Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Mar. 26, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-K | |
Document Annual Report | true | |
Document Period End Date | Dec. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-36589 | |
Entity Registrant Name | WILHELMINA INTERNATIONAL, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 74-2781950 | |
Entity Address, Address Line One | 5420 Lyndon B Johnson Freeway, Box #25 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75240 | |
City Area Code | 214 | |
Local Phone Number | 661-7488 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | WHLM | |
Security Exchange Name | NASDAQ | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
ICFR Auditor Attestation Flag | false | |
Document Financial Statement Error Correction [Flag] | false | |
Entity Shell Company | false | |
Entity Public Float | $ 6.8 | |
Entity Common Stock, Shares Outstanding (in shares) | 5,157,344 | |
Auditor Firm ID | 7004 | |
Auditor Name | Bodwell Vasek Wells DeSimone LLP | |
Auditor Location | Dallas, Texas | |
Entity Central Index Key | 0001013706 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | FY | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 6,117 | $ 11,998 |
Short term investments | 6,596 | 0 |
Accounts receivable, net of allowance for doubtful accounts of $1,901 and $1,664, respectively | 8,505 | 9,467 |
Prepaid expenses and other current assets | 203 | 181 |
Total current assets | 21,421 | 21,646 |
Property and equipment, net of accumulated depreciation of $534 and $1,216, respectively | 320 | 307 |
Right of use assets-operating | 3,457 | 3,565 |
Right of use assets-finance | 152 | 138 |
Trademarks and trade names with indefinite lives | 8,467 | 8,467 |
Goodwill | 7,547 | 7,547 |
Other assets | 301 | 322 |
TOTAL ASSETS | 41,665 | 41,992 |
Accounts payable and accrued liabilities | 3,941 | 4,306 |
Due to models | 7,645 | 8,378 |
Contract liabilities | 0 | 270 |
Lease liabilities – operating, current | 712 | 385 |
Lease liabilities – finance, current | 32 | 62 |
Total current liabilities | 12,330 | 13,401 |
Long term liabilities: | ||
Deferred income tax, net | 1,215 | 985 |
Lease liabilities – operating, non-current | 3,102 | 3,310 |
Lease liabilities – finance, non-current | 122 | 85 |
Total long-term liabilities | 4,439 | 4,380 |
Total liabilities | 16,769 | 17,781 |
Shareholders’ equity: | ||
Common stock, $0.01 par value, 9,000,000 shares authorized; 6,472,038 shares issued at December 31, 2023 and December 31, 2022 | 65 | 65 |
Treasury stock, 1,314,694 shares at December 31, 2023 and December 31, 2022, at cost | (6,371) | (6,371) |
Additional paid-in capital | 88,854 | 88,770 |
Accumulated deficit | (57,276) | (57,709) |
Accumulated other comprehensive loss | (376) | (544) |
Total shareholders’ equity | 24,896 | 24,211 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 41,665 | $ 41,992 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts receivable, allowance for doubtful accounts | $ 1,901 | $ 1,664 |
Property and equipment, accumulated depreciation | $ 534 | $ 1,216 |
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) | 1,314,694 | 1,314,694 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenues: | ||
Revenues | $ 17,212 | $ 17,780 |
Operating expenses: | ||
Salaries and service costs | 11,481 | 10,907 |
Office and general expenses | 3,830 | 3,168 |
Amortization and depreciation | 208 | 193 |
Corporate overhead | 965 | 1,093 |
Total operating expenses | 16,484 | 15,361 |
Operating income | 728 | 2,419 |
Nonoperating Income (Expense) [Abstract] | ||
Foreign exchange loss (gain) | 106 | (164) |
Interest income | (76) | 0 |
Interest expense | 7 | 8 |
Total other expense (income) | (37) | 156 |
Income before provision for income taxes | 691 | 2,575 |
Current | (28) | (109) |
Deferred | (230) | 1,063 |
(Provision) benefit for income taxes, net | (258) | 954 |
Net income | 433 | 3,529 |
Foreign currency translation adjustment | 168 | (521) |
Total comprehensive income | $ 601 | $ 3,008 |
Basic net income per common share (in dollars per share) | $ 0.08 | $ 0.68 |
Diluted net income per common share (in dollars per share) | $ 0.08 | $ 0.68 |
Weighted average common shares outstanding-basic (in shares) | 5,157 | 5,157 |
Weighted average common shares outstanding-diluted (in shares) | 5,157 | 5,157 |
Service [Member] | ||
Revenues: | ||
Revenues | $ 17,182 | $ 17,750 |
License Fees [Member] | ||
Revenues: | ||
Revenues | $ 30 | $ 30 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Treasury Stock, Common [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balances (in shares) at Dec. 31, 2021 | 6,472 | (1,315) | ||||
Balances at Dec. 31, 2021 | $ 65 | $ (6,371) | $ 88,580 | $ (61,238) | $ (23) | $ 21,013 |
Share-based payment expense | 0 | 0 | 190 | 0 | 0 | 190 |
Net income (loss) to common shareholders | 0 | 0 | 0 | 3,529 | 0 | 3,529 |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | (521) | (521) |
Balances (in shares) at Dec. 31, 2022 | 6,472 | (1,315) | ||||
Balances at Dec. 31, 2022 | $ 65 | $ (6,371) | 88,770 | (57,709) | (544) | 24,211 |
Share-based payment expense | 0 | 0 | 84 | 0 | 0 | 84 |
Net income (loss) to common shareholders | 0 | 0 | 0 | 433 | 0 | 433 |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | 168 | 168 |
Balances (in shares) at Dec. 31, 2023 | 6,472 | (1,315) | ||||
Balances at Dec. 31, 2023 | $ 65 | $ (6,371) | $ 88,854 | $ (57,276) | $ (376) | $ 24,896 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net income: | $ 433 | $ 3,529 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Amortization and depreciation | 208 | 193 |
Share based payment expense | 84 | 190 |
Loss (gain) on foreign exchange rates | 106 | (164) |
Deferred income taxes | 230 | (1,063) |
Bad debt expense | 139 | 174 |
Accounts receivable | 647 | (747) |
Prepaid expenses and other current assets | (22) | (98) |
Right of use assets-operating | 687 | 500 |
Other assets | 21 | (227) |
Due to models | (733) | 398 |
Lease liabilities-operating | (460) | (470) |
Contract liabilities | (270) | (211) |
Accounts payable and accrued liabilities | (365) | 515 |
Net cash provided by operating activities | 705 | 2,519 |
Purchases of property and equipment | (165) | (268) |
Purchases of short term investments | (7,006) | 0 |
Maturities of short term investments | 480 | 0 |
Net cash used in investing activities | (6,691) | (268) |
Cash flows from financing activities: | ||
Payments on finance leases | (63) | (62) |
Net cash used in financing activities | (63) | (62) |
Foreign currency effect on cash flows: | 168 | (442) |
Net change in cash and cash equivalents: | (5,881) | 1,747 |
Cash and cash equivalents, beginning of year | 11,998 | 10,251 |
Cash and cash equivalents, end of year | 6,117 | 11,998 |
us-gaap_IncomeTaxesPaidNet | $ 156 | $ 268 |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Dec. 31, 2023 | |
Insider Trading Arr Line Items | |
Material Terms of Trading Arrangement [Text Block] | ITEM 9B. OTHER INFORMATION None |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Note 1 - Business Activity
Note 1 - Business Activity | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | Note 1. Business Activity Overview 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 by Wilhelmina Cooper, a renowned fashion model, and became one of the oldest, best known, and largest fashion model management companies in the world. Since its founding, Wilhelmina has grown to include operations located in Los Angeles, Miami, and London, as well as a network of licensees. Wilhelmina provides traditional, full-service fashion model and talent management services, specializing in the representation and management of models, entertainers, athletes and other talent, to various clients, including retailers, designers, advertising agencies, print and electronic media, and catalog companies. