47 unchanged sentences
Other Information
−Removed: On February 8, 2022, we entered into a lease agreement, or the Lease, with Gemdale Aperture Phase I, LLC for the lease of approximately 535,000 gross square feet of office, laboratory and ancillary space, or the Premises, on a 15.72-acre campus located at 6040 Edgewood Bend Court, San Diego, California 92130, or the Property, for our future principal executive offices, and laboratory space for research and development and related uses.
−Removed: The Premises will be delivered to us in two phases, with the initial Premises consisting of two buildings containing a total of approximately 240,000 gross square feet, or Phase 1, and the subsequent premises consisting of two buildings containing a total of approximately 295,000 gross square feet, or Phase 2.
−Removed: We also have the option to expand into a to-be-constructed fifth building, which would contain approximately 121,000 gross square feet, subject to the terms set forth in the Lease.
−Removed: Subject to certain conditions set forth in the Lease, we also have a right of first refusal to purchase the Property.
−Removed: The commencement date for Phase 1 is expected to occur on or around March 28, 2023, or the Phase 1 Commencement Date, and the commencement date for Phase 2 is expected to occur on or around February 1, 2025.
−Removed: The Lease will have an initial term of approximately 13 years and 7 months, commencing on the Phase 1 Commencement Date, unless terminated earlier, or the Term.
−Removed: We have two options to extend the Term by five years each.
−Removed: Base rent for each of Phase 1 and Phase 2 will be abated for 10 months following the Phase 1 Commencement Date and Phase 2 Commencement Date, respectively.
−Removed: Following the abatement period for Phase 1, the base rent payable for Phase 1 will be $6.00 per gross square foot, or approximately $1.4 million per month, which amount will increase by 3% per year over the Term.
−Removed: Following the abatement period for Phase 2, the per gross square foot base rent payable for Phase 2 will be equal to the per gross square foot base rent being paid for the Phase 1 Premises at such time.
−Removed: We will also enter into a letter of credit equal to base rent due for the Premises during the last month of the initial Term.
−Removed: Upon vacating our current principal executive offices at 12780 El Camino Real, San Diego, California 92130, we intend to sublet such facilities.
−Removed: The foregoing description of the material terms of the Lease is qualified in its entirety by reference to the full text of the Lease, a copy of which will be filed as an exhibit to a subsequent filing with the SEC.
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Directors, Executive Officers and Corporate Governance
48 unchanged sentences
Bank National Association, as Trustee
+Added: Incorporated by reference to Exhibit 4.3 of the Company’s Annual Report on Form 10-K filed on February 11, 2022
4.4 Description:
42 unchanged sentences
10.4* Description:
−Removed: License Agreement dated February 9, 2017 between BIAL– Portela & CA, S.A.
−Removed: and the Company
−Removed: Incorporated by reference to Exhibit 10.4 of the Company's Quarterly Report on Form 10-Q filed on May 5, 2021
−Removed: 10.5* Description:
Collaboration and License Agreement dated January 28, 2019 between Voyager Therapeutics, Inc.
19 unchanged sentences
Collaboration and License Agreement dated November 22, 2021 between Heptares Therapeutics Limited and the Company
+Added: Incorporated by reference to Exhibit 10.10 of the Company’s Annual Report on Form 10-K filed on February 11, 2022
Equity Plans and Related Agreements :
14 unchanged sentences
Neurocrine Biosciences, Inc.
−Removed: 2018 Employee Stock Purchase Plan dated May 30, 2018
−Removed: Incorporated by reference to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed on May 30, 2018
+Added: 2018 Employee Stock Purchase Plan, as amended and restated
+Added: Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on August 4, 2022
Neurocrine Biosciences, Inc.
−Removed: 2020 Equity Incentive Plan
+Added: 2020 Equity Incentive Plan, as amended and restated
Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on August 4, 2022
2 unchanged sentences
2020 Equity Incentive Plan
+Added: Incorporated by reference to Exhibit 10.17 of the Company’s Annual Report on Form 10-K filed on February 11, 2022
Agreements with Officers and Directors :
4 unchanged sentences
Incorporated by reference to Exhibit 10.32 of the Company’s Annual Report on Form 10-K filed on February 11, 2008
−Removed: Employment Agreement dated November 3, 2014 between the Company and Kyle Gano
−Removed: Incorporated by reference to Exhibit 10.16 of the Company’s Annual Report on Form 10-K filed on February 6, 2020
Employment Agreement dated May 26, 2015 between the Company and Eric Benevich
7 unchanged sentences
Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on July 29, 2019
+Added: Employment Agreement dated November 29, 2021 between the Company and Jude Onyia
+Added: Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on August 4, 2022
Agreements Related to Real Property :
9 unchanged sentences
10.27 Description:
−Removed: Letter of Credit dated December 3, 2007, issued by Wells Fargo Bank, N.A.
−Removed: for the benefit of Kilroy Realty, L.P., as amended on November 20, 2014 and June 19, 2017
−Removed: Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed on December 10, 2007;
−Removed: Exhibit 10.5 of the Company’s Annual Report on Form 10-K filed on February 9, 2015;
−Removed: and Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on August 3, 2017
−Removed: 10.29 Description:
Third Amendment to Amended and Restated Lease between the Company and Kilroy Realty, L.P.
1 unchanged sentence
Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on November 4, 2019
+Added: 10.28 Description:
+Added: Commercial Lease dated February 8, 2022, by and between the Company and Gemdale Aperture Phase I, LLC
+Added: Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on May 4, 2022
+ Management contract or compensatory plan or arrangement.
38 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.