Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-40828 | |
Entity Registrant Name | a.k.a. Brands Holding Corp. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-0970919 | |
Entity Address, Address Line One | 100 Montgomery Street | |
Entity Address, Address Line Two | Suite 2270 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94104 | |
City Area Code | 415 | |
Local Phone Number | 295-6085 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | AKA | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,484,870 | |
Entity Central Index Key | 0001865107 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 21,939 | $ 21,859 |
Accounts receivable, net | 4,084 | 4,796 |
Inventory | 91,489 | 91,024 |
Prepaid expenses and other current assets | 16,099 | 18,016 |
Total current assets | 133,611 | 135,695 |
Property and equipment, net | 25,076 | 27,154 |
Operating lease right-of-use assets | 40,159 | 37,465 |
Intangible assets, net | 61,018 | 64,322 |
Goodwill | 92,123 | 94,898 |
Deferred tax assets | 1,538 | 1,569 |
Other assets | 2,229 | 618 |
Total assets | 355,754 | 361,721 |
Current liabilities: | ||
Accounts payable | 23,454 | 28,279 |
Accrued liabilities | 23,695 | 25,223 |
Sales returns reserve | 7,335 | 9,610 |
Deferred revenue | 14,991 | 11,782 |
Income taxes payable | 269 | 257 |
Operating lease liabilities, current | 8,020 | 7,510 |
Current portion of long-term debt | 4,725 | 3,300 |
Total current liabilities | 82,489 | 85,961 |
Long-term debt | 98,826 | 90,094 |
Operating lease liabilities | 37,376 | 35,344 |
Other long-term liabilities | 1,553 | 1,704 |
Total liabilities | 220,244 | 213,103 |
Commitments and contingencies (Note 15) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 50,000,000 shares authorized; zero shares issued or outstanding as of March 31, 2024 and December 31, 2023, respectively | 0 | 0 |
Common stock, $0.001 par value; 500,000,000 shares authorized; 10,483,236 and 10,567,881 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 128 | 128 |
Additional paid-in capital | 466,977 | 466,172 |
Accumulated other comprehensive loss | (55,249) | (50,269) |
Accumulated deficit | (276,346) | (267,413) |
Total stockholders’ equity | 135,510 | 148,618 |
Total liabilities and stockholders’ equity | $ 355,754 | $ 361,721 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) | Mar. 31, 2024 $ / shares shares | Dec. 31, 2023 $ / shares shares |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 10,483,236 | 10,567,881 |
Common stock, shares outstanding (in shares) | 10,483,236 | 10,567,881 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Income Statement [Abstract] | |||
Net sales | $ 116,840 | $ 120,485 | |
Cost of sales | 51,166 | 51,985 | |
Gross profit | 65,674 | 68,500 | |
Operating expenses: | |||
Selling | 34,215 | 34,406 | |
Marketing | 14,879 | 14,777 | |
General and administrative | 22,673 | 25,868 | |
Total operating expenses | 71,767 | 75,051 | |
Loss from operations | (6,093) | (6,551) | |
Other expense, net: | |||
Interest expense | (2,278) | (2,851) | |
Other expense | (543) | (1,034) | |
Total other expense, net | (2,821) | (3,885) | |
Loss before income taxes | (8,914) | (10,436) | |
(Provision for) benefit from income taxes | (19) | 883 | |
Net loss | $ (8,933) | $ (9,553) | |
Net loss per share: | |||
Basic (in dollars per share) | [1] | $ (0.85) | $ (0.89) |
Diluted (in dollars per share) | [1] | $ (0.85) | $ (0.89) |
Weighted average shares outstanding: | |||
Basic (in shares) | [1] | 10,520,458 | 10,753,384 |
Diluted (in shares) | [1] | 10,520,458 | 10,753,384 |
[1]Amounts for the three months ended March 31, 2023, adjusted for the one-for-12 Reverse Stock Split. Refer to Note 13, “Stockholders’ Equity.” |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) | Sep. 29, 2023 | Sep. 30, 2021 |
Income Statement [Abstract] | ||
Reverse stock split | 0.0833 | 0.0833 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (8,933) | $ (9,553) |
Other comprehensive loss: | ||
Currency translation | (4,980) | (3,925) |
Total comprehensive loss | $ (13,913) | $ (13,478) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | ||
Beginning balance (in shares) at Dec. 31, 2022 | [1] | 10,750,586 | |||||
Beginning balance at Dec. 31, 2022 | $ 247,077 | $ 129 | $ 460,660 | $ (45,185) | $ (168,527) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | 1,936 | 1,936 | |||||
Issuance of common stock under employee equity plans, net of shares withheld (in shares) | [1] | 6,882 | |||||
Issuance of common stock under employee equity plans, net of shares withheld | (43) | (43) | |||||
Cumulative translation adjustment | (3,925) | (3,925) | |||||
Net loss | (9,553) | (9,553) | |||||
Ending balance (in shares) at Mar. 31, 2023 | [1] | 10,757,468 | |||||
Ending balance at Mar. 31, 2023 | $ 235,492 | $ 129 | 462,553 | (49,110) | (178,080) | ||
Beginning balance (in shares) at Dec. 31, 2023 | 10,567,881 | 10,567,881 | [1] | ||||
Beginning balance at Dec. 31, 2023 | $ 148,618 | $ 128 | 466,172 | (50,269) | (267,413) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | 1,956 | 1,956 | |||||
Issuance of common stock under employee equity plans, net of shares withheld (in shares) | [1] | 19,458 | |||||
Issuance of common stock under employee equity plans, net of shares withheld | $ (88) | (88) | |||||
Repurchase of shares (in shares) | (113,959) | (104,103) | |||||
Repurchase of shares | $ (1,063) | (1,063) | |||||
Cumulative translation adjustment | (4,980) | (4,980) | |||||
Net loss | $ (8,933) | (8,933) | |||||
Ending balance (in shares) at Mar. 31, 2024 | 10,483,236 | 10,483,236 | [1] | ||||
Ending balance at Mar. 31, 2024 | $ 135,510 | $ 128 | $ 466,977 | $ (55,249) | $ (276,346) | ||
[1]Adjusted for the one-for-12 Reverse Stock Split. Refer to Note 13, “Stockholders’ Equity.” |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Parenthetical) | Sep. 29, 2023 | Sep. 30, 2021 |
Statement of Stockholders' Equity [Abstract] | ||
Reverse stock split | 0.0833 | 0.0833 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (8,933) | $ (9,553) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 1,536 | 2,452 |
Amortization expense | 2,762 | 2,988 |
Amortization of debt issuance costs | 153 | 158 |
Lease incentives | 0 | 334 |
Loss on disposal of businesses | 673 | 951 |
Non-cash operating lease expense | 2,075 | 1,753 |
Equity-based compensation | 1,956 | 1,936 |
Deferred income taxes, net | 0 | (9) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 688 | (107) |
Inventory | (4,898) | 11,536 |
Prepaid expenses and other current assets | 2,118 | (602) |
Accounts payable | (4,058) | (4,010) |
Income taxes payable | 10 | (1,120) |
Accrued liabilities | (1,058) | (8,463) |
Returns reserve | (2,073) | 1,026 |
Deferred revenue | 3,470 | (314) |
Lease liabilities | (2,108) | (1,916) |
Net cash used in operating activities | (7,687) | (2,960) |
Cash flows from investing activities: | ||
Purchases of intangible assets | (1) | (26) |
Purchases of property and equipment | (754) | (1,854) |
Net cash used in investing activities | (755) | (1,880) |
Cash flows from financing activities: | ||
Proceeds from line of credit, net of issuance costs | 16,500 | 0 |
Repayment of line of credit | (6,000) | (10,000) |
Repayment of debt | (450) | (1,400) |
Taxes paid related to net share settlement of equity awards | (88) | (43) |
Repurchase of shares | (1,063) | 0 |
Net cash provided by (used in) financing activities | 8,899 | (11,443) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (590) | 154 |
Net decrease in cash, cash equivalents and restricted cash | (133) | (16,129) |
Cash, cash equivalents and restricted cash at beginning of period | 24,029 | 48,373 |
Cash, cash equivalents and restricted cash at end of period | 23,896 | 32,244 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents | 21,939 | 30,224 |
Restricted cash, included in prepaid expenses and other current assets | 295 | 2,020 |
Restricted cash, included in other assets | 1,662 | 0 |
