Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 22, 2022 | Jun. 30, 2021 | |
Cover Abstract | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-37584 | ||
Entity Registrant Name | CPI Card Group Inc. | ||
Entity Central Index Key | 0001641614 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-0344657 | ||
Entity Address, Address Line One | 10368 W. Centennial Road | ||
Entity Address, City or Town | Littleton | ||
Entity Address, State or Province | CO | ||
Entity Address, Postal Zip Code | 80127 | ||
City Area Code | 720 | ||
Local Phone Number | 681-6304 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | PMTS | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 86.8 | ||
Entity Common Stock, Shares Outstanding | 11,255,466 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Auditor Name | KPMG LLP | ||
Auditor Firm ID | 185 | ||
Auditor Location | Denver, Colorado |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 20,683 | $ 57,603 |
Accounts receivable, net of allowances of $86 and $289, respectively | 60,953 | 54,592 |
Inventories | 58,009 | 24,796 |
Prepaid expenses and other current assets | 5,522 | 5,032 |
Income taxes receivable | 534 | 10,511 |
Total current assets | 145,701 | 152,534 |
Plant, equipment, leasehold improvements and operating lease right-of-use assets, net | 47,251 | 39,403 |
Intangible assets, net | 21,854 | 26,207 |
Goodwill | 47,150 | 47,150 |
Other assets | 6,184 | 857 |
Total assets | 268,140 | 266,151 |
Current liabilities: | ||
Accounts payable | 26,443 | 18,883 |
Accrued expenses | 37,150 | 28,149 |
Current portion of Long-term debt | 8,027 | |
Deferred revenue and customer deposits | 1,182 | 1,868 |
Total current liabilities | 64,775 | 56,927 |
Long-term debt | 303,626 | 328,681 |
Deferred income taxes | 5,253 | 7,409 |
Other long-term liabilities | 15,506 | 11,171 |
Total liabilities | 389,160 | 404,188 |
Commitments and contingencies (Note 15) | ||
Series A Preferred Stock; $0.001 par value-100,000 shares authorized; 0 shares issued and outstanding at December 31, 2021 and 2020 | ||
Stockholders' deficit: | ||
Common stock; $0.001 par value-100,000,000 shares authorized; 11,255,466 and 11,230,482 shares issued and outstanding at December 31, 2021 and 2020, respectively | 11 | 11 |
Capital deficiency | (110,782) | (111,858) |
Accumulated loss | (10,249) | (26,190) |
Total stockholders' deficit | (121,020) | (138,037) |
Total liabilities and stockholders' deficit | $ 268,140 | $ 266,151 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets | ||
Allowance on accounts receivable | $ 86 | $ 289 |
Preferred shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred shares, authorized shares (in shares) | 100,000 | 100,000 |
Preferred shares, issued shares (in shares) | 0 | 0 |
Preferred shares, outstanding shares (in shares) | 0 | 0 |
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common shares, authorized shares (in shares) | 100,000,000 | 100,000,000 |
Common shares, issued shares (in shares) | 11,255,466 | 11,230,482 |
Common shares, outstanding shares (in shares) | 11,255,466 | 11,230,482 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Net sales: | ||
Net Sales | $ 375,119 | $ 312,189 |
Cost of sales: | ||
Depreciation and amortization | 8,837 | 10,701 |
Total cost of sales | 233,693 | 201,881 |
Gross profit | 141,426 | 110,308 |
Operating expenses: | ||
Selling, general and administrative (exclusive of depreciation and amortization shown below) | 75,701 | 65,791 |
Depreciation and amortization | 6,261 | 6,126 |
Total operating expenses, net | 81,962 | 71,917 |
Income from operations | 59,464 | 38,391 |
Other (expense) income, net: | ||
Interest, net | (30,608) | (25,397) |
Loss on debt extinguishment | (5,048) | (92) |
Other income (expense) | 14 | (17) |
Total other expense, net | (35,642) | (25,506) |
Income before income taxes | 23,822 | 12,885 |
Income tax (expense) benefit | (7,881) | 3,305 |
Net Income from continuing operations | 15,941 | 16,190 |
Net loss from discontinued operation, net of tax (Note 4) | (61) | |
Net income | $ 15,941 | $ 16,129 |
Basic earnings per share from continuing operations: (in dollar per share) | $ 1.42 | $ 1.44 |
Diluted earnings per share from continuing operations: (in dollar per share) | 1.36 | 1.44 |
Basic earnings per share: (in dollar per share) | 1.42 | 1.44 |
Diluted earnings per share: (in dollar per share) | $ 1.36 | $ 1.44 |
Basic weighted-average shares outstanding (in shares) | 11,239,049 | 11,228,707 |
Diluted weighted-average shares outstanding (in shares) | 11,763,963 | 11,232,004 |
Comprehensive income: | ||
Net income | $ 15,941 | $ 16,129 |
Total comprehensive income | 15,941 | 16,129 |
Products | ||
Net sales: | ||
Net Sales | 199,586 | 171,968 |
Cost of sales: | ||
Products and Services (exclusive of depreciation and amortization shown below) | 121,601 | 107,642 |
Services | ||
Net sales: | ||
Net Sales | 175,533 | 140,221 |
Cost of sales: | ||
Products and Services (exclusive of depreciation and amortization shown below) | $ 103,255 | $ 83,538 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) $ in Thousands | Common Stock | Capital deficiency | Accumulated loss | Total |
Beginning balance at Dec. 31, 2019 | $ 11 | $ (111,988) | $ (42,319) | $ (154,296) |
Beginning balance (in shares) at Dec. 31, 2019 | 11,224,191 | |||
Shares issued under stock-based compensation plans (in shares) | 6,291 | |||
Stock-based compensation | 130 | 130 | ||
Components of comprehensive income: | ||||
Net income | 16,129 | 16,129 | ||
Ending balance at Dec. 31, 2020 | $ 11 | (111,858) | (26,190) | $ (138,037) |
Ending balance (in shares) at Dec. 31, 2020 | 11,230,482 | 11,230,482 | ||
Shares issued under stock-based compensation plans | (174) | $ (174) | ||
Shares issued under stock-based compensation plans (in shares) | 24,984 | |||
Stock-based compensation | 1,250 | 1,250 | ||
Components of comprehensive income: | ||||
Net income | 15,941 | 15,941 | ||
Ending balance at Dec. 31, 2021 | $ 11 | $ (110,782) | $ (10,249) | $ (121,020) |
Ending balance (in shares) at Dec. 31, 2021 | 11,255,466 | 11,255,466 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | ||
Net income | $ 15,941 | $ 16,129 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Loss from discontinued operations | 61 | |
Depreciation and amortization expense | 15,098 | 16,827 |
Stock-based compensation expense | 1,250 | 136 |
Amortization of debt issuance costs and debt discount | 2,367 | 3,453 |
Deferred income tax | (2,156) | 1,043 |
Loss on debt extinguishment | 5,048 | 92 |
Other, net | 213 | 1,742 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (6,361) | (11,662) |
Inventories | (33,388) | (6,105) |
Prepaid expenses and other assets | (4,062) | 494 |
Income taxes | 9,977 | (6,346) |
Accounts payable | 6,582 | 1,657 |
Accrued expenses | 10,365 | 2,958 |
Deferred revenue and customer deposits | (690) | 1,404 |
Other liabilities | 45 | 192 |
Cash provided by operating activities - continuing operations | 20,229 | 22,075 |
Cash used in operating activities -discontinued operations | 0 | (61) |
Investing activities | ||
Capital expenditures for plant, equipment and leasehold improvements | (10,074) | (7,093) |
Other | 156 | |
Cash used in investing activities | (9,918) | (7,093) |
Financing activities | ||
Principal payments on First Lien Term Loan | (312,500) | |
Principal payments on Senior Credit Facility | (30,000) | |
Principal payments on ABL Revolver | (15,000) | |
Proceeds from Senior Notes | 310,000 | |
Proceeds from ABL Revolver, net of discount | 14,750 | |
Proceeds from Senior Credit Facility, net of discount | 29,100 | |
Debt issuance costs | (9,452) | (2,507) |
Payments on finance lease obligations | (2,171) | (2,616) |
Payments on debt extinguishment and other | (2,859) | |
Cash (used in) provided by financing activities | (47,232) | 23,977 |
Effect of exchange rates on cash | 1 | 23 |
Net (decrease) increase in cash and cash equivalents | (36,920) | 38,921 |
Cash and cash equivalents, beginning of period | 57,603 | 18,682 |
Cash and cash equivalents, end of period | 20,683 | 57,603 |
Supplemental disclosures of cash flow information | ||
Cash paid (refunded) during the period for: Interest | 22,268 | 22,750 |
Cash paid (refunded) during the period for: Income taxes paid | 9,792 | 1,302 |
Cash paid (refunded) during the period for: Income taxes (refunded) | (9,846) | (259) |
Right-of-use assets obtained in exchange for lease obligations- Operating leases | 6,932 | 3,260 |
Right-of-use assets obtained in exchange for lease obligations- Financing leases | 1,897 | 1,718 |
Accounts payable and accrued expenses for capital expenditures for plant, equipment and leasehold improvements | $ 2,972 | $ 1,052 |
Business
Business | 12 Months Ended |
Dec. 31, 2021 | |
Business | |
Business | 1. Business CPI Card Group Inc. (which, together with its subsidiary companies, is referred to herein as “CPI” or the “Company”) is a payment technology company and leading provider of comprehensive Financial Payment Card solutions in the United States. CPI is debit and Prepaid Debit Cards issued on the networks of the Payment Card Brands (Visa, Mastercard, American Express and Discover in the United States and Interac, in Canada). CPI also offers an instant card issuance solution, which provides card issuing bank customers the ability to issue a personalized debit or credit card within the bank branch to individual cardholders. CPI serves its customers through a network of high-security production and card services facilities in the United States, each of which is audited for compliance with the standards of the PCI Security Standards Council by one or more of the Payment Card Brands. CPI’s leading network of high-security production facilities allows the Company to optimize its solutions offerings and to serve its customers. The Company’s business consists of the following reportable segments: Debit and Credit, Prepaid Debit and Other. The Debit and Credit segment primarily produces Financial Payment Cards and provides integrated card services to card-issuing banks primarily in the United States. The Prepaid Debit segment primarily provides integrated card services to Prepaid Debit Card program managers primarily in the United States. The Company’s “Other” segment includes corporate expenses. COVID-19 Update The COVID-19 pandemic has impacted economies and societies globally. The long-term implications of COVID-19 on the Company’s results of operations and overall financial performance remain uncertain. The health and safety of CPI employees remain paramount, and the Company continues to follow response protocols based on precautions and other appropriate measures recommended by the Centers for Disease Control and Prevention, as well as various state and local executive orders, health orders and guidelines. All of CPI’s operations have remained open and continue to provide direct and essential support to the financial services industry. The Company believes the global impacts from COVID-19 have contributed to certain adverse effects on its supply chain, including increased lead times for, and higher costs of, certain raw materials and components, which are expected to continue in the future. CPI closely monitors its supply chain and has purchased and may continue to purchase additional inventory to help mitigate supply chain constraints. The current environment has also affected the available labor pool in the areas in which the Company operates, which has resulted in increased labor cost and turnover in our facilities, challenges hiring production employees and shipping delays. On November 4, 2021, the Occupational Safety and Health Administration (“OSHA”) issued an Emergency Temporary Standard (“ETS”) mandating certain employers to require either full vaccination against COVID-19 or weekly testing of employees. The United States Supreme Court upheld a stay on enforcement of the ETS mandate, and on January 25, 2022, OSHA announced that it would withdraw the ETS to focus on finalizing a permanent COVID-19 Healthcare Standard. At this time, it is not possible to predict the impact a permanent COVID-19 Healthcare Standard, or any corresponding mandates from federal, state or local governmental entities, would have on us or on our workforce. Federal, state or local mandates could result in increased costs as well as labor disruptions, employee attrition and/or difficulty recruiting new employees which could compound the labor shortage already impacting the Company. The Company believes the labor and supply chain challenges described above, and the associated costs, may continue to increase throughout 2022 and possibly beyond. The Company may not be able to pass all of these costs through to its customers. The Company is experiencing increased production lead times, which it believes is likely to continue throughout 2022 and possibly beyond, depending on the duration of the staffing and supply chain challenges and the level of demand from its customers. The Company will continue to monitor and respond as the situation evolves. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was signed into law. The CARES Act, among other things, included provisions relating to refundable payroll tax credits, deferment of employer social security payments, changes in net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitation and technical corrections to tax depreciation methods for qualified improvement property. Refer to Note 12, “Income Taxes” for a discussion of the CARES Act income tax impacts on the Company. In addition, we deferred employer social security payments in 2020 in accordance with the CARES Act, and the first installment repayment was made in the fourth quarter of 2021. The second installment payment is permitted to be paid no later than the fourth quarter of 2022. Refer to Note 9 “Accrued Liabilities” for additional discussion. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying Consolidated Financial Statements include the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents and they are stated at cost, which approximates fair value. Trade Accounts Receivable and Concentration of Credit Risk Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company performs ongoing credit evaluations of its customers and generally requires no collateral to secure accounts receivable. December 31, 2021 December 31, 2020 Trade accounts receivable $ 50,042 $ 44,305 Unbilled accounts receivable 10,997 10,576 61,039 54,881 Less allowance for doubtful accounts (86) (289) $ 60,953 $ 54,592 The Company maintains an allowance for potentially uncollectible accounts receivable based upon its assessment of the collectability of accounts receivable. Accounts are written off against the allowance when it is determined collection will not occur. The allowance for bad debt activity for the years ended December 31, 2021 and 2020 is summarized as follows: Balance as of December 31, 2019 $ 395 Bad debt expense (89) Write-off of uncollectible accounts (2) Currency translation adjustments (15) Balance as of December 31, 2020 $ 289 Write-off of uncollectible accounts (203) Balance as of December 31, 2021 $ 86 During 2021, the Company wrote-off uncollectible accounts primarily relating to reserves previously established for outstanding receivables from the Company’s Canadian operations that were disposed in 2019. For the year ended December 31, 2021 one customer represented 18% of the Company’s consolidated net sales. For the year ended December 31, 2020 the Company had two customers that represented more than 10% of the Company’s consolidated net sales. Net sales for these customers were approximately 15% and 14% of the Company’s consolidated net sales. Inventories Inventories consist of raw materials, and finished goods and are measured at the lower of cost or net realizable value (determined on the first-in, first-out, specific identification or weighted-average method basis). Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Finished goods inventory represents primarily stock cards and Card Once printers. The stock cards are not manufactured for a specific customer, but are ready to be personalized and sold as customer orders are received. The Company monitors inventory for events or circumstances that may indicate the net realizable value is less than the carrying value of inventory, such as negative margins, expiration of material usage, and other forms of obsolescence, and records adjustments to the valuation of inventory, as necessary. For the year ended December 31, 2021 approximately 92% of our purchased microchips and antennas came from four main suppliers, and approximately 64% came from one supplier. Approximately 95% of our purchased microchips and antennas for the year ended December 31, 2020 came from four main suppliers, and approximately 53% came from one supplier. Plant, Equipment and Leasehold Improvements Plant, equipment and leasehold improvements are recorded at cost. Accumulated depreciation is computed using the straight-line method over the lesser of the estimated useful life of the related assets (generally 3 to 10 years for machinery and equipment, furniture, computer equipment, and leasehold improvements) or, when applicable, the lease term. Maintenance and repairs that do not extend the useful life of the respective assets are charged to expense as incurred. Long-lived assets with finite lives are reviewed for impairment whenever events indicate that the carrying amount of the asset or the carrying amounts of the asset group containing the asset may not be recoverable. In such reviews, estimated undiscounted future cash flows associated with these assets or asset groups are compared with their carrying value to determine if a write-down to fair value is required. Goodwill and Intangible Assets All of the Company’s goodwill is included in the Debit and Credit segment. The Company generally bases its measurement of the fair value of a reporting unit on a blended analysis of the present value of future discounted cash flows and the market valuation approach. The discounted cash flows model indicates the fair value of the reporting unit based on the present value of the cash flows that the Company expects the reporting unit to generate in the future. The Company's significant estimates in the discounted cash flows model include: its weighted average cost of capital; discrete and long-term rate of growth and profitability of the reporting unit's business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison of the reporting unit to publicly traded companies in similar lines of business. Significant estimates in the market valuation approach model include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment, and assessing comparable revenue and operating income multiples in estimating the fair value of the reporting unit. Acquired finite-lived intangible assets are amortized on a straight-line basis over the estimated useful lives of the assets, and are reviewed for impairment whenever events indicate that the carrying amount of the asset may not be recoverable. In such reviews, estimated undiscounted future cash flows associated with these assets are compared with their carrying value to determine if a write-down to fair value is required. Sales Tax The Company records sales tax collected from its customers on a net basis, and therefore excludes it from net sales as defined in ASC 606, Revenue from Contracts with Customers Income Taxes The Company accounts for income taxes using an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The Company has deferred tax assets and liabilities and maintains valuation allowances where it is more likely than not that all or a portion of deferred tax assets will not be realized. To the extent the Company determines that it will not realize the benefit of some or all of its deferred tax assets, then these deferred tax assets will be adjusted through the Company’s income tax expense in the period in which this determination is made. The Company establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes will be due. The reserves are established when the Company believes that certain positions are likely to be challenged and may not be fully sustained on review by tax authorities. The Company adjusts uncertain tax positions in light of changing facts and circumstances, such as the closing of a tax audit or refinement of an estimate. Stock-Based Compensation The Company accounts for stock-based compensation pursuant to ASC 718, Share-Based Payments. All stock-based compensation to employees is required to be measured at fair value and expensed over the requisite service period. The Company accounts for forfeitures as they occur and reverses previously recognized expense for the unvested portion of the forfeited shares. The Company recognizes compensation expense on awards on a straight-line basis over the vesting period for each tranche of an award. Refer to Note 17 “Stock Based Compensation” for additional discussion regarding details of the Company's stock-based compensation plans. Net Sales Products Net Sales “Products” net sales are recognized when obligations under the terms of a contract with a customer are satisfied. In most instances, this occurs over time as cards are manufactured for specific customers, have no alternative use and the Company has an enforceable right to payment for work performed. For work performed but not completed and unbilled, the Company estimates revenue by taking actual costs incurred and applying historical margins for similar types of contracts. Items included in “Products” net sales are the design and production of Financial Payment Cards, including contact-EMV, contactless EMV, Earth Elements TM Eco-Focused Cards, metal, magnetic stripe cards, and private label credit cards and retail gift cards. Card Once® printers and consumables are also included in “Products” net sales, and their associated revenues are recognized at the time of shipping. The Company includes gross shipping and handling revenue in net sales, and shipping and handling costs in cost of sales. Services Net Sales Net sales are recognized for “Services” as the services are performed. Items included in “Services” net sales include the personalization and fulfillment of Financial Payment Cards, providing tamper-evident secure packaging and fulfillment services to Prepaid Debit Card program managers, and software as a service personalization of instant issuance debit cards. As applicable, for work performed but not completed and unbilled, the Company estimates revenue by taking actual costs incurred and applying historical margins for similar types of contracts. Customer Contracts The Company often enters into MSAs with its customers. Generally, enforceable rights and obligations for goods and services occur only when a customer places a purchase order or statement of work to obtain goods or services under an MSA. The contract term as defined by ASC 606 is the length of time it takes to deliver the goods or services promised under the purchase order or statement of work. As such, the Company's contracts are generally considered short term in nature. Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles require management to make assumptions and estimates relating to the reporting of assets and liabilities in its preparation of the consolidated financial statements. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, goodwill and intangible assets, leases, liability for sales tax, valuation allowances for inventories and deferred taxes, revenue recognized for work performed but not completed, and uncertain tax positions. Actual results could differ from those estimates. Recent Accounting Pronouncements Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments . This ASU changes the model for the recognition of credit losses from an incurred loss model, which recognized credit losses only if it was probable that a loss had been incurred, to an expected loss model, which requires the Company to estimate the total credit losses expected on the portfolio of financial instruments. The effective date of ASU 2016-13 was amended by ASU 2019-10, Credit Losses Effective Dates. Since adoption of this standard, and does not anticipate the application of ASU 2016-13 will have a material impact on the Company’s consolidated financial position and results of operations. Adjustment of Prior Period Financial Statements for Immaterial Items In accordance with Securities and Exchange Commission Staff Accounting Bulletin 99, Materiality, codified in Accounting Standards Codification (“ASC”) 250, Presentation of Financial Statements, during the year ended December 31, 2020, the Company corrected two immaterial items relating to estimated sales tax expense and depreciation expense that related to prior periods. The consolidated financial statements for the year ended December 31, 2020 reflect the corrected balances which included sales tax expense in Selling, General and Administrative expenses (“SG&A”) of $293 and depreciation expense of $124 for the year ended December 31, 2020. Refer to Note 15 “Commitments and Contingencies” for additional discussion of the estimated sales tax liability recorded in “Accrued expenses” on the consolidated balance sheet. |
Net Sales
Net Sales | 12 Months Ended |
Dec. 31, 2021 | |
Net Sales. | |
Net Sales | 3. Net Sales The Company disaggregates its net sales by major source as follows: For the year ended December 31, 2021 Products Services Total Debit and Credit $ 199,825 $ 96,379 $ 296,204 Prepaid Debit — 79,213 79,213 Intersegment eliminations (239) (59) (298) Total $ 199,586 $ 175,533 $ 375,119 For the year ended December 31, 2020 Products Services Total Debit and Credit $ 173,765 $ 76,662 $ 250,427 Prepaid Debit — 63,596 63,596 Intersegment eliminations (1,797) (37) (1,834) Total $ 171,968 $ 140,221 $ 312,189 |
Discontinued Operation
Discontinued Operation | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operation | |
Discontinued Operation | 4. Discontinued Operation On August 3, 2018, the Company completed the sale of its three facilities in the United Kingdom that produced retail cards, such as gift and loyalty cards, for customers in the United Kingdom and continental Europe, and provided personalization, packaging and fulfillment services. The facilities sold included Colchester, Liverpool and Derby locations. The Company reported the U.K. Limited reporting segment as discontinued operations in conformity with GAAP. Unless otherwise indicated, information in these notes to the consolidated financial statements relate to continuing operations. The Company did not retain significant continuing involvement with the discontinued operation subsequent to the disposal. The impact of the discontinued operations was insignificant to the Company’s consolidated statement of operations for the years ended December 31, 2021 and 2020. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventories | |
Inventories | 5. Inventories Inventories are summarized below: December 31, 2021 2020 Raw materials $ 54,254 $ 23,009 Finished goods 6,778 4,635 Inventory reserve (3,023) (2,848) $ 58,009 $ 24,796 |
Plant, Equipment, Leasehold Imp
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets | 12 Months Ended |
Dec. 31, 2021 | |
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets | |
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets | 6. Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-use Assets Plant, equipment, leasehold improvements and operating lease right-of-use assets consist of the following: December 31, 2021 2020 Machinery and equipment $ 64,051 $ 55,459 Machinery and equipment under financing leases 9,088 9,974 Furniture, fixtures and computer equipment 4,570 4,410 Leasehold improvements 14,142 15,083 Construction in progress 5,268 2,386 97,119 87,312 Less accumulated depreciation and amortization (61,937) (55,092) Operating lease right-of-use assets, net of accumulated amortization 12,069 7,183 $ 47,251 $ 39,403 Amounts recorded for the depreciation of plant, equipment and leasehold improvements were $10,745 and $12,232 for the years ended December 31, 2021 and 2020, respectively. There were no impairments of the Company’s plant, equipment, and leasehold improvement assets for the years ended December 31, 2021 and 2020. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | 7. Goodwill and Other Intangible Assets All of the Company’s $47,150 of goodwill is included in the Debit and Credit segment at December 31, 2021 and 2020. The Company completed its goodwill impairment testing as of October 1, 2021 and the Company determined it is not more likely than not that the fair value of each reporting unit is less than its carrying amount. CPI’s amortizable intangible assets consist of customer relationships, technology and software, and trademarks. Total intangible assets are being amortized over a weighted-average useful life of 15.7 years. Intangible amortization expense totaled $4,353 and $4,595 for the years ended December 31, 2021 and 2020, respectively. impairments of the Company’s amortizable intangible assets. Intangible assets consist of the following: December 31, 2021 December 31, 2020 Weighted Average Accumulated Net Book Accumulated Net Book Life (Years) Cost Amortization Value Cost Amortization Value Customer relationships 17.2 $ 55,454 (35,419) $ 20,035 $ 55,454 $ (32,141) $ 23,313 Technology and software 8 7,101 (6,567) 534 7,101 (5,881) 1,220 Trademarks 8.7 3,330 (2,045) 1,285 3,330 (1,656) 1,674 Intangible assets subject to amortization $ 65,885 $ (44,031) $ 21,854 $ 65,885 $ (39,678) $ 26,207 The estimated future aggregate amortization expense for the identified amortizable intangibles noted above as of December 31, 2021 is as follows: 2022 $ 3,866 2023 3,867 2024 3,630 2025 3,440 2026 2,471 Thereafter 4,580 $ 21,854 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value of Financial Instruments | |
