Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 01, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 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, $0.0001 par value per share | |
Trading Symbol | PLBY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 73,881,146 | |
Entity Central Index Key | 0001803914 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Net revenues | $ 35,101 | $ 47,881 | $ 70,304 | $ 94,941 |
Costs and expenses: | ||||
Cost of sales | (10,859) | (19,545) | (32,636) | (37,531) |
Selling and administrative expenses | (32,592) | (38,613) | (74,179) | (78,786) |
Contingent consideration fair value remeasurement gain | 75 | 8,641 | 267 | 27,939 |
Impairments | (148,190) | (3,940) | (148,190) | (6,299) |
Other operating income, net | 259 | 0 | 249 | 0 |
Total operating expense | (191,307) | (53,457) | (254,489) | (94,677) |
Operating (loss) income | (156,206) | (5,576) | (184,185) | 264 |
Nonoperating income (expense): | ||||
Interest expense | (5,757) | (4,083) | (10,966) | (8,133) |
Gain on extinguishment of debt | 7,980 | 0 | 6,133 | 0 |
Fair value remeasurement gain | 9,523 | 1,754 | 6,505 | 1,754 |
Other income (expense), net | 175 | (347) | 250 | (479) |
Total nonoperating income (expense) | 11,921 | (2,676) | 1,922 | (6,858) |
Loss from continuing operations before income taxes | (144,285) | (8,252) | (182,263) | (6,594) |
Benefit from income taxes | 9,950 | 140 | 11,620 | 2,648 |
Net loss from continuing operations | (134,335) | (8,112) | (170,643) | (3,946) |
Income (loss) from discontinued operations, net of tax | 452 | (203) | (920) | 1,174 |
Net loss | (133,883) | (8,315) | (171,563) | (2,772) |
Net loss attributable to PLBY Group, Inc. | $ (133,883) | $ (8,315) | $ (171,563) | $ (2,772) |
Net loss per share from continuing operations, basic (in dollars per share) | $ (1.79) | $ (0.17) | $ (2.43) | $ (0.09) |
Net loss per share from continuing operations, diluted (in dollars per share) | (1.79) | (0.17) | (2.43) | (0.09) |
Net (loss) income per share from discontinued operations, basic (in dollars per share) | 0.01 | 0 | (0.01) | 0.03 |
Net (loss) income per share from discontinued operations, diluted (in dollars per share) | $ 0.01 | $ 0 | $ (0.01) | $ 0.03 |
Weighted-average shares outstanding, basic (in shares) | 74,916,379 | 46,604,046 | 70,129,055 | 46,258,833 |
Weighted-average shares outstanding, diluted (in shares) | 74,916,379 | 46,604,046 | 70,129,055 | 46,258,833 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (133,883) | $ (8,315) | $ (171,563) | $ (2,772) |
Other comprehensive loss: | ||||
Foreign currency translation adjustment | (272) | (22,229) | (1,968) | (14,719) |
Other comprehensive loss | (272) | (22,229) | (1,968) | (14,719) |
Comprehensive loss | $ (134,155) | $ (30,544) | $ (173,531) | $ (17,491) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 34,404 | $ 31,640 |
Receivables, net of allowance for credit losses | 15,086 | 14,214 |
Inventories, net | 14,061 | 20,612 |
Prepaid expenses and other current assets | 12,604 | 17,221 |
Assets held for sale | 19,311 | 34,910 |
Total current assets | 95,466 | 118,597 |
Restricted cash | 1,955 | 3,809 |
Property and equipment, net | 14,981 | 13,804 |
Operating right of use assets | 27,906 | 28,082 |
Goodwill | 54,283 | 123,217 |
Other intangible assets, net | 163,871 | 236,137 |
Contract assets, net of current portion | 9,165 | 13,680 |
Other noncurrent assets | 14,911 | 15,137 |
Total assets | 382,538 | 552,463 |
Current liabilities: | ||
Accounts payable | 12,752 | 14,090 |
Accrued agency fees and commissions | 5,169 | 7,785 |
Deferred revenues, current portion | 6,445 | 10,480 |
Long-term debt, current portion | 304 | 2,050 |
Operating lease liabilities, current portion | 6,403 | 6,278 |
Other current liabilities and accrued expenses | 26,764 | 25,106 |
Liabilities held for sale | 15,817 | 27,126 |
Total current liabilities | 73,654 | 92,915 |
Deferred revenues, net of current portion | 28,316 | 21,406 |
Long-term debt, net of current portion | 186,487 | 191,125 |
Deferred tax liabilities, net | 14,313 | 25,293 |
Operating lease liabilities, net of current portion | 26,302 | 26,695 |
Mandatorily redeemable preferred stock, at fair value | 0 | 39,099 |
Other noncurrent liabilities | 904 | 886 |
Total liabilities | 329,976 | 397,419 |
Commitments and contingencies (Note 13) | ||
Redeemable noncontrolling interest | (208) | (208) |
Stockholders’ equity: | ||
#REF! | 0 | 0 |
Common stock, $0.0001 par value per share, 150,000,000 shares authorized, 74,497,250 shares issued and 73,797,250 shares outstanding as of June 30, 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 June 30, 2023 and December 31, 2022 | (4,445) | (4,445) |
Additional paid-in capital | 688,280 | 617,233 |
Accumulated other comprehensive loss | (26,113) | (24,145) |
Accumulated deficit | (604,959) | (433,396) |
Total stockholders’ equity | 52,770 | 155,252 |
Total liabilities, redeemable noncontrolling interest, and stockholders’ equity | $ 382,538 | $ 552,463 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 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) | 0 | 50,000 |
Preferred stock outstanding (in shares) | 0 | 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) | 74,497,250 | 47,737,699 |
Common stock outstanding (in shares) | 73,797,250 | 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 | 42,296,121 | ||||||||||||
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 (loss) | 7,510 | 7,510 | |||||||||||
Net income (loss) | $ 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, 2021 | 42,296,121 | ||||||||||||
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 asset purchase | 1,333 | ||||||||||||
Other comprehensive income (loss) | (14,719) | ||||||||||||
Net income (loss) | $ (2,772) | ||||||||||||
Shares outstanding at end of period (in shares) at Jun. 30, 2022 | 25,000 | 45,621,763 | |||||||||||
Total stockholders' equity at end of period at Jun. 30, 2022 | $ 419,888 | $ 4 | (4,445) | 601,237 | (18,444) | (158,464) | |||||||
Shares outstanding at beginning of period (in shares) at Mar. 31, 2022 | 0 | 45,117,605 | |||||||||||
Stockholders' equity at beginning of period at Mar. 31, 2022 | $ 443,452 | $ 4 | (4,445) | 594,257 | 3,785 | (150,149) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Shares issued in connection with options exercise, net exercised (in shares) | 10,370 | ||||||||||||
Shares issued in connection with options exercise, net exercised | 80 | 80 | |||||||||||
Shares issued in connection with employee stock plans (in shares) | 16,320 | ||||||||||||
Shares issued pursuant to a license, services and collaboration agreement (in shares) | 20,975 | ||||||||||||
Shares issued in connection with asset purchase (in shares) | 103,570 | ||||||||||||
Shares issued in connection with asset purchase | 1,333 | 1,333 | |||||||||||
Shares issued in connection with preferred shares agreement (in shares) | 25,000 | ||||||||||||
Shares issued in connection with the settlement of the performance holdback contingent consideration relating to the acquisition of GlowUp (in shares) | 352,923 | ||||||||||||
Shares issued in connection with the settlement of the performance holdback contingent consideration relating to the acquisition of GlowUp | 260 | 260 | |||||||||||
Stock-based compensation expense and vesting of restricted stock units | 5,307 | 5,307 | |||||||||||
Other comprehensive income (loss) | (22,229) | (22,229) | |||||||||||
Net income (loss) | $ (8,315) | (8,315) | |||||||||||
Shares outstanding at end of period (in shares) at Jun. 30, 2022 | 25,000 | 45,621,763 | |||||||||||
Total stockholders' equity at end of period at Jun. 30, 2022 | $ 419,888 | $ 4 | (4,445) | 601,237 | (18,444) | (158,464) | |||||||
Shares outstanding at beginning of period (in shares) at Dec. 31, 2022 | 50,000 | 47,037,699 | |||||||||||
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 | ||||||||||||
Stock-based compensation expense and vesting of restricted stock units | 5,920 | 5,920 | |||||||||||
Other comprehensive income (loss) | (1,696) | (1,696) | |||||||||||
Net income (loss) | (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) | |||||||
Shares outstanding at beginning of period (in shares) at Dec. 31, 2022 | 50,000 | 47,037,699 | |||||||||||
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] | |||||||||||||
Shares issued in connection with asset purchase | 0 | ||||||||||||
Other comprehensive income (loss) | (1,968) | ||||||||||||
Net income (loss) | (171,563) | ||||||||||||
Shares outstanding at end of period (in shares) at Jun. 30, 2023 | 0 | 73,797,250 | |||||||||||
Total stockholders' equity at end of period at Jun. 30, 2023 | 52,770 | $ 7 | (4,445) | 688,280 | (26,113) | (604,959) | |||||||
Shares outstanding at beginning of period (in shares) at Mar. 31, 2023 | 50,000 | 73,174,547 | |||||||||||
Stockholders' equity at beginning of period at Mar. 31, 2023 | 183,288 | $ 7 | (4,445) | 684,643 | (25,841) | (471,076) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Shares issued in connection with employee stock plans (in shares) | 622,703 | ||||||||||||
Stock-based compensation expense and vesting of restricted stock units | 3,637 | 3,637 | |||||||||||
Elimination of mandatorily redeemable preferred shares (in shares) | (50,000) | ||||||||||||
Other comprehensive income (loss) | (272) | (272) | |||||||||||
Net income (loss) | (133,883) | (133,883) | |||||||||||
Shares outstanding at end of period (in shares) at Jun. 30, 2023 | 0 | 73,797,250 | |||||||||||
Total stockholders' equity at end of period at Jun. 30, 2023 | $ 52,770 | $ 7 | $ (4,445) | $ 688,280 | $ (26,113) | $ (604,959) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash Flows From Operating Activities | ||
Net loss | $ (171,563) | $ (2,772) |
Net loss from continuing operations | (170,643) | (3,946) |
Income (loss) from discontinued operations, net of tax | (920) | 1,174 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,537 | 5,056 |
Stock-based compensation | 8,370 | 11,286 |
Fair value measurement of liabilities | (6,772) | (29,693) |
Gain on extinguishment of debt | (6,133) | 0 |
Impairments | 148,190 | 6,299 |
Inventory reserve charges | 5,860 | 0 |
Amortization of right of use assets | 1,676 | 1,907 |
Deferred income taxes | (10,923) | (2,831) |
Other | 1,093 | 2,610 |
Changes in operating assets and liabilities: | ||
Receivables, net | (6,212) | (16,441) |
Inventories | 4,949 | 852 |
Contract assets | (14,947) | 193 |
Prepaid expenses and other assets | 2,353 | (3,707) |
Accounts payable | (1,341) | (3,816) |
Accrued agency fees and commissions | (1,415) | (1,450) |
Deferred revenues | 17,590 | (1,778) |
Operating lease liabilities | (1,795) | (6,038) |
Other | (90) | (3,132) |
Net cash used in operating activities from continuing operations | (26,653) | (44,629) |
Net cash provided by operating activities from discontinued operations | 30 | 1,574 |
Net cash used in operating activities | (26,623) | (43,055) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (752) | (4,774) |
Proceeds from sale of Yandy | 1,000 | 0 |
Net cash provided by (used in) investing activities - continuing operations | 248 | (4,774) |
Net cash used in investing activities - discontinued operations | (68) | (404) |
Net cash provided by (used in) investing activities | 180 | (5,178) |
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 issuance of long-term debt | 11,828 | 0 |
Net proceeds from issuance of preferred stock | 0 | 23,750 |
Repayment of long-term debt | (45,476) | (1,597) |
Payment of financing costs | (508) | 0 |
Proceeds from exercise of stock options | 0 | 1,449 |
Settlement of the performance holdback contingent consideration | 0 | (151) |
Net cash provided by financing activities - continuing operations | 27,334 | 23,451 |
Effect of exchange rate changes on cash and cash equivalents | 19 | (257) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 910 | (25,039) |
Balance, beginning of year | 35,449 | 75,486 |
Balance, end of period | 36,359 | 50,447 |
Cash and cash equivalents and restricted cash consist of: | ||
Cash and cash equivalents | 34,404 | 44,613 |
Restricted cash | 1,955 | 5,834 |
Total | 36,359 | 50,447 |
Supplemental Disclosures | ||
Cash (refunded) paid for income taxes | (749) | 3,748 |
Cash paid for interest | 8,853 | 7,652 |
Supplemental Disclosure of Non-cash Activities | ||
Right of use assets in exchange for lease liabilities - continuing operations | 2,400 | 3,786 |
Right of use assets in exchange for lease liabilities - discontinued operations | 885 | 2,198 |
Shares issued in connection with asset purchase | 0 | 1,333 |
Shares issued in connection with the settlement of the performance holdback contingent consideration relating to the acquisition of GlowUp | 0 | 260 |
