Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 06, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-31321 | |
Entity Registrant Name | NAUTILUS, INC. | |
Entity Incorporation, State or Country Code | WA | |
Entity Tax Identification Number | 94-3002667 | |
Entity Address, Address Line One | 17750 S.E. 6th Way | |
Entity Address, City or Town | Vancouver | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98683 | |
City Area Code | 360 | |
Local Phone Number | 859-2900 | |
Title of 12(b) Security | Common Stock, no par value | |
Trading Symbol | NLS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 30,258,840 | |
Entity Central Index Key | 0001078207 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 70,072 | $ 11,070 |
Restricted cash | 2,197 | |
Trade receivables, net of allowances of $85 and $45 | 68,619 | 54,600 |
Inventories | 33,715 | 54,768 |
Prepaids and other current assets | 9,735 | 8,283 |
Income taxes receivable | 6,600 | 472 |
Current assets held-for-sale | 28,701 | 0 |
Total current assets | 219,639 | 129,193 |
Property, plant and equipment, net | 23,168 | 22,755 |
Operating lease right-of-use assets | 20,637 | 20,778 |
Other intangible assets, net | 9,553 | 43,243 |
Other assets | 6,015 | 4,510 |
Total assets | 279,012 | 220,479 |
Liabilities and Shareholders' Equity | ||
Trade payables | 83,403 | 74,255 |
Accrued liabilities | 15,943 | 7,633 |
Operating lease liabilities, current portion | 3,126 | 3,720 |
Warranty obligations, current portion | 3,219 | 3,100 |
Debt payable, current portion, net of unamortized debt issuance costs of $83 and $0 | 2,417 | 0 |
Current liabilities held-for-sale | 9,710 | 0 |
Total current liabilities | 117,818 | 88,708 |
Operating lease liabilities, non-current | 19,592 | 18,982 |
Warranty obligations, non-current | 306 | 2,617 |
Income taxes payable, non-current | 3,989 | 3,676 |
Deferred income tax liabilities, non-current | 1,550 | 1,783 |
Other non-current liabilities | 801 | 46 |
Debt payable, non-current, net of unamortized debt issuance costs of $277 and $230 | 11,510 | 14,071 |
Total liabilities | 155,566 | 129,883 |
Commitments and contingencies (Note 17) | ||
Shareholders' equity: | ||
Common stock - no par value, 75,000 shares authorized, 30,257 and 29,781 shares issued and outstanding | 3,004 | 1,261 |
Retained earnings | 121,184 | 90,272 |
Accumulated other comprehensive loss | (742) | (937) |
Total shareholders' equity | 123,446 | 90,596 |
Total liabilities and shareholders' equity | $ 279,012 | $ 220,479 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful trade receivables | $ 85 | $ 45 |
Unamortized debt issuance costs, current | 83 | 0 |
Unamortized debt issuance costs, long-term | $ 277 | $ 230 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 30,257,000 | 29,781,000 |
Common stock, shares outstanding | 30,257,000 | 29,781,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 33,838 | $ (8,844) | $ 30,912 | $ (96,287) |
Other comprehensive income (loss): | ||||
Unrealized gain on available-for-sale securities, net of income tax expense of $0, $0, $0 and $6 | 0 | 0 | 0 | 6 |
Loss on derivative securities, effective portion, net of income tax benefit of $0, $0, $0 and $(139) | 0 | 0 | 0 | (223) |
Foreign currency translation, net of income tax expense (benefit) of $13, $(37), $(34) and $(101) | 217 | (177) | 195 | 23 |
Net other comprehensive income (loss) during period | 217 | (177) | 195 | (194) |
Comprehensive income (loss) | $ 34,055 | $ (9,021) | $ 31,107 | $ (96,481) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||||||
Unrealized gain (loss) on marketable securities, tax (benefit) expense | $ 0 | $ 0 | $ 1 | $ 5 | $ 0 | $ 6 | ||
Gain (loss) on derivatives, tax (benefit) expense | 0 | 0 | (106) | (33) | 0 | (139) | ||
Foreign currency translation, tax (benefit) expense | $ 13 | $ (15) | $ (32) | $ (37) | $ (9) | $ (55) | $ (34) | $ (101) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
Income Statement [Abstract] | |||||
Net sales | $ 155,391 | $ 61,708 | $ 363,301 | $ 205,112 | |
Cost of sales | 87,453 | 42,641 | 212,370 | 132,686 | |
Gross profit | 67,938 | 19,067 | 150,931 | 72,426 | |
Operating expenses: | |||||
Selling and marketing | 19,207 | 17,472 | 56,339 | 69,146 | |
General and administrative | 8,841 | 6,726 | 25,812 | 23,824 | |
Research and development | 4,240 | 3,122 | 11,783 | 11,282 | |
Loss on disposal | (8,345) | 0 | 20,668 | 72,008 | |
Total operating expenses | 23,943 | 27,320 | 114,602 | 176,260 | |
Operating income (loss) | 43,995 | (8,253) | 36,329 | (103,834) | |
Other expense: | |||||
Interest income | 1 | 0 | 4 | 162 | |
Interest expense | (253) | (293) | (1,218) | (721) | |
Other, net | (376) | (129) | (220) | (351) | |
Total other expense, net | (628) | (422) | (1,434) | (910) | |
Income (loss) from continuing operations before income taxes | 43,367 | (8,675) | 34,895 | (104,744) | |
Income tax expense (benefit) | [1] | 9,398 | 55 | 3,610 | (8,786) |
Income (loss) from continuing operations | 33,969 | (8,730) | 31,285 | (95,958) | |
Discontinued operations: | |||||
Loss from discontinued operations before income taxes | (34) | (39) | (97) | (104) | |
Income tax expense of discontinued operations | 97 | 75 | 276 | 225 | |
Loss from discontinued operations | (131) | (114) | (373) | (329) | |
Net income (loss) | $ 33,838 | $ (8,844) | $ 30,912 | $ (96,287) | |
Earnings Per Share, Basic [Abstract] | |||||
Basic income (loss) per share from continuing operations (in dollars per share) | $ 1.13 | $ (0.29) | $ 1.05 | $ (3.24) | |
Basic loss per share from discontinued operation (in dollars per share) | 0 | (0.01) | (0.02) | (0.01) | |
Basic net income (loss) per share (in dollars per share) | 1.13 | (0.30) | 1.03 | (3.25) | |
Earnings Per Share, Diluted [Abstract] | |||||
Diluted income (loss) per share from continuing operations (in dollars per share) | 1.05 | (0.29) | 0.98 | (3.24) | |
Diluted loss per share from discontinued operation (in dollars per share) | (0.01) | (0.01) | (0.01) | (0.01) | |
Diluted net income (loss) per share (in dollars per share) | $ 1.04 | $ (0.30) | $ 0.97 | $ (3.25) | |
Shares used in per share calculations: | |||||
Basic (in shares) | 30,038 | 29,728 | 29,914 | 29,660 | |
Diluted (in shares) | 32,401 | 29,728 | 31,792 | 29,660 | |
[1] | (1) Income tax expense (benefit) for the quarter and nine months ended September 30, 2019 includes an immaterial correction to reduce income tax expense and the valuation allowance by $1.8 million. The correction reflects the impact of 2017 tax reform associated with the application of indefinite-lived deferred taxes to properly calculate the valuation allowance. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | ||
Income tax expense reduction | [1] | $ (55) | $ 8,786 |
Revision of Prior Period, Adjustment | |||
Income tax expense reduction | 1,800 | 1,800 | |
Valuation allowance reduction | $ 1,800 | $ 1,800 | |
[1] | (1) Income tax expense (benefit) for the quarter and nine months ended September 30, 2019 includes an immaterial correction to reduce income tax expense and the valuation allowance by $1.8 million. The correction reflects the impact of 2017 tax reform associated with the application of indefinite-lived deferred taxes to properly calculate the valuation allowance. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2018 | $ 182,596 | $ 215 | $ 183,290 | $ (909) |
Balance, shares at Dec. 31, 2018 | 29,545 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | (8,575) | (8,575) | ||
Unrealized gain (loss) on marketable securities, net of income tax benefit | 15 | 15 | ||
Gain (loss) on derivative securities, effective portion, net of income tax expense | (100) | (100) | ||
Foreign currency translation adjustment, including income tax expense (benefit) | 128 | 128 | ||
Stock-based compensation expense | (365) | $ (147) | (218) | |
Common stock issued under equity compensation plan, shares | 48 | |||
Common stock issued under equity compensation plan, net of shares withheld for tax payments | (68) | $ (68) | ||
Balance, shares at Mar. 31, 2019 | 29,593 | |||
Ending balance at Mar. 31, 2019 | 173,631 | $ 0 | 174,497 | (866) |
Beginning balance at Dec. 31, 2018 | 182,596 | $ 215 | 183,290 | (909) |
Balance, shares at Dec. 31, 2018 | 29,545 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | (96,287) | |||
Unrealized gain (loss) on marketable securities, net of income tax benefit | 6 | |||
Foreign currency translation adjustment, including income tax expense (benefit) | 23 | |||
Balance, shares at Sep. 30, 2019 | 29,728 | |||
Ending balance at Sep. 30, 2019 | 86,307 | $ 625 | 86,785 | (1,103) |
Beginning balance at Mar. 31, 2019 | 173,631 | $ 0 | 174,497 | (866) |
Balance, shares at Mar. 31, 2019 | 29,593 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | (78,868) | (78,868) | ||
Unrealized gain (loss) on marketable securities, net of income tax benefit | (9) | (9) | ||
Gain (loss) on derivative securities, effective portion, net of income tax expense | (123) | (123) | ||
Foreign currency translation adjustment, including income tax expense (benefit) | 72 | 72 | ||
Stock-based compensation expense | 9 | $ 9 | 0 | |
Common stock issued under equity compensation plan, shares | 87 | |||
Common stock issued under equity compensation plan, net of shares withheld for tax payments | 36 | $ 36 | ||
Common stock issued under employee stock purchase plan, shares | 48 | |||
Common stock issued under employee stock purchase plan | 168 | $ 168 | ||
Balance, shares at Jun. 30, 2019 | 29,728 | |||
Ending balance at Jun. 30, 2019 | 94,916 | $ 213 | 95,629 | (926) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | (8,844) | (8,844) | ||
Unrealized gain (loss) on marketable securities, net of income tax benefit | 0 | |||
Foreign currency translation adjustment, including income tax expense (benefit) | (177) | (177) | ||
Stock-based compensation expense | 412 | $ 412 | 0 | |
Balance, shares at Sep. 30, 2019 | 29,728 | |||
Ending balance at Sep. 30, 2019 | 86,307 | $ 625 | 86,785 | (1,103) |
Beginning balance at Dec. 31, 2019 | 90,596 | $ 1,261 | 90,272 | (937) |
Balance, shares at Dec. 31, 2019 | 29,781 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 2,184 | 2,184 | ||
Foreign currency translation adjustment, including income tax expense (benefit) | (375) | (375) | ||
Stock-based compensation expense | 564 | $ 564 | 0 | |
Common stock issued under equity compensation plan, shares | 36 | |||
Common stock issued under equity compensation plan, net of shares withheld for tax payments | (44) | $ (44) | ||
Balance, shares at Mar. 31, 2020 | 29,817 | |||
Ending balance at Mar. 31, 2020 | 92,925 | $ 1,781 | 92,456 | (1,312) |
Beginning balance at Dec. 31, 2019 | 90,596 | $ 1,261 | 90,272 | (937) |
Balance, shares at Dec. 31, 2019 | 29,781 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 30,912 | |||
Unrealized gain (loss) on marketable securities, net of income tax benefit | 0 | |||
Foreign currency translation adjustment, including income tax expense (benefit) | 195 | |||
Balance, shares at Sep. 30, 2020 | 30,257 | |||
Ending balance at Sep. 30, 2020 | 123,446 | $ 3,004 | 121,184 | (742) |
Beginning balance at Mar. 31, 2020 | 92,925 | $ 1,781 | 92,456 | (1,312) |
Balance, shares at Mar. 31, 2020 | 29,817 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | (5,110) | (5,110) | ||
Foreign currency translation adjustment, including income tax expense (benefit) | 353 | 353 | ||
Stock-based compensation expense | 865 | $ 865 | 0 | |
Common stock issued under equity compensation plan, shares | 87 | |||
Common stock issued under equity compensation plan, net of shares withheld for tax payments | 0 | $ 0 | ||
Common stock issued under employee stock purchase plan, shares | 63 | |||
Common stock issued under employee stock purchase plan | 83 | $ 83 | ||
Balance, shares at Jun. 30, 2020 | 29,967 | |||
Ending balance at Jun. 30, 2020 | 89,116 | $ 2,729 | 87,346 | (959) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 33,838 | 33,838 | ||
Unrealized gain (loss) on marketable securities, net of income tax benefit | 0 | |||
Foreign currency translation adjustment, including income tax expense (benefit) | 217 | 217 | ||
Stock-based compensation expense | 1,071 | $ 1,071 | 0 | |
Common stock issued under equity compensation plan, shares | 290 | |||
Common stock issued under equity compensation plan, net of shares withheld for tax payments | (796) | $ (796) | ||
