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): June 10, 2011
HALOZYME THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-32335
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88-0488686 |
| (State or other jurisdiction
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(Commission
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(IRS Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 11388 Sorrento Valley Road, San Diego, California
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92121 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (858) 794-8889
Not Applicable
(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 (see General Instruction
A.2. below):
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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)) |
TABLE OF CONTENTS
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| Item 1.01 |
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Entry into Material Definitive Agreements. |
Effective June 10, 2011, Halozyme Therapeutics, Inc. (“Halozyme”), through its subsidiary
Halozyme, Inc., entered into (i) an Amended and Restated Lease (the “11388 Lease”) with BMR-11388
Sorrento Valley Road LLC (as successor-in-interest to BC Sorrento, LLC) (“BMR-11388”), for approximately 27,575
square feet of space in office and research facilities located at 11388 Sorrento Valley Road, San
Diego, California, and (ii) a Lease (the “11404/11408 Lease”) with BMR-Sorrento Plaza LLC (“BMR”)
for approximately 30,371 square feet of space in office and research facilities located at 11404
and 11408 Sorrento Valley Road, San Diego, California (collectively, the “New Leases”). Pursuant to
the New Leases, Halozyme is effectively committing to extend its tenancy at its existing facilities
for an additional five years. By doing so, Halozyme will receive a total tenant improvement
allowance of $300,000 under the New Leases and a cash payment from BMR-11388
in the sum of $97,791. In addition, the landlords are committing to perform certain upgrades
to the building systems pursuant to the New Leases.
Halozyme previously leased the same office and research facilities located at 11388 Sorrento Valley Road under a
lease agreement with BC Sorrento, LLC (the “Original Lease”). BMR-11388 is the
successor-in-interest to BC Sorrento, LLC. In connection with the execution of the 11388 Lease,
Halozyme is restructuring the remaining rent obligations under the Original Lease so that it will
enjoy the benefits of free rent and reduced rent during the next 19 months. The 11388 Lease
superseded the Original Lease in its entirety. The 11388 Lease commences in June 2011.
Halozyme will pay base rent to BMR-11388 under the 11388 Lease beginning
in December 2011, as set forth below. Halozyme will also pay a 76.73% pro rata share of operating
costs, insurance costs, costs of utilities and real property taxes for the building and common area
covered by the 11388 Lease.
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Monthly Base |
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Rent |
June 1, 2011 — November 30, 2011 |
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$ |
0 |
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December 1, 2011 — December 31, 2012 |
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$ |
37,502 |
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January 1, 2013 — January 14, 2014 |
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$ |
64,801 |
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January 15, 2014 — January 14, 2015 |
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$ |
66,421 |
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January 15, 2015 — January 14, 2016 |
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$ |
68,082 |
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January 15, 2016 — January 14, 2017 |
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$ |
69,784 |
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January 15, 2017 — January 14, 2018 |
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$ |
71,528 |
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Halozyme’s current occupancy of the buildings located at 11404 and 11408 Sorrento Valley Road
is pursuant to a sublease agreement with Avanir Pharmaceuticals that expires on January 14, 2013.
The 11404/11408 Lease will commence on January 15, 2013 so that Halozyme’s occupancy of space in
those buildings is uninterrupted. Halozyme will pay base rent to BMR under the
11404/11408 Lease beginning in January 2013, as set forth below. Halozyme will also pay a 97.39%
pro rata share of operating costs, insurance costs, costs of utilities and real property taxes for
the buildings and common area covered by the 11404/11408 Lease.
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Monthly Base |
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Rent |
January 15, 2013 — January 14, 2014 |
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$ |
71,372 |
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January 15, 2014 — January 14, 2015 |
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$ |
73,156 |
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January 15, 2015 — January 14, 2016 |
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$ |
74,985 |
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January 15, 2016 — January 14, 2017 |
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$ |
76,860 |
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January 15, 2017 — January 14, 2018 |
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$ |
78,781 |
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The preceding description of the New Leases is a summary of the material terms of the
New Leases and does not purport to be complete, and is qualified in its entirety by the copies of
the New Leases which are attached as exhibits to this Form 8-K.
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| Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits.
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| Exhibit No. |
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Description |
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10.1
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Amended and Restated Lease (11388 Sorrento Valley Road), effective as of June 10, 2011 |
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10.2
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Lease (11404 and 11408 Sorrento Valley Road), effective as of June 10, 2011. |