UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On September 14, 2023, scPharmaceuticals Inc. (the “Company”) and 89 Degrees, Inc. (d/b/a Iris Concise) (the “Sublandlord”) entered into a Sublease Agreement (the “Sublease”), dated as of August 31, 2023, pursuant to which the Company will sublease approximately 9,342 square feet of office space located at 25 Burlington Mall Road, Burlington, Massachusetts (the “Premises”), which the Sublandlord leased under that certain Office Lease entered into on July 9, 2019 (the “Lease”) between Piedmont 25 Mall Road, LLC (the “Prime Landlord”) and the Sublandlord as tenant.
The term of the Sublease will commence on the latest to occur of (i) September 1, 2023, (ii) completion of Sublandlord’s Work (as defined the Sublease), and (iii) the date on which the Prime Landlord Consent (as defined in the Sublease) is obtained (the last to occur of (i), (ii) and (iii), the “Sublease Commencement Date”), and shall expire at midnight on August 31, 2029 (“Sublease Expiration Date”), unless sooner terminated or cancelled in accordance with the terms and conditions of this Sublease. The Prime Landlord Consent was obtained on September 19, 2023.
The Sublease provides that base rent for the Premises will be approximately $327,000 per annum, or approximately $27,000 per month, beginning on the Sublease Commencement Date through August 31, 2024. The base rent for the Premises will be approximately $336,000 per annum, or approximately $28,000 per month, for the period commencing on September 1, 2024 through August 31, 2025. The base rent for the Premises will be approximately $346,000 per annum, or approximately $29,000 per month, for the period commencing on September 1, 2025 through August 31, 2026. The base rent for the Premises will be approximately $355,000 per annum, or approximately $30,000 per month, for the period commencing on September 1, 2026 through August 31, 2027. The base rent for the Premises will be approximately $364,000 per annum, or approximately $30,000 per month, for the period commencing on September 1, 2027 through August 31, 2028. The base rent for the Premises will be approximately $374,000 per annum, or approximately $31,000 per month, for the period commencing on September 1, 2028 through the Sublease Expiration Date. The Sublease contains customary representations and warranties, covenants, obligations and indemnities in favor of either party.
Notwithstanding the Company’s entry into the Sublease, all of the terms of the Lease, including the Sublandlord’s obligations under the Lease, will remain in full force and effect until the Lease is terminated in accordance with its terms.
The foregoing description of the Sublease does not purport to be complete and is qualified in its entirety by reference to the full text of the Sublease, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1 | Sublease Agreement, dated as of August 31, 2023, by and between scPharmaceuticals Inc. and 89 Degrees, Inc. (d/b/a Iris Concise). | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document). | |
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.
| SCPHARMACEUTICALS INC. | ||||||
| Date: September 20, 2023 | By: | /s/ John H. Tucker | ||||
| Name: | John H. Tucker | |||||
| Title: | President and Chief Executive Officer | |||||