Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 13, 2019 | |
Document Information [Line Items] | ||
Entity Registrant Name | Wilhelmina International, Inc. | |
Entity Central Index Key | 0001013706 | |
Trading Symbol | whlm | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding (in shares) | 5,184,073 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 6,260 | $ 6,748 |
Accounts receivable, net of allowance for doubtful accounts of $1,876 and $1,791, respectively | 12,940 | 11,901 |
Prepaid expenses and other current assets | 302 | 197 |
Total current assets | 19,502 | 18,846 |
Property and equipment, net of accumulated depreciation of $3,515 and $3,264, respectively | 2,411 | 2,567 |
Right of use assets-operating | 2,134 | |
Right of use assets-finance | 183 | |
Trademarks and trade names with indefinite lives | 8,467 | 8,467 |
Other intangibles with finite lives, net of accumulated amortization of$8,696 and $8,684, respectively | 41 | 53 |
Goodwill | 13,192 | 13,192 |
Other assets | 115 | 114 |
TOTAL ASSETS | 46,045 | 43,239 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 4,860 | 5,071 |
Due to models | 9,480 | 8,809 |
Lease liabilities – operating, current | 1,123 | |
Lease liabilities – finance, current | 112 | |
Term loan – current | 674 | 623 |
Total current liabilities | 16,249 | 14,503 |
Long term liabilities: | ||
Net deferred income tax liability | 647 | 631 |
Lease liabilities – operating, non-current | 1,190 | |
Lease liabilities – finance, non-current | 82 | |
Term loan – non-current | 1,813 | 2,000 |
Total long term liabilities | 3,732 | 2,631 |
Total liabilities | 19,981 | 17,134 |
Shareholders’ equity: | ||
Common stock, $0.01 par value, 9,000,000 shares authorized; 6,472,038 shares issued at March 31, 2019 and December 31, 2018 | 65 | 65 |
Treasury stock, 1,268,266 and 1,264,154 shares at March 31, 2019 and December 31, 2018, at cost | (6,117) | (6,093) |
Additional paid-in capital | 88,319 | 88,255 |
Accumulated deficit | (56,138) | (56,029) |
Accumulated other comprehensive loss | (65) | (93) |
Total shareholders’ equity | 26,064 | 26,105 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 46,045 | $ 43,239 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Accounts receivable, allowance for doubtful accounts | $ 1,876 | $ 1,791 |
Property and equipment, accumulated depreciation | 3,515 | 3,264 |
Other intangibles, accumulated depreciation | $ 8,696 | $ 8,684 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 9,000,000 | 9,000,000 |
Common stock, shares issued (in shares) | 6,472,038 | 6,472,038 |
Treasury stock, shares (in shares) | 1,268,266 | 1,264,154 |
Statements of Operations and Co
Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues: | ||
Revenues | $ 20,059 | $ 19,716 |
Model costs | 14,476 | 13,842 |
Revenues net of model costs | 5,583 | 5,874 |
Operating expenses: | ||
Salaries and service costs | 3,716 | 3,559 |
Office and general expenses | 1,228 | 1,378 |
Amortization and depreciation | 290 | 236 |
Corporate overhead | 332 | 337 |
Total operating expenses | 5,566 | 5,510 |
Operating income | 17 | 364 |
Other expense: | ||
Foreign exchange loss | (15) | (20) |
Interest expense | (32) | (25) |
Total other expense | (47) | (45) |
(Loss) income before provision for income taxes | (30) | 319 |
Provision for income taxes: | ||
Current | (63) | (84) |
Deferred | (16) | (10) |
Income tax expense | (79) | (94) |
Net loss (income) | (109) | 225 |
Other comprehensive income: | ||
Foreign currency translation income | 28 | 43 |
Total comprehensive (loss) income | $ (81) | $ 268 |
Basic net (loss) income per common share (in dollars per share) | $ (0.02) | $ 0.04 |
Diluted net (loss) income per common share (in dollars per share) | $ (0.02) | $ 0.04 |
Weighted average common shares outstanding-basic (in shares) | 5,205 | 5,381 |
Weighted average common shares outstanding-diluted (in shares) | 5,205 | 5,402 |
