Cytosorbents Corp Enters Material Definitive Agreement

TL;DR

Cytosorbents Corp just signed a big deal, details TBD.

AI Summary

Cytosorbents Corporation entered into a Material Definitive Agreement on August 16, 2024. The filing does not disclose specific details of the agreement, such as the counterparty or financial terms, but indicates a significant event for the company.

Why It Matters

This filing signifies a potentially significant development for Cytosorbents Corporation, which could impact its business operations, partnerships, or financial standing.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and implications of the material definitive agreement.

Key Players & Entities

• Cytosorbents Corporation (company) — Registrant
• August 16, 2024 (date) — Date of Earliest Event Reported
• Delaware (jurisdiction) — State of incorporation
• 001-36792 (identifier) — Commission File Number
• 98-0373793 (identifier) — I.R.S. Employer Identification No.
• 305 College Road East Princeton, New Jersey 08540 (address) — Principal executive offices
• (732) 329-8885 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — e on which registered Common Stock, $0.001 par value CTSO The Nasdaq Stock Marke

Filing Documents

• tm2422183-1_8k.htm (8-K) — 26KB
• 0001104659-24-091315.txt ( ) — 194KB
• ctso-20240816.xsd (EX-101.SCH) — 3KB
• ctso-20240816_lab.xml (EX-101.LAB) — 33KB
• ctso-20240816_pre.xml (EX-101.PRE) — 22KB
• tm2422183-1_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement On August 16, 2024, CytoSorbents Corporation (the "Company") entered into an Amended and Restated Letter Agreement (the "Amended and Restated Agreement") with ROKK, LLC ("ROKK"), pursuant to which the parties amended and restated that certain Letter Agreement, dated as of August 11, 2003, originally entered into by and between RenalTech International, LLC (the predecessor to the Company) and Guillermina Vega Montiel (the "Original Agreement"). As previously disclosed, under the Original Agreement, the Company is subject to a perpetual royalty payment pursuant to which the Company is obligated to pay ROKK a royalty payable in amount equal to three percent (the "Royalty Percentage") of all gross revenues received by the Company from the sale of its CytoSorb device. While the Royalty Percentage remained unchanged, the Company and ROKK entered into the Amended and Restated Agreement to, among other items, define the scope of the term "gross revenue" from which the royalty payment is calculated. Under the Amended and Restated Agreement, "gross revenue" means the (i) gross amount recognized as revenue by the Company and its affiliates in accordance with generally accepted accounting principles in respect of the sale of the Covered Product in the fields of sepsis, cardio-pulmonary bypass, organ donation, chemotherapy and inflammation control (the "Fields"), less certain deductions, plus (ii) amount of any payments actually received by the Company or any of its affiliates from any third party licensee or sub-licensee with respect to the right to develop, manufacture, or commercialize the Covered Product in the Fields, plus (iii) net amount of any proceeds from the disposition of the Company's intellectual property specifically related to the Covered Product. Under the Amended and Restated Agreement, the term "Covered Product" means the Company's flagship product, CytoSorb, together with the currently commercialized v

SIGNATURES

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. Dated: August 20, 2024 CYTOSORBENTS CORPORATION By: /s/ Dr. Phillip P. Chan Name: Dr. Phillip P. Chan Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR