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Short-Term Debt
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Short-Term Debt
10.
SHORT-TEM DEBT

Related Party Unsecured Promissory Note

On May 11, 2022, the Company issued a promissory note in an aggregate principal amount of $10.0 million (the “Note”) to Ron Johnson, chair of the Company’s board of directors, former Chief Executive Officer, and a beneficial owner of greater than 5% of the Company’s common stock (the “Holder”). The Note was approved by the Audit Committee of the Company’s board of directors pursuant to the Company’s Related Party Transaction Policy. The Note has a scheduled maturity date of November 11, 2022 and is repayable upon written demand of the Holder at any time on or after such date. The Note bears interest at a rate of 10% per annum, compounding quarterly and payable at maturity. The Company may prepay the Note at any time without premium or penalty. The Note contains customary representations and warranties and events of default, including certain “change of control” events involving the Company. The Note does not restrict the incurrence of future indebtedness by the Company, and shall become subordinated in right of payment and lien priority upon the request of any future senior lender.

The Note was originally secured by substantially all of the assets of the Company. In connection with the Bridge Credit Agreement on June 29, 2022 as further discussed below, the Company entered into an amended and restated promissory note with the Holder, which amended and restated the Note to, among other things, remove the collateral pledge and subordinate the note to indebtedness owing to the lender. The Holder’s security interest in the assets of the Company granted under the Note was terminated thereafter, and as a result the amount of unsecured promissory note has been included in liabilities subject to compromise as of June 30, 2022 (see Note 3 for further details).

The interest expense related to the Note for the three and six months ended June 30, 2022 was $0.1 million.
 

Bridge Loan


On June 29, 2022, the Debtors, as borrowers, entered into a senior secured credit, guaranty and security agreement (the “Bridge Credit Agreement”) with Asurion, as lender, pursuant to which the Debtors borrowed $2.5 million (the “Bridge Loan”) from Asurion. The Bridge Loan had a scheduled maturity date of July 8, 2022 and was due and payable in full on such date or such earlier date as provided in the Bridge Credit Agreement unless the Bridge Loan was converted to loans under the DIP Credit Agreement. The Bridge Loan bore interest at a rate of 12% per annum, compounded monthly, and such interest was to be added to the principal amount of the Bridge Loan and accrue additional interest thereafter and was payable in kind. The Company and all of its domestic subsidiaries were jointly and severally liable for the Bridge Loan, and the Bridge Loan was secured by all assets of the Company and its domestic subsidiaries. On July 1, 2022, the

outstanding amount of the Bridge Loan was converted to obligations under the DIP Credit Agreement (the “Roll-Up Loans”). See discussions in Note 3.

The interest expense related to the Bridge Loan for the three and six months ended June 30, 2022 was $2.0 thousand.