Cytori Announces Common Stock Purchase Agreement w

SAN DIEGO, Dec. 29, 2016 (GLOBE NEWSWIRE) -- Cytori Therapeutics, Inc. (NASDAQ: CYTX ) (“Cytori” or the “Company”), announced today that it has entered into a common stock purchase agreement and registration rights agreement (together, the “Agreements”) with Lincoln Park Capital Fund, LLC (“LPC”), a Chicago-based institutional investor and existing stockholder in the Company. According to the terms of the Agreements and subject to a registration statement being filed and declared effective, Cytori will have the right at its sole discretion to sell to LPC up to $20.0 million worth of shares over a 30-month period.  Cytori will control the timing of any future investment and LPC will be obligated to make purchases in accordance with the Agreements. Cytori expects to use the proceeds for working capital and general corporate purposes. 

“We anticipate that the forthcoming new year will bring a number of important milestones for Cytori,” said Marc H. Hedrick, M.D., Cytori’s President and CEO. “This $20 million financing facility will help provide additional financial flexibility to Cytori in its efforts to move forward with these key milestones for its stockholders.”

There are no upper limits to the price LPC may pay to purchase common stock from the Company and the purchase price of the shares will be based on the prevailing market prices of the Company’s shares at the time of each sale to LPC. No warrants, derivatives, financial or business covenants are associated with the Agreements and LPC has agreed not to cause or engage in any manner whatsoever, any direct or indirect short selling or hedging of shares of the Company’s common stock.  In consideration for entering into the Agreements and committing to fund up to $20.0 million, Cytori has issued shares of common stock to LPC as a commitment fee and will issue additional shares of common stock on a pro-rata basis only when and if shares are sold to LPC.  The Agreements may be terminated by the Company at any time, at its sole discretion, without any additional cost or penalty.

A more detailed description of the Agreements is set forth in Cytori’s Current Report on Form 8-K as filed with the SEC which the Company encourages be reviewed carefully.

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

About Cytori Therapeutics, Inc.

Cytori Therapeutics is a late stage cell therapy company developing autologous cell therapies from adipose tissue to treat a variety of medical conditions. 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 .

About Lincoln Park Capital Fund, LLC.

LPC is an institutional investor headquartered in Chicago, Illinois.  LPC’s experienced professionals manage a portfolio of investments in public and private entities.  These investments are in a wide range of companies and industries emphasizing life sciences, specialty financing, energy and technology.  LPC’s investments range from multiyear financial commitments to fund growth to special situation financings to long-term strategic capital offering companies certainty, flexibility and consistency.  For more information, visit www.lpcfunds.com .

Cautionary Statement Regarding Forward-Looking Statements

This press release includes forward-looking statements that involve known and unknown risks and uncertainties. All statements, other than historical facts, are forward-looking statements. Such statements, including, without limitation, statements regarding Cytori’s continued access to and rights under the Agreements, use of funds generated by sales of Cytori’s common stock under the Agreements, upcoming Cyori milestones in 2017, and the potential benefits of the $20 million equity financing facility with Lincoln Park (including helping to achieve Cytori’s anticipated milestones), are subject to risks and uncertainties that could cause Cytori’s actual results and financial position to differ materially from those projected in the forward-looking statements. Some of these risks include Cytori’s ability to materially or fully utilize the $20 million facility (whether because of market pressures including potential significant decreases in the Company’s stock price, Nasdaq-imposed limitations such as limitations on below-market sales of Cytori’s shares without stockholder approval, or otherwise); pre-clinical, clinical and regulatory uncertainties; Cytori’s ability to achieve and maintain compliance with financial and operational goals (including operating cash burn and total revenues); dependence on third party performance and approvals (including performance of investigator-initiated trials, and regulatory review and approval of Cytori’s therapeutic offerings, including ECCS-50); performance and acceptance of Cytori’s products in clinical studies/trials and in the marketplace; material changes in the marketplace that could adversely impact clinical development, commercialization and revenue strategies and projections (including changes in market perceptions of Cytori’s products, and introduction of competitive products); unexpected costs and expenses that could adversely impact liquidity and shorten Cytori’s current liquidity projections (which could in turn require Cytori to seek additional debt or equity capital within the next 12 months); Cytori’s reliance on key personnel; the right of the Federal Government to cut or terminate further support of the thermal burn injury program (including any decision by BARDA not to proceed with a wound trial in 2016); and other risks and uncertainties described in Cytori’s Securities and Exchange Commission filings, including Cytori’s annual and quarterly reports.

There may be events in the future that Cytori is unable to predict, or over which it has no control, and Cytori’s business, financial condition, results of operations and prospects may change in the future.  Cytori assumes no responsibility to update or revise any forward-looking statements to reflect events, trends or circumstances after the date they are made, except as required by applicable law.

Cytori Therapeutics, Inc. Tiago Girao, +1 (858) 458.0900 ir@cytori.com