July 26, 2014 2:03 PM ET

Internet and Catalog Retail

Company Overview of SkyMall, Inc.

Company Overview

SkyMall, Inc. sells home and garden, health and beauty, clothing and accessories, electronics, travel, pets, gift shop, and other products online in the United States and internationally. It offers furniture, art and decor, home security, food and wine, entertaining, organization, storage and cleaning, heating and cooling, holiday decor, bedroom, kitchen and dining, bathroom, office, fireplace, garage and tools, garden and patio, pool products; and health, beauty and personal care, and fitness products. The company also provides apparel, jewelry, watches, wallets, and organizers for men, women, and children; TV and video products, computers and tablets, phones and accessories, audio and home...

1520 East Pima Street

Phoenix, AZ 85034

United States

Founded in 1989

199 Employees





Key Executives for SkyMall, Inc.

Chief Executive Officer
Age: 57
Age: 49
Compensation as of Fiscal Year 2014.

SkyMall, Inc. Key Developments

SkyMall, LLC Amends and Restates Credit Agreement

On April 29, 2014, SkyMall, LLC amended and restated that certain Credit Agreement dated September 18, 2013, as amended as of January 31, 2014, with SMXE Lending, LLC and the related documents executed in connection therewith. Among other amendments, the Amended Loan Facility: increases the line of credit with SMXE from $4.50 million to $17.15 million; reduces the interest rate from LIBOR plus 4.5% points to LIBOR plus 0.5% point per annum and accelerates the maturity date to January 15, 2015 from the prior maturity date of June 30, 2015. The covenants under this Amended Loan Facility became more restrictive and include additional security such as liens on gift card inventory, more stringent notice requirements, bank account control agreements, daily cash sweeps, and a prohibition on all equity capital raises, among other covenants set forth therein. The funds drawn on the Amended Loan Facility were applied to repay and retire the $7.65 million senior credit facility from JP Morgan Chase Bank, N.A., which payment amount was $5.16 million, and provides for working capital. Immediately after the closing of the Amended Loan Facility, and retirement of Chase Facility, the Xhibit Companies borrowed $4.49 million under the Amended Loan Facility, which represents an increase of $2.00 million above the aggregate face amount of the Previous SMXE and Chase Facilities. The availability of the remaining balance of approximately $3.00 million under the Amended Loan Facility is conditioned upon SMXE's satisfaction of certain conditions.

SkyMall, LLC Amends its Existing $7.65 Million Credit Agreement

On January 31, 2014, but effective as of December 31, 2013, SkyMall, LLC amended its existing $7.65 million credit agreement, dated May 10, 2013 and amended as of September 18, 2013, line of credit note dated May 10, 2013 and amended and restated security agreement dated May 10, 2013 as amended, each by and between the company and JPMorgan Chase Bank, N.A., to, among other amendments, extend the maturity date of the line of credit note from July 1, 2014 to June 30, 2015. The amendment provides, among other amendments, that the maturity date of the loan from SMXE is extended from September 18, 2014 to September 18, 2015, $500,000 in principal amount due on the loan from SMXE is paid by issuance of 393,701 shares of Xhibit common stock, the principal amount of the SMXE line of credit note is permanently reduced to $4,500,000, and the amount of key man life insurance required on Kevin Weiss, Xhibit's CEO, is reduced to $12,650,000.

SkyMall, LLC Amends Existing $7.65 Million Credit Agreement

On September 18, 2013, SkyMall, LLC amended its existing $7.65 million credit agreement (the “Credit Facility”), dated May 10, 2013, by and between SkyMall and JPMorgan Chase Bank, N.A. (the “Senior Lender”), to among other amendments. On September 18, 2013, SkyMall entered into a Credit Agreement with SMXE and issued a Line of Credit Note to SMXE in connection therewith (collectively, the "Credit Agreement"). The Credit Agreement provides SkyMall with a $5.0 million loan. The Credit Agreement is fully guaranteed by, and secured by all of the assets of, Xhibit and its Subsidiaries, pursuant to Continuing Guarantees and Continuing Security Agreements of each of Xhibit and the Subsidiaries; a Leasehold Deed Of Trust, Assignment Of Rents And Leases, Security Agreement And Fixture Filing executed by SkyMall (“Deed of Trust”); a Trademark Collateral Agreement executed by SkyMall ("SkyMall TM Collateral Agreement"); and a Trademark And Copyright Collateral Agreement executed by Xhibit (“Xhibit TM Collateral Agreement”) (all of such documents together with the Credit Agreement, hereafter referred to as the “Credit Agreement Documents”). For purposes hereof, “Subsidiaries” means Xhibit Interactive, LLC, SpyFire Interactive, LLC, Stacked Digital, LLC, FlyReply Corp., SHC Parent Corp., SkyMall, SkyMall Interests, LLC and SkyMall Ventures, LLC. SMXE is an affiliate of and controlled by Jahm Najafi (“Najafi”), a member of Xhibit’s Board of Directors (the “Board”) and a major shareholder of Xhibit through beneficial ownership. The Credit Agreement requires monthly interest payments and is due and payable in full on September 18, 2014. The interest rate in the Credit Agreement is LIBOR plus a margin of 4.5% per annum. Upon an event of default under the Credit Agreement Documents, the interest rate increases automatically by 2% per annum and the outstanding principal and interest becomes immediately due and payable.

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