Capital Raise, Mesoblast, ASX, MSB, MESOBLAST SUCCESSFULLY COMPLETES PLACEMENT AND ACCELERATED INSTITUTIONAL ENTITLEMENT OFFER

Melbourne, Australia; December 5, 2023: Mesoblast Limited (ASX:MSB; Nasdaq:MESO), global leader in allogeneic cellular medicines for inflammatory diseases, today announced it has received firm commitments for its institutional placement (Placement) and the accelerated institutional component (Institutional Entitlement Offer) of the 1 for 4 pro-rata accelerated non-renounceable entitlement offer (Entitlement Offer) of new fully paid ordinary shares in Mesoblast (New Shares) to existing eligible shareholders, announced on Monday, 4 December 2023.

The Placement and Accelerated component of the Institutional Entitlement Offer will raise approximately A$55 million at an issue price of A$0.30 per New Share (Offer Price). The Placement was oversubscribed and will raise approximately A$36 million. The offer was well supported by existing shareholders as well as attracting new institutional shareholders to the register. Chief Executive Officer, Dr Silviu Itescu has committed to taking up a majority of his Entitlement in the Accelerated Institutional Offer. Chief Executive Dr Silviu Itescu said ”I would like to acknowledge the ongoing support from our key institutional shareholders who have participated alongside myself and welcome new investors in the accelerated component of our placement and entitlement offer. The funds raised will allow Mesoblast to achieve its key objectives for 2024, as outlined at the AGM.” The New Shares to be issued under the Placement and Institutional Entitlement Offer will be issued on 12 December 2023 and are expected to commence trading on the ASX on the same day.

The retail entitlement offer (Retail Entitlement Offer), at the same Offer Price, will be open to eligible retail shareholders from 8 December 2023 through to 19 December 2023 (Retail Entitlement Offer Period), with eligible retail shareholders having the opportunity to apply for additional New Shares above their entitlement under a top-up facility. A maximum of approximately A$42 million is able to be raised under the Retail Entitlement Offer. Proceeds raised from the Placement and Institutional Entitlement Offer, proceeds raised from the Retail Entitlement Offer, and existing cash reserves will be used to fund the adult Phase 3 registration trials for steroid refractory acute graph versus host disease and for chronic low back pain, and general corporate purposes.