Total cash, cash equivalents and restricted cash | $ 23,896 | $ 32,244 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business a.k.a. Brands Holding Corp. (together with our wholly-owned subsidiaries, collectively, the “Company”), which operates under the name “a.k.a. Brands” or “a.k.a.,” is a portfolio of next-generation fashion brands for the next generation of consumers. The Company seeks to leverage its industry expertise and operational synergies to accelerate its brands so they can grow faster, reach broader audiences, achieve greater scale and enhance their profitability. The Company is headquartered in San Francisco, California, with buying, studio, marketing, fulfillment and administrative functions primarily in Australia and the United States. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Principles of Consolidation and Basis of Presentation The Company’s unaudited condensed consolidated interim financial statements have been prepared in accordance with Article 10 of the SEC’s Regulation S-X. As permitted under those rules, certain footnotes or other financial information that are normally required by generally accepted accounting principles in the United States (“GAAP”) can be condensed or omitted. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of our financial information. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2023 which are included in the 2023 Form 10-K. The year-end condensed consolidated balance sheet data were derived from audited financial statements, but do not include all disclosures required by GAAP. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2024 or for any other interim period or for any other future year. The accompanying condensed consolidated financial statements include the balances of the Company and all of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. On an ongoing basis, the Company evaluates items subject to significant estimates and assumptions. Revenue Recognition Revenue is primarily derived from the sale of apparel merchandise through the Company’s online websites, stores, third-party marketplaces, wholesale partnerships and, when applicable, shipping revenue. Revenue is recognized in an amount that reflects the consideration expected to be received in exchange for products. To determine revenue recognition for contracts with customers in accordance with Revenue from Contracts with Customers (Topic 606) , the Company recognizes revenue from the commercial sales of products and contracts by applying the following five steps: (1) identification of the contract, or contracts, with the customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A contract is created with the customer at the time the order is placed by the customer, which creates a single performance obligation. The Company recognizes revenue for its single performance obligation at the time control of the product passes to the customer, which is when the goods are transferred to a third-party common carrier, for purchases through the Company’s online websites, or at point of sale, for purchases in its stores. In addition, the Company has elected to treat shipping and handling as fulfillment activities and not a separate performance obligation. Net sales from product sales includes shipping charged to the customer and is recorded net of taxes collected from customers, which are recorded in accrued liabilities and are remitted to governmental authorities. Cash discounts earned by the customers at the time of purchase and estimates for sales return allowances are deducted from gross revenue in determining net sales. The Company generally provides refunds for goods returned within 30 to 45 days from the original purchase date. A returns reserve is recorded by the Company based on historical refund experience with a corresponding reduction of sales and cost of sales. The returns reserve was $7.3 million and $9.6 million as of March 31, 2024 and December 31, 2023, respectively. The following table presents a summary of the Company’s sales return reserve: Balance as of December 31, 2022 $ 3,968 Returns (101,025) Allowance 106,667 Balance as of December 31, 2023 9,610 Returns (25,900) Allowance 23,625 Balance as of March 31, 2024 $ 7,335 The Company also sells gift cards and issues online credits in lieu of cash refunds or exchanges. Proceeds from the issuance of gift cards and online credits issued are recorded as deferred revenue and recognized as revenue when the gift cards or online credit are redeemed or, upon inclusion in gift card and online credit breakage estimates. Breakage estimates are determined based on historical experience. Revenue recognized in net sales on breakage of gift cards and online credit for the three months ended March 31, 2024 and 2023 was $0.5 million and $0.3 million, respectively. The following table presents the disaggregation of the Company’s net sales by geography, based on customer address: Three Months Ended March 31, 2024 2023 U.S. $ 77,138 $ 72,626 Australia/New Zealand 33,516 41,446 Rest of world 6,186 6,413 Total $ 116,840 $ 120,485 Segment Information Operating segments are defined as components of an entity for which separate financial information is available and is regularly reviewed by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company has determined that its four brands are each an operating segment. The Company has aggregated its operating segments into one reportable segment based on the similar nature of products sold, production, merchandising and distribution processes involved, target customers and economic characteristics. Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard requires disclosure of significant segment expenses and other segment items by reportable segment. This ASU becomes effective for annual periods beginning in 2024 and interim periods in 2025. The Company is assessing the impact of this ASU. In December 2023, FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which will require incremental income tax disclosures on an annual basis for all public entities. The amendments require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items meeting a quantitative threshold. The amendments also require disclosure of income taxes paid to be disaggregated by jurisdiction, and disclosure of income tax expense disaggregated by federal, state and foreign. ASU 2023-09 is effective for annual reporting beginning with the fiscal year ending December 31, 2025. The Company is currently evaluating the incremental disclosures that will be required in the Company’s consolidated financial statements. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2024 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets are comprised of the following: March 31, December 31, Security deposits $ 613 $ 610 Inventory prepayments 7,000 4,982 Other 8,486 12,424 Total prepaid expenses and other current assets $ 16,099 $ 18,016 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, and Equipment, Net | Property and Equipment, Net Property and equipment, net is comprised of the following: March 31, December 31, Furniture and fixtures $ 2,391 $ 2,439 Machinery and equipment 4,486 6,008 Computer equipment and capitalized software 7,129 7,531 Leasehold improvements 24,754 27,680 Total property and equipment 38,760 43,658 Less: accumulated depreciation (13,684) (16,504) Total property and equipment, net $ 25,076 $ 27,154 Total depreciation expense was $1.5 million and $2.5 million for the three months ended March 31, 2024 and 2023, respectively. |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The carrying value of goodwill, as of March 31, 2024 and December 31, 2023, was $92.1 million and $94.9 million, respectively. No goodwill impairment was recorded during the three months ended March 31, 2024 or 2023. The goodwill of the acquired companies is primarily related to expected improvements in technology performance and functionality, as well as sales growth from future product and service offerings and new customers, together with certain intangible assets that do not qualify for separate recognition. The goodwill of acquired companies is generally not deductible for tax purposes. The following table summarizes goodwill activity: Balance as of December 31, 2023 $ 94,898 Changes in foreign currency translation (2,775) Balance as of March 31, 2024 $ 92,123 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The gross amounts and accumulated amortization of acquired identifiable intangible assets with finite useful lives as of March 31, 2024 and December 31, 2023, included in intangible assets, net in the accompanying condensed consolidated balance sheets, are as follows: March 31, 2024 December 31, 2023 Useful life Weighted Average Amortization Period 2024 2024 Weighted Average Amortization Period 2023 2023 Customer relationships 4 years 0.9 years $ 9,492 1.2 years $ 21,640 Brands 10 years 6.7 years 82,837 6.9 years 84,023 Trademarks 5 years 1.0 year 103 1.3 years 107 Total intangible assets 92,432 105,770 Less: accumulated amortization (31,414) (41,448) Total intangible assets, net $ 61,018 $ 64,322 Amortization of acquired intangible assets with finite useful lives is included in general and administrative expenses and was $2.8 million and $3.0 million for the three months ended March 31, 2024 and 2023, respectively. Future estimated amortization expense for acquired identifiable intangible assets is as follows: Amortization Expense Year ending December 31: Remainder of 2024 $ 7,570 2025 9,430 2026 8,612 2027 8,284 2028 7,451 Thereafter 19,671 Total amortization expense $ 61,018 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt Senior Secured Credit Facility On September 24, 2021, in connection with the closing of the Company’s initial public offering (“IPO”), certain subsidiaries of the Company entered into a senior secured credit facility comprised of a $100.0 million term loan and a $50.0 million revolving line of credit, as well as an option for additional term loan of up to $50.0 million through an accordion feature. The senior secured credit facility also allows for the issuance of one or more letters of credit from time to time by syndicate lenders. Effective April 4, 2023, the Company modified its senior secured credit facility under existing contractual provisions to yield interest based on interest rates based on Term SOFR, as defined in the credit agreement for the senior secured credit facility (the “Credit Agreement”). Key terms and conditions of each facility were as follows: • The $100.0 million term loan matures five years after closing and requires the Company to make amortized annual payments of 5.0% during the first and second years, 7.5% during the third and fourth years and 10.0% during the fifth year with the balance of the loan due at maturity. Borrowings under the term loan accrue interest at Term SOFR plus an applicable margin dependent upon our net leverage ratio, as defined in the Credit Agreement. The highest interest rate under the agreement occurs at a net leverage ratio of greater than 2.75x, yielding an interest rate of Term SOFR plus 3.25%. • The $50.0 million revolving line of credit, which matures five years after closing, accrues interest at Term SOFR plus an applicable margin dependent upon our net leverage ratio. The highest interest rate under the Credit Agreement occurs at a net leverage ratio of greater than 2.75x, yielding an interest rate of Term SOFR plus 3.25%. Additionally, a margin fee of 25-35 basis points is assessed on unused amounts under the revolving line of credit, subject to adjustment based on our net leverage ratio. • The $50.0 million accordion feature allows the Company to enter into additional term loan borrowings at terms to be agreed upon at the time of issuance, but on substantially the same basis as the original term loan, which includes the requirement to make amortized annual payments at the same cadence as that of the original term loan. The senior secured credit facility requires that the Company maintain a maximum total net leverage ratio of 3.50 to 1.00 as of the last day of any fiscal quarter, beginning with the fiscal quarter ended December 31, 2021 through maturity. The senior secured credit facility also requires that the Company maintain a minimum fixed charge coverage ratio of 1.25 to 1.00 as of the last day of any fiscal quarter, beginning with the fiscal quarter ended December 31, 2021 through maturity. In the event that the Company fails to comply with the financial covenant, the Company will have the option to make certain equity contributions, directly or indirectly, to cure any non-compliance with such covenant, subject to certain other conditions and limitations. Beginning with the fiscal year ending December 31, 2022, and continuing annually thereafter, the Company is required to make a mandatory prepayment as a percentage of excess cash flows, as defined in the Credit Agreement, in the period based on the Company triggering certain net debt leverage ratios. Specifically, a mandatory prepayment of 50% of excess cash flows is required if the Company’s net leverage ratio exceeds 2.75x, and a mandatory prepayment of 25% of excess cash flows is required if the Company’s net leverage ratio is greater than or equal to 2.25x. As of March 31, 2024, the Company was in compliance with all debt covenants. During the three months ended March 31, 2024, the Company borrowed $16.5 million under its revolving line of credit, with final payoff due on September 24, 2026, and voluntarily repaid $6.0 million of the amounts outstanding under its revolving line of credit. As of March 31, 2024, the all-in rate (Term SOFR plus the applicable margin) for the Company’s term loan and borrowings under the revolving line of credit was 8.44%. Total Debt and Interest Outstanding debt consisted of the following: March 31, December 31, Term loan $ 94,000 $ 94,450 Revolving credit facility 10,500 — Capitalized debt issuance costs (949) (1,056) Total debt 103,551 93,394 Less: current portion (4,725) (3,300) Total long-term debt $ 98,826 $ 90,094 Interest expense, which included the amortization of debt issuance costs, totaled $2.3 million and $2.9 million for the three months ended March 31, 2024 and 2023, respectively. Additionally, as of March 31, 2024, the Company had $1.3 million of outstanding letters of credit. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company leases office locations, warehouse facilities and stores under various non-cancellable operating lease agreements. The Company’s leases have remaining lease terms of approximately 1 year to 9 years, which represent the non-cancellable periods of the leases and include extension options that the Company determined are reasonably certain to be exercised. The Company excludes from the lease terms any extension options that are not reasonably certain to be exercised, ranging from approximately 6 months to 3 years. Lease payments consist primarily of fixed rental payments for the right to use the underlying leased assets over the lease terms as well as payments for common area maintenance and administrative services. The Company often receives customary incentives from landlords, such as reimbursements for tenant improvements and rent abatement periods, which effectively reduce the total lease payments owed for these leases. Leases are classified as operating or financing at commencement. The Company does not have any material financing leases. Operating lease right-of-use assets and liabilities on the condensed consolidated balance sheets represent the present value of the remaining lease payments over the remaining lease terms. The Company uses its incremental borrowing rate to calculate the present value of the lease payments, as the implicit rates in the leases are not readily determinable. Operating lease costs consist primarily of the fixed lease payments included in the operating lease liabilities and are recorded on a straight-line basis over the lease terms. The Company’s operating lease costs were as follows: Three Months Ended March 31, 2024 2023 Operating lease costs $ 2,648 $ 2,350 Variable lease costs 311 190 Short-term lease costs 84 94 Total lease costs $ 3,043 $ 2,634 The Company does not have any sublease income and the Company’s lease agreements do not contain any residual value guarantees or material restrictive covenants. Supplemental cash flow information relating to the Company’s operating leases was as follows: Three Months Ended March 31, 2024 2023 Cash paid for operating lease liabilities $ 2,577 $ 2,185 Operating lease right-of-use assets obtained in exchange for new operating lease liabilities 5,627 4,360 Other information relating to the Company’s operating leases was as follows: March 31, December 31, Weighted-average remaining lease term 6.2 years 6.4 years Weighted-average discount rate 5.5% 5.1% As of March 31, 2024, the maturities of operating lease liabilities were as follows: Remainder of 2024 $ 7,682 2025 10,082 2026 8,480 2027 6,875 2028 5,879 Thereafter 14,691 Total remaining lease payments 53,689 Less: imputed interest 8,293 Total operating lease liabilities 45,396 Less: current portion (8,020) Long-term operating lease liabilities $ 37,376 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Interim income taxes are based on an estimated annualized effective tax rate applied to the respective quarterly periods, adjusted for discrete tax items in the period in which they occur. Although the Company believes its tax estimates are reasonable, the Company can make no assurance that the final tax outcome of these matters will not be different from that which it has reflected in its historical income tax provisions and accruals. We will adjust our liability for uncertain tax positions, if any, based on changes in facts and circumstances such as the closing of a tax audit or changes in estimates. Our income tax provision may be impacted to the extent that the final outcome of these tax positions is different than the position taken. The Company is subject to income taxes in the United States and Australia. Significant judgment is required in evaluating the Company’s tax positions and determining the provision for income taxes. During the ordinary course of business, the Company considers tax positions for which the ultimate tax determination is uncertain for the purpose of determining whether a reserve is required, despite the Company’s belief that the tax positions are fully supportable. To date the Company has not established a reserve provision because the Company believes that all tax positions are highly certain. The following table summarizes our effective tax rate for the periods presented: Three Months Ended March 31, 2024 2023 Loss before income taxes $ (8,914) $ (10,436) (Provision for) benefit from income taxes (19) 883 Effective tax rate 0.2% (8.5)% For the three months ended March 31, 2024, as compared to the same quarter in the prior year, the Company’s effective tax rate changed due to an increase in the valuation allowance on the deferred tax assets in Australia. When compared to the U.S. federal statutory rate of 21.0%, the lower effective tax rate for the three months ended March 31, 2024 was primarily due to non-deductible permanent differences and a full valuation allowance on the net deferred tax assets in Australia. |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following: March 31, December 31, Accrued salaries and other benefits $ 8,226 $ 8,428 Accrued freight costs 3,657 3,976 Sales tax payable 3,387 4,955 Accrued marketing costs 4,075 2,885 Accrued professional services 767 909 Other accrued liabilities 3,583 4,070 Total accrued liabilities $ 23,695 $ 25,223 |
