Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 30, 2021 | Apr. 30, 2021 | Jul. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 30, 2021 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Simply, Inc. | ||
Entity Central Index Key | 0001274032 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --01-30 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 6,560,989 | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding | 11,716,122 | ||
Entity Shell Company | false | ||
Entity File Number | 001-32217 | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 33-0599368 | ||
Entity Address, Address Line One | 2001 NW 84th Avenue | ||
Entity Address, City or Town | Miami | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33122 | ||
City Area Code | 786 | ||
Local Phone Number | 254-6709 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | SIMP | ||
Security Exchange Name | NONE | ||
Documents Incorporated by Reference | None. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 1,536 | $ 1,972 |
Restricted cash | 1,310 | 1,197 |
Trade accounts receivable, net of allowance for doubtful accounts of $6 and $17, respectively | 226 | 706 |
Other accounts receivable | 1,180 | 1,735 |
Inventory | 6,750 | 7,652 |
Prepaid assets | 386 | 877 |
Current assets of discontinued operations | 9 | 713 |
Total current assets | 11,397 | 14,852 |
Property and equipment, net | 1,301 | 808 |
Operating lease right-of-use assets | 9,121 | 8,760 |
Intangibles | 1,913 | 2,044 |
Goodwill | 699 | 699 |
Other assets | 292 | 245 |
Total assets | 24,723 | 27,408 |
Current liabilities: | ||
Accounts payable | 8,901 | 6,080 |
Accrued expenses and other current liabilities | 3,548 | 5,286 |
Current portion of operating lease liabilities | 2,717 | 2,768 |
Current portion of notes payable | 2,478 | 13,685 |
Notes payable - related party | 400 | |
Derivative liability | 2,527 | |
Current liabilities of discontinued operations | 868 | 2,225 |
Total current liabilities | 18,912 | 32,571 |
Long-term liabilities: | ||
Notes payable | 1,870 | |
Operating lease liabilities | 6,736 | 6,109 |
Total long-term liabilities | 8,606 | 6,109 |
Total liabilities | 27,518 | 38,680 |
Commitments and Contingencies (Note 11) | ||
Stockholders’ deficit: | ||
Preferred stock, $0.001 par value, 10,000 shares authorized; 2 shares issued and outstanding as of both periods presented. | ||
Common stock, $0.001 par value, 150,000 shares authorized; 11,465 and 4,378 shares issued and outstanding as of January 30, 2021 and February 1, 2020, respectively. | 11 | 4 |
Additional paid-in capital | 53,128 | 49,121 |
Accumulated other comprehensive loss | (15) | (201) |
Accumulated deficit | (55,919) | (60,196) |
Total stockholders’ deficit | (2,795) | (11,272) |
Total liabilities and stockholders’ deficit | $ 24,723 | $ 27,408 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jan. 30, 2021 | Feb. 01, 2020 |
Statement Of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 6,000 | $ 17,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 2,000 | 2,000 |
Preferred stock, shares outstanding | 2,000 | 2,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 11,465,000 | 4,378,000 |
Common stock, shares outstanding | 11,465,000 | 4,378,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 5,285 | $ 68,024 | $ 30,385 |
Cost of sales | 3,777 | 49,672 | 23,341 |
Gross profit | 1,508 | 18,352 | 7,044 |
Selling, general and administrative expenses | 2,358 | 27,197 | 20,293 |
Operating loss | (850) | (8,845) | (13,249) |
Other income (expense): | |||
Interest expense | (532) | (1,048) | (4,876) |
Gain (loss) on extinguishment of debt | 13,642 | (4,057) | |
Decrease (increase) in fair value of derivative liability | (807) | 543 | 6,233 |
Other income (expense), net | 160 | (600) | |
Income (loss) from continuing operations before provision for income taxes | (2,189) | 4,452 | (16,549) |
Provision for income taxes | 51 | 1 | |
Income (loss) from continuing operations | (2,189) | 4,401 | (16,550) |
Income (loss) from discontinued operations | 66 | (124) | (4,466) |
Net income (loss) | $ (2,123) | $ 4,277 | $ (21,016) |
Basic income (loss) per share: | |||
Continuing operations | $ (0.50) | $ 0.44 | $ (14.02) |
Discontinued operations | 0.02 | (0.01) | (3.78) |
Total | (0.48) | 0.43 | (17.80) |
Diluted income (loss) per share: | |||
Continuing operations | (0.50) | 0.44 | (14.02) |
Discontinued operations | 0.02 | (0.02) | (3.78) |
Total | $ (0.48) | $ 0.42 | $ (17.80) |
Weighted-average number of common shares outstanding: | |||
Basic | 4,378 | 9,929 | 1,181 |
Diluted | 4,378 | 10,078 | 1,181 |
Comprehensive income (loss): | |||
Net income (loss) | $ (2,123) | $ 4,277 | $ (21,016) |
Foreign currency translation adjustments | (85) | 22 | (58) |
Comprehensive income (loss) | $ (2,208) | $ 4,299 | $ (21,074) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) shares in Thousands, $ in Thousands | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2018 | $ (2,757) | $ 1 | $ 35,310 | $ (1,011) | $ (37,057) | |
Beginning Balance, shares at Dec. 31, 2018 | 32 | 779 | ||||
Debt exchange | 8,637 | $ 1 | 8,636 | |||
Debt exchange, shares | 1,680 | |||||
Warrant exercises | 1,154 | 1,154 | ||||
Warrant exercises, shares | 38 | |||||
Issuance of warrants and beneficial conversion feature with convertible debt | 750 | 750 | ||||
Conversions of preferred to common stock, shares | (30) | 30 | ||||
Stock-based compensation expense | 3,266 | $ 2 | 3,264 | |||
Stock-based compensation expense, shares | 1,851 | |||||
Foreign currency translation | (58) | (58) | ||||
Net income (loss) | (21,016) | (21,016) | ||||
Ending Balance at Dec. 31, 2019 | (10,024) | $ 4 | 49,114 | (1,069) | (58,073) | |
Ending Balance, shares at Dec. 31, 2019 | 2 | 4,378 | ||||
Elimination of other comprehensive loss from sale of foreign subsidiary | 953 | 953 | ||||
Stock-based compensation expense | 7 | 7 | ||||
Foreign currency translation | (85) | (85) | ||||
Net income (loss) | (2,123) | (2,123) | ||||
Ending Balance at Feb. 01, 2020 | (11,272) | $ 2 | $ 4 | 49,121 | (201) | (60,196) |
Ending Balance, shares at Feb. 01, 2020 | 4,378 | |||||
Debt exchange | 2,321 | $ 6 | 2,315 | |||
Debt exchange, shares | 5,969 | |||||
Warrant exercises | 226 | 226 | ||||
Warrant exercises, shares | 453 | |||||
Elimination of other comprehensive loss from sale of foreign subsidiary | 164 | 164 | ||||
Stock-based compensation expense | 1,332 | $ 1 | 1,331 | |||
Stock-based compensation expense, shares | 599 | |||||
Issuance of shares in payment of accrued severance and board fees | 163 | 163 | ||||
Issuance of shares in payment of accrued severance and board fees, shares | 134 | |||||
Issuance of shares from reverse stock split in lieu of fractional shares, shares | 2 | |||||
Stock repurchase | (28) | (28) | ||||
stock repurchase, shares | (70) | |||||
Foreign currency translation | 22 | 22 | ||||
Net income (loss) | 4,277 | 4,277 | ||||
Ending Balance at Jan. 30, 2021 | $ (2,795) | $ 11 | $ 53,128 | $ (15) | $ (55,919) | |
Ending Balance, shares at Jan. 30, 2021 | 2 | 11,465 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (2,123) | $ 4,277 | $ (21,016) |
Less: income (loss) from discontinued operations | 66 | (124) | (4,466) |
Income (loss) from continuing operations | (2,189) | 4,401 | (16,550) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 62 | 675 | 391 |
Accretion of debt discount | 373 | 666 | 3,519 |
Non-cash interest | 232 | 572 | |
Provision for (recovery of) bad debts | (22) | 90 | (19) |
Stock-based compensation | 8 | 1,332 | 3,265 |
Loss (gain) on debt conversion | (13,642) | 4,057 | |
Loss on disposal of fixed assets | 7 | ||
Provision for obsolete inventory | 36 | 493 | 540 |
Loss (gain) on derivative liability | 807 | (543) | (6,233) |
Impairment of right of use assets | 52 | ||
Change in operating assets and liabilities: | |||
Trade accounts receivable | 467 | 490 | 534 |
Other accounts receivable | (34) | 229 | (701) |
Inventory | (293) | 408 | 2,239 |
Prepaid assets | (32) | 462 | (298) |
Other assets | (56) | (9) | |
Accounts payable | 40 | 2,876 | 2,792 |
Accrued expenses and other current liabilities | (122) | (79) | 3,235 |
Operating lease right of use assets and lease liabilities | 20 | 303 | 69 |
Net cash used in continuing operating activities | (879) | (1,604) | (2,597) |
Net cash provided by (used in) discontinued operating activities | 299 | (605) | 332 |
Net cash used in operating activities | (580) | (2,209) | (2,265) |
Cash flows from investing activities: | |||
Purchase of property and equipment | (1,035) | (61) | |
Acquisition of Simply Mac, net of cash acquired (Note 14) | (5,145) | ||
Net cash used in investing activities | (1,035) | (5,206) | |
Cash flows from financing activities: | |||
Borrowings from notes payable | 3,098 | 8,051 | |
Borrowings from notes payable to related parties | 400 | ||
Cost of debt issuance | (190) | ||
Payment of notes payable | (825) | (811) | |
Sale of common stock | 226 | 1,154 | |
Net cash provided by financing activities | 2,899 | 8,204 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (85) | 22 | (58) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (665) | (323) | 675 |
Cash, cash equivalents and restricted cash, beginning of period | 3,834 | 3,169 | 3,159 |
Cash, cash equivalents and restricted cash, end of period | 3,169 | 2,846 | 3,834 |
Cash paid for interest | 89 | 71 | |
Cash paid for income taxes | 27 | 1 | |
Non-cash investing and financing activities: | |||
Conversion of account payable and accrued liabilities to equity | 163 | 164 | |
Conversion of notes payable and accrued interest to equity | 6,615 | 8,001 | |
Accounts receivable offset against conversion of accounts payable to equity | (228) | ||
Record operating lease right-of-use assets and operating lease liabilities | $ 1,510 | $ 3,647 | $ 5,397 |
Organization and Line of Busine
Organization and Line of Business | 12 Months Ended |
Jan. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Line of Business | Simply, Inc. (“Simply,” “we,” “us,” “our,” or the “Company”) was incorporated in February 1994 in the state of California under the name InfoSonics Corporation (“InfoSonics”) and reincorporated in September 2003 in the state of Maryland. On June 8, 2018, we changed our name to Cool Holdings, Inc., and on October 14, 2020, changed our name to Simply, Inc. On September 25, 2019, we acquired Simply Mac, Inc. (“Simply Mac”), the largest Apple ® Consequently, the results of Simply Mac are included in the Company’s consolidated financial statements for periods subsequent to the acquisition. Prior to its acquisition, Simply Mac operated on a 52-53 fiscal year ending on the Saturday closest to January 31 st Subsequent to December 31, 2019, we sold both of our international subsidiaries located in Argentina and the Dominican Republic in separate transactions. The sale of the Argentina subsidiary closed on January 31, 2020, and the sale of the Dominican Republic subsidiary closed on April 6, 2020. Both entities have been classified as discontinued operations in our consolidated financial statements. During the reporting periods, our business was comprised of two reportable segments: (1) our chain of Simply Mac retail consumer electronics stores authorized under the Apple Premier Partner program, and (2) Cooltech Distribution, an authorized distributor to our retail stores and other resellers of Apple products and other consumer electronic brands, that we shut down on August 1, 2020. Geographically, all our Simply Mac retail stores are located in the United States. Effective October 14, 2020, we effected a one-for-ten reverse split of our issued and outstanding common stock. All share and per share numbers in this report have been retroactively restated to account for the reverse split. |
Summary of Significant Accounti
Summary of Significant Accounting Policies; Prior Period Reclassification | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies; Prior Period Reclassification | NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES; PRIOR PERIOD RECLASSIFICATION Principles of Consolidation The Consolidated Financial Statements include the accounts of Simply, Inc. and our wholly owned subsidiaries. All material intercompany accounts and transactions are eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In preparing these financial statements, we have made our best estimates and judgments of certain amounts included in the financial statements. Changes in the estimates and assumptions used by us could have a significant impact on our financial results. Actual results could differ from those estimates. Revenue Recognition We recognize revenue in accordance with Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) In our retail stores, revenue is recognized at a point in time, which typically is at the time of sale, net of discounts and estimated returns, when collection is reasonably assured and the customer takes possession of the merchandise. Revenues do not include sales taxes or other taxes collected from customers. Products sold in our stores typically come with a manufacturer’s warranty, which is an obligation of the manufacturer. However, our stores also sell AppleCare+ and other third-party plans to customers that provide extended warranty coverage on their device purchases. Because the service to be provided to the consumer under these plans comes directly from third parties, we do not “obtain substantive control” of the service. Consequently, we act as the “agent” in the sales transaction rather than the “principal,” and record the transaction on a “net” basis with the cost being netted against the sale and only the margin being recorded as revenue. For our repair business, revenue is recognized at a point in time, typically upon completion of the repair, and any customer deposits are recorded as liabilities until the service is completed. The Company has elected to account for shipping and handling costs as fulfillment activities. Shipping and handling fees billed to customers are included in net sales. Shipping and handling costs associated with outbound freight are included in cost of sales. For sales by our Cooltech Distribution unit, revenue is recognized when control passes, which generally occurs upon delivery of the product to the customer. Revenue is recorded net of discounts and estimated returns. Foreign Currency Transactions Our now discontinued foreign subsidiaries in Argentina and the Dominican Republic had functional currencies that were not the U.S. Dollar. Assets and liabilities of such subsidiaries were translated to U.S. Dollars using exchange rates in effect at the balance sheet dates. Revenues and expenses were translated at average exchange rates in effect during the period. Translation adjustments were included in stockholders’ deficit in the accompanying consolidated balance sheets as a component of accumulated other comprehensive income (loss). For operations such as Argentina in highly inflationary economies, we used the U.S. dollar as the functional currency. Accordingly, monetary assets and liabilities were remeasured at exchange rates in effect at the balance sheet date, and non-monetary assets and liabilities are remeasured at historical exchange rates. Foreign currency transaction adjustments were reflected in loss on foreign currency translation included in discontinued operations on the accompanying statements of operations. During the year ended December 31, 2019, the Company recorded a loss on foreign currency translations and transactions of $384,000. Comprehensive Income (Loss) Comprehensive income (loss) as defined by U.S. generally accepted accounting principles (GAAP) includes all changes in equity (net assets) during a period from non-owner sources. The Company’s comprehensive income (loss) includes foreign currency translation adjustments, which are excluded from net income (loss) and are reported as a separate component of stockholders’ deficit as accumulated other comprehensive loss. Cash, Cash Equivalents and Restricted Cash For consolidated financial statement purposes, cash equivalents are defined as investments which have an original maturity of ninety days or less from the original date of purchase. Cash and cash equivalents consist of cash on hand, in-transit and in banks. The Company maintains its cash, cash equivalents and restricted cash balances in banks that from time to time exceed amounts insured by the Federal Deposit Insurance Corporation. As of January 30, 2021 and February 1, 2020, the Company maintained deposits totaling $1,573,000 and $1,526,000, respectively, with certain financial institutions in excess of federally insured amounts. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash. Amounts included in restricted cash are pledged as collateral to banks and restricted to use in support of letters of credit issued to vendors for inventory and other purchases. Below is a reconciliation of cash, cash equivalents and restricted cash at January 31, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 Cash and cash equivalents $ 1,536 $ 1,972 Restricted cash (short term) 1,310 1,197 Restricted cash (non-current) — — Total $ 2,846 $ 3,169 Trade Accounts Receivable Trade accounts receivable are comprised primarily of amounts due from the Company’s retail B2B customers and distribution customers. The Company provides for the possible inability to collect accounts receivable by recording an allowance for doubtful accounts. The Company writes off an account when it is considered to be uncollectible. The Company evaluates the collectability of its accounts receivable on an ongoing basis. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations, the Company records a specific allowance against amounts due to reduce the net recognized receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, the current business environment and the Company’s historical experience. The allowance for doubtful accounts was $6,000 and $17,000 at January 30, 2021 and February 1, 2020, respectively. Inventory Inventory is stated at the lower of cost (first-in, first-out) or net realizable value and consists primarily of consumer electronics and accessories. The Company writes down its inventory to net realizable value when it is estimated to be slow-moving or obsolete. For the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020, inventory write-downs were $493,000, $540,000 and $41,000, respectively. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. The Company provides for depreciation using the straight-line method over estimated useful lives of three to five years. Expenditures for maintenance and repairs are charged to operations as incurred while renewals and betterments are capitalized. Gains or losses on the sale of property and equipment are reflected in the statements of operations. Fair Value of Financial Instruments The Company measures its financial instruments in its financial statements at fair value or amounts that approximate fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure.” ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, not adjusted for transaction costs. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels giving the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels are described below: Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that is accessible by the Company; Level 2 Inputs – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly; Level 3 Inputs – Unobservable inputs for the asset or liability including significant assumptions of the Company and other market participants. The Company seeks to measure fair value based upon the lowest level of available input in the fair value hierarchy. When available, the Company uses quoted market prices to measure fair value. If market prices are not available, fair value measurement is based upon models that use primarily market-based or independently-sourced market parameters. If market observable inputs for model-based valuation techniques are not available, the Company makes judgments about assumptions market participants would use in estimating the fair value of the financial instrument. Carrying values of the Company’s cash, cash equivalents, restricted cash, trade and other accounts receivable, prepaid assets, accounts payable, accrued expenses and other current liabilities and notes payable – related party approximate their fair values due to the short-term nature and liquidity of these financial instruments. The Company estimates that the fair value of its notes payable approximates its carrying value based on significant level 2 observable inputs. As discussed in Note 8, in connection with the issuance by the Company during 2019 of certain convertible notes and warrants, as well as the conversion of certain notes into common stock and warrants, the conversion features and warrants were deemed to qualify as derivatives to be separately accounted for in accordance with ASC 815. