Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 29, 2020 | Jun. 30, 2019 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 0-19254 | ||
Entity Registrant Name | LIFETIME BRANDS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 11-2682486 | ||
Entity Address, Address Line One | 1000 Stewart Avenue | ||
Entity Address, City or Town | Garden City | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 11530 | ||
City Area Code | 516 | ||
Local Phone Number | 683-6000 | ||
Title of 12(b) Security | Common Stock, $.01 par value | ||
Trading Symbol | LCUT | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 119,424,109 | ||
Entity Common Stock, Shares Outstanding | 21,254,244 | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000874396 | ||
Current Fiscal Year End Date | --12-31 | ||
Documents Incorporated by Reference | Parts of the registrant’s definitive proxy statement for the 2020 Annual Meeting of Stockholders to be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 are incorporated by reference in Part III of this Annual Report. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 11,370 | $ 7,647 |
Accounts receivable, less allowances of $9,681 at December 31, 2019 and $7,855 at December 31, 2018 | 128,639 | 125,292 |
Inventory | 173,427 | 173,601 |
Prepaid expenses and other current assets | 14,140 | 10,822 |
Income taxes receivable | 1,577 | 1,442 |
TOTAL CURRENT ASSETS | 329,153 | 318,804 |
PROPERTY AND EQUIPMENT, net | 28,168 | 25,762 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 106,871 | |
INVESTMENTS | 21,289 | 22,582 |
INTANGIBLE ASSETS, net | 280,471 | 338,847 |
OTHER ASSETS | 4,071 | 1,844 |
DEFERRED INCOME TAXES | 0 | 733 |
TOTAL ASSETS | 770,023 | 708,572 |
CURRENT LIABILITIES | ||
Current maturity of term loan | 8,413 | 1,253 |
Accounts payable | 36,173 | 38,167 |
Accrued expenses | 52,060 | 45,456 |
Current portion of operating lease liabilities | 10,661 | |
TOTAL CURRENT LIABILITIES | 107,307 | 84,876 |
OTHER LONG-TERM LIABILITIES | 12,214 | 23,339 |
DEFERRED INCOME TAXES | 13,685 | 15,141 |
OPERATING LEASE LIABILITIES | 112,180 | |
INCOME TAXES PAYABLE, LONG-TERM | 1,217 | 949 |
REVOLVING CREDIT FACILITY | 32,822 | 42,080 |
TERM LOAN | 254,281 | 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 | 0 | 0 |
CCommon stock, $0.01 par value, shares authorized: 50,000,000 at December 31, 2019 and 2018; shares issued and outstanding: 21,255,660 at December 31, 2019 and 20,764,143 at December 31, 2018 | 213 | 208 |
Paid-in capital | 263,386 | 258,637 |
Retained earnings | 7,173 | 55,264 |
Accumulated other comprehensive loss | (34,455) | (34,616) |
TOTAL STOCKHOLDERS’ EQUITY | 236,317 | 279,493 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 770,023 | $ 708,572 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts receivable, allowances | $ 9,681 | $ 7,855 |
Preferred stock, par value (usd per share) | $ 1 | $ 1 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares outstanding (in shares) | 21,255,660 | 20,764,143 |
Common stock, shares issued (in shares) | 21,255,660 | 20,764,143 |
Preferred stock Series A | ||
Preferred stock, shares authorized (in shares) | 100 | 100 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Preferred stock Series B | ||
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Net sales | $ 734,902 | $ 704,542 | $ 579,476 |
Cost of sales | 479,711 | 448,785 | 364,319 |
Gross margin | 255,191 | 255,757 | 215,157 |
Distribution expenses | 72,543 | 69,716 | 58,050 |
Selling, general and administrative expenses | 161,618 | 162,933 | 140,903 |
Impairment of goodwill | 42,990 | 2,205 | 0 |
Restructuring expenses | 1,435 | 2,324 | 1,024 |
(Loss) income from operations | (23,395) | 18,579 | 15,180 |
Interest expense | (20,378) | (18,004) | (4,291) |
Loss on early retirement of debt | 0 | (66) | (110) |
Total (loss) income before income taxes and equity in earnings | (43,773) | 509 | 10,779 |
Income tax provision | (1,109) | (2,889) | (9,032) |
Equity in earnings, net of taxes | 467 | 660 | 407 |
NET (LOSS) INCOME | $ (44,415) | $ (1,720) | $ 2,154 |
BASIC (LOSS) INCOME PER COMMON SHARE (usd per share) | $ (2.16) | $ (0.09) | $ 0.15 |
DILUTED (LOSS) INCOME PER COMMON SHARE (usd per share) | $ (2.16) | $ (0.09) | $ 0.14 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (44,415) | $ (1,720) | $ 2,154 |
Other comprehensive income (loss) , net of tax: | |||
Translation adjustment | (292) | (5,906) | 7,823 |
Deferred (losses) gains on cash flow hedges : | |||
Settlement of cash flow hedge | (209) | (14) | 0 |
Fair value adjustment, net of tax of $347 in 2019, $38 in 2018 and $0 in 2017 | 1,212 | 161 | 17 |
Total deferred gains on cash flow hedges | 1,003 | 147 | 17 |
Effect of retirement benefit obligations: | |||
Net (loss) income arising from retirement benefit obligations, net of tax of $(251) in 2019, $93 in 2018 and $(132) in 2017 | (601) | 373 | (228) |
Less: amortization of loss included in net (loss) income, net of tax of $34 in 2019, $23 in 2018 and $42 in 2017 | 51 | 95 | 62 |
Total effects of retirement benefit obligations | (550) | 468 | (166) |
Other comprehensive income (loss), net of tax | 161 | (5,291) | 7,674 |
Comprehensive (loss) income | $ (44,254) | $ (7,011) | $ 9,828 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Fair value adjustment, tax | $ (347) | $ 38 | $ 0 |
Net (loss) income arising from retirement benefit obligations, tax | (251) | 93 | (132) |
Amortization of loss included in net income, tax | $ 34 | $ 23 | $ 42 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Director | Employee | Common stock | Common stockDirector | Common stockEmployee | Paid-in capital | Paid-in capitalEmployee | Retained earnings | Accumulated other comprehensive loss | |
Beginning Balance (in shares) at Dec. 31, 2016 | 14,556,000 | ||||||||||
Balance at beginning of year at Dec. 31, 2016 | $ 197,728 | $ 146 | $ 173,600 | $ 60,981 | $ (36,999) | ||||||
Comprehensive income (loss): | |||||||||||
Net (loss) income | 2,154 | 2,154 | |||||||||
Translation adjustment | 7,823 | 7,823 | |||||||||
Derivative fair value adjustment | 17 | 17 | |||||||||
Effect of retirement benefit obligations | (166) | (166) | |||||||||
Comprehensive (loss) income | 9,828 | ||||||||||
Restricted shares issued to directors (in shares) | 30,000 | ||||||||||
Restricted shares issued to directors | $ 0 | ||||||||||
Net issuance of restricted shares to employees (in shares) | 97,000 | ||||||||||
Net issuance of restricted shares to employees | $ 2 | $ 1 | $ 1 | ||||||||
Stock compensation expense | $ 3,390 | 3,390 | |||||||||
Net exercise of stock options (in shares) | 300,000 | 254,000 | |||||||||
Net exercise of stock options | $ 2,537 | $ 2 | 2,535 | ||||||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (34,000) | ||||||||||
Shares effectively repurchased for required employee withholding taxes | (694) | (694) | |||||||||
Adoption of ASU 2016-09 | 31 | 77 | (46) | ||||||||
Dividends | [1] | (2,543) | (2,543) | ||||||||
Ending Balance (in shares) at Dec. 31, 2017 | 14,903,000 | ||||||||||
Balance at end of year at Dec. 31, 2017 | 210,279 | $ 149 | 178,909 | 60,546 | (29,325) | ||||||
Comprehensive income (loss): | |||||||||||
Net (loss) income | (1,720) | (1,720) | |||||||||
Translation adjustment | (5,906) | (5,906) | |||||||||
Derivative fair value adjustment | 147 | 147 | |||||||||
Effect of retirement benefit obligations | 468 | 468 | |||||||||
Comprehensive (loss) income | $ (7,011) | ||||||||||
Restricted shares issued to directors (in shares) | 46,000 | ||||||||||
Net issuance of restricted shares to employees (in shares) | 211,000 | ||||||||||
Net issuance of restricted shares to employees | $ 0 | $ 2 | (2) | ||||||||
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 | $ 75,970 | $ 56 | 75,914 | ||||||||
Stock compensation expense | $ 4,091 | 4,091 | |||||||||
Net exercise of stock options (in shares) | 58,000 | 58,000 | |||||||||
Net exercise of stock options | $ 286 | $ 1 | 285 | ||||||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (47,000) | ||||||||||
Shares effectively repurchased for required employee withholding taxes | (560) | (560) | |||||||||
Dividends | [1] | (3,562) | (3,562) | ||||||||
Ending Balance (in shares) at Dec. 31, 2018 | 20,764,000 | ||||||||||
Balance at end of year at Dec. 31, 2018 | 279,493 | $ 208 | 258,637 | 55,264 | (34,616) | ||||||
Comprehensive income (loss): | |||||||||||
Net (loss) income | (44,415) | (44,415) | |||||||||
Translation adjustment | (292) | (292) | |||||||||
Derivative fair value adjustment | 1,003 | 1,003 | |||||||||
Effect of retirement benefit obligations | (550) | (550) | |||||||||
Comprehensive (loss) income | (44,254) | ||||||||||
Net issuance of restricted shares to employees (in shares) | 416,000 | ||||||||||
Net issuance of restricted shares to employees | $ 4 | (4) | |||||||||
Performance shares issued to employees (in shares) | 67,000 | ||||||||||
Performance shares issued to employees | $ 1 | $ (1) | |||||||||
Stock compensation expense | $ 5,021 | 5,021 | |||||||||
Net exercise of stock options (in shares) | 75,000 | 53,000 | |||||||||
Net exercise of stock options | $ 132 | $ 1 | 131 | ||||||||
Shares effectively repurchased for required employee withholding taxes (in shares) | (44,000) | ||||||||||
Shares effectively repurchased for required employee withholding taxes | (399) | $ (1) | (398) | ||||||||
Dividends | [1] | (3,676) | (3,676) | ||||||||
Ending Balance (in shares) at Dec. 31, 2019 | 21,256,000 | ||||||||||
Balance at end of year at Dec. 31, 2019 | $ 236,317 | $ 213 | $ 263,386 | $ 7,173 | $ (34,455) | ||||||
[1] | Cash dividend declared per share of common stock, were $0.17, $0.17 and $0.17 in 2017, 2018 and 2019, respectively. |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock issued for acquisition of Filament (in shares) | 5,593,116 | ||
Dividend per share (usd per share) | $ 0.17 | $ 0.17 | $ 0.17 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
OPERATING ACTIVITIES | |||
Net (loss) income | $ (44,415) | $ (1,720) | $ 2,154 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 25,115 | 23,329 | 14,189 |
Impairment of goodwill | 42,990 | 2,205 | 0 |
Amortization of financing costs | 1,748 | 1,543 | 519 |
Deferred rent | 0 | 57 | (642) |
Non-cash lease expense | 1,047 | 0 | 0 |
Deferred income taxes | (1,073) | 2,086 | 1,030 |
Stock compensation expense | 5,041 | 4,135 | 3,390 |
Undistributed equity earnings | (343) | (545) | (379) |
Loss on early retirement of debt | 0 | 66 | 110 |
SKU Rationalization | 8,500 | 0 | 0 |
Contingent consideration fair value adjustment | 0 | (1,774) | 0 |
Changes in operating assets and liabilities (excluding the effects of business acquisitions) | |||
Accounts receivable | (2,259) | 8,020 | 1,481 |
Inventory | (7,455) | (13,819) | 10,818 |
Prepaid expenses, other current assets and other assets | (4,257) | 540 | (951) |
Accounts payable, accrued expenses and other liabilities | 5,108 | (3,153) | (9,778) |
Income taxes receivable | (135) | (1,442) | 0 |
Income taxes payable | 260 | (353) | (4,935) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 29,872 | 19,175 | 17,006 |
INVESTING ACTIVITIES | |||
Purchases of property and equipment | (9,169) | (7,902) | (6,311) |
Filament acquisition, net of cash acquired | 0 | (216,527) | 0 |
Fitz acquisition, net of cash acquired | 0 | 0 | (9,072) |
Net proceeds from sale of property | 0 | 249 | 15 |
NET CASH USED IN INVESTING ACTIVITIES | (9,169) | (224,180) | (15,368) |
FINANCING ACTIVITIES | |||
Proceeds from short term loan | 0 | 216 | 187 |
Payments from short term loan | 0 | (278) | (239) |
Payment of financing costs | 0 | (11,171) | (31) |
Payment of equity issuance costs | 0 | (936) | 0 |
Cash dividends paid | (3,571) | (3,273) | (2,475) |
Payment of capital lease obligations | (92) | (77) | (94) |
Proceeds from the exercise of stock options | 132 | 286 | 2,537 |
Payments of tax withholding for stock based compensation | (399) | (561) | (644) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (16,916) | 205,288 | (2,297) |
Effect of foreign exchange on cash | (64) | (236) | 376 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 3,723 | 47 | (283) |
Cash and cash equivalents at beginning of year | 7,647 | 7,600 | 7,883 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 11,370 | 7,647 | 7,600 |
Revolving Credit Facility | |||
FINANCING ACTIVITIES | |||
Proceeds from long term lines of credit | 345,494 | 268,912 | 237,658 |
Repayments of long term lines of credit | (355,730) | (320,767) | (229,696) |
Term Loan | |||
FINANCING ACTIVITIES | |||
Proceeds from long term lines of credit | 0 | 275,000 | 0 |
Repayments of long term lines of credit | (2,750) | (2,063) | 0 |
Credit Agreement Term Loan | |||
FINANCING ACTIVITIES | |||
Repayments of long term lines of credit | $ 0 | $ 0 | $ (9,500) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Organization and business The Company designs, sources and sells branded kitchenware, tableware and other products used in the home and markets its products under a number of widely-recognized brand names and trademarks, which are either owned or licensed by the Company or through retailers’ private labels and their licensed brands. The Company’s products, which are targeted primarily towards consumers purchasing moderately priced kitchenware, tableware and housewares, are sold through virtually every major level of trade. The Company generally markets several lines within each of its product categories under more than one brand. The Company sells its products directly to retailers (who may resell the Company’s products through their Internet websites) and, to a lesser extent, to distributors. The Company also sells a limited selection of its products directly to consumers through its own Internet websites. Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for financial information and with the instructions to Form 10-K. The accompanying consolidated financial statements include estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with U.S. GAAP. The most significant of these estimates and assumptions relate to revenue recognition, allowances for doubtful accounts, reserves for sales returns and allowances and customer chargebacks, inventory mark-down provisions, impairment of tangible and intangible assets, stock based compensation expense, estimates for unpaid healthcare claims, derivative valuations, accruals related to the Company’s tax positions and tax valuation allowances. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. Principles of consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Foreign currency Foreign currency denominated assets and liabilities are translated into U.S. dollars at exchange rates prevailing at the balance sheet dates. Revenues, costs and expenses are translated into U.S. dollars at average exchange rates for the relevant period. Income and losses resulting from translation are recorded as a component of accumulated other comprehensive income (loss). The Company may enter into foreign exchange derivative contracts to hedge the volatility of exchange rates related to a portion of its international inventory purchases. Realized gains and losses from designated foreign currency derivative contracts are recognized in cost of sales as the hedged inventory purchases are sold. Unrealized gains and losses from foreign currency transactions on the fair value of foreign exchange contracts designated as hedges are recorded as a component of accumulated other comprehensive income (loss). Realized and unrealized gains and losses from non-designated foreign currency hedges are recognized in selling, general and administrative expenses in the consolidated statements of operations. Foreign currency gains and losses included within selling, general and administrative expenses were a $0.1 million gain in 2019, a $0.5 million loss in 2018, and a $3.0 million loss in 2017. Revenue recognition The Company sells products wholesale, to retailers and distributors, and retail, directly to the consumer. Wholesale sales and retail sales are primarily 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 consist primarily of costs associated with the production and procurement of product, inbound freight costs, purchasing costs, royalties 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 year ended December 31, 2019 was $1.4 million. The impact on the comparative periods presented is immaterial 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 year ended December 31, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative. The inventory charge represented approximately 8% of the Company's consolidated inventory as of June 30, 2019, the period in which the charge was taken. Distribution expenses Distribution expenses consist primarily of warehousing expenses and freight-out expenses. Freight-out expenses were $15.5 million, $14.5 million and $11.5 million for the years ended December 31, 2019, 2018 and 2017, respectively. Handling costs of products sold are included in cost of sales. Advertising expenses Advertising expenses are expensed as incurred and are included in selling, general and administrative expenses. Advertising expenses were $4.0 million, $4.4 million and $3.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. 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 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. The sale of accounts receivable, under the Company’s Receivable Purchase Agreement with HSBC, are reflected as a reduction of accounts receivable in the Company’s consolidated balance sheet at the time of sale and any related expense is included in selling, general and administrative expenses in the Company’s consolidated statements of operations. 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 cost of completion, disposal and transportation. Property and equipment Property and equipment is stated at cost. Property and equipment, other than leasehold improvements, are depreciated using the straight-line method over the estimated useful lives of the assets. Buildings are depreciated over 30 years and machinery and equipment over periods ranging from 3 years to 10 years. Leasehold improvements are amortized over the term of the lease or the estimated useful lives of the improvements, whichever is shorter. Advances paid towards the acquisition of property and equipment and the cost of property and equipment not ready for use before the end of the period are classified as construction in progress. Cash equivalents The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents. Concentration of credit risk The Company’s cash and cash equivalents are potentially subject to concentration of credit risk. The Company maintains cash with several financial institutions that, in some cases, is in excess of Federal Deposit Insurance Corporation insurance limits. Concentrations of credit risk with respect to trade accounts receivable are limited due to the large number of entities comprising the Company’s customer base. During the years ended December 31, 2019, 2018 and 2017, Wal-Mart Stores, Inc., including Sam’s Club and, in the U.K., Asda Superstore, (“Walmart”), accounted for 16%, 14% and 15% of net sales, respectively. Sales to Walmart are included in the Company's U.S. and International segments. During the year ended December 31, 2019, sales to Costco Wholesale Corporation (“Costco”) accounted for 11% of consolidated net sales. Sales to Costco are included in the Company's U.S. and International segment. No other customers accounted for 10% or more of the Company’s sales during these periods. Fair value measurements Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures , provides enhanced guidance for using fair value to measure assets and liabilities and establishes a common definition of fair value, provides a framework for measuring fair value under U.S. generally accepted accounting principles and expands disclosure requirements about fair value measurements. Fair value measurements included in the Company’s consolidated financial statements relate to the Company’s annual goodwill and other intangible asset impairment tests and derivatives, described in Notes G - Goodwill and Intangible Assets and I - Derivatives, respectively. 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 ABL Agreement and Term Loan approximate fair value since such borrowings bear interest at variable market rates. Derivatives The Company accounts for derivative instruments in accordance with ASC Topic 815, Derivatives and Hedging. ASC 815 requires that all derivative instruments be recognized on the balance sheet at fair value as either an asset or liability. Changes in the fair value of derivatives that qualify as hedges and have been designated as part of a hedging relationship for accounting purposes have no net impact on earnings until the hedged item is recognized in earnings. The change in the fair value of hedges are included in accumulated other comprehensive loss and is subsequently recognized in the Company’s consolidated statements of operations to mirror the location of the hedged items impacting earnings. Changes in fair value of derivatives that do not qualify as hedging instruments for accounting purposes are recorded in the consolidated statement of operations. 