Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 11, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | SCOTTS LIQUID GOLD INC | |
Entity Central Index Key | 88,000 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SLGD | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 11,748,329 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 9,936,900 | $ 7,548,100 | $ 24,274,800 | $ 21,755,700 |
Operating costs and expenses: | ||||
Cost of sales | 5,830,600 | 4,284,600 | 13,454,600 | 12,042,600 |
Advertising | 91,700 | 528,600 | 1,426,600 | 1,087,900 |
Selling | 1,717,300 | 1,336,600 | 4,184,300 | 4,043,600 |
General and administrative | 1,218,800 | 733,200 | 3,433,000 | 2,433,900 |
Total operating costs and expenses | 8,858,400 | 6,883,000 | 22,498,500 | 19,608,000 |
Income from operations | 1,078,500 | 665,100 | 1,776,300 | 2,147,700 |
Other income | 1,000 | 6,800 | 12,600 | 16,100 |
Interest expense | (60,400) | (7,400) | (77,500) | (22,000) |
Income before income taxes | 1,019,100 | 664,500 | 1,711,400 | 2,141,800 |
Income tax (expense) benefit | (415,500) | (191,500) | (697,900) | 2,377,500 |
Net income | $ 603,600 | $ 473,000 | $ 1,013,500 | $ 4,519,300 |
Net income per common share | ||||
Basic | $ 0.05 | $ 0.04 | $ 0.09 | $ 0.39 |
Diluted | $ 0.05 | $ 0.04 | $ 0.08 | $ 0.38 |
Weighted average shares outstanding: | ||||
Basic | 11,747,612 | 11,665,461 | 11,730,759 | 11,617,562 |
Diluted | 12,027,956 | 11,927,877 | 11,969,167 | 11,907,486 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 1,872,800 | $ 7,165,100 |
Accounts receivable, net | 3,789,400 | 1,014,700 |
Inventories, net | 5,404,100 | 4,698,600 |
Income taxes receivable | 8,100 | 0 |
Prepaid expenses | 281,400 | 227,200 |
Total current assets | 11,355,800 | 13,105,600 |
Property and equipment, net | 550,100 | 430,000 |
Deferred tax asset | 1,906,600 | 2,556,200 |
Goodwill | 1,520,600 | 0 |
Intangible assets, net | 6,924,200 | 0 |
Other assets | 51,000 | 51,000 |
Total assets | 22,308,300 | 16,142,800 |
Current liabilities: | ||
Accounts payable | 2,342,300 | 1,238,000 |
Accrued expenses | 605,700 | 803,700 |
Income taxes payable | 0 | 5,300 |
Current maturities of long-term debt | 800,000 | 0 |
Total current liabilities | 3,748,000 | 2,047,000 |
Line-of-credit | 1,900,000 | 0 |
Long-term debt, net of current maturities and debt issuance costs | 1,331,000 | 0 |
Total liabilities | 6,979,000 | 2,047,000 |
Shareholders’ equity: | ||
Common stock; $0.10 par value, authorized 50,000,000 shares; issued and outstanding 11,748,329 shares (2016) and 11,710,745 shares (2015) | 1,174,800 | 1,171,100 |
Capital in excess of par | 6,117,400 | 5,901,100 |
Retained earnings | 8,037,100 | 7,023,600 |
Total shareholders’ equity | 15,329,300 | 14,095,800 |
Total liabilities and shareholders’ equity | $ 22,308,300 | $ 16,142,800 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 11,748,329 | 11,710,745 |
Common stock, shares outstanding | 11,748,329 | 11,710,745 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 1,013,500 | $ 4,519,300 |
Adjustment to reconcile net income to net cash (used) provided by operating activities: | ||
Depreciation and amortization | 264,900 | 118,800 |
Stock-based compensation | 189,500 | 96,900 |
Deferred income taxes | 649,600 | (2,419,300) |
Change in operating assets and liabilities: | ||
Accounts receivables | (2,774,700) | (594,500) |
Inventories | (305,500) | (1,922,600) |
Prepaid expenses and other assets | (54,200) | 155,900 |
Income taxes payable (receivable) | (13,400) | 2,200 |
Accounts payable and accrued expenses | 906,300 | 1,379,700 |
Total adjustments to net income | (1,137,500) | (3,182,900) |
Net Cash (Used) Provided by Operating Activities | (124,000) | 1,336,400 |
Cash flow from investing activities: | ||
Cash paid for Acquisition | (9,000,000) | 0 |
Purchase of property and equipment | (223,600) | (143,100) |
Net Cash Used by Investing Activities | (9,223,600) | (143,100) |
Cash flow from financing activities: | ||
Borrowing under line-of-credit | 3,694,100 | 0 |
Repayments under line-of-credit | (1,794,100) | 0 |
Proceeds from issuance of long-term debt | 2,400,000 | 0 |
Repayments of long-term debt | (200,000) | 0 |
Debt issuance costs | (75,200) | 0 |
Proceeds from exercise of stock options | 30,500 | 32,400 |
Net Cash Provided by Financing Activities | 4,055,300 | 32,400 |
Net (Decrease) Increase in Cash and Cash Equivalents | (5,292,300) | 1,225,700 |
Cash and Cash Equivalents, beginning of period | 7,165,100 | 5,896,600 |
Cash and Cash Equivalents, end of period | 1,872,800 | 7,122,300 |
Supplemental disclosures: | ||
Cash paid during the period for interest | $ 77,500 | $ 22,000 |
Consolidated Statements of Cas6
Consolidated Statements of Cash Flows - (Parenthetical) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Supplemental disclosure of non-cash activity: | |
Inventory | $ 400,000 |
Intangible assets | 7,079,400 |
Goodwill | 1,520,600 |
Total assets acquired | $ 9,000,000 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
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, manufacture, market and sell quality household and skin and hair care products. We are also a distributor in the United States of Montagne Jeunesse skin sachets and Batiste Dry Shampoo manufactured by two other companies. Our business is comprised of two segments, household products and skin and hair care products. (b) Principles of Consolidation Our 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 Consolidated Statements of Operations, Consolidated Balance Sheets, and the 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 September 30, 2016 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 have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. These 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, 2015. The results of operations for the period ended September 30, 2016 are not necessarily indicative of the operating results for the full year. (d) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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, stock-based compensation, and purchase price allocation. Actual results could differ from our estimates. (e) Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash equivalents. (f) Sale of Accounts Receivable On November 3, 2008, effective as of October 31, 2008, we entered into a financing agreement with Summit Financial Resources, L.P. (“Summit”) for the purpose of providing working capital. The financing agreement with Summit was amended on March 12, 2009, March 16, 2011 (effective March 1, 2011) and June 29, 2012 (effective July 1, 2012) and terminated on June 30, 2016. The agreement provided for a factoring line up to $1.5 million and was secured primarily by accounts receivable, inventory, any lease in which we are a lessor and all investment property and guarantees by our active subsidiaries. Under the agreement, Summit will make loans at our request and in its discretion based on: (i) its purchases of our receivables, with recourse against us, at an advance rate of 85% (or such other percentage determined by Summit in its discretion) and (ii) our inventory not to exceed certain amounts, including an aggregate maximum of $500,000. Advances under the agreement had an interest rate of 1.0% over the prime rate (as published in The Wall Street Journal) for the accounts receivable portion of the advances and 2.5% over the prime rate for the inventory portion of the borrowings. At June 30, 2016, the prime rate was 3.5%. There was also an administrative fee of 0.85% per month on the average monthly outstanding loan on the receivable portion of any advance if the average quarterly loan in the prior quarter was less than or equal to $1,000,000, and 0.75% per month if the average quarterly loan in the prior quarter was greater than $1,000,000 and of 1.0% per month on the average monthly outstanding loan on the inventory portion of any advance. In 2016 and 2015, we did not sell any of our accounts receivable to Summit. On March 16, 2011, with the consent of Summit, we entered into a financing agreement with Wells Fargo Bank, National Association (“Wells Fargo”) for the purpose of further lowering the cost of borrowing associated with the financing of our accounts receivable and on January 29, 2016 we terminated our agreement with Wells Fargo due to Wal-Mart Stores, Inc. (“Wal-Mart”) changing its accounts payable policy. Pursuant to this agreement, we were able to sell accounts receivable from Wal-Mart at a discount to Wells Fargo; provided, however, that Wells Fargo could reject offers to purchase such receivables in its discretion. These receivables could be purchased by Wells Fargo at a cost to us equal to LIBOR plus 1.15% per annum. The LIBOR rate used depends on the days to maturity of the receivable sold, typically ranging from 102 to 105 days. At January 29, 2016, Wells Fargo used the 105-day LIBOR rate of 0.7%. During the nine months ended September 30, 2016 and 2015, we sold approximately $306,800 and $3,219,600, respectively, of our relevant accounts receivable to Wells Fargo for approximately $305,200 and $3,205,900, respectively. The difference between the invoiced amount of the receivable and the cash that we received from Wells Fargo is a cost to us. This cost is in lieu of any cash discount our customer would have been allowed and, thus, is treated in a manner consistent with standard trade discounts granted to our customers. The reporting of the sale of accounts receivable to Wells Fargo is treated as a sale rather than as a secured borrowing. As a result, affected accounts receivable are relieved from the Company’s financial statements upon receipt of the cash proceeds. (g) Inventories Inventories consist of raw materials and finished goods and are stated at the lower of cost (first-in, first-out method) or market. We record a reserve for slow moving and obsolete products and raw materials. We estimate this reserve based upon historical and anticipated sales. Inventories were comprised of the following at: September 30, 2016 December 31, 2015 Finished goods $ 3,509,500 $ 2,101,300 Raw materials 2,014,600 2,717,300 Inventory reserve for obsolescence (120,000 ) (120,000 ) $ 5,404,100 $ 4,698,600 (h) Property and Equipment Property and equipment are recorded at historical cost. Depreciation is provided using the straight-line method over the estimated useful lives of the assets ranging from three to 20 years. Production equipment and production support equipment are estimated to have useful lives of 15 to 20 years and three to 10 years, respectively. Office furniture and office machines are estimated to have useful lives of 10 to 20 years and three to five years, respectively. Maintenance and repairs are expensed as incurred. Improvements that extend the useful lives of the asset or provide improved efficiency are capitalized. (i) Intangible Assets Intangible assets consist of customer relationships, trade names, formulas and batching processes and a non-compete agreement. The fair value of the intangible assets is amortized over their estimated useful lives and range from a period of five to 15 years. (j) Goodwill Goodwill consists of the excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired in the Acquisition discussed in Note 4. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests, and in certain circumstances these assets are written down to fair value if impaired. ( k ) 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. During the nine months ended September 30, 2016, we have maintained balances in various operating accounts in excess of federally insured limits. We establish an allowance for doubtful accounts 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, receivables, other current assets, accounts payable and accrued expenses approximate fair value due to the short-term nature of these financial instruments. At December 31, 2015 we had no long-term debt or outstanding balance on a line-of-credit. At September 30, 2016 we had long-term debt of $2,131,000 and a $1,900,000 outstanding balance on our line-of-credit. ( l ) Income Taxes Deferred income tax assets and liabilities are recognized for the future income tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective income tax bases. A valuation allowance is provided when it is more-likely-than-not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which related temporary differences become deductible. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Taxes are reported based on tax positions that meet a more-likely-than-not standard and that are measured at the amount that is more-likely-than-not to be realized. Differences between financial and tax reporting which do not meet this threshold are required to be recorded as unrecognized tax benefits or expense. We classify penalty and interest expense related to income tax liabilities as an income tax expense. There are no significant interest and penalties recognized in the statement of operations or accrued on the balance sheet. The effective tax rate for the nine months ended September 30, 2016 and 2015 was 40.8% and (111.0%) respectively, which differs from the statutory income tax rate due to permanent book to tax differences and the release of the valuation allowance in 2015. As of December 31, 2014, the Company had a deferred tax asset of $0, net of a valuation allowance of $3,379,100. As of that date and until the second quarter of 2015, a full valuation allowance had been provided against deferred tax assets, as it was more-likely-than-not that the Company’s net deferred tax asset would not be realized in the foreseeable future due to the Company’s cumulative book loss. Consequently, the Company was unable to recognize any income tax benefit in such prior periods. However, the Company had, as of June 30, 2015, reported positive income for nine consecutive quarters and the 36 month cumulative income before income taxes was approximately $3.4 million. Accordingly, the Company as of June 30, 2015 released a portion of the valuation allowance related to the deferred tax asset of approximately $3.1 million as well as an additional $70,200 in the third quarter which ended September 30, 2015. The analysis of the partial valuation allowance release was in accordance with accounting standards for interim period reporting. The remaining $169,200 in valuation allowance was released during the fourth quarter of 2015. ( m ) 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. In our case, the criteria generally are met when we have an arrangement to sell a product, we have delivered the product in accordance with that arrangement, the sales price of the product is determinable and we believe that we will be paid for the sale. We establish reserves for customer returns of our products and customer allowances. We estimate these reserves based upon, among other things, an assessment of historical trends, information from customers and anticipated returns related to current sales activity. These reserves are established in the period of sale and reduce our revenue in that period. Our reserve for customer allowances includes primarily reserves for trade promotions to support price features, displays, slotting fees and other merchandising of our products to our customers. The actual level of returns and customer allowances is influenced by several factors, including the promotional efforts of our customers, changes in mix of our customers, changes in the mix of the products we sell and the maturity of the product. We may change our estimates based on actual results and consideration of other factors that cause returns and allowances. In the event that actual results differ from our estimates, the results of future periods may be impacted. We also establish reserves for coupons, rebates and certain other promotional programs for consumers. We estimate these reserves based upon, among other things, an assessment of historical trends and current sales activity. These reserves are recorded as a reduction of revenue at the later of the date at which the revenue is recognized or the date at which the sale incentive is offered. 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. At September 30, 2016 and December 31, 2015 approximately $1,030,400 and $1,179,700, respectively, had been reserved as a reduction of accounts receivable. Trade promotions to our customers and incentives such as coupons to our consumers are deducted from gross sales and totaled $1,584,500 and $1,661,100 for the nine months ended September 30, 2016 and 2015, respectively. ( n ) Advertising Costs Advertising costs are expensed as incurred. ( o ) Stock-based Compensation During the nine months ended September 30, 2016, we granted options to acquire 3,000 shares of our common stock to one of our production personnel at a price of $1.20 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after 10 years. During the nine months ended September 30, 2015, we granted options to acquire: (1) 326,500 shares of our common stock to 40 of our management and administrative personnel at a price of $1.25 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after 10 years; (2) 200,000 shares of our common stock to one of our executive officers at a price of $1.25 per share, which vest ratably over 60 months, or upon a change in control under certain circumstances, and which expire after 10 years; and (3) 90,000 shares of our common stock to our three non-employee board members at a price of $1.25 per share, half of which vested on the date of grant and the other half of which will vest on the first anniversary of the date of grant, or upon a change in control under certain circumstances, and which expire after five years. All of the foregoing options were granted at the market value as of the date of grant. We also granted options to acquire 100,000 shares of our common stock to one of our executive officers at a price of $1.375 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after five years. Such options were granted at 110% of the market value as of the date of grant. The weighted average fair market value of the options granted in the first nine months of 2016 and 2015 was estimated on the date of grant, using a Black-Scholes option pricing model with the following assumptions: September 30, 2016 September 30, 2015 Expected life of options (using the “simplified” method) 7 years 5.3 years Average risk-free interest rate 1.5% 1.4% Average expected volatility of stock 134% 133% Expected dividend rate None None Fair value of options granted $3,488 $755,105 Compensation cost related to stock options recognized in operating results (included in general and administrative expenses) was $189,500 and $96,900 in the nine months ended September 30, 2016 and 2015, respectively. Approximately $649,300 of total unrecognized compensation costs related to non-vested stock options is expected to be recognized over the next 12 – 60 months, depending on the vesting provisions