Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 29, 2024 | |
Cover [Abstract] | ||
Entity Registrant Name | SCOTT’S LIQUID GOLD-INC. | |
Entity Central Index Key | 0000088000 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2024 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 13,011,545 | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-13458 | |
Entity Incorporation, State or Country Code | CO | |
Entity Tax Identification Number | 84-0920811 | |
Entity Address, Address Line One | 720 S. Colorado Blvd | |
Entity Address, City or Town | PH N, Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80246 | |
City Area Code | 303 | |
Local Phone Number | 373-4860 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Current Reporting Status | Yes |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Net sales | $ 718 | $ 849 | $ 1,577 | $ 1,701 |
Cost of sales | 376 | 466 | 877 | 953 |
Gross profit | 342 | 383 | 700 | 748 |
Operating expenses: | ||||
Advertising | 22 | 111 | 39 | 220 |
Selling | 172 | 482 | 360 | 888 |
General and administrative | 634 | 629 | 1,308 | 1,251 |
Intangible asset amortization | 45 | 90 | ||
Total operating expenses | 828 | 1,267 | 1,707 | 2,449 |
Loss from operations | (486) | (884) | (1,007) | (1,701) |
Interest income | 40 | 69 | ||
Interest expense | 39 | (113) | ||
Loss before income taxes and discontinued operations | (446) | (845) | (938) | (1,814) |
Income tax expense | (4) | (6) | (4) | (2) |
Loss from continuing operations | (450) | (851) | (942) | (1,816) |
Income from discontinued operations | 398 | 1,732 | ||
Net loss | $ (450) | $ (453) | $ (942) | $ (84) |
Basic net loss per common shares: | ||||
Loss from continuing operations | $ (0.03) | $ (0.07) | $ (0.07) | $ (0.14) |
Income from discontinued operations | 0.03 | 0.14 | ||
Net loss | (0.03) | (0.04) | (0.07) | |
Diluted net loss per common shares: | ||||
Loss from continuing operations | (0.03) | (0.07) | (0.07) | (0.14) |
Income from discontinued operations | 0.03 | $ 0.14 | ||
Net loss | $ (0.03) | $ (0.04) | $ (0.07) | |
Weighted average shares outstanding: | ||||
Basic | 13,009 | 12,908 | 13,007 | 12,853 |
Diluted | 13,009 | 12,908 | 13,007 | 12,853 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash | $ 2,916 | $ 3,677 |
Restricted cash | 250 | |
Accounts receivable, net | 260 | 307 |
Due from buyers | $ 38 | $ 145 |
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember |
Inventories | $ 543 | $ 365 |
Prepaid expenses | 177 | 207 |
Total current assets | 3,934 | 4,951 |
Operating lease right-of-use assets | 1,276 | 1,376 |
Other assets | 39 | 40 |
Total assets | 5,249 | 6,367 |
Current liabilities: | ||
Accounts payable | 407 | 544 |
Accrued expenses | 7 | $ 19 |
Due to buyers | $ 83 | |
Other Liability, Current, Related Party, Type [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember |
Operating lease liabilities, current portion | $ 302 | $ 291 |
Total current liabilities | 799 | 854 |
Operating lease liabilities, net of current | 2,067 | 2,221 |
Other liabilities | 50 | 27 |
Total liabilities | 2,916 | 3,102 |
Shareholders’ equity: | ||
Preferred Stock, no par value, authorized 20,000 shares; no shares issued and outstanding | ||
Common Stock; $0.10 par value, authorized 50,000 shares; issued and outstanding 13,012 shares (2024) and 13,006 shares (2023) | 1,301 | 1,301 |
Capital in excess of par | 7,966 | 7,956 |
Accumulated deficit | (6,934) | (5,992) |
Total shareholders’ equity | 2,333 | 3,265 |
Total liabilities and shareholders’ equity | $ 5,249 | $ 6,367 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 13,012,000 | 13,006,000 |
Common stock, shares outstanding | 13,012,000 | 13,006,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Capital in Excess of Par | (Accumulated Deficit) Retained Earnings |
Beginning Balance, Value at Dec. 31, 2022 | $ 2,820 | $ 1,280 | $ 7,912 | $ (6,372) |
Beginning Balance, Shares at Dec. 31, 2022 | 12,797 | |||
Stock-based compensation, Value | 7 | 7 | ||
Net income (loss) | 369 | 369 | ||
Ending Balance, Value at Mar. 31, 2023 | 3,196 | $ 1,280 | 7,919 | (6,003) |
Ending Balance, Shares at Mar. 31, 2023 | 12,797 | |||
Beginning Balance, Value at Dec. 31, 2022 | 2,820 | $ 1,280 | 7,912 | (6,372) |
Beginning Balance, Shares at Dec. 31, 2022 | 12,797 | |||
Net income (loss) | (84) | |||
Ending Balance, Value at Jun. 30, 2023 | 2,793 | $ 1,300 | 7,949 | (6,456) |
Ending Balance, Shares at Jun. 30, 2023 | 12,997 | |||
Beginning Balance, Value at Mar. 31, 2023 | 3,196 | $ 1,280 | 7,919 | (6,003) |
Beginning Balance, Shares at Mar. 31, 2023 | 12,797 | |||
Stock-based compensation, Value | 50 | $ 20 | 30 | |
Stock-based compensation, Shares | 200 | |||
Net income (loss) | (453) | (453) | ||
Ending Balance, Value at Jun. 30, 2023 | 2,793 | $ 1,300 | 7,949 | (6,456) |
Ending Balance, Shares at Jun. 30, 2023 | 12,997 | |||
Beginning Balance, Value at Dec. 31, 2023 | $ 3,265 | $ 1,301 | 7,956 | (5,992) |
Beginning Balance, Shares at Dec. 31, 2023 | 13,006 | 13,006 | ||
Stock-based compensation, Value | $ 5 | 5 | ||
Net income (loss) | (492) | (492) | ||
Ending Balance, Value at Mar. 31, 2024 | 2,778 | $ 1,301 | 7,961 | (6,484) |
Ending Balance, Shares at Mar. 31, 2024 | 13,006 | |||
Beginning Balance, Value at Dec. 31, 2023 | $ 3,265 | $ 1,301 | 7,956 | (5,992) |
Beginning Balance, Shares at Dec. 31, 2023 | 13,006 | 13,006 | ||
Net income (loss) | $ (942) | |||
Ending Balance, Value at Jun. 30, 2024 | $ 2,333 | $ 1,301 | 7,966 | (6,934) |
Ending Balance, Shares at Jun. 30, 2024 | 13,012 | 13,012 | ||
Beginning Balance, Value at Mar. 31, 2024 | $ 2,778 | $ 1,301 | 7,961 | (6,484) |
Beginning Balance, Shares at Mar. 31, 2024 | 13,006 | |||
Stock-based compensation, Value | 5 | 5 | ||
Restricted stock unit vesting, Shares | 6 | |||
Net income (loss) | (450) | (450) | ||
Ending Balance, Value at Jun. 30, 2024 | $ 2,333 | $ 1,301 | $ 7,966 | $ (6,934) |
Ending Balance, Shares at Jun. 30, 2024 | 13,012 | 13,012 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (942) | $ (84) |
Adjustments to reconcile net loss to net cash (used) provided by operating activities: | ||
Depreciation and amortization | 224 | |
Gain on disposal of discontinued operations | (787) | |
Stock-based compensation | 10 | 57 |
Change in operating assets and liabilities: | ||
Accounts receivable | 47 | 651 |
Inventories | (178) | 958 |
Prepaid expenses and other assets | 138 | (59) |
Income taxes receivable | 239 | |
Accounts payable, accrued expenses, and other liabilities | (86) | (292) |
Total adjustments to net loss | (69) | 991 |
Net cash (used in) provided by operating activities | (1,011) | 907 |
Cash flows from investing activities: | ||
Proceeds from sale of discontinued operations | 1,936 | |
Net cash provided by investing activities | 1,936 | |
Cash flows from financing activities: | ||
Proceeds from term loans | 250 | |
Repayments on term loans | (30) | |
Proceeds from revolving credit facility | 2,795 | |
Repayments of revolving credit facility | (5,299) | |
Net cash used in financing activities | (2,284) | |
Net (decrease) increase in cash and restricted cash | (1,011) | 559 |
Cash and restricted cash, beginning of period | 3,927 | 49 |
Cash and restricted cash, end of period | $ 2,916 | 608 |
Supplemental disclosures: | ||