Balance, shares at Sep. 30, 2020 | 30,257 | |||
Ending balance at Sep. 30, 2020 | $ 123,446 | $ 3,004 | $ 121,184 | $ (742) |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Stockholders' Equity - Parenthetical (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||||||||
Unrealized gain (loss) on marketable securities tax expense (benefit) | $ 0 | $ 0 | $ 1 | $ 5 | $ 0 | $ 6 | ||
Gain (loss) on derivatives, tax (benefit) expense | 0 | 0 | (106) | (33) | 0 | (139) | ||
Foreign currency translation tax expense (benefit) | $ 13 | $ (15) | $ (32) | $ (37) | $ (9) | $ (55) | $ (34) | $ (101) |
Condensed Consolidated Statem_7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities: | ||
Income (loss) from continuing operations | $ 31,285 | $ (95,958) |
Loss from discontinued operations | (373) | (329) |
Net income (loss) | 30,912 | (96,287) |
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: | ||
Depreciation and amortization | 7,307 | 8,045 |
Provision for allowance for doubtful accounts | 986 | 52 |
Inventory lower-of-cost-or-market/NRV adjustments | 2,119 | 692 |
Stock-based compensation expense | 2,500 | 56 |
Loss on asset dispositions | 980 | 1,127 |
Loss on debt extinguishment | 230 | 0 |
Loss on disposal group, goodwill and other intangible impairment charge | 20,668 | 72,008 |
Deferred income taxes, net of valuation allowance | 1,144 | (9,301) |
Other | (1,411) | (115) |
Changes in operating assets and liabilities: | ||
Trade receivables | (19,108) | 15,079 |
Inventories | 8,598 | 18,284 |
Prepaids and other assets | 1,066 | 4,168 |
Income taxes receivable | (6,129) | 2,906 |
Trade payables | 12,324 | (48,973) |
Accrued liabilities and other liabilities, including warranty obligations | 7,746 | (3,325) |
Net cash provided by (used in) operating activities | 69,932 | (35,584) |
Cash flows from investing activities: | ||
Proceeds from sales and maturities of available-for-sale securities | 0 | 25,271 |
Purchases of property, plant and equipment | (7,962) | (6,630) |
Purchases of other investments in non-controlled affiliates | 0 | (3,500) |
Net cash (used in) provided by investing activities | (7,962) | 15,141 |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 45,285 | 20,218 |
Payments on long-term debt | (43,852) | (31,667) |
Payments of debt issuance costs | (1,823) | 0 |
Proceeds from employee stock purchases | 83 | 168 |
Proceeds from exercise of stock options | 47 | 75 |
Tax payments related to stock award issuances | (887) | (107) |
Net cash used in financing activities | (1,147) | (11,313) |
Effect of exchange rate changes on cash and cash equivalents | 484 | (613) |
Increase (decrease) in cash, cash equivalents and restricted cash | 61,307 | (32,369) |
Less: Net change in cash balances classified as assets held-for-sale | (108) | 0 |
Net change in cash, cash equivalents and restricted cash | 61,199 | (32,369) |
Cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents at beginning of period | 11,070 | 38,125 |
Cash, cash equivalents and restricted cash at end of period | 72,269 | 5,756 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 704 | 963 |
Cash paid (received) for income taxes, net | 5,670 | (2,203) |
Supplemental disclosure of non-cash investing activities: | ||
Capital expenditures incurred but not yet paid | 989 | 415 |
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Condensed Balance Sheets to the total of the same amounts shown above: | ||
Total cash, cash equivalents and restricted cash | $ 72,269 | $ 5,756 |
General Information
General Information | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General Information | GENERAL INFORMATION Basis of Consolidation and Presentation The accompanying condensed consolidated financial statements present the financial position, results of operations and cash flows of Nautilus, Inc. and its subsidiaries, all of which are wholly owned. Intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated financial statements have not been audited. We have condensed or omitted certain information and footnote disclosures normally included in financial statements presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Management believes the disclosures contained herein are adequate to make the information presented not misleading. However, these condensed consolidated financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 Form 10-K”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Uncertainties regarding such estimates and assumptions are inherent in the preparation of financial statements and actual results could differ from those estimates. These uncertainties will be heightened by the COVID-19 pandemic, as we may be unable to accurately predict the impact of COVID-19 going forward and as a result our estimates may change in the near term. Further information regarding significant estimates can be found in our 2019 Form 10-K. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments necessary to present fairly our financial position as of September 30, 2020 and December 31, 2019, and our results of operations, comprehensive income (loss) and shareholders' equity for the three and nine month periods ended September 30, 2020 and 2019 and our cash flows for the nine month periods ended September 30, 2020 and 2019. Interim results are not necessarily indicative of results for a full year. Our revenues typically vary seasonally, and this seasonality can have a significant effect on operating results, inventory levels and working capital needs. Unless indicated otherwise, all information regarding our operating results pertain to our continuing operations. Updates to Significant Accounting Policies Restricted Cash We are required by our banking partner to maintain a restricted bank account to cover for exposures on corporate credit cards and letters of credits. The use of these funds are restricted until the exposure with the banking partner is closed. Long-Lived Assets We apply the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10, Property, Plant and Equipment , where applicable to all long-lived assets. ASC 360 addresses accounting and reporting for impairment and disposal of long-lived assets. We periodically evaluate the carrying value of long-lived assets to be held and used in accordance with ASC 360. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the long-lived assets. For a long-lived assets or disposal group classified as held-for-sale to be disposed of, the carrying value is determined in a similar manner, except that fair values are reduced for the cost to sell. The assets and liabilities of a disposal group classified as held-for-sale should be presented separately in the asset and liability sections, respectively, of the balance sheet. The disposal group is expected to be structured as a sale of the subsidiary shares and asset sale for the international assets. Recent Accounting Pronouncements Recently Adopted Pronouncements ASU 2019-01 In March 2019, the FASB issued Accounting Standards Update (“ASU”) 2019-01, “Leases (Topic 842): Codification Improvements.” The amendments in ASU 2019-01 address three issues: (1) determining the fair value of the underlying asset by lessors that are not manufactures or dealers; (2) presentation on the statement of cash flows of sales-type and direct financing leases; and (3) transition disclosures related to Topic 250, Accounting Changes and Error Corrections. ASU 2019-01 is effective for public companies' fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019 with early application permitted. Our adoption of ASU 2019-01 as of January 1, 2020 had no material impact on our financial position, results of operations or cash flows. ASU 2018-13 In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements in Topic 820 based on the concepts in the FASB Concepts Statement, Conceptual Framework for Financial Reporting - Chapter 8: Notes to Financial Statements , which was finalized in August 2018. The main provisions include removals, modifications, and additions of specific disclosure requirements. ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Certain amendments should be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption, while all other amendments should be applied retrospectively to all periods presented upon their effective date. Our adoption of ASU 2018-13 as of January 1, 2020 had no material impact on our financial position, results of operations or cash flows. Recently Issued Pronouncements Not Yet Adopted ASU 2020-04 In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848),” which provides optional guidance related to reference rate reform and provides practical expedients for contract modifications and certain hedging relationships associated with the transition from reference rates that are expected to be discontinued. This guidance is applicable for our borrowing instruments, which use London Inter-bank Offered Rate (“LIBOR”) as a reference rate, which is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance to have a material impact on our financial position, results of operations and cash flows. ASU 2020-01 In January 2020, the FASB issued ASU 2020-01, “Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815).” The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. ASU 2020-01 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” The amendments in ASU 2019-12 introduce the following new guidance: (1) provides a policy election to not allocate consolidated income taxes when a member of a consolidated tax return is not subject to income tax; and (2) provides guidance to evaluate whether a step-up in tax basis of goodwill relates to a business combination in which book goodwill was recognized or a separate transaction. The amendments in ASU 2019-12 make changes to the following current guidance: (1) making an intraperiod allocation if there is a loss in continuing operations and a gain outside of continuing operations; (2) determining when a deferred tax liability is recognized after an investor in a foreign entity transitions to or from the equity method of accounting; (3) accounting for tax law changes and year-to-date losses in interim periods; and (4) determining how to apply the income tax guidance to franchise taxes that are partially based on income. ASU 2019-12 is effective for public business entities' fiscal years, including interim periods within those fiscal years, beginning after December 15, 2020 with early adoption permitted. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. ASU 2016-13 In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. In May 2019, the FASB issued ASU 2019-05, which provides entities to have certain instruments with an option to irrevocably elect the fair value option. In November 2019 , the FASB issued ASU 2019-11, which provides clarification and addresses specific issues about certain aspects of ASU 2016-13. In November 2019, the FASB issued ASU 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates, which deferred the effective dates for smaller reporting companies until fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. In March 2020, the FASB issued ASC 2020-03, which provides an update to clarify or address specific issues. We are currently assessing the impact of adopting this standard and updates but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | REVENUES Our revenues from contracts with customers disaggregated by revenue source, excluding sales-based taxes, were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Product sales $ 150,639 $ 59,323 $ 351,116 $ 195,781 Extended warranties and services 1,905 993 5,305 4,630 Other (1) 2,847 1,392 6,880 4,701 Net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 (1) Other revenue is primarily freight and delivery, royalty income and subscription revenue. Our revenues disaggregated by geographic region, based on ship-to address, were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States $ 130,289 $ 50,447 $ 307,602 $ 169,532 Canada 12,744 5,649 25,241 17,135 All other 12,358 5,612 30,458 18,445 Net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 As of September 30, 2020, estimated revenue expected to be recognized in the future totaled $72.8 million, including certain held-for-sale orders of $5.2 million, primarily related to customer order backlog, which includes firm orders for future shipment to our Retail customers, as well as unfulfilled consumer orders within the Direct channel. Direct orders of $23.0 million and Retail orders of $49.8 million, including certain held-for-sale orders of $5.2 million comprised our backlog as of September 30, 2020, compared to Direct orders of $20.6 million and Retail orders of $13.6 million as of June 30, 2020. The estimated future revenues are net of contractual rebates and consideration payable for applicable Retail customers, and net of current promotional programs and sales discounts for our Direct customers. The following table provides information about our liabilities from contracts with customers, primarily customer deposits and deferred revenue for which advance consideration is received prior to the transfer of control. Revenue is recognized when transfer of control occurs. All customer deposits and deferred revenue received are short-term in nature. Significant changes in contract liabilities balances, including revenue recognized in the reporting period that was included in opening contract liabilities, are shown below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Balance, beginning of period $ 3,503 $ 562 $ 1,225 $ 816 Cash additions 1,182 611 5,652 1,123 Revenue recognition (1,046) (279) (3,238) (1,045) Balance, end of period $ 3,639 $ 894 $ 3,639 $ 894 |