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2. Summary of Significant Accounting Policies The consolidated financial statements are prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”). The following is a summary of significant policies used in the preparation of the accompanying financial statements. Principles of Consolidation and Basis of Presentation The financial statements include the consolidated accounts of Wilhelmina and its wholly-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. Revenue Recognition The Company has adopted the requirements of Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASC 606”). ASC 606 establishes a principle for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. Under the revenue standard, the Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. The Company recognizes revenues following the five-step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. Service Revenues Our service revenues are derived primarily from fashion model bookings and representation of social media influencers and actors for commercials, film, and television. Revenues from services are recognized net of amounts owed to model talent, including taxes required to be withheld and remitted directly to taxing authorities, commissions owed to other agencies, and related costs such as those paid for photography, when the customer obtains control of the Company’s product, which occurs at a point in time, typically when the talent has completed the contractual requirement. The Company expenses incremental costs of obtaining a contract as and when incurred because the expected amortization period of the asset that it would have recognized is one year or less or the amount is immaterial. Our performance obligations are primarily satisfied at a point in time when the talent has completed the contractual requirements. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The performance obligations for most of the Company’s core modeling bookings are satisfied on the day of the event, and the “day rate” total fee is agreed in advance, when the customer books the model for a particular date. For contracts with multiple performance obligations (which are typically all satisfied within 1 to 3 days), we allocate the contract’s transaction price to each performance obligation based on the estimated relative standalone selling price. Wilhelmina operates broadly as a modeling and talent agency. The models and talent represented by the Company have discretion in agreeing to the price for a photoshoot or other service and may decline any job opportunity for any reason. After bookings are arranged by the Company, models and talent provide their personal services directly to the Company’s clients. The Company charges commissions to both models/talent and customers, which is a fixed percentage of the billing rate for the model or talent. Based on these and other factors, the Company acts as an agent in the service transaction and, therefore, reports service revenues on a basis net of pass-through model or talent cost. Although service revenues are reported on a net basis, accounts receivable are recorded at the amount of gross amounts billed to customers, inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. Service revenues from international sales accounted for 6.7% and 7.8% of the Company’s consolidated services revenues for the years ended December 31, 2023 and 2022, respectively. License Fees License fees, in connection with the licensing of the “Wilhelmina” name, are collected on a quarterly basis under the terms of Wilhelmina’s agreements with licensees. The Company recognizes revenue relating to license fees where payment is deemed to be probable, over the license period. Contract Assets Contract assets, which primarily relate to the Company’s right to consideration for work completed but not billed at the reporting date are included within accounts receivable. The Company had no Advances to Models Advances to models for the cost of initial portfolios and other out-of-pocket costs, which are reimbursable only from collections from the Company’s clients as a result of future work, are expensed to model costs as incurred net of such costs that are expected to be recouped. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates that affect the amounts reported in the consolidated financial statements and the accompanying notes. Accounting estimates and assumptions discussed herein are those that management considers to be the most critical to an understanding of the consolidated financial statements because they inherently involve significant judgments and uncertainties. Estimates are used for, but not limited to revenue recognition, allowance for doubtful accounts, useful lives for depreciation and amortization, income taxes, the assumptions used for share-based compensation, and impairments of goodwill and intangible assets. All of these estimates reflect management’s judgment about current economic and market conditions and their effects based on information available as of the date of these consolidated financial statements. If such conditions persist longer or deteriorate further than expected, it is reasonably possible that the judgments and estimates could change, which may result in future impairments of assets among other effects. Cash, Cash Equivalents As of December 31, 2023, the Company held cash in banks of $6.1 million. Cash and cash equivalents include cash on hand, cash in banks, and short-term, highly liquid investments with maturities of three months or less. Short Term Investments Short-term investments with maturities over three and up to twelve months are recorded in short-term investments. The Company’s short term investments at December 31, 2023 were held in United States Treasury securities and were classified within Level 1 of the fair value hierarchy. Interest income on short-term investments is recognized on an accrual basis. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are accounted for at net realizable value, do not bear interest and are short-term in nature. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability to collect on accounts receivable. Based on management’s assessment, the Company provides for estimated uncollectible amounts through a charge to earnings and a credit to the allowance. At December 31, 2023, the Company had an allowance of $1.9 million, and recorded a $0.1 million bad debt charge to earnings. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the allowance and a credit to accounts receivable. The Company generally does not require collateral. Although service revenues are reported on a basis net of model costs, accounts receivable are recorded at the amount of gross amounts billed to customers inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. Concentrations of Credit Risk The balance sheet items that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents and accounts receivable. The Company maintains its cash balances in several different financial institutions in New York, Los Angeles, Miami, and London. Balances in accounts other than “noninterest-bearing transaction accounts” are insured up to Federal Deposit Insurance Corporation (“FDIC”) limits of $250 thousand per institution. At December 31, 2023, the Company had cash balances in excess of FDIC insurance coverage of approximately $3.7 million. Balances in London accounts are covered by Financial Services Compensation Scheme (“FSCS”) limits of £75 thousand or approximately $0.1 million per institution. At December 31, 2023, the Company had cash balances in excess of FSCS coverage of approximately $1.4 million. Concentrations of credit risk with accounts receivable are mitigated by the Company’s large number of clients and their dispersion across different industries and geographical areas. The Company performs ongoing credit evaluations of its clients and maintains an allowance for doubtful accounts based upon the expected collectability of all accounts receivable. