Fibrocell Science, Inc. Enters Into Financing Agreement

EXTON, Pa., March 2 /PRNewswire-FirstCall/ -- Fibrocell Science, Inc. (OTCBB: FCSC) announced today that the Company has entered into a Securities Purchase Agreement with certain accredited investors, pursuant to which the Company agreed to sell to the purchasers in the aggregate 5,076,667 shares of Company common stock at a purchase price of $0.75 per share.  Each purchaser will also receive a warrant to purchase the same number of shares of common stock acquired in the offering at an exercise price of $0.98 per share.  The aggregate purchase price to be paid by the purchasers at closing for the common stock and the warrants will be $3,807,500.  The financing is subject to customary closing conditions.  None of the shares to be issued to the investors nor the shares underlying the warrants to be issued to the investors or the placement agents will be or have been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Viriathus Capital LLC and John Carris Investments LLC were co-placement agents for the transaction.  

About Fibrocell Science, Inc.

Fibrocell Science, Inc. (OTCBB: FCSC) is a biotechnology company focused on the development of regenerative cell therapy for aesthetic, medical and scientific applications.  Fibrocell Science is committed to advancing the scientific, medical and commercial potential of autologous skin and tissue, as well as its innovative cellular processing technology and manufacturing excellence.  For additional information, please visit www.fibrocellscience.com.

Forward Looking Statements

All statements in this press release that are not based on historical fact are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  While management has based any forward-looking statements contained herein on its current expectations, the information on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties, and other factors, many of which are outside of the Company’s control, that could cause actual results to materially differ from such statements. Such risks, uncertainties, and other factors include, but are not necessarily limited to, those set forth under Item 1A “Risk Factors” in the Company's Annual Report on Form 10-K for the year ended December 31, 2008, as updated in “Item 1A. Risk Factors” in the Company's Quarterly Reports on Form 10-Q filed since the annual report. The Company operates in a highly competitive and rapidly changing environment, thus new or unforeseen risks may arise. Accordingly, investors should not place any reliance on forward-looking statements as a prediction of actual results. The Company disclaims any intention to, and undertakes no obligation to, update or revise any forward-looking statements. Readers are also urged to carefully review and consider the other various disclosures in the Company's public filings with the SEC.

SOURCE Fibrocell Science, Inc.