-----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, LhGb2uwwBYq0F2mrbi/VwaMJFVsh8ndP34UTyBihYqmdRwb08mQ3x7D4YFQnNsJX EIu1n6JycPckBkk4w+0mtQ== 0000937941-06-000032.txt : 20061006 0000937941-06-000032.hdr.sgml : 20061006 20061006165052 ACCESSION NUMBER: 0000937941-06-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061002 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: 20061006 DATE AS OF CHANGE: 20061006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PC MALL INC CENTRAL INDEX KEY: 0000937941 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 954518700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25790 FILM NUMBER: 061134431 BUSINESS ADDRESS: STREET 1: 2555 WEST 190TH STREET CITY: TORRANCE STATE: CA ZIP: 90504 BUSINESS PHONE: 3103545600 MAIL ADDRESS: STREET 1: 2555 WEST 190TH STREET CITY: TORRANCE STATE: CA ZIP: 90504 FORMER COMPANY: FORMER CONFORMED NAME: IDEAMALL INC DATE OF NAME CHANGE: 20000620 FORMER COMPANY: FORMER CONFORMED NAME: CREATIVE COMPUTERS INC DATE OF NAME CHANGE: 19950215 8-K 1 tnlease1002f.htm FORM 8-K, DATED OCTOBER 2, 2006

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): October 2, 2006

__________________________

 

PC MALL, INC.

(Exact Name of Registrant as Specified in its Charter)

 

__________________________

 

 

Delaware

0-25790

95-4518700

(State or Other Jurisdiction of

(Commission File Number)

(I.R.S. Employer

Incorporation or Organization)

 

Identification No.)

 

 

2555 West 190th Street, Suite 201

Torrance, California 90504

(Address of Principal Executive Offices) (Zip Code)

 

(310) 354-5600

(Registrant’s telephone number,

including area code)

 

(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:

 

 

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))

 


Item 1.01

Entry into a Material Definitive Agreement.

 

On October 2, 2003, AF Services, LLC (formerly AF Services, Inc.), a wholly-owned subsidiary of PC Mall, Inc., entered into an agreement with WNI/Tennessee, L.P. (formerly Anderson-Tully Company) for the lease of approximately 212,000 square feet of real property, located in Memphis, Tennessee, for a period of forty months, beginning on September 1, 2003 and ending on December 31, 2006. The leased property serves as PC Mall’s primary distribution center.

 

On October 2, 2006, AF Services exercised its first option to extend the lease term for a period of three years, commencing on January 1, 2007 and continuing through December 31, 2009, in accordance with the Renewal Letter, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

 

Item 2.03

Creating of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On October 2, 2006, AF Services exercised its first option to extend the lease term of its primary distribution center located in Memphis, Tennessee for a period of three years, commencing on January 1, 2007 and continuing through December 31, 2009, as detailed in Item 1.01. The monthly base rent is $47,346.67 per month for the lease term of January 1, 2007 through December 31, 2009. PC Mall is a guarantor of the obligations of AF Services under this lease agreement and Renewal Letter.

 

Item 9.01

Financial Statements and Exhibits.

 

 

(d)

Exhibits.

 

 

10.1

Renewal Letter for lease of property in Memphis, Tennessee, entered into on October 2, 2006.

 

1

 


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.

 

PC MALL, INC.

 

(Registrant)

 

 

Date: October 6, 2006

By:

/s/ Theodore R. Sanders

 

 

Theodore R. Sanders

Chief Financial Officer

 

 

 

 

 

 

 

 

2

 


Index to Exhibit

 

 

Exhibit No.

Description

 

 

10.1

Renewal Letter for lease of property in Memphis, Tennessee, entered into on October 2, 2006.

 

 

 

EX-10 2 exh10_1f.htm EXHIBIT 10.1

EXHIBIT 10.1

WNI/Tennessee, L.P.

P.O. Box 924133

Houston, Texas 77292-4133

 

RE:

Lease Dated:

October 2, 2003

 

Landlord:

WNI/Tennessee, L.P.

