Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 31, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000895456 | |
Entity Registrant Name | ROCKY BRANDS, INC. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-34382 | |
Entity Incorporation, State or Country Code | OH | |
Entity Tax Identification Number | 31-1364046 | |
Entity Address, Address Line One | 39 East Canal Street | |
Entity Address, City or Town | Nelsonville | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 45764 | |
City Area Code | 740 | |
Local Phone Number | 753‑9100 | |
Title of 12(b) Security | Common Stock – No Par Value | |
Trading Symbol | RCKY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 7,313,075 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 5,802 | $ 5,909 | $ 8,358 |
Trade receivables – net | 115,794 | 126,807 | 79,963 |
Contract receivables | 0 | 1,062 | 2,017 |
Other receivables | 224 | 242 | 235 |
Inventories – net | 287,817 | 232,464 | 143,516 |
Income tax receivable | 6,360 | 4,294 | 2,290 |
Prepaid expenses | 5,216 | 4,507 | 4,772 |
Total current assets | 421,213 | 375,285 | 241,151 |
LEASED ASSETS | 10,376 | 11,428 | 2,626 |
PROPERTY, PLANT & EQUIPMENT – net | 61,352 | 59,989 | 55,956 |
GOODWILL | 50,246 | 50,641 | 48,375 |
IDENTIFIED INTANGIBLES – net | 124,740 | 126,315 | 127,904 |
OTHER ASSETS | 911 | 917 | 879 |
TOTAL ASSETS | 668,838 | 624,575 | 476,891 |
CURRENT LIABILITIES: | |||
Accounts payable | 130,246 | 114,632 | 67,224 |
Contract liabilities | 0 | 1,062 | 2,017 |
Current Portion of Long-Term Debt | 3,250 | 3,250 | 3,250 |
Accrued expenses: | |||
Salaries and wages | 4,869 | 3,668 | 4,363 |
Taxes - other | 1,674 | 849 | 536 |
Accrued freight | 2,290 | 1,798 | 2,670 |
Commissions | 1,428 | 2,447 | 1,068 |
Accrued duty | 12,144 | 5,469 | 6,534 |
Accrued interest | 2,705 | 2,133 | 2,197 |
Other | 5,693 | 4,828 | 5,115 |
Total current liabilities | 164,299 | 140,136 | 94,974 |
Long-term debt | 281,365 | 266,794 | 184,121 |
LONG-TERM TAXES PAYABLE | 169 | 169 | 169 |
LONG-TERM LEASE | 7,636 | 8,809 | 1,867 |
DEFERRED INCOME TAXES | 10,293 | 10,293 | 8,272 |
DEFERRED LIABILITIES | 609 | 519 | 392 |
TOTAL LIABILITIES | 464,371 | 426,720 | 289,795 |
SHAREHOLDERS' EQUITY: | |||
Common stock, no par value; 25,000,000 shares authorized; issued and outstanding September 30, 2021 - 7,295,435; December 31, 2020 - 7,247,631; September 30, 2020 - 7,276,379 | 68,680 | 68,061 | 67,210 |
Retained earnings | 135,787 | 129,794 | 119,886 |
Total shareholders' equity | 204,467 | 197,855 | 187,096 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 668,838 | $ 624,575 | $ 476,891 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares $ / shares in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 7,313,075 | 7,302,199 | 7,283,434 |
Common stock, shares outstanding (in shares) | 7,313,075 | 7,302,199 | 7,283,434 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
NET SALES | $ 162,039 | $ 131,602 | $ 329,063 | $ 219,268 |
COST OF GOODS SOLD | 108,288 | 82,448 | 212,486 | 134,976 |
GROSS MARGIN | 53,751 | 49,154 | 116,577 | 84,292 |
OPERATING EXPENSES | 48,155 | 40,717 | 97,785 | 69,275 |
INCOME FROM OPERATIONS | 5,596 | 8,437 | 18,792 | 15,017 |
INTEREST EXPENSE AND OTHER EXPENSES | (4,323) | (3,378) | (8,230) | (4,125) |
INCOME BEFORE INCOME TAX EXPENSE | 1,273 | 5,059 | 10,562 | 10,892 |
INCOME TAX EXPENSE | 353 | 1,164 | 2,304 | 2,506 |
NET INCOME | $ 920 | $ 3,895 | $ 8,258 | $ 8,386 |
INCOME PER SHARE | ||||
Basic (in dollars per share) | $ 0.13 | $ 0.53 | $ 1.13 | $ 1.15 |
Diluted (in dollars per share) | $ 0.12 | $ 0.52 | $ 1.12 | $ 1.13 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ||||
Basic (in shares) | 7,313 | 7,283 | 7,310 | 7,271 |
Diluted (in shares) | 7,389 | 7,439 | 7,400 | 7,402 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock Including Additional Paid in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
BALANCE (in shares) at Dec. 31, 2020 | 7,248 | |||
BALANCE at Dec. 31, 2020 | $ 65,971 | $ 0 | $ 113,534 | $ 179,505 |
Net income | 4,492 | 4,492 | ||
Dividends paid on common stock | (1,015) | (1,015) | ||
Repurchase of common stock | 0 | |||
Stock issued for options exercised, including tax benefits (in shares) | 31 | |||
Stock issued for options exercised, including tax benefits | $ 607 | 607 | ||
Stock compensation expense (in shares) | 2 | |||
Stock compensation expense | $ 278 | 278 | ||
BALANCE (in shares) at Mar. 31, 2021 | 7,281 | |||
BALANCE at Mar. 31, 2021 | $ 66,856 | 0 | 117,011 | 183,867 |
BALANCE (in shares) at Dec. 31, 2020 | 7,248 | |||
BALANCE at Dec. 31, 2020 | $ 65,971 | 0 | 113,534 | 179,505 |
Net income | 8,386 | |||
BALANCE (in shares) at Jun. 30, 2021 | 7,283 | |||
BALANCE at Jun. 30, 2021 | $ 67,210 | 0 | 119,886 | 187,096 |
BALANCE (in shares) at Mar. 31, 2021 | 7,281 | |||
BALANCE at Mar. 31, 2021 | $ 66,856 | 0 | 117,011 | 183,867 |
Net income | 3,895 | 3,895 | ||
Dividends paid on common stock | (1,020) | (1,020) | ||
Repurchase of common stock | 0 | |||
Stock issued for options exercised, including tax benefits (in shares) | 1 | |||
Stock issued for options exercised, including tax benefits | $ 24 | 24 | ||
Stock compensation expense (in shares) | 1 | |||
Stock compensation expense | $ 330 | 330 | ||
BALANCE (in shares) at Jun. 30, 2021 | 7,283 | |||
BALANCE at Jun. 30, 2021 | $ 67,210 | 0 | 119,886 | 187,096 |
BALANCE (in shares) at Dec. 31, 2021 | 7,302 | |||
BALANCE at Dec. 31, 2021 | $ 68,061 | 0 | 129,794 | 197,855 |
Net income | 7,338 | 7,338 | ||
Dividends paid on common stock | (1,133) | (1,133) | ||
Repurchase of common stock | 0 | |||
Stock issued for options exercised, including tax benefits (in shares) | 7 | |||
Stock issued for options exercised, including tax benefits | $ 145 | 0 | 145 | |
Stock compensation expense (in shares) | 2 | |||
Stock compensation expense | $ 248 | 0 | 248 | |
BALANCE (in shares) at Mar. 31, 2022 | 7,311 | |||
BALANCE at Mar. 31, 2022 | $ 68,454 | 0 | 135,999 | 204,453 |
BALANCE (in shares) at Dec. 31, 2021 | 7,302 | |||
BALANCE at Dec. 31, 2021 | $ 68,061 | 0 | 129,794 | 197,855 |
Net income | 8,258 | |||
BALANCE (in shares) at Jun. 30, 2022 | 7,313 | |||
BALANCE at Jun. 30, 2022 | $ 68,680 | 0 | 135,787 | 204,467 |
BALANCE (in shares) at Mar. 31, 2022 | 7,311 | |||
BALANCE at Mar. 31, 2022 | $ 68,454 | 0 | 135,999 | 204,453 |
Net income | 920 | 920 | ||
Dividends paid on common stock | (1,132) | (1,132) | ||
Repurchase of common stock | 0 | |||
Stock issued for options exercised, including tax benefits | $ 0 | 0 | 0 | |
Stock compensation expense (in shares) | 2 | |||
Stock compensation expense | $ 226 | 0 | 226 | |
BALANCE (in shares) at Jun. 30, 2022 | 7,313 | |||
BALANCE at Jun. 30, 2022 | $ 68,680 | $ 0 | $ 135,787 | $ 204,467 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | |||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | |
Dividends paid on common stock, per share (in dollars per share) | $ 0.155 | $ 0.155 | $ 0.14 | $ 0.14 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 8,258 | $ 8,386 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 5,847 | 5,557 |
Amortization of debt issuance costs | 427 | 249 |
Deferred income taxes | 0 | 1 |
Loss on disposal of fixed assets | 1 | 13 |
Stock compensation expense | 474 | 608 |
Change in assets and liabilities: | ||
Receivables | 11,032 | 2,620 |
Contract receivables | 1,062 | 3,153 |
Inventories | (54,958) | (23,487) |
Other current assets | 343 | (1,254) |
Other assets | 6 | (430) |
Accounts payable | 13,541 | 19,547 |
Accrued and other liabilities | 8,528 | (1,019) |
Income taxes | (2,066) | 636 |
Contract liabilities | (1,062) | (3,565) |
Net cash (used in) provided by operating activities | (8,567) | 11,015 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of fixed assets | (3,565) | (9,757) |
Acquisition of business, net of cash acquired | 0 | (206,970) |
Net cash used in investing activities | (3,565) | (216,727) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from revolving credit facility | 20,820 | 92,700 |
Repayments on revolving credit facility | (5,050) | (30,500) |
Proceeds from term loan | 0 | 130,000 |
Repayments on term loan | (1,625) | (813) |
Debt issuance costs | 0 | (4,266) |
Proceeds from stock options | 145 | 631 |
Dividends paid on common stock | (2,265) | (2,035) |
Net cash provided by financing activities | 12,025 | 185,717 |
DECREASE IN CASH AND CASH EQUIVALENTS | (107) | (19,995) |
CASH AND CASH EQUIVALENTS: | ||
BEGINNING OF PERIOD | 5,909 | 28,353 |
END OF PERIOD | $ 5,802 | $ 8,358 |
Note 1 - Nature of Operations a
Note 1 - Nature of Operations and Basis of Presentation | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | 1. We are a leading designer, manufacturer and marketer of premium quality footwear and apparel marketed under a portfolio of well recognized brand names including Rocky, Georgia Boot, Durango, Lehigh, The Original Muck Boot Company ("Muck"), XTRATUF, Servus, NEOS and Ranger. Our brands have a long history of representing high quality, comfortable, functional and durable footwear and our products are organized around six In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments that are necessary for a fair presentation of the financial results. All such adjustments reflected in the unaudited condensed consolidated financial statements are considered to be of normal and recurring nature. The results of operations for the three six June 30, 2022 2021 not December 31, 2021 not 10 10 December 31, 2021 We report our segment information in accordance with provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 280, Segment Reporting During the three June 30, 2021, 10 December 31, 2020, There has been no no December 31, 2020 March 31, 2021. three Note 14 |
Note 2 - Accounting Standards U
Note 2 - Accounting Standards Updates | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Accounting Standards Update and Change in Accounting Principle [Text Block] | 2. Recently Issued Accounting Pronouncements We are currently evaluating the impact of the following Accounting Standards Update (“ASU”) on our Unaudited Condensed Consolidated Financial Statements or Notes to the Unaudited Condensed Consolidated Financial Statements: Standard Description Anticipated Adoption Period Effect on the financial statements or other significant matters ASU 2016 13, The pronouncement seeks to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date by replacing the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Q1 2023 We are evaluating the impacts of the new standard on our existing financial instruments, including trade receivables. Accounting Standards Adopted in the Current Year Standard Description Effect on the financial statements or other significant matters ASU 2019 12, 740 This pronouncement is intended to simplify various aspects related to accounting for income taxes. ASU 2019 12 740 We adopted the new standard in Q1 2021 not |
Note 3 - Fair Value
Note 3 - Fair Value | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 3. Generally accepted accounting standards establish a framework for measuring fair value. The fair value accounting standard defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. This standard clarifies how to measure fair value as permitted under other accounting pronouncements. The fair value accounting standard defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. This standard also establishes a three three ● Level 1 ● Level 2 1, not ● Level 3 no The fair values of cash and cash equivalents, receivables, and payables approximated their carrying values because of the short-term nature of these instruments. Receivables consist primarily of amounts due from our customers, net of allowances, amounts due from employees (sales persons’ advances in excess of commissions earned and employee travel advances), other customer receivables, net of allowances, and expected insurance recoveries. The carrying amounts of our long-term credit facility and other short-term financing obligations also approximate fair value, as they are comparable to the available financing in the marketplace during the year. The fair value of our credit facilities is categorized as Level 2. We hold assets and liabilities in a separate trust in connection with deferred compensation plans. The fair value of these assets is based on unadjusted quoted market prices for the funds in active markets with sufficient volume and frequency (Level 1 |
Note 4 - Acquisition
Note 4 - Acquisition | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 4. The Performance and Lifestyle Footwear Business of Honeywell International Inc. On January 24, 2021, On March 15, 2021 ( b ased on preliminary working capital and other adjustments. Upon a final agreement of net working capital as of the Acquisition Date, we owed Honeywell an additional $5.4 million two Note 10 two The Acquisition expanded our brand portfolio to include Muck, XTRATUF, Servus, NEOS and Ranger brands (the "Acquired Brands"). We acquired 100% of the voting interests of certain subsidiaries and additional assets comprising the performance and lifestyle footwear business of Honeywell with the Acquisition. Through the Acquisition, we have greatly enhanced our portfolio of footwear brands and significantly increased our sales. We acquired a well-run business with a corporate culture and a customer base similar to ours, which provides meaningful growth opportunities within our existing product categories as well as an entry into new market segments. Its innovative and authentic product collections complement our