Service [Member] | ||
Revenues: | ||
Revenues | $ 20,035 | $ 19,702 |
License Fees and Other [Member] | ||
Revenues: | ||
Revenues | $ 24 | $ 14 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balances (in shares) at Dec. 31, 2017 | 6,472,000 | (1,090,000) | ||||
Balances at Dec. 31, 2017 | $ 65 | $ (4,893) | $ 87,892 | $ (56,885) | $ 4 | $ 26,183 |
Share based payment expense | 109 | 109 | ||||
Net income (loss) to common shareholders | 225 | 225 | ||||
Purchases of treasury stock (in shares) | (6,000) | |||||
Purchases of treasury stock | $ (36) | (36) | ||||
Foreign currency translation | 43 | 43 | ||||
Balances (in shares) at Mar. 31, 2018 | 6,472,000 | (1,096,000) | ||||
Balances at Mar. 31, 2018 | $ 65 | $ (4,929) | 88,001 | (56,660) | 47 | 26,524 |
Balances (in shares) at Dec. 31, 2018 | 6,472,000 | (1,264,000) | ||||
Balances at Dec. 31, 2018 | $ 65 | $ (6,093) | 88,255 | (56,029) | (93) | 26,105 |
Share based payment expense | 64 | 64 | ||||
Net income (loss) to common shareholders | (109) | $ (109) | ||||
Purchases of treasury stock (in shares) | (4,000) | (4,112) | ||||
Purchases of treasury stock | $ (24) | $ (24) | ||||
Foreign currency translation | 28 | 28 | ||||
Balances (in shares) at Mar. 31, 2019 | 6,472,000 | (1,268,000) | ||||
Balances at Mar. 31, 2019 | $ 65 | $ (6,117) | $ 88,319 | $ (56,138) | $ (65) | $ 26,064 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||
Net (loss) income: | $ (109) | $ 225 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Amortization and depreciation | 290 | 236 |
Share based payment expense | 64 | 109 |
Deferred income taxes | 16 | 11 |
Bad debt expense | 24 | 45 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,063) | (1,559) |
Prepaid expenses and other current assets | (105) | (63) |
Right of use assets-operating | (2,134) | |
Right of use assets-finance | (183) | |
Other assets | (1) | 5 |
Due to models | 671 | 422 |
Lease liabilities-operating | 2,313 | |
Lease liabilities-finance | 197 | |
Accounts payable and accrued liabilities | (211) | 161 |
Net cash used in operating activities | (231) | (408) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (95) | (162) |
Net cash used in investing activities | (95) | (162) |
Cash flows from financing activities: | ||
Purchases of treasury stock | (24) | (36) |
Payments on finance leases | (30) | |
Repayment of term loan | (136) | (129) |
Net cash used in financing activities | (190) | (165) |
Foreign currency effect on cash flows: | 28 | 43 |
Net change in cash and cash equivalents: | (488) | (692) |
Cash and cash equivalents, beginning of period | 6,748 | 4,256 |
Cash and cash equivalents, end of period | 6,260 | 3,564 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 30 | 24 |
Cash refund of income taxes | $ 10 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1. The interim consolidated financial statements included herein have been prepared by Wilhelmina International, Inc. (together with its subsidiaries, "Wilhelmina" or the "Company") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Although certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to those rules and regulations, all adjustments considered necessary in order to make the consolidated financial statements not 10 December 31, 2018. not may |
Note 2 - Business
Note 2 - Business | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | Note 2. The primary business of Wilhelmina is fashion model management. These business operations are headquartered in New York City. The Company’s predecessor was founded in 1967 one |
Note 3 - New Accounting Standar
Note 3 - New Accounting Standards | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | Note 3. ASU 2016 02, 2016, 2018, January 1, 2019. not not 12 $2.6 $2.8 January 1, 2019, not first 2019, $30 Maturities of lease liabilities were as follows (in thousands): Operating Finance April 1, 2019 to December 31, 2019 $ 920 $ 89 2020 1,135 81 2021 369 31 Total 2,424 201 Less: Present value discount (111 ) (7 ) Lease liability $ 2,313 $ 194 |
