LONG-TERM LIABILITIES (Details Narrative) - USD ($) |
9 Months Ended | |||||
---|---|---|---|---|---|---|
May 05, 2020 |
Mar. 12, 2020 |
May 06, 2019 |
Sep. 30, 2020 |
Nov. 16, 2020 |
Apr. 17, 2020 |
|
Debt Instrument [Line Items] | ||||||
Drew on revolving loan amount | $ 1,000,000 | $ 1,000,000 | ||||
NSB and Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount outstanding | $ 8,629,800 | |||||
Debt instrument, interest rate terms | Outstanding balances accrue interest based on one-month US dollar London interbank offered rate (“LIBOR”) plus an Applicable Margin of 3.50% or 4.00%, depending on our Total Leverage Ratio (as defined in the amended Credit Agreement). | |||||
Step down leverage ratio | 0.25% | |||||
Step down leverage ratio description | semi-annual step- downs of 0.25x every six months, commencing June 30, 2020 through December 31, 2022. | |||||
Current total leverage ratio | 7.00% | |||||
Maximum senior leverage ratio | 2.00% | |||||
Debt instrument, covenant compliance | Furthermore, because the impact of the COVID-19 crisis on our trailing-four-quarters Adjusted EBITDA into 2021, we think it is likely that we will not be in compliance with one or more of the Fixed Charge Coverage Ratio, Total Leverage Ratio and Senior Leverage Ratio through the first quarter of 2021. In view of that, the Company and NSB entered into a Forbearance and Fifth Amendment to Credit Agreement dated August 14, 2020 (the “Fifth Amendment”). In the Fifth Amendment, NSB agreed to forbear from exercising any of its rights or remedies that result from the aforementioned covenant breaches during the aforementioned period. The Fifth Amendment also imposes a new Minimum EBITDA covenant pursuant to which the Company must demonstrate trailing-four-quarter EBITDA of $2.4 million for the each of the quarters ended September 30, 2020, December 31, 2020 and March 31, 2021 and $3.0 million thereafter. The Company was in compliance with the Minimum EBITDA covenant as of September 30, 2020. On October 26, 2020, the Company and NSB entered into the Sixth Amendment to Credit Agreement dated August 14, 2018 (the “Sixth Amendment”) in connection with the Company’s borrowing under the Main Street Loan Program (see Note 16 Subsequent Events). The Sixth Amendment added a Minimum Liquidity covenant requiring that the Company have cash and cash equivalents of no less than $1.5 million at quarter ends through and including June 30, 2021, and $2.5 million thereafter. The Company was in compliance with the Minimum Liquidity covenant as of September 30, 2020. | |||||
Minimum required EBITDA covenant for current quarter | $ 2,400,000 | |||||
Minimum required EBITDA covenant for next quarter | 2,400,000 | |||||
Minimum required EBITDA covenant for next second quarter | 2,400,000 | |||||
Minimum required EBITDA covenant for next third quarter | 3,000,000 | |||||
Minimum liquidity covenant required of cash and cash equivalents for next quarter | 1,500,000 | |||||
Minimum liquidity covenant required of cash and cash equivalents for next second quarter | 1,500,000 | |||||
Minimum liquidity covenant required of cash and cash equivalents for next third quarter | 1,500,000 | |||||
Minimum liquidity covenant required of cash and cash equivalents for next fourth quarter | $ 2,500,000 | |||||
NSB and Credit Agreement | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Fixed charge coverage ratio | 1.25% | |||||
NSB and Credit Agreement | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio | 7.25% | |||||
NSB and Credit Agreement | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Minimum required EBITDA covenant for next third quarter | $ 2,400,000 | |||||
Revolving Credit Facility | NSB and Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Drew on revolving loan amount | $ 1,000,000 | |||||
Term Loan | NSB and Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount outstanding | $ 7,629,800 | |||||
Leverage Ratio Less Than 2.0 | NSB and Credit Agreement | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, applicable margin rate | 3.50% | |||||
Leverage Ratio 2.0 or Greater | NSB and Credit Agreement | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, applicable margin rate | 4.00% | |||||
Paycheck Protection Program (PPP Loan) | Nevada State Bank | ||||||
Debt Instrument [Line Items] | ||||||
Unsecured Debt | $ 835,300 | |||||
Share Redemption Consideration Obligation | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 39,096,401 | |||||
Debt instrument, redemption period, start date | May 06, 2019 | |||||
Debt instrument, redemption period, end date | May 06, 2029 | |||||
Interest rate | 2.00% | |||||
Debt instrument, first annual payment | $ 781,928 | |||||
NSB and Credit Agreement | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 1,000,000 | |||||
NSB and Credit Agreement | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 11,000,000 |