CYTOSORBENTS CORPORATION (NASDAQ:CTSO) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02
On May 31, 2019, CytoSorbents Corporation (the “Company”) delivered to Cantor Fitzgerald & Co. (“Cantor”) written notice of termination (the “Termination Notice”) of the Controlled Equity OfferingSM Sales Agreement, dated November 4, 2015, by and between the Company and Cantor, as amended by Amendment No. 1 to Sales Agreement, dated July 26, 2018 (collectively, the “Sales Agreement”). In accordance with Section 13(b) thereof, the Sales Agreement will terminate on June 10, 2019, ten (10) days after the delivery of the Termination Notice. As provided in the Sales Agreement, the Sales Agreement will terminate without liability of any party to any other party, except that certain provisions of the Sales Agreement identified therein shall remain in full force and effect notwithstanding the termination.
to the Sales Agreement, the Company offered and sold, from time to time through Cantor, shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In the aggregate, the Company sold 2,094,140 shares to the Sales Agreement, at an average selling price of $8.72 per share, generating net proceeds of approximately $17,718,000. The Company paid Cantor a commission rate of 3.0% of the aggregate gross proceeds from each sale of shares and provided Cantor with customary indemnification and contribution rights.
A copy of the Controlled Equity OfferingSM Sales Agreement, dated November 4, 2015, was filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K filed on November 4, 2015, and a copy of Amendment No. 1 to the Sales Agreement, dated July 26, 2018, was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 26, 2018. The description of the Sales Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the filed agreements.
About CYTOSORBENTS CORPORATION (NASDAQ:CTSO)
CytoSorbents Corporation is a critical care focused immunotherapy company. The Company is engaged in commercializing its product, CytoSorb, which is a blood purification technology with focus in preventing or treating multiple organ failure. The Company’s purification technologies are based on biocompatible, porous polymer beads that remove toxic substances from blood and other bodily fluids by pore capture and surface adsorption. The Company’s CytoSorb is an extracorporeal cytokine filter and is designed to reduce the cytokine storm that causes inflammation, organ failure and death in common critical illnesses, such as sepsis, burn injury, trauma, lung injury and pancreatitis. In addition, CytoSorb is used in other inflammatory conditions, such as cardiac surgery and autoimmune disease flares and cancer cachexia. It also has other products under development based upon its blood purification technology, including HemoDefend, ContrastSorb, DrugSorb, BetaSorb and others.
