XML 27 R16.htm IDEA: XBRL DOCUMENT v3.21.2
Note 10 - Subsequent Events
6 Months Ended
Jun. 30, 2021
Notes to Financial Statements  
Subsequent Events [Text Block]

NOTE 10 SUBSEQUENT EVENTS

 

On July 2, 2021, the Company completed an offering of 2,300,000 depository shares evidenced by depositary receipts each representing a 1/1000th fractional interest in a share of Series A Preferred Stock for net proceeds of approximately $54 million (“Depositary Share Offering”). Dividends on the Series A Preferred Stock underlying the Depositary Shares will be paid when declared by the Board at a fixed rate of 8.875% with liquidation preference equivalent to $25.00 per Depositary Share which ranks junior to the liquidation preference of the Series 1 Preferred Stock.

 

On June 28, 2021, an affiliate of BRS entered into an assignment and assumption agreement (“Assignment”) whereby it agreed to purchase all outstanding obligations under the Senior Secured Debt for $77.5 million. This Assignment closed on July 2, 2021. In conjunction with the closing of the Assignment, the Company issued 363,566 shares of the Company’s common stock to Apollo, and BRS received a debt structuring fee of $1,925,000.

 

On July 2, 2021, the Company entered into a new $50 million senior secured credit agreement with Lenders and BRS, as administrative agent. The New Loan will mature on July 2, 2024, unless the maturity is accelerated subject to the terms of the New Loan. Interest will be paid quarterly beginning on September 30, 2021 at a rate of seven percent per annum. 

 

In connection with the New Loan, on July 2, 2021 the Company issued to the Lenders two warrants, each granting an option to purchase 500,000 shares of our common stock (the “Warrants”). The A Warrants may be exercised any time prior to July 2, 2024 (the “Expiration Date”) and have an exercise price of $17.38. The B Warrants may be exercised in the period from 180 days after the original issuance date to the Expiration Date and have an exercise price of $21.72.

 

The proceeds of the New Loan, together with the proceeds received from the Depositary Share Offering, were used (a) to repay all our outstanding obligations under our existing Senior Secured Debt in the amount of $77.5 million, (b) to deposit approximately $10.2 million into a segregated account, representing an amount sufficient to pre-fund eight quarterly dividend payments on the Series A Preferred Stock underlying the Depositary Shares issued in the Depositary Share Offering, and (c) to pay transaction related expenses. The remaining proceeds will be used for working capital needs and for general corporate purposes.