Annual report [Section 13 and 15(d), not S-K Item 405]

Note Payable

v3.25.4
Note Payable
 12 Months Ended
Nov. 30, 2025
Debt Disclosure [Abstract]  
Note Payable

NOTE 4 – NOTE PAYABLE

On July 18, 2022, Cryo-Cell International, Inc. (the “Company”) entered into a Credit Agreement (the “Credit Agreement”) with Susser Bank, a Texas state bank (“Susser”), as administrative agent on behalf of itself and the other lenders (collectively, the “Lenders”). The Credit Agreement provides for (i) an unsecured revolving line of credit with an aggregate commitment of up to $10,000,000 (the “RCF”) and (ii) a term loan facility in an original principal amount of $8,960,000 (the “Term Loan,” and together with the RCF, the “Loans”). In connection with the Credit Agreement, the Company executed a Revolving Credit Note in favor of Susser in the principal amount of $10,000,000 (the “RCF Note”) and a Term Note in favor of Susser in the principal amount of $8,960,000 (the “Term Note,” and together with the RCF Note, the “Notes”).

The Loans bear interest, at the Company’s option, at either (a) a base rate equal to the highest of (i) the U.S. Prime Rate as published by The Wall Street Journal, (ii) the federal funds rate plus 0.50%, or (iii) the Monthly SOFR rate plus 1.00%, subject in each case to a floor of 5.50%, plus an applicable margin, or (b) the Monthly SOFR rate plus an applicable margin, subject to a floor of 4.50%. Prior to the Fifth Amendment (defined below), the applicable margins were 4.25% for Base Rate loans and 3.25% for Monthly SOFR loans. The Company is also required to pay a commitment fee on the unused portion of the RCF.

The RCF originally matured on July 18, 2025, and the Term Note was scheduled to mature on July 18, 2032. On July 15, 2025, Susser extended the RCF maturity date to October 18, 2025.

On October 18, 2025, the Company and Susser entered into a Fifth Amendment to the Credit Agreement (the “Fifth Amendment”). Pursuant to the Fifth Amendment, (i) the RCF maturity date was extended to October 18, 2027, (ii) the Term Note maturity date was extended to July 29, 2032, (iii) the revolving credit commitment was reduced to $8,000,000, and (iv) the applicable margins were revised as follows: 4.25% for Base Rate term loans, 3.75% for Base Rate revolving loans, 3.25% for Monthly SOFR term loans, and 2.75% for Monthly SOFR revolving loans. The commitment fee was revised to 0.25% per annum. In addition, the Company’s wholly owned subsidiary, Celle Corp., became a guarantor under the Credit Agreement and entered into a Security Agreement for the benefit of the Lenders.

As of November 30, 2025 and November 30, 2024, the Company incurred interest expense of $912,660 and $918,496, respectively, which is reflected in interest expense on the accompanying consolidated statements of operations. The interest rates in effect as of November 30, 2025 and for the RCF and the Term Note were 6.58% and 7.21%, respectively. The interest rates in effect as of November 30, 2024 for the RCF and the Term Note were 7.77% and 7.86%, respectively.

The average outstanding balance under the RCF during the years ended November 30, 2025 and November 30, 2024 was $3,360,822 and $2,496,171, respectively. The outstanding RCF balance as of November 30, 2025 and November 30, 2024 was $2,300,000 and $3,520,000, respectively, and is reflected on the accompanying consolidated balance sheets.

The Company incurred debt issuance costs related to the Term Loan of $196,501, which are recorded as a direct reduction of the carrying amount of the Term Note and amortized over the life of the loan. During the years ended November 30, 2025 and November 30, 2024, $20,822 and $21,237, respectively, of these costs were amortized and included in interest expense.

On March 27, 2023, the Company entered into an interest rate swap agreement with Susser to manage its exposure to interest rate risk associated with the variable-rate Term Note. The swap had a notional amount equal to the outstanding balance of the Term Loan and effectively fixed the interest rate at 6.96%, with Susser paying Monthly SOFR plus 3.25% and the Company paying a fixed rate. The swap became effective on March 27, 2023, with a scheduled maturity of July 29, 2032. On April 15, 2024, the Company terminated the interest rate swap agreement and received proceeds of $228,000.

The Credit Agreement contains customary affirmative and negative covenants, including requirements that the Company maintain (i) a leverage ratio of no more than 3.50 to 1.00 and (ii) a debt service coverage ratio of not less than 1.25 to 1.00, each determined as of the last day of each fiscal quarter for the four-fiscal-quarter period then ended.

As of November 30, 2025, and November 30, 2024, the note payable obligation was as follows:

 

 

 

November 30, 2025

 

 

November 30, 2024

 

Note payable - Susser

 

$

8,481,125

 

 

$

8,628,700

 

Unamortized debt issuance costs - Susser

 

 

(127,345

)

 

 

(148,167

)

Net note payable

 

$

8,353,780

 

 

$

8,480,533

 

Current portion of note payable

 

$

183,650

 

 

$

170,488

 

Long-term note payable, net of debt issuance costs

 

 

8,170,130

 

 

 

8,310,045

 

Total

 

$

8,353,780

 

 

$

8,480,533

 

 

Future principal payments under the note payable obligation are as follows:

 

Years ending November 30:

 

Amount

 

2026

 

$

183,650

 

2027

 

 

201,985

 

2028

 

 

213,753

 

2029

 

 

227,438

 

2030

 

 

242,012

 

Thereafter

 

 

7,412,287

 

Less: Unamortized debt issuance costs

 

 

(127,345

)

Total

 

$

8,353,780

 

 

Interest expense on the note payable for the years ended November 30, 2025 and November 30, 2024 was as follows:

 

 

 

November 30, 2025

 

 

November 30, 2025

 

Interest expense on notes payable - Susser

 

$

906,783

 

 

$

521,619

 

Debt issuance costs - Susser

 

 

20,822

 

 

 

10,569

 

Total interest expense

 

$

927,605

 

 

$

532,188

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

During fiscal 2025 and 2024, the Company recorded gross interest expense of $927,605 and $941,495, respectively. The Company capitalized $0 and $409,307, respectively, of interest expense related to the construction of the Company's new facility in North Carolina for fiscal 2025 and 2024.