Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jun. 17, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | TANDY LEATHER FACTORY INC | |
Entity Central Index Key | 0000909724 | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Address, State or Province | TX | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 8,663,921 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | [1] |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 11,273,943 | $ 24,070,351 | |
Short-term Investments | 9,049,510 | 0 | |
Accounts receivable-trade, net of allowance for doubtful accounts of $6,132 and $15,703 at June 30, 2019 and December 31, 2018, respectively | 428,733 | 408,170 | |
Inventory | 26,189,055 | 33,302,549 | |
Prepaid income taxes | 1,963,446 | 419,908 | |
Prepaid expenses | 1,188,274 | 1,283,795 | |
Other current assets | 162,563 | 331,805 | |
Total current assets | 50,255,524 | 59,816,578 | |
Property and equipment, at cost | 27,531,023 | 28,140,345 | |
Less accumulated depreciation | (14,032,058) | (13,625,261) | |
Property and equipment, net | 13,498,965 | 14,515,084 | |
Operating lease assets | 15,657,859 | 0 | |
Deferred income taxes | 467,848 | 1,092,293 | |
Goodwill | 958,817 | 954,765 | |
Other intangibles, net of accumulated amortization of $692,202 and $690,869 at June 30, 2019 and December 31, 2018, respectively | 15,167 | 16,500 | |
Other assets | 374,902 | 386,107 | |
TOTAL ASSETS | 81,229,082 | 76,781,327 | |
CURRENT LIABILITIES: | |||
Accounts payable-trade | 1,544,580 | 2,154,394 | |
Accrued expenses and other liabilities | 2,890,612 | 5,401,508 | |
Operating lease liabilities | 3,993,352 | 0 | |
Current maturities of long-term debt | 0 | 519,516 | |
Total current liabilities | 8,428,544 | 8,075,418 | |
Uncertain tax positions | 1,415,715 | 1,415,715 | |
Other non-current liabilities | 556,260 | 555,296 | |
Operating lease liabilities, non-current | 12,204,359 | 0 | |
Long-term debt, net of current maturities | 0 | 8,448,502 | |
COMMITMENTS AND CONTINGENCIES (Note 7) | |||
STOCKHOLDERS' EQUITY: | |||
Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance | 0 | 0 | |
Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,354,563 and 10,353,155 shares issued at June 30, 2019 and December 31, 2018 | 24,851 | 24,848 | |
Paid-in capital | 4,644,896 | 4,267,138 | |
Retained earnings | 64,758,706 | 64,476,378 | |
Treasury stock at cost (1,422,339 and 1,292,594 shares at June 30, 2019 and December 31, 2018, respectively) | (9,761,890) | (9,037,783) | |
Accumulated other comprehensive loss (net of tax of $485,250 and $480,112 at June 30, 2019 and December 31, 2018, respectively) | (1,042,359) | (1,444,185) | |
Total stockholders' equity | 58,624,204 | 58,286,396 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 81,229,082 | $ 76,781,327 | |
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | [1] |
CURRENT ASSETS: | |||
Allowance for doubtful accounts | $ 6,132 | $ 15,703 | |
Accumulated amortization | $ 692,202 | $ 690,869 | |
STOCKHOLDERS' EQUITY: | |||
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 | |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Common stock, par value (in dollars per share) | $ 0.0024 | $ 0.0024 | |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 | |
Common stock, shares issued (in shares) | 10,354,563 | 10,353,155 | |
Treasury stock, shares (in shares) | 1,422,339 | 1,292,594 | |
Accumulated other comprehensive loss, tax | $ 485,250 | $ 480,112 | |
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | [1] | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | [1] | ||
Consolidated Statements of Comprehensive Income (Loss) [Abstract] | |||||||||
Net sales | $ 17,196,815 | $ 19,187,222 | $ 38,138,137 | $ 39,687,800 | |||||
Cost of sales | 7,826,369 | 6,953,730 | 16,523,021 | 14,765,248 | |||||
Gross profit | 9,370,446 | 12,233,492 | 21,615,116 | 24,922,552 | |||||
Operating expenses | 10,617,824 | 10,651,386 | 20,649,477 | 21,286,309 | |||||
Income (loss) from operations | (1,247,378) | 1,582,106 | 965,639 | 3,636,243 | |||||
Other (income) expense: | |||||||||
Interest expense | 0 | 78,182 | 32,383 | 142,824 | |||||
Other, net | (54,125) | (131,842) | 55,493 | (285,220) | |||||
Total other (income) expense | (54,125) | (53,660) | 87,876 | (142,396) | |||||
Income (loss) before income taxes | (1,193,253) | 1,635,766 | 877,763 | 3,778,639 | |||||
Provision (benefit) for income taxes | (317,586) | 478,023 | 233,619 | 1,104,240 | |||||
Net income (loss) | (875,667) | [2] | $ 1,519,811 | 1,157,743 | $ 1,516,656 | 644,144 | 2,674,399 | ||
Foreign currency translation adjustments, net of tax | 87,333 | $ 314,493 | (284,774) | $ (58,992) | 401,826 | (343,766) | |||
Comprehensive income (loss) | $ (788,334) | $ 872,969 | $ 1,045,970 | $ 2,330,633 | |||||
Net income (loss) per common share: | |||||||||
Basic (in dollars per share) | $ (0.10) | $ 0.13 | $ 0.07 | $ 0.29 | |||||
Diluted (in dollars per share) | $ (0.10) | $ 0.13 | $ 0.07 | $ 0.29 | |||||
Weighted average number of shares outstanding: | |||||||||
Basic (in shares) | 8,933,648 | [2] | 9,180,076 | 8,971,490 | 9,222,028 | ||||
Diluted (in shares) | 8,933,648 | [2] | 9,182,527 | 8,975,000 | 9,223,086 | ||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. | ||||||||
[2] | For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | [1] | |
Cash flows from operating activities: | |||
Net income | $ 644,144 | $ 2,674,399 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 1,035,003 | 880,094 | |
Operating lease asset amortization | 1,734,140 | 0 | |
(Gain) loss on disposal of assets | (34,737) | 4,556 | |
Stock-based compensation | 377,761 | 52,688 | |
Deferred income taxes | 624,445 | (154,643) | |
Exchange (gain) loss | 133,525 | (215,866) | |
Changes in operating assets and liabilities: | |||
Accounts receivable-trade | (44,689) | (22,534) | |
Inventory | 7,182,787 | (688,434) | |
Prepaid expenses | 469,347 | 165,857 | |
Other current assets | 26,063 | 0 | |
Accounts payable-trade | (675,164) | 721,717 | |
Accrued expenses and other liabilities | (2,339,493) | (1,920,897) | |
Income taxes, net | (1,541,142) | (202,651) | |
Other assets | (216,874) | 422,302 | |
Operating lease liability | (1,677,442) | 0 | |
Total adjustments | 5,053,530 | (957,811) | |
Net cash provided by operating activities | 5,697,674 | 1,716,588 | |
Cash flows from investing activities: | |||
Purchase of property and equipment | (136,424) | (421,861) | |
Purchase of short-term investments | (10,678,860) | 0 | |
Proceeds from sales of short-term investments | 1,680,000 | 0 | |
Proceeds from sales of assets | 85,314 | 7,028 | |
Net cash used in investing activities | (9,049,970) | (414,833) | |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 0 | 982,938 | |
Payments on long-term debt | (8,968,018) | 0 | |
Repurchase of treasury stock | (724,107) | (995,186) | |
Net cash used in financing activities | (9,692,125) | (12,248) | |
Effect of exchange rate changes on cash and cash equivalents | 248,013 | (417,036) | |
Net (decrease) increase in cash and cash equivalents | (12,796,408) | 872,471 | |
Cash and cash equivalents, beginning of period | 24,070,351 | 18,082,857 | |
Cash and cash equivalents, end of period | $ 11,273,943 | $ 18,955,328 | |
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total | Cumulative Effect, Period of Adoption, Adjustment [Member]Retained Earnings [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member]Accumulated Other Comprehensive Income (Loss) [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | ||
Balance at Dec. 31, 2017 | [1] | $ 24,768 | $ 3,939,589 | $ (7,384,517) | $ 60,078,013 | $ (762,313) | $ 55,895,540 | ||||
Balance (in shares) at Dec. 31, 2017 | [1] | 9,270,862 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Stock-based compensation expense | $ 0 | 28,969 | 0 | 0 | 0 | 28,969 | |||||
Issuance of restricted stock | $ 40 | (40) | 0 | 0 | 0 | 0 | |||||
Issuance of restricted stock (in shares) | 16,648 | ||||||||||
Purchase of treasury stock | $ 0 | 0 | $ (540,940) | 0 | 0 | (540,940) | |||||
Purchase of treasury stock (in shares) | (72,400) | ||||||||||
Net income (loss) | 0 | 0 | $ 0 | 1,516,656 | 0 | 1,516,656 | |||||
Foreign currency translation adjustments, net of tax | 0 | 0 | 0 | 0 | (58,992) | (58,992) | |||||
Balance at Mar. 31, 2018 | [1] | $ 24,808 | 3,968,518 | (7,925,457) | 61,594,669 | (821,305) | 56,841,233 | ||||
Balance (in shares) at Mar. 31, 2018 | [1] | 9,215,110 | |||||||||
Balance at Dec. 31, 2017 | [1] | $ 24,768 | 3,939,589 | (7,384,517) | 60,078,013 | (762,313) | 55,895,540 | ||||
Balance (in shares) at Dec. 31, 2017 | [1] | 9,270,862 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | [1] | 2,674,399 | |||||||||
Foreign currency translation adjustments, net of tax | [1] | (343,766) | |||||||||
Balance at Jun. 30, 2018 | [1] | $ 24,808 | 3,992,237 | (8,379,703) | 62,752,412 | (1,106,079) | 57,283,675 | ||||
Balance (in shares) at Jun. 30, 2018 | [1] | 9,154,215 | |||||||||
Balance at Mar. 31, 2018 | [1] | $ 24,808 | 3,968,518 | (7,925,457) | 61,594,669 | (821,305) | 56,841,233 | ||||
Balance (in shares) at Mar. 31, 2018 | [1] | 9,215,110 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Stock-based compensation expense | $ 0 | 23,719 | 0 | 0 | 0 | 23,719 | |||||
Purchase of treasury stock | 0 | 0 | $ (454,246) | 0 | 0 | (454,246) | |||||
Purchase of treasury stock (in shares) | (60,895) | ||||||||||
Net income (loss) | 0 | 0 | $ 0 | 1,157,743 | 0 | 1,157,743 | [1] | ||||
Foreign currency translation adjustments, net of tax | 0 | 0 | 0 | 0 | (284,774) | (284,774) | [1] | ||||
Balance at Jun. 30, 2018 | [1] | $ 24,808 | 3,992,237 | (8,379,703) | 62,752,412 | (1,106,079) | 57,283,675 | ||||
Balance (in shares) at Jun. 30, 2018 | [1] | 9,154,215 | |||||||||
Balance at Dec. 31, 2018 | [1] | $ 24,848 | 4,267,138 | (9,037,783) | 64,476,378 | (1,444,185) | $ 58,286,396 | ||||
Balance (Accounting Standards Update 2016-02 [Member]) at Dec. 31, 2018 | $ (361,816) | $ 0 | $ (361,816) | ||||||||
Balance (in shares) at Dec. 31, 2018 | [1] | 9,060,561 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Stock-based compensation expense | 0 | 185,825 | 0 | 0 | 0 | $ 185,825 | |||||
Issuance of restricted stock | $ 3 | (3) | 0 | 0 | 0 | 0 | |||||
Issuance of restricted stock (in shares) | 1,408 | ||||||||||
Purchase of treasury stock | $ 0 | 0 | $ (714,617) | 0 | 0 | (714,617) | |||||
Purchase of treasury stock (in shares) | (127,945) | ||||||||||
Net income (loss) | 0 | 0 | $ 0 | 1,519,811 | 0 | 1,519,811 | |||||
Foreign currency translation adjustments, net of tax | 0 | 0 | 0 | 0 | 314,493 | 314,493 | |||||
Balance at Mar. 31, 2019 | [1] | 24,851 | 4,452,960 | (9,752,400) | 65,634,373 | (1,129,692) | $ 59,230,092 | ||||
Balance (in shares) at Mar. 31, 2019 | [1] | 8,934,024 | |||||||||
Balance at Dec. 31, 2018 | [1] | 24,848 | 4,267,138 | (9,037,783) | 64,476,378 | (1,444,185) | $ 58,286,396 | ||||
Balance (Accounting Standards Update 2016-02 [Member]) at Dec. 31, 2018 | $ (361,816) | $ 0 | $ (361,816) | ||||||||
Balance (in shares) at Dec. 31, 2018 | [1] | 9,060,561 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | $ 644,144 | ||||||||||
Foreign currency translation adjustments, net of tax | 401,826 | ||||||||||
Balance at Jun. 30, 2019 | 24,851 | 4,644,896 | (9,761,890) | 64,758,706 | (1,042,359) | $ 58,624,204 | |||||
Balance (in shares) at Jun. 30, 2019 | 8,932,224 | ||||||||||
Balance at Mar. 31, 2019 | [1] | 24,851 | 4,452,960 | (9,752,400) | 65,634,373 | (1,129,692) | $ 59,230,092 | ||||
Balance (in shares) at Mar. 31, 2019 | [1] | 8,934,024 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Stock-based compensation expense | 0 | 191,936 | 0 | 0 | 0 | $ 191,936 | |||||
Purchase of treasury stock | 0 | 0 | $ (9,490) | 0 | 0 | (9,490) | |||||
Purchase of treasury stock (in shares) | (1,800) | ||||||||||
Net income (loss) | 0 | 0 | $ 0 | (875,667) | 0 | (875,667) | [2] | ||||
Foreign currency translation adjustments, net of tax | 0 | 0 | 0 | 0 | 87,333 | 87,333 | |||||
Balance at Jun. 30, 2019 | $ 24,851 | $ 4,644,896 | $ (9,761,890) | $ 64,758,706 | $ (1,042,359) | $ 58,624,204 | |||||
Balance (in shares) at Jun. 30, 2019 | 8,932,224 | ||||||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. | ||||||||||
[2] | For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. |
BASIS OF PRESENTATION AND CERTA
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2019 | |
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES | 1. BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES Tandy Leather Factory, Inc. is one of the world’s largest specialty retailers of leather and leathercraft-related items. Founded in 1919 in Fort Worth, Texas, the Company introduced leathercrafting to millions of American and later Canadian and other international customers and has built a track record as the trusted source of quality leather, tools, hardware, supplies, kits and teaching materials for leatherworkers everywhere. Today, our mission remains to build on our legacy of inspiring the timeless art and trade of leatherworking. What differentiates Tandy from the competition is our high brand awareness and strong brand equity and loyalty, our network of retail stores that provides convenience, a high-touch customer service experience, a hub for the local leathercrafting community, and our 100-year heritage. We believe that this combination of qualities is unique to Tandy and gives the brand competitive advantages that are very difficult for others to replicate. We sell our products primarily through company-owned stores and through orders generated from our four websites: tandyleather.com, tandyleather.ca, tandyleather.eu and tandyleather.com.au. We also manufacture leather lace, cut leather pieces and most of the do-it-yourself kits that are sold in our stores and on our websites. We maintain our principal offices at 1900 Southeast Loop 820, Fort Worth, Texas 76140. As of June 30, 2019, the Company operated a total of 116 retail stores. There were 104 stores in the United States (“U.S.”), 11 stores in Canada and one store in Spain. All e-commerce sales through our websites were fulfilled and recognized through our network of retail stores. The Company operates a total of 106 retail stores as of May 2021. There are 95 stores in the U.S., ten stores in Canada and one store in Spain. During the second quarter of 2020, we consolidated U.S. e-commerce web order fulfillment from the stores to our Fort Worth distribution center. Nasdaq Stock Market LLC (“Nasdaq”) suspended trading in the Company’s shares as of August 13, 2020 due to the Company not being current with its SEC filings. Our stock has since traded on the Over-the-Counter Markets’ “Pink Sheets” under the symbol “TLFA.” Nasdaq denied our appeal of this decision, resulting in our stock being formally delisted on February 9, 2021. We intend to reapply for Nasdaq listing once the Company has made the required filings. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for annual audited financial statements. In the opinion of management, the accompanying Consolidated Financial Statements for Tandy Leather Factory, Inc. and its consolidated subsidiaries contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly our financial position as of June 30, 2019 and December 31, 2018, our results of operations for the three and six-month periods ended June 30, 2019 and 2018, our cash flows for the six-month periods ended June 30, 2019 and 2018, and our statements of stockholders equity as of March 31, and June 30, 2019 and 2018. The preparation of financial statements in accordance with GAAP requires the use of estimates that affect the reported value of assets, liabilities, revenues and expenses. These estimates are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for the Company’s conclusions. The Company continually evaluates the information used to make these estimates as the business and the economic environment changes. Actual results may differ from these estimates, and estimates are subject to change due to modifications in the underlying conditions or assumptions. These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and accompanying notes included in our Comprehensive Form 10-K for the year ended December 31, 2019. Comments and discussion as well as all financials and other data presented here have been updated to reflect the restatement adjustments detailed in the Restatement Footnote. As of January 1, 2019, we operate as a single segment and report on a consolidated basis. Prior to January 1, 2019, we operated and reported in two segments - North America and International. In early 2019, we announced several strategic initiatives to drive future sales growth and long-term profitability, which resulted in the Company closing two of its three stores outside of North America. This left Spain as our only store outside of North America, and our chief operating decision maker (“CODM”) was no longer making operating performance assessments and resource allocation decisions for this single store. As a result, we no longer report International as a reportable segment. Certain reclassifications unrelated to the restatement of prior period financials were made to previously reported prior period amounts in order to conform to the current period presentation, including a reclass of $0.8 million from accrued expenses to accounts payable-trade as of December 31, 2018. Significant Accounting Policies Cash and cash equivalents Foreign currency translation and transactions . Foreign currency translation adjustments arise from activities of our foreign subsidiaries. Results of operations are translated into U.S. dollars using the average exchange rates during the period, while assets and liabilities are translated using period-end exchange rates. Foreign currency translation adjustments of assets and liabilities are recorded in stockholders’ equity and presented net of tax. Gains and losses resulting from foreign currency transactions are reported in the statements of income under the caption “Other (Income) Expense, net,” for all periods presented. Revenue Recognition The sales return allowance is based each year on historical customer return behavior and other known factors and reduces net sales and cost of sales, accordingly. As of June 30, 2019 and December 31, 2018, we have established a sales return allowance of $0.2 million and $0.3 million, respectively, based on historical customer return behavior and other known factors. The sales return allowance is included in accrued expenses and other liabilities, while an estimated value of the merchandise expected to be returned of $0.1 million has been included in other current assets in the accompanying Consolidated Balance Sheet at both June 30, 2019 and December 31, 2018. We record a gift card liability for the unfulfilled performance obligation on the date we issue a gift card to a customer. We record revenue and reduce the gift card liability as the customer redeems the gift card. In addition, for gift card breakage, we recognize a proportionate amount for the expected unredeemed gift cards over the expected customer redemption period, which is one year. At both June 30, 2019 and December 31, 2018, our gift card liability, included in accrued expenses and other liabilities, totaled $0.2 million. During 2019, we ended our wholesale pricing club program where customers received lower prices in exchange for a yearly membership fee. Under this program, the yearly membership fee when paid is recorded as deferred revenue and is recognized in net sales throughout the one-year period. As of June 30, 2019 and December 31, 2018, our deferred revenue associated with this program and included in accrued expenses and other liabilities was $0.1 million and $0.6 million, respectively. We recognized gift card revenue of $0.1 million in the six month period ended June 30, 2019 from the December 31, 2018 deferred revenue balance, and $0.1 million in the six month period ended June 30, 2018 from the December 31, 2017 deferred revenue balance. For the three and six months ended June 30, 2019 we recognized $0.8 million, and $1.2 million, respectively, and for the three and six months ended June 30, 2018 we recognized $0.9 million and $1.3 million, respectively, in net sales associated with gift cards and the wholesale pricing club membership fees. Disaggregated Revenue . In the following table, revenue for the three and six months ended June 30, 2019 and 2018 is disaggregated by geographic areas as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Restated Restated United States $ 15,056,236 $ 16,674,013 $ 33,379,988 $ 34,463,443 Canada 1,395,257 1,612,327 3,127,722 3,351,817 All other countries 745,322 900,882 1,630,427 1,872,540 Net sales $ 17,196,815 $ 19,187,222 $ 38,138,137 $ 39,687,800 Geographic sales information is based on the location of the customer. Excluding Canada, no single foreign country had net sales greater than 1.7% of our consolidated net sales for the three or six-month periods ended June 30, 2019 and 2018. Discounts . Prior to 2019, we maintained five price levels: retail, wholesale gold, wholesale elite, business, and manufacturer. Since May of 2019 (April of 2019 in Canada), we offer a single retail price level, plus three volume-based levels for commercial customers. Discounts from those price levels are offered to Business, Military/First Responder and Employee customers. Such discounts do not convey a material right to these customers since the discounted pricing they receive at the point of sale is not dependent upon any previous or subsequent purchases. As a result, sales are reported after deduction of discounts, at the point of sale. We do not pay slotting fees or make other payments to resellers. Operating expense Property and equipment, net of accumulated depreciation . Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are three to ten years for equipment and machinery, seven to fifteen years for furniture and fixtures, five years for vehicles, and forty years for buildings and related improvements. Leasehold improvements are amortized over the lesser of the life of the lease or the useful life of the asset. Repairs and maintenance costs are expensed as incurred. Inventory . Inventory is stated at the lower of cost (first-in, first-out) or net realizable value. Finished goods held for sale includes the cost of merchandise purchases, the costs to bring the merchandise to our Texas distribution center, warehousing and handling expenditures, and distributing and delivering merchandise to our stores. These costs include depreciation of long-lived assets utilized in acquiring, warehousing and distributing inventory. Manufacturing inventory including raw materials and work-in-process are valued on a first‑in, first out basis using full absorption accounting which includes material, labor, and other applicable manufacturing overhead. Carrying values of inventory are analyzed and, to the extent that the cost of inventory exceeds the net realizable value, provisions are made to reduce the carrying amount of the inventory. We regularly review all inventory items to determine if there are (i) damaged goods (e.g., for leather, excessive scars or damage from ultra-violet (“UV”) light), (ii) items that need to be removed from our product line (e.g., slow-moving items, inability of a supplier to provide items of acceptable quality or quantity, and to maintain freshness in the product line) and (iii) pricing actions that need to be taken to adequately value our inventory at the lower of cost or net realizable value. Since the determination of net realizable value of inventory involves both estimation and judgement with regard to market values and reasonable costs to sell, differences in these estimates could result in ultimate valuations that differ from the recorded asset. The majority of inventory purchases and commitments are made in U.S. dollars in order to limit the Company’s exposure to foreign currency fluctuations. Goods shipped to us are recorded as inventory owned by us when the risk of loss shifts to us from the supplier. Inventory is physically counted twice annually in the Texas distribution center. At the store level, inventory is physically counted each quarter. Inventory is then adjusted in our accounting system to reflect actual count results. June 30, 2019 December 31, 2018 Restated On hand: Finished goods held for sale $ 25,001,014 $ 31,263,806 Raw materials and work in process 688,776 919,202 Inventory in transit 499,265 1,119,541 TOTAL $ 26,189,055 $ 33,302,549 Leases Prior to 2019, rent expense on operating leases, including rent holidays and scheduled rent increases, was recorded on a straight‑line basis over the term of the lease, commencing on the date we took possession of the leased property. Rent expense is recorded in operating expenses. The net excess of rent expense over the actual cash paid was recorded as accrued expenses and other liabilities in the accompanying consolidated balance sheets. As of December 31, 2019, we have no finance leases, no sublease agreements, and no lease agreements in which we are named as a lessor. Subsequent to the recognition of our operating lease assets and lease liabilities, we recognize lease expense related to our operating leases on a straight-line basis over the lease term. The depreciable life of related leasehold improvements is based on the shorter of the useful life or the lease term. We also perform interim reviews of our operating lease assets for impairment when evidence exists that the carrying value of an asset group, including a lease asset, may not be recoverable. Impairment of Long-Lived Assets . We evaluate long-lived assets on a quarterly basis to identify events or changes in circumstances (“triggering events”) that indicate the carrying value of certain assets may not be recoverable. Upon the occurrence of a triggering event, right-of-use (“ROU”) lease assets, property and equipment and definite-lived intangible assets are reviewed for impairment and an impairment loss is recorded in the period in which it is determined that the carrying amount of the assets is not recoverable. The determination of recoverability is made based upon the estimated undiscounted future net cash flows of assets grouped at the lowest level for which there are identifiable cash flows independent of the cash flows of other groups of assets with such cash flows to be realized over the estimated remaining useful life of the primary asset within the asset group. The Company determined the lowest level of identifiable cash flows that are independent of other asset groups to be primarily at the individual store level. If the estimated undiscounted future net cash flows for a given store are less than the carrying amount of the related store assets, an impairment loss is determined by comparing the estimated fair value with the carrying value of the related assets. The impairment loss is then allocated across the asset group's major classifications which in this case are operating lease assets and property and equipment. Triggering events at the store level could include material declines in operational and financial performance or planned changes in the use of assets, such as store relocation or store closure. This evaluation requires management to make judgements relating to future cash flows, growth rates and economic and market conditions. The fair value of an asset group is estimated using a discounted cash flow valuation method. Goodwill and Other Intangible Assets During the first six months of 2019, no indicators of impairment were identified. Further, the only change in our goodwill for the six-month periods ended June 30, 2019 and 2018 resulted from a foreign currency translation loss of less than $0.1 million and a foreign currency translation gain of $0.3 million, respectively, and recorded in accumulated other comprehensive loss. Our intangible assets, excluding goodwill, and related accumulated amortization consisted of the following: June 30, 2019 Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 547,035 $ 7,334 Non-compete agreements 153,000 145,167 7,833 TOTAL $ 707,369 $ 692,202 $ 15,167 December 31, 2018 Restated Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 546,702 $ 7,667 Non-compete agreements 153,000 144,167 8,833 TOTAL $ 707,369 $ 690,869 $ 16,500 All our intangible assets, other than goodwill, are definite-lived intangibles and are subject to amortization. The weighted average amortization period is 15 years for trademarks and copyrights. Amortization expense related to other intangible assets of less than $0.01 million during both the six months ended June 30, 2019 and 2018 was recorded in operating expenses, and non-compete intangible assets were fully amortized during 2019 upon the expiration of such agreements. Based on the current amount of intangible assets subject to amortization, we estimate amortization expense to be less than $0.01 million annually over the next five years. Fair Value of Financial Instruments . We measure fair value as an exit price, which is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering such assumptions, accounting standards establish a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1 – observable inputs that reflect quoted prices in active markets for identical assets or liabilities. • Level 2 – significant observable inputs other than quoted prices in active markets for similar assets and liabilities, such as quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 – significant unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. Classification of the financial asset or liability within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Our principal financial instruments held consist of short-term investments, accounts receivable, accounts payable, and long-term debt. As of June 30, 2019, and December 31, 2018, the carrying values of our financial instruments, included in our Consolidated Balance Sheets, approximated their fair values. There were no transfers into or out of Levels 1, 2 and 3 during the three and six months ended June 30, 2019 and during the year ended December 31, 2018. Short-Term Investments . We determine the appropriate classification of investments at the time of purchase, and we re-evaluate that determination at each balance sheet date. Investments are recorded as either short-term or long-term on the Consolidated Balance Sheet, based on contractual maturity date. As of June 30, 2019, we held investments in U.S. Treasuries with maturity values of $9.1 million and maturities less than one year. We have classified these investments in debt securities as held-to-maturity. Such investments are recorded at amortized cost with book value approximating fair value which is based on Level 1 inputs for these investments. The Company believes there is no current expected credit allowance necessary for our short-term investments as: 1) Treasury securities typically are the most highly rated securities among rating agencies; 2) Treasury securities have a long history of no credit losses; and 3) Treasury securities are guaranteed by a sovereign entity (the U.S. Government) that can print its own money and whose currency (the U.S. dollar) is the reserve currency. Income Taxes . Income taxes are estimated for each jurisdiction in which we operate. This involves assessing current tax exposure together with temporary differences resulting from differing treatment of items for tax and financial statement accounting purposes. Any resulting deferred tax assets are evaluated for recoverability based on estimated future taxable income. To the extent recovery is deemed not likely, a valuation allowance is recorded. Our evaluation regarding whether a valuation allowance is required or should be adjusted also considers, among other things, the nature, frequency, and severity of recent losses, forecasts of future profitability and the duration of statutory carryforward periods. Deferred tax assets and liabilities are measured using the enacted tax rates in effect in the years when those temporary differences are expected to reverse. The effect on deferred taxes from a change in tax rate is recognized through continuing operations in the period that includes the enactment date of the change. Changes in tax laws and rates could affect recorded deferred tax assets and liabilities in the future. A tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. We recognize tax liabilities for uncertain tax positions and adjust these liabilities when our judgement changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense and the effective tax rate in the period in which new information becomes available. We recognize interest and/or penalties related to all tax positions in income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. We may be subject to periodic audits by the Internal Revenue Service and other taxing authorities. These audits may challenge certain of our tax positions, such as the timing and amount of deductions and allocation of taxable income to the various jurisdictions. Stock-based compensation . The Company’s stock-based compensation relates primarily to restricted stock unit (“RSU”) awards. Accounting guidance requires measurement and recognition of compensation expense at an amount equal to the grant date fair value. Compensation expense is recognized for service-based stock awards on a straight-line basis or ratably over the requisite service period, based on the closing price of the Company’s stock on the date of grant. The service-based awards typically vest ratably over the requisite service period, provided that the participant is employed on the vesting date. Compensation expense is reduced by actual forfeitures as they occur over the requisite service period of the awards. Performance-based RSUs vest, if at all, upon the Company satisfying certain performance targets. The Company records compensation expense for awards with a performance condition when it is probable that the condition will be achieved. If the Company determines it is not probable a performance condition will be achieved, no compensation expense is recognized. If the Company changes its assessment in a subsequent period and concludes it is probable a performance condition will be achieved, the Company will recognize compensation expense ratably between the period of the change in assessment through the expected date of satisfying the performance condition for vesting. If the Company subsequently assesses that it is no longer probable that a performance condition will be achieved, the accumulated expense that has been previously recognized will be reversed. The compensation expense ultimately recognized, if any, related to performance-based awards will equal the grant date fair value based on the number of shares for which the performance condition has been satisfied. We issue shares from authorized shares upon the lapsing of vesting restrictions on RSUs. We do not use cash to settle equity instruments issued under stock-based compensation awards. We had one stock option plan that expired in March 2017. This plan permitted annual stock option grants to non-employee directors with an exercise price equal to the fair market value of the shares at the date of grant. These options vested and became exercisable six months from the option grant date. Under this plan, no stock options were awarded in 2015 or after, therefore, we did not recognize any stock-based compensation expense for these options during those periods. Accounts Receivable and Allowance for Uncollectible Accounts. Comprehensive Income (Loss ) . Comprehensive income (loss) includes net income (loss) and certain other items that are recorded directly to stockholders’ equity. The Company’s only source of other comprehensive income (loss) is foreign currency translation adjustments, and those adjustments are presented net of tax. Recently Adopted Accounting Pronouncements Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, Intangibles Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment Intangibles - Goodwill and Other. Goodwill and other intangibles Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases Leases The Company elected the package of practical expedients available under the transition guidance within Topic 842, which among other things, permits the Company to carry forward its historical lease classification. The Company also elected other practical expedients under Topic 842 to: (1) apply hindsight when determining its reasonably certain lease terms or assessing impairment of its ROU assets at transition, (2) not record leases with an initial term of 12 months or less on the Consolidated Balance Sheet, and (3) combine and account for both lease and non-lease components within a contract as a single component for its sole asset class, real estate leases. Upon adoption of Topic 842, the Company recognized operating ROU assets (referred herein as “lease assets”) and lease liabilities based on the present value of its remaining minimum rental payments for existing operating leases as of the adoption date, utilizing the Company’s applicable incremental borrowing rate as of the adoption date. The adoption of Topic 842 resulted in the Company recognizing $17.6 million and $18.1 million of operating lease assets and lease liabilities, respectively, as of January 1, 2019. The difference between the lease assets and lease liabilities is primarily due to the recognition of a $0.5 million pre-tax cumulative effect adjustment to retained earnings on January 1, 2019, resulting from the impairment of certain operating lease assets upon transition which was based on fair value using Level 3 inputs. The Company had no finance leases at the time of adoption of Topic 842, previously termed capital leases under ASC 840. The adoption of Topic 842 had no material impact on the Company’s Consolidated Statements of Comprehensive Income (Loss) or Consolidated Statements of Cash Flows and did not impact the Company’s compliance with its debt covenants under its debt agreements. For further details, see Note 8, Leases During the six months ended June 30, 2019, the Company recognized no impairment loss related to its operating lease assets. Recent Accounting Standards Not Yet Adopted Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU 2019-12, Income Taxes Simplifying the Accounting for Income Taxes Internal-Use Software In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software Intangibles—Goodwill and Other—Internal-Use Software Credit Losses In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments |
RESTATEMENT OF PREVIOUSLY ISSUE
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2019 | |
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS [Abstract] | |