of the options. There was no tax benefit from recording the non-cash expense as it relates to the options granted to employees, as these were qualified stock options which are not normally tax deductible. With respect to the non-cash expense associated with options granted to the non-employee directors, no tax benefit is recognized for the excess of the tax deduction over the book expense previously recognized due to the existence of as yet unutilized net operating losses. At such time as these operating losses have been utilized and a tax benefit is realized from the issuance of non-qualified stock options, a corresponding tax benefit may be recognized. ( p ) Operating Costs and Expenses Classification Cost of sales includes costs associated with manufacturing and distribution including labor, materials, freight-in, purchasing and receiving, quality control, internal transfer costs, repairs, maintenance and other indirect costs, as well as warehousing and distribution costs. We classify shipping and handling costs comprised primarily of freight-out as selling expenses. Other selling expenses consist primarily of wages and benefits for sales and sales support personnel, travel, brokerage commissions and promotional costs, as well as certain other indirect costs. Shipping and handling costs totaled $1,149,600 and $1,081,400 for the nine months ended September 30, 2016 and 2015, respectively. General and administrative expenses consist primarily of wages and benefits associated with management and administrative support departments, business insurance costs, professional fees, office facility related expenses, and other general support costs. ( q ) Recently Issued Accounting Standards In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, “ Compensation-Stock Compensation- Improvements to Employee Share-Based Payment Accounting We are currently assessing the impact, if any, that the adoption of ASU 2016-09 will have on our financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” In April 2015, the FASB issued ASU No. 2015-03, “ Interest — Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs” Interest – Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements — Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting” In September 2015, FASB issued ASU No. 2015-16, “Business Combinations (Topic 805) – Simplifying the Accounting for Measurement-Period Adjustments” The Company adopted ASU 2015-16 as of June 30, 2016, and the adoption of this standard did not have a material effect on our consolidated financial statements. In June 2016, FASB issued ASU No. 2016-13, “ Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” . In July 2015, the FASB issued ASU 2015-11, “ Simplifying the Measurement of Inventory In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows: Classification of Certain Cash Receipts and Payments |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 2 . 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. There were common stock equivalents of 579,500 and 1,114,000 shares outstanding at September 30, 2016 and 2015, respectively, consisting of stock options that were not included in the calculation of earnings per share because they would have been anti-dilutive. A reconciliation of the weighted average number of common shares outstanding for the three and nine months ended September 30, 2016 and 2015 is as follows: 2016 Three Months Nine Months Common shares outstanding, beginning of the period 11,742,329 11,710,745 Weighted average common shares issued 5,283 20,014 Weighted average number of common shares outstanding 11,747,612 11,730,759 Dilutive effect of common share equivalents 280,344 238,408 Diluted weighted average number of common shares outstanding 12,027,956 11,969,167 2015 Three Months Nine Months Common shares outstanding, beginning of the period 11,665,220 11,549,789 Weighted average common shares issued 241 67,773 Weighted average number of common shares outstanding 11,665,461 11,617,562 Dilutive effect of common share equivalents 262,416 289,924 Diluted weighted average number of common shares outstanding 11,927,877 11,907,486 We have authorized 20,000,000 shares of preferred stock issuable in one or more series, none of which is issued or outstanding as of September 30, 2016. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Note 3. Segment Information. We operate in two different segments: household products and skin and hair care products. Our products are sold nationally and internationally (primarily Canada), directly through our sales force and indirectly through independent brokers and manufacturer’s representatives, to mass merchandisers, drugstores, supermarkets, hardware stores and other retail outlets and to wholesale distributors. We have chosen to organize our business around these segments based on differences in the products sold. Accounting policies for our segments are the same as those described in Note 1. We evaluate segment performance based on segment income or loss before income taxes. Information on our segments for the three and nine months ended September 30, 2016 and 2015 is set forth on the next page: Three Months Ended September 30, 2016 2015 Household Skin and Household Skin and Net sales $ 1,453,400 $ 8,483,500 $ 1,485,300 6,062,800 Cost of sales 690,000 5,140,600 679,400 3,605,200 Advertising expenses 10,300 81,400 401,000 127,600 Selling expenses 276,800 1,440,500 412,700 923,900 General and administrative expenses 328,900 889,900 318,200 415,000 Total operating costs and expenses 1,306,000 7,552,400 1,811,300 5,071,700 Income (loss) from operations 147,400 932,100 (326,000 ) 991,100 Other (expense) income (1,100 ) 2,100 1,700 5,100 Interest expense 0 (60,400 ) (1,700 ) (5,700 ) Income (loss) before income taxes $ 146,300 $ 872,800 $ (326,000 ) $ 990,500 Nine Months Ended September 30, 2016 2015 Household Skin and Household Skin and Net sales $ 4,490,300 19,784,500 $ 4,661,700 17,094,000 Cost of sales 2,148,500 11,306,100 2,196,300 9,846,300 Advertising expenses 889,100 537,500 661,000 426,900 Selling expenses 1,118,400 3,065,900 1,261,800 2,781,800 General and administrative expenses 1,136,900 2,296,100 1,083,500 1,350,400 Total operating costs and expenses 5,292,900 17,205,600 5,202,600 14,405,400 (Loss) income from operations (802,600 ) 2,578,900 (540,900 ) 2,688,600 Other income 2,300 10,300 3,900 12,200 Interest expense (3,500 ) (74,000 ) (5,100 ) (16,900 ) (Loss) income before income taxes $ (803,800 ) $ 2,515,200 $ (542,100 ) $ 2,683,900 The following is a reconciliation of segment information to consolidated information: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net sales $ 9,936,900 $ 7,548,100 $ 24,274,800 $ 21,755,700 Consolidated income before income taxes $ 1,019,100 $ 664,500 $ 1,711,400 $ 2,141,800 September 30, 2016 December 31, 2015 Assets Household Products $ 1,759,100 $ 7,585,800 Skin and Haircare Products 18,444,900 5,073,200 Corporate 2,104,300 3,483,800 Consolidated $ 22,308,300 $ 16,142,800 Corporate assets noted above are comprised primarily of our cash and investments, and property and equipment not directly associated with our manufacturing, warehousing, shipping and receiving activities. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisition | Note 4. Acquisition On June 30, 2016, Neoteric Cosmetics, Inc. (“Neoteric”), a wholly-owned subsidiary of the Company, entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Ultimark Products, Inc. (“Ultimark”) and consummated the transaction contemplated thereby, pursuant to which Neoteric purchased from Ultimark all intellectual property assets and certain related assets owned by Ultimark as well as inventory of finished goods owned by Ultimark and used in connection with the manufacture, sale and distribution of the Prell®, Denorex® and Zincon® brands of hair and scalp care products (the “Brands”). The total consideration Neoteric paid for the Brands was approximately $9.1 million, plus or minus any inventory adjustment based on the value of the inventory of finished goods as of the closing compared to the target inventory of $493,034, plus the assumption by Neoteric of certain specific liabilities of Ultimark related to the performance of certain purchase orders and contracts following June 30, 2016 (the “Acquisition”). Subsequently, the inventory adjustment of $93,000 reduced the total consideration paid by Neoteric to approximately $9.0 million. The Company incurred $721,600 of transaction costs related to the Acquisition for the nine months ended September 30, 2016. These expenses were recorded in general and administrative expense in the consolidated statement of operations. (a) Purchase Price Allocation The purchase price allocations for the Acquisition are preliminary and subject to further adjustment. The following summarizes the aggregate fair values of the assets acquired during 2016 as of the acquisition date: Inventories $ 400,000 Intangible assets 7,079,400 Goodwill 1,520,600 Total assets acquired $ 9,000,000 Intangible assets in the table above consist of customer relationships of $4,022,100, trade names of $2,362,400, formulas and batching processes of $668,600, and a non-compete agreement of $26,300, and will be amortized over their estimated useful lives of approximately 10 years, 15 years, 12 years and five years, respectively. Goodwill recorded in connection with the Acquisition represents, among other things, future economic benefits expected to be recognized from the Company’s