Note 4 - Foreign Currency Trans
Note 4 - Foreign Currency Translation | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Foreign Currency Disclosure [Text Block] | Note 4. The functional currency of London is the British Pound. Assets and liabilities are translated into U.S. dollars at the exchange rates in effect at each balance sheet date, revenues and expenses are translated at average monthly exchange rates and resulting translation gains or losses are accumulated in other comprehensive income as a separate component of shareholders’ equity. |
Note 5 - Line of Credit
Note 5 - Line of Credit | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 5. The Company has a credit agreement with Amegy Bank which provides a $4.0 $3.0 October 24, 2016. 80% $20.0 0.50% March 31, 2019, $0.2 $1.3 On August 16, 2016, $2.7 4.5% November, 2016, 47 60 October 24, 2020. On July 16, 2018, $1.0 may July 12, 2019, 5.15% July 12, 2019. 60 July 12, 2023. three Amounts outstanding under the additional term loan further reduce the availability under the Company’s revolving line of credit with Amegy Bank. On August 1, 2018, $0.7 100,000 December 12, 2018, $0.3 50,000 March 31, 2019, $2.5 two |
Note 6 - Commitments and Contin
Note 6 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 6. On October 24, 2013, January 6, 2014, August 11, 2014, March 3, 2014, “may not not not October 6, 2015, May 26, 2017. three five two May 24, 2018. August 16, 2017, On June 6, 2016, August 16, 2017. September 29, 2017, May 10, 2018. In addition to the legal proceedings disclosed herein, the Company is also engaged in various legal proceedings that are routine in nature and incidental to its business. None |
Note 7 - Income Taxes
Note 7 - Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 7. Generally, the Company’s combined effective tax rate is high relative to reported net income as a result of certain amortization expense, stock based compensation, and corporate overhead not not four March 31, 2019, $0.7 The U.S. Tax Cuts and Jobs Act (the “Tax Act”) enacted in December 2017 2018, 35% 21% not |
Note 8 - Treasury Shares
Note 8 - Treasury Shares | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | Note 8. During 2012, 500,000 2013, 1,000,000 2016, 500,000 may 1,500,000 may not may From 2012 March 31, 2019, 1,268,266 $4.82 $6.1 first three 2019, 4,112 $24 |
Note 9 - Related Parties
Note 9 - Related Parties | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 9. The Executive Chairman of the Company, Mark E. Schwarz, is also the chairman, chief executive officer and portfolio manager of Newcastle Capital Management, L.P. (“NCM”). NCM is the general partner of Newcastle Partners L.P. (“Newcastle”), which is the largest shareholder of the Company. James Dvorak (Managing Director at NCM) also serves as a director of the Company. The Company’s corporate headquarters are located at 200 1400, 75201, $2.5 $7.5 three March 31, 2019 2018. not March 31, 2019. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | The interim consolidated financial statements included herein have been prepared by Wilhelmina International, Inc. (together with its subsidiaries, "Wilhelmina" or the "Company") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Although certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to those rules and regulations, all adjustments considered necessary in order to make the consolidated financial statements not 10 December 31, 2018. not may |
Note 3 - New Accounting Stand_2
Note 3 - New Accounting Standards (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Lessee, Lease, Liability, Maturity [Table Text Block] | Operating Finance April 1, 2019 to December 31, 2019 $ 920 $ 89 2020 1,135 81 2021 369 31 Total 2,424 201 Less: Present value discount (111 ) (7 ) Lease liability $ 2,313 $ 194 |