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 quantitative goodwill impairment testing described in Accounting Standards Update (“ASU”) Topic 350, Intangibles – Goodwill and Other. If, after assessing qualitative factors, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the quantitative test is unnecessary and the Company’s goodwill is considered to be unimpaired. However, if based on the Company’s qualitative assessment it concludes that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, or if the Company elects to bypass the qualitative assessment, the Company will proceed with performing the quantitative impairment test. The Company reviews goodwill and other intangibles that have indefinite lives for impairment annually as of October 1st or when events or changes in circumstances indicate the carrying value of these assets might exceed their current fair values. Impairment testing is based upon the best information available including estimates of fair value which incorporate assumptions marketplace participants would use in making their estimates of fair value. The significant assumptions used under the income approach, or discounted cash flow method, are projected net sales, projected earnings before interest, tax, depreciation and amortization (“EBITDA”), terminal growth rates, and the cost of capital. Projected net sales, projected EBITDA and terminal growth rates were determined to be significant assumptions because they are three primary drivers of the projected cash flows in the discounted cash flow fair value model. Cost of capital was also determined to be a significant assumption as it is the discount rate used to calculate the current fair value of those projected cash flows. Although the Company believes the assumptions and estimates made are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results. In addition, sustained declines in the Company's stock price and related market capitalization could impact key assumptions in the overall estimated fair values of its reporting units and could result in non-cash impairment charges that could be material to the Company's consolidated balance sheet or results of operations. Should the carrying value of a reporting unit be in excess of the estimated fair value of that reporting unit, an impairment charge will be recorded to reduce the reporting unit to fair value. The Company also evaluates qualitative factors to determine whether or not its indefinite lived intangibles have been impaired and then performs quantitative tests if required. These tests can include the relief from royalty model or other valuation models. 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 carrying amount of the asset is not recoverable, the impairment to be recognized is measured by the amount by which the carrying amount of each long-lived asset exceeds the fair value of the asset. Income taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. The Company accounts for foreign income taxes based upon anticipated reinvestment of profits into respective foreign tax jurisdictions. The Company applies the authoritative guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the Company’s financial statements . In accordance with this guidance, tax positions must meet a more-likely-than-not recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position. A valuation allowance is required to be established or maintained when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. Share-based compensation The Company accounts for its share-based compensation arrangements in accordance with ASC Topic 718, Stock Compensation, which requires the measurement of compensation expense for all share-based compensation granted to employees and non-employee directors at fair value on the date of grant and recognition of compensation expense over the related service period. Forfeitures are accounted for as they occur. The Company uses the Black-Scholes option valuation model to estimate the fair value of its stock options. The Black-Scholes option valuation model requires the input of highly subjective assumptions including the expected stock price volatility of the Company’s common stock and the risk-free interest rate. Changes in these subjective input assumptions can materially affect the fair value estimate of the Company’s stock options on the date of the option grant. Performance share awards are initially valued at the Company’s closing stock price on the date of grant. 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 by the end of the performance period, as determined by the Compensation Committee of the Board of Directors. Compensation expense for performance awards is recognized over the vesting period, and will vary based on remeasurement during the performance period. If achievement of the performance metrics is not probable of achievement during the performance period, compensation expense is reversed. The awards are forfeited if the performance metrics are not achieved as of the end of the performance period. The performance share awards vest at the end of a three The Company bases the estimated fair value of Stock Compensation restricted stock awards on the date of grant. The estimated fair value is determined based on the closing price of the Company’s common stock on the date of grant multiplied by the number of shares awarded. Compensation expense is recognized on a straight-line basis over the vesting period. 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 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 consolidated balance sheets. Finance leases are not material to the Company’s 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 lease 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 plan. The Company maintains an accrual for estimated unpaid claims and claims incurred but not yet reported (“IBNR”). Although management believes that it uses the best information available to estimate IBNR claims, actual claims may vary significantly from estimated claims. Restructuring expenses 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 years ended December 31, 2019 and 2018, the Company's U.S. segment incurred $0.7 million and $2.1 million, respectively, of restructuring expense related to the Filament integration, of which $0.1 million and $1.4 million was accrued at December 31, 2019 and 2018, respectively. During the years ended December 31, 2019, and December 31, 2018 the Company's international segment incurred $0.7 million and $0.2 million, respectively, of restructuring expense primarily related to the integration of its legal entities operating in Europe of which $0.2 million was accrued at December 31, 2018. The Company had no international restructuring accrual as of December 31, 2019. The Company's International segment expects to incur restructuring charges of $0.5 million in 2020 to complete its warehouse integration efforts. Commitments and Contingencies The Company is subject to various claims and contingencies related to lawsuits, certain taxes and environmental matters, as well as commitments under contractual and other commercial obligations. The Company recognizes liabilities for contingencies and commitments when a loss is probable and estimable. Adopted Accounting Pronouncements Effective January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which reduces the diversity in practice on how certain transactions are classified in the statement of cash flows. The adoption of this ASU did not have a material impact on the Company’s cash flow statement. 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, which addresses the effect on items within accumulated other comprehensive income (loss) of the change in the U.S. federal corporate tax rate due to the enactment of the Tax Cuts and Jobs Act (the “Tax Act”) on December 22, 2017. The Company did not elect to reclassify the stranded income tax effects of the Tax Act from accumulated other comprehensive income to retained earnings. Effective January 1, 2019, the Company adopted ASU 2016-02, Leases (Topic 842), which requires a lessee, in most leases, to initially recognize a lease liability for the obligation to make lease payments and a right-of-use asset for the right to use the underlying asset for the lease term. The guidance required adoption using a modified retrospective transition approach with either 1) periods prior to the adoption date being recast or 2) a cumulative-effect adjustment recognized to the opening balance of retained earnings on the adoption date with prior periods not recast. The Company adopted this standard on January 1, 2019 using the cumulative-effect adjustment method and elected certain practical expedients allowed under the standard. The Company’s project team assessed the effect of the adoption of this standard on its accounting policies, business processes, internal controls over financial reporting and related disclosures. Upon adoption, the Company's asset and lease liabilities increased by $91.0 million and $104.5 million, respectively. The Company did not recognize a material cumulative-effect adjustment to retained earnings upon adoption. Accounting Pronouncements to be Adopted in Future Periods Updates not listed below were assessed and either determined to not be applicable or are expected to have a minimal effect on the Company’s financial position, results of operations, and disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles and improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. This guidance introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The ASU also provides updated guidance regarding the impairment of available-for-sale debt securities and includes additional disclosure requirements. The new guidance is effective for public business entities that meet the definition of a Smaller Reporting Company as defined by the Securities and Exchange Commission for interim and annual periods beginning after December 15, 2022. Early adoption is permitted. Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUEThe Company sells products wholesale, to retailers and distributors, and sells products retail, directly to consumers. 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 $3.6 million, $3.5 million and $2.7 million for the years ended December 31, 2019, 2018 and 2017, 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 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 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 consolidated statement of operations. Incidental items that are immaterial in the context of the contract are expensed as incurred. The Company has two reportable segments, U.S. and International. Prior to December 31, 2018, certain international operations of the Company’s business were managed domestically by the U.S. segment. In 2019, the Company realigned its operating segments to reflect the changes in how the Company manages its business, reviews operating performance and allocates resources. The prior period segment information has been recast to reflect the current reportable segment structure of the Company. The following tables present the Company’s net sales disaggregated by segment, product category and geographic region for the years ended December 31, 2019, 2018 and 2017 (in thousands). Year Ended December 31, 2019 2018 2017 (in thousands) U.S. segment Kitchenware $ 354,331 $ 330,110 $ 274,070 Tableware 156,061 168,781 152,514 Home Solutions 133,779 110,223 51,560 Total U.S. segment 644,171 609,114 478,144 International segment Kitchenware 62,845 59,657 62,361 Tableware 27,886 35,771 38,971 Total International segment 90,731 95,428 101,332 Total net sales $ 734,902 $ 704,542 $ 579,476 Year ended December 31, 2019 2018 2017 (in thousands) United States $ 612,762 $ 575,158 $ 460,788 United Kingdom 62,991 65,852 74,834 Rest of World 59,149 63,532 43,854 Total net sales $ 734,902 $ 704,542 $ 579,476 |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Filament 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. In the first two months of 2019, the Company decreased goodwill by approximately $1.0 million due to certain opening balance sheet fair value adjustments, primarily related to deferred taxes. The purchase price, as adjusted, has been determined to be as follows (in thousands): Cash $ 217,511 Share consideration 76,905 Total purchase price $ 294,416 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 The acquisition is being accounted for as a business combination using the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations (“ASC Topic 805”), which established a new basis of accounting for all identifiable assets acquired and liabilities assumed at fair value. ASC Topic 805 allows the acquiring company to adjust preliminary amounts recognized at the acquisition date to their subsequently determined final fair values during a measurement period, generally up to one year from the date of the acquisition. The goodwill and other intangible assets are included in the U.S. segment. Customer relationships and certain trade names, which are included in intangible assets, net, are amortized on a straight-line basis over their estimated useful lives (see Note G– Goodwill and Intangible Assets). Goodwill results from such factors as an assembled workforce. The total amount of goodwill is not expected to be deductible for tax purposes. The year ended December 31, 2018 includes the operations of Filament for the period from March 2, 2018, the date of the acquisition of Filament, to December 31, 2018. The consolidated statement of operations for the year ended December 31, 2018, includes $128.8 million of net sales contributed by Filament. Included in Selling, general and administrative expenses for the year ended December 31, 2018 is a $1.8 million credit to reflect the change in fair value of a contingent consideration obligation acquired by the Company in connection with its acquisition of Filament. Unaudited Pro forma Results The following unaudited pro forma financial information presents the results of the Company as if the acquisition of Filament had occurred on January 1, 2017. 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. Year ended December 31, 2018 2017 (In thousands, except per share data) Net sales $ 730,353 $ 747,549 Income before income taxes and equity in earnings 2,439 14,151 Net (loss) income (267) 5,794 Basic and diluted (loss) income per common share $ (0.01) $ 0.28 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 consolidated operating results of the combined company. Fitz and Floyd On August 31, 2017, the Company acquired the Fitz and Floyd business, including the trade names and related working capital, from Fitz and Floyd Enterprises, LLC (“Fitz”) for cash in the amount of $9.1 million. The purchase price was funded by borrowings under the Company’s revolving credit facility. The assets and operating results of the Fitz and Floyd business are reflected in the Company’s consolidated financial statements in accordance with ASC Topic 805 commencing from the date of the acquisition of Fitz. The consolidated statement of operations for the year ended December 31, 2017 includes $7.7 million of net sales attributable to the Fitz and Floyd brands. The purchase price was allocated based on the Company’s estimate of the fair values of the assets acquired and liabilities assumed, as follows (in thousands): Accounts receivable $ 3,115 Inventory 5,424 Other assets 458 Other liabilities (2,056) Goodwill and other intangibles 2,131 Total allocated value $ 9,072 |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | 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 condensed consolidated 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 year ended December 31, 2019 were as follows (in thousands): Year Ended December 31, 2019 Operating lease costs: Fixed $ 18,898 Total $ 18,898 Rent and related expenses under operating leases were $18.4 million and $16.8 million for the years ended December 31, 2018 and 2017, respectively. Supplemental cash flow information for the year ended December 31, 2019 was as follows (in thousands): Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 17,851 Total $ 17,851 Year ended December 31, 2019 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 118,447 Total $ 118,447 Included in machinery, furniture and equipment at each of December 31, 2019 and 2018 is $0.3 million and $1.8 million, respectively, related to assets recorded under capital leases. Included in accumulated depreciation and amortization at December 31, 2019 and December 31, 2018 is $0.1 million and $1.7 million, respectively, related to assets recorded under capital leases. The aggregate future lease payments for operating leases as of December 31, 2019 were as follows (in thousands): Operating 2020 $ 17,876 2021 17,760 2022 17,828 2023 17,982 2024 17,650 Thereafter 72,912 Total lease payments 162,008 Less: Interest (39,167) Present value of lease payments $ 122,841 Average lease terms and discount rates were as follows: December 31, 2019 Weighted-average remaining lease term (years) Operating leases 9.6 Weighted-average discount rate Operating leases 6.2 % |
SALE OF ACCOUNTS RECEIVABLE
SALE OF ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2019 | |
Transfers and Servicing [Abstract] | |
SALE OF ACCOUNTS RECEIVABLE | SALE OF ACCOUNTS RECEIVABLE To improve its liquidity during seasonally high working capital periods, the Company has an uncommitted Receivables Purchase Agreement with HSBC Bank USA, as Purchaser (the “Receivables Purchase Agreement”). Under the Receivables Purchase Agreement, the Company may offer to sell certain eligible accounts receivable (the “Receivables”) to HSBC Bank USA, which may accept such offer, and purchase the offered Receivables. Under the Receivables Purchase Agreement, following each purchase of Receivables, the outstanding aggregate purchased Receivables shall not exceed $25.0 million. HSBC Bank USA will assume the credit risk of the Receivables purchased; and, the Company will continue to be responsible for all non-credit risk matters. The Company will service the Receivables, and as such servicer, collect and otherwise enforce the Receivables on behalf of HSBC Bank USA. The term of the agreement is for 364 days and shall automatically be extended for annual successive terms unless terminated. Either party may terminate the agreement at any time upon 60 days prior written notice to the other party. Pursuant to this agreement, the Company sold $115.4 million and $86.0 million of Receivables during the years ended December 31, 2019 and 2018, respectively. At December 31, 2019 and 2018, $20.9 million and $18.0 million, respectively, of receivables sold are outstanding and are due to HSBC Bank USA from customers. A charge of $0.6 million and $0.5 million related to the sale of the Receivables is included in SG&A expenses in the consolidated statement of operations for the years ended December 31, 2019 and 2018, respectively. |
EQUITY INVESTMENTS
EQUITY INVESTMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY INVESTMENTS | EQUITY INVESTMENTS The Company owns approximately 30% of the outstanding capital stock of 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 statement 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 years ended December 31, 2019, 2018 and 2017 in the accompanying 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 rate of MXN 18.91 and MXN 19.64 at December 31, 2019 and 2018, respectively. The Company's proportionate share of Vasconia's net income (loss) has been translated from MXN to USD using the following exchange rates: Year Ended December 31, 2019 2019 2018 2017 Average exchange rate (MXN to USD) 19.11 - 19.42 18.71 - 19.81 17.81 - 20.30 The effect of the translation of the Company’s investment, as well as the translation of Vasconia’s balance sheet, resulted in a decrease of the investment of $1.6 million during the year ended December 31, 2019 and a decrease of the investment of $1.9 million during the year ended December 31, 2018. These translation effects are recorded in accumulated other comprehensive loss. The Company received cash dividends of $124,000, $115,000 and $28,000, from Vasconia during the years ended December 31, 2019, 2018 and 2017, respectively. The amounts due to and due from Vasconia as of December 31, 2019 and 2018 are as follows (in thousands): Vasconia due to and due from balances Balance Sheet Location December 31, 2019 December 31, 2018 Amounts due from Vasconia Prepaid expenses and other current assets $ 63 $ 95 Amounts due to Vasconia Accrued expenses and Accounts payable (77) — Summarized income statement information for the years ended December 31, 2019, 2018 and 2017, as well as summarized balance sheet information as of December 31, 2019 and 2018, for Vasconia, calculated in accordance with U.S. GAAP, in USD and MXN is as follows: Year Ended December 31, 2019 2018 2017 (in thousands) USD MXN USD MXN USD MXN Income Statement Net sales $ 159,746 $ 3,074,398 $ 179,547 $ 3,456,852 $ 167,283 $ 3,157,671 Gross profit 34,032 654,342 36,891 711,941 34,626 655,186 Income from operations 8,620 165,287 11,402 222,115 10,475 199,170 Net income 1,757 28,892 2,887 57,590 1,164 23,983 December 31, 2019 2018 (in thousands) USD MXN USD MXN Balance Sheet Current assets $ 94,263 $ 1,782,170 $ 96,135 $ 1,888,602 Non-current assets 110,908 2,096,880 86,279 1,694,969 Current liabilities 74,095 1,400,883 64,831 1,273,619 Non-current liabilities 50,037 946,014 32,261 633,772 The Company recorded equity in earnings of Vasconia, net of taxes, of $0.5 million, $0.9 million and $0.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. Equity in earnings in 2018 includes deferred tax benefit of $0.1 million due to a change in the tax basis of the investment as a result of the Tax Act. Equity in earnings in 2017 includes deferred tax benefit of $0.2 million due to the requirement to record tax benefits for foreign currency translation losses through other comprehensive income (loss), with a corresponding adjustment to deferred tax liabilities. As of December 31, 2019, the fair value (based upon the quoted stock price) of the Company’s investment in Vasconia was $34.7 million. The carrying value of the Company’s investment in Vasconia was $21.3 million. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The Company’s intangible assets, all of which are included in the U.S. and International segments, consist of the following (in thousands): Year Ended December 31, 2019 2018 Gross Impairment Accumulated Net Gross Impairment Accumulated Net Goodwill $ 92,361 $ (42,990) $ — $ 49,371 $ 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 (10,287) 5,560 15,847 (9,825) 6,022 Trade names 43,986 (17,337) 26,649 43,689 (13,965) 29,724 Customer relationships 176,602 (40,605) 135,997 175,482 (27,538) 147,944 Other 6,546 (1,868) 4,678 6,510 (1,259) 5,251 Total $ 393,558 $ (42,990) $ (70,097) $ 280,471 $ 393,639 $ (2,205) $ (52,587) $ 338,847 A summary of the activities related to the Company’s intangible assets for the years ended December 31, 2019, 2018 and 2017 consists of the following (in thousands): Intangible Goodwill Total Intangible Goodwill and Intangible Assets, December 31, 2016 $ 75,018 $ 14,201 $ 89,219 Acquisition of goodwill — 434 434 Acquisition of trade names 1,134 — 1,134 Acquisition of customer relationships 563 — 563 Foreign currency translation adjustment 2,823 1,137 3,960 Amortization (6,831) — (6,831) Goodwill and Intangible Assets, December 31, 2017 72,707 15,772 88,479 Acquisition of goodwill — 78,795 78,795 Acquisition of trade names 61,500 — 61,500 Acquisition of customer relationships 124,430 — 124,430 Acquisition of other intangible assets 5,367 — 5,367 Foreign currency translation adjustment (1,524) (672) (2,196) Amortization (15,323) — (15,323) Impairment of goodwill — (2,205) (2,205) Goodwill and Intangible Assets, December 31, 2018 247,157 91,690 338,847 Purchase price adjustment — 972 972 Foreign currency translation adjustment 786 (301) 485 Amortization (16,843) — (16,843) Impairment of goodwill — (42,990) (42,990) Goodwill and Intangible Assets, December 31, 2019 $ 231,100 $ 49,371 $ 280,471 The weighted-average amortization periods for the Company’s finite-lived intangible assets as of December 31, 2019 are as follows: Years Trade names 15 Licenses 33 Customer relationships 14 Other 10 Estimated amortization expense for each of the five succeeding fiscal years is as follows (in thousands): Year ending December 31, 2020 $ 16,380 2021 15,657 2022 15,657 2023 15,533 2024 15,005 Amortization expense for the years ended December 31, 2019, 2018 and 2017 was $16.8 million, $15.3 million and $6.8 million, respectively. Goodwill impairment test The Company reviews goodwill and other intangibles that have indefinite lives for impairment annually as of October 1st or when events or changes in circumstances indicate the carrying value of these assets might exceed their current fair values. Impairment testing is based upon the best information available including estimates of fair value which incorporate assumptions marketplace participants would use in making their estimates of fair value. The significant assumptions used under the income approach, or discounted cash flow method, are projected net sales, projected earnings before interest, tax, depreciation and amortization (“EBITDA”), terminal growth rates, and the cost of capital. Projected net sales, projected EBITDA and terminal growth rates were determined to be significant assumptions because they are three primary drivers of the projected cash flows in the discounted cash flow fair value model. Cost of capital was also determined to be a significant assumption as it is the discount rate used to calculate the current fair value of those projected cash flows. Although the Company believes the assumptions and estimates made are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results. In addition, sustained declines in the Company's stock price and related market capitalization could impact key assumptions in the overall estimated fair values of its reporting units and could result in non-cash impairment charges that could be material to the Company's consolidated balance sheet or results of operations. Should the carrying value of a reporting unit be in excess of the estimated fair value of that reporting unit, an impairment charge will be recorded to reduce the reporting unit to fair value. The Company also evaluates qualitative factors to determine whether or not its indefinite lived intangibles have been impaired and then performs quantitative tests if required. These tests can include the relief from royalty model or other valuation models. International Reporting Unit Several impairment indicators for the European kitchenware business were considered by the Company including the continued uncertainties of the macro-environment in Europe as a result of the then ongoing Brexit negotiations. In addition, the Company considered the decline in operating performance for the European kitchenware business, which included slower fulfillment of orders and labor inefficiencies associated with setting up the new warehouse in the U.K. These factors resulted in a decline in the long-term forecast for the European kitchenware business. During the third quarter of 2019, the Company performed an interim assessment of its European kitchenware business by comparing the fair value of the reporting unit with its carrying value. The Company performed the analysis using a discounted cash flow and market multiple approach. Based upon the analysis performed, the Company recognized a $9.7 million non-cash goodwill impairment charge during the third quarter of 2019. The goodwill impairment charge was the result of a decline in operating performance and reduced expectations for future cash flows of the European kitchenware business. The fair value of the business was approximately 30.1% below its carrying value as of September 30, 2019. During the third quarter of 2019 the Company also determined its European kitchenware and tableware reporting units had met the criteria to be combined into one reporting unit based on the guidance of ASC Topic No. 350, Intangibles - Goodwill and Other and ASC Topic No. 280, Segment Reporting. In 2018, the Company incurred a non-cash goodwill impairment charge of $2.2 million related to the European tableware business due to a decline in operating performance and reduced expectations for future cash flows. Following the goodwill impairment charges taken in both the third quarter of 2019 and 2018, goodwill associated with the International reporting unit, comprised of the European kitchenware business and tableware business, acquired in 2014 and 2011, respectively, is zero. U.S. Reporting Unit The Company performed its annual impairment assessment of its U.S. reporting unit as of October 1, 2019 by comparing the fair value of the reporting unit with its carrying value. The Company performed the analysis using a discounted cash flow and market multiple method. Based upon the analysis performed, the Company recognized a non-cash goodwill impairment charge of $33.2 million, during the three months ended December 31, 2019. The goodwill impairment charge resulted from, among other factors, a sustained decline in the Company's market capitalization observed in the fourth quarter of 2019.The fair value of the U.S, reporting unit was approximately 6.1% below its carrying value. Management’s projections used to estimate the cash flows included organic net sales growth and net sales growth through new customer channels as well as continued operating efficiencies in future periods. Changes in any of the significant assumptions used in the valuation of the reporting unit could materially affect the expected cash flows, and such impacts could potentially result in a material non-cash impairment charge. As of December 31, 2019, the Company assessed the carrying value of goodwill and determined, based on qualitative factors, that no further impairment existed for goodwill. Annual indefinite-lived trade name impairment test The Company bypassed the optional qualitative impairment analysis for its indefinite-lived trade name assets annual October 1, 2019 impairment test. The Company values its indefinite-lived trade names using a relief-from-royalty approach, which assumes the value of the trade name is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the trade name and instead licensed the trade name from another company. As of October 1, 2019, the Company completed the quantitative impairment analysis by comparing the fair value of the indefinite-lived trade names to their respective carrying value. The Company determined that the fair value of all its indefinite-lived trade names were above their respective carrying values with the exception of the Rabbit trade name that was acquired as part of the Filament acquisition on March 2, 2018, and which resulted in a fair value equal to its carrying value as of the October 1, 2019 impairment test date. While the indefinite-lived trade names were not determined to be impaired, the indefinite-lived trade names are at risk of future impairment in the event the trade names do not perform as projected or if market factors utilized in the impairment analysis deteriorate, including an unfavorable change in long-term growth rates or the weighted average cost of capital. As of December 31, 2019, the Company assessed the carrying value of its indefinite-lived trade names and determined based on qualitative factors, no impairment existed. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBTThe 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 matures 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. This amount is recorded in the current maturity of term loan on the 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 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. As of December 31, 2019 and 2018, the total availability under the ABL Agreement are as follows (in thousands): December 31, 2019 December 31, 2018 Maximum aggregate principal allowed $ 150,000 $ 150,000 Outstanding borrowings under the ABL Agreement (32,822) (42,080) Open letters of credit (2,288) (3,392) Total availability under the ABL Agreement $ 114,890 $ 104,528 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. The current and non current portions of the Company’s Term Loan facility included in the consolidated balance sheets are presented as follows (in thousands): December 31, 2019 December 31, 2018 Current portion of Term Loan facility: Term Loan facility annual principal payment $ 2,750 $ 2,750 Excess Cash Flow principal payment 7,145 — Unamortized debt issuance costs (1,482) (1,497) Total Current portion of Term Loan facility $ 8,413 $ 1,253 Non Current portion of Term Loan facility: Term Loan facility $ 260,293 $ 270,188 Unamortized debt issuance costs (6,012) (7,494) Total Non Current portion of Term Loan facility $ 254,281 $ 262,694 As of December 31, 2019, the future principal payments of the Term Loan are as follows (in thousands): 2020 $ 9,895 2021 2,750 2022 2,750 2023 2,750 2024 2,750 Thereafter 249,293 Total $ 270,188 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) an 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 December 31, 2019 ranged from 2.44% to 2.63%. 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 year ended December 31, 2019. The Term Loan facility bears interest, at the Company’s option, at one of the following rates: (i) an alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.50% 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 December 31, 2019 was 5.3%. 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 or 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 or 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 December 31, 2019. The Company expects that it will continue to borrow and repay funds, subject to availability, under the ABL Agreement based on working capital and other corporate needs. Other Credit Agreements |
DERIVATIVES
DERIVATIVES | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES Interest Rate Swap Agreements The Company is a party to interest rate swap agreements, with an aggregate notional value of $100.0 million at December 31, 2019. The Company designated these 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 additional interest rate swap agreements, with an aggregate notional value of $25.0 million at December 31, 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's net total outstanding notional value of interest rate swaps was $125.0 million at December 31, 2019. Foreign Exchange Contracts The Company is a party from time to time to certain foreign exchange contracts, primarily to offset the earnings impact related to fluctuations in foreign currency exchange rates associated with inventory purchases denominated in foreign currencies. 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 December 31, 2019 was $7.3 million. 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 as of December 31, 2019, the Company does not have any foreign currency forward contract derivatives that are not designated as hedges. These foreign exchange contracts have been designated as hedges in to order to apply hedge accounting. No contracts were outstanding at December 31, 2018. The fair values of the Company’s derivative financial instruments included in the consolidated balance sheets are presented as follows (in thousands): December 31, Derivatives designated as hedging instruments Balance Sheet Location 2019 2018 Interest rate swaps Prepaid expenses $ 427 $ 42 Other assets 1,267 157 Foreign exchange contracts Accrued expenses 180 — December 31, Derivatives not designated as hedging instruments Balance Sheet Location 2019 2018 Interest rate swaps Other assets $ 402 $ — The fair value of the interest rate swaps 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 fair value of the foreign exchange contracts were based on Level 2 observable inputs using quoted market prices for similar assets in an active market. 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 the gains and (losses), net of taxes, related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive income (loss) as follows (in thousands): Year ended December 31, Derivatives designated as hedging instruments 2019 2018 2017 Interest rate swaps $ 1,120 $ 161 $ 17 Foreign exchange contracts $ (117) $ — $ — Total $ 1,003 $ 161 $ 17 Realized gains or (losses) on the interest rate swaps are reclassified into earnings as interest expense as the interest expense on the debt is recognized. The Company had no terminated or matured interest rate swaps during the year ended December 31, 2019. Realized gains or (losses) on foreign exchange contracts that are reported in other comprehensive income (loss) are reclassified into cost of sales as the underlying inventory purchased is sold. During the year ended December 31, 2019, the Company reclassified $0.2 million of cash flow hedges in other comprehensive losses to earnings. This comprised of $(0.3) million related to interest rate swaps recognized in interest expense and a gain of $0.5 million related to foreign exchange contracts recognized in cost of sales. The amounts of the gains and losses related to the Company’s derivative financial instruments not designated as hedging instruments are recognized in earnings as follows (in thousands): Year Ended December 31, Derivatives not designated as hedging instruments Location of Gain or (Loss) 2019 2018 2017 Interest rate swaps Interest expense $ 407 $ — $ — Foreign exchange contracts Selling, general & administrative expense $ — $ 150 $ (2,592) |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
CAPITAL STOCK | CAPITAL STOCK Cash dividends Dividends were declared in 2019 and 2018 as follows: Dividend per share Date declared Date of record Payment date $0.0425 March 8, 2018 May 1, 2018 May 15, 2018 $0.0425 June 28, 2018 August 1, 2018 August 15, 2018 $0.0425 July 31, 2018 November 1, 2018 November 15, 2018 $0.0425 November 7, 2018 February 1, 2019 February 15, 2019 $0.0425 March 12, 2019 May 1, 2019 May 15, 2019 $0.0425 June 27, 2019 August 1, 2019 August 15, 2019 $0.0425 August 6, 2019 November 1, 2019 November 15, 2019 $0.0425 November 7, 2019 January 31, 2020 February 14, 2020 On March 10, 2020, the Board of Directors declared a quarterly dividend of $0.0425 per share payable on May 15, 2020 to shareholders of record on May 1, 2020. Stock repurchase program On April 30, 2013, Lifetime’s Board of Directors authorized the repurchase of up to $10.0 million of the Company’s common stock. The repurchase authorization permits the Company to effect repurchases from time to time through open market purchases and privately negotiated transactions. No shares were repurchased during the years ended December 31, 2019, 2018 and 2017. Preferred stock The Company is authorized to issue 100 shares of Series A Preferred Stock and 2,000,000 shares of Series B Preferred Stock, none of which has been issued or is outstanding at December 31, 2019. Long-term incentive plan The Company’s Amended and Restated 2000 Long-Term Incentive Plan (the “Plan”) provides for the granting of awards of up to 6,187,500 shares of common stock. These shares of the Company’s common stock are available for grants to directors, officers, employees, consultants and service providers and affiliates in the form of stock options or other equity-based awards. The Plan authorizes the Board of Directors of the Company, or a duly appointed committee thereof, to issue incentive stock options, non-qualified options, restricted stock, performance-based awards and other stock-based awards. Options that have been granted under the Plan expire over a range of 5 years to 10 years from the date of grant and vest over a range of up to 4 years from the date of grant. Shares of restricted stock that have been granted under the Plan vest over a range of up to 4 years from the date of grant. Performance-based awards that have been granted under the Plan vest after 3 years based upon the attainment of specified performance goals. As of December 31, 2019, there were 337,230 shares available for the grant of awards under the Plan. Stock options A summary of the Company’s stock option activity and related information for the three years ended December 31, 2019, is as follows: Options Weighted- Weighted- Aggregate Options outstanding at December 31, 2016 1,775,400 $ 13.44 Grants 125,750 17.38 Exercises (300,000) 11.34 Cancellations (45,700) 16.40 Expirations (99,250) 20.40 Options outstanding at December 31, 2017 1,456,200 13.64 Grants 205,750 13.56 Exercises (58,000) 4.93 Cancellations (22,375) 16.95 Expirations (32,750) 15.50 Options outstanding at December 31, 2018 1,548,825 13.87 Grants 296,500 9.21 Exercises (75,000) 4.28 Cancellations (19,625) 12.94 Expirations (242,375) 13.95 Options outstanding at December 31, 2019 1,508,325 13.43 4.9 $ — Options exercisable at December 31, 2019 1,065,422 $ 14.48 3.1 $ — 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 exercisable in-the-money stock options on December 31, 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 December 31, 2019 and the exercise price. The total intrinsic values of those stock options that were exercised in the years ended December 31, 2019, 2018 and 2017 were $0.3 million, $0.4 million and $2.1 million, respectively. The intrinsic value of a stock option that is exercised is calculated at the date of exercise. Total unrecognized stock option compensation expense at December 31, 2019, before the effect of income taxes, was $1.1 million and is expected to be recognized over a weighted-average period of 1.5 years. The Company values stock options using the Black-Scholes option valuation model. The Black-Scholes option valuation model, as well as other available models, was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. The Black-Scholes option valuation model requires the input of highly subjective assumptions including the expected stock price volatility and risk-free interest rate. Because the Company’s stock options have characteristics significantly different from those of traded options, changes in the subjective input assumptions can materially affect the fair value estimates of the Company’s stock options. The weighted-average per share grant date fair value of stock options granted during the years ended December 31, 2019, 2018 and 2017, was $2.77, $4.47 and $6.37, respectively. The fair values for these stock options were estimated at the dates of grant using the following weighted-average assumptions: 2019 2018 2017 Historical volatility 35 % 34 % 39 % Expected term (years) 6.0 6.0 6.0 Risk-free interest rate 1.82 % 2.72 % 1.97 % Expected dividend yield 1.80 % 1.22 % 0.98 % Restricted Stock A summary of the Company’s restricted stock activity and related information for the three years ended December 31, 2019 is as follows: Restricted Weighted- Non-vested restricted shares, December 31, 2016 161,824 $ 15.35 Grants 133,352 18.32 Vested (69,795) 15.39 Cancellations (6,064) 16.07 Non-vested restricted shares, December 31, 2017 219,317 17.12 Grants 223,884 13.25 Vested (90,926) 17.14 Cancellations (25,730) 14.96 Non-vested restricted shares, December 31, 2018 326,545 14.63 Grants 439,747 9.25 Vested (148,414) 14.54 Cancellations (24,537) 13.97 Non-vested restricted shares, December 31, 2019 593,341 $ 10.70 Total unrecognized compensation expense remaining (in thousands) $ 4,199 Weighted-average years expected to be recognized over 1.6 The total fair value of restricted stock that vested during the year ended December 31, 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 at the end of the performance period, as determined by the Compensation Committee of the Board of Directors. The shares are subject to the terms and conditions of the Plan. A summary of the Company’s performance-based award activity and related information for the three years ended December 31, 2019 is as follows: Performance - based awards (1) Weighted- Non-vested performance-based awards, December 31, 2016 145,962 $ 15.32 Grants 87,000 18.45 Cancellations (4,070) 16.52 Non-vested performance-based awards, December 31, 2017 228,892 16.49 Grants 182,300 12.81 Vested (58,888) 14.84 Cancellations (13,017) 15.95 Non-vested performance-based awards, December 31, 2018 339,287 14.82 Grants 158,525 9.19 Vested (66,761) 15.69 Cancellations (25,992) 15.44 Non-vested performance-based awards, December 31, 2019 405,059 $ 12.43 Total unrecognized compensation expense remaining (in thousands) $ 1,845 Weighted-average years expected to be recognized over 1.6 (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 year ended December 31, 2019 was $0.6 million. On March 10, 2020, the Compensation Committee of the Board of Directors determined the performance goals set forth in the performance-based awards granted in 2017 were attained and 62,215 shares vested. The Company recorded stock compensation expense as follows (in thousands): Year Ended December 31, Stock Compensation Expense Components 2019 2018 2017 Equity based stock option expense $ 617 $ 691 $ 1,090 Restricted and performance-based stock awards expense 4,404 3,400 2,300 Stock compensation expense for equity based awards $ 5,021 $ 4,091 $ 3,390 Liability based stock option expense 20 44 — Total Stock Compensation Expense $ 5,041 $ 4,135 $ 3,390 |
