Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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10: EX-23.1 Consent of Experts or Counsel HTML 25K
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12: EX-31.2 Certification -- §302 - SOA'02 HTML 31K
13: EX-32.1 Certification -- §906 - SOA'02 HTML 28K
28: R1 Cover HTML 91K
62: R2 Condensed Balance Sheets HTML 98K
85: R3 Unaudited Condensed Statements of Operations HTML 79K
40: R4 Unaudited Condensed Statements of Redeemable HTML 111K
Convertible Preferred Stock and Stockholders'
Equity
27: R5 Statements of Cash Flows HTML 142K
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Convertible Preferred Stock and Stockholders'
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84: R7 Condensed Balance Sheets - (Parenthetical) HTML 66K
38: R8 Statement of Cash Flows (Parenthetical) HTML 26K
29: R9 Organization - (Notes) HTML 35K
71: R10 Summary Of Significant Accounting Policies - HTML 147K
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80: R11 Other Financial Information - (Notes) HTML 81K
52: R12 Borrowings - (Notes) HTML 49K
22: R13 Warrants to Purchase Common or Preferred Stock - HTML 45K
(Notes)
72: R14 Commitment and Contingencies - (Notes) HTML 52K
81: R15 Fair Value Measurements - (Notes) HTML 65K
53: R16 Redeemable Convertible Preferred Stock HTML 39K
23: R17 Stockholders' Equity (Deficit) HTML 30K
73: R18 Stock Option Plan HTML 87K
79: R19 Income Taxes HTML 102K
42: R20 Related Parties HTML 31K
30: R21 401(k) Plan HTML 27K
58: R22 Subsequent Events HTML 30K
82: R23 Summary Of Significant Accounting Policies - HTML 107K
Policies
43: R24 Summary Of Significant Accounting Policies - HTML 119K
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31: R25 Other Financial Information - (Tables) HTML 84K
59: R26 Borrowings - (Tables) HTML 38K
83: R27 Warrants to Purchase Common or Preferred Stock - HTML 44K
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41: R28 Commitment and Contingencies (Tables) HTML 65K
32: R29 Fair Value Measures and Disclosures (Tables) HTML 67K
26: R30 Stock Option Plan (Tables) HTML 90K
56: R31 Income Taxes (Tables) HTML 103K
78: R32 Organization - (Details) HTML 51K
70: R33 Summary Of Significant Accounting Policies - HTML 52K
Narrative (Details)
25: R34 Summary Of Significant Accounting Policies - HTML 52K
Revenue by Major Payers (Details)
54: R35 Summary Of Significant Accounting Policies - HTML 38K
Disaggregation of Revenue (Details)
77: R36 Summary Of Significant Accounting Policies - Cash, HTML 35K
cash equivalents and restricted cash (Details)
69: R37 Summary Of Significant Accounting Policies - HTML 36K
Securities (Details)
24: R38 Other Financial Information - Narrative (Details) HTML 32K
57: R39 Other Financial Information - Prepaid expenses HTML 38K
(Details)
36: R40 Other Financial Information - Property and HTML 45K
equipment (Details)
45: R41 Other Financial Information - Accrued liabilities HTML 48K
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88: R42 Borrowings - Narrative (Details) HTML 78K
66: R43 Borrowings - Future minimum payments (Details) HTML 49K
34: R44 Warrants to Purchase Common or Preferred Stock - HTML 36K
Narrative (Details)
44: R45 Warrants to Purchase Common or Preferred Stock - HTML 40K
Outstanding warrants (Details)
87: R46 Commitment and Contingencies - Narrative (Details) HTML 55K
65: R47 Commitment and Contingencies - Minimum annual HTML 69K
lease payments under non-cancelable lease
arrangements (Details)
33: R48 Fair Value Measurements - Fair value measurement HTML 45K
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46: R49 Fair Value Measurements- Fair value level 3 HTML 42K
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49: R50 Redeemable Convertible Preferred Stock (Details) HTML 83K
19: R51 Stockholders' Equity (Deficit) (Details) HTML 49K
67: R52 Stock Option Plan - Narrative (Details) HTML 71K
74: R53 Stock Option Plan - Stock Option Activity HTML 83K
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51: R54 Stock Option Plan - Fair Value Assumptions HTML 46K
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20: R55 Stock Option Plan - Stock-Based Compensation HTML 34K
Expense (Details)
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Future Issuance (Details)
75: R57 Income Taxes (Details) HTML 39K
48: R58 Income Taxes - Components of Income Tax Expense HTML 48K
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Tax Rate (Details)
63: R60 Income Taxes - Reconciliation of Deferred Tax HTML 61K
Assets and Liabilities (Details)
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47: R62 Related Parties (Details) HTML 45K
37: R63 401(k) Plan (Details) HTML 28K
64: R64 Subsequent Events (Details) HTML 42K
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This Extension of Lease is made on February 25, 2020, between
Liberty Vista, a California limited partnership ("Lessor"), whose address is 1000 Pioneer Way, El Cajon. CA 92020,
and Exagen Diagnostics. lnc., ("Lessee"), with reference to 1221 Liberty Way, San Diego, CA 92083 who agree as
follows:
1.Recitals. This Extension of Lease is made with reference to the following facts and objectives:
a.Lessor
and Lessee entered into a written Lease dated August 15, 2014, as extended February 1, 2018 ("the Lease") in which Lessor leased to
Lessee, and Lessee leased from Lessor, premises located in the City of San Diego, County of San Diego,
California, commonly known as 1221 Liberty Way, San Diego, CA 92083, consisting of approximately 19,504 square
feet ("Premises").
b.The term of the Lease expires on January 31, 2021.
c.The parties desire to extend the term of the Lease
for an additional period of five (5) years beginning February 1, 2021.
