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TOPIC: Oxford Loan amendment August 31 2018

Oxford Loan amendment August 31 2018 06 Sep 2018 05:08 #12233

  • fas
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Interesting that nobody bothered to post this in my absence :whistle:

Anyway- it is known that the former amendment to the Oxford loan, was in respect of extending the interest only period from September 1 until December 31 2018. This one had the condition that at least 12 Mio gross should be raised in the RO- which as we know did not happen. The day before the first redemption was due (Sept 1 of about 1.3 Mio) - the following amendment was made -

On August 31, 2018, Cytori Therapeutics, Inc. (the “Company”) entered into a third amendment (the “Third 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 Third Amendment extends the interest-only period under the Loan Agreement to December 31, 2018.
The Third Amendment also requires that the Company pay to each lender, in accordance with its pro rata share of the loans, 75% of all proceeds received (i) from the issuance and sale of unsecured subordinated convertible debt, (ii) in connection with a joint venture, collaboration or other partnering transaction, (iii) in connection with any licenses, (iv) from dividends (other than non-cash dividends from wholly owned subsidiaries) and (v) from the sale of any assets (such requirement, the “Prepayment Requirement”). The Prepayment Requirement does not apply to proceeds from the sale and issuance of the Company’s equity securities, other than convertible debt. The Prepayment Requirement shall apply until an aggregate principle amount of $7,000,000 has been paid pursuant to the Prepayment Requirement. However, if less than $7,000,000 has been paid pursuant to the Prepayment Requirement on December 31, 2018 then the Company is required to promptly make additional payments until an aggregate principal amount of $7,000,000 has been paid.
Additionally, the Third Amendment requires that the Company pay an amendment fee of $50,000 at the earlier of the prepayment, maturity or acceleration of the loan.
The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018.


So- they made it after all to keep the suspense of managing to stay a going concern until the end of the year. The 7 Mio $ they have to pay out of proceeds of "something" or at the end of the year is about 1.8 Mio more than was scheduled in redemptions.

So - what are their chances if any?

1. good Scleradec II results in November and enough PPS growth that they can use the Riley (6.5 Mio) facility? Possible
2. Upfront cash from a European Scleroderma partner? Also- possible
3. Upfront cash from a European ATI-0918 partner? A bit too early probably
4. Upfront cash from a US development partner for ATI-1123? This to me is rather unlikely.
5. License out some rights? Unlikely although Celactive is still existing and recently their existence was "extended"

We will see- the end game is on- only 4 months to go. :grin: :grin:

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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:

Oxford Loan amendment August 31 2018 06 Sep 2018 11:38 #12234

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Thanks Fas….barely following these days but with summer ending maybe I find a bit more time.

I wont disappoint you today though...so here is my negative spin on what was posted.
Oxford is simply allowing Cytori a chance to do their dirty work for them. If they take over, Oxford has to do the same thing...find a buyer for the assets. This allows Cytori to do the leg work and Oxford gets a big chunck if not all the reward. Meanwhile, that much less will be left of the assets that shareholders actually own. Short and sweet...we (shareholders) lose either way.

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Oxford Loan amendment August 31 2018 07 Sep 2018 04:29 #12235

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myownhedgefund wrote: Thanks Fas….barely following these days but with summer ending maybe I find a bit more time.

I wont disappoint you today though...so here is my negative spin on what was posted.
Oxford is simply allowing Cytori a chance to do their dirty work for them. If they take over, Oxford has to do the same thing...find a buyer for the assets. This allows Cytori to do the leg work and Oxford gets a big chunck if not all the reward. Meanwhile, that much less will be left of the assets that shareholders actually own. Short and sweet...we (shareholders) lose either way.


LOL- I dare say it is rather adventurous to assume that the holder of a contractual pledge on the IP (and possible other assets, I do not know) would have any insight in operational management of Cytori. Despite- as been claimed by Cytori Management- their good working relationship.

Anyway- I do not think it will come to all that- to me it was telling that at the date of reporting of the 13G by Swissquote, the share count was so low at 7.7 Mio OS. Means hardly anybody converted their Preferred C into common yet. Why? Possibly since it brings their ownership over 10%, which than would block the conversion? A take-over before default of the loan to me is very likely

But as usual - time will tell. :whistle:

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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:
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