Assets And Liabilities Held-For
Assets And Liabilities Held-For-Sale | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets And Liabilities Held-For-Sale | ASSETS AND LIABILITIES HELD-FOR-SALE As part of our strategic decision to renew our focus on connect in-home fitness we are selling Octane Fitnes s ® . The Octane Fitness disposal group is reported within our Retail segment. We met the relevant criteria for reporting the assets and liabilities of Octane Fitness ® as held-for-sale as of June 30, 2020, as a result, assessed the disposal group for losses in accordance with ASC 360. The net carrying value of Octane Fitness ® was compared to its fair value less estimated costs to sell as of June 30, 2020 and September 30, 2020. The Octane Fitness ® disposal group resulted in a gain on disposal group within continuing operations for the three months ended September 30, 2020 of $8.3 million and a loss on disposal group for the same period ended June 30, 2020 of $29.0 million. In the second quarter of 2020 the original estimate of fair value was based upon a range of fair value estimates determined using a combination of a discounted cash flow and market multiples that existed as of that original valuation date. During the third quarter, we received several letters of intent that were consistent with the range of fair values estimated during the second quarter. Prior to the end of the third quarter, management selected a single buyer to negotiate with exclusively and therefore had new information based upon the negotiated purchase price that supported a higher fair value. For additional information related to assets and liabilities held-for-sale, see Notes 4 and 18. The assets and liabilities of the Octane Fitness ® disposal group were recorded on the condensed consolidated balance sheets as current assets held-for-sale of $28.7 million and current liabilities held-for-sale of $9.7 million as follows (in thousands): As of September 30, 2020 Assets: Cash and cash equivalents $ 108 Trade receivables 3,937 Inventories 10,703 Prepaids and other current assets 586 Property, plant and equipment, net 1,571 Other intangible assets 32,045 Loss on disposal group (20,272) Other assets 23 Total current assets held-for-sale $ 28,701 Liabilities: Trade payables $ 4,659 Accrued liabilities 759 Warranty obligations 2,779 Deferred income tax liabilities 1,513 Total current liabilities held-for-sale $ 9,710 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Factors used in determining the fair value of financial assets and liabilities are summarized into three broad categories: • Level 1 - observable inputs such as quoted prices (unadjusted) in active liquid markets for identical securities as of the reporting date; • Level 2 - other significant directly or indirectly observable inputs, including quoted prices for similar securities, interest rates, prepayment speeds and credit risk; or observable market prices in markets with insufficient volume and/or infrequent transactions; and • Level 3 - significant inputs that are generally unobservable inputs for which there is little or no market data available, including our own assumptions in determining fair value. Assets and liabilities measured at fair value on a recurring basis were as follows (in thousands): September 30, 2020 Level 1 Level 2 Level 3 Total Assets: Derivatives Foreign currency forward contracts $ — $ 637 $ — $ 637 Total assets measured at fair value $ — $ 637 $ — $ 637 December 31, 2019 Level 1 Level 2 Level 3 Total Assets: Derivatives Foreign currency forward contracts $ — $ 295 $ — $ 295 Total assets measured at fair value $ — $ 295 $ — $ 295 Liabilities: Derivatives Foreign currency forward contracts $ — $ 9 $ — $ 9 Total liabilities measured at fair value $ — $ 9 $ — $ 9 For our assets measured at fair value on a recurring basis, we recognize transfers between levels at the actual date of the event or change in circumstance that caused the transfer. There were no transfers between levels during the nine month period ended September 30, 2020, nor for the year ended December 31, 2019. We did not have any changes to our valuation techniques during the nine month period ended September 30, 2020, nor for the year ended December 31, 2019. The fair values of our foreign currency forward contracts are calculated as the present value of estimated future cash flows using discount factors derived from relevant Level 2 market inputs, including forward curves and volatility levels. We recognize or disclose the fair value of certain assets, such as non-financial assets, primarily property, plant and equipment, goodwill, other intangible assets and certain other long-lived assets in connection with impairment evaluations. All of our nonrecurring valuations use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy. As of September 30, 2020, there were held-for-sale assets of $28.7 million and liabilities of $9.7 million that were recorded at fair value on a nonrecurring basis. As of September 30, 2020, there were no liabilities that were recorded at fair value on a recurring basis. In accordance with ASC 360 — Property, Plant and Equipment (“ASC 360”), we met the criteria for classification of held-for-sale for the Octane Fitness ® disposal group as of the reporting date. We performed an evaluation during the second and third quarter of 2020 to determine the held-for-sale fair values of assets and liabilities less related costs to sell, which resulted in a non-cash charge for loss on disposal group of $20.7 million. The disposal group was sold in October for $25.0 million with related disposal costs of $3.0 million. For additional information related to asset and liabilities held-for-sale, see Notes 2 and 18. The held-for-sale valuation was performed using a quantitative assessment of the disposal group and we determined the fair value less costs to sell of the disposal group was less than the carrying amount. We assigned assets and liabilities to the disposal group either by specific identification or assumptions for the assets and liabilities that are specific to the held-for-sale disposal group. As of September 30, 2020, we determined the fair value of the disposal group using the market approach because we estimated there was a high likelihood that our disposal group would sell in an orderly transaction to market participants. In addition, we observed a range of offers to determine the reasonableness of assumptions and the estimated fair value of the disposal group. These quoted prices were used as observable market data from Level 2 inputs. As of June 30, 2020, we determined the fair value of the disposal group using the income approach and the market approach. In addition, we determined observed recent transactions of comparable multiples from publicly traded companies in our industry to determine the reasonableness of assumptions and the fair values of the disposal group estimated. Significant unobservable inputs and assumptions inherent in the valuation methodologies from Level 3 inputs were employed and include, but were not limited to, prospective financial information, growth rates, terminal value and discount rates. We compared the carrying amount of the disposal group to its respective fair value. We reconciled the aggregate fair values of the disposal group determined (as described above) to the carrying value less related costs to sell. As of December 31, 2019, there were no assets or liabilities that were recorded at fair value on a nonrecurring basis. The carrying values of cash and cash equivalents, restricted cash, trade receivables, prepaids and other current assets, trade payables and accrued liabilities approximate fair value due to their short maturities. The carrying value of our debt approximates its fair value and falls under Level 2 of the fair value hierarchy, as the interest rate is variable and based on current market rates. |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DERIVATIVES From time to time, we enter into foreign exchange forward contracts to offset the earnings impacts of exchange rate fluctuations on certain monetary assets and liabilities. We do not enter into derivative instruments for any purpose other than to manage foreign currency exposure. That is, we do not engage in currency exchange rate speculation using derivative instruments. We may hedge our net recognized foreign currency assets and liabilities with forward foreign exchange contracts to reduce the risk that our earnings and cash flows will be adversely affected by changes in foreign currency exchange rates. These derivative instruments hedge assets and liabilities that are denominated in foreign currencies and are carried at fair value with changes in the fair value recorded as other income. These derivative instruments do not subject us to material balance sheet risk due to exchange rate movements because gains and losses on these derivatives are intended to offset gains and losses on the assets and liabilities being hedged. As of September 30, 2020, total outstanding contract notional amounts were $48.0 million. As of September 30, 2020, these outstanding balance sheet hedging derivatives had maturities of 78 days or less. The fair value of our derivative instruments was included in our condensed consolidated balance sheets as follows (in thousands): Balance Sheet Classification As of September 30, 2020 December 31, 2019 Derivative instruments not designated as cash flow hedges: Foreign currency forward contracts Prepaids and other current assets $ 637 $ 295 Accrued liabilities — 9 The effect of derivative instruments on our condensed consolidated statements of operations was as follows (in thousands): Statement of Operations Classification Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Derivative instruments designated as cash flow hedges: Loss recognized in other comprehensive loss before reclassifications --- $ — $ (93) $ — $ (128) Gain reclassified from accumulated other comprehensive loss to earnings for the effective portion Interest expense — 44 — 125 Income tax benefit Income tax expense (benefit) (1) — (14) — (30) Derivative instruments not designated as cash flow hedges: Gain recognized in earnings Other, net $ (284) $ (388) $ (438) $ (101) Income tax expense Income tax expense (benefit) (1) 71 91 109 22 For additional information related to our derivatives, see Notes 4 and 12. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories are stated at the lower of cost and net realizable value, with cost determined based on the first-in, first-out method. Our inventories consisted of the following (in thousands): As of September 30, 2020 December 31, 2019 Finished goods $ 29,498 $ 49,853 Parts and components 4,217 4,915 Total inventories $ 33,715 $ 54,768 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following (in thousands): Estimated As of September 30, 2020 December 31, 2019 Automobiles 5 $ 23 $ 23 Leasehold improvements 4 to 20 3,056 3,830 Computer software and equipment 2 to 7 32,229 26,816 Machinery and equipment 3 to 5 15,170 18,551 Furniture and fixtures 5 to 20 2,586 2,808 Work in progress (1) N/A 1,854 2,747 Total cost 54,918 54,775 Accumulated depreciation (31,750) (32,020) Total property, plant and equipment, net $ 23,168 $ 22,755 (1) Work in progress includes information technology assets and production tooling. For additional information related to asset and liabilities held-for-sale, see Notes 2 and 4. Depreciation expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Depreciation expense $ 1,815 $ 2,046 $ 5,665 $ 5,353 |
