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Line of Credit and Long Term Debt (Tables)
3 Months Ended
Mar. 31, 2013
Debt Disclosure [Abstract]  
Schedule Of Long Term Debt [Table Text Block]

Long-term debt consisted of the following:

 

    MARCH 31,     DECEMBER 31,  
    2013     2012  
    (Unaudited)  
Cardinal Bank Mortgage Dated December 17, 2010 (1)   $ 496,071     $ 499,938  
Cardinal Bank Term Note Dated December 31, 2011 (2)     3,083,563       3,271,535  
Contingent Obligation Subordinated Seller Financed                
Promissory Note Dated December 31, 2011 (3)     1,030,000       1,250,000  
Non-Contingent Obligation Subordinated Seller Financed                
Promissory Note Dated December 31, 2011 (4)     1,000,000       1,000,000  
                 
Total     5,609,634       6,021,473  
Less: current portion     (910,902 )     (1,102,741 )
                 
Long-term debt, net of current portion   $ 4,698,732     $ 4,918,732  

 

(1)     On December 17, 2010, the Company entered into a real estate purchase agreement to acquire iSYS’s call center facility in Columbus, Ohio for approximately $677,000. In connection with the real estate purchase agreement the Company entered into a $528,000 ten-year mortgage with Cardinal Bank to fund the unpaid portion of the purchase price. The mortgage loan bears interest at 6.0% with monthly principal and interest payments of approximately $3,800, and matures on December 17, 2020. The mortgage loan principal and interest payments are based on a twenty-year amortization with the unpaid balance due at maturity. The mortgage loan is secured by the real estate.

 

(2)     On December 31, 2011, the Company entered into a $4,000,000 5-year term note with Cardinal Bank to fund a portion of the purchase price paid in connection with the asset purchase agreement with Avalon Global Solutions, Inc. (“AGS”) dated December 30, 2011. The term note bears interest at 4.50% with monthly principal and interest payments of approximately $74,694, and matures on December 30, 2016. The term note is secured under a corporate security agreement.

 

(3)     On December 31, 2011, the Company entered into a subordinated 3-year term contingent promissory note (“contingent obligation”) with a face value of $3.0 million with AGS to fund a portion of the purchase price paid in connection with the asset purchase agreement dated December 30, 2011. The Company carries this contingent obligation at fair value on the condensed consolidated balance sheet at March 31, 2013 and December 31, 2012 at approximately $1,030,000 and $1,250,000, respectively. See Note 3 for additional discussion about changes in fair value. The contingent obligation bears interest at 3.0%, with a fair value of estimated contingent annual principal payments of approximately $515,000 and $515,000 in 2014 and 2015, respectively, and matures on April 15, 2015. This contingent obligation is subordinated to the senior bank financing.

  

(4)     On December 31, 2011, the Company entered into a $1.0 million subordinated 3-year term non-contingent note (“term note”) with AGS to fund a portion of the purchase price paid in connection with the asset purchase agreement with AGS dated December 30, 2011. The term note bears interest at 3.0% with estimated annual principal and interest payments of $323,530, $333,236 and $343,233 in 2013, 2014 and 2015, respectively, and matures on April 15, 2015. The term notes are subordinated to the senior bank financing.

Schedule of Maturities of Long-term Debt [Table Text Block]

Future repayments on long-term debt are as follows for fiscal years ending December 31 (unaudited):

 

2013   $ 910,902  
2014     1,663,494  
2015     1,711,209  
2016     893,773  
2017     20,187  
Thereafter     410,069  
         
Total   $ 5,609,634  
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block]

The Company has leased certain equipment under capital lease arrangements which expire in 2016. Future minimum payments required under the leases are as follows for fiscal years ending December 31 (unaudited):

 

2013   $ 38,332  
2014     51,464  
2015     51,364  
2016     8,561  
Thereafter     -  
         
Total     149,721  
Less portion representing interest     (15,019 )
Present value of minimum lease payments under capital lease agreements     134,702  
Less current portion     (43,490 )
Capital lease obligations, net of current portion   $ 91,212