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 2. RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS We are filing this Quarterly Report on Form 10-Q for the three and six-month periods ended June 30, 2019 as part of our efforts to become current in our filing obligations under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Form 10-Q contains our unaudited consolidated financial statements as of and for the three and six months ended June 30, 2019 as well as restatements of the comparable periods, specifically: (i) our audited Consolidated Balance Sheet as of December 31, 2018, (ii) our unaudited Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2018, (iii) our unaudited Consolidated Statement of Cash Flows for the six months ended June 30, 2018, and (iv) our unaudited Consolidated Statements of Stockholders’ Equity as of December 31, 2017, March 31, June 30, and December 31, 2018 and March 31, 2019. Restatement Background As previously disclosed, on October 14, 2019, as a result of the findings of the Independent Investigation and the Company's ongoing reviews, the Company Such errors included: (i) methods used by the Company in the valuation and expensing of costs related to inventory which was not correctly stated and was not consistent with the first-in, first-out (“FIFO”) methodology, (ii) warehousing and handling expenditures which were not properly capitalized during the first and third quarters but were subsequently corrected on a semi-annual basis in the second and fourth quarters resulting in the understatement of inventory and net income in the first and third quarters and the overstatement of net income in the second and fourth quarters, (iii) warehouse and handling expenditures which were improperly classified in operating expenses in all quarters resulting in an overstatement of operating expenses in all restated periods, (iv) freight-in, warehousing and handling expenditures, factory labor and overhead, and freight-out costs which were being capitalized to inventory using historical standard rates that were not based on the actual costs incurred in each period resulting in misstatements of inventory value, (v) inventory reserve levels which did not reflect the Company’s accounting policy of carrying inventory at the lower of cost or net realizable value resulting in misstatements of inventory value, (vi) sales returns were not accounted for until November 2018, and through year end 2017 gift cards were initially recorded to net sales causing net sales to be overstated, (vii) lease accounting errors upon the adoption of Topic 842 on January 1, 2019, which resulted in the understatement of operating lease assets and operating lease liabilities, (viii) the income tax effect of pre-tax restatement adjustments as well as correction of income tax misstatements related to tax effected items recognized in the 2018 income tax provision but related to the previous 2017 tax year, including adjustments related to the Tax Cuts and Jobs Act (“TCJA”) and recognition of uncertain tax position (“UTP”) liability and related interest expense, and (ix) other smaller matters as described further below. All financial statements, schedules and footnotes impacted indicate the restated amounts under the caption “Restated.” In connection with process of restating our financial statements, we are also undergoing remediation efforts to fix the internal control failures that contributed to these misstatements. See Item 4 – Controls and Procedures Description of Restatement Adjustments Following is a comprehensive list of all restatement adjustments made during the Restatement Process. Some of the adjustments may apply to periods other than those applicable to this particular filing. Inventory Under the Company’s inventory accounting policy, inventory is stated using the FIFO methodology for cost, and such cost includes merchandise purchases, the costs to bring the merchandise to its Texas distribution center (freight-in), warehousing and handling expenditures, factory labor and overhead for items that are internally manufactured, and distributing and delivering merchandise to stores (freight-out). The Company carries inventory at the lower of this cost or net realizable value. The inventory restatement adjustments below were first identified by management as a result of a deeper analysis of legacy systems and practices that were in place for many years and which the Company is working to replace. Management identified the following areas in which the accounting for inventory did not adhere to the Company’s inventory accounting policy: (1) FIFO adjustment: inventory was not correctly stated and was not consistent with the FIFO methodology; (2) Freight-in, warehousing and handling expenditures, factory labor and overhead, and freight-out adjustment: i. warehousing and handling expenditures were not properly capitalized during the first and third quarters but were subsequently corrected on a semi-annual basis in the second and fourth quarters resulting in the understatement of inventory and net income in the first and third quarters and the overstatement of net income in the second and fourth quarters; and ii. freight-in, warehousing and handling expenditures, factory labor and overhead, and freight-out costs were being capitalized to inventory using historical standard rates that were not based on the actual costs incurred in each period resulting in misstatements; (3) Inventory reserve adjustment: Tandy’s accounting policy is to carry inventory at the lower of cost or net realizable value. Management noted inventory reserve levels did not reflect the Company’s accounting policy of carrying inventory at the lower of cost or net realizable value. This resulted in cumulative understatements of inventory. Sales Returns, Gift Card Liabilities and Class Fees (4) Sales returns: management noted estimates for sales returns had not been accounted for until November 2018. Using historical sales return trends for 2017 and 2018, management has estimated a sales return liability along with a corresponding inventory asset for all restatement periods. In addition, estimated sales returns previously recorded in the fourth quarter of 2018 were incorrectly presented on a net basis in cost of sales and have since been restated to reflect accounting on a gross basis in both net sales and cost of sales. Gift cards: for the restatement year 2017, management noted sales of gift cards were initially recorded to net sales causing net sales to be overstated. Management has estimated a gift card liability as of December 31, 2017 based on historical gift card issuances and the redemption activity. Starting January 1, 2018, management noted the Company had begun to account for the sale of gift cards properly by recording a gift card liability on the date a gift card is issued to a customer and recognizing revenue with a corresponding reduction to the gift card liability as the customer redeems the gift card. Class fees: for the restatement year 2018, management noted fees paid to instructors for in-store classes were initially netted against net sales causing operating expense and net sales to be understated. These fees incurred have been properly recorded to operating expense. There was no impact to net income (loss) related to this reclassification. Warehouse and Handling Reclassifications (5) Warehousing and handling expenditures were classified as operating expenses, resulting in overstatement of operating expenses in all periods. These costs have been reclassified to cost of sales since the inventory restatement in adjustment (2) above is properly adjusting the inventory balance for such costs with the offset recorded to cost of sales. There was no impact to net income (loss) related to this reclassification. Income Tax (6) Management noted the 2018 income tax provision included tax effected items related to the previous 2017 tax year, including adjustments related to the TCJA which was enacted on December 22, 2017, among other smaller tax correcting adjustments. Management noted the 2017 income tax provision had misstatements related not only to TCJA but also related to the recognition of UTP liability and related interest expense among other smaller tax correcting adjustments. Also, income tax restatement adjustments were made to reflect the tax effect of the pre-tax restatement adjustments for 2018 and 2017. The 2018 tax provision restatement adjustments consisted of a $0.6 million increase to income tax expense for the tax effect of pre-tax restatement adjustments and offset by a $0.5 million decrease to income tax expense primarily for the correction of the 2017 tax related items noted above ($0.4 million) along with smaller adjustments to correct return to provision amounts and correction of tax on income earned from wholly-owned foreign subsidiaries ($0.1 million). The 2017 provision restatement adjustments consisted of a $0.2 million decrease to income tax expense for the tax effect of pre-tax restatement adjustments and a $1.3 million increase to income tax expense for the correction of the TCJA misstatement noted above ($0.9 million) and other corrections such as uncertain tax position (UTP) liability and related interest expense ($0.2 million), correction of taxable income on the return of our Canada and Spain foreign subsidiaries ($0.2 million), and other smaller correcting adjustments. For the three and six months ended June 30, 2018, restatement adjustments related to the tax effect of pre-tax restatement adjustments totaled less than $0.1 million of tax benefit for both periods. Restatement adjustments related to correction of tax related misstatements totaled less than $0.1 million of income tax expense for the three months ended June 30, 2018 and $0.1 million of income tax expense for the six months ended June 30, 2018. Accruals and Other (7) There were misstatements related to the recognition of accrued paid-time-off (“PTO”) resulting in understatement of accrued expenses and other liabilities as well as other misstatements primarily related to recognition of other accrued operating expenses, payroll related costs, long-term debt classification and cash cutoff for outstanding checks, break out impairment expense previously included in operating expenses, and reclass of leasehold improvements from prepaid expenses to property and equipment, all of which are being corrected in connection with the restatement of previously issued financial statements. Leases (8) During the first quarter of 2019, we adopted the new lease accounting standard under Topic 842. Management noted as part of the adoption that the Company did not ensure the appropriateness of inputs being used to calculate the present value of lease payments over the lease terms. This resulted in the misstatement of operating lease assets, and the current and long-term portion of operating lease liabilities upon initial recognition on January 1, 2019. Foreign Currency Gains & Losses and Cumulative Translation Adjustments (9) Foreign currency gains and losses associated with the activity of the Company’s Canadian subsidiary were incorrectly classified as a component of accumulated other comprehensive income (loss). These gains and losses have been restated and are included in net income (loss). Cumulative translation adjustments (“CTA”) included in accumulated other comprehensive income (loss) were not tax effected. Management has corrected this error by tax effecting CTA and by presenting CTA net of tax within accumulated other comprehensive income (loss). Common Stock (10) A number of shares of the Company’s common stock were repurchased by the Company and cancelled prior to 2010. Management noted these repurchases were incorrectly accounted for as treasury stock. The number of shares issued, and the number of shares held in treasury, were both overstated by 993,623 shares. The number of shares outstanding has been properly presented in all periods. This correction will not result in any change to net stockholders’ equity, nor will it affect any weighted average shares outstanding calculations used in the determination of earnings per share. Restatement Reconciliation Tables The following tables present a reconciliation of our Consolidated Balance Sheet as previously reported as of December 31, 2018 to the restated amounts shown in this filing. We have also presented a reconciliation of our Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2018, and Consolidated Statement of Cash Flows for the six months ended June 30, 2018, as previously reported to the restated amounts shown in this filing. The following restatement adjustment footnote numbers correspond to the restatement adjustment descriptions above. Tandy Leather Factory, Inc. Consolidated Balance Sheet December 31, 2018 As Reported Adjustments As Restated ASSETS CURRENT ASSETS: Cash $ 24,070,351 $ - $ 24,070,351 Accounts receivable-trade, net of allowance for doubtful accounts of $15,703 408,170 - 408,170 Inventory 33,867,276 (564,727 ) (1) (2)(3)(4)(7) 33,302,549 Prepaid income taxes 383,478 36,430 (6) 419,908 Prepaid expenses 1,244,754 39,041 (7) 1,283,795 Other current assets 161,208 170,597 (7) 331,805 Total current assets 60,135,237 (318,659 ) 59,816,578 Property and equipment, at cost 28,005,563 134,782 (7) 28,140,345 Less accumulated depreciation (13,606,266 ) (18,995 ) (7) (13,625,261 ) Property and equipment, net 14,399,297 115,787 14,515,084 Deferred income taxes 248,228 844,065 (6) 1,092,293 Goodwill 954,765 - 954,765 Other intangibles, net of accumulated amortization of $690,869 16,500 - 16,500 Other assets 386,107 - 386,107 TOTAL ASSETS 76,140,134 641,193 76,781,327 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable-trade 1,978,840 175,554 (7) 2,154,394 Accrued expenses and other liabilities 4,176,479 1,225,029 (4)(7) 5,401,508 Current maturities of long-term debt 747,335 (227,819 ) (7) 519,516 Total current liabilities 6,902,654 1,172,764 8,075,418 Uncertain tax positions - 1,415,715 (6) 1,415,715 Deferred income taxes 1,556,493 (1,556,493 ) (6)(9) - Other non-current liabilities - 555,296 (6) 555,296 Long-term debt, net of current maturities 8,220,683 227,819 (7) 8,448,502 COMMITMENTS AND CONTINGENCIES (Note 10) STOCKHOLDERS' EQUITY: - - - Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance - - - Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,353,155 shares issued 27,232 (2,384 ) (10) 24,848 Paid-in capital 7,158,821 (2,891,683 ) (10) 4,267,138 Retained earnings 65,716,761 (1,240,383 ) (1) (2)(3)(4)(6)(7)(9) 64,476,378 Treasury stock at cost (1,292,594 shares) (11,931,850 ) 2,894,067 (10) (9,037,783 ) Accumulated other comprehensive loss (net of tax of $480,112) (1,510,660 ) 66,475 (9) (1,444,185 ) Total stockholders' equity 59,460,304 (1,173,908 ) 58,286,396 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 76,140,134 641,193 76,781,327 Tandy Leather Factory, Inc. Consolidated Statement of Comprehensive Income (Loss) Unaudited Three Months Ended June 30, 2018 As Reported Adjustments As Restated Net sales $ 19,177,767 $ 9,455 (4) $ 19,187,222 Cost of sales 6,059,325 894,405 (1)(2)(3)(4)(5) 6,953,730 Gross profit (loss) 13,118,442 (884,950 ) 12,233,492 Operating expenses 11,136,961 (485,575 ) (5)(7) 10,651,386 Income (loss) from operations 1,981,481 (399,375 ) 1,582,106 Other (income) expense: Interest expense 78,182 - 78,182 Other, net (46,741 ) (85,101 ) (9) (131,842 ) Total other (income) expense 31,441 (85,101 ) (53,660 ) Income (loss) before income taxes 1,950,040 (314,274 ) 1,635,766 Provision (benefit) for income taxes 509,948 (31,925 ) (6) 478,023 Net income (loss) $ 1,440,092 $ (282,349 ) $ 1,157,743 Foreign currency translation adjustments, net of tax (294,598 ) 9,824 (9) (284,774 ) Comprehensive income (loss) $ 1,145,494 $ (272,525 ) $ 872,969 Net income (loss) per common share: Basic $ 0.15 $ (0.02 ) $ 0.13 Diluted $ 0.15 $ (0.02 ) $ 0.13 Weighted average number of shares outstanding: Basic 9,180,076 9,180,076 9,180,076 Diluted 9,180,727 9,182,527 9,182,527 Tandy Leather Factory, Inc. Consolidated Statement of Comprehensive Income (Loss) Unaudited Six Months Ended June 30, 2018 As Reported Adjustments As Restated Net sales $ 39,466,685 $ 221,115 (4) $ 39,687,800 Cost of sales 13,505,281 1,259,967 (1 )(2)(3)(4)(5)(7) 14,765,248 Gross profit (loss) 25,961,404 (1,038,852 ) 24,922,552 Operating expenses 22,210,962 (924,653 ) (5)(7) 21,286,309 Income (loss) from operations 3,750,442 (114,199 ) 3,636,243 Other (income) expense: Interest expense 142,824 - 142,824 Other, net (85,613 ) (199,607 ) (9) (285,220 ) Total other (income) expense 57,211 (199,607 ) (142,396 ) Income (loss) before income taxes 3,693,231 85,408 3,778,639 Provision (benefit) for income taxes 979,520 124,720 (6) 1,104,240 Net income (loss) $ 2,713,711 $ (39,312 ) $ 2,674,399 Foreign currency translation adjustments, net of tax (272,807 ) (70,959 ) (9) (343,766 ) Comprehensive income (loss) $ 2,440,904 $ (110,271 ) $ 2,330,633 Net income (loss) per common share: Basic $ 0.29 $ 0.01 $ 0.29 Diluted $ 0.29 $ 0.01 $ 0.29 Weighted average number of shares outstanding: Basic 9,222,028 9,222,028 9,222,028 Diluted 9,222,533 9,223,086 9,223,086 Tandy Leather Factory, Inc. Consolidated Statement of Cash Flows Unaudited Six Months Ended June 30, 2018 As Reported Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 2,713,711 $ (39,312 ) $ 2,674,399 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 878,955 1,139 (7) 880,094 (Gain) loss on disposal of assets 4,556 - 4,556 Stock-based compensation 52,688 - 52,688 Deferred income taxes (96,057 ) (58,586 ) (6)(9) (154,643 ) Exchange (gain) loss (268,321 ) 52,455 (9) (215,866 ) Changes in operating assets and liablities: Accounts receivable-trade (35,043 ) 12,509 (7) (22,534 ) Inventory (709,072 ) 20,638 (1)(2)(4) (688,434 ) Prepaid expenses 98,203 67,654 (6)(7) 165,857 Other current assets 113,570 (113,570 ) (7) - Accounts payable-trade (189,928 ) 911,645 (7) 721,717 Accrued expenses and other liabilities (1,258,506 ) (662,391 ) (4)(7) (1,920,897 ) Income taxes (255,695 ) 53,044 (6) (202,651 ) Other assets (3,910 ) 426,212 (7) 422,302 Total adjustments (1,668,560 ) 710,749 (957,811 ) Net cash provided by operating activities 1,045,151 671,437 1,716,588 Cash flows from investing activities: Purchase of property and equipment (421,861 ) - (421,861 ) Proceeds from sales of assets 7,028 - 7,028 Net cash used in investing activities (414,833 ) - (414,833 ) Cash flows from financing activities: Proceeds from long-term debt 982,938 - 982,938 Repurchase of treasury stock (995,186 ) - (995,186 ) Net cash used in financing activities (12,248 ) - (12,248 ) Effect of exchange rate changes on cash and cash equivalents - (417,036 ) (9) (417,036 ) Net (decrease) increase in cash and cash equivalents 618,070 254,401 872,471 Cash and cash equivalents, beginning of period 18,337,258 (254,401 ) 18,082,857 Cash and cash equivalents, end of period $ 18,955,328 $ - $ 18,955,328 |
NOTES PAYABLE AND LONG-TERM DEB
NOTES PAYABLE AND LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2019 | |
NOTES PAYABLE AND LONG-TERM DEBT [Abstract] | |
