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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
 SECURITIES EXCHANGE ACT OF 1934
 For the Fiscal Year Ended: June 30, 2009
 Commission File Number: 333-82900
 ThermoGenesis Corp.
  Delaware
(State of incorporation)
    
    94-3018487
(I.R.S. Employer Identification No.)
 2711 Citrus Road
Rancho Cordova, California 95742  (Address of principal executive offices) (Zip Code)
 (916) 858-5100  (Registrants telephone number, including area code)
  o þ
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  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer* o
    
    Smaller reporting company o*(Do not check if a smaller reporting company)
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TABLE OF CONTENTS
 Page NumberPart IITEM 1. Business
    
    
    2ITEM 1A. Risk Factors
    
    
    16ITEM 1B. Unresolved Staff Comments
    
    
    22ITEM 2. Properties
    
    
    22ITEM 3. Legal Proceedings
    
    
    22ITEM 4. Submission of Matters to a Vote of Security Holders
    
    
    22Part IIITEM 5. Market for the Registrants Common Equity and Related Stockholder Matters
    
    
    23ITEM 6. Selected Financial Data
    
    
    24ITEM 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    24(a) Overview
    
    
    25(b) Results of Operations
    
    
    27(c) Liquidity and Capital Resources
    
    
    30ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk
    
    
    32ITEM 8. Financial Statements and Supplementary Data
    
    
    32ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    58ITEM 9A. Controls and Procedures
    
    
    58ITEM 9B. Other Information
    
    
    58Part IIIITEM 10. Directors, Executive Officers and Corporate Governance
    
    
    59ITEM 11. Executive Compensation
    
    
    59ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    59ITEM 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    59ITEM 14. Principal Accounting Fees and Services
    
    
    59Part IVITEM 15. Exhibits and Financial Statement Schedules
    
    
    60Signatures
    
    
    64EX-23.1EX-31.1EX-31.2EX-32
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PART I
 
 ITEM 1.
    
    BUSINESS
 Business Overview
    Our Solutions
  Key Events
  
    
    Key Management Changes
 The following key management changes were made:
 o
    
    On April 14, 2009, J. Melville Engle was named Chief Executive Officer.
Mr. Engle has more than 30 years of management experience in the healthcare
industry and has served as President or Chief Executive Officer of three companies.
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o
    
    Also on April 14, 2009, Matthew T. Plavan was named Chief Operating
Officer. He also retained the position of Executive Vice President, Chief
Financial Officer. Mr. Plavan joined the Company in 2005.
 
    
    Launch of MXP and Spine Smith Agreement
 In September 2008, we signed an agreement with Celling Technologies, a subsidiary of
SpineSmith LLC (Celling), to distribute our MarrowXpress (MXP) product line. The
distribution rights are for the field of orthopedic applications. In December 2008, we
launched the MXP, our first product used for isolating stem cells from bone marrow.
 
    
    Suspension of Vantus Veterinary Launch
 In fiscal 2008, we formed a wholly-owned subsidiary, Vantus Veterinary Stem Cell
Laboratories (Vantus). Its initial focus was the banking (equipment and services) of equine
stem cells for use in treatment of orthopedic injuries in the performance equine market.
The current economic downturn significantly impacted the equine market and, as such, in
fiscal 2009 we postponed our launch activities until the market and distribution
opportunities improve.
 Market Overview
      o
    
    Stem cell recovery rateso
    
    Efficiency of cell processingo
    
    Cost of careo
    
    Product quality and efficacyo
    
    Purity, viability and potency of stem cells
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Market Size
  
 Source: Robyn Young, Stem Cell Summit, 2009, pg. 16.
 Industry Market Drivers
   
    
    Political actions
    
    Government funding
    
    Clinical outcomes
    
    Corporate investment
    
    Awareness of availability
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
    
    Growing endorsement by doctors
    
    Increase in prevalence of conditions treated
    
    New sources of stem cells
 Scientific Overview
 Stem Cells
    Stem Cell Therapy
   
    
    Regenerate bone marrow damaged by high-dose chemotherapy or radiation therapy used to
treat patients with a variety of cancers such as leukemia and lymphoma;
    
    Provide genetically healthy and functioning bone marrow to treat patients with more than
60 life threatening genetic diseases such as sickle cell anemia and immunodeficiency; and
    
    Regenerate and repair tissue including the treatment of myocardial infarction, peripheral
limb ischemia and non-union bone fractures.
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Product Overview
  
    
    The AutoXpress Platform or AXP® is a medical device with an accompanying
disposable bag set that isolates and retrieves stem cells from umbilical cord blood. The
AXP provides cord blood banks with a system to isolate and capture adult stem cells with
lower labor costs and a reduced risk of contamination, under GMPs. Our market for the AXP
includes both private and public cord blood banks. At a private bank, an individual pays
to have cord blood stem cells from their offspring collected and stored, while a public
bank owns cord blood stem cells donated by individuals, which are then available to the
public for transplantation. The product is an automated, closed, sterile system that
volume-reduces cord blood to a user defined volume in 30 minutes, able to retain over 97%
of the mononuclear cells. Self-powered and microprocessor-controlled, the AXP contains
flow control optical sensors which achieve precise separation.The AXP is sold in 20 countries. The product has been commercially available
since 2006, marketed under a Master File with the FDA. In 2007, the Company received 510(k)
clearance from the FDA for use in the processing of cord blood for cryopreservation.
 Worldwide Cord Blood Banks Growth Rate
(Data Gathered by ThermoGenesis)
 2005
    
    2009
    
    CAGRPublic
    
    
    118
    
    
    
    169
    
    
    
    9.4
    %Private
    
    
    91
    
    
    
    220
    
    
    
    24.7
    %Total Banks
    
    
    209
    
    
    
    389
    
    
    
    16.8
    %
 
    
    The MarrowXpress,an extension of the AXP, isolates and retrieves stem cells from bone
marrow aspirate and its initial application is for the preparation of cells for
regeneration of bone in spinal fusion procedures. The product is an automated, closed,
sterile system that volume-reduces blood from bone marrow to a user-defined volume in 30
minutes, while retaining over 90% of the mononuclear cells. Self-powered and
microprocessor-controlled, the MXP contains flow control optical sensors that achieve
precise separation. In June 2008, we received the CE-Mark, enabling commercial sales in
Europe. In July 2008, we received authorization from the FDA to begin marketing the MXP in
the U.S. for the preparation of cell concentrate from bone marrow.
    
    The BioArchive®Systemis an automated cryogenic system
used in stem cell therapy to cryopreserve and archive stem cells for future transplant and
treatment. Launched in fiscal 1998, over 200 BioArchive Systems have been purchased by
over 90 umbilical cord blood stem cell
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banks in over 30 countries worldwide to archive, cryopreserve and store stem cell preparations
extracted from human placentas and umbilical cords for future use.The BioArchive System can store over 3,600 stem cell samples. It is the only
fully-automated system commercially available that integrates controlled-rate freezing,
sample management and long term cryogenic storage in liquid nitrogen. The robotic storage
and retrieval of these stem cell units improves cell viability, provides precise inventory
management and minimizes the possibility of human error.
    
