Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | May 05, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39312 | |
Entity Registrant Name | PLBY Group, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 37-1958714 | |
Entity Address, Address Line One | 10960 Wilshire Blvd., Suite 2200 | |
Entity Address, City or Town | Los Angeles | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 90024 | |
City Area Code | 310 | |
Local Phone Number | 424-1800 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | PLBY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 73,622,379 | |
Entity Central Index Key | 0001803914 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Net revenues | $ 51,441 | $ 69,378 |
Costs and expenses | ||
Cost of sales | (30,146) | (28,900) |
Selling and administrative expenses | (50,927) | (50,528) |
Contingent consideration fair value remeasurement gain | 192 | 19,298 |
Impairments | 0 | (2,359) |
Total costs and expenses | (80,881) | (62,489) |
Operating (loss) income | (29,440) | 6,889 |
Nonoperating (expense) income: | ||
Interest expense | (5,209) | (4,050) |
Loss on extinguishment of debt | (1,848) | 0 |
Fair value remeasurement loss | (3,018) | 0 |
Other income (expense), net | 116 | (80) |
Total nonoperating expense | (9,959) | (4,130) |
(Loss) income before income taxes | (39,399) | 2,759 |
Benefit from income taxes | 1,719 | 2,784 |
Net (loss) income | (37,680) | 5,543 |
Net (loss) income attributable to PLBY Group, Inc. | $ (37,680) | $ 5,543 |
Net (loss) income per share, basic (in dollars per share) | $ (0.58) | $ 0.12 |
Net (loss) income per share, diluted (in dollars per share) | $ (0.58) | $ 0.12 |
Weighted-average shares used in computing net (loss) income per share, basic (in shares) | 65,159,156 | 45,913,694 |
Weighted-average shares used in computing net (loss) income per share, diluted (in shares) | 65,159,156 | 47,585,644 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (37,680) | $ 5,543 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustment | (1,696) | 7,510 |
Other comprehensive (loss) income | (1,696) | 7,510 |
Comprehensive (loss) income | $ (39,376) | $ 13,053 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 24,737 | $ 31,640 |
Restricted cash | 2,039 | 2,072 |
Receivables, net of allowance for credit losses | 12,370 | 18,420 |
Inventories, net | 18,585 | 33,089 |
Prepaid expenses and other current assets | 13,178 | 17,760 |
Assets held for sale | 5,274 | 0 |
Total current assets | 76,183 | 102,981 |
Restricted cash | 1,445 | 1,737 |
Property and equipment, net | 18,151 | 17,375 |
Operating right of use assets | 40,289 | 41,265 |
Digital assets, net | 319 | 327 |
Goodwill | 121,841 | 123,217 |
Other intangible assets, net | 235,587 | 236,281 |
Contract assets, net of current portion | 13,035 | 13,680 |
Other noncurrent assets | 14,163 | 15,600 |
Total assets | 521,013 | 552,463 |
Current liabilities: | ||
Accounts payable | 12,748 | 20,631 |
Accrued salaries, wages, and employee benefits | 5,475 | 4,938 |
Deferred revenues, current portion | 5,476 | 10,762 |
Long-term debt, current portion | 1,600 | 2,050 |
Contingent consideration, at fair value | 643 | 835 |
Operating lease liabilities, current portion | 9,933 | 9,977 |
Other current liabilities and accrued expenses | 25,165 | 33,739 |
Liabilities held for sale | 3,160 | 0 |
Total current liabilities | 64,200 | 82,932 |
Deferred revenues, net of current portion | 23,246 | 21,406 |
Long-term debt, net of current portion | 148,370 | 191,125 |
Deferred tax liabilities, net | 23,512 | 25,293 |
Operating lease liabilities, net of current portion | 35,596 | 36,678 |
Mandatorily redeemable preferred stock, at fair value | 42,117 | 39,099 |
Other noncurrent liabilities | 892 | 886 |
Total liabilities | 337,933 | 397,419 |
Commitments and contingencies (Note 13) | ||
Redeemable noncontrolling interest | (208) | (208) |
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value per share, 5,000,000 shares authorized, 50,000 shares designated Series A preferred stock, of which 50,000 shares were issued and outstanding as of March 31, 2023; 50,000 shares were issued and outstanding as of December 31, 2022 | 0 | 0 |
Common stock, $0.0001 par value per share, 150,000,000 shares authorized, 73,874,547 shares issued and 73,174,547 shares outstanding as of March 31, 2023; 47,737,699 shares issued and 47,037,699 shares outstanding as of December 31,2022 | 7 | 5 |
Treasury stock, at cost, 700,000 shares as of March 31, 2023 and December 31, 2022 | (4,445) | (4,445) |
Additional paid-in capital | 684,643 | 617,233 |
Accumulated other comprehensive loss | (25,841) | (24,145) |
Accumulated deficit | (471,076) | (433,396) |
Total stockholders’ equity | 183,288 | 155,252 |
Total liabilities, redeemable noncontrolling interest and stockholders’ equity | $ 521,013 | $ 552,463 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares designated (in shares) | 50,000 | 50,000 |
Preferred stock issued (in shares) | 50,000 | 50,000 |
Preferred stock outstanding (in shares) | 50,000 | 50,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock issued (in shares) | 73,874,547 | 47,737,699 |
Common stock outstanding (in shares) | 73,174,547 | 47,037,699 |
Treasury stock (in shares) | 700,000 | 700,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands | Total | Rights Offering | Private Placement | Series A Preferred Stock | Common Stock | Common Stock Rights Offering | Common Stock Private Placement | Treasury Stock | Additional Paid-in Capital | Additional Paid-in Capital Rights Offering | Additional Paid-in Capital Private Placement | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Shares outstanding at beginning of period (in shares) at Dec. 31, 2021 | 0 | 42,296,121 | |||||||||||
Total stockholders' equity at beginning of period at Dec. 31, 2021 | $ 422,491 | $ 4 | $ (4,445) | $ 586,349 | $ (3,725) | $ (155,692) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Shares issued in connection with options exercise, net exercised (in shares) | 342,661 | ||||||||||||
Shares issued in connection with options exercise, net exercised | 1,369 | 1,369 | |||||||||||
Shares issued in connection with employee stock plans (in shares) | 2,475,511 | ||||||||||||
Shares issued pursuant to a license, services and collaboration agreement (in shares) | 3,312 | ||||||||||||
Shares issued pursuant to a license, services and collaboration agreement | 0 | 0 | |||||||||||
Stock-based compensation expense and vesting of restricted stock units | 6,539 | 6,539 | |||||||||||
Other comprehensive income | 7,510 | 7,510 | |||||||||||
Net (loss) income | 5,543 | 5,543 | |||||||||||
Shares outstanding at end of period (in shares) at Mar. 31, 2022 | 0 | 45,117,605 | |||||||||||
Total stockholders' equity at end of period at Mar. 31, 2022 | 443,452 | $ 4 | (4,445) | 594,257 | 3,785 | (150,149) | |||||||
Shares outstanding at beginning of period (in shares) at Dec. 31, 2022 | 50,000 | 47,037,699 | |||||||||||
Total stockholders' equity at beginning of period at Dec. 31, 2022 | 155,252 | $ 5 | (4,445) | 617,233 | (24,145) | (433,396) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Issuance of common stock (in shares) | 19,561,050 | 6,357,341 | |||||||||||
Issuance of common stock | $ 47,602 | $ 13,890 | $ 2 | $ 47,600 | $ 13,890 | ||||||||
Shares issued in connection with employee stock plans (in shares) | 215,145 | ||||||||||||
Shares issued pursuant to a license, services and collaboration agreement (in shares) | 3,312 | ||||||||||||
Shares issued pursuant to a license, services and collaboration agreement | 0 | 0 | |||||||||||
Stock-based compensation expense and vesting of restricted stock units | 5,920 | 5,920 | |||||||||||
Other comprehensive income | (1,696) | (1,696) | |||||||||||
Net (loss) income | (37,680) | (37,680) | |||||||||||
Shares outstanding at end of period (in shares) at Mar. 31, 2023 | 50,000 | 73,174,547 | |||||||||||
Total stockholders' equity at end of period at Mar. 31, 2023 | $ 183,288 | $ 7 | $ (4,445) | $ 684,643 | $ (25,841) | $ (471,076) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash Flows From Operating Activities | ||
Net (loss) income | $ (37,680) | $ 5,543 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||
Depreciation and amortization | 1,936 | 3,505 |
Stock-based compensation | 5,219 | 6,539 |
Fair value remeasurement of liabilities | 2,826 | (19,298) |
Loss on extinguishment of debt | 1,848 | 0 |
Impairment of digital assets | 0 | 2,359 |
Amortization of right of use assets | 2,330 | 1,990 |
Inventory reserve charges | 5,761 | 0 |
Deferred income taxes | (1,781) | (2,808) |
Other, net | 192 | (5) |
Changes in operating assets and liabilities: | ||
Receivables, net | 5,614 | (1,566) |
Inventories | 4,534 | 1,102 |
Contract assets | 457 | (136) |
Prepaid expenses and other assets | 4,674 | (5,612) |
Accounts payable | (7,737) | (5,527) |
Accrued salaries, wages, and employee benefits | 641 | (1,013) |
Deferred revenues | (3,351) | (12,082) |
Operating lease liabilities | (2,491) | (2,454) |
Other, net | (4,442) | (6,068) |
Net cash used in operating activities | (21,450) | (35,531) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (1,851) | (1,700) |
Net cash used in investing activities | (1,851) | (1,700) |
Cash Flows From Financing Activities | ||
Proceeds from issuance of common stock in rights offering, net | 47,600 | 0 |
Proceeds from issuance of common stock in registered direct offering, net | 13,890 | 0 |
Proceeds from exercise of stock options | 0 | 1,369 |
Repayment of long-term debt | (45,400) | (799) |
Net cash provided by financing activities | 16,090 | 570 |
Effect of exchange rate changes on cash and cash equivalents | (17) | 137 |
Net decrease in cash and cash equivalents and restricted cash | (7,228) | (36,524) |
Balance, beginning of year | 35,449 | 75,486 |
Balance, end of period | 28,221 | 38,962 |
Cash and cash equivalents and restricted cash consist of: | ||
Cash and cash equivalents | 24,737 | 32,945 |
Restricted cash | 3,484 | 6,017 |
Total | 28,221 | 38,962 |
Supplemental Disclosures | ||
Cash (refunded) paid for income taxes | (979) | 1,274 |
Cash paid for interest | 5,402 | 3,871 |
Supplemental Disclosure of Non-Cash Activities | ||
Right of use assets in exchange for lease liabilities | 1,382 | 503 |
Shares issued for the commitment fee for registered direct offering | 1,250 | 0 |
Shares issued pursuant to a license, services and collaboration agreement | $ 125 | $ 125 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Description of Business PLBY Group, Inc. (the “Company”, “PLBY”, “we”, “our” or “us”), together with its subsidiaries, through which it conducts business, is a global consumer and lifestyle company marketing the Playboy brand through a wide range of direct-to-consumer products, licensing initiatives, digital subscriptions and content, and location-based entertainment, in addition to the sale of direct-to-consumer products through its Honey Birdette and Lovers brands. We have three reportable segments: Licensing, Direct-to-Consumer, and Digital Subscriptions and Content. Refer to Note 17, Segments. Basis of Presentation The interim condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Principles of Consolidation The interim condensed consolidated financial statements include our accounts and all majority-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The Company follows a monthly reporting calendar, with its fiscal year ending on December 31. Prior to the third quarter of 2022, Honey Birdette (Aust) Pty Limited (“Honey Birdette”), which the Company acquired in August 2021 had different fiscal quarter and year ends than the Company. Honey Birdette followed a fiscal calendar widely used by the retail industry which resulted in a fiscal year consisting of a 52- or 53-week period ending on the Sunday closest to December 31. Honey Birdette’s fiscal year previously consisted of four 13-week quarters, with an extra week added to each fiscal year every five or six years. Honey Birdette’s first fiscal quarter in 2022 consisted of 13 weeks. The difference in prior fiscal periods for Honey Birdette and the Company is immaterial and no related adjustments have been made in the preparation of these unaudited condensed consolidated financial statements. Unaudited Interim Condensed Consolidated Financial Statements The interim condensed consolidated balance sheet as of March 31, 2023, and the interim condensed consolidated statements of operations, comprehensive (loss) income, cash flows, and stockholders’ equity for the three months ended March 31, 2023 and 2022 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of our financial position as of March 31, 2023 and our results of operations and cash flows for the three months ended March 31, 2023 and 2022. The financial data and other financial information disclosed in these notes to the interim condensed consolidated financial statements related to the three-month periods are also unaudited. The interim condensed consolidated results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any future annual or interim period. The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. These interim condensed consolidated financial statements should be read in conjunction with our audited financial statements included in the Annual Report on Form 10-K as filed by us with the Securities and Exchange Commission on March 16, 2023. Reclassifications Certain prior period amounts in the condensed consolidated statements of operations and condensed consolidated balance sheet have been reclassified to conform with the current period presentation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We regularly assess these estimates, including but not limited to, valuation of our trademarks and trade name; valuation of our contingent consideration liabilities; valuation of our only authorized and issued preferred stock (our “Series A Preferred Stock”); pay-per-view and video-on-demand buys, and monthly subscriptions to our television and digital content; the adequacy of reserves associated with accounts receivable and