and other associated expenses. Longeveron intends to utilize the net proceeds to further the clinical and regulatory development of its primary investigational product, Lomecel-B™, which is being evaluated for several medical conditions including hypoplastic left heart syndrome (HLHS) and Alzheimer’s disease. The funds will also support obtaining regulatory approvals, capital expenditures, working capital, and other general corporate purposes.

The shares in the registered direct offering were sold under a "shelf" registration statement on Form S-3, previously filed with the Securities and Exchange Commission (SEC) and declared effective on April 14, 2022. The offer and sale of the unregistered warrants in the concurrent private placement were made in a transaction not involving a public offering and therefore are not registered under the Securities Act of 1933. Consequently, these warrants and the underlying shares of Class A common stock cannot be resold in the U.S. without an effective registration statement or an applicable exemption from registration requirements.

Longeveron is a biotechnology company at the forefront of developing regenerative medicine to address unmet medical needs. Its leading product, Lomecel-B™, is derived from the bone marrow of young, healthy adult donors. This allogeneic medicinal signaling cell therapy has several mechanisms of action, including pro-vascular, anti-inflammatory, and tissue repair effects, and holds potential for treating a variety of diseases. The company is currently exploring three key applications for Lomecel-B™: HLHS, Alzheimer’s disease, and Aging-related Frailty. The HLHS program has received multiple FDA designations such as Orphan Drug, Fast Track, and Rare Pediatric Disease designations. Similarly, the program for Alzheimer’s disease has secured Regenerative Medicine Advanced Therapy (RMAT) and Fast Track designations.

Longeveron’s strategic developments and the recent funding round underscore its commitment to advancing its pipeline and addressing critical health challenges through innovative cellular therapies.