    The Res-Qproduct is also used for bone marrow stem cell processing. Launched in July
2009, the Res-Q can be used in a clinical laboratory or can be used inter-operatively at
the point of care. The technology is a next generation, centrifuge-based disposable device
designed for the isolation and extraction of specific stem cell populations at the point of
care. Res-Q is a rapid, reliable, and easier-to-use product which achieves a higher
recovery rate of stem cells from bone marrow. The key advantages of the Res-Q include (a)
delivering a high number of target cells from a small sample of bone marrow, and (b)
providing a disposable that is highly portable and packaged for the sterile field. These
features allow the physician to process bone marrow and return the cells to the patient in
as little as 15 minutes. As cell processing for regenerative medicine applications becomes
more readily accepted, we believe the features and benefits of the Res-Q position the
product for broad-based adoption.
    
    Our Thermolineproduct line includes the ultra-rapid plasma Thermoline Freezer and
ultra-rapid plasma Thermoline Thawer. We offer two models of plasma freezers which vary
primarily by capacity and condenser type. The Thermoline freezer optimizes plasma freezing
through its unique liquid heat transfer and uniform freezing technologies that can freeze
units of blood plasma in approximately 30 minutes. These products are suited for medium to
large laboratories.We also offer three models of blood components thawers which vary primarily by capacity.
The products unique flexible membrane technology allows for a closed thawing system. These
instruments can be used for rapid (less than 12 minutes) homogeneous thawing of plasma and
glycerolized frozen red blood cells.
    
    The CryoSeal®Fibrin Sealant (CryoSeal) Systemis an automated system used to
prepare an autologous hemostatic surgical sealant from a patients own blood or from a
single donor in approximately one hour. We received FDA approval to market the CryoSeal in
liver resection surgeries in July 2007. The CryoSeal serves the wound care market. Our
intention is to divest this product line in fiscal 2010.
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2009
    
    
    2008
    
    
    2007U.S.
    
    $
    11,489,000
    
    
    $
    12,901,000
    
    
    $
    8,579,000Europe
    
    
    2,510,000
    
    
    
    5,565,000
    
    
    
    4,625,000Asia
    
    
    3,544,000
    
    
    
    2,125,000
    
    
    
    2,588,000South America
    
    
    1,859,000
    
    
    
    1,208,000
    
    
    
    802,000Other
    
    
    397,000
    
    
    
    147,000
    
    
    
    157,000$
    19,799,000
    
    
    $
    21,946,000
    
    
    $
    16,751,000
 Sales and Distribution Channels
  United States
 
    
    AXP: Exclusively sold and distributed by GEHC. Our major customers are Cord Blood
Registry (CBR) and New York Blood Center (NYBC).
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
    
    MXP and Res-Q Systems: Sold by Celling for orthopedic applications. The MXP System was
launched in December 2008 and the Res-Q System in July 2009.
 
    
    Other products, such as the BioArchive System: Sold on a direct basis by our sales
force.
 International
  Competition
  Competitors/Markets
    
    Area of Focus
    
    Geographic DistributionAXPBioSafe/Sepax
    
         Processing of cord blood
    
         Direct in Europe and U.S.BioE/Prepacyte-cb
    
         Modified manual processing of cord blood
    
         Worldwide via local distribution networksMXPBioSafe/Sepax
    
         Laboratory processing of bone marrow
aspirate
    
         Direct in Europe and U.S.COBE/Spectra
    
         Laboratory processing of bone marrow
aspirate
    
         WorldwideFicoll/Paque
    
         Manual processing of bone marrow
aspirate
    
         Worldwide distribution through GEHCRes-QHarvest/SmartPReP
    
         Point of care and laboratory processing
of bone marrow aspirate
    
         U.S distribution through Oteotech,
India distribution through LifeCell, otherwise
directBioMet/MarrowStem
    
         Point of care processing of bone marrow
aspirate
    
         DirectBioArchiveChart
    
         Cryopreservation of cells and tissue
    
         Worldwide via local distribution networks     BioRepository (Storage of cell lines,
primarily in vials)     BioPharma (Storage of drugs or
vaccines, primarily in vials)     Cord blood banksTaylor Wharton
    
         Cryopreservation of cells and tissue.
    
         Worldwide via local distribution networks     BioRepository     BioPharma     Cord blood banksThawersHelmer
    
         Blood banks, blood centers and hospital
blood banks
    
         Worldwide via Baxter in Europe.
Biotechnology Medical Services in the Middle
East, local distributors and directThermo Fisher 
Scientific/Cyto Therm
    
         Blood banks, blood centers and hospital
blood banks
    
         WorldwideFreezersHarris
    
         Source plasma companies and recovered
plasma suppliers
    
         Worldwide via local distribution
networksJewett
    
         Source plasma companies and recovered
plasma suppliers
    
         Worldwide via local distribution
networks
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Research and Development
  Manufacturing
   Quality Strategy
  
    
    Doing things right the first time
 
    
    Meeting customer expectations
 
    
    Continuous improvement
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Regulatory Strategy
    
    
    Extensive pre-clinical laboratory and animal testing;
 
    
    Submission and approval of an Investigational Device Exemption (IDE) application;
 
    
    Human clinical trials (Phase III) to establish the safety and efficacy of the medical
device for the intended indication; and
 
    
    Submission and approval of a Premarket Application (PMA) to the FDA.
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Patents and Proprietary Rights
   Licenses and Distribution Rights
    14




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Backlog
  15




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Employees
  FINANCIAL INFORMATION ON FOREIGN SALES AND OPERATIONS
   WHERE YOU CAN FIND MORE INFORMATION
  
 ITEM 1A.
    
    RISK FACTORS
   Risks Related to Our Business
 Our New Products Are at Initial Market Introduction, and We Are Not Sure the Market Will Accept
Them.
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A Significant Portion of our Revenue is to Customers in Foreign Countries. We may Lose Revenues,
Market Share, and Profits due to Exchange Rate Fluctuations and Other Factors related to our
Foreign Business.
 Risks Related to Our Operations
 Our Inability to Protect Our Patents, Trademarks, Trade Secrets and Other Proprietary Rights could
Adversely Impact Our Competitive Position.
 Any Failure to Achieve and Maintain the High Manufacturing Standards that our Products Require
may Seriously Harm our Business.
 We are Dependent on our Suppliers and Manufacturers to Meet Existing Regulations.
 Our Lack of Production Experience May Delay Producing Our New Products
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Dependence on Suppliers for Disposable Products and Custom Components May Impact the Production
Schedule.
 Our Products May Be Subject to Product Recalls which May Harm Our Reputation and Divert Our
Managerial and Financial Resources
 Quality Problems with our Products or Processes could Harm our Reputation for Producing High
Quality Products and Decrease our Future Revenues.
 All of our Operations are Conducted at a Single Location. Any Disruption at our Facility could
Delay Revenues or Increase our Expenses.
 We are Heavily Reliant on a Single Distributor to Market and Sell our AXP Products.
 Our Business is Indirectly Subject to Customer and Distributor Inventory Requirements and Continuity
of Inventory Purchasing.
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We are Heavily Reliant on a Single Distributor to Market and Sell our MXP and Res-Q Products.
 Failure to Retain or Hire Key Personnel May Adversely Affect Our Ability to Sustain or Grow Our
Business.
 Risks Related to Operating Results and Financial Markets
 We Have Incurred Net Losses since Our Inception and Expect Losses to Continue.
 We May Need to Raise Additional Capital in the Future to Fund Our Operations. We May be Unable to
Raise Funds When Needed or on Acceptable Terms.
 The Continuing Crisis in the U.S. and World Financial and Securities Markets Could Have a Material
Adverse Effect on our Customers Business and Effect our Operations and Revenues.
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The Preparation of our Consolidated Financial Statements in Accordance with U.S. Generally Accepted
Accounting Principles Requires Us to Make Estimates, Judgments, and Assumptions that may Ultimately
Prove to be Incorrect.
 We and our Customers are Subject to Various Political, Economic and Regulatory Changes in the
Healthcare Industry that Could Force us to Modify how we Develop and Price our Components,
Manufacturing Capabilities and Services, and could Harm our Business.
 Risks Related to Our Industry
 Our Business is Heavily Regulated, Resulting in Increased Costs of Operations and Delays in Product
Sales .
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Competition in Our Industry is Intense and Will Likely Involve Companies with Greater Resources
than We Have. .
 Influence By the Government and Insurance Companies May Adversely Impact Sales of Our Products.
 Product Liability and Uninsured Risks May Adversely Affect the Continuing Operations
 Risks Related to Our Common Stock
 Trading Prices for our Common Stock Have Been, and May Continue To Be, Volatile.
 
