Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions

v2.4.1.9
Related Party Transactions
 6 Months Ended
Dec. 31, 2014
Related Party Transactions [Abstract]  
Related Party Transactions
RELATED PARTY TRANSACTIONS
During the three and six months ended December 31, 2014 and 2013, the Company made sales and purchases to various companies under common control with A-Mark (through common ownership and management) through the date of Distribution. The companies are as follows: Calzona Ventures, LLC ("Calzona"), Stack's-Bowers Numismatics, LLC ("Stack's Bowers"), Spectrum Numismatics International, Inc. (now doing business as Stack's Bowers) ("SNI"), and Teletrade Inc. (now doing business as Stack's Bowers) ("Teletrade"). All of such entities were consolidated by our Former Parent, SGI.
in thousands
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
 
December 31, 2014
 
December 31, 2013
December 31, 2014
 
December 31, 2013
 
 
Sales
 
Purchases
 
Sales
 
Purchases
 
Sales
 
Purchases
 
Sales
 
Purchases
 
Related Party Company
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calzona
 
$
—

 
$
—

 
$
1,481

 
$
354

 
$
157

 
$
—

 
$
2,349

 
$
354

 
SNI (now doing business as Stack's Bower)
 
386

 
2,145

 
1,616

 
1,794

 
610

 
3,793

 
3,787

 
2,260

 
Stack's Bower
 
722

 
569

 
856

 
1,529

 
1,300

 
1,467

 
1,202

 
2,650

 
Teletrade (now doing business as Stack's Bowers)
 
422

 
903

 
618

 
621

 
1,015

 
1,278

 
1,099

 
1,485

 
Related party, total
 
$
1,530

 
$
3,617

 
$
4,571

 
$
4,298

 
$
3,082

 
$
6,538

 
$
8,437

 
$
6,749

 
As of December 31, 2014 and June 30, 2014, the Company's had related party receivables and payables balance as set forth below:
 in thousands
 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
 
June 30, 2014
 
 
 
Receivables
 
Payable
 
Receivables
 
Payable
 
Related Party Company
 
 
 
 
 
 
 
 
 
Calzona
 
$
—

 
$
—

 
$
—

 
$
67

 
SNI (now doing business as Stack's Bowers)
 
—

 
10

 
—

 
72

 
Stack's Bowers
 
5,325

 
—

 
2,563

 
—

 
Teletrade (now doing business as Stack's Bowers)
 
—

 
7

 
—

 
133

 
SGI (Former Parent)
 
3,214

 
—

 
3,289

 
—

 
Related party, total
 
$
8,539

 
17

 
$
5,852

 
$
272

 


Secured Loans to Related Parties
On June 18, 2014, CFC assumed the rights to a secured portfolio of short-term loan receivable totaling $2.6 million from Stack's Bowers (a related party). As a result of the terms of this arrangement, the Company reflects this as a financing arrangement with this related party, secured by the transfer of the portfolio of short-term loan receivables, collateralized by numismatic and semi numismatic products. As of December 31, 2014, the aggregate carrying value of this loan was $0.0 million, which bore interest of 5.5% per annum. This secured loan was paid off in full, plus accrued interest, on August 19, 2014.

On October 9, 2014, CFC entered into a loan agreement and related documents with Stack’s Bower (a related party), providing for a secured line of credit in the maximum principal amount of up to$16.0 million, bearing interest at a competitive rate per annum, which is at an interest rate midst the rates CFC charges its non-related parties. Advances under the line of credit are secured by numismatic and semi-numismatic products. As of December 31, 2014, the aggregate carrying value of this loan was $5.3 million (see Note 3).
Corporate Overhead Charges
During the six months ended December 31, 2014 and 2013, the Company incurred $0.0 million and $0.40 million, respectively, of corporate overhead charges, which were payable monthly to SNI based on the Former Parent's annual budget, and were included in selling, general and administrative expenses. As a result of the Distribution, this monthly obligation to SNI concluded.
Secondment Agreement Fees and Reimbursements
Under the terms of the Secondment Agreement, A-Mark has agreed to make Gregory N. Roberts, our Chief Executive Officer, and Carol Meltzer, our Executive Vice President, General Counsel and Secretary, available to SGI for the performance of specified management and professional services following the spinoff in exchange for an annual secondment fee and reimbursement of certain bonus payments. The Secondment Agreement will terminate on June 30, 2016 and is subject to earlier termination under certain circumstances (see Note 1). The Company records the accrual of secondment fees as a reduction to selling, general and administration expense.
Income Tax Sharing Obligations
The amounts receivable under the Company's income tax sharing obligation due from SGI, totaled $3.1 million, and $3.1 million as of December 31, 2014 and June 30, 2014, respectively, and is shown on the face of the condensed consolidated balance sheets as income taxes receivable from Former Parent (see Note 8).
Dividends Paid to Former Parent
During the six months ended December 31, 2014 and 2013, the Company paid to SGI dividends totaling $0.0 million and $5.0 million, respectively, in regards to dividends declared prior to the spinoff. The Company has not made a determination regarding our policy on the payment of dividends following the spinoff.
Royalties to Former Owner
As part of the sales agreement dated July 1, 2005, a former owner of the Company receives a portion of the finance income earned with a specific customer through June 2015. The Company incurred $0.13 million and $0.11 million in selling, general and administrative expenses (royalty expense) during the six months ended December 31, 2014 and 2013, respectively. The total amount due to the former owner of $0.13 million and $0.20 million are included in accrued liabilities as of December 31, 2014 and June 30, 2014, respectively.