MusclePharm (MSLPQ) 10-Q 23 Nov 20 2020 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2020	Nov. 16, 2020
Cover [Abstract]
Entity Registrant Name	MusclePharm Corp
Entity Central Index Key	0001415684
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2020
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	No
Entity Interactive Data Current	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		33,130,039
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2020

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash	$ 1,213	$ 1,532
Accounts receivable, net	4,679	4,807
Inventory	5,119	4,720
Prepaid expenses and other current assets	1,083	1,104
Total current assets	12,094	12,163
Property and equipment, net	110	216
Intangible assets, net	516	676
Operating lease right-of-use assets	806	1,175
Other assets	335	310
TOTAL ASSETS	13,861	14,540
Current liabilities:
Obligation under secured borrowing arrangement	2,920	4,443
Line of credit	3,389	4,204
Operating lease liability, current	408	624
Convertible note with a related party, net of discount	1,034	1,034
Accounts payable	26,695	26,178
Accrued and other liabilities	5,688	5,058
Total current liabilities	40,134	41,541
Operating lease liability, long-term	543	723
Other long-term liabilities	1,154	228
Total liabilities	41,831	42,492
Commitments and contingencies (Note 8)
Stockholders' deficit:
Common stock, par value of $0.001 per share; 100,000,000 shares authorized, 34,005,660 and 33,876,033 shares issued as of June 30, 2020 and December 31, 2019, respectively; 33,130,039 and 33,000,412 shares outstanding as of June 30, 2020 and December 31, 2019, respectively.	31	31
Additional paid-in capital	178,209	177,914
Treasury stock, at cost; 875,621 shares	(10,039)	(10,039)
Accumulated deficit	(196,171)	(195,858)
TOTAL STOCKHOLDERS' DEFICIT	(27,970)	(27,952)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 13,861	$ 14,540

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	34,005,660	33,876,033
Common stock, shares outstanding	33,130,039	33,000,412
Treasury stock, shares	875,621	875,621

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Revenue, net	$ 16,993	$ 22,299	$ 33,224	$ 41,074
Cost of revenue	12,009	20,573	23,431	36,428
Gross profit	4,984	1,726	9,793	4,646
Operating expenses:
Advertising and promotion	188	809	313	1,560
Salaries and benefits	1,774	1,894	3,455	3,774
Selling, general and administrative	1,807	2,642	3,718	5,531
Professional fees	865	1,215	1,406	1,941
Total operating expenses	4,634	6,560	8,892	12,806
Income (loss) from operations	350	(4,834)	901	(8,160)
Other (expense) income:
Loss on settlement obligation	(37)	(105)	(87)	(109)
Interest and other expense, net	(544)	(919)	(1,083)	(2,084)
Loss before provision for income taxes	(231)	(5,858)	(269)	(10,353)
Provision for income taxes	22	26	44	36
Net loss	$ (253)	$ (5,884)	$ (313)	$ (10,389)
Net loss per share, basic and diluted	$ (0.01)	$ (0.38)	$ (0.01)	$ (0.68)
Weighted average shares used to compute net loss per share, basic and diluted	32,764,553	15,584,249	32,612,956	15,384,932

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Net loss	$ (253)	$ (5,884)	$ (313)	$ (10,389)
Other comprehensive loss:
Change in foreign currency translation adjustment		4		183
Comprehensive loss	$ (253)	$ (5,880)	$ (313)	$ (10,206)

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Loss [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018	$ 15	$ 158,944	$ (10,039)	$ (238)	$ (176,877)	$ (28,195)
Balance, shares at Dec. 31, 2018	15,314,667
Stock-based compensation for issuance and amortization of restricted stock awards to employees, executives, and directors		65				65
Issuance of shares of common stock related to the payment of advertising services		96				96
Issuance of shares of common stock related to the payment of advertising services, shares	336,113
Change in foreign currency translation adjustment				233	(54)	179
Net loss					(4,505)	(4,505)
Balance at Mar. 31, 2019	$ 15	159,105	(10,039)	(5)	(181,436)	(32,360)
Balance, shares at Mar. 31, 2019	15,650,780
Balance at Dec. 31, 2018	$ 15	158,944	(10,039)	(238)	(176,877)	$ (28,195)
Balance, shares at Dec. 31, 2018	15,314,667
Issuance of shares of common stock related to the payment of advertising services, shares						489,260
Change in foreign currency translation adjustment						$ 183
Net loss						(10,389)
Balance at Jun. 30, 2019	$ 15	159,512	(10,039)	(1)	(187,320)	(37,833)
Balance, shares at Jun. 30, 2019	15,803,927
Balance at Mar. 31, 2019	$ 15	159,105	(10,039)	(5)	(181,436)	(32,360)
Balance, shares at Mar. 31, 2019	15,650,780
Stock-based compensation for issuance and amortization of restricted stock awards to employees, executives, and directors		63				63
Issuance of shares of common stock related to the payment of advertising services		344				344
Issuance of shares of common stock related to the payment of advertising services, shares	153,147
Change in foreign currency translation adjustment				4		4
Net loss					(5,884)	(5,884)
Balance at Jun. 30, 2019	$ 15	159,512	(10,039)	$ (1)	(187,320)	(37,833)
Balance, shares at Jun. 30, 2019	15,803,927
Balance at Dec. 31, 2019	$ 31	177,914	178,061		(195,858)	(27,952)
Balance, shares at Dec. 31, 2019	33,000,412
Stock-based compensation for issuance and amortization of restricted stock awards to employees, executives, and directors		100				100
Issuance of shares of common stock related to the payment of advertising services		47				47
Issuance of shares of common stock related to the payment of advertising services, shares	101,454
Net loss					(60)	(60)
Balance at Mar. 31, 2020	$ 31	178,061	(10,039)		(195,918)	(27,865)
Balance, shares at Mar. 31, 2020	33,101,866
Balance at Dec. 31, 2019	$ 31	177,914	178,061		(195,858)	$ (27,952)
Balance, shares at Dec. 31, 2019	33,000,412
Issuance of shares of common stock related to the payment of advertising services, shares						129,627
Change in foreign currency translation adjustment
Net loss						(313)
Balance at Jun. 30, 2020	$ 31	178,209	(10,039)		(196,171)	(27,970)
Balance, shares at Jun. 30, 2020	33,130,039
Balance at Mar. 31, 2020	$ 31	178,061	(10,039)		(195,918)	(27,865)
Balance, shares at Mar. 31, 2020	33,101,866
Stock-based compensation for issuance and amortization of restricted stock awards to employees, executives, and directors		79				79
Issuance of shares of common stock related to the payment of advertising services		69				69
Issuance of shares of common stock related to the payment of advertising services, shares	28,173
Change in foreign currency translation adjustment
Net loss					(253)	(253)
Balance at Jun. 30, 2020	$ 31	$ 178,209	$ (10,039)		$ (196,171)	$ (27,970)
Balance, shares at Jun. 30, 2020	33,130,039

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (313)	$ (10,389)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization of property and equipment	105	194
Amortization of intangible assets	160	160
Bad debt expense	121	273
(Gain) loss on disposal of property and equipment	(11)	5
Amortization of debt discount		30
Inventory provision	(4)	373
Stock-based compensation	179	127
Issuance of common stock to non-employees	116	440
Write off of cumulative translation adjustments		175
Changes in operating assets and liabilities:
Accounts receivable	7	(1,195)
Inventory	(395)	4,764
Prepaid expenses and other current assets	21	(119)
Other assets	345	357
Accounts payable and accrued liabilities	860	(527)
Net cash provided by (used in) operating activities	1,191	(5,332)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment		(13)
Proceeds from disposal of property and equipment	11
Net cash provided by (used in) investing activities	11	(13)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from line of credit		1,500
Payments on line of credit	(814)
Proceeds from secured borrowing arrangement, net of reserves	21,116	19,364
Payments on secured borrowing arrangement, net of fees	(22,639)	(16,691)
Proceeds from issuance of Paycheck Protection Program Loan	965
Repayment of notes payable	(97)
Repayment of finance lease obligations	(52)	(57)
Net cash (used in) provided by financing activities	(1,521)	4,116
Effect of exchange rate changes on cash		9
NET CHANGE IN CASH	(319)	(1,220)
CASH - BEGINNING OF PERIOD	1,532	2,317
CASH - END OF PERIOD	1,213	1,097
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	402	562
Cash paid for taxes		41
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:
Property and equipment acquired in conjunction with finance leases		29
Operating lease right-of-use assets and lease obligations (ASC 842)		$ 2,117

Description of Business

Description of Business	6 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Note 1. Description of Business Description of Business MusclePharm Corporation was incorporated in Nevada in 2006. Except as otherwise indicated herein or the context requires otherwise, the terms “MusclePharm,” the “Company,” “we,” “our” and “us” refer to MusclePharm Corporation and its subsidiaries. The Company is a scientifically-driven, performance lifestyle company that develops, markets and distributes branded sports nutrition products and nutritional supplements that are manufactured by the Company’s co-manufacturers. Our portfolio of recognized brands, including MusclePharm ® ® The Company has incurred significant losses and experienced negative cash flows since inception. As of June 30, 2020, the Company had cash of $1.2 million, a decline of $0.3 million from the December 31, 2019 balance of $1.5 million. As of June 30, 2020, the Company had a working capital deficit of $28.0 million, a stockholders’ deficit of $28.0 million and an accumulated deficit of $196.2 million resulting from recurring losses from operations. As a result of our history of losses and financial condition, there is substantial doubt about our ability to continue as a going concern. For financial information concerning more recent periods, see our reports for such periods filed with the SEC. The Company’s ability to continue as a going concern is dependent upon us generating profits in the future and/or obtaining the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Management is evaluating different strategies to obtain financing to fund our expenses and achieve a level of revenue adequate to support our current cost structure. Financing strategies may include, but are not limited to, private placements of capital stock, debt borrowings, partnerships and/or collaborations. In response to the Company’s continued net loss in 2019, management implemented the following measures to improve gross profit: 1) reduced or eliminated sales to low or negative margin customers; 2) reduced product discounts and promotional activity; 3) implemented a more aggressive SKU reduction; 4) formed a pricing committee to review all orders to better align gross profit expectations with product availability. As a result of these measures, as well as a reduction in protein prices, the Company realized increased gross profit in the fourth quarter of 2019, a trend which continued into the third quarter of 2020. Beginning in April 2020, the Company experienced a slowdown, which has continued to date, in sales from its retail customers, including its largest customer. This decline has been partially offset by a growth in sales to our largest online customers, although there can be no assurances that such growth will continue, or that the Company will have the financial resources to produce the additional quantities required by these customers. In 2020, the Company also negotiated lower costs of goods sold with our co-manufacturers. Management believes reductions in operating costs and continued focus on gross profit will allow us to ultimately achieve profitability, however, the Company can give no assurances that this will occur. To manage cash flow, the Company has entered into multiple financing arrangements. See additional information in “Note 7. Debt.” Our results of operations are affected by economic conditions, including macroeconomic conditions and levels of business confidence. There continues to be significant volatility and economic uncertainty in many markets and the ongoing COVID-19 pandemic has increased that level of volatility and uncertainty and has created economic disruption. We are actively managing our business to respond to the impact.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. The consolidated financial statements include the accounts of MusclePharm Corporation and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company’s management believes the unaudited interim Consolidated Financial Statements include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s financial position as of June 30, 2020, results of operations for the three and six months ended June 30, 2020 and 2019, and cash flows for the six months ended June 30, 2020 and 2019. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ended December 31, 2020. Certain prior period amounts have been conformed to the current period’s presentation. These unaudited interim Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on August 25, 2020. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and accompanying notes. Such estimates include, but are not limited to, allowance for doubtful accounts, revenue discounts and allowances, the valuation of inventory and deferred tax assets, the assessment of useful lives, recoverability and valuation of long-lived assets, likelihood and range of possible losses on contingencies, restructuring liabilities, valuations of equity securities and intangible assets, warrants and options, present value of lease liabilities, among others. Actual results could differ from those estimates. Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. a. Nature of Goods and Services The Company sells a variety of protein products through a broad distribution platform that includes supermarkets, mass merchandisers, wholesale clubs, drugstores, convenience stores, home stores, specialty stores and websites and other e-commerce channels, all of which sell our products to consumers. b. When Performance Obligations are Satisfied For performance obligations related to the shipping and invoicing of products, control transfers at the point in time upon which finished goods are delivered to the Company’s customers or when finished goods are picked up by a customer or a customer’s carrier, depending on shipping terms. Once a product has been delivered or picked up by the customer, the customer is able to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company considers control to have transferred upon delivery or customer receipt because the Company has an enforceable right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset, and the customer has significant risk and rewards of ownership of the asset. c. Variable Consideration The Company conducts extensive promotional activities, primarily through the use of off-list discounts, slotting, coupons, cooperative advertising, periodic price reduction arrangements, and end-aisle and other in-store displays. The costs of such activities are netted against sales and are recorded when the related sale takes place. The reserves for sales returns and consumer and trade promotion liabilities are established based on the Company’s best estimate of the amounts necessary to settle future and existing obligations for products sold as of the balance sheet date. To determine the appropriate timing of recognition of consideration payable to a customer, all consideration payable to our customers is reflected in the transaction price at inception and reassessed routinely. d. Practical Expedients The Company expenses incremental direct costs of obtaining a contract (broker commissions) when the related sale takes place, since the amortization period of the commissions paid for the sale of products is less than a year. These costs are recorded in “Selling, general and administrative” expense in the accompanying consolidated statements of operations. The Company accounts for shipping and handling costs as fulfillment activities, which are therefore recognized upon shipment of the goods. For the three and six months ended June 30, 2020, the Company incurred $0.4 million and $0.8 million, respectively, of inbound shipping and handling costs. For the three and six months ended June 30, 2019, the Company incurred $0.3 million and $0.6 million, respectively, of inbound shipping and handling costs. Shipping and handling costs related to inbound purchases of raw material and finished goods are included in cost of revenues in our consolidated statements of operations. For the three and six months ended June 30, 2020, the Company incurred $0.6 million and $1.2 million, respectively, of shipping and handling costs related to shipments to our customers. For the three and six months ended June 30, 2019, the Company incurred $1.0 million and $2.1 million, respectively, of shipping and handling costs related to shipments to our customers. Shipping and handling costs related to shipments to our customers is included in “Selling, general and administrative” expense in our consolidated statements of operations. The Company excludes from its revenue any amounts collected from customers for sales (and similar) taxes. During the three months ended June 30, 2020 and 2019, the Company recorded discounts, and to a lesser degree, sales returns, totaling $3.6 million and $7.9 million, respectively, which accounted for 17% and 26% of gross revenue in each period, respectively. During the six months ended June 30, 2020 and 2019, the Company recorded discounts, and to a lesser degree, sales returns, totaling $7.6 million and $15.5 million, respectively, which accounted for 19% and 27% of gross revenue in each period, respectively. Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The cash balance, at times, may exceed federally insured limits. Management believes the financial risk associated with these balances is minimal and has not experienced any losses to date. Significant customers are those that represent more than 10% of the Company’s revenue, net or accounts receivable for each period presented. For each significant customer, percentage of revenue, net and accounts receivable are as follows: Percentage of Revenue, net for the Three Months Ended June 30, Percentage of Revenue, net for the Six Months Ended June 30 Percentage of Net Accounts Receivable as of 2020 2019 2020 2019 June 30, 2020 December 31, 2019 Customers Costco 30 % 39 % 33 % 33 % 16 % * Amazon 24 % 12 % 23 % 12 % 18 % * Coupang Global, LLC 21 % * 16 % * 31 %   * iHerb * 15 % * 15 % * 35 % * Represents less than 10% of revenue, net or net accounts receivable. The Company uses a limited number of non-affiliated suppliers for contract manufacturing of its products. The Company had the following concentration of purchases with contract manufacturers: For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Vendor Nutra Blend * 35 % * 28 % S.K. Laboratories 33 % 43 % 34 % 41 % Mill Haven Foods LLC 30 % * 30 % * Innovations in Nutrition and Wellness 20 % * 17 % * *Represents less than 10% of total purchases. Share-Based Payments and Stock-Based Compensation Share-based compensation awards, including stock options and restricted stock awards, are recorded at estimated fair value on the applicable award’s grant date, based on the estimated number of awards that are expected to vest. The grant date fair value is amortized on a straight-line basis over the time in which the awards are expected to vest, or immediately if no vesting is required. Share-based compensation awards issued to non-employees for services are recorded at fair value on the grant date. The fair value of restricted stock awards is based on the fair value of the stock underlying the awards on the grant date as there is no exercise price. The fair value of stock options is estimated using the Black-Scholes option-pricing model. The determination of the fair value of each stock award using this option-pricing model is affected by the Company’s assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected stock price volatility over the term of the awards and the expected term of the awards based on an analysis of the actual and projected employee stock option exercise behaviors and the contractual term of the awards. Due to the Company’s limited experience with the expected term of options, the simplified method was utilized in determining the expected option term as prescribed in Staff Accounting Bulletin No. 110. The Company recognizes stock-based compensation expense over the requisite service period, which is generally consistent with the vesting of the awards, based on the estimated fair value of all stock-based payments issued to employees and directors that are expected to vest. Recent Accounting Pronouncements In July 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): On August 5, 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40)