NOTES PAYABLE AND LONG-TERM DEBT | 3. NOTES PAYABLE AND LONG-TERM DEBT As previously disclosed, on October 14, 2019, our management, in consultation with the Audit Committee, determined that Tandy's previously issued Consolidated Financial Statements as of and for (i) the years ended December 31, 2018 and 2017, (ii) the three and six-month periods ended June 30, 2018, (iii) the three and nine-month periods ended September 30, 2018, and (iv) the three-month period ended March 31, 2019, should no longer be relied upon due to misstatements related to our accounting processes for inventory transactions, and we would restate such financial statements as part of the Restatement Process. See the Restatement Footnote for further information around the Restatement Process. As a result, the Company did not timely file with the SEC its Quarterly Reports on Form 10-Q for the periods ended June 30, and September 30, 2019, March 31, June 30, and September 30, 2020, and March 31, 2021, or its Annual Report on Form 10-K for fiscal 2019 and fiscal 2020 (collectively, the “Delinquent Filings”). Under the terms of the Promissory Note agreements the Company had in place with its primary bank, BOKF, NA d/b/a Bank of Texas (“BOKF”), we were required to provide BOKF quarterly financial statements and compliance certificates. We were unable to provide these financial statements and compliance certificates for the Delinquent Filings noted above. In response, on April 2, 2020, BOKF provided notice under the terms of the Promissory Note agreements that such Promissory Notes were cancelled. As of the date of cancellation, Tandy had no borrowings outstanding under these credit facilities or with any other lending institution. On September 18, 2015, we executed a Promissory Note and Business Loan Agreement with BOKF which provided us with a working capital line of credit facility of up to $6 million which was secured by our inventory. On August 20, 2018, this line of credit was amended to extend the maturity to September 18, 2020 and to reduce the interest rate by 0.35%, and on September 18, 2019, the maturity date was further extended through September 18, 2021. The Business Loan Agreement contained covenants that required us to maintain a funded debt to EBITDA ratio of no greater than 1.5 to 1 and a Fixed Charge Coverage Ratio greater than or equal to 1.2 to 1. Both ratios were calculated quarterly on a trailing four quarter basis. As of June 30, 2019 and December 31, 2018, there were no amounts drawn on this line of credit. Also, on September 18, 2015, we executed a Promissory Note and Business Loan Agreement with BOKF which provided us with a line of credit facility of up to $10 million for the purpose of repurchasing shares of our common stock pursuant to our stock repurchase program, announced in August 2015 and subsequently amended, which permitted us to repurchase up to 2.2 million shares of our common stock at prevailing market prices through August 2020. Subsequently, this line of credit was amended to increase the availability from $10 million to $15 million for the repurchase of shares of our common stock pursuant to our stock repurchase program through the end of the draw down period which was the earlier of August 9, 2020 or the date on which the entire amount was drawn. In addition, this Promissory Note was amended on August 20, 2018 to reduce the interest rate by 0.35%, and on September 18, 2019, the maturity date was further extended through September 18, 2024. We were required to make monthly interest-only payments through September 18, 2020. After this date, the principal balance would have rolled into a 4-year term note with principal and interest paid on a monthly basis with a maturity date of September 18, 2024. This Promissory Note was secured by a Deed of Trust on the real estate located at 1900 SE Loop 820, Fort Worth, Texas. For the six months ended June 30, 2018, we drew $1.0 million on this line which was used to purchase 129,745 shares of our common stock pursuant to our stock repurchase program. As of December 31, 2018, the outstanding balance on this line of credit was $9.0 million. During the quarter ended March 31, 2019, we paid off this line of credit with no pre-payment penalties incurred. Prior to August 20, 2018, amounts drawn under either Promissory Note accrued interest at the London Interbank Offered Rate for U.S. dollars (commonly known as “LIBOR”) plus 1.85%. Beginning August 20, 2018, the notes accrued interest at LIBOR plus 1.5% (3.931% at June 30, 2019). Neither line of credit carried commitment fees. The amount outstanding under the above agreements consisted of the following: June 30, 2019 December 31, 2018 Restated Business loan agreement with BOKF – collateralized by real estate; payable as follows: Line of credit note, as amended, in the maximum principal amount of $15,000,000 with features as more fully described above – interest due monthly at LIBOR plus 1.5%; matures September 18, 2024 $ - $ 8,968,018 Line of credit note, as amended, in the maximum principal amount of $6,000,000 with revolving features as more fully described above – interest due monthly at LIBOR plus 1.5%; matures September 18, 2021 - - $ - $ 8,968,018 Less current maturities - 519,516 TOTAL $ - $ 8,448,502 During the second quarter of 2020, the Company borrowed $0.4 million from Banco Santander S.A. under the Institute of Official Credit Guarantee for Small and Medium-sized Enterprises in order to facilitate the continuation of employment and to attenuate the economic effects of the coronavirus (“COVID-19”) virus. This loan was provided for by the Spanish government as part of a COVID-19 relief program. The term of the agreement is five years and the interest rate is fixed at 1.5%. Based on the terms of the loan agreement, we are required to make monthly interest-only payments for the first two years and monthly principal and interest payments for the remainder of the term of the agreement. |
INCOME TAX
INCOME TAX | 6 Months Ended |
Jun. 30, 2019 | |
INCOME TAX [Abstract] | |
INCOME TAX | 4. INCOME TAX Our restated effective tax rate for the three and six-months ended June 30, 2019 was 26.6% and 26.6%, respectively, compared to 29.2% (restated) for the same periods in 2018. Our effective tax rate differs from the federal statutory rate primarily due to U.S. state income tax expense, the difference in tax rates for loss carryback periods, foreign income/loss positions, expenses that are nondeductible for tax purposes, and differences in tax rates. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, permits net operating loss (“NOL”) carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The Company is evaluating the impact of the CARES Act and expects that the NOL carryback provision of the CARES Act will result in a cash tax benefit to the Company. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2019 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | 5. STOCK-BASED COMPENSATION The Tandy Leather Factory, Inc. 2013 Restricted Stock Plan (the “2013 Plan”) was adopted by our Board of Directors in January 2013 and approved by our stockholders in June 2013. The 2013 Plan initially reserved up to 300,000 shares of our common stock for restricted stock and restricted stock unit (“RSU”) awards, on or prior to June 2018, to our executive officers, non-employee directors and other key employees (of which, there were 167,593 shares available for future awards as of June 30, 2019). Awards granted under the 2013 Plan may be service-based awards or performance-based awards, and may be subject to a graded vesting schedule with a minimum vesting period of four years, unless otherwise determined by the Compensation Committee of the Board of Directors that administers the plan. In March 2019 and 2020, as part of their annual director compensation, certain of our non-employee directors were granted a total of 28,191 and 24,010 service-based RSUs, respectively, under the 2013 Plan which will vest ratably over the next three years provided that the participant is still on the board on the vesting date. In December 2019 certain of our key employees were granted a total of 17,988 service-based RSUs under the 2013 Plan which will vest ratably over the next three years provided that the participants are employed on the vesting date. In June 2020, our stockholders approved an increase to the plan reserve to 800,000 shares of our common stock and extended the 2013 Plan through June 2023. In addition to grants under the Company’s 2013 Restricted Stock Plan, in October 2018, we granted a total of 644,000 RSUs to the Company’s Chief Executive Officer (“CEO”), of which (i) 460,000 are service-based RSUs that vest ratably over a period of five years from the grant date based on our CEO’s continued employment in her role, (ii) 92,000 are performance-based RSUs that will vest if the Company’s operating income exceeds $12 million dollars two fiscal years in a row, and (iii) 92,000 are performance-based RSUs that will vest if the Company’s operating income exceeds $14 million dollars in one fiscal year. A summary of the activity for non-vested restricted stock and RSU awards as of June 30, 2019 and 2018 is presented below: Shares Grant Fair Value Balance, December 31, 2018 657,717 $ 7.39 Granted 28,191 5.64 Forfeited (5,319 ) 5.64 Vested (1,408 ) 7.72 Balance, June 30, 2019 679,181 $ 7.39 Balance, December 31, 2017 36,803 $ 7.93 Granted - - Vested (16,648 ) 8.22 Balance, June 30, 2018 20,155 $ 7.93 The Company’s stock-based compensation relates primarily to RSU awards. For these service-based awards, our stock-based compensation expense, included in operating expenses, was $0.2 million and $0.4 million for the three and six-month periods ended June 30, 2019, respectively, and less than $0.1 million and $0.1 million for the three and six-month periods ended June 30, 2018, respectively. As of June 30, 2019, the Company has concluded it is not probable that the performance conditions related to performance-based RSUs will be achieved, and as a result no compensation expense related to performance-based RSUs has been recorded. As of June 30, 2019, there was unrecognized compensation cost related to non-vested, service-based restricted stock and RSU awards of $3.2 million which will be recognized in each of the following years: Unrecognized Expense 2019 $ 404,977 2020 777,537 2021 758,325 2022 721,284 2023 509,910 $ 3,172,033 We issue shares from authorized shares upon the lapsing of vesting restrictions on restricted stock and RSUs. For the six months ended June 30, 2019, we issued 1,408 shares resulting from the vesting of restricted stock. We do not use cash to settle equity instruments issued under stock-based compensation awards. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2019 | |
EARNINGS PER SHARE [Abstract] | |
EARNINGS PER SHARE | 6. EARNINGS PER SHARE Basic earnings per share (“EPS”) are computed based on the weighted average number of common shares outstanding during the period. Diluted EPS includes additional common shares that would have been outstanding if potential common shares with a dilutive effect, such as stock awards from the Company’s restricted stock plan, had been issued. Anti-dilutive securities represent potentially dilutive securities which are excluded from the computation of diluted EPS as their impact would be anti-dilutive. Diluted EPS is computed using the treasury stock method. The following table sets forth the computation of basic and diluted EPS for the three and six months ended June 30, 2019 and 2018: Three Months Ended June 30, Six Months Ended June 30, 2019 (1) 2018 Restated 2019 2018 Restated Numerator: Net income (loss) $ (875,667 ) $ 1,157,743 $ 644,144 $ 2,674,399 Denominator: Basic weighted-average common shares ouststanding 8,933,648 9,180,076 8,971,490 9,222,028 Dilutive effect of service-based restricted stock awards granted to Board of Directors under the Plan - 18 3,510 - Dilutive effect of service-based restricted stock awards granted to employees under the Plan - 2,433 - 1,058 Diluted weighted-average common shares outstanding 8,933,648 9,182,527 8,975,000 9,223,086 (1) For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2019 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Legal Proceedings We are periodically involved in various litigation that arises in the ordinary course of business and operations. There are no such matters pending that we expect to have a material impact on our financial position or operating results. Legal costs associated with the resolution of claims, lawsuits, and other contingencies are expensed as incurred. In November 2019, a class action lawsuit seeking unspecified damages was brought by a stockholder in the Federal District Court in Los Angeles, California, and subsequently transferred to the Federal District Court for the Northern District of Texas, against the Company and members of its current and former management relating to our announcement of the circumstances leading to our restatement. We believe that suit was without merit, and the suit was withdrawn by the plaintiff in April 2020; however, there can be no assurance that additional litigation against the Company and/or its management or Board of Directors might not be threatened or brought in connection with matters related to our restatement. Delisting of Company’s Common Stock As previously disclosed, the Company was unable to timely file the Delinquent Filings due to the Restatement Process. As a result, on February 18, 2020, the Company received a notice from Nasdaq indicating that, unless the Company timely requested a hearing before a Nasdaq Hearings Panel (the “Panel”), the Company’s common stock would be subject to suspension and delisting from Nasdaq due to non-compliance with Nasdaq Listing Rule 5250(c)(1). On May 1, 2020, the Panel granted the Company’s request to remain listed on Nasdaq, subject to the Company filing all current and overdue quarterly and annual reports with the Securities and Exchange Commission on or before August 10, 2020. Because the Restatement Process was not complete by such date, Nasdaq suspended trading in our shares on Nasdaq as of August 13, 2020. Our stock has since traded on the OTC Link (previously “Pink Sheets”) operated by OTC Markets Group under the symbol “TLFA”. Nasdaq denied our appeal of this decision, resulting in our stock being formally delisted on February 9, 2021. We intend to reapply for Nasdaq listing once the Company has made the required Exchange Act filings. SEC Investigation The Company has self-reported to the SEC information concerning the internal investigation of accounting matters described in the Explanatory Note and in Note 2, “Restatement of Previously Issued Consolidated Financial Statements” of this Form 10-Q. Subsequently, the Division of Enforcement of the SEC informed the Company that it had initiated an investigation into the Company’s historical accounting practices. The Company is fully cooperating with the investigation and is in discussions with the SEC regarding a possible negotiated resolution. In October 2020, an agreement (which was updated on May 12, 2021) in principle was reached on the material terms of such a resolution, which includes an agreement by the Company to pay a $0.2 million penalty. However, this provisional resolution is still subject to finalizing the necessary documents and obtaining final approval from the SEC, which cannot be assured. Accordingly, as of December 31, 2020, a $0.2 million liability has been recorded in accrued expenses and other liabilities on our Consolidated Balance Sheet. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2019 | |
LEASES [Abstract] | |
LEASES | 8. LEASES The Company leases certain real estate for its retail store locations under long-term lease agreements. For leases effective on or after January 1, 2019, the Company determines if an arrangement is a lease at inception and recognizes operating lease assets and lease liabilities at commencement date based on the present value of lease payments over the lease term. The present value of the Company’s lease payments may include: (1) rental payments adjusted for inflation or market rates, and (2) lease terms with options to renew the lease when it is reasonably certain the Company will exercise such an option. The exercise of lease renewal options is generally at the Company’s discretion. Payments based on a change in an index or market rates are not considered in the determination of lease payments for purposes of measuring the related lease liability. The Company discounts lease payments using its incremental borrowing rate based on information available as of the measurement date. Subsequent to the recognition of its operating lease assets and lease liabilities, the Company recognizes lease expense related to its operating leases on a straight-line basis over the lease term. None of the Company’s lease agreements contain contingent rental payments, material residual value guarantees or material restrictive covenants. The depreciable life of related leasehold improvements is based on the shorter of the useful life or the lease term. As of September 30, 2020, the Company had no finance leases, no sublease agreements, and no lease agreements in which it is named as a lessor. During the fourth quarter of 2020, the Company entered into a few small finance leases. The Company performs interim reviews of its long-lived assets for impairment when evidence exists that the carrying value of an asset group, including a lease asset, may not be recoverable. Excluding the January 1, 2019 impairment charge to retained earnings upon the adoption of Topic 842, no impairment expense associated with operating lease assets was recognized during the three and six months ended June 30, 2019. Additional information regarding the Company’s operating leases is as follows: Leases Balance Sheet Classification June 30, 2019 Assets: Non-current Operating lease assets $ 15,657,859 Liabilities: Current Operating lease liabilities $ 3,993,352 Non-current Operating lease liabilities, noncurrent 12,204,359 Total lease liabilities $ 16,197,711 Lease Cost Income Statement Classification Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Operating lease cost Operating expenses $ 1,042,057 $ 2,088,711 Variable lease cost (1) Operating expenses 218,190 468,994 Total lease cost $ 1,260,247 $ 2,557,705 (1) Variable lease cost includes payments for certain real estate taxes, insurance, common area maintenance, and other charges related to lease agreements, which are not included in the measurement of the operating lease liabilities. Maturity of Lease Liabilities June 30, 2019 2019 $ 2,048,191 2020 3,888,665 2021 3,279,719 2022 2,408,708 2023 1,721,031 Thereafter 5,001,634 Total lease payments (2) $ 18,347,948 Less: Interest (2,150,237 ) Present value of lease liabilities $ 16,197,711 (2) Operating lease payments exclude $0.3 million of legally binding minimum lease payments for leases signed, but not yet commenced as of June 30, 2019. As of June 30, 2019, the weighted average remaining lease term for our operating leases was 6.2 years, and the weighted average discount rate used to measure our operating leases was 4.1%. Other Information Three Months Ended Six Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 1,016,719 $ 2,032,013 ROU assets obtained in exchange for lease obligations - 18,076,962 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2019 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | 9. SUBSEQUENT EVENTS COVID-19 In late 2019, COVID-19 was detected in Wuhan, China and has since spread to other parts of the world, including the U.S. On March 11, 2020, the World Health Organization declared COVID-19 a global pandemic. Federal, state, and local governments implemented various restrictions, including travel restrictions, border closings, restrictions on public gatherings, quarantining of people who may have been exposed to the virus, shelter-in-place restrictions and limitations on business operations. As previously announced and for the health and safety of employees and customers, o n March 17, 2020, the Company made the decision to begin temporary store closures. We began closing stores on March 18, 2020 and by April 2, 2020, we temporarily closed all stores to the public. While we pivoted to serve customers online, In response, w e took immediate action to mitigate the impact of temporary store closures on our cash flows by: (i) furloughing 406 Tandy employees, comprising two-thirds of the Tandy work force, (ii) temporarily cutting corporate salaries, with deeper cuts for the Executive Leadership Team, (iii) negotiating abatements, deferrals and other favorable lease terms with landlords, and (iv) negotiating longer payment terms with our key product vendors. Due to our size, we were not eligible for the Paycheck Protection Program administered through the Small Business Administration. Also, due to our not being current on financial filings with the SEC, we were not able to obtain loans under the Coronavirus Aid, Relief, and Economic Security Act, also known as the CARES Act. During the second quarter of 2020, the Company borrowed $0.4 million through the Spanish government’s Institute of Official Credit Guarantee for Small and Medium-sized Enterprises, a COVID-19 relief program. The term of the agreement is for five years and the interest rate is fixed at 1.5%. Based on the terms of the loan agreement, we make interest-only payments for the first two years and monthly principal and interest payments for the remainder of the term of the agreement. In Canada, we participated in the Canada Emergency Commercial Rent Assistance (“CECRA”) program for rent relief. This program provided for a 75% reduction in the store rent for included stores for the months of April, May and June 2020. We received total rent abatements under the program of $0.05 million. During the second quarter of 2020 as leases expired or early terminations were negotiated, we permanently closed eight stores where we believe we can retain a majority of customers through geographically proximate stores and/or our enhanced website platform, creating additional savings in operating expenses. After these permanent closures, 106 stores remained, including ten in Canada and one in Spain. On May 22, 2020, our Fort Worth flagship store reopened to the public, the beginning of a phased approach to reopening our stores with limited hours, new protocols for sanitizing, social distancing, wearing masks and taking daily temperatures of employees. During the third quarter of 2020, all 106 of Tandy’s stores had reopened to the public and the store re-openings were well received by our employees and customers. D uring the fourth quarter of 2020 through the present, we have continued to manage through the pandemic as we have seen periodic spikes in COVID-19 infections and have been forced to close certain stores or move certain stores to “curbside only” operations. While we previously fulfilled our web orders out of our retail stores, we have built a centralized web fulfillment capability in our Fort Worth distribution center and will be fulfilling web orders primarily through Fort Worth going forward. Both our e-commerce business and stores, during the limited period since reopening, have been performing above last year sales levels, but the future remains uncertain, and more store closures and/or the ongoing unemployment crisis could cause a material negative impact on future sales. As part of the Company’s accounting policy for long-lived asset impairments, we believe the COVID-19 impact on the Company’s results of operations, cash flows and financial position and the ongoing uncertainty the virus has created around future operating results represented a triggering event during the first quarter of 2020 and continuing throughout the remainder of 2020. For fiscal year 2020, the Company expects to record impairment expense of $1.1 million, primarily related to property and equipment and operating lease assets for certain stores that are projected to underperform to a level where the cash flows they generate will not be sufficient to cover their respective asset carry values. Share Repurchase Program On August 9, 2020, the Board of Directors approved a new program to repurchase up to $5 million of its common stock between August 9, 2020 and July 31, 2022. The Company's previous share repurchase program expired in August 2020. The Company will be able to resume share repurchases in the open market following completion of the Company's financial restatement and making all required periodic filings with the SEC. On January 28, 2021, we entered into an agreement with an institutional shareholder of the Company, to repurchase 500,000 shares of our common stock, par value $0.0024 in a private transaction. The purchase price was $3.35 per share for a total of $1.7 million. The closing of the repurchase of these shares took place on February 1, 2021. Prior to the repurchase, the shares represented approximately 5.5% of our outstanding common stock. |
