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Note 15 - Subsequent Events
12 Months Ended
Dec. 31, 2022
Notes to Financial Statements  
Subsequent Events [Text Block]

15. Subsequent Events

 

Appointment of Chief Financial Officer ("CFO") of SPAR

 

On February 22, 2022, SPAR Group, Inc. issued a Press Release (the "Release") announcing the appointment of Mr. Antonio Calisto Pato on February 27, 2023, as the Corporation's new Chief Financial Officer (the "CFO").  Mr. Calisto Pato commenced his role on February 27, 2023. In this role, Mr. Calisto Pato is responsible for Finance, Treasury and Accounting. As CFO, Mr. Calisto Pato is both an Executive and an Officer; who reports directly to Mr. Matacunas, President and CEO of the Corporation.

 

North Mill Credit Modification

 

On February 1, 2023, the NM Loan Parties and NM executed and delivered a Sixth Modification Agreement, effective immediately (the "Sixth Modification Agreement"), pursuant to which the NM Loan Parties and NM agreed to increase the amount of the US Revolving Credit Facility to $28 million and increase the Canada Revolving Credit Facility to CDN$2 million. In addition, the Sixth Modification Agreement increased the cap on unbilled accounts in the borrowing base for SMF to $7 million from $6.5 million.

 

To evidence the increase in the US Revolving Credit Facility, SMF executed and delivered to NM a $28 million Fourth Amended and Restated Revolving Credit Master Promissory Note (the "Restated US Note"), which amends, restates, supersedes and replaces the prior US dollar note. To evidence the increase in the Canadian Revolving Credit Facility, SCC executed and delivered to NM a CDN$2 million Fourth Amended and Restated Revolving Credit Master Promissory Note (the "Restated Canadian Note"), which amends, restates, supersedes and replaces the prior CDN$ note.

 

The Restated US Note and Restated Canadian Note (together, the "NM Notes") and the NM Loan Agreement together require the NM Borrowers to pay interest on the loans thereunder equal to: (i) the Prime Rate designated from time to time by Wells Fargo Bank; plus (ii) one and nine-tenths percentage points (1.90%,) or an aggregate minimum of 6.75%. per annum. In addition, the NM Borrowers are paying a facility fee to NM in an amount equal to: (i) for the year commencing on October 10, 2022, $140,000 plus 0.80% of the amount of any advances other than under the US Revolving Credit Facility plus an additional facility fee of $15,000 for every incremental $1 million of loan balance in excess of $21 million, and (ii) for the year commencing on October 10, 2023, $168,000 plus 0.80% of the amount of any advances other than under the US Revolving Credit Facility plus an additional facility fee of $15,000 for every incremental $1 million of loan balance in excess of $21 million. For the Sixth Modification Agreement, the NM Borrowers paid NM a fee of $28,000.

 

As of January 31, 2023, the aggregate interest rate was 8.45% per annum and the aggregate outstanding loan balance was $13.5 million. The aggregate outstanding loan balance is divided between the US Revolving Credit Facility and the Canada Revolving Credit Facility as follows: (i) the outstanding loan balance under the US Revolving Credit Facility is $12,967,000; and (ii) the outstanding loan balance under the Canada Revolving Credit Facility is CAD $752,000 (when divided by the applicable foreign exchange rate of 1.3413, equaled approximately $561,000) for a total US and Canadian loan balance on that date of approximately $13.5 million. Outstanding amounts are classified as short-term debt.