UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.01 Entry into a Material Definitive Agreement.
Cooperative Sales and Distribution Agreement
On March 4, 2024 (the “Effective Date”), Sharps Technology, Inc. (and its wholly-owned subsidiary Sharps Technology Acquisition Corp., collectively, (the “Company”) entered into a Cooperative Sales and Distribution agreement (the “Agreement) with Roncadelle Operations s.r.l (hereinafter, “ROP”).
In conjunction with the execution of the Agreement, ROP appoints the Company as its exclusive distributor of ROP products in the United States, Canada, Central and South America and their territories. The company appoints ROP as its exclusive distributor of Sharps products in Europe, Middle East, APAC, South Africa and Australia and their territories. The Company and ROP agreed to bear their own separate costs and expenses, including fees and other expenses, relating to external advisors and the preparation negotiation, execution and performance of this Agreement and any related documents. The Agreement is effective as of the Effective Date for the initial period of one (1) year (the “Initial Term”). Upon expiration of the Initial Term, the term of the Agreement shall automatically renew for additional successive one year terms, unless either party provides written notice of non-renewal at least ninety (90) days prior to the end of the then-current term, unless any renewal term is terminated earlier pursuant to the terms of the Agreement or applicable law.
Within the Agreement, the Company and ROP agreed to keep information during the term of the Agreement and five years after the Agreement confidential. The Agreement lays out exceptions to this confidentiality clause, as well as permitted disclosures to certain individuals.
In connection therewith, the Company entered into an amendment to the Agreement, which provides more particulars with respect to the arrangement with ROP.
Logistics Services Agreement
On March 8, 2024, the Company entered into a logistics service agreement with Owens & Minor Distribution, Inc., (hereinafter “O&M”) for the Company’s use of O&M’s logistics services.
Item 8.01 Other Events
On March 8, 2024 the Company and Nephron Pharmaceuticals Corporation terminated their distribution agreement dated December 8, 2022 . The Nephron distribution agreement will be replaced by the Cooperative Sales and Distribution Agreement with ROP on the sales side and by the Owens & Minor logistics services agreement on the warehousing side. The Company had no revenues from the Nephron Distribution Agreement and does not believe that the cancellation is material. The Company continues to work with Nephron towards the purchase of the Nephron facility pursuant to the Asset Purchase Agreement dated September 22, 2023.
Item 9.01 Exhibits
| Exhibit No. | Description | |
| 10.1 | Cooperative Sales and Distribution Agreement dated March 1, 2024 by and between the Company and Roncadelle Operations s.r.l. | |
| 10.2 | Amendment to Cooperative Sales and Distribution Agreement | |
| 10.3** | Logistic Service Agreement dated March 8, 2024 by and between the Company and Owens & Minor Distribution, Inc. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| ** | The Company has filed a redacted version of the Agreement, omitting the portions of the Agreement (indicated by asterisks) which the Company desires to keep confidential. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 8, 2024
| SHARPS TECHNOLOGY, INC. | |
| /s/ Robert M. Hayes | |
| Robert M. Hayes | |
| Chief Executive Officer |