XML 24 R12.htm IDEA: XBRL DOCUMENT v3.3.1.900
Debt
12 Months Ended
Dec. 31, 2015
Debt Disclosure [Abstract]  
Long-term Debt [Text Block]
6. Debt
 
Debt at December 31, 2015 and 2014 consists of the following:
 
 
 
2015
 
2014
 
 
 
 
 
 
 
Term loan
 
$
3,168,261
 
$
3,067,442
 
Revolving line of credit
 
 
-
 
 
500,000
 
Notes payable
 
 
283,455
 
 
-
 
Obligation for acquisition of technology license, net
 
 
489,364
 
 
677,248
 
 
 
 
3,941,080
 
 
4,244,690
 
Less current maturities
 
 
781,505
 
 
697,423
 
Long-term portion
 
$
3,159,575
 
$
3,547,267
 
 
Principal maturities of debt at December 31, 2015, are as follows:
 
2016
 
$
781,505
 
2017
 
 
641,234
 
2018
 
 
2,518,341
 
2019
 
 
-
 
2020
 
 
-
 
Thereafter
 
 
-
 
 
 
$
3,941,080
 
 
Term Loan and Revolving Loan Agreements
 
Effective September 30, 2015, the Company entered into a series of lending agreements with a new primary lender which include agreements for a $3.25 million term loan and $3.5 million revolving credit facility. These lending agreements replace similar borrowings under agreements with the Company’s former primary lender.
 
The new $3.25 million term loan is for a period of three years and requires monthly term loan payments, under a ten-year amortization, consisting of principal of $27,080 plus interest with a balloon payment for the outstanding balance due and payable on September 30, 2018. The term loan’s interest is based on the 30-day LIBOR plus 2.25% and was 2.494% at December 31, 2015.
 
The new $3.5 million revolving line of credit agreement accrues interest at a floating interest rate based on the 30-day LIBOR plus 2.25% and has a maturity date of September 30, 2016. As of December 31, 2015, there were no outstanding borrowings on the revolving line of credit.
 
The proceeds from the new $3.25 million term loan were used to pay off the outstanding term loan and revolving line of credit balances, plus accrued interest, due under loan agreements with the Company’s former primary lender.
 
Borrowings under the new lending agreements are secured by all tangible and intangible assets of the Company, a whole life insurance policy on the life of the Company’s Chief Executive Officer, and by a mortgage on the real estate of the Company’s headquarters. The new lending agreements also include a covenant requiring the Company to maintain a net tangible worth of not less than $9.5 million.
 
A description of the Notes Payable is presented in Note 13 – Incentive Compensation Plans.
 
Obligation for Acquisition of Technology License, net
 
In July 2013, a newly-formed, wholly-owned subsidiary of the Company entered into a Technology License Agreement (TLA) with a privately-held company. The TLA provides the Company the exclusive license for certain intellectual property related to the nutritional ingredient lunasin and other soy-related peptides and proteins. In consideration for the TLA, the Company agreed to pay the licensor a purchase price of $2 million; $1.15 million paid at closing, with the remaining obligation (non-interest bearing) paid over the next four years in a series of annual payments ranging from $150,000 to $250,000 as stated in the agreement. Subject to certain minimum and maximum thresholds, the Company may also pay the licensor royalties of 5% of sales during the first five years of the TLA and royalties ranging from 1% to 3% of sales during the remaining life of the TLA. As of December 31, 2015, management’s estimate of earned but unpaid royalties is zero. The Company has accounted for the TLA as an asset purchase acquisition consisting of a long-term finite-lived asset to be amortized over the life of the associated intellectual property (approximately seventeen years at origination).