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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/14/20 Carbon Energy Corp. 10-Q 6/30/20 77:4.7M EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 369K
2: EX-10.3 Consulting Agreement Between Carbon Energy HTML 46K
Corporation and Kevin D. Struzeski, Dated May 26,
2020
3: EX-10.4 Consulting Agreement Between Carbon Energy HTML 49K
Corporation and Mark D. Pierce, Dated May 26, 2020
4: EX-10.5 Promissory Note Between Carbon Energy Corporation HTML 40K
and Umb Bank, Dated May 13, 2020
5: EX-31.1 Certification -- §302 - SOA'02 HTML 25K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 25K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 20K
8: EX-32.2 Certification -- §906 - SOA'02 HTML 21K
15: R1 Document and Entity Information HTML 52K
16: R2 Condensed Consolidated Balance Sheets HTML 148K
17: R3 Condensed Consolidated Balance Sheets HTML 40K
(Parenthetical)
18: R4 Condensed Consolidated Statements of Operations HTML 142K
(Unaudited)
19: R5 Condensed Consolidated Statements of Stockholders' HTML 79K
Equity (Unaudited)
20: R6 Condensed Consolidated Statements of Cash Flows HTML 102K
(Unaudited)
21: R7 Organization HTML 25K
22: R8 Summary of Significant Accounting Policies HTML 28K
23: R9 Divestiture HTML 48K
24: R10 Property and Equipment HTML 33K
25: R11 Accounts Payable and Accrued Liabilities HTML 28K
26: R12 Asset Retirement Obligations HTML 28K
27: R13 Credit Facilities and Notes Payable HTML 57K
28: R14 Revenue HTML 46K
29: R15 Stock-Based Compensation Plans HTML 27K
30: R16 Earnings (Loss) Per Common Share HTML 36K
31: R17 Income Taxes HTML 25K
32: R18 Fair Value Measurements HTML 34K
33: R19 Commodity Derivatives HTML 48K
34: R20 Commitments and Contingencies HTML 26K
35: R21 Supplemental Cash Flow Disclosure HTML 26K
36: R22 Subsequent Events HTML 23K
37: R23 Summary of Significant Accounting Policies HTML 34K
(Policies)
38: R24 Summary of Significant Accounting Policies HTML 28K
(Tables)
39: R25 Divestiture (Tables) HTML 45K
40: R26 Property and Equipment (Tables) HTML 30K
41: R27 Accounts Payable and Accrued Liabilities (Tables) HTML 28K
42: R28 Asset Retirement Obligations (Tables) HTML 26K
43: R29 Credit Facilities and Notes Payable (Tables) HTML 36K
44: R30 Revenue (Tables) HTML 42K
45: R31 Earnings (Loss) Per Common Share (Tables) HTML 31K
46: R32 Fair Value Measurements (Tables) HTML 29K
47: R33 Commodity Derivatives (Tables) HTML 51K
48: R34 Supplemental Cash Flow Disclosure (Tables) HTML 25K
49: R35 Organization (Details) HTML 23K
50: R36 Summary of Significant Accounting Policies HTML 32K
(Details)
51: R37 Divestiture (Details) HTML 66K
52: R38 Divestiture (Details 1) HTML 25K
53: R39 Divestiture (Details Textual) HTML 35K
54: R40 Property and Equipment (Details) HTML 42K
55: R41 Property and Equipment (Details Textual) HTML 26K
56: R42 Accounts Payable and Accrued Liabilities (Details) HTML 47K
57: R43 Asset Retirement Obligations (Details) HTML 35K
58: R44 Credit Facilities and Notes Payable (Details) HTML 45K
59: R45 Credit Facilities and Notes Payable (Details 1) HTML 37K
60: R46 Credit Facilities and Notes Payable (Details HTML 90K
Textual)
61: R47 Credit Facilities and Notes Payable (Details HTML 114K
Textual 1)
62: R48 Revenue (Details) HTML 56K
63: R49 Stock-Based Compensation Plans (Details) HTML 43K
64: R50 Earnings (Loss) Per Common Share (Details) HTML 48K
65: R51 Earnings (Loss) Per Common Share (Details Textual) HTML 56K
66: R52 Fair Value Measurements (Details) HTML 37K
67: R53 Fair Value Measurements (Details Textual) HTML 52K
68: R54 Commodity Derivatives (Details) HTML 53K
69: R55 Commodity Derivatives (Details 1) HTML 30K
70: R56 Commodity Derivatives (Details 2) HTML 29K
71: R57 Commodity Derivatives (Details 3) HTML 50K
72: R58 Commitments and Contingencies (Details) HTML 38K
73: R59 Supplemental Cash Flow Disclosure (Details) HTML 31K
74: R60 Subsequent Events (Details) HTML 23K
76: XML IDEA XML File -- Filing Summary XML 133K
75: EXCEL IDEA Workbook of Financial Reports XLSX 83K
9: EX-101.INS XBRL Instance -- crbo-20200630 XML 1.33M
11: EX-101.CAL XBRL Calculations -- crbo-20200630_cal XML 180K
12: EX-101.DEF XBRL Definitions -- crbo-20200630_def XML 576K
13: EX-101.LAB XBRL Labels -- crbo-20200630_lab XML 1.16M
14: EX-101.PRE XBRL Presentations -- crbo-20200630_pre XML 839K
10: EX-101.SCH XBRL Schema -- crbo-20200630 XSD 211K
77: ZIP XBRL Zipped Folder -- 0001213900-20-022270-xbrl Zip 180K
Exhibit 10.5
PROMISSORY NOTE
