FLORHAM PARK, N.J. - Celularity, Inc. (NASDAQ: CELU; CELUW), a biotechnology firm, has announced a 1-for-10 reverse stock split of its Class A common stock, approved by its Board of Directors and stockholders, to comply with Nasdaq's minimum bid price requirement. This corporate action is scheduled to take effect after the market closes on Wednesday, February 28, 2024.
The company's stock is expected to start trading on a split-adjusted basis on the Nasdaq Capital Market from Thursday, February 29, 2024, maintaining its current trading symbol, CELU. The reverse stock split aims to elevate the per-share trading price of Celularity's Class A common stock to sustain its listing on the Nasdaq Capital Market.
Chairman, CEO, and Founder of Celularity, Robert J. Hariri, M.D., Ph.D., stated that the reverse stock split is a strategic move to align the company's share price with Nasdaq's listing criteria and appeal to institutional investors, while also striving to minimize the impact on trading volume. Hariri expressed confidence that this step, along with anticipated revenue growth in the company's advanced biomaterial products and biobanking businesses, will rebuild value and broaden investor visibility.
The reverse stock split will consolidate every ten shares of existing Class A common stock into one new share, reducing the total outstanding shares from approximately 217.8 million to about 21.8 million. Adjustments will also be made to the exercise prices and the number of shares associated with Celularity's outstanding stock options, warrants, and stock incentive and employee stock purchase plans.
The public and private warrants, currently traded under the ticker CELUW, will be adjusted accordingly. The exercise price per share of Class A common stock will increase to $115, and the number of shares subject to the warrants will decrease to 1,437,448. No fractional shares will be issued; stockholders who would have received fractional shares will instead receive a cash payment.
Continental Stock Transfer and Trust Company will act as the exchange agent for this reverse stock split. Shareholders owning shares through banks, brokers, custodians, or nominees will see their holdings automatically adjusted and should direct any inquiries to their respective institutions.
Celularity's post-split Class A common stock will have a new CUSIP number, 151190 204, while the CUSIP for the publicly traded warrants will remain unchanged.
This announcement is based on a press release statement from Celularity, Inc. and includes forward-looking statements subject to risks and uncertainties, including the company's liquidity and industry developments. These statements reflect Celularity's expectations as of the date of the press release and may change in the future.
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