Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 05, 2020 | Jun. 28, 2019 | |
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 | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Public Float | $ 214,803,545,000 | ||
Entity Common Stock, Shares Outstanding | 38,034,389 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 86,117,000 | $ 73,029,000 |
Accounts receivable, net of allowance of $759 and $842, respectively | 39,754,000 | 35,795,000 |
Prepaid wires | 18,201,000 | 26,655,000 |
Prepaid expenses and other current assets | 4,155,000 | 3,171,000 |
Total current assets | 148,227,000 | 138,650,000 |
Property and equipment, net | 13,282,000 | 10,393,000 |
Goodwill | 36,260,000 | 36,260,000 |
Intangible assets, net | 27,381,000 | 36,395,000 |
Deferred tax asset, net | 741,000 | 2,267,000 |
Other assets | 1,415,000 | 1,874,000 |
Total assets | 227,306,000 | 225,839,000 |
Current liabilities: | ||
Current portion of long-term debt, net | 7,044,000 | 3,936,000 |
Accounts payable | 13,401,000 | 11,438,000 |
Wire transfers and money orders payable | 40,197,000 | 36,311,000 |
Accrued and other liabilities | 23,074,000 | 16,355,000 |
Total current liabilities | 83,716,000 | 68,040,000 |
Long-term liabilities: | ||
Debt, net | 87,623,000 | 113,326,000 |
Total long-term liabilities | 87,623,000 | 113,326,000 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock $0.0001 par value; 230,000,000 shares authorized, 38,034,389 and 36,182,783 shares issued and outstanding as of December 31, 2019 and 2018, respectively | 4,000 | 4,000 |
Additional paid-in capital | 54,694,000 | 61,889,000 |
Retained earnings (accumulated deficit) | 1,176,000 | (17,418,000) |
Accumulated other comprehensive income (loss) | 93,000 | (2,000) |
Total stockholders' equity | 55,967,000 | 44,473,000 |
Total liabilities and stockholders' equity | $ 227,306,000 | $ 225,839,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 759 | $ 842 |
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 shares, issued (in shares) | 38,034,389 | 36,182,783 |
Common shares, outstanding (in shares) | 38,034,389 | 36,182,783 |
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, 2019 | Dec. 31, 2018 | |
Revenues: | ||||
Wire transfer and money order fees | $ 11,877 | $ 169,796 | $ 273,081 | $ 232,380 |
Foreign exchange | 2,450 | 30,014 | 44,268 | 39,765 |
Other income | 98 | 1,229 | 2,252 | 1,756 |
Total revenues | 14,425 | 201,039 | 319,601 | 273,901 |
Operating expenses: | ||||
Service charges from agents and banks | 9,441 | 135,569 | 212,670 | 182,471 |
Salaries and benefits | 4,530 | 23,417 | 30,705 | 32,926 |
Other selling, general and administrative expenses | 1,062 | 14,894 | 27,095 | 19,442 |
Transaction costs | 3,917 | 8,706 | 0 | 10,319 |
Depreciation and amortization | 382 | 16,645 | 12,689 | 15,671 |
Total operating expenses | 19,332 | 199,231 | 283,159 | 260,829 |
Operating income (loss) | (4,907) | 1,808 | 36,442 | 13,072 |
Interest expense | 614 | 11,448 | 8,510 | 18,448 |
Income (loss) before income taxes | (5,521) | (9,640) | 27,932 | (5,376) |
Income tax provision (benefit) | (2,203) | 534 | 8,323 | 1,868 |
Net income (loss) | (3,318) | (10,174) | 19,609 | (7,244) |
Other comprehensive income (loss) | (3) | (2) | 95 | 0 |
Comprehensive income (loss) | $ (3,321) | $ (10,176) | $ 19,704 | $ (7,244) |
Earnings (loss) per common share: | ||||
Basic and diluted (in dollars per share) | $ (0.59) | $ 0.52 | $ (0.28) | |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 17,227,682 | 37,428,345 | 25,484,386 | |
Diluted (in shares) | 17,227,682 | 37,594,158 | 25,484,386 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Previously Reported | Restatement Adjustment | Common Stock | Common StockPreviously Reported | Common StockRestatement Adjustment | Additional Paid-in Capital | Additional Paid-in CapitalPreviously Reported | Additional Paid-in CapitalRestatement Adjustment | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit)Previously Reported | Retained Earnings (Accumulated Deficit)Restatement Adjustment | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Previously Reported | Accumulated Other Comprehensive Income (Loss)Restatement Adjustment |
Beginning Balance at Dec. 31, 2016 | $ 3,259 | $ 819 | $ 70,011 | $ (67,551) | $ (20) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2016 | 81,879,165 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (3,318) | (3,318) | |||||||||||||
Issuance of common stock: | |||||||||||||||
Share-based compensation | 2,916 | $ 5 | 2,911 | ||||||||||||
Share-based compensation (in shares) | 561 | ||||||||||||||
Adjustment from foreign currency translation, net | (3) | (3) | |||||||||||||
Ending Balance at Jan. 31, 2017 | $ 2,854 | $ 64,410 | $ 824 | $ 2 | $ 72,922 | $ 64,408 | $ (70,869) | $ 0 | $ (23) | $ 0 | |||||
Ending Balance (in shares) at Jan. 31, 2017 | 81,879,726 | 17,227,682 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (10,174) | (10,174) | |||||||||||||
Common dividend distributions | (20,178) | (20,178) | |||||||||||||
Issuance of common stock: | |||||||||||||||
Share-based compensation | 1,846 | 1,846 | |||||||||||||
Adjustment from foreign currency translation, net | (2) | (2) | |||||||||||||
Ending Balance at Dec. 31, 2017 | 35,902 | $ 2 | 46,076 | (10,174) | (2) | ||||||||||
Ending Balance (in shares) at Dec. 31, 2017 | 17,227,682 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (7,244) | (7,244) | |||||||||||||
Net equity infusion from reverse recapitalization | 9,989 | $ 2 | 9,987 | ||||||||||||
Net equity infusion from reverse recapitalization (in shares) | 18,955,101 | ||||||||||||||
Issuance of common stock: | |||||||||||||||
Share-based compensation | 5,826 | 5,826 | |||||||||||||
Ending Balance at Dec. 31, 2018 | 44,473 | $ 4 | 61,889 | (17,418) | (2) | ||||||||||
Ending Balance (in shares) at Dec. 31, 2018 | 36,182,783 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Adoption of new accounting pronouncement | Accounting Standards Update 2014-09 | (1,000) | ||||||||||||||
Warrant exchange | (10,031) | (10,031) | |||||||||||||
Warrant exchange (in shares) | 1,800,065 | ||||||||||||||
Net income (loss) | 19,609 | 19,609 | |||||||||||||
Issuance of common stock: | |||||||||||||||
Exercise of stock options | 227 | 227 | |||||||||||||
Exercise of stock options (in shares) | 30,349 | ||||||||||||||
Restricted stock units | 0 | ||||||||||||||
Restricted stock units (in shares) | 21,192 | ||||||||||||||
Share-based compensation | 2,609 | 2,609 | |||||||||||||
Adjustment from foreign currency translation, net | 95 | 95 | |||||||||||||
Ending Balance at Dec. 31, 2019 | $ 55,967 | $ 4 | $ 54,694 | $ 1,176 | $ 93 | ||||||||||
Ending Balance (in shares) at Dec. 31, 2019 | 38,034,389 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||||
Net income (loss) | $ (3,318,000) | $ (10,174,000) | $ 19,609,000 | $ (7,244,000) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||
Depreciation and amortization | 382,000 | 16,645,000 | 12,689,000 | 15,671,000 |
Share-based compensation | 2,916,000 | 1,846,000 | 2,609,000 | 5,826,000 |
Provision for bad debts | 84,000 | 1,401,000 | 1,626,000 | 1,236,000 |
Debt origination costs amortization | 39,200 | 335,000 | 734,000 | 4,448,000 |
Deferred income tax provision (benefit), net | (2,214,000) | 370,000 | 1,863,000 | 191,000 |
Debt extinguishment costs | 0 | 0 | 0 | 1,843,000 |
Loss on disposal of property and equipment | 12,000 | 128,000 | 265,000 | 216,000 |
Total adjustments | 1,219,000 | 20,725,000 | 19,786,000 | 29,431,000 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 3,612,000 | (29,173,000) | (5,655,000) | 14,337,000 |
Prepaid wires | 7,849,000 | (4,144,000) | 8,805,000 | (19,000,000) |
Prepaid expenses and other assets | 71,000 | (1,011,000) | (659,000) | (2,080,000) |
Wire transfers and money orders payable | (1,884,000) | 27,638,000 | 3,416,000 | (11,899,000) |
Accounts payable and accrued other liabilities | 1,103,000 | 3,556,000 | 7,232,000 | 16,293,000 |
Net cash provided by operating activities | 8,652,000 | 7,417,000 | 52,534,000 | 19,838,000 |
Cash flows from investing activities: | ||||
Purchases of property and equipment | (249,000) | (4,351,000) | (6,469,000) | (5,331,000) |
Net cash used in business acquisition | (924,000) | 0 | 0 | |
Acquisition of agent locations | 0 | 0 | (250,000) | (120,000) |
Net cash used in investing activities | (249,000) | (5,275,000) | (6,719,000) | (5,451,000) |
Cash flows from financing activities: | ||||
Borrowings under term loan | 0 | 102,000,000 | 12,000,000 | 90,000,000 |
(Repayments) borrowings under revolving loan, net | (2,000,000) | 12,000,000 | (30,000,000) | 10,000,000 |
Repayments of term loan | 0 | (76,212,000) | (4,956,000) | (95,788,000) |
Debt origination costs | 0 | (4,683,000) | (240,000) | (3,487,000) |
Debt extinguishment costs | 0 | 0 | 0 | (1,843,000) |
Proceeds from reverse recapitalization | 0 | 0 | 101,664,000 | |
Cash consideration to Intermex shareholders | 0 | 0 | (101,659,000) | |
Cash paid in warrant exchange | 0 | 0 | (10,031,000) | 0 |
Proceeds from exercise of options | 0 | 0 | 283,000 | 0 |
Common dividend distributions | 0 | (20,178,000) | 0 | 0 |
Net cash (used in) provided by financing activities | (2,000,000) | 12,927,000 | (32,944,000) | (1,113,000) |
Effect of exchange rate changes on cash | (16,000) | 98,000 | 217,000 | (40,000) |
Net increase in cash and restricted cash | 6,387,000 | 15,167,000 | 13,088,000 | 13,234,000 |
Cash and restricted cash, beginning of the period | 38,241,000 | 44,628,000 | 73,029,000 | 59,795,000 |
Cash and restricted cash, end of the period | 44,628,000 | 59,795,000 | 86,117,000 | 73,029,000 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest | 659,000 | 11,687,000 | 8,768,000 | 10,703,000 |
Cash paid for income taxes | 0 | 400,000 | 4,870,000 | 1,495,000 |
Restricted cash at end of period (included in Prepaid expenses and other current assets) | 640,000 | 640,000 | 0 | 0 |
Supplemental disclosure of non-cash investing activity: | ||||
Agent business acquired in exchange for receivables | 0 | 640,000 | 85,000 | 0 |
Noncash Investing and Financing Items [Abstract] | ||||
Issuance of common stock for cashless exercise of options | 0 | 0 | 21,000 | 0 |
Intermex transaction accruals settled by acquisition proceeds | 0 | 0 | 0 | 9,062,000 |
Net assets acquired in the Merger | $ 0 | $ 0 | $ 0 | $ 922,000 |
BASIS OF PRESENTATION AND BUSIN
BASIS OF PRESENTATION AND BUSINESS | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION AND BUSINESS | 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 the Merger. The Merger was 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 was treated as the equivalent of Intermex issuing stock for the net assets of FinTech, accompanied by a recapitalization. The net assets of FinTech were 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 (see below). 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. 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 and Africa through a network of authorized agents located in various unaffiliated retail establishments throughout the U.S.and 33 company-operated stores. 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 Company") for periods prior to the transaction, and a successor period ("Successor Company"), 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, Intermex Wire Transfer II, LLC - 100% owned by LLC and Canada International Transfers Corp. - 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 accounting principles generally accepted in the U.S. (“GAAP”). |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of consolidated financial statements in conformity with GAAP 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 common shares outstanding for each period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares and common share 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 (“RSUs”) 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 $78.6 million and $61.4 million as of December 31, 2019 and 2018, respectively. The Company has not incurred any losses on these accounts. In addition, the Company maintains various bank accounts in Mexico, Guatemala and Canada, 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 (in thousands): December 31, 2019 December 31, 2018 Cash in U.S. dollars in U.S. banks $ 80,736 $ 69,155 Cash in foreign banks and foreign currency 5,372 3,865 Petty cash 9 9 $ 86,117 $ 73,029 Revenue Recognition Revenues for wire transfer and money order fees are recognized at the time the transaction is processed. The Company acts as the principal for these transactions as the Company controls the service at all times prior to transfer the funds to the beneficiary, is primarily responsible for fulfilling the customer contracts, has the risk of loss and has the ability to establish transaction prices. Therefore, these fees are recognized on a gross basis equal to the full amount of the fee charged to the customer. These fees also vary by transaction primarily depending upon, the principal amount sent, the send and receive locations, as well as the respective currencies of the send and receive locations. Foreign exchange gain, 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 and check cashing services, for which revenue is derived by a fee per transaction. Refer to Note 4 for the discussion related to the adoption of the new revenue recognition guidance. 