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):  August 31, 2006

CYTORI THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-32501

 

33-0827593

(State or Other Jurisdiction of

 

(Commission File

 

(I.R.S. Employer Identification

Incorporation)

 

Number)

 

Number)

 

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):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




Item 8.01               Other Events

Cytori Therapeutics, Inc. announces that as of August 31, 2006 it has completed the closing of each of the agreements it entered into on August 9, 2006 with Olympus Corporation and certain institutional investors by which it sold 2,918,255 shares of common stock at a price of $5.75 per share. The offerings were made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-134129).  The Company has, pursuant to Rule 424(b) under the Securities Act of 1933, filed with the Securities and Exchange Commission a prospectus and prospectus supplements relating to these offerings.

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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.

 

CYTORI THERAPEUTICS, INC.

 

 

 

 

 

 

Date: September 1, 2006

By:

      /s/ Christopher J. Calhoun

 

 

 

Christopher J. Calhoun

 

 

Chief Executive Officer