1,005,212 Shares CYTORI THERAPEUTICS, INC. Common Stock PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 15th, 2006 • Cytori Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York
Cytori Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to certain investors located by you or set forth on Schedule III attached hereto (each an “Investor” and, collectively, the “Investors”), up to an aggregate of 1,005,212 shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The Company desires to engage Piper Jaffray & Co. as its exclusive placement agent (the “Placement Agent”) in connection with such issuance and sale. The Shares are more fully described in the Registration Statement (as hereinafter defined).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • August 15th, 2006 • Cytori Therapeutics, Inc. • Surgical & medical instruments & apparatus • California
This Common Stock Purchase Agreement (the “Agreement”) is entered into at 5:00 p.m. California time on August 9, 2006 (the “Effective Date”), by and between Cytori Therapeutics, Inc., a Delaware corporation (the “Company”), and Olympus Corporation, a Japanese corporation (“Purchaser”).
Form of Common Stock Subscription AgreementCommon Stock Subscription Agreement • August 15th, 2006 • Cytori Therapeutics, Inc. • Surgical & medical instruments & apparatus
