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
November 24, 2004
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Date of Report (Date of earliest event reported):
ACCELR8 TECHNOLOGY CORPORATION
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(Exact name of registrant as specified in charter)
Colorado 0-11485 84-1072256
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
7000 North Broadway, Building 3-307, Denver, CO 80221
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(Address of principal executive offices)
(303) 863-8808
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Registrant's telephone number, including area code:
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(Former name or former address, if changed since last report.)
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:
[ ] 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))
Item 1.01 Entry into a Material Definitive Agreement.
On November 24, 2004, Accelr8 Technology Corporation (the "Accelr8") and
SCHOTT Jenaer Glas GmbH ("SCHOTT") entered into a supply agreement (the "Supply
Agreement") and license agreement (the "License Agreement").
Pursuant to the Supply Agreement, Accler8 will supply 10,000 OptiChem
Streptavidin coated microarrying slides, including 1,000 slides purchased prior
to the execution of the Supply Agreement, to SCHOTT on a non-exclusive basis at
a price of $14.00 each. During the term of the Supply Agreement, Accelr8 will
not sell coated substrates for resale to competitors of SCHOTT. The Supply
Agreement with SCHOTT has a term of six months or until delivery of all of the
slides purchased under the Supply Agreement is complete. In connection with the
Supply Agreement, Accelr8 granted an exclusion option to SCHOTT to negotiate an
exclusive license for the application of OptiChem coatings on microtiter plates.
In return, SCHOTT will provide 7,500 glass substrates to Accelr8 at no charge.
The License Agreement provides SCHOTT an exclusive worldwide
royalty-bearing license for Accelr8's OptiChem surface chemistry on
microarraying slides for applications in which the entity printed, spotted, or
otherwise arrayed is a protein or a peptide and otherwise on a non-exclusive
basis (the "Licensed Product"). SCHOTT will be responsible for the manufacturing
and commercialization of the Licensed Product. The two companies will
cooperatively market the products. The initial term of the License Agreement is
two years and may be extended upon mutual agreement for one year.
In connection with the License Agreement, SCHOTT will pay Accelr8: (i) an
initial payment of $100,000 ($50,000 of which shall be credited against future
royalty payments), (ii) a 6% royalty payment of Net Sales of the licensed
product, unless total net sales during the initial term of the agreement exceed
$1,125,000, then the royalty payable by SCHOTT will be $90,000 and (iii) $15,000
for services related to production know how transfer. In the event the License
Agreement is extended for one year, then SCHOTT will pay Accelr8: (i) a $90,000
renewal fee, and (ii) a 6% royalty payment of Net Sales of the licensed product,
unless total net sales during the initial term of the agreement exceed
$1,875,000, then the royalty payable by SCHOTT will be $150,000.
Item 9.01 Financial Statements and Exhibits
10.1 Supply Agreement dated November 24, 2004
10.2 License Agreement dated November 24, 2004
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.
Date: December 6, 2004 ACCELR8 TECHNOLOGY CORPORATION
By: /s/ Thomas V. Geimer
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Thomas V. Geimer, Chief Executive Officer