Deferred Revenue
Deferred Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Deferred Revenue | Deferred Revenue Deferred revenue consisted of the following: March 31, December 31, Gift cards $ 11,005 $ 11,303 Other 3,986 479 Total deferred revenue $ 14,991 $ 11,782 |
Equity-based Compensation
Equity-based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-based Compensation | Equity-based Compensation Incentive Plans 2021 Omnibus Incentive Plan In September 2021, the Company’s board of directors adopted, and its stockholders approved, the 2021 Omnibus Incentive Plan (the “2021 Plan”) which became effective in connection with the IPO. The 2021 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units and other forms of equity and cash compensation. A total of 408,355 shares of the Company’s common stock, as adjusted for the Reverse Stock Split (refer to Note 13, “Stockholders’ Equity”), were initially reserved for issuance under the 2021 Plan. The number of shares of common stock reserved and available for issuance under the 2021 Plan automatically increases on January 1 of each year by 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the compensation committee of the Company’s board of directors. On May 30, 2023, the Company’s stockholders approved an amendment to the 2021 Plan to increase the number of shares available for issuance under the 2021 Plan by 833,333 shares of the Company’s common stock, as adjusted for the Reverse Stock Split. As of March 31, 2024 , there were 1,456,396 shares reserved for issuance of awards under the 2021 Plan. 2021 Employee Stock Purchase Plan In September 2021, the Company’s board of directors adopted, and its stockholders approved, the 2021 Employee Stock Purchase Plan (the “ESPP”) which became effective in connection with the IPO. A total of 102,088 shares of the Company’s common stock, as adjusted for the Reverse Stock Split, were initially reserved for issuance under the ESPP. The number of shares reserved and available for issuance under the ESPP automatically increases on January 1 of each year by 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the compensation committee of the Company’s board of directors. As of March 31, 2024 , there were 316,797 shares reserved for issuance under the ESPP. The offering periods of the ESPP are six months long and are anticipated to be offered twice per year. The price at which common stock is purchased under the ESPP is equal to 85% of the fair market value of a share of the Company’s common stock on the first or last day of the offering period, whichever is lower. The fair value of the discount and the look-back period will be estimated using the Black-Scholes option pricing model. 2018 Stock and Incentive Compensation Plan Prior to the IPO, the 2018 Stock and Incentive Compensation Plan, as amended (the “2018 Plan”), provided for the issuance of time-based incentive units and performance-based incentive units issued by Excelerate, L.P. (the predecessor entity of a.k.a. Brands Holding Corp.). In connection with the reorganization transactions and the IPO, all of the equity interests in Excelerate, L.P., including outstanding incentive units issued as equity-based compensation under the 2018 Plan, were transferred to New Excelerate, L.P. The incentive units issued under the 2018 Plan participate in distributions from New Excelerate, L.P., but only after investors receive their return of capital plus a specified threshold amount per unit. The total incentive pool size under the 2018 Plan was 16,475,735 units. The 2018 Plan was terminated in September 2021 in connection with the IPO, but continues to govern the terms of outstanding incentive units that were granted prior to the IPO. No further incentive units will be granted under the 2018 Plan. Grant Activity Stock Options The 2021 Plan provides for the issuance of incentive and nonqualified stock options. Under the 2021 Plan, the exercise price of a stock option shall not be less than the fair market value of one share of the Company’s common stock on the date of grant. Stock options have a contractual term, the period during which they are exercisable, not to exceed ten years from the date of grant, and generally vest over time, based on performance or based on the achievement of a market condition. In September 2023, an award, including 416,667 performance-based stock options (the “Bryett Award”), was issued to Wesley Bryett, a member of the Company’s board of directors, co-founder of Princess Polly and the Global CEO of Culture Kings. This award expires after ten years, or upon the termination of Mr. Bryett’s service to the Company, and includes four tranches of stock options that will vest and become exercisable based upon the achievement of various common stock price targets. The weighted average exercise price for the options in the Bryett Award is $109.27. Each tranche of stock options has a different derived service period, the average of which is approximately 5.5 years. As of March 31, 2024, no options issued as part of the Bryett Award had vested, the options held no intrinsic value, and total unrecognized compensation cost related to the Bryett Award was $1.1 million which is expected to be recognized over 4.9 years. A summary of the Company's time-based stock option activity under the 2021 Plan for the three months ended March 31, 2024 , is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Balance as of December 31, 2023 39,820 $ 81.47 8.06 $ — Granted — — Exercised — — Forfeited/Repurchased — — Balance as of March 31, 2024 39,820 $ 81.47 7.81 $ — Vested as of March 31, 2024 25,398 $ 82.01 7.81 $ — As of March 31, 2024, there was $0.6 million of total unrecognized compensation cost related to unvested time-based stock options issued under the 2021 Plan, which is expected to be recognized over a weighted-average period of 1.3 years. Restricted Stock Units The 2021 Plan provides for the issuance of restricted stock units (“RSUs”). RSUs issued prior to March 31, 2022 vest over four years while all RSUs issued after that date vest over three years. A summary of the Company's RSU activity under the 2021 Plan for the three months ended March 31, 2024 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance as of December 31, 2023 578,913 $ 15.67 Granted 37,800 8.05 Vested (26,742) 31.73 Forfeited/Repurchased (10,711) 22.23 Balance as of March 31, 2024 579,260 $ 14.32 As of March 31, 2024, there was $7.2 million of total unrecognized compensation cost related to unvested RSUs issued under the 2021 Plan, which is expected to be recognized over a weighted-average period of 1.7 years. Incentive Units The 2018 Plan provided for the issuance of time-based incentive units and performance-based incentive units. Time-based incentive units generally vest over four years. Performance-based incentive units vested upon the satisfaction of the performance condition as described further below. Time-Based Incentive Partnership Units The following table summarizes time-based incentive unit activity under the 2018 Plan for the three months ended March 31, 2024: Number of Units Weighted Average Grant Date Fair Value Weighted Average Participation Threshold Aggregate Intrinsic Value Balance as of December 31, 2023 1,360,067 $ 1.50 $ 20.01 $ — Granted — — — Vested (472,253) 1.41 17.93 Forfeited/Repurchased — — — Balance as of March 31, 2024 887,814 $ 1.54 $ 21.12 $ — Vested as of March 31, 2024 8,333,472 As of March 31, 2024, there was $1.1 million of total unrecognized compensation cost related to unvested time-based incentive units issued under the 2018 Plan, which is expected to be recognized over a weighted average period of 0.7 years. Equity-Based Compensation Expense The Company recognizes compensation expense in general and administrative expenses within operating expenses in the condensed consolidated statements of income for stock options, RSUs, ESPP purchase rights and time-based incentive units granted prior to the IPO by amortizing the grant date fair value on a straight-line basis over the expected vesting period to the extent the vesting of the grant is considered probable. The Company recognizes equity-based award forfeitures in the period such forfeitures occur. The following table summarizes the Company’s equity-based compensation expense by award type for all Plans: Three Months Ended March 31, 2024 2023 Stock options $ 180 $ 123 RSUs 1,128 1,028 ESPP purchase rights 20 62 Time-based incentive units 628 723 Total $ 1,956 $ 1,936 |
Stockholders_ Equity