Shares issued pursuant to a license, services and collaboration agreement | $ 236 | $ 825 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 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, and digital subscriptions and content, in addition to the sale of direct-to-consumer products under 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”). As discussed in Note 3, Assets and Liabilities Held for Sale and Discontinued Operations, we concluded that the Yandy Enterprises LLC (“Yandy”) and TLA Acquisition Corp. (“TLA”) disposal groups met the criteria for discontinued operations classification in the second quarter of 2023. As a result, the Yandy and TLA disposal groups, previously included in the Direct-to-Consumer segment, were classified as discontinued operations in the condensed consolidated statements of operations for all periods presented. The Yandy sale was completed on April 4, 2023. Assets and liabilities of these businesses were classified as assets and liabilities held for sale of the condensed consolidated balance sheets for all periods presented. 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 second 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 June 30, 2023, and the interim condensed consolidated statements of operations, comprehensive loss, cash flows, and stockholders’ equity for the three and six months ended June 30, 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 June 30, 2023 and our results of operations and cash flows for the three and six months ended June 30, 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 and six-month periods are also unaudited. The interim condensed consolidated results of operations for the six months ended June 30, 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 names; 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 receiva ble is limited due to the wide variety of customers to whom our products are sold and/or license d. The following table represents receivables from our customers exceeding 10% of our total receivables, excluding receivables held for sale: Customer June 30, December 31, Customer A 59 % 31 % The following table represents revenue from our customers exceeding 10% of our total revenue, excluding revenues from discontinued operations: Three Months Ended June 30, Six Months Ended June 30, Customer 2023 2022 2023 2022 Customer A 15 % 11 % 15 % 11 % Restricted Cash At June 30, 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 certain of its leases. Advertising Costs We expense advertising costs as incurred. Advertising expenses were $1.4 million and $3.7 million for the three months ended June 30, 2023 and 2022, respectively, excluding $0.3 million and $2.0 million, respectively, of advertising costs related to discontinued operations. Advertising expenses for the six months ended June 30, 2023 and 2022 were $3.7 million and $7.9 million, respectively, excluding $2.3 million and $4.9 million, respectively, of advertising costs related to discontinued operations. 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. Intangible Assets and Goodwill Indefinite-lived intangible assets that are not amortized but subject to annual impairment testing consist of Playboy-branded trademarks. We periodically perform a quantitative assessment to estimate the fair value of our Playboy-branded trademarks. We evaluate the indefinite-lived Playboy-branded trademarks for impairment using the relief from royalty method. This valuation approach requires that we make a number of assumptions to estimate fair value, including projections of future revenues, market royalty rates, tax rates, discount rates and other relevant variables. The projections we use in the model are updated annually and will change over time based on the historical performance and changing business conditions. If the carrying value of the trademark exceeds its estimated fair value, an impairment charge is recognized for the excess amount. We perform annual impairment testing on goodwill in the fourth quarter of each fiscal year or when events occur or circumstances change that would, more likely than not, reduce the fair value of a reporting unit below its carrying value. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If we determine it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, an impairment test is unnecessary. If an impairment test is necessary, we will estimate the fair value of a related reporting unit. If the carrying value of a reporting unit exceeds its fair value, the goodwill of that reporting unit is determined to be impaired, and we will proceed with recording an impairment charge equal to the excess of the carrying value over the related fair value. If we determine it is more likely than not that goodwill is not impaired, a quantitative test is not necessary. We have experienced further declines in revenue and profitability, causing us to test the recoverability of our indefinite-lived assets, including goodwill as of June 30, 2023. The quantitative test performed in the second quarter of 2023 indicated that the fair value of the indefinite-lived Playboy-branded trademarks was less than their carrying value. Our valuation estimate was most sensitive to changes in royalty rates and the cost of capital. We recognized $65.5 million of impairment charges on our indefinite-lived assets at the impairment date in the second quarter of 2023 . Utilizing the income approach, we performed a quantitative i mpairment test on goodwill using a discoun ted cash flow analysis, which determined that the carrying value of certain of our reporting units exceeded their fair value. As a result, we recognized $66.7 million of impairment charges on our goodwill at the impairment date. Definite-lived intangible assets include distribution agreements, photo and magazine archives, licensing agreements, and trade names, which we recognized in connection with our business combinations. Because these assets were recognized as identifiable intangible assets in connection with our previous business combinat ions, we do not incur costs to renew or extend their terms. All of our definite-lived intangible assets are amortized using the straight-line method over their useful lives. Impairment of Long-Lived Assets The carrying amounts of long-lived assets, including property and equipment, stores, acquired intangible assets and right-of-use operating lease assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate over their remaining lives. If such review indicates that the carrying amount of long-lived assets is not recoverable, the carrying amount of such assets is reduced to their fair value. If the useful life is shorter than originally estimated, we amortize the remaining carrying value over the revised shorter useful life. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. We have experienced further declines in revenue and profitability, causing us to test reco verability as of June 30, 2023. Recoverability tests for certain of our amortizable trade names indicated that a quantitative impair ment test would be necessary. The fair values of certain of our amortizable trade names were less than their carrying values. As a result, we recognized $5.1 million of impairment charges on our trade names at the impairment date in the second quarter of 2023. Assets and Liabilities Held for Sale and Discontinued Operations 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. We account for discontinued operations when assets and liabilities of a disposal group are classified as held for sale, or have been sold, and only if the disposal represents a strategic shift that has or will have a meaningful effect on our operations and financial results. We aggregate the results of operations for discontinued operations into a single line item in the consolidated statements of operations for all periods presented. General corporate overhead is not allocated to discontinued operations. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. Recently Adopted Accounting Pronouncements In December 2022, the Financial Accounting Standards Board issued Accounting Standard Update 2022-06 Reference Rate Reform (“Topic 848”) “Deferral of the Sunset Date of Topic 848”, which deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Topic 848 provides optional expedients and exceptions for applying GAAP to contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The standard was effective upon issuance and we may apply the optional expedients and elections in Topic 848 prospectively through December 31, 2024. Upon amendment and restatement of our Credit Agreement on May 10, 2023, LIBOR was replaced with the Secured Overnight Financing Rate (“SOFR”) published by the Federal Reserve Bank of New York. Refer to Note 9, Debt. The provisions of this pronouncement did not have a material impact on our condensed consolidated financial statements. Accounting Pronouncements Issued but Not Yet Adopted We do not believe that there were any recently issued, but not yet effective, accounting pronouncements that would have a material effect on our financial statements. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 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 June 30, 2023 and December 31, 2022, the amounts reported approximate fair value due to their short-term nature. For debt, based upon the amendment of our senior secured debt in August 2022, December 2022 and February 2023, as well as its amendment and restatement in May 2023, we believe that its carrying value approximates fair value, as such debt is variable-rate debt that reprices to current market rates frequently. Refer to No te 10, 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 Non-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): June 30, 2023 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (568) $ (568) 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 Level 3 financial instruments 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 June 30, 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 June 30, 2023. We recorded $0.1 million and $8.6 million of fair value gain as a result of contingent liabilities fair value remeasurement in selling and administrative expenses for the three months ended June 30, 2023 and 2022, respectively, and $0.3 million and $27.9 million of fair value gain as a result of contingent liabilities fair value remeasurement for the six months ended June 30, 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 $9.5 million and $6.5 million of fair value gain in nonoperating income as a result of remeasurement of the fair value of our Series A Preferred Stock during the three and six months ended June 30, 2023, respectively, and $1.8 million for the three and six months ended June 30, 2022. We classified financial liabilities associated with our Series A Preferred Stock as Level 3 due to the lack of relevant observable inputs. In May 2023, in connection with the amendment and restatement of our Credit Agreement, the outstanding Series A Preferred Stock was exchanged (and thereby eliminated). See Note 10, Debt, for further details. The following table provides a roll-forward of the fair value of the liabilities categorized as Level 3 for the six months ended June 30, 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 (267) (6,505) (6,772) Exchange of mandatorily redeemable preferred shares $ — $ (32,594) $ (32,594) Balance at June 30, 2023 $ 568 $ — $ 568 The decrease in the fair value of the contingent consideration for the six months ended June 30, 2023 was primarily due to a decrease in a price per share of our common stock. 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 and six months ended June 30, 2023, impairment charges recorded in relation to assets and liabilities held for sale were immaterial. 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 and six months ended June 30, 2023 were immaterial, and the fair value of our digital assets was immaterial as of June 30, 2023. During the three and six months ended June 30, 2022 we recognized $2.6 million and $4.9 million, respectively, 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. We use an income approach, using discounted cash flow and relief from royalty valuation models with Level 3 inputs to measure the fair value of our non-financial assets, including goodwill, indefinite-lived trademarks and definite-lived trade names, and liabilities. With respect to goodwill, key assumptions applied in an income approach using the discounted cash flow valuation model include revenue growth rates and discount rates. With respect to indefinite-lived trademarks, key assumptions used in the income approach and the relief from royalty valuation model include revenue growth rates, royalty rates, and discount rates. With respect to definite-lived trade names, key assumptions used in the relief from royalty valuation model include revenue growth rates, royalty rates and discount rates. Our cash flow projections represent management’s most recent planning assumptions, which are based on a combination of industry outlooks, views on general economic conditions, our expected pricing plans and expected future savings. Terminal values are determined using a common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant weighted-average cost of capital and long-term growth rates. Changes in key assumptions, namely discount rates, royalty rates, growth rates and projections, could have an impact on the fair value of our non-financial assets and liabilities. At the impairment date in the second quarter of 2023, we recorded impairment charges on our intangible assets, including goodwill, indefinite-lived trademarks, trade names and certain other assets of $137.3 million. Refer to Note 1, Basis of Presentation and Summary of Significant Accounting Policies, and Note 8, Intangible Assets and Goodwill, for further information. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale and Discontinued Operations | 6 Months Ended |
Jun. 30, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets and Liabilities Held for Sale and Discontinued Operations | Assets and Liabilities Held for Sale and Discontinued OperationsIn the second quarter of 2023, we announced plans to explore strategic disposition opportunities in our Direct-to-Consumer business as we pursue a capital-light business model focused on our most valuable brands, Playboy and Honey Birdette. As of June 30, 2023, we determined that Yandy and TLA disposal groups met the criteria discussed in Note 1, Basis of Presentation and Summary of Significant Accounting Policies, to be classified as discontinued operations for all periods presented, as the divestiture of Yandy and TLA in the aggregate represents a strategic shift that has or will have a major effect on our operations and financial results. Their assets and liabilities are classified as current assets and liabilities held for sale in the condensed consolidated balance sheets for all periods presented. On April 4, 2023, we completed the sale of Yandy, recognizing a loss on sale of $0.3 million, which is recorded in Other Operating Income, Net in the condensed consolidated statements of operations. The following table summarizes the components of income (loss) from discontinued operations, net of tax in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net revenues $ 10,003 $ 17,533 $ 26,241 $ 39,851 Costs and expenses: Cost of sales (3,810) (8,513) (12,179) (19,427) Selling and administrative expenses (5,686) (9,627) (15,016) (19,982) Total operating expense (9,496) (18,140) (27,195) (39,409) Operating income (loss) 507 (607) (954) 442 Nonoperating income (expense): Other income, net 11 30 51 82 Total nonoperating income 11 30 51 82 Income (loss) from discontinued operations before income taxes 518 (577) (903) 524 (Expense) benefit from income tax (66) 374 (17) 650 Net income (loss) from discontinued operations $ 452 $ (203) $ (920) $ 1,174 The major classes of assets and liabilities classified as held for sale in the condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, Assets Receivables, net of allowance for credit losses $ 12 $ 4,206 Inventories, net 4,842 