Unassociated Document
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON,
D.C. 20549
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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): March 11,
2010
ABAXIS,
INC.
(Exact
name of registrant as specified in its charter)
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California
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000-19720
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77-0213001
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(I.R.S.
Employer Identification No.)
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3240
Whipple Road, Union City, CA 94587
(Address
of principal executive offices)
Registrant’s
telephone number, including area code:
(510)
675-6500
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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01.
Entry into A Material Definitive Agreement.
On or about March 11, 2010,
Abaxis, Inc. (the “Company”)
entered into that certain Fourth Amendment to Lease Agreement (the “Fourth
Amendment”) with Whipple Road Holdings, LLC, SFP Crossroads, LLC and
Woodstock Bowers, LLC (collectively, the “Landlord”)
amending that certain Lease Agreement, dated as of June 21, 2000, by and between
the Company and Landlord’s predecessor-in-interest (as amended, the “Lease”),
for the leasing of certain premises consisting of approximately 91,124 rentable
square feet located at 3240 Whipple Road, Union City, CA (the “Original
Premises”). The Fourth Amendment amended the material terms of
the Lease as follows: The term of the Lease (the “Term”) was
extended until February 28, 2021. As of March 1, 2010, the monthly
base rental rate (“Base
Rent”) for the Original Premises was decreased from $1.0675 to $0.800 per
rentable square foot of the Premises ($72,899.20 per month), which Base Rent for
the Original Premises increases 3% on each anniversary of March 1 during the
Term. Landlord agreed to lease to the Company certain expansion
premises consisting of approximately 35,239 rentable square feet located at 3200
Whipple Road, Union City, CA (the “Expansion
Premises”). The lease of the Expansion Premises to the Company
is conditioned upon the effective termination of a lease agreement with an
existing tenant. Upon satisfaction of the such conditions, Landlord
shall tender possession of the Expansion Premises to the Company (the “Expansion
Premises Commencement Date”); provided, however, if Landlord has not
tendered possession of the Expansion Premises to the Company on or before
October 31, 2010, then the Company has the right to terminate the Lease as to
the entire Premises (including the Original Premises and Expansion Premises) at
any time after October 31, 2010 and before the earlier of (1) January 31, 2011
and (2) the date Landlord finally tenders possession of the Expansion
Premises. If Landlord timely delivers the Expansion Premises to the
Company, then Base Rent for the Expansion Premises shall be abated for the first
three (3) months after the Expansion Premises Commencement Date and thereafter
increase to $0.800 per rentable square foot of the Expansion Premises
($28,191.20 per month), which Base Rent for the Expansion Premises increases 3%
on each anniversary of March 1 during the Term. From and after the
Expansion Premises Commencement Date, (a) the Company’s share of operating
expenses, tax expenses and common area utility costs shall be 100% of the
building located at 3240 Whipple Road, Union City, CA and 39.6% of the building
located at 3200 Whipple Road, Union City, CA. Landlord shall return
to the Company the existing letter of credit from Comerica Bank in the amount of
$97,273 within 30 days after execution of the Fourth Amendment, and the Company
shall have no further obligation to provide Landlord with a letter of credit as
collateral for its obligations under the Lease.
The
description of the Lease, as modified by the Fourth Amendment, is a summary
only, does not purport to be complete, and is qualified in its entirety by
reference to the full text of the Lease and the Fourth Amendment. A
copy of the Lease is attached as an exhibit to the Company’s Registration
Statement on Form S-3 filed with the Securities and Exchange Commission on
January 10, 2001 and is incorporated herein by reference. The
Company intends to file a copy of the Fourth Amendment as an exhibit to the
Company’s Annual Report on Form 10-K for the fiscal year ending March 31,
2010.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: March
24, 2010
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ABAXIS,
INC.
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By:
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/s/ Alberto Santa Ines
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Alberto
Santa Ines
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Vice
President, Finance and
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Chief
Financial Officer
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