expansion of the products it offers to the skin and haircare segment, as well as expected future synergies and operating efficiencies from combining the acquired products to the brands we manufacture and distribute. All of the recorded goodwill is tax-deductible. At the time the financial statements were issued, initial accounting for the business combination related to tax matters were preliminary and may be adjusted during the measurement period. (b) Pro Forma Results of Operations (Unaudited ) The following table summarizes selected unaudited pro forma condensed consolidated statements of operations data for the three and nine months ended September 30, 2016 and 2015 as if the Acquisition had been completed on January 1, 2015. Pro Forma for the Three Months Ended Pro Forma for the Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 Net sales $ 9,936,900 $ 9,386,800 $ 27,678,900 $ 27,027,400 Net income $ 603,600 $ 373,300 $ 1,026,800 $ 4,289,600 This selected unaudited pro forma condensed consolidated financial data is included only for the purpose of illustration and does not necessarily indicate what the operating results would have been if the Acquisition had been completed on that date. Moreover, this information does not indicate what our future operating results will be. The information for 2015 and 2016 prior to the Acquisition from Ultimark is included based on prior accounting records maintained by Ultimark. In some cases, Ultimark’s accounting policies may differ materially from accounting policies adopted by the Company following the Acquisition. For 2016, this information includes actual operating results recorded in the financial statements for the period subsequent to the date of the Acquisition on June 30, 2016. The Company’s consolidated statements of operations for the nine months ended September 30, 2016 includes net sales and net income of $1,780,100 and $781,600, respectively, attributable to the Acquisition. The pro forma amounts included in the table above reflect the application of accounting policies and adjustment of the results of the Acquisition to reflect: (1) the additional amortization that would have been charged to the acquired intangible assets; (2) additional interest expense relating to the borrowings on the term loan and line-of credit, including amortization of debt issuance costs; and (3) the tax impacts. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 5. Goodwill and Intangible Assets Intangible assets consisted of the following: As of September 30, 2016 Gross Carrying Accumulated Net Carrying Intangible assets Customer relationships $ 4,022,100 $ 100,600 $ 3,921,500 Trade names 2,362,400 39,400 2,323,000 Formulas and batching processes 668,600 13,900 654,700 Non-compete agreement 26,300 1,300 25,000 7,079,400 155,200 6,924,200 Goodwill 1,520,600 Total intangible assets $ 8,444,800 The amortization expense for the three and nine months ended September 30, 2016 was $155,200. There was no amortization expense for the three and nine months ended September 30, 2015. Estimated amortization expense for 2016 and subsequent years is as follows: 2016 $ 155,100 2017 620,700 2018 620,700 2019 620,700 2020 620,700 Thereafter 4,286,300 Total $ 6,924,200 |
Long-Term Debt and Line-of-Cred
Long-Term Debt and Line-of-Credit | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Line-of-Credit | Note 6. Long-Term Debt and Line-of-Credit On June 30, 2016, Neoteric and the Company, as borrowers, entered into the Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A. (“Chase”), as lender, pursuant to which Chase provided a term loan and a revolving credit facility that was used to finance a portion of the Acquisition and for the Company’s general corporate purposes and working capital. The term loan amount is $2.4 million with quarterly payments fully amortized over three years and interest of (i) the LIBO Rate + 3.75% or (ii) the Prime Rate + 1.00%, with a floor of the one month LIBO Rate + 2.5%. At September 30, 2016, our rate was 4.28%. The revolving credit facility amount is $4 million with interest of (i) the LIBO Rate + 3.00% or (ii) the Prime Rate + 0.25%, with a floor of the one month LIBO Rate + 2.5%. At September 30, 2016, our rate was 3.53%. The revolving credit facility will terminate on June 30, 2019 or any earlier date on which the revolving commitment is otherwise terminated pursuant to the Credit Agreement. Under the Credit Agreement we are obligated to pay quarterly an unused commitment fee equal to 0.5% per annum on the daily amount of the undrawn portion of the revolving line-of-credit. The loans are secured by all of the assets of the Company and all of its subsidiaries. The Credit Agreement requires, among other things, that beginning on December 31, 2016, the Company maintain a Debt Service Coverage Ratio of no less than 1.25 to 1.0 and a Funded Indebtedness to Adjusted EBITDA Ratio of no greater than 3.0 to 1.0. The Credit Agreement also contains covenants typical of transactions of this type, including among others, limitations on the Company’s ability to: create, incur or assume any indebtedness or lien on our assets; pay dividends or make other distributions; redeem, retire or acquire the Company’s outstanding common stock, options, warrants or other rights; make fundamental changes to its corporate structure or business; make investments or asset sales; or engage in certain other activities as set forth in the Credit Agreement. Capitalized terms used but not defined shall have the meanings provided in the Credit Agreement. Maturities of long-term debt and line-of-credit are as follows as of September 30, 2016: 2016 $ 200,000 2017 800,000 2018 800,000 2019 2,300,000 4,100,000 Less unamortized debt issuance costs (69,000 ) Total $ 4,031,000 We recognized $6,200 as a component of interest expense for the three and nine months ended September 30, 2016. As of September 30, 2016, the Company recognized unamortized debt issuance costs of $69,000. Debt issuance costs are amortized using the effective interest method. |
Organization and Summary of S13
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | (b) Principles of Consolidation Our 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 Consolidated Statements of Operations, Consolidated Balance Sheets, and the 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 September 30, 2016 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 have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. These 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, 2015. The results of operations for the period ended September 30, 2016 are not necessarily indicative of the operating results for the full year. |
Use of Estimates | (d) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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, stock-based compensation, and purchase price allocation. Actual results could differ from our estimates. |
Cash Equivalents | (e) Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash equivalents. |
Sale of Accounts Receivable | (f) Sale of Accounts Receivable On November 3, 2008, effective as of October 31, 2008, we entered into a financing agreement with Summit Financial Resources, L.P. (“Summit”) for the purpose of providing working capital. The financing agreement with Summit was amended on March 12, 2009, March 16, 2011 (effective March 1, 2011) and June 29, 2012 (effective July 1, 2012) and terminated on June 30, 2016. The agreement provided for a factoring line up to $1.5 million and was secured primarily by accounts receivable, inventory, any lease in which we are a lessor and all investment property and guarantees by our active subsidiaries. Under the agreement, Summit will make loans at our request and in its discretion based on: (i) its purchases of our receivables, with recourse against us, at an advance rate of 85% (or such other percentage determined by Summit in its discretion) and (ii) our inventory not to exceed certain amounts, including an aggregate maximum of $500,000. Advances under the agreement had an interest rate of 1.0% over the prime rate (as published in The Wall Street Journal) for the accounts receivable portion of the advances and 2.5% over the prime rate for the inventory portion of the borrowings. At June 30, 2016, the prime rate was 3.5%. There was also an administrative fee of 0.85% per month on the average monthly outstanding loan on the receivable portion of any advance if the average quarterly loan in the prior quarter was less than or equal to $1,000,000, and 0.75% per month if the average quarterly loan in the prior quarter was greater than $1,000,000 and of 1.0% per month on the average monthly outstanding loan on the inventory portion of any advance. In 2016 and 2015, we did not sell any of our accounts receivable to Summit. On March 16, 2011, with the consent of Summit, we entered into a financing agreement with Wells Fargo Bank, National Association (“Wells Fargo”) for the purpose of further lowering the cost of borrowing associated with the financing of our accounts receivable and on January 29, 2016 we terminated our agreement with Wells Fargo due to Wal-Mart Stores, Inc. (“Wal-Mart”) changing its accounts payable policy. Pursuant to this agreement, we were able to sell accounts receivable from Wal-Mart at a discount to Wells Fargo; provided, however, that Wells Fargo could reject offers to purchase such receivables in its discretion. These receivables could be purchased by Wells Fargo at a cost to us equal to LIBOR plus 1.15% per annum. The LIBOR rate used depends on the days to maturity of the receivable sold, typically ranging from 102 to 105 days. At January 29, 2016, Wells Fargo used the 105-day LIBOR rate of 0.7%. During the nine months ended September 30, 2016 and 2015, we sold approximately $306,800 and $3,219,600, respectively, of our relevant accounts receivable to Wells Fargo for approximately $305,200 and $3,205,900, respectively. The difference between the invoiced amount of the receivable and the cash that we received from Wells Fargo is a cost to us. This cost is in lieu of any cash discount our customer would have been allowed and, thus, is treated in a manner consistent with standard trade discounts granted to our customers. The reporting of the sale of accounts receivable to Wells Fargo is treated as a sale rather than as a secured borrowing. As a result, affected accounts receivable are relieved from the Company’s financial statements upon receipt of the cash proceeds. |