12,477 Prepaid expenses and other current assets 341 539 Property and equipment, net 1,502 3,571 Operating right of use assets 11,906 13,183 Other intangible assets, net 433 471 Other noncurrent assets 275 463 Total assets held for sale $ 19,311 $ 34,910 Liabilities Accounts payable $ 1,100 $ 6,541 Deferred revenues — 282 Operating lease liabilities 12,411 13,682 Other current liabilities and accrued expenses 2,306 6,621 Total liabilities held for sale $ 15,817 $ 27,126 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 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 $10.5 million and $16.2 million as of June 30, 2023 and December 31, 2022, respectively. Contract liabilities were $34.8 million and $31.9 million as of June 30, 2023 and December 31, 2022, respectively, which excludes $0.3 million of contract liabilities included in liabilities held for sale in the condensed consolidated balance sheets as of December 31, 2022. The changes in such contract balances during the six months ended June 30, 2023 primarily relate to (i) $22.1 million of revenues recognized that were included in gross contract liabilities at December 31, 2022, (ii) a $2.3 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, (iii) $22.0 million of contract assets reclassified into accounts receivable as the result of rights to consideration becoming unconditional, and (iv) a $6.1 million decrease in contract assets primarily due to impairment of certain trademark licensing contracts and certain contract modifications and terminations. Contract assets were $17.2 million and $17.4 million as of June 30, 2022 and December 31, 2021, respectively. Contract liabilities, excluding liabilities recorded as held for sale in the condensed consolidated balance sheets, were $51.9 million and $52.5 million as of June 30, 2022 and December 31, 2021, respectively. The changes in such contract balances, excluding changes recorded as discontinued operations in the condensed consolidated statements of operations, during the six months ended June 30, 2022 primarily re late to (i) $27.5 million of revenues recognized that were included in gross contract liabilities at December 31, 2021, (ii) a $2.0 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) $24.3 million of contract assets reclassified into accounts receivable as a result of rights to consideration becoming unconditional. Future Performance Obligations In the second quarter of 2023, we reviewed the revenue recognition for certain of our licensees pursuant to their contract modifications and expected collectability, which resulted in the impairment of corresponding assets of $11.2 million, net of a $1.2 million reduction in related commission accrual. The decrease in revenue from such licensees was $3.1 million and $6.7 million during the three and six months ended June 30, 2023, respectively compared to the comparable prior year periods. Due to the impact of the weakening economy in China, collections have slowed, and we have been in discussions with our partners to renegotiate terms of certain agreements. Future contract modifications and collectability issues could impact the revenue recognized against our ongoing contract assets. As of June 30, 2023, unrecognized revenue attributable to unsatisfied and partially unsatisfied performance obligations under our long-term contracts was $193.9 million, of which $187.0 million relates to Trademark Licensing, $5.3 million relates to Digital Subscriptions and Products, and $1.6 million relates to other obligations. Unrecognized revenue of the Trademark Licensing revenue stream will be recognized over the next ten years, of which 75% will be recognized in the first five years. Unrecognized revenue of the Digital Subscriptions and Products revenue stream will be recognized over the next five years, of which 38% 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), excluding revenues from discontinued operations: Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Licensing Direct-to-Consumer Digital Subscription and Content Other Total Licensing Direct-to-Consumer Digital Subscription and Content Other Total Trademark licensing $ 10,288 $ — $ — $ — $ 10,288 $ 19,982 $ — $ — $ — $ 19,982 Digital subscriptions and products — — 3,097 1 3,098 — — 5,786 4 5,790 TV and cable programming — — 2,015 — 2,015 — — 4,064 — 4,064 Consumer products — 19,700 — — 19,700 — 40,468 — — 40,468 Total revenues $ 10,288 $ 19,700 $ 5,112 $ 1 $ 35,101 $ 19,982 $ 40,468 $ 9,850 $ 4 $ 70,304 Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Licensing Direct-to-Consumer Digital Subscription and Content Other Total Licensing Direct-to-Consumer Digital Subscription and Content Other Total Trademark licensing $ 15,876 $ — $ — $ — $ 15,876 $ 30,437 $ — $ — $ — $ 30,437 Magazine, digital subscriptions and products — — 2,347 243 2,590 — — 4,647 678 5,325 TV and cable programming — — 2,347 — 2,347 — — 4,787 — 4,787 Consumer products — 27,068 — — 27,068 — 54,392 — — 54,392 Total revenues $ 15,876 $ 27,068 $ 4,694 $ 243 $ 47,881 $ 30,437 $ 54,392 $ 9,434 $ 678 $ 94,941 The following table disaggregates revenue by point-in-time versus over time (in thousands), excluding revenues from discontinued operations: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Point in time $ 20,801 $ 27,137 $ 42,144 $ 54,531 Over time 14,300 20,744 28,160 40,410 Total revenues $ 35,101 $ 47,881 $ 70,304 $ 94,941 |
Inventories, Net
Inventories, Net | 6 Months Ended |
Jun. 30, 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 $4.8 million and $12.5 million of inventory, net, which is included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Editorial and other pre-publication costs $ 320 $ 690 Merchandise finished goods 13,741 19,922 Total $ 14,061 $ 20,612 At June 30, 2023 and December 31, 2022, reserves for slow-moving and obsolete inventory related to merchandise finished goods amounted to $9.9 million and $3.6 million, respectively. Reserves for slow-moving and obsolete inventory as of June 30, 2023 exclude an immaterial amount of inventory reserves included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023. Reserves for slow-moving and obsolete inventory as of December 31, 2022 exclude $1.4 million of inventory reserves included in assets held for sale in the condensed consolidated balance sheets as of December 31, 2022. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 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 items set forth in the table below (in thousands). The table excludes $0.3 million and $0.5 million of assets included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Prepaid taxes $ 2,534 $ 3,150 Deposits 142 205 Prepaid insurance 228 1,074 Contract assets, current portion 1,295 2,559 Prepaid software 1,576 3,714 Prepaid inventory not yet received 3,619 3,397 Prepaid platform fees 703 1,126 Promissory note receivable 706 — Other 1,801 1,996 Total $ 12,604 $ 17,221 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 $4.6 million recorded in selling and administrative expenses in the condensed consolidated results of operations for the six months ended June 30, 2023, excluding $0.4 million of costs related to discontinued operations, out of which $1.5 million was the accelerated amortization of prepaid software. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consists of the items set forth in the table below (in thousands). The table excludes $1.5 million and $3.6 million of property and equipment, net included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Leasehold improvements 9,875 9,096 Construction in progress 1,232 782 Equipment 3,668 3,704 Internally developed software 9,428 7,096 Furniture and fixtures 1,954 1,953 Total property and equipment, gross 26,157 22,631 Less: accumulated depreciation (11,176) (8,827) Total $ 14,981 $ 13,804 The aggregate depreciation expense related to property and equipment, was $1.3 million and $0.7 million for the three months ended June 30, 2023 and 2022, respectively, excluding $0.1 million and $0.2 million, respectively, of depreciation expense related to discontinued operations. The aggregate depreciation expense related to property and equipment was $2.5 million and $1.9 million for the six months ended June 30, 2023 and 2022, respectively, excluding $0.4 million and $0.4 million, respectively, of depreciation expense included in discontinued operations in the condensed consolidated statements of operations. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible Assets Our indefinite-lived intangible assets that are not amortized consisted of $150.7 million and $216.0 million of Playboy-branded trademarks and acquired trade names as of June 30, 2023 and December 31, 2022, respectively. Capitalized trademark costs include costs associated with the acquisition, registration and/or renewal of our trademarks. We expense certain costs associated with the defense of our trademarks. Registration and renewal costs that were capitalized during each of the three and six months ended June 30, 2023 and 2022 were immaterial. As a result of ongoing impacts to our revenue, including declines in consumer demand and discontinued operations, we recorded non-cash asset impairment charges, at the impairment date, related to the write-down of goodwill of $66.7 million, to indefinite-lived trademarks of $65.5 million, and to trade names and other assets of $5.1 million. Refer to Note 1, Basis of Presentation and Summary of Significant Accounting Policies, for additional disclosures about impairment charges. The table below summarizes our intangible assets, net (in thousands). The table excludes $0.4 million and $0.5 million of other intangible assets, net included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Digital assets $ 5 $ 327 Total amortizable intangible assets, net 13,216 19,796 Total indefinite-lived intangible assets 150,650 216,014 Total $ 163,871 $ 236,137 Impairment charges related to our digital assets, which were comprised of the crypto currency “Ethereum” a s of June 30, 2023 and December 31, 2022, were immaterial for the three and six months ended June 30, 2023, and $2.6 million and $4.9 million for the three and six months ended June 30, 2022, respectively. Our amortizable intangible assets consisted of the following (in thousands): Weighted-Average Life (Years) Gross Carrying Amount Accumulated Amortization Accumulated Impairments* Net Carrying Amount June 30, 2023 Trade names 11.8 $ 73,933 $ (7,572) $ (53,806) $ 12,555 Distribution agreements 15 3,720 (3,059) — 661 Total $ 77,653 $ (10,631) $ (53,806) $ 13,216 *Includes trade name impairment charges of $5.1 million during the three months ended June 30, 2023. The table below excludes TLA’s customer lists and Yandy’s trade names as these were included in assets held for sale in the condensed consolidated balance sheets as of December 31, 2022. Weighted- Average Life (Years) Gross Carrying Amount Accumulated Amortization Accumulated Impairments Net Carrying Amount December 31, 2022 Trade names 12 $ 74,625 $ (6,881) $ (48,733) $ 19,011 Distribution agreements 15 3,720 (2,935) — 785 Developed technology 3 2,300 (2,300) — — Total $ 80,645 $ (12,116) $ (48,733) $ 19,796 The aggregate amortization expense for definite-lived intangible assets included in loss from continuing operations was $0.5 million and $1.6 million for the three months ended June 30, 2023 and 2022, respectively. Amortization expense for definite-lived intangible assets attributable to discontinued operations was immaterial for the three months ended June 30, 2023 and 2022. The aggregate amortization expense for definite-lived intangible assets included in the continuing operations was $1.0 million and $3.6 million for the six months ended June 30, 2023 and 2022, respectively. Amortization expense for definite-lived intangible assets attributable to discontinued operations was immaterial for the six months ended June 30, 2023 and 2022. As of June 30, 2023, expected amortization expense relating to definite-lived intangible assets for each of the next five years and thereafter is as follows (in thousands): Remainder of 2023 $ 736 2024 1,473 2025 1,473 2026 1,266 2027 1,225 Thereafter 7,043 Total $ 13,216 Goodwill Changes in the carrying value of goodwill for the six months ended June 30, 2023 were as follows (in thousands): Gross Goodwill Impairments Net Goodwill Balance at December 31, 2022 $ 257,545 $ (134,328) $ 123,217 Foreign currency translation adjustment in relation to Honey Birdette (2,274) (2,274) Impairments* (66,660) (66,660) Balance at June 30, 2023 $ 255,271 $ (200,988) $ 54,283 *Goodwill impairment charges recorded during the three and six months ended June 30, 2023 were $67.5 million. The difference from the amount shown in the table is due to foreign currency translation. Changes in the recorded carrying value of goodwill for the six months ended June 30, 2023 by reportable segment were as follows: Direct-to-Consumer Licensing Digital Subscriptions and Content Balance at December 31, 2022 $ 90,117 $ — $ 33,100 Foreign currency translation and other adjustments (2,274) — — Impairments* (66,660) — — Balance at June 30, 2023 $ 21,183 $ — $ 33,100 *Goodwill impairment charges recorded during the three and six months ended June 30, 2023 were $67.5 million. The difference from the amount shown in the table is due to foreign currency translation. |
Other Current Liabilities and A
