-----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, VSjKpWD5IqchK1e17IHcK9ltSylIHT98cfJTyGFkRd/IK7jPtleHPq5H3LiJBTxg Dq7+N0KPx72vgW3fJU54Ag== 0000868780-07-000013.txt : 20071212 0000868780-07-000013.hdr.sgml : 20071212 20071212134312 ACCESSION NUMBER: 0000868780-07-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071212 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: 20071212 DATE AS OF CHANGE: 20071212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dorman Products, Inc. CENTRAL INDEX KEY: 0000868780 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 232078856 STATE OF INCORPORATION: PA FISCAL YEAR END: 1207 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18914 FILM NUMBER: 071301259 BUSINESS ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 BUSINESS PHONE: 2159971800 MAIL ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 FORMER COMPANY: FORMER CONFORMED NAME: R & B INC DATE OF NAME CHANGE: 19930328 8-K 1 sec8kcolmar3v1.txt SEC FORM 8-K LEASE AMEND 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report: December 12, 2007 Dorman Products, Inc. ---------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 000-18914 23-2078856 ------------ --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3400 East Walnut Street, Colmar, Pennsylvania 18915 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 215-997-1800 ---------------------------- - ------------------------------------------------------------------------------- (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): |_| 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. The existing lease for Dorman Products, Inc.'s (the "Registrant's") principal corporate offices and warehouse located at 3400 East Walnut Street, Colmar, PA (the "Premises") will expire on December 28, 2007. On December 12, 2007, Berman Real Estate Partnership ("BREP I") and the Registrant agreed in writing to amend the lease for the Premises for the primary purpose of extending the term of the lease for an additional five (5) year period. The new term of the lease will begin on December 29, 2007 and end December 28, 2012. All other terms of the lease will remain the same. The lease is a triple net non-terminable lease, under which the Registrant is responsible for all expenses attributable to the leased property (including maintenance and repair) and for the conduct of its operations in compliance with all applicable laws and regulations. Under the lease, BREP is entitled to an annual rent increase based on the Consumer Price Index, All Urban Consumers U.S. city Average, All Items. The Registrant paid rent of $3.89 psf ($1.3 million per year) in 2006 and $4.00 psf ($1.3 million per year) in 2007. Based on current Bureau of Labor Statistics data, it is anticipated that the rent for 2008 will increase to $4.10 per square foot (assuming a CPI-U index of 2.6%). The approximate amount of rent expected to be paid over the life of the five (5) year lease term is $7 million. BREP is a Pennsylvania limited partnership of which Richard Berman, the Registrant's Chief Executive Officer, and Steven Berman, the Registrant's President and Chief Operating Officer, are limited partners. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information included in Item 1.01 above of this Current Report on Form 8-K is incorporated into this Item 2.03 of this Current Report on Form 8-K. Item 9.01. Financial Statements and Exhibits Exhibit Number Description 10.1 (1) Lease dated December 1, 1990 between the Registrant and the Berman Real Estate Partnership for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, 18915. 10.1.1 (2) Amendment of Lease dated September 10, 1993, between the Registrant and the Berman Real Estate Partnership, for primeses located at 3400 East Walnut Street, Colmar, Pennsylvania, 18915. 10.1.2 (3) Assignment of Lease dated February 24, 1997 between the Registrant, the Berman Real Estate Partnership and BREPI for the premises located at 3400 East Walnut Street, Colmar, Pennsylvania, assigning 10.1. 10.1.3 (4) Amendment to Lease, dated April 1, 2002, between the Registrant and BREP I, for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, amending amending the term of the lease to expire on December 28, 2002. 