Summary of Terms

Securities Offered
We are offering up to $70,000,000 in aggregate principal amount of our Notes.  The Notes are governed by an indenture between us and U. S. Bank, as trustee.  The Notes do not have the benefit of a sinking fund and will not be guaranteed by the FDIC or any governmental or private insurance fund, or any other person or entity.

Minimum Investment (in whole dollars)
A minimum investment of $500 is required.

Maximum Investment (in whole dollars)
The maximum investment is $1,000,000 per Note, or $1,000,000 in the aggregate per investor, but a higher maximum investment amount may be approved by us on a case-by-case basis.

Interest Rate
Various rates will be offered by us from time to time, which will be impacted by the maturity date selected by you (see Maturity below) and the denomination/purchase amount selected by you.

Payment of Interest
Interest will be calculated based on the actual number of days your Note is outstanding.  Interest is calculated monthly based on a 365/366 day year.  Interest will be earned daily, and we will pay interest to you monthly or at maturity as you request.  If you choose to be paid interest at maturity rather than monthly, the interest will be compounded monthly.  If any day on which a payment is due with respect to a Note is not a business day, then you will not be entitled to payment of the amount due until the following business day, and no additional interest will be due as a result of such delay.  If you elect to be paid interest monthly, interest on your Note will be paid on the first business day of every month.  Your first interest payment date will be the month following the month in which the Note is issued, except that if a new Note is issued within the last 10 days preceding an interest payment date, the first interest payment will be made on the next succeeding interest payment date (i.e. approximately 35-40 days after issuance).  No payments under $50 will be made, with any interest payment being accrued to your benefit and earning interest on a monthly compounding basis until the payment due to you is at least $50 on an interest payment date.

Maturity
Ranging from one year to four years from the date of issuance.

Renewals
If we have an effective offering available (and deliver you a current prospectus), we may, at our choosing, offer any one or more of the following renewal options (most likely at an interest rate different from your interest rate) at:

  • the same term length as the original term length;
  • a different term length;
  • various term lengths, which you may select from; or
  • other renewal terms may be offered by us at our choosing.

 

If you properly complete, execute and return the renewal form at least five business days prior to the maturity date, your Note will be deemed renewed under the renewal terms selected and a new Note will be issued by us within five business days after the original maturity date.  If you do not respond or if there are no options for renewal offered to you, then principal and any earned but unpaid interest will be paid to you at maturity.

Redemption by You
Subject to our agreement in our sole discretion, you may redeem a Note purchased by you at any time beginning 180 calendar days after the issuance date, with a 180-day interest penalty.  This means that you will not receive the last 180 days’ worth of interest and, if the accrued and unpaid interest is not sufficient to cover the amount of the penalty, then any remaining amount of the interest penalty shall be deducted from the principal amount of the Note (i.e. we will subtract the remaining interest penalty from your original investment).

Redemption in the Event of Death
Unless the subordination provisions in the indenture restrict our ability to make the redemption, at the written request of the executor or administrator of your estate (or if your Note is jointly held with another investor, at the written request of your joint investor), we will redeem the Note at any time after death for a redemption price equal to the principal amount plus earned but unpaid interest payable on the Note, without any interest penalty.  We will seek to honor any such redemption request as soon as reasonably possible, based on our then current cash position and needs, but generally within two weeks of the request.

Redemption by Us
At any time we may call your Note for redemption upon 30 to 60 days’ notice.  The redemption price will be equal to the principal amount plus accrued and unpaid interest to the date of the redemption.

Subordination
The Notes are subordinated, in all rights to payment and in all other respects, to all of our senior debt.  Senior debt includes, without limitation, all of our bank debt and our secured affiliate loans and any we obtain in the future.  This means that if we are unable to pay our debts when due, all of the senior debt would be paid first, before any payment would be made on the Notes.

Events of Default
Under the indenture, an event of default is generally defined as (1) a default in the payment of principal or interest on the Notes that is not cured for 30 days, (2) bankruptcy or insolvency, or (3) our failure to comply with provisions of the Notes or the indenture if such failure is not cured or waived within 60 days after the receipt of a specific notice.

Transfer Restrictions
Transfer of a Note is effective only upon the receipt of valid transfer instructions from the Note holder of record.

Trustee
U.S. Bank

Plan of Distribution
This offering is being conducted directly by us, without any underwriter or placement agent.

Charitable Match Program
We offer a charitable match program for interest payments that you elect to give to a qualifying charity. If you choose to participate in the program and donate all or a portion of your interest payments to charity, when we calculate your interest we will deduct the percentage of interest you selected and keep track of that amount separate from your information. After interest is calculated for all Note holders at the beginning of December of each year, all of the money for each charity will be totaled up and sent in one check to each charity. Each check will have the name and address of each contributor, and the amount each contributed. Our matching portion will be included in the total check. We will match your interest payment donation up to 10% of your interest.

Risk Factors
See the Risk Factors for a discussion of factors you should carefully consider before investing in the Notes.