Cash paid during the period for interest | $ 109 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | Note 1. Organization and Summary of Significant Accounting Policies (a) Company Background Scott’s Liquid Gold-Inc., a Colorado corporation was incorporated on February 15, 1954. Scott’s Liquid Gold-Inc. and its wholly-owned subsidiaries (collectively, the “Company,” “we,” “our,” or “us”) develop, market and sell high quality products. Our business is comprised of one household products segment. On December 19, 2023, Scott’s Liquid Gold-Inc. (the “Company”), Horizon Kinetics LLC (“Horizon Kinetics”) and HKNY ONE, LLC, a wholly-owned subsidiary of the Company (“Merger Sub”) entered into an Agreement and Plan of Merger, as amended by the First Amendment to Agreement and Plan of Merger dated May 10, 2024 (as so amended, the “Merger Agreement”), providing for the acquisition of Horizon Kinetics by the Company. The Merger Agreement provides that, upon the terms and subject to the conditions set forth in the Merger Agreement, upon obtaining the requisite shareholder approval, (i) the Company will convert from a Colorado to a Delaware corporation, effectuate a 1-for-20 reverse stock split, and change its name and (ii) Merger Sub will be merged with and into Horizon Kinetics, with Horizon Kinetics being the surviving entity (collectively, the “Merger”). On June 20, 2024, the Company held a special meeting of its shareholders (the “Special Meeting”). At the Special Meeting, the Company’s shareholders voted on the following proposals: (i) to effect a reverse stock split of the Company’s outstanding shares of common stock, par value $ 0.10 per share, at a ratio of 1-for-20 (the “Reverse Stock Split”) , (ii) to approve the reincorporation of the Company in the state of Delaware (the “Reincorporation”) and change the name of the Company to “Horizon Kinetics Holding Corporation” (the “Name Change”), and (iii) to approve any adjournment of the Special Meeting, for any reason, including, if necessary, to solicit additional proxies if there are not sufficient votes to approve one or more of the proposals. All proposals were approved. (b) Principles of Consolidation Our Condensed Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. (c) Basis of Presentation The unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Balance Sheets, and Condensed Consolidated Statements of Cash Flows included in this Report have been prepared by the Company. In our opinion, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at June 30, 2024 and results of operations and cash flows for all periods have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These Condensed Consolidated Financial Statements should be read in conjunction with our financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the period ended June 30, 2024 are not necessarily indicative of the operating results for the full year and are unaudited. (d) Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in our financial statements of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include, but are not limited to, the realization of deferred tax assets, reserves for slow moving and obsolete inventory, customer returns and allowances, operating lease right-of-use assets and operating lease liabilities, and stock-based compensation. Actual results could differ from our estimates. (e) Cash and Restricted Cash Cash and restricted cash consist of the following: June 30, 2024 December 31, 2023 Cash $ 2,916 $ 3,677 Restricted Cash - 250 $ 2,916 $ 3,927 As part of the Stock Purchase Agreement with the Neoteric buyer, we agreed to maintain at least $ 250 in accounts at our primary bank for a period of nine months following closing. This condition was satisfied during the second quarter of 2024 and, as a result, alleviated the requirement to present restricted cash on the Condensed Consolidated Balance Sheets as of June 30, 2024. (f) Discontinued Operations As discussed in Note 3, during 2023 the Company disposed of several brands that represented reporting units. Disposal groups that meet the discontinued operations criteria by the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) 205-20-45 are classified as discontinued operations and are excluded from continuing operations and segment results for all periods presented. (g) Financial Instruments Financial instruments which potentially subject us to concentrations of credit risk include cash and cash equivalents and accounts receivable. We maintain our cash balances in the form of bank demand deposits with financial institutions that we believe are creditworthy. We establish an allowance for doubtful accounts, which is generally not material to our financial statements, based upon factors surrounding the credit risk of specific customers, historical trends and other information. We have no significant financial instruments with off-balance sheet risk of accounting loss, such as foreign exchange contracts, option contracts or other foreign currency hedging arrangements. The recorded amounts for cash and cash equivalents, restricted cash, receivables, other current assets, accounts payable, and accrued expenses approximate fair value due to the short-term nature of these financial instruments. (h) Revenue Recognition Our revenue recognition policy is significant because the amount and timing of revenue is a key component of our results of operations. Certain criteria are required to be met in order to recognize revenue. If these criteria are not met, then the associated revenue is deferred until it is met. When consideration is received in advance of the delivery of goods or services, a contract liability is recorded. Our revenue contracts are identified when purchase orders are received and accepted from customers and represent a single performance obligation to sell our products to a customer. Net sales reflect the transaction prices for contracts, which include products shipped at selling list prices reduced by variable consideration. Variable consideration includes estimates for expected customer allowances, promotional programs for consumers, and sales returns. Based on our customer-by-customer history, our variable consideration estimates are generally accurate and subsequent adjustments are generally immaterial. Variable consideration is primarily comprised of customer allowances. Customer allowances primarily include reserves for trade promotions to support price features, displays, slotting fees, and other merchandising of our products to our customers. Promotional programs for consumers primarily include coupons, rebates, and certain other promotional programs, and do not represent a significant portion of variable consideration. The costs of customer allowances and promotional programs for consumers are estimated using either the expected value or most likely amount approach, depending on the nature of the allowance, using all reasonably available information, including our historical experience and current expectations. Customer allowances and promotional programs for consumers are reflected in the transaction price when sales are recorded. We may adjust our estimates based on actual results and consideration of other factors that cause allowances. In the event that actual results differ from our estimates, the results of future periods may be impacted. Sales returns are generally not material to our financial statements, and do not comprise a significant portion of variable consideration. Estimates for sales returns are based on, among other things, an assessment of historical trends, information from customers, and anticipated returns related to current sales activity. These estimates are established in the period of sale and reduce our revenue in that period. Sales are recorded at the time that control of the products is transferred to customers. In evaluating the timing of the transfer of control of products to customers, we consider several indicators, including significant risks and rewards of products, our right to payment, and the legal title of the products. Based on the assessment of control indicators, sales are generally recognized when products are delivered to customers. We have also established an allowance for doubtful accounts. We estimate this allowance based upon, among other things, an assessment of the credit risk of specific customers and historical trends. We believe our allowance for doubtful accounts is adequate to absorb any losses which may arise. In the event that actual losses differ from our estimates, the results of future periods may be impacted. Customer allowances for trade promotions and allowance for doubtful accounts were as follows: June 30, 2024 December 31, 2023 Trade promotions $ 21 $ 41 Allowance for doubtful accounts 8 9 $ 29 $ 50 (i) Stock-Based Compensation We account for share based payments by recognizing compensation expense based upon the estimated fair value of the awards on the date of