Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 17, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | Polished.com Inc. | |
Trading Symbol | POL | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 2,109,347 | |
Amendment Flag | false | |
Entity Central Index Key | 0001810140 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39418 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-3713938 | |
Entity Address, Address Line One | 1870 Bath Avenue | |
Entity Address, City or Town | Brooklyn | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11214 | |
City Area Code | 800 | |
Local Phone Number | 299-9470 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 9,811 | $ 19,549 |
Restricted cash | 5,391 | 950 |
Receivables, net | 19,864 | 26,650 |
Vendor deposits | 30,828 | 25,022 |
Merchandise inventory, net | 30,093 | 41,766 |
Prepaid expenses and other current assets | 11,526 | 11,217 |
Total Current Assets | 107,513 | 125,154 |
Property and equipment, net | 3,275 | 5,075 |
Operating lease right-of-use assets | 9,172 | 11,688 |
Derivative instruments | 4,197 | 3,178 |
Goodwill | 106,173 | 106,173 |
Intangible assets, net | 8,036 | 10,296 |
Deferred tax asset | 1 | |
Other long-term assets | 451 | 349 |
TOTAL ASSETS | 238,817 | 261,914 |
Current Liabilities | ||
Accounts payable and accrued expenses | 76,524 | 81,537 |
Customer deposits | 4,530 | 7,292 |
Current portion of notes payable, net | 7,859 | 6,628 |
Current portion of finance lease liabilities | 110 | 112 |
Current portion of operating lease liabilities | 1,945 | 3,726 |
Total Current Liabilities | 90,968 | 99,295 |
Notes payable, net of current portion | 85,160 | 90,816 |
Finance lease liabilities, net of current portion | 142 | 225 |
Operating lease liabilities, net of current portion | 7,919 | 9,013 |
Deferred tax liability | 262 | |
TOTAL LIABILITIES | 184,451 | 199,349 |
Stockholders’ Equity | ||
Preferred stock, $0.0001 par value, 20,000,000 shares authorized; none issued and outstanding as of September 30, 2023 and December 31, 2022 | ||
Common stock, $0.0001 par value, 200,000,000 shares authorized; 2,109,398 and 2,104,558 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 1 | 1 |
Additional paid-in capital | 223,029 | 222,837 |
Accumulated deficit | (168,664) | (160,273) |
TOTAL STOCKHOLDERS’ EQUITY | 54,366 | 62,565 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 238,817 | $ 261,914 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 2,109,398 | 2,104,558 |
Common stock, shares outstanding | 2,109,398 | 2,104,558 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Product sales, net | $ 77,818 | $ 143,566 | $ 261,018 | $ 430,710 |
Cost of goods sold | 62,513 | 122,431 | 204,987 | 355,788 |
Gross profit | 15,305 | 21,135 | 56,031 | 74,922 |
Operating Expenses | ||||
Personnel | 5,874 | 8,348 | 18,379 | 22,396 |
Advertising | 5,061 | 7,534 | 14,694 | 18,475 |
Bank and credit card fees | 2,557 | 5,932 | 8,935 | 15,121 |
Depreciation and amortization | 1,061 | 2,882 | 3,199 | 8,588 |
General and administrative | 6,747 | 7,260 | 16,619 | 15,078 |
Total Operating Expenses | 21,300 | 31,956 | 61,826 | 79,658 |
LOSS FROM OPERATIONS | (5,995) | (10,821) | (5,795) | (4,736) |
Other Income (Expenses) | ||||
Interest income | 407 | 174 | 1,139 | 282 |
Adjustment in value of contingency | (2) | |||
Interest expense | (1,886) | (1,351) | (4,821) | (2,594) |
Gain on change in fair value of derivative instruments | 446 | 4,476 | 1,020 | 3,540 |
Loss on settlement of debt | (3,241) | |||
Other income (expense) | 227 | (50) | 331 | (140) |
Total Other Income (Expenses) | (806) | 3,249 | (2,331) | (2,155) |
NET LOSS BEFORE INCOME TAXES | (6,801) | (7,572) | (8,126) | (6,891) |
INCOME TAX (EXPENSE) BENEFIT | 167 | 2,388 | (265) | 3,234 |
NET LOSS | $ (6,634) | $ (5,184) | $ (8,391) | $ (3,657) |
Income per common share | ||||
Basic (in Dollars per share) | $ (3.14) | $ (2.46) | $ (3.98) | $ (1.73) |
Diluted (in Dollars per share) | $ (3.14) | $ (2.46) | $ (3.98) | $ (1.73) |
Weighted average common shares outstanding | ||||
Basic (in Shares) | 2,109,398 | 2,104,558 | 2,108,811 | 2,115,846 |
Diluted (in Shares) | 2,109,398 | 2,104,558 | 2,108,811 | 2,115,846 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Treasury Stock At Cost | Total |
Balance at Dec. 31, 2021 | $ 1 | $ 224,658 | $ (34,308) | $ 190,351 | |
Balance (in Shares) at Dec. 31, 2021 | 2,127,747 | ||||
Issuance of common stock through equity incentive awards | 120 | 120 | |||
Issuance of common stock through equity incentive awards (in Shares) | 1,395 | ||||
Stock compensation expense | 33 | 33 | |||
Net income (loss) | 5,819 | 5,819 | |||
Balance at Mar. 31, 2022 | $ 1 | 224,811 | (28,489) | 196,323 | |
Balance (in Shares) at Mar. 31, 2022 | 2,129,142 | ||||
Balance at Dec. 31, 2021 | $ 1 | 224,658 | (34,308) | 190,351 | |
Balance (in Shares) at Dec. 31, 2021 | 2,127,747 | ||||
Net income (loss) | (3,657) | ||||
Balance at Sep. 30, 2022 | $ 1 | 224,851 | (37,965) | (2,000) | 184,887 |
Balance (in Shares) at Sep. 30, 2022 | 2,104,558 | ||||
Balance at Mar. 31, 2022 | $ 1 | 224,811 | (28,489) | 196,323 | |
Balance (in Shares) at Mar. 31, 2022 | 2,129,142 | ||||
Purchase of treasury stock | (2,000) | (2,000) | |||
Purchase of treasury stock (in Shares) | (24,584) | ||||
Stock compensation expense | 20 | 20 | |||
Net income (loss) | (4,292) | (4,292) | |||
Balance at Jun. 30, 2022 | $ 1 | 224,831 | (32,781) | (2,000) | 190,051 |
Balance (in Shares) at Jun. 30, 2022 | 2,104,558 | ||||
Stock compensation expense | 20 | 20 | |||
Net income (loss) | (5,184) | (5,184) | |||
Balance at Sep. 30, 2022 | $ 1 | 224,851 | (37,965) | (2,000) | 184,887 |
Balance (in Shares) at Sep. 30, 2022 | 2,104,558 | ||||
Balance at Dec. 31, 2022 | $ 1 | 222,837 | (160,273) | $ 62,565 | |
Balance (in Shares) at Dec. 31, 2022 | 2,104,558 | 2,104,558 | |||
Issuance of common stock through equity incentive awards | 60 | $ 60 | |||
Issuance of common stock through equity incentive awards (in Shares) | 1,660 | ||||
Issuance of common stock in connection with employment agreements | 120 | 120 | |||
Issuance of common stock in connection with employment agreements (in Shares) | 3,180 | ||||
Stock compensation expense | 8 | 8 | |||
Net income (loss) | (2,761) | (2,761) | |||
Balance at Mar. 31, 2023 | $ 1 | 223,025 | (163,034) | 59,992 | |
Balance (in Shares) at Mar. 31, 2023 | 2,109,398 | ||||
Balance at Dec. 31, 2022 | $ 1 | 222,837 | (160,273) | $ 62,565 | |
Balance (in Shares) at Dec. 31, 2022 | 2,104,558 | 2,104,558 | |||
Issuance of common stock through equity incentive awards (in Shares) | |||||
Net income (loss) | $ (8,391) | ||||
Balance at Sep. 30, 2023 | $ 1 | 223,029 | (168,664) | $ 54,366 | |
Balance (in Shares) at Sep. 30, 2023 | 2,109,398 | 2,109,398 | |||
Balance at Mar. 31, 2023 | $ 1 | 223,025 | (163,034) | $ 59,992 | |
Balance (in Shares) at Mar. 31, 2023 | 2,109,398 | ||||
Stock compensation expense | 2 | 2 | |||
Net income (loss) | 1,004 | 1,004 | |||
Balance at Jun. 30, 2023 | $ 1 | 223,027 | (162,030) | 60,998 | |
Balance (in Shares) at Jun. 30, 2023 | 2,109,398 | ||||
Stock compensation expense | 2 | 2 | |||
Net income (loss) | (6,634) | (6,634) | |||
Balance at Sep. 30, 2023 | $ 1 | $ 223,029 | $ (168,664) | $ 54,366 | |
Balance (in Shares) at Sep. 30, 2023 | 2,109,398 | 2,109,398 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (8,391) | $ (3,657) |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 3,199 | 8,588 |
Amortization of debt discount | 163 | 460 |
Loss on settlement of debt | 3,241 | |
Loss on disposal of fixed assets | 1,094 | |
Stock-based compensation | 72 | 193 |
Adjustment to contingent liability | 2 | |
Inventory reserve | (1,200) | 557 |
Loss (Gain) on change in fair value of derivative instruments | (1,020) | (3,540) |
Bad debt expense | (219) | 411 |
Deferred tax expense (benefit) | 263 | (3,234) |
Non-cash lease expense | 2,516 | 2,425 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 7,005 | (1,772) |
Deposits with vendors | (5,806) | (12,586) |
Inventory | 12,873 | 7,349 |
Prepaid expenses and other current assets | (410) | (3,846) |
Accounts payable and accrued liabilities | (4,893) | (12,143) |
Due to related party | 2,413 | |
Customer deposits | (2,762) | (20,860) |
Operating lease liabilities | (2,874) | (2,694) |
Net cash used in operating activities | (390) | (38,693) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of property and equipment | (140) | (1,318) |
Net cash used in investing activities | (140) | (1,318) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Cash received from notes payable | 43,044 | |
Repayment of notes payable | (4,682) | (4,580) |
Repayments of financing lease liabilities | (85) | (78) |
Purchase of treasury stock at cost | (2,000) | |
Net cash (used in) provided by financing activities | (4,767) | 36,386 |
NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (5,297) | (3,625) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD | 20,499 | 33,791 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD | 15,202 | 30,166 |
End of the period | ||
Cash and cash equivalents | 9,811 | 28,433 |
Restricted cash | 5,391 | 1,733 |
Cash and cash equivalents and restricted cash total | 15,202 | 30,166 |
Beginning of the period | ||
Cash and cash equivalents | 19,549 | 25,724 |
Restricted cash | 950 | 8,067 |
Cash and cash equivalents and restricted cash total | 20,499 | 33,791 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid for interest | 4,821 | 2,731 |
Cash paid for income taxes | 3,905 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Common stock issued in vesting of RSUs | ||
Financed purchases of property and equipment | 94 | 308 |
Common stock issued in connection with employment agreements | 121 | |
Debt discount on notes payable | 1,104 | |
Settlement of notes payable and interest through the issuance of a new note | $ 55,851 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Basis of Presentation [Abstract] | |
BASIS OF PRESENTATION | NOTE 1—BASIS OF PRESENTATION In the opinion of management, the accompanying unaudited condensed consolidated financial statements of Polished.com Inc. (the “Company,” “Polished.com Inc.,” “we,” “us,” or “our”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting and reflect all adjustments, consisting of normal recurring adjustments, necessary to present fairly the results of the interim periods presented. Certain information and note disclosures normally included in the audited financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The information included in the Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2022. Furthermore, interim results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2023 or future periods. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2023 | |
Recent Accounting Pronouncements [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 2—RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted In June 2016, the FASB issued ASU 2016-13 Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for annual reporting periods, and interim periods within those years beginning after December 15, 2019. This pronouncement was amended under ASU 2019-10 to allow an extension on the adoption date for entities that qualify as a small reporting company. The Company has elected this extension and the effective date for the Company to adopt this standard will be for fiscal years beginning after December 15, 2022. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU amends ASC 805 to require acquiring entities to apply ASC 606 to recognize and measure contract assets and contract liabilities in business combinations. The ASU is effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. In March 2022, the FASB issued ASU 2022-02, Troubled Debt Restructurings (“TDRs”) and Vintage Disclosures (Topic 326): Financial Instruments – Credit Losses. This amended guidance will eliminate the accounting designation of a loan modification as a TDR, including eliminating the measurement guidance for TDRs. The amendments also enhance existing disclosure requirements and introduce new requirements related to modifications of receivables made to borrowers experiencing financial difficulty. Additionally, this guidance requires entities to disclose gross write-offs by year of origination for financing receivables, such as loans and interest receivable. The ASU is effective January 1, 2023, and is required to be applied prospectively, except for the recognition and measurement of TDRs which can be applied on a modified retrospective basis. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. |
Liquidity and Going Concern Ass
Liquidity and Going Concern Assessment | 9 Months Ended |
Sep. 30, 2023 | |
Liquidity and Going Concern Assessment [Abstract] | |
LIQUIDITY AND GOING CONCERN ASSESSMENT | NOTE 3—LIQUIDITY AND GOING CONCERN ASSESSMENT Management assesses liquidity and going concern uncertainty in the Company’s consolidated financial statements to determine whether there is sufficient cash on hand and working capital, including available borrowings on loans, to operate for a period of at least one year from the date the consolidated financial statements are issued or available to be issued, which is referred to as the “look-forward period”, as defined in GAAP. As part of this assessment, based on conditions that are known and reasonably knowable to management, management will consider various scenarios, forecasts, projections, estimates and will make certain key assumptions, including the timing and nature of projected cash expenditures or programs, its ability to delay or curtail expenditures or programs and its ability to raise additional capital, if necessary, among other factors. Based on this assessment, as necessary or applicable, management makes certain assumptions around implementing curtailments or delays in the nature and timing of programs and expenditures to the extent it deems probable those implementations can be achieved and management has the proper authority to execute them within the look-forward period. As of September 30, 2023, we had cash and cash equivalents of $9.8 million, restricted cash of $5.4 million, and vendor deposits of $30.8 million. For the nine months ended September 30, 2023, the Company incurred an operating loss of $5.8 million (including $3.2 million in non-cash charges for depreciation and amortization), cash flows used in operations of $0.4 million, and working capital of $15.9 million. As of December 31, 2022, we had cash and cash equivalents of $19.6 million, restricted cash of $1.0 million, and vendor deposits of $25 million, and total working capital of $25.9 million. For the year ended December 31, 2022, the Company incurred an operating loss of $134.4 million (including $11.5 million in non-cash charges for depreciation and amortization, as well as an impairment charge of $109.1 million), and cash flows used in operations of $46.7 million. The Company performed an assessment to determine whether there were conditions or events that, considered in the aggregate, raised substantial doubt about the Company’s ability to continue as a going concern within one year after the filing date of this report, when the accompanying financial statements are being issued. Initially, this assessment did not consider the potential mitigating effect of management’s plans that had not been fully implemented. Based on the initial assessment, substantial doubt exists regarding our ability to continue as a going concern. Management then assessed the mitigating effect of its plans to determine if it is probable that the plans (1) would be effectively implemented within one year after the filing date of this report, when the accompanying financial statements are being issued and (2) when implemented, would mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern. As discussed below, the Company has implemented plans which encompass short-term cash preservation initiatives to provide the Company with adequate liquidity to meet its obligations for at least the 12-month period following the date its financial statements are issued, in addition to creating sustained cash flow generation thereafter. The Company has either taken or intends to take, the following actions, among others, to improve its liquidity position and to address uncertainty about its ability to continue as a going concern: ● As described in Note 8, the Company entered into a loan amendment of their term loan and revolver loan agreement with Bank of America, granting the Company a waiver (relating to the specified events of default) through November 2024. ● We are taking concrete steps to improve efficiency and profitability through headcount reductions and consolidation of operations including the closing of one warehouse and the imminent relocation to a new warehouse increasing the efficiency of warehouse operations and reduction of product damage. ● We hired an internationally recognized firm of digital advertising consultants to help us improve our return on advertising spend. This firm provided us the tools needed to improve future digital marketing results which we are now beginning to deploy. ● We are implementing new financing initiatives for our customers, including a new store-branded credit card and a leasing alternative for customers who do not qualify for conventional credit. ● We have changed our sales focus to emphasizing the sale of high-margin luxury products, in addition to mass-market appliances, began becoming dealers for higher-margin small appliances and promoting them on our website, and have begun actively negotiating improved terms with several of our largest appliance vendors. Management has prepared estimates of operations for fiscal years 2023 and 2024 and believes that sufficient funds will be generated from operations to fund its operations, and to service its debt obligations for one year from the date of the filing of these consolidated financial statements in the Company’s 10-Q. The accompanying consolidated financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize its assets and satisfy its liabilities in the normal course of business. Management believes that based on relevant conditions and events that are known and reasonably knowable that its forecasts, for one year from the date of the filing of these consolidated financial statements, indicate improved operations and the Company’s ability to continue operations as a going concern. |
