v3.21.2
Commitments and Contingencies
12 Months Ended
May 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
11. Commitments AND CONTINGENCIES

 

Litigation

 

From time to time, the Company may become involved in litigation relating to claims arising in the ordinary course of the business. There are no claims or actions pending or threatened against the Company that, if adversely determined, would in the Company’s management’s judgment have a material adverse effect on the Company.

 

Leases

 

The Company leases office space and office equipment under non-cancelable lease agreements expiring on various dates through October 2028. Office leases contain provisions for future rent increases. The Company adopted ASC 842 from inception, requiring the Company to recognize an asset and liability on the consolidated balance sheets for lease arrangements with terms longer than 12 months. The Company has elected the practical expedient to not apply the recognition requirement to leases with a term of less than one year (short term leases). The Company uses its incremental borrowing rate to discount lease payments to present value. The incremental borrowing rate is based on the estimated interest rate the Company could obtain for borrowing over a similar term of the lease at commencement date. Rental escalations, renewal options and termination options, when applicable, have been factored into the Company’s determination of lease payments when appropriate. The Company does not separate lease and non-lease components of contracts. Variable payments related to pass-through costs for maintenance, taxes and insurance or adjustments based on an index such as Consumer Price Index are not included in the measurement of the lease liability or asset and are expensed as incurred.

 

The components of lease expense were as follows:

 

    For the
Year Ended
May 31, 2021
 
       
Operating lease   $ 1,506,090  
Interest on lease liabilities     148,039  
Total net lease cost   $ 1,654,129  

 

Supplemental balance sheet information related to leases was as follows:

 

    May 31, 2021     May 31, 2020  
             
Operating leases:                
Operating lease ROU assets – net   $ 3,797,527     $ 4,770,280  
                 
Current operating lease liabilities, included in current liabilities   $ 1,466,409     $ 1,288,216  
Noncurrent operating lease liabilities, included in long-term liabilities     2,431,144       3,482,064  
Total operating lease liabilities   $ 3,897,553     $ 4,770,280  

 

Supplemental cash flow and other information related to leases was as follows:

 

    For the
Year Ended
May 31, 2021
    For the Period from Inception, October 28, 2019 Through
May 31, 2020
 
             
ROU assets obtained in exchange for lease liabilities:                
Operating leases   $ 223,242     $ 4,770,280  
Weighted average remaining lease term (in years):                
Operating leases     4.04       4.48  
Weighted average discount rate:                
Operating leases     4.25 %     4.25 %

 

As of May 31, 2021, future minimum lease payments under noncancelable operating leases are as follows:

 

Future Minimum Payments for the Twelve Months Ending May 31,      
2022   $ 1,598,287  
2023     958,942  
2024     528,755  
2025     455,771  
2026     256,978  
Thereafter     467,008  
Total lease payments     4,265,740  
Less: imputed interest     (368,187 )
Total lease obligations   $ 3,897,553  

 

Accounts Receivable Facility

 

On May 29, 2020, the Company entered into a Secured Accounts Receivable Facility (the “Facility”) with Corefund Capital, LLC (“Core”), pursuant to which Core agreed to purchase from the Company up to an aggregate of $12,000,000 of accounts receivables. The Facility provides Core with security interests in purchased accounts until the accounts have been repurchased by the Company or paid by the customer. The Facility includes fees payable to Core based on the number of days between the date on which an account was purchased by Core and the date on which the Company repurchased the account or the customer paid, as follows: (i) Less than or equal to 30 days, a 1.5% fee; (ii) more than 30 days but less than or equal to 40 days, a 1.75% fee; (iii) more than 40 days but less than or equal to 50 days, a 2.0% fee; (iv) more than 50 days but less than or equal to 60 days, a 2.25% fee; (v) more than 60 days but less than or equal to 90 days, a 2.50% fee; (vi) if more than 90 days, a 2.50% fee for each additional week or portion thereof. Fees related to factoring transactions with Core were approximately $4,472,000 for the year ended May 31, 2021. The net principal balance of trade accounts receivable outstanding under the factoring agreement was approximately $31,750,000 and $3,900,000 as of May 31, 2021 and 2020, respectively.

 

On November 2, 2020, the Company, entered into an Amendment to the Facility (the “Amendment”) with Core, pursuant to which the Company and Core agreed to increase the credit line provided in the original Secured Accounts Receivable Facility, dated May 29, 2020, from $12,000,000 up to $25,000,000. The remaining terms of the Facility were unchanged by the Amendment. The Facility has been terminated by the Company on May 29, 2021, and was renewed on June 17, 2021, under the same terms and conditions as the original agreement and the credit line was set at $2.0 million.