existing offering with minimal overlap, which will allow us to strengthen our wholesale relationships and serve a wider consumer audience. At the same time, we plan to leverage our existing advanced fulfillment capabilities to improve distribution of the Acquired Brands to wholesale customers and accelerate direct-to-consumer penetration. In connection with the Acquisition, we also entered into employment agreements with seven seven We acquired multiple leases through the Acquisition including the lease of our Rock Island, Illinois and China manufacturing facilities and an office building in Westwood, Massachusetts. The Acquisition contributed net sales of $66.7 million and $50.7 million, respectively, for the thre June 30, 2022 2021, on and $57.2 mil six June 30, 2022 2021 . The Acquisition contributed net loss of $0.1 million an d net income of $0.1 million, respectively, to the unaudited condensed consolidated operating results for the three June 30, 2022 2021, six June 30, 2022 2021. Acquisition-related costs Costs incurred to complete and integrate the Acquisition are expensed as incurred and included in "operating expenses" in the accompanying condensed consolidated statements of operations. During the three June 30, 2022 2021 , there were approximately $2.1 million and $2.3 million, respectively, of acquisition-related costs recognized. During the six June 30, 2022 2021 , there were approximately $3.2 million and $7.5 million, r espectively, of acquisition-related costs recognized. These costs represent investment banking fees, legal and professional fees, transaction fees, integration costs, amortization, consulting fees and restructuring costs associated with the Acquisition. Purchase Price Allocation The Acquisition has been accounted for under the business combinations accounting guidance. As a result, we have applied acquisition accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the Acquisition Date. The aggregate closing price noted above was allocated to the major categories of assets acquired and liabilities assumed based on their fair values at the Acquisition Date using primarily Level 2 3 2 3 The allocation of the purchase price to the assets acquired and liabilities assumed, including the residual amount allocated to goodwill is finalized and is no The following table summarizes the consideration paid and estimated fair value of the assets acquired and liabilities assumed as of the Acquisition Date. ($ in thousands) Fair Value Cash $ 2,655 Accounts receivable (1) 36,734 Inventories (2) 41,057 Property, plant and equipment 16,243 Goodwill (3) 50,246 Intangible assets 98,620 Other assets 1,250 Accounts payable (18,108 ) Accrued expenses (13,634 ) Total identifiable net assets 215,063 Cash acquired (2,655 ) Total cash paid, net of cash acquired $ 212,408 ( 1 $0.6 ( 2 Fair value of finished goods inventories included a preliminary step up value of approximately $3.5 million, of which approximately $2.3 million and $2.6 million, respectively, was expensed during the three six June 30, 2021, December 31, 2021 no three six June 30, 2022. ( 3 Goodwill consists Unaudited Pro Forma Financial Information The following unaudited pro forma results of operations assume that the Acquisition occurred at the beginning of the periods presented. These unaudited pro forma results are presented for information purposes only and are not costs of approximately $2.1 million and $2.3 million for t three June 30, 2022 2021, three six June 30, 2022 2021. Three Months Ended June 30, Six Months Ended June 30, ($ in thousands, except per share amount) 2022 2021 2022 2021 Net sales $ 162,039 $ 131,602 $ 329,063 $ 257,947 Net income $ 2,548 $ 7,400 $ 10,730 $ 16,144 Diluted earnings per share $ 0.34 $ 0.99 $ 1.45 $ 2.18 |
Note 5 - Revenue
Note 5 - Revenue | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 5. Nature of Performance Obligations Our products are distributed through three ten thousand Significant Accounting Policies and Judgements Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; this generally occurs upon shipment of our product to our customer, which is when the transfer of control of our products passes to the customer. The duration of our arrangements with our customers are typically one Revenues from sales are recorded at the net sales price, which includes estimates of variable consideration for which reserves are established. Components of variable consideration include prompt payment discounts, volume rebates, and product returns. These reserves, as detailed below, are based on the amounts earned, or to be claimed on the related sales, and are classified as reductions of accounts receivable (if the amount is payable to the customer) or a current liability (if the amount is payable to a party other than a customer). The amount of variable consideration which is included in the transaction price may not not June 30, 2022 may When a customer has a right to a prompt payment discount, we estimate the likelihood that the customer will earn the discount using historical data and adjust our estimate when the estimate of the likelihood that a customer will earn the discount changes or the consideration becomes fixed, whichever occurs earlier. The estimated amount of variable consideration is recognized as a credit to trade receivables and a reduction in revenue until the uncertainty of the variable consideration is alleviated. Because most of our customers have payment terms of less than six not When a customer is offered a rebate on purchases retroactively this is accounted for as variable consideration because the consideration for the current and past purchases is not When a right of return is part of the arrangement with the customer, we estimate the expected returns based on an analysis using historical data. We adjust our estimate either when the most likely amount of consideration we expect to receive changes or when the consideration becomes fixed, whichever occurs earlier. See Note 6 Note 7 Trade receivables represent our right to unconditional payment that only relies on the passage of time. Contract receivables represent contractual minimum payments required under non-cancellable contracts with the U.S. Military and other customers with a duration of one Contract liabilities are performance obligations that we expect to satisfy or relieve within the next twelve Items considered immaterial within the context of the contract are recognized as an expense. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue producing transaction, that are collected from customers, are excluded from revenue. Costs associated with our manufacturer’s warranty continue to be recognized as expense when the products are sold in accordance with guidance surrounding product warranties. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in operating expenses. Costs associated with obtaining a contract are expensed as incurred in accordance with the practical expedient in ASC 340 40 one Contract Balances The following table provides information about contract liabilities from contracts with our customers. June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Contract liabilities $ - $ 1,062 $ 2,017 Significant changes in the contract liabilities balance during the period are as follows: ($ in thousands) Contract liabilities Balance, December 31, 2021 $ 1,062 Non-cancelable contracts with customers entered into during the period - Revenue recognized related to non-cancelable contracts with customers during the period (1,062 ) Balance, June 30, 2022 $ - Disaggregation of Revenue All revenues are recognized at a point in time when control of our products pass to the customer at point of shipment. Because all revenues are recognized at a point in time and are disaggregated by channel, our segment disclosures are consistent with ASC 606 Note 14 |
Note 6 - Trade Receivables
Note 6 - Trade Receivables | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 6. Trade receivables are presented net of the related allowance for uncollectible accounts of approximately $2,618,000, $613,000 and $1,062,000 at June 30, 2022 December 31, 2021 June 30, 2021 may In accordance with ASC 606, June 30, 2022 December 31, 2021 June 30, 2021 |
Note 7 - Inventory
Note 7 - Inventory | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 7. Inventories are comprised of the following: June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Raw materials $ 22,214 $ 20,933 $ 22,105 Work-in-process 1,793 1,316 1,668 Finished goods 263,810 210,215 119,743 Total $ 287,817 $ 232,464 $ 143,516 In accordance with ASC 606, June 30, 2022 December 31, 2021 June 30, 2021 |
Note 8 - Goodwill
Note 8 - Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Goodwill Disclosure [Text Block] | 8. Goodwill represents the excess of the purchase price over the f air value of net tangible and identifiable intangible assets of acquired businesses. Goodwill arose from the Acquisition and largely consists of the workforce acquired, expected cost synergies and economies of scale resulting from the business combination. The amount of goodwill that is expected to be deductible for tax purposes is $49.4 million. GAAP has established guidance for reporting information about a company's operating segments, including disclosures related to a company's products and services, geographic areas and major customers. We monitor and review our segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact our reportable segments, as well as our reporting units. As previously stated, our operations represent three no Goodwill is subject to impairment tests at least annually. We review the carrying amounts of goodwill by reporting unit at least annually, or when indicators of impairment are present, to determine if goodwill may not We may first not not not fourth December 31, 2021. |
Note 9 - Identified Intangible
Note 9 - Identified Intangible Assets | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 9. A schedule of identified intangible assets is as follows: Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount June 30, 2022 Trademarks Wholesale (1) $ 72,579 - $ 72,579 Retail (2) 9,220 - 9,220 Patents 895 $ 815 80 Customer relationships (3) 46,900 4,039 42,861 Total Intangibles $ 129,594 $ 4,854 $ 124,740 ( 1 March 15, 2021. ( 2 March 15, 2021. ( 3 March 15, 2021. Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount December 31, 2021 Trademarks Wholesale (1) $ 72,579 - $ 72,579 Retail (2) 9,220 - 9,220 Patents 895 $ 804 91 Customer relationships (3) 46,900 2,475 44,425 Total Intangibles $ 129,594 $ 3,279 $ 126,315 Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount June 30, 2021 Trademarks Wholesale (1) $ 72,592 - $ 72,592 Retail (2) 9,220 - 9,220 Patents 895 $ 791 104 Customer relationships (3) 46,900 912 45,988 Total Intangibles $ 129,607 $ 1,703 $ 127,904 ( 1 $45.4 March 15, 2021. ( 2 $6.3 March 15, 2021. ( 3 March 15, 2021. The weighted average life for our patents is 7.3 years. A schedule of approximate amortization expense related to finite-lived intangible assets for the three six June 30, 2022 2021 Three Months Ended Six Months Ended June 30, June 30, ($ in thousands) 2022 2021 2022 2021 Amortization expense $ 788 $ 918 $ 1,575 $ 925 A schedule of approximate expected remaining amortization expense related to finite-lived intangible assets for the years ending December 31, Amortization ($ in thousands) Expense 2022 $ 1,574 2023 3,147 2024 3,143 2025 3,139 2026 3,136 2027 3,134 2028+ 25,668 |
Note 10 - Long-term Debt
Note 10 - Long-term Debt | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 10. LONG-TERM DEBT On March 15, 2021, June 30, 2021. 3.25, 3.25, December 2021, June 2022. June 2022, second second November 2022. Our Term Facility is collateralized by a second first March 15, 2026. On March 15, 2021, may December 2021, June 10, 2022. June 2022, December 31, 2022, BL Facility includes a separate first June 30, 2022 , we had borrowing capacity The ABL Facility is collateralized by a first second March 15, 2026. Average Availability as a Revolver Pricing Level (1) Percentage of Commitments Base Rate Term SOFR Loan Base Rate for FILO Term SOFR FILO Loans I > 66.7% 0.00 % 1.25 % 0.50 % 1.75 % II >33.3% and < or equal to 66.7% 0.00 % 1.50 % 0.50 % 2.00 % III < or equal to 33.3% 0.25 % 1.75 % 0.75 % 2.25 % ( 1 June 30, 2021, In connection with the Term Facility and ABL Facility, we had to pay certain fees that were capitalized and will be amortized over the life of each respective loan. In addition, the ABL Facility requires us to pay an annual collateral management fee in the amount of $75,000 due on each anniversary of the ABL Facility issuance date, until it matures. Current and long-term debt consisted of the following: June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Term Facility that matures in 2026 with an effective interest rate of 9.06 8.00 8.00 $ 125,938 $ 127,563 $ 129,188 ABL Facility that matures in 2026: LIBOR borrowings with an effective interest rate of 3.88 1.88 1.63 155,726 140,000 40,000 Prime borrowings with an effective interest rate of 5.00 3.50 3.25 6,115 6,072 22,200 Total debt 287,779 273,635 191,388 Less: Unamortized debt issuance costs (3,164 ) (3,591 ) (4,017 ) Total debt, net of debt issuance costs 284,615 270,044 187,371 Less: Debt maturing within one year (3,250 ) (3,250 ) (3,250 ) Long-term debt $ 281,365 $ 266,794 $ 184,121 Credit Facility Covenants The Term Facility contains restrictive covenants which requires us to maintain a maximum total leverage ratio and a minimum fixed charge coverage ratio, as defined in the agreement. We are in compliance with all credit facility covenants as of June 30, 2022 December 31, 2021 June 30, 2021 Our ABL Facility contains a restrictive covenant which requires us to maintain a fixed charge coverage ratio upon a triggering event taking place (as defined in the ABL Facility agreement). During the three six June 30, 2022 2021 no not Both the Term Facility and the ABL Facility contain restrictions on the amount of dividend payments. |