10.1.4 Amendment to Lease, dated December 12, 2007, between the Registrant and BREP I, for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, amending amending the term of the lease to expire on December 28, 2012. ______________________ (1) Incorporated by reference to the Exhibits filed with the Company's Registration Statement on Form S-1 and Amendments No. 1, No. 2, and No. 3 thereto (Registration 33-37264). (2) Incorporated by reference to the Exhibits filed with the Company's Registration Statement on Form S-1 and Amendment No. 1 thereto (Registration No. 33-68740). (3) Incorporated by reference to the Exhibits filed with the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 1996. (4) Incorporate by reference to the Exhibits filed with the Company's Quarterly Report on Form 10-Q for the quarter ended June 29, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Dorman Products, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dorman Products, Inc. Dated: December 12, 2007 By: /s/ Mathias J. Barton ------------------------------------- Mathias J. Barton Chief Financial Officer and Principal Accounting Officer EXHIBIT INDEX Exhibit Number Description 10.1 Lease dated December 1, 1990 between the Registrant and the Berman Real Estate Partnership for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, 18915. 10.1.1 Amendment of Lease dated September 10, 1993, between the Registrant and the Berman Real Estate Partnership, for primeses located at 3400 East Walnut Street, Colmar, Pennsylvania, 18915. 10.1.2 Assignment of Lease dated February 24, 1997 between the Registrant, the Berman Real Estate Partnership and BREPI for the premises located at 3400 East Walnut Street, Colmar, Pennsylvania, assigning 10.1. 10.1.3 Amendment to Lease, dated April 1, 2002, between the Registrant and BREP I, for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, amending amending the term of the lease to expire on December 28, 2002. 10.1.4 Amendment to Lease, dated December 12, 2007, between the Registrant and BREP I, for premises located at 3400 East Walnut Street, Colmar, Pennsylvania, amending amending the term of the lease to expire on December 28, 2012. EX-99 2 amendment3.txt LEASE AMENDMENT NO. 3 AMENDMENT NO. 3 TO THE AGREEMENT OF LEASE This Amendment No. 3 to the Agreement of Lease ("Amendment No. 3") dated as of December 12, 2007, by and between Dorman Products, Inc. (formerly known as R&B, Inc.), a Pennsylvania corporation ("Tenant")and BREP I, a Pennsylvania limited partnership ("Landlord"), successor in interest to the Berman Real Estate Partnership by Assignment of Lease dated February 27, 1997. WHEREAS, the Landlord and Tenant are parties to an Agreement of Lease dated December 1, 1990 for the premises located at 3400 East Walnut Street, Colmar, Pennsylvania 18915, more particularly described therein (the "Premises") which was subsequently amended on September 10, 1993 ("Amendment No. 1") and then again on April 1, 2002 ("Amendment No. 2"); and WHEREAS, the Landlord and Tenant have agreed to make certain modifications to the Agreement of Lease for good and valuable consideration. NOW, THEREFORE, in consideration of the mutual agreements herein contained, the parties hereto, intending to be legally bound, hereby agree that the Agreement of Lease shall be amended as follows, effective on the date first written above: 1. Term: Section 2 of the Agreement of Lease is amended to extend the term of the lease to December 28, 2012. 2. Security Deposit: Landlord shall retain the security deposit of Ninety-Seven Thousand Six Hundred and Six Dollars ($97,606) deposited with Landlord pursuant to Amendment No. 2 (the "Security Deposit"). The Security Deposit is retained by Landlord to secure the faithful performance of all terms, covenants and conditions of this Lease to be performed by Tenant. If Tenant shall default with respect to any covenant or provision hereof, Landlord may use, apply or retain all or any portion of the Security Deposit to cure such default or to compensate Landlord for any loss or damage which Landlord may suffer thereby. If Landlord so uses or applies all or any portion of the Security Deposit, Tenant shall immediately upon written demand deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount hereinabove stated. Landlord shall not be required to keep the Security Deposit separate from its general accounts and Tenant shall not be entitled to interest on the Security Deposit. Within thirty (30) days after the expiration of the Lease Term and the vacation of the Premises by Tenant, the Security Deposit, or such part as has not been applied to cure the default, shall be returned to Tenant. 3. Capitalized Terms: All capitalized terms used in this Amendment No. 3, unless otherwise defined herein, shall have the meanings thereto in the Agreement of Lease IN WITNESS WHEREOF, the parties have executed and delivered this Agreement as of the date first written above. BREP I (Landlord): Dorman Products, Inc. (Tenant): By: /Jordan Berman/ By:/Thomas J. Knoblauch/ Jordan Berman, President Thomas J. Knoblauch, BREP, Inc. General Partner Assistant Secretary Dorman Products, Inc. -----END PRIVACY-ENHANCED MESSAGE-----