Inventories | (g) Inventories Inventories consist of raw materials and finished goods and are stated at the lower of cost (first-in, first-out method) or market. We record a reserve for slow moving and obsolete products and raw materials. We estimate this reserve based upon historical and anticipated sales. Inventories were comprised of the following at: September 30, 2016 December 31, 2015 Finished goods $ 3,509,500 $ 2,101,300 Raw materials 2,014,600 2,717,300 Inventory reserve for obsolescence (120,000 ) (120,000 ) $ 5,404,100 $ 4,698,600 |
Property and Equipment | (h) Property and Equipment Property and equipment are recorded at historical cost. Depreciation is provided using the straight-line method over the estimated useful lives of the assets ranging from three to 20 years. Production equipment and production support equipment are estimated to have useful lives of 15 to 20 years and three to 10 years, respectively. Office furniture and office machines are estimated to have useful lives of 10 to 20 years and three to five years, respectively. Maintenance and repairs are expensed as incurred. Improvements that extend the useful lives of the asset or provide improved efficiency are capitalized. |
Intangible Assets | (i) Intangible Assets Intangible assets consist of customer relationships, trade names, formulas and batching processes and a non-compete agreement. The fair value of the intangible assets is amortized over their estimated useful lives and range from a period of five to 15 years. |
Goodwill | (j) Goodwill Goodwill consists of the excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired in the Acquisition discussed in Note 4. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests, and in certain circumstances these assets are written down to fair value if impaired. |
Financial Instruments | ( k ) 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. During the nine months ended September 30, 2016, we have maintained balances in various operating accounts in excess of federally insured limits. We establish an allowance for doubtful accounts 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, receivables, other current assets, accounts payable and accrued expenses approximate fair value due to the short-term nature of these financial instruments. At December 31, 2015 we had no long-term debt or outstanding balance on a line-of-credit. At September 30, 2016 we had long-term debt of $2,131,000 and a $1,900,000 outstanding balance on our line-of-credit. |
Income Taxes | ( l ) Income Taxes Deferred income tax assets and liabilities are recognized for the future income tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective income tax bases. A valuation allowance is provided when it is more-likely-than-not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which related temporary differences become deductible. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Taxes are reported based on tax positions that meet a more-likely-than-not standard and that are measured at the amount that is more-likely-than-not to be realized. Differences between financial and tax reporting which do not meet this threshold are required to be recorded as unrecognized tax benefits or expense. We classify penalty and interest expense related to income tax liabilities as an income tax expense. There are no significant interest and penalties recognized in the statement of operations or accrued on the balance sheet. The effective tax rate for the nine months ended September 30, 2016 and 2015 was 40.8% and (111.0%) respectively, which differs from the statutory income tax rate due to permanent book to tax differences and the release of the valuation allowance in 2015. As of December 31, 2014, the Company had a deferred tax asset of $0, net of a valuation allowance of $3,379,100. As of that date and until the second quarter of 2015, a full valuation allowance had been provided against deferred tax assets, as it was more-likely-than-not that the Company’s net deferred tax asset would not be realized in the foreseeable future due to the Company’s cumulative book loss. Consequently, the Company was unable to recognize any income tax benefit in such prior periods. However, the Company had, as of June 30, 2015, reported positive income for nine consecutive quarters and the 36 month cumulative income before income taxes was approximately $3.4 million. Accordingly, the Company as of June 30, 2015 released a portion of the valuation allowance related to the deferred tax asset of approximately $3.1 million as well as an additional $70,200 in the third quarter which ended September 30, 2015. The analysis of the partial valuation allowance release was in accordance with accounting standards for interim period reporting. The remaining $169,200 in valuation allowance was released during the fourth quarter of 2015. |
Revenue Recognition | ( m ) 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. In our case, the criteria generally are met when we have an arrangement to sell a product, we have delivered the product in accordance with that arrangement, the sales price of the product is determinable and we believe that we will be paid for the sale. We establish reserves for customer returns of our products and customer allowances. We estimate these reserves based upon, among other things, an assessment of historical trends, information from customers and anticipated returns related to current sales activity. These reserves are established in the period of sale and reduce our revenue in that period. Our reserve for customer allowances includes primarily reserves for trade promotions to support price features, displays, slotting fees and other merchandising of our products to our customers. The actual level of returns and customer allowances is influenced by several factors, including the promotional efforts of our customers, changes in mix of our customers, changes in the mix of the products we sell and the maturity of the product. We may change our estimates based on actual results and consideration of other factors that cause returns and allowances. In the event that actual results differ from our estimates, the results of future periods may be impacted. We also establish reserves for coupons, rebates and certain other promotional programs for consumers. We estimate these reserves based upon, among other things, an assessment of historical trends and current sales activity. These reserves are recorded as a reduction of revenue at the later of the date at which the revenue is recognized or the date at which the sale incentive is offered. 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. At September 30, 2016 and December 31, 2015 approximately $1,030,400 and $1,179,700, respectively, had been reserved as a reduction of accounts receivable. Trade promotions to our customers and incentives such as coupons to our consumers are deducted from gross sales and totaled $1,584,500 and $1,661,100 for the nine months ended September 30, 2016 and 2015, respectively. |
Advertising Costs | ( n ) Advertising Costs Advertising costs are expensed as incurred. |
