Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | LCUT | |
Entity Registrant Name | LIFETIME BRANDS, INC | |
Entity Central Index Key | 0000874396 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Address, State or Province | NY | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 21,255,218 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 10,535 | $ 7,647 |
Accounts receivable, less allowances of $7,473 at June 30, 2019 and $7,855 at December 31, 2018 | 91,109 | 125,292 |
Inventory | 205,607 | 173,601 |
Prepaid expenses and other current assets | 12,724 | 10,822 |
Income taxes receivable | 10,690 | 1,442 |
TOTAL CURRENT ASSETS | 330,665 | 318,804 |
PROPERTY AND EQUIPMENT, net | 26,563 | 25,762 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 109,757 | |
INVESTMENTS | 20,935 | 22,582 |
INTANGIBLE ASSETS, net | 331,314 | 338,847 |
DEFERRED INCOME TAXES | 122 | 733 |
OTHER ASSETS | 3,345 | 1,844 |
TOTAL ASSETS | 822,701 | 708,572 |
CURRENT LIABILITIES | ||
Current maturity of term loan | 13,261 | 1,253 |
Accounts payable | 48,495 | 38,167 |
Accrued expenses | 50,966 | 45,456 |
Current portion of operating lease liability | 11,163 | |
TOTAL CURRENT LIABILITIES | 123,885 | 84,876 |
DEFERRED RENT & OTHER LONG-TERM LIABILITIES | 10,055 | 23,339 |
DEFERRED INCOME TAXES | 15,103 | 15,141 |
OPERATING LEASE LIABILITIES | 114,630 | |
INCOME TAXES PAYABLE, LONG-TERM | 949 | 949 |
REVOLVING CREDIT FACILITY | 44,913 | 42,080 |
TERM LOAN | 250,062 | 262,694 |
STOCKHOLDERS' EQUITY | ||
Preferred stock, $1.00 par value, shares authorized: 100 shares of Series A and 2,000,000 shares of Series B; none issued and outstanding | ||
Common stock, $.01 par value, shares authorized: 50,000,000 at June 30, 2019 and December 31, 2018; shares issued and outstanding: 21,255,218 at June 30, 2019 and 20,764,143 at December 31, 2018 | 213 | 208 |
Paid-in capital | 260,461 | 258,637 |
Retained earnings | 37,090 | 55,264 |
Accumulated other comprehensive loss | (34,660) | (34,616) |
TOTAL STOCKHOLDERS' EQUITY | 263,104 | 279,493 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 822,701 | $ 708,572 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accounts receivable, allowances | $ 7,473 | $ 7,855 |
Preferred stock, par value | $ 1 | $ 1 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 21,255,218 | 20,764,143 |
Common stock, shares outstanding | 21,255,218 | 20,764,143 |
Preferred stock Series A | ||
Preferred stock, shares authorized | 100 | 100 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Preferred stock Series B | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Net sales | $ 142,536 | $ 148,651 | $ 292,462 | $ 266,820 |
Cost of sales | 98,517 | 96,573 | 194,122 | 169,655 |
Gross margin | 44,019 | 52,078 | 98,340 | 97,165 |
Distribution expenses | 15,541 | 14,942 | 31,401 | 32,764 |
Selling, general and administrative expenses | 40,850 | 40,042 | 80,990 | 80,217 |
Restructuring expenses | 173 | 395 | 781 | 801 |
Loss from operations | (12,545) | (3,301) | (14,832) | (16,617) |
Interest expense | (4,694) | (4,676) | (9,616) | (6,779) |
Loss on early retirement of debt | (66) | |||
Loss before income taxes and equity in (losses) earnings | (17,239) | (7,977) | (24,448) | (23,462) |
Income tax benefit | 5,795 | 1,765 | 8,253 | 5,575 |
Equity in (losses) earnings, net of taxes | (69) | 155 | (185) | 232 |
NET LOSS | $ (11,513) | $ (6,057) | $ (16,380) | $ (17,655) |
BASIC LOSS PER COMMON SHARE | $ (0.56) | $ (0.30) | $ (0.80) | $ (0.96) |
DILUTED LOSS PER COMMON SHARE | $ (0.56) | $ (0.30) | $ (0.80) | $ (0.96) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Net loss | $ (11,513) | $ (6,057) | $ (16,380) | $ (17,655) |
Other comprehensive loss, net of taxes: | ||||
Translation adjustment | (2,953) | (5,489) | (1,647) | (2,109) |
Net change in cash flow hedges | 982 | (263) | 1,578 | (277) |
Effect of retirement benefit obligations | 12 | 17 | 25 | 35 |
Other comprehensive loss, net of taxes | (1,959) | (5,735) | (44) | (2,351) |
Comprehensive loss | $ (13,472) | $ (11,792) | $ (16,424) | $ (20,006) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Paid-in capital | Retained earnings | Accumulated other comprehensive loss | |
Beginning Balance (in shares) at Dec. 31, 2017 | 14,903,000 | |||||
Balance at beginning of year at Dec. 31, 2017 | $ 210,279 | $ 149 | $ 178,909 | $ 60,546 | $ (29,325) | |
Comprehensive loss: | ||||||
Net loss | (11,598) | (11,598) | ||||
Translation adjustment | 3,380 | 3,380 | ||||
Derivative fair value adjustment | (14) | (14) | ||||
Effect of retirement benefit obligations | 18 | 18 | ||||
Comprehensive loss | $ (8,214) | |||||
Issuance of 5,593,116 shares of common stock for acquisition of Filament, net of equity issuance costs (in shares) | 5,593,116 | 5,593,000 | ||||
Issuance of 5,593,116 shares of common stock for acquisition of Filament, net of equity issuance costs | $ 75,976 | $ 56 | 75,920 | |||
Restricted shares issued to directors (in shares) | 3,000 | |||||
Net issuance of restricted shares to employees (in shares) | 126,000 | |||||
Net issuance of restricted shares to employees | $ 1 | (1) | ||||
Stock compensation expense | 838 | 838 | ||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (19,000) | |||||
Shares effectively repurchased for required employee withholding taxes | (258) | (258) | ||||
Dividends | [1] | (880) | (880) | |||
Ending Balance (in shares) at Mar. 31, 2018 | 20,606,000 | |||||
Balance at end of year at Mar. 31, 2018 | 277,741 | $ 206 | 255,408 | 48,068 | (25,941) | |
Beginning Balance (in shares) at Dec. 31, 2017 | 14,903,000 | |||||
Balance at beginning of year at Dec. 31, 2017 | 210,279 | $ 149 | 178,909 | 60,546 | (29,325) | |
Comprehensive loss: | ||||||
Net loss | (17,655) | |||||
Net change in cash flow hedges | (277) | |||||
Effect of retirement benefit obligations | 35 | |||||
Comprehensive loss | (20,006) | |||||
Ending Balance (in shares) at Jun. 30, 2018 | 20,741,000 | |||||
Balance at end of year at Jun. 30, 2018 | 265,839 | $ 207 | 256,182 | 41,126 | (31,676) | |
Beginning Balance (in shares) at Mar. 31, 2018 | 20,606,000 | |||||
Balance at beginning of year at Mar. 31, 2018 | 277,741 | $ 206 | 255,408 | 48,068 | (25,941) | |
Comprehensive loss: | ||||||
Net loss | (6,057) | (6,057) | ||||
Translation adjustment | (5,489) | (5,489) | ||||
Derivative fair value adjustment | (263) | (263) | ||||
Net change in cash flow hedges | (263) | |||||
Effect of retirement benefit obligations | 17 | 17 | ||||
Comprehensive loss | (11,792) | |||||
Filament net equity issuance costs adjustment | (6) | (6) | ||||
Restricted shares issued to directors (in shares) | 54,000 | |||||
Net issuance of restricted shares to employees (in shares) | 93,000 | |||||
Net issuance of restricted shares to employees | $ 1 | (1) | ||||
Stock compensation expense | 921 | 921 | ||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (12,000) | |||||
Shares effectively repurchased for required employee withholding taxes | (140) | (140) | ||||
Dividends | [1] | (885) | (885) | |||
Ending Balance (in shares) at Jun. 30, 2018 | 20,741,000 | |||||
Balance at end of year at Jun. 30, 2018 | 265,839 | $ 207 | 256,182 | 41,126 | (31,676) | |
Beginning Balance (in shares) at Dec. 31, 2018 | 20,764,000 | |||||
Balance at beginning of year at Dec. 31, 2018 | 279,493 | $ 208 | 258,637 | 55,264 | (34,616) | |
Comprehensive loss: | ||||||
Net loss | (4,867) | (4,867) | ||||
Translation adjustment | 1,306 | 1,306 | ||||
Net change in cash flow hedges | 596 | 596 | ||||
Effect of retirement benefit obligations | 13 | 13 | ||||
Comprehensive loss | (2,952) | |||||
Net issuance of restricted shares to employees (in shares) | 169,000 | |||||
Net issuance of restricted shares to employees | $ 1 | (1) | ||||
Stock compensation expense | 900 | 900 | ||||
Net exercise of stock options (in shares) | 19,000 | |||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (25,000) | |||||
Shares effectively repurchased for required employee withholding taxes | (232) | (232) | ||||
Dividends | [1] | (898) | (898) | |||
Ending Balance (in shares) at Mar. 31, 2019 | 20,927,000 | |||||
Balance at end of year at Mar. 31, 2019 | 276,311 | $ 209 | 259,304 | 49,499 | (32,701) | |
Beginning Balance (in shares) at Dec. 31, 2018 | 20,764,000 | |||||
Balance at beginning of year at Dec. 31, 2018 | 279,493 | $ 208 | 258,637 | 55,264 | (34,616) | |
Comprehensive loss: | ||||||
Net loss | (16,380) | |||||
Net change in cash flow hedges | 1,578 | |||||
Effect of retirement benefit obligations | 25 | |||||
Comprehensive loss | $ (16,424) | |||||
Net exercise of stock options (in shares) | 75,000 | |||||
Ending Balance (in shares) at Jun. 30, 2019 | 21,255,000 | |||||
Balance at end of year at Jun. 30, 2019 | $ 263,104 | $ 213 | 260,461 | 37,090 | (34,660) | |
Beginning Balance (in shares) at Mar. 31, 2019 | 20,927,000 | |||||
Balance at beginning of year at Mar. 31, 2019 | 276,311 | $ 209 | 259,304 | 49,499 | (32,701) | |
Comprehensive loss: | ||||||
Net loss | (11,513) | (11,513) | ||||
Translation adjustment | (2,953) | (2,953) | ||||
Net change in cash flow hedges | 982 | 982 | ||||
Effect of retirement benefit obligations | 12 | 12 | ||||
Comprehensive loss | (13,472) | |||||
Restricted shares issued to directors (in shares) | 61,000 | |||||
Restricted shares issued to directors | $ 1 | (1) | ||||
Net issuance of restricted shares to employees (in shares) | 250,000 | |||||
Net issuance of restricted shares to employees | $ 3 | (3) | ||||
Stock compensation expense | 1,186 | 1,186 | ||||
Net exercise of stock options (in shares) | 34,000 | |||||
Net exercise of stock options | 133 | 133 | ||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (17,000) | |||||
Shares effectively repurchased for required employee withholding taxes | (158) | (158) | ||||
Dividends | [1] | (896) | (896) | |||
Ending Balance (in shares) at Jun. 30, 2019 | 21,255,000 | |||||
Balance at end of year at Jun. 30, 2019 | $ 263,104 | $ 213 | $ 260,461 | $ 37,090 | $ (34,660) | |
[1] | Cash dividends declared per share of common stock were $0.085 and $0.085 in the six months ended June 30, 2018 and 2019, respectively. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock Issued During Period, Shares, Acquisitions | 5,593,116 | ||
Cash dividend declared per share | $ 0.085 | $ 0.085 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
OPERATING ACTIVITIES | ||
Net loss | $ (16,380) | $ (17,655) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 12,649 | 10,731 |
Amortization of financing costs | 876 | 663 |
Deferred rent | 368 | |
Non-cash lease expense | 1,156 | |
Stock compensation expense | 2,100 | 1,759 |
Undistributed equity in losses (earnings), net of taxes | 185 | (232) |
Loss on early retirement of debt | 66 | |
SKU Rationalization | 8,500 | |
Changes in operating assets and liabilities (excluding the effects of business acquisitions): | ||
Accounts receivable | 34,184 | 41,441 |
Inventory | (40,900) | (39,555) |
Prepaid expenses, other current assets and other assets | (1,568) | (185) |
Accounts payable, accrued expenses and other liabilities | 15,587 | 5,170 |
Income taxes receivable | (9,247) | (4,095) |
Income taxes payable | (4,242) | |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 7,142 | (5,766) |
INVESTING ACTIVITIES | ||
Purchases of property and equipment | (3,867) | (3,168) |
Filament acquisition, net of cash acquired | (217,932) | |
NET CASH USED IN INVESTING ACTIVITIES | (3,867) | (221,100) |
FINANCING ACTIVITIES | ||
Proceeds from revolving credit facility | 136,455 | 126,283 |
Repayments of revolving credit facility | (133,497) | (161,173) |
Proceeds from term loan | 275,000 | |
Repayments of term loan | (1,375) | (688) |
Proceeds from short term loan | 79 | |
Payments on short term loan | (71) | |
Payment of financing costs | (11,154) | |
Payment of equity issuance costs | (936) | |
Payments for capital leases | (12) | (24) |
Payments of tax withholding for stock based compensation | (390) | (398) |
Proceeds from exercise of stock options | 133 | |
Cash dividends paid | (1,786) | (1,535) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (472) | 225,383 |
Effect of foreign exchange on cash | 85 | (118) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 2,888 | (1,601) |
Cash and cash equivalents at beginning of period | 7,647 | 7,600 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ 10,535 | $ 5,999 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2019 | |
BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES | NOTE A — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES Organization and business Lifetime Brands, Inc. (the “Company”) designs, sources and sells branded kitchenware, tableware and other products used in the home and markets its products under a number of brand names and trademarks, which are either owned or licensed by the Company, or through retailers’ private labels. The Company markets and sells its products principally on a wholesale basis to retailers. The Company also markets and sells a limited selection of its products directly to consumers through third parties and its own internet websites. Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“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. In the opinion of management, all adjustments, which consist only of normal recurring accruals, considered necessary for a fair presentation have been included. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the “2018 Annual Report on Form 10-K”). Operating results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019. The Company’s business and working capital needs are highly seasonal, with a majority of sales occurring in the third and fourth quarters. In 2018 and 2017, net sales for the third and fourth quarters accounted for 62% and 60% of total annual net sales, respectively. In anticipation of the pre-holiday shipping season, inventory levels increase primarily in the June through October time period. Revenue recognition The Company sells products wholesale, to retailers and distributors, and retail, directly to the consumer. Wholesale sales and retail sales are recognized at the point in time the customer obtains control of the products, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products. The Company offers various sales incentives and promotional programs to its customers in the normal course of business. These incentives and promotions typically include arrangements such as cooperative advertising, buydowns, volume rebates and discounts. These arrangements and returns are reflected as reductions of revenue at the time of sale. See Note B – Revenue for additional information. Cost of sales Cost of sales consists primarily of costs associated with the production and procurement of products, inbound freight costs, purchasing costs, royalties, tooling, and other product procurement related charges. Prior to January 1, 2019, depreciation associated with certain tooling used to produce products was classified as selling, general and administrative expenses. The amount recorded in cost of sales for the three and six months ended June 30, 2019 was $0.4 million and $0.7 million, respectively. The impact on the comparative periods presented is de minimis and therefore, the comparative periods have not been adjusted to reflect this change in accounting policy. The Company implemented programs to improve the productivity of its inventory and simplify its U.S. business. In connection therewith, it initiated a stock keeping unit rationalization (“SKU Rationalization”) initiative to identify inventory to discontinue from active status, consistent with the objectives of these programs. During the three months ended June 30, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative. The inventory affected represents approximately 8% of its consolidated inventory. Distribution expenses Distribution expenses consist primarily of warehousing expenses and freight-out expenses. Accounts receivable The Company periodically reviews the collectability of its accounts receivable and establishes allowances for estimated losses that could result from the inability of its customers to make required payments. A considerable amount of judgment is required to assess the ultimate potential realization of these receivables including assessing the initial and on-going creditworthiness of the Company’s customers. The Company also maintains an allowance for anticipated customer deductions. The allowances for deductions are primarily based on contracts with customers. However, in certain cases, the Company does not have a formal contract and, therefore, customer deductions are non-contractual. To evaluate the reasonableness of non-contractual customer deductions, the Company analyzes currently available information and historical trends of deductions. Receivable purchase agreement The Company has an uncommitted Receivables Purchase Agreement with HSBC Bank USA, National Association (“HSBC”) as Purchaser (the “Receivables Purchase Agreement”). The sale of accounts receivable, under the Company’s Receivable Purchase Agreement with HSBC, is reflected as a reduction of accounts receivable in the Company’s condensed consolidated balance sheets at the time of sale and any related expense is included in selling, general and administrative expenses in the Company’s condensed consolidated statements of operations. Pursuant to this agreement, the Company sold to HSBC $24.1 million and $49.2 million of receivables during the three and six months ended June 30, 2019, respectively, and $19.1 million and $38.7 million of receivables during the three and six months ended June 30, 2018, respectively. Charges of $138,500 and $286,000 related to the sale of the receivables are included in selling, general and administrative expenses in the condensed consolidated statements of operations for the three and six months ended June 30, 2019, respectively. Charges of $99,000 and $189,000 related to the sale of receivables are included in selling, general and administrative expenses in the condensed consolidated statements of operations for the three and six months ended June 30, 2018, respectively. Inventory Inventory consists principally of finished goods sourced from third-party suppliers. Inventory also includes finished goods, work in process and raw materials related to the Company’s manufacture of sterling silver products. Inventory is priced using the lower of cost (first-in, first-out basis) or net realizable value. The Company estimates the selling price of its inventory on a product by product basis based on the current selling environment. If the estimated selling price is lower than the inventory’s cost, the Company reduces the value of the inventory to its net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The components of inventory were as follows (in thousands): June 30, December 31, 2019 2018 Finished goods $ 197,310 $ 165,969 Work in process 97 375 Raw materials 8,200 7,257 Total $ 205,607 $ 173,601 Fair value of financial instruments The Company determined that the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair values because of their short-term nature. The Company determined that the carrying amounts of borrowings outstanding under its revolving credit facility, term loan and short term loan approximate fair value since such borrowings bear interest at variable market rates. Derivatives The Company accounts for derivative instruments in accordance with Accounting Standard Codification (“ASC”) Topic No. 815, Derivatives and Hedging Goodwill, intangible assets and long-lived assets Goodwill and intangible assets deemed to have indefinite lives are not amortized but, instead, are subject to an annual impairment assessment. Additionally, if events or conditions were to indicate the carrying value of a reporting unit may not be recoverable, the Company would evaluate goodwill and other intangible assets for impairment at that time. As it relates to the goodwill assessment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the goodwill impairment testing described in Accounting Standards Update (“ASU”) Topic No. 350, Intangibles – Goodwill and Other Long-lived assets, including intangible assets deemed to have finite lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment indicators include, among other conditions, cash flow deficits, historic or anticipated declines in revenue or operating profit or material adverse changes in the business climate that indicate that the carrying amount of an asset may be impaired. When impairment indicators are present, the recoverability of the asset is measured by comparing the carrying value of the asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Leases The Company determines if an arrangement is a lease at the inception of a contract. Operating lease right-of-use (“ROU”) assets are included in operating lease right-of-use assets on the condensed consolidated balance sheets. The current and long-term components of operating lease liabilities are included in the current portion of operating lease liability and operating lease liabilities, respectively, on the condensed consolidated balance sheets. Finance leases were not material to the Company’s condensed consolidated balance sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease ROU asset may also include any lease payments made, adjusted for any prepaid or accrued rent payments, lease incentives, and initial direct costs incurred. Certain leases may include options to extend or terminate the lease. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. For certain equipment leases, the Company applies a portfolio approach to effectively account for any ROU assets and liabilities. Leases with an initial term of twelve months or less are not recorded on the balance sheet. The Company has elected the practical expedient to account for each separate lease component of a contract and its associated non-lease components as a single lease component, thus causing all fixed payments to be capitalized. Employee healthcare The Company self-insures certain portions of its health insurance plans. The Company maintains an accrual for unpaid claims and estimated claims incurred but not yet reported (“IBNR”). Although management believes that it uses the best information available to estimate claims IBNR, actual claims may vary significantly from estimated claims. Restructuring expenses Costs associated with restructuring activities are recorded at fair value when a liability has been incurred. A liability has been incurred at the point of closure for any remaining operating lease obligations and at the communication date for severance. In connection with the Company’s March 2018 acquisition of Filament, the Company commenced a restructuring plan to integrate the operations of Filament with the Company’s operations and realize the savings expected from the synergies of the acquisition. During the three and six months ended June 30, 2019, the Company incurred $0.1 million and $0.4 million, respectively, of Filament restructuring charges, primarily related to severance, of which $0.1 million was accrued at June 30, 2019. During the three and six months ended June 30, 2018, the Company incurred $0.4 million and $0.8 million, respectively, of Filament restructuring charges, primarily related to severance, of which $0.4 million was accrued at June 30, 2018. During the three and six months ended June 30, 2019, the Company incurred $0.1 million and $0.4 million of restructuring expense, primarily related to severance, for the integration of its legal entities operating in Europe. In 2018, the Company finalized its integration plans for its European operations and took further steps to consolidate its operations. The Company will combine its physical locations in the U.K. in 2019 and expects to incur approximately $1.1 million of additional restructuring and integration charges in 2019. At June 30, 2019, $0.6 million of restructuring charges related to the European restructuring plan were accrued. Adoption of new accounting pronouncements Effective January 1, 2019, the Company adopted ASU 2016-02, Leases (Topic 842) , Effective January 1, 2019, the Company adopted ASU 2018-02, Income Statement- Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2019 | |
REVENUE | NOTE B —REVENUE The Company sells products wholesale, to retailers and distributors, and retail, directly to the consumer. Wholesale sales and retail sales are recognized at the point in time the customer obtains control of the products in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products. To indicate the transfer of control, the Company must have a present right to payment, legal title must have passed to the customer, the customer must have the significant risks and rewards of ownership, and where acceptance is not a formality, the customer must have accepted the product or service. The Company’s principal terms of sale are Free On Board (“FOB”) Shipping Point, or equivalent, and, as such, the Company primarily transfers control and records revenue for product sales upon shipment. Sales arrangements with delivery terms that are not FOB Shipping Point are not recognized upon shipment and the transfer of control for revenue recognition is evaluated based on the associated shipping terms and customer obligations. Shipping and handling fees that are billed to customers in sales transactions are included in net sales and amounted to $0.6 million and $1.3 million for the three and six months ended June 30, 2019, respectively, and $0.8 million and $1.3 million for the three and six months ended June 30, 2018, respectively. Net sales exclude taxes that are collected from customers and remitted to the taxing authorities. The Company offers various sales incentives and promotional programs to its wholesale customers from time to time in the normal course of business. These incentives and promotions typically include arrangements such as cooperative advertising, buydowns, volume rebates and discounts. These arrangements represent forms of variable consideration and an estimate of sales returns are reflected as reductions in net sales in the Company’s condensed consolidated statements of operations. These estimates are based on historical experience and other known factors or as the most likely amount in a range of possible outcomes. On a quarterly basis, variable consideration is assessed on a portfolio approach in estimating the extent to which the components of variable consideration are constrained. Payment terms with customers vary by customer, but generally range from 30 to 90 days or at the point of sale for the Company’s retail direct sales. The Company incurs certain direct incremental costs to obtain contracts with customers, such as sales-related commissions, where the recognition period for the related revenue is less than one year. These costs are expensed as incurred and recorded within selling, general and administrative expenses in the condensed consolidated statements of operations. Incidental items that are immaterial in the context of the contract are expensed as incurred. The following tables present the Company’s net sales disaggregated by segment, product category and geographic region for the three and six months ended June 30, 2019 (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 U.S. Segment Kitchenware $ 65,625 $ 134,892 Tableware 28,759 55,211 Home Solutions 28,708 60,027 Total U.S.Segment 123,092 250,130 International Segment Kitchenware 12,376 26,512 Tableware 7,068 15,820 Total International Segment 19,444 42,332 Total net sales $ 142,536 $ 292,462 United States $ 116,683 $ 238,092 United Kingdom 14,775 30,712 Rest of World 11,078 23,658 Total net sales $ 142,536 $ 292,462 |
ACQUISITION
ACQUISITION | 6 Months Ended |
Jun. 30, 2019 | |
ACQUISITION | NOTE C —ACQUISITION On December 22, 2017, the Company entered into an agreement providing for the acquisition of Filament by the Company. The acquisition was completed on March 2, 2018. The aggregate consideration for Filament, after taking into account certain adjustments, was $294.4 million, consisting of $217.5 million of cash consideration and 5,593,116 newly issued shares of the Company’s common stock, with a value equal to $76.9 million based on the market value of the Company’s common stock as of March 2, 2018. The purchase price was allocated based on the Company’s final estimate of the fair value of the assets acquired and liabilities assumed, as follows (in thousands): Accounts receivable $ 26,224 Inventory 29,044 Other assets 5,620 Other liabilities (23,018 ) Deferred income tax (13,881 ) Goodwill and other intangibles 270,427 Total allocated value $ 294,416 Goodwill results from such factors as an assembled workforce. The total amount of goodwill is not expected to be deductible for tax purposes. The goodwill and other intangible assets are primarily included in the U.S. segment. Customer relationships are amortized on a straight-line basis over their estimated useful lives (see Note F – Intangible Assets). The three and six months ended June 30, 2018 included the operations of Filament for the period from March 2, 2018, the date of acquisition, to June 30, 2018. The condensed consolidated statements of operations for the three months ended June 30, 2018 include $29.3 million of net sales and $0.4 million of net loss from operations contributed by Filament. The condensed consolidated statements of operations for the six months ended June 30, 2018, include $38.6 million of net sales and $1.5 million of net loss from operations contributed by Filament. Unaudited Pro forma Results The following table presents the Company’s pro forma consolidated net sales, loss before income taxes and equity in earnings and net loss for the three and six months ended June 30, 2018. The unaudited pro forma results include the historical statements of operations information of the Company and of Filament, giving effect to the Filament acquisition and related financing as if they had occurred at the beginning of the periods presented. Three Months Ended Six Months Ended June 30, 2018 June 30, 2018 (in thousands, except per share data) Net sales $ 148,651 $ 292,631 Loss before income taxes and equity in earnings (6,694 ) (22,904 ) Net loss (5,092 ) (17,235 ) Basic and diluted loss per common share (0.25 ) (0.85 ) The unaudited pro forma results do not include any revenue or cost reductions that may be achieved through the business combination or the impact of non-recurring items directly related to the business combination. The unaudited pro forma results are not necessarily indicative of the operating results that would have occurred if the Filament acquisition had been completed as of the date for which the pro forma financial information is presented. In addition, the unaudited pro forma results do not purport to project the future condensed consolidated operating results of the combined company. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2019 | |