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization, based upon the shorter of the estimated useful lives (ranging from two seven The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If it is determined that impairment has occurred, the amount of the impairment is charged to operations. No such events or changes in circumstances were noted for the years ended December 31, 2023 and 2022. Goodwill and Intangible Assets Goodwill represents the excess of the purchase price in a business combination over the fair value of the tangible and intangible assets acquired and the liabilities assumed. The Company’s intangible assets other than goodwill consist of trademarks and trade name. Goodwill and intangible assets with indefinite lives are not subject to amortization, but rather to an annual assessment of impairment by applying a fair-value based test. A significant amount of judgment is required in estimating fair value and performing goodwill impairment tests. There were no changes to the $7.5 million carrying amount of goodwill during 2022 or 2023. There were no changes to the carrying amount of $8.5 million trademarks and trade names intangible assets during 2022 or 2023. No asset impairment charges were incurred relating to the Company’s goodwill or intangible assets during 2022 and 2023. The process of estimating the fair value of goodwill is subjective and requires the Company to make estimates that may significantly impact the outcome of the analysis. A qualitative assessment considers events and circumstances such as macroeconomic conditions, industry and market conditions, cost factors, and overall financial performance. If after performing this assessment, the Company concludes it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then the Company performs the quantitative test. Under the quantitative test, a goodwill impairment is identified by comparing the fair value to the carrying amount, including goodwill. If the carrying amount exceeds the fair value, goodwill is considered impaired and an impairment charge is recognized in an amount equal to the excess, not to exceed the carrying amount of goodwill. At least annually, the Company assesses whether the carrying value of its goodwill and intangible assets exceeds their fair value and, if necessary, records an impairment loss equal to any such excess. Declines in the Company’s stock price could result in future goodwill impairment charges. The Company sometimes utilizes an independent valuation specialist to assist with the determination of fair value. Each interim reporting period, the Company assesses whether events or circumstances have occurred which indicate that the carrying amount of an intangible asset exceeds its fair value. If the carrying amount of the intangible asset exceeds its fair value, an asset impairment charge will be recognized in an amount equal to that excess. No such events or changes in circumstances were noted for the year ended December 31, 2023. Due to Models Due to models represents the liability for amounts owed to talent for jobs that have taken place, but where the model or talent fee has not yet been paid, typically due to the Company awaiting receipt of payment from the customer. The due to model liabilities are accrued in the period in which the event takes place consistent with when the revenue is recognized. The Company’s contractual agreements with models typically condition payment to talent after the collection of fees from the customer. Although service revenues are reported on a basis net of model costs, accounts receivable are recorded at the amount of gross amounts billed to customers inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. Contract Liabilities We record deferred revenue, which is a contract liability, when we have entered into a contract with a customer and cash payments are received prior to satisfaction of the related performance obligation. Advertising The Company expenses all advertising costs as incurred. Advertising expense, included in office and general expense in the consolidated statements of income and comprehensive income, was $21 thousand and $22 thousand in the years ended December 31, 2023 and 2022, respectively. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax base and operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company continually assesses the need for a tax valuation allowance based on all available information. Accounting for uncertainty in income taxes recognized in an enterprise’s financial statements requires a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Also, consideration should be given to de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Tax positions are subject to change in the future, as a number of years may elapse before a particular matter for which an established reserve is audited and finally resolved. Federal tax returns for tax years 2020 through 2022 remained open for examination as of December 31, 2023. Share-Based Compensation The Company utilizes share-based awards as a form of compensation for certain officers. The Company records compensation expense for all awards granted. The Company uses the Black-Scholes valuation model and straight-line amortization of compensation expense over the requisite service period for each separately vesting portion of the grants. Fair Value Measurements The Company has adopted the provisions of ASC 820, “Fair Value Measurements” (“ASC 820”), for financial assets and financial liabilities. ASC 820 defines fair value, establishes a framework for measuring fair value under GAAP, and expands disclosure about fair value measurements. ASC 820 applies to all financial instruments that are being measured and reported on a fair value basis. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into the following three levels: • Level 1 Inputs-Unadjusted: quoted prices in active markets for identical assets or liabilities. • Level 2 Inputs-Observable: inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 Inputs-Unobservable: inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or other valuation techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13 “ Financial Instruments -Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In November 2023, the FASB issued ASU No. 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU No. 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Note 3 - Property and Equipment
Note 3 - Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 3. Property and Equipment Property and equipment at December 31, 2023 and 2022 was comprised of the following (in thousands): December 31, 2023 December 31, 2022 Furniture and fixtures $ 325 $ 422 Computer and equipment 433 1,033 Leasehold improvements 96 68 Total 854 1,523 Less: Accumulated depreciation (534 ) (1,216 ) Property and equipment, net $ 320 $ 307 During 2023, $0.8 million of fully depreciated assets were disposed compared to $3.0 million during 2022. For the years ended December 31, 2023 and 2022, depreciation expense totaled $0.2 million and $0.1 million, respectively. Depreciation expense increased primarily due to new assets in service in 2023. |
Note 4 - Leases
Note 4 - Leases | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Lessee, Finance and Operating Leases [Text Block] | Note 4. Leases The Company is obligated under non-cancelable lease agreements for the rental of office space and various other lease agreements for the leasing of office equipment. These operating leases expire at various dates through 2030. In addition to the minimum base rent, the office space lease agreements provide that the Company shall pay its pro-rata share of real estate taxes and operating costs as defined in the lease agreements. The Company also leases certain corporate office facilities from an affiliate. During 2023, $0.1 million of lease payments were classified as amortization expense, and included within cash used in financing activities on the Company’s statement of cash flows. At December 31, 2023, the weighted-average remaining lease term was 5.1 years for operating leases and 4.4 years for finance type leases. At December 31, 2023, the weighted average discount rate was 6.2% for operating leases and 7.8% for finance type leases. The following table presents additional information regarding the Company’s financing and operating leases for the years ended December 31, 2023 and 2022 (in thousands): Year ended December 31, 2023 Year ended December 31, 2022 Finance lease expense Amortization of ROU assets $ 56 $ 64 Interest on lease liabilities 7 8 Operating lease expense 916 608 Short term lease expense 221 353 Cash paid for amounts included in the measurement of lease liabilities for finance leases Financing cash flows 63 68 Cash paid for amounts included in the measurement of lease liabilities for operating leases Operating cash flows 681 523 ROU assets obtained in exchange for lease liabilities Finance leases 123 - Operating leases 579 2,341 As of December 31, 2023, future maturities of lease liabilities were as follows (in thousands): Operating Finance 2024 $ 926 $ 43 2025 959 43 2026 907 42 2027 574 30 2028 488 25 Thereafter 634 - Total 4,488 183 Less: Present value discount (674 ) (29 ) Lease liability $ 3,814 $ 154 The following table summarizes future minimum payments under the current lease agreements: Years Ending December 31 Amount (in thousands) 2024 $ 1,120 2025 1,002 2026 949 2027 605 2028 513 Thereafter 634 Total $ 4,823 Rent expense totaled approximately $1.1 million and $1.0 million for the years ended December 31, 2023 and 2022. |
