Form 8-K - Current report
July 13 2023 - 4:33PM
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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):
June 29, 2023
GSI
Technology, Inc.
(Exact
name of registrant as specified in its charter)
Delaware | |
001-33387 | |
77-0398779 |
(State or other jurisdiction of
incorporation) | |
(Commission File No.) | |
(I.R.S. Employer Identification
No.) |
1213 Elko Drive
Sunnyvale, California 94089 |
(Address of principal executive offices) |
Registrant's telephone number, including area
code:
(408)
331-8800
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) |
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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class: |
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Trading
Symbol(s) |
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Name
of each exchange on which registered: |
Common Stock, $0.001 par value |
|
GSIT |
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The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry into a Material Definitive Agreement.
On June 29, 2023, GSI Technology Taiwan, Inc., a wholly-owned
subsidiary of GSI Technology, Inc. (the “Company”), entered into a lease agreement with Tai Yuen Textile Co., Ltd.
extending the existing lease of the Company’s 25,250 square foot facility in Chu-Pei City, Taiwan through August 31, 2026.
The lease provides for annual rent of approximately NT$7,056,000 (approximately US$226,500).
A copy of the lease is filed as Exhibit 10.1 to this report and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
Date: July 13, 2023
|
GSI Technology, Inc. |
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|
|
By: |
/s/ Douglas M. Schirle |
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|
Douglas M. Schirle |
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|
Chief Financial Officer |
Exhibit 10.1
Tai Yuan Hi-Tech
Industrial Park
Factory Lease
Agreement
This
agreement is established between
Lessee,
GSI Technology Taiwan Inc (hereinafter referred to as Lessee)
and
Lessor,
Tai Yuen Textile Co., Ltd. (hereinafter referred to as Lessor)
for the purpose
of reantal of properties in Tai Yuan Hi-Tech Industrial Park. Both parties to this agreement concur to comply with the conditions hereinbelow
provided:
Article 1 |
Rented House
Lessor shall
rent the following house to Lessee:
1. House
Location: first house at 6F-1,and second house at 5F-2, No. 30, Tai-Yuan St., Chu-Pei Li, Chu-Pei City, Hsinchu County
Area:
710.23 pings
2. Both parties
agree to transfer the house as it is.
|
Article 2 |
Rents
1. Monthly
rent shall be NT$588,000, inclusive of tax.
2. Rent
shall be paid every month, but Lessee shall draw 12 checks at a time which totally cover one-year rents to Lessor. The date of issue
for a check shall be the fisrt day of the lease period in every month stipulated in the lease agreement. Lessor shall issue an invoice
to Lessee after a check for paying the monthly rent has cashed. The rents for the 2nd year shall be paid in the same way;
the checks drawn shall be given to Lessor before the last check, for the last term of the 1st year, cashes. If any of
these checks drawn by Lessee can not be cashed on time, a penalty fine amounting to 1% of the monthly rent shall be calculated and
paid every day. |
|
|
Article 3 |
Guarantee (Deposit)
Lessee shall
be obliged to submit a guarantee (deposit) in the amount of NT$1,640,000 (equal to a 3-month rent, inclusive of tax) upon the execution
of this agreement. If Lessee owes any rents or damanges, Lessor may deduct such rents or damanges from the guarantee (deposit) first.
After expiration of the lease when Lessee fully vacates the said premises, Lessor shall return the guarantee (deposit) in full, without
any interest payment due, after deducting any fees unpaid by Lessee. |
|
|
Article 4 |
Lease Period
The lease period
shall be for a period of 3 years only, effective from Sep. 1, 2023 to Aug. 31, 2026. If Lessor wants to rent the house continuously
after expiration of the lease agreement, Lessee has the priority right to rent it first, but Lessee shall notify Lessor of such intension
3 months before the lease expiration, and the lease conditions in the next lease agreement shall be negotiated again. |
Article 5 |
Use of Rented Property
|
|
1. Lessee
shall neither sublet, loan nor transfer the rental of, nor institute any means that may submit a portion or the entirety of the house
to the usage or facility of a third-person, without the prior consent of Lessor.
2. Lessee
shall abidy by laws and Tai Yuan Hi-Tech Industrial Park Regulations, and shall not use the house for any illegal purposes or for
storage of dangerous materials that are hazardous to public safety.
3. If
an interior decoration becomes necessary, Lessee shall be obliged to obtain the prior consent of Lessor before effecting such interior
decoration; however, Lessee shall be obliged to ensure that such interior decorating shall not, in anyway, destroy the original construction
of the house or violate any laws. Should any law be violated because of such decoration, Lessee shall restore to its original condition;
otherwise Lessor may terminate the agreement. When Lessor terminates this agreement, Lessee shall take back all decorated articles
and equipment and be obliged to restore the house into its original condition on the time the house is due for return to Lessor.
Any damage to a 3rd party shall be compensated by Lessee. If Lessor suffers loss consequently, Lessee shall compensate
and be responsible for all expenses of Lessor.