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 income (loss). 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. Other Prepaid Expenses, Other Current Assets and Other Assets Other prepaid expenses, other current assets and other assets consist primarily of prepaid expenses, notes receivable (see Note 5), security deposits and deferred financing costs. Interest income on notes receivable is recognized on a cash basis due to uncertainty on receiving the interest payments. 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 income (loss). Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the lease term 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. Intangible assets include agent relationships, trade name, developed technology and other intangibles, all with finite lives. Other intangibles primarily relate to the acquisition of certain agent locations. 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, an impairment test is conducted on an annual basis, in the fourth quarter, or more frequently if indicators of impairment are present, which are determined through a qualitative assessment. 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 all periods presented in the consolidated financial statements. The Company’s agent relationships, trade name and developed technology are 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 the credit agreement, consisting of a term loan and a revolving credit facility 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 is 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 income (loss). Advertising Costs Advertising costs are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss) and are expensed as incurred. The Company incurred advertising costs of approximately $1.2 million, $1.8 million and $1.7 million for the years ended December 31, 2019 and 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million for the Predecessor period from January 1, 2017 through January 31, 2017. Income Taxes The Company accounts for income taxes in accordance with GAAP 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, state or local income tax examinations by tax authorities for the years prior to 2015. However, the Company has certain net operating loss carryforwards from tax years 2009 through 2013 that are subject to examination. 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 other selling, general and administrative expenses. As of December 31, 2019 and 2018, 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 income (loss). Gains (losses) from foreign currency transactions amounted to approximately $41.0 thousand, $29.8 thousand and $(17.0) thousand for the years ended December 31, 2019 and 2018 and the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $11.6 thousand for the Predecessor period from January 1, 2017 through January 31, 2017, and are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). Foreign Exchange Spot Transactions In the normal course of business, the Company enters into foreign exchange spot transactions to purchase foreign currency at the current market rate. These transactions are settled within one Comprehensive Income (Loss) Comprehensive income (loss) consists of net income (loss) and the foreign currency translation adjustment and is presented in the consolidated statements of operations and comprehensive income (loss). Share-Based Compensation The Company accounts for its share-based employee compensation expense related to RSUs, stock options and incentive units under GAAP, 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 12 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 U.S. 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 guidance, Revenue from Contracts with Customers (Topic 606) , which amended the existing accounting standards for revenue recognition. Refer to Note 4 for additional discussion on the adoption of this standard on January 1, 2019. The FASB issued amended guidance, Business Combinations (Topic 805) – Clarifying the Definition of a Business , which assists entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. This guidance was adopted by the Company on January 1, 2019 on a prospective basis and it did not have a material impact on the consolidated financial statements. The FASB issued amended guidance, Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments , which clarifies how certain cash receipts and cash payments are presented and classified in the consolidated statements of cash flows. The amendments were aimed at reducing the existing diversity in practice. This guidance was adopted by the Company on January 1, 2019 using the retrospective approach for each period presented. The adoption of this guidance did not have a material impact on the consolidated financial statements. The FASB issued guidance, Leases (Topic 842) , to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. The guidance requires that a lessee recognizes a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. This guidance is required to be adopted by the Company on January 1, 2021 and may be applied using either the earliest period adjustment method or the modified retrospective approach. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. The FASB issued amended guidance, Intangibles – Goodwill and other (Topic 350): Simplifying the Test for Goodwill Impairment . The amended standard simplifies how an entity tests goodwill by eliminating Step 2 of the goodwill impairment test related to measuring an impairment charge. Instead, impairment will be recorded for the amount that the carrying amount of a reporting unit exceeds its fair value. This new guidance is effective for the Company on January 1, 2021. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. The FASB issued guidance, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , regarding the measurement of credit losses for certain financial instruments. The new standard replaces the incurred loss model with a current expected credit loss (“CECL”) model. The CECL model is based on historical experience, adjusted for current conditions and reasonable and supportable forecasts. The Company is required to adopt the new standard on January 1, 2023. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements. Reclassifications Certain reclassifications have been made to prior-year amounts to conform with current-year presentation. |
FINTECH MERGER AND STELLA POINT
FINTECH MERGER AND STELLA POINT ACQUISITION | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
FINTECH MERGER AND STELLA POINT ACQUISITION | FINTECH MERGER AND STELLA POINT ACQUISITION FinTech Merger As discussed in Note 1, on July 26, 2018, Intermex and FinTech consummated the Merger, which was 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 (1) 982 Net equity infusion from FinTech $ 9,989 (1) During the fourth quarter of 2018, the Company acquired approximately $1.0 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. Cash consideration to Intermex shareholders includes the payout of all vested Incentive Units issued to employees of the Company as discussed in Note 12. 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 12). 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 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 income (loss). 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 for the Predecessor period from January 1, 2017 through January 31, 2017 relate to the Stella Point acquisition. There were no transaction costs for the year ended December 31, 2019. Transaction costs included 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. |
REVENUE RECOGNITION STANDARD
REVENUE RECOGNITION STANDARD | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION STANDARD | REVENUE RECOGNITION STANDARD On January 1, 2019, the Company adopted the new accounting standard, Revenue from Contracts with Customers, as amended, which modified the existing accounting standards for revenue recognition. The guidance establishes that an entity should recognize revenue to depict the transfer of promised goods or services, that is, the satisfaction of performance obligations, to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance establishes a five-step model to determine when revenue recognition is appropriate. The Company adopted the guidance using the modified retrospective approach recording the cumulative effect of initially applying the new guidance as an adjustment to the opening balance of retained earnings in the consolidated balance sheet, amounting to $1.0 million, net of tax, with a corresponding increase to deferred revenue liability, included within accrued and other liabilities in the consolidated balance sheet. In accordance with the modified retrospective approach, the comparative information has not been restated and continues to be reported under the accounting standards in effect for that period. The Company recognized in revenues from contracts with customers for the year ended December 31, 2019, the following (in thousands): Wire transfer and money order fees $ 274,161 Discounts and promotions (1,080) Wire transfer and money order fees, net 273,081 Foreign exchange gain 44,268 Other income 2,252 Total revenues $ 319,601 There are no significant initial costs incurred to obtain contracts with customers. However, the Company has a loyalty program that for each wire transfer completed, customers earn points. Customers earn 1 point for each wire transfer processed, which can be redeemed for a discounted wire transaction fee or foreign exchange rate. The discounts vary by country, and the earned points expire if the customer has not initiated and completed an eligible wire transfer transaction within the immediately preceding 180-day period. In addition, earned points will expire 30 days after the end of the program. Therefore, due to the loyalty program benefits represent a future performance obligation, a portion of the initial consideration is recorded as deferred revenue (see Note 8). Revenue from this performance obligation will be recognized upon customers redeeming points. Prior to the implementation of the standard, the Company used the incremental cost method to account for the loyalty program; therefore, a liability for the cost associated with the company’s future obligation to its customers was created and the loyalty program expense was recorded within service charges from agents and banks in the consolidated statements of operations and comprehensive income (loss). Under the new guidance, loyalty program expense is recorded as contra revenue. The loyalty program reserve balance as of January 1, 2019 of $0.6 million was credited to accumulated deficit as this became part of the beginning balance of the new deferred revenue liability. Based on our assessment of the new standard, except for the loyalty program discussed above, we have determined that our revenues include only one performance obligation, which is to collect the consumer’s money and make funds available for payment, generally on the same day, to a designated recipient in the currency requested. |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid Expense and Other Assets [Abstract] | |