grant. We determine the estimated grant-date fair value of stock options with only service conditions using the Black-Scholes option pricing model. In order to calculate the fair value of the options, certain assumptions are made regarding the components of the model, including the estimated fair value of underlying common stock, risk-free interest rate, volatility, expected dividend yield and expected option life. Changes to the assumptions could cause significant adjustments to the valuation. We recognize compensation costs ratably over the vesting period using the straight-line method, which approximates the service period. The Company issues restricted stock unit (“RSUs”) awards with restrictions that lapse upon the passage of time (service vesting) and satisfaction of market conditions targeted to our Company’s stock price. For those RSU awards with only service vesting, the Company recognizes compensation cost on a straight-line basis over the service period. For awards with both market and service conditions, the Company starts recognizing compensation cost over the requisite service period, with the effect of the market conditions reflected in the calculation of the award's fair value at grant date. The Company values awards with only service vesting requirements based on the grant date share price. The Company values awards with market and service conditions using a Monte Carlo simulation. The Company determines the requisite service period for awards with both market and service conditions based on the longer of the explicit service period and the derived service period. Stock awards that contain market vesting conditions are included in the computations of diluted earnings per share reflecting the average number of shares that would be issued based on the highest 30-day average market price at the end during the reporting periods, if their effect is dilutive. If the condition is based on an average of market prices over some period of time, the corresponding average for the period is used. (j) Recently Issued Accounting Standards Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
Liquidity
Liquidity | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity | Note 2. Liquidity The accompanying Condensed Consolidated Financial Statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. Primarily due to a decline in net sales, disruption of our international sales to China, and increases in costs associated with the manufacture and distribution of our products, the Company sustained significant losses from operations in several reporting periods since 2019, had experienced cash used in operations in excess of its current cash position, and had an accumulated deficit as of December 31, 2022. As such, the Company previously believed at December 31, 2022 that it would require additional liquidity to continue its operations over the next 12 months. As a result of the sales of our various brands as disclosed in Note 3 to the Condensed Consolidated Financial Statements, we fully repaid all long-term debt during 2023. As of June 30, 2024, we have a cash balance of $ 2,916 , working capital of $ 3,135 , and shareholders’ equity of $ 2,333 . While, absent any other actions, our operating activities are still expected to result in negative cash flows, we now expect to have enough liquidity to finance operations for the next 12 months. Management has implemented actions to reduce the Company’s operating expenses through asset sales, consolidation of vendors, personnel reductions, and will continue to pursue additional actions to further reduce operating losses. In addition, the Company has entered into the Merger Agreement with Horizon Kinetics, which is expected to significantly change the nature of our operations. The ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future or raising additional capital to meet its obligations and repay its liabilities arising from normal business operations when they come due. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in case of equity financing, or grant unfavorable terms in licensing future licensing agreements. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Note 3. Discontinued Operations Neoteric Cosmetics, Inc. On September 15, 2023, we entered into and consummated a Stock Purchase Agreement with a buyer, pursuant to which the Company agreed to sell 100 % of the outstanding stock of Neoteric Cosmetics, Inc. Neoteric Cosmetics, Inc. owned and operated the Denorex ® , Zincon ® , and Neoteric Diabetic Skin Care ® brands. The closing consideration paid to the Company was $ 1,750 , with an initial deposit of $ 175 paid on September 5, 2023. The operations of the Neoteric Cosmetic, Inc. brands have been classified as income from discontinued operations for all periods presented. As part of the Stock Purchase Agreement, we agreed to maintain at least $ 250 in accounts at our primary bank for a period of nine months following closing which is designated as restricted cash on the Condensed Consolidated Balance Sheets as of December 31, 2023 . This condition was satisfied during the second quarter of 2024 and, as a result, alleviated the requirement to present restricted cash on the Condensed Consolidated Balance Sheets as of June 30, 2024. Concurrent with the entry into the Stock Purchase Agreement, the Company entered into a transition services agreement with the buyer where both parties would perform certain identified services related to the operations of the brands contemplated in the Stock Purchase Agreement. This transition services agreement originally had a term of 90 days which could be extended by the buyer for up to an additional 90 days. Both parties have consented to an extension in 2024. Alpha ® Skin Care Effective June 30, 2023, we entered into, and in July 2023 we closed, a purchase agreement with a buyer, pursuant to which we agreed to sell all of our right, title and interest in and to certain assets of the Alpha ® Skin Care brand. The Company received payments of $ 2,500 and $ 200 in July 2023 and August 2023, respectively, representing total consideration for the sale of the Alpha Skin Care brand in the amount of $ 2,700 . The operations of Alpha ® have been classified as income from discontinued operations for all periods presented. Concurrent with the entry into the Alpha ® Purchase Agreement, the Company entered into a transition services agreement with the buyer where both parties would perform certain identified services related to the operations of the brands contemplated in the Alpha ® Purchase Agreement. This transition services agreement had a term of 90 days which could be extended by the buyer for up to three additional 30 day periods or extended as consented by both parties. This transition services agreement concluded in accordance with the end of its term with all open transactions being settled during the first quarter of 2024. BIZ ® Effective June 30, 2023, we entered into, and in July 2023 we closed, a purchase agreement with a buyer, pursuant to which we agreed to sell all of our right, title and interest in and to certain assets of the BIZ ® brand. The transactions contemplated by the BIZ ® Purchase Agreement were consummated on July 7, 2023. The total consideration paid to us was $ 1,000 , plus an amount equal to the value of the BIZ ® inventory, valued at $ 946 as of the effective date of the agreement, subject to post-close adjustment. The operations of BIZ ® have been classified as income from discontinued operations for all periods presented. Concurrent with the entry into the BIZ ® Purchase Agreement, the Company entered into a transition services agreement with the buyer where both parties would perform certain identified services related to the operations of the brands contemplated in the BIZ ® Purchase Agreement. This transition services agreement had a term of 90 days which could be extended by the buyer for up to three additional 30 day periods or extended as consented by both parties. This transition services agreement concluded in accordance with the end of its term on December 31, 2023 with remaining minimal