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 14, 2005
LaCROSSE FOOTWEAR, INC.
(Exact name of registrant as specified in its charter)
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| Wisconsin
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0-23800
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39-1446816 |
| (State or other jurisdiction of incorporation)
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(Commission file number)
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(IRS employer identification number) |
18550 NE Riverside Parkway, Portland, Oregon 97230
(Address of principal executive offices, including zip code)
(503) 776-1010
(Registrant’s telephone number, including area code)
Not Applicable
(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))
TABLE OF CONTENTS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
The disclosures contained under Items 1.02 and 2.03 below are incorporated into this Item 1.01 by
reference.
ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.
In connection with the newly executed lease described under Item 2.03 below, LaCrosse Footwear,
Inc., a Wisconsin corporation (the “Company”), Danner, Inc. , a Wisconsin corporation and
wholly-owned subsidiary of the Company (“Danner”), and ProLogis, a Maryland Real Estate Investments
Trust, have entered into a Lease Termination Agreement, dated October 17, 2005. The Lease
Termination Agreement terminates the current Multi-Tenant Industrial Triple Net Lease, originally
dated August 2000, between Danner and ProLogis with respect to 55,094 square feet of
office/warehouse space located in Portland, Oregon. The lease termination is effective upon the
earlier of (i) the date Danner fully vacates and surrenders the entire premises under the lease,
and (ii) forty-five (45) days following the “Possession Date” of the premises under the new lease
described in Item 2.03 below.
A copy of the Lease Termination Agreement is attached as Exhibit 10.1 to this report and is
incorporated herein. The foregoing description of the Lease Termination Agreement does not purport
to be complete and is qualified in its entirety by reference to such exhibit.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET
ARRANGEMENT OF A REGISTRANT.
On October 17, 2005, the Company announced that it has signed a Single-Tenant Industrial Triple Net
Lease (the “Lease”) with ProLogis for the occupancy of a newly constructed 144,690 square foot
building in Portland, Oregon. The building is expected to house the Company’s corporate
headquarters and distribution center for its Danner line of footwear products. The parties
executed the Lease on October 14, 2005, with an effective date of October 1, 2005. A copy of the
press release announcing the Lease is attached to this report as Exhibit 99.
The term of the Lease and occupancy is expected to commence on or about June 1, 2006. The monthly
base rent is scheduled for 120 months from the commencement of the Lease as follows:
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| Months |
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Monthly Base Rent |
1-24 |
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$ |
77,372.29 |
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25-48 |
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$ |
80,759.78 |
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49-72 |
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$ |
84,316.86 |
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73-96 |
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$ |
88,051.79 |
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96-120 |
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$ |
91,973.47 |
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The monthly base rent is subject to certain adjustments as provided in the Lease.
The addendum to the Lease provides the Company with an option to extend the term for one five-year
period. The addendum also provides the Company with a one-time option to terminate the Lease after
eighty-four (84) months of occupancy, provided the Company is not then in default under the Lease.
Should the Company choose to exercise this termination option, it must pay a fee to ProLogis equal
to three months’ base rent plus certain other variable amounts as further described in the addendum
to the Lease.
A copy of the Lease (including addendum) is attached as Exhibit 10.2 to this report and is
incorporated herein. The foregoing description of the Lease does not purport to be complete and is
qualified in its entirety by reference to such exhibit.
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