Stockholders’ Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Preferred Stock In connection with the IPO, the Company’s amended and restated certificate of incorporation became effective, which authorized the issuance of 50,000,000 shares of undesignated preferred stock with a par value of $0.001 per share with rights and preferences, including voting rights, designated from time to time by the Company’s board of directors . There were no shares of preferred stock issued and outstanding as of March 31, 2024 . Common Stock The Company has one class of common stock. In connection with the IPO, the Company’s amended and restated certificate of incorporation became effective, which authorized the issuance of 500,000,000 shares of common stock with a par value of $0.001 per share, with one vote per share. Holders of common stock are entitled to receive any dividends as may be declared from time to time by the Company’s board of directors. On September 29, 2023, the Company effected a one-for-12 reverse stock split of its common stock (the “Reverse Stock Split”). No fractional shares were issued in connection with the Reverse Stock Split and all holders of such fractional interests received cash equal to such fraction multiplied by the average of the closing sales prices of the Company’s common stock during the regular trading hours for the five consecutive trading days immediately preceding the effective date of the Reverse Stock Split, with such average closing sales prices being adjusted to give effect to the Reverse Stock Split. All references in this Quarterly Report on Form 10-Q to the Company’s outstanding common stock, including per share information, prior to the Reverse Stock Split have been retrospectively adjusted to reflect the Reverse Stock Split. Share Repurchase Program & Share Forfeitures On May 25, 2023, the Company's board of directors approved a share repurchase program (the “Share Repurchase Program”). Pursuant to the Share Repurchase Program, the Company was initially authorized to repurchase up to $2.0 million of shares of the Company’s common stock. Subsequently, in 2023, the Company’s board of directors approved an additional repurchase capacity under the Share Repurchase Program of $3.0 million shares of the Company’s common stock. The timing of any repurchases by the Company and the actual number of shares repurchased are at the Company’s discretion, and, in deciding when to repurchase shares and the amount of shares to repurchase, the Company will consider available liquidity, general market and economic conditions, alternate uses for the capital and other factors. Share repurchases may be made from time to time through a Rule 10b5-1 trading plan, open market transactions, block trades or in private transactions in accordance with applicable securities laws and regulations and other legal requirements. The Share Repurchase Program may be suspended or discontinued at any time and has no expiration date. Additionally, from time to time, the Company’s employees may surrender shares of the Company’s common stock to satisfy their statutory minimum federal and state tax obligations associated with the vesting of restricted shares of common stock issued under the 2021 Plan. With respect to these surrendered shares, the price paid per share is based on the fair value at the time of surrender. During the three months ended March 31, 2024, inclusive of repurchases under the Share Repurchase Program and shares surrendered by employees to satisfy tax obligations, the Company repurchased 113,959 shares of its common stock for $1.1 million, at an average price of $10.06 per share. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share and a reconciliation of the weighted average number of shares outstanding: Three Months Ended March 31, 2024 2023 Numerator: Net loss $ (8,933) $ (9,553) Denominator: Weighted-average common shares outstanding, basic and diluted 10,520,458 10,753,384 Net loss per share: Net loss per share, basic and diluted $ (0.85) $ (0.89) Basic net income (loss) per share is calculated by dividing net income (loss) for the period by the weighted-average number of shares of common stock for the period. Diluted net income (loss) per share has been calculated in a manner consistent with that of basic net income (loss) per share while giving effect to shares issuable upon exercise and/or vesting of potentially dilutive stock option and RSU grants, as well as ESPP purchase rights, outstanding during the period, if applicable. Due to the net loss for all periods shown, no potentially dilutive securities had an impact on diluted loss per share for any period. For the three months ended March 31, 2024 and 2023, respectively, 217,355 and 127,974 shares (as adjusted for the Reverse Stock Split) were excluded from the calculation of weighted-average diluted common shares outstanding as they had an anti-dilutive effect. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contingencies The Company records a loss contingency when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company also discloses material contingencies when it believes a loss is not probable but reasonably possible. Accounting for contingencies requires the Company to use judgment related to both the likelihood of a loss and the estimate of the amount or range of loss. Although the Company cannot predict with assurance the outcome of any litigation or tax matters, it does not believe there are currently any such actions that, if resolved unfavorably, would have a material impact on the Company’s operating results, financial position or cash flows. Indemnifications In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to vendors, directors, officers and other parties with respect to certain matters. The Company has not incurred any material costs as a result of such indemnifications and has not accrued any liabilities related to such obligations in the consolidated financial statements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events occurring through May 8, 2024, the date that these financial statements were originally available to be issued, and determined the following subsequent event occurred that would require disclosure in these financial statements. Draw on Revolving Line of Credit On April 11, 2024, the Company borrowed $8.0 million under the revolving line of credit, which is part of the Company’s senior secured credit facility. The initial applicable interest rate for the borrowings is 8.69% and final payoff is due on September 24, 2026. Legal Proceeding In April 2024, we received a cease and desist letter alleging copyright infringement and related claims. This matter has not proceeded to litigation as of the date of this report and while there is a reasonable possibility that a loss may be incurred, the possible loss or range of loss is not estimable based on currently available information. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (8,933) | $ (9,553) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
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 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of ConsolidationAll intercompany transactions and balances have been eliminated in consolidation. |
Basis of Presentation | Basis of PresentationThe Company’s unaudited condensed consolidated interim financial statements have been prepared in accordance with Article 10 of the SEC’s Regulation S-X. As permitted under those rules, certain footnotes or other financial information that are normally required by generally accepted accounting principles in the United States (“GAAP”) can be condensed or omitted. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of our financial information. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2023 which are included in the 2023 Form 10-K. The year-end condensed consolidated balance sheet data were derived from audited financial statements, but do not include all disclosures required by GAAP. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2024 or for any other interim period or for any other future year. The accompanying condensed consolidated financial statements include the balances of the Company and all of its wholly-owned subsidiaries. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. On an ongoing basis, the Company evaluates items subject to significant estimates and assumptions. |
Revenue Recognition | Revenue Recognition Revenue is primarily derived from the sale of apparel merchandise through the Company’s online websites, stores, third-party marketplaces, wholesale partnerships and, when applicable, shipping revenue. Revenue is recognized in an amount that reflects the consideration expected to be received in exchange for products. To determine revenue recognition for contracts with customers in accordance with Revenue from Contracts with Customers (Topic 606) , the Company recognizes revenue from the commercial sales of products and contracts by applying the following five steps: (1) identification of the contract, or contracts, with the customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when, or as, the Company satisfies its performance obligation. A contract is created with the customer at the time the order is placed by the customer, which creates a single performance obligation. The Company recognizes revenue for its single performance obligation at the time control of the product passes to the customer, which is when the goods are transferred to a third-party common carrier, for purchases through the Company’s online websites, or at point of sale, for purchases in its stores. In addition, the Company has elected to treat shipping and handling as fulfillment activities and not a separate performance obligation. Net sales from product sales includes shipping charged to the customer and is recorded net of taxes collected from customers, which are recorded in accrued liabilities and are remitted to governmental authorities. Cash discounts earned by the customers at the time of purchase and estimates for sales return allowances are deducted from gross revenue in determining net sales. The Company also sells gift cards and issues online credits in lieu of cash refunds or exchanges. Proceeds from the issuance of gift cards and online credits issued are recorded as deferred revenue and recognized as revenue when the gift cards or online credit are redeemed or, upon inclusion in gift card and online credit breakage estimates. Breakage estimates are determined based on historical experience. |
