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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) OCTOBER 25, 1996
TECHNICLONE INTERNATIONAL CORPORATION
(Exact name of Registrant as specified in its charter)
CALIFORNIA 0-17085 95-3698422
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No)
14282 FRANKLIN AVENUE, TUSTIN, CALIFORNIA 92780
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (714) 838-0500
NOT APPLICABLE
(Former name or former address, if changed since last report)
Page 1 of 38
Exhibit Index on Page 4
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ITEM 5. OTHER EVENTS
On October 25, 1996, the Company closed the purchase of the real
property commonly known as 14272 Franklin Avenue, Tustin, California pursuant to
the Purchase Agreement for Real Property and Escrow Instructions dated as of
September 11 , 1996 with TR KOLL TUSTIN TECH CORP. ("Koll"). The Company
purchased the property for an aggregate purchase price of $1,524,663. The
Company made a down payment of $504,663 and financed the balance of $1,020,000
with a loan from Imperial Thrift and Loan Association pursuant to a Promissory
Note dated October 24, 1996 (the "Note"). The Note provides for one principal
and interest payment of $12,618.02 on December 1, 1996 and 59 consecutive
monthly principal and interest payments of $10,733.85 beginning January 1, 1997
with interest calculated on the unpaid principal balance at an interest rate of
9.5% per annum, 119 consecutive monthly principal and interest payments in the
initial amount of $10,906.84 beginning December 1, 2004 with interest calculated
on the unpaid principal balance at an interest rate of 4.250 percentage points
above the Six Month London Interbank Offered Rate ("LIBOR") and one principal
and interest payment in the initial amount of $10,906.73 on November 1, 2011
with interest calculated on the unpaid principal balance of 4.250 percentage
points above LIBOR. The Note is secured pursuant to the terms of a Commercial
Security Agreement dated October 24, 1996, a Deed of Trust dated October 24,
1996 and an Assignment of Leases and Rents dated October 24, 1996.
This 24,201 square foot building is adjacent to the Company's existing
building which was purchased in April 1996. The building to be purchased is
partially occupied by tenants under the terms of leasing arrangements and the
balance of the building, consisting of approximately 5,000 square feet, will be
occupied by the Company over the next six months to support expanded in-house
research and development operations. The Company retains the option to terminate
the tenant leases at the end of a two year period if needed to expand its
antibody production capabilities.
ITEM 7. EXHIBITS
EXHIBIT NO. DESCRIPTION
10.1 Promissory Note dated October 24, 1996 in the original principal amount
of $1,020,000 payable to Imperial Thrift and Loan Association by
Registrant.
10.2 Deed of Trust dated October 24, 1996 among Registrant and Imperial
Thrift and Loan Association.
10.3 Assignment of Leases and Rents dated October 24, 1996 between
Registrant and Imperial Thrift and Loan Association.
10.4 Commercial Security Agreement dated October 24, 1996 between Imperial
Thrift and Loan Association and Registrant.
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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 thereunto duly authorized.
TECHNICLONE INTERNATIONAL
CORPORATION
Date: October 29, 1996 By: /s/ R.C. SHEPARD
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R.C. Shepard
Assistant Secretary
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EXHIBIT INDEX
SEQUENTIAL
EXHIBIT NO. DESCRIPTION PAGE NO.
10.1 Promissory Note dated October 24, 1996 in the original
principal amount of $1,020,000 payable to Imperial Thrift
and Loan Association by Registrant. 5
10.2 Deed of Trust dated October 24, 1996 among
Registrant and Imperial Thrift and Loan Association. 8
10.3 Assignment of Leases and Rents dated October 24,
1996 between Registrant and Imperial Thrift and
Loan Association. 24
10.4 Commercial Security Agreement dated October 24,
1996 between Imperial Thrift and Loan Association
and Registrant. 32
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