BASIS OF PRESENTATION AND CER_2
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Cash and cash equivalents | Cash and cash equivalents |
Foreign currency translation and transactions | Foreign currency translation and transactions . Foreign currency translation adjustments arise from activities of our foreign subsidiaries. Results of operations are translated into U.S. dollars using the average exchange rates during the period, while assets and liabilities are translated using period-end exchange rates. Foreign currency translation adjustments of assets and liabilities are recorded in stockholders’ equity and presented net of tax. Gains and losses resulting from foreign currency transactions are reported in the statements of income under the caption “Other (Income) Expense, net,” for all periods presented. |
Revenue Recognition | Revenue Recognition The sales return allowance is based each year on historical customer return behavior and other known factors and reduces net sales and cost of sales, accordingly. As of June 30, 2019 and December 31, 2018, we have established a sales return allowance of $0.2 million and $0.3 million, respectively, based on historical customer return behavior and other known factors. The sales return allowance is included in accrued expenses and other liabilities, while an estimated value of the merchandise expected to be returned of $0.1 million has been included in other current assets in the accompanying Consolidated Balance Sheet at both June 30, 2019 and December 31, 2018. We record a gift card liability for the unfulfilled performance obligation on the date we issue a gift card to a customer. We record revenue and reduce the gift card liability as the customer redeems the gift card. In addition, for gift card breakage, we recognize a proportionate amount for the expected unredeemed gift cards over the expected customer redemption period, which is one year. At both June 30, 2019 and December 31, 2018, our gift card liability, included in accrued expenses and other liabilities, totaled $0.2 million. During 2019, we ended our wholesale pricing club program where customers received lower prices in exchange for a yearly membership fee. Under this program, the yearly membership fee when paid is recorded as deferred revenue and is recognized in net sales throughout the one-year period. As of June 30, 2019 and December 31, 2018, our deferred revenue associated with this program and included in accrued expenses and other liabilities was $0.1 million and $0.6 million, respectively. We recognized gift card revenue of $0.1 million in the six month period ended June 30, 2019 from the December 31, 2018 deferred revenue balance, and $0.1 million in the six month period ended June 30, 2018 from the December 31, 2017 deferred revenue balance. For the three and six months ended June 30, 2019 we recognized $0.8 million, and $1.2 million, respectively, and for the three and six months ended June 30, 2018 we recognized $0.9 million and $1.3 million, respectively, in net sales associated with gift cards and the wholesale pricing club membership fees. Disaggregated Revenue . In the following table, revenue for the three and six months ended June 30, 2019 and 2018 is disaggregated by geographic areas as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Restated Restated United States $ 15,056,236 $ 16,674,013 $ 33,379,988 $ 34,463,443 Canada 1,395,257 1,612,327 3,127,722 3,351,817 All other countries 745,322 900,882 1,630,427 1,872,540 Net sales $ 17,196,815 $ 19,187,222 $ 38,138,137 $ 39,687,800 Geographic sales information is based on the location of the customer. Excluding Canada, no single foreign country had net sales greater than 1.7% of our consolidated net sales for the three or six-month periods ended June 30, 2019 and 2018. |
Discounts | Discounts . Prior to 2019, we maintained five price levels: retail, wholesale gold, wholesale elite, business, and manufacturer. Since May of 2019 (April of 2019 in Canada), we offer a single retail price level, plus three volume-based levels for commercial customers. Discounts from those price levels are offered to Business, Military/First Responder and Employee customers. Such discounts do not convey a material right to these customers since the discounted pricing they receive at the point of sale is not dependent upon any previous or subsequent purchases. As a result, sales are reported after deduction of discounts, at the point of sale. We do not pay slotting fees or make other payments to resellers. |
Operating expense | Operating expense |
Property and equipment, net of accumulated depreciation | Property and equipment, net of accumulated depreciation . Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are three to ten years for equipment and machinery, seven to fifteen years for furniture and fixtures, five years for vehicles, and forty years for buildings and related improvements. Leasehold improvements are amortized over the lesser of the life of the lease or the useful life of the asset. Repairs and maintenance costs are expensed as incurred. |
Inventory | Inventory . Inventory is stated at the lower of cost (first-in, first-out) or net realizable value. Finished goods held for sale includes the cost of merchandise purchases, the costs to bring the merchandise to our Texas distribution center, warehousing and handling expenditures, and distributing and delivering merchandise to our stores. These costs include depreciation of long-lived assets utilized in acquiring, warehousing and distributing inventory. Manufacturing inventory including raw materials and work-in-process are valued on a first‑in, first out basis using full absorption accounting which includes material, labor, and other applicable manufacturing overhead. Carrying values of inventory are analyzed and, to the extent that the cost of inventory exceeds the net realizable value, provisions are made to reduce the carrying amount of the inventory. We regularly review all inventory items to determine if there are (i) damaged goods (e.g., for leather, excessive scars or damage from ultra-violet (“UV”) light), (ii) items that need to be removed from our product line (e.g., slow-moving items, inability of a supplier to provide items of acceptable quality or quantity, and to maintain freshness in the product line) and (iii) pricing actions that need to be taken to adequately value our inventory at the lower of cost or net realizable value. Since the determination of net realizable value of inventory involves both estimation and judgement with regard to market values and reasonable costs to sell, differences in these estimates could result in ultimate valuations that differ from the recorded asset. The majority of inventory purchases and commitments are made in U.S. dollars in order to limit the Company’s exposure to foreign currency fluctuations. Goods shipped to us are recorded as inventory owned by us when the risk of loss shifts to us from the supplier. Inventory is physically counted twice annually in the Texas distribution center. At the store level, inventory is physically counted each quarter. Inventory is then adjusted in our accounting system to reflect actual count results. June 30, 2019 December 31, 2018 Restated On hand: Finished goods held for sale $ 25,001,014 $ 31,263,806 Raw materials and work in process 688,776 919,202 Inventory in transit 499,265 1,119,541 TOTAL $ 26,189,055 $ 33,302,549 |
Leases | Leases Prior to 2019, rent expense on operating leases, including rent holidays and scheduled rent increases, was recorded on a straight‑line basis over the term of the lease, commencing on the date we took possession of the leased property. Rent expense is recorded in operating expenses. The net excess of rent expense over the actual cash paid was recorded as accrued expenses and other liabilities in the accompanying consolidated balance sheets. As of December 31, 2019, we have no finance leases, no sublease agreements, and no lease agreements in which we are named as a lessor. Subsequent to the recognition of our operating lease assets and lease liabilities, we recognize lease expense related to our operating leases on a straight-line basis over the lease term. The depreciable life of related leasehold improvements is based on the shorter of the useful life or the lease term. We also perform interim reviews of our operating lease assets for impairment when evidence exists that the carrying value of an asset group, including a lease asset, may not be recoverable. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets . We evaluate long-lived assets on a quarterly basis to identify events or changes in circumstances (“triggering events”) that indicate the carrying value of certain assets may not be recoverable. Upon the occurrence of a triggering event, right-of-use (“ROU”) lease assets, property and equipment and definite-lived intangible assets are reviewed for impairment and an impairment loss is recorded in the period in which it is determined that the carrying amount of the assets is not recoverable. The determination of recoverability is made based upon the estimated undiscounted future net cash flows of assets grouped at the lowest level for which there are identifiable cash flows independent of the cash flows of other groups of assets with such cash flows to be realized over the estimated remaining useful life of the primary asset within the asset group. The Company determined the lowest level of identifiable cash flows that are independent of other asset groups to be primarily at the individual store level. If the estimated undiscounted future net cash flows for a given store are less than the carrying amount of the related store assets, an impairment loss is determined by comparing the estimated fair value with the carrying value of the related assets. The impairment loss is then allocated across the asset group's major classifications which in this case are operating lease assets and property and equipment. Triggering events at the store level could include material declines in operational and financial performance or planned changes in the use of assets, such as store relocation or store closure. This evaluation requires management to make judgements relating to future cash flows, growth rates and economic and market conditions. The fair value of an asset group is estimated using a discounted cash flow valuation method. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets During the first six months of 2019, no indicators of impairment were identified. Further, the only change in our goodwill for the six-month periods ended June 30, 2019 and 2018 resulted from a foreign currency translation loss of less than $0.1 million and a foreign currency translation gain of $0.3 million, respectively, and recorded in accumulated other comprehensive loss. Our intangible assets, excluding goodwill, and related accumulated amortization consisted of the following: June 30, 2019 Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 547,035 $ 7,334 Non-compete agreements 153,000 145,167 7,833 TOTAL $ 707,369 $ 692,202 $ 15,167 December 31, 2018 Restated Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 546,702 $ 7,667 Non-compete agreements 153,000 144,167 8,833 TOTAL $ 707,369 $ 690,869 $ 16,500 All our intangible assets, other than goodwill, are definite-lived intangibles and are subject to amortization. The weighted average amortization period is 15 years for trademarks and copyrights. Amortization expense related to other intangible assets of less than $0.01 million during both the six months ended June 30, 2019 and 2018 was recorded in operating expenses, and non-compete intangible assets were fully amortized during 2019 upon the expiration of such agreements. Based on the current amount of intangible assets subject to amortization, we estimate amortization expense to be less than $0.01 million annually over the next five years. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments . We measure fair value as an exit price, which is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering such assumptions, accounting standards establish a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1 – observable inputs that reflect quoted prices in active markets for identical assets or liabilities. • Level 2 – significant observable inputs other than quoted prices in active markets for similar assets and liabilities, such as quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 – significant unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. Classification of the financial asset or liability within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Our principal financial instruments held consist of short-term investments, accounts receivable, accounts payable, and long-term debt. As of June 30, 2019, and December 31, 2018, the carrying values of our financial instruments, included in our Consolidated Balance Sheets, approximated their fair values. There were no transfers into or out of Levels 1, 2 and 3 during the three and six months ended June 30, 2019 and during the year ended December 31, 2018. |
Short-Term Investments | Short-Term Investments . We determine the appropriate classification of investments at the time of purchase, and we re-evaluate that determination at each balance sheet date. Investments are recorded as either short-term or long-term on the Consolidated Balance Sheet, based on contractual maturity date. As of June 30, 2019, we held investments in U.S. Treasuries with maturity values of $9.1 million and maturities less than one year. We have classified these investments in debt securities as held-to-maturity. Such investments are recorded at amortized cost with book value approximating fair value which is based on Level 1 inputs for these investments. The Company believes there is no current expected credit allowance necessary for our short-term investments as: 1) Treasury securities typically are the most highly rated securities among rating agencies; 2) Treasury securities have a long history of no credit losses; and 3) Treasury securities are guaranteed by a sovereign entity (the U.S. Government) that can print its own money and whose currency (the U.S. dollar) is the reserve currency. |
Income Taxes | Income Taxes . Income taxes are estimated for each jurisdiction in which we operate. This involves assessing current tax exposure together with temporary differences resulting from differing treatment of items for tax and financial statement accounting purposes. Any resulting deferred tax assets are evaluated for recoverability based on estimated future taxable income. To the extent recovery is deemed not likely, a valuation allowance is recorded. Our evaluation regarding whether a valuation allowance is required or should be adjusted also considers, among other things, the nature, frequency, and severity of recent losses, forecasts of future profitability and the duration of statutory carryforward periods. Deferred tax assets and liabilities are measured using the enacted tax rates in effect in the years when those temporary differences are expected to reverse. The effect on deferred taxes from a change in tax rate is recognized through continuing operations in the period that includes the enactment date of the change. Changes in tax laws and rates could affect recorded deferred tax assets and liabilities in the future. A tax benefit from an uncertain tax position may be recognized when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. We recognize tax liabilities for uncertain tax positions and adjust these liabilities when our judgement changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense and the effective tax rate in the period in which new information becomes available. We recognize interest and/or penalties related to all tax positions in income tax expense. To the extent that accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. We may be subject to periodic audits by the Internal Revenue Service and other taxing authorities. These audits may challenge certain of our tax positions, such as the timing and amount of deductions and allocation of taxable income to the various jurisdictions. |
