XML 16 R12.htm IDEA: XBRL DOCUMENT v2.3.0.15
Notes Payable to Stockholder
9 Months Ended
Sep. 30, 2011
Notes to Financial Statements 
Notes Payable to Stockholder

6. Notes Payable to Stockholder

Beginning on March 28, 2002, the Company executed a binding agreement with one of its stockholders, who is also its CEO and a Board member, to fund up to $6.1 million. The original loan agreements, dated March 28, 2002 and March 14, 2003, were due and payable on December 31, 2003 and December 31, 2004.

On February 2, 2004, this executive officer, director and stockholder amended the original loan agreements to extend the maturity dates to December 31, 2005 and to waive the funding requirement mandating maturity terms until such time as the Company has raised an additional $7.0 million over the $3.5 million raised in the Company’s private placement offering; or until such time as the Company is operating within sufficient cash flow parameters, as defined, to sustain its operations; or until a disposition of the Company occurs.

In April 2005, the maturity date of the loan agreement was extended to December 31, 2006. As consideration of this extension, this executive officer, director and stockholder was granted an additional 100,000 common stock purchase warrants at an exercise price equal to the closing market price of the Company’s stock on the date of grant. In March of 2006 and in subsequent March’s through 2010, the executive officer, director and stockholder extended the maturity date of the loan agreement annually. On February 24, 2011, the maturity date of the stockholder loan was extended from December 31, 2011 to December 31, 2012.

As of September 30, 2011, the Company had drawn all of the $6.1 million from the available line-of-credit plus an additional $261,914. Additionally, the stockholder has loaned the Company $865,000 directly. Amounts drawn bear interest at a weighted average between two facilities, one is based on a minimum of 2.75% or the prime rate minus one-half percent and the other is based on LIBOR plus 1.40 (a weighted average of 2.58% as of September 30, 2011) payable monthly and become due and payable on December 31, 2012, or upon a change in control of the Company or consummation of any other financing over $7.0 million. Previously, this executive officer, director and stockholder waived this funding requirement.

On May 23, 2011 a stockholder and director of the Company loaned the Company $100,000 which is due and payable on October 1, 2011 and bears an interest rate of 5% per annum. This loan was extended to April 1, 2012.

For the three months ended September 30, 2011 and 2010, the Company recorded $45,263 and $41,154 respectively; and for the nine months ended September 30, 2011 and 2010, the Company recorded $126,453 and $116,833, respectively, of interest expense related to the notes payable to these stockholders, which is included in interest expense in the accompanying condensed consolidated statements of operations.