##### Table of Contents



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, 2010
 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
 (916) 858-5100
  o þ
 o þ
 þ o
 o
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  Large accelerated filer o
Accelerated filer o
Non-accelerated filer* o*(Do not check if a smaller reporting company)
Smaller reporting company þ o þ




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TABLE OF CONTENTS
 Page NumberPart IITEM 1.
    
    Business
    
    
    2ITEM 1A.
    
    Risk Factors
    
    
    20ITEM 1B.
    
    Unresolved Staff Comments
    
    
    26ITEM 2.
    
    Properties
    
    
    26ITEM 3.
    
    Legal Proceedings
    
    
    27ITEM 4.
    

[Removed and Reserved]
    
    
    27Part IIITEM 5.
    
    Market for the Registrants Common Equity and Related Stockholder Matters
    
    
    28ITEM 6.
    
    Selected Financial Data
    
    
    30ITEM 7.
    
    Managements Discussion and Analysis of Financial Condition and
Results of Operations
    
    
    30(a) Overview
    
    
    31(b) Results of Operations
    
    
    33(c) Liquidity and Capital Resources
    
    
    36ITEM 7A.
    
    Quantitative and Qualitative Disclosures about Market Risk
    
    
    37ITEM 8.
    
    Financial Statements and Supplementary Data
    
    
    38ITEM 9.
    
    Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
    
    
    67ITEM 9A.
    
    Controls and Procedures
    
    
    67ITEM 9B.
    
    Other Information
    
    
    67Part IIIITEM 10.
    
    Directors, Executive Officers and Corporate Governance
    
    
    68ITEM 11.
    
    Executive Compensation
    
    
    68ITEM 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
    
    
    68ITEM 13.
    
    Certain Relationships and Related Transactions, and Director Independence
    
    
    68ITEM 14.
    
    Principal Accounting Fees and Services
    
    
    68Part IVITEM 15.
    
    Exhibits and Financial Statement Schedules
    
    
    69Signatures
    
    
    73EX-23.1EX-31.1EX-31.2EX-32
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PART I
 
 ITEM 1.
    
    BUSINESS
 Business Overview
    Our Solutions
  Key Events and Accomplishments
  
    
    Launch of Res-Q System
In July 2009, we launched the Res-Q 60 BMC (Res-Q) System, an automated cell processing
medical device for the concentration of bone marrow-derived stem cells at the point of care.
 2




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
    
    Established Res-Q Distribution
We established global distribution for Res-Q, having signed agreements with distributors
covering four continents:
 
    
    GE Healthcare (GEHC): Non-exclusive, U.S. excluding
orthopedics, Canada and 19 European countries;
    
    Celling Technologies: Orthopedic applications in North America
(exclusive) and worldwide (non-exclusive);
    
    TotipotentSC: Exclusive for all fields of use (except
orthopedics, non-exclusive) in India, Malaysia and Thailand; and
    
    CEI: Exclusive for all fields of use (except orthopedics,
non-exclusive) in Mexico, and Central and South American countries including
Brazil, Chile, Columbia, Costa Rica, Panama, Peru, Uruguay and Venezuela.
 
    
    Expanded Distribution of Existing Products
In keeping with our strategy to extend the distribution reach of our existing products, we
enhanced agreements in existing territories, added new territories and added new
distributors:
 
    
    GEHC  On February 4, 2010, we announced an improved
distribution agreement with GEHC for the AutoXpress or AXP®
Platform (AXP). GEHC will provide incremental funding for marketing support
and market research beyond its previous commitments.
    
    Fenwal  In March 2010, we signed a new distribution agreement
with Fenwal, Inc. to market and distribute the AXP and BioArchive®
systems in China, India and Japan.
 
    
    Key Management Changes
The following key management changes were made in fiscal 2010:
 
    
    In August 2009, Harold Baker joined our Company and currently
serves as Vice President of Commercial Operations. Mr. Baker has more than two
decades of global sales and marketing experience in the healthcare sector,
introducing new products, leading teams in the cord blood stem cell market,
managing distributor relationships and building sales force organizations.
    
    In October 2009, Jorge Artiles joined our Company as Vice
President, Chief Quality and Regulatory Affairs Officer. Mr. Artiles has more
than two decades of quality and regulatory affairs experience in the medical
device industry, with expertise in quality system development and compliance,
project management and process optimization.
 
    
    Plan for CryoSeal®Fibrin Sealant System (CryoSeal) Product Line
Divestiture
On June 16, 2010 we reached an agreement with Asahi Kasei Kuraray Medical Co., Ltd (Asahi)
in which Asahi paid us $1 million to provide CryoSeal products and clinical support services
until such time as Asahi assumes manufacturing of the product line in Japan or December 31, 2012 whichever comes first. As part of the
$1 million payment, we granted Asahi an option to acquire the CryoSeal product line, which
may be exercised over the next five years.
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
    
    Reverse Stock Split
On August 11, 2010, we announced that our board of directors had approved a 1-for-4 reverse
stock split of our common stock, pursuant to previously obtained stockholder authorization.
The reverse stock split, which became effective at the close of business on August 26, 2010,
reduced the number of shares of our common stock issued and outstanding from approximately
56.1 million to approximately 14 million. All share and per share amounts herein are
presented on a post-reverse-split basis.
 Market Overview
   
    
    Approval of the first autologous cellular immunotherapy for the treatment of prostrate
cancer;
    
    Positive results from a Phase II clinical trial to expand Mesenchymal Precursor Cells
(MPCs) from cord blood to reduce graft-versus-host disease;
    
    Expansion of treatments using cord blood beyond hematopoetic reconstitution;
    
    Favorable outcomes from the first human clinical trial of adipose tissue-derived stem
and regenerative cells for the treatment of heart attacks; and
    
    Positive results from a Phase I clinical trial of an allogeneic cell therapy product,
administered to individuals following acute myocardial infarction.
  
