Current Report Filing (8-k)
September 21 2017 - 4:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported):
September 20, 2017
CYTORI THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-34375
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33-0827593
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(State or Other Jurisdiction of Incorporation)
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(Commission File
Number)
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(I.R.S. Employer Identification Number)
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3020 Callan Road, San Diego, California 92121
(Address of principal executive offices, with zip code)
(858) 458-0900
(Registrant's telephone number, including area code)
n/a
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (
see
General Instruction A.2. below):
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□
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by
check
mark whether
the
registrant
is
a
n
emerging
growth
company
as
defined
in as
defined
in
Rule
405
of the
Securities
Act
of
1933
(§
230.405
of
this
chapter)
or
Rule
12b-2
of
the
Securities
Exchange
Act
of
1934
(§
240.12b-2
of
this
chapter). Emerging
growth
company
□
If
an
emerging
growth
company,
indi
c
a
te
by
check
mark
if
the
registrant
has
elected
not to use the
e
x
tended
transition
period
for complying
with
any
new
or
re
v
ised
financial
accounting
standards
pro
v
ided
pursuant
to
Section
13(a)
of
the
E
x
change
Act.
□
Item 1.01. Entry into Material Definitive Agreement.
On September 20, 2017, Cytori Therapeutics, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its existing Loan and Security Agreement, dated May 29, 2015 (the “Loan Agreement”), with Oxford Finance LLC (“Oxford”), as collateral agent, and the lenders party thereto, including Oxford (the “Lenders”), pursuant to which, among other things, Oxford and the Lenders agreed to reduce the minimum liquidity covenant level from $5 million to $1.5 million. The Amendment also extends the interest-only period under the Loan Agreement to January 1, 2018, with a further extension through August 1, 2018 if the Company receives unrestricted net cash proceeds of at least $5 million on or before December 29, 2017.
The Amendment requires that the Company pledge its intellectual property in favor of Oxford. Such pledge will be released upon the Company achieving certain liquidity when the total principal outstanding under the Loan Agreement is less than $3 million.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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CYTORI THERAPEUTICS, INC.
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Date: September 21, 2017
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By: /s/ Tiago Girao
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Tiago Girao
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VP Finance and Chief Financial Officer
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