Fair Value of Financial Instrum

Fair Value of Financial Instruments	6 Months Ended
	Jun. 30, 2020
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	Note 3. Fair Value of Financial Instruments As of June 30, 2020, and December 31, 2019, the Company held no assets or liabilities that required re-measurement at fair value on a recurring basis. Cash balances as of June 30, 2020 and December 31, 2019 were $1.2 million and $1.5 million, respectively. The carrying amounts of the cash balances reported in the consolidated balance sheets approximate the fair value.

Balance Sheet Components

Balance Sheet Components	6 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance Sheet Components	Note 4. Balance Sheet Components Inventory Inventory consisted of raw materials and finished goods, which were located either at one of our co-manufacturers or our warehouse as of June 30, 2020 and December 31, 2019. The Company records charges for obsolete and slow-moving inventory based on the age of the product as determined by the expiration date or otherwise determined to be obsolete. Products within one year of their expiration dates are considered for write-off purposes. Historically, the Company has had minimal returns with established customers. The Company incurred insignificant inventory write-offs during each of the six months ended June 30, 2020 and 2019. Inventory write-downs, once established, are not reversed as they establish a new cost basis for the inventory. Property and Equipment Property and equipment consisted of the following as of June 30, 2020 and December 31, 2019 (in thousands): As of June 30, 2020 As of December 31, 2019 Furniture, fixtures, and equipment $ 2,480 $ 2,592 Leasehold improvements 236 236 Vehicles 39 39 Displays 453 453 Website 497 497 Property and equipment, gross 3,705 3,817 Less: accumulated depreciation and amortization (3,595 ) (3,601 ) Property and equipment, net $ 110 $ 216 Depreciation and amortization expense related to property and equipment was $42,000 and $77,000 for the three months ended June 30, 2020 and 2019, respectively. Depreciation and amortization expense was $0.1 million and $0.2 million for the six months ended June 30, 2020 and 2019, respectively. Depreciation and amortization expense is included in “Selling, general and administrative” expense in the accompanying consolidated statements of operations. Intangible Assets Intangible assets consisted of the following (in thousands): As of June 30, 2020 Gross Value Accumulated Net Remaining Weighted- Amortized Intangible Assets Brand (apparel rights) $ 2,244 $ (1,728 ) $ 516 1.6 Total intangible assets $ 2,244 $ (1,728 ) $ 516 As of December 31, 2019 Gross Value Accumulated Net Remaining Weighted- Amortized Intangible Assets Brand (apparel rights) $ 2,244 $ (1,568 ) $ 676 2.1 Total intangible assets $ 2,244 $ (1,568 ) $ 676 Intangible assets amortization expense was $0.1 million for each of the three months ended June 30, 2020 and 2019, respectively. Intangible assets amortization expense was $0.2 million for each of the six months ended June 30, 2020 and 2019, respectively. Intangible assets amortization expense is included in “Selling, general and administrative” expense in the accompanying consolidated statements of operations. As of June 30, 2020, the estimated future amortization expense of intangible assets is as follows (in thousands): For the Year Ending December 31, Remainder of 2020 $ 160 2021 320 2022 36 Total amortization expense $ 516

Interest and Other Expense, Net

Interest and Other Expense, Net	6 Months Ended
	Jun. 30, 2020
Other Income and Expenses [Abstract]
Interest and Other Expense, Net	Note 5. Interest and other expense, net For the three and six months ended June 30, 2020 and 2019, “Interest and other expense, net” consisted of the following (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Interest expense, related party $ (76 ) $ (538 ) $ (152 ) $ (1,070 ) Interest expense, related party debt discount — (15 ) — (30 ) Interest expense, other (175 ) (164 ) (332 ) (457 ) Interest expense, secured borrowing arrangement (383 ) (280 ) (748 ) (505 ) Foreign currency transaction loss 16 (13 ) (18 ) (213 ) Other 74 91 167 191 Total interest and other expense, net $ (544 ) $ (919 ) $ (1,083 ) $ (2,084 ) “Other” includes sublease income and gain on disposal of property and equipment.

Leases

Leases	6 Months Ended
	Jun. 30, 2020
Leases [Abstract]
Leases	Note 6. Leases The Company elected not to apply ASC 842 to arrangements with lease terms of 12 month or less. The Company determines if a contract contains a lease when the contract conveys the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. Upon identification and commencement of a lease, we establish a right-of-use (“ROU”) asset and a lease liability. ROU assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. At adoption, the Company reduced the ROU asset through a derecognition of the restructuring liability for its abandoned lease facilities. Subsequent to adoption, the Company no longer recognized lease expense on a straight-line basis, as the impact of the derecognition resulted in a front-loading of the lease expenses. The Company has operating leases for warehouse facilities and office spaces across the U.S. The remaining lease terms for these leases range from 1 to 2 years. The Company also leased manufacturing and warehouse equipment under finance lease arrangements, which expired at various dates through July 2020. The Company does not intend to extend the lease terms expiring in 2020. The lease rental agreement, in which the Company leased a Tennessee warehouse, expired on June 30, 2020. Subsequent to the expiration of the lease, the Company utilized the warehouse and made payments to the landlord on a month-to-month basis between July and August 2020. Supplemental balance sheet information related to leases was as follows (in thousands): Balance Sheet Classification June 30, 2020 December 31, 2019 Assets Operating ROU assets, net $ 806 $ 1,175 Finance Property and equipment, net 16 57 Total Assets 822 1,232 Liabilities Current liabilities: Operating Operating lease liability - current $ 408 $ 624 Finance Current accrued liability 2 54 Total current liabilities 410 678 Non-current liabilities: Operating Operating lease liability - long term 543 723 Total non-current liabilities 543 723 Total lease liabilities $ 953 $ 1,401 Fixed lease costs represent the explicitly quantified lease payments prescribed by the lease agreement and are included in the measurement of the ROU asset and corresponding lease liability. Some leasing arrangements require variable payments that are dependent on usage, output, or may vary for other reasons, such as insurance and tax payments. The variable lease payments are not presented as part of the initial ROU asset or lease liability. The Company’s lease agreements do not contain any material restrictive covenants. The components of lease cost for operating and finance leases for the three and six months ended June 30, 2020 were as follows (in thousands): Income Statement Classification Three months ended Six months ended Operating lease cost Selling, general and administrative $ 232 $ 475 Finance lease cost: Amortization of ROU asset Selling, general and administrative 21 45 Interest on lease liabilities Selling, general and administrative — 1 Total finance lease cost 21 46 Variable lease payments Selling, general and administrative 63 166 Sublease income Other income (28 ) (64 ) Total lease cost $ 288 $ 623 The components of lease cost for operating and finance leases for the three and six months ended June 30, 2019 were as follows (in thousands): Income Statement Classification Three months ended Six months ended Operating lease cost Selling, general and administrative $ 272 $ 521 Finance lease cost: Amortization of ROU asset Selling, general and administrative 31 58 Interest on lease liabilities Selling, general and administrative 2 3 Total finance lease cost 33 61 Variable lease payments Selling, general and administrative 50 114 Sublease income Other income (90 ) (189 ) Total lease cost $ 265 $ 507 The Company had no short-term leases as of June 30, 2020 and 2019. The Company’s leases do not provide an implicit rate; therefore, the Company uses its incremental borrowing rate based on the information available at the effective date in determining the present value of future payments for those leases. Supplemental cash flow information related to leases for the six months ended June 30, 2020 and 2019 was as follows: Six months ended Six months ended Cash paid for amounts included in the measurement of lease liabilities (in thousands): Operating cash flows from operating leases $ 397 $ 382 Operating cash flows from finance leases 1 3 Financing cash flows from finance leases 52 57 The weighted average remaining lease term was as follows: Operating leases (in years) 2.0 2.5 Finance leases (in years) 0.1 1.0 The weighted average discount rate was as follows: Operating leases 18 % 18 % Finance leases 5 % 5 % The maturities of lease liabilities at June 30, 2020 were as follows (in thousands): Operating Finance Remaining six months of the year ending 2020 $ 305 $ 2 2021 481 — 2022 369 — Thereafter — — Total future undiscounted lease payments 1,155 2 Less amounts representing interest (204 ) — Present value of lease liabilities $ 951 $ 2