Segment Information | Segment Information Operating segments are defined as components of an entity for which separate financial information is available and is regularly reviewed by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company has determined that its four brands are each an operating segment. The Company has aggregated its operating segments into one reportable segment based on the similar nature of products sold, production, merchandising and distribution processes involved, target customers and economic characteristics. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard requires disclosure of significant segment expenses and other segment items by reportable segment. This ASU becomes effective for annual periods beginning in 2024 and interim periods in 2025. The Company is assessing the impact of this ASU. In December 2023, FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which will require incremental income tax disclosures on an annual basis for all public entities. The amendments require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items meeting a quantitative threshold. The amendments also require disclosure of income taxes paid to be disaggregated by jurisdiction, and disclosure of income tax expense disaggregated by federal, state and foreign. ASU 2023-09 is effective for annual reporting beginning with the fiscal year ending December 31, 2025. The Company is currently evaluating the incremental disclosures that will be required in the Company’s consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Sales Return Reserve | The following table presents a summary of the Company’s sales return reserve: Balance as of December 31, 2022 $ 3,968 Returns (101,025) Allowance 106,667 Balance as of December 31, 2023 9,610 Returns (25,900) Allowance 23,625 Balance as of March 31, 2024 $ 7,335 Deferred revenue consisted of the following: March 31, December 31, Gift cards $ 11,005 $ 11,303 Other 3,986 479 Total deferred revenue $ 14,991 $ 11,782 |
Schedule of Disaggregation of Revenue | The following table presents the disaggregation of the Company’s net sales by geography, based on customer address: Three Months Ended March 31, 2024 2023 U.S. $ 77,138 $ 72,626 Australia/New Zealand 33,516 41,446 Rest of world 6,186 6,413 Total $ 116,840 $ 120,485 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid, and Other Assets Disclosure | Prepaid expenses and other current assets are comprised of the following: March 31, December 31, Security deposits $ 613 $ 610 Inventory prepayments 7,000 4,982 Other 8,486 12,424 Total prepaid expenses and other current assets $ 16,099 $ 18,016 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, and Equipment, Net | Property and equipment, net is comprised of the following: March 31, December 31, Furniture and fixtures $ 2,391 $ 2,439 Machinery and equipment 4,486 6,008 Computer equipment and capitalized software 7,129 7,531 Leasehold improvements 24,754 27,680 Total property and equipment 38,760 43,658 Less: accumulated depreciation (13,684) (16,504) Total property and equipment, net $ 25,076 $ 27,154 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes goodwill activity: Balance as of December 31, 2023 $ 94,898 Changes in foreign currency translation (2,775) Balance as of March 31, 2024 $ 92,123 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets | The gross amounts and accumulated amortization of acquired identifiable intangible assets with finite useful lives as of March 31, 2024 and December 31, 2023, included in intangible assets, net in the accompanying condensed consolidated balance sheets, are as follows: March 31, 2024 December 31, 2023 Useful life Weighted Average Amortization Period 2024 2024 Weighted Average Amortization Period 2023 2023 Customer relationships 4 years 0.9 years $ 9,492 1.2 years $ 21,640 Brands 10 years 6.7 years 82,837 6.9 years 84,023 Trademarks 5 years 1.0 year 103 1.3 years 107 Total intangible assets 92,432 105,770 Less: accumulated amortization (31,414) (41,448) Total intangible assets, net $ 61,018 $ 64,322 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future estimated amortization expense for acquired identifiable intangible assets is as follows: Amortization Expense Year ending December 31: Remainder of 2024 $ 7,570 2025 9,430 2026 8,612 2027 8,284 2028 7,451 Thereafter 19,671 Total amortization expense $ 61,018 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | Outstanding debt consisted of the following: March 31, December 31, Term loan $ 94,000 $ 94,450 Revolving credit facility 10,500 — Capitalized debt issuance costs (949) (1,056) Total debt 103,551 93,394 Less: current portion (4,725) (3,300) Total long-term debt $ 98,826 $ 90,094 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Operating Lease Cost | The Company’s operating lease costs were as follows: Three Months Ended March 31, 2024 2023 Operating lease costs $ 2,648 $ 2,350 Variable lease costs 311 190 Short-term lease costs 84 94 Total lease costs $ 3,043 $ 2,634 |
Schedule of Supplemental Information Related to Operating Leases | Supplemental cash flow information relating to the Company’s operating leases was as follows: Three Months Ended March 31, 2024 2023 Cash paid for operating lease liabilities $ 2,577 $ 2,185 Operating lease right-of-use assets obtained in exchange for new operating lease liabilities 5,627 4,360 Other information relating to the Company’s operating leases was as follows: March 31, December 31, Weighted-average remaining lease term 6.2 years 6.4 years Weighted-average discount rate 5.5% 5.1% |
Schedule of Operating Lease Maturity | As of March 31, 2024, the maturities of operating lease liabilities were as follows: Remainder of 2024 $ 7,682 2025 10,082 2026 8,480 2027 6,875 2028 5,879 Thereafter 14,691 Total remaining lease payments 53,689 Less: imputed interest 8,293 Total operating lease liabilities 45,396 Less: current portion (8,020) Long-term operating lease liabilities $ 37,376 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Before Income Tax | The following table summarizes our effective tax rate for the periods presented: Three Months Ended March 31, 2024 2023 Loss before income taxes $ (8,914) $ (10,436) (Provision for) benefit from income taxes (19) 883 Effective tax rate 0.2% (8.5)% |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following: March 31, December 31, Accrued salaries and other benefits $ 8,226 $ 8,428 Accrued freight costs 3,657 3,976 Sales tax payable 3,387 4,955 Accrued marketing costs 4,075 2,885 Accrued professional services 767 909 Other accrued liabilities 3,583 4,070 Total accrued liabilities $ 23,695 $ 25,223 |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Deferred Revenue | The following table presents a summary of the Company’s sales return reserve: Balance as of December 31, 2022 $ 3,968 Returns (101,025) Allowance 106,667 Balance as of December 31, 2023 9,610 Returns (25,900) Allowance 23,625 Balance as of March 31, 2024 $ 7,335 Deferred revenue consisted of the following: March 31, December 31, Gift cards $ 11,005 $ 11,303 Other 3,986 479 Total deferred revenue $ 14,991 $ 11,782 |
Equity-based Compensation (Tabl
Equity-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-Based Payment Arrangement, Option, Activity | A summary of the Company's time-based stock option activity under the 2021 Plan for the three months ended March 31, 2024 , is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Balance as of December 31, 2023 39,820 $ 81.47 8.06 $ — Granted — — Exercised — — Forfeited/Repurchased — — Balance as of March 31, 2024 39,820 $ 81.47 7.81 $ — Vested as of March 31, 2024 25,398 $ 82.01 7.81 $ — |
Schedule of Share-Based Payment Arrangement, Restricted Stock Unit, Activity | A summary of the Company's RSU activity under the 2021 Plan for the three months ended March 31, 2024 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance as of December 31, 2023 578,913 $ 15.67 Granted 37,800 8.05 Vested (26,742) 31.73 Forfeited/Repurchased (10,711) 22.23 Balance as of March 31, 2024 579,260 $ 14.32 |