Other Intangible Assets
Other Intangible Assets | 9 Months Ended |
Sep. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Other Intangible Assets | OTHER INTANGIBLE ASSETS Other intangible assets consisted of the following (in thousands): Estimated As of September 30, 2020 December 31, 2019 Indefinite-lived trademarks N/A $ 9,053 $ 14,752 Definite-lived trademarks 5 to 15 250 2,850 Patents 7 to 24 1,443 14,243 Customer relationships 10 to 15 — 24,700 10,746 56,545 Accumulated amortization - definite-lived intangible assets (1,193) (13,302) Other intangible assets, net $ 9,553 $ 43,243 Amortization expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amortization expense $ 38 $ 808 $ 1,642 $ 2,692 Future amortization of definite-lived intangible assets is as follows (in thousands): Remainder of 2020 $ 23 2021 111 2022 111 2023 111 2024 61 Thereafter 83 $ 500 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | LEASES We have several non-cancellable operating leases, primarily for office space, that expire at various dates over the next nine years. These leases generally contain renewal options to extend for one lease term of five years. For leases that we are reasonably certain we will exercise the lease renewal options, the options were considered in determining the lease term, and associated potential option payments are included in the lease payments. The payments used in the renewal term were estimated using the percentage rate increase of historical rent payments for each location where the renewal will be exercised. Payments due under the lease contracts include annual fixed payments for office space. Variable payments including payments for our proportionate share of the building’s property taxes, insurance, and common area maintenance are treated as non-lease components and are recognized in the period for which the costs occur. Operating lease expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Operating lease expense $ 1,052 $ 1,138 $ 3,337 $ 3,393 Leases with an initial term of 12 months or less (“short-term lease”) are not recorded on the balance sheet and are recognized on a straight-line basis over the lease term. Other information related to leases was as follows: As of September 30, 2020 Supplemental cash flow information: ROU assets obtained in exchange for operating lease obligations (in thousands) $ 3,079 Weighted average remaining operating lease term 3.9 years Weighted average discount rate on operating leases 4.59% We determined the discount rate for leases using a portfolio approach to determine an incremental borrowing rate to calculate the right-of-use assets and lease liabilities. Maturities of operating lease liabilities under non-cancellable leases were as follows (in thousands): As of September 30, 2020 2020 - remaining $ 938 2021 4,337 2022 4,164 2023 3,408 2024 3,509 Thereafter 11,073 Total undiscounted lease payments 27,429 Less imputed interest (4,711) Total lease liabilities $ 22,718 |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES Accrued liabilities consisted of the following (in thousands): As of September 30, 2020 December 31, 2019 Payroll and related liabilities $ 7,875 $ 2,929 Other 8,068 4,704 Total accrued liabilities $ 15,943 $ 7,633 |
Product Warranties
Product Warranties | 9 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | PRODUCT WARRANTIESOur products carry defined warranties for defects in materials or workmanship which, according to their terms, generally obligate us to pay the costs of supplying and shipping replacement parts to customers and, in certain instances, pay for labor and other costs to service products. Outstanding product warranty periods range from thirty days to, in limited circumstances, the lifetime of certain product components. We record a liability at the time of sale for the estimated costs of fulfilling future warranty claims. If necessary, we adjust the liability for specific warranty-related matters when they become known and are reasonably estimable. Estimated warranty expense is included in cost of sales, based on historical warranty claim experience and available product quality data. Warranty expense is affected by the performance of new products, significant manufacturing or design defects not discovered until after the product is delivered to the customer, product failure rates, and higher or lower than expected repair costs. If warranty expense differs from previous estimates, or if circumstances change such that the assumptions inherent in previous estimates are no longer valid, the amount of product warranty obligations is adjusted accordingly. Changes in our product warranty obligations were as follows (in thousands): Nine Months Ended September 30, 2020 2019 Balance, beginning of period $ 5,717 $ 5,575 Accruals 1,425 3,721 Payments (3,617) (3,923) Balance, end of period $ 3,525 $ 5,373 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | ACCUMULATED OTHER COMPREHENSIVE LOSS The following tables set forth the changes in accumulated other comprehensive loss, net of tax (in thousands): Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive (Loss) Income Balance, January 1, 2020 $ — $ — (937) $ (937) Current period other comprehensive income before reclassifications — — 195 195 Net other comprehensive income during period — — 195 195 Balance, September 30, 2020 $ — $ — $ (742) $ (742) Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive (Loss) Income Balance, June 30, 2020 $ — $ — $ (959) $ (959) Current period other comprehensive income before reclassifications — — 217 217 Net other comprehensive income during period — — 217 217 Balance, September 30, 2020 $ — $ — $ (742) $ (742) Unrealized (Loss) Gain on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive Loss Balance, January 1, 2019 $ (6) $ 223 $ (1,126) $ (909) Current period other comprehensive income (loss) before reclassifications 19 (128) 23 (86) Amounts reclassified from accumulated other comprehensive loss (13) (95) — (108) Net other comprehensive income (loss) during period 6 (223) 23 (194) Balance, September 30, 2019 $ — $ — $ (1,103) $ (1,103) Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive Loss Balance, June 30, 2019 $ — $ — $ (926) $ (926) Current period other comprehensive loss before reclassifications — — (177) (177) Net other comprehensive loss during period — — (177) (177) Balance, September 30, 2019 $ — $ — $ (1,103) $ (1,103) |
Income (Loss) Per Share
Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | INCOME (LOSS) PER SHARE Basic per share amounts were computed using the weighted average number of common shares outstanding. Diluted per share amounts were calculated using the number of basic weighted average shares outstanding increased by dilutive potential common shares related to stock-based awards, as determined by the treasury stock method. Basic income per share amounts were computed using the weighted average number of common shares outstanding. Diluted income per share amounts were calculated using the number of basic weighted average shares outstanding increased by dilutive potential common shares related to stock-based awards, as determined by the treasury stock method. There were losses from continuing operations for the three and nine months period ended September 2019, diluted earnings per share is the same as basic earnings per share. The weighted average numbers of shares outstanding used to compute income and loss per share were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Shares used to calculate basic income (loss) per share 30,038 29,728 29,914 29,660 Dilutive effect of outstanding stock options, performance stock units and restricted stock units 2,363 — 1,878 — Shares used to calculate diluted income (loss) per share 32,401 29,728 31,792 29,660 The weighted average numbers of shares outstanding listed in the table below were anti-dilutive and excluded from the computation of diluted per share due to loss from continuing operations, as such, the exercise or conversion of any potential shares would increase the number of shares in the denominator and results in a lower loss per share These shares may be anti-dilutive potential common shares in the future (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Restricted stock units 1,772 7 1,398 7 Stock options 591 — 480 76 In the case of restricted stock units, this is because unrecognized compensation expense exceeds the current value of the awards ( i.e. , grant date market value was higher than current average market price). In the case of stock options, this is because the average market price did not exceed the exercise price. These shares may be dilutive potential common shares in the future (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Restricted stock units 1 765 3 227 Stock options 4 534 41 85 |
Segment and Enterprise-wide Inf
Segment and Enterprise-wide Information | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment and Enterprise-wide Information | SEGMENT AND ENTERPRISE-WIDE INFORMATION We have two operating segments, Direct and Retail. There were no changes in our operating segments during the nine months ended September 30, 2020. We evaluate performance of the operating segments using several factors, of which the primary financial measures are net sales and reportable segment contribution. Contribution is the measure of profit or loss, defined as net sales less product costs and directly attributable expenses. Directly attributable expenses include selling and marketing expenses, general and administrative expenses, and research and development expenses that are directly related to segment operations. Segment assets are those directly assigned to an operating segment's operations, primarily accounts receivable, inventories and other intangible assets. Unallocated assets primarily include cash, cash equivalents and restricted cash, derivative securities, shared information technology infrastructure, distribution centers, corporate headquarters, prepaids and other current assets, deferred income tax assets and other assets. Capital expenditures directly attributable to the Direct and Retail segments were not significant in any period. Following is summary information by reportable segment (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Net sales: Direct $ 61,194 $ 16,197 $ 158,768 $ 83,745 Retail 93,155 44,823 201,716 119,097 Royalty 1,042 688 2,817 2,270 Consolidated net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 Contribution: Direct $ 17,588 $ (8,693) $ 36,392 $ (19,569) Retail 23,442 4,772 37,444 3,803 Royalty 1,042 688 2,817 2,270 Consolidated contribution $ 42,072 $ (3,233) $ 76,653 $ (13,496) Reconciliation of consolidated contribution to loss from continuing operations: Consolidated contribution $ 42,072 $ (3,233) $ 76,653 $ (13,496) Amounts not directly related to segments: Operating expenses 1,923 (5,020) (40,324) (90,338) Other expense, net (628) (422) (1,434) (910) Income tax (expense) benefit (9,398) (55) (3,610) 8,786 Income (loss) from continuing operations $ 33,969 $ (8,730) $ 31,285 $ (95,958) As of September 30, December 31, Assets: 2020 2019 Direct $ 40,250 $ 47,377 Retail 124,830 148,965 Unallocated corporate 113,932 24,137 Total assets $ 279,012 $ 220,479 The following customers accounted for 10% or more of total net sales as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amazon.com 22.9 % 18.7 % 18.9 % 14.1 % Dick's Sporting Goods * 19.3 * 10.2 *Less than 10% of total net sales. |
Borrowings
