Debt | Note 6 – Debt Debt consisted of the following: June 30, December 31, 2023 2022 Related Party Debt: July 2014 note payable to Little Harbor, LLC $ 3,267 $ 3,267 July 2016 note payable to Little Harbor, LLC 4,770 4,770 January 2016 note payable to Great Harbor Capital, LLC 2,500 2,500 March 2016 note payable to Great Harbor Capital, LLC 7,000 7,000 December 2016 note payable to Great Harbor Capital, LLC 2,500 2,500 August 2017 note payable to Great Harbor Capital, LLC 3,000 3,000 February 2018 note payable to Great Harbor Capital, LLC 2,000 2,000 July 2018 note payable to Great Harbor Capital, LLC 5,000 5,000 November 2018 note payable to Great Harbor Capital, LLC 4,000 4,000 February 2020 note payable to Great Harbor Capital, LLC 2,500 2,500 January 2016 note payable to Golisano Holdings LLC 2,500 2,500 March 2016 note payable to Golisano Holdings LLC 7,000 7,000 July 2016 note payable to Golisano Holdings LLC 4,770 4,770 December 2016 note payable to Golisano Holdings LLC 2,500 2,500 March 2017 note payable to Golisano Holdings LLC 3,267 3,267 February 2018 note payable to Golisano Holdings LLC 2,000 2,000 February 2020 note payable to Golisano Holdings LLC 2,500 2,500 November 2014 note payable to Golisano Holdings LLC formerly payable to Penta Mezzanine SBIC Fund I, L.P. 8,000 8,000 January 2015 note payable to Golisano Holdings LLC formerly payable to JL-BBNC Mezz Utah, LLC 5,000 5,000 February 2015 note payable to Golisano Holdings LLC formerly payable to Penta Mezzanine SBIC Fund I, L.P. 1,999 1,999 Macatawa Bank 15,000 15,000 Total related party debt 91,073 91,073 Senior Credit Facility with Midcap 4,573 6,308 Total debt 95,646 97,381 Less current portion 95,646 97,381 Long-term debt $ - $ - Little Harbor LLC Mr. David L. Van Andel, the Chairman of the Company’s Board of Directors, is the owner and principal of Little Harbor LLC. Mr. Mark Bugge, at the time the notes were entered into, was a member of the Company’s Board of Directors and the Secretary of Little Harbor LLC. July 2014 Note Payable to Little Harbor, LLC Pursuant to a July 2014 Debt Repayment Agreement with Little Harbor, LLC (“Little Harbor”), an entity owned by certain stockholders of the Company, on February 6, 2018 we entered into an agreement with Little Harbor to convert a debt repayment obligation of $ 3,267 8.5 July 2016 Note Payable to Little Harbor, LLC On July 21, 2016, we issued an unsecured delayed draw promissory note in favor of Little Harbor (“Little Harbor Delayed Draw Note”), pursuant to which Little Harbor loaned us the full approved amount of $ 4,770 8.5 %, with the principal payable at maturity. We issued a warrant into escrow in connection with this loan (see Little Harbor Escrow Warrant in Note 7 October 22, 2021 Little Harbor delivered a deferment letter pursuant to which Little Harbor agreed to defer all payments due under the aforementioned notes held by Little Harbor through October 22, 2021 A mendments to extend the maturity date and related payment deferrals of the aforementioned notes to Little Harbor have not been executed and these notes to Little Harbor are currently in default. We anticipate extending the maturity dates and related payment deferrals with Little Harbor, but we cannot guarantee that such extensions and payment deferrals will be successfully obtained on a timely basis or at all . Great Harbor Capital LLC Mr. David L. Van Andel, the Chairman of the Company’s Board of Directors, is the owner and principal of Great Harbor Capital LLC. Mr. Mark Bugge, at the time the notes were entered into, was a member of the Company’s Board of Directors and the Secretary of Great Harbor Capital LLC. January 2016 Note Payable to Great Harbor Capital, LLC Pursuant to a January 28, 2016 unsecured promissory note (the “January 2016 GH Note”) with Great Harbor Capital, LLC (“GH”), an affiliate of a member of our Board of Directors, GH lent us $ 2,500 8.5 24 104 We issued a warrant into escrow in connection with this loan (see GH Escrow Warrants in Note 7 the maturity was subsequently extended October 22, 2021 March 2016 Note Payable to Great Harbor Capital, LLC Pursuant to a March 21, 2016 unsecured promissory note (the “March 2016 GH Note”), GH lent us $ 7,000 8.5 24 292 We issued a warrant into escrow in connection with this loan (see GH Escrow Warrants in Note 7 the maturity was subsequently extended October 22, 2021 December 2016 Note Payable to Great Harbor Capital, LLC Pursuant to a December 31, 2016 unsecured promissory note (the “December 2016 GH Note”), GH lent us $ 2,500 8.5 %, with the principal payable at maturity. We issued a warrant into escrow in connection with this loan (see GH Escrow Warrants in Note 7 the maturity was subsequently extended to October 22, 2021. August 2017 Note Payable to Great Harbor Capital, LLC Pursuant to an August 30, 2017 secured promissory note, GH lent us $ 3,000 8.5 %, with the principal payable at maturity. We issued a warrant into escrow in connection with this loan (see GH Escrow Warrants in Note 7 the maturity was subsequently extended to October 22, 