Schedule of Share-Based Payment Arrangement, Outstanding Award, Activity, Excluding Option | The following table summarizes time-based incentive unit activity under the 2018 Plan for the three months ended March 31, 2024: Number of Units Weighted Average Grant Date Fair Value Weighted Average Participation Threshold Aggregate Intrinsic Value Balance as of December 31, 2023 1,360,067 $ 1.50 $ 20.01 $ — Granted — — — Vested (472,253) 1.41 17.93 Forfeited/Repurchased — — — Balance as of March 31, 2024 887,814 $ 1.54 $ 21.12 $ — Vested as of March 31, 2024 8,333,472 |
Schedule of Summarizes The Company’s Equity-based Compensation Expense | The following table summarizes the Company’s equity-based compensation expense by award type for all Plans: Three Months Ended March 31, 2024 2023 Stock options $ 180 $ 123 RSUs 1,128 1,028 ESPP purchase rights 20 62 Time-based incentive units 628 723 Total $ 1,956 $ 1,936 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share and a reconciliation of the weighted average number of shares outstanding: Three Months Ended March 31, 2024 2023 Numerator: Net loss $ (8,933) $ (9,553) Denominator: Weighted-average common shares outstanding, basic and diluted 10,520,458 10,753,384 Net loss per share: Net loss per share, basic and diluted $ (0.85) $ (0.89) |
Significant Accounting Polici_4
Significant Accounting Policies - Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Sales returns reserve | $ 7,335 | $ 9,610 | $ 3,968 | |
Breakage Of Online Credit And Gift Cards | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 500 | $ 300 | ||
Minimum | ||||
Disaggregation of Revenue [Line Items] | ||||
Refund period | 30 days | |||
Maximum | ||||
Disaggregation of Revenue [Line Items] | ||||
Refund period | 45 days |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule Of Sales Return Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Sales Return Reserve | ||
Balance beginning period | $ 9,610 | $ 3,968 |
Returns | (25,900) | (101,025) |
Allowance | 23,625 | 106,667 |
Balance ending period | $ 7,335 | $ 9,610 |
Significant Accounting Polici_6
Significant Accounting Policies - Revenue Disaggregation Schedule (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 116,840 | $ 120,485 |
U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 77,138 | 72,626 |
Australia/New Zealand | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 33,516 | 41,446 |
Rest of world | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 6,186 | $ 6,413 |
Significant Accounting Polici_7
Significant Accounting Policies - Segment Information (Details) | 3 Months Ended |
Mar. 31, 2024 segment | |
Accounting Policies [Abstract] | |
Number of operating segments | 4 |
Number of reportable segments | 1 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid, and Other Assets Disclosure (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Security deposits | $ 613 | $ 610 |
Inventory prepayments | 7,000 | 4,982 |
Other | 8,486 | 12,424 |
Total prepaid expenses and other current assets | $ 16,099 | $ 18,016 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property, and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 38,760 | $ 43,658 | |
Less: accumulated depreciation | (13,684) | (16,504) | |
Total property and equipment, net | 25,076 | 27,154 | |
Depreciation and amortization expense | 1,500 | $ 2,500 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 2,391 | 2,439 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 4,486 | 6,008 | |
Computer equipment and capitalized software | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 7,129 | 7,531 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 24,754 | $ 27,680 |
Goodwill - Schedule of Goodwill
Goodwill - Schedule of Goodwill (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 92,123,000 | |
Goodwill impairment | 0 | $ 0 |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 94,898,000 | |
Changes in foreign currency translation | (2,775,000) | |
Goodwill, ending balance | $ 92,123,000 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Acquired Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 92,432 | $ 105,770 |
Less: accumulated amortization | (31,414) | (41,448) |
Total intangible assets, net | $ 61,018 | $ 64,322 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 4 years | |
Weighted Average Amortization Period | 10 months 24 days | 1 year 2 months 12 days |
Total intangible assets | $ 9,492 | $ 21,640 |
Brands | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 10 years | |
Weighted Average Amortization Period | 6 years 8 months 12 days | 6 years 10 months 24 days |
Total intangible assets | $ 82,837 | $ 84,023 |
Trademarks | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 5 years | |
Weighted Average Amortization Period | 1 year | 1 year 3 months 18 days |
Total intangible assets | $ 103 | $ 107 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 2.8 | $ 3 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2024 | $ 7,570 | |
2025 | 9,430 | |
2026 | 8,612 | |
2027 | 8,284 | |
2028 | 7,451 | |
Thereafter | 19,671 | |
Total intangible assets, net | $ 61,018 | $ 64,322 |
Debt - Senior Secured Credit Fa
Debt - Senior Secured Credit Facility (Details) - USD ($) | 3 Months Ended | ||
Sep. 24, 2021 | Mar. 31, 2024 | Mar. 31, 2023 | |
Debt Instrument [Line Items] | |||
Proceeds from line of credit, net of issuance costs | $ 16,500,000 | $ 0 | |
Repayment of line of credit | 6,000,000 | 10,000,000 | |
Interest expense | 2,300,000 | $ 2,900,000 | |
Line of credit | |||
Debt Instrument [Line Items] | |||
Outstanding letters of credit | 1,300,000 | ||
Senior Secured Credit Facility | |||
Debt Instrument [Line Items] | |||
Net leverage ratio (greater than) | 3.50 | ||
Fixed charge coverage ratio, maximum | 1.25 | ||
Senior Secured Credit Facility | Leverage Ratio Exceeds 2.75 | |||
Debt Instrument [Line Items] | |||
Net leverage ratio (greater than) | 2.75 | ||
Percent of excess cash flow | 50% | ||
Senior Secured Credit Facility | Leverage Ratio Greater Than Or Equal 2.25 | |||
Debt Instrument [Line Items] | |||
Net leverage ratio (greater than) | 2.25 | ||
Percent of excess cash flow | 25% | ||
Senior Secured Credit Facility | Term loan | |||
Debt Instrument [Line Items] | |||
Face amount | $ 100,000,000 | ||
Additional borrowing capacity (up to) | $ 50,000,000 | ||
Debt instrument, term | 5 years | ||
Amortized annual payments percentage, year one | 5% | ||
Amortized annual payments percentage, year two | 5% | ||
Amortized annual payments percentage, year three | 7.50% | ||
Amortized annual payments percentage, year four | 7.50% | ||
Amortized annual payments percentage, year five | 10% | ||
Net leverage ratio (greater than) | 2.75 | ||
Basis spread on variable rate | 3.25% | ||
Senior Secured Credit Facility | Line of credit | Revolving credit facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 50,000,000 | ||
Debt instrument, term | 5 years | ||
Net leverage ratio (greater than) | 2.75 | ||
Proceeds from line of credit, net of issuance costs | 16,500,000 | ||
Repayment of line of credit | $ 6,000,000 | ||
Senior Secured Credit Facility | Line of credit | Revolving credit facility | Minimum | |||
Debt Instrument [Line Items] | |||
Unused amounts fee under the revolver, percent | 0.25% | ||
Senior Secured Credit Facility | Line of credit | Revolving credit facility | Maximum | |||
Debt Instrument [Line Items] | |||
Unused amounts fee under the revolver, percent | 0.35% | ||
Senior Secured Credit Facility | Line of credit | Revolving credit facility | SOFR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.25% | ||
Interest rate for borrowings | 8.44% |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Capitalized debt issuance costs | $ (949) | $ (1,056) |
Total debt | 103,551 | 93,394 |
Less: current portion | (4,725) | (3,300) |
Total long-term debt | 98,826 | 90,094 |
Term loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 94,000 | 94,450 |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 10,500 | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 3 Months Ended |
Mar. 31, 2024 | |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Extension options | 6 months |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 9 years |
Extension options | 3 years |
Leases - Operating Lease Costs
Leases - Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Operating lease costs | $ 2,648 | $ 2,350 |
Variable lease costs | 311 | 190 |
Short-term lease costs | 84 | 94 |
Total lease costs | $ 3,043 | $ 2,634 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Cash paid for operating lease liabilities | $ 2,577 | $ 2,185 |
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities | $ 5,627 | $ 4,360 |
Leases - Other Information Rela
Leases - Other Information Relating To The Company’s Operating Leases (Details) | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Weighted-average remaining lease term | 6 years 2 months 12 days | 6 years 4 months 24 days |
Weighted-average discount rate | 5.50% | 5.10% |
Leases - Operating Lease Maturi
Leases - Operating Lease Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Remainder of 2024 | $ 7,682 | |
2025 | 10,082 | |
2026 | 8,480 | |
2027 | 6,875 | |
2028 | 5,879 | |
Thereafter | 14,691 | |
Total remaining lease payments | 53,689 | |
Less: imputed interest | 8,293 | |
Total operating lease liabilities | 45,396 | |
