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): November 20, 2019
(Exact Name of Registrant as Specified in Charter)
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(408 ) 470-1000
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Securities registered pursuant to Section 12(b) of the Act:
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The NASDAQ Stock Market LLC (NASDAQ Global Market) | ||
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Emerging growth company ☐
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Item 1.01. Entry into a Material Definitive Agreement
Pursuant to the terms of a Purchase and Sale Agreement (the “Purchase Agreement”) by and between Align Technology, Inc. (the “Company”) and LBA RIV-Company XXX, LLC (“Seller”) entered into on September 26, 2019, the Company agreed, subject to certain conditions subsequent, to purchase a building located in San Jose, California (the “Property”) from Seller. The Property consists of (i) fee title and ownership of approximately 4.8 acres of land and all associated improvements, including a +/- 79,803 square foot, two-story office building, and (ii) all fixtures, tangible personal property and other improvements.
The purchase price for the Property is $21.3 million, subject to certain adjustments as set forth in the Purchase Agreement, of which $0.25 million and $0.75 million were paid as refundable deposits on September 27, 2019 and November 12, 2019, respectively. Closing of the transaction and payment of the remaining balance of the purchase price was contingent upon the completion, to the Company's satisfaction, of all studies and investigations concerning the Property, including any surveys, liens, and encumbrances. Following completion of its due diligence and negotiations with the Seller, on November 20, 2019, the Company notified the Seller of its intention to proceed with the purchase of the Property.
The closing is expected to occur on March 2, 2020, subject to the satisfaction of closing conditions, including the payment of the remaining balance of the purchase price, the execution of certain ancillary agreements and any extensions contemplated by the Purchase Agreement.
The foregoing summary of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, a copy of which will be filed with the Company’s annual report on Form 10-K for 2019.
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.
ALIGN TECHNOLOGY, INC. | ||
By: | /s/ Julie Coletti | |
Julie Coletti SVP, Chief Legal and Regulatory Officer | ||
Date: November 26, 2019