Fair Value of Financial Instruments | 8. Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). In determining fair value, the Company utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: ● Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. ● Level 2—Inputs, other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. ● Level 3—Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. The Company’s financial assets and liabilities that are not required to be remeasured at fair value in the Consolidated Balance Sheets are as follows: Carrying Fair Value Measurement at Value as of Fair Value as of December 31, 2021 December 31, December 31, (Using Fair Value Hierarchy) 2021 2021 Level 1 Level 2 Level 3 Liabilities: Senior Notes $ 310,000 $ 327,050 $ — $ 327,050 $ — Carrying Fair Value Measurement at Value as of Fair Value as of December 31, 2020 December 31, December 31, (Using Fair Value Hierarchy) 2020 2020 Level 1 Level 2 Level 3 Liabilities: First Lien Term Loan $ 312,500 $ 287,500 $ — $ 287,500 $ — Senior Credit Facility $ 30,000 30,000 $ — $ — $ 30,000 The aggregate fair value of the Company’s Senior Notes (as defined in Note 11 “Long-Term Debt”) was based on bank quotes. The carrying amounts for cash and cash equivalents, accounts receivable and accounts payable each approximate fair value due to their short-term nature. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities | |
Accrued Liabilities | 9. Accrued Liabilities Accrued liabilities consisted of the following: December 31, 2021 December 31, 2020 Accrued payroll and related employee expenses $ 7,558 $ 4,938 Accrued employee performance bonus 6,900 4,873 Employer payroll tax, including social security deferral 1,910 3,034 Accrued rebates 1,423 1,178 Estimated sales tax liability 1,019 1,696 Accrued Interest 7,955 4,145 Operating and financing lease liability (current portion) 4,114 4,407 Other 6,271 3,878 Total accrued expenses $ 37,150 $ 28,149 The estimated sales tax liability is further described in Note 15 “Commitments and Contingencies” and Note 2 “Summary of Significant Accounting Policies”. Other accrued liabilities include miscellaneous accruals for invoices not yet received and other items such as self- insurance liability accruals and the current portion of uncertain tax position reserves. |
Financing and Operating Leases
Financing and Operating Leases | 12 Months Ended |
Dec. 31, 2021 | |
Financing and Operating Leases | |
Financing and Operating Leases | 10. Financing and Operating Leases Right-of-use (“ROU”) represents the right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. A lease is deemed to exist when the Company has the right to control the use of identified property, plant or equipment, as conveyed through a contract, for a certain period of time and consideration paid. The right to control is deemed to occur when the Company has the right to obtain substantially all of the economic benefits of the identified assets and the right to direct the use of such assets. the right to extend the leases by up to 10 years. However, these options are generally not reflected in the calculation of the ROU assets The components of operating and finance lease costs were as follows: Year Ended Year Ended December 31, 2021 December 31, 2020 Operating lease costs $ 2,258 2,649 Variable lease costs 676 667 Short-term operating lease costs 416 75 Total expense from operating leases $ 3,350 3,391 Finance lease cost: Right-of-use amortization expense $ 1,009 1,342 Interest on lease liabilities 380 540 Total financing lease costs $ 1,389 1,882 The following table reflects balances for operating and financing leases: December 31, 2021 December 31, 2020 Operating leases Operating lease right-of-use assets, net of amortization $ 12,069 $ 7,183 Operating lease liability (current) $ 1,857 $ 2,267 Long-term operating liability 10,703 5,491 Total operating lease liabilities $ 12,560 $ 7,758 Financing leases Property, equipment and leasehold improvements $ 9,088 $ 9,974 Accumulated depreciation (2,451) (2,422) Total financing leases in property, equipment and leasehold improvements, net $ 6,637 $ 7,552 Financing lease liability (current) $ 2,257 $ 2,140 Long-term finance ng liability 2,668 3,052 Total financing lease liabilities $ 4,925 $ 5,192 Finance and operating lease ROU assets are recorded in “Plant, equipment, leasehold improvements, and operating lease right-of-use assets, net”. Financing and operating lease liabilities are recorded in “Accrued expenses” and “Other long-term liabilities.” Components of lease expense were as follows: December 31, 2021 December 31, 2020 Weighted Average Remaining Lease Term Operating Leases 6.05 4.93 Financing Leases 2.73 2.52 Weighted Average Discount Rate Operating Leases 8.04% 9.29% Financing Leases 8.01% 8.71% Future cash payment with respect to lease obligations as of December 31, 2021 were as follows: Operating Financing Lease Leases Year Ending 2022 $ 2,801 $ 2,489 2023 2,828 1,541 2024 2,644 743 2025 2,090 485 2026 1,958 52 Thereafter 3,654 — Total lease payments 15,975 5,310 Less imputed interest (3,415) (385) Total $ 12,560 $ 4,925 Cash paid on operating lease liabilities was $2,007 and $2,347 during the years ended December 31, 2021 and December 31, 2020, respectively. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2021 | |
Long-Term Debt. | |
Long-Term Debt | 11. Long-Term Debt Long-term debt consists of the following: Interest December 31, December 31, Rate (1) 2021 2020 Senior Notes 8.625 % 310,000 — ABL Revolver — % — — First Lien Term Loan 5.500 % — 312,500 Senior Credit Facility 9.500 % — 30,000 Unamortized deferred financing costs (6,374) (3,804) Unamortized discount — (1,988) Total long-term debt 303,626 336,708 Less current maturities — (8,027) Long-term debt, net of current maturities 303,626 328,681 (1) The Senior Notes bear interest at a fixed rate. The variable interest rate on the First Lien Term Loan and Senior Credit Facility was 5.5% and 9.5% , respectively, as of December 31, 2020. On March 15, 2021, the Company completed a private offering by its wholly-owned subsidiary, CPI CG Inc. (the “Issuer”), of $310,000 aggregate principal amount of 8.625% senior secured notes due 2026 (the “Senior Notes”) and related guarantees. The notes and related guarantees were offered and sold in a private transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States to certain non-U.S. persons in compliance with Regulation S under the Securities Act. In addition, the Company and CPI CG Inc. as borrower entered into a credit agreement with Wells Fargo Bank, National Association, as lender, administrative agent and collateral agent, providing for an asset-based, senior secured revolving credit facility of up to (the “ABL Revolver”). The Senior Notes bear interest at a rate of 8.625% per annum and mature on March 15, 2026. Interest is payable on the Senior Notes on March 15 and September 15 of each year. The ABL Revolver matures on the earliest to occur of March 15, 2026 and the date that is 90 days prior to the maturity of the Senior Notes. Borrowings under the ABL Revolver bear interest at a rate per annum that ranges from the LIBOR Rate plus 1.25% to the LIBOR Rate plus 1.75% , or the Base Rate plus 0.25% to the Base Rate plus 0.75% , based on the average daily borrowing capacity under the ABL Revolver over the most recently completed month. The Base Rate as defined in the ABL Revolver is the greater of the Federal Funds Rate plus 0.5% , the LIBOR Rate for a one month interest period plus 1.0% , or the Wells Fargo Bank, National Association “prime rate”. The Company may elect to apply either the LIBOR Rate or Base Rate interest to borrowings at its discretion. The unused portion of the ABL Revolver commitment accrues a commitment fee, which ranges from 0.375% to 0.50% per annum, based on the average daily borrowing capacity under the ABL Revolver over the immediately preceding month. The Senior Notes are guaranteed by the Company and certain of its current and future wholly-owned domestic subsidiaries (other than the Issuer) that guarantee the ABL Revolver, and are secured by substantially all of the assets of the Issuer and the guarantors, subject to customary exceptions. The ABL Revolver is guaranteed by the Company and its subsidiaries (other than the Issuer and excluded subsidiaries), and is secured by substantially all of the assets of the Issuer and the guarantors, subject to customary exceptions. The Senior Notes and the ABL Revolver contain covenants limiting the ability of the Company, the Issuer and the Company’s restricted subsidiaries to, among other things, incur or guarantee additional debt or issue disqualified stock or certain preferred stock; create or incur liens; pay dividends, redeem stock or make other distributions; make certain investments; create restrictions on the ability of the Issuer and its restricted subsidiaries to pay dividends to the Company or make other intercompany transfers; transfer or sell assets; merge or consolidate; and enter into certain transactions with affiliates, subject to a number of important exceptions and qualifications as set forth in the respective agreements. The Company has obligations to make an offer to repay the Senior Notes, requiring prepayment in advance of the maturity date, upon the occurrence of certain events including a change of control, certain asset sales and based on an annual excess cash flow calculation. The annual excess cash flow calculation is determined pursuant to the terms of that certain Indenture, dated as of March 15, 2021, by and among Issuer, the Company, the subsidiary guarantors and U.S. Bank National Association, as trustee, with any required prepayments to be made after the issuance of the Company’s annual financial statements. No such payment is required based on the Company’s 2021 operating results. Net proceeds from the Senior Notes, together with cash on hand and initial borrowings of $15,000 under the ABL Revolver, were used to pay in full and terminate the Senior Credit Facility and First Lien Term Loan on March 15, 2021, and to pay related fees and expenses. As of March 15, 2021, the Company had outstanding borrowings of $30,000 , plus accrued and unpaid interest, under the Senior Credit Facility, and $304,746 , plus accrued and unpaid interest, under the First Lien Term Loan. as an early termination penalty, which was paid on March 15, 2021, and recorded as interest expense on the condensed consolidated statement of comprehensive income for the year ended December 31, 2021. During the second quarter of 2021, the Company used $15,000 of cash on hand to pay down the ABL Revolver to zero and had no borrowings outstanding thereunder as of December 31, 2021. As of December 31, 2020, $8,027 of debt principal was classified as a current liability as a result of an excess free cash flow calculation for 2020 pursuant to the terms of the Senior Credit Facility and the First Lien Term Loan. The Company offered to prepay the balance, pursuant to the terms of the Senior Credit Facility and the First Lien Term Loan, which resulted in a required principal prepayment of $7,754 to the First Lien Term Loan lenders on March 4, 2021, plus accrued interest thereon. In connection with the issuance of the Senior Notes and entry into the ABL Revolver, the Company terminated its . Deferred Financing Costs and Discount Certain costs and discounts incurred with borrowings or the establishment or modification of credit facilities are reflected as a reduction to the long-term debt balance. These costs are amortized as an adjustment to interest expense over the life of the borrowing using the effective-interest rate method. The debt issuance costs recorded upon issuance of the Senior Notes were and the remaining unamortized balance is reported as a reduction to the long-term debt balance as of December 31, 2021. The net discount and debt issuance costs on the ABL Revolver were During the year ended December 31, 2021, the Company recorded a $5,048 loss on debt extinguishment relating to the unamortized deferred financing costs and debt discount in connection with the termination of the Senior Credit Facility and First Lien Term Loan. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Income Taxes | 12. Income Taxes Income tax expense (benefit) and effective income tax rates consist of the following: December 31, 2021 2020 Current taxes: Domestic $ 10,038 $ (4,364) Foreign (1) 16 10,037 (4,348) Deferred taxes: Domestic (2,154) 1,043 Foreign (2) — (2,156) 1,043 Income tax expense (benefit) $ 7,881 $ (3,305) Income before income taxes Domestic income $ 23,761 $ 12,790 Foreign income 61 95 Total $ 23,822 $ 12,885 Effective income tax rate 33.1 % (25.6) % The effective income tax rate differs from the U.S. federal statutory income tax rate as follows: December 31, 2021 2020 Tax at federal statutory rate 21.0 % 21.0 % State taxes, net 7.4 5.3 Valuation allowance — (41.1) Unrecognized tax benefits 1.4 5.6 Tax credits (0.2) (1.2) Permanent items 2.4 4.0 Tax benefit CARES Act — (20.9) Other 1.1 1.7 Effective income tax rate 33.1 % (25.6) % The components of the deferred tax assets and liabilities are as follows: December 31, 2021 2020 Deferred tax assets: Accrued expense $ 3,664 $ 2,519 Net operating loss carryforward 305 524 Stock compensation 894 935 Tax credit carryforward — 645 Interest limitation 3,693 1,418 Lease liability 3,222 1,899 Capital loss carryover 2,076 2,030 Other 2,867 2,858 Total gross deferred tax assets 16,721 12,828 Valuation allowance (2,832) (2,615) Net deferred tax assets 13,889 10,213 Deferred tax liabilities: Plant, equipment and leasehold improvements (5,773) (4,939) Intangible assets (8,284) (8,689) Right-of-use assets (3,098) (1,758) Other (1,987) (2,236) Total gross deferred tax liabilities (19,142) (17,622) Net deferred tax liabilities $ (5,253) $ (7,409) The net change in the valuation allowance during the year ended December 31, 2021 was an increase of $217 . The change was comprised primarily of an increase due to the interest deduction limitation in Section 163(j) of the Internal Revenue Code pertaining to certain states. The valuation allowance as of December 31, 2021, is primarily relating to a capital loss realized on the sale of a foreign subsidiary whereby the Company does not anticipate a capital gain in the foreseeable future that would allow for the recognition of the capital loss carryover. In addition, the Company has a partial valuation allowance on certain state interest deduction limitations, which the Company estimates may not be fully utilized. For the year ended December 31, 2021 the effective tax rate differs from the federal U.S. statutory rate primarily due to state income taxes, which had a tax rate impact of 7.4% . Other items impacting the effective tax rate in 2021 include permanent items and unrecognized tax benefits. In March 2020, the CARES Act was signed into law. The CARES Act allows net operating losses (“NOLs”) generated in 2018, 2019, or 2020 and temporarily eliminates the tax law provision that limits the use of NOLs to 80% of taxable income. The CARES Act increased the Internal Revenue Code Section 163(j) interest deduction limit for 2020 and 2019, and allowed for the acceleration of refunds of alternative minimum tax credits. For the year ended December 31, 2020, the Company recorded a tax benefit for certain provisions in the CARES Act resulting in a tax rate benefit of . In addition, the Company reduced the partial valuation allowance associated with the limitation on the deductibility of interest expense, and recorded an income tax rate benefit for the year ended December 31, 2020 of . The Company no longer