    
    Variations in operating results,
    
    Regulatory actions, such as product recalls,
    
    Governmental regulatory acts,
    
    Biological or medical discoveries,
    
    Changes in earnings estimates by securities analysts, and
    
    Market conditions in our industry and the economy as a whole.
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If the Price of our Common Stock Does Not Meet the Requirements of the NASDAQ Capital Market Stock
Exchange, Our Shares may be Delisted. Our Ability to Publicly or Privately Sell Equity Securities
and the Liquidity of Our Common Stock Could be Adversely Affected if We Are Delisted.
 
 ITEM 1B.
    
    UNRESOLVED STAFF COMMENTS
  
 ITEM 2.
    
    PROPERTIES
    
 ITEM 3.
    
    LEGAL PROCEEDINGS
  
 ITEM 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
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PART II
 
 ITEM 5.
    
    MARKET FOR THE REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
  Fiscal 2009
    
    High
    
    Low
    
    Fiscal 2008
    
    High
    
    LowFirst Quarter (Sep. 30)
    
    $
    1.84
    
    
    $
    1.17
    
    
    First Quarter (Sep. 30)
    
    $
    2.67
    
    
    $
    2.10Second Quarter (Dec. 31)
    
    $
    1.28
    
    
    $
    0.31
    
    
    Second Quarter (Dec. 31)
    
    $
    2.59
    
    
    $
    1.58Third Quarter (Mar. 31)
    
    $
    0.84
    
    
    $
    0.40
    
    
    Third Quarter (Mar. 31)
    
    $
    2.04
    
    
    $
    1.35Fourth Quarter (June 30)
    
    $
    0.77
    
    
    $
    0.51
    
    
    Fourth Quarter (June 30)
    
    $
    1.70
    
    
    $
    1.29
   COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
 
 
 *
    
    $100 invested on 6/30/04 in stock or index, including reinvestment of dividends.
Fiscal year ending June 30. 6/04
    
    
    
    6/05
    
    
    
    6/06
    
    
    
    6/07
    
    
    
    6/08
    
    
    
    6/09ThermoGenesis Corp.
    
    
    
    100.00
    
    
    
    
    91.97
    
    
    
    
    87.10
    
    
    
    
    58.35
    
    
    
    
    29.60
    
    
    
    
    13.32NASDAQ Composite
    
    
    
    100.00
    
    
    
    
    101.09
    
    
    
    
    109.49
    
    
    
    
    132.47
    
    
    
    
    117.33
    
    
    
    
    92.91Peer Group
    
    
    
    100.00
    
    
    
    
    90.72
    
    
    
    
    97.55
    
    
    
    
    122.94
    
    
    
    
    111.86
    
    
    
    
    71.20
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ITEM 6.
    
    SELECTED FINANCIAL DATA
 ThermoGenesis Corp.
Five-Year Review of Selected Financial Data
 Year Ended June 30,Summary of Operations
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Net revenues
    
    $
    19,799,000
    
    
    $
    21,946,000
    
    
    $
    16,751,000
    
    
    $
    12,048,000
    
    
    $
    10,177,000Cost of revenues
    
    
    (14,106,000
    )
    
    
    (14,976,000
    )
    
    
    (11,554,000
    )
    
    
    (7,705,000
    )
    
    
    (7,089,000
    )Gross profit
    
    
    5,693,000
    
    
    
    6,970,000
    
    
    
    5,197,000
    
    
    
    4,343,000
    
    
    
    3,088,000Selling, general and
administration
    
    
    (9,249,000
    )
    
    
    (10,165,000
    )
    
    
    (9,630,000
    )
    
    
    (7,156,000
    )
    
    
    (5,837,000
    )Research and development
    
    
    (5,222,000
    )
    
    
    (7,172,000
    )
    
    
    (4,108,000
    )
    
    
    (4,157,000
    )
    
    
    (5,673,000
    )Interest and other income, net
    
    
    228,000
    
    
    
    1,186,000
    
    
    
    1,765,000
    
    
    
    828,000
    
    
    
    202,000Net loss
    
    $
    (8,550,000
    )
    
    $
    (9,181,000
    )
    
    $
    (6,776,000
    )
    
    $
    (6,142,000
    )
    
    $
    (8,220,000
    )Per share data:Basic and diluted net loss per
common share
    
    $
    (0.15
    )
    
    $
    (0.16
    )
    
    $
    (0.12
    )
    
    $
    (0.12
    )
    
    $
    (0.18
    )Balance Sheet Data
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Cash, cash equivalents and
short term investments
    
    $
    15,631,000
    
    
    $
    25,287,000
    
    
    $
    33,379,000
    
    
    $
    38,999,000
    
    
    $
    9,568,000Working capital
    
    $
    20,884,000
    
    
    $
    29,978,000
    
    
    $
    37,759,000
    
    
    $
    42,342,000
    
    
    $
    13,085,000Total assets
    
    $
    27,655,000
    
    
    $
    38,282,000
    
    
    $
    43,790,000
    
    
    $
    47,603,000
    
    
    $
    17,466,000Total liabilities
    
    $
    5,201,000
    
    
    $
    7,757,000
    
    
    $
    5,978,000
    
    
    $
    5,631,000
    
    
    $
    3,435,000Total stockholders equity
    
    $
    22,454,000
    
    
    $
    30,525,000
    
    
    $
    37,812,000
    
    
    $
    41,972,000
    
    
    $
    14,031,000
 
 ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
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(a) Overview
  Critical Accounting Policies:
   Stock-Based Compensation:
 Statement of Financial Accounting Standards No
 Revenue Recognition:
 Revenue Recognition Revenue
Agreements with Multiple Deliverable
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Warranty:
  26




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Inventory Reserve:
  
 (b) Results of Operations
  Results of Operations for the Year Ended June 30, 2009 as Compared to the Year Ended June 30, 2008
 Net Revenues:
  27




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##### Table of Contents



2009
    
    
    
    
    