Other Current Liabilities and Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Other Current Liabilities and Accrued Expenses | Other Current Liabilities and Accrued Expenses Other current liabilities and accrued expenses consisted of the items set forth in the table below (in thousands). The table excludes $2.3 million and $6.6 million of other current liabilities and accrued expenses included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Accrued interest $ 2,899 $ 2,096 Accrued salaries, wages and employee benefits 4,439 3,850 Outstanding gift cards and store credits 1,572 1,571 Inventory in transit 5,723 6,510 Sales taxes 4,143 4,542 Accrued creator fees 1,517 — Other 6,471 6,537 Total $ 26,764 $ 25,106 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table sets forth our debt (in thousands): June 30, December 31, Term loan, due 2027 $ 209,924 $ 201,613 Total debt 209,924 201,613 Less: unamortized debt issuance costs (668) (1,822) Less: unamortized debt discount (22,465) (6,616) Total debt, net of unamortized debt issuance costs and debt discount 186,791 193,175 Less: current portion of long-term debt (304) (2,050) Total debt, net of current portion $ 186,487 $ 191,125 On April 4, 2023, we entered into Amendment No. 5 (the “Fifth Amendment”) to the Credit and Guaranty Agreement, dated as of May 25, 2021 (as previously amended on August 11, 2021, August 8, 2022, December 6, 2022 and February 17, 2023, the “Credit Agreement”, and as further amended by 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 May 10, 2023 (the “Restatement Date”), we entered into an amendment and restatement of the 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 and the implied interest rate on our Series A Preferred Stock, exchange (and thereby eliminate) our outstanding Series A Preferred Stock, and obtain additional covenant relief and 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 our Series A Preferred Stock (representing all of our issued and outstanding preferred stock) for approximately $53.6 million of the A&R Term Loans, and Fortress extended approximately $11.8 million of additional funding as part of the A&R Term Loans. As a result, our Series A Preferred Stock was eliminated, and the principal balance of the A&R Term Loans under the A&R Credit Agreement is approximately $210.0 million (whereas the original Credit Agreement had an outstanding balance of approximately $156.0 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 U.S. Federal Reserve Bank of New York, 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 our board of directors (subject to certain exceptions), and we shall be responsible for reimbursing the board observer for all reasonable out-of-pocket costs and expenses; and • Allowing us 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 us and the total leverage ratio of the Company at such time. We, at our 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 stated interest rate of Tranche A and Tranche B term loans as of June 30, 2023 was 11.41% and 9.41%, respectively. The stated interest rate of the term loan pursuant to the Credit Agreement as of December 31, 2022 was 11.01%. We accounted for the amendment and restatement of the Credit Agreement (the “Restatement”) as a partial debt extinguishment and recognized $8.0 million in gain on debt extinguishment related to the lenders that sold their debt positions in our debt to Fortress. For the rest of the lenders, the transaction was accounted for as a debt modification. As a result of the Restatement, we capitalized an additional $21.0 million of debt discount while deferring and continuing to amortize an existing discount of $2.6 million, which will be amortized over the remaining term of our senior secured debt and recorded in interest expense in our condensed consolidated statements of operations. As a result of the Restatement, fees of $0.3 million were expensed as incurred and $0.4 million of debt issuance costs were capitalized. 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, we were not required to pay any fees, but we were required to pay the lenders’ and the Agent’s legal expenses in connection with the transaction. Compliance with the financial covenants as of June 30, 2023 and December 31, 2022 was waived pursuant to the terms of the A&R Credit Agreement and the third amendment of the Credit Agreement, respectively. The following table sets forth maturities of the principal amount of our A&R Term Loans as of June 30, 2023 (in thousands): Remainder of 2023 $ 152 2024 304 2025 304 2026 304 2027 208,860 Total $ 209,924 |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Common Stock Common stock reserved for future issuance consists of the following: June 30, December 31, Shares available for grant under equity incentive plans 2,621,468 492,786 Options issued and outstanding under equity incentive plans 2,496,494 2,599,264 Unvested restricted stock units 1,066,281 2,058,534 Vested restricted stock units not yet settled 32,580 11,761 Unvested performance-based restricted stock units 1,089,045 1,089,045 Shares issuable pursuant to a license, services and collaboration agreement 9,936 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 7,564,920 6,549,080 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation As of June 30, 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 (102,770) $ 22.14 — — Balance – June 30, 2023 2,496,494 $ 7.85 6.3 $ — Exercisable – June 30, 2023 2,260,042 $ 7.40 6.1 $ — Vested and expected to vest as of June 30,2023 2,496,494 $ 7.85 6.3 $ — There were no options granted in the first or second quarter of 2023 or 2022. Restricted Stock Units A summary of r estricted 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 (817,978) 13.11 Forfeited (174,275) 20.23 Unvested and outstanding balance at June 30, 2023 1,066,281 $ 11.32 The total fair value of restricted stock units that vested during the three months ended June 30, 2023 and 2022 was approximately $1.2 million and $0.2 million, respectively. The total fair value of restricted stock units that vested during the six months ended June 30, 2023 and 2022 was approximately $1.6 million and $3.1 million, respectively. We had 32,580 outstanding and fully vested restricted stock units remained unsettled at June 30, 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 per share for the three and six months ended June 30, 2023 and 2022. There was no activity with respect to performance-based restricted stock units during the three and six months ended June 30, 2023. Performance-based restricted stock units for 1,089,045 shares were unvested and outstanding as of June 30, 2023 and December 31, 2022. Stock-Based Compensation Expense Stock-based compensation expense under our equity incentive plans was as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Cost of sales (1) $ (826) $ 764 $ (453) $ 1,643 Selling and administrative expenses (2) 3,977 3,983 8,823 9,643 Total $ 3,151 $ 4,747 $ 8,370 $ 11,286 (1) Cost of sales for the three and six months ended June 30, 2023 includes a net reversal of $1.1 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. 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 and recorded in cost of sales for the three and six months ended June 30, 2022 were $0.6 million and $0.7 million, respectively. (2 ) Selling and administrative expenses for the three and six months ended June 30, 2023 includes $1.3 million and $2.3 million of accelerated amortization of stock-based compensation expense for certain equity awards during the three and six months ended June 30, 2023, respectively. The expense presented in the table above is net of capitalized stock-based compensation relating to software development costs of $0.5 million and $1.2 million during the three and six months ended June 30, 2023, respectively, and $0.6 million during the three and six months ended June 30, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases As of June 30, 2023 and December 31, 2022, the weighted average remaining term of our operating leases from continuing operations was 5.7 years and 5.8 years, respectively, and the weighted average discount rate used to estimate the net present value of the operating lease liabilities was 5.9% and 5.8%, respectively. Cash payments for amounts included in the measurement of operating lease liabilities attributable to continuing operations, were $2.1 million and $2.3 million for the three months ended June 30, 2023 and 2022, respectively, and $4.3 million and $4.8 million for the six months ended June 30, 2023 and 2022, respectively. Right of use assets obtained in exchange for new operating lease liabilities were $1.2 million and $3.5 million for the three months ended June 30, 2023 and 2022, respectively, excluding $0.7 million and $2.0 million, respectively, of right of use assets related to assets held for sale. Right of use assets obtained in exchange for new operating lease liabilities from continuing operations were $2.4 million and $3.8 million for the six months ended June 30, 2023 and 2022, respectively. Right of use assets obtained in exchange for new operating lease liabilities attributable to discontinued operations for the six months ended June 30, 2023 and 2022 were $0.9 million and $2.2 million, respectively. In conjunction with the sale of Yandy in the second quarter of 2023, we entered into a sublease agreement with the buyer of Yandy in relation to its warehouse and office space for the remaining term of the lease, which expires in 2031. Net lease cost recognized in our condensed consolidated statements of operations for the three and six months ended June 30, 2023 and 2022 is summarized in the table below (in thousands). The table excludes TLA’s total net lease cost of $1.6 million and $3.1 million for the three and six months ended June 30, 2023, respectively, and $1.5 million and $3.1 million for the three and six months ended June 30, 2022, respectively, which is included in discontinued operations in the unaudited condensed consolidated statements of operations. Three Months Ended June 30, 2023 2022 Operating lease cost $ 1,928 $ 1,846 Variable lease cost 343 161 Short-term lease cost 581 498 Sublease income (196) (65) Total $ 2,656 $ 2,440 Six Months Ended June 30, 2023 2022 Operating lease cost $ 3,819 $ 3,765 Variable lease cost 745 366 Short-term lease cost 1,291 925 Sublease income (265) (129) Total $ 5,590 $ 4,927 Maturities of our operating lease liabilities as of June 30, 2023 were as follows (in thousands): Remainder of 2023 $ 4,129 2024 8,104 2025 7,018 2026 6,785 2027 4,654 Thereafter 9,296 Total undiscounted lease payments 39,986 Less: imputed interest (7,281) Total operating lease liabilities $ 32,705 Operating lease liabilities, current portion $ 6,403 Operating lease liabilities, noncurrent portion $ 26,302 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. The court heard PEII’s motion for summary judgment on June 6, 2023, and dismissed six out of 10 of AVS’ causes of action. AVS’ contract-related claims remain to be determined at trial, which is set for January 22, 2024. The parties are currently engaged in discovery. We believe AVS’ remaining claims and allegations are without merit, and we will defend this matter vigorously. TNR Case On December 17, 2021, Thai Nippon Rubber Industry Public Limited Company, a manufacturer of condoms and lubricants and a publicly traded Thailand company (“TNR”), filed a complaint in the U.S. District Court for the Central District of California against PEII and its subsidiary Products Licensing, LLC. TNR alleges a variety of claims relating to the termination of a license agreement with TNR and the business relationship between PEII and TNR prior to such termination. TNR alleges, among other things, breach of contract, unfair competition, breach of the implied covenant of good faith and fair dealing, and interference with contractual and business relations due to PEII’s conduct. TNR is seeking over $100 million in damages arising from the loss of expected profits, declines in the value of TNR’s business, unsalable inventory and investment losses. After PEII indicated it would move to dismiss the complaint, TNR received two extensions of time from the court to file an amended complaint. TNR filed its amended complaint on March 16, 2022. On April 25, 2022, PEII filed a motion to dismiss the complaint. That motion was partially granted, and the court dismissed TNR’s claims under California franchise laws without leave to amend. A trial date has been set for February 13, 2024. We believe TNR’s claims and allegations are without merit, and we will defend this matter vigorously. |
Severance Costs
Severance Costs | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Severance Costs | Severance Costs We incurred severance costs during the first half of 2023 due to the reduction of headcount, as we shift our business to a capital-light model. Severance costs are recorded in selling, general and administrative expenses in the condensed consolidated statements of operations, with an immaterial amount recorded in cost of sales, and in accrued salaries, wages, and employee benefits in our condensed consolidated balance sheets. Severance costs in our condensed consolidated statements of operations were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Direct-to-Consumer $ 756 $ — $ 1,127 $ — Corporate 10 141 1,221 141 Digital Subscriptions and Content — 582 39 582 Licensing 36 8 53 8 Total $ 802 $ 731 $ 2,440 $ 731 The following is a reconciliation of the beginning and ending severance costs balances recorded in accrued salaries, wages, and employee benefits in our condensed consolidated balance sheets (in thousands): Employee Separation Costs Balance at December 31, 2022 $ 1,192 Costs incurred and charged to expense 2,440 Costs paid or otherwise settled (2,096) Balance at June 30, 2023 $ 1,536 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe effective tax rate for the three months ended June 30, 2023 and 2022 was 6.9% and of 1.7%, respectively. The effective tax rate for the six months ended June 30, 2023 and 2022 was 6.4% and 40.2%, respectively. The effective tax rate for the three and six months ended June 30, 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 and six months ended June 30, 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, 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 Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended June 30, Six Months Ended 2023 2022 2023 2022 Stock options to purchase common stock 2,496,494 2,845,577 2,496,494 2,845,577 Unvested restricted stock units 1,066,281 2,217,748 1,066,281 2,217,748 Unvested performance-based restricted stock units 1,089,045 1,115,455 1,089,045 1,115,455 Total 4,651,820 6,178,780 4,651,820 6,178,780 |
Segments
Segments | 6 Months Ended |
