Notes Payable and Convertible Notes | NOTES PAYABLE AND CONVERTIBLE NOTES The Company’s notes payable and convertible notes are as follows: Terms June 30, 2023 December 31, 2022 Secured promissory notes dated May 10, 2019, as subsequently amended, with a related party drawn in two tranches: (i) $35.0 million bearing interest at 12.75% and (ii) $10.0 million bearing interest at 14.75%, which mature on May 10, 2024 (2) $ 50,451 $ 49,807 Convertible promissory note dated October 6, 2021, which mature on October 6, 2024 and bear interest at a rate of 6% per annum 15,398 14,843 Unsecured convertible promissory note at $0.50 per share due December 18, 2023 at 12% per annum through May 2023 and 14% per annum through December 2023 3,843 3,554 Promissory note issued for the acquisition of NECC due January 7, 2023 at 10% per annum — 519 Promissory note issued for the acquisition of Island due October 25, 2026 at 6% per annum 10,728 10,431 Secured promissory note due February 28, 2023 at 1.5% monthly interest for three months and 2% monthly interest for three months (1) 2,354 3,230 Unsecured promissory note due September 30, 2023, monthly interest payments at 12% per annum 1,730 1,730 Various 35 51 Total Notes Payable and Convertible Notes $ 84,539 $ 84,165 (1) The Company is in default of the secured promissory note as of June 30, 3023. Management is renegotiating terms of the promissory note as of the date of these consolidated financial statements. (2) The Company has executed an amendment to the LL Lending loan agreement on July 31, 2023 to extend the maturity date to May 1, 2026 and to reduce the interest rate to 12%. In accordance with the conditions specified in ASC 470-10-45-14, the related party loan is classified as a long term liability in the consolidated balance sheet as of June 30, 2023. LI Lending LLC On May 10, 2019, the Company entered into a loan agreement with LI Lending LLC, a related party, for $50.0 million, of which $43.0 million was drawn as of June 30, 2023 in two amounts: (i) $35.0 million bearing interest at a rate of 10.25% and (ii) $10.0 million bear interest at a rate of of 12.25%. The loan matures on May 10, 2024 upon the Company shall pay an exit fee of 20% of the remaining principal balance. In April 2020, the loan was amended to release certain assets previously held as collateral and to make principal prepayments totaling $2.0 million applied to the initial $35.0 million amount, decreasing the principal balance to $33.0 million. In December 2020, the loan was amended to increase the interest rate by 2.5% of which payments of the incremental interest were paid-in-kind until January 1, 2022. The Company was still required to make interest-only payments monthly of 10.25% on the initial $33.0 million and 12.25% on the final $10.0 million of the loan until January 1, 2022, when monthly interest rates were increased to 12.75% for the initial $35.0 million and 14.75% for the final $10.0 million for the remaining term. For the three months ended June 30, 2023 and 2022, the Company recognized accrued interest expense of $1.9 million and $1.5 million , respectively, on the related party loan and made $1.6 million and $1.0 million , respectively, in payments of principal and interest to the related party. For the six months ended June 30, 2023 and 2022, the Company recognized accrued interest expense of $3.7 million and $3.4 million, respectively, on the related party loan and made $3.2 million and $2.5 million, respectively, in payments of principal and interest to the related party. See Note 12 for further discussion of this related party transaction. October 2021 Convertible Note On October 6, 2021, the Company entered into a convertible promissory note for $15.0 million that is exercisable into Class A Subordinate Voting Shares for $1.03 per share at any time at the option of the holder. The notes bear interest at 6% per annum and mature on October 6, 2024 upon which any remaining balance is payable in cash. All accrued and unpaid interest is payable in cash on an annual basis beginning on October 6, 2022. As of June 30, 2023, payments of principal and interest totaling $1.1 million have been made for this loan. As of June 30, 2023 and December 31, 2022, the unamortized discount balance related to the October 2021 Convertible Note was $0.3 million and $0.4 million, respectively, with a remaining amortization period of 1.25 years an d 1.75 years, respectively. For the six months ended June 30, 2023 and 2022 , the Company recognized interest expe nse of $0.5 million an d $0.3 million, respectively, and accretion of debt discount of $0.1 million and $0.1 million , respectively, related to the October 2021 Convertible Note. |