Fibrocell Science, Inc. (OTCBB: FCSC) announced today that the Company has completed a private placement with certain accredited investors, pursuant to which the Company sold to the purchasers an aggregate of 41,409,458 shares of Company common stock at a purchase price of $0.55 per share. Each purchaser also received a warrant to purchase 0.35 shares of common stock for every share of common stock acquired in the offering with an exercise price of $0.75 per share and a term of 5 years from issuance. The warrants are callable by the Company if the common stock trades over $1.75 for 20 consecutive trading days at any time after the shares underlying the warrants are registered or eligible for resale pursuant to Rule 144. The aggregate purchase price paid by the purchasers at closing for the common stock and the warrants was $22.8 million.
Pursuant to a Registration Rights Agreement between the Company and the purchasers, the Company is required to file a resale registration statement that covers the resale of the shares of common stock and the shares of common stock issuable upon the exercise of the warrants.