Jun. 30, 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 lingerie business, Honey Birdette, with 58 stores in three countries as of June 30, 2023. The TLA and Yandy direct-to-consumer businesses met the criteria for discontinued operations classification as of June 30, 2023 (see Note 3, Assets and Liabilities Held for Sale and Discontinued Operations). Therefore, they were excluded from the table below and classified as discontinued operations in our condensed consolidated statements of operations for all periods presented. The Digital Subscriptions and Content segment derives revenue from the subscription of Playboy programming that is distributed through various channels, including websites and domestic and international television, from sales of tokenized digital art and collectibles, and sales of creator content offerings to consumers on playboy.com . 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 in the tables below are primarily attributable to revenues and costs related to the fulfillment of magazine subscription obligations in the prior year comparative periods, 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 Six Months Ended 2023 2022 2023 2022 Net revenues: Licensing $ 10,288 $ 15,876 $ 19,982 $ 30,437 Direct-to-Consumer 19,700 27,068 40,468 54,392 Digital Subscriptions and Content 5,112 4,694 9,850 9,434 All Other 1 243 4 678 Total $ 35,101 $ 47,881 $ 70,304 $ 94,941 Operating (loss) income: Licensing $ (68,281) $ 10,945 $ (64,714) $ 20,704 Direct-to-Consumer (75,002) (1,231) (90,058) (1,716) Digital Subscriptions and Content 1,002 (6,738) 393 (9,842) Corporate (13,918) (8,783) (29,794) (9,485) All Other (7) 231 (12) 603 Total $ (156,206) $ (5,576) $ (184,185) $ 264 Geographic Information Revenue by geography is based on where the customer is located. The following table sets forth revenue by geographic area (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net revenues: United States $ 14,975 $ 19,532 $ 30,634 $ 38,099 China 7,475 10,927 14,423 21,730 Australia 7,608 10,760 15,136 22,580 UK 2,943 3,072 5,445 6,053 Other 2,100 3,590 4,666 6,479 Total $ 35,101 $ 47,881 $ 70,304 $ 94,941 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||||
Net income (loss) | $ (133,883) | $ (37,680) | $ (8,315) | $ 5,543 | $ (171,563) | $ (2,772) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 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”). As discussed in Note 3, Assets and Liabilities Held for Sale and Discontinued Operations, we concluded that the Yandy Enterprises LLC (“Yandy”) and TLA Acquisition Corp. (“TLA”) disposal groups met the criteria for discontinued operations classification in the second quarter of 2023. As a result, the Yandy and TLA disposal groups, previously included in the Direct-to-Consumer segment, were classified as discontinued operations in the condensed consolidated statements of operations for all periods presented. The Yandy sale was completed on April 4, 2023. Assets and liabilities of these businesses were classified as assets and liabilities held for sale of the condensed consolidated balance sheets for all periods presented. Unaudited Interim Condensed Consolidated Financial Statements The interim condensed consolidated balance sheet as of June 30, 2023, and the interim condensed consolidated statements of operations, comprehensive loss, cash flows, and stockholders’ equity for the three and six months ended June 30, 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 June 30, 2023 and our results of operations and cash flows for the three and six months ended June 30, 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 and six-month periods are also unaudited. The interim condensed consolidated results of operations for the six months ended June 30, 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 second 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 | ReclassificationsCertain 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. We regularly assess these estimates, including but not limited to, valuation of our trademarks and trade names; 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 | 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 receiva ble is limited due to the wide variety of customers to whom our products are sold and/or license |
Restricted Cash | Restricted CashAt June 30, 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 certain of its leases. |
Advertising Costs | Advertising Costs We expense advertising costs as incurred. Advertising expenses were $1.4 million and $3.7 million for the three months ended June 30, 2023 and 2022, respectively, excluding $0.3 million and $2.0 million, respectively, of advertising costs related to discontinued operations. Advertising expenses for the six months ended June 30, 2023 and 2022 were $3.7 million and $7.9 million, respectively, excluding $2.3 million and $4.9 million, respectively, of advertising costs related to discontinued operations. 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. |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Indefinite-lived intangible assets that are not amortized but subject to annual impairment testing consist of Playboy-branded trademarks. We periodically perform a quantitative assessment to estimate the fair value of our Playboy-branded trademarks. We evaluate the indefinite-lived Playboy-branded trademarks for impairment using the relief from royalty method. This valuation approach requires that we make a number of assumptions to estimate fair value, including projections of future revenues, market royalty rates, tax rates, discount rates and other relevant variables. The projections we use in the model are updated annually and will change over time based on the historical performance and changing business conditions. If the carrying value of the trademark exceeds its estimated fair value, an impairment charge is recognized for the excess amount. We perform annual impairment testing on goodwill in the fourth quarter of each fiscal year or when events occur or circumstances change that would, more likely than not, reduce the fair value of a reporting unit below its carrying value. We may first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If we determine it is more likely than not that the fair value of the reporting unit is greater than its carrying amount, an impairment test is unnecessary. If an impairment test is necessary, we will estimate the fair value of a related reporting unit. If the carrying value of a reporting unit exceeds its fair value, the goodwill of that reporting unit is determined to be impaired, and we will proceed with recording an impairment charge equal to the excess of the carrying value over the related fair value. If we determine it is more likely than not that goodwill is not impaired, a quantitative test is not necessary. We have experienced further declines in revenue and profitability, causing us to test the recoverability of our indefinite-lived assets, including goodwill as of June 30, 2023. The quantitative test performed in the second quarter of 2023 indicated that the fair value of the indefinite-lived Playboy-branded trademarks was less than their carrying value. Our valuation estimate was most sensitive to changes in royalty rates and the cost of capital. We recognized $65.5 million of impairment charges on our indefinite-lived assets at the impairment date in the second quarter of 2023 . Utilizing the income approach, we performed a quantitative i mpairment test on goodwill using a discoun ted cash flow analysis, which determined that the carrying value of certain of our reporting units exceeded their fair value. As a result, we recognized $66.7 million of impairment charges on our goodwill at the impairment date. Definite-lived intangible assets include distribution agreements, photo and magazine archives, licensing agreements, and trade names, which we recognized in connection with our business combinations. Because these assets were recognized as identifiable intangible assets in connection with our previous business combinat ions, we do not incur costs to renew or extend their terms. All of our definite-lived intangible assets are amortized using the straight-line method over their useful lives. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The carrying amounts of long-lived assets, including property and equipment, stores, acquired intangible assets and right-of-use operating lease assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate over their remaining lives. If such review indicates that the carrying amount of long-lived assets is not recoverable, the carrying amount of such assets is reduced to their fair value. If the useful life is shorter than originally estimated, we amortize the remaining carrying value over the revised shorter useful life. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. We have experienced further declines in revenue and profitability, causing us to test reco verability as of June 30, 2023. Recoverability tests for certain of our amortizable trade names indicated that a quantitative impair ment test would be necessary. The fair values of certain of our amortizable trade names were less than their carrying values. As a result, we recognized $5.1 million of impairment charges on our trade names at the impairment date in the second quarter of 2023. |
Assets and Liabilities Held for Sale and Discontinued Operations | Assets and Liabilities Held for Sale and Discontinued Operations 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. |
Recently Adopted Accounting Pronouncements and Accounting Pronouncements Issued but Not Yet Adopted | Recently Adopted Accounting Pronouncements In December 2022, the Financial Accounting Standards Board issued Accounting Standard Update 2022-06 Reference Rate Reform (“Topic 848”) “Deferral of the Sunset Date of Topic 848”, which deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Topic 848 provides optional expedients and exceptions for applying GAAP to contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The standard was effective upon issuance and we may apply the optional expedients and elections in Topic 848 prospectively through December 31, 2024. Upon amendment and restatement of our Credit Agreement on May 10, 2023, LIBOR was replaced with the Secured Overnight Financing Rate (“SOFR”) published by the Federal Reserve Bank of New York. Refer to Note 9, Debt. The provisions of this pronouncement did not have a material impact on our condensed consolidated financial statements. Accounting Pronouncements Issued but Not Yet Adopted We do not believe that there were any recently issued, but not yet effective, accounting pronouncements that would have a material effect on our financial statements. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedules of Concentration of Risks | The following table represents receivables from our customers exceeding 10% of our total receivables, excluding receivables held for sale: Customer June 30, December 31, Customer A 59 % 31 % The following table represents revenue from our customers exceeding 10% of our total revenue, excluding revenues from discontinued operations: Three Months Ended June 30, Six Months Ended June 30, Customer 2023 2022 2023 2022 Customer A 15 % 11 % 15 % 11 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial 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): June 30, 2023 Level 1 Level 2 Level 3 Total Liabilities Contingent consideration liability $ — $ — $ (568) $ (568) 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) |
Schedule of Fair Value Liabilities Activity | The following table provides a roll-forward of the fair value of the liabilities categorized as Level 3 for the six months ended June 30, 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 (267) (6,505) (6,772) Exchange of mandatorily redeemable preferred shares $ — $ (32,594) $ (32,594) Balance at June 30, 2023 $ 568 $ — $ 568 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale and Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table summarizes the components of income (loss) from discontinued operations, net of tax in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net revenues $ 10,003 $ 17,533 $ 26,241 $ 39,851 Costs and expenses: Cost of sales (3,810) (8,513) (12,179) (19,427) Selling and administrative expenses (5,686) (9,627) (15,016) (19,982) Total operating expense (9,496) (18,140) (27,195) (39,409) Operating income (loss) 507 (607) (954) 442 Nonoperating income (expense): Other income, net 11 30 51 82 Total nonoperating income 11 30 51 82 Income (loss) from discontinued operations before income taxes 518 (577) (903) 524 (Expense) benefit from income tax (66) 374 (17) 650 Net income (loss) from discontinued operations $ 452 $ (203) $ (920) $ 1,174 The major classes of assets and liabilities classified as held for sale in the condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, Assets Receivables, net of allowance for credit losses $ 12 $ 4,206 Inventories, net 4,842 12,477 Prepaid expenses and other current assets 341 539 Property and equipment, net 1,502 3,571 Operating right of use assets 11,906 13,183 Other intangible assets, net 433 471 Other noncurrent assets 275 463 Total assets held for sale $ 19,311 $ 34,910 Liabilities Accounts payable $ 1,100 $ 6,541 Deferred revenues — 282 Operating lease liabilities 12,411 13,682 Other current liabilities and accrued expenses 2,306 6,621 Total liabilities held for sale $ 15,817 $ 27,126 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from External Customers by Products and Services | The following table disaggregates revenue by type (in thousands), excluding revenues from discontinued operations: Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Licensing Direct-to-Consumer Digital Subscription and Content Other Total Licensing Direct-to-Consumer Digital Subscription and Content Other Total Trademark licensing $ 10,288 $ — $ — $ — $ 10,288 $ 19,982 $ — $ — $ — $ 19,982 Digital subscriptions and products — — 3,097 1 3,098 — — 5,786 4 5,790 TV and cable programming — — 2,015 — 2,015 — — 4,064 — 4,064 Consumer products — 19,700 — — 19,700 — 40,468 — — 40,468 Total revenues $ 10,288 $ 19,700 $ 5,112 $ 1 $ 35,101 $ 19,982 $ 40,468 $ 9,850 $ 4 $ 70,304 Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Licensing Direct-to-Consumer Digital Subscription and Content Other Total Licensing Direct-to-Consumer Digital Subscription and Content Other Total Trademark licensing $ 15,876 $ — $ — $ — $ 15,876 $ 30,437 $ — $ — $ — $ 30,437 Magazine, digital subscriptions and products — — 2,347 243 2,590 — — 4,647 678 5,325 TV and cable programming — — 2,347 — 2,347 — — 4,787 — 4,787 Consumer products — 27,068 — — 27,068 — 54,392 — — 54,392 Total revenues $ 15,876 $ 27,068 $ 4,694 $ 243 $ 47,881 $ 30,437 $ 54,392 $ 9,434 $ 678 $ 94,941 The following table disaggregates revenue by point-in-time versus over time (in thousands), excluding revenues from discontinued operations: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Point in time $ 20,801 $ 27,137 $ 42,144 $ 54,531 Over time 14,300 20,744 28,160 40,410 Total revenues $ 35,101 $ 47,881 $ 70,304 $ 94,941 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 6 Months Ended |