PREPAID EXPENSES AND OTHER ASSETS | PREPAID EXPENSES AND OTHER ASSETS Prepaid expenses and other current assets consisted of the following (in thousands): December 31, 2019 2018 Prepaid insurance $ 404 $ 300 Prepaid fees 1,211 719 Notes receivable 648 451 Prepaid taxes 1,025 878 Other prepaid expenses and current assets 867 823 $ 4,155 $ 3,171 Other assets totaling $1.4 million and $1.9 million as of December 31, 2019 and 2018, respectively, consisted primarily of the long-term portion of notes receivable, deferred financing costs on revolving credit facility, security deposits and other prepaids. The Company had notes receivable from sending agents as follows (in thousands): December 31, 2019 2018 Notes receivable, current $ 1,005 $ 730 Allowance (357) (279) Net current $ 648 $ 451 Notes receivable, long-term $ 311 $ 478 Allowance (120) (169) Net long-term $ 191 $ 309 The net current portion is included in prepaid expenses and other 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 15.5% per annum. At December 31, 2019 and 2018, there were $1.3 million and $1.2 million, respectively, of notes collateralized by personal guarantees from the sending agents and assets from their businesses in case of a default by the agent. The maturities of notes receivable at December 31, 2019 is as follows (in thousands): Unpaid Under 1 year $ 1,005 Between 1 and 2 years 276 Between 2 and 3 years 35 Total $ 1,316 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment consists of the following (in thousands): December 31, 2019 December 31, 2018 Estimated Computer software and equipment $ 19,630 $ 14,114 3 to 5 Office improvements 1,225 989 5 Furniture and fixtures 500 397 7 21,355 15,500 Less accumulated depreciation (8,073) (5,107) $ 13,282 $ 10,393 Computer software and equipment above includes equipment maintained at sending agent locations and used and owned by the Company of approximately $9.3 million and $7.2 million at December 31, 2019 and 2018, respectively. Also, it includes development of internal use software of approximately $2.4 million and $1.9 million at December 31, 2019 and 2018, respectively. Depreciation expense was approximately $3.3 million, $3.2 million and $2.1 million for the years ended December 31, 2019 and 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and $0.2 million for the Predecessor period from January 1, 2017 through January 31, 2017. Repairs and maintenance expenses included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss) were approximately $1.7 million, $1.4 million and $0.9 million for the years ended December 31, 2019 and 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million for the Predecessor period from January 1, 2017 through January 31, 2017. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The gross carrying amount and accumulated amortization for goodwill and intangible assets are as follows (in thousands): December 31, 2019 2018 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 1,155 820 Accumulated amortization (36,374) (27,025) Net amortizable intangible assets $ 27,381 $ 36,395 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 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 $0.9 million and $0.7 million at December 31, 2019 and 2018, 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 Intangible Assets Balance at December 31, 2016 $ — $ 6,348 Amortization expense — (231) Balance at January 31, 2017 $ — $ 6,117 Successor Company Goodwill Intangible Assets 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 Acquisition of agent locations — 335 Amortization expense — (9,349) Balance at December 31, 2019 $ 36,260 $ 27,381 Amortization expense related to intangible assets for the next five years and thereafter is as follows (in thousands): 2020 $ 6,951 2021 5,161 2022 3,997 2023 2,989 2024 2,270 Thereafter 6,013 $ 27,381 |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
ACCRUED AND OTHER LIABILITIES | ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following (in thousands): December 31, 2019 2018 Payables to sending agents $ 10,124 $ 8,972 Accrued legal settlement (see Note 15) 3,250 — Accrued salaries and benefits 2,374 2,365 Accrued bank charges 976 983 Accrued loyalty program reserve — 621 Accrued interest 17 1,009 Accrued legal fees 120 920 Accrued other professional fees 655 559 Accrued taxes 2,345 756 Deferred revenue loyalty program 2,495 — Other 718 170 $ 23,074 $ 16,355 The following table shows the changes in the deferred revenue loyalty program liability (in thousands): Balance, December 31, 2018 $ — Adoption of ASC 606 1,976 Revenue deferred during the period 2,618 Revenue recognized during the period (2,099) Balance, December 31, 2019 $ 2,495 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt consisted of the following (in thousands): December 31, 2019 2018 Revolving credit facility $ — $ 30,000 Term loan 97,044 90,000 97,044 120,000 Less: Current portion of long term debt (1) (7,044) (3,936) Less: Debt origination costs (2,377) (2,738) $ 87,623 $ 113,326 (1) Current portion of long-term debt is net of debt origination costs of approximately $0.6 million both at December 31, 2019 and 2018. 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 $20.0 million in the aggregate and a term loan in an aggregate principal amount of $97.0 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 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 statement of operations and comprehensive income (loss) 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, the Company entered into a new financing agreement (the “Credit Agreement”) with, among others, certain of its domestic subsidiaries as borrowers (the "Loan Parties") and a group of banking institutions. The Credit Agreement provided for a $35.0 million revolving credit facility, a $90.0 million term loan facility and an up to $30.0 million incremental facility. The Credit Agreement also provides for the issuance of letters of credit, which would reduce availability under the revolving credit facility. The proceeds of the Credit Agreement were used to repay existing indebtedness, for working capital purposes and to pay fees and expenses in connection with the transaction. The maturity date of the Credit Agreement is November 7, 2023.This refinancing was accounted for as an extinguishment of debt, and the loss recognized amounted to approximately $5.4 million, consisting mainly of a prepayment penalty of $1.8 million and the write-off of unamortized debt origination costs of $3.5 million, which were both recognized as interest expense in the fourth quarter of 2018 in the consolidated statement of operations and comprehensive income (loss). On March 25, 2019, the Company entered into an Increase Joinder No. 1 to the Credit Agreement (the “Increase Joinder”), which was accounted for as a debt modification, under which the Company received $12.0 million from the incremental facility on April 29, 2019. The proceeds of the Increase Joinder were primarily used to pay for the cash portion of the Tender Offer (the “Offer”) to purchase warrants (see Note 12) during the second quarter of 2019. 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 for the year ended December 31, 2019 for the term loan and revolving credit facility were 7.62% and 9.23%, 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, which commenced 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 on 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, 2019 are as follows (in thousands): 2020 $ 7,661 2021 7,661 2022 10,215 2023 71,507 $ 97,044 During 2019, the Company capitalized costs of approximately $0.2 million related to the Increase Joinder. 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 $2.9 million and $3.4 million at December 31, 2019 and 2018, respectively. Amortization of debt origination costs is included as a component of interest expense in the consolidated statements of operations and comprehensive income (loss) and amounted to approximately $0.7 million, $4.4 million and $0.3 million for the years ended December 31, 2019 and 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $39.2 thousand for the Predecessor period from January 1, 2017 through January 31, 2017. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The Company determines fair value in accordance with the provisions of FASB guidance, Fair Value Measurements and Disclosures , which defines fair value as an exit price, representing the amount that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, a three-level fair value hierarchy that prioritizes the inputs used to measure fair value was established. There are three levels of inputs used to measure fair value. Level 1 relates to quoted market prices for identical assets or liabilities. Level 2 relates to observable inputs other than quoted prices included in Level 1. Level 3 relates to unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s non-financial assets measured at fair value on a nonrecurring basis include the goodwill and intangibles 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 interest rate structure, which approximates current market interest rates. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONSDuring the Successor periods prior to the Merger, Intermex paid a monthly management fee of $65.0 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 income (loss). 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, 2019 and 2018. The management company was reimbursed expenses of approximately $12.0 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 statement of operations and comprehensive income (loss) for the year ended December 31, 2018. |
STOCKHOLDER'S EQUITY AND SHARE-
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION | STOCKHOLDERS’ EQUITY AND SHARE-BASED COMPENSATION Common Stock On the Closing Date of the Merger, there were 36.2 million shares of the Company’s common stock outstanding and outstanding warrants to purchase approximately 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, 2019, the Company was authorized to issue 230 million shares of common stock and had 38.0 million shares of common stock issued and outstanding at $0.0001 par value per common share. On September 11, 2019, the Company entered into an underwriting agreement with certain selling stockholders and several underwriters relating to the underwritten public offering of 5.2 million shares of the Company’s common stock, at a price to the public of $12.75 per share. Also, the underwriters purchased 782,608 additional shares of common stock at the same price as the initial shares under a 30-day option period granted by the selling stockholders. The closing of the offering occurred on September 16, 2019. The Company did not receive any of the proceeds from the offering. However, it did incur approximately $0.8 million in certain costs, which are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). 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 Warrants upon the change of control event. As a result of the Merger, the Warrants issued by FinTech were no longer exercisable for shares of FinTech common stock but instead were exercisable for common stock of the Company. All other features of the Warrants remained unchanged. There were no cash obligations for the Company pertaining to these Warrants. Each whole Warrant entitled 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 were to expire 5 years after that date, or earlier upon redemption or liquidation. On March 28, 2019, the Company commenced a Tender Offer (the “Offer”) to purchase the Warrants. In connection with the Offer, the Company offered the holders of the Warrants a combination of 0.201 shares of its common stock and $1.12 in cash (the “Exchange Consideration”) for each Warrant tendered and exchanged pursuant to the Offer. Concurrently with the Offer, the Company solicited consents from holders of the Warrants to amend the Warrant Agreement dated January 19, 2017 (the “Warrant Agreement”), to permit the Company to require that each outstanding Warrant be converted into a combination of 0.181 shares of the Company’s Common Stock and $1.00 in cash, without interest (the “Conversion Consideration”), which Conversion Consideration was approximately 10% less than the Exchange Consideration applicable to the Offer. Approximately 99.51% of the outstanding Warrants were validly tendered and not withdrawn in the Offer. On April 29, 2019, the Company entered into Amendment No. 1 to the Warrant Agreement and, on or about May 20, 2019, exchanged all remaining untendered Warrants for the Conversion Consideration. Between April and May of 2019, the Company issued an aggregate of approximately 1.8 million shares of common stock and paid approximately $10.0 million in cash in exchange for the Warrants tendered in the Offer as well as those converted at the Conversion Consideration, resulting in a total of approximately 38.0 million shares of common stock outstanding following the issuance. For the year ended December 31, 2019, the Company incurred approximately $0.9 million in professional and legal fees related to the Offer, which are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). 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”), which provides for the granting of stock options and RSUs to employees and independent directors of the Company. As of December 31, 2019, there were 3.3 million shares reserved for issuance under the 2018 Plan. The value of each option grant is estimated on the grant date using the Black-Scholes option pricing model ("BSM"). The option pricing model requires the input of highly subjective assumptions, including the grant date fair value of our common stock, expected volatility, risk-free interest rates, expected term and expected dividend yield. 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 as the options are “plain vanilla” and we do not have any significant historical post-vesting activity. 