Quarterly report pursuant to Section 13 or 15(d)

Outstanding Debt (Tables)

v3.20.2
Outstanding Debt (Tables)
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Summary of Outstanding Debt
Schedule of Senior Convertible Note Estimated Fair Value

The changes in the fair value of debt during the three and six months ended June 30, 2020 is as follows:

 

    December 2018 Senior Secured
Convertible Note
    November 2019
Senior Secured Convertible Note
Series A
& Series B
    April 2020 Senior Convertible Note     Sum of Balance Sheet
Fair Value Components
    Other Income (Expense)  
Fair Value - December 31, 2019   $ 1,700     $ 6,439     $     $ 8,139          
                                         
Face value principal – issue date           7,000             7,000          
Fair value adjustment – issue date           2,600             2,600       (2,600 )
Installment repayments – common stock     (1,642 )                 (1,642 )        
Non-installment payments – common stock     (4 )     —              (4 )        
Non-installment payments – cash           (138 )           (138 )        
Change in fair value     9       4,699             4,708       (4,708 )
Lender Fee - November 2019 Senior Secured Convertible Note - Series B                             (700 )
Fair Value at March 31, 2020   $ 63     $ 20,600     $     $ 20,663          
Other Income (Expense) - Change in fair value - three months ended March 31, 2020                                   $ (8,008 )
                                         
Face value principal – issue date                 4,111       4,111          
Fair value adjustment – issue date                 (411 )     (411 )     411  
Installment repayments – common stock     (50 )     (5,695 )           (5,745 )        
Non-installment payments – common stock     (2 )     (242 )           (244 )        
Non-installment payments – cash                 (54 )     (54        
Change in fair value     (11 )     (2,363 )     254       (2,120     2,120  
Lender Fee - April 2020 Senior Convertible Note                             (411 )
Fair Value at June 30, 2020   $     $ 12,300     $ 3,900     $ 16,200          
Other Income (Expense) - Change in fair value - three months ended June 30, 2020                                   $ 2,120  
Other Income (Expense) - Change in fair value - six months ended June 30, 2020                                   $ (5,888 )

 

The changes in the fair value of debt during the three six months ended June 30, 2019 is as follows:

 

    December 2018 Senior Secured Convertible Note     Other Income (Expense)  
Fair Value - December 31, 2018   $ 7,903     $    
Installment repayments - common stock     (52 )        
Non-installment payments - common stock                
Non-installment payments - cash     (159 )        
Change in fair value     559       (559 )
Fair Value - March 31, 2019     8,251          
Other Income (Expense) - Change in fair value
 - three months ended March 31, 2019
            (559 )
Installment repayments - common stock     (1,480 )        
Non-installment payments - common stock     (22 )        
Non-installment payments - cash     (120 )        
Change in fair value     161       (161 )
Fair Value - June 30, 2019   $ 6,790          
Other Income (Expense) - Change in fair value
 - three months ended June 30, 2020
            (161 )
Other Income (Expense) - Change in fair value
 - six months ended June 30, 2020
          $ (720 )

 

(1) With respect to the December 2018 Senior Secured Convertible Note, in the six months ended June 30, 2020, approximately $1,692 of principal repayments and approximately $6 of non-installment payments were settled through the issuance of approximately 2,075 shares of common stock of the Company with a fair value of approximately $2,901 (with such fair value measured as the respective conversion date quoted closing price of the common stock of the Company). As of June 30, 2020, the December 2018 Senior Secured Debt balance was paid in full.
   
(2) With respect to the November 2019 Senior Secured Convertible Note - Series A and Series B - in the six months ended June 30, 2020, approximately $5,695 of Accelerated and Bi-Monthly Installment principal repayments and approximately $242 of non-installment payments were settled through the issuance of approximately 3,753 shares of common stock of the Company with a fair value of approximately $8,671 (with such fair value measured as the respective conversion date quoted closing price of the common stock of the Company). Additionally, non-installment payments of approximately $138 were paid in cash in the same period. There were no such installment repayments nor non-installment payments in the corresponding prior year period. Subsequent to June 30, 2020, through August 11, 2020, approximately $480 of Accelerated and Bi-Monthly Installment principal repayments and approximately $4 of non-installment payments were settled through the issuance of approximately 303 shares of common stock of the Company with a fair value of approximately $618 (with such fair value measured as the respective conversion date quoted closing price of the common stock of the Company).
   
(3)

The November 2019 Senior Secured Convertible Note - Series B has a face value principal of approximately $7,000 and lender fees of approximately $700 (recognized as a current period other expense), resulting in cash proceeds of approximately $6,300 received by the Company, with such cash proceeds delivered to the Company by the investors on March 30, 2020, at their election under the prepayment provisions of the Series B note of the November 2019 Senior Secured Convertible Note. Additionally, under a separate agreement, the Company incurred an expense of approximately $410 with respect to the placement agent advisory fee. The November 2019 Senior Secured Convertible Note - Series B has a contractual maturity date of September 30, 2021 and a stated interest rate of 7.875% per annum.

 

The November 2019 Senior Secured Convertible Notes - Series A and Series B - have a stated interest rate of 7.875% per annum to the extent the investor has funded the cash proceeds of each such respective Series A and Series B. During the period November 4, 2019 to March 29, 2020, during which period the Series B was not funded by the investor, the Company incurred interest expense of 3.0% per annum on the Series B $7.0 million face value principal. The (cash) payment of such 3.0% interest on the $7.0 million face value principal resulted in the recognition of approximately $53 of interest expense during the period January 1, 2020 through March 29, 2020, with such interest expense included in other income (expense) in the accompanying (unaudited) condensed consolidated statement of operations. There was no such interest expense in the corresponding prior year period.

   
(4) On April 30, 2020, the Company entered into a Security Purchase Agreement for the issue of a Senior Convertible Note with a face value principal of approximately $4,111 and lender fees of approximately $411 (recognized as a current period other expense), resulting in $3,700 cash proceeds received by the Company. - referred to as the April 2020 Senior Convertible Note. Additionally, under a separate agreement, the Company incurred a current period expense of approximately $120 with respect to the placement agent advisory fee. The April 2020 Senior Convertible Note has a 24 month maturity, a 7.875% interest rate per annum, and a conversion price of $5.00 per share of the Company’s common stock. On the maturity date, the Company will pay the holder in cash all remaining outstanding principal and unpaid interest thereon. In the six months ended June 30, 2020 non-installment payments in cash at the stated interest rate were made in the amount of approximately $54.