-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ODurCU5boFLw3tlFmP4idM5hZwBNwWoRbc+zKVVDevaMaLK1FtNRWBmduj2gW/S6 0ktxF6W/gBZ5WfIH71RSxQ== 0001123606-07-000035.txt : 20070817 0001123606-07-000035.hdr.sgml : 20070817 20070817115335 ACCESSION NUMBER: 0001123606-07-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070816 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070817 DATE AS OF CHANGE: 20070817 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEQUIAM CORP CENTRAL INDEX KEY: 0001123606 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 330875030 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-45678 FILM NUMBER: 071064307 BUSINESS ADDRESS: STREET 1: 300 SUNPORT LANE CITY: ORLANDO STATE: FL ZIP: 32809 BUSINESS PHONE: 4075410774 MAIL ADDRESS: STREET 1: 300 SUNPORT LANE CITY: ORLANDO STATE: FL ZIP: 32809 FORMER COMPANY: FORMER CONFORMED NAME: WEDGE NET EXPERTS INC DATE OF NAME CHANGE: 20000912 8-K 1 form8-k.htm SEQUIAM 8-K 08-17-07 form8-k.htm



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):  August 16, 2007

 
SEQUIAM CORPORATION
(Exact name of registrant as specified in its charter)

     
                                            California                                                                                           333-45678                                                                                        33-0875030
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

300 Sunport Lane, Orlando, Florida
32809
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:  (407) 541-0773

 
____________________________________________________________________________________________________________
(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):
 
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 (17 CFR 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))
 



SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS
 
Item 1.01 Entry into a Material Definitive Agreement.
 
The information provided in response to Item 2.03 of this Current Report on Form 8-K is hereby incorporated by reference.
 
SECTION 2 – OTHER EVENTS
 
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
 
On August 16, 2007, Sequiam Corporation through its subsidiary Sequiam Sports, Inc. (the “Company”), entered into that certain First Lease Amendment (the “Amendment”) to that certain Lease Agreement (the “Agreement”) made April 29, 2004, with EastGroup Properties, L.P. (the “Lessor”) which amends 24,085 square feet of space (the "Original Space") located at 300 Sunport Lane, Suite 100-A, Orlando, FL 32809.
 
The Amendment reduced the leased space from the Original Space to 12,934 square feet and extended the term of the current lease for a period of twenty-eight (28) months commencing July 1, 2010 through October 31, 2012. The Amendment also revised the rent schedule as follows:

Term
PSF
Monthly
11/1/07 - 10/31/08
8.7500
$9,431.04
11/1/08 - 10/31/09
9.1000
$9,808.28
11/1/09 - 10/31/10
9.4640
$10,200.61
11/1/10 - 10/31/11
9.8426
$10,608.64
11/1/11 - 10/31/12
10.2363
$11,032.98

 
The Amendment further provided that the Lessor shall perform and be responsible for the cost of all construction in the Company’s leased premises to accommodate the reduction of the Original Space. The contingency conditions set forth in Section 6 of the Amendment have been met as they relate to the lease terms defined in the Amendment.
 
The Company had previously made that certain Promissory Note (the “Note”) dated July 1, 2004 in the principal amount of $1,600.000 for the benefit of the Lessor for deferred rent and tenant improvements. The current balance of the Note is $1,429,978. Pursuant to Section 5 of the Amendment, the Lessor has agreed to accept $275,000 in full satisfaction of all amounts due under the Note if the Company pays such amount on or before November 1, 2007. The contingency conditions set forth in Section 6 of the Amendment have been waived, as they relate to the $275,000 repayment, in the Side Letter Agreement between the Company and Lessor dated August 15, 2007.

If the Company fails to pay the $275,000 to the Lessor on or before November 1, 2007 then monthly payments of combined principal and interest shall be due and payable beginning November 1, 2007 and continuing on the first day of each successive month thereafter in the amount of $6,071.02 until the entire current principal balance of the Note has been paid in full.
 
Pursuant to the Amendment, any default under the terms of the Note shall automatically constitute a default under the Agreement and Amendment. Likewise, any default under the terms of the Agreement or Amendment shall automatically constitute a default under the Note.
 
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
 
Item 9.01  Financial Statements and Exhibits.
 
(a)           Financial Statements of Businesses Acquired.
 
Not Applicable

               (b)            Pro Forma Financial Information.

                   Not Applicable

               (c)            Shell Company Transactions.

Not Applicable

(d)           Exhibits.

                   NumberDescription

10.1  
       First Lease Amendment  under Lease Agreement dated as of April 29, 2004, between Sequiam Corporation and EastGroup Properties, LP, dated August 16, 2007
10.2  
       Side Letter Agreement  between Sequiam Corporation and EastGroup Properties, LP, dated August 15, 2007


 
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.

 
SEQUIAM CORPORATION
 
(Registrant)
   
Date:  August 17, 2007
 
 
By:  /s/ Mark L. Mroczkowski
 
      Mark L. Mroczkowski
 
      Executive Vice President and Chief Financial Officer

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 ex10-1.htm


Exhibit 10.1
FIRST LEASE AMENDMENT

           This Amendment is made and entered into this 16 day of August, 2007 by and between EastGroup Properties, L.P. (Lessor) and Sequiam Sports Inc. (Lessee).

WHEREAS, Lessor and Lessee, are parties to a Lease Agreement made  April 29, 2004, for the demise of 24,085 square feet of space (the "Original Space") located at 300 Sunport Lane, Suite 100-A, Orlando, FL 32809, and

WHEREAS, Lessee now wishes to contract its currently leased premises (“Existing Space”) from 24,085 square feet to 12,934 square feet and extend the term of the current lease and Lessor agrees to the contraction and extension and to evidence and set forth their agreement as to the terms and conditions of the contraction and extension.

