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): January 17, 2006
THERMOGENESIS CORP.
(Exact name of registrant as specified in its charter)
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| Delaware
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0-16375
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94-3018487 |
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
2711
Citrus Road
Rancho Cordova,
California 95742
(Address and telephone number of principal executive offices) (Zip Code)
(916) 858-5100
(Registrant’s telephone number, including area code)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Section 7
— Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On January 17, 2006, the Company issued a press release entitled “ThermoGenesis Corp. to
Announce Second Quarter Results on February 8, 2006 (“Press Release”). A copy of the release is
attached as Exhibit 99.1.
The Press Release contains forward-looking statements, including but not limited to,
anticipated revenue and such statements are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties
that could cause actual outcomes to differ materially from those contemplated by the
forward-looking statements. Several factors, including timing of FDA approvals, changes in customer
forecasts, the Company’s failure to meet customers’ purchase order and quality requirements, supply
shortages, production delays, changes in the markets for customers’ products, introduction timing
and acceptance of the Company’s new products scheduled for fiscal year 2006, and introduction of
competitive products and other factors beyond the Company’s control, could result in a materially
different revenue outcome and/or in the Company’s failure to achieve the revenue levels the Company
expects for fiscal 2006. A more complete description of these and other risks that could cause
actual events to differ from the outcomes predicted by the Company’s forward looking statements is
set forth under the caption “Risk Factors” in the Company’s annual report on Form 10-K and other
reports the Company files with the Securities and Exchange Commission from time to time, and you
should consider each of those factors when evaluating the forward looking statements.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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| Exhibit No. |
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Exhibit Description |
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| 10.1 |
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(n) Employment Agreement for Chris Gemma |
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(o) Employment Agreement for Dennis Marr |
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| 99.1 |
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Press Release dated January 17, 2006 titled “ThermoGenesis Corp. to Announce
Second Quarter Results on February 8, 2006.” |
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