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TOPIC: October 27th

October 27th 27 Oct 2017 15:55 #10364

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October 27th trading day is over - what does that mean to anyone out there?

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October 27th 27 Oct 2017 17:36 #10365

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Amendment number two to S-1 - subscription rights at $1,000 for one share of preferred stock plus 1250 warrants - total of 10,000 shares of preferred plus warrants to purchase up to 12,500,000 shares of common at .48 for 30 months - subscription rights expire on 11/21/17 - Maxim gets 6 to 7% of rights proceeds.

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October 27th 28 Oct 2017 04:59 #10366

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rodney.strongg wrote: Amendment number two to S-1 - subscription rights at $1,000 for one share of preferred stock plus 1250 warrants - total of 10,000 shares of preferred plus warrants to purchase up to 12,500,000 shares of common at .48 for 30 months - subscription rights expire on 11/21/17 - Maxim gets 6 to 7% of rights proceeds.


I just glanced over the first 10 pages, but did not see any major changes compared to the former filing- just the symbol for the (tradeble) warrants I guess- i.e. CYTXS.

Anyway- to my surprise I already received a mail concerning the RO from my German broker Consors. The took over my old online bank- DAB Bank- from which I received NADA in 2016 at the 2,55$ RO (thank god :whistle: )

Just as a free lesson in German- here is what they wrote (NB- did not get any info from IB yet)

Bezugsangebot auf Units für Ihr Wertpapier CYTORI THERAPEUT. DL-001 (WKN A2AJVZ)
Spätester Termin für Ihre Weisung: 20.11.2017, 10:00 Uhr

Sehr geehrte Kundin, sehr geehrter Kunde,
die CYTORI THERAPEUT. DL-001 führt per Ex-Tag 25.10.2017 ein Bezugsangebot auf Units zu den
folgenden Konditionen durch:

Verfügbares Bezugsrecht
Wertpapiername: CYTORI THERAPEUT. -ANR.-
WKN: A2JSS0
Trennverhältnis: 1 : 1 (Für 1 Ihrer Aktien erhalten Sie 1 Bezugsrecht.)
Bezugsverhältnis: 1 : 1 (Für 1 Bezugsrecht können Sie 1 Unit beziehen.)

Referenziertes Wertpapier
Wertpapiername: CYTORI THERAPEUT. DL-001
WKN: A2AJVZ
Eine Unit besteht aus 1 Vorzugsaktie Serie B und 1.250 Optionsscheinen. Es ist bisher nicht bekannt, ob die Units oder die einzelnen Komponenten direkt eingebucht werden. (Zu den neuen Wertpapieren liegen uns momentan keine weiteren Informationen vor.)

Sonstiges: 1 Optionsschein berechtigt zum Erhalt von 1 Cytori Aktie zum Preis von 0,48 USD je neuer Aktie. Die Laufzeit des Optionsscheines beträgt 30 Monate ab dem Ausgabetermin. Nähere Informationen zu den Ausübungsbedingungen der Optionsscheine liegen uns momentan noch nicht vor.

Bezugspreis pro Unit: 1.000,- USD
Überbezug: möglich (Sie können über Ihr gesetzliches Bezugsrecht hinaus weitere Units bestehend aus 1 Vorzugsaktie Serie B und 1.250 Optionsscheinen zum Bezugspreis kaufen. Wir können diesen Überbezug aber nicht garantieren und er kann der Pro-Rata-Zuteilung unterliegen.)
Bezugsrechtshandel: kein börslicher Bezugsrechtshandel und keine Vermittlung von Bezugsrechten durch die CYTORI THERAPEUT. DL-001 oder von ihr Beauftragte

Zeitlicher Rahmen
Bezugsfrist: bis 21.11.2017
Wertstellung ab: 21.11.2017

Risikoklasse 5 und Finanztermingeschäftsfähigkeit
Um eine Weisung zum Bezug der Units abgeben zu können, benötigen Sie zwingend die
Einstufung in die Risikoklasse 5. Ohne diese Risikoklasse werden wir Ihre Weisung ablehnen.