Stock-based compensation | Stock-based compensation . The Company’s stock-based compensation relates primarily to restricted stock unit (“RSU”) awards. Accounting guidance requires measurement and recognition of compensation expense at an amount equal to the grant date fair value. Compensation expense is recognized for service-based stock awards on a straight-line basis or ratably over the requisite service period, based on the closing price of the Company’s stock on the date of grant. The service-based awards typically vest ratably over the requisite service period, provided that the participant is employed on the vesting date. Compensation expense is reduced by actual forfeitures as they occur over the requisite service period of the awards. Performance-based RSUs vest, if at all, upon the Company satisfying certain performance targets. The Company records compensation expense for awards with a performance condition when it is probable that the condition will be achieved. If the Company determines it is not probable a performance condition will be achieved, no compensation expense is recognized. If the Company changes its assessment in a subsequent period and concludes it is probable a performance condition will be achieved, the Company will recognize compensation expense ratably between the period of the change in assessment through the expected date of satisfying the performance condition for vesting. If the Company subsequently assesses that it is no longer probable that a performance condition will be achieved, the accumulated expense that has been previously recognized will be reversed. The compensation expense ultimately recognized, if any, related to performance-based awards will equal the grant date fair value based on the number of shares for which the performance condition has been satisfied. We issue shares from authorized shares upon the lapsing of vesting restrictions on RSUs. We do not use cash to settle equity instruments issued under stock-based compensation awards. We had one stock option plan that expired in March 2017. This plan permitted annual stock option grants to non-employee directors with an exercise price equal to the fair market value of the shares at the date of grant. These options vested and became exercisable six months from the option grant date. Under this plan, no stock options were awarded in 2015 or after, therefore, we did not recognize any stock-based compensation expense for these options during those periods. |
Accounts Receivable and Allowance for Uncollectible Accounts | Accounts Receivable and Allowance for Uncollectible Accounts. |
Comprehensive Income (Loss) | Comprehensive Income (Loss ) . Comprehensive income (loss) includes net income (loss) and certain other items that are recorded directly to stockholders’ equity. The Company’s only source of other comprehensive income (loss) is foreign currency translation adjustments, and those adjustments are presented net of tax. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, Intangibles Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment Intangibles - Goodwill and Other. Goodwill and other intangibles Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases Leases The Company elected the package of practical expedients available under the transition guidance within Topic 842, which among other things, permits the Company to carry forward its historical lease classification. The Company also elected other practical expedients under Topic 842 to: (1) apply hindsight when determining its reasonably certain lease terms or assessing impairment of its ROU assets at transition, (2) not record leases with an initial term of 12 months or less on the Consolidated Balance Sheet, and (3) combine and account for both lease and non-lease components within a contract as a single component for its sole asset class, real estate leases. Upon adoption of Topic 842, the Company recognized operating ROU assets (referred herein as “lease assets”) and lease liabilities based on the present value of its remaining minimum rental payments for existing operating leases as of the adoption date, utilizing the Company’s applicable incremental borrowing rate as of the adoption date. The adoption of Topic 842 resulted in the Company recognizing $17.6 million and $18.1 million of operating lease assets and lease liabilities, respectively, as of January 1, 2019. The difference between the lease assets and lease liabilities is primarily due to the recognition of a $0.5 million pre-tax cumulative effect adjustment to retained earnings on January 1, 2019, resulting from the impairment of certain operating lease assets upon transition which was based on fair value using Level 3 inputs. The Company had no finance leases at the time of adoption of Topic 842, previously termed capital leases under ASC 840. The adoption of Topic 842 had no material impact on the Company’s Consolidated Statements of Comprehensive Income (Loss) or Consolidated Statements of Cash Flows and did not impact the Company’s compliance with its debt covenants under its debt agreements. For further details, see Note 8, Leases During the six months ended June 30, 2019, the Company recognized no impairment loss related to its operating lease assets. Recent Accounting Standards Not Yet Adopted Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU 2019-12, Income Taxes Simplifying the Accounting for Income Taxes Internal-Use Software In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software Intangibles—Goodwill and Other—Internal-Use Software Credit Losses In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments |
BASIS OF PRESENTATION AND CER_3
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Net Sales for Geographic Areas | In the following table, revenue for the three and six months ended June 30, 2019 and 2018 is disaggregated by geographic areas as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Restated Restated United States $ 15,056,236 $ 16,674,013 $ 33,379,988 $ 34,463,443 Canada 1,395,257 1,612,327 3,127,722 3,351,817 All other countries 745,322 900,882 1,630,427 1,872,540 Net sales $ 17,196,815 $ 19,187,222 $ 38,138,137 $ 39,687,800 |
Inventory | Inventory is physically counted twice annually in the Texas distribution center. At the store level, inventory is physically counted each quarter. Inventory is then adjusted in our accounting system to reflect actual count results. June 30, 2019 December 31, 2018 Restated On hand: Finished goods held for sale $ 25,001,014 $ 31,263,806 Raw materials and work in process 688,776 919,202 Inventory in transit 499,265 1,119,541 TOTAL $ 26,189,055 $ 33,302,549 |
Other Intangibles | Our intangible assets, excluding goodwill, and related accumulated amortization consisted of the following: June 30, 2019 Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 547,035 $ 7,334 Non-compete agreements 153,000 145,167 7,833 TOTAL $ 707,369 $ 692,202 $ 15,167 December 31, 2018 Restated Gross Accumulated Amortization Net Trademarks/copyrights $ 554,369 $ 546,702 $ 7,667 Non-compete agreements 153,000 144,167 8,833 TOTAL $ 707,369 $ 690,869 $ 16,500 |
RESTATEMENT OF PREVIOUSLY ISS_2
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS [Abstract] | |
Reconciliation of Consolidated Balance Sheet and Statements of Operations and Cash Flows | The following restatement adjustment footnote numbers correspond to the restatement adjustment descriptions above. Tandy Leather Factory, Inc. Consolidated Balance Sheet December 31, 2018 As Reported Adjustments As Restated ASSETS CURRENT ASSETS: Cash $ 24,070,351 $ - $ 24,070,351 Accounts receivable-trade, net of allowance for doubtful accounts of $15,703 408,170 - 408,170 Inventory 33,867,276 (564,727 ) (1) (2)(3)(4)(7) 33,302,549 Prepaid income taxes 383,478 36,430 (6) 419,908 Prepaid expenses 1,244,754 39,041 (7) 1,283,795 Other current assets 161,208 170,597 (7) 331,805 Total current assets 60,135,237 (318,659 ) 59,816,578 Property and equipment, at cost 28,005,563 134,782 (7) 28,140,345 Less accumulated depreciation (13,606,266 ) (18,995 ) (7) (13,625,261 ) Property and equipment, net 14,399,297 115,787 14,515,084 Deferred income taxes 248,228 844,065 (6) 1,092,293 Goodwill 954,765 - 954,765 Other intangibles, net of accumulated amortization of $690,869 16,500 - 16,500 Other assets 386,107 - 386,107 TOTAL ASSETS 76,140,134 641,193 76,781,327 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable-trade 1,978,840 175,554 (7) 2,154,394 Accrued expenses and other liabilities 4,176,479 1,225,029 (4)(7) 5,401,508 Current maturities of long-term debt 747,335 (227,819 ) (7) 519,516 Total current liabilities 6,902,654 1,172,764 8,075,418 Uncertain tax positions - 1,415,715 (6) 1,415,715 Deferred income taxes 1,556,493 (1,556,493 ) (6)(9) - Other non-current liabilities - 555,296 (6) 555,296 Long-term debt, net of current maturities 8,220,683 227,819 (7) 8,448,502 COMMITMENTS AND CONTINGENCIES (Note 10) STOCKHOLDERS' EQUITY: - - - Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance - - - Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,353,155 shares issued 27,232 (2,384 ) (10) 24,848 Paid-in capital 7,158,821 (2,891,683 ) (10) 4,267,138 Retained earnings 65,716,761 (1,240,383 ) (1) (2)(3)(4)(6)(7)(9) 64,476,378 Treasury stock at cost (1,292,594 shares) (11,931,850 ) 2,894,067 (10) (9,037,783 ) Accumulated other comprehensive loss (net of tax of $480,112) (1,510,660 ) 66,475 (9) (1,444,185 ) Total stockholders' equity 59,460,304 (1,173,908 ) 58,286,396 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 76,140,134 641,193 76,781,327 Tandy Leather Factory, Inc. Consolidated Statement of Comprehensive Income (Loss) Unaudited Three Months Ended June 30, 2018 As Reported Adjustments As Restated Net sales $ 19,177,767 $ 9,455 (4) $ 19,187,222 Cost of sales 6,059,325 894,405 (1)(2)(3)(4)(5) 6,953,730 Gross profit (loss) 13,118,442 (884,950 ) 12,233,492 Operating expenses 11,136,961 (485,575 ) (5)(7) 10,651,386 Income (loss) from operations 1,981,481 (399,375 ) 1,582,106 Other (income) expense: Interest expense 78,182 - 78,182 Other, net (46,741 ) (85,101 ) (9) (131,842 ) Total other (income) expense 31,441 (85,101 ) (53,660 ) Income (loss) before income taxes 1,950,040 (314,274 ) 1,635,766 Provision (benefit) for income taxes 509,948 (31,925 ) (6) 478,023 Net income (loss) $ 1,440,092 $ (282,349 ) $ 1,157,743 Foreign currency translation adjustments, net of tax (294,598 ) 9,824 (9) (284,774 ) Comprehensive income (loss) $ 1,145,494 $ (272,525 ) $ 872,969 Net income (loss) per common share: Basic $ 0.15 $ (0.02 ) $ 0.13 Diluted $ 0.15 $ (0.02 ) $ 0.13 Weighted average number of shares outstanding: Basic 9,180,076 9,180,076 9,180,076 Diluted 9,180,727 9,182,527 9,182,527 Tandy Leather Factory, Inc. Consolidated Statement of Comprehensive Income (Loss) Unaudited Six Months Ended June 30, 2018 As Reported Adjustments As Restated Net sales $ 39,466,685 $ 221,115 (4) $ 39,687,800 Cost of sales 13,505,281 1,259,967 (1 )(2)(3)(4)(5)(7) 14,765,248 Gross profit (loss) 25,961,404 (1,038,852 ) 24,922,552 Operating expenses 22,210,962 (924,653 ) (5)(7) 21,286,309 Income (loss) from operations 3,750,442 (114,199 ) 3,636,243 Other (income) expense: Interest expense 142,824 - 142,824 Other, net (85,613 ) (199,607 ) (9) (285,220 ) Total other (income) expense 57,211 (199,607 ) (142,396 ) Income (loss) before income taxes 3,693,231 85,408 3,778,639 Provision (benefit) for income taxes 979,520 124,720 (6) 1,104,240 Net income (loss) $ 2,713,711 $ (39,312 ) $ 2,674,399 Foreign currency translation adjustments, net of tax (272,807 ) (70,959 ) (9) (343,766 ) Comprehensive income (loss) $ 2,440,904 $ (110,271 ) $ 2,330,633 Net income (loss) per common share: Basic $ 0.29 $ 0.01 $ 0.29 Diluted $ 0.29 $ 0.01 $ 0.29 Weighted average number of shares outstanding: Basic 9,222,028 9,222,028 9,222,028 Diluted 9,222,533 9,223,086 9,223,086 Tandy Leather Factory, Inc. Consolidated Statement of Cash Flows Unaudited Six Months Ended June 30, 2018 As Reported Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 2,713,711 $ (39,312 ) $ 2,674,399 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 878,955 1,139 (7) 880,094 (Gain) loss on disposal of assets 4,556 - 4,556 Stock-based compensation 52,688 - 52,688 Deferred income taxes (96,057 ) (58,586 ) (6)(9) (154,643 ) Exchange (gain) loss (268,321 ) 52,455 (9) (215,866 ) Changes in operating assets and liablities: Accounts receivable-trade (35,043 ) 12,509 (7) (22,534 ) Inventory (709,072 ) 20,638 (1)(2)(4) (688,434 ) Prepaid expenses 98,203 67,654 (6)(7) 165,857 Other current assets 113,570 (113,570 ) (7) - Accounts payable-trade (189,928 ) 911,645 (7) 721,717 Accrued expenses and other liabilities (1,258,506 ) (662,391 ) (4)(7) (1,920,897 ) Income taxes (255,695 ) 53,044 (6) (202,651 ) Other assets (3,910 ) 426,212 (7) 422,302 Total adjustments (1,668,560 ) 710,749 (957,811 ) Net cash provided by operating activities 1,045,151 671,437 1,716,588 Cash flows from investing activities: Purchase of property and equipment (421,861 ) - (421,861 ) Proceeds from sales of assets 7,028 - 7,028 Net cash used in investing activities (414,833 ) - (414,833 ) Cash flows from financing activities: Proceeds from long-term debt 982,938 - 982,938 Repurchase of treasury stock (995,186 ) - (995,186 ) Net cash used in financing activities (12,248 ) - (12,248 ) Effect of exchange rate changes on cash and cash equivalents - (417,036 ) (9) (417,036 ) Net (decrease) increase in cash and cash equivalents 618,070 254,401 872,471 Cash and cash equivalents, beginning of period 18,337,258 (254,401 ) 18,082,857 Cash and cash equivalents, end of period $ 18,955,328 $ - $ 18,955,328 |
NOTES PAYABLE AND LONG-TERM D_2
NOTES PAYABLE AND LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
NOTES PAYABLE AND LONG-TERM DEBT [Abstract] | |
Debt Outstanding | The amount outstanding under the above agreements consisted of the following: June 30, 2019 December 31, 2018 Restated Business loan agreement with BOKF – collateralized by real estate; payable as follows: Line of credit note, as amended, in the maximum principal amount of $15,000,000 with features as more fully described above – interest due monthly at LIBOR plus 1.5%; matures September 18, 2024 $ - $ 8,968,018 Line of credit note, as amended, in the maximum principal amount of $6,000,000 with revolving features as more fully described above – interest due monthly at LIBOR plus 1.5%; matures September 18, 2021 - - $ - $ 8,968,018 Less current maturities - 519,516 TOTAL $ - $ 8,448,502 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
STOCK-BASED COMPENSATION [Abstract] | |
Summary of Activity of Non-vested Restricted Stock and RSU Awards | A summary of the activity for non-vested restricted stock and RSU awards as of June 30, 2019 and 2018 is presented below: Shares Grant Fair Value Balance, December 31, 2018 657,717 $ 7.39 Granted 28,191 5.64 Forfeited (5,319 ) 5.64 Vested (1,408 ) 7.72 Balance, June 30, 2019 679,181 $ 7.39 Balance, December 31, 2017 36,803 $ 7.93 Granted - - Vested (16,648 ) 8.22 Balance, June 30, 2018 20,155 $ 7.93 |
Non-vested, Service-based Restricted Stock and RSU Awards | As of June 30, 2019, there was unrecognized compensation cost related to non-vested, service-based restricted stock and RSU awards of $3.2 million which will be recognized in each of the following years: Unrecognized Expense 2019 $ 404,977 2020 777,537 2021 758,325 2022 721,284 2023 509,910 $ 3,172,033 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
EARNINGS PER SHARE [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted EPS for the three and six months ended June 30, 2019 and 2018: Three Months Ended June 30, Six Months Ended June 30, 2019 (1) 2018 Restated 2019 2018 Restated Numerator: Net income (loss) $ (875,667 ) $ 1,157,743 $ 644,144 $ 2,674,399 Denominator: Basic weighted-average common shares ouststanding 8,933,648 9,180,076 8,971,490 9,222,028 Dilutive effect of service-based restricted stock awards granted to Board of Directors under the Plan - 18 3,510 - Dilutive effect of service-based restricted stock awards granted to employees under the Plan - 2,433 - 1,058 Diluted weighted-average common shares outstanding 8,933,648 9,182,527 8,975,000 9,223,086 (1) For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
LEASES [Abstract] | |
Operating Lease Assets and Liabilities | Additional information regarding the Company’s operating leases is as follows: Leases Balance Sheet Classification June 30, 2019 Assets: Non-current Operating lease assets $ 15,657,859 Liabilities: Current Operating lease liabilities $ 3,993,352 Non-current Operating lease liabilities, noncurrent 12,204,359 Total lease liabilities $ 16,197,711 |
Lease Cost | Lease Cost Income Statement Classification Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Operating lease cost Operating expenses $ 1,042,057 $ 2,088,711 Variable lease cost (1) Operating expenses 218,190 468,994 Total lease cost $ 1,260,247 $ 2,557,705 (1) Variable lease cost includes payments for certain real estate taxes, insurance, common area maintenance, and other charges related to lease agreements, which are not included in the measurement of the operating lease liabilities. |
Maturity of Lease Liabilities | Maturity of Lease Liabilities June 30, 2019 2019 $ 2,048,191 2020 3,888,665 2021 3,279,719 2022 2,408,708 2023 1,721,031 Thereafter 5,001,634 Total lease payments (2) $ 18,347,948 Less: Interest (2,150,237 ) Present value of lease liabilities $ 16,197,711 (2) Operating lease payments exclude $0.3 million of legally binding minimum lease payments for leases signed, but not yet commenced as of June 30, 2019. |
Operating Leases Other Information | As of June 30, 2019, the weighted average remaining lease term for our operating leases was 6.2 years, and the weighted average discount rate used to measure our operating leases was 4.1%. Other Information Three Months Ended Six Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 1,016,719 $ 2,032,013 ROU assets obtained in exchange for lease obligations - 18,076,962 |
BASIS OF PRESENTATION AND CER_4
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Basis of Presentation (Details) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019WebSiteSegmentStore | Dec. 31, 2018USD ($)SegmentStore | May 31, 2021Store | |
Segment Information [Abstract] | |||
Number of websites | WebSite | 4 | ||
Number of operating segments | Segment | 1 | 2 | |
Number of reportable segments | Segment | 1 | 2 | |
Number of stores | 116 | ||
Reclassification of accrued expenses to accounts payable trade | $ | $ 0.8 | ||
Forecast [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 106 | ||
United States [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 104 | ||
United States [Member] | Forecast [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 95 | ||
Canada [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 11 | ||
Canada [Member] | Forecast [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 10 | ||
Spain [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 1 | ||
Spain [Member] | Forecast [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 1 | ||
International [Member] | |||
Segment Information [Abstract] | |||
Number of stores | 1 | 3 | |
Number of stores closed | 2 |
BASIS OF PRESENTATION AND CER_5
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Revenue Recognition (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)Level | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)Level | |||
Revenue Recognition [Abstract] | |||||||
Sales return allowance | $ 200,000 | $ 200,000 | $ 300,000 | ||||
Estimate of merchandise expected to be returned | 100,000 | $ 100,000 | $ 100,000 | ||||
Gift card redemption period | 1 year | ||||||
Deferred revenue recognized period | 1 year | ||||||
Revenue recognized from change in deferred obligation balance | $ 100,000 | $ 100,000 | |||||
Deferred revenue, recognized | 800,000 | $ 900,000 | 1,200,000 | 1,300,000 | |||
Disaggregated Revenue [Abstract] | |||||||
Net sales | 17,196,815 | 19,187,222 | [1] | $ 38,138,137 | 39,687,800 | [1] | |
Discounts [Abstract] | |||||||
Number of price levels | Level | 3 | 5 | |||||
United States [Member] | |||||||
Disaggregated Revenue [Abstract] | |||||||
Net sales | 15,056,236 | 16,674,013 | $ 33,379,988 | 34,463,443 | |||
Canada [Member] | |||||||
Disaggregated Revenue [Abstract] | |||||||
Net sales | $ 1,395,257 | $ 1,612,327 | $ 3,127,722 | $ 3,351,817 | |||
Canada [Member] | Net Sales Benchmark [Member] | Geographic Concentration Risk [Member] | Customer [Member] | Minimum [Member] | |||||||
Disaggregated Revenue [Abstract] | |||||||
Revenue percentage | 1.70% | 1.70% | 1.70% | 1.70% | |||
All Other Countries [Member] | |||||||
Disaggregated Revenue [Abstract] | |||||||
Net sales | $ 745,322 | $ 900,882 | $ 1,630,427 | $ 1,872,540 | |||
Accrued Expenses and Other Liabilities [Member] | |||||||
Revenue Recognition [Abstract] | |||||||
Contract with customer liability | 200,000 | 200,000 | $ 200,000 | ||||
Deferred revenue | $ 100,000 | $ 100,000 | $ 600,000 | ||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
BASIS OF PRESENTATION AND CER_6
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Property and Equipment, Net of Accumulated Depreciation (Details) | 6 Months Ended |
