CollPlant Biotechnologies (NASDAQ: CLGN), a regenerative and aesthetics medicine company developing innovative technologies and products based on its non-animal-derived, rhCollagen for tissue regeneration and medical aesthetics, today announced that it has entered into a definitive agreement for the issuance and sale of an aggregate of 1,200,002 of the Company’s ordinary shares at a purchase price of $3.00 per share in a registered direct offering priced at-the-market under Nasdaq rules. In addition, in a concurrent private placement, the Company will issue unregistered to purchase up to 1,200,002 of the Company’s ordinary shares at an exercise price of $3.00 per share. The warrants will be exercisable immediately following the issuance date and have a term of three and one-half years from the issuance date. The offering is expected to close on or about June 2, 2025, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
Yehiel Tal, CollPlant’s Chief Executive Officer, commented, “We believe the additional capital will help shore up our balance sheet and provide us with additional flexibility to execute on our business plan. We remain committed to creating long-term value for our shareholders as we advance our mission to be a leader in the regenerative and aesthetic medicine space.”
The gross proceeds from the offering, before deducting the placement agent’s fees and other offering expenses payable by the Company, are expected to be approximately $3.6 million. CollPlant intends to use the net proceeds for general corporate purposes, which may include but are not limited to, supporting the work with its business partner, AbbVie, regarding the dermal filler product candidate, working capital and funding its research and development programs.
The ordinary shares (but not the warrants issued in the private placement or the ordinary shares underlying such warrants) are being offered by CollPlant pursuant to a “shelf” registration statement on Form F-3 (File No. 333-269087) originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 20, 2022 and declared effective by the SEC on January 10, 2023. The ordinary shares to be issued in the registered direct offering are being offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and the accompanying base prospectus relating to, and describing the terms of, the registered direct offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the final prospectus supplement and the accompanying base prospectus relating to the registered direct offering, when available, may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.
The warrants described above are being issued in a concurrent private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Regulation D promulgated thereunder and, along with the ordinary shares underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the warrants and underlying ordinary shares may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