NOW, THEREFORE, for and in consideration of the mutual advantages arising hereunder and other good and valuable considerations, Lessor and Lessee hereby agree to hereby amend said Lease as follows:

1.  
Space Contraction.  The Lessee agrees to contract its leased premises by 11,151 square feet (“Contraction Space”), which results in an decreased Leased Premises size of 12,934 square feet ("Amended Leased Premises"), as shown on the plan attached hereto as "Exhibit “A", effective November 1, 2007, and the revised prorata share be 21.48% of the total leasable area within the 60,214 square foot building.

2.  
Term Extension.  The term of the Lease shall be extended for a period of twenty-eight (28) months, July 1, 2010 through October 31, 2012.

3.  
Rental.  As Total Rental for the use and occupancy of the Amended Leased Premises, Lessee shall pay to Lessor, beginning November 1, 2007, in lawful money of The United States of America, per the Rent Schedule below, plus Operating Expenses and Florida State sales tax, in advance on the first day of each and every month during said Lease Term, and all other sums anticipated to come due under this Lease, if any.
 
RENT SCHEDULE*
 
Term
PSF
Monthly*
11/1/07 - 10/31/08
8.7500
$9,431.04
11/1/08 - 10/31/09
9.1000
$9,808.28
11/1/09 - 10/31/10
9.4640
$10,200.61
11/1/10 - 10/31/11
9.8426
$10,608.64
11/1/11 - 10/31/12
10.2363
$11,032.98
* Plus Building Operating Expenses and Florida State Sales Tax (Currently 6.5%)

4.  
Tenant Improvements.  Lessor shall perform and be responsible for the cost of all construction in Lessee’s leased premises to accommodate this contraction of space per the space plan attached as Exhibit “A” and the scope of work attached as Exhibit “B”.

5.  
Promissory Note.  Lessee has previously executed and delivered in favor of Lessor that certain Promissory Note (the “Promissory Note”) dated July 1, 2004 in the amount of $1,600.000.00, the current balance of which is $1,489,283.00. Lessor shall reduce the total amount of Lessee’s Promissory Note to $275,000.00 and Lessee shall pay this amount to Lessor on or before November 1, 2007.  If such sums are timely paid in full on or before said date, Lessor agrees to forgive any other sums due under the Promissory Note.

Absent the timely payment of said $275,000.00, no forgiveness shall occur and monthly payments of combined principal and interest shall be due and payable beginning November 1, 2007 and continuing on the first day of each successive month thereafter in the amount of $6,071.02 until the Promissory Note has been paid in full.  This amount is derived from the difference of Lessee’s current rental amount ($17,596.03) and the new rental amount ($11,525.01).  Under all circumstances, all sums due and payable under the Promissory Note shall be due and payable in full on May 1, 2027.

It is understood and agreed that any default under the terms of the Promissory Note (as amended hereby) shall automatically constitute a default under the Lease Agreement.  Likewise, any default under the terms of the Lease shall automatically constitute a default under the Promissory Note.  The terms of this section shall be deemed to constitute and amendment of and to any contrary provisions of the Promissory Note but shall not serve to waive any provisions in the Promissory Note allowing for collection of default rates of interest, attorney’s fees and court costs, or any other sums due thereunder.

 
6.
Lease Contingency.  This First Lease Amendment shall be contingent upon Control Center executing and fulfilling (i.e. with no termination) a lease agreement for the Contraction Space.  Should the agreement with Control Center be terminated per terms of their agreement with Lessor, this First Lease Amendment shall be null and void.  Lessee acknowledges and agrees that it shall have no claims against Lessor or any other parties as a result of any business interruption or dispossession resulting from the construction of a new separation wall between the respective spaces.

Provisions of this First Lease Amendment shall become effective as of the date first written above.  All other terms and provisions of the original Lease Agreement remain in full force and effect.
 
Signed, sealed and delivered in the presence of:
 
LESSOR
 
Witness                                                                           EastGroup Properties, L.P.

By:                                                      

Print Name:                                                      Name:

Title:                                                      

Print Name:                                                      

LESSEE
Witness                                                                                     Sequiam Sports, Inc.

By:                                                      

Print Name:                                                      Name:

Title:                                                      

Print Name:                                                      

 


EXHIBIT “A”
SPACE PLAN





EXHIBIT “B”
SCOPE OF WORK

EX-10.2 3 ex10-2.htm EXHIBIT 10.2 ex10-2.htm


Exhibit 10.2

EASTGROUP
PROPERTIES

August 15, 2007


Mr. Mark L. Mroczkowski
Executive Vice President/CFO
Sequiam Corporation
300 Sunport Lane
Orlando, FL 32809

RE:           Promissory Note Repayment

Dear Mark:

This letter shall serve as documentation of our agreement to accept $275,000.00 on or before November 1, 2007 as payment in full for your Promissory Note, whether or not the First Lease Amendment with Control Center is executed and fulfilled.

Should the $275,000.00 not be paid in full by November 1, 2007, Sequiam will be in default of their lease and the full Promissory Note balance of $1,489,283.00 shall be due and payable per the terms of the First Lease Agreement.

Please acknowledge your acceptance of these terms by signing below and returning to me as soon as possible.  This letter shall become a part of your Lease Agreement file.

Sincerely,



Chris Segrest
Vice President


CC:           Lease File



_____________________________
Mr. Mark L. Mroczkowski
Executive Vice President/CFO
Sequiam Corporation

-----END PRIVACY-ENHANCED MESSAGE-----