inventory; unredeemed gift cards and store credits; and stock-based compensation expense. We base these estimates on historical experience and on various other market-specific and relevant assumptions that we believe to be reasonable under the circumstances. Actual results could differ from these estimates and such differences could be material to the financial position and results of operations. Concentrations of Business and Credit Risk We maintain certain cash balances in excess of Federal Deposit Insurance Corporation insured limits. We periodically evaluate the credit worthiness of the financial institutions with which we maintain cash deposits. We have not experienced any losses in such accounts and do not believe that there is any credit risk to our cash. Concentration of credit risk with respect to accounts receivable is limited due to the wide variety of customers to whom our products are sold and/or licensed. The following table represents receivables from the Company’s customers exceeding 10% of its total as of March 31, 2023 and December 31, 2022: Customer March 31, December 31, Customer A 36 % 24 % Customer B 20 % * *Indicates receivables for the customer did not exceed 10% of the Company’s total as of March 31, 2023 and December 31, 2022. The following table represents revenue from the Company’s customers exceeding 10% of its total for the three months ended March 31, 2023 and 2022: Three Months Ended Customer 2023 2022 Customer A 10 % * Customer B * * *Indicates revenues for the customer did not exceed 10% of the Company’s total for the three months ended March 31, 2023 and 2022. Restricted Cash At March 31, 2023 and December 31, 2022, restricted cash was primarily related to a cash collateralized letter of credit we maintained in connection with the lease of our Los Angeles headquarters, as well as Honey Birdette’s term deposit in relation to its Sydney office lease. Advertising Costs We expense advertising costs as incurred. Advertising expenses were $4.3 million and $7.1 million for the three months ended March 31, 2023 and 2022, respectively. We also have various arrangements with collaborators pursuant to which we reimburse them for a portion of their advertising costs in the form of co-op marketing which provide advertising benefits to us. The costs that we incur for such advertising costs are recorded as a reduction of revenue. Assets and Liabilities Held for Sale We classify assets and liabilities as held for sale, collectively referred to as the disposal group, when management commits to a formal plan to actively market the assets for sale at a price reasonable in relation to fair value, it is unlikely that significant changes will be made to the plan, the assets are available for immediate sale in its present condition, an active program to locate a buyer and other actions required to complete the sale have been initiated and the sale of the assets is expected to be completed within one year. A disposal group that is classified as held for sale is initially measured at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a disposal group until the date of sale. The fair value of a disposal group less any costs to sell is assessed each reporting period it remains classified as held for sale and any subsequent changes are reported as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale. In the first quarter of 2023, the Company initiated a plan to sell its Yandy Enterprises LLC (“Yandy”) business, previously included within the Direct-to-Consumer segment. As of March 31, 2023, the Company determined that Yandy’s disposal group met the conditions to be classified as held for sale. Yandy’s assets and liabilities held for sale were classified as current in the Condensed Consolidated Balance Sheet as of March 31, 2023. Refer to Note 3, Assets and Liabilities Held for Sale, for additional information. The sale was completed on April 4, 2023. Refer to Note 18, Subsequent Events. Comprehensive (Loss) Income Comprehensive (loss) income consists of net (loss) income and other gains and losses affecting stockholders’ deficit that, under GAAP, are excluded from net loss and net income. Our other comprehensive (loss) income represents foreign currency translation adjustments attributable to Honey Birdette’s operations. Refer to the Condensed Consolidated Statements of Comprehensive (Loss) Income. Net (Loss) Income Per Share Basic net (loss) income per share is calculated by dividing the net (loss) income attributable to PLBY Group, Inc. stockholders by the weighted-average number of shares of common stock outstanding for the period. The diluted net (loss) income per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which we report net losses, diluted net loss per share is the same as basic net loss per share because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Recently Adopted Accounting Pronouncements There were no recently adopted accounting pronouncements applicable to the Company for the quarter ended March 31, 2023. Accounting Pronouncements Issued but Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. This ASU provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. The guidance is effective for all entities as of March 12, 2020, through December 31, 2022. In January 2021, FASB issued ASU 2021-01, Reference Rate Reform (Topic 848) in response to concerns about structural risks in accounting for reference rate reform. That ASU clarifies certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that affected by the discontinuing transition. LIBOR is used as an index rate for our Term Loan as of December 31, 2022 and March 31, 2023 (see Note 9, Debt). If reference rates are discontinued, the existing contracts will be modified to replace the discontinued rate with a replacement rate. For accounting purposes, such contract modifications would have to be evaluated to determine whether the modified contract is a new contract or a continuation of an existing contract. If they are considered new contracts, the previous contract would be extinguished. Under one of the optional expedients of ASU 2020-04, modifications of contracts within the scope of Topic 310, Receivables , and Topic 470, Debt , will be accounted for by prospectively adjusting the effective interest rates and no such evaluation is required. When elected, the optional expedient for contract modifications must be applied consistently for all eligible contracts or eligible transactions. Upon amendment and restatement of our Credit Agreement on May 10, 2023, LIBOR was replaced with SOFR, See Note 18, Subsequent Events. We are in the process of evaluating the impact of this pronouncement on our financial assets and liabilities where LIBOR was previously used as an index rate. In December 2022, FASB issued ASU 2022-06. Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 . This ASU provides an update to defer the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which all entities will no longer be permitted to apply the relief provided pursuant to such ASU, Topic 848. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. We apply the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 inputs: Based on unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs: Based on observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 inputs: Based on unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities, and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. For cash equivalents, receivables and certain other current assets and liabilities at March 31, 2023 and December 31, 2022, the amounts reported approximate fair value (Level 1) due to their short-term nature. For debt, based upon the refinancing of our senior secured debt in May 2021, its amendment in August 2021, August 2022, December 2022 and February 2023, we believe that its carrying value approximates fair value, as our debt is variable-rate debt that reprices to current market rates frequently. Refer to Note 9, Debt, for additional disclosures about our debt. Our debt is classified within Level 2 of the valuation hierarchy. Liabilities Measured and Recorded at Fair Value on a Recurring Basis The following table summarizes the fair value of our financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (643) $ (643) Mandatorily redeemable preferred stock — — (42,117) (42,117) Total liabilities $ — $ — $ (42,760) $ (42,760) December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (835) $ (835) Mandatorily redeemable preferred stock — (39,099) (39,099) Total Liabilities $ — $ — $ (39,934) $ (39,934) There were no transfers of financial instruments between Level 1, Level 2, and Level 3 during the periods presented. Contingent consideration liability relates to the contingent consideration recorded in connection with the acquisition of GlowUp Digital Inc. (“GlowUp”), which represents the fair value for shares which may be issued and cash which may be paid to the GlowUp sellers, subject to certain indemnification obligations that remained unsettled as of March 31, 2023 and December 31, 2022. We recorded the acquisition-date fair value of the contingent liability as part of the consideration transferred. The fair value of contingent and deferred consideration was estimated using either (i) a Monte Carlo simulation analysis in an option pricing framework, using revenue projections, volatility and stock price as key inputs or (ii) a scenario-based valuation model using probability of payment, certain cost projections, and either discounting (in the case of cash-settled consideration) or stock price (for share-settled consideration) as key inputs. The analysis approach was chosen based on the terms of each purchase agreement and our assessment of appropriate methodology for each case. The contingent payments and value of stock issuances are subsequently remeasured to fair value each reporting date using the same fair value estimation method originally applied with updated estimates and inputs as of March 31, 2023. We recorded $0.2 million and $19.3 million of fair value change as a result of contingent liabilities fair value remeasurement during the three months ended March 31, 2023 and 2022, respectively. We classified financial liabilities associated with the contingent consideration as Level 3 due to the lack of relevant observable inputs. Changes in assumptions described above could have an impact on the payout of contingent consideration. Our Series A Preferred Stock liability, initially valued as of May 16, 2022 (the initial issuance date), and our subsequent Series A Preferred Stock liability, valued as of the August 8, 2022 (the final issuance date), were each calculated using a stochastic interest rate model implemented in a binomial lattice, in order to incorporate the various early redemption features. The fair value option was elected for Series A Preferred Stock liability, as we believe fair value best reflects the expected future economic value. Such liabilities are subsequently remeasured to fair value for each reporting date using the same valuation methodology as originally applied with updated input assumptions. We recorded $3.0 million of fair value change in nonoperating expense as a result of remeasurement of the fair value of our Series A Preferred Stock during the three months ended March 31, 2023. We classified financial liabilities associated with our Series A Preferred Stock as Level 3 due to the lack of relevant observable inputs. Changes in key assumptions, namely preferred stock yields and interest rate volatility, could have an impact on the fair value of our Series A Preferred Stock. The following table provides a roll-forward of the fair value of the liabilities categorized as Level 3 and measured at fair value on a recurring basis for the three months ended March 31, 2023 (in thousands): Contingent Consideration Mandatorily Redeemable Preferred Stock Liability Total Balance at December 31, 2022 $ 835 $ 39,099 $ 39,934 Change in fair value (192) 3,018 2,826 Balance at March 31, 2023 $ 643 $ 42,117 $ 42,760 The decrease in the fair value of the contingent consideration for the three months ended March 31, 2023 was primarily due to a decrease in a price per share of our common stock. The increase in the fair value of our Series A Preferred Stock since issuance was primarily due to a decrease in observed preferred stock yields in the market. Assets and Liabilities Held for Sale We initially measure an asset that is classified as held for sale at the lower of its carrying amount or fair value less costs to sell. We assess the fair value of an asset less costs to sell each reporting period that it remains classified as held for sale, and report any subsequent changes as an adjustment to the carrying amount of the asset. Assets are not depreciated or amortized while they are classified as held for sale. The assumptions used in measuring fair value of assets and liabilities held for sale are considered Level 3 inputs, which include recent purchase offers and market comparables. During the three months ended March 31, 2023, we recorded no impairment charges related to assets and liabilities held for sale. Assets Measured and Recorded at Fair Value on a Non-recurring Basis In addition to liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis. Generally, our non-financial instruments, which primarily consist of goodwill, intangible assets, including digital assets, right-of-use assets and property and equipment, are not required to be measured at fair value on a recurring basis and are reported at carrying value. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying value may not be fully recoverable (and at least annually for goodwill and indefinite-lived intangible assets), non-financial instruments are assessed for impairment and, if applicable, written-down to and recorded at fair value, considering market participant assumptions. Recognized losses related to the impairment of our digital assets during the three months ended March 31, 2023 were immaterial, and the fair value of our digital assets was $0.3 million as of March 31, 2023. During the three months ended March 31, 2022 we recognized $2.4 million of losses related to the impairment of our digital assets, which had a fair value of $0.3 million as of December 31, 2022. Fair value of digital assets held are predominantly based on Level 1 inputs. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale In the first quarter of 2023, the Company initiated a plan to sell Yandy, a business unit that operated within the Direct-to-Consumer segment. This action was taken in pursuit of the Company’s strategy to move to a capital-light business model entirely focused on its most valuable brands, Playboy and Honey Birdette. As of March 31, 2023, the Company determined that Yandy’s disposal group met the criteria discussed in Note 1, Basis of Presentation and Summary of Significant Accounting Policies, to be classified as assets and liabilities held for sale but did not qualify as discontinued operations as the divestiture of Yandy did not represent a strategic shift that will have a major effect on the Company’s operations and financial results. The following table presents information related to the assets and liabilities that were classified as held for sale in our condensed consolidated balance sheet as of March 31, 2023 (in thousands): March 31, 2023 Assets Cash and cash equivalents $ 10 Receivables, net of allowance for credit losses 437 Inventories, net 4,209 Prepaid expenses and other current assets 86 Property and equipment, net 352 Other noncurrent assets 180 Total assets held for sale $ 5,274 Liabilities Accounts payable $ 146 Accrued salaries, wages, and employee benefits 103 Deferred revenues 93 Other current liabilities and accrued expenses 2,818 Total liabilities held for sale $ 3,160 The Yandy sale was completed on April 4, 2023. Refer to Note 18, Subsequent Events, for additional information. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Contract Balances Our contract assets relate to the Trademark Licensing revenue stream where arrangements are typically long-term and non-cancelable. Contract assets are reclassified to accounts receivable when the right to bill becomes unconditional. Our contract liabilities consist of billings or payments received in advance of revenue recognition and are recognized as revenue when transfer of control to customers has occurred. Contract assets and contract liabilities are netted on a contract-by-contract basis. Contract assets were $15.8 million and $16.2 million as of March 31, 2023 and December 31, 2022, respectively. Contract liabilities were $28.7 million and $32.2 million as of March 31, 2023 and December 31, 2022, respectively. The changes in such contract balances during the three months ended March 31, 2023 primarily relate to (i) $12.1 million of revenues recognized that were included in gross outstanding contract balances at December 31, 2022, (ii) a $1.5 million increase in contract liabilities due to cash received in advance or consideration to which we are entitled remaining in the net contract liability balance at period-end, (iii) $7.6 million of contract assets reclassified into accounts receivable as the result of rights to consideration becoming unconditional, and (iv) a $0.1 million decrease in contract assets due to certain trademark licensing contract modifications and terminations. Contract assets were $17.5 million and $17.4 million as of March 31, 2022 and December 31, 2021, respectively. Contract liabilities were $41.5 million and $53.6 million as of March 31, 2022 and December 31, 2021, respectively. The changes in such contract balances during the three months ended March 31, 2022 primarily relate to (i) $15.7 million of revenues recognized that were included in gross contract liabilities at December 31, 2021, (ii) a $1.3 million increase in contract liabilities due to cash received in advance or consideration to which we are entitled remaining in the net contract liability balance at period-end, and (iii) $2.2 million of contract assets reclassified into accounts receivable as a result of rights to consideration becoming unconditional. Future Performance Obligations As of March 31, 2023, unrecognized revenue attributable to unsatisfied and partially unsatisfied performance obligations under our long-term contracts was $203.7 million, of which $197.6 million relates to Trademark Licensing, $5.2 million relates to Magazine and Digital Subscriptions, and $0.9 million relates to other obligations. Unrecognized revenue of the Trademark Licensing revenue stream will be recognized over the next seven years, of which 74% will be recognized in the first five years. Unrecognized revenue of the Magazine and Digital Subscriptions revenue stream will be recognized over the next five years, of which 37% will be recognized in the first year. Unrecognized revenues under contracts disclosed above do not include contracts for which variable consideration is determined based on the customer’s subsequent sale or usage. Disaggregation of Revenue The following table disaggregates revenue by type (in thousands): Three Months Ended March 31, 2023 Licensing Direct-to-Consumer Digital Other Total Trademark licensing $ 9,693 $ — $ — $ — $ 9,693 Digital subscriptions and products — — 2,690 4 2,694 TV and cable programming — — 2,048 — 2,048 Consumer products — 37,006 — — 37,006 Total revenues $ 9,693 $ 37,006 $ 4,738 $ 4 $ 51,441 Three Months Ended March 31, 2022 Licensing Direct-to-Consumer Digital Other Total Trademark licensing $ 14,561 $ — $ — $ — $ 14,561 Magazine, digital subscriptions and products — — 2,300 435 2,735 TV and cable programming — — 2,440 — 2,440 Consumer products — 49,642 — — 49,642 Total revenues $ 14,561 $ 49,642 $ 4,740 $ 435 $ 69,378 The following table disaggregates revenue by point-in-time versus over time (in thousands): Three Months Ended 2023 2022 Point in time $ 37,581 $ 49,733 Over time 13,860 19,645 Total revenues $ 51,441 $ 69,378 |
Inventories, Net
Inventories, Net | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, Net The following table sets forth inventories, net, which are stated at the lower of cost (specific cost and first-in, first-out) and net realizable value (in thousands). The table excludes $4.2 million of Yandy’s inventory, which is included in assets held for sale in the unaudited condensed consolidated balance sheet as of March 31, 2023. Refer to Note 3, Assets and Liabilities Held for Sale. March 31, December 31, Editorial and other pre-publication costs $ 376 $ 690 Merchandise finished goods 18,209 32,399 Total $ 18,585 $ 33,089 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): March 31, December 31, Prepaid taxes $ 1,603 $ 3,150 Deposits 157 205 Prepaid insurance 1,381 1,074 Contract assets, current portion 2,747 2,559 Prepaid software 1,834 3,739 Prepaid inventory not yet received 2,621 3,491 Prepaid platform fees 630 1,126 Other 2,205 2,416 Total $ 13,178 $ 17,760 In the first quarter of 2023, we significantly restructured our technology expenses, and cost-excessive and under-utilized software packages were either terminated or not renewed upon expiration of applicable agreements. This resulted in a restructuring charge of $5.0 million recorded in selling and administrative expenses in the condensed consolidated results of operations for the three months ended March 31, 2023, out of which $1.5 million was the accelerated amortization of prepaid software. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consists of the following (in thousands): March 31, December 31, Leasehold improvements $ 14,101 $ 13,461 Construction in progress 1,233 782 Equipment 3,663 4,103 Internally developed software 8,498 7,096 Furniture and fixtures 1,954 2,185 Total property and equipment, gross 29,449 27,627 Less: accumulated depreciation (11,298) (10,252) Total $ 18,151 $ 17,375 The aggregate depreciation expense related to property and equipment, net was $1.4 million for each of the three months ended March 31, 2023 and 2022. |
Other Current Liabilities and A
Other Current Liabilities and Accrued Expenses | 3 Months Ended |
Mar. 31, 2023 | |
Payables and Accruals [Abstract] | |
Other Current Liabilities and Accrued Expenses | Other Current Liabilities and Accrued Expenses Other current liabilities and accrued expenses consist of the following (in thousands): March 31, December 31, Accrued interest $ 1,556 $ 2,096 Accrued agency fees and commissions 8,768 7,785 Outstanding gift cards and store credits 2,863 4,592 Inventory in transit 2,438 7,231 Sales taxes 4,179 5,552 Other 5,361 6,483 Total $ 25,165 $ 33,739 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table sets forth our debt (in thousands): March 31, December 31, Term loan, due 2027 (as amended) $ 156,213 $ 201,613 Total debt 156,213 201,613 Less: unamortized debt issuance costs (1,344) (1,822) Less: unamortized debt discount (4,899) (6,616) Total debt, net of unamortized debt issuance costs and debt discount 149,970 193,175 Less: current portion of long-term debt (1,600) (2,050) Total debt, net of current portion $ 148,370 $ 191,125 On February 17, 2023, we entered into Amendment No. 4 (the “Fourth Amendment”) to the Credit and Guaranty Agreement, dated as of May 25, 2021 (as previously amended on August 11, 2021, August 8, 2022 and December 6, 2022, the “Credit Agreement”, and as further amended by the Fourth Amendment), by and among PLBY, Playboy Enterprises, Inc., the subsidiary guarantors party thereto, the lenders party thereto, and Acquiom Agency Services LLC, as the administrative agent and the collateral agent, which, among other things: (i) required that the mandatory prepayment of 80% of PLBY’s equity offering proceeds apply only to PLBY’s $50 million rights offering completed in February 2023 (thereby reducing the applicable prepayment cap to $40 million), (ii) required an additional $5 million prepayment by us as a condition to completing the Fourth Amendment, and (iii) reduced the prepayment threshold for waiving our Total Net Leverage Ratio (as defined in the Credit Agreement) financial covenant through June 30, 2024 to $70 million (from the prior $75 million prepayment threshold). Such $70 million of prepayments has been achieved by the Company through the combination of a $25 million prepayment in December 2022, the $40 million prepayment made in connection with the rights offering in February 2023, and the additional $5 million prepayment made at the completion of the Fourth Amendment. The stated interest rate of the term loan (the “Term Loan”) pursuant to the Credit Agreement as of March 31, 2023 and December 31, 2022 was 11.20% and 11.01%, respectively. As a result of the prepayments described above, we obtained a waiver of the Total Net Leverage Ratio covenant through the second quarter of 2024, eliminated the cash maintenance covenants, eliminated the lenders’ board observer rights and eliminated applicable additional margin which had previously been provided for under the Credit Agreement, as amended. The other terms of the Credit Agreement otherwise remain substantially unchanged. Compliance with the financial covenants as of March 31, 2023 and December 31, 2022 was waived pursuant to the terms of the third amendment of the Credit Agreement. The fifth amendment to the Credit Agreement was subsequently entered into on April 4, 2023 to permit, among other things, the sale (the “Yandy Sale”) of our wholly-owned subsidiary, Yandy Enterprises, LLC, and that the proceeds of such sale would not be required to prepay the loans under the Credit Agreement (as amended); provided that at least 30% of the consideration for the Yandy Sale was paid in cash. On May 10, 2023, we then amended and restated the Credit Agreement to reduce the interest rate applicable to our senior secured debt, eliminate our Series A Preferred Stock, obtain additional covenant relief and obtain additional funding. See Note 18, Subsequent Events. The following table sets forth maturities of the principal amount of our Term Loan as of March 31, 2023 (in thousands): Remainder of 2023 $ 1,200 2024 1,600 2025 1,600 2026 1,600 2027 150,213 Total $ 156,213 |
Stockholders_ Equity
Stockholders’ Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Common Stock Common stock reserved for future issuance consists of the following: March 31, December 31, Shares available for grant under equity incentive plans 2,476,141 492,786 Options issued and outstanding under equity incentive plans 2,584,078 2,599,264 Unvested restricted stock units 1,792,292 2,058,534 Vested restricted stock units not yet settled 16,885 11,761 Unvested performance-based restricted stock units 1,089,045 1,089,045 Shares to be issued pursuant to a license, services and collaboration agreement 45,262 48,574 Maximum number of shares issuable to GlowUp sellers pursuant to acquisition indemnity holdback 249,116 249,116 Total common stock reserved for future issuance 8,252,819 6,549,080 On January 24, 2023, we issued 6,357,341 shares of our common stock in a registered direct offering to a limited number of investors, out of which 489,026 shares of our common stock were issued in relation to the $1.25 million commitment fee for the registered direct offering. We received $15 million in gross proceeds from the registered direct offering, and net proceeds of $13.9 million, after the payment of offering fees and expenses. |
Mandatorily Redeemable Preferre
