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| BJCT.OB > SEC Filings for BJCT.OB > Form 8-K on 14-Jul-2009 | All Recent SEC Filings |
14-Jul-2009
Entry into a Material Definitive Agreement, Financial Statements
On July 8, 2009, Bioject Medical Technologies Inc. ("Bioject") entered into
amendment to its lease agreement, effective June 30, 2009, with MEPT Commerce
Park Tualatin II and III LLC (the "Landlord") related to its Tualatin, Oregon
facility (the "Partial Abatement III"). The Partial Abatement III provides that
rent in the amount of $12,000 for each of May and June 2009 be deferred until a
later date as described below. Landlord, in its sole discretion, may, by written
notice, extend the period of Partial Abatement III on a month-to-month basis
through December 31, 2009. Amounts deferred under Partial Abatement III, plus
accrued interest at the rate of 9% per annum, shall be due within sixty
(60) days upon the earlier to occur of (i) sale of all or substantially all of
Bioject's assets or the acquisition or merger of Bioject or the occurrence of
any other transaction identified in Section 4.15.4 of the original lease
agreement, (ii) capital or equity raise of $3.0 million or more, (iii) strategic
partnership with up-front payments over $300,000, (iv) default by Bioject under
the lease; provided, that if none of the foregoing events have occurred by
December 31, 2010, Bioject shall commence paying back amounts deferred under
Partial Abatement III (plus interest) in twelve (12) equal installments at the
same time and in the same manner as Base Rent commencing on January 1, 2011 and
on the first of each month thereafter until paid in full. The parties
acknowledge that amounts previously deferred pursuant to prior lease amendments
are still accruing. The schedule attached as Exhibit A to Exhibit 10.1 shows the
total amount accruing to date and the payment schedule.
On July 13, 2009, Bioject entered into a Convertible Subordinated Promissory Note Second Extension Agreement (the "Second Extensions") with each of Life Sciences Opportunities Fund II (Institutional), L.P. and Life Sciences Opportunities Fund II, L.P. (collectively, the "LOF Funds") relating to those two Convertible Subordinated Promissory Notes, dated as of December 5, 2007, issued by Bioject to the LOF Funds in the aggregate principal amount of $600,000 (the "Notes"). The Second Extensions extend the maturity date of the Notes from July 15, 2009 to August 15, 2009.
(d) Exhibits
The following exhibits are filed herewith and this list is intended to constitute the exhibit index:
10.1 Fourth Amendment to Lease Agreement between MEPT Commerce Park Tualatin II
and III LLC and Bioject Medical Technologies Inc. dated June 30, 2009.
10.2 Convertible Subordinated Promissory Note Second Extension Agreement, dated
July 13, 2009, between Bioject Medical Technologies Inc. and Life Sciences
Opportunities Fund II (Institutional), L.P.
10.3 Convertible Subordinated Promissory Note Second Extension Agreement, dated
July 13, 2009, between Bioject Medical Technologies Inc. and Life Sciences
Opportunities Fund II, L.P.
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