8-K: Current report filing
Published on January 20, 2010
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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 13, 2010
CRYOPORT, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-51578
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88-0313393
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(State
of other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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20382
Barents Sea Circle, Lake Forest,
California 92630
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(Address
of Principal Executive Offices)
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Registrant’s
telephone number, including area code: (949)
470-2300
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Not
Applicable
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(Former
name or former address, if changed since last
report)
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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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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425).
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o
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Soliciting
material pursuant to Rule 14A-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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On
January 13, 2010, CryoPort, Inc. (the “Registrant”) entered into an agreement
(“Agreement”) with Federal Express Corporation (“FedEx”).
Pursuant to the Agreement, the Registrant
will lease to FedEx such number of the Registrant’s cryogenic shippers that
FedEx shall, from time to time, order for its customers. Under the
Agreement, FedEx has the right to and shall, on a non-exclusive basis, promote,
market and sell transportation of Registrant’s shippers and Registrant’s related
value-added goods and services, such as Registrant’s data logger, web portal and
planned CryoPort Express Smart Pak System. All lease transactions
shall be processed through the CryoPort Express Portal.
Pursuant
to the Agreement, FedEx has agreed to pay Registrant (i) a fixed per lease
transaction (generally measured as up to a maximum period of 14 days) fee per
shipper leased, the amount of which will depend upon whether the shipper is
being transported within a specific designated region or from one designated
region to another designated region, and (ii) additional fees for any other
goods or services ordered in connection with such lease
transaction. Under the Agreement, there is no requirement that FedEx
lease a minimum number of cryogenic shippers from us during the term of the
Agreement.
Under the
Agreement, we are further obligated to establish and have operational shipper
recycling centers in Asia, Europe and South America by October 31, 2010
and a second center in Asia by June 30, 2011. Additionally,
Registrant shall be responsible for supplying and recharging all shippers
ordered by FedEx and for all recycling related to the shippers, and FedEx shall
be responsible for all pickup, delivery and shipping.
The
Agreement is effective on January 13, 2010 and, unless sooner terminated as
provided in the Agreement, the term of the Agreement expires on December 31,
2012. The Agreement also contains customary representations,
warranties and indemnification obligations.
The
Agreement will be filed as an exhibit with the Registrant’s next Form 10K filing
for the period ended March 31, 2010.
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.
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CRYOPORT,
INC.
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Date:
January 20, 2010
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By: /s/
Larry G.
Stambaugh
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Larry
G. Stambaugh
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Chief
Executive Officer and Chairman
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