(LOSS) INCOME PER COMMON SHARE
(LOSS) INCOME PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
(LOSS) INCOME PER COMMON SHARE | (LOSS) INCOME PER COMMON SHARE Basic (loss) income per common share has been computed by dividing net (loss) income by the weighted-average number of shares of the Company’s common stock outstanding. Diluted (loss) income per common share adjusts net (loss) income and basic (loss) income per common share for the effect of all potentially dilutive shares of the Company’s common stock. Anti-dilutive securities are not included in the computation of diluted earnings per share under the treasury stock method. The calculations of basic and diluted (loss) income per common share for the years ended December 31, 2019, 2018 and 2017, are as follows: 2019 2018 2017 (in thousands - except per share amounts) Net (loss) income – Basic and Diluted $ (44,415) $ (1,720) $ 2,154 Weighted-average shares outstanding – Basic 20,597 19,452 14,505 Effect of dilutive securities: Stock options and other stock awards — — 450 Weighted-average shares outstanding – Diluted 20,597 19,452 14,955 Basic (loss) income per common share $ (2.16) $ (0.09) $ 0.15 Diluted (loss) income per common share $ (2.16) $ (0.09) $ 0.14 Antidilutive shares 2,120 1,869 1,190 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The components of income before income taxes and equity in earnings are as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Domestic $ (21,311) $ 5,455 $ 17,728 Foreign (22,462) (4,946) (6,949) Total (loss) income before income taxes and equity in earnings $ (43,773) $ 509 $ 10,779 The provision for income taxes (before equity in earnings) consists of: Year Ended December 31, 2019 2018 2017 (in thousands) Current: Federal $ 906 $ 775 $ 7,041 State and local 884 351 957 Foreign 392 (323) 4 Deferred (1,073) 2,086 1,030 Income tax provision $ 1,109 $ 2,889 $ 9,032 On December 22, 2017, the Tax Act was enacted. The Tax Act revises the U.S. corporate income tax by, among other things, lowering the corporate income tax rate from 35% to 21%, adopting a quasi-territorial income tax system, imposing a one-time transition tax on foreign unremitted earnings, and setting limitations on the deductibility of certain costs (e.g., interest expense). For the year ended December 31, 2017, the Company accrued $0.3 million of tax expense for the Tax Act’s one-time transition tax on the Company’s material wholly owned foreign subsidiaries’ accumulated, unremitted earnings and $3.0 million in provisional expense related to the net change in deferred tax assets stemming from the Tax Act’s reduction of the U.S. federal tax rate from 35% to 21%. In response to the Act, the U.S. Securities and Exchange Commission (“SEC”) provided guidance by issuing Staff Accounting Bulletin No. 118 (“SAB 118”), which has since been codified by the release of ASU No. 2018-5, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. ASU 2018-5 allows companies to record provisional amounts during a measurement period with respect to the impacts of the Act for which the accounting requirements under ASC Topic 740 are not complete, but a reasonable estimate has been determined. The measurement period under ASU 2018-5 ends when a company has obtained, prepared, and analyzed the information that was needed in order to complete the accounting requirements under ASC Topic 740, but cannot exceed one year. As of December 31, 2018, the Company had completed the accounting for the effects of the Act. The Company had included the impact of the Act on its annual effective tax rate and has recorded an additional provision of $0.7 million primarily related to an adjustment to the estimated transition tax liability, including an uncertain tax position. Since January 1, 2018, the Tax Act has subjected the Company to a tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries, base erosion anti-abuse tax (“BEAT”), foreign derived intangible income tax (“FDII”), and IRC Section 163(j) interest limitation (“Interest Limitation”). Entities can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or provide for the tax expense related to GILTI in the year the tax is incurred. The Company had elected to account for the GILTI tax as a current period expense. The Company did not have GILTI liability and was not subject to BEAT in 2019 and 2018. The tax impact of FDII was immaterial for 2019 and 2018. The Company incurred interest limitation in 2019 and 2018, resulting in a cumulative deferred tax asset related to interest carried forward of approximately $1.9 million. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred income tax assets and (liabilities) are as follows: December 31, 2019 2018 (in thousands) Deferred income tax assets: Operating lease liabilities $ 29,126 $ — Deferred rent expense — 3,504 Stock options 2,660 2,982 Inventory 2,351 1,446 Operating loss and non-deductible interest carry-forward 8,041 7,071 Accounts receivable allowances 777 734 Accrued compensation 846 1,026 Other 2,034 1,753 Total deferred income tax assets $ 45,835 $ 18,516 Deferred income tax liabilities: Operating lease right-of-use assets $ (25,084) $ — Fixed assets (2,431) (2,540) Intangibles (27,782) (27,534) Total deferred income tax liabilities (55,297) (30,074) Net deferred income tax liability (9,462) (11,558) Valuation allowance (4,223) (2,850) Net deferred income tax liability $ (13,685) $ (14,408) As of December 31, 2018, a net deferred tax liability of $13.9 million was recorded in purchase accounting in connection with the Filament acquisition, including uncertain tax positions of $0.3 million. The assessment of tax accounting concluded in the first quarter of 2019 with no material adjustments. The Company has generated various state net operating loss carryforwards of which $20.2 million remained at December 31, 2019 that begin to expire in 2026. The Company has net operating losses in foreign jurisdictions of $28.1 million at December 31, 2019 that begin to expire in 2022. The Company also has U.S. losses of $0.4 million that can be carried forward indefinitely and are subject to IRC section 382 limitations. The provision for income taxes (before equity in earnings) differs from the amounts computed by applying the applicable federal statutory rates as follows: Year Ended December 31, 2019 2018 2017 Federal income taxes at the statutory rate 21.0 % 21.0 % 35.0 % Increases (decreases): State and local income taxes, net of Federal income tax benefit (1.7) 97.4 6.1 Foreign rate differences (1.0) (110.3) 7.2 Impairment of goodwill (1) (20.8) 98.6 — Non-deductible expenses (1.2) 129.9 3.7 Tax Act- revaluation of net deferred tax assets and other — 16.8 27.7 Tax Act- transition tax — 43.0 3.1 Uncertain tax positions (0.3) 302.8 0.6 Research and development credit 1.4 (18.5) — Federal return to provision 0.4 (27.5) — Other (0.3) 14.4 0.4 Provision for income taxes (2.5) % 567.6 % 83.8 % (1) In 2019, the rate for the impairment of goodwill was (20.8)% due to a pretax loss position. In 2018, the rate for the impairment of goodwill was 98.6% due to a pretax income position. The estimated values of the Company’s gross uncertain tax positions at December 31, 2019, 2018 and 2017 are liabilities of $1.5 million, $2.0 million and $0.2 million, respectively, and consist of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Balance at January 1 $ (1,975) $ (161) $ (109) Additions based on tax positions related to the current year (29) (626) (82) Additions based on tax positions related to the prior year — (1,302) — Reductions for tax position of prior years 496 114 30 Balance at December 31 $ (1,508) $ (1,975) $ (161) The Company had approximately $89,000 and $29,000, net of federal and state tax benefit, accrued at December 31, 2019 and 2018, respectively, for the payment of interest. The Company’s policy for recording interest and penalties is to record such items as a component of the provision for income taxes. If the Company’s tax positions are ultimately sustained, the Company’s liability, including interest, would be reduced by $1.6 million, all of which would impact the Company’s tax provision. On a quarterly basis, the Company evaluates its tax positions and revises its estimates accordingly. The Company believes that it is reasonably possible that none of its tax positions will be resolved within the next twelve months. The Company is no longer subject to U.S. Federal income tax examinations for the years prior to 2015. The Company has identified the following jurisdictions as “major” tax jurisdictions: U.S. Federal, California, Massachusetts, Texas and the United Kingdom. At December 31, 2019, the periods subject to examination by the Company’s major state jurisdictions, except for New York State, are generally for the years ended 2015 through 2018. In certain jurisdictions Filament may have additional periods subject to examination. The Company’s 2015 Federal income tax return and New York State tax returns for years 2014-2016 remain under audit with no material assessments as of December 31, 2019. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS Segment information The Company has two reportable segments, U.S. and International. Prior to December 31, 2018, certain international operations of the Company’s business were managed domestically by the U.S. segment. In 2019, the Company realigned its operating segments to reflect the changes in how the Company manages its business, reviews operating performance and allocates resources. The 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 income (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 fees and consulting fees, are not allocated to the specific segments and are reflected as unallocated corporate expenses. Year Ended December 31, 2019 2018 2017 (in thousands) Net sales: U.S. $ 644,171 $ 609,114 $ 478,144 International 90,731 95,428 101,332 Total net sales $ 734,902 $ 704,542 $ 579,476 Income from operations: U.S. (1)(2) $ 19,826 $ 44,213 $ 39,341 International (3)(4) (22,962) (5,395) (6,984) Unallocated corporate expenses (20,259) (20,239) (17,177) Total income from operations $ (23,395) $ 18,579 $ 15,180 Depreciation and amortization: U.S. $ 20,653 $ 18,840 $ 10,004 International 4,462 4,489 4,185 Total depreciation and amortization $ 25,115 $ 23,329 $ 14,189 Capital expenditures: U.S. $ 2,078 $ 7,746 $ 4,176 International 7,091 156 2,135 Total capital expenditures $ 9,169 $ 7,902 $ 6,311 (1) In 2019 and 2018, income from operations for the U.S. segment includes $0.7 million and $2.1 million of restructuring expenses related to the U.S. restructuring plan and the Filament integration, respectively, as described in Note A – Significant Accounting Policies. (2) In 2019, the the Company recognized a non-cash goodwill impairment charge of $33.2 million related to its U.S. reporting unit, as described in Note G - Goodwill and intangible assets. (3) In 2019, 2018 and 2017, income from operations for the International segment includes $0.7 million, $0.2 million and $1.0 million, respectively, of restructuring expenses related to the integration of entities in Europe, as described in Note A – Significant Accounting Policies. (4) In 2019 and 2018, T he Company recognized a $9.7 million non-cash goodwill impairment charge related to the European kitchenware business and a non-cash goodwill impairment charge of $2.2 million related to the European tableware business, respectively, as described in Note G - Goodwill and intangible assets. December 2019 2018 (in thousands) Assets: U.S. $ 639,047 $ 604,532 International 117,935 94,210 Unallocated corporate 13,041 9,830 Total assets $ 770,023 $ 708,572 Year Ended December 2019 2018 (in thousands) Goodwill: U.S. Beginning balance $ 81,641 $ 2,846 Acquisition activity — 78,795 Purchase price adjustment 972 — Impairment (33,242) — Ending balance 49,371 81,641 International Beginning balance 10,049 12,926 Foreign currency translation adjustment (301) (672) Impairment (9,748) (2,205) Ending balance — 10,049 Total goodwill $ 49,371 91,690 Geographical information The following table sets forth long-lived assets by the major geographic locations: December, 2019 2018 (in thousands) Long-lived assets, excluding intangible assets, at period-end: United States $ 23,455 $ 25,229 Mexico 21,288 22,583 United Kingdom 8,353 1,896 Rest of World 432 480 Total $ 53,528 $ 50,188 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Royalties The Company has license agreements that require the payment of royalties on sales of licensed products which expire through 2024. Future minimum royalties payable under these agreements are as follows (in thousands): Year ending December 31, 2020 $ 8,763 2021 9,327 2022 9,146 2023 231 2024 75 Thereafter — Total $ 27,542 Legal proceedings Wallace EPA Matter 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 due to contamination present in the local drinking water supply. In May 2008, WSPR received from the EPA a Notice of Potential Liability and Request for Information pursuant to 42 U.S.C. Sections 9607(a) and 9604(e) of the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”). In July 2011, WSPR received a letter from the EPA requesting access to the property that it leases from PRIDCO to conduct an environmental investigation, and the Company granted such access. In February 2013, the EPA requested access to conduct a further environmental investigation at the property. PRIDCO agreed to such access and the Company consented. The EPA conducted a further investigation during 2013 and, in April 2015, notified the Company and PRIDCO that the results from vapor intrusion sampling may warrant the implementation of measures to mitigate potential exposure to sub-slab soil gas. The Company reviewed the information provided by the EPA and requested that PRIDCO, as the property owner, find and implement a solution acceptable to the EPA. While WSPR did not cause the sub-surface condition that resulted in the potential for vapor intrusion, in order to protect the health of its employees and continue its business operations, it has nevertheless implemented corrective action measures to prevent vapor intrusion, such as sealing the floors of the building and conducting periodic air monitoring to address potential exposure. 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 treatment. This selected remedy includes soil vapor extraction (“SVE”) to address soil (vadose zone) source areas at the Site, impermeable cover as necessary for the implementation of SVE, dual phase extraction in the shallow saprolite zone, and in-situ treatment as needed to address residual sources. The EPA’s total net present worth estimated cost for its selected remedy is $7.3 million. The EPA also designated a second operable unit under which the EPA has and will continue to conduct further investigations to determine the nature and extent of groundwater contamination, as well as a determination by the EPA on the necessity of any further response actions to address groundwater contamination. In February 2017, the EPA indicated that it planned to expand its field investigation for the RI/FS to a second operable unit to further determine the nature and extent of the groundwater contamination at and from the Site and to determine the nature of the remedial action needed to address the contamination. The EPA has requested access to the property occupied by WSPR to install monitoring wells and to undertake groundwater sampling as part of this expanded investigation. WSPR has consented to the EPA’s access request, provided that the EPA receives PRIDCO’s consent, as the property owner. WSPR never used the primary contaminant of concern and did not take up its tenancy at the Site until after the EPA had discovered the contamination in the local water supply. The EPA has also issued notices of potential liability to a number of other entities affiliated with the Site, which used the contaminants of concern. 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. In February 2020, the tolling agreements were extended to November 2020. 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. The EPA released its proposed plan for a second operable unit in July 2019. The public comment period for the proposed plan ended on September 10, 2019. On September 30, 2019, the EPA issued the ROD for operable unit 2 (“OU-2”), electing to implement its preferred remedy which consists of in-situ treatment of groundwater and a monitored natural attenuation (MNA) program including monitoring of the plume fringe at the Site. The EPA’s estimated total net present worth cost for its selected remedy is $17.3 million. 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 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. U.S. Customs and Border Protection matter By letter dated August 26, 2019, the Company was advised that U.S. Customs and Border Protection ("CBP") had commenced an investigation, pursuant to 19 U.S.C. §1592, regarding the Company’s tariff classification of certain tableware and kitchenware. The issue centers on whether such merchandise meets the criteria for reduced duty rates as specified sets as those terms are defined in Chapter 69, Note 6(b), Harmonized Tariff System of the United States. The period of investigation is stated to be from August 26, 2014 to the present. Since being notified of the investigation, the Company has obtained a significant amount of evidence that, the Company believes, supports that the imported products were properly classified as specified sets. The Company's counsel filed a lead Protest and Application for Further Review on February 5, 2020 and will be requesting that CBP suspend the matter until the protest is reviewed and decided by CBP headquarters based on the sufficiency of the evidence presented. In the event CBP accepts the evidence presented, then no additional duties or penalties will be owed. If CBP rejects the Company’s position, then the estimated amount of duties that could be owed is $3.1 million. In such event, it is reasonably possible that additional penalties could be assessed, depending upon the level of culpability found, of up to $6.2 million for negligence and up to $12.4 million for gross negligence. In the event penalties are assessed, the Company will have the opportunity to further contest CBP’s findings and seek cancellation or mitigation of such assessments. Accordingly, based on the above uncertainties and variables, the Company considers the potential losses related to this matter to be reasonably possible, but not probable. However, in the event of one or more 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. Other 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. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
RETIREMENT PLANS | RETIREMENT PLANS 401(k) plan The Company maintains a defined contribution retirement plan for eligible employees under Section 401(k) of the Internal Revenue Code. Participants can make voluntary contributions up to the Internal Revenue Service limit of $19,000 ($25,000 for employees 50 years or over) for 2019. The Company suspended its matching contribution in 2009 as an expense savings measure. The Company’s United Kingdom-based subsidiaries maintain defined contribution pension plans. Retirement benefit obligations The Company assumed retirement benefit obligations, which are paid to certain former executives of a business acquired in 2006. The obligations under the agreements with these former executives are unfunded and amounted to $7.3 million at December 31, 2019 and $6.6 million at December 31, 2018. The discount rate used to calculate the retirement benefit obligations was 2.88% at December 31, 2019 and 3.98% at December 31, 2018. The retirement benefit obligations are included in accrued expenses and deferred rent and other long-term liabilities. The Company expects to recognize $0.1 million of actuarial losses included in accumulated other comprehensive loss in net periodic benefit cost in 2020. Expected benefit payments for each of the next five fiscal years and in the aggregate for the five fiscal years thereafter are as follows (in thousands): Year ending December 31, 2020 $ 419 2021 412 2022 454 2023 434 2024 414 2025 through 2029 1,795 |
OTHER
OTHER | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