Borrowings | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | BORROWINGS On January 31, 2020, we entered into a Credit Agreement with Wells Fargo Bank, National Association (“Wells Fargo”) and lenders from time to time party thereto (collectively with Wells Fargo the “Lenders”) (“Credit Agreement”), pursuant to which the Lenders have agreed, among other things, to make available to us an asset-based revolving loan facility in the aggregate principal amount of up to $55.0 million, subject to a borrowing base (the “ABL Revolving Facility”), and a term loan facility in the aggregate principal amount of $15.0 million (the “Term Loan Facility” and together with the ABL Revolving Facility, the “Wells Fargo Financing"), in each case, as such amounts may increase or decrease in accordance with the terms of the Credit Agreement. The Wells Fargo Financing expires and all outstanding amounts become due on January 31, 2025 unless the maturity is accelerated subject to the terms set forth in the Credit Agreement. The repayment of obligations under the Credit Agreement is secured by substantially all of our assets. Principal and interest amounts are required to be paid as scheduled. We used the proceeds from the Wells Fargo Financing to extinguish our existing $40.0 million revolver with JPMorgan Chase Bank N.A. (“Chase Bank”) (“2019 Chase Credit Agreement”), pay transaction expenses, and for general corporate purposes. Our previously existing credit facilities and agreements with Chase Bank and all guarantees and liens existing in connection with those facilities and agreements were terminated upon the closing of the Wells Fargo Financing. In connection with the termination of the 2019 Chase Credit Agreement we recorded a loss on debt extinguishment of $0.2 million as interest expense in our consolidated statements of operations. Interest on the ABL Revolving Facility will accrue at LIBOR plus a margin of 1.75% to 2.25% (based on average quarterly availability) and interest on the Term Loan Facility will accrue at LIBOR plus 5.00%. As of September 30, 2020, our interest rate was 2.39% for the ABL Revolving Facility and 5.14% for the Term Loan Facility. As of September 30, 2020, outstanding borrowings totaled $14.3 million, with $14.0 million and $0.3 million under our Term Loan Facility and ABL Revolving Facility, respectively. As of September 30, 2020, we were in compliance with the financial covenants of the Wells Fargo Financing and $48.6 million was available for borrowing under the ABL Revolving Facility. Any outstanding balance is due and payable on January 31, 2025. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The income tax expense from continuing operations for the three month period ended September 30, 2019 was primarily a result of the valuation allowance recorded in the third quarter of 2019 to reduce certain net deferred tax assets to their anticipated realizable value. The reduced effective tax rate from continuing operations for nine month periods ended September 30, 2019 was primarily due to the goodwill impairment in the second quarter of 2019, for which no tax benefit was recognized, combined with the aforementioned valuation allowance recorded in the third quarter of 2019. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted and signed into law in response to coronavirus disease 2019 (“COVID-19”). The CARES Act, among other things, includes several significant provisions that could impact corporate taxpayers’ accounting for income taxes. Prior to the enactment of the CARES Act, the 2017 Tax Cuts and Jobs Act generally eliminated the ability to carryback net operating losses (“NOLs”), and permitted the NOLs arising in tax years beginning after December 31, 2017 to be carried forward indefinitely, limited to 80% of the taxpayer’s income. The CARES Act amended the NOL rules, suspending the 80% limitation on the utilization of NOLs generated after December 31, 2017 and before January 1, 2021. Additionally, the CARES Act allows corporate NOLs arising in taxable years beginning after December 31, 2017 and before January 1, 2021, to be carried back to each of the five taxable years preceding the taxable year of the loss. Accordingly, we performed various analyses and evaluated the potential impact to our financial statements as a result of the CARES Act. Based on our assessment, we determined that the modifications to the NOL carryback provision of the CARES Act would result in a tax benefit and cash inflow for us. We expect that taxable losses incurred in 2019 may be fully carried back and utilized against the taxable income generated and taxes paid in the previous tax years which were measured at 35%. Accordingly, we recorded a $3.9 million income tax benefit associated with the remeasurement to the NOL carryback at a 14% tax rate differential as a result of 2019 NOL carryback. Furthermore, a corresponding income tax receivable from the 2019 NOL carryback was recorded. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Guarantees, Commitments and Off-Balance Sheet Arrangements As of September 30, 2020, we had standby letters of credit of $1.7 million. We have long lead times for inventory purchases and, therefore, must secure factory capacity from our vendors in advance. As of September 30, 2020, we had approximately $240.3 million including certain held-for-sale orders of $13.8 million, compared to $28.4 million as of December 31, 2019 in non-cancelable market-based purchase obligations, primarily to secured additional factory capacity for inventory purchases in the next twelve months. Purchase obligations can vary from quarter-to-quarter and versus the same period in prior years due to a number of factors, including the amount of products that are shipped directly to Retail customer warehouses versus through Nautilus warehouses. In the ordinary course of business, we enter into agreements that require us to indemnify counterparties against third-party claims. These may include: agreements with vendors and suppliers, under which we may indemnify them against claims arising from use of their products or services; agreements with customers, under which we may indemnify them against claims arising from their use or sale of our products; real estate and equipment leases, under which we may indemnify lessors against third-party claims relating to the use of their property; agreements with licensees or licensors, under which we may indemnify the licensee or licensor against claims arising from their use of our intellectual property or our use of their intellectual property; and agreements with parties to debt arrangements, under which we may indemnify them against claims relating to their participation in the transactions. The nature and terms of these indemnification obligations vary from contract to contract, and generally a maximum obligation is not stated within the agreements. We hold insurance policies that mitigate potential losses arising from certain types of indemnification obligations. Management does not deem these obligations to be significant to our financial position, results of operations or cash flows, and therefore, no related liabilities were recorded as of September 30, 2020. Legal Matters From time to time, in the ordinary course of business, we may be involved in various claims, lawsuits and other proceedings. These legal and tax proceedings involve uncertainty as to the eventual outcomes and losses which may be realized when one or more future events occur or fail to occur. We regularly monitor our estimated exposure to these contingencies and, as additional information becomes known, may change our estimates accordingly. We evaluate, on a quarterly basis, developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would make a loss probable or reasonably possible, and whether the amount of a probable or reasonably possible loss is estimable. Among other factors, we evaluate the advice of internal and external counsel, the outcomes from similar litigation, the current status of the lawsuits (including settlement initiatives), legislative developments and other factors. Due to the numerous variables associated with these judgments and assumptions, both the precision and reliability of the resulting estimates of the related loss contingencies are subject to substantial uncertainties. Further, while we face contingencies that are reasonably possible to occur, we are unable to estimate the possible loss or range of loss at this time. As such, zero liability is recorded as of September 30, 2020. As of the date of filing of this Quarterly Report on Form 10-Q, we were not involved in any material legal proceedings. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On October 14, 2020, we entered into a stock purchase agreement (the “Agreement”) with True Fitness Technology, Inc., a Missouri corporation (“True Fitness”). Pursuant to the terms of the Agreement, on October 14, 2020, True Fitness purchased 100% of the issued and outstanding capital stock of our wholly-owned subsidiary OF Holdings, Inc., a Delaware corporation (“Holdings”), which included Holding’s wholly-owned subsidiary Octane Fitness, LLC, a Minnesota limited liability company (collectively, “Octane Fitness”). In addition, effective October 14, 2020, pursuant to terms of a U.K. Asset Transfer Agreement, a subsidiary of True Fitness, True Fitness Technology U.K. Limited, purchased certain assets and assumed certain Octane Fitness brand-related liabilities of our U.K. subsidiary, Octane Fitness UK Ltd. Contemporaneously with the transactions described above, True Fitness Technology Ireland Limited, a subsidiary of True Fitness, entered into an NL Asset Transfer Agreement with Octane Fitness International B.V., a company organized under the laws of the Netherlands, providing for the True Fitness subsidiary to purchase certain assets and assume certain Octane brand-related liabilities of Octane Fitness International B.V. That transaction is anticipated to close on or before November 30, 2020. The above-described transactions are collectively referred to as the “Sale of the Octane Business”. The aggregate consideration for the Sale of the Octane Business as provided by the Stock Purchase Agreement and the asset transfer agreements consists of a base purchase price of $25.0 million subject to adjustments for cash and cash equivalents, indebtedness, transaction expenses and working capital. True Fitness assumed $3 million of warranty liabilities and $0.5 million of vendor recourse lease obligations. We expect to incur estimated selling costs of $3.0 million in connection with the Sale of the Octane Business. For additional information related to assets and liabilities held-for-sale, see Notes 2 and 4. S-3 Shelf Registration Statement |
General Information (Policies)
General Information (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Restricted Cash | Restricted CashWe are required by our banking partner to maintain a restricted bank account to cover for exposures on corporate credit cards and letters of credits. The use of these funds are restricted until the exposure with the banking partner is closed. |
Long-Lived Assets | Long-Lived Assets We apply the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360-10, Property, Plant and Equipment , where applicable to all long-lived assets. ASC 360 addresses accounting and reporting for impairment and disposal of long-lived assets. We periodically evaluate the carrying value of long-lived assets to be held and used in accordance with ASC 360. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the long-lived assets. For a long-lived assets or disposal group classified as held-for-sale to be disposed of, the carrying value is determined in a similar manner, except that fair values are reduced for the cost to sell. The assets and liabilities of a disposal group classified as held-for-sale should be presented separately in the asset and liability sections, respectively, of the balance sheet. The disposal group is expected to be structured as a sale of the subsidiary shares and asset sale for the international assets. |
New Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Pronouncements ASU 2019-01 In March 2019, the FASB issued Accounting Standards Update (“ASU”) 2019-01, “Leases (Topic 842): Codification Improvements.” The amendments in ASU 2019-01 address three issues: (1) determining the fair value of the underlying asset by lessors that are not manufactures or dealers; (2) presentation on the statement of cash flows of sales-type and direct financing leases; and (3) transition disclosures related to Topic 250, Accounting Changes and Error Corrections. ASU 2019-01 is effective for public companies' fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019 with early application permitted. Our adoption of ASU 2019-01 as of January 1, 2020 had no material impact on our financial position, results of operations or cash flows. ASU 2018-13 In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.” The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements in Topic 820 based on the concepts in the FASB Concepts Statement, Conceptual Framework for Financial Reporting - Chapter 8: Notes to Financial Statements , which was finalized in August 2018. The main provisions include removals, modifications, and additions of specific disclosure requirements. ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Certain amendments should be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption, while all other amendments should be applied retrospectively to all periods presented upon their effective date. Our adoption of ASU 2018-13 as of January 1, 2020 had no material impact on our financial position, results of operations or cash flows. Recently Issued Pronouncements Not Yet Adopted ASU 2020-04 In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848),” which provides optional guidance related to reference rate reform and provides practical expedients for contract modifications and certain hedging relationships associated with the transition from reference rates that are expected to be discontinued. This guidance is applicable for our borrowing instruments, which use London Inter-bank Offered Rate (“LIBOR”) as a reference rate, which is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance to have a material impact on our financial position, results of operations and cash flows. ASU 2020-01 In January 2020, the FASB issued ASU 2020-01, “Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815).” The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. ASU 2020-01 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” The amendments in ASU 2019-12 introduce the following new guidance: (1) provides a policy election to not allocate consolidated income taxes when a member of a consolidated tax return is not subject to income tax; and (2) provides guidance to evaluate whether a step-up in tax basis of goodwill relates to a business combination in which book goodwill was recognized or a separate transaction. The amendments in ASU 2019-12 make changes to the following current guidance: (1) making an intraperiod allocation if there is a loss in continuing operations and a gain outside of continuing operations; (2) determining when a deferred tax liability is recognized after an investor in a foreign entity transitions to or from the equity method of accounting; (3) accounting for tax law changes and year-to-date losses in interim periods; and (4) determining how to apply the income tax guidance to franchise taxes that are partially based on income. ASU 2019-12 is effective for public business entities' fiscal years, including interim periods within those fiscal years, beginning after December 15, 2020 with early adoption permitted. We are currently assessing the impact of adopting this standard but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. ASU 2016-13 In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. In May 2019, the FASB issued ASU 2019-05, which provides entities to have certain instruments with an option to irrevocably elect the fair value option. In November 2019 , the FASB issued ASU 2019-11, which provides clarification and addresses specific issues about certain aspects of ASU 2016-13. In November 2019, the FASB issued ASU 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates, which deferred the effective dates for smaller reporting companies until fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. In March 2020, the FASB issued ASC 2020-03, which provides an update to clarify or address specific issues. We are currently assessing the impact of adopting this standard and updates but do not expect the adoption of this guidance would have a material impact on our financial position, results of operations and cash flows. |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Our revenues from contracts with customers disaggregated by revenue source, excluding sales-based taxes, were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Product sales $ 150,639 $ 59,323 $ 351,116 $ 195,781 Extended warranties and services 1,905 993 5,305 4,630 Other (1) 2,847 1,392 6,880 4,701 Net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 (1) Other revenue is primarily freight and delivery, royalty income and subscription revenue. Our revenues disaggregated by geographic region, based on ship-to address, were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States $ 130,289 $ 50,447 $ 307,602 $ 169,532 Canada 12,744 5,649 25,241 17,135 All other 12,358 5,612 30,458 18,445 Net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 |
Contract with Customer, Asset and Liability [Table Text Block] | The following table provides information about our liabilities from contracts with customers, primarily customer deposits and deferred revenue for which advance consideration is received prior to the transfer of control. Revenue is recognized when transfer of control occurs. All customer deposits and deferred revenue received are short-term in nature. Significant changes in contract liabilities balances, including revenue recognized in the reporting period that was included in opening contract liabilities, are shown below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Balance, beginning of period $ 3,503 $ 562 $ 1,225 $ 816 Cash additions 1,182 611 5,652 1,123 Revenue recognition (1,046) (279) (3,238) (1,045) Balance, end of period $ 3,639 $ 894 $ 3,639 $ 894 |
Assets And Liabilities Held-F_2
Assets And Liabilities Held-For-Sale (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The assets and liabilities of the Octane Fitness ® disposal group were recorded on the condensed consolidated balance sheets as current assets held-for-sale of $28.7 million and current liabilities held-for-sale of $9.7 million as follows (in thousands): As of September 30, 2020 Assets: Cash and cash equivalents $ 108 Trade receivables 3,937 Inventories 10,703 Prepaids and other current assets 586 Property, plant and equipment, net 1,571 Other intangible assets 32,045 Loss on disposal group (20,272) Other assets 23 Total current assets held-for-sale $ 28,701 Liabilities: Trade payables $ 4,659 Accrued liabilities 759 Warranty obligations 2,779 Deferred income tax liabilities 1,513 Total current liabilities held-for-sale $ 9,710 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Assets measured at fair value on a recurring basis | Assets and liabilities measured at fair value on a recurring basis were as follows (in thousands): September 30, 2020 Level 1 Level 2 Level 3 Total Assets: Derivatives Foreign currency forward contracts $ — $ 637 $ — $ 637 Total assets measured at fair value $ — $ 637 $ — $ 637 December 31, 2019 Level 1 Level 2 Level 3 Total Assets: Derivatives Foreign currency forward contracts $ — $ 295 $ — $ 295 Total assets measured at fair value $ — $ 295 $ — $ 295 Liabilities: Derivatives Foreign currency forward contracts $ — $ 9 $ — $ 9 Total liabilities measured at fair value $ — $ 9 $ — $ 9 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair value of our derivative instruments was included in our condensed consolidated balance sheets as follows (in thousands): Balance Sheet Classification As of September 30, 2020 December 31, 2019 Derivative instruments not designated as cash flow hedges: Foreign currency forward contracts Prepaids and other current assets $ 637 $ 295 Accrued liabilities — 9 |
Derivative Instruments, Gain (Loss) | The effect of derivative instruments on our condensed consolidated statements of operations was as follows (in thousands): Statement of Operations Classification Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Derivative instruments designated as cash flow hedges: Loss recognized in other comprehensive loss before reclassifications --- $ — $ (93) $ — $ (128) Gain reclassified from accumulated other comprehensive loss to earnings for the effective portion Interest expense — 44 — 125 Income tax benefit Income tax expense (benefit) (1) — (14) — (30) Derivative instruments not designated as cash flow hedges: Gain recognized in earnings Other, net $ (284) $ (388) $ (438) $ (101) Income tax expense Income tax expense (benefit) (1) 71 91 109 22 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories, Net of Valuation Allowances | Our inventories consisted of the following (in thousands): As of September 30, 2020 December 31, 2019 Finished goods $ 29,498 $ 49,853 Parts and components 4,217 4,915 Total inventories $ 33,715 $ 54,768 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consisted of the following (in thousands): Estimated As of September 30, 2020 December 31, 2019 Automobiles 5 $ 23 $ 23 Leasehold improvements 4 to 20 3,056 3,830 Computer software and equipment 2 to 7 32,229 26,816 Machinery and equipment 3 to 5 15,170 18,551 Furniture and fixtures 5 to 20 2,586 2,808 Work in progress (1) N/A 1,854 2,747 Total cost 54,918 54,775 Accumulated depreciation (31,750) (32,020) Total property, plant and equipment, net $ 23,168 $ 22,755 (1) Work in progress includes information technology assets and production tooling. |
Schedule Of Depreciation Expense | Depreciation expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Depreciation expense $ 1,815 $ 2,046 $ 5,665 $ 5,353 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Other intangible assets consisted of the following (in thousands): Estimated As of September 30, 2020 December 31, 2019 Indefinite-lived trademarks N/A $ 9,053 $ 14,752 Definite-lived trademarks 5 to 15 250 2,850 Patents 7 to 24 1,443 14,243 Customer relationships 10 to 15 — 24,700 10,746 56,545 Accumulated amortization - definite-lived intangible assets (1,193) (13,302) Other intangible assets, net $ 9,553 $ 43,243 |
Schedule of Indefinite-Lived Intangible Assets | Other intangible assets consisted of the following (in thousands): Estimated As of September 30, 2020 December 31, 2019 Indefinite-lived trademarks N/A $ 9,053 $ 14,752 Definite-lived trademarks 5 to 15 250 2,850 Patents 7 to 24 1,443 14,243 Customer relationships 10 to 15 — 24,700 10,746 56,545 Accumulated amortization - definite-lived intangible assets (1,193) (13,302) Other intangible assets, net $ 9,553 $ 43,243 |
Amortization Expense | Amortization expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amortization expense $ 38 $ 808 $ 1,642 $ 2,692 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization of definite-lived intangible assets is as follows (in thousands): Remainder of 2020 $ 23 2021 111 2022 111 2023 111 2024 61 Thereafter 83 $ 500 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Lease, Cost | Operating lease expense was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Operating lease expense $ 1,052 $ 1,138 $ 3,337 $ 3,393 |
Lessee, Supplemental Cash Flows Information | Other information related to leases was as follows: As of September 30, 2020 Supplemental cash flow information: ROU assets obtained in exchange for operating lease obligations (in thousands) $ 3,079 Weighted average remaining operating lease term 3.9 years Weighted average discount rate on operating leases 4.59% |
Lessee, Operating Lease, Liability, Maturity | Maturities of operating lease liabilities under non-cancellable leases were as follows (in thousands): As of September 30, 2020 2020 - remaining $ 938 2021 4,337 2022 4,164 2023 3,408 2024 3,509 Thereafter 11,073 Total undiscounted lease payments 27,429 Less imputed interest (4,711) Total lease liabilities $ 22,718 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): As of September 30, 2020 December 31, 2019 Payroll and related liabilities $ 7,875 $ 2,929 Other 8,068 4,704 Total accrued liabilities $ 15,943 $ 7,633 |
Product Warranties (Tables)