    
    Expansion of orthopedic procedures using stem cells and orthobiologics.
    
    Growth of cord blood banking globally, especially in China.
   
    
    Stem cell recovery rates
    
    Efficiency of cell processing
    
    Cost of care
    
    Product quality and efficacy
    
    Purity, viability and potency of stem cells
  4




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Market Size
  
 Industry Market Drivers
   
    
    Political actions
    
    Government funding
    
    Clinical outcomes
    
    Corporate investment
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
    
    Awareness of availability
    
    Growing endorsement by doctors
    
    Increase in prevalence of conditions treated
    
    New sources of stem cells
 Product Overview
  
    
    The AXPis 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 an
automated system to enrich adult stem cells combined with lower labor costs and a reduced
risk of contamination under GMP conditions. The AXP product is an automated, closed,
sterile system that volume-reduces cord blood to a user defined volume in 30 minutes while
retaining over 97% of the mononuclear cells (MNCs). Self-powered and
microprocessor-controlled, the AXP contains flow control optical sensors that achieve
precise separation.Our market for the AXP includes both private and public cord blood banks. In private banks,
parents pay to preserve the cord blood cells from their offspring for family use, while a
public bank owns cord blood stem cells donated by individuals, which are then available to
the public for transplantation.The AXP has been commercially available since 2006, marketed under a Master File with the
U.S. Food and Drug Administration (FDA). In 2007, we 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
    
    2010
    
    CAGRPublic Banks
    
    
    118
    
    
    
    176
    
    
    
    8.3
    %Private Banks
    
    
    91
    
    
    
    222
    
    
    
    19.5
    %Total Banks
    
    
    209
    
    
    
    398
    
    
    
    13.7
    %
 
    
    The MarrowXpress or MXP,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 and tissues in cosmetic surgeries. 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 MNCs. 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 Res-Qproduct is also used for bone marrow stem cell processing. Launched in July
2009, the Res-Q can be used in a clinical laboratory or 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. Res-Q is a rapid,
reliable, and easy-to-use product
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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 will position the product for broad-based adoption.
    
    The BioArchive Systemis an automated cryogenic system used to cryopreserve and archive
stem cells for future transplant and treatment. Launched in fiscal 1998, over 200
BioArchive Systems have been purchased by over 100 umbilical cord blood banks in over 33
countries to archive, cryopreserve and store stem cell preparations extracted from human
placentas and umbilical cords for future use.The BioArchive System is designed to store over 3,600 stem cell samples. It is the only
fully-automated, commercially available system 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 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 component 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 minute) homogeneous thawing of plasma and
glycerolized frozen red blood cells.
    
    The CryoSeal Systemis an automated system serving the wound market 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 a Premarket Approval (PMA) to market the CryoSeal in
liver resection surgeries in July 2007. On June 16, 2010 we reached an agreement with
Asahi in which Asahi paid us $1 million to provide CryoSeal products and clinical support
services until such time as Asahi assumes manufacturing of the product line in Japan or December 31, 2012, whichever comes first. As part
of the $1 million payment, we granted Asahi an option to acquire the CryoSeal product line,
which may be exercised over the next five years.
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Sales and Distribution Channels
   Product
    
    Distributor
    
    RegionAXP System
    
    GEHC
    
    U.S. and Canada, and approximately 30
countries throughout the worldCEI
    
    9 countries in Latin AmericaFenwal, Inc.
    
    China, India, JapanDelrus
    
    Russian Federation and CIS countriesThermoGenesis
    
    All other countriesRes-Q System
    
    Celling Technologies
    
       U.S. orthopedic indications: Exclusive   Outside U.S. orthopedic indications: Non-exclusiveGEHC
    
    U.S. (except orthopedics), Canada and 19
European countriesCEI
    
    9 countries in Latin America for indications
outside of orthopedicsTotipotentSC
    
    India, Malaysia and ThailandBioArchive System
    
    Fenwal, Inc.
    
    China, India and JapanCEI
    
    5 countries in Latin AmericaAdditional Distribution Network
    
    10 Distributors covering over 30 countriesThermoGenesis
    
    All other countries including U.S., Canada
and AustraliaMXP System
    
    Celling Technologies
    
       U.S. orthopedic indications: Exclusive   Outside U.S. orthopedic indications: Non-exclusiveCEI
    
    9 countries in Latin America for indications
outside of orthopedicsTotipotentSC
    
    India, Malaysia and ThailandThermoGenesis
    
    All other countries
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2010
    
    
    2009
    
    
    2008U.S.
    
    $
    13,827,000
    
    
    $
    11,489,000
    
    
    $
    12,901,000Asia
    
    
    4,303,000
    
    
    
    3,544,000
    
    
    
    2,125,000Europe
    
    
    3,117,000
    
    
    
    2,510,000
    
    
    
    5,565,000South America
    
    
    1,405,000
    
    
    
    1,859,000
    
    
    
    1,208,000Other
    
    
    436,000
    
    
    
    397,000
    
    
    
    147,000$
    23,088,000
    
    
    $
    19,799,000
    
    
    $
    21,946,000
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Competition
  Competitors/Markets
    
    Area of Focus
    
    Geographic DistributionAXPBioSafe/Sepax
    
       Processing of cord blood
    
       Direct in Europe, Asia Pacific 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, Asia Pacific 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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Scientific Overview
 Stem Cells
    Stem Cell Therapy
   
    
    Regenerating of bone marrow damaged by high-dose chemotherapy or radiation therapy used to
treat patients with a variety of cancers such as leukemia and lymphoma;
    
    Providing 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
    
    Regenerating and repairing of tissue including the treatment of myocardial infarction,
peripheral limb ischemia and non-union bone fractures.
  11




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Clinical Evaluations
  Product
    