Debt

Debt	6 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
Debt	Note 7. Debt As of June 30, 2020 and December 31, 2019, the Company’s debt consisted of the following (in thousands): As of June 30, 2020 As of December 31,2019 Refinanced convertible note, related party $ 1,034 $ 1,034 Bonds payable 253 253 Revolving line of credit, related party 1,239 1,239 Obligations under secured borrowing arrangement 2,920 4,443 Line of credit – inventory financing 2,150 2,965 Notes payable 150 247 Paycheck Protection Program (“PPP”) loan 965 — Total debt 8,711 10,181 Less: current portion (8,175 ) (10,130 ) Long term debt $ 536 $ 51 Related-Party Refinanced Convertible Note On November 3, 2017, the Company entered into the refinancing with Mr. Ryan Drexler, the Company’s Chairman of the Board of Directors, Chief Executive Officer and President (the “Refinancing”). As part of the Refinancing, the Company issued to Mr. Drexler an amended and restated convertible secured promissory note (the “Refinanced Convertible Note”) in the original principal amount of $18.0 million, which amended and restated (i) a convertible secured promissory note dated as of December 7, 2015, amended as of January 14, 2017, in the original principal amount of $6.0 million with an interest rate of 8% prior to the amendment and 10% following the amendment (the “2015 Convertible Note”), (ii) a convertible secured promissory note dated as of November 8, 2016, in the original principal amount of $11.0 million with an interest rate of 10% (the “2016 Convertible Note”) , and (iii) a secured demand promissory note dated as of July 27, 2017, in the original principal amount of $1.0 million with an interest rate of 15% (the “2017 Note”, and together with the 2015 Convertible Note and the 2016 Convertible Note, collectively, the “Prior Notes”). The due date of the 2015 Convertible Note and the 2016 Convertible Note was November 8, 2017. The 2017 Note was due on demand. Interest rate on the $18.0 million Refinanced Convertible Note was 12% per annum, and interest payments were due on the last day of each quarter. At the Company’s option (as determined by its independent directors), the Company could repay up to one-sixth of any interest payment by either adding such amount to the principal amount of the note or by converting such interest amount into an equivalent amount of the Company’s common stock. Any interest not paid when due would be capitalized and added to the principal amount of the Refinanced Convertible Note and bear interest on the applicable interest payment date along with all other unpaid principal, capitalized interest, and other capitalized obligations. Both the principal and the interest under the Refinanced Convertible Note were due on December 31, 2019, unless converted earlier. Mr. Drexler could convert the outstanding principal and accrued interest into shares of the Company’s common stock at a conversion price of $1.11 per share at any time. The Company could prepay the Refinanced Convertible Note by giving Mr. Drexler between 15 and 60 days’ notice depending upon the specific circumstances, subject to Mr. Drexler’s conversion right. The Refinanced Convertible Note contained customary events of default, including, among others, the failure by the Company to make a payment of principal or interest when due. Following an event of default, interest would accrue at the rate of 14% per annum. In addition, following an event of default, any conversion, redemption, payment or prepayment of the Refinanced Convertible Note would be at a premium of 105%. The Refinanced Convertible Note also contained customary restrictions on the ability of the Company to, among other things, grant liens or incur indebtedness other than certain obligations incurred in the ordinary course of business. The restrictions are also subject to certain additional qualifications and carveouts, as set forth in the Refinanced Convertible Note. The Refinanced Convertible Note was subordinated to certain other indebtedness of the Company held by Prestige Capital Corporation (“Prestige”) and Crossroads Financial Group, LLC (“Crossroads”). As part of the Refinancing, the Company and Mr. Drexler entered into a restructuring agreement (the “Restructuring Agreement”) pursuant to which the parties agreed to amend and restate the security agreement resulting in a Third Amended and Restated Security Agreement (the “Amended Security Agreement”) in which the Prior Notes were secured by all of the assets and properties of the Company and its subsidiaries whether tangible or intangible. Pursuant to the Restructuring Agreement, the Company agreed to pay, on the effective date of the Refinancing, all outstanding interest on the Prior Notes through November 8, 2017 and certain fees and expenses incurred by Mr. Drexler in connection with the Restructuring. On September 16, 2019, Mr. Ryan Drexler delivered a notice to the Company and its independent directors of his election to convert, effective as of September 16, 2019 (the “Notice Date”), $18.0 million of the amount outstanding under that certain Amended and Restated Convertible Secured Promissory Note, dated as of November 8, 2017 (the “Note”), issued by the Company to Mr. Drexler, into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a conversion price of $1.11 per share, pursuant to the terms and conditions of the Note (the “Partial Conversion”). As of the Notice Date, the total amount outstanding under the Note (including principal and accrued and unpaid interest) was equal to $19.3 million. Pursuant to the terms of the Note, the Company instructed the transfer agent to issue to Mr. Drexler 16,216,216 shares (the “Shares”) of its Common Stock in respect of the Partial Conversion. The outstanding principal and the interest, due on December 31, 2019, were refinanced under a new agreement that took effect on July 1, 2020. See additional information in “Note 14. Subsequent Events” in the notes to the consolidated financial statements. For the three months ended June 30, 2020 and 2019, interest expense, related to the related party convertible note was $0.1 million and $0.6 million, respectively. During the three months ended June 30, 2020 and 2019, no interest was paid in cash to Mr. Drexler. For the six months ended June 30, 2020 and 2019, interest expense, related to the related party convertible note was $0.2 million and $1.1 million, respectively. During the six months ended June 30, 2020, no interest was paid in cash to Mr. Drexler. During the six months ended June 30, 2019, $0.4 million in interest was paid in cash to Mr. Drexler. Related-Party Revolving Note On October 4, 2019, the Company entered into a secured revolving promissory note (the “Revolving Note”) with Mr. Drexler. Under the terms of the Revolving Note, the Company can borrow up to $3.0 million. The Revolving Note bears interest at the rate of 12% annually. The use of funds will be solely for the purchase of whey protein to be used in the manufacturing of MusclePharm products. The Company may prepay the Revolving Note by giving Mr. Drexler one days’ written notice. The Revolving Note contains customary events of default, including, among others, the failure by the Company to make a payment of principal or interest when due. Following an event of default, Mr. Drexler is entitled to accelerate the entire indebtedness under the Revolving Note. The Revolving Note also contains customary restrictions on the ability of the Company to, among other things, grant liens or incur indebtedness other than certain obligations incurred in the ordinary course of business. The restrictions are also subject to certain additional qualifications and carveouts. The Revolving Note is subordinated to certain other indebtedness of the Company held by Prestige and Crossroads. In connection with the Revolving Note, the Company and Mr. Drexler entered into a security agreement dated October 4, 2019 pursuant to which the Revolving Note is secured by all of the assets and properties of the Company and its subsidiaries whether tangible or intangible. As of both June 30, 2020 and December 31, 2019, the outstanding balance on the revolving note was $1.2 million. Both the outstanding principal and all accrued interest, which became due on March 31, 2020, were refinanced under a new agreement that took effect on July 1, 2020. The revolving note is included in “Line of credit” in the consolidated balance sheets. See additional information in “Note 14. Subsequent Events” in the notes to the consolidated financial statements. Related-Party Note Payable The Company entered into a collateral receipt and security agreement with Mr. Drexler, dated December 27, 2019 pursuant to which Mr. Drexler agreed to post bond relating to the judgment ruled against the Company in connection with the litigation between the Company and ThermoLife International LLC (“ThermoLife”), pending the appeal. The Note payable bears interest at the rate of 12% annually. The amount paid by Mr. Drexler on behalf of the Company, including fees, was $0.25 million. The amount, which was outstanding as of June 30, 2020 and December 31, 2019, was refinanced under a new agreement that took effect that took effect on July 1, 2020. The note payable is included in “Accrued and other liabilities” in the consolidated balance sheets. See additional information in “Note 14. Subsequent Events” in the notes to the consolidated financial statements. Line of Credit - Inventory Financing On October 6, 2017, the Company entered into a Loan and Security Agreement (“Security Agreement”) with Crossroads. Pursuant to the Security Agreement, the Company may borrow up to 70% of its Inventory Cost or up to 75% of Net Orderly Liquidation Value (each as defined in the Security Agreement), up to a maximum amount of $3.0 million at an interest rate of 1.5% per month, subject to a minimum monthly fee of $22,500. Subsequent to the end of 2017, the maximum amount was increased to $4.0 million. The term of the Security Agreement automatically extends in one-year increments, unless earlier terminated pursuant to the terms of the Security Agreement. The Security Agreement contains customary events of default, including, among others, the failure to make payments on amounts owed when due, default under any other material agreement or the departure of Mr. Drexler. The Security Agreement also contains customary restrictions on the ability of the Company to, among other things, grant liens, incur debt and transfer assets. Under the Security Agreement, the Company agreed to grant Crossroads a security interest in all of the Company’s present and future accounts, chattel paper, goods (including inventory and equipment), instruments, investment property, documents, general intangibles, intangibles, letter of credit rights, commercial tort claims, deposit accounts, supporting obligations, documents, records and the proceeds thereof. The Security Agreement has second priority lien on the Company’s assets and is subordinated to the Company’s indebtedness held by Prestige. As of June 30, 2020, and December 31, 2019, we owed Crossroads $2.2 million and $3.0 million, respectively. On April 1, 2019, the Company and Crossroads amended the terms of the agreement. The agreement was extended until March 31, 2020, the rate was modified to 1.33% per month, and increased the amount the Company can borrow from $3.0 million to $4.0 million. On February 26, 2020, the Company and Crossroads amended the terms of the agreement. The agreement was extended until April 1, 2021 and the amount the Company can borrow was decreased from $4.0 million to $3.0 million. Secured Borrowing Arrangement In January 2016, the Company entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”) with Prestige, pursuant to which the Company agreed to sell and assign and Prestige agreed to buy and accept, certain accounts receivable owed to the Company (“Accounts”). Under the terms of the Purchase and Sale Agreement, upon the receipt and acceptance of each assignment of Accounts, Prestige will pay the Company 80% of the net face amount of the assigned Accounts, up to a maximum total borrowing of $12.5 million subject to sufficient amounts of accounts receivable to secure the loan. The remaining 20% will be paid to the Company upon collection of the assigned Accounts, less any chargebacks (including chargebacks for any customer amounts that remain outstanding for over 90 days), disputes, or other amounts due to Prestige. Prestige’s purchase of the assigned Accounts from the Company will be at a discount fee which varies from 0.7% to 4%, based on the number of days outstanding from the assignment of Accounts to collection of the assigned Accounts. In addition, the Company granted Prestige a continuing security interest in and first priority lien upon all accounts receivable, inventory, fixed assets, general intangibles, and other assets. Prestige will have no recourse against the Company if payments are not made due to the insolvency of an account debtor within 90 days of invoice date, with the exception of international and certain domestic customers. As of June 30, 2020, and December 31, 2019, the Company had outstanding borrowings of approximately $2.9 million and $4.4 million, respectively. During the three months ended June 30, 2020 and 2019, the Company assigned to Prestige accounts with an aggregate face amount of approximately $14.7 million and $13.6 million, respectively, for which Prestige paid to the Company approximately $11.7 million and $10.9 million, respectively, in cash. During the three months ended June 30, 2020 and 2019, $12.6 million and $10.4 million was repaid to Prestige, respectively, including fees and interest. During the six months ended June 30, 2020 and 2019, the Company assigned to Prestige accounts with an aggregate face amount of approximately $26.4 million and $24.2 million, respectively, for which Prestige paid to the Company approximately $21.1 million and $19.4 million, respectively, in cash. During the six months ended June 30, 2020 and 2019, $22.6 million and $16.7 million was repaid to Prestige, respectively, including fees and interest. On April 10, 2019, the Company and Prestige amended the terms of the agreement. The agreement was extended until April 1, 2020. Thereafter the agreement shall renew itself automatically for one (1) year periods unless either party receives written notice of cancellation from the other, at minimum, thirty (30) days prior to the expiration date. Paycheck Protection Program Loan Due to economic uncertainty as a result of the ongoing pandemic (COVID-19), on May 14, 2020, the Company received an aggregate principal amount of $964,910 pursuant to the borrowing arrangement (“Note”) with Harvest Small Business Finance, LLC (“HSBF”) and agreed to pay the principal amount plus interest at a 1% fixed interest rate per year, on the unpaid principal balance. The Note includes forgiveness provisions in accordance with the requirements of the Paycheck Protection Program, Section 1106 of the CARES Act. The Note is expected to mature on May 16, 2022. Payments were due by November 16, 2020 (the “Deferment Period”) and interest was accrued during the Deferment Period. However, the Flexibility Act, which was signed into law on June 5, 2020, extended the Deferment Period to the date that the forgiven amount is remitted by the United States Small Business Administration (“SBA”) to HSBF. The Company is in the process of filling out the forgiveness application form. As of June 30, 2020, the Company owed approximately $1.0 million (principal plus accrued interest).