OTHER | OTHER Inventory The components of inventory are as follows: December 31, 2019 2018 (in thousands) Finished goods $ 165,950 $ 165,969 Work in process 61 375 Raw materials 7,416 7,257 Total $ 173,427 $ 173,601 Property and equipment Property and equipment consist of: December 31, 2019 2018 (in thousands) Machinery, furniture and equipment $ 109,092 $ 106,525 Leasehold improvements 38,293 29,803 Building and improvements 780 770 Construction in progress 337 1,032 Land 100 100 Total 148,602 138,230 Less: accumulated depreciation and amortization (120,434) (112,468) Total $ 28,168 $ 25,762 Depreciation and amortization expense of property and equipment for the years ended December 31, 2019, 2018 and 2017 was $8.0 million, $8.0 million and $6.6 million, respectively. Long term liabilities Long term liabilities consist of: December 31, 2019 2018 (in thousands) Retirement benefit obligations $ 6,838 $ 6,169 Non-income tax liability 2,705 1,860 Unearned revenue 1,728 — Royalty obligation 878 1,324 Other long term obligations 65 154 Deferred rent liability — 13,832 Total $ 12,214 $ 23,339 Accrued expenses Accrued expenses consist of: December 31, 2019 2018 (in thousands) Customer allowances and rebates $ 18,834 $ 12,184 Compensation and benefits 10,542 9,065 Interest 334 243 Vendor invoices 3,428 3,487 Royalties 2,391 1,916 Commissions 894 1,557 Freight 3,263 4,160 Professional fees 1,941 2,473 Foreign exchange forward contracts 180 — Restructuring 59 1,557 Other 10,194 8,814 Total $ 52,060 $ 45,456 Supplemental disclosure of cash flow information Year Ended December 31, 2019 2018 2017 (in thousands) Cash paid for interest $ 18,859 $ 16,319 $ 3,791 Cash paid for taxes, net of refunds 2,057 2,599 12,936 Non-cash investing activities: Translation adjustment $ (292) $ (5,906) $ 7,823 Components of accumulated other comprehensive loss, net Year Ended December 31, 2019 2018 2017 (in thousands) Accumulated translation adjustment: Balance at beginning of year $ (33,727) $ (27,821) $ (35,644) Translation adjustment during period (292) (5,906) 7,823 Balance at end of year $ (34,019) $ (33,727) $ (27,821) Accumulated deferred gains (losses) on cash flow hedges: Balance at beginning of year $ 161 $ 14 $ (3) Amounts reclassified from accumulated other comprehensive gains: (1) Settlement of cash flow hedge (209) (14) — Derivative fair value adjustment, net of tax 1,212 161 17 Balance at end of year $ 1,164 $ 161 $ 14 Accumulated effect of retirement benefit obligations: Balance at beginning of year (1,050) (1,518) (1,352) Net (loss) income arising from retirement benefit obligations, net of tax (601) 373 (228) Amounts reclassified from accumulated other comprehensive loss: Amortization of loss, net of tax (2) 51 95 62 Balance at end of year $ (1,600) $ (1,050) $ (1,518) (1) Amounts reclassified are recorded in interest expense and cost of goods sold on the consolidated statement of operations. (2) Amount is recorded in selling, general and administrative expenses on the consolidated statements of operations. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | LIFETIME BRANDS, INC. SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (in thousands) COL. A COL. B COL. C COL. D COL. E Description Balance at Charged to Deductions Balance at Year ended Year ended December 31, 2019 Deducted from asset accounts: Allowance for doubtful accounts $ 1,496 $ 536 $ (699) (a) $ 1,333 Reserve for sales returns and allowances 6,359 6,390 (c) (4,401) (b) 8,348 $ 7,855 $ 6,926 $ (5,100) $ 9,681 Year ended Year ended December 31, 2018 Deducted from asset accounts: Allowance for doubtful accounts $ 1,158 $ 786 $ (448) (a) $ 1,496 Reserve for sales returns and allowances 5,032 4,717 (c) (3,390) (b) 6,359 $ 6,190 $ 5,503 $ (3,838) $ 7,855 Year ended Year ended December 31, 2017 Deducted from asset accounts: Allowance for doubtful accounts $ 648 $ 594 $ (84) (a) $ 1,158 Reserve for sales returns and allowances 5,077 4,332 (c) (4,377) (b) 5,032 $ 5,725 $ 4,926 $ (4,461) $ 6,190 Year ended Year ended December 31, 2016 Deducted from asset accounts: Allowance for doubtful accounts $ 697 $ 127 $ (176) (a) $ 648 Reserve for sales returns and allowances 4,603 5,110 (c) (4,636) (b) 5,077 $ 5,300 $ 5,237 $ (4,812) $ 5,725 (a) Uncollectible accounts written off, net of recoveries. (b) Allowances granted. (c) Charged to net sales. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for financial information and with the instructions to Form 10-K. The accompanying consolidated financial statements include estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with U.S. GAAP. The most significant of these estimates and assumptions relate to revenue recognition, allowances for doubtful accounts, reserves for sales returns and allowances and customer chargebacks, inventory mark-down provisions, impairment of tangible and intangible assets, stock based compensation expense, estimates for unpaid healthcare claims, derivative valuations, accruals related to the Company’s tax positions and tax valuation allowances. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. |
Principles of consolidation | Principles of consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Foreign currency | Foreign currencyForeign currency denominated assets and liabilities are translated into U.S. dollars at exchange rates prevailing at the balance sheet dates. Revenues, costs and expenses are translated into U.S. dollars at average exchange rates for the relevant period. Income and losses resulting from translation are recorded as a component of accumulated other comprehensive income (loss). The Company may enter into foreign exchange derivative contracts to hedge the volatility of exchange rates related to a portion of its international inventory purchases. Realized gains and losses from designated foreign currency derivative contracts are recognized in cost of sales as the hedged inventory purchases are sold. Unrealized gains and losses from foreign currency transactions on the fair value of foreign exchange contracts designated as hedges are recorded as a component of accumulated other comprehensive income (loss). Realized and unrealized gains and losses from non-designated foreign currency hedges are recognized in selling, general and administrative expenses in the consolidated statements of operations. |
Revenue recognition and Cost of sales | Revenue recognition The Company sells products wholesale, to retailers and distributors, and retail, directly to the consumer. Wholesale sales and retail sales are primarily 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 consist primarily of costs associated with the production and procurement of product, inbound freight costs, purchasing costs, royalties 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 year ended December 31, 2019 was $1.4 million. The impact on the comparative periods presented is immaterial 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 year ended December 31, 2019, the Company recorded an $8.5 million charge to cost of sales associated with the SKU Rationalization initiative. The inventory charge represented approximately 8% of the Company's consolidated inventory as of June 30, 2019, the period in which the charge was taken. |
Distribution expenses | Distribution expenses Distribution expenses consist primarily of warehousing expenses and freight-out expenses. Freight-out expenses were $15.5 million, $14.5 million and $11.5 million for the years ended December 31, 2019, 2018 and 2017, respectively. Handling costs of products sold are included in cost of sales. |
Advertising expenses | Advertising expensesAdvertising expenses are expensed as incurred and are included in selling, general and administrative 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 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. The sale of accounts receivable, under the Company’s Receivable Purchase Agreement with HSBC, are reflected as a reduction of accounts receivable in the Company’s consolidated balance sheet at the time of sale and any related expense is included in selling, general and administrative expenses in the Company’s consolidated statements of operations. |
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 cost of completion, disposal and transportation. |
Property and equipment | Property and equipment Property and equipment is stated at cost. Property and equipment, other than leasehold improvements, are depreciated using the straight-line method over the estimated useful lives of the assets. Buildings are depreciated over 30 years and machinery and equipment over periods ranging from 3 years to 10 years. Leasehold improvements are amortized over the term of the lease or the estimated useful lives of the improvements, whichever is shorter. Advances paid towards the acquisition of property and equipment and the cost of property and equipment not ready for use before the end of the period are classified as construction in progress. |
Cash equivalents | Cash equivalentsThe Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents. |
Concentration of credit risk | Concentration of credit risk The Company’s cash and cash equivalents are potentially subject to concentration of credit risk. The Company maintains cash with several financial institutions that, in some cases, is in excess of Federal Deposit Insurance Corporation insurance limits. Concentrations of credit risk with respect to trade accounts receivable are limited due to the large number of entities comprising the Company’s customer base. |
Fair value measurements | Fair value measurements Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures , provides enhanced guidance for using fair value to measure assets and liabilities and establishes a common definition of fair value, provides a framework for measuring fair value under U.S. generally accepted accounting principles and expands disclosure requirements about fair value measurements. Fair value measurements included in the Company’s consolidated financial statements relate to the Company’s annual goodwill and other intangible asset impairment tests and derivatives, described in Notes G - Goodwill and Intangible Assets and I - Derivatives, respectively. |
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 ABL Agreement and 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 ASC Topic 815, Derivatives and Hedging. ASC 815 requires that all derivative instruments be recognized on the balance sheet at fair value as either an asset or liability. Changes in the fair value of derivatives that qualify as hedges and have been designated as part of a hedging relationship for accounting purposes have no net impact on earnings until the hedged item is recognized in earnings. The change in the fair value of hedges are included in accumulated other comprehensive loss and is subsequently recognized in the Company’s consolidated statements of operations to mirror the location of the hedged items impacting earnings. Changes in fair value of derivatives that do not qualify as hedging instruments for accounting purposes are recorded in the consolidated statement of operations. |
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 quantitative goodwill impairment testing described in Accounting Standards Update (“ASU”) Topic 350, Intangibles – Goodwill and Other. If, after assessing qualitative factors, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the quantitative test is unnecessary and the Company’s goodwill is considered to be unimpaired. However, if based on the Company’s qualitative assessment it concludes that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, or if the Company elects to bypass the qualitative assessment, the Company will proceed with performing the quantitative impairment test. The Company reviews goodwill and other intangibles that have indefinite lives for impairment annually as of October 1st or when events or changes in circumstances indicate the carrying value of these assets might exceed their current fair values. Impairment testing is based upon the best information available including estimates of fair value which incorporate assumptions marketplace participants would use in making their estimates of fair value. The significant assumptions used under the income approach, or discounted cash flow method, are projected net sales, projected earnings before interest, tax, depreciation and amortization (“EBITDA”), terminal growth rates, and the cost of capital. Projected net sales, projected EBITDA and terminal growth rates were determined to be significant assumptions because they are three primary drivers of the projected cash flows in the discounted cash flow fair value model. Cost of capital was also determined to be a significant assumption as it is the discount rate used to calculate the current fair value of those projected cash flows. Although the Company believes the assumptions and estimates made are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results. In addition, sustained declines in the Company's stock price and related market capitalization could impact key assumptions in the overall estimated fair values of its reporting units and could result in non-cash impairment charges that could be material to the Company's consolidated balance sheet or results of operations. Should the carrying value of a reporting unit be in excess of the estimated fair value of that reporting unit, an impairment charge will be recorded to reduce the reporting unit to fair value. The Company also evaluates qualitative factors to determine whether or not its indefinite lived intangibles have been impaired and then performs quantitative tests if required. These tests can include the relief from royalty model or other valuation models. 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 carrying amount of the asset is not recoverable, the impairment to be recognized is measured by the amount by which the carrying amount of each long-lived asset exceeds the fair value of the asset. |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. The Company accounts for foreign income taxes based upon anticipated reinvestment of profits into respective foreign tax jurisdictions. The Company applies the authoritative guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the Company’s financial statements . In accordance with this guidance, tax positions must meet a more-likely-than-not recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position. A valuation allowance is required to be established or maintained when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. |
Share-based compensation | Share-based compensation The Company accounts for its share-based compensation arrangements in accordance with ASC Topic 718, Stock Compensation, which requires the measurement of compensation expense for all share-based compensation granted to employees and non-employee directors at fair value on the date of grant and recognition of compensation expense over the related service period. Forfeitures are accounted for as they occur. The Company uses the Black-Scholes option valuation model to estimate the fair value of its stock options. The Black-Scholes option valuation model requires the input of highly subjective assumptions including the expected stock price volatility of the Company’s common stock and the risk-free interest rate. Changes in these subjective input assumptions can materially affect the fair value estimate of the Company’s stock options on the date of the option grant. Performance share awards are initially valued at the Company’s closing stock price on the date of grant. 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 by the end of the performance period, as determined by the Compensation Committee of the Board of Directors. Compensation expense for performance awards is recognized over the vesting period, and will vary based on remeasurement during the performance period. If achievement of the performance metrics is not probable of achievement during the performance period, compensation expense is reversed. The awards are forfeited if the performance metrics are not achieved as of the end of the performance period. The performance share awards vest at the end of a three The Company bases the estimated fair value of Stock Compensation restricted stock awards on the date of grant. The estimated fair value is determined based on the closing price of the Company’s common stock on the date of grant multiplied by the number of shares awarded. Compensation expense is recognized on a straight-line basis over the vesting period. |
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 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 consolidated balance sheets. Finance leases are not material to the Company’s 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 lease 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 plan. The Company maintains an accrual for estimated unpaid claims and claims incurred but not yet reported (“IBNR”). Although management believes that it uses the best information available to estimate IBNR claims, actual claims may vary significantly from estimated claims. |
Restructuring expenses | Restructuring expenses 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 years ended December 31, 2019 and 2018, the Company's U.S. segment incurred $0.7 million and $2.1 million, respectively, of restructuring expense related to the Filament integration, of which $0.1 million and $1.4 million was accrued at December 31, 2019 and 2018, respectively. During the years ended December 31, 2019, and December 31, 2018 the Company's international segment incurred $0.7 million and $0.2 million, respectively, of restructuring expense primarily related to the integration of its legal entities operating in Europe of which $0.2 million was accrued at December 31, 2018. The Company had no international restructuring accrual as of December 31, 2019. The Company's International segment expects to incur restructuring charges of $0.5 million in 2020 to complete its warehouse integration efforts. |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to various claims and contingencies related to lawsuits, certain taxes and environmental matters, as well as commitments under contractual and other commercial obligations. The Company recognizes liabilities for contingencies and commitments when a loss is probable and estimable. |
Adopted Accounting Pronouncements | Adopted Accounting Pronouncements Effective January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which reduces the diversity in practice on how certain transactions are classified in the statement of cash flows. The adoption of this ASU did not have a material impact on the Company’s cash flow statement. 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, which addresses the effect on items within accumulated other comprehensive income (loss) of the change in the U.S. federal corporate tax rate due to the enactment of the Tax Cuts and Jobs Act (the “Tax Act”) on December 22, 2017. The Company did not elect to reclassify the stranded income tax effects of the Tax Act from accumulated other comprehensive income to retained earnings. |
Accounting Pronouncements to be Adopted in Future Periods | Accounting Pronouncements to be Adopted in Future Periods Updates not listed below were assessed and either determined to not be applicable or are expected to have a minimal effect on the Company’s financial position, results of operations, and disclosures. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles and improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments. This guidance introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The ASU also provides updated guidance regarding the impairment of available-for-sale debt securities and includes additional disclosure requirements. The new guidance is effective for public business entities that meet the definition of a Smaller Reporting Company as defined by the Securities and Exchange Commission for interim and annual periods beginning after December 15, 2022. Early adoption is permitted. Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2019, 2018 and 2017 (in thousands). Year Ended December 31, 2019 2018 2017 (in thousands) U.S. segment Kitchenware $ 354,331 $ 330,110 $ 274,070 Tableware 156,061 168,781 152,514 Home Solutions 133,779 110,223 51,560 Total U.S. segment 644,171 609,114 478,144 International segment Kitchenware 62,845 59,657 62,361 Tableware 27,886 35,771 38,971 Total International segment 90,731 95,428 101,332 Total net sales $ 734,902 $ 704,542 $ 579,476 Year ended December 31, 2019 2018 2017 (in thousands) United States $ 612,762 $ 575,158 $ 460,788 United Kingdom 62,991 65,852 74,834 Rest of World 59,149 63,532 43,854 Total net sales $ 734,902 $ 704,542 $ 579,476 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Summary of Purchase Price | The purchase price, as adjusted, has been determined to be as follows (in thousands): Cash $ 217,511 Share consideration 76,905 Total purchase price $ 294,416 |
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 Accounts receivable $ 3,115 Inventory 5,424 Other assets 458 Other liabilities (2,056) Goodwill and other intangibles 2,131 Total allocated value $ 9,072 |
Summary of Pro Forma Consolidated Net Sales and Income (Loss) Before Income Taxes and Equity in Earnings | The following unaudited pro forma financial information presents the results of the Company as if the acquisition of Filament had occurred on January 1, 2017. 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. Year ended December 31, 2018 2017 (In thousands, except per share data) Net sales $ 730,353 $ 747,549 Income before income taxes and equity in earnings 2,439 14,151 Net (loss) income (267) 5,794 Basic and diluted (loss) income per common share $ (0.01) $ 0.28 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Lease, Cost | The components of lease costs for the year ended December 31, 2019 were as follows (in thousands): Year Ended December 31, 2019 Operating lease costs: Fixed $ 18,898 Total $ 18,898 |
Schedule Of Supplemental Cash Flow Information Related To Leases | Supplemental cash flow information for the year ended December 31, 2019 was as follows (in thousands): Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 17,851 Total $ 17,851 Year ended December 31, 2019 Right-of-use assets obtained in exchange for new lease obligations: Operating leases $ 118,447 Total $ 118,447 |
Lessee, Operating Lease, Liability, Maturity | The aggregate future lease payments for operating leases as of December 31, 2019 were as follows (in thousands): Operating 2020 $ 17,876 2021 17,760 2022 17,828 2023 17,982 2024 17,650 Thereafter 72,912 Total lease payments 162,008 Less: Interest (39,167) Present value of lease payments $ 122,841 |
Schedule Of Average Lease Terms And Discount Rates | Average lease terms and discount rates were as follows: December 31, 2019 Weighted-average remaining lease term (years) Operating leases 9.6 Weighted-average discount rate Operating leases 6.2 % |
EQUITY INVESTMENTS (Tables)