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the year ended December 31, 2019, the transition period from January 1 to February 1, 2020 and the fiscal year ended January 30, 2021 (in thousands): Derivative Liability Balance, December 31, 2018 $ — Initial recognition of conversion features and warrants 7,954 Change in fair value of derivative liability (6,233 ) Balance, December 31, 2019 1,721 Change in fair value of derivative liability 807 Balance, February 1, 2020 2,528 Change in fair value of derivative liability (543 ) Derecognition of derivative liability upon debt conversion and cancellation of warrants (1,985 ) Balance, January 30, 2021 $ — Business Combinations We account for business combinations under the acquisition method of accounting. This method requires the recording of acquired assets and assumed liabilities at their acquisition date fair values. The excess of the purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Results of operations related to business combinations are included prospectively beginning with the date of acquisition and transaction costs related to business combinations are recorded within selling, general and administrative ("SG&A") expenses. Goodwill and Intangible Assets Goodwill represents the excess purchase price over tangible net assets and identifiable intangible assets acquired. Intangible assets are recorded apart from goodwill if they arise from a contractual right and are capable of being separated from the entity and sold, transferred, licensed, rented or exchanged individually. We are required to evaluate goodwill and other intangible assets not subject to amortization for impairment at least annually or when circumstances indicate the carrying value of the goodwill or other intangible assets might be impaired. Goodwill is assigned to reporting units for the purpose of impairment testing. We had two operating segments: our Simply Mac retail stores and our Cooltech Distribution unit. As noted above, our Cooltech Distribution unit was wound down on August 1, 2020. Our 2019 annual impairment test was performed on October 6, 2019, shortly after the acquisition of Simply Mac on September 25, 2019. It resulted in no impairment recognized. Our 2020 annual impairment test was performed on October 6, 2020, and resulted in no impairment recognized. In order to test goodwill for impairment, we compare a reporting unit’s carrying amount to its estimated fair value. If the reporting unit’s carrying value exceeds its estimated fair value, then an impairment charge is recorded in the amount of the excess, limited to the amount of the goodwill in the reporting unit. The estimated fair value of a reporting unit is determined based on a combination of enterprise market valuation methods including (1) income approach using discounted cash flow analysis based on our long-term financial forecasts, (2) market approach using data for comparable market transactions, and (3) asset approach valuing the individual assets of the reporting unit. The discounted cash flows analysis requires significant assumptions including, among others, a discount rate and a terminal value. The Company follows the guidance set forth in ASU 2017-04, Intangibles-Goodwill and Other (ASC Topic 350) Our definite-lived intangible assets consist primarily of trade names recorded as a result of business acquisitions. The estimated useful life and amortization methodology of intangible assets are determined based on the period in which they are expected to contribute directly to cash flows. Intangible assets that are determined to have a definite life are amortized over that period. During 2019, the Company determined that certain intangible assets were impaired and, accordingly, recorded impairment charges of $630,000, which amount is included in loss from discontinued operations. Stock-Based Compensation The Company’s share-based compensation plans are described in Note 12. The Company measures compensation cost for all employee stock-based awards at fair value on the date of grant and recognizes compensation expense, net of estimated forfeitures, over the requisite service period, usually the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model. The Company follows the guidance in ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting . Stock-based awards granted to consultants and non-employees are accounted for in the same manner as awards granted to employees and directors described above. Advertising Expense The Company expenses all advertising costs, including direct response advertising, as they are incurred. Advertising expense for the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020 was $410,000, $89,000 and $3,000, respectively. Income Taxes The Company recognizes deferred tax assets and liabilities for the future consequences of events that have been recognized in the Company’s financial statements or tax returns. The measurement of the deferred items is based on enacted tax laws. In the event the future consequences of differences between financial reporting bases and the tax bases of the Company’s assets and liabilities result in a deferred tax asset, the Company performs an evaluation of the probability of being able to realize the future benefits indicated by such asset. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion or the entire deferred tax asset will not be realized. In addition, the Company recognizes the financial statement impact of a tax position when it is more likely than not that the position will be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to tax uncertainties as operating expenses. Based on our evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in its financial statements. Earnings (Loss) Per Share The Company computes basic earnings (loss) per share by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similarly to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential additional common shares that were dilutive had been issued as determined by using the treasury stock method. Potentially dilutive securities include preferred stock, stock options and warrants. In periods when a net loss is incurred, no additional shares are included in the computation of diluted loss per share because the effect of inclusion would be anti-dilutive. Common shares from the potential exercise of certain options and warrants are excluded from the computation of diluted earnings (loss) per share when their exercise prices are greater than the Company’s weighted-average stock price for the period. For the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1 to February 1, 2020, the number of such shares excluded was 2,968,000 shares, 493,700 shares and 2,128,000 shares, respectively. In addition, for the year ended December 31, 2019 and the transition period from January 1 to February 1, 2020, because their inclusion would have been anti-dilutive to the loss calculation, common shares from exercise of 2,635,000 and 1,003,000, respectively, in-the-money warrants and preferred shares were excluded from the computation of net loss per share. All share and per share numbers in this report have been retroactively restated for the Company’s one-for-ten reverse stock split effected in October 2020. Geographic Reporting The Company allocates revenues to geographic areas based on the location where our retail stores are located or, in the case of Cooltech Distribution, the countries to which the product is shipped. Currently, all retail stores are located in the United States. Major Suppliers The Company purchases its Apple products either directly from Apple or from major distributors, depending on availability of product and credit lines at the time of purchase. Ultimately, Apple is the sole source of supply of Apple products, and the Company’s business is highly dependent on Apple for its supply of current and future products. Approximately 74% and 70% of the Company’s sales for the fiscal years ended January 30, 2021 and December 31, 2019, respectively, are comprised of sales of Apple products. In addition, the growth of our business is highly dependent upon our relationship with Apple in providing us with the licenses and approvals necessary to expand our footprint into various countries and regions around the world. Apple has very strict performance standards and guidelines that we must achieve and adhere to in order to be successful and continue to receive their support. Consequently, our performance deterioration or failure to adhere to their guidelines could jeopardize our strategy and adversely affect our financial performance. During the fiscal year ended January 30, 2021 and the transition period from January 1, 2020 to February 1, 2020, substantially all of the Company’s inventory purchases were made through two suppliers. During the year ended December 31, 2019, the Company’s three largest suppliers accounted for 52%, 19% and 14%, respectively, of total cost of sales. Concentrations of Credit Risk, Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. We maintain our cash and cash equivalents with various high-credit-quality financial institutions located primarily in the United States. Currently, the Company’s cash balances are kept primarily in demand accounts at these banks, but the Company may periodically invest excess cash in certificates of deposit or money market accounts in order to maintain safety and liquidity. The Company’s investment strategy generally results in lower yields on investments but reduces the risk to principal in the short term prior to these funds being used in its business. The Company has not experienced any material losses on financial instruments held at financial institutions. The Company’s retail stores sell primarily to end consumers, with periodic sales to corporate customers. The Company’s Cooltech Distribution segment sells primarily to resellers. The Company selectively provides credit to corporate and reseller customers in the normal course of business and generally requires no collateral. The Company performs ongoing credit evaluations of its customers and maintains reserves for potential credit losses based upon the Company’s historical experience related to credit losses and any unusual circumstances that may affect the ability of its customers to meet their obligations. The Company’s bad debt expenses have not been significant relative to its total revenues. No customer represented 10% or more of the Company’s total net sales during any of the periods presented. Two customers represented 10% or more of accounts receivable at January 30, 2021, individually representing 71% and 14% of receivables. Three customers represented 10% or more of accounts receivable at February 1, 2020, individually representing 47%, 19% and 10% of receivables. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” The guidance in ASU 2016-02 and subsequently issued amendments required lessees to capitalize virtually all leases with terms of more than twelve months on the balance sheet as a right-of-use asset and recognize an associated lease liability. Entities were allowed to apply the modified retrospective approach (1) retrospectively to each comparative period presented (comparative method) or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment (effective date method). ASU 2016‑02 was effective for public companies for interim and annual reporting periods beginning after December 15, 2018. The Company adopted the new standard on January 1, 2019 using the effective date method. Therefore, upon adoption, the Company recognized and measured leases without revising comparative period information or disclosures. The Company implemented the transition package of three practical expedients permitted within the standard, which among other things, allows for the carryforward of historical lease classifications. As a result of adopting the new standard on January 1, 2019, the Company recorded initial right-of-use assets of $4,642,000, which includes $304,000 related to discontinued operations, with a corresponding initial lease liability, which was also adjusted by reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s consolidated results of operations or cash flows. The Company enters into leases primarily for its retail stores, distribution center and corporate offices. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and lease expense for such leases are recognized on a straight-line basis over the lease term. The Company determines if an arrangement is a lease at inception and whether the lease meets the classification criteria of a finance or operating lease. The Company currently has no financing leases. Lease-related assets, or right-of-use assets, are recognized at the lease commencement date at amounts equal to the respective lease liabilities. Lease-related liabilities are recognized at the present value of the remaining contractual fixed lease payments, discounted using the Company’s incremental borrowing rates. Operating lease expense is recognized on a straight-line basis over the lease term, while variable lease payments are expensed as incurred. Where lease agreements contain renewal options, the Company does not recognize right-of-use assets or lease liabilities for renewal periods unless it is determined that the Company is reasonably certain of renewing the lease at inception or when a triggering event occurs. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain to be exercised. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. I n January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” The purpose of this ASU is to reduce the cost and complexity of evaluating goodwill for impairment. It eliminates the need for entities to calculate the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Under this ASU, an entity will perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying value exceeds the reporting unit’s fair value. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted the new standard on January 1, 2020, which adoption did not have a material impact on the Company’s consolidated financial condition or results of operations. 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,” which removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. ASU 2018-13 removes the following disclosure requirements: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and (ii) the entity’s valuation processes for Level 3 fair value measurements. ASU 2018-13 adds the following disclosure requirements: (i) provide information about the measurement uncertainty of Level 3 fair value measurements as of the reporting date rather than a point in the future, (ii) disclose changes in unrealized gains and losses related to Level 3 measurements for the period included in other comprehensive income, and (iii) disclose for Level 3 measurements the range and weighted average of the significant unobservable inputs and the way it is calculated. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted the new standard on January 1, 2020, which adoption did not have a material impact on the Company’s consolidated financial condition or results of operations. Other Accounting Standards Updates not effective until after January 30, 2021 are not expected to have a material effect on the Company’s financial position or results of operations. Prior Period Reclassifications Certain accounts in the Company’s consolidated balance sheet at December 31, 2019 were reclassified to conform to their presentation at February 1, 2020 and January 30, 2021. |
Going Concern Considerations
Going Concern Considerations | 12 Months Ended |
Jan. 30, 2021 | |
Going Concern Considerations [Abstract] | |
Going Concern Considerations | NOTE 3—GOING CONCERN CONSIDERATIONS In accordance with the guidance issued by the FASB under ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern, the Company is required to evaluate each reporting period whether there is substantial doubt about its ability to continue as a going concern. In evaluating the Company’s ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date the Company’s financial statements are issued. Management considered the Company’s current financial condition and liquidity sources, including current funds and available working capital, forecasted future cash flows and the Company’s conditional and unconditional obligations due within one year from the date of issuance of the financial statements. Because the Company has sustained significant losses over the past two years and its total liabilities exceed its total assets, management has substantial doubt that the Company could remain independent and continue as a going concern for the required period of time if it were not able to raise additional capital to fund its working capital needs and achieve positive cash flows from operations. These consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jan. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 4—DISCONTINUED OPERATIONS During the fourth quarter of 2018, the Company completed the closure of the verykool business segment that had been an old legacy business. Also, as discussed in Note 15, in early 2020, the Company sold OneClick Argentino, its business unit in Argentina, and Verablue Caribbean Group, its business unit in the Dominican Republic, which resulted in losses on sale of $13,000 and $136,000 in the transition period from January 1, 2020 to February 1, 2020 and in the fiscal year ended January 30, 2021, respectively. Consequently, these business units, plus OneClick International, the wholly owned parent of the two business units, are reported as discontinued operations in our consolidated financial statements for all periods presented. The results of discontinued operations for the year ended December 31, 2019 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ 47 $ 1 $ 8,029 $ 3,849 $ 11,926 Cost of sales 118 13 5,374 2,783 8,288 Gross profit (loss) (71 ) (12 ) 2,655 1,066 3,638 Selling, general and administrative expenses (16 ) 501 2,703 1,057 4,245 Goodwill and intangible impairments — 630 — — 630 Operating income (loss) (55 ) (1,143 ) (48 ) 9 (1,237 ) Loss on assets held for sale — — (1,932 ) (698 ) (2,630 ) Other income (expense), net 25 (14 ) (678 ) (8 ) (675 ) Loss from discontinued operations before income taxes (30 ) (1,157 ) (2,658 ) (697 ) (4,542 ) Provision (benefit) for income taxes (2 ) — — 78 76 Net loss from discontinued operations $ (32 ) $ (1,157 ) $ (2,658 ) $ (619 ) $ (4,466 ) The results of discontinued operations for the transition period from January 1, 2020 to February 1, 2020 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ — $ — $ 821 $ 334 $ 1,155 Cost of sales 8 — 544 223 775 Gross profit (loss) (8 ) — 277 111 380 Selling, general and administrative expenses 2 1 203 81 287 Operating income (loss) (10 ) (1 ) 74 30 93 Other income (expense), net — — (21 ) (6 ) (27 ) Income (loss) from discontinued operations before income taxes (10 ) (1 ) 53 24 66 Provision for income taxes — — — — — Net income (loss) from discontinued operations $ (10 ) $ (1 ) $ 53 $ 24 $ 66 The results of discontinued operations for the year ended January 30, 2021 are as follows (in thousands): Verykool OneClick International Verablue Caribbean TOTAL Net sales $ — $ — $ 408 $ 408 Cost of sales — — 319 319 Gross profit — — 89 89 Selling, general and administrative expenses 19 (41 ) 165 143 Operating income (loss) (19 ) 41 (76 ) (54 ) Other income (expense), net 59 — (129 ) (70 ) Income (loss) from discontinued operations before income taxes 40 41 (205 ) (124 ) Provision for income taxes — — — — Net income (loss) from discontinued operations $ 40 $ 41 $ (205 ) $ (124 ) |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | NOTE 5—PROPERTY AND EQUIPMENT Property and equipment consisted of the following as of the dates presented (in thousands): January 30, 2021 February 1, 2020 Machinery and equipment $ 240 $ 225 Furniture and fixtures 666 371 Leasehold improvements 1,566 872 Subtotal 2,472 1,468 Less accumulated depreciation and amortization (1,171 ) (660 ) Total $ 1,301 $ 808 Depreciation and amortization expense of property and equipment was $534,000 and $354,000 for the fiscal years ended January 30, 2021 and December 31, 2019, respectively, and was $51,000 for the transition period from January 1, 2020 to February 1, 2020. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jan. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | NOTE 6—GOODWILL AND INTANGIBLE ASSETS The Company’s goodwill and definite-lived intangible assets arose primarily from the acquisition of Simply Mac on September 25, 2019. The intangible assets are comprised of the Simply Mac tradename, that is being amortized over 15 years, and the simplyinc.com domain name, that is being amortized over 5 years. The carrying value of the intangible assets consisted of the following as of the dates presented (in thousands): January 30, 2021 February 1, 2020 Simply Mac Tradename $ 2,092 $ 2,092 SimplyInc Domain Name 10 — Subtotal 2,102 2,092 Less accumulated amortization (189 ) (48 ) Total $ 1,913 $ 2,044 Amortization expense of intangible assets for the fiscal years ended January 30, 2021 and December 31, 2019 was $141,000 and $37,000, respectively. Amortization expense for the transition period from January 1, 2020 to February 1, 2020 was $11,000. The carrying amount of goodwill at January 30, 2021 and February 1, 2020 amounted to $699,000. The Company performs an impairment test of goodwill on an annual basis during the fourth quarter, or when circumstances indicate that the carrying value of goodwill might be impaired. Due to the various impacts of COVID-19 to the Company’s business during the fiscal year ended January 30, 2021, including the temporary closure and limited operating hours of the Company’s stores beginning in late March 2020, the Company determined triggering events had occurred for certain of the Company’s long-lived asset groups that required an interim impairment assessment during the period. This analysis did not result in impairment charges related to long-lived assets and operating lease right of use assets. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jan. 30, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | NOTE 7—ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES As of January 30, 2021 and February 1, 2020, accrued expenses consisted of the following (in thousands): January 30, 2021 February 1, 2020 Accrued compensation (wages, benefits, severance, vacation) $ 1,187 $ 1,457 Customer deposits and overpayments 880 154 Accrued product costs — 199 Accrued interest 113 956 Accrued sales taxes 561 711 Accrued income taxes 243 220 Other accruals 564 1,589 Total $ 3,548 $ 5,286 |
Notes Payable
Notes Payable | 12 Months Ended |
