Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 11, 2019 | Aug. 16, 2018 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | SELECT INTERIOR CONCEPTS, INC. | ||
Entity Central Index Key | 0001723866 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Trading Symbol | SIC | ||
Entity Common Stock, Shares Outstanding | 25,839,670 | ||
Entity Public Float | $ 187.9 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash | $ 6,362 | $ 2,547 |
Restricted cash | 3,000 | 3,000 |
Accounts receivable, net of allowance for doubtful accounts of $500 and $217 at December 31, 2018 and 2017, respectively | 63,601 | 45,284 |
Inventories | 108,270 | 87,629 |
Prepaid expenses and other current assets | 2,809 | 2,625 |
Income taxes receivable | 1,263 | 1,520 |
Total current assets | 185,305 | 142,605 |
Property and equipment, net of accumulated depreciation of $13,038 and $6,669 at December 31, 2018 and 2017, respectively | 19,798 | 13,226 |
Deferred tax assets, net | 9,355 | 11,569 |
Goodwill | 94,593 | 66,326 |
Intangible assets, net | 100,715 | 82,263 |
Other assets | 6,248 | 4,257 |
Total assets | 416,014 | 320,246 |
Current liabilities | ||
Current portion of long-term debt, net of financing fees of $511 and $522 at December 31, 2018 and 2017, respectively | 1,368 | 1,449 |
Current portion of capital lease obligations | 500 | 229 |
Accounts payable | 37,265 | 38,491 |
Income taxes payable | 984 | |
Accrued expenses and other current liabilities | 27,620 | 19,840 |
Customer deposits | 9,908 | 5,320 |
Total current liabilities | 77,645 | 65,329 |
Line of credit | 36,706 | 19,269 |
Long-term debt, net of current portion and financing fees of $1,618 and $1,673 at December 31, 2018 and 2017, respectively | 142,442 | 86,897 |
Long-term capital lease obligations | 1,544 | 664 |
Other long-term liabilities | 8,983 | |
Total liabilities | 267,320 | 172,159 |
Commitments and contingencies (Note 10) | ||
Stockholders' Equity | ||
Additional paid-in capital | 156,601 | 153,520 |
Accumulated deficit | (8,164) | (5,689) |
Total stockholders’ equity | 148,694 | 148,087 |
Total liabilities and equity | 416,014 | 320,246 |
Class A | ||
Stockholders' Equity | ||
Common stock | 257 | 217 |
Total stockholders’ equity | 257 | 217 |
Class B | ||
Stockholders' Equity | ||
Common stock | 39 | |
Total stockholders’ equity | 39 | |
Customer Relationships | ||
Current assets | ||
Intangible assets, net | 79,843 | 68,125 |
Intangible assets | ||
Current assets | ||
Intangible assets, net | $ 20,872 | $ 14,138 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Allowance for doubtful accounts | $ 500 | $ 217 |
Accumulated depreciation | 13,038 | 6,669 |
Accumulated amortization | 39,945 | 26,062 |
Current portion of long-term debt, net of financing fees | 511 | 522 |
Non current portion of long-term debt, net of financing fees | $ 1,618 | $ 1,673 |
Class A | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 25,682,669 | 21,750,000 |
Common stock, shares outstanding | 25,682,669 | 21,750,000 |
Class B | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 15,000,000 | 15,000,000 |
Common stock, shares issued | 0 | 3,864,626 |
Common stock, shares outstanding | 0 | 3,864,626 |
Customer Relationships | ||
Accumulated amortization | $ 35,877 | $ 23,835 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue, net | $ 489,757 | $ 352,952 | $ 233,868 |
Cost of revenue | 356,303 | 249,063 | 167,038 |
Gross profit | 133,454 | 103,889 | 66,830 |
Selling, general and administrative expenses | 121,357 | 97,727 | 52,405 |
Income from operations | 12,097 | 6,162 | 14,425 |
Other expense: | |||
Interest expense | 11,426 | 12,761 | 4,735 |
Loss on extinguishments of debt | 42 | 988 | |
Other expense, net | 2,115 | 439 | 1 |
Total other expense, net | 13,583 | 14,188 | 4,736 |
(Loss) income before provision for income taxes | (1,486) | (8,026) | 9,689 |
Provision for income taxes | 989 | 3,320 | 2,634 |
Net (loss) income | (2,475) | (11,346) | 7,055 |
Predecessor | |||
Other expense: | |||
Net (loss) income | (5,657) | $ 7,055 | |
Select Interior Concepts, Inc. | |||
Other expense: | |||
Net (loss) income | $ (2,475) | $ (5,689) | |
Class A | |||
(Loss) per basic and diluted share of common stock | |||
Basic | $ (0.10) | $ (0.22) | |
Diluted | $ (0.10) | $ (0.22) | |
Weighted average shares outstanding | |||
Basic | 25,634,342 | 19,650,000 | |
Diluted | 25,634,342 | 19,650,000 | |
Class B | |||
(Loss) per basic and diluted share of common stock | |||
Basic | $ (0.22) | ||
Diluted | $ (0.22) | ||
Weighted average shares outstanding | |||
Basic | 5,964,626 | ||
Diluted | 5,964,626 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Bermuda Import-Export, Inc. (“Modul”) | Class E-2 Units to Aquarius Seller, Inc. and an Existing Member | Class A | Class B | Member Units | Member UnitsBermuda Import-Export, Inc. (“Modul”) | Member UnitsClass E-1 Units to Existing Members | Member UnitsClass E-2 Units to Aquarius Seller, Inc. and an Existing Member | Total Additional Paid-in Capital | Total Accumulated Deficit |
Beginning balance, Members' Capital (Predecessor) at Dec. 31, 2015 | $ 20,411 | ||||||||||
Beginning balance, Members' Capital at Dec. 31, 2015 | $ 20,411 | ||||||||||
Beginning balance, Member Units (Predecessor) at Dec. 31, 2015 | 34,792,621 | ||||||||||
Net income (loss) | Predecessor | 7,055 | $ 7,055 | |||||||||
Net income (loss) | 7,055 | ||||||||||
Dividends issued | Predecessor | (263) | ||||||||||
Dividends issued | (263) | ||||||||||
Equity issued related to the acquisition of Modul | Predecessor | $ 12,538 | ||||||||||
Equity issued related to the acquisition of Modul | $ 12,538 | ||||||||||
Equity issued related to the acquisition of Modul, Member Units | Predecessor | 21,128,318 | ||||||||||
Ending balance, Members' Capital (Predecessor) at Dec. 31, 2016 | $ 39,741 | ||||||||||
Ending balance, Members' Capital at Dec. 31, 2016 | 39,741 | ||||||||||
Ending balance, Member Units (Predecessor) at Dec. 31, 2016 | 55,920,939 | ||||||||||
Issuance of Units | Predecessor | $ 10,030 | ||||||||||
Issuance of Units | $ 10,030 | ||||||||||
Issuance of Units, Member Units | Predecessor | 21,736,168 | 7,156,106 | |||||||||
Net income (loss) | Predecessor | $ (5,657) | ||||||||||
Net income (loss) | (5,657) | ||||||||||
Dividends issued | Predecessor | (35,421) | ||||||||||
Dividends issued | (35,421) | ||||||||||
Equity based compensation, Members' Capital | Predecessor | $ 7,345 | ||||||||||
Equity based compensation, Members' Capital | 7,345 | ||||||||||
Equity based compensation, Member Units | Predecessor | 4,175,844 | ||||||||||
Ending balance, Members' Capital (Predecessor) at Oct. 31, 2017 | $ 16,038 | ||||||||||
Ending balance, Members' Capital at Oct. 31, 2017 | 16,038 | ||||||||||
Ending balance, Member Units (Predecessor) at Oct. 31, 2017 | 88,989,057 | ||||||||||
Beginning balance, Members' Capital (Predecessor) at Dec. 31, 2016 | $ 39,741 | ||||||||||
Beginning balance, Members' Capital at Dec. 31, 2016 | 39,741 | ||||||||||
Beginning balance, Member Units (Predecessor) at Dec. 31, 2016 | 55,920,939 | ||||||||||
Contribution of member units for Class B Common Stock | $ 10,264 | ||||||||||
Net income (loss) | Predecessor | (5,657) | ||||||||||
Net income (loss) | (11,346) | ||||||||||
Ending balance, shares at Dec. 31, 2017 | 21,750,000 | 3,864,626 | |||||||||
Ending balance at Dec. 31, 2017 | 148,087 | $ 217 | $ 39 | $ 153,520 | $ (5,689) | ||||||
Beginning balance, Members' Capital (Predecessor) at Oct. 31, 2017 | $ 16,038 | ||||||||||
Beginning balance, Members' Capital at Oct. 31, 2017 | 16,038 | ||||||||||
Beginning balance, Member Units (Predecessor) at Oct. 31, 2017 | 88,989,057 | ||||||||||
Contribution of member units for Class B Common Stock | Predecessor | $ (10,264) | ||||||||||
Contribution of member units for Class B Common Stock | $ 92 | 10,172 | |||||||||
Contribution of member units for Class B Common Stock, shares | Predecessor | (57,361,484) | ||||||||||
Contribution of member units for Class B Common Stock, shares | 9,244,112 | ||||||||||
Repurchase of member units | Predecessor | $ (5,774) | ||||||||||
Repurchase of member units | (62,726) | (56,952) | |||||||||
Repurchase of member units, shares | Predecessor | (31,627,573) | ||||||||||
Repurchase and retirement of Class B Common Stock | (60,034) | $ (53) | (59,981) | ||||||||
Repurchase and retirement of Class B Common Stock, shares | (5,379,486) | ||||||||||
Sale/Issuances of Class A and Class B Stock | 240,501 | $ 217 | 240,284 | ||||||||
Sale/Issuances of Class A and Class B Stock, shares | 21,750,000 | ||||||||||
Deferred tax asset adjustment | 19,845 | 19,845 | |||||||||
Ending balance, shares at Nov. 30, 2017 | 21,750,000 | 3,864,626 | |||||||||
Ending balance at Nov. 30, 2017 | 153,368 | $ 39 | 153,368 | ||||||||
Beginning balance, Members' Capital (Predecessor) at Oct. 31, 2017 | $ 16,038 | ||||||||||
Beginning balance, Members' Capital at Oct. 31, 2017 | 16,038 | ||||||||||
Beginning balance, Member Units (Predecessor) at Oct. 31, 2017 | 88,989,057 | ||||||||||
Net income (loss) | (5,689) | (5,689) | |||||||||
Equity based compensation | 152 | 152 | |||||||||
Ending balance, shares at Dec. 31, 2017 | 21,750,000 | 3,864,626 | |||||||||
Ending balance at Dec. 31, 2017 | 148,087 | $ 217 | $ 39 | 153,520 | (5,689) | ||||||
Beginning balance, shares at Nov. 30, 2017 | 21,750,000 | 3,864,626 | |||||||||
Ending balance, shares at Dec. 31, 2017 | 21,750,000 | 3,864,626 | |||||||||
Ending balance at Dec. 31, 2017 | $ 148,087 | $ 217 | $ 39 | 153,520 | (5,689) | ||||||
Contribution of member units for Class B Common Stock, shares | 57,361,484 | 9,244,112 | |||||||||
Sale/Issuances of Class A and Class B Stock | $ 554 | $ 1 | 553 | ||||||||
Sale/Issuances of Class A and Class B Stock, shares | 752 | 39,645 | |||||||||
Net income (loss) | (2,475) | (2,475) | |||||||||
Equity based compensation | 2,528 | 2,528 | |||||||||
Equity based compensation, Shares | 27,646 | ||||||||||
Special Stock Dividend and Cancellation of Common Stock | $ 2 | $ (2) | |||||||||
Special Stock Dividend and Cancellation of Common Stock, shares | 226,511 | (226,511) | |||||||||
Conversion of Class B Stock to Class A Stock | $ 37 | $ (37) | |||||||||
Conversion of Class B Stock to Class A Stock, shares | 3,677,760 | 3,677,760 | |||||||||
Ending balance, shares at Dec. 31, 2018 | 25,682,669 | ||||||||||
Ending balance at Dec. 31, 2018 | $ 148,694 | $ 257 | $ 156,601 | $ (8,164) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities | |||
Net income (loss) | $ (2,475) | $ (11,346) | $ 7,055 |
Adjustments to reconcile net (loss) income to net provided by cash (used in) operating activities: | |||
Depreciation and amortization | 20,487 | 14,816 | 9,187 |
Equity based compensation | 2,528 | 7,497 | |
Deferred (benefit from) provision for income taxes | (4,186) | 2,929 | (1,896) |
Amortized interest on deferred debt issuance costs | 663 | 558 | 273 |
Loss on extinguishments of debt | 42 | 988 | |
Increase (decrease) in allowance for doubtful accounts | 283 | (127) | (101) |
(Gain) loss on disposal of property and equipment, net | (139) | 57 | 1 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (4,370) | (8,784) | 3,348 |
Inventories | 1,209 | (24,024) | (4,345) |
Prepaid expenses and other current assets | 151 | (1,616) | 592 |
Related party receivable | 44 | ||
Other assets | (174) | (110) | (248) |
Accounts payable | (11,891) | 9,166 | (410) |
Accrued expenses and other current liabilities | 3,847 | 2,965 | 1,275 |
Income taxes payable (receivable) | 1,240 | (2,405) | 504 |
Customer deposit | 2,888 | 1,069 | 261 |
Net cash provided by (used in) operating activities | 12,212 | (8,367) | 15,540 |
Cash flows used in investing activities | |||
Purchase of property and equipment | (8,507) | (4,218) | (3,477) |
Proceeds from disposal of property and equipment | 6 | 144 | 30 |
Net cash used in investing activities | (80,624) | (118,837) | (14,787) |
Cash flows provided by financing activities | |||
Dividends issued | (35,421) | (263) | |
Repurchase of member units | (62,725) | ||
Repurchase and retirement of Class B Common Stock | (60,035) | ||
Proceeds from November 2017 Private Offering and Private Placement, net of issuance costs of $18.0 million | 240,501 | ||
Proceeds from issuance of equity | 553 | 30 | 12,538 |
Proceeds (payment) on line of credit, net | 17,886 | 8,242 | (7,902) |
Proceeds from term loan | 57,250 | 130,000 | |
Term loan deferred issuance costs | (958) | (2,952) | |
Payments on notes payable | (1,454) | (667) | (717) |
Principal payments on long-term debt | (1,050) | (88,949) | (2,002) |
Net cash provided by financing activities | 72,227 | 128,024 | 1,654 |
Net increase in cash and restricted cash | 3,815 | 820 | 2,407 |
Cash and restricted cash, beginning of period | 5,547 | 4,727 | 2,320 |
Cash and restricted cash, end of period | 9,362 | 5,547 | 4,727 |
Supplemental disclosures of cash flow information | |||
Cash paid for interest | 10,445 | 12,146 | 4,493 |
Cash paid for income taxes | 3,845 | 2,762 | 4,403 |
Supplemental disclosures of non-cash investing and financing activities | |||
Deferred tax asset adjustment related to November 2017 Restructuring Transactions | 19,845 | ||
Acquisition | 1,804 | 1,270 | 511 |
Class B Common Stock | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Contribution of member units for Class B Common Stock | 10,264 | ||
Greencraft Holdings, LLC. | |||
Adjustments to reconcile net (loss) income to net provided by cash (used in) operating activities: | |||
Change in fair value of Greencraft Holdings, LLC earn-out liability | 2,109 | ||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (26,762) | ||
Supplemental disclosures of non-cash investing and financing activities | |||
Acquisitions measurement period adjustments | 317 | ||
Pental Granite and Marble, LLC | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (88,001) | ||
Supplemental disclosures of non-cash investing and financing activities | |||
Acquisition | $ 10,000 | ||
T.A.C. Ceramic Tile Co. | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (40,189) | ||
Supplemental disclosures of non-cash investing and financing activities | |||
Earn-out purchase price adjustment | 2,265 | ||
Summit Stoneworks, LLC | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (16,000) | ||
Supplemental disclosures of non-cash investing and financing activities | |||
Earn-out purchase price adjustment | 1,851 | ||
Bermuda Import-Export, Inc. (“Modul”) | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (11,340) | ||
Supplemental disclosures of non-cash investing and financing activities | |||
Acquisition of Bermuda Import-Export, Inc. credit deposits | 330 | ||
Tuscany Collection, LLC | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (4,152) | ||
NSI, LLC | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (290) | ||
Elegant Home Design, LLC | |||
Cash flows used in investing activities | |||
Acquisition of business, net of cash acquired | (11,492) | ||
PT Tile Holdings, LP | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Acquisitions measurement period adjustments | $ 140 | ||
Elegant Home Design L L C | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Acquisition of Elegant Home Design, LLC, indemnity holdback | $ 1,000 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($)shares | |
Issuance cost | $ | $ 18 |
Contribution of member units for shares | 57,361,484 |
Class B Common Stock | |
Contribution of member units for shares | 9,244,112 |
Organization and Business Descr
Organization and Business Description | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Organization and Business Description | 1. Organization and Business Description Organization and Nature of Operations These financial statements reflect the consolidated operations of Select Interior Concepts, Inc. (“SIC” or the “Company”). SIC is a Delaware corporation that was restructured in November 2017 to be a holding company on which to consolidate diversified building products and services companies with a primary focus on providing products and services related to the interior of all types of buildings. Through its two primary operating subsidiaries and segments, Residential Design Services, LLC (f/k/a TCFI LARK LLC) (“RDS”) and Architectural Surfaces Group, LLC (f/k/a TCFI G&M LLC) (“ASG”), SIC imports and distributes natural and engineered stone slabs for kitchen and bathroom countertops, operates design centers that merchandise interior products, and provides installation services. SIC’s interior product offerings include flooring, cabinets, countertops, wall tile, finish carpentry, and shower enclosures and mirrors. RDS operates throughout California, Reno, Nevada, Phoenix, Arizona, Austin, Texas, Manassas, Virginia, Elkridge, Maryland, Atlanta, Georgia, and Charlotte, North Carolina. ASG has operations in the Northeast, Southeast, Southwest, Midwest, Mountain West, and West Coast regions of the United States. The SIC platform originated in September 2014, when affiliates of Trive Capital Management LLC (“Trive Capital”) acquired RDS, which in turn acquired the assets of PT Tile Holdings, LP (“Pinnacle”) in February 2015, and 100% of the equity interests in Greencraft Holdings, LLC (“Greencraft”) in December 2017. RDS then acquired the assets of Summit Stoneworks, LLC (“Summit”) in August 2018, and 100% of the equity interests in T.A.C. Ceramic Tile Co. (“TAC”) in December 2018. Affiliates of Trive Capital also formed a consolidation platform in the stone countertop market by establishing TCFI G&M LLC, a Delaware limited liability company formed on May 26, 2015. TCFI G&M LLC acquired 100% of the equity interests in Architectural Granite & Marble, LLC in June 2015, which in turn acquired the assets of Bermuda Import-Export, Inc. (“Modul”) in July 2016, 100% of the equity interests in Pental Granite and Marble, LLC (“Pental”) in February 2017, and the assets of Cosmic Stone & Tile Distributors, Inc. (“Cosmic”) in October 2017. On January 17, 2018, TCFI G&M LLC changed its name to Architectural Surfaces Group, LLC (a/k/a ASG). ASG then acquired the assets of Elegant Home Design, LLC (Bedrock”) in January 2018, the assets of NSI, LLC (“NSI”) in March 2018, and the assets of The Tuscany Collection, LLC (“Tuscany”) in August 2018. Reorganization On November 22, 2017, SIC and the former equity holders of RDS and ASG completed a series of restructuring transactions (collectively, the “November 2017 Restructuring Transactions”) whereby (i) certain former equity holders of RDS and ASG (collectively referred to as the “Rollover Stockholders”) contributed a certain amount of equity interests in RDS and ASG to SIC in exchange for shares of Class B common stock, par value $0.01 per share, of SIC (“Class B Common Stock”) (such transaction referred to as the “Contribution and Exchange”), (ii) SIC used a certain amount of proceeds from the November 2017 Private Offering and Private Placement (described below) to purchase from certain former equity holders of RDS and ASG the remaining equity interests in each of RDS and ASG (that were not initially contributed to SIC as part of the Contribution and Exchange), and (iii) after the preceding transactions, RDS and ASG became wholly-owned subsidiaries of SIC. SIC was wholly owned by Trive Capital and was inactive until the November 2017 Restructuring Transactions. Prior to the November 2017 Restructuring Transactions, SIC, RDS, and ASG were all under the common control of Trive Capital. 1. Organization and Business Description (Continued) Concurrent with the November 2017 Restructuring Transactions, SIC completed a private offering and private placement of 18,750,000 shares of its Class A common stock, par value $0.01 per share (“Class A Common Stock”), to new investors, at a public offering price of $12.00 per share for gross proceeds of approximately $225 million (prior to payment of discounts and fees to the initial purchaser and placement agent and offering expenses) (the “November 2017 Private Offering and Private Placement”). The net proceeds from the November 2017 Private Offering and Private Placement were primarily used by SIC to (i) repurchase 2,379,486 shares of Class B Common Stock from Trive Capital for approximately $26.6 million, (ii) purchase, from certain Rollover Stockholders, the remaining outstanding equity interests in each of RDS and ASG (that were not initially contributed to SIC as part of the Contribution and Exchange) for approximately $62.7 million, and (iii) repay outstanding indebtedness totaling $112.8 million to third-party lenders and pay $0.3 million of lending related fees. The remainder of the net proceeds was used by SIC for transaction expenses related to the November 2017 Private Offering and Private Placement, working capital and general corporate purposes. In accordance with the terms of the November 2017 Private Offering and Private Placement, in December 2017, SIC completed an additional sale of 3,000,000 shares of Class A Common Stock to new investors at an offering price of $12.00 per share for total gross proceeds of approximately $36.0 million (prior to payment of discounts and fees to the initial purchaser and placement agent and offering expenses). These net proceeds were used by SIC to repurchase an additional 3,000,000 shares of Class B Common Stock from certain Rollover Stockholders. Holders of Class A Common Stock and Class B Common stock vote together as a single class on all matters, subject to certain exceptions in the Company’s amended and restated certificate of incorporation. Holders of Class B Common Stock, other than items related to the Special Stock Dividends (see Registration Rights under Note 11 The reorganization transactions were treated as a combination of entities under common control with assets and liabilities transferred at their carrying amounts in a manner similar to a pooling of interests. Accordingly, the 2017 and 2016 consolidated historical results of SIC includes the results under the “as if pooling” method. Transition to Public Company On August 13, 2018, the SEC declared effective the Company’s Registration Statement on Form S-1, which contained a prospectus pursuant to which certain selling stockholders of the Company may offer and sell shares of Class A Common Stock. On August 16, 2018, the Company’s Class A Common Stock commenced trading on the Nasdaq Capital Market under the ticker symbol “SIC.” |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements include the accounts of SIC, its wholly owned subsidiaries RDS and ASG, and their wholly owned subsidiaries, and are presented using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All significant intercompany accounts and transactions have been eliminated in combination. References to the “ASC” hereafter refer to the Accounting Standards Codification established by the Financial Accounting Standards Board (“FASB”) as the source of authoritative U.S. GAAP. The November 2017 Restructuring Transactions resulting in the transfer of RDS and ASG to subsidiaries of SIC was determined to be a combination of interests between commonly controlled entities and, as such, the Company accounted for the transactions using “as if pooling” accounting. Accordingly, the consolidated and results of SIC includes the results of both RDS and ASG for all of 2017 and recast 2016 under the “as if pooling” method. The assets and liabilities of RDS and ASG will also be reflected at their historical cost, as determined in accordance with the requirements of ASC 805 when consolidated into the accounts of SIC in a manner similar to a pooling of interests. 2. Summary of Significant Accounting Policies (Continued) The consolidated financial statements and related disclosures for the period ended December 31, 2016 have previously been issued for RDS and ASG on a combined consolidated basis. For purposes of comparability with the consolidated financial statements and disclosures for the period ended December 31, 2017, the Company reclassified the combined consolidated financial statements and disclosures for the period ended December 31, 2016 to conform to the Company’s consolidated financial statements and disclosures. Earnings (Loss) per Common Share For the year ended December 31, 2018, basic earnings per share for common stock is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Common stock at December 31, 2018 consists of only Class A Common Stock, since in August 2018, each then remaining share of Class B Common Stock was automatically converted into one share of Class A Common Stock, resulting in no shares of Class B Common Stock left outstanding For the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017, the Basic earnings per share for both Class A and Class B Common Stock is computed by dividing net income (loss) for the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement by the weighted average number of shares of common stock outstanding during the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement. Diluted earnings per share for both Class A and Class B Common Stock is computed by dividing net income for the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement by the weighted average number of shares of common stock outstanding during the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement, plus the dilutive effect of restricted stock-based awards using the treasury stock method. Income (loss) earned prior to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement is attributable to the LLC members and, as such, is not reflected in earnings per share. The following table sets forth the computation of basic and diluted loss per share for the year ended December 31, 2018 and the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017: (in thousands, except share and per share data) Year Ended December 31, 2018 Period Ended December 31, 2017 Net loss $ (2,475 ) $ (5,689 ) Weighted average basic and dilutive Class A Common Stock outstanding 25,634,342 19,650,000 Weighted average basic and dilutive Class B Common Stock outstanding — 5,964,626 Total weighted average basic and diluted shares of common stock outstanding 25,634,342 25,614,626 Loss per share of common stock: Basic and diluted $ (0.10 ) $ (0.22 ) All restricted stock awards outstanding totaling 825,976 at December 31, 2018, and 356,368 at December 31, 2017, were excluded from the computation of diluted earnings per share in 2018 and 2017 because the Company reported a net loss and the effect of inclusion would have been antidilutive. 2. Summary of Significant Accounting Policies (Continued) Use of Estimates The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and contingencies at the date of the consolidated financial statements and the reported revenues and expenses. Actual results may vary materially from the estimates that were used. The Company’s significant accounting estimates include the determination of allowances for doubtful accounts, inventory reserves, the lives and methods for recording depreciation and amortization on property and equipment, the fair value of reporting units and indefinite life intangible assets, deferred income taxes, revenue recognition, warranties, returns and the purchase price allocations used in the Company’s acquisitions. Restricted Cash At December 31, 2018 and 2017, the Company had restricted cash of $3.0 million. The restricted cash are funds held in escrow related to the Greencraft acquisition. Fair Value Measurement ASC 820-10 requires entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet for which it is practicable to estimate fair value. ASC 820-10 defines the fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. The three levels of the fair value hierarchy are as follows: Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. Level 2—Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. Level 3—Valuations based on inputs that are unobservable, supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The level of the fair value hierarchy in which the fair value measurement falls is determined by the lowest level input that is significant to the fair value measurement. The earn-out associated with the acquisition of Summit Stoneworks, LLC (“Summit”) in August 2018 with a fair value of $1.9 million is classified as Level 3 as of December 31, 2018 and is valued using the internal rate of return model. The assumptions used in preparing the internal rate of return model include estimates for future revenues from Summit products and services and a discount factor of 3.8% at December 31, 2018. The assumptions used in preparing the internal rate of return model include estimates for outcome of milestone goals are achieved, the probability of achieving each outcome and discount rates. The earn-out associated with the acquisition of T.A.C. Ceramic Tile Co, LLC (“TAC”) in December 2018 with a fair value of $2.3 million is classified as Level 3 as of December 31, 2018 and is valued using the internal rate of return model. The assumptions used in preparing the internal rate of return model include estimates for future revenues from TAC products and services and a discount factor of 3.8% at December 31, 2018. The assumptions used in preparing the internal rate of return model include estimates for outcome of milestone goals are achieved, the probability of achieving each outcome and discount rates. The earn-out associated with the acquisition of Greencraft Holdings, LLC (“Greencraft”) in December 2017 with a fair value of $7.9 million and $5.8 million as of December 31, 2018 and December 31, 2017, respectively, was classified as Level 3 at December 31, 2017. As of December 31, 2018, this liability is no longer classified as a Level 3 investment as the earn-out targets the liability is based on are 2018 actual financial metrics met as of December 31, 2018. This earnout will be paid out in 2019. The change in the fair value of the earn-out of $2.1 million was recorded as other expense for the year ended December 31, 2018. 2. Summary of Significant Accounting Policies (Continued) At December 31, 2018 and 2017, the carrying value of the Company’s cash, accounts receivable, accounts payable, and short-term obligations approximate their respective fair values because of the short maturities of these instruments. The recorded values of the line of credit, term loans, and notes payable approximate their fair values, as interest rates approximate market rates. The Company recognizes transfers between levels at the end of the reporting period as if the transfers occurred on the last day of the reporting period. There were no transfers during 2018 or 2017 other than the Greencraft earn-out out of Level 3 in 2018 due to the availability of observable and known inputs to calculate the fair value of the liability at December 31, 2018. Accounts Receivable Accounts receivable are recorded at net realizable value. The Company continually assesses the collectability of outstanding customer invoices; and if deemed necessary, maintains an allowance for estimated losses resulting from the non-collection of customer receivables. In estimating this allowance, the Company considers factors such as: historical collection experience, a customer’s current creditworthiness, customer concentrations, age of the receivable balance both individually and in the aggregate and general economic conditions that may affect a customer’s ability to pay. The Company also has the ability to place liens against the significant amount of RDS customers in order to secure receivables. Actual customer collections could differ from the Company’s estimates. At December 31, 2018 and 2017, the Company’s allowance for doubtful accounts was $0.5 million and $0.2 million, respectively. Inventories Inventories consist of stone slabs, tile and sinks, and include the costs to acquire the inventories and bring them to their existing location and condition. Inventory also includes flooring, cabinets, doors and trim, glass, and countertops, which have not yet been installed, as well as labor and related costs for installations in process. Inventory is valued at the lower of cost (using the specific identification and first-in, first-out methods) or net realizable value. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are provided for on a straight-line basis over the estimated useful lives of the related assets as follows: Machinery and equipment 7 years Vehicles 3-5 years Furniture and fixtures 3-7 years Computer and office equipment 3-5 years Leasehold improvements Shorter of 15 years or the remaining lease term Intangible Assets Intangible assets consist of customer relationships, trade names and non-compete agreements. The Company considers all its intangible assets to have definite lives and are being amortized on the straight-line method over the estimated useful lives of the respective assets or on an accelerated basis based on the expected cash flows generated by the existing customers as follows: Range of estimated useful lives Weighted average useful life Customer relationships 5 years – 15 years 10 years Trade names 3 years – 11 years 8 years Non-compete agreements Life of agreement 4 years 2. Summary of Significant Accounting Policies (Continued) Business Combinations The Company records business combinations using the acquisition method of accounting. Under the acquisition method of accounting, identifiable assets acquired and liabilities assumed are recorded at their acquisition date fair values. The excess of the purchase price over the estimated fair value is recorded as goodwill. Changes in the estimated fair values of net assets recorded for acquisitions prior to the finalization of more detailed analysis, but not to exceed one year from the date of acquisition, will adjust the amount of the purchase price allocable to goodwill. Measurement period adjustments are reflected in the period in which they occur. Impairment of Long-Lived Assets The Company reviews the recoverability of its long-lived assets, such as property and equipment and intangible assets, whenever events or changes in circumstances occur that indicate the carrying value of the asset or asset group may not be recoverable, or at least annually. The assessment for possible impairment is based on the Company’s ability to recover the carrying value of the asset or asset group from the expected future undiscounted cash flows of the related operations. If the aggregate of these cash flows is less than the carrying value of such assets, an impairment loss is recognized for the difference between the estimated fair value and the carrying value. The measurement of impairment requires management to estimate future cash flows and the fair value of long-lived assets. There were no impairment losses on long-lived assets for the years ended December 31, 2018 and 2017. Goodwill Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. During the year ended December 31, 2018, ASG recorded goodwill totaling $0.4 million related to the acquisition of the assets of Elegant Home Design, LLC (“Bedrock”), $0.4 million related to the acquisition of the assets of NSI, LLC (“NSI”), and $1.2 million related to the acquisition of the assets of The Tuscany Collection, LLC (“Tuscany”). During the year ended December 31, 2018, RDS recorded goodwill totaling $8.3 million related to the acquisition of the assets of Summit and $17.8 million related to the purchase of 100% of the issued and outstanding equity interests of TAC. Additionally, RDS recorded a measurement period adjustment to goodwill for the acquisition of Greencraft of $0.3 million during 2018 (See Note 4 During the year ended December 31, 2017, RDS recorded goodwill totaling $10.4 million related to the acquisition of Greencraft and ASG recorded goodwill totaling $25.4 million related to the acquisition of Pental. ASG also acquired Cosmic Stone & Tile Distributors, Inc. (“Cosmic”) in 2017 with no significant impact on Goodwill. The Company accounts for goodwill in accordance with FASB ASC topic 350, Intangibles-Goodwill and Other Intangible Assets 2. Summary of Significant Accounting Policies (Continued) Debt Issuance Costs Debt issuance costs related to a recognized debt liability are deferred and amortized over the related term of the debt as non-cash interest expense and are presented on the consolidated balance sheets as a direct deduction from the carrying amount of the related debt liability. Debt issuance costs are amortized using the effective interest method or on a straight-line basis when it approximates the effective interest method. Sales Tax The Company’s policy is to present taxes collected from customers and remitted to governmental authorities on a net basis. The Company records the amounts collected as a current liability and relieves such liability upon remittance to the taxing authority without impacting revenues or expenses. Warranty Obligations The Company offers supplier-specific product warranties to its customers. In estimating future warranty obligations, the Company considers various relevant factors, including its warranty policies and practices and those of its suppliers, the historical frequency of claims, the cost to replace products under warranty, and the amounts expected to be reimbursed by suppliers. On certain products, customer warranty claims are covered directly by the manufacturer of the product. Management estimates its warranty obligation at December 31, 2018 and 2017, to be minimal, and therefore, the Company has not recorded a provision for accrued warranty costs. Operating Leases The Company accounts for rent expense for its operating leases on a straight-line basis in accordance with authoritative guidance on accounting for leases. The Company leases its corporate, administrative, retail and manufacturing facilities over terms expiring between 2019 and 2029. The Company also leases certain office and warehouse equipment over terms expiring between 2019 and 2026. The term of the lease is considered its initial obligation period, which does not include option periods. The leases may have renewal clauses exercisable at the option of the Company and contain rent holidays and/or rent escalation clauses. The Company includes scheduled rent holidays and rent escalation clauses for the purposes of recognizing straight-line rent over the lease term. Capital Leases The Company finances the acquisition of certain vehicles with capital leases. The acquisition costs are recognized as property, plant and equipment (“PP&E”) on the consolidated balance sheets at fair value at the inception of the lease, or, if lower, at the present value of the minimum lease payments as determined at the inception of the lease. The acquisition costs are amortized over the useful life on the same basis as owned vehicles or, where shorter, the term of the capital lease. Amortization expense is recorded as accumulated amortization on the consolidated balance sheets. The capital lease liability owed to the lessor is included in the consolidated balance sheets as a capital lease obligation. Lease payments are apportioned between interest expense and a reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Revenue Recognition The Company’s revenue derived from the sale of imported granite, marble, and related items is recognized when persuasive evidence of an agreement exists through a purchase order or signed contract detailing the quantity and price, delivery per the agreement has been made, and collectability is reasonably assured. The Company’s contracts with its home builder customers are generally treated as short-term contracts for accounting purposes. These contracts will generally range in length from several days to several weeks. The Company accounts for these contracts under the completed contract method of accounting and will recognize revenue and cost of revenues when the contract is complete and performance has been delivered. 2. Summary of Significant Accounting Policies (Continued) The Company’s contracts related to multifamily projects are treated as long-term contacts for accounting purposes. Accordingly, the Company recognizes revenue using the percentage-of-completion method of accounting. Progress to completion varies by project and can include measurement by square footage or units completed. For the years ended December 31, 2018 and 2017, multifamily projects accounted for approximately 2% and 5% of the Company’s combined revenues, respectively. At December 31, 2018 and 2017, the under billings (revenues in excess of billings) on multifamily projects in progress were not significant. The Company estimates provisions for returns which are accrued at the time a sale is recognized. The Company also realized rebates to customers as a reduction to revenue in the period the rebate is earned. Cost of Revenue RDS’ cost of revenue is comprised of the costs of materials and labor to purchase and install products for the Company’s customers. ASG’s cost of revenue primarily consists of purchased materials, sourcing fees for inventory procurement, and freight costs. RDS and ASG also include payroll taxes and benefits, workers’ compensation insurance, vehicle-related expenses and overhead costs, including rent, depreciation, utilities, property taxes, repairs and maintenance costs in the cost of revenue. The Company’s cost of revenue is reduced by rebates provided by suppliers in the period the rebate is earned. Shipping and Handling Charges Fees charged to customers for shipping and handling of product are included in revenues. The costs for shipping and handling of product are recorded as a component of cost of revenue. Advertising The Company expenses advertising costs as incurred. Advertising expense for the years ended December 31, 2018, 2017, and 2016 totaled $2.5 million, $1.4 million and $0.4 million, respectively. Equity based compensation The Company accounts for equity based awards by measuring the awards at the date of grant and recognizing the grant-date fair value as an expense using either straight-line or accelerated attribution, depending on the specific terms of the award agreements over the requisite service or performance period, which is usually equivalent to the vesting period. (See Note 12 Income Taxes The provision for income taxes is accounted for under the asset and liability method prescribed by ASC 740 (Topic 740, Income Taxes The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. 2. Summary of Significant Accounting Policies (Continued) On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was adopted into law. The Tax Act makes broad and complex changes to the Internal Revenue Code of 1986, including, but not limited to, (i) reducing the U.S. federal corporate tax rate from 35% to 21%; (ii) eliminating the corporate alternative minimum tax (“AMT”) and changing how existing AMT credits are realized; (iii) creating a new limitation on deductible interest expense; and (iv) changing rules related to uses and limitation of net operating loss carryforwards created in tax years beginning after December 31, 2017. As of December 31, 2018 and 2017, the Company’s deferred tax assets and liabilities were valued at the 21.0% rate expected for 2018 and beyond. The Company’s policy is to recognize interest and/or penalties related to all tax positions as income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. The Company has recognized $0.5 million in interest and penalties related to uncertain tax positions as of December 31, 2018. No interest or penalties were accrued as of December 31, 2017. Segment Reporting In accordance with ASC 280-10-50-1, an operating segment is a component of an entity that has all the following characteristics: a. It engages in business activities from which it may earn revenues and incur expenses. b. Its discrete financial information is available. c. Its operating results are regularly reviewed by the public entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance. The Company has identified two operating segments that meet all three of the criteria, RDS and ASG. Each of these operating segments provides products and services that generate revenue and incur expenses as they engage in business activities and maintains discrete financial information. Additionally, the Company’s chief operating decision, the Chief Executive Officer, reviews financial performance, approves budgets and allocates resources at the RDS and ASG operating segment level. Recent Accounting Pronouncements The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act permits emerging growth companies to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company has elected to use the extended transition period for complying with new or revised accounting standards under Section 107 of the JOBS Act. This election allows the Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330) 2. Summary of Significant Accounting Policies (Continued) In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In August 2016, the FASB issued ASU 2016–15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash. ASU 2016-18 is intended to reduce the diversity in practice around how restricted cash is classified within the statement of cash flows. ASU 2016-18 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. The Company has evaluated the impact of ASU 2016-18, and, adopted the new standard, and the Company will not present the release of restricted cash as an investing activity cash inflow. Instead, restricted cash balances have been and will be included in the beginning and ending cash, cash equivalents and restricted cash balances in the statement of cash flows. Also, in January 2017, the FASB issued ASU 2017-01, Business Combination (Topic 805)—Clarifying the Definition of a Business In May 2017, the FASB issued ASU 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting” 2. Summary of Significant Accounting Policies (Continued) In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework Also, in August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) No. 2018-15 Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (ASU 2018-15). ASU 2018-15 provides additional guidance on the accounting for costs of implementation activities performed in a cloud computing arrangement that is a service contract. The amendments in ASU 2018-15 align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). Costs for implementation activities in the application development stage are capitalized depending on the nature of the costs, while costs incurred during the preliminary project and post implementation stages are expensed as the activities are performed. ASU 2018-15 is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. Early adoption of the amendments in ASU 2018-15 is permitted, including adoption in any interim period, for all entities. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently assessing the effect this guidance may have on its consolidated financial statements. |
Concentrations, Risks and Uncer
Concentrations, Risks and Uncertainties | 12 Months Ended |
Dec. 31, 2018 | |
Risks And Uncertainties [Abstract] | |
Concentrations, Risks and Uncertainties | 3. Concentrations, Risks and Uncertainties The Company maintains cash balances primarily at one commercial bank per legal entity. The accounts are insured by the Federal Deposit Insurance Corporation up to $250,000. The amounts held in financial institutions periodically exceed the federally insured limit. Management believes that the financial institutions are financially sound and the risk of loss is minimal. Credit is extended for some customers and is based on financial condition, and generally, collateral is not required. Credit losses are provided in the consolidated financial statements and consistently have been within management’s expectations. For the years ended December 31, 2018, 2017 and 2016, the Company recognized revenue from one customer which accounted for 11.4%, 12.6% and 11.0% of total revenue, respectively. There were no customers which accounted for 10% or more of total accounts receivable, as of December 31, 2018 and 2017. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 4. Acquisitions Bedrock Acquisition On January 31, 2018, ASG acquired the assets of a slab and tile distributor, Elegant Home Design, LLC (“Bedrock”), for total consideration of $12.5 million with cash consideration of $11.5 million and $1.0 million accrued liability recorded as security for and source of payment of sellers’ obligations that occur within one year subsequent to the acquisition. The outstanding balance remaining of $1.0 million was paid in cash to the sellers in 2019. In addition to the consideration paid for Bedrock, the Company agreed to pay up to an additional $3.0 million to be allocated among three individuals, subject to Bedrock meeting certain financial conditions defined in the purchase agreement and such individuals maintaining continuous employment with the Company through January 31, 2019. These financial conditions were not met and accordingly, no payout will be made to these individuals. As of December 31, 2018, the Company did not record any compensation expense associated with this provision. The Bedrock acquisition was financed with $6.25 million of borrowing from the Company’s term loan described in Note 9 Note 8 ASG acquired Bedrock to further expand its distribution presence in the Midwest, and to gain access to new geographies, supply chains, products, and distribution rights. The goodwill recorded reflects the strategic value of the acquisition beyond the net value of its assets acquired less liability assumed. The goodwill is deductible for tax purposes. The Company incurred approximately $0.1 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. The Company has performed a valuation of the acquired assets and assumed liabilities of Bedrock. The following table summarizes the allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 2,543 Inventory 13,425 Other current assets 163 Property and equipment 374 Goodwill 381 Other intangible assets 1,505 Other assets 60 Total assets acquired 18,451 Total liabilities 5,959 Total consideration $ 12,492 From the date of the Bedrock acquisition to December 31, 2018, Bedrock generated revenue of $27.7 million and net income of $1.9 million, which are included in the Company’s consolidated statements of operations. 4. Acquisitions (Continued) Pro Forma Results The following unaudited pro forma information for the years ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of Bedrock as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the Bedrock acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 491,984 $ 381,231 Net (loss) $ (2,445 ) $ (10,568 ) Pro forma assumptions are as follows: • Revenues and costs of sales were based on actual results for the years ended December 31, 2018 and 2017. • Selling, general and administrative expenses were based on actual results adjusted by $0.02 million and $0.3 million for the years ended December 31, 2018 and 2017, respectively, for the impact of the amortization expense of the intangible assets acquired with the acquisition. • Actual interest expense was adjusted by $0.05 million and $0.7 million for the years ended December 31, 2018 and 2017, respectively, for the imputed interest on the acquired debt issued to fund the acquisition. • Income taxes were adjusted to impute the Company’s corporate effective rate during the period on the pro forma income before taxes. NSI Acquisition On March 19, 2018, ASG acquired the assets of NSI, LLC, a Maryland limited liability company (“NSI”), for approximately $0.3 million in cash. The NSI acquisition and related transaction costs were financed by ASG’s line of credit described in Note 8 The Company has performed a valuation of the acquired assets and assumed liabilities of NSI. The goodwill is deductible for tax purposes. The following table summarizes the estimated allocation of the preliminary purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 251 Inventory 689 Goodwill 390 Total assets acquired 1,330 Total liabilities 1,040 Total consideration $ 290 From the date of the NSI acquisition to December 31, 2018, revenue and net income generated by NSI was not significant. Pro forma revenues and net income for the years ended December 31, 2018 and 2017, respectively, were not significant. There were no significant direct acquisition costs associated with the NSI acquisition. 4. Acquisitions (Continued) Tuscany Acquisition On August 22, 2018, ASG acquired the assets of The Tuscany Collection, LLC (“Tuscany”), a distributor of natural stone, quartz and tile in Las Vegas, Nevada, for approximately $4.2 million in cash. The Tuscany acquisition and related transaction costs were financed by the Company’s line of credit described in Note 8 The Company incurred approximately $0.1 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. The Company has performed a valuation of the acquired assets and assumed liabilities of Tuscany. The following table summarizes the estimated allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 167 Inventory 2,258 Goodwill 1,081 Other intangible assets 2,685 Other current assets 161 Total assets acquired 6,352 Total liabilities 2,200 Total consideration $ 4,152 Total goodwill that is expected to be deductible for tax purposes is $1.1 million. From the date of the Tuscany acquisition to December 31, 2018, revenue and net income generated by Tuscany was not significant. Pro forma revenues and net income for the periods ended December 31, 2018 and 2017, respectively, were not significant. Summit Acquisition On August 31, 2018, RDS acquired the assets of Summit Stoneworks, LLC (“Summit”), which is located in Austin, Texas, and is engaged in builder design services and the fabrication and installation of stone products for commercial and residential applications, for $16 million in cash. The agreement also provides for potential earn-out consideration of up to $3.5 million to the former shareholders of Summit for the achievement of certain 2018 and 2019 financial milestones. The contingent earn-out consideration had an estimated fair value of $1.9 million at the date of acquisition and is included in other long-term liabilities. During the year ended December 31, 2018, no payments were made on the earn-out. The Summit acquisition was financed from the Company’s term loan described in Note 9 The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 16,000 Fair value of earn-out 1,851 $ 17,851 The Company incurred approximately $0.3 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. The Company has performed a valuation of the acquired assets and assumed liabilities of Summit. 4. Acquisitions (Continued) The acquisition will expand the scale of the RDS segment into Austin and San Antonio, Texas markets. The goodwill recorded reflects the strategic value of the acquisition beyond the net value of its assets acquired less liability assumed. The following table summarizes the allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 1,249 Inventory 1,059 Property and equipment 1,042 Goodwill 8,304 Other intangible assets 8,280 Other assets 14 Total assets acquired 19,948 Total liabilities 2,097 Total consideration $ 17,851 Total goodwill that is expected to be deductible for tax purposes is $6.4 million. From the date of the Summit acquisition to December 31, 2018, Summit generated revenue of $5.8. million and net income of $0.4 million, which are included in the Company’s consolidated statements of operations. Pro Forma Results The following unaudited pro forma information for the year ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of Summit as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the Summit acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 500,785 $ 370,645 Net (loss) $ (3,954 ) $ (12,205 ) Pro forma assumptions are as follows: • Revenues and costs of sales were based on actual results for the years ended December 31, 2018 and 2017. • Selling, general and administrative expenses were based on actual results adjusted by $0.8 million and $1.1 million for the years ended December 31, 2018 and 2017, respectively, for the impact of the amortization expense of the intangible assets acquired with the acquisition. • Actual interest expense was adjusted by $0.6 million and $0.9 million for the years ended December 31, 2018 and 2017, respectively, for the imputed interest on the acquired debt issued to fund the acquisition. • Income taxes were adjusted to impute the Company’s corporate effective rate during the period on the pro forma income before taxes. 4. Acquisitions (Continued) TAC Acquisition On December 31, 2018, RDS purchased 100% of the issued and outstanding equity interests of T.A.C. Ceramic Tile Co. (“TAC”), which is located in Manassas, Virginia, and specializes in design center selections and installation of all types of interior flooring surfaces, including tile, hardwood and carpet, for cash consideration of $41.2 million. The agreement also provides for potential earn-out consideration to the former shareholders of TAC for the achievement of certain 2019 financial milestones. The contingent earn-out consideration had an estimated fair value of $2.3 million at the date of acquisition and is included in other long-term liabilities. The TAC acquisition was financed from the Company’s term loan described in Note 9 The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 41,210 Fair value of earn-out 2,265 $ 43,475 The Company incurred approximately $0.7 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. Additionally, $0.4 million of deferred issuance costs incurred were capitalized. The Company has performed a preliminary valuation of the acquired assets and assumed liabilities of TAC. Using the total consideration for the TAC acquisition, the Company has estimated the allocations to such assets and liabilities. Management believes the acquisition expands the scale of the RDS segment while advancing the Company’s objective to diversify across geography, channel and product line, including the Mid-Atlantic region. The acquisition will also assist in introducing a range of additional products to customers, including countertops and cabinets. These factors are the basis for the excess purchase price paid over the value of the assets acquired and liabilities assumed, resulting in goodwill. The following table summarizes the estimated allocation of the preliminary purchase price as of the transaction’s closing date: (in thousands) Amount Cash $ 1,217 Accounts receivable 6,966 Inventory 4,343 Other current assets 87 Property and equipment 1,492 Goodwill 17,794 Other intangible assets 19,865 Other assets 4,873 Total assets acquired 56,637 Current liabilities 1,895 Deferred income taxes 6,400 Other long-term liabilities 4,867 Total liabilities 13,162 Total consideration $ 43,475 4. Acquisitions (Continued) Included in other long-term liabilities is an estimated uncertain tax position of $4.4 million, as well as $0.5 million of interest and penalties, which is offset by a corresponding indemnification receivable recorded in other assets, as all tax liabilities pre-acquisition are indemnified by the former owners. As TAC was acquired on December 31, 2018, no revenue or net income generated by TAC was included in the Company’s consolidated statements of operations. Pro Forma Results The following unaudited pro forma information for the years ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of TAC as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the preliminary purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the TAC acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 562,219 $ 413,584 Net (loss) $ (2,793 ) $ (12,308 ) Pro forma assumptions are as follows: • Revenues and costs of sales were based on actual results for the years ended December 31, 2018 and 2017 • Selling, general and administrative expenses were based on actual results adjusted by $1.8 million and $1.8 million for the years ended December 31, 2018 and 2017, respectively, for the impact of the amortization expense of the intangible assets acquired with the acquisition. Selling, general and administrative expenses were also adjusted by $4.4 million and $3.7 million for the years ended December 31, 2018 and 2017, respectively, for the impact of significant nonrecurring charges. • Actual interest expense was adjusted by $0.6 million and $0.7 million for the years ended December 31, 2018 and 2017, respectively, for the imputed interest on the acquired debt issued to fund the acquisition. • Income taxes were adjusted to impute the Company’s corporate effective rate during the period on the pro forma income before taxes. Pental Acquisition On February 28, 2017, ASG executed an agreement to purchase 100% of the equity interests of Aquarius Seller, Inc., a company incorporated in the state of Washington. Aquarius Seller, Inc. held 100% of the equity interests of Pental Granite and Marble, LLC (“Pental”), a Washington limited liability company engaged in the selling of granite, marble and related products. Total consideration for the purchase of Aquarius Seller, Inc. was $88.6 million in cash, and 7,134,701.65 Class E2 Units of ASG with an estimated fair value of $10.0 million. Total capitalization changes due to the acquisition resulted in the issuance of 21,736,168 Class E-1 Units, 7,156,104 Class E-2 Units and 568,435 Class C Units of G&M. Also on February 28, 2017, ASG entered into a financing agreement with a third-party lender to borrow amounts up to $105.0 million to be used for purposes of refinancing ASG’s existing debt, funding a portion of the purchase price for the acquisition of Aquarius Seller, Inc. and funding other amounts defined in the financing agreement. In conjunction with the acquisition of Aquarius Seller, Inc., availability under ASG’s line of credit was increased to $40.0 million. 