Jun. 30, 2019 | |
Equipment and Machinery [Member] | Minimum [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 3 years |
Equipment and Machinery [Member] | Maximum [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 10 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 7 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 15 years |
Vehicles [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 5 years |
Buildings and Related Improvements [Member] | |
Property and Equipment, Net of Accumulated Depreciation and Amortization [Abstract] | |
Estimated useful lives of assets | 40 years |
BASIS OF PRESENTATION AND CER_7
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Inventory (Details) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | |
On hand [Abstract] | |||
Finished goods held for sale | $ 25,001,014 | $ 31,263,806 | |
Raw materials and work in process | 688,776 | 919,202 | |
Inventory in transit | 499,265 | 1,119,541 | |
TOTAL | $ 26,189,055 | $ 33,302,549 | [1] |
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
BASIS OF PRESENTATION AND CER_8
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Goodwill and Other Intangible Assets (Details) | 6 Months Ended | |||
Jun. 30, 2019USD ($)Unit | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | ||
Goodwill and Other Intangibles [Abstract] | ||||
Number of reporting unit | Unit | 1 | |||
Goodwill foreign currency translation (loss) gains | $ 300,000 | |||
Other intangibles [Abstract] | ||||
Intangible assets, gross | $ 707,369 | $ 707,369 | ||
Accumulated amortization | 692,202 | 690,869 | [1] | |
Intangible assets, net | 15,167 | 16,500 | [1] | |
Maximum [Member] | ||||
Goodwill and Other Intangibles [Abstract] | ||||
Goodwill foreign currency translation (loss) gains | (100,000) | |||
Other intangibles [Abstract] | ||||
Amortization expenses | 10,000 | $ 10,000 | ||
Amortization expense, 2020 | 10,000 | |||
Amortization expense, 2021 | 10,000 | |||
Amortization expense, 2022 | 10,000 | |||
Amortization expense, 2023 | 10,000 | |||
Amortization expense, 2024 | 10,000 | |||
Trademarks/Copyrights [Member] | ||||
Other intangibles [Abstract] | ||||
Intangible assets, gross | 554,369 | 554,369 | ||
Accumulated amortization | 547,035 | 546,702 | ||
Intangible assets, net | $ 7,334 | 7,667 | ||
Weighted average amortization period | 15 years | |||
Non-Compete Agreements [Member] | ||||
Other intangibles [Abstract] | ||||
Intangible assets, gross | $ 153,000 | 153,000 | ||
Accumulated amortization | 145,167 | 144,167 | ||
Intangible assets, net | $ 7,833 | $ 8,833 | ||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
BASIS OF PRESENTATION AND CER_9
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Fair Value of Financial Instruments (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Fair Value of Financial Instruments [Abstract] | ||
Transfers from Level 1 to Level 2 | $ 0 | $ 0 |
Transfers from Level 2 to Level 1 | 0 | 0 |
Transfers into (out of) Level 3 | $ 0 | $ 0 |
BASIS OF PRESENTATION AND CE_10
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Short Term Investments (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | [1] | |
Short-term Investments [Abstract] | |||
Payments to acquire short-term investments | $ 10,678,860 | $ 0 | |
US Treasuries [Member] | |||
Short-term Investments [Abstract] | |||
Payments to acquire short-term investments | $ 9,100,000 | ||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
BASIS OF PRESENTATION AND CE_11
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Stock-based Compensation (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Mar. 31, 2017Plan | Jun. 30, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | |
Stock-based Compensation [Abstract] | ||||||
Percentage of forfeiture rate stock-based awards | 0.00% | |||||
Number of stock option plans expired | Plan | 1 | |||||
Vesting period from grant date | 6 months | |||||
Stock option grant award gross (in shares) | shares | 0 | 0 | 0 | 0 | 0 | |
Stock Options [Member] | ||||||
Stock-based Compensation [Abstract] | ||||||
Stock-based compensation expense | $ | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
BASIS OF PRESENTATION AND CE_12
BASIS OF PRESENTATION AND CERTAIN SIGNIFICANT ACCOUNTING POLICIES, Recently Adopted Accounting Pronouncements (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||||
Jun. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | [1] | Dec. 31, 2018 | Jun. 30, 2018 | [1] | Mar. 31, 2018 | [1] | Dec. 31, 2017 | [1] | ||
Accounting Standards Update and Change in Accounting Principle [Abstract] | ||||||||||||
Operating lease assets | $ 15,657,859 | $ 15,657,859 | $ 0 | [1] | ||||||||
Operating lease liabilities | 16,197,711 | 16,197,711 | ||||||||||
Cumulative effect of new accounting principle in period of adoption | 58,624,204 | 58,624,204 | $ 59,230,092 | 58,286,396 | [1] | $ 57,283,675 | $ 56,841,233 | $ 55,895,540 | ||||
Operating lease asset impairment loss | 0 | 0 | ||||||||||
Retained Earnings [Member] | ||||||||||||
Accounting Standards Update and Change in Accounting Principle [Abstract] | ||||||||||||
Cumulative effect of new accounting principle in period of adoption | $ 64,758,706 | $ 64,758,706 | $ 65,634,373 | 64,476,378 | [1] | $ 62,752,412 | $ 61,594,669 | $ 60,078,013 | ||||
Accounting Standards Update 2016-02 [Member] | ||||||||||||
Accounting Standards Update and Change in Accounting Principle [Abstract] | ||||||||||||
Operating lease assets | 17,600,000 | |||||||||||
Operating lease liabilities | 18,100,000 | |||||||||||
Accounting Standards Update 2016-02 [Member] | Retained Earnings [Member] | Pre-tax Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||||||||||
Accounting Standards Update and Change in Accounting Principle [Abstract] | ||||||||||||
Cumulative effect of new accounting principle in period of adoption | $ (500,000) | |||||||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
RESTATEMENT OF PREVIOUSLY ISS_3
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2019 | ||
Description of Restatement Adjustments [Abstract] | ||||||
Common stock, shares issued (in shares) | (10,353,155) | [1] | (10,354,563) | |||
Treasury stock, shares (in shares) | (1,292,594) | [1] | (1,422,339) | |||
Restatement Adjustment [Member] | ||||||
Description of Restatement Adjustments [Abstract] | ||||||
Common stock, shares issued (in shares) | (993,623) | |||||
Treasury stock, shares (in shares) | (993,623) | |||||
Restatement Adjustment [Member] | Restatement Income Taxes [Member] | ||||||
Description of Restatement Adjustments [Abstract] | ||||||
Increase (decrease) to income tax expense | $ 0.6 | $ (0.2) | ||||
Increase (decrease) to income tax expense for correction | (0.5) | 1.3 | ||||
Increase (decrease) to income tax expense for correction of smaller adjustments | (0.4) | (0.9) | ||||
Increase (decrease) to income tax expense for correction of income earned from wholly-owned foreign subsidiaries | $ (0.1) | (0.2) | ||||
Interest expense related to other corrections | $ (0.2) | |||||
Income tax expense (benefit) related to correction of tax related misstatements | $ 0.1 | |||||
Restatement Adjustment [Member] | Restatement Income Taxes [Member] | Maximum [Member] | ||||||
Description of Restatement Adjustments [Abstract] | ||||||
Tax expense (benefit) related to pre-tax restatement adjustments | $ (0.1) | $ (0.1) | ||||
Income tax expense (benefit) related to correction of tax related misstatements | $ 0.1 | |||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
RESTATEMENT OF PREVIOUSLY ISS_4
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS, Consolidated Balance Sheets (Details) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 | [1] | Dec. 31, 2018 | Jun. 30, 2018 | [1] | Mar. 31, 2018 | [1] | Dec. 31, 2017 | [1] | |
CURRENT ASSETS [Abstract] | |||||||||||
Cash | $ 11,273,943 | $ 24,070,351 | [1] | ||||||||
Accounts receivable-trade, net of allowance for doubtful accounts of $15,703 | 428,733 | 408,170 | [1] | ||||||||
Inventory | 26,189,055 | 33,302,549 | [1] | ||||||||
Prepaid income taxes | 1,963,446 | 419,908 | [1] | ||||||||
Prepaid expenses | 1,188,274 | 1,283,795 | [1] | ||||||||
Other current assets | 162,563 | 331,805 | [1] | ||||||||
Total current assets | 50,255,524 | 59,816,578 | [1] | ||||||||
Property and equipment, at cost | 27,531,023 | 28,140,345 | [1] | ||||||||
Less accumulated depreciation | (14,032,058) | (13,625,261) | [1] | ||||||||
Property and equipment, net | 13,498,965 | 14,515,084 | [1] | ||||||||
Deferred income taxes | 467,848 | 1,092,293 | [1] | ||||||||
Goodwill | 958,817 | 954,765 | [1] | ||||||||
Other intangibles, net of accumulated amortization of $690,869 | 15,167 | 16,500 | [1] | ||||||||
Other assets | 374,902 | 386,107 | [1] | ||||||||
TOTAL ASSETS | 81,229,082 | 76,781,327 | [1] | ||||||||
CURRENT LIABILITIES [Abstract] | |||||||||||
Accounts payable-trade | 1,544,580 | 2,154,394 | [1] | ||||||||
Accrued expenses and other liabilities | 2,890,612 | 5,401,508 | [1] | ||||||||
Current maturities of long-term debt | 0 | 519,516 | [1] | ||||||||
Total current liabilities | 8,428,544 | 8,075,418 | [1] | ||||||||
Uncertain tax positions | 1,415,715 | 1,415,715 | [1] | ||||||||
Deferred income taxes | 0 | ||||||||||
Other non-current liabilities | 556,260 | 555,296 | [1] | ||||||||
Long-term debt, net of current maturities | 0 | 8,448,502 | [1] | ||||||||
COMMITMENTS AND CONTINGENCIES (Note 10) | [1] | ||||||||||
STOCKHOLDERS' EQUITY [Abstract] | |||||||||||
Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance | 0 | 0 | [1] | ||||||||
Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,353,155 shares issued | 24,851 | 24,848 | [1] | ||||||||
Paid-in capital | 4,644,896 | 4,267,138 | [1] | ||||||||
Retained earnings | 64,758,706 | 64,476,378 | [1] | ||||||||
Treasury stock at cost (1,292,594 shares) | (9,761,890) | (9,037,783) | [1] | ||||||||
Accumulated other comprehensive loss (net of tax of $480,112) | (1,042,359) | (1,444,185) | [1] | ||||||||
Total stockholders' equity | 58,624,204 | $ 59,230,092 | 58,286,396 | [1] | $ 57,283,675 | $ 56,841,233 | $ 55,895,540 | ||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 81,229,082 | 76,781,327 | [1] | ||||||||
As Reported [Member] | |||||||||||
CURRENT ASSETS [Abstract] | |||||||||||
Cash | 24,070,351 | ||||||||||
Accounts receivable-trade, net of allowance for doubtful accounts of $15,703 | 408,170 | ||||||||||
Inventory | 33,867,276 | ||||||||||
Prepaid income taxes | 383,478 | ||||||||||
Prepaid expenses | 1,244,754 | ||||||||||
Other current assets | 161,208 | ||||||||||
Total current assets | 60,135,237 | ||||||||||
Property and equipment, at cost | 28,005,563 | ||||||||||
Less accumulated depreciation | (13,606,266) | ||||||||||
Property and equipment, net | 14,399,297 | ||||||||||
Deferred income taxes | 248,228 | ||||||||||
Goodwill | 954,765 | ||||||||||
Other intangibles, net of accumulated amortization of $690,869 | 16,500 | ||||||||||
Other assets | 386,107 | ||||||||||
TOTAL ASSETS | 76,140,134 | ||||||||||
CURRENT LIABILITIES [Abstract] | |||||||||||
Accounts payable-trade | 1,978,840 | ||||||||||
Accrued expenses and other liabilities | 4,176,479 | ||||||||||
Current maturities of long-term debt | 747,335 | ||||||||||
Total current liabilities | 6,902,654 | ||||||||||
Uncertain tax positions | 0 | ||||||||||
Deferred income taxes | 1,556,493 | ||||||||||
Other non-current liabilities | 0 | ||||||||||
Long-term debt, net of current maturities | 8,220,683 | ||||||||||
COMMITMENTS AND CONTINGENCIES (Note 10) | |||||||||||
STOCKHOLDERS' EQUITY [Abstract] | |||||||||||
Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance | 0 | ||||||||||
Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,353,155 shares issued | 27,232 | ||||||||||
Paid-in capital | 7,158,821 | ||||||||||
Retained earnings | 65,716,761 | ||||||||||
Treasury stock at cost (1,292,594 shares) | (11,931,850) | ||||||||||
Accumulated other comprehensive loss (net of tax of $480,112) | (1,510,660) | ||||||||||
Total stockholders' equity | 59,460,304 | ||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 76,140,134 | ||||||||||
Adjustments [Member] | |||||||||||
CURRENT ASSETS [Abstract] | |||||||||||
Cash | 0 | ||||||||||
Accounts receivable-trade, net of allowance for doubtful accounts of $15,703 | 0 | ||||||||||
Inventory | (564,727) | ||||||||||
Prepaid income taxes | 36,430 | ||||||||||
Prepaid expenses | 39,041 | ||||||||||
Other current assets | 170,597 | ||||||||||
Total current assets | (318,659) | ||||||||||
Property and equipment, at cost | 134,782 | ||||||||||
Less accumulated depreciation | (18,995) | ||||||||||
Property and equipment, net | 115,787 | ||||||||||
Deferred income taxes | 844,065 | ||||||||||
Goodwill | 0 | ||||||||||
Other intangibles, net of accumulated amortization of $690,869 | 0 | ||||||||||
Other assets | 0 | ||||||||||
TOTAL ASSETS | 641,193 | ||||||||||
CURRENT LIABILITIES [Abstract] | |||||||||||
Accounts payable-trade | 175,554 | ||||||||||
Accrued expenses and other liabilities | 1,225,029 | ||||||||||
Current maturities of long-term debt | (227,819) | ||||||||||
Total current liabilities | 1,172,764 | ||||||||||
Uncertain tax positions | 1,415,715 | ||||||||||
Deferred income taxes | (1,556,493) | ||||||||||
Other non-current liabilities | 555,296 | ||||||||||
Long-term debt, net of current maturities | 227,819 | ||||||||||
COMMITMENTS AND CONTINGENCIES (Note 10) | |||||||||||
STOCKHOLDERS' EQUITY [Abstract] | |||||||||||
Preferred stock, $0.10 par value; 20,000,000 shares authorized; none issued or outstanding; attributes to be determined on issuance | 0 | ||||||||||
Common stock, $0.0024 par value; 25,000,000 shares authorized; 10,353,155 shares issued | (2,384) | ||||||||||
Paid-in capital | (2,891,683) | ||||||||||
Retained earnings | (1,240,383) | ||||||||||
Treasury stock at cost (1,292,594 shares) | 2,894,067 | ||||||||||
Accumulated other comprehensive loss (net of tax of $480,112) | 66,475 | ||||||||||
Total stockholders' equity | (1,173,908) | ||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 641,193 | ||||||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
RESTATEMENT OF PREVIOUSLY ISS_5
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS, Consolidated Balance Sheets (Parenthetical) (Details) - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | [1] |
ASSETS [Abstract] | |||
Allowance for doubtful accounts | $ 6,132 | $ 15,703 | |
Accumulated amortization | $ 692,202 | $ 690,869 | |
STOCKHOLDERS' EQUITY [Abstract] | |||
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 | |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Common stock, par value (in dollars per share) | $ 0.0024 | $ 0.0024 | |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 | |
Common stock, shares issued (in shares) | 10,354,563 | 10,353,155 | |
Treasury stock, shares (in shares) | 1,422,339 | 1,292,594 | |
Accumulated other comprehensive loss, tax | $ 485,250 | $ 480,112 | |
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
RESTATEMENT OF PREVIOUSLY ISS_6
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS, Consolidated Statements of Comprehensive Income (Loss) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Income Statement [Abstract] | |||||||||
Net sales | $ 17,196,815 | $ 19,187,222 | [1] | $ 38,138,137 | $ 39,687,800 | [1] | |||
Cost of sales | 7,826,369 | 6,953,730 | [1] | 16,523,021 | 14,765,248 | [1] | |||
Gross profit | 9,370,446 | 12,233,492 | [1] | 21,615,116 | 24,922,552 | [1] | |||
Operating expenses | 10,617,824 | 10,651,386 | [1] | 20,649,477 | 21,286,309 | [1] | |||
Income (loss) from operations | (1,247,378) | 1,582,106 | [1] | 965,639 | 3,636,243 | [1] | |||
Other (income) expense [Abstract] | |||||||||
Interest expense | 0 | 78,182 | [1] | 32,383 | 142,824 | [1] | |||
Other, net | (54,125) | (131,842) | [1] | 55,493 | (285,220) | [1] | |||
Total other (income) expense | (54,125) | (53,660) | [1] | 87,876 | (142,396) | [1] | |||
Income (loss) before income taxes | (1,193,253) | 1,635,766 | [1] | 877,763 | 3,778,639 | [1] | |||
Provision (benefit) for income taxes | (317,586) | 478,023 | [1] | 233,619 | 1,104,240 | [1] | |||
Net income (loss) | (875,667) | [2] | $ 1,519,811 | 1,157,743 | [1] | $ 1,516,656 | 644,144 | 2,674,399 | [1] |
Foreign currency translation adjustments, net of tax | 87,333 | $ 314,493 | (284,774) | [1] | $ (58,992) | 401,826 | (343,766) | [1] | |
Comprehensive income (loss) | $ (788,334) | $ 872,969 | [1] | $ 1,045,970 | $ 2,330,633 | [1] | |||
Net income (loss) per common share [Abstract] | |||||||||
Basic (in dollars per share) | $ (0.10) | $ 0.13 | [1] | $ 0.07 | $ 0.29 | [1] | |||
Diluted (in dollars per share) | $ (0.10) | $ 0.13 | [1] | $ 0.07 | $ 0.29 | [1] | |||
Weighted average number of shares outstanding [Abstract] | |||||||||
Basic (in shares) | 8,933,648 | [2] | 9,180,076 | [1] | 8,971,490 | 9,222,028 | [1] | ||
Diluted (in shares) | 8,933,648 | [2] | 9,182,527 | [1] | 8,975,000 | 9,223,086 | [1] | ||
As Reported [Member] | |||||||||
Income Statement [Abstract] | |||||||||
Net sales | $ 19,177,767 | $ 39,466,685 | |||||||
Cost of sales | 6,059,325 | 13,505,281 | |||||||
Gross profit | 13,118,442 | 25,961,404 | |||||||
Operating expenses | 11,136,961 | 22,210,962 | |||||||
Income (loss) from operations | 1,981,481 | 3,750,442 | |||||||
Other (income) expense [Abstract] | |||||||||
Interest expense | 78,182 | 142,824 | |||||||
Other, net | (46,741) | (85,613) | |||||||
Total other (income) expense | 31,441 | 57,211 | |||||||
Income (loss) before income taxes | 1,950,040 | 3,693,231 | |||||||
Provision (benefit) for income taxes | 509,948 | 979,520 | |||||||
Net income (loss) | 1,440,092 | 2,713,711 | |||||||
Foreign currency translation adjustments, net of tax | (294,598) | (272,807) | |||||||
Comprehensive income (loss) | $ 1,145,494 | $ 2,440,904 | |||||||
Net income (loss) per common share [Abstract] | |||||||||
Basic (in dollars per share) | $ 0.15 | $ 0.29 | |||||||
Diluted (in dollars per share) | $ 0.15 | $ 0.29 | |||||||
Weighted average number of shares outstanding [Abstract] | |||||||||
Basic (in shares) | 9,180,076 | 9,222,028 | |||||||
Diluted (in shares) | 9,180,727 | 9,222,533 | |||||||
Adjustments [Member] | |||||||||
Income Statement [Abstract] | |||||||||
Net sales | $ 9,455 | $ 221,115 | |||||||
Cost of sales | 894,405 | 1,259,967 | |||||||
Gross profit | (884,950) | (1,038,852) | |||||||
Operating expenses | (485,575) | (924,653) | |||||||
Income (loss) from operations | (399,375) | (114,199) | |||||||
Other (income) expense [Abstract] | |||||||||
Interest expense | 0 | 0 | |||||||
Other, net | (85,101) | (199,607) | |||||||
Total other (income) expense | (85,101) | (199,607) | |||||||
Income (loss) before income taxes | (314,274) | 85,408 | |||||||
Provision (benefit) for income taxes | (31,925) | 124,720 | |||||||
Net income (loss) | (282,349) | (39,312) | |||||||
Foreign currency translation adjustments, net of tax | 9,824 | (70,959) | |||||||
Comprehensive income (loss) | $ (272,525) | $ (110,271) | |||||||
Net income (loss) per common share [Abstract] | |||||||||
Basic (in dollars per share) | $ (0.02) | $ 0.01 | |||||||
Diluted (in dollars per share) | $ (0.02) | $ 0.01 | |||||||
Weighted average number of shares outstanding [Abstract] | |||||||||
Basic (in shares) | 9,180,076 | 9,222,028 | |||||||
Diluted (in shares) | 9,182,527 | 9,223,086 | |||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. | ||||||||
[2] | For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. |
RESTATEMENT OF PREVIOUSLY ISS_7
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS, Consolidated Statements of Cash Flows (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |||||
Cash flows from operating activities [Abstract] | ||||||||||
Net income (loss) | $ (875,667) | [1] | $ 1,519,811 | $ 1,157,743 | [2] | $ 1,516,656 | $ 644,144 | $ 2,674,399 | [2] | |
Adjustments to reconcile net income to net cash provided by operating activities [Abstract] | ||||||||||
Depreciation and amortization | 1,035,003 | 880,094 | [2] | |||||||
(Gain) loss on disposal of assets | (34,737) | 4,556 | [2] | |||||||
