Long-Term Debt, Net | Long-term debt, net, which includes related-party, represents the outstanding principal and interest of our long-term debt less associated debt issue costs. Long-term debt, net as of the dates indicated consisted of the following: March 31, December 31, 2017 2016 First Term Loan Due 2034 $ 23,745,152 $ 23,924,607 Second Term Loan Due 2034 9,663,450 9,729,853 LEH Loan Agreement 4,000,000 4,000,000 Amended and Restated Ingleside Note 1,195,723 722,278 Notre Dame Debt 1,300,000 1,300,000 Amended and Restated Carroll Note 775,442 592,412 LEH Note 440,815 - Term Loan Due 2017 - 184,994 Capital Leases 93,153 135,879 $ 41,213,735 $ 40,590,023 Less: Current portion of long-term debt, net (33,070,879 ) (32,212,336 ) Less: Unamortized debt issue costs (2,230,876 ) (2,262,997 ) $ 5,911,980 $ 6,114,690 Debt issue costs, which relate to secured loan agreements with Sovereign, as of the dates indicated consisted of the following: March 31, December 31, 2017 2016 First Term Loan Due 2034 $ 1,673,545 $ 1,673,545 Second Term Loan Due 2034 767,673 767,673 Less: Accumulated amortization (210,342 ) (178,221 ) $ 2,230,876 $ 2,262,997 Amortization expense associated with our long-term debt, net, which is included in interest expense, was $32,121 and $31,869 for the three months ended March 31, 2017 and 2016, respectively. Accrued interest associated with our long-term debt, net is reflected as interest payable, current portion and long-term interest payable, net of current portion in our consolidated balance sheets and includes related party interest. Accrued interest as of the dates indicated consisted of the following: March 31, December 31, 2017 2016 Notre Dame Debt $ 1,742,673 $ 1,691,383 LEH Loan Agreement 403,556 243,556 Second Term Loan Due 2034 45,726 44,984 First Term Loan Due 2034 28,090 33,866 Capital Leases 795 1,165 Term Loan Due 2017 - 185 2,220,840 2,015,139 Less: Interest payable, current portion (2,220,840 ) (323,756 ) $ - $ 1,691,383 Related Party First Term Loan Due 2034 providing for a term loan in the principal amount of $25.0 million At March 31, 2017, LE was in violation of the debt service coverage ratio, the current ratio, and debt to net worth ratio financial covenants related to the First Term Loan Due 2034. Consequently, Sovereign could declare the amounts owed under the First Term Loan Due 2034 immediately due and payable, exercise its rights with respect to collateral securing LEs obligations under the loan agreement, and/or exercise any other rights and remedies available. Sovereign waived the financial covenant defaults as of March 31, 2017. However, the debt associated with the loan was classified within the current portion of long-term debt on our consolidated balance sheet at March 31, 2017 due to the uncertainty of our ability to meet the financial covenants in the future. There can be no assurance that Sovereign will provide future waivers, which may have an adverse impact on our financial position and results of operations. (See Note (1) Organization Operating Risks-Going Concern and Note (20) Subsequent Events for additional disclosures related to the First Term Loan Due 2034 and financial covenant violations.) As a condition of the First Term Loan Due 2034, Jonathan Carroll was required to guarantee r epayment A portion of the proceeds of the First Term Loan Due 2034 were used to refinance approximately $8.5 million of debt owed under a previous debt facility with American First National Bank. Remaining proceeds are being used primarily to construct new petroleum storage tanks at the Nixon Facility. The First Term Loan Due 2034 is secured by: (i) a first lien on all Nixon Facility business assets (excluding accounts receivable and inventory), (ii) assignment of all Nixon Facility contracts, permits, and licenses, (iii) absolute assignment of Nixon Facility rents and leases, including tank rental income, (iv) a $1.0 million payment reserve account held by Sovereign, and (v) a pledge of $5.0 million of a life insurance policy on Jonathan Carroll. The First Term Loan Due 2034 contains representations and warranties, affirmative, restrictive, and financial covenants, as well as events of default which are customary for bank facilities of this