Jan. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 8—NOTES PAYABLE Notes payable consisted of the following at January 30, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 0% convertible note due January 2021 $ — $ 91 6% promissory note due December 2020 — 500 12% convertible notes due October 2019 — 1,775 12% convertible notes due November 2019 — 400 12% convertible notes due May 2020 — 1,500 12% convertible notes due July, August and September 2020 — 4,235 12% secured promissory note due September 2020 — 7,858 6% promissory note due February 2024 1,250 — 1% promissory note due April 2022 3,098 — Total face amount 4,348 16,359 Unamortized discount — (2,674 ) Total carrying value 4,348 13,685 Amount classified as current 2,478 13,685 Amount classified as long-term $ 1,870 $ — Maturities of long-term debt are as follows: FY2022 - $2,478,000; FY2023 - $620,000 and FY2025 - $1,250,000. In January 2018, the Company issued an aggregate of $1,000,000 of 3-year 0% convertible notes and warrants. The notes were convertible into an aggregate of 57,029 shares of common stock of the Company and the warrants were exercisable for 57,029 shares of common stock of the Company at an exercise price of $91.50 per share. The Company valued the debt and the warrants in accordance with ASC 470-20-25-2 using a binomial option pricing model for the warrants, and the conversion feature, which was determined to be a Beneficial Conversion Feature, was recorded at fair value based on the difference between the closing market price of the Company’s stock on the date of the transaction and the implied conversion price in the fair value of the debt. The valuation assumed a 105% volatility rate of the Company’s common stock, a risk-free interest rate of 2.20% and a credit spread of 7.70%. The warrants were assigned a value of $127,000 and the conversion feature was assigned a value of $144,000. The remaining value of $729,000 was assigned to the debt. The aggregate discount of $271,000 was amortized to interest expense over the 3-year life of the notes on a straight-line basis. In connection with a debt exchange on August 15, 2018, holders of an aggregate principal amount of $725,000 of the notes converted their notes to common stock,. In connection with another debt exchange in October 2019 (see Note 12), holders of an aggregate principal amount of $184,000 of the notes converted their notes into common stock, leaving a principal balance of $91,000 outstanding at December 31, 2019. The unamortized discount related to the converted notes amounted to $15,000, which amount was included in the loss on debt extinguishment. In connection with a subsequent debt exchange in March 2020 (see Note 12), the holder of the final remaining $91,000 note converted its note into common stock. The unamortized discount related to the converted note of $5,000 was included in the gain on debt extinguishment. Accretion of the discount on these notes for the fiscal years ended January 30, 2021 and December 31, 2019 amounted to $1,000 and $33,000, respectively. No accretion was recorded in the transition period from January 1, 2020 to February 1, 2020. In April 2018, the Company issued a $1,000,000 installment note bearing interest at 4.02% per annum due April 30, 2021. The note specified varying monthly payments of principal and interest through 2021. By October 2019, the Company had paid down the principal balance to $704,000. In connection with the debt exchange in October 2019 (see Note 12), $204,000 of the note plus accrued interest was converted into common stock, leaving an outstanding balance of $500,000. In March 2020, the note was amended so that the outstanding balance plus accrued interest at 6% from March 24, 2020 was due on December 31, 2020. The note was paid in full during December 2020. In September 2018, the Company entered into a Note Consolidation Agreement with a lender in which 12 promissory notes and associated accrued interest were consolidated into a single unsecured 8% promissory note in the principal amount of $2,107,000. The notes were due in a lump sum on March 31, 2021 with interest compounding annually. Because the present value of the cash flows under the terms of the new debt instrument was less than 10% different from the present value of the aggregate remaining cash flows under the terms of the original instruments, the debt instruments were not considered to be substantially different and the transaction was not considered a debt extinguishment. In connection with the debt exchange in October 2019 (see Note 12), this note plus accrued interest was converted into common stock. In October 2018, the Company issued an aggregate of $4,000,000 of 1-year 12% convertible notes and warrants. The notes were convertible at the option of the holder after six months from the date of issuance into an aggregate of 94,118 shares of common stock of the Company and the warrants were exercisable for 47,059 shares of common stock of the Company at an exercise price of $42.50 per share. The Company valued the debt and the warrants in accordance with ASC 470-20-25-2 using a binomial option pricing model for the warrants, and the conversion feature, which was determined to be a Beneficial Conversion Feature, was recorded at fair value based on the difference between the closing market price of the Company’s stock on the date of the transaction and the implied conversion price in the fair value of the debt. The valuation assumed a 90% volatility rate of the Company’s common stock, a 25% discount on the value of the underlying stock due to trading restrictions, and a risk-free interest rate of 2.47%. The warrants were assigned a value of $769,000 and the conversion feature was assigned a value of $1,173,000. The remaining value of $2,058,000 was assigned to the debt. The aggregate discount of $1,942,000 is being amortized to interest expense over the 1-year life of the notes on a straight-line basis, which approximates the effective interest method. In connection with the debt exchange in October 2019 (see Note 12), holders of an aggregate principal amount of $2,225,000 of the notes converted their notes plus accrued interest into common stock, leaving a principal balance of $1,775,000 outstanding at December 31, 2019 and February 1, 2020. The unamortized discount related to the converted notes amounted to $8,000, which amount was included in the loss on debt extinguishment. In connection with the debt exchange in March 2020 (see Note 12), $1,700,000 of the remaining balance plus accrued interest was converted into common stock, and the remaining $75,000 note was amended so that the outstanding balance plus accrued interest at 6% from November 1, 2019 was due on June 30, 2020, which payment was timely made. Discount accretion on these notes for the fiscal year ended December 31, 2019 amounted to $1,610,000. In November 2018, the Company issued an aggregate of $1,220,000 of 1-year 12% convertible notes and warrants. The notes were convertible at the option of the holder after six months from the date of issuance into an aggregate of 27,727 shares of common stock of the Company and the warrants are exercisable for 13,864 shares of common stock of the Company at an exercise price of $44.00 per share. The Company valued the debt and the warrants in accordance with ASC 470-20-25-2 using a binomial option pricing model for the warrants. The conversion feature was not assigned any value as the implied conversion price in the fair value of the debt was higher than the closing market price of the Company’s stock on the date of the transaction. The valuation assumed a 90% volatility rate of the Company’s common stock, a 25% discount on the value of the underlying stock due to trading restrictions, and a risk-free interest rate of 2.52%. The warrants were assigned a value of $118,000 and the remaining value of $1,102,000 was assigned to the debt. The discount of $118,000 was amortized to interest expense over the 1‑year life of the notes on a straight-line basis. In connection with the debt exchange in October 2019 (see Note 12), holders of an aggregate principal amount of $820,000 of the notes converted their notes plus accrued interest into common stock, leaving a principal balance of $400,000 outstanding at December 31, 2019 and February 1, 2020. The unamortized discount related to the converted notes amounted to $5,000, which amount was included in the loss on debt extinguishment. In connection with the debt exchange in March 2020 (see Note 12), the remaining balance plus accrued interest was converted into common stock. Accretion of the discount for the fiscal year ended December 31, 2019 amounted to $104,000. In May 2019, the Company issued an aggregate of $3,500,000 of 1-year 12% convertible notes and warrants. The notes were convertible at the option of the holder after six months from the date of issuance into an aggregate of 125,900 shares of common stock of the Company and the warrants are exercisable for 62,950 shares of common stock of the Company at an exercise price of $27.20 per share. The Company valued the debt and the warrants in accordance with ASC 470-20-25-2 using a binomial option pricing model for the warrants, and the conversion feature, which was determined to be a Beneficial Conversion Feature, was recorded at fair value based on the difference between the closing market price of the Company’s stock on the date of the transaction and the implied conversion price in the fair value of the debt. The valuation assumed a 105% volatility rate of the Company’s common stock, a 30% discount on the value of the underlying stock due to trading restrictions, and a risk-free interest rate of 2.33%. The warrants were assigned a value of $507,000 and the conversion feature was assigned a value of $243,000. In addition, the Company incurred fundraising costs of $190,000, which were recorded as an additional discount. The remaining value of $2,750,000 was assigned to the debt. The aggregate discount of $940,000 was amortized to interest expense over the 1-year life of the notes on a straight-line basis, which approximated the effective interest method. In connection with the debt exchange in October 2019 (see Note 12), holders of an aggregate principal amount of $2,000,000 of the notes converted their notes plus accrued interest into common stock, leaving a principal balance of $1,500,000 outstanding at December 31, 2019 and February 1, 2020. The unamortized discount related to the converted notes amounted to $304,000, which amount was included in the loss on debt extinguishment. In connection with the debt exchange in March 2020 (see Note 12), the remaining balance plus accrued interest was converted into common stock. The unamortized discount related to the converted notes amounted to $57,000, which amount was included in the gain on debt extinguishment. Accretion of the discount for the fiscal years ended January 30, 2021 and December 31, 2019 amounted to $60,000 and $485,000, respectively. Accretion of the discount for the transition period from January 1, 2020 to February 1, 2020 was $34,000. In July, August and September 2019, the Company issued a number of tranches of 1-year 12% convertible notes and warrants with an aggregate principal amount of $4,551,000. The notes and warrants were convertible/exercisable at the option of the holders into the Company’s shares of common stock at any time during their respective exercisability period commencing on the date the Company obtains shareholder or other required regulatory approvals to permit the conversion of the notes (the “Approval Date”). The funds raised from the issuance of these notes were used to finance the acquisition of Simply Mac. At the time of issuance of the notes, both the note conversion prices and the warrant exercise prices were structured to be a discount to the current market price of the Company’s stock, certain notes at a 20% discount to the 5-day closing average price and others at a 30% discount to the 2-day volume weighted average price. However, in order to issue the convertible notes and warrants below market, shareholder approval was required according to Nasdaq rules to which the Company was subject at the time. Consequently, the trigger date for the conversion and warrant pricing was set as the Approval Date. In accordance with ASC 815, the conversion options embedded in the respective notes meet the criteria of a derivative instrument liability and are bifurcated from the host debt contract. Similarly, the warrants meet the criteria of a freestanding derivative instrument liability. Accordingly, the notes and warrants are recorded at fair value as of the respective issuance dates and marked-to-market at subsequent reporting dates with the changes recorded as gains or losses. Based on facts and circumstances as of the respective measurement dates, a Monte-Carlo 2018, immediately following the announcement of completion of the Cooltech merger and related stock split. It was noted that the Company did not have any exchange-traded options since the merger from which to obtain an implied volatility. ertain adjustments were then applied to the full-observed historical volatility in the form of excluding the effects of the Company’s extraordinarily-significant announcements and events during such period and capturing market participants’ views of pricing convertible notes (compared to own non-convertible debt with similar maturity or publicly-traded comparable debt issuances) and illiquid shares and warrants. Considering the utilization of unobservable inputs, as defined by ASC 820 , the fair value of the notes and warrants as of the respective issuance dates and at December 31, 2019 are level 3 measurements. As a result of the valuation methodology, the conversion feature was assigned a value of $2,471,000 and the warrants were assigned a value of $1,897,000. The remaining value of $182,000 was assigned to the debt. The aggregate discount of $4,368,000 was amortized to interest expense over the 1-year On September 25, 2019, in connection with the acquisition of Simply Mac discussed in Note 14, the Company issued a $7,858,000 secured promissory note to GameStop. The note bore interest at a rate equal to 12% per annum and called for the Company to make four equal installment payments of $1,965,000, plus accrued interest, on each 3 month anniversary of the note. The note was secured by, among other things, the Simply Mac inventory and accounts receivable. The first installment payment was due on December 25, 2019, but the Company was unable to make the payment. Consequently, at December 31, 2019, the note was in default, and GameStop provided the Company with an official Notice of Default on January 15, 2020. On March 11, 2020, the Company and GameStop entered into an agreement to amend and restate the promissory note. On April 16, 2020, the Company secured a $3,098,000, 2-year loan from a regional bank (the “Lender”) pursuant to the U.S. Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”) under Title I of the Coronavirus Aid, Relief, and Economic Security Act passed by Congress and signed into law on March 27, 2020 (“CARES Act”). The note bears interest at 1.0% per annum and no payments were due for the first six months. In accordance with the applicable provisions of the CARES Act, on October 19, 2020, the Company filed its forgiveness application (the “Application”) with the Lender. The Company certified in the Application that 100% of the loaned funds were utilized during the 24-week covered period commencing April 16, 2020 to pay for qualified payroll and payroll related costs, and as such, requested that the entire principal balance be forgiven. The forgiveness application has been approved by the lender, and the Company is awaiting SBA approval and funding to extinguish the loan. Interest expense for notes payable for the fiscal years ended January 30, 2021 and December 31, 2019 amounted to $1,048,000 and $4,867,000, respectively, including accretion of discounts of $668,000 and $3,519,000, respectively. Interest expense for the transition period from January 1, 2020 to February 1, 2020 was $532,000, including discount accretion of $373,000. Derivative Liability: As noted above, the $4,368,000 discount applied against the July, August and September convertible notes to account for the convertibility feature and warrants was recorded as a derivative liability on the Company’s balance sheet. At December 31, 2019, although the Company was no longer subject to Nasdaq requirements for shareholder approval, it was determined that the conversion features and warrants did not have fixed conversion or exercise prices. Accordingly, these instruments continued to be accounted for as derivative liabilities. The Company used the same methodology as described above to value the derivative liabilities at December 31, 2019. In connection with the debt exchange in October 2019 (see Note 12), the Company issued warrants valued at $3,586,000 that were also recorded as derivative liabilities. These warrants were valued at issuance date and at each subsequent measurement date utilizing the methodology described in Note 12, and are level 3 measurements. Total derivative liabilities of $7,954,000 were marked-to-market at December 31, 2019, February 1, 2020 and at March 31, 2020, the date the underlying notes were exchanged (see Note 12). The changes resulted in an increase in value of $806,000 at February 1, 2020 that was recorded as other expense in the Company’s statement of operations for the transition period from January 1 to February 1, 2020, and resulted in a decrease in value of $543,000 at March 31, 2020 that was recorded as other income for the fiscal year ended ended January 30, 2021. |
Notes Payable To Related Partie
Notes Payable To Related Parties | 12 Months Ended |
Jan. 30, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable to Related Parties | NOTE 9—NOTES PAYABLE TO RELATED PARTIES On January 21, 2021, the Company’s Simply Mac subsidiary issued a $400,000 unsecured short-term promissory note to Taylor Capital LLC that was outstanding at January 30, 2021. The note was scheduled to mature, and become due and payable in full, on April 21, 2021 together with a one-time fee of $20,000 plus accrued interest at the rate of 18% per annum compounded monthly. Taylor Capital is wholly owned by Kevin Taylor, the chairman of the Company’s Board of Directors. Interest expense on the note for the fiscal year ended January 30, 2021 was $22,000. In March 2021, the note and all accrued interest and fees were repaid in advance of its maturity. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 10—INCOME TAXES The Company is subject to U.S. federal income tax, as well as income tax in multiple states and foreign jurisdictions. For all major taxing jurisdictions, the tax years 2016 through 2020 remain open to examination by the taxing authorities due to the carryforward of unutilized net operating losses. As of January 30, 2021, the Company does not expect any material changes to unrecognized tax positions within the next twelve months. Components of the income tax provision are as follows for the fiscal years ended January 30, 2021 and December 31, 2019 and the transition period from January 1, 2020 to February 1, 2020 (in thousands): Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Current tax provision: Federal $ — $ — $ — State 51 1 — Total 51 1 — Deferred tax provision: Federal — — — State — — — Total — — — Total provision for income taxes $ 51 $ 1 $ — A reconciliation of income taxes computed by applying the federal statutory income tax rate of 21.0% to income (loss) from continuing operations before income taxes to the recognized income tax provision reported in the accompanying consolidated statements of operations is as follows for the fiscal years ended January 30, 2021 and December 31, 2019 and the transition period from January 1, 2020 to February 1, 2020 (in thousands): Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Income tax at U.S. federal statutory rate $ 936 $ (3,475 ) $ (460 ) State taxes, net of federal benefit 51 1 — Non-deductible (non-taxable) items, net (2,475 ) 908 1 Foreign income tax rate differential — 37 — Valuation allowance 13 2,013 456 Expiration of net operating losses 1,966 — — Other (440 ) 517 3 Total provision for income taxes $ 51 $ 1 $ — Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company has recorded a full valuation allowance against its deferred tax assets, as realization of such assets is uncertain based on the Company’s history of operating losses. Significant components of deferred tax assets and liabilities are shown below (in thousands): January 30, 2021 February 1, 2020 Non-current deferred tax assets: Net operating loss $ 3,959 $ 5,676 Accrued compensation 527 354 Lease liability 2,396 2,250 Derivative liability — 641 Interest expense 597 553 Intangible assets 1,131 856 Other accruals and reserves 470 370 Total 9,080 10,700 Valuation allowance (6,009 ) (7,060 ) Net deferred tax assets 3,071 3,640 Deferred tax liabilities: Depreciation (761 ) (740 ) Right of use assets (2,310 ) (2,224 ) Debt discount — (676 ) Net deferred tax liabilities (3,071 ) (3,640 ) Net deferred tax accounts $ — $ — At January 30, 2021, the Company had available net operating loss carryforwards of approximately $26,000,000 for federal income tax purposes, of which $17,000,000 were generated after 2017 and can be carried forward indefinitely under the Tax Cuts and Jobs Act. The remaining federal net operating losses of $9,000,000, which were generated prior to 2018, will start to expire in 2027 if not utilized. Approximately $17,800,000 of the Company’s federal net operating loss carryforward was attributable to continuing operations, and approximately $8,200,000 was attributable to discontinued operations. At January 30, 2021, the Company had available net operating loss carryforwards for state tax purposes of approximately $6,500,000 that will begin to expire in 2023 if not utilized. Utilization of the net operating loss carryforwards may be subject to a substantial annual limitation due to ownership change limitations that may have occurred, or that occur in the future, as required by Section 382 of the Internal Revenue Code of 1986, as amended, as well as similar state provisions. These ownership changes may limit the amount of the net operating loss carryover that can be utilized annually to offset future taxable income. In general, an “ownership change” as defined by Section 382 results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percentage points of the outstanding stock of a company by certain stockholders. The Company believes that ownership changes occurred in December 2016, March 2018 and August 2018. As a result, the deferred tax asset associated with the Company’s federal and state net operating loss carryforward has been reduced based on the estimated amount of the Section 382 limitation. The Company estimates that approximately $17.3 million of its federal and state net operating loss carryforwards cannot be used in future years. Following the Company’s adoption on January 1, 2007 of ASC 740-10 regarding accounting for uncertainty in income taxes, the Company made a comprehensive review of its portfolio of uncertain tax positions in accordance with the guidance. In this regard, an uncertain tax position represents the Company’s expected treatment of a tax position taken in a filed tax return, or planned to be taken in a future tax return, that has not been reflected in measuring income tax expense for financial reporting purposes. As a result of that review, the Company concluded there were no uncertain tax positions and no cumulative effect on retained earnings at the time of adoption. Subsequent to that date of adoption through January 30, 2021, the Company has continued to evaluate its tax positions and concluded that it has not had any material uncertain tax positions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11—COMMITMENTS AND CONTINGENCIES Leases The Company leases its retail stores, distribution center and corporate and administrative office facilities under operating lease agreements which expire through June 2027. Stores range in size from small stores of only 1,000 sq.ft. to larger stores of up to 5,200 sq.ft. Store leases typically provide for an initial lease term of three to five years, while certain leases have terms of up to ten years. Certain leases have provisions calling for percentage rent, in addition to base rent, once sales exceed a minimum threshold. However, the Company believes that the minimum thresholds in such leases exceed the level of sales expected to be generated by the stores during the term of the lease. Certain leases also contain renewal options, but such options are not recognized by the Company as part of its right-of-use assets or lease liabilities because the Company does not believe it is reasonably certain it will exercise such options, due to the uncertainty of future store financial performance or the ability of the property to generate sufficient customer traffic. Operating lease expense for the fiscal years ended January 30, 2021 and December 31, 2019 was $4,547,000 and $2,212,000, respectively, and for the transition period from January 1, 2020 to February 1, 2020 was $418,000. Cash paid for lease liabilities for the fiscal years ended January 30, 2021 and December 31, 2019 was $3,790,000 and $1,691,000, respectively, and for the transition period from January 1, 2020 to February 1, 2020 was $291,000. There were no variable lease costs during any of the reporting periods, but the Company received $250,000 in rent abatement credits related to COVID-19 during the fiscal year ended January 30, 2021. Supplemental lease information as of January 30, 2021 is as follows ($ in thousands): Operating right of use assets $ 9,121 Current operating lease liabilities $ 2,717 Long-term operating lease liabilities $ 6,736 Weighted-average remaining lease term in years 3.90 Weighted-average discount rate 12 % As of January 30, 2021, maturities of lease liabilities are as follows (in thousands): Fiscal Years Ending January, 2022 $ 3,677 2023 2,811 2024 2,218 2025 1,531 2026 1,065 Thereafter 602 Total lease payments 11,904 Less: interest (2,451 ) Total 9,453 Less: current portion 2,717 Long-term portion $ 6,736 Security Agreement On October 2, 2020, the Company entered into a security agreement with its primary inventory supplier of Apple products that are sold in the Company’s Simply Mac retail electronics stores and on the Simply Mac eCommerce site. Under the agreement, the Company granted the supplier a security interest in collateral comprised of substantially all of the Company’s assets including inventory, accounts receivable, fixed assets and other items. In exchange for entering into the agreement, the supplier increased the Company’s line of credit from $3 million to $6.6 million. At January 30, 2021, the Company’s outstanding payable with this vendor amounted to $6,016,000. Litigation The Company has historically and may become involved in certain legal proceedings and claims which arise in the normal course of business. As of the filing date of this report, the Company did not have any significant litigation outstanding. Employee Agreements and Compensation The Company provides a 401(k) retirement savings plan for certain full-time employees in the U.S. Those employees are eligible to participate after 90 days of service with the Company. The Company does not currently provide matching contributions. The Company has entered into employment agreements with its officers which could subject the Company to the payment of severance compensation in the event the employees are terminated without cause. |