Note 11 - Taxes
Note 11 - Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 11. We are subject to tax examinations in various taxing jurisdictions. The earliest years open for examination are as follows: Earliest Exam Year Taxing Authority Jurisdiction: U.S. Federal 2018 Various U.S. States 2017 Puerto Rico (U.S. Territory) 2017 Canada 2018 China 2019 Mexico 2021 United Kingdom 2021 Australia 2021 Our policy is to accrue interest and penalties on any uncertain tax position as a component of income tax expense. No three six June 30, 2022 2021 not 12 Accounting for uncertainty in income taxes requires financial statement recognition, measurement and disclosure of uncertain tax positions recognized in an enterprise’s financial statements. Under this guidance, income tax positions must meet a more-likely-than- not not no Our estim ated effective tax rates for t he three six June 30, 2022 2021 are as follows: Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Effective Tax Rate 27.7 % 23.0 % 21.8 % 23.0 % |
Note 12 - Earnings Per Share
Note 12 - Earnings Per Share | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 12. Basic earnings per share (“EPS”) is computed by dividing net income applicable to common shareholders by the weighted average number of common shares outstanding during each period. The diluted earnings per share computation includes common share equivalents, when dilutive. A reconciliation of the shares used in the basic and diluted income per common share computation for the three six June 30, 2022 2021 Three Months Ended Six Months Ended June 30, June 30, (shares in thousands) 2022 2021 2022 2021 Basic - weighted average shares outstanding 7,313 7,283 7,310 7,271 Dilutive stock options 76 156 90 131 Diluted - weighted average shares outstanding 7,389 7,439 7,400 7,402 Anti-dilutive securities 104 25 299 25 |
Note 13 - Supplemental Cash Flo
Note 13 - Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | 13. Supplemental cash flow information for the six June 30, 2022 2021 Six Months Ended June 30, ($ in thousands) 2022 2021 Interest paid $ 4,566 $ 1,625 Federal, state, and local income taxes paid, net $ 4,047 $ 5,771 Change in contract receivables, net $ 1,062 $ 3,153 Change in contract liabilities, net $ (1,062 ) $ (3,565 ) Property, plant, and equipment purchases in accounts payable $ (2,073 ) $ 855 Working capital true-up related to acquired business $ - $ 5,835 |
Note 14 - Segment Information
Note 14 - Segment Information | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 14. During the three June 30, 2021, 10 December 31, 2020, There has been no no December 31, 2020 March 31, 2021. We have identified three three six June 30, 2022 2021 Three Months Ended Six Months Ended June 30, June 30, ($ in thousands) 2022 2021 2022 2021 NET SALES: Wholesale $ 131,155 $ 101,142 $ 265,116 $ 160,261 Retail 26,015 22,344 54,641 46,328 Contract Manufacturing 4,869 8,116 9,306 12,679 Total Net Sales $ 162,039 $ 131,602 $ 329,063 $ 219,268 GROSS MARGIN: Wholesale $ 40,509 $ 36,291 $ 88,768 $ 58,530 Retail 12,730 11,094 26,578 22,643 Contract Manufacturing 512 1,769 1,231 3,119 Total Gross Margin $ 53,751 $ 49,154 $ 116,577 $ 84,292 |
Note 15 - Gain Contingency
Note 15 - Gain Contingency | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Contingencies Disclosure [Text Block] | 15. In June 2022, 2021 2022. June 30, 2022, e total amount of overp not |
Note 16 Restructuring Changes
Note 16 Restructuring Changes | 6 Months Ended |
Jun. 30, 2022 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | 16. In June 2022, audited condensed consolidated operating results for the three June 30, 2022. During the six June 30, 2022, Employee Severance, Benefits and ($ in thousands) Related Costs Accrued expenses, March 31, 2022 - Restructuring charges $ 1,201 Cash payments (100 ) Accrued expenses, June 30, 2022 $ 1,101 |
Note 4 - Acquisition (Tables)
Note 4 - Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | ($ in thousands) Fair Value Cash $ 2,655 Accounts receivable (1) 36,734 Inventories (2) 41,057 Property, plant and equipment 16,243 Goodwill (3) 50,246 Intangible assets 98,620 Other assets 1,250 Accounts payable (18,108 ) Accrued expenses (13,634 ) Total identifiable net assets 215,063 Cash acquired (2,655 ) Total cash paid, net of cash acquired $ 212,408 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, ($ in thousands, except per share amount) 2022 2021 2022 2021 Net sales $ 162,039 $ 131,602 $ 329,063 $ 257,947 Net income $ 2,548 $ 7,400 $ 10,730 $ 16,144 Diluted earnings per share $ 0.34 $ 0.99 $ 1.45 $ 2.18 |
Note 5 - Revenue (Tables)
Note 5 - Revenue (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Contract liabilities $ - $ 1,062 $ 2,017 |
Revenue, Initial Application Period, Cumulative Effect Transition [Table Text Block] | ($ in thousands) Contract liabilities Balance, December 31, 2021 $ 1,062 Non-cancelable contracts with customers entered into during the period - Revenue recognized related to non-cancelable contracts with customers during the period (1,062 ) Balance, June 30, 2022 $ - |
Note 7 - Inventory (Tables)
Note 7 - Inventory (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Raw materials $ 22,214 $ 20,933 $ 22,105 Work-in-process 1,793 1,316 1,668 Finished goods 263,810 210,215 119,743 Total $ 287,817 $ 232,464 $ 143,516 |
Note 9 - Identified Intangibl_2
Note 9 - Identified Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount June 30, 2022 Trademarks Wholesale (1) $ 72,579 - $ 72,579 Retail (2) 9,220 - 9,220 Patents 895 $ 815 80 Customer relationships (3) 46,900 4,039 42,861 Total Intangibles $ 129,594 $ 4,854 $ 124,740 Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount December 31, 2021 Trademarks Wholesale (1) $ 72,579 - $ 72,579 Retail (2) 9,220 - 9,220 Patents 895 $ 804 91 Customer relationships (3) 46,900 2,475 44,425 Total Intangibles $ 129,594 $ 3,279 $ 126,315 Gross Accumulated Carrying ($ in thousands) Amount Amortization Amount June 30, 2021 Trademarks Wholesale (1) $ 72,592 - $ 72,592 Retail (2) 9,220 - 9,220 Patents 895 $ 791 104 Customer relationships (3) 46,900 912 45,988 Total Intangibles $ 129,607 $ 1,703 $ 127,904 |
