UNITED STATES

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):  September 13, 2016

 

NEOPHOTONICS CORPORATION

(Exact name of registrant as specified in its charter)

 

DELAWARE

 

001-35061

 

94-3253730

(State of incorporation)

 

(Commission File No.)

 

(IRS Employer Identification No.)

 

NeoPhotonics Corporation

2911 Zanker Road

San Jose, California 95134

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (408) 232-9200

 

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 (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange 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.

On September 13, 2016, NeoPhotonics Corporation (the “Company”), entered into an Office Lease with SP Zanker Property, LLC (the “Landlord”), with an effective date of September 9, 2016, for the lease of approximately 64,000 square feet of office and laboratory space located at 3081 Zanker Road, San Jose, CA (the “Facility”), adjacent to the Company’s current office in San Jose (the “Lease”).

The term of the Lease is scheduled to commence on January 1, 2017. Upon commencement of the Lease, the Lease has an initial term of one hundred and twenty-nine (129) months, ending on September 30, 2027 (the “Initial Term”), with a monthly rental rate of $144,000, escalating annually to a maximum monthly rental rate of approximately $194,000 in the last year of the Initial Term. The Landlord has agreed to provide the Facility to the Company free of charge for the first nine months of the Initial Term, from January 1, 2017 through September 30, 2017. Upon termination of the Lease, the Company anticipates a restoration cost of approximately $2,800,000.

The foregoing summary of the Lease is not complete and is qualified in its entirety by reference to the Lease, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ending September 30, 2016.

ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

The information in Item 1.01 above relating to the Lease is incorporated by reference into this Item 2.03.

 

 

 

2


 

Signature

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. 

Arch

 

 

 

 

Date: September 16, 2016

    

NEOPHOTONICS CORPORATION

 

 

 

 

 

 

 

 

By:

/s/ Clyde R. Wallin

 

 

 

 

Clyde R. Wallin

 

 

 

 

Senior Vice President and Chief Financial Officer

 

 

 

 

3