Stockholders' Deficit
Stockholders' Deficit | 12 Months Ended |
Jan. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Deficit | NOTE 12—STOCKHOLDERS’ DEFICIT Preferred Stock The Company has authorized the issuance of 10,000,000 shares of 0% Series A Convertible Preferred Stock. As of January 30, 2021, a total of 2,000 shares were outstanding. The preferred shares rank senior to the common stock with respect to the preferences as to dividends, distributions and payments upon the liquidation, dissolution and winding-up of the Company, and are entitled to vote on all shareholder matters. The preferred shares are essentially convertible into common stock of the Company on a one-for-one basis at the election of the holder. At the outset of 2019, 32,000 preferred shares were outstanding, and in September 2019, the holder of 30,000 preferred shares converted its preferred shares into common shares. Common Stock and Warrants The Company has authorized the issuance of 150,000,000 shares of common stock. As of January 30, 2021, a total of 11,465,000 shares were outstanding. On January 9, 2019, the Company entered into a fee settlement agreement with a vendor to whom it owed $164,000. In the agreement, the parties agreed to satisfy this obligation by the Company issuing to the vendor 9,345 restricted common shares and warrants to purchase 9,345 common shares at $16.40 per share. The warrants are exercisable beginning July 9, 2019 and expire January 9, 2022. The fair value of the restricted stock on the date of issuance was estimated to be $114,000 using a 25% discount for trading restrictions computed using a risk-free interest rate of 2.52% for the 6-month hold period and an expected volatility of 90% based on the Company’s historical stock price fluctuation. The fair value of the warrants was estimated on the date of issuance at $59,000 using the Black-Scholes pricing model and assuming a 90% volatility rate and a risk-free interest rate of 2.54% based on the 3-year U.S. Treasury rate then in effect. The combined value of the stock and warrants was $173,000, and the Company recorded a loss on extinguishment of debt of $9,000. During March 2019, holders of warrants on 38,217 shares of the Company’s common stock exercised the warrants at the strike price of $30.20 per share, which resulted in aggregate cash proceeds to the Company of $1,154,000. On September 30, 2019, the holder of 30,000 shares of preferred stock converted the shares into an equal number of shares of common stock. During October 2019, the Company entered into exchange agreements with the holders of certain then outstanding promissory and convertible notes in the principal amount of $7,852,000 and related accrued interest of $668,000. The carrying value of the debt at the time of extinguishment was $7,461,000. The aggregate amount owed of $8,520,000 was exchanged into 1,671,000 shares of common stock at $5.10 per share and 1,540,000 warrants to purchase common stock at $5.10 per share. The warrants, which have a cashless exercise feature, are exercisable beginning on the exchange date and expire in 3 years. The Exchange was made in reliance on the exemption from the registration requirements of the Securities Act of 1933 (the “Act”), as amended, provided by Section 3(a)(9) of the Act. All of the common stock issued in the transaction were “restricted securities,” as defined in Rule 144(a)(3), promulgated under the Act. The issued common stock was valued at the closing market price on the exchange date and had an aggregate value of $8,464,000. The fair value of the warrants was estimated at $3,713,000 using the Black-Scholes pricing model and assuming the closing market price of the underlying stock on the exchange date, a risk-free interest rate ranging from 1.5% to 1.7% based on the U.S. Treasury rate then in effect, a 3-year life and an expected volatility of 70%. The combined value of the stock and warrants issued in exchange for the outstanding principal amount was $12,177,000, and the Company recorded a loss on extinguishment of debt of $4,048,000. During March 2020, the Company completed the exchange of two outstanding convertible notes with a principal amount of $434,000 and related accrued interest of $8,000 into 86,800 shares of common stock at $5.10 per share in accordance with exchange agreements entered into in October 2019. The value of the stock issued in the exchange was $35,000, and the Company recorded a gain on extinguishment of debt of $204,000. Also during March 2020, the Company entered into an additional debt restructuring that resulted in the conversion of debt with an aggregate principal amount of $7,492,000 and accrued interest of $691,000 into common stock of the Company. The carrying value of the debt and related derivative liability at the time of extinguishment amounted to $8,341,000. The aggregate total of $8,183,000 was converted into 4,814,000 shares of common stock at $1.70 per share. The combined value of the stock issued in the conversion was $1,869,000, and the Company recorded a gain on extinguishment of debt of $6,472,000. The restructuring also included the settlement of other outstanding claims, that resulted in the issuance of an additional 1,068,000 common shares, of which 1,040,000 shares were attributable to a royalty claim in connection with the September 2019 acquisition of Simply Mac. The $415,000 value of the 1,040,000 shares was recorded in other expenses in the Company’s statement of operations for the year ended December 31, 2019 and as an accrued liability at December 31, 2019. The aggregate number of common shares issued in these transactions was 5,882,000. However, pursuant to a 4.99% blocker request from the holders, only 270,000 shares have been delivered, and 5,612,000 shares remain to be delivered. During June 2020, the Company issued 80,000 shares of common stock valued at $106,000 to its two outside directors in lieu of payment of accrued director fees, and in June, September and December 2020, issued an aggregate of 54,000 shares of common stock valued at $57,000 to three former executives in lieu of payment of accrued severance. During August 2020, the Company repurchased and retired 70,000 shares of common stock, valued at $28,000, previously issued to one of its employees. On October 14, 2020, the Company executed a 1-for-10 reverse stock split and issued 2,000 shares of common stock in lieu of fractional shares. All references to shares and per-share amounts have been restated to give effect to this reverse split. Stock Options and Stock-based Compensation The Company’s 2015 Equity Incentive Plan (the “Plan”) was approved by stockholders in June 2015 with 5,000 shares authorized for issuance thereunder. In December 2018, stockholders approved an amendment to the Plan to increase the number of shares authorized for issuance thereunder by 79,000 shares. In November 2019, stockholders approved an amendment to the Plan to increase the number of shares authorized for issuance thereunder by 1,500,000 shares. In December 2020, stockholders approved an amendment to the Plan to increase the number of shares authorized for issuance thereunder by 1,500,000 shares. The Plan is intended to provide incentives to key employees, officers, directors and consultants who provide significant services to the Company. The exercise price is determined by the Compensation Committee, but must be at least equal to the fair market value of the common stock on the date of grant of such option. The Compensation Committee also establishes the vesting schedule for each option granted and the term of each option, which cannot exceed 10 years from the date of grant. In the event of termination, vested options generally must be exercised within three months. In a change of control, if outstanding awards under the Plan are assumed or substituted by a successor company, such awards do not automatically fully vest but may become fully vested in the event of a qualifying termination following such change of control. The Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. Options granted generally vest over a two-year or three-year period. Income tax effects of share-based payments are recognized in the financial statements for those awards which will normally result in tax deductions under existing tax law. Under current U.S. federal tax law, we would receive a compensation expense deduction related to non-qualified stock options only when those options are exercised and vested shares are received. Accordingly, the financial statement recognition of compensation expense for non-qualified stock options creates a deductible temporary difference which results in a deferred tax asset and a corresponding deferred tax benefit in the income statement. No stock options were granted by the Company during the fiscal year ended December 31, 2019 or the transition period from January 1, 2020 to February 1, 2020. A summary of stock option activity for the fiscal year ended January 30, 2021 is as follows (shares and aggregate intrinsic value in thousands): Shares Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life Aggregate Intrinsic Value (a) Outstanding at December 31, 2019 and February 1, 2020 — $ 345.40 Granted 855 $ 1.66 Expired — $ 342.89 Forfeited — $ — Outstanding at January 30, 2021 855 $ 1.74 4.74 years $ 2,172 Vested and expected to vest 855 $ 1.66 4.74 years $ 2,172 Exercisable at January 30, 2021 707 $ 1.77 4.75 years $ 1,789 Non-vested at January 30, 2021 (b) 148 $ 1.61 4.69 years $ 383 (a) The aggregate intrinsic value is based on our closing stock price of $4.20 as of January 30, 2021. (b) The weighted-average grant date fair value of non-vested options at January 30, 2021 was $1.06 per share. During the fiscal year ended January 30, 2021, the Company granted stock options under the Plan to purchase an aggregate of 855,000 shares to employees and directors. The fair value of the option grants was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions: stated life of 5 years; risk-free interest rate of 0.2% to 0.3% based on the U.S. Treasury yields in effect at the time of grant; expected dividend yield of 0% as the Company has not, and does not intend to, declare dividends; and an expected life of 2.5 years for options having immediate vesting and 3.3 years for graded vested options. The expected annualized volatility of the Company’s common stock used in the calculation ranged from 95% to 108%. Determination of the volatility rate began with the fully-observed historical volatility of the Company’s common stock dating back to March 2018, immediately following the announcement of completion of the Cooltech merger and related stock split. It was noted that the Company did not have any exchange-traded options since the Cooltech merger from which to obtain an implied volatility. ertain adjustments were then applied to the fully‑observed historical volatility through June 2020 by excluding the effects of the Company’s extraordinarily-significant announcements and events during the period. During the fiscal year ended December 31, 2019, the Company made incentive stock grants under the Plan to employees in the aggregate amount of 140,000 shares, 130,000 of which vested in 2019. The Company also made stock grants in 2019 under the Plan to former employees in lieu of severance in the aggregate amount of 721,000 shares. Grants of unregistered shares were also made to the three advisors associated with the March 2020 debt restructuring (who were existing note holders) in the aggregate amount of 1,000,000 shares, together with 1-year warrants exercisable for 1,000,000 shares at an exercise price of $0.50 per share. The Company valued the stock grants at the closing market price on the date of grant and valued the warrants in accordance with ASC 718 using a Black-Scholes model. The valuation assumed a 70% volatility rate of the Company’s common stock and a risk-free interest rate of 1.6%. On a combined basis, the 1,851,000 shares and 1,000,000 warrants issued were valued at $3,265,000, which amount was recorded as compensation expense during the fiscal year ended December 31, 2019. In April 2020, the Company made grants of unregistered shares to two of the advisors in the aggregate amount of 300,000 shares, and a corresponding reduction of warrants on 300,000 shares previously issued to the advisors. On a combined basis, the shares issued were valued at $216,000, and the warrant reductions were valued at $89,000, resulting in a net compensation expense of $127,000. In December 2020, the advisors exercised warrants on an aggregate of 453,000 shares for an exercise price of $227,000, leaving warrants on 247,000 shares unexercised. The unexercised warrants were set to expire on January 6, 2021. The Company agreed to extend the expiration date of the warrants by four months to May 6, 2021. The warrant modifications were valued in accordance with ASC 718 using the same assumptions in the original valuation, but no additional compensation expense was valued or recorded in the fiscal year ended January 30, 2021. In June 2020, the Company made stock grants under the Plan in an aggregate amount of 295,000 shares to its board of directors. The stock was valued at $390,000 based on the closing market price on the date of grant, which amount was also recorded as compensation expense. Additional compensation expense for vesting of restricted shares during the fiscal year ended January 30, 2021 amounted to $93,000, bringing total stock-based compensation expense for the year to $1,332,000. Future stock-based compensation related to unvested restricted stock and stock options at January 30, 2021 amounts to $167,000. |
Segments
Segments | 12 Months Ended |
Jan. 30, 2021 | |
Segment Reporting [Abstract] | |
Segments | NOTE 13—SEGMENTS The tables below (in thousands) reflect the operating results of the Company’s segments for the reported periods, consistent with the management and measurement system utilized within the Company. The two segments include (1) the Company’s retail stores, and (2) its Cooltech Distribution business. Performance measurement of each segment is based on sales, gross profit and operating loss. The segments represent components of the Company for which separate financial information is available that is utilized on a regular basis by the Chief Operating Decision Maker (“CODM”) in determining how to allocate Company resources and evaluate performance. The CODM is a committee comprised of the Company’s Chief Executive Officer and Chief Financial Officer. Retail Stores Cooltech Distribution Total Segments Fiscal Year ended January 30, 2021: Net sales $ 67,885 $ 139 $ 68,024 Gross profit $ 18,330 $ 22 $ 18,352 Operating loss $ (3,276 ) $ (241 ) $ (3,517 ) Year ended December 31, 2019: Net sales $ 28,312 $ 2,073 $ 30,385 Gross profit $ 6,949 $ 95 $ 7,044 Operating loss $ (2,969 ) $ (1,138 ) $ (4,107 ) Transition period January 1, 2020 to February 1, 2020: Net sales $ 5,281 $ 4 $ 5,285 Gross profit $ 1,498 $ 10 $ 1,508 Operating loss $ (615 ) $ (101 ) $ (716 ) Reconciliation of Operating Loss to Simply, Inc. as Reported: Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Operating loss: Total reportable segments $ (3,517 ) $ (4,107 ) $ (716 ) Unallocated corporate expenses (5,328 ) (9,142 ) (134 ) Total consolidated operating loss $ (8,845 ) $ (13,249 ) $ (850 ) Additional segment information for the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020 is as follows (in thousands): Retail Stores Cooltech Distribution Total Segments Corporate Consolidated As of and for the fiscal year ended January 30, 2021: Depreciation and amortization $ 518 $ 1 $ 519 $ 156 $ 675 Capital expenditures 1,032 3 1,035 — 1,035 Property and equipment, net 1,301 — 1,301 — 1,301 Total assets 20,506 1 20,507 4,216 24,723 As of and for the year ended December 31, 2019: Depreciation and amortization $ 270 $ 5 $ 275 $ 116 $ 391 Capital expenditures 59 — 59 2 61 Property and equipment, net 824 3 827 31 858 Total assets 21,276 208 21,484 6,365 27,849 As of and for the transition period January 1, 2020 to February 1, 2020: Depreciation and amortization $ 47 $ 1 $ 48 $ 14 $ 62 Capital expenditures — — — — — Property and equipment, net 777 2 779 29 808 Total assets 21,253 211 21,464 5,944 27,408 |
Acquisition of Simply Mac
Acquisition of Simply Mac | 12 Months Ended |
Jan. 30, 2021 | |
Simply Mac, Inc. [Member] | |
Acquisition | NOTE 14—ACQUISITION OF SIMPLY MAC On May 9, 2019, the Company, Simply Mac and GameStop Corp. (“GameStop” or the “Seller”) entered into a stock purchase agreement, as amended on September 20, 2019 (the “Stock Purchase Agreement”), pursuant to which the Company would purchase from the Seller all of the issued and outstanding shares of capital stock of Simply Mac (the “Stock Purchase”). On September 25, 2019, the Stock Purchase closed and Simply Mac became a wholly-owned subsidiary of the Company. Aggregate consideration for the Stock Purchase amounted to $12,554,000 which consisted of cash consideration of $4,696,000 (comprised of $5,157,000 paid in 2019 less a working capital true-up of $461,000 received subsequent to year-end) and a 12% secured promissory note of $7,858,000. The Company accounted for the Stock Purchase in accordance with the guidance of ASC 805 on business combinations using the acquisition method. In assessing the fair value, the Company did not assume any synergies from combining with Simply Mac, and used the relief-from-royalty method to determine the fair value of the Simply Mac trademark and tradename. Because the purchase of Simply Mac was a stock purchase, none of the implied goodwill of $411,000 is deductible for tax purposes. The purchase price was allocated to the net assets acquired in the transaction as follows (in thousands): Cash $ 12 Accounts receivable 1,367 Inventory 9,145 Other current assets 288 Fixed assets 613 Right-of-use leased assets 3,414 Goodwill 699 Intangibles 2,092 Other assets 44 Accounts payable (401 ) Lease liability (3,430 ) Accrued liabilities (1,289 ) Total $ 12,554 The sales and operating loss of Simply Mac for the period from September 25, 2019 through the end of fiscal 2019 included in the Company’s 2019 statement of operations amounted to $21,269,000 and $1,665,000, respectively. On an unaudited pro forma basis, had the acquisition of Simply Mac occurred on January 1, 2019, the net sales of the Company for the fiscal year ended December 31, 2019 would have been $71,173,000, and the net loss for the Company would have been $24,289,000. This pro forma information includes adjustments for interest expense on the financing for the acquisition consideration, as well as amortization expense of intangible assets arising from the acquisition. |
Sale of Latin American Subsidia
Sale of Latin American Subsidiaries | 12 Months Ended |
Jan. 30, 2021 | |
Discontinued Operations | NOTE 4—DISCONTINUED OPERATIONS During the fourth quarter of 2018, the Company completed the closure of the verykool business segment that had been an old legacy business. Also, as discussed in Note 15, in early 2020, the Company sold OneClick Argentino, its business unit in Argentina, and Verablue Caribbean Group, its business unit in the Dominican Republic, which resulted in losses on sale of $13,000 and $136,000 in the transition period from January 1, 2020 to February 1, 2020 and in the fiscal year ended January 30, 2021, respectively. Consequently, these business units, plus OneClick International, the wholly owned parent of the two business units, are reported as discontinued operations in our consolidated financial statements for all periods presented. The results of discontinued operations for the year ended December 31, 2019 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ 47 $ 1 $ 8,029 $ 3,849 $ 11,926 Cost of sales 118 13 5,374 2,783 8,288 Gross profit (loss) (71 ) (12 ) 2,655 1,066 3,638 Selling, general and administrative expenses (16 ) 501 2,703 1,057 4,245 Goodwill and intangible impairments — 630 — — 630 Operating income (loss) (55 ) (1,143 ) (48 ) 9 (1,237 ) Loss on assets held for sale — — (1,932 ) (698 ) (2,630 ) Other income (expense), net 25 (14 ) (678 ) (8 ) (675 ) Loss from discontinued operations before income taxes (30 ) (1,157 ) (2,658 ) (697 ) (4,542 ) Provision (benefit) for income taxes (2 ) — — 78 76 Net loss from discontinued operations $ (32 ) $ (1,157 ) $ (2,658 ) $ (619 ) $ (4,466 ) The results of discontinued operations for the transition period from January 1, 2020 to February 1, 2020 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ — $ — $ 821 $ 334 $ 1,155 Cost of sales 8 — 544 223 775 Gross profit (loss) (8 ) — 277 111 380 Selling, general and administrative expenses 2 1 203 81 287 Operating income (loss) (10 ) (1 ) 74 30 93 Other income (expense), net — — (21 ) (6 ) (27 ) Income (loss) from discontinued operations before income taxes (10 ) (1 ) 53 24 66 Provision for income taxes — — — — — Net income (loss) from discontinued operations $ (10 ) $ (1 ) $ 53 $ 24 $ 66 The results of discontinued operations for the year ended January 30, 2021 are as follows (in thousands): Verykool OneClick International Verablue Caribbean TOTAL Net sales $ — $ — $ 408 $ 408 Cost of sales — — 319 319 Gross profit — — 89 89 Selling, general and administrative expenses 19 (41 ) 165 143 Operating income (loss) (19 ) 41 (76 ) (54 ) Other income (expense), net 59 — (129 ) (70 ) Income (loss) from discontinued operations before income taxes 40 41 (205 ) (124 ) Provision for income taxes — — — — Net income (loss) from discontinued operations $ 40 $ 41 $ (205 ) $ (124 ) |
