RELATED PARTY TRANSACTIONS | NOTE 11 – RELATED PARTY TRANSACTIONS The Company has historically maintained an intercompany balance due to/from related parties that relates to cash advances for investments, loan repayments, charges for services provided to the Company by IDT Corporation, or IDT, and payroll costs for the Company’s personnel that were paid by IDT. The Company also receives rental income from various companies under common control to IDT. The Company recorded expense of approximately $66 thousand in related party services to IDT, of which approximately $30 thousand is included in due to related parties at October 31, 2020. IDT leases approximately 80,000 square feet of office space plus parking occupied by IDT at 520 Broad Street, Newark, NJ and approximately 3,600 square feet of office space in Jerusalem, Israel. IDT paid the Company approximately $459 thousand for office rent and parking during the three months ended October 31, 2020 and 2019. As of October 31, 2020 and 2019, IDT owed the Company approximately $69 thousand and $0, respectively, for office rent and parking. The Company leases space to related parties which represented approximately 56% and 43% of the Company’s total revenue for the three months ended October 31, 2020 and 2019, respectively. See Note 16 for future minimum rent payments from related parties and other tenants. The Company provides Rafael Pharmaceuticals with administrative, finance, accounting, tax and legal services. Howard S. Jonas serves as a Chairman of the Board of Rafael Pharmaceuticals and owns an equity interest in Rafael Pharmaceuticals. The Company billed Rafael Pharmaceuticals $120,000 for the three months ended October 31, 2020 and 2019, respectively. As of October 31, 2020 and July 31, 2020, Rafael Pharmaceuticals owed the Company $240,000 and $120,000, respectively, included in due from Rafael Pharmaceuticals. In September 2018, CS Pharma, in which the Company owns an effective 45% interest, exercised a warrant to purchase 8 million shares of Rafael Pharmaceuticals’ Series D Convertible Preferred Stock for $10 million representing approximately 8% of the equity on a fully-diluted basis (excluding the remainder of the Warrant) of Rafael Pharmaceuticals. The Warrant in full is exercisable for up to 56% of the fully diluted equity of Rafael Pharmaceuticals. The right to exercise the first $10 million of the Warrant was held by CS Pharma. CS Pharma is owned by 0.25% by Michael Weiss, a non-employee director of the Company. The remainder of the Warrant is held by Pharma Holdings. On November 5, 2018, Pharma Holdings, LLC partially exercised a warrant to purchase 4 million shares of Rafael Pharmaceuticals’ Series D Convertible Preferred Stock for $5 million, of which $500,000 was contributed by Howard Jonas. On November 15, 2018, Howard Jonas entered into an agreement to purchase a convertible note from the Company for $15.0 million convertible into shares of Class B common stock at $8.47 per share. The term of the note was three years with interest on the principal amount at a rate of 6% per annum, compounded quarterly. At issuance, the Company recorded a debt discount of approximately $70,000 related to the beneficial conversion feature of the note and amortized approximately $16,000 of the discount in fiscal 2020 which was recorded as interest expense. In addition, the Company recorded approximately $650,000 of interest expense for the three months ended October 31, 2020 and 2019. In August 2019, the note including accrued interest of approximately $667,000 was converted into 1,849,749 shares of common stock. On January 10, 2019, Pharma Holdings partially exercised a warrant to purchase 5.1 million shares of Series D Convertible Preferred Stock of Rafael Pharmaceuticals for $6.4 million, of which $640,000 was contributed by Howard Jonas. On January 23, 2019, Pharma Holdings partially exercised a warrant to purchase 36.3 million shares of Series D Convertible Preferred Stock of Rafael Pharmaceuticals for $34.4 million, of which $3.4 million was contributed by Howard Jonas. On January 29, 2020, in connection with the vesting of certain restricted shares of Class B common stock held by an officer of the Company, the Company withheld 5,238 shares to pay for the payroll taxes on the officer’s behalf, totaling approximately $116,000. The Company acquired membership interest in Altira, a related party in fiscal 2020 and fiscal 2021 (see Note 4 and Note 17). The Company recognized approximately $96 thousand and $0 in income from its ownership interests of 37.5% in RP Finance for the three months ended October 31, 2020 and 2019, respectively (see Note 5). |