Finite-Lived Intangible Assets Amortization Expense [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, ($ in thousands) 2022 2021 2022 2021 Amortization expense $ 788 $ 918 $ 1,575 $ 925 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amortization ($ in thousands) Expense 2022 $ 1,574 2023 3,147 2024 3,143 2025 3,139 2026 3,136 2027 3,134 2028+ 25,668 |
Note 10 - Long-term Debt (Table
Note 10 - Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Qualitative Measure of Debt Facility [Table Text Block] | Average Availability as a Revolver Pricing Level (1) Percentage of Commitments Base Rate Term SOFR Loan Base Rate for FILO Term SOFR FILO Loans I > 66.7% 0.00 % 1.25 % 0.50 % 1.75 % II >33.3% and < or equal to 66.7% 0.00 % 1.50 % 0.50 % 2.00 % III < or equal to 33.3% 0.25 % 1.75 % 0.75 % 2.25 % |
Schedule of Debt [Table Text Block] | June 30, December 31, June 30, ($ in thousands) 2022 2021 2021 Term Facility that matures in 2026 with an effective interest rate of 9.06 8.00 8.00 $ 125,938 $ 127,563 $ 129,188 ABL Facility that matures in 2026: LIBOR borrowings with an effective interest rate of 3.88 1.88 1.63 155,726 140,000 40,000 Prime borrowings with an effective interest rate of 5.00 3.50 3.25 6,115 6,072 22,200 Total debt 287,779 273,635 191,388 Less: Unamortized debt issuance costs (3,164 ) (3,591 ) (4,017 ) Total debt, net of debt issuance costs 284,615 270,044 187,371 Less: Debt maturing within one year (3,250 ) (3,250 ) (3,250 ) Long-term debt $ 281,365 $ 266,794 $ 184,121 |
Note 11 - Taxes (Tables)
Note 11 - Taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Summary of Income Tax Examinations [Table Text Block] | Earliest Exam Year Taxing Authority Jurisdiction: U.S. Federal 2018 Various U.S. States 2017 Puerto Rico (U.S. Territory) 2017 Canada 2018 China 2019 Mexico 2021 United Kingdom 2021 Australia 2021 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Effective Tax Rate 27.7 % 23.0 % 21.8 % 23.0 % |
Note 12 - Earnings Per Share (T
Note 12 - Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, (shares in thousands) 2022 2021 2022 2021 Basic - weighted average shares outstanding 7,313 7,283 7,310 7,271 Dilutive stock options 76 156 90 131 Diluted - weighted average shares outstanding 7,389 7,439 7,400 7,402 Anti-dilutive securities 104 25 299 25 |
Note 13 - Supplemental Cash F_2
Note 13 - Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Six Months Ended June 30, ($ in thousands) 2022 2021 Interest paid $ 4,566 $ 1,625 Federal, state, and local income taxes paid, net $ 4,047 $ 5,771 Change in contract receivables, net $ 1,062 $ 3,153 Change in contract liabilities, net $ (1,062 ) $ (3,565 ) Property, plant, and equipment purchases in accounts payable $ (2,073 ) $ 855 Working capital true-up related to acquired business $ - $ 5,835 |
Note 14 - Segment Information (
Note 14 - Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended Six Months Ended June 30, June 30, ($ in thousands) 2022 2021 2022 2021 NET SALES: Wholesale $ 131,155 $ 101,142 $ 265,116 $ 160,261 Retail 26,015 22,344 54,641 46,328 Contract Manufacturing 4,869 8,116 9,306 12,679 Total Net Sales $ 162,039 $ 131,602 $ 329,063 $ 219,268 GROSS MARGIN: Wholesale $ 40,509 $ 36,291 $ 88,768 $ 58,530 Retail 12,730 11,094 26,578 22,643 Contract Manufacturing 512 1,769 1,231 3,119 Total Gross Margin $ 53,751 $ 49,154 $ 116,577 $ 84,292 |
Note 16 Restructuring Changes (
Note 16 Restructuring Changes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes Tables | |
Restructuring and Related Costs [Table Text Block] | Employee Severance, Benefits and ($ in thousands) Related Costs Accrued expenses, March 31, 2022 - Restructuring charges $ 1,201 Cash payments (100 ) Accrued expenses, June 30, 2022 $ 1,101 |
Note 1 - Nature of Operations_2
Note 1 - Nature of Operations and Basis of Presentation (Details Textual) | 6 Months Ended |
Jun. 30, 2022 | |
Number of Reportable Segments | 3 |
Note 4 - Acquisition (Details T
Note 4 - Acquisition (Details Textual) - Honeywell International, Inc. [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | 13 Months Ended | ||||
Mar. 15, 2021 | Jan. 24, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Mar. 31, 2022 | |
Business Combination, Consideration Transferred, Total | $ 207 | $ 212 | ||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 5.4 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% | |||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 25,000 | |||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 66.7 | $ 50.7 | $ 131.1 | $ 57.2 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 0.1 | 0.1 | 1.9 | 0.7 | ||||
Business Combination, Acquisition Related Costs | $ 2.1 | 2.3 | $ 3.2 | 7.5 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables, Allowance for Doubtful Accounts | $ 0.6 | |||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory | $ 0.9 | $ 3.5 | ||||||
Expense Related to Step Up Value of Acquired Inventory | $ 2.3 | $ 2.6 |
Note 4 - Acquisition - Consider
Note 4 - Acquisition - Consideration Paid for the Acquisition (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Mar. 15, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
Goodwill (3) | $ 50,246 | $ 48,375 | $ 50,641 | ||
Total cash paid, net of cash acquired | $ 0 | $ 206,970 | |||
Honeywell International, Inc. [Member] | |||||
Cash | $ 2,655 | ||||
Accounts receivable (1) | [1] | 36,734 | |||
Inventories (2) | [2] | 41,057 | |||
Property, plant and equipment | 16,243 | ||||
Goodwill (3) | [3] | 50,246 | |||
Intangible assets | 98,620 | ||||
Other assets | 1,250 | ||||
Accounts payable | (18,108) | ||||
Accrued expenses | (13,634) | ||||
Total identifiable net assets | 215,063 | ||||
Cash acquired | (2,655) | ||||
Total cash paid, net of cash acquired | $ 212,408 | ||||
[1]The recorded amount for accounts receivable considers expected uncollectible amounts of approximately $0.6 million in its determination of fair value.[2]Fair value of finished goods inventories included a preliminary step up value of approximately $3.5 million, of which approximately $2.3 million and $2.6 million was expensed during the three months and six months ended June 30, 2021, and are included in "Cost of Goods Sold" in the accompanying unaudited condensed consolidated statements of operations. The remaining $0.9 million was expensed during the year ended December 31, 2021 and as such there was no expense for the three or six months ended June 30, 2022.[3]Goodwill consists largely of the acquired workforce, expected cost synergies and economies of scale resulting from the Acquisition. |
Note 4 - Acquisition - Unaudite
Note 4 - Acquisition - Unaudited Pro Forma Financial Information (Details) - Honeywell International, Inc. [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | ||
Net sales | $ 162,039 | $ 131,602 | $ 329,063 | $ 257,947 | |
Net income | $ 2,548 | [1] | $ 7,400 | $ 10,730 | $ 16,144 |