    
    2008Disposable revenues:AXP/MXP
    
    $
    6,531,000
    
    
    
    
    
    
    $
    6,828,000BioArchive
    
    
    3,766,000
    
    
    
    
    
    
    
    3,757,000CryoSeal
    
    
    297,000
    
    
    
    
    
    
    
    1,143,00010,594,000
    
    
    
    54
    %
    
    
    11,728,000
    
    
    
    53
    %Non-disposable revenues:BioArchive
    
    
    4,262,000
    
    
    
    22
    %
    
    
    5,564,000
    
    
    
    25
    %Thermoline
    
    
    2,361,000
    
    
    
    12
    %
    
    
    2,058,000
    
    
    
    9
    %AXP/MXP
    
    
    722,000
    
    
    
    4
    %
    
    
    594,000
    
    
    
    3
    %CryoSeal
    
    
    37,000
    
    
    
    
    
    
    
    481,000
    
    
    
    2
    %Milestone payments and
license fees
    
    
    676,000
    
    
    
    3
    %
    
    
    866,000
    
    
    
    5
    %Other
    
    
    1,147,000
    
    
    
    5
    %
    
    
    655,000
    
    
    
    3
    %Total Company revenues
    
    $
    19,799,000
    
    
    
    100
    %
    
    $
    21,946,000
    
    
    
    100
    %
  June 302009
    
    2008Asia
    
    
    64
    
    
    
    58United States
    
    
    49
    
    
    
    46Europe
    
    
    51
    
    
    
    47Rest of World
    
    
    38
    
    
    
    30202
    
    
    
    181
 Gross Profit:
  Selling, General and Administrative Expenses:
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Research and Development Expenses:
   Results of Operations for the Year Ended June 30, 2008 as Compared to the Year Ended June 30, 2007
 Net Revenues:
   June 302008
    
    2007Asia
    
    
    58
    
    
    
    56United States
    
    
    46
    
    
    
    33Europe
    
    
    47
    
    
    
    40Rest of World
    
    
    30
    
    
    
    26181
    
    
    
    155
  June 302008
    
    
    2007AXP
    
    $
    6,828,000
    
    
    $
    2,557,000BioArchive
    
    
    3,757,000
    
    
    
    3,290,000TPD
    
    
    257,000
    
    
    
    493,000CryoSeal
    
    
    886,000
    
    
    
    365,000$
    11,728,000
    
    
    $
    6,705,000Percentage of total
Company revenues
    
    
    53
    %
    
    
    40
    %
 29




---



##### Table of Contents



Gross Profit:
  Selling, General and Administrative Expenses:
  Research and Development Expenses:
  
 (c) Liquidity and Capital Resources
     30




---



##### Table of Contents



Off Balance Sheet Arrangements:
  Contractual Obligations:
  Contractual Obligations
    
    Payments Due by PeriodLess than
    
    
    
    
    
    
    
    
    
    After 5Total
    
    1 year
    
    1-3 years
    
    4-5 years
    
    yearsCapital Lease Obligations
    
    $
    9,000
    
    
    $
    5,000
    
    
    $
    4,000
    
    
    
    
    
    
    
    Operating Leases
    
    
    1,623,000
    
    
    
    642,000
    
    
    
    981,000
    
    
    
    
    
    
    
    Total Contractual Cash
Obligations
    
    $
    1,632,000
    
    
    $
    647,000
    
    
    $
    985,000
    
    
    
    
    
    
    
    
 31




---



##### Table of Contents



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 PageNumberManagements Report on Internal Control Over Financial Reporting
    
    
    33Reports of Independent Registered Public Accounting Firm
    
    
    34Consolidated Balance Sheets at June 30, 2009 and 2008
    
    
    36Consolidated Statements of Operations for the years ended June 30, 2009, 2008 and 2007
    
    
    37Consolidated Statements of Stockholders Equity for the years ended June 30, 2009, 2008 and 2007
    
    
    38Consolidated Statements of Cash Flows for the years ended June 30, 2009, 2008 and 2007
    
    
    39Notes to Consolidated Financial Statements
    
    
    40
 32




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##### Table of Contents



Managements Report on Internal Control over Financial Reporting
 Internal Control  Integrated
Framework
   33




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
         
 34




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
       
 35




---



##### Table of Contents



ThermoGenesis Corp.
 
 Consolidated Balance Sheets
 June 30, 2009
    
    
    June 30, 2008ASSETSCurrent assets:Cash and cash equivalents
    
    $
    6,655,000
    
    
    $
    4,384,000Short-term investments
    
    
    8,976,000
    
    
    
    20,903,000Accounts receivable, net of allowance for
doubtful accounts of $26,000 ($31,000 at June 30, 2008)
    
    
    4,235,000
    
    
    
    5,976,000Inventories
    
    
    5,233,000
    
    
    
    5,131,000Prepaid expenses and other current assets
    
    
    623,000
    
    
    
    367,000Total current assets
    
    
    25,722,000
    
    
    
    36,761,000Equipment at cost less accumulated depreciation of $3,316,000
($2,950,000 at June 30, 2008)
    
    
    1,823,000
    
    
    
    1,450,000Other assets
    
    
    110,000
    
    
    
    71,000$
    27,655,000
    
    
    $
    38,282,000LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    1,781,000
    
    
    $
    4,186,000Accrued payroll and related expenses
    
    
    881,000
    
    
    
    564,000Deferred revenue
    
    
    850,000
    
    
    
    801,000Other current liabilities
    
    
    1,326,000
    
    
    
    1,232,000Total current liabilities
    
    
    4,838,000
    
    
    
    6,783,000Deferred revenue
    
    
    363,000
    
    
    
    974,000Commitments and contingencies (Footnote 6)Stockholders equity:Preferred stock, $0.001 par value; 2,000,000 shares authorized;
Series A convertible preferred stock, 1,077,540
shares issued, none outstanding at June 30, 2009 or 2008
    
    
    
    
    
    
    Common stock, $0.001 par value; 80,000,000 shares
authorized; 56,092,960 issued and outstanding
(56,027,960 at June 30, 2008)
    
    
    56,000
    
    
    
    56,000Paid in capital in excess of par
    
    
    120,757,000
    
    
    
    120,278,000Accumulated deficit
    
    
    (98,359,000
    )
    
    
    (89,809,000
    )Total stockholders equity
    
    
    22,454,000
    
    
    
    30,525,000$
    27,655,000
    
    
    $
    38,282,000
  36




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##### Table of Contents



ThermoGenesis Corp.
 
