DEBT | 6 Months Ended |
Jun. 30, 2014 |
Debt Disclosure [Abstract] | ' |
DEBT | ' |
DEBT |
A summary of our outstanding debt obligations as of June 30, 2014 and December 31, 2013 is presented as follows: |
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| | June 30, 2014 | | December 31, |
2013 |
12.0% Convertible Debentures | | $ | 887,119 | | | $ | — | |
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Secured Bridge Loan | | 5,000 | | | — | |
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Promissory Note (non-interest bearing, net of discount) due October 2015 | | 203,608 | | | 200,051 | |
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Promissory Note (non-interest bearing, net of discount) due December 2015 | | 135,819 | | | 160,969 | |
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5.74% Insurance Financing due August 2014 | | 11,679 | | | 45,211 | |
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7.5% Secured Equipment Loan due March 2016 | | 9,762 | | | 12,467 | |
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| | | | |
Total debt | | 1,252,987 | | | 418,698 | |
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Less: current maturities | | (294,171 | ) | | (289,891 | ) |
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Total long-term debt | | $ | 958,816 | | | $ | 128,807 | |
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Carrying values in the table above include net unamortized debt discount of $97,296 and $117,313 as of June 30, 2014 and December 31, 2013, respectively, which is amortized to interest expense over the terms of the related debt. |
12% Convertible Debentures |
In February 2014, we initiated a $1,000,000 offering of convertible debt ("12% Convertible Debentures") to fund our ongoing working capital needs. Terms of the 12% Convertible Debentures were as follows: (i) $100,000 per unit with interest at |
a rate of 12% per annum payable monthly with a maturity of three years from the date of issuance; (ii) convertible at any time prior to maturity at $0.75 per share of the Company's common stock; (iii) each unit included a three-year warrant to purchase up to 30,000 shares of the Company's common stock at an exercise price of $0.75 per share for a period of three years from the effective date of the warrant; and, (iv) an anti-dilution provision that requires a reduction in the conversion price should subsequent at-market issuances of the Company’s common stock be issued below the stated conversion price. The offering was subsequently extended to $2,000,000 with the terms modified as follows: (i) convertible at any time prior to maturity at $0.50 per share of the Company's common stock; (ii) each unit included a three-year warrant to purchase up to 50,000 shares of the Company's common stock at an exercise price of $0.50 per share for a period of three years from the effective date of the warrant. One unit was issued with a maturity of one year from the date of issuance. As of June 30, 2014, we had raised $900,000 under the 12% Convertible Debenture offering including warrants to purchase up to 390,000 shares of the Company's common stock. |
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The sale of common stock on June 20, 2014 was a "Subsequent Equity Sale" as defined in the 12% Convertible Debentures wherein the stated conversion price of the debenture to common stock is adjusted. As a result the debentures issued prior to March 31, 2014 with a stated conversion price of $0.75 were adjusted to a $0.64 conversion price. Debentures issued after March 31, 2014 and before June 20, 2014 with a stated conversion price of $0.50 were adjusted to a $0.43 conversion price. As of September 30, 2014 the Company has raised $1,375,000 under the 12% Convertible Debentures offering including warrants to purchase up to 532,500 shares of the Company's common stock. |
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Promissory Notes |
In January 2014, we entered into a $100,000 secured promissory note agreement with an unrelated third party to provide working capital to the Company. The secured promissory note was due four months from the date of issuance. Under the terms of the secured promissory note, the loan paid interest at a rate of 18%, plus an accommodation fee, which, including the interest payable under the loan, was an amount ranging from $5,000 to $20,000, (depending upon the number of months the secured promissory note remained outstanding), plus 12,500 shares of the Company's common stock. In February 2014, the holder of the secured promissory note transferred its principal due under the agreement to the Company's 12% Convertible Debentures and the secured promissory note was deemed paid in full. |
In February 2014, we entered into two $100,000 secured bridge loans ("Secured Bridge Loans") with two unrelated third parties to provide working capital to the Company. Under the terms of the Secured Bridge Loans, principal was due in forty days with interest payable at 18%, plus an accommodation fee, such that combined with the interest due and payable, a sum equal to $20,000 plus 25,000 shares of the Company's common stock was paid. In March 2014, in consideration of the issuance of an additional 25,000 shares of the Company's common stock, the maturity date of both Secured Bridge Loans was extended. In April 2014, the Company made a partial payment totaling $140,000 on the Secured Bridge Loans. In May 2014, one of the Secured Bridge Loans was paid in full. At June 30, 2014, amounts due under the remaining Secured Bridge Loan totaled $25,700, of which $20,700 represents accrued and unpaid interest. |
In connection with the acquisition of Francis Drilling Fluids, Inc. ("FDF"), on November 23, 2010, we issued a promissory note payable to a former interest holder of FDF in the face amount of $750,000. The note is an unsecured, non-interest bearing loan that requires quarterly payments of $37,500 and matures October 1, 2015. At June 30, 2014 and December 31, 2013, we have recorded the note as a discounted debt of $203,608 and $200,051 respectively, using an imputed interest rate of 9%. |
In November 2013, we entered into a promissory note with a third party to finance premiums related to certain insurance policies. The promissory note bears an annual interest rate of 5.7% with principal and interest payments of $8,109 due monthly through maturity in August 2014. |
In December 2012, we entered into an unsecured, non-interest bearing promissory note with a former vendor in the amount of $342,500 as a settlement for outstanding payables due to the former vendor. The promissory note required an initial payment of $75,000 with monthly payments of $7,431 due through maturity, on December 31, 2015. At June 30, 2014 and December 31, 2013, we have recorded the promissory note as a discounted debt of $135,819 and $160,969, respectively, using an imputed interest rate of 7.5%. |
We also have a secured equipment loan outstanding that requires a monthly principal and interest payment based on a fixed interest rate of 7.5% and matures in March of 2016. |