open transactions expected to settle throughout 2024. Scott's Liquid Gold ® Wood Care and Scott's Liquid Gold ® Floor Restore On January 23, 2023, we entered into an asset purchase agreement with a buyer, pursuant to which we agreed to sell all of our right, title and interest in and to certain assets of the Scott's Liquid Gold ® Wood Care and Scott's Liquid Gold ® Floor Restore product lines. The total consideration paid to us was $ 800 , plus an amount equal to the value of the Scott's Liquid Gold ® Wood Care and Scott's Liquid Gold ® Floor Restore inventory of $ 1,136 , subject to post-close adjustment. The Company may continue to use the name “Scott’s Liquid Gold” and “SLG” in a manner consistent with all past and current practices for a period of eighteen months following the closing date of the asset purchase agreement, at which point the Company may only use the aforementioned names in connection with retaining records and other historical documentation. Concurrent with the entry into the asset purchase agreement, the Company entered into a transition services agreement with the buyer where both parties would perform certain identified services related to the operations of the brands contemplated in the asset purchase agreement. This transition services agreement concluded in accordance with the end of its term on July 22, 2023. Additionally, the buyer will pay a royalty equal to 2 % of gross sales for two years after the closing date (the “Scott's Liquid Gold ® Royalty”). The Scott's Liquid Gold ® Royalty resulted in recognition of a gain upon the sale of assets. Because the Scott's Liquid Gold ® Royalty is variable consideration and is contingent on the outcome of future events that are largely outside of the Company’s control, the variable consideration from the Scott's Liquid Gold ® Royalty was initially fully constrained and no amount was included in the results from discontinued operations. During the six months ended June 30, 2024, we assessed the variable consideration and concluded that the volatility of external factors continues to exist and, as a result, consideration for the Scott's Liquid Gold ® Royalty continues to be recognized as received from the buyer. The constraint on the variable consideration will be reassessed at each subsequent reporting period. We have reflected the operations of the Scott's Liquid Gold ® product lines as discontinued operations. Prell ® On December 15, 2022, we entered into an asset purchase agreement with a buyer, pursuant to which we agreed to sell to all of our right, title and interest in and to certain assets of the Prell ® product line. The total consideration paid to us was $ 150 , plus an amount equal to the value of the Prell ® inventory of $ 330 , subject to post-close adjustment. Additionally, the buyer will pay a royalty equal to 3 % of collections on net sales for four years after the closing date (the “Prell ® Royalty”). The Prell ® Royalty resulted in recognition of a gain upon the sale of assets. Because the Prell ® Royalty is variable consideration and is contingent on the outcome of future events that are largely outside of the Company’s control, the variable consideration from the Prell ® Royalty was initially fully constrained and no amount was included in the results from discontinued operations. During the six months ended June 30, 2024, we assessed the variable consideration and concluded that the volatility of external factors continues to exist and, as a result, consideration continues to be recognized as received from the buyer. The constraint on the variable consideration will be reassessed at each subsequent reporting period. We have reflected the operations of the Prell ® product line as discontinued operations. Concurrent with the entry into the asset purchase agreement, the Company entered into a transition services agreement with the buyer where both parties would perform certain identified services related to the operations of the brands contemplated in the asset purchase agreement. This transition services agreement concluded in accordance with the end of its term on June 15, 2023. Our Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations report discontinued operations separate from continuing operations. Our Condensed Consolidated Statements of Equity and Statements of Cash Flows combine the results of continuing and discontinued operations. A summary of financial information related to our discontinued operations is as follows: Reconciliation of the Line Items Constituting Pretax Loss from Discontinued Operations to the After-Tax Loss from Discontinued Operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30: Three Months Ended June 30, 2023 Neoteric Alpha ® BIZ ® Scott's Liquid Gold ® Prell ® Total Net sales $ 653 $ 513 $ 1,010 $ 12 $ 25 $ 2,213 Cost of sales 291 186 603 ( 38 ) 7 1,049 Gross profit 362 327 407 50 18 1,164 Operating expenses: Advertising - 9 1 - - 10 Selling 178 98 333 10 - 619 General and administrative - 22 12 - - 34 Intangible asset amortization 9 - 6 - - 15 Operating income from discontinued operations 175 198 55 40 18 486 Interest expense - - ( 88 ) - - ( 88 ) Income (loss) from discontinued operations $ 175 $ 198 $ ( 33 ) $ 40 $ 18 $ 398 Six Months Ended June 30, 2023 Neoteric Alpha ® BIZ ® Scott's Liquid Gold ® Prell ® Total Net sales $ 1,553 $ 878 $ 2,164 $ 185 $ 17 $ 4,797 Cost of sales 820 273 1,510 76 70 2,749 Gross profit 733 605 654 109 ( 53 ) 2,048 Operating expenses: Advertising - 54 1 - - 55 Selling 257 141 437 28 - 863 General and administrative - 22 12 22 - 56 Intangible asset amortization 11 - 12 - - 23 Operating income (loss) from discontinued operations 465 388 192 59 ( 53 ) 1,051 Gain on sale of discontinued operations - - - 787 - 787 Interest expense - - ( 88 ) ( 18 ) - ( 106 ) Income (loss) from discontinued operations $ 465 $ 388 $ 104 $ 828 $ ( 53 ) $ 1,732 There was no activity constituting pretax loss from discontinued operations to the after-tax loss from discontinued operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2024. The following table presents the cash flows from discontinued operations for the six months ended June 30: 2024 2023 Net cash provided by operating activities - discontinued operations $ - $ 1,471 Net cash provided by investing activities - discontinued operations $ - $ 1,936 There were no capital expenditures or significant operating and investing noncash items related to discontinued operations during the six months of June 30, 2024 and 2023, respectively. There were no major classes of assets and liabilities of the discontinued operations as of June 30, 2024 or December 31, 2023 . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 4. Stock-Based Compensation On May 11, 2023, we granted 200 shares of restricted stock to two directors all of which vested on the grant date with a fair value of $ 40 . No RSUs or stock options were granted during the three and six months ended June 30, 2024, respectively. Compensation cost related to RSUs vesting during the period totaled $ 10 and $ 37 for the six months ended June 30, 2024 and 2023, respectively. Approximately $ 7 of total unrecognized compensation costs related to un-vested RSUs is expected to be recognized throughout the balance of the year . |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 5. Earnings per Share Per share data is determined by using the weighted average number of common shares outstanding. Common equivalent shares are considered only for diluted earnings per share, unless considered anti-dilutive. Common equivalent shares, determined using the treasury stock method, result from stock options with exercise prices that are below the average market price of the common stock. Basic earnings per share include no dilution and are computed by dividing income available to common shareholders by the weighted-average number of shares outstanding during the period. Diluted earnings per share reflect the potential of securities that could share in our earnings. Common stock equivalents (in thousands) that have been excluded from the calculation of earnings per share because they would have been anti-dilutive: Three and Six Months Ended June 30, 2024 2023 Stock options 8 60 Restricted stock units 12 31 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Note 6. Segment Information We previously operated in two different segments: household products and health and beauty care products. We chose to organize our business around these segments based on differences in the products sold. Accounting policies for our segments were the same as those described in Note 1. We evaluated segment performance based on segment income or loss from operations. In the third quarter of 2023, in conjunction with the divestitures of brands, the Company determined it has one reportable segment. These divestitures are described in Note 3. All balances and results of operations related to our health and beauty care segment have been reclassified as discontinued operations for all periods presented in the Condensed Consolidated Financial Statements. |