Note 5 - Commitments and Contin
Note 5 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 5. Commitments and Contingencies On October 24, 2013, a putative class action lawsuit was brought against the Company by former Wilhelmina model Alex Shanklin and others, including Louisa Raske, Carina Vretman, Grecia Palomares and Michelle Griffin Trotter (the “Shanklin Litigation”), in New York State Supreme Court (New York County) by the same lead counsel who represented plaintiffs in a prior, now-dismissed action brought by Louisa Raske (the “Raske Litigation”). The claims in the Shanklin Litigation initially included breach of contract and unjust enrichment allegations arising out of matters similar to the Raske Litigation, such as the handling and reporting of funds on behalf of models and the use of model images. Other parties named as defendants in the Shanklin Litigation included other model management companies, advertising firms, and certain advertisers. On January 6, 2014, the Company moved to dismiss the Amended Complaint in the Shanklin Litigation for failure to state a claim upon which relief can be granted and other grounds, and other defendants also filed motions to dismiss. On August 11, 2014, the court denied the motion to dismiss as to Wilhelmina and other of the model management defendants. Separately, on March 3, 2014, the judge assigned to the Shanklin Litigation wrote the Office of the New York Attorney General bringing the case to its attention, generally describing the claims asserted therein against the model management defendants, and stating that the case “may involve matters in the public interest.” The judge’s letter also enclosed a copy of his decision in the Raske Litigation, which dismissed that case. Plaintiffs retained substitute counsel, who filed a Second and then Third Amended Complaint. Plaintiffs’ Third Amended Complaint asserts causes of action for alleged breaches of the plaintiffs' management contracts with the defendants, conversion, breach of the duty of good faith and fair dealing, and unjust enrichment. The Third Amended Complaint also alleges that the plaintiff models were at all relevant times employees, and not independent contractors, of the model management defendants, and that defendants violated the New York Labor Law in several respects, including, among other things, by allegedly failing to pay the models the minimum wages and overtime pay required thereunder, not maintaining accurate payroll records, and not providing plaintiffs with full explanations of how their wages and deductions therefrom were computed. The Third Amended Complaint seeks certification of the action as a class action, damages in an amount to be determined at trial, plus interest, costs, attorneys’ fees, and such other relief as the court deems proper. On October 6, 2015, Wilhelmina filed a motion to dismiss as to most of the plaintiffs’ claims. The Court entered a decision granting in part and denying in part Wilhelmina’s motion to dismiss on May 26, 2017. The Court (i) dismissed three of the five New York Labor Law causes of action, along with the conversion, breach of the duty of good faith and fair dealing and unjust enrichment causes of action, in their entirety, and (ii) permitted only the breach of contract causes of action, and some plaintiffs’ remaining two New York Labor Law causes of action to continue, within a limited time frame. The plaintiffs and Wilhelmina each appealed, and the decision was affirmed on May 24, 2018. On August 16, 2017, Wilhelmina timely filed its Answer to the Third Amended Complaint. On June 6, 2016, another putative class action lawsuit was brought against the Company by former Wilhelmina model Shawn Pressley and others, including Roberta Little (the “Pressley Litigation”), in New York State Supreme Court (New York County) by the same counsel representing the plaintiffs in the Shanklin Litigation, and asserting identical, although more recent, claims as those in the Shanklin Litigation. The Amended Complaint, asserting essentially the same types of claims as in the Shanklin action, was filed on August 16, 2017. Wilhelmina filed a motion to dismiss the Amended Complaint on September 29, 2017, which was granted in part and denied in part on May 10, 2018. Some New York Labor Law and contract claims remain in the case. Pressley has withdrawn from the case, leaving Roberta Little as the sole remaining named plaintiff in the Pressley Litigation. On July 12, 2019, the Company filed its Answer and Counterclaim against Little. On May 1, 2019, the Plaintiffs in the Shanklin Litigation (except Raske) and the Pressley Litigation filed motions for class certification on their contract claims and the remaining New York Labor Law Claims. On July 12, 2019, Wilhelmina filed its opposition to the motions for class certification and filed a cross-motion for summary judgment against Shanklin, Vretman, Palomares, Trotter and Little, and a motion for summary judgment against Raske. By Order dated May 8, 2020 (the “Class Certification Order”), the Court denied class certification in the Pressley case, denied class certification with respect to the breach of contract and alleged unpaid usage claims, granted class certification as to the New York Labor Law causes of action asserted by Vretman, Palomares, and Trotter, and declined to rule on Wilhelmina’s motions for summary judgment, denying them without prejudice to be re-filed at a later date. Currently the parties are engaging in merits discovery. The Company believes the claims asserted in the Shanklin Litigation and Pressley Litigation are without merit and intends to continue to vigorously defend the actions. Nonetheless, an adverse outcome in either case is at least reasonably possible. However, the Company is presently unable to reasonably estimate the amount or range of possible loss in either case. Therefore, no amount has been accrued as of December 31, 2023 related to these matters. 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 of these routine proceedings, either individually or in the aggregate, are believed likely, in the Company's opinion, to have a material adverse effect on its consolidated financial position or its results of operations. |
Note 6 - Income Taxes
Note 6 - Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 6. Income Taxes The following table summarizes the income tax (expense) benefit for the years ended December 31, 2023 and 2022 (in thousands): 2023 2022 Current: Federal $ 40 $ (62 ) State (61 ) (47 ) Foreign (7 ) - Current Total (28 ) (109 ) Deferred: Federal (258 ) 1,057 State (20 ) 6 Foreign 48 - Deferred Total (230 ) 1,063 Total $ (258 ) $ 954 The income tax (expense) benefit differs from the amount computed by applying the statutory federal and state income tax rates to the net income before income tax. The following table shows the reasons for these differences (in thousands): 2023 2022 Computed income tax expense at statutory rate $ (187 ) $ (540 ) Decrease (increase) in taxes resulting from: Permanent and other deductions, net 55 (12 ) Global intangible low-taxed income - (80 ) Foreign income taxes (61 ) 196 State income taxes, net of federal benefit (46 ) (104 ) Deferred tax effects (19 ) - Valuation allowance - 1,494 Total income tax (expense) benefit $ (258 ) $ 954 Effective tax rate 37.3 % (34.9% ) The Company’s effective tax rate was 37.3% and -34.9% for the years ended December 31, 2023 and 2022. The income tax benefit in 2022 and low effective tax rate was primarily the result of the full release of a previous $1.5 million valuation allowance against deferred tax assets. Generally, the Company’s combined effective tax rate is high relative to reported income before taxes as a result of certain amortization expense and stock based compensation not being deductible and income being attributable to certain states in which it operates. In recent years, the majority of taxes paid by the Company were state and foreign taxes, not U.S. federal taxes. The Company operates in three states which have relatively high tax rates: California, New York, and Florida. Realization of net operating loss carryforwards, foreign tax credits, and other deferred tax temporary differences are