Less: current portion | (8,020) | $ (7,510) |
Long-term operating lease liabilities | $ 37,376 | $ 35,344 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Loss before income taxes | $ (8,914) | $ (10,436) |
(Provision for) benefit from income taxes | $ (19) | $ 883 |
Effective tax rate | 0.20% | (8.50%) |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accrued salaries and other benefits | $ 8,226 | $ 8,428 |
Accrued freight costs | 3,657 | 3,976 |
Sales tax payable | 3,387 | 4,955 |
Accrued marketing costs | 4,075 | 2,885 |
Accrued professional services | 767 | 909 |
Other accrued liabilities | 3,583 | 4,070 |
Total accrued liabilities | $ 23,695 | $ 25,223 |
Deferred Revenue (Details)
Deferred Revenue (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Disaggregation of Revenue [Line Items] | ||
Total deferred revenue | $ 14,991 | $ 11,782 |
Gift cards | ||
Disaggregation of Revenue [Line Items] | ||
Total deferred revenue | 11,005 | 11,303 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total deferred revenue | $ 3,986 | $ 479 |
Equity-based Compensation - Nar
Equity-based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | 15 Months Ended | 24 Months Ended | |||||
Sep. 29, 2023 | Sep. 30, 2021 shares | Sep. 30, 2023 segment $ / shares shares | Sep. 30, 2021 shares | Mar. 31, 2024 USD ($) $ / shares shares | Dec. 31, 2018 shares | Mar. 31, 2022 | Mar. 31, 2024 USD ($) $ / shares shares | Dec. 31, 2023 $ / shares | May 30, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Reverse stock split | 0.0833 | 0.0833 | ||||||||
Granted (in shares) | 0 | |||||||||
Weighted average exercise price (in dollars per share) | $ / shares | $ 81.47 | $ 81.47 | $ 81.47 | |||||||
Number of options vested (in shares) | 25,398 | |||||||||
Options granted (in shares) | 0 | |||||||||
Unrecognized compensation cost | $ | $ 1.1 | $ 1.1 | ||||||||
Stock options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Expiration period | 10 years | 10 years | ||||||||
Granted (in shares) | 416,667 | |||||||||
Number of tranches | segment | 4 | |||||||||
Weighted average exercise price (in dollars per share) | $ / shares | $ 109.27 | |||||||||
Requisite service period | 5 years 6 months | |||||||||
Weighted average period (in years) | 4 years 10 months 24 days | |||||||||
RSUs | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Weighted average period (in years) | 1 year 8 months 12 days | |||||||||
Vesting period | 4 years | 3 years | ||||||||
Total unrecognized compensation cost | $ | $ 7.2 | $ 7.2 | ||||||||
Time-based incentive units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation cost | $ | $ 1.1 | $ 1.1 | ||||||||
Weighted average period (in years) | 8 months 12 days | |||||||||
Vesting period | 4 years | |||||||||
2021 Omnibus Incentive Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares reserved for issuance (in shares) | 408,355 | 408,355 | 1,456,396 | 1,456,396 | 833,333 | |||||
Annual increase of shares authorized for issuance (percent) | 1% | |||||||||
2021 Omnibus Incentive Plan | Stock options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation cost | $ | $ 0.6 | $ 0.6 | ||||||||
Weighted average period (in years) | 1 year 3 months 18 days | |||||||||
2021 Employee Stock Purchase Plan | ESPP purchase rights | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares reserved for issuance (in shares) | 102,088 | 102,088 | 316,797 | 316,797 | ||||||
Annual increase of shares authorized for issuance (percent) | 1% | |||||||||
Offering period | 6 months | |||||||||
Percentage on share price issued | 85% | |||||||||
2018 Stock and Incentive Compensation Plan | Incentive Units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares reserved for issuance (in shares) | 16,475,735 |
Equity-based Compensation - Sto
Equity-based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Number of Options | ||
Beginning balance (in shares) | 39,820 | 39,820 |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | |
Forfeited/Repurchased (in shares) | 0 | |
Ending balance (in shares) | 39,820 | 39,820 |
Number of options vested (in shares) | 25,398 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ 81.47 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | $ 0 | |
Forfeited/Repurchased (in dollars per share) | 0 | |
Ending balance (in dollars per share) | $ 81.47 | $ 81.47 |
Weighted Average Exercise Price Vested (in dollars per share) | $ 82.01 | |
Weighted Average Remaining Contractual Term (years) | 7 years 9 months 21 days | 8 years 21 days |
Weighted Average Remaining Contractual Term, Vested | 7 years 9 months 21 days | |
Aggregate Intrinsic Value | $ 0 | $ 0 |
Aggregate Intrinsic Value, Vested | $ 0 |
Equity-based Compensation - Res
Equity-based Compensation - Restricted Stock Units (Details) - RSUs | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of Shares | |
Beginning balance (in shares) | shares | 578,913 |
Granted (in shares) | shares | 37,800 |
Vested (in shares) | shares | (26,742) |
Forfeited/Repurchased (in shares) | shares | (10,711) |
Ending balance (in shares) | shares | 579,260 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 15.67 |
Granted (in dollars per share) | $ / shares | 8.05 |
Vested (in dollars per share) | $ / shares | 31.73 |
Forfeited/Repurchased (in dollars per share) | $ / shares | 22.23 |
Ending balance (in dollars per share) | $ / shares | $ 14.32 |
Equity-based Compensation - Inc
Equity-based Compensation - Incentive Units (Details) - Time-based incentive units - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Number of Units | ||
Beginning balance (in shares) | 1,360,067 | |
Granted (in shares) | 0 | |
Vested (in shares) | (472,253) | |
Forfeited/Repurchased (in shares) | 0 | |
Ending balance (in shares) | 887,814 | |
Number of Units Vested (in shares) | 8,333,472 | |
Weighted Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 1.50 | |
Granted (in dollars per share) | 0 | |
Vested (in dollars per share) | 1.41 | |
Forfeited/Repurchased (in dollars per share) | 0 | |
Ending balance (in dollars per share) | 1.54 | |
Weighted Average Participation Threshold | ||
Beginning of the period (in dollars per share) | 20.01 | |
Granted (in dollars per share) | 0 | |
Vested (in dollars per share) | 17.93 | |
Forfeited/Repurchased (in dollars per share) | 0 | |
End of the period (in dollars per share) | $ 21.12 | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ 0 | $ 0 |
Equity-based Compensation - Equ
Equity-based Compensation - Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity-based compensation expense | $ 1,956 | $ 1,936 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity-based compensation expense | 180 | 123 |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity-based compensation expense | 1,128 | 1,028 |
ESPP purchase rights | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity-based compensation expense | 20 | 62 |
Time-based incentive units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity-based compensation expense | $ 628 | $ 723 |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) | 3 Months Ended | ||||
Sep. 29, 2023 | Sep. 30, 2021 | Mar. 31, 2024 USD ($) class_of_common_stock vote $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | May 25, 2023 USD ($) | |
Equity [Abstract] | |||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Preferred stock, shares issued (in shares) | 0 | 0 | |||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||
Number of classes of common stock | class_of_common_stock | 1 | ||||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | |||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Common stock, number of votes per share | vote | 1 | ||||
Reverse stock split | 0.0833 | 0.0833 | |||
Stock repurchase program, authorized amount | $ | $ 2,000,000 | ||||
Additional authorized amount to be repurchased | $ | $ 3,000,000 | ||||
Repurchase of shares (in shares) | 113,959 | ||||
Repurchase of shares, value | $ | $ 1,063,000 | ||||
Average share price (in dollars per share) | $ / shares | $ 10.06 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Numerator: | |||
Net loss | $ (8,933) | $ (9,553) | |
Denominator: | |||
Weighted-average common shares outstanding, basic (in shares) | [1] | 10,520,458 | 10,753,384 |
Weighted-average common shares outstanding, diluted (in shares) | [1] | 10,520,458 | 10,753,384 |
Net loss per share: | |||
Net loss per share, basic (in dollars per share) | [1] | $ (0.85) | $ (0.89) |
Net loss per share, diluted (in dollars per share) | [1] | $ (0.85) | $ (0.89) |
[1]Amounts for the three months ended March 31, 2023, adjusted for the one-for-12 Reverse Stock Split. Refer to Note 13, “Stockholders’ Equity.” |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 217,355 | 127,974 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Effect of dilutive securities (in shares) | 0 | 0 |
Subsequent Events (Details)
Subsequent Events (Details) - Revolving credit facility - New Senior Secured Credit Facility - Line of credit - Subsequent Event $ in Millions | Apr. 11, 2024 USD ($) |
Subsequent Event [Line Items] | |
Drawn on the revolving credit facility | $ 8 |
Interest rate for borrowings | 8.69% |