Jun. 30, 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 $4.8 million and $12.5 million of inventory, net, which is included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Editorial and other pre-publication costs $ 320 $ 690 Merchandise finished goods 13,741 19,922 Total $ 14,061 $ 20,612 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 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 items set forth in the table below (in thousands). The table excludes $0.3 million and $0.5 million of assets included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Prepaid taxes $ 2,534 $ 3,150 Deposits 142 205 Prepaid insurance 228 1,074 Contract assets, current portion 1,295 2,559 Prepaid software 1,576 3,714 Prepaid inventory not yet received 3,619 3,397 Prepaid platform fees 703 1,126 Promissory note receivable 706 — Other 1,801 1,996 Total $ 12,604 $ 17,221 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consists of the items set forth in the table below (in thousands). The table excludes $1.5 million and $3.6 million of property and equipment, net included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Leasehold improvements 9,875 9,096 Construction in progress 1,232 782 Equipment 3,668 3,704 Internally developed software 9,428 7,096 Furniture and fixtures 1,954 1,953 Total property and equipment, gross 26,157 22,631 Less: accumulated depreciation (11,176) (8,827) Total $ 14,981 $ 13,804 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The table below summarizes our intangible assets, net (in thousands). The table excludes $0.4 million and $0.5 million of other intangible assets, net included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Digital assets $ 5 $ 327 Total amortizable intangible assets, net 13,216 19,796 Total indefinite-lived intangible assets 150,650 216,014 Total $ 163,871 $ 236,137 Our amortizable intangible assets consisted of the following (in thousands): Weighted-Average Life (Years) Gross Carrying Amount Accumulated Amortization Accumulated Impairments* Net Carrying Amount June 30, 2023 Trade names 11.8 $ 73,933 $ (7,572) $ (53,806) $ 12,555 Distribution agreements 15 3,720 (3,059) — 661 Total $ 77,653 $ (10,631) $ (53,806) $ 13,216 *Includes trade name impairment charges of $5.1 million during the three months ended June 30, 2023. The table below excludes TLA’s customer lists and Yandy’s trade names as these were included in assets held for sale in the condensed consolidated balance sheets as of December 31, 2022. Weighted- Average Life (Years) Gross Carrying Amount Accumulated Amortization Accumulated Impairments Net Carrying Amount December 31, 2022 Trade names 12 $ 74,625 $ (6,881) $ (48,733) $ 19,011 Distribution agreements 15 3,720 (2,935) — 785 Developed technology 3 2,300 (2,300) — — Total $ 80,645 $ (12,116) $ (48,733) $ 19,796 |
Schedule of Indefinite-Lived Intangible Assets | The table below summarizes our intangible assets, net (in thousands). The table excludes $0.4 million and $0.5 million of other intangible assets, net included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Digital assets $ 5 $ 327 Total amortizable intangible assets, net 13,216 19,796 Total indefinite-lived intangible assets 150,650 216,014 Total $ 163,871 $ 236,137 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of June 30, 2023, expected amortization expense relating to definite-lived intangible assets for each of the next five years and thereafter is as follows (in thousands): Remainder of 2023 $ 736 2024 1,473 2025 1,473 2026 1,266 2027 1,225 Thereafter 7,043 Total $ 13,216 |
Schedule of Goodwill | Changes in the carrying value of goodwill for the six months ended June 30, 2023 were as follows (in thousands): Gross Goodwill Impairments Net Goodwill Balance at December 31, 2022 $ 257,545 $ (134,328) $ 123,217 Foreign currency translation adjustment in relation to Honey Birdette (2,274) (2,274) Impairments* (66,660) (66,660) Balance at June 30, 2023 $ 255,271 $ (200,988) $ 54,283 *Goodwill impairment charges recorded during the three and six months ended June 30, 2023 were $67.5 million. The difference from the amount shown in the table is due to foreign currency translation. Changes in the recorded carrying value of goodwill for the six months ended June 30, 2023 by reportable segment were as follows: Direct-to-Consumer Licensing Digital Subscriptions and Content Balance at December 31, 2022 $ 90,117 $ — $ 33,100 Foreign currency translation and other adjustments (2,274) — — Impairments* (66,660) — — Balance at June 30, 2023 $ 21,183 $ — $ 33,100 *Goodwill impairment charges recorded during the three and six months ended June 30, 2023 were $67.5 million. The difference from the amount shown in the table is due to foreign currency translation. |
Other Current Liabilities and_2
Other Current Liabilities and Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Other Current Liabilities and Accrued Expenses | Other current liabilities and accrued expenses consisted of the items set forth in the table below (in thousands). The table excludes $2.3 million and $6.6 million of other current liabilities and accrued expenses included in assets held for sale in the condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Refer to Note 3, Assets and Liabilities Held for Sale and Discontinued Operations. June 30, December 31, Accrued interest $ 2,899 $ 2,096 Accrued salaries, wages and employee benefits 4,439 3,850 Outstanding gift cards and store credits 1,572 1,571 Inventory in transit 5,723 6,510 Sales taxes 4,143 4,542 Accrued creator fees 1,517 — Other 6,471 6,537 Total $ 26,764 $ 25,106 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | The following table sets forth our debt (in thousands): June 30, December 31, Term loan, due 2027 $ 209,924 $ 201,613 Total debt 209,924 201,613 Less: unamortized debt issuance costs (668) (1,822) Less: unamortized debt discount (22,465) (6,616) Total debt, net of unamortized debt issuance costs and debt discount 186,791 193,175 Less: current portion of long-term debt (304) (2,050) Total debt, net of current portion $ 186,487 $ 191,125 |
Schedule of Maturities of the Principal Amount of Debt | The following table sets forth maturities of the principal amount of our A&R Term Loans as of June 30, 2023 (in thousands): Remainder of 2023 $ 152 2024 304 2025 304 2026 304 2027 208,860 Total $ 209,924 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance consists of the following: June 30, December 31, Shares available for grant under equity incentive plans 2,621,468 492,786 Options issued and outstanding under equity incentive plans 2,496,494 2,599,264 Unvested restricted stock units 1,066,281 2,058,534 Vested restricted stock units not yet settled 32,580 11,761 Unvested performance-based restricted stock units 1,089,045 1,089,045 Shares issuable pursuant to a license, services and collaboration agreement 9,936 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 7,564,920 6,549,080 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 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 (102,770) $ 22.14 — — Balance – June 30, 2023 2,496,494 $ 7.85 6.3 $ — Exercisable – June 30, 2023 2,260,042 $ 7.40 6.1 $ — Vested and expected to vest as of June 30,2023 2,496,494 $ 7.85 6.3 $ — |
Schedule of Restricted Stock Unit Activity | A summary of r estricted 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 (817,978) 13.11 Forfeited (174,275) 20.23 Unvested and outstanding balance at June 30, 2023 1,066,281 $ 11.32 |
Schedule of Allocated Share-based Compensation Expense | Stock-based compensation expense under our equity incentive plans was as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Cost of sales (1) $ (826) $ 764 $ (453) $ 1,643 Selling and administrative expenses (2) 3,977 3,983 8,823 9,643 Total $ 3,151 $ 4,747 $ 8,370 $ 11,286 (1) Cost of sales for the three and six months ended June 30, 2023 includes a net reversal of $1.1 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. 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 and recorded in cost of sales for the three and six months ended June 30, 2022 were $0.6 million and $0.7 million, respectively. (2 ) Selling and administrative expenses for the three and six months ended June 30, 2023 includes $1.3 million and $2.3 million of accelerated amortization of stock-based compensation expense for certain equity awards during the three and six months ended June 30, 2023, respectively. |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Lease Costs | Net lease cost recognized in our condensed consolidated statements of operations for the three and six months ended June 30, 2023 and 2022 is summarized in the table below (in thousands). The table excludes TLA’s total net lease cost of $1.6 million and $3.1 million for the three and six months ended June 30, 2023, respectively, and $1.5 million and $3.1 million for the three and six months ended June 30, 2022, respectively, which is included in discontinued operations in the unaudited condensed consolidated statements of operations. Three Months Ended June 30, 2023 2022 Operating lease cost $ 1,928 $ 1,846 Variable lease cost 343 161 Short-term lease cost 581 498 Sublease income (196) (65) Total $ 2,656 $ 2,440 Six Months Ended June 30, 2023 2022 Operating lease cost $ 3,819 $ 3,765 Variable lease cost 745 366 Short-term lease cost 1,291 925 Sublease income (265) (129) Total $ 5,590 $ 4,927 |
Maturities of Operating Lease Liabilities | Maturities of our operating lease liabilities as of June 30, 2023 were as follows (in thousands): Remainder of 2023 $ 4,129 2024 8,104 2025 7,018 2026 6,785 2027 4,654 Thereafter 9,296 Total undiscounted lease payments 39,986 Less: imputed interest (7,281) Total operating lease liabilities $ 32,705 Operating lease liabilities, current portion $ 6,403 Operating lease liabilities, noncurrent portion $ 26,302 |
Severance Costs (Tables)
Severance Costs (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Severance costs in our condensed consolidated statements of operations were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Direct-to-Consumer $ 756 $ — $ 1,127 $ — Corporate 10 141 1,221 141 Digital Subscriptions and Content — 582 39 582 Licensing 36 8 53 8 Total $ 802 $ 731 $ 2,440 $ 731 The following is a reconciliation of the beginning and ending severance costs balances recorded in accrued salaries, wages, and employee benefits in our condensed consolidated balance sheets (in thousands): Employee Separation Costs Balance at December 31, 2022 $ 1,192 Costs incurred and charged to expense 2,440 Costs paid or otherwise settled (2,096) Balance at June 30, 2023 $ 1,536 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
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 per share due to their anti-dilutive effect: Three Months Ended June 30, Six Months Ended 2023 2022 2023 2022 Stock options to purchase common stock 2,496,494 2,845,577 2,496,494 2,845,577 Unvested restricted stock units 1,066,281 2,217,748 1,066,281 2,217,748 Unvested performance-based restricted stock units 1,089,045 1,115,455 1,089,045 1,115,455 Total 4,651,820 6,178,780 4,651,820 6,178,780 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following table sets forth financial information by reportable segment (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net revenues: Licensing $ 10,288 $ 15,876 $ 19,982 $ 30,437 Direct-to-Consumer 19,700 27,068 40,468 54,392 Digital Subscriptions and Content 5,112 4,694 9,850 9,434 All Other 1 243 4 678 Total $ 35,101 $ 47,881 $ 70,304 $ 94,941 Operating (loss) income: Licensing $ (68,281) $ 10,945 $ (64,714) $ 20,704 Direct-to-Consumer (75,002) (1,231) (90,058) (1,716) Digital Subscriptions and Content 1,002 (6,738) 393 (9,842) Corporate (13,918) (8,783) (29,794) (9,485) All Other (7) 231 (12) 603 Total $ (156,206) $ (5,576) $ (184,185) $ 264 |
Revenue from by Geographic Area | The following table sets forth revenue by geographic area (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Net revenues: United States $ 14,975 $ 19,532 $ 30,634 $ 38,099 China 7,475 10,927 14,423 21,730 Australia 7,608 10,760 15,136 22,580 UK 2,943 3,072 5,445 6,053 Other 2,100 3,590 4,666 6,479 Total $ 35,101 $ 47,881 $ 70,304 $ 94,941 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Segment Information (Details) | 6 Months Ended |
Jun. 30, 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 - Customer A | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Receivables | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 59% | 31% | |||
Revenue Benchmark | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 15% | 11% | 15% | 11% |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Advertising expenses | $ 1.4 | $ 3.7 | $ 3.7 | $ 7.9 |
Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Advertising costs related to discontinued operations | $ 0.3 | $ 2 | $ 2.3 | $ 4.9 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Sep. 01, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangible assets | $ 65,500 | ||
Impairments | $ (66,660) | ||
Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of definite-lived intangible assets | $ 5,100 | $ 5,100 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mandatorily redeemable preferred stock | $ 0 | $ (39,099) |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | (568) | (835) |
Mandatorily redeemable preferred stock | (39,099) | |
Total liabilities | (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 | |
Total liabilities | 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 | |
Fair Value, Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | $ (568) | (835) |
Mandatorily redeemable preferred stock | (39,099) | |
Total liabilities | $ (39,934) |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value remeasurement of contingent consideration | $ (75) | $ (8,641) | $ (267) | $ (27,939) | |
Digital asset impairments | 0 | 2,600 | 0 | 4,900 | |
Digital assets | 5 | 5 | $ 327 | ||
Goodwill and intangible asset impairment | 137,300 | ||||
Series A Preferred Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value remeasurement of contingent consideration | 9,500 | 1,800 | 6,500 | 1,800 | |
Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value remeasurement of contingent consideration | $ 100 | $ 8,600 | $ 300 | $ 27,900 |
Fair Value Measurements - Chang
