Celularity Inc. has closed a transaction that generated $12.2 million in net cash proceeds from the sale of approximately $126.3 million of unused New Jersey net operating losses and $1.9 million of unused New Jersey research and development tax credits. The sale was executed through the New Jersey Technology Business Tax Certificate Transfer Program, which allows qualified technology and life‑science companies to monetize tax assets for cash while the buyer applies the credits to reduce its own taxable income.
The infusion is non‑dilutive and tax‑free, giving Celularity a much‑needed boost to its balance sheet at a time when the company has faced liquidity challenges, a history of net losses, and Nasdaq compliance notices for late filings. By converting tax assets into cash, Celularity avoids issuing new equity or taking on additional debt, thereby preserving shareholder value and reducing future financing costs.
In 2024, Celularity reported revenue of $54.22 million, up 138% from $20.12 million in 2023, yet the company posted a net loss of $57.89 million. The revenue growth was driven largely by the bio‑banking segment, which remains the company’s primary revenue generator, while the cell‑therapy and degenerative‑disease segments continue to invest heavily in research and development. The new capital will help sustain these investments while the company works toward profitability.
Celularity’s three operating segments—Cell Therapy, Degenerative Disease, and BioBanking—contribute unevenly to revenue. BioBanking accounts for the majority of sales, but the company is focusing on scaling its GMP‑level stem‑cell programs, which require significant upfront capital. The proceeds from the NOL sale will be earmarked to support these commercial opportunities and to shore up working capital for ongoing clinical and regulatory activities.
Dr. Robert J. Hariri, Chairman and CEO, said the transaction “provides non‑dilutive, tax‑free capital that strengthens our balance sheet and enhances liquidity, while supporting disciplined capital allocation to commercial opportunities for our GMP‑level stem‑cell and regenerative medicine programs.” He added that the company remains committed to achieving sustainable revenue growth and improving its financial position.
The sale underscores Celularity’s ability to monetize its intellectual property and tax assets, a strategy that can reduce reliance on future equity raises or debt issuances. While the $12.2 million boost is modest relative to the company’s overall capital needs, it represents a critical step toward stabilizing cash flow and maintaining operational momentum amid ongoing financial pressures.
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