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NOTE RECEIVABLE
9 Months Ended
Sep. 30, 2022
Disclosure Note Receivable [Abstract]  
NOTE RECEIVABLE
7.
NOTE RECEIVABLE

 

Note receivable consists of the following at:

 

 

 

September 30,
2022

 

 

December 31,
2021

 

 

 

 

 

 

 

 

Note receivable-current

 

$

2,888

 

 

$

2,588

 

Note receivable-non-current

 

 

3,465

 

 

 

7,117

 

Total Note receivable

 

$

6,353

 

 

$

9,705

 

 

Effective January 1, 2019, the Company restructured its China distribution efforts by entering into two separate economic agreements as it relates to the commercialization of its Celsius products (i.e., the license and repayment of investment agreement with Qifeng, as described above). See Note 4 for information regarding the license agreement with Qifeng. Under a separate economic agreement, Qifeng will repay the marketing investments made by Celsius into the China market through 2018, over the same five-year period as the license agreement. The repayment, which was formalized via a note receivable from Qifeng (the "Note"), will need to be serviced even if the licensing agreement is cancelled or terminated. The Note is denominated in Chinese-Yuan.

 

Scheduled principal payments plus accrued interest for the Note are due annually on March 31 of each year starting in 2020. The note receivable is recorded at amortized cost and accrues interest at a rate per annum initially equal to the weighted average of 5% of the outstanding principal up to $5 million and 2% of the outstanding principal above $5 million. On June 12, 2020, it was agreed to fix the interest rate at 3.21% which reflected the weighted average interest rate for the 5-year period of the Note. For the three months ended September 30, 2022 and 2021, interest income for the Note was approximately $0.1 million and $0.1 million, respectively. For the nine months ended September 30, 2022 and 2021, interest income for the Note was approximately $0.2 million and $0.2 million, respectively.

 

The Company assesses the note receivable for impairment at each reporting period, by evaluating whether it is probable that the Company will be unable to collect all the contractual principal and interest payments as scheduled in the Note, based on historical experience of Qifeng’s ability to pay, the current economic environment and other factors. If the Note is determined to be impaired, the impairment is measured based on the present value of the expected future cash flows under the Note, discounted at the Note’s effective interest rate. At September 30, 2022, the Note was not deemed to be impaired. Payment in-full was received in April 2022 pertaining to the amounts due on March 31, 2022.

 

As evidence of solvency for the Note, a stock certificate in Celsius Holding's Inc. which amounts to 30,000 of shares owned by an affiliate under common control of Qifeng is being held at a brokerage account. A letter of guarantee was executed with several restrictions regarding their shares. In particular, it was agreed that the stock would not be sold or transferred without the prior written consent from Celsius Holding's, Inc. There are other restrictions and agreements, which include that a statement of account will be provided to Celsius on a quarterly basis to confirm and validate the existence of the remaining shares. The shares serve as one component of management's consideration when evaluating impairment indicators.