Latin American Subsidiaries [Member] | |
Discontinued Operations | NOTE 15—SALE OF LATIN AMERICAN SUBSIDIARIES On January 31, 2020, the Company entered into a definitive agreement with two employees of the Company to sell all of its ownership interest in OneClick Argentino S.R.L., the Company’s subsidiary that operated 6 retail electronics stores in Argentina. The purchase price to the buyers was the assumption of all liabilities of the Argentina subsidiary, including $321,000 of debt owed to two major distribution suppliers. OneClick Argentino S.R.L. has been classified as a discontinued operation in our consolidated financial statements for all periods presented. On April 6, 2020, the Company entered into a definitive agreement with an employee of the Company to sell all of its ownership interest in Verablue Caribbean Group, S.R.L. (“Verablue”), the Company’s subsidiary that operated 7 retail electronics stores in in the Dominican Republic. The buyers assumed all liabilities of Verablue, and agreed to pay the Company $100,000 in additional consideration, evidenced by a 6-month installment promissory note. Verablue has been classified as a discontinued operation in our consolidated financial statements for all periods presented |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 16—SUBSEQUENT EVENTS On March 10, 2021, the Company secured a second-draw, $2.0 million, 1.0%, 5-year loan from a regional bank pursuant to the U.S. Small Business Administration Paycheck Protection Program under Title I of the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act, as amended. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies; Prior Period Reclassification (Policies) | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Consolidated Financial Statements include the accounts of Simply, Inc. and our wholly owned subsidiaries. All material intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In preparing these financial statements, we have made our best estimates and judgments of certain amounts included in the financial statements. Changes in the estimates and assumptions used by us could have a significant impact on our financial results. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition We recognize revenue in accordance with Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) In our retail stores, revenue is recognized at a point in time, which typically is at the time of sale, net of discounts and estimated returns, when collection is reasonably assured and the customer takes possession of the merchandise. Revenues do not include sales taxes or other taxes collected from customers. Products sold in our stores typically come with a manufacturer’s warranty, which is an obligation of the manufacturer. However, our stores also sell AppleCare+ and other third-party plans to customers that provide extended warranty coverage on their device purchases. Because the service to be provided to the consumer under these plans comes directly from third parties, we do not “obtain substantive control” of the service. Consequently, we act as the “agent” in the sales transaction rather than the “principal,” and record the transaction on a “net” basis with the cost being netted against the sale and only the margin being recorded as revenue. For our repair business, revenue is recognized at a point in time, typically upon completion of the repair, and any customer deposits are recorded as liabilities until the service is completed. The Company has elected to account for shipping and handling costs as fulfillment activities. Shipping and handling fees billed to customers are included in net sales. Shipping and handling costs associated with outbound freight are included in cost of sales. For sales by our Cooltech Distribution unit, revenue is recognized when control passes, which generally occurs upon delivery of the product to the customer. Revenue is recorded net of discounts and estimated returns. |
Foreign Currency Transactions | Foreign Currency Transactions Our now discontinued foreign subsidiaries in Argentina and the Dominican Republic had functional currencies that were not the U.S. Dollar. Assets and liabilities of such subsidiaries were translated to U.S. Dollars using exchange rates in effect at the balance sheet dates. Revenues and expenses were translated at average exchange rates in effect during the period. Translation adjustments were included in stockholders’ deficit in the accompanying consolidated balance sheets as a component of accumulated other comprehensive income (loss). For operations such as Argentina in highly inflationary economies, we used the U.S. dollar as the functional currency. Accordingly, monetary assets and liabilities were remeasured at exchange rates in effect at the balance sheet date, and non-monetary assets and liabilities are remeasured at historical exchange rates. Foreign currency transaction adjustments were reflected in loss on foreign currency translation included in discontinued operations on the accompanying statements of operations. During the year ended December 31, 2019, the Company recorded a loss on foreign currency translations and transactions of $384,000. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) as defined by U.S. generally accepted accounting principles (GAAP) includes all changes in equity (net assets) during a period from non-owner sources. The Company’s comprehensive income (loss) includes foreign currency translation adjustments, which are excluded from net income (loss) and are reported as a separate component of stockholders’ deficit as accumulated other comprehensive loss. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash For consolidated financial statement purposes, cash equivalents are defined as investments which have an original maturity of ninety days or less from the original date of purchase. Cash and cash equivalents consist of cash on hand, in-transit and in banks. The Company maintains its cash, cash equivalents and restricted cash balances in banks that from time to time exceed amounts insured by the Federal Deposit Insurance Corporation. As of January 30, 2021 and February 1, 2020, the Company maintained deposits totaling $1,573,000 and $1,526,000, respectively, with certain financial institutions in excess of federally insured amounts. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash. Amounts included in restricted cash are pledged as collateral to banks and restricted to use in support of letters of credit issued to vendors for inventory and other purchases. Below is a reconciliation of cash, cash equivalents and restricted cash at January 31, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 Cash and cash equivalents $ 1,536 $ 1,972 Restricted cash (short term) 1,310 1,197 Restricted cash (non-current) — — Total $ 2,846 $ 3,169 |
Trade Accounts Receivable | Trade Accounts Receivable Trade accounts receivable are comprised primarily of amounts due from the Company’s retail B2B customers and distribution customers. The Company provides for the possible inability to collect accounts receivable by recording an allowance for doubtful accounts. The Company writes off an account when it is considered to be uncollectible. The Company evaluates the collectability of its accounts receivable on an ongoing basis. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations, the Company records a specific allowance against amounts due to reduce the net recognized receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, the current business environment and the Company’s historical experience. The allowance for doubtful accounts was $6,000 and $17,000 at January 30, 2021 and February 1, 2020, respectively. |
Inventory | Inventory Inventory is stated at the lower of cost (first-in, first-out) or net realizable value and consists primarily of consumer electronics and accessories. The Company writes down its inventory to net realizable value when it is estimated to be slow-moving or obsolete. For the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020, inventory write-downs were $493,000, $540,000 and $41,000, respectively. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. The Company provides for depreciation using the straight-line method over estimated useful lives of three to five years. Expenditures for maintenance and repairs are charged to operations as incurred while renewals and betterments are capitalized. Gains or losses on the sale of property and equipment are reflected in the statements of operations. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures its financial instruments in its financial statements at fair value or amounts that approximate fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure.” ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, not adjusted for transaction costs. ASC 820 also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels giving the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels are described below: Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that is accessible by the Company; Level 2 Inputs – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly; Level 3 Inputs – Unobservable inputs for the asset or liability including significant assumptions of the Company and other market participants. The Company seeks to measure fair value based upon the lowest level of available input in the fair value hierarchy. When available, the Company uses quoted market prices to measure fair value. If market prices are not available, fair value measurement is based upon models that use primarily market-based or independently-sourced market parameters. If market observable inputs for model-based valuation techniques are not available, the Company makes judgments about assumptions market participants would use in estimating the fair value of the financial instrument. Carrying values of the Company’s cash, cash equivalents, restricted cash, trade and other accounts receivable, prepaid assets, accounts payable, accrued expenses and other current liabilities and notes payable – related party approximate their fair values due to the short-term nature and liquidity of these financial instruments. The Company estimates that the fair value of its notes payable approximates its carrying value based on significant level 2 observable inputs. As discussed in Note 8, in connection with the issuance by the Company during 2019 of certain convertible notes and warrants, as well as the conversion of certain notes into common stock and warrants, the conversion features and warrants were deemed to qualify as derivatives to be separately accounted for in accordance with ASC 815. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the year ended December 31, 2019, the transition period from January 1 to February 1, 2020 and the fiscal year ended January 30, 2021 (in thousands): Derivative Liability Balance, December 31, 2018 $ — Initial recognition of conversion features and warrants 7,954 Change in fair value of derivative liability (6,233 ) Balance, December 31, 2019 1,721 Change in fair value of derivative liability 807 Balance, February 1, 2020 2,528 Change in fair value of derivative liability (543 ) Derecognition of derivative liability upon debt conversion and cancellation of warrants (1,985 ) Balance, January 30, 2021 $ — |
Business Combinations | Business Combinations We account for business combinations under the acquisition method of accounting. This method requires the recording of acquired assets and assumed liabilities at their acquisition date fair values. The excess of the purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Results of operations related to business combinations are included prospectively beginning with the date of acquisition and transaction costs related to business combinations are recorded within selling, general and administrative ("SG&A") expenses. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess purchase price over tangible net assets and identifiable intangible assets acquired. Intangible assets are recorded apart from goodwill if they arise from a contractual right and are capable of being separated from the entity and sold, transferred, licensed, rented or exchanged individually. We are required to evaluate goodwill and other intangible assets not subject to amortization for impairment at least annually or when circumstances indicate the carrying value of the goodwill or other intangible assets might be impaired. Goodwill is assigned to reporting units for the purpose of impairment testing. We had two operating segments: our Simply Mac retail stores and our Cooltech Distribution unit. As noted above, our Cooltech Distribution unit was wound down on August 1, 2020. Our 2019 annual impairment test was performed on October 6, 2019, shortly after the acquisition of Simply Mac on September 25, 2019. It resulted in no impairment recognized. Our 2020 annual impairment test was performed on October 6, 2020, and resulted in no impairment recognized. In order to test goodwill for impairment, we compare a reporting unit’s carrying amount to its estimated fair value. If the reporting unit’s carrying value exceeds its estimated fair value, then an impairment charge is recorded in the amount of the excess, limited to the amount of the goodwill in the reporting unit. The estimated fair value of a reporting unit is determined based on a combination of enterprise market valuation methods including (1) income approach using discounted cash flow analysis based on our long-term financial forecasts, (2) market approach using data for comparable market transactions, and (3) asset approach valuing the individual assets of the reporting unit. The discounted cash flows analysis requires significant assumptions including, among others, a discount rate and a terminal value. The Company follows the guidance set forth in ASU 2017-04, Intangibles-Goodwill and Other (ASC Topic 350) Our definite-lived intangible assets consist primarily of trade names recorded as a result of business acquisitions. The estimated useful life and amortization methodology of intangible assets are determined based on the period in which they are expected to contribute directly to cash flows. Intangible assets that are determined to have a definite life are amortized over that period. During 2019, the Company determined that certain intangible assets were impaired and, accordingly, recorded impairment charges of $630,000, which amount is included in loss from discontinued operations. |
Stock-Based Compensation | Stock-Based Compensation The Company’s share-based compensation plans are described in Note 12. The Company measures compensation cost for all employee stock-based awards at fair value on the date of grant and recognizes compensation expense, net of estimated forfeitures, over the requisite service period, usually the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model. The Company follows the guidance in ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting . Stock-based awards granted to consultants and non-employees are accounted for in the same manner as awards granted to employees and directors described above. |
Advertising Expense | Advertising Expense The Company expenses all advertising costs, including direct response advertising, as they are incurred. Advertising expense for the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020 was $410,000, $89,000 and $3,000, respectively. |
Income Taxes | Income Taxes The Company recognizes deferred tax assets and liabilities for the future consequences of events that have been recognized in the Company’s financial statements or tax returns. The measurement of the deferred items is based on enacted tax laws. In the event the future consequences of differences between financial reporting bases and the tax bases of the Company’s assets and liabilities result in a deferred tax asset, the Company performs an evaluation of the probability of being able to realize the future benefits indicated by such asset. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion or the entire deferred tax asset will not be realized. In addition, the Company recognizes the financial statement impact of a tax position when it is more likely than not that the position will be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to tax uncertainties as operating expenses. Based on our evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in its financial statements. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The Company computes basic earnings (loss) per share by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similarly to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential additional common shares that were dilutive had been issued as determined by using the treasury stock method. Potentially dilutive securities include preferred stock, stock options and warrants. In periods when a net loss is incurred, no additional shares are included in the computation of diluted loss per share because the effect of inclusion would be anti-dilutive. Common shares from the potential exercise of certain options and warrants are excluded from the computation of diluted earnings (loss) per share when their exercise prices are greater than the Company’s weighted-average stock price for the period. For the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1 to February 1, 2020, the number of such shares excluded was 2,968,000 shares, 493,700 shares and 2,128,000 shares, respectively. In addition, for the year ended December 31, 2019 and the transition period from January 1 to February 1, 2020, because their inclusion would have been anti-dilutive to the loss calculation, common shares from exercise of 2,635,000 and 1,003,000, respectively, in-the-money warrants and preferred shares were excluded from the computation of net loss per share. All share and per share numbers in this report have been retroactively restated for the Company’s one-for-ten reverse stock split effected in October 2020. |
Geographic Reporting | Geographic Reporting The Company allocates revenues to geographic areas based on the location where our retail stores are located or, in the case of Cooltech Distribution, the countries to which the product is shipped. Currently, all retail stores are located in the United States. |
Major Suppliers | Major Suppliers The Company purchases its Apple products either directly from Apple or from major distributors, depending on availability of product and credit lines at the time of purchase. Ultimately, Apple is the sole source of supply of Apple products, and the Company’s business is highly dependent on Apple for its supply of current and future products. Approximately 74% and 70% of the Company’s sales for the fiscal years ended January 30, 2021 and December 31, 2019, respectively, are comprised of sales of Apple products. In addition, the growth of our business is highly dependent upon our relationship with Apple in providing us with the licenses and approvals necessary to expand our footprint into various countries and regions around the world. Apple has very strict performance standards and guidelines that we must achieve and adhere to in order to be successful and continue to receive their support. Consequently, our performance deterioration or failure to adhere to their guidelines could jeopardize our strategy and adversely affect our financial performance. During the fiscal year ended January 30, 2021 and the transition period from January 1, 2020 to February 1, 2020, substantially all of the Company’s inventory purchases were made through two suppliers. During the year ended December 31, 2019, the Company’s three largest suppliers accounted for 52%, 19% and 14%, respectively, of total cost of sales. |
Concentrations of Credit Risk, Customers | Concentrations of Credit Risk, Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. We maintain our cash and cash equivalents with various high-credit-quality financial institutions located primarily in the United States. Currently, the Company’s cash balances are kept primarily in demand accounts at these banks, but the Company may periodically invest excess cash in certificates of deposit or money market accounts in order to maintain safety and liquidity. The Company’s investment strategy generally results in lower yields on investments but reduces the risk to principal in the short term prior to these funds being used in its business. The Company has not experienced any material losses on financial instruments held at financial institutions. The Company’s retail stores sell primarily to end consumers, with periodic sales to corporate customers. The Company’s Cooltech Distribution segment sells primarily to resellers. The Company selectively provides credit to corporate and reseller customers in the normal course of business and generally requires no collateral. The Company performs ongoing credit evaluations of its customers and maintains reserves for potential credit losses based upon the Company’s historical experience related to credit losses and any unusual circumstances that may affect the ability of its customers to meet their obligations. The Company’s bad debt expenses have not been significant relative to its total revenues. No customer represented 10% or more of the Company’s total net sales during any of the periods presented. Two customers represented 10% or more of accounts receivable at January 30, 2021, individually representing 71% and 14% of receivables. Three customers represented 10% or more of accounts receivable at February 1, 2020, individually representing 47%, 19% and 10% of receivables. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” The guidance in ASU 2016-02 and subsequently issued amendments required lessees to capitalize virtually all leases with terms of more than twelve months on the balance sheet as a right-of-use asset and recognize an associated lease liability. Entities were allowed to apply the modified retrospective approach (1) retrospectively to each comparative period presented (comparative method) or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment (effective date method). ASU 2016‑02 was effective for public companies for interim and annual reporting periods beginning after December 15, 2018. The Company adopted the new standard on January 1, 2019 using the effective date method. Therefore, upon adoption, the Company recognized and measured leases without revising comparative period information or disclosures. The Company implemented the transition package of three practical expedients permitted within the standard, which among other things, allows for the carryforward of historical lease classifications. As a result of adopting the new standard on January 1, 2019, the Company recorded initial right-of-use assets of $4,642,000, which includes $304,000 related to discontinued operations, with a corresponding initial lease liability, which was also adjusted by reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s consolidated results of operations or cash flows. The Company enters into leases primarily for its retail stores, distribution center and corporate offices. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and lease expense for such leases are recognized on a straight-line basis over the lease term. The Company determines if an arrangement is a lease at inception and whether the lease meets the classification criteria of a finance or operating lease. The Company currently has no financing leases. Lease-related assets, or right-of-use assets, are recognized at the lease commencement date at amounts equal to the respective lease liabilities. Lease-related liabilities are recognized at the present value of the remaining contractual fixed lease payments, discounted using the Company’s incremental borrowing rates. Operating lease expense is recognized on a straight-line basis over the lease term, while variable lease payments are expensed as incurred. Where lease agreements contain renewal options, the Company does not recognize right-of-use assets or lease liabilities for renewal periods unless it is determined that the Company is reasonably certain of renewing the lease at inception or when a triggering event occurs. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain to be exercised. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. I n January 2017, the FASB issued ASU 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” The purpose of this ASU is to reduce the cost and complexity of evaluating goodwill for impairment. It eliminates the need for entities to calculate the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Under this ASU, an entity will perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying value exceeds the reporting unit’s fair value. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted the new standard on January 1, 2020, which adoption did not have a material impact on the Company’s consolidated financial condition or results of operations. 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,” which removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. ASU 2018-13 removes the following disclosure requirements: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and (ii) the entity’s valuation processes for Level 3 fair value measurements. ASU 2018-13 adds the following disclosure requirements: (i) provide information about the measurement uncertainty of Level 3 fair value measurements as of the reporting date rather than a point in the future, (ii) disclose changes in unrealized gains and losses related to Level 3 measurements for the period included in other comprehensive income, and (iii) disclose for Level 3 measurements the range and weighted average of the significant unobservable inputs and the way it is calculated. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted the new standard on January 1, 2020, which adoption did not have a material impact on the Company’s consolidated financial condition or results of operations. Other Accounting Standards Updates not effective until after January 30, 2021 are not expected to have a material effect on the Company’s financial position or results of operations. |
