ImmunityBio: Nash Lease Agreement (Form 8-K)

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420 Nash lease

On September 27, 2021, but effective October 1, 2021, ImmunityBio, Inc. (the “Company”) has a commercial lease (the “Lease”) with 420 Nash, LLC for the 19,125 square foot property at 420 Nash Street, El Segundo, California 90245 (the “Nash Property”). 420 Nash, LLC is a related party represented by the Company’s Executive Chairman, Global Chief Scientific and Medical Officer, and major shareholder Dr. Patrick. is controlled Soon-Shiong.

This Nash property is primarily used for the storage and storage of consumables, products and equipment for drug manufacturing, as well as ancillary offices. According to the terms of the lease, the term of the lease begins on October 1, 2021 and ends on September 30, 2026, with the Company having the option to extend the lease under certain conditions. The basic monthly rent under the lease starts at $ 38,250 and will increase by three percent each year starting October 1, 2022.

The company is responsible for paying property taxes on the Nash property during the term of the lease. Instead of 420 Nash, LLC making certain improvements to the Nash property, it will be one for the company once$ 15,000 improvement grant that counts toward base rental obligations. In addition, 420 Nash, LLC is granting the company a one-month rental discount for October 2021.

The above description of the rental agreement is not intended to be exhaustive and is qualified in its entirety by reference to the full text of the rental agreement which is submitted as an annex to the company’s form 10-Qfor the quarter ended September 30, 2021 and is hereby incorporated by reference.

Sale of the subsidiary; Rent

On September 27, 2021, the Company entered into a membership purchase agreement (the “Purchase Agreement”) with Nant Capital, LLC (“Nant Capital”), which will also be entered into on September 27, 2021. Nant Capital is a related party controlled by Dr. Patrick Soon-Shiong.

The purchase agreement transfers all outstanding membership interests in 557 Doug St, LLC from the company to Nant Capital. 557 Doug St, LLC’s sole asset is the upgraded property at 557 South Douglas Street, El Segundo, Calif., 90245, of 36,434 square feet (the “Douglas Property”), which the Company will lease back from 557 Doug St, LLC for large-scale GMP manufacturing, including for its cell therapy platform.

The purchase price under the purchase agreement is $ 22.0 million, subject to offsetting based on prorated taxes and incidental charges. An independent appraisal of the Douglas Property (the “Appraisal”) assigned the Douglas Property to a value of $ 21.97 million. Under the terms of the purchase agreement, Nant Capital will lease the Douglas property back to the company for a period of seven years (the “Lease Agreement”). The basic monthly rent under the lease starts at $ 2.25 per square foot and increases by three percent each year starting October 1, 2022. The company will not be billed for rent for the first two years of the lease; As of October 1, 2023, the company will begin paying the rent at the then current monthly basic rent. The company will have the option to extend the lease at the end of the initial seven-year term.

Under the terms of the lease, the company is responsible for operating costs and property taxes, excluding administration fees, costs incurred due to accident or conviction, costs due to the presence of hazardous materials or other items usually excluded from operating costs, and property taxes. The company will also be responsible for the day-to-day maintenance of the Douglas property.

The above descriptions of the sales contract and the rental agreement are not intended to be exhaustive and are qualified in their entirety by reference to the full text of the sales contract and the rental agreement, which is submitted as an annex to the company’s form 10-Qfor the quarter ended September 30, 2021, and is hereby incorporated by reference.

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