Note M - Certain Relationships and Related Party Transactions

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Related Party Transactions Disclosure [Text Block]

Note M — Certain Relationships and Related Party Transactions

From 

2016

until 

October 

2020,

we conducted business with Wipro, whereby

Wipro provided us with a variety of technology-related services. 

We have since terminated all service agreements with Wipro. 

Effective

January 30, 2018,

Wipro became a related party when it purchased

9,926

shares of our Series A Preferred Stock (which are convertible at Wipro's option into

1,001,614

shares, or

15%

of our common stock as of

December 31, 2020),

for aggregate consideration of

$9.9

million. For information pertaining to the Company's preferred stock, See Note E,

Convertible Preferred Stock

.

As described in Note F,

Long-Term Debt

, the Company's Texas Capital Credit Facility is secured by HHS Guaranty, LLC, an entity formed to provide credit support for the Company by certain members of the Shelton family (descendants of

one

of our founders). Pursuant to the Amended and Restated Fee, Reimbursement and Indemnity Agreement, dated

January 9, 2018,

between HHS Guaranty, LLC and the Company, HHS Guaranty, LLC has the right to appoint

one

representative director to the Board and is paid a fee to provide the guarantee. Currently, David L. Copeland serves as the HHS Guaranty, LLC representative on the Board.