Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

Subsequent Events

6 Months Ended

Jun. 30, 2021

15. Subsequent Events

Management evaluated events occurring subsequent to June 30, 2021 through August 11, 2021, the date these consolidated financial statements were available for issuance, and other than as noted below determined that no material recognizable subsequent events occurred.

2003 Plan

During April 2021, the Company’s Board approved an amendment to the 2003 Plan which was approved by the Company’s Shareholders at the Company’s Annual Meeting of Stockholders held on July 20, 2021 (the “Meeting”). The amendment provides, among other things, the following:

	●	The number of shares of Common Stock available for issuance under the 2003 Plan was increased by an additional 500,000 shares;
	●	Each outside director is to be granted an option to purchase up to 10,000 shares of Common Stock on each date the director is reelected to the Board;
	●	Each newly-elected outside director is to be granted an option to purchase up to 20,000 shares of Common Stock upon initial election to the Board; and
	●	Changes to the vesting schedule of each option granted under the 2003 Plan to outside directors.

Upon the approval of the amendment to the 2003 Plan as discussed above and upon the reelection of the Company’s seven outside directors at the Meeting, the Company issued a NQSO to each of the Company’s seven reelected outside directors for the purchase of up to 10,000 shares of the Company’s Common Stock. Dr. Louis Centofanti, the Company’s EVP of Strategic Initiatives and also a director, was not eligible to receive an option under the 2003 Plan as an employee of the Company. Each NQSO granted was for a contractual term of ten years with one-fourth vesting annually over a four year period. The exercise price of the NQSO was $5.93 per share, which was equal to the fair market value of the Company’s Common Stock the day preceding the grant date, pursuant to the 2003 Plan.

Credit Facility

On August 10, 2021, the Company entered into an amendment to its Loan Agreement with its lender which provided, among other things, the following:

	●	waived the Company’s failure to meet the minimum quarterly FCCR requirement for the second quarter of 2021;
	●	removes the quarterly FCCR testing requirement for the third quarter of 2021;
	●	reinstates the quarterly FCCR testing requirement starting for the fourth quarter of 2021 and revises the methodology to be used in calculating the FCCR for the quarters ending December 31, 2021, March 31, 2022, and June 30, 2022 (with no change to the minimum 1.15:1 ratio requirement for each quarter); and
	●	requires maintenance of a minimum $3,000,000 in borrowing availability under the revolving credit until the minimum FCCR requirement for the quarter ended December 31, 2021 has been met and certified to the lender.

In connection with the amendment, the Company paid its lender a fee of $15,000. All other terms of the Loan Agreement remains principally unchanged.