    Indication
    
    Purpose
    
    StatusCelling 
Technologies/Spine
Smith
    
    Res-Q
    
    Spinal Fusion
    
    Full outcome,
prospective 30
patient study, one
year follow-up.
Purpose of study is
comparing the
efficacy of three
different
concentrations of
MNCs in spinal
fusion
    
    The study is ready
to beginTotipotentSC
    
    Res-Q
    
    Critical Limb
Ischemia (CLI)
/Peripheral Artery
Disorder (PAD)
    
    Pilot 15 patient
limb salvage study,
one year follow-up.
Purpose is to
establish Res-Q
safety/efficacy for
CLI
    
    Study to start
September 2010UC Davis
    
    Res-Q
    
    Non-Union Fractures
    
    30 patient study,
one year follow-up,
to establish
efficacy for
Non-union fractures
    
    Study to start
September 2010Naples
    
    MXP
    
    CLI
    
    30 patient study,
one year follow-up
to establish
efficacy of bone
marrow treatment
for CLI
    
    15 patients
enrolled. 9
patients completed
2-injection
treatment. 4
patients had six
month evaluation.
 Research and Development
  12




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Manufacturing
   Quality Strategy
  
    
    Doing things right the first time;
    
    Meeting customer expectations;
    
    Continuous improvement;
    
    Maintaining supplier controls; and
    
    Ensuring quality by design.
    13




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Regulatory Strategy
   Class III Devices
  
    
    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 PMA to the FDA.
  14




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Class II Devices
  Class I Devices
  Other U.S. Regulatory Information
   15




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International Regulatory Requirements
    16




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Patents and Proprietary Rights
   Licenses and Distribution Rights
 Asahi
   17




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Cord Blood Registry Systems, Inc. (CBR)
  GEHC
   Fenwal
  Celling Technology
  18




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CBR
  Biomet
  New York Blood Center (NYBC)/Pall Medical
  Backlog
  Employees
  19




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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.
 A Significant Portion of our Revenue is Derived from Customers in Foreign Countries. We may Lose
Revenues, Market Share, and Profits due to Exchange Rate Fluctuations, Political and Economic
Changes related to our Foreign Business.
 20




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Outcomes of Pending or Future Clinical Trials May be Negative and the Regenerative Medicine Market
May not Expand, or May Not Expand in the Areas Targeted by our Products.
 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 Design and Manufacturing Standards that our Products
Require may Seriously Harm our Business.
 We are Dependent on our Suppliers and Manufacturers to Meet Existing Regulations.
 21




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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.
 We are Heavily Reliant on a Single Distributor to Market and Sell our MXP and Res-Q Products.
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Our Business is Indirectly Subject to Customer and Distributor Inventory Requirements and
Continuity of Inventory Purchasing.
 Failure to Meet the Quality and Delivery Metrics specified in the GEHC Distribution Agreements
could Decrease our Revenues.
 Failure to Meet Certain Financial Covenants could Decrease our AXP Revenues.
 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 Losses May 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.
 23




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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 .
 24




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Future Regulatory Changes May Affect Our Business.
 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
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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.
  If the Price of our Common Stock Does Not Meet the Requirements of the NASDAQ Capital Market Stock
Exchange (NASDAQ), 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.
 We Do Not Pay Cash Dividends.
 
 ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
  26




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ITEM 3. LEGAL PROCEEDINGS
  
 ITEM
4. [Removed and Reserved]
 27




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PART II
 
 ITEM 5.
    
    MARKET FOR THE REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
  Fiscal
          2010
        
        High
        
        LowFirst Quarter (Sep.
            30)
        
        $
        2.92
        
        
        $
        2.16Second Quarter (Dec.
            31)
        
        $
        2.80
        
        
        $
        2.24Third Quarter (Mar.
            31)
        
        $
        3.08
        
        
        $
        2.04Fourth Quarter (June 30)
        
        $
        3.20
        
        
        $
        1.84Fiscal
          2009
        
        High
        
        LowFirst Quarter (Sep. 30)
        
        $
        7.36
        
        
        $
        4.68Second Quarter (Dec. 31)
        
        $
        5.12
        
        
        $
        1.24Third Quarter (Mar. 31)
        
        $
        3.36
        
        
        $
        1.60Fourth Quarter (June 30)
        
        $
        3.08
        
        
        $
        2.04
  28




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COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
 
 6/05
    
    6/06
    
    6/07
    
    6/08
    
    6/09
    
    6/10ThermoGenesis Corp.
    
    
    100.00
    
    
    
    94.71
    
    
    
    63.45
    
    
    
    32.18
    
    
    
    14.48
    
    
    
    11.19NASDAQ Composite
    
    
    100.00
    
    
    
    107.08
    
    
    
    130.99
    
    
    
    114.02
    
    
    
    90.79
    
    
    
    105.54Peer Group
    
    
    100.00
    
    
    
    120.33
    
    
    
    146.76
    
    
    
    149.27
    
    
    
    105.83
    
    
    
    134.27
 29




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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
    
    2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006Net revenues
    
    $
    23,088,000
    
    
    $
    19,799,000
    
    
    $
    21,946,000
    
    
    $
    16,751,000
    
    
    $
    12,048,000Cost of revenues
    
    
    (15,643,000
    )
    
    
    (14,106,000
    )
    
    
    (14,976,000
    )
    
    
    (11,554,000
    )
    
    
    (7,705,000
    )Gross profit
    
    
    7,445,000
    
    
    
    5,693,000
    
    
    
    6,970,000
    
    
    
    5,197,000
    
    
    
    4,343,000Selling, general and
administration
    
    
    (7,686,000
    )
    
    
    (9,249,000
    )
    
    
    (10,165,000
    )
    
    
    (9,630,000
    )
    
    
    (7,156,000
    )Research and development
    
    
    (5,013,000
    )
    
    
    (5,222,000
    )
    
    
    (7,172,000
    )
    
    
    (4,108,000
    )
    