LEASES | NOTE D — LEASES The Company adopted ASC 842 as of January 1, 2019, using the cumulative effective adjustment method wherein the Company applied the new leases standard at the adoption date. Accordingly, all periods prior to January 1, 2019 were presented in accordance with the previous ASC Topic 840 – Leases The Company has operating leases for corporate offices, distribution facilities, manufacturing plants, and certain vehicles. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company has elected the practical expedient to account for each separate lease component of a contract and its associated non-lease components as a single lease component, thus causing all fixed payments to be capitalized. The Company also elected the package of practical expedients permitted within the new standard, which among other things, allows the Company to carry forward historical lease classification. Variable lease payment amounts that cannot be determined at the commencement of the lease, such as increases in lease payments based on changes in index rates or usage, are not included in the ROU assets or liabilities. These are expensed as incurred and recorded as variable lease expense. ROU assets represent the Company’s right to use an underlying asset during the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the commencement date based on the net present value of fixed lease payments over the lease term. The Company’s lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. ROU assets also include any advance lease payments. As most of the Company’s operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The components of lease costs for the three and six months ended June 30, 2019 were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease costs: Fixed $ 4,907 $ 9,131 Total $ 4,907 $ 9,131 Supplemental cash flow information for the three and six months ended June 30, 2019 was as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 4,295 $ 7,975 Total $ 4,295 $ 7,975 Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 20,991 $ 115,488 Total $ 20,991 $ 115,488 The aggregate future lease payments for operating leases as of June 30, 2019 were as follows (in thousands): Operating 2019 (excluding the six months ending June 30, 2019) $ 9,952 2020 17,461 2021 17,102 2022 17,178 2023 17,343 Thereafter 88,825 Total lease payments 167,861 Less: Interest (42,068 ) Present value of lease liabilities $ 125,793 Average lease terms and discount rates were as follows: June 30, 2019 Weighted-average remaining lease term (years) Operating leases 9.6 Weighted-average discount rate Operating leases 6.2 % |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2019 | |
INVESTMENTS | NOTE E —INVESTMENTS The Company owns approximately a 30% interest in Grupo Vasconia S.A.B. (“Vasconia”), an integrated manufacturer of aluminum products and one of Mexico’s largest housewares companies. Shares of Vasconia’s capital stock are traded on the Bolsa Mexicana de Valores, the Mexican Stock Exchange. The Quotation Key is VASCONI. The Company accounts for its investment in Vasconia using the equity method of accounting and records its proportionate share of Vasconia’s net income in the Company’s condensed consolidated statements of operations. Accordingly, the Company has recorded its proportionate share of Vasconia’s net income (reduced for amortization expense related to the customer relationships acquired) for the three and six months ended June 30, 2019 and 2018 in the accompanying condensed consolidated statements of operations. The value of the Company’s investment balance has been translated from Mexican Pesos (“MXN”) to U.S. Dollars (“USD”) using the spot rates of MXN 19.19 and MXN 19.64 at June 30, 2019 and December 31, 2018, respectively. The Company’s proportionate share of Vasconia’s net income has been translated from MXN to USD using the average exchange rates of MXN 19.11 and MXN 19.38 during the three months ended June 30, 2019 and 2018, respectively, and MXN 19.11 to MXN 19.24 and MXN 18.71 to MXN 19.38 during the six months ended June 30, 2019 and 2018, respectively. The effect of the translation of the Company’s investment resulted in a decrease to the investment of $1.5 million during the six months ended June 30, 2019 and a decrease to the investment of $1.1 million during the six months ended 2018. These translation effects are recorded in accumulated other comprehensive loss. Included within prepaid expenses and other current assets at June 30, 2019 and December 31, 2018 are amounts due from Vasconia of $159,000 and $95,000, respectively. Included within accrued expenses and accounts payable at June 30, 2019 and December 31, 2018 are amounts due to Vasconia of $68,000 and $0, respectively. Summarized statement of income information for Vasconia in USD and MXN is as follows (in thousands): Three Months Ended June 30, 2019 2018 USD MXN USD MXN Net sales $ 37,040 $ 707,837 $ 48,061 $ 931,329 Gross profit 9,291 177,552 9,986 193,517 Income from operations 2,805 53,601 3,655 70,827 Net (Loss) Income (178 ) (3,407 ) 2,457 47,621 Six Months Ended June 30, 2019 2018 USD MXN USD MXN Net Sales $ 78,534 $ 1,506,175 $ 87,630 $ 1,671,735 Gross Profit 17,229 330,273 17,105 326,724 Income from operations 4,698 90,027 4,804 92,330 Net (Loss) Income (511 ) (9,813 ) 2,095 40,845 The Company recorded equity in (losses) earnings of Vasconia, net of taxes, of $(69,000) and $(185,000) for the three and six months ended June 30, 2019, respectively. The Company recorded equity in (losses) earnings of Vasconia, net of taxes, of $155,000 and $232,000 for the three and six months ended June 30, 2018, respectively. Equity in (losses) earnings for the three and six months ended June 30, 2018 includes deferred tax expense of $(501,000) and $(306,000), respectively, due to the requirement to record tax benefits for foreign currency translation gains and losses through other comprehensive loss, with a corresponding adjustment to deferred tax liabilities. As of June 30, 2019 and December 31, 2018, the fair value (based upon Vasconia’s quoted stock price) of the Company’s investment in Vasconia was $34.2 million and $31.9 million, respectively. The carrying value of the Company’s investment in Vasconia was $20.9 million and $22.6 million as of June 30, 2019 and December 31, 2018, respectively. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2019 | |
INTANGIBLE ASSETS | NOTE F — INTANGIBLE ASSETS Intangible assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Accumulated Accumulated Gross Amortization Net Gross Impairment Amortization Net Goodwill $ 92,637 $ — $ 92,637 $ 93,895 $ (2,205 ) $ — $ 91,690 Indefinite-lived intangible assets: Trade names 58,216 — 58,216 58,216 — — 58,216 Finite-lived intangible assets: Licenses 15,847 (10,059 ) 5,788 15,847 — (9,825 ) 6,022 Trade names 43,559 (15,545 ) 28,014 43,689 — (13,965 ) 29,724 Customer relationships 175,396 (33,691 ) 141,705 175,482 — (27,538 ) 147,944 Other 6,508 (1,554 ) 4,954 6,510 — (1,259 ) 5,251 Total $ 392,163 $ (60,849 ) $ 331,314 $ 393,639 $ (2,205 ) $ (52,587 ) $ 338,847 |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2019 | |
DEBT | NOTE G — DEBT The Company’s credit agreement (the “ABL Agreement”) with JPMorgan Chase Bank, N.A. (“JPMorgan”), includes a senior secured asset-based revolving credit facility in the maximum aggregate principal amount of $150.0 million, which facility will mature on March 2, 2023, and a loan agreement (the “Term Loan” and together with the ABL Agreement, the “Debt Agreements”) provides for a senior secured term loan credit facility in the original principal amount of $275.0 million, which will mature on February 28, 2025. The Term Loan facility will be repaid in quarterly payments, which commenced June 30, 2018, of principal equal to 0.25% of the original aggregate principal amount of the Term Loan facility. The Term Loan requires the Company to make an annual prepayment of principal based upon excess cash flow (the “Excess Cash Flow”), if any. Based upon its current estimate of Excess Cash Flow, as defined, to be generated in calendar year 2019, the Company expects to prepay approximately $12.0 million of principal in the first quarter of 2020. Accordingly, this estimated amount is recorded in the current maturity of term loan on the condensed consolidated balance sheets. The maximum borrowing amount under the ABL Agreement may be increased to up to $200.0 million if certain conditions are met. One or more tranches of additional term loans (the “Incremental Facilities”) may be added under the Term Loan if certain conditions are met. The Incremental Facilities may not exceed the sum of (i) $50.0 million plus (ii) an unlimited amount so long as, in the case of (ii) only, the Company’s secured net leverage ratio, as defined in and computed pursuant to the Term Loan, is no greater than 3.75 to 1.00, subject to certain limitations and for the period defined pursuant to the Term Loan. At June 30, 2019 and December 31, 2018, borrowings outstanding under the ABL Agreement were $44.9 million and $42.1 million, respectively, and open letters of credit were $3.2 million and $3.4 million, respectively. At June 30, 2019, availability under the ABL Agreement was approximately $101.9 million. Availability under the ABL Agreement depends on the valuation of certain current assets comprising the borrowing base. Due to the seasonality of the Company’s business, this may mean that the Company will have greater borrowing availability during the third and fourth quarters of each year. The borrowing capacity under the ABL Agreement will depend, in part, on eligible levels of accounts receivable and inventory that fluctuate regularly. Consequently, the $150.0 million commitment thereunder may not represent actual borrowing capacity. At June 30, 2019 and December 31, 2018, $271.6 million and $272.9 million, respectively, was outstanding under the Term Loan. At June 30, 2019, unamortized debt issuance costs of $1.5 million and $6.8 million offset the short-term and long-term outstanding balances, respectively, of the Term Loan. The Company’s payment obligations under its Debt Agreements are unconditionally guaranteed by its existing and future U.S. subsidiaries with certain minor exceptions. Certain payment obligations under the ABL Agreement are also direct obligations of its foreign subsidiary borrowers designated as such under the ABL Agreement and, subject to limitations on such guaranty, are guaranteed by the foreign subsidiary borrowers, as well as by the Company. The obligations of the Company under the Debt Agreements and any hedging arrangements and cash management services and the guarantees by its domestic subsidiaries in respect of those obligations are secured by substantially all of the assets and stock (but in the case of foreign subsidiaries, limited to 65% of the capital stock in first-tier foreign subsidiaries and not including the stock of subsidiaries of such first-tier foreign subsidiaries) owned by the Company and the U.S. subsidiary guarantors, subject to certain exceptions. Such security interest consists of (1) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and its domestic subsidiaries (the “ABL Collateral”) pledged as collateral in favor of lenders under the ABL Agreement and a second-priority lien in the ABL Collateral in favor of the lenders under the Term Loan and (2) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and its domestic subsidiaries (the “Term Loan Collateral”) pledged as collateral in favor of lenders under the Term Loan and a second-priority lien in the Term Loan Collateral in favor of the lenders under the ABL Agreement. Borrowings under the revolving credit facility bear interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.5% or one-month LIBOR plus 1.0%, plus a margin of 0.25% to 0.75%, or (ii) LIBOR plus a margin of 1.25% to 1.75%. The respective margins are based upon the Company’s total leverage ratio, as defined in and computed pursuant to the ABL Agreement. Interest rates on outstanding borrowings under the ABL Agreement at June 30, 2019 ranged from 2.4% to 6.25%. In addition, the Company paid a commitment fee that ranged from 0.250% to 0.375% on the unused portion of the ABL Agreement during the six months ended June 30, 2019. The term loan facility bears interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.5% or one-month LIBOR plus 1.0%, plus a margin of 2.50% or (ii) LIBOR plus a margin of 3.50%. The interest rate on outstanding borrowings under the Term Loan at June 30, 2019 was 5.9%. The Debt Agreements provide for customary restrictions and events of default. Restrictions include limitations on additional indebtedness, acquisitions, investments and payment of dividends, among other things. Further, the ABL Agreement provides that during any period (a) commencing on the last day of the most recently ended four consecutive fiscal quarters on or prior to the date availability under the ABL Agreement is less than the greater of $15.0 million and 10% of the aggregate commitment under the ABL Agreement at any time and (b) ending on the day after such availability has exceeded the greater of $15.0 million and 10% of the aggregate commitment under the ABL Agreement for forty-five (45) consecutive days, the Company is required to maintain a minimum fixed charge coverage ratio of 1.10 to 1.00 as of the last day of any period of four consecutive fiscal quarters. The Company was in compliance with the covenants of the Debt Agreements at June 30, 2019. |