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 8. Commitments and Contingencies Settlements Manchester City Football Group The Company was engaged in a dispute with City Football Group Limited (“CFG”), the owner of Manchester City Football Group, concerning amounts allegedly owed by the Company under a sponsorship agreement with CFG (the “Sponsorship Agreement”). In August 2016, CFG commenced arbitration in the United Kingdom against the Company, seeking approximately $8.3 million for the Company’s purported breach of the Sponsorship Agreement. On July 28, 2017, the Company approved a Settlement Agreement (the “CFG Settlement Agreement”) with CFG effective July 7, 2017. The CFG Settlement Agreement represents a full and final settlement of all litigation between the parties. Under the terms of the agreement, the Company agreed to pay CFG a sum of $3 million, which was recorded as accrued expenses in 2017. The settlement consists of a $1 million payment that was advanced by a related party on July 7, 2017, a $1 million installment paid on July 7, 2018 and a subsequent $1 million installment payment to be paid by July 7, 2019. Of this amount, the Company has remitted $0.3 million. During the three months ended June 30, 2020 and 2019, the Company recorded a charge of $19,000 and $29,000, respectively, and during the six months ended June 30, 2020 and 2019, the Company recorded a charge of $38,000 and $58,000, respectively. This charge, representing imputed interest, is included in “Interest and other expense, net” in the Company’s consolidated statements of operations. Nutrablend Matter On February 27, 2020, Nutrablend, a manufacturer of MusclePharm products, filed an action against MusclePharm in the United States District Court for the Eastern District of California, claiming approximately $3.1 million in allegedly unpaid invoices. These invoices relate to the third and fourth quarter of 2019, and a liability has been recorded in the books for the related periods. On September 25, 2020, the parties successfully mediated the case to a settlement and the Company agreed to (i) pay approximately $3.1 million (“Owed Amount”) in monthly payments (“Monthly Payments”) from September 1, 2020 through June 30, 2023 and (ii) issue monthly purchase orders (“Purchase Orders”) at minimum amounts accepted by Nutrablend. MusclePharm agreed to issue Purchase Orders in a combined total amount of at least (i) $1,500,000 from September 1, 2020 through November 30, 2020; (ii) $1,800,000 from December 1, 2020 through February 28, 2021; (iii) $2,100,000 from March 31, 2021 through May 31, 2021; (iv) $2,100,000 from June 1, 2021 through August 31, 2021; and (v) $1,400,000 from September 1, 2021 through October 30, 2021. Beginning on November 1, 2021, MusclePharm will be required to issue monthly Purchase Orders to Nutrablend in a minimum amount of $700,000 until the Owed Amount is paid in full to Nutrablend. In the event that MusclePharm pays the Owed Amount in full before September 1, 2021, MusclePharm is entitled to a rebate on all completed Purchase Orders. Further, once the monthly payments, and any additional payments that MusclePharm has made on the Owed Amount, reduce the outstanding balance of the Owed Amount to below $2.0 million, MusclePharm is eligible for an extension of a line of credit from Nutrablend in an amount of up to $3.0 million. Contingencies In the normal course of business or otherwise, the Company may become involved in legal proceedings. The Company will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. The accrual for a litigation loss contingency might include, for example, estimates of potential damages, outside legal fees and other directly related costs expected to be incurred. The Company provides disclosures for material contingencies when there is a reasonable possibility that a loss or an additional loss may be incurred. In assessing whether a loss is a reasonable possibility, the Company may consider the following factors, among others: the nature of the litigation, claim or assessment, available information, opinions or views of legal counsel and other advisors, and the experience gained from similar cases. As of June 30, 2020, the Company was involved in the following material legal proceedings described below. ThermoLife International In January 2016, ThermoLife, a supplier of nitrates to MusclePharm, filed a complaint against the Company in Arizona state court. ThermoLife alleged that the Company failed to meet minimum purchase requirements contained in the parties’ supply agreement. In March 2016, the Company filed counterclaims alleging that ThermoLife’s products were defective. Through orders issued in September and November 2018, the court dismissed MusclePharm’s counterclaims and found that the Company was liable to ThermoLife for failing to meet its minimum purchase requirements. The court held a bench trial on the issue of damages in October 2019, and on December 4, 2019, the court entered judgment in favor of ThermoLife and against the Company in the amount of $1.6 million, comprised of $0.9 million in damages, interest in the amount of $0.3 million and attorneys’ fees and costs in the amount of $0.4 million. The Company recorded $1.6 million in accrued expenses as of December 31, 2018. In the interim, the Company filed an appeal, which is in the process of being briefed, and has posted bonds in the total amount of $0.6 million in order to stay execution on the judgment pending appeal. Of the $0.6 million, $0.25 million (including fees) was paid by Mr. Drexler on behalf of the Company on December 31, 2019. See “Note 7. Debt” for additional information. Subsequent to December 31, 2019, the balance of $0.35 million was secured by a personal guaranty from Mr. Drexler, while the associated fees of $12,500 was paid by the Company. For both the three months ended June 30, 2020 and 2019, interest expense recognized on the awarded damages was $22,000. For both the six months ended June 30, 2020 and 2019, interest expense recognized on the awarded damages was $44,000. The Company intends to continuously vigorously pursuing its defenses, including on appeal. White Winston Select Asset Fund Series MP-18, LLC et al., v MusclePharm Corp., et al., (Nev. Dist. Ct.; Cal. Superior Court; Colorado Dist. Ct.; Mass. Super. Ct.) On August 21, 2018, White Winston Select Asset Fund Series MP-18, LLC and White Winston Select Asset Fund, LLC (together “White Winston”) initiated a derivative action against MusclePharm and its directors (collectively the “director defendants”). White Winston alleges that the director defendants breached their fiduciary duties by improperly approving the refinancing of three promissory notes issued by MusclePharm to Drexler (the “Amended Note”), in exchange for $18.0 million in loans. White Winston alleges that this refinancing improperly diluted their economic and voting power and constituted an improper distribution in violation of Nevada law. In its complaint, White Winston sought the appointment of a receiver over MusclePharm, a permanent injunction against the exercise of Drexler’s conversion right under the Amended Note, and other unspecified monetary damages. On September 13, 2018, White Winston filed an amended complaint, which added a former MusclePharm executive, as a plaintiff (together with White Winston, the “White Winston Plaintiffs”). On December 9, 2019, the White Winston Plaintiffs filed a Second Amended Complaint, in which they added allegations relating to the resignation of MusclePharm’s auditor, Plante & Moran PLLC (“Plante Moran”). MusclePharm has moved to dismiss the Second Amended Complaint. That motion has not yet been fully briefed. Along with its complaint, the White Winston Plaintiffs also filed a motion for a temporary restraining order (“TRO”) and preliminary injunction enjoining the exercise of Drexler’s conversion right under the Amended Note. On August 23, 2018, the Nevada district court issued an ex parte TRO. On September 14, 2018, the court let the TRO expire and denied the White Winston Plaintiffs’ request for a preliminary injunction, finding, among other things, that the White Winston Plaintiffs did not show a likelihood of success on the merits of the underlying action and failed to establish irreparable harm. Following the court’s decision, MusclePharm filed a motion seeking to recoup the legal fees and costs it incurred in responding to the preliminary injunction motion. On October 31, 2019, the court awarded MusclePharm $56,000 in fees and costs. The White Winston Plaintiffs have appealed that award. Due to the uncertainty associated with determining our liability, if any, and due to our inability to ascertain with any reasonable degree of likelihood, as of the date of this report, the outcome of the trial, the Company has not recorded an estimate for its potential liability. On June 17, 2019, the White Winston Plaintiffs moved for the appointment of a temporary receiver over MusclePharm, citing Plante Moran’s resignation. The court granted the White Winston Plaintiffs’ request to hold an evidentiary hearing on the motion, but the date for that hearing was not set as of the date hereof. On July 30, 2019, the White Winston Plaintiffs filed an action in the Superior Court of the State of California in and for the County of Los Angeles, seeking access to MusclePharm’s books and records. MusclePharm has answered the petition, asserting as a defense that the request does not have a proper purpose. A trial on the petition has been set for February 25, 2021. The Company intends to vigorously defend these actions. IRS Audit On April 6, 2016, the Internal Revenue Service (“IRS”) selected our 2014 Federal Income Tax Return for audit. As a result of the audit, the IRS proposed certain adjustments with respect to the tax reporting of our former executives’ 2014 restricted stock grants. Due to the Company’s current and historical loss position, the proposed adjustments would have no material impact on the Company’s Federal income tax. On October 5, 2016, the IRS commenced an audit of our employment and withholding tax liability for 2014. The IRS contends that the Company inaccurately reported the value of the restricted stock grants and improperly failed to provide for employment taxes and Federal tax withholding on these grants. In addition, the IRS is proposing certain penalties associated with the Company’s filings. On April 4, 2017, the Company received a “30-day letter” from the IRS asserting back taxes and penalties of approximately $5.3 million, of which $4.4 million related to withholding taxes, specifically, income withholding and Social Security taxes, and $0.9 million related to penalties. Additionally, the IRS asserts that the Company owes information reporting penalties of approximately $2.0 million. The Company’s counsel has submitted a formal protest to the IRS disputing on several grounds all of the proposed adjustments and penalties on the Company’s behalf, and the Company has been pursuing this matter vigorously through the IRS appeal process. An Appeals Conference was held with the IRS in Denver, Colorado on July 31, 2019. At the conference, the Company made substantial arguments challenging the IRS’s claims for employment taxes and penalties. On December 16, 2019, a further Appeals Conference was held with the IRS by telephone. At the telephone conference, the Appeals Officer confirmed that he agreed with the Company’s argument that the failure to deposit penalties should be conceded by the IRS. The failure to deposit penalties total about $2.0 million. Thus, with this concession, the IRS’s claims have been reduced from approximately $7.3 million to about $5.3 million. The remaining issue in dispute in this matter involves the fair market value of restricted stock units in the Company granted to certain former officers (the “Former Officers”) of the Company under Internal Revenue Code § 83. The Company and the IRS disagree as to the value of the restricted stock on the date of the grants, i.e., October 1, 2014. The Company and the IRS have exchanged expert valuation reports on the fair market value of the stock and have had extensive negotiations on this issue. The parties, however, have not been able to reach an agreement with respect to the value of the stock. The IRS has also made parallel claims regarding the restricted stock units against the Former Officers of the Company. The IRS has asserted that the Former Officers received ordinary income from the stock grants, and that they owe additional personal income taxes based on the fair market value of the stock. The Former Officers’ cases, unlike the Company’s case, are pending before the United States Tax Court. In the Tax Court litigation, the Former Officers are challenging the IRS’s determinations regarding the fair market value of the restricted stock grants on October 1, 2014. The Former Officers have separate counsel from the Company. The same IRS Appeals Officer and Revenue Agents assigned to the Company’s case are also involved in the cases for the Former Officers. Throughout the proceedings, the Company has argued to the IRS that it is the Former Officers who are directly and principally liable for the amount of any tax due, and not the Company. The Former Officers cases were scheduled for trial in Tax Court on March 9, 2020. The trial of the cases was continued by the Court on February 4, 2020. The basis for the continuance was that the IRS and the Former Officers had made progress toward a settlement of the valuation issue involving the grants of the restricted stock. The outcome of these settlement negotiations will be relevant to the Company’s case. The Company is closely monitoring the settlement discussions between the IRS and the Former Officers. The Tax Court has ordered the Former Officers to file status reports regarding progress of their settlement negotiations with the IRS on or before October 22, 2020. Due to the uncertainty associated with determining our liability for the asserted taxes and penalties, if any, and to our inability to ascertain with any reasonable degree of likelihood, as of the date of this report, the outcome of the IRS appeals process, the Company has not recorded an estimate for its potential liability, if any, associated with these taxes. On August 22, 2018, Richard Estalella filed an action against the Company and two other defendants in the Colorado District Court for the County of Denver, seeking damages arising out of the IRS’s assertion of tax liability and penalties relating to the 2014 restricted stock grants. The Company has answered Estalella’s complaint, asserted counterclaims against Estalella for his failure to ensure that all withholding taxes were paid in connection with the 2014 restricted stock grants, and filed cross-claims against a valuation firm named in the action for failing to properly value the 2014 restricted stock grants for tax purposes. The Company, on the other hand, is relying on a separate valuation report prepared by a different valuation firm in its defense to the IRS case. This new valuation firm supports the Company’s position. The Company is waiting on the next steps from the court and will continue to vigorously litigate the matter. 4Excelsior Matter On March 18, 2019, 4Excelsior, a manufacturer of MusclePharm products, filed an action against MusclePharm in the Superior Court of the State of California for the County of Los Angeles, claiming approximately $6.2 million in damages relating to allegedly unpaid invoices, as well as approximately $7.8 million in consequential damages. On January 27, 2020, MusclePharm filed a counterclaim against 4Excelsior seeking unidentified damages relating to, among other things, 4Excelsior’s failure to fulfill a purchase order. MusclePharm also moved to strike 4Excelsior’s consequential damages on the grounds that they are unrecoverable under the Uniform Commercial Code. The court denied that motion, and the action has proceeded to discovery. The Company has a liability of $5.6 million and $5.3 million as of June 30, 2020 and December 31, 2019, respectively. This liability, which represents past due invoices (May 2018 through March 2019) plus interest, is recorded in “Accounts Payable” in the consolidated balance sheets. Trial has not yet been set, although a Trial Setting Conference was set for December 17, 2020. On November 16, 2020, the Company and 4Excelsior entered into a stipulation of settlement that provided that the Company would pay to 4Excelsior a total of $4,750,000, in four monthly payments of $70,000, beginning January 5, 2021, and thereafter in monthly payments of $100,000. The parties have not yet entered into a settlement agreement giving effect to the stipulation of settlement.

