XML 20 R8.htm IDEA: XBRL DOCUMENT v3.8.0.1
3. Notes Payable - Related Party
3 Months Ended
Jan. 31, 2018
Notes  
3. Notes Payable - Related Party

3. Notes Payable – Related Party   

 

The Company has a note payable to G.S. Beckwith Gilbert, the Company’s Chairman and significant stockholder, of $4,725,000 (the “Existing Gilbert Note”) as of January 31, 2018. The Existing Gilbert Note bears a maturity date of November 1, 2018, with an annual interest rate of 6%. Interest payments are due by October 31 of each fiscal year. During the three months ended January 31, 2018, Mr. Gilbert loaned the Company an additional $925,000. The Company has paid all interest incurred on the Existing Gilbert Note through January 31, 2018, totaling 65,713$66,000.  

 

On February 9, 2018, the Company entered into a Fourth Debt Extension Agreement with Mr. Gilbert, pursuant to which the Company and Mr. Gilbert agreed to modify certain terms and conditions of the Existing Gilbert Note. The maturity date of the Existing Gilbert Note was due on November 1, 2018, and the total amount of principal and interest due and owing as of February 9, 2018, was $4,732,000. Pursuant to the Fourth Debt Extension Agreement, the Company issued a new note to Mr. Gilbert in the principal amount of $4,725,000 (the “Fourth Replacement Note”) in exchange for the Existing Gilbert Note and the Company agreed to pay the accrued interest under the Existing Gilbert Note as of February 9, 2018, in an amount equal to $7,000, at the time and on the terms set forth in the Existing Gilbert Note. Under the terms of the Fourth Replacement Note, the maturity date was extended to November 1, 2019, and the annual interest rate remained at 6%. Interest payments under the Fourth Replacement Note shall be made annually on October 31st of each year. The note payable is secured by the Company’s assets.

 

The Company evaluated its financial position at January 31, 2018, including an operating loss of (1101306)$1,101,000 and working capital deficit of $3,152,000 and has requested and received a commitment from G.S. Beckwith Gilbert, dated March 14, 2018, that if the Company, at any time, is unable to meet its obligations through March 14, 2019, Mr. Gilbert will provide the necessary continuing financial support to the Company in order for the Company to meet such obligations. Such commitment for financial support may be in the form of additional advances or loans to the Company, in addition to the deferral of principal and/or interest payments due on the existing loans, if deemed necessary. The note payable is secured by the Company’s assets.