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MARCH 2, 2010
Fibrocell Science, Inc.
Enters Into Financing Agreement
EXTON, Pa., March 2 -- 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.

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