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7. LONG-TERM FINANCING COMMITMENT
3 Months Ended
Mar. 31, 2014
Notes to Financial Statements  
7. LONG-TERM FINANCING COMMITMENT

On January 21, 2014, we signed an agreement with Full Circle Capital Corporation (Full Circle), a closed-end investment company.  The agreement provides that Full Circle will initially provide $7.5 million to us in the form of Senior Secured Convertible Notes, subject to certain named conditions.  We can borrow an additional $22.5 million with the mutual agreement of Full Circle and ourselves.

 

At least 95% of any loan proceeds will be used to acquire properties which we will lease to licensed marijuana growers.

Full Circle will provide us with the initial $7.5 million when:

 

     ●  Full Circle agrees on the location of property to be purchased;

     ●  The specified property’s appraised value is satisfactory to Full Circle;

     ●  A Phase I environmental inspection is completed to the satisfaction of Full Circle; and

     ●  We are able to provide a first priority lien on the property in favor of Full Circle.

 

 

We can borrow an additional $22.5 million on terms acceptable to Full Circle and ourselves.

The six-year loan(s) will be secured by real estate acquired with the loan proceeds and will require interest-only payments at a rate of 12% a year, payable monthly.

 

The initial loan can, at any time, be converted into shares of our common stock at a conversion price of $5 per common share.  It is contemplated that further advances will be convertible at 110% of the market price of our stock on the day of any advance, or the ten-day volume-weighted average price prior to the day of advance, whichever is lower.

 

The funding of the loan(s) is subject to the execution of additional documents between the parties.

 

Full Circle also purchased, for $500,000, warrants which allow Full Circle to purchase up to 1,000,000 shares of our common stock at any time on or prior to January 21, 2017 at a price of $5.50 per share.