    
    (4,157,000
    )Interest and other income, net
    
    
    61,000
    
    
    
    228,000
    
    
    
    1,186,000
    
    
    
    1,765,000
    
    
    
    828,000Net loss
    
    
    ($5,193,000
    )
    
    
    ($8,550,000
    )
    
    
    ($9,181,000
    )
    
    
    ($6,776,000
    )
    
    
    ($6,142,000
    )Per share data:Basic and diluted net loss per
common share
    
    
    ($0.37
    )
    
    
    ($0.61
    )
    
    
    ($0.66
    )
    
    
    ($0.49
    )
    
    
    ($0.50
    )
 Balance Sheet Data
    
    2010
    
    2009
    
    2008
    
    2007
    
    2006Cash, cash equivalents and
short term investments
    
    $
    10,731,000
    
    
    $
    15,631,000
    
    
    $
    25,287,000
    
    
    $
    33,379,000
    
    
    $
    38,999,000Working capital
    
    $
    16,587,000
    
    
    $
    20,923,000
    
    
    $
    29,978,000
    
    
    $
    37,759,000
    
    
    $
    42,342,000Total assets
    
    $
    24,030,000
    
    
    $
    27,655,000
    
    
    $
    38,282,000
    
    
    $
    43,790,000
    
    
    $
    47,603,000Total liabilities
    
    $
    6,251,000
    
    
    $
    5,201,000
    
    
    $
    7,757,000
    
    
    $
    5,978,000
    
    
    $
    5,631,000Total stockholders equity
    
    $
    17,779,000
    
    
    $
    22,454,000
    
    
    $
    30,525,000
    
    
    $
    37,812,000
    
    
    $
    41,972,000
 
 ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
   30




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##### Table of Contents



(a) Overview
  Recent Significant Event
  Critical Accounting Policies:
   Stock-Based Compensation:
  Revenue Recognition:
  31




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Warranty:
  32




---



##### Table of Contents



Inventory Reserve:
  
 (b) Results of Operations
  Results of Operations for the Year Ended June 30, 2010 as Compared to the Year Ended June 30, 2009
 Net Revenues:
   Percentage
    
    
    
    
    
    Percentage2010
    
    of Revenues
    
    2009
    
    of RevenuesDisposable revenues:AXP
    
    $
    8,880,000
    
    
    
    
    
    
    $
    6,387,000BioArchive
    
    
    4,152,000
    
    
    
    
    
    
    
    3,766,000MXP/Res-Q
    
    
    759,000
    
    
    
    
    
    
    
    144,000CryoSeal
    
    
    516,000
    
    
    
    
    
    
    
    297,00014,307,000
    
    
    
    62
    %
    
    
    10,594,000
    
    
    
    54
    %Non-disposable revenues:BioArchive
    
    
    4,267,000
    
    
    
    18
    %
    
    
    4,262,000
    
    
    
    22
    %ThermoLine
    
    
    1,616,000
    
    
    
    7
    %
    
    
    2,361,000
    
    
    
    12
    %AXP/MXP/Res-Q
    
    
    743,000
    
    
    
    4
    %
    
    
    722,000
    
    
    
    4
    %CryoSeal
    
    
    67,000
    
    
    
    
    
    
    
    37,000
    
    
    
    Milestone payments and
license fees
    
    
    687,000
    
    
    
    3
    %
    
    
    676,000
    
    
    
    3
    %Other
    
    
    1,401,000
    
    
    
    6
    %
    
    
    1,147,000
    
    
    
    5
    %Total Company revenues
    
    $
    23,088,000
    
    
    
    100
    %
    
    $
    19,799,000
    
    
    
    100
    %
 33




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##### Table of Contents



June 30,2010
    
    2009Asia
    
    
    74
    
    
    
    64United States
    
    
    51
    
    
    
    49Europe
    
    
    57
    
    
    
    51Rest of World
    
    
    41
    
    
    
    38223
    
    
    
    202
 Gross Profit:
  Selling, General and Administrative Expenses:
  Research and Development Expenses:
   Results of Operations for the Year Ended June 30, 2009 as Compared to the Year Ended June 30, 2008
 Net Revenues:
  34




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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 30,2009
    
    2008Asia
    
    
    64
    
    
    
    58United States
    
    
    49
    
    
    
    46Europe
    
    
    51
    
    
    
    47Rest of World
    
    
    38
    
    
    
    30202
    
    
    
    181
 Gross Profit:
  Selling, General and Administrative Expenses:
  35




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##### Table of Contents



Research and Development Expenses:
  
 (c) Liquidity and Capital Resources
       36




---



##### Table of Contents



Off Balance Sheet Arrangements:
  
 ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    37




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##### Table of Contents



ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 PageNumberManagements Report on Internal Control Over Financial Reporting
    
    
    39Reports of Independent Registered Public Accounting Firm
    
    
    40Consolidated Balance Sheets at June 30, 2010 and 2009
    
    
    42Consolidated Statements of Operations for the years ended June 30, 2010, 2009 and 2008
    
    
    43Consolidated Statements of Stockholders Equity for the years ended June 30, 2010, 2009 and 2008
    
    
    44Consolidated Statements of Cash Flows for the years ended June 30, 2010, 2009 and 2008
    
    
    45Notes to Consolidated Financial Statements
    
    
    46
 38




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Managements Report on Internal Control over Financial Reporting
 Internal Control 
Integrated Framework
   39




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
        /s/ Ernst & Young LLP 
 40




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm
      /s/ Ernst & Young LLP 
 41




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##### Table of Contents



ThermoGenesis Corp.

