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) April 2, 2014

 

 

QuickLogic Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-22671   77-0188504

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1277 Orleans Drive, Sunnyvale, CA   94089-1138
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (408) 990-4000

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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Section 1 – Registrant’s Business and Operations

Item 1.01 Entry into a Material Definitive Agreement.

On April 2, 2014, QuickLogic Corporation (the “Company”) entered into a Fourth Amendment to Lease (the “Amendment”) with NetApp, Inc. to extend the current term of the lease of its principal place of business for an additional three years from December 31, 2015 through December 31, 2018.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Agreement, a copy of which is attached as Exhibit 10.37 hereto.

Section 9 Financial Statements and Exhibits

Item 9.01(d) Exhibits.

10.37 Fourth Amendment to Lease between NetApp, Inc. and QuickLogic Corporation.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 8, 2014     QuickLogic Corporation
   

/s/ RALPH S. MARIMON

   

Ralph S. Marimon

Vice President Finance and Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit
No.

  

Description

10.37    Fourth Amendment to Lease between NetApp, Inc. and QuickLogic Corporation.

 

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Exhibit 10.37

FOURTH AMENDMENT TO LEASE

THIS FOURTH AMENDMENT TO LEASE (this “Amendment”), dated April 2, 2014 for reference purposes only, is made between NETAPP, INC., a Delaware corporation (“Landlord”), and QUICKLOGIC CORPORATION, a Delaware corporation (“Tenant”).

RECITALS

A. Landlord (as successor by name change to Network Appliance, Inc., a Delaware corporation, successor-in-interest to Orleans Properties, LLC, a Delaware limited liability company, successor-in-interest to Westcore OP Orleans, LP, a Delaware limited partnership, successor-in-interest to Orchard Moffett Investors, a California general partnership, and Kairos, LLC, a California limited liability company) and Tenant are parties to that certain Lease dated June 17, 1996, as amended from time to time by mutual agreement of the parties, including but not limited to (i) that certain First Addendum to Lease date June 17, 1996, (ii) that certain Acceptance Agreement dated December 10, 1996, (iii) that certain First Amendment to Lease dated July 31, 2002, (iv) that certain Second Amendment to Lease dated September 25, 2008, and (v) that certain Third Amendment to Lease dated July 16, 2012 (collectively, the “Original Lease”), with respect to that certain premises consisting of approximately 42,624 square feet of office space located within that certain building commonly known as 1277 Orleans Drive in Sunnyvale, California (the “Premises”).

B. The Term of the Original Lease is set to expire as of December 31, 2015.

C. Tenant has requested an extension of the Term of the Lease by an additional thirty-six (36) months, so that the Term will instead expire on December 31, 2018. Landlord has agreed to extend the Term of the Lease for such additional period upon the terms and conditions set forth herein.

In consideration of the mutual promises and covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

AGREEMENTS

1. References . All references to the “Lease” or “lease” appearing in this Amendment or in the Original Lease shall mean, collectively, this Amendment and the Original Lease as amended by this Amendment. All capitalized terms not defined herein shall have the meanings set forth in the Original Lease.

2. Extended Term . The Term of the Lease as set forth in Section J of the Summary in the Original Lease is hereby extended by an additional thirty-six (36) months (the “Third Extended Term”). The Term of the Lease shall expire on December 31, 2018 (the “Expiration Date”).

3. Base Monthly Rent . Tenant shall pay to Landlord Base Monthly Rent during the months of the remainder of the Term of the Original Lease specified below and during the Third Extended Term as follows:

 

Months

   Base Monthly Rent  

January 1, 2016 through December 31, 2016

   $ 62,781.00   

January 1, 2017 through December 31, 2017

   $ 64,664.00   

January 1, 2018 through December 31, 2018

   $ 66,604.00   

 

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Except as modified above, Base Monthly Rent shall be paid in accordance with the requirements of Section 4 of the Lease.

4. As-Is . It is understood and agreed between Landlord and Tenant that the Premises is being leased to Tenant during the Third Extended Term in an “as-is” condition and that Landlord is not required to make or pay for any alterations or improvements with respect thereto; provided, however, that the foregoing shall not relieve Landlord of its general maintenance and repair obligations set forth in Section 6.2, Section 12.3 or Article 11 of the Lease.

5. Cooperation . Tenant agrees to cooperate with Landlord with respect to site access and parking distribution as is necessary in order to accommodate Landlord’s potential construction activities.

6. Miscellaneous .

A. Brokers . The parties to this Amendment represent and warrant to each other that neither party dealt with any brokers or finders in connection with the consummation of this Amendment, and each party agrees to protect, defend, indemnify and hold the other party harmless from and against any and all claims or liabilities for brokerage commissions or finder’s fees arising out of that party’s acts in connection with this Amendment.

B. Severability . If any provision of this Amendment or the application of any provision of this Amendment to any person or circumstance is, to any extent, held to be invalid or unenforceable, the remainder of this Amendment or the application of that provision to persons or circumstances other than those as to which it is held invalid or unenforceable, will not be affected, and each provision of this Amendment will be valid and be enforced to the fullest extent permitted by law.

C. Entire Agreement/Modification . This Amendment contains all of the agreements of the parties hereto with respect to the matters contained herein, and no prior agreement, arrangement or understanding pertaining to any such matters shall be effective for any purpose. Except for any subsequent amendments or modifications to the Lease made in accordance with the terms thereof, any agreement made after the date of this Amendment is ineffective to modify or amend the terms of this Amendment, in whole or in part, unless that agreement is in writing, is signed by the parties to this Amendment, and specifically states that that agreement modifies this Amendment.

D. Counterparts . This Amendment may be executed in any number of counterparts and each counterpart shall be deemed to be an original document. All executed counterparts together shall constitute one and the same document, and any counterpart signature pages may be detached and assembled to form a single original document.

 

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E. Heirs and Successors . This Amendment shall be binding upon the heirs, legal representatives, successors and permitted assigns of the parties hereto.

F. Authority . Each individual executing this Amendment on behalf of his or her respective party represents and warrants that he or she is duly authorized to execute and deliver this Amendment on behalf of said entity in accordance with the governing documents of such entity, and that upon full execution and delivery this Amendment is binding upon said entity in accordance with its terms.

G. Drafting . In the event of a dispute between any of the parties hereto over the meaning of this Amendment, both parties shall be deemed to have been the drafter hereof, and any applicable law that states that contracts are construed against the drafter shall not apply.

H. Ratification . Except as modified by this Amendment, the Original Lease shall continue in full force and effect and Landlord and Tenant do hereby ratify and confirm all of the terms and provisions of the Original Lease, subject to the modifications contained herein.

IN WITNESS WHEREOF, the parties have caused this instrument to be executed as of the dates below their respective signatures.

 

“TENANT”     “LANDLORD”
QUICKLOGIC CORPORATION,     NETAPP, INC.,
a Delaware corporation     a Delaware corporation
By:   LOGO     By:   LOGO
 

 

     

 

Name:  

RALPH MARIMON

    Name:  

Geraldine M Rice

Its:  

CFO

    Its:  

Mar 13, 2014

  4/2/14      

 

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