2021. February 2018 Note Payable to Great Harbor Capital, LLC Pursuant to a February 6, 2018 secured promissory note, GH lent us $ 2,000 8.5 the maturity was subsequently extended to October 22, 2021. As previously reported, on February 6, 2018, the Company issued an amended and restated secured promissory note to GH (the “A&R August 2017 GH Note”) replacing the prior secured promissory note issued on August 30, 2017. The amendment and restatement added a requirement that when the Company consummates any Special Asset Disposition (as defined in the February 2018 GH Note), provided that the Company has a minimum liquidity of $ 1,000 Furthermore, as a result of notes issued on February 6, 2018, by GH and Golisano Holdings LLC (“Golisano LLC”), GH and Golisano LLC entered into an “Intercreditor Agreement” where they agreed that each of the February 2018 GH Note, A&R August 2017 GH Note, and the Golisano LLC February 2018 Note (as defined below) are pari passu as to repayment, security and otherwise and are equally and ratably secured. July 2018 Note Payable to Great Harbor Capital, LLC Pursuant to a July 27, 2018 secured promissory note, GH loaned the Company $ 5,000 8.5 8.5% GH Note is secured by collateral. We issued a warrant to GH in connection with this loan (see GH Warrants in Note 7 The July 2018 GH Note is subordinate to the indebtedness owed to MidCap. The July 2018 GH Note is senior to the indebtedness owed to Little Harbor and Golisano LLC. November 2018 Note Payable to Great Harbor Capital, LLC Pursuant to a November 5, 2018 secured promissory note, GH loaned the Company $ 4,000 8.5%, 8.5 GH Note is secured by collateral. We issued a warrant to GH in connection with this loan (see GH Warrants in Note 7 October 22, 2021. February 2020 Note Payable to Great Harbor Capital, LLC Pursuant to a February 2020 unsecured promissory note (the “February 2020 GH Note”), an affiliate of a member of our Board of Directors, GH lent us $ 2,500 8 October 22, 2021 GH delivered a deferment letter pursuant to which GH agreed to defer all payments due under the aforementioned notes held by GH, through October 22, 2021 and agreed to refrain from declaring a default and/or exercising any remedies under the notes. Amendments to extend the maturity date and related payment deferrals of the aforementioned notes to GH but we cannot guarantee that such extensions and payment deferrals will be successfully obtained on a timely basis or at all. Golisano Holdings LLC Mr. B. Thomas Golisano, a former member of the Company’s Board of Directors, is a principal of Golisano LLC. November 2014 Note Payable to Golisano Holdings LLC (formerly payable to Penta Mezzanine SBIC Fund I, L.P.) On November 13, 2014, we raised proceeds of $ 8,000 12 8 4,960,740 January 2015 Note Payable to Golisano Holdings LLC (formerly payable to JL-Mezz Utah, LLC-f/k/a JL-BBNC Mezz Utah, LLC) On January 22, 2015, we raised proceeds of $ 5,000 12 8 2,329,400 434,809 . The 434,809 warrants expired unexercised on February 13, 2020. The note matured on October 22, 2021. February 2015 Note Payable to Golisano Holdings LLC (formerly payable to Penta Mezzanine SBIC Fund I, L.P.) On February 6, 2015, we raised proceeds of $ 2,000 12 8 869,618 January 2016 Note Payable to Golisano Holdings LLC Pursuant to a January 28, 2016 unsecured promissory note with Golisano LLC (the “Golisano LLC January 2016 Note”), an affiliate of a former member of our Board of Directors, Golisano LLC lent us $ 2,500 the maturity was subsequently extended October 22, 2021 8.5 %. We issued a warrant into escrow in connection with this loan (see Golisano Escrow Warrants in Note 7 March 2016 Note Payable to Golisano Holdings LLC Pursuant to a March 21, 2016 unsecured promissory note, Golisano LLC lent us $ 7,000 the maturity was subsequently extended to June 30, 2019 and October 22, 2021. 8.5 %. We issued a warrant into escrow in connection with this loan (see Golisano Escrow Warrants in Note 7 July 2016 Note Payable to Golisano Holdings LLC On July 21, 2016, we issued an unsecured delayed draw promissory note in favor of Golisano LLC pursuant to which Golisano LLC may, in its sole discretion and pursuant to draw requests made by the Company, loan the Company up to the maximum principal amount of $ 4,770 4,770 the maturity was subsequently extended 8.5 Note is payable at maturity. We issued a warrant into escrow in connection with this loan (see Golisano Escrow Warrants in Note 7 December 2016 Note Payable to Golisano Holdings LLC Pursuant to a December 31, 2016 unsecured promissory note, as amended and restated, Golisano LLC lent us $ 2,500 8.5 %, with the principal payable at maturity. We issued a warrant into escrow in connection with this loan (see Golisano Escrow Warrants in Note 7 the maturity was subsequently extended to March 2017 Note Payable to Golisano Holdings LLC Pursuant to a March 14, 2017 unsecured promissory note, as amended and restated, Golisano LLC lent us $ 3,267 8.5 %, with the principal payable at maturity. We issued a warrant into escrow in connection with this loan (see