Cytori Informs Stockholders of Key Dates and Terms Related to Announced Rights Offering
Cytori Therapeutics Inc.
Jun. 12, 2018
SAN DIEGO, June 12, 2018 (GLOBE NEWSWIRE) -- Cytori Therapeutics, Inc. (Nasdaq:CYTX) ("Cytori"), today provided an informational update to stockholders regarding its proposed rights offering and the expected key dates and terms relative to the offering. Stockholders are advised to ensure they complete their open market purchases of Cytori common stock by Friday, June 22, 2018 to be considered a stockholder of record on Tuesday, June 26, 2018. Stockholders or interested parties are advised to direct all questions and informational requests to the contacts listed below.
Under the proposed rights offering, Cytori will distribute one non-transferable subscription right for each share of common stock and Series B Convertible Preferred Stock (on an as-if-converted-to-common-stock basis) held on the record date. Each right will entitle the holder to purchase one unit, at a subscription price of $1,000 per unit, consisting of one share of Series C Convertible Preferred Stock with a face value of $1,000 (and immediately convertible into shares of Cytori’s common stock at a conversion price of $2.64 per share) and 200 warrants to purchase Cytori’s common stock with an exercise price of $3.17 per share. The warrants will be exercisable for 30 months after the date of issuance.
The subscription rights are non-transferable and may only be exercised during the anticipated subscription period of Friday, June 29, 2018 through 5:00 PM ET on Friday, July 13, 2018, unless extended by Cytori.
The expected calendar for the rights offering is as follows:
-- Friday, June 22, 2018: Ownership Day — in order to be considered a stockholder of record on Tuesday, June 26, 2018, shares should be acquired by this date. -- Tuesday, June 26, 2018: Record Date -- Friday, June 29, 2018: Distribution Date; Subscription Period Begins -- Friday, July 13, 2018: Subscription Period Ends 5:00 PM ET (unless extended at Cytori’s sole discretion)
Holders who exercise their subscription rights in full will be entitled, if available, to subscribe for additional units that are not purchased by other stockholders, on a pro rata basis and subject to ownership limitations.
Cytori has engaged Maxim Group LLC as dealer-manager in the offering. Questions about the rights offering or requests for copies of the preliminary and final prospectuses, when available, may be directed to Maxim Group LLC at 405 Lexington Avenue, New York, NY 10174, Attention Syndicate Department, or via email at firstname.lastname@example.org or telephone at (212) 895-3745.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The rights offering, which is expected to commence following the effectiveness of the registration statement, is being made only by means of a written prospectus. A preliminary prospectus relating to and describing the proposed terms of the rights offering has been filed with the SEC as a part of the registration statement and is available on the SEC’s website at https://www.sec.gov/Archives/edgar/data/1095981/000156459018015100/cytx-s1a_20180605.htm. Copies of the preliminary and final prospectus for the rights offering may be obtained, when available, from Maxim Group LLC, 405 Lexington Avenue, New York, NY 10174, Attention Syndicate Department, email: email@example.com or telephone (212) 895-3745.
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Cytori Therapeutics
Cytori is a therapeutics company developing regenerative and oncologic therapies from its proprietary cell therapy and nanoparticle platforms for a variety of medical conditions. Cytori Nanomedicine™ is developing encapsulated therapies for regenerative medicine and oncologic indications using technology that allows Cytori to use the benefits of its encapsulation platform to develop novel therapeutic strategies and reformulate other drugs to optimize their clinical properties. Data from preclinical studies and clinical trials suggest that Cytori Cell Therapy™ acts principally by improving blood flow, modulating the immune system, and facilitating wound repair. As a result, Cytori Cell Therapy™ may provide benefits across multiple disease states and can be made available to the physician and patient at the point-of-care through Cytori’s proprietary technologies and products. For more information, visit www.cytori.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release includes forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements contained in this release, other than statements of historical fact, constitute "forward-looking statements." The words "expects," "believes," "potential," "possibly," "estimates," "may," "could" and "intends," as well as similar expressions, are intended to identify forward-looking statements. These forward-looking statements do not constitute guarantees of future performance. Investors are cautioned that statements which are not strictly historical statements, including, without limitation, statements regarding the expected commencement and terms of the rights offering are forward looking statements. Forward looking statements are subject to risks and uncertainties that could cause our actual results and financial position to differ materially. Please refer to the risk factors contained in Cytori’s Securities and Exchange Commission filings available at www.sec.gov, including without limitation, the preliminary prospectus relating to the rights offering and Cytori’s most recent reports on Forms 10-K, 10-Q and 8-K. These forward-looking statements speak only as of the date made. Cytori assumes no obligation or undertaking to update or revise any forward-looking statements contained herein to reflect any changes in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Tiago Girao firstname.lastname@example.org Cytori Therapeutics, Inc.1-858-458-0900