Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 10, 2018 | |
Document Information [Line Items] | ||
Entity Registrant Name | Wilhelmina International, Inc. | |
Entity Central Index Key | 1,013,706 | |
Trading Symbol | whlm | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 5,269,530 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 4,617 | $ 4,256 |
Accounts receivable, net of allowance for doubtful accounts of $2,192 and $2,171, respectively | 15,095 | 13,627 |
Prepaid expenses and other current assets | 319 | 180 |
Total current assets | 20,031 | 18,063 |
Property and equipment, net of accumulated depreciation of $2,786 and $2,349, respectively | 2,806 | 3,039 |
Trademarks and trade names with indefinite lives | 8,467 | 8,467 |
Other intangibles with finite lives, net of accumulated amortization of$8,646 and $8,608 respectively | 90 | 128 |
Goodwill | 13,192 | 13,192 |
Other assets | 127 | 137 |
TOTAL ASSETS | 44,713 | 43,026 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 4,797 | 3,985 |
Due to models | 10,590 | 10,190 |
Term loan - current | 537 | 524 |
Total current liabilities | 15,924 | 14,699 |
Long term liabilities: | ||
Deferred income tax liability | 584 | 521 |
Term loan - non-current | 1,351 | 1,623 |
Total long-term liabilities | 1,935 | 2,144 |
Total liabilities | 17,859 | 16,843 |
Shareholders’ equity: | ||
Common stock, $0.01 par value, 9,000,000 shares authorized; 6,472,038 shares issued at June 30, 2018 and December 31, 2017 | 65 | 65 |
Treasury stock, 1,102,508 and 1,090,370 at June 30, 2018 and December 31, 2017, at cost | (4,975) | (4,893) |
Additional paid-in capital | 88,088 | 87,892 |
Accumulated deficit | (56,296) | (56,885) |
Accumulated other comprehensive income (loss) | (28) | 4 |
Total shareholders’ equity | 26,854 | 26,183 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 44,713 | $ 43,026 |
Consolidated Balance Sheets (C3
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts receivable, allowance for doubtful accounts | $ 2,192 | $ 2,171 |
Property and equipment, accumulated depreciation | 2,786 | 2,349 |
Other intangibles, accumulated depreciation | $ 8,646 | $ 8,608 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 9,000,000 | 9,000,000 |
Common stock, shares issued (in shares) | 6,472,038 | 6,472,038 |
Treasury stock, shares (in shares) | 1,102,508 | 1,090,370 |
Statements of Operations and Co
Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues: | ||||
Revenues | $ 20,596 | $ 18,285 | $ 40,312 | $ 37,436 |
Model costs | 14,905 | 12,946 | 28,747 | 26,645 |
Revenues net of model costs | 5,691 | 5,339 | 11,565 | 10,791 |
Operating expenses: | ||||
Salaries and service costs | 3,472 | 3,528 | 7,031 | 7,164 |
Office and general expenses | 1,198 | 1,280 | 2,576 | 2,432 |
Amortization and depreciation | 239 | 223 | 475 | 440 |
Corporate overhead | 260 | 235 | 597 | 581 |
Total operating expenses | 5,169 | 5,266 | 10,679 | 10,617 |
Operating income | 522 | 73 | 886 | 174 |
Other expense: | ||||
Foreign exchange loss | (27) | (14) | (47) | (36) |
Interest expense | (22) | (28) | (47) | (57) |
Loss from unconsolidated affiliate | (9) | (38) | ||
Total other expense | (49) | (51) | (94) | (131) |
Income before provision for income taxes | 473 | 22 | 792 | 43 |
Provision for income taxes: (expense) benefit | ||||
Current | (56) | (65) | (140) | (125) |
Deferred | (53) | (9) | (63) | 39 |
Income tax expense | (109) | (74) | (203) | (86) |
Net income (loss) | 364 | (52) | 589 | (43) |
Other comprehensive income (expense): | ||||
Foreign currency translation income (expense) | (75) | 20 | (32) | 65 |
Total comprehensive income (loss) | $ 289 | $ (32) | $ 557 | $ 22 |
Basic net income (loss) per common share (in dollars per share) | $ 0.07 | $ (0.01) | $ 0.11 | $ (0.01) |
Diluted net income (loss) per common share (in dollars per share) | $ 0.07 | $ (0.01) | $ 0.11 | $ (0.01) |
Weighted average common shares outstanding-basic (in shares) | 5,375 | 5,382 | 5,378 | 5,382 |
Weighted average common shares outstanding-diluted (in shares) | 5,375 | 5,404 | 5,378 | 5,404 |
Service [Member] | ||||
Revenues: | ||||
Revenues | $ 20,580 | $ 18,285 | $ 40,282 | $ 37,408 |
License Fees and Other [Member] | ||||
Revenues: | ||||
Revenues | $ 16 | $ 30 | $ 28 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | ||