EQUITY INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments Summary of Exchange Rate Translation | The Company's proportionate share of Vasconia's net income (loss) has been translated from MXN to USD using the following exchange rates: Year Ended December 31, 2019 2019 2018 2017 Average exchange rate (MXN to USD) 19.11 - 19.42 18.71 - 19.81 17.81 - 20.30 |
Equity Method Investments Schedule of Amounts Due to and Due from Related Parties Current | The amounts due to and due from Vasconia as of December 31, 2019 and 2018 are as follows (in thousands): Vasconia due to and due from balances Balance Sheet Location December 31, 2019 December 31, 2018 Amounts due from Vasconia Prepaid expenses and other current assets $ 63 $ 95 Amounts due to Vasconia Accrued expenses and Accounts payable (77) — |
Summarized Income Statement Information for Vasconia in USD and MXN | Summarized income statement information for the years ended December 31, 2019, 2018 and 2017, as well as summarized balance sheet information as of December 31, 2019 and 2018, for Vasconia, calculated in accordance with U.S. GAAP, in USD and MXN is as follows: Year Ended December 31, 2019 2018 2017 (in thousands) USD MXN USD MXN USD MXN Income Statement Net sales $ 159,746 $ 3,074,398 $ 179,547 $ 3,456,852 $ 167,283 $ 3,157,671 Gross profit 34,032 654,342 36,891 711,941 34,626 655,186 Income from operations 8,620 165,287 11,402 222,115 10,475 199,170 Net income 1,757 28,892 2,887 57,590 1,164 23,983 |
Summarized Balance Sheet Information for Vasconia in USD and MXN | December 31, 2019 2018 (in thousands) USD MXN USD MXN Balance Sheet Current assets $ 94,263 $ 1,782,170 $ 96,135 $ 1,888,602 Non-current assets 110,908 2,096,880 86,279 1,694,969 Current liabilities 74,095 1,400,883 64,831 1,273,619 Non-current liabilities 50,037 946,014 32,261 633,772 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets Included in Wholesale Segment | The Company’s intangible assets, all of which are included in the U.S. and International segments, consist of the following (in thousands): Year Ended December 31, 2019 2018 Gross Impairment Accumulated Net Gross Impairment Accumulated Net Goodwill $ 92,361 $ (42,990) $ — $ 49,371 $ 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 (10,287) 5,560 15,847 (9,825) 6,022 Trade names 43,986 (17,337) 26,649 43,689 (13,965) 29,724 Customer relationships 176,602 (40,605) 135,997 175,482 (27,538) 147,944 Other 6,546 (1,868) 4,678 6,510 (1,259) 5,251 Total $ 393,558 $ (42,990) $ (70,097) $ 280,471 $ 393,639 $ (2,205) $ (52,587) $ 338,847 |
Summary of Activities Relating to Intangible Assets | A summary of the activities related to the Company’s intangible assets for the years ended December 31, 2019, 2018 and 2017 consists of the following (in thousands): Intangible Goodwill Total Intangible Goodwill and Intangible Assets, December 31, 2016 $ 75,018 $ 14,201 $ 89,219 Acquisition of goodwill — 434 434 Acquisition of trade names 1,134 — 1,134 Acquisition of customer relationships 563 — 563 Foreign currency translation adjustment 2,823 1,137 3,960 Amortization (6,831) — (6,831) Goodwill and Intangible Assets, December 31, 2017 72,707 15,772 88,479 Acquisition of goodwill — 78,795 78,795 Acquisition of trade names 61,500 — 61,500 Acquisition of customer relationships 124,430 — 124,430 Acquisition of other intangible assets 5,367 — 5,367 Foreign currency translation adjustment (1,524) (672) (2,196) Amortization (15,323) — (15,323) Impairment of goodwill — (2,205) (2,205) Goodwill and Intangible Assets, December 31, 2018 247,157 91,690 338,847 Purchase price adjustment — 972 972 Foreign currency translation adjustment 786 (301) 485 Amortization (16,843) — (16,843) Impairment of goodwill — (42,990) (42,990) Goodwill and Intangible Assets, December 31, 2019 $ 231,100 $ 49,371 $ 280,471 |
Weighted Average Amortization Periods for Finite Lived Intangible Assets | The weighted-average amortization periods for the Company’s finite-lived intangible assets as of December 31, 2019 are as follows: Years Trade names 15 Licenses 33 Customer relationships 14 Other 10 |
Estimated Amortization Expense | Estimated amortization expense for each of the five succeeding fiscal years is as follows (in thousands): Year ending December 31, 2020 $ 16,380 2021 15,657 2022 15,657 2023 15,533 2024 15,005 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | As of December 31, 2019 and 2018, the total availability under the ABL Agreement are as follows (in thousands): December 31, 2019 December 31, 2018 Maximum aggregate principal allowed $ 150,000 $ 150,000 Outstanding borrowings under the ABL Agreement (32,822) (42,080) Open letters of credit (2,288) (3,392) Total availability under the ABL Agreement $ 114,890 $ 104,528 |
Schedule of Long-term Debt Instruments | The current and non current portions of the Company’s Term Loan facility included in the consolidated balance sheets are presented as follows (in thousands): December 31, 2019 December 31, 2018 Current portion of Term Loan facility: Term Loan facility annual principal payment $ 2,750 $ 2,750 Excess Cash Flow principal payment 7,145 — Unamortized debt issuance costs (1,482) (1,497) Total Current portion of Term Loan facility $ 8,413 $ 1,253 Non Current portion of Term Loan facility: Term Loan facility $ 260,293 $ 270,188 Unamortized debt issuance costs (6,012) (7,494) Total Non Current portion of Term Loan facility $ 254,281 $ 262,694 |
Schedule of Future Principle Payments of Term Loan | As of December 31, 2019, the future principal payments of the Term Loan are as follows (in thousands): 2020 $ 9,895 2021 2,750 2022 2,750 2023 2,750 2024 2,750 Thereafter 249,293 Total $ 270,188 |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
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 consolidated balance sheets are presented as follows (in thousands): December 31, Derivatives designated as hedging instruments Balance Sheet Location 2019 2018 Interest rate swaps Prepaid expenses $ 427 $ 42 Other assets 1,267 157 Foreign exchange contracts Accrued expenses 180 — December 31, Derivatives not designated as hedging instruments Balance Sheet Location 2019 2018 Interest rate swaps Other assets $ 402 $ — |
Gains and Losses Related to Derivative Financial Instruments Designated as Hedging Instruments | The amounts of the gains and (losses), net of taxes, related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive income (loss) as follows (in thousands): Year ended December 31, Derivatives designated as hedging instruments 2019 2018 2017 Interest rate swaps $ 1,120 $ 161 $ 17 Foreign exchange contracts $ (117) $ — $ — Total $ 1,003 $ 161 $ 17 |
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 are recognized in earnings as follows (in thousands): Year Ended December 31, Derivatives not designated as hedging instruments Location of Gain or (Loss) 2019 2018 2017 Interest rate swaps Interest expense $ 407 $ — $ — Foreign exchange contracts Selling, general & administrative expense $ — $ 150 $ (2,592) |
CAPITAL STOCK (Tables)
CAPITAL STOCK (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Cash Dividends Declared | Dividends were declared in 2019 and 2018 as follows: Dividend per share Date declared Date of record Payment date $0.0425 March 8, 2018 May 1, 2018 May 15, 2018 $0.0425 June 28, 2018 August 1, 2018 August 15, 2018 $0.0425 July 31, 2018 November 1, 2018 November 15, 2018 $0.0425 November 7, 2018 February 1, 2019 February 15, 2019 $0.0425 March 12, 2019 May 1, 2019 May 15, 2019 $0.0425 June 27, 2019 August 1, 2019 August 15, 2019 $0.0425 August 6, 2019 November 1, 2019 November 15, 2019 $0.0425 November 7, 2019 January 31, 2020 February 14, 2020 |
Summary of Stock Option Activity and Related Information | A summary of the Company’s stock option activity and related information for the three years ended December 31, 2019, is as follows: Options Weighted- Weighted- Aggregate Options outstanding at December 31, 2016 1,775,400 $ 13.44 Grants 125,750 17.38 Exercises (300,000) 11.34 Cancellations (45,700) 16.40 Expirations (99,250) 20.40 Options outstanding at December 31, 2017 1,456,200 13.64 Grants 205,750 13.56 Exercises (58,000) 4.93 Cancellations (22,375) 16.95 Expirations (32,750) 15.50 Options outstanding at December 31, 2018 1,548,825 13.87 Grants 296,500 9.21 Exercises (75,000) 4.28 Cancellations (19,625) 12.94 Expirations (242,375) 13.95 Options outstanding at December 31, 2019 1,508,325 13.43 4.9 $ — Options exercisable at December 31, 2019 1,065,422 $ 14.48 3.1 $ — |
Fair Value Stock Options at Grant Date using Weighted Average Assumption | The fair values for these stock options were estimated at the dates of grant using the following weighted-average assumptions: 2019 2018 2017 Historical volatility 35 % 34 % 39 % Expected term (years) 6.0 6.0 6.0 Risk-free interest rate 1.82 % 2.72 % 1.97 % Expected dividend yield 1.80 % 1.22 % 0.98 % |
Summary of Restricted Stock Activity | A summary of the Company’s restricted stock activity and related information for the three years ended December 31, 2019 is as follows: Restricted Weighted- Non-vested restricted shares, December 31, 2016 161,824 $ 15.35 Grants 133,352 18.32 Vested (69,795) 15.39 Cancellations (6,064) 16.07 Non-vested restricted shares, December 31, 2017 219,317 17.12 Grants 223,884 13.25 Vested (90,926) 17.14 Cancellations (25,730) 14.96 Non-vested restricted shares, December 31, 2018 326,545 14.63 Grants 439,747 9.25 Vested (148,414) 14.54 Cancellations (24,537) 13.97 Non-vested restricted shares, December 31, 2019 593,341 $ 10.70 Total unrecognized compensation expense remaining (in thousands) $ 4,199 Weighted-average years expected to be recognized over 1.6 |
Summary of Performance-based Award Activity | A summary of the Company’s performance-based award activity and related information for the three years ended December 31, 2019 is as follows: Performance - based awards (1) Weighted- Non-vested performance-based awards, December 31, 2016 145,962 $ 15.32 Grants 87,000 18.45 Cancellations (4,070) 16.52 Non-vested performance-based awards, December 31, 2017 228,892 16.49 Grants 182,300 12.81 Vested (58,888) 14.84 Cancellations (13,017) 15.95 Non-vested performance-based awards, December 31, 2018 339,287 14.82 Grants 158,525 9.19 Vested (66,761) 15.69 Cancellations (25,992) 15.44 Non-vested performance-based awards, December 31, 2019 405,059 $ 12.43 Total unrecognized compensation expense remaining (in thousands) $ 1,845 Weighted-average years expected to be recognized over 1.6 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The Company recorded stock compensation expense as follows (in thousands): Year Ended December 31, Stock Compensation Expense Components 2019 2018 2017 Equity based stock option expense $ 617 $ 691 $ 1,090 Restricted and performance-based stock awards expense 4,404 3,400 2,300 Stock compensation expense for equity based awards $ 5,021 $ 4,091 $ 3,390 Liability based stock option expense 20 44 — Total Stock Compensation Expense $ 5,041 $ 4,135 $ 3,390 |
(LOSS) INCOME PER COMMON SHARE
(LOSS) INCOME PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Calculations of Basic and Diluted Income per Common Share | The calculations of basic and diluted (loss) income per common share for the years ended December 31, 2019, 2018 and 2017, are as follows: 2019 2018 2017 (in thousands - except per share amounts) Net (loss) income – Basic and Diluted $ (44,415) $ (1,720) $ 2,154 Weighted-average shares outstanding – Basic 20,597 19,452 14,505 Effect of dilutive securities: Stock options and other stock awards — — 450 Weighted-average shares outstanding – Diluted 20,597 19,452 14,955 Basic (loss) income per common share $ (2.16) $ (0.09) $ 0.15 Diluted (loss) income per common share $ (2.16) $ (0.09) $ 0.14 Antidilutive shares 2,120 1,869 1,190 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income before Income Taxes | The components of income before income taxes and equity in earnings are as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Domestic $ (21,311) $ 5,455 $ 17,728 Foreign (22,462) (4,946) (6,949) Total (loss) income before income taxes and equity in earnings $ (43,773) $ 509 $ 10,779 |
Provision for Income Taxes | The provision for income taxes (before equity in earnings) consists of: Year Ended December 31, 2019 2018 2017 (in thousands) Current: Federal $ 906 $ 775 $ 7,041 State and local 884 351 957 Foreign 392 (323) 4 Deferred (1,073) 2,086 1,030 Income tax provision $ 1,109 $ 2,889 $ 9,032 |
Significant Components of Net Deferred Income Tax Asset (Liability) | Significant components of the Company’s deferred income tax assets and (liabilities) are as follows: December 31, 2019 2018 (in thousands) Deferred income tax assets: Operating lease liabilities $ 29,126 $ — Deferred rent expense — 3,504 Stock options 2,660 2,982 Inventory 2,351 1,446 Operating loss and non-deductible interest carry-forward 8,041 7,071 Accounts receivable allowances 777 734 Accrued compensation 846 1,026 Other 2,034 1,753 Total deferred income tax assets $ 45,835 $ 18,516 Deferred income tax liabilities: Operating lease right-of-use assets $ (25,084) $ — Fixed assets (2,431) (2,540) Intangibles (27,782) (27,534) Total deferred income tax liabilities (55,297) (30,074) Net deferred income tax liability (9,462) (11,558) Valuation allowance (4,223) (2,850) Net deferred income tax liability $ (13,685) $ (14,408) |
Difference between Provision for Income Taxes and Amount Computed by Applying Federal Statutory Rates | The provision for income taxes (before equity in earnings) differs from the amounts computed by applying the applicable federal statutory rates as follows: Year Ended December 31, 2019 2018 2017 Federal income taxes at the statutory rate 21.0 % 21.0 % 35.0 % Increases (decreases): State and local income taxes, net of Federal income tax benefit (1.7) 97.4 6.1 Foreign rate differences (1.0) (110.3) 7.2 Impairment of goodwill (1) (20.8) 98.6 — Non-deductible expenses (1.2) 129.9 3.7 Tax Act- revaluation of net deferred tax assets and other — 16.8 27.7 Tax Act- transition tax — 43.0 3.1 Uncertain tax positions (0.3) 302.8 0.6 Research and development credit 1.4 (18.5) — Federal return to provision 0.4 (27.5) — Other (0.3) 14.4 0.4 Provision for income taxes (2.5) % 567.6 % 83.8 % (1) In 2019, the rate for the impairment of goodwill was (20.8)% due to a pretax loss position. In 2018, the rate for the impairment of goodwill was 98.6% due to a pretax income position. |
Estimated Values of Gross Uncertain Tax Positions | The estimated values of the Company’s gross uncertain tax positions at December 31, 2019, 2018 and 2017 are liabilities of $1.5 million, $2.0 million and $0.2 million, respectively, and consist of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Balance at January 1 $ (1,975) $ (161) $ (109) Additions based on tax positions related to the current year (29) (626) (82) Additions based on tax positions related to the prior year — (1,302) — Reductions for tax position of prior years 496 114 30 Balance at December 31 $ (1,508) $ (1,975) $ (161) |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Information | Year Ended December 31, 2019 2018 2017 (in thousands) Net sales: U.S. $ 644,171 $ 609,114 $ 478,144 International 90,731 95,428 101,332 Total net sales $ 734,902 $ 704,542 $ 579,476 Income from operations: U.S. (1)(2) $ 19,826 $ 44,213 $ 39,341 International (3)(4) (22,962) (5,395) (6,984) Unallocated corporate expenses (20,259) (20,239) (17,177) Total income from operations $ (23,395) $ 18,579 $ 15,180 Depreciation and amortization: U.S. $ 20,653 $ 18,840 $ 10,004 International 4,462 4,489 4,185 Total depreciation and amortization $ 25,115 $ 23,329 $ 14,189 Capital expenditures: U.S. $ 2,078 $ 7,746 $ 4,176 International 7,091 156 2,135 Total capital expenditures $ 9,169 $ 7,902 $ 6,311 (1) In 2019 and 2018, income from operations for the U.S. segment includes $0.7 million and $2.1 million of restructuring expenses related to the U.S. restructuring plan and the Filament integration, respectively, as described in Note A – Significant Accounting Policies. (2) In 2019, the the Company recognized a non-cash goodwill impairment charge of $33.2 million related to its U.S. reporting unit, as described in Note G - Goodwill and intangible assets. (3) In 2019, 2018 and 2017, income from operations for the International segment includes $0.7 million, $0.2 million and $1.0 million, respectively, of restructuring expenses related to the integration of entities in Europe, as described in Note A – Significant Accounting Policies. (4) In 2019 and 2018, T he Company recognized a $9.7 million non-cash goodwill impairment charge related to the European kitchenware business and a non-cash goodwill impairment charge of $2.2 million related to the European tableware business, respectively, as described in Note G - Goodwill and intangible assets. December 2019 2018 (in thousands) Assets: U.S. $ 639,047 $ 604,532 International 117,935 94,210 Unallocated corporate 13,041 9,830 Total assets $ 770,023 $ 708,572 Year Ended December 2019 2018 (in thousands) Goodwill: U.S. Beginning balance $ 81,641 $ 2,846 Acquisition activity — 78,795 Purchase price adjustment 972 — Impairment (33,242) — Ending balance 49,371 81,641 International Beginning balance 10,049 12,926 Foreign currency translation adjustment (301) (672) Impairment (9,748) (2,205) Ending balance — 10,049 Total goodwill $ 49,371 91,690 |
Net Sales and Long-Lived Assets by Major Geographic Locations | The following table sets forth long-lived assets by the major geographic locations: December, 2019 2018 (in thousands) Long-lived assets, excluding intangible assets, at period-end: United States $ 23,455 $ 25,229 Mexico 21,288 22,583 United Kingdom 8,353 1,896 Rest of World 432 480 Total $ 53,528 $ 50,188 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Royalties Payable | Future minimum royalties payable under these agreements are as follows (in thousands): Year ending December 31, 2020 $ 8,763 2021 9,327 2022 9,146 2023 231 2024 75 Thereafter — Total $ 27,542 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Future Benefit Payments | Expected benefit payments for each of the next five fiscal years and in the aggregate for the five fiscal years thereafter are as follows (in thousands): Year ending December 31, 2020 $ 419 2021 412 2022 454 2023 434 2024 414 2025 through 2029 1,795 |
OTHER (Tables)
OTHER (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Components of Inventory | The components of inventory are as follows: December 31, 2019 2018 (in thousands) Finished goods $ 165,950 $ 165,969 Work in process 61 375 Raw materials 7,416 7,257 Total $ 173,427 $ 173,601 |
Property and Equipment | Property and equipment consist of: December 31, 2019 2018 (in thousands) Machinery, furniture and equipment $ 109,092 $ 106,525 Leasehold improvements 38,293 29,803 Building and improvements 780 770 Construction in progress 337 1,032 Land 100 100 Total 148,602 138,230 Less: accumulated depreciation and amortization (120,434) (112,468) Total $ 28,168 $ 25,762 |
Long term liabilities | Long term liabilities consist of: December 31, 2019 2018 (in thousands) Retirement benefit obligations $ 6,838 $ 6,169 Non-income tax liability 2,705 1,860 Unearned revenue 1,728 — Royalty obligation 878 1,324 Other long term obligations 65 154 Deferred rent liability — 13,832 Total $ 12,214 $ 23,339 |
Accrued Expenses | Accrued expenses consist of: December 31, 2019 2018 (in thousands) Customer allowances and rebates $ 18,834 $ 12,184 Compensation and benefits 10,542 9,065 Interest 334 243 Vendor invoices 3,428 3,487 Royalties 2,391 1,916 Commissions 894 1,557 Freight 3,263 4,160 Professional fees 1,941 2,473 Foreign exchange forward contracts 180 — Restructuring 59 1,557 Other 10,194 8,814 Total $ 52,060 $ 45,456 |
Supplemental Cash Flow Information | Year Ended December 31, 2019 2018 2017 (in thousands) Cash paid for interest $ 18,859 $ 16,319 $ 3,791 Cash paid for taxes, net of refunds 2,057 2,599 12,936 Non-cash investing activities: Translation adjustment $ (292) $ (5,906) $ 7,823 |
Components of Accumulated Other Comprehensive Loss, Net | Components of accumulated other comprehensive loss, net Year Ended December 31, 2019 2018 2017 (in thousands) Accumulated translation adjustment: Balance at beginning of year $ (33,727) $ (27,821) $ (35,644) Translation adjustment during period (292) (5,906) 7,823 Balance at end of year $ (34,019) $ (33,727) $ (27,821) Accumulated deferred gains (losses) on cash flow hedges: Balance at beginning of year $ 161 $ 14 $ (3) Amounts reclassified from accumulated other comprehensive gains: (1) Settlement of cash flow hedge (209) (14) — Derivative fair value adjustment, net of tax 1,212 161 17 Balance at end of year $ 1,164 $ 161 $ 14 Accumulated effect of retirement benefit obligations: Balance at beginning of year (1,050) (1,518) (1,352) Net (loss) income arising from retirement benefit obligations, net of tax (601) 373 (228) Amounts reclassified from accumulated other comprehensive loss: Amortization of loss, net of tax (2) 51 95 62 Balance at end of year $ (1,600) $ (1,050) $ (1,518) (1) Amounts reclassified are recorded in interest expense and cost of goods sold on the consolidated statement of operations. (2) Amount is recorded in selling, general and administrative expenses on the consolidated statements of operations. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) | Jun. 30, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 |
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Foreign currency gain/loss | $ 100,000 | $ (500,000) | $ (3,000,000) | ||||
Cost of depreciation | 1,400,000 | ||||||
Cost of sales | 479,711,000 | 448,785,000 | 364,319,000 | ||||
Inventory effected percentage | 8.00% | ||||||
Freight-out expenses | 15,500,000 | 14,500,000 | 11,500,000 | ||||
Advertising expenses | 4,000,000 | 4,400,000 | 3,400,000 | ||||
Goodwill impairment charges | 42,990,000 | 2,205,000 | 0 | ||||
Restructuring expenses | 1,435,000 | 2,324,000 | 1,024,000 | ||||
Operating lease, right-of-use asset | $ 106,871,000 | 106,871,000 | |||||
Operating lease, liability | 122,841,000 | 122,841,000 | |||||