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. The Company used the following assumptions for the BSM to determine the fair value of the stock options: Year Ended December 31, 2019 Year Ended December 31, 2018 Weighted-average grant date price of our common stock (per share) $ 13.83 $ 10.00 Expected volatility 28.6 % 28.6 % Weighted-average risk-free interest rate 1.7 % 2.9 % Expected term (in years) 6.25 6.25 Expected dividend yield 0.0 % 0.0 % 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 one A summary of the stock option activity during the year ended December 31, 2019 is presented below: Number of Weighted-Average Weighted-Average Weighted-Average Outstanding at December 31, 2018 2,881,219 $ 10.00 9.60 $ 3.47 Granted 475,000 $ 13.83 $ 4.38 Exercised (1) (48,000) $ 10.20 $ 3.54 Forfeited (403,000) $ 10.81 $ 3.68 Expired — $ — Outstanding at December 31, 2019 2,905,219 $ 10.51 8.74 $ 3.58 Exercisable at December 31, 2019 (2) 639,805 $ 9.95 8.59 $ 3.45 (1) The aggregate intrinsic value of stock options exercised during the year ended December 31, 2019 was $0.2 million. (2) The aggregate fair value of all vested/exercisable options outstanding as of December 31, 2019 was $7.7 million. The RSUs issued under the 2018 Plan to the Company’s independent directors vest on the one 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 income (loss), 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 Point 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 Units Issued 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 Units Issued 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 Per Unit Amount 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 Weighted- Number of Weighted- Number of Weighted- 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 — $ — — $ — — $ — 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 stockholders. The dividends were distributed out of the cash proceeds from the term loan entered into in August 2017 discussed in Note 9 and were recorded as a reduction to additional paid-in capital. There were no dividend distributions during the years ended December 31, 2019 and 2018 and the Predecessor period from January 1, 2017 through January 31, 2017. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is calculated by dividing net income (loss) for period by the weighted average number of common shares outstanding for the period. In computing dilutive earnings (loss) per share, basic earnings (loss) per share is adjusted for the assumed issuance of all applicable potentially dilutive share-based awards, including common stock options, RSUs and warrants. Below are basic and diluted earnings (loss) per share for the periods indicated (in thousands, except for share data): Year Ended December 31, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Net (income) loss for basic and diluted income (loss) per common share $ 19,609 $ (7,244) $ (10,174) Shares: Weighted-average common shares outstanding – basic 37,428,345 25,484,386 17,227,682 Effect of dilutive securities RSUs 12,416 — — Stock options 140,640 — — Warrants 12,757 — — Weighted-average common shares outstanding – diluted 37,594,158 25,484,386 17,227,682 Earnings (loss) per common share - basic and diluted $ 0.52 $ (0.28) $ (0.59) As of December 31, 2019, there were 0.5 million options and 19.0 thousand RSUs excluded from the diluted earnings per share calculation because, under the treasury stock method, the inclusion of these would be anti-dilutive. The Warrants were included in the calculation of the diluted earnings per share for the periods for which they were outstanding; the shares issued in exchange for the Warrants tendered in the Offer have been included in the basic earnings per share beginning on the date the shares were issued. As of December 31, 2018, there were 2.9 million options and 9.0 million warrants to purchase shares of the Company’s common stock and 21.2 thousand RSUs excluded from the diluted earnings per share calculation because, under the treasury stock method, the inclusion of these would be anti-dilutive. As of December 31, 2017, there were no outstanding options or warrants to purchase shares of Company stock or RSUs. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision (benefit) for income taxes consists of the following (in thousands): Successor Company Predecessor Company Year Ended December 31, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from Current tax provision: Foreign $ 201 $ 212 $ 164 $ 11 Federal 4,668 1,283 — — State 1,591 182 — — Total Current 6,460 1,677 164 11 Deferred tax provision (benefit): Federal 1,290 93 596 (1,792) State 573 98 (226) (422) Total deferred 1,863 191 370 (2,214) Total tax provision (benefit): $ 8,323 $ 1,868 $ 534 $ (2,203) A reconciliation between the income tax provision (benefit) at the U.S. statutory tax rate and the Company’s income tax provision (benefit) on the consolidated statements of operations and comprehensive income (loss) is below (in thousands): Successor Company Predecessor Company Year Ended December 31, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from Income (loss) before income taxes $ 27,932 $ (5,376) $ (9,640) $ (5,521) US statutory tax rate 21 % 21 % 34 % 34 % Income tax (benefit) expense at statutory rate 5,866 (1,129) (3,277) (1,877) State tax expense (benefit), net of federal 1,639 145 (182) (279) Foreign tax rates different from U.S. statutory rate 260 146 95 (46) Non-deductible expenses 374 1,978 3,309 1 Write-off of transaction costs — 321 — — Write-off of net operating losses — 314 — — Change in tax rate 71 76 604 — Other 113 17 (15) (2) Total tax provision (benefit) $ 8,323 $ 1,868 $ 534 $ (2,203) As presented in the income tax reconciliation above, the tax provision (benefit) recognized on the consolidated statements of operations and comprehensive income (loss) was impacted by state taxes, non-deductible expenses, such as offering costs, 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. 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): 2019 2018 Deferred tax assets: U.S. federal and state net operating losses $ 6,385 $ 7,567 Foreign net operating losses 73 — Allowance for doubtful accounts 275 287 Interest expense carryforwards — 2,525 Share-based compensation 897 294 Accrued compensation 279 281 Deferred revenue 653 — Accrued TCPA claim 880 — Other — 213 Total deferred tax assets 9,442 11,167 Deferred tax liabilities Depreciation (1,918) (1,134) Intangible amortization (6,710) (7,766) Total deferred tax liabilities (8,628) (8,900) Valuation allowance (73) — Net deferred tax asset $ 741 $ 2,267 At December 31, 2019, the Company had federal and state net operating loss carryforwards of approximately $25.9 million and $23.9 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 (see Note 3). 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. In 2019, the exam was closed with no adjustments. In January 2020, Intermex was notified by the IRS that its 2017 federal income tax return was selected for examination. The Company has complied with all information requested to date. As of December 31, 2019 and 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, 2019 or December 31, 2018 on the Company's U.S. federal or state deferred tax assets. However, a valuation allowance of $73.3 thousand has been recorded on deferred tax assets associated with Canadian net operating loss carryforwards. 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 years ended December 31, 2019 and 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, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 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 income (loss), amounted to approximately $2.1 million, $1.8 million and $1.6 million for the years ended December 31, 2019 and 2018 and for the Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $0.1 million for the Predecessor period from January 1, 2017 through January 31, 2017. In April 2018, the Company renegotiated its corporate lease to extend the term through November 2025. At December 31, 2019, future minimum rental payments required under operating leases for the next five years and thereafter are as follows (in thousands): 2020 $ 1,498 2021 1,241 2022 1,018 2023 869 2024 776 Thereafter 662 $ 6,064 Contingencies and Legal Proceedings 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 and the stage of the proceedings, that it is not possible to determine the probability of loss or estimate of damages, and therefore, the Company has not established a reserve for any of these proceedings, except for the matter related to a complaint filed under the Telephone Consumer Protection Act of 1991 (the “TCPA claim”) described below. On May 30, 2019, Stuart Sawyer filed a putative class action complaint in the United States District Court for the Southern District of Florida asserting a claim under the TCPA, 47 U.S.C. § 227, et seq., based on allegations that since May 30, 2015, the Company had sent text messages to class members’ wireless telephones without their consent. At mediation held on October 7, 2019, the Company and the plaintiff entered into a term sheet providing the general terms for the settlement of the action, which is subject to memorialization in a definitive agreement and subsequent Court approval. The terms of the settlement agreement provide for resolution of Mr. Sawyer's TCPA claims and the claims of a class of similarly situated individuals, as defined in the complaint, who received text messages from the Company during the period May 30, 2015 through October 7, 2019, and for the creation of a $3.25 million settlement fund that will be used to pay all class member claims, class counsel's fees and the costs of administering the settlement. The settlement agreement will establish procedures for the notification of claimants and the processing of claims. The settlement fund will be managed by a duly-appointed settlement administrator which will be authorized to communicate with class members, process claims and make payments from the fund in accordance with the terms of the settlement agreement and the final judgment in the case. No amount of the settlement fund will revert to Intermex; instead, any unclaimed funds will be sent to a consumer advocacy organization approved by the Court. Once executed, the settlement agreement will be contingent upon the Court’ s final approval which is expected to be obtained in due course. The settlement amount of approximately $3.25 million and related legal expenses of $0.4 million are included in accrued and other liabilities in the consolidated balance sheets as of December 31, 2019 and other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss), respectively, for year ended December 31, 2019. The Company operates in 50 U.S. states, two U.S. territories and three other countries. Money transmitters and their 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 examinations will not have a material adverse effect on either the results of operations or financial condition of the Company. Regulatory Requirements Certain domestic subsidiaries of the Company are subject to maintaining minimum tangible net worth and liquid assets (eligible securities) to cover the amount outstanding of wire transfers and money orders payable. As of December 31, 2019, the Company’s subsidiaries were in compliance with these two requirements. |
DEFINED CONTRIBUTION PLAN
DEFINED CONTRIBUTION PLAN | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
DEFINED CONTRIBUTION PLAN | DEFINED CONTRIBUTION PLANThe 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 salaries and benefits in the consolidated statements of operations and comprehensive income (loss) was approximately $132.0 thousand, $115.2 thousand and $96.6 thousand for the years ended December 31, 2019 and 2018 and Successor period from February 1, 2017 through December 31, 2017, respectively, and approximately $10.0 thousand for the Predecessor period from January 1, 2017 through January 31, 2017. |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED) Summarized quarterly results for the years ended December 31, 2019 and 2018 is presented below (in thousands, except per share data): 2019 by Quarter: Q1 Q2 Q3 Q4 Revenues $ 68,349 $ 82,675 $ 85,334 $ 83,243 Operating expenses 62,041 70,711 76,898 73,509 Operating income 6,308 11,964 8,436 9,734 Interest expense 2,071 2,288 2,145 2,006 Income before income taxes 4,237 9,676 6,291 7,728 Income tax provision 1,081 2,602 2,253 2,387 Net income $ 3,156 $ 7,074 $ 4,038 $ 5,341 Earnings per share: Basic and diluted $ 0.09 $ 0.19 $ 0.11 $ 0.14 Weighted-average shares outstanding: Basic 36,182,783 37,505,598 37,984,316 38,014,444 Diluted 36,195,463 37,594,151 38,286,702 38,274,079 2018 by Quarter: Q1 Q2 Q3 Q4 Revenues $ 55,956 $ 70,379 $ 72,508 $ 75,058 Operating expenses 53,419 64,319 74,918 68,173 Operating income (loss) 2,537 6,060 (2,410) 6,885 Interest expense 3,284 3,392 3,434 8,338 (Loss) income before income taxes (747) 2,668 (5,844) (1,453) Income tax (benefit) provision (207) 824 7,569 (6,318) Net (loss) income $ (540) $ 1,844 $ (13,413) $ 4,865 (Loss) earnings per share: Basic and diluted $ (0.03) $ 0.11 $ (0.43) $ 0.13 Weighted-average shares outstanding: Basic 17,227,682 17,227,682 30,975,338 36,182,783 Diluted 17,227,682 17,227,682 30,975,338 36,572,071 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the 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 common shares outstanding for each period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares and common share 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 (“RSUs”) 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 RiskThe 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 $78.6 million and $61.4 million as of December 31, 2019 and 2018, respectively. The Company has not incurred any losses on these accounts. In addition, the Company maintains various bank accounts in Mexico, Guatemala and Canada, 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. |
