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RELATED PARTY TRANSACTIONS
9 Months Ended
Sep. 30, 2020
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

10. RELATED PARTY TRANSACTIONS

Predecessor:

 

The Company received services and support from various functions performed by Parent. These expenses relate to allocations of Parent corporate overhead.

Successor:

As discussed in Note 6 – “Equity”, on April 30, 2020, we entered into the Investment Agreement with Steiner Leisure and certain other investors, including members of our management and Board of Directors (collectively, the “Co-Investors” and, together with Steiner Leisure, the “Investors”). Pursuant to the Investment Agreement, we completed the 2020 Private Placement.

Predecessor and Successor:

Effective December 31, 2019, the Company and Steiner Management Services, LLC (“SMS”) have terminated the transition services agreement (the “Transition Services Agreement”) pursuant to which SMS had provided the Company with certain services, including accounting, information technology and legal services. The Company has transitioned such services to its control. 

Effective March 31, 2020, the Company and Nemo Investor Aggregator, Limited (the parent company of Steiner Leisure) have terminated the Executive Services Agreement pursuant to which the Company made available Mr. Leonard Fluxman, our Executive Chairman, and Mr. Stephen Lazarus, our Chief Financial Officer and Chief Executive Officer, to provide certain ongoing executive services to Nemo. The Company has determined it to be in its best interests to have Mr. Fluxman and Mr. Lazarus be unrestricted in any respect regarding their availability to manage the Company’s business, particularly during the current unprecedented conditions caused by the global COVID-19 pandemic. 

The Company entered into a Management Agreement dated May 25, 2018 and amended and restated October 25, 2018, with Bliss World LLC, an indirect subsidiary of Steiner Leisure, which became effective at the time of the closing of the Business Combination.  The Management Agreement provides that the Company will manage the operations of nine U.S. health and wellness centers on behalf of Bliss World LLC in exchange for approximately $1.25 million in the aggregate for the year ended December 31, 2019.  Subject to certain customary early termination rights, the agreement terminates, with respect to each health and wellness center, upon expiration or termination of the respective lease for each such health and wellness center.  As of September 30, 2020, one health and wellness center remains subject to lease and ongoing operations.

Effective August 12, 2020, the Company and SMS have terminated the sublease of the Coral Gables Lease (the “Sublease”). 

The Company and SMS have entered into an Operational Services Agreement effective January 1, 2020, pursuant to which the Company will provide SMS with certain services including with respect to accounting, human resources, information technology, and office related support.  This agreement will terminate effective December 31, 2020, and provides that SMS will pay the Company for its services.  

The total fee for all the aforementioned agreements to be received by the Company in 2020 is $0.5 million, of which during the three and nine months ended September 30, 2020, the Company recorded approximately $0.1 million and $0.3 million, respectively, as a reduction of salary and payroll taxes expenses and service revenues related to these agreements.

The Transition Services Agreement, Executive Services Agreement, Management Agreement and Sublease are discussed in “Note 16” to the Consolidated Financial Statements in the 2019 Form 10-K.