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Related Party Transactions
9 Months Ended
Sep. 30, 2017
Related Party Transactions [Abstract]  
Related Party Transactions
Related Party Transactions
 
December 31, 2016
 
Activity
 
September 30, 2017
 
 
 
 
 
(unaudited)
Included in accounts payable, accrued expenses and other current liabilities on the consolidated balance sheets:
 

 
 

 
 

Affiliated companies (trade payables)
$
1,109,570

 
34,994

 
$
1,144,564

 
 
 
 
 
 
Included in current related party debt on the consolidated balance sheets:
 

 
 

 
 

Loan payable – 2011 Founders Note
$
4,325,000

 

 
$
4,325,000

Interest payable in-kind - 2011 Founders Note (i)
368,347

 
236,538

 
604,885

Promissory Note
2,000,000

 

 
2,000,000

Loan payable – BVH shareholder (STST)(ii)
9,278,800

 
(9,278,800
)
 

Total current related party debt
$
15,972,147

 
$
(9,042,262
)
 
$
6,929,885

 
(i)    Paid in cash
(ii) ST Shipping and Transport Pte. Ltd. ("STST")


 In November 2014, the Company entered into a $5,000,000 Promissory Note (the “Note”) with Bulk Invest, Ltd., a company controlled by the Founders. The Note is payable on demand. Interest on the Note is 5%. The Company repaid a net amount of $3,000,000 since the Note's inception.
 
BVH entered into an agreement for the construction of two new ultramax newbuildings in 2013. Shareholder loans totaling $9,278,800 at December 31, 2016, were provided in order to make deposits on these contracts. The loans were converted to equity in conjunction with the acquisition of the noncontrolling interest in BVH on January 27, 2017. BVH is a wholly-owned subsidiary of the Company after the acquisition.
 
On October 1, 2011, the Company entered into a $10,000,000 loan agreement with the Founders, which was payable on demand at the request of the lenders (the 2011 Founders Note). The note bears interest at a rate of 5%. The balance of the 2011 Founders Note was $4,325,000 at September 30, 2017 and December 31, 2016.

Dividends payable consist of the following, all of which are payable to related parties:

 
 
2008
common
stock
dividend
 
2012
common
stock
special
dividend
 
2013
common
stock
dividend
 
2013
Odyssey
and Orion
dividend
 
Total
Balance at December 31, 2015
 
2,474,125

 
2,934,357

 
6,411,540

 
904,803

 
12,724,825

Paid in cash
 
(100,000
)
 

 

 

 
(100,000
)
Balance at December 31, 2016
 
2,374,125

 
2,934,357

 
6,411,540

 
904,803

 
12,624,825

Converted to common shares
 
(2,374,125
)
 
(2,010,875
)
 

 

 
(4,385,000
)
Paid in cash
 
(100,000
)
 
(1,001,424
)
 

 

 
(1,001,424
)
Balance at September 30, 2017
 
$

 
$
(77,942
)
 
$
6,411,540

 
$
904,803

 
$
7,238,401



 
Under the terms of a technical management agreement between the Company and Seamar Management S.A. (“Seamar”), an equity method investee, Seamar is responsible for the day-to-day operations for certain of the Company’s owned vessels and the two vessels operating under bareboat charters. During the three and nine-month periods ended September 30, 2017 and 2016, the Company incurred technical management fees of approximately $718,000 and $2,022,000; and $538,000 and $1,411,000, respectively, under this arrangement. These fees are included in vessel operating expenses in the consolidated statements of income. The total amounts payable to Seamar at September 30, 2017 and December 31, 2016 were approximately $1,145,000 and $1,110,000, respectively.