Fair Value Measurements - Change in Fair Value Of Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Change in fair value | $ 9,523 | $ 1,754 | $ 6,505 | $ 1,754 |
Level 3 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at December 31, 2022 | 39,934 | |||
Change in fair value | (6,772) | |||
Exchange of mandatorily redeemable preferred shares | (32,594) | |||
Balance at June 30, 2023 | 568 | 568 | ||
Level 3 | Contingent Consideration | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at December 31, 2022 | 835 | |||
Change in fair value | (267) | |||
Balance at June 30, 2023 | 568 | 568 | ||
Level 3 | Preferred Stock Liability | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at December 31, 2022 | 39,099 | |||
Change in fair value | (6,505) | |||
Exchange of mandatorily redeemable preferred shares | (32,594) | |||
Balance at June 30, 2023 | $ 0 | $ 0 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale and Discontinued Operations - Income (Loss) from Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Apr. 04, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net income (loss) from discontinued operations | $ 452 | $ (203) | $ (920) | $ 1,174 | |
Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net revenues | 10,003 | 17,533 | 26,241 | 39,851 | |
Cost of sales | (3,810) | (8,513) | (12,179) | (19,427) | |
Selling and administrative expenses | (5,686) | (9,627) | (15,016) | (19,982) | |
Total operating expense | (9,496) | (18,140) | (27,195) | (39,409) | |
Operating income (loss) | 507 | (607) | (954) | 442 | |
Other income, net | 11 | 30 | 51 | 82 | |
Total nonoperating income | 11 | 30 | 51 | 82 | |
Income (loss) from discontinued operations before income taxes | 518 | (577) | (903) | 524 | |
(Expense) benefit from income tax | (66) | 374 | (17) | 650 | |
Net income (loss) from discontinued operations | $ 452 | $ (203) | $ (920) | $ 1,174 | |
Discontinued Operations, Disposed of by Sale | Yandy | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loss on disposal of discontinued operation | $ 300 |
Assets and Liabilities Held f_4
Assets and Liabilities Held for Sale and Discontinued Operations - Assets and Liabilities Classified as Held for Sale (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Receivables, net of allowance for credit losses | $ 12 | $ 4,206 |
Inventories, net | 4,842 | 12,477 |
Prepaid expenses and other current assets | 341 | 539 |
Property and equipment, net | 1,502 | 3,571 |
Operating right of use assets | 11,906 | 13,183 |
Other intangible assets, net | 433 | 471 |
Other noncurrent assets | 275 | 463 |
Total assets held for sale | 19,311 | 34,910 |
Liabilities | ||
Accounts payable | 1,100 | 6,541 |
Deferred revenues | 0 | 282 |
Operating lease liabilities | 12,411 | 13,682 |
Other current liabilities and accrued expenses | 2,306 | 6,621 |
Total liabilities held for sale | $ 15,817 | $ 27,126 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | ||||
Contract assets | $ 10,500 | $ 17,200 | $ 16,200 | $ 17,400 |
Contract liabilities | 34,800 | 51,900 | 31,900 | $ 52,500 |
Revenue recognized | 22,100 | 27,500 | ||
Contract liabilities increase due to cash received | 2,300 | 2,000 | ||
Contract assets reclassified into accounts receivable | 22,000 | $ 24,300 | ||
Contract assets increase, licensing contract modification | 6,100 | |||
Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Revenue from External Customer [Line Items] | ||||
Deferred revenues | $ 0 | $ 282 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligation (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Decrease in commissions accrual | $ 1.2 | |
Revenue, remaining performance obligation, amount | 193.9 | $ 193.9 |
Trademark licensing | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, amount | 187 | 187 |
Magazine, digital subscriptions and products | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, amount | 5.3 | 5.3 |
Other Obligations | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, amount | 1.6 | 1.6 |
Trademark licensing | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Impairments | 11.2 | |
Decrease in revenue due to impairment | $ 6.7 | $ 3.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | Trademark licensing | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, period (in years) | 10 years | 10 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | Trademark licensing | Performance Obligation Recognition Period One | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, period (in years) | 5 years | 5 years |
Revenue, remaining performance obligation (as a percent) | 75% | 75% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | Magazine, digital subscriptions and products | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, period (in years) | 5 years | 5 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | Magazine, digital subscriptions and products | Performance Obligation Recognition Period One | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Revenue, remaining performance obligation, period (in years) | 1 year | 1 year |
Revenue, remaining performance obligation (as a percent) | 38% | 38% |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 35,101 | $ 47,881 | $ 70,304 | $ 94,941 |
Transferred at Point in Time | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 20,801 | 27,137 | 42,144 | 54,531 |
Transferred over Time | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 14,300 | 20,744 | 28,160 | 40,410 |
Trademark licensing | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 10,288 | 15,876 | 19,982 | 30,437 |
Digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 3,098 | 5,790 | ||
Magazine, digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 2,590 | 5,325 | ||
TV and cable programming | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 2,015 | 2,347 | 4,064 | 4,787 |
Consumer products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 19,700 | 27,068 | 40,468 | 54,392 |
All Other | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 1 | 243 | 4 | 678 |
All Other | Trademark licensing | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
All Other | Digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 1 | 4 | ||
All Other | Magazine, digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 243 | 678 | ||
All Other | TV and cable programming | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
All Other | Consumer products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Licensing | Operating Segments | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 10,288 | 15,876 | 19,982 | 30,437 |
Licensing | Operating Segments | Trademark licensing | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 10,288 | 15,876 | 19,982 | 30,437 |
Licensing | Operating Segments | Digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | ||
Licensing | Operating Segments | Magazine, digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | ||
Licensing | Operating Segments | TV and cable programming | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Licensing | Operating Segments | Consumer products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Direct-to-Consumer | Operating Segments | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 19,700 | 27,068 | 40,468 | 54,392 |
Direct-to-Consumer | Operating Segments | Trademark licensing | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Direct-to-Consumer | Operating Segments | Digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | ||
Direct-to-Consumer | Operating Segments | Magazine, digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | ||
Direct-to-Consumer | Operating Segments | TV and cable programming | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Direct-to-Consumer | Operating Segments | Consumer products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 19,700 | 27,068 | 40,468 | 54,392 |
Digital Subscriptions and Content | Operating Segments | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 5,112 | 4,694 | 9,850 | 9,434 |
Digital Subscriptions and Content | Operating Segments | Trademark licensing | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 0 | 0 | 0 | 0 |
Digital Subscriptions and Content | Operating Segments | Digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 3,097 | 5,786 | ||
Digital Subscriptions and Content | Operating Segments | Magazine, digital subscriptions and products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 2,347 | 4,647 | ||
Digital Subscriptions and Content | Operating Segments | TV and cable programming | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 2,015 | 2,347 | 4,064 | 4,787 |
Digital Subscriptions and Content | Operating Segments | Consumer products | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Editorial and other pre-publication costs | $ 320 | $ 690 |
Merchandise finished goods | 13,741 | 19,922 |
Total | 14,061 | 20,612 |
Inventory reserves | 9,900 | 3,600 |
Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Inventory [Line Items] | ||
Inventories, net | $ 4,842 | 12,477 |
Inventory reserves | $ 1,400 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Prepaid taxes | $ 2,534 | $ 3,150 |
Deposits | 142 | 205 |
Prepaid insurance | 228 | 1,074 |
Contract assets, current portion | 1,295 | 2,559 |
Prepaid software | 1,576 | 3,714 |
Prepaid inventory not yet received | 3,619 | 3,397 |
Prepaid platform fees | 703 | 1,126 |
Promissory note receivable | 706 | 0 |
Other | 1,801 | 1,996 |
Total | 12,604 | 17,221 |
Restructuring and other charges | 4,600 | |
Amortization of prepaid software | 1,500 | |
Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Prepaid expenses and other current assets | 341 | $ 539 |
Discontinued Operations, Disposed of by Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Restructuring and other charges | $ 400 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | $ 26,157 | $ 26,157 | $ 22,631 | ||
Less: accumulated depreciation | (11,176) | (11,176) | (8,827) | ||
Total | 14,981 | 14,981 | 13,804 | ||
Depreciation and amortization | 1,300 | $ 700 | 2,500 | $ 1,900 | |
Depreciation and amortization, discontinued operations | 100 | $ 200 | 400 | $ 400 | |
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | 9,875 | 9,875 | 9,096 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | 1,232 | 1,232 | 782 | ||
Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | 3,668 | 3,668 | 3,704 | ||
Internally developed software | |||||
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | 9,428 | 9,428 | 7,096 | ||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Total property and equipment, gross | 1,954 | 1,954 | 1,953 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, net | $ 1,502 | $ 1,502 | $ 3,571 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Sep. 01, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Indefinite-lived Intangible Assets [Line Items] | ||||||
Total indefinite-lived intangible assets | $ 150,650 | $ 150,650 | $ 216,014 | |||
Impairments | 66,660 | |||||
Impairment of indefinite-lived intangible assets | 65,500 | |||||
Digital asset impairments | 0 | $ 2,600 | 0 | $ 4,900 | ||
Amortization | 500 | $ 1,600 | 1,000 | $ 3,600 | ||
Goodwill impairment and foreign currency translation | 67,500 | 67,500 | ||||
Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||
Other intangible assets, net | 433 | 433 | 471 | |||
Trade names | ||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||
Impairment of definite-lived intangible assets | $ 5,100 | 5,100 | ||||
Trademarks | ||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||
Total indefinite-lived intangible assets | $ 150,700 | $ 150,700 | $ 216,000 | |||
Impairment of indefinite-lived intangible assets | $ 65,500 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Summary of Intangible Assets, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Digital assets | $ 5 | $ 327 |
Total amortizable intangible assets, net | 13,216 | 19,796 |
Total indefinite-lived intangible assets | 150,650 | 216,014 |
Total | $ 163,871 | $ 236,137 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Summary Of Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 77,653 | $ 80,645 |
Accumulated Amortization | (10,631) | (12,116) |
Accumulated Impairments | (53,806) | (48,733) |
Net Carrying Amount | $ 13,216 | $ 19,796 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Life (Years) | 11 years 9 months 18 days | 12 years |
Gross Carrying Amount | $ 73,933 | $ 74,625 |
Accumulated Amortization | (7,572) | (6,881) |
Accumulated Impairments | (53,806) | (48,733) |
Net Carrying Amount | $ 12,555 | $ 19,011 |
Distribution agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Life (Years) | 15 years | 15 years |
Gross Carrying Amount | $ 3,720 | $ 3,720 |
Accumulated Amortization | (3,059) | (2,935) |
Accumulated Impairments | 0 | 0 |
Net Carrying Amount | $ 661 | $ 785 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Life (Years) | 3 years | |
Gross Carrying Amount | $ 2,300 | |
Accumulated Amortization | (2,300) | |
Accumulated Impairments | 0 | |
Net Carrying Amount | $ 0 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Estimated Future Amortization Of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2023 | $ 736 | |
2024 | 1,473 | |
2025 | 1,473 | |
2026 | 1,266 | |
2027 | 1,225 | |
Thereafter | 7,043 | |
Net Carrying Amount | $ 13,216 | $ 19,796 |
Intangible Assets and Goodwil_6
Intangible Assets and Goodwill - Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Gross Goodwill, Beginning Balance | $ 257,545 |
Impairments, Beginning Balance | (134,328) |
Net Goodwill, Beginning Balance | 123,217 |
Impairments | (66,660) |
Gross Goodwill, Ending Balance | 255,271 |
Impairments, Ending Balance | (200,988) |
Net Goodwill, Ending Balance | 54,283 |
Direct-to-Consumer | |
Goodwill [Roll Forward] | |
Net Goodwill, Beginning Balance | 90,117 |
Foreign currency translation adjustment in relation to Honey Birdette | (2,274) |
Impairments | (66,660) |
Net Goodwill, Ending Balance | 21,183 |
Licensing | |
Goodwill [Roll Forward] | |
Net Goodwill, Beginning Balance | 0 |
Foreign currency translation adjustment in relation to Honey Birdette | 0 |
Impairments | 0 |
Net Goodwill, Ending Balance | 0 |
Digital Subscriptions and Content | |
Goodwill [Roll Forward] | |
Net Goodwill, Beginning Balance | 33,100 |
Foreign currency translation adjustment in relation to Honey Birdette | 0 |
Impairments | 0 |
Net Goodwill, Ending Balance | 33,100 |
Honey Birdette | |
Goodwill [Roll Forward] | |