Stock-based compensation | 377,761 | 52,688 | [2] | |||||||
Deferred income taxes | 624,445 | (154,643) | [2] | |||||||
Exchange (gain) loss | 133,525 | (215,866) | [2] | |||||||
Changes in operating assets and liabilities [Abstract] | ||||||||||
Accounts receivable-trade | (44,689) | (22,534) | [2] | |||||||
Inventory | 7,182,787 | (688,434) | [2] | |||||||
Prepaid expenses | 469,347 | 165,857 | [2] | |||||||
Other current assets | 26,063 | 0 | [2] | |||||||
Accounts payable-trade | (675,164) | 721,717 | [2] | |||||||
Accrued expenses and other liabilities | (2,339,493) | (1,920,897) | [2] | |||||||
Income taxes | (1,541,142) | (202,651) | [2] | |||||||
Other assets | (216,874) | 422,302 | [2] | |||||||
Total adjustments | 5,053,530 | (957,811) | [2] | |||||||
Net cash provided by operating activities | 5,697,674 | 1,716,588 | [2] | |||||||
Cash flows from investing activities [Abstract] | ||||||||||
Purchase of property and equipment | (136,424) | (421,861) | [2] | |||||||
Proceeds from sales of assets | 85,314 | 7,028 | [2] | |||||||
Net cash used in investing activities | (9,049,970) | (414,833) | [2] | |||||||
Cash flows from financing activities [Abstract] | ||||||||||
Proceeds from long-term debt | 0 | 982,938 | [2] | |||||||
Repurchase of treasury stock | (724,107) | (995,186) | [2] | |||||||
Net cash used in financing activities | (9,692,125) | (12,248) | [2] | |||||||
Effect of exchange rate changes on cash and cash equivalents | 248,013 | (417,036) | [2] | |||||||
Net (decrease) increase in cash and cash equivalents | (12,796,408) | 872,471 | [2] | |||||||
Cash and cash equivalents, beginning of period | $ 24,070,351 | 18,082,857 | [2] | 24,070,351 | 18,082,857 | [2] | ||||
Cash and cash equivalents, end of period | $ 11,273,943 | 18,955,328 | [2] | $ 11,273,943 | 18,955,328 | [2] | ||||
As Reported [Member] | ||||||||||
Cash flows from operating activities [Abstract] | ||||||||||
Net income (loss) | 1,440,092 | 2,713,711 | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities [Abstract] | ||||||||||
Depreciation and amortization | 878,955 | |||||||||
(Gain) loss on disposal of assets | 4,556 | |||||||||
Stock-based compensation | 52,688 | |||||||||
Deferred income taxes | (96,057) | |||||||||
Exchange (gain) loss | (268,321) | |||||||||
Changes in operating assets and liabilities [Abstract] | ||||||||||
Accounts receivable-trade | (35,043) | |||||||||
Inventory | (709,072) | |||||||||
Prepaid expenses | 98,203 | |||||||||
Other current assets | 113,570 | |||||||||
Accounts payable-trade | (189,928) | |||||||||
Accrued expenses and other liabilities | (1,258,506) | |||||||||
Income taxes | (255,695) | |||||||||
Other assets | (3,910) | |||||||||
Total adjustments | (1,668,560) | |||||||||
Net cash provided by operating activities | 1,045,151 | |||||||||
Cash flows from investing activities [Abstract] | ||||||||||
Purchase of property and equipment | (421,861) | |||||||||
Proceeds from sales of assets | 7,028 | |||||||||
Net cash used in investing activities | (414,833) | |||||||||
Cash flows from financing activities [Abstract] | ||||||||||
Proceeds from long-term debt | 982,938 | |||||||||
Repurchase of treasury stock | (995,186) | |||||||||
Net cash used in financing activities | (12,248) | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 0 | |||||||||
Net (decrease) increase in cash and cash equivalents | 618,070 | |||||||||
Cash and cash equivalents, beginning of period | 18,337,258 | 18,337,258 | ||||||||
Cash and cash equivalents, end of period | 18,955,328 | 18,955,328 | ||||||||
Adjustments [Member] | ||||||||||
Cash flows from operating activities [Abstract] | ||||||||||
Net income (loss) | (282,349) | (39,312) | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities [Abstract] | ||||||||||
Depreciation and amortization | 1,139 | |||||||||
(Gain) loss on disposal of assets | 0 | |||||||||
Stock-based compensation | 0 | |||||||||
Deferred income taxes | (58,586) | |||||||||
Exchange (gain) loss | 52,455 | |||||||||
Changes in operating assets and liabilities [Abstract] | ||||||||||
Accounts receivable-trade | 12,509 | |||||||||
Inventory | 20,638 | |||||||||
Prepaid expenses | 67,654 | |||||||||
Other current assets | (113,570) | |||||||||
Accounts payable-trade | 911,645 | |||||||||
Accrued expenses and other liabilities | (662,391) | |||||||||
Income taxes | 53,044 | |||||||||
Other assets | 426,212 | |||||||||
Total adjustments | 710,749 | |||||||||
Net cash provided by operating activities | 671,437 | |||||||||
Cash flows from investing activities [Abstract] | ||||||||||
Purchase of property and equipment | 0 | |||||||||
Proceeds from sales of assets | 0 | |||||||||
Net cash used in investing activities | 0 | |||||||||
Cash flows from financing activities [Abstract] | ||||||||||
Proceeds from long-term debt | 0 | |||||||||
Repurchase of treasury stock | 0 | |||||||||
Net cash used in financing activities | 0 | |||||||||
Effect of exchange rate changes on cash and cash equivalents | (417,036) | |||||||||
Net (decrease) increase in cash and cash equivalents | 254,401 | |||||||||
Cash and cash equivalents, beginning of period | $ (254,401) | (254,401) | ||||||||
Cash and cash equivalents, end of period | $ 0 | $ 0 | ||||||||
[1] | For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. | |||||||||
[2] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
NOTES PAYABLE AND LONG-TERM D_3
NOTES PAYABLE AND LONG-TERM DEBT (Details) | Aug. 20, 2018 | Sep. 18, 2015USD ($)shares | Jun. 30, 2020USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($)shares | Aug. 20, 2018 | ||
Debt Instruments [Abstract] | ||||||||||
Proceeds from issuance of long-term debt | $ 0 | $ 982,938 | [1] | |||||||
Long-term Debt [Abstract] | ||||||||||
Less current maturities | $ 519,516 | [1] | 0 | |||||||
Total | 8,448,502 | [1] | 0 | |||||||
Proceeds from issuance of long-term debt | 0 | 982,938 | [1] | |||||||
Line of Credit [Member] | ||||||||||
Long-term Debt [Abstract] | ||||||||||
Line of credit note | 8,968,018 | 0 | ||||||||
Less current maturities | 519,516 | 0 | ||||||||
Total | $ 8,448,502 | $ 0 | ||||||||
Promissory Notes with BOKF [Member] | LIBOR [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Debt Instrument basis spread on variable rate | 1.50% | 3.931% | 1.85% | |||||||
BOKF Promissory Note and Business Loan Agreement, Working Capital [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Line of credit facility maximum borrowing capacity | $ 6,000,000 | |||||||||
Line of credit maturity date | Sep. 18, 2021 | |||||||||
Debt instrument interest rate increase (decrease) | (0.35%) | |||||||||
BOKF Promissory Note and Business Loan Agreement, Working Capital [Member] | Minimum [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Debt instrument covenants fixed charge coverage ratio | 1.2 | |||||||||
BOKF Promissory Note and Business Loan Agreement, Working Capital [Member] | Maximum [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Debt instrument covenants EBITDA ratio | 1.5 | |||||||||
BOKF Promissory Note and Business Loan Agreement, Working Capital [Member] | Line of Credit [Member] | ||||||||||
Long-term Debt [Abstract] | ||||||||||
Line of credit note | $ 0 | $ 0 | ||||||||
BOKF Promissory Note and Business Loan Agreement, Stock Repurchase [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Line of credit facility maximum borrowing capacity | $ 10,000,000 | $ 15,000,000 | ||||||||
Line of credit maturity date | Sep. 18, 2024 | |||||||||
Debt instrument interest rate increase (decrease) | (0.35%) | |||||||||
Proceeds from issuance of long-term debt | $ 1,000,000 | |||||||||
Line of credit facility term of principal balance rolled | 4 years | |||||||||
Purchase of treasury stock (in shares) | shares | 129,745 | |||||||||
Repayments of lines of credit | $ 9,000,000 | |||||||||
Pre-payment penalties incurred | $ 0 | |||||||||
Long-term Debt [Abstract] | ||||||||||
Proceeds from issuance of long-term debt | $ 1,000,000 | |||||||||
BOKF Promissory Note and Business Loan Agreement, Stock Repurchase [Member] | Maximum [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Stock repurchase program number of shares authorized to be repurchased (in shares) | shares | 2,200,000 | |||||||||
BOKF Promissory Note and Business Loan Agreement, Stock Repurchase [Member] | Line of Credit [Member] | ||||||||||
Long-term Debt [Abstract] | ||||||||||
Line of credit note | $ 8,968,018 | $ 0 | ||||||||
Institute of Official Credit Guarantee for Small and Medium-sized Enterprises [Member] | Forecast [Member] | ||||||||||
Debt Instruments [Abstract] | ||||||||||
Proceeds from issuance of long-term debt | $ 400,000 | |||||||||
Long-term Debt [Abstract] | ||||||||||
Proceeds from issuance of long-term debt | $ 400,000 | |||||||||
Term of agreement | 5 years | |||||||||
Fixed interest rate | 1.50% | |||||||||
Period required to make monthly interest payments | 2 years | |||||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
INCOME TAX (Details)
INCOME TAX (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
INCOME TAX [Abstract] | ||||
Effective tax rate | 26.60% | 29.20% | 26.60% | 29.20% |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Mar. 31, 2019 | Oct. 31, 2018 | Jun. 30, 2019 | Dec. 31, 2019 | Jun. 30, 2020 | Jan. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period from grant date | 6 months | ||||||
Restricted Stock Units [Member] | Chief Executive Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock units granted (in shares) | 644,000 | ||||||
Serviced Based RSUs [Member] | Chief Executive Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period from grant date | 5 years | ||||||
Number of restricted stock units granted (in shares) | 460,000 | ||||||
Performance Based Restricted Stock Units [Member] | Chief Executive Officer [Member] | Tranche One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock units granted (in shares) | 92,000 | ||||||
Minimum amount of operating income (two/one fiscal year in a row) | $ 12 | ||||||
Performance Based Restricted Stock Units [Member] | Chief Executive Officer [Member] | Tranche Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock units granted (in shares) | 92,000 | ||||||
Minimum amount of operating income (two/one fiscal year in a row) | $ 14 | ||||||
2013 Restricted Stock Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares available for future awards (in shares) | 167,593 | ||||||
2013 Restricted Stock Plan [Member] | Forecast [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares of common stock reserved for restricted stock awards (in shares) | 800,000 | ||||||
2013 Restricted Stock Plan [Member] | Minimum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period from grant date | 4 years | ||||||
2013 Restricted Stock Plan [Member] | Restricted Stock Units [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares of common stock reserved for restricted stock awards (in shares) | 300,000 | ||||||
2013 Restricted Stock Plan [Member] | Serviced Based RSUs [Member] | Non-employee Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period from grant date | 3 years | ||||||
Number of restricted stock units granted (in shares) | 28,191 | ||||||
2013 Restricted Stock Plan [Member] | Serviced Based RSUs [Member] | Non-employee Director [Member] | Forecast [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock units granted (in shares) | 24,010 | ||||||
2013 Restricted Stock Plan [Member] | Serviced Based RSUs [Member] | Employees [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period from grant date | 3 years | ||||||
2013 Restricted Stock Plan [Member] | Serviced Based RSUs [Member] | Employees [Member] | Forecast [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock units granted (in shares) | 17,988 |
STOCK-BASED COMPENSATION, Summa
STOCK-BASED COMPENSATION, Summary of Activity for Non-vested Restricted Stock Unit Awards (Details) - Restricted Stock and RSUs [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Shares [Roll Forward] | ||
Balance, beginning (in shares) | 657,717 | 36,803 |
Granted (in shares) | 28,191 | 0 |
Forfeited (in shares) | (5,319) | |
Vested (in shares) | (1,408) | (16,648) |
Balance, ending (in shares) | 679,181 | 20,155 |
Grant Fair Value [Abstract] | ||
Balance, beginning (in dollars per share) | $ 7.39 | $ 7.93 |
Granted (in dollars per share) | 5.64 | 0 |
Forfeited (in dollars per share) | 5.64 | |
Vested (in dollars per share) | 7.72 | 8.22 |
Balance, ending (in dollars per share) | $ 7.39 | $ 7.93 |
STOCK-BASED COMPENSATION, Non-n
STOCK-BASED COMPENSATION, Non-nested, Service-based Restricted Stock and RSU Awards (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Service-based Restricted Stock Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 200,000 | $ 400,000 | ||
Service-based Restricted Stock Awards [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 100,000 | $ 100,000 | ||
Service-based Restricted Stock and RSU Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
2019 | 404,977 | 404,977 | ||
2020 | 777,537 | 777,537 | ||
2021 | 758,325 | 758,325 | ||
2022 | 721,284 | 721,284 | ||
2023 | 509,910 | 509,910 | ||
Unrecognized compensation cost | $ 3,172,033 | 3,172,033 | ||
Performance Based Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 0 | |||
Restricted Stock and RSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares vested (in shares) | 1,408 | 16,648 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||||
Numerator [Abstract] | |||||||||
Net income (loss) | $ (875,667) | [1] | $ 1,519,811 | $ 1,157,743 | [2] | $ 1,516,656 | $ 644,144 | $ 2,674,399 | [2] |
Denominator [Abstract] | |||||||||
Basic weighted-average common shares outstanding (in shares) | 8,933,648 | [1] | 9,180,076 | [2] | 8,971,490 | 9,222,028 | [2] | ||
Dilutive effect of service-based restricted stock awards granted under the plan (in shares) | 2,290 | ||||||||
Diluted weighted-average common shares outstanding (in shares) | 8,933,648 | [1] | 9,182,527 | [2] | 8,975,000 | 9,223,086 | [2] | ||
Restricted Stock [Member] | Board of Director [Member] | |||||||||
Denominator [Abstract] | |||||||||
Dilutive effect of service-based restricted stock awards granted under the plan (in shares) | 0 | [1] | 18 | 3,510 | 0 | ||||
Restricted Stock [Member] | Employees [Member] | |||||||||
Denominator [Abstract] | |||||||||
Dilutive effect of service-based restricted stock awards granted under the plan (in shares) | 0 | [1] | 2,433 | 0 | 1,058 | ||||
[1] | For the three months ended June 30, 2019, there were 2,290 shares excluded from the diluted EPS calculation because the impact of their assumed vesting would be anti-dilutive due to a net loss in those periods. | ||||||||
[2] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - Forecast [Member] - USD ($) $ in Millions | Dec. 31, 2020 | Oct. 31, 2020 |
Legal Proceedings [Abstract] | ||
Penalty amount | $ 0.2 | |
Accrued Expenses and Other Liabilities [Member] | ||
Legal Proceedings [Abstract] | ||
Penalty liability accrual | $ 0.2 |
LEASES, Lease Assets, Liabiliti
LEASES, Lease Assets, Liabilities and Lease Cost (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | [1] | ||
LEASES [Abstract] | |||||
Asset impairment charges, related to operating lease assets | $ 0 | $ 0 | |||
Assets [Abstract] | |||||
Operating lease assets | 15,657,859 | 15,657,859 | $ 0 | ||
Liabilities [Abstract] | |||||
Operating lease liabilities, current | 3,993,352 | 3,993,352 | 0 | ||
Operating lease liabilities, noncurrent | 12,204,359 | 12,204,359 | $ 0 | ||
Operating lease liabilities | 16,197,711 | 16,197,711 | |||
Lease Cost [Abstract] | |||||
Total lease cost | 1,260,247 | 2,557,705 | |||
Operating Expenses [Member] | |||||
Lease Cost [Abstract] | |||||
Operating lease cost | 1,042,057 | 2,088,711 | |||
Variable lease cost | [2] | $ 218,190 | $ 468,994 | ||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. | ||||
[2] | Variable lease cost includes payments for certain real estate taxes, insurance, common area maintenance, and other charges related to lease agreements, which are not included in the measurement of the operating lease liabilities. |
LEASES, Maturity of Lease Liabi
LEASES, Maturity of Lease Liabilities (Details) | Jun. 30, 2019USD ($) | |
Maturity of Lease Liabilities [Abstract] | ||
2019 | $ 2,048,191 | |
2020 | 3,888,665 | |
2021 | 3,279,719 | |
2022 | 2,408,708 | |
2023 | 1,721,031 | |
Thereafter | 5,001,634 | |
Total lease payments | 18,347,948 | [1] |
Less: Interest | (2,150,237) | |
Present value of lease liabilities | 16,197,711 | |
Minimum lease payments excluded, not yet commenced | $ 300,000 | |
Weighted average remaining lease term, operating leases | 6 years 2 months 12 days | |
Weighted average discount rate, operating leases | 4.10% | |
[1] | Operating lease payments exclude $0.3 million of legally binding minimum lease payments for leases signed, but not yet commenced as of June 30, 2019. |
LEASES, Operating Leases Other
LEASES, Operating Leases Other Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities [Abstract] | ||
Operating cash flows used in operating leases | $ 1,016,719 | $ 2,032,013 |
ROU assets obtained in exchange for lease obligations | $ 0 | $ 18,076,962 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Jan. 28, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($)Store | Jun. 30, 2019USD ($)$ / shares | Jun. 30, 2019USD ($)$ / shares | Jun. 30, 2018USD ($) | [1] | Dec. 31, 2020USD ($) | Jan. 27, 2021 | Sep. 30, 2020Store | Aug. 09, 2020USD ($) | Apr. 02, 2020Employee | Dec. 31, 2018$ / shares | [1] |
Subsequent Events Description [Abstract] | |||||||||||||
Proceeds from issuance of long-term debt | $ 0 | $ 982,938 | |||||||||||
Operating lease asset impairment expense | $ 0 | $ 0 | |||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0024 | $ 0.0024 | $ 0.0024 | ||||||||||
Share Repurchase Program [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Share repurchase program expiration date | Aug. 31, 2020 | ||||||||||||
Forecast [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Number of employees given temporary leave | Employee | 406 | ||||||||||||
Percentage on total workforce reduced | 0.66% | ||||||||||||
Number of stores remained, after permanent closures | Store | 106 | ||||||||||||
Number of stores permanent closed | Store | 8 | ||||||||||||
Number of stores, reopened | Store | 106 | ||||||||||||
Operating lease asset impairment expense | $ 1,100,000 | ||||||||||||
Forecast [Member] | Canada [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Number of stores remained, after permanent closures | Store | 10 | ||||||||||||
Forecast [Member] | Spain [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Number of stores remained, after permanent closures | Store | 1 | ||||||||||||
Forecast [Member] | Share Repurchase Program [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Repurchase of common stock (in shares) | shares | 500,000 | ||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0024 | ||||||||||||
Purchase price per share (in dollars per share) | $ / shares | $ 3.35 | ||||||||||||
Purchase price | $ 1,700,000 | ||||||||||||
Percentage of outstanding common stock | 5.50% | ||||||||||||
Forecast [Member] | Share Repurchase Program [Member] | Maximum [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Repurchase of common stock | $ 5,000,000 | ||||||||||||
Forecast [Member] | CECRA [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Number of years to pay interest only repayments, related to loan agreement | 2 years | ||||||||||||
Percentage reduction of store rent | 75.00% | ||||||||||||
Rent abatements received | $ 50,000 | ||||||||||||
Forecast [Member] | Institute of Official Credit Guarantee for Small and Medium-sized Enterprises [Member] | |||||||||||||
Subsequent Events Description [Abstract] | |||||||||||||
Proceeds from issuance of long-term debt | $ 400,000 | ||||||||||||
Term of agreement | 5 years | ||||||||||||
Fixed Interest date | 1.50% | ||||||||||||
[1] | As described in Note 2 to these Consolidated Financial Statements, we have restated the Consolidated Financial Statements. |