Net income: | $ 589 | $ (43) |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Amortization and depreciation | 475 | 440 |
Share based payment expense | 196 | 267 |
Deferred income taxes | 63 | (39) |
Bad debt expense | 75 | 79 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,543) | (879) |
Prepaid expenses and other current assets | (139) | 532 |
Other assets | 10 | 49 |
Due to models | 400 | (1,585) |
Accounts payable and accrued liabilities | 812 | (432) |
Contingent liability to seller | (97) | |
Net cash provided by operating activities | 938 | (1,708) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (204) | (478) |
Net cash used in investing activities | (204) | (478) |
Cash flows from financing activities: | ||
Purchases of treasury stock | (82) | |
Repayment of term loan | (259) | (248) |
Net cash used in financing activities | (341) | (248) |
Foreign currency effect on cash flows: | (32) | 65 |
Net change in cash and cash equivalents: | 361 | (2,369) |
Cash and cash equivalents, beginning of period | 4,256 | 5,688 |
Cash and cash equivalents, end of period | 4,617 | 3,319 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 46 | 57 |
Cash refund of income taxes | $ 10 | $ 69 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | Note 1. The interim consolidated financial statements included herein have been prepared by Wilhelmina International, Inc. (together with its subsidiaries "Wilhelmina" or the "Company") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Although certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to those rules and regulations, all adjustments considered necessary in order to make the consolidated financial statements not 10 December 31, 2017. not may |
Note 2 - Business
Note 2 - Business | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | Note 2. The primary business of Wilhelmina is fashion model management. These business operations are headquartered in New York City. The Company’s predecessor was founded in 1967 one |
Note 3 - Foreign Currency Trans
Note 3 - Foreign Currency Translation | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Foreign Currency Disclosure [Text Block] | Note 3. The functional currency of London is the British Pound. Assets and liabilities are translated into U.S. dollars at the exchange rates in effect at each balance sheet date, revenues and expenses are translated at average monthly exchange rates and resulting translation gains or losses are accumulated in other comprehensive income as a separate component of shareholders’ equity. |
Note 4 - Line of Credit
Note 4 - Line of Credit | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 4. The Company has a credit agreement with Amegy Bank which provides a $4.0 $3.0 October 24, 2016. 80% $20.0 0.50% June 30, 2018, $0.2 $1.9 October 24, 2018. On August 16, 2016, $2.7 4.5% November, 2016, 47 60 October 24, 2020. June 30, 2018, $1.9 |
Note 5 - Commitments and Contin
Note 5 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 5. On October 24, 2013, January 6, 2014, August 11, 2014, March 3, 2014, “may not not not October 6, 2015, May 26, 2017. three five two May 24, 2018. August 16, 2017, On June 6, 2016, August 16, 2017. September 29, 2017, May 10, 2018. In addition to the legal proceedings disclosed herein, the Company is also engaged in various legal proceedings that are routine in nature and incidental to its business. None |
Note 6 - Income Taxes
Note 6 - Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 6. Generally, the Company’s combined effective tax rate is high relative to reported net income as a result of certain amounts of amortization expense, stock based compensation, and corporate overhead not not four June 30, 2018, $1.6 The U.S. Tax Cuts and Jobs Act was enacted on December 22, 2017 2018, 35% 21% |
Note 7 - Common Stock
Note 7 - Common Stock | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | Note 7. On July 7, 2017, June 13, 2017, 12,500,000 9,000,000 |
Note 8 - Treasury Stock
Note 8 - Treasury Stock | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | Note 8. During 2012, 500,000 2013, 1,000,000 On August 12, 2016, 500,000 may 1,500,000 may not may From 2012 June 30, 2018, 1,102,508 $4.51 $5.0 first six 2018, 12,138 |
Note 9 - Related Parties
