INFORMATION CONTAINED IN THIS REPORT ON FORM6-K
On July 19, 2019, Merus N.V. (the “Company”) entered into a lease (the “Lease”) with Kadans Science Partner XIII B.V. (“Landlord”), pursuant to which the Company agreed to lease approximately 5,070 square meters of office and laboratory space in a new multi-tenant office building that is to be constructed in Utrecht, the Netherlands (the “Premises”).
The initial term of the Lease is ten years from the date that the Premises are completed in accordance with certain specifications provided in a development agreement (attached hereto as Exhibit 2) with regard to the design, development and construction of the new multi-tenant office building of which the Premises is a part (the “Completion Date”), which is expected to occur inmid-2022. The Lease will renew for two5-year terms following the initial term, unless earlier terminated by the Company or the Landlord, except that the earliest the Landlord may terminate the lease is 20 years from the Completion Date. The Lease provides for an estimated initial rent of €1,323,780 per annum and will be due beginning on the Completion Date. The rent amount is subject to adjustment based on the consumer price index (the “CPI”) beginning on January 1, 2019 through the Completion Date and then annually thereafter, subject to certain limitations if the CPI is greater than 3.0%. The final initial rent amount is contingent upon, among other things, the parameters of the final constructed Premises and the CPI adjustment described above, and will be determined upon the Completion Date. The Company is also responsible for certainfit-out costs and service fees related to the Premises.
The descriptions of the Lease and the Development Agreement are qualified in their entirety by the Lease and the Development Agreement, which are furnished herewith as Exhibit 1 and Exhibit 2, respectively, and incorporated herein by reference. The information in this Report on Form6-K, Exhibit 1 and Exhibit 2 are hereby incorporated by reference into the Company’s Registration Statements on FormS-8 (File Nos.333-211497 and333-230708) and Registration Statement on FormF-3 (FileNo. 333-218432).