contingent upon future taxable earnings. The Company’s deferred tax assets are reviewed for expected utilization by assessing the available positive and negative factors surrounding recoverability, including projected future taxable income, reversal of existing taxable temporary differences, tax-planning strategies, and results of recent operations. A valuation allowance is recorded when it is more likely than not that a deferred tax asset will not be realized. There was no valuation allowance at December 31, 2023. The Company will continue to assess the evidence used to determine the need for a valuation allowance if warranted by changes in estimated future income and other factors. As of December 31, 2023, the Company had no federal income tax loss carryforwards. The following table shows the tax effect of significant temporary differences, which comprise the deferred tax asset and liability (in thousands): 2023 2022 Deferred tax asset: Net operating loss carryforward $ 84 $ 63 Foreign tax credits 184 474 Accrued expenses 660 573 Allowance for doubtful accounts 124 82 Lease liability 1,026 1,008 Share-based compensation 141 117 Other intangible assets 1 11 Total deferred income tax asset 2,220 2,328 Deferred tax liability: Property and equipment (83 ) (77 ) Right of use asset (930 ) (971 ) Intangible assets-trade name (1,197 ) (1,183 ) Goodwill (455 ) (395 ) Other intangible assets (770 ) (687 ) Total deferred income tax liability (3,435 ) (3,313 ) Deferred income tax, net $ (1,215 ) $ (985 ) Net deferred tax assets and liabilities are presented as noncurrent within the Company’s consolidated balance sheets. Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases and are stated at enacted tax rates expected to be in effect when the taxes are actually paid or recovered. The Company recognizes a valuation allowance for deferred tax assets when it is more likely than not that these assets will not be realized. In making this determination, all positive and negative evidence is considered, including future reversals of existing taxable temporary differences, tax planning strategies, future taxable income, and taxable income in prior carryback years. At December 31, 2022, the Company had no no The Company does not believe that it had any significant uncertain tax positions at December 31, 2023 and December 31, 2022, nor is this expected to change within the next twelve months due to the settlement and expiration of statutes of limitation. The U.S. Tax Cuts and Jobs Act (the “Tax Act”) was enacted on December 22, 2017 and introduced significant changes to U.S. income tax law. Effective in 2018, the Tax Act reduced the U.S. statutory tax rate from 35% to 21% and created new taxes on certain foreign-sourced earnings and certain related-party payments, which are referred to as the global intangible low-taxed income tax and base erosion tax, respectively. In January 2018, the FASB released guidance on the accounting for tax on the global intangible low-taxed income (“GILTI”) provisions of the Tax Act. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The Company elected to treat any potential GILTI inclusions as a period cost. |
Note 7 - Treasury Stock
Note 7 - Treasury Stock | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | Note 7. Treasury Stock During 2012, the Board of Directors authorized a stock repurchase program whereby the Company could repurchase up to 500,000 shares of its outstanding common stock. During 2013, the Board of Directors renewed and extended the Company’s share repurchase authority to enable it to repurchase up to an aggregate of 1,000,000 shares of common stock. In 2016, the Board of Directors increased by an additional 500,000 shares the number of shares of the Company’s common stock, which may be repurchased under its stock repurchase program to an aggregate of 1,500,000 shares. The shares may be repurchased from time to time in the open market or through privately negotiated transactions at prices the Company deems appropriate. The program does not obligate the Company to acquire any particular amount of common stock and may be modified or suspended at any time at the Company’s discretion. From 2012 through December 31, 2023, the Company repurchased an aggregate of 1,314,694 shares of common stock at an average price of approximately $4.85 per share, for a total of approximately $6.4 million in repurchases under the stock repurchase program. During the year ended December 31, 2023, no |
Note 8 - Related Parties
Note 8 - Related Parties | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 8. Related Parties 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. The Company’s corporate headquarters are located at the offices of NCM. The Company utilizes NCM facilities on a month-to-month basis at $2.5 thousand per month, pursuant to a services agreement entered into between the parties. The Company incurred expenses pursuant to the services agreement totaling $30 thousand for each of the years ended December 31, 2023 and 2022. The Company did not |
Note 9 - Stock Options and Stoc
Note 9 - Stock Options and Stock Purchase Warrants | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | Note 9. Stock Options and Stock Purchase Warrants During 2015, shareholders of the Company approved the 2015 Incentive Plan which authorized the issuance of up to 500,000 shares of the common stock pursuant to stock options, restricted stock, stock appreciation rights and other equity incentives awarded to directors, officers, consultants, advisors and employees of the Company. Stock option awards under the 2015 Incentive Plan are granted at the market value of the common stock on the date of grant, vest over service periods of one to five ten Under the 2015 Incentive Plan, no No The following table shows a summary of stock option transactions under the 2015 Incentive Plan during 2023 and 2022: Number of Shares Weighted Average Exercise Price Outstanding, January 1, 2022 180,000 $ 5.93 Granted - - Exercised - - Forfeited or expired - - Outstanding, December 31, 2022 180,000 $ 5.93 Granted - - Exercised - - Forfeited or expired - - Outstanding, December 31, 2023 180,000 $ 5.93 Weighted average remaining contractual life was 4.85 years at December 31, 2023 and 5.85 years at December 31, 2022. The exercise price of all stock options was above the market value at both December 31, 2023 and 2022. Therefore, there is no The Company estimates the fair value of each stock option granted on the date of grant using the Black-Scholes option pricing model. Expected volatilities are based on the historical volatility of Wilhelmina’s and similar companies’ common stock for a period equal to the expected term. The risk-free interest rates for periods within the contractual term of the options are based on rates for U.S. Treasury Notes with maturity dates corresponding to the options’ expected lives on the dates of grant. Expected term is determined based on the option term. No |
Note 10 - Benefit Plans
Note 10 - Benefit Plans | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | Note 10. Benefit Plans The Company has established a 401(k) Plan for eligible employees of the Company. Generally, all employees of the Company who are at least twenty-one years of age are eligible to participate in the 401(k) Plan. The 401(k) Plan is a defined contribution plan, which provides that participants may make voluntary salary deferral contributions, on a pretax basis, between 1% and 100% of their compensation in the form of voluntary payroll deductions, up to a maximum amount as indexed for cost-of-living adjustments. The Company may make discretionary contributions. No |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation and Basis of Presentation The financial statements include the consolidated accounts of Wilhelmina and its wholly-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition The Company has adopted the requirements of Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASC 606”). ASC 606 establishes a principle for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. Under the revenue standard, the Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. The Company recognizes revenues following the five-step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. Service Revenues Our service revenues are derived primarily from fashion model bookings and representation of social media influencers and actors for commercials, film, and television. Revenues from services are recognized net of amounts owed to model talent, including taxes required to be withheld and remitted directly to taxing authorities, commissions owed to other agencies, and related costs such as those paid for photography, when the customer obtains control of the Company’s product, which occurs at a point in time, typically when the talent has completed the contractual requirement. The Company expenses incremental costs of obtaining a contract as and when incurred because the expected amortization period of the asset that it would have recognized is one year or less or the amount is immaterial. Our performance obligations are primarily satisfied at a point in time when the talent has completed the contractual requirements. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The performance obligations for most of the Company’s core modeling bookings are satisfied on the day of the event, and the “day rate” total fee is agreed in advance, when the customer books the model for a particular date. For contracts with multiple performance obligations (which are typically all satisfied within 1 to 3 days), we allocate the contract’s transaction price to each performance obligation based on the estimated relative standalone selling price. Wilhelmina operates broadly as a modeling and talent agency. The models and talent represented by the Company have discretion in agreeing to the price for a photoshoot or other service and may decline any job opportunity for any reason. After bookings are arranged by the Company, models and talent provide their personal services directly to the Company’s clients. The Company charges commissions to both models/talent and customers, which is a fixed percentage of the billing rate for the model or talent. Based on these and other factors, the Company acts as an agent in the service transaction and, therefore, reports service revenues on a basis net of pass-through model or talent cost. Although service revenues are reported on a net basis, accounts receivable are recorded at the amount of gross amounts billed to customers, inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. Service revenues from international sales accounted for 6.7% and 7.8% of the Company’s consolidated services revenues for the years ended December 31, 2023 and 2022, respectively. License Fees License fees, in connection with the licensing of the “Wilhelmina” name, are collected on a quarterly basis under the terms of Wilhelmina’s agreements with licensees. The Company recognizes revenue relating to license fees where payment is deemed to be probable, over the license period. Contract Assets Contract assets, which primarily relate to the Company’s right to consideration for work completed but not billed at the reporting date are included within accounts receivable. The Company had no Advances to Models Advances to models for the cost of initial portfolios and other out-of-pocket costs, which are reimbursable only from collections from the Company’s clients as a result of future work, are expensed to model costs as incurred net of such costs that are expected to be recouped. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates that affect the amounts reported in the consolidated financial statements and the accompanying notes. Accounting estimates and assumptions discussed herein are those that management considers to be the most critical to an understanding of the consolidated financial statements because they inherently involve significant judgments and uncertainties. Estimates are used for, but not limited to revenue recognition, allowance for doubtful accounts, useful lives for depreciation and amortization, income taxes, the assumptions used for share-based compensation, and impairments of goodwill and intangible assets. All of these estimates reflect management’s judgment about current economic and market conditions and their effects based on information available as of the date of these consolidated financial statements. If such conditions persist longer or deteriorate further than expected, it is reasonably possible that the judgments and estimates could change, which may result in future impairments of assets among other effects. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash, Cash Equivalents As of December 31, 2023, the Company held cash in banks of $6.1 million. Cash and cash equivalents include cash on hand, cash in banks, and short-term, highly liquid investments with maturities of three months or less. |
Investment, Policy [Policy Text Block] | Short Term Investments Short-term investments with maturities over three and up to twelve months are recorded in short-term investments. The Company’s short term investments at December 31, 2023 were held in United States Treasury securities and were classified within Level 1 of the fair value hierarchy. Interest income on short-term investments is recognized on an accrual basis. |
Receivable [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are accounted for at net realizable value, do not bear interest and are short-term in nature. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability to collect on accounts receivable. Based on management’s assessment, the Company provides for estimated uncollectible amounts through a charge to earnings and a credit to the allowance. At December 31, 2023, the Company had an allowance of $1.9 million, and recorded a $0.1 million bad debt charge to earnings. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the allowance and a credit to accounts receivable. The Company generally does not require collateral. Although service revenues are reported on a basis net of model costs, accounts receivable are recorded at the amount of gross amounts billed to customers inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk The balance sheet items that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents and accounts receivable. The Company maintains its cash balances in several different financial institutions in New York, Los Angeles, Miami, and London. Balances in accounts other than “noninterest-bearing transaction accounts” are insured up to Federal Deposit Insurance Corporation (“FDIC”) limits of $250 thousand per institution. At December 31, 2023, the Company had cash balances in excess of FDIC insurance coverage of approximately $3.7 million. Balances in London accounts are covered by Financial Services Compensation Scheme (“FSCS”) limits of £75 thousand or approximately $0.1 million per institution. At December 31, 2023, the Company had cash balances in excess of FSCS coverage of approximately $1.4 million. Concentrations of credit risk with accounts receivable are mitigated by the Company’s large number of clients and their dispersion across different industries and geographical areas. The Company performs ongoing credit evaluations of its clients and maintains an allowance for doubtful accounts based upon the expected collectability of all accounts receivable. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost. Depreciation and amortization, based upon the shorter of the estimated useful lives (ranging from two seven The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If it is determined that impairment has occurred, the amount of the impairment is charged to operations. No such events or changes in circumstances were noted for the years ended December 31, 2023 and 2022. |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill and Intangible Assets Goodwill represents the excess of the purchase price in a business combination over the fair value of the tangible and intangible assets acquired and the liabilities assumed. The Company’s intangible assets other than goodwill consist of trademarks and trade name. Goodwill and intangible assets with indefinite lives are not subject to amortization, but rather to an annual assessment of impairment by applying a fair-value based test. A significant amount of judgment is required in estimating fair value and performing goodwill impairment tests. There were no changes to the $7.5 million carrying amount of goodwill during 2022 or 2023. There were no changes to the carrying amount of $8.5 million trademarks and trade names intangible assets during 2022 or 2023. No asset impairment charges were incurred relating to the Company’s goodwill or intangible assets during 2022 and 2023. The