Stockholders' Deficit

Stockholders' Deficit	6 Months Ended
	Jun. 30, 2020
Equity [Abstract]
Stockholders' Deficit	Note 9. Stockholders’ Deficit Common Stock The fair value of all stock issuances is based upon the quoted closing trading price on the date of issuance. Common stock outstanding as of June 30, 2020 includes shares legally outstanding, even if subject to future vesting. For the six months ended June 30, 2020, the Company had the following transactions related to its common stock, including restricted stock awards (in thousands, except share and per share data): Transaction Type Quantity (Shares) Valuation Range of Value per Share Stock issued for advertising services 129,627 $ 117 $ 0.90 Total 129,627 $ 117 $ 0.90 For the six months ended June 30, 2019, the Company had the following transactions related to its common stock including restricted stock awards (in thousands, except share and per share data): Transaction Type Quantity (Shares) Valuation Range of Value per Share Stock issued to related party for interest 489,260 $ 440 $ 0.90 Total 489,260 $ 440 $ 0.90 Warrants For the six months ended June 30, 2020 and 2019, the Company did not issue any warrants. As of June 30, 2020 and 2019, the Company had outstanding warrants of 1,289,378 shares and 1,389,378 shares, respectively. Treasury Stock For the six months ended June 30, 2020 and 2019, the Company did not repurchase any shares of its common stock and held 875,621 shares in treasury as of both June 30, 2020 and 2019.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 10. Stock-Based Compensation Restricted Stock The Company’s stock-based compensation for the three and six months ended June 30, 2020 and 2019 consisted primarily of restricted stock awards. The activity of restricted stock awards granted to employees, executives and Board members during the six months ended June 30, 2020 was as follows: Unvested Restricted Stock Awards Number of Shares Weighted Average Grant Date Fair Value Unvested balance – December 31, 2019 690,132 $ 0.42 Granted — — Vested (419,472 ) 0.42 Unvested balance – June 30, 2020 270,660 0.42 There were no restricted stock awards granted during the three and six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, there was no unrecognized expense for unvested restricted stock awards. Stock Options The Company may grant options to purchase shares of the Company’s common stock to certain employees and directors pursuant to the 2015 Incentive Compensation Plan (the “2015 Plan”). Under the 2015 Plan, all stock options are granted with an exercise price equal to or greater than the fair market value of a share of the Company’s common stock on the date of grant. Vesting is generally determined by the plan administrator under the 2015 Plan. No stock option may be exercisable more than ten years after the date it is granted. Stock Options Summary Table The following table describes the total options outstanding, granted, exercised, expired and forfeited as of and during the six months ended June 30, 2020. Shares obtained from the exercise of our options are subject to various trading restrictions. Options Pursuant to the 2015 Plan Weighted Average Exercise Price Per Share Weighted Average Fair Value of Options Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Issued and outstanding as of December 31, 2019 171,703 $ 1.89 $ 1.72 6.17 — Granted — — — — — Exercised — — — — — Forfeited — — — — — Issued and outstanding as of June 30, 2020 171,703 $ 1.89 $ 1.72 5.64 — Exercisable as of June 30, 2020 171,703 $ 1.89 $ 1.72 5.64 — For the three and six months ended June 30, 2020 and 2019, the Company recorded no stock compensation expense related to options.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Net Loss Per Share	Note 11. Net Loss per Share Basic net loss per share is computed by dividing net loss for the period by the weighted average number of shares of common stock outstanding during each period. There was no dilutive effect for the outstanding potentially dilutive securities for the three and six months ended June 30, 2020 or the three and six months ended June 30 2019, as the Company reported a net loss for all periods. The following table sets forth the computation of the Company’s basic and diluted net loss per share for the periods presented (in thousands, except share and per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Net loss $ (253 ) $ (5,884 ) $ (313 ) $ (10,389 ) Weighted average common shares used in computing net loss per share, basic and diluted 32,764,553 15,584,249 32,612,956 15,384,932 Net loss per share, basic and diluted $ (0.01 ) $ (0.38 ) $ (0.01 ) $ (0.68 ) Diluted net loss per share is computed by dividing net loss for the period by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. The Company uses the treasury stock method to determine whether there is a dilutive effect of outstanding potentially dilutive securities, and the if-converted method to assess the dilutive effect of the convertible notes. There was no dilutive effect for the outstanding awards for the three and six months ended June 30, 2020 and 2019, as the Company reported a net loss for all periods. However, if the Company had net income for the three and six months ended June 30, 2020, the potentially dilutive securities included in the earnings per share computation would have been 2,663,715. If the Company had net income for the three and six months ended June 30, 2019, the potentially dilutive securities included in the earnings per share computation would have been 17,839,797. Total outstanding potentially dilutive securities were comprised of the following: As of June 30, 2020 2019 Stock options 171,703 171,703 Warrants 1,289,378 1,389,378 Unvested restricted stock 270,660 62,500 Convertible notes 931,974 16,216,216 Total common stock equivalents 2,663,715 17,839,797

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 12. Income Taxes The Company recorded a tax provision of $22,000 and $26,000 for the three months ended June 30, 2020 and 2019, respectively, and $44,000 and $36,000 for the six months ended June 30, 2020 and 2019, respectively. Income taxes are provided for the tax effects of transactions reported in the consolidated financial statements and consist of taxes currently due. Deferred taxes relate to differences between the basis of assets and liabilities for financial and income tax reporting which will be either taxable or deductible when the assets or liabilities are recovered or settled. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based on consideration of these items, management has established a full valuation allowance as it is more likely than not that the tax benefits will not be realized as of June 30, 2020. Utilization of net operating losses and R&D credits may be limited due to potential ownership changes under Section 382 of the IRS Code. The Company is currently undergoing a review of its net operating losses in connection with the conversion of Mr. Drexler’s convertible note in September 2019. It is anticipated that the utilization of the net operating losses carry-forwards may be limited as a result of the conversion. These pre-2018 net operating loss carry-forwards and federal R&D credits have expiration dates starting in 2025 through 2037.

Segments, Geographical Informat

Segments, Geographical Information	6 Months Ended
	Jun. 30, 2020
Segment Reporting [Abstract]
Segments, Geographical Information	Note 13. Segments, Geographical Information The Company’s chief operating decision maker reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, the Company currently has a single reporting segment and operating unit structure. In addition, substantially all long-lived assets are attributable to operations in the U.S. for both periods presented. Revenue, net by geography is based on the company addresses of the customers. The following table sets forth revenue, net by geographic area (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Revenue, net: United States $ 13,514 $ 16,179 $ 25,361 $ 29,166 International 3,479 6,120 7,863 11,908 Total revenue, net $ 16,993 $ 22,299 $ 33,224 $ 41,074

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 14. Subsequent Events GAAP requires an entity to disclose events that occur after the balance sheet date but before financial statements are issued or are available to be issued (“subsequent events”) as well as the date through which an entity has evaluated subsequent events. There are two types of subsequent events. The first type consists of events or transactions that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, (“recognized subsequent events”). The second type consists of events that provide evidence about conditions that did not exist at the date of the balance sheet but arose subsequent to that date (“non-recognized subsequent events”). Related-Party Refinanced Convertible Note On August 21, 2020, the Company entered into a refinancing agreement with Mr. Ryan Drexler, the Company’s Chairman of the Board of Directors, Chief Executive Officer and President (the “2020 Refinancing”), with an effective date of July 1, 2020. As part of the 2020 Refinancing, the Company issued to Mr. Drexler an amended and restated convertible secured promissory note (the 2020 “Refinanced Convertible Note”) in the original principal amount of $2,735,199, which amended and restated (i) a convertible secured promissory note dated as of November 8, 2017, $1,134,483 of which was outstanding as of July 1, 2020 (ii) a collateral receipt and security agreement with Mr. Drexler dated as of December 27, 2019, $252,500 of which was outstanding as of July 1, 2020, and (iii) a secured revolving promissory note dated as of October 4, 2019, $1,348,216 of which was outstanding as of July 1, 2020. The $2.7 million 2020 Refinanced Convertible Note bears interest at the rate of 12% per annum. The 2020 Refinanced Convertible Note contains customary restrictions on the ability of the Company to, among other things, grant liens or incur indebtedness other than certain obligations incurred in the ordinary course of business. The restrictions are also subject to certain additional qualifications and carveouts, as set forth in the 2020 Refinanced Convertible Note. The 2020 Refinanced Convertible Note is subordinated to certain other indebtedness of the Company held by Prestige and Crossroads. The Company may prepay the 2020 Refinanced Convertible Note by giving Mr. Drexler between 15 and 60 days’ notice depending upon the specific circumstances, subject to Mr. Drexler’s conversion right. Mr. Drexler may convert the outstanding principal and accrued interest into shares of the Company’s common stock at a conversion price equal to or greater than (i) the closing price per share of the common stock on the last business day immediately preceding November 1, 2020 or (ii) $0.17. All outstanding principal and accrued but unpaid interest under the 2020 Refinanced Convertible Note were due and payable on November 1, 2020. The Note is currently in default and the Company is in negotiations with Mr. Drexler to either convert the 2020 Refinanced Convertible Note or amend the 2020 Refinancing by the end of November 2020. Interest accrued but unpaid will be capitalized on the due date and added to the principal amount of the 2020 Refinanced Convertible Note. Sublease of Burbank Office On July 24, 2020, the Company entered into a sublease agreement (“Sublease Agreement”) with a third party to sublease the office building at Burbank. The sublease commenced on September 15, 2020 and would be in effect through the remainder of the Company’s lease term (September 15, 2020 through September 30, 2022). Rent will be abated between November 1, 2020 and December 31, 2020 for a total of one and a half months. Related Party Secured Revolving Promissory Note On October 15, 2020, the Company entered into a secured revolving promissory note (the “Revolving Note”) with Ryan Drexler, the Chief Executive Officer, President and Chairman of the Board of Directors of the Company. Under the terms of the Revolving Note, the Company can borrow up to $3.0 million. The Revolving Note bears interest at the rate of 12% per annum. The use of funds will be used for the purchase of whey protein and other general corporate purposes. Both the outstanding principal, if any, and all accrued interest under the Revolving Note are due on March 31, 2021. The Company may prepay the Revolving Note by giving Mr. Drexler one days’ advance written notice. The Revolving Note contains customary events of default, including, among others, the failure by the Company to make a payment of principal or interest when due. Following an event of default, Mr. Drexler is entitled to accelerate the entire indebtedness under the Revolving Note. The Revolving Note also contains customary restrictions on the ability of the Company to, among other things, grant liens or incur indebtedness other than certain obligations incurred in the ordinary course of business. The restrictions are also subject to certain additional qualifications and carveouts, as set forth in the Revolving Note. The Revolving Note is subordinated to certain other indebtedness of the Company held by Prestige and Crossroads. In connection with the Revolving Note, the Company and Mr. Drexler entered into a fifth amended and restated security agreement dated October 15, 2020 (the “Security Agreement”) pursuant to which the Revolving Note is secured by all of the assets and properties of the Company and its subsidiaries whether tangible or intangible. There are no other events subsequent to June 30, 2020 that have not been described in the accompanying footnotes.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. The consolidated financial statements include the accounts of MusclePharm Corporation and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company’s management believes the unaudited interim Consolidated Financial Statements include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s financial position as of June 30, 2020, results of operations for the three and six months ended June 30, 2020 and 2019, and cash flows for the six months ended June 30, 2020 and 2019. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ended December 31, 2020. Certain prior period amounts have been conformed to the current period’s presentation. These unaudited interim Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on August 25, 2020.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and accompanying notes. Such estimates include, but are not limited to, allowance for doubtful accounts, revenue discounts and allowances, the valuation of inventory and deferred tax assets, the assessment of useful lives, recoverability and valuation of long-lived assets, likelihood and range of possible losses on contingencies, restructuring liabilities, valuations of equity securities and intangible assets, warrants and options, present value of lease liabilities, among others. Actual results could differ from those estimates.
Revenue Recognition	Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. a. Nature of Goods and Services The Company sells a variety of protein products through a broad distribution platform that includes supermarkets, mass merchandisers, wholesale clubs, drugstores, convenience stores, home stores, specialty stores and websites and other e-commerce channels, all of which sell our products to consumers. b. When Performance Obligations are Satisfied For performance obligations related to the shipping and invoicing of products, control transfers at the point in time upon which finished goods are delivered to the Company’s customers or when finished goods are picked up by a customer or a customer’s carrier, depending on shipping terms. Once a product has been delivered or picked up by the customer, the customer is able to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company considers control to have transferred upon delivery or customer receipt because the Company has an enforceable right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset, and the customer has significant risk and rewards of ownership of the asset. c. Variable Consideration The Company conducts extensive promotional activities, primarily through the use of off-list discounts, slotting, coupons, cooperative advertising, periodic price reduction arrangements, and end-aisle and other in-store displays. The costs of such activities are netted against sales and are recorded when the related sale takes place. The reserves for sales returns and consumer and trade promotion liabilities are established based on the Company’s best estimate of the amounts necessary to settle future and existing obligations for products sold as of the balance sheet date. To determine the appropriate timing of recognition of consideration payable to a customer, all consideration payable to our customers is reflected in the transaction price at inception and reassessed routinely. d. Practical Expedients The Company expenses incremental direct costs of obtaining a contract (broker commissions) when the related sale takes place, since the amortization period of the commissions paid for the sale of products is less than a year. These costs are recorded in “Selling, general and administrative” expense in the accompanying consolidated statements of operations. The Company accounts for shipping and handling costs as fulfillment activities, which are therefore recognized upon shipment of the goods. For the three and six months ended June 30, 2020, the Company incurred $0.4 million and $0.8 million, respectively, of inbound shipping and handling costs. For the three and six months ended June 30, 2019, the Company incurred $0.3 million and $0.6 million, respectively, of inbound shipping and handling costs. Shipping and handling costs related to inbound purchases of raw material and finished goods are included in cost of revenues in our consolidated statements of operations. For the three and six months ended June 30, 2020, the Company incurred $0.6 million and $1.2 million, respectively, of shipping and handling costs related to shipments to our customers. For the three and six months ended June 30, 2019, the Company incurred $1.0 million and $2.1 million, respectively, of shipping and handling costs related to shipments to our customers. Shipping and handling costs related to shipments to our customers is included in “Selling, general and administrative” expense in our consolidated statements of operations. The Company excludes from its revenue any amounts collected from customers for sales (and similar) taxes. During the three months ended June 30, 2020 and 2019, the Company recorded discounts, and to a lesser degree, sales returns, totaling $3.6 million and $7.9 million, respectively, which accounted for 17% and 26% of gross revenue in each period, respectively. During the six months ended June 30, 2020 and 2019, the Company recorded discounts, and to a lesser degree, sales returns, totaling $7.6 million and $15.5 million, respectively, which accounted for 19% and 27% of gross revenue in each period, respectively.
Concentrations	Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The cash balance, at times, may exceed federally insured limits. Management believes the financial risk associated with these balances is minimal and has not experienced any losses to date. Significant customers are those that represent more than 10% of the Company’s revenue, net or accounts receivable for each period presented. For each significant customer, percentage of revenue, net and accounts receivable are as follows: Percentage of Revenue, net for the Three Months Ended June 30, Percentage of Revenue, net for the Six Months Ended June 30 Percentage of Net Accounts Receivable as of 2020 2019 2020 2019 June 30, 2020 December 31, 2019 Customers Costco 30 % 39 % 33 % 33 % 16 % * Amazon 24 % 12 % 23 % 12 % 18 % * Coupang Global, LLC 21 % * 16 % * 31 %   * iHerb * 15 % * 15 % * 35 % * Represents less than 10% of revenue, net or net accounts receivable. The Company uses a limited number of non-affiliated suppliers for contract manufacturing of its products. The Company had the following concentration of purchases with contract manufacturers: For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Vendor Nutra Blend * 35 % * 28 % S.K. Laboratories 33 % 43 % 34 % 41 % Mill Haven Foods LLC 30 % * 30 % * Innovations in Nutrition and Wellness 20 % * 17 % * *Represents less than 10% of total purchases.
Share-based Payments and Stock-based Compensation	Share-Based Payments and Stock-Based Compensation Share-based compensation awards, including stock options and restricted stock awards, are recorded at estimated fair value on the applicable award’s grant date, based on the estimated number of awards that are expected to vest. The grant date fair value is amortized on a straight-line basis over the time in which the awards are expected to vest, or immediately if no vesting is required. Share-based compensation awards issued to non-employees for services are recorded at fair value on the grant date. The fair value of restricted stock awards is based on the fair value of the stock underlying the awards on the grant date as there is no exercise price. The fair value of stock options is estimated using the Black-Scholes option-pricing model. The determination of the fair value of each stock award using this option-pricing model is affected by the Company’s assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected stock price volatility over the term of the awards and the expected term of the awards based on an analysis of the actual and projected employee stock option exercise behaviors and the contractual term of the awards. Due to the Company’s limited experience with the expected term of options, the simplified method was utilized in determining the expected option term as prescribed in Staff Accounting Bulletin No. 110. The Company recognizes stock-based compensation expense over the requisite service period, which is generally consistent with the vesting of the awards, based on the estimated fair value of all stock-based payments issued to employees and directors that are expected to vest.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In July 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): On August 5, 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2020
Summary Of Significant Accounting Policies
Schedule of Significant Customers and Suppliers	Significant customers are those that represent more than 10% of the Company’s revenue, net or accounts receivable for each period presented. For each significant customer, percentage of revenue, net and accounts receivable are as follows: Percentage of Revenue, net for the Three Months Ended June 30, Percentage of Revenue, net for the Six Months Ended June 30 Percentage of Net Accounts Receivable as of 2020 2019 2020 2019 June 30, 2020 December 31, 2019 Customers Costco 30 % 39 % 33 % 33 % 16 % * Amazon 24 % 12 % 23 % 12 % 18 % * Coupang Global, LLC 21 % * 16 % * 31 %   * iHerb * 15 % * 15 % * 35 % * Represents less than 10% of revenue, net or net accounts receivable. The Company uses a limited number of non-affiliated suppliers for contract manufacturing of its products. The Company had the following concentration of purchases with contract manufacturers: For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Vendor Nutra Blend * 35 % * 28 % S.K. Laboratories 33 % 43 % 34 % 41 % Mill Haven Foods LLC 30 % * 30 % * Innovations in Nutrition and Wellness 20 % * 17 % * *Represents less than 10% of total purchases.

