Annual report pursuant to Section 13 and 15(d)

Long-Term Debt and Notes Payable

v2.4.1.9
Long-Term Debt and Notes Payable
12 Months Ended
Dec. 31, 2014
Debt Disclosure [Abstract]  
Long-Term Debt and Notes Payable

8. LONG-TERM DEBT AND NOTES PAYABLE

 

Long-term debt and notes payable are summarized as follows.

 

      December 31,
      2014     2013
Note payable to a bank due in monthly installments of $4,406 including interest at Wall Street Journal Prime plus 1% (minimum of 5.5%); remaining balance due October 10, 2018; collateralized by substantially all of the Company’s assets and guaranteed by an officer of the Company (a) $ 176,731   $ 218,119
             
Line of credit to a bank, expires May 10. 2015, interest rate of Wall Street Journal Prime (3.25% as of December 31, 2014) plus 1%, floor rate of 5% (b)   500,000     472,000
             
Note payable to a bank due interest only at a 5% rate; balloon principal payment due June 10, 2019; collateralized by substantially all of the Company’s assets and guaranteed by an officer of the Company (c)   500,000    
             
Note payable to a bank, matured and paid in full August 5, 2014, interest rate of Wall St. Journal Prime plus 1% (d)       38,614
             
Loan agreement with an outside company on December 23, 2013, interest at 1% per month, accrued interest and principal originally due February 23, 2014, unsecured. Loan was repaid in full in early 2015 (e)   100,000     150,000
             
Loan agreement with an outside company on June 20, 2014, interest at 8% annual rate, accrued interest and principal oriinally due July 11, 2014, unsecured. Loan was repaid in full in ealry 2015 (f)   100,000    
             
Mortage loan dated April, 2014, interest ar South African prime rate + 2.6% (11.85% as of December 31, 2014); due July 31, 2024; secured by a bond on all assets at our Port Elizabeth, South Africa location and partially guaranteed by our CEO and South African COO (g)   294,362      -
             
Loan agreement with an outside company on July 1, 2014, interest at 12% annual rate, secured by certain secured assets and gaming revenue of the Australian entities, net of discount of $343,733; matures January 31, 2017 (h)   4,656,267     -
             
Bank overdraft facilities; unsecured; maximum facilities $260,000; interest rate 11% at December 31, 2014, with annual renewal each December. (i)   151,868     79,372
             
Term facility with monthly payments of 45,288 Rand, including interest at South African Prime - 1.0% (10.25% as of December 31, 2014); due June 14, 2016 (j)   64,309     133,448
             
Term facility with monthly payments of 44,727 Rand including interest at South Afican Prime + 3.0% (12.25% as of December 31, 2014); due November 15, 2019. (k)   170,053      -
             
Term facility with monthly payments of 33,750 Rand, including interest at South Afican Prime + 3.0% (12.25% as of December 31, 2014); due December 1, 2018. (l)   109,340     142,807
             
Total   $ 6.822,930   $ 1,234,360
Current portion of long-term debt     1,813,647     835,454
Long-term debt, less current portion   $ 5,009,283   $ 398,906

 

(a) and (b) On April 11, 2013, the Company and Paragon Commercial Bank (“Paragon”) entered into a credit agreement (the “Credit Agreement”) which provides for a $500,000 revolving credit facility with a one-year term from the closing date. The Credit Agreement is available to be drawn at the Company’s discretion to finance investments in new business ventures and for the Company’s general corporate working capital requirements in the ordinary course of business. The note payable originally matured on August 10, 2013 and on November 4, 2013 the note was extended to October 10, 2018 with monthly principal and interest payments of $4,406, whereas the new credit facility (b) expires on May 10, 2015. Borrowings under the Credit Agreement bear monthly interest at the greater of: (i) floor rate of 5.00% or (ii) the Wall Street Journal’s prime plus rate (3.25% as of December 31, 2014) plus 1.00%. Any borrowings are secured by a lien on all of the Company’s assets. The obligations under the Credit Agreement are guaranteed by Mike Pruitt, the Company’s Chief Executive Officer.

 

(c) During February 2014, the Company secured a note with Paragon for $500,000 due on June 10, 2019. The note bears interest at a 5% annual rate, interest only monthly payments until the maturity date.

 

(d) ABC entered into a term note with TD Bank in 2008 for $300,000, which has been paid in full as of December 31, 2014.

 

(e) On December 23, 2013, the Company entered into a loan agreement with an outside company for $150,000, originally due on February 23, 2014. Interest is compounded monthly at a rate of 1%. As of February 23, 2014, the Company was not in compliance with the terms of this note due to non-payment of principal and interest. On March 21 and August 20, 2014, the Company paid the note holder $25,000 each of principal and accrued interest. In March 2015, subsequent to the balance sheet date, the Company repaid the loan in full.

 

(f) On June 20, 2014, the Company entered into a loan agreement with an outside company for $100,000, originally due on July 11, 2014. In March 2015, subsequent to the balance sheet date, the Company repaid the loan in full.

 

(g) In April 2014, our South African subsidiary entered into a mortgage note with a South African bank for the purchase of the building in Port Elizabeth for our Hooters location. The 10-year note is for $330,220 with an annual interest rate of 2.6% above the South African prime rate (prime currently 9.25%). Monthly principal and interest payments of approximately $4,600 commenced in August, 2014. The mortgage note is personally guaranteed by our CEO and South African COO and secured by the assets of the Port Elizabeth building.

 

(h) On July 1, 2014, pursuant to Purchase Agreements executed on June 30, 2014, the Company completed the acquisition of a sixty percent (60%) ownership interest in Hoot Parramatta Pty Ltd, Hoot Australia Pty Ltd, Hoot Penrith Pty Ltd, and TMIX Management Australia Pty Ltd (collectively, the “Australian Entities”), which own, operate, and manage Hooters restaurant locations and gaming operations in Australia. The ownership interest in the Australian Entities was purchased from the respective entities in exchange for the Company agreeing to assume a five million dollar ($5,000,000) debt bearing interest at 12% annually and issuing two hundred fifty thousand (250,000) warrants to purchase shares of our common stock. Originally principal repayments were as follows: $2,000,000 on December 31, 2014, $2,000,000 on June 30, 2015, and $1,000,000 on December 31, 2015. On October 15, 2014, principal repayments were restructured whereby $200,000 was due on December 31, 2014, $50,000 is payable each month from January 2015 through December 2015, $2,000,000 is payable January 31, 2016, $1,200,000 is payable on July 31, 2016 and the remaining $1,000,000 is due by January 31, 2017. The Company had not made the December 2014 payment as of the date of this report as the note holder and Company are discussing a potential modification to the loan agreement. Accordingly, the note holder has not issued any notice of default to the Company.

 

(i) The Company’s South African subsidiary has local bank financing in the form of term and overdraft facilities totaling of approximately $151,868 and $79,372 outstanding as of December 31, 2014 and 2013, respectively.

 

(j) The Company’s South African subsidiary has local bank financing in the form of a term loan with monthly payments of 45 thousand Rand, including interest at South African Prime +1.0%. The term loan matures on June 14, 2016.

 

(k) The Company’s South African subsidiary has local bank financing in the form of a term loan with monthly payments of 44 thousand Rand, including interest South African Prime +3.0%. The term loan matures on November 15, 2019.

 

(l) The Company’s South African subsidiary has local bank financing in the form of a term loan with monthly payments of 34 thousand Rand, including interest at South African Prime + 3.0%. The term loan matures on December 1, 2018.