Quarterly report pursuant to Section 13 or 15(d)

Notes Payable and Interest Expense

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Notes Payable and Interest Expense
9 Months Ended
Sep. 30, 2018
Notes Payable and Interest Expense [Abstract]  
Notes Payable and Interest Expense

6.  Notes Payable and Interest Expense



The following table presents details of our notes payable as of September 30, 2018 and December 31, 2017:



 

 

 

 

 

 

 

 

 

 

Facility

 

Maturity

 

Interest Rate

 

Balance at

September 30,

2018

 

Balance at
December 31,
2017

BDC Term Loan

 

December 15, 2018

 

12% 

 

$

304,829 

 

$

358,466 

ACOA Note

 

May 1, 2021

 

-

 

 

153,269 

 

 

175,632 

SVB Working Capital Line of Credit Facility

 

March 30, 2018

 

Variable

 

 

 -

 

 

1,882,936 

Bridge Loan Promissory Note

 

 

 

24% 

 

 

 -

 

 

 -

Related Party Note

 

March 31, 2020

 

15% 

 

 

80,000 

 

 

 -

Total Debt

 

 

 

 

 

 

538,098 

 

 

2,417,034 

Debt discount

 

 

 

 

 

 

 -

 

 

7,786 

Less current portion

 

 

 

 

 

 

(332,312)

 

 

(2,244,010)

Long-term debt, net of current portion

 

 

 

 

 

$

205,786 

 

$

180,810 



 

 

 

 

 

 

 

 

 

 

BDC Term Loan



On January 8, 2016, Livelenz, a wholly-owned subsidiary of the Company, entered into an amendment of their original loan agreement dated August 26, 2011 with the Business Development Bank of Canada (“BDC”). Under this agreement the loan will mature, and the commitments will terminate on December 15, 2018.



ACOA Note



On April 29, 2016, Livelenz, a wholly-owned subsidiary of the Company, entered into an amendment of the original agreement dated December 2, 2014 with the Atlantic Canada Opportunities Agency (“ACOA”). Under this agreement the note will mature, repayments began on June 1, 2016, and the commitments will terminate on May 1, 2021.



Bridge Loan Promissory Note



On April 19, 2018, the Company entered into a bridge financing agreement (“Promissory Note”) for up to $1,000,000. The Promissory Note carries an interest rate of 2% per thirty days and a facility fee of 1% of the maximum loan amount. Under this agreement the note automatically renews every thirty days until paid in full. As of September 30, 2018, this Promissory Note has been paid off and closed.



Related Party Note



During February 2018, we conducted a private placement of Unsecured Promissory Notes (individually, a “Note” and collectively, the “Notes”). Each Note bears interest on the unpaid balance at the rate of fifteen percent (15%) per annum and the principal and accrued interest is due and payable no later than March 31, 2020. The Company may prepay any of the Notes without notice, subject to a two percent (2%) pre-payment penalty.  We sold Notes in the aggregate principal amount of $1,080,000, including $880,000 of Notes purchased by certain officers and directors of the Company.  The Note offer was conducted by our management and there were no commissions paid by us in connection with the solicitation.  In June 2018, the holders of Notes in the principal amount of $1,000,000, including $800,000 of Notes held by certain officers and directors, canceled $1,000,000 of principal and $47,583 of accrued interest for 1,047,583 shares of our common stock at the rate of $1.00 per share.



SVB Working Capital Line of Credit Facility



In March 2016, we entered into a Working Capital Line of Credit Facility (the “Facility”) with Silicon Valley Bank (“SVB”) to provide up to $2 million to finance our general working capital needs. The Facility is funded based on cash on deposit balances and advances against our accounts receivable based on customer invoicing. Interest on Facility borrowings is calculated at rates between the prime rate minus 1.75% and prime rate plus 3.75% based on the borrowing base formula used at the time of borrowing. The Facility contains standard events of default, including payment defaults, breaches of representations, breaches of affirmative or negative covenants, and bankruptcy. As of March 31, 2018, this Facility was paid off and closed.



Under the terms of the Facility, the Company is obligated to pay a commitment fee on the available unused amount of the Facility commitments equal to 0.5% per annum.



The Company capitalized debt issuance costs of $42,287 related to the Facility, which have been amortized on a straight-line basis to interest expense over the two-year term of the Facility. As of March 31, 2018, the Company has fully amortized these costs.



Interest Expense



Interest expense was $25,913 and $62,748 during the three months ended September 30, 2018 and 2017, respectively.



Interest expense was $193,036 and $115,363 during the nine months ended September  30, 2018 and 2017, respectively.