Prior Period Reclassifications | Prior Period Reclassifications Certain accounts in the Company’s consolidated balance sheet at December 31, 2019 were reclassified to conform to their presentation at February 1, 2020 and January 30, 2021. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies; Prior Period Reclassification (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | Below is a reconciliation of cash, cash equivalents and restricted cash at January 31, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 Cash and cash equivalents $ 1,536 $ 1,972 Restricted cash (short term) 1,310 1,197 Restricted cash (non-current) — — Total $ 2,846 $ 3,169 |
Summary of Financial Assets and Liabilities Measured at Fair Value | The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the year ended December 31, 2019, the transition period from January 1 to February 1, 2020 and the fiscal year ended January 30, 2021 (in thousands): Derivative Liability Balance, December 31, 2018 $ — Initial recognition of conversion features and warrants 7,954 Change in fair value of derivative liability (6,233 ) Balance, December 31, 2019 1,721 Change in fair value of derivative liability 807 Balance, February 1, 2020 2,528 Change in fair value of derivative liability (543 ) Derecognition of derivative liability upon debt conversion and cancellation of warrants (1,985 ) Balance, January 30, 2021 $ — |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Results of Discontinued Operations, Assets and Liabilities of Discontinued Operations | The results of discontinued operations for the year ended December 31, 2019 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ 47 $ 1 $ 8,029 $ 3,849 $ 11,926 Cost of sales 118 13 5,374 2,783 8,288 Gross profit (loss) (71 ) (12 ) 2,655 1,066 3,638 Selling, general and administrative expenses (16 ) 501 2,703 1,057 4,245 Goodwill and intangible impairments — 630 — — 630 Operating income (loss) (55 ) (1,143 ) (48 ) 9 (1,237 ) Loss on assets held for sale — — (1,932 ) (698 ) (2,630 ) Other income (expense), net 25 (14 ) (678 ) (8 ) (675 ) Loss from discontinued operations before income taxes (30 ) (1,157 ) (2,658 ) (697 ) (4,542 ) Provision (benefit) for income taxes (2 ) — — 78 76 Net loss from discontinued operations $ (32 ) $ (1,157 ) $ (2,658 ) $ (619 ) $ (4,466 ) The results of discontinued operations for the transition period from January 1, 2020 to February 1, 2020 are as follows (in thousands): Verykool OneClick International OneClick Argentino Verablue Caribbean TOTAL Net sales $ — $ — $ 821 $ 334 $ 1,155 Cost of sales 8 — 544 223 775 Gross profit (loss) (8 ) — 277 111 380 Selling, general and administrative expenses 2 1 203 81 287 Operating income (loss) (10 ) (1 ) 74 30 93 Other income (expense), net — — (21 ) (6 ) (27 ) Income (loss) from discontinued operations before income taxes (10 ) (1 ) 53 24 66 Provision for income taxes — — — — — Net income (loss) from discontinued operations $ (10 ) $ (1 ) $ 53 $ 24 $ 66 The results of discontinued operations for the year ended January 30, 2021 are as follows (in thousands): Verykool OneClick International Verablue Caribbean TOTAL Net sales $ — $ — $ 408 $ 408 Cost of sales — — 319 319 Gross profit — — 89 89 Selling, general and administrative expenses 19 (41 ) 165 143 Operating income (loss) (19 ) 41 (76 ) (54 ) Other income (expense), net 59 — (129 ) (70 ) Income (loss) from discontinued operations before income taxes 40 41 (205 ) (124 ) Provision for income taxes — — — — Net income (loss) from discontinued operations $ 40 $ 41 $ (205 ) $ (124 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consisted of the following as of the dates presented (in thousands): January 30, 2021 February 1, 2020 Machinery and equipment $ 240 $ 225 Furniture and fixtures 666 371 Leasehold improvements 1,566 872 Subtotal 2,472 1,468 Less accumulated depreciation and amortization (1,171 ) (660 ) Total $ 1,301 $ 808 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Definite-Lived Intangible Assets Arose From Simply Mac Acquisition | The carrying value of the intangible assets consisted of the following as of the dates presented (in thousands): January 30, 2021 February 1, 2020 Simply Mac Tradename $ 2,092 $ 2,092 SimplyInc Domain Name 10 — Subtotal 2,102 2,092 Less accumulated amortization (189 ) (48 ) Total $ 1,913 $ 2,044 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | As of January 30, 2021 and February 1, 2020, accrued expenses consisted of the following (in thousands): January 30, 2021 February 1, 2020 Accrued compensation (wages, benefits, severance, vacation) $ 1,187 $ 1,457 Customer deposits and overpayments 880 154 Accrued product costs — 199 Accrued interest 113 956 Accrued sales taxes 561 711 Accrued income taxes 243 220 Other accruals 564 1,589 Total $ 3,548 $ 5,286 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable consisted of the following at January 30, 2021 and February 1, 2020 (in thousands): January 30, 2021 February 1, 2020 0% convertible note due January 2021 $ — $ 91 6% promissory note due December 2020 — 500 12% convertible notes due October 2019 — 1,775 12% convertible notes due November 2019 — 400 12% convertible notes due May 2020 — 1,500 12% convertible notes due July, August and September 2020 — 4,235 12% secured promissory note due September 2020 — 7,858 6% promissory note due February 2024 1,250 — 1% promissory note due April 2022 3,098 — Total face amount 4,348 16,359 Unamortized discount — (2,674 ) Total carrying value 4,348 13,685 Amount classified as current 2,478 13,685 Amount classified as long-term $ 1,870 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Components of Income Tax Provision | Components of the income tax provision are as follows for the fiscal years ended January 30, 2021 and December 31, 2019 and the transition period from January 1, 2020 to February 1, 2020 (in thousands): Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Current tax provision: Federal $ — $ — $ — State 51 1 — Total 51 1 — Deferred tax provision: Federal — — — State — — — Total — — — Total provision for income taxes $ 51 $ 1 $ — |
Reconciliation of Income Taxes | A reconciliation of income taxes computed by applying the federal statutory income tax rate of 21.0% to income (loss) from continuing operations before income taxes to the recognized income tax provision reported in the accompanying consolidated statements of operations is as follows for the fiscal years ended January 30, 2021 and December 31, 2019 and the transition period from January 1, 2020 to February 1, 2020 (in thousands): Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Income tax at U.S. federal statutory rate $ 936 $ (3,475 ) $ (460 ) State taxes, net of federal benefit 51 1 — Non-deductible (non-taxable) items, net (2,475 ) 908 1 Foreign income tax rate differential — 37 — Valuation allowance 13 2,013 456 Expiration of net operating losses 1,966 — — Other (440 ) 517 3 Total provision for income taxes $ 51 $ 1 $ — |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of deferred tax assets and liabilities are shown below (in thousands): January 30, 2021 February 1, 2020 Non-current deferred tax assets: Net operating loss $ 3,959 $ 5,676 Accrued compensation 527 354 Lease liability 2,396 2,250 Derivative liability — 641 Interest expense 597 553 Intangible assets 1,131 856 Other accruals and reserves 470 370 Total 9,080 10,700 Valuation allowance (6,009 ) (7,060 ) Net deferred tax assets 3,071 3,640 Deferred tax liabilities: Depreciation (761 ) (740 ) Right of use assets (2,310 ) (2,224 ) Debt discount — (676 ) Net deferred tax liabilities (3,071 ) (3,640 ) Net deferred tax accounts $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Leases [Abstract] | |
Schedule of Supplemental Lease Information | Supplemental lease information as of January 30, 2021 is as follows ($ in thousands): Operating right of use assets $ 9,121 Current operating lease liabilities $ 2,717 Long-term operating lease liabilities $ 6,736 Weighted-average remaining lease term in years 3.90 Weighted-average discount rate 12 % |
Schedule of Maturities of Operating Lease Liabilities | As of January 30, 2021, maturities of lease liabilities are as follows (in thousands): Fiscal Years Ending January, 2022 $ 3,677 2023 2,811 2024 2,218 2025 1,531 2026 1,065 Thereafter 602 Total lease payments 11,904 Less: interest (2,451 ) Total 9,453 Less: current portion 2,717 Long-term portion $ 6,736 |
Stockholders' Deficit (Tables)
Stockholders' Deficit (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Equity [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the fiscal year ended January 30, 2021 is as follows (shares and aggregate intrinsic value in thousands): Shares Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life Aggregate Intrinsic Value (a) Outstanding at December 31, 2019 and February 1, 2020 — $ 345.40 Granted 855 $ 1.66 Expired — $ 342.89 Forfeited — $ — Outstanding at January 30, 2021 855 $ 1.74 4.74 years $ 2,172 Vested and expected to vest 855 $ 1.66 4.74 years $ 2,172 Exercisable at January 30, 2021 707 $ 1.77 4.75 years $ 1,789 Non-vested at January 30, 2021 (b) 148 $ 1.61 4.69 years $ 383 (a) The aggregate intrinsic value is based on our closing stock price of $4.20 as of January 30, 2021. (b) The weighted-average grant date fair value of non-vested options at January 30, 2021 was $1.06 per share. |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Operating Results of Segments | The tables below (in thousands) reflect the operating results of the Company’s segments for the reported periods, consistent with the management and measurement system utilized within the Company. Retail Stores Cooltech Distribution Total Segments Fiscal Year ended January 30, 2021: Net sales $ 67,885 $ 139 $ 68,024 Gross profit $ 18,330 $ 22 $ 18,352 Operating loss $ (3,276 ) $ (241 ) $ (3,517 ) Year ended December 31, 2019: Net sales $ 28,312 $ 2,073 $ 30,385 Gross profit $ 6,949 $ 95 $ 7,044 Operating loss $ (2,969 ) $ (1,138 ) $ (4,107 ) Transition period January 1, 2020 to February 1, 2020: Net sales $ 5,281 $ 4 $ 5,285 Gross profit $ 1,498 $ 10 $ 1,508 Operating loss $ (615 ) $ (101 ) $ (716 ) Reconciliation of Operating Loss to Simply, Inc. as Reported: Fiscal Year Ended January 30, 2021 Fiscal Year Ended December 31, 2019 Transition Period January 1 to February 1, 2020 Operating loss: Total reportable segments $ (3,517 ) $ (4,107 ) $ (716 ) Unallocated corporate expenses (5,328 ) (9,142 ) (134 ) Total consolidated operating loss $ (8,845 ) $ (13,249 ) $ (850 ) |
Schedule of Additional Segment Information | Additional segment information for the fiscal years ended January 30, 2021 and December 31, 2019, and the transition period from January 1, 2020 to February 1, 2020 is as follows (in thousands): Retail Stores Cooltech Distribution Total Segments Corporate Consolidated As of and for the fiscal year ended January 30, 2021: Depreciation and amortization $ 518 $ 1 $ 519 $ 156 $ 675 Capital expenditures 1,032 3 1,035 — 1,035 Property and equipment, net 1,301 — 1,301 — 1,301 Total assets 20,506 1 20,507 4,216 24,723 As of and for the year ended December 31, 2019: Depreciation and amortization $ 270 $ 5 $ 275 $ 116 $ 391 Capital expenditures 59 — 59 2 61 Property and equipment, net 824 3 827 31 858 Total assets 21,276 208 21,484 6,365 27,849 As of and for the transition period January 1, 2020 to February 1, 2020: Depreciation and amortization $ 47 $ 1 $ 48 $ 14 $ 62 Capital expenditures — — — — — Property and equipment, net 777 2 779 29 808 Total assets 21,253 211 21,464 5,944 27,408 |
Acquisition of Simply Mac (Tabl
Acquisition of Simply Mac (Tables) | 12 Months Ended |
Jan. 30, 2021 | |
Simply Mac, Inc. [Member] | |
Business Acquisition [Line Items] | |
Summary of Purchase Price Allocated to Net Assets Acquired in Transaction | The purchase price was allocated to the net assets acquired in the transaction as follows (in thousands): Cash $ 12 Accounts receivable 1,367 Inventory 9,145 Other current assets 288 Fixed assets 613 Right-of-use leased assets 3,414 Goodwill 699 Intangibles 2,092 Other assets 44 Accounts payable (401 ) Lease liability (3,430 ) Accrued liabilities (1,289 ) Total $ 12,554 |
Organization and Line of Busi_2
Organization and Line of Business -Additional Information (Details) | Oct. 31, 2020 | Oct. 14, 2020 | Jan. 30, 2021Segment |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Number of reportable segments | 2 | ||
Reverse stock split | one-for-ten reverse stock split | one-for-ten reverse split | |
Stock split, conversion ratio | 0.1 | 0.1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies; Prior Period Reclassification - Additional Information (Detail) | Oct. 31, 2020 | Oct. 14, 2020 | Oct. 06, 2020USD ($) | Oct. 06, 2019USD ($) | Feb. 01, 2020USD ($)Customershares | Jan. 30, 2021USD ($)SegmentCustomershares | Dec. 31, 2019USD ($)shares | Jan. 01, 2019USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Maturity of cash equivalents | 90 days | |||||||
Deposits with certain financial institutions | $ 1,526,000 | $ 1,573,000 | ||||||
Accounts receivable, allowance for doubtful accounts | 17,000 | 6,000 | ||||||
Inventory write-downs | 41,000 | $ 493,000 | $ 540,000 | |||||
Number of operating segments | Segment | 2 | |||||||
Impairment of goodwill and intangible assets | $ 0 | $ 0 | ||||||
Intangible assets impairment charges related to discontinued operation | 630,000 | |||||||
Advertising expense | $ 3,000 | $ 410,000 | $ 89,000 | |||||
Percentage of tax benefit likely to being realized upon settlement | 50.00% | |||||||
Uncertain tax positions | $ 0 | |||||||
Anti-dilutive securities excluded from computation of earnings (loss) per share | shares | 2,128,000 | 2,968,000 | 493,700 | |||||
Reverse stock split description | one-for-ten reverse stock split | one-for-ten reverse split | ||||||
Reverse stock split, conversion ratio | 0.1 | 0.1 | ||||||
Right-of-use assets | $ 8,760,000 | $ 9,121,000 | ||||||
ASU 2016-02 [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Right-of-use assets | $ 4,642,000 | |||||||
ASU 2016-02 [Member] | Discontinued Operations [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Right-of-use assets | $ 304,000 | |||||||
Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | Major Supplier One [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 52.00% | |||||||
Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | Major Supplier Two [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 19.00% | |||||||
Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | Major Supplier Three [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 14.00% | |||||||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 10.00% | 10.00% | ||||||
Number of customers | Customer | 0 | 0 | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 10.00% | 10.00% | ||||||
Number of customers | Customer | 3 | 2 | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Major Customer One [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 47.00% | 71.00% | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Major Customer Two [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 19.00% | 14.00% | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Major Customer Three [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration Risk, Percentage | 10.00% | |||||||
Apple Products [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Percentage of product sales | 74.00% | 70.00% | ||||||
Preferred Shares [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Anti-dilutive securities excluded from computation of earnings (loss) per share | shares | 1,003,000 | 2,635,000 | ||||||
In The Money Warrants [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Anti-dilutive securities excluded from computation of earnings (loss) per share | shares | 1,003,000 | 2,635,000 | ||||||
Minimum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives of property and equipment | 3 years | |||||||
Maximum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives of property and equipment | 5 years | |||||||
Argentina [Member] | OneClick [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Loss on foreign currency translations and transactions | $ 384,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies; Prior Period Reclassification - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Regulatory Assets [Abstract] | ||||
Cash and cash equivalents | $ 1,536 | $ 1,972 | ||
Restricted cash (short term) | 1,310 | 1,197 | ||
Total | $ 2,846 | $ 3,169 | $ 3,834 | $ 3,159 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies; Prior Period Reclassification - Summary of Financial Assets and Liabilities Measured at Fair Value (Detail) - Recurring [Member] - Level 3 [Member] - Derivative Liability [Member] - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Balance, December 31, 2018 | $ 1,721 | $ 2,528 | |
Initial recognition of conversion features and warrants | $ 7,954 | ||
Change in fair value of derivative liability | 807 | (543) | (6,233) |
Derecognition of derivative liability upon debt conversion and cancellation of warrants | $ (1,985) | ||
Balance, December 31, 2019 | $ 2,528 | $ 1,721 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) | 1 Months Ended | 12 Months Ended |
Feb. 01, 2020USD ($) | Jan. 30, 2021USD ($)BusinessUnit | |
OneClick Argentino and Verablue Caribbean [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Losses on sale of discontinued operation | $ | $ 13,000 | $ 136,000 |
OneClick International [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Number of business units | BusinessUnit | 2 |
Discontinued Operations - Resul
Discontinued Operations - Results of Discontinued Operations (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | $ 1,155 | $ 408 | $ 11,926 |
Cost of sales | 775 | 319 | 8,288 |
Gross profit (loss) | 380 | 89 | 3,638 |
Selling, general and administrative expenses | 287 | 143 | 4,245 |
Goodwill and intangible impairments | 630 | ||
Operating income (loss) | 93 | (54) | (1,237) |
Loss on assets held for sale | (2,630) | ||
Other income (expense), net | (27) | (70) | (675) |
Income (loss) from discontinued operations before income taxes | 66 | (124) | (4,542) |
Provision (benefit) for income taxes | 76 | ||
Net income (loss) from discontinued operations | 66 | (124) | (4,466) |
Verykool [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 47 | ||
Cost of sales | 8 | 118 | |
Gross profit (loss) | (8) | (71) | |
Selling, general and administrative expenses | 2 | 19 | (16) |
Operating income (loss) | (10) | (19) | (55) |
Other income (expense), net | 59 | 25 | |
Income (loss) from discontinued operations before income taxes | (10) | 40 | (30) |
Provision (benefit) for income taxes | (2) | ||
Net income (loss) from discontinued operations | (10) | 40 | (32) |
OneClick International [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 1 | ||
Cost of sales | 13 | ||
Gross profit (loss) | (12) | ||
Selling, general and administrative expenses | 1 | (41) | 501 |
Goodwill and intangible impairments | 630 | ||
Operating income (loss) | (1) | 41 | (1,143) |
Other income (expense), net | (14) | ||
Income (loss) from discontinued operations before income taxes | (1) | 41 | (1,157) |
Net income (loss) from discontinued operations | (1) | 41 | (1,157) |
OneClick Argentino [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 821 | 8,029 | |
Cost of sales | 544 | 5,374 | |
Gross profit (loss) | 277 | 2,655 | |
Selling, general and administrative expenses | 203 | 2,703 | |
Operating income (loss) | 74 | (48) | |
Loss on assets held for sale | (1,932) | ||
Other income (expense), net | (21) | (678) | |
Income (loss) from discontinued operations before income taxes | 53 | (2,658) | |
Net income (loss) from discontinued operations | 53 | (2,658) | |
Verablue Caribbean [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 334 | 408 | 3,849 |
Cost of sales | 223 | 319 | 2,783 |
Gross profit (loss) | 111 | 89 | 1,066 |
Selling, general and administrative expenses | 81 | 165 | 1,057 |
Operating income (loss) | 30 | (76) | 9 |
Loss on assets held for sale | (698) | ||
Other income (expense), net | (6) | (129) | (8) |
