Carmell Announces $3.0 Million Private Placement
April 04 2024 - 8:30AM
Carmell Corporation (Nasdaq: CTCX), a bio-aesthetics company
focused on skin and hair health (“Carmell”, the “Company”, “we”,
“our”, or “us”), today announced that it entered into a securities
purchase agreement with new and existing investors for the issuance
and sale of approximately 1,333,333 shares of its common stock in a
private placement at a price of $2.25 per common share for
aggregate gross proceeds of 3 million dollars before deducting
offering expenses (the “Private Placement”).
The Chief Executive Officer of the Company
participated in the Private Placement at a price of $2.88 per
common share, which was the closing sale price of its common stock
on the Nasdaq Capital Market on April 3, 2024. Following the
Closing of the Private Placement, Carmell will have approximately
20.58 million common shares outstanding.
Brookline Capital Markets, a division of Arcadia
Securities, LLC, served as the exclusive placement agent for the
private placement transaction.
About CarmellCarmell is a
bio-aesthetics company that utilizes the Carmell SecretomeTM to
support skin and hair health. The Carmell SecretomeTM consists of a
potent cocktail of growth factors and proteins extracted from
allogeneic human platelets sourced from U.S. Food and Drug
Administration-approved tissue banks. Over the past 7 years, the
Company has extensively tested the technology underpinning the
Carmell SecretomeTM. Additionally, the Company has developed a
novel microemulsion formulation that enables delivery of lipophilic
and hydrophilic ingredients without relying on the Foul FourteenTM,
14 potentially harmful excipients that are commonly used by other
companies to impart texture, stability, and other desirable
physicochemical attributes to cosmetic products. Carmell’s
microemulsion formulations do not utilize mineral or vegetable oils
and are designed to be non-comedogenic. The Company is also
developing a line of men’s products and a line of topical haircare
products. All products are tailored to meet the demanding technical
requirements of professional care providers and discerning retail
consumers. For more information,
visit www.carmellcosmetics.com.
About Private PlacementThe
offer and sale of the shares of common stock to be sold in the
Private Placement have not been registered under the Securities Act
of 1933, as amended (the “Securities Act”), or the securities laws
of any other jurisdiction, and may not be offered or sold in the
United States absent registration or an applicable exemption from
the registration requirements of the Securities Act and other
applicable securities laws. The Company has agreed to file a
registration statement with the Securities and Exchange Commission
(the “SEC”) registering the resale of the shares of its common
stock sold in the Private Placement. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
any of the securities described herein, nor shall there be any sale
of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
Forward-Looking StatementsThis
press release contains forward-looking statements that are based on
beliefs, assumptions and information currently available. In some
cases, you can identify forward-looking statements by the following
words: “may,” “will,” “could,” “would,” “should,” “expect,”
“intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“project,” “potential,” “continue,” “ongoing” or the negative of
these terms or other comparable terminology. However, not all
forward-looking statements contain these words. These statements
involve risks, uncertainties and other factors that may cause
actual results, levels of activity, performance or achievements to
be materially different from the information expressed or implied
by these forward-looking statements. Although we believe that we
have a reasonable basis for each forward-looking statement
contained in this press release, we caution you that these
statements are based on a combination of facts and factors
currently known by us and our projections of the future, about
which we cannot be certain. Forward-looking statements in this
press release include, but are not limited to, statements regarding
the completion of the Private Placement. We cannot assure you that
the forward-looking statements in this press release will prove to
be accurate. These forward-looking statements are subject to a
number of significant risks and uncertainties that could cause
actual results to differ materially from expected results,
including, those described under the header “Risk Factors” in the
Annual Report on Form 10-K filed by Carmell with the SEC on April
1, 2024, and in our other reports filed with the SEC. Most of these
factors are outside of Carmell’s control and are difficult to
predict. Furthermore, if the forward-looking statements prove to be
inaccurate, the inaccuracy may be material. In light of the
significant uncertainties in these forward-looking statements, you
should not regard these statements as a representation or warranty
by us or any other person that we will achieve our objectives and
plans in any specified time frame or at all.. Except as required by
law, we undertake no obligation to publicly update any
forward-looking statement contained herein to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. You should, therefore, not rely on these
forward-looking statements as representing our views as of any date
subsequent to the date of this press release.
Contact:Bryan Cassadaybc@carmellcorp.com
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