Note 6 - Related Party Debt Agreements |
12 Months Ended |
|---|---|
Jun. 30, 2017 | |
| Notes to Financial Statements | |
| Related Party Debt Agreement Disclosure [Text Block] |
NOTE
6 - RELATED PARTY DEBT AGREEMENTS
Esenjay Unrestricted Line Of Credit Between October 2011 and September 2012, the Company entered into three debt agreement with Esenjay Investments, LLC (“Esenjay”). Esenjay is deemed to be a related party as Mr. Michael Johnson, the beneficial owner and director of Esenjay is a current member of our board of directors and a major shareholder of the Company (owning approximately 64% of our outstanding common shares as of June 30, 2017). The three debt agreements consisted of a Bridge Loan Promissory Note, a Secondary Revolving Promissory Note and an Unrestricted Line of Credit (collectively, the “Loan Agreements”). On December 31, 2015, the Bridge Loan Promissory Note and the Secondary Revolving Promissory Note expired leaving the Unrestricted Line of Credit, available for future draws. The Unrestricted Line of Credit has a maximum borrowing amount of $10,000,000, is convertible at a rate of $0.60 per share, bears interest at 8% per annum and matures on January 31, 2019.
Advances under the Unsecured Line of Credit are subject to Esenay's approval.
On December 29, 2015, we entered into a Second Amendment to the Unrestricted Line of Credit (“Second Amendment”), with Esenjay which modified certain terms of the Unrestricted Line of Credit resulting in approximately
$310,000 of debt issuance costs, and accordingly, was amortized over the remaining seven -month term through July 30, 2016, at which time it was fully amortized. During the years ended June 30, 2017 and 2016, we recorded approximately $44,000 and $266,000, respectively of deferred financing amortization costs, which are included in interest expense in the accompanying consolidated statements of operations.In August 2016 and April 2016,
$400,000 and $1,350,000, respectively, of the outstanding debt under the Unrestricted Line of Credit was settled, in conjunction with our then outstanding private placement discussed further in Note 8, via the issuance of 4,375,000 shares of our common stock. The common stock shares issued during fiscal 2017 and 2016 as settlement of the Unrestricted Line of Credit have not been registered under the Securities Act. The shares were offered and sold in reliance upon exemptions from registration pursuant to Section 4 (a)(2 ) of the Securities Act. The transactions have been accounted for as a capital transaction in accordance with FASB ASC Topic No. 470 -50, “Debt, Modifications and Extinguishments ”. Accordingly, no The outstanding principal balance of the Unrestricted Line of Credit as of June 30,
2017 was $5,185,000, convertible into 8,642,000 shares of common stock, resulting in a remaining $4,815,000 available for future draws under this agreement, subject to lender’s approval. During the years ended June 30, 2017 and 2016, the Company recorded approximately $162,000 and $92,000, respectively of interest expense in the accompanying consolidated statements of operations related to the Unrestricted Line of Credit. Subsequent to June 30, 2017, we have borrowed $1,335,000 under the credit facility (see Note 15 ). Shareholder Convertible Promissory Note On
April 27, 2017, we formalized an oral agreement for advances totaling $500,000, received from a shareholder (“Shareholder”) into a written Convertible Promissory Note (the “Convertible Note”). Borrowings under the Convertible Note accrue interest at 12% per annum, with all unpaid principal and accrued interest due and payable on October 27, 2018. In addition, at any time commencing on or after the date that is six (6 ) months from the issue date, at the election of Shareholder, all or any portion of the outstanding principal, accrued but unpaid interest and/or late charges under the Convertible Note may be converted into shares of the Company’s common stock at a conversion price of
$1.20 per share; provided, however, the Shareholder shall not have the right to convert any portion of the Convertible Note to the extent that the Shareholder would beneficially own in excess of 5% of the total number of shares of common stock outstanding immediately after giving effect to the issuance of shares of common stock issuable upon conversion of the Convertible Note. As a result, the Convertible Note is convertible into 416,667 shares of common stock at June 30, 2017. During the year ended June 30, 2017, the Company recorded approximately $22,000 of interest expense in the accompanying consolidated statements of operations related to the Unrestricted Line of Credit. |