4. Acquisitions (Continued) The total purchase price consisted of the following: (in thousands) Amount Cash Consideration $ 88,638 Rollover Equity 10,000 $ 98,638 The acquisition was accounted for under the acquisition method of accounting and the assets acquired and liabilities assumed, including identifiable intangible assets, were recorded based on their respective preliminary estimated fair values as of the acquisition date. The excess of purchase price consideration over the estimated net fair value of assets acquired has been allocated to goodwill. Any change in the estimated fair value of the assets acquired, liabilities assumed and rollover equity subsequent to the closing date, including changes from events after the closing date, will be recognized in earnings in the period the estimated fair value changes. ASG incurred approximately $3.4 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. Management believes the acquisition creates a stronger combined entity primarily due to the increased geographic markets the combined entity will service and the broadening of the company’s product offering. These two factors are the basis for the excess purchase price paid over the value of the assets acquired and liabilities assumed, resulting in goodwill. The following is a summary of the purchase price allocation for the Company’s acquisition of Pental: (in thousands) Amount Cash $ 637 Accounts receivable 5,389 Inventory 30,694 Property and equipment 2,306 Intangible assets subject to amortization 43,800 Goodwill 25,388 Other assets 412 Total assets acquired $ 108,626 Total liabilities 9,988 Total consideration $ 98,638 From the date of the Pental acquisition to December 31, 2017, Pental generated net revenue of $84.7 million and a net income of $16.2 million, which are included in the consolidated statements of operations. Pro Forma Results The following unaudited pro forma information for the period ended December 31, 2017 and 2016, has been prepared to give effect to the acquisition of Pental as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2017 2016 (in thousands) (unaudited) Pro Forma: Total revenue $ 367,013 $ 331,513 Net (loss) income $ (11,263 ) $ 11,562 4. Acquisitions (Continued) Pro forma assumptions are as follows: • Revenues and costs of sales were based on actual results adjusted for intercompany eliminations for the years ended December 31, 2017 and 2016. • General and administrative expenses were based on actual results adjusted by $0.7 million and $4.3 million for the years ended December 31, 2017 and 2016, respectively, for the impact of the amortization expense of the intangible assets acquired with the acquisition. • Actual interest expense was adjusted by $1.2 million and $7.2 million for the year ended December 31, 2017 and 2016, respectively, for the imputed interest on the acquired debt issued to fund the acquisition. • Income taxes were adjusted to impute the Company’s corporate rate on the pro forma income before taxes. Cosmic Acquisition On October 2, 2017, ASG executed an asset purchase agreement with Cosmic Stone & Tile Distributors, Inc. (“Cosmic”), a New Jersey corporation. Cosmic was established in 1993 and is a slab and tile distributor serving the Tri-State area and most Mid-Atlantic States. The total purchase price was $2.0 million in cash and a $0.2 accrued liability recorded as security for and source of payment of sellers obligations as defined in the purchase agreement that occur within one year subsequent to the acquisition. The outstanding balance remaining of $0.2 million was paid in cash to the sellers in October 2018. The purchase price was allocated as $2.0 million in inventory and $0.2 in property and equipment. From the date of the Cosmic acquisition to December 31, 2017, net revenue and net income generated by Cosmic was not significant. Pro forma revenue and net income for the periods ended December 31, 2017 and December 31, 2016 were not significant. Management believes the Cosmic acquisition created a stronger combined entity through expansion into the Tri-State and Mid-Atlantic regions. Greencraft Acquisition On December 29, 2017, RDS executed an agreement to purchase 100% of the equity interests of Greencraft Holdings, LLC (“Greencraft”), an Arizona limited liability company, which provides full-service as a general 4. Acquisitions (Continued) The total purchase price consisted of the following: (in thousands) Amount Cash Consideration $ 27,218 Fair Value of Earn Out 5,794 $ 33,012 The acquisition was accounted for under the acquisition method of accounting and the assets acquired and liabilities assumed, including identifiable intangible assets, were recorded based on their respective preliminary estimated fair values as of the acquisition date. The excess of purchase price consideration over the estimated net fair value of assets acquired has been allocated to goodwill. Any change in the estimated fair value of the assets acquired and liabilities assumed subsequent to the closing date, including changes from events after the closing date, will be recognized in earnings in the period the estimated fair value changes. RDS incurred approximately $0.4 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. Management believes the Greencraft acquisition created a stronger combined entity due to Greencraft’s presence and reputation in Arizona as well as its expertise with cabinets installation and renovation-based construction services. These two factors are the basis for the excess purchase price paid over the value of the assets acquired and liabilities assumed, resulting in goodwill. The following is a summary of the purchase price allocation for the Company’s acquisition of Greencraft: (in thousands) Amount Cash $ 191 Accounts receivable 2,606 Inventory 1,259 Property and equipment 676 Intangible assets subject to amortization 18,285 Goodwill 10,702 Other assets 433 Total assets acquired $ 34,152 Total liabilities 1,140 Total consideration $ 33,012 During the two days from the date of acquisition to December 31, 2017, Greencraft did not generate any net revenue or net income. Pro Forma Results The following unaudited pro forma information for the period ended December 31, 2017 and 2016 has been prepared to give effect to the acquisition of Greencraft as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2017 2016 (in thousands) (unaudited) Pro Forma: Total revenue $ 386,873 $ 255,510 Net (loss) income $ (9,861 ) $ 5,885 4. Acquisitions (Continued) Pro forma assumptions are as follows: • Revenues and costs of sales were based on actual results for the year ended December 31, 2017 and 2016, respectively. • General and administrative expenses were based on actual results adjusted by $1.9 million for both years ended December 31, 2017 and 2016, respectively, for the impact of the amortization expense of the intangible assets acquired with the acquisition. • Actual interest expense was adjusted by $1.4 million for both years ended December 31, 2017 and 2016, respectively, for the imputed interest on the acquired debt issued to fund the acquisition. • Income taxes were adjusted to impute the Company’s corporate rate on the pro forma income before taxes. Modul Acquisition On July 21, 2016, ASG acquired the assets and liabilities from Bermuda Import-Export, Inc., d/b/a Modul Marble & Granite (“Modul”), a corporation formed in the state of California, for approximately $11.3 million in cash. The Modul acquisition and related transactions costs were funded through the contribution of $12.5 million by existing members in exchange for 21,027,212 Class A member units and 101,106 Class D member units. ASG incurred approximately $0.5 million in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statements of operations. ASG recorded the Modul acquisition using the acquisition method of accounting and accordingly, recognized the assets acquired and liabilities assumed at their fair values as of the date of the acquisition. The results of the acquired operations are included in the Company’s consolidated results of operations beginning with the date of acquisition. The goodwill of approximately $4.0 million arising from the Modul acquisition represents the excess of the purchase price over the aggregate fair value of the net identifiable assets acquired and liabilities assumed, including identifiable intangible assets. Management believes the acquisition of Modul strengthens its presence in the southern California market due to geographic expansion and the reputation for unique, high quality product Modul is known for. These factors are the basis for the excess purchase price paid over the value of the assets acquired and liabilities assumed, resulting in goodwill. The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 11,340 Customer deposits 330 Total consideration $ 11,670 4. Acquisitions (Continued) The following is a summary of the purchase price allocation for the Company’s acquisition of Modul: (in thousands) Amount Accounts receivable $ 579 Inventory 4,007 Deposits 40 Goodwill 3,959 Other intangible assets 5,080 Total assets acquired 13,665 Accounts payable 1,201 Customer deposits 793 Total liabilities assumed 1,995 Total consideration $ 11,670 Pro Forma Results The following unaudited pro forma information for the year ended December 31, 2016 has been prepared to give effect to the acquisition of Modul as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. (in thousands) Year Ended December 31, 2016 (unaudited) Pro Forma: Total revenue $ 242,081 Net income $ 8,229 The Company’s pro forma assumptions are as follows: Revenues and operating costs were based on actual results for the year ended December 31, 2016. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories Inventories are valued at the lower of cost and net realizable value, with cost determined under the first in, first out method. The significant components of inventory consisted of the following at December 31: (in thousands) 2018 2017 Raw materials $ 103,193 $ 80,726 Installations in process 5,077 6,903 $ 108,270 $ 87,629 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 6. Property and equipment, net Property and equipment consisted of the following at December 31: (in thousands) 2018 2017 Vehicles $ 8,553 $ 5,378 Machinery and equipment 4,513 2,807 Leasehold improvements 7,992 5,287 Furniture and fixtures 7,058 3,363 Computer equipment 4,194 2,908 Other 526 152 $ 32,836 $ 19,895 Less: accumulated depreciation and amortization (13,038 ) (6,669 ) Property and equipment, net $ 19,798 $ 13,226 Depreciation and amortization expense of property and equipment totaled $6.6 million, $3.9 million and $2.0 million for the years ended December 31, 2018, 2017, and 2016, respectively. For the year ended December 31, 2018, $3.7 million and $2.9 million of depreciation expense was included in cost of goods sold and general and administrative expense, respectively. For the year ended December 31, 2017, $2.1 million and $1.8 million of depreciation expense was included in cost of goods sold and general and administrative expense, respectively. For the year ended December 31, 2016, $1.3 million and $0.7 million of depreciation expense was included in cost of goods sold and general and administrative expense, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill The change in carrying amount of goodwill by reporting unit was as follows: (in thousands) ASG RDS Total Goodwill December 31, 2016 $ 18,324 $ 12,228 $ 30,552 Pental Acquisition 25,388 — 25,388 Greencraft Acquisition — 10,386 10,386 December 31, 2017 $ 43,712 $ 22,614 $ 66,326 NSI Acquisition 390 — 390 Bedrock Acquisition 381 — 381 Tuscany Acquisition 1,081 — 1,081 Summit Acquisition — 8,304 8,304 TAC Acquisition — 17,794 17,794 Greencraft measurement period adjustment — 317 317 December 31, 2018 $ 45,564 $ 49,029 $ 94,593 7. Goodwill and Intangible Assets (Continued) Intangibles Assets The following table provides the gross carrying amount, accumulated amortization and net book value for each class of intangible assets by reporting unit as of December 31, 2018: (in thousands) Gross Carrying Amount ASG RDS Total Gross Carrying Amount Customer relationships $ 60,180 $ 55,540 $ 115,720 Tradenames 7,740 16,800 24,540 Non-Compete agreements 50 350 400 $ 67,970 $ 72,690 $ 140,660 (in thousands) Accumulated Amortization ASG RDS Total Accumulated Amortization Customer relationships $ (13,268 ) $ (22,609 ) $ (35,877 ) Tradenames (1,457 ) (2,543 ) (4,000 ) Non-Compete agreements (9 ) (59 ) (68 ) $ (14,734 ) $ (25,211 ) $ (39,945 ) (in thousands) Net Book Value ASG RDS Total Net Book Value Customer relationships $ 46,912 $ 32,931 $ 79,843 Tradenames 6,283 14,257 20,540 Non-Compete agreements 41 291 332 $ 53,236 $ 47,479 $ 100,715 The following table provides the gross carrying amount, accumulated amortization and net book value for each class of intangible assets by reporting unit as of December 31, 2017: (in thousands) Gross Carrying Amount ASG RDS Total Gross Carrying Amount Customer relationships $ 57,200 $ 34,760 $ 91,960 Tradenames 6,580 9,550 16,130 Non-Compete agreements — 235 235 $ 63,780 $ 44,545 $ 108,325 (in thousands) Accumulated Amortization ASG RDS Total Accumulated Amortization Customer relationships $ (7,308 ) $ (16,527 ) $ (23,835 ) Tradenames (727 ) (1,500 ) (2,227 ) Non-Compete agreements — — — $ (8,035 ) $ (18,027 ) $ (26,062 ) 7. Goodwill and Intangible Assets (Continued) (in thousands) Net Book Value ASG RDS Total Net Book Value Customer relationships $ 49,892 $ 18,233 $ 68,125 Tradenames 5,853 8,050 13,903 Non-Compete agreements — 235 235 $ 55,745 $ 26,518 $ 82,263 Amortization expense on intangible assets totaled $13.9 million, $10.9 million, and $7.1 million during the years ended December 31, 2018, 2017, and 2016, respectively. The estimated annual amortization expense for the next five years and thereafter is as follows: Year Ending December 31: 2019 $ 15,122 2020 11,824 2021 11,818 2022 11,742 2023 11,378 Thereafter 38,831 $ 100,715 |
Lines of Credit
Lines of Credit | 12 Months Ended |
Dec. 31, 2018 | |
Line Of Credit Facility [Abstract] | |
Lines of Credit | 8. Lines of Credit SIC Credit Facility In June 2018, the Company and certain of its subsidiaries entered into an amended and restated loan, security and guaranty agreement, dated as of June 28, 2018, which was amended on December 11, 2018 (“SIC Credit Facility”), with a commercial bank, which amended and restated each of the RDS credit agreement and the ASG credit agreement in their entirety. The SIC Credit Facility will be used by the Company, including both RDS and ASG, for operational purposes. Pursuant to the SIC Credit Facility, the Company has a borrowing-base-governed revolving credit facility that provides for borrowings up to an aggregate of $90 million, after it was increased by $10 million through an amendment in December 2018, and which may be further increased to an aggregate amount not to exceed $130 million upon the satisfaction of certain conditions. Under the terms of the SIC Credit Facility, the Company has the ability to request the issuance of letters of credit up to a maximum aggregate stated amount of $15 million. The ability to borrow revolving loans under the SIC Credit Facility is reduced on a dollar-for-dollar basis by the aggregate stated amount of all outstanding letters of credit. The indebtedness outstanding under the SIC Credit Facility is secured by substantially all of the assets of the Company and its subsidiaries. The revolving loans under the SIC Credit Facility bear interest at a floating rate equal to an index rate (which the Company can elect between an index based on a LIBOR based rate or an index based on a Prime, Federal Funds or LIBOR based rate) plus an applicable margin. The applicable margin is determined quarterly based on the borrowers’ average daily availability (calculated by reference to their accounts receivable and inventory that comprise their borrowing base) during the immediately preceding fiscal quarter. Upon the occurrence of certain events of default under the SIC Credit Facility, the interest rate applicable to the obligations thereunder may be increased by two hundred basis points (2.00%). All revolving loans under the SIC Credit Facility are due and payable in full on June 28, 2023, subject to earlier acceleration upon certain conditions. Letter of credit obligations under the SIC Credit Facility are due and payable on the date set forth in the respective loan documents or upon demand by the lender. 8. Lines of Credit (Continued) Under the SIC Credit Facility, the Company and its subsidiaries are required to comply with certain customary restrictive covenants that, among other things and with certain exceptions, limit the ability of the Company and its subsidiaries, as applicable, to (i) incur additional indebtedness and liens in connection therewith, (ii) pay dividends and make certain other restricted payments, (iii) effect mergers or consolidations, (iv) enter into transactions with affiliates, (v) sell or dispose of property or assets, and (vi) engage in unrelated lines of business. As of December 31, 2018, $37.2 million was outstanding under the SIC Credit Facility. The Company also has $0.3 million in letters of credit outstanding at December 31, 2018. The SIC Credit Facility is subject to certain financial covenants. At December 31, 2018, the Company was in compliance with the financial covenants. The Company incurred debt issuance costs of $0.5 million in connection with the SIC Credit Facility. These costs will be amortized to non-cash interest expense over the term of the agreement on a straight-line basis which approximates the effective interest method. Non-cash interest expense related to these costs was $0.05 million for the year ended December 31, 2018. At December 31, 2018, SIC had $0.4 million of unamortized debt issuance costs related to the SIC Credit Facility. These costs are shown as a direct deduction of the line of credit liability in the accompanying Company’s consolidated balance sheets. RDS Line of Credit In September 2014, RDS entered into a revolving line of credit agreement with a commercial bank with a limit of the lesser of $25,000,000 or the sum of (i) up to 85% of eligible builder accounts receivable, plus (ii) up to 85% of the value of eligible homeowner accounts receivable, not to exceed $3,000,000, plus (iii) up to 70% of the value of eligible unbilled accounts, not to exceed the greater of (x) $3,000,000 and (y) 25% of the Borrowing Base (as defined), plus (iv) the lesser of (x) 65% of the value of eligible inventory; or (y) 85% of the result of the net orderly liquidation value percentage times the value of eligible inventory, minus (v) the availability reserve (as defined) determined by the lender. In connection with the RDS credit agreement, RDS incurred certain issuance costs. These costs were amortized to non-cash interest expense over the terms of the related notes on a straight-line basis until termination of the agreement. Upon termination the remaining $0.04 million was expensed as loss on extinguishment of debt. Non-cash interest expense related to these costs was $0.04 million and $0.02 million for the years ended December 31, 2018 and 2017, respectively. At December 31, 2017, the unamortized debt issuance costs related to the RDS credit agreement totaled $0.08 million. ASG Line of Credit In June 2015, ASG entered into a loan and security agreement with a financial institution for a line of credit with availability of $15 million. In February 2017 the agreement was amended increasing the availability to $40 million. ASG could borrow, repay, and re-borrow all or any part of the commitment at any time before the maturity date on February 27, 2022, so long as the combined total unpaid principal amount outstanding under the note and the face amount of any outstanding letters of credit did not exceed the commitment at any time. The principal amount outstanding under the line of credit accrues interest at a floating per annum rate equal to the greater of (a) the Prime Rate for such day; (b) the Federal Funds Rate for such day, plus 0.50%; or (c) LIBOR for a 30-day interest period as determined on such day, plus 2.0% (as defined). The interest rate in effect was 5.0% per annum as of December 31, 2017. The interest was payable monthly. The line of credit was collateralized by the assets of ASG. At December 31, 2017, $5.3 million was outstanding on the line of credit. The ASG credit agreement was terminated on June 29, 2018 coinciding with SIC entering into a new line of credit. ASG incurred debt issuance costs in connection with the ASG credit agreement. These costs were amortized to non-cash interest expense over the terms of the related notes on a straight-line basis which approximates the effective interest method. Non-cash interest expense related to these costs was de minimis for the years ended December 31, 2018 and 2017. As of December 31, 2018 and 2017, ASG had no unamortized debt issuance costs related to the ASG credit agreement. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 9. Long-Term Debt Long-term debt consisted of the following at December 31: (in thousands) 2018 2017 RDS equipment and vehicle notes $ 956 $ 1,397 ASG term loans 144,983 89,143 145,939 90,540 Unamortized debt issuance costs (2,129 ) (2,194 ) Total long-term debt 143,810 88,346 Current portion of long-term debt, net of financing fees $ 1,368 $ 1,449 Long-term debt, net of current portion and financing fees $ 142,442 $ 86,897 RDS Equipment and Vehicle Notes RDS has financed the acquisition of certain vehicles, property, and equipment with notes payable that mature at various times through May 2023. As of December 31, 2018 and 2017, the outstanding balance on equipment and vehicle notes payable, totaled $1.0 million and $1.4 million, respectively. These notes are secured by the vehicles and equipment that were financed and require monthly interest and principal payments. The aggregate of the monthly payments was approximately $0.05 million at December 31, 2018 and 2017. The interest rates on the notes ranged from 0% to 8.85% per annum for 2018 and from 0% to 8.08% per annum for 2017, and the weighted-average interest rate on the outstanding balances at December 31, 2018 and 2017, was 4.85% and 4.49% respectively. ASG Term Loans In December 2015, ASG entered into a loan agreement with a financial institution offering a term loan in the aggregate amount of $1.7 million to finance the purchase of equipment. Amounts due under the term loan bear interest at 3.75% per annum with interest payable monthly. Principal payments are due in monthly installments beginning April 8, 2016 through maturity (March 8, 2021). At December 31, 2018 and 2017, ASG had $0.7 million and $1.0 million outstanding on this loan, respectively. In May 2016, ASG entered into a loan agreement with an investor offering a term loan in the amount of $0.02 million to finance improvements to ASG’s facilities in Anaheim, California. Amounts outstanding under the term loan bear interest at 8% per annum. Payments consisting of principal and interest are due monthly through maturity (January 1, 2023). As of December 31, 2018 and 2017, ASG had $0.1 million outstanding on this loan. On February 28, 2017, AG&M and Pental, as the borrowers, entered into a financing agreement, as amended, with the lenders party thereto and Cerberus Business Finance, LLC, as the agent for the lenders (“Term Loan Facility”), which initially provided for a $105.0 million term loan facility. The Term Loan Facility was amended in June 2018 to define the borrowers as Select Interior Concepts, Inc. and its subsidiaries, was amended in August 2018 to adjust the borrowing capacity to $101.4 million, and was amended in December 2018 to increase the borrowing capacity to $174.2 million. Amounts due under the term loan bear interest at the election of the Company, indexed either to the LIBOR rate or the “base rate,” with an “applicable margin” (each as defined in the financing agreement) (9.6% and 8.6% per annum as of December 31, 2018 and 2017, respectively). Interest is payable monthly with principal payments due in quarterly installments beginning July 1, 2017 through maturity (February 28, 2023). The Company borrowed an additional $6.25 million under the terms of this loan to fund a portion of the acquisition of Bedrock on January 31, 2018 and borrowed an additional $8 million under the terms of this loan to fund a portion of the acquisition of Summit on August 31, 2018. The Company borrowed an additional $43 million under the terms of this loan to fund the acquisition of TAC on December 31, 2018. As of December 31, 2018 and December 31, 2017, the Company had $144.2 million and $88.0 million outstanding under this term loan, respectively. 9. Long-Term Debt (Continued) Substantially all of the Company’s assets are collateral for these loans except assets collateralized by the SIC Credit Facility which hold a senior position. These assets include all of accounts receivable and inventory, with the exception of newly acquired assets from the TAC acquisition amounting to $7.0 million for accounts receivable and $4.3 million for inventory. The Company is also restricted from paying dividends to its stockholders. Additionally, substantially all of the net assets of the Company’s subsidiaries are restricted by the term loan agreement from providing loans, advances and dividends to the SIC parent company. The Company is required to meet certain financial and nonfinancial covenants pursuant to these term loans. The Company was in compliance with all financial and nonfinancial covenants as of December 31, 2018 and 2017. ASG incurred debt issuance costs in connection with its term loans. These costs are being amortized to non-cash interest expense over the terms of the related notes on a straight-line basis, which approximates the effective interest rate method. Non-cash interest expense related to these costs was $0.5 million for each of the years ended December 31, 2018 and 2017. Additionally, ASG expensed the remaining unamortized debt issuance costs for the refinanced debt of $0.6 million as extinguishment of debt in February, 2017. At December 31, 2018 and 2017, the unamortized debt issuance costs related to the term loans totaled $2.1 million and $2.2 million, respectively, and are shown as a direct deduction from the liability on the accompanying consolidated balance sheets. Future Maturities At December 31, 2018, the future maturities of the Company’s long-term debt for each of the next five years and thereafter are as follow: 2019 $ 1,879 2020 1,717 2021 1,217 2022 1,140 2023 139,986 $ 145,939 Unamortized balance remaining of financing fees (2,129 ) Total long-term debt net of financing fees 143,810 Current portion of long-term debt net of financing fees (1,368 ) Long term debt net of financing fees $ 142,442 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Equity Tracking Incentive Plan RDS granted exit payments under the Equity Tracking Incentive Program during 2015 to four executives. The executives were eligible to receive an exit payment if certain equity targets are met upon an Exit event. The amount of the Exit Payment would be based on the additional equity value achieved by the Company above the initial equity investment by TCFI LARK, LLC, net of all of the anticipated Exit Payments, on the first to occur of the following events: (i) RDS’ initial public offering, (ii) the sale of all or substantially all of the assets of RDS to an unrelated person or entity, or (iii) any other similar transaction in which Trive Capital sells or transfers all of its ownership to an unrelated third party. The Exit Payment shall vest according to the vesting scheduled denoted in the arrangement and will be settled in cash. If the executive ceases to be employed by RDS and its subsidiaries for any or no reason (other than termination for cause) prior to an Exit, the executive may become vested up to a maximum of 50% of the Exit Payment depending on the length of continued employment. The remaining 50% of the Exit Payment will vest only if the executive is employed through the date of the Exit. The Company did not recognize a liability on the date of grant or at December 31, 2016 as the relevant event had not occurred. With the November 2017 Private Offering and Private Placement (See Note 11 10. Commitments and Contingencies (Continued) Leases The Company leases certain vehicles under leases classified as capital leases. The leased vehicles are included as property, plant and equipment and amortized to accumulated amortization on a straight line basis over the life of RDS leases its corporate, administrative, fabrication and warehousing facilities under long-term non-cancelable operating lease agreements expiring at various dates through December 2023. The monthly rents are subject to annual increases and generally require the payment of utilities, real estate taxes, insurance and repairs. Four of RDS’ facility leases are with a company owned by a stockholder of SIC and three of RDS’ facility leases are with employees or contractors of RDS. Three additional related party leases were added with the acquisition of Intown Design in 2019 (See Note 18 RDS also has operating leases for certain office equipment and vehicles under long-term lease agreements expiring at various dates through 2024. ASG leases its facilities and equipment under long-term non-cancellable operating lease agreements expiring at various dates through October 2029. The facility leases contain predetermined fixed escalations of the minimum rentals. Four of ASG’s facility leases are with companies owned by stockholders of SIC or other related parties. The Company recognizes rent expense on a straight-line basis and records the difference between the recognized rent expense and amounts payable under the lease as deferred rent. Aggregate deferred rent at December 31, 2018 and 2017 was $1.9 million and $1.3 million, respectively. Aggregate rent expense for the years ended December 31, 2018, 2017, and 2016 totaled $14.3 million, $7.5 million and $4.5 million, respectively. Aggregate future minimum payments under capital leases and noncancelable operating leases at December 31, 2018 are as follows: (in thousands) Capital Lease Obligations Related Party Operating Lease Obligations Third Party Operating Lease Obligations Net Lease Commitments 2019 $ 544 $ 3,119 $ 11,363 $ 15,026 2020 619 3,042 10,924 14,585 2021 550 2,543 9,904 12,997 2022 197 2,335 8,314 10,846 2023 65 1,282 5,700 7,047 Thereafter 180 — 11,483 11,663 Total minimum lease payments $ 2,155 $ 12,321 $ 57,688 $ 72,164 Less: amount representing interest 111 Present value of net minimum lease payments 2,044 Less: current maturities of capital lease obligations 500 Long-term capital lease obligations $ 1,544 10. Commitments and Contingencies (Continued) Litigation The Company experiences routine litigation in the normal course of its business. Production residential builders in California are primarily sued for alleged construction defects. As a practice, residential builders name all Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications, including to lessors of office and warehouse space for certain actions arising during the Company’s tenancy and to the Company’s customers. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. Exclusive Distributor Rights Pental’s main supplier has agreed to allow Pental exclusive distribution rights in 23 states in the United States. To maintain these rights, Pental must meet certain minimum purchase requirements. Purchase volumes through December 31, 2020 must be a minimum purchase of 90 containers per month. Using an estimated price per container based on the 2018 average price per container the future minimum purchases to maintain the exclusive rights as of December 31, 2018 are as follows: (in thousands) Amount 2019 36,180 2020 36,180 $ 72,360 If Pental falls short of these minimum requirements in any given calendar year, Pental has agreed to negotiate with the supplier to arrive at a mutually acceptable resolution. There are no financial penalties to Pental if such commitments are not met; however, the supplier reserves the right to remove exclusive distribution rights privileges. Purchase Commitments The Company also has contracted to minimum purchase commitments with certain suppliers. RDS has committed to purchase $2 million in products annually for each of the calendar years 2019, 2020, 2021 with a certain supplier. Additionally, ASG has committed to purchase volumes estimated at approximately $0.4 million in 2019 with a specific Italian distributor. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Equity | 11. Equity RDS Prior to the November 2017 Restructuring Transactions, RDS was governed by the terms and conditions of TCFI’s Amended and Restated Limited Liability Company Agreement (the “Operating Agreement”), effective as of August 31, 2014. The Operating Agreement provided for two types member units: Class A and Class B. At December 31, 2016, RDS had 16,891,535 Class A Units and Class B Units issued and outstanding. Both units had voting rights. The Class A Units were owned by Trive Capital. The Operating Agreement provided that the Class A unitholders receive 100% of distributions until Trive Capital had received 100% of its invested capital. Thereafter, distributions were made 100% to the Class B unitholders until they received 20% of the total distributions, and thereafter, distributions were made to both classes of unitholders on a pro rata basis. Prior to the November 2017 Restructuring Transactions, distributions totaling $20.8 million were paid to members during 2017 and no distributions were made in 2016. ASG Prior to the November 2017 Restructuring Transactions, under ASG’s Second Amended and Restated Limited Liability Agreement dated July 21, 2016, membership interests were divided into four classes of units referred to as Class A Units, Class B Units, Class C Units, and Class D Units. The Board of Managers was authorized to issue (i) Additional Units (including new classes or series of Units thereof having rights which were preferential to or otherwise different than the rights of any then-existing class or series of Units) and (ii) obligations, evidences of indebtedness or other securities or interests in each case convertible into or exchangeable for Units. The Board of Managers determined the terms and conditions governing the issuance of such Additional Units, including the number and designation of such Additional Units, the preference (with respect to distributions, in liquidation or otherwise) over any other Units and any required contributions in connection therewith, and were entitled to make such amendments to this Agreement as may be necessary to effectuate the foregoing without obtaining the consent of any Member. Members owning Class A, Class B or Class D Units were entitled to vote on any matter permitted or required to be voted upon by the Members. Each Member had one vote per Class A, Class B and Class D Unit owned by such Member. Class C Units represented the participation of ASG’s management or employees in distributions to Members resulting from a dissolution, liquidation, or sale of substantially all of ASG’s assets. All Class C Units outstanding at December 31, 2016 were awarded on August 1, 2016. Under ASG’s Limited Liability Agreement, all distributions of Net Proceeds of a Capital Transaction, distributable cash or other property were made in the following order of priority. First, one hundred percent to the Class A Members Pro Rata, until such time as the Class A Members received an amount of distributions equal to one hundred percent of its Invested Capital (defined). Second, one hundred percent to the Class B Members, in proportion to their Class B Capital Return Accounts, until such Class B Capital Return Accounts were reduced to zero. Third, one hundred percent to the Class D Members, in proportion to their Class D Capital Return Accounts, until such Class D Capital Return Accounts were reduced to zero. Thereafter, all distributions of Net Proceeds of a Capital Transaction, distributable cash or other property were to be made one hundred percent to the Members Pro Rata; provided, however, no Class C Unit could participate in a distribution until the aggregate distributions to the Members since the date that Class C Unit was issued equal the Hurdle Amount for that Class C Unit (defined). Notwithstanding the foregoing, in the event of a 3.25x Return Transaction (defined) distributions would occur such that, subject to any re-allocation as defined in the limited liability agreement, each Rollover Member’s (defined) Pro Rata share of that distribution was calculated as if the Rollover Members, collectively and proportionately, had an additional ten percent (10%) of the outstanding Units at that time, and each other Member’s (defined) Pro Rata share of that distribution was diluted proportionately. At December 31, 2016, ASG had 39,029,404 Class A Units, Class B Units, and Class D Units issued and outstanding. At December 31, 2016, ASG had 3,393,861 Class C Units, granted and unvested. Distributions totaling $262,825 were paid to Members during the year ended December 31, 2016. 11. Equity (Continued) ASG’s Third Amended and Restated Limited Liability Agreement dated February 28, 2017 added Class E-1 Units and Class E-2 Units primarily to facilitate the acquisition of Pental. In connection with the acquisition of Pental, ASG issued 7,134,702 Class E-2 Units valued at $10.0 million to Aquarius Seller, Inc. for its Rollover Equity (See Note 4 Prior to the November 2017 Restructuring Transactions, distributions totaling $14.6 million were paid to Members during 2017. Class A and B Common Stock In connection with the November 2017 Private Offering and Private Placement, the Company sold and issued 18,750,000 shares of the Company’s Class A Common Stock to new investors, at an offering price of $12.00 per share, for gross proceeds of approximately $225 million (prior to payment of discounts and fees to the initial purchaser and placement agent and offering expenses). In December 2017, in connection with the over-allotment option granted to the initial purchaser and placement agent in the November 2017 Private Offering and Private Placement, the Company sold and issued an additional 3,000,000 shares of Class A Common Stock to new investors at an offering price of $12.00 per share, for gross proceeds of approximately $36 million (prior to payment of discounts and fees to the initial purchaser and placement agent and offering expenses). As part of the November 2017 Restructuring Transactions, SIC used approximately $62.7 million of the proceeds from the November 2017 Private Offering and Private Placement to purchase a certain amount of equity interests in RDS and ASG from the Rollover Stockholders. The remaining equity interests in RDS and ASG were rolled over into 9,244,112 shares of Class B Common Stock. Concurrently, SIC used approximately $26.6 million of the proceeds from the November 2017 Private Offering and Private Placement to repurchase and retire 2,379,486 shares of Class B Common Stock from affiliates of Trive Capital Management LLC (“Trive Capital”). In accordance with the terms of the November 2017 Private Offering and Private Placement, in December 2017, the Company also repurchased and retired 3,000,000 shares of Class B Common Stock with the proceeds of the sales of Class A Common Stock to new investors. Immediately after the consummation of the November 2017 Private Offering and Private Placement and the November 2017 Restructuring Transactions, the Company had 21,750,000 shares of Class A Common Stock outstanding and 3,864,626 shares of Class B Common Stock outstanding. Registration Rights In connection with the November 2017 Private Offering and Private Placement, a Registration Rights Agreement (“Registration Rights Agreement”) was entered into by the Company, certain members of Company management, affiliates of Trive Capital, and B. Riley FBR, Inc. as the initial purchaser/private placement agent in the November 2017 Private Offering and Private Placement. Pursuant to the Registration Rights Agreement, the Company agreed to file with the SEC as soon as reasonably practicable, but in no event later than January 31, 2018, a shelf registration statement registering the resale of Class A Common Stock sold in the November 2017 Private Offering and Private Placement (“Shelf Registration Statement”). Pursuant to the Registration Rights Agreement, the Company also agreed to use its commercially reasonable efforts to cause the Shelf Registration Statement to be declared effective by the SEC and have the Class A Common Stock listed on a national securities exchange no later than May 31, 2018. 11. Equity (Continued) The Registration Rights Agreement provided that if the Shelf Registration Statement was not effective, and the Class A Common Stock was not listed and trading on a national securities exchange, by May 31, 2018, then holders of shares of Class A Common Stock would be entitled to receive dividends on shares of Class A Common Stock that would accrue and be payable only in additional shares of Class A Common Stock (“Special Stock Dividends”). The Registration Rights Agreement also provided that Special Stock Dividends would accrue at a daily rate equal to the quotient of (i) 0.05 multiplied by 21,750,000 (the aggregate number of shares of Class A Common Stock sold and issued in the November 2017 Private Offering and Private Placement) divided by (ii) 365, up to a maximum aggregate number of shares of Class A Common Stock equal to 1,460,149 shares (“Maximum Accrual Amount”), and would cease accruing upon the Shelf Registration Statement being declared effective, and the Class A Common Stock commencing trading on a national exchange. In the event that Special Stock Dividends are paid by the Company to the holders of Class A Common Stock, an equivalent amount of shares of Class B Common Stock held by affiliates of Trive Capital and certain members of Company management would be repurchased by the Company at a price of $0.01 per share and immediately cancelled. The shares of Class B Common Stock to be repurchased, if any, would be from the 1,460,149 shares of Class B Common Stock that were held in escrow (consisting of 1,000,000 shares held by affiliates of Trive Capital and 460,149 shares held by certain members of management). If the Shelf Registration Statement was declared effective by the SEC, and the Class A Common Stock listed on a national securities exchange prior to Special Stock Dividends accruing to the Maximum Accrual Amount, each remaining share of Class B Common Stock would automatically convert into one share of Class A Common Stock. The Registration Rights Agreement also described procedures to be followed in the event the Company proposed to conduct an initial public offering of its Class A Common Stock; however, the Registration Rights Agreement does not explicitly require the Company to do so. On August 13, 2018, the Company’s Shelf Registration Statement was declared effective by the SEC and on August 16, 2018 the Class A Common Stock commenced trading on the Nasdaq Capital Market under the ticker symbol “SIC.” As of August 15, 2018, the Special Stock Dividend stopped accruing, with a total amount accrued of 226,511 shares. After the Special Stock Dividend was paid and an equal number of shares of Class B Common Stock were repurchased and cancelled by the Company, each then remaining share of Class B Common Stock was automatically converted into one share of Class A Common Stock, resulting in no shares of Class B Common Stock left outstanding. Repurchase Agreement In connection with the November 2017 Private Offering and Private Placement, the Company has entered into a Repurchase Agreement with certain affiliates of Trive Capital pursuant to which the Company has the right to repurchase, at a price of $0.01 per share, an aggregate of 800,000 shares of Class A Common Stock held by such affiliates of Trive Capital upon the determination of the non-occurrence of certain Company performance goals or stock trading thresholds specified in the Repurchase Agreement. Such affiliates of Trive Capital have placed the 800,000 shares of Class A Common Stock in escrow pending such determination of the occurrence or non-occurrence of the specified performance goals and stock trading thresholds. The Company determined that the performance goals and stock trading thresholds were not met and intends to repurchase these shares from Trive Capital. Dividend Rights Holders of shares of Class A Common Stock are entitled to ratably receive dividends when and if declared by the Company’s board of directors out of funds legally available for that purpose, subject to any statutory or contractual restrictions on the payment of dividends and to any prior rights and preferences that may be applicable to any outstanding preferred stock. 11. Equity (Continued) Liquidation Rights Upon the Company’s liquidation, dissolution, distribution of assets or other winding up, holders of shares of Class A Common Stock are entitled to receive ratably the assets available for distribution to the stockholders after payment of liabilities and any liquidation preference of any outstanding preferred stock. Other Matters The shares of Class A Common Stock have no preemptive or conversion rights and are not subject to further calls or assessment by us. There are no redemption or sinking fund provisions applicable to the Class A Common Stock. All outstanding shares of the Class A Common Stock are fully paid and non-assessable. |
Stock Compensation
Stock Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Compensation | 12. Stock Compensation On November 22, 2017, the Company adopted the Select Interior Concepts, Inc. 2017 Incentive Compensation Plan (“2017 Plan”). Upon the adoption of the 2017 Plan, the maximum aggregate number of shares issuable thereunder was 2,561,463 shares. At December 31, 2018 and, 2017, there were approximately 1,667,446 and 1,848,727 shares of common stock available for grant under the 2017 Plan, respectively. Stock Options The 2017 Plan permits the grant of incentive stock options to employees and the grant of nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares to the Company’s employees, directors and consultants at the sole discretion of the Company’s board of directors. The Company’s board of directors administers the 2017 Plan, selects the individuals to whom options will be granted, and determines the number of options to be granted and the term and exercise price of each option. Incentive stock options granted pursuant to the terms of the 2017 Plan cannot be granted with an exercise price of less than 100% of the fair market value of the underlying stock on the date of grant (110% if the award is issued to a 10% or more stockholder of the Company). The term of the options granted under the Plan cannot be greater than ten years; five years for incentive stock options granted to optionees who have a greater than 10% ownership interest in the Company. If a 2017 Plan option expires, such as upon termination of employment, becomes unexercisable without having been exercised in full, is surrendered pursuant to an option exchange program, or settled in a manner that does not result in the issuance of shares, the unpurchased shares will become available for future grant or sale under the 2017 Plan. If the employee does not exercise vested 2017 Plan options upon termination, these options will expire and revert back to the 2017 Plan’s option pool. The Company’s policy is to issue new shares of common stock upon the exercise of stock options. The Company’s has not had any stock option activity under the 2017 Plan for the years ended December 31, 2018 and 2017. Restricted Stock Restricted stock awards and restricted stock unit awards are grants of shares of the Company’s common stock that are subject to various restrictions, including restrictions on transferability, vesting and forfeiture provisions. Recipients of restricted stock awards generally will have voting and dividend rights with respect to such shares upon grant without regard to vesting, unless the Company’s board of directors provides otherwise. Recipients of restricted stock unit awards generally will not have voting and dividend rights with respect to such shares upon grant without regard to vesting, unless the Company’s board of directors provides otherwise. Shares of restricted stock that do not vest for any reason will be forfeited by the recipient and will revert to the Company. 12. Stock Compensation (Continued) On November 22, 2017, concurrent with November 2017 Private Offering and Private Placement, 356,368 shares of restricted stock were granted to certain members of the executive management team and members of the Company’s board of directors subject to certain vesting conditions, including continuous service to the Company for a period of 3 years and meeting other Company performance conditions, including continuous service to the Company, following the date of the restricted stock agreement. The shares vest ratably on an annual basis. For the year ended December 31, 2018, an additional 779,016 shares of restricted stock were granted to certain executives and key employees, and such shares are subject to vesting over a period of three years and certain other conditions, including continuous service to the Company, following the date of the restricted stock agreement. The shares vest ratably on an annual basis. The Company estimated the fair value of these shares on the date the shares were granted, and recognizes the resulting fair value, net of estimated forfeitures, over the requisite service period as general and administrative expense and additional paid-in capital. The grant date fair value for the shares of restricted stock granted on November 22, 2017 through August 15, 2018 was estimated using the price per share sold in the November 2017 Private Offering and Private Placement as a proxy due to the lack of any subsequent market indication of a change in value as the Company’s stock traded very infrequently and in very low volume during that period. Subsequent to the commencement of trading of the Class A Common Stock on the Nasdaq Capital Market on August 16, 2018, the grant date fair value was determined using the share closing price on the date of grant. A summary of the restricted stock activity for the years ended December 31, 2018 and 2017 is as follows: (in thousands) Number of Restricted Outstanding Weighted Average Grant Date Fair Value Nonvested shares at January 1, 2017 — — Granted 356,368 $ 12.00 Forfeited — — Vested — — Nonvested shares at December 31, 2017 356,368 $ 12.00 Granted 779,016 $ 11.83 Forfeited (281,762 ) 12.00 Vested (27,646 ) 12.00 Nonvested shares at December 31, 2018 825,976 $ 11.84 As of December 31, 2018, total remaining equity based compensation expense for unvested restricted stock is $7.6 million, which is expected to be recognized over a weighted average remaining period of 2.7 years. Equity -based compensation expense recognized for restricted stock for the years ended December 31, 2018, 2017 and 2016 was $2.5 million, $0.2 million and $0, respectively. The recognized tax benefit for stock compensation expense for the year ended December 31, 2018 was $1.0 million. There was no significant tax benefit recorded for stock compensation expense in 2017 or 2016. Phantom Stock Phantom stock awards are grants of shares of the Company’s common stock that are settled in cash and subject to various restrictions, including restrictions on transferability, vesting and forfeiture provisions. Recipients of phantom stock awards generally will not have voting and dividend rights with respect to such shares upon grant without regard to vesting, unless the Company’s board of directors provides otherwise. Shares of phantom stock that do not vest for any reason will be forfeited by the recipient and will revert to the Company. 12. Stock Compensation (Continued) On November 22, 2017, concurrent with November 2017 Private Offering and Private Placement, 356,368 shares of phantom stock were granted to certain members of the executive management team and members of the Company’s board of directors subject to certain vesting conditions including continuous service to the Company and meeting other Company performance conditions, following the date of the phantom stock agreement. As a result of the cash-settlement feature of these awards, the Company considers these awards to be liability awards, which are measured at fair value at each reporting date and the pro-rata vested portion of the award is recognized as a liability to the extent that the performance condition is deemed probable. The fair value for the shares of phantom stock granted on November 22, 2017 was estimated using the most current price paid for Class A Common Stock traded between a buyer and a seller. The Company recorded phantom stock based compensation expense of $0.01 million and $0.8 million related to these shares for the years ended December 31, 2018 and 2017, respectively. A summary of the phantom stock activity for the years ended December 31, 2018 and 2017 is as follows: Number of Phantom Restricted Outstanding Nonvested shares at January 1, 2017 — Granted 356,368 Forfeited — Vested (70,440 ) Nonvested shares at December 31, 2017 285,928 Granted — Forfeited (281,762 ) Vested (1,389 ) Nonvested shares at December 31, 2018 2,777 As of December 31, 2018, total remaining equity based compensation expense for unvested phantom stock is $0.02 million, which is expected to be recognized over a weighted average remaining period of 1.9 years. |
Provision for Income Taxes
Provision for Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | 13. Provision for Income Taxes At December 31, 2018, 2017 and 2016, the components of the provision for income taxes reflected on the consolidated statements of operations are as follows: (in thousands) 2018 2017 2016 Current: Federal $ 3,604 17 $ 3,458 State 1,571 374 1,072 Total current 5,175 391 4,530 Deferred: Federal (2,871 ) 3,712 (1,471 ) State (1,315 ) (783 ) (425 ) Total deferred (4,186 ) 2,929 (1,896 ) Provision for income taxes $ 989 $ 3,320 $ 2,634 13. Provision for Income Taxes (Continued) The following is a reconciliation of expected income tax expense (computed by applying the federal statutory income tax rate to income before taxes) to actual income tax expense. (in thousands) 2018 2017 2016 Income taxes at federal statutory rate $ (280 ) $ (2,756 ) $ 3,294 State income taxes, net of federal benefit 148 (248 ) 468 Domestic production activities deductions — (97 ) (206 ) Permanent items 294 1,729 8 Transaction costs 968 64 — State rate change (27 ) (140 ) — Tax Cuts and Jobs Act — 5,372 — 2015 IRS audit — 228 — Flow-through income — (956 ) (1,372 ) Other, net (114 ) 124 442 Provision for income taxes $ 989 $ 3,320 $ 2,634 At December 31, 2018, the Company's effective income tax rate is different from what would be expected if the federal statutory rate were applied to net income before taxes primarily because permanent adjustments, capitalized transaction costs, prior period adjustments, and state income taxes. At December 31, 2017, the Company’s effective income tax rate is different from the federal statutory rate primarily due to the impact of the Tax Act noted below. At December 31, 2016, the Company’s effective income tax rate is different from what would be expected if the federal statutory rate were applied to net income before taxes primarily because there is no provision for deferred income taxes for the portion of pretax net income attributable to ASG, which is a limited liability company. The equity holders of ASG, prior to the November 2017 Restructuring Transactions, separately accounted for their share of ASG’s income, deduction and losses on their income tax returns. In addition, the effective rate differed from the statutory rate for RDS as a result of permanent favorable adjustments and state income taxes. The November 2017 Restructuring Transaction was treated as a combination of entities under common control, which resulted in a higher basis for tax vs. book. This resulted in the recognition of deferred tax assets totaling approximately $19.7 million (tax effected) which is recognized as contributed capital. The components of deferred tax assets and liabilities are as follows as of December 31, 2018 and 2017: (in thousands) 2018 2017 Deferred tax assets Accrued liabilities $ 682 $ 473 State income taxes 208 29 Intangible assets 5,396 11,225 Net operating loss — 541 Inventory 3,228 322 Stock based compensation 659 257 Other, net 558 359 Total deferred tax assets 10,731 13,206 Deferred tax liabilities Property and equipment (1,376 ) (1,637 ) Total deferred tax liabilities (1,376 ) (1,637 ) Net deferred tax assets (liabilities) $ 9,355 $ 11,569 13. Provision for Income Taxes (Continued) Deferred income taxes reflect the net effects of temporary differences between the amounts of assets and liabilities for financial reporting purposes. The Company has not provided for a valuation allowance against any of its deferred tax assets, as management has determined it is more likely than not that these deferred tax assets will be realized. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities and projected future taxable income in making this assessment. On December 22, 2017, the President of the United States signed into law the Tax Act. The Tax Act amends the Internal Revenue Code to reduce tax rates and modify policies, credits, and deductions for individuals and businesses. For businesses, the Act reduces the corporate tax rate from a maximum of 35% to a flat 21% rate. The rate reduction was effective on January 1, 2018. Because of the rate reduction, the Company reduced the deferred tax asset balance as of December 31, 2017 by $5.3 million. In December 2017, the SEC issued Staff Accounting Bulletin No. 118 (SAB 118), which provides guidance on accounting for the income tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting relating to the Tax Act under Accounting Standards Codification Topic 740. Income Taxes (ASC 740). In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for Tax Act-related income tax effects is incomplete, but the company is able to determine a reasonable estimate, it must record a provisional estimate in its financial statements. If a company cannot determine a provisional estimate to be included in its financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. The Company has completed its evaluation of the Act of 2017 on its December 31, 2018 financial statements and adjusted its provision for the year ended December 31, 2018 accordingly. As of December 31, 2018, unrecognized tax benefits relate entirely to pre-acquisition TAC returns. Assessments related to TAC for tax years through the December 31, 2018 transaction date are the responsibility of former TAC management. The Company is fully indemnified for income taxes prior to the acquisition, as well as any related interest and penalties. The Company does not expect any significant increases or decreases to the Company’s unrecognized tax benefits within the next 12 months. The Company is subject to examinations by federal taxing authorities for the tax years 2015 – 2018 and by state taxing authorities for the tax years 2014—2018. The Company is not currently under any tax examinations. The Company analyzes filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, and all open tax years in these jurisdictions to determine if there are any uncertain tax positions on its tax returns. A reconciliation of the beginning and ending amounts of unrecognized tax positions are as follows: (in thousands) 2018 2017 Unrecognized tax positions, beginning of year $ — $ — Gross increase - current period tax positions — — Gross decrease - prior period tax positions — — Gross increase - prior period tax positions 4,364 — Expiration of statute of limitations — — Unrecognized tax positions, end of year $ 4,364 $ — Of the Company’s total unrecognized tax benefits of $4.4 million, there would be no impact to the annual effective tax rate if recognized as the uncertain tax positions are fully indemnified. The Company’s policy is to recognize interest and/or penalties related to all tax positions as income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. The Company has recognized $0.2 million in interest and $0.3 million in penalties related to uncertain tax positions as of December 31, 2018. If recognized, there would be no impact to the effective tax rate as the interest and penalties are fully indemnified. No interest or penalties were accrued as of December 31, 2017. Pursuant of Internal Revenue Code Sections 382, annual use of the Company’s net operating loss carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plan | 14. Employee Benefit Plan The Company maintains a qualified 401(k) plan for the benefit of its employees. Substantially all employees are eligible to participate in the plan. Under the plan, eligible participants are permitted to make salary deferral contributions to the plan. In addition, the plan provides for employer matching. During the years ended December 31, 2018, 2017 and 2016, the Company contributed $0.9 million, $0.6 million, and $0.3 million to the plan, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. Related Party Transactions Consulting Agreement During the periods ended December 31, 2017 and 2016, respectively, each of RDS and ASG had a consulting agreement with Trive Capital (affiliates of which collectively hold more than 5% of the Company’s common stock and are affiliated with Christopher Zugaro, the former chairman of the Company’s board of directors). Under each such respective agreement, RDS and ASG were each required to pay Trive Capital an annual nonrefundable consulting fee of $0.4 million, payable in four quarterly installments of $0.1 million each, plus the reimbursement of expenses. Each consulting agreement also allowed for additional consulting work outside of the scope of the agreement to be provided by Trive Capital and billed separately to each company. The agreement was terminated at the time of the November 2017 Restructuring Transaction. Consulting fees plus expenses that were expensed to Trive Capital during the years ended December 31, 2017 and 2016 totaled $2.8 million and $1.2 million, respectively. There was no outstanding balance due to Trive Capital at December 31, 2018 or December 31, 2017. Facility Rent RDS leases four of its facilities from a trust affiliated with a stockholder of the Company. Rent expense under these leases totaled $0.8 million during the years ended December 31, 2018 and 2017, $0.7 million during the year ended December 31, 2016. No amounts were unpaid at December 31, 2018 and 2017. (See Note 10 In 2018, RDS entered into a lease of a facility with a current Summit employee. Rent expense under this lease totaled $0.07 million during the year ended December 31, 2018. No amounts were unpaid at December 31, 2018. In conjunction with the purchase of TAC on December 31, 2018, RDS entered into two facility leases with a current TAC contractor. No expense was incurred during 2018 and no amounts were unpaid at December 31, 2018. (See Note 10 ASG leases office space from AASG Bee Creek Investments Ltd., a company owned by certain stockholders of the Company. The lease was renewed on February 29, 2016 and includes an additional option to renew the lease for five years. Rent expense under this lease was $0.5 million for each of the years ended December 31, 2018, 2017, and 2016. No amounts were unpaid at December 31, 2018 and 2017. (See Note 10 ASG leases office space from AASG San Antonio Investments Ltd., a company owned by certain stockholders of the Company. The lease was renewed on February 29, 2016 and includes an additional option to renew the lease for two years. Rent expense under this lease was $0.2 million for each of the years ended December 31, 2018, 2017, and 2016. No amounts were unpaid at December 31, 2018 and 2017. (See Note 10 ASG leases office space from 502 Jersey Ave LLC, a company owned by an employee and former owner of Cosmic. Rent expense under this lease was $0.4 million and $0.2 million for the years ended December 31, 2018 and 2017, respectively. There was no rent expense incurred with this company in 2016. No amounts were unpaid at December 31, 2018 and 2017. (See Note 10 ASG leases office space from 521 Digiulian Boulevard, LLC, a company owned by a current employee and former owner of NSI. Rent expense under this lease was $0.1 million for the year ended December 31, 2018. There was no expense under this lease during the years ended December 31, 2017 and 2016. No amounts were unpaid under this lease at December 31, 2018 and 2017. ( S Note 10 15. Related Party Transactions (Continued) Subcontractors and Suppliers Two of RDS employees have family members that have an ownership interest in flooring subcontracting companies that do business with RDS. During the years ended December 31, 2018, 2017, and 2016, these companies performed a total of $1.6 million, $3.2 million, and $2.7 million in subcontract work for RDS, respectively. Amounts due and recorded as accounts payable at December 31, 2018 was $0.01 million. No amount was unpaid at December 31, 2017. Design services were also provided to RDS by designers affiliated with current Greencraft employees in 2018. During the year ended December 31, 2018, expenses incurred with this design company were $0.08 million. No amount was unpaid at December 31, 2018. Other Consulting Services A consulting firm affiliated with an officer of the Company has performed various consulting services for the Company related to human resources, accounting, and project management. During the years ended December 31, 2018, 2017, and 2016, the Company incurred approximately $0.2 million, $0.3 million, and $0.3 million of costs with this consulting firm, respectively. Amounts due and recorded as accounts payable at December 31, 2018 was $0.01 million. No amount was unpaid at December 31, 2017. An ASG executive and a stockholder of the Company terminated employment with ASG as of June 30, 2017. The stockholder continued to provide business consulting services for ASG through June 30, 2018. During the years ended December 31, 2018 and 2017, ASG incurred $0.05 million and $0.06 million, respectively, of consulting costs with this stockholder. There were no consulting costs associated with this stockholder during 2016. No amounts were unpaid at December 31, 2018 and 2017. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | 16. Segment Information The Company’s operations are classified into two operating segments: RDS and ASG. Under RDS, the Company offers interior design and installation services, and under ASG, the Company performs natural and engineered surfaces distribution. These operating segments represent strategic business areas which, although they operate separately and provide their own distinctive services, enables the Company to more effectively offer the complete line of interior design and selection services, merchandising, and complex supply chain management. While individual acquisitions, for a time, may have discrete financial information before being fully integrated, RDS and ASG are the only operating and reporting segments for which both discrete financial information is available and is reviewed by management for the purpose of making operating decisions and assessing financial performance. Inter-segment eliminations result primarily from the sale of ASG inventory to the RDS segment, including the related profit margin, as well as some intercompany borrowings recorded in the form of intercompany payables and receivables. In addition, certain corporate-level costs incurred at a corporate level or at the reporting unit level that benefit the segments is not allocated. These costs include: corporate payroll costs, legal, professional service fees, interest expense, including amortization of deferred financing costs, and taxes and equity based compensation. 16. Segment Information (Continued) The Company evaluates performance of the respective segments based upon revenue and operating income. Information for the years presented is provided below: For the Years Ended December 31, (in thousands) 2018 2017 2016 Net revenue: RDS $ 268,362 $ 193,204 $ 175,824 ASG 223,971 161,114 58,613 Elimination of intercompany sales (2,576 ) (1,366 ) (569 ) Consolidated Total $ 489,757 $ 352,952 $ 233,868 Operating income (loss): RDS $ 14,252 $ (161 ) $ 8,481 ASG 11,925 7,966 5,972 Elimination of intercompany operating income (46 ) (74 ) (28 ) Unallocated corporate operating loss (14,034 ) (1,569 ) — Consolidated Total $ 12,097 $ 6,162 $ 14,425 Capital expenditures: RDS $ 1,684 $ 1,289 $ 1,268 ASG 6,539 2,793 2,210 Unallocated corporate capital expenditures 284 Consolidated Total $ 8,507 $ 4,082 $ 3,478 Depreciation and amortization: RDS $ 9,634 $ 6,853 $ 6,252 ASG 10,833 7,963 2,935 Unallocated corporate depreciation and amortization 20 Consolidated Total $ 20,487 $ 14,816 $ 9,187 As of December 31, (in thousands) 2018 2017 Goodwill: RDS $ 49,029 $ 22,614 ASG 45,564 43,712 Consolidated Total $ 94,593 $ 66,326 Other intangible assets, net: RDS $ 47,479 $ 26,518 ASG 53,236 55,745 Consolidated Total $ 100,715 $ 82,263 Total assets: RDS $ 170,724 $ 103,172 ASG 230,505 203,637 Elimination of intercompany receivables and inventory (1,016 ) (276 ) Unallocated corporate assets 15,801 13,713 Consolidated Total $ 416,014 $ 320,246 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 17. Selected Quarterly Financial Data (Unaudited) Selected summarized quarterly financial information is as follows for the periods presented: (In thousands, except per share data) Quarter Ended Fiscal 2018 December 31 September 30 June 30 March 31 Total revenue $ 132,957 $ 127,553 $ 124,861 $ 104,386 Gross profit 34,628 36,470 34,406 27,950 Income from operations 3,533 4,004 3,610 950 Net (loss) income (1,833 ) 753 (86 ) (1,309 ) Basic EPS $ (0.07 ) $ 0.03 $ — $ (0.05 ) Diluted EPS $ (0.07 ) $ 0.03 $ — $ (0.05 ) Fiscal 2017 Total revenue $ 100,261 $ 94,605 $ 90,361 $ 67,725 Gross profit 28,793 28,115 26,511 20,470 Income from operations (8,716 ) 7,129 7,056 693 Net (loss) income (14,969 ) 2,812 3,396 (2,585 ) Basic and Diluted EPS includes both Class A Common Stock and Class B Common Stock for the quarters ended June 30, 2018 and March 30, 2018. In August 2018, each then remaining share of Class B Common Stock was automatically converted into one share of Class A Common Stock, resulting in no shares of Class B Common Stock left outstanding. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. Subsequent Events Events occurring after December 31, 2018, have been evaluated for possible adjustment to the consolidated financial statements or disclosure as of March 15, 2019, which is the date the consolidated financial statements were available to be issued. On March 1, 2019, the Company acquired Intown Design (“Intown”) for approximately $11 million in cash at closing (subject to post-closing purchase price true-up adjustments), and an earn-out amount based on the achievement of certain EBITDA thresholds. Intown fabricates and installs granite, marble and quartz countertops in Alabama, Georgia, North Carolina, South Carolina, and Tennessee, and installs cabinets in Georgia. Intown operates facilities in Atlanta, Georgia and Charlotte, North Carolina, serving both residential and commercial customers in new-construction and R&R end markets, with annualized sales of approximately $20 million. Management believe the acquisition will further diversify the Company’s geographic mix and channel strength. In conjunction with the acquisition, the Company entered into three facility leases with the former owner who is now an employee of the Company. As a result of the timing of this acquisition, not all disclosures for the Intown acquisition as required under ASC 805 are presented, including certain pro forma information, as the initial accounting for the business combination is incomplete at the time the financial statements were available to be issued. |
Schedule I - Condensed Parent C
Schedule I - Condensed Parent Company Only Financial Statements | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule I - Condensed Parent Company Only Financial Statements | Parent Company Only Condensed Balance Sheets (In thousands, except share data) (in thousands) As of December 31, 2018 As of December 31, 2017 Assets Investment in wholly owned subsidiaries $ 161,145 $ 149,587 Other assets 468 — Total assets $ 161,613 $ 149,587 Liabilities and Stockholders' Equity Due to subsidiaries $ 11,183 $ 441 Accrueds and other liabilities 1,736 1,059 Total liabilities 12,919 1,500 Stockholders' Equity: Class A common stock, par value $0.01 per share; 100,000,000 shares authorized; 25,682,669 and 21,750,000 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively 257 217 Class B common stock, par value $0.01 per share; 15,000,000 shares authorized; no shares issued and outstanding at December 31, 2018, and 3,864,626 shares issued and outstanding at December 31, 2017 — 39 Additional paid in capital 156,601 153,520 Accumulated deficit (8,164 ) (5,689 ) Total stockholders' equity 148,694 148,087 Total liabilities and stockholders' equity $ 161,613 $ 149,587 See Notes to Condensed Parent Company Only Financial Statements. Select Interior Concepts, Inc. Parent Company Only Condensed Statements of Operations (In thousands) (in thousands) Year Ended December 31, 2018 Period Ended December 31, 2017 Equity in net income (loss) of subsidiaries $ 11,559 $ (4,120 ) Operating expenses (14,034 ) (1,569 ) Net loss $ (2,475 ) $ (5,689 ) See Notes to Condensed Parent Company Only Financial Statements. Condensed Statements of Cash Flows (In thousands) (in thousands) Year Ended December 31, 2018 Period Ended December 31, 2017 Cash Flows Used in Operating Activities: Net loss $ (2,475 ) $ (5,689 ) Adjustments to reconcile net income to net cash provided by operating activities: Equity in net income of subsidiaries (11,559 ) 4,120 Depreciation and amortization 21 — Equity based compensation 2,528 152 Changes in assets and liabilities: Changes in operating assets (204 ) — Changes in accrued expenses 677 976 Net cash used in operating activities $ (11,012 ) $ (441 ) Cash Flows used in Investing Activities: Purchase of equipment (284 ) — Investment in subsidiaries — (117,741 ) Net cash provided by investing activities $ (284 ) $ (117,741 ) Cash Flows provided by Financing Activities: Repurchase and retirement of common B shares — (60,035 ) Repurchase of member units — (62,725 ) Contributions — 240,501 Borrowings from subsidiaries 10,743 441 Proceeds from issuance of equity 553 — Net cash provided by financing activities $ 11,296 $ 118,182 Net change in cash and cash equivalents — — Cash and cash equivalents: Beginning — — Ending $ — $ — |
Description of Select Interior
Description of Select Interior Concepts Inc | 12 Months Ended |
Dec. 31, 2018 | |
Parent Company | |
Description of Select Interior Concepts Inc. | Note 1. Description of Select Interior Concepts Inc. These financial statements reflect the consolidated operations of Select Interior Concepts, Inc. (“SIC”). SIC is a Delaware corporation that was restructured in November 2017 to be a holding company on which to consolidate diversified building products and services companies with a primary focus on the interiors of all types of buildings. SIC owns 100% of its two primary operating subsidiaries and segments, Residential Design Services and Architectural Surfaces Group. SIC has no significant operations or assets other than its ownership in Residential Design Services and Architectural Surfaces Group. Accordingly, SIC is dependent upon its subsidiaries to fund its obligations. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Parent Company | |
Basis of Presentation | Note 2. Basis of Presentation The accompanying Condensed Parent Only Financial Statements include the amounts of SIC and its investment in its subsidiaries under the equity method, and do not present the financial statements of SIC and its subsidiaries on a consolidated basis. Under the equity method, investments in subsidiaries are stated at cost plus contributions and equity in undistributed income (loss) of subsidiaries less distributions received since the date of acquisition. There have been no distributions in 2018 and 2017. Income tax considerations were evaluated under the separate return method, resulting in no net tax benefits for SIC as a separate entity. The period ended December 31, 2017 represents the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017. These Condensed Parent Company Only Financial Statements should be read in conjunction with the consolidated financial statements of Select Interior Concepts, Inc. and subsidiaries and the accompanying Notes to the consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying consolidated financial statements include the accounts of SIC, its wholly owned subsidiaries RDS and ASG, and their wholly owned subsidiaries, and are presented using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All significant intercompany accounts and transactions have been eliminated in combination. References to the “ASC” hereafter refer to the Accounting Standards Codification established by the Financial Accounting Standards Board (“FASB”) as the source of authoritative U.S. GAAP. The November 2017 Restructuring Transactions resulting in the transfer of RDS and ASG to subsidiaries of SIC was determined to be a combination of interests between commonly controlled entities and, as such, the Company accounted for the transactions using “as if pooling” accounting. Accordingly, the consolidated and results of SIC includes the results of both RDS and ASG for all of 2017 and recast 2016 under the “as if pooling” method. The assets and liabilities of RDS and ASG will also be reflected at their historical cost, as determined in accordance with the requirements of ASC 805 when consolidated into the accounts of SIC in a manner similar to a pooling of interests. 2. Summary of Significant Accounting Policies (Continued) The consolidated financial statements and related disclosures for the period ended December 31, 2016 have previously been issued for RDS and ASG on a combined consolidated basis. For purposes of comparability with the consolidated financial statements and disclosures for the period ended December 31, 2017, the Company reclassified the combined consolidated financial statements and disclosures for the period ended December 31, 2016 to conform to the Company’s consolidated financial statements and disclosures. |
Earnings (Loss) per Share | Earnings (Loss) per Common Share For the year ended December 31, 2018, basic earnings per share for common stock is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Common stock at December 31, 2018 consists of only Class A Common Stock, since in August 2018, each then remaining share of Class B Common Stock was automatically converted into one share of Class A Common Stock, resulting in no shares of Class B Common Stock left outstanding For the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017, the Basic earnings per share for both Class A and Class B Common Stock is computed by dividing net income (loss) for the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement by the weighted average number of shares of common stock outstanding during the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement. Diluted earnings per share for both Class A and Class B Common Stock is computed by dividing net income for the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement by the weighted average number of shares of common stock outstanding during the period subsequent to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement, plus the dilutive effect of restricted stock-based awards using the treasury stock method. Income (loss) earned prior to the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement is attributable to the LLC members and, as such, is not reflected in earnings per share. The following table sets forth the computation of basic and diluted loss per share for the year ended December 31, 2018 and the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017: (in thousands, except share and per share data) Year Ended December 31, 2018 Period Ended December 31, 2017 Net loss $ (2,475 ) $ (5,689 ) Weighted average basic and dilutive Class A Common Stock outstanding 25,634,342 19,650,000 Weighted average basic and dilutive Class B Common Stock outstanding — 5,964,626 Total weighted average basic and diluted shares of common stock outstanding 25,634,342 25,614,626 Loss per share of common stock: Basic and diluted $ (0.10 ) $ (0.22 ) All restricted stock awards outstanding totaling 825,976 at December 31, 2018, and 356,368 at December 31, 2017, were excluded from the computation of diluted earnings per share in 2018 and 2017 because the Company reported a net loss and the effect of inclusion would have been antidilutive. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and contingencies at the date of the consolidated financial statements and the reported revenues and expenses. Actual results may vary materially from the estimates that were used. The Company’s significant accounting estimates include the determination of allowances for doubtful accounts, inventory reserves, the lives and methods for recording depreciation and amortization on property and equipment, the fair value of reporting units and indefinite life intangible assets, deferred income taxes, revenue recognition, warranties, returns and the purchase price allocations used in the Company’s acquisitions. |
Restricted Cash | Restricted Cash At December 31, 2018 and 2017, the Company had restricted cash of $3.0 million. The restricted cash are funds held in escrow related to the Greencraft acquisition. |
Fair Value Measurement | ASC 820-10 requires entities to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized on the balance sheet for which it is practicable to estimate fair value. ASC 820-10 defines the fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. The three levels of the fair value hierarchy are as follows: Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. Level 2—Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. Level 3—Valuations based on inputs that are unobservable, supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The level of the fair value hierarchy in which the fair value measurement falls is determined by the lowest level input that is significant to the fair value measurement. The earn-out associated with the acquisition of Summit Stoneworks, LLC (“Summit”) in August 2018 with a fair value of $1.9 million is classified as Level 3 as of December 31, 2018 and is valued using the internal rate of return model. The assumptions used in preparing the internal rate of return model include estimates for future revenues from Summit products and services and a discount factor of 3.8% at December 31, 2018. The assumptions used in preparing the internal rate of return model include estimates for outcome of milestone goals are achieved, the probability of achieving each outcome and discount rates. The earn-out associated with the acquisition of T.A.C. Ceramic Tile Co, LLC (“TAC”) in December 2018 with a fair value of $2.3 million is classified as Level 3 as of December 31, 2018 and is valued using the internal rate of return model. The assumptions used in preparing the internal rate of return model include estimates for future revenues from TAC products and services and a discount factor of 3.8% at December 31, 2018. The assumptions used in preparing the internal rate of return model include estimates for outcome of milestone goals are achieved, the probability of achieving each outcome and discount rates. The earn-out associated with the acquisition of Greencraft Holdings, LLC (“Greencraft”) in December 2017 with a fair value of $7.9 million and $5.8 million as of December 31, 2018 and December 31, 2017, respectively, was classified as Level 3 at December 31, 2017. As of December 31, 2018, this liability is no longer classified as a Level 3 investment as the earn-out targets the liability is based on are 2018 actual financial metrics met as of December 31, 2018. This earnout will be paid out in 2019. The change in the fair value of the earn-out of $2.1 million was recorded as other expense for the year ended December 31, 2018. 2. Summary of Significant Accounting Policies (Continued) At December 31, 2018 and 2017, the carrying value of the Company’s cash, accounts receivable, accounts payable, and short-term obligations approximate their respective fair values because of the short maturities of these instruments. The recorded values of the line of credit, term loans, and notes payable approximate their fair values, as interest rates approximate market rates. The Company recognizes transfers between levels at the end of the reporting period as if the transfers occurred on the last day of the reporting period. There were no transfers during 2018 or 2017 other than the Greencraft earn-out out of Level 3 in 2018 due to the availability of observable and known inputs to calculate the fair value of the liability at December 31, 2018. |
Accounts Receivable | Accounts Receivable Accounts receivable are recorded at net realizable value. The Company continually assesses the collectability of outstanding customer invoices; and if deemed necessary, maintains an allowance for estimated losses resulting from the non-collection of customer receivables. In estimating this allowance, the Company considers factors such as: historical collection experience, a customer’s current creditworthiness, customer concentrations, age of the receivable balance both individually and in the aggregate and general economic conditions that may affect a customer’s ability to pay. The Company also has the ability to place liens against the significant amount of RDS customers in order to secure receivables. Actual customer collections could differ from the Company’s estimates. At December 31, 2018 and 2017, the Company’s allowance for doubtful accounts was $0.5 million and $0.2 million, respectively. |
Inventories | Inventories Inventories consist of stone slabs, tile and sinks, and include the costs to acquire the inventories and bring them to their existing location and condition. Inventory also includes flooring, cabinets, doors and trim, glass, and countertops, which have not yet been installed, as well as labor and related costs for installations in process. Inventory is valued at the lower of cost (using the specific identification and first-in, first-out methods) or net realizable value. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are provided for on a straight-line basis over the estimated useful lives of the related assets as follows: Machinery and equipment 7 years Vehicles 3-5 years Furniture and fixtures 3-7 years Computer and office equipment 3-5 years Leasehold improvements Shorter of 15 years or the remaining lease term |
Intangible Assets | Intangible Assets Intangible assets consist of customer relationships, trade names and non-compete agreements. The Company considers all its intangible assets to have definite lives and are being amortized on the straight-line method over the estimated useful lives of the respective assets or on an accelerated basis based on the expected cash flows generated by the existing customers as follows: Range of estimated useful lives Weighted average useful life Customer relationships 5 years – 15 years 10 years Trade names 3 years – 11 years 8 years Non-compete agreements Life of agreement 4 years |
Business Combinations | Business Combinations The Company records business combinations using the acquisition method of accounting. Under the acquisition method of accounting, identifiable assets acquired and liabilities assumed are recorded at their acquisition date fair values. The excess of the purchase price over the estimated fair value is recorded as goodwill. Changes in the estimated fair values of net assets recorded for acquisitions prior to the finalization of more detailed analysis, but not to exceed one year from the date of acquisition, will adjust the amount of the purchase price allocable to goodwill. Measurement period adjustments are reflected in the period in which they occur. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews the recoverability of its long-lived assets, such as property and equipment and intangible assets, whenever events or changes in circumstances occur that indicate the carrying value of the asset or asset group may not be recoverable, or at least annually. The assessment for possible impairment is based on the Company’s ability to recover the carrying value of the asset or asset group from the expected future undiscounted cash flows of the related operations. If the aggregate of these cash flows is less than the carrying value of such assets, an impairment loss is recognized for the difference between the estimated fair value and the carrying value. The measurement of impairment requires management to estimate future cash flows and the fair value of long-lived assets. There were no impairment losses on long-lived assets for the years ended December 31, 2018 and 2017. |
Goodwill | Goodwill Goodwill represents the excess of the cost of an acquired entity over the fair value of the acquired net assets. During the year ended December 31, 2018, ASG recorded goodwill totaling $0.4 million related to the acquisition of the assets of Elegant Home Design, LLC (“Bedrock”), $0.4 million related to the acquisition of the assets of NSI, LLC (“NSI”), and $1.2 million related to the acquisition of the assets of The Tuscany Collection, LLC (“Tuscany”). During the year ended December 31, 2018, RDS recorded goodwill totaling $8.3 million related to the acquisition of the assets of Summit and $17.8 million related to the purchase of 100% of the issued and outstanding equity interests of TAC. Additionally, RDS recorded a measurement period adjustment to goodwill for the acquisition of Greencraft of $0.3 million during 2018 (See Note 4 During the year ended December 31, 2017, RDS recorded goodwill totaling $10.4 million related to the acquisition of Greencraft and ASG recorded goodwill totaling $25.4 million related to the acquisition of Pental. ASG also acquired Cosmic Stone & Tile Distributors, Inc. (“Cosmic”) in 2017 with no significant impact on Goodwill. The Company accounts for goodwill in accordance with FASB ASC topic 350, Intangibles-Goodwill and Other Intangible Assets |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs related to a recognized debt liability are deferred and amortized over the related term of the debt as non-cash interest expense and are presented on the consolidated balance sheets as a direct deduction from the carrying amount of the related debt liability. Debt issuance costs are amortized using the effective interest method or on a straight-line basis when it approximates the effective interest method. |
Sales Tax | Sales Tax The Company’s policy is to present taxes collected from customers and remitted to governmental authorities on a net basis. The Company records the amounts collected as a current liability and relieves such liability upon remittance to the taxing authority without impacting revenues or expenses. |
Warranty Obligations | Warranty Obligations The Company offers supplier-specific product warranties to its customers. In estimating future warranty obligations, the Company considers various relevant factors, including its warranty policies and practices and those of its suppliers, the historical frequency of claims, the cost to replace products under warranty, and the amounts expected to be reimbursed by suppliers. On certain products, customer warranty claims are covered directly by the manufacturer of the product. Management estimates its warranty obligation at December 31, 2018 and 2017, to be minimal, and therefore, the Company has not recorded a provision for accrued warranty costs. |
Operating Leases | Operating Leases The Company accounts for rent expense for its operating leases on a straight-line basis in accordance with authoritative guidance on accounting for leases. The Company leases its corporate, administrative, retail and manufacturing facilities over terms expiring between 2019 and 2029. The Company also leases certain office and warehouse equipment over terms expiring between 2019 and 2026. The term of the lease is considered its initial obligation period, which does not include option periods. The leases may have renewal clauses exercisable at the option of the Company and contain rent holidays and/or rent escalation clauses. The Company includes scheduled rent holidays and rent escalation clauses for the purposes of recognizing straight-line rent over the lease term. |
Capital Leases | Capital Leases The Company finances the acquisition of certain vehicles with capital leases. The acquisition costs are recognized as property, plant and equipment (“PP&E”) on the consolidated balance sheets at fair value at the inception of the lease, or, if lower, at the present value of the minimum lease payments as determined at the inception of the lease. The acquisition costs are amortized over the useful life on the same basis as owned vehicles or, where shorter, the term of the capital lease. Amortization expense is recorded as accumulated amortization on the consolidated balance sheets. The capital lease liability owed to the lessor is included in the consolidated balance sheets as a capital lease obligation. Lease payments are apportioned between interest expense and a reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. |
Revenue Recognition | Revenue Recognition The Company’s revenue derived from the sale of imported granite, marble, and related items is recognized when persuasive evidence of an agreement exists through a purchase order or signed contract detailing the quantity and price, delivery per the agreement has been made, and collectability is reasonably assured. The Company’s contracts with its home builder customers are generally treated as short-term contracts for accounting purposes. These contracts will generally range in length from several days to several weeks. The Company accounts for these contracts under the completed contract method of accounting and will recognize revenue and cost of revenues when the contract is complete and performance has been delivered. 2. Summary of Significant Accounting Policies (Continued) The Company’s contracts related to multifamily projects are treated as long-term contacts for accounting purposes. Accordingly, the Company recognizes revenue using the percentage-of-completion method of accounting. Progress to completion varies by project and can include measurement by square footage or units completed. For the years ended December 31, 2018 and 2017, multifamily projects accounted for approximately 2% and 5% of the Company’s combined revenues, respectively. At December 31, 2018 and 2017, the under billings (revenues in excess of billings) on multifamily projects in progress were not significant. The Company estimates provisions for returns which are accrued at the time a sale is recognized. The Company also realized rebates to customers as a reduction to revenue in the period the rebate is earned. |
Cost of Revenue | Cost of Revenue RDS’ cost of revenue is comprised of the costs of materials and labor to purchase and install products for the Company’s customers. ASG’s cost of revenue primarily consists of purchased materials, sourcing fees for inventory procurement, and freight costs. RDS and ASG also include payroll taxes and benefits, workers’ compensation insurance, vehicle-related expenses and overhead costs, including rent, depreciation, utilities, property taxes, repairs and maintenance costs in the cost of revenue. The Company’s cost of revenue is reduced by rebates provided by suppliers in the period the rebate is earned. |
Shipping and Handling Charges | Shipping and Handling Charges Fees charged to customers for shipping and handling of product are included in revenues. The costs for shipping and handling of product are recorded as a component of cost of revenue. |
Advertising | Advertising The Company expenses advertising costs as incurred. Advertising expense for the years ended December 31, 2018, 2017, and 2016 totaled $2.5 million, $1.4 million and $0.4 million, respectively. |
Equity-based Compensation | Equity based compensation The Company accounts for equity based awards by measuring the awards at the date of grant and recognizing the grant-date fair value as an expense using either straight-line or accelerated attribution, depending on the specific terms of the award agreements over the requisite service or performance period, which is usually equivalent to the vesting period. (See Note 12 |
Income Taxes | Income Taxes The provision for income taxes is accounted for under the asset and liability method prescribed by ASC 740 (Topic 740, Income Taxes The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. 2. Summary of Significant Accounting Policies (Continued) On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was adopted into law. The Tax Act makes broad and complex changes to the Internal Revenue Code of 1986, including, but not limited to, (i) reducing the U.S. federal corporate tax rate from 35% to 21%; (ii) eliminating the corporate alternative minimum tax (“AMT”) and changing how existing AMT credits are realized; (iii) creating a new limitation on deductible interest expense; and (iv) changing rules related to uses and limitation of net operating loss carryforwards created in tax years beginning after December 31, 2017. As of December 31, 2018 and 2017, the Company’s deferred tax assets and liabilities were valued at the 21.0% rate expected for 2018 and beyond. The Company’s policy is to recognize interest and/or penalties related to all tax positions as income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. The Company has recognized $0.5 million in interest and penalties related to uncertain tax positions as of December 31, 2018. No interest or penalties were accrued as of December 31, 2017. |