 

Tenant:

AF Services, LLC, a limited liability company as successor to

 

AF Services, Inc., a Delaware corporation

 

Premises:

Approximately 212,000 square feet in Landlord's

 

Southpoint Industrial Center, Memphis, Tennessee

 

Gentlemen:

 

Reference is made to the captioned Lease Contract dated October 2, 2003, together with all subsequent amendments and extensions thereto, collectively herein referred to as "Lease", for a term which shall terminate December 31, 2006. Tenant is hereby exercising the 1st option to extend the Lease for a period of three (3) years commencing January 1, 2007 and continuing through December 31, 2009 in accordance with the Addendum to Lease Agreement. Tenant’s 2nd option and 3rd option to extend the Lease for a period of three (3) years each, as set forth in the Addendum to Lease Agreement, shall remain in full force and effect. Therefore, the parties hereby agree as follows:

 

1.        This Renewal Letter, when executed by the parties extends said Lease from January 1, 2007 through December 31, 2009, unless sooner terminated in accordance with the terms of the Lease.

 

2.

The monthly Base Rent shall be as follows:

 

 

January 1, 2007 – December 31, 2009: $47,346.67 per month

 

3.        Provided Tenant is not then in default under the Lease Contract, Landlord shall fund to Tenant the lesser of: (i) $30,000.00; or (ii) an amount equal to Tenant's actual cost for interior modifications and/or refurbishment of the existing office area in the Project (“Tenant’s Work”) (which may not include any trade fixtures). Such sum shall be paid to Tenant upon receipt by Landlord of paid contractors' invoices or receipts evidencing Tenant's actual cost of Tenant’s Work.

 

4.        As of the effective date of this Renewal Letter and notwithstanding anything to the contrary contained in Article 6.06 of the Lease Agreement, Landlord hereby acknowledges Tenant will not be required to remove any alterations, additions or improvement to the existing office configuration of the Leased Premises.

 

Except as otherwise provided in this Renewal Letter, all of the terms and provisions of the Lease shall be applicable during such extension period unless any such interpretation is expressly negated. Tenant acknowledges that there are no off-sets or defenses against enforcement of the Lease as of this date, and Landlord is not in default of any obligation thereunder.

 


WNI/Tennessee, L.P.

Page 2

 

 

 

THE SUBMISSION OF THIS DOCUMENT FOR EXAMINATION AND/OR EXECUTION HEREOF SHALL BECOME EFFECTIVE ONLY UPON EXECUTION BY ALL PARTIES HERETO AND DELIVERY OF A FULLY EXECUTED COUNTERPART BY LANDLORD TO THE OTHER PARTIES HERETO.

 

AGREED AND ACCEPTED on the date signed by Landlord set forth below.

 

ATTEST:

AF SERVICES, LLC,

 

a Delaware limited liability company

 

___________________________

Secretary

By:

/s/ Simon Abuyounes

 

Name:

Simon Abuyounes

Title: Manager  

 

 

TENANT

 

 

WNI/TENNESSEE, L.P.,

a Delaware limited partnership

 

By: WNI/Tennessee Holdings, Inc.,

 

a Delaware corporation,

 

General Partner

 

 

By:

/s/ Jeffrey A. Tucker

 

Name:

Jeffrey A. Tucker

Title: Sr. Vice President/General Counsel  

 

Date:

 

 

LANDLORD

 

LAC/LWA/KI

Revised 9/06/06 (THM)

P0400 LAF00SI01

 

CONSENT OF GUARANTOR

 

PC MALL, INC., Guarantor of the obligations of tenant by instrument dated October 2, 2003 hereby consents to the foregoing Renewal Letter. Guarantor is granting its consent for the sole purpose of providing comfort to Landlord and such consent shall not be construed to create, or deemed to create, any right of consent not expressly granted or required in the Guaranty. The terms and provisions of said Guaranty shall remain in full force and effect and shall apply to the Lease, as such Lease has been amended herein.

 

 

PC MALL, INC.

 

 

By:

/s/ Theodore R. Sanders

 

Name:

Theodore R. Sanders

 

Title:

Chief Financial Officer

 

GUARANTOR

 

 

 

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