Disaggregation of Revenues
Disaggregation of Revenues | 9 Months Ended |
Sep. 30, 2023 | |
Revenues [Abstract] | |
DISAGGREGATION OF REVENUES | NOTE 4—DISAGGREGATION OF REVENUES The Company sells a vast assortment of household appliances, including refrigerators, ovens, dishwashers, microwaves, freezers, washers and dryers. In addition to appliances, we also offer a broad assortment of products in the furniture, décor, bed & bath, lighting, outdoor living, electronics categories, fitness equipment, plumbing fixtures, air conditioners, fireplaces, fans, dehumidifiers, humidifiers, air purifiers and televisions. Revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Each customer order generally contains only one performance obligation based on the merchandise sale to be delivered, at which time revenue is recognized. The Company disaggregates revenue from contracts with customers by product type, as it believes it best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The Company’s disaggregated revenue by product type is as follows (in thousands): For the Three Months Ended For the Nine Months Ended September 30 September 30 September 30 September 30 2023 2022 2023 2022 Appliance sales $ 70,620 $ 136,044 $ 234,797 $ 402,835 Furniture and other sales 7,198 7,522 26,221 27,875 Total $ 77,818 $ 141,566 $ 261,018 $ 430,710 |
Supplemental Financial Statemen
Supplemental Financial Statement Disclosures | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Financial Statement Disclosures [Abstract] | |
SUPPLEMENTAL FINANCIAL STATEMENT DISCLOSURES | NOTE 5—SUPPLEMENTAL FINANCIAL STATEMENT DISCLOSURES Receivables Receivables at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Trade accounts receivable $ 15,050 $ 13,691 Vendor rebates receivable 5,459 8,514 Other receivables 637 5,951 Total receivables 21,146 28,156 Less allowance for doubtful accounts (1,282 ) (1,506 ) Total receivables, net $ 19,864 $ 26,650 Merchandise Inventory Inventory as of September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Appliances $ 28,240 $ 39,702 Furniture and other 2,442 3,853 Total merchandise inventory 30,682 43,555 Less reserve for obsolescence (589 ) (1,789 ) Total merchandise inventory, net $ 30,093 $ 41,766 Property and Equipment Property and equipment at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Warehouse equipment $ 806 $ 806 Furniture and fixtures 337 324 Transportation equipment 1,566 1,466 Leasehold improvements 2,157 3,131 Showroom inventory 1,037 1,037 Total property and equipment 5,903 6,764 Less: accumulated depreciation (2,628 ) (1,689 ) Property and equipment, net $ 3,275 $ 5,075 Depreciation expense for the three and nine months ended September 30, 2023 and 2022, was $0.3 million and $0.9 million, respectively. Intangible Assets The following table provides a breakdown of identifiable intangible assets as of September 30, 2023 and December 31, 2022 (in thousands): September 30, December 31, 2023 2022 Customer relationships $ 3,461 $ 3,461 Marketing related - tradename 6,835 6,835 Total intangible assets 10,296 10,296 Accumulated amortization (2,260 ) (- ) Intangible assets, net $ 8,036 $ 10,296 Amortization expense for the three and nine months ended September 30, 2023, was $0.8 million and $2.3 million, respectively. In comparison, amortization expense for the three and nine months ended September 30, 2022, was $2.6 million and $7.7 million, respectively. These assets are being amortized on a straight-line basis over their weighted average estimated useful life of 2.6 years. At September 30, 2023, estimated annual amortization expense for each of the next five years is as follows (in thousands): Year ending December 31, Amount 2023 (Remainder of year) $ 754 2024 3,013 2025 3,013 2026 1,256 2027 - Total $ 8,036 Accounts Payable and Accrued Expenses Accounts payable and accrued expenses at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Trade accounts payable $ 38,002 $ 34,345 Accrued sales tax 32,039 36,196 Accrued payroll liabilities 1,110 680 Accrued interest 39 37 Accrued liability for sales returns 1,916 3,916 Credit cards payable 115 32 Accrued insurance - 1,180 Other accrued liabilities 3,303 5,151 Total accounts payable and accrued expenses $ 76,524 $ 81,537 |
Operating Leases
Operating Leases | 9 Months Ended |
Sep. 30, 2023 | |
Operating Leases [Abstract] | |
OPERATING LEASES | NOTE 6—OPERATING LEASES The following was included in our unaudited condensed consolidated balance sheet at September 30, 2023 and December 31, 2022 (in thousands): September 30, December 31, 2023 2022 Operating lease right-of-use assets $ 9,172 $ 11,688 Lease liabilities, current portion 1,945 3,726 Lease liabilities, long-term 7,919 9,013 Total operating lease liabilities $ 9,864 $ 12,739 Weighted-average remaining lease term (months) 77 73 Weighted average discount rate 3.9 % 3.9 % Operating lease expense for the three and nine months ended September 30, 2023 and 2022, was $1.3 million and $3.2 million, respectively. As of September 30, 2023, maturities of operating lease liabilities were as follows, in thousands: Years Ending December 31, Amount 2023 – Remainder of year $ 948 2024 1,808 2025 1,489 2026 1,532 2027 1,284 Thereafter 4,158 Total 11,219 Less: imputed interest (1,355 ) Total operating lease liabilities $ 9,864 Finance Leases The Company has three finance leases. At September 30, 2023, the total amount due on these leases was $0.3 million. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2023 | |
Related Parties [Abstract] | |
RELATED PARTIES | NOTE 7—RELATED PARTIES On March 15, 2022, the Company entered into a lease for additional office space with 8780 19 th DMI The Company is a member of DMI, an appliance purchasing cooperative. DMI purchases consumer electronics and appliances at wholesale prices from various vendors, and then makes such products available to its members, including the Company, who sell such products to end consumers. DMI’s purchasing group arrangement provides its members, including the Company, with leverage and purchasing power with appliance vendors, and increases the Company’s ability to compete with competitors, including big box appliance and electronics retailers. The Company owns an approximate 1.6% interest in DMI. During the nine months ended September 30, 2023, total purchases from DMI represented approximately 65% of total purchases. At September 30, 2023 vendor deposits at DMI totaled $30.8 million. Lease Agreements The Company has lease agreements with 1870 Bath Ave. LLC, 812 and 5 th |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2023 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | NOTE 8—NOTES PAYABLE Credit Facilities Bank of America Credit Agreement On May 9, 2022, the Company entered into a Credit Agreement (the “Credit Agreement”) with the lenders identified therein (the “Lenders”) and Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer (the “Agent”), pursuant to which the Lenders agreed to make available to the Borrowers senior secured credit facilities in the aggregate initial amount of $140.0 million, including (i) a $100.0 million term loan (the “Term Loan”) and (ii) a $40.0 million revolving credit facility (the “Revolving Loan”), which revolving credit facility included a $2.00 million swingline sublimit (the “Swing Line Loan” and together with the Term Loan and the Revolving Loan, the “Loans”) and, separately, a $10.0 million letter of credit commitment, in each case, on the terms and conditions contained in the Credit Agreement. On May 9, 2022, the Company borrowed the entire amount of the Term Loan in the aggregate principal amount of $100.0 million. A portion of the proceeds of the Term Loan were to repay and terminate the M&T Credit Agreement. Commencing on September 30, 2022, through and including September 30, 2023, the Borrowers repaid the principal amount of the Term Loan in quarterly installments of $1,250,000 each, payable on the last business day of each March, June, September, and December. As of September 30, 2023, the carrying value of the Term Loan was $92.3 million, comprised of a principal of $93.1 million, net of unamortized