Income (loss) from discontinued operations before income taxes | 24 | (205) | (697) |
Provision (benefit) for income taxes | 78 | ||
Net income (loss) from discontinued operations | $ 24 | $ (205) | $ (619) |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,472 | $ 1,468 | |
Less accumulated depreciation and amortization | (1,171) | (660) | |
Total | 1,301 | 808 | $ 858 |
Machinery and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 240 | 225 | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 666 | 371 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,566 | $ 872 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 51,000 | $ 534,000 | $ 354,000 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | Sep. 25, 2019 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 699 | $ 699 | ||
Simply Mac, Inc. [Member] | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense | 11,000 | 141,000 | $ 37,000 | |
Goodwill | $ 699,000 | $ 699,000 | $ 699 | |
Simply Mac, Inc. [Member] | Tradenames [Member] | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization period | 15 years | |||
Simply Inc Domain Name [Member] | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization period | 5 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Definite-Lived Intangible Assets Arose From Acquisition (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Definite-lived intangible assets, gross | $ 2,102 | $ 2,092 |
Simply Mac, Inc. [Member] | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Definite-lived intangible assets, gross | 2,092 | 2,092 |
Less accumulated amortization | (189) | (48) |
Total | 1,913 | $ 2,044 |
Simply Inc Domain Name [Member] | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Definite-lived intangible assets, gross | $ 10 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Payables And Accruals [Abstract] | ||
Accrued compensation (wages, benefits, severance, vacation) | $ 1,187 | $ 1,457 |
Customer deposits and overpayments | 880 | 154 |
Accrued product costs | 199 | |
Accrued interest | 113 | 956 |
Accrued sales taxes | 561 | 711 |
Accrued income taxes | 243 | 220 |
Other accruals | 564 | 1,589 |
Total | $ 3,548 | $ 5,286 |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes Payable (Detail) - USD ($) | Feb. 01, 2021 | Jan. 31, 2021 | Jan. 30, 2021 | May 02, 2020 | Feb. 01, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | May 31, 2019 | Nov. 30, 2018 | Oct. 31, 2018 | Jan. 31, 2018 |
Debt Instrument [Line Items] | |||||||||||
Total face amount | $ 4,348,000 | $ 16,359,000 | |||||||||
Unamortized discount | (2,674,000) | $ (271,000) | |||||||||
Total carrying value | 4,348,000 | 13,685,000 | |||||||||
Amount classified as current | 2,478,000 | 13,685,000 | |||||||||
Amount classified as long-term | 1,870,000 | ||||||||||
0% Convertible Note Due January 2021 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | 91,000 | ||||||||||
6% Promissory Note Due December 2020 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | 500,000 | ||||||||||
12% Convertible Notes Due October 2019 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | 1,775,000 | ||||||||||
Unamortized discount | $ (1,942,000) | ||||||||||
12% Convertible Notes Due November 2019 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | $ 400,000 | 400,000 | $ 400,000 | ||||||||
Unamortized discount | $ (118,000) | ||||||||||
12% Convertible Notes Due May 2020 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | 1,500,000 | ||||||||||
Unamortized discount | $ (940,000) | ||||||||||
12% Convertible Notes Due July, August and September 2020 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | $ 4,235,000 | 4,235,000 | $ 4,235,000 | ||||||||
Unamortized discount | $ (4,368,000) | $ (4,368,000) | |||||||||
12% Secured Promissory Note Due September 2020 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | $ 7,858,000 | ||||||||||
6% Promissory Note Due February 2024 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | 1,250,000 | ||||||||||
1% Promissory Note Due April 2022 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total face amount | $ 3,098,000 |
Notes Payable - Schedule of N_2
Notes Payable - Schedule of Notes Payable (Parenthetical) (Detail) - Notes Payable [Member] | 1 Months Ended | 12 Months Ended |
Feb. 01, 2020 | Jan. 31, 2021 | |
0% Convertible Note Due January 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 0.00% | 0.00% |
Notes payable, maturity date | Jan. 31, 2021 | Jan. 31, 2021 |
6% Promissory Note Due December 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 6.00% | 6.00% |
Notes payable, maturity date | Dec. 31, 2020 | Dec. 31, 2020 |
12% Convertible Notes Due October 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Oct. 31, 2019 | Oct. 31, 2019 |
12% Convertible Notes Due November 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Nov. 30, 2019 | Nov. 30, 2019 |
12% Convertible Notes Due May 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | May 31, 2020 | May 31, 2020 |
12% Convertible Notes Due July 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Jul. 31, 2020 | Jul. 31, 2020 |
12% Convertible Notes Due August 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Aug. 31, 2020 | Aug. 31, 2020 |
12% Convertible Notes Due September 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Sep. 30, 2020 | Sep. 30, 2020 |
12% Secured Promissory Note Due September 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 12.00% | 12.00% |
Notes payable, maturity date | Sep. 30, 2020 | Sep. 30, 2020 |
6% Promissory Note Due February 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 6.00% | 6.00% |
Notes payable, maturity date | Feb. 29, 2024 | Feb. 29, 2024 |
1% Promissory Note Due April 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable, interest rate | 1.00% | 1.00% |
Notes payable, maturity date | Apr. 30, 2022 | Apr. 30, 2022 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) | Oct. 19, 2020 | Apr. 16, 2020USD ($) | Mar. 11, 2020USD ($) | Sep. 25, 2019USD ($)Installment | Aug. 15, 2018USD ($) | Jan. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2020shares | Mar. 31, 2020USD ($) | Feb. 01, 2020USD ($) | Jan. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Sep. 30, 2019USD ($) | May 31, 2019USD ($)$ / sharesshares | Nov. 30, 2018USD ($)$ / sharesshares | Oct. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($)PromissoryNote | Apr. 30, 2018USD ($) | May 02, 2020USD ($) | Jan. 31, 2021USD ($) | Jan. 30, 2021USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Feb. 01, 2021USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||||||
Long-term debt, maturity, 2022 | $ 2,478,000 | |||||||||||||||||||||
Long-term debt, maturity, 2023 | 620,000 | |||||||||||||||||||||
Long-term debt, maturity, 2025 | 1,250,000 | |||||||||||||||||||||
Convertible notes converted into shares of common stock | shares | 57,029 | |||||||||||||||||||||
Warrants exercisable into shares of common stock | shares | 57,029 | |||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 91.50 | |||||||||||||||||||||
Amortization of debt discount | $ 271,000 | $ 2,674,000 | ||||||||||||||||||||
Amortization period of interest expense | 3 years | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | $ 6,615,000 | $ 8,001,000 | ||||||||||||||||||||
Notes payable, outstanding amount | 16,359,000 | 4,348,000 | ||||||||||||||||||||
(Loss) gain on debt conversion | 13,642,000 | (4,057,000) | ||||||||||||||||||||
Accretion of discount | 373,000 | 666,000 | 3,519,000 | |||||||||||||||||||
Interest expense | 532,000 | 1,048,000 | 4,876,000 | |||||||||||||||||||
Derivative liability | 2,527,000 | |||||||||||||||||||||
Increase decrease in derivative liability | (807,000) | $ 543,000 | 6,233,000 | |||||||||||||||||||
CARES Act [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Percentage of loaned funds utilized | 100.00% | |||||||||||||||||||||
Paycheck Protection Program [Member] | CARES Act [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 1.00% | |||||||||||||||||||||
Notes payable, issued amount | $ 3,098,000 | |||||||||||||||||||||
Notes payable, amount | $ 0 | |||||||||||||||||||||
Bank loan maturity term | 2 years | |||||||||||||||||||||
Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Accretion of discount | 373,000 | 668,000 | 3,519,000 | |||||||||||||||||||
Interest expense | 532,000 | $ 1,048,000 | 4,867,000 | |||||||||||||||||||
Notes Payable [Member] | Termination Agreement [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Debt instrument, periodic payment | $ 27,929 | |||||||||||||||||||||
Notes payable, amount | $ 335,152 | |||||||||||||||||||||
Note payable, frequency of periodic payment | twelve equal monthly installments | |||||||||||||||||||||
Notes payable, first monthly installment due date | Apr. 30, 2020 | |||||||||||||||||||||
Notes Payable [Member] | Simply Mac, Inc. [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
(Loss) gain on debt conversion | $ 6,961,000 | |||||||||||||||||||||
Notes payable, onetime cash payment | 250,000 | |||||||||||||||||||||
Escrow deposit disbursements | $ 345,000 | |||||||||||||||||||||
4.02% Promissory Note Due April 2021 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 4.02% | 6.00% | ||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | $ 204,000 | |||||||||||||||||||||
Notes payable, outstanding amount | 704,000 | $ 500,000 | ||||||||||||||||||||
Notes payable, issued amount | $ 1,000,000 | |||||||||||||||||||||
Notes payable, maturity date | Apr. 30, 2021 | Dec. 31, 2020 | ||||||||||||||||||||
8% Promissory Notes Due March 2021 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 8.00% | |||||||||||||||||||||
Notes payable, issued amount | $ 2,107,000 | |||||||||||||||||||||
Notes payable, maturity date | Mar. 31, 2021 | |||||||||||||||||||||
Number of promissory notes | PromissoryNote | 12 | |||||||||||||||||||||
12% Convertible Notes Due October 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes converted into shares of common stock | shares | 94,118 | |||||||||||||||||||||
Warrants exercisable into shares of common stock | shares | 47,059 | |||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 42.50 | |||||||||||||||||||||
Amortization of debt discount | $ 1,942,000 | |||||||||||||||||||||
Amortization period of interest expense | 1 year | |||||||||||||||||||||
Notes payable, outstanding amount | $ 1,775,000 | |||||||||||||||||||||
12% Convertible Notes Due October 2019 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 12.00% | 12.00% | ||||||||||||||||||||
Notes payable, maturity date | Oct. 31, 2019 | Oct. 31, 2019 | ||||||||||||||||||||
12% Convertible Notes Due November 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes converted into shares of common stock | shares | 27,727 | |||||||||||||||||||||
Warrants exercisable into shares of common stock | shares | 13,864 | |||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 44 | |||||||||||||||||||||
Amortization of debt discount | $ 118,000 | |||||||||||||||||||||
Amortization period of interest expense | 1 year | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | 820,000 | |||||||||||||||||||||
Notes payable, outstanding amount | $ 400,000 | $ 400,000 | 400,000 | |||||||||||||||||||
(Loss) gain on debt conversion | (5,000) | |||||||||||||||||||||
Accretion of discount | 104,000 | |||||||||||||||||||||
12% Convertible Notes Due November 2019 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 12.00% | 12.00% | ||||||||||||||||||||
Notes payable, maturity date | Nov. 30, 2019 | Nov. 30, 2019 | ||||||||||||||||||||
12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes converted into shares of common stock | shares | 125,900 | |||||||||||||||||||||
Warrants exercisable into shares of common stock | shares | 62,950 | |||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 27.20 | |||||||||||||||||||||
Amortization of debt discount | $ 940,000 | |||||||||||||||||||||
Amortization period of interest expense | 1 year | |||||||||||||||||||||
Notes payable, outstanding amount | $ 1,500,000 | |||||||||||||||||||||
Accretion of discount | $ 34,000 | |||||||||||||||||||||
12% Convertible Notes Due May 2020 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 12.00% | 12.00% | ||||||||||||||||||||
Notes payable, maturity date | May 31, 2020 | May 31, 2020 | ||||||||||||||||||||
12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Warrants value | 3,586,000 | |||||||||||||||||||||
Amortization of debt discount | $ 4,368,000 | $ 4,368,000 | ||||||||||||||||||||
Amortization period of interest expense | 1 year | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | 316,000 | |||||||||||||||||||||
Notes payable, outstanding amount | $ 4,235,000 | 4,235,000 | $ 4,235,000 | |||||||||||||||||||
(Loss) gain on debt conversion | $ (190,000) | |||||||||||||||||||||
Accretion of discount | 339,000 | $ 605,000 | 1,288,000 | |||||||||||||||||||
12% Secured Promissory Note Due September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, outstanding amount | $ 7,858,000 | |||||||||||||||||||||
12% Secured Promissory Note Due September 2020 [Member] | Notes Payable [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 12.00% | 12.00% | ||||||||||||||||||||
Notes payable, maturity date | Sep. 30, 2020 | Sep. 30, 2020 | ||||||||||||||||||||
12% Secured Promissory Note Due September 2020 [Member] | Notes Payable [Member] | Simply Mac, Inc. [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 12.00% | |||||||||||||||||||||
Notes payable, outstanding amount | $ 7,858,000 | |||||||||||||||||||||
Notes payable, issued amount | $ 7,858,000 | |||||||||||||||||||||
Number of equal installments of principal value of note | Installment | 4 | |||||||||||||||||||||
Debt instrument, periodic payment | $ 1,965,000 | |||||||||||||||||||||
Installment period of note | 3 months | |||||||||||||||||||||
Amended Promissory Note | Notes Payable [Member] | Simply Mac, Inc. [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Notes payable, interest rate | 6.00% | |||||||||||||||||||||
Notes payable, outstanding amount | $ 1,250,000 | |||||||||||||||||||||
Notes payable, maturity date | Feb. 17, 2024 | |||||||||||||||||||||
Interest Expense [Member] | 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
(Loss) gain on debt conversion | 1,946,000 | |||||||||||||||||||||
Other Expense [Member] | 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Increase decrease in derivative liability | $ (806,000) | $ 543,000 | ||||||||||||||||||||
Valuation, Market Approach [Member] | 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Derivative liability | $ 7,954,000 | |||||||||||||||||||||
Convertible Notes and Warrants [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes amount | $ 1,000,000 | |||||||||||||||||||||
Debt instrument, term | 3 years | |||||||||||||||||||||
Notes payable, interest rate | 0.00% | |||||||||||||||||||||
Warrants value | $ 127,000 | |||||||||||||||||||||
Conversion feature value | 144,000 | |||||||||||||||||||||
Debt value | $ 729,000 | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | $ 725,000 | $ 91,000 | 184,000 | |||||||||||||||||||
Notes payable, outstanding amount | 91,000 | |||||||||||||||||||||
Accretion of discount | 0 | $ 1,000 | 33,000 | |||||||||||||||||||
Convertible Notes and Warrants [Member] | 12% Convertible Notes Due October 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes amount | $ 4,000,000 | |||||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||||
Notes payable, interest rate | 12.00% | 6.00% | ||||||||||||||||||||
Warrants value | $ 769,000 | |||||||||||||||||||||
Conversion feature value | 1,173,000 | |||||||||||||||||||||
Debt value | $ 2,058,000 | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | 2,225,000 | $ 1,700,000 | ||||||||||||||||||||
Notes payable, outstanding amount | $ 1,775,000 | $ 75,000 | 1,775,000 | |||||||||||||||||||
(Loss) gain on debt conversion | (8,000) | |||||||||||||||||||||
Accretion of discount | 1,610,000 | |||||||||||||||||||||
Notes payable, maturity date | Jun. 30, 2020 | |||||||||||||||||||||
Convertible Notes and Warrants [Member] | 12% Convertible Notes Due November 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes amount | $ 1,220,000 | |||||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||||
Notes payable, interest rate | 12.00% | |||||||||||||||||||||
Warrants value | $ 118,000 | |||||||||||||||||||||
Debt value | $ 1,102,000 | |||||||||||||||||||||
Convertible Notes and Warrants [Member] | 12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes amount | $ 3,500,000 | |||||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||||
Notes payable, interest rate | 12.00% | |||||||||||||||||||||
Warrants value | $ 507,000 | |||||||||||||||||||||
Conversion feature value | 243,000 | |||||||||||||||||||||
Debt value | 2,750,000 | |||||||||||||||||||||
Aggregate principal amount of converted notes to common stock | 2,000,000 | |||||||||||||||||||||
Notes payable, outstanding amount | 1,500,000 | |||||||||||||||||||||
(Loss) gain on debt conversion | 57,000 | |||||||||||||||||||||
Accretion of discount | $ 60,000 | $ 485,000 | ||||||||||||||||||||
Fundraising costs | 190,000 | |||||||||||||||||||||
Convertible Notes and Warrants [Member] | 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Convertible notes amount | $ 4,551,000 | |||||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||||
Notes payable, interest rate | 12.00% | |||||||||||||||||||||
Warrants value | $ 1,897,000 | |||||||||||||||||||||
Conversion feature value | 2,471,000 | |||||||||||||||||||||
Debt value | $ 182,000 | |||||||||||||||||||||
Convertible Notes and Warrants [Member] | Interest Expense [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
(Loss) gain on debt conversion | $ 5,000 | $ (15,000) | ||||||||||||||||||||
Convertible Notes and Warrants [Member] | Interest Expense [Member] | 12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
(Loss) gain on debt conversion | $ (304,000) | |||||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||||
Convertible notes converted into shares of common stock | shares | 453,000,000 | 1,000,000,000 | ||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 0.50 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 105 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | 12% Convertible Notes Due October 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 90 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | 12% Convertible Notes Due November 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 90 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | 12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 105 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 2.20 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | 12% Convertible Notes Due October 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 2.47 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | 12% Convertible Notes Due November 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 2.52 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | 12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 2.33 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Entity Credit Risk [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 7.70 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Discount Rate [Member] | 12% Convertible Notes Due October 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 25 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Discount Rate [Member] | 12% Convertible Notes Due November 2019 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 25 | |||||||||||||||||||||
Warrants [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Discount Rate [Member] | 12% Convertible Notes Due May 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 30 | |||||||||||||||||||||
Warrants [Member] | Convertible Notes [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 70 | |||||||||||||||||||||
Warrants [Member] | Convertible Notes [Member] | Valuation, Market Approach [Member] | Measurement Input, Exercise Price [Member] | Certain Portion of 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 20 | |||||||||||||||||||||
Warrants [Member] | Convertible Notes [Member] | Valuation, Market Approach [Member] | Measurement Input, Exercise Price [Member] | Other Portion of 12% Convertible Notes Due July, August and September 2020 [Member] | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Fair value assumption | 30 |
Notes Payable To Related Part_2
Notes Payable To Related Parties - Additional Information (Detail) - USD ($) | Jan. 30, 2021 | Jan. 30, 2021 | Jan. 21, 2021 | Feb. 01, 2020 |
Notes Payable To Related Parties [Line Items] | ||||
Total face amount | $ 4,348,000 | $ 4,348,000 | $ 16,359,000 | |
Notes Payable To Related Parties [Member] | Unsecured Short-Term Promissory Note [Member] | Taylor Capital LLC [Member] | ||||
Notes Payable To Related Parties [Line Items] | ||||
Notes payable, issued amount | $ 400,000 | |||
Total face amount | $ 400,000 | 400,000 | ||
Notes payable, maturity date | Apr. 21, 2021 | |||
Notes payable, one-time fee | $ 20,000 | |||
Notes payable, interest rate | 18.00% | |||
Interest expense on note | $ 22,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 12 Months Ended |
Jan. 30, 2021USD ($) | |
Income Tax Contingency [Line Items] | |
Federal statutory income tax rate | 21.00% |
Federal income tax net operating loss carryforwards | $ 26,000,000 |
Federal operating loss carryforwards expiration year | 2027 |
State net operating loss carryforwards | $ 6,500,000 |
State operating loss carryforwards expiration year | 2023 |
Percentage of change in ownership | 50.00% |
Net operating loss carryforwards limitation on use ownership change period | 3 years |
Federal and state net operating loss carryforwards limitations on use | $ 17,300,000 |
Cumulative effect on retained earnings | 0 |
Unrecognized tax benefits | 0 |
Continuing Operations [Member] | |
Income Tax Contingency [Line Items] | |
Federal income tax net operating loss carryforwards | 17,800,000 |
Discontinued Operations [Member] | |
Income Tax Contingency [Line Items] | |
Federal income tax net operating loss carryforwards | $ 8,200,000 |
Earliest Tax Year [Member] | |
Income Tax Contingency [Line Items] | |
Open tax year | 2016 |
Latest Tax Year [Member] | |
Income Tax Contingency [Line Items] | |
Open tax year | 2020 |
Tax Year After 2017 [Member] | |
Income Tax Contingency [Line Items] | |
Federal income tax net operating loss carryforwards, indefinitely carried forward | $ 17,000,000 |
Tax Year Prior to 2018 [Member] | |
Income Tax Contingency [Line Items] | |
Federal income tax net operating loss carryforwards, subject to expiration | $ 9,000,000 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 30, 2021 | Dec. 31, 2019 | |
Current tax provision: | ||
State | $ 51 | $ 1 |
Total | 51 | 1 |
Deferred tax provision: | ||
Total provision for income taxes | $ 51 | $ 1 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Taxes (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Income tax at U.S. federal statutory rate | $ (460) | $ 936 | $ (3,475) |
State taxes, net of federal benefit | 51 | 1 | |
Non-deductible (non-taxable) items, net | 1 | (2,475) | 908 |
