Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 15, 2019 | Jun. 29, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | International Money Express, Inc. | ||
Entity Central Index Key | 0001683695 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 36,182,783 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash | $ 73,029 | $ 59,156 | |
Accounts receivable, net of allowance of $842 and $566, respectively | 35,795 | 51,374 | |
Prepaid wires | 26,655 | 7,676 | |
Other prepaid expenses and current assets | 3,171 | 900 | |
Total current assets | 138,650 | 119,106 | |
Property and equipment, net | 10,393 | 8,491 | |
Goodwill | 36,260 | 36,260 | |
Intangible assets, net | 36,395 | 48,741 | |
Deferred tax asset, net | 2,267 | 1,749 | |
Other assets | 1,874 | 2,232 | |
Total assets | 225,839 | 216,579 | |
Current liabilities: | |||
Current portion of long-term debt, net | [1] | 3,936 | 3,913 |
Accounts payable | 11,438 | 8,920 | |
Wire transfers and money orders payable | 36,311 | 48,277 | |
Accrued and other | 16,355 | 11,514 | |
Total current liabilities | 68,040 | 72,624 | |
Long term liabilities: | |||
Debt, net | 113,326 | 108,053 | |
Total long term liabilities | 113,326 | 108,053 | |
Commitments and contingencies, see Note 14 | |||
Stockholders' equity: | |||
Common stock $0.0001 par value; 230,000,000 shares authorized, 36,182,783 and 17,227,682 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 4 | 2 | |
Additional paid-in capital | 61,889 | 46,076 | |
Accumulated deficit | (17,418) | (10,174) | |
Accumulated other comprehensive loss | (2) | (2) | |
Total stockholders' equity | 44,473 | 35,902 | |
Total liabilities and stockholders' equity | $ 225,839 | $ 216,579 | |
[1] | Current portion of long-term debt is net of debtorigination costs of approximately $0.6 million and $0.9 million at December 31, 2018 and 2017, respectively. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Accounts receivable, allowance | $ 842 | $ 566 |
Stockholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 230,000,000 | 230,000,000 |
Common stock, shares issued (in shares) | 36,182,783 | 17,227,682 |
Common stock, shares outstanding (in shares) | 36,182,783 | 17,227,682 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Revenues: | ||||
Wire transfer and money order fees | $ 169,796 | $ 232,380 | ||
Foreign exchange | 30,014 | 39,765 | ||
Other income | 1,229 | 1,756 | ||
Total revenues | 201,039 | 273,901 | ||
Operating expenses: | ||||
Service charges from agents and banks | 135,569 | 182,471 | ||
Salaries and benefits | 23,417 | 32,926 | ||
Other selling, general and administrative expenses | 14,894 | 19,442 | ||
Transaction costs | 8,706 | 10,319 | ||
Depreciation and amortization | 16,645 | 15,671 | ||
Total operating expenses | 199,231 | 260,829 | ||
Operating income (loss) | 1,808 | 13,072 | ||
Interest expense | 11,448 | 18,448 | ||
(Loss) income before income taxes | (9,640) | (5,376) | ||
Income tax provision (benefit) | 534 | 1,868 | ||
Net (loss) income | (10,174) | (7,244) | ||
Other comprehensive (loss) income | (2) | 0 | ||
Comprehensive (loss) income | $ (10,176) | $ (7,244) | ||
Loss per common share: | ||||
Basic and diluted (in dollars per share) | $ (0.59) | $ (0.28) | ||
Weighted-average common shares outstanding: | ||||
Basic and diluted (in shares) | 17,227,682 | 25,484,386 | ||
Predecessor Company [Member] | ||||
Revenues: | ||||
Wire transfer and money order fees | $ 11,877 | $ 138,468 | ||
Foreign exchange | 2,450 | 25,782 | ||
Other income | 98 | 1,145 | ||
Total revenues | 14,425 | 165,395 | ||
Operating expenses: | ||||
Service charges from agents and banks | 9,441 | 108,076 | ||
Salaries and benefits | 4,530 | 18,518 | ||
Other selling, general and administrative expenses | 1,062 | 12,346 | ||
Transaction costs | 3,917 | 901 | ||
Depreciation and amortization | 382 | 2,530 | ||
Total operating expenses | 19,332 | 142,371 | ||
Operating income (loss) | (4,907) | 23,024 | ||
Interest expense | 614 | 9,540 | ||
(Loss) income before income taxes | (5,521) | 13,484 | ||
Income tax provision (benefit) | (2,203) | 4,084 | ||
Net (loss) income | (3,318) | 9,400 | ||
Other comprehensive (loss) income | (3) | 110 | ||
Comprehensive (loss) income | $ (3,321) | $ 9,510 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Balance (Predecessor Company [Member]) at Dec. 31, 2015 | $ 1,375 | $ 104,679 | $ (76,951) | $ (130) | $ 28,973 |
Balance (in shares) (Predecessor Company [Member]) at Dec. 31, 2015 | 137,542,365 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | Predecessor Company [Member] | $ 0 | 0 | 9,400 | 0 | 9,400 |
Purchase of Common Stock | Predecessor Company [Member] | $ (576) | (33,424) | 0 | 0 | (34,000) |
Purchase of Common Stock (in shares) | Predecessor Company [Member] | (57,627,100) | ||||
Common dividend distributions | Predecessor Company [Member] | $ 0 | (1,287) | 0 | 0 | (1,287) |
Share-based compensation | Predecessor Company [Member] | $ 20 | 43 | 0 | 0 | 63 |
Share-based compensation (in shares) | Predecessor Company [Member] | 1,963,900 | ||||
Adjustment from foreign currency translation, net | Predecessor Company [Member] | $ 0 | 0 | 0 | 110 | 110 |
Balance (Predecessor Company [Member]) at Dec. 31, 2016 | $ 819 | 70,011 | (67,551) | (20) | 3,259 |
Balance (in shares) (Predecessor Company [Member]) at Dec. 31, 2016 | 81,879,165 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | Predecessor Company [Member] | $ 0 | 0 | (3,318) | 0 | (3,318) |
Share-based compensation | Predecessor Company [Member] | $ 5 | 2,911 | 0 | 0 | 2,916 |
Share-based compensation (in shares) | Predecessor Company [Member] | 561 | ||||
Adjustment from foreign currency translation, net | Predecessor Company [Member] | $ 0 | 0 | 0 | (3) | (3) |
Balance (Predecessor Company [Member]) at Jan. 31, 2017 | 824 | 72,922 | (70,869) | (23) | 2,854 |
Balance at Jan. 31, 2017 | $ 2 | 64,408 | 0 | 0 | 64,410 |
Balance (in shares) (Predecessor Company [Member]) at Jan. 31, 2017 | 81,879,726 | ||||
Balance (in shares) at Jan. 31, 2017 | 17,227,682 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | $ 0 | 0 | (10,174) | 0 | (10,174) |
Common dividend distributions | 0 | (20,178) | 0 | 0 | (20,178) |
Share-based compensation | $ 0 | 1,846 | 0 | 0 | 1,846 |
Share-based compensation (in shares) | 0 | ||||
Adjustment from foreign currency translation, net | $ 0 | 0 | 0 | (2) | (2) |
Balance at Dec. 31, 2017 | $ 2 | 46,076 | (10,174) | (2) | 35,902 |
Balance (in shares) at Dec. 31, 2017 | 17,227,682 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | $ 0 | 0 | (7,244) | 0 | (7,244) |
Net equity infusion from reverse recapitalization | $ 2 | 9,987 | 0 | 0 | 9,989 |
Net equity infusion from reverse recapitalization (in shares) | 18,955,101 | ||||
Share-based compensation | $ 0 | 5,826 | 0 | 0 | 5,826 |
Share-based compensation (in shares) | 0 | ||||
Balance at Dec. 31, 2018 | $ 4 | $ 61,889 | $ (17,418) | $ (2) | $ 44,473 |
Balance (in shares) at Dec. 31, 2018 | 36,182,783 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||
Jan. 31, 2017 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||||||||
Net (loss) income | $ 4,865 | $ (540) | $ (3,112) | $ (7,761) | $ (10,174) | $ (7,244) | |||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||
Depreciation and amortization | 16,645 | 15,671 | |||||||
Share-based compensation | 1,846 | 5,826 | |||||||
Provision for bad debt | 1,401 | 1,236 | |||||||
Debt origination costs amortization | 335 | 4,448 | $ 335 | ||||||
Deferred taxes | 370 | 191 | |||||||
Debt extinguishment costs | 0 | 1,843 | |||||||
Loss on disposals of property and equipment | 128 | 216 | |||||||
Total adjustments | 20,725 | 29,431 | |||||||
Changes in operating assets and liabilities: | |||||||||
Accounts receivable | (29,173) | 14,337 | |||||||
Prepaid wires | (4,144) | (19,000) | |||||||
Other prepaid expenses and assets | (1,011) | (2,080) | |||||||
Wire transfers and money orders payable | 27,638 | (11,899) | |||||||
Accounts payable and accrued other | 3,556 | 16,293 | |||||||
Net cash provided by operating activities | 7,417 | 19,838 | |||||||
Cash flows from investing activities: | |||||||||
Purchases of property and equipment | (4,351) | (5,331) | |||||||
Net cash used in acquisition | (924) | 0 | |||||||
Acquisition of agent locations | 0 | (120) | |||||||
Net cash used in investing activities | (5,275) | (5,451) | |||||||
Cash flows from financing activities: | |||||||||
Borrowings under term loan | 102,000 | 90,000 | |||||||
Proceeds from reverse recapitalization | 0 | 101,664 | |||||||
Cash consideration to Intermex shareholders | 0 | (101,659) | |||||||
Borrowings (repayments) under revolving loan, net | 12,000 | 10,000 | |||||||
Repayment of term loan | (76,212) | (95,788) | |||||||
Debt origination costs | (4,683) | (3,487) | |||||||
Debt extinguishment costs | (1,800) | 0 | (1,843) | ||||||
Common dividend distributions | (20,178) | 0 | |||||||
Purchase of common stock | 0 | 0 | |||||||
Net cash (used in) provided by financing activities | 12,927 | (1,113) | |||||||
Effect of exchange rate changes on cash | 98 | (40) | |||||||
Net increase in cash and restricted cash | 15,167 | 13,234 | |||||||
Cash and restricted cash, beginning of the period | $ 59,795 | 44,628 | 59,795 | ||||||
Cash and restricted cash, end of the period | $ 44,628 | $ 73,029 | $ 59,795 | 59,795 | 73,029 | 59,795 | |||
Supplemental disclosure of cash flow information: | |||||||||
Interest payments | 11,687 | 10,703 | |||||||
Income tax payments | 400 | 1,495 | |||||||
Supplemental disclosure of non-cash financing activity: | |||||||||
Agent businesses acquired in exchange for receivables | 640 | 0 | |||||||
Intermex transaction accruals settled by acquisition proceeds | 0 | 9,062 | |||||||
Net assets acquired in the Merger | 0 | $ 922 | |||||||
Predecessor Company [Member] | |||||||||
Cash flows from operating activities: | |||||||||
Net (loss) income | (3,318) | $ 9,400 | |||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||
Depreciation and amortization | 382 | 2,530 | |||||||
Share-based compensation | 2,916 | 63 | |||||||
Provision for bad debt | 84 | 909 | |||||||
Debt origination costs amortization | 39 | 2,671 | |||||||
Deferred taxes | (2,214) | 3,719 | |||||||
Debt extinguishment costs | 0 | 0 | |||||||
Loss on disposals of property and equipment | 12 | 173 | |||||||
Total adjustments | 1,219 | 10,065 | |||||||
Changes in operating assets and liabilities: | |||||||||
Accounts receivable | 3,612 | (15,866) | |||||||
Prepaid wires | 7,849 | 777 | |||||||
Other prepaid expenses and assets | 71 | (302) | |||||||
Wire transfers and money orders payable | (1,884) | 13,759 | |||||||
Accounts payable and accrued other | 1,103 | 4,563 | |||||||
Net cash provided by operating activities | 8,652 | 22,396 | |||||||
Cash flows from investing activities: | |||||||||
Purchases of property and equipment | (249) | (3,012) | |||||||
Net cash used in acquisition | 0 | 0 | |||||||
Acquisition of agent locations | 0 | 0 | |||||||
Net cash used in investing activities | (249) | (3,012) | |||||||
Cash flows from financing activities: | |||||||||
Borrowings under term loan | 0 | 40,332 | |||||||
Proceeds from reverse recapitalization | 0 | 0 | |||||||
Cash consideration to Intermex shareholders | 0 | 0 | |||||||
Borrowings (repayments) under revolving loan, net | (2,000) | (2,000) | |||||||
Repayment of term loan | 0 | (1,287) | |||||||
Debt origination costs | 0 | (2,316) | |||||||
Debt extinguishment costs | 0 | 0 | |||||||
Common dividend distributions | 0 | (1,287) | |||||||
Purchase of common stock | 0 | (34,000) | |||||||
Net cash (used in) provided by financing activities | (2,000) | (558) | |||||||
Effect of exchange rate changes on cash | (16) | (150) | |||||||
Net increase in cash and restricted cash | 6,387 | 18,676 | |||||||
Cash and restricted cash, beginning of the period | 38,241 | $ 38,241 | $ 44,628 | $ 38,241 | 19,565 | ||||
Cash and restricted cash, end of the period | 44,628 | 38,241 | |||||||
Supplemental disclosure of cash flow information: | |||||||||
Interest payments | 659 | 6,765 | |||||||
Income tax payments | 0 | 155 | |||||||
Supplemental disclosure of non-cash financing activity: | |||||||||
Agent businesses acquired in exchange for receivables | 0 | 343 | |||||||
Intermex transaction accruals settled by acquisition proceeds | 0 | 0 | |||||||
Net assets acquired in the Merger | $ 0 | $ 0 |
BASIS OF PRESENTATION AND BUSIN
BASIS OF PRESENTATION AND BUSINESS | 12 Months Ended |
Dec. 31, 2018 | |
BASIS OF PRESENTATION AND BUSINESS [Abstract] | |
BASIS OF PRESENTATION AND BUSINESS | NOTE 1 – BASIS OF PRESENTATION AND BUSINESS On July 26, 2018 (the “Closing Date”), International Money Express, Inc. (formerly FinTech Acquisition Corp. II) consummated the previously announced transaction (the “Merger”) by and among FinTech Acquisition Corp. II, a Delaware corporation (“FinTech”), FinTech II Merger Sub Inc., a wholly-owned subsidiary of FinTech (“Merger Sub 1”), FinTech II Merger Sub 2 LLC, a wholly-owned subsidiary of FinTech (“Merger Sub 2”), Intermex Holdings II, Inc. (“Intermex”) and SPC Intermex Representative LLC (“SPC Intermex”) (See Note 3). As a result of the Merger, the separate corporate existence of Intermex ceased and Merger Sub 2 (which changed its name to International Money Express Sub 2, LLC in connection with the closing of the Merger) continued as the surviving entity. In connection with the closing of the Merger, FinTech changed its name to International Money Express, Inc. (the “Company”). Unless the context below otherwise provides, the “Company” refers to the combined company following the Merger and, together with their respective subsidiaries, “FinTech” refers to the registrant prior to the closing of the Merger and “Intermex” refers to Intermex Holdings II, Inc. prior to the closing of Merger. The Merger has been accounted for as a reverse recapitalization where FinTech was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on the facts that following the Merger, the former stockholders of Intermex control the majority of the voting rights in respect of the board of directors of the Company, Intermex comprising the ongoing operations of the Company and Intermex’s senior management comprising the senior management of the Company. Accordingly, the Merger is treated as the equivalent of Intermex issuing stock for the net assets of FinTech, accompanied by a recapitalization. The net assets of FinTech are stated at historical cost, with no goodwill or other intangible assets resulting from the Merger. The consolidated assets, liabilities and results of operations prior to the Closing Date of the Merger are those of Intermex, and FinTech’s assets, liabilities and results of operations are consolidated with Intermex beginning on the Closing Date. The shares and corresponding capital amounts included in common stock and additional paid-in capital, pre-merger, have been retroactively restated as shares reflecting the exchange ratio in the Merger for all Successor periods. The historical financial information and operating results of FinTech prior to the Merger have not been separately presented in these consolidated financial statements as they were not significant or meaningful. Stella Point Capital, LLC (“Stella Point”) acquired a majority interest in Intermex on February 1, 2017 as discussed in further detail in Note 3. In connection with the acquisition of Intermex by Stella Point, the Company applied “push-down” accounting and the assets and liabilities were adjusted to fair value on the closing date of the transaction, February 1, 2017. As a result, the Company's consolidated financial statement presentation distinguishes between a predecessor period ("Predecessor") for periods prior to the transaction, and a successor period ("Successor"), for periods subsequent to the transaction. The consolidated financial statements of the Company include Intermex, its wholly-owned indirect subsidiary, Intermex Wire Transfer, LLC (“LLC”), Intermex Wire Transfers de Guatemala, S.A. (“Intermex Guatemala”) - 99.8% owned by LLC, Intermex Wire Transfer de Mexico, S.A. and Intermex Transfers de Mexico, S.A. (“Intermex Mexico”) - 98% owned by LLC, Intermex Wire Transfer Corp. - 100% owned by LLC and Intermex Wire Transfer II, LLC - 100% owned by LLC. Non-controlling interest in the results of operations of consolidated subsidiaries represents the minority stockholders’ share of the profit or (loss) of Intermex Mexico and Intermex Guatemala. The non-controlling interest asset and non-controlling interest in the portion of the profit or (loss) from operations of these subsidiaries were not recorded by the Company as they are considered immaterial. The accompanying financial statements in this Annual Report on Form 10-K are presented on a consolidated basis and include the accounts of the Company and its majority-owned subsidiaries. All significant inter-company balances and transactions have been eliminated. The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company operates as a money transmitter, primarily between the United States of America (“U.S.”) and Mexico, Guatemala and other countries in Latin America through a network of authorized agents located in various unaffiliated retail establishments throughout the U.S. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results could differ from these estimates. Earnings (Loss) per Share Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for each period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares and common stock equivalents outstanding for each period. Diluted earnings (loss) per share reflects the potential dilution that could occur if outstanding stock options and warrants at the presented dates are exercised and shares of restricted stock have vested, using the treasury stock method. Potential common shares are excluded from the computation of diluted earnings per common share when the effect would be anti-dilutive. All potential common shares are anti-dilutive in periods of net loss. Stock options, restricted stock units and warrants are anti-dilutive when the exercise price of these instruments is greater than the average market price of the Company’s common stock for the period. Cash Cash is comprised of deposits in U.S. and foreign banks. The Company recognizes interest income from its cash deposits on an accrual basis. The Company considers cash equivalents to be short term, highly liquid investments with maturities of three months or less. Concentration of Credit Risk The Company maintains certain of its cash balances in various U.S. banks, which at times, may exceed federally insured limits. The amount that exceeded the federally insured limits totaled $61.4 million and $31.7 million as of December 31, 2018 and 2017, respectively. The Company has not incurred any losses on these accounts. In addition, the Company maintains various bank accounts in Mexico and Guatemala, which are not insured. The Company has not incurred any losses on these uninsured foreign bank accounts, and management believes it is not exposed to any significant credit risk regarding these accounts. Cash balances were as follows at December 31 (in thousands): December 31, 2018 December 31, 2017 Cash in U.S. dollars in U.S. banks $ 69,155 $ 55,376 Cash in foreign banks and foreign currency 3,865 3,774 Petty cash 9 6 $ 73,029 $ 59,156 Revenue Recognition Revenues for wire transfer and money order fees are recognized at the time the transaction is processed. These fees are recognized on a gross basis equal to the full amount of the fee charged to the customer as the Company is the primary obligor and has latitude in establishing price. Foreign exchange revenue, which represents the difference between the exchange rate set by the Company and the rate realized, is recognized upon the disbursement of U.S. dollars to the foreign bank. Other income primarily represents revenues for technology services provided to the independent network of agents who utilize the Company’s technology in processing transactions. Revenues for these transactions are recorded when persuasive evidence of an arrangement exists, delivery has occurred, or services have been rendered and collection is reasonably assured. Business Combinations The Company accounts for its business combinations using the acquisition method, which requires that intangible assets be recognized apart from goodwill if they are contractual in nature or separately identifiable. Acquisitions are measured on the fair value of consideration exchanged and, if the consideration given is not cash, measurement is based on the fair value of the consideration given or the fair value of the assets acquired, whichever is more reliably measurable. The excess of cost of an acquired entity over the fair value of identifiable acquired assets and liabilities assumed is allocated to goodwill. The valuation and allocation processes rely on significant assumptions made by management. In certain situations, the allocations of excess purchase price are based upon preliminary estimates and assumptions. Accordingly, the allocations are subject to revision when the Company receives updated information, including valuations and other analyses, which are completed within one year of the acquisition. Revisions to the fair values, which may be significant, are recorded when pending information is finalized, within one year from the acquisition date. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded upon initiation of the wire transfer and are typically due to the Company within five days. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its sending agents to make required payments. When preparing these estimates, management considers a number of factors, including the aging of a sending agent’s account, creditworthiness of specific sending agents, historical trends and other information. The Company reviews its allowance for doubtful accounts policy periodically, reflecting current risks and changes in industry conditions and when necessary, will increase its allowance for doubtful accounts and recognize a provision to bad debt expense, included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Accounts receivable that are more than 90 days past due are charged off against the allowance for doubtful accounts. Prepaid wires Prepaid wires represent funds that are required at certain payer agent locations in advance of a transaction, which are typically utilized within a few days. Prepaid Expenses and Other Assets Prepaid expenses, other current assets and other assets consist primarily of prepaid expenses, notes receivable (see Note 4), and restricted cash. Interest income on notes receivable is recognized on a cash basis due to uncertainty on receiving the interest payments. Restricted cash was maintained by a United States Bank and was cash collateral for an irrevocable stand-by letter of credit in the amount of $0.6 million issued as collateral for the operating lease of the Company’s headquarters and recorded in other assets at December 31, 2017 in the consolidated balance sheets. This lease was renegotiated in April 2018, and accordingly, the letter of credit is no longer required; the Company collected the funds in the fourth quarter of 2018 and, as such, no restricted cash is held at December 31, 2018. Property and Equipment Property and equipment, including leasehold improvements, are stated at cost, or the allocated fair value in purchase accounting, less accumulated depreciation and amortization. The costs of additions and betterments that substantially extend the useful life of an asset are capitalized and the expenditures for ordinary repairs and maintenance are expensed in the period incurred as part of other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the life of the lease or the estimated useful life of the improvement, whichever is shorter. At the time depreciable assets are retired or otherwise disposed, the cost and the related accumulated depreciation of such assets are eliminated from the accounts and any gain or loss is recognized in the current period. The Company capitalizes costs incurred for the development of internal use computer software, which are depreciated over five years using the straight-line method. Goodwill and Intangible Assets Goodwill and Intangible assets result primarily from business combination acquisitions, including the Stella Point acquisition discussed in Note 3. Intangible assets include agent relationships, trade name, developed technology and other intangibles, all with finite lives. Upon the acquisition, the purchase price is first allocated to identifiable assets and liabilities, including the trade name and other intangibles, with any remaining purchase price recorded as goodwill. Goodwill is not amortized, rather, impairment tests are conducted on an annual basis, in the fourth quarter, or more frequently if indicators of impairment are present. A qualitative assessment of goodwill was performed in 2017 subsequent to the Stella Point acquisition on February 1, 2017 (see Note 3) and in the fourth quarter of 2018. A qualitative assessment includes consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets. Based on the results of the assessment, no indicators of impairment were noted. Accordingly, no further impairment testing was completed, and no impairment charges related to goodwill were recognized during the Successor period from February 1, 2017 through December 31, 2017 and for the year ended December 31, 2018. The Company’s agent relationships, trade name and developed technology are currently amortized utilizing an accelerated method over their estimated useful lives of 15 years. Other intangible assets are amortized on a straight-line basis over a useful life of 10 years. The Company reviews for impairment indicators of finite-lived intangibles and other long-lived assets as described below in "Impairment of Long-Lived Assets." Impairment of Long-Lived Assets The Company evaluates long-lived assets, including amortizable intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Upon such an occurrence, recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to forecasted undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. For long-lived assets held for sale, assets are written down to fair value, less cost to sell. Fair value is determined based on discounted cash flows, appraised values or management’s estimates, depending upon the nature of the assets. There were no impairment indicators noted for all periods presented in the consolidated financial statements for long-lived assets, including amortizable intangible assets. Debt Origination Costs The Company incurred debt origination costs related to their credit agreement, consisting of a term loan and a revolving credit facility (see Note 8) and amortizes these costs over the life of the related debt using the straight-line method, which approximates the effective interest method. The unamortized portion of debt origination costs related to the term loan are recorded on the consolidated balance sheets as an offset to the related debt, while deferred up-front commitment fees paid directly to the lender related to the revolving credit facility are recorded within other assets in the consolidated balance sheets. Amortization of debt origination costs is included as a component of interest expense in the consolidated statements of operations and comprehensive (loss) income. Advertising Costs Advertising costs are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income and are expensed as incurred. The Company incurred advertising costs of approximately $1.8 million and $1.7 million for the year ended December 31, 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million and $1.1 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and the year ended December 31, 2016, respectively. Income Taxes The Company accounts for income taxes in accordance with U.S. generally accepted accounting principles which require, among other things, recognition of future tax benefits measured at enacted rates attributable to deductible temporary differences between financial statement and income tax bases of assets and liabilities and to tax net operating loss carryforwards to the extent that realization of said benefits is more likely than not. The Company accounts for tax contingencies by assessing all material positions, including all significant uncertain positions, for all tax years that are open to assessment or challenge under tax statutes. Those positions that have only timing consequences are separately analyzed based on the recognition and measurement model provided in the tax guidance. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal or state and local income tax examinations by tax authorities for the years before 2014. The Company applies the uncertain tax position guidance to all tax positions for which the statute of limitations remains open. The Company’s policy is to classify interest accrued as interest expense and penalties as operating expenses. As of December 31, 2018 and 2017, the Company did not have any amounts accrued for interest and penalties or recorded for uncertain tax positions. Foreign subsidiaries of the Company are subject to taxes by local tax authorities. Foreign Currency Translation and Transactions The financial statements and transactions of the Company’s foreign operations are maintained in their functional currency, which is other than the U.S. dollar. Assets and liabilities are translated at current exchange rates in effect at the balance sheet date. Revenue and expenses are translated at the average exchange rate for each period. Translation adjustments, which result from the process of translating the financial statements of the Company’s foreign operations into U.S. dollars, are recorded as a component of accumulated other comprehensive loss. Gains or losses from foreign currency transactions amounted to approximately $29.8 thousand and $(17.0) thousand for the year ended December 31, 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $11.6 thousand and $1.1 thousand for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively, and are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Foreign exchange spot transactions On the normal course of business, the Company enters into Foreign Exchange Spot transactions to purchase foreign currency at the current market rate. The Company records Foreign Exchange Spot transactions on trade date. These transactions are settled within one or two days from trade date. Comprehensive (Loss) Income Comprehensive (loss) income consists of net (loss) income and the foreign currency translation adjustment and is presented in the consolidated statements of operations and comprehensive (loss) income. Share-Based Compensation The Company accounts for its share-based employee compensation expense related to incentive units, restricted stock grants and stock options under generally accepted accounting principles, which requires the measurement and recognition of compensation costs for all equity-based payment awards made to employees and directors based on estimated fair values. We have elected to account for forfeitures as they occur. See Note 11 for further discussion related to the Company’s share-based compensation plans. Segments The Company’s business is organized around one reportable segment that provides money transmittal services primarily between the USA and Latin America. This is based on the objectives of the business and how our chief operating decision maker, the CEO and President, monitors operating performance and allocates resources. Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issued amended guidance, Restricted Cash The FASB issued guidance, Improvements to Employee Share-Based Payment Accounting The FASB issued guidance, Revenue from Contracts with Customers The FASB issued amended guidance, Business Combinations - Clarifying the Definition of a Business The FASB issued guidance, Leases The FASB issued amended guidance, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments The FASB issued amended guidance, Intangibles – Goodwill and other: Simplifying the Test for Goodwill Impairment The FASB issued guidance, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments Reclassifications Certain reclassifications have been made to prior-year amounts in the consolidated balance sheets and consolidated statements of operations and comprehensive (loss) income to conform to current-year reporting classifications. These reclassifications had no impact on net (loss) income, comprehensive (loss) income or stockholder’s equity. |
FINTECH MERGER AND STELLA POINT
FINTECH MERGER AND STELLA POINT ACQUISITION | 12 Months Ended |
Dec. 31, 2018 | |
FINTECH MERGER AND STELLA POINT ACQUISITION [Abstract] | |
FINTECH MERGER AND STELLA POINT ACQUISITION | NOTE 3 – FINTECH MERGER AND STELLA POINT ACQUISITION FinTech Merger As discussed in Note 1, on July 26, 2018, Intermex and FinTech consummated the Merger, which has been accounted for as a reverse recapitalization. Immediately prior to the Merger, FinTech’s shareholders exercised their right to redeem certain of their outstanding shares for cash, resulting in the redemption of 4.9 million shares of FinTech for gross redemption payments of $49.8 million. Subsequent to this redemption, there were 18.9 million outstanding shares. The aggregate consideration paid in the Merger by FinTech to the Intermex shareholders consisted of approximately (i) $102.0 million in cash and (ii) 17.2 million shares of FinTech common stock. In accounting for the reverse recapitalization, the net cash proceeds received from FinTech amounted to $5.0 thousand as shown in the table below (in thousands): Cash balance available to Intermex prior to the consummation of the Merger $ 110,726 Less: Intermex Merger costs paid from acquisition proceeds at closing (9,062 ) Cash consideration to Intermex shareholders (101,659 ) Net cash proceeds from reverse recapitalization $ 5 Cash balance available to Intermex prior to the consummation of the Merger $ 110,726 Less: Cash consideration to Intermex shareholders (101,659 ) Other FinTech assets acquired and liabilities assumed in the Merger: Prepaid expenses 76 Accrued liabilities (136 ) Deferred tax assets 982 Net equity infusion from FinTech $ 9,989 Cash consideration to Intermex shareholders includes the payout of all vested Incentive Units issued to employees of the Company as discussed in Note 11. After the completion of the Merger on July 26, 2018, there were 36.2 million shares of International Money Express, Inc. common stock outstanding, warrants to purchase 9 million shares of common stock and 3.4 million shares reserved for issuance under the International Money Express, Inc. 2018 Omnibus Equity Compensation Plan (See Note 11). In connection with the Merger, the Company acquired approximately $1 million of deferred tax assets from FinTech. These deferred tax assets relate to capitalized transaction costs incurred by FinTech prior to the merger, therefore they have been recorded through APIC, and will be amortizable on the Company’s post-Merger tax returns over a period of 15 years. Acquisition by Stella Point On February 1, 2016, Intermex and its majority owner at the time, Lindsay Goldberg LLC, entered into an agreement with Stella Point, acquirer, for the sale of Intermex. This acquisition was accounted for as a business combination and became effective on February 1, 2017 for a transaction price of $52.0 million in cash, plus $12.4 million of rollover equity from certain existing management holders, the assumption of approximately $78.0 million of Intermex’s outstanding debt and an additional funding of $5.0 million of Intermex debt. There was no contingent consideration in the transaction. As a result, Stella Point acquired 80.7% of the voting equity interest in Intermex and other minority stockholders acquired the remaining interest, none individually greater than 10%. The purchase price in excess of the fair value of acquired assets was accounted for as goodwill, as discussed further below. The acquisition method for a business combination requires that the assets acquired and liabilities assumed be recognized at their allocated fair values as of the February 1, 2017 acquisition date, which is summarized below (in thousands): Successor Company Cash $ 43,065 Accounts receivables 24,032 Prepaid and other current assets 3,713 Property and equipment 6,328 Other assets 1,345 Total tangible assets acquired 78,483 Intangible assets acquired 62,660 Deferred tax asset, net 2,119 Less: Liabilities assumed (115,112 ) Net assets 28,150 Goodwill 36,260 Total purchase price $ 64,410 The intangible assets acquired consist primarily of agent relationships, trade name and developed technology. The excess of the purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is attributable to the workforce and reputation of Intermex. The accounting for this business combination has been completed, therefore the measurement period is closed. Goodwill was not deductible for income tax purposes. Transaction Costs Direct costs related to the Merger and Stella Point acquisition were expensed as incurred and included as Transaction costs in the consolidated statements of operations and comprehensive (loss) income. Transaction costs for the year ended December 31, 2018 amounted to $10.3 million and related specifically to the Merger, while expenses of $8.7 million for the Successor period from February 1, 2017 through December 31, 2017 and $3.9 million and $0.9 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and the year ended December 31, 2016, respectively, related to the Stella Point acquisition. Transaction costs include all internal and external costs directly related to the Merger and Stella Point acquisition, consisting primarily of legal, consulting, accounting, advisory and financing fees and certain incentive bonuses. |
NOTES RECEIVABLE
NOTES RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
NOTES RECEIVABLE [Abstract] | |
NOTES RECEIVABLE | NOTE 4 – NOTES RECEIVABLE The Company had notes receivable from sending agents at December 31 as follows (in thousands): December 31, 2018 December 31, 2017 Notes receivable, current $ 730 $ 471 Allowance (279 ) (176 ) Net current $ 451 $ 295 Notes receivable, long-term $ 478 $ 608 Allowance (169 ) (248 ) Net long-term $ 309 $ 360 The net current portion is included in other prepaid expenses and current assets, and the net long-term portion is included in other assets in the consolidated balance sheets. The notes have interest rates ranging from 0% to 18.5% per annum. At December 31, 2018 and 2017, there were $1.2 million and $1.1 million, respectively, of notes collateralized by personal guarantees from the sending agents and by assets from their businesses in case of a default by the agent. The maturities of notes receivable at December 31, 2018 is as follows (in thousands): Unpaid Principle Balance Under 1 year $ 730 Between 1 and 2 years 438 Between 2 and 3 years 40 Total $ 1,208 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2018 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 – PROPERTY AND EQUIPMENT Property and equipment at December 31 consists of the following (in thousands): December 31, 2018 December 31, 2017 Estimated Useful Life (in years) Computer software and equipment $ 14,114 $ 9,154 3 to 5 Office Improvements 989 798 5 Furnitures and fixtures 397 303 7 15,500 10,255 Less accumulated depreciation (5,107 ) (1,764 ) $ 10,393 $ 8,491 Computer software and equipment above includes equipment maintained at locations of agents and used and owned by the Company of approximately $7.2 million and $3.8 million at December 31, 2018 and 2017, respectively. Also, it includes development of internal use software of approximately $1.9 million and $1.3 million at December 31, 2018 and 2017, respectively. Depreciation expense was approximately $3.2 million and $2.1 million for the year ended December 31, 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and $0.2 million and $1.6 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively. Repairs and maintenance expenses were approximately $1.4 million and $0.9 million for the year ended December 31, 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million and $0.8 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2018 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 6 – GOODWILL AND INTANGIBLE ASSETS The gross carrying amount and accumulated amortization at December 31 for goodwill and intangible assets are as follows (in thousands): December 31, 2018 December 31, 2017 Indefinite life: Goodwill $ 36,260 $ 36,260 Total indefinite life $ 36,260 $ 36,260 Amortizable: Agent relationships $ 40,500 $ 40,500 Trade name 15,500 15,500 Developed technology 6,600 6,600 Other intangibles 820 700 Accumulated amortization expense (27,025 ) (14,559 ) Net amortizable intangibles $ 36,395 $ 48,741 Goodwill and the majority of intangible assets on the consolidated balance sheets of the Company were recognized upon the acquisition by Stella Point (see Note 3). The fair value measurements were based on significant inputs, such as the Company’s forecasted revenues, assumed turnover of agent locations, obsolescence assumptions for technology, market discount and royalty rates. These inputs are based on information not observable in the market and represent Level 3 measurements within the fair value hierarchy. Trade name refers to the Intermex name, branded on all agent locations and well recognized in the market. This fair value was determined using the relief-from-royalty method, which is based on the Company’s expected revenues and a royalty rate estimated using comparable market data. As a result of the Stella Point acquisition, the Company determined it was appropriate to assign a finite useful life of 15 years to the trade name. The Company decided that a finite life would be more appropriate, providing better matching of the amortization expense during the period of expected benefits. The agent relationships intangible represents the network of over 5,000 independent sending agents. This intangible was valued using the excess earnings method, which was based on the Company’s forecasts and historical activity at agent locations in order to develop a turnover rate and expected useful life. Assuming a year-over-year location turnover rate of 17.4%, this resulted in an expected useful life for this intangible of 15 years. Developed technology includes the state-of-the-art system that the Company has continued to develop and improve upon over the past 20 years. This intangible was valued using the relief-from-royalty method based on the Company’s forecasted revenues, a royalty rate estimated using comparable market data, an expected obsolescence rate of 18.0% and an estimated useful life of 15 years. Other intangibles primarily relate to the acquisition of certain agent locations, which are amortized over 10 years. The net book value of these intangibles was $0.7 million and $0.6 million at December 31, 2018 and 2017, respectively. Management believes it has made reasonable estimates and judgments concerning these risks and uncertainties. A change in the conditions, circumstances or strategy of the Company may result in a need to recognize an impairment charge. The following table presents the changes in goodwill and intangible assets (in thousands): Predecessor Company Goodwill Intangibles Balance at December, 2016 $ - $ 6,348 Amortization expense - (231 ) Balance at January 31, 2017 $ - $ 6,117 Successor Company Goodwill Intangibles Balance at February 1, 2017 $ 36,260 $ 62,660 Acquisition of agent locations - 640 Amortization expense - (14,559 ) Balance at December 31, 2017 $ 36,260 $ 48,741 Acquisition of agent locations - 120 Amortization expense - (12,466 ) Balance at December 31, 2018 $ 36,260 $ 36,395 Amortization expense related to intangible assets was approximately $0.9 million for the Predecessor year ended December 31, 2016. Amortization expense related to intangible assets for the next five years and thereafter is as follows (in thousands): 2019 $ 9,324 2020 6,917 2021 5,128 2022 3,964 2023 2,956 Thereafter 8,106 $ 36,395 |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2018 | |
ACCRUED AND OTHER LIABILITIES [Abstract] | |
ACCRUED AND OTHER LIABILITIES | NOTE 7 – ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following (in thousands): December 31, 2018 December 31, 2017 Payables to sending agents $ 8,972 $ 6,875 Accrued compensation 2,344 1,092 Accrued bank charges 983 897 Accrued loyalty program reserve 621 165 Accrued legal fees 920 1,644 Accrued taxes 745 319 Accrued interest 1,009 - Other 761 522 $ 16,355 $ 11,514 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2018 | |
DEBT [Abstract] | |
DEBT | NOTE 8 – DEBT Debt consisted of the following (in thousands): December 31, 2018 December 31, 2017 Revolving credit facility $ 30,000 $ 20,000 Term loan 90,000 95,788 120,000 115,788 Less: Current portion of long term debt (1) (3,936 ) (3,913 ) Less: Debt origination costs (2,738 ) (3,822 ) $ 113,326 $ 108,053 (1) On August 23, 2017, Intermex entered into a Financing Agreement (the “Financing Agreement”) with MC Credit Partners to refinance its debt. The Financing Agreement included a revolving credit facility that provided for funding of up to $20 million in the aggregate and a term loan in an aggregate principal amount of $97 million (together the “Senior Secured Credit Facility”). Interest on the term loan and revolving credit facility was determined by reference to either LIBOR or a “base rate”, in each case plus an applicable margin of 9% per annum for LIBOR loans or 8% per annum for base rate loans. The effective interest rates at December 31, 2017 for the term loan and revolving credit facility were 10.46% and 12.50%, respectively. The principal amount of the term loan had to be repaid in consecutive quarterly installments on the last business day of each March, June, September and December commencing in December 2017. The Company had to repay an amount equal to 1.25% of the original amount borrowed for each quarterly payment from December 31, 2017 through September 30, 2019 and 2.50% of the original amount borrowed for each quarterly payment from December 31, 2019 and thereafter. The proceeds from the revolver and term loan discussed above were primarily used to repay existing debt. On December 19, 2017, the Financing Agreement was amended to allow for the change of control of Intermex pursuant to the Merger. Upon closing of the Merger, the Company was required to pay $1.5 million in fees to MC Credit Partners, which were expensed as transaction costs in the consolidated statements of operations and comprehensive (loss) income for the year ended December 31, 2018 and funded by the proceeds received in the Merger. On November 7, 2018 and further amended on December 7, 2018 Interest on the term loan facility and revolving credit facility under the Credit Agreement is determined by reference to either LIBOR or a “base rate”, in each case plus an applicable margin of 4.50% per annum for LIBOR loans or 3.50% per annum for base rate loans. The Company is also required to pay a fee on the unused portion of the revolving credit facility equal to 0.35% per annum. The effective interest rates at December 31, 2018 for the term loan and revolving credit facility were 8.22% and 8.56%, respectively. The principal amount of the term loan facility must be repaid in consecutive quarterly installments of 5.0% in year 1, 7.5% in years 2 and 3, 10.0% in years 4 and 5, in each case on the last day of each quarter, commencing in March 2019 with a final payment at maturity. The loans under the Credit Agreement may be prepaid at any time without payment or penalty. The Credit Agreement contains covenants that limit the Company’s and its subsidiaries’ ability to, among other things, grant liens, incur additional indebtedness, make acquisitions or investments, dispose of certain assets, make dividends and distributions, change the nature of their businesses, enter into certain transactions with affiliates or amend the terms of material indebtedness. The Credit Agreement also contains financial covenants which require the Company to maintain a quarterly minimum fixed charge coverage ratio of 1.25:1.00 and a quarterly maximum consolidated leverage ratio of 3.25:1.00. The obligations under the Credit Agreement are guaranteed by the Company and certain domestic subsidiaries of the Company and secured by liens substantially all of the assets of the loan parties, subject to certain exclusions and limitations. The scheduled annual maturities of the term loan at December 31, 2018 are as follows (in thousands): 2019 $ 4,500 2020 6,750 2021 6,750 2022 9,000 2023 63,000 $ 90,000 During November 2018, the Company capitalized costs of approximately $3.5 million related to the Credit Agreement. During August 2017, the Company capitalized costs totaling $4.7 million for the Successor period from February 1, 2017 through December 31, 2017 relating to the Financing Agreement. There were no debt origination costs incurred for the Predecessor period from January 1, 2017 through January 31, 2017. The unamortized portion of debt origination costs totaled approximately $3.4 million at December 31, 2018 and $4.3 million at December 31, 2017. Amortization of debt origination costs is included as a component of interest expense in the consolidated statements of operations and comprehensive (loss) income and amounted to approximately $4.4 million for the year ended December 31, 2018, $0.3 million for the Successor period from February 1, 2017 through December 31, 2017, and approximately $39.2 thousand and $2.7 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively. The amortization of debt origination costs includes the write-off of debt origination costs associated with previous debt originations of approximately $3.5 million for the year ended December 31, 2018 and $2.3 million for the Predecessor year ended December 31, 2016, both in connection with extinguishment of debt. Debt origination costs of approximately $1.9 million related to debt that was assumed by the Successor Company in connection with the Stella Point acquisition (see Note 3) were written off to goodwill at the February 1, 2017 acquisition date. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2018 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 9 - FAIR VALUE MEASUREMENTS The Company determines fair value in accordance with the provisions of FASB guidance, Fair Value Measurements and Disclosures The Company’s non-financial assets measured at fair value on a nonrecurring basis include the goodwill and other intangibles derived on February 1, 2017 as a result of the Stella Point acquisition as disclosed in Note 3. Refer to Note 6 for a further discussion related to fair value measurements on these non-financial assets. The Company’s cash is representative of fair value as these balances are comprised of deposits available on demand. Accounts receivable, prepaid wires, accounts payable and wire transfers and money orders payable are representative of their fair values because of the short turnover of these items. The Company’s financial instruments that are not measured at fair value on a recurring basis include its revolving credit facility and term loan. The fair value of the term loan, which approximates book value, is estimated by discounting the future cash flows using a current market interest rate. The estimated fair value of the revolving credit facility would approximate face value given the payment schedule and variable interest rate structure. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2018 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10 - RELATED PARTY TRANSACTIONS During the Successor periods prior to the Merger, Intermex paid a monthly management fee of $65 thousand, plus reimbursement of expenses, to a related party for management services, which is included in other selling, general and administrative expenses on the Company’s consolidated statements of operations and comprehensive (loss) income. During the Predecessor periods, all management fees were waived. There were no amounts payable to or receivable from related parties included in the consolidated balance sheets at December 31, 2018 and 2017. The management company was reimbursed expenses of approximately $12 thousand in the Successor period from February 1, 2017 through December 31, 2017. Upon closing of the Merger on July 26, 2018 (See Note 3), the management fee agreement with the related party was terminated, and a one-time termination fee of $1.6 million was included as part of transaction costs in the consolidated statements of operations and comprehensive (loss) income for the year ended December 31, 2018. |