has any substantial potential tax benefits associated with gross foreign operating loss carryforwards due to the sale of its foreign subsidiaries. The Company has various state and local operating loss carryforwards which will expire at various dates from 2037 to 2039. The Company does expect to be able to utilize these losses prior to expiration. The Company received income tax refunds in 2021 of The Company does not have any potential tax benefits associated with state research and development tax credit carryforwards as of December 31, 2021. The Company has recorded compensation for certain covered employees in excess of $1,000 per year. Under Internal Revenue Code Section 162(m), the Company is prohibited from deducting the amount of tax compensation that exceeds $1,000 per year for these employees. The covered employees are defined as the Chief Executive Officer, Chief Financial Officer, and the three next-highest-compensated officers of the Company. The Company considers the impact of the estimated IRC Section 162(m) limitations on the future deductibility of existing temporary differences. At December 31, 2021, no provision has been made for U.S. federal and state taxes on cumulative foreign earnings as there are no material current or cumulative earnings of foreign operations. Unrecognized Tax Benefits Unrecognized tax benefits represent the aggregate tax effect of differences between the tax return positions and the amounts otherwise recognized in the Company’s consolidated financial statements, and are reflected in “Accrued expenses”, “Other long term liabilities” and “Deferred income taxes” in the Company’s consolidated balance sheets. The Company accounts for uncertain tax positions by recognizing the financial statement effects of a tax provision only when based upon the technical merits, it is “more-likely-than-not” that the tax position will be sustained upon examination. Balance as of December 31, 2020 $ 3,312 Other (201) Increase related to current year tax position 64 Decrease related to prior year tax position (37) Decrease related to settlements with tax authorities, net of federal benefit (788) Balance as of December 31, 2021 $ 2,350 The Company recognizes interest and penalties with respect to unrecognized tax benefits as a component of income tax expense. The amount of accrued interest and penalties related to unrecognized tax benefits for the year ended December 31, 2021 is $289, and was $255 for the year ended December 31, 2020. The Company believes that it is reasonably possible that approximately $301 of its unrecognized tax benefits may be recognized by the end of 2022 as a result of settlement with the taxing authorities. The Company also believes that it is reasonably possible that a decrease of up to $1,009 of its unrecognized tax benefits related to an asset basis tax position and research and development tax credits may be recognized by the end of 2022 as a result of a lapse of the statute of limitations. The total $1,310 is reflected in “Accrued expenses” in the Company’s consolidated balance sheet as of December 31, 2021. |
Stockholders' Deficit
Stockholders' Deficit | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Deficit | |
Stockholders' Deficit | 13. Stockholders’ Deficit Common Stock Common Stock has a par value of $0.001 per share. Holders of Common Stock are entitled to receive dividends and distributions subject to the participation rights of holders of all classes of stock at the time outstanding, as such holders have prior rights as to dividends pursuant to the rights of any series of Preferred Stock. Upon any liquidation, dissolution, or winding up of the Company, after required payments are made to holders of any series of Preferred Stock, any remaining assets of the Company will be distributed ratably to the holders of Common Stock. Holders of Common Stock are entitled to one vote per share. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings per Share | |
Earnings per Share | 14. Earnings per Share Basic and diluted earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if outstanding stock options at the presented dates are exercised and shares of restricted stock have vested. For the years ended December 31, 2021 and 2020, 121,993 and 137,787 potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would be anti-dilutive. The following table sets forth the computation of basic and diluted income earnings per share: Year Ended December 31, 2021 2020 Numerator: Net income from continuing operations $ 15,941 $ 16,190 Net loss from discontinued operation — (61) Net income $ 15,941 $ 16,129 Denominator: Basic weighted-average common shares outstanding 11,239,049 11,228,707 Dilutive shares 524,914 3,297 Diluted weighted-average common shares outstanding 11,763,963 11,232,004 Net income per share from continuing operations - Basic: $ 1.42 $ 1.44 Net income per share from discontinued operations - Basic: - (0.00) Net income per share - Basic: $ 1.42 $ 1.44 Net income per share from continuing operations - Diluted: $ 1.36 $ 1.44 Net income per share from discontinued operations - Diluted: — (0.00) Net income per share - Diluted: $ 1.36 $ 1.44 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 15. Commitments and Contingencies Commitments Refer to Note 10 “Financing and Operating Leases” for details on the Company’s future cash payments with respect to financing and operating leases. During the normal course of business, the Company enters into non-cancellable agreements to purchase goods and services, including production equipment and information technology systems. The Company leases real property for its facilities under non-cancellable operating lease agreements. Land and facility leases expire at various dates between 2023 and 2029 and contain various provisions for rental adjustments and renewals. The leases typically require the Company to pay property taxes, insurance and normal maintenance costs. The Company’s financing leases expire at various dates between 2022 and 2026 and contain purchase options which the Company may exercise to keep the machinery in use. Contingencies In accordance with applicable accounting guidance, the Company establishes an accrued liability when loss contingencies are both probable and estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. As a matter develops, the Company, in conjunction with any outside counsel handling the matter, evaluates on an ongoing basis whether such matter presents a loss contingency that is probable and estimable. Once the loss contingency is deemed to be both probable and estimable, the Company will establish an accrued liability and record a corresponding amount of expense. The Company expenses professional fees associated with litigation claims and assessments as incurred. Smart Packaging Solutions SA v. CPI Card Group Inc. On April 20, 2021, Smart Packaging Solutions, SA (“SPS”) filed a patent infringement lawsuit against the Company in the United States District Court for the District of Delaware seeking an unspecified amount of damages and equitable relief. In the complaint, SPS alleges that the Company infringed four patents that SPS has exclusively licensed from Feinics AmaTech Teoranta. The patents all relate to antenna technology. SPS alleges that the Company incorporates the patented technology into its products that use contactless communication. The Company does not manufacture antennas; it purchases certain antenna-related components from SPS and a number of other suppliers. The Company was served with the complaint and is in the process of preparing an answer. The Company intends to investigate and pursue its rights relating to the claims and to defend the suit vigorously. However, no assurance can be given that this matter will be resolved favorably. Due to the stage of this matter, the Company is unable to predict the outcome or the possible loss or range of loss, if any, associated with this matter, and no liability has been recorded as of December 31, 2021. In addition to the matter described above, the Company may be subject to routine legal proceedings in the ordinary course of business. The Company believes that the ultimate resolution of any such matters will not have a material adverse effect on its business, financial condition or results of operations. Estimated Sales Tax Liability The Company is evaluating a state sales tax liability analysis for state and local jurisdictions in which it has economic nexus. It is probable that the Company will be subject to sales tax liabilities plus interest and penalties relating to historical activity in certain states. The estimated liability for sales tax as of December 31, 2021 and 2020 was $1,019 and $1,696 , respectively, and is recorded in accrued expenses in the consolidated balance sheets. The liability changed from the original estimate recorded in prior periods primarily due to the Company remitting cash to the proper state tax authorities for historical sales tax and interest. The Company may be subject to examination by the relevant state and local tax authorities. Due to the estimates involved in the analysis, the liability may change in the future. The Company is unable to predict a range of additional loss that is reasonably possible. Sales tax recovered from customers reduces the estimated expense when it is received or probable of collection. Future changes to the liability estimate that impact the consolidated statements of operations will be recorded within SG&A. During the year ended December 31, 2021 the Company recorded a sales tax benefit of . |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2021 | |
Employee Benefit Plan | |
Employee Benefit Plan | 16. Employee Benefit Plan The Company maintains a qualified defined-contribution plan under the provisions of the Internal Revenue Code Section 401(k), which covers substantially all employees in the United States who meet certain eligibility requirements. Under the plan, participants may defer their salary subject to statutory limitations and may direct the contributions among various investment options. The Company matches 100% of the participant’s first 3% of deferrals and 50% matching on each of the 4 th th The aggregate amounts charged to expense in connection with the plan were $1,604 and $1,473 for the years ended December 31, 2021 and 2020, respectively. |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Stock Based Compensation | |
Stock Based Compensation | 17. Stock Based Compensation CPI Card Group Inc. Omnibus Incentive Plan In October 2015, the Company adopted the CPI Card Group Inc. Omnibus Incentive Plan (the “Omnibus Plan”) pursuant to which cash and equity-based incentives may be granted to participating employees, advisors and directors. On May 27, 2021, the Company’s stockholders approved an amendment and restatement of the Omnibus Plan to, among other things, increase the total number of shares of the Company’s Common Stock reserved and available for issuance thereunder by 1,000,000 shares resulting in a total of 2,200,000 shares of Common Stock issuable under the Omnibus Plan. As of December 31, 2021, there were For the year ended December 31, 2021, the Company granted 128,063 awards of non-qualified stock options, and during the fiscal year ended December 31, 2020, the Company did not grant any awards of non-qualified stock options. The following is a summary of the activity in outstanding stock options under the Omnibus Plan: Weighted- Weighted- Average Average Remaining Exercise Contractual Term Options Price (in Years) Outstanding as of December 31, 2020 706,372 $ 15.20 6.44 Granted 128,063 29.61 6.69 Exercised (35,513) 3.04 - Forfeited (20,087) 23.33 - Outstanding as of December 31, 2021 778,835 $ 18.02 5.59 Options vested and exercisable as of December 31, 2021 651,478 $ 15.76 5.37 Options vested and expected to vest as of December 31, 2021 778,835 $ 18.02 5.59 The following is a summary of the activity in unvested stock options under the Omnibus Plan: Weighted- Average Grant-Date Number Fair Value Unvested as of December 31, 2020 45,319 $ 1.10 Granted 128,063 17.42 Vested (45,319) 1.10 Forfeited (706) 17.42 Unvested as of December 31, 2021 127,357 $ 17.42 Unvested stock options as of December 31, 2021 of 127,357 have a seven year term and are expected to vest ratably over a two-year period on each anniversary of the grant date. The fair value of the stock option awards granted for the year ended December 31, 2021, was determined using a Black-Scholes option-pricing model with the following weighted-average assumptions: December 31, 2021 Expected term in years (1) 4.25 Volatility (2) 78.6 % Risk-free interest rate (3) 0.71 % Dividend yield (4) — % (1) The Company estimated the expected term based on the average of the weighted-average vesting period and the contractual term of the stock option awards by utilizing the “simplified method”, as the Company does not have sufficient available historical data to estimate the expected term of these stock option awards. (2) Volatility was based on a weighting of the Company’s historical volatility and its peer group, which is comprised of companies with similar industry, size, and financial leverage. (3) The risk-free interest rate was determined by using the United States Treasury rate for the period consistent with the expected option term described above. (4) The Company’s expected annual dividend yield was zero based on current practice. The following table summarizes the changes in the number of outstanding restricted stock units for the year ended December 31, 2021 under the Omnibus Plan: Weighted- Average Grant-Date Shares Fair Value Outstanding as of December 31, 2020 180,001 $ 2.12 Granted 105,941 29.61 Forfeited (23,960) 2.60 Outstanding as of December 31, 2021 261,982 $ 13.19 The restricted stock unit awards contain conditions associated with continued employment or service. The restricted stock units granted in 2021 are expected to either vest ratably over a two-year period on each anniversary of the grant date or vest entirely on the year-and-a-half anniversary of the grant date. The Company granted 180,001 restricted stock units in 2020 and they are expected to vest on the two-year anniversary of the date of grant. On the vesting date, shares of Common Stock will be issued to the award recipients. Compensation expense for the Omnibus Plan for the years ended December 31, 2021 and 2020 was $1,250 and $136 , respectively. As of December 31, 2021, the total unrecognized compensation expense related to unvested options and restricted stock units was $4,384 , which the Company expects to recognize over an estimated weighted average period of 1.61 years. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting | |
Segment Reporting | 18. Segment Reporting The Company has identified reportable segments as those consolidated subsidiaries that represent 10% or more of its net sales, EBITDA (as defined below) or total assets, or when the Company believes information about the segment would be useful to the readers of the financial statements. The Company’s chief operating decision maker is its Chief Executive Officer who is charged with management of the Company and is responsible for the evaluation of operating performance and decision making about the allocation of resources to operating segments based on measures, such as net sales and EBITDA. EBITDA is the primary measure used by the Company’s chief operating decision maker to evaluate segment operating performance. As the Company uses the term, EBITDA is defined as income before interest expense, income taxes, depreciation and amortization. The Company’s chief operating decision maker believes EBITDA is a meaningful measure and is useful as a supplement to GAAP measures as it represents a transparent view of the Company’s operating performance that is unaffected by fluctuations in property, equipment and leasehold improvement additions. The Company’s chief operating decision maker uses EBITDA to perform periodic reviews and comparison of operating trends and to identify strategies to improve the allocation of resources amongst segments. As of December 31, 2021, the Company’s reportable segments were as follows: ● Debit and Credit, ● Prepaid Debit, and ● Other. Debit and Credit Segment The Debit and Credit segment primarily produces Financial Payment Cards and provides integrated card services to card-issuing banks primarily in the United States. Products manufactured by this segment primarily include EMV and non-EMV Financial Payment Cards, including contact and contactless cards, and Earth Elements Eco-Focused Cards . The Company also sells instant issuance services. The Debit and Credit segment operations are each audited for compliance by multiple Payment Card Brands. Many of the Company’s customers require CPI to comply with the standards of the PCI Security Standards Council. Prepaid Debit Segment The Prepaid Debit segment primarily provides integrated prepaid card services to Prepaid Debit Card providers in the United States, including tamper-evident security packaging. This segment also produces Financial Payment Cards issued on the networks of the Payment Card Brands that are included in the tamper-evident security packages. The Prepaid Debit segment operation is audited for compliance by multiple Payment Card Brands. Many of the Company’s customers require CPI to comply with the standards of the PCI Security Standards Council. Other The Other segment includes corporate expenses. Performance Measures of Reportable Segments Net sales and EBITDA of the Company’s reportable segments for the years ended December 31, 2021 and 2020 were as follows: Net Sales EBITDA December 31, December 31, 2021 2020 2021 2020 Debit and Credit $ 296,204 $ 250,427 $ 87,499 $ 64,522 Prepaid Debit 79,213 63,596 29,156 22,156 Other — — (47,127) (31,569) Intersegment eliminations (a) (298) (1,834) — — Total: $ 375,119 $ 312,189 $ 69,528 $ 55,109 (a) Amounts include the elimination of sales between segments for consolidation. The following table provides a reconciliation of total segment EBITDA to Net Income for the years ended December 31, 2021 and 2020: December 31, 2021 2020 Total segment EBITDA $ 69,528 $ 55,109 Interest, net (30,608) (25,397) Income tax (expense) benefit (7,881) 3,305 Depreciation and amortization (15,098) (16,827) Net loss from discontinued operations — (61) Net Income $ 15,941 $ 16,129 Balance Sheet Data of Reportable Segments Total assets of the Company’s reportable segments as of December 31, 2021 and 2020 were as follows: December 31, 2021 2020 Debit and Credit $ 210,492 $ 215,846 Prepaid Debit 31,480 34,734 Other 26,168 15,571 Total assets $ 268,140 $ 266,151 Capital Expenditures of Reportable Segments Total capital expenditures of the Company’s reportable segments as of December 31, 2021 and 2020 were as follows: December 31, 2021 2020 Debit and Credit $ 6,826 $ 5,179 Prepaid Debit 2,774 1,548 Other 474 366 Total company capital expenditures $ 10,074 $ 7,093 Net Sales to Geographic Location; Property, Equipment and Leasehold Improvements and Long-Lived assets by Geographic Segments Each of the Company’s Net Sales, Property, Equipment and Leasehold Improvements, and Long-Lived assets relating to geographic locations outside of the United States is insignificant. Net Sales by Product and Services Net sales from products and services sold by the Company for the years ended December 31, 2021 and 2020 were as follows: December 31, 2021 2020 Product net sales (a) $ 199,586 $ 171,968 Services net sales (b) 175,533 140,221 Total net sales: $ 375,119 $ 312,189 (a) “Products” net sales include the design and production of Financial Payment Cards in contact-EMV, contactless EMV, metal, contactless and magnetic stripe card formats. The Company also generates “Products” revenue from the sale of Card Once printers and consumables, private label credit cards and retail gift cards. (b) “Services” net sales include revenue from the personalization and fulfillment of Financial Payment Cards, providing tamper-evident security packaging and fulfillment services to Prepaid Debit Card program managers and software as a service personalization of instant issuance cards. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Event | |
Subsequent Events | 19. Subsequent Events On February 28, 2022, CPI CG Inc., a wholly-owned subsidiary of the Company, provided notice of its intention to redeem $20,000 aggregate principal amount of its 8.625% Senior Secured Notes at a redemption price equal to 103% of the principal amount thereof plus accrued and unpaid interest thereon to the redemption date. The Company plans to use the available borrowing capacity under the ABL Revolver to fund this redemption, which is expected to be completed in the first quarter of 2022. The notice of redemption was sent by the trustee to the registered holders of the notes in accordance with the requirements of the indenture, and this report does not constitute a notice of redemption. Additionally, on March 3, 2022, the Company and CPI CG Inc. as borrower, entered into an amendment to the ABL Revolver to, among other things, increase the available borrowing capacity to $75,000, from $50,000 . In connection with this amendment, the Company incurred certain customary costs. Borrowings under the amended ABL Revolver will bear interest at a rate per annum that ranges from the SOFR Rate plus |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying Consolidated Financial Statements include the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents and they are stated at cost, which approximates fair value. |
Trade Accounts Receivable and Concentration of Credit Risk | Trade Accounts Receivable and Concentration of Credit Risk Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company performs ongoing credit evaluations of its customers and generally requires no collateral to secure accounts receivable. December 31, 2021 December 31, 2020 Trade accounts receivable $ 50,042 $ 44,305 Unbilled accounts receivable 10,997 10,576 61,039 54,881 Less allowance for doubtful accounts (86) (289) $ 60,953 $ 54,592 The Company maintains an allowance for potentially uncollectible accounts receivable based upon its assessment of the collectability of accounts receivable. Accounts are written off against the allowance when it is determined collection will not occur. The allowance for bad debt activity for the years ended December 31, 2021 and 2020 is summarized as follows: Balance as of December 31, 2019 $ 395 Bad debt expense (89) Write-off of uncollectible accounts (2) Currency translation adjustments (15) Balance as of December 31, 2020 $ 289 Write-off of uncollectible accounts (203) Balance as of December 31, 2021 $ 86 During 2021, the Company wrote-off uncollectible accounts primarily relating to reserves previously established for outstanding receivables from the Company’s Canadian operations that were disposed in 2019. For the year ended December 31, 2021 one customer represented 18% of the Company’s consolidated net sales. For the year ended December 31, 2020 the Company had two customers that represented more than 10% of the Company’s consolidated net sales. Net sales for these customers were approximately 15% and 14% of the Company’s consolidated net sales. |
Inventories | Inventories Inventories consist of raw materials, and finished goods and are measured at the lower of cost or net realizable value (determined on the first-in, first-out, specific identification or weighted-average method basis). Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Finished goods inventory represents primarily stock cards and Card Once printers. The stock cards are not manufactured for a specific customer, but are ready to be personalized and sold as customer orders are received. The Company monitors inventory for events or circumstances that may indicate the net realizable value is less than the carrying value of inventory, such as negative margins, expiration of material usage, and other forms of obsolescence, and records adjustments to the valuation of inventory, as necessary. For the year ended December 31, 2021 approximately 92% of our purchased microchips and antennas came from four main suppliers, and approximately 64% came from one supplier. Approximately 95% of our purchased microchips and antennas for the year ended December 31, 2020 came from four main suppliers, and approximately 53% came from one supplier. |
Plant, Equipment and Leasehold Improvements | Plant, Equipment and Leasehold Improvements Plant, equipment and leasehold improvements are recorded at cost. Accumulated depreciation is computed using the straight-line method over the lesser of the estimated useful life of the related assets (generally 3 to 10 years for machinery and equipment, furniture, computer equipment, and leasehold improvements) or, when applicable, the lease term. Maintenance and repairs that do not extend the useful life of the respective assets are charged to expense as incurred. Long-lived assets with finite lives are reviewed for impairment whenever events indicate that the carrying amount of the asset or the carrying amounts of the asset group containing the asset may not be recoverable. In such reviews, estimated undiscounted future cash flows associated with these assets or asset groups are compared with their carrying value to determine if a write-down to fair value is required. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets All of the Company’s goodwill is included in the Debit and Credit segment. The Company generally bases its measurement of the fair value of a reporting unit on a blended analysis of the present value of future discounted cash flows and the market valuation approach. The discounted cash flows model indicates the fair value of the reporting unit based on the present value of the cash flows that the Company expects the reporting unit to generate in the future. The Company's significant estimates in the discounted cash flows model include: its weighted average cost of capital; discrete and long-term rate of growth and profitability of the reporting unit's business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison of the reporting unit to publicly traded companies in similar lines of business. Significant estimates in the market valuation approach model include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment, and assessing comparable revenue and operating income multiples in estimating the fair value of the reporting unit. Acquired finite-lived intangible assets are amortized on a straight-line basis over the estimated useful lives of the assets, and are reviewed for impairment whenever events indicate that the carrying amount of the asset may not be recoverable. In such reviews, estimated undiscounted future cash flows associated with these assets are compared with their carrying value to determine if a write-down to fair value is required. |
Sales Tax | Sales Tax The Company records sales tax collected from its customers on a net basis, and therefore excludes it from net sales as defined in ASC 606, Revenue from Contracts with Customers |
Income Taxes | Income Taxes The Company accounts for income taxes using an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The Company has deferred tax assets and liabilities and maintains valuation allowances where it is more likely than not that all or a portion of deferred tax assets will not be realized. To the extent the Company determines that it will not realize the benefit of some or all of its deferred tax assets, then these deferred tax assets will be adjusted through the Company’s income tax expense in the period in which this determination is made. The Company establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes will be due. The reserves are established when the Company believes that certain positions are likely to be challenged and may not be fully sustained on review by tax authorities. The Company adjusts uncertain tax positions in light of changing facts and circumstances, such as the closing of a tax audit or refinement of an estimate. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation pursuant to ASC 718, Share-Based Payments. All stock-based compensation to employees is required to be measured at fair value and expensed over the requisite service period. The Company accounts for forfeitures as they occur and reverses previously recognized expense for the unvested portion of the forfeited shares. The Company recognizes compensation expense on awards on a straight-line basis over the vesting period for each tranche of an award. Refer to Note 17 “Stock Based Compensation” for additional discussion regarding details of the Company's stock-based compensation plans. |
Net Sales | Net Sales Products Net Sales “Products” net sales are recognized when obligations under the terms of a contract with a customer are satisfied. In most instances, this occurs over time as cards are manufactured for specific customers, have no alternative use and the Company has an enforceable right to payment for work performed. For work performed but not completed and unbilled, the Company estimates revenue by taking actual costs incurred and applying historical margins for similar types of contracts. Items included in “Products” net sales are the design and production of Financial Payment Cards, including contact-EMV, contactless EMV, Earth Elements TM Eco-Focused Cards, metal, magnetic stripe cards, and private label credit cards and retail gift cards. Card Once® printers and consumables are also included in “Products” net sales, and their associated revenues are recognized at the time of shipping. The Company includes gross shipping and handling revenue in net sales, and shipping and handling costs in cost of sales. Services Net Sales Net sales are recognized for “Services” as the services are performed. Items included in “Services” net sales include the personalization and fulfillment of Financial Payment Cards, providing tamper-evident secure packaging and fulfillment services to Prepaid Debit Card program managers, and software as a service personalization of instant issuance debit cards. As applicable, for work performed but not completed and unbilled, the Company estimates revenue by taking actual costs incurred and applying historical margins for similar types of contracts. Customer Contracts The Company often enters into MSAs with its customers. Generally, enforceable rights and obligations for goods and services occur only when a customer places a purchase order or statement of work to obtain goods or services under an MSA. The contract term as defined by ASC 606 is the length of time it takes to deliver the goods or services promised under the purchase order or statement of work. As such, the Company's contracts are generally considered short term in nature. |