Segment Reporting | Segment Reporting In accordance with ASC 280-10-50-1, an operating segment is a component of an entity that has all the following characteristics: a. It engages in business activities from which it may earn revenues and incur expenses. b. Its discrete financial information is available. c. Its operating results are regularly reviewed by the public entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance. The Company has identified two operating segments that meet all three of the criteria, RDS and ASG. Each of these operating segments provides products and services that generate revenue and incur expenses as they engage in business activities and maintains discrete financial information. Additionally, the Company’s chief operating decision, the Chief Executive Officer, reviews financial performance, approves budgets and allocates resources at the RDS and ASG operating segment level. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act permits emerging growth companies to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company has elected to use the extended transition period for complying with new or revised accounting standards under Section 107 of the JOBS Act. This election allows the Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330) 2. Summary of Significant Accounting Policies (Continued) In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In August 2016, the FASB issued ASU 2016–15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash. ASU 2016-18 is intended to reduce the diversity in practice around how restricted cash is classified within the statement of cash flows. ASU 2016-18 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted. The Company has evaluated the impact of ASU 2016-18, and, adopted the new standard, and the Company will not present the release of restricted cash as an investing activity cash inflow. Instead, restricted cash balances have been and will be included in the beginning and ending cash, cash equivalents and restricted cash balances in the statement of cash flows. Also, in January 2017, the FASB issued ASU 2017-01, Business Combination (Topic 805)—Clarifying the Definition of a Business In May 2017, the FASB issued ASU 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting” 2. Summary of Significant Accounting Policies (Continued) In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework Also, in August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) No. 2018-15 Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (ASU 2018-15). ASU 2018-15 provides additional guidance on the accounting for costs of implementation activities performed in a cloud computing arrangement that is a service contract. The amendments in ASU 2018-15 align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). Costs for implementation activities in the application development stage are capitalized depending on the nature of the costs, while costs incurred during the preliminary project and post implementation stages are expensed as the activities are performed. ASU 2018-15 is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. Early adoption of the amendments in ASU 2018-15 is permitted, including adoption in any interim period, for all entities. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is currently assessing the effect this guidance may have on its consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Computation of Basic and Diluted Loss per Share | The following table sets forth the computation of basic and diluted loss per share for the year ended December 31, 2018 and the period between the November 2017 Restructuring Transactions and the November 2017 Private Offering and Private Placement and December 31, 2017: (in thousands, except share and per share data) Year Ended December 31, 2018 Period Ended December 31, 2017 Net loss $ (2,475 ) $ (5,689 ) Weighted average basic and dilutive Class A Common Stock outstanding 25,634,342 19,650,000 Weighted average basic and dilutive Class B Common Stock outstanding — 5,964,626 Total weighted average basic and diluted shares of common stock outstanding 25,634,342 25,614,626 Loss per share of common stock: Basic and diluted $ (0.10 ) $ (0.22 ) |
Schedule of Estimated Useful Lives of Property and Equipment | Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are provided for on a straight-line basis over the estimated useful lives of the related assets as follows: Machinery and equipment 7 years Vehicles 3-5 years Furniture and fixtures 3-7 years Computer and office equipment 3-5 years Leasehold improvements Shorter of 15 years or the remaining lease term |
Schedule of Estimated Useful Lives Definite Lived Intangible Assets | The Company considers all its intangible assets to have definite lives and are being amortized on the straight-line method over the estimated useful lives of the respective assets or on an accelerated basis based on the expected cash flows generated by the existing customers as follows: Range of estimated useful lives Weighted average useful life Customer relationships 5 years – 15 years 10 years Trade names 3 years – 11 years 8 years Non-compete agreements Life of agreement 4 years |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Elegant Home Design, LLC | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 2,543 Inventory 13,425 Other current assets 163 Property and equipment 374 Goodwill 381 Other intangible assets 1,505 Other assets 60 Total assets acquired 18,451 Total liabilities 5,959 Total consideration $ 12,492 |
Pro Forma Results of Operations | The following unaudited pro forma information for the years ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of Bedrock as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the Bedrock acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 491,984 $ 381,231 Net (loss) $ (2,445 ) $ (10,568 ) |
NSI, LLC | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated allocation of the preliminary purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 251 Inventory 689 Goodwill 390 Total assets acquired 1,330 Total liabilities 1,040 Total consideration $ 290 |
Tuscany Collection, LLC | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 167 Inventory 2,258 Goodwill 1,081 Other intangible assets 2,685 Other current assets 161 Total assets acquired 6,352 Total liabilities 2,200 Total consideration $ 4,152 |
Summit Stoneworks, LLC | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the purchase price as of the transaction’s closing date: (in thousands) Amount Accounts receivable $ 1,249 Inventory 1,059 Property and equipment 1,042 Goodwill 8,304 Other intangible assets 8,280 Other assets 14 Total assets acquired 19,948 Total liabilities 2,097 Total consideration $ 17,851 |
Pro Forma Results of Operations | The following unaudited pro forma information for the year ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of Summit as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the Summit acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 500,785 $ 370,645 Net (loss) $ (3,954 ) $ (12,205 ) |
Purchase Price | The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 16,000 Fair value of earn-out 1,851 $ 17,851 |
T.A.C. Ceramic Tile Co. | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated allocation of the preliminary purchase price as of the transaction’s closing date: (in thousands) Amount Cash $ 1,217 Accounts receivable 6,966 Inventory 4,343 Other current assets 87 Property and equipment 1,492 Goodwill 17,794 Other intangible assets 19,865 Other assets 4,873 Total assets acquired 56,637 Current liabilities 1,895 Deferred income taxes 6,400 Other long-term liabilities 4,867 Total liabilities 13,162 Total consideration $ 43,475 |
Pro Forma Results of Operations | The following unaudited pro forma information for the years ended December 31, 2018 and 2017 has been prepared to give effect to the acquisition of TAC as if the acquisition had occurred on January 1, 2017. The pro forma information takes into account the preliminary purchase price allocation. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had the TAC acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2018 2017 (in thousands) (unaudited) Pro Forma: Total revenue $ 562,219 $ 413,584 Net (loss) $ (2,793 ) $ (12,308 ) |
Purchase Price | The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 41,210 Fair value of earn-out 2,265 $ 43,475 |
Pental Granite and Marble, LLC | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following is a summary of the purchase price allocation for the Company’s acquisition of Pental: (in thousands) Amount Cash $ 637 Accounts receivable 5,389 Inventory 30,694 Property and equipment 2,306 Intangible assets subject to amortization 43,800 Goodwill 25,388 Other assets 412 Total assets acquired $ 108,626 Total liabilities 9,988 Total consideration $ 98,638 |
Pro Forma Results of Operations | The following unaudited pro forma information for the period ended December 31, 2017 and 2016, has been prepared to give effect to the acquisition of Pental as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2017 2016 (in thousands) (unaudited) Pro Forma: Total revenue $ 367,013 $ 331,513 Net (loss) income $ (11,263 ) $ 11,562 |
Purchase Price | 4. Acquisitions (Continued) The total purchase price consisted of the following: (in thousands) Amount Cash Consideration $ 88,638 Rollover Equity 10,000 $ 98,638 |
Greencraft Holdings, LLC. | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following is a summary of the purchase price allocation for the Company’s acquisition of Greencraft: (in thousands) Amount Cash $ 191 Accounts receivable 2,606 Inventory 1,259 Property and equipment 676 Intangible assets subject to amortization 18,285 Goodwill 10,702 Other assets 433 Total assets acquired $ 34,152 Total liabilities 1,140 Total consideration $ 33,012 |
Pro Forma Results of Operations | The following unaudited pro forma information for the period ended December 31, 2017 and 2016 has been prepared to give effect to the acquisition of Greencraft as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. Year Ended December 31, 2017 2016 (in thousands) (unaudited) Pro Forma: Total revenue $ 386,873 $ 255,510 Net (loss) income $ (9,861 ) $ 5,885 |
Purchase Price | 4. Acquisitions (Continued) The total purchase price consisted of the following: (in thousands) Amount Cash Consideration $ 27,218 Fair Value of Earn Out 5,794 $ 33,012 |
Modul Acquisition | |
Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following is a summary of the purchase price allocation for the Company’s acquisition of Modul: (in thousands) Amount Accounts receivable $ 579 Inventory 4,007 Deposits 40 Goodwill 3,959 Other intangible assets 5,080 Total assets acquired 13,665 Accounts payable 1,201 Customer deposits 793 Total liabilities assumed 1,995 Total consideration $ 11,670 |
Pro Forma Results of Operations | The following unaudited pro forma information for the year ended December 31, 2016 has been prepared to give effect to the acquisition of Modul as if the acquisition had occurred on January 1, 2016. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition occurred on such date, nor does it purport to predict the results of operations for future periods. (in thousands) Year Ended December 31, 2016 (unaudited) Pro Forma: Total revenue $ 242,081 Net income $ 8,229 |
Purchase Price | The total purchase price consisted of the following: (in thousands) Amount Cash consideration $ 11,340 Customer deposits 330 Total consideration $ 11,670 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Summary of Significant Components of Inventory | The significant components of inventory consisted of the following at December 31 (in thousands) 2018 2017 Raw materials $ 103,193 $ 80,726 Installations in process 5,077 6,903 $ 108,270 $ 87,629 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following at December 31: (in thousands) 2018 2017 Vehicles $ 8,553 $ 5,378 Machinery and equipment 4,513 2,807 Leasehold improvements 7,992 5,287 Furniture and fixtures 7,058 3,363 Computer equipment 4,194 2,908 Other 526 152 $ 32,836 $ 19,895 Less: accumulated depreciation and amortization (13,038 ) (6,669 ) Property and equipment, net $ 19,798 $ 13,226 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The change in carrying amount of goodwill by reporting unit was as follows: (in thousands) ASG RDS Total Goodwill December 31, 2016 $ 18,324 $ 12,228 $ 30,552 Pental Acquisition 25,388 — 25,388 Greencraft Acquisition — 10,386 10,386 December 31, 2017 $ 43,712 $ 22,614 $ 66,326 NSI Acquisition 390 — 390 Bedrock Acquisition 381 — 381 Tuscany Acquisition 1,081 — 1,081 Summit Acquisition — 8,304 8,304 TAC Acquisition — 17,794 17,794 Greencraft measurement period adjustment — 317 317 December 31, 2018 $ 45,564 $ 49,029 $ 94,593 |
Schedule of Gross Carrying Amount, Accumulated Amortization and Net Book Value of Intangible Assets | The following table provides the gross carrying amount, accumulated amortization and net book value for each class of intangible assets by reporting unit as of December 31, 2018: (in thousands) Gross Carrying Amount ASG RDS Total Gross Carrying Amount Customer relationships $ 60,180 $ 55,540 $ 115,720 Tradenames 7,740 16,800 24,540 Non-Compete agreements 50 350 400 $ 67,970 $ 72,690 $ 140,660 (in thousands) Accumulated Amortization ASG RDS Total Accumulated Amortization Customer relationships $ (13,268 ) $ (22,609 ) $ (35,877 ) Tradenames (1,457 ) (2,543 ) (4,000 ) Non-Compete agreements (9 ) (59 ) (68 ) $ (14,734 ) $ (25,211 ) $ (39,945 ) (in thousands) Net Book Value ASG RDS Total Net Book Value Customer relationships $ 46,912 $ 32,931 $ 79,843 Tradenames 6,283 14,257 20,540 Non-Compete agreements 41 291 332 $ 53,236 $ 47,479 $ 100,715 The following table provides the gross carrying amount, accumulated amortization and net book value for each class of intangible assets by reporting unit as of December 31, 2017: (in thousands) Gross Carrying Amount ASG RDS Total Gross Carrying Amount Customer relationships $ 57,200 $ 34,760 $ 91,960 Tradenames 6,580 9,550 16,130 Non-Compete agreements — 235 235 $ 63,780 $ 44,545 $ 108,325 (in thousands) Accumulated Amortization ASG RDS Total Accumulated Amortization Customer relationships $ (7,308 ) $ (16,527 ) $ (23,835 ) Tradenames (727 ) (1,500 ) (2,227 ) Non-Compete agreements — — — $ (8,035 ) $ (18,027 ) $ (26,062 ) (in thousands) Net Book Value ASG RDS Total Net Book Value Customer relationships $ 49,892 $ 18,233 $ 68,125 Tradenames 5,853 8,050 13,903 Non-Compete agreements — 235 235 $ 55,745 $ 26,518 $ 82,263 |
Schedule of Estimated Annual Amortization Expense | The estimated annual amortization expense for the next five years and thereafter is as follows: Year Ending December 31: 2019 $ 15,122 2020 11,824 2021 11,818 2022 11,742 2023 11,378 Thereafter 38,831 $ 100,715 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following at December 31: (in thousands) 2018 2017 RDS equipment and vehicle notes $ 956 $ 1,397 ASG term loans 144,983 89,143 145,939 90,540 Unamortized debt issuance costs (2,129 ) (2,194 ) Total long-term debt 143,810 88,346 Current portion of long-term debt, net of financing fees $ 1,368 $ 1,449 Long-term debt, net of current portion and financing fees $ 142,442 $ 86,897 |
Schedule of future maturities of long-term debt | At December 31, 2018, the future maturities of the Company’s long-term debt for each of the next five years and thereafter are as follow: 2019 $ 1,879 2020 1,717 2021 1,217 2022 1,140 2023 139,986 $ 145,939 Unamortized balance remaining of financing fees (2,129 ) Total long-term debt net of financing fees 143,810 Current portion of long-term debt net of financing fees (1,368 ) Long term debt net of financing fees $ 142,442 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Aggregate Future Minimum Payments Under Capital Leases and Noncancelable Operating Leases | Aggregate future minimum payments under capital leases and noncancelable operating leases at December 31, 2018 are as follows: (in thousands) Capital Lease Obligations Related Party Operating Lease Obligations Third Party Operating Lease Obligations Net Lease Commitments 2019 $ 544 $ 3,119 $ 11,363 $ 15,026 2020 619 3,042 10,924 14,585 2021 550 2,543 9,904 12,997 2022 197 2,335 8,314 10,846 2023 65 1,282 5,700 7,047 Thereafter 180 — 11,483 11,663 Total minimum lease payments $ 2,155 $ 12,321 $ 57,688 $ 72,164 Less: amount representing interest 111 Present value of net minimum lease payments 2,044 Less: current maturities of capital lease obligations 500 Long-term capital lease obligations $ 1,544 |
Schedule of Future Minimum Purchases for Maintain Exclusive Rights | Using an estimated price per container based on the 2018 average price per container the future minimum purchases to maintain the exclusive rights as of December 31, 2018 are as follows: (in thousands) Amount 2019 36,180 2020 36,180 $ 72,360 |
Stock Compensation (Tables)
Stock Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restricted Stock | |
Summary of Restricted Stock Activity and Phantom Stock Activity | A summary of the restricted stock activity for the years ended December 31, 2018 and 2017 is as follows: (in thousands) Number of Restricted Outstanding Weighted Average Grant Date Fair Value Nonvested shares at January 1, 2017 — — Granted 356,368 $ 12.00 Forfeited — — Vested — — Nonvested shares at December 31, 2017 356,368 $ 12.00 Granted 779,016 $ 11.83 Forfeited (281,762 ) 12.00 Vested (27,646 ) 12.00 Nonvested shares at December 31, 2018 825,976 $ 11.84 |
Phantom Restricted Stock | |
Summary of Restricted Stock Activity and Phantom Stock Activity | A summary of the phantom stock activity for the years ended December 31, 2018 and 2017 is as follows: Number of Phantom Restricted Outstanding Nonvested shares at January 1, 2017 — Granted 356,368 Forfeited — Vested (70,440 ) Nonvested shares at December 31, 2017 285,928 Granted — Forfeited (281,762 ) Vested (1,389 ) Nonvested shares at December 31, 2018 2,777 |
Provision for Income Taxes (Tab
Provision for Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of Provision for Income Taxes Reflected on Consolidated Statements of Operations | At December 31, 2018, 2017 and 2016, the components of the provision for income taxes reflected on the consolidated statements of operations are as follows: (in thousands) 2018 2017 2016 Current: Federal $ 3,604 17 $ 3,458 State 1,571 374 1,072 Total current 5,175 391 4,530 Deferred: Federal (2,871 ) 3,712 (1,471 ) State (1,315 ) (783 ) (425 ) Total deferred (4,186 ) 2,929 (1,896 ) Provision for income taxes $ 989 $ 3,320 $ 2,634 |
Reconciliation of Expected Income Tax Expense (Computed by Applying Federal Statutory Income Tax Rate to Income Before Taxes) to Actual Income Tax Expense | The following is a reconciliation of expected income tax expense (computed by applying the federal statutory income tax rate to income before taxes) to actual income tax expense. (in thousands) 2018 2017 2016 Income taxes at federal statutory rate $ (280 ) $ (2,756 ) $ 3,294 State income taxes, net of federal benefit 148 (248 ) 468 Domestic production activities deductions — (97 ) (206 ) Permanent items 294 1,729 8 Transaction costs 968 64 — State rate change (27 ) (140 ) — Tax Cuts and Jobs Act — 5,372 — 2015 IRS audit — 228 — Flow-through income — (956 ) (1,372 ) Other, net (114 ) 124 442 Provision for income taxes $ 989 $ 3,320 $ 2,634 |
Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities are as follows as of December 31, 2018 and 2017: (in thousands) 2018 2017 Deferred tax assets Accrued liabilities $ 682 $ 473 State income taxes 208 29 Intangible assets 5,396 11,225 Net operating loss — 541 Inventory 3,228 322 Stock based compensation 659 257 Other, net 558 359 Total deferred tax assets 10,731 13,206 Deferred tax liabilities Property and equipment (1,376 ) (1,637 ) Total deferred tax liabilities (1,376 ) (1,637 ) Net deferred tax assets (liabilities) $ 9,355 $ 11,569 |
Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Positions | A reconciliation of the beginning and ending amounts of unrecognized tax positions are as follows: (in thousands) 2018 2017 Unrecognized tax positions, beginning of year $ — $ — Gross increase - current period tax positions — — Gross decrease - prior period tax positions — — Gross increase - prior period tax positions 4,364 — Expiration of statute of limitations — — Unrecognized tax positions, end of year $ 4,364 $ — |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Performance of Segment based upon Revenues, Operating Income and Assets | The Company evaluates performance of the respective segments based upon revenue and operating income. Information for the years presented is provided below: For the Years Ended December 31, (in thousands) 2018 2017 2016 Net revenue: RDS $ 268,362 $ 193,204 $ 175,824 ASG 223,971 161,114 58,613 Elimination of intercompany sales (2,576 ) (1,366 ) (569 ) Consolidated Total $ 489,757 $ 352,952 $ 233,868 Operating income (loss): RDS $ 14,252 $ (161 ) $ 8,481 ASG 11,925 7,966 5,972 Elimination of intercompany operating income (46 ) (74 ) (28 ) Unallocated corporate operating loss (14,034 ) (1,569 ) — Consolidated Total $ 12,097 $ 6,162 $ 14,425 Capital expenditures: RDS $ 1,684 $ 1,289 $ 1,268 ASG 6,539 2,793 2,210 Unallocated corporate capital expenditures 284 Consolidated Total $ 8,507 $ 4,082 $ 3,478 Depreciation and amortization: RDS $ 9,634 $ 6,853 $ 6,252 ASG 10,833 7,963 2,935 Unallocated corporate depreciation and amortization 20 Consolidated Total $ 20,487 $ 14,816 $ 9,187 As of December 31, (in thousands) 2018 2017 Goodwill: RDS $ 49,029 $ 22,614 ASG 45,564 43,712 Consolidated Total $ 94,593 $ 66,326 Other intangible assets, net: RDS $ 47,479 $ 26,518 ASG 53,236 55,745 Consolidated Total $ 100,715 $ 82,263 Total assets: RDS $ 170,724 $ 103,172 ASG 230,505 203,637 Elimination of intercompany receivables and inventory (1,016 ) (276 ) Unallocated corporate assets 15,801 13,713 Consolidated Total $ 416,014 $ 320,246 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Summary of Selected Quarterly Financial Information | Selected summarized quarterly financial information is as follows for the periods presented: (In thousands, except per share data) Quarter Ended Fiscal 2018 December 31 September 30 June 30 March 31 Total revenue $ 132,957 $ 127,553 $ 124,861 $ 104,386 Gross profit 34,628 36,470 34,406 27,950 Income from operations 3,533 4,004 3,610 950 Net (loss) income (1,833 ) 753 (86 ) (1,309 ) Basic EPS $ (0.07 ) $ 0.03 $ — $ (0.05 ) Diluted EPS $ (0.07 ) $ 0.03 $ — $ (0.05 ) Fiscal 2017 Total revenue $ 100,261 $ 94,605 $ 90,361 $ 67,725 Gross profit 28,793 28,115 26,511 20,470 Income from operations (8,716 ) 7,129 7,056 693 Net (loss) income (14,969 ) 2,812 3,396 (2,585 ) |
Organization and Business Des_2
Organization and Business Description - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 22, 2017 | Dec. 31, 2017 | Nov. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 29, 2017 | Feb. 28, 2017 | Jun. 30, 2015 |
Organization and Business Description [Line Items] | ||||||||
Common stock repurchased, value | $ 60,034 | |||||||
Payment of lending related fees | $ 958 | $ 2,952 | ||||||
November 2017 Private Offering and Private Placement | RDS and ASG | ||||||||
Organization and Business Description [Line Items] | ||||||||
Purchase amount of equity interests | $ 62,700 | |||||||
Repayment of outstanding indebtedness | 112,800 | |||||||
Payment of lending related fees | $ 300 | |||||||
Class B | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Number of shares of common stock issued and sold to new investors | 39,645 | |||||||
Common stock repurchased, shares | 5,379,486 | |||||||
Common stock repurchased, value | $ 53 | |||||||
Class B | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock repurchased, shares | 3,000,000 | |||||||
Class B | Affiliates of Trive Capital | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock repurchased, shares | 2,379,486 | |||||||
Common stock repurchased, value | $ 26,600 | |||||||
Class A | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | 0.01 | |||||
Number of shares of common stock issued and sold to new investors | 21,750,000 | 752 | ||||||
Class A | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Number of shares of common stock issued and sold to new investors | 18,750,000 | 3,000,000 | ||||||
Public offering price per share | $ 12 | $ 12 | 12 | |||||
November 2017 Restructuring Transactions | Class B | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock, par value | $ 0.01 | |||||||
November 2017 Restructuring Transactions | Class B | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock repurchased, shares | 3,000,000 | |||||||
November 2017 Restructuring Transactions | Class B | Affiliates of Trive Capital | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock repurchased, shares | 2,379,486 | |||||||
Common stock repurchased, value | $ 26,600 | |||||||
November 2017 Restructuring Transactions | Class A | November 2017 Private Offering and Private Placement | ||||||||
Organization and Business Description [Line Items] | ||||||||
Common stock, par value | $ 0.01 | |||||||
Number of shares of common stock issued and sold to new investors | 18,750,000 | 3,000,000 | ||||||
Public offering price per share | $ 12 | $ 12 | $ 12 | |||||
Gross proceeds from issuance common stock | $ 225,000 | $ 36,000 | ||||||
Greencraft Holdings, LLC. | ||||||||
Organization and Business Description [Line Items] | ||||||||
Equity interests acquired | 100.00% | |||||||
T.A.C. Ceramic Tile Co. | ||||||||
Organization and Business Description [Line Items] | ||||||||
Equity interests acquired | 100.00% | |||||||
Architectural Granite and Marble, LLC | ||||||||
Organization and Business Description [Line Items] | ||||||||
Equity interests acquired | 100.00% | |||||||
Pental Granite and Marble, LLC | ||||||||
Organization and Business Description [Line Items] | ||||||||
Equity interests acquired | 100.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||||
Dec. 31, 2018USD ($)Segmentshares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) | Aug. 31, 2018shares | Aug. 15, 2018shares | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Restricted cash | $ 3,000,000 | $ 3,000,000 | |||
Fair value transfers between levels | 0 | 0 | |||
Allowance for doubtful accounts | 500,000 | 217,000 | |||
Impairment losses on long-lived assets | 0 | 0 | |||
Impairment charges on goodwill | $ 0 | $ 0 | |||
Percentage of combined revenues from multifamily projects | 2.00% | 5.00% | |||
Advertising expense | $ 2,500,000 | $ 1,400,000 | $ 400,000 | ||
Statutory federal corporate tax rate | 21.00% | 21.00% | |||
Interest or penalties accrued | $ 500,000 | $ 0 | |||
Number of operating segments | Segment | 2 | ||||
Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Statutory federal corporate tax rate | 35.00% | ||||
Corporate, Administrative, Retail and Manufacturing Facilities | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Operating lease expiration year | 2019 | ||||
Corporate, Administrative, Retail and Manufacturing Facilities | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Operating lease expiration year | 2029 | ||||
Office Equipment | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Operating lease expiration year | 2019 | ||||
Office Equipment | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Operating lease expiration year | 2026 | ||||
Summit Stoneworks, LLC | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Assumptions used in preparing internal rate of return model include estimates for future revenues products and services discount factor | 3.80% | ||||
Goodwill acquired | $ 8,304,000 | ||||
Summit Stoneworks, LLC | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 8,300,000 | ||||
Summit Stoneworks, LLC | Level 3 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Earn-out with a fair value | 1,900,000 | ||||
T.A.C. Ceramic Tile Co. | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Assumptions used in preparing internal rate of return model include estimates for future revenues products and services discount factor | 3.80% | ||||
T.A.C. Ceramic Tile Co. | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 17,800,000 | ||||
T.A.C. Ceramic Tile Co. | Level 3 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Earn-out with a fair value | 2,300,000 | ||||
Greencraft Holdings, LLC. | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Change in fair value of the earn-out | 2,109,000 | ||||
Goodwill acquired | $ 10,386,000 | ||||
Acquisitions measurement period adjustments | 317,000 | ||||
Greencraft Holdings, LLC. | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 10,400,000 | ||||
Acquisitions measurement period adjustments | 300,000 | ||||
Greencraft Holdings, LLC. | Level 3 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Earn-out with a fair value | 7,900,000 | 5,800,000 | |||
Elegant Home Design L L C | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 400,000 | ||||
N S I, L L C | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 400,000 | ||||
Tuscany Collection, LLC | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | 1,081,000 | ||||
Tuscany Collection, LLC | RDS | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | $ 1,200,000 | ||||
Pental Granite and Marble, LLC | ASG | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill acquired | $ 25,400,000 | ||||
Class B | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Common stock, shares outstanding | shares | 0 | 3,864,626 | 0 | 0 | |
Class B | Restricted Stock | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share, amount | shares | 825,976 | 356,368 | |||
Class A | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Common stock, shares outstanding | shares | 25,682,669 | 21,750,000 | |||
Number of securities called by each shares | shares | 1 | 1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Computation of Basic and Diluted Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Line Items] | |||||||||||||
Net loss | $ (5,689) | $ (1,833) | $ 753 | $ (86) | $ (1,309) | $ (14,969) | $ 2,812 | $ 3,396 | $ (2,585) | $ (5,657) | $ (2,475) | $ (11,346) | $ 7,055 |
Total weighted average basic and diluted of shares common stock outstanding | 25,614,626 | 25,634,342 | |||||||||||
Loss per share of common stock: | |||||||||||||
Basic and diluted | $ (0.22) | $ (0.10) | |||||||||||
Class A | |||||||||||||
Earnings Per Share [Line Items] | |||||||||||||
Total weighted average basic and diluted of shares common stock outstanding | 19,650,000 | 25,634,342 | |||||||||||
Class B | |||||||||||||
Earnings Per Share [Line Items] | |||||||||||||
Total weighted average basic and diluted of shares common stock outstanding | 5,964,626 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Machinery and Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 7 years |
Vehicles | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Vehicles | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 5 years |
Furniture and Fixtures | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Furniture and Fixtures | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 7 years |
Computer and Office Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Computer and Office Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 5 years |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment, description | Shorter of 15 years or the remaining lease term |
Leasehold Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 15 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives Definite Lived Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Customer Relationships | |
Finite Lived Intangible Assets [Line Items] | |
Weighted average useful life | 10 years |
Customer Relationships | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Range of estimated useful lives | 5 years |
Customer Relationships | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Range of estimated useful lives | 15 years |
Trade Names | |
Finite Lived Intangible Assets [Line Items] | |
Weighted average useful life | 8 years |
Trade Names | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Range of estimated useful lives | 3 years |
Trade Names | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Range of estimated useful lives | 11 years |
Non-compete Agreements | |
Finite Lived Intangible Assets [Line Items] | |
Range of estimated useful lives | Life of agreement |
Weighted average useful life | 4 years |
Concentrations, Risks and Unc_2
Concentrations, Risks and Uncertainties - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)Customer | Dec. 31, 2017Customer | Dec. 31, 2016Customer | |
Concentration Risk [Line Items] | |||
Accounts are insured by the Federal Deposit Insurance Corporation | $ | $ 250,000 | ||
Revenues | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Number of customers | 1 | 1 | 1 |
Concentration of risk, percentage | 11.40% | 12.60% | 11.00% |
Accounts Receivable | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Number of customers | 0 | 0 | |