Revenue Recognition | Revenue RecognitionRevenues for wire transfer and money order fees are recognized at the time the transaction is processed. The Company acts as the principal for these transactions as the Company controls the service at all times prior to transfer the funds to the beneficiary, is primarily responsible for fulfilling the customer contracts, has the risk of loss and has the ability to establish transaction prices. Therefore, these fees are recognized on a gross basis equal to the full amount of the fee charged to the customer. These fees also vary by transaction primarily depending upon, the principal amount sent, the send and receive locations, as well as the respective currencies of the send and receive locations. Foreign exchange gain, 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 and check cashing services, for which revenue is derived by a fee per transaction. |
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 income (loss). 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. |
Other Prepaid Expenses, Other Current Assets and Other Assets | Other Prepaid Expenses, Other Current Assets and Other Assets Other prepaid expenses, other current assets and other assets consist primarily of prepaid expenses, notes receivable (see Note 5), security deposits and deferred financing costs. Interest income on notes receivable is recognized on a cash basis due to uncertainty on receiving the interest payments. |
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 income (loss). Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the lease term 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. Intangible assets include agent relationships, trade name, developed technology and other intangibles, all with finite lives. Other intangibles primarily relate to the acquisition of certain agent locations. 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, an impairment test is conducted on an annual basis, in the fourth quarter, or more frequently if indicators of impairment are present, which are determined through a qualitative assessment. 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 all periods presented in the consolidated financial statements. The Company’s agent relationships, trade name and developed technology are 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 the credit agreement, consisting of a term loan and a revolving credit facility 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 is 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 income (loss). |
Advertising Costs | Advertising CostsAdvertising costs are included in other selling, general and administrative expenses in the consolidated statements of operations and comprehensive income (loss) and are expensed as incurred. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with GAAP 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. |
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 income (loss). Foreign Exchange Spot Transactions In the normal course of business, the Company enters into foreign exchange spot transactions to purchase foreign currency at the current market rate. These transactions are settled within one |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) consists of net income (loss) and the foreign currency translation adjustment and is presented in the consolidated statements of operations and comprehensive income (loss). |
Share-Based Compensation | Share-Based CompensationThe Company accounts for its share-based employee compensation expense related to RSUs, stock options and incentive units under GAAP, 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. |
Segments | Segments The Company’s business is organized around one reportable segment that provides money transmittal services primarily between the U.S. 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 guidance, Revenue from Contracts with Customers (Topic 606) , which amended the existing accounting standards for revenue recognition. Refer to Note 4 for additional discussion on the adoption of this standard on January 1, 2019. The FASB issued amended guidance, Business Combinations (Topic 805) – Clarifying the Definition of a Business , which assists entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. This guidance was adopted by the Company on January 1, 2019 on a prospective basis and it did not have a material impact on the consolidated financial statements. The FASB issued amended guidance, Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments , which clarifies how certain cash receipts and cash payments are presented and classified in the consolidated statements of cash flows. The amendments were aimed at reducing the existing diversity in practice. This guidance was adopted by the Company on January 1, 2019 using the retrospective approach for each period presented. The adoption of this guidance did not have a material impact on the consolidated financial statements. The FASB issued guidance, Leases (Topic 842) , to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. The guidance requires that a lessee recognizes a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. This guidance is required to be adopted by the Company on January 1, 2021 and may be applied using either the earliest period adjustment method or the modified retrospective approach. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. The FASB issued amended guidance, Intangibles – Goodwill and other (Topic 350): Simplifying the Test for Goodwill Impairment . The amended standard simplifies how an entity tests goodwill by eliminating Step 2 of the goodwill impairment test related to measuring an impairment charge. Instead, impairment will be recorded for the amount that the carrying amount of a reporting unit exceeds its fair value. This new guidance is effective for the Company on January 1, 2021. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. The FASB issued guidance, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , regarding the measurement of credit losses for certain financial instruments. The new standard replaces the incurred loss model with a current expected credit loss (“CECL”) model. The CECL model is based on historical experience, adjusted for current conditions and reasonable and supportable forecasts. The Company is required to adopt the new standard on January 1, 2023. The Company is currently evaluating the impact this guidance will have on the consolidated financial statements. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior-year amounts to conform with current-year presentation. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Concentration of Credit Risk | Cash balances were as follows (in thousands): December 31, 2019 December 31, 2018 Cash in U.S. dollars in U.S. banks $ 80,736 $ 69,155 Cash in foreign banks and foreign currency 5,372 3,865 Petty cash 9 9 $ 86,117 $ 73,029 |
FINTECH MERGER AND STELLA POI_2
FINTECH MERGER AND STELLA POINT ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [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 (1) 982 Net equity infusion from FinTech $ 9,989 (1) During the fourth quarter of 2018, the Company acquired approximately $1.0 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. |
REVENUE RECOGNITION STANDARD (T
REVENUE RECOGNITION STANDARD (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts with Customers | The Company recognized in revenues from contracts with customers for the year ended December 31, 2019, the following (in thousands): Wire transfer and money order fees $ 274,161 Discounts and promotions (1,080) Wire transfer and money order fees, net 273,081 Foreign exchange gain 44,268 Other income 2,252 Total revenues $ 319,601 |
PREPAID EXPENSES AND OTHER AS_2
PREPAID EXPENSES AND OTHER ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Assets | Prepaid expenses and other current assets consisted of the following (in thousands): December 31, 2019 2018 Prepaid insurance $ 404 $ 300 Prepaid fees 1,211 719 Notes receivable 648 451 Prepaid taxes 1,025 878 Other prepaid expenses and current assets 867 823 $ 4,155 $ 3,171 |
Notes Receivable from Agents | The Company had notes receivable from sending agents as follows (in thousands): December 31, 2019 2018 Notes receivable, current $ 1,005 $ 730 Allowance (357) (279) Net current $ 648 $ 451 Notes receivable, long-term $ 311 $ 478 Allowance (120) (169) Net long-term $ 191 $ 309 |
Maturities of Notes Receivable | The maturities of notes receivable at December 31, 2019 is as follows (in thousands): Unpaid Under 1 year $ 1,005 Between 1 and 2 years 276 Between 2 and 3 years 35 Total $ 1,316 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following (in thousands): December 31, 2019 December 31, 2018 Estimated Computer software and equipment $ 19,630 $ 14,114 3 to 5 Office improvements 1,225 989 5 Furniture and fixtures 500 397 7 21,355 15,500 Less accumulated depreciation (8,073) (5,107) $ 13,282 $ 10,393 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Gross Carrying Amounts and Accumulated Amortization for Goodwill and Intangible Assets | The gross carrying amount and accumulated amortization for goodwill and intangible assets are as follows (in thousands): December 31, 2019 2018 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 1,155 820 Accumulated amortization (36,374) (27,025) Net amortizable intangible assets $ 27,381 $ 36,395 |
Changes in Goodwill and Intangible Assets | The following table presents the changes in goodwill and intangible assets (in thousands): Predecessor Company Goodwill Intangible Assets Balance at December 31, 2016 $ — $ 6,348 Amortization expense — (231) Balance at January 31, 2017 $ — $ 6,117 Successor Company Goodwill Intangible Assets 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 Acquisition of agent locations — 335 Amortization expense — (9,349) Balance at December 31, 2019 $ 36,260 $ 27,381 |
Amortization Expense Related to Intangible Assets | Amortization expense related to intangible assets for the next five years and thereafter is as follows (in thousands): 2020 $ 6,951 2021 5,161 2022 3,997 2023 2,989 2024 2,270 Thereafter 6,013 $ 27,381 |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | Accrued and other liabilities consisted of the following (in thousands): December 31, 2019 2018 Payables to sending agents $ 10,124 $ 8,972 Accrued legal settlement (see Note 15) 3,250 — Accrued salaries and benefits 2,374 2,365 Accrued bank charges 976 983 Accrued loyalty program reserve — 621 Accrued interest 17 1,009 Accrued legal fees 120 920 Accrued other professional fees 655 559 Accrued taxes 2,345 756 Deferred revenue loyalty program 2,495 — Other 718 170 $ 23,074 $ 16,355 |
Changes in Deferred Revenue Loyalty Program Liability | The following table shows the changes in the deferred revenue loyalty program liability (in thousands): Balance, December 31, 2018 $ — Adoption of ASC 606 1,976 Revenue deferred during the period 2,618 Revenue recognized during the period (2,099) Balance, December 31, 2019 $ 2,495 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt Instruments | Debt consisted of the following (in thousands): December 31, 2019 2018 Revolving credit facility $ — $ 30,000 Term loan 97,044 90,000 97,044 120,000 Less: Current portion of long term debt (1) (7,044) (3,936) Less: Debt origination costs (2,377) (2,738) $ 87,623 $ 113,326 (1) Current portion of long-term debt is net of debt origination costs of approximately $0.6 million both at December 31, 2019 and 2018. |
Annual Maturities of Term Loan | The scheduled annual maturities of the term loan at December 31, 2019 are as follows (in thousands): 2020 $ 7,661 2021 7,661 2022 10,215 2023 71,507 $ 97,044 |
STOCKHOLDER'S EQUITY AND SHAR_2
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Fair Value of Stock Options and Performance Shares | The Company used the following assumptions for the BSM to determine the fair value of the stock options: Year Ended December 31, 2019 Year Ended December 31, 2018 Weighted-average grant date price of our common stock (per share) $ 13.83 $ 10.00 Expected volatility 28.6 % 28.6 % Weighted-average risk-free interest rate 1.7 % 2.9 % Expected term (in years) 6.25 6.25 Expected dividend yield 0.0 % 0.0 % Units Issued Units Issued 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 |
Stock Option Activity | A summary of the stock option activity during the year ended December 31, 2019 is presented below: Number of Weighted-Average Weighted-Average Weighted-Average Outstanding at December 31, 2018 2,881,219 $ 10.00 9.60 $ 3.47 Granted 475,000 $ 13.83 $ 4.38 Exercised (1) (48,000) $ 10.20 $ 3.54 Forfeited (403,000) $ 10.81 $ 3.68 Expired — $ — Outstanding at December 31, 2019 2,905,219 $ 10.51 8.74 $ 3.58 Exercisable at December 31, 2019 (2) 639,805 $ 9.95 8.59 $ 3.45 (1) The aggregate intrinsic value of stock options exercised during the year ended December 31, 2019 was $0.2 million. (2) The aggregate fair value of all vested/exercisable options outstanding as of December 31, 2019 was $7.7 million. |