Consolidated Balance Sheets
 June 30, 2010
    
    
    June 30, 2009ASSETSCurrent assets:Cash and cash equivalents
    
    $
    10,731,000
    
    
    $
    6,655,000Short-term investments
    
    
    
    
    
    
    8,976,000Accounts receivable, net of allowance for
doubtful accounts of $34,000 ($26,000 at June 30, 2009)
    
    
    6,095,000
    
    
    
    4,235,000Inventories
    
    
    5,034,000
    
    
    
    5,233,000Prepaid expenses and other current assets
    
    
    301,000
    
    
    
    662,000Total current assets
    
    
    22,161,000
    
    
    
    25,761,000Equipment at cost less accumulated depreciation of $3,241,000
($3,316,000 at June 30, 2009)
    
    
    1,701,000
    
    
    
    1,784,000Other assets
    
    
    168,000
    
    
    
    110,000$
    24,030,000
    
    
    $
    27,655,000LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    2,383,000
    
    
    $
    1,781,000Accrued payroll and related expenses
    
    
    309,000
    
    
    
    881,000Deferred revenue
    
    
    854,000
    
    
    
    850,000Other current liabilities
    
    
    2,028,000
    
    
    
    1,326,000Total current liabilities
    
    
    5,574,000
    
    
    
    4,838,000Deferred revenue
    
    
    227,000
    
    
    
    363,000Other non-current liabilities
    
    
    450,000
    
    
    
    Commitments and contingencies (Footnote 6)Stockholders equity:Preferred stock, $0.001 par value; 2,000,000 shares authorized
    
    
    
    
    
    
    Common stock, $0.001 par value; 80,000,000 shares
authorized; 14,023,240 issued and outstanding
(14,023,240 at June 30, 2009)
    
    
    14,000
    
    
    
    14,000Paid in capital in excess of par
    
    
    121,317,000
    
    
    
    120,799,000Accumulated deficit
    
    
    (103,552,000
    )
    
    
    (98,359,000
    )Total stockholders equity
    
    
    17,779,000
    
    
    
    22,454,000$
    24,030,000
    
    
    $
    27,655,000
  42




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##### Table of Contents



ThermoGenesis Corp.

Consolidated Statements of Operations
 Years ended June 30,2010
    
    
    2009
    
    
    2008Net revenues
    
    $
    23,088,000
    
    
    $
    19,799,000
    
    
    $
    21,946,000Cost of revenues
    
    
    15,643,000
    
    
    
    14,106,000
    
    
    
    14,976,000Gross profit
    
    
    7,445,000
    
    
    
    5,693,000
    
    
    
    6,970,000Expenses:Selling, general and administrative
    
    
    7,686,000
    
    
    
    9,249,000
    
    
    
    10,165,000Research and development
    
    
    5,013,000
    
    
    
    5,222,000
    
    
    
    7,172,000Total expenses
    
    
    12,699,000
    
    
    
    14,471,000
    
    
    
    17,337,000Loss before interest and other income, net
    
    
    (5,254,000
    )
    
    
    (8,778,000
    )
    
    
    (10,367,000
    )Interest and other income, net
    
    
    61,000
    
    
    
    228,000
    
    
    
    1,186,000Net loss
    
    
    ($5,193,000
    )
    
    
    ($8,550,000
    )
    
    
    ($9,181,000
    )Per share data:Basic and diluted net loss per common share
    
    
    ($0.37
    )
    
    
    ($0.61
    )
    
    
    ($0.66
    )Shares used in computing per share data
    
    
    14,023,240
    
    
    
    14,015,115
    
    
    
    13,938,644
  43




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##### Table of Contents



ThermoGenesis Corp.

Consolidated Statements of Stockholders Equity
 Paid in
    
    
    
    
    
    TotalCommon Stock
    
    capital in
    
    Accumulated
    
    stockholdersShares
    
    Amount
    
    excess of par
    
    deficit
    
    equityBalance at June 30, 2007
    
    
    13,875,131
    
    
    $
    14,000
    
    
    $
    118,426,000
    
    
    
    ($80,628,000
    )
    
    $
    37,812,000Issuance of shares for
exercise of options
    
    
    50,163
    
    
    
    
    
    
    
    266,000
    
    
    
    
    
    
    
    266,000Issuance of common shares and
compensation related to common
stock restricted awards, net of
stock surrenders
    
    
    81,696
    
    
    
    
    
    
    
    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
    
    
    14,006,990
    
    
    
    14,000
    
    
    
    120,320,000
    
    
    
    (89,809,000
    )
    
    
    30,525,000Issuance of common shares and
compensation related to
unrestricted common stock
awards
    
    
    16,250
    
    
    
    
    
    
    
    36,000
    
    
    
    
    
    
    
    36,000Stock-based compensation expense
    
    
    
    
    
    
    
    
    
    
    443,000
    
    
    
    
    
    
    
    443,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (8,550,000
    )
    
    
    (8,550,000
    )Balance at June 30, 2009
    
    
    14,023,240
    
    
    
    14,000
    
    
    
    120,799,000
    
    
    
    (98,359,000
    )
    
    
    22,454,000Stock-based compensation expense
    
    
    
    
    
    
    
    
    
    
    518,000
    
    
    
    
    
    
    
    518,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,193,000
    )
    
    
    (5,193,000
    )Balance at June 30, 2010
    
    
    14,023,240
    
    
    $
    14,000
    
    
    $
    121,317,000
    
    
    
    ($103,552,000
    )
    
    $
    17,779,000
  44




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##### Table of Contents



ThermoGenesis Corp.