Wir werden das zu beziehende Wertpapier in Ihr oben genanntes Depot einbuchen, sobald wir es von unserer Lagerstelle erhalten haben. Wann genau das der Fall sein wird, ist uns aber leider nicht bekannt.
Sobald wir Ihre Weisung erhalten haben, sperren wir den Gegenwert auf Ihrem Verrechnungskonto. Sie können diese Summe dann nicht mehr für andere Transaktionen nutzen. Abbuchen werden wir den Betrag natürlich erst zum Tag der Wertstellung. Wenn Sie uns den Auftrag erteilen, muss Ihr Verrechnungskonto also ausreichend gedeckt sein. Andernfalls können wir Ihre Weisung leider nicht bearbeiten. Prüfen Sie also bitte Ihren Kontostand, bevor Sie uns einen Auftrag erteilen. Die Lagerstelle wird uns den Bezugspreis zum Termin der Wertstellung bzw. zum Ende der Bezugsfrist belasten. Sollte der Bezugspreis auf eine Fremdwährung lauten, werden wir ihn zu unseren üblichen Kursen umrechnen und Ihrem Konto anschließend in Euro belasten.
Sollte es zu einer Pro-Rata-Zuteilung kommen, erhalten Sie nur einen Teil der gewünschten Wertpapiere. In diesem Fall schreibt die Lagerstelle uns in der Regel zunächst den gesamten Bezugspreis zu den ursprünglichen Währungskursen wieder gut. Anschließend belastet sie uns mit dem auf Ihren Anteil anfallenden Bezugspreis zu den dann aktuellen Kursen. Hierbei kann eine Devisenkursdifferenz entstehen, die wir an Sie weitergeben, sobald wir Ihr Verrechnungskonto in Euro belasten.

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Board moderator and Site-owner. I still regret the day I started analysing the prospects of MacroPore (now Cytori) back in 2004- a left-over from the tech-bubble at that time from the century change in my portfolio- and became addicted to Cytori´s fat cell technology. :cry:

October 27th 28 Oct 2017 13:11 #10367

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Fas, Franshei - obviously my hopes of avoiding the large dilution in the RO have been dashed - I am questioning whether we are back to "business as usual" (as has always been the case historically after CYTX offerings) and wondering if there really is any inflection point in sight - I know that Fas is not interested in the RO (neither am I), but is there some way to play this stock going forward or would further investments be simply "throwing good money at bad" (which historically has been the case) - will this time be different? - interested in your thoughts (and other long holders, such as Rongside etc.) - thanks.

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October 27th 28 Oct 2017 19:10 #10368

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Fas...glad to hear you didn't get any of the last RO. Boy, was that one lousy deal right from the start and a clear indication on how they feel about the long term shareholders...to be honest...I feel they would love to be rid of us for good !!!

RS...its amazing you even had the hope to begin with...they clearly laid out their plan.
Your next hope will have to be on a R/S and how many shares they plan to ask for in the new authorization...LOL
They are telling you real revenues are still years away....maybe
They are telling you that the 12 million burn rate will very likely be exceeded
They are telling you this RO wont be the last dilution
As far as playing going forward....once we knew their plan one had to strongly suspect the manipulation up to get the deal done...that has past. Now its anybody guess but capital raises in general (any company of similar nature) have a habit of at least testing a bit below the offering price. Although this is a bit different in structure, I would say $0.40 will be the mark shot against at some point. Then you can choose if its worth a trade I guess......but with such a big equity world out there is it worth it ? That each lodge member has to decide for themselves !!!

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October 27th 28 Oct 2017 20:14 #10369

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Rodney

My out of box thinking:

Actually, I have been thinking about the same topic that we are in presently.

1. The corporate slide show that goes with the RO offer is pretty agressive, even though the company has very little cash.

2. As I have discussed, scleroderma is not dead. I believe the FDA wants a focus phase 3 trial in diffuse cutaneous scleroderma. I tends to believe the French sclerodec II would be positive and the French data together with the STAR data (48 weeks) would bring an EU scleroderma approval in 2019.

3. Japan is doing very well. But, the revenue will remain small if the sales and marketing forces remain. Though I believe the urinary incontinent and breast reconstruction studies would successful, the positive impact on Cytori KK is not immediate.

4. BARDA has US government funding support.

5. ATI 0918 should proceed as plan and the EU sales would most likely go through a distributor, not a partner.

6. RO money and other incomes if they come are only good for the near to intermediate terms.

I think it is very clear in my mind that doing small piece meal financing and currently project revenue and income for the near to intermediate terms are not the way to go.

I think TAP and CYTX management should know well that we all need a sugar daddy, just like what KOOL has. I hope this is the direction that Hedrick/Rickey/Girao are working on. It should not be business as usual. I hope the slide show and other corporate actions are indicative that the company is dressing up for a buyout, corporate sale, etc.

