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Simplify Loan | 9 Months Ended
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Sep. 30, 2024
Simplify Loan |
Simplify Loan | 12. Simplify Loan On August 19, 2024, the Company entered into an amended and restated promissory note (the “Amended Promissory Note”), in connection with the amendment to the March 13, 2024 working capital loan agreement with Simplify, a related party as further described in Note 18 (the “Simplify Loan”), pursuant to which the Company has available up to $50,000 (originally $25,000) at ten percent (10.0%) interest rate per annum (the “Applicable Interest Rate”), payable monthly in arrears with a maturity on December 1, 2026 (originally March 13, 2026). The Simplify Loan is secured by certain assets of the Company and its subsidiaries, which are also guarantors of the obligations. In connection with the Amended Promissory Note, on August 19, 2024, the Company and Simplify also entered into a common stock purchase agreement (the “Common Stock Purchase Agreement”), whereby $15,000 of outstanding indebtedness under the Simplify Loan was exchanged for shares of the Company’s common stock, as further described under the heading Common Stock Purchase Agreement in Note 14 and under the heading Simplify Loan Exchange for Common Stock in Note 18. In the event of a default, including but not limited to the failure to pay any amounts when due, the interest will accrue at the Applicable Interest Rate plus five percent (5.0%) and the Simplify Loan will be payable upon demand by Simplify. As of September 30, 2024, the balance outstanding on the Simplify Loan was $1,100. In connection with the closing of the Simplify Loan, the Company borrowed $3,448 to repay the outstanding loan balance, accrued interest, certain fees and contingency reserves under the Line of Credit. Information for the three months and nine months ended September 30, 2024 and 2023 with respect to interest expense related to the debt is provided below. Interest Expense The following table represents interest expense: Summary of Interest Expense
|  | 2024 |  |  | 2023 |  |  | 2024 |  |  | 2023 |
|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2024 |  |  | 2023 |  |  | 2024 |  |  | 2023 |
Amortization of debt costs: |  |  |  |  |  |  |  |  |  |  |  |
Line of Credit |  | $ | - |  |  | $ | 54 |  |  | $ | 418 |  |  | $ | 161 |
2023 Notes |  |  | - |  |  |  | 64 |  |  |  | 113 |  |  |  | 64 |
Senior Secured Notes |  |  | 23 |  |  |  | 228 |  |  |  | 68 |  |  |  | 676 |
Delayed Draw Term Notes |  |  | 2 |  |  |  | 26 |  |  |  | 8 |  |  |  | 77 |
2022 Bridge Notes |  |  | 5 |  |  |  | 161 |  |  |  | 19 |  |  |  | 1,200 |
Total amortization of debt costs |  |  | 30 |  |  |  | 533 |  |  |  | 626 |  |  |  | 2,178 |
Noncash and accrued interest: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
2023 Notes |  |  | 204 |  |  |  | - |  |  |  | 608 |  |  |  | - |
Senior Secured Notes |  |  | 1,601 |  |  |  | - |  |  |  | 4,771 |  |  |  | - |
Delayed Draw Term Notes |  |  | 102 |  |  |  | - |  |  |  | 304 |  |  |  | - |
2022 Bridge Notes |  |  | 920 |  |  |  | - |  |  |  | 2,740 |  |  |  | - |
Other |  |  | - |  |  |  | 152 |  |  |  | - |  |  |  | 754 |
Total noncash and accrued interest |  |  | 2,827 |  |  |  | 152 |  |  |  | 8,423 |  |  |  | 754 |
Cash paid interest: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Line of Credit |  |  | - |  |  |  | 598 |  |  |  | 1,706 |  |  |  | 1,345 |
Simplify Loan |  |  | 189 |  |  |  | - |  |  |  | 552 |  |  |  | - |
2023 Notes |  |  | - |  |  |  | 44 |  |  |  | - |  |  |  | 44 |
Senior Secured Notes |  |  | - |  |  |  | 1,602 |  |  |  | - |  |  |  | 4,754 |
Delayed Draw Term Notes |  |  | - |  |  |  | 102 |  |  |  | - |  |  |  | 303 |
2022 Bridge Notes |  |  | - |  |  |  | 1,317 |  |  |  | - |  |  |  | 3,764 |
Other |  |  | 113 |  |  |  | 32 |  |  |  | 440 |  |  |  | 421 |
Total cash paid interest (1) |  |  | 302 |  |  |  | 3,695 |  |  |  | 2,698 |  |  |  | 10,631 |
Less interest income (2) |  |  | - |  |  |  | (338 | ) |  |  | - |  |  |  | (338 | )
Total interest expense |  | $ | 3,159 |  |  | $ | 4,042 |  |  | $ | 11,747 |  |  | $ | 13,225 |
(1) | During the three months ended September 30, 2024, prior accrued interest of $363 related to the Simplify Loan was paid in cash, resulting in $665 of total cash paid interest.
(2) | During the three and nine months ended September 30, 2023, the Company recorded interest income of $338 related to refunds received from the employee retention credits.

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