Long-Term Debt and Line-of-Cred
Long-Term Debt and Line-of-Credit | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Line-of-Credit | Note 7. Long-Term Debt and Line-of-Credit UMB Loan Agreement On July 1, 2020, we entered into a Loan and Security Agreement (as amended, the “UMB Loan Agreement”) with UMB Bank, N.A. Under the UMB Loan Agreement we obtained a $ 3,000 term loan, with equal monthly payments fully amortized over three years which was repaid in full in the second quarter of 2022, and a revolving credit facility, with a maximum commitment of $ 4,000 bearing interest at the one-month term SOFR rate + 6.83 % with a floor of 7.75 %. The UMB Loan Agreement was terminated on February 27, 2023 and the revolving credit facility was paid in full on February 28, 2023. The loans were secured by all of the assets of the Company and its subsidiaries. Unamortized loan costs were $ 0 as of June 30, 2024 and December 31, 2023 , respectively. There was no amortization of loan costs for the six months ended June 30, 2024. Amortization of loan costs for the six months ended June 30, 2023 was $ 100 , including $ 83 that were expensed as a result of the termination of the UMB Loan Agreement. La Plata Loan Agreement On November 9, 2021 , we entered into a loan and security agreement (as amended, the “La Plata Loan Agreement”) with La Plata Capital, LLC (“La Plata”). Under the La Plata Loan Agreement, we obtained a $ 2,000 term loan bearing interest at 14 % and a $ 250 term loan bearing interest at 15 %. We repaid $ 1,000 of principal against the La Plata Loan Agreement during the first quarter of 2022. Unamortized loan costs were $ 0 and $ 9 for the six months ended June 30, 2024 and 2023, respectively. Amortization of loan costs for the six months ended June 30, 2024 and 2023 were $ 0 and $ 11 , respectively. On July 7, 2023, the La Plata term loans were paid in full and the La Plata Loan Agreement was terminated. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | Note 8. Leases We have entered into a lease for our corporate headquarters with a remaining lease term of 6 years. This lease includes both lease and non-lease components, which are accounted for as a single lease component as we have elected the practical expedient to combine these components for all leases. As the lease does not provide an implicit rate, we calculated the right-of-use assets and lease liabilities using our secured incremental borrowing rate at the lease commencement date. We currently do not have any finance leases outstanding. As part of our continued cost savings initiative in response to negative future recurring cash flows, on November 29, 2023, the Company entered into a sublease agreement with a third party, effective April 1, 2024 through March 31, 2027 , with an option to extend through the remainder of the lease term to November 2030. The sublease calls for annual base rent of $ 280 for the first year with increases of approximately 2.5 % each year thereafter. This action caused us to assess the carrying value of our operating lease right-of-use asset compared to the undiscounted cash flows of the sublease and resulted in recording an impairment expense during the fourth quarter of 2023 in the amount of $ 858 . The operating lease impairment charges reduce the carrying value of the associated right of use asset to the estimated fair value. Payments received under the sublease agreement are reflected as sublease income and are offset against our operating lease cost in general and administrative expenses on the Condensed Consolidated Statements of Operations. We recognized $ 71 of sublease income for the three and six months ended June 30, 2024 . There was no sublease income during the three and six months ended June 30, 2023. Information related to leases was as follows: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Operating lease information: Operating lease cost $ 103 $ 206 Operating cash flows from operating leases 103 206 Net assets obtained in exchange for new operating lease liabilities - - Weighted average remaining lease term in years 6.42 6.42 Weighted average discount rate 5.1 % 5.1 % Future Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Operating lease information: Operating lease cost $ 101 $ 203 Operating cash flows from operating leases 101 203 Net assets obtained in exchange for new operating lease liabilities - - Weighted average remaining lease term in years 7.42 7.42 Weighted average discount rate 5.1 % 5.1 % Future minimum annual lease payments are as follows: Future Remainder of 2024 $ 207 2025 420 2026 427 2027 434 2028 441 Thereafter 864 Total minimum lease payments $ 2,793 Less imputed interest ( 424 ) Total operating lease liability $ 2,369 |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | (b) Principles of Consolidation Our Condensed Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. |
Basis of Presentation | (c) Basis of Presentation The unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Balance Sheets, and Condensed Consolidated Statements of Cash Flows included in this Report have been prepared by the Company. In our opinion, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at June 30, 2024 and results of operations and cash flows for all periods have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These Condensed Consolidated Financial Statements should be read in conjunction with our financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the period ended June 30, 2024 are not necessarily indicative of the operating results for the full year and are unaudited. |
Use of Estimates | (d) Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in our financial statements of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include, but are not limited to, the realization of deferred tax assets, reserves for slow moving and obsolete inventory, customer returns and allowances, operating lease right-of-use assets and operating lease liabilities, and stock-based compensation. Actual results could differ from our estimates. |
Cash and Restricted Cash | (e) Cash and Restricted Cash Cash and restricted cash consist of the following: June 30, 2024 December 31, 2023 Cash $ 2,916 $ 3,677 Restricted Cash - 250 $ 2,916 $ 3,927 As part of the Stock Purchase Agreement with the Neoteric buyer, we agreed to maintain at least $ 250 in accounts at our primary bank for a period of nine months following closing. This condition was satisfied during the second quarter of 2024 and, as a result, alleviated the requirement to present restricted cash on the Condensed Consolidated Balance Sheets as of June 30, 2024. |
Discontinued Operations | (f) Discontinued Operations As discussed in Note 3, during 2023 the Company disposed of several brands that represented reporting units. Disposal groups that meet the discontinued operations criteria by the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) 205-20-45 are classified as discontinued operations and are excluded from continuing operations and segment results for all periods presented. |
