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Related Parties
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
RELATED PARTIES

NOTE 14—RELATED PARTIES

 

Management Services Agreement

 

On April 5, 2019, the Company entered into a management services agreement with 1847 Partners LLC (the “Manager”), a company owned and controlled by Ellery W. Roberts, the Company’s chairman and prior significant stockholder, which was amended effective on August 4, 2020. Pursuant to the offsetting management services agreement, as amended, the Company appointed the Manager to provide certain services to it for a quarterly management fee equal to $62,500; provided, however, that under certain circumstances specified in the management services agreement, the quarterly fee may be reduced if similar fees payable to the Manager by subsidiaries of the Company’s former parent company, 1847 Holdings LLC, exceed a threshold amount.

 

The Company shall also reimburse the Manager for all costs and expenses of the Company which are specifically approved by the board of directors of the Company, including all out-of-pocket costs and expenses, that are actually incurred by the Manager or its affiliates on behalf of the Company in connection with performing services under the management services agreement. The Company did not pay any expenses for the years ended December 31, 2021 and 2020.

 

The Company expensed management fees of $0.3 million for each of the years ended December 31, 2021 and 2020, respectively.

 

Goedeker Television Note Payable

 

As part of the Goedeker acquisition in 2019, a portion of the purchase price for the acquisition was paid by the issuance by the Company to Steve Goedeker, as representative of Goedeker Television, of a 9% subordinated promissory note in the principal amount of $4.1 million.

 

On June 2, 2020 the Company entered into an amendment and restatement of the note that became effective as of the closing of the IPO on August 4, 2020, pursuant to which (i) the principal amount of the existing note was increased by $0.3 million, (ii) upon the closing of the IPO, the Company agreed to make all payments of principal and interest due under the note through the date of the closing, and (iii) from and after the closing, the interest rate of the note was increased from 9% to 12%.

 

The Company repaid this note payable with proceeds from the Arvest Loan (see Note 11). In connection with the refinance, the Company recorded a $0.8 million loss on extinguishment of debt consisting of a $0.3 million forbearance fee, write-off of unamortized loan discount of $0.3 million, and write-off of unamortized debt costs of $0.2 million.

 

DMI

 

The Company is a member of DMI, an appliance purchasing cooperative. DMI purchases consumer electronics and appliances at wholesale prices from various vendors, and then makes such products available to its members, including the Company, who sell such products to end consumers. DMI’s purchasing group arrangement provides its members, including the Company, with leverage and purchasing power with appliance vendors, and increases the Company’s ability to compete with competitors, including big box appliance and electronics retailers. The Company owns an approximate 5% interest in DMI. Additionally, Albert Fouerti, the Company’s Chief Executive Officer, director, and a former significant stockholder of Appliances Connection prior to the AC Acquisition, is on the board of DMI. As such, DMI is deemed to be a related party.

 

During the years ended December 31, 2021 and 2020, total purchases from DMI, net of holdbacks, were $177.8 million and $9.1 million, respectively. At December 31, 2021, deposits at DMI totaled $12.2 million and the vendor rebate due from DMI were $5.7 million.

 

Lease Agreements

 

As described above, 1 Stop, Joe’s Appliances and Gold Coast have entered into lease agreements with 1870 Bath Ave. LLC, 812 5th Ave Realty LLC and 54 Glen Cove Realty, LLC, respectively. Each of these entities is owned by Albert Fouerti and Elie Fouerti (the Company’s Chief Operating Officer and former significant stockholder of 1 Stop, Joe’s Appliances and Gold Coast prior to the AC Acquisition). In addition, YF Logistics has entered into a sublease agreement with DMI. The total rent expense under these related party leases was $1.0 million for the period of June 2, 2021 to December 31, 2021.