UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of
Report (Date of earliest event reported): May
6,
2008
CTI
INDUSTRIES CORPORATION
(Exact
name of registrant as specified in its charter)
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Illinois
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0-23115
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36-2848943
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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22160
North Pepper Road, Barrington, IL
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60010
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (847)
382-1000
(Former
name or former address, if changed since last report.)
Check
the
appropriate box below if the Form 8-K is intended to simultaneously satisfy
the
filing obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to
Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
o Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
No. 1.01 - Entry in to a Material Definitive Agreement
On
May 6,
2008, Registrant entered into an Amendment to License Agreement (“Amended
License Agreement”) with Rapak, L.L.C. (“Rapak”), a copy of which is filed as
Exhibit 10.1 to this report. The Amended License Agreement amends a License
Agreement among Registrant and Rapak dated April 28, 2006 (“License
Agreement”).
Under
the
License Agreement, Registrant granted to Rapak a worldwide, royalty-free license
under U.S. Patent No. 6,984,278 relating to a method for texturing film and
the
production of a pouch utilizing such film and incorporating an evacuation tube.
The license was granted for the full term of the Patent and was made exclusive
to Rapak for a period at least through October 31, 2008. The agreement also
amended a 2002 Supply Agreement between Registrant and Rapak (“Supply
Agreement”) extending the term of the Supply Agreement until at least October
31, 2008 and providing for Rapak to purchase from Registrant at least 65% of
Rapak’s requirements for the patented film through that date.
Under
the
Amended License Agreement, the License Agreement was amended to: (i) extend
the
period of exclusivity of the patent license to October 31, 2011, (ii) extend
the
term of the Supply Agreement to October 31, 2011, (iii) provide, under the
Supply Agreement, for Rapak to commit to purchase not less than 75% of its
requirements for textured film from Registrant during the term of the Supply
Agreement, (iv) adjust pricing under the Supply Agreement, and (v) change the
definition of the field of use for the patent license.
Rapak
has
been one of the top three customers of Registrant for more than five years
and
is expected to continue as a significant customer of Registrant.
Item
No. 9.01 - Exhibit
The
following exhibit is attached hereto:
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10.1
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Amended
License Agreement
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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CTI Industries Corporation
(Registrant)
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| Date:
May 8, 2008 |
By: |
/s/ Stephen
M. Merrick |
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Stephen
M. Merrick |
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Executive
Vice
President |