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): March 13, 2007
NATIONAL HEALTH PARTNERS, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Indiana |
| 000-51731 |
| 04-3786176 |
State or Other Jurisdiction of |
| (Commission |
| (IRS Employer |
Incorporation or Organization) |
| File Number) |
| Identification Number) |
120 Gibraltar Road, Suite 107 |
|
|
Horsham, Pennsylvania |
| 19044 |
(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (215) 682-7114
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
The information provided in Item 2.03 below is hereby incorporated by reference.
Section 2 — Financial Information.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On March 13, 2007, National Health Partners, Inc. (the “Company”) entered into a First Amendment to Lease Agreement (the “Amendment”) with Liberty Property Limited Partnership. The Amendment extends the term of the Company’s existing lease (the “Lease”) of approximately 7,100 square feet of office space located at 120 Gibraltar Road, Suite 107, Horsham, Pennsylvania 19044 from May 31, 2007 to May 31, 2010. The Amendment provides for an initial monthly rent payment of $7,803 and an initial monthly operating expense payment of approximately $5,600. The Company will be required to make minimum annual rent payments of approximately $93,640, $97,170 and $100,705, respectively, and estimated annual operating expense payments of approximately $67,000 (subject to periodic increases) during the three-year term of the Amendment. The Amendment contains standard and customary provisions regarding events of default by the Company, the occurrence of any of which could obligate the Company to immediately pay the full amount of rent payable but not yet due over the remainder of the term of the Amendment.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms of the Lease filed as Exhibit 10.12 to the Company’s Registration Statement on Form SB-2, File No. 333-126315, as amended, and incorporated by reference herein, and the Amendment filed as Exhibit 10.2 to this Current Report on Form 8-K and incorporated by reference herein.
Section 9 — Financial Statements and Exhibits.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is hereby filed with this report.
10.1 Agreement of Lease, dated April 22, 2004, between Liberty Property Limited Partnership and the Company (incorporated by reference to Exhibit 10.12 to the registration statement on Form SB-2, File No. 333-126315, initially filed with the Securities and Exchange Commission on June 30, 2005, as amended)
10.2 First Amendment to Lease Agreement dated March 13, 2007 by and between the Company and Liberty Property Limited Partnership
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.
| NATIONAL HEALTH PARTNERS, INC. | |
|
|
|
|
|
|
Dated: March 19, 2007 |
| /s/ Alex Soufflas |
|
| Alex Soufflas |
|
| Chief Financial Officer |
Exhibit Number |
|
|
| Description |
10.2 |
| First Amendment to Lease Agreement dated March 13, 2007 by and between the Company and Liberty Property Limited Partnership |