IONIS PHARMACEUTICALS, INC. Item 1.01 Entry into a Material Definitive Agreement.
On
The Company has agreed to pay Landlord a base rent at fair market value, which the Company and Landlord have agreed will be equal to 7.9% of the actual costs of constructing the Building (the "Base Rent"), in monthly installments during the Term, which will increase annually by 3%. The Company will begin paying Base Rent 90 days following Substantial Completion. Substantial Completion, as contemplated by the Lease, is anticipated to occur within 24 months following the requisite approvals from the City of Oceanside. In addition to Base Rent, the Company will pay various operating expenses and utilities, among other additional rent expenses.
If the Company exercises its options to extend the Lease beyond the Term, the Company has agreed to pay Landlord rent at the then-prevailing market rate for new leases of comparable life sciences manufacturing space, provided that the rent for (i) the first extension term will not be less than the Base Rent on the last day of the 15th year of the Term, and (ii) the second extension term will not be less than the Base Rent on the last day of the 20th year of the Term, in each case increasing by 3% annually during each extension term.
During the Term of the Lease and any extensions thereof, the Company has a right of first offer to purchase the Building. Further, the Company has a right of first offer to lease all or part of any comparable industrial space owned by the Landlord within the larger development project of which the Building is a part.
The foregoing summary of the Lease does not purport to be complete and is
qualified in its entirety by reference to the full text of the Lease, a copy of
which will be filed as an exhibit to the Company's Annual Report on Form 10-K
for the quarter and year ended
Forward-Looking Statements
This Current Report on Form 8-K contains "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995 that involve
risks and uncertainties. All forward-looking statements included in this report,
including statements regarding the anticipated construction timing, are based
upon information available to the Company as of the date of this report, which
may change, and the Company assumes no obligation to update any such
forward-looking statements. Although the Company's forward-looking statements
reflect the good faith judgment of its management, these statements are based
only on facts and factors currently known by the Company. These statements are
not guarantees of future performance and actual results could differ materially
from the Company's current expectations. As a result, you are cautioned not to
rely on these forward-looking statements. Factors that could cause or contribute
to such differences include the risks and uncertainties discussed in the "Risk
Factors" section of the Company's Annual Report on Form 10-K filed with the
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