Note 3 - New Accounting Stand_3
Note 3 - New Accounting Standards (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating Lease, Right-of-Use Asset | $ 2,134 | $ 2,600 | ||
Operating Lease, Liability, Total | 2,313 | $ 2,800 | ||
Finance Lease, Principal Payments | $ 30 |
Note 3 - New Accounting Stand_4
Note 3 - New Accounting Standards - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 |
April 1, 2019 to December 31, 2019, operating | $ 920 | |
April 1, 2019 to December 31, 2019, finance | 89 | |
2020, operating | 1,135 | |
2020, finance | 81 | |
2021, operating | 369 | |
2021, finance | 31 | |
Total, operating | 2,424 | |
Total, finance | 201 | |
Less: Present value discount, operating | (111) | |
Less: Present value discount, finance | (7) | |
Lease liability, operating | 2,313 | $ 2,800 |
Lease liability, finance | $ 194 |
Note 5 - Line of Credit (Detail
Note 5 - Line of Credit (Details Textual) $ in Millions | Dec. 12, 2018USD ($)shares | Aug. 01, 2018USD ($)shares | Oct. 24, 2016USD ($) | Aug. 16, 2016USD ($) | Mar. 31, 2019USD ($)shares | Jul. 16, 2018USD ($) |
Treasury Stock, Shares, Acquired | shares | 50,000 | 100,000 | 4,112 | |||
Amegy [Member] | Credit Agreement After Fifth Amendment [Member] | Revolving Credit Facility [Member] | ||||||
Debt Agreement, Maximum Borrowing Capacity | $ 4 | |||||
Debt Agreement, Borrowing Base Percentage of Collateral Modified From | 80.00% | |||||
Debt Agreement, Covenant Compliance, Minimum Net Worth | $ 20 | |||||
Amegy [Member] | Credit Agreement After Fifth Amendment [Member] | Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||
Amegy [Member] | Credit Agreement After Fifth Amendment [Member] | Term Loan [Member] | ||||||
Debt Agreement, Maximum Borrowing Capacity | $ 3 | |||||
Proceeds from Issuance of Long-term Debt, Total | $ 2.7 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | |||||
Long-term Debt, Number of Monthly Payments, Principal and Interest | 47 | |||||
Amegy [Member] | Credit Agreement After Fifth Amendment [Member] | Standby Letters of Credit [Member] | ||||||
Long-term Line of Credit, Total | $ 0.2 | |||||
Line of Credit Facility, Remaining Borrowing Capacity | 1.3 | |||||
Amegy [Member] | Tenth Amendment to Credit Agreement [Member] | Term Loan [Member] | ||||||
Debt Agreement, Maximum Borrowing Capacity | $ 1 | |||||
Proceeds from Issuance of Long-term Debt, Total | $ 0.3 | $ 0.7 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.15% | |||||
Long-term Debt, Total | $ 2.5 |
Note 7 - Income Taxes (Details
Note 7 - Income Taxes (Details Textual) - USD ($) $ in Millions | 12 Months Ended | 15 Months Ended |
Dec. 31, 2017 | Mar. 31, 2019 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 21.00% |
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | ||
Operating Loss Carryforwards, Total | $ 0.7 |
Note 8 - Treasury Shares (Detai
Note 8 - Treasury Shares (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Dec. 12, 2018 | Aug. 01, 2018 | Aug. 12, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 1,500,000 | 1,000,000 | 500,000 | ||||||
Stock Repurchase Program, Additional Shares Authorized | 500,000 | ||||||||
Treasury Stock, Shares, Ending Balance | 1,268,266 | 1,268,266 | 1,264,154 | ||||||
Treasury Stock Acquired, Average Cost Per Share | $ 4.82 | ||||||||
Treasury Stock, Value, Ending Balance | $ 6,117 | $ 6,117 | $ 6,093 | ||||||
Treasury Stock, Shares, Acquired | 50,000 | 100,000 | 4,112 | ||||||
Treasury Stock, Value, Acquired, Cost Method | $ 24 | $ 36 |
Note 9 - Related Parties (Detai
Note 9 - Related Parties (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
NCM [Member] | ||
Due to Related Parties, Current, Total | $ 0 | |
Rent [Member] | ||
Related Party Transaction, Monthly Rent | 2,500 | |
Services Agreements [Member] | ||
Related Party Transaction, Expenses from Transactions with Related Party | $ 7,500 | $ 7,500 |