STOCKHOLDER'S EQUITY AND SHARE-
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2018 | |
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION [Abstract] | |
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION | NOTE 11 – STOCKHOLDERS’ EQUITY AND SHARE-BASED COMPENSATION Common Stock After the completion of the Merger on the Closing Date, there were 36.2 million shares of the Company’s common stock outstanding and outstanding warrants to purchase 9 million shares of common stock. As of the Closing Date, the former stockholders of Intermex owned approximately 48.3% and the former stockholders of FinTech owned approximately 51.7% of the combined company’s outstanding common stock. At December 31, 2018, the Company was authorized to issue 230 million shares of common stock and had 36.2 million shares of common stock issued and outstanding at $0.0001 par value per common share. Equity Warrants Prior to the Merger, FinTech issued 8.8 million public warrants (“Public Warrants”) and 0.2 million private placement warrants (“Placement Warrants”)(combined are referred to as the “Warrants”). The Company assumed the FinTech equity warrants upon the change of control event. As a result of the Merger, the Warrants issued by FinTech are no longer exercisable for shares of FinTech common stock but instead are exercisable for common stock of the Company. All other features of the Warrants remain unchanged. There are no cash obligations for the Company pertaining to these Warrants, and they are recognized in equity upon any exercise. Each whole Warrant entitles the holder to purchase one share of the Company's common stock at a price of $11.50 per share. The Warrants became exercisable 30 days after the completion of the Merger and expire five years after that date, or earlier upon redemption or liquidation. The Company may call the Public Warrants for redemption, in whole and not in part, at a price of $0.01 per warrant upon not less than 30 days prior written notice of redemption to each warrant holder if the reported last sale price of the Company’s common stock equals or exceeds $24.00 per share for any 20 trading days within a 30-trading day period ended three business days before the Company sends the notice of redemption to the warrant holders. The Company cannot call the Placement Warrants as long as they are held by the original holders or transferred to certain permitted transferees established in the Warrant Agreement. International Money Express, Inc. 2018 Omnibus Equity Compensation Plan In connection with the Merger, the stockholders of FinTech approved the International Money Express, Inc. 2018 Omnibus Equity Compensation Plan (the “2018 Plan”). There are 3.4 million shares reserved for issuance under the 2018 Plan, of which stock options to purchase 2.8 million shares of common stock and restricted stock units in respect of 21.2 thousand shares of common stock were granted to employees and independent directors of the Company in connection with the completion of the transactions at the Closing Date. The value of each option grant is estimated on the grant date using the Black-Scholes option pricing model. The option pricing model requires the input of highly subjective assumptions, including the grant date fair value of our common stock, expected volatility, expected forfeitures and risk-free interest rates. To determine the grant date fair value of the Company’s common stock, we use the closing market price of our common stock at the grant date. We also use an expected volatility based on the historical volatilities of a group of guideline companies and the "simplified" method for calculating the expected life of our stock options. We have elected to account for forfeitures as they occur. The risk-free interest rates are obtained from publicly available U.S. Treasury yield curve rates. Share-based compensation is recognized as an expense on a straight-line basis over the requisite service period, which is generally the vesting period. The stock options issued under the 2018 Plan have 10-year terms and vest in four equal annual installments beginning 1 year after the date of the grant. The Company recognized compensation expense for stock options of approximately $1.0 million for the year ended December 31, 2018, which is included in salaries and benefits in the consolidated statements of operations and comprehensive (loss) income. No stock options vested during year ended December 31, 2018; therefore, no stock options are exercisable as of December 31, 2018. The weighted-average grant date fair value for the stock options to purchase 2.9 million shares of common stock granted was $3.46 per share. As of December 31, 2018, there were 2.9 million non-vested stock options and unrecognized compensation expense of approximately $9.0 million is expected to be recognized over a weighted-average period of 3.6 years. A summary of the stock option activity during the year ended December 31, 2018 is presented below: Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Weighted-Average Grand Date Fair Value Outstanding at December 31, 2017 - Granted 2,894,219 $ 10.00 $ 3.46 Exercised - Forfeited (13,000 ) $ 9.91 $ 3.43 Expired - Outstanding at December 31, 2018 2,881,219 $ 10.00 9.60 $ 3.47 The restricted stock units issued under the 2018 Plan to the Company’s independent directors vest on the one-year anniversary from the grant date. The Company recognized compensation expense for restricted stock units of $87.5 thousand for the year ended December 31, 2018, which is included in salaries and benefits in the consolidated statements of operations and comprehensive (loss) income. There were no forfeited or vested restricted stock units during 2018. As of December 31, 2018, there was $122.5 thousand of unrecognized compensation expense for the restricted stock units. In addition to the grant of restricted stock units, each of the independent directors receives an annual cash retainer of $40 thousand for services as a director. Incentive Units Interwire LLC, the former parent company of Intermex, issued Class B, C and D incentive units to employees of the Company (collectively “incentive units”) in connection with the Stella Point acquisition (see Note 3). As these units were issued as compensation to the Company’s employees, the expense was recorded by the Company. In connection with the Merger, on the Closing Date, all unvested incentive units for Class B, C and D became fully vested and were immediately recognized as share-based compensation expense. Share-based compensation expense recognized related to these incentive units and included in salaries and benefits in the consolidated statements of operations and comprehensive (loss) income, amounted to $4.7 million for the year ended December 31, 2018, and $1.8 million for the Successor period from February 1, 2017 through December 31, 2017. The performance conditions related to the Class C and D units were not considered probable of being achieved prior to the Merger, and therefore, no compensation was recognized for all prior periods. Subsequent to this settlement, all incentive units ceased to exist. Share-based compensation of $2.9 million for the Predecessor period from January 1, 2017 through January 31, 2017 primarily included the expense associated with stock options and restricted awards that vested due to the Stella acquisition. Incentive units authorized and issued during the Successor period from February 1, 2017 through December 31, 2017 consisted of the following: Incentive Units Authorized Units Issued February 2017 Units Issued September 2017 Class B 10,000,000 9,055,000 665,000 Class C 5,000,000 4,527,500 332,500 Class D 5,000,000 4,527,500 332,500 The grant date fair value of the incentive units was calculated using the Monte Carlo Simulation. This approach derives the fair value of the incentive units based on certain assumptions related to expected volatility, expected term, risk-free interest rate and dividend yield. Expected volatilities were based on observed volatilities of similar publicly-traded companies, and the expected term was based on a formula that considers the vesting terms and the original contract term of the incentive unit awards. The risk-free rate was based on the U.S. Treasury yield curve, and the selected dividend yield assumption was determined in view of Interwire LLC’s historical and estimated dividend payout. The following were the assumptions used in calculating the fair value of the units at the grant dates: Units Issued February 2017 Units Issued September 2017 Expected dividend yield 0.0 % 0.0 % Expected volatility 46.9 % 47.4 % Risk-free interest rate 2.1 % 1.9 % Expected term (in years) 6 5.8 The grant date fair value per unit for each class of incentive unit for the Successor period from February 1, 2017 to December 31, 2017 were as follows: Incentive Units Per Unit Amount February 2017 Issuance Per Unit Amount September 2017 Issuance Class B $ 0.4872 $ 0.4948 Class C $ 0.2077 $ 0.2126 Class D $ 0.1485 $ 0.1535 The number of units and the weighted-average grant date fair value for the incentive units were as follows: Number of Class B Units Weighted- Average Grant Date Fair Value Number of Class C Units Weighted- Average Grant Date Fair Value Number of Class D Units Weighted- Average Grant Date Fair Value Granted during the Successor Period 9,720,000 $ 0.4878 4,860,000 $ 0.2080 4,860,000 $ 0.1489 Vested (1,944,000 ) 0.4878 - - - - Forfeited (304,000 ) 0.4872 (190,000 ) 0.2077 (190,000 ) 0.1485 Outstanding at December 31, 2017 7,472,000 0.4879 4,670,000 0.2080 4,670,000 0.1489 Granted 410,000 0.4948 205,000 0.2126 205,000 0.1535 Vested (7,882,000 ) 0.4883 (4,875,000 ) 0.2082 (4,875,000 ) 0.1491 Outstanding at December 31, 2018 - $ - - $ - - $ - During the year ended December 31, 2016, the Company recognized $62.6 thousand of compensation expense related to restricted stock grants from a previous plan in the Predecessor Company, which is included in salaries and benefits in the consolidated statements of operations and comprehensive (loss) income. Dividend Distributions During the Successor period from February 1, 2017 through December 31, 2017, the Company distributed $20.2 million in cash dividends to its stockholder. The dividends were distributed out of the cash proceeds from the term loan entered into in August 2017 discussed in Note 8 and were recorded as a reduction to additional paid-in capital. During the Predecessor year ended December 31, 2016, the Company distributed $1.3 million in cash dividends to its stockholders. The dividends were distributed from cash proceeds of its term loan. There were no dividend distributions during the year ended December 31, 2018 and the Predecessor period from January 1, 2017 through January 31, 2017. |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2018 | |
LOSS PER SHARE [Abstract] | |
LOSS PER SHARE | NOTE 12 – LOSS PER SHARE Basic loss per share is calculated by dividing net (loss) income for period by the weighted-average number of common shares outstanding for each period. In computing dilutive loss per share, basic loss per share is adjusted for the assumed issuance of all applicable potentially dilutive warrants and share-based awards, including common stock options and restricted stock. Below are basic and diluted net loss per share for the periods indicated: Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Net loss for basic and diluted loss per common shares (in thousands) (7,244 ) (10,174 ) Shares: Weighted-average common shares outstanding – basic and diluted 25,484,386 17,227,682 Net loss per common share - basic and diluted $ (0.28 ) $ (0.59 ) The computation of diluted loss per share above excludes the effect of 2.9 million options to purchase shares of the Company’s common stock, 21.2 thousand restricted stock units and 9.0 million warrants underlying shares of Company stock from diluted weighted-average shares outstanding for the year ended December 31, 2018 because the inclusion of these would be anti-dilutive. There were no outstanding options to purchase shares of Company stock or warrants underlying shares of Company stock for the Successor period from February 1, 2017 through December 31, 2017. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 13 - INCOME TAXES The provision (benefit) for income taxes consists of the following (in thousands): Successor Company Predecessor Company Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from January 1, 2017 to January 31, 2017 Year Ended December 31, 2016 Current tax provision: Foreign $ 212 $ 164 $ 11 $ 184 Federal 1,283 - - - State 182 - - 181 Total Current 1,677 164 11 365 Deferred tax provision (benefit): Federal 93 596 (1,792 ) 4,537 State 98 (226 ) (422 ) (818 ) Total deferred 191 370 (2,214 ) 3,719 Total tax provision (benefit): $ 1,868 $ 534 $ (2,203 ) $ 4,084 A reconciliation between the income tax provision (benefit) at the US statutory tax rate and the Company’s income tax provision (benefit) on the consolidated statements of operations and comprehensive (loss) income is below (in thousands): Successor Company Predecessor Company Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from January 1, 2017 to January 31, 2017 Year Ended December 31 2016 Loss before income taxes $ (5,376 ) $ (9,640 ) $ (5,521 ) $ 13,484 US statutory tax rate 21 % 34 % 34 % 34 % Income tax (benefit) expense at statutory rate (1,129 ) (3,277 ) (1,877 ) 4,585 State tax expense (benefit), net of federal 145 (182 ) (279 ) 575 Foreign tax rates different from US statutory rate 146 95 (46 ) 124 Non-deductible expenses 1,978 3,309 1 (59 ) Write-off of transaction costs 321 - - - Write-off of net operating losses 314 - - - Change in tax rate 76 604 - (1,070 ) Other 17 (15 ) (2 ) (71 ) Total tax provision (benefit) $ 1,868 $ 534 $ (2,203 ) $ 4,084 As presented in the income tax reconciliation above, the tax provision (benefit) recognized on the consolidated statements of operations and comprehensive (loss) income was impacted by state taxes, non-deductible expenses, such as share-based compensation expense, transaction costs and foreign tax rates applicable to the Company’s foreign subsidiaries that are higher or lower than the U.S. statutory rate. The effective tax rate for the Successor period from February 1, 2017 through December 31, 2017 is also affected by a reduction in the corporate tax rate from 34% to 21% as a result of the Act. For the Predecessor year ended December 31, 2016, the Company recorded an income tax benefit of approximately $1.1 million as a result of changes to the blended state tax rate. The Company is subject to tax in various U.S. state jurisdictions. Changes in the annual allocation and apportionment of the Company’s activity amongst these state jurisdictions results in changes to the blended state rate utilized to measure the Company’s deferred tax assets and liabilities. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the book and tax bases of the Company's assets and liabilities. The following table outlines the principal components of the deferred tax assets and liabilities as of December 31 (in thousands): 2018 2017 Deferred tax assets Net operating losses $ 7,567 $ 10,583 Allowance for doubtful accounts 287 212 Transaction Costs - 533 Alternative minimum tax credit - 272 Interest expense carryforwards 2,525 - Share-based compensation 294 - Accrued compensation 281 - Other 213 72 Total deferred tax assets 11,167 11,672 Deferred tax liabilities Property and equipment (1,134 ) (500 ) Intangible assets (7,766 ) (9,423 ) Total deferred tax liabilities (8,900 ) (9,923 ) Net deferred tax asset $ 2,267 $ 1,749 At December 31, 2018 of the Successor period, the Company had Federal and State net operating loss carryforwards of approximately $29.1 million and $31.5 million, respectively, which are available to reduce future taxable income. With few exceptions, these net operating loss carryforwards will expire from 2029 through 2037. On February 1, 2017, the Company was acquired by Stella Point. On July 26, 2018, the Company consummated the Merger with FinTech (see Note 3). These transactions were considered changes of ownership under Internal Revenue Code Section 382. After the changes of ownership, utilization of the Company’s net operating loss carryforwards is now subject to an annual limitation. The Company has recorded a deferred tax asset for only the portion of its net operating loss carryforward that it expects to realize before expiration. In 2018, FinTech Acquisition Corp II was notified by the IRS that its 2017 federal income tax return was selected for examination. The Company has complied with all information requests to date. As of December 31, 2018, no amounts for tax, interest, or penalties have been paid or accrued as a result of this examination. In accordance with criteria under FASB guidance, Income Taxes, a valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. After consideration of all evidence, both positive and negative, management has determined that no valuation allowance is required at December 31, 2018, December 31, 2017 of the Successor period and at December 31, 2016 of the Predecessor period. On December 22, 2017, the U.S. enacted tax reform legislation known as H.R. 1, commonly referred to as the “Tax Cuts and Jobs Act” (the “Act”), resulting in significant modifications to existing law. Due to the timing of the Act and the complexity involved in applying the provisions of the Act, the Company made a reasonable estimate of the effects and recorded provisional amounts in the fourth quarter of 2017, which primarily included the impact of the remeasurement of the Company’s deferred tax balances to reflect the change in the corporate tax rate. As a result of the changes to tax laws and tax rates under the Act, the Company reduced its deferred tax asset as of December 31, 2017 by $0.6 million. All changes to the tax code that are effective as of January 1, 2018 have been applied by the Company in computing its income tax expense for the year ended December 31, 2018. Additional guidance issued by the U.S. Treasury Department, the IRS, and other standard-setting bodies may materially impact the provision for income taxes and effective tax rate in the period in which the guidance is issued. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2018 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 - COMMITMENTS AND CONTINGENCIES Leases The Company is a party to leases for office space, warehouses and company-operated store locations. Rent expense under all operating leases, included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income, amounted to approximately $1.8 million and $1.6 million for the year ended December 31, 2018 and for the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million and $1.5 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and the year ended December 31, 2016, respectively. In April 2018, the Company renegotiated its corporate lease to extend the term through November 2025. At December 31, 2018, future minimum rental payments required under operating leases for the next five years and thereafter are as follows (in thousands): 2019 $ 1,425 2020 1,173 2021 1,002 2022 834 2023 790 Thereafter 1,438 $ 6,662 Litigation The Company is subject to legal proceedings and claims that have arisen in the ordinary course of its business and have not been finally adjudicated. Although there can be no assurance as to the ultimate disposition of these matters, it is the opinion of the Company’s management, based upon the information available at this time, that the expected outcome of these matters, both individually or in the aggregate, will not have a material adverse effect on either the results of operations or financial condition of the Company. Contingencies The Company operates in 50 U.S. states and two territories. Money transmitters and their sending agents are under regulation by State and Federal laws. Violations may result in civil or criminal penalties or a prohibition from providing money transfer services in a particular jurisdiction. It is the opinion of the Company’s management, based on information available at this time, that the expected outcome of regulatory matters will not have a material adverse effect on either the results of operations or financial condition of the Company. On August 28, 2018, the Company received a notice from the Staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") indicating that, based upon the Company's non-compliance with the minimum number of round lot holders for the listing of its common stock and warrants on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rules 5550(a)(3) and 5515(a)(4), respectively, the Company's common stock and warrants may be subject to delisting from Nasdaq unless the Company timely requests a hearing before a Nasdaq Hearings Panel (the "Panel"). On October 29, 2018, the Company received a notice from Nasdaq (the “Nasdaq Notice”) informing the Company that it has met the listing requirements with respect to its common stock and that the Company’s common stock will continue to be listed and trade on The Nasdaq Capital Market under the symbol “IMXI.” Additionally, the Nasdaq Notice informed the Company that it had not demonstrated compliance with the warrant listing requirements. The Company has withdrawn its request for a hearing before the Panel with respect to the warrant listing requirements. Accordingly, the Nasdaq Notice informed the Company that the Panel had determined to delist the Company’s warrants and suspend the trading of the warrants from The Nasdaq Capital Market effective as of the open of business on October 31, 2018. As of December 31, 2018, the warrants are being traded in the Over-The-Counter market under the same symbol. |
DEFINED CONTRIBUTION PLAN
DEFINED CONTRIBUTION PLAN | 12 Months Ended |
Dec. 31, 2018 | |
DEFINED CONTRIBUTION PLAN [Abstract] | |
DEFINED CONTRIBUTION PLAN | NOTE 15 – DEFINED CONTRIBUTION PLAN The Company has a defined contribution plan available to most of its employees, where the Company makes contributions to the plan based on employee contributions. Total employer contribution expense included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income was approximately $115.2 thousand and $96.6 thousand for the year ended December 31, 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $10.0 thousand and $70.1 thousand for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively. |
QUARTERLY FINANIAL INFORMATION
QUARTERLY FINANIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2018 | |
QUARTERLY FINANIAL INFORMATION (UNAUDITED) [Abstract] | |
QUARTERLY FINANIAL INFORMATION (UNAUDITED) | NOTE 16 – QUARTERLY FINANIAL INFORMATION (UNAUDITED) Summarized quarterly results or the year ended December 31, 2018, the Successor Period of February 1, 2017 through December 31, 2017 and Predecessor Period of January 1, 2017 through January 31, 2017 were as follows (in thousands, except per share data): Successor Company 2018 by Quarter: Q1 Q2 Q3 Q4 Year Ended December 31, 2018 Revenues $ 55,956 $ 70,379 $ 72,508 $ 75,058 $ 273,901 Operating expenses 53,419 64,319 74,918 68,173 260,829 Operating income (loss) 2,537 6,060 (2,410 ) 6,885 13,072 Interest expense 3,284 3,392 3,434 8,338 18,448 (Loss) income before income taxes (747 ) 2,668 (5,844 ) (1,453 ) (5,376 ) Income tax (benefit) provision (207 ) 824 7,569 (6,318 ) 1,868 Net (loss) income $ (540 ) $ 1,844 $ (13,413 ) $ 4,865 $ (7,244 ) (Loss) earnings per share: Basic $ (0.03 ) $ 0.11 $ (0.43 ) $ 0.13 $ (0.28 ) Diluted $ (0.03 ) $ 0.11 $ (0.43 ) $ 0.13 $ (0.28 ) Weighted-average shares outstanding: Basic 17,227,682 17,227,682 30,975,338 36,182,783 25,484,386 Diluted 17,227,682 17,227,682 30,975,338 36,572,071 25,484,386 2017 by Quarter: Predecessor Company Successor Company Period from January 1, 2017 to January 31, 2017 Period From February 1, 2017 to March 31, 2017 Q2 Q3 Q4 Period From February 1, 2017 to December 31, 2017 Revenues $ 14,425 $ 31,601 $ 53,777 $ 56,393 $ 59,268 $ 201,039 Operating expenses 19,332 36,987 50,140 52,546 59,558 199,231 Operating (loss) income (4,907 ) (5,386 ) 3,637 3,847 (290 ) 1,808 Interest expense 614 1,375 2,120 4,612 3,341 11,448 (Loss) income before income taxes (5,521 ) (6,761 ) 1,517 (765 ) (3,631 ) (9,640 ) Income tax (benefit) provision (2,203 ) 1,000 244 (191 ) (519 ) 534 Net (loss) income $ (3,318 ) $ (7,761 ) $ 1,273 $ (574 ) $ (3,112 ) $ (10,174 ) (Loss) earnings per share: Basic and Diluted $ (0.45 ) $ 0.07 $ (0.03 ) $ (0.18 ) $ (0.59 ) Weighted-average shares outstanding: Basic and Diluted 17,227,682 17,227,682 17,227,682 17,227,682 17,227,682 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results could differ from these estimates. |
Earnings (Loss) per Share | Earnings (Loss) per Share Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for each period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares and common stock equivalents outstanding for each period. Diluted earnings (loss) per share reflects the potential dilution that could occur if outstanding stock options and warrants at the presented dates are exercised and shares of restricted stock have vested, using the treasury stock method. Potential common shares are excluded from the computation of diluted earnings per common share when the effect would be anti-dilutive. All potential common shares are anti-dilutive in periods of net loss. Stock options, restricted stock units and warrants are anti-dilutive when the exercise price of these instruments is greater than the average market price of the Company’s common stock for the period. |
Cash | Cash Cash is comprised of deposits in U.S. and foreign banks. The Company recognizes interest income from its cash deposits on an accrual basis. The Company considers cash equivalents to be short term, highly liquid investments with maturities of three months or less. |
Concentration of Credit Risk | Concentration of Credit Risk The Company maintains certain of its cash balances in various U.S. banks, which at times, may exceed federally insured limits. The amount that exceeded the federally insured limits totaled $61.4 million and $31.7 million as of December 31, 2018 and 2017, respectively. The Company has not incurred any losses on these accounts. In addition, the Company maintains various bank accounts in Mexico and Guatemala, which are not insured. The Company has not incurred any losses on these uninsured foreign bank accounts, and management believes it is not exposed to any significant credit risk regarding these accounts. Cash balances were as follows at December 31 (in thousands): December 31, 2018 December 31, 2017 Cash in U.S. dollars in U.S. banks $ 69,155 $ 55,376 Cash in foreign banks and foreign currency 3,865 3,774 Petty cash 9 6 $ 73,029 $ 59,156 |
Revenue Recognition | Revenue Recognition Revenues for wire transfer and money order fees are recognized at the time the transaction is processed. These fees are recognized on a gross basis equal to the full amount of the fee charged to the customer as the Company is the primary obligor and has latitude in establishing price. Foreign exchange revenue, which represents the difference between the exchange rate set by the Company and the rate realized, is recognized upon the disbursement of U.S. dollars to the foreign bank. Other income primarily represents revenues for technology services provided to the independent network of agents who utilize the Company’s technology in processing transactions. Revenues for these transactions are recorded when persuasive evidence of an arrangement exists, delivery has occurred, or services have been rendered and collection is reasonably assured. |
Business Combinations | Business Combinations The Company accounts for its business combinations using the acquisition method, which requires that intangible assets be recognized apart from goodwill if they are contractual in nature or separately identifiable. Acquisitions are measured on the fair value of consideration exchanged and, if the consideration given is not cash, measurement is based on the fair value of the consideration given or the fair value of the assets acquired, whichever is more reliably measurable. The excess of cost of an acquired entity over the fair value of identifiable acquired assets and liabilities assumed is allocated to goodwill. The valuation and allocation processes rely on significant assumptions made by management. In certain situations, the allocations of excess purchase price are based upon preliminary estimates and assumptions. Accordingly, the allocations are subject to revision when the Company receives updated information, including valuations and other analyses, which are completed within one year of the acquisition. Revisions to the fair values, which may be significant, are recorded when pending information is finalized, within one year from the acquisition date. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded upon initiation of the wire transfer and are typically due to the Company within five days. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its sending agents to make required payments. When preparing these estimates, management considers a number of factors, including the aging of a sending agent’s account, creditworthiness of specific sending agents, historical trends and other information. The Company reviews its allowance for doubtful accounts policy periodically, reflecting current risks and changes in industry conditions and when necessary, will increase its allowance for doubtful accounts and recognize a provision to bad debt expense, included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Accounts receivable that are more than 90 days past due are charged off against the allowance for doubtful accounts. |
Prepaid wires | Prepaid wires Prepaid wires represent funds that are required at certain payer agent locations in advance of a transaction, which are typically utilized within a few days. |
Prepaid Expenses and Other Assets | Prepaid Expenses and Other Assets Prepaid expenses, other current assets and other assets consist primarily of prepaid expenses, notes receivable (see Note 4), and restricted cash. Interest income on notes receivable is recognized on a cash basis due to uncertainty on receiving the interest payments. Restricted cash was maintained by a United States Bank and was cash collateral for an irrevocable stand-by letter of credit in the amount of $0.6 million issued as collateral for the operating lease of the Company’s headquarters and recorded in other assets at December 31, 2017 in the consolidated balance sheets. This lease was renegotiated in April 2018, and accordingly, the letter of credit is no longer required; the Company collected the funds in the fourth quarter of 2018 and, as such, no restricted cash is held at December 31, 2018. |
Property and Equipment | Property and Equipment Property and equipment, including leasehold improvements, are stated at cost, or the allocated fair value in purchase accounting, less accumulated depreciation and amortization. The costs of additions and betterments that substantially extend the useful life of an asset are capitalized and the expenditures for ordinary repairs and maintenance are expensed in the period incurred as part of other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the life of the lease or the estimated useful life of the improvement, whichever is shorter. At the time depreciable assets are retired or otherwise disposed, the cost and the related accumulated depreciation of such assets are eliminated from the accounts and any gain or loss is recognized in the current period. The Company capitalizes costs incurred for the development of internal use computer software, which are depreciated over five years using the straight-line method. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill and Intangible assets result primarily from business combination acquisitions, including the Stella Point acquisition discussed in Note 3. Intangible assets include agent relationships, trade name, developed technology and other intangibles, all with finite lives. Upon the acquisition, the purchase price is first allocated to identifiable assets and liabilities, including the trade name and other intangibles, with any remaining purchase price recorded as goodwill. Goodwill is not amortized, rather, impairment tests are conducted on an annual basis, in the fourth quarter, or more frequently if indicators of impairment are present. A qualitative assessment of goodwill was performed in 2017 subsequent to the Stella Point acquisition on February 1, 2017 (see Note 3) and in the fourth quarter of 2018. A qualitative assessment includes consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets. Based on the results of the assessment, no indicators of impairment were noted. Accordingly, no further impairment testing was completed, and no impairment charges related to goodwill were recognized during the Successor period from February 1, 2017 through December 31, 2017 and for the year ended December 31, 2018. The Company’s agent relationships, trade name and developed technology are currently amortized utilizing an accelerated method over their estimated useful lives of 15 years. Other intangible assets are amortized on a straight-line basis over a useful life of 10 years. The Company reviews for impairment indicators of finite-lived intangibles and other long-lived assets as described below in "Impairment of Long-Lived Assets." |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates long-lived assets, including amortizable intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Upon such an occurrence, recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to forecasted undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. For long-lived assets held for sale, assets are written down to fair value, less cost to sell. Fair value is determined based on discounted cash flows, appraised values or management’s estimates, depending upon the nature of the assets. There were no impairment indicators noted for all periods presented in the consolidated financial statements for long-lived assets, including amortizable intangible assets. |
Debt Origination Costs | Debt Origination Costs The Company incurred debt origination costs related to their credit agreement, consisting of a term loan and a revolving credit facility (see Note 8) and amortizes these costs over the life of the related debt using the straight-line method, which approximates the effective interest method. The unamortized portion of debt origination costs related to the term loan are recorded on the consolidated balance sheets as an offset to the related debt, while deferred up-front commitment fees paid directly to the lender related to the revolving credit facility are recorded within other assets in the consolidated balance sheets. Amortization of debt origination costs is included as a component of interest expense in the consolidated statements of operations and comprehensive (loss) income. |
