Note 16 - Related Party Transactions
|12 Months Ended|
Dec. 31, 2016
|Notes to Financial Statements|
|Related Party Transactions Disclosure [Text Block]||
RELATED PARTY TRANSACTIONS
Related Party Transactions
Mr. David Centofanti
Mr. David Centofanti serves as our Vice President of Information Systems. For such position, he received annual compensation of
$for each of the years
2015.Mr. David Centofanti is the son of our CEO, President and a Board member, Dr. Louis F. Centofanti.
Robert L. Ferguson
Mr. Robert L. Ferguson serves as an advisor to the Company’s Board and is also a member of the Supervisory Board of PF Medical, a majority-owned Polish subsidiary of the Company. Mr. Ferguson previously served as a Board member of the Company from
2010and again from
2012.As an advisor to the Company’s Board, Mr. Ferguson is paid
$4,000monthly plus reasonable expenses. For such services, Mr. Ferguson received compensation of approximately
$58,000for the years ended
2013,the Company completed a lending transaction with Messrs. Robert Ferguson and William Lampson (“collectively, the “Lenders”), whereby the Company borrowed from the Lenders the sum of
$3,000,000(which was paid off by the Company in
2016)pursuant to the terms of a Loan and Security Purchase Agreement and promissory note (the “Loan”) (see further details and terms of this Loan in “Note
10– Long Term Debt – Promissory Note”).
Mr. John Climaco
2015,Mr. Climaco, a current member of the Company’s Board, was elected as the EVP of PF Medical. As EVP of PF Medical, Mr. Climaco receives an annual salary of
$150,000and is not eligible to receive compensation for serving on the Company’s Board.
Mr. Climaco previously had a consulting agreement with the Company effective
2014(approved by the Board with Mr. Climaco abstaining) to perform certain consulting functions for the Company as determined by the Board, including review of operating and accounting functions, strategic opportunity and other initiatives, and the development of the Company’s medical isotope production technology. The consulting agreement was terminated effective
2015upon Mr. Climaco’s election as EVP of PF Medical. Mr. Climaco was paid
$22,000per month under the consulting agreement and received approximately
2015for his services under the consulting agreement.
Mr. Climaco is also a Director of Digirad Corporation. On
2015,PF Medical and Digirad entered into a multi-year Tc-
99mSupplier Agreement and a Subscription Agreement (see further details of these agreements in “Note
4– PF Medical”)..
The Company has employment agreements (each dated
2014and effective for
oneyear’s base salary at the time of termination. In addition, each of the employment agreements provide that in the event of a change in control (as defined in the employment agreements), all outstanding stock options to purchase the Company’s Common Stock granted to, and held by, the officer covered by the employment agreement to be immediately vested and exercisable. Mr. John Lash, our previous COO who retired from the position effective
2016and who remained as a part-time employee of the Company through
2016,also had an employment agreement dated
2014with substantially the same provisions as described above. Upon Mr. Lash’s resignation as COO effective
2016,his employment agreement also terminated. No amount was payable under Mr. Lash’s employment agreement upon his resignation as COO. (See “Note
18– Subsequent Events – Employment Agreement and MIPs” for a discussion of the Employment Agreement with the Company’s EVP/COO and the Company’s MIPs with its CEO, EVP/COO, and CFO).
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.
Reference 1: http://www.xbrl.org/2003/role/presentationRef