UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): January 28, 2021
Unico American Corporation
(Exact Name of Registrant as Specified in its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
| 000-03978 | 95-2583928 |
| (Commission File Number) | (IRS Employer Identification No.) |
| 26050 Mureau Road | |
| Calabasas, California | 91302 |
| (Address of Principal Executive Offices) | (Zip Code) |
(818) 591-9800
(Registrant's Telephone Number, Including Area Code)
(Former name or former address, if changed since last Report.)
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))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
| Common Stock, No Par Value | UNAM | Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company |_|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |_|
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Item 1.01. Entry into a Material Definitive Agreement.
On January 28, 2021, Unico American Corporation (the “Company”), through its subsidiary Crusader Insurance Company (“Crusader”), agreed with Mureau Road, LLC (the “Landlord”), a subsidiary of Alliant Capital, Ltd. (“Alliant”), to terminate the Standard Multi-Tenant Office Lease – Net Agreement (the “Prior Lease”), previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on January 26, 2021, due to a delay in the expected closing date of the previously announced sale of the Company’s headquarters at 26050 Mureau Road, Calabasas, California 91302 (the “Property”) by the Company to Alliant. The Company now expects the sale of the Property to Alliant to close on or before February 12, 2021.
On January 28, 2021, the Company, through Crusader, entered into a new Standard-Multi Tenant Office Lease – Net (the “New Lease”) with the Landlord on substantially the same terms as the Prior Lease. The effective date of the New Lease will be the closing date for the sale of the Property.
Consistent with the Prior Lease, Crusader will lease approximately 25,317 rentable square feet at the Property (the “Premises”) pursuant to the New Lease. The Premises will continue to operate as the Company’s headquarters.
The term of the New Lease commences upon the closing date of sale of the Property, and the lease term will expire on January 31, 2022. Rent on the premises will commence on March 1, 2021 at a rate of $56,963.25 per month. In addition, during the term of the New Lease, Crusader will pay, on an annual basis, a portion of certain operating expenses incurred by the Landlord, as well as a security deposit equal to $56,963.25.
The foregoing summary of the New Lease does not purport to be complete and is qualified in its entirety by reference to the full text of the New Lease, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020.
Item 1.02. Termination of a Material Definitive Agreement.
The information set forth in Item 1.01 is incorporated by reference into this Item 1.02.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.
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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.
UNICO AMERICAN CORPORATION
(Registrant)
Date: February 1, 2021 By: /s/ Michael Budnitsky
Name: Michael Budnitsky
Title: Treasurer, Chief Financial Officer and Secretary
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