2.Extension of Term.
The term of the Lease shall be extended for an additional period of five (5) years from and after February 1, 2021, so that the term of the Lease
shall extend to and include January 31, 2026.
3.Base Monthly Rent. Base monthly rent for the extended term shall be as follows:
4.Rent Abatement. Base Monthly Rent shall be 50% abated commencing
the first full month after execution of this extension and continuing for a total of ten (10) months thereafter. Rent Abatement is contingent upon
this Extension being executed by Lessee no later than March 6, 2020 at 4pm PST. If the Extension is executed after this
time the abated rent shall be nine (9) months and decline at a rate of one (1) month of rent abatement for each one (1)
week delay in executing the Extension.
5.Signage. Lessee will be permitted to install reasonable
and appropriate signage, subject to applicable laws and regulations and Lessors prior written consent.
6.Condition
of Premise. The property will be delivered in its "as-is" condition upon lease extension
execution.
7.Tenant Improvement Allowance. Lessor hereby grants to Lessee a tenant improvement
allowance of Seventy-Five Thousand Dollars ($75,000.00) (the "Allowance"). If the Tenant Improvement
costs exceeds the Allowance, Lessee agrees to pay for such excess using its funds or the Lessor
provided "Additional Allowance" of up to Fifty Thousand Dollars ($50,000.00). Any portion of the Additional
Allowance used by Lessee shall be amortized over the remaining term of the lease at 7% annual increase
and paid monthly as additional Base Rent. The Allowance and Additional Allowance (collectively the "Allowances")
are to be used for the payment of the cost of preparing all plans and specifications, the payment of plan
check, permit and fees relating to construction of the tenant improvements, and construction of the tenant
improvements. Lessor shall not charge a construction management or supervision fee for its oversight of the Tenant Improvements.
The cost of the Tenant Improvements shall be charged against the Allowances. In no event will the Allowances
be used to pay for Lessee's furniture, artifacts, equipment, telephone systems or any other
items of personal property or Lessee. All tenant improvements must be approved by Lessor and permitted with the local governing authority
prior to construction. Any unused portion of the Allowances as of January 31, 2021 will not be refunded
to Lessee or be available to Lessee as a credit against any obligations of Lessee under the
Lease. Lessor shall reimburse Lessee for approved expenses upon receipt of copies of paid invoices and appropriate lien
releases from outside contractors.
Lessee inherited improvements from the previous tenant and has continued to make capital improvements
to the Premises; therefore, Lessee shall not be responsible for any restoration of improvements completed
prior to this extension agreement.
8.ADA Compliance. Lessor warrants that to the best of its knowledge the exterior
improvements meet applicable ADA requirements. If the exterior improvements do not comply
with said warranty, Lessor shall, except as otherwise provided in the Lease, promptly after receipt of written notice from Lessee setting
forth with specificity the nature and extent of such non compliance, rectify the same at Lessor's expense. If Lessee does not give Lessor written notice
of
non-compliance with this warranty by January 31, 2021, correction of that non-compliance
shall be the obligation of the Lessee at Lessee's sole cost and expense.
9.Lessor's Work. Lessor shall be responsible
for delivering all exterior building lights in good operating condition and removing the four (4) dead
trees at the entrance of the building (subject to Lessors review of specific trees) within
60 days of a fully executed lease Extension.
10.Maintenance and Operating Costs and Obligations. Lessor will arrange for
the management of the property and arrange and supervise the maintenance of the landscaping, parking lot, roof, HVAC equipment. building exterior. Lessee will reimburse Landlord for the appropriate costs and appropriate reserves.
11.Governmental
Regulations. Lessor will be responsible for any binding governmental order pertaining to the property that is not related to Lessee's use, occupancy or alteration
of the property. Lessee will be responsible for any governmental order pertaining to the property that is related to its use, occupancy or alteration of the property.
12.Option.
Lessor hereby grants to Lessee the option to extend the term of this Lease for one (1) five (5) year period at Fair Market Value, commencing
when the prior term expires. In order to exercise an option to extend, Lessee must give written notice of such election to Lessor at least nine (9) months prior to the date that the option period would commence. The Base
Rent during the first year of the option period shall be at the then prevailing fare market rate, but not less than the Base Rent in effect immediately prior to the commencement of the extended term. Thereafter,
on each anniversary of the commencement of the extended term, the Base Rent will increase by 3%.
13.Utilities. Lessee will be responsible for all utilities serving the property.
14.FF&E.
Lessee has the right, at its sole cost and expense, to repair, replace, or dispose of all existing furniture in the building. Lessor shall have no further rights to said furniture.
15.Security
Deposit: Lessee's Security Deposit shall be $22,000.00. Lessor currently holds a Security Deposit of $40,412.00 and will return to Lessee $18,412.00 within 30 days of executing
this Extension.
16.Lessor Ownership Assignment. The Lessor of the premises was assigned from Oak Properties, a California general partnership
to: Liberty Vista, a California limited partnership.
17.Effectiveness of Lease. Except as set forth in this Extension of Lease,
all the provisions of the Lease shall remain unchanged and in full force and effect.