On October 9, 2018, the Company entered into an Agreement for the Purchase and Sale of Real Estate dated as of October 5, 2018, with David Chymiak, as modified by that certain Addendum dated as of October 9, 2018, (collectively, the “Agreement”) in which Mr. Chymiak agreed to purchase the Company’s property located at 1221 E Houston Street, Broken Arrow, OK 74012 (the “Property”) which serves as the Company’s headquarters. Mr. Chymiak is the Chief Technology Officer, director, and substantial shareholder of the Company.
The Agreement provides for a purchase price of $5,000,000, payable in cash at closing. Subject to title review and other customary provisions, closing is scheduled before the end of October, 2018.
Pursuant to the terms of the Agreement, at closing, the Company’s subsidiary, Tulsat, LLC (“Tulsat”), will enter into a ten year lease with Mr. Chymiak whereby Tulsat will lease the Property from Mr. Chymiak for a monthly rent of $37,500 or $450,000 per year. Tulsat, as tenant, will be responsible for most ongoing expenses related to the facility, including property tax, insurance and maintenance.
The sale of the Property to Mr. Chymiak was unanimously approved by all of the directors of the Company, including Mr. Chymiak, who recused himself from all Board discussions of the sale. Proceeds of the sale are intended to be used by the Company to pay its indebtedness of $2.5 million to Bank of Oklahoma, N.A. which matures on October 31, 2018. Excess proceeds will be used to fund working capital of the Company and its subsidiaries.
A copy of the Agreement for the Purchase and Sale of Real Estate and related Addendum are filed herewith as Exhibits 10.1 and 10.2, respectively, and are incorporated by reference into this Item 1.01 as though fully set forth herein. The foregoing description of the Agreement for the Purchase and Sale of Real Estate and related Addendum is qualified in its entirety by reference to the full text of documents.