Financial Instruments | (g) Financial Instruments Financial instruments which potentially subject us to concentrations of credit risk include cash and cash equivalents and accounts receivable. We maintain our cash balances in the form of bank demand deposits with financial institutions that we believe are creditworthy. We establish an allowance for doubtful accounts, which is generally not material to our financial statements, based upon factors surrounding the credit risk of specific customers, historical trends and other information. We have no significant financial instruments with off-balance sheet risk of accounting loss, such as foreign exchange contracts, option contracts or other foreign currency hedging arrangements. The recorded amounts for cash and cash equivalents, restricted cash, receivables, other current assets, accounts payable, and accrued expenses approximate fair value due to the short-term nature of these financial instruments. |
Revenue Recognition | (h) Revenue Recognition Our revenue recognition policy is significant because the amount and timing of revenue is a key component of our results of operations. Certain criteria are required to be met in order to recognize revenue. If these criteria are not met, then the associated revenue is deferred until it is met. When consideration is received in advance of the delivery of goods or services, a contract liability is recorded. Our revenue contracts are identified when purchase orders are received and accepted from customers and represent a single performance obligation to sell our products to a customer. Net sales reflect the transaction prices for contracts, which include products shipped at selling list prices reduced by variable consideration. Variable consideration includes estimates for expected customer allowances, promotional programs for consumers, and sales returns. Based on our customer-by-customer history, our variable consideration estimates are generally accurate and subsequent adjustments are generally immaterial. Variable consideration is primarily comprised of customer allowances. Customer allowances primarily include reserves for trade promotions to support price features, displays, slotting fees, and other merchandising of our products to our customers. Promotional programs for consumers primarily include coupons, rebates, and certain other promotional programs, and do not represent a significant portion of variable consideration. The costs of customer allowances and promotional programs for consumers are estimated using either the expected value or most likely amount approach, depending on the nature of the allowance, using all reasonably available information, including our historical experience and current expectations. Customer allowances and promotional programs for consumers are reflected in the transaction price when sales are recorded. We may adjust our estimates based on actual results and consideration of other factors that cause allowances. In the event that actual results differ from our estimates, the results of future periods may be impacted. Sales returns are generally not material to our financial statements, and do not comprise a significant portion of variable consideration. Estimates for sales returns are based on, among other things, an assessment of historical trends, information from customers, and anticipated returns related to current sales activity. These estimates are established in the period of sale and reduce our revenue in that period. Sales are recorded at the time that control of the products is transferred to customers. In evaluating the timing of the transfer of control of products to customers, we consider several indicators, including significant risks and rewards of products, our right to payment, and the legal title of the products. Based on the assessment of control indicators, sales are generally recognized when products are delivered to customers. We have also established an allowance for doubtful accounts. We estimate this allowance based upon, among other things, an assessment of the credit risk of specific customers and historical trends. We believe our allowance for doubtful accounts is adequate to absorb any losses which may arise. In the event that actual losses differ from our estimates, the results of future periods may be impacted. Customer allowances for trade promotions and allowance for doubtful accounts were as follows: June 30, 2024 December 31, 2023 Trade promotions $ 21 $ 41 Allowance for doubtful accounts 8 9 $ 29 $ 50 |
Stock-based Compensation | (i) Stock-Based Compensation We account for share based payments by recognizing compensation expense based upon the estimated fair value of the awards on the date of grant. We determine the estimated grant-date fair value of stock options with only service conditions using the Black-Scholes option pricing model. In order to calculate the fair value of the options, certain assumptions are made regarding the components of the model, including the estimated fair value of underlying common stock, risk-free interest rate, volatility, expected dividend yield and expected option life. Changes to the assumptions could cause significant adjustments to the valuation. We recognize compensation costs ratably over the vesting period using the straight-line method, which approximates the service period. The Company issues restricted stock unit (“RSUs”) awards with restrictions that lapse upon the passage of time (service vesting) and satisfaction of market conditions targeted to our Company’s stock price. For those RSU awards with only service vesting, the Company recognizes compensation cost on a straight-line basis over the service period. For awards with both market and service conditions, the Company starts recognizing compensation cost over the requisite service period, with the effect of the market conditions reflected in the calculation of the award's fair value at grant date. The Company values awards with only service vesting requirements based on the grant date share price. The Company values awards with market and service conditions using a Monte Carlo simulation. The Company determines the requisite service period for awards with both market and service conditions based on the longer of the explicit service period and the derived service period. Stock awards that contain market vesting conditions are included in the computations of diluted earnings per share reflecting the average number of shares that would be issued based on the highest 30-day average market price at the end during the reporting periods, if their effect is dilutive. If the condition is based on an average of market prices over some period of time, the corresponding average for the period is used. |
Recently Issued Accounting Standards | (j) Recently Issued Accounting Standards Other recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Restricted Cash | Cash and restricted cash consist of the following: June 30, 2024 December 31, 2023 Cash $ 2,916 $ 3,677 Restricted Cash - 250 $ 2,916 $ 3,927 |
