Exhibit 99.2
FibroBiologics Announces Closing of up to $9.0 Million Private Placement Priced At-the-Market Under Nasdaq Rules
$3.0 million upfront with up to approximately $6.0 million of potential additional gross proceeds upon the exercise in full of warrants
HOUSTON, TX, June 29, 2026 -- FibroBiologics, Inc. (NASDAQ: FBLG) (“FibroBiologics” or the “Company”), a clinical-stage biotechnology company with 270+ patents issued and pending with a focus on the development of therapeutics and potential cures for chronic diseases using fibroblasts and fibroblast-derived materials, today announced the closing of its previously announced private placement for the purchase and sale of an aggregate of 4,081,633 shares of common stock (or pre-funded warrants in lieu thereof), series A warrants to purchase up to 4,081,633 shares of common stock and short-term series B warrants to purchase up to 4,081,633 shares of common stock at a purchase price of $0.735 per share of common stock (or $0.73499 per pre-funded warrant in lieu thereof) and accompanying warrants priced at-the-market under Nasdaq rules. The series A warrants and the short-term series B warrants have an exercise price of $0.735 per share and are exercisable on or after the effective date of stockholder approval (the “Stockholder Approval Date”) of the issuance of the shares of common stock upon exercise of the warrants (the “Stockholder Approval”). The series A warrants expire five years from the later of the Stockholder Approval Date and the effective date (the “Effective Date”) of the resale registration statement registering the shares of common stock issuable upon exercise of the series warrants, and the short-term series B warrants expire eighteen months from the later of the Stockholder Approval Date and the Effective Date.
H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.
The gross proceeds from the offering were approximately $3.0 million, before deducting placement agent's fees and other offering expenses payable by the Company. The potential additional gross proceeds to the Company from the series A and series B warrants, if fully exercised on a cash basis, will be approximately $6.0 million. No assurance can be given that any of the series warrants will be exercised, or that the Company will receive cash proceeds from the exercise of the series warrants. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.
The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities issued in the private placement and shares of common stock underlying the warrants 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. Pursuant to a registration rights agreement with investors, the Company has agreed to file a resale registration statement covering the securities described above.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other