process of estimating the fair value of goodwill is subjective and requires the Company to make estimates that may significantly impact the outcome of the analysis. A qualitative assessment considers events and circumstances such as macroeconomic conditions, industry and market conditions, cost factors, and overall financial performance. If after performing this assessment, the Company concludes it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then the Company performs the quantitative test. Under the quantitative test, a goodwill impairment is identified by comparing the fair value to the carrying amount, including goodwill. If the carrying amount exceeds the fair value, goodwill is considered impaired and an impairment charge is recognized in an amount equal to the excess, not to exceed the carrying amount of goodwill. At least annually, the Company assesses whether the carrying value of its goodwill and intangible assets exceeds their fair value and, if necessary, records an impairment loss equal to any such excess. Declines in the Company’s stock price could result in future goodwill impairment charges. The Company sometimes utilizes an independent valuation specialist to assist with the determination of fair value. Each interim reporting period, the Company assesses whether events or circumstances have occurred which indicate that the carrying amount of an intangible asset exceeds its fair value. If the carrying amount of the intangible asset exceeds its fair value, an asset impairment charge will be recognized in an amount equal to that excess. No such events or changes in circumstances were noted for the year ended December 31, 2023. |
Due to Models [Policy Text Block] | Due to Models Due to models represents the liability for amounts owed to talent for jobs that have taken place, but where the model or talent fee has not yet been paid, typically due to the Company awaiting receipt of payment from the customer. The due to model liabilities are accrued in the period in which the event takes place consistent with when the revenue is recognized. The Company’s contractual agreements with models typically condition payment to talent after the collection of fees from the customer. Although service revenues are reported on a basis net of model costs, accounts receivable are recorded at the amount of gross amounts billed to customers inclusive of model costs. As a result, both accounts receivable and amounts due to models appear large relative to total revenue. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | Contract Liabilities We record deferred revenue, which is a contract liability, when we have entered into a contract with a customer and cash payments are received prior to satisfaction of the related performance obligation. |
Advertising Cost [Policy Text Block] | Advertising The Company expenses all advertising costs as incurred. Advertising expense, included in office and general expense in the consolidated statements of income and comprehensive income, was $21 thousand and $22 thousand in the years ended December 31, 2023 and 2022, respectively. |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax base and operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company continually assesses the need for a tax valuation allowance based on all available information. Accounting for uncertainty in income taxes recognized in an enterprise’s financial statements requires a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Also, consideration should be given to de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Tax positions are subject to change in the future, as a number of years may elapse before a particular matter for which an established reserve is audited and finally resolved. Federal tax returns for tax years 2020 through 2022 remained open for examination as of December 31, 2023. |
Share-Based Payment Arrangement [Policy Text Block] | Share-Based Compensation The Company utilizes share-based awards as a form of compensation for certain officers. The Company records compensation expense for all awards granted. The Company uses the Black-Scholes valuation model and straight-line amortization of compensation expense over the requisite service period for each separately vesting portion of the grants. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company has adopted the provisions of ASC 820, “Fair Value Measurements” (“ASC 820”), for financial assets and financial liabilities. ASC 820 defines fair value, establishes a framework for measuring fair value under GAAP, and expands disclosure about fair value measurements. ASC 820 applies to all financial instruments that are being measured and reported on a fair value basis. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into the following three levels: • Level 1 Inputs-Unadjusted: quoted prices in active markets for identical assets or liabilities. • Level 2 Inputs-Observable: inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 Inputs-Unobservable: inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or other valuation techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13 “ Financial Instruments -Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In November 2023, the FASB issued ASU No. 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB issued ASU No. 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Note 3 - Property and Equipme_2
Note 3 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, 2023 December 31, 2022 Furniture and fixtures $ 325 $ 422 Computer and equipment 433 1,033 Leasehold improvements 96 68 Total 854 1,523 Less: Accumulated depreciation (534 ) (1,216 ) Property and equipment, net $ 320 $ 307 |
Note 4 - Leases (Tables)
Note 4 - Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Year ended December 31, 2023 Year ended December 31, 2022 Finance lease expense Amortization of ROU assets $ 56 $ 64 Interest on lease liabilities 7 8 Operating lease expense 916 608 Short term lease expense 221 353 Cash paid for amounts included in the measurement of lease liabilities for finance leases Financing cash flows 63 68 Cash paid for amounts included in the measurement of lease liabilities for operating leases Operating cash flows 681 523 ROU assets obtained in exchange for lease liabilities Finance leases 123 - Operating leases 579 2,341 |
Lessee, Finance and Operating Lease, Liability, Maturity [Table Text Block] | Operating Finance 2024 $ 926 $ 43 2025 959 43 2026 907 42 2027 574 30 2028 488 25 Thereafter 634 - Total 4,488 183 Less: Present value discount (674 ) (29 ) Lease liability $ 3,814 $ 154 |
Schedule of Future Minimum Rental Payments for Leases Liabilities [Table Text Block] | Years Ending December 31 Amount (in thousands) 2024 $ 1,120 2025 1,002 2026 949 2027 605 2028 513 Thereafter 634 Total $ 4,823 |
Note 6 - Income Taxes (Tables)
Note 6 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | 2023 2022 Current: Federal $ 40 $ (62 ) State (61 ) (47 ) Foreign (7 ) - Current Total (28 ) (109 ) Deferred: Federal (258 ) 1,057 State (20 ) 6 Foreign 48 - Deferred Total (230 ) 1,063 Total $ (258 ) $ 954 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2023 2022 Computed income tax expense at statutory rate $ (187 ) $ (540 ) Decrease (increase) in taxes resulting from: Permanent and other deductions, net 55 (12 ) Global intangible low-taxed income - (80 ) Foreign income taxes (61 ) 196 State income taxes, net of federal benefit (46 ) (104 ) Deferred tax effects (19 ) - Valuation allowance - 1,494 Total income tax (expense) benefit $ (258 ) $ 954 Effective tax rate 37.3 % (34.9% ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2023 2022 Deferred tax asset: Net operating loss carryforward $ 84 $ 63 Foreign tax credits 184 474 Accrued expenses 660 573 Allowance for doubtful accounts 124 82 Lease liability 1,026 1,008 Share-based compensation 141 117 Other intangible assets 1 11 Total deferred income tax asset 2,220 2,328 Deferred tax liability: Property and equipment (83 ) (77 ) Right of use asset (930 ) (971 ) Intangible assets-trade name (1,197 ) (1,183 ) Goodwill (455 ) (395 ) Other intangible assets (770 ) (687 ) Total deferred income tax liability (3,435 ) (3,313 ) Deferred income tax, net $ (1,215 ) $ (985 ) |
Note 9 - Stock Options and St_2
