UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
On October 5, 2021, Scorpion Biological Services, Inc. (“Scorpion”), a subsidiary of Heat Biologics, Inc. (the “Company”) entered into a lease (the “Lease”) with Merchants Ice II, LLC (the “Landlord”), pursuant to which the Company will lease approximately 20,144 square feet of office and lab space located at 1305 E. Houston Street, San Antonio, Texas 78205 (the “Premises”) for general office, laboratory, research, analytical, and/or biomanufacturing purposes. The date on which Scorpion will become responsible for paying rent under the Lease (the “Lease Commencement Date”) will be the earlier of (i) the date Scorpion takes possession of any part of the Premises for manufacturing or otherwise or (ii) the date the landlord substantially completes the landlord work and tenant improvements at the Premises. The initial term of the Lease will commence on the Lease Commencement Date and expire one hundred and eighty (180) months after the Lease Commencement Date, unless sooner terminated. Scorpion’s monthly base rent for the Premises will start at $50,360.00 commencing on the Lease Commencement Date and will increase at the rate of three percent (3%) on an annual basis up to a maximum monthly base rent of $76,174.02. During the first twelve (12) months of the Lease, Scorpion will receive a rent abatement from the Landlord of $10,911.33 per month, such that Scorpion’s monthly base rent payments will be reduced to $39,448.67 per month. Scorpion will also be obligated to pay the Landlord for certain costs, taxes and operating expenses as specified in the Lease.
The foregoing description of the Lease does not purport to be complete and is qualified in its entirety by reference to the Lease, a complete copy of which is incorporated herein by reference and is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.
The descriptions of the Lease in “Item 1.01 Entry into a Material Definitive Agreement” of this Current Report on Form 8-K are incorporated by reference in their entirety into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Exhibit Description | |
| 10.1 | Lease between Merchants Ice II, LLC and Heat Biologics, Inc. dated October 5, 2021 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: October 7, 2021 | HEAT BIOLOGICS, INC. | |
| By: | /s/ Jeffrey Wolf | |
| Name: | Jeffrey Wolf | |
| Title: | Chairman, President and Chief Executive Officer | |