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CYTOMEDIX FILES REGISTRATION
STATEMENT
ROCKVILLE, Md., Dec. 4, 2007 – Cytomedix, Inc. (AMEX:
GTF) today announced that it has filed a registration
statement on Form S-3 with the Securities and Exchange Commission
(SEC) which, when declared effective by the SEC, will cover the
resale by certain selling shareholders of up to 2,940,665 shares of
common stock, of which 1,300,000 are shares of common stock that are
issuable as of Nov. 30, 2007, and 1,640,665 are shares of common
stock that, as of Nov. 30, 2007, are issuable to certain
shareholders upon exercise of outstanding warrants. The 2,940,655
shares of common stock that may be sold by selling shareholders
include 1.3 million shares of common stock and warrants to purchase
an additional 975,000 shares of common stock that were issued to the
Company's patent counsel as a payment of current and future
contingency fees under a prior retainer agreement. These shares are
subject to certain restrictions on resale, namely, that 25% of the
shares may be sold by patent counsel on or after the date on which
the registration statement is declared effective. Thereafter, an
additional 25% may be sold in or after each fiscal quarter following
the end of the fiscal quarter in which the registration statement is
declared effective. The remaining 665,655 shares that may be sold by
other selling shareholders are not subject to contractual
limitations on resale. The selling shareholders will act
independently in determining the timing, manner, and size of each
sale. The Company will not receive any of the proceeds from the sale
of common stock being offered by the selling shareholders; however,
the Company may receive proceeds from the selling shareholders’
exercise of warrants to purchase the common stock.
The registration statement will also serve as a shelf registration
statement that will allow Cytomedix to offer and sell in one or more
offerings, and at the times Cytomedix deems appropriate, up to $50
million of common stock, preferred stock, warrants and debt
securities, or any combination of these securities. The particular
terms of any offering of securities by the Company would be
established at the time of the offering. The Company may use the
proceeds from any future offering of securities to facilitate and
expedite its strategic pursuits such as further investment in sales
and marketing, product development, strategic partnerships or
acquisitions, if and when suitable opportunities arise, and for
general corporate purposes. The Company will determine when and if
it will make any offerings of securities under the shelf
registration statement, which provides the Company greater
flexibility in determining the structure and timing of financing
activities.
The shelf registration statement filed today with the SEC has not
yet become effective. No securities may be sold and offers to buy
may not be accepted prior to the time the registration statement
becomes effective. This communication shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
ABOUT CYTOMEDIX
Cytomedix, Inc. is a biotechnology company specializing in processes
and products derived from autologous platelet releasates for use on
chronic wounds and other applications. The current offering is the
AutoloGel™ System, a process that utilizes an autologous platelet
gel composed of multiple growth factors, other platelet releasates,
and fibrin matrix and is intended for use on diabetic ulcers,
pressure ulcers, leg ulcers and management of mechanically or
surgically debrided wounds. Additional information regarding
Cytomedix is available at: http://www.cytomedix.com
SAFE HARBOR STATEMENT
Statements contained in this press release not relating to
historical facts are forward-looking statements that are intended to
fall within the safe harbor rule for such statements under the
Private Securities Litigation Reform Act of 1995. The information
contained in the forward-looking statements is inherently uncertain,
and the Company's actual results may differ materially due to a
number of factors, many of which are beyond the Company’s ability to
predict or control, including among others, the success of new sales
initiatives, governmental regulation, acceptance by the medical
community and competition.
The Company cannot guarantee whether or not it will raise capital
under the shelf registration. and it cannot guarantee that if it
seeks to raise capital, it will be able to do so under terms
acceptable to the Company. Furthermore, if additional proceeds are
raised, there is still no assurance that the Company will be
successful in its pursuit of its corporate or strategic goals.
These forward-looking statements are subject to known and unknown
risks and uncertainties that could cause actual events to differ
from the forward-looking statements. More information about some of
these risks and uncertainties may be found in the reports filed with
the Securities and Exchange Commission by Cytomedix, Inc. Except as
is expressly required by the federal securities laws, Cytomedix
undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, changed
circumstances or future events or for any other reason.
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