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 Units Issued 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 |
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 Per Unit Amount 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 Weighted- Number of Weighted- Number of Weighted- 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 — $ — — $ — — $ — |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss per Share | Below are basic and diluted earnings (loss) per share for the periods indicated (in thousands, except for share data): Year Ended December 31, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Net (income) loss for basic and diluted income (loss) per common share $ 19,609 $ (7,244) $ (10,174) Shares: Weighted-average common shares outstanding – basic 37,428,345 25,484,386 17,227,682 Effect of dilutive securities RSUs 12,416 — — Stock options 140,640 — — Warrants 12,757 — — Weighted-average common shares outstanding – diluted 37,594,158 25,484,386 17,227,682 Earnings (loss) per common share - basic and diluted $ 0.52 $ (0.28) $ (0.59) |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [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, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from Current tax provision: Foreign $ 201 $ 212 $ 164 $ 11 Federal 4,668 1,283 — — State 1,591 182 — — Total Current 6,460 1,677 164 11 Deferred tax provision (benefit): Federal 1,290 93 596 (1,792) State 573 98 (226) (422) Total deferred 1,863 191 370 (2,214) Total tax provision (benefit): $ 8,323 $ 1,868 $ 534 $ (2,203) |
Reconciliation Between Income Tax Provision (Benefit) at US Statutory Tax Rate | A reconciliation between the income tax provision (benefit) at the U.S. statutory tax rate and the Company’s income tax provision (benefit) on the consolidated statements of operations and comprehensive income (loss) is below (in thousands): Successor Company Predecessor Company Year Ended December 31, 2019 Year Ended December 31, 2018 Period from February 1, 2017 to December 31, 2017 Period from Income (loss) before income taxes $ 27,932 $ (5,376) $ (9,640) $ (5,521) US statutory tax rate 21 % 21 % 34 % 34 % Income tax (benefit) expense at statutory rate 5,866 (1,129) (3,277) (1,877) State tax expense (benefit), net of federal 1,639 145 (182) (279) Foreign tax rates different from U.S. statutory rate 260 146 95 (46) Non-deductible expenses 374 1,978 3,309 1 Write-off of transaction costs — 321 — — Write-off of net operating losses — 314 — — Change in tax rate 71 76 604 — Other 113 17 (15) (2) Total tax provision (benefit) $ 8,323 $ 1,868 $ 534 $ (2,203) |
Deferred Tax Assets Liabilities | The following table outlines the principal components of the deferred tax assets and liabilities as of December 31 (in thousands): 2019 2018 Deferred tax assets: U.S. federal and state net operating losses $ 6,385 $ 7,567 Foreign net operating losses 73 — Allowance for doubtful accounts 275 287 Interest expense carryforwards — 2,525 Share-based compensation 897 294 Accrued compensation 279 281 Deferred revenue 653 — Accrued TCPA claim 880 — Other — 213 Total deferred tax assets 9,442 11,167 Deferred tax liabilities Depreciation (1,918) (1,134) Intangible amortization (6,710) (7,766) Total deferred tax liabilities (8,628) (8,900) Valuation allowance (73) — Net deferred tax asset $ 741 $ 2,267 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Rental Payments | At December 31, 2019, future minimum rental payments required under operating leases for the next five years and thereafter are as follows (in thousands): 2020 $ 1,498 2021 1,241 2022 1,018 2023 869 2024 776 Thereafter 662 $ 6,064 |
QUARTERLY FINANCIAL INFORMATI_2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Information | Summarized quarterly results for the years ended December 31, 2019 and 2018 is presented below (in thousands, except per share data): 2019 by Quarter: Q1 Q2 Q3 Q4 Revenues $ 68,349 $ 82,675 $ 85,334 $ 83,243 Operating expenses 62,041 70,711 76,898 73,509 Operating income 6,308 11,964 8,436 9,734 Interest expense 2,071 2,288 2,145 2,006 Income before income taxes 4,237 9,676 6,291 7,728 Income tax provision 1,081 2,602 2,253 2,387 Net income $ 3,156 $ 7,074 $ 4,038 $ 5,341 Earnings per share: Basic and diluted $ 0.09 $ 0.19 $ 0.11 $ 0.14 Weighted-average shares outstanding: Basic 36,182,783 37,505,598 37,984,316 38,014,444 Diluted 36,195,463 37,594,151 38,286,702 38,274,079 2018 by Quarter: Q1 Q2 Q3 Q4 Revenues $ 55,956 $ 70,379 $ 72,508 $ 75,058 Operating expenses 53,419 64,319 74,918 68,173 Operating income (loss) 2,537 6,060 (2,410) 6,885 Interest expense 3,284 3,392 3,434 8,338 (Loss) income before income taxes (747) 2,668 (5,844) (1,453) Income tax (benefit) provision (207) 824 7,569 (6,318) Net (loss) income $ (540) $ 1,844 $ (13,413) $ 4,865 (Loss) earnings per share: Basic and diluted $ (0.03) $ 0.11 $ (0.43) $ 0.13 Weighted-average shares outstanding: Basic 17,227,682 17,227,682 30,975,338 36,182,783 Diluted 17,227,682 17,227,682 30,975,338 36,572,071 |
BASIS OF PRESENTATION AND BUS_2
BASIS OF PRESENTATION AND BUSINESS (Details) | Dec. 31, 2019store |
Noncontrolling Interest [Line Items] | |
Number of company-operated stores | 33 |
Intermex Guatemala | |
Noncontrolling Interest [Line Items] | |
Ownership percentage | 99.80% |
Intermex Mexico | |
Noncontrolling Interest [Line Items] | |
Ownership percentage | 98.00% |
Intermex Wire Transfer Corp | |
Noncontrolling Interest [Line Items] | |
Ownership percentage | 100.00% |
Intermex Wire Transfer II, LLC | |
Noncontrolling Interest [Line Items] | |
Ownership percentage | 100.00% |
Canada International Transfers Corp | |
Noncontrolling Interest [Line Items] | |
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, 2019USD ($)segment | Dec. 31, 2018USD ($) | |
Significant Accounting Policies [Line Items] | ||||
Amount exceeded of federally insured limits | $ 78,600,000 | $ 61,400,000 | ||
Losses, uninsured amount | 0 | |||
Losses, uninsured amount on foreign bank accounts | 0 | |||
Impairment charges | $ 0 | $ 0 | 0 | 0 |
Advertising costs | 100,000 | 1,700,000 | 1,200,000 | 1,800,000 |
Accrued interest and penalties | 0 | 0 | ||
Gains (losses) from foreign currency transactions | $ 11,600 | $ (17,000) | $ 41,000 | $ 29,800 |
Number of reportable segments | segment | 1 | |||
Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Foreign exchange settlement term | 1 day | |||
Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Number of days recorded upon initiation of wire transfer | 5 days | |||
Foreign exchange settlement term | 2 days | |||
Agent relationships | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible assets, estimated useful life | 15 years | |||
Trade name | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible assets, estimated useful life | 15 years | |||
Developed technology | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible assets, estimated useful life | 15 years | |||
Other intangibles | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible assets, estimated useful life | 10 years | |||
Computer Equipment | ||||
Significant Accounting Policies [Line Items] | ||||
Property and equipment, estimated useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Concentration of Credit Risk (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Cash in U.S. dollars in U.S. banks | $ 80,736 | $ 69,155 |
Cash in foreign banks and foreign currency | 5,372 | 3,865 |
Petty cash | 9 | 9 |
Cash | $ 86,117 | $ 73,029 |
FINTECH MERGER AND STELLA POI_3
FINTECH MERGER AND STELLA POINT ACQUISITION, Net Cash Proceeds Received in Reverse Recapitalization (Details) - USD ($) | Jul. 26, 2018 | Jan. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||||
Cash balance available to Intermex prior to the consummation of the Merger | $ 44,473,000 | $ 35,902,000 | $ 44,473,000 | $ 55,967,000 | $ 3,259,000 | ||
Cash consideration to Intermex shareholders | $ (101,659,000) | $ 0 | $ 0 | (101,659,000) | |||
Net equity infusion | 9,989,000 | ||||||
Intermex | |||||||
Business Acquisition [Line Items] | |||||||
Cash balance available to Intermex prior to the consummation of the Merger | 110,726,000 | ||||||
Intermex Merger costs paid from acquisition proceeds at closing | (9,062,000) | ||||||
Cash consideration to Intermex shareholders | (101,659,000) | ||||||
FinTech | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration to Intermex shareholders | 102,000,000 | ||||||
Net cash proceeds from reverse recapitalization | 5,000 | ||||||
Prepaid expenses | 76,000 | ||||||
Accrued liabilities | (136,000) | ||||||
Deferred tax assets | 982,000 | $ 1,000,000 | $ 1,000,000 | ||||
Net equity infusion | $ 9,989,000 | ||||||
Amortization post-merger tax returns period | 15 years |
FINTECH MERGER AND STELLA POI_4
FINTECH MERGER AND STELLA POINT ACQUISITION, Narrative (Details) - USD ($) | Jul. 26, 2018 | Feb. 01, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | May 31, 2019 |
Business Acquisition [Line Items] | |||||||
Cash consideration to Intermex shareholders | $ 101,659,000 | $ 0 | $ 0 | $ 101,659,000 | |||
Common shares, outstanding (in shares) | 36,200,000 | 38,034,389 | 36,182,783 | 38,000,000 | |||
Warrants to purchase common stock (in shares) | 9,000,000 | ||||||
Transaction cost | $ 3,917,000 | 8,706,000 | $ 0 | $ 10,319,000 | |||
2018 Equity Compensation Plan | |||||||
Business Acquisition [Line Items] | |||||||
Shares reserved for issuance (in shares) | 3,400,000 | 3,300,000 | |||||
Intermex | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration to Intermex shareholders | $ 101,659,000 | ||||||
Ownership interest acquired | 48.30% | ||||||
FinTech | |||||||
Business Acquisition [Line Items] | |||||||
Redemption of shares (in shares) | 4,900,000 | ||||||
Gross redemption payments | $ 49,800,000 | ||||||
Number of outstanding shares subsequent to redemption (in shares) | 18,900,000 | ||||||
Cash consideration to Intermex shareholders | $ (102,000,000) | ||||||
Consideration paid in equity (in shares) | 17,200,000 | ||||||
Ownership interest acquired | 51.70% | ||||||
Stella Point | |||||||
Business Acquisition [Line Items] | |||||||
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% | ||||||
Transaction cost | $ 3,900,000 | $ 8,700,000 | $ 0 | $ 10,300,000 |
REVENUE RECOGNITION STANDARD, R
REVENUE RECOGNITION STANDARD, Revenues from Contract with Customers (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Disaggregation of Revenue [Line Items] | |
Wire transfer and money order fees | $ 274,161 |
Discounts and promotions | (1,080) |
Revenues from contract with customers | 319,601 |
Wire transfer and money order fees, net | |
Disaggregation of Revenue [Line Items] | |
Revenues from contract with customers | 273,081 |
Foreign exchange gain | |
Disaggregation of Revenue [Line Items] | |
Revenues from contract with customers | 44,268 |
Other income | |
Disaggregation of Revenue [Line Items] | |
Revenues from contract with customers | $ 2,252 |
REVENUE RECOGNITION STANDARD, N
REVENUE RECOGNITION STANDARD, Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)obligationpoint | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | |||
Point earned for each wire transfer processed | point | 1 | ||
Point expiration period for non completion of wire transfer transaction | 180 days | ||
Point expiration period after completion of program | 30 days | ||
Accrued loyalty program reserve | $ 0 | $ 600 | $ 621 |
Number of performance obligation | obligation | 1 | ||
Accounting Standards Update 2014-09 | |||
Disaggregation of Revenue [Line Items] | |||
Adoption of new accounting pronouncement | (1,015) | ||
Retained Earnings (Accumulated Deficit) | Accounting Standards Update 2014-09 | |||
Disaggregation of Revenue [Line Items] | |||
Adoption of new accounting pronouncement | $ (1,015) | $ (1,000) |
PREPAID EXPENSES AND OTHER AS_3
PREPAID EXPENSES AND OTHER ASSETS, Prepaid Expenses and Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid Expense and Other Assets [Abstract] | ||
Prepaid insurance | $ 404 | $ 300 |
Prepaid fees | 1,211 | 719 |
Notes receivable | 648 | 451 |
Prepaid taxes | 1,025 | 878 |
Other prepaid expenses and current assets | 867 | 823 |
Prepaid expenses and other current assets | $ 4,155 | $ 3,171 |
PREPAID EXPENSES AND OTHER AS_4
PREPAID EXPENSES AND OTHER ASSETS, Notes Receivable from Agents (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid Expense and Other Assets [Abstract] | ||
Notes receivable, current | $ 1,005 | $ 730 |
Allowance | (357) | (279) |
Net current | 648 | 451 |
Notes receivable, long-term | 311 | 478 |
Allowance | (120) | (169) |
Net long-term | $ 191 | $ 309 |
PREPAID EXPENSES AND OTHER AS_5
PREPAID EXPENSES AND OTHER ASSETS, Maturities of Notes Receivable (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Prepaid Expense and Other Assets [Abstract] | |
Under 1 year | $ 1,005 |
Between 1 and 2 years | 276 |
Between 2 and 3 years | 35 |
Total | $ 1,316 |
PREPAID EXPENSES AND OTHER AS_6
PREPAID EXPENSES AND OTHER ASSETS, Narritive (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes collateralized amount | $ 1.3 | $ 1.2 |
Minimum | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest rate on notes receivable | 0.00% | |
