Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 19, 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 | 001-34483 | |
Entity Registrant Name | NATURE’S SUNSHINE PRODUCTS, INC. | |
Entity Incorporation, State or Country Code | UT | |
Entity Tax Identification Number | 87-0327982 | |
Entity Address, Address Line One | 2901 Bluegrass Boulevard | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Lehi | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84043 | |
City Area Code | 801 | |
Local Phone Number | 341-7900 | |
Title of 12(b) Security | Common Stock, no par value | |
Trading Symbol | NATR | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 18,729,775 | |
Entity Central Index Key | 0000275053 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
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 | $ 77,773 | $ 82,373 |
Accounts receivable, net of allowance for doubtful accounts of $138 and $142, respectively | 9,694 | 8,827 |
Inventories | 62,653 | 66,895 |
Prepaid expenses and other | 10,036 | 7,722 |
Total current assets | 160,156 | 165,817 |
Property, plant and equipment, net | 45,271 | 45,000 |
Operating lease right-of-use assets | 15,966 | 13,361 |
Investment securities - trading | 802 | 747 |
Deferred income tax assets | 15,278 | 15,064 |
Other assets | 9,794 | 9,784 |
Total assets | 247,267 | 249,773 |
Current liabilities: | ||
Accounts payable | 9,029 | 7,910 |
Accrued volume incentives and service fees | 22,446 | 22,922 |
Accrued liabilities | 23,257 | 33,162 |
Deferred revenue | 1,877 | 1,794 |
Income taxes payable | 7,208 | 6,418 |
Current portion of operating lease liabilities | 5,064 | 4,547 |
Total current liabilities | 68,881 | 76,753 |
Liability related to unrecognized tax benefits | 624 | 312 |
Long-term portion of operating lease liabilities | 12,648 | 10,376 |
Long-term note payable and revolving credit facility | 2,107 | 0 |
Deferred compensation payable | 802 | 747 |
Deferred income tax liabilities | 1,515 | 1,401 |
Other liabilities | 983 | 644 |
Total liabilities | 87,560 | 90,233 |
Shareholders’ equity: | ||
Common stock, no par value, $50,000 shares authorized, $18,786 and $18,875 shares issued and outstanding, respectively | 119,063 | 119,694 |
Retained earnings | 52,032 | 49,711 |
Noncontrolling interest | 5,651 | 5,482 |
Accumulated other comprehensive loss | (17,039) | (15,347) |
Total shareholders’ equity | 159,707 | 159,540 |
Total liabilities and shareholders’ equity | $ 247,267 | $ 249,773 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 138 | $ 142 |
Common stock, no par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 50,000 | 50,000 |
Common stock, shares outstanding (in shares) | 18,786 | 18,875 |
Common stock, shares issued (in shares) | 18,786 | 18,875 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net sales | $ 110,993 | $ 108,634 |
Cost of sales | 32,015 | 31,692 |
Gross profit | 78,978 | 76,942 |
Operating expenses: | ||
Volume incentives | 33,570 | 33,128 |
Selling, general and administrative | 40,784 | 43,642 |
Operating income | 4,624 | 172 |
Other income, net | 31 | 1,514 |
Income before provision for income taxes | 4,655 | 1,686 |
Provision for income taxes | 2,165 | 433 |
Net income | 2,490 | 1,253 |
Net income attributable to noncontrolling interests | 169 | 393 |
Net income attributable to common shareholders | $ 2,321 | $ 860 |
Basic and diluted net income per common share: | ||
Basic earnings per share attributable to common shareholders (in dollars per share) | $ 0.12 | $ 0.05 |
Diluted earnings per share attributable to common shareholders (in dollars per share) | $ 0.12 | $ 0.04 |
Weighted average basic common shares outstanding (in shares) | 18,828 | 19,061 |
Weighted average diluted common shares outstanding (in shares) | 19,224 | 19,433 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 2,490 | $ 1,253 |
Foreign currency translation loss (net of tax) | (1,692) | (1,653) |
Total comprehensive income (loss) | $ 798 | $ (400) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Retained Earnings | Noncontrolling Interest | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Dec. 31, 2022 | 19,093 | ||||
Beginning balance at Dec. 31, 2022 | $ 147,047 | $ 121,583 | $ 34,635 | $ 4,142 | $ (13,313) |
Increase (Decrease) in Shareholders' Equity | |||||
Share-based compensation expense | 1,058 | $ 1,058 | |||
Shares issued from the exercise of stock options and vesting of restricted stock units, net of shares exchanged for withholding tax (in shares) | 42 | ||||
Shares issued from the exercise of stock options and vesting of restricted stock units, net of shares exchanged for withholding tax | $ (165) | $ (165) | |||
Repurchase of common stock (in shares) | (90) | (90) | |||
Repurchase of common stock | $ (823) | $ (823) | |||
Net income | 1,253 | 860 | 393 | ||
Other comprehensive loss | (1,653) | (1,653) | |||
Ending balance (in shares) at Mar. 31, 2023 | 19,045 | ||||
Ending balance at Mar. 31, 2023 | $ 146,717 | $ 121,653 | 35,495 | 4,535 | (14,966) |
Beginning balance (in shares) at Dec. 31, 2023 | 18,875 | 18,875 | |||
Beginning balance at Dec. 31, 2023 | $ 159,540 | $ 119,694 | 49,711 | 5,482 | (15,347) |
Increase (Decrease) in Shareholders' Equity | |||||
Share-based compensation expense | 1,369 | $ 1,369 | |||
Shares issued from the exercise of stock options and vesting of restricted stock units, net of shares exchanged for withholding tax (in shares) | 16 | ||||
Shares issued from the exercise of stock options and vesting of restricted stock units, net of shares exchanged for withholding tax | $ (152) | $ (152) | |||
Repurchase of common stock (in shares) | (105) | (105) | |||
Repurchase of common stock | $ (1,848) | $ (1,848) | |||
Net income | 2,490 | 2,321 | 169 | ||
Other comprehensive loss | $ (1,692) | (1,692) | |||
Ending balance (in shares) at Mar. 31, 2024 | 18,786 | 18,786 | |||
Ending balance at Mar. 31, 2024 | $ 159,707 | $ 119,063 | $ 52,032 | $ 5,651 | $ (17,039) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 2,490 | $ 1,253 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for doubtful accounts | 0 | 4 |
Depreciation and amortization | 3,160 | 2,805 |
Non-cash lease expense | 1,197 | 932 |
Share-based compensation expense | 1,369 | 1,058 |
Loss on sale of property, plant and equipment | 0 | 71 |
Deferred income taxes | (157) | (631) |
Purchase of trading investment securities | (14) | 0 |
Proceeds from sale of trading investment securities | 21 | 31 |
Realized and unrealized gains on investments | (62) | (47) |
Foreign exchange losses (gains) | 20 | (1,477) |
Changes in assets and liabilities: | ||
Accounts receivable | (1,136) | 3,649 |
Inventories | 3,389 | 457 |
Prepaid expenses and other current assets | (2,415) | (3,266) |
Other assets | (409) | (11) |
Accounts payable | 1,099 | 2,391 |
Accrued volume incentives and service fees | (101) | 781 |
Accrued liabilities | (6,802) | 2,759 |
Deferred revenue | 108 | (1,142) |
Lease liabilities | (1,002) | (900) |
Income taxes payable | 965 | 586 |
Liability related to unrecognized tax benefits | 415 | 6 |
Deferred compensation payable | 55 | 16 |
Net cash provided by operating activities | 2,190 | 9,325 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (3,689) | (2,325) |
Net cash used in investing activities | (3,689) | (2,325) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Principal payments of long-term debt | 0 | (318) |
Proceeds from revolving credit facility | 4,808 | 433 |
