0001193125-11-084835.txt : 20110331 0001193125-11-084835.hdr.sgml : 20110331 20110331160625 ACCESSION NUMBER: 0001193125-11-084835 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110331 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110331 DATE AS OF CHANGE: 20110331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOJECT MEDICAL TECHNOLOGIES INC CENTRAL INDEX KEY: 0000810084 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 931099680 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15360 FILM NUMBER: 11726229 BUSINESS ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 BUSINESS PHONE: 5036928001 MAIL ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 FORMER COMPANY: FORMER CONFORMED NAME: BIOJECT MEDICAL SYSTEMS LTD DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): March 31, 2011

 

 

BIOJECT MEDICAL TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

 

 

Commission File Number: 000-15360

 

Oregon   93-1099680

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

20245 SW 95th Avenue

Tualatin, Oregon

  97062
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (503) 692-8001

Former name or former address if changed since last report:

No Change

 

 

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))

 

 

 


Item 1.01 Entry into a Material Definitive Agreement

On March 31, 2011, Bioject Medical Technologies Inc. entered into amendment to its lease agreement with MEPT Commerce Park Tualatin II and III LLC related to its Tualatin, Oregon facility (the “Amendment”). The Amendment provides for the repayment of rent previously deferred under the lease at the rate of $2,000 per month for the period April 1, 2011 through March 31, 2012 and $3,742 per month for the period April 1, 2012 through December 31, 2014.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibit is filed herewith and this list is intended to constitute the exhibit index:

 

10.1    Fifth Amendment to Lease Agreement between MEPT Commerce Park Tualatin II and III LLC and Bioject Medical Technologies Inc. dated March 31, 2011.

 

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SIGNATURE

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 31, 2011     BIOJECT MEDICAL TECHNOLOGIES INC.
    (Registrant)
   

/s/ CHRISTINE M. FARRELL

    Christine M. Farrell
    Vice President of Finance
    (Principal Financial and Accounting Officer)

 

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EX-10.1 2 dex101.htm FIFTH AMENDMENT TO LEASE AGREEMENT BETWEEN MEPT COMMERCE PARK Fifth Amendment to Lease Agreement between MEPT Commerce Park

EXHIBIT 10.1

FIFTH AMENDMENT TO LEASE

THIS FIFTH AMENDMENT is made and entered into as of March 31, 2011 by and between MEPT Commerce Park Tualatin II and III LLC, a Delaware limited liability company (the “Landlord”), and Bioject Medical Technologies, Inc., an Oregon corporation (the “Tenant”). All capitalized terms not defined herein shall have the meanings given to them in the Lease (defined below).

RECITALS

A. Landlord and Tenant are parties to that certain Lease dated October 24, 2003, as amended by that certain First Amendment to Lease dated December 2003, a Second Amendment to Lease dated November 18, 2008, a Third Amendment to Lease dated March 25, 2009, and a Fourth Amendment Dated June 30, 2009 (collectively, the “Lease”), for certain Premises containing approximately 40,572 square feet (the “Premises”) within Building H of the project commonly known as Tualatin Corporate Center (the “Project”). The Premises is more particularly described in the Lease.

B. Tenant desires to extend the repayment period for the Partial Abatement (defined in the Second Amendment), Partial Abatement II (defined in the Third Amendment) and Partial Abatement III (defined in the Fourth Amendment) (collectively, the “Rent Abatements”). Landlord desires to accommodate Tenant’s request on the terms and conditions set forth below.

AGREEMENTS

For good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree to amend the Lease as follows:

1. Repayment Schedule for Rent Abatements. As of March 31, 2011, the outstanding balance owing by the Tenant for the Rent Abatements is $122,540.84. On or before the 1st day of each month, Tenant shall commence repaying the Rent Abatements, plus accrued interest at the rate of 9% per annum, compounded monthly, in accordance with the following schedule:

 

Repayment Period    Monthly Installment  

April 1, 2011 – March 31, 2012

   $ 2,000.00   

April 1, 2012 – December 31, 2014

   $ 3,741.65   

The monthly installments in repayment of the Rent Abatements are in addition to Base Rent and all other sums due under the Lease by Tenant. In the event that the Lease terminates prior to the repayment of the Rent Abatements, the entire outstanding balance (plus accrued interest) shall immediately become due and payable by Tenant.

2. Non-Waiver. The modification of the repayment terms for the Rent Abatements shall not be deemed a waiver by Landlord of its right to demand the prompt payment of Base Rent and other sums due under the Lease now or in the future. Furthermore, the failure of the Tenant to comply with the terms of this Amendment or to pay the monthly installment of the Rent Abatements as provided above when due shall be a default and Landlord shall be entitled to pursue all of its remedies under the Lease for non-payment of Rent.

 

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3. Full Force and Effect. The terms and conditions of the Lease, as modified by this Amendment, shall remain in full force and effect are hereby ratified and affirmed.

DATED as of the date first above written.

 

LANDLORD:

    TENANT:
MEPT Commerce Park Tualatin II and III LLC, a Delaware limited liability company     BIOJECT MEDICAL TECHNOLOGIES, INC., an Oregon corporation
By: MEPT Edgemoor REIT LLC, a Delaware limited liability company, its Manager    

By:

Name:

Its:

 

/s/ Ralph Makar

Ralph Makar

President and Chief Executive Officer

By:  

Bentall Kennedy (U.S.) LP,

its Authorized Signatory

     
By:  

Bentall Kennedy (U.S.) G.P. LLC,

its General Partner

     
By:  

/s/ Michael R. McCormick

Michael R. McCormick

Senior Vice President

     
Date:   March 31, 2011      

 

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