Consolidated Statements of Cash Flows
 Years ended June 30,2010
    
    
    2009
    
    
    2008Cash flows from operating activities:Net loss
    
    
    ($5,193,000
    )
    
    
    ($8,550,000
    )
    
    
    ($9,181,000
    )Adjustments to reconcile net loss to net cash
used in operating activities:Depreciation and amortization
    
    
    492,000
    
    
    
    474,000
    
    
    
    543,000Stock-based compensation expense
    
    
    518,000
    
    
    
    479,000
    
    
    
    1,921,000Accretion of discount on short-term investments
    
    
    (2,000
    )
    
    
    (161,000
    )
    
    
    (918,000
    )Loss on sale/retirement of equipment
    
    
    
    
    
    
    
    
    
    
    238,000Loss on impairment of equipment
    
    
    26,000
    
    
    
    149,000
    
    
    
    Net changes in operating assets and liabilities:Accounts receivable, net
    
    
    (1,797,000
    )
    
    
    1,741,000
    
    
    
    (2,750,000
    )Inventories
    
    
    34,000
    
    
    
    (102,000
    )
    
    
    (200,000
    )Prepaid expenses and other current assets
    
    
    361,000
    
    
    
    (295,000
    )
    
    
    48,000Other assets
    
    
    79,000
    
    
    
    12,000
    
    
    
    51,000Accounts payable
    
    
    602,000
    
    
    
    (2,405,000
    )
    
    
    2,112,000Accrued payroll and related expenses
    
    
    (572,000
    )
    
    
    317,000
    
    
    
    39,000Deferred revenue
    
    
    (132,000
    )
    
    
    (562,000
    )
    
    
    (633,000
    )Other liabilities
    
    
    1,156,000
    
    
    
    107,000
    
    
    
    279,000Net cash used in operating activities
    
    
    (4,428,000
    )
    
    
    (8,796,000
    )
    
    
    (8,451,000
    )Cash flows from investing activities:Purchase of short-term investments
    
    
    (6,741,000
    )
    
    
    (25,957,000
    )
    
    
    (44,336,000
    )Maturities of investments
    
    
    15,719,000
    
    
    
    38,045,000
    
    
    
    52,000,000Capital expenditures
    
    
    (470,000
    )
    
    
    (1,008,000
    )
    
    
    (514,000
    )Net cash provided by investing
activities
    
    
    8,508,000
    
    
    
    11,080,000
    
    
    
    7,150,000Cash flows from financing activities:Exercise of stock options
    
    
    
    
    
    
    
    
    
    
    266,000Repurchase of common stock
    
    
    
    
    
    
    
    
    
    
    (293,000
    )Payments on capital lease obligations and note
payable
    
    
    (4,000
    )
    
    
    (13,000
    )
    
    
    (18,000
    )Net cash used in financing activities
    
    
    (4,000
    )
    
    
    (13,000
    )
    
    
    (45,000
    )Net increase (decrease) in cash and cash equivalents
    
    
    4,076,000
    
    
    
    2,271,000
    
    
    
    (1,346,000
    )Cash and cash equivalents at beginning of year
    
    
    6,655,000
    
    
    
    4,384,000
    
    
    
    5,730,000Cash and cash equivalents at end of year
    
    $
    10,731,000
    
    
    $
    6,655,000
    
    
    $
    4,384,000Supplemental non-cash financing and investing
information:Transfer of inventories to equipment
    
    $
    165,000
    
    
    
    
    
    
    $
    157,000Transfer of equipment to inventories
    
    
    
    
    
    
    
    
    
    $
    42,000Transfer of equipment to receivables
    
    $
    63,000
    
    
    
    
    
    
    
    Transfer of equipment to other assets
    
    $
    137,000
    
    
    $
    51,000
    
    
    
    
  45




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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
  46




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 1. Summary of Significant Accounting Policies (Continued)
 Revenue Recognition
      47




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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
   Fair Value of Financial Instruments
    48




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Fair Value of Financial Instruments (Continued)
  SignificantQuoted Prices
    
    Other
    
    Significantin Active
    
    Observable
    
    Unobservable
    
    Total FairMarkets
    
    Inputs
    
    Inputs
    
    Value as of(Level 1)
    
    (Level 2)
    
    (Level 3)
    
    June 30, 2010Cash equivalentsMoney market funds
    
    $
    1,059,000
    
    
    
    
    
    
    
    
    
    
    $
    1,059,000
  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
 Accounts Receivable and Allowance for Doubtful Accounts
  Inventories
  Equipment
  49




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Warranty
  Stock-Based Compensation
         50




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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)
  2010
    
    2009
    
    2008Expected life (years)
    
    
    3.4
    
    
    
    3.0
    
    
    
    3.1Risk-free interest rate
    
    
    1.6
    %
    
    
    1.4
    %
    
    
    3.9
    %Expected volatility
    
    
    87
    %
    
    
    83
    %
    
    
    57
    %Dividend yield
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %
  Research and Development
  Credit Risk
   Segment Reporting
  51




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Income Taxes
   Net Loss per Share
  Reclassifications
  52




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Recently Adopted Accounting Pronouncements
  Accounting for Nonrefundable Advance Payments for Goods or Services
Received for Use in Future Research and Development Activities
  53




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Recently Adopted Accounting Pronouncements (Continued)
    
 54




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 1. Summary of Significant Accounting Policies (Continued)
 Recently Adopted Accounting Pronouncements (Continued)
  Recently Issued Accounting Pronouncements
   55




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 2. Short-Term Investments
  Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    EstimatedCost
    
    
    Gains
    
    
    Losses
    
    
    Fair ValueJune 30, 2009Certificate of deposit
    
    $
    8,976,000
    
    
    
    
    
    
    
    
    
    
    $
    8,976,000
 3. Inventories
  2010
    
    
    2009Raw materials
    
    $
    1,496,000
    
    
    $
    1,116,000Work in process
    
    
    1,690,000
    
    
    
    1,871,000Finished goods
    
    
    1,848,000
    
    
    
    2,246,000$
    5,034,000
    
    
    $
    5,233,000
 4. Equipment
  2010
    
    
    2009
    
    
    Estimated Useful LifeMachinery and equipment
    
    $
    3,113,000
    
    
    $
    2,916,000
    
    
    3-10 years or lease termComputer and software
    
    
    904,000
    
    
    
    1,171,000
    
    
    2-5 yearsOffice equipment
    
    
    639,000
    
    
    
