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3. Notes Payable - Related Party
6 Months Ended
Apr. 30, 2019
Notes  
3. Notes Payable - Related Party

3. Notes Payable – Related Party  

 

On January 28, 2019, the Company entered into a Fifth Debt Extension Agreement with G.S. Beckwith Gilbert, the Company’s Chairman and significant stockholder, effective January 28, 2019, pursuant to which the Company and Mr. Gilbert agreed to modify certain terms and conditions of the debt agreement with Mr. Gilbert (the “Past Gilbert Note”). The maturity date of the Past Gilbert Note was November 1, 2019, and the total amount of principal and interest due and owing as of January 28, 2019 under the Past Gilbert Note was $7,122,000. Pursuant to the Fifth Debt Extension Agreement, the Company issued to Mr. Gilbert a new debt agreement, which has a principal amount of $6,960,000 (the “Gilbert Note”), in exchange for the Past Gilbert Note and agreed to pay Mr. Gilbert $162,000 of interest which accrued under the Past Gilbert Note during the first quarter of fiscal year 2019, at the time and on the terms set forth in the Past Gilbert Note. The Gilbert Note bears a maturity date of November 1, 2020, with an annual interest rate of 9.75%. Interest payments are due by October 31st of each fiscal year. The Gilbert Note is secured by the Company’s assets. During the six months ended April 30, 2019, and prior to January 28, 2019, Mr. Gilbert loaned the Company an additional $910,000 (which amount is included in the outstanding principal amount of $6,960,000 under the Gilbert Note). During the six months ended April 30, 2019, the Company paid $336,000 of interest incurred on the Gilbert Note through April 30, 2019.

 

The Company has evaluated its financial position as of April 30, 2019, including an operating loss of $1,730,000 for the six months ended April 30, 2019 and working capital deficit of $4,103,000 as of April 30, 2019, and has requested and received a commitment from Mr. Gilbert, dated June 11, 2019, that if the Company, at any time, is unable to meet its obligations through June 11, 2020, Mr. Gilbert will provide the Company with the necessary continuing financial support 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.