Diluted earnings per share (in dollars per share) | $ 0.34 | $ 0.99 | $ 1.45 | $ 2.18 | |
[1]The Acquisition-related costs mentioned above are excluded from the unaudited pro forma net income. |
Note 5 - Revenue (Details Textu
Note 5 - Revenue (Details Textual) | 6 Months Ended |
Jun. 30, 2022 | |
Number of Operating Segments | 3 |
Maximum [Member] | |
Contract with Customer, Period (Year) | 1 year |
Capitalized Contract Cost, Amortization Period (Year) | 1 year |
Note 5 - Revenue - Contract Lia
Note 5 - Revenue - Contract Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Contract liabilities | $ 0 | $ 1,062 | $ 2,017 |
Note 5 - Revenue - Changes in C
Note 5 - Revenue - Changes in Contract Liabilities (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Balance | $ 1,062 |
Non-cancelable contracts with customers entered into during the period | 0 |
Revenue recognized related to non-cancelable contracts with customers during the period | (1,062) |
Balance | $ 0 |
Note 6 - Trade Receivables (Det
Note 6 - Trade Receivables (Details Textual) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Accounts Receivable, Allowance for Credit Loss, Current | $ 2,618,000 | $ 613,000 | $ 1,062,000 |
Contract with Customer, Refund Liability, Current | $ 1,309,000 | $ 1,670,000 | $ 2,057,000 |
Note 7 - Inventory (Details Tex
Note 7 - Inventory (Details Textual) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Contract with Customer, Returns Reserve Asset | $ 729,000 | $ 902,000 | $ 955,000 |
Note 7 - Inventories - Schedule
Note 7 - Inventories - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Raw materials | $ 22,214 | $ 20,933 | $ 22,105 |
Work-in-process | 1,793 | 1,316 | 1,668 |
Finished goods | 263,810 | 210,215 | 119,743 |
Total | $ 287,817 | $ 232,464 | $ 143,516 |
Note 8 - Goodwill (Details Text
Note 8 - Goodwill (Details Textual) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jun. 30, 2021 USD ($) | |
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 49,400 | ||
Number of Reportable Segments | 3 | ||
Goodwill, Ending Balance | $ 50,246 | $ 50,641 | $ 48,375 |
Contract Manufacturing [Member] | |||
Goodwill, Ending Balance | 0 | ||
Wholesale [Member] | |||
Goodwill, Ending Balance | 25,400 | ||
Retail [Member] | |||
Goodwill, Ending Balance | $ 24,800 |
Note 9 - Identified Intangibl_3
Note 9 - Identified Intangible Assets (Details Textual) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Mar. 15, 2021 | |||
Patents [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 7 years 3 months 18 days | ||||
Trademarks [Member] | Wholesale [Member] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill), Ending Balance | $ 72,579 | [1] | $ 72,592 | [1] | $ 45,400 |
Trademarks [Member] | Retail [Member] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill), Ending Balance | $ 9,220 | [2] | $ 9,220 | [2] | $ 6,300 |
[1]$45.4 million of the total resulted from our Acquisition that occurred on March 15, 2021.[2]$6.3 million of the total resulted from our Acquisition that occurred on March 15, 2021. |
Note 9 - Identified Intangibl_4
Note 9 - Identified Intangible Assets - Identified Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 15, 2021 | |||
Accumulated amortization | $ 4,854 | $ 3,279 | $ 1,703 | ||||
Total Intangibles | 129,594 | 129,607 | |||||
Carrying amount | 124,740 | 126,315 | 127,904 | ||||
Wholesale (1) | 129,594 | ||||||
Wholesale (1) | 124,740 | 126,315 | 127,904 | ||||
Patents [Member] | |||||||
Gross amount, finite-lived intangible assets | 895 | 895 | |||||
Accumulated amortization | 815 | 804 | 791 | ||||
Carrying amount, finite-lived intangible assets | 80 | 104 | |||||
Wholesale (1) | 895 | ||||||
Wholesale (1) | 91 | ||||||
Customer Relationships [Member] | |||||||
Gross amount, finite-lived intangible assets | [1] | 46,900 | |||||
Accumulated amortization | [1] | 4,039 | 2,475 | 912 | |||
Carrying amount, finite-lived intangible assets | [1] | 42,861 | 45,988 | ||||
Wholesale (1) | [1] | 46,900 | 46,900 | ||||
Wholesale (1) | [1] | 44,425 | |||||
Trademarks [Member] | Wholesale [Member] | |||||||
Indefinite-lived Intangible Assets (Excluding Goodwill), Ending Balance | 72,579 | [2] | 72,592 | [2] | $ 45,400 | ||
Accumulated amortization | [2] | 0 | |||||
Wholesale (1) | [2] | 72,579 | |||||
Wholesale (1) | [2] | 72,579 | |||||
Trademarks [Member] | Retail [Member] | |||||||
Indefinite-lived Intangible Assets (Excluding Goodwill), Ending Balance | $ 9,220 | [3] | $ 9,220 | [3] | $ 6,300 | ||
Accumulated amortization | [3] | 0 | |||||
Wholesale (1) | [3] | 9,220 | |||||
Wholesale (1) | [3] | $ 9,220 | |||||
[1]Resulted from our Acquisition that occurred on March 15, 2021.[2]$45.4 million of the total resulted from our Acquisition that occurred on March 15, 2021.[3]$6.3 million of the total resulted from our Acquisition that occurred on March 15, 2021. |
Note 9 - Identified Intangibl_5
Note 9 - Identified Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Amortization expense | $ 788 | $ 918 | $ 1,575 | $ 925 |
Note 9 - Identified Intangibl_6
Note 9 - Identified Intangible Assets - Expected Amortization Expense (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
2022 | $ 1,574 |
2023 | 3,147 |
2024 | 3,143 |
2025 | 3,139 |
2026 | 3,136 |
2027 | 3,134 |
2028+ | $ 25,668 |
Note 10 - Long-term Debt (Detai
Note 10 - Long-term Debt (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jul. 01, 2021 | Mar. 15, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Jan. 01, 2023 | Dec. 31, 2022 | |
Term Facility [Member] | |||||||||
Debt Instrument, Face Amount | $ 130,000,000 | ||||||||
Debt Instrument, LIBOR Floor | 1% | ||||||||
Term Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 7% | 7% | |||||||
Debt Instrument, Basis Spread on Variable Rate if Total Average Leverage Ratio is Greater or Equal to 3.25 | 7% | ||||||||
Debt Instrument, Basis Spread on Variable Rate if Total Average Leverage Ratio is Less Than 3.25 | 6.50% | ||||||||
Term Facility [Member] | Prime Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate if Total Average Leverage Ratio is Greater or Equal to 3.25 | 6% | ||||||||
Debt Instrument, Basis Spread on Variable Rate if Total Average Leverage Ratio is Less Than 3.25 | 5.50% | ||||||||
Term Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 7.50% | ||||||||
The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 150,000,000 | $ 25,000,000 | $ 175,000,000 | $ 25,000,000 | $ 175,000,000 | ||||
Line of Credit Facility, Additional Borrowing Capacity upon Request | 50,000,000 | ||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 38,200,000 | $ 38,200,000 | |||||||
Debt Instrument, Collateral Fee | 75,000 | ||||||||
The ABL Facility [Member] | Revolving Credit Facility [Member] | Forecast [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175,000,000 | $ 200,000,000 | |||||||