European Kitchenware | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Goodwill, percentage of fair value in excess of the carrying value | 30.10% | ||||||
U.S. | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Goodwill impairment charges | $ 33,200,000 | $ 33,242,000 | 0 | ||||
Goodwill, percentage of fair value in excess of the carrying value | 6.10% | 6.10% | |||||
Restructuring expenses | $ 700,000 | 2,100,000 | |||||
Accrued restructuring expenses | $ 100,000 | 100,000 | 1,400,000 | ||||
International | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Goodwill impairment charges | $ 9,700,000 | 9,748,000 | 2,205,000 | ||||
Restructuring expenses | 700,000 | 200,000 | $ 1,000,000 | ||||
Accrued restructuring expenses | 0 | 0 | $ 200,000 | ||||
Expected restructuring charges | $ 500,000 | 500,000 | |||||
Stock Keeping Unit Rationalization Program | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Cost of sales | $ 8,500,000 | ||||||
Accounting Standards Update 2016-02 | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Operating lease, right-of-use asset | $ 91,000,000 | ||||||
Operating lease, liability | $ 104,500,000 | ||||||
Performance Shares | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Number of shares range percentage | 150.00% | ||||||
Vesting period | 3 years | ||||||
Wal-Mart Stores Inc | Net sales | Credit Concentration Risk | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Percentage of net sales | 16.00% | 14.00% | 15.00% | ||||
Costco Wholesale Corporation | Net sales | Credit Concentration Risk | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Percentage of net sales | 11.00% | ||||||
Building and improvements | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment depreciated over estimated useful lives | 30 years | ||||||
Machinery, Furniture and Equipment | Minimum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment depreciated over estimated useful lives | 3 years | ||||||
Machinery, Furniture and Equipment | Maximum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment depreciated over estimated useful lives | 10 years |
REVENUE - Additional Informatio
REVENUE - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 734,902 | $ 704,542 | $ 579,476 |
Shipping and Handling | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 3,600 | $ 3,500 | $ 2,700 |
REVENUE - Summary of Company's
REVENUE - Summary of Company's Revenue Disaggregated by Geographic Region and Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 734,902 | $ 704,542 | $ 579,476 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 612,762 | 575,158 | 460,788 |
United Kingdom | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 62,991 | 65,852 | 74,834 |
Rest of World | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 59,149 | 63,532 | 43,854 |
U.S. | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 644,171 | 609,114 | 478,144 |
U.S. | Kitchenware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 354,331 | 330,110 | 274,070 |
U.S. | Tableware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 156,061 | 168,781 | 152,514 |
U.S. | Home Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 133,779 | 110,223 | 51,560 |
International segment | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 90,731 | 95,428 | 101,332 |
International segment | Kitchenware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 62,845 | 59,657 | 62,361 |
International segment | Tableware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 27,886 | $ 35,771 | $ 38,971 |
ACQUISITIONS - Additional Infor
ACQUISITIONS - Additional Information (Details) - USD ($) $ in Thousands | Mar. 02, 2018 | Aug. 31, 2017 | Feb. 28, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||||
Aggregate acquisition agreement amount | $ 294,416 | ||||||
Cash | 217,511 | ||||||
Business acquisition, equity interest issued or issuable, value | 76,905 | ||||||
Goodwill | $ 91,690 | $ 15,772 | $ 49,371 | $ 14,201 | |||
Selling, General and Administrative Expenses | |||||||
Business Acquisition [Line Items] | |||||||
Contingent Consideration Obligation Acquired | 1,800 | ||||||
Filament | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate acquisition agreement amount | 294,400 | ||||||
Cash | $ 217,500 | ||||||
Business acquisition, equity interest issued or issuable, number of shares (in shares) | 5,593,116 | ||||||
Business acquisition, equity interest issued or issuable, value | $ 76,900 | ||||||
Goodwill decreased | $ 1,000 | ||||||
Net sales | $ 128,800 | ||||||
Net assets acquired, purchase price | $ 270,427 | ||||||
Fitz and Floyd Business | |||||||
Business Acquisition [Line Items] | |||||||
Cash | $ 9,100 | ||||||
Net sales | $ 7,700 | ||||||
Net assets acquired, purchase price | 2,131 | ||||||
Goodwill | 400 | ||||||
Fitz and Floyd Business | Customer Relationships and Trade Names | |||||||
Business Acquisition [Line Items] | |||||||
Net assets acquired | $ 1,700 |
ACQUISITIONS - Summary of Purch
ACQUISITIONS - Summary of Purchase Price (Details) $ in Thousands | Mar. 02, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 217,511 |
Share consideration | 76,905 |
Total purchase price | 294,416 |
Filament | |
Business Acquisition [Line Items] | |
Cash | 217,500 |
Share consideration | 76,900 |
Total purchase price | $ 294,400 |
ACQUISITIONS - Summary of Pur_2
ACQUISITIONS - Summary of Purchase Price Allocated Based on Estimated Fair Value of Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 02, 2018 | Aug. 31, 2017 |
Filament | ||
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 | |
Fitz and Floyd Business | ||
Business Acquisition [Line Items] | ||
Accounts receivable | $ 3,115 | |
Inventory | 5,424 | |
Other assets | 458 | |
Other liabilities | (2,056) | |
Goodwill and other intangibles | 2,131 | |
Total allocated value | $ 9,072 |
ACQUISITIONS - Summary of Pro F
ACQUISITIONS - Summary of Pro Forma Consolidated Net Sales and Income (Loss) Before Income Taxes and Equity in Earnings (Details) - Filament - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||
Net sales | $ 730,353 | $ 747,549 |
Income before income taxes and equity in earnings | 2,439 | 14,151 |
Net (loss) income | $ (267) | $ 5,794 |
Basic and diluted (loss) income per common share | $ (0.01) | $ 0.28 |
LEASES - Components of Lease Co
LEASES - Components of Lease Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Fixed | $ 18,898 |
Total | $ 18,898 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows for operating leases | $ 17,851 |
Total | 17,851 |
Right-of-use assets obtained in exchange for new lease obligations: | |
Operating leases | 118,447 |
Total | $ 118,447 |
LEASES - Aggregate Future Lease
LEASES - Aggregate Future Lease Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 17,876 |
2021 | 17,760 |
2022 | 17,828 |
2023 | 17,982 |
2024 | 17,650 |
Thereafter | 72,912 |
Total lease payments | 162,008 |
Less: Interest | (39,167) |
Present value of lease payments | $ 122,841 |
LEASES - Average Lease Terms an
LEASES - Average Lease Terms and Discount Rates (Details) | Dec. 31, 2019 |
Leases [Abstract] | |
Operating leases, weighted average remaining lease term (in years) | 9 years 7 months 6 days |
Operating leases, weighted average discount rate, percent | 6.20% |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Rent and related expense | $ 18,400 | $ 16,800 | |
Accumulated depreciation and amortization | 112,468 | $ 120,434 | |
Assets Held under Capital Leases | |||
Lessee, Lease, Description [Line Items] | |||
Machinery, furniture and equipment | 1,800 | 300 | |
Accumulated depreciation and amortization | $ 1,700 | $ 100 |
SALE OF ACCOUNTS RECEIVABLE - A
SALE OF ACCOUNTS RECEIVABLE - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
HSBC Bank | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Sale of receivables | $ 20,900,000 | $ 18,000,000 |
Receivables purchase agreement | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivables purchase agreement - maximum borrowing | $ 25,000,000 | |
Agreement period | 364 days | |
Agreement termination, written notice period | 60 days | |
Sale of receivables | $ 115,400,000 | 86,000,000 |
Receivables purchase agreement | Selling, general & administrative expense | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Charge related to sale of receivables | $ 600,000 | $ 500,000 |
EQUITY INVESTMENTS - Additional
EQUITY INVESTMENTS - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2019USD ($)$ / $ | Dec. 31, 2018USD ($)$ / $ | Dec. 31, 2017USD ($) | Feb. 29, 2012USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||
Equity in earnings (losses), net of taxes | $ 467,000 | $ 660,000 | $ 407,000 | |
Grupo Vasconia S.A.B. | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership in equity method investment | 30.00% | |||
Exchange rate at period end - MXN to USD | $ / $ | 18.91 | 19.64 | ||
Increase (Decrease) in equity method investment | $ (1,600,000) | $ (1,900,000) | ||
Cash dividend received | 124,000 | 115,000 | 28,000 | |
Equity in earnings (losses), net of taxes | 500,000 | 900,000 | 400,000 | |
Equity in earnings, deferred tax benefit | 100,000 | $ 200,000 | ||
Fair value of investment | 34,700,000 | |||
Carrying value of investment | $ 21,300,000 | |||
Grand Venture | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership in equity method investment | 50.00% | |||
Carrying value of investment | 0 | $ 500,000 | ||
Asset impairment charges | $ 200,000 |
EQUITY INVESTMENTS - Summary of
EQUITY INVESTMENTS - Summary of Proportionate Share of Vasconia's Net Income Translated from MXN to USD (Details) - Transaction 02 - Grupo Vasconia S.A.B. - $ / $ | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Average exchange rate (MXN to USD) | 19.11 | 18.71 | 17.81 |
Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Average exchange rate (MXN to USD) | 19.42 | 19.81 | 20.30 |
EQUITY INVESTMENTS - Schedule o
EQUITY INVESTMENTS - Schedule of Amounts Due to and Due from Vasconia (Details) - Grupo Vasconia S.A.B. - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid expenses and other current assets | ||
Schedule of Equity Method Investments [Line Items] | ||
Amounts due from Vasconia | $ 63 | $ 95 |
Accounts Payable and Accrued Liabilities [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Amounts due to Vasconia | $ (77) | $ 0 |
EQUITY INVESTMENTS - Summarized
EQUITY INVESTMENTS - Summarized Statement of Income Information for Vasconia in USD and MXN (Details) - Grupo Vasconia S.A.B. $ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2019MXN ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018MXN ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017MXN ($) | Dec. 31, 2017USD ($) | |
Income Statement | ||||||
Net sales | $ 3,074,398 | $ 159,746 | $ 3,456,852 | $ 179,547 | $ 3,157,671 | $ 167,283 |
Gross profit | 654,342 | 34,032 | 711,941 | 36,891 | 655,186 | 34,626 |
Income from operations | 165,287 | 8,620 | 222,115 | 11,402 | 199,170 | 10,475 |
Net income | $ 28,892 | $ 1,757 | $ 57,590 | $ 2,887 | $ 23,983 | $ 1,164 |
EQUITY INVESTMENTS - Summariz_2
EQUITY INVESTMENTS - Summarized Balance Sheet Information for Vasconia in USD and MXN (Details) - Grupo Vasconia S.A.B. $ in Thousands, $ in Thousands | Dec. 31, 2019MXN ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018MXN ($) | Dec. 31, 2018USD ($) |
Balance Sheet | ||||
Current assets | $ 1,782,170 | $ 94,263 | $ 1,888,602 | $ 96,135 |
Non-current assets | 2,096,880 | 110,908 | 1,694,969 | 86,279 |
Current liabilities | 1,400,883 | 74,095 | 1,273,619 | 64,831 |
Non-current liabilities | $ 946,014 | $ 50,037 | $ 633,772 | $ 32,261 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Components of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Intangible Assets Disclosure [Line Items] | ||||
Goodwill, Gross | $ 92,361 | $ 93,895 | ||
Goodwill, Accumulated Impairment | (42,990) | (2,205) | ||
Goodwill, Net | 49,371 | 91,690 | $ 15,772 | $ 14,201 |
Indefinite-Lived Trade Names, Gross | 58,216 | 58,216 | ||
Indefinite-Lived Trade Names, Net | 58,216 | 58,216 | ||
Finite-Lived Intangible Assets, Gross | 393,558 | 393,639 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 70,097 | 52,587 | ||
Finite-Lived Intangible Assets, Net | 280,471 | 338,847 | ||
Licenses | ||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | 15,847 | 15,847 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 10,287 | 9,825 | ||
Finite-Lived Intangible Assets, Net | 5,560 | 6,022 | ||
Trade names | ||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | 43,986 | 43,689 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 17,337 | 13,965 | ||
Finite-Lived Intangible Assets, Net | 26,649 | 29,724 | ||
Customer relationships | ||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | 176,602 | 175,482 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 40,605 | 27,538 | ||
Finite-Lived Intangible Assets, Net | 135,997 | 147,944 | ||
Other | ||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | 6,546 | 6,510 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | 1,868 | 1,259 | ||
Finite-Lived Intangible Assets, Net | $ 4,678 | $ 5,251 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets | |||
Intangible Assets, Beginning Balance | $ 247,157 | $ 72,707 | $ 75,018 |
Foreign currency translation adjustment | 786 | (1,524) | 2,823 |
Amortization | (16,843) | (15,323) | (6,831) |
Intangible Assets, Ending Balance | 231,100 | 247,157 | 72,707 |
Goodwill | |||
Beginning balance | 91,690 | 15,772 | 14,201 |
Acquisition of goodwill | 78,795 | 434 | |
Purchase price adjustment | 972 | ||
Foreign currency translation adjustment | (301) | (672) | 1,137 |
Impairment | (42,990) | (2,205) | 0 |
Ending balance | 49,371 | 91,690 | 15,772 |
Goodwill and Intangible Assets | |||
Goodwill and intangible assets, Beginning Balance | 338,847 | 88,479 | 89,219 |
Acquisition of goodwill | 78,795 | 434 | |
Foreign currency translation adjustment | 485 | (2,196) | 3,960 |
Amortization | (16,843) | (15,323) | (6,831) |
Goodwill and Intangible Assets, Ending Balance | $ 280,471 | 338,847 | 88,479 |
Trade names | |||
Intangible Assets | |||
Acquisition of intangible assets | 61,500 | 1,134 | |
Goodwill and Intangible Assets | |||
Acquisition of intangible assets | 61,500 | 1,134 | |
Customer relationships | |||
Intangible Assets | |||
Acquisition of intangible assets | 124,430 | 563 | |
Goodwill and Intangible Assets | |||
Acquisition of intangible assets | 124,430 | $ 563 | |
Other | |||
Intangible Assets | |||
Acquisition of intangible assets | 5,367 | ||
Goodwill and Intangible Assets | |||
Acquisition of intangible assets | $ 5,367 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Weighted Average Amortization Period for Finite Lived Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, weighted-average amortization periods | 15 years |
Licenses | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, weighted-average amortization periods | 33 years |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, weighted-average amortization periods | 14 years |
Other | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, weighted-average amortization periods | 10 years |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Estimated Amortization Expense (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 16,380 |
2021 | 15,657 |
2022 | 15,657 |
2023 | 15,533 |
2024 | $ 15,005 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Amortization expenses | $ 16,843,000 | $ 15,323,000 | $ 6,831,000 | |||
Goodwill impairment charges | 42,990,000 | 2,205,000 | 0 | |||
Goodwill | $ 49,371,000 | 49,371,000 | 91,690,000 | 15,772,000 | $ 14,201,000 | |
International | ||||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Goodwill impairment charges | $ 9,700,000 | 9,748,000 | 2,205,000 | |||
Goodwill | 0 | 0 | 10,049,000 | 12,926,000 | ||
U.S. | ||||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Goodwill impairment charges | $ 33,200,000 | $ 33,242,000 | 0 | |||
Goodwill, percentage of fair value in excess of the carrying value | 6.10% | 6.10% | ||||
Goodwill | $ 49,371,000 | $ 49,371,000 | 81,641,000 | $ 2,846,000 | ||
European Kitchenware | ||||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Goodwill, percentage of fair value in excess of the carrying value | 30.10% | |||||
European Kitchenware | International | ||||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Goodwill | 0 | 0 | 0 | |||
Tableware | International | ||||||
Schedule of Intangible Assets Disclosure [Line Items] | ||||||
Goodwill | $ 0 | $ 0 | $ 0 |
DEBT - Additional Information (
DEBT - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | |
Debt Instrument [Line Items] | ||||
Debt instrument, quarterly repayment percentage of principal | 0.25% | |||
Maximum debt instrument leverage ratio | 3.75 | |||
Debt Agreements | ||||
Debt Instrument [Line Items] | ||||
Percentage of capital stock of foreign subsidiaries pledged as collateral | 65.00% | 65.00% | ||
ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate principal allowed | $ 150,000,000 | $ 150,000,000 | ||
Minimum availability under revolving credit to maintain minimum fixed charge ratio for four consecutive months | $ 15,000,000 | |||
Commitment fee percentage | 10.00% | |||
Minimum fixed charge coverage ratio | 1.10 | |||
ABL Credit Agreement | One-month LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% | |||
ABL Credit Agreement | Prime rate, federal funds and overnight bank funding based rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 275,000,000 | |||
Interest rates on outstanding borrowings | 5.30% | 5.30% | ||
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% | |||
Revolving Credit Facility | Minimum | ABL Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Interest rates on outstanding borrowings | 2.44% | 2.44% | ||
Percentage of line of credit facility unused capacity commitment fee | 0.25% | |||
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 | 2.63% | 2.63% | ||
Percentage of line of credit facility unused capacity commitment fee | 0.375% | |||
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% | |||
HSBC Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate principal allowed | $ 2,600,000 | ¥ 18,000,000 | ||
Outstanding borrowing under credit facility | ¥ | ¥ 0 | |||
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 | 200,000,000 | |||
Increase in line of credit facility | $ 50,000,000 |
DEBT - Total Availability Under
DEBT - Total Availability Under ABL Agreement (Details) - ABL Credit Agreement - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Maximum aggregate principal allowed | $ 150,000,000 | $ 150,000,000 |
Outstanding borrowings under the ABL Agreement | (32,822,000) | (42,080,000) |
Open letters of credit | (2,288,000) | (3,392,000) |
Total availability under the ABL Agreement | $ 114,890,000 | $ 104,528,000 |
DEBT - Current and Non Current
DEBT - Current and Non Current Portions of Term Loan (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Long-term Debt, Excluding Current Maturities [Abstract] | ||
Long-term Line of Credit, Noncurrent | $ 32,822 | $ 42,080 |
Term Loan | ||
Long-term Debt, Current Maturities [Abstract] | ||
Term Loan facility annual principal payment | 2,750 | 2,750 |
Excess Cash Flow principal payment | 7,145 | 0 |
Unamortized debt issuance costs | (1,482) | (1,497) |
Total Current portion of Term Loan facility | 8,413 | 1,253 |
Long-term Debt, Excluding Current Maturities [Abstract] | ||
Long-term Line of Credit, Noncurrent | 260,293 | 270,188 |
Unamortized debt issuance costs | (6,012) | (7,494) |
Total Non Current portion of Term Loan facility | $ 254,281 | $ 262,694 |
DEBT - Schedule of Future Princ
DEBT - Schedule of Future Principle Payments of Term Loan (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 9,895 |
2021 | 2,750 |
2022 | 2,750 |
2023 | 2,750 |
2024 | 2,750 |
Thereafter | 249,293 |
Total | $ 270,188 |
DERIVATIVES - Additional Inform
DERIVATIVES - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Derivative [Line Items] | ||
Gain (loss) reclassified into earnings | $ (200,000) | |
Interest expense | Interest rate swaps | ||
Derivative [Line Items] | ||
Gain (loss) reclassified into earnings | (300,000) | |
Cost of Sales | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Gain (loss) reclassified into earnings | 500,000 | |
Cash Flow Hedging | Interest rate swaps | ||
Derivative [Line Items] | ||
Notional amount | 125,000,000 | |
Derivatives designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | $ 0 | |
Derivatives designated as hedging instruments | Cash Flow Hedging | Interest rate swaps | ||
Derivative [Line Items] | ||
Notional amount | 100,000,000 | |
Derivatives not designated as hedging instruments | Interest rate swaps | ||
Derivative [Line Items] | ||
Notional amount | 25,000,000 | |
Derivatives not designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | $ 7,300,000 |
DERIVATIVES - Fair Values of De
DERIVATIVES - Fair Values of Derivative Financial Instruments Included in Consolidated Balance Sheets (Details) - Fair Value, Observable inputs, Level 2 - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Derivatives designated as hedging instruments | Interest rate swaps | Prepaid expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | $ 427 | $ 42 |
Derivatives designated as hedging instruments | Interest rate swaps | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | 1,267 | 157 |
Derivatives designated as hedging instruments | Foreign exchange contracts | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | 180 | 0 |
Derivatives not designated as hedging instruments | Interest rate swaps | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Derivative Assets | $ 402 | $ 0 |
DERIVATIVES - Gains and Losses
DERIVATIVES - Gains and Losses Related to Derivative Financial Instruments Designated as Hedging Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative fair value adjustment | $ 1,003 | $ 147 | $ 17 |
Derivatives designated as hedging instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative fair value adjustment | 1,003 | 161 | 17 |
