TITN » Topics » NOTE 10-SUBORDINATED DEBENTURES

This excerpt taken from the TITN 10-K filed Apr 16, 2009.

NOTE 9—SUBORDINATED DEBENTURES

        During the first quarter of fiscal 2009 the Company repaid all $1,300,000 subordinated debentures that were outstanding as of January 31, 2008.

        In conjunction with its initial public offering, in December 2007 the Company exchanged or converted all outstanding convertible subordinated debentures of $6,350,000 into 2,308,648 shares of common stock and retired $9,442,424 in subordinated debentures. As a result of these transactions, the Company recognized debt retirement costs of $3,823,574. The debt retirement costs consisted of $2,406,554 of conversion costs, $1,065,000 of repayment penalties and $352,020 of unamortized debt issuance costs.

This excerpt taken from the TITN 10-Q filed Dec 15, 2008.

NOTE 5 -  SUBORDINATED DEBENTURES

 

During the first quarter of the current fiscal year the Company repaid all $1,300,000 subordinated debentures that were outstanding as of January 31, 2008.

 

10



This excerpt taken from the TITN 10-Q filed Sep 15, 2008.

NOTE 6 -   SUBORDINATED DEBENTURES

 

During the first quarter of the current fiscal year the Company repaid all $1,300,000 subordinated debentures that were outstanding as of January 31, 2008.

 

This excerpt taken from the TITN 10-Q filed Jun 16, 2008.

NOTE 6 -  SUBORDINATED DEBENTURES

 

 

 

April 30,

 

January 31,

 

 

 

2008

 

2008

 

 

 

 

 

 

 

10% debentures to former owners of H.C. Clark Implement Co., interest payments due annually, balance due May 2010, unsecured, subordinated to bank and manufacturer debt

 

$

 

$

550,000

 

 

 

 

 

 

 

9% debentures to Vern Anderson, former owner of Vern Anderson Inc., interest payments due quarterly, balance due December 2010, unsecured, subordinated to bank and manufacturer debt

 

 

450,000

 

 

 

 

 

 

 

10% debentures to Bernard Smith, former owner of Smith International, interest payments due annually, balance due March 2010, unsecured, subordinated to bank and manufacturer debt

 

 

300,000

 

 

 

 

 

 

 

 

 

$

 

$

1,300,000

 

 

9



 

This excerpt taken from the TITN 10-K filed Apr 28, 2008.

NOTE 10—SUBORDINATED DEBENTURES

 
  January 31,
2008

  January 31,
2007

10% debentures to former owners of H.C. Clark Implement Co., interest payments due annually, balance due May 2010, unsecured, subordinated to bank and manufacturer debt   $ 550,000   $ 550,000

9% debentures to Vern Anderson, former owner of Vern Anderson Inc, interest payments due quarterly, balance due December 2010, unsecured, subordinated to bank and manufacturer debt

 

 

450,000

 

 

450,000

10% debentures to Bernard Smith, former owner of Smith International, interest payments due annually, balance due March 2010, unsecured, subordinated to bank and manufacturer debt

 

 

300,000

 

 

300,000

10.5% debentures to CNH Capital America, LLC, $7,500,000 available, interest payments due quarterly, balance due April 2012, unsecured, subordinated to bank and manufacturer debt

 

 


 

 

7,248,912

9%-10% debentures to stockholders, interest payments due annually, balance due November 2012, unsecured, subordinated to bank and manufacturer debt(1)

 

 


 

 

3,350,000

7% debentures to CNH Capital America, LLC, interest payments due annually, balance due November 2012, unsecured, subordinated to bank and manufacturer debt

 

 


 

 

3,000,000

10.5% debentures to Titan Income Holdings, LLLP, $2,000,000 available, interest payments due quarterly, balance due April 2012, unsecured, subordinated to bank and manufacturer debt(2)

 

 


 

 

1,705,500

5% debentures to stockholders, interest payments due annually, balance due November 2012, unsecured, subordinated to bank and manufacturer debt(1)

 

 


 

 

142,424
   
 
    $ 1,300,000   $ 16,746,836
   
 

(1)
These debentures were issued in January 2003 to the following related parties: David Meyer, Chief Executive Officer, $536,965; C.I. Farm Power, Inc., affiliated with Peter Christianson, President and Chief Financial Officer, $1,739,292; Adam Smith Growth Partners, affiliated with Tony Christianson, a director, $755,000; David Christianson, the brother of Tony and Peter Christianson, $100,000; Adam Smith Activist Fund, LLC, affiliated with Tony Christianson, $196,500; and Earl Christianson, father of Tony and Peter Christianson, $164,667.

(2)
The Titan Income Holdings, LLLP debentures were issued with an offering completed April 2005. Titan Income Holdings is a limited liability limited partnership in which one of its general partners is Adam Smith Companies, affiliated with Tony Christianson, a director. Titan Income Holdings limited partners include Gordon Paul Anderson, a director, who holds a 2.5% interest, and James Irwin, a director, who holds a 4.9% interest through the Irwin Revocable Trust.

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TITAN MACHINERY INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

NOTE 10—SUBORDINATED DEBENTURES (Continued)

        Scheduled future maturities of subordinated debentures are $1,300,000 in the year ending January 31, 2011. Accrued interest payable related to the subordinated debentures totaled $20,418 and $330,441 as of January 31, 2008 and 2007.

        In conjunction with its initial public offering, the Company exchanged or converted all outstanding convertible subordinated debentures of $6,350,000 into 2,308,648 shares of common stock and retired $9,442,424 in subordinated debentures. As a result of these transactions, the Company recognized debt retirement costs of $3,823,574. The debt retirement costs consisted of $2,406,554 of conversion costs, $1,065,000 of repayment penalties and $352,020 of unamortized debt issuance costs.

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