Cytori Therapeutics, Inc. (Nasdaq:CYTX) provides a reminder to
stockholders that its previously announced rights offering will
remain open until 5:00 PM Eastern Time on Friday, July 20, 2018.
Rights holders will need to exercise their subscription rights
prior to that date and time.
The unit pricing remains $1,000 per unit, each unit consisting
of one share of Series C Preferred Stock with a face value of
$1,000 (and immediately convertible into common stock at a
conversion price of the lesser of (a) $1.45 per share and (b) 85%
of the lowest daily volume weighted average price for our common
stock, as reported at the close of trading by Nasdaq, during the
five trading days prior to the expiration of the rights offering
(including the expiration date), subject to adjustment) and 621
warrants. Each warrant entitles the holder to purchase one share of
common stock at an exercise price of the lesser of (a) $1.27 per
share and (b) the conversion price per share of the Series C
Preferred Stock, from the date of issuance through its expiration
30 months from the date of issuance.
If exercising subscription rights through a broker, dealer, bank
or other nominee, rights holders should promptly contact their
nominee and submit subscription documents and payment for the units
subscribed for in accordance with the instructions and within the
time period provided by such nominee. The broker, dealer, bank or
other nominee may establish a deadline before July 20, 2018, by
which instructions to exercise subscription rights, along with the
required subscription payment, must be received.
All record holders of rights certificates that wish to
participate in the rights offering must deliver a properly
completed and signed rights certificate, together with payment of
the subscription price for both basic subscription rights and any
oversubscription privilege election, to the Subscription Agent, to
be received before 5:00 PM Eastern Time on July 20, 2018. The
Subscription Agent is:
By
mail: |
|
By hand
or overnight courier: |
Broadridge Corporate
Issuer Solutions, Inc.Attn: BCIS Re-Organization Dept.P.O. Box
1317Brentwood, New York 11717-0693(855) 793-5068 (toll free) |
|
Broadridge Corporate
Issuer Solutions, Inc.Attn: BCIS IWS51 Mercedes WayEdgewood, New
York 11717(855) 793-5068 |
Under the rights offering, Cytori has distributed one
non-transferable subscription right for each share of common stock
or Series B Preferred Stock (on an as-if-converted-to-common-stock
basis) held on the previously announced record date of June 26,
2018. Each right entitles the holder to purchase one unit
consisting of one share of a Series C Preferred Stock and 621
Warrants. Each share of Series C Preferred Stock has a face value
of $1,000 and is convertible into common stock at a conversion
price of the lesser of (a) $1.45 per share and (b) 85% of the
lowest daily volume weighted average price for our common stock, as
reported at the close of trading by Nasdaq, during the five trading
days prior to the expiration of the rights offering (including the
expiration date), subject to adjustment. For example, if the
conversion price is $1.45 per share, then an investor with one
share of Series C Preferred Stock would be able to convert it into
690 shares of common stock. Each warrant entitles the holder to
purchase one share of common stock at an exercise price of the
lesser of (a) $1.27 per share and (b) the conversion price per
share of the Series C Preferred Stock, from the date of issuance
through its expiration 30 months from the date of issuance. Cytori
has applied to list the warrants on Nasdaq, although there is no
assurance that a sufficient number of subscription rights will be
exercised so that the warrants will meet the minimum listing
criteria to be accepted for listing on Nasdaq under the symbol
“CYTXL.” The warrants may be redeemed by Cytori prior to their
expiration if Cytori’s common stock closes above $3.63 per share
for 10 consecutive trading days. The subscription rights are
non-transferrable and may only be exercised during the anticipated
subscription period through 5:00 PM Eastern Time on Friday, July
20, 2018, unless extended. A registration statement relating to
these securities has been declared effective by the Securities and
Exchange Commission.
Holders who fully exercise their basic subscription rights will
be entitled, if available, to subscribe for an additional amount of
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 for the
rights offering.
Each stockholder of record as of June 26, 2018, will receive by
mail an information packet that explains the rights offering.
Stockholders with specific questions are urged to contact
Broadridge Corporate Issuer Solutions, Cytori’s information agent
for the rights offering, by calling 855-793-5068 (toll-free); or
Maxim Group LLC, 405 Lexington Avenue, New York, NY 10174,
Attention Syndicate Department, email:
syndicate@maximgrp.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.
The Company’s registration statement on Form S-1, as amended,
was declared effective by the U.S. Securities and Exchange
Commission (SEC) on July 12, 2018. The prospectus and all of the
Company’s SEC filings may be found in the Investor Relations
section of Cytori’s website at www.ir.cytori.com.
Cautionary Note Relating to Forward-Looking
Statements
This release contains 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 conduct and timing of our 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. Some of these risks
include our financial condition (including cash runway, our ability
to access additional capital to fund our business, and our
expectation that we will continue to incur losses at least in the
near-term); clinical and regulatory uncertainties (including
conduct and results of our clinical trials and
investigator-initiated clinical trials using our technology, and
challenges in obtaining and maintaining regulatory clearances and
approvals for our products); market acceptance of our technologies,
including introduction of superior technologies into our
anticipated markets; our ability to compete with larger, better
financed competitors; dependence on third-party clinical
investigators, suppliers and manufacturers; our ability to
commercialize and sell products; our compliance with laws, rules
and regulations applicable to our business; our ability to attract
and retain skilled personnel; our volatile stock price; and our
ability to protect and expand our intellectual property rights; and
other risks and uncertainties described under the “Risk Factors” in
Cytori’s Securities and Exchange Commission Filings. These
forward-looking statements speak only as of the date made. We
assume no obligation or undertaking to update or revise any
forward-looking statements contained herein to reflect any changes
in our expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.
You should, however, review additional disclosures we make in our
registration statement on Form S-1 for the rights offering, as well
as our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q
and Current Reports on Form 8-K.
Source: Cytori Therapeutics, Inc.
Cytori Therapeutics, Inc.Tiago Girao,
1-858-458-0900ir@cytori.com
Cytori Therapeutics (NASDAQ:CYTX)
Historical Stock Chart
From Apr 2024 to May 2024
Cytori Therapeutics (NASDAQ:CYTX)
Historical Stock Chart
From May 2023 to May 2024