Balance Sheet Components (Table

Balance Sheet Components (Tables)	6 Months Ended
	Jun. 30, 2020
Balance Sheet Components Tables Abstract
Schedule of Property and Equipment	Property and equipment consisted of the following as of June 30, 2020 and December 31, 2019 (in thousands): As of June 30, 2020 As of December 31, 2019 Furniture, fixtures, and equipment $ 2,480 $ 2,592 Leasehold improvements 236 236 Vehicles 39 39 Displays 453 453 Website 497 497 Property and equipment, gross 3,705 3,817 Less: accumulated depreciation and amortization (3,595 ) (3,601 ) Property and equipment, net $ 110 $ 216
Schdule of Intangible Assets	Intangible assets consisted of the following (in thousands): As of June 30, 2020 Gross Value Accumulated Net Remaining Weighted- Amortized Intangible Assets Brand (apparel rights) $ 2,244 $ (1,728 ) $ 516 1.6 Total intangible assets $ 2,244 $ (1,728 ) $ 516 As of December 31, 2019 Gross Value Accumulated Net Remaining Weighted- Amortized Intangible Assets Brand (apparel rights) $ 2,244 $ (1,568 ) $ 676 2.1 Total intangible assets $ 2,244 $ (1,568 ) $ 676
Schedule of Estimated Future Amortization Expense of Intangible Assets	As of June 30, 2020, the estimated future amortization expense of intangible assets is as follows (in thousands): For the Year Ending December 31, Remainder of 2020 $ 160 2021 320 2022 36 Total amortization expense $ 516

Interest and Other Expense, N_2

Interest and Other Expense, Net (Tables)	6 Months Ended
	Jun. 30, 2020
Other Income and Expenses [Abstract]
Schedule of Interest and Other Expense, Net	For the three and six months ended June 30, 2020 and 2019, “Interest and other expense, net” consisted of the following (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Interest expense, related party $ (76 ) $ (538 ) $ (152 ) $ (1,070 ) Interest expense, related party debt discount — (15 ) — (30 ) Interest expense, other (175 ) (164 ) (332 ) (457 ) Interest expense, secured borrowing arrangement (383 ) (280 ) (748 ) (505 ) Foreign currency transaction loss 16 (13 ) (18 ) (213 ) Other 74 91 167 191 Total interest and other expense, net $ (544 ) $ (919 ) $ (1,083 ) $ (2,084 )

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2020
Leases [Abstract]
Schedule of Supplemental Balance Sheet Information	Supplemental balance sheet information related to leases was as follows (in thousands): Balance Sheet Classification June 30, 2020 December 31, 2019 Assets Operating ROU assets, net $ 806 $ 1,175 Finance Property and equipment, net 16 57 Total Assets 822 1,232 Liabilities Current liabilities: Operating Operating lease liability - current $ 408 $ 624 Finance Current accrued liability 2 54 Total current liabilities 410 678 Non-current liabilities: Operating Operating lease liability - long term 543 723 Total non-current liabilities 543 723 Total lease liabilities $ 953 $ 1,401
Schedule of Components of Lease Cost for Operating and Finance Leases	The components of lease cost for operating and finance leases for the three and six months ended June 30, 2020 were as follows (in thousands): Income Statement Classification Three months ended Six months ended Operating lease cost Selling, general and administrative $ 232 $ 475 Finance lease cost: Amortization of ROU asset Selling, general and administrative 21 45 Interest on lease liabilities Selling, general and administrative — 1 Total finance lease cost 21 46 Variable lease payments Selling, general and administrative 63 166 Sublease income Other income (28 ) (64 ) Total lease cost $ 288 $ 623 The components of lease cost for operating and finance leases for the three and six months ended June 30, 2019 were as follows (in thousands): Income Statement Classification Three months ended Six months ended Operating lease cost Selling, general and administrative $ 272 $ 521 Finance lease cost: Amortization of ROU asset Selling, general and administrative 31 58 Interest on lease liabilities Selling, general and administrative 2 3 Total finance lease cost 33 61 Variable lease payments Selling, general and administrative 50 114 Sublease income Other income (90 ) (189 ) Total lease cost $ 265 $ 507
Schedule of Supplemental Cash Flow Information	Supplemental cash flow information related to leases for the six months ended June 30, 2020 and 2019 was as follows: Six months ended Six months ended Cash paid for amounts included in the measurement of lease liabilities (in thousands): Operating cash flows from operating leases $ 397 $ 382 Operating cash flows from finance leases 1 3 Financing cash flows from finance leases 52 57 The weighted average remaining lease term was as follows: Operating leases (in years) 2.0 2.5 Finance leases (in years) 0.1 1.0 The weighted average discount rate was as follows: Operating leases 18 % 18 % Finance leases 5 % 5 %
Schedule of Maturities of Lease Liabilities	The maturities of lease liabilities at June 30, 2020 were as follows (in thousands): Operating Finance Remaining six months of the year ending 2020 $ 305 $ 2 2021 481 — 2022 369 — Thereafter — — Total future undiscounted lease payments 1,155 2 Less amounts representing interest (204 ) — Present value of lease liabilities $ 951 $ 2

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
Schedule of Debt	As of June 30, 2020 and December 31, 2019, the Company’s debt consisted of the following (in thousands): As of June 30, 2020 As of December 31,2019 Refinanced convertible note, related party $ 1,034 $ 1,034 Bonds payable 253 253 Revolving line of credit, related party 1,239 1,239 Obligations under secured borrowing arrangement 2,920 4,443 Line of credit – inventory financing 2,150 2,965 Notes payable 150 247 Paycheck Protection Program (“PPP”) loan 965 — Total debt 8,711 10,181 Less: current portion (8,175 ) (10,130 ) Long term debt $ 536 $ 51

Stockholders' Deficit (Tables)

Stockholders' Deficit (Tables)	6 Months Ended
	Jun. 30, 2020
Equity [Abstract]
Schedule of Common Stock	For the six months ended June 30, 2020, the Company had the following transactions related to its common stock, including restricted stock awards (in thousands, except share and per share data): Transaction Type Quantity (Shares) Valuation Range of Value per Share Stock issued for advertising services 129,627 $ 117 $ 0.90 Total 129,627 $ 117 $ 0.90 For the six months ended June 30, 2019, the Company had the following transactions related to its common stock including restricted stock awards (in thousands, except share and per share data): Transaction Type Quantity (Shares) Valuation Range of Value per Share Stock issued to related party for interest 489,260 $ 440 $ 0.90 Total 489,260 $ 440 $ 0.90

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Schedule of Restricted Stock Awards	The activity of restricted stock awards granted to employees, executives and Board members during the six months ended June 30, 2020 was as follows: Unvested Restricted Stock Awards Number of Shares Weighted Average Grant Date Fair Value Unvested balance – December 31, 2019 690,132 $ 0.42 Granted — — Vested (419,472 ) 0.42 Unvested balance – June 30, 2020 270,660 0.42
Summary of Stock Options	The following table describes the total options outstanding, granted, exercised, expired and forfeited as of and during the six months ended June 30, 2020. Shares obtained from the exercise of our options are subject to various trading restrictions. Options Pursuant to the 2015 Plan Weighted Average Exercise Price Per Share Weighted Average Fair Value of Options Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Issued and outstanding as of December 31, 2019 171,703 $ 1.89 $ 1.72 6.17 — Granted — — — — — Exercised — — — — — Forfeited — — — — — Issued and outstanding as of June 30, 2020 171,703 $ 1.89 $ 1.72 5.64 — Exercisable as of June 30, 2020 171,703 $ 1.89 $ 1.72 5.64 —