Stock-based Compensation | ( o ) Stock-based Compensation During the nine months ended September 30, 2016, we granted options to acquire 3,000 shares of our common stock to one of our production personnel at a price of $1.20 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after 10 years. During the nine months ended September 30, 2015, we granted options to acquire: (1) 326,500 shares of our common stock to 40 of our management and administrative personnel at a price of $1.25 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after 10 years; (2) 200,000 shares of our common stock to one of our executive officers at a price of $1.25 per share, which vest ratably over 60 months, or upon a change in control under certain circumstances, and which expire after 10 years; and (3) 90,000 shares of our common stock to our three non-employee board members at a price of $1.25 per share, half of which vested on the date of grant and the other half of which will vest on the first anniversary of the date of grant, or upon a change in control under certain circumstances, and which expire after five years. All of the foregoing options were granted at the market value as of the date of grant. We also granted options to acquire 100,000 shares of our common stock to one of our executive officers at a price of $1.375 per share, which vest ratably over 48 months, or upon a change in control under certain circumstances, and which expire after five years. Such options were granted at 110% of the market value as of the date of grant. The weighted average fair market value of the options granted in the first nine months of 2016 and 2015 was estimated on the date of grant, using a Black-Scholes option pricing model with the following assumptions: September 30, 2016 September 30, 2015 Expected life of options (using the “simplified” method) 7 years 5.3 years Average risk-free interest rate 1.5% 1.4% Average expected volatility of stock 134% 133% Expected dividend rate None None Fair value of options granted $3,488 $755,105 Compensation cost related to stock options recognized in operating results (included in general and administrative expenses) was $189,500 and $96,900 in the nine months ended September 30, 2016 and 2015, respectively. Approximately $649,300 of total unrecognized compensation costs related to non-vested stock options is expected to be recognized over the next 12 – 60 months, depending on the vesting provisions of the options. There was no tax benefit from recording the non-cash expense as it relates to the options granted to employees, as these were qualified stock options which are not normally tax deductible. With respect to the non-cash expense associated with options granted to the non-employee directors, no tax benefit is recognized for the excess of the tax deduction over the book expense previously recognized due to the existence of as yet unutilized net operating losses. At such time as these operating losses have been utilized and a tax benefit is realized from the issuance of non-qualified stock options, a corresponding tax benefit may be recognized. |
Operating Costs and Expenses Classification | ( p ) Operating Costs and Expenses Classification Cost of sales includes costs associated with manufacturing and distribution including labor, materials, freight-in, purchasing and receiving, quality control, internal transfer costs, repairs, maintenance and other indirect costs, as well as warehousing and distribution costs. We classify shipping and handling costs comprised primarily of freight-out as selling expenses. Other selling expenses consist primarily of wages and benefits for sales and sales support personnel, travel, brokerage commissions and promotional costs, as well as certain other indirect costs. Shipping and handling costs totaled $1,149,600 and $1,081,400 for the nine months ended September 30, 2016 and 2015, respectively. General and administrative expenses consist primarily of wages and benefits associated with management and administrative support departments, business insurance costs, professional fees, office facility related expenses, and other general support costs. |
Recently Issued Accounting Standards | ( q ) Recently Issued Accounting Standards In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, “ Compensation-Stock Compensation- Improvements to Employee Share-Based Payment Accounting We are currently assessing the impact, if any, that the adoption of ASU 2016-09 will have on our financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” In April 2015, the FASB issued ASU No. 2015-03, “ Interest — Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs” Interest – Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements — Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting” In September 2015, FASB issued ASU No. 2015-16, “Business Combinations (Topic 805) – Simplifying the Accounting for Measurement-Period Adjustments” The Company adopted ASU 2015-16 as of June 30, 2016, and the adoption of this standard did not have a material effect on our consolidated financial statements. In June 2016, FASB issued ASU No. 2016-13, “ Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” . In July 2015, the FASB issued ASU 2015-11, “ Simplifying the Measurement of Inventory In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows: Classification of Certain Cash Receipts and Payments |
Organization and Summary of S14
Organization and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Composition of Inventory | Inventories were comprised of the following at: September 30, 2016 December 31, 2015 Finished goods $ 3,509,500 $ 2,101,300 Raw materials 2,014,600 2,717,300 Inventory reserve for obsolescence (120,000 ) (120,000 ) $ 5,404,100 $ 4,698,600 |
Weighted Average Fair Market Value of the Options Granted Estimated on the Date of Grant Assumptions | The weighted average fair market value of the options granted in the first nine months of 2016 and 2015 was estimated on the date of grant, using a Black-Scholes option pricing model with the following assumptions: September 30, 2016 September 30, 2015 Expected life of options (using the “simplified” method) 7 years 5.3 years Average risk-free interest rate 1.5% 1.4% Average expected volatility of stock 134% 133% Expected dividend rate None None Fair value of options granted $3,488 $755,105 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Weighted Average Number of Common Shares Outstanding | A reconciliation of the weighted average number of common shares outstanding for the three and nine months ended September 30, 2016 and 2015 is as follows: 2016 Three Months Nine Months Common shares outstanding, beginning of the period 11,742,329 11,710,745 Weighted average common shares issued 5,283 20,014 Weighted average number of common shares outstanding 11,747,612 11,730,759 Dilutive effect of common share equivalents 280,344 238,408 Diluted weighted average number of common shares outstanding 12,027,956 11,969,167 2015 Three Months Nine Months Common shares outstanding, beginning of the period 11,665,220 11,549,789 Weighted average common shares issued 241 67,773 Weighted average number of common shares outstanding 11,665,461 11,617,562 Dilutive effect of common share equivalents 262,416 289,924 Diluted weighted average number of common shares outstanding 11,927,877 11,907,486 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Information on Segments | Information on our segments for the three and nine months ended September 30, 2016 and 2015 is set forth on the next page: Three Months Ended September 30, 2016 2015 Household Skin and Household Skin and Net sales $ 1,453,400 $ 8,483,500 $ 1,485,300 6,062,800 Cost of sales 690,000 5,140,600 679,400 3,605,200 Advertising expenses 10,300 81,400 401,000 127,600 Selling expenses 276,800 1,440,500 412,700 923,900 General and administrative expenses 328,900 889,900 318,200 415,000 Total operating costs and expenses 1,306,000 7,552,400 1,811,300 5,071,700 Income (loss) from operations 147,400 932,100 (326,000 ) 991,100 Other (expense) income (1,100 ) 2,100 1,700 5,100 Interest expense 0 (60,400 ) (1,700 ) (5,700 ) Income (loss) before income taxes $ 146,300 $ 872,800 $ (326,000 ) $ 990,500 Nine Months Ended September 30, 2016 2015 Household Skin and Household Skin and Net sales $ 4,490,300 19,784,500 $ 4,661,700 17,094,000 Cost of sales 2,148,500 11,306,100 2,196,300 9,846,300 Advertising expenses 889,100 537,500 661,000 426,900 Selling expenses 1,118,400 3,065,900 1,261,800 2,781,800 General and administrative expenses 1,136,900 2,296,100 1,083,500 1,350,400 Total operating costs and expenses 5,292,900 17,205,600 5,202,600 14,405,400 (Loss) income from operations (802,600 ) 2,578,900 (540,900 ) 2,688,600 Other income 2,300 10,300 3,900 12,200 Interest expense (3,500 ) (74,000 ) (5,100 ) (16,900 ) (Loss) income before income taxes $ (803,800 ) $ 2,515,200 $ (542,100 ) $ 2,683,900 |
Reconciliation of Segment Information | The following is a reconciliation of segment information to consolidated information: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net sales $ 9,936,900 $ 7,548,100 $ 24,274,800 $ 21,755,700 Consolidated income before income taxes $ 1,019,100 $ 664,500 $ 1,711,400 $ 2,141,800 September 30, 2016 December 31, 2015 Assets Household Products $ 1,759,100 $ 7,585,800 Skin and Haircare Products 18,444,900 5,073,200 Corporate 2,104,300 3,483,800 Consolidated $ 22,308,300 $ 16,142,800 |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Summary of Aggregate Fair Values of Assets Acquired | The following summarizes the aggregate fair values of the assets acquired during 2016 as of the acquisition date: Inventories $ 400,000 Intangible assets 7,079,400 Goodwill 1,520,600 Total assets acquired $ 9,000,000 |
Summary of Selected Unaudited Pro Forma Condensed Consolidated Statements of Operations | The following table summarizes selected unaudited pro forma condensed consolidated statements of operations data for the three and nine months ended September 30, 2016 and 2015 as if the Acquisition had been completed on January 1, 2015. Pro Forma for the Three Months Ended Pro Forma for the Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 Net sales $ 9,936,900 $ 9,386,800 $ 27,678,900 $ 27,027,400 Net income $ 603,600 $ 373,300 $ 1,026,800 $ 4,289,600 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: As of September 30, 2016 Gross Carrying Accumulated Net Carrying Intangible assets Customer relationships $ 4,022,100 $ 100,600 $ 3,921,500 Trade names 2,362,400 39,400 2,323,000 Formulas and batching processes 668,600 13,900 654,700 Non-compete agreement 26,300 1,300 25,000 7,079,400 155,200 6,924,200 Goodwill 1,520,600 Total intangible assets $ 8,444,800 |
Schedule of Estimated Amortization Expense | Estimated amortization expense for 2016 and subsequent years is as follows: 2016 $ 155,100 2017 620,700 2018 620,700 2019 620,700 2020 620,700 Thereafter 4,286,300 Total $ 6,924,200 |