Principal payments of revolving credit facility | (2,701) | (283) |
Payments related to tax withholding for net-share settled equity awards | (152) | (165) |
Repurchase of common stock | (1,848) | (823) |
Net cash provided by (used in) financing activities | 107 | (1,156) |
Effect of exchange rates on cash and cash equivalents | (3,208) | (156) |
Net increase (decrease) in cash and cash equivalents | (4,600) | 5,688 |
Cash and cash equivalents at the beginning of the period | 82,373 | 60,032 |
Cash and cash equivalents at the end of the period | 77,773 | 65,720 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes, net of refunds | 1,383 | 1,991 |
Cash paid for interest | $ 12 | $ 25 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation We are a natural health and wellness company primarily engaged in the manufacture and sale of nutritional and personal care products. We are a Utah corporation with our principal place of business in Lehi, Utah, and sell our products directly to customers and to a sales force of independent consultants who use the products themselves or resell them to consumers. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions are eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals), considered necessary for a fair presentation of our financial information as of March 31, 2024, and for the three-month periods ended March 31, 2024 and 2023. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2024. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. Use of Estimates The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities, in these financial statements and accompanying notes. Actual results could differ from these estimates and those differences could have a material effect on our financial position and results of operations. The significant accounting estimates inherent in the preparation of our financial statements include estimates associated with our determination of liabilities related to independent consultant incentives, the determination of income tax assets and liabilities, certain other non-income tax and value-added tax contingencies, and legal contingencies. In addition, significant estimates form the basis for allowances with respect to inventory valuations. Various assumptions and other factors enter into the determination of these significant estimates. The process of determining significant estimates takes into account historical experience and current and expected economic conditions. Noncontrolling Interests Noncontrolling interests changed as a result of the net income attributable to noncontrolling interests of $0.2 million and $0.4 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 and December 31, 2023, noncontrolling interests were $5.7 million and $5.5 million, respectively. Recent Accounting Pronouncements In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU provides additional guidance on the improved reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. In addition, the amendments improve interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The amendments in this update were effective as of December 15, 2023. The adoption of this ASU did not have a significant impact on our Consolidated Financial Statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU provides additional guidance on the disclosure of income taxes on an annual basis and require all public business entities to disclose specific categories in the rate reconciliation, provide additional information on reconciling items, additional information about income taxes paid, and additional information about income tax expense from continuing operation. The amendments in this update are effective as of December 15, 2024. The adoption of this ASU is not expected to have a significant impact on our Consolidated Financial Statements. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The composition of inventories is as follows (dollar amounts in thousands): March 31, December 31, Raw materials $ 17,650 $ 18,301 Work in progress 1,594 1,218 Finished goods 43,409 47,376 Total inventories $ 62,653 $ 66,895 |
Investment Securities - Trading
Investment Securities - Trading | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment Securities - Trading | Investment Securities - Trading Our trading securities portfolio totaled $0.8 million at March 31, 2024, and $0.7 million at December 31, 2023, and generated gains of $62,000 and $47,000 for the three months ended March 31, 2024 and 2023, respectively. |
Revolving Credit Facility and O
Revolving Credit Facility and Other Obligations | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Revolving Credit Facility and Other Obligations | Revolving Credit Facility and Other Obligations On July 11, 2017, we entered into a revolving credit agreement with Bank of America, N.A., with a borrowing limit of $25.0 million (the “Credit Agreement”). On June 23, 2022 the Credit Agreement was amended to extend the term to mature on July 1, 2027 and allows for additional borrowings of $25.0 million or up to three separate increases of no less than $5.0 million each, subject to the lender's due diligence. The amendment to the Credit Agreement also modified the calculation of interest. Interest under the amended Credit Agreement is the greater of BSBY Daily Floating Rate or the Index Floor, plus 1.50 percent (6.84 percent as of March 31, 2024), and an annual commitment fee of 0.25 percent on the unused portion of the commitment. At March 31, 2024 and December 31, 2023, we had an outstanding balance under the Credit Agreement of $2.1 million and $0, respectively, included in the long-term note payable within our Condensed Consolidated Balance Sheets. The Credit Agreement contains customary financial covenants, including financial covenants relating to our solvency and leverage. In addition, the Credit Agreement restricts certain capital expenditures, lease expenditures, other indebtedness, liens on assets, guarantees, loans and advances, dividends, mergers, consolidations and transfers of assets except as permitted in the Credit Agreement. The Credit Agreement is collateralized by our manufacturing facility, accounts receivable, inventories and other assets. As of March 31, 2024, we were in compliance with the debt covenants set forth in the Credit Agreement. On April 21, 2020, we entered into a credit agreement with Banc of America Leasing and Capital, LLC, with a borrowing limit of $6.0 million (the "Capital Credit Agreement"). On November 19, 2020, we executed on the Capital Credit Agreement and borrowed $3.7 million. We pay interest on any borrowings under the Capital Credit Agreement at a fixed rate of 3.00 percent and are required to settle our borrowings under the Capital Credit Agreement in 36 monthly payments of $0.1 million. The Capital Credit Agreement is collateralized by any new equipment purchased under the agreement. As of March 31, 2024 and December 31, 2023, there was zero outstanding balance under the Capital Credit Agreement. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per common share (“Basic EPS”), is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share (“Diluted EPS”) reflects the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted into common stock. The computation of Diluted EPS does not assume exercise or conversion of securities that would have an anti-dilutive effect on net income per common share. The following is a reconciliation of the numerator and denominator of Basic EPS to the numerator and denominator of Diluted EPS for the three months ended March 31, 2024 and 2023 (dollar and share amounts in thousands, except for per share information): Three Months Ended 2024 2023 Net income attributable to common shareholders $ 2,321 $ 860 Basic weighted average shares outstanding 18,828 19,061 Basic earnings per share attributable to common shareholders $ 0.12 $ 0.05 Diluted shares outstanding: Basic weighted-average shares outstanding 18,828 19,061 Stock-based awards 396 372 Diluted weighted-average shares outstanding 19,224 19,433 Diluted earnings per share attributable to common shareholders $ 0.12 $ 0.04 Dilutive shares excluded from diluted-per-share amounts: Share-based awards 801 520 Anti-dilutive shares excluded from diluted-per-share amounts: Share-based awards 25 102 Potentially dilutive shares excluded from diluted-per-share amounts include performance-based restricted stock units, for which certain metrics have not been achieved. Potentially anti-dilutive shares excluded from diluted-per-share amounts include both non-qualified stock options and unearned performance-based options to purchase shares of common stock with exercise prices greater than the weighted-average share price during the period and shares that would be anti-dilutive to the computation of diluted net income per share for each of the periods presented. |
Capital Transactions
Capital Transactions | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Capital Transactions | Capital Transactions Dividends The declaration of future dividends is subject to the discretion of our Board of Directors and will depend upon various factors, including earnings, financial condition, restrictions imposed by any indebtedness that may be outstanding, cash requirements, future prospects and other factors deemed relevant by our Board of Directors. Share Repurchase Program On March 10, 2021, we announced a $15.0 million common share repurchase program. On March 8, 2022 we announced an amendment to the share repurchase program allowing the repurchase of an additional $30.0 million in common shares. The repurchases may be made from time to time as market conditions warrant and are subject to regulatory considerations. For the three months ended March 31, 2024 and 2023, we repurchased 105,000 and 90,000 shares of our common stock for $1.8 million and $0.8 million, respectively. At March 31, 2024, the remaining balance available for repurchases under the program was $15.8 million. Share-Based Compensation During the year ended December 31, 2012, our shareholders adopted and approved the Nature’s Sunshine Products, Inc. 2012 Stock Incentive Plan ("2012 Incentive Plan"). The 2012 Incentive Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, performance awards, stock awards and other stock-based awards. The Compensation Committee of the Board of Directors has authority and discretion to determine the type of award, as well as the amount, terms and conditions of each award under the 2012 Incentive Plan, subject to the limitations of the 2012 Incentive Plan. A total of 1,500,000 shares of our common stock were originally authorized for the granting of awards under the 2012 Incentive Plan. In 2015, our shareholders approved an amendment to the 2012 Incentive Plan, to increase the number of shares of common stock reserved for issuance by 1,500,000 shares. On May 5, 2021, our shareholders approved the Amended and Restated 2012 Stock Incentive Plan, which among other amendments, increased the number of shares of common stock reserved for issuance by 2,000,000 shares. The number of shares available for awards, as well as the terms of outstanding awards, are subject to adjustment as provided in the Amended and Restated 2012 Incentive Plan for stock splits, stock dividends, recapitalizations and other similar events. Stock Options Our outstanding stock options include time-based stock options, which vest over differing periods of time ranging from the date of issuance to up to 48 months from the option grant date, and performance-based stock options, which have already vested upon achieving operating income margins of six, eight and ten percent as reported in four of five consecutive quarters over the term of the options. Stock option activity for the three-month period ended March 31, 2024, is as follows (amounts in thousands, except per share information): Number of Weighted Average Weighted Average Options outstanding at December 31, 2023 75 $ 11.25 $ 3.85 Granted — — — Forfeited or canceled — — — Exercised — — — Options outstanding at March 31, 2024 75 $ 11.25 $ 3.85 There was no share-based compensation expense from stock options for the three- month periods ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, there was no unrecognized share-based compensation expense related to the grants described above. At March 31, 2024, the aggregate intrinsic value of outstanding and exercisable stock options to purchase 75,000 shares of common stock was $0.5 million. At December 31, 2023, the aggregate intrinsic value of outstanding and exercisable options to purchase 75,000 shares of common stock was $0.5 million. For the three months ended March 31, 2024 and 2023, no shares of common stock were issued upon the exercise of stock options. As of March 31, 2024 and December 31, 2023, we had no unvested stock options outstanding. Restricted Stock Units Our outstanding restricted stock units (“RSUs”), include time-based RSUs, which vest over differing periods of time ranging from 12 months to up to 36 months from the RSU grant date, as well as performance-based RSUs, which vest upon achieving targets relating to adjusted EBITDA growth, and/or stock price levels. RSUs granted to members of the Board of Directors contain a restriction period in which the shares are not issued until two years after vesting. At March 31, 2024 and December 31, 2023, there were 123,000 and 100,000 vested RSUs, respectively, granted to the Board of Directors with an accompanying restriction period. Restricted stock unit activity for the three-month period ended March 31, 2024, is as follows (amounts in thousands, except per share information): Number of Weighted Average Restricted Stock Units outstanding at December 31, 2023 1,342 $ 11.21 Granted 335 17.24 Forfeited (92) 13.87 Issued (25) 18.38 Restricted Stock Units outstanding at March 31, 2024 1,560 12.23 During the three-month period ended March 31, 2024, we granted 335,000 RSUs under the 2012 Incentive Plan to the Board of Directors, executive officers and other employees, which were comprised of time-based RSUs and adjusted EBITDA performance-based RSUs. The time-based RSUs were issued with a weighted-average grant date fair value of $17.24 per share and vest in 12 monthly installments over a one year period from the grant date or in annual installments over a three-year period from the grant date. The adjusted EBITDA performance-based RSUs were issued with a weighted-average grant date fair value of $17.24 per share and vest upon achieving adjusted EBITDA targets and maintaining those targets over a four-quarter Share-based compensation expense related to time-based RSUs for the three-month periods ended March 31, 2024 and 2023, was approximately $1.0 million and $0.8 million, respectively. As of March 31, 2024 and December 31, 2023, the unrecognized share-based compensation expense related to the grants described above, excluding incentive awards discussed below, was $4.8 million and $2.9 million, respectively. The remaining compensation expense is expected to be recognized over the weighted average period of approximately 1.0 year. Share-based compensation expense related to performance-based RSUs for the three-month periods ended March 31, 2024 and 2023, was $0.4 million and $0.3 million, respectively. Should we attain all of the metrics related to performance-based RSU grants, we would recognize up to $8.2 million of potential share-based compensation expense. We currently expect to recognize an additional $3.8 million of that potential share-based compensation expense. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have four business segments (Asia, Europe, North America, and Latin America and Other) based primarily upon the geographic region where each segment operates, as well as the internal organization of our officers and their responsibilities. The geographic segments operate under the Nature’s Sunshine Products and Synergy WorldWide® brands. The Latin America and Other segment includes our wholesale business in which we sell products to various locally-managed entities independent of the Company that we have granted distribution rights for the relevant market. Net sales for each segment have been reduced by intercompany sales as they are not included in the measure of segment profit or loss reviewed by the chief executive officer. We evaluate performance based on contribution margin by segment before consideration of certain inter-segment transfers and expenses. Reportable business segment information is as follows (dollar amounts in thousands): Three Months Ended 2024 2023 Net sales: Asia $ 46,220 $ 46,345 Europe 22,296 21,405 North America 36,525 34,648 Latin America and Other 5,952 6,236 Total net sales 110,993 108,634 Contribution margin (1): Asia 21,656 21,951 Europe 8,042 6,536 North America 13,602 12,861 Latin America and Other 2,108 2,466 Total contribution margin 45,408 43,814 Selling, general and administrative expenses (2) 40,784 43,642 Operating income 4,624 172 Other income, net 31 1,514 Income before provision for income taxes $ 4,655 $ 1,686 _________________________________________ (1) Contribution margin consists of net sales less cost of sales and volume incentives expense. (2) Service fees in China totaled $3.1 million and $3.7 million for the three-month periods ended March 31, 2024 and 2023, respectively, these service fees are included in selling, general and administrative expenses. From an individual country/region perspective, the United States, South Korea and Taiwan comprise 10 percent or more of consolidated net sales for the three-month periods ended March 31, 2024 and 2023, as follows (dollar amounts in thousands): Three Months Ended 2024 2023 Net sales: United States $ 33,688 $ 31,986 South Korea 11,621 14,175 Taiwan 15,792 11,240 Other 49,892 51,233 $ 110,993 $ 108,634 Net sales generated by each of our product lines is set forth below (dollar amounts in thousands): Three Months Ended 2024 2023 Asia General health $ 15,994 $ 13,764 Immune 1,684 462 Cardiovascular 13,974 14,895 Digestive 8,589 9,422 Personal care 1,292 1,341 Weight management 4,687 6,461 46,220 46,345 Europe General health $ 9,802 $ 9,174 Immune 2,335 2,284 Cardiovascular 2,419 2,519 Digestive 5,913 5,738 Personal care 1,268 1,177 Weight management 559 513 22,296 21,405 North America General health $ 16,407 $ 15,534 Immune 4,445 4,320 Cardiovascular 3,984 3,588 Digestive 9,168 8,731 Personal care 1,572 1,464 Weight management 949 1,011 36,525 34,648 Latin America and Other General health $ 1,570 $ 1,637 Immune 723 744 Cardiovascular 482 466 Digestive 2,749 2,885 Personal care 275 351 Weight management 153 153 5,952 6,236 $ 110,993 $ 108,634 From an individual country perspective, only the United States comprised 10 percent or more of consolidated property, plant and equipment as follows (dollar amounts in thousands): March 31, December 31, Property, plant and equipment: United States $ 40,885 $ 41,239 Other 4,386 3,761 Total property, plant and equipment, net $ 45,271 $ 45,000 Total assets per segment is set forth below (dollar amounts in thousands): March 31, December 31, Assets: Asia $ 114,061 $ 105,636 Europe 22,894 20,920 North America 103,379 116,052 Latin America and Other 6,933 7,165 Total assets $ 247,267 $ 249,773 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended March 31, 2024 and 2023, our provision for income taxes, as a percentage of income before income taxes was 46.5 percent and 25.7 percent, respectively, compared with a U.S. federal statutory rate of 21.0 percent. The difference between the effective tax rate and the U.S. federal statutory tax rate for the three months ended March 31, 2024, was primarily attributed to operations in foreign countries which are treated as a branch for US tax purposes and current year foreign losses that presently do not provide future tax benefit. The difference between the effective tax rate and the U.S. federal statutory tax rate for the three months ended March 31, 2023, was primarily attributed to tax liability related to foreign operations which are treated as a branch for US tax purposes and prior year foreign losses that were not expected to provide future tax benefit, partially offset by favorable adjustments to deferred tax assets and foreign tax credits. The difference between the effective tax rate for the three months ended March 31, 2024 compared to March 31, 2023 is primarily caused by an increase in tax liability related to operations in foreign countries which are treated as a branch for US tax purposes as well as favorable adjustments to deferred tax assets in the prior year which did not repeat in the current period. Our U.S. federal income tax returns for 2020 through 2022 are open to examination for federal tax purposes. We have several foreign tax jurisdictions with open tax years from 2018 through 2023. As of March 31, 2024 and December 31, 2023, we have accrued $0.6 million and $0.3 million, respectively, related to unrecognized tax positions. 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 we believe our tax estimates are reasonable, we can make no assurance that the final tax outcome of these matters will not be different from that which we have reflected in our historical income tax provisions and accruals. Such differences could have a material impact on our income tax provision and operating results in the period in which we make such determination. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings We are party to various legal proceedings and disputes. Management cannot predict the ultimate outcome of these matters, individually or in the aggregate, or their resulting effect on our business, financial position, results of operations or cash flows as litigation and related matters are subject to inherent uncertainties, and unfavorable rulings could occur. Were an unfavorable outcome to occur, there exists the possibility of a material adverse impact on our business, financial position, results of operations, or cash flows for the period in which the ruling occurs and/or future periods. We maintain product liability, general liability and excess liability insurance coverage. However, insurance may not continue to be available at an acceptable cost to us, such coverage may not be sufficient to cover one or more large claims, or the insurers may successfully disclaim coverage as to a pending or future claim. Non-Income Tax Contingencies We have reserved for certain state sales and use tax and foreign non-income tax contingencies based on the likelihood of an obligation in accordance with accounting guidance for probable loss contingencies. Loss contingency provisions are recorded for probable losses at management’s best estimate of a loss, or when a best estimate cannot be made, a minimum loss contingency amount is recorded. We provide provisions for potential payments of tax to various tax authorities for contingencies related to non-income tax matters, including value-added taxes and sales tax. We provide provisions for U.S. state sales taxes in each of the states where we have nexus. As of March 31, 2024 and December 31, 2023, accrued liabilities were $0.1 million and $0.2 million, respectively, related to non-income tax contingencies. While we believe that the assumptions and estimates used to determine contingent liabilities are reasonable, the ultimate outcome of these matters cannot presently be determined. We believe future payments related to these matters could range from $0 to approximately $3.4 million. Other Litigation |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values of each financial instrument. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The following table presents our hierarchy for our assets, measured at fair value on a recurring basis, as of March 31, 2024 (dollar amounts in thousands): Level 1 Level 2 Level 3 Quoted Prices Significant Significant Total Investment securities - trading $ 802 $ — $ — $ 802 Total assets measured at fair value on a recurring basis $ 802 $ — $ — $ 802 The following table presents our hierarchy for our assets, measured at fair value on a recurring basis, as of December 31, 2023 (dollar amounts in thousands): Level 1 Level 2 Level 3 Quoted Prices Significant Significant Total Investment securities - trading $ 747 $ — $ — $ 747 Total assets measured at fair value on a recurring basis $ 747 $ — $ — $ 747 Investment securities - trading — Our trading portfolio consists of various marketable securities that are valued using quoted prices in active markets. For the three months ended March 31, 2024 and for the year ended December 31, 2023, there were no fair value measurements using significant other observable inputs (Level 2) or significant unobservable inputs (Level 3). The carrying amounts reflected on the condensed consolidated balance sheets for cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to their short-term nature. The carrying value of our debt approximates fair value due to its recent acquisition and short maturity. During the three months ended March 31, 2024 and 2023, we did not have any re-measurements of non-financial assets at fair value on a nonrecurring basis subsequent to their initial recognition. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue Recognition Net sales include sales of products and shipping and handling charges, net of estimates for product returns and any related sales incentives or rebates based upon historical information and current trends. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products. All revenue is recognized when we satisfy our performance obligations under the contract. We recognize revenue by transferring the promised products to the customer, with revenue recognized at shipping point, the point in time the customer obtains control of the products. The majority of our contracts have a single performance obligation and are short term in nature. Contracts with multiple performance obligations are insignificant. Sales taxes and value-added taxes in the United States and foreign jurisdictions that are collected from customers and remitted to governmental authorities are accounted for on a net basis and therefore are excluded from net sales. Amounts received for unshipped merchandise are recorded as deferred revenue. Amounts for membership fees are deferred and amortized as revenue over the life of the membership, primarily one year. A reserve for product returns is recorded based upon historical experience and current trends. We allow independent consultants to return the unused portion of products within ninety days of purchase if they are not satisfied with the product. In some of our markets, the requirements to return product are more restrictive. Amounts billed to customers for shipping and handling are reported as a component of net sales. Volume incentives and other sales incentives or rebates are a significant part of our direct sales marketing program and represent commission payments made to independent consultants. These payments are designed to provide incentives for reaching higher sales levels. The amount of volume incentive expense recognized is determined based upon the amount of qualifying purchases in a given month and recorded as volume incentive expense. Payments to independent consultants for sales incentives or rebates related to their own purchases are recorded as a reduction of revenue. Some payments for sales incentives are processed daily; while others, including rebates, are calculated monthly based upon qualifying sales. Disaggregation of Revenue Our products are grouped into six principal categories: general health, immune, cardiovascular, digestive, personal care and weight management. We have four business segments that are based primarily upon the geographic region where each segment operates. Each of the geographic segments operate under the Nature’s Sunshine Products and Synergy WorldWide® brands. See Note 7, Segment Information, for further information on our reportable segments and presentation of disaggregated revenue by reportable segment and product category. Practical Expedients and Exemptions We have made the accounting policy election to treat shipping and handling as a fulfillment activity rather than a promised service under Topic 606. |
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 Income (Loss) Attributable to Parent | $ 2,321 | $ 860 |
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 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation We are a natural health and wellness company primarily engaged in the manufacture and sale of nutritional and personal care products. We are a Utah corporation with our principal place of business in Lehi, Utah, and sell our products directly to customers and to a sales force of independent consultants who use the products themselves or resell them to consumers. |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions are eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals), considered necessary for a fair presentation of our financial information as of March 31, 2024, and for the three-month periods ended March 31, 2024 and 2023. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2024. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities, in these financial statements and accompanying notes. Actual results could differ from these estimates and those differences could have a material effect on our financial position and results of operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU provides additional guidance on the improved reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. In addition, the amendments improve interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The amendments in this update were effective as of December 15, 2023. The adoption of this ASU did not have a significant impact on our Consolidated Financial Statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU provides additional guidance on the disclosure of income taxes on an annual basis and require all public business entities to disclose specific categories in the rate reconciliation, provide additional information on reconciling items, additional information about income taxes paid, and additional information about income tax expense from continuing operation. The amendments in this update are effective as of December 15, 2024. The adoption of this ASU is not expected to have a significant impact on our Consolidated Financial Statements. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Composition of Inventories | The composition of inventories is as follows (dollar amounts in thousands): March 31, December 31, Raw materials $ 17,650 $ 18,301 Work in progress 1,594 1,218 Finished goods 43,409 47,376 Total inventories $ 62,653 $ 66,895 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a reconciliation of the numerator and denominator of Basic EPS to the numerator and denominator of Diluted EPS for the three months ended March 31, 2024 and 2023 (dollar and share amounts in thousands, except for per share information): Three Months Ended 2024 2023 Net income attributable to common shareholders $ 2,321 $ 860 Basic weighted average shares outstanding 18,828 19,061 Basic earnings per share attributable to common shareholders $ 0.12 $ 0.05 Diluted shares outstanding: Basic weighted-average shares outstanding 18,828 19,061 Stock-based awards 396 372 Diluted weighted-average shares outstanding 19,224 19,433 Diluted earnings per share attributable to common shareholders $ 0.12 $ 0.04 Dilutive shares excluded from diluted-per-share amounts: Share-based awards 801 520 Anti-dilutive shares excluded from diluted-per-share amounts: Share-based awards 25 102 |
Capital Transactions (Tables)
Capital Transactions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | Stock option activity for the three-month period ended March 31, 2024, is as follows (amounts in thousands, except per share information): Number of Weighted Average Weighted Average Options outstanding at December 31, 2023 75 $ 11.25 $ 3.85 Granted — — — Forfeited or canceled — — — Exercised — — — Options outstanding at March 31, 2024 75 $ 11.25 $ 3.85 |
Scheduled of Restricted Stock Unit Activity | Restricted stock unit activity for the three-month period ended March 31, 2024, is as follows (amounts in thousands, except per share information): Number of Weighted Average Restricted Stock Units outstanding at December 31, 2023 1,342 $ 11.21 Granted 335 17.24 Forfeited (92) 13.87 Issued (25) 18.38 Restricted Stock Units outstanding at March 31, 2024 1,560 12.23 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Reportable Business Segment Information | Reportable business segment information is as follows (dollar amounts in thousands): Three Months Ended 2024 2023 Net sales: Asia $ 46,220 $ 46,345 Europe 22,296 21,405 North America 36,525 34,648 Latin America and Other 5,952 6,236 Total net sales 110,993 108,634 Contribution margin (1): Asia 21,656 21,951 Europe 8,042 6,536 North America 13,602 12,861 Latin America and Other 2,108 2,466 Total contribution margin 45,408 43,814 Selling, general and administrative expenses (2) 40,784 43,642 Operating income 4,624 172 Other income, net 31 1,514 Income before provision for income taxes $ 4,655 $ 1,686 _________________________________________ (1) Contribution margin consists of net sales less cost of sales and volume incentives expense. |
Schedule of Consolidated Net Sales Revenue by Geographical Locations | From an individual country/region perspective, the United States, South Korea and Taiwan comprise 10 percent or more of consolidated net sales for the three-month periods ended March 31, 2024 and 2023, as follows (dollar amounts in thousands): Three Months Ended 2024 2023 Net sales: United States $ 33,688 $ 31,986 South Korea 11,621 14,175 Taiwan 15,792 11,240 Other 49,892 51,233 $ 110,993 $ 108,634 |
Revenue from External Customers by Products and Services | Net sales generated by each of our product lines is set forth below (dollar amounts in thousands): Three Months Ended 2024 2023 Asia General health $ 15,994 $ 13,764 Immune 1,684 462 Cardiovascular 13,974 14,895 Digestive 8,589 9,422 Personal care 1,292 1,341 Weight management 4,687 6,461 46,220 46,345 Europe General health $ 9,802 $ 9,174 Immune 2,335 2,284 Cardiovascular 2,419 2,519 Digestive 5,913 5,738 Personal care 1,268 1,177 Weight management 559 513 22,296 21,405 North America General health $ 16,407 $ 15,534 Immune 4,445 4,320 Cardiovascular 3,984 3,588 Digestive 9,168 8,731 Personal care 1,572 1,464 Weight management 949 1,011 36,525 34,648 Latin America and Other General health $ 1,570 $ 1,637 Immune 723 744 Cardiovascular 482 466 Digestive 2,749 2,885 Personal care 275 351 Weight management 153 153 5,952 6,236 $ 110,993 $ 108,634 |
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country | From an individual country perspective, only the United States comprised 10 percent or more of consolidated property, plant and equipment as follows (dollar amounts in thousands): March 31, December 31, Property, plant and equipment: United States $ 40,885 $ 41,239 Other 4,386 3,761 Total property, plant and equipment, net $ 45,271 $ 45,000 |
Schedule of Segment Reporting Information | Total assets per segment is set forth below (dollar amounts in thousands): March 31, December 31, Assets: Asia $ 114,061 $ 105,636 Europe 22,894 20,920 North America 103,379 116,052 Latin America and Other 6,933 7,165 Total assets $ 247,267 $ 249,773 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets Measured on Recurring Basis | The following table presents our hierarchy for our assets, measured at fair value on a recurring basis, as of March 31, 2024 (dollar amounts in thousands): Level 1 Level 2 Level 3 Quoted Prices Significant Significant Total Investment securities - trading $ 802 $ — $ — $ 802 Total assets measured at fair value on a recurring basis $ 802 $ — $ — $ 802 The following table presents our hierarchy for our assets, measured at fair value on a recurring basis, as of December 31, 2023 (dollar amounts in thousands): Level 1 Level 2 Level 3 Quoted Prices Significant Significant Total Investment securities - trading $ 747 $ — $ — $ 747 Total assets measured at fair value on a recurring basis $ 747 $ — $ — $ 747 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Increase (decrease) in noncontrolling interest | $ 200 | $ 400 | |
Noncontrolling interest | $ 5,651 | $ 5,482 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 17,650 | $ 18,301 |
Work in progress | 1,594 | 1,218 |
Finished goods | 43,409 | 47,376 |
Total inventories | $ 62,653 | $ 66,895 |
Investment Securities - Tradi_2
Investment Securities - Trading (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |||
Trading securities portfolio | $ 802 | $ 747 | |
Debt securities, trading, realized gains | $ 62 | $ 47 |
Revolving Credit Facility and_2
Revolving Credit Facility and Other Obligations (Details) | Jun. 23, 2022 USD ($) borrowing | Nov. 19, 2020 USD ($) payment | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Apr. 21, 2020 USD ($) | Jul. 11, 2017 USD ($) |
Revolving credit facility | Bank of America Credit Agreement | ||||||
Long-term debt | ||||||
Maximum borrowing capacity | $ 25,000,000 | |||||
Potential increase in maximum borrowing capacity | $ 25,000,000 | |||||
