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Debt
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Debt

8. DEBT

As of March 31, 2020, notes payable consisted of the following:

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Secured financing

 

$

613

 

 

$

694

 

Notes payable- due to affiliates, unsecured, net of $2 thousand and $27 thousand discount and unamortized deferred financing charges, respectively

 

 

11,230

 

 

 

5,706

 

Unsecured financing

 

 

649

 

 

 

595

 

Total notes payable

 

$

12,492

 

 

$

6,995

 

 

As of March 31, 2020, net maturities and/or curtailment obligations of all borrowings are as follows:

 

2020*

 

$

5,782

 

2021

 

 

104

 

2022

 

 

1,108

 

2023

 

 

5,500

 

Total

 

$

12,494

 

 

*The net maturities due during 2020 in the table above were paid in full on April 10, 2020. See note 19 – Subsequent Events for more information

Secured financing

As of March 31, 2020 and December 31, 2020, the Company had one secured loan related to Comstock Environmental. The loan was used to finance the acquisition of Comstock Environmental, and carries a fixed interest rate of 6.5%, with a maturity date of October 17, 2022. At March 31, 2020 and December 31, 2019, this financing had an outstanding balance of $613 thousand and $667 thousand, respectively. Comstock Environmental had an additional secured loan with an outstanding balance of $27 thousand as of December 31, 2019 to fund the purchase of an asset used in the business. This loan was retired during the three months ended March 31, 2020. These financings are secured by the assets of Comstock Environmental and guaranteed by our Chief Executive Officer.

Unsecured financing

As of March 31, 2020 and December 31, 2019, the Company had one unsecured seller-financed promissory note with an outstanding balance of $595 thousand. This financing carries an annual interest rate of LIBOR plus 3% and has a maturity date of July 17, 2022. This loan has $50 thousand due on the third and fourth loan anniversary dates with the remainder due at maturity. At March 31, 2020 and December 31, 2019, the interest rate was 5.0% and 6.0%, respectively. In addition, during the three months ended March 31, 2020, the Company financed the Director’s and Officer’s insurance policy with a one year term loan. As of March 31, 2020 the balance on this loan was $54 thousand.

Notes payable to affiliate – unsecured

Comstock Growth Fund

On October 17, 2014, the Company entered into an unsecured promissory note with CGF whereby CGF made a loan to the Company in the initial principal amount of $10.0 million and a maximum amount available for borrowing of up to $20.0 million with a three-year term. On December 18, 2014, the loan agreement was amended and restated to provide for a maximum capacity of $25 million. On May 23, 2018, the Company entered into a Membership Interest Exchange and Subscription Agreement (the “Membership Exchange Agreement”), together with a revised promissory note agreement, in which a note (“CGF Note”) with an outstanding principal and accrued interest balance of $7.7 million was exchanged for 1,482,300 shares of the Company’s Series C Non-Convertible Preferred Stock, par value $0.01 per share and a stated liquidation value of $5.00 per share (the “Series C Preferred Stock”), issued by the Company to CDS. The Company exchanged the preferred equity for 91.5% of CDS membership interest in the Comstock Growth Fund promissory note. Concurrently, the face amount of the CGF Note was reduced to $5.7 million as of the Effective Date. The loan bears interest at a fixed rate of 10% per annum. Interest payments are made monthly in arrears. The Company is the administrative manager of CGF but does not own any membership interests. The Company had approximately $5.7 million of outstanding borrowings and accrued interest under the CGF loan, net of discounts, as of March 31, 2020 and December 31, 2019. The maturity date for the CGF loan was April 16, 2020. The CGF loan was repaid prior to maturity. See Note 19 – Subsequent Events for more information.

Revolving Capital Line of Credit

On March 19, 2020, the Company entered into a Revolving Capital Line of Credit Agreement (the “Loan Documents”) with CDS, pursuant to which the Company secured a Ten Million Dollar ($10,000,000) capital line of credit (the “Revolver”).  Under the terms of the Loan Documents, the Revolver provides for an initial variable interest rate of the WSJ Prime Rate plus one percent (1.00%) per annum on advances made under the Revolver, payable monthly in arrears.  The five-year term facility allows for interim draws that carry a maturity date of twelve (12) months from the initial date of the disbursement unless a longer initial term is agreed to by CDS.  On March 27, 2020 the Company borrowed $5.5 million under the Revolver. The $5.5 million borrowed has a maturity date of April 30, 2023. On April 10, 2020, the capital provided to the Company by the Revolver was utilized to retire all of the Company’s ten percent (10%) CGF loan. See Note 19 – Subsequent events for more information.

For the three months ended March 31, 2020 and 2019, the Company made interest payments of $125 thousand.

During the three months ended March 31, 2020 and 2019, the Company did not make principal payments for the CGF loan or the Revolver.