Mandatorily Redeemable Preferred Stock | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Mandatorily Redeemable Preferred Stock | Mandatorily Redeemable Preferred Stock In each of May 2022 and August 2022, the Company issued and sold 25,000 shares, for a total 50,000 shares, of Series A Preferred Stock at a price of $1,000 per share. At any time, the Company has the right, at its option, to redeem the Series A Preferred Stock, in whole or in part. The Company will also be required to redeem the Series A Preferred Stock in full on September 30, 2027, or upon certain changes of control of the Company, subject to the terms of the Certificate of Designation for the Series A Preferred Stock. Holders of shares of Series A Preferred Stock are entitled to cumulative dividends, which are payable quarterly in arrears in cash or, subject to certain limitations, in shares of common stock or any combination thereof, or by increasing the Liquidation Preference for each outstanding share of Series A Preferred Stock to the extent not so paid. Dividends accrue on each share of Series A Preferred Stock at the rate of 8.0% per annum from the date of issuance until the fifth anniversary of the date of issuance, and thereafter such rate will increase quarterly by 1.0%. We recorded $3.0 million of fair value change in nonoperating expense as a result of remeasurement of the fair value of our Series A Preferred Stock liability during the three months ended March 31, 2023. The fair value of our Series A Preferred Stock liability was $42.1 million and $39.1 million as of March 31, 2023 and December 31, 2022, respectively, which included cumulative unpaid dividends in the aggregate of $3.2 million and $2.1 million, respectively, and per share amounts of $127.09 and $84.40, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation As of March 31, 2023, 7,835,715 shares of common stock had been authorized for issuance under our 2021 Equity and Incentive Compensation Plan (“2021 Plan”) and 6,287,687 shares of common stock were originally reserved for issuance under our 2018 Equity Incentive Plan (“2018 Plan”); however, no further grants may be made pursuant to the 2018 Plan. Stock Option Activity A summary of the stock option activity under our equity incentive plans is as follows: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Balance – December 31, 2022 2,599,264 $ 8.41 7.2 $ — Granted — — — — Exercised — — — — Forfeited and cancelled (15,186) 28.08 — — Balance – March 31, 2023 2,584,078 $ 8.30 6.8 $ — Exercisable – March 31, 2023 2,212,341 $ 7.33 6.6 $ — Vested and expected to vest as of March 31, 2023 2,584,078 $ — 6.8 $ — There were no options granted in the first quarter of 2023 or 2022. Restricted Stock Units A summary of restricted stock unit activity under our equity incentive plans is as follows: Number of Awards Weighted- Average Grant Date Fair Value per Share Unvested and outstanding balance at December 31, 2022 2,058,534 $ 12.79 Granted — — Vested (179,580) 22.24 Forfeited (86,662) 15.40 Unvested and outstanding balance at March 31, 2023 1,792,292 $ 11.71 The total fair value of restricted stock units that vested during the three months ended March 31, 2023 and 2022 was approximately $0.4 million and $4.5 million, respectively. We had 16,885 outstanding and fully vested restricted stock units that remained unsettled at March 31, 2023, all of which are expected to be settled in 2023. As such, they are excluded from outstanding shares of common stock but are included in weighted-average shares outstanding for the calculation of net (loss) income per share for the three months ended March 31, 2023. There was no activity with respect to performance-based restricted stock units during the three months ended March 31, 2023. Performance-based restricted stock units for 1,089,045 shares were unvested and outstanding as of March 31, 2023 and December 31, 2022. Stock-Based Compensation Expense Stock-based compensation expense under our equity incentive plans was as follows for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Cost of sales (1) $ 373 $ 879 Selling and administrative expenses (2) 4,846 5,660 Total $ 5,219 $ 6,539 _______ ( 1) Cost of sales includes $0.2 million and $0.1 million of stock-based compensation expense associated with equity awards granted to an independent contractor for services pursuant to the terms of a license, services and collaboration agreement for the three months ended March 31, 2023 and 2022, respectively. (2 ) Selling and administrative expenses for the three months ended March 31, 2023 include $1.0 million of accelerated amortization of stock-based compensation expense for certain equity awards during the three months ended March 31, 2023. The expense presented in the table above is net of capitalized stock-based compensation relating to software development costs of $0.7 million during the three months ended March 31, 2023. At March 31, 2023, total unrecognized compensation cost related to unvested stock option awards was $2.1 million and is expected to be recognized over the remaining weighted-average service period of 0.96 years. At March 31, 2023, total unrecognized compensation cost related to unvested performance-based restricted stock units and restricted stock units was $20.2 million and is expected to be recognized over the remaining weighted-average service period of 1.97 years. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases Lease cost associated with operating leases for the three months ended March 31, 2023 and 2022 is included in the table below. As of March 31, 2023 and December 31, 2022 the weighted average remaining term of our operating leases was 5.3 years and 5.4 years, respectively, and the weighted average discount rate used to estimate the net present value of the operating lease liabilities was 6.1% and 6.0%, respectively. Cash payments for amounts included in the measurement of operating lease liabilities were $3.3 million and $3.1 million for the three months ended March 31, 2023 and 2022, respectively. Right of use assets obtained in exchange for new operating lease liabilities were $1.4 million and $0.5 million for the three months ended March 31, 2023 and 2022, respectively. Net lease cost recognized in our unaudited condensed consolidated statements of operations is summarized as follows (in thousands): Three Months Ended 2023 2022 Operating lease cost $ 3,070 $ 3,110 Variable lease cost 808 580 Short-term lease cost 716 427 Sublease income (69) (64) Total $ 4,525 $ 4,053 Maturities of our operating lease liabilities as of March 31, 2023 are as follows (in thousands): Amounts Remainder of 2023 $ 9,366 2024 11,348 2025 9,621 2026 8,877 2027 6,081 Thereafter 9,563 Total undiscounted lease payments 54,856 Less: imputed interest (9,327) Total operating lease liabilities $ 45,529 Operating lease liabilities, current portion $ 9,933 Operating lease liabilities, noncurrent portion $ 35,596 Legal Contingencies From time to time, we may have certain contingent liabilities that arise in the ordinary course of our business activities. We accrue a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. AVS Case In March 2020, our subsidiary Playboy Enterprises International, Inc. (together with its subsidiaries, “PEII”) terminated its license agreement with a licensee, AVS Products, LLC (“AVS”), for AVS’s failure to make required payments to PEII under the agreement, following notice of breach and an opportunity to cure. On February 6, 2021, PEII received a letter from counsel to AVS alleging that the termination of the contract was improper, and that PEII failed to meet its contractual obligations, preventing AVS from fulfilling its obligations under the license agreement. On February 25, 2021, PEII brought suit against AVS in Los Angeles Superior Court to prevent further unauthorized sales of PLAYBOY branded products and for disgorgement of unlawfully obtained funds. On March 1, 2021, PEII also brought a claim in arbitration against AVS for outstanding and unpaid license fees. PEII and AVS subsequently agreed that the claims PEII brought in arbitration would be alleged in the Los Angeles Superior Court case instead, and on April 23, 2021, the parties entered into and filed a stipulation to that effect with the court. On May 18, 2021, AVS filed a demurrer, asking for the court to remove an individual defendant and dismiss PEII’s request for a permanent injunction. On June 10, 2021, the court denied AVS’s demurrer. AVS filed an opposition to PEII’s motion for a preliminary injunction to enjoin AVS from continuing to sell or market PLAYBOY branded products on July 2, 2021, which the court denied on July 28, 2021. On August 10, 2021, AVS filed a cross-complaint for breach of contract, breach of the implied covenant of good faith and fair dealing, quantum meruit and declaratory relief. As in its February 2021 letter, AVS alleges its license was wrongfully terminated and that PEII failed to approve AVS’ marketing efforts in a manner that was either timely or that was commensurate with industry practice. AVS is seeking to be excused from having to perform its obligations as a licensee, payment of the value for services rendered by AVS to PEII outside of the license, and damages to be proven at trial. We filed a motion for summary judgment, which is scheduled to be heard by the court on June 6, 2023. Trial is set for January 22, 2024. The parties are currently engaged in discovery. We believe AVS’ claims and allegations are without merit, and we will defend this matter vigorously. |
Severance Costs
Severance Costs | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Severance Costs | Severance CostsWe incurred severance costs during the three months ended March 31, 2023 due to the reduction of headcount as we shift our business to a capital-light model. We did not incur such costs during the three months ended March 31, 2022. We recorded severance costs of $1.7 million in accrued salaries, wages, and employee benefits on our unaudited condensed consolidated balance sheets as of March 31, 2023 and in selling and administrative expenses on our unaudited condensed consolidated statements of operations for the three months ended March 31, 2023. We also recorded an additional stock-based compensation expense of $1.0 million in selling and administrative expenses on our unaudited condensed consolidated statements of operations for the three months ended March 31, 2023 due to acceleration of certain equity awards as a result of the severance during the three months ended March 31, 2023. The total liability related to the reduction of headcount was $1.7 million as of March 31, 2023. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesFor the three months ended March 31, 2023 and 2022, our provision for income taxes was a benefit of $1.7 million and $2.8 million, respectively. The effective tax rate for the three months ended March 31, 2023 and 2022 was 4.4% and (100.9)%, respectively. The effective tax rate for the three months ended March 31, 2023 differed from the U.S. statutory federal income tax rate of 21% primarily due to foreign withholding taxes, Section 162(m) limitations, stock compensation shortfall deductions and the release of valuation allowance due to a reduction in net deferred tax liabilities of indefinite lived intangibles. The effective tax rate for the three months ended March 31, 2022 differed from the U.S. statutory federal income tax rate of 21% primarily due to foreign withholding taxes, Section 162(m) limitations, stock compensation windfall deductions, a contingent consideration fair market value adjustment related to prior acquisitions, foreign income taxes and the release of valuation allowance due to a reduction in net deferred tax liabilities of indefinite lived intangibles. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income Per Share | Net (Loss) Income Per Share The following table sets forth basic and diluted net (loss) income per share attributable to common stockholders for the periods presented (in thousands, except share and per share data): Three Months Ended 2023 2022 Numerator: Net (loss) income $ (37,680) $ 5,543 Denominator for basic and diluted net (loss) income per share: Weighted average common shares outstanding for basic 65,159,156 45,913,694 Dilutive potential common stock outstanding: Stock options and RSUs — 1,671,950 Weighted average common shares outstanding for diluted 65,159,156 47,585,644 Basic net (loss) income per share (0.58) 0.12 Diluted net (loss) income per share $ (0.58) $ 0.12 The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net (loss) income per share due to their anti-dilutive effect: Three Months Ended 2023 2022 Stock options to purchase common stock 2,584,078 246,842 Unvested restricted stock units 1,792,292 — Unvested performance-based restricted stock units 1,089,045 — |
Segments