DERIVATIVES
DERIVATIVES | 6 Months Ended |
Jun. 30, 2019 | |
DERIVATIVES | NOTE H DERIVATIVES The Company is a party to interest rate swap agreements with an aggregate notional value of $100.0 million at June 30, 2019. The Company designated the interest rate swaps as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings. The hedge periods of these agreements commenced in April 2018 and expire in March 2023. The notional amounts are reduced over these periods. In June 2019, the Company entered into new interest rate swap agreements, with an aggregate notional value of $25.0 million at June 30, 2019. These non-designated interest rate swaps serve as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings and expire in February 2025. The Company is exposed to market risks as well as changes in foreign currency exchange rates as measured against the USD and each other, and changes to credit risk of derivative counterparties. The Company attempts to minimize these risks by primarily using foreign currency forward contracts and by maintaining counterparty credit limits. These hedging activities provide only limited protection against currency exchange and credit risk. Factors that could influence the effectiveness of the Company’s hedging programs include currency markets and availability of hedging instruments and liquidity of the credit markets. All foreign currency forward contracts that the Company enters into are components of hedging programs and are entered into for the sole purpose of hedging an existing or anticipated currency exposure. The Company does not enter into such contracts for speculative purposes and currently does not have any foreign currency forward contract derivatives that are not designated as hedges. Fluctuations in the value of certain foreign currencies as compared to the USD may positively or negatively affect the Company’s revenues, gross margins, operating expenses, and retained earnings, all of which are expressed in USD. Where the Company deems it prudent, the Company engages in hedging programs using foreign currency forward contracts aimed at limiting the impact of foreign currency exchange rate fluctuations on earnings. The Company purchases short-term (i.e. 12 months or less) foreign currency forward contracts to protect against currency exchange risks associated with the payment of merchandise purchases to foreign suppliers. The Company does not hedge the translation of foreign currency profits into USD, as the Company regards this as an accounting exposure rather than an economic exposure. The aggregate gross notional values of foreign exchange contracts at June 30, 2019 was $9.0 million. These foreign exchange contracts have been designated as hedges in to order to apply hedge accounting. The fair values of the Company’s derivative financial instruments included in the condensed consolidated balance sheets are presented as follows (in thousands): Derivatives designated as hedging instruments Balance Sheet June 30, 2019 December 31, 2018 Interest rate swaps Prepaid Expenses $ 460 $ 42 Other Assets 1,372 157 Foreign exchange contracts Prepaid Expenses 370 — Derivatives not designated as hedging instruments Balance Sheet June 30, 2019 December 31, 2018 Interest rate swaps Other Assets $ 350 $ — The fair values of the derivatives have been obtained from the counterparties to the agreements and were based on Level 2 observable inputs using proprietary models and estimates about relevant future market conditions. The counterparties to the derivative financial instruments are major international financial institutions. The Company is exposed to credit risk for the net exchanges under these agreements, but not for the notional amounts. The Company does not anticipate non-performance by any of its counterparties. The amounts of gains and (losses) related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive loss, net of taxes, as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, Derivatives designated as hedging instruments 2019 2018 2019 2018 Interest rate swaps, net of taxes $ 748 $ (263 ) $ 1,224 $ (277 ) Foreign exchange contracts, net of taxes 234 — 354 — $ 982 $ (263 ) $ 1,578 $ (277 ) Gains or losses on the interest rate swaps, designated as hedges, will be reclassified into earnings as interest expense as the interest on the debt is recognized. During the three and six months ended June 30, 2019 and June 30, 2018, the Company recognized $0.1 million and $0.2 million of interest expense related to the interest rate swaps, respectively. Gains or losses on the foreign exchange contracts will be reclassified into cost of sales as the hedged merchandise purchases are sold. The amount recorded as a gain in cost of sales for the three and six months ended June 30, 2019 was $0.1 million. The amounts of the gains and (losses) related to the Company’s derivative financial instruments not designated as hedging instruments that were recognized in earnings are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, Derivatives not designated as hedging instruments Location of gain (loss) 2019 2018 2019 2018 Interest rate swaps Interest expense $ 350 — $ 350 — Foreign exchange contracts Selling, general and administrative expense — $ 1,468 — $ (47 ) |
STOCK COMPENSATION
STOCK COMPENSATION | 6 Months Ended |
Jun. 30, 2019 | |
STOCK COMPENSATION | NOTE I STOCK COMPENSATION Option Awards A summary of the Company’s stock option activity and related information for the six months ended June 30, 2019 is as follows: Options Weighted- Weighted- Aggregate Options outstanding, January 1, 2019 1,548,825 $ 13.87 Grants 296,500 9.21 Exercises (75,000 ) 4.28 Cancellations (6,750 ) 13.34 Expirations (68,125 ) 15.57 Options outstanding, June 30, 2019 1,695,450 13.41 4.9 $ 87,425 Options exercisable, June 30, 2019 1,212,172 $ 14.27 3.1 $ 87,425 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value that would have been received by the option holders had all option holders exercised their stock options on June 30, 2019. The intrinsic value is calculated for each in-the-money stock option as the difference between the closing price of the Company’s common stock on June 30, 2019 and the exercise price. Total unrecognized stock option compensation expense at June 30, 2019, before the effect of income taxes, was $1.7 million and is expected to be recognized over a weighted-average period of 1.8 years. Restricted Stock A summary of the Company’s restricted stock activity and related information for the six months ended June 30, 2019 is as follows: Restricted Weighted- Non-vested restricted shares, January 1, 2019 326,545 $ 14.63 Grants 437,997 9.26 Vested (145,049 ) 14.49 Cancellations (24,362 ) 13.99 Non-vested restricted shares, June 30, 2019 595,131 $ 10.74 Total unrecognized compensation expense remaining $ 5,904,000 Weighted-average years expected to be recognized over 1.8 The fair value of restricted stock that vested during the six months ended June 30, 2019 was $1.4 million. Performance shares Each performance award represents the right to receive up to 150% of the target number of shares of common stock. The number of shares of common stock earned will be determined based on the attainment of specified performance goals, as determined by the Compensation Committee, by the end of the performance period. The shares are subject to the terms and conditions of the Company’s Amended and Restated 2000 Long Term Incentive Plan (the “Plan”). A summary of the Company’s performance-based award activity and related information for the six months ended June 30, 2019 is as follows: Performance- (1) Weighted- Non-vested performance-based awards, January 1, 2019 339,287 $ 14.82 Grants 156,775 9.21 Vested (66,761 ) 15.69 Cancellations (25,767 ) 15.46 Non-vested performance-based awards, June 30, 2019 403,534 $ 12.45 Total unrecognized compensation expense remaining $ 3,037,000 Weighted-average years expected to be recognized over 1.9 (1) Represents the target number of shares to be issued for each performance-based award. The total fair value of performance-based awards that vested during the six months ended June 30, 2019 was $0.6 million. The Company recognized total stock compensation expense of $1.2 million for the three months ended June 30, 2019, of which $0.1 million represents stock option compensation expense and $1.1 million represents restricted stock and performance-based stock compensation expense. For the six months ended June 30, 2019, the Company recognized total stock compensation expense of $2.1 million, of which $0.3 million represents stock option compensation expense and $1.8 million represents restricted stock and performance-based stock compensation expense. The Company recognized total stock compensation expense of $0.9 million for the three months ended June 30, 2018, of which $0.2 million represents stock option compensation expense and $0.7 million represents restricted stock and performance-based stock compensation expense. For the six months ended June 30, 2018, the Company recognized total stock compensation expense of $1.8 million, of which $0.4 million represents stock option compensation expense and $1.4 million represents restricted stock and performance-based stock compensation expense. At June 30, 2019, there were 152,342 shares available for awards that could be granted under the Plan, assuming maximum performance of performance-based awards. |
LOSS PER COMMON SHARE
LOSS PER COMMON SHARE | 6 Months Ended |
Jun. 30, 2019 | |
LOSS PER COMMON SHARE | NOTE J —LOSS PER COMMON SHARE Basic loss per common share has been computed by dividing net loss by the weighted-average number of shares of the Company’s common stock outstanding during the relevant period. Diluted loss per common share adjusts net loss and basic loss per common share for the effect of all potentially dilutive shares of the Company’s common stock. The calculations of basic and diluted loss per common share for the three and six months ended June 30, 2019 and 2018 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands, except per share amounts) Net loss– basic and diluted $ (11,513 ) $ (6,057 ) $ (16,380 ) $ (17,655 ) Weighted-average shares outstanding – basic and diluted 20,545 20,327 20,527 18,474 Basic and diluted loss per common share $ (0.56 ) $ (0.30 ) $ (0.80 ) $ (0.96 ) The computation of diluted loss per common share for the three and six months ended June 30, 2019 excludes 2,147,690 shares and 1,882,113 shares, respectively, related to options to purchase shares and other stock awards. The computation of diluted loss per common share for the three and six months ended June 30, 2018 excludes 1,990,536 shares and 1,938,124 shares, respectively, related to options to purchase shares and other stock awards. These shares were excluded due to their antidilutive effects. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2019 | |
INCOME TAXES | NOTE K— INCOME TAXES Income tax benefit of $5.8 million and $8.3 million for the three and six months ended June 30 2019, respectively, represent taxes on both U.S. and foreign earnings at combined effective income tax benefit rates of 33.6% and 33.8%, respectively. The effective rates for the three and six months ended June 30, 2019 differs from the federal statutory rate of 21% primarily due to state and local taxes and the impact of non-deductible expenses. Income tax benefit of $1.8 million and $5.6 million for the three and six months ended June 30, 2018, respectively, represent taxes on both U.S. and foreign earnings at a combined effective income tax benefit rate of 22.1% and 23.8%, respectively. The effective rates for the three and six months ended June 30, 2018 reflects the reduced U.S. corporate income tax rate, partially offset by non-deductible expenses. The Company has identified the following jurisdictions as “major” tax jurisdictions: U.S. Federal, California, Massachusetts, New York, New Jersey, Illinois, Georgia and the United Kingdom. The Company’s 2015 U.S. Federal income tax return and New York State tax returns for years 2014-2016 remain under audit with no proposed adjustments as of June 30, 2019. The Company evaluates its tax positions on a quarterly basis and revises its estimates accordingly. There were no material changes to the Company’s uncertain tax positions, interest, or penalties during the three-month periods ended June 30, 2019 and June 30, 2018. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 6 Months Ended |
Jun. 30, 2019 | |
BUSINESS SEGMENTS | NOTE L – BUSINESS SEGMENTS The Company has two reportable segments, U.S. and International. Prior to October 1, 2018, the U.S. segment was reported as two separate reportable segments, U.S. Wholesale and Retail Direct. The Company changed its reporting structure as of October 1, 2018 to reflect how the Company is managing its operations as well as what the chief operating decision maker reviews to make organizational decisions about resource allocations. Prior period segment information has been recast to reflect the current reportable segment structure of the Company. The Company has segmented its operations to reflect the manner in which management reviews and evaluates the results of its operations. The U.S. segment includes the Company’s primary domestic business that designs, markets and distributes its products to retailers, distributors and its internet websites. The International segment consists of certain business operations conducted outside the U.S. Management evaluates the performance of the U.S. and International segments based on net sales and loss from operations. Such measures give recognition to specifically identifiable operating costs such as cost of sales, distribution expenses and selling, general and administrative expenses. Certain general and administrative expenses, such as senior executive salaries and benefits, stock compensation, director fees, and accounting, legal and consulting fees, are not allocated to the specific segments and are reflected as unallocated corporate expenses. The Company implemented its SKU Rationalization initiative to improve the productivity of its inventory and simplify its U.S. business. During the three months ended June 30, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative, which negatively impacted loss from operations for the U.S. segment. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands) Net sales U.S. $ 123,092 $ 128,985 $ 250,130 $ 224,892 International 19,444 19,666 42,332 41,928 Total net sales $ 142,536 $ 148,651 $ 292,462 $ 266,820 Loss from operations U.S. $ (4,678 ) $ 1,968 $ (292 ) $ (3,572 ) International (2,868 ) (204 ) (3,915 ) (3,424 ) Unallocated corporate expenses (4,999 ) (5,065 ) (10,625 ) (9,621 ) Loss from operations $ (12,545 ) $ (3,301 ) $ (14,832 ) $ (16,617 ) Depreciation and amortization U.S. $ 5,210 $ 5,292 $ 10,481 $ 8,439 International 1,080 1,130 2,168 2,292 Total depreciation and amortization $ 6,290 $ 6,422 $ 12,649 $ 10,731 June 30, December 31, 2019 2018 (in thousands) Assets U.S. $ 684,229 $ 604,532 International 117,295 94,210 Unallocated corporate 21,177 9,830 Total Assets $ 822,701 $ 708,572 |