Golisano Escrow Warrants in Note 7 the maturity was subsequently extended to October 22, 2021. February 2018 Note Payable to Golisano Holdings LLC Pursuant to a February 6, 2018 secured promissory note, Golisano LLC lent us $ 2,000 8.5 the maturity was subsequently extended to October 22, 2021. February 2020 Note Payable to Golisano Holdings LLC Pursuant to a February 2020 unsecured promissory note (the “Golisano LLC February 2020 Note”), an affiliate of a former member of our Board of Directors, Golisano LLC lent us $ 2,500 8 Golisano LLC delivered a deferment letter pursuant to which Golisano LLC agreed to defer all payments due under the aforementioned notes held by Golisano LLC through October 22, 2021 A mendments to extend the maturity date and related payment deferrals of the aforementioned notes to Golisano LLC but we cannot guarantee that such extensions and payment deferrals will be successfully obtained on a timely basis or at all To date, Golisano LLC has not exercised any of its remedies available upon a default for any of the aforementioned notes. Macatawa Bank Mr. Mark Bugge is a former member of the board of directors of Macatawa Bank (“Macatawa”) and was a member of the Company’s board of directors; he was an active member of both boards at the time of the Term Loan (as defined below). A former member of the Company’s Board of Directors, Mr. B. Thomas Golisano, and a member of the Company's Board of Directors, Mr. David L. Van Andel, are the owners and principals of the guarantor, 463IP “463IP” 10 On December 4, 2018, the Company entered into a Term Loan Note and Agreement (the "Term Loan") in favor of Macatawa. Pursuant to the Term Loan, Macatawa loaned the Company $ 15,000 The Term Loan was amended on December 14, 2022 to extend the maturity date to November 30, 2024 and to transition from LIBOR to SOFR. The Term Loan accrues interest at SOFR Rate plus 1.05 2.50%; the rate was 6.04 3.00 In connection with the Term Loan, 463IP $15,000 On October 28, 2019, the Term Loan was amended and GH and Golisano LLC replaced 463IP as “Entity Guarantor” as defined in the Term Loan, and provided their guaranties for payment of the Company’s indebtedness and obligations under the Term Loan. Senior Credit Facility with Midcap On January 22, 2015, we entered into a three-year 15,000 20,000 On September 2, 2016, we entered into an amendment with Midcap to increase the Senior Credit Facility to $ 17,000 12 0.50 1.20 % per month, and interest of LIBOR plus 5 500,000 shares of the Company’s common stock (see Midcap Warrant in Note 7 On January 22, 2019, we entered into Amendment Sixteen to the Credit and Security Agreement (the "MidCap Sixteenth Amendment"). The MidCap Sixteenth Amendment reduced the revolving credit facility amount from a total of $17,000 5,000 On February 13, 2019, MidCap informed the Company that MidCap had re-assigned all of its rights, powers, privileges and duties as “Agent” under the Credit and Security Agreement, as well as all of its right, title and interest in and to the revolving loans made under the facility from Midcap Funding X Trust to MidCap IV Funding. On April 22, 2019, we entered into Amendment Seventeen to the Credit and Security Agreement (the "MidCap Seventeenth Amendment"), 12,000 two years On April 22, 2021, we entered into Amendment Eighteen to the Credit and Security Agreement (the "MidCap Eighteenth Amendment"), 0.375 3.75 three years We have incurred loan fees totaling $ 540 4,573 Other Debt May 2020 Note Payable to Fifth Third Bank N.A. On May 7, 2020, Twinlab Consolidated Corporation ("TCC"), the operating subsidiary of the Company, received the proceeds of a loan from Fifth Third Bank, National Association ("Fifth Third Bank") in the amount of $ 1,674 two-year 1.0% The Company submitted its application for 100% forgiveness for this loan in November 2021. In January 2022, the full amount of the PPP Loan was forgiven by the Small Business Administration ("SBA"). As a result, the Company recorded a gain on the forgiveness of the loan in the amount of $1,674. February 2021 Note Payable to Fifth Third Bank N.A. On February 9 , 2021, TCC received the proceeds of a second loan from Fifth Third Bank in the amount of $1,344 ( the "Second PPP Loan") obtained under the Paycheck Protection Program. The Second PPP Loan, evidenced by a promissory note dated February 5, 2021 (the "Second PPP Note”), had a two-year The company submitted its application for 100% forgiveness for this loan in Novem ber 2021. In December 2021, the full amount of the Second PPP Loan was forgiven by the SBA. As a result, the Company recorded a gain on the forgiveness of the loan in the amount of $ . Financial Covenants Certain of the foregoing debt agreements, as amended, require us to meet certain affirmative and negative covenants, including maintenance of specified ratios. As of June 30, 2023, we were in default for lack of compliance with the EBITDA-related financial covenant of the debt agreement with MidCap. The amount due to MidCap for this revolving credit line is $4,573 as of June 30, 2023. |