    706,000
    
    
    5-10 yearsLeasehold improvements
    
    
    286,000
    
    
    
    307,000
    
    
    5 years or lease term4,942,000
    
    
    
    5,100,000Less accumulated depreciation and
amortization
    
    
    (3,241,000
    )
    
    
    (3,316,000
    )$
    1,701,000
    
    
    $
    1,784,000
 56




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 5. Liabilities
 License and Option Agreements
      2010
    
    
    2009Accrued warranty reserves
    
    $
    1,113,000
    
    
    $
    529,000Asahi prepayment
    
    
    229,000
    
    
    
    Accrued professional fees
    
    
    353,000
    
    
    
    274,000Other accrued liabilities
    
    
    333,000
    
    
    
    523,000$
    2,028,000
    
    
    $
    1,326,000
 57




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##### Table of Contents



6. Commitments and Contingencies
 Operating Leases
  2011
    
    $
    353,0002012
    
    
    363,0002013
    
    
    373,0002014
    
    
    387,0002015
    
    
    397,000Thereafter
    
    
    550,000Total
    
    $
    2,423,000
  Contingencies
   Vendor Purchase Commitments
  58




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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 30,2010
    
    
    2009Beginning balance
    
    $
    529,000
    
    
    $
    507,000Warranties issued during the period
    
    
    303,000
    
    
    
    267,000Settlements made during the period
    
    
    (232,000
    )
    
    
    (667,000
    )Changes in liability for pre-existing
warranties during
the period, including expirations
    
    
    513,000
    
    
    
    422,000Ending balance
    
    $
    1,113,000
    
    
    $
    529,000
   59




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity
 Common Stock
   Stock Options
     60




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Stock Compensation Expense
   Weighted-
    
    
    Weighted-Average
    
    
    Average
    
    
    AggregateNumber of
    
    
    Exercise
    
    
    Remaining
    
    
    IntrinsicShares
    
    
    Price
    
    
    Contractual Life
    
    
    ValueOutstanding at June 30, 2009
    
    
    769,910
    
    
    $
    6.60Granted
    
    
    616,250
    
    
    $
    2.44Forfeited or Expired
    
    
    (160,205
    )
    
    $
    7.64Exercised
    
    
    
    
    
    
    Outstanding at June 30, 2010
    
    
    1,225,955
    
    
    $
    4.36
    
    
    
    3.2
    
    
    
    Vested and Expected to Vest
at June 30, 2010
    
    
    1,052,818
    
    
    $
    4.64
    
    
    
    2.8
    
    
    
    Exercisable at June 30, 2010
    
    
    331,367
    
    
    $
    8.40
    
    
    
    2.1
    
    
    
    
   Weighted-Average
    
    Weighted-
    
    
    
    
    
    Weighted-Range of
    
    
    
    
    
    Remaining
    
    Average
    
    
    
    
    
    AverageExercise
    
    Number
    
    Contractual
    
    Exercise
    
    Number
    
    ExercisePrices
    
    Outstanding
    
    Life
    
    Price
    
    Exercisable
    
    Price$2.24-$3.20
    
    
    957,250
    
    
    
    3.6
    
    
    $
    2.52
    
    
    
    125,162
    
    
    $
    2.68$5.36-$7.32
    
    
    72,500
    
    
    
    2.2
    
    
    $
    6.24
    
    
    
    38,333
    
    
    $
    6.20$9.24-$11.52
    
    
    112,814
    
    
    
    1.1
    
    
    $
    9.52
    
    
    
    86,731
    
    
    $
    9.60$14.32-$20.04
    
    
    83,391
    
    
    
    2.2
    
    
    $
    17.00
    
    
    
    81,141
    
    
    $
    16.921,225,955
    
    
    
    
    
    
    
    
    
    
    
    331,367
 61




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. Stockholders Equity (Continued)
 Common Stock Restricted Awards
    62




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 8. Concentrations
    2010
    
    2009
    
    2008AXP
    
    
    40
    %
    
    
    35
    %
    
    
    34
    %BioArchive
    
    
    36
    %
    
    
    41
    %
    
    
    42
    %MXP/Res-Q
    
    
    5
    %
    
    
    2
    %
    
    
    ThermoLine
    
    
    7
    %
    
    
    12
    %
    
    
    9
    %CryoSeal
    
    
    3
    %
    
    
    2
    %
    
    
    7
    %
  2010
    
    
    2009
    
    
    2008United States
    
    $
    13,827,000
    
    
    $
    11,489,000
    
    
    $
    12,901,000Asia
    
    
    4,303,000
    
    
    
    3,544,000
    
    
    
    2,125,000Europe
    
    
    3,117,000
    
    
    
    2,510,000
    
    
    
    5,565,000South America
    
    
    1,405,000
    
    
    
    1,859,000
    
    
    
    1,208,000Other
    
    
    436,000
    
    
    
    397,000
    
    
    
    147,000$
    23,088,000
    
    
    $
    19,799,000
    
    
    $
    21,946,000
 63




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 9. Income Taxes
  2010
    
    
    2009
    
    
    2008Statutory federal income tax benefit
    
    
    ($1,766,000
    )
    
    
    ($2,907,000
    )
    
    
    ($3,122,000
    )Net operating loss with no tax benefit
    
    
    1,766,000
    
    
    
    2,907,000
    
    
    
    3,122,000Total federal income tax
    
    $
    
    
    
    $
    
    
    
    $
    
    June 30, 2010
    
    
    June 30, 2009Deferred tax assets:Net operating loss carryforwards
    
    $
    32,530,000
    
    
    $
    30,862,000Income tax credits
    
    
    2,012,000
    
    
    
    1,976,000Other
    
    
    2,773,000
    
    
    
    2,527,000Total deferred taxes
    
    
    37,315,000
    
    
    
