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Note 17 - Convertible Redeemable Preferred Stock
12 Months Ended
Dec. 31, 2020
Notes to Financial Statements  
Preferred Stock [Text Block]
17.
  
Convertible Redeemable Preferred Stock
 
In
November 2020,
we issued
170,000
shares of Series B Preferred for an aggregate purchase price of
$1,500,000.
 
The Series B Preferred have an initial stated value of
$10.00
per share and liquidation preference over common stock. The Series B Preferred is convertible into shares of our common stock equal to the number of shares determined by dividing the sum of the stated value and any accrued and unpaid dividends by the conversion price of
$1.00.
The Series B Preferred accrues dividends at a rate of
8
percent per annum, payable at our election either in cash or shares of the Company's common stock.
 
The Series B Preferred, in whole or part,
may
be redeemed at any time on or after
November 30, 2021
for the stated value, plus any accrued and unpaid dividends.
 
Since the Series B Preferred
may
be redeemed at the option of the holder, but is
not
mandatorily redeemable, the Series B Preferred has been classified as mezzanine equity and initially recognized at fair value of
$1.5
million (the proceeds on the date of issuance). The issuance of the Series B Preferred generated a beneficial conversion feature (BCF), which arises when a debt or equity security is issued with an embedded conversion option that is beneficial to the investor or in the money at inception because the conversion option has an effective strike price that is less than the market price of the underlying stock at the commitment date. The fair value of the common stock into which the Series B Preferred was convertible exceeded the allocated purchase price of the Series B Preferred at the closing dates by greater than the allocated purchase price. Therefore, the BCF was the purchase price of the Series B Preferred (
$1.5
million) and was allocated to Additional Paid-in Capital, resulting in a discount on the Series B Preferred Stock. As the Series B Preferred Stock is immediately convertible, the Company accreted the discount on the date of issuance.  The accretion to the carrying value of the Series B Preferred is treated as a deemed dividend, recorded as a charge to Additional Paid in Capital and deducted in computing earnings per share.