type. Second Term Loan Due 2034 At March 31, 2017, LRM was in violation of the debt service coverage ratio, the current ratio, and the debt to net worth ratio financial covenants related to the Second Term Loan Due 2034. Consequently, Sovereign could declare the amounts owed under the Second Term Loan Due 2034 immediately due and payable, exercise its rights with respect to collateral securing LRMs obligations under the loan agreement, and/or exercise any other rights and remedies available. Sovereign waived the financial covenant defaults as of March 31, 2017. However, the debt associated with the loan was classified within the current portion of long-term debt on our consolidated balance sheet at March 31, 2017 due to the uncertainty of our ability to meet the financial covenants in the future. There can be no assurance that Sovereign will provide future waivers, which may have an adverse impact on our financial position and results of operations. (See Note (1) Organization Operating Risks-Going Concern and Note (20) Subsequent Events for additional disclosures related to the Second Term Loan Due 2034 and financial covenant violations.) As a condition of the Second Term Loan Due 2034, Jonathan Carroll was required to guarantee repayment of funds borrowed and interest accrued under the loan. For his personal guarantee, LRM entered a Guaranty Fee Agreement with Jonathan Carroll whereby he receives a fee equal to 2.00% per annum, paid monthly, of the outstanding principal balance owed under the Second Term Loan Due 2034. For the three months ended March 31, 2017 and 2016, guaranty fees related to the Second Term Loan Due 2034 totaled $48,423 and $49,747, respectively. Guaranty fees are recognized monthly as incurred and are included in interest and other expense in our consolidated statements of operations. LEH, LE and Blue Dolphin also guaranteed the Second Term Loan Due 2034. (See Note (8) Related Party Transactions for additional disclosures related to LEH and Jonathan Carroll; see Note (20) Subsequent Events for further discussion related to guaranty fee agreements.) A portion of the proceeds of the Second Term Loan Due 2034 were used to refinance a previous bridge loan from Sovereign in the amount of $3.0 million. Remaining proceeds are being used primarily to construct additional new petroleum storage tanks at the Nixon Facility. The Second Term Loan Due 2034 is secured by: (i) a second priority lien on the rights of LE in the Nixon Facility and the other collateral of LE pursuant to a security agreement; (ii) a first priority lien on the real property interests of LRM; (iii) a first priority lien on all of LRMs fixtures, furniture, machinery and equipment; (iv) a first priority lien on all of LRMs contractual rights, general intangibles and instruments, except with respect to LRMs rights in its leases of certain specified tanks, with respect to which Sovereign has a second priority lien in such leases subordinate to a prior lien granted by LRM to Sovereign to secure obligations of LRM under the Term Loan Due 2017; and (v) all other collateral as described in the security documents. The Second Term Loan Due 2034 contains representations and warranties, affirmative, restrictive, and financial covenants, as well as events of default which are customary for bank facilities of this type. Notre Dame Debt The Notre Dame Debt is secured by a Deed of Trust, Security Agreement and Financing Statements (the Subordinated Deed of Trust), which encumbers the Nixon Facility and general assets of LE. There are no financial maintenance covenants associated with the Notre Dame Debt. Pursuant to a Subordination Agreement dated June 2015, the holder of the Notre Dame Debt agreed to subordinate any security interest and liens on the Nixon Facility, as well as its right to payments, in favor of Sovereign as holder of the First Term Loan Due 2034. Term Loan Due 2017 As a condition of the Term Loan Due 2017, Jonathan Carroll was required to guarantee r epayment Capital Leases A summary of equipment held under long-term capital leases as of the dates indicated follows: March 31, December 31, 2017 2016 Boiler equipment $ 538,598 $ 538,598 Less: accumulated depreciation - - $ 538,598 $ 538,598 |