SEC Connect
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): December 29,
2016
CHROMADEX
CORPORATION
(Exact
name of registrant as specified in its charter)
Commission
File Number: 000-53290
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Delaware
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26-2940963
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(State
or other jurisdiction of incorporation)
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(IRS
Employer Identification No.)
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10005 Muirlands Boulevard
Suite G
Irvine, California 92618
(Address
of principal executive offices, including zip code)
949-419-0288
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
On
December 29, 2016, ChromaDex, Inc. (“ChromaDex”) filed
a complaint (the “Complaint”) in the United States
District Court for the Central District of California, naming
Elysium Health, Inc. as defendant. Among other allegations,
ChromaDex alleges in the Complaint that (i) Elysium breached the
Supply Agreement, dated June 26, 2014, by and between ChromaDex and
Elysium Health, LLC (“Elysium”) (the “pTeroPure
Supply Agreement”), by failing to make payments to ChromaDex
for purchases of pTeroPure® pterostilbene
(“pTeroPure”) pursuant to the pTeroPure Supply
Agreement, (ii) Elysium breached the Supply Agreement, dated
February 3, 2014, by and between ChromaDex and Elysium, as amended
(the “NIAGEN Supply Agreement”), by failing to make
payments to ChromaDex for purchases of NIAGEN® nicotinamide
riboside (“NIAGEN”) pursuant to the NIAGEN Supply
Agreement, (iii) Elysium breached the Trademark License and Royalty
Agreement, dated February 3, 2014, by and between ChromaDex and
Elysium (the “License Agreement”), by failing to make
payments to ChromaDex for royalties due pursuant to the License
Agreement and (iv) certain officers of Elysium made false promises
and representations to induce ChromaDex into providing large
supplies of pTeroPure and NIAGEN to Elysium pursuant to the
pTeroPure Supply Agreement and NIAGEN Supply Agreement. ChromaDex
is seeking punitive damages, money damages and
interest.
A copy
of the Complaint is attached hereto as Exhibit 99.1. The foregoing
description is qualified in its entirety by reference to the text
of the Complaint and is incorporated herein by reference and
constitutes part of this report.
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Item
9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
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99.1
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Complaint,
filed on December 29, 2016, by ChromaDex, Inc. in the United States
District Court for the Central District of California (exhibits
have been omitted).
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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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Date:
January 6, 2017
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CHROMADEX
CORPORATION
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By:
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/s/ Frank L. Jaksch, Jr.
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Frank
L. Jaksch, Jr.
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Chief
Executive Officer
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INDEX TO EXHIBITS
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Exhibit No.
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Description
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99.1
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Complaint,
filed on December 29, 2016, by ChromaDex, Inc. in the United States
District Court for the Central District of California (exhibits
have been omitted).
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