Celularity Inc. announced a $12 million financing package that includes a $7 million senior secured term loan and a $5 million secured convertible note facility. The term loan is secured by a first‑priority lien on most of the company’s assets, while the convertible notes can be converted into Class A common stock at $1.66 per share.
The deal also provides for warrants equal to 33 % of the as‑converted principal amount of the notes. The warrants will become exercisable six months after issuance at an exercise price of $2.00 per share, giving investors a potential upside if the company’s share price rises.
The financing is intended to give Celularity the liquidity it needs to continue developing its placental‑derived therapies and to realign its organizational structure for long‑term growth. Management emphasized that the capital will support ongoing product development and commercialization, particularly the Phase 2 trial of its diabetic foot ulcer therapy (PDA‑002) and the expansion of its bio‑banking platform.
Celularity’s financial position remains strained. As of December 18, 2025, the company carried $66.76 million in debt and a current ratio of 0.16, indicating limited short‑term liquidity. Net losses have widened to $23.08 million in the third quarter of 2025, up from $16.1 million a year earlier, while revenue fell to $5.28 million from $9.3 million. The new financing is therefore a critical lifeline that will help the company meet its operating expenses and fund research and development without diluting existing shareholders excessively.
The announcement follows a major balance‑sheet restructuring in August 2025, when Celularity retired $41.6 million of senior secured debt by selling intellectual‑property assets. The new debt package is structured to provide flexibility: the convertible notes can be converted into equity, potentially reducing debt if the company’s valuation improves, while the term loan offers immediate cash flow.
CEO Robert J. Hariri said the financing “provides the flexibility to further evolve our mission, sharpening our focus on advancing our core placental‑derived technologies and thoughtfully aligning our organizational structure and resources to support our strategic priorities around longevity and preservation of human performance.” Investor Philip A. Barach added that his commitment reflects a long‑term belief in Celularity’s platform and a desire to help the company navigate its current challenges.
While the market reaction to the announcement has not been reported, analysts note that the company’s high debt load and negative cash flow remain concerns. The financing, however, is expected to improve liquidity and give management time to execute its clinical and commercial plans, potentially stabilizing the company’s trajectory in the near term.
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