XML 29 R18.htm IDEA: XBRL DOCUMENT v3.25.0.1
Loans Payable
 6 Months Ended
Dec. 31, 2024
Loans Payable  
Loans Payable

12. Loans Payable

 

As of December 31, 2024, loans payable consisted of two equipment loans and a bridge promissory note (as described below).

 

Bridge Promissory Note

 

On August 6, 2024, we entered into a bridge promissory note (the “Bridge Note”) with Lytton-Kambara Foundation (the “Lender”) pursuant to which the Lender extended a loan to the Company in the principal amount of $3,000,000 (the “Loan”). The Loan is subject to an original issue discount of 7%. After deducting the original issue discount, fees paid to our placement agent, and certain expenses, the Company received net proceeds of $2,700,000.

 

The Bridge Note is unsecured, bears interest at the rate of 12.5% per annum and has a 1-year term, maturing on August 6, 2025 (the “Maturity Date”), at which time the entire principal amount of the Bridge Note and all accrued but unpaid interest is due and payable in full.

 

We may prepay the principal outstanding under the Bridge Note at any time prior to the Maturity Date at 105% of the prepaid principal amount plus any unpaid accrued interest. Upon the consummation of a transaction resulting in a Change of Control (as defined in the Bridge Note) we are required to repay the holder of the Bridge Note in cash an amount equal to 105% of the outstanding principal balance of the Bridge Note plus unpaid accrued interest on the original principal.

 

The Bridge Note contains customary representations, warranties and covenants for agreements of this type and provides for customary events of default, including among other things, failure to make payments when due, breaches of representations and warranties, and certain bankruptcy and insolvency events. Upon an event of default, the Bridge Note’s interest rate shall increase to 18% per annum and the Bridge Note holder may, at its option, accelerate the Bridge Note whereupon the entire principal amount thereof and all accrued but unpaid interest shall be due and payable in full.

Equipment Loans

 

In December 2020, ISP Latvia received an equipment loan from a third party (the “2020 Equipment Loan”), which party is also a significant customer. The 2020 Equipment Loan was collateralized by certain equipment. The initial advance under the 2020 Equipment Loan was 225,000 EUR (or USD $275,000), payable in equal installments over 60 months, the proceeds of which were used to make a prepayment to a vendor for equipment to be delivered at a future date. An additional 225,000 EUR (or USD $267,000) was drawn in September 2021, which proceeds were paid to the vendor for the equipment, payable in equal installments over 52 months. The 2020 Equipment Loan bears interest at a fixed rate of 3.3%.

 

In May 2023, ISP Latvia entered into an equipment loan with a third party financial institution (the “2023 Equipment Loan”).  The 2023 Equipment Loan is collateralized by certain equipment. The initial advance under the 2023 Equipment Loan was 128,815 EUR (or USD $141,245), the proceeds of which were used to make a prepayment to a vendor for equipment to be delivered at a future date. The final advance for the final payment to the equipment vendor was 132,674 EUR (or USD $141,815). The 2023 Equipment Loan is payable over 48 months, with monthly installments that began on January 1, 2024. The 2023 Equipment Loan bears interest at the six-month EURIBOR rate, plus 2.84% (5.63% as of December 31, 2024).

 

Future maturities of loans payable are as follows:

 

 

 

Promissory Note

 

 

Equipment Loans

 

 

Total

 

Fiscal year ending:

 

 

 

 

 

 

 

 

 

June 30, 2025 (remaining six months)

 

$—

 

 

$102,567

 

 

$102,567

 

June 30, 2026

 

 

3,000,000

 

 

 

145,465

 

 

 

3,145,465

 

June 30, 2027

 

 

—

 

 

 

102,844

 

 

 

102,844

 

June 30, 2028

 

 

—

 

 

 

68,563

 

 

 

68,563

 

Total payments

 

$3,000,000

 

 

$419,439

 

 

$3,419,439

 

Unamortized loan issuance costs

 

 

 

 

 

 

 

 

 

 

(179,167)

Loans payable

 

 

 

 

 

 

 

 

 

$3,240,272

 

Less current portion

 

 

 

 

 

 

 

 

 

 

(3,017,443)

Non-current portion

 

 

 

 

 

 

 

 

 

$222,829