loan costs of $0.8 million. Loan costs before amortization included $1.1 million of lender and other fees. As a result of our technical non-compliance with specified loan covenants for both the Bank of America Term Loan and Revolving Loan, based in part due to our failure to timely deliver financial statements, Bank of America froze the $40.0 million Revolving Loan before any borrowings had been made against the facility. On July 25, 2023, the Company and Bank of America amended the Credit Agreement (the “First Amendment”), in part, to require the Company maintain liquidity, which includes cash and certain qualifying customer and credit card account receivables, of $8.0 million. The Company and Bank of America amended the Credit Agreement on November 20, 2023 (the “Second Amendment”), which requires the Company to establish a Bank of America cash collateral account where cash and cash equivalents deposited in the cash collateral account do not constitute Liquidity for purposes of the Credit Agreement. Further, the Second Amendment requires that (i) at least $3.0 million of Liquidity be comprised of unrestricted cash and cash equivalents and (ii) more than $5.0 million of Liquidity be comprised of certain qualifying customer and credit card accounts receivable. The Company entered into the Second Amendment, in part, to waive events of defaults on its existing Credit Agreement. The Term Loan Lenders, as part of the Second Amendment, agreed to defer the principal installment of the Term Loans in the amount of $937,500 required to be made on December 31, 2023 until the earliest to occur of (i) January 31, 2024, (ii) the date on which a subordinated Term Loan or an equity contribution, as applicable, is consummated (even if the date of such consummation precedes December 31, 2023) and (iii) an event of default. The Second Amendment requires the Company to pay the existing Term Facility and Revolving Facility by November 30, 2024 (the “Maturity Date”). The Term Loan and Revolving Loan will bear interest on the unpaid principal amount thereof as follows: (i) if it is a loan bearing interest at a rate determined by the Base Rate, then at the Base Rate plus the Applicable Rate for such loan and (ii) if it is a loan bearing interest at a rate determined by Term SOFR, then at Term SOFR plus the Applicable Rate for such loan. The Company may elect to continue or convert the existing interest rate benchmark for the Term Loan from Term SOFR to Base Rate, and may elect the interest rate benchmark for future revolving loans as either Term SOFR or Base Rate (and, with respect to any loan made using Term SOFR, may also select the interest period applicable to any such loan), by notifying the Agent and the Lenders from time to time in accordance with the provisions of the Amendment and Credit Agreement. The Applicable Rate increased from a high of 1.95% and 0.95%, respectively, for Term SOFR and Base Rate in the Credit Agreement to 4.00% for each of Term SOFR and Base Rate as a result of the Amendment. Interest is payable in arrears on each Interest Payment Date (as defined in the Credit Agreement). Notwithstanding the foregoing, following an event of default, the loans under the Credit Facilities will bear interest at a rate that is 2% per annum higher than the interest rate then in effect for the applicable loan. On May 9, 2022, the Company entered into an interest rate swap agreement to reduce its exposure to fluctuations in the floating interest rate tied to SOFR (see Note 9). The initial notional amount of the swap is $100 million with an original termination date of May 31, 2029, which was amended in the current period to May 31, 2027. As a result of the swap, the Company pays interest at a fixed rate of 2.9%, plus applicable margins. Commencing on September 30, 2023, through and including September 30, 2024, the Borrowers must repay the principal amount of the Term Loan in installments of $937,500 each, payable on the last business day of December and January and quarterly installments of $1,875,000 payable on the last business day of each March, June, September and December. Revolving Loans may be repaid and reborrowed at any time until the Maturity Date, subject to the terms and conditions set forth in the Credit Agreement. Mandatory prepayments of Revolving Loans are required if the amount borrowed at any time exceeds the commitment amount. The Company may voluntarily prepay the Loans from time to time in accordance with the provisions of the Credit Agreement, and will be required to prepay the Loans under certain limited circumstances as set forth in the Credit Agreement, including upon receipt of cash proceeds in connection with certain specified asset sales, receipt of loss or condemnation proceeds or other cash proceeds received other than in the ordinary course of business or upon receipt of cash proceeds from the incurrence of indebtedness that is not permitted under the Credit Agreement, all as more specifically set forth in the Credit Agreement. The Loans may from time to time be further evidenced by separate promissory notes issued by the Borrowers. As a result of the reduced term, the Company has begun discussions with investment bankers to place financing to replace the existing credit agreement by August 31, 2024. Vehicle Loans The Company has financed purchases of transportation vehicles with notes payable, which are secured by the vehicles purchased. These notes have five-year terms and interest rates ranging from 3.8% to 5.7%. As of September 30, 2023, the outstanding balance of these vehicle loans is $0.7 million. Maturities of Notes Payable are as follows: September 30, For the years ended December 31, 2023 2023 (Remainder of year) $ 1,033 2024 92,531 2025 201 2026 29 2027 21 Thereafter - Total 93,815 Less: Loan costs (796 ) Total $ 93,019 Amount classified as a current liability $ 7,859 Amount classified as long-term liability 85,160 Total $ 93,019 |
Derivative Instruments (Interes
Derivative Instruments (Interest Rate Swap) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments (Interest Rate Swap) [Abstract] | |
DERIVATIVE INSTRUMENTS (INTEREST RATE SWAP) | NOTE 9—DERIVATIVE INSTRUMENTS (INTEREST RATE SWAP): On May 9, 2022, the Company entered into a Term Loan agreement with Bank of America, N.A. (See Note 11). On the same day, the Company entered into an interest rate swap agreement to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the Term Loan with a notional amount of $100 million. The interest rate swap became effective on May 9, 2022, and was to terminate on May 31, 2029. The swap agreement was modified in the current period and will now terminate on May 31, 2027. The Company receives variable interest payments monthly based on a one-month SOFR and pays a fixed rate of 2.93% to the counterparty. As of September 30, 2023, the fair value of the interest rate swap agreement was $4.2 million and was classified as a derivative asset in our consolidated balance sheet. During the three and nine months ended September 30, 2023 the Company recognized a $0.4 million and $1.0 million gain, respectively on the change in fair value of the interest rate swap. The Company classified the interest rate swap in Level 2 of the fair value hierarchy. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 10—STOCKHOLDERS’ EQUITY As of September 30, 2023, the Company was authorized to issue 200,000,000 shares of common stock, $0.0001 par value per share, and 20,000,000 shares of “blank check” preferred stock, 0.0001 par value per share. On September 30, 2023 and December 31, 2022, there were 2,109,398 and 2,104,558 shares of common stock outstanding, respectively. Stock Options Below is a table summarizing the changes in stock options outstanding during the nine months ended September 30, 2023: Weighted- Options Exercise Outstanding at December 31, 2022 750 $ 155.00 Granted 1,731 $ 28.89 Exercised Forfeited (750 ) 155.00 Outstanding at September 30, 2023 1,731 $ 28.89 Exercisable at September 30, 2023 - - The number of options has been restated to reflect the impact of the reverse stock split that occurred on October 20, 2023. During the nine months ended September 30, 2023, 750 stock options were forfeited, as a result of employee terminations. Stock-based compensation expense of $0.2 million was recorded during the nine months ended September 30, 2023. As of September 30, 2023, the remaining unrecognized compensation cost related to non-vested stock options is $0.03 million and is expected to be recognized over 3.3 years. The outstanding stock options have a weighted average remaining contractual life of 9.26 years and a total intrinsic value of $ nil Warrants Below is a table summarizing the changes in warrants outstanding during the nine months ended September 30, 2023 Weighted- Warrants Exercise Outstanding at December 31, 2022 1,871,333 $ 114.85 Granted - - Exercised - - Forfeited - - Outstanding at September 30, 2023 1,871,333 $ 114.85 Exercisable at September 30, 2023 1,871,333 $ 114.85 The number of options has been restated to reflect the impact of the reverse stock split that occurred on October 20, 2023. As of September 30, 2023, the outstanding warrants have a weighted average remaining contractual life of 2.67 years and a total intrinsic value of $ nil |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings (Loss) Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | NOTE 11—EARNINGS (LOSS) PER SHARE The computation of weighted average shares outstanding and the basic and diluted earnings (loss) per common share for the following periods consisted of the following (in thousands, except share and per share amounts): For the Three Months Ended For the Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Basic Earnings (Loss) Per Share Net income (loss) $ (6,634 ) $ (5,184 ) $ (8,391 ) $ (3,657 ) Basic weighted average common shares outstanding 2,109,398 2,104,558 2,108,811 2,115,846 Basic earnings (loss) per share $ (3.14 ) $ (2.46 ) $ (3.98 ) $ (1.73 ) Effect of dilutive stock options and warrants - - - - Diluted weighted average common shares outstanding 2,109,398 2,104,558 2,108,811 2,115,846 Diluted earnings (loss) per share $ (3.14 ) $ (2.46 ) $ (3.98 ) $ (1.73 ) For the three and nine months ended September 30, 2023 and 2022, there were 1,852,015 and 1,871,333, respectively, potentially diluted options and warrants were excluded from the diluted EPS calculations as their effect is anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12—COMMITMENTS AND CONTINGENCIES Legal Proceedings At the Company’s annual meeting on December 21, 2021, the stockholders were asked to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, dated July 30, 2020 (the “Certificate of Incorporation”), increasing the number of authorized shares of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such proposal, the “Share Increase Proposal”) by 50,000,000 shares of Common Stock. As reported in a Form 8-K filing on December 28, 2021, the Share Increase Proposal was adopted and a Certificate of Amendment to the Certificate of Incorporation setting forth the amendment adopted pursuant to the Share Increase Proposal (the “Certificate of Amendment”) was filed with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”). To date, none of these newly authorized shares has actually been issued. Three purported beneficial owners of Common Stock subsequently expressed concerns about a statement in the Company’s proxy statement related to the Share Increase Proposal, specifically questioning, in light of the proxy statement, the ability of brokerage firms and other custodians to vote shares of Common Stock held by them for the benefit of their customers in the absence of instructions from the beneficial owners. Based on an examination of the situation performed following receipt of these demands, the Company believes that the vote at the annual meeting was properly tabulated and that the proposed amendment was properly adopted in accordance with Delaware law. In light of the demands, however, and to ensure against any future question as to the validity of these newly authorized shares, the Company elected to seek validation of its Certificate of Amendment through a Petition to the Court of Chancery of the State of Delaware (the “Court of Chancery”) pursuant to Section 205 of the Delaware General Corporation Law (the “205 Petition”). The action, styled In re 1847 Goedeker Inc., C.A. 2022-0219-SG (the “Action”), sought entry by the Court of Chancery of an order validating and declaring effective the Certificate of Amendment, and validating the additional shares of Common Stock authorized under the Share Increase Proposal. Two purported stockholders objected to the 205 Petition. One such objecting, purported stockholder (the “Stockholder Plaintiff”) filed his own lawsuit (which was then consolidated with the 205 Petition) requesting that such relief not be granted and asserting two claims for relief: first, against the Company for alleged violation of the Delaware General Corporation Law Section 225(b) for improper tabulation of the stockholder vote on the Share Increase Proposal; and second, asserting that the Company’s directors breached their fiduciary duties by incorrectly tabulating the stockholder vote, and by causing a purportedly invalid amendment to our Certificate of Incorporation to be filed with the Delaware Secretary of State. The Court of Chancery held a hearing on May 27, 2022, to consider the Company’s motion for entry of an order under Section 205 and subsequently entered an order denying the motion without prejudice on September 30, 2022. On July 7, 2022, the Company filed a Certificate of Correction with the Secretary of State of the State of Delaware, voiding the Charter Amendment and causing the number of authorized shares of Common Stock to remain at 200,000,000. On June 12, 2023, the Company submitted to the Court of Chancery a Stipulation and [Proposed] Order Regarding Notice and Closing of the Case regarding the Action (the “Dismissal Order”). As stated in the Dismissal Order, the Company and the other parties to the Action negotiated at arm’s length and resolved the stockholders’ claims to entitlement to a mootness fee award, and the Company agreed to pay $475,000 for attorneys’ fees and expenses to the stockholders’ counsel (the “Attorneys’ Fees”). Pursuant to Court of Chancery Rules 23(e) and 41(a), the parties to the Action stipulated to voluntary dismissal of the Action with prejudice as to the Stockholder Plaintiff and without prejudice as to any actual or potential claims of any other members of the putative class, and such dismissal was granted by the Court on June 13, 2023. As stipulated in the Dismissal Order, the Company paid the Attorneys’ Fees to the stockholders’ counsel on June 28, 2023 and such payment fully satisfied and resolved the stockholders’ and the stockholders’ counsel’s entitlement to any fees or expenses in the Action. On October 31, 2022, a putative shareholder class action was filed against Polished.com Inc. (the “Company”) and certain of its current and former officers and directors, as well as certain underwriters of the Company’s 2020 initial public offering (the “IPO”). The action was commenced in the United States District Court for the Eastern District of New York court and is captioned Maschhof v. Polished.com Inc. On January 26, 2023, a derivative stockholder complaint was filed against certain of the Company’s current and former officers and directors, naming the Company as a nominal defendant. The action was commenced in the United States District Court for the Eastern District of New York court and is captioned Wong v. Moore et al. Maschhoff v. Polished.com Inc. et al. On February 13, 2023, a derivative stockholder complaint was filed against certain of the Company’s current and former officers and directors as well as the Company’s external manager, naming the Company as a nominal defendant. The action was commenced in the United States District Court for the Eastern District of New York court and is captioned Gossett v. Moore, et al. |
Supplier Concentration
Supplier Concentration | 9 Months Ended |
Sep. 30, 2023 | |
Supplier Concentration [Abstract] | |
SUPPLIER CONCENTRATION | NOTE 13—SUPPLIER CONCENTRATION Significant customers and suppliers are those that account for greater than ten percent of the Company’s revenues and purchases. For the nine months September 30, 2023, the Company approximately 65% of purchases were made from DMI. The Company believes there are numerous other suppliers that could be substituted should the supplier become unavailable or non-competitive. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14—SUBSEQUENT EVENTS Subsequent to December 31, 2022, the Company signed a letter of intent for a sublease from DMI, a related party for a new warehouse in a building being leased by DMI. The new lease will allow the Company to close its two existing New Jersey warehouses and consolidate operations into one new warehouse. The lease, which is expected to be finalized in the fourth quarter of 2023 or the first quarter of 2024 is for 232,640 square feet for seven years at a cost of approximately $15 per square foot, including common area charges with annual increases of 3.75%. On July 25, 2023, the Company and Bank of America amended the Credit Agreement (the “First Amendment”), in part, to require the Company maintain liquidity, which includes cash and certain qualifying customer and credit card account receivables, of $8.0 million. The Company and Bank of America amended the Credit Agreement on November 20, 2023 (the “Second Amendment”), which requires the Company to establish a Bank of America cash collateral account where cash and cash equivalents deposited in the cash collateral account do not constitute Liquidity for purposes of the Credit Agreement. Further, the Second Amendment requires that (i) at least $3.0 million of Liquidity be comprised of unrestricted cash and cash equivalents and (ii) more than $5.0 million of Liquidity be comprised of certain qualifying customer and credit card accounts receivable. The Company entered into the Second Amendment, in part, to waive events of defaults on its existing Credit Agreement. The Term Loan Lenders, as part of the Second Amendment, agreed to defer the principal installment of the Term Loans in the amount of $937,500 required to be made on December 31, 2023 until the earliest to occur of (i) January 31, 2024, (ii) the date on which a subordinated Term Loan or an equity contribution, as applicable, is consummated (even if the date of such consummation precedes December 31, 2023) and (iii) an event of default. The Second Amendment requires the Company to pay the existing Term Facility and Revolving Facility by November 30, 2024 (the “Maturity Date”). On October 19, 2023, the Company’s shareholders approved a reverse stock split between 1-for-25 and not more than 1-for-75 at any time on or prior to October 19, 2023. The directors of the Company determined on a ratio of 1-for-50 for the Reverse Stock Split. On October 20, 2023, the Reverse Stock Split became effective. All references in these financial statements to number of common shares, price per share and weighted average number of shares outstanding prior to the 1 for 50 reverse split have been adjusted to reflect the stock split on a retroactive basis as of the earliest period presented, unless otherwise noted. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Recent Accounting Pronouncements [Abstract] | |
Recently Adopted | Recently Adopted In June 2016, the FASB issued ASU 2016-13 Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for annual reporting periods, and interim periods within those years beginning after December 15, 2019. This pronouncement was amended under ASU 2019-10 to allow an extension on the adoption date for entities that qualify as a small reporting company. The Company has elected this extension and the effective date for the Company to adopt this standard will be for fiscal years beginning after December 15, 2022. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU amends ASC 805 to require acquiring entities to apply ASC 606 to recognize and measure contract assets and contract liabilities in business combinations. The ASU is effective for public entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. In March 2022, the FASB issued ASU 2022-02, Troubled Debt Restructurings (“TDRs”) and Vintage Disclosures (Topic 326): Financial Instruments – Credit Losses. This amended guidance will eliminate the accounting designation of a loan modification as a TDR, including eliminating the measurement guidance for TDRs. The amendments also enhance existing disclosure requirements and introduce new requirements related to modifications of receivables made to borrowers experiencing financial difficulty. Additionally, this guidance requires entities to disclose gross write-offs by year of origination for financing receivables, such as loans and interest receivable. The ASU is effective January 1, 2023, and is required to be applied prospectively, except for the recognition and measurement of TDRs which can be applied on a modified retrospective basis. The Company adopted this guidance on January 1, 2023. The Company’s adoption of this update did not have a material impact on the consolidated financial statements and related disclosures. |
Disaggregation of Revenues (Tab
Disaggregation of Revenues (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenues [Abstract] | |
Schedule of Disaggregated Revenue | The Company’s disaggregated revenue by product type is as follows (in thousands): For the Three Months Ended For the Nine Months Ended September 30 September 30 September 30 September 30 2023 2022 2023 2022 Appliance sales $ 70,620 $ 136,044 $ 234,797 $ 402,835 Furniture and other sales 7,198 7,522 26,221 27,875 Total $ 77,818 $ 141,566 $ 261,018 $ 430,710 |
Supplemental Financial Statem_2
Supplemental Financial Statement Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Financial Statement Disclosures [Abstract] | |
Schedule of Receivables | Receivables at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Trade accounts receivable $ 15,050 $ 13,691 Vendor rebates receivable 5,459 8,514 Other receivables 637 5,951 Total receivables 21,146 28,156 Less allowance for doubtful accounts (1,282 ) (1,506 ) Total receivables, net $ 19,864 $ 26,650 |
Schedule of Inventory | Inventory as of September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Appliances $ 28,240 $ 39,702 Furniture and other 2,442 3,853 Total merchandise inventory 30,682 43,555 Less reserve for obsolescence (589 ) (1,789 ) Total merchandise inventory, net $ 30,093 $ 41,766 |
Schedule of Property and Equipment | Property and equipment at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Warehouse equipment $ 806 $ 806 Furniture and fixtures 337 324 Transportation equipment 1,566 1,466 Leasehold improvements 2,157 3,131 Showroom inventory 1,037 1,037 Total property and equipment 5,903 6,764 Less: accumulated depreciation (2,628 ) (1,689 ) Property and equipment, net $ 3,275 $ 5,075 |
Schedule of Breakdown of Identifiable Intangible Assets | The following table provides a breakdown of identifiable intangible assets as of September 30, 2023 and December 31, 2022 (in thousands): September 30, December 31, 2023 2022 Customer relationships $ 3,461 $ 3,461 Marketing related - tradename 6,835 6,835 Total intangible assets 10,296 10,296 Accumulated amortization (2,260 ) (- ) Intangible assets, net $ 8,036 $ 10,296 |
Schedule of Estimated Annual Amortization Expense | At September 30, 2023, estimated annual amortization expense for each of the next five years is as follows (in thousands): Year ending December 31, Amount 2023 (Remainder of year) $ 754 2024 3,013 2025 3,013 2026 1,256 2027 - Total $ 8,036 |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses at September 30, 2023 and December 31, 2022, consisted of the following (in thousands): September 30, December 31, 2023 2022 Trade accounts payable $ 38,002 $ 34,345 Accrued sales tax 32,039 36,196 Accrued payroll liabilities 1,110 680 Accrued interest 39 37 Accrued liability for sales returns 1,916 3,916 Credit cards payable 115 32 Accrued insurance - 1,180 Other accrued liabilities 3,303 5,151 Total accounts payable and accrued expenses $ 76,524 $ 81,537 |
Operating Leases (Tables)
Operating Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Operating Leases [Abstract] | |
Schedule of Consolidated Balance Sheet | The following was included in our unaudited condensed consolidated balance sheet at September 30, 2023 and December 31, 2022 (in thousands): September 30, December 31, 2023 2022 Operating lease right-of-use assets $ 9,172 $ 11,688 Lease liabilities, current portion 1,945 3,726 Lease liabilities, long-term 7,919 9,013 Total operating lease liabilities $ 9,864 $ 12,739 Weighted-average remaining lease term (months) 77 73 Weighted average discount rate 3.9 % 3.9 % |
Schedule of Maturities of Operating Lease Liabilities | As of September 30, 2023, maturities of operating lease liabilities were as follows, in thousands: Years Ending December 31, Amount 2023 – Remainder of year $ 948 2024 1,808 2025 1,489 2026 1,532 2027 1,284 Thereafter 4,158 Total 11,219 Less: imputed interest (1,355 ) Total operating lease liabilities $ 9,864 |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Payable [Abstract] | |
Schedule of Maturities of Notes Payable | Maturities of Notes Payable are as follows: September 30, For the years ended December 31, 2023 2023 (Remainder of year) $ 1,033 2024 92,531 2025 201 2026 29 2027 21 Thereafter - Total 93,815 Less: Loan costs (796 ) Total $ 93,019 Amount classified as a current liability $ 7,859 Amount classified as long-term liability 85,160 Total $ 93,019 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity [Abstract] | |
Schedule of Stock Options Outstanding | Below is a table summarizing the changes in stock options outstanding during the nine months ended September 30, 2023: Weighted- Options Exercise Outstanding at December 31, 2022 750 $ 155.00 Granted 1,731 $ 28.89 Exercised Forfeited (750 ) 155.00 Outstanding at September 30, 2023 1,731 $ 28.89 Exercisable at September 30, 2023 - - |
Schedule of Warrants Outstanding | Below is a table summarizing the changes in warrants outstanding during the nine months ended September 30, 2023 Weighted- Warrants Exercise Outstanding at December 31, 2022 1,871,333 $ 114.85 Granted - - Exercised - - Forfeited - - Outstanding at September 30, 2023 1,871,333 $ 114.85 Exercisable at September 30, 2023 1,871,333 $ 114.85 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings (Loss) Per Share [Abstract] | |
