Note 15 - Related Party Transaction

12 Months Ended

Jan. 31, 2023

Notes to Financial Statements

Related Party Transactions Disclosure [Text Block]

15. Related Party Transaction

In  September 2020, we entered into an equity distribution agreement (the “Equity Distribution Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agent”). The Co-Chief Executive Officer and Co-President of the Agent is the Non-Executive Chairman of our Board. Pursuant to the Equity Distribution Agreement, the Company  may sell up to 500,000 shares of 9.00% Series A Cumulative Preferred Stock, par value $1.00 per share (the “Preferred Stock”) and 5,000,000 shares of $0.01 par value common stock (“Common Stock”) through an at-the-market offering program (the “ATM Offering Program”) administered by the Agent. Under the Equity Distribution Agreement, the Agent is entitled to compensation of up to 2.0% of the gross proceeds from the sale of Preferred Stock and Common Stock under the ATM Offering Program.

On November 12, 2021, the Company issued 432,000 shares of the Series A Preferred Stock, pursuant to an underwriting agreement, dated November 9, 2021, by and between the Company and Ladenburg Thalmann & Co. Inc. The Co-Chief Executive Officer and Co-President of Ladenburg Thalmann & Co. Inc is the Non-Executive Chairman of the Company’s board of directors. Net proceeds to the Company were approximately $9.5 million and the underwriter received underwriting discounts and commissions totaling approximately $576,000 in connection with this offering. The Non-Executive Chairman of the Company received no portion of these discounts and commissions.

For the twelve months ended January 31, 2023, the Company sold no shares of Series A Preferred Stock under the ATM Offering Program. For the twelve months ended  January 31, 2022, the Company issued 212,753 shares of Series A Preferred Stock under the ATM Offering Program. Gross proceeds from these sales were approximately $5.3 million and the Agent received compensation of approximately $106,000, resulting in net proceeds to the Company of $5.2 million for the twelve months ended January 31, 2022. The Non-Executive Chairman of the Company received no portion of this compensation.

For the twelve months ended January 31, 2023, the Company sold no shares of Common Stock under the ATM Offering Program. For the twelve months ended  January 31, 2022, the Company issued 18,415 shares of Common Stock under the ATM Offering Program. Gross proceeds from these sales were approximately $44,000, the Agent received compensation of approximately $1,000 resulting in net proceeds to the Company, after deducting underwriting discounts and offering costs, of approximately $43,000 for the twelve months ended January 31, 2022. The Non-Executive Chairman of the Company received no portion of this compensation.