Foreign currency translation adjustment in relation to Honey Birdette | $ (2,274) |
Other Current Liabilities and_3
Other Current Liabilities and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Accrued interest | $ 2,899 | $ 2,096 |
Accrued salaries, wages and employee benefits | 4,439 | 3,850 |
Outstanding gift cards and store credits | 1,572 | 1,571 |
Inventory in transit | 5,723 | 6,510 |
Sales taxes | 4,143 | 4,542 |
Accrued creator fees | 1,517 | 0 |
Other | 6,471 | 6,537 |
Total | 26,764 | 25,106 |
Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Other current liabilities and accrued expenses | $ 2,306 | $ 6,621 |
Debt - Schedule of Debt Instrum
Debt - Schedule of Debt Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 209,924 | $ 201,613 |
Less: unamortized debt issuance costs | (668) | (1,822) |
Less: unamortized debt discount | (22,465) | (6,616) |
Total debt, net of unamortized debt issuance costs and debt discount | 186,791 | 193,175 |
Less: current portion of long-term debt | (304) | (2,050) |
Total debt, net of current portion | 186,487 | 191,125 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 209,924 | |
Term Loan | Term loan, due 2027 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 209,924 | $ 201,613 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
May 10, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Apr. 04, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||||||
Minimum consideration paid in cash, percent | 30% | |||||||
Long-term debt, gross | $ 209,924 | $ 209,924 | $ 201,613 | |||||
Gain on extinguishment of debt | 7,980 | $ 0 | 6,133 | $ 0 | ||||
Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | $ 209,924 | $ 209,924 | ||||||
A&R Term Loans | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Percent of term loans | 90% | |||||||
Preferred stock exchanged (in shares) | 50,000 | |||||||
Term loan, amount borrowed | $ 53,600 | |||||||
Term loan, additional funding | 11,800 | |||||||
Long-term debt, gross | $ 210,000 | |||||||
Interest rate floor (as a percent) | 1.50% | |||||||
Net leverage ratio reduction per quarter | 0.25 | |||||||
Stock buybacks authorized amount | $ 15,000 | |||||||
Gain on extinguishment of debt | 8,000 | |||||||
Additional debt discount capitalized | 21,000 | |||||||
Existing debt discount | 2,600 | |||||||
Refinancing fees expensed | 300 | |||||||
Debt issuance costs capitalized | $ 400 | |||||||
A&R Term Loans | Term Loan | Debt Covenant One | ||||||||
Debt Instrument [Line Items] | ||||||||
Total net leverage ratio | 7.25 | |||||||
A&R Term Loans | Term Loan | Debt Covenant Two | ||||||||
Debt Instrument [Line Items] | ||||||||
Total net leverage ratio | 5.25 | |||||||
New Credit Agreement | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | $ 156,000 | |||||||
A&R Term Loans, Tranche A | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | $ 20,600 | |||||||
Quarterly amortization payments | $ 76 | |||||||
Total net leverage ratio | 3 | |||||||
Stated interest rate (as a percent) | 11.41% | 11.41% | ||||||
A&R Term Loans, Tranche A | Term Loan | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.25% | |||||||
A&R Term Loans, Tranche A | Term Loan | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 4.75% | |||||||
A&R Term Loans, Tranche A | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as a percent) | 6.25% | |||||||
Interest rate floor (as a percent) | 0.50% | |||||||
Total net leverage ratio | 3 | |||||||
A&R Term Loans, Tranche A | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 6.25% | |||||||
A&R Term Loans, Tranche A | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.75% | |||||||
A&R Term Loans, Tranche B | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | $ 189,400 | |||||||
Stated interest rate (as a percent) | 3.25% | 9.41% | 9.41% | |||||
Credit spread adjustment | 0.10% | |||||||
A&R Term Loans, Tranche B | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as a percent) | 4.25% | |||||||
Interest rate floor (as a percent) | 0.50% | |||||||
Stated interest rate (as a percent) | 4.25% | |||||||
Term loan, due 2027 | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | $ 209,924 | $ 209,924 | $ 201,613 | |||||
Stated interest rate (as a percent) | 11.01% |
Debt - Term Loan Maturities (De
Debt - Term Loan Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total | $ 209,924 | $ 201,613 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Remainder of 2023 | 152 | |
2024 | 304 | |
2025 | 304 | |
2026 | 304 | |
2027 | 208,860 | |
Total | $ 209,924 |
Stockholders_ Equity - Schedule
Stockholders’ Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares | Jun. 30, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 7,564,920 | 6,549,080 |
Shares available for grant under equity incentive plans | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 2,621,468 | 492,786 |
Options issued and outstanding under equity incentive plans | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 2,496,494 | 2,599,264 |
Unvested restricted stock units | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 1,066,281 | 2,058,534 |
Vested restricted stock units not yet settled | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 32,580 | 11,761 |
Unvested performance-based restricted stock units | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 1,089,045 | 1,089,045 |
Shares issuable pursuant to a license, services and collaboration agreement | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 9,936 | 48,574 |
Maximum number of shares issuable to Glowup sellers pursuant to acquisition indemnity holdback | ||
Class of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 249,116 | 249,116 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total common stock reserved for future issuance (in shares) | 7,564,920 | 7,564,920 | 6,549,080 | ||
Share-based compensation expense | $ 3,151 | $ 4,747 | $ 8,370 | $ 11,286 | |
Internally developed software | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 500 | 600 | $ 1,200 | 600 | |
Unvested performance-based restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total common stock reserved for future issuance (in shares) | 1,089,045 | 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 | $ 1,200 | $ 200 | $ 1,600 | $ 3,100 | |
Employee stock option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense | 1,200 | $ 1,200 | |||
Unrecognized compensation expense, period for recognition, years | 8 months 26 days | ||||
Performance Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 13,700 | $ 13,700 | |||
Unrecognized compensation expense, period for recognition, years | 1 year 10 months 28 days | ||||
2021 Equity and incentive compensation plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance (in shares) | 7,835,715 | 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 | 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 | 6 Months Ended | 12 Months Ended |
Jun. 30, 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) | (102,770) | |
Ending balance (in shares) | 2,496,494 | 2,599,264 |
Exercisable (in shares) | 2,260,042 | |
Vested and expected to vest, number of options (in shares) | 2,496,494 | |
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) | 22.14 | |
Ending balance (in dollars per share) | 7.85 | $ 8.41 |
Exercisable (in dollars per share) | 7.40 | |
Vested and expected to vest, weighted-average exercise price (in dollars per share) | $ 7.85 | |
Weighted- Average Remaining Contractual Term (years) | ||
Weighted average remaining contractual term (in years) | 6 years 3 months 18 days | 7 years 2 months 12 days |
Weighted average remaining contractual term, exercisable (in years) | 6 years 1 month 6 days | |
Vested and expected to vest, weighted-average remaining contractual term (in years) | 6 years 3 months 18 days | |
Aggregate Intrinsic Value (in thousands) | ||
Beginning aggregate intrinsic value | $ 0 | |
Exercised, 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 Activity (Details) - Unvested restricted stock units | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Number of Awards | |
Beginning balance (in shares) | shares | 2,058,534 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (817,978) |
Forfeited (in shares) | shares | (174,275) |
Ending balance (in shares) | shares | 1,066,281 |
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 | 13.11 |
Forfeited (in dollars per share) | $ / shares | 20.23 |
Ending balance (in dollars per share) | $ / shares | $ 11.32 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Allocated Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 3,151 | $ 4,747 | $ 8,370 | $ 11,286 |
Accelerated amortization of stock-based compensation expense | 1,300 | 2,300 | ||
Internally developed software | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | 500 | 600 | 1,200 | 600 |
Cost of sales | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | (826) | 764 | (453) | 1,643 |
Cost of sales | Independent Contractor | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | (1,100) | 600 | (1,100) | 700 |
Selling and administrative expenses | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 3,977 | $ 3,983 | $ 8,823 | $ 9,643 |
Commitment and Contingencies -
Commitment and Contingencies - Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||||
Weighted average remaining term of operating lease | 5 years 8 months 12 days | 5 years 8 months 12 days | 5 years 9 months 18 days | ||
Weighted average discount rate | 5.90% | 5.90% | 5.80% | ||
Cash payments for amounts included in the measurement of operating lease liabilities | $ 2,100 | $ 2,300 | $ 4,300 | $ 4,800 | |
Right of use assets in exchange for lease liabilities - continuing operations | 1,200 | 3,500 | 2,400 | 3,786 | |
Right of use assets in exchange for lease liabilities - discontinued operations | 885 | 2,198 | |||
Lease cost | 2,656 | 2,440 | 5,590 | 4,927 | |
TLA | |||||
Business Acquisition [Line Items] | |||||
Lease cost | 1,600 | 1,500 | 3,100 | 3,100 | |
Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Business Acquisition [Line Items] | |||||
Right of use assets in exchange for lease liabilities - discontinued operations | $ 700 | $ 2,000 | $ 900 | $ 2,200 |
Commitment and Contingencies _2
Commitment and Contingencies - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,928 | $ 1,846 | $ 3,819 | $ 3,765 |
Variable lease cost | 343 | 161 | 745 | 366 |
Short-term lease cost | 581 | 498 | 1,291 | 925 |
Sublease income | (196) | (65) | (265) | (129) |
Total | $ 2,656 | $ 2,440 | $ 5,590 | $ 4,927 |
Commitment and Contingencies _3
Commitment and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2023 | $ 4,129 | |
2024 | 8,104 | |
2025 | 7,018 | |
2026 | 6,785 | |
2027 | 4,654 | |
Thereafter | 9,296 | |
Total undiscounted lease payments | 39,986 | |
Less: imputed interest | (7,281) | |
Total operating lease liabilities | 32,705 | |
Operating lease liabilities, current portion | 6,403 | $ 6,278 |
Operating lease liabilities, noncurrent portion | $ 26,302 | $ 26,695 |
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) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | $ 802 | $ 731 | $ 2,440 | $ 731 |
Restructuring Reserve [Roll Forward] | ||||
Costs incurred and charged to expense | 4,600 | |||
Employee Separation Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at December 31, 2022 | 1,192 | |||
Costs incurred and charged to expense | 2,440 | |||
Costs paid or otherwise settled | (2,096) | |||
Balance at June 30, 2023 | 1,536 | 1,536 | ||
Operating Segments | Direct-to-Consumer | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | 756 | 0 | 1,127 | 0 |
Operating Segments | Digital Subscriptions and Content | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | 0 | 582 | 39 | 582 |
Operating Segments | Licensing | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | 36 | 8 | 53 | 8 |
Corporate | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | $ 10 | $ 141 | $ 1,221 | $ 141 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate percentage, expense (benefit) | 6.90% | 1.70% | 6.40% | 40.20% |
Net Loss Per Share - Antidiluti
Net Loss Per Share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,651,820 | 6,178,780 | 4,651,820 | 6,178,780 |
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 (in shares) | 2,496,494 | 2,845,577 | 2,496,494 | 2,845,577 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,066,281 | 2,217,748 | 1,066,281 | 2,217,748 |
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 (in shares) | 1,089,045 | 1,115,455 | 1,089,045 | 1,115,455 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) country store | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment store country | Jun. 30, 2022 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Net revenues | $ 35,101 | $ 47,881 | $ 70,304 | $ 94,941 |
Operating (loss) income | (156,206) | (5,576) | (184,185) | 264 |
Operating Segments | Licensing | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 10,288 | 15,876 | 19,982 | 30,437 |
Operating (loss) income | (68,281) | 10,945 | (64,714) | 20,704 |
Operating Segments | Direct-to-Consumer | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 19,700 | 27,068 | 40,468 | 54,392 |
Operating (loss) income | (75,002) | (1,231) | (90,058) | (1,716) |
Operating Segments | Digital Subscriptions and Content | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 5,112 | 4,694 | 9,850 | 9,434 |
Operating (loss) income | 1,002 | (6,738) | 393 | (9,842) |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Operating (loss) income | (13,918) | (8,783) | (29,794) | (9,485) |
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 1 | 243 | 4 | 678 |
Operating (loss) income | $ (7) | $ 231 | $ (12) | $ 603 |
Honey Birdette | ||||
Segment Reporting Information [Line Items] | ||||
Number of stores | store | 58 | 58 | ||
Number of countries | country | 3 | 3 |
Segment Reporting - Geographic
Segment Reporting - Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 35,101 | $ 47,881 | $ 70,304 | $ 94,941 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 14,975 | 19,532 | 30,634 | 38,099 |
China | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 7,475 | 10,927 | 14,423 | 21,730 |
Australia | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 7,608 | 10,760 | 15,136 | 22,580 |
UK | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 2,943 | 3,072 | 5,445 | 6,053 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 2,100 | $ 3,590 | $ 4,666 | $ 6,479 |