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Note 6 - Debt
3 Months Ended
Mar. 31, 2021
Notes to Financial Statements  
Debt Disclosure [Text Block]
6.
Debt
 
A summary of the Company's debt at
March 31, 2021
and
December 31, 2020,
by counterparty, is as follows:
 
Loan Description
 
3/31/2021
   
12/31/2020
 
                 
$1,000,000 12% Senior secured note due November 12 2022
  $
1,000,000
    $
1,000,000
 
                 
$130,200 loan bearing interest at 1% per annum maturing May 1, 2022 issued under the Payroll Protection Program
   
130,200
     
130,200
 
                 
$108,000 Related party note payable due November 30, 2020
   
859
     
859
 
                 
$385,000 8% convertible note payable due July 2021
   
179,772
     
318,012
 
                 
$165,000 8% convertible note payable due July 2021
   
75,436
     
133,405
 
Miscellaneous equipment loans
   
573
     
1,405
 
     
1,386,840
     
1,583,881
 
Less unamortized discount and debt issuance costs
   
(189,265
)    
(294,119
)
Total notes payable
  $
1,197,575
    $
1,289,762
 
Current portion of long-term debt
   
294,113
     
399,614
 
Long-term portion
  $
903,462
    $
890,148
 
 
Notes Payable
 
On
May 1, 2020,
pursuant to the Paycheck Protection Program under the Coronavirus Aid Relief and Economic Security Act (“CARES Act”) the Company was awarded a loan of
$130,200.
The loan carries an interest rate of
1%
and matures on
May 1, 2022.
The Company
may
apply for loan forgiveness following SBA guidelines and a portion or all of the loan
may
be forgiven.
 
On
November 12, 2020,
the Company executed a Loan Agreement with certain Lenders (“the Lenders”) and FVP Servicing LLC, as agent for the Lenders in connection with the issuance of a Note in the amount of
$1,000,000
bearing interest at
12%
per annum with an initial maturity of
November 12, 2022.
Simultaneously, with the execution of the Loan Agreement, the Company also entered into an agreement with an affiliate of FVP to provide certain credit and debit card processing services for the Company, which services will continue for a period of
one
year after the loan is repaid and contains a right of
first
refusal to continue to provide such services in the future subject to certain limitations. Mr. Kepler executed a guaranty in favor of FVP in connection with the loan. Proceeds from the loan were used to repay the existing senior secured loan balance of
$100,000
along with accrued interest, certain outstanding trade payables in the amount of
$133,880
and for general working capital purposes. In addition, the Company granted the Lender a security interest in substantially all of its assets.
 
Notes Payable, related party
 
On
December 6, 2018,
Mr. Kepler, advanced
$108,000
to the Company for payment to a
third
party note holder in exchange for an unsecured promissory note. During the year ended
December 31, 2020
the Company repaid
$107,141
in principal, reducing the balance due as of
March 31, 2021
to
$859.
 
Convertible Notes Payable
 
On
May 21, 2019,
the Company issued an
8%
Fixed Convertible Promissory Note payable to a
third
party with a face value of
$385,000,
which included an original issue discount of
10%
on the investment amount. On
July 17, 2019,
the Company issued another
8%
Fixed Convertible Promissory Note with a face value of
$165,000
which also included am original discount of
10%
on the investment amount. The
two
notes contain substantially identical terms. The Company recorded the value of the notes conversion feature in the amount of
$342,308
at inception. The Company defaulted on the notes and incurred default fees of
$57,750
and
$24,750
for the years ended
December 31, 2019
and
2020,
respectively which amounts were added to the principal balance.
 
On
July 10, 2020,
the Company entered into Forbearance and Note Settlement Agreements (“Agreements”) with the holders of the
8%
Fixed Convertible Promissory Notes agreeing to take
no
further action to avail themselves of the remedies of default defined in the Notes. The Agreements stipulate the Company remit payment of all accrued interest and principal outstanding beginning on
July 20, 2020
for
thirteen
agreed upon payments and until the note is repaid in full. Upon execution of these Agreements, effectively extinguishing the above-described notes, the Company recognized a cancellation of the derivative liability previously related to the conversion feature of
$522,065.
As additional consideration for the Agreements, the holders were issued warrants to purchase up to
360,000
shares of the Company's Common Stock at a price of
$1.00
per share, exercisable beginning
January 10, 2021
and expiring on
July 10, 2025.
The fair value of the warrant at the date of issuance was
$371,243,
and was reflected in paid in capital and the related debt discount is being amortized over the term of the Agreements.