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): March 10, 2005
OraSure Technologies, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-16537 | 36-4370966 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| 220 East First Street Bethlehem, Pennsylvania |
18015-1360 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 610-882-1820
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Securities 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)) |
Item 1.01 – Entry Into a Material Definitive Agreement
OraSure Technologies, Inc. (the “Company”) and Northampton County New Jobs Corp. (the “Landlord”) are parties to a Commercial Lease, dated April 30, 1999, as amended (the “Lease”), pursuant to which the Company has leased its facilities at 150 Webster Street, Bethlehem, Pennsylvania, for an initial term expiring March 31, 2005. Pursuant to the Lease, the Company has exercised its option to extend the term of the Lease for an additional period of five (5) years. On March 10, 2005, the Company and the Landlord entered into a Fourth Amendment to Commercial Lease, dated as of March 4, 2005 (the “Fourth Amendment”), which extends the term of the Lease until March 31, 2010. A copy of the Fourth Amendment is attached as Exhibit 10 to this Form 8-K.
Item 9.01 – Financial Statements and Exhibits
(c) Exhibits
| Exhibit Number |
Description | |
| 10 | Fourth Amendment to Commercial Lease, dated as of March 4, 2005, between OraSure Technologies, Inc. and Northampton County New Jobs Corp. |
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Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| ORASURE TECHNOLOGIES, INC. | ||||
| Date: March 11, 2005 | By: | /s/ Jack E. Jerrett | ||
| Jack E. Jerrett | ||||
| Senior Vice President, General Counsel and Secretary | ||||
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Index to Exhibits
| Exhibit No. |
Description | |
| 10 | Fourth Amendment to Commercial Lease, dated as of March 4, 2005, between OraSure Technologies, Inc. and Northampton County New Jobs Corp. |
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Exhibit 10
FOURTH AMENDMENT TO COMMERCIAL LEASE
THIS FOURTH AMENDMENT TO COMMERCIAL LEASE (this “Amendment”) is made as of the 4th day of March 2005, by and between NORTHAMPTON COUNTY NEW JOBS CORP. (“Landlord”) and ORASURE TECHNOLOGIES, INC. (formerly STC Technologies, Inc.) (“Tenant”).
BACKGROUND
A. Landlord and Tenant entered into a certain Commercial Lease dated April 30, 1999, as amended (as amended, the “Lease”) whereby Landlord agreed to lease to Tenant and Tenant agreed to lease from Landlord certain space in Landlord’s building known as 150 Webster Street, Bethlehem, Pennsylvania 18015 (the “Building”).
B. The initial term of the Lease is scheduled to expire on March 31, 2005. Under Section 32 of the Lease, Landlord granted Tenant the option to renew the term for an additional period of five (5) years commencing April 1, 2005 on the terms and conditions set forth in said Section 32.
C. Tenant has decided to exercise such option and Landlord and Tenant wish to evidence hereby such exercise.
NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Landlord and Tenant hereby covenant and agree that the Lease is amended as follows:
1. The term of the Lease is hereby extended until March 31, 2010.
2. The rent to be paid during such extension period shall be as provided in Exhibit G to the Lease.
3. This Amendment is a part of the Lease, and the Lease as modified by this Amendment, shall be and remains in full force and effect. Tenant hereby ratifies and confirms all of its obligations under, and all provisions of, the Lease as amended by this Amendment, including without limitation, all representations, warranties, conditions and affirmative and negative covenants.
4. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the day and year first above written.
| NORTHAMPTON COUNTY NEW | ||||
| WITNESS: | JOBS CORP. | |||
| /s/ Janet R. Smith |
By: | /s/ J. Lee Boucher | ||
| Name: | J. Lee Boucher | |||
| Title: | Chairman | |||
| WITNESS: | ORASURE TECHNOLOGIES, INC. | |||
| /s/ Carol Keane |
By: | /s/ P. Michael Formica | ||
| Name: | P. Michael Formica | |||
| Title: | Executive Vice President, Operations | |||