Long-Term Debt and Line-of-Cr19
Long-Term Debt and Line-of-Credit (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-Term Debt and Line-of-Credit | Maturities of long-term debt and line-of-credit are as follows as of September 30, 2016: 2016 $ 200,000 2017 800,000 2018 800,000 2019 2,300,000 4,100,000 Less unamortized debt issuance costs (69,000 ) Total $ 4,031,000 |
Organization and Summary of S20
Organization and Summary of Significant Accounting Policies - Additional Information (Details) | Jun. 30, 2016 | Jan. 29, 2016 | Mar. 16, 2011 | Mar. 31, 2011 | Sep. 30, 2016USD ($)Segment | Sep. 30, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Number of business segment | Segment | 2 | |||||||
Account receivable | $ 1,500,000 | |||||||
Aggregate amount of inventory | $ 500,000 | |||||||
Percentage of administrative fees on receivable portion, Less Than or equal to $1000000 | 0.85% | |||||||
Percentage of administrative fees on receivable portion, More Than $1000000 | 0.75% | |||||||
Percentage of administrative fees on inventory portion | 1.00% | |||||||
Computation of administrative fees on receivable portion, Specified Amount for different rates | $ 1,000,000 | |||||||
Minimum | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Period to maturity of receivable sold | 102 days | |||||||
Maximum | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Period to maturity of receivable sold | 105 days | |||||||
Wells Fargo Bank | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Sale of account receivables | 306,800 | $ 3,219,600 | ||||||
Period of LIBOR rate used | 105 days | |||||||
Proceeds from sale of account receivable | $ 305,200 | $ 3,205,900 | ||||||
Summit | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Percentage of advance rate of loan after March 1, 2011 | 85.00% | |||||||
Sale of account receivables | $ 0 | |||||||
Summit | Scenario, Forecast | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Sale of account receivables | $ 0 | |||||||
Prime Rate | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Interest rate of agreement amount | 3.50% | |||||||
Prime Rate | Accounts Receivable | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Interest rate of agreement amount | 1.00% | |||||||
Prime Rate | Inventories | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Interest rate of agreement amount | 2.50% | |||||||
LIBOR | Wells Fargo Bank | ||||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||||||||
Interest rate of agreement amount | 0.70% | 1.15% |
Organization and Summary of S21
Organization and Summary of Significant Accounting Policies - Composition of Inventory (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 3,509,500 | $ 2,101,300 |
Raw materials | 2,014,600 | 2,717,300 |
Inventory reserve for obsolescence | (120,000) | (120,000) |
Inventories, net | $ 5,404,100 | $ 4,698,600 |
Organization and Summary of S22
Organization and Summary of Significant Accounting Policies - Additional Information 1 (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 36 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Significant financial instruments with off-balance sheet risk | $ 0 | $ 0 | |||||
Long-term debt | 2,131,000 | 2,131,000 | $ 0 | ||||
Line-of-credit outstanding balance | 1,900,000 | 1,900,000 | 0 | ||||
Interest and penalties recognized in statement of operations | 0 | ||||||
Accrued interest or penalties related to uncertain tax positions | 0 | $ 0 | |||||
Effective income tax rate | 40.80% | (111.00%) | |||||
Deferred tax assets, net | $ 0 | ||||||
Valuation allowance | $ 70,200 | $ 70,200 | 169,200 | $ 3,100,000 | $ 3,379,100 | ||
Cumulative income before income taxes | $ 1,019,100 | $ 664,500 | $ 1,711,400 | 2,141,800 | $ 3,400,000 | ||
Reserve for reduction in account receivable | 1,030,400 | $ 1,179,700 | |||||
Trade promotions to customers | $ 1,584,500 | $ 1,661,100 | |||||
Minimum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 3 years | ||||||
Useful lives of intangible assets | 5 years | ||||||
Maximum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 20 years | ||||||
Useful lives of intangible assets | 15 years | ||||||
Production Equipment | Minimum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 15 years | ||||||
Production Equipment | Maximum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 20 years | ||||||
Production Support Equipment | Minimum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 3 years | ||||||
Production Support Equipment | Maximum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 10 years | ||||||
Office Furniture and Equipment | Minimum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 10 years | ||||||
Office Furniture and Equipment | Maximum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 20 years | ||||||
Office Equipment | Minimum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 3 years | ||||||
Office Equipment | Maximum | |||||||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | |||||||
Useful life of property, plant and equipment | 5 years |
Organization and Summary of S23
Organization and Summary of Significant Accounting Policies - Additional Information 2 (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Price of option with maximum maturity | 110.00% | |
Stock-based compensation | $ 189,500 | $ 96,900 |
Unrecognized compensation costs related to non-vested stock options | 649,300 | |
Tax benefit from recording non-cash expense relates to options granted to employees | 0 | |
Shipping and handling costs | $ 1,149,600 | 1,081,400 |
Minimum | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Period over which compensation costs related to non-vested stock options recognize | 12 months | |
Maximum | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Period over which compensation costs related to non-vested stock options recognize | 60 months | |
General and Administrative Expense | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Stock-based compensation | $ 189,500 | $ 96,900 |
One of Production Personnel | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Number of shares granted | 3,000 | |
Weighted average exercise price granted | $ 1.20 | |
Options vesting period | 48 months | |
Expiry of options | 10 years | |
40 of Management and Administrative Personnel | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Number of shares granted | 326,500 | |
Weighted average exercise price granted | $ 1.25 | |
Options vesting period | 48 months | |
Expiry of options | 10 years | |
Executive Officer | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Number of shares granted | 200,000 | |
Weighted average exercise price granted | $ 1.25 | |
Options vesting period | 60 months | |
Expiry of options | 10 years | |
Three Non-Employee Board Member | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Number of shares granted | 90,000 | |
Weighted average exercise price granted | $ 1.25 | |
Expiry of options | 5 years | |
Vesting description of options | 90,000 shares of our common stock to our three non-employee board members at a price of $1.25 per share, half of which vested on the date of grant and the other half of which will vest on the first anniversary of the date of grant, or upon a change in control under certain circumstances, and which expire after five years. | |
Executive Officer One | ||
Schedule Of Organization And Presentation Of Financial Statements [Line Items] | ||
Number of shares granted | 100,000 | |
Weighted average exercise price granted | $ 1.375 | |
Options vesting period | 48 months | |
Expiry of options | 5 years |
Organization and Summary of S24
Organization and Summary of Significant Accounting Policies - Weighted Average Fair Market Value of the Options Granted Estimated on the Date of Grant Assumptions (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Accounting Policies [Abstract] | ||
Expected life of options (using the “simplified” method) | 7 years | 5 years 3 months 18 days |
Average risk-free interest rate | 1.50% | 1.40% |
Average expected volatility of stock | 134.00% | 133.00% |
Expected dividend rate | 0.00% | 0.00% |
Fair value of options granted | $ 3,488 | $ 755,105 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Preferred stock issuable | 20,000,000 | |
Preferred stock issued | 0 | |
Preferred stock outstanding | 0 | |
Stock Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities comprised of outstanding stock options | 579,500 | 1,114,000 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of the Weighted Average Number of Common Shares Outstanding (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Common shares outstanding, beginning of the period | 11,742,329 | 11,665,220 | 11,710,745 | 11,549,789 |
Weighted average common shares issued | 5,283 | 241 | 20,014 | 67,773 |
Weighted average number of common shares outstanding | 11,747,612 | 11,665,461 | 11,730,759 | 11,617,562 |
Dilutive effect of common share equivalents | 280,344 | 262,416 | 238,408 | 289,924 |
Diluted weighted average number of common shares outstanding | 12,027,956 | 11,927,877 | 11,969,167 | 11,907,486 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2016Segment | |
Segment Reporting [Abstract] | |
Number of business segment | 2 |
Segment Information - Informati
Segment Information - Information on Segments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 36 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 9,936,900 | $ 7,548,100 | $ 24,274,800 | $ 21,755,700 | |