Segments | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segments | Segments We have three reportable segments: Licensing, Direct-to-Consumer, and Digital Subscriptions and Content. The Licensing segment derives revenue from trademark licenses for third-party consumer products and location-based entertainment businesses. The Direct-to-Consumer segment derives revenue from sales of consumer products sold through third-party retailers, online direct-to-customer or brick-and-mortar through our recently acquired sexual wellness chain, Lovers, with 41 stores in five states (40 stores as of March 31, 2022), and lingerie company, Honey Birdette, with 58 stores in three countries as of March 31, 2023. The Digital Subscriptions and Content segment derives revenue from the subscription of Playboy programming that is distributed through various channels, including domestic and international television, sales of tokenized digital art and collectibles, and sales of creator content offerings to consumers on playboy . com . At the end of the first quarter of 2023, we entered into a joint venture (“Playboy China”) with Charactopia Licensing Limited, the brand management unit of Fung Group, that will jointly own and operate the Playboy consumer products business in mainland China, Hong Kong and Macau. Playboy China is expected to invigorate our China-market Playboy Direct-to-Consumer and Licensing businesses, building on Playboy’s current roster of licensees and online storefronts by maximizing revenue from existing licensees and generating additional revenue by expanding into new product categories with new licensees. We incurred $1.3 million of costs associated with the formation of Playboy China joint venture in the first quarter of 2023. Our Chief Executive Officer is our Chief Operating Decision Maker (“CODM”). Segment information is presented in the same manner that our CODM reviews the operating results in assessing performance and allocating resources. Total asset information is not included in the tables below as it is not provided to and reviewed by our CODM. The “All Other” line items for 2022 in the table below are primarily attributable to revenues and costs related to the fulfillment of magazine subscription obligations, which do not meet the quantitative threshold for determining reportable segments. We discontinued publishing Playboy magazine in the first quarter of 2020. The “Corporate” line item in the tables below includes certain operating expenses that are not allocated to the reporting segments presented to our CODM. These expenses include legal, human resources, accounting/finance, information technology and facilities. The accounting policies of the reportable segments are the same as those described in Note 1, Basis of Presentation and Summary of Significant Accounting Policies. The following table sets forth financial information by reportable segment (in thousands): Three Months Ended 2023 2022 Net revenues: Licensing $ 9,693 $ 14,561 Direct-to-Consumer 37,006 49,642 Digital Subscriptions and Content 4,738 4,740 All Other 4 435 Total $ 51,441 $ 69,378 Operating (loss) income: Licensing $ 3,565 $ 9,759 Direct-to-Consumer (17,453) 588 Digital Subscriptions and Content (609) (3,104) Corporate (14,938) (726) All Other (5) 372 Total $ (29,440) $ 6,889 Geographic Information Revenue by geography is based on where the customer is located. The following tables set forth revenue by geographic area for the the months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Net revenues: United States $ 31,847 $ 40,778 China 7,546 11,857 Australia 6,948 10,803 UK 2,507 2,992 Other 2,593 2,948 Total $ 51,441 $ 69,378 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 4, 2023, we entered into Amendment No. 5 to the Credit Agreement (the “Fifth Amendment”) to permit, among other things, the sale of our wholly-owned subsidiary, Yandy Enterprises, LLC, and that the proceeds of such sale would not be required to prepay the loans under the Credit Agreement (as amended through the Fifth Amendment); provided that at least 30% of the consideration for the Yandy Sale was paid in cash. On April 4, 2023, we also completed the sale of all of the membership interests of our wholly-owned subsidiary, Yandy Enterprises, LLC, to an unaffiliated, private, third-party buyer (“Buyer”). The consideration paid by the Buyer for the Yandy Sale consisted of $1 million in cash and a $2 million secured promissory note, which accrues interest at 8% per annum, is payable over three years and is secured by substantially all the assets of Yandy and the Buyer’s interests in Yandy. The business component sold for an amount approximately equal to its carrying value. Transaction expenses incurred in connection with the sale were immaterial. In connection with the Yandy Sale, on April 4, 2023, we entered into a sublease agreement with Yandy (under its new ownership by Buyer) for Yandy’s warehouse on substantively the same terms as the original lease. As a result, Yandy’s warehouse right of use assets and related lease liabilities, including leasehold improvements associated with the lease remained on the Company’s condensed consolidated balance sheet as of March 31, 2023. On May 10, 2023 (the “Restatement Date”), we entered into an amendment and restatement of our Credit Agreement (the “A&R Credit Agreement”), by and among Playboy Enterprises, Inc., as the borrower (the “Borrower”), the Company and certain other subsidiaries of the Company as guarantors (collectively, the “Guarantors”), the lenders party thereto, and Acquiom Agency Services LLC, as the administrative agent and collateral agent (the “Agent”). The A&R Credit Agreement was entered into to reduce the interest rate applicable to our senior secured debt, eliminate our outstanding Series A Preferred Stock, obtain additional covenant relief and obtain additional funding. In connection with the A&R Credit Agreement, Fortress Credit Corp. and its affiliates (together, “Fortress”) became our lender with respect to approximately 90% of the term loans under the A&R Credit Agreement (the “A&R Term Loans”), Fortress exchanged 50,000 shares of the Company’s Series A Preferred Stock (representing all of the Company’s issued and outstanding preferred stock) for approximately $53.6 million of the A&R Term Loans, and Fortress extended an approximately $11.8 million of additional funding as part of the A&R Term Loans. As a result, the Company’s Series A Stock has been eliminated, and the principal balance of the A&R Term Loans under the A&R Credit Agreement is approximately $210 million (whereas the original Credit Agreement had an outstanding balance of approximately $156 million as of March 31, 2023). The primary changes to the terms of the original Credit Agreement set forth in the A&R Credit Agreement, include: • The apportioning of the original Credit Agreement’s term loans into approximately $20.6 million of Tranche A term loans (“Tranche A”) and approximately $189.4 million of Tranche B term loans (“Tranche B”, and together with Tranche A comprising the A&R Term Loans); • Eliminating the prior amortization payments applicable to the total term loan under the original Credit Agreement and requiring that only the smaller Tranche A be subject to quarterly amortization payments of approximately $76,000 per quarter; • The benchmark rate for the A&R Term Loans will be the applicable term of secured overnight financing rate as published by the Federal Reserve Bank of New York (“SOFR”) rather than LIBOR; • As of the Restatement Date, Tranche A will accrue interest at SOFR plus 6.25%, with a SOFR floor of 0.50%; • As of the Restatement Date, Tranche B will accrue interest at SOFR plus 4.25%, with a SOFR floor of 0.50%; • No leverage covenants through the first quarter of 2025, with testing of a total net leverage ratio covenant commencing following the quarter ending March 31, 2025, which covenant will be initially set at 7.25:1.00, reducing in 0.25 increments per quarter until the ratio reaches 5.25:1.00 for the quarter ending March 31, 2027; • The requisite lenders for approvals under the A&R Credit Agreement will no longer require two unaffiliated lenders when there are at least two unaffiliated lenders, except with respect to customary fundamental rights; • The lenders will be entitled to appoint one observer to the Company’s board of directors (subject to certain exceptions), and the Company shall be responsible for reimbursing the board observer for all reasonable out-of-pocket costs and expenses; and • Allowing the Company to make up to $15 million of stock buybacks through the term of the A&R Credit Agreement. The interest rate applicable to borrowings under the A&R Term Loans may be adjusted on periodic measurement dates provided for under the A&R Credit Agreement based on the type of loans borrowed by the Company and the total leverage ratio of the Company at such time. The Company, at its option, may borrow loans which accrue interest at (i) a base rate (with a floor of 1.50%) or (ii) at SOFR, in each case plus an applicable per annum margin. The per annum applicable margin for Tranche A base rate loans is 5.25% or 4.75%, with the lower rate applying when the total leverage ratio as of the applicable measurement date is 3.00 to 1.00 or less, and the per annum applicable margin for Tranche A SOFR loans is 6.25% or 5.75%, with the lower rate applying when the total leverage ratio as of the applicable measurement date is 3.00 to 1.00 or less. With respect to Tranche B loans that are SOFR loans, the per annum applicable margin will be 4.25% and with respect to Tranche B loans that are base rate loans, the per annum applicable margin will be 3.25%. In addition, the A&R Term Loans will be subject to a credit spread adjustment of 0.10% per annum. The A&R Term Loans are subject to mandatory prepayments under certain circumstances, with certain exceptions, from excess cash flow, the proceeds of the sale of assets, the proceeds from the incurrence of certain other indebtedness, and certain casualty and condemnation proceeds. The A&R Term Loans may be voluntarily prepaid by us at any time without any prepayment penalty. The A&R Credit Agreement does not include any minimum cash covenants. The A&R Term Loans retained the same final maturity date of May 25, 2027 as the term loan under the original Credit Agreement. In connection with the A&R Credit Agreement, the Company was not required to pay any fees, but it is required to pay the lenders’ and the Agent’s legal expenses in connection with the transaction. The obligations of the Borrower pursuant to the A&R Credit Agreement are guaranteed by the Company, certain current and future wholly-owned, domestic subsidiaries of the Company, and material foreign subsidiaries of the Company. In connection with the A&R Credit Agreement, the Borrower, the Company and the other Guarantors reaffirmed the senior security interest to the Agent in substantially all of the Borrower and Guarantors’ assets (including the stock of certain of their subsidiaries) in order to secure their obligations under the A&R Credit Agreement. Substantially consistent with the original Credit Agreement, the A&R Credit Agreement contains customary representations and warranties and events of default, as well as various affirmative and negative covenants, including limitations on liens, indebtedness, mergers, investments, negative pledges, dividends, sale and leasebacks, asset sales, and affiliate transactions. Failure to comply with these covenants and restrictions could result in an event of default under the A&R Credit Agreement. In such an event, all amounts outstanding under the A&R Credit Agreement, together with any accrued interest, could then be declared immediately due and payable. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Unaudited Interim Condensed Consolidated Financial Statements | Basis of Presentation The interim condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Unaudited Interim Condensed Consolidated Financial Statements The interim condensed consolidated balance sheet as of March 31, 2023, and the interim condensed consolidated statements of operations, comprehensive (loss) income, cash flows, and stockholders’ equity for the three months ended March 31, 2023 and 2022 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of our financial position as of March 31, 2023 and our results of operations and cash flows for the three months ended March 31, 2023 and 2022. The financial data and other financial information disclosed in these notes to the interim condensed consolidated financial statements related to the three-month periods are also unaudited. The interim condensed consolidated results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any future annual or interim period. The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. These interim condensed consolidated financial statements should be read in conjunction with our audited financial statements included in the Annual Report on Form 10-K as filed by us with the Securities and Exchange Commission on March 16, 2023. |
Principles of Consolidation | Principles of Consolidation The interim condensed consolidated financial statements include our accounts and all majority-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The Company follows a monthly reporting calendar, with its fiscal year ending on December 31. Prior to the third quarter of 2022, Honey Birdette (Aust) Pty Limited (“Honey Birdette”), which the Company acquired in August 2021 had different fiscal quarter and year ends than the Company. Honey Birdette followed a fiscal calendar widely used by the retail industry which resulted in a fiscal year consisting of a 52- or 53-week period ending on the Sunday closest to December 31. Honey Birdette’s fiscal year previously consisted of four 13-week quarters, with an extra week added to each fiscal year every five or six years. Honey Birdette’s first fiscal quarter in 2022 consisted of 13 weeks. The difference in prior fiscal periods for Honey Birdette and the Company is immaterial and no related adjustments have been made in the preparation of these unaudited condensed consolidated financial statements. |
Reclassifications | Reclassifications Certain prior period amounts in the condensed consolidated statements of operations and condensed consolidated balance sheet have been reclassified to conform with the current period presentation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. |
Concentration of Business and Credit Risk | Concentrations of Business and Credit RiskWe maintain certain cash balances in excess of Federal Deposit Insurance Corporation insured limits. We periodically evaluate the credit worthiness of the financial institutions with which we maintain cash deposits. We have not experienced any losses in such accounts and do not believe that there is any credit risk to our cash. Concentration of credit risk with respect to accounts receivable is limited due to the wide variety of customers to whom our products are sold and/or licensed. |
Restricted Cash | Restricted Cash At March 31, 2023 and December 31, 2022, restricted cash was primarily related to a cash collateralized letter of credit we maintained in connection with the lease of our Los Angeles headquarters, as well as Honey Birdette’s term deposit in relation to its Sydney office lease. |
