Current Report Filing (8-k)
September 14 2020 - 9:01AM
Edgar (US Regulatory)
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2020-09-11
2020-09-11
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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 (Date of earliest event reported): September 11, 2020
Lineage
Cell Therapeutics, Inc.
(Exact
name of registrant as specified in charter)
California
|
|
001-12830
|
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94-3127919
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
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2173
Salk Avenue, Suite 200
Carlsbad,
California
|
|
92008
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
(442)
287-8990
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 (see General Instruction A.2. below):
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
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Common
stock
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LCTX
|
|
NYSE
American
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Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
1.02. Termination of a Material Definitive Agreement.
On September
11, 2020, Lineage Cell Therapeutics, Inc. (“Lineage”) entered into a Lease Termination
Agreement (the “Termination Agreement”) with G&I IX Marina Village Research Park LP, a
Delaware limited partnership, as successor to BSREP Marina Village Owner LLC, to terminate Lineage’s leases of
office and laboratory space located in two buildings in Alameda, California comprised of 22,303 square feet
(“1010 Atlantic Premises”) and 8,492 square feet (“1020 Atlantic
Premises”). The Lease Termination Agreement is effective with respect to the 1020 Atlantic
Premises as of August 31, 2020 and with respect to the 1010 Atlantic Premises as of September 30, 2020.
As previously disclosed, the leased space was previously shared with former affiliated companies that have
relocated, and Lineage no longer requires this much space. Lineage will continue to occupy approximately 2,432 square feet of
the 1010 Atlantic Premises under a new sublease agreement.
In consideration for the termination of
the leases, Lineage agreed to pay a termination fee of $130,000 as follows: approximately $42,000 upon execution of the
Termination Agreement and approximately $88,000 on or before September 30, 2020. Lineage also agreed to pay amounts due
under the terms of the leases through the applicable termination dates, except that no rent is due with respect to the 1020 Atlantic
Premises after July 31, 2020. Under a separate agreement, Lineage agreed to pay a termination fee of $30,000 to its current
subtenant in the 1010 Atlantic Premises.
Based on the smaller footprint, and after
taking into consideration the fees disclosed above, Lineage has reduced its contractual obligations by approximately $780,000
over the remaining life of the original leases through January 31, 2023.
The
foregoing description of the terms of the Termination Agreement is qualified in its entirety by the full text of the Termination
Agreement, which is filed as Exhibit 10.1 hereto.
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.
|
Lineage
Cell Therapeutics, Inc.
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|
|
|
Date:
September 14, 2020
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By:
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/s/
Brandi L. Roberts
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Name:
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Brandi
L. Roberts
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|
Title:
|
Chief
Financial Officer
|
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