CONTINGENCIES
CONTINGENCIES | 6 Months Ended |
Jun. 30, 2019 | |
CONTINGENCIES | NOTE M CONTINGENCIES Wallace Silversmiths de Puerto Rico, Ltd. (“WSPR”), a wholly-owned subsidiary of the Company, operates a manufacturing facility in San Germán, Puerto Rico that is leased from the Puerto Rico Industrial Development Company (“PRIDCO”). In March 2008, the United States Environmental Protection Agency (the “EPA”) announced that the San Germán Ground Water Contamination site in Puerto Rico (the “Site”) had been added to the Superfund National Priorities List. On August 13, 2015, the EPA released its remedial investigation and feasibility study (“RI/FS”) for the Site. On December 11, 2015, the EPA issued the Record of Decision (“ROD”) for an initial operable unit, electing to implement its preferred remedy, which consists of soil vapor extraction and dual-phase extraction/ in-situ in-situ In December 2018, the Company, WSPR, and other identified Potentially Responsible Parties affiliated with the Site entered into tolling agreements to extend the statute of limitations for potential claims for the recovery of response costs for the initial operable unit under Section 107 of CERCLA. The tolling agreements do not constitute in any way an admission or acknowledgment of any fact, conclusion of law or liability by the parties to the agreements. On July 19, 2019, WSPR’s counsel received an email from the US Department of Justice attorney representing the EPA with respect to the Site providing, as a courtesy, information relating to a public meeting to be held on July 30, 2019, in San German concerning the EPA’s proposed plan for a second operable unit. The EPA is accepting public comments on the proposed remedy, which is estimated to cost $17.3 million and includes in situ treatment and monitored nature attenuation of groundwater. The public comment period lasts for 30 days and ends on August 11, 2019. However, any member of the public can request a mandatory 30 day extension. WSPR never used the primary constituents of concern and did not take up its tenancy at the Site until after EPA had discovered the damage to the local water supply. EPA has also issued notices of potential liability to numerous other entities affiliated with the Site, which used the constituents of concern. Accordingly, based on the above uncertainties and variables, it is not possible at this time for the Company to estimate its share of liability, if any, related to this matter. However, in the event of one or more definitive claims because of property damage asserted against the Company and adverse determinations related to this matter, it is possible that the ultimate liability resulting from this matter and the impact on the Company’s results of operations could be material. The Company is, from time to time, involved in other legal proceedings. The Company believes that other current litigation is routine in nature and incidental to the conduct of the Company’s business and that none of this litigation, individually or collectively, would have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. |
OTHER
OTHER | 6 Months Ended |
Jun. 30, 2019 | |
OTHER | NOTE N OTHER Cash dividends Dividends declared in the six months ended June 30, 2019 were as follows: Dividend per share Date declared Date of record Payment date $0.0425 March 12, 2019 May 1, 2019 May 15, 2019 $0.0425 June 27, 2019 August 1, 2019 August 15, 2019 On February 15, 2019 and May 15, 2019, the Company paid dividends of $0.9 million and $0.9 million to shareholders of record on February 1, 2019 and May 1, 2019, respectively. In the six months ended June 30, 2019, the Company reduced retained earnings for the accrual of $0.9 million relating to the dividend payable on August 15, 2019. On August 6, 2019, the Board of Directors declared a quarterly dividend of $0.0425 per share payable on November 15, 2019 to shareholders of record on November 1, 2019. Supplemental cash flow information Six Months Ended June 30, 2019 2018 (in thousands) Supplemental disclosure of cash flow information: Cash paid for interest $ 9,066 $ 5,614 Cash paid for taxes 993 2,763 Non-cash investing activities: Translation loss adjustment $ (1,647 ) $ (2,109 ) Components of accumulated other comprehensive loss, net Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 (in thousands) Accumulated translation adjustment: Balance at beginning of period $ (32,421 ) $ (24,441 ) $ (33,727 ) $ (27,821 ) Translation loss during period (2,953 ) (5,489 ) (1,647 ) (2,109 ) Balance at end of period $ (35,374 ) $ (29,930 ) $ (35,374 ) $ (29,930 ) Accumulated deferred gains (losses) on cash flow hedges: Balance at beginning of period $ 757 $ — $ 161 $ 14 Amounts reclassified from accumulated other comprehensive loss: Settlement of cash flow hedge (52 ) — (23 ) (14 ) Change in unrealized gains (losses) 1,034 (263 ) 1,601 (263 ) Net change in cash flow hedges, net of taxes of $306, $88, $495, and $88 982 (263 ) 1,578 (277 ) Balance at end of period $ 1,739 $ (263 ) $ 1,739 $ (263 ) Accumulated effect of retirement benefit obligations: Balance at beginning of period $ (1,037 ) $ (1,500 ) $ (1,050 ) $ (1,518 ) Amounts reclassified from accumulated other comprehensive loss: (1) Amortization of actuarial losses, net of taxes 12 17 25 35 Balance at end of period $ (1,025 ) $ (1,483 ) $ (1,025 ) $ (1,483 ) Total accumulated other comprehensive loss at end of period $ (34,660 ) $ (31,676 ) $ (34,660 ) $ (31,676 ) (1) Amounts are recorded in selling, general and administrative expense on the condensed consolidated statements of operations. |
BASIS OF PRESENTATION AND SUM_2
BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“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. In the opinion of management, all adjustments, which consist only of normal recurring accruals, considered necessary for a fair presentation have been included. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the “2018 Annual Report on Form 10-K”). Operating results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019. The Company’s business and working capital needs are highly seasonal, with a majority of sales occurring in the third and fourth quarters. In 2018 and 2017, net sales for the third and fourth quarters accounted for 62% and 60% of total annual net sales, respectively. In anticipation of the pre-holiday shipping season, inventory levels increase primarily in the June through October time period. |
Revenue recognition | Revenue recognition The Company sells products wholesale, to retailers and distributors, and retail, directly to the consumer. Wholesale sales and retail sales are recognized at the point in time the customer obtains control of the products, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products. The Company offers various sales incentives and promotional programs to its customers in the normal course of business. These incentives and promotions typically include arrangements such as cooperative advertising, buydowns, volume rebates and discounts. These arrangements and returns are reflected as reductions of revenue at the time of sale. See Note B – Revenue for additional information. |
Cost of sales | Cost of sales Cost of sales consists primarily of costs associated with the production and procurement of products, inbound freight costs, purchasing costs, royalties, tooling, and other product procurement related charges. Prior to January 1, 2019, depreciation associated with certain tooling used to produce products was classified as selling, general and administrative expenses. The amount recorded in cost of sales for the three and six months ended June 30, 2019 was $0.4 million and $0.7 million, respectively. The impact on the comparative periods presented is de minimis and therefore, the comparative periods have not been adjusted to reflect this change in accounting policy. The Company implemented programs to improve the productivity of its inventory and simplify its U.S. business. In connection therewith, it initiated a stock keeping unit rationalization (“SKU Rationalization”) initiative to identify inventory to discontinue from active status, consistent with the objectives of these programs. During the three months ended June 30, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative. The inventory affected represents approximately 8% of its consolidated inventory. |
Distribution expenses | Distribution expenses Distribution expenses consist primarily of warehousing expenses and freight-out expenses. |
Accounts receivable | Accounts receivable The Company periodically reviews the collectability of its accounts receivable and establishes allowances for estimated losses that could result from the inability of its customers to make required payments. A considerable amount of judgment is required to assess the ultimate potential realization of these receivables including assessing the initial and on-going creditworthiness of the Company’s customers. The Company also maintains an allowance for anticipated customer deductions. The allowances for deductions are primarily based on contracts with customers. However, in certain cases, the Company does not have a formal contract and, therefore, customer deductions are non-contractual. To evaluate the reasonableness of non-contractual customer deductions, the Company analyzes currently available information and historical trends of deductions. |
Receivable purchase agreement | Receivable purchase agreement The Company has an uncommitted Receivables Purchase Agreement with HSBC Bank USA, National Association (“HSBC”) as Purchaser (the “Receivables Purchase Agreement”). The sale of accounts receivable, under the Company’s Receivable Purchase Agreement with HSBC, is reflected as a reduction of accounts receivable in the Company’s condensed consolidated balance sheets at the time of sale and any related expense is included in selling, general and administrative expenses in the Company’s condensed consolidated statements of operations. Pursuant to this agreement, the Company sold to HSBC $24.1 million and $49.2 million of receivables during the three and six months ended June 30, 2019, respectively, and $19.1 million and $38.7 million of receivables during the three and six months ended June 30, 2018, respectively. Charges of $138,500 and $286,000 related to the sale of the receivables are included in selling, general and administrative expenses in the condensed consolidated statements of operations for the three and six months ended June 30, 2019, respectively. Charges of $99,000 and $189,000 related to the sale of receivables are included in selling, general and administrative expenses in the condensed consolidated statements of operations for the three and six months ended June 30, 2018, respectively. |
Inventory | Inventory Inventory consists principally of finished goods sourced from third-party suppliers. Inventory also includes finished goods, work in process and raw materials related to the Company’s manufacture of sterling silver products. Inventory is priced using the lower of cost (first-in, first-out basis) or net realizable value. The Company estimates the selling price of its inventory on a product by product basis based on the current selling environment. If the estimated selling price is lower than the inventory’s cost, the Company reduces the value of the inventory to its net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The components of inventory were as follows (in thousands): June 30, December 31, 2019 2018 Finished goods $ 197,310 $ 165,969 Work in process 97 375 Raw materials 8,200 7,257 Total $ 205,607 $ 173,601 |
Fair value of financial instruments | Fair value of financial instruments The Company determined that the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable are reasonable estimates of their fair values because of their short-term nature. The Company determined that the carrying amounts of borrowings outstanding under its revolving credit facility, term loan and short term loan approximate fair value since such borrowings bear interest at variable market rates. |
Derivatives | Derivatives The Company accounts for derivative instruments in accordance with Accounting Standard Codification (“ASC”) Topic No. 815, Derivatives and Hedging |
Goodwill, intangible assets and long-lived assets | Goodwill, intangible assets and long-lived assets Goodwill and intangible assets deemed to have indefinite lives are not amortized but, instead, are subject to an annual impairment assessment. Additionally, if events or conditions were to indicate the carrying value of a reporting unit may not be recoverable, the Company would evaluate goodwill and other intangible assets for impairment at that time. As it relates to the goodwill assessment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the goodwill impairment testing described in Accounting Standards Update (“ASU”) Topic No. 350, Intangibles – Goodwill and Other Long-lived assets, including intangible assets deemed to have finite lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment indicators include, among other conditions, cash flow deficits, historic or anticipated declines in revenue or operating profit or material adverse changes in the business climate that indicate that the carrying amount of an asset may be impaired. When impairment indicators are present, the recoverability of the asset is measured by comparing the carrying value of the asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. |
Leases | Leases The Company determines if an arrangement is a lease at the inception of a contract. Operating lease right-of-use (“ROU”) assets are included in operating lease right-of-use assets on the condensed consolidated balance sheets. The current and long-term components of operating lease liabilities are included in the current portion of operating lease liability and operating lease liabilities, respectively, on the condensed consolidated balance sheets. Finance leases were not material to the Company’s condensed consolidated balance sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease ROU asset may also include any lease payments made, adjusted for any prepaid or accrued rent payments, lease incentives, and initial direct costs incurred. Certain leases may include options to extend or terminate the lease. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. For certain equipment leases, the Company applies a portfolio approach to effectively account for any ROU assets and liabilities. Leases with an initial term of twelve months or less are not recorded on the balance sheet. The Company has elected the practical expedient to account for each separate lease component of a contract and its associated non-lease components as a single lease component, thus causing all fixed payments to be capitalized. |