|
Principal $1,338,700.00 |
Loan Date 05-13-2020 |
Maturity 05-13-2022 |
Loan No 52472374-01 |
Call / Coll 4A0 / 9A |
Account |
Officer 11611 |
Initials |
| References in the boxes above are for Lender’s use only and do not limit the applicability of this document to any particular loan or item. Any item above containing “***” has been omitted due to text length limitations. | |||||||
| Borrower: |
Carbon Energy Corporation 1700 Broadway, Suite 1170 |
Lender: |
UMB BANK, n.a. SBA Paycheck Protection Program 1010 Grand Boulevard (816) 860-7000 |
| Principal Amount: $1,338,700.00 | Date of Note: May 13, 2020 |
SBA PROGRAM. Paycheck Protection Program.
PROMISE TO PAY. Carbon Energy Corporation (“Borrower”) promises to pay to UMB BANK, n.a. (“Lender”), or order, in lawful money of the United States of America, the principal amount of One Million Three Hundred Thirty-eight Thousand Seven Hundred & 00/100 Dollars ($1,338,700.00), together with interest on the unpaid principal balance from May 13, 2020, calculated as described in the “INTEREST CALCULATION METHOD” paragraph using an interest rate of 1.000% per annum based on a year of 360 days, until paid in full. The interest rate may change under the terms and conditions of the “INTEREST AFTER DEFAULT” section.
PAYMENT. Borrower will pay this loan in 18 payments of $75,352.17 each payment. Borrower’s first payment is due December 13, 2020, and all subsequent payments are due on the same day of each month after that. Borrower’s final payment will be due on May 13, 2022, and will be for all principal and all accrued interest not yet paid. Payments include principal and interest. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to any late charges; and then to any unpaid collection costs. Borrower will pay Lender at Lender’s address shown above or at such other place as Lender may designate in writing. All payments must be made in U.S. dollars and must be received by Lender consistent with any written payment instructions provided by Lender. If a payment is made consistent with Lender’s payment instructions but received after 5:00 PM Central time, Lender will credit Borrower’s payment on the next business day.
LOAN FORGIVENESS. Borrower may apply to Lender for forgiveness of certain amounts advanced hereunder based upon Borrower’s expenditures during the 8-week period beginning on the date of the first disbursement of this loan on costs which determined to be forgivable in accordance with the requirements of the U.S. Small Business Administration Paycheck Protection Program, including the provisions of Section 1106 of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) (P.L. 116-136). Not more than 25% of the amount forgiven may be for expenditures not constituting payroll costs.
Once the forgiveness amount is determined, Lender will re-amortize monthly payments based on the current balance such that Borrower will make equal monthly payments of principal and interest in an amount necessary to fully amortize the loan by the maturity date.
MAXIMUM INTEREST RATE. Under no circumstances will the interest rate on this Note exceed the lesser of 18.000% per annum or the maximum rate allowed by applicable law.
INTEREST CALCULATION METHOD. Interest on this Note is computed on a 365/360 basis; that is, by applying the ratio of the interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. All interest payable under this Note is computed using this method. This calculation method results in a higher effective interest rate than the numeric interest rate stated in this Note.
PREPAYMENT. Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower’s obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due and may result in Borrower’s making fewer payments. Borrower agrees not to send Lender payments marked “paid in full”, “without recourse”, or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender’s rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes “payment in full” of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: UMB Bank, n.a., Attn: Loan Accounting, PO Box 419226 - MS #1170203 Kansas City, MO 64141-6226.
C:
| PROMISSORY NOTE | ||
| Loan No: 52472374-01 | (Continued) | Page 2 |
LATE CHARGE. If a payment is more than 29 days late, Borrower will be charged 10.000% of the unpaid portion of the regularly scheduled payment or $50.00, whichever is less.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Note will continue to accrue interest at the interest rate under this Note.