Advertising Costs | Advertising Costs Advertising costs are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income and are expensed as incurred. The Company incurred advertising costs of approximately $1.8 million and $1.7 million for the year ended December 31, 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million and $1.1 million for the Predecessor periods from January 1, 2017 through January 31, 2017 and the year ended December 31, 2016, respectively. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with U.S. generally accepted accounting principles which require, among other things, recognition of future tax benefits measured at enacted rates attributable to deductible temporary differences between financial statement and income tax bases of assets and liabilities and to tax net operating loss carryforwards to the extent that realization of said benefits is more likely than not. The Company accounts for tax contingencies by assessing all material positions, including all significant uncertain positions, for all tax years that are open to assessment or challenge under tax statutes. Those positions that have only timing consequences are separately analyzed based on the recognition and measurement model provided in the tax guidance. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal or state and local income tax examinations by tax authorities for the years before 2014. The Company applies the uncertain tax position guidance to all tax positions for which the statute of limitations remains open. The Company’s policy is to classify interest accrued as interest expense and penalties as operating expenses. As of December 31, 2018 and 2017, the Company did not have any amounts accrued for interest and penalties or recorded for uncertain tax positions. Foreign subsidiaries of the Company are subject to taxes by local tax authorities. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions The financial statements and transactions of the Company’s foreign operations are maintained in their functional currency, which is other than the U.S. dollar. Assets and liabilities are translated at current exchange rates in effect at the balance sheet date. Revenue and expenses are translated at the average exchange rate for each period. Translation adjustments, which result from the process of translating the financial statements of the Company’s foreign operations into U.S. dollars, are recorded as a component of accumulated other comprehensive loss. Gains or losses from foreign currency transactions amounted to approximately $29.8 thousand and $(17.0) thousand for the year ended December 31, 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $11.6 thousand and $1.1 thousand for the Predecessor periods from January 1, 2017 through January 31, 2017 and year ended December 31, 2016, respectively, and are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive (loss) income. Foreign exchange spot transactions On the normal course of business, the Company enters into Foreign Exchange Spot transactions to purchase foreign currency at the current market rate. The Company records Foreign Exchange Spot transactions on trade date. These transactions are settled within one or two days from trade date. |
Comprehensive (Loss) Income | Comprehensive (Loss) Income Comprehensive (loss) income consists of net (loss) income and the foreign currency translation adjustment and is presented in the consolidated statements of operations and comprehensive (loss) income. |
Share-Based Compensation | Share-Based Compensation The Company accounts for its share-based employee compensation expense related to incentive units, restricted stock grants and stock options under generally accepted accounting principles, which requires the measurement and recognition of compensation costs for all equity-based payment awards made to employees and directors based on estimated fair values. We have elected to account for forfeitures as they occur. See Note 11 for further discussion related to the Company’s share-based compensation plans. |
Segments | Segments The Company’s business is organized around one reportable segment that provides money transmittal services primarily between the USA and Latin America. This is based on the objectives of the business and how our chief operating decision maker, the CEO and President, monitors operating performance and allocates resources. |
Accounting Pronouncements | Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issued amended guidance, Restricted Cash The FASB issued guidance, Improvements to Employee Share-Based Payment Accounting The FASB issued guidance, Revenue from Contracts with Customers The FASB issued amended guidance, Business Combinations - Clarifying the Definition of a Business The FASB issued guidance, Leases The FASB issued amended guidance, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments The FASB issued amended guidance, Intangibles – Goodwill and other: Simplifying the Test for Goodwill Impairment The FASB issued guidance, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments |
Reclassifications | Reclassifications Certain reclassifications have been made to prior-year amounts in the consolidated balance sheets and consolidated statements of operations and comprehensive (loss) income to conform to current-year reporting classifications. These reclassifications had no impact on net (loss) income, comprehensive (loss) income or stockholder’s equity. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Concentration of Credit Risk | Cash balances were as follows at December 31 (in thousands): December 31, 2018 December 31, 2017 Cash in U.S. dollars in U.S. banks $ 69,155 $ 55,376 Cash in foreign banks and foreign currency 3,865 3,774 Petty cash 9 6 $ 73,029 $ 59,156 |
FINTECH MERGER AND STELLA POI_2
FINTECH MERGER AND STELLA POINT ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
FINTECH MERGER AND STELLA POINT ACQUISITION [Abstract] | |
Net Cash Proceeds Received in Reverse Recapitalization | In accounting for the reverse recapitalization, the net cash proceeds received from FinTech amounted to $5.0 thousand as shown in the table below (in thousands): Cash balance available to Intermex prior to the consummation of the Merger $ 110,726 Less: Intermex Merger costs paid from acquisition proceeds at closing (9,062 ) Cash consideration to Intermex shareholders (101,659 ) Net cash proceeds from reverse recapitalization $ 5 Cash balance available to Intermex prior to the consummation of the Merger $ 110,726 Less: Cash consideration to Intermex shareholders (101,659 ) Other FinTech assets acquired and liabilities assumed in the Merger: Prepaid expenses 76 Accrued liabilities (136 ) Deferred tax assets 982 Net equity infusion from FinTech $ 9,989 |
Assets Acquired and Liabilities Assumed | The acquisition method for a business combination requires that the assets acquired and liabilities assumed be recognized at their allocated fair values as of the February 1, 2017 acquisition date, which is summarized below (in thousands): Successor Company Cash $ 43,065 Accounts receivables 24,032 Prepaid and other current assets 3,713 Property and equipment 6,328 Other assets 1,345 Total tangible assets acquired 78,483 Intangible assets acquired 62,660 Deferred tax asset, net 2,119 Less: Liabilities assumed (115,112 ) Net assets 28,150 Goodwill 36,260 Total purchase price $ 64,410 |
NOTES RECEIVABLE (Tables)
NOTES RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
NOTES RECEIVABLE [Abstract] | |
Notes Receivable from Agents | The Company had notes receivable from sending agents at December 31 as follows (in thousands): December 31, 2018 December 31, 2017 Notes receivable, current $ 730 $ 471 Allowance (279 ) (176 ) Net current $ 451 $ 295 Notes receivable, long-term $ 478 $ 608 Allowance (169 ) (248 ) Net long-term $ 309 $ 360 |
Maturities of Notes Receivable | The maturities of notes receivable at December 31, 2018 is as follows (in thousands): Unpaid Principle Balance Under 1 year $ 730 Between 1 and 2 years 438 Between 2 and 3 years 40 Total $ 1,208 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Property and Equipment | Property and equipment at December 31 consists of the following (in thousands): December 31, 2018 December 31, 2017 Estimated Useful Life (in years) Computer software and equipment $ 14,114 $ 9,154 3 to 5 Office Improvements 989 798 5 Furnitures and fixtures 397 303 7 15,500 10,255 Less accumulated depreciation (5,107 ) (1,764 ) $ 10,393 $ 8,491 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
Gross Carrying Amounts and Accumulated Amortization for Goodwill and Intangible Assets | The gross carrying amount and accumulated amortization at December 31 for goodwill and intangible assets are as follows (in thousands): December 31, 2018 December 31, 2017 Indefinite life: Goodwill $ 36,260 $ 36,260 Total indefinite life $ 36,260 $ 36,260 Amortizable: Agent relationships $ 40,500 $ 40,500 Trade name 15,500 15,500 Developed technology 6,600 6,600 Other intangibles 820 700 Accumulated amortization expense (27,025 ) (14,559 ) Net amortizable intangibles $ 36,395 $ 48,741 |
Changes in Goodwill and Intangible Assets | The following table presents the changes in goodwill and intangible assets (in thousands): Predecessor Company Goodwill Intangibles Balance at December, 2016 $ - $ 6,348 Amortization expense - (231 ) Balance at January 31, 2017 $ - $ 6,117 Successor Company Goodwill Intangibles Balance at February 1, 2017 $ 36,260 $ 62,660 Acquisition of agent locations - 640 Amortization expense - (14,559 ) Balance at December 31, 2017 $ 36,260 $ 48,741 Acquisition of agent locations - 120 Amortization expense - (12,466 ) Balance at December 31, 2018 $ 36,260 $ 36,395 |
Amortization Expense Related to Intangible Assets | Amortization expense related to intangible assets for the next five years and thereafter is as follows (in thousands): 2019 $ 9,324 2020 6,917 2021 5,128 2022 3,964 2023 2,956 Thereafter 8,106 $ 36,395 |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
ACCRUED AND OTHER LIABILITIES [Abstract] | |
Accrued and Other Liabilities | Accrued and other liabilities consisted of the following (in thousands): December 31, 2018 December 31, 2017 Payables to sending agents $ 8,972 $ 6,875 Accrued compensation 2,344 1,092 Accrued bank charges 983 897 Accrued loyalty program reserve 621 165 Accrued legal fees 920 1,644 Accrued taxes 745 319 Accrued interest 1,009 - Other 761 522 $ 16,355 $ 11,514 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
DEBT [Abstract] | |
Debt Instruments | Debt consisted of the following (in thousands): December 31, 2018 December 31, 2017 Revolving credit facility $ 30,000 $ 20,000 Term loan 90,000 95,788 120,000 115,788 Less: Current portion of long term debt (1) (3,936 ) (3,913 ) Less: Debt origination costs (2,738 ) (3,822 ) $ 113,326 $ 108,053 |
Annual Maturities of Term Loan | The scheduled annual maturities of the term loan at December 31, 2018 are as follows (in thousands): 2019 $ 4,500 2020 6,750 2021 6,750 2022 9,000 2023 63,000 $ 90,000 |
STOCKHOLDER'S EQUITY AND SHAR_2
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION [Abstract] | |
Stock Option Activity | A summary of the stock option activity during the year ended December 31, 2018 is presented below: Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Weighted-Average Grand Date Fair Value Outstanding at December 31, 2017 - Granted 2,894,219 $ 10.00 $ 3.46 Exercised - Forfeited (13,000 ) $ 9.91 $ 3.43 Expired - Outstanding at December 31, 2018 2,881,219 $ 10.00 9.60 $ 3.47 |
Incentive Units Authorized and Issued | Incentive units authorized and issued during the Successor period from February 1, 2017 through December 31, 2017 consisted of the following: Incentive Units Authorized Units Issued February 2017 Units Issued September 2017 Class B 10,000,000 9,055,000 665,000 Class C 5,000,000 4,527,500 332,500 Class D 5,000,000 4,527,500 332,500 |
Assumptions Used in Calculating Fair Value | The following were the assumptions used in calculating the fair value of the units at the grant dates: Units Issued February 2017 Units Issued September 2017 Expected dividend yield 0.0 % 0.0 % Expected volatility 46.9 % 47.4 % Risk-free interest rate 2.1 % 1.9 % Expected term (in years) 6 5.8 |
Grant Date Fair Value Per Unit for Each Class of Incentive Unit | The grant date fair value per unit for each class of incentive unit for the Successor period from February 1, 2017 to December 31, 2017 were as follows: Incentive Units Per Unit Amount February 2017 Issuance Per Unit Amount September 2017 Issuance Class B $ 0.4872 $ 0.4948 Class C $ 0.2077 $ 0.2126 Class D $ 0.1485 $ 0.1535 |
Number of Units and Weighted-average Grant Date Fair Value | The number of units and the weighted-average grant date fair value for the incentive units were as follows: Number of Class B Units Weighted- Average Grant Date Fair Value Number of Class C Units Weighted- Average Grant Date Fair Value Number of Class D Units Weighted- Average Grant Date Fair Value Granted during the Successor Period 9,720,000 $ 0.4878 4,860,000 $ 0.2080 4,860,000 $ 0.1489 Vested (1,944,000 ) 0.4878 - - - - Forfeited (304,000 ) 0.4872 (190,000 ) 0.2077 (190,000 ) 0.1485 Outstanding at December 31, 2017 7,472,000 0.4879 4,670,000 0.2080 4,670,000 0.1489 Granted 410,000 0.4948 205,000 0.2126 205,000 0.1535 Vested (7,882,000 ) 0.4883 (4,875,000 ) 0.2082 (4,875,000 ) 0.1491 Outstanding at December 31, 2018 - $ - - $ - - $ - |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
LOSS PER SHARE [Abstract] | |
Basic and Diluted Net Loss per Share | Below are basic and diluted net loss per share for the periods indicated: Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Net loss for basic and diluted loss per common shares (in thousands) (7,244 ) (10,174 ) Shares: Weighted-average common shares outstanding – basic and diluted 25,484,386 17,227,682 Net loss per common share - basic and diluted $ (0.28 ) $ (0.59 ) |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
INCOME TAXES [Abstract] | |
Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consists of the following (in thousands): Successor Company Predecessor Company Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from January 1, 2017 to January 31, 2017 Year Ended December 31, 2016 Current tax provision: Foreign $ 212 $ 164 $ 11 $ 184 Federal 1,283 - - - State 182 - - 181 Total Current 1,677 164 11 365 Deferred tax provision (benefit): Federal 93 596 (1,792 ) 4,537 State 98 (226 ) (422 ) (818 ) Total deferred 191 370 (2,214 ) 3,719 Total tax provision (benefit): $ 1,868 $ 534 $ (2,203 ) $ 4,084 |
Reconciliation Between Income Tax Provision (Benefit) at US Statutory Tax Rate | A reconciliation between the income tax provision (benefit) at the US statutory tax rate and the Company’s income tax provision (benefit) on the consolidated statements of operations and comprehensive (loss) income is below (in thousands): Successor Company Predecessor Company Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from January 1, 2017 to January 31, 2017 Year Ended December 31 2016 Loss before income taxes $ (5,376 ) $ (9,640 ) $ (5,521 ) $ 13,484 US statutory tax rate 21 % 34 % 34 % 34 % Income tax (benefit) expense at statutory rate (1,129 ) (3,277 ) (1,877 ) 4,585 State tax expense (benefit), net of federal 145 (182 ) (279 ) 575 Foreign tax rates different from US statutory rate 146 95 (46 ) 124 Non-deductible expenses 1,978 3,309 1 (59 ) Write-off of transaction costs 321 - - - Write-off of net operating losses 314 - - - Change in tax rate 76 604 - (1,070 ) Other 17 (15 ) (2 ) (71 ) Total tax provision (benefit) $ 1,868 $ 534 $ (2,203 ) $ 4,084 |
Deferred Tax Assets Liabilities | The following table outlines the principal components of the deferred tax assets and liabilities as of December 31 (in thousands): 2018 2017 Deferred tax assets Net operating losses $ 7,567 $ 10,583 Allowance for doubtful accounts 287 212 Transaction Costs - 533 Alternative minimum tax credit - 272 Interest expense carryforwards 2,525 - Share-based compensation 294 - Accrued compensation 281 - Other 213 72 Total deferred tax assets 11,167 11,672 Deferred tax liabilities Property and equipment (1,134 ) (500 ) Intangible assets (7,766 ) (9,423 ) Total deferred tax liabilities (8,900 ) (9,923 ) Net deferred tax asset $ 2,267 $ 1,749 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Future Minimum Rental Payments | At December 31, 2018, future minimum rental payments required under operating leases for the next five years and thereafter are as follows (in thousands): 2019 $ 1,425 2020 1,173 2021 1,002 2022 834 2023 790 Thereafter 1,438 $ 6,662 |
QUARTERLY FINANIAL INFORMATIO_2
QUARTERLY FINANIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
QUARTERLY FINANIAL INFORMATION (UNAUDITED) [Abstract] | |