Summary of Customer Allowances for Trade Promotions and Allowance for Doubtful Accounts | Customer allowances for trade promotions and allowance for doubtful accounts were as follows: June 30, 2024 December 31, 2023 Trade promotions $ 21 $ 41 Allowance for doubtful accounts 8 9 $ 29 $ 50 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Financial Information Related to Discontinued Operations | Reconciliation of the Line Items Constituting Pretax Loss from Discontinued Operations to the After-Tax Loss from Discontinued Operations in the Condensed Consolidated Statements of Operations for the three and six months ended June 30: Three Months Ended June 30, 2023 Neoteric Alpha ® BIZ ® Scott's Liquid Gold ® Prell ® Total Net sales $ 653 $ 513 $ 1,010 $ 12 $ 25 $ 2,213 Cost of sales 291 186 603 ( 38 ) 7 1,049 Gross profit 362 327 407 50 18 1,164 Operating expenses: Advertising - 9 1 - - 10 Selling 178 98 333 10 - 619 General and administrative - 22 12 - - 34 Intangible asset amortization 9 - 6 - - 15 Operating income from discontinued operations 175 198 55 40 18 486 Interest expense - - ( 88 ) - - ( 88 ) Income (loss) from discontinued operations $ 175 $ 198 $ ( 33 ) $ 40 $ 18 $ 398 Six Months Ended June 30, 2023 Neoteric Alpha ® BIZ ® Scott's Liquid Gold ® Prell ® Total Net sales $ 1,553 $ 878 $ 2,164 $ 185 $ 17 $ 4,797 Cost of sales 820 273 1,510 76 70 2,749 Gross profit 733 605 654 109 ( 53 ) 2,048 Operating expenses: Advertising - 54 1 - - 55 Selling 257 141 437 28 - 863 General and administrative - 22 12 22 - 56 Intangible asset amortization 11 - 12 - - 23 Operating income (loss) from discontinued operations 465 388 192 59 ( 53 ) 1,051 Gain on sale of discontinued operations - - - 787 - 787 Interest expense - - ( 88 ) ( 18 ) - ( 106 ) Income (loss) from discontinued operations $ 465 $ 388 $ 104 $ 828 $ ( 53 ) $ 1,732 The following table presents the cash flows from discontinued operations for the six months ended June 30: 2024 2023 Net cash provided by operating activities - discontinued operations $ - $ 1,471 Net cash provided by investing activities - discontinued operations $ - $ 1,936 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Common Stock Equivalents Excluded From the Calculation of Earnings Per Share | Common stock equivalents (in thousands) that have been excluded from the calculation of earnings per share because they would have been anti-dilutive: Three and Six Months Ended June 30, 2024 2023 Stock options 8 60 Restricted stock units 12 31 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of Information Related to Leases | Information related to leases was as follows: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Operating lease information: Operating lease cost $ 103 $ 206 Operating cash flows from operating leases 103 206 Net assets obtained in exchange for new operating lease liabilities - - Weighted average remaining lease term in years 6.42 6.42 Weighted average discount rate 5.1 % 5.1 % Future Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Operating lease information: Operating lease cost $ 101 $ 203 Operating cash flows from operating leases 101 203 Net assets obtained in exchange for new operating lease liabilities - - Weighted average remaining lease term in years 7.42 7.42 Weighted average discount rate 5.1 % 5.1 % |
Schedule of Future Minimum Annual Lease Payments | Future minimum annual lease payments are as follows: Future Remainder of 2024 $ 207 2025 420 2026 427 2027 434 2028 441 Thereafter 864 Total minimum lease payments $ 2,793 Less imputed interest ( 424 ) Total operating lease liability $ 2,369 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Cash and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||||
Cash | $ 2,916 | $ 3,677 | ||
Restricted cash | 250 | |||
Cash and restricted cash | $ 2,916 | $ 3,927 | $ 608 | $ 49 |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies Additional Information (Details) $ / shares in Units, $ in Thousands | Jun. 20, 2024 $ / shares | Dec. 19, 2023 | Jun. 30, 2024 $ / shares | Dec. 31, 2023 $ / shares | Sep. 15, 2023 USD ($) |
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||
Reverse stock split description | to effect a reverse stock split of the Company’s outstanding shares of common stock, par value $0.10 per share, at a ratio of 1-for-20 (the “Reverse Stock Split”) | ||||
Common stock par value | $ / shares | $ 0.1 | $ 0.10 | $ 0.10 | ||
Reverse stock split ratio | 0.05 | 0.05 | |||
Neoteric Buyer | |||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||
Minimum balance amount under agreement | $ | $ 250 |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies Additional Information 1 (Details) | Jun. 30, 2024 USD ($) |
Accounting Policies [Abstract] | |
Significant financial instruments with off-balance sheet risk | $ 0 |
Organization and Summary of S_7
Organization and Summary of Significant Accounting Policies - Summary of Customer Allowances for Trade Promotions and Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounting Policies [Abstract] | ||
Trade promotions | $ 21 | $ 41 |
Allowance for doubtful accounts | 8 | 9 |
Trade promotions and allowance for doubtful accounts | $ 29 | $ 50 |
Liquidity - Additional Informat
Liquidity - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Cash balance | $ 2,916 | $ 3,927 | $ 608 | $ 49 | ||
Working capital | 3,135 | |||||
Shareholders' equity | $ 2,333 | $ 2,778 | $ 3,265 | $ 2,793 | $ 3,196 | $ 2,820 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Sep. 15, 2023 USD ($) Days | Jan. 23, 2023 USD ($) | Dec. 15, 2022 USD ($) | Aug. 31, 2023 USD ($) | Jul. 31, 2023 USD ($) Days | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Jul. 07, 2023 USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Income (loss) from discontinued operations | $ 398,000 | $ 1,732,000 | ||||||||
Capital expenditure discontinued operations | $ 0 | 0 | ||||||||
Disposal of Product Line | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Assets of discontinued operations | 0 | $ 0 | ||||||||
Liabilities of discontinued operations | $ 0 | $ 0 | ||||||||
Neoteric Buyer | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Percentage of subsidiary outstanding stock sold | 100% | |||||||||
Total consideration paid | $ 1,750,000 | |||||||||
Initial deposit on consideration paid | 175,000 | |||||||||
Minimum balance amount under agreement | $ 250,000 | |||||||||
Transition services agreement description | This transition services agreement originally had a term of 90 days which could be extended by the buyer for up to an additional 90 days. Both parties have consented to an extension in 2024. | |||||||||
Transition services agreement, maximum extended term | Days | 90 | |||||||||
Transition services agreement, term | Days | 90 | |||||||||
Alpha | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Transition services agreement description | This transition services agreement had a term of 90 days which could be extended by the buyer for up to three additional 30 day periods or extended as consented by both parties. This transition services agreement concluded in accordance with the end of its term with all open transactions being settled during the first quarter of 2024. | |||||||||
Transition services agreement, maximum extended term | Days | 30 | |||||||||
Transition services agreement, term | Days | 90 | |||||||||
Proceeds from sales of interest in certain assets | $ 200,000 | $ 2,500,000 | ||||||||
Income (loss) from discontinued operations | 198,000 | 388,000 | ||||||||
Alpha | Disposal of Product Line | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Total consideration paid | $ 2,700,000 | |||||||||
BIZ | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Transition services agreement description | This transition services agreement had a term of 90 days which could be extended by the buyer for up to three additional 30 day periods or extended as consented by both parties. This transition services agreement concluded in accordance with the end of its term on December 31, 2023 with remaining minimal open transactions expected to settle throughout 2024. | |||||||||
Transition services agreement, maximum extended term | Days | 30 | |||||||||
Transition services agreement, term | Days | 90 | |||||||||
Income (loss) from discontinued operations | (33,000) | 104,000 | ||||||||
BIZ | Disposal of Product Line | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Total consideration paid | $ 1,000,000 | |||||||||
Inventory | $ 946,000 | |||||||||
Scott's Liquid Gold | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Income (loss) from discontinued operations | 40,000 | 828,000 | ||||||||
Scott's Liquid Gold | Disposal of Product Line | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Total consideration paid | $ 800,000 | |||||||||
Inventory | $ 1,136,000 | |||||||||
Royalty percentage | 2% | |||||||||
Royalty fees payment period | 2 years | |||||||||
Prell | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Income (loss) from discontinued operations | $ 18,000 | $ (53,000) | ||||||||
Prell | Disposal of Product Line | ||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||||||
Total consideration paid | $ 150,000 | |||||||||
Inventory | $ 330,000 | |||||||||
Royalty percentage | 3% | |||||||||
