Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
SBA Loan
On
The Company plans to use the Loan proceeds to cover payroll costs, rent and utilities in accordance with the relevant terms and conditions of the CARES Act.
Under the terms of the Note and the Loan, interest accrues on the outstanding principal at the rate of 1.0% per annum. The term of the Note is two years, unless sooner provided in connection with an event of default under the Note. To the extent the Loan amount is not forgiven under the PPP, the Company is obligated to make equal monthly payments of principal and interest, beginning seven months from the date of the Note, until the maturity date.
The CARES Act and the PPP provide a mechanism for forgiveness of up to the full amount borrowed. Under the PPP, the Company may apply for and be granted forgiveness for all or part of the PPP Loan. The amount of loan proceeds eligible for forgiveness is based on a formula that takes into account a number of factors, including the amount of loan proceeds used by the Company during the eight-week period after the loan origination for certain purposes including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, provided that at least 75% of the loan amount is used for eligible payroll costs; the employer maintaining or rehiring employees and maintaining salaries at certain levels; and other factors. Subject to the other requirements and limitations on loan forgiveness, only loan proceeds spent on payroll and other eligible costs during the covered eight-week period will qualify for forgiveness. No assurance is provided that the Company will obtain forgiveness of the Loan in whole or in part.
The Note may be prepaid in part or in full, at any time, without penalty. The
Company may prepay 20% or less of the unpaid principal balance of the Note at
any time without notice, and may prepay more than 20% of the unpaid principal
balance of the Note subject to certain conditions. If any payment on the Note is
more than 11 days late, the Bank may charge the Company a late fee of up to
The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed as Exhibit 10.1 to this report and incorporated herein by reference.
Cautionary Statement regarding Forward-Looking Statements
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This report contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that involve risks and
uncertainties. Such forward-looking statements involve risks and uncertainties
that could cause actual results to differ materially from predicted or expected
results. The inclusion of forward-looking statements should not be regarded as a
representation by the Company that any of these results will be achieved. Actual
results may differ from those contemplated by forward-looking statements in this
report, such as statements regarding the Company's use of proceeds from the
Loan, the amount of the loan to the Company that will be eligible to be
forgiven, any actual forgiveness of some or all of the amount of the Loan
evidenced by the Note, and other risks inherent in the Company's business
including those described in the Company's periodic filings with the
Item 9.01 Exhibits. (d) Exhibits Exhibit No. Description 10.1 Promissory Note dated April 17, 2020
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated:April 24, 2020 SUMMER ENERGY HOLDINGS, INC. By: /s/Jaleea P. George Jaleea P. George Chief Financial Officer
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