XML 21 R12.htm IDEA: XBRL DOCUMENT v3.22.2.2
Notes and Lines of Credit
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Notes and Lines of Credit

(6) Notes and Lines of Credit

 

 Notes and lines of credit consist of the following:

 

        As of September 30, 2022     As of December 31, 2021  
    Rate   Total Borrowing Capacity     Outstanding Borrowed Balance     Total Borrowing Capacity     Outstanding Borrowed Balance  
Strandler, LLC (1)   4.00%   $ 1,000     $ 1,000       n/a       n/a  
Beachcorp, LLC (1)   5.25%     n/a       n/a     $ 1,000     $ 1,000  
Beachcorp, LLC (2)   5.50%     4,561       3,358       3,753       3,365  
Beachcorp, LLC (3)   5.50%     4,000       3,000       n/a       n/a  

 

Related party interest summary:

 

                                 
    Three months ended
September 30,
    Nine months ended
September 30,
 
    2022     2021     2022     2021  
                                 
Interest expense, related parties   $ 111     $ 49     $ 218     $ 1,091  
Accrued interest expense, related parties     39       17       39       17  

 

 

  1) On January 28, 2022 the Company entered into an additional Business Loan Agreement (the “New Term Loan Agreement”) with Strandler, LLC, which effectively transferred or assigned the previously existing Term Loan to Strandler, LLC from Beachcorp, LLC. Interest on the New Term Loan is at the prime rate plus 0.75%, and it matures on March 31, 2024. Strandler, LLC is also an affiliate of Bradford T. Whitmore.

 

  2) On January 28, 2022 the Company entered into an Amended and Restated Business Loan Agreement (the “A&R Loan Agreement”), which amends and restates the Master Agreement between the Company and Beachcorp, LLC, and a new promissory note in order to evidence the A/R Revolver facility, including an amendment to expand the limit on the A/R Revolver Facility from $6,000 to $8,000, reduce the interest rate to the prime rate plus 0.75%, and extend the maturity of the A/R Revolver facility to March 31, 2024.

 

  3) On January 28, 2022, in connection with the A&R Loan Agreement, the Company entered into a new promissory note in order to evidence the Inventory Revolver facility, allowing borrowing of up to $4,000, at an amount equivalent to 50% of eligible inventory, as defined. The interest rate on the Inventory Revolver is set to the prime rate plus 0.75%. The Inventory Revolver facility matures March 31, 2024.

 

Beachcorp, LLC and Strandler, LLC are affiliates of Mr. Bradford T. Whitmore, who beneficially owns a majority of the Company’s common stock and is the brother of Ms. R. Janet Whitmore, a director of the Company and the chair of the Company’s board of directors. The A/R Revolver Facility, the Inventory Facility and the New Term Loan are all secured by all the unencumbered assets of the Company and subordinated to the Company’s letters of credit with Libertyville Bank & Trust. 

 

Since July 2014, we have maintained a bank-issued letter of credit for up to $30 in borrowings to support our obligations under our Romeoville, Illinois facility lease agreement. No borrowings have been incurred under this promissory note. On December 21, 2021, Libertyville issued a letter of credit for up to $500 in borrowings to support our obligations under our newly leased manufacturing and warehouse space in Bolingbrook, Illinois. For both letters of credit, interest on drawn balances will be at the prime rate plus 1%.