 Consolidated Statements of Operations
 Years ended June 302009
    
    
    2008
    
    
    2007Revenues:Product and other revenues
    
    $
    19,123,000
    
    
    $
    21,080,000
    
    
    $
    15,093,000Milestone payments and license fees
    
    
    676,000
    
    
    
    866,000
    
    
    
    1,658,000Net revenues
    
    
    19,799,000
    
    
    
    21,946,000
    
    
    
    16,751,000Cost of revenues:Cost of product and other revenues
    
    
    14,106,000
    
    
    
    14,884,000
    
    
    
    11,294,000Cost of milestone payments and license fees
    
    
    
    
    
    
    92,000
    
    
    
    260,000Total costs of revenues
    
    
    14,106,000
    
    
    
    14,976,000
    
    
    
    11,554,000Gross profit
    
    
    5,693,000
    
    
    
    6,970,000
    
    
    
    5,197,000Expenses:Selling, general and administrative
    
    
    9,249,000
    
    
    
    10,165,000
    
    
    
    9,630,000Research and development
    
    
    5,222,000
    
    
    
    7,172,000
    
    
    
    4,108,000Total expenses
    
    
    14,471,000
    
    
    
    17,337,000
    
    
    
    13,738,000Loss before interest and other income, net
    
    
    (8,778,000
    )
    
    
    (10,367,000
    )
    
    
    (8,541,000
    )Interest and other income, net
    
    
    228,000
    
    
    
    1,186,000
    
    
    
    1,765,000Net loss
    
    $
    (8,550,000
    )
    
    $
    (9,181,000
    )
    
    $
    (6,776,000
    )Per share data:Basic and diluted net loss per common share
    
    $
    (0.15
    )
    
    $
    (0.16
    )
    
    $
    (0.12
    )Shares used in computing per share data
    
    
    56,060,460
    
    
    
    55,754,578
    
    
    
    55,169,977
  37




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##### Table of Contents



ThermoGenesis Corp.
 
 Consolidated Statements of Stockholders Equity
 TotalCommon Stock
    
    Paid in capital
    
    Accumulated
    
    stockholdersShares
    
    Amount
    
    in excess of par
    
    deficit
    
    equityBalance at June 30, 2006
    
    
    54,882,952
    
    
    $
    55,000
    
    
    $
    115,769,000
    
    
    $
    (73,852,000
    )
    
    $
    41,972,000Issuance of shares for
exercise of options and warrants
    
    
    601,349
    
    
    
    1,000
    
    
    
    1,521,000
    
    
    
    
    
    
    
    1,522,000Issuance of common shares and
compensation related to common
stock restricted awards
    
    
    16,223
    
    
    
    
    
    
    
    20,000
    
    
    
    
    
    
    
    20,000Stock based compensation expense
    
    
    
    
    
    
    
    
    
    
    1,074,000
    
    
    
    
    
    
    
    1,074,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,776,000
    )
    
    
    (6,776,000
    )Balance at June 30, 2007
    
    
    55,500,524
    
    
    
    56,000
    
    
    
    118,384,000
    
    
    
    (80,628,000
    )
    
    
    37,812,000Issuance of shares for
exercise of options
    
    
    200,651
    
    
    
    
    
    
    
    266,000
    
    
    
    
    
    
    
    266,000Issuance of common shares and
compensation related to common
stock restricted awards, net of
stock surrenders
    
    
    326,785
    
    
    
    
    
    
    
    1,138,000
    
    
    
    
    
    
    
    1,138,000Stock based compensation expense
    
    
    
    
    
    
    
    
    
    
    490,000
    
    
    
    
    
    
    
    490,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,181,000
    )
    
    
    (9,181,000
    )Balance at June 30, 2008
    
    
    56,027,960
    
    
    
    56,000
    
    
    
    120,278,000
    
    
    
    (89,809,000
    )
    
    
    30,525,000Issuance of common shares and
compensation related to
unrestricted common stock awards
    
    
    65,000
    
    
    
    
    
    
    
    36,000
    
    
    
    
    
    
    
    36,000Stock based compensation expense
    
    
    
    
    
    
    
    
    
    
    443,000
    
    
    
    
    
    
    
    443,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (8,550,000
    )
    
    
    (8,550,000
    )Balance at June 30, 2009
    
    
    56,092,960
    
    
    $
    56,000
    
    
    $
    120,757,000
    
    
    $
    (98,359,000
    )
    
    $
    22,454,000
  38




---



##### Table of Contents



ThermoGenesis Corp.
 
 Consolidated Statements of Cash Flows
 Years ended June 302009
    
    
    2008
    
    
    2007Cash flows from operating activities:Net loss
    
    $
    (8,550,000
    )
    
    $
    (9,181,000
    )
    
    $
    (6,776,000
    )Adjustments to reconcile net loss to net cash
used in operating activities:Depreciation and amortization
    
    
    474,000
    
    
    
    543,000
    
    
    
    549,000Stock based compensation expense
    
    
    479,000
    
    
    
    1,921,000
    
    
    
    1,094,000Accretion of discount on short-term
investments
    
    
    (161,000
    )
    
    
    (918,000
    )
    
    
    (1,257,000
    )Loss on sale/retirement of equipment
    
    
    
    
    
    
    238,000
    
    
    
    31,000Loss on impairment of equipment
    
    
    149,000
    
    
    
    
    
    
    
    Net changes in operating assets and liabilities:Accounts receivable, net
    
    
    1,741,000
    
    
    
    (2,750,000
    )
    
    
    547,000Inventories
    
    
    (102,000
    )
    
    
    (200,000
    )
    
    
    (2,309,000
    )Prepaid expenses and other current assets
    
    
    (256,000
    )
    
    
    48,000
    
    
    
    47,000Other assets
    
    
    12,000
    
    
    
    51,000
    
    
    
    (34,000
    )Accounts payable
    
    
    (2,405,000
    )
    
    
    2,112,000
    
    
    
    143,000Accrued payroll and related expenses
    
    
    317,000
    
    
    
    39,000
    
    
    
    108,000Deferred revenue
    
    
    (562,000
    )
    
    
    (633,000
    )
    
    
    (231,000
    )Other current liabilities
    
    
    107,000
    
    
    
    279,000
    
    
    
    326,000Net cash used in operating activities
    
    
    (8,757,000
    )
    
    
    (8,451,000
    )
    
    
    (7,762,000
    )Cash flows from investing activities:Purchase of short-term investments
    
    
    (25,957,000
    )
    
    
    (44,336,000
    )
    
    
    (51,420,000
    )Maturities of investments
    
    
    38,045,000
    
    
    
    52,000,000
    
    
    
    60,500,000Capital expenditures
    
    
    (1,047,000
    )
    
    
    (514,000
    )
    
    
    (621,000
    )Net cash provided by investing
activities
    
    
    11,041,000
    
    
    
    7,150,000
    
    
    
    8,459,000Cash flows from financing activities:Exercise of stock options
    
    
    
    
    
    
    266,000
    
    
    
    439,000Exercise of warrants
    
    
    
    
    
    
    
    
    
    
    1,083,000Repurchase of common stock
    
    
    
    
    
    
    (293,000
    )
    
    
    Payments on capital lease obligations and note
payable
    
    
    (13,000
    )
    
    
    (18,000
    )
    
    
    (16,000
    )Net cash (used in) provided by financing
activities
    
    
    (13,000
    )
    
    
    (45,000
    )
    
    
    1,506,000Net increase (decrease) in cash and cash equivalents
    
    
    2,271,000
    
    
    
    (1,346,000
    )
    
    
    2,203,000Cash and cash equivalents at beginning of year
    
    
    4,384,000
    
    
    
    5,730,000
    
    
    
    3,527,000Cash and cash equivalents at end of year
    
    $
    6,655,000
    
    
    $
    4,384,000
    
    
    $
    5,730,000Supplemental non-cash financing and investing
information:Transfer of inventories to equipment
    
    
    
    
    
    $
    157,000
    
    
    $
    124,000Transfer of equipment to inventories
    
    
    