Foreign income tax rate differential | 37 | ||
Valuation allowance | 456 | 13 | 2,013 |
Expiration of net operating losses | 1,966 | ||
Other | $ 3 | (440) | 517 |
Total provision for income taxes | $ 51 | $ 1 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Non-current deferred tax assets: | ||
Total | $ 9,080 | $ 10,700 |
Valuation allowance | (6,009) | (7,060) |
Net deferred tax assets | 3,071 | 3,640 |
Deferred tax liabilities: | ||
Depreciation | (761) | (740) |
Right of use assets | (2,310) | (2,224) |
Debt discount | (676) | |
Net deferred tax liabilities | (3,071) | (3,640) |
Deferred Tax Non-current [Member] | ||
Non-current deferred tax assets: | ||
Net operating loss | 3,959 | 5,676 |
Accrued compensation | 527 | 354 |
Lease liability | 2,396 | 2,250 |
Derivative liability | 641 | |
Interest expense | 597 | 553 |
Intangible assets | 1,131 | 856 |
Other accruals and reserves | $ 470 | $ 370 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |||
Feb. 01, 2020USD ($) | Jan. 30, 2021USD ($)ft² | Dec. 31, 2019USD ($) | Oct. 02, 2020USD ($) | Oct. 01, 2020USD ($) | |
Loss Contingencies [Line Items] | |||||
Lease expiration term | Jun. 30, 2027 | ||||
Area of small stores | ft² | 1,000 | ||||
Operating lease, expense | $ 418,000 | $ 4,547,000 | $ 2,212,000 | ||
Cash paid for lease liabilities | 291,000 | 3,790,000 | 1,691,000 | ||
Variable lease costs | $ 0 | 0 | $ 0 | ||
Rent abatement credits | $ 250,000 | ||||
Eligibility for 401(k) retirement savings plan | 90 days | ||||
401(k) retirement savings plan matching contributions | $ 0 | ||||
Defined Contribution Plan, Sponsor Location [Extensible List] | us-gaap:DomesticPlanMember | ||||
Inventory Supplier [Member] | |||||
Loss Contingencies [Line Items] | |||||
Line of credit | $ 3,000,000 | ||||
Inventory Supplier [Member] | Security Agreement [Member] | |||||
Loss Contingencies [Line Items] | |||||
Line of credit | $ 6,600,000 | ||||
Outstanding payable to related party | $ 6,016,000 | ||||
Maximum [Member] | |||||
Loss Contingencies [Line Items] | |||||
Area of larger stores | ft² | 5,200 | ||||
Lease initial term | 5 years | ||||
Lease term | 10 years | ||||
Minimum [Member] | |||||
Loss Contingencies [Line Items] | |||||
Lease initial term | 3 years |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Supplemental Lease Information (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Leases [Abstract] | ||
Operating right of use assets | $ 9,121 | $ 8,760 |
Current operating lease liabilities | 2,717 | 2,768 |
Long-term operating lease liabilities | $ 6,736 | $ 6,109 |
Weighted-average remaining lease term in years | 3 years 10 months 24 days | |
Weighted-average discount rate | 12.00% |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 |
Leases [Abstract] | ||
2022 | $ 3,677 | |
2023 | 2,811 | |
2024 | 2,218 | |
2025 | 1,531 | |
2026 | 1,065 | |
Thereafter | 602 | |
Total lease payments | 11,904 | |
Less: interest | (2,451) | |
Total | 9,453 | |
Less: current portion | 2,717 | $ 2,768 |
Long-term portion | $ 6,736 | $ 6,109 |
Stockholders' Deficit - Additio
Stockholders' Deficit - Additional Information (Detail) | Oct. 31, 2020 | Oct. 14, 2020shares | Sep. 30, 2019shares | Jan. 09, 2019USD ($)$ / sharesshares | Jan. 31, 2018$ / sharesshares | Dec. 31, 2020USD ($)shares | Sep. 30, 2020USD ($)shares | Aug. 31, 2020USD ($)shares | Jun. 30, 2020USD ($)Directorshares | Apr. 30, 2020USD ($)shares | Mar. 31, 2020USD ($)ConvertibleNote$ / sharesshares | Oct. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Feb. 29, 2020shares | Jan. 30, 2021USD ($)FormerExecutiveshares | Dec. 31, 2019USD ($)$ / sharesshares | Feb. 01, 2020USD ($)shares | Nov. 30, 2019shares | Dec. 31, 2018shares | Jun. 30, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||||||||||||||||
Preferred stock, shares outstanding | 2,000 | 2,000 | ||||||||||||||||||
Common stock, shares authorized | 150,000,000 | 150,000,000 | ||||||||||||||||||
Common stock, shares outstanding | 11,465,000 | 4,378,000 | ||||||||||||||||||
Amount owed by vendor | $ | $ 400,000 | |||||||||||||||||||
Warrants exercisable into shares of common stock | 57,029 | |||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 91.50 | |||||||||||||||||||
Warrants exercisable expiration date | Jan. 6, 2021 | |||||||||||||||||||
Expected life | 5 years | |||||||||||||||||||
(Loss) gain on debt conversion | $ | $ 13,642,000 | $ (4,057,000) | ||||||||||||||||||
Promissory note principal amount | $ | 4,348,000 | $ 16,359,000 | ||||||||||||||||||
Debt exchange conversion aggregate amount | $ | $ 6,615,000 | $ 8,001,000 | ||||||||||||||||||
Convertible notes converted into shares of common stock | 57,029 | |||||||||||||||||||
Warrants exercisable expiration period | 4 months | |||||||||||||||||||
Fair value assumption, risk-free interest rates, minimum | 0.20% | |||||||||||||||||||
Fair value assumption, risk-free interest rates, maximum | 0.30% | |||||||||||||||||||
Debt conversion, description | Company entered into an additional debt restructuring that resulted in the conversion of debt with an aggregate principal amount of $7,492,000 and accrued interest of $691,000 into common stock of the Company. The carrying value of the debt and related derivative liability at the time of extinguishment amounted to $8,341,000. The aggregate total of $8,183,000 was converted into 4,814,000 shares of common stock at $1.70 per share. | |||||||||||||||||||
Debt conversion, aggregate principal amount | $ | $ 7,492,000 | |||||||||||||||||||
Debt conversion, accrued interest | $ | 691,000 | |||||||||||||||||||
Debt aggregate conversion amount | $ | 8,183,000 | |||||||||||||||||||
Number of outside directors | Director | 2 | |||||||||||||||||||
Number of former executives | FormerExecutive | 3 | |||||||||||||||||||
Reverse stock split description | one-for-ten reverse stock split | one-for-ten reverse split | ||||||||||||||||||
Reverse stock split, conversion ratio | 0.1 | 0.1 | ||||||||||||||||||
Term of vesting schedule | 10 years | |||||||||||||||||||
Vested share exercised | 3 months | |||||||||||||||||||
Stock options granted under equity incentive plans | 0 | 855,000 | 0 | |||||||||||||||||
Stock-based compensation expense | $ | $ 1,332,000 | |||||||||||||||||||
Expected dividend yield | 0.00% | |||||||||||||||||||
Stock issued during period, shares | 216,000 | 1,851,000 | ||||||||||||||||||
Stock issued during period, values | $ | $ 3,265,000 | |||||||||||||||||||
Warrant unexercised | 247,000 | |||||||||||||||||||
Warrants extend expiration period | 4 months | |||||||||||||||||||
Warrants, extended expiration date | May 6, 2021 | |||||||||||||||||||
Future stock-based compensation | $ | $ 167,000 | |||||||||||||||||||
Immediate Vesting Options [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Expected life | 2 years 6 months | |||||||||||||||||||
Graded Vested Options [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Expected life | 3 years 3 months 18 days | |||||||||||||||||||
Minimum [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Number of shares granted, vesting period | 2 years | |||||||||||||||||||
Maximum [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Number of shares granted, vesting period | 3 years | |||||||||||||||||||
2015 Equity Incentive Plan [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock authorized for issuance there-under | 1,500,000 | 1,500,000 | 79,000 | 5,000 | ||||||||||||||||
2015 Plan [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Stock issued during period, shares | 140,000 | |||||||||||||||||||
2019 Plan [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Stock issued during period, shares | 721,000 | |||||||||||||||||||
Number of shares vested | 130,000 | |||||||||||||||||||
Director | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock issued | 295,000 | |||||||||||||||||||
Number of shares granted, value | $ | $ 390,000 | |||||||||||||||||||
Stock Option [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Stock-based compensation expense | $ | $ 722,000 | |||||||||||||||||||
Unregistered Shares [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Stock issued during period, shares | 300,000 | 1,000,000 | ||||||||||||||||||
Restricted Stock Award [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Stock-based compensation expense | $ | $ 93,000 | |||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 0.50 | |||||||||||||||||||
Convertible notes converted into shares of common stock | 453,000,000 | 1,000,000,000 | ||||||||||||||||||
Stock-based compensation expense | $ | $ 127,000 | |||||||||||||||||||
Stock issued during period, shares | 300,000 | 1,000,000 | ||||||||||||||||||
Stock issued during period, values | $ | $ 227,000 | $ 89,000 | ||||||||||||||||||
Debt instrument, term | 1 year | |||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Fair value assumption, expected volatility | 70.00% | |||||||||||||||||||
(Loss) gain on debt conversion | $ | $ 6,472,000 | |||||||||||||||||||
Preferred stock convertible into common stock | 30,000 | |||||||||||||||||||
Convertible notes converted into shares of common stock | 4,814,000 | |||||||||||||||||||
Debt exchange conversion price per unit | $ / shares | $ 1.70 | |||||||||||||||||||
Debt and related derivative liability at the time of extinguishment | $ | $ 8,341,000 | |||||||||||||||||||
Conversions of preferred to common stock | $ | $ 1,869,000 | |||||||||||||||||||
Common stock issued | 1,068,000 | |||||||||||||||||||
Stock repurchased | 70,000 | |||||||||||||||||||
Stock retired | 70,000 | |||||||||||||||||||
Stock repurchased and retired value | $ | $ 28,000 | |||||||||||||||||||
Reverse stock split description | 1-for-10 | |||||||||||||||||||
Reverse stock split, conversion ratio | 0.1 | |||||||||||||||||||
Stock issued during period, shares, reverse stock splits | 2,000 | |||||||||||||||||||
Expected annualized volatility rate, minimum | 95.00% | |||||||||||||||||||
Expected annualized volatility rate maximum | 108.00% | |||||||||||||||||||
Common Stock [Member] | Director | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock issued | 80,000,000 | |||||||||||||||||||
Number of shares granted, value | $ | $ 106,000 | |||||||||||||||||||
Common Stock [Member] | Former Executive | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock issued | 54,000 | 54,000 | 54,000 | |||||||||||||||||
Number of shares granted, value | $ | $ 57,000 | $ 57,000 | $ 57,000 | |||||||||||||||||
Common Stock [Member] | Other Expenses [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock issued | 1,040,000 | |||||||||||||||||||
Number of shares granted, value | $ | $ 415,000 | |||||||||||||||||||
Common Stock [Member] | Simply Mac, Inc. [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Common stock issued | 1,040,000 | |||||||||||||||||||
Settlement Agreement with Vendor [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Amount owed by vendor | $ | $ 164,000 | |||||||||||||||||||
Issuance of restricted common shares | 9,345 | |||||||||||||||||||
Warrants exercisable into shares of common stock | 9,345 | 38,217 | ||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 16.40 | |||||||||||||||||||
Warrants exercisable beginning date | Jul. 9, 2019 | |||||||||||||||||||
Warrants exercisable expiration date | Jan. 9, 2022 | |||||||||||||||||||
Fair value of warrants estimated on the date of issuance | $ | $ 59,000 | |||||||||||||||||||
Combined value of the stock and warrants | $ | 173,000 | |||||||||||||||||||
(Loss) gain on debt conversion | $ | (9,000) | |||||||||||||||||||
Strike price per share | $ / shares | $ 30.20 | |||||||||||||||||||
Aggregate proceeds from exercise of warrants | $ | $ 1,154,000 | |||||||||||||||||||
Settlement Agreement with Vendor [Member] | Restricted Stock Award [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Fair value of restricted stock estimated on the date of issuance | $ | $ 114,000,000 | |||||||||||||||||||
Fair value assumption, discount rate | 25.00% | |||||||||||||||||||
Fair value assumption, risk-free interest rates | 2.52% | |||||||||||||||||||
Expected life | 6 months | |||||||||||||||||||
Fair value assumption, expected volatility | 90.00% | |||||||||||||||||||
Settlement Agreement with Vendor [Member] | Warrants [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Fair value assumption, risk-free interest rates | 2.54% | |||||||||||||||||||
Expected life | 3 years | |||||||||||||||||||
Fair value assumption, expected volatility | 90.00% | |||||||||||||||||||
Settlement Agreement with Vendor [Member] | Common Stock [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Preferred stock convertible into common stock | 30,000 | |||||||||||||||||||
Exchange [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
(Loss) gain on debt conversion | $ | $ 204,000 | |||||||||||||||||||
Promissory note principal amount | $ | 434,000 | $ 7,852,000 | ||||||||||||||||||
Promissory notes accrued interest | $ | 8,000 | 668,000 | ||||||||||||||||||
Carrying value of extinguishment of debt | $ | 7,461,000 | |||||||||||||||||||
Debt exchange conversion aggregate amount | $ | $ 35,000 | $ 8,520,000 | ||||||||||||||||||
Warrants exercisable expiration period | 3 years | |||||||||||||||||||
Number of convertible notes exchanged into common stock | ConvertibleNote | 2 | |||||||||||||||||||
Shares holders blocker percentage | 4.99% | |||||||||||||||||||
Warrants extend expiration period | 3 years | |||||||||||||||||||
Exchange [Member] | Warrants [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Exercise price of warrants, per share | $ / shares | $ 5.10 | |||||||||||||||||||
Fair value of warrants estimated on the date of issuance | $ | $ 3,713,000 | |||||||||||||||||||
Expected life | 3 years | |||||||||||||||||||
Fair value assumption, expected volatility | 70.00% | |||||||||||||||||||
Combined value of the stock and warrants | $ | $ 12,177,000 | |||||||||||||||||||
(Loss) gain on debt conversion | $ | (4,048,000) | |||||||||||||||||||
Debt exchange conversion aggregate amount | $ | $ 8,464,000 | |||||||||||||||||||
Each unit comprised of common stock and warrant to purchase number of common share | 1,540,000 | |||||||||||||||||||
Fair value assumption, risk-free interest rates, minimum | 1.50% | |||||||||||||||||||
Fair value assumption, risk-free interest rates, maximum | 1.70% | |||||||||||||||||||
Exchange [Member] | Common Stock [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Convertible notes converted into shares of common stock | 86,800 | 1,671,000 | ||||||||||||||||||
Debt exchange conversion price per unit | $ / shares | $ 5.10 | $ 5.10 | ||||||||||||||||||
Common stock issued | 5,882,000 | |||||||||||||||||||
Shares delivered | 270,000 | |||||||||||||||||||
Shares remain to be delivered | 5,612,000 | |||||||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Preferred stock, shares authorized | 10,000,000 | |||||||||||||||||||
Preferred stock, shares outstanding | 2,000 | 32,000 | ||||||||||||||||||
Percentage of outstanding shares authorized for issuance | 0.00% | |||||||||||||||||||
Preferred stock convertible into common stock | 30,000 | |||||||||||||||||||
Preferred stock, conversion basis | The preferred shares are essentially convertible into common stock of the Company on a one-for-one basis at the election of the holder. |
Stockholders' Deficit - Summary
Stockholders' Deficit - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended | |
Feb. 29, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Shares, Granted | 0 | 855,000 | 0 |
Shares, Outstanding, Ending balance | 855,000 | ||
Shares, Vested and expected to vest | 855,000 | ||
Shares, Exercisable | 707,000 | ||
Shares, Non-vested | 148,000 | ||
Wtd. Avg. Exercise Price, Outstanding, Beginning balance | $ 345.40 | ||
Wtd. Avg. Exercise Price, Granted | 1.66 | ||
Wtd. Avg. Exercise Price, Expired | 342.89 | ||
Wtd. Avg. Exercise Price, Outstanding, Ending balance | 1.74 | ||
Wtd. Avg. Exercise Price, Vested and expected to vest | 1.66 | ||
Wtd. Avg. Exercise Price, Exercisable | 1.77 | ||
Wtd. Avg. Exercise Price, Non-vested | $ 1.61 | ||
Wtd. Avg. Remaining Contractual Life, Outstanding | 4 years 8 months 26 days | ||
Wtd. Avg. Remaining Contractual Life, Vested and expected to vest | 4 years 8 months 26 days | ||
Wtd. Avg. Remaining Contractual Life, Exercisable | 4 years 9 months | ||
Wtd. Avg. Remaining Contractual Life, Non-vested | 4 years 8 months 8 days | ||
Aggregate Intrinsic Value, Outstanding | $ 2,172 | ||
Aggregate Intrinsic Value, Vested and expected to vest | 2,172 | ||
Aggregate Intrinsic Value, Exercisable | 1,789 | ||
Aggregate Intrinsic Value, Non-vested | $ 383 |
Stockholders' Deficit - Summa_2
Stockholders' Deficit - Summary of Stock Option Activity (Parenthetical) (Detail) | 12 Months Ended |
Jan. 30, 2021$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Closing stock price | $ 4.20 |
Non-vested, Weighted average grant-date fair value | $ 1.06 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 12 Months Ended |
Jan. 30, 2021Segment | |
Segment Reporting [Abstract] | |
Number of segment | 2 |
Segments - Schedule of Operatin
Segments - Schedule of Operating Results of Segments (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 5,285 | $ 68,024 | $ 30,385 |
Gross profit | 1,508 | 18,352 | 7,044 |
Operating loss | (850) | (8,845) | (13,249) |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 5,285 | 68,024 | 30,385 |
Gross profit | 1,508 | 18,352 | 7,044 |
Operating loss | (716) | (3,517) | (4,107) |
Operating Segments [Member] | Retail Stores [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 5,281 | 67,885 | 28,312 |
Gross profit | 1,498 | 18,330 | 6,949 |
Operating loss | (615) | (3,276) | (2,969) |
Operating Segments [Member] | Cooltech Distribution [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4 | 139 | 2,073 |
Gross profit | 10 | 22 | 95 |
Operating loss | $ (101) | $ (241) | $ (1,138) |
Segments - Reconciliation of Op
Segments - Reconciliation of Operating Loss to Simply, Inc. as Reported (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Operating loss: | |||
Total consolidated operating loss | $ (850) | $ (8,845) | $ (13,249) |
Operating Segments [Member] | |||
Operating loss: | |||
Total consolidated operating loss | (716) | (3,517) | (4,107) |
Unallocated Corporate Expenses [Member] | |||
Operating loss: | |||
Total consolidated operating loss | $ (134) | $ (5,328) | $ (9,142) |
Segments - Schedule of Addition
Segments - Schedule of Additional Segment Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 01, 2020 | Jan. 30, 2021 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 62 | $ 675 | $ 391 |
Capital expenditures | 1,035 | 61 | |
Property and equipment, net | 808 | 1,301 | 858 |
Total assets | 27,408 | 24,723 | 27,849 |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 48 | 519 | 275 |
Capital expenditures | 1,035 | 59 | |
Property and equipment, net | 779 | 1,301 | 827 |
Total assets | 21,464 | 20,507 | 21,484 |
Operating Segments [Member] | Retail Stores [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 47 | 518 | 270 |
Capital expenditures | 1,032 | 59 | |
Property and equipment, net | 777 | 1,301 | 824 |
Total assets | 21,253 | 20,506 | 21,276 |
Operating Segments [Member] | Cooltech Distribution [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 1 | 1 | 5 |
Capital expenditures | 3 | ||
Property and equipment, net | 2 | 3 | |
Total assets | 211 | 1 | 208 |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 14 | 156 | 116 |
Capital expenditures | 2 | ||
Property and equipment, net | 29 | 31 | |
Total assets | $ 5,944 | $ 4,216 | $ 6,365 |
Acquisition of Simply Mac - Add
Acquisition of Simply Mac - Additional Information (Detail) - USD ($) | Sep. 25, 2019 | Sep. 20, 2019 | May 09, 2019 | Feb. 01, 2020 | Dec. 31, 2019 | Jan. 30, 2021 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||||||
Net sales | $ 5,285,000 | $ 68,024,000 | $ 30,385,000 | ||||
Operating loss | $ (850,000) | (8,845,000) | (13,249,000) | ||||
Simply Mac, Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Net sales | $ 21,269,000 | ||||||
Operating loss | $ 1,665,000 | ||||||
Business acquisition, unaudited pro forma net sales | 71,173,000 | ||||||
Business acquisition, unaudited pro forma net loss | $ 24,289,000 | ||||||
Simply Mac, Inc. [Member] | Stock Purchase Agreement [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Stock purchase agreement date | May 9, 2019 | ||||||
Stock purchase agreement amended date | Sep. 20, 2019 | ||||||
Aggregate consideration for stock purchase | $ 12,554,000 | ||||||
Cash consideration | 4,696,000 | ||||||
Value of implied goodwill deductible for tax purposes | $ 411,000 | ||||||
Payments on consideration including working capital adjustment | 5,157,000 | ||||||
Working capital adjustment | $ 461,000 | ||||||
Simply Mac, Inc. [Member] | Stock Purchase Agreement [Member] | 12% Secured Promissory Note [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Notes payable, interest rate | 12.00% | ||||||
Purchase consideration as promissory note | $ 7,858,000 |
Acquisition of Simply Mac - Sum
Acquisition of Simply Mac - Summary of Purchase Price Allocated to Net Assets Acquired in Transaction (Detail) - USD ($) $ in Thousands | Jan. 30, 2021 | Feb. 01, 2020 | Sep. 25, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 699 | $ 699 | |
Simply Mac, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 12 | ||
Accounts receivable | 1,367 | ||
Inventory | 9,145 | ||
Other current assets | 288 | ||
Fixed assets | 613 | ||
Right-of-use leased assets | 3,414 | ||
Goodwill | $ 699,000 | $ 699,000 | 699 |
Intangibles | 2,092 | ||
Other assets | 44 | ||
Accounts payable | (401) | ||
Lease liability | (3,430) | ||
Accrued liabilities | (1,289) | ||
Total | $ 12,554 |
Sale of Latin American Subsid_2
Sale of Latin American Subsidiaries - Additional Information (Detail) - Definitive Agreement [Member] | Apr. 06, 2020USD ($)Store | Jan. 31, 2020USD ($)Store |
OneClick Argentino S.R.L [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Discontinued operation, debt | $ 321,000 | |
Verablue Caribbean Group, S.R.L. ("Verablue") [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Proceeds from sale of business | $ 100,000 | |
Verablue Caribbean Group, S.R.L. ("Verablue") [Member] | 6-Month Installment Promissory Note [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Proceeds from sale of business | $ 100,000 | |
Argentina [Member] | OneClick Argentino S.R.L [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Number of retail consumer electronics stores | Store | 6 | |
Dominican Republic [Member] | Verablue Caribbean Group, S.R.L. ("Verablue") [Member] | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Number of retail consumer electronics stores | Store | 7 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Paycheck Protection Program [Member] - CARES Act [Member] - USD ($) | Mar. 10, 2021 | Apr. 16, 2020 |
Subsequent Event [Line Items] | ||
Notes payable, issued amount | $ 3,098,000 | |
Notes payable, interest rate | 1.00% | |
Bank loan maturity term | 2 years | |
Subsequent Events [Member] | ||
Subsequent Event [Line Items] | ||
Notes payable, issued amount | $ 2,000,000 | |
Notes payable, interest rate | 1.00% | |
Bank loan maturity term | 5 years |