    35,365,000Valuation allowance
    
    
    (37,315,000
    )
    
    
    (35,365,000
    )Net deferred taxes
    
    $
    
    
    
    $
    
   64




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 10. Employee Retirement Plan
  11. Subsequent Events
   12. Unaudited Quarterly Financial Data
  First Quarter
    
    
    Second Quarter
    
    
    Third Quarter
    
    
    Fourth QuarterEnded
    
    
    Ended
    
    
    Ended
    
    
    EndedSeptember 30,
    
    
    December 31,
    
    
    March 31,
    
    
    June 30,2009
    
    
    2009
    
    
    2010
    
    
    2010Net revenues
    
    $
    5,193,000
    
    
    $
    5,955,000
    
    
    $
    4,764,000
    
    
    $
    7,176,000Gross Profit
    
    $
    1,557,000
    
    
    $
    2,011,000
    
    
    $
    1,401,000
    
    
    $
    2,476,000Net loss
    
    
    ($2,189,000
    )
    
    
    ($1,468,000
    )
    
    
    ($1,365,000
    )
    
    
    ($171,000
    )Per share data:Basic and diluted net loss per
common share
    
    
    ($0.16
    )
    
    
    ($0.10
    )
    
    
    ($0.10
    )
    
    
    ($0.01
    )Shares used in computing per
share data
    
    
    14,023,240
    
    
    
    14,023,240
    
    
    
    14,023,240
    
    
    
    14,023,240
 65




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##### Table of Contents



THERMOGENESIS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 12. Unaudited Quarterly Financial Data (Continued)
 First Quarter
    
    
    Second Quarter
    
    
    Third Quarter
    
    
    Fourth QuarterEnded
    
    
    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
    
    
    ($0.19
    )
    
    
    ($0.12
    )
    
    
    ($0.08
    )
    
    
    ($0.22
    )Shares used in computing per
share data
    
    
    14,006,990
    
    
    
    14,006,990
    
    
    
    14,023,240
    
    
    
    14,023,240
 
 (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. 66




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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
  67




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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
  68




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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
    
    
    41Consolidated Balance Sheets at June 30, 2010 and 2009
    
    
    42Consolidated Statements of Operations for the years ended
June 30, 2010, 2009 and 2008
    
    
    43Consolidated Statements of Stockholders Equity for the years
ended June 30, 2010, 2009 and 2008
    
    
    44Consolidated Statements of Cash Flows for the years ended
June 30, 2010, 2009 and 2008
    
    
    45Notes to Consolidated Financial Statements
    
    
    46Management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
    
    
    74All 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.
 69




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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)
    
    Product Development and Supply Agreement with Biomet Biologics (6)(e)
    
    First Amendment License Agreement (Clotalyst) (7)(f)
    
    Amended & Restated International Distribution Agreement with GEHC (8)(g)
    
    Employment Agreement with J. Melville Engle (9)(h)
    
    Employment Agreement for Matthew Plavan (10)(i)
    
    License and Escrow Agreement with CBR Systems, Inc. (11)(j)
    
    Amendment to Amended and Restated International Distribution Agreement with
GEHC (12)(k)
    
    Amended Distribution and License Agreement with Asahi Kasei Kuraray Medical
Co., Ltd. (13)
 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 August 3, 2006.(7)
    
    Incorporated by reference to Form 10-Q for quarter ended March 31, 2007.(8)
    
    Incorporated by reference to Form 8-K dated May 7, 2008.(9)
    
    Incorporated by reference to Form 8-K dated April 15, 2009.(10)
    
    Incorporated by reference to Form 10-K for the year ended June 30, 2008.(11)
    
    Incorporated by reference to Form 8-K dated June 18, 2010.(12)
    
    Incorporated by reference to Form 8-K dated February 4, 2010.(13)
    
    Incorporated by reference to Form 8-K dated June 16, 2010.(14)
    
    Incorporated by reference to ThermoGenesis proxy statement for the Annual Meeting held on
October 28, 2005.
 70




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##### Table of Contents



GLOSSARY OF CERTAIN TECHNICAL TERMS
                71




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##### Table of Contents



GLOSSARY OF CERTAIN TECHNICAL TERMS (CONTINUED)
              72




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##### Table of Contents



SIGNATURES
  ThermoGenesis Corp.Date: September 14, 2010
    By:
    /s/      J. MELVILLE ENGLEJ. Melville Engle, Chief ExecutiveOfficer & Director  By:
    /s/       J. MELVILLE ENGLE
    
    Date:  September 14, 2010J. Melville Engle, Chief ExecutiveOfficer & Director
(Principal Executive Officer)By:
    /s/       MATTHEW T. PLAVAN
    
    Dated:  September 14, 2010Matthew T. Plavan, CFO & EVP,Business Development
(Principal Financial and
Accounting Officer)By:
    /s/      HUBERT E. HUCKEL
    
    Dated:  September 14, 2010Hubert E. Huckel, M.D., Chairmanof the BoardBy:
    /s/      DAVID W. CARTER
    
    Dated:  September 14, 2010David W. Carter, DirectorBy:
    /s/      PATRICK J. MCENANY
    
    Dated:  September 14, 2010Patrick J. McEnany, DirectorBy:
    /s/      CRAIG W. MOORE
    
    Dated:  September 14, 2010Craig W. Moore, DirectorBy:
    /s/ MAHENDRA S. RAO
    
    Dated:  September 14, 2010Mahendra S. Rao, M.D., Ph.D.,Director 73




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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, 2010Allowance for doubtful accounts:
    
    $
    26,000
    
    
    $
    30,000
    
    
    
    
    
    
    $
    22,000
    
    
    $
    34,000Reserve for slow moving inventory:
    
    $
    1,362,000
    
    
    $
    549,000
    
    
    
    
    
    
    $
    700,000
    
    
    $
    1,211,000For 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
    
    
    $
    697,000
 74