    
    
    $
    42,000
    
    
    $
    69,000Transfer of equipment to other assets
    
    $
    51,000
    
    
    
    
    
    
    
    
  39




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##### Table of Contents



THERMOGENESIS CORP.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 1. Summary of Significant Accounting Policies
 Organization and Basis of Presentation
  Principles of Consolidation
  Use of Estimates
  Revenue Recognition
 Revenue Recognition Revenue
Agreements with Multiple Deliverable
  40




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Revenue Recognition (Continued)
      Cash, Cash Equivalents and Short-Term Investments
  41




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Cash, Cash Equivalents and Short-Term Investments (Continued)
  Fair Value of Financial Instruments
     SignificantQuoted Prices
    
    Other
    
    Significantin Active
    
    Observable
    
    Unobservable
    
    Total FairMarkets
    
    Inputs
    
    Inputs
    
    Value as of(Level 1)
    
    (Level 2)
    
    (Level 3)
    
    June 30, 2009Cash equivalentsMoney market funds
    
    $
    1,059,000
    
    
    $
    
    
    
    $
    
    
    
    $
    1,059,000Certificates of
deposit
    
    $
    
    
    
    $
    3,096,000
    
    
    $
    
    
    
    $
    3,096,000Short-term
investmentsCertificates of
deposit
    
    $
    
    
    
    $
    8,976,000
    
    
    $
    
    
    
    $
    8,976,000
 42




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Accounts Receivable and Allowance for Doubtful Accounts
  Inventories
  Equipment
  Warranty
  Stock-Based Compensation
    43




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Stock-Based Compensation (Continued)
       2009
    
    2008
    
    2007Expected life (years)
    
    
    3.0
    
    
    
    3.1
    
    
    
    3.5Risk-free interest rate
    
    
    1.4
    %
    
    
    3.9
    %
    
    
    4.7
    %Expected volatility
    
    
    83
    %
    
    
    57
    %
    
    
    54
    %Dividend yield
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %
  Research and Development
  44




---



##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Credit Risk
   Segment Reporting
  Income Taxes
   Net Loss per Share
  Subsequent Events
  Reclassifications
  45




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 New Accounting Pronouncements
 The Fair Value Option for Financial Assets and
Financial Liabilities .
 Accounting for Nonrefundable Advance Payments for Goods or Services Received for Use in Future
Research and Development Activities
   46




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 New Accounting Pronouncements (Continued)
 The Hierarchy of Generally Accepted Accounting
Principles . The Meaning of Present Fairly in Conformity with
Generally Accepted Accounting Principles.
 Subsequent Events
 2. Short-Term Investments
  Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    EstimatedCost
    
    
    Gains
    
    
    Losses
    
    
    Fair ValueJune 30, 2009Certificate of deposit
    
    $
    8,976,000
    
    
    
    
    
    
    
    
    
    
    $
    8,976,000Maturity Date:Less than 90 days
    
    $
    99,000
    
    
    
    
    
    
    
    
    
    
    $
    99,000Due in 91-365 days
    
    
    8,877,000
    
    
    
    
    
    
    
    
    
    
    
    8,877,000$
    8,976,000
    
    
    
    
    
    
    
    
    
    
    $
    8,976,000June 30, 2008U.S. Treasury obligations
    
    $
    20,903,000
    
    
    
    
    
    
    $
    13,000
    
    
    $
    20,890,000
  Aggregate
    
    
    UnrealizedFair Value
    
    
    LossJune 30, 2008U.S. Treasury
Obligations
    
    $
    20,890,000
    
    
    $
    13,000
 47




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 3. Inventories
  2009
    
    
    2008Raw materials
    
    $
    1,116,000
    
    
    $
    1,869,000Work in process
    
    
    1,871,000
    
    
    
    1,302,000Finished goods
    
    
    2,246,000
    
    
    
    1,960,000$
    5,233,000
    
    
    $
    5,131,000
 4. Equipment
  2009
    
    
    2008
    
    
    Estimated Useful LifeMachinery and equipment
    
    $
    2,955,000
    
    
    $
    2,301,000
    
    
    3-10 years or lease termComputer and software
    
    
    1,171,000
    
    
    
    1,096,000
    
    
    2-5 yearsOffice equipment
    
    
    706,000
    
    
    
    696,000
    
    
    5-10 yearsLeasehold improvements
    
    
    307,000
    
    
    
    307,000
    
    
    5 years or lease term5,139,000
    
    
    
    4,400,000Less accumulated
depreciation and
amortization
    
    
    (3,316,000
    )
    
    
    (2,950,000
    )$
    1,823,000
    
    
    $
    1,450,000
 5. Other Current Liabilities
  2009
    
    
    2008Accrued warranty reserves
    
    $
    529,000
    
    
    $
    507,000Accrued professional fees
    
    
    274,000
    
    
    
    210,000Other accrued liabilities
    
    
    523,000
    
    
    
    515,000$
    1,326,000
    
    
    $
    1,232,000
 48




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 6. Commitments and Contingencies
 Operating Leases
  2010
    
    $
    642,0002011
    
    
    668,0002012
    
    
    313,000Thereafter
    
    
    Total
    
    $
    1,623,000
  Contingencies
  Import/Export Bonds
  Product Recalls
  Vendor Purchase Commitments
  49




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 6. Commitments and Contingencies (Continued)
 Warranty
   For years ended June 30,2009
    
    
    2008Beginning balance
    
    $
    507,000
    
    
    $
    302,000Warranties issued during the period
    
    
    267,000
    
    
    
    404,000Settlements made during the period
    
    
    (667,000
    )
    
    
    (643,000
    )Changes in
liability for pre-existing warranties during the period,
including expirations
    
    
    422,000
    
    
    
    444,000Ending balance
    
    $
    529,000
    
    
    $
    507,000
   7. Stockholders Equity
 Common Stock
  Warrants
  50




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Warrants (Continued)
  Weighted-AverageNumber of
    
    
    Exercise PriceShares
    
    
    Per ShareBalance at June 30, 2006
    
    
    393,362
    
    
    $
    3.07Warrants granted
    
    
    Warrants canceled
    
    
    (40,862
    )
    
    $
    3.07Warrants exercised
    
    
    (352,500
    )
    
    $
    3.07Outstanding and exercisable at June 30, 2007,
2008 and 2009
    
    
    
 Stock Options
     51




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Stock Compensation Expense
   Weighted-Weighted-
    
    
    AverageAverage
    
    
    Remaining
    
    
    AggregateNumber of
    
    
    Exercise
    
    
    Contractual
    
    
    IntrinsicShares
    
    
    Price
    
    
    Life
    
    
    ValueOutstanding at June 30, 2008
    
    
    2,994,937
    
    
    $
    2.64Granted
    
    
    1,960,333
    
    
    $
    0.75Forfeited or Expired
    
    
    (1,875,629
    )
    
    $
    2.29Exercised
    
    
    Outstanding at June 30, 2009
    
    
    3,079,641
    
    
    $
    1.65
    
    
    
    3.0
    
    
    $
    39,000Vested and Expected to Vest
at June 30, 2009
    
    
    2,787,679
    
    
    $
    1.71
    
    
    
