RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2013 |
RELATED PARTY TRANSACTIONS (Tables) [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
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NOTE 4. RELATED PARTY TRANSACTIONS |
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Due to related parties |
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The Company's employees provide administrative/accounting support for (a) three golf retail stores, one of which is named Saint Andrews Golf Shop ("SAGS") and the others named Las Vegas Golf and Tennis ("District Store") and Las Vegas Golf and Tennis (“Westside, 15 Store”), owned by the Company's President and his brother. The SAGS store is the retail tenant in the TMGE. |
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Administrative/accounting payroll and employee benefits expenses are allocated based on an annual review of the personnel time expended for each entity. Amounts allocated to these related parties by the Company approximated $35,081 and $80,806 for the years ended December 31, 2013 and 2012, respectively. The Company records this allocation by reducing the related expenses and allocating them to the related parties. |
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In addition to the administrative/accounting support provided by the Company to the above stores, the Company received funding for operations from these and various other stores owned by the Company's President, his brother, and the former Chairman. These funds helped pay for office supplies, phone charges, postages, and salaries. The net amount due to these stores totaled $1,539,045 and $1,416,803 as of December 31, 2013 and 2012, respectively. The amounts are non-interest bearing and due out of available cash flows of the Company. Additionally, the Company has the right to offset the administrative/accounting support against the funds received from these stores. |
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In 2012 the Company wrote off debt of $90,534 owed to it by St. Andrews Forum Shop, Ltd. (the “Forum Shop”). The Forum Shop was owned by Ronald Boreta and John Boreta and operated a golf equipment store located inside the Forum Shops at Caesar's Palace. That store closed in October 2010. The future of the Forum Shop was not finally determined until 2012, when the debt was written off. |
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Notes and Interest Payable to Related Parties: |
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The Company has various notes and interest payable to the following entities as of December 31, 2013 and 2012: |
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| | 2013 | | 2012 |
Various notes payable to Vaso Boreta | | | | |
bearing 10% per annum and due on demand (1) | $ | 3,200,149 | $ | 3,200,149 |
Note payable to BE Holdings 1, LLC, | | | | |
bearing 10% per annum and due on demand (2) | | | | |
| | 100,000 | | 100,000 |
Various notes payable to SAGS, bearing 10% | | | | |
per annum and due on demand (3) | | 833,846 | | 743,846 |
Various notes payable to the District Store, | | | | |
bearing 10% per annum and due on demand (4) | 0 | 85,000 |
Notes payable to Ronald Boreta and John Boreta, bearing 10% per annum and due on demand (5) | | 75,000 | | 0 |
Note payable to BE III, LLC, bearing 10% | | | | |
Per annum and due on demand (6) | | 200,500 | | 200,500 |
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TOTAL | $ | 4,409,495 | $ | 4,329,495 |
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1) Vaso Boreta is the former Company's Chairman of the Board who passed away in October 2013. | | | | |
2) BE Holdings1. LLC is owned by Ronald Boreta and John Boreta. | | | | |
3) Saint Andrews is owned by Ronald Boreta and John Boreta. | | | | |
4) The District Store is owned by Ronald Boreta and John Boreta | | | | |
5) The Notes are in the principal amount of $37,500 each. | | | | |
6) BE III, LLC is owned by Ronald Boreta and John Boreta. | | | | |
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All maturities of related party notes payable and the related accrued interest payable as of December 31, 2013 are due and payable upon demand. At December 31, 2013, the Company has no loans or other obligations with restrictive debt or similar covenants. |
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On June 15, 2012, we entered into a “Stock Transfer Agreement” with Saint Andrews Golf Shop, Ltd. a Nevada limited liability company, which is wholly-owned by Ronald Boreta, our chief executive officer and John Boreta, a principal shareholder of the Company. Pursuant to this agreement, we agreed to transfer a 49% interest in our wholly owned subsidiary, AAGC as a partial principal payment in the amount of $600,000 on our outstanding loan due to Saint Andrews Golf Shop, Ltd. In March 2012, we engaged the services of an independent third party business valuation firm, Houlihan Valuation Advisors, to determine the fair value of the business and the corresponding minority interest. Based on the Minority Value Estimate presented in connection with this appraisal, which included valuations utilizing the income, market and transaction approaches in its valuation methodology, the fair value of a 49% interest totaled $600,000. |
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Interest expense on related party notes totaled $529,922 and $427,486 for the years ended December 31, 2013 and 2012, respectively. |
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As of December 31, 2013 and 2012, accrued interest payable - related parties related to the notes payable - related parties totaled $5,400,781 and $4,978,335, respectively. |
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John Boreta, who became a Director of the Company in 2012, has been employed by All-American Golf Center (“AAGC”), a subsidiary, as its general manager for over 12 years. On June 15, 2009, AAGC entered into an employment agreement with John Boreta. The employment agreement was for a period through June 15, 2012 and provided for a base annual salary of $75,000. Although the term of the employment agreement ended in June 2012, he continues to be employed on the same basis. During 2013, John Boreta received compensation of $81,000 for his services in that capacity, which includes an auto allowance of $6,000. He also received medical compensation of $11,544. In 1994, the Company entered into an employment agreement with Ronald S. Boreta, the Company's President, and Chief Executive Officer, pursuant to which he received a base salary that was increased to $120,000 beginning the year ended December 31, 1996. The term of the employment agreement ended in May 2012, but he continues to be employed by the Company on the same basis. Ronald S. Boreta receives the use of an automobile, for which the Company pays all expenses and full medical and dental coverage which totals $962 a month. The Company also pays all dues and expenses for membership at a local country club at which Ronald S. Boreta entertains business contacts for the Company. Ronald S. Boreta has agreed that for a period of three years from the termination of his employment agreement that he will not engage in a trade or business similar to that of the Company. |
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Lease to SAGS |
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The TMGE has two tenant operations. The first is the Saint Andrews Golf Shop that occupies approximately 4,300 square feet for golf retail sales and pays a fixed monthly rent that includes a prorated portion of maintenance and property tax expenses of $13,104 for its retail and office space. The lease is for fifteen years through July 2012. The tenant has two options to extend for five years in July 2012 and July 2017 with a 5% rent increase for each extension. The tenant extended their first option starting August 2012. For the years ended December 31, 2013 and 2012, the Company recognized rental income totaling $163,800 and $160,020 respectively. |