Note 9 - Stock Options and Stock Purchase Warrants (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Number of Shares Weighted Average Exercise Price Outstanding, January 1, 2022 180,000 $ 5.93 Granted - - Exercised - - Forfeited or expired - - Outstanding, December 31, 2022 180,000 $ 5.93 Granted - - Exercised - - Forfeited or expired - - Outstanding, December 31, 2023 180,000 $ 5.93 |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Details Textual) £ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2023 GBP (£) | |
Contract with Customer, Asset, after Allowance for Credit Loss, Current | $ 0 | $ 1,900 | |
Cash and Cash Equivalents, at Carrying Value | 6,117 | 11,998 | |
Accounts Receivable, Allowance for Credit Loss, Period Increase (Decrease) | 1,900 | ||
Accounts Receivable, Credit Loss Expense (Reversal) | 139 | 174 | |
Cash, FDIC Insured Amount | 250 | ||
Cash, Uninsured Amount | 3,700 | ||
Cash, FSCS Insured Amount | 100 | £ 75 | |
Cash, Uninsured Amount, FSCS | 1,400 | ||
Goodwill, Ending Balance | 7,547 | 7,547 | |
Indefinite-Lived Trade Names | 8,467 | 8,467 | |
Advertising Expense | $ 21 | $ 22 | |
Minimum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 2 years | 2 years | |
Maximum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 7 years | 7 years | |
Revenue Benchmark [Member] | Product Concentration Risk [Member] | Service [Member] | Non-US [Member] | |||
Concentration Risk, Percentage | 6.70% | 7.80% |
Note 3 - Property and Equipme_3
Note 3 - Property and Equipment (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment, Disposals | $ 0.8 | $ 3 |
Depreciation | $ 0.2 | $ 0.1 |
Note 3 - Property and Equipme_4
Note 3 - Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property and equipment, gross | $ 854 | $ 1,523 |
Less: Accumulated depreciation | (534) | (1,216) |
Property and equipment, net | 320 | 307 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 325 | 422 |
Computer Equipment [Member] | ||
Property and equipment, gross | 433 | 1,033 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | $ 96 | $ 68 |
Note 4 - Leases (Details Textua
Note 4 - Leases (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Finance Lease, Principal Payments | $ 63 | $ 62 |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 5 years 1 month 6 days | |
Finance Lease, Weighted Average Remaining Lease Term (Year) | 4 years 4 months 24 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 6.20% | |
Finance Lease, Weighted Average Discount Rate, Percent | 7.80% | |
Operating Lease, Expense | $ 1,100 | $ 1,000 |
Note 4 - Leases - Additional In
Note 4 - Leases - Additional Information Regarding Financing and Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Amortization of ROU assets | $ 56 | $ 64 |
Interest on lease liabilities | 7 | 8 |
Operating lease expense | 916 | 608 |
Short term lease expense | 221 | 353 |
Financing cash flows | 63 | 68 |
Operating cash flows | 681 | 523 |
Finance leases | 123 | 0 |
Operating leases | $ 579 | $ 2,341 |
Note 4 - Leases - Future Maturi
Note 4 - Leases - Future Maturities of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
2024, operating | $ 926 |
2024, finance | 43 |
2025, operating | 959 |
2025, finance | 43 |
2026, operating | 907 |
2026, finance | 42 |
2027, operating | 574 |
2027, finance | 30 |
2028, operating | 488 |
2028, financing | 25 |
Thereafter, operating | 634 |
Thereafter, finance | 0 |
Total, operating | 4,488 |
Total, finance | 183 |
Less: Present value discount, operating | (674) |
Less: Present value discount, finance | (29) |
Lease liability, operating | 3,814 |
Lease liability, finance | $ 154 |
Note 4 - Leases - Future Minimu
Note 4 - Leases - Future Minimum Payments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
2024 | $ 1,120 |
2025 | 1,002 |
2026 | 949 |
2027 | 605 |
2028 | 513 |
Thereafter | 634 |
Total | $ 4,823 |
Note 6 - Income Taxes (Details
Note 6 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Reconciliation, Percent | 37.30% | (34.90%) | ||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 0 | $ (1,494) | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 35% | ||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | ||||
Operating Loss Carryforwards | 0 | 0 | ||
Foreign Tax Authority [Member] | ||||
Tax Credit Carryforward, Amount | $ 200 | $ 500 |
Note 6 - Income Taxes - Income
Note 6 - Income Taxes - Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Federal | $ 40 | $ (62) |
State | (61) | (47) |
Foreign | (7) | 0 |
Current Total | (28) | (109) |
Federal | (258) | 1,057 |
State | (20) | 6 |
Foreign | 48 | 0 |
Deferred Total | (230) | 1,063 |
(Provision) benefit for income taxes, net | $ (258) | $ 954 |
Note 6 - Income Taxes - Effecti
Note 6 - Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Computed income tax expense at statutory rate | $ (187) | $ (540) |
Permanent and other deductions, net | 55 | (12) |
Global intangible low-taxed income | 0 | (80) |
Foreign income taxes | (61) | 196 |
State income taxes, net of federal benefit | (46) | (104) |
Deferred tax effects | (19) | 0 |
Valuation allowance | 0 | 1,494 |
(Provision) benefit for income taxes, net | $ (258) | $ 954 |
Effective tax rate | 37.30% | (34.90%) |
Note 6 - Income Taxes - Summary
Note 6 - Income Taxes - Summary of Deferred Tax Liability (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Net operating loss carryforward | $ 84 | $ 63 |
Foreign tax credits | 184 | 474 |
Accrued expenses | 660 | 573 |
Allowance for doubtful accounts | 124 | 82 |
Lease liability | 1,026 | 1,008 |
Share-based compensation | 141 | 117 |
Other intangible assets | 1 | 11 |
Total deferred income tax asset | 2,220 | 2,328 |
Property and equipment | (83) | (77) |
Right of use asset | (930) | (971) |
Intangible assets-brand name | (1,197) | (1,183) |
Goodwill | (455) | (395) |
Other intangible assets | (770) | (687) |
Total deferred income tax liability | (3,435) | (3,313) |
Deferred income tax, net | $ (1,215) | $ (985) |
Note 7 - Treasury Stock (Detail
Note 7 - Treasury Stock (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 144 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2016 | Dec. 31, 2023 | 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, Acquired | 0 | 1,314,694 | |||
Shares Acquired, Average Cost Per Share | $ 4.85 | ||||
Treasury Stock, Value, Acquired, Cost Method | $ 6.4 | ||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 185,306 | 185,306 |
Note 8 - Related Parties (Detai
Note 8 - Related Parties (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Lease, Expense | $ 1,100,000 | $ 1,000,000 |
Lessee, Operating Lease, Liability, to be Paid | 4,488,000 | |
Services Agreements [Member] | ||
Related Party Transaction, Monthly Rent | 2,500 | |
Lessee, Operating Lease, Liability, to be Paid | 0 | |
Related Party [Member] | ||
Operating Lease, Expense | $ 30,000 | $ 30,000 |
Note 9 - Stock Options and St_3
Note 9 - Stock Options and Stock Purchase Warrants (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2015 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 0 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 0 | 0 | |
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 50 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number | 137,000 | ||
Incentive Plan 2015 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 500,000 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 5 years | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 0 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 0 | 0 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 4 years 10 months 6 days | 5 years 10 months 6 days | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | $ 0 |
Note 9 - Stock Options and St_4
Note 9 - Stock Options and Stock Purchase Warrants - Summary of Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Outstanding (in shares) | 180,000 | 180,000 |
Outstanding (in dollars per share) | $ 5.93 | $ 5.93 |
Granted (in shares) | 0 | 0 |
Granted (in dollars per share) | $ 0 | $ 0 |
Exercised (in shares) | 0 | 0 |
Exercised (in dollars per share) | $ 0 | $ 0 |
Forfeited or expired (in shares) | 0 | |
Forfeited or expired (in dollars per share) | $ 0 | $ 0 |
Outstanding (in shares) | 180,000 | 180,000 |
Outstanding (in dollars per share) | $ 5.93 | $ 5.93 |
Note 10 - Benefit Plans (Detail
Note 10 - Benefit Plans (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0 | $ 0 |
Minimum [Member] | ||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 1% | |
Maximum [Member] | ||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 100% |