Concentration of risk, percentage | 10.00% | 10.00% |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Dec. 31, 2018 | Aug. 22, 2018 | Mar. 19, 2018 | Jan. 31, 2018 | Dec. 31, 2017 | Dec. 29, 2017 | Oct. 02, 2017 | Feb. 28, 2017 | Jul. 21, 2016 | Oct. 31, 2018 | Aug. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | May 19, 2018 |
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Interest and penalties included in other long-term liabilitites | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||||||||||||||||
Revenue, net | $ 132,957,000 | $ 127,553,000 | $ 124,861,000 | $ 104,386,000 | 100,261,000 | $ 94,605,000 | $ 90,361,000 | $ 67,725,000 | $ 489,757,000 | 352,952,000 | $ 233,868,000 | ||||||||||||||||
Restricted cash | $ 3,000,000 | 3,000,000 | 3,000,000 | 3,000,000 | $ 3,000,000 | 3,000,000 | $ 3,000,000 | 3,000,000 | 3,000,000 | ||||||||||||||||||
Payment for earn-out or out of escrow | 0 | ||||||||||||||||||||||||||
Goodwill | 94,593,000 | 66,326,000 | 94,593,000 | $ 66,326,000 | 94,593,000 | 66,326,000 | 94,593,000 | 94,593,000 | 66,326,000 | 30,552,000 | |||||||||||||||||
February 2017, ASG financing agreement | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 174,200,000 | $ 105,000,000 | $ 101,400,000 | 174,200,000 | 174,200,000 | 174,200,000 | 174,200,000 | ||||||||||||||||||||
Elegant Home Design, LLC | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 12,500,000 | ||||||||||||||||||||||||||
Cash consideration | 11,500,000 | ||||||||||||||||||||||||||
Accrued liability recorded | 1,000,000 | ||||||||||||||||||||||||||
Earn-out with a fair value | 0 | 3,000,000 | 0 | 0 | 0 | 0 | |||||||||||||||||||||
Compensation expense associated with provision | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||
Direct acquisition costs | 100,000 | ||||||||||||||||||||||||||
Revenue | 27,700,000 | ||||||||||||||||||||||||||
Net income | 1,900,000 | ||||||||||||||||||||||||||
Pro forma adjustments, general and administrative expense | 20,000 | 300,000 | |||||||||||||||||||||||||
Pro forma adjustments, accrued interest expense | 50,000 | 700,000 | |||||||||||||||||||||||||
Purchase price, inventory | 13,425,000 | ||||||||||||||||||||||||||
Purchase price, property and equipment | 374,000 | ||||||||||||||||||||||||||
Total revenue | 491,984,000 | 381,231,000 | |||||||||||||||||||||||||
Net (loss) / income | (2,445,000) | (10,568,000) | |||||||||||||||||||||||||
Goodwill | 381,000 | ||||||||||||||||||||||||||
Elegant Home Design, LLC | ASG term loans | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Line of credit , additional borrowings | $ 6,250,000 | ||||||||||||||||||||||||||
Elegant Home Design, LLC | Scenario Forecast | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Outstanding balance remaining paid in cash to sellers | $ 1,000,000 | ||||||||||||||||||||||||||
NSI, LLC | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 300,000 | ||||||||||||||||||||||||||
Direct acquisition costs | $ 0 | ||||||||||||||||||||||||||
Purchase price, inventory | $ 689,000 | ||||||||||||||||||||||||||
Goodwill | $ 390,000 | ||||||||||||||||||||||||||
Tuscany Collection, LLC | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 4,200,000 | ||||||||||||||||||||||||||
Direct acquisition costs | 100,000 | ||||||||||||||||||||||||||
Goodwill expected to be deductible for tax purposes | 1,100,000 | ||||||||||||||||||||||||||
Purchase price, inventory | 2,258,000 | ||||||||||||||||||||||||||
Goodwill | $ 1,081,000 | ||||||||||||||||||||||||||
Summit Stoneworks, LLC | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | 16,000,000 | ||||||||||||||||||||||||||
Accrued liability recorded | 1,851,000 | ||||||||||||||||||||||||||
Direct acquisition costs | 300,000 | ||||||||||||||||||||||||||
Revenue | 5,800,000 | ||||||||||||||||||||||||||
Net income | 400,000 | ||||||||||||||||||||||||||
Pro forma adjustments, general and administrative expense | 800,000 | 1,100,000 | |||||||||||||||||||||||||
Pro forma adjustments, accrued interest expense | 600,000 | 900,000 | |||||||||||||||||||||||||
Goodwill expected to be deductible for tax purposes | 6,400,000 | 6,400,000 | 6,400,000 | 6,400,000 | 6,400,000 | ||||||||||||||||||||||
Payments for earn out | 0 | ||||||||||||||||||||||||||
Purchase price, inventory | 1,059,000 | ||||||||||||||||||||||||||
Purchase price, property and equipment | 1,042,000 | ||||||||||||||||||||||||||
Total revenue | 500,785,000 | 370,645,000 | |||||||||||||||||||||||||
Net (loss) / income | (3,954,000) | (12,205,000) | |||||||||||||||||||||||||
Total consideration | 17,851,000 | ||||||||||||||||||||||||||
Goodwill | 8,304,000 | ||||||||||||||||||||||||||
Summit Stoneworks, LLC | Maximum | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Potential earn-out consideration | $ 3,500,000 | ||||||||||||||||||||||||||
T.A.C. Ceramic Tile Co. | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | 41,210,000 | ||||||||||||||||||||||||||
Cash consideration | 41,200,000 | ||||||||||||||||||||||||||
Accrued liability recorded | 2,265,000 | ||||||||||||||||||||||||||
Direct acquisition costs | $ 700,000 | $ 700,000 | $ 700,000 | $ 700,000 | 700,000 | ||||||||||||||||||||||
Revenue | 0 | ||||||||||||||||||||||||||
Net income | 0 | ||||||||||||||||||||||||||
Pro forma adjustments, general and administrative expense | 1,800,000 | 1,800,000 | |||||||||||||||||||||||||
Pro forma adjustments, accrued interest expense | $ 600,000 | 700,000 | |||||||||||||||||||||||||
Equity interests acquired | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||||||||||||||||
Deferred issuance costs incurred were capitalized | $ 400,000 | ||||||||||||||||||||||||||
Estimated uncertain tax position included in other long-term liabilities | 4,400,000 | ||||||||||||||||||||||||||
Interest and penalties included in other long-term liabilitites | $ 500,000 | $ 500,000 | $ 500,000 | $ 500,000 | 500,000 | ||||||||||||||||||||||
Pro forma adjustments, general and administrative expense | 4,400,000 | 3,700,000 | |||||||||||||||||||||||||
Purchase price, inventory | 4,343,000 | 4,343,000 | 4,343,000 | 4,343,000 | 4,343,000 | ||||||||||||||||||||||
Purchase price, property and equipment | 1,492,000 | 1,492,000 | 1,492,000 | 1,492,000 | 1,492,000 | ||||||||||||||||||||||
Total revenue | 562,219,000 | 413,584,000 | |||||||||||||||||||||||||
Net (loss) / income | (2,793,000) | (12,308,000) | |||||||||||||||||||||||||
Total consideration | 43,475,000 | ||||||||||||||||||||||||||
Goodwill | $ 17,794,000 | $ 17,794,000 | $ 17,794,000 | $ 17,794,000 | 17,794,000 | ||||||||||||||||||||||
Aquarius Seller, Inc. | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 88,600,000 | ||||||||||||||||||||||||||
Equity interests acquired | 100.00% | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | General and Administrative Expenses | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Direct acquisition costs | $ 3,400,000 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | Class E2 Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition price paid (Partnership Units) | 7,156,104 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | Class E-1 Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition price paid (Partnership Units) | 21,736,168 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | Class C Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition price paid (Partnership Units) | 568,435 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | ASG | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Estimated fair value of interest acquired | $ 10,000,000 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | ASG | Class E2 Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition price paid (Partnership Units) | 7,134,701.65 | ||||||||||||||||||||||||||
Aquarius Seller, Inc. | February 2017, ASG financing agreement | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Aggregate amount | $ 105,000,000 | ||||||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 40,000,000 | ||||||||||||||||||||||||||
Pental Granite and Marble, LLC | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 88,638,000 | ||||||||||||||||||||||||||
Net income | 16,200,000 | ||||||||||||||||||||||||||
Equity interests acquired | 100.00% | ||||||||||||||||||||||||||
Estimated fair value of interest acquired | $ 10,000,000 | ||||||||||||||||||||||||||
Revenue, net | $ 84,700,000 | ||||||||||||||||||||||||||
General and administrative expenses | 700,000 | 4,300,000 | |||||||||||||||||||||||||
Business acquisition pro forma interest expense | 1,200,000 | 7,200,000 | |||||||||||||||||||||||||
Purchase price, inventory | 30,694,000 | ||||||||||||||||||||||||||
Purchase price, property and equipment | 2,306,000 | ||||||||||||||||||||||||||
Total revenue | 367,013,000 | 331,513,000 | |||||||||||||||||||||||||
Net (loss) / income | (11,263,000) | 11,562,000 | |||||||||||||||||||||||||
Total consideration | 98,638,000 | ||||||||||||||||||||||||||
Goodwill | $ 25,388,000 | ||||||||||||||||||||||||||
Cosmic Stone & Tile Distributors, Inc | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 2,000,000 | ||||||||||||||||||||||||||
Accrued liability recorded | 200,000 | ||||||||||||||||||||||||||
Outstanding balance remaining paid in cash to sellers | $ 200,000 | ||||||||||||||||||||||||||
Revenue | 0 | ||||||||||||||||||||||||||
Net income | 0 | ||||||||||||||||||||||||||
Purchase price, inventory | 2,000,000 | ||||||||||||||||||||||||||
Purchase price, property and equipment | $ 200,000 | ||||||||||||||||||||||||||
Total revenue | 0 | 0 | |||||||||||||||||||||||||
Net (loss) / income | 0 | 0 | |||||||||||||||||||||||||
Greencraft Holdings, LLC. | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 27,218,000 | ||||||||||||||||||||||||||
Cash consideration | 24,200,000 | ||||||||||||||||||||||||||
Accrued liability recorded | $ 5,794,000 | ||||||||||||||||||||||||||
Revenue | 0 | ||||||||||||||||||||||||||
Net income | $ 0 | ||||||||||||||||||||||||||
Pro forma adjustments, general and administrative expense | 1,900,000 | 1,900,000 | |||||||||||||||||||||||||
Pro forma adjustments, accrued interest expense | 1,400,000 | 1,400,000 | |||||||||||||||||||||||||
Equity interests acquired | 100.00% | ||||||||||||||||||||||||||
Purchase price, inventory | $ 1,259,000 | ||||||||||||||||||||||||||
Purchase price, property and equipment | 676,000 | ||||||||||||||||||||||||||
Total revenue | 386,873,000 | 255,510,000 | |||||||||||||||||||||||||
Net (loss) / income | $ (9,861,000) | $ 5,885,000 | |||||||||||||||||||||||||
Total consideration | 33,012,000 | ||||||||||||||||||||||||||
Adjustment to total consideration | 300,000 | ||||||||||||||||||||||||||
Change in fair value of the earn-out | 2,109,000 | ||||||||||||||||||||||||||
Payment for earn-out or out of escrow | 0 | ||||||||||||||||||||||||||
Acquisition financed, long term debt | 13,500,000 | ||||||||||||||||||||||||||
Goodwill | 10,702,000 | ||||||||||||||||||||||||||
Greencraft Holdings, LLC. | Accrued Expenses and Other Current Liabilities | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Accrued liability recorded | $ 7,900,000 | ||||||||||||||||||||||||||
Greencraft Holdings, LLC. | Cash Placed in Escrow | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Cash consideration | 3,000,000 | ||||||||||||||||||||||||||
Accrued liability recorded | 5,800,000 | ||||||||||||||||||||||||||
Restricted cash | 3,000,000 | ||||||||||||||||||||||||||
Accrued expenses and other current liabilities | 3,000,000 | ||||||||||||||||||||||||||
Greencraft Holdings, LLC. | General and Administrative Expenses | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Deferred issuance costs incurred were capitalized | 400,000 | ||||||||||||||||||||||||||
Greencraft Holdings, LLC. | Maximum | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Potential earn-out consideration | $ 8,000,000 | ||||||||||||||||||||||||||
Modul Acquisition | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase consideration | $ 11,340,000 | ||||||||||||||||||||||||||
Direct acquisition costs | 500,000 | ||||||||||||||||||||||||||
Purchase price, inventory | 4,007,000 | ||||||||||||||||||||||||||
Total consideration | 11,670,000 | ||||||||||||||||||||||||||
Contribution by existing members | 12,500,000 | ||||||||||||||||||||||||||
Goodwill | $ 3,959,000 | ||||||||||||||||||||||||||
Modul Acquisition | Class A Member Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition shares exchanged by existing member | 21,027,212 | ||||||||||||||||||||||||||
Modul Acquisition | Class D Member Units | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business acquisition shares exchanged by existing member | 101,106 |
Acquisitions - Summary of Estim
Acquisitions - Summary of Estimated Purchase Price Allocation of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Aug. 31, 2018 | Aug. 22, 2018 | May 19, 2018 | Jan. 31, 2018 | Dec. 31, 2017 | Dec. 29, 2017 | Feb. 28, 2017 | Dec. 31, 2016 | Jul. 21, 2016 |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 94,593 | $ 66,326 | $ 30,552 | |||||||
Elegant Home Design, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Accounts receivable | $ 2,543 | |||||||||
Inventory | 13,425 | |||||||||
Other current assets | 163 | |||||||||
Property and equipment | 374 | |||||||||
Goodwill | 381 | |||||||||
Other intangible assets | 1,505 | |||||||||
Other assets | 60 | |||||||||
Total assets acquired | 18,451 | |||||||||
Total liabilities | 5,959 | |||||||||
Total consideration | $ 12,492 | |||||||||
NSI, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Accounts receivable | $ 251 | |||||||||
Inventory | 689 | |||||||||
Goodwill | 390 | |||||||||
Total assets acquired | 1,330 | |||||||||
Total liabilities | 1,040 | |||||||||
Total consideration | $ 290 | |||||||||
Tuscany Collection, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Accounts receivable | $ 167 | |||||||||
Inventory | 2,258 | |||||||||
Other current assets | 161 | |||||||||
Goodwill | 1,081 | |||||||||
Other intangible assets | 2,685 | |||||||||
Total assets acquired | 6,352 | |||||||||
Total liabilities | 2,200 | |||||||||
Total consideration | $ 4,152 | |||||||||
Summit Stoneworks, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Accounts receivable | $ 1,249 | |||||||||
Inventory | 1,059 | |||||||||
Property and equipment | 1,042 | |||||||||
Goodwill | 8,304 | |||||||||
Other intangible assets | 8,280 | |||||||||
Other assets | 14 | |||||||||
Total assets acquired | 19,948 | |||||||||
Total liabilities | 2,097 | |||||||||
Total consideration | $ 17,851 | |||||||||
T.A.C. Ceramic Tile Co. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash | 1,217 | |||||||||
Accounts receivable | 6,966 | |||||||||
Inventory | 4,343 | |||||||||
Other current assets | 87 | |||||||||
Property and equipment | 1,492 | |||||||||
Goodwill | 17,794 | |||||||||
Other intangible assets | 19,865 | |||||||||
Other assets | 4,873 | |||||||||
Total assets acquired | 56,637 | |||||||||
Current liabilities | 1,895 | |||||||||
Deferred income taxes | 6,400 | |||||||||
Other long-term liabilities | 4,867 | |||||||||
Total liabilities | 13,162 | |||||||||
Total consideration | $ 43,475 | |||||||||
Pental Granite and Marble, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash | $ 637 | |||||||||
Accounts receivable | 5,389 | |||||||||
Inventory | 30,694 | |||||||||
Property and equipment | 2,306 | |||||||||
Intangible assets subject to amortization | 43,800 | |||||||||
Goodwill | 25,388 | |||||||||
Other assets | 412 | |||||||||
Total assets acquired | 108,626 | |||||||||
Total liabilities | 9,988 | |||||||||
Total consideration | $ 98,638 | |||||||||
Greencraft Holdings, LLC. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash | $ 191 | |||||||||
Accounts receivable | 2,606 | |||||||||
Inventory | 1,259 | |||||||||
Property and equipment | 676 | |||||||||
Intangible assets subject to amortization | 18,285 | |||||||||
Goodwill | 10,702 | |||||||||
Other assets | 433 | |||||||||
Total assets acquired | 34,152 | |||||||||
Total liabilities | 1,140 | |||||||||
Total consideration | $ 33,012 | |||||||||
Modul Acquisition | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Accounts receivable | $ 579 | |||||||||
Inventory | 4,007 | |||||||||
Deposits | 40 | |||||||||
Goodwill | 3,959 | |||||||||
Other intangible assets | 5,080 | |||||||||
Total assets acquired | 13,665 | |||||||||
Accounts payable | 1,201 | |||||||||
Customer deposits | 793 | |||||||||
Total liabilities | 1,995 | |||||||||
Total consideration | $ 11,670 |
Acquisitions - Pro Forma Result
Acquisitions - Pro Forma Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Elegant Home Design, LLC | |||
Pro Forma: | |||
Total revenue | $ 491,984 | $ 381,231 | |
Net (loss) / income | (2,445) | (10,568) | |
Summit Stoneworks, LLC | |||
Pro Forma: | |||
Total revenue | 500,785 | 370,645 | |
Net (loss) / income | (3,954) | (12,205) | |
T.A.C. Ceramic Tile Co. | |||
Pro Forma: | |||
Total revenue | 562,219 | 413,584 | |
Net (loss) / income | $ (2,793) | (12,308) | |
Pental Granite and Marble, LLC | |||
Pro Forma: | |||
Total revenue | 367,013 | $ 331,513 | |
Net (loss) / income | (11,263) | 11,562 | |
Greencraft Holdings, LLC. | |||
Pro Forma: | |||
Total revenue | 386,873 | 255,510 | |
Net (loss) / income | $ (9,861) | 5,885 | |
Bermuda Import-Export, Inc., d/b/a Modul Marble & Granite | |||
Pro Forma: | |||
Total revenue | 242,081 | ||
Net (loss) / income | $ 8,229 |
Acquisitions - Summary of Total
Acquisitions - Summary of Total Purchase Price (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 29, 2017 | Feb. 28, 2017 | Jul. 21, 2016 | Aug. 31, 2018 |
Summit Stoneworks, LLC | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 16,000 | ||||
Fair value of earn-out | 1,851 | ||||
Total purchase price | $ 17,851 | ||||
T.A.C. Ceramic Tile Co. | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 41,210 | ||||
Fair value of earn-out | 2,265 | ||||
Total purchase price | $ 43,475 | ||||
Pental Granite and Marble, LLC | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 88,638 | ||||
Rollover Equity | 10,000 | ||||
Total purchase price | $ 98,638 | ||||
Greencraft Holdings, LLC. | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 27,218 | ||||
Fair value of earn-out | 5,794 | ||||
Total purchase price | $ 33,012 | ||||
Modul Acquisition | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 11,340 | ||||
Customer deposits | 330 | ||||
Total purchase price | $ 11,670 |
Inventories - Summary of Signif
Inventories - Summary of Significant Components of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 103,193 | $ 80,726 |
Installations in process | 5,077 | 6,903 |
Inventories | $ 108,270 | $ 87,629 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 32,836 | $ 19,895 |
Less: accumulated depreciation and amortization | (13,038) | (6,669) |
Property and equipment, net | 19,798 | 13,226 |
Vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 8,553 | 5,378 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,513 | 2,807 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 7,992 | 5,287 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 7,058 | 3,363 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,194 | 2,908 |
Other | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 526 | $ 152 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment [Line Items] | |||
Depreciation and amortization expense | $ 6.6 | $ 3.9 | $ 2 |
Cost of Goods Sold | |||
Property Plant And Equipment [Line Items] | |||
Depreciation expense | 3.7 | 2.1 | 1.3 |
General and Administrative Expense | |||
Property Plant And Equipment [Line Items] | |||
Depreciation expense | $ 2.9 | $ 1.8 | $ 0.7 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 66,326 | $ 30,552 |
Goodwill, ending balance | 94,593 | 66,326 |
Pental | ||
Goodwill [Line Items] | ||
Acquisition | 25,388 | |
Greencraft Holdings, LLC. | ||
Goodwill [Line Items] | ||
Acquisition | 10,386 | |
Measurement period adjustment to goodwill | 317 | |
NSI, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 390 | |
Elegant Home Design, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 381 | |
Tuscany Collection, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 1,081 | |
Summit Stoneworks, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 8,304 | |
TAC | ||
Goodwill [Line Items] | ||
Acquisition | 17,794 | |
ASG | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 43,712 | 18,324 |
Goodwill, ending balance | 45,564 | 43,712 |
ASG | Pental | ||
Goodwill [Line Items] | ||
Acquisition | 25,388 | |
ASG | NSI, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 390 | |
ASG | Elegant Home Design, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 381 | |
ASG | Tuscany Collection, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 1,081 | |
RDS | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 22,614 | 12,228 |
Goodwill, ending balance | 49,029 | 22,614 |
RDS | Greencraft Holdings, LLC. | ||
Goodwill [Line Items] | ||
Acquisition | $ 10,386 | |
Measurement period adjustment to goodwill | 317 | |
RDS | Summit Stoneworks, LLC | ||
Goodwill [Line Items] | ||
Acquisition | 8,304 | |
RDS | TAC | ||
Goodwill [Line Items] | ||
Acquisition | $ 17,794 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Gross Carrying Amount, Accumulated Amortization and Net Book Value of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 140,660 | $ 108,325 |
Accumulated Amortization | (39,945) | (26,062) |
Net Book Value | 100,715 | 82,263 |
ASG | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 67,970 | 63,780 |
Accumulated Amortization | (14,734) | (8,035) |
Net Book Value | 53,236 | 55,745 |
RDS | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 72,690 | 44,545 |
Accumulated Amortization | (25,211) | (18,027) |
Net Book Value | 47,479 | 26,518 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 115,720 | 91,960 |
Accumulated Amortization | (35,877) | (23,835) |
Net Book Value | 79,843 | 68,125 |
Customer Relationships | ASG | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 60,180 | 57,200 |
Accumulated Amortization | (13,268) | (7,308) |
Net Book Value | 46,912 | 49,892 |
Customer Relationships | RDS | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 55,540 | 34,760 |
Accumulated Amortization | (22,609) | (16,527) |
Net Book Value | 32,931 | 18,233 |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 24,540 | 16,130 |
Accumulated Amortization | (4,000) | (2,227) |
Net Book Value | 20,540 | 13,903 |
Trade Names | ASG | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 7,740 | 6,580 |
Accumulated Amortization | (1,457) | (727) |
Net Book Value | 6,283 | 5,853 |
Trade Names | RDS | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 16,800 | 9,550 |
Accumulated Amortization | (2,543) | (1,500) |
Net Book Value | 14,257 | 8,050 |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 400 | 235 |
Accumulated Amortization | (68) | |
Net Book Value | 332 | 235 |
Non-compete Agreements | ASG | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 50 | |
Accumulated Amortization | (9) | |
Net Book Value | 41 | |
Non-compete Agreements | RDS | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 350 | 235 |
Accumulated Amortization | (59) | |
Net Book Value | $ 291 | $ 235 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization expense on intangible assets | $ 13.9 | $ 10.9 | $ 7.1 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Estimated Annual Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2019 | $ 15,122 | |
2020 | 11,824 | |
2021 | 11,818 | |
2022 | 11,742 | |
2023 | 11,378 | |
Thereafter | 38,831 | |
Amortization expense | $ 100,715 | $ 82,263 |
Lines of Credit - Additional In
Lines of Credit - Additional Information (Details) - USD ($) | Jun. 28, 2018 | Jun. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 |
Line Of Credit Facility [Line Items] | ||||||
Loss on extinguishments of debt | $ (42,000) | $ (988,000) | ||||
SIC Credit Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Increase in floating interest rate, basis points | 2.00% | |||||
Line of credit maturity date | Jun. 28, 2023 | |||||
Line of credit facility, maximum borrowing capacity | $ 90,000,000 | |||||
Line of credit facility, increased amount | 10,000,000 | |||||
Line of credit facility maximum borrowing capacity upon satisfaction of certain conditions | 130,000,000 | |||||
Letter of credit facility maximum aggregate stated amount | $ 15,000,000 | |||||
Line of credit, outstanding amount | 37,200,000 | |||||
Amount of outstanding letters of credit | 300,000 | |||||
Debt issuance costs | 500,000 | |||||
Non-cash interest expense | 50,000 | |||||
Unamortized debt issuance costs related to the RDS credit agreement | 400,000 | |||||
RDS Line of Credit | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | |||||
Line of credit, outstanding amount | 14,000,000 | |||||
Non-cash interest expense | 40,000 | 20,000 | ||||
Unamortized debt issuance costs related to the RDS credit agreement | $ 80,000 | |||||
Percentage of borrowing base | 25.00% | |||||
Percentage of value of eligible inventory | 65.00% | |||||
Percentage of net orderly liquidation value of eligible inventory | 85.00% | |||||
Percentage of interest rate on outstanding balance under credit agreement | 5.50% | |||||
Loss on extinguishments of debt | 40,000 | |||||
RDS Line of Credit | Maximum | ||||||
Line Of Credit Facility [Line Items] | ||||||
Percentage of eligible builder accounts receivable | 85.00% | |||||
Percentage of eligible homeowner accounts receivable | 85.00% | |||||
Threshold amount to determine eligible homeowner accounts receivable | $ 3,000,000 | |||||
Percentage of value of eligible unbilled accounts | 70.00% | |||||
Threshold amount to determine value of eligible unbilled accounts | $ 3,000,000 | |||||
ASG Line of Credit | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit maturity date | Feb. 27, 2022 | |||||
Line of credit facility, maximum borrowing capacity | $ 15,000,000 | $ 40,000,000 | ||||
Line of credit, outstanding amount | $ 5,300,000 | |||||
Unamortized debt issuance costs related to the RDS credit agreement | $ 0 | $ 0 | ||||
Percentage of interest rate on outstanding balance under credit agreement | 5.00% | |||||
Debt instrument, description of variable rate basis | 30-day interest period as determined | |||||
ASG Line of Credit | Federal Funds Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Floating interest rate per annum | 0.50% | |||||
ASG Line of Credit | LIBOR | ||||||
Line Of Credit Facility [Line Items] | ||||||
Floating interest rate per annum | 2.00% |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 145,939 | $ 90,540 | |
Unamortized debt issuance costs | (2,129) | (2,194) | |
Total long-term debt | 143,810 | 88,346 | |
Current portion of long-term debt, net of financing fees | 1,368 | 1,449 | |
Long-term debt, net of current portion and financing fees | 142,442 | 86,897 | |
RDS equipment and vehicle notes | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 956 | 1,397 | |
ASG term loans | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 144,983 | 89,143 | |
Unamortized debt issuance costs | $ (2,100) | $ (2,200) | $ (600) |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
May 31, 2016 | Dec. 31, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2018 | Jan. 31, 2018 | Feb. 28, 2017 | |
Debt Instrument [Line Items] | |||||||
Outstanding balance | $ 145,939,000 | $ 90,540,000 | |||||
Outstanding on loan | 143,810,000 | 88,346,000 | |||||
Account receivable not pledged as collateral | 7,000,000 | ||||||
Inventory not pledged as collateral | 4,300,000 | ||||||
Unamortized debt issuance costs | 2,129,000 | 2,194,000 | |||||
RDS equipment and vehicle notes | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding balance | $ 956,000 | 1,397,000 | |||||
Debt instrument, maturity date | May 31, 2023 | ||||||
Debt Instrument, Aggregate Monthly payment | $ 50,000 | $ 50,000 | |||||
Debt, Weighted Average Interest Rate | 4.85% | 4.49% | |||||
RDS equipment and vehicle notes | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Ranged | 0.00% | 0.00% | |||||
RDS equipment and vehicle notes | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Ranged | 8.85% | 8.08% | |||||
December 2015, ASG loan agreement | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate amount | $ 1,700,000 | ||||||
Debt instrument, interest rate | 3.75% | ||||||
Debt instrument, maturity date range, start | Apr. 8, 2016 | ||||||
Debt instrument, maturity date range, end | Mar. 8, 2021 | ||||||
Outstanding on loan | $ 700,000 | $ 1,000,000 | |||||
May 2016, ASG loan agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, maturity date | Jan. 1, 2023 | ||||||
Aggregate amount | $ 20,000 | ||||||
Debt instrument, interest rate | 8.00% | ||||||
Outstanding on loan | $ 100,000 | 100,000 | |||||
February 2017, ASG financing agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, maturity date range, start | Jul. 1, 2017 | ||||||
Debt instrument, maturity date range, end | Feb. 28, 2023 | ||||||
Outstanding on loan | $ 144,200,000 | $ 88,000,000 | $ 8,000,000 | $ 6,250,000 | |||
Line of credit facility, maximum borrowing capacity | 174,200,000 | $ 101,400,000 | $ 105,000,000 | ||||
February 2017, ASG financing agreement | T.A.C. Ceramic Tile Co. | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding on loan | $ 43,000,000 | ||||||
February 2017, ASG financing agreement | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Floating interest rate per annum | 9.60% | 8.60% | |||||
February 2017, ASG financing agreement | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Floating interest rate per annum | 9.60% | 8.60% | |||||
ASG term loans | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding balance | $ 144,983,000 | $ 89,143,000 | |||||
Non-cash interest expense | 500,000 | 500,000 | |||||
Unamortized debt issuance costs | $ 2,100,000 | $ 2,200,000 | $ 600,000 |
Long-Term Debt - Schedule of Fu
Long-Term Debt - Schedule of Future Maturities of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
2019 | $ 1,879 | |
2020 | 1,717 | |
2021 | 1,217 | |
2022 | 1,140 | |
2023 | 139,986 | |
Total Long-term Debt | 145,939 | $ 90,540 |
Unamortized balance remaining of financing fees | (2,129) | |
Total long-term debt | 143,810 | 88,346 |
Current portion of long-term debt net of financing fees | (1,368) | |
Long term debt net of financing fees | $ 142,442 | $ 86,897 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($)ExecutiveFacilityStateContainer | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 01, 2019FacilityFacilityLease | |
Lessor Lease Description [Line Items] | ||||
Acquisition cost included in PP&E related to leased vehicles | $ 19,798 | $ 13,226 | ||
Accumulated amortization related to leased vehicles | 13,038 | 6,669 | ||
Aggregate deferred rent | 1,900 | 1,300 | ||
Aggregate rent expense | 14,300 | 7,500 | $ 4,500 | |
Aggregate general liability | 2,000 | |||
General liability retention limit per occurrence | 1,000 | |||
2020 | 36,180 | |||
Minimum | ||||
Lessor Lease Description [Line Items] | ||||
Self insurance retention | 10 | |||
Maximum | ||||
Lessor Lease Description [Line Items] | ||||
Self insurance retention | $ 30 | |||
Intown Design | Subsequent Event | ||||
Lessor Lease Description [Line Items] | ||||
Number of facility leases | Facility | 3 | |||
Number of additional related party leases | FacilityLease | 3 | |||
Pental Granite and Marble, LLC | ||||
Lessor Lease Description [Line Items] | ||||
Minimum purchase volume per month | Container | 90 | |||
Pental Granite and Marble, LLC | United States | ||||
Lessor Lease Description [Line Items] | ||||
Number of states exclusive distribution rights | State | 23 | |||
Vehicles | ||||
Lessor Lease Description [Line Items] | ||||
Leased vehicles, depreciation method | straight line basis | |||
Life of lease | 4 years | |||
Acquisition cost included in PP&E related to leased vehicles | $ 2,700 | 1,100 | ||
Accumulated amortization related to leased vehicles | 500 | 50 | ||
Amortization expense of leased vehicles | $ 500 | 50 | ||
RDS | ||||
Lessor Lease Description [Line Items] | ||||
Number of executives granted for exit payments | Executive | 4 | |||
Executives invested percentage | 50.00% | |||
Remaining executives invested percentage | 50.00% | |||
General and administrative expense | $ 3,500 | |||