Number of separate increases | borrowing | 3 | |||||
Potential increase in maximum borrowing capacity, per occurrence | $ 5,000,000 | |||||
Annual commitment fee | 0.25% | |||||
Long-term line of credit | $ 2,100,000 | $ 0 | ||||
Revolving credit facility | BSBY Daily Floating Rate | Bank of America Credit Agreement | ||||||
Long-term debt | ||||||
Margin on variable rate | 1.50% | |||||
Effective interest rate | 6.84% | |||||
Line of Credit | Banc of America Leasing and Capital Credit Agreement | ||||||
Long-term debt | ||||||
Maximum borrowing capacity | $ 6,000,000 | |||||
Long-term line of credit | $ 3,700,000 | $ 0 | $ 0 | |||
Number of monthly payments | payment | 36 | |||||
Periodic payment | $ 100,000 | |||||
Line of Credit | Indicative Index | Banc of America Leasing and Capital Credit Agreement | ||||||
Long-term debt | ||||||
Effective interest rate | 3% |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Net income attributable to common shareholders | $ 2,321 | $ 860 |
Basic weighted average shares outstanding (in shares) | 18,828 | 19,061 |
Basic earnings (loss) per share attributable to common shareholders (in dollars per share) | $ 0.12 | $ 0.05 |
Diluted shares outstanding: | ||
Basic weighted-average shares outstanding (in shares) | 18,828 | 19,061 |
Stock-based awards (in shares) | 396 | 372 |
Diluted weighted-average shares outstanding (in shares) | 19,224 | 19,433 |
Diluted earnings per share attributable to common shareholders (in dollars per share) | $ 0.12 | $ 0.04 |
Dilutive shares excluded from diluted-per-share amounts: | ||
Share-based awards (in shares) | 801 | 520 |
Anti-dilutive shares excluded from diluted-per-share amounts: | ||
Share-based awards (in shares) | 25 | 102 |
Capital Transactions - Narrativ
Capital Transactions - Narrative (Details) | 3 Months Ended | 12 Months Ended | ||||||
May 05, 2021 shares | Mar. 31, 2024 USD ($) vestingInstallment $ / shares shares | Mar. 31, 2023 USD ($) shares | Dec. 31, 2015 shares | Dec. 31, 2023 USD ($) shares | Mar. 08, 2022 USD ($) | Mar. 10, 2021 USD ($) | Dec. 31, 2012 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock repurchase program, authorized amount | $ 30,000,000 | $ 15,000,000 | ||||||
Repurchase of common stock (in shares) | shares | 105,000 | 90,000 | ||||||
Repurchase of common stock | $ 1,848,000 | $ 823,000 | ||||||
Stock repurchase program, remaining authorized repurchase amount | 15,800,000 | |||||||
2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares authorized under the plan (in shares) | shares | 1,500,000 | |||||||
Additional number of shares authorized under the plan (in shares) | shares | 2,000,000 | 1,500,000 | ||||||
Stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | 0 | $ 0 | ||||||
Unrecognized share-based compensation expense | $ 0 | $ 0 | ||||||
Options outstanding (in shares) | shares | 75,000 | 75,000 | ||||||
Aggregate intrinsic value, outstanding | $ 500,000 | $ 500,000 | ||||||
Exercised (in shares) | shares | 0 | 0 | ||||||
Weighted-average grant date fair value (in dollars per share) | $ / shares | $ 0 | |||||||
Time-based stock options | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 48 months | |||||||
Performance based stock options operating income margins | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Operating income margin, one (percentage) | 6% | |||||||
Operating income margin, two (percentage) | 8% | |||||||
Operating income margin, three (percentage) | 10% | |||||||
Unvested stock options outstanding (in shares) | shares | 0 | 0 | ||||||
Performance based stock options operating income margins | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award performance period | 1 year | |||||||
Performance based stock options operating income margins | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award performance period | 1 year 3 months | |||||||
RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | $ 1,000,000 | $ 800,000 | ||||||
Unrecognized share-based compensation expense | $ 4,800,000 | $ 2,900,000 | ||||||
Weighted-average period over which the remaining compensation cost is expected to be recognized | 1 year | |||||||
Minimum withholding requirements (in shares) | shares | 9,000 | 15,000 | ||||||
RSUs | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted (in shares) | shares | 335,000 | |||||||
RSUs | Minimum | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 12 months | |||||||
RSUs | Maximum | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 36 months | |||||||
RSUs | Director | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restriction period for issuance of shares | 2 years | |||||||
Nonvested subject to restriction period (in shares) | shares | 123,000 | 100,000 | ||||||
Time-Based Restricted Stock Units (RSUs), 1-year Vesting | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 1 year | |||||||
Weighted-average grant date fair value (in dollars per share) | $ / shares | $ 17.24 | |||||||
Number of vesting installments | vestingInstallment | 12 | |||||||
Time-Based Restricted Stock Units (RSUs), 3-year Vesting | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Performance-Based Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | $ 400,000 | $ 300,000 | ||||||
Share based compensation potential compensation expense to be recognized | 3,800,000 | |||||||
Performance-Based Restricted Stock Units (RSUs) | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share based compensation potential compensation expense to be recognized | $ 8,200,000 | |||||||
Adjusted EBITDA Performance-Based Restricted Stock Units | 2012 Stock Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Weighted-average grant date fair value (in dollars per share) | $ / shares | $ 17.24 |
Capital Transactions - Stock Op
Capital Transactions - Stock Option Activity (Details) - Stock options - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Number of Shares | ||
Options outstanding at the beginning of the period (in shares) | 75,000 | |
Granted (in shares) | 0 | |
Forfeited or canceled (in shares) | 0 | |
Exercised (in shares) | 0 | 0 |
Options outstanding at the end of the period (in shares) | 75,000 | |
Weighted Average Exercise Price Per Share | ||
Options outstanding at the beginning of the period (in dollars per share) | $ 11.25 | |
Granted (in dollars per share) | 0 | |
Forfeited or canceled (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Options outstanding at the end of the period (in dollars per share) | 11.25 | |
Weighted Average Grant Date Fair Value | ||
Options outstanding at the beginning of the period (in dollars per share) | 3.85 | |
Granted (in dollars per share) | 0 | |
Forfeited or canceled (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Options outstanding at the beginning of the period (in dollars per share) | $ 3.85 |
Capital Transactions - RSU Acti
Capital Transactions - RSU Activity (Details) - 2012 Stock Incentive Plan - RSUs | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of Shares | |
Restricted stock units outstanding, beginning balance (in shares) | shares | 1,342,000 |
Granted (in shares) | shares | 335,000 |
Forfeited (in shares) | shares | (92,000) |
Issued (in shares) | shares | (25,000) |
Restricted stock units outstanding, ending balance (in shares) | shares | 1,560,000 |
Weighted Average Grant Date Fair Value | |
Restricted stock units outstanding, beginning balance (in dollars per share) | $ / shares | $ 11.21 |