Employee healthcare | Employee healthcare The Company self-insures certain portions of its health insurance plans. The Company maintains an accrual for unpaid claims and estimated claims incurred but not yet reported (“IBNR”). Although management believes that it uses the best information available to estimate claims IBNR, actual claims may vary significantly from estimated claims. |
Restructuring expenses | Restructuring expenses Costs associated with restructuring activities are recorded at fair value when a liability has been incurred. A liability has been incurred at the point of closure for any remaining operating lease obligations and at the communication date for severance. In connection with the Company’s March 2018 acquisition of Filament, the Company commenced a restructuring plan to integrate the operations of Filament with the Company’s operations and realize the savings expected from the synergies of the acquisition. During the three and six months ended June 30, 2019, the Company incurred $0.1 million and $0.4 million, respectively, of Filament restructuring charges, primarily related to severance, of which $0.1 million was accrued at June 30, 2019. During the three and six months ended June 30, 2018, the Company incurred $0.4 million and $0.8 million, respectively, of Filament restructuring charges, primarily related to severance, of which $0.4 million was accrued at June 30, 2018. During the three and six months ended June 30, 2019, the Company incurred $0.1 million and $0.4 million of restructuring expense, primarily related to severance, for the integration of its legal entities operating in Europe. In 2018, the Company finalized its integration plans for its European operations and took further steps to consolidate its operations. The Company will combine its physical locations in the U.K. in 2019 and expects to incur approximately $1.1 million of additional restructuring and integration charges in 2019. At June 30, 2019, $0.6 million of restructuring charges related to the European restructuring plan were accrued. |
Adoption of new accounting pronouncements | Adoption of new accounting pronouncements Effective January 1, 2019, the Company adopted ASU 2016-02, Leases (Topic 842) , Effective January 1, 2019, the Company adopted ASU 2018-02, Income Statement- Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
BASIS OF PRESENTATION AND SUM_3
BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Components of Inventory | The components of inventory were as follows (in thousands): June 30, December 31, 2019 2018 Finished goods $ 197,310 $ 165,969 Work in process 97 375 Raw materials 8,200 7,257 Total $ 205,607 $ 173,601 |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Company's Revenue Disaggregated by Geographic Region and Revenue | The following tables present the Company’s net sales disaggregated by segment, product category and geographic region for the three and six months ended June 30, 2019 (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 U.S. Segment Kitchenware $ 65,625 $ 134,892 Tableware 28,759 55,211 Home Solutions 28,708 60,027 Total U.S.Segment 123,092 250,130 International Segment Kitchenware 12,376 26,512 Tableware 7,068 15,820 Total International Segment 19,444 42,332 Total net sales $ 142,536 $ 292,462 United States $ 116,683 $ 238,092 United Kingdom 14,775 30,712 Rest of World 11,078 23,658 Total net sales $ 142,536 $ 292,462 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Purchase Price Allocated Based on Estimated Fair Value of Assets and Liabilities | The purchase price was allocated based on the Company’s final estimate of the fair value of the assets acquired and liabilities assumed, as follows (in thousands): Accounts receivable $ 26,224 Inventory 29,044 Other assets 5,620 Other liabilities (23,018 ) Deferred income tax (13,881 ) Goodwill and other intangibles 270,427 Total allocated value $ 294,416 |
Summary of Pro Forma Consolidated Net Sales and Income (Loss) Before Income Taxes and Equity in Earnings | The following table presents the Company’s pro forma consolidated net sales, loss before income taxes and equity in earnings and net loss for the three and six months ended June 30, 2018. The unaudited pro forma results include the historical statements of operations information of the Company and of Filament, giving effect to the Filament acquisition and related financing as if they had occurred at the beginning of the periods presented. Three Months Ended Six Months Ended June 30, 2018 June 30, 2018 (in thousands, except per share data) Net sales $ 148,651 $ 292,631 Loss before income taxes and equity in earnings (6,694 ) (22,904 ) Net loss (5,092 ) (17,235 ) Basic and diluted loss per common share (0.25 ) (0.85 ) |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of components of lease costs | The components of lease costs for the three and six months ended June 30, 2019 were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease costs: Fixed $ 4,907 $ 9,131 Total $ 4,907 $ 9,131 |
Schedule of supplemental cash flow information related to leases | Supplemental cash flow information for the three and six months ended June 30, 2019 was as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 4,295 $ 7,975 Total $ 4,295 $ 7,975 Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 20,991 $ 115,488 Total $ 20,991 $ 115,488 |
Aggregate future lease payments for operating and finance leases | The aggregate future lease payments for operating leases as of June 30, 2019 were as follows (in thousands): Operating 2019 (excluding the six months ending June 30, 2019) $ 9,952 2020 17,461 2021 17,102 2022 17,178 2023 17,343 Thereafter 88,825 Total lease payments 167,861 Less: Interest (42,068 ) Present value of lease liabilities $ 125,793 |
Schedule of average lease terms and discount rates | Average lease terms and discount rates were as follows: June 30, 2019 Weighted-average remaining lease term (years) Operating leases 9.6 Weighted-average discount rate Operating leases 6.2 % |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Summarized Income Statement Information for Vasconia in USD and MXN | Summarized statement of income information for Vasconia in USD and MXN is as follows (in thousands): Three Months Ended June 30, 2019 2018 USD MXN USD MXN Net sales $ 37,040 $ 707,837 $ 48,061 $ 931,329 Gross profit 9,291 177,552 9,986 193,517 Income from operations 2,805 53,601 3,655 70,827 Net (Loss) Income (178 ) (3,407 ) 2,457 47,621 Six Months Ended June 30, 2019 2018 USD MXN USD MXN Net Sales $ 78,534 $ 1,506,175 $ 87,630 $ 1,671,735 Gross Profit 17,229 330,273 17,105 326,724 Income from operations 4,698 90,027 4,804 92,330 Net (Loss) Income (511 ) (9,813 ) 2,095 40,845 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Components of Intangible Assets Included in Wholesale Segment | Intangible assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Accumulated Accumulated Gross Amortization Net Gross Impairment Amortization Net Goodwill $ 92,637 $ — $ 92,637 $ 93,895 $ (2,205 ) $ — $ 91,690 Indefinite-lived intangible assets: Trade names 58,216 — 58,216 58,216 — — 58,216 Finite-lived intangible assets: Licenses 15,847 (10,059 ) 5,788 15,847 — (9,825 ) 6,022 Trade names 43,559 (15,545 ) 28,014 43,689 — (13,965 ) 29,724 Customer relationships 175,396 (33,691 ) 141,705 175,482 — (27,538 ) 147,944 Other 6,508 (1,554 ) 4,954 6,510 — (1,259 ) 5,251 Total $ 392,163 $ (60,849 ) $ 331,314 $ 393,639 $ (2,205 ) $ (52,587 ) $ 338,847 |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Values of Derivative Financial Instruments Included in Unaudited Condensed Consolidated Balance Sheets | The fair values of the Company’s derivative financial instruments included in the condensed consolidated balance sheets are presented as follows (in thousands): Derivatives designated as hedging instruments Balance Sheet June 30, 2019 December 31, 2018 Interest rate swaps Prepaid Expenses $ 460 $ 42 Other Assets 1,372 157 Foreign exchange contracts Prepaid Expenses 370 — Derivatives not designated as hedging instruments Balance Sheet June 30, 2019 December 31, 2018 Interest rate swaps Other Assets $ 350 $ — |
Gains and Losses Related to Derivative Financial Instruments Designated as Hedging Instruments | The amounts of gains and (losses) related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive loss, net of taxes, as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, Derivatives designated as hedging instruments 2019 2018 2019 2018 Interest rate swaps, net of taxes $ 748 $ (263 ) $ 1,224 $ (277 ) Foreign exchange contracts, net of taxes 234 — 354 — $ 982 $ (263 ) $ 1,578 $ (277 ) |
Gains and Losses Related to Derivative Financial Instruments Not Designated as Hedging Instruments | The amounts of the gains and (losses) related to the Company’s derivative financial instruments not designated as hedging instruments that were recognized in earnings are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, Derivatives not designated as hedging instruments Location of gain (loss) 2019 2018 2019 2018 Interest rate swaps Interest expense $ 350 — $ 350 — Foreign exchange contracts Selling, general and administrative expense — $ 1,468 — $ (47 ) |
STOCK COMPENSATION (Tables)
STOCK COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Stock Option Activity and Related Information | A summary of the Company’s stock option activity and related information for the six months ended June 30, 2019 is as follows: Options Weighted- Weighted- Aggregate Options outstanding, January 1, 2019 1,548,825 $ 13.87 Grants 296,500 9.21 Exercises (75,000 ) 4.28 Cancellations (6,750 ) 13.34 Expirations (68,125 ) 15.57 Options outstanding, June 30, 2019 1,695,450 13.41 4.9 $ 87,425 Options exercisable, June 30, 2019 1,212,172 $ 14.27 3.1 $ 87,425 |
Summary of Restricted Stock Activity | A summary of the Company’s restricted stock activity and related information for the six months ended June 30, 2019 is as follows: Restricted Weighted- Non-vested restricted shares, January 1, 2019 326,545 $ 14.63 Grants 437,997 9.26 Vested (145,049 ) 14.49 Cancellations (24,362 ) 13.99 Non-vested restricted shares, June 30, 2019 595,131 $ 10.74 Total unrecognized compensation expense remaining $ 5,904,000 Weighted-average years expected to be recognized over 1.8 |
Summary of Performance-based Award Activity | A summary of the Company’s performance-based award activity and related information for the six months ended June 30, 2019 is as follows: Performance- (1) Weighted- Non-vested performance-based awards, January 1, 2019 339,287 $ 14.82 Grants 156,775 9.21 Vested (66,761 ) 15.69 Cancellations (25,767 ) 15.46 Non-vested performance-based awards, June 30, 2019 403,534 $ 12.45 Total unrecognized compensation expense remaining $ 3,037,000 Weighted-average years expected to be recognized over 1.9 (1) Represents the target number of shares to be issued for each performance-based award. |
LOSS PER COMMON SHARE (Tables)
LOSS PER COMMON SHARE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Calculations of Basic and Diluted Income per Common Share | The calculations of basic and diluted loss per common share for the three and six months ended June 30, 2019 and 2018 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands, except per share amounts) Net loss– basic and diluted $ (11,513 ) $ (6,057 ) $ (16,380 ) $ (17,655 ) Weighted-average shares outstanding – basic and diluted 20,545 20,327 20,527 18,474 Basic and diluted loss per common share $ (0.56 ) $ (0.30 ) $ (0.80 ) $ (0.96 ) |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting Information | The Company implemented its SKU Rationalization initiative to improve the productivity of its inventory and simplify its U.S. business. During the three months ended June 30, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative, which negatively impacted loss from operations for the U.S. segment. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands) Net sales U.S. $ 123,092 $ 128,985 $ 250,130 $ 224,892 International 19,444 19,666 42,332 41,928 Total net sales $ 142,536 $ 148,651 $ 292,462 $ 266,820 Loss from operations U.S. $ (4,678 ) $ 1,968 $ (292 ) $ (3,572 ) International (2,868 ) (204 ) (3,915 ) (3,424 ) Unallocated corporate expenses (4,999 ) (5,065 ) (10,625 ) (9,621 ) Loss from operations $ (12,545 ) $ (3,301 ) $ (14,832 ) $ (16,617 ) Depreciation and amortization U.S. $ 5,210 $ 5,292 $ 10,481 $ 8,439 International 1,080 1,130 2,168 2,292 Total depreciation and amortization $ 6,290 $ 6,422 $ 12,649 $ 10,731 June 30, December 31, 2019 2018 (in thousands) Assets U.S. $ 684,229 $ 604,532 International 117,295 94,210 Unallocated corporate 21,177 9,830 Total Assets $ 822,701 $ 708,572 |
OTHER (Tables)
OTHER (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Cash Dividends Declared | Dividends declared in the six months ended June 30, 2019 were as follows: Dividend per share Date declared Date of record Payment date $0.0425 March 12, 2019 May 1, 2019 May 15, 2019 $0.0425 June 27, 2019 August 1, 2019 August 15, 2019 |
Supplemental Cash Flow Information | Supplemental cash flow information Six Months Ended June 30, 2019 2018 (in thousands) Supplemental disclosure of cash flow information: Cash paid for interest $ 9,066 $ 5,614 Cash paid for taxes 993 2,763 Non-cash investing activities: Translation loss adjustment $ (1,647 ) $ (2,109 ) |
Components of Accumulated Other Comprehensive Loss, Net | Components of accumulated other comprehensive loss, net Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 (in thousands) Accumulated translation adjustment: Balance at beginning of period $ (32,421 ) $ (24,441 ) $ (33,727 ) $ (27,821 ) Translation loss during period (2,953 ) (5,489 ) (1,647 ) (2,109 ) Balance at end of period $ (35,374 ) $ (29,930 ) $ (35,374 ) $ (29,930 ) Accumulated deferred gains (losses) on cash flow hedges: Balance at beginning of period $ 757 $ — $ 161 $ 14 Amounts reclassified from accumulated other comprehensive loss: Settlement of cash flow hedge (52 ) — (23 ) (14 ) Change in unrealized gains (losses) 1,034 (263 ) 1,601 (263 ) Net change in cash flow hedges, net of taxes of $306, $88, $495, and $88 982 (263 ) 1,578 (277 ) Balance at end of period $ 1,739 $ (263 ) $ 1,739 $ (263 ) Accumulated effect of retirement benefit obligations: Balance at beginning of period $ (1,037 ) $ (1,500 ) $ (1,050 ) $ (1,518 ) Amounts reclassified from accumulated other comprehensive loss: (1) Amortization of actuarial losses, net of taxes 12 17 25 35 Balance at end of period $ (1,025 ) $ (1,483 ) $ (1,025 ) $ (1,483 ) Total accumulated other comprehensive loss at end of period $ (34,660 ) $ (31,676 ) $ (34,660 ) $ (31,676 ) (1) Amounts are recorded in selling, general and administrative expense on the condensed consolidated statements of operations. |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | |
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Restructuring expenses | $ 173,000 | $ 395,000 | $ 781,000 | $ 801,000 | |||
Percentage of total annual net sales in the third and fourth quarters | 62.00% | 60.00% | |||||
Inventory Effected Percentage | 8.00% | ||||||
Operating Lease, Right-of-Use Asset | $ 109,757,000 | 109,757,000 | |||||
Operating Lease, Liability | 125,793,000 | 125,793,000 | |||||
Cost of depreciation | 400,000 | 700,000 | |||||
Cost of sales | 98,517,000 | 96,573,000 | 194,122,000 | 169,655,000 | |||
Restructuring Charges [Member] | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Restructuring expenses | 600,000 | ||||||
Additional Restructuring and Integration Charges [Member] | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Restructuring expenses | 1,100,000 | ||||||
Receivables Purchase Agreement [Member] | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Sale of receivables | 24,100,000 | 19,100,000 | 49,200,000 | 38,700,000 | |||
Receivables Purchase Agreement [Member] | Selling, general and administrative expenses | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Charge related to sale of receivables | 138,500 | 99,000 | 286,000 | 189,000 | |||
Stock Keeping Unit Rationalization Program [Member] | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Cost of sales | 8,500,000 | ||||||
Accounting Standards Update 2016-02 [Member] | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Operating Lease, Right-of-Use Asset | $ 90,900,000 | ||||||
Operating Lease, Liability | $ 104,400,000 | ||||||
Employee severance | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Restructuring expenses | 100,000 | 400,000 | 400,000 | 800,000 | |||
Restructuring reserve | $ 100,000 | $ 400,000 | $ 100,000 | $ 400,000 |
Components of Inventory (Detail
Components of Inventory (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory [Line Items] | ||
Finished goods | $ 197,310 | $ 165,969 |
Work in process | 97 | 375 |
Raw materials | 8,200 | 7,257 |
Total | $ 205,607 | $ 173,601 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Shipping and handling revenue | $ 142,536 | $ 148,651 | $ 292,462 | $ 266,820 |
Shipping and Handling [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Shipping and handling revenue | $ 600 | $ 800 | $ 1,300 | $ 1,300 |
Summary of Company's Revenue Di
Summary of Company's Revenue Disaggregated by Geographic Region and Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 142,536 | $ 148,651 | $ 292,462 | $ 266,820 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 116,683 | 238,092 | ||
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 14,775 | 30,712 | ||
Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 11,078 | 23,658 | ||
U.S. segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 123,092 | 250,130 | ||
U.S. segment | Kitchenware | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 65,625 | 134,892 | ||
U.S. segment | Tableware | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 28,759 | 55,211 | ||
U.S. segment | Home Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 28,708 | 60,027 | ||
International Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 19,444 | 42,332 | ||
International Segment | Kitchenware | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 12,376 | 26,512 | ||
International Segment | Tableware | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 7,068 | $ 15,820 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - Filament - USD ($) $ in Millions | Mar. 02, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Business Acquisition [Line Items] | ||||
Business acquisition cash paid | $ 217.5 | |||
Net sales | $ 29.3 | $ 38.6 | ||
Business Acquisition, Effective Date of Acquisition | Mar. 2, 2018 | |||
Business Acquisition, Date of Acquisition Agreement | Dec. 22, 2017 | |||
Aggregate acquisition agreement amount | $ 294.4 | |||
Business acquisition, equity interest issued or issuable, number of shares | 5,593,116 | |||
Business combination, consideration transferred, equity interests issued and issuable | $ 76.9 | |||
Net Income loss | $ 0.4 | $ 1.5 |
Summary of Purchase Price Alloc
Summary of Purchase Price Allocated Based on Estimated Fair Value of Assets and Liabilities (Detail) - Filament $ in Thousands | Mar. 02, 2018USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 26,224 |
Inventory | 29,044 |
Other assets | 5,620 |
Other liabilities | (23,018) |
Deferred income tax | (13,881) |
Goodwill and other intangibles | 270,427 |
Total allocated value | $ 294,416 |
Summary of Pro Forma Consolidat
Summary of Pro Forma Consolidated Net Sales and Income (Loss) Before Income Taxes and Equity in Earnings (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Basic and diluted loss per common share | $ (0.56) | $ (0.30) | $ (0.80) | $ (0.96) |
Filament | ||||
Business Acquisition [Line Items] | ||||
Net sales | $ 148,651 | $ 292,631 | ||
Loss before income taxes and equity in earnings | (6,694) | (22,904) | ||
Net loss | $ (5,092) | $ (17,235) | ||
Basic and diluted loss per common share | $ (0.25) | $ (0.85) |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 |
Operating Lease Right-of-Use-Assets | $ 109,757 | |
Operating lease liability | $ 125,793 | |
Accounting Standards Update 2016-02 [Member] | ||
Operating Lease Right-of-Use-Assets | $ 90,900 | |
Operating lease liability | $ 104,400 |
Lease Cost (Detail)
Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Operating lease costs: | ||
Fixed | $ 4,907 | $ 9,131 |
Total | $ 4,907 | $ 9,131 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information Related To Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | $ 4,295 | $ 7,975 |
Total | 4,295 | 7,975 |
Right-of-use assets obtained in exchange for new lease obligations: | ||
Operating leases | 20,991 | 115,488 |
Total | $ 20,991 | $ 115,488 |
Maturities of Operating Lease L
Maturities of Operating Lease Liability (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
2019 (excluding the six months ending June 30, 2019) | $ 9,952 |
2020 | 17,461 |
2021 | 17,102 |
2022 | 17,178 |
2023 | 17,343 |
Thereafter | 88,825 |
Total lease payments | 167,861 |
Less: Interest | (42,068) |
Present value of lease liabilities | $ 125,793 |
Average Lease Terms And Discoun
Average Lease Terms And Discount Rates (Detail) | Jun. 30, 2019 |
Weighted-average remaining lease term (years) Operating leases | 9 years 7 months 6 days |
Weighted-average discount rate Operating leases | 6.20% |
Investments - Additional Inform
Investments - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity in earnings (losses), net of taxes | $ (69,000) | $ 155,000 | $ (185,000) | $ 232,000 | |
Grupo Vasconia S.A.B. | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Percentage of ownership in equity method investment | 30.00% | 30.00% | |||
Exchange rate at period end - MXN to USD | 19.19 | 19.19 | 19.64 | ||
Increase (Decrease) in equity method investment | $ 1,500,000 | 1,100,000 | |||
Equity in earnings (losses), net of taxes | 155,000 | 232,000 | |||
Equity in earnings, deferred taxes expense | $ (501,000) | $ (306,000) | |||
Fair value of investment | $ 34,200,000 | 34,200,000 | $ 31,900,000 | ||
Carrying value of investment | 20,900,000 | 20,900,000 | 22,600,000 | ||
Grupo Vasconia S.A.B. | Prepaid expenses and other current assets | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Due from related party | 159,000 | 159,000 | 95,000 | ||
Grupo Vasconia S.A.B. | Accounts payable and accrued expenses | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Due to related party | $ 68,000 | $ 68,000 | $ 0 | ||
Grupo Vasconia S.A.B. | Transaction 02 | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Average daily exchange rate for period - MXN to USD | 19.11 | 19.38 | |||
Grupo Vasconia S.A.B. | Transaction 03 | Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Average daily exchange rate for period - MXN to USD | 19.11 | ||||
Grupo Vasconia S.A.B. | Transaction 03 | Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Average daily exchange rate for period - MXN to USD | 19.24 | ||||
Grupo Vasconia S.A.B. | Transaction 04 | Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Average daily exchange rate for period - MXN to USD | 18.71 | ||||
Grupo Vasconia S.A.B. | Transaction 04 | Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Average daily exchange rate for period - MXN to USD | 19.38 |
Summarized Statement of Income
Summarized Statement of Income Information for Vasconia in USD and MXN (Detail) - Grupo Vasconia S.A.B. $ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2019USD ($) | Jun. 30, 2019MXN ($) | Jun. 30, 2018USD ($) | Jun. 30, 2018MXN ($) | Jun. 30, 2019USD ($) | Jun. 30, 2019MXN ($) | Jun. 30, 2018USD ($) | Jun. 30, 2018MXN ($) | |
Income Statement [Abstract] | ||||||||
Net sales | $ 37,040 | $ 707,837 | $ 48,061 | $ 931,329 | $ 78,534 | $ 1,506,175 | $ 87,630 | $ 1,671,735 |
Gross profit | 9,291 | 177,552 | 9,986 | 193,517 | 17,229 | 330,273 | 17,105 | 326,724 |
Income from operations | 2,805 | 53,601 | 3,655 | 70,827 | 4,698 | 90,027 | 4,804 | 92,330 |
Net (Loss) Income | $ (178) | $ (3,407) | $ 2,457 | $ 47,621 | $ (511) | $ (9,813) | $ 2,095 | $ 40,845 |
Components of Intangible Assets
Components of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Schedule of Intangible Assets Disclosure [Line Items] | ||
Goodwill, Gross | $ 92,637 | $ 93,895 |
Goodwill, Accumulated Impairment | (2,205) | |
Goodwill, Net | 92,637 | 91,690 |
Intangible Assets Gross | 392,163 | 393,639 |
Goodwill, Accumulated Impairment | (2,205) | |
Intangible Assets, Net (Including Goodwill) | 331,314 | 338,847 |
Finite-Lived Intangible Assets, Accumulated Amortization | (60,849) | (52,587) |
License | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 15,847 | 15,847 |
Finite-Lived Intangible Assets, Net | 5,788 | 6,022 |
Finite-Lived Intangible Assets, Accumulated Amortization | (10,059) | (9,825) |
Trade Names | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Indefinite-Lived Trade Names, Gross | 58,216 | 58,216 |
Indefinite-Lived Trade Names, Net | 58,216 | 58,216 |
Finite-Lived Intangible Assets, Gross | 43,559 | 43,689 |
Finite-Lived Intangible Assets, Net | 28,014 | 29,724 |
Finite-Lived Intangible Assets, Accumulated Amortization | (15,545) | (13,965) |
Customer Relationships | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 175,396 | 175,482 |
Finite-Lived Intangible Assets, Net | 141,705 | 147,944 |
Finite-Lived Intangible Assets, Accumulated Amortization | (33,691) | (27,538) |
Other | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 6,508 | 6,510 |
Finite-Lived Intangible Assets, Net | 4,954 | 5,251 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ (1,554) | $ (1,259) |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Jun. 30, 2019 | Dec. 31, 2018 | Mar. 02, 2018 | |
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 150 | |||
Outstanding borrowing under credit facility | 271.6 | $ 272.9 | ||
Unamortized debt issuance costs- long term | $ 6.8 | |||
Interest rates on outstanding borrowings | 5.90% | |||
Minimum availability under revolving credit to maintain minimum fixed charge ratio for four consecutive months | $ 15 | |||
Debt instrument, quarterly repayment percentage of principal | 0.25% | |||
Maximum Debt Instrument Leverage Ratio | 3.75 | |||
Debt instrument, basis spread on variable rate | 1.00% | |||
Line of credit facility, description | The Incremental Facilities may not exceed the sum of (i) $50.0 million plus (ii) an unlimited amount so long as, in the case of (ii) only, the Company’s secured net leverage ratio, as defined in and computed pursuant to the Term Loan, is no greater than 3.75 to 1.00 subject to certain limitations and for the period defined pursuant to the Term Loan. | |||
Line of credit facility description | The term loan facility bears interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.5% or one-month LIBOR plus 1.0%, plus a margin of 2.50% or (ii) LIBOR plus a margin of 3.50%. | |||
Unamortized debt issuance costs- short term | $ 1.5 | |||
Scenario, Forecast [Member] | ||||
Debt Instrument [Line Items] | ||||
Early repayment of subordinated debt | $ 12 | |||
ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | 150 | |||
Outstanding borrowing under credit facility | 44.9 | 42.1 | ||
Open letters of credit | 3.2 | $ 3.4 | ||
Availability under revolving credit facility | $ 101.9 | |||
Credit facility, maximum borrowing capacity terms | The borrowing capacity under the ABL Agreement will depend, in part, on eligible levels of accounts receivable and inventory that fluctuate regularly. Consequently, the $150.0 million commitment thereunder may not represent actual borrowing capacity. | |||
Line of credit facility description | Borrowings under the revolving credit facility bear interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.5% or one-month LIBOR plus 1.0%, plus a margin of 0.25% to 0.75%, or (ii) LIBOR plus a margin of 1.25% to 1.75%. The respective margins are based upon the Company’s total leverage ratio, as defined in and computed pursuant to the ABL Agreement. | |||
Debt Agreements | ||||
Debt Instrument [Line Items] | ||||
Percentage of capital stock of foreign subsidiaries pledged as collateral | 65.00% | |||
Credit facility terms | The Debt Agreements provide for customary restrictions and events of default. Restrictions include limitations on additional indebtedness, acquisitions, investments and payment of dividends, among other things. Further, the ABL Agreement provides that during any period (a) commencing on the last day of the most recently ended four consecutive fiscal quarters on or prior to the date availability under the ABL Agreement is less than the greater of $15.0 million and 10% of the aggregate commitment under the ABL Agreement at any time and (b) ending on the day after such availability has exceeded the greater of $15.0 million and 10% of the aggregate commitment under the ABL Agreement for forty-five (45) consecutive days, the Company is required to maintain a minimum fixed charge coverage ratio of 1.10 to 1.00 as of the last day of any period of four consecutive fiscal quarters. | |||
Commitment Fee Percentage | 10.00% | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 275 | |||
Term Loan | One-month LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% | |||