Quarterly Financial Information | Summarized quarterly results or the year ended December 31, 2018, the Successor Period of February 1, 2017 through December 31, 2017 and Predecessor Period of January 1, 2017 through January 31, 2017 were as follows (in thousands, except per share data): Successor Company 2018 by Quarter: Q1 Q2 Q3 Q4 Year Ended December 31, 2018 Revenues $ 55,956 $ 70,379 $ 72,508 $ 75,058 $ 273,901 Operating expenses 53,419 64,319 74,918 68,173 260,829 Operating income (loss) 2,537 6,060 (2,410 ) 6,885 13,072 Interest expense 3,284 3,392 3,434 8,338 18,448 (Loss) income before income taxes (747 ) 2,668 (5,844 ) (1,453 ) (5,376 ) Income tax (benefit) provision (207 ) 824 7,569 (6,318 ) 1,868 Net (loss) income $ (540 ) $ 1,844 $ (13,413 ) $ 4,865 $ (7,244 ) (Loss) earnings per share: Basic $ (0.03 ) $ 0.11 $ (0.43 ) $ 0.13 $ (0.28 ) Diluted $ (0.03 ) $ 0.11 $ (0.43 ) $ 0.13 $ (0.28 ) Weighted-average shares outstanding: Basic 17,227,682 17,227,682 30,975,338 36,182,783 25,484,386 Diluted 17,227,682 17,227,682 30,975,338 36,572,071 25,484,386 2017 by Quarter: Predecessor Company Successor Company Period from January 1, 2017 to January 31, 2017 Period From February 1, 2017 to March 31, 2017 Q2 Q3 Q4 Period From February 1, 2017 to December 31, 2017 Revenues $ 14,425 $ 31,601 $ 53,777 $ 56,393 $ 59,268 $ 201,039 Operating expenses 19,332 36,987 50,140 52,546 59,558 199,231 Operating (loss) income (4,907 ) (5,386 ) 3,637 3,847 (290 ) 1,808 Interest expense 614 1,375 2,120 4,612 3,341 11,448 (Loss) income before income taxes (5,521 ) (6,761 ) 1,517 (765 ) (3,631 ) (9,640 ) Income tax (benefit) provision (2,203 ) 1,000 244 (191 ) (519 ) 534 Net (loss) income $ (3,318 ) $ (7,761 ) $ 1,273 $ (574 ) $ (3,112 ) $ (10,174 ) (Loss) earnings per share: Basic and Diluted $ (0.45 ) $ 0.07 $ (0.03 ) $ (0.18 ) $ (0.59 ) Weighted-average shares outstanding: Basic and Diluted 17,227,682 17,227,682 17,227,682 17,227,682 17,227,682 |
BASIS OF PRESENTATION AND BUS_2
BASIS OF PRESENTATION AND BUSINESS (Details) | Dec. 31, 2018 |
Intermex Wire Transfer de Guatemala S.A. [Member] | |
Noncontrolling Interest Items [Abstract] | |
Ownership percentage | 99.80% |
Intermex Transfers de Mexico, S.A. [Member] | |
Noncontrolling Interest Items [Abstract] | |
Ownership percentage | 98.00% |
Intermex Wire Transfer Corp [Member] | |
Noncontrolling Interest Items [Abstract] | |
Ownership percentage | 100.00% |
Intermex Wire Transfer II, LLC [Member] | |
Noncontrolling Interest Items [Abstract] | |
Ownership percentage | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($)Segment | Dec. 31, 2016USD ($) | |
Concentration of Credit Risk [Abstract] | ||||
Amount exceeded of federally insured limits | $ 31,700,000 | $ 61,400,000 | ||
Cash Balances [Abstract] | ||||
Cash in U.S. dollars in U.S. banks | 55,376,000 | 69,155,000 | ||
Cash in Foreign Banks and Foreign Currency | 3,774,000 | 3,865,000 | ||
Petty cash | 6,000 | 9,000 | ||
Cash | 59,156,000 | 73,029,000 | ||
Prepaid Expenses and Other Assets [Abstract] | ||||
Restricted cash maintained by united states bank and collateral for an irrevocable stand-by letter of credit | 600,000 | 0 | ||
Goodwill and Other Intangible Assets [Abstract] | ||||
Impairment charges | 0 | 0 | ||
Advertising Costs [Abstract] | ||||
Advertising costs | 1,700,000 | 1,800,000 | ||
Income Taxes [Abstract] | ||||
Accrued interest and penalties | 0 | 0 | ||
Foreign Currency Translation [Abstract] | ||||
Gains (losses) from foreign currency transactions | (17,000) | $ 29,800 | ||
Segments [Abstract] | ||||
Number of reportable segments | Segment | 1 | |||
Accounting Pronouncements [Abstract] | ||||
Restricted cash | 600,000 | $ 0 | ||
Other Assets [Member] | ||||
Prepaid Expenses and Other Assets [Abstract] | ||||
Restricted cash maintained by united states bank and collateral for an irrevocable stand-by letter of credit | 600,000 | |||
Accounting Pronouncements [Abstract] | ||||
Restricted cash | $ 600,000 | |||
Maximum [Member] | ||||
Accounts Receivable and Allowance for Doubtful Accounts [Abstract] | ||||
Number of days recorded upon initiation of wire transfer | 5 days | |||
Agent Relationships [Member] | ||||
Goodwill and Other Intangible Assets [Abstract] | ||||
Estimated useful life | 15 years | |||
Trade Name [Member] | ||||
Goodwill and Other Intangible Assets [Abstract] | ||||
Estimated useful life | 15 years | |||
Developed Technology [Member] | ||||
Goodwill and Other Intangible Assets [Abstract] | ||||
Estimated useful life | 15 years | |||
Other Intangible Assets [Member] | ||||
Goodwill and Other Intangible Assets [Abstract] | ||||
Estimated useful life | 10 years | |||
Computer Software [Member] | ||||
Property and Equipment [Abstract] | ||||
Estimated useful life | 5 years | |||
Predecessor [Member] | ||||
Advertising Costs [Abstract] | ||||
Advertising costs | $ 100,000 | $ 1,100,000 | ||
Foreign Currency Translation [Abstract] | ||||
Gains (losses) from foreign currency transactions | $ 11,600 | $ 1,100 |
FINTECH MERGER AND STELLA POI_3
FINTECH MERGER AND STELLA POINT ACQUISITION, Fintech Merger (Details) - USD ($) $ in Thousands | Jul. 26, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Jan. 31, 2017 |
Reverse Recapitalization [Abstract] | ||||
Cash balance available to Intermex prior to the consummation of the Merger | $ 110,726 | $ 35,902 | $ 44,473 | $ 64,410 |
Cash consideration to Intermex shareholders | $ 0 | (101,659) | ||
Net equity infusion | $ 9,989 | |||
Common shares, outstanding (in shares) | 36,200,000 | 17,227,682 | 36,182,783 | |
Warrants to purchase common stock (in shares) | 9,000,000 | |||
2018 Equity Compensation Plan [Member] | ||||
Reverse Recapitalization [Abstract] | ||||
Shares reserved for issuance (in shares) | 3,400,000 | |||
Intermex [Member] | ||||
Reverse Recapitalization [Abstract] | ||||
Intermex Merger costs paid from acquisition proceeds at closing | $ (9,062) | |||
Cash consideration to Intermex shareholders | $ (101,659) | |||
FinTech [Member] | ||||
Merger [Abstract] | ||||
Redemption of shares (in shares) | 4,900,000 | |||
Gross redemption payments | $ 49,800 | |||
Number of outstanding shares subsequent to redemption (in shares) | 18,900,000 | |||
Consideration paid in equity (in shares) | 17,200,000 | |||
Reverse Recapitalization [Abstract] | ||||
Net cash proceeds from reverse recapitalization | $ 5 | |||
Prepaid expenses | 76 | |||
Accrued liabilities | (136) | |||
Deferred tax assets | 982 | |||
Net equity infusion | $ 9,989 | |||
Amortization post-merger tax returns period | 15 years |
FINTECH MERGER AND STELLA POI_4
FINTECH MERGER AND STELLA POINT ACQUISITION, Stella Point Acquisition (Details) - USD ($) | Feb. 01, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 |
Assets Acquired and Liabilities Assumed [Abstract] | |||||
Goodwill | $ 36,260,000 | $ 36,260,000 | $ 36,260,000 | ||
Acquisition-Related Costs [Abstract] | |||||
Transaction cost | 8,706,000 | $ 10,319,000 | |||
Stella Point [Member] | |||||
Business Combination, Consideration Transferred [Abstract] | |||||
Transaction price paid in cash | $ 52,000,000 | ||||
Transaction price paid in equity | 12,400,000 | ||||
Outstanding debt | 78,000,000 | ||||
Additional debt | 5,000,000 | ||||
Contingent consideration | $ 0 | ||||
Ownership interest acquired | 80.70% | ||||
Assets Acquired and Liabilities Assumed [Abstract] | |||||
Cash | $ 43,065,000 | ||||
Accounts receivables | 24,032,000 | ||||
Prepaid and other current assets | 3,713,000 | ||||
Property and equipment | 6,328,000 | ||||
Other assets | 1,345,000 | ||||
Total tangible assets acquired | 78,483,000 | ||||
Intangible assets acquired | 62,660,000 | ||||
Deferred tax asset, net | 2,119,000 | ||||
Less: Liabilities assumed | (115,112,000) | ||||
Net assets | 28,150,000 | ||||
Goodwill | 36,260,000 | ||||
Total purchase price | 64,410,000 | ||||
Acquisition-Related Costs [Abstract] | |||||
Transaction cost | $ 8,700,000 | ||||
Predecessor Company [Member] | |||||
Assets Acquired and Liabilities Assumed [Abstract] | |||||
Goodwill | 0 | $ 0 | |||
Acquisition-Related Costs [Abstract] | |||||
Transaction cost | 3,917,000 | 901,000 | |||
Predecessor Company [Member] | Stella Point [Member] | |||||
Acquisition-Related Costs [Abstract] | |||||
Transaction cost | $ 3,900,000 | $ 900,000 |
NOTES RECEIVABLE (Details)
NOTES RECEIVABLE (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Notes Receivable from Sending Agents [Abstract] | ||
Notes receivable, current | $ 730 | $ 471 |
Allowance | (279) | (176) |
Net current | 451 | 295 |
Notes receivable, long-term | 478 | 608 |
Allowance | (169) | (248) |
Net long-term | 309 | 360 |
Notes collateralized amount | 1,200 | $ 1,100 |
Maturities of Notes Receivable [Abstract] | ||
Under 1 year | 730 | |
Between 1 and 2 years | 438 | |
Between 2 and 3 years | 40 | |
Total | $ 1,208 | |
Minimum [Member] | ||
Notes Receivable from Sending Agents [Abstract] | ||
Interest rate on notes receivable | 0.00% | |
Maximum [Member] | ||
Notes Receivable from Sending Agents [Abstract] | ||
Interest rate on notes receivable | 18.50% |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Property and Equipment [Abstract] | ||||
Property and equipment, gross | $ 10,255 | $ 15,500 | ||
Less: Accumulated depreciation | (1,764) | (5,107) | ||
Property and equipment, net | 8,491 | 10,393 | ||
Depreciation expense | 2,100 | 3,200 | ||
Repairs and maintenance expenses | 900 | 1,400 | ||
Computer Software and Equipment [Member] | ||||
Property and Equipment [Abstract] | ||||
Property and equipment, gross | 9,154 | 14,114 | ||
Equipment maintained at locations of agents | 3,800 | $ 7,200 | ||
Computer Software and Equipment [Member] | Minimum [Member] | ||||
Property and Equipment [Abstract] | ||||
Estimated useful lives | 3 years | |||
Computer Software and Equipment [Member] | Maximum [Member] | ||||
Property and Equipment [Abstract] | ||||
Estimated useful lives | 5 years | |||
Office Improvements [Member] | ||||
Property and Equipment [Abstract] | ||||
Property and equipment, gross | 798 | $ 989 | ||
Estimated useful lives | 5 years | |||
Furniture and Fixtures [Member] | ||||
Property and Equipment [Abstract] | ||||
Property and equipment, gross | 303 | $ 397 | ||
Estimated useful lives | 7 years | |||
Software Development [Member] | ||||
Property and Equipment [Abstract] | ||||
Equipment maintained at locations of agents | $ 1,300 | $ 1,900 | ||
Predecessor Company [Member] | ||||
Property and Equipment [Abstract] | ||||
Depreciation expense | $ 200 | $ 1,600 | ||
Repairs and maintenance expenses | $ 100 | $ 800 |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 31, 2017 |
Indefinite life [Abstract] | |||
Goodwill | $ 36,260 | $ 36,260 | $ 36,260 |
Total indefinite life | $ 36,260 | $ 36,260 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, Intangible Assets (Details) $ in Thousands | 11 Months Ended | 12 Months Ended |
Dec. 31, 2017USD ($)Agent | Dec. 31, 2018USD ($) | |
Finite-Lived Intangible Assets [Abstract] | ||
Accumulated amortization expense | $ (14,559) | $ (27,025) |
Net amortizable intangibles | 48,741 | 36,395 |
Agent Relationships [Member] | ||
Finite-Lived Intangible Assets [Abstract] | ||
Gross amortizable intangibles | $ 40,500 | $ 40,500 |
Finite-Lived Intangible Assets, Other Information [Abstract] | ||
Expected useful life | 15 years | |
Number of independent agents | Agent | 5,000 | |
Location turnover rate | 17.40% | |
Trade Name [Member] | ||
Finite-Lived Intangible Assets [Abstract] | ||
Gross amortizable intangibles | $ 15,500 | $ 15,500 |
Finite-Lived Intangible Assets, Other Information [Abstract] | ||
Expected useful life | 15 years | |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Abstract] | ||
Gross amortizable intangibles | $ 6,600 | $ 6,600 |
Finite-Lived Intangible Assets, Other Information [Abstract] | ||
Expected useful life | 15 years | |
Number of development years for state-of-the-art system | 20 years | |
Obsolescence rate | 18.00% | |
Other Intangibles [Member] | ||
Finite-Lived Intangible Assets [Abstract] | ||
Gross amortizable intangibles | $ 700 | $ 820 |
Finite-Lived Intangible Assets, Other Information [Abstract] | ||
Expected useful life | 10 years | |
Agent Locations [Member] | ||
Finite-Lived Intangible Assets [Abstract] | ||
Net amortizable intangibles | $ 600 | $ 700 |
Finite-Lived Intangible Assets, Other Information [Abstract] | ||
Expected useful life | 10 years |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, Changes in Goodwill (Details) - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 36,260,000 | $ 36,260,000 | |
Acquisition of agent locations | 0 | 0 | |
Amortization expense | 0 | 0 | |
Goodwill, ending balance | $ 36,260,000 | 36,260,000 | $ 36,260,000 |
Predecessor Company [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 0 | $ 0 | |
Amortization expense | 0 | ||
Goodwill, ending balance | $ 0 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, Changes in Intangible Assets (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Other Intangibles [Roll Forward] | ||||
Other intangibles, beginning balance | $ 62,660 | $ 48,741 | ||
Acquisition of agent locations | 640 | 120 | ||
Amortization expense | (14,559) | (12,466) | ||
Other intangibles, ending balance | $ 62,660 | 48,741 | $ 36,395 | |
Predecessor Company [Member] | ||||
Other Intangibles [Roll Forward] | ||||
Other intangibles, beginning balance | 6,348 | $ 6,117 | ||
Amortization expense | (231) | $ 900 | ||
Other intangibles, ending balance | $ 6,117 | $ 6,348 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Amortization Expense Related to Intangible Assets [Abstract] | ||
2019 | $ 9,324 | |
2020 | 6,917 | |
2021 | 5,128 | |
2022 | 3,964 | |
2023 | 2,956 | |
Thereafter | 8,106 | |
Net amortizable intangibles | $ 36,395 | $ 48,741 |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Payables to sending agents | $ 8,972 | $ 6,875 |
Accrued compensation | 2,344 | 1,092 |
Accrued bank charges | 983 | 897 |
Accrued loyalty program reserve | 621 | 165 |
Accrued legal fees | 920 | 1,644 |
Accrued taxes | 745 | 319 |
Accrued interest | 1,009 | 0 |
Other | 761 | 522 |
Accrued and other liabilities | $ 16,355 | $ 11,514 |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | Nov. 07, 2018 | Aug. 23, 2017 | Feb. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | |
Debt Instruments [Abstract] | |||||||
Long-term debt, gross | $ 120,000 | $ 115,788 | $ 120,000 | ||||
Less: Current portion of long term debt | [1] | (3,936) | (3,913) | (3,936) | |||
Less: Debt origination costs | (2,738) | (3,822) | (2,738) | ||||
Long-term debt, noncurrent | 113,326 | 108,053 | 113,326 | ||||
Debt issuance costs, current | 600 | 900 | 600 | ||||
Transaction costs | 8,706 | 10,319 | |||||
Loss on extinguishment of debt | (5,400) | ||||||
Prepayment of debt | 1,800 | 0 | 1,843 | ||||
Write-off of unamortized debt origination costs | $ 1,900 | 3,500 | $ 3,500 | ||||
Minimum [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Fixed charge coverage ratio | 1.25 | ||||||
Maximum [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Consolidated leverage ratio | 3.25 | ||||||
MC Credit Partners [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Long-term debt, gross | 90,000 | $ 90,000 | |||||
Frequency of principal payment | Quarterly | ||||||
Term Loan [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Long-term debt, gross | 90,000 | $ 95,788 | $ 90,000 | ||||
Term Loan [Member] | MC Credit Partners [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Effective interest rate | 10.46% | ||||||
Term Loan [Member] | December 31, 2017 through September 30, 2019 [Member] | MC Credit Partners [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 1.25% | ||||||
Term Loan [Member] | December 31, 2019 and thereafter [Member] | MC Credit Partners [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 2.50% | ||||||
Revolving Credit Facility [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Long-term debt, gross | $ 30,000 | $ 20,000 | 30,000 | ||||
Revolving Credit Facility [Member] | MC Credit Partners [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Effective interest rate | 12.50% | ||||||
Senior Secured Credit Facility [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Transaction costs | $ 1,500 | ||||||
Senior Secured Credit Facility [Member] | LIBOR [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Interest rate | 9.00% | ||||||
Senior Secured Credit Facility [Member] | Base Rate [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Interest rate | 8.00% | ||||||
Senior Secured Credit Facility [Member] | Term Loan [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Aggregate principal amount | $ 97,000 | ||||||
Senior Secured Credit Facility [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Maximum borrowing capacity | $ 20,000 | ||||||
Credit Agreement [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Maturity date | Nov. 7, 2023 | ||||||
Unused line fee percentage | 0.35% | ||||||
Credit Agreement [Member] | LIBOR [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Interest rate | 4.50% | ||||||
Credit Agreement [Member] | Base Rate [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Interest rate | 3.50% | ||||||
Credit Agreement [Member] | Term Loan [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Aggregate principal amount | $ 90,000 | ||||||
Interest rate | 8.22% | ||||||
Credit Agreement [Member] | Term Loan [Member] | Year 1 [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 5.00% | ||||||
Credit Agreement [Member] | Term Loan [Member] | Year 2 [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 7.50% | ||||||
Credit Agreement [Member] | Term Loan [Member] | Year 3 [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 7.50% | ||||||
Credit Agreement [Member] | Term Loan [Member] | Year 4 [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 10.00% | ||||||
Credit Agreement [Member] | Term Loan [Member] | Year 5 [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Periodic repayment percentage | 10.00% | ||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Maximum borrowing capacity | $ 35,000 | ||||||
Interest rate | 8.56% | ||||||
Credit Agreement [Member] | Incremental Facility [Member] | |||||||
Debt Instruments [Abstract] | |||||||
Maximum borrowing capacity | $ 30,000 | ||||||