Schedule of Weighted Average Shares Outstanding and the Basic Loss per Common Share | The computation of weighted average shares outstanding and the basic and diluted earnings (loss) per common share for the following periods consisted of the following (in thousands, except share and per share amounts): For the Three Months Ended For the Nine Months Ended September 30, September 30, September 30, September 30, 2023 2022 2023 2022 Basic Earnings (Loss) Per Share Net income (loss) $ (6,634 ) $ (5,184 ) $ (8,391 ) $ (3,657 ) Basic weighted average common shares outstanding 2,109,398 2,104,558 2,108,811 2,115,846 Basic earnings (loss) per share $ (3.14 ) $ (2.46 ) $ (3.98 ) $ (1.73 ) Effect of dilutive stock options and warrants - - - - Diluted weighted average common shares outstanding 2,109,398 2,104,558 2,108,811 2,115,846 Diluted earnings (loss) per share $ (3.14 ) $ (2.46 ) $ (3.98 ) $ (1.73 ) |
Liquidity and Going Concern A_2
Liquidity and Going Concern Assessment (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Oct. 19, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Liquidity and Going Concern Assessment (Details) [Line Items] | |||||||
Cash and cash equivalent | $ 9,811 | $ 28,433 | $ 9,811 | $ 28,433 | $ 19,549 | $ 25,724 | |
Restricted cash | 5,391 | 5,391 | 950 | ||||
Vendor deposits | 30,828 | 30,828 | 25,022 | ||||
Operating income | 5,800 | ||||||
Non-cash charges for depreciation and amortization | 3,200 | ||||||
Cash used in operations | 400 | 46,700 | |||||
Working capital | 15,900 | 25,900 | |||||
Cash and cash equivalents | 19,600 | ||||||
Restricted cash | 1,000 | ||||||
Deposits | 25,000 | ||||||
Operating loss | (5,995) | (10,821) | (5,795) | (4,736) | 134,400 | ||
Cash and restricted cash | 15,202 | $ 30,166 | 15,202 | $ 30,166 | 20,499 | $ 33,791 | |
Non cash impairment charge | 109,100 | ||||||
Subsequent Event [Member] | |||||||
Liquidity and Going Concern Assessment (Details) [Line Items] | |||||||
Reverse stock split, description | The accompanying consolidated financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize its assets and satisfy its liabilities in the normal course of business. | ||||||
Cash Equivalents [Member] | |||||||
Liquidity and Going Concern Assessment (Details) [Line Items] | |||||||
Cash and cash equivalent | $ 9,800 | $ 9,800 | |||||
Cash and restricted cash | $ 11,500 |
Disaggregation of Revenues (Det
Disaggregation of Revenues (Details) - Schedule of Disaggregated Revenue - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Appliance Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total disaggregated revenue | $ 70,620 | $ 136,044 | $ 234,797 | $ 402,835 |
Furniture and Other Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total disaggregated revenue | 7,198 | 7,522 | 26,221 | 27,875 |
Total Disaggregated Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total disaggregated revenue | $ 77,818 | $ 141,566 | $ 261,018 | $ 430,710 |
Supplemental Financial Statem_3
Supplemental Financial Statement Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Supplemental Financial Statement Disclosures [Abstract] | ||||
Depreciation expense | $ 0.3 | $ 0.3 | $ 0.3 | $ 0.9 |
Amortization expense | $ 0.8 | $ 2.6 | $ 2.3 | $ 7.7 |
Weighted average estimated useful life | 2 years 7 months 6 days |
Supplemental Financial Statem_4
Supplemental Financial Statement Disclosures (Details) - Schedule of Receivables - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Receivables with Imputed Interest [Line Items] | ||
Receivables gross | $ 21,146 | $ 28,156 |
Less allowance for doubtful accounts | (1,282) | (1,506) |
Total receivables, net | 19,864 | 26,650 |
Trade Accounts Receivable [Member] | ||
Receivables with Imputed Interest [Line Items] | ||
Receivables gross | 15,050 | 13,691 |
Vendor Rebates Receivable [Member] | ||
Receivables with Imputed Interest [Line Items] | ||
Receivables gross | 5,459 | 8,514 |
Other receivables [Member] | ||
Receivables with Imputed Interest [Line Items] | ||
Receivables gross | $ 637 | $ 5,951 |
Supplemental Financial Statem_5
Supplemental Financial Statement Disclosures (Details) - Schedule of Inventory - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Total merchandise inventory | $ 30,682 | $ 43,555 |
Less reserve for obsolescence | (589) | (1,789) |
Total merchandise inventory, net | 30,093 | 41,766 |
Appliances [Member] | ||
Inventory [Line Items] | ||
Total merchandise inventory | 28,240 | 39,702 |
Furniture and other [Member] | ||
Inventory [Line Items] | ||
Total merchandise inventory | $ 2,442 | $ 3,853 |
Supplemental Financial Statem_6
Supplemental Financial Statement Disclosures (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 5,903 | $ 6,764 |
Less: accumulated depreciation | (2,628) | (1,689) |
Property and equipment, net | 3,275 | 5,075 |
Warehouse equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 806 | 806 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 337 | 324 |
Transportation Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,566 | 1,466 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 2,157 | 3,131 |
Showroom Inventory [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,037 | $ 1,037 |
Supplemental Financial Statem_7
Supplemental Financial Statement Disclosures (Details) - Schedule of Breakdown of Identifiable Intangible Assets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Supplemental Financial Statement Disclosures (Details) - Schedule of Breakdown of Identifiable Intangible Assets [Line Items] | ||
Total intangible assets | $ 10,296 | $ 10,296 |
Accumulated amortization | (2,260) | |
Intangible assets, net | 8,036 | 10,296 |
Customer Relationships [Member] | ||
Supplemental Financial Statement Disclosures (Details) - Schedule of Breakdown of Identifiable Intangible Assets [Line Items] | ||
Total intangible assets | 3,461 | 3,461 |
Marketing Related - Tradename [Member] | ||
Supplemental Financial Statement Disclosures (Details) - Schedule of Breakdown of Identifiable Intangible Assets [Line Items] | ||
Total intangible assets | $ 6,835 | $ 6,835 |
Supplemental Financial Statem_8
Supplemental Financial Statement Disclosures (Details) - Schedule of Estimated Annual Amortization Expense - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Estimated Annual Amortization Expense [Abstract] | ||
2023 (Remainder of year) | $ 754 | |
2024 | 3,013 | |
2025 | 3,013 | |
2026 | 1,256 | |
2027 | ||
Total | $ 8,036 | $ 10,296 |
Supplemental Financial Statem_9
Supplemental Financial Statement Disclosures (Details) - Schedule of Accounts Payable and Accrued Expenses - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Accounts Payable and Accrued Expenses [Abstract] | ||
Trade accounts payable | $ 38,002 | $ 34,345 |
Accrued sales tax | 32,039 | 36,196 |
Accrued payroll liabilities | 1,110 | 680 |
Accrued interest | 39 | 37 |
Accrued liability for sales returns | 1,916 | 3,916 |
Credit cards payable | 115 | 32 |
Accrued insurance | 1,180 | |
Other accrued liabilities | 3,303 | 5,151 |
Total accounts payable and accrued expenses | $ 76,524 | $ 81,537 |
Operating Leases (Details)
Operating Leases (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Operating Leases [Abstract] | ||||
Operating lease expense | $ 1.3 | $ 3.2 | $ 1.3 | $ 3.2 |
Finance lease amount | $ 0.3 | $ 0.3 |
Operating Leases (Details) - Sc
Operating Leases (Details) - Schedule of Consolidated Balance Sheet - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Consolidated Balance Sheet [Abstract] | ||
Operating lease right-of-use assets | $ 9,172 | $ 11,688 |
Lease liabilities, current portion | 1,945 | 3,726 |
Lease liabilities, long-term | 7,919 | 9,013 |
Total operating lease liabilities | $ 9,864 | $ 12,739 |
Weighted-average remaining lease term (months) | 77 years | 73 years |
Weighted average discount rate | 3.90% | 3.90% |
Operating Leases (Details) - _2
Operating Leases (Details) - Schedule of Maturities of Operating Lease Liabilities - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Maturities of Operating Lease Liabilities [Abstract] | ||
2023 – Remainder of year | $ 948 | |
2024 | 1,808 | |
2025 | 1,489 | |
2026 | 1,532 | |
2027 | 1,284 | |
Thereafter | 4,158 | |
Total | 11,219 | |
Less: imputed interest | (1,355) | |
Total operating lease liabilities | $ 9,864 | $ 12,739 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Aug. 23, 2023 | Sep. 30, 2023 | Mar. 15, 2022 | |
Related Parties [Abstract] | |||
Expense to improve the building | $ 1.2 | ||
Total lease amount due | $ 1.2 | ||
Payment of taxes and insurance | $ 100,000 | ||
Interest rate | 1.60% | ||
Total purchases | 65% | ||
Vendor deposits at DMI totaled | $ 30.8 | ||
