BioStem Technologies, Inc. (Nasdaq: BSEM) announced on September 30, 2026, the closing of a private placement of securities. Under the agreement, the company issued and sold 735,296 shares of common stock at a price of $4.08 per share. In addition to the shares, the company issued Series A and Series B warrants to purchase up to 735,296 shares of common stock each.
The Series A warrants are exercisable immediately upon issuance and have a term of five years. The Series B warrants are also exercisable immediately but have a term of twenty-four months. Both warrant series have an exercise price of $3.83 per share. The aggregate gross proceeds from the sale of the shares are approximately $3.0 million, before deducting placement agent fees and other offering expenses.
H.C. Wainwright & Co., LLC served as the exclusive placement agent for the transaction. The company agreed to pay the agent a cash fee equal to 7.0% of the gross proceeds and issued the agent warrants to purchase up to 18,382 shares of common stock at an exercise price of $6.12 per share.
The company intends to use the net proceeds from the offering for working capital and general corporate purposes. The securities were sold in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933 and Regulation D.
Separately, the filing notes that the company has not yet made a $10.0 million clearance payment required under a January 21, 2026, asset purchase agreement with BioTissue Holdings, Inc. The payment was due by September 15, 2026, following the receipt of FDA clearance for the Catalyze product, and the company is currently in discussions regarding the timing and terms of the payment.
