fhco11-09form8k.htm
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): November 2,
2009
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THE FEMALE HEALTH COMPANY
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(Exact
name of registrant as specified in its
charter)
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Wisconsin
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(State
or other jurisdiction of
incorporation)
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1-13602
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39-1144397
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(Commission
File Number)
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(I.R.S.
Employer I.D. Number)
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515
North State Street
Suite
2225
Chicago,
Illinois
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60654
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(Address
of Principal Executive Offices)
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(Zip
Code)
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312-595-9123
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(Registrant's
telephone number, including area
code)
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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):
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR230.425) |
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12) |
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b)) |
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c)) |
Section
1 – Registrant's Business and Operations
Item
1.01 Entry into a Material Definitive Agreement
On November 2, 2009, in
connection with its previously announced evaluation of its UK FC1
manufacturing facility, The Female Health Company (the "Company") entered
into a new lease and related agreements (collectively, the "New Lease") with the
owner of the UK facility (the "Landlord"). The New Lease replaces the
Company's previous lease for its UK facility which had an expiration date of
December 10, 2016 and rent of £296,725 ($488,100) per year. The
New Lease expires on the later of (1) November 1, 2010 and (2) at
least three months after the Landlord provides a notice of termination but in
any event not before May 2, 2010. The rent remains £296,725
($488,100) per year, and the Company was required to deposit the amount of the
annual rent upon execution of the New Lease. In connection with the
New Lease, the Company also made a lease surrender payment of £600,000
($986,940) to the Landlord on November 2, 2009, and will be required to make an
additional lease surrender payment of £300,000 ($493,470) to the Landlord on or
before February 2, 2010. From a cash flow perspective, replacing the
previous lease now eliminates future payments of approximately $4.3 million (for
rent and related expenses) over the remaining term of the previous lease,
producing a positive net impact of approximately $2.8 million after
deducting the surrender payments. All dollar amounts with respect to the UK
facility in this report are translated from British pounds sterling based on an
exchange rate of 1.6449 dollars per British pound sterling.
This description of the New Lease does not purport to be complete and is
qualified in its entirety by the terms and conditions of the New
Lease. Copies of the agreements constituting the New Lease are
attached as exhibits hereto and are incorporated herein by
reference.
Item
1.02 Termination of a Material Definitive Agreement
The New Lease replaced the Company's
prior lease, dated as of December 10, 1996 with P.A.T. (Pensions)
Limited.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
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(d) |
Exhibits. |
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The following
exhibits are filed herewith: |
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Exhibit 99.1 – Lease
dated November 2, 2009, among O&T Properties Limited, The Female
Health Company |
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(UK) Plc. and The
Female Health Company. |
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Exhibit 99.2 –
Deed of Surrender dated November 2, 2009, among O&T Properties
Limited, The Female |
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Health Company (UK)
Plc., The Female Health Company Limited and The Female Health
Company. |
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Exhibit 99.3 –
Rent Deposit Deed dated November 2, 2009, between O&T Properties
Limited and The Female |
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Health Company (UK)
Plc. |
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.
THE
FEMALE HEALTH COMPANY
Date: November 6,
2009
BY /s/ Donna
Felch
Donna
Felch, Vice President and
Chief Financial Officer
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