aibioCreative Medical Technology gets $4.5 million from warrant exercise at reduced $1.60 price
Tickers CELZ
Holders of warrants for 2,790,340 shares exercised after the price fell from $2.86 to $1.60 and received new warrants for 5,580,680 shares. Roth Capital Partners acted as financial advisor.
Key facts
- Company
- Creative Medical Technology Holdings, Inc. (NASDAQ: CELZ)
- News type
- Financings
- Primary source
- CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC. Form 8-K filed July 2, 2026 (SEC EDGAR)
Creative Medical Technology Holdings, Inc. (Nasdaq: CELZ) received approximately $4.5 million in gross proceeds from the exercise of existing warrants after cutting their exercise price to $1.60 per share. In return, the warrant holders received new warrants for 5,580,680 shares. The company disclosed the warrant inducement in a Form 8-K filed July 2, 2026. The proceeds are stated before financial advisory fees.
How the inducement works
On June 30, 2026, the company signed warrant exercise inducement offer letters with the holders of warrants to buy an aggregate of 2,790,340 shares of common stock. The warrants were originally issued on October 29, 2025. The holders agreed to exercise them at $1.60 per share. In exchange, the company agreed to reduce the exercise price from $2.86 per share.
In a warrant inducement, the company offers holders better terms, here a lower price and new warrants, in return for exercising their warrants for cash. The company says it will use the net proceeds for working capital and general corporate purposes.
The new warrants
For the cash exercise, the holders were issued new warrants, called the Inducement Warrants, to buy an aggregate of 5,580,680 shares of common stock at an exercise price of $1.60 per share. The form of inducement letter filed as an exhibit says the new warrants cover up to 200% of the shares issued on exercise of the existing warrants. The holders had to accept and exercise by 4:00 p.m., Eastern Time, on June 30, 2026.
The Inducement Warrants cannot be exercised until the company obtains stockholder approval for the underlying shares, as the applicable rules of the Nasdaq Stock Market require. They will then be exercisable for five years from the date of that approval. The company issued them in a private placement under Section 4(a)(2) of the Securities Act of 1933, so neither the warrants nor their underlying shares are registered. The company agreed to file a resale registration statement on Form S-3 within thirty days of the closing to register the resale of the underlying shares.
The shares issuable on exercise of the existing warrants are registered under a Form S-3 (File No. 333-291713), which the Securities and Exchange Commission declared effective on December 12, 2025. If an exercise would push a holder past the beneficial ownership limit in the existing warrants (or 9.99%, if applicable and at the holder's election), the form of inducement letter says the extra shares are held in abeyance until the holder asks for them.
Advisory fees
Roth Capital Partners, LLC acted as the company's financial advisor. It will be paid a financial advisory fee equal to 8% of the aggregate gross proceeds from the holders' exercise of the existing warrants and reimbursed an aggregate of $50,000 for its legal expenses.
Executive bonus
The same 8-K reports under Item 5.02 that on July 1, 2026 the Compensation Committee of the Board of Directors approved a bonus of $100,000 for Timothy Warbington, the company's Chief Executive Officer. Warbington signed the filing.
About the company
In its annual report on Form 10-K, filed March 20, 2026, the company describes itself as a commercial stage biotechnology company focused on regenerative therapies in immunotherapy, endocrinology, urology, neurology and orthopedics. Its ImmCelz platform (CELZ-100) uses a patient's own extracted immune cells, which are cultured outside the body with cell-free factors and then re-injected. The company says it believes this process gives the cells regenerative properties. It also lists an allogeneic cell line, AlloStem (CELZ-200).
The 10-K is signed by Warbington as Chief Executive Officer and by Donald Dickerson as Chief Financial Officer. The signature page lists Warbington as Director and Chairman. It lists Dickerson, Michael H. Finger, Susan Snow and Bruce S. Urdang as directors.