Note 9 - Related Parties | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 9. The Executive Chairman of the Company, Mark E. Schwarz, is also the chairman, chief executive officer and portfolio manager of Newcastle Capital Management, L.P. (“NCM”). NCM is the general partner of Newcastle Partners L.P. (“Newcastle”), which is the largest shareholder of the Company. James Dvorak (Managing Director at NCM) also serves as a director of the Company. The Company’s corporate headquarters are located at 200 1400, 75201, $2.5 $7.5 $15.0 three six June 30, 2018 2017. not June 30, 2018. The Company previously owned an unconsolidated 50% 14 December 9, 2016, March 1, 2017, $0.1 December 9, 2016 no |
Note 10 - Subsequent Events
Note 10 - Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 10. On July 16, 2018, $1,000,000 may July 12, 2019, 5.15% July 12, 2019. 60 July 12, 2023. three Amounts outstanding under the additional term loan further reduce the availability under the Company’s revolving line of credit with Amegy Bank. On August 1, 2018, $0.7 100,000 $1.2 August 1, 2018. |
Note 4 - Line of Credit (Detail
Note 4 - Line of Credit (Details Textual) - Amegy [Member] - Credit Agreement After Fifth Amendment [Member] $ in Millions | Aug. 16, 2016USD ($) | Jun. 30, 2018USD ($) |
Debt Agreement, Borrowing Base Percentage of Collateral Modified From | 80.00% | |
Debt Agreement, Covenant Compliance, Minimum Net Worth | $ 20 | |
Revolving Credit Facility [Member] | ||
Debt Agreement, Maximum Borrowing Capacity | 4 | |
Line of Credit Facility, Additional Borrowing Capacity | 1.9 | |
Term Loan [Member] | ||
Debt Agreement, Maximum Borrowing Capacity | $ 3 | |
Proceeds from Issuance of Long-term Debt, Total | $ 2.7 | |
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | |
Long-term Debt, Number of Monthly Payments, Principal and Interest | 47 | |
Term Loan [Member] | Prime Rate [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |
Standby Letters of Credit [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 0.2 |
Note 6 - Income Taxes (Details
Note 6 - Income Taxes (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | |
Operating Loss Carryforwards, Total | $ 1.6 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | ||
Scenario, Forecast [Member] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Note 7 - Common Stock (Details
Note 7 - Common Stock (Details Textual) - shares | Jun. 30, 2018 | Dec. 31, 2017 | Jul. 07, 2017 | Dec. 31, 2016 |
Common Stock, Shares Authorized | 9,000,000 | 9,000,000 | 9,000,000 | 12,500,000 |
Note 8 - Treasury Stock (Detail
Note 8 - Treasury Stock (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Aug. 12, 2016 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 1,500,000 | 1,000,000 | 500,000 | |||
Stock Repurchase Program, Additional Shares Authorized | 500,000 | |||||
Treasury Stock, Shares, Ending Balance | 1,102,508 | 1,102,508 | 1,090,370 | |||
Treasury Stock Acquired, Average Cost Per Share | $ 4.51 | |||||
Treasury Stock, Value, Acquired, Cost Method | $ 5 | |||||
Treasury Stock, Shares, Acquired | 12,138 |
Note 9 - Related Parties (Detai
Note 9 - Related Parties (Details Textual) - USD ($) | Mar. 01, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Wilhelmina Kids and Creative Management, LLC [Member] | |||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||
NCM [Member] | |||||
Due to Related Parties, Current, Total | $ 0 | $ 0 | |||
Rent [Member] | |||||
Related Party Transaction, Monthly Rent | 2,500 | ||||
Services Agreements [Member] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 7,500 | $ 7,500 | $ 15,000 | $ 15,000 | |
Payments to Liquidate Enterprise [Member] | Wilhelmina Kids and Creative Management, LLC [Member] | |||||
Related Party Transaction, Amounts of Transaction | $ 100,000 |
Note 10 - Subsequent Events (De
Note 10 - Subsequent Events (Details Textual) - USD ($) | Aug. 01, 2018 | Jun. 30, 2018 | Jul. 16, 2018 |
Treasury Stock, Shares, Acquired | 12,138 | ||
Subsequent Event [Member] | |||
Treasury Stock, Shares, Acquired | 100,000 | ||
Amegy [Member] | Tenth Amendment to Credit Agreement [Member] | Subsequent Event [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility, Additional Borrowing Capacity | $ 1,200,000 | ||
Amegy [Member] | Tenth Amendment to Credit Agreement [Member] | Term Loan [Member] | Subsequent Event [Member] | |||
Debt Agreement, Maximum Borrowing Capacity | $ 1,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.15% | ||
Proceeds from Issuance of Long-term Debt, Total | $ 700,000 |