Ok first I find it quite odd that Greg only emails certain people about certain topics and not all topics but let’s shelf that until later.
1. The RLOC was for 3 mil not 3.5 mil and there were 5 investors who put up the $500,000 along with Steve personally guaranteeing the loan as it clearly states in the 10Q. As shown below
On July 18, 2019, the Company entered into a $3 million loan facility with Fidelity Co-operative Bank, whereby it and Rotmans executed a Master Credit Agreement, a $3,000,000 Revolving Demand Line of Credit Note and a Master Security Agreement. As a demand note, the creditor may make a demand for payment at any time. Absent an extension, the line will be reduced to $2.5 million in September 2019. Steven Rotman personally guaranteed the Fidelity Co-operative Bank loan facility. As consideration for his guaranty, he was granted rights to preferred stock. The preferred stock has a redemption right (for 299 shares) for $75,000 after two years and voting rights equal to 40% of the voting class taken with all other classes of stock. The Company intends to file a Certificate of Designations to create the preferred class, after which Mr. Rotman will receive his preferred shares. Five other stockholders (some of whom are affiliates of the Company) who delivered a guarantee of $500,000 were granted rights to a separate class of preferred stock, which rights include a redemption right of $100,000 after two years and voting rights equal to 20% of the voting class taken with all other classes of stock. The Company intends to file one or more Certificates of Designations to create the preferred class, after which the guarantors will receive their preferred shares.
2. The $180,000 that Steve and Greg loaned Rotmans was for the purposes of working capital and had nothing to do with the RLOC what so ever as stated in the 10Q shown below
In April and May 2019, two shareholders advanced $180,000 directly to Rotmans on behalf of the Company for working capital purposes. See Note 6 for further discussion.
Note:6
On June 30, 2019, the Company issued contingently convertible promissory notes totaling $180,000, to Steve Rotman ($105,000) and Greg Rotman ($75,000). These notes are (i) unsecured, (ii) bear interest at an annual rate of eight percent (8%) per annum from date of issuance, and (iii) are convertible at the Company’s option after December 31, 2019. These notes mature five years from issuance. If converted, the notes plus accrued interest are convertible into shares of the Company’s common stock at the average of the five lowest closing prices in any 90 day period with a 50% discount.
These two events had nothing to do with each other. The $180,000 was not for the RLOC and it was not Greg and Steve who put up the money as the 10q states 5 other investors and I’m sure would have called Greg and Steve out by name and even if they didn’t there would be 3 others and not Steve and Greg as Greg just stated in email.
Lastly you DO NOT have to loan your own company money with interest. You are however simply allowed to invest in your company with no need to be paid back and that is perfectly legal. It’s called a capital contribution and there is no need for it to be paid back as it’s your company.