    3.0
    
    
    $
    34,000Exercisable at June 30, 2009
    
    
    842,453
    
    
    $
    3.17
    
    
    
    2.1
    
    
    
    
  52




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Stock Compensation Expense (Continued)
  Weighted-

    
    Weighted-Range of
    
    
    
    
    
    Average

    
    Average
    
    
    
    
    
    
    Weighted-Exercise
    
    Number
    
    
    Remaining

    
    Exercise
    
    
    Number
    
    
    AveragePrices
    
    Outstanding
    
    
    Contractual Life

    
    Price
    
    
    Exercisable
    
    
    Exercise Price$0.56 - $0.77
    
    
    1,642,500
    
    
    
    3.7
    
    
    $
    0.68
    
    
    
    
    
    
    
    $1.34 - $1.83
    
    
    340,000
    
    
    
    3.2
    
    
    $
    1.55
    
    
    
    73,334
    
    
    $
    1.53$2.06 - $2.88
    
    
    627,362
    
    
    
    1.9
    
    
    $
    2.33
    
    
    
    352,340
    
    
    $
    2.33$3.58 - $5.01
    
    
    449,779
    
    
    
    2.4
    
    
    $
    4.13
    
    
    
    396,779
    
    
    $
    4.09$5.88 - $5.88
    
    
    20,000
    
    
    
    0.4
    
    
    $
    5.88
    
    
    
    20,000
    
    
    $
    5.883.079,641
    
    
    
    
    
    
    
    
    
    
    
    842,453
 Common Stock Restricted Awards
    53




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Common Stock Restricted Awards (Continued)
  Number of
    
    
    Grant DateShares
    
    
    Fair ValueOutstanding at June 30, 2006
    
    
    11,000
    
    
    $
    40,000Granted
    
    
    510,000
    
    
    
    1,734,000Vested
    
    
    (16,000
    )
    
    
    (57,000
    )Forfeited
    
    
    
    
    
    
    Outstanding at June 30, 2007
    
    
    505,000
    
    
    
    1,717,000Granted
    
    
    30,000
    
    
    
    67,000Vested
    
    
    (505,000
    )
    
    
    (1,717,000
    )Forfeited
    
    
    (30,000
    )
    
    
    (67,000
    )Outstanding at June 30, 2008
and 2009
    
    
    
    
    
    $
    
 8. Concentrations
    2009
    
    2008
    
    2007BioArchive
    
    
    41
    %
    
    
    42
    %
    
    
    48
    %AXP/MXP
    
    
    37
    %
    
    
    34
    %
    
    
    19
    %ThermoLine
    
    
    12
    %
    
    
    9
    %
    
    
    13
    %CryoSeal
    
    
    2
    %
    
    
    7
    %
    
    
    7
    %
 54




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Concentrations (Continued)
  2009
    
    
    2008
    
    
    2007United States
    
    $
    11,489,000
    
    
    $
    12,901,000
    
    
    $
    8,579,000Europe
    
    
    2,510,000
    
    
    
    5,565,000
    
    
    
    4,625,000Asia
    
    
    3,544,000
    
    
    
    2,125,000
    
    
    
    2,588,000South America
    
    
    1,859,000
    
    
    
    1,208,000
    
    
    
    802,000Other
    
    
    397,000
    
    
    
    147,000
    
    
    
    157,000$
    19,799,000
    
    
    $
    21,946,000
    
    
    $
    16,751,000
  9. Income Taxes
  2009
    
    
    2008
    
    
    2007Statutory federal income tax benefit
    
    $
    (2,907,000
    )
    
    $
    (3,122,000
    )
    
    $
    (2,304,000
    )Net operating loss with no tax benefit
    
    
    2,907,000
    
    
    
    3,122,000
    
    
    
    2,304,000Total federal income tax
    
    $
    
    
    
    $
    
    
    
    $
    
   55




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 9. Income Taxes (Continued)
  June 30, 2009
    
    
    June 30, 2008Deferred tax assets:Net operating loss carryforwards
    
    $
    30,862,000
    
    
    $
    27,502,000Income tax credits
    
    
    1,976,000
    
    
    
    1,507,000Other
    
    
    2,527,000
    
    
    
    2,761,000Total deferred taxes
    
    
    35,365,000
    
    
    
    31,770,000Valuation allowance
    
    
    (35,365,000
    )
    
    
    (31,770,000
    )Net deferred taxes
    
    $
    
    
    
    $
    
   10. Employee Retirement Plan
  56




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 11. Unaudited Quarterly Financial Data
  First Quarter
    
    
    Second
    
    
    Third Quarter
    
    
    Fourth QuarterEnded
    
    
    Quarter Ended
    
    
    Ended
    
    
    EndedSeptember 30,
    
    
    December 31,
    
    
    March 31,
    
    
    June 30,2008
    
    
    2008
    
    
    2009
    
    
    2009(1)Net revenues
    
    $
    4,502,000
    
    
    $
    6,126,000
    
    
    $
    5,148,000
    
    
    $
    4,023,000Gross Profit
    
    $
    1,280,000
    
    
    $
    2,213,000
    
    
    $
    1,794,000
    
    
    $
    406,000Net loss
    
    $
    (2,679,000
    )
    
    $
    (1,695,000
    )
    
    $
    (1,092,000
    )
    
    $
    (3,084,000
    )Per share data:Basic and diluted
net loss per
common share
    
    $
    (0.05
    )
    
    $
    (0.03
    )
    
    $
    (0.02
    )
    
    $
    (0.05
    )Shares used in
computing per
share data
    
    
    56,027,960
    
    
    
    56,027,960
    
    
    
    56,092,960
    
    
    
    56,092,960
 First Quarter
    
    
    Second
    
    
    Third Quarter
    
    
    Fourth QuarterEnded
    
    
    Quarter Ended
    
    
    Ended
    
    
    EndedSeptember 30,
    
    
    December 31,
    
    
    March 31,
    
    
    June 30,2007
    
    
    2007
    
    
    2008
    
    
    2008 (2)Net revenues
    
    $
    3,632,000
    
    
    $
    5,487,000
    
    
    $
    5,645,000
    
    
    $
    7,182,000Gross Profit
    
    $
    1,209,000
    
    
    $
    1,910,000
    
    
    $
    1,501,000
    
    
    $
    2,350,000Net loss
    
    $
    (2,300,000
    )
    
    $
    (1,717,000
    )
    
    $
    (2,680,000
    )
    
    $
    (2,484,000
    )Per share data:Basic and diluted
net loss per
common share
    
    $
    (0.04
    )
    
    $
    (0.03
    )
    
    $
    (0.05
    )
    
    $
    (0.04
    )Shares used in
computing per
share data
    
    
    55,659,508
    
    
    
    55,701,175
    
    
    
    55,701,175
    
    
    
    55,956,452
 
 (1)
    
    During the fourth quarter of 2009, the gross margin was impacted by increases
in inventory reserves and write-offs of obsolete inventory of $1,006,000. Selling, general and administrative expenses were impacted by a severance accrual of $175,000 and a loss on
impairment of equipment of $150,000.(2)
    
    During the fourth quarter of 2008, the Company recorded a write-off of
long-lived assets of $238,000 and a change in estimate of warranty liability of $90,000. 57




