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):  February 26, 2007

3D SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)

Delaware

 

0-22250

 

95-4431352

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

333 Three D Systems Circle

 

 

Rock Hill, South Carolina

 

29730

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:   (803) 326-3900

N/A
(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):

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.

Effective as of February 26, 2007, 3D Systems Corporation (the “Company”) entered into a Fourth Amendment to Lease Agreement (the “Fourth Amendment”) with KDC-Carolina Investments 3, LP (the “Landlord”) pursuant to which the parties agreed to certain additional amendments to their Lease Agreement dated as of February 8, 2006, as heretofore amended (the “Lease”) relating to the Company’s new headquarters facility in Rock Hill, South Carolina (the “Facility”).

The Fourth Amendment provides that both the Commencement Date and Rent Commencement Date under the Lease is November 22, 2006 and that the Expiration Date of the Initial Term is August 31, 2021, the 177 th  month following the Commencement Date.  The Fourth Amendment also describes the agreed upon amended Monthly Base Rent payable by the Company to the Landlord during the term of the Lease and clarifies that Tenant Improvement Costs paid by the Company will be excluded in the computation of future rental rates in connection with Renewal Terms under the Lease.

The foregoing summary is subject to and qualified in its entirety by the terms of the Fourth Amendment attached as Exhibit 10.1 to this Current Report on Form 8-K which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1

Fourth Amendment to Lease Agreement effective as of February 26, 2007 to
Lease Agreement dated February 8, 2006 between 3D Systems Corporation
and KDC-Carolina Investments 3, LP.

 

2



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.

 

 

3D SYSTEMS CORPORATION

Date: March 1, 2007

 

 

 

 

By:

/s/ROBERT M. GRACE, JR.

 

 

(Signature)

 

 

Name:

Robert M. Grace, Jr.

 

 

Title:

Vice President, General Counsel and Secretary

 

3



EXHIBIT INDEX

 

Exhibit No.

 

Description

10.1

 

Fourth Amendment to Lease Agreement effective as of February 26, 2007 to
Lease Agreement dated February 8, 2006 between 3D Systems Corporation and
KDC-Carolina Investments 3, LP.

 

4


Exhibit 10.1

FOURTH AMENDMENT TO LEASE AGREEMENT

THIS FOURTH AMENDMENT TO LEASE AGREEMENT (“ Fourth Amendment ”) is hereby made and entered into this 26 th  day of February, 2007, by and between KDC-CAROLINA INVESTMENTS 3, LP, a Delaware limited partnership (“ Landlord ”), and 3D SYSTEMS CORPORATION, a Delaware corporation (“ Tenant ”).

R E C I T A L S :

WHEREAS, Landlord and Tenant have heretofore entered into that certain Lease Agreement dated February 8, 2006 (the “ Lease Agreement ”); and

WHEREAS, Landlord and Tenant amended the Lease Agreement pursuant to the terms and conditions of that certain First Amendment to Lease Agreement dated effective as of June 15, 2006 (the “ First Amendment ”), that certain Second Amendment to Lease Agreement dated effective as of October 6, 2006 (the “ Second Amendment ”) and that certain Third Amendment to Lease Agreement dated effective as of December 18, 2006 (the “ Third Amendment ”); and

WHEREAS, Exhibit F to the Lease Agreement provides, among other things, that in the event that certain Scope Changes (as defined in Exhibit F to the Lease Agreement) occur, either (a) Base Rent (as defined in the Lease Agreement) will be adjusted as provided for in Exhibit F, or (b) Tenant shall have the right to fund all or such portion of such excess costs in which case Base Rent will not be adjusted as a result of such Tenant expenditures; and

WHEREAS, Landlord and Tenant desire to further amend the Lease Agreement, as amended by the First Amendment, Second Amendment and Third Amendment, as set forth in this Fourth Amendment and to set forth agreed upon adjustments to Base Rent in order to execute an Acknowledgment Letter (in the form of Exhibit E to the Lease Agreement) as required pursuant to the terms of the Lease Agreement.

A G R E E M E N T :

NOW, THEREFORE, for and in consideration of the premises and Ten Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:

1.             Defined Terms .  All capitalized but undefined terms used in this Fourth Amendment shall have the meaning given such terms in the Lease Agreement.

2.             Initial Term .  Each party acknowledges that Section 4(a) is hereby amended to reflect the mutual understanding that the Commencement Date and the Rent Commencement Date of the Initial Term is November 22, 2006 and the Expiration Date of the Initial Term shall be at 11:59 p.m. (Rock Hill, South Carolina local time) on August 31, 2021, the 177 th  month following the Commencement Date.

3.             Base Rent and Additional Rent .  Pursuant to Exhibit E to the Lease Agreement, each party acknowledges that Section 5(a) of the Lease is hereby amended as follows:

a.                The Rent Commencement Date under the Lease is November 22, 2006.

b.               Base Rent amounts are amended as follows:



 

Lease Period

 

Monthly Base Rent

 

Months 1-57

 

$

55,133

 

Months 58-117

 

$

58,443

 

Months 118-177

 

$

61,940

 

 

4.             Renewal of the Term .  Each party acknowledges that the Tenant has paid certain Tenant Improvement Costs pursuant to the Lease, as amended by the First Amendment, Second Amendment and Third Amendment.  In recognition of the fact that Tenant has paid these amounts, the computation of any future rental rate in connection with the Renewal Terms shall be computed without regard to the cost or value of these Tenant Improvements, so that Tenant is not required to pay again for such Tenant Improvements (although Landlord acknowledges that Tenant has paid for same). Section 6(c) of the Lease is hereby amended to reflect the mutual understanding that the computation of Fair Market Rent will not include such Tenant Improvement Costs and that in considering “comparable buildings located in the Rock Hill, South Carolina area and that are comparable in size, design, and quality to the Building” as required by such Sections in determining Fair Market Rent, such “quality of the building” shall exclude such the Tenant Improvement Costs paid by the Tenant.

5.             No Further Amendment .  The Lease Agreement shall remain in full force and effect, as modified by the First Amendment, the Second Amendment, the Third Amendment and this Fourth Amendment.

IN WITNESS WHEREOF, Landlord and Tenant have executed this Fourth Amendment effective as of the date first above written.

 

 

LANDLORD:

 

 

 

 

 

 

 

 

 

 

 

 

 

KDC-CAROLINA INVESTMENTS 3, LP,
a Delaware limited partnership

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

KDC-Carolina Investments 3 GP, LLC,
a Delaware limited liability company, its General Partner

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

Koll Development Company I, LP,
a Delaware limited partnership, its Sole Member

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

SWV, LLC,
a Delaware limited liability company, its General Partner

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

/s/ Tobin C. Grove

 

 

 

 

 

 

 

 

 

 

Tobin C. Grove, President

 

 

 

 

 

 

 

 

 

 

 

 



 

 

TENANT:

 

 

 

 

 

 

 

 

 

 

 

 

 

3D SYSTEMS CORPORATION,

 

 

a Delaware corporation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

/s/ Abraham N. Reichental

 

 

 

 

Abraham N. Reichental

 

 

 

 

President and Chief Executive Officer