Maximum | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest rate on notes receivable | 15.50% |
PROPERTY AND EQUIPMENT, Propert
PROPERTY AND EQUIPMENT, Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property and Equipment [Abstract] | ||
Property and equipment, gross | $ 21,355 | $ 15,500 |
Less accumulated depreciation | (8,073) | (5,107) |
Property and equipment, net | 13,282 | 10,393 |
Computer software and equipment | ||
Property and Equipment [Abstract] | ||
Property and equipment, gross | $ 19,630 | 14,114 |
Computer software and equipment | Minimum | ||
Property and Equipment [Abstract] | ||
Estimated useful lives | 3 years | |
Computer software and equipment | Maximum | ||
Property and Equipment [Abstract] | ||
Estimated useful lives | 5 years | |
Office improvements | ||
Property and Equipment [Abstract] | ||
Property and equipment, gross | $ 1,225 | 989 |
Estimated useful lives | 5 years | |
Furniture and fixtures | ||
Property and Equipment [Abstract] | ||
Property and equipment, gross | $ 500 | $ 397 |
Estimated useful lives | 7 years |
PROPERTY AND EQUIPMENT, Narrati
PROPERTY AND EQUIPMENT, Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 0.2 | $ 2.1 | $ 3.3 | $ 3.2 |
Repairs and maintenance expenses | $ 0.1 | $ 0.9 | 1.7 | 1.4 |
Computer software and equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Equipment maintained at locations of agents | 9.3 | 7.2 | ||
Software and Software Development Costs | ||||
Property, Plant and Equipment [Line Items] | ||||
Equipment maintained at locations of agents | $ 2.4 | $ 1.9 |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, Gross Carrying Amounts and Accumulated Amortization for Goodwill and Intangible Assets (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 01, 2017 | Jan. 31, 2017 | Dec. 31, 2016 |
Indefinite life: | ||||||
Goodwill | $ 36,260,000 | $ 36,260,000 | $ 36,260,000 | $ 36,260,000 | $ 0 | $ 0 |
Total indefinite life | 36,260,000 | 36,260,000 | ||||
Amortizable: | ||||||
Accumulated amortization | (36,374,000) | (27,025,000) | ||||
Net amortizable intangible assets | 27,381,000 | 36,395,000 | ||||
Agent relationships | ||||||
Amortizable: | ||||||
Gross amortizable intangibles | 40,500,000 | 40,500,000 | ||||
Trade name | ||||||
Amortizable: | ||||||
Gross amortizable intangibles | 15,500,000 | 15,500,000 | ||||
Developed technology | ||||||
Amortizable: | ||||||
Gross amortizable intangibles | 6,600,000 | 6,600,000 | ||||
Other intangibles | ||||||
Amortizable: | ||||||
Gross amortizable intangibles | 1,155,000 | 820,000 | ||||
Net amortizable intangible assets | $ 900,000 | $ 700,000 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, Narrative (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Expected useful life | 15 years |
Agent relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Expected useful life | 15 years |
Location turnover rate | 17.40% |
Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Expected useful life | 15 years |
Number of development years for state-of-the-art system | 20 years |
Obsolescence rate | 18.00% |
Other intangibles | |
Finite-Lived Intangible Assets [Line Items] | |
Expected useful life | 10 years |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, Changes in Intangible Assets (Details) - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill | ||||
Goodwill, beginning balance | $ 0 | $ 0 | $ 36,260,000 | $ 36,260,000 |
Acquisition of agent locations | 0 | 0 | 0 | |
Amortization expense | 0 | 0 | 0 | 0 |
Goodwill, ending balance | 0 | 36,260,000 | 36,260,000 | 36,260,000 |
Intangible Assets | ||||
Other intangibles, beginning balance | 6,348,000 | 6,117,000 | 36,395,000 | 48,741,000 |
Acquisition of agent locations | 640,000 | 335,000 | 120,000 | |
Amortization expense | (231,000) | (14,559,000) | (9,349,000) | (12,466,000) |
Other intangibles, ending balance | $ 6,117,000 | $ 48,741,000 | $ 27,381,000 | $ 36,395,000 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 6,951 | |
2021 | 5,161 | |
2022 | 3,997 | |
2023 | 2,989 | |
2024 | 2,270 | |
Thereafter | 6,013 | |
Net amortizable intangible assets | $ 27,381 | $ 36,395 |
ACCRUED AND OTHER LIABILITIES,
ACCRUED AND OTHER LIABILITIES, Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Accrued Liabilities and Other Liabilities [Abstract] | |||
Payables to sending agents | $ 10,124 | $ 8,972 | |
Accrued legal settlement | 3,250 | 0 | |
Accrued salaries and benefits | 2,374 | 2,365 | |
Accrued bank charges | 976 | 983 | |
Accrued loyalty program reserve | 0 | $ 600 | 621 |
Accrued interest | 17 | 1,009 | |
Accrued legal fees | 120 | 920 | |
Accrued other professional fees | 655 | 559 | |
Accrued taxes | 2,345 | 756 | |
Deferred revenue loyalty program | 2,495 | 0 | |
Other | 718 | 170 | |
Accrued and other liabilities | $ 23,074 | $ 16,355 |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES, Changes in Deferred Revenue Loyalty Program Liability (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Movement in Deferred Revenue [Roll Forward] | |
Balance, December 31, 2018 | $ 0 |
Revenue deferred during the period | 2,618 |
Revenue recognized during the period | (2,099) |
Balance, December 31, 2019 | 2,495 |
Accounting Standards Update 2014-09 | |
Movement in Deferred Revenue [Roll Forward] | |
Adoption of ASC 606 | $ 1,976 |
DEBT, Debt Instruments (Details
DEBT, Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 97,044 | $ 120,000 |
Less: Current portion of long-term debt | (7,044) | (3,936) |
Less: Debt origination costs | (2,377) | (2,738) |
Long-term debt, noncurrent | 87,623 | 113,326 |
Debt origination costs, current | 600 | 600 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 97,044 | 90,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | $ 30,000 |
DEBT, Narrative (Details)
DEBT, Narrative (Details) | Apr. 29, 2019USD ($) | Nov. 07, 2018USD ($) | Aug. 23, 2017USD ($) | Feb. 01, 2017USD ($) | Jan. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Nov. 30, 2018USD ($) | Aug. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||||||||||
Transaction costs | $ 3,917,000 | $ 8,706,000 | $ 0 | $ 10,319,000 | |||||||
Loss on extinguishment of debt | $ 5,400,000 | ||||||||||
Prepayment of debt | 0 | 1,800,000 | 0 | 0 | 1,843,000 | ||||||
Write-off of unamortized debt origination costs | $ 1,900,000 | 3,500,000 | |||||||||
Capitalized debt issuance costs | 2,738,000 | 2,377,000 | 2,738,000 | ||||||||
Unamortized portion of debt origination costs | $ 3,400,000 | 2,900,000 | 3,400,000 | ||||||||
Amortization of debt issuance costs | 39,200 | $ 335,000 | $ 734,000 | 4,448,000 | |||||||
Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fixed charge coverage ratio | 1.25 | ||||||||||
Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Consolidated leverage ratio | 3.25 | ||||||||||
Senior Secured Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Transaction costs | $ 1,500,000 | ||||||||||
Senior Secured Credit Facility | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 9.00% | ||||||||||
Senior Secured Credit Facility | Base Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 8.00% | ||||||||||
Senior Secured Credit Facility | Term Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 97,000,000 | ||||||||||
Senior Secured Credit Facility | Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 20,000,000 | ||||||||||
Credit Agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Unused line fee percentage | 0.35% | ||||||||||
Capitalized debt issuance costs | $ 0 | $ 3,500,000 | $ 4,700,000 | ||||||||
Credit Agreement | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 4.50% | ||||||||||
Credit Agreement | Base Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 3.50% | ||||||||||
Credit Agreement | Term Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate principal amount | $ 90,000,000 | ||||||||||
Effective interest rate | 10.46% | 7.62% | |||||||||
Credit Agreement | Term Loan | Year 1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic repayment percentage | 5.00% | ||||||||||
Credit Agreement | Term Loan | Year 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic repayment percentage | 7.50% | ||||||||||
Credit Agreement | Term Loan | Year 3 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic repayment percentage | 7.50% | ||||||||||
Credit Agreement | Term Loan | Year 4 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic repayment percentage | 10.00% | ||||||||||
Credit Agreement | Term Loan | Year 5 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic repayment percentage | 10.00% | ||||||||||
Credit Agreement | Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 35,000,000 | ||||||||||
Effective interest rate | 12.50% | 9.23% | |||||||||
Credit Agreement | Incremental Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 30,000,000 | ||||||||||
Increase Joinder | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Capitalized debt issuance costs | $ 200,000 | ||||||||||
Increase Joinder | Incremental Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from issuance of secured debt | $ 12,000,000 |
DEBT, Annual Maturities of Term
DEBT, Annual Maturities of Term Loan (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 97,044 | $ 120,000 |
MC Credit Partners | ||
Debt Instrument [Line Items] | ||
2020 | 7,661 | |
2021 | 7,661 | |
2022 | 10,215 | |
2023 | 71,507 | |
Long-term debt, gross | $ 97,044 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 11 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2019 | 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, Narrative (Details) | Sep. 11, 2019USD ($)$ / sharesshares | Jan. 31, 2017USD ($) | May 31, 2019USD ($)shares | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($)installment$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Mar. 28, 2019$ / sharesshares | Jul. 26, 2018shares |
Share-based Compensation Arrangement [Abstract] | ||||||||
Common shares, outstanding (in shares) | 38,000,000 | 38,034,389 | 36,182,783 | 36,200,000 | ||||
Warrants to purchase common stock (in shares) | 9,000,000 | |||||||
Common stock, shares authorized (in shares) | 230,000,000 | 230,000,000 | ||||||
Common shares, issued (in shares) | 38,034,389 | 36,182,783 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||
Number of shares of common stock called by each warrant (in shares) | 1 | |||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 11.50 | |||||||
Warrants exercisable period on completion of business combination | 30 days | |||||||
Warrants expiration period | 5 years | |||||||
Percentage of conversion consideration less than the exchange consideration | 10.00% | |||||||
Percentage of outstanding warrants | 99.51% | |||||||
Warrant exchange (in shares) | 1,800,000 | |||||||
Cash paid in warrant exchange | $ | $ 0 | $ 10,000,000 | $ 0 | $ 10,031,000 | $ 0 | |||
Cash dividends | $ | 0 | 20,200,000 | $ 0 | $ 0 | ||||
Underwriting Agreement | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Common stock newly issued (in shares) | 5,200,000 | |||||||
Stock price to redeem warrants (in dollars per share) | $ / shares | $ 12.75 | |||||||
Additional shares of common stock purchased (in shares) | 782,608 | |||||||
Option period for the additional shares | 30 days | |||||||
Offering costs | $ | $ 800,000 | |||||||
2018 Equity Compensation Plan | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Shares reserved for issuance (in shares) | 3,300,000 | 3,400,000 | ||||||
Tender Offer | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Stock price to redeem warrants (in dollars per share) | $ / shares | $ 1.12 | |||||||
Number of shares of common stock called by each warrant (in shares) | 0.201 | |||||||
Professional and legal fees | $ | $ 900,000 | |||||||
Warrant Amendment | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Stock price to redeem warrants (in dollars per share) | $ / shares | $ 1 | |||||||
Number of shares of common stock called by each warrant (in shares) | 0.181 | |||||||
Stock options | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Stock price to redeem warrants (in dollars per share) | $ / shares | $ 13.83 | $ 10 | ||||||
Stock options | 2018 Equity Compensation Plan | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Weighted-average non-vested period | 2 years 3 months 18 days | |||||||
Stock options term | 10 years | |||||||
Number of equal installments for options vesting | installment | 4 | |||||||
Options non-vested (in shares) | 2,900,000 | |||||||
RSUs granted (in shares) | 475,000 | |||||||
Weighted-average grant date price (in dollars per share) | $ / shares | $ 4.38 | |||||||
Forfeited RSUs (in shares) | 403,000 | |||||||
Unrecognized compensation expense | $ | $ 7,200,000 | |||||||
Share-based compensation expense | $ | $ 2,600,000 | $ 1,000,000 | ||||||
RSUs | 2018 Equity Compensation Plan | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Options vesting period | 1 year | |||||||
RSUs granted (in shares) | 19,000 | 21,200 | ||||||
Weighted-average grant date price (in dollars per share) | $ / shares | $ 14.77 | $ 9.91 | ||||||
Forfeited RSUs (in shares) | 0 | 0 | ||||||