Use of Estimates | Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles require management to make assumptions and estimates relating to the reporting of assets and liabilities in its preparation of the consolidated financial statements. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, goodwill and intangible assets, leases, liability for sales tax, valuation allowances for inventories and deferred taxes, revenue recognized for work performed but not completed, and uncertain tax positions. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments . This ASU changes the model for the recognition of credit losses from an incurred loss model, which recognized credit losses only if it was probable that a loss had been incurred, to an expected loss model, which requires the Company to estimate the total credit losses expected on the portfolio of financial instruments. The effective date of ASU 2016-13 was amended by ASU 2019-10, Credit Losses Effective Dates. Since adoption of this standard, and does not anticipate the application of ASU 2016-13 will have a material impact on the Company’s consolidated financial position and results of operations. |
Adjustment of Prior Period Financial Statements for Immaterial Items | Adjustment of Prior Period Financial Statements for Immaterial Items In accordance with Securities and Exchange Commission Staff Accounting Bulletin 99, Materiality, codified in Accounting Standards Codification (“ASC”) 250, Presentation of Financial Statements, during the year ended December 31, 2020, the Company corrected two immaterial items relating to estimated sales tax expense and depreciation expense that related to prior periods. The consolidated financial statements for the year ended December 31, 2020 reflect the corrected balances which included sales tax expense in Selling, General and Administrative expenses (“SG&A”) of $293 and depreciation expense of $124 for the year ended December 31, 2020. Refer to Note 15 “Commitments and Contingencies” for additional discussion of the estimated sales tax liability recorded in “Accrued expenses” on the consolidated balance sheet. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Schedule of trade accounts receivable | December 31, 2021 December 31, 2020 Trade accounts receivable $ 50,042 $ 44,305 Unbilled accounts receivable 10,997 10,576 61,039 54,881 Less allowance for doubtful accounts (86) (289) $ 60,953 $ 54,592 |
Schedule of allowance for bad debt and credit activity | Balance as of December 31, 2019 $ 395 Bad debt expense (89) Write-off of uncollectible accounts (2) Currency translation adjustments (15) Balance as of December 31, 2020 $ 289 Write-off of uncollectible accounts (203) Balance as of December 31, 2021 $ 86 |
Net Sales (Tables)
Net Sales (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Net Sales. | |
Schedule of disaggregation of net sales by major source | For the year ended December 31, 2021 Products Services Total Debit and Credit $ 199,825 $ 96,379 $ 296,204 Prepaid Debit — 79,213 79,213 Intersegment eliminations (239) (59) (298) Total $ 199,586 $ 175,533 $ 375,119 For the year ended December 31, 2020 Products Services Total Debit and Credit $ 173,765 $ 76,662 $ 250,427 Prepaid Debit — 63,596 63,596 Intersegment eliminations (1,797) (37) (1,834) Total $ 171,968 $ 140,221 $ 312,189 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventories | |
Schedule of inventories | December 31, 2021 2020 Raw materials $ 54,254 $ 23,009 Finished goods 6,778 4,635 Inventory reserve (3,023) (2,848) $ 58,009 $ 24,796 |
Plant, Equipment, Leasehold I_2
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets | |
Schedule of plant, equipment, leasehold improvements and operating lease right-to-use assets | December 31, 2021 2020 Machinery and equipment $ 64,051 $ 55,459 Machinery and equipment under financing leases 9,088 9,974 Furniture, fixtures and computer equipment 4,570 4,410 Leasehold improvements 14,142 15,083 Construction in progress 5,268 2,386 97,119 87,312 Less accumulated depreciation and amortization (61,937) (55,092) Operating lease right-of-use assets, net of accumulated amortization 12,069 7,183 $ 47,251 $ 39,403 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Other Intangible Assets | |
Schedule of intangible assets excluding goodwill | December 31, 2021 December 31, 2020 Weighted Average Accumulated Net Book Accumulated Net Book Life (Years) Cost Amortization Value Cost Amortization Value Customer relationships 17.2 $ 55,454 (35,419) $ 20,035 $ 55,454 $ (32,141) $ 23,313 Technology and software 8 7,101 (6,567) 534 7,101 (5,881) 1,220 Trademarks 8.7 3,330 (2,045) 1,285 3,330 (1,656) 1,674 Intangible assets subject to amortization $ 65,885 $ (44,031) $ 21,854 $ 65,885 $ (39,678) $ 26,207 |
Schedule of future aggregate amortization expense for identified amortizable intangibles | 2022 $ 3,866 2023 3,867 2024 3,630 2025 3,440 2026 2,471 Thereafter 4,580 $ 21,854 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value of Financial Instruments | |
Schedule of financial assets and liabilities subject to fair value measurements | Carrying Fair Value Measurement at Value as of Fair Value as of December 31, 2021 December 31, December 31, (Using Fair Value Hierarchy) 2021 2021 Level 1 Level 2 Level 3 Liabilities: Senior Notes $ 310,000 $ 327,050 $ — $ 327,050 $ — Carrying Fair Value Measurement at Value as of Fair Value as of December 31, 2020 December 31, December 31, (Using Fair Value Hierarchy) 2020 2020 Level 1 Level 2 Level 3 Liabilities: First Lien Term Loan $ 312,500 $ 287,500 $ — $ 287,500 $ — Senior Credit Facility $ 30,000 30,000 $ — $ — $ 30,000 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities | |
Schedule of Accrued Expenses | December 31, 2021 December 31, 2020 Accrued payroll and related employee expenses $ 7,558 $ 4,938 Accrued employee performance bonus 6,900 4,873 Employer payroll tax, including social security deferral 1,910 3,034 Accrued rebates 1,423 1,178 Estimated sales tax liability 1,019 1,696 Accrued Interest 7,955 4,145 Operating and financing lease liability (current portion) 4,114 4,407 Other 6,271 3,878 Total accrued expenses $ 37,150 $ 28,149 |
Financing and Operating Leases
Financing and Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Financing and Operating Leases | |
Schedule of operating and finance lease costs | Year Ended Year Ended December 31, 2021 December 31, 2020 Operating lease costs $ 2,258 2,649 Variable lease costs 676 667 Short-term operating lease costs 416 75 Total expense from operating leases $ 3,350 3,391 Finance lease cost: Right-of-use amortization expense $ 1,009 1,342 Interest on lease liabilities 380 540 Total financing lease costs $ 1,389 1,882 |
Schedule of balances for operating and financing leases | December 31, 2021 December 31, 2020 Operating leases Operating lease right-of-use assets, net of amortization $ 12,069 $ 7,183 Operating lease liability (current) $ 1,857 $ 2,267 Long-term operating liability 10,703 5,491 Total operating lease liabilities $ 12,560 $ 7,758 Financing leases Property, equipment and leasehold improvements $ 9,088 $ 9,974 Accumulated depreciation (2,451) (2,422) Total financing leases in property, equipment and leasehold improvements, net $ 6,637 $ 7,552 Financing lease liability (current) $ 2,257 $ 2,140 Long-term finance ng liability 2,668 3,052 Total financing lease liabilities $ 4,925 $ 5,192 |
Schedule of components of lease expense | December 31, 2021 December 31, 2020 Weighted Average Remaining Lease Term Operating Leases 6.05 4.93 Financing Leases 2.73 2.52 Weighted Average Discount Rate Operating Leases 8.04% 9.29% Financing Leases 8.01% 8.71% |
Schedule of future cash payments with respect to lease obligations | Operating Financing Lease Leases Year Ending 2022 $ 2,801 $ 2,489 2023 2,828 1,541 2024 2,644 743 2025 2,090 485 2026 1,958 52 Thereafter 3,654 — Total lease payments 15,975 5,310 Less imputed interest (3,415) (385) Total $ 12,560 $ 4,925 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Long-Term Debt. | |
Schedule of long-term debt | Interest December 31, December 31, Rate (1) 2021 2020 Senior Notes 8.625 % 310,000 — ABL Revolver — % — — First Lien Term Loan 5.500 % — 312,500 Senior Credit Facility 9.500 % — 30,000 Unamortized deferred financing costs (6,374) (3,804) Unamortized discount — (1,988) Total long-term debt 303,626 336,708 Less current maturities — (8,027) Long-term debt, net of current maturities 303,626 328,681 (1) The Senior Notes bear interest at a fixed rate. The variable interest rate on the First Lien Term Loan and Senior Credit Facility was 5.5% and 9.5% , respectively, as of December 31, 2020. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Schedule of income tax (benefit) expense from continuing operations and effective income tax rates | December 31, 2021 2020 Current taxes: Domestic $ 10,038 $ (4,364) Foreign (1) 16 10,037 (4,348) Deferred taxes: Domestic (2,154) 1,043 Foreign (2) — (2,156) 1,043 Income tax expense (benefit) $ 7,881 $ (3,305) Income before income taxes Domestic income $ 23,761 $ 12,790 Foreign income 61 95 Total $ 23,822 $ 12,885 Effective income tax rate 33.1 % (25.6) % |
Schedule of effective income tax rate reconciliation | December 31, 2021 2020 Tax at federal statutory rate 21.0 % 21.0 % State taxes, net 7.4 5.3 Valuation allowance — (41.1) Unrecognized tax benefits 1.4 5.6 Tax credits (0.2) (1.2) Permanent items 2.4 4.0 Tax benefit CARES Act — (20.9) Other 1.1 1.7 Effective income tax rate 33.1 % (25.6) % |
Schedule of components of deferred tax assets and liabilities | December 31, 2021 2020 Deferred tax assets: Accrued expense $ 3,664 $ 2,519 Net operating loss carryforward 305 524 Stock compensation 894 935 Tax credit carryforward — 645 Interest limitation 3,693 1,418 Lease liability 3,222 1,899 Capital loss carryover 2,076 2,030 Other 2,867 2,858 Total gross deferred tax assets 16,721 12,828 Valuation allowance (2,832) (2,615) Net deferred tax assets 13,889 10,213 Deferred tax liabilities: Plant, equipment and leasehold improvements (5,773) (4,939) Intangible assets (8,284) (8,689) Right-of-use assets (3,098) (1,758) Other (1,987) (2,236) Total gross deferred tax liabilities (19,142) (17,622) Net deferred tax liabilities $ (5,253) $ (7,409) |
Unrecognized Tax Benefits | Balance as of December 31, 2020 $ 3,312 Other (201) Increase related to current year tax position 64 Decrease related to prior year tax position (37) Decrease related to settlements with tax authorities, net of federal benefit (788) Balance as of December 31, 2021 $ 2,350 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings per Share | |
Computation of basic and diluted earnings per share | Year Ended December 31, 2021 2020 Numerator: Net income from continuing operations $ 15,941 $ 16,190 Net loss from discontinued operation — (61) Net income $ 15,941 $ 16,129 Denominator: Basic weighted-average common shares outstanding 11,239,049 11,228,707 Dilutive shares 524,914 3,297 Diluted weighted-average common shares outstanding 11,763,963 11,232,004 Net income per share from continuing operations - Basic: $ 1.42 $ 1.44 Net income per share from discontinued operations - Basic: - (0.00) Net income per share - Basic: $ 1.42 $ 1.44 Net income per share from continuing operations - Diluted: $ 1.36 $ 1.44 Net income per share from discontinued operations - Diluted: — (0.00) Net income per share - Diluted: $ 1.36 $ 1.44 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stock Based Compensation | |
Summary of outstanding and exercisable stock options | Weighted- Weighted- Average Average Remaining Exercise Contractual Term Options Price (in Years) Outstanding as of December 31, 2020 706,372 $ 15.20 6.44 Granted 128,063 29.61 6.69 Exercised (35,513) 3.04 - Forfeited (20,087) 23.33 - Outstanding as of December 31, 2021 778,835 $ 18.02 5.59 Options vested and exercisable as of December 31, 2021 651,478 $ 15.76 5.37 Options vested and expected to vest as of December 31, 2021 778,835 $ 18.02 5.59 |
Schedule of vesting for unvested options | Weighted- Average Grant-Date Number Fair Value Unvested as of December 31, 2020 45,319 $ 1.10 Granted 128,063 17.42 Vested (45,319) 1.10 Forfeited (706) 17.42 Unvested as of December 31, 2021 127,357 $ 17.42 |
Schedule of valuation assumptions | December 31, 2021 Expected term in years (1) 4.25 Volatility (2) 78.6 % Risk-free interest rate (3) 0.71 % Dividend yield (4) — % (1) The Company estimated the expected term based on the average of the weighted-average vesting period and the contractual term of the stock option awards by utilizing the “simplified method”, as the Company does not have sufficient available historical data to estimate the expected term of these stock option awards. (2) Volatility was based on a weighting of the Company’s historical volatility and its peer group, which is comprised of companies with similar industry, size, and financial leverage. (3) The risk-free interest rate was determined by using the United States Treasury rate for the period consistent with the expected option term described above. (4) The Company’s expected annual dividend yield was zero based on current practice. |
Summary of changes in outstanding restricted stock units | Weighted- Average Grant-Date Shares Fair Value Outstanding as of December 31, 2020 180,001 $ 2.12 Granted 105,941 29.61 Forfeited (23,960) 2.60 Outstanding as of December 31, 2021 261,982 $ 13.19 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting | |
Schedule of revenue and EBITDA of the company's reportable segments | Net Sales EBITDA December 31, December 31, 2021 2020 2021 2020 Debit and Credit $ 296,204 $ 250,427 $ 87,499 $ 64,522 Prepaid Debit 79,213 63,596 29,156 22,156 Other — — (47,127) (31,569) Intersegment eliminations (a) (298) (1,834) — — Total: $ 375,119 $ 312,189 $ 69,528 $ 55,109 (a) Amounts include the elimination of sales between segments for consolidation. |
Schedule of reconciliation of total segment EBITDA to income before taxes | December 31, 2021 2020 Total segment EBITDA $ 69,528 $ 55,109 Interest, net (30,608) (25,397) Income tax (expense) benefit (7,881) 3,305 Depreciation and amortization (15,098) (16,827) Net loss from discontinued operations — (61) Net Income $ 15,941 $ 16,129 |
Schedule of total assets of the company's reportable segments | December 31, 2021 2020 Debit and Credit $ 210,492 $ 215,846 Prepaid Debit 31,480 34,734 Other 26,168 15,571 Total assets $ 268,140 $ 266,151 |
Total capital expenditures of the Company's reportable segments | December 31, 2021 2020 Debit and Credit $ 6,826 $ 5,179 Prepaid Debit 2,774 1,548 Other 474 366 Total company capital expenditures $ 10,074 $ 7,093 |