Total rent expense under these related party leases | $ 0.8 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | 9 Months Ended | |||||
May 09, 2022 | Sep. 30, 2023 | Dec. 31, 2023 | Nov. 20, 2023 | Jul. 25, 2023 | May 09, 2023 | |
Notes Payable (Details) [Line Items] | ||||||
Aggregate initial amount | $ 140,000,000 | |||||
Letter of credit subfacility | 10,000,000 | |||||
Outstanding balance of loan | $ 92,300,000 | |||||
Unamortized loan costs | 800,000 | |||||
Amortization | $ 1,100,000 | |||||
Credit agreement | 4% | |||||
Line of credit interest rate | 2% | |||||
Initial notional amount | $ 100,000,000 | |||||
Fixed interest rate | 2.90% | |||||
Principal amount | $ 937,500 | |||||
Outstanding balance of vehicle loans | $ 700,000 | |||||
Maximum [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Applicable rate percentage | 1.95% | |||||
Interest rates | 5.70% | |||||
Minimum [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Applicable rate percentage | 0.95% | |||||
Interest rates | 3.80% | |||||
Term Loan [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Agreement outstanding amount | $ 40,000,000 | |||||
Credit Facilities [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Comprised balance amount | 93,100,000 | |||||
Term Loan [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Borrowers repaid the principal amount | 1,875,000 | |||||
Forecast [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Term Loans amount | $ 937,500 | |||||
Term Loan [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Aggregate initial amount | 100,000,000 | |||||
Borrowers repaid the principal amount | $ 1,250,000 | |||||
Revolving Credit Facility [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Aggregate initial amount | 40,000,000 | |||||
Revolving Credit Facility [Member] | Swing Line Loan [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Aggregate initial amount | 2,000,000 | |||||
M and T Credit Agreement [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Principal amount | $ 100,000,000 | |||||
Liquidity [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Account receivables | $ 8,000,000 | |||||
Cash and cash equivalents | $ 3,000,000 | |||||
Liquidity [Member] | Forecast [Member] | ||||||
Notes Payable (Details) [Line Items] | ||||||
Cash and cash equivalents | 3,000,000 | |||||
Customer and credit card accounts receivable | $ 5,000,000 |
Notes Payable (Details) - Sched
Notes Payable (Details) - Schedule of Maturities of Notes Payable - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of future minimum principal payments [Abstract] | ||
2023 (Remainder of year) | $ 1,033 | |
2024 | 92,531 | |
2025 | 201 | |
2026 | 29 | |
2027 | 21 | |
Thereafter | ||
Total | 93,815 | |
Less: Loan costs | (796) | |
Total | 93,019 | |
Amount classified as a current liability | 7,859 | $ 6,628 |
Amount classified as long-term liability | $ 85,160 | $ 90,816 |
Derivative Instruments (Inter_2
Derivative Instruments (Interest Rate Swap) (Details) - Interest Rate Swap [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2023 | May 09, 2022 | |
Derivative Instruments (Interest Rate Swap) (Details) [Line Items] | |||
Derivative notional amount | $ 100 | ||
Derivative fixed interest | 2.93% | ||
Derivative asset fair value | $ 4.2 | $ 4.2 | |
Fair value interest rate swap | $ 0.4 | $ 1 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Stockholders' Equity (Details) [Line Items] | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares outstanding | 2,109,398 | 2,104,558 |
Stock options forfeited | 750 | |
Stock-based compensation expense (in Dollars) | $ 200 | |
Weighted average remaining life of warrants | 2 years 8 months 1 day | |
Intrinsic value of warrants (in Dollars) | ||
Stock-Based Compensation Expense [Member] | ||
Stockholders' Equity (Details) [Line Items] | ||
Unrecognized compensation cost (in Dollars) | $ 30 | |
Non vested stock option recognized period | 3 years 3 months 18 days | |
Weighted average remaining term | 9 years 3 months 3 days | |
Intrinsic value (in Dollars) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of Stock Options Outstanding | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Schedule of Stock Options Outstanding [Abstract] | |
Outstanding beginning balance, Options | shares | 750 |
Outstanding beginning balance, Weighted Average Exercise Price | $ / shares | $ 155 |
Granted, Options | shares | 1,731 |
Granted, Weighted Average Exercise Price | $ / shares | $ 28.89 |
Exercised, Options | shares | |
Exercised, Weighted Average Exercise Price | $ / shares | |
Forfeited, Options | shares | (750) |
Forfeited, Weighted Average Exercise Price | $ / shares | $ 155 |
Outstanding ending balance, Options | shares | 1,731 |
Outstanding ending balance, Weighted Average Exercise Price | $ / shares | $ 28.89 |
Exercisable, Options | shares | |
Exercisable, Weighted Average Exercise Price | $ / shares |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of Warrants Outstanding - Warrant [Member] | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Stockholders' Equity (Details) - Schedule of Warrants Outstanding [Line Items] | |
Outstanding beginning balance, Warrants | shares | 1,871,333 |
Outstanding beginning balance, Weighted Average Exercise Price | $ / shares | $ 114.85 |
Granted, Warrants | shares | |
Granted, Weighted Average Exercise Price | $ / shares | |
Exercised, Warrants | shares | |
Exercised, Weighted Average Exercise Price | $ / shares | |
Forfeited, Warrants | shares | |
Forfeited, Weighted Average Exercise Price | $ / shares | |
Outstanding ending balance, Warrants | shares | 1,871,333 |
Outstanding ending balance, Weighted Average Exercise Price | $ / shares | $ 114.85 |
Exercisable, Warrants | shares | 1,871,333 |
Exercisable, Weighted Average Exercise Price | $ / shares | $ 114.85 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings (Loss) Per Share [Abstract] | ||||
EPS anti-dilutive shares | 1,852,015 | 1,871,333 | 1,852,015 | 1,871,333 |
Earnings (Loss) Per Share (De_2
Earnings (Loss) Per Share (Details) - Schedule of Weighted Average Shares Outstanding and the Basic Loss per Common Share - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Basic Earnings (Loss) Per Share | ||||
Net income (loss) (in Dollars) | $ (6,634) | $ (5,184) | $ (8,391) | $ (3,657) |
Basic weighted average common shares outstanding | 2,109,398 | 2,104,558 | 2,108,811 | 2,115,846 |
Basic earnings (loss) per share (in Dollars per share) | $ (3.14) | $ (2.46) | $ (3.98) | $ (1.73) |
Effect of dilutive stock options and warrants | ||||
Diluted weighted average common shares outstanding | 2,109,398 | 2,104,558 | 2,108,811 | 2,115,846 |
Diluted earnings (loss) per share (in Dollars per share) | $ (3.14) | $ (2.46) | $ (3.98) | $ (1.73) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 12, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | Jul. 07, 2022 |
Commitments and Contingencies (Details) [Line Items] | ||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||
Shares of common stock | 50,000,000 | |||
Agreed to pay amount (in Dollars) | $ 475,000 | |||
Common Stock [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Shares of common stock | 200,000,000 |
Supplier Concentration (Details
Supplier Concentration (Details) | 9 Months Ended |
Sep. 30, 2023 | |
Supplier Concentration [Abstract] | |
Purchases made from DMI | 65% |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended | 9 Months Ended | |||
Oct. 19, 2023 | Sep. 30, 2023 ft² SquareFoot | Dec. 31, 2023 USD ($) | Nov. 20, 2023 USD ($) | Jul. 25, 2023 USD ($) | |
Subsequent Events (Details) [Line Items] | |||||
Square feet (in Square Feet) | ft² | 232,640 | ||||
Per square foot (in SquareFoot) | SquareFoot | 15 | ||||
Annual interest rate | 3.75% | ||||
Subsequent Event [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Stock split | the Company’s shareholders approved a reverse stock split between 1-for-25 and not more than 1-for-75 at any time on or prior to October 19, 2023. The directors of the Company determined on a ratio of 1-for-50 for the Reverse Stock Split. On October 20, 2023, the Reverse Stock Split became effective. All references in these financial statements to number of common shares, price per share and weighted average number of shares outstanding prior to the 1 for 50 reverse split have been adjusted to reflect the stock split on a retroactive basis as of the earliest period presented, unless otherwise noted. | ||||
Forecast [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Term Loans amount | $ 937,500 | ||||
Liquidity [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Account receivables | $ 8,000,000 | ||||
Cash and cash equivalents | $ 3,000,000 | ||||
Liquidity [Member] | Forecast [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Cash and cash equivalents | 3,000,000 | ||||
Customer and credit card accounts receivable | $ 5,000,000 |