2019 | $ 2,000 | |||
2020 | 2,000 | |||
2021 | $ 2,000 | |||
RDS | Corporate, Administrative, Fabrication and Warehousing Facilities | ||||
Lessor Lease Description [Line Items] | ||||
Long-term non-cancelable operating lease agreements expiration month and year | 2023-12 | |||
Number of facility leases | Facility | 4 | |||
RDS | Corporate, Administrative, Fabrication and Warehousing Facilities Leases with Employees or Contractors | ||||
Lessor Lease Description [Line Items] | ||||
Number of facility leases | Facility | 3 | |||
RDS | Office Equipment and Vehicles | ||||
Lessor Lease Description [Line Items] | ||||
Long-term non-cancelable operating lease agreements expiration month and year | 2024 | |||
RDS | Equity Tracking Incentive Program | ||||
Lessor Lease Description [Line Items] | ||||
Number of executives granted for exit payments | Executive | 4 | |||
ASG | Stockholders of SIC or Other Related Parties | ||||
Lessor Lease Description [Line Items] | ||||
Long-term non-cancelable operating lease agreements expiration month and year | 2029-10 | |||
Number of facility leases | Facility | 4 | |||
ASG | ||||
Lessor Lease Description [Line Items] | ||||
2019 | $ 400 |
Commitments and Contingencies_2
Commitments and Contingencies - Aggregate Future Minimum Payments Under Capital Leases and Noncancelable Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Commitments And Contingencies Disclosure [Abstract] | ||
2019 | $ 544 | |
2020 | 619 | |
2021 | 550 | |
2022 | 197 | |
2023 | 65 | |
Thereafter | 180 | |
Total minimum lease payments | 2,155 | |
Less: amount representing interest | 111 | |
Present value of net minimum lease payments | 2,044 | |
Current portion of capital lease obligations | 500 | $ 229 |
Long-term capital lease obligations | 1,544 | $ 664 |
2019 | 3,119 | |
2020 | 3,042 | |
2021 | 2,543 | |
2022 | 2,335 | |
2023 | 1,282 | |
Total minimum lease payments | 12,321 | |
2019 | 11,363 | |
2020 | 10,924 | |
2021 | 9,904 | |
2022 | 8,314 | |
2023 | 5,700 | |
Thereafter | 11,483 | |
Total minimum lease payments | 57,688 | |
2019 | 15,026 | |
2020 | 14,585 | |
2021 | 12,997 | |
2022 | 10,846 | |
2023 | 7,047 | |
Thereafter | 11,663 | |
Total minimum lease payments | $ 72,164 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Future Minimum Purchases for Maintain Exclusive Rights (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2019 | $ 36,180 |
2020 | 36,180 |
Future minimum purchase | $ 72,360 |
Equity - Additional Information
Equity - Additional Information (Details) | Nov. 22, 2017USD ($)$ / sharesshares | Feb. 28, 2017USD ($)shares | Dec. 31, 2017USD ($)$ / sharesshares | Nov. 30, 2017USD ($)shares | Nov. 22, 2017USD ($)$ / sharesshares | Dec. 31, 2018Vote$ / sharesshares | Dec. 31, 2016USD ($)shares | Aug. 31, 2018shares | Aug. 15, 2018shares |
Class Of Stock [Line Items] | |||||||||
Common stock repurchased and retired during period, value | $ | $ 60,034,000 | ||||||||
Special stock dividends description | The Registration Rights Agreement also provided that Special Stock Dividends would accrue at a daily rate equal to the quotient of (i) 0.05 multiplied by 21,750,000 (the aggregate number of shares of Class A Common Stock sold and issued in the November 2017 Private Offering and Private Placement) divided by (ii) 365, up to a maximum aggregate number of shares of Class A Common Stock equal to 1,460,149 shares (“Maximum Accrual Amount”), and would cease accruing upon the Shelf Registration Statement being declared effective, and the Class A Common Stock commencing trading on a national exchange. | ||||||||
Conversion of stock, Shares converted | 1 | ||||||||
Special stock dividend accrued for common stock shares | 226,511 | ||||||||
Class A | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of shares of common stock issued and sold to new investors | 21,750,000 | 752 | |||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||||||
Common stock, shares issued | 21,750,000 | 25,682,669 | |||||||
Common stock, shares outstanding | 21,750,000 | 25,682,669 | |||||||
Maximum aggregate number of shares | 1,460,149 | ||||||||
Number of securities called by each shares | 1 | 1 | |||||||
Class A | Affiliates of Trive Capital | |||||||||
Class Of Stock [Line Items] | |||||||||
Shares repurchase price per share | $ / shares | $ 0.01 | ||||||||
Shares held in escrow | 800,000 | ||||||||
Aggregate shares to be repurchased | 800,000 | ||||||||
Class A | November 2017 Private Offering and Private Placement | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of shares of common stock issued and sold to new investors | 18,750,000 | 3,000,000 | |||||||
Offering price per share | $ / shares | $ 12 | $ 12 | $ 12 | ||||||
Gross proceeds from offering | $ | $ 225,000,000 | $ 36,000,000 | |||||||
Common stock, shares issued | 21,750,000 | ||||||||
Common stock, shares outstanding | 21,750,000 | ||||||||
Class B | |||||||||
Class Of Stock [Line Items] | |||||||||
Number of shares of common stock issued and sold to new investors | 39,645 | ||||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||||||
Common stock, shares issued | 9,244,112 | 3,864,626 | 9,244,112 | 0 | |||||
Common stock repurchased and retired during period, shares | 5,379,486 | ||||||||
Common stock repurchased and retired during period, value | $ | $ 53,000 | ||||||||
Common stock, shares outstanding | 3,864,626 | 0 | 0 | 0 | |||||
Shares repurchase price per share | $ / shares | $ 0.01 | ||||||||
Shares held in escrow | 1,460,149 | ||||||||
Class B | Affiliates of Trive Capital | |||||||||
Class Of Stock [Line Items] | |||||||||
Shares held in escrow | 1,000,000 | ||||||||
Class B | November 2017 Private Offering and Private Placement | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock repurchased and retired during period, shares | 3,000,000 | ||||||||
Common stock, shares outstanding | 3,864,626 | ||||||||
Class B | November 2017 Private Offering and Private Placement | Affiliates of Trive Capital | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock repurchased and retired during period, shares | 2,379,486 | ||||||||
Common stock repurchased and retired during period, value | $ | $ 26,600,000 | ||||||||
Class B | Members of Management | |||||||||
Class Of Stock [Line Items] | |||||||||
Shares held in escrow | 460,149 | ||||||||
RDS | |||||||||
Class Of Stock [Line Items] | |||||||||
Distributions to members, prior to restructuring transactions | $ | $ 20,800,000 | $ 0 | |||||||
RDS | Class A Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 16,891,535 | ||||||||
Unit outstanding | 16,891,535 | ||||||||
Class of units distributions receivable percentage | 100.00% | ||||||||
Class of units distributions receivable trigger percentage | 100.00% | ||||||||
RDS | Class B Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 16,891,535 | ||||||||
Unit outstanding | 16,891,535 | ||||||||
Class of units distributions receivable percentage | 100.00% | ||||||||
Class of units distributions receivable trigger percentage | 20.00% | ||||||||
ASG | |||||||||
Class Of Stock [Line Items] | |||||||||
Distributions to members, prior to restructuring transactions | $ | 14,600,000 | $ 262,825 | |||||||
ASG | Aquarius Seller, Inc. | |||||||||
Class Of Stock [Line Items] | |||||||||
Equity issued related to the acquisition of Modul | $ | $ 10,000,000 | ||||||||
ASG | Class A Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 39,029,404 | ||||||||
Unit outstanding | 39,029,404 | ||||||||
Class of units distributions receivable percentage | 100.00% | ||||||||
Class of units distributions receivable trigger percentage | 100.00% | ||||||||
Number of voting rights per unit | Vote | 1 | ||||||||
Class of units distribution receivable description | One hundred percent to the Class A Members Pro Rata, until such time as the Class A Members received an amount of distributions equal to one hundred percent of its Invested Capital (defined). | ||||||||
ASG | Class B Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 39,029,404 | ||||||||
Unit outstanding | 39,029,404 | ||||||||
Class of units distributions receivable percentage | 100.00% | ||||||||
Class of units distributions receivable trigger percentage | 0.00% | ||||||||
Number of voting rights per unit | Vote | 1 | ||||||||
Class of units distribution receivable description | One hundred percent to the Class B Members, in proportion to their Class B Capital Return Accounts, until such Class B Capital Return Accounts were reduced to zero. | ||||||||
ASG | Class D Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 39,029,404 | ||||||||
Unit outstanding | 39,029,404 | ||||||||
Class of units distributions receivable percentage | 100.00% | ||||||||
Class of units distributions receivable trigger percentage | 0.00% | ||||||||
Number of voting rights per unit | Vote | 1 | ||||||||
Class of units distribution receivable description | One hundred percent to the Class D Members, in proportion to their Class D Capital Return Accounts, until such Class D Capital Return Accounts were reduced to zero | ||||||||
ASG | Class C Units | |||||||||
Class Of Stock [Line Items] | |||||||||
Class of units distribution receivable description | All distributions of Net Proceeds of a Capital Transaction, distributable cash or other property were to be made one hundred percent to the Members Pro Rata; provided, however, no Class C Unit could participate in a distribution until the aggregate distributions to the Members since the date that Class C Unit was issued equal the Hurdle Amount for that Class C Unit (defined). Notwithstanding the foregoing, in the event of a 3.25x Return Transaction (defined) distributions would occur such that, subject to any re-allocation as defined in the limited liability agreement, each Rollover Member’s (defined) Pro Rata share of that distribution was calculated as if the Rollover Members, collectively and proportionately, had an additional ten percent (10%) of the outstanding Units at that time, and each other Member’s (defined) Pro Rata share of that distribution was diluted proportionately | ||||||||
Additional pro rata share percentage on outstanding units | 10.00% | ||||||||
Units granted | 3,393,861 | ||||||||
Units unvested | 3,393,861 | ||||||||
ASG | Class C Units | Aquarius Seller, Inc. | Management and Employees | |||||||||
Class Of Stock [Line Items] | |||||||||
Units granted | 568,435 | ||||||||
ASG | Class E2 Units | Aquarius Seller, Inc. | |||||||||
Class Of Stock [Line Items] | |||||||||
Equity issued related to the acquisition of Modul, Member Units | 7,134,702 | ||||||||
ASG | Class E-2 Units to Existing Member | Aquarius Seller, Inc. | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 21,404 | ||||||||
Units issuance value | $ | $ 30,000 | ||||||||
ASG | Class E-1 Units to Class A Unitholders | Aquarius Seller, Inc. | |||||||||
Class Of Stock [Line Items] | |||||||||
Unit issued | 21,736,168 | ||||||||
RDS and ASG | November 2017 Private Offering and Private Placement | |||||||||
Class Of Stock [Line Items] | |||||||||
Purchase amount of equity interests | $ | $ 62,700,000 | $ 62,700,000 |
Stock Compensation - Additional
Stock Compensation - Additional Information (Details) - USD ($) | Nov. 22, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Recognized tax benefit for stock compensation expense | $ 1,000,000 | $ 0 | $ 0 | |
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares of common stock granted | 779,016 | 356,368 | ||
Restricted Stock | November 2017 Private Offering and Private Placement | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares of common stock granted | 356,368 | 779,016 | ||
Vesting period | 3 years | 3 years | ||
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total remaining stock-based compensation expense for unvested stock | $ 7,600,000 | |||
Total remaining stock-based compensation expense for unvested stock, excepted weighted average remaining recognition period | 2 years 8 months 12 days | |||
Stock-based compensation expense | $ 2,500,000 | $ 200,000 | $ 0 | |
Phantom Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares of common stock granted | 356,368 | |||
Total remaining stock-based compensation expense for unvested stock | $ 20,000 | |||
Total remaining stock-based compensation expense for unvested stock, excepted weighted average remaining recognition period | 1 year 10 months 24 days | |||
Stock-based compensation expense | $ 10,000 | $ 800,000 | ||
Phantom Restricted Stock | November 2017 Private Offering and Private Placement | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares of common stock granted | 356,368 | |||
2017 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Maximum aggregate number of shares issuable | 2,561,463 | |||
Shares of common stock available for grant | 1,667,446 | 1,848,727 | ||
Incentive stock options granted pursuan terms | Incentive stock options granted pursuant to the terms of the 2017 Plan cannot be granted with an exercise price of less than 100% of the fair market value of the underlying stock on the date of grant (110% if the award is issued to a 10% or more stockholder of the Company). | |||
Stock options granted in term years | 5 years | |||
Stock option activity | 0 | 0 | ||
2017 Plan | Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock options granted in term years | 10 years | |||
Percentage of ownership interest | 10.00% |
Stock Compensation - Summary of
Stock Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Shares of Restricted Stock Outstanding | ||
Nonvested shares, Beginning Balance | 356,368 | |
Granted | 779,016 | 356,368 |
Forfeited | (281,762) | |
Vested | (27,646) | |
Nonvested shares, Ending Balance | 825,976 | 356,368 |
Weighted Average Grant Date Fair Value | ||
Nonvested shares, Beginning Balance | $ 12 | |
Granted | 11.83 | $ 12 |
Forfeited | 12 | |
Vested | 12 | |
Nonvested shares, Ending Balance | $ 11.84 | $ 12 |
Stock Compensation - Summary _2
Stock Compensation - Summary of Phantom Stock Activity (Details) - Phantom Stock - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Shares of Phanton Stock Outstanding | ||
Nonvested shares, Beginning Balance | 285,928 | |
Granted | 356,368 | |
Forfeited | (281,762) | |
Vested | (1,389) | (70,440) |
Nonvested shares, Ending Balance | 2,777 | 285,928 |
Provision for Income Taxes - Co
Provision for Income Taxes - Components of Provision for Income Taxes Reflected on Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Federal | $ 3,604 | $ 17 | $ 3,458 |
State | 1,571 | 374 | 1,072 |
Total current | 5,175 | 391 | 4,530 |
Deferred: | |||
Federal | (2,871) | 3,712 | (1,471) |
State | (1,315) | (783) | (425) |
Total deferred | (4,186) | 2,929 | (1,896) |
Provision for income taxes | $ 989 | $ 3,320 | $ 2,634 |
Provision for Income Taxes - Re
Provision for Income Taxes - Reconciliation of Expected Income Tax Expense (Computed by Applying Federal Statutory Income Tax Rate to Income Before Taxes) to Actual Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Income taxes at federal statutory rate | $ (280) | $ (2,756) | $ 3,294 |
State income taxes, net of federal benefit | 148 | (248) | 468 |
Domestic production activities deductions | (97) | (206) | |
Permanent items | 294 | 1,729 | 8 |
Transaction costs | 968 | 64 | |
State rate change | (27) | (140) | |
Tax Cuts and Jobs Act | 5,372 | ||
2015 IRS audit | 228 | ||
Flow-through income | (956) | (1,372) | |
Other, net | (114) | 124 | 442 |
Provision for income taxes | $ 989 | $ 3,320 | $ 2,634 |
Provision for Income Taxes - Ad
Provision for Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Line Items] | ||
Deferred tax assets related to restructuring transaction | $ 19,700,000 | |
Statutory federal corporate tax rate | 21.00% | 21.00% |
Reduction of deferred tax asset because of rate reduction | $ (5,300,000) | |
Unrecognized tax benefits | $ 4,364,000 | |
Unrecognized tax positions, interest expense recognized | 200,000 | |
Unrecognized tax positions, penalties recognized | $ 300,000 | |
Accrued interest or penalties | $ 0 | |
Cumulative change in ownership percentage | 50.00% | |
Federal | Earliest Tax Year | ||
Income Taxes [Line Items] | ||
Tax year subject to examinations | 2015 | |
Federal | Latest Tax Year | ||
Income Taxes [Line Items] | ||
Tax year subject to examinations | 2018 | |
State | Earliest Tax Year | ||
Income Taxes [Line Items] | ||
Tax year subject to examinations | 2014 | |
State | Latest Tax Year | ||
Income Taxes [Line Items] | ||
Tax year subject to examinations | 2018 | |
Maximum | ||
Income Taxes [Line Items] | ||
Statutory federal corporate tax rate | 35.00% |
Provision for Income Taxes - _2
Provision for Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets | ||
Accrued liabilities | $ 682 | $ 473 |
State income taxes | 208 | 29 |
Intangible assets | 5,396 | 11,225 |
Net operating loss | 541 | |
Inventory | 3,228 | 322 |
Stock based compensation | 659 | 257 |
Other, net | 558 | 359 |
Total deferred tax assets | 10,731 | 13,206 |
Deferred tax liabilities | ||
Property and equipment | (1,376) | (1,637) |
Total deferred tax liabilities | (1,376) | (1,637) |
Net deferred tax assets | $ 9,355 | $ 11,569 |
Provision for Income Taxes - _3
Provision for Income Taxes - Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Positions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward | |
Gross increase - prior period tax positions | $ 4,364 |
Unrecognized tax positions, end of year | $ 4,364 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
401 (k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Contribution amount | $ 0.9 | $ 0.6 | $ 0.3 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)ExecutiveFacility | Dec. 31, 2017USD ($)Installment | Dec. 31, 2016USD ($)Installment | |
Related Party Transaction [Line Items] | |||
Aggregate rent expense | $ 14,300,000 | $ 7,500,000 | $ 4,500,000 |
RDS | Facility Rent | Summit Stoneworks, LLC | |||
Related Party Transaction [Line Items] | |||
Aggregate rent expense | 70,000 | ||
Related party unpaid amount | $ 0 | ||
RDS | Facility Rent | T.A.C. Ceramic Tile Co. | |||
Related Party Transaction [Line Items] | |||
Number of facilities leased | Facility | 2 | ||
Related party unpaid amount | $ 0 | ||
Related party transaction cost | $ 0 | ||
RDS | Subcontractors and Supplier | |||
Related Party Transaction [Line Items] | |||
Related party unpaid amount | 0 | ||
Number of family members have ownership interest | Executive | 2 | ||
Related party transaction, Amounts of transaction | $ 1,600,000 | 3,200,000 | 2,700,000 |
Related party accounts payable | 10,000 | ||
RDS | Subcontractors and Supplier | Greencraft Holdings, LLC. | |||
Related Party Transaction [Line Items] | |||
Related party unpaid amount | 0 | ||
Related party transaction cost | 80,000 | ||
ASG | |||
Related Party Transaction [Line Items] | |||
Related party unpaid amount | 0 | 0 | |
Related party transaction cost | $ 50,000 | 60,000 | 0 |
Trive Capital Management | Consulting Agreement | |||
Related Party Transaction [Line Items] | |||
Consulting fee and expenses from transactions | 2,800,000 | 1,200,000 | |
Outstanding balance due | $ 0 | $ 0 | |
Trive Capital Management | Consulting Agreement | Minimum | |||
Related Party Transaction [Line Items] | |||
Percentage of affiliates to hold outstanding common stock | 5.00% | 5.00% | |
Trive Capital Management | RDS | Consulting Agreement | |||
Related Party Transaction [Line Items] | |||
Annual consulting fee | $ 400,000 | $ 400,000 | |
Number of quarterly installments | Installment | 4 | 4 | |
Quarterly installment amount | $ 100,000 | $ 100,000 | |
Agreement termination date | 2017-11 | 2017-11 | |
Trive Capital Management | ASG | Consulting Agreement | |||
Related Party Transaction [Line Items] | |||
Annual consulting fee | $ 400,000 | $ 400,000 | |
Number of quarterly installments | Installment | 4 | 4 | |
Quarterly installment amount | $ 100,000 | $ 100,000 | |
Agreement termination date | 2017-11 | 2017-11 | |
Trust Affiliated with Stockholder | RDS | Facility Rent | |||
Related Party Transaction [Line Items] | |||
Number of facilities leased | Facility | 4 | ||
Aggregate rent expense | $ 800,000 | $ 800,000 | $ 700,000 |
Related party unpaid amount | 0 | 0 | |
AG&M Bee Creek Investments Ltd | ASG | Facility Rent | |||
Related Party Transaction [Line Items] | |||
Aggregate rent expense | 500,000 | 500,000 | 500,000 |
Related party unpaid amount | $ 0 | 0 | |
Lease renewed date | Feb. 29, 2016 | ||
Lease renewal term | 5 years | ||
AG&M San Antonio Investments Ltd | ASG | Facility Rent | |||
Related Party Transaction [Line Items] | |||
Aggregate rent expense | $ 200,000 | 200,000 | 200,000 |
Related party unpaid amount | $ 0 | 0 | |
Lease renewed date | Feb. 29, 2016 | ||
Lease renewal term | 2 years | ||
502 Jersey Ave LLC | ASG | Facility Rent | |||
Related Party Transaction [Line Items] | |||
Aggregate rent expense | $ 400,000 | 200,000 | 0 |
Related party unpaid amount | 0 | 0 | |
521 Digiulian Boulevard LLC | ASG | Facility Rent | |||
Related Party Transaction [Line Items] | |||
Aggregate rent expense | 100,000 | 0 | 0 |
Related party unpaid amount | 0 | 0 | |
Officer | Other Consulting Services | |||
Related Party Transaction [Line Items] | |||
Related party unpaid amount | 0 | ||
Related party transaction cost | 200,000 | $ 300,000 | $ 300,000 |
Related party accounts payable | $ 10,000 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2018Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Information - Performan
Segment Information - Performance of Segment based upon Revenues and Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net revenue: | |||||||||||
Net revenue | $ 132,957 | $ 127,553 | $ 124,861 | $ 104,386 | $ 100,261 | $ 94,605 | $ 90,361 | $ 67,725 | $ 489,757 | $ 352,952 | $ 233,868 |
Operating income (loss): | |||||||||||
Operating income (loss) | $ 3,533 | $ 4,004 | $ 3,610 | $ 950 | $ (8,716) | $ 7,129 | $ 7,056 | $ 693 | 12,097 | 6,162 | 14,425 |
Capital expenditures: | |||||||||||
Capital expenditures | 8,507 | 4,082 | 3,478 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 20,487 | 14,816 | 9,187 | ||||||||
Operating Segments | RDS | |||||||||||
Net revenue: | |||||||||||
Net revenue | 268,362 | 193,204 | 175,824 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 14,252 | (161) | 8,481 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 1,684 | 1,289 | 1,268 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 9,634 | 6,853 | 6,252 | ||||||||
Operating Segments | ASG | |||||||||||
Net revenue: | |||||||||||
Net revenue | 223,971 | 161,114 | 58,613 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 11,925 | 7,966 | 5,972 | ||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 6,539 | 2,793 | 2,210 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 10,833 | 7,963 | 2,935 | ||||||||
Elimination | |||||||||||
Net revenue: | |||||||||||
Net revenue | (2,576) | (1,366) | (569) | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | (46) | (74) | $ (28) | ||||||||
Unallocated | |||||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | (14,034) | $ (1,569) | |||||||||
Capital expenditures: | |||||||||||
Capital expenditures | 284 | ||||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | $ 20 |
Segment Information - Summary o
Segment Information - Summary of Segment Assets to Consolidated (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill: | |||
Goodwill | $ 94,593 | $ 66,326 | $ 30,552 |
Other intangible assets, net: | |||
Net Book Value | 100,715 | 82,263 | |
Assets | |||
Assets | 416,014 | 320,246 | |
Operating Segments | RDS | |||
Goodwill: | |||
Goodwill | 49,029 | 22,614 | |
Other intangible assets, net: | |||
Net Book Value | 47,479 | 26,518 | |
Assets | |||
Assets | 170,724 | 103,172 | |
Operating Segments | ASG | |||
Goodwill: | |||
Goodwill | 45,564 | 43,712 | |
Other intangible assets, net: | |||
Net Book Value | 53,236 | 55,745 | |
Assets | |||
Assets | 230,505 | 203,637 | |
Elimination | |||
Assets | |||
Assets | (1,016) | (276) | |
Unallocated | |||
Assets | |||
Assets | $ 15,801 | $ 13,713 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Unaudited) - Summary of Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |||||||||||||
Revenue, net | $ 132,957 | $ 127,553 | $ 124,861 | $ 104,386 | $ 100,261 | $ 94,605 | $ 90,361 | $ 67,725 | $ 489,757 | $ 352,952 | $ 233,868 | ||
Gross profit | 34,628 | 36,470 | 34,406 | 27,950 | 28,793 | 28,115 | 26,511 | 20,470 | 133,454 | 103,889 | 66,830 | ||
Income from operations | 3,533 | 4,004 | 3,610 | 950 | (8,716) | 7,129 | 7,056 | 693 | 12,097 | 6,162 | 14,425 | ||
Net income (loss) | $ (5,689) | $ (1,833) | $ 753 | $ (86) | $ (1,309) | $ (14,969) | $ 2,812 | $ 3,396 | $ (2,585) | $ (5,657) | $ (2,475) | $ (11,346) | $ 7,055 |
Basic | $ (0.07) | $ 0.03 | $ (0.05) | ||||||||||
Diluted | $ (0.07) | $ 0.03 | $ (0.05) |
Selected Quarterly Financial _4
Selected Quarterly Financial Data (Unaudited) - Additional Information (Details) - Class B - shares | 1 Months Ended | |||
Aug. 31, 2018 | Dec. 31, 2018 | Aug. 15, 2018 | Dec. 31, 2017 | |
Class Of Stock [Line Items] | ||||
Common stock conversion ratio | 100.00% | |||
Common stock, shares outstanding | 0 | 0 | 0 | 3,864,626 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - Intown Design (“Intown”) $ in Millions | Mar. 01, 2019USD ($)Facility |
Subsequent Event [Line Items] | |
Cash consideration | $ 11 |
Total revenue | $ 20 |
Number of facility leases | Facility | 3 |
Schedule I - Condensed Balance
Schedule I - Condensed Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2017 |
Assets | |||
Other assets | $ 6,248 | $ 4,257 | |
Total assets | 416,014 | 320,246 | |
Liabilities and Stockholders’ Equity | |||
Total liabilities | 267,320 | 172,159 | |
Stockholders' Equity | |||
Additional paid-in capital | 156,601 | 153,520 | |
Accumulated deficit | (8,164) | (5,689) | |
Total stockholders’ equity | 148,694 | 148,087 | $ 153,368 |
Total liabilities and equity | 416,014 | 320,246 | |
Class A | |||
Stockholders' Equity | |||
Common stock | 257 | 217 | |
Total stockholders’ equity | 257 | 217 | |
Class B | |||
Stockholders' Equity | |||
Common stock | 39 | ||
Total stockholders’ equity | 39 | $ 39 | |
Parent Company | |||
Assets | |||
Investment in wholly owned subsidiaries | 161,145 | 149,587 | |
Other assets | 468 | ||
Total assets | 161,613 | 149,587 | |
Liabilities and Stockholders’ Equity | |||
Due to subsidiaries | 11,183 | 441 | |
Accrued expenses and other current liabilities | 1,736 | 1,059 | |
Total liabilities | 12,919 | 1,500 | |
Stockholders' Equity | |||
Additional paid-in capital | 156,601 | 153,520 | |
Accumulated deficit | (8,164) | (5,689) | |
Total stockholders’ equity | 148,694 | 148,087 | |
Total liabilities and equity | 161,613 | 149,587 | |
Parent Company | Class A | |||
Stockholders' Equity | |||
Common stock | $ 257 | 217 | |
Parent Company | Class B | |||
Stockholders' Equity | |||
Common stock | $ 39 |
Schedule I - Condensed Balanc_2
Schedule I - Condensed Balance Sheets (Parenthetical) (Details) - $ / shares | Dec. 31, 2018 | Aug. 31, 2018 | Aug. 15, 2018 | Dec. 31, 2017 | Nov. 22, 2017 |
Class A | |||||
Common stock, par value | $ 0.01 | $ 0.01 | |||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |||
Common stock, shares issued | 25,682,669 | 21,750,000 | |||
Common stock, shares outstanding | 25,682,669 | 21,750,000 | |||
Class B | |||||
Common stock, par value | $ 0.01 | $ 0.01 | |||
Common stock, shares authorized | 15,000,000 | 15,000,000 | |||
Common stock, shares issued | 0 | 3,864,626 | 9,244,112 | ||
Common stock, shares outstanding | 0 | 0 | 0 | 3,864,626 | |
Parent Company | Class A | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |||
Common stock, shares issued | 25,682,669 | 21,750,000 | |||
Common stock, shares outstanding | 25,682,669 | 21,750,000 | |||
Parent Company | Class B | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||
Common stock, shares authorized | 15,000,000 | 15,000,000 | |||
Common stock, shares issued | 0 | 3,864,626 | |||
Common stock, shares outstanding | 0 | 3,864,626 |
Schedule 1 - Condensed Statemen
Schedule 1 - Condensed Statements of Operations (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Income Statements Captions [Line Items] | |||||||||||||
Net (loss) income | $ (5,689) | $ (1,833) | $ 753 | $ (86) | $ (1,309) | $ (14,969) | $ 2,812 | $ 3,396 | $ (2,585) | $ (5,657) | $ (2,475) | $ (11,346) | $ 7,055 |
Parent Company | |||||||||||||
Condensed Income Statements Captions [Line Items] | |||||||||||||
Equity in net income (loss) of subsidiaries | (4,120) | 11,559 | |||||||||||
Operating expenses | (1,569) | (14,034) | |||||||||||
Net (loss) income | $ (5,689) | $ (2,475) |
Schedule I- Condensed Statement
Schedule I- Condensed Statements of Cash Flows (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities | |||||||||||||
Net income (loss) | $ (5,689) | $ (1,833) | $ 753 | $ (86) | $ (1,309) | $ (14,969) | $ 2,812 | $ 3,396 | $ (2,585) | $ (5,657) | $ (2,475) | $ (11,346) | $ 7,055 |
Adjustments to reconcile net (loss) income to net provided by cash (used in) operating activities: | |||||||||||||
Depreciation and amortization | 20,487 | 14,816 | 9,187 | ||||||||||
Equity based compensation | 2,528 | 7,497 | |||||||||||
Changes in operating assets and liabilities: | |||||||||||||
Net cash provided by (used in) operating activities | 12,212 | (8,367) | 15,540 | ||||||||||
Cash flows used in investing activities | |||||||||||||
Purchase of property and equipment | (8,507) | (4,218) | (3,477) | ||||||||||
Net cash used in investing activities | (80,624) | (118,837) | (14,787) | ||||||||||
Cash flows provided by financing activities | |||||||||||||
Repurchase and retirement of Class B Common Stock | (60,035) | ||||||||||||
Repurchase of member units | (62,725) | ||||||||||||
Proceeds from issuance of equity | 553 | 30 | 12,538 | ||||||||||
Net cash provided by financing activities | 72,227 | 128,024 | 1,654 | ||||||||||
Net increase in cash and restricted cash | 3,815 | 820 | 2,407 | ||||||||||
Cash and cash equivalents: | |||||||||||||
Cash and restricted cash, beginning of period | $ 5,547 | $ 4,727 | $ 4,727 | 5,547 | 4,727 | 2,320 | |||||||
Cash and restricted cash, end of period | 5,547 | $ 9,362 | $ 5,547 | 9,362 | $ 5,547 | $ 4,727 | |||||||
Parent Company | |||||||||||||
Cash flows from operating activities | |||||||||||||
Net income (loss) | (5,689) | (2,475) | |||||||||||
Adjustments to reconcile net (loss) income to net provided by cash (used in) operating activities: | |||||||||||||
Equity in net income of subsidiaries | 4,120 | (11,559) | |||||||||||
Depreciation and amortization | 21 | ||||||||||||
Equity based compensation | 152 | 2,528 | |||||||||||
Changes in operating assets and liabilities: | |||||||||||||
Changes in operating assets | (204) | ||||||||||||
Changes in accrued expenses | 976 | 677 | |||||||||||
Net cash provided by (used in) operating activities | (441) | (11,012) | |||||||||||
Cash flows used in investing activities | |||||||||||||
Purchase of property and equipment | (284) | ||||||||||||
Investment in subsidiaries | (117,741) | ||||||||||||
Net cash used in investing activities | (117,741) | (284) | |||||||||||
Cash flows provided by financing activities | |||||||||||||
Repurchase and retirement of Class B Common Stock | (60,035) | ||||||||||||
Repurchase of member units | (62,725) | ||||||||||||
Contributions | 240,501 | ||||||||||||
Borrowings from subsidiaries | 441 | 10,743 | |||||||||||
Proceeds from issuance of equity | 553 | ||||||||||||
Net cash provided by financing activities | $ 118,182 | $ 11,296 |
Description of Select Interio_2
Description of Select Interior Concepts Inc - Additional Information (Details) | 2 Months Ended | 12 Months Ended |
Dec. 31, 2017SegmentSubsidiary | Dec. 31, 2018Segment | |
Description Of Company [Line Items] | ||
Number of operating segments | 2 | |
Parent Company | ||
Description Of Company [Line Items] | ||
Number of operating subsidiaries | Subsidiary | 2 | |
Number of operating segments | 2 | |
Parent Company | RDS and ASG | ||
Description Of Company [Line Items] | ||
Percentage of ownership interest | 100.00% |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) | 2 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Dec. 31, 2018 | |
Parent Company | ||
Basis Of Presentation [Line Items] | ||
Distributions | $ 0 | $ 0 |