IEC ELECTRONICS CORP. (NYSEAMERICAN: IEC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
Entry into a Material Definitive Agreement
IEC ELECTRONICS CORP. (NYSEAMERICAN: IEC) Files An 8-K Entry into a Material Definitive Agreement
On December10, 2018 (the “Effective Date”), IEC Electronics Corp. (the “Company”), entered into a Lease (the “Lease”), with 1000 Silver Hill LV LLC, a New York limited liability company (the “Landlord”), for certain property located at 1000 Technology Parkway, Newark, New York, that will include a new state-of-the art manufacturing facility and administrative offices having approximately 153,024 square feet (the “Property”). to the Lease, the Company is leasing the Property for an initial term of 15 years with one renewal option of 10 years.
The Lease is subject to certain contingencies, including the Landlord (i) acquiring the necessary municipal approvals for development of the Property; (ii) entering into the ground lease agreement and related documents with the Wayne Economic Development Corporation; (iii) obtaining a mortgage commitment of no less than $13.29 million; and (iv) securing certain financial incentives. to the Lease, the Landlord has agreed to construct the Company’s new manufacturing facility, according to plans to be agreed upon by the Landlord and the Company. If the Landlord fails to substantially complete the work on or before the date that is (i) 12 months from the date the plans are approved by the Company and the Landlord, then the Company will receive a rent credit of one month for every three months of delay, or (ii) 15 months after approval of the plans, then the Company can terminate the Lease.
Upon completion of the manufacturing facility and its subsequent possession by the Company, the initial base annual rent will be approximately $1.325 million, subject to annual increases, plus any additional amounts as provided for in the Lease for items such as taxes, utilities, refuse removal and insurance. Late rental payments will incur a charge of 5% of the late amount due. If the Company defaults under the terms of the Lease, among other things, all rental amounts will accelerate and become due and owing, subject to certain adjustments.
The Lease provides for a $1.1 million tenant improvement allowance commencing nine months after the Effective Date. The Company may undertake any changes to the Property at its own cost, however, any changes that exceed $50,000 or are structural require notification to the Landlord and proper documentation of such changes, among other things.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Lease which is attached to this Form 8-K as Exhibit 10.1.
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Section 5 |
Corporate Governance and Management |
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Item 5.03 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Effective as of December7, 2018, the Board of Directors of IEC Electronics Corp. (the “Company”), amended the Company’s Bylaws, as amended, to add a new Article II, Section 12 to allow for stockholder meetings by means of remote communication.
The foregoing description of the amendment to the Bylaws, as amended, does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, as amended, which is attached to this Form 8-K as Exhibit 3.1.
IEC ELECTRONICS CORP Exhibit
EX-3.1 2 a8-k20181207ex31bylaws.htm EXHIBIT 3.1 Exhibit Exhibit 3.1BY – LAWSOFIEC ELECTRONICS CORP.(hereinafter called the “Corporation”)ARTICLE IOFFICESSection 1.Registered Office. The registered office of the Corporation shall be in the City of Wilmington,…
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