CELZ Creative Medical Technology Holdings Inc

Creative Medical Technology Holdings, Inc., (Nasdaq: CELZ) (the “Company”), a leading biotechnology innovator in regenerative medicine, today announced it has entered into agreements with certain holders of its existing warrants for the immediate exercise of certain outstanding warrants to purchase up to an aggregate of 837,104 shares of common stock of the Company originally issued in October 2024 at their current exercise price of $4.42 per share. The shares of common stock issuable upon exercise of the existing warrants are registered pursuant to an effective registration statement on Form S-1 (File No. 333-283091). The aggregate gross proceeds from the exercise of the existing warrants is expected to total approximately $3.7 million, before deducting financial advisory fees.

Roth Capital Partners is acting as the Company’s financial advisor for this transaction.

In consideration for the immediate exercise of the existing warrants for cash, the Company will issue new unregistered warrants to purchase shares of common stock. The new warrants will be exercisable for an aggregate of up to 1,674,208 shares of common stock, at an exercise price of $3.75 per share and will be exercisable for a period of five years following shareholder approval of the exercise of the warrants.

The transaction is expected to close on or about March 6, 2025, subject to satisfaction of customary closing conditions. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes.

The new warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the “1933 Act”) and, along with the shares of common stock issuable upon their exercise, have not been registered under the 1933 Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (“SEC”) or an applicable exemption from such registration requirements. The Company has agreed to file a registration statement with the SEC covering the resale of the shares of common stock issuable upon exercise of the new warrants.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Creative Medical Technology Holdings, Inc.

Creative Medical Technology Holdings, Inc. is a biotechnology company dedicated to the advancement of identifying and translating novel biological therapeutics in the fields of immunotherapy, endocrinology, urology, gynecology, and orthopedics and is traded on NASDAQ under the ticker symbol CELZ. For further information about the Company, please visit www.creativemedicaltechnology.com.

Forward-Looking Statements

This news release may contain forward-looking statements, including but not limited to comments regarding the timing and content of upcoming clinical trials and laboratory results, marketing efforts, funding, etc. Forward-looking statements address future events and conditions, which may involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. See the periodic and other reports filed by Creative Medical Technology Holdings, Inc. with the Securities and Exchange Commission and available on the Commission's website at www.sec.gov.

Contact:

Creative Medical Technology Holdings, Inc.IR@CreativeMedicalTechnology.com

Investor Relations:Devin Sullivan, Managing DirectorThe Equity Group Inc.dsullivan@equityny.com