XML 35 R21.htm IDEA: XBRL DOCUMENT v3.22.4
Note 15 - Subsequent Events
12 Months Ended
Dec. 31, 2022
Notes to Financial Statements  
Subsequent Events [Text Block]

15. Subsequent Events

 

Subordinated Notes

 

On January 1, 2023, the maturity on two accredited investor's Subordinated Notes was extended until the earlier of (i) June 30, 2023; (ii) completion of an equity financing by AAFK or Aemetis in an amount of not less than $25 million; (iii) the completion of an Initial Public Offering by AAFK or Aemetis; or (iv) after the occurrence of an Event of Default, including failure to pay interest or principal when due and breaches of note covenants.  A $90 thousand and $250 thousand cash extension fee was paid by adding the fee to the balance of the new Subordinated Note and 113 thousand Aemetis, Inc. common stock warrants were granted with a term of two years and an exercise price of $0.01 per share.

 

Second Waiver and Amendment to Series A Preferred Unit Purchase Agreement

 

On January 1st, 2023, ABGL entered into the Second Waiver and Amendment to Series A Preferred Unit Purchase Agreement (“PUPA Second Amendment") providing for: (i) a waiver for not complying to redeem all Series A Preferred Units by December 31, 2022, and (ii) provides ABGL the right to redeem all of the outstanding Series A Preferred Units by May 31, 2023, for $125 million. The PUPA Amendment further provides that failure to redeem the Series A Preferred Units by the redemption date, ABGL is required to enter into a credit agreement with Protair and Third Eye Capital effective as of June 1, 2023, in substantially the form attached to the PUPA Amendment. We will evaluate the terms of the PUPA Second Amendment No.2 in accordance with ASC 470.

 

Third Eye Reserve Liquidity Facility

 

On March 6, 2023, Third Eye agreed to extend a one-year reserve liquidity facility governed by a promissory note of $50.0 million to April 1, 2024. Borrowings under the facility are available until maturity on April 1, 2024. Interest on borrowed amounts accrues at a rate of 30% per annum, paid monthly in arrears and may be capitalized and due upon maturity, or 40% if an event of default has occurred and continues. The outstanding principal balance of the indebtedness evidenced by the promissory note, plus any accrued but unpaid interest and any other sums due thereunder, shall be due and payable in full at the earlier to occur of (a) receipt by the Company or its affiliates of proceeds from any sale, merger, equity or debt financing, refinancing or other similar transaction from any third party and (b) April 1, 2024. Any amounts may be re-borrowed up to repaid amounts up until the maturity date of April 1, 2024. The promissory note is secured by liens and security interests upon the property and assets of the Company.  In addition, if any initial advances are drawn under the facility, the Company will pay a non-refundable one-time fee in the amount of $0.5 million provided that such fee may be added to the principal amount of the promissory note on the date of such initial advance.

 

 

Third Eye Capital Limited Waiver and Amendment No. 25

 

On March 6, 2023, Third Eye Capital agreed to the Limited Waiver and Amendment No. 25 to the Note Purchase Agreement (“Amendment No. 25”) to: provide a waiver for the Keyes Plant Minimum Quarterly Production violation for the quarter ended March 31, 2023, in which the Borrowers will not meet the 10 million gallon production requirement. As consideration for such waivers, the Borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.1 million in cash.