Advertising Cost | Advertising Costs We expense advertising costs as incurred. Advertising expenses were $4.3 million and $7.1 million for the three months ended March 31, 2023 and 2022, respectively. We also have various arrangements with collaborators pursuant to which we reimburse them for a portion of their advertising costs in the form of co-op marketing which provide advertising benefits to us. The costs that we incur for such advertising costs are recorded as a reduction of revenue. |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale We classify assets and liabilities as held for sale, collectively referred to as the disposal group, when management commits to a formal plan to actively market the assets for sale at a price reasonable in relation to fair value, it is unlikely that significant changes will be made to the plan, the assets are available for immediate sale in its present condition, an active program to locate a buyer and other actions required to complete the sale have been initiated and the sale of the assets is expected to be completed within one year. A disposal group that is classified as held for sale is initially measured at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a disposal group until the date of sale. The fair value of a disposal group less any costs to sell is assessed each reporting period it remains classified as held for sale and any subsequent changes are reported as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale. In the first quarter of 2023, the Company initiated a plan to sell its Yandy Enterprises LLC (“Yandy”) business, previously included within the Direct-to-Consumer segment. As of March 31, 2023, the Company determined that Yandy’s disposal group met the conditions to be classified as held for sale. Yandy’s assets and liabilities held for sale were classified as current in the Condensed Consolidated Balance Sheet as of March 31, 2023. Refer to Note 3, Assets and Liabilities Held for Sale, for additional information. The sale was completed on April 4, 2023. Refer to Note 18, Subsequent Events. |
Comprehensive (Loss) Income | Comprehensive (Loss) Income Comprehensive (loss) income consists of net (loss) income and other gains and losses affecting stockholders’ deficit that, under GAAP, are excluded from net loss and net income. Our other comprehensive (loss) income represents foreign currency translation adjustments attributable to Honey Birdette’s operations. Refer to the Condensed Consolidated Statements of Comprehensive (Loss) Income. |
Net (Loss) Income Per Share | Net (Loss) Income Per Share Basic net (loss) income per share is calculated by dividing the net (loss) income attributable to PLBY Group, Inc. stockholders by the weighted-average number of shares of common stock outstanding for the period. The diluted net (loss) income per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which we report net losses, diluted net loss per share is the same as basic net loss per share because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. |
Recently Adopted Accounting Pronouncements and Accounting Pronouncements Issued but Not Yet Adopted | Recently Adopted Accounting Pronouncements There were no recently adopted accounting pronouncements applicable to the Company for the quarter ended March 31, 2023. Accounting Pronouncements Issued but Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. This ASU provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. The guidance is effective for all entities as of March 12, 2020, through December 31, 2022. In January 2021, FASB issued ASU 2021-01, Reference Rate Reform (Topic 848) in response to concerns about structural risks in accounting for reference rate reform. That ASU clarifies certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that affected by the discontinuing transition. LIBOR is used as an index rate for our Term Loan as of December 31, 2022 and March 31, 2023 (see Note 9, Debt). If reference rates are discontinued, the existing contracts will be modified to replace the discontinued rate with a replacement rate. For accounting purposes, such contract modifications would have to be evaluated to determine whether the modified contract is a new contract or a continuation of an existing contract. If they are considered new contracts, the previous contract would be extinguished. Under one of the optional expedients of ASU 2020-04, modifications of contracts within the scope of Topic 310, Receivables , and Topic 470, Debt , will be accounted for by prospectively adjusting the effective interest rates and no such evaluation is required. When elected, the optional expedient for contract modifications must be applied consistently for all eligible contracts or eligible transactions. Upon amendment and restatement of our Credit Agreement on May 10, 2023, LIBOR was replaced with SOFR, See Note 18, Subsequent Events. We are in the process of evaluating the impact of this pronouncement on our financial assets and liabilities where LIBOR was previously used as an index rate. In December 2022, FASB issued ASU 2022-06. Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 . This ASU provides an update to defer the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which all entities will no longer be permitted to apply the relief provided pursuant to such ASU, Topic 848. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedules of Concentration of Risk | The following table represents receivables from the Company’s customers exceeding 10% of its total as of March 31, 2023 and December 31, 2022: Customer March 31, December 31, Customer A 36 % 24 % Customer B 20 % * *Indicates receivables for the customer did not exceed 10% of the Company’s total as of March 31, 2023 and December 31, 2022. The following table represents revenue from the Company’s customers exceeding 10% of its total for the three months ended March 31, 2023 and 2022: Three Months Ended Customer 2023 2022 Customer A 10 % * Customer B * * *Indicates revenues for the customer did not exceed 10% of the Company’s total for the three months ended March 31, 2023 and 2022. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table summarizes the fair value of our financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (643) $ (643) Mandatorily redeemable preferred stock — — (42,117) (42,117) Total liabilities $ — $ — $ (42,760) $ (42,760) December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (835) $ (835) Mandatorily redeemable preferred stock — (39,099) (39,099) Total Liabilities $ — $ — $ (39,934) $ (39,934) |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a roll-forward of the fair value of the liabilities categorized as Level 3 and measured at fair value on a recurring basis for the three months ended March 31, 2023 (in thousands): Contingent Consideration Mandatorily Redeemable Preferred Stock Liability Total Balance at December 31, 2022 $ 835 $ 39,099 $ 39,934 Change in fair value (192) 3,018 2,826 Balance at March 31, 2023 $ 643 $ 42,117 $ 42,760 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Major Classes of Assets and Liabilities for Business Unit Held for Sale | The following table presents information related to the assets and liabilities that were classified as held for sale in our condensed consolidated balance sheet as of March 31, 2023 (in thousands): March 31, 2023 Assets Cash and cash equivalents $ 10 Receivables, net of allowance for credit losses 437 Inventories, net 4,209 Prepaid expenses and other current assets 86 Property and equipment, net 352 Other noncurrent assets 180 Total assets held for sale $ 5,274 Liabilities Accounts payable $ 146 Accrued salaries, wages, and employee benefits 103 Deferred revenues 93 Other current liabilities and accrued expenses 2,818 Total liabilities held for sale $ 3,160 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from External Customers by Products and Services | The following table disaggregates revenue by type (in thousands): Three Months Ended March 31, 2023 Licensing Direct-to-Consumer Digital Other Total Trademark licensing $ 9,693 $ — $ — $ — $ 9,693 Digital subscriptions and products — — 2,690 4 2,694 TV and cable programming — — 2,048 — 2,048 Consumer products — 37,006 — — 37,006 Total revenues $ 9,693 $ 37,006 $ 4,738 $ 4 $ 51,441 Three Months Ended March 31, 2022 Licensing Direct-to-Consumer Digital Other Total Trademark licensing $ 14,561 $ — $ — $ — $ 14,561 Magazine, digital subscriptions and products — — 2,300 435 2,735 TV and cable programming — — 2,440 — 2,440 Consumer products — 49,642 — — 49,642 Total revenues $ 14,561 $ 49,642 $ 4,740 $ 435 $ 69,378 The following table disaggregates revenue by point-in-time versus over time (in thousands): Three Months Ended 2023 2022 Point in time $ 37,581 $ 49,733 Over time 13,860 19,645 Total revenues $ 51,441 $ 69,378 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | The following table sets forth inventories, net, which are stated at the lower of cost (specific cost and first-in, first-out) and net realizable value (in thousands). The table excludes $4.2 million of Yandy’s inventory, which is included in assets held for sale in the unaudited condensed consolidated balance sheet as of March 31, 2023. Refer to Note 3, Assets and Liabilities Held for Sale. March 31, December 31, Editorial and other pre-publication costs $ 376 $ 690 Merchandise finished goods 18,209 32,399 Total $ 18,585 $ 33,089 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): March 31, December 31, Prepaid taxes $ 1,603 $ 3,150 Deposits 157 205 Prepaid insurance 1,381 1,074 Contract assets, current portion 2,747 2,559 Prepaid software 1,834 3,739 Prepaid inventory not yet received 2,621 3,491 Prepaid platform fees 630 1,126 Other 2,205 2,416 Total $ 13,178 $ 17,760 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consists of the following (in thousands): March 31, December 31, Leasehold improvements $ 14,101 $ 13,461 Construction in progress 1,233 782 Equipment 3,663 4,103 Internally developed software 8,498 7,096 Furniture and fixtures 1,954 2,185 Total property and equipment, gross 29,449 27,627 Less: accumulated depreciation (11,298) (10,252) Total $ 18,151 $ 17,375 |
Other Current Liabilities and_2
Other Current Liabilities and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Other Current Liabilities and Accrued Expenses | Other current liabilities and accrued expenses consist of the following (in thousands): March 31, December 31, Accrued interest $ 1,556 $ 2,096 Accrued agency fees and commissions 8,768 7,785 Outstanding gift cards and store credits 2,863 4,592 Inventory in transit 2,438 7,231 Sales taxes 4,179 5,552 Other 5,361 6,483 Total $ 25,165 $ 33,739 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | The following table sets forth our debt (in thousands): March 31, December 31, Term loan, due 2027 (as amended) $ 156,213 $ 201,613 Total debt 156,213 201,613 Less: unamortized debt issuance costs (1,344) (1,822) Less: unamortized debt discount (4,899) (6,616) Total debt, net of unamortized debt issuance costs and debt discount 149,970 193,175 Less: current portion of long-term debt (1,600) (2,050) Total debt, net of current portion $ 148,370 $ 191,125 |
Schedule of Maturities of the Principal Amount of Debt | The following table sets forth maturities of the principal amount of our Term Loan as of March 31, 2023 (in thousands): Remainder of 2023 $ 1,200 2024 1,600 2025 1,600 2026 1,600 2027 150,213 Total $ 156,213 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance consists of the following: March 31, December 31, Shares available for grant under equity incentive plans 2,476,141 492,786 Options issued and outstanding under equity incentive plans 2,584,078 2,599,264 Unvested restricted stock units 1,792,292 2,058,534 Vested restricted stock units not yet settled 16,885 11,761 Unvested performance-based restricted stock units 1,089,045 1,089,045 Shares to be issued pursuant to a license, services and collaboration agreement 45,262 48,574 Maximum number of shares issuable to GlowUp sellers pursuant to acquisition indemnity holdback 249,116 249,116 Total common stock reserved for future issuance 8,252,819 6,549,080 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock option activity | A summary of the stock option activity under our equity incentive plans is as follows: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Balance – December 31, 2022 2,599,264 $ 8.41 7.2 $ — Granted — — — — Exercised — — — — Forfeited and cancelled (15,186) 28.08 — — Balance – March 31, 2023 2,584,078 $ 8.30 6.8 $ — Exercisable – March 31, 2023 2,212,341 $ 7.33 6.6 $ — Vested and expected to vest as of March 31, 2023 2,584,078 $ — 6.8 $ — |
Schedule of restricted stock unit activity | A summary of restricted stock unit activity under our equity incentive plans is as follows: Number of Awards Weighted- Average Grant Date Fair Value per Share Unvested and outstanding balance at December 31, 2022 2,058,534 $ 12.79 Granted — — Vested (179,580) 22.24 Forfeited (86,662) 15.40 Unvested and outstanding balance at March 31, 2023 1,792,292 $ 11.71 |
Schedule of allocated share-based compensation expense | Stock-based compensation expense under our equity incentive plans was as follows for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Cost of sales (1) $ 373 $ 879 Selling and administrative expenses (2) 4,846 5,660 Total $ 5,219 $ 6,539 _______ ( 1) Cost of sales includes $0.2 million and $0.1 million of stock-based compensation expense associated with equity awards granted to an independent contractor for services pursuant to the terms of a license, services and collaboration agreement for the three months ended March 31, 2023 and 2022, respectively. (2 ) Selling and administrative expenses for the three months ended March 31, 2023 include $1.0 million of accelerated amortization of stock-based compensation expense for certain equity awards during the three months ended March 31, 2023. |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Net Lease Cost | Net lease cost recognized in our unaudited condensed consolidated statements of operations is summarized as follows (in thousands): Three Months Ended 2023 2022 Operating lease cost $ 3,070 $ 3,110 Variable lease cost 808 580 Short-term lease cost 716 427 Sublease income (69) (64) Total $ 4,525 $ 4,053 |