The ABL Facility [Member] | Letter of Credit [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | ||||||||
The ABL Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.88% | 1.63% | 1.88% | ||||||
The ABL Facility [Member] | Prime Rate [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 5% | 3.25% | 3.50% |
Note 10 - Long-term Debt - Debt
Note 10 - Long-term Debt - Debt Facility Information (Details) | 6 Months Ended | 12 Months Ended | |||
Mar. 15, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility [Member] | |||||
Variable rate | 3.88% | 1.63% | 1.88% | ||
Commitments Above 66.7% [Member] | Base Rate [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0% | |||
Commitments Above 66.7% [Member] | Base Rate [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0.50% | |||
Commitments Above 66.7% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 1.25% | |||
Commitments Above 66.7% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 1.75% | |||
Commitmeents Between 33.3% and 66.7% [Member] | Base Rate [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0% | |||
Commitmeents Between 33.3% and 66.7% [Member] | Base Rate [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0.50% | |||
Commitmeents Between 33.3% and 66.7% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 1.50% | |||
Commitmeents Between 33.3% and 66.7% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 2% | |||
Commitments Below 33.3% [Member] | Base Rate [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0.25% | |||
Commitments Below 33.3% [Member] | Base Rate [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 0.75% | |||
Commitments Below 33.3% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 1.75% | |||
Commitments Below 33.3% [Member] | London Interbank Offered Rate (LIBOR) [Member] | The ABL Facility FILO Borrowings [Member] | Revolving Credit Facility [Member] | |||||
Variable rate | [1] | 2.25% | |||
[1]Until June 30, 2021, Tier II applied. |
Note 10 - Long-term Debt - Curr
Note 10 - Long-term Debt - Current and Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Debt | $ 287,779 | $ 273,635 | $ 191,388 |
Less: Unamortized debt issuance costs | (3,164) | (3,591) | (4,017) |
Total debt, net of debt issuance costs | 284,615 | 270,044 | 187,371 |
Less: Debt maturing within one year | (3,250) | (3,250) | (3,250) |
Long-term debt | 281,365 | 266,794 | 184,121 |
Term Facility [Member] | |||
Debt | 125,938 | 127,563 | 129,188 |
The ABL Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt | 155,726 | 140,000 | 40,000 |
The ABL Facility [Member] | Prime Rate [Member] | |||
Debt | $ 6,115 | $ 6,072 | $ 22,200 |
Note 10 - Long-term Debt - Cu_2
Note 10 - Long-term Debt - Current and Long-term Debt (Details) (Parentheticals) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 15, 2021 | Dec. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Term Facility [Member] | |||||
Interest rate | 8% | 9.06% | 8% | 8% | |
Term Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Variable rate | 7% | 7% | |||
The ABL Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Variable rate | 3.88% | 1.63% | 1.88% | ||
The ABL Facility [Member] | Prime Rate [Member] | |||||
Variable rate | 5% | 3.25% | 3.50% |
Note 11 - Taxes (Details Textua
Note 11 - Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense, Total | $ 0 | $ 0 | $ 0 | $ 0 |
Unrecognized Tax Benefits, Ending Balance | $ 0 | $ 0 |
Note 11 - Taxes - Tax Examinati
Note 11 - Taxes - Tax Examinations (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Domestic Tax Authority [Member] | |
Open tax year | 2018 |
State and Local Jurisdiction [Member] | |
Open tax year | 2017 |
Foreign Tax Authority [Member] | Departamento de Hacienda de Puerto Rico [Member] | |
Open tax year | 2017 |
Foreign Tax Authority [Member] | Canada Revenue Agency [Member] | |
Open tax year | 2018 |
Foreign Tax Authority [Member] | State Administration of Taxation, China [Member] | |
Open tax year | 2019 |
Foreign Tax Authority [Member] | Mexican Tax Authority [Member] | |
Open tax year | 2021 |
Foreign Tax Authority [Member] | United Kingdom Tax Authority [Member] | |
Open tax year | 2021 |
Foreign Tax Authority [Member] | Australian Taxation Office [Member] | |
Open tax year | 2021 |
Note 11 - Taxes - Effective Tax
Note 11 - Taxes - Effective Tax Rate (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Effective Tax Rate | 27.70% | 23% | 21.80% | 23% |
Note 12 - Earnings Per Share -
Note 12 - Earnings Per Share - Basic and Diluted Income Per Common Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Basic (in shares) | 7,313 | 7,283 | 7,310 | 7,271 |
Dilutive stock options (in shares) | 76 | 156 | 90 | 131 |
Diluted - weighted average shares outstanding (in shares) | 7,389 | 7,439 | 7,400 | 7,402 |
Anti-dilutive securities (in shares) | 104 | 25 | 299 | 25 |
Note 13 - Supplemental Cash F_3
Note 13 - Supplemental Cash Flow Information - Supplemental Cash Flow (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Interest paid | $ 4,566 | $ 1,625 |
Federal, state, and local income taxes paid, net | 4,047 | 5,771 |
Change in contract receivables, net | 1,062 | 3,153 |
Change in contract liabilities, net | (1,062) | (3,565) |
Property, plant, and equipment purchases in accounts payable | (2,073) | 855 |
Working capital true-up related to acquired business | $ 0 | $ 5,835 |
Note 14 - Segment Information_2
Note 14 - Segment Information (Details Textual) | 6 Months Ended |
Jun. 30, 2022 | |
Number of Reportable Segments | 3 |
Note 14 - Segment Information -
Note 14 - Segment Information - Summary of Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
NET SALES | $ 162,039 | $ 131,602 | $ 329,063 | $ 219,268 |
GROSS MARGIN | 53,751 | 49,154 | 116,577 | 84,292 |
Wholesale [Member] | ||||
NET SALES | 131,155 | 101,142 | 265,116 | 160,261 |
GROSS MARGIN | 40,509 | 36,291 | 88,768 | 58,530 |
Retail [Member] | ||||
NET SALES | 26,015 | 22,344 | 54,641 | 46,328 |
GROSS MARGIN | 12,730 | 11,094 | 26,578 | 22,643 |
Contract Manufacturing [Member] | ||||
NET SALES | 4,869 | 8,116 | 9,306 | 12,679 |
GROSS MARGIN | $ 512 | $ 1,769 | $ 1,231 | $ 3,119 |
Note 15 - Gain Contingency (Det
Note 15 - Gain Contingency (Details Textual) $ in Millions | Jun. 30, 2022 USD ($) |
Overpaid Duties [Member] | |
Gain Contingency, Unrecorded Amount | $ 6.8 |
Note 16 Restructuring Changes_2
Note 16 Restructuring Changes (Details Textual) $ in Millions | 1 Months Ended |
Jun. 30, 2022 USD ($) | |
Restructuring Costs, Total | $ 1.2 |
Note 16 - Restructuring Changes
Note 16 - Restructuring Changes - Restructuring Activities (Details) - Employee Severance [Member] $ in Thousands | 3 Months Ended |
Jun. 30, 2022 USD ($) | |
Accrued expenses | $ 0 |
Restructuring charges | 1,201 |
Cash payments | (100) |
Accrued expenses | $ 1,101 |