4. Lessee
shall have public accident insurance (Insurance Amount: More than NT$20,000,000 for body injuries per incident; More than NT$2,000,000
for house loss per incident) and fire legal responsibility insurance. Should Lessee fail to obtain any of the above insurance and
thus cause any loss to a 3rd party or Lessor, Lessee shall be responsible for compensation of such loss.
|
Article 6 |
Damage and
Repair
1. For
any damage or destruction to the house that is ascribed to Lessee’s responsibility, Lessee shall be held liable for repair
or damages.
2. For
any damage or destruction to the house that is not ascribed to Lessee’s responsibility, Lessor shall be held liable for repair.
If Lessor fails to repair within the period demanded by Lessee, Lessee may repair or have a repairperson repair, and repair expenses
shall be paid by Lessor.
|
Article 7 |
Expense and Tax
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|
1. House
tax and land tax shall be at the expense of Lessor, whereas, all utility bills, telecommunication expense, cleaning expense, waste
cleaning expense, equipment rapair & maintenance expense, management expense and other necessary expenses to be paid for
using the house shall be at the expense of Lessee.
2. Lessee
shall pay the above-mentioned expenses on time regardless of whether Lessee uses the house during the lease period or not. |
Article 8 |
Breach of Contract & Punishmnet
|
|
1. If
Lessee violates the agreement while using the house and fails to correct or fails to completely correct within 7 days after Lessor’s
notification, Lessor may terminate the lease agreement.
2. If
either of the parties violates the agreement and thus damages the other party’s rights, the violating party shall compensate
the other party for the loss and other relevant expenses.
3. At
the expiration of the lease, except if Lessor consents to continue the lease of the house, Lessee shall be obliged to return the
house to Lessor, in the spirit of goodwill, fully vacated and under the same conditions that it was leased. Lessee shall not issue
any cause for denial nor present any protest to such a turnover. In the event that Lessee shall fail to return the house on time,
then Lessor shall demand the payment of a breach of contract penalty amounting to one-time the amount of the agreed rent, for the
period starting from the day following the expiration date until the last day that Lessee remains in occupation of the house.
4. Should
Lessee fail to make the rent payment for 2 months, Lessor may terminate the lease agreement.
5. If
Lessee violates the agreement while using the house and fails to correct or fails to completely correct within 7 days after Lessor’s
notification, Lessor may terminate the lease agreement. For any loss or damage, Lessor may ask for compensation.
|
Article 9 |
Lease Termination
1. If
one party decides to terminate this agreement before expiration of the lease, the terminating party shall obtain the written consent
of the other party. If Lessee wants to move out of the house while lease agreement is still in effect, Lessee shall give a 3 months
written notification to Lessor and pay the amount of a 3-month rent to Lessor as comensation. If Lessor wants to tack back the rented
house earlier before expiration of the lease, Lessor shall also give Lessee a 3 months written notification and pay the amount equial
to a 3-month rent to Lessee as comensation.
2. Lessee
shall be obliged to fully vacate and restore the house into its original condition on the time the house is due for return to Lessor.
At the expiration of this agreement, any furniture, machin or item that Lessee has failed to take out of the house during the vacation
of the house, shall be regarded as junk or abandoned item, the settlement of which shall be left to the discretion of Lessor. Any
expenses incurring shall be paid by Lessee or deducted from the guarantee (deposit) first. Lessee shall make any causes to claim
any rights or ask any expense from Lessor.
|
Article 10 |
Notarial Lease
Agreement
1. Lessor
and Lessee shall deal with notarization of the lease agreement together, and the notarization fee shall be paid by both parties averagely.
2. Should
Lessee fail to pay rents or any penalty due to breach of contract, or refuse to vacate and move out of the house at the expiration
of the lease agreement, such payment or moving out will be enforced according to the law. Should Lessor fail to return the guarantee
(deposit) under the lease agreement, such return will be enforced according to the law.
|
Article 11 |
Jurisdiction
Both parties
agree that for any lawsuit involving the lease agreement, 1st trial court shall be Hsinchu District Court.
|
Article 12 |
Other Condistions
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|
1. After
being given the house, Lessee shall pay the expenses stipulated in Article 7 of this lease agreement.
2. The
lease agreement is made in quadruplicate. Ecah party shall keep on copy; each of the court and the office of notary public shall
keep one copy. |
|
|
Signed
by: |
Lessee |
GSI Technology
Taiwan , Inc,
(with seal) |
|
Legal
Representative: |
Wu,
Bor-Tay (with seal) |
|
Uniform
No.: |
53292218 |
|
Address: |
6F-1,
No. 30, Tai-Yuan St., Chu-Pei Li, Chu-Pei City, Hsinchu County |
|
Tel: |
(03)
5525345 |
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|
|
|
Lessor
|
Tai Yuen Textile
Co., Ltd.
(with seal) |
|
Legal
Representative: |
Yan
Chen Li Lian (with seal) |
|
Uniform
No.: |
03516001 |
|
Address: |
8F,
No. 2, Dun Hua S. Rd., Sec. 2, Taipei City |
|
Tel: |
(02)
77132222 |
June 29th
, 2023
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