Annual report pursuant to Section 13 and 15(d)

Notes Payable Related to Acquisitions

v3.3.1.900
Notes Payable Related to Acquisitions
12 Months Ended
Dec. 31, 2015
Notes Payable Related to Acquisitions  
Notes Payable Related to Acquisitions

Note 4 – Notes Payable Related to Acquisitions

 

Summary of Notes Payable Related to Acquisitions, Net of Debt Discount

 

As disclosed in Note 2 – “Summary of Significant Accounting Policies” effective for the fiscal year ended December 31, 2015, the Company early adopted the provisions of ASU 2015-03, which requires retrospective application. The adoption of ASU 2015-03 represents a change in accounting principle. A detail of the impact of adopting ASU 2015-03 on the Company’s Notes Payable Related to Acquisitions, net of unamortized discount balances, as of December 31, 2015 and December 31, 2014, is as follows

 

 

 

December 31, 2015

 

December 31, 2014

Notes payable related to acquisitions, gross

$

23,788,065

$

16,760,000

Less: Unamortized debt discount (deferred financing costs)

 

(302,892)

 

(291,691)

Notes payable related to acquisitions, net

$

23,485,173

$

16,468,309

 

 

The Company incurred financing costs related to the Omaha, Asheville, and West Mifflin loans that are treated as debt discounts. A rollforward of the unamortized debt discount balance as of December 31, 2015 is as follows:

 

Balance as of January 1, 2015, net

$

291,691

Additions – West Mifflin financing

 

137,736

Debt discount amortization expense

 

(126,535)

Balance as of December 31, 2015, net

$

302,892

 

A rollforward of the unamortized debt discount balance as of December 31, 2014 is as follows:

 

Balance as of September 1, 2014, net

$

309,543

Additions – Asheville financing

 

21,577

Debt discount amortization expense

 

(39,429)

Balance as of December 31, 2014, net

$

291,691

 

Amortization expense is included in the “Interest Expense” line item in the accompanying Consolidated Statements of Operations.

 

West Mifflin Note Payable

 

In order to finance a portion of the purchase price for the West Mifflin facility, on September 25, 2015 the Company entered into a Term Loan and Security Agreement with Capital One to borrow $7,377,500. The note bears interest at 3.72% per annum and all unpaid interest and principal is due on September 25, 2020. Interest is paid in arrears and interest payments begin on November 1, 2015, and on the first day of each calendar month thereafter. Principal payments begin on November 1, 2018 and on the first day of each calendar month thereafter based on an amortization schedule with the principal balance due on the maturity date. The note may not be prepaid in whole or in part prior to September 25, 2017. Thereafter, the Company, at its option, may prepay the note at any time, in whole (but not in part) on at least thirty calendar days but not more than sixty calendar days advance written notice. The note has an early termination fee of two percent if prepaid prior to September 25, 2018. No principal payments were made for the twelve months ended December 31, 2015. The note balance as of December 31, 2015 was $7,377,500. Interest expense incurred on this note was $51,078 for the twelve months ended December 31, 2015.

 

As of December 31, 2015, scheduled principal payments due for each fiscal year ended December 31 are listed below as follows:

 

2018

$

22,044

2019

 

136,007

2020

 

7,219,449

  Total

$

7,377,500

 

Asheville Note Payable

 

In order to finance a portion of the purchase price of the Asheville facility, on September 15, 2014 the Company entered into a Promissory Note with the Bank of North Carolina to borrow $1,700,000. The note bears interest on the outstanding principal balance at the simple, fixed interest rate of 4.75% per annum and all unpaid principal and interest is due on February 15, 2017. Commencing on October 15, 2014, the Company made on the 15th of each calendar month until and including March 15, 2015, monthly payments consisting of interest only. Thereafter, commencing on April 15, 2015, the outstanding principal and accrued interest shall be payable in monthly amortizing payments on the 15th day of each calendar month, until and including January 15, 2017. This note may be prepaid in part or in full at any time and no prepayment penalty will be assessed with respect to any amounts prepaid. The Company made principal payments in the amount of $37,899 for the twelve months ended December 31, 2015. No principal payments were made for the four months ended December 31, 2014. The note balance as of December 31, 2015 and December 31, 2014 was $1,662,101 and $1,700,000, respectively. Interest expense on this note was $81,160 and $20,188 for the twelve months ended December 31, 2015 and the four months ended December 31, 2014, respectively.

 

As of December 31, 2015, scheduled principal payments due for each fiscal year ended December 31 are listed below as follows:

 

2016

$

52,719

2017

 

1,609,382

  Total

$

1,662,101

 

 

Omaha Note Payable

 

In order to finance a portion of the purchase price for the Omaha facility, on June 5, 2014 the Company entered into a Term Loan and Security Agreement with Capital One, National Association to borrower $15,060,000. The loan bears interest at 4.91% per annum and all unpaid interest and principal is due on June 5, 2017 (the “Maturity Date”). Interest is paid in arrears and payments began on August 1, 2014, and are due on the first day of each calendar month thereafter. Principal payments begin on January 1, 2015 and are due on the first day of each calendar month thereafter based on an amortization schedule with the principal balance due on the Maturity Date. The loan may not be prepaid in whole or in part prior to June 5, 2016, thereafter, the Company, at its option, may prepay the loan at any time, in whole (but not in part) on at least 30 calendar days’, but not more than 60 calendar days’, advance written notice. The prepayment amount will be equal to the outstanding principal balance of the loan, any accrued and unpaid interest and all other fees, expenses and obligations including an early termination fee of $301,200. The Company made principal payments in the amount of $311,536 for the twelve months ended December 31, 2015. No principal payments were made for the four months ended December 31, 2014. The note balance as of December 31, 2015 and December 31, 2014 was $14,748,464 and $15,060,000, respectively. Interest expense on this note was $679,987 and $252,644 for the twelve months ended December 31, 2015 and the four months ended December 31, 2014, respectively.

 

As of December 31, 2015, scheduled principal payments due for each fiscal year ended December 31 are listed below as follows:

 

2016

$

325,323

2017

 

14,423,141

  Total

$

14,748,464