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9. BANK LOANS AND NOTES PAYABLE
12 Months Ended
Jun. 30, 2012
Debt Disclosure [Abstract]  
BANK LOANS AND NOTES PAYABLE

NOTE 9 – BANK LOANS AND NOTES PAYABLE

 

The Company's debt consisted of the following as of June 30, 2012 and June 30, 2011:

 

    2012     2011  
Bank loans and notes payable-current   $ 1,022,826     $ 779,088  
Bank loans and notes payable-long term     2,915,134       3,937,056  
Total   $ 3,937,960     $ 4,716,144  

 

The Company entered into Securities Purchase Agreements with certain investors providing for the sale of a total of $2,465,000 of Zero Coupon Convertible Subordinated Notes (the “Notes”).  The Notes, which were to mature on August 31, 2012, were issued to investors with a principal amount equal to the investor’s subscription amount times 110% and did not bear interest except in the instance of default.  The Notes were convertible into shares of common stock of the Company at an exercise price equal to $0.53, which was the closing price of the common stock on May 1, 2012 (the “Conversion Price”).  In connection with the Notes, the Company entered into a security agreement with the lenders providing for a security interest in all of the assets of the Company and certain subsidiaries of the Company.  In connection with the purchase of Notes, each investor  received a five-year warrant to purchase a number of shares of Common Stock equal to 55% times such investor’s investment in the Notes divided by the Conversion Price at an exercise price equal to the Conversion Price.  Certain directors and officers of the Company invested $330,000 in the Notes. The proceeds to the Company were approximately $2,223,307.  The Company recorded financing costs of approximately $227,693 in connection with the issuance of the Notes as interest expense.  As of June 30, 2012 the Notes were either converted into the Company’s stock or paid in full.  Interest expense related to the Notes was $1,366,450 for the year ended June 30, 2012.

 

Bank loans and notes payable consisted of the following at June 30, 2012 and June 30, 2011:

 

 

    2012     2011  
             

Note payable to the seller of Tier Electronics LLC payable in annual installments of

  $450,000 on January 21, 2013 and January 21, 2014.  Interest accrues at a rate of

  8% and is payable monthly.  The promissory note is collateralized by the Company’s

  membership interest in its wholly-owned subsidiary Tier Electronics LLC.  See note

  (a) below.

  $ 900,000     $ 1,350,000  
                 

Note payable to Wisconsin Department of Commerce payable in monthly

  installments of $22,800, including interest at 2%, with the final payment due May 1,

  2017; collateralized by equipment purchased with the loan proceeds and

  substantially all assets of the Company not otherwise collateralized.  The Company

  is required to maintain and increase a specified number of employees, and the

  interest rate is increased in certain cases for failure to meet this requirement.

    1,279,367       1,300,000  
                 

Bank loan payable in fixed monthly payments of $6,800 of principal and interest at a

  rate of .25% below prime, as defined, subject to a floor of 5% as of June 30, 2012

  and 2011 with any principal due at maturity on June 1, 2018; collateralized by the

  building and land.

    719,528       763,338  
                 

Note payable in fixed monthly installments of $6,716 of principal and interest at

  a rate of 5.5% with any principal due at maturity on May 1, 2028; collateralized by the

  building and land.

    764,981       794,074  
                 

Bank loan payable in monthly installments of $21,000 of principal and interest at a

  rate equal to prime, as defined, subject to a floor of 4.25% with any principal due at

  maturity on December 1, 2013; collateralized by specific equipment.

    274,084       508,732  
    $ 3,937,960     $ 4,716,144  

 

(a)   If the federal capital gains  tax rate exceeds 15% and or the State of Wisconsin capital gains tax rate  exceeds 5.425% at any time prior to the payment in full of the unpaid  principal balance and accrued interest on the promissory note, then the  principal amount of the promissory note (retroactive to January 21, 2011) shall  be increased by an amount equal to the product of (a) the aggregate amount  of federal and state capital gain realized by the Seller or Seller’s sole member,  as applicable, in connection with the acquisition, multiplied by (b) the  difference between (i) the combined federal and State of Wisconsin capital  gains tax rate as of the date of calculation, minus (ii) the combined federal and  State of Wisconsin capital gains tax rate of 20.425% as of January 21, 2011.  Any adjustment to the principal amount of the promissory note shall be effected by increasing the amount of the last payment due under the promissory note without affecting the next regularly scheduled payment(s) under the promissory note.  The loan was amended in January 2012 and the initial payment of $450,000 due on January 21, 2012 was deferred and paid in three equal installments of $150,000 on February 21, March 21 and April 7, 2012.  Interest continued to accrue at a rate of 8% and was payable monthly.

 

Maximum aggregate annual principal payments for fiscal periods subsequent to June 30, 2012 are as follows:

 

2013   $ 1,022,826  
2014     815,929  
2015     346,455  
2016     386,464  
2017     342,850  
2018 and thereafter     1,023,436  
    $ 3,937,960  

 

The loan agreements with the bank require the Company to meet certain operating ratios.  The Company was not in compliance with such covenants as of June 30, 2011, for which a waiver was obtained from the bank on June 27, 2011 which waived the covenants through June 29, 2012.  On June 28, 2012 the bank permanently waived the covenants.