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of the Company’s basic and diluted net loss per share for the periods presented (in thousands, except share and per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Net loss $ (253 ) $ (5,884 ) $ (313 ) $ (10,389 ) Weighted average common shares used in computing net loss per share, basic and diluted 32,764,553 15,584,249 32,612,956 15,384,932 Net loss per share, basic and diluted $ (0.01 ) $ (0.38 ) $ (0.01 ) $ (0.68 )
Schedule of Outstanding Potentially Dilutive Securities	Total outstanding potentially dilutive securities were comprised of the following: As of June 30, 2020 2019 Stock options 171,703 171,703 Warrants 1,289,378 1,389,378 Unvested restricted stock 270,660 62,500 Convertible notes 931,974 16,216,216 Total common stock equivalents 2,663,715 17,839,797

Segments, Geographical Inform_2

Segments, Geographical Information (Tables)	6 Months Ended
	Jun. 30, 2020
Segment Reporting [Abstract]
Schedule of Revenue, Net by Geographic Area	The following table sets forth revenue, net by geographic area (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Revenue, net: United States $ 13,514 $ 16,179 $ 25,361 $ 29,166 International 3,479 6,120 7,863 11,908 Total revenue, net $ 16,993 $ 22,299 $ 33,224 $ 41,074

Description of Business (Detail

Description of Business (Details Narrative) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 1,213			$ 1,532
Decline in cash	(319)	$ (1,220)
Working capital deficit	(28,000)
Stockholders' deficit	(27,970)	$ (37,833)	$ (27,865)	(27,952)	$ (32,360)	$ (28,195)
Accumulated deficit	$ (196,171)			$ (195,858)

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Sales returns and discounts	$ 3,600	$ 7,900	$ 7,600	$ 15,500
Sales returns and discounts as a percentage of sales	17.00%	26.00%	19.00%	27.00%
Revenue, Net [Member] | Customers [Member]
Concentration risk, percentage	10.00%	10.00%	10.00%	10.00%
Accounts Receivable [Member] | Customers [Member]
Concentration risk, percentage			10.00%		10.00%
Cost of Revenue [Member]
Shipping and handling costs	$ 400	$ 300	$ 800	$ 600
Selling, General and Administrative Expense [Member]
Shipping and handling costs	$ 600	$ 1,000	$ 1,200	$ 2,100

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Significant Customers and Suppliers (Details)	3 Months Ended				6 Months Ended				12 Months Ended
	Jun. 30, 2020		Jun. 30, 2019		Jun. 30, 2020		Jun. 30, 2019		Dec. 31, 2019
Nutra Blend [Member] | Vendor [Member]
Concentration risk, percentage		[1]	35.00%			[1]	28.00%
S.K. Laboratories [Member] | Vendor [Member]
Concentration risk, percentage	33.00%		43.00%		34.00%		41.00%
Mill Haven Foods LLC [Member] | Vendor [Member]
Concentration risk, percentage	30.00%			[1]	30.00%			[1]
Innovations in Nutrition and Wellness [Member] | Vendor [Member]
Concentration risk, percentage	20.00%			[1]	17.00%			[1]
Costco [Member] | Revenue, Net [Member]
Concentration risk, percentage	30.00%		39.00%		33.00%		33.00%
Costco [Member] | Accounts Receivable [Member]
Concentration risk, percentage					16.00%					[2]
Amazon [Member] | Revenue, Net [Member]
Concentration risk, percentage	24.00%		12.00%		23.00%		12.00%
Amazon [Member] | Accounts Receivable [Member]
Concentration risk, percentage					18.00%					[2]
Coupang Global, LLC [Member] | Revenue, Net [Member]
Concentration risk, percentage	21.00%			[2]	16.00%			[2]
Coupang Global, LLC [Member] | Accounts Receivable [Member]
Concentration risk, percentage					31.00%					[2]
iHerb [Member] | Revenue, Net [Member]
Concentration risk, percentage		[2]	15.00%			[2]	15.00%
iHerb [Member] | Accounts Receivable [Member]
Concentration risk, percentage						[2]			35.00%
[1]	Represents less than 10% of purchases.
[2]	Represents less than 10% of revenue, net or net accounts receivable.

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Details Narrative) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Cash balances, fair value	$ 1,213	$ 1,532

Balance Sheet Components (Detai

Balance Sheet Components (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization of property and equipment	$ 42	$ 77	$ 105	$ 194
Amortization of intangible assets	$ 100	$ 100	$ 160	$ 160

Balance Sheet Components - Summ

Balance Sheet Components - Summary of Property and equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Property and equipment, gross	$ 3,705	$ 3,817
Less: accumulated depreciation and amortization	(3,595)	(3,601)
Property and equipment, net	110	216
Furniture, Fixtures and Equipment [Member]
Property and equipment, gross	2,480	2,592
Leasehold Improvements [Member]
Property and equipment, gross	236	236
Vehicles [Member]
Property and equipment, gross	39	39
Displays [Member]
Property and equipment, gross	453	453
Website [Member]
Property and equipment, gross	$ 497	$ 497

Balance Sheet Components - Su_2

Balance Sheet Components - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Gross Value	$ 2,244	$ 2,244
Accumulated Amortization	(1,728)	(1,568)
Net Carrying Value	516	676
Brand (Apparel Rights) [Member]
Gross Value	2,244	2,244
Accumulated Amortization	(1,728)	(1,568)
Net Carrying Value	$ 516	$ 676
Remaining Weighted- Average Useful Lives (years)	1 year 7 months 6 days	2 years 1 month 6 days

Balance Sheet Components - Su_3

Balance Sheet Components - Summary of Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Balance Sheet Related Disclosures [Abstract]
Remainder of 2020	$ 160
2021	320
2022	36
Total amortization expense	$ 516	$ 676

Interest and Other Expense, N_3

Interest and Other Expense, Net - Summary of Interest and Other Expense, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Other Income and Expenses [Abstract]
Interest expense, related party	$ (76)	$ (538)	$ (152)	$ (1,070)
Interest expense, related party debt discount		(15)		(30)
Interest expense, other	(175)	(164)	(332)	(457)
Interest expense, secured borrowing arrangement	(383)	(280)	(748)	(505)
Foreign currency transaction loss	16	(13)	(18)	(213)
Other	74	91	167	191
Total interest and other expense, net	$ (544)	$ (919)	$ (1,083)	$ (2,084)

Leases (Details Narrative)

Leases (Details Narrative)	Jun. 30, 2020
Minimum [Member]
Operating lease, term	1 year
Maximum [Member]
Operating lease, term	2 years

Leases - Summary Supplemental B

Leases - Summary Supplemental Balance Sheet Information Related to Lease (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Leases [Abstract]
Assets: Operating	$ 806	$ 1,175
Assets: Finance	16	57
Total Assets	822	1,232
Current liabilities: Operating	408	624
Current liabilities: Finance	2	54
Total current liabilities	410	678
Non-current liabilities: Operating	543	723
Total non-current liabilities	543	723
Total lease liabilities	$ 953	$ 1,401

Leases - Summary of Components

Leases - Summary of Components of Lease Cost for Operating and Finance Leases (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Total lease cost	$ 288	$ 265	$ 623	$ 507
Selling, General and Administrative Expense [Member]
Operating lease cost	232	272	475	521
Amortization of ROU asset	21	31	45	58
Interest on lease liabilities		2	1	3
Total finance lease cost	21	33	46	61
Variable lease payments	63	50	166	114
Other Income [Member]
Sublease income	$ (28)	$ (90)	$ (64)	$ (189)

Leases - Summary of Supplementa

Leases - Summary of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Leases [Abstract]
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases	$ 397	$ 382
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases	1	3
Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases	$ 52	$ 57
The weighted average remaining lease term was as follows: Operating leases (in years)	2 years	2 years 6 months
The weighted average remaining lease term was as follows: Finance leases (in years)	1 month 6 days	1 year
The weighted average discount rate was as follows: Operating leases	18.00%	18.00%
The weighted average discount rate was as follows: Finance leases	5.00%	5.00%

Leases - Summary of Maturities

Leases - Summary of Maturities of Lease Liabilities (Details) $ in Thousands	Jun. 30, 2020USD ($)
Leases [Abstract]
Operating, Remaining six months of the year ending 2020	$ 305
Operating, 2021	481
Operating, 2022	369
Operating, Thereafter
Total future undiscounted lease payments	1,155
Less amounts representing interest	(204)
Present value of lease liabilities	951
Finance, Remaining six months of the year ending 2020	2
Finance, 2021
Finance, 2022
Finance, Thereafter
Total future undiscounted lease payments	2
Less amounts representing interest
Present value of lease liabilities	$ 2

Debt (Details Narrative)

Debt (Details Narrative) - USD ($)

May 14, 2020

Feb. 26, 2020

Dec. 27, 2019

Oct. 04, 2019

Sep. 16, 2019

Apr. 10, 2019

Apr. 02, 2019

Nov. 03, 2017

Oct. 06, 2017

Jun. 30, 2020

Jun. 30, 2019

Jun. 30, 2020

Jun. 30, 2019

Dec. 31, 2019

Dec. 31, 2017

Jul. 27, 2017

Nov. 08, 2016

Jan. 31, 2016

Dec. 07, 2015

Original principal amount

$ 2,000,000

$ 2,000,000

Common stock, par value

$ 0.001

$ 0.001

$ 0.001

Interest expense related to related party

$ 76,000

$ 538,000

$ 152,000

$ 1,070,000

Accrued interest

1,000,000

1,000,000

Prestige [Member]

Proceeds from related party debt

11,700,000

$ 10,900,000

Fees and interest

12,600,000

10,400,000

Maximum [Member]

Line of credit, outstanding amount

3,000,000

3,000,000

Loan and Security Agreement [Member]

Maximum borrowing amount

$ 3,000,000

Line of credit, interest rate

1.33%

1.50%

Line of credit borrowing description

The Company may borrow up to 70% of its Inventory Cost or up to 75% of Net Orderly Liquidation Value (each as defined in the Security Agreement), up to a maximum amount of $3.0 million at an interest rate of 1.5% per month, subject to a minimum monthly fee of $22,500.

Minimum monthly fee

$ 22,500,000

$ 4,000,000

Line of credit interest rate description

The term of the Security Agreement automatically extends in one-year increments, unless earlier terminated pursuant to the terms of the Security Agreement.

Owed crossroads

2,200,000

2,200,000

3,000,000

Line of credit expiration date

Apr. 1, 2021

Loan and Security Agreement [Member] | Minimum [Member]

Maximum borrowing amount

$ 3,000,000

Decrease in Borrowing capacity

$ 4,000,000

Loan and Security Agreement [Member] | Maximum [Member]

Maximum borrowing amount

$ 4,000,000

Decrease in Borrowing capacity

$ 3,000,000

Purchase and Sale Agreement [Member]

Original principal amount

2,900,000

2,900,000

4,400,000

$ 12,500,000

Interest rate

80.00%

Remaining interest rate

20.00%

Purchase and Sale Agreement [Member] | Prestige [Member]

Original principal amount

14,700,000

14,700,000

13,600,000

Maturity date

Apr. 1, 2020

Debt description

Thereafter the agreement shall renew itself automatically for one (1) year periods unless either party receives written notice of cancellation from the other, at minimum, thirty (30) days prior to the expiration date.

Purchase and Sale Agreement [Member] | Minimum [Member]

Disount fee interest rate

0.70%

Purchase and Sale Agreement [Member] | Maximum [Member]

Disount fee interest rate

4.00%

2015 and 2016 Convertible Note [Member]

Maturity date

Nov. 8, 2017

Mr. Ryan Drexler [Member] | Collateral Receipt and Security Agreement [Member]

Interest rate

12.00%

Payments for line of credit

$ 250,000

Mr. Ryan Drexler [Member] | Revolving Note [Member]

Maximum borrowing amount

$ 3,000,000

Line of credit, interest rate

12.00%

Line of credit, outstanding amount

1,200,000

1,200,000

$ 1,200,000

Refinanced Convertible Note [Member]

Interest rate

14.00%

Interest rate description

At the Company's option (as determined by its independent directors), the Company could repay up to one-sixth of any interest payment by either adding such amount to the principal amount of the note or by converting such interest amount into an equivalent amount of the Company's common stock.

Refinanced Convertible Note [Member] | Premium [Member]

Interest rate

105.00%

Refinanced Convertible Note [Member] | 2015 Convertible Note [Member]

Interest rate

10.00%

Refinanced Convertible Note [Member] | Refinancing [Member]

Original principal amount

$ 18,000,000

Interest rate

12.00%

Maturity date, description

Both the principal and the interest under the Refinanced Convertible Note were due on December 31, 2019, unless converted earlier. Mr. Drexler could convert the outstanding principal and accrued interest into shares of the Company's common stock at a conversion price of $1.11 per share at any time.

