0000811212-13-000006.txt : 20130328 0000811212-13-000006.hdr.sgml : 20130328 20130328131605 ACCESSION NUMBER: 0000811212-13-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130326 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130328 DATE AS OF CHANGE: 20130328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: THERMOGENESIS CORP CENTRAL INDEX KEY: 0000811212 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 943018487 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-82900 FILM NUMBER: 13722840 BUSINESS ADDRESS: STREET 1: 2711 CITRUS ROAD CITY: RANCHO CORDOVA STATE: CA ZIP: 95742 BUSINESS PHONE: 9168585100 MAIL ADDRESS: STREET 1: 2711 CITRUS ROAD CITY: RANCHO CORDOVA STATE: CA ZIP: 95742 FORMER COMPANY: FORMER CONFORMED NAME: INSTA COOL INC OF NORTH AMERICA DATE OF NAME CHANGE: 19920703 8-K 1 form8-k.htm BESSEY APPOINTMENT FORM 8-K form8-k.htm


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):  March 26, 2013



THERMOGENESIS CORP.
(Exact name of registrant as specified in its charter)


Delaware
  
333-82900
  
94-3018487
(State or other jurisdiction of incorporation or organization)
  
(Commission File Number)
  
(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):

[  ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 
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Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) Appointment of Chief Financial Officer.

On March 26, 2013, ThermoGenesis (“the Company”) appointed Dan T. Bessey, age 48, as Chief Financial Officer.  Mr. Bessey previously served from 2008 to 2012 as Vice President and Chief Financial Officer of SureWest Communications, a telecommunications company providing voice, video and data services to residential and commercial customers.  Mr. Bessey was with SureWest Communications since 1995 and served in a number of key financial leadership roles including Vice President of Finance, Controller and Director of Corporate Finance.  Prior to joining SureWest Communications, Mr. Bessey was with Ernst & Young, LLP.  Mr. Bessey is a Certified Public Accountant and has a B.S. degree in Business Administration with a concentration in Accountancy from California State University – Sacramento, where he graduated Magna Cum Laude.

Mr. Bessey succeeds Matthew T. Plavan as Chief Financial Officer.  Mr. Plavan has served as Chief Executive Officer and Chief Financial Officer since January 2012, and Mr. Plavan will continue to serve as Chief Executive Officer.

Mr. Bessey will receive an annual salary of $250,000, an initial grant of restricted stock totaling 50,000 shares and an option to acquire 50,000 shares of ThermoGenesis common stock.  Both the restricted stock grant and the option grant vest annually in three equal installments over a three year period on each anniversary of the grant date.  Mr. Bessey is also eligible to participate in the Management Bonus Plan, in which he will be eligible to receive a discretionary annual bonus of up to 35% of base salary.

Mr. Bessey has not previously held any positions with the Company.  There are no family relationships between Mr. Bessey and any director, officer, or affiliate of the Company.  There are no, and have not been any, related party transactions between the Company and Mr. Bessey.

For more information, see the press release attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

99.1 Press release dated March 28, 2013, titled “ThermoGenesis Names Dan Bessey Chief Financial Officer”.
 
SIGNATURE

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.

   
THERMOGENESIS CORP.,
  
   
a Delaware Corporation
  
       
       
 
Dated:  March 28, 2013
   /s/ Matthew T. Plavan  
   
Matthew T. Plavan,
  
   
Chief Executive Officer
  
       
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 EX-99.1 2 ex99.htm BESSEY APPOINTMENT PRESS RELEASE ex99.htm
Exhibit 99.1
 

 
THERMOGENESIS NAMES DAN BESSEY CHIEF FINANCIAL OFFICER
 
NEW EXECUTIVE HAS MORE THAN 20 YEARS OF FINANCE AND CORPORATE DEVELOPMENT EXPERIENCE
 
RANCHO CORDOVA, CA, March, 28, 2013—ThermoGenesis Corp. (NASDAQ: KOOL), a leading supplier of enabling technologies for the processing, storage and administration of cell therapies, today said that Dan T. Bessey has joined the Company as Chief Financial Officer. Bessey has more than 20 years of finance and accounting experience and most recently was Vice President, Chief Financial Officer of SureWest Communications, a publically traded telecommunications company that merged with Consolidated Communications in mid-2012.
 
Bessey joined SureWest in 1995 and held several senior finance management positions including Director, Corporate Finance; Controller; and Vice President, Finance, before being named Chief Financial Officer in 2008. Prior to joining SureWest, Bessey was associated with Ernst & Young, LLP. A Certified Public Accountant, he holds a B.S. in Business Administration/Accountancy from California State University, Sacramento.
 
“We are delighted to have Dan join ThermoGenesis. His breadth of experience in a number of areas, including operations, strategic planning, finance management and M&A, will be of great value as we continue to execute our growth strategy. He also provides additional depth to our senior management team and I look forward to his contributing in a number of key areas across the Company,” said Matthew Plavan, Chief Executive Officer.
 
“I am excited about the opportunity at ThermoGenesis, as it is at the forefront of groundbreaking technologies in regenerative medicine,” Bessey said. “The Company has realized a number of important accomplishments over the past year and significantly improved its financial position. In addition, ThermoGenesis has a solid and achievable plan in place to realize growth and enhanced stockholder value,” he added.
 
About ThermoGenesis Corp.
ThermoGenesis Corp. (www.thermogenesis.com) is a leader in developing and manufacturing automated blood processing systems and disposable products that enable the manufacture, preservation and delivery of cell and tissue therapy products. These include:

·  
The BioArchive® System, an automated cryogenic device, used by cord blood stem cell banks in more than 30 countries for cryopreserving and archiving cord blood stem cell units for transplant.
 
·  
AXP® AutoXpress® Platform (AXP), a proprietary family of automated devices that includes the AXP and the MXP® MarrowXpress® and companion sterile blood processing disposables for harvesting stem cells in closed systems. The AXP device is used for the processing of cord blood. The MXP is used for the preparation of cell concentrates, including stem cells from bone marrow aspirates in the laboratory setting.
 
·  
The Res-Q® 60 BMC/PRP (Res-Q), a point-of-care system designed for the preparation of cell concentrates, including stem cells, from bone marrow aspirates and whole blood for platelet rich plasma (PRP).
 
This press release contains forward-looking statements.  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 and foreign regulatory approvals, changes in customer forecasts, our 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 our new products scheduled for fiscal year 2013, and introduction of competitive products and other factors beyond our control could result in a materially different revenue outcome and/or in our failure to achieve the revenue levels we expect for fiscal 2013.  A more complete description of these and other risks that could cause actual events to differ from the outcomes predicted by our forward-looking statements is set forth under the caption "Risk Factors" in our annual report on Form 10-K and other reports we file with the Securities and Exchange Commission from time to time, and you should consider each of those factors when evaluating the forward-looking statements.
 
ThermoGenesis Corp.
Web site: http://www.thermogenesis.com
Contact: Investor Relations
+1-916-858-5107, or
ir@thermogenesis.com
 
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