Aggregate fair value of the vested RSUs | $ | $ 255,100 | |||||||
Unrecognized compensation expense | $ | 210,000 | |||||||
Share-based compensation expense | $ | $ 192,500 | $ 87,500 | ||||||
Options vested (in shares) | 21,192 | |||||||
Class C and D | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Share-based compensation expense | $ | 0 | 0 | 0 | |||||
Performance Shares | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Share-based compensation expense | $ | $ 2,900,000 | $ 1,800,000 | $ 4,700,000 | |||||
Intermex | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Percentage of outstanding common stock owned | 48.30% | |||||||
FinTech | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Percentage of outstanding common stock owned | 51.70% | |||||||
FinTech | Public Warrants | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Number of warrants issued (in shares) | 8,800,000 | |||||||
FinTech | Placement Warrants | ||||||||
Share-based Compensation Arrangement [Abstract] | ||||||||
Number of warrants issued (in shares) | 200,000 |
STOCKHOLDER'S EQUITY AND SHAR_4
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, Fair Value of Stock Options (Details) - $ / shares | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Feb. 28, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average grant date price of our common stock (in dollars per share) | $ 13.83 | $ 10 | ||
Expected volatility | 28.60% | 28.60% | ||
Risk-free interest rate | 1.70% | 2.90% | ||
Expected term (in years) | 6 years 3 months | 6 years 3 months | ||
Expected dividend yield | 0.00% | 0.00% | ||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 47.40% | 46.90% | ||
Risk-free interest rate | 1.90% | 2.10% | ||
Expected term (in years) | 5 years 9 months 18 days | 6 years | ||
Expected dividend yield | 0.00% | 0.00% |
STOCKHOLDER'S EQUITY AND SHAR_5
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Weighted-Average Grant Date Fair Value | ||
Exercisable at December 31, 2019 (in dollars per share) | $ 3.45 | |
Stock Option | 2018 Equity Compensation Plan | ||
Number of Options | ||
Outstanding at December 31, 2018 (in shares) | 2,881,219 | |
Granted (in shares) | 475,000 | |
Exercised (in shares) | (48,000) | |
Forfeited (in shares) | (403,000) | |
Expired (in shares) | 0 | |
Outstanding at December 31, 2019 (in shares) | 2,905,219 | 2,881,219 |
Exercisable at December 31, 2019 (in shares) | 639,805 | |
Weighted-Average Exercise Price | ||
Outstanding at December 31, 2018 (in dollars per share) | $ 10 | |
Granted (in dollars per share) | 13.83 | |
Exercised (in dollars per share) | 10.20 | |
Forfeited (in dollars per share) | 10.81 | |
Outstanding at December 31, 2019 (in dollars per share) | 10.51 | $ 10 |
Exercisable at December 31, 2019 (in dollars per share) | $ 9.95 | |
Weighted-Average Remaining Contractual Term (Years) | ||
Weighted average remaining contractual term, outstanding | 8 years 8 months 26 days | 9 years 7 months 6 days |
Weighted average remaining contractual term, Exercisable | 8 years 7 months 2 days | |
Weighted-Average Grant Date Fair Value | ||
Outstanding at December 31, 2018 (in dollars per share) | $ 3.47 | |
Granted (in dollars per share) | 4.38 | |
Exercised (in dollars per share) | 3.54 | |
Forfeited (in dollars per share) | 3.68 | |
Expired (in dollars per share) | 0 | |
Outstanding at December 31, 2019 (in dollars per share) | $ 3.58 | $ 3.47 |
Aggregate intrinsic value of stock options exercised | $ 0.2 | |
Aggregate fair value of vested/exercisable options | $ 7.7 |
STOCKHOLDER'S EQUITY AND SHAR_6
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, Incentive Units Authorized and Issued (Details) - shares | 1 Months Ended | ||
Sep. 30, 2017 | Feb. 28, 2017 | Dec. 31, 2017 | |
Class B | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Authorized (in shares) | 10,000,000 | ||
Units Issued (in shares) | 665,000 | 9,055,000 | |
Class C | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Authorized (in shares) | 5,000,000 | ||
Units Issued (in shares) | 332,500 | 4,527,500 | |
Class D | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Authorized (in shares) | 5,000,000 | ||
Units Issued (in shares) | 332,500 | 4,527,500 |
STOCKHOLDER'S EQUITY AND SHAR_7
STOCKHOLDER'S EQUITY AND SHARE-BASED COMPENSATION, Number of Units and Weighted-average Grant Date Fair Value (Details) - $ / shares | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Feb. 28, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | |
Class B | ||||
Number of Units | ||||
Granted during the 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 | ||||
Granted during the 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, ending balance (in dollars per share) | $ 0.4879 | $ 0 | ||
Class C | ||||
Number of Units | ||||
Granted during the 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 | ||||
Granted during the 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, ending balance (in dollars per share) | $ 0.2080 | $ 0 | ||
Class D | ||||
Number of Units | ||||
Granted during the 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 | ||||
Granted during the 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, ending balance (in dollars per share) | $ 0.1489 | $ 0 |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2017 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
(Loss) earnings per share: | ||||||||||||
Net (income) loss for basic and diluted income (loss) per common share | $ (3,318) | $ 5,341 | $ 4,038 | $ 7,074 | $ 3,156 | $ 4,865 | $ (13,413) | $ 1,844 | $ (540) | $ (10,174) | $ 19,609 | $ (7,244) |
Shares: | ||||||||||||
Weighted-average common shares outstanding - basic (in shares) | 38,014,444 | 37,984,316 | 37,505,598 | 36,182,783 | 36,182,783 | 30,975,338 | 17,227,682 | 17,227,682 | 17,227,682 | 37,428,345 | 25,484,386 | |
Weighted-average common shares outstanding - diluted (in shares) | 38,274,079 | 38,286,702 | 37,594,151 | 36,195,463 | 36,572,071 | 30,975,338 | 17,227,682 | 17,227,682 | 17,227,682 | 37,594,158 | 25,484,386 | |
Earnings (loss) per common share - basic and diluted (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.19 | $ 0.09 | $ 0.13 | $ (0.43) | $ 0.11 | $ (0.03) | $ (0.59) | $ 0.52 | $ (0.28) | |
RSUs | ||||||||||||
Shares: | ||||||||||||
Effect of dilutive securities (in shares) | 0 | 12,416 | 0 | |||||||||
Securities excluded from computation of diluted loss per share (in shares) | 19,000 | 21,200 | ||||||||||
Stock options | ||||||||||||
Shares: | ||||||||||||
Effect of dilutive securities (in shares) | 0 | 140,640 | 0 | |||||||||
Securities excluded from computation of diluted loss per share (in shares) | 0 | 500,000 | 2,900,000 | |||||||||
Warrants | ||||||||||||
Shares: | ||||||||||||
Effect of dilutive securities (in shares) | 0 | 12,757 | 0 | |||||||||
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, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current tax provision: | ||||||||||||
Foreign | $ 11 | $ 164 | $ 201 | $ 212 | ||||||||
Federal | 0 | 0 | 4,668 | 1,283 | ||||||||
State | 0 | 0 | 1,591 | 182 | ||||||||
Total Current | 11 | 164 | 6,460 | 1,677 | ||||||||
Deferred tax provision (benefit): | ||||||||||||
Federal | (1,792) | 596 | 1,290 | 93 | ||||||||
State | (422) | (226) | 573 | 98 | ||||||||
Total deferred | (2,214) | 370 | 1,863 | 191 | ||||||||
Total tax provision (benefit) | $ (2,203) | $ 2,387 | $ 2,253 | $ 2,602 | $ 1,081 | $ (6,318) | $ 7,569 | $ 824 | $ (207) | $ 534 | $ 8,323 | $ 1,868 |
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, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||||||||||
Income (loss) before income taxes | $ (5,521) | $ 7,728 | $ 6,291 | $ 9,676 | $ 4,237 | $ (1,453) | $ (5,844) | $ 2,668 | $ (747) | $ (9,640) | $ 27,932 | $ (5,376) |
US statutory tax rate | 34.00% | 34.00% | 21.00% | 21.00% | ||||||||
Income tax (benefit) expense at statutory rate | $ (1,877) | $ (3,277) | $ 5,866 | $ (1,129) | ||||||||
State tax expense (benefit), net of federal | (279) | (182) | 1,639 | 145 | ||||||||
Foreign tax rates different from U.S. statutory rate | (46) | 95 | 260 | 146 | ||||||||
Non-deductible expenses | 1 | 3,309 | 374 | 1,978 | ||||||||
Write-off of transaction costs | 0 | 0 | 0 | 321 | ||||||||
Write-off of net operating losses | 0 | 0 | 0 | 314 | ||||||||
Change in tax rate | 0 | 604 | 71 | 76 | ||||||||
Other | (2) | (15) | 113 | 17 | ||||||||
Total tax provision (benefit) | $ (2,203) | $ 2,387 | $ 2,253 | $ 2,602 | $ 1,081 | $ (6,318) | $ 7,569 | $ 824 | $ (207) | $ 534 | $ 8,323 | $ 1,868 |
INCOME TAXES, Deferred Tax Asse
INCOME TAXES, Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
U.S. federal and state net operating losses | $ 6,385,000 | $ 7,567,000 |
Foreign net operating losses | 73,000 | 0 |
Allowance for doubtful accounts | 275,000 | 287,000 |
Interest expense carryforwards | 0 | 2,525,000 |
Share-based compensation | 897,000 | 294,000 |
Accrued compensation | 279,000 | 281,000 |
Deferred revenue | 653,000 | 0 |
Accrued TCPA claim | 880,000 | 0 |
Other | 0 | 213,000 |
Total deferred tax assets | 9,442,000 | 11,167,000 |
Deferred tax liabilities | ||
Depreciation | (1,918,000) | (1,134,000) |
Intangible amortization | (6,710,000) | (7,766,000) |
Total deferred tax liabilities | (8,628,000) | (8,900,000) |
Valuation allowance | (73,000) | 0 |
Net deferred tax asset | 741,000 | 2,267,000 |
Domestic Tax Authority | ||
Deferred tax liabilities | ||
Valuation allowance | 0 | 0 |
State and Local Jurisdiction | ||
Deferred tax liabilities | ||
Valuation allowance | $ 0 | $ 0 |
INCOME TAXES, Narrative (Detail
INCOME TAXES, Narrative (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure, Line Items [Line Items] | |||
Accrued interest and tax penalties | $ 0 | $ 0 | |
Valuation allowance | 73,000 | 0 | |
Decrease in deferred tax asset | $ (600,000) | ||
Domestic Tax Authority | |||
Income Tax Disclosure, Line Items [Line Items] | |||
Net operating loss carryforwards | 25,900,000 | ||
Valuation allowance | 0 | 0 | |
State and Local Jurisdiction | |||
Income Tax Disclosure, Line Items [Line Items] | |||
Net operating loss carryforwards | 23,900,000 | ||
Valuation allowance | 0 | $ 0 | |
Foreign Tax Authority | |||
Income Tax Disclosure, Line Items [Line Items] | |||
Operating Loss Carryforwards, Valuation Allowance | $ 73,300 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Oct. 07, 2019USD ($) | Jan. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($)territorycountrystate | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |||||
Rent expense | $ 100 | $ 1,600 | $ 2,100 | $ 1,800 | |
Amount of settlement fund created | $ 3,250 | ||||
Settlement amount | 3,250 | ||||
Related legal expenses | $ 400 | ||||
Number of states in which entity operates | state | 50 | ||||
Number of territories in which entity operates | territory | 2 | ||||
Number of countries in which entity operates | country | 3 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future Minimum Rental Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating lease term | 5 years |
2020 | $ 1,498 |
2021 | 1,241 |
2022 | 1,018 |
2023 | 869 |
2024 | 776 |
Thereafter | 662 |
Total | $ 6,064 |
DEFINED CONTRIBUTION PLAN (Deta
DEFINED CONTRIBUTION PLAN (Details) - USD ($) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Selling, General and Administrative Expenses | ||||
Defined Contribution Plan [Abstract] | ||||
Defined benefit plan, employer contribution | $ 10,000 | $ 96,600 | $ 132,000 | $ 115,200 |
QUARTERLY FINANCIAL INFORMATI_3
QUARTERLY FINANCIAL 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, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | ||||||||||||
Revenues | $ 14,425 | $ 83,243 | $ 85,334 | $ 82,675 | $ 68,349 | $ 75,058 | $ 72,508 | $ 70,379 | $ 55,956 | $ 201,039 | $ 319,601 | $ 273,901 |
Operating expenses | 19,332 | 73,509 | 76,898 | 70,711 | 62,041 | 68,173 | 74,918 | 64,319 | 53,419 | 199,231 | 283,159 | 260,829 |
Operating income (loss) | (4,907) | 9,734 | 8,436 | 11,964 | 6,308 | 6,885 | (2,410) | 6,060 | 2,537 | 1,808 | 36,442 | 13,072 |
Interest expense | 614 | 2,006 | 2,145 | 2,288 | 2,071 | 8,338 | 3,434 | 3,392 | 3,284 | 11,448 | 8,510 | 18,448 |
Income (loss) before income taxes | (5,521) | 7,728 | 6,291 | 9,676 | 4,237 | (1,453) | (5,844) | 2,668 | (747) | (9,640) | 27,932 | (5,376) |
Income tax (benefit) provision | (2,203) | 2,387 | 2,253 | 2,602 | 1,081 | (6,318) | 7,569 | 824 | (207) | 534 | 8,323 | 1,868 |
Net income (loss) | $ (3,318) | $ 5,341 | $ 4,038 | $ 7,074 | $ 3,156 | $ 4,865 | $ (13,413) | $ 1,844 | $ (540) | $ (10,174) | $ 19,609 | $ (7,244) |
(Loss) earnings per share: | ||||||||||||
Basic and diluted (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.19 | $ 0.09 | $ 0.13 | $ (0.43) | $ 0.11 | $ (0.03) | $ (0.59) | $ 0.52 | $ (0.28) | |
Weighted-average common shares outstanding: | ||||||||||||
Basic (in shares) | 38,014,444 | 37,984,316 | 37,505,598 | 36,182,783 | 36,182,783 | 30,975,338 | 17,227,682 | 17,227,682 | 17,227,682 | 37,428,345 | 25,484,386 | |
Diluted (in shares) | 38,274,079 | 38,286,702 | 37,594,151 | 36,195,463 | 36,572,071 | 30,975,338 | 17,227,682 | 17,227,682 | 17,227,682 | 37,594,158 | 25,484,386 |