Product Warranties (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability | Changes in our product warranty obligations were as follows (in thousands): Nine Months Ended September 30, 2020 2019 Balance, beginning of period $ 5,717 $ 5,575 Accruals 1,425 3,721 Payments (3,617) (3,923) Balance, end of period $ 3,525 $ 5,373 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables set forth the changes in accumulated other comprehensive loss, net of tax (in thousands): Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive (Loss) Income Balance, January 1, 2020 $ — $ — (937) $ (937) Current period other comprehensive income before reclassifications — — 195 195 Net other comprehensive income during period — — 195 195 Balance, September 30, 2020 $ — $ — $ (742) $ (742) Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive (Loss) Income Balance, June 30, 2020 $ — $ — $ (959) $ (959) Current period other comprehensive income before reclassifications — — 217 217 Net other comprehensive income during period — — 217 217 Balance, September 30, 2020 $ — $ — $ (742) $ (742) Unrealized (Loss) Gain on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive Loss Balance, January 1, 2019 $ (6) $ 223 $ (1,126) $ (909) Current period other comprehensive income (loss) before reclassifications 19 (128) 23 (86) Amounts reclassified from accumulated other comprehensive loss (13) (95) — (108) Net other comprehensive income (loss) during period 6 (223) 23 (194) Balance, September 30, 2019 $ — $ — $ (1,103) $ (1,103) Unrealized Gain (Loss) on Available-for-Sale Securities Gain (Loss) on Derivative Securities Foreign Currency Translation Adjustments Accumulated Other Comprehensive Loss Balance, June 30, 2019 $ — $ — $ (926) $ (926) Current period other comprehensive loss before reclassifications — — (177) (177) Net other comprehensive loss during period — — (177) (177) Balance, September 30, 2019 $ — $ — $ (1,103) $ (1,103) |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The weighted average numbers of shares outstanding used to compute income and loss per share were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Shares used to calculate basic income (loss) per share 30,038 29,728 29,914 29,660 Dilutive effect of outstanding stock options, performance stock units and restricted stock units 2,363 — 1,878 — Shares used to calculate diluted income (loss) per share 32,401 29,728 31,792 29,660 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | These shares may be anti-dilutive potential common shares in the future (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Restricted stock units 1,772 7 1,398 7 Stock options 591 — 480 76 In the case of restricted stock units, this is because unrecognized compensation expense exceeds the current value of the awards ( i.e. , grant date market value was higher than current average market price). In the case of stock options, this is because the average market price did not exceed the exercise price. These shares may be dilutive potential common shares in the future (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Restricted stock units 1 765 3 227 Stock options 4 534 41 85 |
Segment and Enterprise-wide I_2
Segment and Enterprise-wide Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Summary Information by Reportable Segments | Following is summary information by reportable segment (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Net sales: Direct $ 61,194 $ 16,197 $ 158,768 $ 83,745 Retail 93,155 44,823 201,716 119,097 Royalty 1,042 688 2,817 2,270 Consolidated net sales $ 155,391 $ 61,708 $ 363,301 $ 205,112 Contribution: Direct $ 17,588 $ (8,693) $ 36,392 $ (19,569) Retail 23,442 4,772 37,444 3,803 Royalty 1,042 688 2,817 2,270 Consolidated contribution $ 42,072 $ (3,233) $ 76,653 $ (13,496) Reconciliation of consolidated contribution to loss from continuing operations: Consolidated contribution $ 42,072 $ (3,233) $ 76,653 $ (13,496) Amounts not directly related to segments: Operating expenses 1,923 (5,020) (40,324) (90,338) Other expense, net (628) (422) (1,434) (910) Income tax (expense) benefit (9,398) (55) (3,610) 8,786 Income (loss) from continuing operations $ 33,969 $ (8,730) $ 31,285 $ (95,958) As of September 30, December 31, Assets: 2020 2019 Direct $ 40,250 $ 47,377 Retail 124,830 148,965 Unallocated corporate 113,932 24,137 Total assets $ 279,012 $ 220,479 |
Schedules of Concentration of Risk, by Risk Factor | he following customers accounted for 10% or more of total net sales as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Amazon.com 22.9 % 18.7 % 18.9 % 14.1 % Dick's Sporting Goods * 19.3 * 10.2 *Less than 10% of total net sales. |
General Information (Details)
General Information (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Restricted cash | $ 2,197 | $ 0 |
Revenues (Details)
Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 155,391 | $ 61,708 | $ 363,301 | $ 205,112 | |
Remaining performance obligation | 72,800 | 72,800 | |||
Change In Contract With Customer Liability [Roll Forward] | |||||
Balance, beginning of period | 3,503 | 562 | 1,225 | 816 | |
Cash additions | 1,182 | 611 | 5,652 | 1,123 | |
Revenue recognition | (1,046) | (279) | (3,238) | (1,045) | |
Balance, end of period | 3,639 | 894 | 3,639 | 894 | |
United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 130,289 | 50,447 | 307,602 | 169,532 | |
Canada | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 12,744 | 5,649 | 25,241 | 17,135 | |
All other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 12,358 | 5,612 | 30,458 | 18,445 | |
Product sales | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 150,639 | 59,323 | 351,116 | 195,781 | |
Extended warranties and services | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 1,905 | 993 | 5,305 | 4,630 | |
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 2,847 | $ 1,392 | 6,880 | $ 4,701 | |
Retail Orders | |||||
Disaggregation of Revenue [Line Items] | |||||
Remaining performance obligation | 49,800 | 49,800 | $ 13,600 | ||
Direct Orders | |||||
Disaggregation of Revenue [Line Items] | |||||
Remaining performance obligation | 23,000 | 23,000 | $ 20,600 | ||
Held For Sale Orders | |||||
Disaggregation of Revenue [Line Items] | |||||
Remaining performance obligation | $ 5,200 | $ 5,200 |
Assets And Liabilities Held-F_3
Assets And Liabilities Held-For-Sale (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Gain (Loss) on disposal | $ (8,345) | $ 0 | $ 20,668 | $ 72,008 | ||
Current assets held-for-sale | 28,701 | 28,701 | $ 0 | |||
Current liabilities held-for-sale | 9,710 | 9,710 | 0 | |||
Assets: | ||||||
Total current assets held-for-sale | 28,701 | 28,701 | 0 | |||
Liabilities: | ||||||
Total current liabilities held-for-sale | 9,710 | 9,710 | $ 0 | |||
Octane Fitness | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Gain (Loss) on disposal | (8,300) | $ (29,000) | (20,700) | |||
Current assets held-for-sale | 28,701 | 28,701 | ||||
Current liabilities held-for-sale | 9,710 | 9,710 | ||||
Assets: | ||||||
Cash and cash equivalents | 108 | 108 | ||||
Trade receivables | 3,937 | 3,937 | ||||
Inventories | 10,703 | 10,703 | ||||
Prepaids and other current assets | 586 | 586 | ||||
Property, plant and equipment, net | 1,571 | 1,571 | ||||
Other intangible assets | 32,045 | 32,045 | ||||
Loss on disposal group | (20,272) | (20,272) | ||||
Other assets | 23 | 23 | ||||
Total current assets held-for-sale | 28,701 | 28,701 | ||||
Liabilities: | ||||||
Trade payables | 4,659 | 4,659 | ||||
Accrued liabilities | 759 | 759 | ||||
Warranty obligations | 2,779 | 2,779 | ||||
Deferred income tax liabilities | 1,513 | 1,513 | ||||
Total current liabilities held-for-sale | $ 9,710 | $ 9,710 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Current assets held-for-sale | $ 28,701 | $ 28,701 | $ 0 | ||||
Current liabilities held-for-sale | 9,710 | 9,710 | 0 | ||||
Loss on disposal | (8,345) | $ 0 | 20,668 | $ 72,008 | |||
Octane Fitness | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Current assets held-for-sale | 28,701 | 28,701 | |||||
Current liabilities held-for-sale | 9,710 | 9,710 | |||||
Loss on disposal | (8,300) | $ (29,000) | (20,700) | ||||
Octane Fitness | Subsequent Event | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Proceeds from sale of disposal group | $ 25,000 | ||||||
Disposal costs | $ 3,000 | ||||||
Fair Value, Measurements, Recurring | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Total assets measured at fair value | 637 | 637 | 295 | ||||
Total liabilities measured at fair value | 9 | ||||||
Fair Value, Measurements, Recurring | Level 1 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Total assets measured at fair value | 0 | 0 | 0 | ||||
Total liabilities measured at fair value | 0 | ||||||
Fair Value, Measurements, Recurring | Level 2 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Total assets measured at fair value | 637 | 637 | 295 | ||||
Total liabilities measured at fair value | 9 | ||||||
Fair Value, Measurements, Recurring | Level 3 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Total assets measured at fair value | 0 | 0 | 0 | ||||
Total liabilities measured at fair value | 0 | ||||||
Foreign currency forward contracts | Fair Value, Measurements, Recurring | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency forward contracts | 637 | 637 | 295 | ||||
Foreign currency forward contracts | 9 | ||||||
Foreign currency forward contracts | Fair Value, Measurements, Recurring | Level 1 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency forward contracts | 0 | 0 | 0 | ||||
Foreign currency forward contracts | 0 | ||||||
Foreign currency forward contracts | Fair Value, Measurements, Recurring | Level 2 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency forward contracts | 637 | 637 | 295 | ||||
Foreign currency forward contracts | 9 | ||||||
Foreign currency forward contracts | Fair Value, Measurements, Recurring | Level 3 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency forward contracts | $ 0 | $ 0 | 0 | ||||
Foreign currency forward contracts | $ 0 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) - Foreign currency forward contracts $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Derivative [Line Items] | |
Derivative, notional amount | $ 48 |
Derivative, term of contract | 78 days |
Derivatives - Fair value of der
Derivatives - Fair value of derivative instruments (Details) - Foreign currency forward contracts - Derivative instruments not designated as cash flow hedges: - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Prepaids and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Foreign currency forward contracts | $ 637 | $ 295 |
Accrued liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of liability derivatives | $ 0 | $ 9 |
Derivatives - Effect On Condens
Derivatives - Effect On Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Derivatives Designated as Hedging Instruments | Interest rate swap contract | Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Loss recognized in other comprehensive loss before reclassifications | $ 0 | $ (93) | $ 0 | $ (128) |
Derivatives Designated as Hedging Instruments | Interest rate swap contract | Cash Flow Hedging | Interest expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain reclassified from accumulated other comprehensive loss to earnings for the effective portion | 0 | 44 | 0 | 125 |
Derivatives Designated as Hedging Instruments | Interest rate swap contract | Cash Flow Hedging | Income tax expense (benefit)(1) | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Income tax benefit | 0 | (14) | 0 | (30) |
Not Designated as Hedging Instruments | Income tax expense (benefit)(1) | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Income tax benefit | 71 | 91 | 109 | 22 |
Not Designated as Hedging Instruments | Other, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain recognized in earnings | $ (284) | $ (388) | $ (438) | $ (101) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 29,498 | $ 49,853 |
Parts and components | 4,217 | 4,915 |
Total inventories | $ 33,715 | $ 54,768 |
Property, Plant and Equipment (
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 54,918 | $ 54,775 |
Accumulated depreciation | (31,750) | (32,020) |
Total property, plant and equipment, net | 23,168 | 22,755 |
Automobiles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 23 | 23 |
Automobiles | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,056 | 3,830 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 4 years | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 20 years | |
Computer software and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 32,229 | 26,816 |
Computer software and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 2 years | |