Term Loan | Alternate Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.50% | |||
Term Loan | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 3.50% | |||
Term Loan | Prime rate, federal funds and overnight bank funding based rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Percentage of line of credit facility unused capacity commitment fee | 0.25% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Percentage of line of credit facility unused capacity commitment fee | 0.375% | |||
Revolving Credit Facility | Minimum | ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest rates on outstanding borrowings | 2.40% | |||
Revolving Credit Facility | Minimum | ABL Credit Agreement | Alternate Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.25% | |||
Revolving Credit Facility | Minimum | ABL Credit Agreement | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.25% | |||
Revolving Credit Facility | Maximum | ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest rates on outstanding borrowings | 6.25% | |||
Revolving Credit Facility | Maximum | ABL Credit Agreement | Alternate Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
Revolving Credit Facility | Maximum | ABL Credit Agreement | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.75% | |||
Senior Secured Asset Based Revolving Credit Facilities | ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility maximum borrowing capacity if certain conditions are met | $ 200 | |||
Increase in line of credit facility | $ 50 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative [Line Items] | ||||
Commencement date | 2018-04 | |||
Expiration date | Mar. 30, 2023 | |||
Interest rate swap interest expenses | $ 4,694 | $ 4,676 | $ 9,616 | $ 6,779 |
Cost of Goods and Services Sold | 98,517 | 96,573 | 194,122 | 169,655 |
Foreign exchange contract [Member] | ||||
Derivative [Line Items] | ||||
Cost of Goods and Services Sold | 100 | 100 | ||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Interest rate swap interest expenses | 100 | $ 200 | 100 | $ 200 |
Designated as Hedging Instrument | Cash Flow Hedging | Interest Rate Contract | ||||
Derivative [Line Items] | ||||
Notional amount | 100,000 | 100,000 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Notional amount | 25,000 | 25,000 | ||
Not Designated as Hedging Instrument | Foreign exchange contract [Member] | ||||
Derivative [Line Items] | ||||
Notional amount | $ 9,000 | $ 9,000 |
Fair Values of Derivative Finan
Fair Values of Derivative Financial Instruments Included in Consolidated Balance Sheets (Detail) - Fair Value, Observable inputs, Level 2 - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Designated as Hedging Instrument | Interest Rate Contract | Prepaid expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | $ 460 | $ 42 |
Designated as Hedging Instrument | Interest Rate Contract | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | 1,372 | $ 157 |
Designated as Hedging Instrument | Foreign exchange contract [Member] | Prepaid expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | 370 | |
Not Designated as Hedging Instrument | Interest Rate Contract | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | $ 350 |
Gains and Losses Related to Der
Gains and Losses Related to Derivative Financial Instruments Designated as Hedging Instruments (Detail) - Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) recognized in OCI | $ 982 | $ (263) | $ 1,578 | $ (277) |
Interest Rate Contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) recognized in OCI | 748 | $ (263) | 1,224 | $ (277) |
Foreign Exchange Contract [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) recognized in OCI | $ 234 | $ 354 |
Gains and Losses Related to D_2
Gains and Losses Related to Derivative Financial Instruments Not Designated as Hedging Instruments (Detail) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Interest Rate Swap [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Income on Derivative | $ 350 | $ 350 | ||
Foreign exchange contract [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Income on Derivative | $ 1,468 | $ (47) |
Stock Compensation - Additional
Stock Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized stock option compensation cost | $ 1,700 | $ 1,700 | |||
Stock compensation expense | 1,200 | $ 900 | 2,100 | $ 1,759 | |
Stock compensation expense, stock option | 100 | 200 | 300 | 400 | |
Stock compensation expense, Performance based and restricted share | $ 1,100 | $ 700 | $ 1,800 | $ 1,400 | |
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average recognition period | 1 year 9 months 18 days | ||||
Fair value of time-based restricted stock | $ 1,400 | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average recognition period | [1] | 1 year 10 months 24 days | |||
Total fair value of performance-based awards, vested | $ 600 | ||||
Number of shares range percentage | 150.00% | ||||
Performance Shares | Amended and Restated Long Term Incentive Plan Two Thousand | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant | 152,342 | 152,342 | |||
[1] | Represents the target number of shares to be issued for each performance-based award. |
Summary of Stock Option (Detail
Summary of Stock Option (Detail) - USD ($) | 6 Months Ended |
Jun. 30, 2019 | |
Options | |
Beginning balance | shares | 1,548,825 |
Grants | shares | 296,500 |
Exercises | shares | (75,000) |
Cancellations | shares | (6,750) |
Expirations | shares | (68,125) |
Ending balance | shares | 1,695,450 |
Options exercisable at End of Period | shares | 1,212,172 |
Weighted-average exercise price | |
Beginning balance | $ / shares | $ 13.87 |
Grants | $ / shares | 9.21 |
Exercises | $ / shares | 4.28 |
Cancellations | $ / shares | 13.34 |
Expirations | $ / shares | 15.57 |
Ending balance | $ / shares | 13.41 |
Options exercisable at End of Period | $ / shares | $ 14.27 |
Weighted-average remaining contractual life (years) | |
Options outstanding, Ending balance | 4 years 10 months 24 days |
Options exercisable, Ending balance | 3 years 1 month 6 days |
Aggregate intrinsic value | |
Options outstanding, end of period | $ | $ 87,425 |
Options exercisable, end of period | $ | $ 87,425 |
Summary of Restricted Stock Act
Summary of Restricted Stock Activity (Detail) - Restricted Stock | 6 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Number of shares | |
Beginning balance | shares | 326,545 |
Grants | shares | 437,997 |
Vested | shares | (145,049) |
Cancellations | shares | (24,362) |
Ending balance | shares | 595,131 |
Total unrecognized compensation expense remaining | $ | $ 5,904,000 |
Weighted-average years expected to be recognized over | 1 year 9 months 18 days |
Weighted- average grant date fair value | |
Beginning balance | $ / shares | $ 14.63 |
Grants | $ / shares | 9.26 |
Vested | $ / shares | 14.49 |
Cancellations | $ / shares | 13.99 |
Ending balance | $ / shares | $ 10.74 |
Summary of Performance-based Aw
Summary of Performance-based Award Activity (Detail) - Performance Shares | 6 Months Ended | |
Jun. 30, 2019USD ($)$ / sharesshares | ||
Number of shares | ||
Beginning balance | shares | 339,287 | [1] |
Grants | shares | 156,775 | [1] |
Vested | shares | (66,761) | [1] |
Cancellations | shares | (25,767) | [1] |
Ending balance | shares | 403,534 | [1] |
Total unrecognized compensation expense remaining | $ | $ 3,037,000 | [1] |
Weighted-average years expected to be recognized over | 1 year 10 months 24 days | [1] |
Weighted-average grant date fair value | ||
Beginning balance | $ / shares | $ 14.82 | |
Grants | $ / shares | 9.21 | |
Vested | $ / shares | 15.69 | |
Cancellations | $ / shares | 15.46 | |
Ending balance | $ / shares | $ 12.45 | |
[1] | Represents the target number of shares to be issued for each performance-based award. |
Calculations of Basic and Dilut
Calculations of Basic and Diluted Loss per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share Disclosure [Line Items] | ||||||
Net loss– basic and diluted | $ (11,513) | $ (4,867) | $ (6,057) | $ (11,598) | $ (16,380) | $ (17,655) |
Weighted-average shares outstanding – basic and diluted | 20,545 | 20,327 | 20,527 | 18,474 | ||
Basic and diluted loss per common share | $ (0.56) | $ (0.30) | $ (0.80) | $ (0.96) |
Loss Per Common Share - Additio
Loss Per Common Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock Options | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Diluted Income Per Common Share | 2,147,690 | 1,990,536 | 1,882,113 | 1,938,124 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Examination [Line Items] | ||||
Corporate income tax rate | 21.00% | 21.00% | ||
Income tax examination years description | The Company’s 2015 U.S. Federal income tax return and New York State tax returns for years 2014-2016 remain under audit with no proposed adjustments as of June 30, 2019. | |||
Income tax (provision) benefit | $ (5,795) | $ (1,765) | $ (8,253) | $ (5,575) |
Foreign | ||||
Income Tax Examination [Line Items] | ||||
Effective income tax rate, change in enacted rate | 33.80% | 23.80% | ||
Domestic | ||||
Income Tax Examination [Line Items] | ||||
Effective income tax rate | 33.60% | 22.10% |
Business Segments - Additional
Business Segments - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019USD ($) | Jun. 30, 2019Segment | |
Segment Reporting Information [Line Items] | ||
Number of reportable business segment | Segment | 2 | |
SKU Rationalization Charged To Cost Of Sales | $ | $ 8.5 |
Segment Reporting Information (
Segment Reporting Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 142,536 | $ 148,651 | $ 292,462 | $ 266,820 | |
Loss from operations | (12,545) | (3,301) | (14,832) | (16,617) | |
Depreciation and amortization | 6,290 | 6,422 | 12,649 | 10,731 | |
Assets | 822,701 | 822,701 | $ 708,572 | ||
Unallocated corporate expenses | |||||
Segment Reporting Information [Line Items] | |||||
Loss from operations | (4,999) | (5,065) | (10,625) | (9,621) | |
Assets | 21,177 | 21,177 | 9,830 | ||
Domestic Wholesale [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 123,092 | 128,985 | 250,130 | 224,892 | |
Loss from operations | (4,678) | 1,968 | (292) | (3,572) | |
Depreciation and amortization | 5,210 | 5,292 | 10,481 | 8,439 | |
Assets | 684,229 | 684,229 | 604,532 | ||
International Operations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 19,444 | 19,666 | 42,332 | 41,928 | |
Loss from operations | (2,868) | (204) | (3,915) | (3,424) | |
Depreciation and amortization | 1,080 | $ 1,130 | 2,168 | $ 2,292 | |
Assets | $ 117,295 | $ 117,295 | $ 94,210 |
Contingencies - Additional Info
Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Dec. 11, 2015 | Jul. 19, 2019 |
Capital cost | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Remedial alternative, EPA preferred remedy | $ 7.3 | $ 17.3 |
Other - Additional Information
Other - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Aug. 06, 2019 | May 15, 2019 | Feb. 15, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Other [Line Items] | |||||
Quarterly dividend declared | $ 0.085 | $ 0.085 | |||
Cash dividend paid | $ 1,786 | $ 1,535 | |||
Dividend Declared [Member] | |||||
Other [Line Items] | |||||
Dividend payable | $ 900 | ||||
Dividend payable date | Aug. 15, 2019 | ||||
Dividend Declared [Member] | Subsequent Event [Member] | |||||
Other [Line Items] | |||||
Quarterly dividend declared | $ 0.0425 | ||||
Dividend declared, date of record | Nov. 1, 2019 | ||||
Dividend declaration date | Aug. 6, 2019 | ||||
Dividend payable date | Nov. 15, 2019 | ||||
Dividend Paid [Member] | |||||
Other [Line Items] | |||||
Cash dividend paid | $ 900 | $ 900 | |||
Dividend payable | $ 900 | ||||
Dividend declared, date of record | May 1, 2019 | Feb. 1, 2019 |
Cash Dividends Declared (Detail
Cash Dividends Declared (Detail) - $ / shares | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Dividends Payable [Line Items] | ||
Dividend per share | $ 0.085 | $ 0.085 |
Dividend Payment 1st | ||
Dividends Payable [Line Items] | ||
Dividend per share | $ 0.0425 | |
Date declared | Mar. 12, 2019 | |
Date of record | May 1, 2019 | |
Payment date | May 15, 2019 | |
Dividend Payment 2nd | ||
Dividends Payable [Line Items] | ||
Dividend per share | $ 0.0425 | |
Date declared | Jun. 27, 2019 | |
Date of record | Aug. 1, 2019 | |
Payment date | Aug. 15, 2019 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 9,066 | $ 5,614 |
Cash paid for taxes | 993 | 2,763 |
Non-cash investing activities: | ||
Translation loss adjustment | $ (1,647) | $ (2,109) |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance at beginning of year | $ 276,311 | $ 279,493 | $ 277,741 | $ 279,493 | $ 210,279 | |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 982 | 596 | (263) | 1,578 | (277) | |
Balance at end of year | 263,104 | 276,311 | 265,839 | 263,104 | 265,839 | |
Accumulated translation adjustment: | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance at beginning of year | (32,421) | (33,727) | (24,441) | (33,727) | (27,821) | |
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (2,953) | (5,489) | (1,647) | (2,109) | ||
Balance at end of year | (35,374) | (32,421) | (29,930) | (35,374) | (29,930) | |
Accumulated deferred gains (losses) on cash flow hedges: | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance at beginning of year | 757 | 161 | 161 | 14 | ||
Amounts reclassified from accumulated other comprehensive loss | (52) | (23) | (14) | |||
Change in unrealized gains (losses) | 1,034 | (263) | 1,601 | (263) | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 982 | (263) | 1,578 | (277) | ||
Balance at end of year | 1,739 | 757 | (263) | 1,739 | (263) | |
Accumulated effect of retirement benefit obligations: | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance at beginning of year | (1,037) | (1,050) | (1,500) | (1,050) | (1,518) | |
Amounts reclassified from accumulated other comprehensive loss | [1] | 12 | 17 | 25 | 35 | |
Balance at end of year | (1,025) | (1,037) | (1,483) | (1,025) | (1,483) | |
Accumulated Other Comprehensive Income | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance at beginning of year | (32,701) | (34,616) | (25,941) | (34,616) | (29,325) | |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 982 | 596 | ||||
Balance at end of year | $ (34,660) | $ (32,701) | $ (31,676) | $ (34,660) | $ (31,676) | |
[1] | Amounts are recorded in selling, general and administrative expense on the condensed consolidated statements of operations. |
Components of Accumulated Oth_2
Components of Accumulated Other Comprehensive Loss, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Income tax expense (benefit) | $ (5,795) | $ (1,765) | $ (8,253) | $ (5,575) |
Accumulated Deferred Gains (Losses) on Cash Flow Hedges: | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Income tax expense (benefit) | $ 306 | $ 88 | $ 495 | $ 88 |