Annual report pursuant to Section 13 and 15(d)

LONG-TERM LIABILITIES (Details Narrative)

v3.21.1
LONG-TERM LIABILITIES (Details Narrative) - USD ($)
12 Months Ended
May 05, 2020
Mar. 12, 2020
May 06, 2019
Dec. 31, 2020
Nov. 21, 2020
Nov. 16, 2020
Oct. 26, 2020
Apr. 17, 2020
Debt Instrument [Line Items]                
Proceeds from draw on revolving loan   $ 1,000,000   $ 1,000,000        
Nevada State Bank Credit Agreement                
Debt Instrument [Line Items]                
Principal amount outstanding       $ 8,265,300        
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       6.75%        
Maximum senior leverage ratio       2.00%        
Debt instrument, covenant compliance       The Credit Agreement, as amended, contains affirmative and negative financial covenants and other restrictions customary for borrowings of this nature. In particular, we are required to make Maintenance Capital Expenditures (as defined in the Credit Agreement) in any fiscal year of no more than 5% of the total revenues realized in the prior fiscal year. At December 31, 2020, we were in compliance with this covenant. In addition, we are required to maintain (i) a minimum trailing-four-quarters Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of 1.25x; (ii) a maximum Total Leverage Ratio (as defined in the Credit Agreement) of 7.25x (with semi-annual step-downs of 0.25x every six months, commencing June 30, 2020 through December 31, 2022 (the current required Total Leverage Ratio is 6.75x) and (iii) a maximum Senior Leverage Ratio (as defined in the Credit Agreement) of 2.00x. We were not in compliance with the Fixed Charge Coverage Ratio, Total Leverage Ratio and Senior Leverage Ratio as of December 31, 2020. In the Forbearance and Fifth Amendment to the Credit Agreement, dated August 14, 2020, (the “Fifth Amendment”), NSB agreed to forbear from exercising any rights or remedies as a result of a default under one or more of these covenants through April 1, 2021. The Fifth Amendment also imposed a new Minimum EBITDA covenant pursuant to which the Company must demonstrate trailing-four-quarter EBITDA of $2.4 million for each of the quarters ended September 30, 2020, December 31, 2020 and March 31, 2021 and $3.0 million thereafter. On November 16, 2020, the Company entered into a Seventh Amendment to the Credit Agreement with Zions Bancorporation N.A., dba Nevada State Bank (the “Seventh Amendment”). The Seventh Amendment changed the trailing-four-quarter Minimum EBITDA covenant from $3.0 million to $2.4 million for each fiscal quarter ending September 30, 2020 and thereafter. The Company was not in compliance with the Minimum EBITDA covenant (as revised in the Seventh Amendment) as of December 31, 2020. As further described in Note 13 “Subsequent Events”, on March 29, 2021, the Company and NSB entered in an Amended and Restated Credit Agreement (the “A&R Agreement”). Among other things, the A&R Agreement extended the forbearance under the Fifth Agreement to the Minimum EBITDA covenant as measured on December 31. 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 MSPLP. 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 December 31, 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   $ 2,400,000    
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        
Nevada State Bank Credit Agreement | Maximum                
Debt Instrument [Line Items]                
Percentage of maintenance capital expenditures to be made from prior fiscal year total revenues       5.00%        
Leverage ratio       7.25%        
Nevada State Bank Credit Agreement | Minimum                
Debt Instrument [Line Items]                
Fixed charge coverage ratio       1.25%        
Revolving Credit Facility | Nevada State Bank Credit Agreement                
Debt Instrument [Line Items]                
Proceeds from draw on revolving loan   $ 1,000,000            
NSB and Credit Agreement | Revolving Credit Facility                
Debt Instrument [Line Items]                
Borrowing capacity       $ 1,000,000        
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              
Term Loan | Nevada State Bank Credit Agreement                
Debt Instrument [Line Items]                
Principal amount outstanding       7,265,300        
Term Loan | NSB and Credit Agreement                
Debt Instrument [Line Items]                
Borrowing capacity       $ 11,000,000        
Leverage Ratio Less Than 2.0 | Nevada State Bank Credit Agreement | LIBOR                
Debt Instrument [Line Items]                
Debt instrument, applicable margin rate       3.50%        
Leverage Ratio 2.0 or Greater | Nevada State Bank 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
Debt instrument forgiven accrued interest         $ 4,943      
Main Street Priority Loan Facility | Nevada State Bank                
Debt Instrument [Line Items]                
Unsecured Debt             $ 4,000,000  
Variable rate basis, description       three-month U.S. dollar LIBOR plus 300 basis points (initially 3.215%)        
Debt instrument, initial interest rate       3.215%        
Loan, maturity period       5 years        
Debt instrument, amortization price percentage principal amount outstanding       15.00%        
Main Street Priority Loan Facility | Nevada State Bank | LIBOR                
Debt Instrument [Line Items]                
Debt instrument, applicable margin rate       3.00%