Computer software and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 7 years | |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 15,170 | 18,551 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 2,586 | 2,808 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 20 years | |
Work in Progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,854 | $ 2,747 |
Property, Plant and Equipment -
Property, Plant and Equipment - Depreciation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 1,815 | $ 2,046 | $ 5,665 | $ 5,353 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Goodwill [Line Items] | ||
Indefinite-lived trademarks | $ 9,053 | $ 14,752 |
Total other intangible assets, gross | 10,746 | 56,545 |
Accumulated amortization - definite-lived intangible assets | (1,193) | (13,302) |
Other intangible assets, net | 9,553 | 43,243 |
Definite-lived trademarks | ||
Goodwill [Line Items] | ||
Finite-lived intangible assets, gross | $ 250 | 2,850 |
Definite-lived trademarks | Minimum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Definite-lived trademarks | Maximum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 15 years | |
Patents | ||
Goodwill [Line Items] | ||
Finite-lived intangible assets, gross | $ 1,443 | 14,243 |
Patents | Minimum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 7 years | |
Patents | Maximum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 24 years | |
Customer relationships | ||
Goodwill [Line Items] | ||
Finite-lived intangible assets, gross | $ 0 | $ 24,700 |
Customer relationships | Minimum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 10 years | |
Customer relationships | Maximum | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 15 years |
Other Intangible Assets - Paten
Other Intangible Assets - Patent amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Amortization expense | $ 38 | $ 808 | $ 1,642 | $ 2,692 |
Other Intangible Assets - Futur
Other Intangible Assets - Future intangible amortization (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Remainder of 2020 | $ 23 |
2021 | 111 |
2022 | 111 |
2023 | 111 |
2024 | 61 |
Thereafter | 83 |
Finite-Lived Intangible Assets, Net | $ 500 |
Leases - Additional information
Leases - Additional information (Details) | Sep. 30, 2020term |
Leases [Abstract] | |
Operating lease, term of contract | 9 years |
Operating lease, number of renewal terms | 1 |
Operating lease, renewal term | 5 years |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease expense | $ 1,052 | $ 1,138 | $ 3,337 | $ 3,393 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Leases [Abstract] | |
ROU assets obtained in exchange for operating lease obligations | $ 3,079 |
Weighted average remaining operating lease term | 3 years 10 months 24 days |
Weighted average discount rate on operating leases | 4.59% |
Leases - Maturity (Details)
Leases - Maturity (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating leases | |
2020 - remaining | $ 938 |
2021 | 4,337 |
2022 | 4,164 |
2023 | 3,408 |
2024 | 3,509 |
Thereafter | 11,073 |
Total undiscounted lease payments | 27,429 |
Less imputed interest | (4,711) |
Total lease liabilities | $ 22,718 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Payroll and related liabilities | $ 7,875 | $ 2,929 |
Other | 8,068 | 4,704 |
Total accrued liabilities | $ 15,943 | $ 7,633 |
Product Warranties (Details)
Product Warranties (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Movement in Product Warranty Liability [Roll Forward] | ||
Balance, beginning of period | $ 5,717 | $ 5,575 |
Accruals | (1,425) | (3,721) |
Payments | (3,617) | (3,923) |
Balance, end of period | $ 3,525 | $ 5,373 |
Minimum | ||
Product Liability Contingency [Line Items] | ||
Product warranty period | 30 days |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 89,116 | $ 94,916 | $ 90,596 | $ 182,596 |
Current period other comprehensive income (loss) before reclassifications | 217 | (177) | 195 | (86) |
Amounts reclassified from accumulated other comprehensive loss | (108) | |||
Net other comprehensive income (loss) during period | 217 | (177) | 195 | (194) |
Ending balance | 123,446 | 86,307 | 123,446 | 86,307 |
Unrealized (Loss) Gain on Available-for-Sale Securities | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 0 | 0 | 0 | (6) |
Current period other comprehensive income (loss) before reclassifications | 0 | 0 | 0 | 19 |
Amounts reclassified from accumulated other comprehensive loss | (13) | |||
Net other comprehensive income (loss) during period | 0 | 0 | 0 | 6 |
Ending balance | 0 | 0 | 0 | 0 |
Gain (Loss) on Derivative Securities | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 0 | 0 | 0 | 223 |
Current period other comprehensive income (loss) before reclassifications | 0 | 0 | 0 | (128) |
Amounts reclassified from accumulated other comprehensive loss | (95) | |||
Net other comprehensive income (loss) during period | 0 | 0 | 0 | (223) |
Ending balance | 0 | 0 | 0 | 0 |
Foreign Currency Translation Adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (959) | (926) | (937) | (1,126) |
Current period other comprehensive income (loss) before reclassifications | 217 | (177) | 195 | 23 |
Amounts reclassified from accumulated other comprehensive loss | 0 | |||
Net other comprehensive income (loss) during period | 217 | (177) | 195 | 23 |
Ending balance | (742) | (1,103) | (742) | (1,103) |
Accumulated Other Comprehensive Loss | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (959) | (926) | (937) | (909) |
Ending balance | $ (742) | $ (1,103) | $ (742) | $ (1,103) |
Income (Loss) Per Share - Weigh
Income (Loss) Per Share - Weighted Average Number of Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Shares used to calculate basic income (loss) per share (in shares) | 30,038 | 29,728 | 29,914 | 29,660 |
Dilutive effect of outstanding stock options, performance stock units and restricted stock units (in shares) | 2,363 | 0 | 1,878 | 0 |
Shares used to calculate diluted income (loss) per share (in shares) | 32,401 | 29,728 | 31,792 | 29,660 |
Income (Loss) Per Share - Anti-
Income (Loss) Per Share - Anti-dilutive Common Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, weighted average, amount (shares) | 1,772 | 7 | 1,398 | 7 |
Anti-dilutive securities excluded from computation of diluted income per share (in shares) | 1 | 765 | 3 | 227 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, weighted average, amount (shares) | 591 | 0 | 480 | 76 |
Anti-dilutive securities excluded from computation of diluted income per share (in shares) | 4 | 534 | 41 | 85 |
Segment and Enterprise-wide I_3
Segment and Enterprise-wide Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | ||
Segment Reporting Information [Line Items] | ||||||
Number of operating segments | segment | 2 | |||||
Net sales | $ 155,391 | $ 61,708 | $ 363,301 | $ 205,112 | ||
Reconciliation of consolidated contribution to income (loss) from continuing operations: | ||||||
Operating expenses | (23,943) | (27,320) | (114,602) | (176,260) | ||
Income tax (expense) benefit | [1] | (9,398) | (55) | (3,610) | 8,786 | |
Income (loss) from continuing operations | 33,969 | (8,730) | 31,285 | (95,958) | ||
Assets | 279,012 | 279,012 | $ 220,479 | |||
Direct | ||||||
Reconciliation of consolidated contribution to income (loss) from continuing operations: | ||||||
Assets | 40,250 | 40,250 | 47,377 | |||
Retail | ||||||
Reconciliation of consolidated contribution to income (loss) from continuing operations: | ||||||
Assets | 124,830 | 124,830 | 148,965 | |||
Unallocated corporate | ||||||
Reconciliation of consolidated contribution to income (loss) from continuing operations: | ||||||
Assets | 113,932 | 113,932 | $ 24,137 | |||
Operating Segments | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 155,391 | 61,708 | 363,301 | 205,112 | ||
Contribution | 42,072 | (3,233) | 76,653 | (13,496) | ||
Operating Segments | Direct | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 61,194 | 16,197 | 158,768 | 83,745 | ||
Contribution | 17,588 | (8,693) | 36,392 | (19,569) | ||
Operating Segments | Retail | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 93,155 | 44,823 | 201,716 | 119,097 | ||
Contribution | 23,442 | 4,772 | 37,444 | 3,803 | ||
Operating Segments | Royalty | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 1,042 | 688 | 2,817 | 2,270 | ||
Unallocated royalty income, net | 1,042 | 688 | 2,817 | 2,270 | ||
Segment Reconciling Items | ||||||
Reconciliation of consolidated contribution to income (loss) from continuing operations: | ||||||
Operating expenses | 1,923 | (5,020) | (40,324) | (90,338) | ||
Other expense, net | (628) | (422) | (1,434) | (910) | ||
Income tax (expense) benefit | $ (9,398) | $ (55) | $ (3,610) | $ 8,786 | ||
[1] | (1) Income tax expense (benefit) for the quarter and nine months ended September 30, 2019 includes an immaterial correction to reduce income tax expense and the valuation allowance by $1.8 million. The correction reflects the impact of 2017 tax reform associated with the application of indefinite-lived deferred taxes to properly calculate the valuation allowance. |
Segment and Enterprise-wide I_4
Segment and Enterprise-wide Information - Concentration (Details) - Sales Revenue, Net - Customer Concentration Risk | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Amazon.com | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 22.90% | 18.70% | 18.90% | 14.10% |
Dick's Sporting Goods | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 19.30% | 10.20% |
Borrowings (Loan Agreement) (De
Borrowings (Loan Agreement) (Details) - USD ($) | Jan. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Feb. 01, 2022 | Mar. 29, 2019 |
Line of Credit Facility [Line Items] | |||||
Loss on debt extinguishment | $ 230,000 | $ 0 | |||
Line of Credit | JPMorgan Chase Bank, N.A. | ABL Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Maximum revolving secured credit line | $ 40,000,000 | ||||
Loss on debt extinguishment | 200,000 | ||||
Line of Credit | Wells Fargo Bank | |||||
Line of Credit Facility [Line Items] | |||||
Amount outstanding | $ 14,300,000 | ||||
Minimum liquidity covenant | $ 7,500,000 | ||||
Line of Credit | Wells Fargo Bank | ABL Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Maximum revolving secured credit line | 55,000,000 | ||||
Borrowing rate under agreement, at period end | 2.39% | ||||
Amount outstanding | $ 300,000 | ||||
Avaiable for borrowing under line of credit | $ 48,600,000 | ||||
Line of Credit | Wells Fargo Bank | Term Loan | |||||
Line of Credit Facility [Line Items] | |||||
Maximum revolving secured credit line | $ 15,000,000 | ||||
Borrowing rate under agreement, at period end | 5.14% | ||||
Amount outstanding | $ 14,000,000 | ||||
Scenario, Forecast | Line of Credit | Wells Fargo Bank | |||||
Line of Credit Facility [Line Items] | |||||
Minimum liquidity covenant | $ 5,000,000 | ||||
London Interbank Offered Rate (LIBOR) | Line of Credit | Wells Fargo Bank | Term Loan | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 5.00% | ||||
Minimum | London Interbank Offered Rate (LIBOR) | Line of Credit | Wells Fargo Bank | ABL Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 1.75% | ||||
Maximum | London Interbank Offered Rate (LIBOR) | Line of Credit | Wells Fargo Bank | ABL Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 2.25% |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Income Tax Disclosure [Abstract] | |
Discrete income tax expense (benefit), CARES Act, amount | $ (3.9) |
Discrete income tax expense (benefit), CARES Act, Amount | (14.00%) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | ||
Standby letters of credit outstanding | $ 1,700,000 | |
Loss contingency liability | 0 | |
Inventories | ||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | ||
Non-cancelable market-based purchase obligation | 240,300,000 | $ 28,400,000 |
Inventory, Held-For-Sale Orders | ||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | ||
Non-cancelable market-based purchase obligation | $ 13,800,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - USD ($) $ in Millions | Nov. 09, 2020 | Oct. 14, 2020 |
Shelf Registration | ||
Subsequent Event [Line Items] | ||
Securities to be issued, threshold amount | $ 100 | |
Octane Fitness | True Fitness Technology, Inc. | ||
Subsequent Event [Line Items] | ||
Sale of business, purchase price | $ 25 | |
Warranty liabilities to be assumed by buyer | 3 | |
Vendor recourse lease obligations to be assumed by buyer | 0.5 | |
Expected selling costs | $ 3 |