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##### Table of Contents



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
  Managements Report on Internal Control over Financial Reporting
  Attestation Report of Independent Registered Public Accounting Firm
  Changes in Internal Control over Financial Reporting
  
 ITEM 9B. OTHER INFORMATION
  58




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##### Table of Contents



PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
  
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED  STOCKHOLDER
MATTERS
  
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  59




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##### Table of Contents



PART IV
 
 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
  Page Number(a) (1)
    
    Financial StatementsReports of Independent Registered Public Accounting Firm
    
    
    34Consolidated Balance Sheets at June 30, 2009 and 2008
    
    
    36Consolidated Statements of Operations for the years ended
June 30, 2009, 2008 and 2007
    
    
    37Consolidated Statements of Stockholders Equity for the years
ended June 30, 2009, 2008 and 2007
    
    
    38Consolidated Statements of Cash Flows for the years ended
June 30, 2009, 2008 and 2007
    
    
    39Notes to Consolidated Financial Statements
    
    
    40Managements Report on Internal Control over Financial Reporting is contained as part of this
report under Item 9A Controls and Procedures.(a) (2)
    
    Financial Statement SchedulesSchedule II, Valuation and Qualifying Accounts & Reserves
    
    
    65All other financial statement schedules have been omitted because they are not
required or not applicable.(b)
    
    ExhibitsExhibits required by Item 601 of Regulation S-K are listed in the Exhibit
Index on the next page, which are incorporated herein by this reference.
 60




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##### Table of Contents



Exhibit Description
 3.1
    (a)
    
    Amended and Restated Certificate of Incorporation (1)(b)
    
    Revised Bylaws (2)10.1
    (a)
    
    License Agreement with Pall/Medsep Corporation (3)(b)
    
    Securities Purchase Agreement dated March 10, 2004 (form) (4)(c)
    
    Amended 2002 Independent Directors Equity Incentive Plan (5)(d)
    
    Distribution and License Agreement with Asahi Kasei Medical Co., Ltd. (6)(e)
    
    Supply Agreement with Cell Factors Technology, Inc. (7)(f)
    
    Employment Agreement for Matthew Plavan (16)(g)
    
    International Distribution Agreement with Amersham Biosciences AB (8)(h)
    
    OEM Supply Agreement with Medtronic, Inc. (9)(i)
    
    Employment Agreement with John Chapman (10)(j)
    
    Product Development and Supply Agreement with Biomet Biologics (11)(k)
    
    First Amendment License Agreement (Clotalyst) (12)(l)
    
    Amended & Restated International Distribution Agreement with GE Healthcare (13)(m)
    
    Employment Agreement with J. Melville Engle (15)14

    Amended and Restated Code of Ethics (14)23.1

    Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm31.1

        Rule 13(a)  14(a)/15(d)  14(a) Certification (Principal Executive Officer)31.2

    Rule 13(a)  14(a)/15(d)  14(a) Certification (Principal Financial Officer)32


    Section 1350 Certifications
 Footnotes to Exhibit Index
 (1)
    
    Incorporated by reference to ThermoGenesis proxy statement for the Special Meeting hold on
December 5, 2005.(2)
    
    Incorporated by reference to Form 10-KSB for the year ended June 30, 1994.(3)
    
    Incorporated by reference to Form 8-K dated April 14, 1997.(4)
    
    Incorporated by reference to Form 8-K dated March 10, 2004.(5)
    
    Incorporated by reference to Form 8-K dated December 15, 2004.(6)
    
    Incorporated by reference to Form 8-K dated March 28, 2005.(7)
    
    Incorporated by reference to Form 8-K dated March 29, 2005.(8)
    
    Incorporated by reference to Form 8-K dated October 13, 2005.(9)
    
    Incorporated by reference to Form 8-K dated November 4, 2005.(10)
    
    Incorporated by reference to Form 10-K for the year ended June 30, 2006.(11)
    
    Incorporated by reference to Form 8-K dated August 3, 2006.(12)
    
    Incorporated by reference to Form 10-K for quarter ended March 31, 2007.(13)
    
    Incorporated by reference to Form 8-K dated May 7, 2008(14)
    
    Incorporated by reference to ThermoGenesis proxy statement for the Annual Meeting held on
October 28, 2005.(15)
    
    Incorporated by reference to Form 8-K dated April 15, 2009.(16)
    
    Incorporated by reference to Form 10-K for the year ended June 30, 2008
 61




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##### Table of Contents



GLOSSARY OF CERTAIN TECHNICAL TERMS
                   62




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##### Table of Contents



GLOSSARY OF CERTAIN TECHNICAL TERMS (CONTINUED)
         63




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##### Table of Contents



SIGNATURES
  ThermoGenesis Corp.Date: September 8, 2009
    By:
    /s/      J. MELVILLE ENGLEJ. Melville Engle, Chief ExecutiveOfficer & Director  By:
    
    /s/ J. MELVILLE ENGLE
    
    
    
    Date: September 8, 2009J. Melville Engle, Chief ExecutiveOfficer & Director(Principal Executive Officer)By:
    
    /s/ MATTHEW T. PLAVAN
    
    
    
    Dated: September 8, 2009Matthew T. Plavan, EVP, ChiefOperating Officer & Chief
Financial Officer(Principal Financial and Accounting Officer)By:
    
    /s/ HUBERT HUCKEL
    
    
    
    Dated: September 8, 2009Hubert Huckel, M.D., Chairman of the BoardBy:
    
    /s/ PATRICK MCENANY
    
    
    
    Dated: September 8, 2009Patrick McEnany, DirectorBy:
    
    /s/ WOODROW A. MYERS
    
    
    
    Dated: September 8, 2009Woodrow Myers, M.D., DirectorBy:
    
    /s/ TIFFANY OLSON
    
    
    
    Dated: September 8, 2009Tiffany Olson, DirectorBy:
    
    
    
    
    
    Dated:Mahendra Rao, M.D., Ph.D., Director
 64




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##### Table of Contents



SCHEDULE II
 
 Balance at
    
    Charged to
    
    Charged to
    
    
    
    
    
    Balance atbeginning
    
    costs and
    
    other
    
    
    
    
    
    end ofDescription
    
    of period
    
    expenses
    
    accounts
    
    Deductions
    
    periodFor the year ended June 30, 2009Allowance for doubtful accounts:
    
    $
    31,000
    
    
    $
    22,000
    
    
    
    
    
    
    $
    27,000
    
    
    $
    26,000Reserve for slow moving inventory:
    
    $
    697,000
    
    
    $
    905,000
    
    
    
    
    
    
    $
    240,000
    
    
    $
    1,362,000For the year ended June 30, 2008Allowance for doubtful accounts:
    
    $
    50,000
    
    
    
    
    
    
    
    
    
    
    $
    19,000
    
    
    $
    31,000Reserve for slow moving inventory:
    
    $
    915,000
    
    
    $
    53,000
    
    
    
    
    
    
    $
    271,000
    
    
    $
    697,000For the year ended June 30, 2007Allowance for doubtful accounts:
    
    $
    17,000
    
    
    $
    50,000
    
    
    
    
    
    
    $
    17,000
    
    
    $
    50,000Reserve for slow moving inventory:
    
    $
    774,000
    
    
    $
    200,000
    
    
    
    
    
    
    $
    59,000
    
    
    $
    915,000
 65