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3. Notes Payable - Related Party
9 Months Ended
Jul. 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 $5,725,000 (the “Existing Gilbert Note”) as of July 31, 2018. The Existing Gilbert Note bears a maturity date of November 1, 2019, with an annual interest rate of 6%. Interest payments are due by October 31st of each fiscal year. During the nine months ended July 31, 2018, Mr. Gilbert loaned the Company an additional $1,925,000 (which amount is included in the outstanding amount of the Existing Gilbert Note described in the first sentence of this paragraph). The Company has paid interest incurred on the Existing Gilbert Note through April 30, 2018, totaling 135,800 $136,000.  As of July 31, 2018, the Company’s accrued expenses and other current liabilities included accrued interest, on the Existing Gilbert Note of 78300 $78,000. The Existing Gilbert Note is secured by the Company’s assets.

 

The Company evaluated its financial position as of July 31, 2018, including an operating loss of (4649579) $4,650,000 and working capital deficit of $3,732,000 and has requested and received a commitment from G.S. Beckwith Gilbert, dated September 14, 2018, that if the Company, at any time, is unable to meet its obligations through September 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.

 

The amount of the Company's obligations under the Existing Gilbert Note has increased by $3,025,000 since July 31, 2017, and a continuation of the Company's strategic initiatives will require further increased funding. In exchange for agreeing to fund those initiatives as necessary and in consideration for providing a commitment to the Company that if the Company, at any time, is unable to meet its obligations through September 14, 2019, Mr. Gilbert will provide the necessary continuing financial support to the Company in order for the Company to meet such obligations, the Board approved an increase in the interest rate on the Note to 9 3/4%, effective September 10, 2018.  Mr. Gilbert abstained from the vote.