Royalty fees payment period | 4 years |
Discontinued Operations - Summa
Discontinued Operations - Summary of Financial Information Constituting Pretax Loss to After-Tax Loss of Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | |
Operating expenses: | ||
Operating income from discontinued operations | $ 486 | $ 1,051 |
Gain on sale of discontinued operations | 787 | |
Interest expense | (88) | (106) |
Income (loss) from discontinued operations | 398 | 1,732 |
Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 2,213 | 4,797 |
Cost of sales | 1,049 | 2,749 |
Gross profit | 1,164 | 2,048 |
Operating expenses: | ||
Advertising | 10 | 55 |
Selling | 619 | 863 |
General and administrative | 34 | 56 |
Intangible asset amortization | 15 | 23 |
Neoteric | ||
Operating expenses: | ||
Operating income from discontinued operations | 175 | 465 |
Income (loss) from discontinued operations | 175 | 465 |
Neoteric | Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 653 | 1,553 |
Cost of sales | 291 | 820 |
Gross profit | 362 | 733 |
Operating expenses: | ||
Selling | 178 | 257 |
Intangible asset amortization | 9 | 11 |
Alpha | ||
Operating expenses: | ||
Operating income from discontinued operations | 198 | 388 |
Income (loss) from discontinued operations | 198 | 388 |
Alpha | Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 513 | 878 |
Cost of sales | 186 | 273 |
Gross profit | 327 | 605 |
Operating expenses: | ||
Advertising | 9 | 54 |
Selling | 98 | 141 |
General and administrative | 22 | 22 |
BIZ | ||
Operating expenses: | ||
Operating income from discontinued operations | 55 | 192 |
Interest expense | (88) | (88) |
Income (loss) from discontinued operations | (33) | 104 |
BIZ | Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 1,010 | 2,164 |
Cost of sales | 603 | 1,510 |
Gross profit | 407 | 654 |
Operating expenses: | ||
Advertising | 1 | 1 |
Selling | 333 | 437 |
General and administrative | 12 | 12 |
Intangible asset amortization | 6 | 12 |
Scott's Liquid Gold | ||
Operating expenses: | ||
Operating income from discontinued operations | 40 | 59 |
Gain on sale of discontinued operations | 787 | |
Interest expense | (18) | |
Income (loss) from discontinued operations | 40 | 828 |
Scott's Liquid Gold | Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 12 | 185 |
Cost of sales | (38) | 76 |
Gross profit | 50 | 109 |
Operating expenses: | ||
Selling | 10 | 28 |
General and administrative | 22 | |
Prell | ||
Operating expenses: | ||
Operating income from discontinued operations | 18 | (53) |
Income (loss) from discontinued operations | 18 | (53) |
Prell | Disposal of Product Line | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Net sales | 25 | 17 |
Cost of sales | 7 | 70 |
Gross profit | $ 18 | $ (53) |
Discontinued Operations - Sum_2
Discontinued Operations - Summary of Cash Flows from Discontinued Operations (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Discontinued Operations and Disposal Groups [Abstract] | |
Net cash provided by operating activities - discontinued operations | $ 1,471 |
Net cash provided by investing activities - discontinued operations | $ 1,936 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
May 11, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation | $ 10 | $ 57 | |||
Restricted Stock Units (RSUs) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of restricted stock units granted | 0 | 0 | |||
Stock-based compensation | 10 | $ 37 | |||
Unrecognized compensation costs related to non-vested stock options | $ 7 | $ 7 | |||
Period over which compensation costs related to non-vested stock options recognize | 6 months | ||||
Restricted Stock Units (RSUs) | 2022 Individual Executive Grant | Anniversary Grant Date | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of restricted stock units granted | 200,000 | ||||
Restricted stock shares granted in period granted date fair value | $ 40 | ||||
Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options granted | 0 | 0 |
Earnings Per Share - Common Sto
Earnings Per Share - Common Stock Equivalents Excluded From the Calculation of Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of earnings per share | 8 | 60 | 8 | 60 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of earnings per share | 12 | 31 | 12 | 31 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - Segment | 3 Months Ended | 6 Months Ended |
Sep. 30, 2023 | Jun. 30, 2024 | |
Segment Reporting [Abstract] | ||
Number of business segment | 2 | |
Number of reportable segment | 1 |
Long-Term Debt and Line-of-Cr_2
Long-Term Debt and Line-of-Credit - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Aug. 10, 2022 | Nov. 09, 2021 | Jul. 01, 2020 | Mar. 31, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||||||
Repayments of term loan | $ 30,000 | ||||||
UMB Bank, N.A | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized loan costs | $ 0 | $ 0 | |||||
Amortization of loan costs | 0 | 100,000 | |||||
Expense as a result of the termination of the UMB Loan Agreement | 83,000 | ||||||
UMB Bank, N.A | Loan Agreement | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Term loan amount | $ 3,000,000 | ||||||
Term loan, frequency of commitment fee payment | monthly | ||||||
Term loan, payment term | 3 years | ||||||
UMB Bank, N.A | Consent and Seventh Amendment to Loan and Security Agreement | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, terminate date | Feb. 27, 2023 | ||||||
UMB Bank, N.A | Maximum | Loan Agreement | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Available borrowing capacity amount | $ 4,000,000 | ||||||
La Plata Capital, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized loan costs | 0 | 9,000 | |||||
Amortization of loan costs | $ 0 | $ 11,000 | |||||
La Plata Capital, LLC | Loan Agreement | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Term loan amount | $ 2,000,000 | ||||||
Repayments of term loan | $ 1,000,000 | ||||||
Debt outstanding effective interest rate | 14% | ||||||
Term loan, maturity date | Nov. 09, 2021 | ||||||
La Plata Capital, LLC | Loan Agreement | Term Loan Two | |||||||
Debt Instrument [Line Items] | |||||||
Term loan amount | $ 250,000 | ||||||
Debt outstanding effective interest rate | 15% | ||||||
Floor Rate | UMB Bank, N.A | Loan Agreement | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, variable interest rate | 7.75% | ||||||
SOFR Rate | UMB Bank, N.A | Loan Agreement | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, variable interest rate | 6.83% | ||||||
Debt Instrument, Maturity of Variable interest rate | one-month term SOFR rate |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Nov. 29, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee Lease Description [Line Items] | ||||||
Sublease start date | Apr. 01, 2024 | |||||
Sublease end maturity date | Mar. 31, 2027 | |||||
Sublease, option to extend | option to extend | |||||
Sublease, existence of option to extend [true false] | true | |||||
Sublease annual base rent amount | $ 280 | |||||
Percentage of sublease annual base rent | 2.50% | |||||
Operating lease right-of-use asset impairment charge | $ 858 | |||||
Sublease income | $ 71 | $ 0 | $ 71 | $ 0 | ||
Maximum | ||||||
Lessee Lease Description [Line Items] | ||||||
Remaining lease terms | 6 years | 6 years |
Leases - Schedule of Informatio
Leases - Schedule of Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating lease information: | ||||
Operating lease cost | $ 103 | $ 101 | $ 206 | $ 203 |
Operating cash flows from operating leases | $ 103 | $ 101 | $ 206 | $ 203 |
Weighted average remaining lease term in years | 6 years 5 months 1 day | 7 years 5 months 1 day | 6 years 5 months 1 day | 7 years 5 months 1 day |
Weighted average discount rate | 5.10% | 5.10% | 5.10% | 5.10% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Annual Lease Payments (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Leases [Abstract] | |
Remainder of 2024 | $ 207 |
2025 | 420 |
2026 | 427 |
2027 | 434 |
2028 | 441 |
Thereafter | 864 |
Total minimum lease payments | 2,793 |
Less imputed interest | (424) |
Total operating lease liability | $ 2,369 |