Cost of sales | 5,830,600 | 4,284,600 | 13,454,600 | 12,042,600 | |
Advertising expenses | 91,700 | 528,600 | 1,426,600 | 1,087,900 | |
Selling expenses | 1,717,300 | 1,336,600 | 4,184,300 | 4,043,600 | |
General and administrative expenses | 1,218,800 | 733,200 | 3,433,000 | 2,433,900 | |
Total operating costs and expenses | 8,858,400 | 6,883,000 | 22,498,500 | 19,608,000 | |
Income from operations | 1,078,500 | 665,100 | 1,776,300 | 2,147,700 | |
Interest expense | (60,400) | (7,400) | (77,500) | (22,000) | |
Income before income taxes | 1,019,100 | 664,500 | 1,711,400 | 2,141,800 | $ 3,400,000 |
Household Products | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,453,400 | 1,485,300 | 4,490,300 | 4,661,700 | |
Cost of sales | 690,000 | 679,400 | 2,148,500 | 2,196,300 | |
Advertising expenses | 10,300 | 401,000 | 889,100 | 661,000 | |
Selling expenses | 276,800 | 412,700 | 1,118,400 | 1,261,800 | |
General and administrative expenses | 328,900 | 318,200 | 1,136,900 | 1,083,500 | |
Total operating costs and expenses | 1,306,000 | 1,811,300 | 5,292,900 | 5,202,600 | |
Income from operations | 147,400 | (326,000) | (802,600) | (540,900) | |
Other (expense) income | (1,100) | 1,700 | 2,300 | 3,900 | |
Interest expense | 0 | (1,700) | (3,500) | (5,100) | |
Income before income taxes | 146,300 | (326,000) | (803,800) | (542,100) | |
Skin And Hair Care Products | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 8,483,500 | 6,062,800 | 19,784,500 | 17,094,000 | |
Cost of sales | 5,140,600 | 3,605,200 | 11,306,100 | 9,846,300 | |
Advertising expenses | 81,400 | 127,600 | 537,500 | 426,900 | |
Selling expenses | 1,440,500 | 923,900 | 3,065,900 | 2,781,800 | |
General and administrative expenses | 889,900 | 415,000 | 2,296,100 | 1,350,400 | |
Total operating costs and expenses | 7,552,400 | 5,071,700 | 17,205,600 | 14,405,400 | |
Income from operations | 932,100 | 991,100 | 2,578,900 | 2,688,600 | |
Other (expense) income | 2,100 | 5,100 | 10,300 | 12,200 | |
Interest expense | (60,400) | (5,700) | (74,000) | (16,900) | |
Income before income taxes | $ 872,800 | $ 990,500 | $ 2,515,200 | $ 2,683,900 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Reconciliation of segment information | |||||
Net sales | $ 9,936,900 | $ 7,548,100 | $ 24,274,800 | $ 21,755,700 | |
Consolidated income before income taxes | 1,019,100 | 664,500 | 1,711,400 | 2,141,800 | |
Assets: | |||||
Total assets | 22,308,300 | 22,308,300 | $ 16,142,800 | ||
Household Products | |||||
Reconciliation of segment information | |||||
Net sales | 1,453,400 | 1,485,300 | 4,490,300 | 4,661,700 | |
Skin And Hair Care Products | |||||
Reconciliation of segment information | |||||
Net sales | 8,483,500 | $ 6,062,800 | 19,784,500 | $ 17,094,000 | |
Operating Segments | Household Products | |||||
Assets: | |||||
Total assets | 1,759,100 | 1,759,100 | 7,585,800 | ||
Operating Segments | Skin And Hair Care Products | |||||
Assets: | |||||
Total assets | 18,444,900 | 18,444,900 | 5,073,200 | ||
Corporate, Non-Segment | |||||
Assets: | |||||
Total assets | $ 2,104,300 | $ 2,104,300 | $ 3,483,800 |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||||
Net sales | $ 9,936,900 | $ 7,548,100 | $ 24,274,800 | $ 21,755,700 | |
Net income | 603,600 | $ 473,000 | $ 1,013,500 | $ 4,519,300 | |
Ultimark Products, Inc | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, pro forma information, description | The pro forma amounts included in the table above reflect the application of accounting policies and adjustment of the results of the Acquisition to reflect: (1) the additional amortization that would have been charged to the acquired intangible assets; (2) additional interest expense relating to the borrowings on the term loan and line-of credit, including amortization of debt issuance costs; and (3) the tax impacts. | ||||
Neoteric Cosmetics, Inc | Ultimark Products, Inc | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, date of asset purchase agreement | Jun. 30, 2016 | ||||
Total consideration paid for acquisition | $ 9,100,000 | 9,000,000 | |||
Target inventory in acquisition | $ 493,034 | ||||
Inventory adjustment | 93,000 | ||||
Transaction costs related to acquisition | $ 721,600 | ||||
Intangible assets | 7,079,400 | 7,079,400 | |||
Net sales | 1,780,100 | ||||
Net income | 781,600 | ||||
Neoteric Cosmetics, Inc | Ultimark Products, Inc | Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 4,022,100 | $ 4,022,100 | |||
Useful lives of intangible assets | 10 years | ||||
Neoteric Cosmetics, Inc | Ultimark Products, Inc | Trade names | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 2,362,400 | $ 2,362,400 | |||
Useful lives of intangible assets | 15 years | ||||
Neoteric Cosmetics, Inc | Ultimark Products, Inc | Formulas and Batching Processes | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 668,600 | $ 668,600 | |||
Useful lives of intangible assets | 12 years | ||||
Neoteric Cosmetics, Inc | Ultimark Products, Inc | Non-compete Agreement | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 26,300 | $ 26,300 | |||
Useful lives of intangible assets | 5 years |
Acquisition - Summary of Aggreg
Acquisition - Summary of Aggregate Fair Values of Assets Acquired (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||
Goodwill | $ 1,520,600 | $ 0 |
Neoteric Cosmetics, Inc | Ultimark Products, Inc | ||
Business Acquisition [Line Items] | ||
Inventories | 400,000 | |
Intangible assets | 7,079,400 | |
Goodwill | 1,520,600 | |
Total assets acquired | $ 9,000,000 |
Acquisition - Summary of Select
Acquisition - Summary of Selected Unaudited Pro Forma Condensed Consolidated Statements of Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Combinations [Abstract] | ||||
Net sales | $ 9,936,900 | $ 9,386,800 | $ 27,678,900 | $ 27,027,400 |
Net income | $ 603,600 | $ 373,300 | $ 1,026,800 | $ 4,289,600 |
Goodwill and Intangible Asset33
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 7,079,400 | |
Accumulated Amortization | 155,200 | |
Net Carrying Value | 6,924,200 | |
Goodwill | 1,520,600 | $ 0 |
Total intangible assets | 8,444,800 | |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,022,100 | |
Accumulated Amortization | 100,600 | |
Net Carrying Value | 3,921,500 | |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,362,400 | |
Accumulated Amortization | 39,400 | |
Net Carrying Value | 2,323,000 | |
Formulas and Batching Processes | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 668,600 | |
Accumulated Amortization | 13,900 | |
Net Carrying Value | 654,700 | |
Non-compete Agreement | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 26,300 | |
Accumulated Amortization | 1,300 | |
Net Carrying Value | $ 25,000 |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense of intangible assets | $ 155,200 | $ 0 | $ 155,200 | $ 0 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets - Schedule of Estimated Amortization Expense (Details) | Sep. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,016 | $ 155,100 |
2,017 | 620,700 |
2,018 | 620,700 |
2,019 | 620,700 |
2,020 | 620,700 |
Thereafter | 4,286,300 |
Net Carrying Value | $ 6,924,200 |
Long-Term Debt and Line-of-Cr36
Long-Term Debt and Line-of-Credit - Additional Information (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||
Component of interest expense | $ 6,200 | $ 6,200 | ||
Unamortized debt issuance costs | $ 69,000 | $ 69,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Credit facility, frequency of commitment fee payment | quarterly | |||
Unused commitment fee percentage | 0.50% | |||
Credit Agreement | Scenario, Forecast | ||||
Debt Instrument [Line Items] | ||||
Minimum debt service coverage ratio | 125.00% | |||
Maximum funded indebtedness to adjusted EBITDA ratio | 300.00% | |||
Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 3.50% | |||
JPMorgan Chase Bank, N. A. | Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, effective interest rate | 3.53% | 3.53% | ||
Credit facility amount | $ 4,000,000 | |||
Credit facility, terminate date | Jun. 30, 2019 | |||
JPMorgan Chase Bank, N. A. | Term Loan | Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, amount | $ 2,400,000 | |||
Debt instrument, periodic payment | quarterly payments | |||
Debt instrument, term | 3 years | |||
Debt instrument, effective interest rate | 4.28% | 4.28% | ||
JPMorgan Chase Bank, N. A. | LIBO Rate | Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 3.00% | |||
JPMorgan Chase Bank, N. A. | LIBO Rate | Term Loan | Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 3.75% | |||
JPMorgan Chase Bank, N. A. | Prime Rate | Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 0.25% | |||
JPMorgan Chase Bank, N. A. | Prime Rate | Term Loan | Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 1.00% | |||
JPMorgan Chase Bank, N. A. | Floor Rate | Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 2.50% | |||
JPMorgan Chase Bank, N. A. | Floor Rate | Term Loan | Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, variable interest rate | 2.50% |
Long-Term Debt and Line-of-Cr37
Long-Term Debt and Line-of-Credit - Schedule of Maturities of Long-Term Debt and Line-of-Credit (Details) | Sep. 30, 2016USD ($) |
Long Term Debt By Maturity [Abstract] | |
2,016 | $ 200,000 |
2,017 | 800,000 |
2,018 | 800,000 |
2,019 | 2,300,000 |
Long-term debt and line-of-credit, gross | 4,100,000 |
Less unamortized debt issuance costs | (69,000) |
Total | $ 4,031,000 |