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October 27th 28 Oct 2017 20:35 #10370

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***I think it is very clear in my mind that doing small piece meal financing and currently project revenue and income for the near to immediate terms are not the way to go.***

Hello !!!!
Exactly right franshei but management has been doing this their whole lives and they are in such a state they cannot do anything else because real money managers don't risk capital on bozos.
My #1 complaint here for many years has been they never raise enough money !!!!!!!!!!
Calhoun has to be laughing his a$$ off that we still struggle with the debt from the trifecta of doom, Calhoun/Saad/Dean !
IMHO, this company's purpose has been the preservation of salaries at all cost. They have little clue how to monetize what little is left here. Do you really seriously think Hedrick's team can run the Azaya assets w/o a royal screw-up along they way ?
Above said, they will get their money next month and the same players will continue to play the game as long as possible.
I am actually looking forward to the coming call as I expect it to be very entertaining !

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October 27th 29 Oct 2017 04:30 #10371

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As I have stated before, I did participate in the last RO for 53% with my IB holdings. The screw up with IDIS obviously was the deciding factor that this one had again to be made.

I have also stated that I am re-considering on this one and it all depends on the next call and Q3 earnings. And Q3 earnings obviously rely on Japan. For that reason, selling the KK makes no sense to me at all and the only thing they should continue to pursue is application partnerships. I have always said that my opinion is that I believe the expectations of utilization and return on apps have always been way too high in the minds of Calhoun and Hedrick and for that reason no deal has ever been made so far. And maybe they never will make one, with the view that I have nowadays on the world around me.

Consumable growth in Japan has been 23% on an annual basis, but 23% of nothing is still nothing. So- real hard facts - i.e. repeatable revenues- have to convince me- or not- that there will be an end to the catastrophic dilutions of the past 3 years. And I want to see evidence of personal sacrifice of the over-paid and over-rewarded management at Cytori.

Again- as Hedge already stated- the call should be interesting.

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Board moderator and Site-owner. I still regret the day I started analysing the prospects of MacroPore (now Cytori) back in 2004- a left-over from the tech-bubble at that time from the century change in my portfolio- and became addicted to Cytori´s fat cell technology. :cry:

October 27th 29 Oct 2017 14:13 #10372

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I think Hedge's recent comments/sentiment both technically and fundamentally represent what many investors and traders are thinking . Rodney's recent reactions are also typical before the 3rd Q CC in early November. I told Tiago Girao many times that Q CC is always scary time for CYTX stockholders.

I think CYTX is not running business as usual, otherwise there are no 50% layoffs and TAP involvement.

Regarding Cytori KK, it is after all a meaningful success. There is a lot of "great" efforts being undertaken in Japan over the past 2-3 years, and not much in EU and China. If the company can really strategically carve out some money to keep it alive (in the absence of a sugar daddy), I think Japan is a good plate to serve the purpose. If indeed there is a potential partner in the wing for the Japanese pie with a potential to gain control of the company, this party can come in through the current RO offer (all they need is 10,000 shares of the common for now and then subscribe most of the RO with up to $ 10 million for the preferred stock in November and another $ 6 million to exercise the warrants next year). (KOOL and VCEL have done the same before. ) If indeed this is what is happening, potential common stock dilution is a non event. The RO may very well be the transit to a new control of the company. The timeline for the execution of this RO is much slower than the one of last year - I think it is possible that they are working to find the right buyer/s for the whole company. I think this RO is not us and not for Sabby- it is for someone they have in mind.

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October 27th 29 Oct 2017 16:26 #10373

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Franshei, excellent post - imo, you are the one of the very few on the "cutting edge"!

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October 27th 29 Oct 2017 19:42 #10374

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Franshei
Appreciate the comments but you have me a bit confused. Can you explain your following statement so my simple mind can follow :)

*** If indeed this is what is happening, potential common stock dilution is a non event. ***

To me, no mater what the final outcome, the outstanding share count will be material.
As far as KOOL and VCEL being some sort of success story...I suggest lodge members pull up a 5 year chart on each of them and see how the long term shareholders have fared in the "resurrection" of these companies.

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October 27th 30 Oct 2017 05:51 #10375

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franshei wrote: I think this RO is not us and not for Sabby- it is for someone they have in mind.


Franshei-

I know you are not a financial person, which is fine, but your post (similar to prior posts) basically is a "contradictio in terminis".

A Rights Offering to present shareholders by DEFINITION is meant for shareholders owning the stock at a certain point in time and the allotment allocation is a fair measure to make sure that large holders get a priority treatment in case of over-subscription, which is likely to happen. That means a third party - like normally happens with toxic financing- will be prevented from front-running in a big way. Surely some of it will happen with the likes of Sabby et al, but any white- or black knight should already be amongst us, which I hope is not the case in respect of a black one.

I would like to see Cytori stay an independent going concern and everything they have done so far, supports that.