[1] | Current portion of long-term debt is net of debtorigination costs of approximately $0.6 million and $0.9 million at December 31, 2018 and 2017, respectively. |
DEBT, Annual Maturities of Term
DEBT, Annual Maturities of Term Loan (Details) - USD ($) $ in Thousands | Feb. 01, 2017 | Jan. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2018 | Aug. 31, 2017 |
Annual Maturities of Term Loan [Abstract] | |||||||||
Long-term debt, gross | $ 120,000 | $ 115,788 | $ 120,000 | $ 115,788 | |||||
Unamortized portion of debt origination costs | 3,400 | 4,300 | 3,400 | 4,300 | |||||
Amortization of debt issuance costs | $ 335 | 4,448 | $ 335 | ||||||
Write-off of unamortized debt origination costs | $ 1,900 | 3,500 | 3,500 | ||||||
Predecessor [Member] | |||||||||
Annual Maturities of Term Loan [Abstract] | |||||||||
Amortization of debt issuance costs | $ 39 | $ 2,671 | |||||||
Write-off of unamortized debt origination costs | $ 2,300 | ||||||||
Credit Agreement [Member] | |||||||||
Annual Maturities of Term Loan [Abstract] | |||||||||
Capitalized debt issuance costs | $ 3,500 | $ 4,700 | |||||||
Credit Agreement [Member] | Predecessor [Member] | |||||||||
Annual Maturities of Term Loan [Abstract] | |||||||||
Capitalized debt issuance costs | $ 0 | ||||||||
MC Credit Partners [Member] | |||||||||
Annual Maturities of Term Loan [Abstract] | |||||||||
2019 | 4,500 | 4,500 | |||||||
2020 | 6,750 | 6,750 | |||||||
2021 | 6,750 | 6,750 | |||||||
2022 | 9,000 | 9,000 | |||||||
2023 | 63,000 | 63,000 | |||||||
Long-term debt, gross | $ 90,000 | $ 90,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 11 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Dec. 31, 2018 | |
RELATED PARTY TRANSACTIONS [Abstract] | ||
Monthly management fees plus reimbursement expense | $ 65,000 | |
Amounts payable to related parties | $ 0 | 0 |
Amounts receivable from related parties | 0 | 0 |
Reimbursed expenses | $ 12,000 | |
Termination fee | $ 1,600,000 |
STOCKHOLDER'S EQUITY AND SHAR_3
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Jul. 26, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement [Abstract] | |||
Common shares, outstanding (in shares) | 36,182,783 | 36,200,000 | 17,227,682 |
Warrants to purchase common stock (in shares) | 9,000,000 | ||
Common stock, shares authorized (in shares) | 230,000,000 | 230,000,000 | |
Common Stock, shares issued (in shares) | 36,182,783 | 17,227,682 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Number of shares of common stock called by each warrant (in shares) | 1 | ||
Warrant exercise price (in dollars per share) | $ 11.50 | ||
Warrants exercisable period on completion of business combination | 30 days | ||
Warrants expiration period | 5 days | ||
Public Warrants [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Warrants redemption price (in dollars per share) | $ 0.01 | ||
Stock price to redeem warrants (in dollars per share) | $ 24 | ||
Number of consecutive trading days to redeem warrants | 20 days | ||
Number of trading days to redemption | 30 days | ||
Number of business days before the company sends notice of redemption to warrant holders | 3 days | ||
Public Warrants [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Written notice period for warrants redemption | 30 days | ||
Intermex [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Percentage of outstanding common stock owned | 48.30% | ||
FinTech [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Percentage of outstanding common stock owned | 51.70% | ||
FinTech [Member] | Placement Warrants [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Number of warrants issued (in shares) | 200,000 | ||
FinTech [Member] | Public Warrants [Member] | |||
Share-based Compensation Arrangement [Abstract] | |||
Number of warrants issued (in shares) | 8,800,000 |
STOCKHOLDER'S EQUITY AND SHAR_4
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, 2018 Omnibus Equity Compensation Plan (Details) - 2018 Equity Compensation Plan [Member] | Jul. 26, 2018shares | Dec. 31, 2018USD ($)Installments$ / sharesshares |
Share-based Compensation Arrangement [Abstract] | ||
Shares reserved for issuance (in shares) | 3,400,000 | |
Stock Option [Member] | ||
Share-based Compensation Arrangement [Abstract] | ||
Number of equal installments for options vesting | Installments | 4 | |
Options vesting period | 4 years | |
Share-based compensation expense | $ | $ 1,000,000 | |
Options vested (in shares) | 0 | |
Option exercisable (in shares) | 0 | |
Options non-vested (in shares) | 2,900,000 | |
Unrecognized compensation expense | $ | $ 9,000,000 | |
Weighted-average non-vested period | 3 years 7 months 6 days | |
Number of Options [Roll Forward] | ||
Outstanding, beginning balance (in shares) | 0 | |
Granted (in shares) | 2,894,219 | |
Exercised (in shares) | 0 | |
Forfeited (in shares) | (13,000) | |
Expired (in shares) | 0 | |
Outstanding, ending balance (in shares) | 2,881,219 | |
Weighted Average Exercise Price [Roll Forward] | ||
Granted (in dollars per share) | $ / shares | $ 10 | |
Forfeited (in dollars per share) | $ / shares | 9.91 | |
Outstanding, ending (in dollars per share) | $ / shares | $ 10 | |
Weighted Average Remaining Contractual Term [Abstract] | ||
Weighted average remaining contractual term | 9 years 7 months 6 days | |
Weighted Average Grant Date Fair Value [Abstract] | ||
Granted (in dollars per share) | $ / shares | $ 3.46 | |
Forfeited (in dollars per share) | $ / shares | 3.43 | |
Outstanding (in dollars per share) | $ / shares | $ 3.47 | |
Restricted Shares [Member] | ||
Share-based Compensation Arrangement [Abstract] | ||
Restricted stock units granted (in shares) | 21,200 | |
Options vesting period | 1 year | |
Share-based compensation expense | $ | $ 87,500 | |
Unrecognized compensation expense | $ | $ 122,500 | |
Restricted stock units, forfeited (in shares) | 0 | |
Restricted stock units, vested (in shares) | 0 | |
Annual cash retainer paid to directors | $ | $ 40,000 |
STOCKHOLDER'S EQUITY AND SHAR_5
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, Incentive Units (Details) - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Feb. 28, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Dividends [Abstract] | ||||||
Cash dividends | $ 20,200,000 | $ 0 | ||||
Incentive Units [Member] | ||||||
Share-based Compensation Arrangement [Abstract] | ||||||
Share-based compensation expense | $ 1,800,000 | $ 4,700,000 | ||||
Assumptions used in Calculating Fair Value [Abstract] | ||||||
Expected dividend yield | 0.00% | 0.00% | ||||
Expected volatility | 47.40% | 46.90% | ||||
Risk-free interest rate | 1.90% | 2.10% | ||||
Expected term | 5 years 9 months 18 days | 6 years | ||||
Class B [Member] | ||||||
Incentive Units [Abstract] | ||||||
Authorized (in shares) | 10,000,000 | |||||
Units Issued (in shares) | 665,000 | 9,055,000 | ||||
Number of Units [Abstract] | ||||||
Granted during Successor Period (in shares) | 9,720,000 | 410,000 | ||||
Vested (in shares) | (1,944,000) | (7,882,000) | ||||
Forfeited (in shares) | (304,000) | |||||
Outstanding, ending balance (in shares) | 7,472,000 | 0 | ||||
Weighted Average Grant Date Fair Value [Abstract] | ||||||
Granted during Successor Period (in dollars per share) | $ 0.4948 | $ 0.4872 | $ 0.4878 | $ 0.4948 | ||
Vested (in dollars per share) | 0.4878 | 0.4883 | ||||
Forfeited (in dollars per share) | 0.4872 | |||||
Outstanding (in dollars per share) | $ 0.4879 | $ 0 | ||||
Class C [Member] | ||||||
Incentive Units [Abstract] | ||||||
Authorized (in shares) | 5,000,000 | |||||
Units Issued (in shares) | 332,500 | 4,527,500 | ||||
Number of Units [Abstract] | ||||||
Granted during Successor Period (in shares) | 4,860,000 | 205,000 | ||||
Vested (in shares) | 0 | (4,875,000) | ||||
Forfeited (in shares) | (190,000) | |||||
Outstanding, ending balance (in shares) | 4,670,000 | 0 | ||||
Weighted Average Grant Date Fair Value [Abstract] | ||||||
Granted during Successor Period (in dollars per share) | $ 0.2126 | $ 0.2077 | $ 0.2080 | $ 0.2126 | ||
Vested (in dollars per share) | 0 | 0.2082 | ||||
Forfeited (in dollars per share) | 0.2077 | |||||
Outstanding (in dollars per share) | $ 0.2080 | $ 0 | ||||
Class D [Member] | ||||||
Incentive Units [Abstract] | ||||||
Authorized (in shares) | 5,000,000 | |||||
Units Issued (in shares) | 332,500 | 4,527,500 | ||||
Number of Units [Abstract] | ||||||
Granted during Successor Period (in shares) | 4,860,000 | 205,000 | ||||
Vested (in shares) | 0 | (4,875,000) | ||||
Forfeited (in shares) | (190,000) | |||||
Outstanding, ending balance (in shares) | 4,670,000 | 0 | ||||
Weighted Average Grant Date Fair Value [Abstract] | ||||||
Granted during Successor Period (in dollars per share) | $ 0.1535 | $ 0.1485 | $ 0.1489 | $ 0.1535 | ||
Vested (in dollars per share) | 0 | 0.1491 | ||||
Forfeited (in dollars per share) | 0.1485 | |||||
Outstanding (in dollars per share) | $ 0.1489 | $ 0 | ||||
Predecessor [Member] | ||||||
Dividends [Abstract] | ||||||
Cash dividends | $ 0 | $ 1,300,000 | ||||
Predecessor [Member] | Incentive Units [Member] | ||||||
Share-based Compensation Arrangement [Abstract] | ||||||
Share-based compensation expense | $ 2,900,000 | $ 62,600 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | |
Loss Per Share, Basic and Diluted [Abstract] | ||||||||||
Net loss for basic and diluted loss per common shares | $ 4,865 | $ (13,413) | $ 1,844 | $ (540) | $ (3,112) | $ (574) | $ 1,273 | $ (7,761) | $ (10,174) | $ (7,244) |
Shares [Abstract] | ||||||||||
Weighted-average common shares outstanding - basic and diluted (in shares) | 17,227,682 | 17,227,682 | 17,227,682 | 17,227,682 | 17,227,682 | 25,484,386 | ||||
Net loss per common share - basic and diluted (in dollars per share) | $ (0.18) | $ (0.03) | $ 0.07 | $ (0.45) | $ (0.59) | $ (0.28) | ||||
Options [Member] | ||||||||||
Shares [Abstract] | ||||||||||
Securities excluded from computation of diluted loss per share (in shares) | 0 | 2,900,000 | ||||||||
Restricted Stock Units [Member] | ||||||||||
Shares [Abstract] | ||||||||||
Securities excluded from computation of diluted loss per share (in shares) | 21,200 | |||||||||
Warrants [Member] | ||||||||||
Shares [Abstract] | ||||||||||
Securities excluded from computation of diluted loss per share (in shares) | 0 | 9,000,000 |
INCOME TAXES, Provision (Benefi
INCOME TAXES, Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Current tax provision [Abstract] | ||||||||||||
Foreign | $ 164 | $ 212 | ||||||||||
Federal | 0 | 1,283 | ||||||||||
State | 0 | 182 | ||||||||||
Total Current | 164 | 1,677 | ||||||||||
Deferred tax provision (benefit) [Abstract] | ||||||||||||
Federal | 596 | 93 | ||||||||||
State | (226) | 98 | ||||||||||
Total deferred | 370 | 191 | ||||||||||
Total tax provision (benefit) | $ (6,318) | $ 7,569 | $ 824 | $ (207) | $ (519) | $ (191) | $ 244 | $ 1,000 | $ 534 | $ 1,868 | ||
Predecessor [Member] | ||||||||||||
Current tax provision [Abstract] | ||||||||||||
Foreign | $ 11 | $ 184 | ||||||||||
Federal | 0 | 0 | ||||||||||
State | 0 | 181 | ||||||||||
Total Current | 11 | 365 | ||||||||||
Deferred tax provision (benefit) [Abstract] | ||||||||||||
Federal | (1,792) | 4,537 | ||||||||||
State | (422) | (818) | ||||||||||
Total deferred | (2,214) | 3,719 | ||||||||||
Total tax provision (benefit) | $ (2,203) | $ 4,084 |
INCOME TAXES, Reconciliation of
INCOME TAXES, Reconciliation of Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Reconciliation Between Income Tax Provision (Benefit) at US Statutory Tax Rate [Abstract] | ||||||||||||
Loss before income taxes | $ (1,453) | $ (5,844) | $ 2,668 | $ (747) | $ (3,631) | $ (765) | $ 1,517 | $ (6,761) | $ (9,640) | $ (5,376) | ||
US statutory tax rate | 34.00% | 21.00% | ||||||||||
Income tax (benefit) expense at statutory rate | $ (3,277) | $ (1,129) | ||||||||||
State tax expense (benefit), net of federal | (182) | 145 | ||||||||||
Foreign tax rates different from US statutory rate | 95 | 146 | ||||||||||
Non-deductible expenses | 3,309 | 1,978 | ||||||||||
Write-off of transaction costs | 0 | 321 | ||||||||||
Write-off of net operating losses | 0 | 314 | ||||||||||
Change in tax rate | 604 | 76 | ||||||||||
Other | (15) | 17 | ||||||||||
Total tax provision (benefit) | $ (6,318) | $ 7,569 | $ 824 | $ (207) | $ (519) | $ (191) | $ 244 | $ 1,000 | $ 534 | $ 1,868 | ||
Predecessor [Member] | ||||||||||||
Reconciliation Between Income Tax Provision (Benefit) at US Statutory Tax Rate [Abstract] | ||||||||||||
Loss before income taxes | $ (5,521) | $ 13,484 | ||||||||||
US statutory tax rate | 34.00% | 34.00% | ||||||||||
Income tax (benefit) expense at statutory rate | $ (1,877) | $ 4,585 | ||||||||||
State tax expense (benefit), net of federal | (279) | 575 | ||||||||||
Foreign tax rates different from US statutory rate | (46) | 124 | ||||||||||
Non-deductible expenses | 1 | (59) | ||||||||||
Write-off of transaction costs | 0 | 0 | ||||||||||
Write-off of net operating losses | 0 | 0 | ||||||||||
Change in tax rate | 0 | (1,070) | ||||||||||
Other | (2) | (71) | ||||||||||
Total tax provision (benefit) | $ (2,203) | 4,084 | ||||||||||
Income tax expense (benefit) | $ (1,100) |
INCOME TAXES, Deferred Tax Asse
INCOME TAXES, Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred tax assets [Abstract] | ||
Net operating losses | $ 7,567 | $ 10,583 |
Allowance for doubtful accounts | 287 | 212 |
Transaction Costs | 0 | 533 |
Alternative minimum tax credit | 0 | 272 |
Interest expense carryforwards | 2,525 | 0 |
Share-based compensation | 294 | 0 |
Accrued compensation | 281 | 0 |
Other | 213 | 72 |
Total deferred tax assets | 11,167 | 11,672 |
Deferred tax liabilities [Abstract] | ||
Property and equipment | (1,134) | (500) |
Intangible assets | (7,766) | (9,423) |
Total deferred tax liabilities | (8,900) | (9,923) |
Net deferred tax asset | 2,267 | 1,749 |
Accrued interest and tax penalties | 0 | |
Valuation allowance | $ 0 | 0 |
Decrease in deferred tax asset | $ (600) | |
Minimum [Member] | ||
Deferred tax liabilities [Abstract] | ||
Net operating loss expiration period | Dec. 31, 2029 | |
Maximum [Member] | ||
Deferred tax liabilities [Abstract] | ||
Net operating loss expiration period | Dec. 31, 2037 | |
Federal [Member] | ||
Deferred tax liabilities [Abstract] | ||
Net operating loss carryforwards | $ 29,100 | |
State [Member] | ||
Deferred tax liabilities [Abstract] | ||
Net operating loss carryforwards | $ 31,100 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017USD ($) | Dec. 31, 2017USD ($)StateTerritory | Dec. 31, 2018USD ($) | Dec. 31, 2016USD ($) | |
Leases [Abstract] | ||||
Rent expense | $ 1,800 | |||
Future Minimum Rental Payments [Abstract] | ||||
2019 | 1,425 | |||
2020 | 1,173 | |||
2021 | 1,002 | |||
2022 | 834 | |||
2023 | 790 | |||
Thereafter | 1,438 | |||
Total | $ 6,662 | |||
Contingencies [Abstract] | ||||
Number of states in which entity operates | State | 50 | |||
Number of territories in which entity operates | Territory | 2 | |||
Predecessor Company [Member] | ||||
Leases [Abstract] | ||||
Rent expense | $ 100 | $ 1,600 | $ 1,500 |
DEFINED CONTRIBUTION PLAN (Deta
DEFINED CONTRIBUTION PLAN (Details) - Other Selling, General and Administrative Expenses [Member] - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Defined Contribution Plan [Abstract] | ||||
Defined benefit plan, employer contribution | $ 115,200 | |||
Predecessor [Member] | ||||
Defined Contribution Plan [Abstract] | ||||
Defined benefit plan, employer contribution | $ 10,000 | $ 96,600 | $ 70,100 |
QUARTERLY FINANIAL INFORMATIO_3
QUARTERLY FINANIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | ||||||||||||
Revenues | $ 75,058 | $ 72,508 | $ 70,379 | $ 55,956 | $ 59,268 | $ 56,393 | $ 53,777 | $ 31,601 | $ 201,039 | $ 273,901 | ||
Operating Expenses | 68,173 | 74,918 | 64,319 | 53,419 | 59,558 | 52,546 | 50,140 | 36,987 | 199,231 | 260,829 | ||
Operating income (loss) | 6,885 | (2,410) | 6,060 | 2,537 | (290) | 3,847 | 3,637 | (5,386) | 1,808 | 13,072 | ||
Interest expense | 8,338 | 3,434 | 3,392 | 3,284 | 3,341 | 4,612 | 2,120 | 1,375 | 11,448 | 18,448 | ||
(Loss) income before income taxes | (1,453) | (5,844) | 2,668 | (747) | (3,631) | (765) | 1,517 | (6,761) | (9,640) | (5,376) | ||
Income tax (benefit) provision | (6,318) | 7,569 | 824 | (207) | (519) | (191) | 244 | 1,000 | 534 | 1,868 | ||
Net (loss) income | $ 4,865 | $ (13,413) | $ 1,844 | $ (540) | $ (3,112) | $ (574) | $ 1,273 | $ (7,761) | $ (10,174) | $ (7,244) | ||
(Loss) earnings per share [Abstract] | ||||||||||||
Basic (in dollars per share) | $ 0.13 | $ (0.43) | $ 0.11 | $ (0.03) | $ (0.28) | |||||||
Diluted (in dollars per share) | $ 0.13 | $ (0.43) | $ 0.11 | $ (0.03) | (0.28) | |||||||
Basic and Diluted (in dollars per share) | $ (0.18) | $ (0.03) | $ 0.07 | $ (0.45) | $ (0.59) | $ (0.28) | ||||||
Weighted-average shares outstanding [Abstract] | ||||||||||||
Basic (in shares) | 36,182,783 | 30,975,338 | 17,227,682 | 17,227,682 | 25,484,386 | |||||||
Diluted (in shares) | 36,572,071 | 30,975,338 | 17,227,682 | 17,227,682 | 25,484,386 | |||||||
Basic and Diluted (in shares) | 17,227,682 | 17,227,682 | 17,227,682 | 17,227,682 | 17,227,682 | 25,484,386 | ||||||
Predecessor [Member] | ||||||||||||
Selected Quarterly Financial Information [Abstract] | ||||||||||||
Revenues | $ 14,425 | $ 165,395 | ||||||||||
Operating Expenses | 19,332 | 142,371 | ||||||||||
Operating income (loss) | (4,907) | 23,024 | ||||||||||
Interest expense | 614 | 9,540 | ||||||||||
(Loss) income before income taxes | (5,521) | 13,484 | ||||||||||
Income tax (benefit) provision | (2,203) | 4,084 | ||||||||||
Net (loss) income | $ (3,318) | $ 9,400 |