Schedule of Maturities of Operating Lease Liabilities | Maturities of our operating lease liabilities as of March 31, 2023 are as follows (in thousands): Amounts Remainder of 2023 $ 9,366 2024 11,348 2025 9,621 2026 8,877 2027 6,081 Thereafter 9,563 Total undiscounted lease payments 54,856 Less: imputed interest (9,327) Total operating lease liabilities $ 45,529 Operating lease liabilities, current portion $ 9,933 Operating lease liabilities, noncurrent portion $ 35,596 |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table sets forth basic and diluted net (loss) income per share attributable to common stockholders for the periods presented (in thousands, except share and per share data): Three Months Ended 2023 2022 Numerator: Net (loss) income $ (37,680) $ 5,543 Denominator for basic and diluted net (loss) income per share: Weighted average common shares outstanding for basic 65,159,156 45,913,694 Dilutive potential common stock outstanding: Stock options and RSUs — 1,671,950 Weighted average common shares outstanding for diluted 65,159,156 47,585,644 Basic net (loss) income per share (0.58) 0.12 Diluted net (loss) income per share $ (0.58) $ 0.12 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net (loss) income per share due to their anti-dilutive effect: Three Months Ended 2023 2022 Stock options to purchase common stock 2,584,078 246,842 Unvested restricted stock units 1,792,292 — Unvested performance-based restricted stock units 1,089,045 — |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table sets forth financial information by reportable segment (in thousands): Three Months Ended 2023 2022 Net revenues: Licensing $ 9,693 $ 14,561 Direct-to-Consumer 37,006 49,642 Digital Subscriptions and Content 4,738 4,740 All Other 4 435 Total $ 51,441 $ 69,378 Operating (loss) income: Licensing $ 3,565 $ 9,759 Direct-to-Consumer (17,453) 588 Digital Subscriptions and Content (609) (3,104) Corporate (14,938) (726) All Other (5) 372 Total $ (29,440) $ 6,889 |
Revenue from External Customers by Geographic Areas | The following tables set forth revenue by geographic area for the the months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Net revenues: United States $ 31,847 $ 40,778 China 7,546 11,857 Australia 6,948 10,803 UK 2,507 2,992 Other 2,593 2,948 Total $ 51,441 $ 69,378 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Segment Information (Details) | 3 Months Ended |
Mar. 31, 2023 segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 3 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Concentration Risk (Details) - Customer Concentration Risk | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable | Customer A | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 36% | 24% |
Accounts Receivable | Customer B | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 20% | |
Revenue Benchmark | Customer A | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10% |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accounting Policies [Abstract] | ||
Advertising costs | $ 4.3 | $ 7.1 |
Fair Value Measurement - Financ
Fair Value Measurement - Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mandatorily redeemable preferred stock | $ (42,117) | $ (39,099) |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | (643) | (835) |
Mandatorily redeemable preferred stock | (42,117) | (39,099) |
Total liabilities | (42,760) | (39,934) |
Fair Value, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | 0 |
Mandatorily redeemable preferred stock | 0 | 0 |
Total liabilities | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | 0 |
Mandatorily redeemable preferred stock | 0 | |
Total liabilities | 0 | 0 |
Fair Value, Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | (643) | (835) |
Mandatorily redeemable preferred stock | (42,117) | (39,099) |
Total liabilities | $ (42,760) | $ (39,934) |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Contingent consideration fair value remeasurement gain | $ 192 | $ 19,298 | |
Digital assets | 300 | $ 300 | |
Digital asset impairments | $ 2,400 | ||
Series A Preferred Stock | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Fair value change as remeasurement of fair value of preferred stock | $ 3,000 |
Fair Value Measurements - Chang
Fair Value Measurements - Change in Fair Value Of Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Change in fair value | $ (3,018) | $ 0 |
Level 3 | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 39,934 | |
Change in fair value | 2,826 | |
Balance at end of period | 42,760 | |
Level 3 | Contingent Consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 835 | |
Change in fair value | (192) | |
Balance at end of period | 643 | |
Level 3 | Mandatorily Redeemable Preferred Stock Liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 39,099 | |
Change in fair value | 3,018 | |
Balance at end of period | $ 42,117 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations - Yandy $ in Thousands | Mar. 31, 2023 USD ($) |
Assets | |
Cash and cash equivalents | $ 10 |
Receivables, net of allowance for credit losses | 437 |
Inventories, net | 4,209 |
Prepaid expenses and other current assets | 86 |
Property and equipment, net | 352 |
Other noncurrent assets | 180 |
Total assets held for sale | 5,274 |
Liabilities | |
Accounts payable | 146 |
Accrued salaries, wages, and employee benefits | 103 |
Deferred revenues | 93 |
Other current liabilities and accrued expenses | 2,818 |
Total liabilities held for sale | $ 3,160 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Contract assets | $ 15.8 | $ 17.5 | $ 16.2 | $ 17.4 |
Contract liabilities | 28.7 | 41.5 | $ 32.2 | $ 53.6 |
Revenue recognized | 12.1 | |||
Contract liabilities increase due to cash received | 1.5 | 1.3 | ||
Contract assets reclassified into accounts receivable | 7.6 | |||
Contract assets decrease due to licensing contract modifications | $ 0.1 | |||
Revenues recognized previously included in gross contract liabilities | 15.7 | |||
Contract modifications adjustment | $ 2.2 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligation (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 203.7 |
Trademark licensing | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 197.6 |
Trademark licensing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 7 years |
Trademark licensing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Performance Obligation Recognition Period One | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 5 years |
Revenue, remaining performance obligation, percentage | 74% |
Magazine, digital subscriptions and products | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 5.2 |
Magazine, digital subscriptions and products | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 5 years |
Magazine, digital subscriptions and products | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Performance Obligation Recognition Period One | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 1 year |
Revenue, remaining performance obligation, percentage | 37% |
Other Obligations | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 0.9 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue from External Customer [Line Items] | ||
Net revenues | $ 51,441 | $ 69,378 |
Point in time | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 37,581 | 49,733 |
Over time | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 13,860 | 19,645 |
Trademark licensing | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 9,693 | 14,561 |
Digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,694 | |
Magazine, digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,735 | |
TV and cable programming | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,048 | 2,440 |
Consumer products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 37,006 | 49,642 |
Other | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 4 | 435 |
Other | Trademark licensing | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Other | Digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 4 | |
Other | Magazine, digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 435 | |
Other | TV and cable programming | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Other | Consumer products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Licensing | Operating Segments | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 9,693 | 14,561 |
Licensing | Operating Segments | Trademark licensing | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 9,693 | 14,561 |
Licensing | Operating Segments | Digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | |
Licensing | Operating Segments | Magazine, digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | |
Licensing | Operating Segments | TV and cable programming | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Licensing | Operating Segments | Consumer products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Direct-to-Consumer | Operating Segments | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 37,006 | 49,642 |
Direct-to-Consumer | Operating Segments | Trademark licensing | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Direct-to-Consumer | Operating Segments | Digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | |
Direct-to-Consumer | Operating Segments | Magazine, digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | |
Direct-to-Consumer | Operating Segments | TV and cable programming | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Direct-to-Consumer | Operating Segments | Consumer products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 37,006 | 49,642 |
Digital Subscriptions and Content | Operating Segments | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 4,738 | 4,740 |
Digital Subscriptions and Content | Operating Segments | Trademark licensing | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 0 | 0 |
Digital Subscriptions and Content | Operating Segments | Digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,690 | |
Digital Subscriptions and Content | Operating Segments | Magazine, digital subscriptions and products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,300 | |
Digital Subscriptions and Content | Operating Segments | TV and cable programming | ||
Revenue from External Customer [Line Items] | ||
Net revenues | 2,048 | 2,440 |
Digital Subscriptions and Content | Operating Segments | Consumer products | ||
Revenue from External Customer [Line Items] | ||
Net revenues | $ 0 | $ 0 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Editorial and other pre-publication costs | $ 376 | $ 690 |
Merchandise finished goods | 18,209 | 32,399 |
Total | 18,585 | 33,089 |
Inventory reserves | 9,700 | $ 5,000 |
Disposal Group, Held-for-sale, Not Discontinued Operations | Yandy | ||
Inventory [Line Items] | ||
Inventories, net | 4,209 | |
Inventory reserves | $ 1,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid taxes | $ 1,603 | $ 3,150 |
Deposits | 157 | 205 |
Prepaid insurance | 1,381 | 1,074 |
Contract assets, current portion | 2,747 | 2,559 |
Prepaid software | 1,834 | 3,739 |
Prepaid inventory not yet received | 2,621 | 3,491 |
Prepaid platform fees | 630 | 1,126 |
Other | 2,205 | 2,416 |
Total | 13,178 | $ 17,760 |
Restructuring and other charges | 5,000 | |
Amortization of prepaid software | $ 1,500 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | $ 29,449 | $ 27,627 | |
Less: accumulated depreciation | (11,298) | (10,252) | |
Total | 18,151 | 17,375 | |
Depreciation and amortization | 1,400 | $ 1,400 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 14,101 | 13,461 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 1,233 | 782 | |
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 3,663 | 4,103 | |
Internally developed software | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 8,498 | 7,096 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | $ 1,954 | $ 2,185 |
Other Current Liabilities and_3
Other Current Liabilities and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued interest | $ 1,556 | $ 2,096 |
Accrued agency fees and commissions | 8,768 | 7,785 |
Outstanding gift cards and store credits | 2,863 | 4,592 |
Inventory in transit | 2,438 | 7,231 |
Sales taxes | 4,179 | 5,552 |
Other | 5,361 | 6,483 |
Total | $ 25,165 | $ 33,739 |
Debt - Schedule of Debt Instrum
Debt - Schedule of Debt Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total debt | $ 156,213 | $ 201,613 |
Less: unamortized debt issuance costs | (1,344) | (1,822) |
Less: unamortized debt discount | (4,899) | (6,616) |
Total debt, net of unamortized debt issuance costs and debt discount | 149,970 | 193,175 |
Less: current portion of long-term debt | (1,600) | (2,050) |
Total debt, net of current portion | 148,370 | 191,125 |
Term loan | ||
Debt Instrument [Line Items] | ||
Total debt | 156,213 | |
Term loan | Term loan, due 2027 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 156,213 | $ 201,613 |
Debt - Term Loans (Details)
Debt - Term Loans (Details) - Term loan - USD ($) $ in Millions | Mar. 31, 2023 | Feb. 17, 2023 | Dec. 31, 2022 | Dec. 06, 2022 |
Term loan, due 2027 | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 11.20% | 11.01% | ||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Percent of gross proceeds | 80% | |||
Prepayment amount | $ 5 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Debt Covenant One | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | 70 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Debt Covenant Two | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | 25 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Debt Covenant Three | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | 40 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Debt Covenant Four | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | 5 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | 50 | |||
Amendment No. 4 to New Credit Agreement | New Credit Agreement | Maximum | Debt Covenant One | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | $ 40 | |||
Amendment No. 3 To New Credit Agreement | New Credit Agreement | Debt Covenant Three | ||||
Debt Instrument [Line Items] | ||||
Prepayment amount | $ 75 |
Debt - Term Loan Maturities (De
Debt - Term Loan Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total | $ 156,213 | $ 201,613 |
Term loan | ||
Debt Instrument [Line Items] | ||
Remainder of 2023 | 1,200 | |
2024 | 1,600 | |
2025 | 1,600 | |
2026 | 1,600 | |
2027 | 150,213 | |
Total | $ 156,213 |
Stockholders_ Equity - Schedule