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Board moderator and Site-owner. I still regret the day I started analysing the prospects of MacroPore (now Cytori) back in 2004- a left-over from the tech-bubble at that time from the century change in my portfolio- and became addicted to Cytori´s fat cell technology. :cry:

October 27th 30 Oct 2017 09:35 #10376

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The best indication of how strong or weak Cytori's prospects are WILL BE the level of participation in this R.O. by Marc Hedrick and the BOD. Marc has taken millions upon millions from Cytori with nothing to show for it. How much will he invest alongside participating shareholders? $100,000, $500,000, $1,000,000 or $0.50?

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October 27th 30 Oct 2017 10:50 #10377

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Wall Street Titan wrote: The best indication of how strong or weak Cytori's prospects are WILL BE the level of participation in this R.O. by Marc Hedrick and the BOD. Marc has taken millions upon millions from Cytori with nothing to show for it. How much will he invest alongside participating shareholders? $100,000, $500,000, $1,000,000 or $0.50?


Absolutely agree. And I presume what is left at Cytori management, should stay there for the long haul- if any. So- situations like with Kesten- who participated only with a nominal amount of shares, but apparently knew that he was on the way out, will hopefully not happen this time

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Board moderator and Site-owner. I still regret the day I started analysing the prospects of MacroPore (now Cytori) back in 2004- a left-over from the tech-bubble at that time from the century change in my portfolio- and became addicted to Cytori´s fat cell technology. :cry:

October 27th 31 Oct 2017 08:30 #10388

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rodney.strongg wrote: Fas, Franshei - obviously my hopes of avoiding the large dilution in the RO have been dashed


I may have been premature in making the above statement - as the Prospectus states: "Our Board of Directors reserves the right to terminate the Rights Offering for any reason any time before the closing of the Rights Offering." A deal can still be made and the RO terminated!

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October 27th 31 Oct 2017 10:33 #10391

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LOL, if the rights offering is cancelled the most likely will not be for good reasons. Keep dreaming.

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October 27th 31 Oct 2017 10:39 #10392

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IMO, the RO has only been initiated in order to provide the $5 million Oxford requirement in case a partnership or other deal cannot be consummated in time.

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October 27th 31 Oct 2017 12:06 #10393

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How about this little blurb on page 22 of the S-1/A filing.
Under Risk Factors:
****

We may be or become the target of securities litigation, which is costly and time-consuming to defend.
 
In the past, following periods of market volatility in the price of a company’s securities, the reporting of unfavorable news or continued decline in a company’s stock price, security holders have often instituted class action litigation. The market value of our securities has steadily declined over the past several years for a variety of reasons, including the announcement of the results of our Phase III clinical trial in July 2017, and for other reasons discussed elsewhere in the “Risk Factors” section in the Quarterly Report on Form 10-Q filed on August 11, 2017, which heightens our litigation risk.  If we face such litigation, we could incur substantial legal costs and our management’s attention could be diverted from the operation of our business , causing our business to suffer.  Any adverse determination in any such litigation or any amounts paid to settle any such actual or threatened litigation could require that we make significant payments.
***
Who is to say someone isn't waiting for them to raise enough money to make it worthwhile to go after ????
Especially since Oxford now has the patents !
A lot of people have lost a lot of money.....anyone can speculate RS.

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October 27th 31 Oct 2017 12:26 #10394

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Only the lawyers come out on that deal with the shareholders getting NADA.

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October 27th 31 Oct 2017 12:48 #10395

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myownhedgefund wrote: How about this little blurb on page 22 of the S-1/A filing.
Under Risk Factors:
****

We may be or become the target of securities litigation, which is costly and time-consuming to defend.
 
In the past, following periods of market volatility in the price of a company’s securities, the reporting of unfavorable news or continued decline in a company’s stock price, security holders have often instituted class action litigation. The market value of our securities has steadily declined over the past several years for a variety of reasons, including the announcement of the results of our Phase III clinical trial in July 2017, and for other reasons discussed elsewhere in the “Risk Factors” section in the Quarterly Report on Form 10-Q filed on August 11, 2017, which heightens our litigation risk.  If we face such litigation, we could incur substantial legal costs and our management’s attention could be diverted from the operation of our business , causing our business to suffer.  Any adverse determination in any such litigation or any amounts paid to settle any such actual or threatened litigation could require that we make significant payments.
***
Who is to say someone isn't waiting for them to raise enough money to make it worthwhile to go after ????
Especially since Oxford now has the patents !
A lot of people have lost a lot of money.....anyone can speculate RS.


HF, I can't believe the above is the best response to my post that you can up with - WOW, may be I really am on to something - LOL!

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