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Celularity sells $126M in tax losses for $12.2M cash

Florham Park biotech firm Celularity collected $12.2M by selling $126.3M in unused tax losses through New Jersey's transfer program for tech companies.

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Celularity Inc. collected $12.2 million in cash by selling $126.3 million worth of unused New Jersey tax losses through a state program that lets biotech companies monetize their losses.

The Florham Park-based cellular medicine company participated in New Jersey’s Technology Business Tax Certificate Transfer Program, which allows qualifying tech and biotech firms to sell their net operating losses (NOLs) to profitable companies seeking tax breaks.

Celularity received the cash proceeds in recent weeks, according to a company filing. The biotech firm develops therapies using cells and biomaterials derived from the placenta and umbilical cord.

The state program essentially gives companies cash for losses they accumulated while developing products — a common situation for early-stage biotech firms that spend heavily on research before generating revenue. Companies that buy the losses can use them to reduce their New Jersey tax bills.

“This transaction provides us with additional working capital to advance our clinical programs,” Celularity said in its filing.

The New Jersey Economic Development Authority administers the transfer program alongside the state Division of Taxation. Companies must meet specific criteria, including maintaining operations in New Jersey and demonstrating they’re engaged in qualified research activities.

Celularity has been developing treatments for cancer, infectious diseases, and degenerative conditions. The company went public in 2021 through a merger with a special purpose acquisition company, raising about $250 million at the time.

The Morris County company joins other New Jersey biotech firms that have used the loss transfer program to generate cash. The state created the program to help technology companies bridge funding gaps while keeping their operations in New Jersey.

For Celularity, the $12.2 million represents immediate capital that doesn’t dilute existing shareholders, unlike raising money through stock sales. The company can use the funds for clinical trials, research, or general operations as it works to bring treatments to market.

The transaction reflects New Jersey’s broader strategy to support its life sciences sector through tax incentives. The state competes with other biotech hubs like Massachusetts and California for companies developing breakthrough medical treatments.

Jessica Moran

Jessica Moran

Staff Writer, Entertainment

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