Stockholders’ Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares | Mar. 31, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 8,252,819 | 6,549,080 |
Shares available for grant under equity incentive plans | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 2,476,141 | 492,786 |
Options issued and outstanding under equity incentive plans | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 2,584,078 | 2,599,264 |
Unvested restricted stock units | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 1,792,292 | 2,058,534 |
Vested restricted stock units not yet settled | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 16,885 | 11,761 |
Unvested performance-based restricted stock units | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 1,089,045 | 1,089,045 |
Shares to be issued pursuant to a license, services and collaboration agreement | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 45,262 | 48,574 |
Maximum number of shares issuable to GlowUp sellers pursuant to acquisition indemnity holdback | ||
Class of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 249,116 | 249,116 |
Stockholders_ Equity - Narrativ
Stockholders’ Equity - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Jan. 24, 2023 | Feb. 28, 2023 | |
Private Placement | ||
Class of Stock [Line Items] | ||
Shares sold in offering (in shares) | 489,026 | |
Payments of stock issuance costs | $ 1,250 | |
Net proceeds received | $ 13,900 | |
Private Placement | Initial Investment | ||
Class of Stock [Line Items] | ||
Shares sold in offering (in shares) | 6,357,341 | |
Net proceeds received | $ 15,000 | |
Rights Offering | ||
Class of Stock [Line Items] | ||
Shares sold in offering (in shares) | 19,561,050 | |
Net proceeds received | $ 47,600 | |
Rights Offering | New Credit Agreement | ||
Class of Stock [Line Items] | ||
Principal payment | $ 45,000 |
Mandatorily Redeemable Prefer_2
Mandatorily Redeemable Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Aug. 31, 2022 | May 31, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||
Preferred stock issued (in shares) | 50,000 | 50,000 | ||
Preferred stock, dividend percentage | 8% | |||
Preferred stock, dividend percentage, quarterly increase | 1% | |||
Mandatorily redeemable preferred stock, at fair value | $ 42,117 | $ 39,099 | ||
Preferred stock, aggregate arrearages of accumulated dividends | $ 3,200 | $ 2,100 | ||
Preferred stock, per-share amounts of accumulated dividends (in dollars per share) | $ 127.09 | $ 84.40 | ||
Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Shares sold in offering (in shares) | 25,000 | 25,000 | ||
Preferred stock issued (in shares) | 50,000 | |||
Price per share (in dollars per share) | $ 1,000 | $ 1,000 | ||
Fair value change as remeasurement of fair value of preferred stock | $ 3,000 | |||
Mandatorily redeemable preferred stock, at fair value | $ 42,100 | $ 39,100 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for future issuance (in shares) | 8,252,819 | 6,549,080 | |
Share-based compensation expense | $ 5,219 | $ 6,539 | |
Internally developed software | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 700 | ||
Unvested performance-based restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for future issuance (in shares) | 1,089,045 | 1,089,045 | |
Restricted stock units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of options vested | $ 400 | $ 4,500 | |
Number of outstanding and fully vested restricted stock units, unsettled (in shares) | 16,885 | ||
Unrecognized compensation cost | $ 20,200 | ||
Unrecognized compensation cost, period for recognition, years | 1 year 11 months 19 days | ||
Employee stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 2,100 | ||
Unrecognized compensation cost, period for recognition, years | 11 months 15 days | ||
2021 Equity And Incentive Compensation | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized for issuance (in shares) | 7,835,715 | ||
2018 Equity Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized for issuance (in shares) | 6,287,687 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - Employee stock option - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Number of Options | ||
Beginning balance (in shares) | 2,599,264 | |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | |
Forfeited and cancelled (in shares) | (15,186) | |
Ending balance (in shares) | 2,584,078 | 2,599,264 |
Exercisable (in shares) | 2,212,341 | |
Vested and expected to vest (in shares) | 2,584,078 | |
Weighted- Average Exercise Price | ||
Beginning balance (in dollars per share) | $ 8.41 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Forfeited and cancelled (in dollars per share) | 28.08 | |
Ending balance (in dollars per share) | 8.30 | $ 8.41 |
Exercisable (in dollars per share) | 7.33 | |
Vested and expected to vest (in dollars per share) | $ 0 | |
Weighted- Average Remaining Contractual Term (years) | ||
Weighted average remaining contractual term (in years) | 6 years 9 months 18 days | 7 years 2 months 12 days |
Exercisable term (in years) | 6 years 7 months 6 days | |
Vested and expected to vest term (in years) | 6 years 9 months 18 days | |
Aggregate Intrinsic Value (in thousands) | ||
Beginning aggregate intrinsic value | $ 0 | |
Ending aggregate intrinsic value | 0 | $ 0 |
Exercisable aggregate intrinsic value | 0 | |
Vested and expected to vest, aggregate intrinsic value | $ 0 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Stock Unit and Performance Stock Activity (Details) - Restricted stock units (RSUs) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Awards | |
Beginning balance (in shares) | shares | 2,058,534 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (179,580) |
Forfeited (in shares) | shares | (86,662) |
Ending balance (in shares) | shares | 1,792,292 |
Weighted- Average Grant Date Fair Value per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 12.79 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 22.24 |
Forfeited (in dollars per share) | $ / shares | 15.40 |
Ending balance (in dollars per share) | $ / shares | $ 11.71 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Allocated Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based compensation expense | $ 5,219 | $ 6,539 |
Accelerated amortization of stock-based compensation expense | 1,000 | |
Cost of sales | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based compensation expense | 373 | 879 |
Cost of sales | Independent Contractor | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based compensation expense | 200 | 100 |
Selling and administrative expenses | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based compensation expense | $ 4,846 | $ 5,660 |
Commitment and Contingencies -
Commitment and Contingencies - Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Weighted average remaining term of operating lease | 5 years 3 months 18 days | 5 years 4 months 24 days | |
Weighted average discount rate | 6.10% | 6% | |
Operating cash flows from operating leases | $ 3,300 | $ 3,100 | |
Right of use assets in exchange for lease liabilities | $ 1,382 | $ 503 |
Commitment and Contingencies _2
Commitment and Contingencies - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases [Abstract] | ||
Operating lease cost | $ 3,070 | $ 3,110 |
Variable lease cost | 808 | 580 |
Short-term lease cost | 716 | 427 |
Sublease income | (69) | (64) |
Total | $ 4,525 | $ 4,053 |
Commitment and Contingencies _3
Commitment and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2023 | $ 9,366 | |
2024 | 11,348 | |
2025 | 9,621 | |
2026 | 8,877 | |
2027 | 6,081 | |
Thereafter | 9,563 | |
Total undiscounted lease payments | 54,856 | |
Less: imputed interest | (9,327) | |
Total operating lease liabilities | 45,529 | |
Operating lease liabilities, current portion | 9,933 | $ 9,977 |
Operating lease liabilities, noncurrent portion | $ 35,596 | $ 36,678 |
Commitment and Contingencies _4
Commitment and Contingencies - Legal Contingencies (Details) $ in Millions | Dec. 17, 2021 USD ($) |
Pending Litigation | TNR Vs. The Company | |
Loss Contingencies [Line Items] | |
Damages sought | $ 100 |
Severance Costs (Details)
Severance Costs (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Severance costs | $ 1.7 |
Accelerated amortization of stock-based compensation expense | 1 |
Restructuring liability | $ 1.7 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 1,719 | $ 2,784 |
Effective tax rate | 4.40% | (100.90%) |
Statutory federal income tax rate | 21% |
Net (Loss) Income Per Share - S
Net (Loss) Income Per Share - Schedule of Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||
Net (loss) income | $ (37,680) | $ 5,543 |
Denominator for basic and diluted net (loss) income per share: | ||
Weighted average common shares outstanding for basic (in shares) | 65,159,156 | 45,913,694 |
Stock options and RSUs (in shares) | 0 | 1,671,950 |
Weighted average common shares outstanding for diluted (in shares) | 65,159,156 | 47,585,644 |
Basic net (loss) income per share (in dollars per share) | $ (0.58) | $ 0.12 |
Diluted net (loss) income per share (in dollars per share) | $ (0.58) | $ 0.12 |
Net (Loss) Income Per Share - A
Net (Loss) Income Per Share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 2,584,078 | 246,842 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,792,292 | 0 |
Unvested performance-based restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,089,045 | 0 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) store segment country | Mar. 31, 2022 USD ($) | Mar. 01, 2021 state store | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 3 | ||
Costs incurred in formation of joint venture | $ 1,300 | ||
Net revenues | 51,441 | $ 69,378 | |
Operating (loss) income | (29,440) | 6,889 | |
Operating Segments | Licensing | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 9,693 | 14,561 | |
Operating (loss) income | 3,565 | 9,759 | |
Operating Segments | Direct-to-Consumer | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 37,006 | 49,642 | |
Operating (loss) income | (17,453) | 588 | |
Operating Segments | Digital Subscriptions and Content | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 4,738 | 4,740 | |
Operating (loss) income | (609) | (3,104) | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Operating (loss) income | (14,938) | (726) | |
All Other | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 4 | 435 | |
Operating (loss) income | $ (5) | $ 372 | |
TLA | |||
Segment Reporting Information [Line Items] | |||
Number of stores | store | 40 | 41 | |
Number of states | state | 5 | ||
Honey Birdette | |||
Segment Reporting Information [Line Items] | |||
Number of stores | store | 58 | ||
Number of countries | country | 3 |
Segment Reporting - Geographic
Segment Reporting - Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | ||
Total revenues | $ 51,441 | $ 69,378 |
United States | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 31,847 | 40,778 |
China | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 7,546 | 11,857 |
Australia | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 6,948 | 10,803 |
UK | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 2,507 | 2,992 |
Other | ||
Segment Reporting Information [Line Items] | ||
Total revenues | $ 2,593 | $ 2,948 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | May 10, 2023 | Apr. 04, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Subsequent Event [Line Items] | ||||
Total debt | $ 156,213 | $ 201,613 | ||
Term loan | ||||
Subsequent Event [Line Items] | ||||
Total debt | 156,213 | |||
New Credit Agreement | Term loan | ||||
Subsequent Event [Line Items] | ||||
Total debt | $ 156,000 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Minimum Consideration Paid in Cash, Percent | 30% | |||
Subsequent Event | A&R Term Loans | Term loan | ||||
Subsequent Event [Line Items] | ||||
Term loan, amount borrowed | $ 53,600 | |||
Percent of term loans | 90% | |||
Preferred stock exchange (in shares) | 50,000 | |||
Term loan, additional funding | $ 11,800 | |||
Total debt | $ 210,000 | |||
Interest rate floor | 1.50% | |||
Net leverage ration reduction per quarter | 0.25 | |||
Stock buybacks authorized amount | $ 15,000 | |||
Subsequent Event | A&R Term Loans | Term loan | Debt Covenant One | ||||
Subsequent Event [Line Items] | ||||
Total net leverage ratio | 7.25 | |||
Subsequent Event | A&R Term Loans | Term loan | Debt Covenant Two | ||||
Subsequent Event [Line Items] | ||||
Total net leverage ratio | 5.25 | |||
Subsequent Event | Tranche A | Term loan | ||||
Subsequent Event [Line Items] | ||||
Total debt | $ 20,600 | |||
Quarterly amortization payments | $ 76 | |||
Total net leverage ratio | 3 | |||
Subsequent Event | Tranche A | Term loan | Maximum | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 5.25% | |||
Subsequent Event | Tranche A | Term loan | Minimum | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 4.75% | |||
Subsequent Event | Tranche A | Term loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 6.25% | |||
Interest rate floor | 0.50% | |||
Total net leverage ratio | 3 | |||
Subsequent Event | Tranche A | Term loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 6.25% | |||
Subsequent Event | Tranche A | Term loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 5.75% | |||
Subsequent Event | Tranche B | Term loan | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 3.25% | |||
Total debt | $ 189,400 | |||
Credit spread adjustment | 0.10% | |||
Subsequent Event | Tranche B | Term loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||
Subsequent Event [Line Items] | ||||
Stated interest rate | 4.25% | |||
Basis spread on variable rate | 4.25% | |||
Interest rate floor | 0.50% | |||
Subsequent Event | Yandy | Secured Promissory Note | ||||
Subsequent Event [Line Items] | ||||
Term loan, amount borrowed | $ 2,000 | |||
Stated interest rate | 8% | |||
Debt instrument, term | 3 years | |||
Subsequent Event | Discontinued Operations, Disposed of by Sale | Yandy | ||||
Subsequent Event [Line Items] | ||||
Proceeds from sale of interest in subsidiary | $ 1,000 |