Unassociated Document
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): February
1, 2008
CTI
INDUSTRIES CORPORATION
(Exact
name of registrant as specified in its charter)
Illinois
|
0-23115
|
36-2848943
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
22160
North Pepper Road, Barrington, IL
|
60010
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code (847)
382-1000
N/A
(Former
name or former address, if changed since last report.)
Check
the
appropriate box below if the Form 8-K is intended to simultaneously satisfy
the
filing obligation of the registrant under any of the following
provisions:
o
|
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 (17CFR
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))
|
Item
No. 1.01 - Entry in to a Material Definitive Agreement
On
February 1, 2008, Registrant entered into a Supply and License Agreement
(“Agreement”) with S.C. Johnson & Son, Inc. (“SC Johnson”), a copy of which
is filed as Exhibit 10.1 to this report. The Agreement provides for Registrant
to manufacture and sell to SC Johnson, or its designee, certain products to
be
sold under SC Johnson's ZipLoc® Brand name. The Agreement is for an initial term
expiring on June 30, 2011 and provides for two renewal terms of two years each,
at the option of SC Johnson. The Agreement does not include a commitment on
the
part of SC Johnson to purchase any specific quantities of the products.
The
Agreement includes various representations and warranties, and covenants, on
the
part of both parties, provisions for termination on default, provisions under
which SC Johnson may receive a non-exclusive license under certain patent rights
of Registrant, and provisions regarding joint improvements developed by the
parties. Further, Registrant has agreed that, during the term of the Agreement,
Registrant will not manufacture or sell, or license, the products covered by
the
Agreement terms to anyone other than Johnson, excepting Registrant’s ZipVac™
line of products and certain storage bags.
Item
No. 9.01 - Exhibit
The
following exhibit is attached hereto:
Exhibit
No.
|
Exhibit
|
|
|
10.1
|
Supply
and License Agreement*
|
*Registrant
has requested confidential treatment with respect to portions of this exhibit
and redacted such portions from the attached Exhibit. The locations in the
Exhibit of the redacted portions are indicated by an asterisk. In the event
that
the Securities and Exchange Commission should deny such request in whole or
in
part, such exhibit or the relevant portions thereof shall be filed by amendment
to this Current Report on Form 8-K.
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.
|
CTI
Industries Corporation
(Registrant)
|
|
|
|
|
|
Date:
February 6, 2008
|
By:
|
/s/
Stephen M. Merrick
|
|
|
Stephen
M. Merrick
|
|
|
Executive
Vice President
|