DEFAULT. Each of the following shall constitute an event of default (“Event of Default”) under this Note:
Payment Default. Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower’s behalf under this Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter.
Insolvency. The dissolution or termination of Borrower’s existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower’s property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a garnishment of any of Borrower’s accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note.
Change In Ownership. Any change in ownership of twenty-five percent (25%) or more of the common stock of Borrower.
Adverse Change. A material adverse change occurs in Borrower’s financial condition, or Lender believes the prospect of payment or performance of this Note is impaired.
LENDER’S RIGHTS. Upon default, Lender may declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.
ATTORNEYS’ FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender’s attorneys’ fees and Lender’s legal expenses whether or not there is a lawsuit, including attorneys’ fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law.
GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of Missouri without regard to its conflicts of law provisions. This Note has been accepted by Lender in the State of Missouri.
CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender’s request to submit to the jurisdiction of the courts of Jackson County, State of Missouri.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $25.00 if Borrower makes a payment on Borrower’s loan and the check or preauthorized charge with which Borrower pays is later dishonored.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower’s accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the debt against any and all such accounts, and, at Lender’s option, to administratively freeze all such accounts to allow Lender to protect Lender’s charge and setoff rights provided in this paragraph.
C:
| PROMISSORY NOTE | ||
| Loan No: 52472374-01 | (Continued) | Page 3 |
COLLATERAL. This loan is unsecured.
ADDITIONAL TERMS. Borrower shall not a) voluntarily transfer any assets into trust or, b) if already owned in trust, shall not voluntarily transfer title to such trust assets to any other person or entity, without giving Lender at least 30 days prior written notice thereof.
SBA PROVISION. When SBA is the holder, this Note will be interpreted and enforced under federal law, including SBA regulations. Lender or SBA may use state or local procedures for filing papers, recording documents, giving notice, foreclosing liens, and other purposes. By using such procedures, SBA does not waive any federal immunity from state or local control, penalty, tax, or liability. As to this Note, Borrower may not claim or assert against SBA any local or state law to deny any obligation, defeat any claim of SBA, or preempt federal law.
JURY WAIVER. BORROWER HEREBY KNOWINGLY, INTENTIONALLY, VOLUNTARILY AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING OR COUNTERCLAIM OF ANY KIND, REGARDLESS OF THE LEGAL THEORY UPON WHICH IT IS BASED, ARISING OUT OF, PERTAINING TO OR OTHERWISE RELATING TO THIS AGREEMENT, THE LOAN, ANY OF THE LOAN DOCUMENTS OR LENDER’S CONDUCT IN RESPECT OF ANY OF THE FOREGOING.
SBA PAYCHECK PROTECTION PROGRAM. In underwriting and processing this SBA Paycheck Protection Program loan from Lender to Borrower, Lender has relied on the terms of the Interim Final Rule for the Paycheck Protection Program issued on April 2, 2020.
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower’s heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender’s security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several.
ORAL OR UNEXECUTED AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT ARE NOT ENFORCEABLE, REGARDLESS OF THE LEGAL THEORY UPON WHICH IT IS BASED THAT IS IN ANY WAY RELATED TO THE CREDIT AGREEMENT. TO PROTECT YOU (BORROWER(S)) AND US (CREDITOR) FROM MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING SUCH MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO MODIFY IT.
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE.
BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
BORROWER:
| CARBON ENERGY CORPORATION | ||
| By: | /s/ Patrick R. McDonald | |
| Patrick R. McDonald, CEO of Carbon Energy Corporation | ||
LaserPro, Ver. 19.4.10.036 Copr. Finastra USA Corporation 1997, 2020. All Rights Reserved. - MO S:\APPS\hfs\CFI\LPL\D20.FC TR-173792 PR-2657
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 5/13/22 | None on these Dates | |||
| 12/13/20 | ||||
| Filed on: | 8/14/20 | |||
| For Period end: | 6/30/20 | |||
| 5/13/20 | ||||
| 4/2/20 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/29/20 Carbon Energy Corp. DEF 14A 10/22/20 1:661K EdgarAgents LLC/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/29/20 Carbon Energy Corp. 8-K:1,2,5,9 5/25/20 3:470K EdgarAgents LLC/FA 5/06/20 Carbon Energy Corp. 8-K:1,9 4/30/20 2:61K EdgarAgents LLC/FA 4/08/20 Carbon Energy Corp. 8-K:1,5,8,9 4/07/20 2:983K EdgarAgents LLC/FA |