Schedule of net sales from product and services sold by the company | December 31, 2021 2020 Product net sales (a) $ 199,586 $ 171,968 Services net sales (b) 175,533 140,221 Total net sales: $ 375,119 $ 312,189 (a) “Products” net sales include the design and production of Financial Payment Cards in contact-EMV, contactless EMV, metal, contactless and magnetic stripe card formats. The Company also generates “Products” revenue from the sale of Card Once printers and consumables, private label credit cards and retail gift cards. (b) “Services” net sales include revenue from the personalization and fulfillment of Financial Payment Cards, providing tamper-evident security packaging and fulfillment services to Prepaid Debit Card program managers and software as a service personalization of instant issuance cards. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Trade Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Trade Accounts Receivable | |||
Trade accounts receivable | $ 50,042 | $ 44,305 | |
Unbilled accounts receivable | 10,997 | 10,576 | |
Trade and unbilled accounts receivable | 61,039 | 54,881 | |
Less allowance for doubtful accounts | (86) | (289) | $ (395) |
Accounts receivable, net | $ 60,953 | $ 54,592 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Bad debts and Concentration of Credit Risk (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($)customeritem | Dec. 31, 2020USD ($)customeritem | |
Allowance for bad debt and credit activity | ||
Beginning balance | $ 289 | $ 395 |
Bad debt expense | (89) | |
Write-off of uncollectible accounts | (203) | (2) |
Currency translation adjustment | (15) | |
Ending balance | $ 86 | $ 289 |
Customer Concentration Risk | Net sales | ||
Allowance for bad debt and credit activity | ||
Number of customers | customer | 1 | 2 |
Customer Concentration Risk | Net sales | Major Customer Number One | ||
Allowance for bad debt and credit activity | ||
Concentration risk (as a percent) | 18.00% | 15.00% |
Customer Concentration Risk | Net sales | Major Customer Number Two | ||
Allowance for bad debt and credit activity | ||
Concentration risk (as a percent) | 14.00% | |
Supplier Concentration Risk [Member] | Cost of Goods and Service Benchmark [Member] | Four Suppliers [Member] | ||
Allowance for bad debt and credit activity | ||
Concentration risk (as a percent) | 92.00% | 95.00% |
Number of suppliers | item | 4 | 4 |
Supplier Concentration Risk [Member] | Cost of Goods and Service Benchmark [Member] | One Supplier [Member] | ||
Allowance for bad debt and credit activity | ||
Concentration risk (as a percent) | 64.00% | 53.00% |
Number of suppliers | item | 1 | 1 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Plant, Equipment and Leasehold Improvements (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Plant, Equipment and Leasehold Improvements | |
Useful life (in years) | 3 years |
Maximum | |
Plant, Equipment and Leasehold Improvements | |
Useful life (in years) | 10 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Adjustment of Prior Financial Statements for Immaterial Items (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)item | |
Adjustment of Prior Financial Statements for Immaterial Items | ||
Selling, general and administrative | $ 75,701 | $ 65,791 |
Cost of goods and services sold | $ 8,837 | $ 10,701 |
Revision of Prior Period Error Correction Adjustment | ||
Adjustment of Prior Financial Statements for Immaterial Items | ||
Number of immaterial items corrected | item | 2 | |
Revision of 2017 Through 2020 Immaterial Errors | Revision of Prior Period Error Correction Adjustment | ||
Adjustment of Prior Financial Statements for Immaterial Items | ||
Selling, general and administrative | $ (293) | |
Cost of goods and services sold | $ 124 |
Net Sales (Details)
Net Sales (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue | ||
Net Sales | $ 375,119 | $ 312,189 |
Operating Segments | Debit and Credit | ||
Disaggregation of Revenue | ||
Net Sales | 296,204 | 250,427 |
Operating Segments | Prepaid Debit | ||
Disaggregation of Revenue | ||
Net Sales | 79,213 | 63,596 |
Intersegment eliminations | ||
Disaggregation of Revenue | ||
Net Sales | (298) | (1,834) |
Products | ||
Disaggregation of Revenue | ||
Net Sales | 199,586 | 171,968 |
Products | Operating Segments | Debit and Credit | ||
Disaggregation of Revenue | ||
Net Sales | 199,825 | 173,765 |
Products | Intersegment eliminations | ||
Disaggregation of Revenue | ||
Net Sales | (239) | (1,797) |
Services | ||
Disaggregation of Revenue | ||
Net Sales | 175,533 | 140,221 |
Services | Operating Segments | Debit and Credit | ||
Disaggregation of Revenue | ||
Net Sales | 96,379 | 76,662 |
Services | Operating Segments | Prepaid Debit | ||
Disaggregation of Revenue | ||
Net Sales | 79,213 | 63,596 |
Services | Intersegment eliminations | ||
Disaggregation of Revenue | ||
Net Sales | $ (59) | $ (37) |
Discontinued Operation (Details
Discontinued Operation (Details) | Aug. 03, 2018item |
U.K. Limited | Sold | |
Discontinued Operation and Disposition | |
Number Of Facilities Sold | 3 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventories | ||
Raw materials | $ 54,254 | $ 23,009 |
Finished goods | 6,778 | 4,635 |
Inventory reserve | (3,023) | (2,848) |
Inventory | $ 58,009 | $ 24,796 |
Plant, Equipment, Leasehold I_3
Plant, Equipment, Leasehold Improvements and Operating Lease Right-of-Use Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | $ 97,119 | $ 87,312 |
Less accumulated depreciation and amortization | (61,937) | (55,092) |
Operating lease right-of-use assets, net of accumulated amortization | 12,069 | 7,183 |
Total property, equipment and leasehold improvements, net | 47,251 | 39,403 |
Depreciation | 10,745 | 12,232 |
Impairments of the Company's plant, equipment, and leasehold improvement assets | 0 | 0 |
Machinery and equipment | ||
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | 64,051 | 55,459 |
Machinery and equipment under financing leases | ||
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | 9,088 | 9,974 |
Furniture, fixtures and computer equipment | ||
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | 4,570 | 4,410 |
Leasehold improvements | ||
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | 14,142 | 15,083 |
Construction in progress | ||
Plant, Equipment and Leasehold Improvements | ||
Plant, equipment and leasehold improvements, gross | $ 5,268 | $ 2,386 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill by Reporting Segment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill | $ 47,150 | $ 47,150 |
Operating Segments | Debit and Credit | ||
Goodwill | $ 47,150 | $ 47,150 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible Assets | ||
Intangible asset impairment charge | $ 0 | $ 0 |
Weighted Average Life | 15 years 8 months 12 days | |
Intangible amortization expense | $ 4,353,000 | 4,595,000 |
Intangible assets subject to amortization, Gross Book Value | 65,885,000 | 65,885,000 |
Intangible assets subject to amortization, Accumulated Amortization | (44,031,000) | (39,678,000) |
Intangible assets subject to amortization, Net Book Value | $ 21,854,000 | 26,207,000 |
Customer relationships | ||
Intangible Assets | ||
Weighted Average Life | 17 years 2 months 12 days | |
Intangible assets subject to amortization, Gross Book Value | $ 55,454,000 | 55,454,000 |
Intangible assets subject to amortization, Accumulated Amortization | (35,419,000) | (32,141,000) |
Intangible assets subject to amortization, Net Book Value | $ 20,035,000 | 23,313,000 |
Technology and software | ||
Intangible Assets | ||
Weighted Average Life | 8 years | |
Intangible assets subject to amortization, Gross Book Value | $ 7,101,000 | 7,101,000 |
Intangible assets subject to amortization, Accumulated Amortization | (6,567,000) | (5,881,000) |
Intangible assets subject to amortization, Net Book Value | $ 534,000 | 1,220,000 |
Trademarks | ||
Intangible Assets | ||
Weighted Average Life | 8 years 8 months 12 days | |
Intangible assets subject to amortization, Gross Book Value | $ 3,330,000 | 3,330,000 |
Intangible assets subject to amortization, Accumulated Amortization | (2,045,000) | (1,656,000) |
Intangible assets subject to amortization, Net Book Value | $ 1,285,000 | $ 1,674,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future Aggregate Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Estimated future aggregate amortization expense | ||
2022 | $ 3,866 | |
2023 | 3,867 | |
2024 | 3,630 | |
2025 | 3,440 | |
2026 | 2,471 | |
Thereafter | 4,580 | |
Intangible assets subject to amortization, Net Book Value | $ 21,854 | $ 26,207 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 15, 2021 | Dec. 31, 2020 |
Senior Notes | |||
Liabilities: | |||
Carrying amount | $ 310,000 | $ 310,000 | |
Level 2 | Senior Notes | |||
Liabilities: | |||
Long-term debt | 327,050 | ||
First Lien Credit Facility | |||
Liabilities: | |||
Carrying amount | $ 312,500 | ||
First Lien Credit Facility | Term Loan | |||
Liabilities: | |||
Carrying amount | 312,500 | ||
First Lien Credit Facility | Level 2 | Term Loan | |||
Liabilities: | |||
Long-term debt | 287,500 | ||
Senior Credit Facility | |||
Liabilities: | |||
Carrying amount | 30,000 | ||
Senior Credit Facility | Term Loan | |||
Liabilities: | |||
Carrying amount | 30,000 | ||
Senior Credit Facility | Level 3 | Term Loan | |||
Liabilities: | |||
Long-term debt | 30,000 | ||
Estimate of Fair Value | Senior Notes | |||
Liabilities: | |||
Long-term debt | $ 327,050 | ||
Estimate of Fair Value | First Lien Credit Facility | Term Loan | |||
Liabilities: | |||
Long-term debt | 287,500 | ||
Estimate of Fair Value | Senior Credit Facility | Term Loan | |||
Liabilities: | |||
Long-term debt | $ 30,000 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued Liabilities | ||
Accrued payroll and related employee expenses | $ 7,558 | $ 4,938 |
Accrued employee performance bonus | 6,900 | 4,873 |
Employer payroll tax, including social security deferral | 1,910 | 3,034 |
Accrued rebates | 1,423 | 1,178 |
Estimated sales tax liability | 1,019 | 1,696 |
Accrued interest | 7,955 | 4,145 |
Operating and financing lease liability (current portion) | 4,114 | 4,407 |
Other | 6,271 | 3,878 |
Total accrued expenses | $ 37,150 | $ 28,149 |
Financing and Operating Lease_2
Financing and Operating Leases - Components of Operating and Finance Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finance lease option to extend | true | |
Operating lease option to extend | true | |
Operating lease cost: | ||
Operating lease costs | $ 2,258 | $ 2,649 |
Variable lease costs | 676 | 667 |
Short-term operating lease costs | 416 | 75 |
Total expense from operating leases | 3,350 | 3,391 |
Finance lease cost: | ||
Right-of-use amortization expense | 1,009 | 1,342 |
Interest on lease liabilities | 380 | 540 |
Total financing lease cost | $ 1,389 | $ 1,882 |
Maximum | ||
Finance lease extension term | 10 years | |
Operating lease extension term | 10 years |
Financing and Operating Lease_3
Financing and Operating Leases - Operating and Financing Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | ||
Operating lease right-of-use assets, net of amortization | $ 12,069 | $ 7,183 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, Plant, Equipment and Operating Lease Right-of-Use Asset | Property, Plant, Equipment and Operating Lease Right-of-Use Asset |
Operating lease liability (current) | $ 1,857 | $ 2,267 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Long-term operating liability | $ 10,703 | $ 5,491 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total operating lease liabilities | $ 12,560 | $ 7,758 |
Property, equipment and leasehold improvements | 97,119 | 87,312 |
Accumulated depreciation | (61,937) | (55,092) |
Total property, equipment and leasehold improvements, net | 47,251 | 39,403 |
Financing lease liability (current) | $ 2,257 | $ 2,140 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Long-term financing liability | $ 2,668 | $ 3,052 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total financing lease liabilities | $ 4,925 | $ 5,192 |
Financing leases | ||
Leases | ||
Property, equipment and leasehold improvements | 9,088 | 9,974 |
Accumulated depreciation | (2,451) | (2,422) |
Total property, equipment and leasehold improvements, net | $ 6,637 | $ 7,552 |
Financing and Operating Lease_4
Financing and Operating Leases - Components of Lease Expense (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Weighted Average Remaining Lease Term | ||
Weighted Average Remaining Lease Term - Operating Leases | 6 years 18 days | 4 years 11 months 4 days |
Weighted Average Remaining Lease Term - Financing Leases | 2 years 8 months 23 days | 2 years 6 months 7 days |
Weighted Average Discount Rate | ||
Weighted Average Discount Rate - Operating Leases | 8.04% | 9.29% |
Weighted Average Discount Rate - Financing Leases | 8.01% | 8.71% |
Financing and Operating Lease_5
Financing and Operating Leases - Lease Maturity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Financing and Operating Leases | ||
Cash paid on operating lease liabilities | $ 2,007 | $ 2,347 |
Operating Leases | ||
2022 | 2,801 | |
2023 | 2,828 | |
2024 | 2,644 | |
2025 | 2,090 | |
2026 | 1,958 | |
Thereafter | 3,654 | |
Total operating lease payment | 15,975 | |
Less imputed interest | (3,415) | |
Total operating lease liabilities | 12,560 | 7,758 |
Financing Leases | ||
2022 | 2,489 | |
2023 | 1,541 | |
2024 | 743 | |
2025 | 485 | |
2026 | 52 | |
Total financing lease payment | 5,310 | |
Less imputed interest | (385) | |
Total financing lease liabilities | $ 4,925 | $ 5,192 |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 15, 2021 | Dec. 31, 2020 |
Long-term Debt | |||
Unamortized deferred financing costs | $ (6,374) | $ (3,804) | |
Unamortized discount | (1,988) | ||
Total long-term debt | 303,626 | 336,708 | |
Less current maturities of long-term debt | (8,027) | ||
Long-term debt, net of current maturities | 303,626 | $ 328,681 | |
Senior Notes | |||
Long-term Debt | |||
Long-term debt | $ 310,000 | $ 310,000 | |
Senior Notes | |||
Long-term Debt | |||
Interest rate (as a percent) | 8.625% | ||
Long-term debt | $ 310,000 | ||
First Lien Credit Facility | |||
Long-term Debt | |||
Interest rate (as a percent) | 5.50% | 5.50% | |
Long-term debt | $ 312,500 | ||
Senior Credit Facility | |||
Long-term Debt | |||
Interest rate (as a percent) | 9.50% | 9.50% | |
Long-term debt | $ 30,000 |
Long-Term Debt - First Lien Cre
Long-Term Debt - First Lien Credit Facility (Details) - USD ($) | Mar. 15, 2021 | Mar. 04, 2021 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Long-term Debt | |||||
Proceeds from Revolving Credit Facility | $ 14,750,000 | ||||
Amount outstanding | $ 8,027,000 | ||||
Loss on debt extinguishment | (5,048,000) | (92,000) | |||
Senior Notes | |||||
Long-term Debt | |||||
Interest rate (as a percent) | 8.625% | ||||
Long-term debt | $ 310,000,000 | 310,000,000 | |||
Prepayment of debt | $ 0 | ||||
Debt instrument term | 90 days | ||||
Debi issuance cost | $ 7,558,000 | ||||
ABL Revolver | |||||
Long-term Debt | |||||
Maximum borrowing capacity | 50,000,000 | ||||
Repayment of debt | $ 15,000,000 | ||||
Proceeds from Revolving Credit Facility | 15,000,000 | ||||
Amount outstanding | $ 0 | 0 | |||
Debi issuance cost | $ 2,144,000 | ||||