Conversion price

$ 1.11

Refinanced Convertible Note [Member] | Refinancing [Member] | 2015 Convertible Note [Member]

Original principal amount

$ 6,000,000

Interest rate

8.00%

Refinanced Convertible Note [Member] | Refinancing [Member] | 2016 Convertible Note [Member]

Original principal amount

$ 11,000,000

Interest rate

10.00%

Refinanced Convertible Note [Member] | Refinancing [Member] | 2017 Convertible Note [Member]

Original principal amount

$ 1,000,000

Interest rate

15.00%

Refinanced Convertible Note [Member] | Mr. Ryan Drexler [Member]

Original principal amount

$ 18,000,000

Maturity date

Nov. 8, 2017

Conversion price

$ 1.11

Common stock, par value

$ 0.001

Principal, accrued and unpaid interest

$ 19,300,000

Debt conversion shares

16,216,216

Convertible Note [Member]

Interest expense related to related party

100,000

600,000

200,000

1,100,000

Interest paid in cash

$ 400,000

Paycheck Protection Program [Member] | Harvest Small Business Finance, LLC [Member]

Interest rate

1.00%

Maturity date

May 16, 2022

Debt description

The Note is expected to mature on May 16, 2022. Payments were due by November 16, 2020 (the "Deferment Period") and interest was accrued during the Deferment Period. However, the Flexibility Act, which was signed into law on June 5, 2020, extended the Deferment Period to the date that the forgiven amount is remitted by the United States Small Business Administration ("SBA") to HSBF. The Company is in the process of filling out the forgiveness application form.

Proceeds from debt

$ 964,910

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Refinanced convertible note, related party	$ 1,034	$ 1,034
Bonds payable	253	253
Revolving line of credit, related party	1,239	1,239
Obligations under secured borrowing arrangement	2,920	4,443
Line of credit - inventory financing	2,150	2,965
Notes payable	150	247
Paycheck Protection Program ("PPP") loan	965
Total debt	8,711	10,181
Less: current portion	(8,175)	(10,130)
Long term debt	$ 536	$ 51

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	Sep. 01, 2021	Sep. 25, 2020	Feb. 27, 2020	Dec. 04, 2019	Oct. 31, 2019	Jul. 07, 2019	Mar. 18, 2019	Aug. 21, 2018	Jul. 07, 2018	Jul. 28, 2017	Jul. 07, 2017	Apr. 04, 2017	Oct. 30, 2021	May 31, 2021	Aug. 31, 2021	Feb. 28, 2021	Nov. 30, 2020	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Nov. 16, 2020	Dec. 30, 2019	Dec. 16, 2019
Accrued expenses																							$ 1,600,000
Interest and other expense																		$ 544,000	$ 919,000	$ 1,083,000	$ 2,084,000
Debt instrument, face amount																		2,000,000		2,000,000
Interest expenses																		22,000	22,000	44,000	44,000
Attorneys' fees and costs					$ 56,000
Repayment of debt																						$ 250,000
Liabilities																		41,831,000		41,831,000		42,492,000
Internal Revenue Service (IRS) [Member]
Taxes and penalties												$ 5,300,000
Tax withholdings												4,400,000
Penalties expense												900,000
Accrued penalties												2,000,000
Failure to deposit penalties																										$ 2,000,000
Claims amount												$ 7,300,000														$ 5,300,000
Three Promissory Notes [Member]
Loan exchange value								$ 18,000,000
Bond [Member]
Repayment of debt																						600,000
ThermoLife [Member]
Loss contingency, damages sought, value				$ 1,600,000
Damage value				900,000
Interest expenses				300,000
Attorneys' fees and costs				400,000
Bond posted value				$ 600,000
Maximum [Member]
Line of credit																		3,000,000		3,000,000
Forecast [Member]
Remiitted amount													$ 1,400,000	$ 2,100,000	$ 2,100,000	$ 1,800,000
Forecast [Member] | Minimum [Member]
Remiitted amount	$ 700,000
Subsequent Event [Member]
Paid in installment		$ 3,100,000
Debt instrument, description		The Company agreed to (i) pay approximately $3.1 million ("Owed Amount") in monthly payments ("Monthly Payments") from September 1, 2020 through June 30, 2023 and (ii) issue monthly purchase orders ("Purchase Orders") at minimum amounts accepted by Nutrablend.
Subsequent Event [Member] | Forecast [Member]
Remiitted amount																	$ 1,500,000
California [Member]
Allegedly unpaid invoices			$ 3,100,000
Settlement Agreement [Member]
Accrued expenses										$ 3,000,000
Payments from advance related party											$ 1,000,000
Paid in installment						$ 1,000,000			$ 1,000,000
Remiitted amount										$ 3,000,000
Interest and other expense																		19,000	$ 29,000	$ 38,000	$ 58,000
City Football Group Limited [Member] | Sponsorship Agreement [Member]
Loss contingency dispute resolution description																				In August 2016, CFG commenced arbitration in the United Kingdom against the Company, seeking approximately $8.3 million for the Company's purported breach of the Sponsorship Agreement.
Loss contingency dispute resolution amount																				$ 8,300,000
Mr. Drexler [Member]
Personal guaranty																						350,000
Legal fees																						$ 12,500
4Excelsior [Member]
Loss contingency, damages sought, value							$ 7,800,000
Damage value							$ 6,200,000
Liabilities																		$ 5,600,000		$ 5,600,000					$ 5,300,000
4Excelsior [Member] | Subsequent Event [Member]
Settlement payable																								$ 4,750,000
Settlement periodic payments beginning January 5, 2021																								70,000
Settlement periodic payments thereafter																								$ 100,000

Stockholders' Deficit (Details

Stockholders' Deficit (Details Narrative) - shares	Jun. 30, 2020	Jun. 30, 2019
Equity [Abstract]
Warrants outstanding	1,289,378	1,389,378
Treasury stock shares	875,621	875,621

Stockholders' Deficit - Schedul

Stockholders' Deficit - Schedule of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Equity [Abstract]
Stock issued for advertising services, Quantity (Shares)	129,627	489,260
Stock issued for advertising services, Quantity (Shares), Total	129,627	489,260
Stock issued for advertising services, Valuation	$ 117	$ 440
Stock issued for advertising services, Valuation, Total	$ 117	$ 440
Stock issued for advertising services, Range of Value per Share	$ 0.90	$ 0.90
Stock issued for advertising services, Range of Value per Share, Total	$ 0.90	$ 0.90

Stock-Based Compensation (Detai

Stock-Based Compensation (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Restricted stock awards granted
Unrecognized expense for unvested restricted stock awards
Stock option exercisable term	5 years 7 months 21 days
Stock compensation expense related to options
2015 Incentive Compensation Plan [Member] | Maximum [Member]
Stock option exercisable term	10 years

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Restricted Stock Awards Granted to Employees, Executives and Board Members (Details) - $ / shares	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Share-based Payment Arrangement [Abstract]
Number of Shares Unvested, beginning balance	690,132
Number of Shares Unvested, Granted
Number of Shares Unvested, Vested	(419,472)
Number of Shares Unvested, ending balance	270,660
Weighted Average Grant Date Fair Value Unvested, beginning balance	$ 0.42
Weighted Average Grant Date Fair Value Unvested, Granted
Weighted Average Grant Date Fair Value Unvested, Vested	0.42
Weighted Average Grant Date Fair Value Unvested, ending balance	$ 0.42

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Options Outstanding, Granted, Exercised, Expired and Forfeited (Details)	6 Months Ended
	Jun. 30, 2020USD ($)$ / sharesshares
Share-based Payment Arrangement [Abstract]
Options Issued and outstanding, beginning balance | shares	171,703
Options Granted | shares
Options Exercised | shares
Options Forfeited | shares
Options Issued and outstanding, ending balance | shares	171,703
Options Exercisable | shares	171,703
Weighted Average Exercise Price Per Share, Issued and outstanding, beginning balance	$ 1.89
Weighted Average Exercise Price Per Share, Granted
Weighted Average Exercise Price Per Share, Exercised
Weighted Average Exercise Price Per Share, Forfeited
Weighted Average Exercise Price Per Share, Issued and outstanding, ending balance	1.89
Weighted Average Exercise Price Per Share, Exercisable	1.89
Weighted Average Fair Value of Options, Issued and outstanding, beginning balance	1.72
Weighted Average Fair Value of Options, Issued and outstanding, ending balance	1.72
Weighted Average Fair Value of Options, Exercisable	$ 1.72
Weighted Average Remaining Contractual Life (Years), Issued and outstanding, beginning balance	6 years 2 months 1 day
Weighted Average Remaining Contractual Life (Years), Issued and outstanding, ending balance	5 years 7 months 21 days
Weighted Average Remaining Contractual Life (Years), Exercisable	5 years 7 months 21 days
Aggregate Intrinsic Value, Issued and outstanding, beginning balance | $
Aggregate Intrinsic Value, Granted | $
Aggregate Intrinsic Value, Exercised | $
Aggregate Intrinsic Value, Forfeited | $
Aggregate Intrinsic Value, Issued and outstanding, ending balance | $
Aggregate Intrinsic Value, Exercisable | $

Net Loss Per Share (Details Nar

Net Loss Per Share (Details Narrative) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share [Abstract]
Dilutive effect of outstanding awards
Dilutive securities in earnings per share computation	2,663,715	17,839,797	2,663,715	17,839,797

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share [Abstract]
Net loss	$ (253)	$ (60)	$ (5,884)	$ (4,505)	$ (313)	$ (10,389)
Weighted average common shares used in computing net loss per share, basic and diluted	32,764,553		15,584,249		32,612,956	15,384,932
Net loss per share, basic and diluted	$ (0.01)		$ (0.38)		$ (0.01)	$ (0.68)

Net Loss Per Share - Schedule_2

Net Loss Per Share - Schedule of Outstanding Potentially Dilutive Securities (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Total common stock equivalents	2,663,715	17,839,797	2,663,715	17,839,797
Stock Options [Member]
Total common stock equivalents			171,703	171,703
Warrants [Member]
Total common stock equivalents			1,289,378	1,389,378
Unvested Restricted Stock [Member]
Total common stock equivalents			270,660	62,500
Convertible Notes [Member]
Total common stock equivalents			931,974	16,216,216

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Tax Disclosure [Abstract]
Tax provision	$ 22	$ 26	$ 44	$ 36
Operating lease carryforward expiration description			These pre-2018 net operating loss carry-forwards and federal R&D credits have expiration dates starting in 2025 through 2037.

Segments, Geographical Inform_3

Segments, Geographical Information - Schedule of Revenue, Net by Geographic Area (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Total revenue, net	$ 16,993	$ 22,299	$ 33,224	$ 41,074
United States [Member]
Total revenue, net	13,514	16,179	25,361	29,166
International [Member]
Total revenue, net	$ 3,479	$ 6,120	$ 7,863	$ 11,908

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Sep. 25, 2020	Jul. 24, 2020	Jul. 01, 2020	Oct. 15, 2020	Jun. 30, 2020	Dec. 27, 2019	Oct. 04, 2019	Nov. 08, 2017
Original principal amount					$ 2,000,000
Board of Directors, Chief Executive Officer and President [Member] | Mr. Ryan Drexler [Member] | Collateral Receipt and Security Agreement [Member]
Original principal amount						$ 252,500
Convertible Secured Promissory Note [Member] | Board of Directors, Chief Executive Officer and President [Member] | Mr. Ryan Drexler [Member]
Original principal amount								$ 1,134,483
Secured Revolving Promissory Note [Member] | Board of Directors, Chief Executive Officer and President [Member] | Mr. Ryan Drexler [Member]
Original principal amount							$ 1,348,216
Subsequent Event [Member]
Debt discription	The Company agreed to (i) pay approximately $3.1 million ("Owed Amount") in monthly payments ("Monthly Payments") from September 1, 2020 through June 30, 2023 and (ii) issue monthly purchase orders ("Purchase Orders") at minimum amounts accepted by Nutrablend.
Subsequent Event [Member] | LiveGlam, Inc., [Member] | Sublease Agreement [Member]
Sublease description		The Company entered into a sublease agreement ("Sublease Agreement") with a third party to sublease the office building at Burbank. The sublease commenced on September 15, 2020 and would be in effect through the remainder of the Company's lease term (September 15, 2020 through September 30, 2022). Rent will be abated between November 1, 2020 and December 31, 2020 for a total of one and a half months.
Subsequent Event [Member] | The 2020 Refinanced Convertible Note [Member] | Board of Directors, Chief Executive Officer and President [Member] | Mr. Ryan Drexler [Member]
Original principal amount			$ 2,735,199
Interest rate			12.00%
Debt discription			The Company may prepay the 2020 Refinanced Convertible Note by giving Mr. Drexler between 15 and 60 day's notice depending upon the specific circumstances, subject to Mr. Drexler's conversion right. Mr. Drexler may convert the outstanding principal and accrued interest into shares of the Company's common stock at a conversion price equal to or greater than (i) the closing price per share of the common stock on the last business day immediately preceding November 1, 2020 or (ii) $0.17.
Subsequent Event [Member] | Secured Revolving Promissory Note [Member] | Board of Directors, Chief Executive Officer and President [Member] | Mr. Ryan Drexler [Member]
Interest rate				12.00%
Line of credit facility, maximum borrowing capacity				$ 3,000,000