Granted (in dollars per share) | $ / shares | 17.24 |
Forfeited (in dollars per share) | $ / shares | 13.87 |
Issued (in dollars per share) | $ / shares | 18.38 |
Restricted stock units outstanding, ending balance (in dollars per share) | $ / shares | $ 12.23 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Segment information | |||
Number of business segments | segment | 4 | ||
Net sales: | |||
Total net sales revenue | $ 110,993 | $ 108,634 | |
Contribution margin: | |||
Total contribution margin | 45,408 | 43,814 | |
Selling, general and administrative expenses | 40,784 | 43,642 | |
Operating income | 4,624 | 172 | |
Other income, net | 31 | 1,514 | |
Income before provision for income taxes | 4,655 | 1,686 | |
Total property, plant and equipment, net | 45,271 | $ 45,000 | |
Total assets | 247,267 | 249,773 | |
Asia | |||
Net sales: | |||
Total net sales revenue | 46,220 | 46,345 | |
Contribution margin: | |||
Total contribution margin | 21,656 | 21,951 | |
Total assets | 114,061 | 105,636 | |
Asia | General health | |||
Net sales: | |||
Total net sales revenue | 15,994 | 13,764 | |
Asia | Immune | |||
Net sales: | |||
Total net sales revenue | 1,684 | 462 | |
Asia | Cardiovascular | |||
Net sales: | |||
Total net sales revenue | 13,974 | 14,895 | |
Asia | Digestive | |||
Net sales: | |||
Total net sales revenue | 8,589 | 9,422 | |
Asia | Personal care | |||
Net sales: | |||
Total net sales revenue | 1,292 | 1,341 | |
Asia | Weight management | |||
Net sales: | |||
Total net sales revenue | 4,687 | 6,461 | |
Europe | |||
Net sales: | |||
Total net sales revenue | 22,296 | 21,405 | |
Contribution margin: | |||
Total contribution margin | 8,042 | 6,536 | |
Total assets | 22,894 | 20,920 | |
Europe | General health | |||
Net sales: | |||
Total net sales revenue | 9,802 | 9,174 | |
Europe | Immune | |||
Net sales: | |||
Total net sales revenue | 2,335 | 2,284 | |
Europe | Cardiovascular | |||
Net sales: | |||
Total net sales revenue | 2,419 | 2,519 | |
Europe | Digestive | |||
Net sales: | |||
Total net sales revenue | 5,913 | 5,738 | |
Europe | Personal care | |||
Net sales: | |||
Total net sales revenue | 1,268 | 1,177 | |
Europe | Weight management | |||
Net sales: | |||
Total net sales revenue | 559 | 513 | |
North America | |||
Net sales: | |||
Total net sales revenue | 36,525 | 34,648 | |
Contribution margin: | |||
Total contribution margin | 13,602 | 12,861 | |
Total assets | 103,379 | 116,052 | |
North America | General health | |||
Net sales: | |||
Total net sales revenue | 16,407 | 15,534 | |
North America | Immune | |||
Net sales: | |||
Total net sales revenue | 4,445 | 4,320 | |
North America | Cardiovascular | |||
Net sales: | |||
Total net sales revenue | 3,984 | 3,588 | |
North America | Digestive | |||
Net sales: | |||
Total net sales revenue | 9,168 | 8,731 | |
North America | Personal care | |||
Net sales: | |||
Total net sales revenue | 1,572 | 1,464 | |
North America | Weight management | |||
Net sales: | |||
Total net sales revenue | 949 | 1,011 | |
Latin America and Other | |||
Net sales: | |||
Total net sales revenue | 5,952 | 6,236 | |
Contribution margin: | |||
Total contribution margin | 2,108 | 2,466 | |
Total assets | 6,933 | 7,165 | |
Latin America and Other | General health | |||
Net sales: | |||
Total net sales revenue | 1,570 | 1,637 | |
Latin America and Other | Immune | |||
Net sales: | |||
Total net sales revenue | 723 | 744 | |
Latin America and Other | Cardiovascular | |||
Net sales: | |||
Total net sales revenue | 482 | 466 | |
Latin America and Other | Digestive | |||
Net sales: | |||
Total net sales revenue | 2,749 | 2,885 | |
Latin America and Other | Personal care | |||
Net sales: | |||
Total net sales revenue | 275 | 351 | |
Latin America and Other | Weight management | |||
Net sales: | |||
Total net sales revenue | 153 | 153 | |
China | |||
Contribution margin: | |||
Selling, general and administrative expenses | 3,100 | 3,700 | |
United States | |||
Net sales: | |||
Total net sales revenue | 33,688 | $ 31,986 | |
Contribution margin: | |||
Total property, plant and equipment, net | $ 40,885 | $ 41,239 | |
United States | Property, Plant, And Equipment Benchmark | Geographic Concentration Risk | |||
Contribution margin: | |||
Concentration risk, percentage | 10% | 10% | |
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | |||
Contribution margin: | |||
Concentration risk, percentage | 10% | 10% | |
South Korea | |||
Net sales: | |||
Total net sales revenue | $ 11,621 | $ 14,175 | |
South Korea | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | |||
Contribution margin: | |||
Concentration risk, percentage | 10% | 10% | |
Taiwan | |||
Net sales: | |||
Total net sales revenue | $ 15,792 | $ 11,240 | |
Taiwan | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | |||
Contribution margin: | |||
Concentration risk, percentage | 10% | 10% | |
Other | |||
Net sales: | |||
Total net sales revenue | $ 49,892 | $ 51,233 | |
Contribution margin: | |||
Total property, plant and equipment, net | $ 4,386 | $ 3,761 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||
Provision (benefit) for income taxes, as a percentage of income before income taxes | 46.50% | 25.70% | |
Liability related to unrecognized tax benefits | $ 0.6 | $ 0.3 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 3 Months Ended | |
Mar. 31, 2024 USD ($) claim | Dec. 31, 2023 USD ($) | |
Value-added tax assessments and other civil litigation | ||
Commitments and contingencies | ||
Minimum number of claims that the Company's insurance coverage may not be sufficient to cover | claim | 1 | |
Provision for losses | $ 0 | |
Non-Income Tax Contingencies | ||
Commitments and contingencies | ||
Accrued liabilities | 100,000 | $ 200,000 |
Minimum | Value-added tax assessments and other civil litigation | ||
Commitments and contingencies | ||
Estimate of possible loss | 0 | |
Minimum | Non-Income Tax Contingencies | ||
Commitments and contingencies | ||
Estimate of possible loss | 0 | |
Maximum | Value-added tax assessments and other civil litigation | ||
Commitments and contingencies | ||
Estimate of possible loss | 400,000 | |
Maximum | Non-Income Tax Contingencies | ||
Commitments and contingencies | ||
Estimate of possible loss | 3,400,000 | |
Pending Litigation | ||
Commitments and contingencies | ||
Accrued liabilities | $ 500,000 | $ 500,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Recurring basis - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Total | ||
Fair value | ||
Investment securities - trading | $ 802 | $ 747 |
Total assets measured at fair value on a recurring basis | 802 | 747 |
Level 1 - Quoted Prices in Active Markets for Identical Assets | ||
Fair value | ||
Investment securities - trading | 802 | 747 |
Total assets measured at fair value on a recurring basis | 802 | 747 |
Level 2 - Significant Other Observable Inputs | ||
Fair value | ||
Investment securities - trading | 0 | 0 |
Total assets measured at fair value on a recurring basis | 0 | 0 |
Level 3 - Significant Unobservable Inputs | ||
Fair value | ||
Investment securities - trading | 0 | 0 |
Total assets measured at fair value on a recurring basis | $ 0 | $ 0 |
Revenue Recognition (Details)
Revenue Recognition (Details) | 3 Months Ended |
Mar. 31, 2024 segment product_category | |
Revenue from Contract with Customer [Abstract] | |
Refund period | 90 days |
Number of principal categories of products | product_category | 6 |
Number of business segments | segment | 4 |