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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):  May 9, 2008

CYTORI THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware	000-32501	33-0827593
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification 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))

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Item 2.02                      Results of Operations and Financial Condition

 

On May 9, 2008, Cytori Therapeutics, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2008.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information disclosed under this Item 2.02 in this report, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

 

 

Item 9.01                      Financial Statements and Exhibits

(d)           Exhibits

 

Exhibit No.                                     Description

99.1                                      Cytori Therapeutics, Inc. Press Release, dated May 9, 2008*

*    Exhibit 99.1 hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.

 

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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:  May 9, 2008	By:  /s/ Mark E. Saad
	Mark E. Saad
	Chief Financial Officer

 

 

 

 

 

 

 

 

 

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		As of March 31, 2008				As of December 31, 2007
Assets
Current assets:
Cash and cash equivalents		$	8,010,000			$	11,465,000
Accounts receivable, net of allowance for doubtful accounts of $8,000 and $1,000 in 2008 and 2007, respectively			146,000				9,000
Inventories, net			360,000				—
Other current assets			782,000				764,000
Total current assets			9,298,000				12,238,000
Property and equipment, net			3,270,000				3,432,000
Investment in joint venture			360,000				369,000
Other assets			507,000				468,000
Intangibles, net			1,023,000				1,078,000
Goodwill			3,922,000				3,922,000
Total assets		$	18,380,000			$	21,507,000
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable and accrued expenses		$	6,707,000			$	7,349,000
Current portion of long-term obligations			601,000				721,000
Total current liabilities			7,308,000				8,070,000
Deferred revenues, related party			17,974,000				18,748,000
Deferred revenues			2,379,000				2,379,000
Option liability			1,200,000				1,000,000
Long-term deferred rent			399,000				473,000
Long-term obligations, less current portion			184,000				237,000
Total liabilities			29,444,000				30,907,000
Commitments and contingencies
Stockholders’ deficit:
Preferred stock, $0.001 par value; 5,000,000 shares authorized; -0- shares issued and outstanding in 2008 and 2007			—				—
Common stock, $0.001 par value; 95,000,000 shares authorized; 26,976,732 and 25,962,222 shares issued and 25,103,898 and 24,089,388 shares outstanding in 2008 and 2007, respectively			27,000				26,000
Additional paid-in capital			136,108,000				129,504,000
Accumulated deficit			(140,405,000	)			(132,132,000	)
Treasury stock, at cost			(6,794,000	)			(6,794,000	)
Amount due from exercises of stock options			—				(4,000	)
Total stockholders’ deficit			(11,064,000	)			(9,400,000	)
Total liabilities and stockholders’ deficit		$	18,380,000			$	21,507,000

 

 

		For the Three Months Ended March 31,
		2008				2007
Product revenues:
Related party		$	—			$	280,000
Third party			153,000				—
			153,000				280,000
Cost of product revenues			60,000				225,000
Gross profit			93,000				55,000
Development revenues:
Development, related party			774,000				—
Research grants and other			37,000				45,000
			811,000				45,000
Operating expenses:
Research and development			4,963,000				4,996,000
Sales and marketing			958,000				546,000
General and administrative			3,111,000				3,166,000
Change in fair value of option liabilities			200,000				200,000
Total operating expenses			9,232,000				8,908,000
Operating loss			(8,328,000	)			(8,808,000	)
Other income (expense):
Interest income			76,000				197,000
Interest expense			(23,000	)			(52,000	)
Other income (expense), net			11,000				(4,000	)
Equity loss from investment in joint venture			(9,000	)			(2,000	)
Total other income, net			55,000				139,000
Net loss			(8,273,000	)			(8,669,000	)
Other comprehensive loss – unrealized loss			—				(1,000	)
Comprehensive loss		$	(8,273,000	)		$	(8,670,000	)
Basic and diluted net loss per common share		$	(0.34	)		$	(0.43	)
Basic and diluted weighted average common shares			24,442,655				20,063,750