Derivatives designated as hedging instruments | Interest rate swaps | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative fair value adjustment | 1,120 | 161 | 17 |
Derivatives designated as hedging instruments | Foreign exchange contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative fair value adjustment | $ (117) | $ 0 | $ 0 |
DERIVATIVES - Gains and Losse_2
DERIVATIVES - Gains and Losses Related to Derivative Financial Instruments Not Designated as Hedging Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Interest rate swaps | Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) recognized in income on derivative | $ 407 | $ 0 | $ 0 |
Foreign exchange contracts | Selling, general & administrative expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain or (loss) recognized in income on derivative | $ 0 | $ 150 | $ (2,592) |
CAPITAL STOCK - Cash Dividends
CAPITAL STOCK - Cash Dividends Declared (Details) - $ / shares | Feb. 14, 2020 | Nov. 15, 2019 | Aug. 15, 2019 | May 15, 2019 | Feb. 15, 2019 | Nov. 15, 2018 | Aug. 15, 2018 | May 15, 2018 |
Dividends Payable [Line Items] | ||||||||
Dividend per share (usd per share) | $ 0.0425 | $ 0.0425 | $ 0.0425 | $ 0.0425 | $ 0.0425 | $ 0.0425 | $ 0.0425 | |
Subsequent Event | ||||||||
Dividends Payable [Line Items] | ||||||||
Dividend per share (usd per share) | $ 0.0425 |
CAPITAL STOCK - Additional Info
CAPITAL STOCK - Additional Information (Details) - USD ($) | Mar. 10, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Apr. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Quarterly dividend declared | $ 0.17 | $ 0.17 | $ 0.17 | ||
Stock repurchase program, authorized amount | $ 10,000,000 | ||||
Treasury stock repurchase (in shares) | 0 | 0 | 0 | ||
Total intrinsic value of stock options exercised | $ 300,000 | $ 400,000 | $ 2,100,000 | ||
Unrecognized stock option compensation cost | $ 1,100,000 | ||||
Weighted-average per share grant date fair value of stock options granted | $ 2.77 | $ 4.47 | $ 6.37 | ||
Preferred stock Series A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Preferred stock, shares authorized (in shares) | 100 | 100 | |||
Preferred stock, issued (in shares) | 0 | 0 | |||
Preferred stock, outstanding (in shares) | 0 | 0 | |||
Preferred stock Series B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 | |||
Preferred stock, issued (in shares) | 0 | 0 | |||
Preferred stock, outstanding (in shares) | 0 | 0 | |||
Long Term Incentive Plan 2000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant (in shares) | 337,230 | ||||
Long Term Incentive Plan 2000 | After Amendment | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant (in shares) | 6,187,500 | ||||
Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average recognition period | 1 year 6 months | ||||
Stock Option | Minimum | Long Term Incentive Plan 2000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options expiration period | 5 years | ||||
Stock Option | Maximum | Long Term Incentive Plan 2000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options expiration period | 10 years | ||||
Vesting period | 4 years | ||||
Restricted Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average recognition period | 1 year 7 months 6 days | ||||
Total fair value of restricted stock vested | $ 1,400,000 | ||||
Number of shares vested | 148,414 | 90,926 | 69,795 | ||
Restricted Shares | Maximum | Long Term Incentive Plan 2000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Performance-based awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Weighted-average recognition period | 1 year 7 months 6 days | ||||
Total fair value of restricted stock vested | $ 600,000 | ||||
Number of shares range percentage | 150.00% | ||||
Number of shares vested | 66,761 | 58,888 | |||
Performance-based awards | Long Term Incentive Plan 2000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Performance-based awards | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares vested | 62,215 | ||||
Dividend Declared | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Quarterly dividend declared | $ 0.0425 |
CAPITAL STOCK - Summary of Stoc
CAPITAL STOCK - Summary of Stock Option (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Options | |||
Beginning balance (in shares) | 1,548,825 | 1,456,200 | 1,775,400 |
Grants (in shares) | 296,500 | 205,750 | 125,750 |
Exercises (in shares) | (75,000) | (58,000) | (300,000) |
Cancellations (in shares) | (19,625) | (22,375) | (45,700) |
Expirations (in shares) | (242,375) | (32,750) | (99,250) |
Ending balance (in shares) | 1,508,325 | 1,548,825 | 1,456,200 |
Options exercisable at End of Period (in shares) | 1,065,422 | ||
Weighted-average exercise price | |||
Beginning balance (usd per share) | $ 13.87 | $ 13.64 | $ 13.44 |
Grants (usd per share) | 9.21 | 13.56 | 17.38 |
Exercised (usd per share) | 4.28 | 4.93 | 11.34 |
Cancellations (usd per share) | 12.94 | 16.95 | 16.40 |
Expirations (usd per share) | 13.95 | 15.50 | 20.40 |
Ending balance (usd per share) | 13.43 | $ 13.87 | $ 13.64 |
Options exercisable at End of Period (usd per share) | $ 14.48 | ||
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 | $ 0 | ||
Options exercisable, end of period | $ 0 |
CAPITAL STOCK - Fair Value Stoc
CAPITAL STOCK - Fair Value Stock Options at Grant Date using Weighted-Average Assumption (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | |||
Historical volatility | 35.00% | 34.00% | 39.00% |
Expected term (years) | 6 years | 6 years | 6 years |
Risk-free interest rate | 1.82% | 2.72% | 1.97% |
Expected dividend yield | 1.80% | 1.22% | 0.98% |
CAPITAL STOCK - Summary of Rest
CAPITAL STOCK - Summary of Restricted Stock Activity (Details) - Restricted Shares - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of shares | |||
Beginning balance (in shares) | 326,545 | 219,317 | 161,824 |
Grants (in shares) | 439,747 | 223,884 | 133,352 |
Vested (in shares) | (148,414) | (90,926) | (69,795) |
Cancellations (in shares) | (24,537) | (25,730) | (6,064) |
Ending balance (in shares) | 593,341 | 326,545 | 219,317 |
Weighted- average grant date fair value | |||
Beginning balance (usd per share) | $ 14.63 | $ 17.12 | $ 15.35 |
Grants (usd per share) | 9.25 | 13.25 | 18.32 |
Vested (usd per share) | 14.54 | 17.14 | 15.39 |
Cancellations (usd per share) | 13.97 | 14.96 | 16.07 |
Ending balance (usd per share) | $ 10.70 | $ 14.63 | $ 17.12 |
Total unrecognized compensation expense remaining (in thousands) | $ 4,199 | ||
Weighted-average years expected to be recognized over | 1 year 7 months 6 days |
CAPITAL STOCK - Summary of Perf
CAPITAL STOCK - Summary of Performance-based Award Activity (Details) - Performance-based awards - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of shares | |||
Beginning balance (in shares) | 339,287 | 228,892 | 145,962 |
Grants (in shares) | 158,525 | 182,300 | 87,000 |
Vested (in shares) | (66,761) | (58,888) | |
Cancellations (in shares) | (25,992) | (13,017) | (4,070) |
Ending balance (in shares) | 405,059 | 339,287 | 228,892 |
Total unrecognized compensation expense remaining (in thousands) | $ 1,845 | ||
Weighted-average grant date fair value | |||
Beginning balance (usd per share) | $ 14.82 | $ 16.49 | $ 15.32 |
Grants (usd per share) | 9.19 | 12.81 | 18.45 |
Vested (usd per share) | 15.69 | 14.84 | |
Cancellations (usd per share) | 15.44 | 15.95 | 16.52 |
Ending balance (usd per share) | $ 12.43 | $ 14.82 | $ 16.49 |
Weighted-average years expected to be recognized over | 1 year 7 months 6 days |
CAPITAL STOCK - Stock Compensat
CAPITAL STOCK - Stock Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock Compensation Expense | $ 5,041 | $ 4,135 | $ 3,390 |
Equity based stock option expense | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock Compensation Expense | 617 | 691 | 1,090 |
Restricted and performance-based stock awards expense | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock Compensation Expense | 4,404 | 3,400 | 2,300 |
Stock compensation expense for equity based awards | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock Compensation Expense | 5,021 | 4,091 | 3,390 |
Liability based stock option expense | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock Compensation Expense | $ (20) | $ (44) | $ 0 |
(LOSS) INCOME PER COMMON SHAR_2
(LOSS) INCOME PER COMMON SHARE - Calculations of Basic and Diluted (Loss) Income per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Net (loss) income – Basic and Diluted | $ (44,415) | $ (1,720) | $ 2,154 |
Weighted-average shares outstanding - Basic (in shares) | 20,597 | 19,452 | 14,505 |
Effect of dilutive securities: Stock options and other stock awards (in shares) | 0 | 0 | 450 |
Weighted-average shares outstanding – Diluted (in shares) | 20,597 | 19,452 | 14,955 |
Basic (loss) income per common share (usd per share) | $ (2.16) | $ (0.09) | $ 0.15 |
Diluted (loss) income per common share (usd per share) | $ (2.16) | $ (0.09) | $ 0.14 |
Antidilutive shares (in shares) | 2,120 | 1,869 | 1,190 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Before Income Taxes. Equity in Earnings and Extra Ordinary Items (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (21,311) | $ 5,455 | $ 17,728 |
Foreign | (22,462) | (4,946) | (6,949) |
Total (loss) income before income taxes and equity in earnings | $ (43,773) | $ 509 | $ 10,779 |
INCOME TAXES - Provision for In
INCOME TAXES - Provision for Income Taxes (Before Equity in Earnings) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
Federal | $ 906 | $ 775 | $ 7,041 |
State and local | 884 | 351 | 957 |
Foreign | 392 | (323) | 4 |
Deferred | (1,073) | 2,086 | 1,030 |
Income tax provision | $ 1,109 | $ 2,889 | $ 9,032 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Income Tax Examination [Line Items] | |||
Accrued tax expense for one-time transition tax of Tax Act on foreign subsidiaries | $ 300,000 | ||
Provisional benefit related to net change in deferred tax liabilities due to reduction in tax rate | $ 3,000,000 | ||
Provision of tax expense for one-time transition tax of Tax Act | 700,000 | ||
Deferred tax asset related to interest carried forward | $ 1,900,000 | ||
Deferrred tax liability related to business acquistion | 13,900,000 | ||
Deferred tax liability due to uncertain tax position | 300,000 | ||
Net operating loss carryforward | 2,000,000 | $ 200,000 | 1,500,000 |
Income tax examination net of federal and state tax benefit, accrued interest | $ 29,000 | 89,000 | |
Reduction in income tax liability if tax positions sustained | 1,600,000 | ||
Change in unrecognized tax benefits reasonably possible | 0 | ||
State Jurisdiction | |||
Income Tax Examination [Line Items] | |||
Net operating loss carryforward | 20,200,000 | ||
Foreign | |||
Income Tax Examination [Line Items] | |||
Net operating loss carryforward | 28,100,000 | ||
US | |||
Income Tax Examination [Line Items] | |||
Net operating loss carryforward | $ 400,000 |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Net Deferred Income Tax Asset (Liability) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred income tax assets: | ||
Operating lease liabilities | $ 29,126 | |
Deferred rent expense | 0 | $ 3,504 |
Stock options | 2,660 | 2,982 |
Inventory | 2,351 | 1,446 |
Operating loss and non-deductible interest carry-forward | 8,041 | 7,071 |
Accounts receivable allowances | 777 | 734 |
Accrued compensation | 846 | 1,026 |
Other | 2,034 | 1,753 |
Total deferred income tax assets | 45,835 | 18,516 |
Deferred income tax liabilities: | ||
Operating lease right-of-use assets | (25,084) | |
Fixed assets | (2,431) | (2,540) |
Intangibles | (27,782) | (27,534) |
Total deferred income tax liabilities | (55,297) | (30,074) |
Net deferred income tax liability | (9,462) | (11,558) |
Valuation allowance | (4,223) | (2,850) |
Net deferred income tax liability | $ (13,685) | $ (14,408) |
INCOME TAXES - Difference betwe
INCOME TAXES - Difference between Provision for Income Taxes and Amount Computed by Applying Federal Statutory Rates (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Federal income taxes at the statutory rate | 21.00% | 21.00% | 35.00% |
State and local income taxes, net of Federal income tax benefit | (1.70%) | 97.40% | 6.10% |
Foreign rate differences | (1.00%) | (110.30%) | 7.20% |
Impairment of goodwill | (20.80%) | 98.60% | 0.00% |
Non-deductible expenses | (1.20%) | 129.90% | 3.70% |
Tax Act- revaluation of net deferred tax assets and other | 0 | 0.168 | 0.277 |
Tax Act- transition tax | 0 | 0.430 | 0.031 |
Uncertain tax positions | (0.30%) | 302.80% | 0.60% |
Research and development credit | 1.40% | (18.50%) | 0.00% |
Federal return to provision | 0.40% | (27.50%) | 0.00% |
Other | (0.30%) | 14.40% | 0.40% |
Provision for income taxes | (2.50%) | 567.60% | 83.80% |
INCOME TAXES - Estimated Values
INCOME TAXES - Estimated Values of Gross Uncertain Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1 | $ (1,975) | $ (161) | $ (109) |
Additions based on tax positions related to the current year | (29) | (626) | (82) |
Additions based on tax positions related to the prior year | 0 | (1,302) | 0 |
Reductions for tax position of prior years | 496 | 114 | 30 |
Balance at December 31 | $ (1,508) | $ (1,975) | $ (161) |
BUSINESS SEGMENTS - Additional
BUSINESS SEGMENTS - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable business segment | 2 |
BUSINESS SEGMENTS - Segment Rep
BUSINESS SEGMENTS - Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 734,902 | $ 704,542 | $ 579,476 | ||
Income from operations: | (23,395) | 18,579 | 15,180 | ||
Depreciation and amortization | 25,115 | 23,329 | 14,189 | ||
Capital expenditures: | 9,169 | 7,902 | 6,311 | ||
Restructuring expenses | 1,435 | 2,324 | 1,024 | ||
Assets: | $ 770,023 | 770,023 | 708,572 | ||
Goodwill | |||||
Beginning balance | 91,690 | 15,772 | 14,201 | ||
Acquisition of goodwill | 78,795 | 434 | |||
Purchase price adjustment | 972 | ||||
Foreign currency translation adjustment | 301 | 672 | (1,137) | ||
Impairment | (42,990) | (2,205) | 0 | ||
Ending balance | 49,371 | 49,371 | 91,690 | 15,772 | |
Unallocated corporate expenses | |||||
Segment Reporting Information [Line Items] | |||||
Income from operations: | (20,259) | (20,239) | (17,177) | ||
Assets: | 13,041 | 13,041 | 9,830 | ||
U.S. | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 644,171 | 609,114 | 478,144 | ||
Restructuring expenses | 700 | 2,100 | |||
Goodwill | |||||
Beginning balance | 81,641 | 2,846 | |||
Acquisition of goodwill | 0 | 78,795 | |||
Purchase price adjustment | 972 | 0 | |||
Impairment | (33,200) | (33,242) | 0 | ||
Ending balance | 49,371 | 49,371 | 81,641 | 2,846 | |
U.S. | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 644,171 | 609,114 | 478,144 | ||
Income from operations: | 19,826 | 44,213 | 39,341 | ||
Depreciation and amortization | 20,653 | 18,840 | 10,004 | ||
Capital expenditures: | 2,078 | 7,746 | 4,176 | ||
Assets: | 639,047 | 639,047 | 604,532 | ||
International | |||||
Segment Reporting Information [Line Items] | |||||
Restructuring expenses | 700 | 200 | 1,000 | ||
Goodwill | |||||
Beginning balance | 10,049 | 12,926 | |||
Foreign currency translation adjustment | (301) | (672) | |||
Impairment | $ (9,700) | (9,748) | (2,205) | ||
Ending balance | 0 | 0 | 10,049 | 12,926 | |
International | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 90,731 | 95,428 | 101,332 | ||
Income from operations: | (22,962) | (5,395) | (6,984) | ||
Depreciation and amortization | 4,462 | 4,489 | 4,185 | ||
Capital expenditures: | 7,091 | 156 | $ 2,135 | ||
Assets: | $ 117,935 | $ 117,935 | $ 94,210 |
BUSINESS SEGMENTS - Net Sales a
BUSINESS SEGMENTS - Net Sales and Long-Lived Assets by Major Geographic Locations (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 53,528 | $ 50,188 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 23,455 | 25,229 |
Mexico | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 21,288 | 22,583 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 8,353 | 1,896 |
Rest of World | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 432 | $ 480 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future Minimum Royalties Payable (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 8,763 |
2021 | 9,327 |
2022 | 9,146 |
2023 | 231 |
2024 | 75 |
Thereafter | 0 |
Total | $ 27,542 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) - USD ($) $ in Millions | Dec. 11, 2015 | Dec. 31, 2019 |
Estimated Duties That Could Be Owed | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Reasonable possible loss | $ 3.1 | |
Negligence | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Reasonable possible loss | 6.2 | |
Gross Negligence | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Reasonable possible loss | 12.4 | |
Capital cost | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Remedial alternative, EPA preferred remedy | $ 17.3 | |
Capital cost | San German Ground Water Contamination Site Initial Operable Unit | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Remedial alternative, EPA preferred remedy | $ 7.3 |
RETIREMENT PLANS - Additional I
RETIREMENT PLANS - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Benefit Plan Disclosure [Line Items] | ||
Retirement benefit obligations discount rate | 2.88% | 3.98% |
Expected actuarial losses included in accumulated other comprehensive loss in net periodic benefit cost in 2020 | $ 0.1 | |
Former Executives | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Retirement benefit obligations | $ 7.3 | $ 6.6 |
RETIREMENT PLANS - Future Retir
RETIREMENT PLANS - Future Retirement Benefit Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Postemployment Benefits [Abstract] | |
2020 | $ 419 |
2021 | 412 |
2022 | 454 |
2023 | 434 |
2024 | 414 |
2025 through 2029 | $ 1,795 |
OTHER - Components of Inventory
OTHER - Components of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Finished goods | $ 165,950 | $ 165,969 |
Work in process | 61 | 375 |
Raw materials | 7,416 | 7,257 |
Total | $ 173,427 | $ 173,601 |
OTHER - Property and Equipment
OTHER - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 148,602 | $ 138,230 |
Less: accumulated depreciation and amortization | (120,434) | (112,468) |
Total | 28,168 | 25,762 |
Machinery, furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 109,092 | 106,525 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 38,293 | 29,803 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 780 | 770 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 337 | 1,032 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 100 | $ 100 |
OTHER - Additional Information
OTHER - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Depreciation charge | $ 8 | $ 8 | $ 6.6 |
OTHER - Long term liabilities (
OTHER - Long term liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Retirement benefit obligations | $ 6,838 | $ 6,169 |
Non-income tax liability | 2,705 | 1,860 |
Unearned revenue | 1,728 | 0 |
Royalty obligation | 878 | 1,324 |
Other long term obligations | 65 | 154 |
Deferred rent liability | 13,832 | |
Total | $ 12,214 | $ 23,339 |
OTHER - Accrued Expenses (Detai
OTHER - Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Customer allowances and rebates | $ 18,834 | $ 12,184 |
Compensation and benefits | 10,542 | 9,065 |
Interest | 334 | 243 |
Vendor invoices | 3,428 | 3,487 |
Royalties | 2,391 | 1,916 |
Commissions | 894 | 1,557 |
Freight | 3,263 | 4,160 |
Professional fees | 1,941 | 2,473 |
Foreign exchange forward contracts | 180 | 0 |
Restructuring | 59 | 1,557 |
Other | 10,194 | 8,814 |
Total | $ 52,060 | $ 45,456 |
OTHER - Supplemental Cash Flow
OTHER - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | |||
Cash paid for interest | $ 18,859 | $ 16,319 | $ 3,791 |
Cash paid for taxes, net of refunds | 2,057 | 2,599 | 12,936 |
Non-cash investing activities: | |||
Translation adjustment | $ (292) | $ (5,906) | $ 7,823 |
OTHER - Components of Accumulat
OTHER - Components of Accumulated Other Comprehensive Loss, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of year | $ 279,493 | $ 210,279 | $ 197,728 |
Balance at end of year | 236,317 | 279,493 | 210,279 |
Accumulated translation adjustment: | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of year | (33,727) | (27,821) | (35,644) |
OCI, before reclassifications, net of tax, attributable to parent | (292) | (5,906) | 7,823 |
Balance at end of year | (34,019) | (33,727) | (27,821) |
Accumulated deferred gains (losses) on cash flow hedges: | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of year | 161 | 14 | (3) |
OCI, before reclassifications, net of tax, attributable to parent | 1,212 | 161 | 17 |
Amounts reclassified from accumulated other comprehensive loss | (209) | (14) | 0 |
Balance at end of year | 1,164 | 161 | 14 |
Accumulated effect of retirement benefit obligations: | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of year | (1,050) | (1,518) | (1,352) |
OCI, before reclassifications, net of tax, attributable to parent | (601) | 373 | (228) |
Amounts reclassified from accumulated other comprehensive loss | 51 | 95 | 62 |
Balance at end of year | $ (1,600) | $ (1,050) | $ (1,518) |
Valuation and Qualifying Acco_2
Valuation and Qualifying Accounts [Schedule] Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of period | $ 7,855 | $ 6,190 | $ 5,725 | $ 5,300 |
Charged to costs and expenses | 6,926 | 5,503 | 4,926 | 5,237 |
Deductions | (5,100) | (3,838) | (4,461) | (4,812) |
Balance at end of period | 9,681 | 7,855 | 6,190 | 5,725 |
Allowance for doubtful accounts | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of period | 1,496 | 1,158 | 648 | 697 |
Charged to costs and expenses | 536 | 786 | 594 | 127 |
Deductions | (699) | (448) | (84) | (176) |
Balance at end of period | 1,333 | 1,496 | 1,158 | 648 |
Reserve for sales returns and allowances | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of period | 6,359 | 5,032 | 5,077 | 4,603 |
Charged to costs and expenses | 6,390 | 4,717 | 4,332 | 5,110 |
Deductions | (4,401) | (3,390) | (4,377) | (4,636) |
Balance at end of period | $ 8,348 | $ 6,359 | $ 5,032 | $ 5,077 |