ABL Revolver | Minimum | |||||
Long-term Debt | |||||
Percentage of commitment fee | 0.375% | ||||
ABL Revolver | Maximum | |||||
Long-term Debt | |||||
Percentage of commitment fee | 0.50% | ||||
ABL Revolver | Base rate | Minimum | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 0.25% | ||||
ABL Revolver | Base rate | Maximum | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 0.75% | ||||
ABL Revolver | LIBOR | Minimum | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 1.25% | ||||
ABL Revolver | LIBOR | Maximum | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 1.75% | ||||
ABL Base Rate Revolver | Federal Funds Rate | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 0.50% | ||||
ABL Base Rate Revolver | LIBOR | |||||
Long-term Debt | |||||
Applicable margin over reference rate (as a percent) | 1.00% | ||||
First Lien Credit Facility | |||||
Long-term Debt | |||||
Long-term debt | 312,500,000 | ||||
Amount outstanding | 304,746,000 | ||||
Principal prepayment | $ 7,754,000 | ||||
First Lien Credit Facility | Term Loan | |||||
Long-term Debt | |||||
Repayment of debt | $ 435,000,000 | ||||
Long-term debt | 312,500,000 | ||||
Senior Credit Facility | |||||
Long-term Debt | |||||
Repayment of debt | $ 30,000,000 | ||||
Long-term debt | 30,000,000 | ||||
Amount outstanding | 30,000,000 | ||||
Early termination penalty | $ 2,635,000 | ||||
Senior Credit Facility | Term Loan | |||||
Long-term Debt | |||||
Long-term debt | $ 30,000,000 |
Income Taxes - Continuing Opera
Income Taxes - Continuing Operations - Other (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current taxes: | ||
Domestic | $ 10,038 | $ (4,364) |
Foreign | (1) | 16 |
Current income tax (benefit) expense | 10,037 | (4,348) |
Deferred taxes: | ||
Domestic | (2,154) | 1,043 |
Foreign | (2) | |
Deferred income tax (benefit) expense | (2,156) | 1,043 |
Income tax expense (benefit) | 7,881 | (3,305) |
Income before income taxes | ||
Domestic income | 23,761 | 12,790 |
Foreign income | 61 | 95 |
Income before income taxes | $ 23,822 | $ 12,885 |
Effective Income Tax Rate Reconciliation, Percent | 33.10% | (25.60%) |
Tax expense recorded related to valuation allowance | $ 217,000 | |
Effective tax rate for tax expense recorded related to valuation allowance (as a percent) | 41.10% |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation | ||
Tax at federal statutory rate (as a percent) | 21.00% | 21.00% |
State taxes, net (as a percent) | 7.40% | 5.30% |
Valuation allowance (as a percent) | (41.10%) | |
Unrecognized tax benefits (as a percent) | 1.40% | 5.60% |
Tax credits (as a percent) | (0.20%) | (1.20%) |
Permanent items (as a percent) | 2.40% | 4.00% |
Tax benefit CARES Act (as a percent) | (20.90%) | |
Other (as a percent) | 1.10% | 1.70% |
Effective income tax rate (as a percent) | 33.10% | (25.60%) |
Operating Loss Carryforwards, Period | 5 years |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Accrued expense | $ 3,664 | $ 2,519 |
Net operating loss carryforward | 305 | 524 |
Stock compensation | 894 | 935 |
Tax credit carryforward | 645 | |
Interest limitation | 3,693 | 1,418 |
Lease liability | 3,222 | 1,899 |
Capital loss carryforward | 2,076 | 2,030 |
Other | 2,867 | 2,858 |
Total gross deferred tax asset | 16,721 | 12,828 |
Valuation allowance | (2,832) | (2,615) |
Net deferred tax assets | 13,889 | 10,213 |
Deferred tax liabilities: | ||
Plant, property and leasehold improvements | (5,773) | (4,939) |
Intangible assets | (8,284) | (8,689) |
Right-to-use assets | (3,098) | (1,758) |
Prepaid expense and other | (1,987) | (2,236) |
Total gross deferred tax liabilities | (19,142) | (17,622) |
Net deferred tax liabilities | $ (5,253) | $ (7,409) |
Income Taxes - Foreign Currency
Income Taxes - Foreign Currency Exchange Rate Fluctuations, Changes in Net Operating Losses and Credit Carryforwards (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | |
Operating Loss Carryforwards | ||
CARES act tax rate benefit (as a percent) | 20.90% | |
Deferred Tax Liability Not Recognized, Undistributed Earnings of Foreign Subsidiaries [Abstract] | ||
Provision for U.S. federal and state taxes on cumulative foreign earnings | $ 0 | |
State | ||
Operating Loss Carryforwards | ||
Research and development tax credit carryforwards | $ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) | Feb. 23, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Unrecognized Tax Benefits | |||
Proceeds from income tax refunds | $ 9,846,000 | $ 259,000 | |
Unrecognized Tax Benefits, Beginning Balance | 3,312,000 | ||
Other | (201,000) | ||
Increase related to current year tax position | 64,000 | ||
Decrease related to prior year tax position | $ (37,000) | ||
Decrease related to settlements with tax authorities, net of federal benefit | (788,000) | ||
Unrecognized Tax Benefits, Ending Balance | 2,350,000 | 3,312,000 | |
Unrecognized tax benefits expected to be recognized in next twelve months | 301,000 | ||
Unrecognized Tax Benefits, Decrease Resulting from Asset Basis Tax Position and Research and Development Credits, Recognized In Next Twelve Months | 1,009,000 | ||
Unrecognized tax benefits, accrued interest and penalties | 289,000 | $ 255,000 | |
Accrued Liabilities Current [Member] | |||
Unrecognized Tax Benefits | |||
Unrecognized tax benefits expected to be recognized in next twelve months | $ 1,310,000 |
Stockholders' Deficit (Details)
Stockholders' Deficit (Details) | Dec. 31, 2021Vote / shares$ / shares | Dec. 31, 2020$ / shares |
Stockholders' Deficit | ||
Common shares, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common Stock | ||
Class of Stock | ||
Voting rights per share | Vote / shares | 1 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net income from continuing operations | $ 15,941 | $ 16,190 |
Net loss from discontinued operations | (61) | |
Net income | $ 15,941 | $ 16,129 |
Denominator: | ||
Basic weighted-average common shares outstanding (in shares) | 11,239,049 | 11,228,707 |
Dilutive shares | 524,914 | 3,297 |
Diluted weighted-average shares outstanding (in shares) | 11,763,963 | 11,232,004 |
Basic earnings per share from continuing operations: (in dollar per share) | $ 1.42 | $ 1.44 |
Net income per share from discontinued operations - Basic: (in dollar per share) | 0 | |
Net income per share - Basic: (in dollar per share) | 1.42 | 1.44 |
Net income per share from continuing operations - Diluted: (in dollar per share) | 1.36 | 1.44 |
Net income per share from discontinued operations - Diluted: (in dollar per share) | 0 | |
Net income per share - Diluted: (in dollar per share) | $ 1.36 | $ 1.44 |
Outstanding stock based awards | ||
Potential antidilutive effect of share-based compensation excluded (in shares) | 121,993 | 137,787 |
Commitments and Contingencies -
Commitments and Contingencies - Contingencies (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($) | Apr. 20, 2021item | Dec. 31, 2020USD ($) | |
Commitments and Contingencies | |||
Estimated sales tax liability | $ 1,019,000 | $ 1,696,000 | |
Pending Litigation | |||
Commitments and Contingencies | |||
Sales tax expense reversed | 614,000 | ||
Estimated sales tax liability | 1,019,000 | $ 1,696,000 | |
Smart Packaging Solutions SA v. CPI Card Group, Inc. | Pending Litigation | |||
Commitments and Contingencies | |||
The number of patents involved in lawsuit | item | 4 | ||
Loss contingency accrual | $ 0 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Employee Benefits | ||
Employee benefit plan, Company's portion vested at time of match (as a percent) | 100.00% | |
Employee benefit plan expense | $ 1,604 | $ 1,473 |
Participant's first 3% of deferrals | ||
Employee Benefits | ||
Employee benefit plan, Company match (as a percent) | 100.00% | |
Participant's second 2% of deferrals | ||
Employee Benefits | ||
Employee benefit plan, Company match (as a percent) | 50.00% |
Stock Based Compensation - Omni
Stock Based Compensation - Omnibus Incentive Plan (Details) - Omnibus Plan - Stock Options - $ / shares | May 27, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Stock based compensation | |||
Number of additional shares authorized | 1,000,000 | ||
Number of shares available for grant | 2,200,000 | 951,109 | |
Stock options granted (in shares) | 128,063 | ||
Non-qualified stock options granted (in shares) | 0 | ||
Number of shares | |||
Balance at beginning of year (in shares) | 706,372 | ||
Granted (in shares) | 128,063 | ||
Exercised (in shares) | (35,513) | ||
Forfeited (in shares) | (20,087) | ||
Balance at end of year (in shares) | 778,835 | 706,372 | |
Options: Options vested and exercisable | 651,478 | ||
Options: Options vested and expected to vest | 778,835 | ||
Weighted-Average Exercise Price | |||
Balance at beginning of year (in dollars per share) | $ 15.20 | ||
Granted (in dollars per share) | 29.61 | ||
Exercised (in dollars per share) | 3.04 | ||
Forfeited (in dollars per share) | 23.33 | ||
Balance at end of year (in dollars per share) | 18.02 | $ 15.20 | |
Weighted-Average Exercise Price: Options vested and exercisable | 15.76 | ||
Weighted-Average Exercise Price: Options vested and expected to vest | $ 18.02 | ||
Weighted- Average Remaining Contractual Term (in Years) | |||
Balance (in years) | 5 years 7 months 2 days | 6 years 5 months 8 days | |
Granted (in years) | 6 years 8 months 8 days | ||
Weighted-Average Remaining Contractual Term (in Years): Options vested and exercisable | 5 years 4 months 13 days | ||
Weighted-Average Remaining Contractual Term (in Years): Options vested and expected to vest | 5 years 7 months 2 days | ||
Number of unvested options scheduled to vest | |||
Non-Vested Options as of beginning of period | 45,319 | ||
Granted (in shares) | 128,063 | ||
Vested (in shares) | (45,319) | ||
Forfeited (in shares) | (706) | ||
Non-Vested Options as of end of period | 127,357 | 45,319 | |
Weighted-Average Grant Date Fair Value | |||
Non-Vested, beginning balance | $ 1.10 | ||
Granted: Weighted-Average Grant Date Fair Value | 17.42 | ||
Vested: Weighted-Average Grant Date Fair Value | 1.10 | ||
Forfeited: Weighted-Average Grant Date Fair Value | 17.42 | ||
Non-Vested, ending balance | $ 17.42 | $ 1.10 | |
Valuation Assumptions: | |||
Expected term in years | 4 years 3 months | ||
Volatility (as a percent) | 78.60% | ||
Risk-free interest rate | 0.71% | ||
Dividend yield (as a percent) | 0.00% | ||
Granted: Weighted-Average Grant Date Fair Value | $ 17.42 | ||
2021 | |||
Number of unvested options scheduled to vest | |||
Non-Vested Options as of end of period | 127,357 | ||
Valuation Assumptions: | |||
Term of award | P7Y | ||
Vesting period | 2 years |
Stock Based Compensation - Rest
Stock Based Compensation - Restricted Stock Units (Details) - Omnibus Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Weighted Average Grant Date Fair Value | ||
Unrecognized compensation expense | $ 4,384 | |
Period over which compensation expense expected to recognize | 1 year 7 months 9 days | |
Restricted stock units | ||
Number of Restricted Stock Units | ||
Units outstanding at the beginning of the period (in shares) | 180,001 | |
Granted (in shares) | 105,941 | 180,001 |
Forfeited (in shares) | (23,960) | |
Units outstanding at the end of the period (in shares) | 261,982 | 180,001 |
Weighted Average Grant Date Fair Value | ||
Units outstanding at the beginning of the period (in dollars per shares) | $ 2.12 | |
Granted (in dollars per share) | 29.61 | |
Forfeited (in dollars per share) | 2.60 | |
Units outstanding at the end of the period (in dollars per shares) | $ 13.19 | $ 2.12 |
Vesting period | 2 years | 2 years |
Compensation expense | $ 1,250 | $ 136 |
Segment Reporting - Revenue and
Segment Reporting - Revenue and EBITDA from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting | ||
Net Sales | $ 375,119 | $ 312,189 |
EBITDA | 69,528 | 55,109 |
Debit and Credit | ||
Segment Reporting | ||
EBITDA | 87,499 | 64,522 |
Prepaid Debit | ||
Segment Reporting | ||
EBITDA | 29,156 | 22,156 |
Other | ||
Segment Reporting | ||
EBITDA | (47,127) | (31,569) |
Operating Segments | Debit and Credit | ||
Segment Reporting | ||
Net Sales | 296,204 | 250,427 |
Operating Segments | Prepaid Debit | ||
Segment Reporting | ||
Net Sales | 79,213 | 63,596 |
Intersegment eliminations | ||
Segment Reporting | ||
Net Sales | $ (298) | $ (1,834) |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation of EBITDA to net income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of total segment EBITDA to income before taxes | ||
Total segment EBITDA | $ 69,528 | $ 55,109 |
Interest, net | (30,608) | (25,397) |
Income tax (expense) benefit | (7,881) | 3,305 |
Depreciation and amortization | (15,098) | (16,827) |
Net loss from discontinued operations | (61) | |
Net income | $ 15,941 | $ 16,129 |
Segment Reporting - Balance She
Segment Reporting - Balance Sheet Data (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Segment Reporting | ||
Total assets | $ 268,140 | $ 266,151 |
Operating Segments | ||
Segment Reporting | ||
Total assets | 268,140 | 266,151 |
Operating Segments | Debit and Credit | ||
Segment Reporting | ||
Total assets | 210,492 | 215,846 |
Operating Segments | Prepaid Debit | ||
Segment Reporting | ||
Total assets | 31,480 | 34,734 |
Operating Segments | Other | ||
Segment Reporting | ||
Total assets | $ 26,168 | $ 15,571 |
Segment Reporting - Capital Exp
Segment Reporting - Capital Expenditure (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Segment Reporting | ||
Capital Expenditures | $ 10,074 | $ 7,093 |
Debit and Credit | ||
Segment Reporting | ||
Capital Expenditures | 6,826 | 5,179 |
Prepaid Debit | ||
Segment Reporting | ||
Capital Expenditures | 2,774 | 1,548 |
Other | ||
Segment Reporting | ||
Capital Expenditures | $ 474 | $ 366 |
Segment Reporting - Net Sales b
Segment Reporting - Net Sales by Product and Services (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting | ||
Net Sales | $ 375,119 | $ 312,189 |
Products | ||
Segment Reporting | ||
Net Sales | 199,586 | 171,968 |
Services | ||
Segment Reporting | ||
Net Sales | $ 175,533 | $ 140,221 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Mar. 03, 2022 | Feb. 28, 2022 | Dec. 31, 2021 | Mar. 02, 2022 | Mar. 15, 2021 |
ABL Revolver | |||||
Subsequent events | |||||
Maximum borrowing capacity | $ 50,000,000 | ||||
Senior Notes | |||||
Subsequent events | |||||
Interest rate (as a percent) | 8.625% | ||||
Base rate | Minimum | ABL Revolver | |||||
Subsequent events | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||
Base rate | Maximum | ABL Revolver | |||||
Subsequent events | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||
Subsequent Events | ABL Revolver | |||||
Subsequent events | |||||
Maximum borrowing capacity | $ 75,000,000 | $ 50,000,000 | |||
Subsequent Events | Senior Notes | |||||
Subsequent events | |||||
Principal amount of debt redeemed | $ 20,000,000 | ||||
Redemption percentage | 103.00% | ||||
Interest rate (as a percent) | 8.625% | ||||
Subsequent Events | SOFR | Minimum | ABL Revolver | |||||
Subsequent events | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||
Subsequent Events | SOFR | Maximum | ABL Revolver | |||||
Subsequent events | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% |