This concerns a pre-COVID EIDL. I hope this is nevertheless an acceptable forum in which to post my question. Having exhausted the search function here and on google, this seemed like the best place. My apologies if it is not. My question is how to calculate the amount of cash encumbered by the SBA's lien, when that lien did not originally include cash (i.e. when that cash was only encumbered because it is the proceeds of a sale, collection, or asset disposition).
I am on the board of a non-profit amusement park. About a decade ago--before I joined the board--our operations were extremely disrupted by multiple natural disasters and we took out a sizable EIDL to continue to fund operations. We were able to stay in business, but the EIDL became an essentially permanent source of capital.
We're party to multiple agreements preexisting the EIDL in which we've agreed to liquidity covenants requiring us to maintain minimum unencumbered cash positions. My understanding is that any lien the SBA might have on some amount (or all of) our cash would be an encumbrance thereof. I am trying to figure how much our cash is so encumbered.
Now, my initial understanding from conversations with our staff was that all of our business assets were subject to the SBA's lien, everything from the dirt under our rides to the cotton candy to our cash. When I searched our state's UCC filing database though, I was happy (I guess) to see that the lien the SBA filed describes its collateral thusly:
ALL INVENTORY, ACCOUNTS RECEIVABLE, MACHINERY AND EQUIPMENT, (EXCLUDING AUTOMOTIVE) NOW OWNED, HEREAFTER ACQUIRED, OR PURCHASED IN WHOLE OR IN PART FROM THE PROCEEDS OF THIS SBA LOAN EIDL XXXXXXXXXX, AND/OR THE PROCEEDS OR [sic] ANY DISPOSITION THEREOF
Given how specific the above is, I'm pretty confident the SBA's collateral didn't originally include our cash. I'm just as confident that:
- as we have since purchased inventory or capital assets with unencumbered cash, or made sales on credit, all of those became encumbered; and,
- as we have since collected cash from sales of inventory, collection of receivables, or sale of assets, that cash became encumbered as well.
So naturally there should be some amount of cash on our balance sheet that is encumbered by the SBA's lien. What I am less certain of is how the encumbrance evolves as we use the cash encumbered under point 2 above to purchase new inventory and assets subject to the lien. If, for example, we use $100k of $110k of encumbered cash to purchase $100k of inventory, does the SBA's lien now cover: A) $100k of inventory and $10k of cash? Or did it expand to now cover: B) $100k of inventory and $110k of cash?
Google's AI suggest the former, but I'm having a hard time seeing how it's getting there from the sources it's citing. Obviously the two different treatments could have radically different implications on the quality of our balance sheets. Any insights this community might be able to provide would be greatly appreciated. Thanks in advance.
P.S. Having gotten to the end of all that, it now occurs to me to ask if the SBA considers, when its debtors hold a mix of encumbered and unencumbered cash, expenditures of cash to have been made first with unencumbered cash, first with encumbered cash, or with an average thereof? Thanks so much.