Quarterly report pursuant to Section 13 or 15(d)


6 Months Ended
Jun. 30, 2015
Debt [Abstract]  

Note 11 - Debt


Debt as of June 30, 2015 and December 31, 2014 consisted of the following (in thousands):


    June 30,
    December 31, 
Short-Term Debt                
Advances payable   $ 722     $ 722  
Notes payable     70       423  
Revolving line of credit     6,111       3,898  
Term loan     667       375  
Total Short-Term Debt   $ 7,570     $ 5,418  
Long-Term Debt                
Notes payable   $ 452     $ 100  
Term loan, non-current portion     1,277       --  
Total Long-Term Debt   $ 1,729     $ 100  


Advances Payable


During the year ended December 31, 2011, a judgment in the amount of $936,000 was levied against Sysorex Arabia LLC in favor of Creative Edge, Inc. in connection with amounts advanced for operations.  Of that amount, $214,000 has been repaid leaving a balance of $722,000 of which $515,000 will be paid through a surety bond and the remaining $207,000 has been accrued as advances payable by Sysorex Arabia as of June 30, 2015 and December 31, 2014.


Notes Payable


Notes payable and accrued interest as of June 30, 2015 and December 31, 2014 consisted of the following (in thousands):


    June 30,
    December 31,
Notes Payable, Short-Term            

Note payable dated August 31, 2013 (A)

  $ 70     $ 423  
Total Notes Payable, Short-Term   $ 70     $ 423  
Notes Payable, Long-Term                
Note payable dated August 31, 2013 (A)   $ 352     $ --  
Note payable dated August 30, 2013 (B)     100       100  
Total Notes Payable, Long-Term   $ 452     $ 100  


(A)   Note payable dated August 31, 2013


On August 31, 2013, the Company entered into the Shoom Agreement to acquire Shoom for a purchase price of $2.5 million of cash and 1.4 million shares of common stock (after giving effect to a reverse stock split). Approximately $500,000 of the cash purchase price was deposited in escrow from which any amounts not subject to claims shall be released to the former Shoom stockholders, on a pro-rata basis, in equal installments over seven years on each anniversary date of the closing date. As of June 30, 2015, $422,000 remains in escrow with $70,000 reflected in other current assets and $352,000 reflected in other assets in the accompanying financial statements. Pursuant to the terms of the Shoom Agreement, the delivery of the Shoom consideration to each stockholder was subject to the return of certain documentation thus the Company initially recorded the cash consideration to be paid as a non-interest bearing note in the amount of $2.5 million.  As of June 30, 2015 and December 31, 2014, $422,000 and $423,000, respectively, was still payable to the Shoom stockholders and is reflected as a note payable in the accompanying financial statements.


(B)   Note payable dated August 30, 2013


Note received by AirPatrol from Howard County Economic Development Authority (Maryland) as incentive to relocate the AirPatrol office to the county. The note is unsecured, accrues interest at 3% per annum, and matures on December 31, 2017.



Revolving Line of Credit


On May 4, 2015 (effective as of April 29, 2015), the Company and Bridge Bank entered into Amendment 4 to Bridge Bank’s Business Financing Agreement (“BFA”) dated March 15, 2013 to add the Company, Sysorex Federal, AirPatrol and Shoom as borrowers under the agreement, amend certain financial covenants, increase the credit limit to $10.0 million and provide for a second term loan of $2 million which matures on April 29, 2018 of which $167,000 was used to pay off the balance of the initial term loan. The term loan accrues interest at the greater of 5.25% or Bridge Bank's prime rate plus 2%. The Company will make payments of $56,000 on the term loan on the first day of each month commencing on May 1, 2015 until the loan amount is paid in full. The balance due on the term loan is scheduled to be paid in full during the year ending December 31, 2018.